Even Stranger

by SaltyJustice

Rating: teen
Tags: Comedy, Romance, Changelings, Octavia, Queen Chrysalis, Slice of Life, DJ P0N-3, My Little Pony: Friendship is Magic, Princess Cadance
Length: 77877

A young changeling leaves the hive for the first time ever, despite his... lack of talent. His assignments: Spying on Twilight Sparkle, not being caught, not being a liability to the hive, not stranding himself. He fails at two of those.

Thorax is a junior processor, class Q, and has lived his entire life in the hive, yet he dreams of things bigger. Grander. Much more important than watching pH levels in vats all day. Wouldn't you know it, his application to the espionage services gets accepted, too! Maybe he really is going places!
Except he nearly flunked the exam, and knows nothing of the outside world. Regardless, Queen Chrysalis charges him with a very important mission: Spying on the inhabitants of Ponyville, especially Twilight Sparkle.
Nothing, of course, goes right after that.

Cover art by Chicmonster

Published 2013-06-21 01:40:03 UTC
Last updated 2013-10-19 23:43:32 UTC

Chapter 2

Thorax strode with his head high back towards his quarters, traveling amongst the other changelings as a wolf among lambs. Two things he had read about once, somewhere. In a magazine? Lambs were the big hairy ones with big claws.

His quarters were little more than a single room in the lower floors, with a heavy stone door and a pile of old hay to act as a bed. He had recently been provided with a wooden desk, but not due to rank or seniority. The requisition officer had given it to him because he had had no idea what to do with it. It wasn't damaged but none of the higher ranked changelings had wanted it, so it wound up in Thorax's room.

He closed the door and looked around the room, trying to spot anything unusual. A highly trained Infiltrator would be able to see this sort of thing instantly, yet nothing at all seemed out of place. There were only three objects in this room anyway, his bed, the desk, and the small letter resting atop the bed. He sighed, figuring that his contact would reach him later, and sat down on the bed to wait.

There was something under his flank. He sat up and looked at it. A letter! Oh, his contact was a devious one. Whoever it was wasn't going to meet him here, too obvious. He opened the letter and read it over.

Mess Hall. South wing. Three piles of hay.

Must be written in some kind of code, he reasoned. He stuffed the letter into the pile of hay and opened the door, peering into the corridor beyond. A low-ranker was making her way down the corridor, otherwise it was empty. He waited a moment until she had gone into her room before he snuck out, towards the stairwell.

The trip to the southern mess hall was uneventful, but an agent such as Thorax is always on alert. He was totally aware of every single molecule in the entire hive at this point, so aware that he completely averted crashing into the changeling who had suddenly stepped out from the passage in front of him.

"Watch it, moron," the other changeling spat at him, before wandering off towards whatever unimportant task he had been charged with. Thorax forgave him, he couldn't know he was dealing with a professional. Thorax, of course, was merely acting so well, anyone would think he was a moron, and certainly not a secret agent.

The mess hall had cleared out somewhat by now, it was getting into the evening and most changelings ate right around five, which was when most of the industrial sections went into their maintenance shifts. Thorax took stock of the situation, taking in every tiny detail.

There were about fifteen other changelings in the hall, not counting the server. None of them looked like a secret agent contact, but then again, his contact would be slick. Possibly even slicker than him, though Thorax admitted that was merely an outside possibility. He had also neglected to eat anything that day, and hunger gnawed at him. There was certainly no harm in getting some food.

"Hay?" the server asked cheerfully as he stepped up. The line was empty, he was the only one getting anything right now.

"Two lumps," he said. He stopped, realizing what he had said. "No, three!"

"Three lumps it is!" the server said, and put three lumps on his tray. She smiled and asked, "Water with that?"

"No, just the nectar," Thorax said. She had not reacted when he said three lumps, clearly this server was not the contact. He had played it cool, though, nobody would suspect a thing. No way was he going to be able to choke down three lumps of hay, though.

The server took a carefully portioned lump of the golden, pure, buttery nectar and spread it lightly on the hay lumps. She passed him the tray and smiled again as Thorax took the tray over to a table, selected at random. The changeling sitting opposite him didn't look up from her tray, though she wasn't eating. Thorax noticed her tray also had three lumps of hay on it. He wondered to himself if this was a common signal in the espionage service, or if he had elected to sit opposite a glutton.

His attention, however, would immediately become transfixed on his food. The moment he, or any changeling, for that matter, put the nectar-covered hay in his mouth, it was an explosion of pure, unrefined bliss. Liquid happiness, better than any drug, a taste that never grew weaker with exposure. Nectar. He cherished every tiny drop that had been spread on the hay and braced himself for the next bite.

Most changelings didn't know what nectar was, or where it came from. Thorax, however, was well acquainted with the stuff: It was his job to mix it. He worked in the processing vats all day, and knew the chemistry of Nectar, how to get it to the perfect composition and consistency. He didn't know everything about it, specifically what some of the chemicals that were mixed into it were.

He had asked his boss about it a few times, mostly to relieve the boredom. Apparently, it was the job of harvesters to go into the societies of the other races and collect raw love, supposedly by impersonating ponies or griffons or whatever. Once collected, they returned it to the hive, where it was congealed and put in the processing vats. Thorax and his co-workers would then mix it and blend it with a number of other nutrients and chemicals until it was in the familiar finished form they served in the mess hall.

Not all the harvesters had to do that, though. Some of them were responsible for the extraction process, or for collecting other materials from the forests that would go into the nectar. Despite all that he had learned from his boss, he still didn't know what 67-Benzodiazepam was, where it was gathered from, or why he had to put it into nectar, but once when they had run out of it, all production had ceased for the duration of the day. Other than that, though, he knew every single chemical and was something of an expert on creating it. Every bite was so much the better for knowing that he had been so crucially involved in it.

Unfortunately, he mused, he'd have to leave that behind. Then again, Infiltrators were key in getting the information for harvesters to collect effectively. He'd just be higher on the food chain.

"Thorax?" the changeling across from him whispered. She was looking at him now, nobody else had heard her speak.

"How did you know my name?" he asked, quietly.

"I'm your contact, of course I know your name."

Thorax thought, then realized that the letter meant that his contact would have three lumps of hay. Clever.

"Now listen up. I've already gone ahead and taken care of your job. Do you need anything from your quarters before we go?"

"Taken care of my job?"

"Yeah. You've been transferred a non-existent desk job in the administrative policy division. We can't have anyone wondering why you're not coming to work anymore."

She continued, "I don't know what you've been told, but we're moving out tonight. So finish your food and let's get going."

"All right, all right," Thorax said. He tried to focus on eating, but the more he focused the worse it was. He was nervous, all of the sudden. In under a day, everything had changed, and his upset stomach didn't want to be disturbed. He merely settled for licking the nectar off the hay, his stomach having no problem at all with devouring that.

"Gross," his contact said, seeing the saliva-coated hay he left on his tray. Thorax grimaced and pushed the tray aside.

"All right, let's go," he said.

"Meet me at loading dock G-17, behind the ventilation pipe. I'll go first, get up and follow me after five minutes."

"Wait, why not go together?"

His contact sighed, hanging her head down. "You really are a newbie, aren't you?"

She left her tray where it was and stood, exiting through the door opposite where Thorax sat. His stomach had settled, some, so he ate a little more of the hay. Keenly aware of the five minute time-limit, he took both her tray and his back up to the server and cleaned them off for her. She smiled at him again.

Of course, it was no kindness on his part. He was studiously trying to not make an impression. He wanted everyone to forget him the moment they saw him, to blend into the background.

"Hey Thorax, thanks for cleaning off the tray," she said. "So, who's your girlfriend?"

He sputtered. "Nobody, Maxilla, that was nobody," he said after a pause.

"Right, sure. See ya later!" Maxilla said, before giving Thorax's trays to the changeling in charge of washing them off.

Thorax marched out of the mess hall, dejected. Of course Maxilla would recognize him, since they had gone to basic training together. But every other changeling? They would forget him instantly, he was sure of it.

Loading Dock G-17 was darkened by the time he had reached it. The dock was a few hundred meters away from all the other rooms in the hive, as it was one of the locations for harvesters to drop off their hauls before returning to the field. More importantly, the loading docks were all far enough from the hive that their tunnels could be sealed in case of a breach. It was also the gateway to the outside world.

Thorax peered through the darkness, trying to locate that ventilation pipe that his contact was going to be behind. After a moment, he realized the pipe was actually just behind him as he had exited the tunnel. Ahead of him was a large open section of flattened grey stone, carved into the shape of a square with several marking made on it. Fortunately his contact hadn't noticed him yet, so he slid along quietly in an attempt to surprise her.

"The hell are you doing?" she asked him as he approached, staying close to the wall.

"Nothing, nothing at all," he said. Smoothly.

"Look, just act normally, okay? Nothing gives you away worse than trying to be all secretive."

She led him over to a metal hatch covering on one side of the loading dock. Exactly how to open it, he wasn't sure, as he'd never needed to before. She pushed on a latch and spun something around that she blocked with her body, then pushed on the hatch. It opened, and a gust of cold air hit Thorax in the face as he saw the night sky beyond it.

It was huge! The sky went up so far, he couldn't even see the top! He had heard of this, and seen pictures, but he'd never actually had occasion to go outside. Still, though it was awe-inspiring, he could not give away his inexperience. He tried to remain stoic, his face flat, his expression betraying nothing.

"You haven't even seen the sky before, eh, rookie? Yeah, happened to me my first time, too," his contact said.

"I don't know what you're talking about."

"Listen, kid, I know! I know this is your first mission, and while I ain't too happy about it, it's way over my head. So just try to listen to me and maybe you won't get us both killed, yeah?"

"Okay, so, your job is to infiltrate a town called Ponyville, way southwest of here. You'll be getting mission instructions from me every Saturday, but for the first week, you'll just have to get acquainted. Meet the inhabitants, introduce yourself, find a place to live."

"Wait, what about you? What's your name, even?" Thorax asked.

"Spiracle," she said.

"Thorax," he said.

"Yeah, I know."

Spiracle stepped out onto the grass of the world beyond, and Thorax stepped out after her. He had never seen the hive from its outside, and even now, he couldn't. The hatch they had exited through was painted exactly like the sandstone cliff face it was on, if you didn't know it was a hatch you'd never be able to find it. The hive itself was carved into the rock below the ridge the was now far to Thorax's side. In front of him was a small tract of shrubs, much like the hay he had eaten only minutes before, except still alive and not nearly as dry. Far out ahead of him, illuminated by the light of the moon, was a vast expanse of open desert sand and rock.

"Where are we?" Thorax asked.

"This here is Dusty Dries ridge, and that town way over there is Dusty Dries junction," Spiracle said, pointing her hoof off at the distance. Thorax squinted in order to make out the handful of lights close to the horizon on the otherwise darkened plains.

"Now, before we get going, you'll need a disguise. You got anything in mind?"

When Thorax looked over to her to answer, he saw not Spiracle, but an earth pony in her place. She was a dark blue, earthen color, with a pig-tail styled white mane and tail. Her cutie mark was that of a row of flowers being rained on.

"No, I'll think of something."

"Before you do, I'd suggest being an earth pony. Ponyville has a lot of those, you'll stick out less."

Thorax tried to decide on what to look like. He could always change himself later, but once he was seen around the town, he'd be stuck or risk being discovered. What does an unassuming pony look like?

"Eww, try again," Spiracle said. Thorax had unconsciously shifted into the appearance of a black pony with a light red mane.

"Sorry."

This time he concentrated on the appearance of a brown pony with a ruffled blonde mane. Spiracle nodded her head as his transformation completed.

"Good start, but you'll be needing one of these," she said, pointing at the row of flowers on her flank.

"What does that mean?"

"Beats the hell out of me. I picked it because nobody cares about flowers around here, so they leave me alone. If you get asked, you best have a story ready to explain how you got yours, though. Ponies get cutie marks based on their talents, so make it something you know about."

Thorax thought for a moment and made a beaker filled with green fluid appear on his flank.

"Is that like a chemistry thing?" Spiracle asked.

"It's what I know."

"See, that's a good instinct, kid. Keep it simple, use what you know."

Two figures plodded across the darkened flat plain, nary a whisper passing between them. The settlement on the edge of his vision presented Thorax with a new kind of excitement, and a new kind of fear. This was the big leagues, so to speak, and he was already in them. One false step, one false statement, and he'd have to make a mad dash to escape the ponies, and be hounded by them until he was caught and tortured for information. Spiracle was alive, that alone was proof of her skill. No doubt she had made this journey a hundred times, and her first was every bit as perilous as her most recent.

"Now, before you go asking, we ain't got you an official birth certificate or anything yet. I'll try to get you one by next week, but if anypony asks, tell them you lost it," Spiracle whispered as they were approaching the town's outskirts.

Thorax asked, "What's my name?"

"Come up with something, and make it quick."

Thorax thought as he walked. He had heard once that ponies had silly pun names, where the first name and last name would sometimes coincide into a common phrase. Changelings certainly didn't have a silly naming scheme like that, Thorax was living proof. He had no idea what a Thorax was, any nobody else ever paid it any attention.

Chemistry words that came together to make phrases. He stopped himself from wondering anything aloud, consciously, as he would frequently talk to himself when nobody else was around.

"Lab Coat?" he asked.

"Try again," Spiracle said. This time, there was no disdain in her voice. "I've heard of the Coats, they're really rich."

"Bunsen Burner?" Thorax ventured.

"Absolutely not, that's not a pony name at all."

"Hist Amine?" Thorax tried.

Spiracle didn't respond immediately. They were close to the town now, he could start to see the details of the buildings that glowed from within, lit by candlelight. Spiracle murmured the name he had suggested again.

"That's a good one, get used to everypony calling you by that name. Train yourself to respond to it and offer it up when asked."

The town itself, the details now visible from Thorax's proximity, was really little more than about six wooden buildings and a set of train tracks running between them. The buildings were enormous, each about as big as the entire processing vats facility back home, and an audible din was coming from the biggest and brightest. The sign on it read, "Dusty Dries Hotel and Casino".

Spiracle seemed to be aiming herself towards that building, and Thorax followed along more out of fear than anything else. The nervous feeling in his stomach was getting much more powerful, the full breadth of his concentration was going towards suppressing his desire to panic and run. One wrong word, one wrong step.

There was a real racket coming from beyond the glowing doorway, ponies seemed to be shouting from within the building. Spiracle hovered in front of the door before shooting a nasty look at Thorax.

"After you."

Chapter 3

Thorax pushed open the wooden door and immediately winced as the blinding light within caught him by surprise. His eyes took several seconds to adjust to what was in front of him.

The hotel was a grand building, incredibly ornate compared to what he had seen in the hive. There, wooden furniture was a rarity and everything was worn out. Here, nearly everything was wooden, the chairs, the tables, the interior. Instead of primitive stone tools they had glass and metal finishing. A brass metal tube ran along one side of a table that ponies were standing against, talking loudly and periodically taking swigs out of glass pitchers full of some frothy substance. All kinds of foods were on every table in front of the ponies, salads and exotic fruit and breads stuffed with who knew what. It was enough to make Thorax faint at the sight of it. It'd take you several lifetimes to get all this requisitioned back at the hive!

"Go on," Spiracle hissed at him as he stood, dumbfounded. She prodded his rump and he grudgingly stepped into the world of wealth and finery before him.

He sat down in front of a table to admire the things adorning it. A fine white cloth draped over it, made of silk perhaps. It had metal plates and as he waited, a pony came up to him and cleared his throat.

"Sir, if I may, the sign said to wait to be seated," he said.

Thorax took a look at the pony, who was wearing a tweed vest and giving him a disapproving look. Spiracle trotted over and sat down next to him.

"Gotta forgive this one, he's a little slow. Is it all right if we sit here?"

The waiter looked down at a little symbol on the table and grunted. "Sure, fine."

Thorax was still too busy taking in the sights. There was a stage along one side and a teal-colored mare had taken, starting to dance about as the stallions gathered to whoop and shout.

"Y'all gotta be more careful, Hist. Ponies in small towns are more suspicious of outsiders."

"Sorry," Thorax muttered. The mare was quite talented, though Thorax had nothing to compare her against. The audience was certainly enjoying the show.

"Are all ponies rich like this?"

"What? No, I mean - what? Look kid, this ain't rich. This place is a bit of a dive, actually," she said, casting a disapproving look at the table cloth. "This isn't even real silk, huh. I never noticed until now."

Thorax looked at the empty plate before him. Surely, with as much as these ponies had, they wouldn't notice if he took this one thing? Having a metal plate back at the hive would give him a lot of pull. Everyone would ask him to borrow it, he'd have favors coming out of his ears.

"Listen up. That guy is gonna ask you if you want something to eat, say yes. Tell him you want a salad with Caesar dressing," Spiracle said.

"Why that? I'm not hungry," Thorax said. The nectar from earlier had been more than enough.

"It's important to keep up appearances. Ponies eat three times a day, once when they wake up, once at noon, and once in the evening before bed. If you don't do that, they'll think something is up."

The waiter had come to them and put two glasses, yes, glasses, full of water in front of them. Thorax could see through the liquid from the side, and he took a drink. It was clear and cool, perhaps the ability to see through it reinforced the taste. Stone jugs at the hive? He would never go back if he could avoid it, he'd steal a glass on his way back, too.

"Whaddya having?" the waiter asked.

"Apple cider, with a bit of cinnamon," Spiracle said.

Thorax didn't say anything. The waiter shifted in place, then cleared his throat. Spiracle kicked Thorax in the shins from under the table.

"Oh! Salad, with cease her dress."

The waiter gave him a confused look and Spiracle laughed softly to herself. Thorax had really hoped her said that right, and the waiter seemed to accept it, as he left them alone after that.

"You're a walking disaster, kid. Didn't anyone ever even give you a head's up about this kinda stuff?"

"I didn't get any training."

"No training, not even an advisory pamphlet?"

"No."

A wave of exasperation flowed over his companion's face as Thorax laid eyes on the mare again. One of the stallions from the audience had gotten up on the stage now, and everypony was howling and laughing. Fortunately it seemed to be drawing attention away from him, but all of the confidence he had felt earlier had evaporated. He must have been out of his mind to think he could handle this.

"If I had a say in this, phew, I woulda kept you back in the vats. Now listen, the best way to learn is by doing and I've only got you for a few more hours before you're on your own."

A single drop of sweat creased Thorax's head and made its way down his face, resting on his snout.

"I'm on my own? What?" he asked.

"Didn't you listen? I'm going to take your reports once a week, you're on your own between those."

Thorax fought the urge to panic. "What am I gonna do? I don't know anything! I'm gonna get caught and they'll beat me and torture me and then kill me and - "

Spiracle stood up quickly and kicked him in the chest, causing Thorax to double over and fall on his side. The entire room stopped all at once, all the noise the ponies had been making cut to silence in an instant. Spiracle hovered over him and put her mouth close to his ear.

"Don't say stuff like that ever again. When I stand up, you apologize to me loudly and then I'll laugh, get it?" she whispered.

She stood up, and Thorax stood up afterwards. Every eye in the room was on him, and he bowed his head and apologized. Spiracle, on cue, laughed and slapped him on the back with her hoof, and boasted, "Nobody talks about my momma that way!"

All at once the room returned to its previous state, the ponies forgetting about the altercation in an instant. Thorax tried to get his head to stop spinning by taking another drink of water as Spiracle sat herself opposite him at the table.

"Sorry kid, but you gotta watch your volume."

After a moment, Thorax could piece together what had happened. Spiracle was clearly some kind of super-agent, she must have been what real Infiltrators were like. He had had an image in his mind of what they did, always lurking in the shadows and never being there when you looked, but that was just a fairy tale, rumors told by changelings in the hive who would never venture beyond its walls. Real Infiltrators were something else altogether, and no less the magnificent for it.

The waiter came back to their table, carrying a plate in his mouth with some greens on it, covered in a white fluid. He put in front of Thorax and murmured that he'd be back with Spiracle's cider as Thorax looked it over.

"Eat it, trust me," Spiracle said.

This wasn't hay, and the only solid food Thorax had ever eaten was hay. He knew from his biochemistry training that changelings only needed solid material in sparing amounts, most of what they needed was nectar. He had also learned that nearly all foods, including hay, tasted like ash. Any changeling could tell you that.

But this stuff? Glorious. As soon as he put it on his tongue his mouth exploded again, nearly as strong as nectar but a hundred times more concentrated. The green lettuce tasted just like hay, but the sauce was amazing.

"Like it? I've tried nearly everything, that's the only stuff that tastes good," Spiracle said with a smile.

The waiter came back and dropped off a glass filled with am amber fluid. Some small specks of a dark brown material drifted lazily in it. Thorax was too busy wolfing down the salad to hear Spiracle ask the waiter what time the westbound train was leaving.

"Westbound? Seven, I think. You need tickets?" the waiter asked.

"Two, please. To Ponyville," she replied.

Thorax had finished his salad by the time the waiter came back, depositing three pieces of paper. Two of them had pictures of a big black thing on them, the other had small writing all over it.

"What are those?" asked Thorax, eying the paper. Spiracle was looking most intently at the one with the writing.

"The bill, you have to pay for stuff out here," she said. Her eyes bulged suddenly.

"Crud! You didn't know that, did you!?" she blurted. She sighed with relief and relaxed herself. "Dodged a bullet there."

"You don't just fill out a form?" That was how he did it at the hive, if you needed something then a requisition officer would get it for you. Everyone just gave everything to you if you needed it.

"Crap, crap. I've got enough money to get you to Ponyville, but after that - crap!" Spiracle said, putting her hoof on her head.

"Listen, I don't know what we're gonna do. You'll have to survive on your own until I can get you a funding source, crap," Spiracle said, seeming to be talking more to herself than Thorax.

She pushed the paper with the black thing on it towards him, and explained that this was a train ticket, which would get him to Ponyville. She was going to ride the train with him, but her other assignments meant she couldn't stay. He was their only agent assigned to Ponyville, possibly for a long time due to its distance.

She showed him what 'bits' were, the form of currency in Equestria. Ponies would pay each other for services using bits, and he'd have to find a way to get them if he wanted to have a place to live. She tried to give him an explanation of as much as pony society as she could, as the sun came up and the ponies in the hotel got tired and made their way towards the back, out of his sight. As she was trying to explain markets and gardening, Thorax saw her notice the brightness coming from outside and she stopped mid-sentence.

"Time to go, kid. It's almost seven," she said.

Thorax turned to look, to see what clock she was looking at, but there weren't any in the hotel. Spiracle left some bits on the table, having told Thorax how to pay for things and leave 'tips', and started towards the doorway, which now had light streaming out from behind it.

As she opened it, bright light shone in and Thorax though someone must have turned on the lights outside, too. Only when he stepped outside was he awed by the enormous white orb in the sky. The sun. He had heard of it but never gone outside to see it. As he stared, Spiracle slapped him in the cheek.

"Don't stare at it or you'll go blind!" she said.

Chapter 4

Spiracle made sure to hold Thorax down as an enormous black beast rumbled through the center of the town, spewing water vapour and screaming in an unintelligible language at volumes which could deafen a lesser changeling. She called it a 'Train'. He called it an 'Abomination'.

He really shouldn't have been surprised, because he'd seen things somewhat like this on the rare occasions he had to get parts for the vats room from the steelworkers. Those metal creatures weren't as big, and they didn't scream, but they did move on their own without anyone to push them. The steelworkers just laughed at him when he asked how they did that. He hadn't thought it anything worth pursuing until this giant thing came out of nowhere and threatened to destroy the town and everyone in it.

And yet, Spiracle and many other ponies calmly walked along the side of it as it lay in wait - for what, he could only guess at. After he recovered, he hurried after Spiracle and saw something which explained everything without him having to ask - there were ponies inside it. This metal creature/machine hybrid had been tamed by the ponies and they used its insides for transport, sitting in long rows and looking out narrow portholes as it moved. A disinterested pony with a blue coat in gave him a condescending look as he approached.

"Ticket."

"What?"

Spiracle had already gone inside through one of the entrances, but stuck her head back out upon seeing his consternation.

"I've got it right here, look - " she held up the black paper from before. Since there were two of them, these must have been the tickets he needed. The coated pony gave him a nod before addressing some other pony who had come up alongside the beast.

"Ticket."

The pony held out the same black piece of paper.

Fascinating.

He wanted to observe this curious go-between some more but Spiracle had grabbed him and dragged him aboard the beast and/or train, plopping him down across from her on a set of nondescript wooden seats. The little room they were in was largely devoid of other ponies, though there were a few now also getting on the train.

"So what was that? Was that the tickets - "

"I am no longer worried for our own safety, I am now worried for the future of our people." Spiracle muttered.

"But why doesn't he just let you on? Why the tickets thing?"

"To keep ponies from riding without paying."

"But why pay?"

He was going to have a lot of trouble adjusting to currency, it seemed.

After a few minutes and a lot more screaming, the beast lurched forward and began to depart the town. The narrow windows allowed Thorax to take a look at the world as it passed, and he resisted the urge to ask Spiracle anything further. Despite all the appearances, he was content to learn what was really important: Infiltrators let nothing faze them. Whenever something insane happened, they didn't react, because ponies didn't react either. There was no other explanation for it, this was the big secret, and Thorax had figured it out in under a day.

"Now, you already know your target. Do you know what she looks like?" Spiracle asked, keeping her voice low so as to be only heard by Thorax. The din of the passing landscape made certain their conversation would be secret.

"No."

"Purple unicorn, medium build. Works in the library doing - well, I don't know what, but it can't be too complicated."

"Why don't you know?"

Spiracle gave him a look of confusion, though not the same as the other looks of confusion she had given him numerous times that night.

"Sparkle's top-top-top-top-secret. I've been given these details precisely to give them to you. I'm not even allowed to read your communications, and I gotta tell ya, I'm kinda glad it's you and not me on this job."

"How do you mean?"

This time it was the same confusion as all the other times earlier that day. Fatigue mixed itself in as well.

"Let me put it this way: If you botch a normal mission, they slap you around a bit and send you back out. If you blow an agent's cover, you get two months cleaning the septic hoses, and they send you back out. If you mess up this kinda job - exile."

"Exile?" Thorax audibly gulped.

"That's if you're lucky. In this case, you'd probably get a hit put out on you."

Thorax only let out a whimper.

"Relax. If that happens, I'll show you how to cover your tracks. I'm not going to let the Infiltrators bump you off to cover their own butts."

At last the gears clicked and turned in Thorax's head enough to ask something an Infiltrator would really ask. A question that cut right to the heart of the matter and turned all lies inside out, revealing their contents to the world.

"Do you pity me?"

"Hell yes."

As the train chugged its way across the landscape, Spiracle tried to give Thorax a crash-course on Pony etiquette. Smiling, nodding, talking, when to let others talk, when you're supposed to sleep, what the concept of "ownership" is. Thorax tried to take it all in but had forgotten most of it by the time the next lesson began. Spiracle just kept going on and on about a million little things that were different from how changelings worked - and then she finally told Thorax something he really needed to know.

"Oh yeah, and they don't even know what Nectar is. Don't tell them!"

"They don't?"

"Nope, they eat veggies and fruits and grains. We need Nectar, they don't. Speaking of - "

Spiracle's shape-shifted form carried nothing on it, yet she was larger as a pony than as a changeling. It seemed this was quite intentional, as she hid something clutched close to her flank. After a quick glance around the sparsely populated compartment, she reached beneath the illusion and pulled out a narrow phial filled with the precious lifeblood of every changeling.

"Your week's supply. Ration it carefully."

"This is all mine?" Thorax asked, his mouth salivating of its own accord. A single blob of drool escaped and made its way down his face.

Spiracle visibly shuddered.

"It has to last you a week. Don't waste it and certainly don't lose it."

The open plains had given way to more forested terrain, signalling an arrival at their destination sometime soon. Spiracle had done her best to give Thorax the general gist of the geography and culture, which was a wasted effort that both of them recognized the futility of, yet she did it regardless. If nothing else, Spiracle quietly hoped Thorax would at least wait until the train had departed to blow their cover, and she would be spirited safely away to the next stop - where she would be arrested and imprisoned.

The other ponies in the compartment started shuffling and putting their things back in the bags they had carried on with them. Thorax, having nothing, simply looked out the window as the scenery passed slower and slower. As he glanced, he saw a spiral-shaped ridge laying just at the horizon, and sighed. Spiracle heard him and looked out.

"Yes, that rock sure is depressing."

"Big day."

"It's just getting started kid."

"Excuse me," said somepony from behind them. The same as before, he wore a blue coat and glared at them.

Thorax decided to take the initiative this time.

"Yes?" he asked, facing him full on. He'd have to prove his competence to Spiracle.

"Your tickets. One was for Ponyville, which of you was staying on the train?"

"Oh, me. I'm staying." Spiracle answered before Thorax could. He cursed under his breath at her quick wit.

"What'd you call me?" she asked.

"Nothing."

The pony with the coat cleared his throat. "Very well. Might I see your ticket?"

Spiracle passed the ticket over and Thorax resumed looking out the window. A hoof touched his head daintily and forced it back to face the coated pony.

"Everything seems to be in order here. Welcome to Ponyville!" the coated pony said, and walked off to harass the next passenger.

"He says that to everypony. I've ridden these lines long enough to know he gets really sassy if you're not looking at him," Spiracle said, as though that were some sort of explanation.

The train slowed further and buildings appeared outside the portholes, then it screamed again and stopped.

"Where do I go now?" Thorax asked. He received a dour look and no words as an answer.

"Sorry."

The platform he exited on was larger than at Dusty Dries, though not by much. A few ponies were chatting as they walked,passing him to get on the train. Thorax took stock of the situation, then realized he had no idea what he was looking at. He could read the signs in the area at least, it seemed the writing was the same for ponies as for changelings. Instinctively, he trotted up to a poster and busied himself reading it.

"For a good time, call VS - 1-800-555-7455"

There was a lot about that he didn't understand, but a good agent tries to memorize little details. One never knows when a little number like that is going to come in handy. Thorax tried to come up with a song to help him remember, which is what he did to pass his chemical handling accreditation tests. In fact, songs were a big part of his life, he liked to come up with them whenever he had been spending time staring at the monitor in the vats station.

Of course. Queen Chrysalis must have chosen him because of his songwriting skills. He could memorize any detail if he could write a song about it, he had already come up with a clever rhyme to help him remember the number of this "VS" pony, whoever that was. A melody found its way out of his mouth and he hummed to himself as he departed the station. No need to be nervous, no need to be scared. It had taken a few tries, but now he had figured it out.

Ponyville was a surprisingly spacious and open place. Compared to the hive, anyway, everything was so spread out. At home, he was sleeping within two meters of a dozen other changelings, but here there seemed to be no barracks and no mess hall. The town just seemed to extend randomly in every direction. Buildings lay at odd angles to one another, roads would travel and turn and split. There was a statue placed with no regard to anything at all, spitting water into a shallow pond, just inches from where ponies stood idly chatting.

Why weren't they working? Ponies weren't rushing here and there, no materials were being hauled, save for one mare a long distance away pulling a cart behind her. The town itself was quiet despite being the middle of the day. No buzzing machines heard as their sounds rumbled through the walls, no clanging and cracking of stone. Quiet, empty, desolate.

He had to focus, and remember what his job was. The sudden longing for his old home, his old bed, had to be put aside for now. This mission was vital to the hive's safety, for reasons likewise so vital he couldn't even know them. If he had to suffer, so be it. Courageous Queen Chrysalis was counting on him.

"So, then he says, 'Yeah, I scribbled your number on the wall at the train station. Hope you like getting calls from every dingbat who passes through.'"

"And what did you say?"

"I kicked him in the mouth."

Vinyl leaned back and let out a sharp laugh, her glasses threatening to fall off her head at the staccato outburst. She righted herself quickly and grinned.

"Did you break up with him, or was that just a typical night out?" her roommate asked. Octavia had only been half paying attention, as conversations with Vinyl rarely were about anything cultured. Interesting, no doubt. Cultured? Less-so. As was the custom, the rapid pace of Vinyl's speech left her scarcely any time to drink her tea, and it was getting cold.

"Well I broke up his teeth, ha!" Another laugh, another glasses emergency. She never took them off, it seemed.

"So that's a yes."

"Yes it's a yes, lighten up."

Vinyl decided to punctuate this particular jab with a literal jab, striking Octavia's shoulder. Quick reactions saved the tea from spilling. Octavia put the cup down anyway, it had cooled to room temperature now.

"Single again. So it lasted a week? Two?"

"Two months."

"I had no idea."

'Tavi looked around, hoping to flag down the waiter. He wasn't anywhere to be found, though, and she resigned herself to staring at the cup before her.

"What's that supposed to mean?"

If Vinyl didn't wear those glasses all the time, her piercing looks would have had a lot more impact. When Octavia met her gaze, she saw only the thick magenta covering, and scarcely any emotion leaked through.

"It means you can't hold down a colt. Are you going to be a teenager your whole life?"

"Fine, you tell me a funny story about a colt."

Octavia bit her lip.

She paused.

"Oh that's right, I forgot. Miss Prissy Pants couldn't get a stallion to save her life."

"No! It's just - " 'Tavi broke off in mid-sentence. The sneer on Vinyl's face told her far more than words could.

"Just what?"

"You don't know anything."

Vinyl leaned back on her seating cushion, and had she not been wearing this glasses, her eyes would have communicated a look of triumph. As it stood, she just looked like she was relaxing. 'Tavi, however, could only hide her eyes in her cooling teacup.

Scratch was right, she hadn't been with a colt in a long time. She had kept telling herself it was just rough patches. She had had to leave Canterlot after the housing market collapsed and her landlord tripled the rent. Suddenly, her quartet was having serious trouble finding work, as nopony wanted to celebrate anymore, at least not enough to hire them. She had tried out for the Canterlot Symphony Orchestra only to be told they 'had filled the position' some weeks later, unceremoniously. Where had her life gone wrong? She should have been first chair cellist!

Despite her demeanor, there was no greater friend than Vinyl. Down on her luck and unable to even find a place to stay, Vinyl offered to take her in - the catch being she lived in Ponyville, and took the train to her gigs. They had known each other since they met at high school, and while Scratch certainly was a fan of - alternative music - there was no questioning her talent. Real shame she never took up the classics, she'd have made a great woodwind. Possibly the clarinet?

"You could have anypony 'Tavi. Anypony you wanted."

"Shut up."

"Hey, I'm serious. You're a great catch, you just don't put yourself out there to be caught."

"What am I, a fish now?"

Vinyl smiled.

"Does an octopus count?"

Vinyl had probably been waiting to make that joke for months. Months.

"I like a hint of sophistication in my colts." She countered simply. The waiter had finally taken notice, and she nodded towards her cooled tea. He picked up the cup and trotted off with it.

"You saying Ponyville has no sophisticated colts?"

"Actually, that is exactly what I am saying. Good catch, Scratch."

Vinyl frowned, but certainly wasn't disagreeing.

"I just don't think you have it in you. You're scared."

"Eat a carrot, Scratch." Octavia said. That was about as close to a swear as she was going to get.

"What? Never mind - I bet you - "

"No. Oh no you didn't."

A line had been crossed.

"I am betting you you can't bed anypony by the end of this week."

A challenge had been proposed. It could not be let stand.

"What are the stakes?"

"A month's rent."

Octavia sucked in her breath. That was a big bet, considering her financial position. Did she have it in her? If she turned it down, Vinyl was going to act all smug for weeks. If she accepted, and failed - would Vinyl really kick her out if she didn't pay?

And this would be a big problem for other reasons. Word gets around fast in a town like Ponyville, everypony would know. They'd talk about it. It'd be a big deal. Small towns were like that, kind of like high school all over again, except nopony really graduates. They just stay in the same place and witter away about gossip all day. Once a pony got old enough to retire, they'd sit on porches in rocking chairs - gossiping.

She'd need a very special victim. One who wouldn't talk, one who didn't know anypony. A traveler, or visitor.

Time Turner was a candidate, he would vanish frequently for weeks at a time, but he always came back. A complication, that.

Big Macintosh was right out. Octavia had heard that he already had a sweetheart anyway.

Lucky could do. He kept to himself mostly, and Octavia had thought he was single. Pretty cute to boot.

Blues was a nice guy, but he wasn't quite her type. He was a country singer, which was, as Vinyl had once put it, "The rough equivalent of shoving a screwdriver up your nose to make it stop bleeding." That presumably had made sense in whatever context she had put it in, but the imagery sure helped 'Tavi whenever the alternative was imagining country music singers performing.

Other than that, she didn't know any of the colts in town, or they were all married. The dating pool was admittedly pretty shallow in Ponyville. She'd need something better.

"I, uh - " she said.

"Come on, spit it out!"

Just then, a colt came trotting around the corner of the restaurant into full view. Brown with a blonde mane, and some sort of chemistry set on his flank, he hummed a terrible tune wildly out of key. She had no idea who he was, and she had never seen him in town before.

"You're on."

Chapter 5

Octavia narrowed her eyes, analyzing her prey. A little shorter than most ponies, certainly no musical talent, and definitely not from Ponyville. Kind of cute, though.

Thorax opened his eyes, finding himself oddly self-aware for no reason. He had been wandering aimlessly since the train station when a suppressed thought managed to thrash its way to the forefront of his mind: find Twilight Sparkle!

Spiracle had said she lived in the library here, which told him nothing. Spiracle had further tried to explain that a library was basically the same as Information Requisition Services back home, which further told him nothing, as he had never visited there before. Spiracle had then desperately tried to explain what a book was, and Thorax had rebuffed her. He had no need of such knowledge, he had said, as he already knew what a book was. At that point Spiracle had grimaced and said, "Deep breaths." A strange compliment, but there it was.

He would simply locate the town directory and locate the library through that. Of course, he would have to phrase it such that he already knew the entirety of the town: Back at the hive, every changeling had memorized the directory. If he came right out and asked about it, the ponies would doubtless be suspicious.

"Hello there," a grey pony said from over a fence. He ignored her.

Octavia's spirits fell. The pony seemed to have a hearing problem, as he gave no notice to her whatsoever as she tried to greet him. Musicians hate two things: hearing impairments, and composers who use fractions in their time signatures. Lost in her own thoughts, Octavia had failed to notice the pony had started to wander off. She trotted to catch up to him.

"Erm, I said, hello there!" she said, this time a little louder.

"Oh, uh. Hi? You are a pony?"

Thorax wanted to slap himself.

"Yeah, sure am. What are you?"

"A pony!," Thorax said, perhaps a bit too loudly. Several of the other cafe patrons turned to look at the display, but returned to their drinks a moment later with mutters of 'out-of-towner' passing between them.

"My name is Octavia. Octavia Melody, actually. How do you do?"

"I do just fine."

Though she could not see it to confirm, Octavia now believed her facial muscles were twitching.

A bet is a bet.

"Well, you seem to be - new - in town. Is that correct?"

"I'm not new! Wait, yes I am! I'm new!" Thorax said coolly. It was a good thing these ponies were so dumb, or they'd have figured him out in an instant.

"Oh how wonderful! Ponyville is a splendid town to make new friends in, if I say so myself. I'm a recent addition too, you know, and I can assure you I felt just the same on my first day as you do now," Octavia said, lying.

"That's great. Do you know where the library is?"

"The library? Well yes, but what do you want there?"

"I need to find Twilight Sparkle."

"Oh yes, the girl who does all that magic stuff. I believe she does live there," Octavia said between clenched teeth. Unforeseen complications were appearing all over, including romantic competitors. She had to make Sparkle seem less attractive than herself, even if it meant excessive lying, because losing this rare catch to a bookworm would be worse than a thousand of Vinyl's taunts. "What do you need with her?"

"I need to spy on her."

That comment sent Octavia's head into a tumble.

"Wait! I mean, uh, I need to - uh, try! Try on her..."

"Try on her - ?"

"Clothes!"

A cross-dressing maniac foreigner with a hearing impairment who could barely speak properly. When she had been challenged by Vinyl, this was certainly not what she had been expecting.

"Well, let me give you a brief tour of our lovely town. I'll show you the library on the way, hmm? It's not too far from my own house," Octavia offered, passing a glance back at Vinyl. Vinyl waved and made a motion with her hooves, which, in Vinyl Language, meant "you're not skipping out on the bill!". Fortunately, Octavia did not speak that particular language, and interpreted it as "good luck". She trotted off towards the town hall, turned around, and returned. Now, she trotted off towards town hall, dragging her prey behind her. If this was what it took, so be it.

"This is the town hall, the center of Ponyville and the place where any good tour ought to begin!" Octavia was probably the last pony who ought to be giving a tour of the town, as she was both fairly new herself and absolutely not a good presenter. She preferred to let her music speak for her, but that wasn't going to work on this one.

Thorax, however, was fascinated by the tour. The town hall was magnificent, with a spire and flags that went up as high as he could see. The ponies had constructed it out of flimsy wood, meaning their engineering knowledge must have been a match for any changeling designer. He followed the mare to the next stop.

"This is the flower shop. I don't care much for gardening myself, but if you've got a green hoof, you're in great company. You know, Ponyville was founded by farmers and gardeners, just under a century ago. Great soil, I've heard."

Thorax had lost interest. Several ponies were wandering around the area, poking at plants with various tools. Some of them were chatting with one another, sneaking glances at him. One, with a red and white mane, had a panicked expression and kept pointing in his direction. Surely nothing to be worried about.

"The market, starts each day at nine a.m. and closes each day at five p.m. You need anything, you can get it here." Octavia was doing her best but it wasn't enough. Ponyville was a pretty boring town, after all. She'd need to up the ante.

"Oh, I believe that's the end of the tour. We're not a big community, you see, and unless you'd like to see Sweet Apple Acres, there isn't much here besides the market and the town hall. Of course, there's a lot going on when there's a festival on, but there's nothing like that right now."

Octavia forced a smile. The brown pony was hardly paying attention.

"So now that I've told you about us, perhaps you should tell me a little about yourself?"

The pony offered nothing. Octavia shuffled in place. Vinyl's comment of "you don't have it in you" was becoming more true by the minute.

"Perhaps your name?"

That seemed to snap something in him.

"Amine! I am Hist Amine. It is good to meet you." The pony grabbed her forehoof and began to swing it up and down wildly.

"Great to meet you too, Hist! Please let go of my hoof, please?"

Hist let go and threw himself into a bow before her. A few of the passing ponies noted the odd tableau before them, but were otherwise unfazed.

"Please forgive me," Hist wheezed.

"Just where are you from?"

Thorax felt sweat drip down his face. He couldn't tell her the truth, but he also couldn't tell a bad lie. He needed something she couldn't verify, and he needed it fast. He cursed himself for not coming up with a better cover story in advance, but Spiracle had not told him he'd need one - he was sure of it.

His eyes darted around.

"I am from..."

He saw a pony tying a bag around another one, pulling it a bit too tight. He came up with a plan.

"I will tell you where I am from when you tell me where you are from," he said.

"Canterlot."

"Oh, that is where I am from as well!" Nailed it.

"What a coincidence! Did you attend Glimmering Gardens High? I thought I may have recognized you!" Octavia was now smiling broadly, which may have not been such a good sign.

"Ah, no."

"Oh. Which school did you go to? Are you perhaps from uptown?"

The sweat came back.

"No I am from... midtown?"

Octavia's eyes narrowed at him. The sweat intensified, he wilted at her gaze. This was it - this was the end, he -

"I knew it! Your accent is totally midtown Canterlot. Aha, I do love meeting a fellow Canterlot resident. Go Trebants!" Octavia shouted, referring to the Canterlot hoofball team. Thorax played along.

"Yeah, go Trabants! Tray-bots. Go!"

Octavia laughed and relaxed her posture. Thorax took this opportunity to stop sweating.

Octavia decided to lead her new friend along a more circuitous route back to her accommodations. The Ponyville Library was literally within line of sight of her house, and once Mr. Hist saw it, he was likely to want to go in. She needed more time to win him over.

Ponyville's attractions were rather limited though, and soon she found herself unable to keep the path from straying to the library. She had a plan, of course.

"So, this is my home sweet home. The Library is that enormous tree just down the way, see it?" she said, motioning with her hoof.

Thorax's ears perked up. "Twilight Sparkle is in there?"

"Indeed. If I may ask, have you elected to stay at the hotel while you're here, or were you staying with a friend?"

Thorax paused to think, but only for a moment.

"Excuse me - " Octavia started to say, but stopped herself. This pony had a hearing problem, so it'd be unfair to get upset with him for ignoring her question like that. He seemed to be focusing on the clouds above.

"I don't know."

That was the best answer Thorax could come up with, and it was in every way correct. Espionage wasn't as hard as he had thought.

"Well, erm, if it's a problem, you could always stay with us. That is, Vinyl and myself, I doubt she'd have a problem allowing you use of the sofa until you find a place."

"We'll see." Thorax said, narrowing his eyes. Octavia was giving him the same dumbfounded look Spiracle had earlier.

Finally free of the grey mare, Thorax made his way towards the enormous tree which doubled as a Library. It wasn't really labelled all that well, save for the sign with a book on it outside and the clearly written words "Ponyville Book Depository: No Soliciting, No Clowns". Thorax knocked on the door, and a - thing - answered.

"Hey there!" it said to him.

Thorax did not react. He played it cool.

"I'm looking for Twilight Sparkle. Where is she?"

"Not here," the purple and green thing said.

"What are you, then?" Thorax asked, leaning down in a sudden burst of intent to intimidate the creature.

"Name's Spike, I'm her assistant. Want to come in?"

Thorax assented. He'd need to case the place first, as he fully intended to visit the building at night to try to find more details about his target. More importantly, he needed to find out what his target looked like, and when she slept. If she slept during the day then breaking in at night would be a fool's errand, and Thorax was no fool.

The purple thing was talking again. "So, you must be new in town, huh? What can I do for you?"

"I'm looking for Twilight Sparkle."

"Yeah, I know, and she's not here. She's out of town for two days, but anything you need can be run through me and my associate, Owlowiscious."

At that moment, a brown owl took the initiative and let out a hoot, causing both Thorax and Spike to take notice of it, sitting on a perch in a corner of the otherwise circular room. That was going to present a serious complication, Thorax would need to disable the owl sentry before he could accomplish his mission.

"How do I disable an owl?" he asked.

