“Fuckin’ fuckity fuck balls!” Ryan swore profusely yet again, accidentally pricking his finger with the sewing needle for the umpteenth time.

He jammed his sore finger in his mouth, glaring at the wretched machine before him.

“Do you mind watching your language around the young ones?” Rarity snapped at him, looking up from her workbench long enough to shoot him a filthy glare. Her sister, Sweetie Belle, nosed her way around to give him a matching look.

“Yeah!” Sweetie Belle demanded. “Watch your fucking language!”

“Sweetie!”

Spike tried his hardest not to laugh, forcing back the titters as he glued another gem onto a pair of oddly shaped slacks. Then again, for ponies, they were probably perfectly shaped.

Fluttershy held up a lacy bonnet, which had been poorly sewn together in several areas. “Is this any better, Rarity?”

The unicorn let out a puff of air to indicate her frustration, but said “It’s fine, dear. We’ll get to that one later.”

Ryan became bored of the ‘help’ rather quickly.

They toiled for an eternity (which was actually for about forty minutes), working tirelessly to complete a massive order.

And, oddly enough, Rarity said nary a word.

It wasn’t like her, and it was making him suspicious.

She continuously checked the time, and approximately at the forty minute mark, Rarity suddenly said “Oh, dear! I almost forgot! I absolutely must get one of the backup crates from the attic. Fluttershy, would you be a dear and help me?”

“I can help!” Spike perked up immediately, inconspicuously spitting out an emerald back onto a flowery blue dress.

“No, no!” Rarity said quickly. “That’s quite alright. It’s actually very… heavy. Ryan, you can put those hands of yours to good use for once, hmm?” she suggested.

“Hey, fuck y-“ it took him a minute to realize what she was hinting at.

“Oh. Oh. Yeah! Sure, I’ll help.” Ryan nodded swiftly, following the unicorn out of the room. Sweetie Belle began to strike up a conversation with a sullen Spike, who seemed grateful for the company. Latching the door behind them, Rarity led them to a small drop-down ladder from the ceiling, and steadily clambered up it.

Curious, Ryan stealthily followed them upwards into the attic.

Rarity paced back and forth in front of the open window, letting a cool brush of air into the cramped, hot and musty room.

“What’s this all about, Rarity?” Fluttershy asked nervously. However, Rarity seemed to be even more on edge than Fluttershy.

Checking to see that she wasn’t followed, Rarity began conspiratorially “Something’s wrong.”

“No fuckin’ shit.” Ryan grumbled, taking a seat on one of the many wooden crates. He was talking to a unicorn. If that wasn’t just plain wrong, he didn’t know what was.

“Go on,” Fluttershy nodded politely before she could angrily retort. Taking a deep breath, Rarity continued.

“Look; something strange has been going on. Not just recently, either – ever since you showed up.” Rarity poked a hoof at him accusingly.

“… And?” Ryan frowned, crossing his arms. It wasn’t his fault.

“More than that,” Rarity said, pacing back and forth in front of the window. “You can’t tell me you don’t feel it too, Fluttershy. Something in the ground, something in the air. There’s just… something wrong,” she said in a hushed tone, breathing heavily. “Like everything’s slowly going… I don’t know. Out of order.”

Ryan shuddered for some reason.

“And I know for a fact that Twilight has been hiding something from us.” Rarity stopped pacing long enough to stare hard at the pair of them. “She’s not just hiding something – she’s paranoid.”

“Why would you say something like that?” Fluttershy asked suspiciously, but her face was doubtful.

“Think about it, darling.” The unicorn breathily insisted, checking out the window once again. “Keeping secrets from us, outright lying on numerous occasions, and going so far as to put a bucking tracking spell on Ryan?” she jabbed an accusatory hoof at Ryan again, and he suddenly felt like he were an exhibition in a courtroom.

Strangely, he felt an odd urge to become defensive of Twilight’s behavior for her.

Then again, she had just thrown a chair at his head.

“That bitch can’t be trusted,” Ryan seethed, scowling.

“Not precisely how I would have phrased it,” Rarity deadpanned. “But close enough. I first had suspicions quite a while ago, but it’s only built from there. I really am worried,” she clapped her two front hooves together pleadingly, looking between the two of them.

“So… what is it that you expect us to do?” Fluttershy said concernedly, ruffling her feathers. “I-I’m not really an expert on, um… well, anything aside from animals, really.”

