Author's Notes:

Things begin to get a little darker in this chapter, just warning you guys...

And apologizing for the grammar issues. I've wanted to get this out.

Twilight and Princess Celestia were very concerned. The look on Tox's face wasn't a happy face, especially after finding out that his allies that he brought with him attracted unwanted attention, and thought they all could take down equines that they had never met.

"You have got to be kidding me! Why did you attack them!?" Toxigo growled.

"They were staring us like we were weird." Indigo argued.

"We were acting weird, we all kept walking on our hind legs like humans." Sugarcoat bluntly stated. "We did get one green pony smiling at us like crazy. I'm pretty sure we made her day."

"Still, you attacked them!? Why!? Actually, no, I don't care anymore, I'm just gonna say it. You cannot attack civilians in other dimensions who have lived in their environment a lot longer than you! I can't believe I have to tell you this, but I really shouldn't. Imagine what would happen if you did that to the enemy, they would immediately find out we're here, take you, and strike an attack! It's bad enough I let Shimmercakes get taken along with everyone else, but I can't let anyone else be kidnapped because that will only escalate our problems even more. GOT IT!?"

The five Shadowbolts in pony forms with their heads down in shame all gave slow nods along with face expressions showing they were clearly terrified of him.

"Good. Now come on, we've got to make a ship, and we got to get moving."

Soon the giant group started to get moving, but the Shadowbolts stayed in the back, far from Tox worried they would make him mad again, and everyone could tell they were sad and ashamed about what they did. Flash having concerns for Tox, galloped ahead and trotted next to Tox. "Hey dude, you alright?"

"No I'm not Flash, I'm stressed out of my mind. Its bad enough that Sunset or the others aren't here, but our situation is worse. Queen Chrysalis probably has enough power to basically obliterate me, its my fault her getting this much power to begin with, and on top of that, I basically lied to everyone about what I really am, and I'm afraid of losing everyone I love! I... I..."

"Dude. Its alright. I know how you feel actually." Flash said in a calm voice.

"You do?" Tox asked raising one brow of his red eye, while also wiping one tear away.

"Yeah, I do. I've been under lots of stress before. Like back in the Battle of the Bands, I honestly thought it was my fault that we didn't win the competition. I thought that it was all of my fault for us not winning, and from there my friends go mad at me for it, and they even yelled at me when we were trying to figure what song to play so we could win. I got so stressed out that even there I wanted to just quit, and not be their friends anymore. And when you said that you were stressed out over the situation, you got me thinking of back when we were back on Earth. So, yeah, I understand how you feel. But I can tell you this, it gets better. Soon, you'll be able to resolve all of those issues, and you'll be back with your friends before you even know it. And don't worry about being stressed. I'm positive that you will do great. And we will win this."

Tox gave a smile to Flash and gave a nod. "Thanks Flash. Your wisdom is admirable. I appreciate your support, and I'm glad you understand what it means being in my hooves."

"I understand that, more than you know it. And I can personally guarantee you, that Queen's gonna get more punches by me than she will on you."

Toxigo just simply smiled at his friend's remark. His compassion was very admirable.

The group eventually found a stopping point in the center of town where they had addressed to all of the civilians in Ponyville to just stay in town and do not go to Canterlot until they handled the situation, luckily they had several royal guards to stay in Ponyville in ever a case that the changelings would invade. But as the giant group stood together, Tox gave them the plan on what they would have to do.

"Alright, here is the plan. We're going to create a giant ship using all of our brains and wits, magic, technology, hard work, blood, sweat, and gears. After we make the ship, we'll park near the Changeling hive, go inside and try to get our friends out, and we're only going for just that. Nothing else, we don't need any of those bugs chasing after us. But there are chances they probably will have found their way back here, so I strongly suggest everyone put all of their strength and wits into it. I thank you all for the support you've given me, and all the help I can get."

Everyone gave smile and nods in response to his speech. Until Indigo raised a hoof.

"Um... two questions? One how are going to make a ship, and two how can any of us help if we're horses?" Indigo asked.

Toxigo face-hooved in annoyance. "Alright, look. I have planned for that--"

"Yet you didn't plan for how we'd land?" Sugarcoat asked.

