Chapter 4

A few days before Twilight and her friends were to visit Canterlot, Tyranny and Queen Chrysalis stood on a cliffside overlooking an outpost of the Equestrian Guard. The outpost was located along Equestria's eastern border and some distance from any town. It overlooked a popular trade route that extended out into Equestria's eastern neighbor. The small fortress itself was inhabited by close to a hundred guards and about a score of worker ponies, all of whom monitored the border for traveler safety or threats from the lands beyond. It was well into the dusk hour and soon Luna's moon would fill the sky; though it would not be visible tonight as it was very overcast. The lack of light was not a hindrance to the spirit of order or the queen of the changelings.

"Your minions have supplanted the guards as I have ordered?" Tyranny asked of the queen, not taking his gaze from the outpost below.

"They have, almost half of them; as well as a number of the workers." She said with a hint of arrogance, she then looked to the stallion as he stood a few paces in front of her. "How much longer are you going to make us wait at this game? My colony needs to feed."

"They will feed when I will it." He said, glancing to her; not bothering to look at her fully. "That time will come sooner than you think."

She bristled at his tone; she could not stand any other creature speaking to her arrogantly. Especially not a pony who was not as tall as she, but she reminded herself that she just needed to bide her time and tolerate him… for now.

"Fortunately for you, we will move on the fortress tonight." He continued.

Her ears perked up at that. "When?"

"The darkest hour." ( meaning midnight.) "Give the order to your minions, and make sure that they follow their orders exactly as I have instructed. Do so, and we will take the fortress with little difficulty."

Again she scowled at him as he turned to look back at the fortress. Was this how her minions felt when she spoke to them? No matter, she would not suffer this for too much longer.

"Lieutenant." She barked, and in a moment the armored changeling flew up to her and kneeled.

"Yes, my Queen?" He asked of her.

"Inform the others, we strike at midnight. See to it that they follow their orders." She instructed.

"As you say; my queen"

"Remember, I need them all unharmed, they are no use to me injured." Tyranny said to her firmly, and then moved away from both, heading back to their encampment.

"How much longer, my queen?" The changeling asked once he was out of earshot.

She grinned maliciously. "Tonight, after we take that fort. Then we will make him pay for his insolence." The changeling's grin soon matched her own.

It was nearing the midnight hour, and the commander of the garrison made his rounds to make sure his guards were awake at their posts. More than once he had to chastise a few of them for sleeping on the watch, most ended up with kitchen duty as a result. The commander was a unicorn with a tan pelt and brown mane, covered by his helm. He was not a hard commander, but he made sure things remained professional under his command. He was walking along the wall when he noticed two of his watchponies talking with each other.

"You two, enough chattering and keep your guard up. We don't need thugs slipping into Equestria because you two were talking about the weather." He said to them firmly.

"Yes sir, sorry sir." They both said in unison; both guards had tired expressions on their faces.

The commander let his hard visage slip a bit. "Don't worry boys, a week more and we get our leave. Then you can get all the sleep you want."

Both guards smiled at this. "Can't wait to get home and see our families' sir." One of them said.

"Don't we all son, don't we all."

"You got a family to go home to sir?" The other asked.

"Yes, a wife and daughter." He furrowed his brow. "Why do you ask soldier?"

"I thought you practically lived here sir, it's good to know the commander is just as pony as the rest of us." He said lightheartedly.

The commander laughed and pounded the soldier on the shoulder, who flinched under the heavy hoof.

"Finish your watch and get some sleep. We've only got a week more."

"Yes sir." They both said.

He was about to continue his rounds when he noticed a green flash of light from beyond the wall and from the dark woods that surrounded the fortress.

"What in the name of Celestia was that?" He asked, pushing between them, looking over the wall.

"What sir?" One guard asked.

"That glow there, there it is again." He said as the glow flashed briefly from the woods once more.

"Oh, that? It's nothing sir."

"What do you mean it is nothing? Rouse a patrol and go find out what it is."

"There is no need sir." The guard said with a sneer.

"What?! I should have you..." He did not finish as the guard before him flashed a quick green flame and was replaced by a coal black creature with blue green eyes and long fangs; as well as a pair of insectoid wings and a curved horn on its forehead. It looked at him maliciously.

