The Threat of Change

by WolfsFury

Rating: teen
Tags: Dark, Alternate Universe, Sad
Length: 26097

Three months after the Changeling Invasion, things are finally getting back to normal - or at least that's what they all thought until Celestia reveals to Twilight about a terrible curse placed on her after the invasion. Can it be reversed?

Recovering from her banishment, Queen Chrysalis plans her revenge on Twilight and those who foiled their efforts in invading Equestria. However an unexpected horror comes to life in Canterlot when Celestia realises she was cursed, and is consequently transforming into what may be the greatest evil Equestria has ever known.

Unable to contact Cadance, Shining Armour or her friends in Ponyville, Twilight and Luna must race against time to save Canterlot from the new Changeling threat, and reverse the Changeling curse that was placed on Celestia before she turns into the very evil she is trying to protect her subjects from.

Is there any hope for Celestia?

Published 1970-01-01 00:00:00 UTC
Last updated 2013-04-30 15:40:54 UTC

I: A Matter of Great Importance

The land was barren and dark, like a fire had burned the walls of the gorge and left them blackened. Everything was still; everything silent except the quiet buzzing of wings coming from deeper within the gorge. There, atop a jagged rock lay the black form of a pony, yet not a pony. It’s height and build resembled an alicorn, yet the creature’s insect-like wings and hardened back plate proved otherwise. Her twisted horn and the small fangs that slid down the side of her lower jaw gave her a threatening appearance. Her gaze swept over the scene before her, black forms dotted the clearing, her minions, asleep.

Chrysalis turned away, directing her gaze towards the sky and the moon that moved into view. She frowned and looked back towards her army. It had been three monthes since she led the invasion on Canterlot, disguising herself as the bride in order to infiltrate and corrupt the source of the barrier spell keeping her army at bay.

We would have succeeded too! Canterlot was ours for the taking… If only that… that… If only she hadn’t suspected something was up… I had defeated Celestia! I had Canterlot within my grasp! And those two… I will have my revenge. One way or another… I will make them pay- dearly!

Ever since their banishment the swarm was forced to retreat to their old eating habit. Their numbers had severely dropped, many not surviving the fall or dying soon after from fall-related injuries. Chrysalis herself had several injuries but with the last ounce of magic she had acquired from Shining Armour’s love for Cadance, she had been able to heal herself- if only to spend any energy she had left for days to follow. Occasionally a changeling would appear by her side, carrying an animal of some kind and insisting his queen eat. Even though now she was fully capable of hunting for herself, having minions willing to bide by your every will had its advantages. While feeding off the love of ponies was their greatest source of nutrition and granted them great powers, feeding of the aura and magical essence off ponies and other creatures within the land at least allowed the Changelings to survive. This act, however, brought a swift but painful death to their prey. As their fangs sunk into a delicate area of flesh, usually around the neck, they drew the energy, the creature’s natural power and consumed it before discarding the limp and soulless body away. On rare occasions they would eat meat, but it did little to power their magic as the essence of creatures did, or the power that love radiated.

My revenge… it will start with her. Then the dreaded two who stopped my force! And finally, upon Celestia herself… I will make them suffer… I will make her worst nightmares, reality! And then, when she finally falls apart and wishes for nothing but a swift death… I will-

Her revenge planning was cut short when a sudden realisation dawned on her.

Celestia… There may yet be another opportunity… Yes. Yes! Canterlot may still be ours!

As if by some unspoken signal, the changelings stirred, the sound of insect-like chirps and buzz of a hundred wings echoed in the gorge as black shapes took to the sky. Their hive mind allowed Chrysalis to send messages to those connected to her and they had heard her calling.

“Gather our forces! Prepare yourselves my children, Canterlot will be ours! We will train, we will plan and when the time comes we will take back what’s ours!”

Chrysalis’s voice rung throughout the gorge, loud enough to not be drowned out by the beating of wings and a grin swept across her face as the gorge erupted in a chorus of shouted triumph, as if they could see their plan working already.

The time nears for my chance of revenge and all in Canterlot will know the full wrath of the Changelings.

It's only a matter of time...

~~~~~

If the library wasn't a mess before, it certainly was now.

“Twilight, what are-“ Spike was cut short as a book came flying his direction. With barely enough time to move aside the projectile sailed through the air and came to rest on the far side of the room. The small dragon turned to face the one responsible for the mess (and thrown book), frowning.

“Spike, I already told you what I’m looking for… it’s… it’s important,” she said, sighing with the last few words and peeking over her shoulder to see her assistant – still frowning. Indeed Twilight had informed Spike what she was looking for –numerous times- but making sense of why she needed to know this was beyond his comprehension. Yes, the Princess had asked her, but that was nearly a week ago and Twilight had barely gotten any sleep.

“You’re looking for a certain book that will apparently reverse the effects of a Changeling’s curse on a pony… don’t get me wrong, I would hope if there ever was an incident when a pony was turned into a changeling I would certainly hope it could be reversed, but what makes you so certain that the changelings will return? We haven’t seen anything in over three months! No doubt none of them even survived the fall, let alone managed to re-group and plan a new attack!

Twilight, you need to take this seriously, nothing will hap- Oh! Here it is!” holding his arm up high, the book in his grasp was encased in lavender magic and quickly hauled towards the purple unicorn, dragging the poor dragon with it. Twilight paid no heed to the thud the dragon created as he finally released his grip on the book and slammed into the ground and merely regarded his words with a faint nod. She knew he was right – even if he did have a knack for voicing her fears, which made them sound all the more likely – but he was right. She was getting too worked up in her study, researching the history of Changelings, how they feed, how they shape-shift, how they were created.

The book levitated before her, pages magically flipping as she scanned through the words, the illustrations, looking for something about these creatures that she wasn’t already aware of. Again, there was nothing new in this book and she thoughtlessly tossed it aside.

“I know everything about them from that book already! I knew it from the last forty two books I’ve read!”

Most of those books actually didn’t have anything to do with Changelings in them, referring to other supernatural monsters like zombies and ghosts. Unfortunately, like the story of Nightmare Moon, many accounts of the Changelings and their queen were told from story books and fairy tales. Until the wedding of Cadance and Shining Armor, the last recorded sighting of Changelings were a good thousand years ago.

“Twilight, maybe we should just give it a rest, I mean look around – everyone’s happy, the changelings are not going to come back – and even if they did, Cadance and your brother can stop them again, right?”

“That’s not the point Spike…”

“But they can. Can’t they?”

“Yes but-“

“Then stop worrying about it, the Princess likely has other unicorns working on this subject as well,” the dragon pleaded, climbing over books and notes to reach Twilight’s side. He laid his claw on her shoulder hoping to calm her, but as soon as his claws touched her skin, the purple unicorn’s muscle tensed and he retracted his hand as she turned to him sharply. She caught a glimpse of fear in his eyes that was soon replaced with worry and she allowed her body to relax, lowering her neck and ears ever so slightly. Her eyes softened when she caught Spike’s gaze again, before closing them and shaking her head slowly.

“I have to worry about it.”

Spike brought his claw to his forehead and sighed. Upon seeing this, Twilight smiled and turned towards her writing desk. The desk had notes about the Changelings scattered across its surface, some having fallen on the ground but the most notable piece of parchment was left at the top right of the table, bearing the royal seal.

“Princess Celestia has asked me to find any information about the Changelings… along with ways to identify them, block their magic and among other… more… horrid things, a way to reverse the effects of a Changeling curse on another pony,” she explained as she lifted several notes into the air, covered in purple magic. She scanned them before laying them down once more and turning to her assistant, “and so far the only thing I have managed to learn is a very unreliable spell to identify and undo a Changeling’s magical disguise which I had made up on the spot back during the invasion anyway! These books don’t tell me anything other than fairy tales! Oh Spike, what will I-“

She was cut off as the small dragon let out a belch and along with it the fiery magic of a letter spawning. He reached for it but it was snatched away from his grasp with purple magic.

“It’s a letter from... Princess Luna!”

“What does it say?”

"'Dear Twilight Sparkle,

Your presence is requested in Canterlot immediately, concerning a matter of great importance.

A chariot will arrive in Ponyville shortly, make haste – time is short.

Tell no one.

Princess Luna'

’Time is short’, ‘Tell no one’, what is this about?”

“It seems important… maybe they can’t tell you through letter?”

Twilight re-read the letter, making perfectly sure she hadn't missed anything in the process. Spike sat atop a stack of books, lost in thought about what the moon Princess could possibly require Twilight’s attendance at this time of night. Both the dragon and unicorn snapped back to reality as Spike’s temporary ‘book-chair’ fell apart and he hit the floor with a thud.

“Well… I guess I’m going to find out.”

~~~~~

When the carriage arrived, it was not what she had expected. Instead of the royal carriages that usually were sent when Celestia required her presence, this one was made of a much darker wood and rimmed with blue and silver metal work. The most notable feature were the guards that hauled it; Night Guards. When Twilight has asked about it, one of the guards merely responded saying it was by request of Princess Luna personally and left it at that, ushering her to quickly enter the carriage so they could leave as soon as possible.

As soon as possible being after Twilight hauled half the library with her. While preparing she thought over the letter and assumed Luna had called upon her to tell of Twilight’s findings concerning the Changelings and so, the purple unicorn packed as many Changeling-related books and notes to take with her.

However, when the carriage landed swiftly and silently in a more isolated region of the castle, around midnight, and she was greeted by Princess Luna herself, the unicorn grew worried about this trip’s real purpose.

“Princess Luna! It’s an honour to be here again”

“Greetings Twilight Sparkle, unfortunately you must forgive the short greeting and come with me at once”

Before Twilight could even make an expression of confusion, Luna had already turned and was heading towards an entrance to the castle. She quickly caught up and only after they had entered the castle and the doors close behind them, did Twilight dare speak.

“Princess… forgive me if I am wrong for asking but-“

“We had to send the night guard in place of Celestia’s guard for stealth purposes. We wish not to cause a panic and the fewer ponies who know, the better,” Luna said, interrupting Twilight’s question but answering it all the same.

“What do you mean? Has something happened?”

“Did you research about the Changelings? Mine sister speaks highly of your researching skills…”

“Y-yes! Of course, I did… However it was far more difficult separating fact from fairy tales than I had first thought… I’m sorry… I might have read every book in my library, but I found out very little that I  didn’t already know about them”

Twilight’s ears dropped and her head sunk ever so slightly when she saw a hint of frustration cross Luna’s gaze, although it disappeared as quickly as it appeared.

They continued walking in complete silence, the only sound coming from their hooves against stone floors and echoing off the walls. It was a good fifteen minutes before Luna held out a hoof to stop Twilight and broke the silence.

“Unfortunately our own researchers fair no better,” she said, her voice unusually quiet. She turned around completely to face Twilight and said with a sigh, “please, be quiet and stay here until We call.”

Twilight nodded her head and watched Luna open a door to their left and go in. She didn’t close it however, and Twilight could easily hear their conversation.

“Sister, are you awake?”

“Luna… please, leave me be.”

“Your student is here.”

“What!? Luna! How could you?”

The voice was easily recognizable, Celestia’s, but the words sounded panicked, as if she was in distress. But what stopped Twilight was how Celestia had dejected the thought of her being here. Had Luna requested Twilight to come without Celestia knowing?

“Tia please, she may be able to help.”

“N-No, she cannot see me… not like this… ”

“We will not send her away. She is here to help you, sister.”

“Do-does she know? She can't find out like this! This is wrong!”

Know? Know what?

“Cast the spell, you've waited too long to tell her. Twilight, you may enter.”

There was a brief cry of panicked 'wait!' as Luna called for Twilight to enter. Opening the door fully, the unicorn entered the scene, finding Luna standing at the foot of a large bed and the white figure of her sister standing next to her, worry stricken across her face. Upon seeing Twilight she swallowed the worry and found her composure again to stand before her student.

“Twilight?”

“Princess Celestia!”

Twilight’s smile at seeing her mentor always brightened the sun princess’s day, but it wasn’t day, and the full extent of her pupil’s smile was lacking. Twilight knew something was wrong.

“Princess Luna asked me to come… is- is everything okay?”

“Y-Yes everyt-“

“No,” Luna said, glaring sideways at her older sister, interrupting her excuse. Celestia sighed and lowered her head slightly. It concerned Twilight to see Celestia like this, always standing proud, always a shining hope, but right now none of that was there. When she raised her head again, her ears slightly dropped and the slightest hint of worry had returned to her eyes. Her mane reflected this, the colour dulled and its usual graceful flow seemed slowed and less lively.

“Twilight, did you receive my letter about the Changelings?”

“Yes… I looked into the subject as much as I could… but I am sorry to say finding actual facts was difficult and I know little more than I learned on the day of the invasion…”

Twilight normally would have shrunk away or felt ashamed for failing the Princess, as she did in the hallway with Luna, but she was more focused on what had upset Celestia so much.

“I was told that at one stage you were capable of breaking a Changeling’s disguise spell”

“It was something I learned on the day… a in-the-moment kind of spell, if you will. But yes, I could still perform it.

…Why?” Twilight watched the two Princesses’ exchange worried looks until Luna’s reset into a more focused scowl and she stood, walking carefully over to the door and closing it. Twilight thought she saw a glimmer of dark blue magic spread across the door and into the walls but she couldn't be sure if it had been real or imagined.

Did Luna just lock us in here?.

Her attention was drawn back to Celestia when Luna lifted a hoof her direction.

“We wask that you to cast the spell. On her.”

“Eh-what?”

“Twilight, before you do it’s important to make you aware that no matter what happens, it’s still me. It hasn’t finished its process… I still have control…”

Celestia’s voice trailed off, fading until she was silent, but her gaze seemed detached. Twilight lowered herself and switched glances between Luna, Celestia and the door Luna was barring. Something was very wrong. She looked back up to the sun princess, “Wha-what’s going on? Princess, you’re scaring me, please- tell me what’s going on!”

“It’s better if you see for yourself, Twilight Sparkle,” Luna said, her voice was firm but not unkind, “perform the spell… you will see.”

Fearing disrespecting the Princess’s wishes, while also fearing what they were talking about she hesitated but before long a purple haze consumed her horn and shot out towards Celestia, the bright light wrapping the Princess and running down from the tip of her horn, all the way to her hooves before the spell’s magic vanished and Twilight opened her eyes.

What she saw she never would have expected. She would have screamed had she not been so shocked. She was glued to the spot, eyes wide and jaw hanging so low it could have been thought dislocated.

Where Celestia, ruler of Equestria with her beautiful white coat and multi-coloured mane had previously stood, now held the figure of something twisted. It took several seconds for Twilight to register the pony before her still slightly resembled Celestia, but horrifically different.

Her mane had dulled to take on a sickly blue hue, her fur matted and shedding at places around her fore legs, neck and hind legs. Where the fur had completely come off, a hardened black skin replaced it, criss-crossing through her fur like the roots of a tree through the dirt. Her wings were tattered, missing feathers, and her hooves held cracks and slight indents where the blackened skin had found surface. Most notably however were her facial features. Her ears took on a more unnatural curve, held sideways, her horn twisted slightly and cracked, showing more of the black, and easily seen protruding from her upper jaw were two fairly long fangs. One thing stood out among the rest though, her eyes – they took on a green colour, completely replacing the normal warm pink, the circular pupils replaced with rounded slits, eyes none too familiar to Twilight – the eyes of the Changeling Queen.

