Twilight Shadow was very anxious now.

Deep under the earth the gentle hiss of steam vents sent a pleasant warmth into the air around her that seeped into her bones and tried to lull her into a state of sleepy relaxation. A state she was doggedly determined to shake off, forcing herself to look toward Fluttershy in an effort to put her mind on something other than the warmth. Fluttershy was a good subject, because the changes in her friend had frankly terrified her.

Fluttershy was a pillar of calm amidst a sea of chaos and uncertainty. Her jewel-like wings had grown only more magnificent and broad in an astonishingly short amount of time, and her eyes had taken on a glow all their own. If It had not been for Twilight’s insistence that they be left alone when they were together, she would have been surrounded by tight knots of Fluttershy’s newly reborn changeling children, which now numbered in the thousands.

An imprecise number, but Fluttershy was only giving her imprecise numbers. At least, she was at the moment. Fluttershy had grown stranger and stranger with each cluster of changelings she absorbed into her own… Twilight didn’t quite have the word for it. Swarm seemed to have the wrong connotations, and she very much doubted Fluttershy was going to build a hive anytime soon. Had it not been for the fact that Mother was utterly unconcerned with Fluttershy’s behavior, Twilight might have been far more frightened.

“Peace, beloved daughter,” Umbra said softly, her violet eyes fixing on Twilight with that same warm love that she’d had on the first day they’d started down this path… “She is yours, as thorough and true as any creature has ever belonged to the Shadow. She merely seeks to make herself worthy of that.” Umbra’s hoof touched Twilight’s shoulder and squeezed it firmly. “Relax. We shall soon be bringing this chase to its conclusion.”

Twilight took in a deep breath and nodded. Chrysalis had spent the last two weeks fleeing from them, the vast bulk of her swarm in tow. Most of what they had captured had been worthless, fat changelings that bore no resemblance to the sleek and powerful warrior broods she’d invaded Canterlot with. They were stolid, not terribly intelligent, but incredibly industrious, having been left behind to continue toiling on various repair and building projects within the outer hive.

But now they were approaching the far more heavily fortified inner hives. Here, every turn and every cave had been bristling with devious and deadly traps. It had become a rarity indeed to be directly confronted by changeling warriors now, as they preferred to strike and run as quickly as they could. But with the aid of Fluttershy’s new breed, and her power to convert any swarm that stumbled upon her, Twilight was certain that they had finally cornered Chrysalis to where she could not escape.

Which had brought them to here and now, as Fluttershy gently stroked her wings back and forth with a distant look in her eye. They had, at Umbra’s insiseance, offered Chrysalis the opportunity to surrender peacefully. She would remain queen of the remaining changelings, but all of them would be converted to the power of the Shadow. Twilight had been leery about revealing her presence to Queen, but she could not claim to be Celestia in good conscience.

Fluttershy spoke softly into the silence, her voice far stronger than Twilight could ever remember it being. “Chrysalis has received the message. She’s reading it now.” Fluttershy had described the feeling of the new hive mind that seemed to be developing around her as being very disorienting. Like being in a room with hundreds of other ponies, all talking at once, and you couldn’t leave. She’d actually been a little scared at what it might feel like to absorb the rest of Chrysalis’ hive.

Twilight herself simply couldn’t believe that Fluttershy hadn’t had a complete breakdown. She hated crowds, she hated dealing with lots of ponies, and she really hated too much talking. Except… except she hadn’t minded those things. Apparently, this new way of talking meant she could hear exactly what her ‘children’, as she’d come to call them, were trying to say. No need to spend time parsing the words for hidden meanings. None of them were judging her silently, or hated her, or anything.

Perfect, flawless communication, mind to mind in real time.

And Fluttershy adored it.

Twilight took another deep breath and forced herself to be calm, because for all of the changes she’d undergone, Fluttershy was still the wonderfully kind and gentle pony she’d always been. That she had become calmer, more relaxed and more at ease than before was a very good thing, and Twilight would continue to remind herself of that. No matter how unsettling her new self might be, it was clear that something had blossomed inside Fluttershy. Something wonderful and sweet and beautiful in a way Twilight was only beginning to understand. As for her children…

Just outside the cavern they sat in, with its strangely carved furniture and tables seemingly sprouted up from the ground, a much larger cavern was abuzz with fluttering wings and murmured conversations. Fluttershy had insisted they speak to one another as much as communicate mind-to-mind, and so they had done so. It meant that they did not create unnerving silences, something for which Twilight was thankful. They soared and clustered together and made love to one another, a glittering cacophony of color and strange glowing eyes.