"If I knew, I'd have done it already," Spike said, scowling.

"Who?" the owl asked.

"Just kidding. If you want a book on owls, I can get you that."

Thorax took a good look at the owl, then back at Spike. "Certainly. What about you?"

"What about me?"

"How do I disable you?"

This question elicited a look similar to the one Spiracle and Octavia had given him. Perhaps it was an expression of endearment?

"Well, you could give me so many gems that I eat until I pass out."

"Thank you." Now he'd need to acquire a source of gems.

"Anything else I can do for you?" Spike asked.

"No, that will be all. When is Sparkle returning?"

"Tomorrow evening. I'll let her know you came by if you'd like."

"No, that won't be necessary. In fact, it'd be best if you forgot you ever saw me," Thorax said, and made for the door. It was closed by the time Spike had finished processing what had happened.

"What was up with that pony?" he asked idly.

"Who?"

"The one who - oh don't tell me you've already forgotten!"

With his preliminary scouting complete, Thorax needed to bide his time. He'd need a supply of gems, he'd need to stealthily acquire the book about owls, and he'd need a base to store his Nectar supply while he was out. Fortunately, he had already come up with a plan, and returned to the abode of the gray mare from earlier. He knocked, and waited.

"Oh hello again, that was quick," Octavia said as she opened the door. The smile on her face was indicative of something, but what? Thorax would need to find out - without letting her know, of course.

"Does the offer to sleep with you still stand?"

Somepony had lit a fire beneath Octavia's cheekbones.

Chapter 6

The lights dimmed, Queen Chrysalis sat in her bedchambers, waiting. She took note of each tick of the clock only a leg's length to her side, quietly counting off the seconds that Tarsus had taken from her precious sleep time. Eighty-two, eighty-three...

A clanging coming from down the normal access-way announced his presence in advance. The hurried clopping of his hooves suggested he would be rather apologetic for his tardiness.

"My queen!" Tarsus belted out as he entered.

"You're late. I take it there is a good reason for this?"

"Yes, my queen."

Tarsus revealed a small parchment tucked beneath his wings. Chrysalis sat up and took notice, her curiosity piqued at this most unusual display. Tarsus was rarely late, and even more rarely carried written documents - he preferred to keep knowledge in his head, where no cipher was necessary to guarantee secrecy.

"This is the field report from the scout we sent to request a document-sharing agreement from the hive near Marmalade Falls."

"A summary, then?"

"Abandoned."

A cold wind blew through the room, setting Chrysalis' coat on end. Abandoned. Again. Just like all the others.

"We're sure the scout did not neglect his duty?"

Tarsus shook his head. "Certainly not, I'd trust his eyes more than my own. If he says its abandoned, it most certainly is."

Sleep was a luxury, and luxuries are the first thing cast aside in emergencies. Chrysalis stood up and paced, the brisk movement jogging her mind back to action.

"When was the last communique from the Marmalade Falls hive? Five months?"

"Six."

"The ponies? Could it be?"

"No ma'am. Our Infiltrators are confident that the ponies don't even know the hive exists. Or existed."

This pattern had Chrysalis on edge. One by one, the changeling hives scattered throughout the world were going dark, and she had no idea what was causing it. Diseases left bodies, wars left witnesses. Utter abandonment was something different and altogether more terrifying. Worst of all, whatever had caused it had no direction to go but towards her own hive: hers was the only one left.

"Tarsus, this conversation does not leave this room, is that clear? Not even the other intelligence officers need to know."

"Yes, my queen," Tarsus answered, giving a bow.

Chrysalis sighed. "Let's make the best of it, then. I want three recovery teams of six haulers each. I leave the individual choices to you, I trust your discretion. I would also like to send a security detail - "

"Ma'am?"

"Just in case."

Tarsus nodded. He had been around long enough to know what could happen.

"Better make it two, lots of ground to cover. In addition, please send a team to create temporary camps. Have the haulers move only at night, between the camps. Best if we make sure the ponies don't catch wind of our operation."

"Right away, my queen. Any other instructions?"

"Yes. I will be sending along a forensics expert."

Tarsus looked about to question the decision, but thought better of it.

"I would like you to oversee this mission personally, as well. Give the forensics expert whatever she needs, she's not an intelligence operative but she's the best I have."

"Yes my queen."

This was most curious.

"Tarsus, what is bothering you? All you have done in this chamber is agree with me. It does not suit you."

"Nothing is bothering me, ma'am. We will carry out your instructions immediately."

"Excellent. Dismissed."

Tarsus bowed again and curtly trotted off through the door, closing it softly behind him.

The weight of the world bore heavily on Chrysalis' mind now. To know there had been at least one other hive had made her believe she could put off that sense of dread just a little longer. She had been hoping for a breakthrough of some sort, some crucial piece of evidence that all the others missed. It was not to be. Now, she and her hive were the last of the changelings, all that stood between them and total extinction. Surrounded by enemies who hunted them every day, relying only on cleverness to stay abreast of death, the life of a changeling was never easy, yet they had persevered for thousands of years. Within the span of her lifetime, all that was winding down.

It would not have been so painful if only she knew why.

It took fifty minutes exactly for Tarsus to round up the appropriate number of operatives for the job at hoof. He had already sent the ground-breaking team ahead, and the security detail was merely plucked from the active roster. The haulers had to be dismissed and covered for by overtime shifts amongst the other changelings, but since most of the espionage division had been recalled after the Canterlot debacle, it would likely not be a difficult task.

Tarsus took the liberty of making sure several of the haulers had previous experience haggling with ponies. Though Chrysalis had not explicitly ordered it, it was likely they would not be able to make use of all the equipment, and would have to sell it. Getting a few thousand extra bits would neatly undo a lot of the damage the failed Canterlot raid had done to his finances.

With all his troops lined up at the loading dock, Tarsus took the opportunity to do a quick headcount. All but one were present: the Queen's forensics expert.

"Attention: We will be moving out in three minutes. As you know, discussion of the mission until debriefing with anyone of lower classified clearance is strictly prohibited. Are there any questions before we move out?"

Tarsus waited a moment. There was a murmur amongst the assembled troops, but no questions were forthcoming. As he was preparing to conclude the briefing, he saw a changeling slinking in the back from the long hallway leading to the loading dock.

"Would you happen to be Tegula?"

"Tegs to my friends."

The Queen had not mentioned that her forensics expert was rather comely. Tarsus decided to dismiss the lateness as a result of the Queen's need to inform Tegula, and of her general lack of preparedness for field work. Unlike the other personnel, Tegula carried nothing that would suit her in case of emergency. She was only carrying a single saddlebag, presumably with her work equipment.

"Everyone, this is our forensics expert. She is here at the behest of the Queen herself, and you will show her whatever deference you would show to Great Queen Chrysalis."

"Hail, Chrysalis!" all the assembled changelings shouted in unison. Tarsus noted the bewildered look on the rookie's face.

"Move out. Alpha formation, combat units in rear and lead. Step to!"

The night was a cacophony outside the hive, as mating season for the many creatures of the forest was in full swing. The endless chorus of grasshoppers and nocturnal birds dampened the creaking of the hatch as it swung and opened. A column of changelings exited, traveling two at a time. By the time they had passed the first copse of trees, the column had been replaced with that of a variety of ponies. Some of the pegasi of this new consortium took to the air, maintaining a perimeter around their earthbound compatriots. The night was young yet, and the changelings had much to do.

Looking out at the darkened landscape, Tegula felt nervous. She had actually been in the field multiple times before, it was what she might find when they reached Marmalade Falls that disturbed her. Worst of all, she knew she could not speak to anyone about it, lest she alarm them. The future of her species was counting on her, and now, surrounded by her kin, she felt most alone.

At the same moon that shone over the changelings so many miles from her, Princess Cadence sat wistfully gazing. Her mind was not one preoccupied with anything but banalities, at the moment.

"I need a vacation."

Shining Armor was in one of his reproachful moods this evening.

"And just what do you need a vacation from?"

"This. This crap. I don't know how you spend all day in meetings discussing bridges and education budgets. It's melting my mind."

She had taken to sitting on the throne of the Crystal Empire perhaps more reluctantly than most ponies would, in her position. Shining Armor, however, had been roped into it for daring to love without regard to the consequences.

"Technically, you don't have to be here. You can be on vacation," Cadence said. This elicited a hurt look, instead of the expected angry one.

"Go on vacation without you? My dearest love Cadence, wherever I would go, my heart would remain here with you, and leave my soul empty and aching."

Cadence gave her husband a condescending look.

"Are you waxing eloquent in the hopes of getting lucky tonight?"

A pause.

"Yes."

The two laughed, as Cadence placed her head gently along Shining Armor's mane. Another late night, this time the two were waiting for the new councilors that the crystal ponies had elected to finish deliberating on a funding bill. They were... inexperienced, at best.

At last, a crystal pony in a brown robe entered the long door opposite the throne and approached. Cadence stifled her yawn, and sat up at attention.

"Councilor, uh. Councilor Travis. We've finalized the bill."

"Excellent! I'll just stamp it and we'll - "

"Aren't you going to read it?"

Cadence signed audibly, making it extra loud in the hopes that the councilor would hear. If he did, he made no indication of it.

"Yes, if I must."

"Of course you must!"

"Were you not able to come to an agreement to which you were all pleased with? If not, then why bring this bill to me?"

"We were happy with it..." the councilor said, trailing off. It was akin to talking to a school filly facing discipline.

"Then I shall sign it post-haste. You don't need my approval for every little thing."

A suited guardspony took the rolled up parchment to the sitting Princess, who quickly stamped it with her seal while making a show of not reading it.

The councilor took the bill back from the guardspony and left. The throne room around them lay silent as the door closed after him.

"Gee, what was that all about?" Shining Armor inquired.

"Imagine living your entire life surrounded by ponies who will beat you if you step out of line. Then imagine, two weeks later, that you're suddenly in charge of your own affairs. How would you act?"

Shining Armor grunted his assent.

"This job sucks, but we have to do it a little longer," Cadence said with a sigh, "I'm sure they'll be able to handle themselves within..."

Shining Armor cocked his head at her.

"Maybe a few years..." Cadence grumbled, in a half-apology.

"A few years?"

"Well, it's not like I can just get us out of it, by wishing upon a star. If that worked we'd be off adventuring across the lands."

A faraway look came over her husband's face. A distant memory? A far-flung fantasy?

"Actually I really wanted to visit Hoofington."

"Hoofington?"

"Excellent cotton candy. To die for."

To be the kind of pony who marries a nigh-immortal demigoddess but still has fantasies about cotton candy, Cadence could only guess at. To be the kind of pony who marries that kind of pony, she was depressingly familiar with.

"Whatever. I'm tired, let's go to bed," Cadence said, taking off her crown and simultaneously kicking her golden shoes off. The guardsponies followed them with their eyes as they bounced down the steps before the throne and rolled towards the door.

"Bit too much oomph, huh?" Shining Armor offered.

Cadence flashed an embarrassed smile and darted down the steps after them. She picked up three, and angled towards the fourth one when the door opened, colliding with it and sending it skittering across the floor. She grumbled and made her way after it.

"Special delivery for Princess Cadence!" the pony who had barged in announced. Cadence stopped herself and turned around.

"Special? What's so special about it?"

The mailpony was a gray mare with a blonde mane, wearing an Equestrian Mail Services blue coat. Something seemed unusual about her eyes, but certainly nothing worth commenting on. Shining Armor quietly made his way over to the fourth horse-shoe as Cadence addressed the mailmare.

"That doesn't look so special," Cadence said, commenting on the package's wrapping.

"Yeah, but it's what's inside that's special."

Cadence shot a look at the mailmare.

"Did you open my mail? I think that's treason."

"No, but I know it's a special package!"

The guardsponies were now making no secret of their interest in the exchange. Cadence dismissed them with a wave of her hoof. "Go to bed. I can handle this."

Shining Armor had recovered the errant shoe just in time to see his wife open up the package, and to see the exasperated look on her face as she discovered there was another package within it. This package, however, really was special. It was marked with Celestia's royal seal.

"Now this is interesting..." she murmured, opening the package - again.

The second package contained a letter, which at this point, Cadence expected to contain, somehow, yet another package. It didn't, though.

Dear Princess Cadence

Hope things are going well with you. Everything here is fine. So fine, in fact, that I think you need to pay a visit to Twilight Sparkle. You'll find out why when you get to Ponyville.

Do not send communications to me in any fashion except through the courier who brought you this message. I fear that our other means are being intercepted. This needs to be done quickly and discreetly. I'm counting on you.

-Princess Celestia

Cadence's teeth were grinding by the time she read the letter in full. In it, Celestia had neatly forgotten to tell her anything she actually needed to know, and only what she had to do, and how to do it. In so doing, she actually had not told her what she had to do, or how to actually do it. Truly a master politician, she could speak for hours and say nothing at all!

The mailmare's expression had not changed from the earnestness she showed upon arrival. She was probably expecting Cadence to give her something to take back, though.

"Stay right here, I'll write a response in a minute."

"You could just tell me what to say. I'm on special assignment!"

Cadence thought for a moment.

"Tell her that I'm on the way, and that, if this is some elaborate prank, I'm declaring war on her. I mean it, Crystal Empire vs. Equestria. Make sure she knows I'm not kidding."

The mailmare nodded and smiled, spinning in place and darting off without questioning what she had been told to say.

"So we're going to Ponyville eh?" Shining Armor asked, slipping the forgotten shoe in with the other three Cadence had left on the floor.

"Yeah, it seems that way. You read it over my shoulder?"

"Of course I did."

"I think that's treason, Captain Sparkle."

He pursed his lips and let out a 'pffft' sound. Cadence raised an eyebrow but let it slide.

"We can make the arrangements in the morning. Can we just go to sleep now?" Cadence whined.

"Oh but I do so love you when you're tired and cranky."

"Very funny. Instead of giving me lip, why don't you try serenading me, or something to that effect?"

"And miss all those lines on your face bunching up when you get angry?"

"My face is going to be perfect forever, I have a special cream for it. Your face is going to wrinkle at ten times the normal rate, I've heard that's what dried pasta sauce does to it."

The two bickered and laughed all the way back to their bedchambers. A grey pegasus flew across the sky towards Canterlot. A column of ponies trudged westwards towards their destiny, and Thorax, back in Ponyville, took his first rest since he left his home behind him.

"It's something really impressive, isn't it?" Vinyl asked Octavia, as the two spied on their guest sleeping in the living room.

"Not one thing about that is right. Every leg is at a different angle, the face is warped and ghastly, and he's drooling. It's like a cubist's representation of a skydiving accident."

Chapter 7

That morning, the sun rose at exactly the appointed time for Celestia's daily calculations of orbital velocities - plus two minutes to account for, "Crap crap crap I slept in!". Hopefully, nopony had noticed.

Cadence sat up in bed, Shining Armor still snoozing softly to her side. Now that the sun had woken her, there was no way she'd get back to sleep. It was also four hours until the train would be leaving that morning.

She got up and dragged herself over to the wardrobe. The pair had packed the bare necessities but left the rest of it to be done this morning. Out of one bloodshot eye, Cadence examined her wardrobe and selected the only thing she was going to really need: her trusty sword in its scabbard, tucked at the back behind her formal attire.

The sound of her fiddling woke Shining Armor, who threw the covers back over his head and grumbled. Cadence trudged over towards the bed, both of her eyes closed, and grumbled something unintelligible at him. He grumbled something else, and sat up, with the covers still on his head.

"Mfgrrggh."

"Frggmgmmg."

"Frrrrm. Frm."

A crystal guardspony entered the room as quietly as possible and snuck up behind the three-quarters asleep duo, as a rhino gently tramples up behind an unaware rock.

Delicately, the guardspony hoisted a bucket full of water and ice cubes. Cadence stood stock still for a moment, then her head relaxed and she resumed her sleep while standing up. The guardspony, his face flat and stony, then poured the ice-water on her back and stepped away as she wildly flailed at him. After a few moments, her anger cleared and she shook her head, her eyes wide open and alert.

"Ah, thank you so much Horace."

"It was my pleasure, Princess. Shall I take care of the Prince?"

"No, that will be my pleasure."

Princess Cadence took the remaining ice-water and held it menacingly above her sleeping husband, who was obscured by the bedsheets but very clearly asleep. After a moment, her expression softened, and she relaxed.

"This is wrong. So wrong," she said.

She put down the ice-water delicately and looked wistfully at her husband's figure behind the covers.

"Push him out of bed or we'll get the mattress wet."

Horace and Cadence shoved the Prince out of the bed, dragging the sheets off, wrapped around him. They then mercilessly pelted him with the water. For good measure, Cadence kicked a few errant ice cubes at his head until he managed to get the covers off.

"Ah, thanks Horace. See you in a week," Shining Armor said. He blew some of his soaked mane to the side with a puff of breath. The Crystal Empire's technology was in desperate need of mechanization, this alarm clock system was ridiculously elaborate.

Horace bowed and stepped out after retrieving his trusty bucket, heading down the hallway to refill it and then slosh the councilors' heads, if they weren't up and about yet. He did this every day but never requested any compensation for it, not even accepting tips from his customers. He was the best at what he did, and he did it for free. Nopony was really sure why.

"Just how long are we going for?" Shining Armor asked, shaking off the water and heading over to his own dresser.

"Don't know. I'm not wearing anything special," Cadence replied.

"Oh, you know what'd be romantic?"

"Shiney, if this is going to be - "

"What if we carried one another's bags?"

"Oh yes, that sounds really romantic," Cadence responded, with every ounce of sarcasm her mouth could generate.

"Some couples drink out of each others glasses, you know. I think it'd be sweet."

"I agree."

Shining Armor saw the playful smile on his wife's face.

"Well, I suppose I ought to carry my royal armor suit. You never know when somepony will throw a formal ball."

Cadence narrowed her eyes.

"I've been meaning to take up a new sport. Ponyville does have a bowling alley, doesn't it? I can probably get three or four balls in one bag..."

Shining Armor cocked his head to one side.

"Why stop there? We can take my full set of scuba gear, and explore the bottom of Ponyville's lakes."

Cadence grimaced.

"Do you remember how Twilight loved it when I tried to teach her piano? Maybe we can take along one of those!"

The two had crossed the room and locked their heads together, their voices just below shouting.

"I've got a six-hundred pound rock that I never managed to identify sitting in the basement, maybe we could get my sister to take a look at it!" Shining Armor shouted.

"Just one!? I've got three tons of Crystal Empire artifacts I'd love to get appraised!"

"I'll take my entire model train set, with the table too."

"Why stop there? I'll take the entire real train station, with the train itself thrown in!"

"The palace!"

"The moon!"

"The sun!"

"A black hole!"

"MY LOVE FOR YOU!" Shining Armor shouted triumphantly. A proud grin on his face, he puffed out his chest and surveyed his vanquished foe. Cadence curtsied her foreleg and bowed her head.

"I accept defeat. Nothing is greater than your love for me - cheater."

"So we're carrying each other's stuff?"

"Goodness no, weren't you paying attention?"

The train rolled in to Crystal Empire station at 9:30 a.m. Ponies departed but none came on immediately, as the layover at this station was much longer than the other ones. Spiracle hopped off the train and nodded at the conductor, who was the taking the interlude as a chance to stretch his legs. She did the same, letting out a series of cracks as each of her joints protested in sequence.

Her contact usually didn't meet her at the station anyway, the longer layover meant she could wander into town and socialize a bit. Having regular acquaintances made her all the more inconspicuous in the unlikely event she were tailed.

Moseying down the road that led into the empire proper, Spiracle enjoyed the early morning sun and forgot, just for a moment, that she was an endangered species being hunted by literally everypony she saw. She smiled at the mailpony, waved at the filly running the crystal-corn-cob stand, and nodded humbly at the very old librarian lady who was always on the steps whenever she passed. Her contact was waiting near the fountain which never actually poured any water, and the two exchanged a glance as Spiracle trotted up.

"Sasha Gio's Express! Package for you today. Anything to send?"

"Just a letter. Cash on delivery, as usual."

Spiracle gave her contact the package containing his Nectar supply and weekly instructions, and her contact passed her a letter containing his report - right in the open, without anypony suspecting anything. Spiracle's idea of operating a bonded courier business both made her real job very easy, and brought in plenty of extra funds for their other operatives. Commander Tarsus hadn't liked the idea at first, but eased up after he got the first cash infusion. If he had ever had a soft spot, it was for money.

She trotted now towards the post office, in case any deliveries were going her way. This was her nest egg, so to speak. If anything happened to the hive, Spiracle could just melt away into the background, continuing her courier job and leaving everyone else behind. She preferred the outside to the inside, the freedom of making her own choices beat the crushing hierarchy of the intelligence services any day. Not a lot of changelings would have agreed with her, so she kept that little tidbit to herself.

As she left the post office with three packages and headed back towards the train station, Cadence and Shining Armor were taking their time making their way towards the same destination. Cadence walked in front, her mane now tied in a ponytail and no longer adorned by the usual royal regalia. Shining Armor had somehow managed to get the job of carrying their sole bag on his back, possibly a result of their earlier competition, possibly as a result of a lost bet held at sometime in the distant past.

"... but only for a little while. Then he told me I could put the mop down, because it was giving him the tremors," Shining Armor said.

"Tremors? Like, quaking legs? He was scared of a mop?"

"He said his first wife died in a mopping accident."

"Those are always so tragic..." Cadence said, hanging her head. A passing mare had heard what Shining Armor has said, and gave a sympathetic look. The worst part about mopping accidents was how easily they could have been avoided.

"I've been meaning to catch up with Twiley. Living halfway across the continent put a dent in our quality time," Shining Armor said, making a brisk change of subject.

"You could just invite her to visit."

"Can't. She said Ponyville needed her more, whatever that means."

"It means she doesn't want to hang out with you. She probably thinks you're a - "

"Pardon me missy. Where did you say you were going?"

The two stopped and looked over to see a very aged crystal pony standing beside the road. The other ponies were walking around her in very wide arcs. Her glasses were extremely thick and her eyes seemed pinched half-shut all the time.

"Ponyville, to visit my little sister," Shining Armor offered.

"Ponyville? That's perfect, mister," the old pony wheezed. She gave a crisp whistle and another crystal pony appeared from the alley behind her.

"Mom, what are you doing?

"This little lady and her coltfriend said they're going down south."

"Mom!"

This new crystal pony certainly bore a resemblance to her mother, wearing likewise a pair of thick glasses and having an expression like she was squinting.

"I'm sorry about this, mom's getting on in her years. She's been bothering everypony who says they're going down south," she apologized.

"Bothering them for what?" Cadence asked.

"Charlie moved down the Ponyville to work on the rails, hasn't been back here in months. Mom wants to send him some of our Crystal Honey but she says the couriers cost too much."

"They do! Dag-nabbit, twenty bits for some glassware is robbery!"

As if to accentuate her point, the old pony spit on the ground. Cadence and Shining Armor stepped back gingerly. Now they knew why everypony else was walking in wide arcs around her.

"Mom, you do know that's the Princess, right? She's probably way too busy to be ferrying honey around."

"Princess-shmincess. When I was little, you charged two bits or the emperor sent you off to the crystal mines, and we liked it! Ponies got things done, and they got it done right!"

Cadence and Shining Armor exchanged a look. Shining Armor pleaded with his eyes, Cadence relented.

"I'll carry it, then," Cadence said.

"Huh?" the younger crystal pony asked.

"Well if I'm going that way, I may as well help you out. It shouldn't be too hard to find a crystal pony in Ponyville. You said his name was Charlie?"

"Aye, he's my brother. Tell him Merriam sends her best. Tell him mom sends hers too."

"You there, slacker! Why are you lettin' your marefriend carry these jars? Don't you have any self-respect?" the old pony shouted. The younger of the two rolled her eyes and trotted back into the alley, before emerging with three narrow jars filled with golden Crystal Honey. Tiny flecks of solid crystalline sugar bubbled through the fluid as it moved. Cadence took the three jars and tucked them under her wings until she could get a bag to properly hold them.

"Thank you kindly for doing me this favour, missy," the old pony wheezed. Her genial expression turned sour in a moment. "Now git a move on!"

As the pair walked away from the barking malcontent and her daughter, they could hear another exchange transpiring. Most of the ponies on the street could hear it, too.

"Mom, could you please not call the Prince a slacker?"

"He is a slacker! Why, in my day, we didn't have fancy trains, we walked where we needed to go! And we certainly didn't let the ladies ruffle their delicate sensibilities with no hauling jobs!"

"Mom, that was a thousand years ago."

"You gone daft? I'm not that old!"

After they were out of earshot, Shining Armor and Cadence instinctively stopped walking with their backs straight and heads held high.

"That was worse than getting yelled at by my grandpa," Shining Armor remarked.

"I know exactly what you mean," Cadence said. She put on her best old pony's impression.

"Why you fillies these days have it so easy. Don't you know, I had to walk to school in blizzards with nothin' but a wool cap on, for fifty miles! Uphill! Both ways!"

"Reminds me of my old drill sergeant," Shining Armor remarked.

"Was he old?"

"So old, they didn't have spears or swords when he was young. All they had were two sticks, and a rock - and they had to share the rock."

Chapter 8

Thorax awoke at the crack of noon, his sleep disturbed by the sun's eternal quest through the sky. Octavia's house had a skylight in it, as the morning rays of the sun had evidently been insufficient to wake him. He was unused to it, the sun. What a strange device the ponies had. According to his astronomy classes, it was a great ball of hot plasma, thousands of times larger than their own planet and millions of kilometers away in space, yet somehow the ponies had built it. Otherwise, how would their Princess Celestia have been able to move it around? Perhaps she had found the owner's manual somewhere.

His stomach growled, he had not eaten since Dusty Dries the day previous. Could he borrow some hay from his new benefactors?

"Hey there handsome. Finally awake are you?" Vinyl asked, her head having poked around the corner between their kitchen and living room.

"Indeed. I've seen you before," Thorax said.

"Really? Are you a fan?"

"I saw you talking to Octavia yesterday. Are you part of a collective?"

"Yeah, this house. We're roommates. I own the place."

"Then it is you I owe for these accommodations and security."

Vinyl paused.

"Where did you say you were from again?"

Thorax had his answer ready this time.

"I am from mid-town Canterlot."

"Ohhhhhhhhhhhhhhhhhhhhhhh!" Vinyl said. That explained everything, his accent, his weird speech patterns, how confused he always seemed. Anypony who had ever visited mid-town Canterlot would have hastened to agree with her.

Thorax looked around, and not seeing his associate, proceeded to push past Vinyl and travel into the kitchen. Octavia was not there either. Vinyl's eyes followed Thorax's movements, he was evidently prone to simply breaking off in mid-conversation to do whatever he wanted. A rebel!

"Where is Miss Melody?" Thorax asked.

"She went grocery shopping, said you need to go catch up with her at Sugarcube Corner. It's down the road a ways, look for the house that's made of candy."

"I will find the candy house."

"Hist? Could I - "

Thorax ignored Vinyl's request and left, closing the door a bit harder than she was used to. It was as if he didn't even care about anything, the way he carried himself. A pang of envy for Octavia hit unexpectedly, she would need to drown it out with some good-old dubstep.

"Sugarcube corner? It's that building right there," the polite mare answered at Thorax's request.

"You are a charmer," he said. That was a pony compliment, he had heard Octavia say it about him the day previous.

"Oh my, thank you!" the mare said. She seemed uncomfortable and left him alone after that.

The door at the Sugarcube house had some sort of bell attached to it, when he entered it let out a loud ring. Thorax jumped and prepared for an ambush, but none was forthcoming - not immediately. There were two ponies in the room, who both looked at him expectantly.

"... and there he is. This is my friend - "

"You!"

Octavia had been trying to introduce him to this new pink pony when she had vaulted the counter and charged him. Thorax prepared himself for battle. He had tripped their alarm system and would now need to contend with the guards before he made his escape. Fortunately, an Infiltrator has extensive combat training, and could vanquish a dozen ponies in straight combat.

Thorax began flailing wildly with his forehooves, delivering a hundred blows a minute. The pink pony expertly parried every single attack, no doubt she was the finest warrior the ponies had to offer. In fact, she was not the slightest bit threatened by his barrage, and was grinning at him. She was clearly so battle-hardened that death bore no surprises for her. She was even singing a ferocious war tune.

"Patty cake, patty cake, bakers mare! Bake me a cake, I'll soon be there!"

At last, Thorax's forelegs had tired and he relented. The pink pony was gleefully giggling as Octavia looked on, baffled. Thorax wiped the sweat from his brow, ready for her counter attack, but it was not to come.

"I've never met a pony who can keep up with me at patty cake! You're good!" she said. Thorax noted she was not out of breath in the slightest.

"Ahem. Mr. Hist, this is my second-cousin, Pinkie Pie," Octavia said, taking advantage of the lull.

"Pleased to meet you!"

Pinkie charged forward and stopped at the last second as Thorax braced himself. She extended her hoof in front of her, waiting. Thorax suddenly remember what he was supposed to do in this situation.

"I am pleased to meet you!" he shouted, grabbing her hoof and shaking it as hard as he could, just as Spiracle had probably told him to. She giggled harder than before and smiled even more broadly.

After allowing enough time for the exchange to subside, Octavia prodded Pinkie.

"If I may, weren't you angry with him a moment ago?"

"Sure was. What kind of pony spends a whole day in town without introducing themselves!? A sour-pony, that's who."

Pinkie gave Thorax a suspicious look.

"But since he's a traveling patty cake master, I'll let it slide. This time."

"Yes, isn't that fascinating. Mister Hist, would you like anything from the bakery? Chances are, Pinkie baked it herself," Octavia asked, indicating the store's shelves with a wave of her foreleg. Thorax finally could take pride in the accomplishments of the changelings, their shelves were always fully packed, while these ponies had comparatively little here. Of course, the changelings back at the hive stocked hay, and only hay, but quantity surely counted for something.

"Ooooh, you should try these cinnamon buns! Everypony likes them! That means you like them too, even though you haven't had one yet! Try one - " Pinkie shouted, hefting a bun and brandishing it as if it were a weapon.

Thorax had barely any time to react before the bun had been rammed into his mouth. The flavour explosion was far less intense than the cease-her dressing; the bun itself tasted like ash, but the glazing on top was delicious. Spiracle had not mentioned the effects of cinnamon on his anatomy, perhaps there were more foods the ponies had like this?

"Pinkie, could you please not assault every pony that comes in here with baked goods? I'm amazed you have any customers, the way you carry on," Octavia chided.

"I told you, everypony likes these buns," Pinkie countered.

"That's not valid logic. If everypony liked jumping off a cliff, it wouldn't justify throwing me off of one, would it?"

The shop had suddenly somehow subtracted a pony. Thorax had blinked, and the pink pony was gone. Octavia did not seem to mind, though.

"Well Mr. Hist, I will be brief. I am going to be back in three minutes and thirty seconds. I will be terrified beyond belief. Would you like to accompany me home after that?"

"Where will you be going?"

"Bungee jumping."

Octavia directed his attention to the bungee cord now attached to her legs. It was rapidly running out of elasticity. Through the still open door, a distant cry of, "Rainbow Dash, Rainbow Dash! I need a favour!" could be heard echoing between the buildings.

The cord abruptly went taut and Octavia was sent careening out the door. As his training had (probably) stated, Thorax remained calm and did not react to the everyday happenstances of pony life. Another pony had appeared behind the counter, and was smiling at him.

"Hello there, dearie. 'Tavi said you'd be coming by. I take it you liked the cinnamon buns?" she asked.

"I did. May I fill out a form for some?"

The blue mare seemed off put for a moment, but then recovered.

"Oh that's right, 'Tavi said you were from mid-town. You know, I went to school with a mid-towner myself, best years of my life! Don't worry about it, son, we'll put it on 'Tavi's tab for you."

Thorax stepped out of the candy house with a tray of the buns balanced on his back. From around the corner, Octavia appeared, her mane and tail mussed and her eyes wide, pupils narrowed.

"Shall I - " Thorax began.

"I've seen the other side," 'Tavi said. Her expression remained grave, she was not focusing on him as she spoke.

"Other side of what?"

"Death. When we die, we go to another world. I saw it," Octavia muttered. "It looked just like this one, but it was upside-down. It flew up at me so fast, and then I was back here."

Thorax fought the urge to panic.

"Anyway, care to accompany me back home? Perhaps you could hold my bags like a gentlecolt?"

Octavia went back into the candy house and emerged with two saddle bags, both pink with a balloon pattern on them.
"Had to borrow these," she offered. Thorax put them on and walked Octavia back to her home, making small-talkings with her and seeming like a normal pony. She was certainly fooled, she laughed at things that he said at random and did not prod him for too much sensitive information. In his limited encounters with other ponies, they made small talks to each other, laughed at random, and did not ask sensitive questions, so clearly he was on the right track.

"Back already?" Vinyl asked, deliberately not taking off her headphones as she relaxed on the couch. Thorax was about to answer, but Octavia cut him off.

"She can't hear anything with those on. Just ignore her."

"I figured you two would be making out by now. Too scared to make a move, 'Tavi?" Vinyl said, continuing her imaginary conversation.

"See."

"Hah! Like you could afford one of those!"

Thorax and Octavia went into the kitchen. Vinyl kept talking to herself, her story getting more absurd with each unspoken word.

"So, Hist. Did your meeting with Ms. Sparkle go well the other night?"

"She wasn't there. I'm going back tonight."

"I see. I suppose that means - I - how shall I put this?"

Thorax took a seat by the table and put one of the cinnamon buns down. He stared at it, his stomach growling. He really needed to eat some Nectar, but not in front of a pony. Spiracle had been very clear on that.

"You want to help me spy on her?" Thorax asked.

"... Are you a voyeur, Mr. Hist?"

"Yeah." Thorax had no idea what a voyeur was, but Octavia's face was turning red.

"Oh my. Well, if that's what you like, certainly I'd like to come along."

Thorax was no longer interested in the subject of his work. He decided to change it.

"What's your task? As you can tell by my cutie mark, I am a chemist of some sort. What does that symbol on your flank mean?"

"This is a treble-clef, Mr. Hist. I take it you've never played an instrument?"

"No."

"Well, I'm a cellist. I recognize that a cello is usually notated with a bass clef..."

Thorax continued to stare blankly at her.

"... such complications are likely not something you are concerned with. Do you listen to music of any stripe, then?"

"No."

"Right. I suppose you've scarcely time for it, in - what do you do, yourself? You've said barely a word about your life before Ponyville."

Thorax relaxed. Spiracle hadn't really described how to do this, but he had come up with a plan late last night, as he was waiting to fall asleep. All the intricacies of his old life, with a few clever modifications, could serve as the intricacies of his new life. Octavia wouldn't suspect a thing.

"I used to sleep on top of a control panel at a chemical plant."

"I see. I had hoped it was something a little more - exciting."

"No. This is the most excitement I've ever had."

Octavia was blushing again. Thorax ignored it, blushing seemed to be something ponies just did of their own accord. Maybe it meant they had to relieve themselves.

"Oh, oh. I must - tell somepony! Er, would you please excuse me? I'll certainly meet you here at six, to go. Spying. Oh!"

Octavia dashed out the door. Vinyl appeared in the portal to the living room, shocked.

"'Tavi, I didn't mean it! I was just kidding!"

"What did you say? Thorax asked.

"What, you didn't hear? Pfft, some ponies," Vinyl said, putting her headphones back on and resuming her position in the living room.

Finally alone, Thorax prepared to apply some Nectar to the cinnamon bun. He scanned the windows leading into the kitchen to make sure nopony was watching, and delicately reached beneath the pony illusion he was casting, just as Spiracle had. The Nectar was still in its vial, tucked safely beneath his hidden wings. He pulled at the cork with his mouth when -

"Hey newbie! I remembered what I was gonna ask you!"

Vinyl had rounded the corner with no warning whatsoever. Thorax scrambled to hide the vial.

"Yes?"

"I heard you don't have a job yet. How about helping me out? They'll be some bits in it for you."

Bits? He needed those.

"I will assist you to the best of my abilities, honored officer. What must I do?"

"Follow me!"

This task sounded incredibly easy. Thorax wondered how many bits he would get.

Vinyl trotted outside and went around the side of the house. As Thorax followed, she returned, now bearing a stack of blue papers with her magic.

"Listen up, rookie. I've got a concert coming up next week, and you're going to help me get everypony pumped. Take these flyers and put one in every mailbox on the west side of town, and I'll give you twenty-five smackers."

"Are those interchangeable with bits?"

"They are literally bits, midtowner, the two words are synonymous! Whaddya say?" Vinyl asked eagerly.

"I will do it."

"Now that's what I like to hear!" Vinyl shouted. She then punched Thorax in the chest and plopped half of the stack of papers down in front of him. "Get to work! I'll take the east side, meet you back here when you're done."

This task was simple manual labour, to which Thorax was readily accustomed. When he was not monitoring the pH levels, he was typically cleaning the vats or moving and replacing pipes. His body was fit and capable, and he would show these ponies what a true changeling labourer could do!

Many of the ponies he passed gave him a look or two as he went by. They were rapidly acclimating, he reasoned, and would soon consider him to be 'one of them'. Once that happened, should any federal authorities intervene, he would be able to rally the townsfolk against the government. With a bit of luck, he could even topple it in a glorious revolution, and bring Equestria to its knees before his great Queen Chrysalis.

Thorax stopped as he walked, causing a pony behind him to shout and bump into him. She glared at him as he passed, but Thorax paid it no mind. Oh Queen Chrysalis. I have not thought of you in a full day, I am so sorry! he thought to himself.

He shook his head, he would need to remember to think of the Great Queen more often. His stomach growled again, and he went to the nearest mailbox and placed a flyer in. He did this again, and again, and again. His boredom grew, and there was only one thing to do when that happened.

Just behind you, don't you look!

It's the master spy, the master crook!

He knows it all, sight unseen,

undetectable, spy machine.

Thorax! Darkness is his cloak -

Thorax! His dagger is his smile -

Thorax! None can touch his dashing -

Thorax! None can match his style!

Who's that there, did you see?

Just a ghost, a memory.

Avenger of the night, hero of the hive!

Prisoner of passion, master of his drive.

He's comin', for youuuuuuuu! Thorax! Yeahhhheyeah yeah yeah! Thorax! Yeaaahhh!

"Don't you turn your back, on Thoraaaaaaaaaaaaaaaaaaaaaaxxxxxxxxxx!"

The entire village went dead silent around him. Even the birds, incensed at his tone deafness, had ceased their singing. A hundred ponies stared, awestruck, their mouths agape. A pegasus pony overhead briefly forgot to flap and struggled to right himself, a dog sat nearby - not wagging its tail. A mare approached, bearing one of the pamphlets he had been delivering.

"Is there a problem with the papers?" Thorax asked.

"I'm only going to this if you're not."

Chapter 9

Octavia's flustered charging had carried her to one of Ponyville's innumerable parks. The day was now beginning to wind down, though the sun continued its bright and cheery path as spring's longer days were wont to. Her cheeks still flushed, Octavia searched for a pony she could relate to, somepony who she could really tell such a secret to. It'd have to be somepony she knew, and who she knew could keep a secret. Since that was literally nopony in Ponyville, the first pony she laid eyes on would have to do.

Cloudchaser brushed up beside her, giving a nod as she passed on by. Before Octavia could whirl around and confess her deepest secrets, the pegasus pony had taken off on some airborne errand. Octavia revised her standards - anypony who could not escape would have to do.

Of the ponies hanging out nearby, one was projecting an aura of comfort and understanding. Most of the ponies in town viewed Lyra as something of an eccentric, because of her unusual habits and obsessions. Which is not to say the other ponies were not equally as obsessive, just that they were obsessed about things that actually existed, which is at least somewhat justified.

Lyra was reclining on one of the park benches in the pose which had become characteristic of her around town. Fillies would sometimes try to emulate her, either out of parody or awe, and uniformly failed. It had taken Lyra years to adjust her spine and muscles to allow her to sit on a bench with her hind legs extending downwards, and her neck braced against the back. She sat now in this position with her forelegs gripping a newspaper in front of her. Octavia identified it as the Canterlot Esquire Gazette as she approached. Lyra's hooves were visibly shaking.

Octavia sat on the bench beside Lyra. Lyra did not react.

"Lyra?"

"Whaddya want, 'Tavi!?"

"Oh nothing much. Just to chat."

"Not right now, 'Tavi!"

"Have you seen the new colt in town? His name is Hist. Hist Amine."

Lyra did not respond. The paper had stopped shaking in her hooves.

"I think he's - he's - "

"I don't care!" Lyra shouted. She snapped the top half of the newspaper down and swiveled her head to look at Octavia.

"- so special. He's so unlike everypony else. It's only been a day, and already he's asked me out!"

"Just five minutes. That's all I want to myself, just five minutes."

"I'm going to go with him, he wants to do something I'd never thought I'd do. It feels so wild and different."

"I've had a very bad day, all I want is to be left alone."

Lyra snapped the paper back up into its previous position, then moved her forelegs until the paper was neatly blocking the view of Octavia. 'Tavi tried to lean around it, but Lyra followed her movements and continued blocking her out.

"Have you ever spied on somepony? I feel dirty just saying it, but it's so - just - exciting!" Octavia gushed.

"Shut up."

"I mean, I've met a lot of colts. I've met a lot of ponies. He's so unconventional, he just tells you exactly what he wants. I've never met a pony who does that!"

"What I want is for you to leave me alone."

"I'm worried that if I put myself too forward, I'll scare him off. Have you ever had that problem?"

"Go away."

"I mean, I do like him. Is this what love feels like, or am I just infatuated? Will it fade out? I'm so nervous, ah, I can't decide now. Maybe I should cancel?"

"Yes. Cancel. Do that."

"But I did promise. I should keep my promises."

"Promise me you'll go away."

"No, I'm going. I won't call it a date but I'll go with him and spend time with him and get to know him and - and - "

"And what!?" Lyra shouted.

Lyra's shaking hoof ripped a piece off the corner of the paper, dropping it down to reveal her face. Her teeth were clenched, her eyes narrowed.

"Oh thanks Lyra, thanks so much for listening. I always know I can count on you! Thank you so much!"

Octavia stood up and leaped off the bench, dashing towards her home again. Her mission was now so much clearer from her chat with her good friend Lyra. Small towns had something that the big city like Canterlot never had: Ponies who cared about you for no reason but the goodness of their heart - strings.

As Octavia ran by, a yellow pony with a bundle of carrots for her cutie mark passed. Octavia gave her a nod. As the pony turned around to confess her deepest secrets, Octavia had already passed and gone too far to catch. The pony revised her standards - she needed somepony who couldn't escape.

Carrot Top sat on the bench beside Lyra.

"Lyra?"

"Whaddya want Carrot!?"

"Nothing mu - "

"Not right now, damn it!"

Vinyl's task now completed with the expected amount of difficulty, Thorax returned to the meeting point. Vinyl was not there. This was at last his chance. He took a look around to make sure nopony was looking, and finding much of the town to be going about their business in this public place, he found many ponies to indeed be looking. His stomach had stopped growling and moved into an aggressive whine, which would soon be followed by a formal complaint lodged with his superior officer.

Thorax looked around again, this time looking for Vinyl's characteristic mane. Since it was not present, he presumed he had enough time to duck inside the house and eat something.

The kitchen of the house would do just fine, his cinnamon bun from earlier was still waiting for him on the table. He pulled the Nectar out of its hiding spot again, and attempted to remove the cork. It refused to budge, having been wedged in by Spiracle with an impressive amount of strength. Thorax delicately held the vial up and gently bit the cork in his mouth. He then carefully and calmly pulled as hard as he could, until the cork gave just a little and the vial went flying away from him.

Nectar splattered across the table cloth, at least half of it impacting the cinnamon bun and the other half being applied to everything that was not the cinnamon bun. Glowing with triumph at overcoming yet another obstacle put in his way, Thorax cleaned the table with his tongue - catching all the important Nectar along the way. The bun itself, carrying the rest of the payload, would have to wait and serve as the rest of his rations for the week. Eat heavy today, eat light tomorrow - Thorax had no idea where he had heard the phrase, or if he had even made it up on the spot, but it certainly suited the situation.

"Mister Hist, are you here?"

Octavia had come in through the doorway to witness Thorax in the kitchen, cleaning off the tablecloth. Thorax paused and looked up at her.

"What the - what are you - are you licking the table cloth?"

"I spilled something on it."

"What?"

"Eight parts water, one part sugar, two parts sodium chloride, one part calcium-oxide, three milliliters of dimethyl sulfide, fifteen units button mushroom extract, saturated ground blink-grass in whatever quantity guarantees total dissolution, one vial 67-Benzodiazepam, three-hundred grams wheat-germ. Heat mixture to boiling, stir in additional pulped blink-grass and boil until water has evaporated. Transfer to monitoring vat and match pH to 8.55, adding traces of quicklime as necessary. If pH drops too low, add more water and grass, re-boil."`

"I meant - well, I suppose you did tell me what you were - I - blink-grass?"

"It grows in the forest, so I've heard."

Octavia's bafflement was Thorax's masterstroke. He had cleverly left off the one component of Nectar that would have given it away: love. No doubt Octavia was now running through the process in her mind, wondering at what chemical he had described, and being absolutely flummoxed by it. Only a changeling would have made the connection.

"Well, I haven't had a single thought about chemistry since high school! Thank you for the refresher, Mr. Hist."

"I am an expert in the field."

"I certainly hope so," Octavia said. Her face had gone red again, no doubt she would need to relieve herself soon.

Vinyl kicked the door open and stormed into the kitchen, shoving her way past Octavia and pressing herself up close to Thorax's face. Her breath was hot, her voice was cruel.

"Rookie! You - hey, somepony finally cleaned the tablecloth off - you finished the flyers yet!?"

"Yes. The entire west side of town has been propagandized, honored officer."

Vinyl sat back, confused.

"Wow, really? You didn't just ditch the flyers?"

"Sir! No sir! I would never do such a thing."

Vinyl looked at Octavia, who nodded. Octavia was not sure what the nod was meant to communicate, but in Vinyl-language, it meant something important.

"Wow, okay. Damn, you're fast. I'm not even half done yet! I'll get you your bits tomorrow, cool? I don't have any change on me."