"Changeling! Guard! Get the..." He turned quickly and found a second changeling in the place of the second guard, this one grinning much the same as the first.

The commander's instincts kicked in and he lashed out with both hind legs; catching the second changeling in the chest, sending it sprawling. The first tried to use its horn against him, but he ducked low and lifted the overbalanced changeling over his shoulder and onto the other changeling. He raced down the wall, heading for the barracks.

"To arms! We're under attack!" He called out. He then heard a loud buzzing sound, as if a giant wasp nest had been disturbed. He could see many glowing eyes above him and many green flashes as the changelings swarmed over the outpost. He heard the sounds of fighting from the barracks and ran to aid his soldiers, or at least tried as a sticky substance suddenly struck his back leg.

"What the...?" He looked back and could see a sickly green substance clinging to his leg and tail that kept him firmly in place. He used the magic of his horn to remove it, but then three more globs of the stuff struck him; pinning his back legs and front hooves to the ground. Before he could use his magic again, a final glob of the stuff struck him in the face. Covering his horn and one eye; he was caught and he knew it but continued to struggle.

The fighting had ceased, the entire pony garrison was captured and held by the changelings. All had gone according to plan, save for the garrison commander's outcry, which lead to the battle in the barracks. Fortunately all were relatively unharmed, just as Tyranny had ordered. He and the queen stood in the courtyard as they surveyed the outpost and the captured ponies gathered there.

"My minions did well." Chrysalis said smugly

"They did passible." He said bluntly.

She scowled again, but he took no notice as he walked towards a bound pony guard.

"Where is your commander?" He asked of him.

The guard flinched under his gaze but tried to keep a defiant visage; though he stole a quick glance to a similarly bound unicorn nearby.

Tyranny's gaze followed his. "I see." He then moved to the unicorn who still tried repeatedly to free himself, but with no success.

"You command this outpost?" Tyranny asked.

"I do, who are you? Who do you think you are?" The commander looked to the stallion with a hard glare.

"Silence!" Tyranny cut in, his tone harsh. "Who am I? I am Tyranny, the spirit of Order and your new ruler."

The unicorn scoffed. "We'll never follow you!" He said defiantly but then a band of black shadowy substance clamped his mouth shut.

"You will speak when spoken too, not before." Tyranny then noticed the unicorn's eyes widen, he was looking past Tyranny.

Tyranny did not bother to turn, he could only smirk smugly. "How pathetic." He said to himself. "Did you honestly think that I was not aware of your plan?" He said out loud.

His spoken words had all of the changelings stopped in their tracks. They had surrounded him from all sides, their gaze locked on the stallion. "You creatures of flesh are so predictable", he continued.

The changeling queen stepped past her minions to stand a short distance behind him. "You are the fool to think you could command me and my hive to do your bidding. I was using you to get our freedom and so that we could feast on those here."

"I am afraid that is not going to happen." He told her matter of fact. "I have need of them, unlike you. Your usefulness is now at its end." He still did not even dignifying her by turning to face her.

She seethed with rage. "Changelings!" She yelled.

At once her entire hive charged at him from every angle. There was no way anypony could fight off that many foes at once.

Tyranny was not just anypony.

With a dismissive snort, he rapped the butt of his scepter to the ground and a whirlwind lashed out violently, knocking every changeling out of the air. They all crashed heavily against the dirt and walls around them. Her lieutenant tried to get to his feet, but Tyranny pointed his free hoof towards him and a shadowy clawed hand sprang forth and smashed him to the ground and held him there.

Queen Chrysalis could only look on in shock and horror. Her entire hive, defeated with just a single spell. Not even Celestia could do such a thing, or at least she never tried. The queen barred her teeth at the stallion as he finally turned to face her.

"You won't find me as easy to defeat." She snarled at him.

His reply was his infuriating smirk.

With a scream of rage, she shot a massive beam of green energy at him. With a simple backhand sweep of his scepter, he deflected the beam towards a section of the outpost's wall. The blast caused the wall to explode outward, bits of mortar and stone spraying into the night shrouded woods.

The queen could only look on in shock. "H...how?" She stuttered.

"You are simply going to have to do better than that." Tyranny informed her.

