“Hm?” One of Twilight’s ears perked. She peered back through the tunnel, nose scrunched up.

“Twi? What’s up?” Applejack asked, peering over her shoulder back at her friend.

“I dunno,” Twilight replied, eyebrows hunched in thought. “I could swear someone was screaming my name in a clichéd yet semi-ironic manner.”

AJ’s eyebrows joined Twilight’s in a scrunched-up look, though this was more in worry than in thought. “Uh…come again?”

“I don’t know,” Twilight sighed, pounding on her head. “I’ve been hanging around Pinkie a lot, and I think some of her…Pinkieness is rubbing off.”

“Ah,” AJ nodded sagely.

“Uh, guys?” Rainbow said, swooping in over their heads. “Couldja keep up? I mean, usually I’d get it, but today, it’s kinda important that you do.”

“Well, pardon me for trying to maintain something of a lady-like posture in the depths of barbarism,” Rarity replied as she trotted out of the low tunnel, brushing a few flecks of dirt from her otherwise impeccable mane. When she stepped out into the alleyway just outside their little tunnel, she nearly stumbled into a mud-filled puddle, only to pause once and clear her throat, hoof still hovering over the filthy water’s surface. Immediately, a pair of crystal stallions materialized at her side, one of whom laid a frilly doily across the puddle’s surface while the other braced his back against her hoof, supporting it. Both stallions wore goofy grins on their faces before slinking away and bowing.

“Thank you, gentlestallions,” Rarity said before trotting along.

“You’re welcome, Miss Rarity,” the pair echoed.

“Da-gum, Rares, you got those stallions trained better’n them Crystal Guardsponies,” Applejack mused as the alabaster unicorn trotted by.

“Well, sometimes all a stallion needs is a lady’s touch,” she replied with a sultry little toss of her mane. Behind them, the last of the ponies from the tavern slunk out of the secret exit, another crystal stallion sliding a dumpster back over the hole, covering it completely.

“That’s quite the effective little escape hatch,” Twilight mused.

“Yeah,” the barkeep said. “The rebels built it during Sombra’s reign. Had it installed in case they needed a quick getaway, seein’ how they liked to use my tavern t’meet all the time.”

“Rebels?”

“Oh yeah,” the barkeep winked. “What, you didn’t think we all bowed our heads and submitted to that tyrant, didja?”

“Much as I’d love to hang out for a little history lesson,” Rainbow interrupted, dropping in between the pair. “We should really keep moving. It won’t be long before one of those bugs stumbles over the tunnel.”

As if to drive her point home, a group of changelings buzzed by over their heads, wings beating at the air. The small group held their breaths, but these changelings were apparently heading someplace else, their eyes focused straight ahead as they sailed right over the ponies.

The group let out a collective sigh of relief. “Changelings,” Twilight whimpered. “I can’t believe we have to suffer through this again.”

“The question is,” Applejack added. “What happens now?”

The entire group looked at each other, uncomfortably shifting on their hooves. Nopony had an answer. “Well,” Dash said. “I suppose we could…”

“SOMEPONY HELP ME!” The cry shattered any calm that had settled in the little alleyway like a brick through a plate glass window. The ponies all eyed one another worriedly, until Rainbow Dash grimaced and landed at the alleyway’s opening, trotting towards the source of the shout.

“Rainbow, wait!” Twilight said, reaching out to her friend.

“No way, Twi. We’re the Elements of Harmony! We’re supposed to help ponies in trouble, no ifs, ands, or buts!”

“Buh-but…”

“You really think that’d be best, lady?” The barkeep asked. “I mean, I’m all for helpin’ somepony in need, but we’re kinda in pretty deep here.”

Rainbow glared back at her friend, then at the barkeep. “No ifs. Ands. Or buts.” She asserted.

Applejack rolled her eyes and trotted up next to her friend. “C’mon y’all, y’know there’s no talkin’ her outta somethin’ when she’s got her head set on it.”