They were beautiful and unnerving at the same time. Discussing poetry and philosophy in one moment, and the next trying to decide the new hierarchy of the ‘Colony’ which had come to replace the ‘Hive’. They still very much needed to feed on emotions, but now that need had been tempered and harnessed. Already, the strongest amongst them were taking on leadership roles, carefully rationing out the emotional energy they possessed. And this morning, they had come to consult with her and Fluttershy on…

Twilight gripped her forelegs around her chest for a moment in atavistic horror. There had been hundreds of them, maybe even a thousand ponies and other creatures. Their free will had been utterly stripped away, and only a blind and utterly heedless loyalty to whomever their changeling handlers told them to obey. What personality, what self they still maintained was entirely focused on whatever hunter had brought them in. They thought themselves ‘in love’ with the creatures who now counted themselves amongst Fluttershy’s ranks. And in a strange and sickening way, she saw in them the extreme end of what she could do to those who served the Shadow.

It had been a cold reminder that she needed to temper her power, lest she become no better than what she fought. Fluttershy had only needed to touch one of the broken pony’s cheeks before shivering in horror herself. Twilight had wanted to put them out of their misery… Mother had been more practical, and talked her out of it. The new creatures needed to feed, and the poor broken ponies could still provide vast amounts of love energy to them.

Fluttershy had given very special new orders regarding them, and even now they were being made as comfortable as they could be given the circumstances. It was but one more crime to lay at Chrysalis’ hooves, but Twilight knew she could no longer claim herself as some bastion of purity. The righteousness of her cause aside, she too had made war to protect that which she loved. That Chrysalis was a threat to be dealt with was beyond doubt… but Twilight could no longer claim to not understand what had driven her to invade Canterlot.

“She won’t accept it,” she declared into the quiet, fiddling with one of the many strange artifacts they’d come across down in the tunnels. Iron tubes, covered in tiny metal dots that looked like a cylinder from a music box… but it was far too long, with far too many dots on it to be any kind of musical type she was familiar with. She hadn’t found any sort of player for it either, and none of the captured changelings seemed to know what it was for. Mother arched an eyebrow at her, and Twilight felt flushed with embarrassment. She really wished she knew how Mother did that to her. “Well, she won’t! She’s too proud, Mother. She’d rather die than sacrifice that pride.”

Mother shook her head slowly, a half smile on her face. “We shall see. If you are right, then perhaps it is best that we deal with her firmly. Once under our control, I am certain she can be brought to see our way of things.” Twilight wanted to sigh with irritation, except by the time she had her mouth open Mother had her tongue inside it, and her lips pressed up against Twilight’s. The warm, dark thoughts of her goddess intruded into her mind, washing away the anxiety... Hush, child… All will be well, no matter what the outcome. Our victory is more than assured with this new army we shall command.

Twilight's eyes half lidded as she leaned up into the warm touch of Umbra, her own hooves tracing over Umbra’s sleek body and marveling at the fortune which had brought her such a beautiful lover. All the world faded to unimportance around her, save for that sweet warmth that flowed from Mother’s lips into hers. The gentle feel of the tongue, the soft brush of silken coat against hers, and the shiver of anticipation.

In the darkness, she barely even noticed Fluttershy’s faint frown.

The situation was not good.

Chrysalis’ eyes were half lidded as she regarded the elegantly written letter in the hooves of the strange new creature that had intruded upon her domain. Not Celestia then, but her insufferable little student acting on her own accord. Worse, she seemed to have evolved from Celestia’s naive worldview into something more approaching that of Chrysalis. Kill or be killed, feed or be fed upon, conquer or be conquered. Those were the laws of the world, and Chrysalis knew them well.

And much to her dismay, Twilight Sparkle had learned those lessons and had come to ensure Chrysalis never had a second chance to apply them. Worse still, that… creature she’d brought with her that had once been one of the Elements of Harmony was a frighteningly effective weapon. If it hadn’t been pointed at her, Chrysalis might have admired such a brilliant ploy. Turn your enemy against himself, forcibly convert them to your cause. Classic changeling strategy turned back upon them. The results were fascinating, even if they sent a thrill of fear down to her very core.

Unfortunately, such a weapon was pointed directly at her. The creature, this strange butterfly like thing was watching her with luminous eyes and a cunning intelligence that her drones typically lacked. The scroll it bore was a simple declaration: Join our cause, submit to the Shadow, or be destroyed. No flowery language, no cloying enticements. She could keep her power, but serve another, or die.