II: An Explanation

Panic rose within the purple unicorn and she reared up to turn and make a run for it but was stopped by Luna’s figure blocking the door.

“Chrysalis!”

“No! Twilight! Please! It’s still me! Luna!”

Without warning Luna dashed forward and Twilight felt a hoof slide over her body, pinning her against soft fur, and another over her muzzle as she tried to escape.

“MWAT RARE UUH NUING?” Twilight shouted, through a mouthful of dark blue fur.

Is Luna actually a changeling as well?! What are they going to do? Where are the real Princess Celestia and Princess Luna!?

Twilight panicked, thrashing around trying to free herself from whom she thought was a changeling disguise as Luna.

“Twilight, calm thy self. There is nothing to fear.”

Are you CRAZY?! You’re both changelings! Twilight thought, swapping glances between the monstrosity that faintly resembled Celestia and the Moon Princess who had quiet un-expectedly seized her. Her attempt to free herself had momentarily stopped at the supposed changeling’s words.

There was a flash of a lime green light out the corner of her eye as a wave of magic engulfed the changeling-Celestia and in its place, stood once again the perfect figure of the Sun Princess.

“Twilight, We’re going to release you now, but do not try to scream. The room is spelled to keep sound in – no one can hear you.”

That was it. Luna's poor choice of words broke the dam.

No one can hear me. I knew it! They’re changelings! They had come back for revenge!

She had to escape and warn everyone! As soon as the changeling Luna let her go…

She was in action before the fake-Luna even had a chance to stop her. Twilight rammed into the doors, expecting them to open by her magic but was thrown back when they refused to budge. She was trapped.

“Twilight, please! Let me explain! Luna, I told you not to bring her here, I said I would explain to her in a way that was less frightening! Now look what you’ve done!”

“What I’ve done? Sister, she wouldn’t have believed you if you had said you were cursed.”

"Luna, you of all ponies should know full well how understanding others can be..."

Her student had stopped banging on the doors and had turned around, their brief exchange of words had caught her attention.

“N-no you’re changelings! I have to find the real Princesses’! I have to-“

“We are the real Princesses’ Twilight Sparkle.”

“Please, you have to believe us. J-Just listen to what I have to say…”

As much as it pained her to do so, the threat of it indeed really being Chrysalis, Twilight lowered herself to stand on all fours, but the terror in her eyes and the shaking of her legs betrayed the brave and determined frown she tried to put on.

“I’m listening.”

“Do you remember what Chrysalis did to me on the day of the Changeling Invasion?”

“Assuming you are not Chrysalis herself!”

“Twilight! Do you remember?!”

“Y-Yes! Yes I remember! After you sent my friends and I to retrieve the Elements of Harmony we returned to find you trapped in some big… cocoon. But you were fine once Cadance and Shining Armor freed you!”

“We thought so as well,” Luna added, quickly glancing at her sister before resting her gaze upon Twilight once more. Her previous scowl had lessened and her eyelids lowered slightly as she looked away. Twilight felt uneasy. Surely they were lying, surely this is just a trick! Or was it?

“But as time went on something un-expected happened – this. We didn't think it was possible, but the Changeling Queen did something to me… it’s getting worse…

But you have to believe me, Twilight. It’s still me, the same Celestia who has watched over Equestria for more than a thousand years, the same who helped you through your studies in magic and in friendship and gave you advice when you needed it…

How else do I prove to you it is me?” Celestia lowered her head to level with Twilight, her ears flat against her fur and her eyes tainted with worry, and, Twilight saw, the tiniest spark of hope, something she could tell Celestia was clinging to.

“Cel-Celestia?”

Changelings could only take on the form of the one they copied, they did not have their personality, or their memories. When the Queen had acted as Cadance, Twilight easily sensed something was wrong by her behaviour and lack of recognising Twilight, here however the re-assuring, if stricken with concern, words of her mentor allowed her to see past the monster that had been there merely seconds ago and once again see the Princess who was at this moment in fact cowering at the foot of her bed. Every time Chrysalis had attempted to feign sadness, she had accidently let slip her anger beforehand, but that was not present here.

“H-how… I don’t understand…”

Twilight’s brave stance completely faltered and her legs felt weak. While Luna remained still, her sister got to her feet and took a step towards Twilight, hoping to comfort her, but realised she shouldn’t have been so shocked when her student took several cautious steps back. At this she retracted her hoof and settled it back down. Twilight was terrified of her and it chilled her heart to ice at the thought of it.

The frightened unicorn watched her cautiously, still not entirely convinced it was truly the Princess before her.

"Cast thy spell on Us."

Both Celestia and Twilight's attention was drawn to the blue mare who had suddenly spoken, breaking the fearful silence. In response to both their confused expressions, Luna elaborated, "it will prove to Miss Sparkle We are not a Changeling and thus ensure her she is not in danger."

Twilight hesitated, again, but when Celestia looked hopeful and Luna nodded to allow her to proceed, the faint glow around her horn brightened and shot towards the Night Princess. The spell faltered and broke upon contact, having no disguise spell to break, Twilight's magic shut off and faded away from Luna's body. At this Twilight smiled a toothy grin, it really was-

"Princess Luna! It really is you!"

"Of course it is."

"Then... I still don't understand... Why did you..."

"More than once have I caught my sister calm and comfort her subjects... Though I fear I may have caused you more strife than comfort, my actions held no ill intentions, We are sorry," Luna looked towards her hooves, shifting around uneasy. Twilight thought back briefly on how Luna had held her. Through the panic Twilight had thought Luna had siezed her to prevent Twilight from escaping so they could do... whatever it was Changelings do, but now she realised Luna had tried to calm her, to re-assure her not to fear and most of all to prevent Twilight from doing anything stupid. In her struggle, Luna's grip had loosened and had covered her mouth unintentionally. She looked away momentarily before returning her gaze on Luna and about to say something when Celestia interrupted her train of thought.

"I think I owe you an explanation..."

"Y-yes," Twilight's voice lowered as she looked upon Celestia. It was Celestia, but the image she had seen only moments ago still haunted her mind.

"As I said before, we fear Chrysalis may have spelled me - or the cocoon - while I was trapped in it. I-I fear... I fear I am becoming a Changeling."

The words hit Twilight like a tonne of bricks and what strength her limbs had before now vanished as she slid to the floor. Luna moved to Twilight's side quickly but in fear of her actions again being misinterpretted, she sat down but did not move otherwise. Celestia, ruler of Equestria, bringer of the Sun and mentor to Twilight Sparkle... a Changeling?

"N-no, this can't... No! You- I can fix this!"

A hopeful smile warmed Celestia's face but she knew her student couldn't do a thing. Twilight had said so herself.

"Twilight Sparkle, I appreciate your commitment but we fear there is nothing you can do - nothing any of us can do."

"But Ch-Changelings, they- Princess! How-," Twilight struggled to find words, to form a single question. Her usually organised thought train had de-railed and crashed, smoldering in a ruin of shocking realisation. Celestia however was more collected and was able to answer a few questions she knew Twilight would ask, or want to ask.

"It started several days ago... it's like a virus, a transformation. But along with my physical appearance, my... my magic is changing... I still have all my original powers... the sun, it still rises by my power but every day I am learning new abilties - Changeling magic. You already have seen one of them, the ability to disguise as another. While my appearance is changing, I can still magically alter my body to look like I once did... if only to hide the truth."

"But why hide it?"

"And risk having the same reaction you did but on a grander scale?" Luna asked, but Twilight had already regretted asking.

"Equestria is not ready for that, if they were to see this happening fear would break loose and no doubt believe the Changelings have retur-HNNNNN...GAH!"

"Celestia!"

"Sister!"

Celestia had dropped to the floor, clutching her ears with her hooves, scrunching her face up, twitching and shaking. Twilight and Luna were by her side in seconds, attempting to support the Princess while also trying to find a way to help her. Celestia was groaning in pain, and panic from mere minutes ago returned to Twilight.

"What's happening?!"

"Tia? Tia can you hear me?"

Celestia's disguise spell faltered, flickering between Changeling and Celestia until it switched to Changeling and stayed. When there was no response Luna stepped back and lowered her horn, pointing directly at Celestia as a dark blue swirl of magic swirled up her horn and swiftly leapt from her horn to her sister's forehead, sinking in and spreading until it completely faded. Twilight had moved clear of both of them, half in fright at Celestia's turn and half to remain out of Luna's way. Celestia had removed her hooves from her ears and her body and expression relaxed although her eyes remained shut. For several horrifying seconds Celestia didn't move, not even the gentle movements of breathing were present. Twilight dared to take a step forward but then moved no further. Luna was kneeling down in front of her sister, hooves extended to cradle her sister's head and breathed a sigh of relief as Celestia let out a sharp gasp and her breathing returned, awfully quickly as if she'd held her breath for too long. Luna smiled in a caring way but it vanished when Celestia laid her head back in her sister's hooves and several small tears escaped her now sealed eyes. The Princess focused on her sister's body, scanning it and desperately holding back a gasp as she locked onto Celestia's horn. Lowering her head next to Celestia's, she lifted a hoof to stroke her mane in a comforting manner.

Twilight however was shocked beyond belief. If the first shock of Celestia transforming into a Changeling wasn't enough, the Princess had just been in a state of utter pain and shock. Twilight's attention was drawn, like Luna's had, to Celestia's changeling form and finally onto her mentor's horn.

Like wounds re-opened, fur tore away in new places replaced with the shiny black skin, now covering her entire hind hooves and majority of her fore hooves. The biggest change was Celestia's horn, no longer was it the long, powerful point of a unicorn, but the jagged, twisted, blackened weapon of a Changeling.

~~~~~

Twilight had remained in her spot, not daring to move, ideas, theories, questions battling around in her mind. When Celestia was able to stand again, Luna had taken her out to the balcony in time to raise the sun, but with this last bit of effort drained from Celestia, Luna (literally) carried her back to the room and laid her on the bed. It was an awkward and worrying sight, although Celestia had managed to put her disguise spell back on, seeing her in such a weakened state scared Twilight.

"We will care for the royal duties today, my sister needs the rest..."

Luna had said while ushering Twilight outside, towards the balcony.

"My presence will be required elsewhere soon, but I shall share what I know with you.

The transformation is very magical and un-predictable, and each time their magic assaults her like you witnessed earlier, the transformation surges and changes a whole new portion of her body. No doubt you saw her horn, I fear what will become of her when the transformation completes itself."

"When it completes... What will happen to her?"

Luna seemed to hesitate, her brows furrowing slightly as if agitated, but it was more out of concern, Twilight noted.

"There are no records of Changeling transformations that end nicely."

"What do you mean?"

"The only record of it was Chrysalis herself."

"Chrysalis? You mean... she was once.. a normal pony?!"

"An alicorn, to be accurate."

"An... Ali- I thought you, Princess Celestia and Cadance were the only alicorns?"

Luna turned to face Twilight, a playful hint to her voice and she let out a short and amusing laugh before continuuing.

"Miss Sparkle, surely thy does not believe that."

"I-uh..."

Twilight's brief moment of confusion made Luna smile even more, more than likely Twilight would spend hours researching the history of Alicorns when she returned to Ponyville now that Luna had shared this bit of information.

"We were few, during the early years when earth ponies, unicorns and pegasi alike ventured to Equestria - and before that, we were responsible for the seasons, 'natural' catastrophes, and as we still are now, the day and the night. Of course this changed when pony kind came along... many of our powers were no longer required.

Has thou heard of a pony named Aerith before?"

"Aerith? Aerith.. I have heard.. stories, legends of a pony named Aerith. She was a beautiful mare with a silver coat and emerald green mane and tail and watched over the animals and flora as the Guardian of the Forests. She supposably brought the beginning of spring with them after Ventios claimed the land with winter. But that is all myth... isn't it?"

"Not quite - Twilight, are you aware of how Changelings came to be?"

"Uhh... I read from some books that there was an earthquake and a huge rift in the ground opened up, releasing them - the rift is now known as Ghastly Gorge... but other stories say they were created... Honestly Princess, I am not sure what is fact or fiction."

"They were created - during the Reign of Discord he thought it would be... what was the word he used....interesting to bring a plague to Equestria."

"He created them?"

"Yes. However creating a Queen was much more difficult and required a living soul - an Alicorn to be exact. And so he cast his terrible spell on Aerith and although at first she fought it, she resisted it, by the completion of the transformation she was merely the demon's puppet."

Twilight shuddered at the thought, there were few accounts of what happened during the reign of Discord but one could only imagine the demon at his worst. Chrysalis was once an Alicorn named Aerith - it should have shocked Twilight but after everything she had witnessed the night before, she wasn't expecting anything less than the world falling apart now. There was silence as Twilight thought over everything Luna had shared with her, dark secrets from long years past.

Chrysalis was an alicorn... She is- was Aerith, Guardian of the Forests and master of Spring. But.. she's not.. she can't be! That monster can't be Aerith! Luna said it turned her... changed her... What if- !

"Celestia!"

The Princess of the Night merely waited as the gears in Twilight's mind clicked into motion and the harsh reality dawned on her.

"It'll.. It'll change her.. wont it? Like it did with Aerith?"

Luna dipped her head slightly as if it were all she could muster in a nod.. Twilight's eyes widened and she looked back towards the bed that Celestia rested on. Her eyes watered but she held back any tears as she returned her gaze towards Luna, who despite everything still held a soft smile.

"There is still hope. I will return tonight and explain more then. The library is open to you as always."

Luna re-entered the room and for a few moments simply watched her sister, the serenity of the moment sinking in and bringing the tiniest smile to her face.

"Princess Luna, wait!"

"Yes, Miss Sparkle?"

"Please Princess, just 'Twilight' is fine. Hmm... If you don't mind me asking, what was that spell you cast earlier?"

Luna's smile grew and the playful touch to her voice returned momentarily, "If you insist- However We indeed insist you also refer to us as Luna, for everything you have done in the past for us, it is the least we can offer in return.

The pain she feels comes from the transformation as was explained earlier, what is more worrying however is her growing connection with the hive - that's why she couldn't hear us. To sever that connection I use that spell - it also numbs the pain, but at the same time usually puts her to sleep as well."

"Connection with the hive?"

There were rushed footsteps heard outside in the hall, coming closer.

"Time does not appear to be our ally, I have duties to attend to while my sister sleeps - tonight we will have time to speak."

There was a brief knock at the door and after Luna replied allowing them to enter, an ash coloured pegasus with a fiery red mane entered. He wore the armour of a high ranked Night Guard officer and despite his odd mane colouring, he still supported the bat wings they were known for and otherwise looked the part. He removed his helmet and sat it on the ground, his mane spiking back now that it was released from the helmet's grip. He bowed respectfully to Luna and regarded Twilight with a slight dip of his head.

"Princess Luna, is Princess Celestia well enough to be re-assigned to her duties?"

"We fear not Fire Storm, We will still be taking her place until she recovers."

Twilight wondered how long Luna had been taking over Celestia's duties, she had said the transformation started only a few days ago, but was Celestia ill before that? Could Alicorns even get sick? The slight dip in the stallion's head as if dissapointed or saddened, although barely noticeable, led her to believe this had been going on for long enough to worry about.

"Very well. Will..," the stallion paused and looked at Twilight expectantly.

"Twilight Sparkle"

"...Miss Sparkle be staying here?"

"She has permission to stay here, or return to her own quarters. Twilight," Luna turned her head to look at the unicorn, "you have your usual room, I assume you know where that is?"

Twilight nodded, but her quarters were not where she would be going. Luna turned back to the stallion.

"Commander, should you not be elsewhere?"

"Indeed, forgive me for going out of line, I only wished to see for myself"

"Wished to see what?"

"That Her Grace was well and on the road to recovery."

"My sister requires rest... where is Ink Scroll?"

"...Late."

Luna sighed and headed out the door with the black companion who issued brief orders to two of the guards and then left with Luna down the hall.

Twilight managed to collect herself and slowly - and cautiously - walked towards Celestia, stopping next to her bed.

"Please be okay..."

The unicorn nudged the handle of the door with her magic and walked outside, passing the two guards who had been stationed outside the doors, and heading in the direction of the library.

There will be something in there that can help... there has to be.

III: The Curse We Share

"This is the book I mentioned where in the Archives... I also found this - I'm not sure if it's what you're looking for, seems like just an Old Mare's tale to me but... Is there anything else I can help you with Miss Sparkle?"

Twilight looked up from her book as the librarian placed two more books on her desk. She was dissapointed to find that even the Royal Library had little information about the creatures and not counting the forty three odd books she had read through back in her own library (which only a very small handful of those actually contained any information about Changelings), there were only seven books on her table that were new to her and even she could tell at least four of them were just story books.

"No. Thank you," Twilight replied keeping her voice low, smiling as the blue stallion nodded and resumed his duties elsewhere. It was late in the morning before she had arrived in the library, the sound of a hungry manticore coming from her stomach had driven her make a side-trip to the kitchens before reaching the library. She lowered her gaze to the two new books and her attention was drawn immediately to the faded, black book at the bottom. Telekinectically, she shifted the two books around and brought the black book in front of her. Dark-looking green markings detailed the corners and title, it's bright green - although slightly worn - contrasting it's eerie appearance. The actual title was too faded and scratched to be readable and she was forced to open the book to discover it; Into the Darkness: Aerith's Curse.

"This is it!" Twilight said excitably, although a little too loud, shrinking away behind her books when the few curious - and some annoyed - library visitors who were here this early, turned to the sound. She gave an awkward smile and when they looked away, the unicorn turned the book over and took a closer look. There was no title - or at least there wasn't anymore - on the side of the book either, and the green markings nearest it's edges were faded and dulled. From the side it would appear like any regular book and was probably the reason no one took any notice of it, regardless of the fact it was also hidden within the Archives, but from the inside it may just hold the key to...

...Everything, Twilight thought, her mind briefly reflecting on the twisted image of Celestia before shaking her head to clear it away, looking back at the book. Below the title was more text, although the cover was heavily worn, the inside pages seemed undamaged, yellowed with age if anything.

Into the Darkness; Aerith's Curse

A recount from one, Ventios, of the events that befell my dear and beloved Aerith, may one day we be reunited in the light and not the darkness.