Twilight took a few steps back, and sighed, resigning herself to Applejack’s pure, simple logic. Once Rainbow Dash had her mind set on a goal, pulling her away from it was harder than…well, defending the Crystal Empire from a changeling invasion, apparently. “Okay, we’re going to save whoever that was, fine. But I think Rainbow and I should be the only ones to go.”

The other mares’ jaws dropped.

“Heck no!” AJ barked.

“Darling, you can’t be serious!” Rarity yelled.

“Good enough fer me,” the crystal stallions echoed, already making for the deepest, darkest corner in the alleyway.

Rarity seized each stallion by the ear and dragged them back to the small group of mares. “Twilight, you must know I simply cannot allow you to head out there alone! And I’m sure the boys here would love to lend a helping hoof. Isn’t that right, boys?”

“Well, see,” said one stallion, struggling to free his ear from the mare’s grip. “I would, but I got this limp from an old football injury, so…”

“Yeah, and I’m allergic to having all the love sucked out of my soul,” another chimed in.

“I’m lactose intolerant!”

“I-I always thought of myself as more a lover than a fighter anyway…”

“I have an overactive bladder.”

Stomping her hoof, Rarity turned on the small group and pressed her muzzle right against a random stallion’s nose, glaring into his eyes with flames crackling behind her pupils. ”Right!?”

The stallion swallowed. “I…I suppose I can try to stay off the hoof…”

“I guess getting the love sucked right out of your soul doesn’t sound like it would hurt that much, if you don’t think too hard about it…” the second chimed.

“What’re the odds they’ve got dairy-based attacks on them, anyway?”

“I guess I can always learn to love fighting…”

“I peed a little.”

“Rarity, Applejack, it’s great that you’re so concerned,” Twilight said reassuringly, squeezing each of her friend's shoulders and dragging them away before they could undermine their newfound friends’ stallionhoods completely. “But I really think a small group has the best chance at slipping away if things get too rough out there, and me and Rainbow would be the best at pulling off that escape.”

“Now just what’n the hay makes ya say that!?”

“Well, Rainbow is faster in the sky than you are on ground, Applejack,” Twilight said apologetically, squeezing her friends’ shoulders just a mite harder. “And Rarity, do you really have as much experience with teleportation spells as I do?”

The two mares stammered at that, trying to find some way to argue their friend down, but it was hopeless. Twilight was just too purely logical for them to find a hole in what she had said. Applejack and Rarity sighed. “Ah hate t’agree with ya, Twi, especially when it comes t’admitting Rainbow’s better’n me at somethin’.”

She noticed Rainbow’s mouth opening out the corner of her eye. ”Which don’t happen often!” The country pony hissed, glaring at her friend. Rainbow’s mouth shut again and formed into a haughty little smile.

“Well Twilight, you certainly know how to argue a mare down,” Rarity sighed.

Giving her friends one last squeeze and a hug, Twilight smiled and stepped away. “We’ll be fine, you’ll see.”

“C’mon, you’re talking about Equestria’s fastest pegasus and its most powerful unicorn here,” Rainbow grinned, giving Applejack a good punch to the shoulder and Rarity one last hug before trotting up to Twilight’s side. “What could possibly go…”

Twilight stuffed a hoof in her mouth before she could finish her sentence. “Really? After the hundreds of times things have fallen to pieces right after you said that, you’re seriously going to say it again?”

Rainbow Dash rolled her eyes and spat the hoof out. “Let’s just get going, Twi, Equestria isn’t gonna save itself.”

“Although Celestia knows that would be a nice change,” Twilight mused, nodding to her friend as they quietly slunk around a corner and out of the other ponies’ sight.

--------------------------------------------------------------------------------------------

Almost from the day they met at Rarity’s boutique, Petalgrown and Sprinkleshine had been the best of friends. Two years of sleepovers, lunch soirees, Pinkie parties, Friday Night Pizzas (half-cheese, half-daffodils, thank you very much) and narrowly avoiding certain doom at the hands/claws of the numerous creatures that liked to make Ponyville their stomping ground had served to solidify that bond. In fact, there were times when Petalgrown thought Sprinkles might want to make that bond into something more, but every single flirtatious flick of the tail, half-lidded stare over a shared milkshake, or invitation to the nearest spa was either ignored, or lost somewhere in translation.