A familiar, humming noise greeted Ryan’s ears, although he couldn’t quite tell where he’d heard it before.

“Well, dear-“ Rarity gave a small smile. “Fortunately, I’ve managed to secure a bit of assistance in-“

She never even saw the changeling coming.

Ryan leapt up from the crate, too late to stop the changeling from barreling through the window and directly into Rarity. The two tumbled momentarily, and Ryan grabbed the changeling from around the neck the moment he had the chance.

Pinning the creature viciously against the wall with a slam! Ryan glowered at it, tossing a look over his shoulders.

“Get out! I’ll take care of this one!” he bellowed, shoving his forearm into the terrified changeling’s throat.

“Ryan, stop!” Rarity coughed weakly, dusting herself off. “You’re going to hurt him!”

“I’m gonna do more than hurt ‘im…!” Ryan growled venomously at the assailant, and the tingling Spark quivered upward excitedly at the prospect.

“He’s on our side, you moron!”

The changeling nodded quickly, and it’s horn almost gouged Ryan in the eye. Suspiciously, Ryan dropped the changeling as it gasped for air.

“Cri-mi-nee!” the skeletal changeling sputtered, shooting Ryan a filthy look. “I dunno why those whack-jobs worship you. You’re a jerk!”

Ryan tried to defend himself, exasperated. “You – I mean, I was only – you tried to kill Rarity!”

Rarity helped the changeling to his feet, sighing. “He’s not very good with the landings… Cloak here has been gathering information for us. It’s his specialty, you see.”

‘Cloak’ thrust his tiny chest up proudly. He couldn’t have been much taller than Sweetie Belle, but the way he puffed himself up, one would have thought he held himself in high esteem.

“I’m a professional!” Cloak beamed. “And subdivision leader of the C.I.A!”

That threw Ryan off guard.

“… Hang on, what?”

Fluttershy stuck her head up from around a crate in the corner, peering over it from where she’d hidden when the changeling crashed in through the window.

“A recently devised organization,” Rarity explained for him. “It stands for ‘Changeling Integration Association’, developed solely for the purpose of helping those changelings that wanted to become part of civilization.”

“Oh, don’t be so modest,” Cloak bragged, patting Rarity on the shoulder. “She doesn’t claim enough credit for herself, after she’s helped us so much.”

Ryan cocked an eyebrow at the unicorn. She flushed, but remained her headstrong position.

“A bit of secrecy was necessary, dear. The poor things have been in such a tussle since… well.”

“Since the Great Schism.” Cloak hung his head, looking depressed.

“… The what now?” Ryan blinked, trying to keep up.

“Ryan, you demolished everything they stood for,” Rarity glared at him. “The changelings were left with no home, no queen, no guidance or support from anypony.”

“Well, actually,” Cloak rolled his eyes, making himself comfortable atop one of the crates as well. “Some of the others were pretty keen to give ‘guidance’-“ he said sarcastically. “-to the rest of my brethren. A lot of them went with the Prophet’s teachings, and went over the Appleoosan Mountain Ranges, back towards the Many Sands.”

Fluttershy was completely absorbed in his tale, and had mostly forgotten her fear of him as she drew closer. “The Many Sands? Do you mean… the deserts of Saddle Arabia?”

Cloak shrugged. “Different names, same home. They must have gone back to rebuild the Hive. Some of the others, though…” he paused, looking downcast. “Some of the others didn’t agree with the words of the Prophet. I was one of them, for a while. We called ourselves ‘Freewalkers’, because we could make our own choices without any leaders or ‘religious guidance’.” He spat.

“… So, you aren’t with them anymore?” Fluttershy asked tentatively.

Rarity grimaced. Apparently, she’d heard this story before.

“They’re dead.”

Even Ryan cringed inwardly.

“O-Oh, my goodness.” Fluttershy hung her head, giving the changeling a loose hug. “You must be absolutely heartb-“

“I killed them all.”

Fluttershy immediately retreated.

“You… you what?”

Cloak’s face had become expressionless, but a twinge of fury boiled just beneath. “You don’t have the right to judge me. They were making problems. I took care of the problem.”

“That’s awful!” Fluttershy looked disgusted, and Ryan felt an odd sense of déjà vu.