~~~~~

There are none still alive that remember the time before Discord, so long ago was it, so much devastation, so much chaos, so much death. Even if they do remember, it's but a distant memory. The Spirit of Disharmony saught only chaos and death. Pony kind is no match for Discord, this much we are aware of - but the gods have forsaken us and we have been abandoned.

I am Ventios, Guardian of the North, and alongside Aerith, Guardian of the Forests, Celestia, Guardian of the Sun, Luna, Guardian of the Moon and Aquos, Guardian of the Seas, we are the last remaining Guardians in Equestria. I fear that will change before the war ends.

There was, without a doubt, certainty Discord would have his minions hunt us down - that was, if we didn't get ourselves killed during battle. The Royal Equestrian Army did it's part and although it appeared the war was changing in our favour, it was but a foal's hope we stood a chance against the demon himself.

It was, however, during Winter, of the 8th year of the War Against Chaos that it happened. Discord did the unthinkable, though I suppose we should have expected such evil from the monster. The army had fought it's way to his fort's gates, thousands had died to serve the country. I had doubted Celestia's plan from the beginning, but through what could be called a miracle, it seemed to work. Upon the sun's rising into the sky at a certain point, she would raise herself before it and use it's fiery powers to break down the great gates and clear a path for the Royal Equestrian Army to enter the fort. The doubt came from Discord's ability to manipulate the weather. Ever since Tempest had been twisted by Discord and consequently locked away in stone for the safety of Equestria, there was no longer any resistance for Discord to move the weather as he pleased. Not even the pegasi could alter it anymore. If he so chose, he could have blocked the sun out with a thick layer of cloud, and he did. Celestia however had a backup plan - the suns rays were in fact, powerful enough to carve a decent sized hole in the storm and set the gate and surrounding wall ablaze. The unicorn mages had spelled the armour on the soldiers to resist the heat and flames as they charged through the now smoldering ruins of the Fort's entrance and over the burnt bodies of the demon's minions. The fort was ours for the taking! Discord would be defeated this day!

It wasn't until it was too late that we were made aware of our fatal mistake. It wasn't until a fiery ball of shadow-fire came blazing towards Celestia, did we realise this was too easy. It wasn't until we heard the ear-splitting shrieks from within the fort that we understood we'd just sent two thousand good soldiers to their deaths.

They came in overwhelming force, thousands of little black shapes dotted the skies, a brief crack of magic and a green meteor shot down from the swarm, hurtling towards an unfortunate soul. The batallion's commander ordered a retreat and soon after the rest of the squads and battallions fled down into the valley, pursued by the black force.

During the chaos Aerith and I had found Celestia and were currently carrying her away from the battlegrounds to safey. While using the Sun's power she had no time to evade the attack and it hit her dead on. Had she not worn her armour she probably wouldn't have survived it. Most of her light pink mane had burnt away and the skin not covered by armour had been burned. Even her armour was charred and most likely burned the skin underneath purely from heat - but she was breathing, unconcious, but breathing and that's all that mattered to us right now, we had lost so many, I do not think I would have had the heart to tell Luna had something gone wrong... So many of us have already fallen.

That day however, was only going to get worse. A lightning strike of green shot past my side, the sound of bones breaking and a scream followed as Aerith was sent plummeting to the ground by one of the black creatures. Re-positioning Celestia on my back, the only thing I could think about now was Aerith and so I dived to the ground, amid the destruction, the green fiery pits, the blackened and broken bodies of royal soldiers and monsters alike now within clear sight. What I gazed upon after clearing the smoke I was horrified to see. Discord, the very demon himself, stood before her and to my utter disgust, smiled. I remember shouting, I also remember being tackled to the ground, Celestia forgive me I was foalish and nearly killed us both. But he didn't kill us. Discord called off his creatures and regarded me with a smug grin. I saw his mouth move, but I couldn't hear him, and I watched in horror as he bent over my love, my Aerith, and in the air above her, marked with his damned claw a runic pattern I did not recognize. He turned to me again, I saw the snap of his fingers... and then nothing.

When I came to again, we were in a field of grass and flowers. It was peaceful, no monsters, no fire, no death and certainly no Discord. Upon rising to my feet I found Celestia and Aerith with me. At first I thought they'd switched manes and armour, but soon realised I was horribly wrong. Celestia's burns had healed and the faint traces of magic in the air led to the theory someone had healed her, but her fur was still singed in some places and her armour remained in it's burnt state. I did note however the red liquid dribbling and staining her fur around the edge of her armour on her neck, chest and hooves and hastially removed the twisted metal that was cutting into her skin. Aerith however was in a far worse state - or so I believed. There were no signs of actual injury but large portions of her skin and fur had been torn away, revealing a shiny black skin underneath. What made me shiver was in fact her teeth, sharpened and protruding from her lips like some creature in the dark. Neither woke and so I was content to just sit and wait.

A week later and I fear for her now more than ever. It pains me to see her in such a state, but by order of the remaining Guardians Aerith was put in chains for everypony's safety. She seemed okay with it... the real her. Something was transforming her, consuming her - like a plague, the darkness had consumed her eyes, her horn and a large portion of her body. She was barely recognizable, her beautiful emerald mane was dulled and tattered. She had learnt a new spell, a way to hide this side, like a transformation of her own but far quicker, and only temporary. Once again I could see her as she once was, but the flicker of menacing green in her eyes always reminded me of the reality. Hidden behind the illusion was the monster she was turning into. What has she or I done to deserve such punishment from the gods?

The Archmage and her mages still search for a cure... we can only hope.

~~~~~

Twilight's brows creased when she turned the page to find nothing there. She turned the next, and the next and finally came across a new writing style, clearly written by a new hand.

Who wrote this?.... she thought as she flipped back to Ventios's pages. The story had stopped abrutly, as if he couldn't finish it. She turned back to the new writer and continued reading, hoping to discover what had happened.

~~~~~

My name is Lighting Strike, Lieutenant-Commander of the 14th Batallion. I discovered this book after we retrieved Ventios's body from the caves. "Aerith" has turned, changed - it wasn't until I read this that I understood why this is happening.

When Discord put that spell on her, she changed. Those things are called many different names but the most common one given to them is 'Changeling'. That's what she is. After the 19th Batallion discovered Ventios of the North, Celestia of the Sun and Aerith of the Forests in the meadows south of Canterlot, everything fell apart. Aerith couldn't hide her change and no one knew what would happen until it was too late. She killed Aquos, drained him of magic and life and would have murdered Celestia, had I and the Commander not been there. Swift recovery to Celestia, and Gods protect Luna, she is no filly but nearly losing her sister twice in just over a week must be hard.

The Guardians are failing. Until earlier today, only Celestia, Luna and Ventios remained - and now Ventios is gone. Aerith is no guardian - she is an abomination! A curse from Discord! And Ventios was foalish enough to believe his love for her would fix it. If anything it only made her stronger!

She's past her animal-phase. Even I have to admit... it was less than pleasant to see guards by the dozen torn to shreds by that monster. She's a puppet for Discord and there is no better way of putting it. The transformation wasn't even complete, I overheard Ventios once saying how she'd been switching between the light and dark, trying to fight it like she was two different ponies in the same body. One side wished to kill and consume, the other... was still Aerith.

Rest their souls, Ventios, Aquos and many other Guardians who have fallen by Discord's claw. May anypony who finds this book know the truth, pray to the gods to end this nightmare.

~~~~~

Twilight looked at the last page, horrified. Not only had Celestia nearly died, twice, (and the fact made her wonder how many other times she had been in mortal danger), but she was now a terrible threat. Her mentor, the Princess and good soul, now a terrible threat to Canterlot and ultimately Equestria.

She had to find a cure, she had to find a way to reverse it, to alter it, to slow it down even, or something!

Twilight put the book down to her right and turned to the next, frantically searching for anything that might help.

~~~~~

"Twilight?"

Twilight's ears flicked towards the source of the sound, but her eyes remained closed. Through the haze of sleep, she could have sworn she heard someone chuckle, but she might have been dreaming it. She tried to say something, but it came out as an intelligible mumble of words.

"Twilight, wake up"

No.. no she wasn't dreaming it. She felt the prod of a hoof against her shoulder - it was cold and felt more like metal than anything else. Slowly she opened her eyes and almost fell off her chair when she realised who was trying to wake her.

Luna sat next to her with a grin, her hoof still hovering in the air from poking the purple unicorn.

"Pri- Luna?"

Luna's smile grew as she got to her feet and waited for Twilight, signalling for her to follow. Twilight hesitantly looked at her and back to her books, then back to Luna. Grabbing two of the books in front of her, the black one and the blue cover one, she slid them into her saddlebag and briefly stated to Luna she was borrowing them. The Princess waited patiently as Twilight took them over to the librarian for recording and then returned to Luna, a sleepy smile on her face.

"How long were you in here for?"

".... a while," Twilight looked up at the clock in the room and wide-eye, looked outside.

"All. Day. H-how- ? I.... I must have.."

"You were up all night aiding us - not to mention the time you've likely taken researching about the Changelings back in Ponyville over these past few days - does it still surprise you that your body did eventually force you to sleep?"

Twilight thought over it for a second as they left the library and followed the Princess. She had been reading the blue book, the first book from the archives, while skimming back through the black book. She had noticed that there had been several pages ripped out of it between Ventios's last notes and Lightning Strike's first, and they unfortunately, likely held the answers. The unicorn made a mental note to ask Luna about it later.

"My sister is awake. She's eager to see you again... If it will not upset you," Luna said, coming to a stop quite suddenly. Twilight smacked into her out-held wing, and looked up to see, yet another amused smile on the Princess's face. Twilight smiled back, steadying herself again and then realising Luna had in fact spoken.

"Oh... uhh.. yeah I'm okay with that - why wouldn't I be?"

Luna let out a brief chuckle of amusement, "Twilight, while We may have difficulty with many things since our return, there is one thing we can recognise as clear as the day my sister brings-" Her voice suddenly lowered in volume and her soft smile hardened into a more serious look. It was that look ponies gave when they asked the more serious, harder questions or stated what they believed was true and above all, expected a honest response, "-you should not be ashamed of yourself. I know you fear her."

Of course Twilight was afraid of Celestia! She was the Princess of Equestria, Goddess of the Sun and her mentor! She had the power to give and the power to take at the flick of her horn - a pony would be foalish not to fear Celestia in that way and of course, offer the utmost respect as to prevent ever experiencing the Sun Princess's "other" side. But Luna was not talking about that kind of fear - she was referring to the kind of fear Twilight had experienced more than once before. It was the fear that gripped her and her friends when the manticore threatened to eat them alive on their journey to save the very Princess walking next to her. It was the kind of fear she felt when Discord forcibly turned her friends on each other and all but destroyed Ponyville. It was the fear for her own well-being and the well-being of those she cared for.

"I- I just..."

"There is nothing to be ashamed of... in your defence, you're fear is well placed. My sister wishes to speak with you about.... what's happened, but neither of us will force you to go in that room," Luna said, walking again. Twilight looked down at her hooves, again thinking. Am I afraid? It would be foolish not to... the book only began to tell of what happened to Ae-! Th-that book! I know what will happen... I know... Luna! Maybe she knows more about the story maybe -wait... but that soldier mentioned Luna was much younger... maybe she doesn't remember at all?

No- not true. She was old enough - Celestia told us the story of how together they defeated Discord, Luna would have been old enough for that.... but does she remember?

"Luna?"

"Yes?"

"... Do you recognise this?" Twilight pulled the black book out of her bag and levitated it before them. Again, Luna stopped but this time it was in clear shock. The book was snagged by darker magic and pulled away.

"Where did you get this?"