At one point, Petalgrown had gone so far as to arrange a picnic just before sunset on Lover’s Hill. Surely, not even Sprinkles’ inherent obliviousness could overlook that. Oh, how wrong she’d been. There they were, resting on the side of a hill, a basket with a few glasses of wine between them, the sun disappearing just over the crest. Petals had looked at Sprinkles, and Sprinkles looked back. Both eyes went half-lidded. Somewhere far away, the violin music kicked into a higher tempo to indicate a huge turning point in their relationship.

And then Sprinkleshine had grabbed a tuna sandwich and shoved it in her friend’s mouth, claiming she had “looked hungry.”

Nonetheless, Petalgrown was a determined mare, and so when Rarity off-hoofedly mentioned a coming vacation to the Crystal Empire with her friends while working on an ever-so-revealing dress for some social soiree or another, Petalgrown had leapt on the idea like a lioness on a gazelle. She had bought the tickets north, booked a room at a hotel (with one king-sized bed, of course), and planned a romantic evening out to the Empire’s best tourist spots and fancy-pants restaurants for every night of the week she had planned there before even asking her friend if she had a week free to head to the Crystal Empire. In hindsight, she might have jumped the gun a little bit there. In any case, Sprinkles had replied with a passive “sure, why not,” and off they went in Petal’s last-ditch attempt at ever having more than a pleasant friendship with the other mare. This had to work, it just had to! An empire of crystals? In the middle of a sunny tundra? With romantic scenes and photo-worthy sights at just about every corner? How could Sprinkles possibly resist! There was no way it could fail!

So of course, this was when fate had decided to drop a changeling invasion down on her head.

“Why me?” She lamented once the first black bodies crashed into the cobblestone just outside the hotel’s lobby. “Why does this always happen to me!?”

“That’s a bit selfish there, dontcha think, Petals!?” Sprinkleshine chimed as the pair hurried out of the lobby, the sound of crashing glass just behind their hooves, followed by that hideous hissing. Pounding through the metal door leading into the stairwell, the friends stomped up the stairs to their room in a wild panic just as a green bolt lit up the wall behind them. Dragging her friend along, Sprinkleshine blew through the door to the second floor and slammed it shut behind her.

“I-I mean, this is happening to me too!” She panted.

“I know, Sprinkles,” Petalgrown rolled her chartreuse eyes and checked on the singed hairs in her curly, red mane. “It’s just that I really wanted this vacation to be something…special for us, y’know!?”

Sprinkleshine turned to her friend, her goldenrod eyes shimmering. “I think I do.”

Petalgrown’s heart soared with hope, if only to take a break from beating in sheer, adrenaline-fueled terror. “You do!?”

“Yeah,” Sprinkleshine smiled. “I was hoping it could be a nice, relaxing week with my best friend in the whole wide world!”

“Ah,” Petalgrown deadpanned and leaned against one of the room doors. “I guess that’s all I was hoping for too.” Yup. All hope was lost. She was going to die alone, and judging by the changelings shooting around outside, that would be much sooner than she’d ever thought.

“Hey, look on the plus side, Petals! I think we’re safe now!” Sprinkleshine beamed.

Petalgrown face-hoofed, and Sprinkles frowned. “What’s wrong?”

“As if things couldn’t get much worse, you have to go and tempt fate like that?”

“Petals,” Sprinkleshine smiled and shook her head. “You don’t honestly believe in that superstition, do you?”

As if to argue Petalgrown’s point, the window at the end of the hallway suddenly exploded inward, a tall, lanky changeling landing just inside, facing the mares. “Forgot changelings could fly, did we, little ponies?” He hissed.