Vinyl went to the tap and turned it on, then took a hit of the water with her neck craned upside-down.

"See you tomorrow, newbie!" she shouted, after her drink. Refreshed, she left to the east side of town to resume her advertising campaign.

The sun, now having found its way to the horizon, cast long shadows in front of Thorax and Octavia as they prepared for their mission. Thorax knew that Twilight Sparkle would be in the Library down the road sometime this evening, and knew he had to spy on her. He had already come up with a plan.

Without saying anything, he went to the side of Octavia's house and stared up at the rooftop. Octavia followed his gaze, intrigued.

"Why are you looking at the roof?"

"I just realized I can't fly. How can we get up there?"

"I'll go see if Vinyl left a ladder anywhere."

Octavia vanished around the side of the house while Thorax cursed his selection of an Earth Pony. Unable to fly, he would be more vulnerable in case of emergency, though he was more inconspicuous, as Spiracle had mentioned. No doubt her expertise would prove valuable in the end.

Octavia returned a few minutes later, bearing a small stepladder on her back.

"Climb on the this, then hop to the chimney. That should do it."

Thorax did as she asked. The roof itself, covered in thatch, was slightly slippery. Octavia followed him up as he ascended, then lost her balance for a moment. Thorax instinctively grabbed her forelegs and pulled her onto the roof proper. She pressed her cheek against his briefly afterwards. Thorax, taken aback, held his position. She was probably just unbalanced. After a moment, she recovered, and the two took their position near the apex of the roof.

There, protected by the slope of the roof, they had an excellent view of the Library only a block away.

"Well, that's task one done. Now what?"

"We watch - and we wait," Thorax answered.

After about half an hour, a purple mare appeared on the street behind them. Octavia, having grown bored, had waved to her, and received a wave back. Thorax had paid it no notice - he had a very important job to do. The mare then made her way towards the Library and entered it without a key. This unexpected visitor may have caused complications, if Twilight Sparkle were to return to find some unicorn in her house, there may have been a conflict.

"So, you wanted to spy on her, right?" Octavia asked.

"Who?"

"That was Twilight. You didn't know what she looked like?" Octavia asked, seeming relieved.

"Oh. No."

There was a little movement in the Library now, but Thorax was too far away to see it.

"So, now what?"

"Watch and learn," Thorax said.

Thorax began to use his secret weapon. He could increase his visual acuity at any time, simply by holding his eyelids close together. This allowed him to zoom in with pinpoint precision on anything within his sight. Normal ponies could never have done it, but changelings were anything but normal ponies.

"Are you squinting?"

"Shh, that blur just moved." There had been some activity near the kitchen - or maybe the study.

"This is ridiculous. I'll see if Vinyl will let us use her binoculars."

Octavia stomped the roof a few times, and a moment later, Vinyl appeared outside.

"What are you two idiots doing?" she asked.

"I need to borrow your binoculars," Octavia said.

"I lent them out to Pinkie, she said she was going to watch ponies bungee jump. What are you doing?"

Thorax spun around, taking his sight off the Library temporarily.

"We are conducting surveillance. Any assistance is appreciated."

Vinyl's expression remained clouded by her glasses.

"Why don't you just get closer? Idiots." Vinyl trotted back inside.

From their new vantage point five feet from the window, they had an excellent view of the inside of the Library's kitchen. There was nobody inside at the moment, but Thorax was certain something important he could report to the Queen would happen here.

"So is this what excites you? It doesn't seem very exciting," Octavia noted.

"Excites me? This is - shh, someone's coming!"

Thorax and Octavia ducked as Spike entered the kitchen and walked, unaware, towards the fridge. Thorax could see him from the edge of the window, hopefully remaining out of sight at the same time.

Spike opened the fridge, pulled out some tomatoes and lettuce, then went to another nearby cabinet and pulled out some bread. He then put the bread down, put the tomatoes and lettuce on top, and returned to the fridge. Now he removed a yellow bottle and squeezed some unknown substance from that on top of whatever mixture he was making, put more lettuce on, and then put yet another piece of bread on top. He took the concoction back to the main room of the library. Thorax cursed his foolishness again - he should have brought something to write on!

"What was he doing?" he asked Octavia.

"Making a sandwich?"

That was definitely going in his report.

The door opened around the corner and the same unicorn from earlier walked up. Thorax quickly identified her as none other than Twilight Sparkle, his target.

"Hey there! Spike said you two were looking in the window, you hungry? Want to come inside?"

"No, we are busy," Thorax hissed.

"We'd love to," Octavia said.

"Great!" Twilight said, and walked back around the corner.

"What are you doing! You're going to blow our cover!" Thorax hissed at Octavia.

For once, she smiled darkly at him.

"Oh you want to do some spying? Watch a master at work."

Octavia led Hist into the Library and sat down at the table in the middle of the room. Since Twilight had been out of town, it wasn't covered in books like it usually was. Twilight sat down opposite her, and with a little prodding, she managed to get Mr. Hist to sit as well.

"Spike, could you make us some tea? Maybe a sandwich for our guests?" Twilight asked.

"Sure thing, but you owe me one," Spike said.

"I owe you three, but who's counting? I'll find some way to pay you back."

Spike disappeared into the kitchen while Octavia winked at Hist. She knew how to wrestle secrets out of a pony, this would really get him going.

"So Twilight, how have you been?"

"Oh just great 'Tavi. Went to Canterlot to pick up some books the Princess wanted me to read, got to catch up with my parents. Wish Spike could have gone, they said they missed him."

"Oh really, what books?"

Octavia gave a big wink to Hist, who continued to glare at Twilight.

"A big one on light magic, and one on detecting energy signals coming from other dimensions. Mostly theory, not too practical, but I'm not complaining!"

"Any idea why she wants you to read those?"

"You know, there never seems to be any pattern. I think she just wants me to be well rounded."

Thorax was composing a song on the spot to help him memorize this conversation, but was having trouble rhyming with 'dimensions'. Conventions? Suspensions? Hedge Funds!

"Here's two sandwiches, just the way you like 'em 'Tavi. Dunno about your friend, hope he likes daisies," Spike said.

"I am neutral to them," Thorax answered.

Realizing he'd be expected to eat what was presented, Thorax choked down the ashen sandwich. The expression on everyone else's faces was that of horror mixed with pity.

"Well, glad to hear she has your best interests at heart. Have you met my friend here? Mister Hist is from Canterlot as well," Octavia said.

"Charmed," Twilight said, smiling.

Thorax pulled Octavia's ear down. "I need more than that. She has to tell us all her secrets," he whispered.

"All my secrets huh?" Twilight said. She held up a hoof to her mouth, lost in thought. Octavia cast a displeased look at Thorax, what kind of spying was this? There was no way asking her would -

"I once switched my brother's toothpaste with chili sauce, I've never been roller-skating, I learned how to cast dark-magic spells when I was ten but please don't tell the Princess. Let's see... I hate rhubarb even though my mom sends me rhubarb pies in the mail - "

"Wait a second. You don't like rhubarb? I didn't know that," Spike said.

"Yep. That's why I always let you have them. Sorry," Twilight apologized.

Twilight continued, "I haven't actually read a single fiction book in over a year - don't tell Rainbow! - I cheated on a math exam once because I studied the wrong textbook - "

"What!?" Spike shouted.

"It was a secret. I'm really ashamed of it, and I made sure to study up afterwards - but he did ask," Twilight explained.

"This is good. Might I have something to write it down on?" Thorax asked. Spike pulled out a quill and some parchment.

"Way ahead of you buddy," he said.

"I'm actually really good at Croquet but I pretended like I wasn't to let Rarity win last week because she had a really bad day... Princess Celestia called me to Canterlot to tell me that there's probably a spy in Ponyville and I should lie and say it was to get new books... I threw my old foalsitter's horseshoes in the lake when I was nine and told her I didn't know where they went... I can't write with my eyes closed... oh! And I once switched a ruby Spike had with a garnet to see if he'd notice."

"Wait, did I?" Spike asked.

"Nope. You said it tasted like strawberries, though."

Spike's quill whirled for another few seconds then he put the parchment down and shouted, "Done!"

None of that, however, had sounded like anything the queen needed to know - except maybe that bit about rhubarb. If the Queen needed to poison Twilight at some point, he would make sure she did not poison a rhubarb pie. Otherwise, his first report was shaping up to be a bit dull. He needed something more.

"Wow, was that all of your secrets?" Octavia asked.

"No, but that's all I can remember. If I think up any more, I'll let you know, okay?" Twilight said.

"Sounds like a good deal to me. What do you think, Mr. Hist?"

"You have aided me greatly. For that, you have my thanks. Is there any way I may repay you?" Thorax asked.

"Oh! That's another secret! Spike?"

Spike had gotten up and ran over to the kitchen.

"Tea's ready, one sec," he said.

"No problem, I got it. You see that book over there?" Twilight asked, pointing towards a reading table along one wall. On it lay a large book bound with two thick covers. Papers were scattered all around it, some having fallen to the floor.

"I see it," Thorax said.

"Take a look! It's a secret, sort of, because it's not ready yet."

Thorax and Octavia went to look at the book, titled 'Everything There is to Know, by T. Sparkle'. Octavia occasioned to open it, and after the first page, the rest of it was blank.

"Just started? I didn't know you were a writer, too," Octavia said.

"Just non-fiction. Fiction writers are such a tedious bunch, wouldn't you say?" Twilight said. Octavia and Thorax agreed, and nodded to indicate this. They nodded a lot more than they should have.

"Oh yes, indubitably," Octavia said.

"Quite," Thorax said.

"I'm trying to catalogue everything, you know, like an encyclopedia but way more in depth. I've done a hundred pages and I've only just begun!" Twilight said, trotting over to her two guests and motioning at the papers scattered about.

"If you guys know anything about - well, anything - I'd really appreciate it! I could even list you as co-authors!"

Thorax realized the true aim of his mission, though whether or not Wise Queen Chrysalis had known it, or merely had some sort of premonition, he did not know. This book, a guide to everything, was key! If he could secure a copy for the hive, they would never be caught off guard ever again! All he had to do was help Twilight finish it, then get her to give him a copy.

His name would be carved on plaques in the hive! Everyone would bow to him as he passed! He'd be regarded as the spy to end all spies, the spy who knew everything!

"I will help you finish this book!" Thorax shouted.

Chapter 11

With the mission nearly half complete, Tarsus began preparations for the most difficult part. He had been unable to locate any operatives who had actually been inside the Marmalade Falls hive, meaning his group only knew of one particular entrance commonly known to all changeling diplomatic channels. The entrance they were looking for was a dock somewhere near an outcrop of ironstone at the base of the falls. Exactly where, he didn't know. His team would need to search.

Since night had fallen just as they arrived in the area, the next morning would begin their investigation. He was not worried about time, as the field-prep teams needed more time to set up intermediary bunkers. They would have the full day to search and clear the hive.

"All right you lot. A, B, and C, get camp set up. Pronto. D, E, and F, let's start fashioning some carts, I want twelve total. Once we find a dock, we'll move them in there. Until then, this is our headquarters. Get to work," Tarsus shouted.

"Yes sir!" the changelings replied in unison. Except one.

"Sir? Mister - I mean, Commander Tarsus? What should I do?"

This was Tegula, the rookie.

"I don't have anything in mind for you. See if you can round up some dry grasses for the soldiers."

"Sir! Yes sir!" Tegula shouted. Her hoof nearly collided with her temple in salute.

Rooting through the brush in the area, Tegula was on the alert for any wild wheat grasses which could sometimes be found in the forest. Tarsus probably hadn't known it, but Tegula had some experience with the botany squads before her current assignment. She took note of the various herbs she could make out among the faint moonlight.

Hey, wild blink-grass. Better keep some, you can never have too much of the stuff, she thought to herself. She ripped it out at the root and stuffed it into one of her paper bags, happy to have the chance to help one of her gatherer friends - when she got back home.

Oooh, there's more over there!

There was quite a lot of blink-grass, plus some chokeweeds and sunfluffers. Sunfluffer wasn't of use to the hive, she just liked it. Sunfluffers smelled pleasant when the stem was cracked open, and she had used to put them in her quarters whenever she could. Unfortunately, she had been far too busy recently to get them, and her room had become so spartan. She tucked two sunfluffers in with the grass. The chokeweed (nasty stuff) could stay right where it was, for all she cared.

Tegula hummed quietly to herself as she gathered herbs, moving further and further into the forest. One of the combat changelings passed by overhead, casting a shadow beneath her hooves as it blocked the moonlight. She glanced up to see him, or her, but there was nobody there by the time she looked up. Her nose went back to the earth and soon she had located a dense cluster of burnberries, which she knew could be sold to the ponies for money. This operation was already surprisingly lucrative and they hadn't even gotten into the hive yet!

The guard changeling passed overhead again, and Tegula spun as fast as she could to see him. She managed to catch a silhouette passing past the moon's edge before it vanished into the night.

A few more clumps of blink-grass, five stalks of wild wheat, and even some rice pods! Not quite as good as the burnberries, but still a find. Tegula continued deeper into the forest, chasing ever richer plant life. When she at last could see no more and thought her packs were as full as they would get, she finally decided to go back to base.

Except, where was it?

She looked around, this section of the forest looked the same as any other. It was too dark to see any landmarks. No matter, the form she had selected was that of a unicorn, but there was no reason she could not switch it, given that there were no witnesses. A pegasus pony could simply fly and attempt to locate the other workers by the sounds of their tools shaping carts from trees.

Even that proved unnecessary, the guard from earlier flew over the moon and hung there, casting a wide shadow across her body. He looked rather large, hanging there and wordlessly staring at her. More to the point, his legs seemed very long, and he had no tail. His wings were oddly bat-like as well, which was probably inexperience on his part. Ponies had feathered wings.

Since he wasn't saying anything, Tegula figured she'd need to get his attention.

"Oy! Which way back to camp? I've got the - "

The figure turned to face her and dove. Tegula snapped to attention and threw herself out of the way. An incredible weight slammed into the ground behind her and threw dust in every direction.

"Getting the feeling you're out of line, soldier," Tegula spat. The beast who she had mistaken for a changeling stood ahead of her, reared up on its hind legs. Tegula cast a light spell ahead of her, throwing stealth to the wind. She hoped the other changelings would see the light and come to her aid, as she had no idea if she was going to be able to escape this thing.

Its face was that of a bat, and in the glow of the light she could see this creature had no fur on its body. Hard, thick scales ran all the way up and down it. It hissed at her, revealing rows of long, thin teeth honed to a fine point. Tegula braced herself as it tensed in the light.

It pounced at her, leaping with its claws outstretched. She had been far enough away before, but the creature moved with incredible speed, and evasion would prove difficult. She ducked and rolled under it, and it sailed over her. She stood up on the other side, rivulets of blood running across her back where the creature's claws had torn through her. She ignored the pain, and readied herself again.

Now close enough, the beast once more stood on its hind legs and swung its claws at her. Tegula backed off, the creature advancing with each swing. Its balance thrown too far ahead of itself, she prepared a buck and loosed it. The creature backed off before the hit could connect, now unsure of its victory. This prey was unlike the other animals it fed on.

Tegula leaped back, both eyes locked on her adversary, and she stood up on her hind legs to mimic its pose. While it leered at her, she reached behind her, feeling for one of the trees she knew was close. Finding it, she felt along to get a branch, and snapped it off. It was merely a twig, but it'd have to do.

The creature was certainly not scared of her little twig, and came at her again. Again, she ducked out of the way, this time getting a pair of cuts running down her nose as the creature had grabbed at her face. Blood began to cover her eyes and she quickly blinked to disperse it. The creature came again, charging forward with cold murder in its beady black eyes.

Ignos!

Finally she remembered the spell, and the twig burst into flame in front of her. The creature shrieked and backed up at the sight of the fire. Grinning evilly, Tegula pushed forward, pushing the fire closer to the creature. It covered itself with its clawed forelegs and shrieked again, the howl echoing through the night. It did not flee, it stood still as she bore down on it.

As Tegula got closer with the flame, she wondered briefly why the creature was not flying away. Perhaps it was too scared, paralyzed by its own fear. Most creatures in the forest were terrified of fire, they had not the minds to tame it. Whatever the reason, she could hold it here until one of the combat troops arrived to finish it off. They could even harvest its body, no doubt its glands would contain something useful.

The creature suddenly stopped shielding itself, and snapped its claws downwards. Not prepared for this, Tegula could not react in time, and the creature sliced her twig in half. It stomped on the burning end and growled at her, snuffing it out and bringing the fear back. Now, as close as it was, there was no time to dodge.

The creature slashed at her and the claws hit home, sinking deep within her chest. Tegula spat hot blood all over its scales and desperately tried to pry its claws out. The claws were hooked on the ends, and removal proved difficult. Chunks of her skin and muscle came off with them and she finally managed to force herself away as the creature's mouth bore down for a bite. She rolled across the grass and tried to stand. Her legs gave out, and she could not.

"Pick on somepony your own size!"

From out of the darkness, two ponies emerged and charged at the beast. It howled and charged them, only to find their steel slicing through it. A spear impaled its gut and the creature shrieked a deafening cry, flailing at its attacker. It connected with the pony's face, and made to grab and pull at it before its foreleg stopped moving entirely. A fresh cut had separated its claws from its body, the other pony had seen to that.

Outnumbered and newly a paraplegic, the creature let out one last shriek before it took to the sky. Lost in the blackness, the two ponies let it go.

"Hey, are you all right? Wake up!"

The only response was a low groan.

"Wake up! Hey!"

"She's bleeding really bad. She's not gonna make it."

Tegula could not make out who was saying what. All she could see was two blurs standing over her.

"I'll fly her back to camp. Make sure the bandages and alcohol are prepped when I get there."

"... Be careful, honey."

The next morning, Tegula woke up with a bandage draped across her chest. Smaller dressings covered her face and back. Everything hurt, she wished she could fall back into the fevered nightmare she had woken from. She was in a tent of some sort, wrapped in a sleeping bag.

She snapped alert. Her squad didn't have any sleeping bags, she had been captured!

She listened, waiting in the hopes she could hear her captors. She waited, but there was nothing. She could make an escape if they were away for some reason. Gingerly, she peered through the slit leading outside.

"Sh-Shining Armor?" she said before she could stop herself.

"Hey, you're awake! I didn't think you were gonna make it!"

He turned to face her, having been focused on the fire outside. Princess Cadence walked into view from behind him, a concern etched on her face.

"Glad to see you survived. You've got - quite an impressive constitution there. Most ponies wouldn't even be walking in your condition," she said.

"I'm really tough. This is nothing," Tegula replied.

"A chupacabra attack is not nothing. Had we not come along when we did, you'd be dead. Just what were you doing out in the middle of the forest at midnight like that?"

"Chupacabra? That's what that thing was?"

Shining Armor nodded. "Huge airborne predators. Usually stay away from ponies because our towns have bright lights, you really shouldn't be out in the dark. Always make a fire near your camp sites," he said, motioning at their own fire.

"Do you need us to take you to town? See a doctor?" Cadence asked.

"No, no. I gotta get back, to my team. They'll be worried about me," Tegula said.

"Do they have a doctor?"

"Yes," Tegula lied.

"We're not letting you go alone. Give us a few minutes to get packed up, and we'll take you."

"Thanks. For everything. Thanks so much," Tegula wheezed.

Her mind kicked into overdrive. Tegula tried to formulate some kind of plan. She probably couldn't hope to lose these two, not with her wounds. Bringing them to the changeling squad could prove disastrous, her mission was supposed to be secret. She desperately thought. A plan began to form, but whether or not Tarsus would be able to intuit it in time to avoid saying something compromising, she didn't know.

"Step lightly, there. We'll carry your stuff. Lots of herbs I see?" Cadence asked.

"Yeah. I used to be a botanist," Tegula answered.

"Hm. Where's that team you mentioned?"

"I'll show you. They're near the falls."

"Commander, we've got incoming!"

"What and how many?"

"Ponies, three of them, just west of here!"

Tarsus let out a whistle and the combat soldiers drew their weapons, forming rank around him.

"Everyone else, out of sight. We'll - is that Tegula?"

One of the ponies coming up the path was indeed Tegula, wrapped in a number of bandages and limping. The other two ponies were the Prince and Princess of the Crystal Empire.

The Prince and Princess?

"Cancel that, everybody look busy and sheathe those weapons! Now!" Tarsus shouted.

The soldiers hurriedly tried to find something to do, examining the camp site, picking up tools. A few of them decided to lounge near the dying fire, making it look as much as possible like they weren't on high alert. The hauling crews merely resumed their work of finishing up the cart's wheels.

"Professor! I'm back!" Tegula shouted. Tarsus trotted up to meet them.

"Well Tegs, didn't expect to see you wrapped in bandages! What happened?" Tarsus said, mixing fake concern with real concern. He was not certain what the Queen would have done to him if he lost her forensics expert, but it couldn't have been good.

"My new friends saved my life, I got ambushed by a monster," Tegula said, hanging her head. "Sorry I wandered off."

"As long as you're all right. I'll get the medic to take a look at you. Medic!"

One of the soldier changelings trotted over and saluted before gingerly taking a look at Tegula's bandages. He noted some minor infections and whispered to her before heading for the first-aid kit.

"See, I told you I was tough. Just a bit of antibiotics and I'll be back to normal in no time," Tegula said to her rescuers.

Cadence raised an eyebrow. "Just what kind of outfit is this? What are you doing way out here?"

Tarsus started to respond, but Tegula immediately cut him off - literally. She stepped in front of him and pushed him to the side.

"Welcome to the biggest archaeological discovery in Equestrian history! Or a minor dig site, whichever you prefer. Why don't you introduce yourself, professor?"

Tarsus grunted, and gave a dirty look to Tegula.

"Professor Xavier Cavate, University of Canterlot. You've already met my subordinate, Tegs. We're looking for an old pony ruin which is supposed to be someplace in this area. Haven't found it yet, and since you've returned my worker to me, we can get back to looking."

Tarsus pushed Tegula towards the other changelings and nodded curtly at Tegula. Get going, I'll deal with you later.

"Old pony ruin? That sounds exciting, doesn't it?" Prince Shining Armor asked his wife.

Damn it, Tarsus thought.

"Beats hiking! Can we help you look for it?"

Double damn it. Tarsus no longer cared what the Queen thought, he was going to issue some discipline to Tegula when he got her out of sight.

"You're not - " he started.

"Sure!" Tegula burst out.

Tarsus made no secret of his anger, letting it seethe in the glare he gave Tegula. She ignored him.

"Might I have a word with you, Tegs?" he asked.

He grabbed her with a foreleg and she winced at the pain it sent shooting through her chest. Despite himself, Tarsus relaxed his grip and led her away towards the other changelings.

"What the hell are you doing? Do you even know who that is?"

"I know, that's the royals. I told you I've been outside before!"

"Do you know what they're going to do us if they find out who we are? We can't just kill them, you idiot - a whole army would come looking! You're going to botch this whole operation! What were you thinking, bringing them here?"

"I couldn't get away from them! What was I going to do, run? Besides, I've got a plan. You let me take them down to the lower floors, I'll get them to help me investigate. We get two free labourers."

Tarsus let his anger subside long enough to consider the proposal logically. Tegula was skating on very thin ice, but sending them away for no reason would arouse some suspicion when they got back to town. They'd talk about these rude archaeologists, wouldn't they?

"When they get back to town..."

"They won't tell anyone. I'll make sure to keep them busy and 'lose track of time'. By the time anyone puts the stories together, we'll be long gone."

Tarsus took stock. Killing the royals was certainly out - the two were noted fighters with magical skill of unmeasured quantity, having foiled the Canterlot raid by themselves. The opportunity, though present, was simply not worth risking all their lives for. Sending them away was direct, but also risky. Making it seem like he was doing them a favour... that could work. Without any good options, he picked the least-bad one.

"Fine. Keep them away from the machine shops and the vats rooms. Make damn sure they don't see what we're doing."

"Yes sir!"

Tegula let herself be accosted by the medic, who shoved two pills down her throat and gave her a narrow bottle, to last her until she returned to the hive. More certain of herself now, she sidled over to the waiting royals, wincing slightly as she walked.

"I managed to talk him into it. You did save my life, after all."

"Terrific!" Cadence exclaimed, "Now, where do we start?"

Tarsus stepped forward. "The rumour is that there's an entrance near an ironstone formation somewhere around here. If we can find it, we'll save ourselves a lot of digging."

"What are we waiting for? Let's find us some ruins!" Shining Armor said with a smile.

Cadence, Tegula, and Shining Armor departed in the direction of the waterfall. Tarsus muttered angrily to himself, under his breath. This forensics expert was more trouble than she was worth, he'd be letting the Queen know just what he thought of her when he got back.

Chapter 12

Aardvark

Thorax had run with every ounce of strength his little body could put together, but the beast had gained nonetheless. It had looked so small and helpless from a distance. Who could have known they were ferociously territorial?

Octavia had written down what she could, switching between observing the savage beating that was being dealt to Mr. Hist, and documenting it. They had been getting some excellent data, and they'd have gotten better but for all the screaming.

"Are you sure he's all right?" Fluttershy had asked.

"He said he's a professional. He's got the whole thing under control."
Regret

They had decided not to do the book in alphabetical order, especially not the animals section. Thorax had had just about enough of them, and would be fleeing in terror every pig-like ant-sucking freak he ever saw. From this point forward, animals were off his list. He'd let Twilight Sparkle handle them.
Ice Cream

An incredibly delicious treat, Octavia had suggested it after their encounter at that freak-loving degenerate pegasus, Fluttershy's, house. The particular kind he was enjoying was cinnamon flavoured, having learned his lesson from everything else he had been forced to eat. The cone was unpleasant, but Octavia had insisted it was the best part. She giggled as the melting ice cream burst from the cone as he chomped it and splattered on his face.
Food Poisoning

It seemed changeling anatomy did not take well to lactates, which is what the doctor had told him in a roundabout way. While utterly baffled by his symptoms, when he mentioned the cinnamon ice cream, the doctor had felt that was enough to make a diagnosis. Octavia had apologized profusely afterwards, then scribbled more notes down on the pages she now carried with her.
Woodwinds

Feeling that their documentation had taken a rather disastrous turn rather quickly, Octavia had suggested they research something closer to home. Though she did not play the flute or clarinet, she had experimented with them in school. All good musicians, she had said, at least understood the basics of a variety of instruments.

She had tried to play a few notes on the clarinet. She had said they would be in G Minor, and she looked embarrassed as she let out some squeezing, painfully strained notes. Apologies came, followed by pleas to let her try again.

Then, she had felt it, and the music had come. It was slow and poorly rehearsed, her hooves rapidly fumbling and flubbing notes, but something resembling a song had come forth. Thorax had found the song oddly enamoring, despite itself, and found himself wishing he could replicate it.

Then it struck. His stomach shook violently and his ears began to scream into his mind a high-pitched whining sound. His vision had become clouded and he could only feel tears running down his face. Octavia had thrown the clarinet aside and, in an instant, the pain had gone as soon as it came.

"I wasn't that bad, was I?" she joked.

"Must have been the sickness, from earlier. That was good," he said.
Orange Juice

Tastes terrible. Stay away from it if you don't want your mouth to taste of ash. Good source of vitamin C.
Obligations

Sometimes a pony will want something from you, and you owe them a favour. It is considered good behavior to always repay these favours when asked.
Advertising

A good way to gain the approval of your tenancy officer, who may or may not require a billboard to be erected for her performance next Friday at 5. It's not like you have a job or anything.
Spray Paint

Pressing down on the top of the nozzle makes it come out. Aim away from face.
Bathing

No amount of hot water will get spray paint off your face.
Soap

Soap can remove spray paint. It will sting your eyes if it gets in them.
Blindness

Lack of vision in one or both eyes. May be permanent or temporary.
Zebra

Some Zebra cultures speak in rhymes, some don't. Further, some are rather knowledgeable about ailments and can provide cures for them.
Relief

Can only be experienced, not described. Typically follows a long period of suffering or worrying.

"I think we've got enough for one day. We're making some great progress here," Octavia said, stuffing her papers into her saddlebag. There were notes aplenty, scrawled at all angles and across the margins. They could have continued gathering more, but she'd need something more to write on.

"We are a superb team, but I require rest," Thorax said.

"I'll tell Vinyl we'll finish the billboard later. I have to get going anyway."

"Oh? Where?"

Octavia twirled in place and cast a wry look at Thorax. "I heard this morning, my quartet has finally gotten a 'gig'. We're doing a wedding this evening! I need to go get ready, and maybe do some practicing. I have been neglecting my cello since you've arrived."

A pang shot from Thorax's stomach. He wasn't sure as to the cause, perhaps something left over from the lactates.

"When will I see you again?" he asked.

"We'll be back very late tonight, so I'll see you tomorrow morning. I must run now, good day!"

Octavia cast a look back over her shoulder and departed. Thorax sat down, the feeling had returned. As he watched her go, he felt like running after her, maybe to ask her if he could attend her 'gig'. He felt his courage leave him in that moment, and merely sat and watched her recede into the distance.

He sighed.

"Hey!"

Thorax shot straight upwards into the air. When he landed, he was face-to-face with an Equestrian Mail Services pony, holding a letter in his mouth.

"Wh-who - " Thorax gasped.

"You're the new guy in town, right? This letter's for you, express-send and everything."

The mail pony spat out the letter and charged off to some other unseen task. Thorax shook his head, and examined the white envelope that had been deposited before him.

He turned it over and over. There was something written in code on the front, from somebody named Sasha. Or possibly to Sasha. Was he Sasha? Did he know a Sasha?

Thorax held the letter in his mouth and returned to his lodgings. Octavia had already came and left, Vinyl was laying on the couch staring at the ceiling. She was making a low, deep roaring sound intermittently, but otherwise didn't respond to his presence.

"Vinyl? Officer Scratch?" Thorax tried. He received no response.

Thorax switched the letter to one of his forehooves and spoke louder.

"Honored Officer? Sir?" Nothing. She was not wearing those audio-generating devices on her ears, so she could certainly hear him.

"Do you know what this is?" he asked, holding the letter above her to make sure she could see it. Without warning, her mouth opened wide and sucked the letter in.

She sat up, coughed, and sputtered. Seeing him sitting near her, she raised her hoof as if to strike, then lowered it.

"Damn it mid-towner, from now on you just wake me up by shaking me, okay? We're not in Canterlot anymore."

"I am sorry sir, it will not happen again," Thorax said, throwing himself into a bow.

Vinyl patted him on the head, signalling him to stand back up. The letter, having been blown across the couch, was within reach. Vinyl picked it up and tore it open.

"Hey, this isn't for me. Why'd you give me a letter that was for you?"

"I didn't - "

"Oooh, juicy!" Vinyl said, and began to read the letter out loud.

H

Meet me at the train station tonight at midnight. Come alone. Find a spot in the bushes next to the platform and await three knocks on the outhouse nearby. This is extremely important.

-Sasha

Vinyl lowered the letter and glared at Thorax. Thorax dumbly stared back.

"Who is this from?" Vinyl snarled.

"I don't know a - "

"Don't you dare lie to me."

"I don't know!" Thorax pleaded. Vinyl relented slightly.

"Listen up, new blood. I don't know who this Sasha is, and I don't really care. But if you break Octavia's heart, I'll break your eyes. I'm not sure if I can do that, they'd probably pop like a squishy balloon, but you don't want me to find out. Do you understand me? Whoever this Sasha is, break it off."

Thorax considered his options. Tenancy Officer Scratch had given him a direct order, but without knowing who Sasha was, could he carry it through? What if that was a code name for the Queen? Would the Queen visit him in Ponyville?

If it was the Queen, he could simply ask her to override Scratch's complaints. If it was not, he could 'break it off'. Thorax felt proud of his deductive skills.

"I will shatter it, sir!" Thorax said with a salute.

"Good. I'm glad we had this little chat. Now go away, because I was in the middle of one of my midday naps."

Thorax spent some time attempting to catalogue the strange sensation in his stomach. He had run through a long list of all the feelings he had ever experienced, and it was not one of them. Twilight Sparkle hadn't known what he was talking about when he mentioned it, though Spike had said he knew what it was. He had refused to explain any further though.

The sun went down as Thorax tried to do what little additional research he could. He had written down ten more pages of notes, and Twilight had been very pleased when presented with them. Spike had asked Thorax to perform a spell check.

Midnight approached and Thorax made his way back to the train station. Still far ahead of schedule, he ducked into the candy house to see if the Pink Pie was home, though she was not. The door was locked tight. He would need to get some more cinnamon buns later, perhaps they could help his stomach.

Leaving the sugarcube junction, he saw a group of ponies wearing construction gear milling about. Construction. He pulled out some spare papers from his saddlebag and a pencil, and prepared to take notes.

"Excuse me labourer, could you help me?" he asked.

"Yeah, what's up? Hey, you're the new guy right?"

"Indeed. I am wondering - "

"If we can help you do research? Word gets around fast. This is for that Sparkle lady, right?"

Some of the other workers whistled. Thorax made a note of that, 'Ponies whistle to congratulate intellect'.

"It is. Could you tell me what you're doing here tonight?"

The worker motioned to a large pane of glass laying up against the side of a house.

"Me and my buddy Rex here take this plane of glass across the street once every five minutes. We've been doing it for about a month now, pay is really good."

"You're doing it this late at night?" Thorax asked.

"Yeah, we got the night shift. It's a twenty-four hour business, you know."

"Mmm. And what are these colts doing?" Thorax asked, motioning at the other workers. They had a number of baskets of fruits. Orange, bananas, some strawberries.

"Same thing, really. Every couple of minutes they carry those baskets across the street. Oh - here they go."

The workers hoisted the baskets of fruit and marched to the other side of the street, then sat the baskets back down and waited. Some idle chatter passed between them. Thorax made notes of anything that struck him as interesting.

"Thank you very much. One last question: what is that mare doing with that wooden ramp over there?"

Two mares were about a block away, likewise dressed as construction workers. One was rather inattentively holding a stop-sign, the other was moving and adjusting a small wooden ramp lodged between two buildings.

"Those girls got ramp duty tonight. We put that ramp over there and put some broken glass just on the other side of it. Health and Safety Commission is always riding us about it, but what are we going to do? Some jobs are dangerous, and they gotta be done."

Thorax noted the rather cavalier attitude towards safety the ponies possessed, but did not make a note of the sheer insanity of the whole situation. Ponies lived their lives as magnets for weirdness, and infiltrating their society meant the unnatural must become the natural.

"Thank you for your help," Thorax said.

"Hey, no problem. You don't got a job, do ya? We could always use a strong back around here."

"Perhaps I will inquire when I have finished this task. I am uncertain as to whether or not when moving fruit and glass across the street will pay off."

"Oh it'll pay off," the construction worker replied. As if motivated by some unheard and unseen signal, he and his partner hefted the pane of glass and carried it across the street. Shaking his head, Thorax continued to the train station.

The bushes that the letter had mentioned were waiting for his arrival, though there was a terrible stench coming from the small building next to them. Thorax held his nose as he waited. He considered shape-shifting into a plant to improve his disguise, but all his attempts in the hidden grove resulted in failure. At best, he managed to turn his coat into a forest green.

Bored, he opened the door to the small building. There was only one thing inside: a small drop-shaft, the size of a changeling hatchling at best. The possibility that this was a creche briefly entered his mind, though the smell would probably have warped the minds of the hatchlings. And, how would the caretakers feed them? And, what about non-pegasus hatchlings? There was some sort of slime on the edges of the shaft, so climbing out was certainly not an option. Peering down the shaft, there was also no light, so pony young would be raised in the dark, too. Thorax left the small building very glad to have been raised in the hive's hatchery.

Spiracle glanced around at the other ponies on the train car. So far, there were no candidates to be tailing her, not directly. The most any of the ponies had stayed on was two stops, though the possibility that they were trading off watching for changelings still existed. She had switched disguises at every stop and checked for tails extensively. She could not shake the feeling she was being watched, even if it was paranoia.

"Ponyville in ten minutes!" came a shout from a railway employee. Spiracle took another look around the car, the reaction from the other passengers was muted. They all seemed far too tired to be part of a hunting party.

Octavia looked out the window, waiting for the train to come to a stop. The performance had gone very well, and she had personally received a tip from the groom's mother. She wished Mr. Hist could have come, but he had not asked to. Perhaps he would attend the next performance, she mused, and finally get to hear her cello.

Once the train had stopped, a railway employee appeared next to her seat before she could stand.

"Excuse me, Miss Melody?" he asked.

"Yes?"

"There's been a slight mix up. Your instrument has been placed in the caboose, so if you could wait in the car for a few moments, I can go get it for you."

"Why isn't it in the baggage compartment?"

"It wouldn't fit. Very sorry for the delay."

Octavia groaned and went back to looking out the window at the now stationary world. There was a minor bit of commotion near the outhouse just in front of her. That thing hadn't been cleaned in years, probably because cleaning it would mean going near it.

She slouched into her seat, she was likely just hearing things. She could have sworn she heard Mr. Hist, but that was probably her imagination. She was acting like a school filly again, obsessing over somepony who had sent her heart a-flutter.

Octavia's ears perked of their own accord. There was definitely somepony talking in the bush, strange as that sounded. She sat up to try to see who it was. The bush held still, though the sound of somepony talking was there, if soft.

She strained to get a better view, lifting herself as high as she could on the seat. As she did, a pony who had gotten on the train just before it departed Canterlot walked towards the outhouse and knocked three times on it. She whispered something Octavia could not quite hear, and Hist's voice answered.

"Spiracle? You're - "

Spiracle slapped Thorax's mouth with all her might.

"Damn it kid, I'd have figured you'd have smartened up at least slightly since I left. My name is Sasha, understand me?"

"Mmpph," Thorax answered. His cheek and tongue protested as he did.

"Listen, I don't have a lot of time, I'm pretty certain I'm being followed. Here's next week's Nectar, sorry there's no orders to go with it."

Spiracle passed him a small glass jar filled with a thick buttery substance. It looked discolored from that of Nectar, though it could well have been the poor lighting that made it so. Thorax took it.

"But, it's not Saturday yet," he said.

"Things have changed. Listen, I've got some bad news for you. The bane is coming to Ponyville, she'll be here tomorrow morning, and there's no way in hell I'm coming back if she is."

"Who?"

"Princess Cadence!"

Thorax blinked.

"She's a pink pony, pretty unassuming. That's not the problem, the problem is she's coming here and none of my sources know why."

"So?" Thorax asked.

"Well gee kid, what changed about Ponyville a few days ago?"

Thorax blinked again.

"We put a spy here!" Spiracle desperately pleaded.

"We did?"

"YES, YOU!"

Spiracle looked around quickly, sticking her head out of the bush. Nobody was within earshot, hopefully.

"You mean she's coming after me?" Thorax asked. The feeling in his stomach abated and switched with the familiar nervous fear he felt whenever Spiracle was around.

"That's my guess, anyway. Stay far away from her, lay low, and have an escape plan. That's all I can say. What's your progress on Sparkle?"

"It is going well. I believe I will have all her secrets very soon."

The bemused look on Spiracle's face said far more than words could.

"Whatever. Chances are, it won't be me who does your drop next week. In fact, there might not be one at all. I - I'm sorry, kid. I don't know what's gonna happen now."

"What do you mean? What's going on?" Thorax asked.

"Some of my other contacts didn't show to their meetings, and there's a rumour going around the hive that Marmalade Falls' hive is gone, and I'm pretty sure I'm being followed. I'm worried we've got a mole, and - guess what - I'm the best candidate."

"You're a mole?"

"No! But I know all our agents in the field, and Tarsus is probably gonna throw me in irons if it'll cover his butt. So you know what? I'm done, I'm not putting my ass on the line so he can look like the big spy master for busting me. If you don't see me next week, you know why."

"But what about my Nectar? And my orders?"

Spiracle shrugged. "Sorry. Not much I can do."

A faint clip-clopping of hooves on the train platform alerted Spiracle. She looked up, trying to see around the bushes.

"Shh! Somebody's coming. Nobody ever goes to this outhouse! Ever!" Spiracle hissed.

She managed to see through the leaves just well enough to make out a distinct pink bow-tie, bearing straight towards them. Spiracle immediately recognized it as belonging to one of the mares who got on at Canterlot.

"Hist! Get out of here! I'll lead her away, try to stay calm."

Spiracle shoved Thorax away, directly into a tangled bramble. In the darkness, Thorax was totally invisible, and also unable to move, having gotten himself stuck. Spiracle looked up again and darted between the outhouse and the station, into Ponyville.

"See you around, kid," she let out softly behind her.

Chapter 13

The streets of Ponyville were quiet this late at night. Spiracle trotted to keep a decent pace, trying not to arouse too much attention. She crossed the street away from the train station and headed into town, not with any particular goal in mind. As she took a corner around a house, she looked to her side. The mare with the bow-tie was definitely following her.

The delivery for that crystal pony was never going to happen. Spiracle continued her pace, ducking between buildings and through alleys whenever possible. A garbage bin behind a house surreptitiously became the resting place of the crystal honey delivery. As Spiracle continued, tossing glances behind her, she panicked more and more. At each new rubbish bin, she threw away more evidence. She tossed her agent reports into another bin, and her instructions for the remaining three agents into the next one. With a bit of anxiety, she even tossed the Nectar supplies. The ponies couldn't afford to know of it, no matter what it meant for their agents. Condemning a few of them to starvation was probably better than the alternative.

Spiracle started looping back towards the station. As she passed in front of a large red-bricked house, she took note of the fact that every light in the street was out. The houses were dark, only the moon lit her.

The mare who had been following her drew in closer, increasing her pace. Spiracle hurried on, but found the alley in front of her blocked by a fence. She turned around.

"Got you at last," the mare said. Only the edge of her face was illuminated, Spiracle could not see her eyes.

"What do you want? I didn't do anything."

"I think you did. What's your relationship to Mr. Hist?"

"I'll never talk."

"Why are you sneaking into town at this hour? Where is he? What did you say to him?"

"Get lost, narc," Spiracle growled, punctuated by spitting at the mare's hooves.

"I thought we were going to do this the easy way. Guess I was wrong..." Octavia said. She narrowed her eyes, and Spiracle narrowed hers.

"Gonna have to catch me first!" Spiracle shouted. She spun and leaped as high as she could, catching the fence on her rear leg and falling head-first into the ground below. Octavia charged forward and vaulted the fence as well, climbing deftly over it in a smooth motion. Spiracle took off at a dead run, Octavia only a moment behind.

The alley stretching in front of her left few opportunities to turn. Spiracle could only run forward at full speed. Another fence loomed, and she leaped it better than the first. She caught the top with her forelegs and threw her body over. The ground cracked under her landing, the sound of the mare behind her on the fence propelled her forwards.

At full speed, she could only keep her distance, not gain it. Spiracle had been chased before, and though pegasi had the advantage of flight, earth ponies were always the fastest and most agile. This pony was no slouch, matching every hoofstep she made. As Spiracle ran, she chanced to kick over a trash can, scattering its contents in the pony's way. A loud stomping sound behind her told Spiracle that the pony had not lost a beat leaping it.

A clothesline gave the next opportunity. Spiracle dashed through an opening and tugged on the line slightly before running again. The satisfying sound of a pony colliding with a shirt gave her a brief smile, but the pace did not let up. The shirt was thrown off in no time.

The alley gave way to the street, and now Spiracle could finally see where she was going. She spun and took a hard right towards the train station. Far ahead, in the night, echoed the whistle of the train. Two minutes to departure. Spiracle sped up.

As Spiracle tore down the streets, the cobblestone became dangerously slick. Somepony had spilled something. She turned and slid around the corner, her pursuer doing the same. A pony shouted at them from inside the candy-themed house they were passing. Spiracle ignored it and kept running.

"Look out! Look out!" the pony was shouting, but not at them. Spiracle didn't see the two ponies carrying the plate glass until it was too late.

Spiracle's head went through first, shattering the glass in every direction. Cuts formed all across her body, but her eyes were mercifully saved, and she blared through. Ahead of her, two more ponies bearing fruit baskets blocked the way. Spiracle stopped suddenly and darted to the side. Octavia, unable to react in time, careened into the fruit and crashed into it, sending it flying in every direction. Oranges and strawberries hit Spiracle's coat and repainted her in an instant.

Seeing her chance, Spiracle took off again at full speed, Octavia in hot pursuit. A pony with a stop sign waved it vainly at her, and another was waving her forehooves. "Stop! Stop!" they were shouting. Spiracle grinned. The ponies scrambled out of the way as she gave no hint of slowing down.

Going at full speed, she hit the ramp they were guarding and leaped as far as her legs would let her. Broken glass glinted in the moonlight beneath her as she sailed over it. She chanced a look over her shoulder to see Octavia behind her, a determined glint in her eyes. Spiracle focused too hard on Octavia for a moment, and botched her landing. The stumbling lasted only a minute, but Octavia was right on her tail. The sound of a train preparing for departure two blocks away spurred her onwards.

Pulling into the station, Spiracle vaulted the short wooden fence and tore down the platform. The train had already begun to depart, she ran as fast as she could bear. There were no openings in the train, and cars were passing her faster and faster. She could hear the panting of Octavia directly behind her. The caboose appeared to her left, and Spiracle threw herself towards it.

She caught one of the bars on the rear of the car, and quickly pulled herself onto the metal platform of the caboose's tail. An exhausted Octavia collapsed on the train platform as she pulled away, safe at last. Spiracle allowed herself to breathe. Her days as Sasha Gio had been left behind in Ponyville, along with a frustrated pursuer. She could worry about that later. For now, all she had to do was breathe.

Octavia simply let herself lay on the dim platform for a while. Her coat was drenched with sweat, and breath was not coming easily. She lay and breathed hard as somepony stood over.

"Wow 'Tavi, what was that all about?"

Octavia did not respond, she only rolled over. Jack Alung, the sole railway attendant in Ponyville, dragged something heavy towards her.

"Here's your cello. You really shouldn't take off like that, I don't usually make deliveries this late."

"Mhm. Thanks Jack."

The cello's case had been only slightly mishandled by the railway staff, she'd likely need to tune it when she got home. After taking a nice, hot bath, perhaps. Her moistened coat had left a damp spot on the platform as she stood up. Jack had already left to close up the station, she was alone, save for a rustling bush near the outhouse.