"I-In the library archives - i-is something wrong? Did... did I do something wrong?" Twilight's voice cracked in the panic, her ears flattened but she dared not move until Luna gave her a re-assuring look, followed by a sheepish grin and the continuation of their walk.

"That book belonged to Ventios. I thought it was burned all those years ago.... I recognise the marks... they're supposed to look like vines to represent Aerith's power over plant-life. It was a horrible time... Tell me, what have you learned?" Luna's voice was lower, as if saddened at the memory, but her smile only faltered by a minute degree, barely noticeable to the untrained eye. Luckily for Twilight, she noticed it, and she retold everything she knew - pausing the story when they passed guards or other ponies so they would not over hear - very carefully not mentioning sensitive topics.

~~~~~

By the end of her quickly-summed-up story they had reached the room they had been in the night before. Celestia's personal chambers. Luna had offered minor details to her story that were missing but still essential and also gave Twilight a comparison of Celestia's current state with what Aerith was in at roughly the same time of transformation. Luna hadn't realised Celestia's state was worse than Aerith's was until she was comparing and quickly allowed Twilight to continue her story as to redirect her thoughts on something else.

".... then the story just stops and this new guy named 'Lighning Strike' begins his own notes of what happened after Aerith turned."

"What do you mean... stopped?"

"The pages - they're missing. Ripped out," Twilight said, sounding more annoyed than intended. Luna went silent for a moment, stopping outside of hearing from the guards and turned to Twilight.

"That book was personal, I am surprised my sister even put it in the library to begin with. However, seeing as how those pages were ripped out it makes sense. Anypony would believe it was just a story to scare, not the truth about one's past. She likely has those pages, but first thing is first.

Are you ready?"

Twilight shifted uneasily, a worried expression crossing her face. Sure, she had managed to sit in the same room as Celestia for quite a while, but she was sleeping at the time... and she was awake now. The lavender unicorn tried to hide the sense of fear tugging at her mind and nodded quickly. Luna gave a curious look at her but then headed towards the door. The guards moved aside and allowed them to enter, the doors opening by the closest guards's blue magic and the two headed inside.

Celestia was sitting by her fireplace, as she usually did at this time of day, the fiery red of dusk settling into the room through windows. Twilight was relieved to see the Princess as she was normally, but her memory betrayed her and she was constantly reminded of the threat now buried in her mentor.

Celestia turned around at the sound of the door opening and hoofsteps coming in and stood when she saw Twilight trailing behind her sister.

"T-Twilight, please forgive me for whatever happened last night... I-If I hurt you, please, I-"

"Hurt me? Princess, I am fine... a little shaken... I admit, but I'm fine. Why would you hurt me?" Twilight asked, completely confused and she noticed Celestia was looking at her sister as if she expected her to say something. Instead, Luna nudged Twilight to get her attention and then pulled down the neck-piece with her cutie-mark imprinted on it's front, revealing a wound that, while clearly healed by unicorn magic, likely happened only recently. The fleshy pink scar that remained would, no doubt, never heal fully. Twilight's fear escalated and she took several steps back.

"Twilight, it's okay. As I told you, it was an accident. Don't you remember?"

While talking to Luna about the story, the princess had mentioned that Celestia had accidently wounded her in her comparison between Celestia and Aerith... but Twilight hadn't been paying full attention, and assumed the injury was far inferior.

"Oh..."

"Twilight, I would never hurt you intentionally."

"I know."

"Will you sit with me? I am sure you have questions - i-it's okay if you don't want to though," the sun Princess said, almost pleading. It wasn't hard to work out Celestia was trying to regain the trust that had oh-so slightly waned with the events of the night before, and answering questions that Twilight was curious about was about the easiest way to earn the unicorn's favour again. Hesitant, yes, but she slowly made her way to be in front of Celestia, the warmth of the fire on her back, as Luna came and sat beside them.

"Luna helped me understand some of it... she told me this had happened before, but to another," Twilight said, looking at her mentor with curiosity, amid fear. The princess swapped glances between the curious Twilight and her sister, before landing her gaze back on her pupil and asked how much she knew. Of course, Twilight was more than happy to retell what she had told Luna - skipping sensitive parts and keeping the focus on Aerith and Ventios, and not the events that befell Celestia. She also added in information she'd learned elsewhere, whether from book or from Luna.

The sun Princess remained quiet the entire time and simply let Twilight tell the story with no interruption. Even after all this time of tutoring the young unicorn, it still amazed her how Twilight was capable of researching, learning and understanding new concepts so fast. When the unicorn was done though, Celestia got to her feet and slowly walked to her dresser, where she opened it and pulled out a wooden box. It was plain, and to any regular pony, insignificant, but from inside she pulled out several sheets of paper - yellowed like the book's pages. She put the box away, re-sealed it, and returned to her spot in front of the fire and her student, handing the paper to her. Twilight eyed the sheets, taking them within her own purple magic as Celestia's gold faded, and her eyes were caught on the edges - ripped.

Celestia was the first to speak and confirmed Twilight's suspicions about the pages, "they are from the book you speak of. I should have kept the whole thing, but at the time it did not worry me. I can let you read them, but I remember the time... what happened to Aerith - and what will happen to me - and I can tell you."

Twilight held back the urge to panic and run back to the library, read these new notes and then study like mad, until she found a cure no matter how long it took. The pain in her face was evident, but Celestia held no regret for her words. It was the truth, they had to face it.

"But first-," Celestia's face brightened - as did the door to the room when it opened and in came a maid who carried a tray with a tea pot and several cups, "-tea?"

IV: Unforgiveable Actions

A faint light could be seen deep within the caverns of the gorge, a steady green glow. From the outside, the light was all that could be seen and the faint buzz every now and then was all that could be heard, however if one was to travel deeper into the cave and down its corridors, the stillness betrayed the dangers within.

"Your Majesty... I am pleased to report the remaining hounds have retreated."

Chrysalis was busy admiring her handy work as the changeling reported the status of clearing the cavern. A grin crept onto her face as she lowered her head to meet the narrowed, golden eyes of the dog suspended upside-down by the green sticky, and slightly glowing, goo the changelings were known to create. For months the Diamond Dogs had kept their keep out of the hands of the changelings and their queen, forcing them to stay out in the gorge, but now that the queen had a new plan and her hive recovered as much as their magic allowed, the Diamond Dogs couldn't escape fast enough.

Indeed, they had put up a resistance and several Changelings met their end in the depths of the dogs' territory, but a few casualties were expected in war... and they had won this battle in a single day, overwhelming their opponents in a matter of hours, capturing or killing them. At one point, Chrysalis offered to allow them to live if they retreated, so they did. Now the caverns were available for her hive, a safer place than in the open gorge against the elements and the odd manticore who wandered too far into the gorge and became a sizable meal - but not before heavily wounding a guard or two.

"Good. I can feel her presence growing stronger among us... it wont be long before her connection is permanent... and then she will be mine to control," Chrysalis smiled a toothy grin, but her eyes flared in dark triumph. The dog before her let out a rough growl.

"Never will we bow to you! Hideous Monster - fight the sun and the moon and you will fall like you did before," the dog said, but was suddenly gagged when, with a brief glow of Chrysalis's horn, the green goo snaked itself magically through his jaws and nose, blocking his air way.

Chrysalis's angered frown slowly morphed into a dark smirk as she watched the helpless dog suffocate, flailing his arms, trying to claw at the sticky substance in a hopeless attempt to pull it out. The queen turned around and brought her gaze upon the guards by the entrance as the dog's lifeless limbs fell to the ground and the choking sounds faded.

"I have no time for those who think they stand a chance against my army this time. Remove this filth from my presence," Chrysalis beamed and turned away, the scowl having returned as she paced her way to the temporary throne that had been built for her. Temporary - yes, soon the High Throne in Canterlot would be hers and there would be no need for this stone and bone built one.

"Only a few more days... I can feel it... Discord may not be assisting the transformation this time, but I am," she turned her head towards the two changeling guards standing by the tunnel entrance yet again, "fetch me the Diamond Dog Chief... I have work for him... and a Princess to break."

~~~~~

"If-Princess, if this happened before and the Archmage was researching into a cure... shouldn't there be notes and research on it already?"

Twilight had been asking several questions she already knew the answer to - it was simply to confirm them. At the same time Celestia permitted her to write notes about this, and her student furiously scratched the parchment with her quill as she asked and Celestia answered. Luna had long since retreated to the Throne Room to hold Night Court, leaving the two alone.

"Yes, there was much research done and mountains of notes and statistics taken - along with the results of trials," Celestia said, taking a moment to think back, tapping her chin as she tried to remember what happened to them. When she did remember however, a disappointed frown formed and she preemptively answered Twilight's next question, "but Discord had them all burned when one of his changelings successfully sabotaged the castle..."

"They- what?"

"Changelings could take the form of other ponies at the time as well - but usually there were give-aways or signs, the magic was no where near as perfected as it is today and often their glowing eyes, torn ears or fangs remained even in their transformed form. So a guard with jagged ears was easily picked out as a Changeling in disguise... unfortunately not everyone was aware what they looked like, and one did sneak past and into the Archmage's tower where the research was held. Apart from a guard with a broken jaw, another with a severe concussion and the Archmage with minor burns, no pony was killed or otherwise hurt. It was concluded the changeling's mission was to destroy the research - and it unfortunately succeeded... the changeling in question suicided in the explosion however so we could never be completely sure...

Though there were no assassination attempts or further bombings and with the loss of so much information, restarting would take time Aerith didn't have," the sun goddess said, regarding their decisions to abandon the project perhaps the biggest mistake they could have made. Even if they didn't have the time to save Aerith, the research would have now saved Celestia and none of this would be happening - Twilight would never have to worry about the Princess of Equestria turning into a monster, and Luna would not have to suffer the loss of her sis-

Stop thinking that. There is still time.

"So they abandoned the project..."

"Yes."

"Celestia... I know what will happen... but," the words in Twilight's mouth vanished and she found herself unable to speak for a moment, dreading the truth she would find behind Celestia's answer. The princess however, knew what she was trying to ask and, keeping her emotions at bay, she answered.

"Aerith's transformation took just over two weeks. It was a slow process and those... hmm... 'bursts' happened more frequently the further the change took her. However, her real turn was much quicker than that. Within a week she started showing signs of aggression - it was like two sides to her, she was Aerith and then the next moment, without warning, she became violent and unresponsive to others trying to calm her - not even recognizing her name. Of course, she had no memories of these outbursts. Eventually - as you read in Ventios's journal - we were forced to chain her. By the 10th day of the transformation, it was no longer Aerith. Spots of her glowing silver fur still stuck and shreds of her emerald mane twisted in the fraying dull green it turned into, but that was all that was left of he-" Celestia was forced to stop talking when she lowered her gaze back on Twilight and saw the new fear in her eyes. The purple unicorn had stopped writing and had lowered her head to her hooves, ears flat.

I'm upsetting her... scaring he- Of course she's afraid of me! But what can I do?

"Twilight, it's still me," Celestia begun, lowering her own head to nudge the unicorn's muzzle. Twilight had kept her emotions back while they talked, trying to keep a straight face to record everything she could, but when Celestia finally started sharing what exactly would happen, it was just too much and stray tears escaped, running down her cheeks.

"I-I d-dont want to lose you..." Twilight said quietly, her purple eyes locking onto Celestia's pink. The princess was about to speak when her mind reminded her of something. Yes, go ahead and lie. Lie to her. Tell her everything will be okay when you know it wont!.

"Twilight, I-," Celestia barely started her sentence when a furball of purple jumped into her hooves, and Celestia welcomed the embrace, holding her student tightly as she wept. Even the goddess herself let several tears fall, but regained her composure and wiped away the remnants of tears as Twilight leaned back slightly to look up at her. Her eyes were filled with fear, sadness and even the usual spark of hope that motivated her, was missing. They simply sat there, Celestia lifting her hoof to Twilight's cheek to wipe away the tears and the small smile of gratitude that fell on her student's lips found its way on hers as well.

They stayed like that for a while, the silence enough to bring peace to the unfortunate situation they were in. Neither spoke, they just listened to the crackle of the fire in the fireplace and watched the stars through the window as the night plowed on.

~~~~~

Twilight had fallen asleep next to Celestia long ago, and the goddess was content with simply enjoying the moment of bliss. Undisturbed, peaceful, not a care in the world, just her and her student.

The moon had reached the horizon and Celestia felt the mental tug of the sun as it pleaded to be raised for yet another day. Careful not to wake the sleeping unicorn, she stood up and walked out onto her balcony, taking in the fresh smell of morning. Celestia had not slept that night, the rest she had during the day was enough and she was not tired. The goddess lowered her horn and located the sun, sitting just below the horizon. With a brief moment of concentration she locked her magic onto the sun's core and lifted herself up in a single, graceful movement, as the sun slid over the horizon and began rising for the new day.

She lowered herself back onto the ground, wings tucking in, and turned back to her room.

At first Twilight thought Celestia merely stopped as a surprise reaction to her finally awakening, but she soon realised this was not the case.

"Princess Cele..sti..a...?"

There were hoofsteps heard in the distance but neither paid them any heed as the doors to the balcony closed gently and the Princess entered the room. She stopped barely a meter into the room and after a moment's hesitation a swift green flaming ring drifted from hoof-to-horn in a matter of seconds. Celestia's decaying form had been further consumed, her mane's aurora of colours had melded into a single muggy green and a large majority of her front legs and back were completely absent of white fur. The most frightening part however, was her narrowed eyes and grim smile, shiny teeth slid against her hard black lower jaw as her upper muzzle flexed into what could be called a snarl and she lowered her head, as if readying to charge.

And that's what she did.

"Celestia! Stop! WAIT! IT'S ME!"

Twilight barely had enough time to teleport out of the way as Celestia lunged forward, horn lowered as a deadly weapon, to where her student had been only moments ago. Twilight re-appeared behind her mentor-turned-monster and quickly looked around for a way to escape. She turned around and tried to open the balcony doors - both with magic and with force- but failed. There was a bright light and the sound of lightning as a bolt of green light danced across the room, barely missing Twilight.

The terrified unicorn yelped and galloped to the other side of the room to where the entrance doors stood and attempted to pull them open.

"HELP!"

The was a reply but it was muffled through the doors, followed by a rough bashing on the wood as the two guards stationed outside attempted to gain entrance.

The hoofsteps in the hallway became louder and more frequent, like somepony was running.

"Celestia! It's me, Twilight! Ple-" Twilight lunged to the side with a fearful cry as the creature that was once Celestia pounced forward, fangs bared, ready to snap onto her protege, a high-pitched animal growl filled the air as she launched forward.

Remember what she said! Unresponsive - she can't hear me! Think Twilight thi-

Even her thoughts were broken as she hurriedly escaped the death-lunge directed at her, but this time she was not so quick, and Celestia's jagged horn clipped Twilight's side, stabbing into her flesh and tearing from her shoulder blade to a spot halfway down her back. Twilight screamed in pain and fell to her side, blood seeping out of the wound and temporarily rendering her left foreleg paralyzed. Her cry was drowned out momentarily by an explosion on the other side of the room as the double doors were engulfed in dark blue magic then blown off their hinges, shattering and splintering. Several splinters of wood flew across the room and burrowed into both the alicorn and unicorn's skin, but through the pain of her injury she could not feel them.

"Luna.. help," was all Twilight managed to gasp out as Celestia's magic encased her student and lifted her off the ground.

Is this how it ends?

Twilight saw a blue form dart across the room towards them. The suspended unicorn was lifted higher.

Everything I've learned... the friends I've made...

Luna's horn flashed blue and a bolt of white lightning shot towards Celestia. In shock of the surprise attack as well as sheer pain Celestia released her grip on her student.

...By the Princess of Equestria and my mentor?

Twilight fell to the ground without the chance to stop the fall and only succeeded in smashing her skull into the bed frame. Stars filled her vision and the world around her seemed to spin. She heard another crack of lightning and then saw the black and white figure of the princess flung over her and across to the other side of the room. The goddess didn't get up again.

Darkness crept into her vision and sound blurred. Twilight thought she heard a pony call her name, but she had not the strength to lift her head nor the certainty it was her name she heard. Searing pain was all she could feel, but even that was starting to dull and she felt her body being turned over. A white and gold face filled the little vision space she still possessed and was abruptly pushed aside and replaced with a dark blue face. The face said something, but she didn't hear it as sound completely silenced and her eye lids slowly closed.

Then darkness.