Petalgrown glared at her friend. “Oh hush, this proves nothing,” Sprinkleshine replied as she reared back and bucked her way through one of the hotel room doors, hurrying inside with Petalgrown right on her hooves. Of course, bucking a door in immediately presented the problem of sealing it again once they were through, but Sprinkles seemed to have it covered once she slammed the door shut in the changeling’s face and braced herself against the frame.

“Come out now and make it easy on yourselves!” The changeling screamed in between slamming himself against the door, the wood splintering with each fresh blow. “We control the city as it is!”

“Gosh, I can’t believe you did it again!” Petalgrown grumbled.

“Did what again?”

“Told me I was being crazy and delusional!” She pointed an accusatory hoof at the other mare. “That’s the exact same thing you said when I told you the changelings were probably preparing another attack somewhere, and you didn’t believe me! You always do that, Sprinkles! You dismiss everything I say just because it sounds weird!”

The changeling bashed his head right through the door, his fangs snapping just short of closing around Sprinkle’s throat, who threw herself against it as hard as she could. “Now? You seriously want to do this now!?”

“Yes! Or, no, it’s…I don’t know!” Petalgrown rubbed her head, her eyes clenching shut. “It’s wrong, it’s all going wrong now!”

“Hey, stay with me Petals!” The other mare shouted, her form trembling against each fresh hit. “We’re gonna get through this, and we’re gonna do it together, alright? But I need you to stay focused!”

Petals’ eyes opened, her confusion draining away. All at once, her mind transformed itself into a sharpened razor of clarity, allowing her to sit up and gaze at her friend. Funny, that always seemed to happen around her: just last week, the mare had shown up on Sprinkle’s doorstep in tears, the dress she had picked up from Rarity’s less than a month before in tatters, victim to a horrifying incident involving Pinkie’s pet alligator, an overzealous filly on a scooter, and a rubber chicken. Yet it only took a few moments of comfort and a couple reassurances from the other mare that Miss Rarity would only be too happy to fix it up good as new for her (“She’s the Element of Generosity, remember, Petals? I mean, come on!”) to lay all her fears to rest and replace her calm. What other pony could do that besides Sprinkleshine the pony? Never mind the way Petals shivered right before the feeling of calm materialized, so long as Sprinkleshine was there, Petalgrown could get through anything.

“And-and I need you, Sprinkles,” Petalgrown whispered.

The other mare’s ears perked up. “Wha-what was that?”

Swallowing her fear, the mare on the ground glared up at her friend. Now may not have been the best time for a confession of love, but darnit, this was probably going to be her last chance! Standing up, Petalgrown trotted right up to Sprinkles and gazed into her eyes. “I said: Sprinkleshine, I-“

Just then, the bay windows on the other side of the room crashed open, two changelings buzzing in with their fangs bared. One perched itself atop the quaint oak cabinet set aside for guests’ clothes, the other slamming onto the Queen-sized mattress, his hooves muddying the plain, cotton comforter.

“Of course,” Petalgrown groaned. “Of course I can’t even get that!”

“You’ve given us quite a bit of trouble, ponies,” the changeling on the bed hissed. “Time to give up now.”

“Over my dead…” Sprinkleshine started, only to be silenced by a green bolt of energy.

“Sprinkles!” Petalgrown gasped as her friend dropped to the floor, eyes rolling up. Sobbing, Petalgrown cradled her friend’s head in her lap as the changelings advanced, the door finally giving way and collapsing against the one in the hallway’s attacks.

“No, no, please,” the mare gasped as Sprinkleshine’s tongue lolled out, her eyes still looking dead and cold as they slowly slid shut. The panic came roaring back like a tidal wave, sweeping Petalgrown up in its grasp once again as the changelings closed in. The room seemed to spin, the air suddenly growing unbearably stuffy and hot despite the gaping window. Petalgrown gripped her friend as hard as she could. “Please, please, SOMEPONY HELP!”

The changeling on the bed flittered next to her. “Enough!” He barked, knocking her to the ground with a punch to the jaw. Petalgrown coughed as the changeling started barking orders: “Lieutenant! Secure the mares!”

