Chrysalis crept quietly through the nearly silent forest. Even though her hooves sank into the soft earth, she left no trail, no hoof prints. Every single tree looked exactly the same as its neighbor; impossibly tall with a trunk thicker than a small house. The wind blew through the leaves in time with her physical body’s sleeping breath. Above her, representations of the changelings in her hive flitted to and fro, completely ignoring their queen on the forest floor below. Try as she might, she could not find her dream partner of two years.

Returning to the stone archway that sometimes led to the dream of Luna and Selene, Chrysalis turned west. It was the only direction she had yet to try, but a sense of foreboding had kept her away until now. As she walked, her changelings overhead became fewer and fewer in numbers until she could no longer see any of them.

Chrysalis maintained her pace for an uncertain amount of time. Eventually, there seemed to be a sort of shift; something was different about the dream forest here than anywhere else. Chrysalis just could not put her hoof on it. Twenty rows of trees later, she had discerned the distinction; the color was fading from the world. With each westward step, the details grew more monochrome and blurred.

So enthralled by the failing color of the foliage above, Chrysalis failed to notice the obstruction on the otherwise smooth ground. Her hoof snagged and she was sent tumbling to the earthen floor. However, upon glancing back, she caught a flicker of color in the corner of her eye, but could otherwise not identify what she had tripped over.

Picking herself up and dusting herself off, Chrysalis turned west once more. Out of the corner of her eyes, she saw motion in the otherwise still forest. Whipping her head around, she saw absolutely nothing. She blinked, then, after a moment’s hesitation, turned back to the path. Again, she saw motion, but it was gone again before she could identify it. However, upon the sixth time, she caught a glimpse of the elusive object: an ugly colored v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻ that oozed an inky substance. By the tenth time she spotted one, it took a whole second before the thorny v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻ retreated into the wood of the tree it was resting upon.

As she continued to walk, the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s grew bolder and bolder, remaining in sight for longer periods of time and in greater numbers. Eventually, the forest floor was covered in writhing, oozing v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s, though they would clear a path for Chrysalis and would shy away from her touch; even this lessened as she trotted forwards. By this point in her journey, Chrysalis had lost all color vision, with the exception of the sickly, unidentifiable color of the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s.

Something about these plants felt vaguely familiar to the changeling queen, like a half-remembered memory, though nothing concrete came to mind. The veritable briar patch slowly became more and more difficult to navigate as the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s cleared less and less space. When she rounded a v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻-covered tree, Chrysalis gasped. In front of her dangled one of Rex’s changelings, but made out of brilliant light and flame. Ví͓̝̙̜n̷̩̪̬̝̦̰e̻s burrowed through the glowing changeling’s flesh, though it didn’t seem to mind. In fact, the changeling seemed to relish the embrace of its captor.

“Are you alright?” Chrysalis called out.

“Yeah, I’m fine. Just a little bored with these forms and all. Paperwork’s a hassle, you know?”

“Paperwork? But what about the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s piercing your body?” Chrysalis asked.

“Vines? The hell are you talking about, Queen Chrysalis? Actually, how are you talking to me anyway?” The entangled changeling inquired, seemingly oblivious to Chrysalis’s confusion.

“I am talking to you in the shared dream.”

The glowing earthling tapped his chin. “Well, that would explain things. I’m actually awake and in my office right now. I’m hearing you over the link like I would any other ‘ling from my hive. What kind of dream would have me being pierced by v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s?”

“I’m starting to suspect a nightmare,” Chrysalis replied, “though it looks like you are actually enjoying your… predicament. Tell me, do you have any knowledge of King Rex’s whereabouts?”

“Yeah, about that…” the changeling said, hesitantly. “He’s in the hospital. Rumor has it that something happened involving a misfired spell or something. There was this horrible scream of agony that slammed through the link, then one of the ‘lings went silent.” Chrysalis was bothered by the news. Even when sleeping or not thinking, a changeling still continuously broadcasts its subconscious thoughts and accesses the hive memory. For a changeling to fall silent means that the changeling has suffered catastrophic wounds. The only thing worse was to be cut from the hive, meaning death.

“Seconds later,” the changeling continued, “King clammed up tighter than Fort Knox. No one’s been able to contact him since. If you can get him to open up, that would be a lifesaver.”

“I will try,” Chrysalis promised. Pushing forward on hoof so as to avoid the low-hanging v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s, she continued onwards in her search for her masculine counterpart. The briar patch now formed almost a fluid mass in front of her; the writhing, slimy v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s pushed aside easily if she tried, but it no longer actively moved aside. With each sweep of her fore hoof and magic, the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s grew more and more resistant to her labors. Now convinced that these disgusting plants were part of some elaborate defense mechanism concocted by Rex, Chrysalis plowed onwards.