“Leave me to contemplate this… offer,” she hissed at the creature, which nodded once and flitted off outside the room where her warrior broods would carefully watch it at weapons’ length. Oh so carefully, she folded her hooves together, her eyes darting to the sealed hexagonal cell embedded into the wall. This hive was old - far older than Chrysalis. Her mother, the last Queen, had told her that the Hive had stood unchallenged for millenium. Hidden deep in the desert, far from where an army could invade it with any ease.

But her mother had also told her that the early queens were no fools. They knew the day would come when a threat too great would finally challenge the Hive and threaten her species. She knew better than to believe such a foolish offering. She would retain her power only just long enough for her foe to gain control over her swarms, then she would be killed. Perhaps not obviously, perhaps not publically, but her remaining lifetime would be measured in weeks, not decades.

The sealed cell was only to be opened on the day the Hive might fall.

Chrysalis stood and shattered the ancient green cement with a single blast of power. Let her ‘guest’ think of that sound what it would. She strode over to the thing, a remnant of a time when the Hive was built like those of bees rather than as a proper Changeling structure. Within was a pile of scrolls, carefully sealed away, and a glittering green gem positively afire with magic power. A harnessed spell of some kind, though built of a magic so ancient Chrysalis could not begin to identify it.

The scrolls she broke the seals on, one by one. Her eyes darted over the words within and her mouth went as dry as the desert sands above. Her thoughts froze to ice as the words of the ancient Queens spilled out to her… Foretelling her doom.

No…

Princess Luna Artemis flared her wings out, the magic of the night surging through her body like a drug. Equal parts pain and pleasure, agony and ecstasy, the Moon reveled in her veins tonight as it always did during this, HER Night. Below her in Canterlot, the children of the nobility scampered about the town collecting sweets and gallivanting about in costume. Their parents and older siblings stole away to the dark recesses of parties and fetes, each and everypony amongst them descending into the bacchanalia of the Nightmare Night parties.

By the morn, there would be no few new foals conceived in the revels that were now consuming the minds of the ponies of Canterlot. None of those so affected would pay the parentage any mind, however. Even those of the bluest of blood saw a child conceived this night as a blessing, whatever the circumstances of those births might be. They would simply claim some oddity of genetics to those who might frown upon it, and secretly pray that their newly born sons and daughters would draw from the strength of the Moon.

It was a quaint, amusing conceit that Celestia had begun countless centuries ago. A way of associating good, positive things with the night of her sister’s celebration. It had been a touching reminder of just how much Celestia had done to preserve her traditions in the time she had been imprisoned… and how much she had missed her sister.

And now, the bite of a chill upon the wind out of the east was more than merely troubling, it was proof that their enemies were truly everywhere. The tightly wound scroll that lay on the desk behind her, its seal broken, was all she needed to change the entire course of this conflict, but it carried with it a terrible bit of news all its own. “You are certain?” She turned, her eyes narrowing toward Moon Dancer.

The young batpony mare nodded shortly. Unlike nearly every batpony Luna had encountered in the modern age, Moon Dancer alone did not show awe in her presence. She was being driven by some other goal, something that overrode every other emotion or concern she might have felt. Luna was certain it focused on her friend, the one she had called Silent Moon, and that Moon Song had her own ideas about how this was all going to play out.

But Luna had no qualm with that. She could have her own agenda, so long as the ultimate goals of the Night and the Crown were not impeded. Luna’s eyes went to the skies above Canterlot, and she nodded shortly. “Then we have no choice. We must strike while she is away. Shatter her base of power, and give us time we shall need.” She turned on the spot and strode to the desk, grasping the scroll on the way.

Moon Dancer fell into step beside her, her voice low and hard. “It’s not going to be easy, fighting in that forest. Winterlight has had nearly a year to prepare the place.” Luna only barely nodded. It had taken Celestia nearly an entire year to finally drive a wedge into the center of her power in the Everfree Forest after Winterlight had fortified it, and she had no doubt that the once Captain of her guard had since learned how to do her duty even better.

“Agreed. With fortune though, we will be able to do far more good without actually entering the forest itself.” What she would have to do, though… Celestia would have to be appeased when she returned. Goddess, forgive me what I must do. “Go to Commander Spitfire and tell her to summon General Clausewitz and Commander Derecho to the war room.” Moon Dancer nodded and swept down the hallway at top speed. The batpony had quite the knack for finding ponies no matter where they’d wandered off to… a useful skill.