She turned back to him hatefully and charged him. She intended to shoot a glob of sticky substance at him at the last second and then use her horn to finish him. However, he saw it coming and side stepped the attack. The queen was unable to stop in time before tripping over the unicorn commander. She landed with a grunt and tried to pick herself up, but a large shadowy hand grabbed her and slammed her to the ground. The hand then lifted her up, slammed her into the side of a building, and then tossed her negligently to the ground. She hit the ground and skidded to a stop at the hooves of Tyranny. The shadow hand that originated from his free hoof, dissipated into nothingness.

"Yield." Was all he said to her.

With a glare she shot another beam of energy, this one with less power than she wished, point blank. Even the spirit of order could not dodge in time and he took the hit to his armored chest. He stepped back from the force of the attack and the queen was quick on her hooves to press the advantage. Before she could follow up with a second blast however, Tyranny glared back at her with an irritated expression and his eyes flashed an evil color. A second shadow hand engulfed her head, and again slammed her into a wall. The hand then lifted her well up into the air and then brought her back to the ground with enough force to make a small shockwave of dust.

This time, when Tyranny approached her, he did not have to ask her to yield.

"I yield." She cried after trying, and failing, to stand.

He snorted and lifted his forehoof menacingly at her.

" I yield, I said!" She yelled frantically.

This time a different energy beam shot out but this one did not harm her, but rather lifted her from the ground encased by a clear magical bubble. The queen looked confused and faintly relieved, but it was short lived as the magical bubble began to shrink in on itself and her along with it. Her scream of denial became as high pitched as that of a chipmunk as she and the bubble shrank down to the size of a marble.

The bubble then levitated to rest in his fore hoof, as he scrutinized his work.

"This will do for now." He said, and then the marble and queen both disappeared.

He then approached the still pinned changeling lieutenant who looked up at him in fear.

"Gather your kin and go back to your castle, and remain there until I have need of you." Tyranny commanded.

"Our, our queen?" The changeling stuttered.

"Will remain my prisoner. Her presence will ensure your compliance. Now do as you are told."

The changeling looked to his fellow kin uncertainly.

"Now!" Tyranny's voice carried.

The changelings wasted little time to flee the outpost and back towards their castle.

With that done, Tyranny walked back to the unicorn commander who was still trying to escape the goo. He turned to look defiantly at the approaching stallion.

"We won't serve you, no matter what you do to us." He said.

"We shall see." Tyranny said unperturbed at his defiance. "Fortunately, I do not need you personally for my designs."

The commander looked to him confused at that.

"Fear not, for this is not your end."

With little change of expression, a dark beam shot from his free hoof that struck the commander in the chest. The ray did not harm the unicorn, but slowly and steadily, it turned his body completely black. The unicorn cried out in panic as it engulfed him; once he was completely turned black, his body cracked and shattered like glass; the fragments dissipating into nothingness. The unicorn's armor clanked to the ground, all of the ponies who saw it happen could only look on in horror.

Tyranny only smiled wider as his eyes flashed again, and soon the discarded armor rose up and was filled by a creature made of shadow. Completely black save for a pair of pure white, round eyes, the creature did neither sport wings nor a horn or a cutie mark. It was vaguely pony shaped, save for its head, which was perfectly round.

Tyranny looked at the shadow creature and a wicked grin crossed his face. He then turned his attention to all of the remaining ponies of the outpost. All screams and pleas for mercy were soon silenced.

Twilight walked alongside one of the wagons of the small force of royal guard ponies. It was their fifth day since they had left Canterlot and her mind once again wandered to the final conversation with Princess Celestia.

"I need you and your friends to gather the elements of harmony and join Princess Luna and a small number of the royal guard and head to the outpost and find out what has happened there. If it is the changelings like our scout hinted at, your numbers should be enough to deal with them. Between your friends, Luna, and yourself, you should be able to defeat them."

Twilight nodded, they had done so before. "Yes princess Celestia." She had said before turning to leave.

"One more thing Twilight." Celestia added gravely. "If it is Tyranny who is behind this, use the elements. He is likely a foe too powerful to defeat without them; and Twilight, be warned, Tyranny is a master manipulator. He will say things in an attempt to deceive and control you. So warn your friends as well if he attempts to speak to you."