However, when the changeling queen stepped on a particularly rigid v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻, the spines actually pierced her hoof. Chrysalis recoiled at the unexpected pain, mild as it was; even a pinprick like that should not have been felt in a dream. Examining her hoof, Chrysalis discovered that the puncture was releasing an acrid smoke of the same color as the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s. Try as she might, Chrysalis could not will the wound shut.

Deciding that the bizarre plants were not worth the effort, Chrysalis turned to retrace her steps. However, she found that the trail she had blazed had regrown so fully that retreat was nigh impossible. The v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s overhead made flight an exercise in futility. She was trapped with no way to wake up and isolated from her own hive; the only option was to move forwards.

With each step, the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s grew more aggressive; spines slashed and stabbed at her. Though her chitin was slowly peeled away to be replaced by the smoking wounds, the pain never grew more than a series of very annoying pricks. With one last shove, she burst forwards into a sudden clearing, her body nothing more than an amorphous, smoking mass.

As she moved to the center of the clearing, Chrysalis could not help but take in the sight above; a dome of v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s, not black but equally dark, suspended hundreds of luminous changelings, all facing away from the clearing. Each and every v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻ was interwoven, collecting into thick bundles that originated from the center. As the millions of v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s approached the origin, they seemed to take on a fleshy appearance, reminiscent more of octopus tentacles than plant matter. There, at the very center of it all, lay a massive, logically impossible c̷͓͕̩͉̟̣r̫͚͈e̴̳̩̹a̴̟t̷͖̝ur̪͕͚̹͔̻͉ẹ͈͓̕. It glowed with the same nasty, unidentifiable color as its v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s. Its bubbling, rippling flesh folded in upon itself in a way that was perpendicular to all three special dimensions. Worse, she could not help but to see the entirety of the c̷͓͕̩͉̟̣r̫͚͈e̴̳̩̹a̴̟t̷͖̝ur̪͕͚̹͔̻͉e’s infinite complexity; unlike normal vision, Chrysalis could not filter out a single detail.

With each step closer to the headache-inducing creature, Chrysalis’s form re-solidified. When she was only a step away, it momentarily opened a massive, two-tone green eye before closing it again. “Hello, Chrysalis.”

The voice was unmistakable. “Rex?”

I could feel Chrysalis walking through my b͖̘̼r͉͝í̹͉̮a̭͈͢r̷͔͓̻̤ ͕̝͔p̢̖͉̻̜̹a̤͈̯̠̮ͅt͎̖̙͔͖c̤͍h̰͖̲͖͖͢ͅ. Every v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻ she touched brushed against the edge of my consciousness. It took a while for her to finally reach my clearing, not that I really cared.

Eventually, she stumbled into the domed space. I opened my eye and saw that she had been reduced to an amorphous cloud, but was slowly regaining form. However, having been stripped of her real body and under the effects of the soul sight, the form that coalesced looked frighteningly similar to my own. “Hello, Chrysalis.”

“Rex?”

Without saying anything, I gestured with one of my claws towards the changeling, whose soul was a nearly perfect replica of my own. She screamed; Chrysalis was shocked by the horrifying, impossible visage she had assumed.

With a thought from me, normal color returned to the forest and the v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s faded out of existence. Upon the end of the Soul-Sight-like effect, our dream bodies restored themselves to their proper forms. Well, almost. My own body flickered, incapable of settling correctly. Yet, I ignored that, like everything else in the dream, and did not move from my spot in the shade of a tree.

“Rex, what was that? What is going on?” When I failed to respond, Chrysalis grew angry. “Do not ignore me, Alvarium Rex! Tell me what that was!”

After a very long period of silence, I finally spoke, “Do you ever feel like a monster? We sure look like monsters.”

“Please, tell me what that was,” Chrysalis sighed.

Again, I was silent for a long period. Slowly, I listed aloud, “Hemorrhagic stroke, grand mal seizure, haemolacria, damaged retina, damaged optic nerve, 10% loss of the occipital lobe. Combined effect: reduced visual acuity and partial or complete inability to distinguish certain features, such as motion, faces, and non-linguistic symbols. Estimated chance of recovery: 7%.”

“What?” Chrysalis asked, confused about the words I had spoken.

“According to the doctors, that’s what happens when a normal person uses Soul-Sight to look at me; you too, if I’m seeing things right. Hell, even the memory of what she saw is corrosive to the mind,” I explained. With a small grunt, I sat up and rested my bare back against the bark of the tree. “And those v͔̺̙̘͇̫̲í͓̝̙̜n̷̩̪̬̝̦̰e̻s? That’s the hive link, in all its glory. We literally infect our changelings with bits of ourselves. With just a thought you can crush them. On a whim, we can consume everything that they are.” I paused. Then, ever so slowly, I enunciated, “So, does. That. Make. Us. Monsters?”