Octavia let her curiosity lead her over. She could have sworn she had heard Mr. Hist's voice, but nopony had been there when she had investigated. She took a wide path around the outhouse and stuck her head inside the dense growth.

Hist's head was sticking out of a bramble. He was visibly struggling, and stopped as soon as he noticed her.

"Mr. Hist? What are you doing in there?"

"I'm stuck."

Octavia held his neck with her forelegs and pulled back. After some snapping, whatever had held him broke and they both tumbled backwards into another bramble.

After several minutes extricating themselves from the overgrown shrubbery, the two assembled on the darkened rail platform. Jack had turned the lights off and probably gone home for the night.

"Hist? Were you talking to somepony earlier?" Octavia asked.

Thorax paused. What to do? Lie? Lie.

"No."

"Oh? So who was that mare I saw in the bushes there? Nobody?"

Thorax paused. What to do? Lie? Lie.

"Yes."

Octavia sighed.

"Look, it's okay. I get it. I was worried that somepony from your old life would find you here, though that wasn't quite what I had expected. Are you hiding from somepony? Is there a reason you didn't ask me to go to Canterlot?"

"I wanted to go with you, I just didn't ask," Thorax said simply. The feeling in his stomach had abated, now that Octavia was here with him.

"So who was she? Are you going to tell me?"

"I don't think I'm supposed to."

Octavia's heart sank. Her physical exhaustion caught up with her emotions, and the world began to haze and spin.

"So what is this? Is this just fun for you? Are you playing with me!? I deserve a straight answer, I've been nothing but honest with you!" Octavia shouted.

"What do you mean? What are you talking about?"

"Us! I thought we had something special. I thought there was a bond between us..." Octavia said, her voice cracking. She fought the tears welling up in her eyes. Screw Vinyl and screw that stupid bet. Screw Hist and his mind games. It was too much to bear.

Thorax, meanwhile, had figured out what Octavia meant. There was a bond between them! Whenever he was around her, the feeling in his stomach stopped. She must have been feeling it too! What it meant could wait, he had more important things to deal with.

"Of course there's a bond between us. I feel it, right here," Thorax said. He thumped at his chest with a forehoof, which was a close approximation of his stomach.

Octavia sniffed. "Really?"

"Really."

"So who was that pony? Was she really nobody to you?"

"Nobody at all. I've already forgotten her name," Thorax said, with more than a little honesty.

Octavia leaned back and let the dim light hide her face. Thorax strained to see, but her expression stayed hidden.

"Is something wrong?" Thorax asked.

A gentle breezed rolled by, rustling the grass around them. Octavia's shadow loomed larger in the night.

"Miss Melody?"

"Promise me," Octavia said.

"Promise you what?"

"Promise me you'll never do that again."

"I prom - "

"No," Octavia snapped. Thorax jerked back, but there was no aggression here.

"Promise me, like this."

Octavia pressed herself forward. Thorax jerked back but was too slow, Octavia's forelegs wrapped themselves around his body and pulled him close. She pressed her lips onto his, holding them there. Thorax's eyes closed by instinct. Her body was warm, the sensation on his mouth spread goosebumps all over his body. His fur began to stand on end, and he could feel the same on Octavia's body, so close to his.

Octavia held the kiss as long as she could, happy to let the moment last forever. Hist had resisted slightly, refusing to fully commit, yet something changed as the kiss held. He slowly let the passion rise until he was giving back every ounce Octavia gave. All the world held its breath. The two were as one shape in the glow of the moon.

As the feeling waned, Thorax withdrew and Octavia relented. A new feeling had emerged in Thorax, not in his stomach but in his chest. It felt like something flowing into him, through him. Everywhere it went, his body tingled. His senses sharpened. His eyes saw better in the darkness. His ears could better hear the soft chirping of crickets in the bushes. For that moment, he felt there was nothing to fear, that there was nothing he was not ready for.

Octavia's sweat-soaked coat had left a mark on his chest, and she muttered an apology as her eyes searched for her cello case. Thorax put his hoof on her cheek and the smile came back to her face. He drew close, searching in the gloom for her mouth, and finding it, brought back that sensation in more strength than before. He wanted it, he needed it. He became addicted in that moment, longing for it more the more he tasted it. It was only by the limits of his endurance, and hers, that they would part.

Chapter 14

It was only a matter of time before one of Tarsus' scouts found the entrance to the hive. Though Tegula's accomplices had an excess of enthusiasm, they were not certain precisely what they were searching for. One of Tarsus' scouts in the D squad had uncovered the hatch near the base of an ironstone formation about three hundred yards from the falls basin. The thundering roar of the crashing water could be heard throughout the tunnels as his team made their way inside.

Cadence and Shining Armor stayed towards the back of the party, along with Tegula, whose limp slowed her pace. Tegula was looking for any indications of struggle, evacuation, conflict, evidence. The stone hallways leading to the dock provided none.

"So, what is this place exactly?" Cadence asked.

"That's what we're here to find out," Tegula lied.

Tarsus, at the head of the column, found an intersection that led deeper into the hive. Tegula could hear him issuing orders to the haulers to locate a wider loading dock for their carts and to begin searching the upper floors. She took the initiative.

"So, since you two are here to help, Professor Cavate assigned me no diggers. I hope you don't mind getting a little dirty," she said.

"I love getting dirty," Shining Armor said.

Cadence rolled her eyes. "Sure, just point the way - and don't even think about digging yourself."

Tegula grimaced. "I told you, I'm fine."

"You get an infection in those wounds, and you won't be," Cadence replied.

Tarsus waved off the hauler and security groups, standing himself at the intersection to wait for Tegula to hobble over. He gave her one last look as she approached: disgust. Something else was mixed with it, but disgust was the main message he broadcast.

"What was that all about?" Shining Armor asked.

"Nothing. He's probably just worried about me," Tegula said.

Tegula could intuit fairly well where they were going, so long as it was down. Worker barracks were always on the lowest floors of the hive structures for some reason. While she had never had the occasion to visit another hive, the architectural books from Informational Requisition Services had specified that was how the other hives worked.

Evidence for the disappearances hadn't been forthcoming as they traveled down the smoothed stone corridors. Cadence's horn had lit up the interior of the rooms they passed, but every single one was empty. They had marched right through what had been the mess hall at one point, but nearly everything had been removed. Not even a spare tray was found. The only way Tegula could tell it had been the mess hall was a single marking near the doorway, which, fortunately, Cadence and Shining Armor had passed off as ancient writing they could not translate.

"So, we've seen a whole lot of nothing so far," Shining Armor remarked.

"Sorry it's not so exciting. I was hoping there'd be more here, too," Tegula said.

"Do you have any idea what was in this big empty room? Was it always empty?"

"Probably not. I'm not even sure how old this ruin is, since I don't have anything to sample. We can't carbon-date stone, so we'd need something biodegradable - and I think that's all rotted or been stolen. Unfortunately, we archaeologists are competing with more than just time in recovering artifacts."

"Okay, so which way do we go? There's a bunch of exits here," Cadence said. She wandered over towards one of the other entrances to the mess hall, which had a marking on it as well. Tegula approached to better make it out.

Vats Room. Authorized personnel only.

Tegula tried to formulate a reason why they should go down a different passage when Cadence found a reason herself.

"This one is collapsed," she said, advancing her light to reveal a number of boulders in the passage way.

"Figures," Tegula muttered.

"We can try to find a way around, how about this way?" Shining Armor asked.

This entrance to this passage was unmarked, meaning it was a transit hallway. As they made their way down it, Tegula kept her eyes on the markings on the walls. A number of them had been scratched at with something sharp and not quite hard enough to remove the markings, but at least render them illegible. Fortunately, Tegula could measure how long the passages were, and intuited which one led to the vats room as they passed.

Shining Armor had wanted to turn down the second vats room passage they found, and Tegula had stopped him. It was unnecessary to lie here, as that passage was also blocked. So far, only those two had been collapsed, the other tunnels were in decent condition.

Barracks. No wide loads.

"Oh, turn here!" Tegula burst out suddenly.

"Huh? Why?" Cadence asked.

Tegula weakly held up a hoof to the writing. It was in a cipher she could read, as most changeling directories were. They read and spoke Low Equestrian just like the ponies, but in case of invasion, not telling the attackers where to go had long been considered an advantage.

"See this writing? It means 'place of living', so this will probably lead us to where everypony slept."

"Oh, cool. Why would we want to go see that, again?"

"You can tell a lot about somepony's life by what they kept in their homes. Hopefully there will be something useful down there."

The passage went about twenty yards before turning into a stairwell. Tegula took note of the total dearth of drop-shafts in the Marmalade Falls hive. The stone here was of a different kind than her own hive, perhaps it could not structurally support them? That seemed far fetched, but Tegula knew nothing of geology.

The trio descended the staircase, pushing back the gloom with their glowing horns. Behind a twist and a turn, a long singular hallway opened up, with dozens, hundreds, of smaller rooms branching off from it. Tegula gasped. The entire floor was covered in a thin layer of black ash.

"Huh. Is this normal in a dig site?" Shining Armor asked.

"I've never seen anything like this before," Tegula muttered. She had instinctively pulled out a vial from her toolkit and reached down to take a sample. A sudden shot of pain caused her to snap back up.

"Here, I'll get it," Shining Armor offered. He let his magic hold the vial but Tegula stopped him.

"No magic. Don't contaminate it, you need to scoop it the old fashioned way."

He nodded and held the vial with his mouth. Cadence unsheathed her sword and used its edge to delicately push some ash into the vial.

"So, what's a bit of ash going to tell you?" she asked.

"We'll find out when I get it back to the lab. Thanks," Tegula replied.

Tegula stuck her head into one of the barracks rooms, but the story was the same as the hallway. No furniture, not even a door, just a scrubbed room with ash all over the floor. Some char had touched the walls as well. What to make of it?

There were several options, though each would be difficult to prove. It was quite unlikely that the ash was from anything other than a fire. All the doors and furniture would have been destroyed, obviously. The problem being: How would a fire get started in a rock tunnel, and consume everything in it? A dragon attack? Oil leak? A deliberate attack by a military force? Tegula could only hope getting the sample analyzed would provide the answer.

"Huh. I guess there's nothing else in this place. Crud," Tegula said. She stuck her head in another barracks room to find it, and every other room, were just as burnt as the first one.

Tegula insisted on being thorough, but after checking ten rooms, relented. They had all been burnt to a crisp and not a single clue was to be found anywhere. She hoped Tarsus was having better luck.

"Hey, I've been meaning to ask," Shining Armor said, "just who would build this place? I admit I didn't study history that closely..."

"My guess is miners," Tegula said, "this area has a lot of iron in the hills. The floor plan suggests second era, post-fall. I'm guessing though, the professor would kill me if he heard me speculating."

"We won't tell anypony," Cadence chuckled.

Tegula smiled. "Promise?"

"Promise," the Princess replied.

"I'll check the rest of these rooms later when I'm feeling up to it. I want to check something else while we're on the bottom floor," Tegula said. There were four things on the lower floors of the hive at Dusty Dries: The barracks for the worker classes, the mess hall, the vats room which fed into it, and the mausoleum. She hoped the graves would have been untouched by the fire.

"Lead on," Cadence said.

Tarsus had indeed been having better luck than Tegula, and he didn't even know whether or not she was having good luck! With the exception of the fuel supply for the coal-fired generators, nearly everything in the industrial quarter was intact. Some of the machines looked rusted, but could be easily salvaged and scrapped. There was probably over ten-thousand bits worth of equipment, and the big challenge would be carrying it all. Selling some of it to the ponies was no longer an option, it was a necessity. He briefly wondered if that lunatic minotaur who bought everything still lived in town...

"Sir!" the scout from A said, with a crisp salute.

"Report," Tarsus said.

"Sir! All the spare parts rooms are empty, just racks. Not sure if they were put into any of the machines, or were stolen."

"Hrmpf. Doesn't matter, anything usable?"

"No, sir. We did find two-dozen cans of red paint, all opened. They were sitting in the hall outside the woodworker's area."

"And?" Tarsus grunted.

"Well, that's it. They hadn't been used to paint anything, we just found them. Didn't the Queen - "

"Mind your purpose, soldier! Your job is to report, not theorize," Tarsus spat.

"Yes, sir!" the scout said, offering another salute.

"We can sell the paint, I suppose. If it can't fit in the carts, we leave it. Speaking of - "

"Squad C reports they found a suitable access point for the carts, sir!"

"Good. Trolleys?"

"Six service trolleys in good condition. All the other ones had their wheels ripped off, and we can't find them anywhere."

Tarsus paused to reflect. His report to the Queen was going to have a lot of missing details. It was her problem, yes, but his as well. Perhaps he ought to do some of his own investigating.

"Good, you all know what to do. I want everything in order of value on those carts. Anything we can't carry, we destroy. Get me?"

"Yes, sir!" the scout said. A final salute, and he charged off to inform the other squads of their standing orders.

Tarsus was left to do some number-crunching in his head. Twelve-thousand bits if he could barter it right, and maybe more if he broke down the machines and sold the parts individually. Quite a find. It almost made up for the complete disappearance of every single inhabitant of the hive. Almost.

"Hey, over here!" Tegula shouted. As they had left the barracks, the char marks had abated. Whatever had caused the fire had stopped once they were out of the living quarters area. The mausoleum had fortunately been left untouched.

"What, what is - oh," Cadence said.

Before them, in the pale light of their horns, lay the entrance to the mausoleum. The tunnel widened out considerably, so far that their light did not cast back from the edges. The room was ringed with stone columns, and in the middle, a carved pathway of red sandstone brick led towards a narrow opening. On either side of this pathway were finely carved statues of likewise red sandstone. Each statue was of a different race, the first and closest to them was that of a changeling. Its legs had been filled in, the holes in their forelegs would have proved difficult to balance with a heavy stone statue above. Behind it, a pony in a galloping pose looked on. Further behind that were a mule, a griffon, a buffalo, some other wild animals, and a few forms that Tegula did not recognize.

"What is this place?" Cadence asked. Her gaze drifted between each of the statues, lingering longest on the changeling.

"I think this may be more than a mining shaft," Tegula said, and for once, she was not lying. The mausoleum at Dusty Dries was a rather spartan affair. A long series of stone holes where the remains of a fallen changeling were interred, and stone plaques in front detailing their name and serial number. Some of the higher-ranked changelings got descriptions of their lives, and former royalty got their own rooms. Dusty Dries was a relatively new hive. Marmalade Falls, it seemed, was rather old.

"Look at this - the crafting is exquisite," Shining Armor said. He too was looking at the changeling, noticing the impeccable details etched onto its face. Up close, it was evident this changeling depicted was very old. Wrinkles were evident beneath its eyes, it fangs were dulled on purpose. It gave a tired look as it stood in front of the other species, each of whom were facing it or looking at it. Their poses, though noble in their own right, were still deferential to that of the changeling's.

"I don't think I've ever seen a changeling statue before," Cadence said. "We certainly don't have these in Canterlot's museum, and they've got everything!"

"Hmm," Tegula muttered. The records in the mausoleum could wait, she had truly not expected to find anything like this here. She summoned up what little knowledge she had of ancient changeling history from her younger days perusing books at the IRS department. Most of it had been considered classified and only available to the Queen back then, and Chrysalis' rise to power had not changed that.

"I'd have to ask the Professor," she lied, "but I'd be willing to guess that this was carved at a time when changelings weren't the enemies of Equestria."

Cadence grumbled, but said nothing audible.

"Definitely late second era," Tegula said, having no idea what that meant. Her guests didn't either, but appearing knowledgeable would keep them from asking uncomfortable questions.

The book-keeper's office had been completely cleaned out. Tegula could find no evidence of where the records had gone, but they had definitely been moved. She told her accomplices that whatever had been in the room had likely decayed or been ransacked, as the desk and filing drawers containing the records had likewise been removed. While she had found a fascinating window into the past, she had found very little actual evidence. This was rather unfortunate for Queen Chrysalis.

Dejected, Tegula was about to call it quits and head to the surface. Her wounds had begun to sting again in the heavy air, and a rest would help immensely. Her guests had acceded, when -

"Hey. Hey hold on. Look at that," Shining Armor said. Without waiting, he trotted off towards the changeling statue near the entrance. His light spell shot a silhouette of the other statues all around as he disappeared behind the pedastal. By the time Tegula had limped over, he was already digging.

"What? What are you digging for?" she asked.

"This dirt doesn't match the flooring, look," he said.

He was right, the flooring was smoothed stone, while the dirt here was the same color but had recently been disturbed. It didn't fit the rest of the architecture of the room, that was for sure. Tegula had not even noticed it, having been transfixed by the statues instead.

"Let me help," Cadence said. She quickly knotted her mane into a pony-tail and began digging.

"Wait!" Tegula shouted. The two stopped.

"Go slower. Don't break anything."

Tegula wasn't sure she wanted them to find anything. There was no stopping them now, and all she could do was wait.

A few breaks, a lot of sweating, and half an hour later, they heard a thump. Tegula had tried to help and been forced back by the royals. Even the pain wouldn't have deterred her, but they insisted and outnumbered her. She had had to patiently watch and wait, and spring forward as soon as the thump was heard.

"Paydirt!" she shouted.

"Or a rock. Gimme a minute," Shining Armor said.

Cadence and Tegula huddled close as Shining Armor dug delicately around the object. What slowly emerged did not alarm the royals, but made Tegula sick to her stomach. It was a bone, definitely a changeling bone due to the hollow structure. It was likely a recent addition, and there was char and ash stuck to it, as well as a red substance. Not blood or meat, paint.

"Oh dear," she muttered.

"We found something big! Is this a grave maybe?" Cadence asked.

Yes, and that's the problem, Tegula thought. She forced herself to smile.

"The professor's gonna be so happy! Good eyes, Shining Armor."

He flashed a smile and resumed his digging, Cadence following just behind. Tegula took the time to examine the bone more closely.

It was an upper leg of a changeling, left side. Young, showed fewer signs of labour than most. That suggested, but did not prove, that this was an officer. The red paint had been applied after the ash had, as there were spots left where ash had peeled off and took paint with it. It also was not applied to the entire bone, but rather to spots seemingly at random.

As the royals kept digging, they were quickly finding lots and lots of bones. There was far more than just one body buried here, and more curiously, not a single skull. Tegula would need more time to reassemble and catalogue all the skeletons, probably time she would not get, since Tarsus wanted to move out tomorrow night.

As more bones emerged, she found it harder to feign enthusiasm. A sickening picture was forming, as the ash spread was uniform on the bones and there were no impacts or cuts. Not a single bone had been struck by an object, indicating that these young changelings had somehow died of old age, or had been burned alive and buried. Tegula swallowed hard at the implications.

The total body count reached thirty five by the time the royals said they could dig no further. They had reached rock bottom, and had moved five cubic meters of earth. Tegula was busy rearranging and cataloging the parts as they came up, and found herself needing to use lots of space to get them all laid out. She had carefully marked and notated each body, and matched up bones with linking bones as best she could. Lost in her work, time and endurance had ceased to have meaning.

"Oh crud! Shining Armor, what time is it!?" Cadence shouted.

"What? I don't know, I don't have a watch."

"Neither do I! We might miss our train!"

Tegula managed to tear herself away from sorting the bones long enough to answer.

"Sorry, I forgot all about that," she said.

"It's no problem, we just might have to take a later one," Cadence said.

"The bones won't be going anywhere. I better take you back up to the surface."

Tegula stood up too quickly, and another burst of pain rocked through her crusting bandages.

"You mean, we can take you back up to the surface," Cadence mused. Tegula nodded reluctantly.

Tegula waved at her departing friends as they angled towards Marmalade Falls. The thundering waterfall was too close to make shouting after them any good, so she settled simply watching them go. She had "promised" to send them a copy of her research paper when it was published, which had about as much a chance of happening as a pony being beaten up by an aardvark.

Despite being officially enemies, she had a new respect for the royals, and the ponies in general. There was still an inherent animosity, and Tegula knew they would have left her for dead if they had known who she really was. Still, she felt herself feeling less uncomfortable with the idea of being friends with them if they met again. Perhaps they would see each other, under different terms. But that was for later, and her job now still needed doing.

Tarsus had approached from behind her, unnoticed. The falls had made sure he had not been heard, and he observed Tegula waving. As she turned, she nearly jumped in shock to see him standing behind her. He pulled her towards the hatch and shut it, blocking out the waterfall.

"Well, did your gamble pay off, or am I going to be putting you on latrine duty for four weeks?"

The question brought back all she had seen underground, briefly forgotten by flights of fancy of befriending her mortal enemies.

"It did. In fact, I'm going to need a few workers if you can spare them. We found something big."

"And the royals?"

"They don't suspect a thing. Uh, sir."

With the help of her fellow changelings working through the night and some of the next day, Tegula had managed to unearth all the remaining bones which the royals had missed, and correctly sort them. The red paint lines had ran at random across the bodies, and no pattern emerged. As she had pawed around the pit, she found that there was paint on the floor as well, covered by loose dirt when they had been digging.

Tarsus sent down a scout to tell her to hurry up, as the group was packing to depart and would be leaving in an hour. Tegula dismissed him without looking at him, her eyes transfixed on the floor. She began sweeping off the spare dust, revealing more red paint. Tegula swept more quickly, paying scant attention as the rest of the workers went back to the surface. More paint was revealed with each swipe of her hoof, in a series of small lines and spots.

Feeling a burst of inspiration, Tegula grabbed the bones that had red paint on them, and began filling in the pieces. Something or someone had painted the floor with the bones still on it, using a very careless and broad brush. Piece by piece, she began to assemble letters.

"X - Q - N - A"

The text was not literally written, but made sense if using a cipher. XQNA translated to "Your".

"P - R - P - I"

The next letter had either been cut off, or had one of its bones missing. It was close to the edge and the writer may have ran out of space. Tegula guessed it based on its shape, that it was an H.

"XQNAPRPIH", translated to "YOURENEXT" in changeling cipher.

A wave of triumph flooded Tegula's mind. She thrust her hooves skyward and shouted out into the darkness, "I did it! I solved it! You're next! You're next!"

The hollow echo of her own words came back to her from the gloom. "You're next!"

"You're next?" she asked herself. A single bead of cold sweat formed and glided down her neck, and she put her hooves back to the earth. She ran over the message again and again, praying it was an error. It was not, it was plainly written there for anyone to see.

You're next.

Chapter 15

Octavia rose that morning at eight o'clock sharp, like she had every day for most of her adult life. It had started when she was a filly, sometime around when she had gotten her cutie mark. No matter when she went to bed, she would awake at eight the next morning. She had no need for alarm clocks and could leave her drapes drawn, the sun having no part in waking her. This morning could be no different, and the lack of sleep brought wear on her. The only thought to cross her mind was: coffee.

She made her way downstairs and into the kitchen, where Vinyl, ever the early riser, was eating dinner on the table.

"Up all night again?" Octavia asked. Vinyl, as a rare occasion, was not wearing her headphones.

"How many times am I going to have to tell you? I. Don't. Sleep."

"You sleep. I've seen you do it."

"That's napping. It's totally different."

Octavia navigated towards the coffee machine. She didn't know the first thing about magic, but whoever had cast that spell was a credit to their profession; the machine hadn't made anything other than tasteless black soot-juice during its entire history. Truly, a magnificent track record, that.

The first cup woke her up instantly. Caffeine could take some time to kick in, but the awful taste of burnt coffee was far faster. Freshly alert, Octavia got out a bagel and sat down to paw at it without eating it for the next twenty minutes, as was her daily routine.

Vinyl was reading the newspaper now, scanning through the pages looking, no doubt, for her own concert advertisements.

"So. How'd it go?" Vinyl asked.

"How did what go?"

"Your recital, of course. What else happened last night?"

Octavia blushed. Fortunately, the newspaper was obstructing Vinyl's view of her.

"It went great. It was nice seeing everypony again, even if just for a few hours. We're going to need to set up a practice schedule soon."

"Yeah, because you need it."

"Shut up."

A catastrophic roaring sound came from the living room. Both ponies turned to look, before going back to their business of not eating.

"He snores too?" Octavia asked.

"He's the perfect colt all right. Speaking of - you guys made out yet?"

Vinyl lowered the newspaper to assess the impact. Octavia was fuming. Mission accomplished.

"Vinyl!"

"It's a simple question. Yes or no?"

"I - I - You have no right asking me that!"

"I believe we had a little wager, didn't we? That makes it my business, and I have a right to know about my own business."

Octavia resumed her fuming. Vinyl, though right, was still sticking her nose where it didn't belong. There had to be some limits.

"I will tell you, if and when it happens, and only then. Until then, stay out of it."

Vinyl jerked her head back. "Cool it, I didn't mean it like that."

"Then how did you mean it?"

Vinyl cast aside the newspaper and, for the first time in weeks, took her glasses off and set them on the table. Octavia's anger evaporated, replaced by genuine curiosity.

"I just want to make sure you're not wussing out. Don't throw away an opportunity like this," Vinyl said.

A pause followed as Vinyl waited for a response. Outside, the wind kicked up and blew the curtains inwards. A cool breeze delicately crossed Octavia's face, hearkening her back to the previous night...

"Yes. We have 'made out'," Octavia said, "is that it? Are you happy now?"

"I'll be happy when you f- "

"Vinyl!!"

"Geez, calm down. Just let it come when it does, there's no need to rush."

"Yes, there is! I only have a few days left!"

Vinyl narrowed her eyes ever so slightly. She let her head cock to the side, and a demure smile spread across her face.

"As far as I'm concerned, the bet's over and you won."

"But - "

"Fair and square. You win. Be happy with that. One month's rent, on the house. Literally, since it's my house."

"You'd really do that for me?"

Vinyl leaned forward and put both forehooves on the table. She looked out the window, not focusing on any one thing.

"I've been with a lot of colts. I've been with a couple mares, too - but I was hammered so it didn't count!"

Octavia let out an awkward cough. Vinyl shook her head.

"What I mean to say is," Vinyl said, "I've been around. I know what's up. And what I see between you two? Yeah. There's something special there, and I won't stand in your way. Take your time with this freak, he's worth it."

"Thanks Vinyl. Thanks so much."

Octavia managed to grab Vinyl before she could get away, and gave her a friendly hug. It took Vinyl a few seconds to squirm out of it and recover the glasses she had left on the table.

"Now before you get all sappy on me, in two months, you still gotta pay. Mommy needs a new turntable," Vinyl said with a wink - or maybe she didn't, as her glasses completely obscured her eyes.

Thorax eventually woke up, at ten o'clock. He had wanted to get up earlier, but had failed to tell Octavia when to wake him. Now alone in the living room, there was no sound coming from the kitchen.

Thorax peered around the corner, to see the room empty. He looked up the stairwell to find it likewise empty. Truly alone.

He snuck back towards the couch that was his quarters now. Interestingly, the device was harder on his back than his old pile of straw. It was much softer, but therein lay the problem. He had managed to overcome this obstacle by spreading his weight evenly in every direction as he lay down, which caused the pillow to press more evenly on his spine. Still, he would wake each day with minor aches. Securing a pile of straw to bed down on would be his goal once he gained the favour of Officer Scratch, though she may not have felt he'd deserved a furnishing promotion.

Beneath the cushion nearest his head, he pulled out the jar of Nectar that Spiracle had given him the night previous. He had overindulged himself on the vial which was supposed to have represented a week's supply, but this jar was easily three times the size of the vial. This would probably last him the rest of the month if he rationed it carefully.

The cushions, he had discovered, contained a large number of small fluff objects resembling cheese curds. They had a consistency similar to that of straw, and, lacking any cinnamon buns, would do as something to eat with his Nectar. He opened the jar, careful not to spill any, and applied a delicate portion of 1/5th of the jar to the curds.

There was no flavour explosion. He wanted to gag instead. What had happened?

Thorax examined the jar. There were lumps of solid material floating around inside the Nectar, and the whole thing was of the wrong color and consistency. There was a disgusting smell given off by it as well.

Had the hive already collapsed so horribly in his absence? He had never realized just how difficult it must be to keep the vats at eight-point-five-five. Whoever his replacement was must have bungled his job so thoroughly that the Queen would be hard-pressed not to recall him. Thorax wondered if another agent would arrive to beg him to take his old job back. He probably would be revered as the hero who brought back the good-tasting Nectar. That, it seemed, was the problem with being the best: he was always and forever in demand.

Thorax choked down the rest of the Nectar and cushion-curds. His stomach began a protest, and he had not the strength to crush it brutally like the Queen would have.

The Queen. Thorax paused. She would not crush a protest brutally, surely she would have persuaded everyone to come to her side. She would give a speech, perhaps, and explain her position. All the protesters would then agree with her and harmony would be restored. Thorax shook his head. Where had such a thought come from?

Thorax hid the jar of Nectar inside the couch again and set off for the front door. Octavia and Vinyl were just outside of it, preparing to enter.

"Oh! There he is. We were just wondering when you were going to wake up," Octavia said as he opened the door.

Since last he had seen her, it was as if she had learned to spontaneously glow, as a firefly does. Looking at her face reminded him of the first time he had seen the sun, but less harmful to vision. Something in her eyes drew him in, he wanted to gaze at her wordlessly and draw closer, to hold her and be held by her. Her face had a hundred tiny details that each held his rapt attention, and her every motion was exaggerated and deliberate, seen to him in slow motion.

Officer Scratch punched him in the jaw.

"Not the time, water-wings. I need that billboard done so my buddy can put it up. Some of us have real monetary concerns at stake. Now step to it!"

Thorax shook off the blow and saluted. "Yes, sir!"

The three of them went around the back of the house, where the unfinished billboard was still leaning. It was a color-by-numbers affair, the final version being a detailed picture of Officer Scratch's face and details of the upcoming party.

"Vinyl, I get that you want to make this a big splash, but who's going to read a billboard in Ponyville?" Octavia asked.

"Hey, we're not selling to Ponyville. As far as I'm concerned, that ship has already sailed. I mean, the entire west side is excited to go for some reason. The east side was pretty muted, but everypony was begging me for a ticket on the west side."

Vinyl shot a look at Thorax, who did not return it. He was busy making sure the spray-paint cans were properly stored, and checking the safety triggers for wear. He did not want one discharging unexpectedly.

"Anyway," Vinyl continued, "did you hear about the track that opened up south of here?"

"No. Some big change, I take it?" Octavia asked.

"You know it. They finally finished laying that big line to Los Pegasus, and the first train starts next Wednesday. Thousands of ponies are gonna be coming up on the short line to Canterlot. Who has zero thumbs and the best billboard real-estate in Equestria?"

"What's a thumb?" Octavia asked.

"This pony!" Vinyl shouted, rearing up and throwing her forelegs wide.

After Octavia and Thorax spent five minutes watching Vinyl congratulate herself, the three began painting up the board. The task would have been trivial to complete, save for the fact that they had too little white paint. Fortunately, Thorax knew a few white plaster recipes that he had learned to mix up during his chemistry training which could fill in the bottom of Scratch's body.

"Yeah, yeah, yeah! I am lookin' hot, wouldn't you say?" Vinyl gloated, nodding in approval at their art skills.

"Yes," Octavia replied, "we really captured your arrogance."

"Yeah!"

Octavia was about to explain it wasn't a compliment, when she noticed smoke and a soft hissing sound coming from the improvised plaster.

"Mister Hist," she said, "not to alarm you, but that mixture wasn't perchance flammable, was it?"

Thorax shook his head. "It will not ignite unless it reaches twenty-five degrees centigrade. That is very unlikely."

Vinyl froze, only her neck moved as she looked from the smoking plaster to the rest of the billboard.

"It's twenty-six. Right now. You. Idiot."

Dessicated cracks formed as the plaster began to expand internally. Smoke fumed out of the new openings.

"Sweet Celestia's beard, somepony get a bucket of water!" Vinyl shouted.

"No!" Thorax yelled, "That will cause it to explode!"

"What!? What did you put in that stuff?"

"Stay here!" Thorax yelled, and bolted around the front of the house. The only thing which could prevent a wildcat reaction if the mixture reached combustion was a tensing agent. He kicked in the door and searched desperately for anything which could act as a binder.

The kitchen contained nothing which would be of use to him, at least not immediately visible. There were no clearly marked emergency chemical storage units anywhere, which was a major violation of Occupational Health and Safety rules. Thorax had half a mind to report Officer Scratch to the OHS review board if they survived this crisis.

Thorax thought quickly, as a yell from the window confirmed his suspicions that his time was running out. There was only one chemical in the building that he knew the composition of, everything else was unlabelled.

He charged to the couch and pulled out the Nectar jar. Even if it had been made improperly, blink-grass as a tensing agent would do the job. Surely whoever had made this batch couldn't mess up something as simple as adding blink-grass?

With no time to lose, Thorax held the jar in his mouth and ran back to the rear of the building. The plaster mixture was now smoking and ponies were gathering around to watch the unfolding crisis. A large crowd had assembled, including Twilight Sparkle and Spike, who looked on nervously.

"Everyone back!" Thorax shouted. He hurled the jar at the board and shattered it, splashing his food supply all over the bottom. Instantly the chemical reacted, completely unexpectedly. Some idiot at the hive had messed up royally, because there was nowhere near enough tensing agent!

The plaster/Nectar mixture bubbled for a brief moment, then exploded violently. Everypony ducked as a fine white mist flew a hundred meters into the air. Panic broke out, but quickly receded, and was replaced with a sense of wonder.

All around them, delicate, sweet-smelling flakes of white sugary snow were falling. The billboard was largely unharmed, as the flakes did not stick to it, or anything else. They slid delicately off of any surface and accumulated on the ground. The air held a delicious scent, of honey or perhaps sugary icing. Each individual flake glinted in the sun as it fell, and melted a few moments after it landed.

Ponies laughed and stuck out their tongues to catch the tasty flakes before they disappeared. Thorax's relief quickly turned to lament, for now the ponies were consuming, before his very eyes, his limited rations, even if they did not know it. The humiliation stung all the harder as Thorax watched Octavia join in, letting a flake land on her nose before snatching it with her tongue. He sheepishly sidled up next to her.

"Mister Hist, this is - " she said.

"I'm sorry. I have failed you," he said.

"This is magical," Octavia said, and whirled to face him. She quickly clasped his forehoof in hers. "Each flake is as sweet as your heart."

Thorax was struck dumb, and quietly let the flakes fall all around him. After a few minutes, there were none left, and the crowd began to disperse, buzzing with excitement as they did. Of the ponies who remained, Twilight Sparkle stood out among them.

"So, by the smell and reaction, I'm guessing - icing sugar and nitro-glycerine," Twilight said.

"Not s- maybe," Thorax said. He cast his eyes down in shame.

"Whatever it was that did the distribution, the effect was very impressive," Twilight said, "Spike, were you keeping notes on - "

"No," Spike said.

Thorax was again stunned. If he had done something like this at the hive, he'd have found himself facing the disciplinary committee within minutes. They'd probably cut his rations or assign him to the stone-shapers division, who had to use crude tools to smooth out the stone of the lower floors for ten hours a day. Here, the ponies celebrated him.

"Dude!" Vinyl shouted, causing all eyes to turn to her. "Two questions, pyro! One: What the hell was that!? Two: Can you do it again?"

"I - wha? Why?" Thorax stammered.

"Duh! We do this in the market square in Canterlot, my show'll sell out in a heart beat. Nopony forgets something like that! And to think I was gonna strangle you for torching my billboard, hah!"

Officer scratch insisted on repainting the section that had exploded, and insisted on using actual paint purchased from the hardware store. She did the work herself, requesting that Thorax and Octavia go "chill". Octavia had agreed, though Thorax could not remember the details of the conversation. He had other things on his mind.

His food source had detonated in an accident which was in no way his own fault. Now what was he going to do? Die a slow and painful death in full view of the ponies? Go insane with hunger and throw himself in front of a train?

Thorax snapped out of his funk, he was an Infiltrator! Infiltrators always had everything under control. An Infiltrator would make a plan and follow through with it. The second part was easy, it was the first part that was hard. Thorax needed a plan, and set himself to coming up with one.

To keep distractions to a minimum, he returned to his quarters and attempted sensory deprivation. During his days in chemistry training, blocking out the rest of the world calmed him and allowed him time to become creative, to put words to the songs that formed in his mind. He quickly constructed a chamber to block the world out, using nearby materials he cleverly re-purposed from the environment. Within minutes, he was shrouded in the privacy of a dark and silent existence all his own. Now, he could reason his way out of any danger.

"Newbie!"

Reality came back in a sudden rush of light and sound. Thorax's eyes adjusted to the sudden brightness in time to see Officer Scratch staring at him.

"If you're going to do some weird mid-towner yoga crap, do it with Tavi's blanket! Don't touch my stuff without permission!"

"I wasn't - "

"And don't eat the cushion stuffing! It only looks like cheese, moron."

"I - "

Scratch stormed away before Thorax could explain himself. Octavia entered as she left, with her saddlebags now strapped to her back. Her face betrayed bemused concern.

"Word to the wise: leave Vinyl's stuff alone. She's very territorial, much like an aardvark. Speaking of, are you prepared to continue our research?" she asked.

Thorax nodded, and Octavia smiled in anticipation. She snapped to concern, again.

"You didn't actually eat the stuffing, did you?"

"Ah, no," Thorax lied, "I believe she was just mocking my skill at cooking..."

Something clicked in Thorax's mind, right then. If a brilliant chemist and Infiltrator could not get a shipment of food, surely he could create one.

Chapter 16

His plan was simple - deceptively so. An Infiltrator alone would never come up with such a scheme, no, for they lacked the chemistry knowledge that he had for so long thought of as a burden. Thorax was one of a few totally self-sufficient changelings. All he needed was Octavia's help gathering ingredients.

Octavia had not reacted when he had told her the recipe for Nectar, and would not intuit his plan or attempt to disrupt it. He could likely also use her knowledge of pony society to acquire the distilling equipment necessary to mix Nectar. The only problem was the one ingredient that Thorax could not supply or locate.

He was not at all sure what love looked like, or where exactly it came from. It was something the ponies possessed, as well as griffons and mules and all the other intelligent races, save the changelings. The details of where they kept it remained a mystery to him. He had never struck up a conversation with a Harvester, as they had greatly outranked him before his promotion, and would doubtless never be seen talking to a low-ranker like him.

Where to get it was a problem that could wait. Once he had all the other ingredients, he could then worry about the last - and most important - one.

"Where shall we conduct our next scientific expedition, Mister Hist? I'm afraid I must be in town this evening to meet the rest of my quartet, so nowhere too far away, if you please."

Octavia's saddlebag had been stuffed full of papers and spare pencils. Her eyes were alight with a new thrill that they had only hinted at before.

"I know exactly what we're going to be studying next. Has Twilight Sparkle done anything on plant species?"

"Actually, she gave me a list of important topics."

Octavia pulled out a scroll and unwound it. The bottom of the scroll hit the ground and rolled under her, continuing halfway across the street before stopping under its own weight, and certainly not for a lack of parchment. She busied herself scanning it.

"Hmm hmm, lots of plants on here. I don't think we'll be duplicating any of Twilight's research."

"Excellent. Follow me."

Thorax led the way straight towards Fluttershy's cottage on the outskirts of town. He had been feeling better as of late, even with the awful-prepared Nectar he had been forced to consume. His steps were lighter, he felt more alert and slower to tire. His excellent sleeping technique could only explain part of it, what else could be heightening his senses was a mystery.

If anything, he could view recent events as a boon. Now he could mix Nectar properly, and relieve himself the pain of having to consume that sludge for the rest of the month. Yes, his mind now was truly sharpened, and his confidence grew with each step. He could do no wrong, now.

"Mister Hist?"

Octavia was now a distance behind him, and sitting still on the ground. Thorax had noticed this, he was sure, but had ignored it on purpose, without even being cognizant of it.

He turned around and trotted back to Octavia, who wore a more muted expression than she had a moment ago.

"I don't know if anypony told you, but that's the Everfree Forest you're about to barge into."

"Yes, and? This forest will have the plant species I - we - need to examine."

"I'm sure it has no shortage of flora, it's the fauna I am worried about."

Fauna? That sounded like a female changeling's name. Another field agent?

"Oh, that will be no problem. We have a special relationship, Fauna and I, and I assure you, no harm will come to us."

Octavia was uncertain, but remembered the aardvark encounter the day previous and brought herself to the right conclusion.

"I had thought you were a pony of many talents, Mister Hist. You know, Fluttershy thought that aardvark was just thrashing you, but I knew you had it all under control."

Thorax shuddered. If his new strength was not temporary, he was considering doing some research under the revenge category.

The great arching canopy of the trees of Everfree dimmed the sun and made day into night. Only glimpses of light could be caught through the leaves as the two traveled down the path beaten through the woods. Plants species were all around them, but Thorax was interested only in certain ones. Certain ones that he did not know the appearance of.

"So, shall we get started? I'm sure there's a whole day's worth of research to be had just along this path," Octavia said.

"No, we are looking for some very specific plants."

"Oh? Do you know what they look like?"

"No. Not what they look like."

Thorax grabbed a nearby shrub, uprooted it, and proceeded to tear it apart. Octavia began scribbling notes as he did, presumably about proper botanical analysis. Once the plant had been torn to smaller shreds, Thorax ground it up with his hooves by stamping it against a rock and turning. The plant took several minutes to reduce to powder, at which point Thorax tasted it.

It tasted bitter and stung his tongue. Therefore, it was not one of the species he needed for Nectar. He knew what they all tasted like.

Octavia insisted on taking a sample of the original plant and the powder, even though Thorax had no need for it. He instead began working on the next plant species, a bramble covered in spines. It, too, tasted bitter, but a very different kind of bitter. The first one had been stinging, this one was merely acrid. Changeling taste-buds could discern several hundred types of bitter, and Thorax knew them all by a song he had composed once.

Stinging, burning, biting, slashing.

Painful, hurtful, ripping, gnashing.

From these eight, look for more.

Each splits again, into four.

Stinging hurts in just your mind.

Fast or slow, It knows but time.

Then comes the two that linger,

Stop it Hist, you're a terrible singer!

Octavia was holding both hooves to her ears and had dropped her pencil and papers. Thorax looked up from his work to see her squeezing her eyes shut. Tears had poured out and stained her fur.

"Oh - I'm so sorry. I didn't mean it!" she said.

"Mean what?"

"I - that song was just ghastly! Was that even sound? Who wrote that song you were humming?"

"I did, when I was little and shoving things in my mouth all the time."

"That - I - I," Octavia stammered. "That makes so much sense."

"I am glad you approve."

"Not of your singing. Please let me teach you how music is really made - later, when we're not in the middle of the forest."

Thorax tested all the species in the immediate vicinity, and found that none of them were Nectar ingredients. He was starting to feel a little strange, though, which he attributed to hunger. He didn't know how long it took to starve to death, but if worst came to worst, he could try going back to the hive, temporarily.

Except he didn't know where that was. A sudden panic struck him, and he stopped his work. Spiracle knew where the hive was, he didn't. Unless another agent came to rescue him, he couldn't go back. The panic dissipated quickly enough that Octavia didn't notice, and Thorax grabbed a dark-green grass and did the grind/taste test on it as well.

Other than starvation, what reason did he have to go back to the hive? It had not occurred to him that he would need to return some day, but the other Infiltrators did, didn't they? Was he any different? His assignment was high priority, but what about when it was complete?

This dark green grass had no taste at all, not even a bitter ashen one. Thorax took a bite of the powder to make sure he had gotten enough, and it still had no taste. Was this a key ingredient? Thorax wasn't sure, and he couldn't think straight all of a sudden.

Thorax reached towards the next plant, a red-and-orange little flower half a meter away. He lost his balance and tumbled over, bumping his head on the ground.

"Are you all right?" Octavia asked.

"Jusht fine. Of course I'm all right. Shhno problem here."

Octavia moved at triple speed over to him, one moment she had been across the clearing between them, the next she was beside him. Her outline blurred and she slurred as she spoke, her voice slower and lower in pitch.

"Yoouu licked thish? Thish shtuff isss a hallucinnigin. Heyyyyyyy? Cannnnn yuuuu hearrrr meeeee?"

Thorax blinked, and the inside of his eyelids shone a bright red. Blue lines whirled and collided, sparkling and shattering into a million fine points of silvery light that slid down the inside of his eyes. A roaring sound started in his left ear, and crossed through his very brain to the right side, touching every neuron between with a powerful vibration. Pain erupted in his forehead, and a crisp thwack made the world rocket back into focus.

Octavia was standing in front of him, along with her three identical twin sisters.

"Shorry to do that," all four of them said in unison, "but I can't let you passh out here. Let'sh get back to town."

"Who are they?"

Thorax pointed his hoof at the two ponies who had emerged from the shrubs behind Octavia. She turned to look, and looked back to him a second later.

"There'sh nopony there. You're shick."

"No, no. Look," Thorax said.

The two ponies started towards him, and their forms blurred and shifted as they did, revealing changelings. Octavia turned to look and again saw nothing. She held her hoof up to Thorax's forehead, and jerked it back suddenly.

"You're burning up - up - up - up - up - up - up," Octavia said. Her twin sisters each echoed the words at random, Thorax tried to concentrate on the pattern but found himself unable to fathom it. There was no pattern.

"Time to go back," one of the changelings said. The other nodded in agreement.

"Go back?" Thorax asked.

"Go back home," they said in unison.

"No! I won't go back!" Thorax shouted.

Octavia grabbed him and held his forelegs still. He fought and tried to break free, but her strength was far more than a match. The two changelings circled around him and grabbed his rear legs, then held them up in the air. They were just holding them there, not really supporting them, and Thorax's leg muscles quickly tired and began to seize.

"Go back, go back. You want to go back," the changelings chanted. Octavia joined them.

"We need to go back," she said. Her sisters kept echoing her last word: "Back, back, back, back."

Thorax panicked and fought. He swung his forelegs as hard as he could, throwing Octavia off balance as she tried to hold them down. Thorax fell over, realizing for the first time his coat was stained with sweat. Beads of it were rolling down his face and he felt points of cold all over his body where he lay on the dirt and grass.

"Stop it Hist!"

Octavia backed up and let go of him. He stood up and flailed at her again. He wouldn't go back, ever!

"Never! I want to stay here!"

