Silver was glad she'd snuck out of her shop with the mechanical claws. She clamped them down onto her abdomen and didn't budge from the static-like shock that magically attached it to her nerves. She'd lifted a small anvil with some strain back in the shop but she wasn't sure they could help her up the nearly branchless bark of the tree, but if there was a chance of getting Tiber out of there she was taking it. With as much force as she could muster, she buried the right claw up to the wrist into the tree. She put the left in higher up and planted her hoofs onto the tree and lifted herself off of the ground. She stuck to the tree without any obvious issue.

It was working, it was actually working! She pulled the right claw out and lifted it above the left and then dug it into the bark. Using both her legs and the arms, she pulled herself up a step and then repeated the process with the left claw. Slowly but surely, she started going up the dead tree. The sky above her was a dark gray; the dead branches looked black lightning spreading across the background of the sky. The air was getting colder as she got higher and the wind got stronger. Her rifle was still clenched tightly in her teeth as a branch loomed in front of her.

A hole big enough for a pony sat under the root of the branch with a dark green glow emanating from inside. Silver could feel the adrenaline pumping through her veins as her heart rate kept going up; not from exhaustion, but fear. She had no idea what she'd find on the inside of the dead tree, but she was certain it would either kill her or turn her into-

"Alright, this isn't helping." She thought to herself as she put her forelegs around the branch.

She peered into the hold and was amazed at what she saw. Wall upon wall were covered in shelves of books. Some looked scorched while others were covered in dust and cobwebs. Silver swung her hindlegs into the hole and took her rifle out of her mouth with her left hoof. She slowly took her other foreleg off of the branch and let her claws take her weight. She was amazed that they were holding her up as well as they were.

With a bit more strain, she pulled herself through the hole in the tree and down the wall. As soon as her hoofs hit the floor, she stopped cold. She didn't know what to expect to begin with, but what she saw made her blood freeze in her veins. A green and black cocoon looking object sat right in front of her. The green was the dominate color while the black was more like webbing across the surface on four sides. Inside, the glowing form of a pony floated in a thick liquid that held them in place.

Their coat was pitch black, insect like wings were just starting to form, the mane and tail had turned into an oily fish-like thing and the horn was hardly misshapen. This wasn't some small foul neither, it was a fully grown stallion inside the cocoon. Silver Bit felt the old foul temptation to poke it and see what happened but the more logical side of her told her to get a move on ASAP. She shimmied past the cocoon and followed the book shelves on her right wall. to the left was a dead drop several stories down.

She was too high up to see clearly but she could see several changelings buzzing back and forth. She still wasn't sure she could do this, she was tempted to just turn and jump back out the window and leave everything behind her but that wasn't going to happen anytime soon. Praise Faust that she found a stair case. Though it didn't look sturdy, it was a way down. Silver peered over the railing and could see the spiral staircase leading almost all the way down to the ground floor. There were several holes and rotted portions that were completely impassable unless you could teleport or fly. And seeing as how changelings could do both, she could see why this wasn't an issue.

Those spots were also out in the open. True, she wasn't well hidden as it was anyways, but she was hoping that nopony would see her as she started to make her way down. Silver creeped down the stairs as the quiet, high pitched, screeching echoed throughout the tree. The sound was completely unnerving and horrendous. It was like a white noise machine that mimicked the sounds of crying fouls, nails on glass and chalk boards at the same time and that sound when you move your straw in a fast food cup all rolled into one. It made her ears hurt and her head throb.

It only got worse the further down she went. She was only half way down the stairs and she was ready to pass out from the headache the sound was causing.

"Quiet my children." A mare said calmly. Her voice sounded like it was being run through a water filter as she spoke. "Quiet now. I understand you are all hungry but we only have but so much to give. We shall be well fed soon enough."

Silver crouched low and peaked through a hole in the railing. Silver was appalled at what she saw. A tall, highly deformed mare stood in the center of the main lobby. Her mane was the same as a normal changeling only much longer. Her eyes were green and sharp as knives; it was as though she could look through Silver without even trying. Her horn was about as long as one of the Princess' but looked like it had been drilled through and bent in every way possible to try and make it straight again.

"In the coming weeks," she continued. "We shall finally have our grip on this land. Ponies shall quiver in fear of our army and that fear will fuel us. With Cadence in the Crystal Empire now, Canterlot is wide open for attack."