Chrysalis sat on her haunches, deep in thought. “It’s been so long since I asked that question. Let me tell you what I told myself all those countless years ago. Yes, Rex, we’re monsters. On the outside? Definitely, there is no question. On the inside, though? Now I see that even our souls are monstrous.” I gave no visible response to her speech, nor could I find it within myself to muster up the energy to really care, either. With no reaction from me, Chrysalis continued, “Yes, we’re monsters. The question is: have we ever stopped being ponies, or a human in your case? Good and evil have a very blurry line between them.”

I listened to the wind rustle the leaves. I listened to my changelings work or sleep around me. Even the sound of my heartbeat did not escape my notice. “Chrissie, why do they love me?”

“Hm?”

“My changelings,” I replied, “they respect me. They adore me. Hell, one even implied that I was her god right before I fried her brain. Why do they do that?”

“That’s a tough one… When I first started out, I was a simple pegasus mare. I traveled the young nation of Equestria with an acting troop. My dream was big, but simple; I wanted to be the most loved actress in the world. This was after Luna and Celestia’s ascension, but just before Discord appeared. I was one of his first victims. He turned my want for love into a physical need…” Here she trailed off for a time.

“They called me a monster, a freak,” Chrysalis said, her tone was even and controlled. “Well… all but one. Quicksilver saw through my hideous appearance and loved me regardless. When he was struck down while defending me, I lost it. Thirty ponies died in my rage, drained of every last drop of emotion; they were my first kills. Panicked, I did everything I could think of to save a dying Quicksilver, but it wasn’t enough. Eventually, I poured my life’s essence in and, well, you know how that goes.”

She looked over at me, having moved to sit next to me against the tree sometime during her tale. “I found that his love for me only grew, even if I could not feed upon it. The other converts – we lacked the power to shift at this point, so we weren’t truly changelings yet – loved me as well, even when, like yours, they had no reason to do so. But there was a difference in their love. Those who worked under Quicksilver’s rule treated me like a lover. Those who worked directly under me treated me like members of an excited audience at one of my shows.”

“Hm?”

“They answer to you, even if you ask nothing,” Chrysalis said. Her eyes closed as she leaned her head back against the bark. “You want to be loved? They love you to death. I think how they think depends on who is in the hive. When Quicksilver eventually died, they stopped wanting to be lovers and changed to being friends. When I took another changeling as a consort, the rest of my ‘lings lusted after me once again. Ask yourself, who are your oldest changelings and who are your most influential?”

I thought. First was Nick, my best friend; then Marcus, the accidental slave; Klika, my flesh-and-blood daughter; and Taruke, the zealot. Over a third of my changelings were ex-homeless humans. There was also the fact that I had given each and every one of them a set of powers straight from a fantasy novel, yet I controlled even more power beyond that.

Realization dawned on me. “I made them like that, didn’t I?” I asked.

“You did. Don’t even bother fighting it. You have, what, two hundred in your hive?”

“Three-forty-one,” I corrected.

“Right, it’s part of your hive’s culture now. Just relax and enjoy it,” Chrysalis nonchalantly said. “Besides, it’s not like they are that far off. We’re kind of similar to the gods. Did I ever tell you the story of how I got my head cut off... twice... in one evening?”

“Really?”

“Oh yes,” Chrysalis chuckled, “that’s a classic. My point is that I pulled myself back from the dead. Recent events have given me answers on how I did so, but I digress. The gods, they come back to life when slain. I watched Celestia get her heart ripped out by Discord, only to be fine a minute later. Unlike them, however, I’m still mortal; I will die for good if I run out of magic.”

“Ah, well, that’s good for me to know,” I replied. A small smile crossed my lips as my friend leaned against me.

“Will you come out of your shell, now?” Chrysalis asked. “Your hive is worried about you. I’m worried about you.”

I stood up, stretching my dream body. During our conversation, my form had finally settled with my changeling body. I gave my wings a little flutter, airing them out. “Yeah, thanks, Chrissie. Hey, how did…?”

“I talked to the projections of your changelings.”

“Ah.”

The woman in the room pinned a photograph to her wall. A red thread connected that pin to another, holding up a news article. She took a step back, eyeing the hundreds of yards of thread crisscrossing her room. Maps, charts, sticky notes, and photos covered every inch of every exposed surface. Idly, she flexed the sore muscles on her back and fiddled with the other worldly anti-magic ring on her finger. It had given her a huge gemstone; she figured it was only fair that the beast who took her love got jewelry in return. Well, not that it would like this particular ring.

“You’ll be mine soon, Hive King.”

Author's Notes:

*Ding* Have a chapter.