“They were going to die, anyway.” Cloak said cruelly. “Just a lot slower if I hadn’t done anything. It was a mercy killing.”

Rarity placed a comforting hoof on his shoulder, drawing him in close. Apparently, she was the only other one that knew the whole story.

“I don’t want to talk about it anymore.”

Cloak spun his long, incredible tale of his journey anyway.

It took some reassurance from Rarity, but he finally told them.

From the very beginning when he ‘awoke’ within the Hive after their Queen was defeated, the horrible pain of being psychically separated from her. His astounding discovery that he could make his own decisions, his bizarre new perception of ‘self’.

How the Great Schism had torn apart the remaining changelings, and so many of them went their own way and forged their own paths. His dejection at his brothers’ refusal to listen to his warnings of wandering off on their own. Cloaks fears of an entire world that hated and mistrusted changelings, and his constant gnawing hunger.

The fear and suffering he’d experienced, trying to save the hatchling that had barely survived the Great Schism, his journey with the hatchling. How he had named it, and cared for him like his own. Their trials, their bonding, their hopes for the future. And then watching the fragile little thing devoured by an enormous bog. His own self-loathing at his inability to perform even the most mundane of magical functions, even though he had both horn and wings.

In such a short span of time, the little changeling had endured so much. Not a single interruption came to Cloak’s quietly told story, not even from Ryan.

At the end, the changeling jumped a little at the miserable sniffle from Fluttershy.

“So… so, this is what you’ve been doing?” she cleared her throat as she asked Rarity. “Helping the changelings find homes?”

“Not so much find homes as it is to help them regroup, and make better lives for themselves,” Rarity admitted quietly.

“What ones that are left, anyway,” Cloak muttered solemnly, and shook his head. “But things are looking up. Miss Rarity has been far more generous and accommodating than anypony ever would have expected of her.”

“Oh, please, dear.” Rarity giggled. “You flatter me.”

“Never enough,” Cloak grinned kindly.

“I don’t get what this has to do with us, though,” Ryan said slowly, scratching his chin. Fluttershy wiped her eyes on her forelegs, trying to keep up appearances. He didn’t want to admit it, but his even his eyes had felt a little moist after hearing Cloak’s long story. “I mean, so the lil’ bug fuckers wanna get normal lives n’ shit. What’s that got to do with me?”

“Everything.” Cloak bowed his head. “You seem to forget that changelings feed on love. We need it to survive.”

“And…?” Ryan rolled his hand through the air. So long as they weren’t planning on making another hive in the middle of Ponyville…

“Like it or not, many of my brethren still desperately desire a ruling queen. Not to dictate their actions, but just because they’ve been obedient for so long that they don’t know anything else. Without a queen, they run rampant; or worse, go completely cuckoo.” Cloak explained slowly, as if Ryan were stupid. “Some of them need a queen. They need somepony to look up to, somepony to guide them. But more than that, they need somepony that can feed them. They need a queen, Dawnbreaker.”

“… Oh, hell no.” Ryan backed away instinctively. “Ain’t no way in HELL.”

“We aren’t expecting you to take the place of the queen, exactly…” Cloak said uncomfortably, tapping his holed hooves together. “But it would be awfully nice if you could find a new one. Personally, I think we’d all be better off without a queen at all, but…” he left his statement hanging.

“What about lard-ass?”

Rarity’s head tilted slightly.

“Uh, Celestia.”

“Are you out of your mind?” Rarity gawked at him. “Can you imagine what would happen to the changelings if she found out that there were so many of them around Ponyville?”

“What about Proppy?” Fluttershy asked quietly. The unicorn fell silent, and they all turned to look at her.

“I-I mean,” she said nervously, now that everyone was watching her instead. “He hasn’t hurt anypony, and he’s stayed in the Ponyville Hospital since… and, well, um… Nopony really says anything about him.”

“… Really?” Rarity’s eyebrows furrowed. “As in… at all?”

“Not really,” Fluttershy shook her head. “Proppy’s actually very nice. He’s always so polite, and he can be so funny sometimes,” she smiled softly, thinking of the blind changeling. “He’s really very, um… normal. Once you get past the whole ‘worshiping Ryan’ thing, I mean.”

Cloak held his head in his hooves, thinking. “Uuuugh. I don’t know. Maybe if I just talked all the remaining changelings into coming back at once? No, no that wouldn’t work at all.” He shook his head immediately.