Octavia wrapped her forelegs around his neck and yanked him forward as she simultaneously stood aside him. Thorax offered no resistance, unsure of what she was doing. A split-second later, she slammed his face down into the dirt, and stomped on the back of his head with her hoof.

"You're going back to the hive if it's the last thing you do. I never want to see your filthy face here again, do you hear me?" she said.

Thorax tried to look up, but the weight on his head meant he could only turn it in place. He painfully ground his mouth through the dirt until one of his eyes could see up at who was holding him.

The black face and cool green eyes of Villainous Queen Chrysalis looked down at him. Her fangs shone white and glinted in the sun as an evil smile adorned her face. Her hoof raised and came down on his face, blinding him again.

"Kiss my hooves, worm. Kiss them and be bound forever to me, as my servant."

She laughed, a shrill laugh that pounded into Thorax's mind through his ears. He closed his eyes and began to cry. Another strike came and buried something heavy into his face, scattering his tears all around. He tried to shake his head, but something was holding it in place. Throbbing sound of unearthly origin wracked his mind as he drifted off, lost in a sea of pain and confusion.

"What the hell happened to him?"

Vinyl and her guest, a large, burly minotaur, stood up as Octavia barged into the house. Hanging off her back was a sickly green Hist Amine, with several bruises along his face and body. Though his eyes were open, he was definitely not conscious.

"We were researching herbs in the forest. He licked some Rat Weed, and then he just started flipping out!" Octavia gasped out. Where the sweat on her coat began and Hist's ended, Vinyl could not be sure.

"I'll go get the doctor," the minotaur guest said. He dashed out the door as Vinyl and Octavia hauled Hist's body onto the couch and flopped him down.

"Rat Weed doesn't do this to a pony," Vinyl mused.

"Maybe he's allergic?"

"And you just let him lick plants willy nilly?"

"He's a chemist! I figured he knew what he was doing!"

"'Tavi, do most chemists you know go around licking stuff?"

Vinyl held a hoof to her chin.

"Actually that would explain more than a few things about him. I bet he ate a lot of paint chips when he was a foal."

Octavia glared at Vinyl, but the situation demanded action. She dashed upstairs quickly and came back down with a bed-sheet off of Vinyl's bed and threw it over Hist.

"Hey, y-"

"This is important, Vinyl," Octavia said with more than a little malice. She tucked Hist in tightly, and whispered, "Oh please be all right."

He was mumbling something to himself. Octavia leaned in close to hear it, but it was inaudible. All she could tell is that he was speaking very fast in whispers.

"If you don't mind me asking," Vinyl began, "why is he covered in bruises?"

"He didn't want to come with me. I think he was seeing things, things he didn't want to see."

"Oh yeah, now that's Rat Weed. Stuff gets right on top of you, if you don't cut it with any soap. So you beat him up?"

"No, I just tried to hold him. He beat himself up."

"Sure. And that guy who called me tone-deaf just fell against a doorknob three times."

"Vinyl, this is serious!"

Nurse Redheart kicked the door in and barged into the living room, followed by Vinyl's minotaur friend. She looked at the three assembled ponies for five seconds, focused on the one presently lying on the couch with his tongue sticking out, and decided what to do.

"He's the mid-towner?" she asked, pointing at Hist.

"Yes," Octavia said.

"Okay, so who's the one who's sick?"

"Uh, he is," she said.

"Who brought him here?"

"I did," Octavia said.

"Right. You two - out!"

Vinyl and the minotaur trodded outside and shut the door. Redheart needed no distractions.

"What'd he do? Flash? Smoke? Salts? Bungleweed? Red Fireworks? Nipponese Stationary? Pixel Squicks?"

"Actually, I think he just tasted some herbs we found in the forest."

Redheart gave Octavia a dirty look.

"If you don't tell me, I can't help him. What's he on?"

"I told you! It was some plant we found in the forest! We were doing research!"

Redheart looked at Hist again. She ran her hoof gently along his chest, prompting Octavia to take note. Redheart shooed her away. "I'm a professional."

His eyes were dilated and unfocused, but his breathing was normal. His heart rate was fast but within safe parameters, he was no more strained than a pony doing heavy running. His teeth, however, presented a very different story. Redheart sucked in her breath, and jerked back suddenly. Octavia snapped to attention.

"What? What is it!?"

Redheart looked at Octavia, then back at Hist. Her eyes lingered on the teeth, a story assembling in her head. Only one conclusion, based on this evidence, and 'Tavi had not come to it yet.

"Plants, huh. Was he allergic?" Redheart asked evasively.

"I don't know. Maybe?"

Redheart leaned in close. Whatever this newcomer was, he wasn't a pony. His teeth showed almost no wear, he had never eaten any significant amount of food in his life, subsisting on something else. His saliva was unable to break down the basic plant fibers he had ingested, not suited at all for anything but basic straw and simple sugars.

While this was the first changeling she had ever operated on, Redheart had read about them in her medical books. There would be no problem treating him, the question was, should she report this one to the authorities?

No. That would be breaking her solemn vow as a healer: "First, do no harm". The government had sent out notices and instructions to detain and arrest any changelings seeking medical attention, but she had determined the moment she saw those orders that they deserved to be ignored. If she did that, no changeling would seek help when injured. What then? Bleed to death, die of infection, or, as this one was, overdose on mind-altering drugs?

"His teeth, see that green near the gums?" Redheart asked. Octavia leaned in to confirm there was indeed a green film at the base of Hist's teeth.

"His saliva can't break it down, it's a genetic defect. As long as those leaves are in his mouth, he's got a constant drip. Get me some water to wash his mouth out, and he'll be good to go in an hour or two, once the drug clears his system."

Octavia fetched a cup of water from the kitchen and allowed Redheart to wash out Hist's mouth. Care was taken to prevent him choking. Redheart rolled him over on the couch and tucked the blanket up to his head.

"All right, here's what you do," Redheart said, "if he's not awake in under ninety minutes, you call me again. If he is, don't let him go running around until his headache dissipates - and he will have a headache."

"I see," Octavia said simply.

"Now, we may as well do the paperwork part while I'm here. Do you know where he keeps his ID?"

"No. When he came to town, he wasn't carrying anything. I don't think he has an ID."

"Huh. Ask him when he wakes up, I'll be at the Urgent Care tent all day today. I need to keep his files up to date in case this comes up again," Redheart said.

Redheart bid Octavia good day and headed out, allowing Vinyl and her minotaur friend back into the house. They crowded around Hist until Octavia pushed them back.

"So, what was he on? Flash? Smoke? Salts - " Vinyl asked.

"No! How many times do I have to tell you - " Octavia protested.

"I'm joking. That was a joke. He's gonna be okay, right?"

"Yes, Redheart said he'll be fine."

Vinyl and her the minotaur moved their conversation to the kitchen while Octavia kept watch on Hist. His fever went down quickly and he took on the look of a pony in a troubled sleep. Perhaps a nightmare, lingering from the drug. Octavia would not let concern cloud her judgement, and preferred to let Hist sleep his troubles off.

Vinyl emerged from the kitchen after an hour had passed.

"I don't think I introduced you," she said, holding up a hoof to indicate her minotaur friend. He was too tall for their house, and ducked as he walked through the portal into the living room.

"Name's Turnbull, but my friend's call me A.C," the minotaur said. Octavia politely shook his hand.

"Turnbull here is gonna put the billboard up. You gonna be okay without us?"

"I think I'll be fine," Octavia said.

"Suit yourself, I'll be back in a bit. Remember, it's illegal if he's asleep because he can't give consent."

Vinyl dodged Octavia's swinging hoof and was out the door before a chase could be launched. Turnbull shrugged and went after her.

Hist let out a cough.

"Gah - water! Water!" he sputtered.

Octavia bolted to the kitchen to fetch a glass, and Hist gulped it down immediately and completely when she brought it to him. She provided two more glasses before he was satisfied.

"Thank you, Octavia," he said. He wiped his mouth crudely on the blanket, which brought a dark smile to 'Tavi's face.

"Glad I could help. Don't get up, the doctor said you shouldn't move until your headache goes away."

Thorax laid back down and closed his eyes.

"I am sorry to inconvenience you so. You have helped me more than anyone has ever helped me in my whole life. I am not sure now if I can ever repay you."

Octavia moved in close to Hist and spoke softly. "That's okay. I'd prefer it if you never did."

Thorax opened his eyes again to see Octavia's radiance in front of him.

"But - why?"

"Think about it. If you paid me back, then you could just leave. I don't want you to leave me."

"I don't want to leave you, either."

Octavia leaned in and kissed Thorax on the cheek. A warm feeling overtook him, and he relaxed and smiled.

"How did you do that?" he asked, sitting up slowly.

Octavia giggled. "It was just a kiss."

Thorax held up a hoof to his face, examining it. He could pick out the small details on his fur, see the individual strands and feel the air flowing gently over them. His stomach relaxed, he let a feeling of complete confidence overtake him as Octavia hovered nearby. Her sweet, soft face hinted a grin as she watched him. It was only once he could tear his eyes off her that he noticed his headache had evaporated.

This was some sort of pony secret weapon, no doubt just like the ones that the changelings possessed and did not speak of. He could improve his visual acuity and change his form as a situation demanded, while the ponies could heal each other and increase physical strength and agility through some, as-yet, unknown mechanism. It was delivered by kissing, perhaps, though there was also some proximity component as well.

A knock came at the door and Octavia flashed a smile before turning to answer it. Three other ponies came in after her, and took up positions in the living room.

"Mister Hist, I'd like you to meet my quartet. This is Brass, Concerto, and Frederick," Octavia said, with a strained grin on her face. The other three ponies bowed or gave salutations. Thorax merely looked confused.

"I was not aware you had another roommate, 'Tavi," one of the stallions said. Thorax didn't know which one was which, Octavia had just waved her hoof in their general direction.

"He's scarcely been here a week. Oh - I almost forgot. Mister Hist, do you have a birth certificate or health card?" Octavia asked.

"A what?"

"Identification. The doctor needs it to keep your medical records up to date."

Records?

"They're keeping records of me?"

Brass the Sousaphonist coughed. Octavia ignored her.

"Well now is the ideal time to get that all straightened up. I doubt you want to be here and sit in on this meeting of ours, so maybe you could pay Redheart a visit? Please?"

"Yes. I must take care of these records."

"Good. I figured it was time he got going," one of the stallions said.

Thorax found himself standing alone outside the house rather abruptly. Octavia had had barely enough time to give him directions to the hospital before her friends had forced him outside. Whatever their problem with him was could wait, Thorax had a new and much more important job than even manufacturing a new supply of Nectar.

He had to get to the hospital and destroy his medical records, and he knew exactly how he was going to do it.

Chapter 17

Thorax attempted to follow Octavia's directions and, for once, was only minorly off the mark. He had wandered for ten minutes around a particularly large and square building before a passing pony had asked him what he was looking for. When he had told him he sought the hospital, the pony had laughed and trotted off. Thorax eventually found the hospital contained within the large building. Hospitals, it seemed, were very similar to infirmaries.

A plan had formed in his mind as he had searched, and now he set it into motion. First, he needed a disguise.

"Hello, what can I do for you?" came a query from the pony behind the front desk. Thorax sauntered in with confidence and addressed her.

"I am looking for someone who is not here," he said.

That elicited a blank look.

"Uh, okay. Name?"

"Yes. She had one."

Another pause. The pony coughed.

"Redheart," Thorax said.

"I see. You are correct, she's not here."

"Can you tell me what she looks like?"

Another blank look.

"Uh, white pony. Pink mane, kind of tall. You know, her picture is right behind me."

Thorax looked past the clerk and saw a very happy white pony in a photo. It was labelled "Redheart, N. Internal Medicine."

"Thank you. You have been very helpful."

Thorax marched straight out of the hospital and left behind one very confused clerk. Exactly as planned.

A few minutes later, Nurse Redheart strode confidently into the lobby of Ponyville General. The desk clerk waved her over as she entered.

"Hey, some weirdo was looking for you. Didn't leave his name or anything, I think he just moved here. Did you run into him on the way in?"

Thorax smiled. "Oh, yes. I have taken care of it, there is no need to mention him to anyone."

The desk clerk's head rotated forty-five degrees sideways.

"You sound awful, Redheart! Are you sick? Your voice sounds like there's a toad in your throat."

"I am fine," Thorax said. He made a note of making sure he knew what a pony sounded like before disguising as them.

"If you say so - hey! Aren't you supposed to be watching the Urgent Care tent today?"

"I got someone to cover for me."

"What? You - "

"Where is my office?"

A long pause.

"Are you sure you're feeling all right?"

"I am testing you. Obviously I know where it is, but I must be sure you do."

"Ooo-kay. Down that hall, room 119, left side. You take it easy, okay? Take a sick day if you gotta."

"You have passed the test. I am very proud of you, and will note you for a commendation later," Thorax said.

"I'm serious! Take it easy, Redheart."

Thorax made his way down the hallway as the desk clerk cast a nervous glance after him. His disguise had been perfect, and now all that he had to do was nullify his medical records.

Though he was loath to admit it, he had taken part in falsifying records before. Once, when a shipment had reached the vats room late, his supervisor, Labrum, had modified the records to make it appear as though the shipment had been on time. Thorax, being a junior processor, had merely observed and not alerted the security detail, as it was not his place to judge his superiors. Labrum had told him that this sort of thing kept changelings from getting upset for no reason. He had said it "greased the wheels" of changeling society.

Thorax was ready to smear grease all over these medical records if he had to, and let himself in to the unlocked office marked "Redheart, N" on the door. A small desk and a filing cabinet waited for him on the other side. There was just enough light coming in from the venetian blinds on the window that he would be able to see what he was doing. He closed the door softly and went to work.

The documents he was looking for were not under the 'T's in the filing cabinet, so that meant Octavia had given the doctor an assumed name. He was not under the 'H' either, or the 'A'. Only after an extensive search of the other twenty-three letters did Thorax relent. As he sat down to consider his options, he finally located the documents - on Redheart's desk.

Name: Amine, Hist

Health Number: Unknown

Age: Unknown

Gender: Male

Subspecies: Earth Pony

Illness: Dose of psilocybin in natural herb, likely triggering hallucinations.

Treatment: Basic flushing with water, allowing time for normal digestive clearing.

Followup: Incomplete.

Other Notes: Rare genetic defect precluded saliva from destroying the psilocybin normally. May reoccur in the future.

Thorax pulled a pencil from the desk's drawer and got to work. Nullifying the records meant much more than simply destroying them - that was too obvious. No, like Labrum had taught him, he would merely make the records innocuous but useless. It'd be impossible to trace them back to him once he had finished altering them.

Name: Not Amine, Hist

Health Number: 1234567

Age: -5

Gender: Male

Subspecies: The one with the horn

Illness: Dose of psilocybin in natural herb. He didn't hallucinate about changelings.

Treatment: Basic flushing with water, allowing time for normal digestive clearing.

Followup: Complete. No need to verify.

Other Notes: Rare genetic defect precluded saliva from destroying the psilocybin normally. May reoccur in the future. In my medical opinion, nothing suspicious about this at all.

Thorax stepped back and marveled at his work. He was as good as home free now. His face lit up as he approached the still shut door, not even noticing the shadow looming behind it.

"Readheart!" came a shout as the door flew open, slamming into Thorax's muzzle.

It was the desk clerk from earlier.

"I - " Thorax sputtered.

"Come quick! Somethings wrong!"

"Mph - "

"Let's go!"

The desk clerk grabbed Thorax's neck and, with remarkable alacrity, dragged him down the hallways to destination unknown. Thorax's vision blurred and whirled as tears flowed freely from his eyes. The door had done some major damage to his mouth.

When they stopped, they were in something largely resembling the mess hall at the hive, though with much cleaner, white floors. The ponies here were all gathered in a crowd around something, their bodies preventing Thorax from seeing it. As the desk clerk shoved him forwards, they parted to reveal a filly.

Something was, indeed, wrong with this pony. Her face had turned blue and she was making strange gasping sounds. She looked up at Thorax as he drew near, and immediately resumed her efforts to gasp out something. Whatever it was was unintelligible, no air was coming from her throat.

"Mmph?" Thorax tried to ask. His entire mouth had gone almost numb.

"She's choking! Do something!" shouted a pony from the crowd.

"Please, save my daughter!" shouted another.

Silence fell over the assembled ponies as every eye in the room turned to Thorax. As they did, every iota of medical training he had ever had fled from his mind. He drew a complete blank. It was as though he had never attended those first-aid classes.

"Redheart?" the desk clerk asked.

"Ah - " Thorax tried to say something.

Losing no time, the filly decided to take matters into her own hooves. With her remaining strength, she attempted to walk towards Thorax. Her consciousness was beginning to fade, and she stumbled. Thorax instinctively backed up, and bumped into the desk clerk.

With the last act of her confused and scared mind, the filly threw herself at Thorax. Thorax let instinct take over. He shut his eyes and tried to knock her away.

His flailing hoof connected squarely with the filly's chest. She crumpled to the ground in a heap.

Thorax opened his eyes to see her before him, laying with her chest down.

A mare stepped out from the crowd, tears running down her face. She could not speak.

Thorax could not speak.

Abruptly, a thunderous belch erupted from the filly, ruffling Thorax's borrowed mane. An apple core ejected from her throat and ricocheted off the side of Thorax's head, before skittering across the floor. The filly stood up, and held her head with her hooves. Her mother scooped her up and held her to her face.

"My Cate, oh my little Masty Cate! Thank you so much, doctor! You saved her life!"

The filly tried to squirm away from her mother, finding no success. Thorax's brain hadn't quite caught up to what had happened, yet.

"Say thank you to the nice doctor," Masty's mother said, finally putting down her foal.

The filly looked up with her big blue eyes.

"Thank you miss doctor."

Cheers erupted from the assembled ponies as the desk clerk breathed a sigh of relief. Thorax began to back up instinctively, making for the doorway. The desk clerk intercepted him as he left.

"A perfectly executed Heimlich, you really are the best. If I had tried it, I would have broken her ribs for sure."

"It was nothing," Thorax mumbled. His mouth only felt marginally better now.

"Hey, good thing you decided to swing by again. By the way, what are you doing here?"

"Just had to smear grease on something."

The desk clerk stopped where she was and Thorax decided to escape before any more questions could be asked. He found a safe spot in the bushes near the hospital and switched back to his persona of Hist Amine. Next time he had to disguise as somepony, he would need to do a lot more research - like eight years in medical training.

The sun set as Thorax went back to his quarters, and the moon began its eternal quest across the sky. All around him in the town, ponies were saying their good-nights and heading indoors. By the time he stood in front of Officer Scratch's lodgings, the only pony on the street was him, and the only sound was that of the crickets singing their nightly tune.

Thorax tried the door. It was locked.

"There you are. Find the hospital all right?"

Thorax whirled to see Octavia standing behind him. The dim glow coming from the houses windows lit only her deep, hungry eyes.

"Um, yes. Why are you outside?"

"I was seeing my 'friends' back to the train. If it's not too much trouble, may I ask you to accompany me somewhere?"

Thorax, lacking the knowledge of lock picking, could only agree.

Octavia led him through the sleeping town, down towards the stream which flowed beside the town and marked its southern border. As they approached its banks, Octavia looked around to be sure they were not being followed. She then led Thorax towards the town's windmill/watermill hybrid, and let herself inside the building.

Inside was the gently grinding machinery of the watermill, running slower now as the wind that provided half its power was still. It provided a gentle chorus of cracks and squeaks as Octavia invited Thorax into the building.

"You pon - you Ponyvillians don't lock up your equipment?" Thorax asked.

"Who would steal it? It's a public mill, after all. Come on, I want to show you something."

Octavia led Thorax up a ladder, then up another. He was unused to climbing them, being that there was only one in the vats room for emergencies, yet Octavia let herself up quickly and expertly. She waited patiently at the top as he fumbled his way up.

Now at the highest part of the mill, there was no light at all coming from the windows. It was nearly completely black, and only Octavia's faint outline could be seen.

"What is it? What are you showing me?"

"This."

Octavia pushed on something and a window to the stars opened up. Before them lay the town of Ponyville, and beyond that, far in the distance, the city of Canterlot. A grand castle hung from the edge of a great mountain that dominated the skyline. Far above all of that, a million stars lit up the night in the cloudless sky.

"It's - " Thorax sputtered.

"Beautiful."

For some time, the two sat, content to look out at the night. There was scarcely any need for words, nothing Octavia could say could add anything to the view. Now that he saw the world laid bare before him, Thorax realized just how small he was in it. Even Ponyville, which surrounded him every day now, was a tiny speck on the wide landscape that opened before him on the plains leading into the distance. Somewhere, off beyond those mountains, lay his old home. He had spent his whole life there, in that small place, dreaming small dreams in his small quarters. It seemed a lifetime away.

"Mister Hist, you have not told me why you left Canterlot, and I know it is none of my business," Octavia said.

Thorax turned to look at her, but said nothing.

"But, I think I know why you don't want to talk about it."

"Why?"

Octavia sighed. She looked, and Thorax followed her, at Canterlot castle, now with its lights glowing as the ponies there continued their work into the evening.

"My quartet. I love them, of course I do, but they are the last part of me that is still from there. Do you know what I mean?"

"No. Maybe."

"I'm sorry about how they treated you."

Thorax remembered that one of them had been rude. Freddy? He could only remember one of their names.

"It was nothing."

"It was not nothing," Octavia said, as her gaze grew more distant. "What they said to you, how they looked at you. It was the same look I got every day I was there."

Thorax cocked his head. "What look?"

"Like you're less than them. You didn't notice it?"

"No."

Octavia smiled in the moonlight, and leaned her head on Thorax's shoulder. A feeling of relief flowed through him as if from nowhere.

"I wish I could be like you, then. I can't avoid seeing it everywhere, feeling it all the time. I don't think they even know they're doing it."

"Hmm," Thorax grunted.

"It's why I left. Oh sure, I told Vinyl it was because I couldn't afford to live there - and I couldn't - but I could have moved in with my parents."

"So why didn't you?"

"Because then, every day, that's the look I'd get from them. They'd look at me and judge me and tell me I couldn't make it on my own in the big city. Vinyl doesn't do that. Ponyville doesn't do that. You don't do that."

Octavia closed her eyes and leaned more on Thorax. Her body heat and his mingled together, keeping both of them warm in the cool night air.

"Don't you ever feel that way? Like everypony is looking down on you?"

Thorax's thought went back to the hive. Before, he had thought that it was merely his place to be snarled at and ordered around. He had thought that, if he were promoted to a position of importance, that he would then be the one snarling and barking orders. Only now did it occur to him that it didn't need to be that way at all.

"I felt like everyone didn't even know I existed," Thorax said.

Octavia sat up and brought her face close to Thorax's. Her eyes caught the full reflection of the light of the moon, and Thorax lost himself in them.

"Like the whole city was smothering you," she said.

"But I didn't realize it until I left," Thorax said.

"And now you don't want to go back, not back to that." Octavia leaned in closer.

"Not ever."

They kissed, and Thorax lingered on every sensation she brought to him, every tiny detail and every minute motion of her lips and her tongue. This was what he wanted now, the hive and his Queen were a distant, small memory that was better forgotten. Octavia wanted him, he wanted her, and beyond that, he needed nothing.

Two became one again under the stars that night. For a time, all was well, and the world stopped spinning for them.

Chapter 18

The sun broke over Ponyville that morning and the citizens greeted it as they always did - by rolling over and collectively putting a pillow over their heads. All except Octavia, who had a destination today.

Like most ponies who thought sleep was for the weak, Vinyl was nursing her aching muscles with a generous application of the notorious pain-relief medicine: caffeine. Octavia noticed a fresh cup of coffee waiting for her on the table, a delightful change from Vinyl's normally oppressive morning attitude.

"Grmp," Vinyl said.

"Well, aren't you bright and chipper this morning," Octavia said.

"Mrph."

"Glad to hear it. I've got something I need to do, so I'll skip the usual repartee."

Octavia downed the cup of coffee in one gulp and used every ounce of willpower she had to not scream. It was ice cold.

"What the!?"

Vinyl could not help but laugh. "Oh, I got you good, you wuss!"

Octavia reeled and forced her teeth not to chatter endlessly. She had to hold a hoof to them temporarily, until warmth ebbed back, and she could speak again.

"I ought to know better than to expect charity from you."

"Bah, don't be a sore loser. That right there is called endearment. We only hurt the ones we love."

"Indeed. To return the favour, why don't I send you to the emergency room? Maybe they could do some work on that ugly scar on your face."

Vinyl's eyes bulged, hidden behind her glasses, as always. "What scar?"

"Your mouth. If it were sewn shut, I'd consider it quite an improvement."

Vinyl touched her hooves to her heart. "I can feel it right here, I always knew you cared beneath that gruff, unlovable exterior."

Octavia snuck delicately into the living room. Hist was asleep, but not in his customary bizarre pose. This time, he had selected a different bizarre pose, where his head was resting on the floor while his hind legs were on the couch.

"I saw a movie like that, once," Vinyl said. She had followed Octavia into the living room and was giving the same attention to Hist.

"Where a lunatic broke their back by sleeping upside-down?"

"Hell no. He was a martial-arts master and he ate raw eggs and pocket lint. He beat up two-dozen ponies at once, and it was awesome."

"But he was still a lunatic?"

"I didn't say he wasn't."

Octavia's cello case was the same place she had left it the night previous. Her quartet had squeezed a brief practice session in before Vinyl's arrival had interrupted them. For no readily apparent reason, Vinyl had been loaded down with three-hundred glowsticks, six gallons of paint, enough pomegranate juice to fill a swimming pool, three liters of sunblock, a number of blasting caps, and a whole galaxy of assorted coloured bottles of dubious origin. She had labelled them "refreshments".

Despite the short tenure of their practice session, Brass had still complimented Octavia on her technique. Octavia hadn't practiced all week, yet felt better than ever. Something about her felt crisp and capable, she could feel the music through her very bones as she moved her hooves in time. Simply touching the cello case brought a faint echo of that feeling back to her. Through her talent and years of practice, now she would bring that feeling to Hist.

"Whatcha doin' with that?" Vinyl asked as Octavia check the case over.

"I need to go practice."

"Duh, I could have told you that. For what?"

Octavia checked to make sure Hist was still asleep.

"Tonight. Tonight's the night," she said with a grin.

"Oh-hoh! Well, I do believe I have something to do tonight that will keep me away until morning, even if I don't know what it is. You want me to keep the trainee in the dark?"

"Keep him distracted, and keep him far away from Applejack's barn. I need to be perfect."

Vinyl scoffed. "Perfectly smelly. If you're going to be practicing in a building full of pig crap, at least take a shower before you stink up the stage."

"Shut up, Vinyl."

With her cello case slung on her back, Octavia navigated the streets of Ponyville. Vinyl, having nothing better to do and not quite ready to pass out from a combination of sleep deprivation, hunger, and boredom, had decided to accompany her.

"It's really bright out," Vinyl complained.

"Yes, that is what happens when the sun comes up. Do you have a hangover?"

"No, I don't drink alcohol. Not straight, anyway. Always cut it with something."

Octavia paused her walking and glared at Vinyl.

"Why did you say it like that? What do you drink, then?"

"None of your business."

Octavia put the pieces together, slowly. White coat, red eyes, fear of the sun, hates garlic, and dodges the conversation point of what she drinks: Vinyl wasn't telling her something.

"Have you told your parents?" she asked.

"Told them what?"

"That you're an undead abomination who stalks the night, feasting on the blood of the innocent and the vulnerable."

Vinyl shook her head. "I'm not into punk rock, just electronic."

"Ah, I see."

Octavia and Vinyl continued along. Vinyl cleared her throat.

"I only drink blood for performance purposes."

As they walked, Vinyl took interest in a pink pony who was staring idly into the distance. She took no notice of them as they approached, and Vinyl nudged Octavia into detouring closer to her.

"Hey hey hey," Vinyl said, letting a mischievous grin adorn her face, "If it isn't my old pal Mia."

Princess Cadence giggled and left her position, reclining against the outside of Ponyville's library.

"Scratch, it's been ages. Or a couple months, whatever," Cadence said.

"You know the Princess?" Octavia asked.

"Duh, I DJ'd her wedding. Me and Mia go miles back."

A quick hoof-bump ceremony followed, with Vinyl and the Princess creating an elaborate three-dimensional image in the air with the expert motion of their hooves. Forward, upward, bump, bump, down, bump, forward, bump. Octavia's eyes lost track of the action in mere moments.

At last, the procedure ended and Vinyl stepped away. "What takes you to Ponyville my solid sister?"

"Just a little truance. Word around the grapefruit is you've got some kind of concert going on. You're not gonna make me beat a slipknot out of your whipped head, are you?"

"Whaaaaaaaat?" Vinyl asked, drawing her head back and tilting it to the side. "I'm straight clean, baby. Straight clean."

"Nippin'. I'll see you there," Cadence said.

Cadence yawned and dismissed herself with a bow. She headed into the library and left a very confused Octavia outside.

"What did you just say?" Octavia asked.

"You never worn down on the sound? I dated a mid-towner once, I know all the lingo. One rip and I'm tingling a freeze, dig?"

"I dig," Octavia said. She most certainly did not dig.

"Mia and I got all up in the downs. We once rummied a Polish hotdog, and then got it to pay the hospital bill. Good times, but I'd never do it now. Not limber enough, for one thing. Over 18, for another."

Octavia shook her head. She needed to get a lot more sleep.

Octavia had demanded privacy, hence her selection of a remote, unused barn on the Apple family property. Vinyl left her to that and returned home to find the newblood being intimidated by a minotaur, just in front of the building. The door sat ajar, and Hist was making some effort to block it.

"Hey, A.C. Don't mind him, he's special."

"What sort of beast are you?" Thorax snarled. He took a defensive pose, ready for a fight - or flight, if the situation called for it. What remained of his sensory deprivation chamber could serve as a fortress, if needed...

"I'm a minotaur," A.C said, before spinning to address Vinyl, "VS, we need to talk."

"Well then," Vinyl said, "step into my office."

Vinyl didn't move a muscle. Thorax waited for something to happen. It didn't.

"Now that we're here," Vinyl continued, "what's up?"

"We doubled the goal. I think we're going to need to change the venue, because the stadium can't hold six-thousand."

"Six - " Vinyl said. Her voice cut out, and her throat clenched.

"Thousand. Yes."

For all the world, it seemed as though Vinyl had become frozen in time. Even gusts of wind refused to ruffle her mane, as confusion slowly seeped into A.C. and Thorax. A.C. waved his hand in front of Vinyl's glasses, and received no response in return.

"What happened?" Thorax asked.

"I don't know. Vinyl? Are you okay?"

A caterpillar, who had been making its determined way across the ground, found an enormous white towering column ahead of him. He began to scale it, his antennae having determined nothing hostile about the construction. As he ascended, he kept alive his search for more leaves to devour. The white hairs all along the column were plant-like enough that he tried a little nibble.

"Officer - "

"Damn it!" Vinyl screamed. She scratched off her foreleg, knocking the caterpillar back to the ground. It landed on its back, rolled, and continued its search as though nothing had happened.

"I am sorry, sir," Thorax said.

"Shut up, rookie. You know what? You're promoted. Good job, and all that crap. You made trial-account. No pay raise, of course, but you do get a responsibility increase."

"So, uh," A.C said, "I've got a couple other venues who we could ask. We'd need to go now if we're going to get a hold of the owners. Train leaves in twenty min - "

"I shall never fail you, Officer Scratch!" Thorax shouted. A.C. sighed and let his shoulders sag.

"So, listen up, shareware," Vinyl said, raising her chin slightly, "You've got to guard the house until Tavi gets back, 'cause I'll be gone all day. Think you can handle that?"

Thorax saluted. "Yes, sir!"

As per the hazily recollected snippets of conversations he was not part of, Thorax knew his duties as security chief consisted of two objectives: Apprehend anyone attempting to gain unauthorized access to the premises, and loudly boast about any violence inflicted during the completion of the first objective. He would worry about the second one later, for it seemed to come naturally to other security personnel in the mess hall.

Thorax organized a set of patrols to be performed every ten minutes around the perimeter of the building. He wrote them on a schedule which he had appropriated from the piles of paper which Officer Scratch routinely left in the kitchen. There were a wide range of other pieces of text on the papers, but enough open spots that Thorax could re-use them efficiently. He made a note of each patrol and whether or not it was completed, as well as who was assigned to it (Trial-Account Hist) and the level of satisfaction of the commanding officer.

Each patrol brought new dangers. Thorax was keenly aware of his waning food supply, as each moment brought him closer to starvation. However, obeying a direct order from an officer outranked such considerations, at least immediately. He would need to request leave soon.

The first two hours were uneventful. Twilight Sparkle had come requesting the notes that Octavia had made, but otherwise no pony came calling.

On the third hour, a street gang of fillies calling themselves "The Crusaders" attacked Thorax. He was unprepared for the onslaught but managed to repel the invaders before they could execute whatever diabolical plan they had cooked up. Their operation consisted of a frontal assault via wheeled vehicle, followed by profuse apologies and requests not to tell their parents. Thorax would have a full report ready for Officer Scratch when she returned.

Thorax took a break during the fourth hour. No infiltrations were attempted during that time - that he knew of.

During the fifth hour, "The Crusaders" had returned and requested to assist Thorax. They were far too young but not at all lacking in spirit, so he put them to work protecting the interior of the house.

In the sixth hour, Thorax was forced to dismiss his new helpers as too inexperienced to be useful. They had not followed standard procedure and had allowed an interloper, who had somehow gotten past Thorax, to ransack all the cookies in the kitchen. The orange one insisted on pointing out that the crumbs on their mouths and bodies were due to the resulting scuffle with the invader. Fortunately the young ones were not hurt, but security detail was definitely not in their future. They grudgingly agreed and left Thorax to his duties.

During the seventh hour, a mail pony came by and dropped off some letters. The pony left before Thorax could ask about any of their contents, but he knew enough not to attempt to open any of them without direct permission. He could, however, read the titles of them. Officer Scratch would certainly be happy to receive them, as it seemed she had both won several contests and vacations, and would be having excellent luck with the stallions if she took a certain pill. It seemed to be only good news for her!

Finally, the eighth hour brought Officer Scratch back, sans her Air Conditioning friend, and Thorax was finally relieved of his patrols. The smart rap on the head he received when he tried to provide a summary told him that she preferred written reports.

"So, Tavi hasn't come back yet?" she asked.

"No ma'am. I am uncertain as to her whereabouts."

"Good. I figured I'd need to keep an eye on you for a while longer. Any trouble with the house that is actually important, and not weird stuff involving imaginary cookie bandits?"

"No ma'am. Why the heightened security?"

Vinyl shook her head. "You're a total idiot, aren't you?"

Thorax saluted. "Yes ma'am!"

Vinyl only sighed.

As the evening went on, Vinyl retired to the living room. She was fighting every urge to close her eyes until Tavi got home, and her boredom forced her to - ugh - make conversation with the mid-towner.

"So. You're from Canterlot, right?" she asked.

"That is correct, ma'am."

"Ever go to one of my concerts?" Vinyl asked. Her chest puffed up on its own accord.

"No ma'am."

"That's okay, you only missed the best experiences of your life. I mean - I don't know if you've had kids or something yet, but I assure you, my music is way better."

"I will take your word for it, ma'am."

Having barely anything in common was not making this easy.

"What about the big changeling attack. Were you around for that?"

Thorax paused. "No ma'am, though I wish I could have been."

"Yeah, you missed some great fun."

"Fun?"

Vinyl leaped onto the coffee table and stood on her hind legs, making punching motions to accent every other word.

"Oh yeah, I beat up, like, six. And don't you tell me I'm lying, if you'd seen it you'd know."

"You could perhaps tell me about it?" Thorax asked, preparing to make mental notes. Reporting on the Canterlot Raid would not be news at the hive, but would definitely reflect well on his information gathering skills.

"Well, I was getting everything ready for my set, right? Tavi was there too, she offered to help me. We were just plugging stuff in and checking the speakers when these changelings showed up from the sky and started hassling us.

"So, I was all like, 'Hey, I don't care if you suck at skydiving, don't do it on my equipment!'"

Vinyl looked sad that Thorax hadn't laughed.

"... Nothing? Not even a smile? Okay..."

Vinyl put her best changeling impression on, which consisted of baring her teeth. Thorax waited patiently for the next part, using the downtime to compose a new song to help remember.

"Well, they didn't smile either, they were all 'Rargh!' or something, I kinda forgot. Tavi tried to tell them off. One of them shoved her and spilled her tea everywhere, and that's when it got crazy. She just looked at the spilled tea on her chest and, like, I don't even know, Hist. She just started going insane. She flipped out and punched him, or her, whatever, and then she bashed another one's face into the ground. And so I had to go pull her off the changelings and then they started coming after me, so then I had to fob them off.

"So then, I'm like, Octy we gotta get outta here!' and she was like, all silent, and she just grabs another one and totally throws him at a wall. I took some split wires and totally shocked a changeling, it was so sweet. I got whacked in the head after that, so I don't remember what happened. I woke up after it was all over, and Tavi was just setting up the rest of my equipment like nothing had even gone wrong. Hey, you okay?"

Thorax was visibly shaking, and sweat had dampened his mane. This was not helped by the fact that not many words rhymed with 'wanton brutality'.

"This has terrified me."

"Cool," Vinyl said, giving a dismissive wave.

"Why would Miss Melody do such terrible things?"

"What, play the cello?"

Vinyl waited, as Thorax continued his wide-eyed stare. Scratch frowned again, her shoulders sagging. She hopped off the table, then turned around and realigned it with the carpet.

"... Ahem. I dunno. Some things just set a pony off, you know?"

"Such as spilling her tea?" Thorax asked.

"If it's a white tea - watch the hell out. Green tea, she'd probably just break your nose."

Thorax's glassy stare belied a paralysis of both his body and of his composing ability. Scratch, being a musician, must have composed quite a ditty to memorize that battle, but he hesitated to ask her for her secrets. If anything, balling up in a corner was a much more appealing idea.

Chapter 19

As evening came, Thorax managed to calm himself down. Officer Scratch had excused herself and left him in the house, alone, to ponder his situation. The shaking had not stopped, but the sweating had. Did all Infiltrators deal with this? Was this part of the job?

He was interrupted by the sound of a key rustling against the door. The portal opened to reveal Octavia, dragging behind her a case, the same case he had seen her take on the train with her before. As she entered, her eyes locked on him and did not waver, even as her body turned, her head swiveled to stay trained on him.

Without breaking eye contact, she set the case down and extracted the heavy wooden cello from it, and the accompanying accessories. She straightened out the bow tie she always wore, and ran a hoof through her mane to make sure all was in order.

"What are you doing?" Thorax asked.

"What I have been doing this whole day, nay, since I've known you. Preparing."

Octavia stepped back, leaving her back to the living room's entrance. Though her eyes remained locked on Thorax's, she did sneak looks down at the bow in her hoof to make sure it was properly aligned. She tested the strings on the cello one last time, ran the bow silently along each length. Only she could hear, feel, the vibrations that came from it. All was in alignment.

"Sit down."

Thorax sat on the couch.

Octavia held up the bow, her whole body tensing up as she took her bipedal pose along the length of the instrument. She regulated her own breathing, she tuned her ears to the chirping of the night outside. She paused.

"Mister Hist. Have you heard of Carnival of the Swan?"

Thorax shook his head.

Octavia closed her eyes and the world went black. The inside of her eyelids let pass no light, not even the dim glow of the candle in the living room. The only senses she needed now were those of touch and sound, to feel the vibration in her soul and bring it forth into the world in the form that ponies could perceive. It was a dim echo of the feeling that was within her, if only those others could grasp what she did every time she picked up her cello.

Her bow began moving automatically, in time to the song she had rehearsed the whole day. Lacking an accompanying chorus to back her, she put her strength into the volume and dragged each note to fill the gap that her quartet would have normally filled.

Thorax felt himself begin to relax and drift away. In the back of his head, a thought emerged. This is a trap! Thorax ignored it. He closed his eyes as well and lay his head back on the couch. A profound sense of calm overtook him, his body sinking into the cushions and the world itself feeling distant. The thought was as nothing, and it was soon forgotten.

Octavia finished the first part of the suite and began the second verse, which was a solo for her. The suite was actually meant to be accompanied by a harp and a piano, playing her backing. In the second verse, the piano played only three notes in arpeggio, leaving the ear to her cello almost alone. The first part was a series of long and low draws, and Octavia let the sound inside her whirl into the world outside.

Thorax snapped back to reality, his throat having suddenly clenched up. The reason became obvious as his stomach began to churn, alternating between expansion and contraction. He found his lungs no longer responding to his orders to breathe, and the world grew dim. He could not even build the strength to stand, and lay in the recesses of the couch. Again, the thought emerged. A trap! Run!

Passing to the next part, Octavia's cello went half an octave higher to match the Swan's increasing pace. The second verse would end with a long, drawn out return of the harp where she held only a single note.

Thorax sat up but was unable to speak. The paralysis had come and gone without warning, and he knew not why. Octavia was playing coy, her eyes were closed and she had not noticed his struggle. Thorax reclined slightly, wondering whether or not he was in the grip of a nefarious ploy. Was it too convenient? Had Octavia been planning this, ever since she had stunned him with her clarinet a week earlier? He could only recline back into the couch in nervous anticipation.

The pain came back, seizing Thorax's legs as Octavia began the third verse. Here, in the classical description, the swan met its mate and the two began to dance. Octavia played the higher notes for the female, and the lower notes for the male, intermixing as the two fell in love and circled one another. Thorax's body wracked in agony, followed by bouts of peace, and then a return to distress. During his clear moments, he could only summon enough will to prop himself up enough not to fall over.

Now came the great finale, as the swans linked wings together and flew off into the sunset. The song narrated the story of their budding love with arpeggios rolling up and down the octaves until the swans were out of sight, and the song would end. Octavia's bow expertly brought the story to life, and, were the audience of mind to see it, cast the truth of their love in the air that the sound wore as its medium.

Thorax felt the vibrations in his skull and down to his bones. The rapid oscillations began to overpower him, and the world suddenly went completely dark as his eyes began to stop functioning entirely. His desire to scream was overcome by total paralysis in his nose and mouth. His whole body became numb, the only thing he could do was sit and helplessly wait for the feeling to end. Octavia's beautiful melody continued to roll through his ears, until, finally, he lost control of himself completely.

He cried, both in his mind and through his tear ducts.

His body began to tingle.

All through him, though he could not see it, he knew that his illusion was dropping.

With that went his balance.

Octavia finished the suite and opened her eyes, expecting to find her new lover lost in the bliss of her music.

Thorax, truly Thorax now, plunged from his perch on the couch and crashed through the coffee table.

Octavia's bow fell from her hooves, and her cello clattered against the floor a moment later.

Octavia charged forward, her body acting well before her mind was arranged enough to issue the orders. One part of her continued to exist as though nothing had happened, it continued to play back the last few seconds of her recital, being critical of it and noting down errors. Another part asked questions idly. Did Hist enjoy it? What would Vinyl have said? It was only after Octavia had pinned the black creature to the floor that her brain finally caught up, and asked the most important question.

"Where's Hist!? What did you do to him?"

"I..." the creature choked out.

Octavia brought the thing's head up from the floor and held it, suspended in midair. It was surprisingly light, and it gave no resistance now.

"Tell me! Tell me now you monster!"

"I... Hist..." it spoke again. It struggled to build the words.

Octavia brought its head crashing down with all her strength, into the floor. The changeling did not even utter a whimper of protest, it absorbed the beating with muted regret. It continued to try to gasp out a sentence.

"I - I am him..."

"No!"

Octavia put both of her forehooves on the beast's throat and squeezed with all her strength. Though the thing's wings fluttered weakly, it still did not struggle or fight. It hung listlessly as Octavia choked it.

"I will not allow it! You - you can't be - not - not..."

Octavia dropped the changeling, which landed in a heap and lay still. Octavia turned away, suddenly sick at the realizations she could no longer suppress. Though she closed her eyes, the visions in her mind's eye would not stop, and the image of Hist and this - creature - being one and the same...

Octavia opened her eyes again, to see that the world had fallen away in her absence. Gone was the carpet, the couch, her cello, the roof, the building, Ponyville, Equestria, the world. All that hung now in the infinite darkness was her, and the prone, listless form of blasphemy before her. She reached down again, and picked it up by the neck.

Its face changed. A filly's face, young, perhaps it was fifteen years old. It sneered at her, now having no trouble speaking despite the grip she had on it.

"Where's your girlfriend, dike? Vinyl off snorting coke in the bathroom?"

"Shut up!"

She tore her hoof from the creature's neck and used the freed limb to strike at the changeling's face. The creature took no notice, and resumed its sneer.

"Nopony's gonna come to your aid, you know. Who would? Just admit you're not one of us, and maybe we'll leave you alone."

"Liar! You never gave me even five minutes to myself..."

Octavia struck again at the phantom, unleashing a fresh stream of blood from its nose. Where the blood fell from its face, it trickled and dissipated into the emptiness around her. Octavia struck once more, denting the thing's muzzle at an upward angle. The face blurred and shifted again, into the face of a familiar colt.

"Woah woah, you're gonna just come up and talk to me? Just like that?"

"I thought we had something special," Octavia pleaded through her tears.

"Don't you know what a one-night stand is? I can't be seen with a fatty like you. Get lost!"

"Bastard!"

Octavia slammed the face into the floor directly beneath her, then did so again, and again. Each time she brought the beast's head back up, it was more bloodied, more battered, but still glaring at her. She brought the head down again and back up, only the face was different once more.

This face needn't say anything, it merely stared. Her mother was wise enough not to need words to say what she needed to, everything was communicated in the same stare Octavia had received all through her life. It had been her father who had talked to her, who had encouraged her, who had cared when she had come home crying. It had been her father who brought her her first instrument, and her father had been the one who taught her to play it. Mother had just stood there.

"I don't need you any more! I have friends now!" Octavia bellowed.

Her mother shut her eyes and shook her head.

"I hate you! I never want to see you again!"

Octavia threw the changeling as hard as she could into the void. She shut her eyes and held her head to her forehooves, trying to gain control of the tears that flowed like a waterfall from her. As her throat clenched, she could only barely catch her own breath between her sobbing. She forced her eyes open to see the changeling, having shifted back into the lie of Hist Amine.