Luna herself turned toward the royal dining rooms, sweeping past the crystal ponies which guarded those doors. Cadence and Shining Armor were taking their meal with another unicorn wearing spectacles and a fine looking suit. Cadence’s eyes brightened with hope at the sight of her, and Shining Armor stiffened to attention. Luna brandished the scroll, and though she felt triumphant in this moment, she would not smile. There was no joy to be found in Civil War.

“We are entangled no longer by the simpering politicians, my friends. The Guard is ours to command. At long last, the time has come to act.”

Fluttershy’s eyes suddenly widened, and Twilight sat up to attention. Fluttershy slowly shook her head, and Twilight blew out a sigh. She wasn’t surprised, but that didn’t mean she wasn’t at least a little upset that this could not be brought to an end more swiftly. “So, Fluttershy. How do you want to do this?” Frustrating as it was, Fluttershy was the one here who would be the most effective.

Fluttershy was silent, staring at the table for a moment in obvious sadness before she spoke. “I’ll need you to create an opening for us, and I’ll have to…” She swallowed softly, closing her eyes tightly. “To… Take as much of the hive as I can handle.” There was far, far too much fear there for Twilight’s liking. She was trembling in her seat, her hooves dry washing themselves. Fluttershy was more than just scared, and that… that was something she could not abide.

Twilight swept in and embraced her friend as tightly as she could, holding her trembling body to hers. Fluttershy latched onto her, and for a moment all was as it used to be. A friend in need, a fear to be dispelled, an enemy to fight. Twilight squeezed her eyes shut, and turned to face Mother. “There must be another way. I will not sacrifice her sanity.” There were lines Twilight would not cross. Whatever else she might be willing to do to save her world, she would not destroy her friends to do so.

Umbra merely arched an eyebrow at her, rubbing at her chin. “It will be difficult to sneak through her forces. Changelings have a unique way of sensing emotions, and for all of its power the Shadow cannot mask our true feelings. We would be discovered long before we reached Chrysalis.” She tilted her head to one side, a slow smile on her face. “However, if Fluttershy can get me close to the center of the swarm, I should be able to temporarily break Chrysalis’ control over her drones. That would leave her vulnerable enough for us to strike.”

Fluttershy herself had not stopped trembling, and Twilight felt the knot of worry in her belly grow ever larger. “Fluttershy… I know it’s unfair of me to ask…” Twilight hesitated over her words, wondering why she had been driven to this point. What did Chrysalis think she was going to achieve by refusing them? Did she think Twilight would simply give up and leave? Did she think Twilight was simply going to let her go, after everything she’d seen?

Somewhere deep inside, Twilight felt something snap. Some old connection to her life before, some limitation she’d placed on herself. “No… I won’t ask,” she half whispered, and stood. There came a time when one had to accept what one had to do, knowing that the world would never be the same for it…Fluttershy’s trembling stopped, and her gaze came up to stare at Twilight in something like surprise and shock. “Stay here, Fluttershy. Mother, protect her.” Twilight could only distantly hear her own voice, her steps taking her out of the room and past the strange new ponies that inhabited it.

She would not make Fluttershy pay anymore of the price that was her burden to bear. “Twilight?” Fluttershy’s voice came out of the cave, but she paid it no heed. Twilight called to the wild, uncontrolled magic that coiled and writhed at her center. Once upon a time, that magic had performed feats that no adult unicorn could possibly replicate. It had shattered a classroom in Canterlot with its force. And now, she would harness that strength with the Shadow, and bring an end to this madness… once and for all.

She took a deep breath and focused, calling to the power.

“Twilight, NO!”

Fluttershy’s voice shattered her focus, and Twilight looked up to see her go blazing past her at a speed she didn’t know the once pegasus was capable of. Her jaw dropped as Mother followed Fluttershy in hot pursuit. She could feel only shock… and her world was buffeted by massive winds as a cloud of butterfly winged ponies followed the one they called Queen…

Oh, sweet Goddess… Fluttershy’s trying to protect me.

The twelve crystalline clusters were carefully packed on a stolen Equestrian wagon while Chrysalis looked on. Made by pegasi, it had been designed to be carried through the skies in spite of its weight. It was fueled by pegasi magic, and fortunately she’d had a half dozen of broken pegasi on hoof to carry it. In the nearby cavern, her finest warrior broods were preparing for the long journey through the desert’s icy skies. Even now, her scouts reported a devastating storm thundering in from the east.