“How come?” Ryan asked, genuinely interested. Besides, this wasn’t nearly as boring as sewing clothing.

“Some of them out there have gone a little… feral.” Cloak frowned, and he gave a heavy sigh.

“We’ll think of something, dear.” Rarity patted him kindly on the back, and stretched her legs. “Don’t you worry about it.”

But even Rarity sounded like she didn't believe herself.

Cloak took his leave before too long, leaving Ryan thinking heavily.

They were no closer to discovering exactly what Twilight had become so paranoid about, and it was essentially a waste of time. To Ryan, anyway. Besides, it was hot. Being sweaty and sticky did nothing for his mood, and he found himself steadily drifting backwards into frustration again.

“I mean, you could have told us, Rarity,” Fluttershy said quietly as they descended from the muggy attic. “That really would have been the sensible thing to do; and considering that you’re upset over Twilight hiding things from everypony, don’t you think you’re being a teensy, tiny bit hypocri-?”

The pegasus promptly snapped her jaws shut when Rarity glared death beams at her.

Nudging the door open tiredly with his foot, Ryan grumbled and plopped down on the nearest bench he could find. Sweetie Belle’s head shot up, but for some reason, Spike looked like he’d just bitten into a lemon.

“Did you find the box you were looking for?” she squeaked, dropping a pair of scissors.

“What bo-?” Rarity began, quickly stuttering. “Oh! No, no. We… we didn’t find it. It must have been… misplaced.”

Spike muttered something incomprehensible, watching as Ryan desperately fanned himself with a roll of paper.

“Where-the fuck- is the air conditioning in here?” he gasped breathily, wiping a bead of sweat from his face.

“Never again!” Ryan vowed hatefully, kicking a pebble from the road into a bush. It resounded with a satisfying flumk! but still didn’t do much for his foul mood.

Wasting his time, putting him through agonizing unpaid labor – no doubt about it, Rarity was pure evil. It was the only logical explanation. Thrusting his fists in his pockets, he stumbled off down the road, his thoughts dark and heavy.

At least he’d managed to slip away before too long. It was lucky he managed to sneak away when nobody was looking.

He wandered for a while, eventually finding himself sauntering back towards Ponyville. He groaned inwardly, but at the same time, it was a welcome sight. The town itself was such a bright, cheery place. He despised it deeply, at first; now, he could hardly imagine even being away for too long. It was just a comfortable, homely little hamlet.

It was… nice.

“… Huh.” He said aloud, as if astounded by the realization. Ryan shook his head, continuing his slow and leisurely pace. If he was going to waste his time, he might as well be relaxing while doing it. Maybe he’d go see Lyra again, or bring something to Proppy. The thought of prying at Pinkie Pie for answers occurred to him momentarily, but he dissuaded himself from that one almost immediately.

The Grand Galloping Gala.

That was when he’d receive answers. That was when he could finally go home.

According to Twilight, Celestia had something big planned… and, as per usual, he was told nothing. The scowl on his face only deepened as he walked, glaring at a couple of random ponies on the curb. One of them, a grey pegasus, waved goodbye to another as she took flight clumsily, spinning around in a circle before righting herself.

“See ya, then!”

“Right-o, then. Take care of yourself, Derpy!”

The other, however, seemed far more familiar.

Ryan found himself standing on the pavement, staring. The tan stallion with the spiky hair and an hourglass Cutie Mark sounded familiar…

But it wasn’t until he carefully made his way to the blue police box that Ryan finally understood.

Oh. My. God.

“It can’t be,” Ryan ran a hand through his hair, his heart racing as the stallion ducked inside the TARDIS, closing the door behind him.

After all this time.

After all the time he’d spent, trapped in this wacked out multicolored world, the man who’d deprived Ryan of his family was finally in sight. And right on the damned streetcorner!

How could I have not seen it before? Ryan thought slowly, mentally kicking himself. He must have passed it hundreds of times, but never even noticed it! As a matter of fact, if he hadn’t been studiously watching the pony so hard, he might have missed it altogether.

Oddly enough, Ryan felt the Spark begin to bubble upwards as he darted towards the police box, and his hand touched the handle.

He was so close that he could taste the vengeance.

At last, Ryan had discovered the hiding place of the Doctor.

Author's Notes:

Shit, meet fan.