"It was too easy," he said, "you didn't suspect a thing. Did you think anyone would ever love you? Did you think I would? Even a monster like me has standards. Nothing personal, you're just a means to an end."

"What - what gives you the right? How can you play with my emotions? Don't you have a heart?"

Hist grinned wickedly. "Of course not."

Octavia felt a surge run through her body, causing her fine hairs to stand on end. The void around her lit up in crimson glory, revealing her cello on the ground between her and the fallen changeling. She realized what was left to do.

The changeling began laughing as she picked the cello up by its neck. It cackled wildly as she drew the instrument up to her head, as she stood on her hind legs and arched it behind her back.

"All too easy! All too easy!" it laughed.

Octavia brought the cello down on its body with every fiber of strength she had. The changeling dropped its disguise as Hist Amine, showing its fanged, pupil-less face again. It howled in agony as the cello struck. A sickening crack echoed through the night as the wooden instrument smashed through its spine.

Now its face shifted in the face of her roommate.

"Tavi, stop!" it pleaded.

"Go to hell," Tavi growled. She hefted the cello again.

"You're going to kill him!"

The world snapped back into focus. All around her, the black fog of the void thinned, and the living room returned. Laying on the floor in front of her was Thorax, his body twisted at a grotesque angle. Over him stood Vinyl Scratch, reared on her hind legs to protect him from Octavia. With her forelegs thrown open, she stood prepared to block the next strike. It did not come. Octavia dropped the cello.

"Oh my..." Octavia whispered.

Vinyl relaxed her pose, but kept herself between Octavia and Thorax. "What happened? Is the - "

"Get out," Octavia stated.

"But - "

"Get out, Vinyl!"

Vinyl dropped to all fours, letting her gaze drift between Octavia and the cello that had clattered to the floor moments before. She shot a look at the fallen changeling, then back to Octavia. Tavi wiped her face, knocking away the tears that had pooled up.

"Fine," Vinyl said. She trotted to the still-ajar door and slammed it on her way out.

Octavia did not move from her spot, she did not check on Thorax, she did not check her cello for damage. She fell to the floor, balled up, and cried.

Before he fell unconscious, the last thing Thorax heard was sobbing coming from the pony he had thought he loved.

Chapter 20

From somewhere deep within the hive, a melody vibrated through the thin stone walls. Powerful and low, the bass could be heard all through the structure. Queen Chrysalis had sent a security detail only half an hour ago to locate the source of disturbance, yet they had been unable to find it. That, or unwilling to report that they had.

The Queen stood now next to a mechanical parts store-room on the lowest floor of the hive, which was technically considered a sub-basement meant for water collection. The water had further dried and required a different mechanism, that of diverting a nearby stream towards the upper floors for direct acquisition, and the area had been re-purposed. It was seldom traveled and the passing maintenance crew members paid her no notice. They had no need to, for she seemed, to them, to be a rather young, lost-looking first-year trainee.

Tarsus, however, knew what to look for. He casually made his way along the corridor and, seeing her nod to him, stopped next to her and reclined against the wall. He waited until he was certain there were no eavesdroppers in the hallway before he spoke.

"My queen," he said to confirm.

"Indeed."

"What is the purpose of this meeting place?"

Chrysalis motioned at the door of the store-room.

"Tegula waits for you within. You will guard this entrance until I have finished personally debriefing her, at which point, you will then have your chance. I will meet you in my quarters at 1900 hours. Understood?"

Tarsus chanced a salute. Chrysalis relaxed herself and opened the door to the darkened store-room, being sure to close it behind her.

After half an hour had transpired, Tegula stuck her head out from the door.

"Uh, Commander?"

Tarsus glanced over at her.

"Yes?"

"Um, Chrissy says you can come in now."

Tarsus made sure the hall was empty before following her lead. The room held two-dozen stone shelves with an assortment of replacement pipes and parts for the plumbing system. The sole enchanted light flickered at random and left no end of sharp shadows throughout the room.

"Where is the queen?"

Tegula looked around. "She was right here..."

Tarsus could make out, in the gloom, the square outline of a secret passage along the back wall. He chuckled to himself.

"Never mind. Let us begin. First, I am sure I need not tell you that everything you have seen on this mission does not leave this room. Do not write in your journal about it, do not gossip about it, and certainly do not include it in any official reports."

"Understood, sir."

"Very well. I will be discussing with the Queen all the details of your mission. Please inform me what you found."

Tegula detailed the whole story, of her finding everything abandoned and mostly looted. Of finding the ash in the quarters. Of finding the bones of changelings, and of the paint written atop them that she had decoded. At Tarsus' request, she repeated the parts he had been present for, recalling as best she could.

"I see," Tarsus said as Tegula finished.

"Is that all, sir?"

"No, it is not. However, this is no longer official. I have some more questions for you."

"About what?"

Tarsus paused, allowing Tegula time to think. He waited just long enough for her mind to begin to wander.

"Tell me about your relationship to the Queen."

"My what?"

Tarsus took a step forward and Tegula instinctively took a step back.

"While you have fulfilled your duty faithfully and I have no reason to suspect you, being suspicious is my job. When I went and pulled your records, I found you had never worked in the botanical survey. I found that the forensics department has no idea there's a Tegula working for them. I found that your birth records have been clearly forged. If it were not for the fact that the Queen knows you personally, I'd have you in the brig until I figure out who you are. So, tell me, what is your relationship to the Queen?"

Tegula swallowed. Tarsus pushed his head even closer, and Tegula drew further away.

"Chrissy and I used to do botany work. That's it."

"That doesn't explain any of it."

"It does!"

Tarsus took another step. Tegula tried to back up, but bumped against one of the storage shelves. A metal part loosened and fell, clanging as it rolled away into the darkness.

"Try again," Tarsus said.

"I'm serious! Chrissy said I wouldn't be safe if anyone knew I knew her!"

"So, she wiped your records? Made you change your name?"

Tegula nodded. "Yes, sir."

Tarsus relented and let Tegula room to breathe. She availed herself immediately.

"I take it you were not one-time associates. Does this go back further?"

Tegula hung her head. "We did basic training together. She's a good friend."

Tarsus drew back, turning to face the doorway and pacing in place. Tegula let out a sigh of relief, and waited for the next question.

"You may not believe this, but I can relate to your position. However, I have other matters at hoof. What has your analysis of the ash told you so far?"

Tegula scrambled to pull a note pad from the shelf next to her. Her poorly-written notes were legible only to her, and thus in no need of a cipher.

"Uh, best I can say is that it was a primarily wood-driven fire, burning at one-hundred-forty centigrade in low moisture conditions with limited oxygen."

"How long ago!?" Tarsus snapped.

"At least four weeks. After that, the accuracy drops and I can't tell you, since the ash normalized to the limited air flow. If the ash was on the surface I'd know exactly when it burnt."

Tarsus nodded. "The bones? The paint?"

"I couldn't find any identification, and all the heads were removed. The paint was waterproofing seal paint from the machine shops, just like the stuff we have here."

"Who were the victims?"

Tegula flipped a page of her notes.

"Officers, definitely. Their bones showed no deformities from manual labour and none of them were daily shape-shifters. Infiltrators would have shown the magical cross-hatch on their bones."

Tarsus paced through the room. He had pieces and only pieces, fitting them together was proving difficult. Questions he could not answer kept running through his mind as he paced. Who did this? What happened to the rest of the bodies? Why burn everything the way they had? How did they know there was a hive at Marmalade Falls?

"Sir?"

Tegula had reached the end of her notes. Tarsus had only one more question.

"The ash on the bones?"

"Definitely the flesh of the officers. Can't tell you if they were burnt alive or not."

Tarsus shuddered.

"That will be all. You have performed admirably despite yourself, Tegula. If you find any other useful details, please submit them to me directly, in person."

"Okay, sir." Tegula gave a half-hearted salute, collected her note pad, and let herself out.

The light flickered again in the store room, and Tarsus made no move to leave. His eyes were distant as he was lost in thought. The more he learned, the more afraid he became.

"Tarsus, did your debriefing assuage your conscience?"

Chrysalis lay staring at a freshly-cracked sunfluffer stem she had placed in her quarters. She breathed in the aroma as Tarsus milled near the doorway.

"No, my Queen. I trust Tegula left nothing out?"

"Of course not, I know every detail as though I'd seen it myself. I also am prepared to assume you have pried into my history with her?"

Tarsus flashed a smile. "Of course."

"She's a good changeling and a skilled worker. I have no desire to see her talents wasted due to petty politics."

"As you wish. If I may ask, why is your coat sparkling?"

Chrysalis looked down at her chest, which showed a thousand points of light, each reflecting in the ambience of her room. As she turned, the sparkles shifted, and her hoof could not brush them off.

"That's what I've been meaning to speak to you about, once you returned. How many agents can we pull in before we threaten the food supply?"

"Only two or three, my Queen. I would recommend against it."

"My options are limited, the situation is progressing far faster than I had anticipated."

Chrysalis strode towards her nightstand and extracted a small towel. The glitter did not come off when rubbed, either.

"Earlier today," she said, "a first-year basic-training hatchling threw confetti at me in the hallways. Confetti."

"That's to be expected from first-years," Tarsus offered.

"That is precisely what I would have said, had I not been hearing music playing from somewhere in the lower floors. I trust you have heard it too?"

"Yes, ma'am."

"And no doubt you have heard stories of wild gatherings and parties? Without appropriate scheduling and permissions?"

"Yes. I have heard ma'am, but none of my agents have managed to infiltrate any. I suspect they're tall-tales."

Chrysalis waved a hoof dismissively. "Open celebration in the hallways is one thing, but parties? Music? Not only do I wonder where it comes from, I also wonder who taught the younglings how to make it, who got them the instruments. Who got them that confetti, Tarsus?"

Tarsus suddenly avoided making eye contact.

"Tarsus, report!"

Tarsus sighed. "I would guess it would have been one of my agents, to tell the truth. I doubt the security teams have the brains to even venture buying it, much less attempting to manufacture it."

"Hrmph. I do not hold you entirely blameless, mind you, but no amount of incompetence could account for this. Something else has happened, and I don't know what it is..."

Tarsus stamped a hoof down, causing Chrysalis to sit up and turn her eyes to him.

"My Queen, we are facing a truly dangerous existential threat. Can we wait to deal with the petty parties of hatchlings until after we have guaranteed our survival?"

Chrysalis scoffed, but did not disagree. "I suppose so, but I would still like Internal Affairs to look for these disloyal Infiltrators. Make sure no one escapes punishment by virtue of our affronting challenges."

Tarsus bowed, concealing a smirk of his own. "Yes, my Queen."

"'You're next', written in cipher. What could that mean?" Chrysalis mused.

"I would imagine it means we're next," Tarsus said. His sarcasm had not been intended.

"Yes, it would. That alone tells me a few things."

"Such as?"

Chrysalis adjusted the sunfluffer flower, which had started to list in its vial as its weight shifted. Though the flowers had a shelf-life of about a week if they were kept in water, the scent waned a few days after the stem was cracked. This one had begun to weaken only a few hours after being opened, unfortunately.

"That someone wrote it. We are not under assault from a disease or a wild creature, but an intelligent assailant. Further, they have broken our basic cipher, and likely could have stolen whatever documents the Marmalade Falls hive failed to destroy."

"Do you believe that accounts for the fire?"

"No."

Chrysalis strode towards Tarsus, keeping her eyes trained on him. She hoped that he would betray some flinch, some small tick, some weakness. He did not, and for all appearances was engaging with her earnestly.

"Destruction of their records is only one possibility. Are you aware of a place called Termite Hills?"

Tarsus scratched his chin, but could not recall a place of that name. "No, my Queen."

"A failed colony far to the south of here, it was started once Los Pegasus became large enough to support it. The records are sealed with my royal authorization, but I will unseal them for you if you doubt my claims."

"Of course not, ma'am. I will read the records only to serve the hive."

Chrysalis snickered, then snapped back to her normally dour self. "The hive lasted three months before a breach occurred. A pony courier spotted an agent entering and followed, then alerted the city's garrison to the presence of the hive.

"Pegasus soldiers attempted a direct assault and were initially defeated by the security teams. However, the hive only had three entrances dug out, and the ponies quickly surrounded them and prepared for a siege. While they could have simply waited us out, they didn't.

"The army collected a few hundred barrels of lamp oil, and assembled them at the uppermost entrance. They waited until night, then dumped the oil in the entrance and made sure to seal the other hatches off."

Tarsus could scarcely believe what he was hearing. How long ago had this happened?

"The rest is easy to predict. They lit the oil on fire and proceeded to bake everyone within. Most of the our people died from smoke inhalation or smothering."

Tarsus could only shake his head. This sort of thing was so rare in changeling history that it was not considered his responsibility to know about it. That the ponies could be so brutal was beyond question, but that his own people had failed so...

"Marmalade Falls... Do you think it was the ponies?" Tarsus asked.

Chrysalis shook her head. "Not the military wing, anyway, we'd certainly know about it. However, it would not surprise me at all to hear they have secret operatives dedicated to this purpose. Perhaps we have underestimated our foes..."

Tarsus left the briefing shaken and uncertain. Chrysalis merely retired to her bed and lay down. Sleep would not come easy to her anymore, for the Queen had too much on her mind for that.

Though she had let Tarsus believe the ponies were their only threat, she had not mentioned the second one, far greater. She feared that he may scarcely be able to believe it, or worse, that he would have no problem believing it. With all the events transpiring now, both within and without the hive, all her hopes and thoughts returned to that one agent she had sent out into the field. The one who never quite fit. The one whose only property of note was his boundless loyalty.

Unbeknownst to him, the future of the hive now rested on his shoulders. Queen Chrysalis hoped they were ready to support the weight.

"Help me fix him."

That was all that Octavia had said to Vinyl. Thorax had regained consciousness at some point, to find himself suspended about the ground a makeshift stretcher. Vinyl and Octavia were carrying him towards the Urgent Care tent a few blocks away. As usual, his tongue was hanging out, though not due to a drug overdose this time.

All his focus was now on maintaining the disguise of a pony. He couldn't move anything below his neck, though pain hadn't set in yet. Vinyl had mused that it was adrenaline, while Thorax had responded with his customary whimper. Octavia said nothing at all.

Redheart looked up her reading as Tavi and Vinyl set the stretcher down on the traction bench opposite the entrance. Redheart took one look at Thorax. At least he was conscious this time.

"Again? Really?"

Vinyl shrugged. Redheart went over to perform her examination.

A snapping sound from the spinal cord confirmed her initial diagnosis.

"Well, I see somepony broke his back. Are you going to tell me he did it to himself again?"

"Uh, would you believe that?" Vinyl asked.

"I've been hearing rumours around town, but no. Nobody's that stupid."

Thorax let out a whimper.

"Unicorn lady," Redheart said, addressing Vinyl. She snapped to attention and scowled.

"I have a name, you know."

"Unicorn lady, if you know a pain-suppression spell, prep for surgery."

At last, that snapped Octavia out of her funk.

"You want Vinyl in the operating room?" she asked.

"I don't have much choice. In case you haven't figured it out, your friend is a changeling. Did you know that?"

Octavia grimly nodded.

"If you don't want him getting arrested, one of you needs to be my anesthetic. Now suit up."

"What do I do?" Vinyl asked, "Wash off my horn, or something?"

"Take off those stupid glasses and put on a breath-mask. Gray one - guard the entrance."

Octavia turned and sat next to the flap which led back out to Ponyville. As she glanced over her shoulder, she saw Vinyl, now wearing a breath-mask up to her eyes, with her glasses placed over it. Redheart looked about to slap her, but instead put that energy into hauling Thorax into a secluded part of the tent behind another flap. Redheart pulled closed the flap and revealed a sign stitched onto it: "Magically decontaminated, medical staff only."

For what seemed like hours, Octavia stared into the night. Periodically a crunch or a snap could be heard from within the tent, followed often by shouting from someone or moaning from someone else. Octavia sat and thought, hiding her head within her forelegs. She wanted to cry again, yet found she had already spilled all her tears. Only dry sniffing let her relieve her feelings.

The book that Redheart had been reading lay near the makeshift counter which sat, untethered, within the tent. Bored, Octavia looked over at it and read the title. "Changeling Anatomy: An Advanced Study". Octavia picked it up and began reading it, not noticing a bookmark falling out of the back and settling on the floor.

The first chapter detailed only the most basic of information, specifically changeling shape-shifting. There were some glaring inaccuracies readily apparent, specifically about what the form-change looked like, that Octavia could spot immediately. The language was also very dry and detached, certainly not an engaging read.

A grunt made Octavia put the book down again.

"Yep, you found my book," Redheart said. Vinyl had also appeared behind Redheart. For some reason, Redheart was spotless, while Vinyl was covered in blood, especially around her mouth. The breath-mask had evidently been insufficient.

"But how did you know that Hist - "

"I don't think that's his name," Vinyl interjected.

"Ahem," Redheart said, "I saw through his little disguise when he dosed on that weed. I figured you must have known."

"No, no I didn't," Octavia said, "Will he be okay?"

"Well, seems somepony really did a lot of damage. I expect he'll be in bed for a few months, given that he suffered enough fractures and broken bones to make the entire emergency room at Canterlot General panic. What amazes me is that he's alive at all."

Octavia only cast her eyes at the floor. Without a peep, she turned and left the tent, her tail dragging sullenly along the ground. Redheart made no move to follow her.

Vinyl broke the silence. "Uh, should I, like, do something?"

"Come back when he wakes up. I'll keep him in the ICU bed until we can move him to the hospital."

Unbeknownst to the ponies outside, Thorax had not passed out during the surgery, and could hear everything they said. The tent was dark around him, and he was only somewhat aware of what had been done to his back by the doctor.

As he lay there waiting for sleep, only two thoughts emerged in his mind. The first was his longing for Octavia, no less intense for the violence she had inflicted upon him. The second was a lamentation of how difficult it was going to be to explain this to his superiors.

Chapter 21

Thorax snapped awake suddenly. His back felt much better, and he stood up to take stock of his surroundings. He was no longer in the hospital tent, or even in Ponyville. He was someplace that was totally alien to him now, but had once been his home.

The hive's hatchery was located on the 6th floor, and was probably the most primitive area in the hive. No matter how their society or technology advanced, changelings still had a basic biology that necessitated leaving large, green cocoons hanging everywhere. Some of the cocoons held newborns, taken from their mothers after a two-week pregnancy to be raised communally once they were able to break out of their pods. Others contained nectar supplies, as the cocoons absorbed it and slowly tinted themselves yellow as the love was absorbed into their frames. Once a cocoon had become saturated, it was ready for a newborn to be placed in it, and it would satiate the youngling as it grew.

All the hive workers were absent, and only a single light source from somewhere distant cast a glow in the room. Thorax craned his neck but could not see it. He made his way around the cocoons in an effort to find it.

The whole room was deathly silent, and Thorax could not see anything past the darkened surface of the cocoons. There was no warmth coming from them, just a chill that he could not feel on his skin, but in his bones. Thorax drew nearer and nearer to the light source, and as he thought the next cocoon would reveal it, he blinked. It was gone, again, far in the distance, behind him.

Thorax turned and again made his way towards it, shoving aside cocoons to hasten his pace. Again, he thought he was close enough to see what cast the light, and again it vanished somewhere deeper in the room. All sense of scale and time ceased to matter, and Thorax began navigating towards the light source that was so distant it may as well be in another galaxy.

For hours Thorax pushed and nudged until the light was close enough. Dread filled his mind as a sudden apprehension took over. Some part of him was telling him to turn back, that he didn't want to see what was ahead. Thorax began to turn...

All around him, the light became blinding, yet Thorax's eyes remained unaffected. Every single cocoon was empty, both of hatchlings or nectar, save one - the cocoon directly in front of him. Thorax turned and tried to go another direction, anywhere but towards it, but found that each time he ran from it, it somehow reappeared in front of him.

Finally his curiosity took over, and Thorax dared to look closely into the organic pod. The shape of something living, and much larger than a hatchling, lay beneath the surface. A hoof on his shoulder made him jump and spin around.

Terrible Queen Chrysalis stood before him, and around her an army of changelings of every size and shape. Young, old, tall, short, they focused on the cocoon behind him. Their eyes betrayed hunger, and precious little else.

"They're just a food source," Chrysalis said.

Thorax spun to look at the cocoon again, and saw now that all the pods were occupied. The ponies that had been around him for the past weeks now lay dormant in the cocoons, some hanging upside-down, some not. He struck the pods frantically to try to free the occupants, but found his strength had left him, and his hooves laid not even a dent upon their surfaces. Chrysalis waited patiently for him to exhaust himself before gently laying next to him. She was much taller than him, projecting an aura of strength and calm, and she nuzzled him softly as he sat down to recover.

"Little one, wait your turn. There is plenty of food for all."

Thorax looked up into the Queen's eyes and saw compassion there, something he had never seen before in a changeling. Another changeling hauled a cocoon towards them and set it down in front of the Queen.

"Would you like to do the honors?"

Thorax stared at the pod before him. He could not see who was within it, but decided to open it anyway. He leaned down and tore at the edges of the pod with his fangs, stripping away the fleshy covering until the pony within was visible.

Thorax recoiled back. The Queen hungrily leaned forwards. The pony within awoke and struggled against her bindings.

The Queen prepared to devour Octavia, and Thorax's body suddenly became paralyzed. He could only watch, everything below his neck was no longer responding to his pleas to stop the Queen. Her fangs drew ever closer and Octavia's eyes grew wider as the realization dawned on her. Chrysalis was only an inch away...

Thorax screamed and tried to sit up, but only pain greeted him as the real world appeared before him. He was in the hospital, now, strapped down to a bed. Unlike other dreams, which faded into nothingness upon awaking, this one stuck with Thorax as though it had really happened. He was drenched in sweat, and his face was stained with tears. His head was bound tight and he could not move to see the room around him, and instead had to settle for looking up at the ceiling.

Officer Scratch came into view, craning over him.

"Have a bad dream, soft-serve?"

"Yes. Horrible."

Redheart appeared from the other side and likewise craned over him.

"All right, get out," she said, motioning at Vinyl, "I need a few words with him."

Vinyl disappeared and Thorax heard the door shut. Redheart leaned in closely and eyed something below Thorax's sight. A clinking sound released the binding on his head, and Thorax could at last look around.

"Careful now, you can move but if you feel pain, stop. Don't undo all the work I did."

"You are the one who saved me?"

Redheart nodded.

"I owe you two life-debts, if Officer Scratch is correct."

Redheart blushed, but then took on an angry look.

"Is that so? You can cancel one of them," she said. Thorax pushed his head up slightly to better see the hospital room.

"Why?"

Redheart flashed a small golden medal that now adorned her chest.

"Seems I got recommended for an award after saving a filly's life yesterday. While I wasn't here."

"Uhhh," Thorax stammered.

"Yeah yeah, don't worry about it. Just, if you need medical records forged, bribe me. It's a lot faster and easier on both of us."

Redheart trotted over to the room's window and drew back the curtains, revealing a bright and lovely day beyond. Thorax was on the third floor at least, judging by the height of the trees outside.

A shooting pain rocked Thorax's spine and he seized briefly. The pain subsided after a moment and Thorax relaxed, as Redheart examined his reactions.

"I'm not prescribing any medications until I consult with a pharmacist I know - one who can be discreet. Sorry, but you're just going to have to suck it up."

Thorax whimpered, but said nothing.

"Your friends are probably going to want to visit. Since you can't move, just shout if you need help. I doubt a call button would be much use."

Redheart left and Vinyl reappeared a moment later. She sat down next to the bed and just gazed at Thorax, her expression masked by the glasses always adorning her face. They sat there for some time.

"Where is Octavia?" Thorax asked, if only to break the silence.

"Not here."

"Why are you here?"

"Dunno."

The silence resumed, and Thorax's mind drifted to Octavia's face. Her smile. Her little laughs and the way she nuzzled close to him. The music the night previous, that beautiful tune of two creatures finding love and flying away from the lives they had lived to be with each other. Octavia had made it for him, and now she had broken him and left.

"Hey," Vinyl said, "I've got a question for you."

Thorax grunted, only partially aware of what Scratch had said.

"What's your name?"

"What?"

"What's your name? Like, you're a super-duper smooth spy, right? You gotta have a cool code-name. Like, Sticky-Sock or Black-Stalker or something. What's your name?"

"Thorax."

It was as if an audible grinding could be heard as Vinyl thought on the name.

"Like an insect?"

"A what?" Thorax asked.

"A bug, you know. Flies, mosquitoes, my enemies as I crush them beneath my hoof."

"No, nothing like that," Thorax said, pausing to swallow audibly. "I am Thorax."

"Is that your code-name?"

"It is my birth-name."

"Lame."

Thorax kept one eye on Vinyl as he let the rest of his mind drift back to Octavia. He remembered the time he had first met her, and silently cursed at himself as he remembered trying to cast her aside in pursuit of a greater goal. What purpose would his mission fulfill? He wasn't sure, nobody had ever told him. Things were simpler here in Ponyville, all he had to do was ask and he could find out the answer to any question.

Perhaps his mission had no purpose. Could the Queen not simply order him to do anything? Was it not within her purview, as ruler of the hive, to command others?

Thinking of the Queen suddenly brought back the face of Octavia, beaming at him in lieu of his monarch. Where the Queen had scowled, Octavia had smiled. Unless the Queen wanted something, then she would appear in whatever way it took to get it. Octavia was never so callous.

"You've got it bad," Scratch said.

"What? Huh?"

"It's what the glasses are for. I can look anywhere and nopony knows, because these things are totally opaque. I'm watching you, and you've got it bad."

"Got what bad?"

"The feels."

Scratch thumped her chest, which seemed like a salute. Thorax tried to pretend like he knew what feels were.

"What do I do?"

"Just wait, I guess. 'Tavi will come around, eventually, and it's not like you can go after her."

Thorax reclined his neck and looked back up at the ceiling. He felt the same connection as before to Octavia, he still desired her presence and knew she desired his, but it brought him small comfort now. Totally helpless, stranded far from home, powerless except to sit and wait. So he waited.

Officer Scratch had to leave after some time, stating her intent to return later that evening. Thorax thought he would be alone, but another visitor arrived shortly after Vinyl left.

"By Celestia's beard, how did this happen?"

Thorax strained his neck to see the door. Twilight Sparkle and Spike were letting themselves in. Thorax let his head hit the pillow again.

"I wish I understood, myself."

Twilight was now looking down at him. After some shuffling, Spike appeared on the other side, standing on a milk-crate. The look on his face alternated between amusement and pity. It reminded Thorax of Spiracle, for some reason.

"Did you fall? Off a roof? Maybe get hit by a train?" Twilight asked.

"I don't know. I do not remember much."

"Is there anything I can do to help?"

Thorax considered his answer.

"Please get Miss Melody here. I need to talk to her."

Princess Cadence and Shining Armor milled around outside the hospital room, waiting for Twilight to come out. Cadence had insisted on coming along, but Twilight had refused to allow her into the room proper. She had to settle for eavesdropping what she could through the door.

"Why are we doing this?" Shining Armor whispered.

"I have a hunch," Cadence answered.

Twilight and Hist were talking to one another, but not loudly enough to make out the details. She could, however, hear one name said several times: Octavia Melody.

Twilight remained in the hospital room for about fifteen minutes, finally emerging with Spike in tow as the wall clock struck noon.

"Well? Is he going to be okay?" Cadence asked.

"Mister Hist is going to be just fine. He said the doctors here are excellent, and that it is unnecessary for us to sneak him any chocolate ice cream."

"What a pity," Spike said. He was salivating.

"Who did that to him?" Cadence asked. Shining Armor made a low whistling sound and turned away.

"He wouldn't say," Twilight answered.

"I thought as much. I'll catch up with you guys at the library later, I have some things I need to look into," Cadence said. She bumped her two forehooves together, a menacing sign if ever there was one. Twilight's blank expression betrayed no concern.

"You're not going to sneak him any ice cream, are you?" she asked.

"Wha - no?"

"Come on, Spike. Let's go conveniently not pay attention to the freezer for a while. See you later!"

Twilight made a big show of playfully winking, then departed with Spike and Shining Armor. Princess Cadence could only shake her head. Ponyville had a strange effect on whoever lived there, it seemed.

Princess Cadence needed to go undercover for this operation, and a quick visit to her hotel room provided her with all the important equipment:

A hairband.

A pair of thick-rimmed glasses.

Enough time to quietly cast the cloaking spell that Celestia had taught her some time ago.

The cloaking spell neatly hid her wings and horn, at least until she chanced to use them. The hairband and glasses would fool anypony who took a closer look, and Cadence strode confidently out of the hotel. The desk clerk hadn't even been present, her disguise was so foolproof.

"Wow, if you're trying to do the cool glasses look, you're way off, PC."

Vinyl Scratch was waiting for her outside the hotel. Cadence sighed.

"This is a disguise, Scratch. Don't blow my cover."

"It's a - "

Vinyl snorted and tried to stifle her laugh. Cadence made to leave.

"Wait! It's foolproof, nopony will know. Why are you going undercover?"

"I need to look into some things. Do you know anything about Octavia Melody?"

"Duh, she's my roommate. You saw her yesterday, remember?"

Cadence thought back.

"Gray, looks really pompous," Vinyl offered, "always wears a stupid bow-tie."

"Oh yes, I remember her. She's your roommate?"

"Yep."

Cadence leaned in close. "Any strange occurrences as of about a week and a half ago?"

Vinyl's glasses made sure she was unflappable. "You haven't been in Ponyville long, have you?"

"What does that mean?"

"I don't know how many times this town has been attacked by giant monsters, infested with vermin, set on fire, and had its roads somehow turned to soap, because I lost count. The last week has been weird because it's been so normal. It's been like living in a second-rate romance novel."

"I meant with your roommate, but I must express alarm for other reasons. Seriously, has Octavia been acting strangely lately?"

Vinyl cocked her head to the side. "I guess you could say that, but I know - "

"I knew it!"

"Wha - "

Cadence grabbed Vinyl's shoulders with her forehooves, and shook the smaller pony slightly as she spoke. "I need to know where Octavia is!"

"I dunno!"

"Damn it! Listen to me Vinyl, it's very important that we find her, and that you let me take care of everything when we do."

"But I - "

"Good thinking, we should split up. If you find her before I do, don't mention I was looking for her. This is very important, do you understand?"

"No," Vinyl said, answering the question in more ways than one.

"Great! You check your house, I'll check out the coffee shop to see if anypony has seen her."

Vinyl was left in the dust as Cadence dashed off to hunt down the wayward cellist. It took several minutes for Vinyl to remember why she had come to the hotel to begin with.

"Well, I guess I'll give you your concert tickets later, then."

Chapter 22

Looking out over Ponyville, Octavia's mind could not put itself at ease. In the distance she could see the hospital, where no doubt 'Hist' was interred. Each time she drew her eyes towards it, she cast her gaze away in disgust. The rest of the horizon offered no respite from her conscience, and the slowly setting sun gnawed at her mind. Each minute only compounded her failure.

A clacking from behind her announced an interloper, but Octavia merely continued to stare away. Somepony sat beside her, and for a brief moment, she wished it was Hist, whole, unbroken, as though the night before had never happened.

"I figured I'd find you up here," Vinyl said.

Octavia did not answer.

"You gonna just sit around and mope all day?"

Silence.

"He's gonna live, you know. Redheart said he'll make a recovery, eventually."

"And he'll still be a changeling after that."

Octavia finally turned to see Vinyl. Her glasses lay on the floor of the windmill's loft, and her crisp magenta eyes hinted of a different kind of understanding.

"So? He's been a changeling this whole time, it's not a disease you catch."

"Is there a cure, though?"

Vinyl stamped her hoof, causing Octavia to snap to attention. She could not relax as Vinyl's glare intensified.

"None of that! You ought to be ashamed of yourself! There's nothing wrong with changelings!"

"Did you already forget what happened in Canterlot? Is there nothing wrong with being assaulted in a place you thought was safe?"

Vinyl did not relent in her stare, nothing softened in her exterior.

"They're not all bad guys, you know. You've seen how he looks at you!"

"Yes, and it was all a ploy. He just wants to steal love to do something with it, something awful. Damn him, why'd he have to be such a good liar!"

"You don't get it, not even after all this. It wasn't a ploy, he loves you too!"

Octavia's disbelief was writ large across her face. "How can you even pretend to know?"

Scratch sighed, and closed her eyes briefly. A memory, brought forth from deep beneath, replayed in her head.

"I - I've been there. I knew a colt..."

Octavia held up a hoof toward Scratch's face. Scratch swatted it away, fetching her glasses and plopping them on her face. Octavia chanced to speak. "I'm sorry, Vinyl."

"No, hey! You've got it all wrong! I knew he was a changeling the whole time."

Octavia raised an eyebrow. Vinyl snickered. "How did you know?" Octavia asked.

"I could tell, when I got up close. You know what I mean."

"Then why the te- "

"He had to leave, said that he couldn't risk getting me involved in his life. The guardsponies are always looking for changelings, so he just left one day. All I got was a note on the nightstand."

"Did you love him?"

Vinyl made a 'pfft' sound, which wasn't a 'no'. "Don't make me out to be a sap like you."

"But - " Octavia stammered. She struggled to find the words. "Aren't they - what about Canterlot?"

"I told you, some of them are bad guys, some aren't. Some changelings are just making their way in the world, same as you and me."

"Do you think Hist - "

"Thorax," Vincyl interjected, "that's his real name. Or code-name, I dunno."

"Thorax, huh. Did he tell you, or - "

"I interrogated him." Vinyl let her grin glint for just long enough to make Octavia take note.

"You didn't."

"No, I'm not a monster. He's really honest, if you just ask him he'll tell you anything. Kind of a weird trait for a spy..."

Octavia shook her head, and cast one last look at Vinyl's face. Those glasses couldn't hide all the little facial tics that wrote volumes, if one knew how to read them. Concern, earnestness, enthusiasm, carefully hidden so nopony could see it.

Octavia sighed. "Do you think Thorax is a good changeling?"

Vinyl laughed. "I think you're the one who has to answer that question."

"You think Octavia is the changeling?" Twilight asked.

"It all makes sense. I don't know where the real one is, but this one has got to be a changeling spy," Cadence answered.

Spike lit a candle in the Library's main reading room, as the sun outside began to set. Darkness seeped around the edges of the room, doing little to assuage Twilight's fears.

"But I don't understand! The Princess said the changeling was supposed to be arriving within the last week, not months ago."

"Our intel could have been wrong, and it's not like Tia ever tells either of us the whole story. You think that Amine guy getting his back broken and conveniently forgetting who did it was a coincidence? This whole thing stinks."

"Wait a minute," Shining Armor interrupted, "we don't have anything solid. We can't just go around accusing ponies willy-nilly, we'd cause a panic."

"You're right," Cadence said, "which is what brings me to my next point - "

"Spying on her," Spike spouted. All eyes turned angrily to him. He looked guiltless. "What? Isn't it obvious?"

"It's not spying," Cadence said, "it's called surveillance."

Twilight shook her head. "I've known Tavi since she moved here, she doesn't seem different."

"Yes she does," Spike said.

"No she doesn't!"

"Yes, she does. She smiled. Has she ever smiled?"

Twilight thought for a moment. "No. Huh. Maybe she is acting differently."

Cadence put a hoof up. "If I'm wrong, no harm done, right?"

Twilight and Spike nodded simultaneously."

"Good," Cadence said, "just act normal, and leave everything to me."

"I hate it when she says that," Shining Armor murmured.

"And what if you're right?" Twilight asked, "Princess Celestia told me very specifically not to take the spy in, she really emphasized that point."

"And just let some nut go around snapping spines like fortune cookies? I don't care what Tia says, this has got to stop."

Spike was writing something on a scroll. He mumbled to himself, "... spines like fortune cookies. That's a good one."

"Spike this is serious!" Twilight shouted.

Shining Armor cleared his throat. Everyone else turned to look at him.

"And just how are you going to 'surveil' her? Survey? Sir-veil?"

"Survey," Twilight offered. Shining Armor nodded.

"Fear not," Cadence said, "for I am a master of disguise. Observe."

Everyone else stifled their giggles as Cadence showed off her new-and-improved disguise. The addition of false eyebrows had not helped in the slightest. Cadence ripped them off and threw them on the floor.

"Gah! I'll think of something, just you wait. You'll all see, Princess Cadence always catches the changeling in the end."

"Except for all those times you didn't," Shining Armor said. Twilight held back a laugh.

Cadence left the library grumbling and vanished into the night, as Spike and Twilight exchanged concerned looks.

"You don't think we upset her, do you?" Twilight asked her brother.

"Oh she's just flustered. She's a damn good hunter when she puts her mind to it."

Half an hour later, a pink nurse-pony stood guard outside Hist Amine's hospital room, her face buried in some periodical or other she had found downstairs. She was not actually reading it, merely making sure everypony who passed thought she was.

Vinyl and Octavia ascended the stairs and trotted past. Octavia saw nothing unusual, but Vinyl sure did. Octavia let herself in the room, not stopping to wait for Scratch.

"Seriously?" Scratch whispered to Cadence.

"Shut up, Scratch!" Cadence hissed.

"Whatever. Octavia's here, if you didn't see."

"Yeah, I saw. Everything is going according to plan."

Vinyl rolled her eyes behind her glasses. "Freakin' weirdos in this town, maybe it's something in the water," she muttered.

Thorax's face lit up the moment he heard Octavia enter. He struggled to sit up as much as possible, and for a moment, it seemed as though the pain that now coursed through his back had gone entirely. If only he could feel his hoof to reach out and touch her...

Octavia set herself next to the hospital bed and clasped one of his forelegs in hers. Thorax felt the sensation ripple through his body, the return of feeling to his limbs like an ecstasy only matched by the knowledge that Octavia was here, for him. He couldn't even find a word to speak.

"Thorax," she said, letting the word glide from her lips.

"Octavia," Thorax replied.

"I'm so sorry."

"I'm the one who ought to be sorry."

"You didn't break me in half," Octavia said, casting her eyes to the floor.

"But didn't I break your heart? Isn't that the worse crime?"

"I didn't know you could be so articulate... Thorax."

"I have learned so much in my time here, it astounds even me."

Vinyl Scratch walked into the room, then immediately turned as if to leave.

"Wait, Vinyl! Come here," Octavia pleaded.

"I'm not interrupting anything, am I?" she asked, setting herself on the other side of Thorax's bed.

Octavia leaned in and nuzzled Thorax's cheek. He relaxed his head and let the warmth flow through him. Vinyl watched the display wordlessly.

"I am sorry to trouble you," Thorax said. He tried to move his hoof, but could only nudge it an inch before it refused to respond.

"Don't try to move, Redheart will yell at you," Scratch said.

"It does not matter. I find out what love is only to have it ripped from me. The world is so cruel."

"Ripped from you? What?" Octavia asked.

"I am glad I got to see you, Octavia, but I must ask that you not return. I have some bad news."

Both Scratch and Octavia huddled closer. Thorax let slip a single tear down his face, before continuing.

"Now that I am here, I will slowly starve to death. I do not know how long I will survive, but I cannot contact my home to even tell them where I am, nor can I fabricate what I need. I fear I will not recover in time to find more food."

"Thorax, what are you saying?" Octavia asked. She pressed herself closer to him, and had he the ability to, he would have pushed her away.

"My people, we need a thing called Nectar that only we can produce. I myself know the ingredients, and I know how to make it. Only now that I am infirm do I find out the last, most vital, ingredient... was... you, Octavia. Your love for me."

Octavia sniffed.

"Is there nothing we can do?" Octavia asked with a whimper.

"I fear there is not. I cannot direct you to any of our other agents, and the production process is complicated."

Scratch scoffed. Octavia and Thorax turned to look at her.

"I take it back, this is even dumber than a romance novel. Why don't we just go get you some Nectar, huh?"

"Only the changelings can make it, I - "

"That's all I needed to hear," Scratch said.

"Vinyl?" Octavia asked, as Scratch turned to leave.

"I know some ponies, who know some ponies, who know some changelings. You wanna come save loverboy's life, or are you gonna sit around and cry all night?"

Octavia threw a kiss on Thorax's cheek, and Thorax smiled broader than ever before. Octavia leaned over to Thorax's ear, and whispered softly in it, "I love you."

"I love you, Miss Melody."

Octavia grinned from ear to ear, and hurried after Vinyl. Thorax merely reclined in his bed, the pain having gone entirely. A calm feeling washed over him, and he could not help but drift off to sleep. To dream, perhaps, of Octavia's triumphant return.

Outside, in the hallway, Vinyl noted an absence of the poorly-disguised pink pony. Whatever Cadence had been doing, she was now doing it somewhere else. Scratch put it out of her mind, they were going to have to run to catch the midnight train to Hoofington.

Chapter 23

Octavia yawned as she stared out the window into the night. The landscape was dimly lit by the moon, a sharp contrast to the bright interior of the train. Hard electrical lights strained the eye, as compared to the more pleasing, if less intense, glow of candles that had illuminated the trains when she was younger. The world had marched on, and trains were a much safer place with less blatant fire-hazards everywhere, yet the charm of those old machines had been lost as well.

"How long until Hoofington?" she asked Vinyl.

"Four-thirty."

"Does that mean we'll arrive at four-thirty, or it will take us four hours and thirty minutes to get there?"

"I'm not good at math."

Octavia sighed and rested her head against the window. Each little bump of the track jostled her head, forcing her awake. She frowned subconsciously.

"What's the plan when we get there?"

"Uh," Vinyl said, "I hadn't thought that far ahead. I'll go find my contact, and then set something up."

"So you didn't know if this would work before we set out?"

"What am I, psychic? I'll figure something out."

Octavia groaned. "Why do I get myself in these messes?"

Vinyl put her headphones on, and leaned back against her seat. Octavia resumed trying to sleep against the train's window, with little success.

"Hey, 'Tavi?"

Octavia grumbled.

"Why'd you do what you did?"

"What are you referring to?"

Vinyl leaned forward and hefted an invisible cello in the air, then slammed it down in front of her, before giving an inquisitive look to Octavia.

"I don't know, something just told me to do it."

"You've got issues."

"Name me a pony that doesn't!"

Vinyl puffed out her chest and grinned.

Octavia groaned. "Clinking glass bottles," she said, causing Vinyl to shudder audibly.

"Irrational fear is totally different from hitting things you don't like."

"I'm sorry. I just... lost control? I'm so on edge lately, you know?"

"I don't have any idea what you're talking about, I'm always in control."

Octavia plucked the glasses off Vinyl's face and put them on her own. Vinyl's face betrayed nothing.

"If you weren't my best friend, you'd be dead right now."

"Remarkable."

"I told you, I'm always in c- "

"I meant how you see anything in these."

Vinyl extricated her glasses and gently shoved Tavi's shoulder. "Just go to sleep, I'm going to listen to some music."

Octavia once again rested herself against the window, nudging and adjusting until she found a spot where the gentle vibrations of the train did not annoy her. Vinyl began to bob her head to some unheard beat.

Sleep did not come immediately, and Octavia's mind wandered as she lay there waiting for it. Was Thorax going to be all right? He did not seem to be in the throes of starvation, yet changelings may be completely different than ponies. For all she knew, he would simply drop dead at one point, and that could be at any time. How long did it take a pony to starve? How long did it take a changeling? A most disturbing question, yet one she could not put from her mind.

A swan drifted idly, with no particular destination in mind. It simply went where the gentle current of the brook took it, past reeds and lilies. It did not paddle its webbed feet to steer, for what would that accomplish? One body of water was the same as another, it scarcely mattered where the swan was.

A rustling in the reeds nearby drew the bird's interest, as perhaps some errant minute fish had caused it. She loved to watch the behavior of these fish, they always lived for the moment, as a moment was all their tiny minds had. They would dart and dance in their schools as they probed the silt, and entertain the swan in its endless drifting. Yet the reeds had not been disturbed by fish this day, it was something else.

Another swan. Had he been watching her, from the reeds? Or perhaps he was another drifter, with no place in mind save wherever the current took him. She paddled over, and the two regarded each other suspiciously. She raised a wing, and the male raised his.

She swam out towards the center of the brook, further from the reeds, and allowed the male to follow her. He was a curious sort, both in nature and in action, and he took to paddling around her as she treaded water. For the first time in a long time, she was no longer content to merely float, and held her place against the current. She let the male draw closer with each circle he drew around her, until he was close enough for her to touch with his beak.

And then, from nowhere, a wooden bolt struck the male in the neck. Scarcely a thud let out as blood spurted from the male, and it unceremoniously fell to the water, floating on the surface next to her. She did not panic or flee, and no hunter came to collect the prize. She merely paddled there, and contemplated why she would fight the current if all it brought was this misery. Better to drift away...

From beyond the reeds, a terrible riotous noise rose to deafening levels, and the swan began to scream. The sound was little more than a collection of wild, random, unnatural screeches, placed and played with no regard to timing or tune.

Octavia awoke suddenly to find Vinyl's headphones on her ears. She did not turn, she instead threw her whole body towards the seat next to her, colliding full-on with Scratch.

"Hey! I was just trying to wake you up!"

"Mission accomplished," Octavia growled.

The train conductor stuck his head through the car's door and scanned the car for passengers. His eyes locked on Octavia and Vinyl.

"Departure call for Hoofington. Wake up and get the hell off my train. Departure call for Hoofington!"

Vinyl just shook her head as Octavia tried to process the conductor's demeanor.

"Hoofington is a rough city," Vinyl offered.

"How rough?"

"If we get into a fight, you have to protect me. I'm delicate."

"Sure you are."

The two argued as they departed the train, unaware of the pair of eyes far across the coach that had observed their every movement. They belonged to a pink pony with a bulky overcoat that hid most of her face and body.

"Let's see you see through this disguise, Vinyl," Cadence snickered to herself.

All along the horizon, the glow of the sun could be seen, threatening to rise at any moment. Though nights were nominally short at this time of year, strict orbital regulation by the two mightiest beings in the land made sure the sun rose at five-forty-five like it was supposed to. Despite that, the day had already unofficially begun, at least in Hoofington, where the end of a bender typically coincided with the beginning of a workday - followed by another bender, if one had the stomach for it.