"Look! The way I see it, there are two options. One, we use the Alicorn Amulet to transform you back into your human forms which will make me entirely useless considering it's corrupting me, both mentally and physically, or we work on making this ship while you're still horses, and I turn you back when we're done."

The girls and Flash pondered his offers, and Echo spoke up.

"Probability dictates that we'll need your help in technological services." Echo replied.

Toxigo then nodded to Echo and then looked at the rest of the group. "Never mind its been settled. Now, if we're going to stop them, we better load up. We've got a long journey ahead of us."

The blueprints were rolled out, the tools were laid out on a table, and construction outfits were put on. The group began to start building the ship, and Toxigo began instructing them.

"Twilight, you and Flash are on turbos! Indy, you and I are on decks! Lemon and Sugarcoat, you're on support beams! Sunny and Sour, you two are on sails! Celestia... I don't even know what to have you do. Just stand and watch pretty, I guess, I don't know, I don't order high royalty around." Toxigo ordered.

Five Minutes Later...

"Are you freaking kidding me?" Indigo said. "You're expecting me to pick up a hammer with my bare hooves? How can I pick it up if I don't have any fingers to freaking grab it!?"

"That's easy." Toxigo said.

Toxigo moved his hoof over the hammer, touched it, and then somehow got a grip onto it and picked it up, making Indigo's jaw drop.

"Okay... bullshit! You didn't just do that!" Indigo yelled.

"Yeah I did." Toxigo smirked. He was feeling pretty good right now.

"But.... how!?"

"I'm not telling you. What's the fun in that?" Toxigo huffed as he trotted off. Until he came back to speak again. "That's a little something I learned from Pinkie Pie."

The group started getting material together to start creating a giant boat. Many parts stood about like metal, wood, chemicals, nails, and much more. Toxigo even pulled out from his saddle bags, several amounts of blueprints to help them get an idea on what ship for them to make.

"Okay, I got several ideas I wanted to use. I wanted to create a ship with turbo engines so that would get us there faster, and I've got enough material with us to help create working engines. We just need to get them made."

Echo got to work on assembling the engines, all the while everyone else continued to assemble the rest of the ship which was starting to look like a work of art.

4 Long Hard Working Hours (With Magic) Later

Everyone looked up to see their masterpiece had been finished. The ship was now complete and ready to go. On it, there were several turbo engines at the back of it to speed up, and some near the front to help assist it off the ground. The outside exterior was all designed in the same art style that was Toxigo's dojo home on Earth, there were anchors hanging off the side, a ladder to climb up on, and giant sails to keep it sailing in the sky. And sentry light cannons were mounted on the sides of the ship so they could run on their own without any pony or human to need to stand behind to control it. There was also a dragon shaped head near the front

"Okay. Shadowbolts, Flash, Echo. Get ready. I'm gonna see if this will work." Toxigo said.

The 7 of them got ready and stood on their hooves in front of Toxigo. His eye illuminated menacing red once again, the amulet glowed once more. Soon the 8 of them began glowing from the outside, and in one puff of smoke... they were humans, once again.

The girls eyes opened to look around them, and found they were roughly the same size as the ponies next to them.

"Oh, they're so adorable!" Sour said. "If you don't count the real life horse smell."

"Can we please forget about that? I didn't like walking around naked, its just so... it didn't feel right." Sunny said.

"Well, we've got our clothes back on, that's good isn't it?" Lemon asked.

The girls all replied 'yes' and nods in agreement. Only one slight problem...

Indigo turned her head to look at Toxigo who was crouched on the ground, with the Alicorn Amulet lying in front of him, and he was wheezing in pain.

"Toxy? You okay?" Indigo asked.

Toxigo raised his metal hand up, gesturing for her to wait, and he slowly got himself on his feet.

"I really need to stop using that thing from on." Toxigo said catching his breath. He began to try and stand like normal but he almost fell forward, and accepted a hand from Flash and Echo who helped him get back up.

"Is that why you said you didn't want to use that thing?" Flash asked.

"Yep. That damn thing not only tried to get me to kill Indy, but it's also eating away my own magic. Here on out, I must stop using magic. I'll just fight with my own hands and weapons." Toxigo replied.