~~~~~

Beep-Beep... Beep-Beep... Beep-Beep...

"How did this happen?"

"That's none of your concern."

Twilight began to stir, pain shooting down her shoulder and back. She felt pressure around her body, like something was wrapped tightly around her. Her head still felt sore and she felt the tightness of something around her forehead as well.

"It is. As a doctor I must be able to understand her injuries by knowing what happened to her."

"An accident. That's all you need to know."

"Princess Luna, I am getting the horrible feeling you're not telling me the whole truth."

"Doctor Cross, We are sure that you would much rather prefer to keep your job and save patients instead of arguing with Us."

Her eyes flickered opened and she stared at the roof. It was white - everything was white.

"Large stab wound, seven separate pieces of wood lodged into her skin, concussion and large open wound to her head - I don't know what you're hiding but she's lucky whatever stabbed her didn't go any deeper or she'd be in a lot more serious danger!"

"This is not serious enough?"

"We've magically managed to heal most of the wounds... but neither her head injury nor whatever attacked her cut into an organ - thank Celestia - and she should be fine within a week or two."

"Thank... Cele.. - That's too long."

"Princess Luna, you can't be serious!"

"We are. She's important. If I must, I will have her stay with me personally but she must come back with Us."

Twilight slowly shifted her head to focus on the two talking. Her awareness slowly came back to her and she had only just started to understand what they were saying when the doctor accused Luna of lying. Which she was. But why was Twilight so important?

"Princess, please, with all due respect, she can not leave this hospital until Thursday - at the earliest!"

"Hospital..?"

Luna's response froze in her throat as both her and the doctor's attention were turned to the purple unicorn lying in the hospital bed. The Princess moved over to her side and looked at her with worried eyes.

"Are you okay?"

Twilight held her gaze for a moment with a smile and a slight nod, but it then vanished as quickly as it came, "what happened?"

"'What happened?' indeed. You lost a lot of blood and along with the shock and a concussion, you fell unconscious... so I'd very much like to know what happened as well," The doctor said flatly, clearly frustrated.

Luna thought over what to say and then turned to the doctor and motioned for him to leave. He gave a look of disbelief but after receiving a stern look back from the princess, he grumbled and left the room, closing the door behind him. The night princess turned back to Twilight.

"Do you remember anything from last night?"

"I remember... seeing Celestia at the balcony, she'd raised the sun and then...! Celestia! Where is she?!"

Twilight looked around frantically but was stopped short when a searing pain shot across her back and she visibly cringed, yelping quietly at the sudden pain. The Princess had also winced, both at the apparent pain the unicorn was in but also at the question's answer.

"Isolated."

Twilight turned back to Luna with confusion, but only saw sadness and fear in return. Along with the pain it was then that Twilight's memory flooded back to her. She remembered the evil glare Celestia had as she launched towards her, she remembered ducking, running and leaping out of the way to save her life. She remembered being too slow at one point and the charge succeeding and she remembered the door exploding, falling and then nothing.

Celestia had attacked her. Her sudden power of raising the sun had awakened the monster hiding beneath the surface and nearly cost Twilight her life - at the hooves of the one pony in all of Equestria she thought she had utter trust in.

Twilight's eyes watered and she made no attempt to hold back the tears. Luna leaned forward to comfort her in any way she could and found the unicorn's hooves wrap around her chest and pull her closer. A patch of her fur dampened as the unicorn released the grip on her emotions and tears welled out, down her cheeks and soaking into both her fur and the princess's.

But Luna didn't seem to mind and she wrapped her hooves around the smaller pony and comforted her.

When Twilight was all cried-out, both ponies released the other and Luna gave her a comforting nuzzle before pulling away again. The silence was broken when the lavender unicorn decided to speak, "what... what do you mean 'isolated'?"

Luna sighed, her ears lowering just that tad more as she replied.

"A section of the castle no one goes in. She knew eventually it would be required... we're both deeply sorry we had not done it sooner... Our timing could have been better, if We had been just a few minutes late..." Luna trailed off, her mind wandering on how the events may- no, would have played out if she had been even a few seconds late.

"She can't hurt you - or anyone else - now."

Twilight's confusion increased and she looked up at Luna expectantly.

"A select few Day and Night guards know - and so does the Jail Keep."

"Sh-she's in the Dungeons?!"

"Twilight, please understand this is for her own good - she even was the one who suggested it, not I. We had suggested she simply be locked in her private quarters... but .. well," Luna looked at Twilight and Twilight looked down, understanding that her plan had clearly failed.

"Red Cross will not allow you to leave for a few days at least... although he wants you to stay for longer... I would not be sur-"

"I want to see her."

Luna recoiled, taken aback by the sudden determined tone that had taken over Twilight's voice.

"Are you sure?"

"I want to see her."

Luna did not say anything for a brief moment and simply stared at Twilight with disbelief as the figurative gears clicked in Luna's mind and she tried to understood why. Celestia's actions were unforgivable, regardless of the fact she was not in control at the time. Was it that easy to forgive someone? Even when it nearly cost you your life? But it was the fact she was not in control that Twilight would forgive her. It was not the Princess of the Sun that nearly mauled her student, it was that of the sick twisted monster that was consuming Celestia. Was it so different to her own conflict with Nightmare Moon?

"An Element of Harmony, so willing to put the past in the past and forgive those who've wronged you. You and your friends are quite special in that sense... Even though I witnessed it myself, I will never fully understand how you can do this..."

"Please, Luna..."

Twilight looked up at the night princess and the determined scowl morphed back to the scared whimper it was before. After another moment's hesitation, Luna nodded and received an appreciative smile in return from the purple pony. She then tried to gently turn on her side but frowned as the pain returned.

"We will take our leave and allow you sleep... Soon enough We will take you to see her," Luna said quietly, almost whispering. Although Twilight gave no response, the night goddess dipped her head slightly as if to say a silent goodbye and quietly walked out of the room, leaving Twilight alone in the white hospital room with nothing but the steady beeping of the heart monitor to break the silence.

V: Deceit

If it weren't for the magic of unicorns, the purple pony limping alongside the Princess of the Night would still be in that dreadfully quiet, clean and boring hospital room. Doctor Red Cross was quite annoyed Twilight would be leaving the hospital so soon, her wounds needed more time to heal naturally - but Luna did not have time for that, and neither did Celestia. Twilight was eager to leave in any case, several days in the hospital was too long despite being able to look over the books Luna had sent down to her, she was un-eased with the thoughts of a twisted Sun Princess and doing nothing about it.

"Twilight, I must warn you... no matter what she says do not go into the cell."

Twilight shivered. The thought let alone the fact, that the Princess was chained up down in the Canterlot Dungeons sickened her and filled her with dread. In a time of peace, those cells of stone and iron were never used - not so much as a petty theft took place, and so the iron bars and shackles were left to rust.

Now they had purpose... but for the worst possible reason.

"I know."

They reached the dungeon's entrance doors. They were deep within the lower levels of the castle, completely out-of-the-way of normal tourists or even general castle staff. The dungeons themselves were an extension of the underground crystal caverns, magically sealed off from the main cavern Twilight had found herself in when the Queen had imprisoned her. Luna dismissed the guards' salute and with a wave of blue magic from the two guards' combined magic, the dark wood doors opened. Several meters in they were met with a second set of doors, this time of metal with carvings running along the sides. Incantations to prevent unicorns breaking free - if they even got this far.

"Where even is the dungeons?," Twilight had asked shortly after they left the hospital. Luna smiled as she responded, "in such a time of peace, the remnants of evil or wrong-doing still lingered over the dungeon's entrance and so we agreed to hide it. Ponies still know it exists, they just can't see it."

The purple unicorn frowned at what had been Luna's response in a knowing way. It was surely not the most friendly sight and many of the ponies who had witnessed or read about the events of Nightmare Moon's return or the story of how the Royal Sisters had conquered Discord, already feared that if they did something wrong Celestia would banish them to the moon or turn them to stone. Luna was still feared as a shadow of Nightmare Moon, but theories went around that Celestia had been temporarily banished to the sun during her return and it only added to the list of horrible things that could become of a pony.

As a result, the ponies were on their best behaviour around the Princesses and, perhaps not as much as Twilight, panicked if they thought they'd done something wrong. The annoyed look Celestia and Luna often flashed at the mention of such banishment were usually caught by the poor pony and, nine times out of ten misinterpreted, only heightened their fears. It was a continued frustration to the sisters knowing their subjects feared them like that, but all they could do was try to re-assure their subjects no such fate would fall upon them. Not that it changed anything.

"Go away - we don't have visitors."

Luna stepped up to the metal bench that the pony who had spoken was behind. The pony was a pegasus, a much darker blue than she was herself, with a bluish-black mane, shining like obsidian. The stallion wore the helmet and armour of the Night Guard but while he possessed the draconic eyes and ear tufts, he did not have the bat wings or frill the bat-ponies of the normal guard were known for. Upon lifting his head up to see who it was, the stallion nearly fell off his chair trying to stand and salute his Princess.

"P-Princess Luna! Uh, eh, Captain Nightfall at your service! Please forgive me Princess, I didn't realise it was you."

The gift Luna gave them was entirely up to the individual pony. If they wished to keep their appearance, Luna had promised they would not be forced to change it. Very few didn't accept the gift however, in fact it was a surprising small number that had requested not to receive it - or only a modified version of it like Nightfall. As such the Night Princess found no reason why they couldn't be given half the gift and allow them to keep their normal wings and were simply gifted with the earth pony equivalent of the gift. Luna held back the urge to smile at the captain's reaction and settled with a slight nod.

"Captain, at ease - you were just doing as ordered."

"Yes," Nightfall paused momentarily and looked down the staircase that led to the dungeons, "are you here for her?"

"Who else would I be here for?"

"Uh- yes, well.. Commander Fire Storm will be there at the entrance waiting."

"Fire Storm?"

"He wishes to stand by her. Stubborn that one is."

Luna let the smile slip, an amused expression crossing her face, Fire Storm was of the Night Guard but his allegiance to the two Sisters combined was well known. If given the chance, he'd gladly join a separate Guard dedicated to both Luna and Celestia. Nightfall found the silly smile creep onto his own face and happily lead the two down the stairs. As they descended he asked about Twilight being here and Luna had simply said it was private business. Nightfall said nothing more as they reached the bottom of the stairs and met with the black stallion adorned in Night-Guard armour. Fire Storm re-positioned himself and lifted an armoured hoof to his head to salute. It was also well known that the stallion was originally a Day Guard and chose to switch willingly to Luna's Night Guard. As such, his loyalty to Celestia was just as equal to that of Luna.

Captain Nightfall returned the salute and both Twilight and Luna dipped their heads in greeting. Fire Storm's eyes drifted over the three and came to rest on Twilight with a surprised look on his face.

"I remember you. Miss... Sparkle? Wasn't it?"

Twilight nodded and smiled - as did the guard. Something about a large majority of night-guards acting in particular ways gave ponies the impression they were far more relaxed and at ease than Celestia's Day Guard. Even the usually at-attention Fire Storm allowed a small sense of emotion show. His smile quickly vanished as he blinked and turned back to Luna, all composure returned.

"If you are here for Her Highness, I must inform you things have been going rapidly downhill since you brought her in early the other morning. Please, be cautious."

Luna nodded, a frown replacing her pleasant smile. Twilight's fear returned and her ears lowered as she ever so slightly lowered her head.

Fire Storm opened the door and lead them through to the cell at the end. It was larger than most and surrounded by stone on three sides and metal bars on the fourth. Inside lay the black form of something that slightly resembled an Alicorn. The wings were shredded, but still white feathers stuck out and patches of white fur clung around her chest, sides and forelegs. The sun cutie mark was shredded and torn by the loss of fur and barely recognizable. Her crown and necklace remained however, unaffected by the transformation her body was going through. If not for the patches of white and the jewelry, Twilight would have had a hard time believing this was the sleeping form of Celestia and not the Changeling Queen.

"Tia?"

There was the brief rustle of chains dragging but then silence. Luna moved closer to the cell door and put her hoof up against the bars. Fire Storm moved uneasy as Luna leaned against the metal.

"...Sister?"

All of a sudden Celestia shot forward towards Luna with speed that would have made even Rainbow jealous. An enraged animal cry roared from the creature, followed by a gagging and gasping sound as Celestia was literally yanked off the ground and landed on her back, holy-hooves clawing at something around her neck. Twilight and Luna had jumped so far back they nearly hit the bars of the cell opposite Celestia's. It took several moments before anyone recovered, Celestia rolled on her side and stood, head lowered, frowning and narrowed her eyes at her prey who had escaped her, the green in them flashing. Twilight held her hoof to her chest, trying to still her frantically beating heart, Luna was only just doing better and was the first of the two to recover.

"I warned you to be cautious," Fire Storm said bitterly, but his eyes betrayed his words, showing signs of concern.

A hiss escaped Celestia's curled lips, revealing dangerously sharp teeth.

"S-she told me about what h-happened to Aerith at th-this point b-but... I didn't," Twilight couldn't finish her sentence. Celestia and Ventios reported Aerith's aggressive, animal-like behaviour towards the end of the transformation but she simply couldn't imagine the Princess in such a state until now. Luna's stiffened wings relaxed and she gently wrapped it over Twilight's back, careful not to press down on the still-healing wound. The coolness of her wings seemed to calm the purple unicorn slightly, but the shock still remained. Returning her gaze upon Celestia she noticed her eyes flickering. They flashed between green and pink and the twisted goddess slumped to the ground like a tired animal. Indeed, her eyes did close and after enough time that allowed both Twilight and Luna to fully recover, they fluttered open again. Slowly, her alien green eyes rested on the dark blue alicorn.

"L-Luna?"