The Hive and all of its surrounding lands would be buried in ice and snow very, very soon. That the ancient structures of the Hive would need to be sacrificed was a blow Chrysalis hated like poison, but the scrolls and the information they contained had been utterly clear. The descriptions, spot on. The prophecy, frighteningly accurate. And the name of the one who had written those scrolls, who had foreseen these events… And what they had commanded her to do...

Madness. Insanity. Impossible. She could not… she WOULD not do that.

No, she would follow her own path, as was proper. The scrolls, the information they held, and that gem… They would be useful, if necessity dictated. But she would not bow to the commands of some ancient prophecy, no matter how frighteningly accurate it was. She was Queen here.

And then the outer defenses screamed in alarm, just long enough for her to slam shut the mental walls that protected her in times of war… and the warriors guarding the outer ring of defenses vanished. The agony was nearly enough to render her unconscious, and Chrysalis was driven to the floor in white pain. Her broods were on the edge of panicking, and it took every ounce of her not inconsiderable willpower to fight her way back to sense.

There was no more time. “Summon the royal guard,” she rasped out through her mind, and she clawed her way to the table where the glittering green gem lay. She had to choose between certain death and almost-certain death, for she would not bow or scrape to that creature. No matter what the cost might be to herself… or her hive.

Within moments, the swarm of the finest, hardest, most cunning and intelligent of her kind were on hoof. All of her best infiltrators, all of her best hunters and warriors, and a swarm of the most industrious of the drones. They were less than a quarter of what she once had called her own, but there was no time to gather more of them. Chunk after chunk of her children were being stolen from her… but she would not give that infernal unicorn the satisfaction of taking her.

Even if that meant giving the satisfaction to somepony else. She grasped the gem and growled out the ancient words of the Changeling tongue, and magic surged into the room around her.

Twilight Shadow stared into the screaming swarm of changelings as they fled through the caves, scattering to the four winds with a preternatural speed. And amidst the chaos, Fluttershy flew with an unnerving calmness. Invisible whips of power lashed out and snatched bunches of the flitting beasts out of the air, slamming them into the ground. It was terrifying.

It was glorious.

And then…

It came without warning. A massive wave of fiery green energy unmistakably that of Queen Chrysalis’ magic. Had she come to confront them directly? Had she come to finally face her judgement? Except… The energy passed through all of them harmlessly. Well. Not all of them… the swarming changelings plummeted out of the air around them in a massive cloud of wings and black chitin. Many fell down vents or other open shafts. Many others piled into the ground all around them, clutching at their heads and screaming in silent fear.

Fluttershy was gripping at her head, her eyes wide and frightened. “Where… Where did she go?! Why… Why would she do that!?” she half screamed at the changelings, her wings flaring out in fright. Twilight didn’t have to ask who she was… she only knew that if she did nothing, there would be no more hope to save Fluttershy’s sanity. And so once again, she called upon the Shadow and felt its dark warmth envelop her soul. She needed to silence these creatures… but it was far too late.

Fluttershy’s entire body tensed into a perfect arc, her wings spread wide behind her aglow with gold, purple and black energy. The power courescated all through the cave, pouring out of Fluttershy’s body in wave after wave. Her voice screamed out, and Twilight was driven to her knees by the power of her voice….

”I WON’T LET THEM DIE!”

Twilight swallowed and watched as more and more power, driven now by a lifetime of repressed emotion and pain poured out along the ground and flooded through the caves around them… but never once came close to Twilight. Mother settled down to the ground next to her, and she whispered in awe and wonder, “What have you created, my daughter?”

Twilight felt a sickness in her stomach as she spoke, unable to speak anything but the truth… no matter how much it hurt. “Something new,” she whispered, the warmth of Mother’s body against hers only partial proof against the sick darkness that boiled inside her. What she had done to Fluttershy to save the world… now, there was no telling how much of her friend would be left. And yet another part of her rejoiced in the rebirth of her friend, and her new beautiful and perfect form. No doubt her newfound power would make turning the world a far easier task, and the darkness deep in her soul licked its chops at the thought of making love to such a creature.

“Something beautiful,” she finished, knowing in her soul that she found the words to be true, even as the war of sickness and pleasure at the wonderful creature she had created roiled inside her. She curled up into Mother’s warmth, as she felt another part of her break and shatter against the rocks of her resolve. There was no choice now. She could not risk any of her other friends being so hurt.

She would have to take the fight to Celestia, and conquer Equestria… if she was ever to have a hope of saving it.