Toxigo turned his head towards Twilight and Princess Celestia who both looked shocked and had no idea on how they should react. Their friend that they just made in a few minutes had possession of a highly dangerous weapon that Twilight had to have a duel against due to its previous user's intentions.

Toxigo groaned from seeing their faces. "Okay, I'll explain why I have the dangerous weapon with me when we get this ship moving. Okay?"

Twilight's head just shook like crazy trying to get herself awake and not think that was a dream. She secretly wished it wasn't a dream.

Soon, everyone started walking on a loading board and got onto the ship, Tox got into the main cabin where he'd be taking control of driving, along with Flash and Indigo, and everyone else was hanging onto something on the ship so none of them would be falling.

"Alright everyone hang on tight, we're gonna be blasting off in a few moments. Echo, you have the countdown."

"10. Clearing launch area... 9, pulling up ladders, 8, cargo supply checked, 7, checking circuit boards.... 6, firing turbos... 5... 4.... 3... 2...1... BLAST.... OFF!!!!!"

The giant ship fired flames and energy from its turbos, and floated up into the sky, then making a circle turn, it flew across Ponyville and started heading off towards the mountains. Inside the cabin, Tox had set the ship in auto-pilot mode, so he could go onto the deck and talk to the others with a look of determination on his face. He was determined to get his friends and his Shimmer-cakes back, and he wasn't going to fail.

"Sunset, here I come."

Up in the skies above, the flagship now labeled the CHS Wondercolt written in bright blue and yellow on its side, soared above in the cloudy air heading towards the changeling hive. Many pony civilians saw them above, but they just ignored them as no form of attack or harm had been coming from it. On the ship, the Shadowbolts all gasped in awes and oohs as they watched the sky above them.

"I never been this high in the sky before. Its amazing." Flare stated in awe.

"My dad took me on several airplane trips, he showed me sights like this when were over in airfields back in Cloudsdale. It was awesome!" Indigo said.

But both of their thoughts were interrupted when they heard Sour Sweet throwing up and she was holding onto the railing near the side of the ship, letting the contents of her stomach fall towards the ground.

"Oh look there's my breakfast" Sour stated sounding sick.

"Ew...." came from Sunny and Indigo. "Since when do you get airsick?"

"I guess I never have been one for being up in the air. I never went on airplanes so, I guess the feeling's just new.... Oh, one moment." Sour then leaned back over against the railing again and let more contents out, and Sugarcoat trotted on over hearing the noise.

"She can't handle being this high up, can she?" Sugarcoat asked.

Sunny and Indigo shook their heads saying no.

"Ah. That's understandable. Not everyone wants to be up over a thousand feet in the air like this." Sugarcoat replied. She then looked around on the deck and found someone she couldn't see.

"Where's Lemon Zest?"

Up in the main cabin, Toxigo kept his hands at the ship wheel, while Lemon sat at a computer chair to a computer screen with a headset on, continuously rocking to her tunes. The computers she had been looking at were all Point of View camera's that were sitting on shoulder armor for the rescue group. Above the camera screens, there were little heart monitors that read everyone's health. all the while Flash was looking at locations on the map of Equestria.

"Flash, activate navi-computer. See where we are on the map." Toxigo ordered.

"Got it captain." Flash then messed with the controls and found the location they were at. "We're almost there actually."

"That's good. Just need to keep it on autopilot and we'll be there soon." Toxigo stated.

Lemon then got off from her chair and started dancing all around, and soon she came right up next to Tox. "Dude, you got to hear this!"

Lemon's headset plopped right onto Toxigo's head, resulting in Toxigo dropping to the floor agonizing in pain trying to get the headset off. Soon it was thrown off and landed on Lemon's feet, and Toxigo stood back up looking less than pleased.

"Two things. One, you're lucky the ship is in autopilot mode. Two, your idea of fun and everyone else's ideas are different. So can you kindly sit back down and keep an eye on the POV cams to make sure they're still working?" Toxigo huffed sounding impatient.

"No problem dude." Lemon walked back to her chair and continuously flipped through more cameras. And at that moment, Twilight then entered into the cabin, keeping her wings in place.

"How's the control going? Are we almost there yet?"

"Navi-computer dictates that we will arrive in less than 30 parsecs." Echo replied.

"What did she say?" Flash asked.