Ponies with bloodshot eyes and faraway stares milled about the train platform, almost all of them seeking to get on the train. Vinyl and Octavia stood alone against a tide of bodies that flooded around them, and it took more than a little shoving to make their way to the exit. Octavia let show little perturbation.

"All right, who's this contact of yours? Will they be awake right now?"

"Cool it," Vinyl said, "You can't be so uptight around here. Everypony's gonna get nervous with you acting like that."

"Don't be ridiculous."

Octavia strode down the street towards Hoofington's town square. All around her, ponies stepped to the side and took wide paths around her.

"You look like you're about to kill somepony," Vinyl remarked.

"Maybe it's because I didn't get any sleep last night."

"Nobody here did, either. You've never been to this town, have you?"

"No, but I'm starting to think you're a regular."

Vinyl scoffed. "These wimps wouldn't be able to handle what I do. I had a gig here a couple months ago, and like six ponies passed out on the dance floor. Nopony even scooped 'em up, they just danced right over them."

"Surely," Octavia said with a grin, "your music was not to blame?"

"Probably was. Buncha lightweights!" she shouted at two mares who were passing. They backed up and shook as Vinyl and Octavia kept walking.

Vinyl left Octavia at an outdoor cafe, stating that she should probably meet her contact alone. The waiter who came by explained their breakfast menu, complete with an extensive liquor selection. Octavia made note of the fact that several of the other patrons had availed themselves of it.

The one thing that stood out to her was black tea with a bit of toast, and the tea calmed her stomach just enough to allow the toast to go down without incident. Vinyl reappeared as she completed her breakfast.

"Good news, bad news time. Which do you want first?" Vinyl asked.

"The good news, always take the good news first."

"Good news is: I got a deal set up for us, eight o'clock at the docks."

"And the bad news?"

"As of right now, you're only the second-best looking mare in this cafe."

Vinyl struck a pose, showing off her flawless cheekbones and balance. Octavia gulped the rest of her tea and prepared to depart.

"We better hurry if we're going to make it."

"No, I meant eight p.m. What did you think?"

Octavia groaned. "What am I going to do all day in this state?"

"Relax, I'll show you around. I guarantee you'll have a good time."

It took much insistence, but 'Tavi managed to convince Vinyl to visit the Hoofington Museum of Musical History. Vinyl groaned endlessly as Octavia recited complete histories of every instrument, painting, and photo on display. Fortunately, the museum did have a "modern history" section, which alleviated Scratch's stress. The day dragged on, and anxiety set into Octavia's stomach as the moment drew nearer.

Eventually, wandering about the streets as the sun began to set, Vinyl tapped 'Tavi on the shoulder. "Time to go."

Scratch led the way down towards Hoofington Harbour, the largest shipping and receiving complex in western Equestria. Tucked behind a sharp depression in the land that led towards the ocean, the endless maze of shipping containers and cranes stretched before Octavia and Vinyl as they stood at the gates. A few dock workers cast disinterested looks at them as they stood, before hustling off to the unheard call of alcohol and rest.

"Somewhere in there?" Octavia asked.

"Yep. Nice and anonymous."

The two made their way down the slope, and before long the light from the sun disappeared and the electrical lights flickered on. Row after row of metal containers and storehouses blended into one another. Chain-linked fences blocked them from dry-docked metal ships , the machines beneath them now sitting idle. Only a few errant managers and maintenance crew passed them in the night. None took note of the two.

As they found their way through the maze, Octavia could smell a hint of salt in the air. The ocean was near, but completely hidden behind great walls of wood and metal.

Vinyl was counting signs as they walked, and poked Octavia as they drew closer to one.

"C-17. Take a right here."

"Aren't you creeped out?" Octavia asked.

Vinyl laughed nervously. "Not at all!" she said.

The dim lighting proved inadequate as they walked between the rows of containers, and Octavia's eyes blurred as the archaic runes and foreign writing seemed to move on its own in the shadows. She pressed on as she vainly blinked, failing each time to dash away the illusions.

The next turn revealed a small red X painted on the side of one of the containers. Vinyl stick out a foreleg to stop Octavia, and the two wordlessly waited.

"Should I - ", Scratch began to say. Octavia shushed her, and both tuned their ears. A soft clip-clop announced another presence.

As it came closer, Octavia tensed in preparation. With no warning, the sound stopped, and she strained to hear it again. All she could hear was a delicate breeze flowing off the sea, and the breathing of her friend next to her. A disturbance in the air behind them caused her to jump and whirl.

In front of them, just barely visible in the light from a distant lamp, was a pony. An oddly familiar pony, though Octavia could not place where they had met before.

"You Edge?" Scratched asked.

"Who wants to know?" the pony countered.

"Vinyl Scratch."

"Good."

The pony stepped closer, and Octavia fought the urge to step back. "Edge" was disheveled in appearance, her mane messy and her eyes showing a peculiar kind of anger. She looked hungrily at Octavia, trying to make out details in the shadow.

Octavia tried to speak, but the pony made a cutting motion with her hoof.

"You don't talk, I don't trust you," then, looking to Vinyl, "You got the money?"

"You got the stuff?" Vinyl asked.

Edge cast a look around, making sure they were alone. Octavia could not see where she pulled it from in the darkness, but she produced a vial of indiscernible yellow fluid. She held it close to her face, closing her eyes painfully, before snapping them open and angrily glaring at Vinyl.

"You don't know what it took me to get this," she snarled.

"I don't care, fork it over."

"You first. The money."

Vinyl reached into her mane and produced a tiny pouch. Octavia was alarmed, though it was not impossible that Vinyl had gone to the bank during breakfast.

"Vinyl," she whispered, "how much money - "

Edge cut her off. "One-hundred fifty bits. All silvers, unmarked."

Vinyl tossed the pouch on the ground between them. A few silver bits bounced out as the bag's tie loosened, and Edge examined them, shooting looks back at Vinyl and Octavia between each bit she checked.

"Nice, nice," she muttered.

"The Nectar," Octavia stated. She stepped forwards from the shadows for the first time, into the weak, reflected glow of a lamp. Edge's eyes went wide, she made to snatch the pouch before backing up instead.

"What the hell? Is this a bust?"

"It's not a bust!" Vinyl hissed.

"Then why's the narc here?"

Octavia narrowed her eyes. "I am no narc. Vinyl - what's a narc?"

"A cop," Vinyl answered.

"That bow-tie," Edge hissed, "it was you!"

Edge was clearly checking for exits now, and making no show of hiding it. She looked ready to bolt at any moment, but held still. Her chest rose and fell rapidly as the imaginary noose closed ever tighter around her neck.

"Wait! I need that to save Thorax!" Octavia pleaded.

Edge froze, causing Vinyl and Octavia to follow suit. A tense silence followed, as the three dared not breathe for fear of breaking the delicate balance between them.

Edge's eyes drifted down to the vial still gripped in her forehoof, then back up to Octavia.

She swallowed, and focused.

"Agent Thorax is still alive?" Edge asked.

"Yes, of course," Octavia said, before casting her eyes down sheepishly. "Mostly."

"And you - you're buying this? For him?"

Octavia nodded. Spiracle allowed herself to exhale.

Vinyl heard the sound of a pebble being knocked aside, and idly turned to see it. She could make out nothing in the darkness.

"Oh, my. I'm so glad he's still alive, I thought for sure - you're not a guard?" Edge asked.

"Nothing of the sort," Octavia said.

"But why? It's not even been a week. What happened?"

"I don't know, but he says he needs this stuff. So we're getting it for him."

Edge gazed into the vial, studying the yellow fluid within. "Why did he not come himself?"

"He's in the hospital."

"I see," Edge said. Her face turned to the satchel of bits on the ground between them. "Keep your money, take the vial."

Vinyl levitated up the pouch with her magic, and buried it within her mane again. Edge stepped forth to deliver the vial, though not without a bit of apprehension.

"I thought he'd be dead by now, I thought they were all dead. I guess - it's good to know I'm not alone."

"Did you know him?" Vinyl asked.

"Yeah, we - "

A dozen lights, brighter than the sun, burst everywhere and blinded all three ponies. From somewhere, a voice shouted, "Get down on the ground with your hooves behind your head!"

"What the!?" Vinyl shouted.

"The fuzz! Run!" Edge shouted.

"Vinyl, wait!" Octavia yelled. The light was too bright, and she could not see Vinyl anywhere. She turned. She ran.

Ducking between crates and throwing herself over fences, Vinyl Scratch tore as fast as her legs could carry her. She ran without any direction, for each box of metal looked the same as every other. All that mattered was getting away.

She had lost Tavi in the confusion, and had lost that 'Edge' pony as well, but that didn't matter. Another meeting could be set up if needed, but getting arrested for consorting with changelings was not an option. Octavia was a tough mare, she'd be okay on her own. They'd meet back up at the train, she was sure of it.

She took a corner around a crate and froze as she saw the distinct outlines of two guardsponies at the far end. They spun around and shouted, "Hey, you! Freeze!"

Vinyl bolted the other way, with the two guards in hot pursuit. She took turn after turn before finding a narrow path between two crates. She squeezed herself through it, and snickered as the bulky armor of the guards prevented them from doing the same. Her laughing was cut short as she heard the sound of somepony shouting from somewhere ahead of her. Tavi's shouting.

She ran at full tilt between the crates, out of the shipping yard and down a narrow street lined by fences on both sides. At the far end, she could see the distinct outline of Octavia's mane, before it was thrown to the ground by a guardspony. Vinyl charged towards them.

Scratch collided with the guardspony, toppling him off Octavia and sending him rolling away. Her triumph lasted only a moment before another guard bashed the back of her head, knocking her glasses off.

She watched as her glasses plummeted towards the earth.

They spun in midair, rotating slightly.

Octavia raised her head just in time to see the glasses collide with the pavement. A crisp crack echoed in the night as the lenses broke. She looked up at Vinyl with terror in her eyes.

Vinyl let out a roar, instantly forgetting all the pain that the guard had inflicted. Without even turning, she sent a buck backwards, hitting the guard in the chin and sending him sprawling.

Two more guards charged them from down the road, and Octavia closed her eyes in preparation for impact. When she opened them, she saw Vinyl standing over the two stunned guards, deep dents in their helmets.

Vinyl's pupils were dilated to the point of being tiny specks, and her face warped to a cruel grimace. One of the guards struggled to stand, and stopped as Vinyl's hoof slammed his face into the pavement.

"Nopony," she hissed, "breaks my glasses."

The guardspony she had tackled had stood up, and looked fearfully at her. He began to back away before bumping into the chain-link fences surrounding them. He spun, and quickly put a hoof on it in an attempt to climb. He stopped, as he began to lift off from the ground.

"He wants to go over the fence!" Vinyl shouted. The guard flailed wildly as he tried to shift his weight. Vinyl held him aloft with her forelegs, balancing perfectly and hefting him further into the air. At full extension, he stopped struggling and began hyperventilating.

"Let me help you!"

The guard sailed over the fence, letting out a shout as he flew into the darkness beyond. It cut short with the clanking of steel on pavement.

A wild anger graced Vinyl's face. Her magenta eyes glinted in the moonlight as three more victims ran towards her. They posed no threat, she struck effortlessly and cackled as they struggled to stand.

Only after the guards all lay still and made no more attempts to flee did Octavia dare to stand up. Vinyl was staring into the night, facing away.

"Are - you okay?" she asked.

Vinyl spun around, a green-tinged pair of glasses on her face. She smiled wickedly.

"These guys are lucky I always keep a spare."

Chapter 24

Thorax looked up as somepony came through the door. The lights had been turned off, at his request, though not because he was sleepy. Sitting in a hospital bed all day was in no way tiring, but Redheart had sworn at him every time he tried to make use of his time by humming. At least with the lights off, he could let his imagination roam free. He had spent a lot of time imagining Octavia, who was presumably saving his life right now. He had also spent some time cataloging what he had imagined, and some time making meta-commentary to himself on what he was doing during said cataloging.

The pony flicked a switch and the room's lights came on. It was Twilight Sparkle, and her eyes went wide.

"Ack! That's way too bright! Spike!"

Twilight flipped the switch back off, and a moment later, a small burst of magic flew from her horn at the waiting silhouette of Spike, carrying a candle.

"Much better," Twilight said as she approached Thorax's bed.

"Hello, miss Sparkle," Thorax said.

"Hey, Hist. Feeling any better?"

"Slightly. My back no longer aches, but the doctor has told me not to move or I may undo all of the healing I have done. I feel fine, really."

"Redheart knows best."

Twilight cast a nervous glance at Spike, who looked more bored than anything else.

"Just tell him," Spike said.

"But - " Twilight stammered.

"I want to go to bed. Tell him."

Twilight turned back to Thorax. Her lip quivered.

"What's wrong?" Thorax asked.

"I don't know how to tell you this, but... uh... we think..."

Thorax patiently waited for Twilight to gather her courage.

"We think..." she said again.

"You think - alike? A lot? I think a lot, too. I thought I was the only one. Do you keep records of what you think?"

"We think Octavia is a changeling!"

Thorax was stunned. He sucked in his breath, and, if he could, he would have done something with his body. Perhaps move it? When shocked or surprised, he had often jumped back. Perhaps he could get Spike to use a broom to lever him into a jumping position. Or a falling position.

"You're taking this remarkably well," Twilight said.

"I am quite alarmed, by this. She never told me. How did you know?"

"We've known there was a changeling in town, somewhere. Princess Celestia told me in person, and I was supposed to keep look out. I really didn't think it was her, but you never know. Any pony could be a changeling, you could be talking to one right now and you wouldn't know it."

Thorax thought, though he did not keep record of it this time. Could Octavia be another agent, perhaps from a different hive? What a happy coincidence that would be! Unless, of course, she was from a rival hive. Thorax knew little of politics, as it had never really come up at home. Did changeling hives fight with one another?

"Why are you telling me this?" Thorax asked.

"I thought you should know, word is you two were... close. Right?"

Thorax sighed. "Yes. I will ask her when she returns."

Twilight and Spike exchanged a look. "Oh yes," she said, "right. When she returns."

"So," Thorax said, "how did this Princess Celestia know?"

"Not sure, but she has her ways. She told me two weeks ago to expect a changeling visitor, but didn't say much else."

That was right around the time Thorax had arrived. For all he knew, Octavia had been disguised as one of the ponies on the train he arrived on! He would have much to discuss with her when she returned. Particularly, why she would go to such trouble to maintain her disguise as injuring him. Maybe she was an exemplary agent, as he was, and they could share techniques?

"Thank you for telling me all this, Twilight Sparkle. It is good to have a friend like you."

"Yeah. Just rest and get better, Hist. Did you want a book or something to read while you're in here?"

"Oh, no thank you. The nurse gave me one already, it's about a pony who breaks her wing and then steals an antique from a strange creature with a name I cannot pronounce. Most fascinating."

"Well, okay," Twilight said. Spike coughed. "We better get going. We'll come visit tomorrow!"

Thorax struggled to raise his foreleg in an attempt to wave. He actually got it extended most of the way up before his own instincts told him not to hurt himself. Twilight smiled and waved, and Spike brusquely pushed her out the door.

Thorax rested his head against the pillow again. He was uncomfortable, laying this way. It was fine when awake, but difficult to sleep, and he would prefer to sleep on his side. He tried to move his hind legs, and surprisingly, they responded to his calls. He very delicately rolled onto his side, straining to keep his back perfectly straight and tight. To his good fortune, he did not hurt himself, and could now sleep more soundly. He smiled to himself. Octavia would be so happy to hear how fast he was recovering.

When she returned.

Octavia's face had been pressed against the concrete, and she could not see where she was. The guardsponies had not read her her rights, or even said much of anything at all, save to, "stay down and don't move." A task made all the easier by one of their forelegs pressing her to the pavement.

"Well, well. Nice work. What about the other two?" somepony asked. A female, her voice was familiar. Octavia could only make out a pink hoof on the ground ahead of her.

"Got away, ma'am," one of the guards said, "we've got two medics looking over the wounded now."

"Wounded?"

"The white one with the blue mane. Never seen anything like it."

"Did you break her glasses?"

"... yes."

The distinct sound of a hoof colliding with its owner's face could be heard.

"Serves them right, I warned them. Whatever, Vinyl wasn't the target."

"What do we do now, ma'am?"

"We got what we came for."

The female's voice was suddenly right next to Octavia's ear.

"Prep her for transport. I got a letter to write."

Meanwhile, across Hoofington, Vinyl and Octavia were preparing to depart. The evening train had just come in, and the two had been hiding in the bathrooms until it arrived. They darted across the platform and boarded without giving anypony a second glance.

"See," Vinyl said, reclining against the booth's seat, "told you we'd be fine. I always think of something."

Octavia murmured her assent. She kept scanning the car for guardsponies, though none came.

"You've been awfully quiet," Vinyl said.

"Just a little terrified. That was close."

"Yeah, and those were some desperate dudes, right? You'd figure after the first five guys go down, you'd think twice before charging at me."

"Hmm, yes. You are quite a fighter."

Spiracle leaned against the window, checking the platform for guards, now. After seeing what Vinyl Scratch could do in a fight, she decided against making any sudden moves. Best to hold her disguise a tad bit longer, and make a clean getaway when this pony wasn't looking.

"You still got the stuff?" Vinyl asked.

Spiracle patted her tail, where a hidden rubber-band held in place the Nectar vial.

"Cool. You ever seen that Edge before? She seemed to know you."

"Uh," Spiracle said. She coughed. "No idea, never seen her before. Think she got away?"

"Dunno," Vinyl said, reclining further in her seat. She made an unpleasant face. "Sure hope so. Wonder what they do to you, if they catch you?"

Octavia shuddered. "I don't want to know."

The train conductor blew the steam whistle and the train lurched into the night. Vinyl put on her customary headphones while Spiracle looked out the window, at the moon, just visible over the treetops. What was going to happen to the real Octavia, she didn't know. Sooner or later they'd figure out she wasn't a changeling, and let her go, right? It wasn't Spiracle's fault in the slightest, and she shouldn't feel concern for a pony, even if that was Thorax's special somepony.

She was not sure how she knew, but Spiracle was confident that this Octavia was the one. Agent Thorax had changed so much in the scant week she had left him in Ponyville, and it made sense that he had found love. He was far luckier than most agents, some went months or years before finding somepony to feed off of.

That only made Spiracle wonder why he needed Nectar now. Perhaps, being in the hospital, he couldn't feed properly. None of the other agents she had worked with had ever been infirm, but she figured the survivalist training back at the hive would have at least mentioned complications due to injury. Regardless, she could make the delivery herself.

"Hey, Tavi," Vinyl said. Spiracle did not respond.

"Tavi!" Vinyl said again.

"Huh?"

"You spacin' out?"

"Yeah, sorry."

"I'm gonna take a brief nap. Wake me up at Smokey Mountain station, we gotta switch trains there."

Spiracle sighed and looked back out the window. She wished things could go back to the way they were six months ago, when she wasn't in hiding. When there weren't horrible rumours floating around of the end of the changelings. When she had a home to go back to. When she wasn't lonely all the time.

As Spike opened the door to the Library, the shadows within betrayed an outline. Somepony was standing in the room.

"Twilight, look!" Spike hissed.

Whoever it was hadn't noticed them yet, and was fumbling around near the stairs.

"Who is it?" Twilight whispered back.

"Don't know."

The figure heard them whispering, and turned to see them. It waved to them in the gloom. "Oh, there you are, Twiley."

Twilight and Spike tensed subconsciously.

"Uh, okay, I'll get the lights."

The intruder cast a light spell, revealing the smiling face of Shining Armor.

"Shining? What are you doing here?" Twilight asked.

"Leaving town again, I just got a letter from Ca- "

Spike suddenly looked about to be sick. He belched, and a green flame lit up the darkened library. A scroll deposited at Twilight's hooves.

"And there's yours," Shining Armor said, "guess she wants you to come along, too."

Twilight scanned the scroll.

To my most faithful student, Twilight.

Your presence is urgently requested at Canterlot, at a location which will be disclosed to you upon your arrival at the train station. Waste no time getting here, because, as usual, the future of the country depends on it.

Tell Spike he can sleep on the train.

-Yours, Princess Celestia

"We gotta go to Canterlot? At this hour?" Twilight asked.

"That's what mine said, too," Shining Armor said.

Spike stamped his foot. "Oh, you've gotta be kidding me!"

Twilight looked sidelong at him. "You can sleep on the train. I'll bring your basket."

"Tarsus, give me a status report!"

"I have not been able to locate the security chief all day, my Queen, so I have taken control of his division. We're on high alert in case another attack comes."

Chrysalis paced in her chamber, hoping the exercise would keep her mind sharp. How had things degraded so quickly?

"That's no good - you will need to pass your command along to a subordinate. One you trust with your life, for we have other issues we must attend to."

"But my Queen, the - "

Chrysalis cut him off, "Arrange a cease-fire, or a stand-down order. I don't want fighting inside the hive, you understand me? We have to leave."

Tarsus was shocked. "Leave?! Have you gone mad?"

"No," Chrysalis said coolly, "I'm the sanest changeling you know. Our future is happening right now, in Canterlot city, and you and I will be there to witness it. I've just heard, so prepare to depart."

Tarsus grimaced. "Is this wise? The officers may think we're abandoning the hive!"

"If what I think has happened has happened, it will not matter what the officers think. Meet me at loading dock C-9 in ten minutes."

Both Chrysalis and Tarsus left the royal quarters and headed down the hall. From deep within the hive, a distinct chorus could be heard. The workers were singing and playing songs.

"My Queen," Tarsus said, turning to see her. A younger, shorter changeling had taken her place.

"I know, I know," Chrysalis said, "it will all be over very soon. Just try to ignore it."

"If another attack comes - "

"Our lines will hold. No amount of streamers and balloons can defeat hardened veteran soldiers."

Tarsus was not convinced, but continued on. Chrysalis took a different turn, heading down towards the security division's forensics labs. She had some goodbyes to say, and only hoped Tegula would forgive her for all her failures. As Queen, and as a friend. If what happened in the next few hours was what she had been predicting all along, they would call her the last Queen of the changelings. It was a moniker she was not looking forward to inheriting.

Chapter 25

Dawn broke over Ponyville, and Thorax was roused by somepony entering his room again. He craned his head to see who it was.

"Oh dear, did you fall over in the night?" Redheart asked.

"No," Thorax mumbled, "I did this myself."

"Hmm," Redheart said. She leaned over Thorax's prone form, raised a hoof, and slapped him on the flank.

"Yowch!" Thorax shouted, remaining completely still.

"The feeling has come back, I see. Damn-near incredible, it's been fifty-five hours and you've got sensation and limited movement."

Thorax grumbled, but said nothing.

"I've been studying up on your anatomy, and I must say it's amazing stuff. Hey - ", she said, leaning in close, "can you switch back to your insect form for me?"

Thorax looked up at her. A peculiar earnestness had replaced her gruff exterior.

"Why?"

"So I can see it."

Thorax released the grasp he had on Hist's form, and let it slip away. He shimmered and returned to the shape he had spent all his life inhabiting. It now felt strange to be this way, to have holes in his legs and to feel his fangs again. It was not helping that Redheart was poking them.

"What do you use the fangs for? The book doesn't say. Do you drink blood, or something?"

Thorax thought back to his days in the hive.

"I sometimes use them to open packages."

Redheart's face fell, then brightened again.

"What about the holes in your legs? What do those do?"

"They can be filled with rolled up paper during training, or to carry small objects."

"Your back! There's a hard chitin on your back!"

Thorax strained to turn his neck to see what she was referring to. On his back, near his wings, his fur coat became thin and there was a hardened part of his skin that shone in the daylight.

"I suppose that keeps my wings from slapping my back too hard."

Redheart was flabbergasted. "Wow, how am I going to write my research paper now? Don't you do anything cool?"

"I can shapeshift," Thorax offered. He transformed back into Hist Amine, to prove he could still do it.

"Well I already knew that. Thanks a lot."

Redheart stormed out of the room as another pony came in. She looked much like Redheart, in that she was wearing a white hat with a red cross on it. Otherwise, she looked nothing like Redheart. Ponies, Thorax reasoned, do all look kind of similar.

"What'd you say to her?" the pony asked.

"I don't know," Thorax replied.

"Right, whatever. Time for your sponge-bath."

"My what?"

"I am Nurse Tenderheart, and I am going to wash you with this sponge. After that, I am going to go punch Nurse Redheart in the face for making me do this."

"Why?"

"Because I don't normally give sponge-baths, that's the a job for nurses, not doctors."

Thorax was, rather understandably, confused. "What?"

"I didn't go to school for eight years so I could wash your sweaty back off. I owe her a favour because apparently she's going to let me co-write a paper with her. Supposed to be really juicy stuff that nopony has written on before."

"But didn't you just say you were a nurse?"

"No, I said I'm Nurse Tenderheart."

"What?"

Tenderheart grimaced. "My nickname is Nurse. I got it in med school and now everypony calls me that. Some cheeky intern even wrote it on my office door."

"But you are a doctor?"

"Yes, internal medicine."

"Is Nurse Redheart a doctor?"

"Yes. She's a surgeon."

"And you have the same nickname?"

"No, Nurse is her first name."

Thorax's head was spinning.

"Just shut up and take the sponge-bath," Tenderheart said.

About twenty minutes elapsed as Thorax felt odd sensations across his body. Tenderheart was skilled indeed, and cleaned him off quite nicely as he tried to keep his muscles from tensing as the wet cellulose glided across them.

"Stop whimpering," Tenderheart said.

"Sorry..."

Thorax resolved to quietly endure the treatment as he waited for Octavia's return. Surely nothing had happened to her, surely her mission had been successful.

Spiracle, still disguised as Octavia, and Vinyl departed the train. They did this four hours later than they were supposed to, as Spiracle had fallen asleep and they had missed the junction. Vinyl took it surprisingly well, and didn't mention at all how only cowards needed sleep, as opposed to naps. Not that Spiracle would have known that was a thing.

"So, you gonna go fork over the stuff?" Vinyl asked.

"Yeah," Spiracle said.

"Great. I'll leave you two alone, you'll probably want some privacy."

Oh yes, Spiracle thought, this Octavia is definitely his special somepony.

The two split up and Spiracle made her way to the hospital. She had never spent much time in Ponyville, and Thorax would no doubt know the town's layout far better than she had, but the hospital was easy enough to find. The large building stood out among the small rows of houses and each street corner had a large sign with an "H" and an arrow. It was impossible to miss.

Nopony paid her any attention as she checked the list of patients. Thorax was in a private room on the third floor. Spiracle made her way up the stairs, and hesitated at the doorway marked 'Private'. She glanced at the hallway around her, taking note of the small details. A potted plant ruffled from a gentle breeze which rolled in from the corridor's sole window. Some boring art on the walls, painted by some local artist. A few stains on the carpet, brown, unidentifiable. She was not being followed, at least.

Spiracle stepped quickly into the room, and neatly shut the door behind her. She quickly locked it and waited, holding her ear close to the glass. No hoofsteps followed her. She turned around and ambled towards the sole bed in the room.

Thorax looked uncertain as she approached.

"Octavia?" he asked.

"Uhh," Spiracle said. How to break this to him? "Listen, Thorax, I have something to tell you..."

"You're a changeling?"

Spiracle could hardly speak.

"I - yes! But - "

"Oh, good! Twilight Sparkle told me last night, don't be alarmed. What hive are you from? Are you from my hive? Dusty Dries?"

"Yeah, I - hey! Wait! I have - "

"Wow! What a coincidence! My mentor, Spiracle, said I was the only one assigned here! Do you know her? Do you have any tips for me? This is so exciting!"

"Shut up, Thorax!"

Thorax shut up instantly.

"I have some bad news."

Thorax craned his neck. His eyes grew wider as Spiracle let her disguise drop.

"Spiracle! You were Octavia? No, that's not possible... is it?"

"I'm not Octavia!" Spiracle finally shouted. She shut her mouth and ran to the door, listening again. Her heart seemed to echo in the silence beyond.

"Ah, that makes sense. You do not shine like she does, I should have known. Where is she?"

"She... I'm sorry, Thorax. Really sorry," Spiracle said as she returned to the bed.

Thorax remained as earnest as ever. "Why?" he asked.

"The guards picked her up, they think she's me, I think. It might be a while before they figure out she's not a changeling. Hell, they might charge her with treason, for all I know. It's gonna be bad."

Thorax said nothing.

"I'm so sorry," Spiracle said.

His face sunk, his eyes focused on his chest. He said nothing.

"Listen, it won't be so bad. They might let her go."

A tear pooled on Thorax's eye. He blinked it away.

"You gonna be okay?" Spiracle asked.

"I'm fine. Why have you come? To tell me this?"

"She said you needed this Nectar, though I don't know why. Why didn't you just feed off of her? You didn't hurt your stomach, did you?"

"Feed off of her?"

Spiracle's mouth slowly opened as she realized, gradually, the full extent of what Thorax had just said. She quickly snapped shut as she realized she was very near to drooling.

"Seriously" Spiracle asked. "Seriously? You - you - you idiot! How can you go your whole life and not even know how to eat!?"

"I know how to eat..." Thorax mumbled. Suddenly he was unsure.

"You've been feeding off her, I can see it! Hell, we should have made you a Harvester, you're going to burst! And you still sent her to buy Nectar for you? Here I was, feeling sorry for you. I thought you might have wised up since you're not dead yet, but nooooooooooo."

"I caused this."

"Don't interrupt me, I'm not done berating you!"

Thorax ignored her. "I caused Octavia to be captured."

Spiracle reversed her attitude. "Hey, woah, you can't go blaming yourself like that. Life sometimes does that."

"No, it was my fault. I have failed in everything I've ever done, except one thing. And I just caused that thing to be arrested."

"Meal time!"

Redheart unlocked the door and backed into the room, a cart in tow behind her. It held a wide range of foods and food-like materials, such as kelp, a sandwich, paper towels, a doorstop, and some fast food from down the street. She stopped as soon as she saw Spiracle, who likewise froze in terror.

"How did you open the door!?" Spiracle demanded.

Redheart's face lit up like the sun.

"A female changeling! OhmygoshohmygoshOHMYGOSH, it's like Hearth's Warming eve but in summer!"

Spiracle eyed the window as a potential escape route but, before she could react, Redheart had positioned the cart in front of her, and was blocking any escape.

"Are you his friend?" she asked.

"I suppose you could call me that," Spiracle answered.

"How do changelings reproduce? Is it a pregnancy? I've heard it involves eggs and cocoons, is that true? Could I examine you? I'm writing a paper, you see..."

Thorax interrupted her gushing, "We must save Octavia. Spiracle, will you help me?"

"What? Are you nuts? Do you have any idea how much security there's going to be around her?"

"No, and I don't care."

Spiracle glared at Redheart. "Your patient might try to flee the hospital. Better lock the door."

Redheart's eyes went wide, and she charged to the door and quickly relocked it. She pushed a chair in front of it for good measure, then stopped and looked up at Spiracle. "Wait, he broke his back. He's not going anywhere."

"I will do what I have to, to save Octavia," Thorax said. He used his forelegs to push off the bedsheets. Redheart gasped, Spiracle did not.

"How the - " Redheart asked.

"He's practically a volcano," Spiracle observed, "He's got enough love in him to feed two hives and then some". She looked at the forgotten vial of Nectar, still held in her forehoof. "Can I keep the Nectar, then? I'm kind of on the outs right now, bit of a dry spell. I don't need it, but you know..."

Thorax ignored her. He rolled over and stood up, as Redheart was stunned into silence. He leaped off the bed and landed somewhat awkwardly, then trotted over to the window. As he did, he dropped his disguise as Hist Amine. He paused, and turned back to Spiracle.

"I owe this doctor a life-debt. Please help her any way you can, I am not sure if I will succeed. If we do not see each other again, it has been a pleasure working with you, Agent Spiracle."

"I wish I could say the same to you, Agent Thorax."

"Thank you," he said. Spiracle sighed.

Thorax pushed open the window and leaped out, beating his wings with fervor he had never before felt in his life. He did not know where he was going, but he knew, intrinsically, where Octavia was. It was as if there were two suns in the sky, one of them blinding, the other a soft, warming glow that drew him towards it . It was located somewhere near the great city on the side of the mountain he had seen earlier with Octavia. That place she never wanted to return to.

Redheart sidled up to Spiracle, who still had not resumed a disguise. The pony doctor was studying her in detail, it seemed.

"Yes? May I help you?" Spiracle asked.

"What was that about a life-debt?"

"It's a changeling thing. It means I should do you a favour."

"Oooh, I'm not a sociologist but I know one. She'd be really interested, too."

Spiracle sighed. "Let's get this over with. What do you want?"

"To get some questions answered. Your fangs, just what do you do with them?"

Spiracle thought. "I usually use them to open my mail," she said.

As Thorax flew towards the city of Canterlot, he hesitated only slightly as, behind him, he could hear the sound of somepony screaming in frustration, followed by several curses which presumably were taboo in the pony world.

Chapter 26

"Wakey, wakey, you piece of trash."

Octavia snapped awake. She had had a bag placed over her head when the guards had "prepped" her, and must have dozed off at some point. She realized immediately that she was tied up, and briefly struggled against her bonds.

"Yeah, don't bother. You're not going anywhere."

Princess Cadence stepped into view, as Octavia could barely move her head. She was tied with her forelegs on either side, stretched as far out as they could go, and her hind legs both bound to a pole, or perhaps a support strut. Where she was, she was not certain, but it was not a jail cell. It looked more like a warehouse. Boxes and crates were stacked everywhere, with inscrutable writing on their sides. There was a light source somewhere behind her, but it was definitely not natural light. She had no idea what time it was, even.

"Are you sure about this?" asked a voice from somewhere out of view.

"I know what I'm doing."

"But what if she's not a changeling?"

Twilight Sparkle stepped into view, her face a mask of pity. Tavi renewed her struggle.

"Twilight!" she shouted, "Tell them I'm not a changeling!"

Twilight merely hung her head, and muttered an apology.

"It's okay, Twilight," Cadence said, "they all say that. You just have to ignore it."

"I don't know..." Twilight said, trailing off.

"I've done this before. It's not easy, but it has to be done. You'll thank me when it's over."

"Hey!" Octavia shouted, "I am no changeling! Let me go!"

"She's pretty insistent," Twilight said.

Cadence cast a sidelong glance at Octavia, and narrowed her eyes. "Try a disruption spell."

Twilight's eyes brightened up, and she concentrated on her horn. A green glow appeared around it, and a bolt of energy hit Octavia's head. All around, the green glow intermingled with the unnatural light, and the black shadows of the room around them became a sickly green. A tingling sensation flowed down Octavia's body as the magic glided from head to tail. Twilight looked expectantly at Cadence.

"Hey, it didn't work!"

"Of course not," Cadence said.

"Then why - "

"Because, I needed to see. She's the best."

Octavia was about to protest, but Twilight cut her off. "What!?"

"Think about it. Tia said the changeling was supposed to be their best agent. If she can hold a shapeshift under a disruption spell, that'd put her in the top tier. She'd be almost impossible to catch."

Shining Armor appeared from the other side, with Spike riding on his back. "Trust Cadence, she's seen it all before," he said.

"Twilight! Please!" Octavia pleaded.

"See, she's not going to give up the act. Fortunately, we have... ways" Cadence said. A dark smile overtook her face. Tavi felt a sudden, freezing dampness in her mane. Beads of sweat formed and began sliding earthwards.

Twilight and Shining Armor receded, leaving only Cadence visible in front of Octavia. The Princess had a curiously playful look on her face, and turned to the side, pacing gently. She closed her eyes, standing in front of Tavi in a pose much like one lost in thought. Her eye opened, just a fraction of an inch, and closed again...

Suddenly, she shot forward, stopping just before her hoof collided with Octavia's face. She held it there, not striking, merely taunting.

"I'm not touching you."

Octavia steeled herself. Cadence relented, then placed her hoof near Octavia's eye.

"Still not touching you!"

Octavia ground her teeth together. "Stop it."

"Nuh-uh! I'm not touching you!"

"Stop that!"

Cadence smiled again. "Ready to quit yet?"

"I am no changeling!"

"And I'm not touching you!"

The Princess withdrew her hoof then held it forth again, close enough that the warmth of the pink mare mingled with the cold sweat on Tavi's nose. It triggered a minor ticklish sensation. Octavia grunted and tried to resist.

From the corner of her eye, she could still see the rest of the room. Twilight had re-entered the edge of her vision, concern still etched on her face as much as before. Octavia was about to call for help, if for no reason other than that she might ignite some sort of rationality in her quasi-friend, before something in her mind told her not to. Not to waste her strength, maybe, or not to put more strain on Twilight than was necessary.

Cadence continued for another minute, holding her hoof aggravatingly close, until at last, she stopped, and backed up. Twilight had disappeared again, and now the light source behind her was dimmer than it had been. Tavi could no longer see as much of the room as before.

"Hmpf. That was just a warm up," she said, "so don't go thinking you're getting off so easily."

Octavia heard Twilight's voice from beside her, "This is sick."

Cadence looked ashamed, but straightened herself as soon as she remembered Octavia could still see her. "It's probably best if you don't see what comes next. Shining Armor, have the guards arrived yet?"

"They're on their way," he said, from somewhere to the right.

"They have my tools?"

"Yep."

"Tools?" Twilight asked. Octavia grimaced.

Cadence noticed, and smirked at Octavia. She raised one eyebrow, and Octavia hardened herself again. A slight cock of Cadence's head was responded to by a baring of Octavia's teeth. Cadence dropped the smirk.

"... Yeah. Maybe you should take Spike outside. Probably best if he doesn't see this," Cadence said.

The sound of hooves and feet on the floor was punctuated by a door slamming. Octavia did her best to put on a brave face.

Cadence snarled at her, then switched expressions again. She looked amused. Octavia did not like that at all.

"Hey, Octavia, right? That's your cover name?"

"That's my real name," Octavia growled.

"She's gone, you know. You don't need to keep up the act. All you have to do is talk, and this can be over right now."

"I have told you the truth, I am not a changeling."

Cadence did not reply immediately. She seemed to be chuckling to herself. She instead let Octavia hang there, until, without warning, "Why did the changeling cross the road?"

Octavia hesitated, watching Cadence's expectant face. With nothing further offered, she gave in. "Why?"

"She didn't. She never really was on your side."

A spasm hit Octavia's midsection, made all the worse by the bindings around her legs.

"I lost my watch on the beach once, and a crab found it. He wouldn't give it back when I asked. Know why?"

"Why," Octavia asked.

"Cause he was shellfish!"

The pain came back, and Octavia wanted to double over. She could hear a snickering from somewhere behind her.

"I went to my friend's wedding last week," Cadence mused.

Shining Armor chimed in, "Oh, for Mr. and Mrs. Antenna?"

Cadence nodded. "They're a cute couple. I mean, the ceremony was awful, but the reception was excellent."

"I - I can't - ", Octavia managed to mutter.

"It can end whenever you want it to," Cadence spat.

She let the words hang there, and again, the light behind Octavia seemed to dim. All she could see now was the body of Princess Cadence, surrounded by an ever-shortening shaft of light. Her forelegs began to hurt, and her stomach began to tighten. Nopony could last forever, not against this kind of onslaught, but Tavi needed to hold out. Maybe for a miracle, or maybe just to prove she could.

Not getting the reaction she wanted, Cadence continued the attack.

"What's brown and sticky? A stick!"

Octavia groaned.

"I went to buy a camouflage suit the other day, but I quit. Because I couldn't find any!"

Octavia sniffled.

"Did you see the performance the other day? It just opened, it's called "Puns: The Musical". It was a play on words."

Octavia, right then, would have preferred death.

"You know what I hate about Matryoshka dolls? They're so full of themselves!"

Octavia could only muster a whimper.

"How about a chemistry joke?"

Octavia was silent.

"Oh, I see. No reaction!"

Octavia smirked a little, and lifted her chin against her restraints. "Okay," she said, "that one was actually funny."

Cadence continued, "See, in chemistry, when you put two chemicals together and they are compatible, they can react together. Like Hydrogen and Oxygen react to make water..."

"Stop!" Octavia pleaded, "If you explain the joke it's not funny anymore!"

"I know," Cadence said, "and that's why I explained it. It sucks all the comedy out, especially if you just keep talking about it long after the audience has lost interest."

"Please stop..."

"And drawing it out like this hurts even more," Cadence concluded. She examined Octavia closely, eying her up and down. She hadn't broken yet, but would soon.

About twenty minutes had gone by, and Twilight and Spike hadn't moved from the entrance. They merely sat outside the doorway, hearing the occasional scream or plea for mercy. Then, the building would go silent again, and Twilight would wonder what tortures were being inflicted on her former friend. She could not bring herself to go and intervene, she just sat there, next to Spike.

"We should do something," Spike offered.

"No, this has to be done."

The two continued to sit, staring at the ground.

Eight guardsponies trekked into the building, paying no heed to the pony and dragon sitting outside the door. Twilight barely took notice of them, until a faint rattle drew her attention. A weathered briefcase, carried by one of the mare guards. She looked and met the eyes of its courier as she passed . The guard snapped her eyes forward again, and Twilight wondered briefly, before deciding it best that she not know what lay within.

"And then, she said, 'But how else were we supposed to get the gerbil out?'" Cadence said, laughing. Octavia was not laughing. Shining Armor appeared to have recused himself, and could no longer be heard. Instead, she heard the door open, and a number of ponies enter.

"Ah, finally. I was running out of material," Cadence said as she trotted out of Octavia's sight.

Octavia heard the click of a briefcase opening.

"Excellent, it's all here."

Another click, and the Princess returned to her view, smiling again.

"You're tough, I'll give you that," she said. Octavia returned an angry look, but remained silent.

"Most don't make it this far, which is a shame. You see this?"

Cadence levitated a long, pink feather in front of Octavia's face. Tavi fought the urge to go into shock. "You monster," she spat.

Cadence ignored her. "This was given to me by a friend of mine, he was a flamingo. I've only gotten to use it twice. Sure would be a shame if you confessed right now."

The Princess looked expectantly at Octavia. "I will not waste my breath reiterating."

"I was hoping you'd say that," Cadence said. Her grin had gone into a full-blown sociopathic smile now, and she bore down on Octavia.

And with that, the light behind Octavia gave way, and all her mind could see, burnt into her eyes, was the malevolent grin of the Princess of Love.

Chapter 27

Thorax flew as high as he could, to better split off the sun from the other sun. Which of the two were the brighter was up for debate, though Thorax had only himself to debate it with. He began to do so, but after getting into a second debate with himself as to which would be the winner, he decided that they were of equal brightness.

All around him, on the landscape, the trees shook in the wind. It buffeted him, but did not knock him off course. He merely corrected for it and continued inexorably on towards his destination, passing roads and carts and the occasional pony who could not be bothered to look up to see him.

Canterlot Mountain loomed closer, and soon he fell under its shadow. On the very peak sat a glacier, which glistened and shone a reflection of light directly into his eyes, forcing him to descend. He flew lower, down to the height of the tallest tree, and continued across the plains which now opened before him. This time, a pony who looked up to see him shouted in alarm, and ran for cover. Thorax paid him no mind.

The great city of Canterlot was approximately as magnificent as had been described to him by the soldiers in the mess hall, or rather, as had been overheard by him as the soldiers talked amongst themselves. They had spoken of great spires which were held up by nothing by pony engineering, and of buildings with great archways, painted to resemble the sun. He saw these now, but they were not what caught his interest. His interest was in a sprawling mass of identical buildings that gathered in dense cluster.

One part of the city contained nothing but the grand and elegant buildings, the other, a network of these strange, square, narrow buildings. Pipes extruded from some of them, vomiting thick smoke into the air, while others had train-tracks running both beside and inside of them. The deafening roar and the whirring of machinery could be heard even from a great distance. A curious feeling overtook Thorax, as it seemed the ponies had created something like his old home here in their capital. Thorax flew onward, until Octavia's second sun drew him to land at one of the identical buildings.

Twilight Sparkle and Spike did not even look up as he landed and approached them. Octavia was definitely within this building, he could sense her nearby.

"Twilight Sparkle," he said.

"Hmm?"

Twilight looked up, and practically jumped in place. Spike, who had been sitting on her tail, rolled away and banged into the wall. He held his head as he stood up, then likewise jumped in place upon seeing Thorax.

"A changeling!" Spike shouted.

"That is correct," Thorax said.

"But - I - Hist?" Twilight asked. She exchanged a look with Spike, then both looked back to Thorax.

"Is Octavia inside?" Thorax asked.

"You were the changeling?"

"Yes. You sound surprised."

Twilight's neck had a spasm and her face became crooked. Spike slumped over and held his head, shutting his eyes. Thorax, as per his training, did not react.

"Wha - well, he was the changeling. I guess I owe Spike ten bits. How were you the changeling?"

"I have been one all my life. Is that a problem?"

"But - you're a - you're an - "

"Idiot?"

Twilight thrust a hoof forward, pointing at Thorax. She nodded, and said nothing.

"I know, and any other time, I would apologize to you. It is what I've done my whole life, apologize to my superiors for my failure. But - Octavia, is she within?"

Twilight nodded.

"I must save her, I cannot allow her to suffer for my foolishness."

Spike took his hands off his head. "You're hearing this right?"

Twilight shook her head, and snapped back to reality. "Get it together!" she whispered to herself, and straightened her back and face. She took a single step forward, and put on her most serious expression.

"Tell me why I shouldn't turn you in right now."

"Because you know, as well as I, that I am of no value to you whatsoever."

"Yeah, you're probably right. But - we're enemies, Hist, we're not supposed to be talking like this. We're supposed to be fighting one another."

"Will you do as you're told, against your beliefs? I would not be here if I agreed with that."

Spike leaned up against Twilight, and whispered, loudly, "So much for him being an idiot."

Twilight whispered back, "He's totally an idiot! Get out a quill!"

Spike sighed, and held up a quill and piece of parchment. He hovered expectantly, as Twilight turned to address Thorax.

"Go inside, I'm not going to stop you. There's at least ten ponies in there, so I hope you've got a plan."

"Thank you, Twilight Sparkle. Since I will likely never see you again, I wish you luck in completing your book."