Immediately she lifted herself off the ground and with a pathetic flap of her torn wings, she jumped back to the darker end of the cell much like Twilight and Luna had done mere moments ago.

"I-it happened again... didn't it?"

"It's getting worse," Luna replied and startled Twilight with the response. Getting worse?! She felt a nudge on her unharmed side as Luna continued, "you're student insisted on seeing you."

"Twilight?" her gaze shifted down to the purple unicorn who took a step forward, Luna removing her wing and exposing the bandages wrapping her torso and forehead up. Even with a single step, her limp was evident. Twilight put on a weak smile hoping to coax the Princess out of her dark hiding spot. Celestia lifted herself up and all-but crawled forward until she reach the bars and sat on her haunches, hooves around the metal bars that kept her prisoner.

"Luna.. Luna told me what happened... what I did. I know no matter what I do, nothing can excuse my actions - even if they were not of my own will. I.. I never wanted to hurt you - I don't want to hurt anypony and I don't expect you to ever accept my apology.... but I am... truly, very sorry," Celestia looked Twilight in the eyes as she said it, but then quickly turned away, looking at the dirt gathering on the stone ground. It gave the purple unicorn a good look at how she was chained as well; around her neck was a thick metal collar with a taut chain attached at the back, likely bolted to a wall or the ground somewhere behind her. A second collar strapped above the metal one, a single black strand with a gem at it's center. The gem itself was an array of blue and green, the two colours magically moving and shifting around in a swirl of colour. An anti-magic collar, Twilight noted.

Celestia was always strong, she never snapped under pressure and could, at the very least, say something reassuring in times of hardship. It was horrifying seeing her like this, she was all but broken.

Twilight hesitated, then took several more steps closer and rested her hoof on the bars just below Celestia's own. Both Fire Storm and Nightfall narrowed eyes on the two, re-adjusting themselves just the tiniest bit so they could spring into action at a second's notice.

"I forgive you."

Even the guards looked dumbfounded when Twilight spoke, but no one dared say anything. Celestia looked down at her student, but no tears fell. Her eyes didn't even water. In fact, she was smiling - and not in a good way.

"Thank you."

And then her eyes flashed.

Luna lunged forward and grabbed Twilight, pulling the unicorn towards her just in time as Celestia snapped forward to bite, missing by only an inch. Pain shot through Twilight as her back was pressed against Luna and she gave a short gasp upon the contact. Fire Storm had positioned himself between the two and Celestia and Nightfall stood beside him, both standing protective of the Night Princess, swords unsheathed and held in their mouths.

Celestia jumped to her feet, grinning madly as a two-toned laugh erupted from her throat. When she leaned back forward and spoke, her voice resembled that of an echo and it didn't take long for Luna to understand why.

"Foalish ponies. You are so easy to fool, but I must say - well done Twilight. Even after what I made her do, you still managed to find a way to forgive her - or I should say, me."

"Chrysalis."

Twilight recoiled back under Luna's wing, not quite understanding what was going on.

What?

"Ahh, dear sister..."

"Don't call me that. You lost that right a long time ago."

"Luna, what's going on?" Twilight asked, but by watching the scene unfold she was starting to piece things together.

"Awww, can't you find it in your little, wittle heart to forgive me?" Celestia's child-like voice was followed by a very silly smile, quickly shattered as the night princess spoke again.

"No. Now... Release mine sister, thou foul beast!"

Celestia lifted a hoof in front of her, as if to somehow shield the hurt in those words, and shifted back ever so slightly. A frown formed on her lips. Her eyes drifted down to the unicorn and an almost excited grin spread across her face.

"Twiliiiight~ It's been too long!"

By now Twilight had worked out what was happening and through the shock, she returned with a hardened glare. The twisted goddess merely smiled in amusement and took the unicorn's silence as a 'I'm not going to talk to you' response. She turned her head back to Luna.

"You know what is coming Luna, my dear sister. Celestia is already broken - mine to control whenever I wish it. Soon, even when she is not under my spell, she'll willingly follow my orders. Make note of this Luna - The Changelings will return, we will take Canterlot and with the power of the very sun on our side...you do not stand a chance! Surrender now and when we arrive, I'll ensure your deaths are swift," she broke into a hideous laughter that seemed to ring inside the dungeon and off the walls, the kind of laughter Nightmare Moon was renown for, "you're lives are forfeit! Canterlot is ours!"

The laughter died down as Celestia lost consciousness and fell to the floor with a thud. Torn between running for her life and simply giving up all hope, right there on the spot, Twilight's legs trembled and after a bright purple flash and the sound of thunder, she vanished.

~~~~~

"Twilight!?"

The voice was familiar as Celestia came to, she never lifted her head but she found her green eyes lock onto her sister's blue. For a brief moment all she could do was stare, the coldness in her sister's gaze never leaving hers.

"She will fight through this and you will never set foot within Canterlot's walls again," Luna said, an aggressive tone to her voice but keeping it level at the same time, "I will never allow you to harm Twilight or anypony else again, and you will never have my forgiveness for your heinous crimes."

Celestia remained still as Luna moved away from the cell, Nightfall leading back to this level's entrance, re-sheathing his sword, before the Princess stopped short and angled her head just slightly to see Celestia out the corner of her eye, "and you have no right to call us sisters."

The words were directed at Chrysalis but the hatred in Luna's eyes and voice found the words burned into Celestia's mind and they hurt all the same as the night princess vanished out the door.

She looked up to see the midnight colours of metal and the ash coloured coat and red mane of a Night Guard Commander sitting in front of her, metal bars separating them. He seemed to be waiting for something and the only move he made was re-sheathing his own sword as the sun goddess turned away.

"I'm a horrible pony."

"No you're not."

Celestia looked back up at him, and was taken aback by the hardened look he returned.

"You're not a horrible pony - you've done nothing wrong."

"I have. I hurt my si... I hurt Luna. I nearly murdered Twilight," the words were like knives, stabbing into her heart as she admitted to her crimes, "even if these actions were not of my own will they were still mine and I must accept the consequences of them."

"Princess Celestia, they are well aware you were not yourself and had no control when it happened. I don't fully understand the transition but I was told by your sister you don't possess any memory of events like these... so I know you didn't hear her, but your student forgave you."

There was a brief silence as Celestia found her hooves and sat herself up, although she kept her eyes on the stone ground.

"I did hear her."

Fire Storm blinked and looked at her with surprise. Celestia read his expression and continued talking but her voice was low and the beginnings of the changeling-two-tone echo-voice was starting to set in, causing her voice to shift from it's usual delicate tone, to something quite similar to the Changeling Queen's, at random intervals.

"I didn't want to tell her... I didn't want to scare her and I now understand why Aerith never told us either. I remember it all. I am present, I am there, I remember every little detail. I remember the charge, I remember the thrill of chase.. I remember the smell of blood..." Celestia remained expressionless, even her words were without emotion. It startled Fire Storm, for various reasons, and a cold shiver ran down his spine as Celestia confessed, "It's... a horrible experience- but wonderful at the same time. The freedom, the power, the.... hunger. It's wrong - so wrong - I don't want to hurt anypony... Luna would never mention it but all the times I... I can feel her in my mind... sometimes it's just... it hurts... the pain, the transformation - I've never felt so much, but she relieves it."

"She?"

"Chrysalis."

Fire Storm's hooves moved back a step unconsciously and his startled expression was now riddled with fear.

"W-why are you telling me? Can't you stop it?"

Celestia shook her head and finally lifted her eyes to gaze upon the soldier. The piercing green adding to his fear.

"At first I thought I could. At first I thought I could resist... finally, after all these years... finally I understand what Aerith went through. It hurts to resist... I.. I don't know if I even want to resist it..."

"But you have to resist it!"

Celestia cocked her head and gave him an odd look, another surprise the guard was not expecting, "do I?"

Fire Storm sighed and after several seconds he collected himself and rested a hoof on the metal bars.

"You are Princess Celestia, Guardian of the Sun and Ruler of Equestria. If the ponies of Equestria can not put their trust into you, then who do we look up to?"

He turned and exited the cell block and resumed his guard duty outside the cell block doors. With such a great matter of importance, only the most trusted guards were selected for this kind of job and all of whom were quite prepared to help protect Celestia, even if it meant protecting her from herself. However, despite their loyalty, their skill and their rank, they were unprepared for this.

Celestia watched the door long after it closed before she turned away and rested herself on the cold ground. The temptation was there - Chrysalis promised the pain would go away, she promised freedom, she promised everything if Celestia simply let go. It was the promise to end her suffering - and she was tempted. Her mind, tainted with the transformation like poison, made the change seem all the more pleasing. Each day she grew closer and closer to Chrysalis and the hive, each day losing a part of herself.

It was only a matter of time.

VII: Ambush

Spike was still only a baby dragon. He was still afraid, he was barely able to use his dragon fire as an offensive move and he didn't even support wings.

But none of that mattered when his one love was being hauled away by monsters. It was the events of Rarity's ponynapping all over again, but this time by a far more deadly foe and her very life was in danger.

He'd followed the changelings only a little distance into the cave and was desperately trying to keep behind boulders and cavern walls to stay hidden. Changeling's were not the smartest creatures in Equestria, but they also were not the dumbest and if he slipped even once, they'd find and kill him.

As he watched them take a left turn his thoughts quickly flashed back to the events of earlier that day...

~~~~~

A quick knock on the painted wood from his clawed hand and several seconds waiting led to the door to the Carousel Boutique opening.

"Hi, Rari- oh, hi Sweetie Belle. Is Rarity here?"

"Hi Spike - oh you just missed her."

"Drat..."

"I'm not completely sure what's she doing but apparently Twilight tipped her off saying there was this gem or something deep in the Everfree near the old castle ruins..... so of course the first thing she thought of was how wonderful it would look on her new dress," Sweetie Belle said, twiddling a hoof on the ground and the last part sounding somewhat sarcastic. Spike scratched his head and thought about it for a moment. Something about what she said sounded off and it didn't take long for him to work out what.

"..When did Twilight tell her?"

"This morning, Rarity seemed simply.... well very excited about it and-"

"Hold on, back up - this morning?"

"Yes. That's what I just told you."

Spike turned his head back to the direction of the library and then vaguely in the direction of the forest (but considering the size you can't really miss it).

"Twilight's been in Canterlot for the past week, I would be the first to know if she got back early."

"So you're saying it's not Twilight who told her? But that's not possible - I was there when we were talking to her... wasn't really listening to be honest, but it was definitely Twilight."

"No.... it couldn't have been.... Oh dear," Spike turn tailed and took off in the direction of the forest.

"Wait! Spike! What's wrong?!"

~~~~~

He should have let them know Twilight was gone. Had Princess Luna not specified she was to leave in secrecy, they would have found out long before. It's never too late to let your friends know you've been summoned secretly by the dark princess for even more secret matters to the heart of Equestria suddenly in the middle of the night, right? He dismissed the thought, replacing it with a memo to remind Twilight she should have at least told them she was going somewhere.

Spike began following them again and was startled by a sudden flash of green from the corner. Carefully he ducked behind an outcrop of rock and peered over. Much to his surprise - and relief - the changelings had stopped, resting themselves in the shelter of the cave, an emerald green fire glowing on the ground between them. They were quiet aside from the brief buzz of wings every now and then. Quickly the dragon scanned the area and fixed his eyes on the white form beside the changeling he'd come to recognize as 'Stem'. Had it not been for the dark red stains on her neck, mane and face one would have thought she was sleeping... in an obviously uncomfortable and most unladylike position. Spike stifled a laugh and then silently scolded himself for even thinking of laughing at a time like this. This was serious.

Two Changelings versus a baby dragon. If Rarity couldn't take three of them on, he stood no chance against these two.

But he had to try and with a quick swish of his tail he lifted a claw to climb up to the top of the rocks when the second changeling suddenly spoke and he clambered down again, a fresh current of fear flowing through him.

"What happened to Chassis anyway?"

"Uhh... Manticore? How would I know - after chasing the damned unicorn down we got separated and he ran off after some small purple creature. Good thing though - was a great distraction so I could get my hooves on that unicorn."

Spike felt his heart lurch into his throat. He'd be tricked, chased down and distracted by this 'Chassis' so they could get to Rarity. How could he have been so foalish?! Granted said changeling was now lying at the bottom of a cliff drop after Spike had tripped it and it wasn't really an intentional distraction either.

"But he must have lost the stupid thing because just before I had her beat, he suddenly shows up and then that's when she did this!"

"Are you still complaining about it? Get over it... it'll heal over the next day anyway... it was a good thing I showed up when I did then... I hope he likes the new scar and headache I gave him," the second changeling said, finishing with a chuckle.

Indeed Spike had woken up to a sore head, and the deep cut across his back, that would eventually scar, still stung but he tried to ignore it. He was a dragon after all and dragons were supposed to be one of the strongest and most resilient creatures alive. How it was even possible to cut through dragon scale like that was a wonder.

It did not, however, stop the tears of pain upon awakening in the dark forest, long after the changelings had hauled Rarity away.

"So what did you think of my disguise? Pretty great hey? Luring her out like that.... then tricking her and that stupid dragon... I'm just so talented"

Changelings were however, when not trying to hide themselves, ridiculously easy to track down.

"Pfft yeah, you played the pretty little mare really well! It's almost as if you were destined to do it!"

"Laugh it up Stem, just wait till we get back and I'm the one who gets the big reward."

"Big re- it was a team effort!"

"...and?"

"You're a jerk. You know that Tenae?"

The second changeling, Tenae, chuckled and got to his feet with a smirk on his face. An emerald spark danced from his horn and in barely a few seconds it flared and the ring of green flame drifted down to his hooves before dissipating into the the air and hard stone. Standing where the changeling had been mere seconds ago now stood the little dragon's guardian.

Stem sighed and shook his head slowly in disapproval, "my... apologies... you're a bucking jerk Twilight Sparkle," and Spike couldn't help himself as he climbed atop the rocks and launched himself towards the changeling who'd indirectly insulted his guardian, with something that might have resembled a battle cry.

It was a stupid move on both their behalves and no one heard the rush of paws coming towards them from further in the cave as dragon claw collided with changeling hide.

~~~~~

Rumours had been floating around Equestria for the past two weeks of ponies going missing and strange creatures seen lurking around. Indeed the Missing Ponies Service were busier than ever - in fact, up until now they barely got a serious case in the whole year, only ever having to deal with very minor things that end up sorting themselves out anyway. Now however, they were struggling to find the ponies reported missing, search parties going out to scout their last known location, their homes, workplaces and any other place they might have been in, all turning up empty.

Officially there were 25 ponies missing. Unofficially there were well over 100 and the few ponies they actually did locate, were dead and accompanied by one or two more ponies that no one even knew were missing. Horrifyingly though, all possessed bite marks along their necks, sides or stomach and unnaturally white eyes and dulled coats, like the colour had been sapped away.

It had long since been made clear the Royal Guard were leading search parties for the MPS now, fear of getting attacked while out by whatever had murdered the ponies but there was no official announcement by the Princess. In fact, no one had even seen her - not even on her balcony - for the past two weeks. A select few even claimed that Princess Luna was raising the sun in the morning, but no one believed it unless they saw it themselves and very few ponies were up at the crack of dawn in Canterlot.