"We'll arrive in almost about 5 minutes. I think. I don't know, I don't even know what parsecs even mean, I'm just giving an answer" Tox replied.

Flash then walked over to a station chair, while Twilight sat in the other one and the two began striking up a conversation. "So, this is what you actually look like?"

"Yeah, I'm sorry its a little weird to see me as a... well, a pony."

"No I figured I'd see you in your real form soon enough. So, is it true, you're a princess?" Flash asked.

"Yes, its true. But I don't really carry that title everywhere I go though. So, how is the Human me in your world?" Twilight asked.

"She's doing really good, everyone's warmed up to her. Just wish I didn't remember the thing that happened to her before."

"And whats that?"

"Oh, its nothing. But what I'm saying is sort of a touchy subject matter, and it kind of drives Tox the wrong way." Flash replied.

"He's not lying Twilight." Tox yelled back keeping his eye on the sky.

"Well just tell me, what happened?"

"Alright, uh... Something that happened with our world's Twilight turned her into a raging she-demon." Flash began.

"Just like with Sunset at the Fall Formal. But that was when she placed my crown on her head, what ever happened there?"

"Uh, I think its best Tox tell you. He knows this story better than I do." Flash replied.

"Basically Twilight, what happened is the "teammates" your equivalent had pressured and blackmailed her into releasing magic she had accidentally stolen in an attempt to win a petty high school competition when its intents and purposes was for our schools to get along and make friends with one another. Real mature. In fact, I think its almost interest- Whoa, oh dear!"

"What, what's going on!?" Flash screamed.

The ship's alarm began going off, and it kept shaking right and left as Toxigo began going crazy at the wheel trying to keep it stable. And up ahead, there was the changeling cave... only problem was it was several feet above, and they right smack below it going to crash into another mountain.

"Echo, I said to set the controls fly over the mountain, not into it!"

Echo fell off to the side and banged her head against a support beam, luckily no damage had been done.

"The settings applied onto the rudder is only for left and right." Echo replied still in a monotone voice.

"What do you mean the rudder can only turn left or right!? What kind of ship can't go up or down, I told you that in the plans! Oh, oh dear! HANG ON!!!! AHHH!!!!"

Everyone started screaming as they were about to crash right into the black rocky mountain. Everyone turned their heads away not wanting to see, and then everything went black.

Twilight and Flash came to, to notice that the ship had shot itself right into the mountain. Part of it was leaning forward down, and the back rudders were sticking out. Their eyes then locked onto everyone pulling themselves together trying to get up. As they stood up, they looked near the front of the control room and saw that Lemon and Toxigo were now lying on the glass window in front of the control cabin, both looking distressed over the crash.

"See, this is why I should never be allowed to drive any moving vehicle." Toxigo bluntly said with a hint of sarcasm.

"Did you crash every car you drove?" Lemon asked raising a brow. This gave a little bit of concern to the green haired chick.

"No, its just having one eye creates horrible depth perception." Toxigo replied.

"Oh, well, at least we didn't fly through the giant window." Lemon said trying to lighten the mood.

On the deck of the ship, Sugarcoat now was lying on top of Sunny Flare due from the crash, with her glasses now off her face.

"Sugarcoat...please... get off! You're... crushing my spine!" Sunny grunted.

Sugarcoat got off of Sunny's back, re-adjusted her hair into place, and placed her glasses back on her face, while also helping up some of the others.

"Well, we made it."

Sunny stood up and looked ahead at a bit of the rocks the ship had crashed into. Some of them were now on top of the ship.

"This is starting to become a common thing. I hope we don't crash again, because that's becoming a little painful." Sunny said.

After getting everyone back on their feet and hooves, they managed to pull the ship out of the mountain and park it over to another mountain. Soon after planning, and going over plans, a small rescue team started loading up. Tox, Flash, Sour, Indigo, Sugarcoat, Lemon, Sunny, and Echo began climbing up to the top where the cave's opening was.

"Alright, before we go in, I must add in this comment. You all look like awesome war heroes. Colonial Marines." Toxigo grinned.

"Wouldn't it make more sense to call us Colonial Wondercolts?" Sugarcoat bluntly asked raising a brow.