Thorax bowed, and Twilight sat uncomprehending in place. Spike cleared his throat, but said nothing. Both pony and dragon merely watched as Thorax marched into the warehouse behind them. The hum of distant machinery was softer now, and the air heavier around them.

"Spike, take a letter."

"Ready when you are."

"Dear Princess Celestia..."

A maze of boxes, lit by weak lamps somewhere overhead, greeted Thorax as he entered. He could hear crying from deep within the building, and made his way around the obstructions. The crates around him cast ample shadows, hiding his body as he approached the source of the crying. Peering round a corner, he held his breath as he realized what he was seeing.

There, in a clear spot, hung Octavia. She was crucified, tied with a dozen ropes to a support column in the middle of the warehouse. A lamp behind her sent a long silhouette across the room, masking the pony closest to her. Around them, in a long line starting on either side of Octavia, were no less than eight suited guardsponies, and another pony behind them. Twilight had told him the truth: No fewer than ten trained and equipped ponies stood between them. He hoped his guess was right.

Thorax stepped into the light, and one of the guardsponies gasped. Princess Cadence whirled in place.

"What is - what!?"

A long, pink feather drifted to the floor. It settled gently in front of her as she realized what the shadow in front of her was. Octavia looked up and focused, using the respite to muster up her courage.

Her eyes had tears streaming from them, and heavy bags beneath. She opened her eyes just wide enough to see Thorax, before all lines and strain vanished in an instant. A new strength entered her, and she struggled against her bonds.

"Thorax! Is that you?" she shouted.

"Octavia! I have come to rescue you!"

A moment passed, before the guardsponies began giggling amongst themselves. Cadence held back a smile as long as she could, until she, too, succumbed and began laughing. Thorax merely waited for them to laugh themselves out.

It took about five minutes, but they did eventually stop laughing. Cadence snapped to attention, and the guardsponies, seeing her, immediately snapped as well. From behind them, a sword levitated out of the shadows and Cadence brought it towards her. She gripped the hilt firmly, and stood on her hind legs with the blade menacing Thorax.

"I'm glad we got us another catch. I mean, I didn't expect a changeling to just walk in here and surrender, but who am I to question good luck?"

"I will not surrender until Octavia is free," Thorax stated.

"I don't think you realize that you're outnumbered ten to one. I mean, if you're going to resist..."

Cadence took a few steps forward, while Thorax held firm. He summoned up all his courage. The moment had come. He had practiced this speech in his head since he was but a hatchling, changing it every now and then to suit what happened in his life. It was the speech that a heroic Infiltrator would give, just before he was going to save the day. Though he knew now what Infiltrators were, that they were nothing like his foolish fantasies, he felt the words still held true.

"I've been to a lot of places and seen a lot of things. I've met a lot of people like you, brutes who want nothing but to watch the helpless and the weak suffer. I've learned more in the past two weeks than I ever thought was possible, and now I see the world from a completely different side. I've seen that we have more in common, ponies and changelings, than the gossipers and liars had even dreamed of. I've become what I never thought I wanted to be, and now, I would never want to change a bit of it. I had thought my life in the hive was a strange one, that I was different from all the others of my caste. I was right, but not in the way I had thought, and now I stand out here, in the wilds that are even stranger. I do not fear you, I feel you are merely one who has not seen what I have, and I pity you. I tell you now, what I should have told everyone when I first met them, the truth. I am Thorax, I am a changeling, and I am not ashamed of that."

Cadence looked bored. "What the hell are you talking about? Do you just ramble with no sense of internal narrative?"

"I'm trying to say, let Octavia go, and you can have me instead."

"No deal, and next time, spare me the speech."

Cadence dashed forward, her blade held high. Thorax waited until the perfect moment. Octavia shut her eyes, and tried to look away.

"I sing for her, a song of eights, in time gone by, another place - "

Cadence lost the grip on her sword and pitched forward, her chin slamming into the hard concrete of the warehouse flooor. The blade pitched and clattered, bouncing off into the darkness. All around them, the groans of the guardsponies could be heard as some lost their balance and fell over.

"Above the din, beyond the wire, her love for me, a smokeless fire."

One of the guards began vomiting all over the floor. Six of them collapsed on the floor, dropping what they were carrying. Shining Armor appeared behind Octavia, dragging himself across the floor to the prone figure of his wife. Strangely, two of the guardsponies appeared unaffected, and looked on with amusement at the proceedings.

"We touch, we feel, we are as one. Two beasts who dare to love anon."

Cadence was crawling forward, groping in the darkness for her sword. Each motion was punctuated by a curse. She gave up, and held her forelegs to her ears.

"Stop! Stop!" came a cry from somewhere.

"Drifting in the river fate, where hunters strike and love abates."

The guards had stopped writhing, they merely held their ears shut and begged for mercy. Shining Armor had stopped where he was, unconscious. Cadence rolled over and banged her head against a box, sending fluffy white stuffing into the air from a hole in the top.

"I am no saviour, my card's the fool. Eight above me, strength anew."

All that could be heard was a soft whimpering. The two standing guardsponies alternated between bafflement and childish glee.

"Love my arrow, piercing through. Octavia, I will save you!"

Thorax trotted up to Octavia's bindings and undid them as best he could. She collapsed onto him as he undid them, her weight tearing through the few remaining ropes. He held her closely, and she pushed herself off him as soon as she regained her balance.

"Thorax," she said, letting the words trail off.

She kissed him, and he drank in what he now knew was love, pure and undiluted by all those chemicals he had been trained to put in it. It was what he lived for, his addiction, straight from the source. He kissed back, wishing that Octavia could feel even a fraction of what he did whenever they were together.

"But what about your back - how are you here? How are you walking?"

"Your love healed me."

Octavia laughed weakly. "That's so corny."

She hugged him, feeling the warmth. So tired. She wanted to fall asleep, but Thorax's movements forced her awake again. He had withdrawn from the hug.

"I am sorry, Octavia," he said.

"Oh, don't worry about the singing," Tavi said, managing a weak smile, "I was already kinda used to it."

"No, not about that. Well, I am sorry about that, but about something else, as well."

"What? What do you have to be sorry about?"

"That I must leave you, and we may never be together."

Octavia withdrew now, her face flat. She blinked to hold back the tears, but her will had been sapped and they flowed freely again.

"Why not? We can run away! Let's go right now, before they wake up!"

"No, I am sorry. They will never stop pursuing me, and therefore, you. So long as you are with me, you will never know peace, and I cannot let you suffer that way. If you flee now, I will turn myself in, and they will take me in your stead."

From behind them, came a familiar voice. "Oh this is rich."

They turned to see the two guardsponies who had not been affected by Thorax's song. One was male, and the other female. Both were portraits of incredulity.

Tavi tried to ignore them. "Thorax, let's go. I know some ponies, we can hide out. Please!?"

Thorax shook his head. "There is no alternative. I am glad I could see you one last time. I hope it will last me to the end of my days."

"Stop it! Stop this melodramatic crap! I did not spend the past two weeks meeting my soul-mate to see him ripped from me! If you're going in, so am I!"

The male guard whispered to the female one, "Are you going to stop them? We're on a schedule here."

"Fine," the female one said. She strode forward and grabbed Thorax, pulling him off Octavia.

Thorax did not struggle as he was dragged away, but he did become curious when they stopped in the middle of the room. He noticed the hooves that were holding him blurred and shifted, becoming black and filled with holes. He looked up.

Queen Chrysalis looked down at him. Her bemusement held the same as before, accented by her fangs. Thorax let out a gasp.

"My Queen!" Thorax shouted. He righted himself and bowed.

Chrysalis' mind was elsewhere. "Celestia, come on out. I heard you come in, so quit playing around."

From the darkness emerged Princess Celestia, flanked by Spike and Twilight. All three seemed quite happy, as did Chrysalis and Commander Tarsus, who now stood next to Octavia, studying her.

Thorax looked from Princess to Queen to Commander to - whatever Spike was - and struggled to put into words what he was thinking. He tried his best nonetheless. "My Queen, I don't understand."

"And that is no surprise to anyone here," Chrysalis chuckled.

Celestia did not speak for several minutes, instead going between the guardsponies and tending to them. She cast a few spells which woke them from their stupor, while Twilight saw to Shining Armor. Neither of them approached the still prone Princess Cadence.

When all were awoken, Celestia sized up Chrysalis.

"Well, we come to the end of the game," Celestia said.

"Indeed," Chrysalis replied.

"Will you keep your end of the deal?"

"I have no choice," Chrysalis said, narrowing her eyes.

"What deal?" Thorax asked.

"I am very sorry, Agent Thorax," Celestia said, "but your Queen has not exactly been honest with you."

Chrysalis glared at Celestia. "I do with my subjects as I please. Or, at least, I did." She sighed, and bent down to speak to Thorax.

"Agent, your assignment was not what I told you it was. I will certainly not be needing any reports, in case you had thought I did."

Thorax mentally dumped all the reports he had been holding in the back of his mind. He felt much lighter now.

"Instead, I must admit I played a little game with you."

Celestia interrupted, "We made a bet, after her little assault on our capital city."

"A bet, yes, that's a good word for it. She bet me that the..." Chrysalis said, fighting with the words, "magic of friendship was more than I was prepared for. I proposed a test, and that test was you, Thorax."

"Me?"

"Yes. Thorax, the most loyal of loyal changelings. In two weeks, he was prepared to turn his back on his hive to save his newfound lover. Kind of stunning, isn't it?"

Thorax could not speak.

"If the most loyal of loyal is so easily corrupted, imagine how my other agents must be? Even I, no doubt, could be corrupted by this friendship. Indeed, what I have seen in the other hives can leave no doubt that they, too, were touched by it."

Celestia interjected, "Other hives?"

Chrysalis nodded. "I have seen and heard the evidence, and seen what has happened to my own subjects. They yearn for the same things Thorax does, as neatly encapsulated by his little song. Speaking of: Agent Thorax, you are never to sing in my presence ever again without my express written permission, and that of my chief of intelligence."

Thorax saluted.

"Yes," Chrysalis continued, "I fear the only way to quell the simmering rebellion is to give my subjects the same treatment."

"My Queen!" Tarsus shouted, dashing forward, "No! We cannot give in to the rioters!"

"You saw it!" Chrysalis snapped, "You saw the mangled remains, didn't you? What do you think will happen to us if we stand in their way? There are hundreds of them, dozens of us! We're next, Tarsus! What makes you believe we'd be any different!?"

Tarsus was about to protest, but now he saw Thorax up close for the first time. He paused, studying the young one closely. He took note of the love that seeped from him, of how his face was brighter than any of those workers still toiling in the hive. Even a taste. The first days that Tarsus set hoof outside the hive came back to him from so long ago. The sun on his face, his first awkward encounter with a pony...

"The worst part," Tarsus grumbled, "is that you are right. For our survival, and no other reason..."

"I knew you'd come around," Chrysalis growled, casting a glance at Celestia.

"I do so love it when my plans come together," Celestia said, beaming.

"You're wrong!"

All eyes turned to Cadence, who stood, having found her sword somewhere in the darkness. She brandished at Chrysalis, her eyes betraying only cold murder.

"She'll stab us all in the back, you'll see! You're making a mistake, Tia!"

"Cadence, calm down," Celestia barked.

"I ought to carve you up like a pumpkin," Cadence growled at Chrysalis. The Queen returned the snarl.

"Try it. Go on, see what happens," Chrysalis spat.

"Enough!" Celestia shouted. Her glare turned to Cadence. "Stand down, Chrysalis is under my diplomatic protection."

"If you're siding with her, I'll be sure to write you a nice eulogy," Cadence said, sneering.

Without waiting, she stormed off into the darkness. A moment later, a door slammed, echoing through the warehouse. The dim lights rattled and shook under the force.

Twilight poked her brother, who was still nursing a headache. "Will she be okay?"

"Maybe once she calms down. I should go after her."

Shining Armor trotted off, taking with him the six remaining guardsponies and Cadence's "tools". He apologized with his eyes to Octavia as they passed, receiving only a cold stare in return.

"So, you were letting her torture me, on purpose?" Octavia asked Celestia.

The party had moved outside, to be rid of the damp and dim storage building. The air of Canterlot's industrial district, though rife with soot and ash, was at least flowing. Octavia breathed deep. It did little to dispel that tiny panic that lurked in the back of her mind: that she would be held in the warehouse until her last moments, and never see daylight again. No doubt that fear would require months, even years, to fully dissipate.

"No, not I. Had I known, I'd have intervened sooner," Celestia said.

"You didn't know?"

"No, it was only when Twilight sent me a letter that I finally knew where Princess Cadenza was keeping you. She neglected to tell me that detail, and I had not known Twilight had followed her brother here."

Twilight placed a hoof on Tavi's back. "Sorry for not believing you."

Octavia shrugged it off. "'Twas not your fault, Sparkle. We know who bears the blame. Besides, I had a superhero on standby to come and rescue me, which was good, because I've rescued him more than a few times now."

Thorax, still in his changeling form, blushed nonetheless.

"But," Octavia started, "how did you know that song would work?"

Thorax smiled, showing his fangs prominently. Everypony recoiled, saved Octavia, who was quite intrigued by them. "I deduced that ponies, like changelings, must be vulnerable to particular sounds, as I was. I merely used what I learned."

Twilight shook her head. "Ponies are not vulnerable to certain sounds, I've researched it. It was a bunch of hookum, plus some poorly-screened test subjects."

Thorax sunk. "But how did I do that, then? Surely there must have been something that made those ponies pass out."

"The song was truly abysmal," Octavia offered, "I wanted to go back to the tickle torture."

"Tickle torture?" Thorax asked. Octavia winced.

Tarsus balked. "I've heard worse. You should hear what the first-years think is music."

Queen Chrysalis did not disagree, but did change the subject. "Well Celestia, I must leave now. You will be hearing from me very soon, of course, but I have urgent matters to attend to. I trust you will take good care of my agent here?"

"Of course," Celestia said, "drop by whenever you can. We have much to discuss."

Chrysalis and Tarsus quickly disguised themselves as pegasus ponies and took to the air. Thorax watched them go, soaring off into the clear skies. A small part of him wanted to follow, but Octavia pressed herself against him and that small part shrunk to nothing. He embraced her, and held his face close to hers.

"You are not uncomfortable with me, now."

"I find you kind of exciting, to be honest. These fangs especially fascinate me. Though, if you would like to be Hist Amine again, I would not be offended."

"Maybe, maybe not. I will be whatever makes you happy."

Octavia smiled deeply. "I think we're going to have a lot of fun, very soon."

"What does that mean?"

"You'll see."

"Uh, Thorax, was it?" Twilight asked. Octavia backed away to clear up some space, but she kept her eyes locked on Thorax.

"Yes, that is my real name."

"Are you going to stay like that? You might scare some ponies."

"Don't worry about that," Celestia said, "I've already got a few plans in motion. For now, I'd like you to assist Agent Thorax in whatever way you can. I get the feeling he's going to need your help."

Twilight arched an eyebrow, but then closed her eyes and nodded.

"Very good. I shall take my leave, then. I look forward to the letters that you'll no doubt fill with lessons from Thorax."

Celestia bowed to Thorax, who paused before he realized he should bow back. Celestia spread her wings and took to the air, towards Canterlot Palace, and left the four in the empty lot near the warehouse.

"So, let's recap," Spike said, "Changeling meets pony, they fall in love, some hoopla happens, changeling saves the day, everyone lives happily ever after."

Twilight nodded. "Sound about right."

"Good, can we go home now?" Spike, without waiting for an answer, climbed on Twilight's back.

"Ah," Thorax said, giving a wink to Octavia, "perhaps you would like me to provide the ending credits theme?"

Octavia's forehooves clamped down on Thorax's muzzle. All four of the friends laughed as they started towards the train station, towards home.

Epilogue

Twilight Sparkle eventually completed three editions of the "Book of Everything" before deciding to abandon the project. Reviewers complained that, while exhaustive in its detail, the book was simply too large to carry and cumbersome to use as a reference product. Twilight also became frustrated in the entry on the Book itself, which would require progressively more and more detail the more the book was completed. The Book of Everything would take the world record for both "Longest Book (in pages and words)" and "Most Unpleasant Thing to Have Dropped On You".

Derpy, despite receiving only a brief cameo, was nonetheless delighted to find out she received a mention in the epilogue.

Princess Cadence never did quite come to accept changelings, and initially attempted to veto the Crystal Senate's attempts to allow full citizenship rights to changelings within the Empire's boundaries. To her chagrin, the senators cobbled together the three-fourth's majority necessary to override the Princess's veto, and changelings were acceded full recognition under the law.

Charlie the Crystal Pony never did get his jar of honey. Fortunately, he never knew he was going to get one, and therefore was not upset.

Due to his tireless efforts, Shining Armor managed to convince Princess Cadence to recognize, and negotiate with, the Dusty Dries hive. The negotiations were brief, but fair and forthright. Relations would not be normalized between the two for some time, but historians widely agree that Shining Armor played a pivotal role.

Queen Chrysalis declared the changelings and ponies to no longer be at war, and opened up the hive to outsiders on certain conditions. In addition, any changeling who wished to leave was free to do so, any many of the workers took the opportunity. Still, some changelings kept to the old ways, and Chrysalis provided Nectar for free to those who chose to stay in the hive, as well as those in Equestria and beyond who still had need of it.

Tegula convinced Chrissy to stop being so paranoid and to just relax and spend time with her friends. It had little effect on the Queen's demeanor, but, in light of the revelations about friendship, was a necessary step in the transition to a more open life.

Princess Celestia sent out, by royal decree, a full guarantee of amnesty for all changelings operating within Equestria. Despite some initial distrust, many ponies quickly accepted the changelings in their midst when they found that most of them knew at least one or two in disguise. Not all was well, but over time, the distrust healed and the two societies found friendship.

Vinyl Scratch hosted a concert whose initial attendance estimates had been at six-thousand, but eventually the total ballooned to nine-thousand. The concert went beautifully, despite complaints by the city's sanitation commission that the jumping of the dancers was shaking the pavement and could risk a collapse.

After the concert, intoxicated patrons began a customary riot, and Canterlot guardsponies began a vicious close-quarters battle that lasted until five a.m. Vinyl Scratch managed to avoid all the negative consequences of her actions.

Final tally: 517 noise complaints, 65,000 bits of property damage (estimate), 64 arrests, 15 ponies hospitalized. A.C. would comment that it was, "A good night".

Rainbow Dash was never compensated for nearly killing Octavia with the bungee cord. She forgot about it within a day.

Octavia's quartet finally saw some success after a dry spell of three months. They currently tour once per year, visiting every city and town except Canterlot. When asked if they were interested in auditioning for the Canterlot Symphony Orchestra, all four politely declined.

Thorax received a promotion to Vats Overseer after voluntarily rescinding his position as Infiltrator. He spent several months touring Equestria with Octavia, and now maintains a relatively small Nectar-brewing facility in Ponyville for any changeling who requires it. He has been disallowed from acquiring the ingredients himself.

Nurse Redheart and Nurse Tenderheart would become world-famous experts on changeling anatomy and society after their paper, "Examinations of Changeling Physiology", was published in the respected journal Nature. Despite their accolades, the two continued to practice in Ponyville General, mostly because of the reprehensible misuse of their names and nicknames everywhere else.

Pinkie Pie had major difficulty adjusting to having changeling friends, since some of them would put on disguises and confuse her. She eventually came up with elaborate greeting ceremonies that only specific changelings knew about, to better differentiate them.

Lyra ripped the newspaper in half before she got the chance to read it. She was not happy about it.

Spiracle would go on to start a relationship with Nurse Redheart, whose fascination with changelings blossomed into something that could be fed on. Spiracle continued to criss-cross the world as Sasha Gio, delivering packages and Nectar wherever a client could pay her to go.

Commander Tarsus, due to the new nature of Equestria-Dusty Dries politics, retired shortly after a peace treaty was signed. He became the first changeling in the intelligence division to publish his memoirs, recounting the many exciting and dangerous missions he had been on and sent agents on, as well as the less-exciting ones. He is said to still have a soft spot for money, and can often be found devouring cinnamon-swirl ice-cream in the Dusty Dries Hotel after dark.

Spike continued to be Twilight Sparkle's scribe and confidante for some time. When interviewed, he said he "Didn't mind it" as long as she "kept the gems flowing". It is believed he was being sarcastic.

Owlowiscious made the same "Who?" joke that everyone is no-doubt sick of by this point. Five hundred more times. It didn't get any funnier than it wasn't the first time.

The Ponyville Cookie Bandit was never caught. The Cutie Mark Crusaders maintained a careful vigil over the town, and fortunately, the Bandit never struck again. However, because he/she remains at large, it is advised to keep your cookies safely within their jar until it is time to eat them, especially if you are within the greater Ponyville area. This has been a public safety message from the Cutie Mark Crusaders.

(Cutie Mark Crusader Vigilantes! Yay!)

Octavia and Thorax would eventually marry, and move into their own house on the southern edge of Ponyville. They would frequently abscond to Ponyville's windmill/watermill hybrid at night, and, well, that much is obvious. Other than all the times when Vinyl was blasting dubstep at three in the morning, or when various supervillains appeared to attack the town, or when giant monsters invaded, or when metallic aliens invaded, or when creatures from the center of the earth attacked, or the many natural disasters which struck Ponyville, not to mention periodic assaults by Parasprites, Timberwolves, deranged hermits, travelling salesponies, and many, many other things, the two lived happily ever after.

The End.

Chapter 1

"Thorax, are you even awake? Hey! I'm talking to you!"

That was his supervisor, Labrum. He was one of the older changelings, and he had always said he would gladly spend his whole life working in the processing vats, rather than deal with whatever was outside. He had said it was cold out there.

Thorax lifted his head off the crude mechanical control panel and took a look at the pH monitor. It read eight-point-five-five, exactly what it was supposed to be. Nothing to worry about, he put his head back down.

"Hey!"

"What is it?" Thorax snapped at his boss.

"It's quittin' time youngun'. Your shift is over. Wouldn't want to sleep through that, would ya?"

Thorax took a quick look up at the wall clock. It had two arms, no seconds counter, and the face of Glorious Queen Chrysalis emblazoned on it, her wings acting as the arms. Five-thirty.

He took a last look at the control monitor before wondering where his replacement was supposed to be. Probably late, again, meaning it'd be up to Thorax to watch the place until he arrived.

"Where's Clasper? Is he here yet?" Thorax asked. Labrum had busied himself with work logs in his small office, in the corner of the processing room.

"Dunno. I don't got no messages from him."

Thorax sighed and resigned himself to watching the panel again. This machinery was old, extremely out-dated when he had started work at the processing vats three years ago and not getting any younger. The vats themselves had been replaced recently, though, the enormous glass vessels in the middle of the room had nary a scratch or mark on them. Catwalks ran over the tops and the piping within the room, connecting all the vats, gave off warmth to their surroundings. In the dead of winter, the vats room was always toasty warm. In summer, it was far enough underground that it was not too unpleasant to hang around.

While the job wasn't unpleasant, it also wasn't engaging. Thorax wanted to be outside, doing whatever it was the older changelings always did. He'd heard stories in the mess hall about their adventures and wanted a piece of it for himself. More importantly, he wanted to not have to stare at the same eight-point-five-five all day.

After five minutes, Clasper entered the room running. "Am I late?" he gasped.

Thorax shook his head. "For you, right on time."

Clasper worked his way up to the control panel and took over the vital duty of staring at it. Finally relieved, Thorax figured it'd be a good plan to get something to snack on. And there was exactly one place to do that.

He set off towards the mess hall. Since it was officially rush hour in the hive, he decided to detour through the older tunnels on the bottom levels. These tunnels had been around since the hive had first been dug out, and they hadn't changed at all, according to some of the elders. Unlike the upper floors, which were finished and smoothed out, the lower tunnels were rough, with rock sticking out and the path being mercilessly uneven. Thorax wasn't in any particular rush, and the tunnels were empty of other changelings.

"Hey there, Thorax right?" asked an older changeling who stepped out suddenly from behind a junction. The appearance startled Thorax, he hadn't made any sound before stepping out. He had been waiting for him.

"Yeah, that's me."

"Got a message for you, you're wanted in the machine shop on the 7th floor. Pronto. That means now, rookie," the changeling said. Thorax reflected for a moment, he had never seen this one before, probably a high-ranker. Or an Infiltrator.

"Yes, sir!" Thorax said smartly. He looked around for a moment before realizing he'd have to double back to reach the drop-shaft and get upstairs. As he scanned around, his eyes led back to where the changeling had been standing before. Except he was gone.

Thorax looked down the halls and saw nothing. That guy was definitely an Infiltrator! This was it!

Earlier that month, Generous Queen Chrysalis had put out a call for new recruits for the espionage team. After the failed assault on Canterlot city, which had been a near-total success before cowardly, backstabbing traitors had compromised the whole operation, many of the undercover agents had been recalled as the ponies had started hunting down changelings everywhere they could find them.

Thorax hadn't been on the raid himself, everything he knew was second-hoof. He had been assured that the Queen had failed through no fault of her own, that sometimes bad luck simply gets the best of you. It was truly unfortunate, that the Wise Queen had been defeated. How could fate do something so cruel to one so Beautiful and Good? Why would the ponies reject her kind leadership? One of the mysteries for the philosophers, it seemed.

Determined to help secure the future of the hive, and more importantly, to do something interesting for once, Thorax had taken the aptitude test for the espionage division. He wasn't even sure how well he did, the whole thing had taken place in secret, like everything the espionage division did, and then he'd heard nothing back. But now, an Infiltrator had shown up and given him a secret meeting in the machine shop! His heart skipped a beat or two as he made his way to the drop-shaft and flew upwards. The changelings he passed on his way up had no idea they were looking at the best damn spy in the world. Finally, some recognition!

The machine shop on the 7th floor was a large room where the industrial workers made bolts, screws, parts, and who knew what else, to keep the hive running smoothly. Thorax had never had any particular reason to visit and wasn't quite sure what to expect. As he entered, the room was darkened, presumably as the workers were on sleep shifts and the maintenance crews hadn't gotten here yet. Rows upon rows of huge steel machines with grinders and lights and blades and vices stood quietly as he passed through. There didn't seem to be anybody here.

"There you are," came a voice from behind him. He spun quickly to see who it was.

It was her, the most beautiful creature in all the lands. No face was as perfect as hers, her voice melodious and sweet as she spoke to him.

"My Queen!" Thorax said, and threw himself into a bow. Humble Queen Chrysalis smirked and put forth a hoof. He kissed it delicately.

"Rise, young one. We have much to discuss, for I must depart soon. I need not remind you that this meeting is top-secret."

"Yes, my queen!" Thorax said. He winced and lowered his voice to avoid alerting anyone else. "What do you command?"

"You have been accepted into the espionage division. In fact, you aced your aptitude exam, and my agents have been watching you for some time. We are more than pleased with what we have seen. For this reason, and this reason alone, I am giving you the highest mission clearance there is.

"Your assignment is crucial to the survival of the hive. You will be reporting directly to me, only you, myself, and our courier will be privy to your reports."

"Anything! Anything!" Thorax said.

This was all too much! Too good to be true! If he was dreaming, he prayed nobody would wake him up.

"Very good, and I love the enthusiasm. Now, return to your quarters."

"But my Queen, what is the assignment?"

"Your contact will deliver it to you this evening. I remind you to speak to nobody of this, as I would consider it to be treason should any details leak out. Destroy any correspondence from me as soon as you receive it. Do not address me in public, all communications are to be sent through your contact, do you understand?"

"Completely," Thorax said, pushing himself further into his bow. He could scarcely get any lower to the ground at this point.

"Good. I'm counting on you, do not disappoint me," the Queen said. She spun in place and walked off into the darkness of the machine shop, and Thorax quickly lost sight of her behind the silent machinery.

He wanted to gush, but that would be improper. What would a high-ranking Infiltrator do in this situation? Coolly sneak off into the darkness? Return to his quarters as ordered, as though nothing had happened? He had no idea, only a few minutes ago he had been a Class Q Process Vat Engineer. For all the hive knew, he was still that, perhaps only once he completed the mission would he officially be promoted. More important was the fact that the Queen herself had given him the mission!

It was all he could do to keep from bursting with pride on the way back to his quarters. He didn't have any friends or passing acquaintances except his co-workers, and they would never understand. He was an Infiltrator now, he had nothing in common with vat engineers. He was already forgetting their names and faces.

Queen Chrysalis made her way back to her royal quarters completely undetected by the louts around her. Her shape-shifting skills were peerless and everyone knew it, and more to the point, they didn't know it. Very few changelings had the skill to shift into other changelings, but she did, and that had been a crucial part of her meteoric rise to power.

That sap Thorax was a risky move, she thought, but there were no other options. He had scored poorly on his aptitude test and displayed below-average intelligence, awareness, and problem-solving skills. The one thing that stood out about him was his incredibly high loyalty score. Her agents had informed her that Thorax was probably the most blindly loyal changeling in the whole hive, and he'd frequently be heard humming a song to himself as he ate or worked. Upon searching his quarters, her agents had located a set of lyrics written on parchment that matched the song. Every word extolled the virtue of the Perfect and Clever Queen. For the mission she had selected, there could be no better candidate.

She hovered in front of the passageway which would lead her to her bed chambers, looking around at the thinning crowds of changelings going about their business. Hidden in plain sight, the secret passage was on an otherwise uninteresting looking brick wall at the end of a short corridor. Changeling enters a short alleyway, and doesn't come out. Nobody misses her. Rather than go straight through, she walked to the end of the passage and listened, hoping to hear somebody attempting to follow her. Nothing.

She had no reason anymore to be worried about being followed, now that she was queen, but it was the part she had truly enjoyed. Leading others into traps, outwitting the other side, feeding them false leads while eliminating their agents. This, now, was peacetime, as she was in charge of the government. The edge inside her, however, would never dull. Unfortunate, that nobody had been following her.

The other end of the secret passage would normally exit at another location near a busy intersection. Chrysalis, however, had no interest in that, and knew the secret entrance within the already secret passage. She pulled the right blocks and pushed aside the right piping to open the portal to her bedchambers, one of three in the room she slept in. Curious, how most monarchs would feel unnerved to know there was a secret way into their room, yet Chrysalis would not sleep easy unless there were multiple escape routes. One pony's bane is another changeling's blessing.

Her daily briefing report lay on her nightstand waiting for her, she picked it up and perused it idly while waiting for the soft clip-clop of her chief of intelligence to come down the hall to her door. The report had nothing of particular interest, nothing she didn't already know. The ponies had tightened security all across their borders. The ponies were sending hunter-killer parties to take down her spies. Most importantly, the ponies had taken the bait, and were now fruitlessly searching the forests of Trottingham looking for her hive. The hive, coincidentally, located clear across the continent from Trottingham. She smirked darkly to herself at the rare piece of good news.

The door creaked open and someone walked inside. Chrysalis looked up to greet Tarsus, her most trusted confidant and head of her espionage division. The scowl on his face told her exactly what she wanted to know.

"So you've done it despite my objections? Do you realize how much of a risk you're putting us in by throwing that amateur out into the wilds? The entire hive is in jeopardy if he fails!" he spat, and the scowl grew wider.

Chrysalis drank in the scorn, she relished it. She had always hated sycophants and fired them whenever she found them. They deserved to be floor-scrubbers, not spies, and suck-ups had a way of stabbing you in the back the moment you showed weakness. Tarsus was an old-hoof, so to speak; he had been a high-ranking intelligence officer before she had seized power and had shown himself a willing and capable servant of the new regime. Her smile continued to broaden as he voiced his disgust.

"He doesn't know his head from his abdomen, he doesn't know what a bit is or why he'd need one, and he failed every single assignment and question I put in front of him. Did I design the screening process for nothing, or have you lost your mind?" he challenged.

Chrysalis dropped her smile. "You know nothing of the forces arrayed against us, do you? It's not surprising, before a month ago, neither did I. They are something powerful, new, and very different," she said.

"And why can we not send out proper agents to do proper field work? Is there some information a buffoon would be better able to gain than a professional?"

"You still misunderstand. I have sent Thorax out on a personal crusade, he does this assignment for me. Any one of your agents - even you, perhaps - would find yourself utterly corrupted by this new power we face. Thorax stands the greatest chance of any against it, and that is why I chose him. I expect you will come to understand my decision soon enough, but until you do, you will give it your full support. Is that clear?"

"Yes, my queen," Tarsus said. "May I inquire as to this powerful force that has brought us to our knees?"

Chrysalis paused, thinking, before her smile returned and she loosed a deep, low laugh.

"Friendship."

Chapter 10

Spiracle waited impatiently in the train car as it began filling up. Her packages, now sitting on the seat beside her, would hopefully serve as a warning she did not want to be sat with. The ponies around her seemed to be accepting it, drifting towards other seats, but the car was filling up fast. There were a lot more ponies getting on than usual, two griffons, a few mules. Perhaps there had been some event recently that brought them to the Crystal Empire? If there had been one, Spiracle could not recall.

The car, after several minutes, was filled to capacity, except for her own seat. She had gotten her usual booth, second car from the back, because most of the other booths on the C17 train had rips in their seats. Nothing was worse than sitting on a torn seat for three hours when heading on the C-track out of the Crystal Empire.

The train was also now late, Spiracle noted. There was a bit of commotion outside, though she could not see it from the window. Two more ponies entered the car, excusing themselves and apologizing as they made their way through. The only seat was across from Spiracle, and she dreaded having to sit with company for -

"Hi there! Is this seat taken?" the pink pony of the two asked.

"No, let me move those. Careful, they're fragile," Spiracle answered. She reached to move the packages when, as she looked up, she got a good look at the pony who was talking to her.

It was her.

The...

The...

The Bane of Changelings!

Princess Cadence!

Spiracle's heart stopped, her eyes went dry. Busted. She was as good as dead. The ponies were going to arrest her - that must have been what the commotion was! Somebody had tailed her, found her out. Maybe Thorax had talked, she knew that idiot was going to get her killed!

"Thanks! After you, Shining."

The Prince sat across from Spiracle as Princess Cadence took the bag off his back and slid it under the table between them.

"Sorry, there was no room in the baggage compartment. Seems they oversold this train," Cadence said.

Spiracle couldn't concentrate, her life was too busy flashing before her eyes.

"Don't talk much, do you?" the Prince asked. Spiracle had gotten water dumped on her by the changeling sitting next to her in espionage 101, when the flashing stopped. Between the falling drops, one thing her teacher had said stuck out: Don't. Panic.

"Oh, no, not really. I was hoping I'd get the only solo seat," she said.

"Yeah, been there. Helps when you want to get some reading done."

The Bane of Changelings sat next to her. Spiracle began to sweat despite her best efforts to stay calm. The Bane carried around a huge sword, probably to carve up anyone who she even suspected of being a spy. It could cut a pony in half in the blink of an eye, and it was now slung menacingly, just inches from her.

"Hey, I know you!" the Bane said.

Oh great Queen Chrysalis!

"You're that courier, Gio Express! Right?"

"Sasha Gio, that's me. From anywhere, to anywhere," Spiracle said, mouthing the line automatically. Her primitive instincts were taking over to compensate for the shock.

"My dad said you were the best, he used to work on the rail lines. You probably don't remember me, but we've met once. I was just little," the Bane said.

Spiracle thought back to those moments when she had first felt real paranoia. The order had come down, "Everyone out, now!" It was a week after the Canterlot raid went sour. Spiracle was on high alert to watch for counter-operatives, and had just made a check-in with her contacts in Canterlot. They had put a total of thirteen agents in the city in an effort to figure out where and when the ponies were going to launch a counter attack. Spiracle had passed two agents their Nectar and instructions, when one of them opened his orders on the spot. Cut all communications and return to the hive.

Her own orders hadn't been to do so, but she felt the pinch. They had agreed to pick random disguises and split up, to meet back at the train later. The other two hadn't made it back, and she never saw those operatives again. She still would occasionally have a nightmare where she had been the one who got caught, where she'd walk around a corner to find herself grabbed and thrown to the ground by a dozen guardsponies, to be beaten to a pulp if she wouldn't talk.

Over the course of the next week, all thirteen of their agents had gone dark, and Spiracle's route had explicitly barred her from going to Canterlot. The rumours at the hive were all about who was behind it.

The worst part was that nobody knew, and it couldn't have been a leak. Three of the agents had been Internal Affairs, and seven were Infiltrators. Nobody except the Queen herself knew who all of them were disguised as, and the ponies had nailed them inside two weeks! The ponies then sent out hunter-killer parties throughout the kingdom, and any operative caught was never heard from again. The whispers at the hive all coalesced around one pony: Princess Cadence, the Bane of Changelings.

Nobody was certain how they knew, how they did it. Nobody had escaped after being caught, or ever seen again. Had the ponies murdered them? Tortured them? Nobody knew. The best damn spy agency in the kingdom, nay, the world and they had no idea.

And now the pony responsible for the death of all her former colleagues was sitting next to her on the train, chatting like nothing was wrong. Spiracle stopped. She smiled.

"Well now, maybe I do, maybe I don't. You weren't a Princess and a filly at the same time, I take it. I'd have remembered that."

"Oh no."

"Well, that sounds like a story to me!" Spiracle offered.

"A very long one, I'm afraid. We're only on 'til Ponyville," Cadence explained. Spiracle would not be stopped so easily.

"Well that's a ways yet, pardner. Tell you what, maybe you can tell me later. What takes you to Ponyville?"

"My sister lives there, we're going to pay her a visit," Prince Shining Armor said.

"Aww, that's real sweet of you. Wish I had somepony to pay a visit to."

"You don't?"

"I'm an only child, and my folks - er," Spiracle stuttered.

"It's all right. I take it you miss them a lot," Cadence said.

"Yeah. Yeah I do," Spiracle said.

Spiracle looked out the window as the Crystal Empire started sliding along. The train got underway at last and the terrain began to get snowy, further from the curious magical boundaries of the city. Before long they'd be back in the green belt, as the train made its way south, but the pine trees of the north were beautiful in their own right, covered in glistening snow. She would have loved to go exploring in that wilderness by herself, but never had. It was cold, for one thing. She was too busy, for another.

She made small talk with the Bane and the Prince as the train traveled. Unfortunately, none of the details they let slip were anything she didn't already know from other sources, or weren't public knowledge anyway. The political situation of the Crystal Empire wasn't exactly vital for the changelings anyway, and their operative in the Empire had almost managed to crack the shell of the guard corps and infiltrate it. He was a gutsy one, at any rate, willing to go right up to the Bane like that. Certainly in line for a commendation if he pulled it off.

Spiracle had to remind herself not to get too comfortable. This whole thing could still be a trap, with the trap to be sprung when they arrived at Marmalade Falls. If she was trying to get secrets out of the Princess, the Princess could be trying to get secrets out of her before she was arrested. She'd need to be extremely careful and switch disguises as soon as she could.

"Sasha Gio. Not really an Equestrian name, is it?" the Princess asked.

"My parents were from Stalliongrad. I speak a little Russian, but not much."

"Oh really? Say something Russian."

"" Spiracle said. Her accent was probably unintelligible to somebody from Stalliongrad, but the Princess seemed impressed.

"Ooh. How mysterious. I really ought to take up another language."

"" the Prince said. Cadence looked surprised.

"You speak Russian too? I didn't know that."

""

"All I caught was 'Vrinsk'," Cadence said, giggling.

"" Spiracle said.

"All right, what did you call me? Don't make me use this!" Cadence said, threatening Spiracle with her sword.

"" Shining Armor said.

"Ooh, what a rotten thing to call your wife," Spiracle teased.

The repartee continued as the train rumbled its way across the plains. The forests surrounding Marmalade River sprung from the ground and the track began to wind its way up an increasing grade. The mountains of western Equestria soon loomed overhead while the train's single column of smoke weaved its way through the forests.

"Apologies, everypony! Apologies!" an official in a blue jacket shouted. The door to the packed car had opened and the official shouted from the portal, "Apologies, but we've just heard. There's been a landslide and this train has been delayed. We'll have more news at the station. Arrival in five minutes!"

"A landslide? Gee, that's new," Shining Armor said, betraying a hint of pout in his voice.

"Not really. Landslides happen a lot in this area," Spiracle offered.

"Ride here a lot?"

"Deliveries to every corner of Equestria and sometimes beyond, if the price is right."

There was a clamour as the train pulled into the station and the passengers awaited the news. Chatter filled the car to deafening, then melted away once the door opened and the same official spoke.

"All right, all right. We estimate the slide will take two days to clear. Anypony on urgent business is welcome to remain on the train, we will be departing and taking the E-line to Dusty Dries via Weston, then back to the C-line. Anypony who would prefer to wait for the track to be cleared, we will be providing accommodations at a discount rate at Marmalade Falls hotel. Train leaves in twenty minutes!"

About two-thirds of the other passengers began to make motions to depart, though Cadence and Shining Armor were not among them.

"Well, what do we do? Ride over to Weston?" Cadence asked.

"Not a good idea. You'll have to sit for another twenty hours, you'd only save a day, and arrive at midnight. And your butt would hurt, to boot," Spiracle said.

"Uhm, that doesn't sound pleasant. Do you have any idea how long it takes honey to go bad?"

Spiracle shrugged.

"Honey? Oh right, the honey!" Shining Armor exclaimed.

"Are you going to Ponyville, Sasha?" Cadence asked.

"Was, now I have to take a long detour, but I'll get there eventually. Need something delivered? Anywhere to anywhere!"

"We do, to a crystal pony named Charlie."

Spiracle was practically salivating. She would have settled for squeezing information from the Princess, but intercepting her mail would be even better. What kind of secrets could she -

"These jars of honey are for him, from his mom. Tell him she says hi!" Cadence said. She unfolded her wing to reveal three narrow glass jars of crystal honey.

"Oh. Three jars of honey huh," Spiracle muttered.

"Yep. How much?"

"I'd normally charge you fifteen bits, but since we're such good friends - "

"Here's twenty bits, ," Shining Armor said, passing a pouch stuffed with golden coins. Spiracle accepted the pouch with a smile.

They bid one another goodbye and the two Royals departed with their heavy bag in tow. Spiracle went to the lavatory car, switched her disguises, then sat down in a different seat in the same car. No guardsponies showed up to arrest her, perhaps the royals hadn't been playing mind games? She kept her guard up regardless, and would not rest it until she was certain she wasn't being tailed. She was now looking for anypony in the train car who would be trying to spot a changeling, and would be for the next few hours.

"Booked solid, huh?" Shining Armor asked the impatient desk clerk.

"Yes, it's like I didn't just get through explaining that to you," came the rejoinder.

"What are we supposed to do, sleep in the hallways?"

"I'm afraid that would be a violation of the fire code."

"Does the fact that I'm a Prince not change anything?" Shining Armor pleaded.

"It sounds nice on paper. I'm sure whoever you'd wind up kicking out of their room would think highly of you for it."

The desk clerk, though sarcastic to a razor's edge, had a point. Shining Armor and Cadence were not getting a room here tonight, that much was clear.

"Do you at least have someplace we can store our bag?"

"That we do have."

The desk clerk hefted the bag with some effort, and deposited it out of sight behind the counter between them. Marmalade Falls hotel was a rotting old building, built too large too fast for a town that was once thought to be the next big city in Equestria, after gold had been found in the hills. Time and money then had had a race, and time proved the longer winded. Without gold, the citizens had drifted away, and the town had withered. The hotel was a reminder of that, yet despite being too big for its own good, it had still somehow run out of rooms just before Cadence and Shining Armor had reached the desk.

"Don't pout, honey. I have an idea," Cadence offered.

The desk clerk gave them directions to Bull's General Store, down the road and on their right. The building was virtually impossible to miss, having enormous red lettering outside and a sign which proclaimed one thing and one thing only: DEALS. In capital letters, no less, in case a passing tourist were uncertain as to the veracity of the claim.

The doorbell let out a ring as the two entered the surprisingly cluttered store. There was a desk up front, and probably aisles behind it, but going more than a few feet in the building was impossible. Junk littered the floors and shelves. A broken vacuum cleaner and a number of bolts, screws, spare parts, and kitchen sinks were the immediate clutter, there was scarcely enough light leaking through the door behind them to make out anything else.

"How-dee pardners. Welcome to Bull's General Store. What can I do ya for?"

From the gloom had emerged an enormous blue minotaur. He sidled up behind the desk and leaned over it, earnestly smiling at his customers.

"Uh, hi. We're browsing," Cadence said.

"Good luck with that. If you want something you're gonna have to let me know, only I know where it is."

"How about a tent?" Shining Armor asked.

"Comin' right up!"

The minotaur vanished into the gloom. Clanging and falling metal could be heard, dust would come swirling out of the darkness periodically. Eventually, a cry of "Found it!" burst forth and the minotaur returned.

"Here ya go, I knew I had one in here someplace. Ten bits sound nice?"

"Yeah, ten bits," Cadence said.

Before she could get any money out, two cans of aerosol spray clanged onto the counter.

"You goin' camping? You'll want some bug spray too!" Bull said.

"Just one can ought to do it - "

"And you might want some of these waterproof matches, 'case it rains and all."

"Okay, maybe - "

"Maybe I can get ya a few cans of minced spinach, mmm mm! Nothin' like spinach after a day on the trails."

"Well - "

Cadence and Shining Armor emerged into the day's sun with about fifty bits less than they had entered with, and more than enough camping equipment to last them a lifetime.

"Now all we need is someplace to camp. See? I told you this wouldn't be so bad," Cadence said.

"Only if you're carrying all this stuff," Shining Armor replied.

"I got this lovely travel pack. Sixteen pockets! There's no way you'd ever need that many and now I have them."

"You can carry all the pockets you want, where shall we carry them to?"

"I've always wanted to see Marmalade Falls waterfall up close, let's go there. Should take all day."

And so the couple departed the sleepy town with its overflowing tourism problem for the great outdoors. They hiked uphill for several hours until the sun's setting threatened to end their journey. They resolved to reach the falls proper on the next day, and instead prepared to make camp under the stars.

"Shining Armor?" Cadence asked.

"Mmm? Something the matter?"

Shining Armor had just finished pounding the tent's pegs in while Cadence was packing up their food.

"Why do we only have one sleeping bag?"

All she received for an answer was a wink.