All tours throughout the castle alongside general visits from outside ponies were refused and sent on their way. On the few days Day Court was held, the ponies in attendance were not greeted by the graceful sun princess, but by her younger sister. Suspicions rose and Luna often had to deal with ponies refusing to take 'my sister is on a much needed break' as an answer. Princesses's didn't take breaks. Not without sufficient warning and a proper to replace her. Though in all respect Celestia was in right to do whatever she pleased and Luna was far more than capable of leading the rule in her absence. However few ponies believed the story - there were too many unknowns, too many questions left un-answered and alongside the strange behaviour of the guard refusing ponies entry anywhere else in the castle, ponies were becoming uneasy and a select few attempting to delve into secrets well out of their league.

Where was their sun princess?

But if they knew the truth, all Tartarus would break lose. Things that haven't happened for hundreds of years would surface -  even without the Spirit of Chaos himself, Canterlot, and all of Equestria soon following, would fall apart in either fear or rebellion against their now-changeling-ruler. Or both.

They couldn't afford that.

A teal coloured bat-pony walked up to the pegasus in charge, a limp in his leg and blood staining the right half of his chest-piece. The captain of the squad looked down at the night guard, quirking an eyebrow as he observed the obvious wound on the soldier's leg. His eyes widened and he tensed up when he realised the guard was alone.

"Silence, reporting from Appleloosa, Captain Dagger, Sir."

"Were you attacked? Where's the rest of your squad?"

"Y-Yes... on our way back we happened to detour and pass Ghastly Gorge. We heard somepony calling for help, so naturally we went out to assist... we ran into them..."

"Changelings?"

"Yes."

"How many?" the captain asked, pacing across the hallway that led towards Canterlot's barracks. How Silence had even managed to get back without the changelings killing him was a wonder but if they could pinpoint small areas where the changelings had made base, they could go in and neutralize the threat before any more ponies in the area were hurt. They had done such an attack on a group of about forty changelings up near Manehatten and it was an easy enough job. With Silence knowing a new group's spot, they could fend off the attacks in Ponyville as well. Captain Dagger already had a plan going through his head - guards storming the front while several stayed at the back to block any exits and quickly taking out the new group of changelings. Easy enough job.

"All of them."

Dagger stopped in place, missing a step and nearly falling but catching himself before he tripped. Silence walked up behind him and stopped as Dagger stamped a hoof.

"If I may be so bold as to ask, I hear something has befallen her Highness... is it true?"

Dagger sighed and turned to face him, "yes, it's true. Last I knew she was being held in the lower levels of the... never mind. Silence, do you know what the changelings are planning?"

Silence sneered behind the captain, "of course I do... it's why I'm here..."

"What do you m-" Dagger's question was stopped as Silence lunged forward suddenly, a hoof-blade weapon concealed under his armour, driving it into the base of Dagger's neck.

The captain choked and with a brief gurgling sound, he fell dead to the ground. Silence walked around the body, dragging it down the hallway and into the closest hiding spot, a storage room. Sure, ponies would eventually find him but by the time they did, it would be too late.

Emerging from the room Silence re-entered the hallway and for a moment hesitated, looking down at his injury. His eyes flashed green and he watched with curiosity as his wound was ringed by tiny green flames that slowly drifted across the wound, sealing and healing it completely. With a satisfactory nod, Silence continued down the hall, his hoof-blade concealed once move under his armour, the blood on it wiped clean.

Lower levels? That meant only one thing, he thought as he turned around, a smirk on his muzzle, and headed deeper into the castle.

~~~~~

Twilight had moved to the library again and was furiously studying away trying to find more information and hopefully a cure. As the princess's moon reached it's peak in the sky, Twilight briefly reflected on the events of earlier. After getting over her nightmare Luna had ordered the guard to bring them drinks and as both ponies happily sipped away at their hot chocolates, marshmallows floating on the top, Twilight began asking questions - to nopony's surprise. At first these questions were harmless until she asked about the changelings and their recent activity. Keeping sensitive information - like the recent sightings and attacks in Ponyville - out, Luna mentioned that ponies were indeed going missing but she kept the number far lower than the actual record as to not spook the poor mare any more. Twilight had of course, sensed she was lying. Or at least not telling the full truth, but she didn't push it.

That was several hours ago however, pages flipping at the turn of magenta magic as the unicorn sifted through the extra journal content Celestia had given her. It wasn't the first time she'd read it, having looked over it while is hospital and several times since arriving in the library. Her mind however, was still clouded with flashes of her nightmare and reality. A broken mare laying defeated in a cell, chains around her neck, flesh torn away to reveal the black hide under-

No. Stay focused.

Another page flipped and she dragged her piece of parchment with various notes, closer.

Ventios was not very specific when detailing what happened and his writing was more like scribble, but if this was the only reference to what happened a thousand years ago with Aerith, she wasn't going to complain. Much. She came to the last pages, before Lightning Strike's entries, and continued reading.

~~~~~

I fear for her safety, I fear for us all. I guess it is safe enough now to say the curse has gone too far to save her now.

I received word from Celestia two days ago about the attack on the Archmage... all that time... all that research, wasted. Is there any hope for her now? Is there a light at the end of the tunnel? I see none. Perhaps this is our destiny, perhaps this was meant to happen.

I have lost hope, what is there left to hope for when the very walls of the world around you are crumbling? Discord has taken control over more of the southern side of Equestria again, it's only a matter of time before he strikes Canterlot.

He has sent possessed ponies into the city to speak directly to us, is no where safe? He calls Aerith by another name - at first we didn't know what he was talking about - but now we do. 'Chrysalis'. He wants her.

What am I to do?

~~~~~

I believe this marks day 15 of the transformation. It's happened so fast. Aerith's accepted the name Discord's given her and snaps at us if we don't refer to her as such. But how can I call her that? She barely even recognizes me.

We're taking her to the Cavern Springs, a last effort to free her. If it works, all will be safe and once again we will only have the monster Discord to worry about, but if it doesn't...

If it doesn't I fear I may not return.

Guardians protect Equestria.

~~~~~

Twilight flipped that particular page for the twentieth time that night. On the next page was a diagram, an arcane circle with magical runes outlining it. It was a spell, obviously, but complicated and meant for two or more unicorns to perform. Not to mention it was only a rough design and incomplete. Scribbled on the next page were notes but she couldn't make them out, blurred by water spilt eons ago.

It was clear however, that this was certainly a last ditch effort to save Aerith. She had stared at it for hours while in the hospital and slowly but surely was working out how the spell worked. It was as unruly magic as the arcane ring suggested, bordering on the line between normal magic and dark magic. In fact, in modern day Equestria it was illegal to use such magic, but this was all she had to work from.

Pulling up a quill in her magic and a fresh piece of parchment, she began copying the archaic design.

VIII: A Knife in the Dark

Silence watched the two stallions guard the great wooden door as he drew closer. He had found the route to the dungeon's entrance from another, who he hadn't taken the care in remembering the name of, as he withdrew his blade and hid the body. The guards by the door snapped to attention and crossed their spears before the doors, barring Silence's way, forcing him to stop.

"It's urgent business that I see her," Silence said, unconcerned by the hard glares now directed at him.

"You know the procedure - Operation Solar Flare is in effect. No one enters," one guard said gruffly.

Silence hesitated and then pulled out a metal card with a name inscribed on it. He lifted it up and offered it to the guard and allowed him to take it. The fool of a soldier he'd looted the card from mentioned he was one of few who were allowed into the dungeons during the lockdown and Silence was wary to steal the card before leaving.

"...Lighthoof, alright... this seems legit, sorry about that. In you go," the guard said with a grumble and returned the card to it's 'owner'.

Lighthoof, so that was his name, Silence thought, tucking the card away and as the two opened the doors he left them behind and followed down into the darkness.

~~~~~

Celestia....

Celestia stared at her hole-filled hooves. She had been staring at them for hours, lost in her mind. Indeed she was lost, her mind slipping. She couldn't tell if it was day or night, she couldn't tell where her sun was. She could hear her however. Her presence seemed to be growing stronger in the princess's mind and the words, comforting and re-assuring in their own way.

I will save you...

Slowly, but surely, she lifted her head - if only to show she was still alive and breathing. A unique sound passed her ears, the sound she had come to ignore like the sound of wind. The buzz and flicker of translucent wings attached to her back had at first irritated her, but now it was nothing but normal.

I will end the suffering...

Not that she really knew what was normal anymore.

No pain, no fear...

It wasn't that the transformation was altering her mind - it was destroying it. It was fractured, primal urges replacing logic and true sentience. So when the grating sound of the jail door opened and in walked two figures, a red-maned nightguard and a teal bat-pony, Celestia reacted in standing herself up and lowering her head, thin silky mane touching the ground, lips curled back in a snarl and jagged horn pointed threateningly towards the intruders.

You will survive all this...

Obey...

She had learnt last time the red-maned stallion came in, that using magic resulted in a sharp shock from the strange metal around her neck and it was far from pleasant.

Obey me!

She locked eyes onto the teal pony as it advanced closer to the bars and peered in.

Obey the Hive!

Her lips sealed and her eyes softened ever so slightly as she lifted her head and watched the pony, in a much more relaxed way. She didn't break eye contact from the pony and failed to notice the strange, unnerving look the red-maned pony was giving her.

Escape!

The teal bat-pony lifted a hoof to the bars and then pushed it through, Celestia lifting her own and closed her eyes, pressing it against the other's. Both visibly shivered at the touch and a surge of magic passed through Celestia, massing around her neck, green magic swirling around in even twirls around the collar, through her flesh and around again. There was the sound of hoofsteps, most likely the red maned stallion, and then a click as the collar's clasp snapped and it fell to the floor with a light clack, ringing in the dungeon.

The hoofsteps became louder and were quickly joined by the red maned one's voice, "what are you doing?!"

There was a crack of thunder, a cry and then the sound of something being thrown against the wall. Celestia opened her eyes and briefly stared at the teal pony and then down to the anti-magic collar that lay broken at her feet. With a maddened grin green magic enveloped her horn and she thrust herself upwards, using her magic to snap the chains that bound her hooves and neck. The cuffs remained, broken chain dangling along the ground, as she re-directed her magic to the metal bars keeping her prisoner, summoning a sickly green scythe and slicing the bars in a great circle. They fell away, clattering loudly to the ground and rolling away, as Celestia emerged from her prison.

She glanced down at the red maned stallion who had got back on his hooves and gave him a warning glare, that he did not heed. Unsheathing his sword he lunged towards the teal pony but was caught off guard by Celestia's magic and thrown against the wall for the second time and she watched his terrified gaze as the changeling princess descended upon him.

~~~~~

Somewhere in the dark of a cave, the only source of light being the bright green glow of crystals, large paws traveled over the hard ground.

One chance...

The creature rounded a corner, two more following closely behind.

Just one chance...

"AAAAAAH!!!"

The three suddenly came to an abrupt stop, the two smaller looking up at their leader, waiting for an order. The shout was soon accompanied by a shriek and the leader of the three slowly advanced.

"Where did you- Ah! Get off me!"

The voice was undoubtedly changeling, the strange two-tone voice clearly audible as the three figures closed the distance and flattened their bodies against the cave wall, out of sight, as further shrieks and cries were heard, followed by green light flashing every now and then.

"How-" another flash, "DARE you," and another, accompanied by burning smell, "touch her!"

The cries of the Changeling ceased and the leader of the trio dared to peer around the corner with green eyes. There, in the center of the cavern, was a small purple and green creature he had seen once before. Pulling a grey paw up to the wall corner and shifting himself around he moved into view.

The little dragon was panting heavily, his chest heaving with each breath. The scales on his chest and right shoulder were scorched and still smoking, but from the scene around him, it was clear he had been the victor and the dog could do nothing but stare, with what might have been called admiration.

~~~~~

Spike's breathing slowed and he dared lift his gaze. It fell on the black body before him, scorched and burnt, lifeless.

I...

He turned to his right, the one who had been named Stem hung by the wall, a shard of glowing green crystal having impaled him through the chest.

..killed.. them...

The dragon shook his head, his breathing quickening again and his body shaking. Murder. Slowly he turned to face the one who he'd done all this for. It wasn't his intention to kill them, but after they insulted Twilight and then nearly killed Rarity as a threat to make him stand down, his fury got the better of him and the Changelings learnt just how much more Dragon Fire hurts compared to unicorn magic. Regardless, it was still murder even if those he killed were monsters, and it would stay on his conscience for a long while yet.

"Rarity..."

He began towards her but was immediately stopped as the sound of paw steps were heard behind him. Fearful additional changelings had arrived, he shot around to find green eyes staring at him in the dark. He stumbled backwards and furrowed his brow.

"You wont hurt her!"

"We wish it not," the thing in the dark said, with a rather high voice despite it having whispered. The little dragon stammered for a moment - he knew that voice.

The creature came out of the shadows, the green light of the crystals now revealing his form.

"Rover."

The diamond dog smiled and took several careful steps forward, "silly dragon, bugs are stupid, but this is home to them. They die, more will come."

"What are you doing here?"

Spike watched Rover carefully, standing guard of the unicorn behind him. The dog turned away and with a whistle, two more dogs came into view. One had a dark grey, almost black coat with yellow eyes, the other a silver coat with darker grey markings and both wearing almost identical armour. Spike took another step back. Changelings - that was one thing, but diamond dogs?

Rover seemed to sense his unease as he responded, "fear us not, but I may ask you the same thing"

The dragon stifled a laugh and narrowed his eyes, "yeah right - I remember what happened last time we met... and why I am here is none of your concern, dog!."

Rover's face hardened and his ears shifted back, "bugs imprison us, make us slaves. We will help."

"Slaves?"

Rover let out a slight growl but turned away as Spike gave him a questioning look. The dragon thought it over and turned back to Rarity. She was still unconscious but the bleeding had at least stopped. If the dogs had been slaves, that meant Rover and the other two had escaped.

"You escaped?"

"Yes. But stay here longer and they will find us."

"I don't know if I can trust you... but..."

"We can carry her."

~~~~~

Unbeknownst to the now deceased Stem and Tenae, Chassis had in fact returned - and long before they had.

Entering a large cavern, glowing green crystals sprouting out of the ground, out of the walls lighting the area, the badly injured changeling stumbled towards the hive's throne room. Two guards drew spears as he approached and he regarded them harshly, "get ou-out of my.... my way, I'm h-urrk-here to s-see her high-hhrk-ness."

"She's not here."

"Th-then why the Tar-artarus are... hrrk.... are you g-guarding the d-damn roo...room?" Chasis choked out, his one good eye narrowing at the two guards. Had changelings the ability to bleed, he'd be covered and most likely would have already died of blood-loss. But the guards merely grunted a response and held their weapons firm.

"Where... hrrk... where is s-sh--" Chassis began but never finished as he slumped to the ground, his wounds finally getting the better of him, far too severe for his limited supply of love to heal. One of the guards lowered his spear and nudged the limp changeling and when no response was given, signaled another to come collect and take him away. Standing back in position, spear by his side, he whispered a single word under his breath.