“Yes, sir!” The changeling on the cabinet flittered over to Petalgrown and secured her hooves as she gazed woozily around, the room sliding in and out of darkness. As the first spurts of goo emanated from the changeling’s horn, she suddenly bolted upright and tried to run away, her mind consumed with panic, only to trip over the bindings on her forehooves.

“Silly pony,” the changelings’ apparent leader snickered as the soldier from the hallway set to work securing Sprinkleshine. “We’ve already won this battle. You and your kin belong to us now.”

Petalgrown looked over to Sprinkles’ unconscious body as she was hauled up by her hooves, suspended upside-down in mid-air as her mouth was gagged shut with another spurt of goo. “Nuh-noo,” she whimpered as a similar gag was placed over her mouth.

“Uh, commander?” The changeling near her friend said, the chitin over one of his eyes raised in confusion.

“Yes, private, what is it?”

“There’s something…off about this pony,” the soldier replied, studying Sprinkleshine like a scientist finding some new sub-species of monarch butterfly.

“Off?”

“Can’t quite put my hoof on it,” the changeling leaned in close to Sprinkleshine’s face, their noses nearly touching. Ignoring Petalgrown’s muffled demands to leave her alone; he looked into the mare’s face, turning it over in his hooves. “Something about her emotions, though, it’s just not quite…”

Suddenly, a purple flash lit up the entire room, blinding everyone. Once the spots left her eyes, Petalgrown gazed up at the familiar face of the town librarian, standing triumphantly on the bed. “Leave those ponies alone!” The lavender unicorn barked, unleashing a flurry of wild bolts from her horn. Regaining their marbles, the changelings replied with a few barely-aimed bolts of their own, which she dodged effortlessly, tucking and rolling on the other side of the bed like a gymnast.

“Keep ‘er pinned!” The commander screamed. “Don’t let up! Keep her…”

A bolt of rainbow burst through the shattered remnants of the window, knocking the changelings off their hooves. Before any could recover, the town’s Wonderbolt-in-training smashed her hooves into each of their faces, back-flipping off the commander’s head to bring her hooves down on the lieutenant’s, finishing off with a spinning hoof kick to the private’s jaw.

“RAINPHOW! TIYIGHT!” Petalgrown gasped.

“Hmm? Oh, Petalgrown!” Rainbow Dash said delightedly as Twilight walked out from behind the bed and peeled the gag off, checking their fellow Ponyvillean over. “Fancy meetin’ you here!”

“Celestia above, I am so happy to see you!” Petalgrown gushed. “Who knows what they were gonna do to us!?”

“Prolly drag you off and drain the love right out of your heart,” Rainbow shrugged.

“Rainbow, a bit of sensitivity, please!” Twilight glared at her friend, before turning back to the mare bound on the floor. “Now, just hold steady, we should have you free in no time…”

“HEY! What’s goin’ on up there!?” A changeling’s multi-layered voice barked up the stairwell.

“Oh good, because it looks like no time is just what we have!” Petalgrown groaned.

“Sweet Celestia…okay…” calming herself, Twilight focused her magic on the bonds around Petalgrown’s forehooves, a beam of light washing around them. They glowed warmly, but didn’t budge.

“T-Twilight?” Petalgrown asked fearfully.

“I’m trying, but…it’s resisting me…” the mare gasped.

Gazing at the shattered door worriedly, Rainbow set to work trying to chew Sprinkleshine’s bonds off, bracing her hooves against the trapped mare’s shoulders as she pulled, but to no avail. “Yeah, Twi? This isn’t working.”

“The bonds must have an inherent sturdiness against anyone but a changeling trying to remove them!” Twilight gasped. “Fascinating…”

“Whoever’s up there, we’re coming up!” The voice returned, hissing up the stairs.

“Can we continue the science experiment somewhere else, poindexter? This whole floor’s gonna be crawling with changelings in no time.” Rainbow said, shifting uneasily from hoof to hoof, trying not to look as nervous as she felt.