This is a bit more fluffy than previous chapters, but provides back story and exposition. The one bit that Chrysalis neglected from their story: Discord warped them, but did not give the bug ponies the ability to shape-shift. It was the Elements of Harmony hitting the cosmic reset button that granted them that power so that they could gather love more easily.

This chapter takes place while Rex sleeps in a hospital waiting room chair.

Meanwhile, Catherine does a thing.

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Illustration done by yours truly. I wanted you to have a sense of the surreal nature of this scene.

I did that in about an hour or so. Then, as I was putting on the final touches, I realized that I forgot the thorns! I plan to make a colored version eventually.

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Thank you, my wonderful editors, Alternate Madness and Doctor_N! And look, I broke 80k words! Woot!

Alternate Madness Note:

LETS GET READY TO RUMBLE! THIS MONDAY TWO LOVERS HAD A SPAT, AND ARE COMIN' BACK! SO PREPARE FOR PAIN!

IN THE BLACK CORNER, THE KING O' CORRUPTION, THE BLACK BEAST, THE MOTHER AND FATHER OF EARTH'S CHANGELING RACE, AAAAAAAAAAAAALVARUIM REEEEEEEEEEEEEEX!

*Sound of changelings loosing their sh*t*

AND IN THE RED AND BLUE CORNER, THE COPPER WITH CLAWS, THE HUNTER OF HER LOVER'S 'ABDUCTOR', THE POPO WILLING TO GOGO, OFFFICCCEEEERR CATHARINE!
*Sound of changelings boos hisses, and a few 'you suck!'s*

BUY YOUR TICKETS TODAY!*

NEVER THE LESS! Imma go summon Macho Mane, Randy Savage back from the dead to help me in the tag team match against the Four Horsemen to prolong the date of the Apocalypse.

*Disclaimer: all ticket profits go to GreenFyre Inc. GreenFyre inc, we will own you all one day.

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For those of you who do not speak egghead:
Hemorrhagic stroke
Grand mal seizure
Haemolacria
Occipital lobe

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Fast Facts!

-- Using Soul-Sight or True-Sight spells to look at a C̰̗̤̺̝̥͎͎̃ͥ̇̽̊̾ͅh̖̬̖͙͉̲ͥ̈́͗̊͌̌̓ͬͅa̺̟̟ͪͦͥͤ̈́͊o̤̝̲̖̺̎͂̔̾̒͗ͤs͉ͥ̄ ̹͚̥̺̦̜̘̔ͅC̱͖͖͈͌ͩr͙̹͑ͫ̍ě̺ͯa̹̱̺̫̩͒͒͛̚t̹̫ͫͧ̎ͧ̈́u͔̤̰̼ͯ̃̎ͣ͋r͖͍̲͍͙̆̿̂ẽ͍̜̫͗̄ͤ̀̂ͅ is a REALLY BAD IDEA (unless you are a one yourself, then it's just really annoying).

-- To see your own soul, you first have to use the Soul-Sight within a mental world and acknowledge your form as your soul. Then, the spell will allow you to see your own soul whenever you wish.

-- Changelings transform by shunting their bodies a micrometer into the fourth dimension and creating a magical construct in their spot. The construct is linked to their real body, so anything that happens to the construct happens to the true body. Damaging the construct disables the spell and drags the body back to our normal three dimensions. Changelings are not directly aware of this property, but it can be detected at the moment of transformation.

-- Discord's initial reign was far more violent than his return in season 2. A thousand years in stone addled his brain.

-- Anti-magic rings block magic from exiting the body so long as the ring is in contact with said body. Wearing one on one finger will block your ability to expel magic with all of the other fingers.

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Changeling population: 341 (274 converted, 66 hatched, 1 permanent digital)
Changeling owned businesses: 7
Funds: $85.085 million cash + $62.1 million raw materials + $79.3 million in businesses + $45.185 million in investments + $7.1 million land & property. (Total wealth: $278.77 million, or $0.82 million per changeling.)

Changeling divisions:
-Finances (those who make money for the hive)
-Love collectors (those who make love for the hive)
-Research & Development (those who make toys for the hive)
-Silencers (those who make you shut up about the hive)
-Infiltrators (those who infest other organizations for the hive)
-Saboteurs (those who break things for the hive, subdivision of infiltrators)
-Trappers (those who hunt for the hive, aid the king in catching people alone so that they can be converted. Most are also Silencers or Infiltrators.)
-Soldiers & Assassins (being established now)

Changeling properties:
-The Bee Hive (low-cost housing, south side of Atlanta)
-The Eye of the Beholder (bar/night club, near Atlantic Station)
-Livewire Club (Bar/sex club)
-The Ore Mine
-Individual houses/apartments of the converts
-Hidey-Hole apartments.

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I tweaked the last chapter a bit. Nothing plot relevant changed, it's just for aesthetics.