Twilight smiled confidently. "Don't worry princess, it will never happen. If my friends and I can handle Discord, we can handle Tyranny."

Celestia smiled warmly. "I have faith in you Princess Twilight." She had said.

As Twilight walked alongside the wagon, she looked ahead to the other two wagons that made up their caravan. They contained supplies for the trip, the foremost wagon was for Princess Luna to rest within after her nightly duties with the moon, stars, and dreams for the pony folk. The day was hot and dry, and the few clouds that flew overhead did not offer much relief when they walked under their shadows.

"So Twilight." She heard Spike say from the back of the wagon, she slowed her pace to walk behind the wagon to see him. "How much longer do you think we have to go?" He asked.

"I don't know Spike; I haven't been to this part of Equestria before. It can't be too much further though, we are not too far from the border last I saw on the map."

"Ugh, all this dust from the road is just ruining my mane." Rarity complained from the wagon. The white unicorn reclined on a few pillows within, with Spike fanning her with a large feathered fan. Fluttershy sat calmly nearby with a few birds flying near her; a young sparrow zipped and zagged outside the wagon while she watched.

"Ooh, that is very nice." The yellow pegasus said to the sparrow.

"What is he doing?" Twilight asked curiously, watching the apparently crazy looking bird.

"Oh, he is just showing me how well he flies, he only recently left the nest on his own. It is a very important day to young birds." The pegasus said as she smiled softly as the bird flew off.

"I guess it would." Twilight allowed. If only she could learn to fly as well as the sparrow. With the bird however the ability to fly was instinctive; with her she had to learn, which was a much slower and painful process.

It was still midsummer and the day's heat was almost oppressive. Twilight soon found herself baking under the sun.

"Don't suppose you could fan me for a while Spike?" She asked the dragon.

"Oh Twilight, you shouldn't be out in the sun for so long without something to cover your head, dear. Here, I have this for you." Rarity said, she then used her magic to levitate a white sun hat from one of her suitcases. It was much like the one Rarity wore now, save for this one was white with a purple band, and Rarity's a purple color and a white band. Both had a few artistic embellishments added to them as Rarity was known to do.

The white hat sat easily on her head. "Thanks Rarity. When did you make this?"

"Oh I made them after our day at the lake. I felt everypony should have something to wear the next time we spent the day there. I made one for everyone." She continued to say as two more hats appeared from the cases and levitated to Fluttershy and Spike. Their colorings were much the same as their coats and mane and scales and spines respectfully. "I even made one for Applejack, even though I know she'll never part with that old Stetson she favors."

"What's wrong with mah hat?" Came Applejack's voice, looking to Rarity with a raised eyebrow as she joined Twilight at the back of the wagon.

"Nothing is wrong with it dear." Rarity said without missing a beat. "It is just well…worn."

"That's how ya know it's a good hat." Applejack said firmly.

"Have you seen Rainbow Dash?" Twilight asked the orange earth pony before a debate on hats could start.

"She's out scoutin around with the other pegasus guards, keepin an eye out for us. Ya know she ain't one ta sit around when she could be doin something."

Twilight nodded. "And Pinkie?"

"She's up with the other guards and the princess, tellin jokes and keepin spirits up. Keepin folks laughin as Pinkie does. And here I thought nopony could make the royal guards laugh, but leave it ta Pinkie."

Twilight smiled, it was something the pink mare did well, making others laugh.

"One'a the guards I was talkin too said the outpost shouldn't be too far ahead. We should get there about evening time." Applejack continued to say.

"Good, we are not too far away then." Twilight said.

Fluttershy's sparrow came back then, chirping excitedly to her.

"You have? Oh my goodness, what did you see?" She asked of the avian creature.

The bird chirped some more.

"Oh my goodness." She said, covering her mouth with both forehooves.

"What?" The ponies and dragon all said union.

"Our little friend here said he just came back from the outpost we are going to. He said it is deserted and quiet, and that he felt uneasy being there." She said worriedly.

Twilight nodded firmly, standing straighter. "I'll tell the princess and see if we can pick up the pace. The sooner we get there the sooner we will have our answers."

"Do we have to?" Fluttershy asked in a small voice.

"Yes we do Fluttershy." She said as she raced ahead to the princess's wagon.