“Okay, okay, um…” Twilight bit her lip. “Well, I could try something I’ve been working on, but it hasn’t been tested yet…”

“Whoever you are, you’re in a lot of trouble!” The voice came again, joined by a few sets of hooves clopping up the stairs. “Just give up now!”

“Whatever it is, just do it, Twi!” Rainbow gasped.

“Okay…” closing her eyes, Twilight focused her magic into her horn, little bolts of static crackling off it. The air in the room seemed to charge up, making everypony’s fur stand on end as Twilight opened her eyes, revealing big, white portals of pure power. With a loud thud, a ball of pure, white energy burst from her horn, washing over everyone in the room.

“What’s…GWAH!” The voice came back again before falling oddly silent as the well of energy echoed throughout the entire building.

Her horn smoking, Twilight opened her eyes again. “Well, glad to see that worked out,” she said with a little smile.

Rainbow blinked the spots from her eyes, then looked at the bed and gasped. “Twilight…”

“I know, pretty powerful, right? I based it off of Shining Armor and Cadence’s love magic: you know, what they used to repel the changelings in Canterlot?”

“Twilight…” Rainbow repeated.

“Still, tweaking it to knock changelings unconscious was no easy task, but I think the results speak for…”

“TWILIGHT!”

“What?” The lavender unicorn looked at her friend and finally realized she wasn’t the one Rainbow was gaping at. Eyes wide in horror, mouth agape, the pegasus raised a hoof and pointed behind the unicorn. A chill running up her spine, Twilight finally turned to see what all the fuss was about.

A changeling lay in the spot where Sprinkleshine had been, still unconscious, chest slowly rising and falling. The changeling was obviously female, with long eyelashes beneath her black, chitin-covered eyelids and a little fin that poked up between her ragged ears. Her mouth dropped open, revealing a pair of nubby, rather unthreatening fangs. Petalgrown looked at the unconscious figure in absolute horror, her pupils occupying nearly the entirety of her eyes.

“Oh…my…” Twilight managed to croak.

“Sp-Sprinkles…” Petalgrown gasped.

Snapping out of her stupor, Twilight gripped the mare. “We need to go now; that spell won’t keep those changelings down forever.”

Petalgrown gave her a haunted look, her head slowly swiveling to look at the lavender unicorn. “W-we need to bring her along,” she rasped.

“That’s…” Twilight sighed, biting her lip. “…risky.”

“I don’t care! She’s the only one who knows where the real Sprinkles is!” Petals screeched, her voice edging on hysterics. “Right now, the real Sprinkleshine is scared and alone and probably locked up somewhere, and this thing is the only one who knows where!”

Twilight and Rainbow Dash shared uneasy looks, Rainbow shrugging helplessly. “I still don’t think…”

“Please,” Petalgrown gasped, her jaw working up and down as she hunted for something else to say, only to come up empty. So she just looked hopelessly at the changeling laid out on the floor and repeated herself: “Please…”

“I-uh…ah…” Twilight massaged her temples with the tips of her hooves. I’m going to say yes, aren’t I? She sighed. It was utterly inevitable, really. Petalgrown was right: this changeling was their best shot at saving an innocent pony from the clutches of the enemy, and as somepony who’d just risked her life rushing into an enemy-occupied hotel to save a total stranger, it would be hypocritical of her to ignore that. “Okay, we need to move fast.”

“We can use the bedsheets to keep it tied,” Rainbow shrugged.

Moving frantically, Petalgrown descended on the bed and tore the sheets off in her teeth, twirling them together to form a short length of rope, her breath coming in short gasps. Twilight easily looped the makeshift bindings through the holes on each of the changeling's legs, knotting it before securing the prisoner's muzzle shut with a twisted pillowcase.

"Okay," Rainbow said, tossing the changeling over her back. "We good?"

"Huh-whoever's up there...we're gonna..." that hissing, multi-layered voice appeared again.

"We're good," Twilight said, gathering the other ponies close around her as her horn flickered with another teleportation spell, filling the room with a blinding light before the three mares all vanished, along with their changeling prisoner.