"Canterlot?" Silver whispered to herself.

She instantly regretted even making a noise as the tall changeling's head snapped to where she was hiding. Silver's heart jumped into her throat and she started back up the stairs as fast as she could.

"Dinner has arrived my children." the tall changeling said.

Right after that, Silver felt her body become weightless as she slowly came to a stop while still trying to run. Silver reeled around and took aim at the tall changeling.

"Out me down or eat lead!" Silver shouted trying to sound intimidating.

"Oh? Go ahead."

Silver didn't hesitated to pull the trigger. The sound of the gun shot bounced off of the walls of the tree as the musket ball left the end of the barrel. After it left the muzzle, it went with a green aura trail instead of the usual trail of smoke. The musket ball quickly came to a stop; like it had been shot into a pool of water as it floated down to the floor two stories bellow.

"Did you really aspect that to work you little foul?" the tall changeling said with a grin. "You are in my domain now. I must say it is a surprise that our dinner would come every so willingly."

"Let me go!" Silver shouted as the changeling lowered her down to the floor.

"I can feel your fear. It's simply divine."

"Let me go and tell me what you did with Tiber!"

"Tiber? You mean…" she stepped aside to show Tiber being held by his legs in the black web with several bruises and bite marks across his body. "Him?"

"Let him go! Or-"

"Or what? You'll shoot me again?"

"That's-" Silver reached back into her saddle bags to grab another shot, but found that she couldn't find any rolls of ammo.

"Well what do you know? No more bullets."

Silver turned back to face the creature standing before her. "Who are you?"

"I am Queen Chrysalis, and these are my children." She said waving a hoof around the room.

Silver Bit could feel the adrenaline pumping through her veins as she saw the changelings approaching from all sides.

"You see, thanks to Celestia, we've been nearly starved for food. And I'm sure little Cutler told you of our form of sustenance?"

Silver nodded still not being able to move. "Then I'm sure you know what comes next."

"Not a chance."

"Oh really? I can-"

"I know. Feel my fear. But that won't stop me. Fear is powerful, but it all depends on how you control it. So what if I'm afraid? That doesn't mean I can't kick your royal ass."

"Is that so? Well then, I suppose you wouldn't mind if I asked your little friend how he feels?"

Chrysalis walked over to Tiber and removed his restraints. He fell limply into a field of magic and she levitated him out in front of her.

"He means something to you doesn't he? You've come this far for something."

"Let him go and you can have me."

"Deal."

"Silver… Don-"

Tiber was cut off by his neck turning one hundred and eighty degrees with a sickening snap. If his body was limp before, it was wet spaghetti now. Silver Bit's heart stopped as Chrysalis dropped his lifeless body to the floor. She felt the weight of the magic holding her down leave and she ran to him with the musket still clutched in her left hoof. She leaned on the barrel of the rifle as she knelt down next to him with tears in her eyes. She held back as much sobbing that she could as every emotion she could think surged through her. Sadness, fear, dread, anger, hate; all of it at once.

"Do you still think you can control your emotions? I must say they are delightful."

"Y-You whore. I'll-fucking-end you!" Silver jumped up holding her musket by the barrel and swung it like a club right at Chrysalis' neck.

She wasn't expecting such a strong reaction from Silver; she didn't have time to dodge. The stock slammed into her neck. Chrysalis cried out and every changeling lunged in her direction. Silver wheeled around and homeruned the closest changing. Another changeling tackled her from behind just before she could swing again. She struggled to turn over and knock her attacker off but was completely pined, that didn't stop her.

There was a sudden clap of thunder that sounded like it came from right next to her and the weight of her attacked vanished with only a static feeling in the air.

"Captain. I would say it was a pleasure but I'm afraid I have to run." Chrysalis said.

Silver picked her head up and saw Chrysalis break down the side of the tree and bolt. As soon as she did so, the entire tree started to shake. Looking up, she could see the other changelings doing the same. Silver got to two legs and would have gone after Chrysalis if a dark blue aura enveloped her and pulled her out.

"No time!" a somewhat familiar stallion's voice shouted as she was pulled to the door. "This whole place is coming down!"

Silver struggled against the telekinetic hold of the Captain as the hole that Chrysalis went through got further and further away. The rest was a blur of rotten wood and dark colored ponies as the whole tree collapsed on itself.