"Canterlot."

VI: Nightmares

Luna had been wandering around the castle for a good few hours before she finally found the purple unicorn who had taken off in a flash. She had searched in the library, Twilight's quarters, the Throne room, the garden -she even walked past the horrified statue of Discord and contemplated asking the draconequus where she was, until she realised how stupid that would be and pressed on. She wasn't in Celestia's chambers - but that was no surprise - she wasn't in the kitchens and the guards near the palace exits reported saying they hadn't seen her. That only meant she either teleported out of the castle or was still here and the former didn't seem so likely.

But the princess did find her. Just not in the place she had expected.

"Your Highness... You have a guest..."

"Oh? Who is it?" Luna looked at the guard curiously. Who would want to visit me at this time of day? Had I not been searching for her, I'd be resting...

"Twilight Sparkle wanted to see you. She's inside... said something about it being important and if I recall correctly you had asked us to permit her entry if she came about," the guard said, his golden eyes never moving from her as he addressed the princess. Luna frowned slightly and nodded towards them as the guard's magic surrounded and opened the ebony wood doors revealing nothing but darkness. In the unnatural dark created by Luna's magic, it was almost impossible to make out shapes beyond the light filtering in from the hallway. Expect Luna, like her night guard, possessed a unique pair of eyes that allowed sight to be as clear in the night as it was in the day. She carefully stepped into the room, closing the doors behind her and sealing herself in the dark. An odd noise sounded from somewhere in front of her and she froze until it repeated and she relaxed, an amused smile on her face as she moved towards the source and found it coming from what appeared to be a very sleepy unicorn. Twilight was curled into a ball beside the bed, her fringe blowing slightly as the little pony quietly snored.

A content smile found its way onto Luna's muzzle as she watched the unicorn sleep and before long her majestic horn was surrounded by a dark blue magic that flowed over Twilight and slowly levitated her into the air. Carefully the sleeping unicorn drifted into the air and over the bed, a cover glowing in blue magic shifted aside, the moon pattern at it's center crinkling. Luna lowered Twilight onto the soft bed and climbed in herself. Laying her head on her pillow she rolled over to face the young pony and found her trying to hug the corner of her pillow. Magically the princess drifted the blankets over them and let her mind wander. Surely Twilight would panic when she woke later that day in the princess's bed but Luna couldn't bring herself to wake the poor pony and send her off. Not right now - she should have refused Twilight when she asked to see Celestia. The new fear growing in the mare was a direct result of her foolishness and right now she needed someone to feel safe around.

Celestia had gifted her sister with the ability to raise and lower the sun days ago and had since, slowly began to lose herself, frequently being abused by Chrysalis or simply turning rabid like when she had attacked Twilight (and Luna at a separate time), despite the fact that was still under the changeling queen's influence. Twilight was her only hope - if the Element of Magic and personal student of Princess Celestia couldn't find a cure she was doomed. For both those reasons, and many more, Luna would protect her.

She had to and as her eye lids sealed and she slowly drifted to sleep she knew Twilight would need it. For when the time came that Chrysalis launched her assault and her sister fell to darkness, Twilight had to find the cure. For all their sake's.

~~~~~

"Luna? Luna!?"

Twilight ran across the hallway, calling the moon princess's name out, over an over. The palace was dark, candles lay extinguished and discarded on the floor and the decorative flags that sported the cutie mark of the sun goddess and the emblem of her guard hung all around her, torn, ragged and in some places even burnt. She continued running, light dancing up and down on the tip of her horn as her hooves carried her over torn carpet, cracked marble and abandoned armour and weapons, all barely visible in the dark of the halls.

"Luna?! Luna where are-" Twilight was cut short as she tripped on something and fell to the floor, slamming her chin on the cold, hard marble. Lifting herself up she rubbed her jaw and winced as she looked back at what tripped her. It amazed her how she missed it, but miss it she did and as she stepped closer to examine it, she nearly vomited. Laying across the hallway was the bloodied and dis-formed body of a royal guard. His forelegs had been crushed and a ghastly hole ripped from one side of his neck all the way through to the other like someone had speared him through the throat. The worst and most horrifying part however was his body. The golden armour, stained by a tremendous amount of blood, had been blasted apart and pulled away to reveal the body underneath - at least, of what was left. Where the white fur of the guard had been was now replaced by a bloody and gruesome sight, rib bones pulled apart allowing access to the soft tissue underneath and the precious organs that had since been torn away, mangled or ripped apart. Muscles had been severed apart and bits of his spine visible. The contents of his stomach - which had clearly been violently removed - mixed with the deep red blood that had spread across the floor in a pool of red.

Twilight gagged and reeled back to take off again when she noticed crimson on her hooves. Hesitating for a mere moment she raced off, her wet hooves leaving red hoofprints as she raced down the corridor.

"Luna!!!," Twilight cried, now shifting into full-blown panic. The princess was around here somewhere - she had to be. Where else would she- *Of course! The dungeons!!!*

Racing down to the lower levels of the castle she came across more gruesome sights, some times only the armour and a bloody mess remained, bits of tissue or meat the only remnants of a once-living guard. By this point her lower legs were sprayed with blood that was not her own. Avoiding the mess was impossible and for some reason she was incapable of teleporting around it.

She blasted the doors opened, the two guards who were posted at it's entrance, hung to the wall by black spear-like shards in their shoulders or chest. The second set of doors were already opened and she bolted down to where Captain Nightfall was, only to find his lifeless body hanging upside down by the roof. From his front it appeared he had died peacefully expect for the pool of red below him and as Twilight moved around him she regretted looking back. His wings had been ripped off, red staining most of his mane, his head, back and forelegs. The distinct claw marks on his shoulders led her to believe that something had viciously clawed at his back until it dug down to bone. She quickly turned around again and continued down the stairs.

They had all died very recently. And brutally.

She heard shouts as she stood behind the door sealing off the lower chamber Celestia was held in. Cautiously she stepped towards it and was about to open it when a shout that was cut short sounded from in front of her as the door slammed open itself and something black, red and blue bowled into her, accompanied by a green light. She would have screamed had the object not knocked the air from her lungs  as she tumbled backwards, finally coming to rest on her back. She blinked and looked at the black mess on top of her - it was Fire Storm, but he wasn't moving. A large gap formed on his helmet like a sharp object had tore through it, beginning above his right eye and dragging all the way down across the middle and splitting the lower of the left side apart. Blood dripped down from his face and onto her mane and fur. Strangely she felt it on her chest as well and rolled the commander off and onto the floor, fearing she had somehow been injured as well. Relief washed over her as she felt her chest and realised the blood wasn't hers but that escalated back to horror as she looked down at the night guard. Two huge gashes ripped across his chest and more of the bright red liquid seeped out of the great wounds and began pooling below his body. His chest also bore a large burn mark that seemed to have actually melted and burned away the skin and flesh on his chest. He likely died instantly.

"T-Twilight! Get out of here!"

Twilight snapped back to attention and whirled around to see Luna trapped on the other end of the hall way, magical chains and glass-like goo imprisoning her on the wall. Her wing was badly injured, sticking out at what should be an impossible angle and while her right wing flapped and moved trying to escape the chains, the injured wing hung uselessly at her side. A large burn had scorched fur on her injured-wings side and cuts and other smaller wounds criss-crossed her body. An alien hiss sounded from nearby, followed by a shriek, a crack and a bright flash.

"No!"

Something flashed behind the purple mare but before she could turn an object landed on her back and with a startled cry, she found herself forcefully pushed to the ground. Looking sideways she could see the black, hole-filled leg of a monster standing beside her body. Of a Changeling.

"Twilight Sparkle, how nice to see you again, do you remember me?" a voice said from above her, although it sounded like two ponies were speaking at the same time with very similar voices. Immediately she knew who the voice belonged to.

"Chrysalis?!"

"Ah! So you do remember me!"

The hoof in her back eased off slightly but still held her firmly in place as the changeling queen chuckled, clearly amused at the chain of events taking place.

"Of course I remember you. You are a monster - you sabotaged my brother's wedding - imprisoned and impersonated my old foal sitter, attacked my mentor and Princess of Equestria, not to mention tried to take over it, *and** tried to kill us al-"*

Twilight was cut off as Chrysalis shoved her hoof into her back, and now pressing into the bandages that wrapped her still-healing shoulder. The unicorn let out a painful cry.

"Kill? Why my dear Twilight, killing you was the last thing we wanted to do," Chrysalis said, surprise entering her voice and then quickly leaving and being replaced by a much more sinister tone, "the last thing we do after we devour your essence... of course."

"P-Princess Celestia.. will.. w-will defeat you," Twilight said, her breathing coming in ragged, short gasps as the changeling queen held her, magic leaking out of the ground and creating black twisted chains that surrounded Twilight's legs and neck, tightening. Chrysalis's laugh was terrifying but Twilight noticed her voice was slowly changing and an emerald flame flowed from hoof to horn. The queen rolled the purple mare over, the magical chains loosening by her will and then pulling tight again to hold the unicorn firm on her back and as the magic began tightening around her neck with no way of stopping it, all Twilight could do was stare up at her with shocked eyes. Now getting a good look at her, the black changeling was covered in blood - changelings didn't bleed, it wasn't hers. However Twilight's eyes locked onto the three key features that changed everything. Golden horseshoes, jewelry and a crown. It wasn't Chrysalis who had killed those guards, attacked Luna or rampaged through the castle halls. The changeling lowered her head and with her muzzle mere milimetres from Twilight's ear she whispered, "I *am** Celestia."*

~~~~~

Twilight awoke screaming, sitting up straight, eyes wide in panic, ears flat and her fur damp with sweat.

"Twilight? Is everything okay? What's wrong?"

The voice made her jumped and she turned to face the night princess who was beginning to sit up but unable to see her in the dark. Tears began forming and as the lunar princess began to understand what had happened she wrapped her hooves around the purple pony and pulled her into a comforting embrace, all the while careful not to press on her bandaged injuries. Twilight cried into Luna's fur as the princess cooed her with her soft voice and gentle strokes of her mane. Although the herald of dreams, some still entered the minds of ponies by natural magic and this was no different.  Light entered the room suddenly as the door to the hallway opened and a guard popped his head inside.

"Is everything okay Princess Luna? We heard somepony scream and..."

Luna nodded as the guard rested his eyes on the two, Twilight's sobbing easing but her face was hidden by her mane.

"I believe everything is okay. Thank you," Luna said in a hushed voice, dismissing the guard as he stepped back out. Twilight had pulled back and was rubbing her eyes with a hoof when Luna wrapped her wing around the crying pony and allowed Twilight to lean back against her shoulder, the side of twilight's muzzle resting on the night princess's chest. Magic flowed to the tip of her horn as a faint light dazzled on Luna's horn, bringing a cool blue light to the area.

"Is everything okay, Twilight? Take your time... talk to me only when you are ready," Luna asked, understanding that Twilight would talk when she was ready and until then, she couldn't force it out. Under normal circumstances Twilight would have freaked when she woke and found herself sleeping next to Luna, however the trauma from the dream was enough to reduce those thoughts to ashes. Simply having a pony there that would comfort and support her was all that crossed her mind aside from the dream itself, regardless of the fact that pony was the co-ruler of Equestria and a Guardian. She probably should have felt ashamed, but fear was all she felt. It was a few minutes before either spoke again but it felt much longer.

"It was... Chrys... Chrysalis.. she... b-but it.. the guard... N-Nightfall.... Fire Storm.... she killed them all," Twilight said, her sobbing breaking sentences into fragments but still understandable to the princess.

"Then... I saw... you were.... h-hurt and she went after me... a-and... it felt... it felt so real.... but... it wasn't Chrysalis... it was... it was...," Twilight covered her face with her hooves, burrowing her muzzle further into Luna's chest.

"It was only a dream... nothing more. Dreams can not hurt you...," Luna said, lowering her face to rest her chin on Twilight's head, purple mane brushing over her muzzle, "and I will protect you from anything that may happen."

"I-I'm scared Luna...."

Luna sighed quietly and pulled the mare closer, "So am I."

~~~~~

"She scares me sometimes... you know that?"

The area was dark, trees and plants only visible as silhouettes against surfaces that reflected the moon's light. Said trees and plants were gnarled and wild, overgrowing and twisting in every direction. Every now and then a horrible cry or roar could be heard somewhere in the distance, the sounds of the dreaded predators that lurked in the Everfree Forest. Two black figures trotted down a winding path, beginning to wear by the creatures who had recently begun using it.

"Shut it Stem."

"I'm just saying! Have you even seen her when she's doing that?... it's really creepy."

"Stem. Really. Keep your mouth shut, if Her Highness overhears you talking like that she'll rip your wings off!"

The Changeling Guard shivered, involuntarily twitching his wings as he glanced back at them and then at his partner. His partner gave 'Stem' a hard glare and returned to walking.

"Still... it's not natural. Really - talking to her enemies through Celestia. Brilliant plan I have to admit, but.... have you seen her eyes?"

"Just stop thinking about it. We have something for her anyway..."

"Hopefully she will be pleased..."

"For your sake."

"My sake? I was the one who caught the damned thing! Do you see this?" Stem pointed at a burnt patch of armour and hardened scale that had chipped and cracked, pulling off his helmet and revealing gnarled, burnt black skin and what remained of his left ear and frill, "do you have any idea how much unicorn magic hurts?!"

"What are you? A Changeling or a foal?"

"What's that supposed to mean?"

"You're pathetic," the second changeling muttered, shoving an accusatory hoof in Stem's direction.

"I don't see you catching any ponies - let alone fully-grown UNICORNS."

Stem growled at his partner who simply smiled back and turned to the unconscious unicorn the changeling was carrying. The white on her neck was stained with red and a large gash on her head resulting in a slow trickle of blood down her face were the end result of the reason she was unconscious.

"Who do you reckon this is, anyway?"

"Who cares?

Stem placed his helmet back on his head and began walking again.

"Don't you think someone's gonna come looking for her? She looks rather important..."

"By the time anyone in Ponyville realises she is gone, it'll be too late. Besides - nopony is gonna follow someone into the caverns. Now can we hurry up and get back?"

"Why, you chicken? Afraid of the dark?"

"No - I am just aware there are very dangerous things in the Everfree and Chrysalis is making us go out further and further to hunt."

"Alright alright, I'm starving anyway and this unicorn is looking better and better every minute that goes by."

"Ha! You wouldn't dare waste all your effort and return to the Queen both injured and empty-hoofed. Why, do you remember what happened when Pide returned, wings torn apart and nothing but a few scraps of pink mane to show for it?"

"Yeah, but Pide's an idiot - even I know not to mess with that one."

The two continued walking, their conversation fading away into a blur of echoes as they descended into a cave lit by neon green bulbs growing among unnatural jagged black crystal and rock.

Little did the two know, they were being tailed, but it wasn't a pony following them. It was a very angry little dragon.

"Nopony will follow you," the dragon said as he followed them into the caves, "but I'm no pony."