"That's a good point actually, yeah, Colonial Wondercolts fits much better. Oh by the way, do not worry. I have Princess Twilight and Celestia set up in the main control room on the ship, and they con monitor everything on some TV screens we had installed. That's also part of the reason I have clipped these little mini cams on you guys." Toxigo replied.

"So, whatever we see, they'll be able to see as well?" Indigo asked.

"Affirmative." Echo replied.

Toxigo then looked at everyone again to see everyone was now suited up, and ready to move. One thing everyone had on were shoulder armor equipped with a mini camera mounted on the side, but the rest of their attire was a different question.

Flash Sentry had on a headset with a microphone, camouflage pants, and he was holding a pulse rifle in front of him. The only addition of his clothes he didn't have was the gray jacket because it would be hot inside the cave.

Lemon had camouflage short shorts, black boots, and a white tank top. On her belt, she had a small device built to track magic like Twilight's detector she used before, and on her head, she had a headset equipped with a microphone and antenna, that way she could pick up sounds from far away and listen in the enemies conversation, a purple visor attached to the headset for her to look through and detect other threats, and she had armor that had a heavy light cannon attached to it.

Indigo Zap had her goggles flipped down over her eyes, black finger-less gloves, and a pulse rifle. Her clothes were long camouflage pants, still retaining the pink shirt, black boots, and two holsters strapped to her legs holding two energy pistols.

Sugarcoat had the same kind of equipment like Lemon, only she had on a visor that would allow her to see deeper in the mountain, along with picking up more frequencies.

Sunny Flare and Sour Sweet as the last ones, had armor padding on their arms and feet, and wore camouflage shorts, and gray tank tops along with finger-less gloves.

Last one being Echo, she now wore dark pants, a white shirt with a gear shooting a lightning bolt graphic on it, a punk black jacket, and black sunshades.

"Okay, Wondercolts. Lets get going." Toxigo ordered.

The trip entering into the mountain, seemed to be going quite well. No signs of danger were yet to come. But in everyone's eyes, the changeling hive was very disgusting to walk through. Several amounts of gooey, green blobs kept on leaking and they splattered all over the cavern every time a single one made a drop. The group luckily were able to avoid each one that made a fall.

In order of them walking, Toxigo took the lead with a light shining on his shoulder, followed by Indigo right behind him, and Sour behind Indigo, and the others right behind. Toxigo as he kept moving forward, kept breathing heavily and his eye constantly darting everywhere just making sure they were safe. Sour then picked up on how Toxigo was sounding like he was hyperventilating with the heavy breathing and his shaking hands.

"Toxigo, are you okay?" Sour asked with the sweetest voice she could muster.

"I... I... I guess... so.... W-Why?" Toxigo whispered.

"You sound like someone who's dying." Sour grumbled. "Not that its a bad thing... but, are you okay?"

"No, I'm... I'm fine. I guess its just... the thought of... s-something popping up and attacking us... is a l-little scary." Toxigo confessed.

"Well, how about if we sing a bit? The changelings won't get set off by those, will they?" Sour asked.

"No. As far as my knowledge goes, you'll only set them off if you accidentally pull the trigger, or shoot any of their babies as they're hatching. Our voices shouldn't set them off." Toxigo replied.

"Okay, well what do you want to sing?" Sour asked.

"Well, I... Hold on. Sour can I ask you something?" Toxigo asked.

"Um... sure." Sour replied.

"How come you're starting to be nice to me, and then a few seconds after your remark you're being mean? Or is it passive agressive?"

"Oh, that... its uh... actually, that's just sort of my condition" Sour replied. "I've actually got a case of schizophrenia."

"Oh... actually I have no idea what that means." Toxigo confessed.

"Schizophrenia is a chronic and severe mental disorder that affects how a person thinks, feels, and behaves." Echo replied.

Sour then sighed sadly. "Its true."

Toxigo looked back at Sour with a look of smypathy. "Oh, I'm so sorry. I didn't know."

"Its okay." Sour replied.

"Haven't you tried talking to someone about this?" Toxigo asked.

As the group made a right, and stepped over more rocks and parts of the cavern, Sour continued to explain her story.

"Well I did go to see a doctor about it, but unfortunately a few visits aren't helping me." Sour replied. "Especially since everyone looks at me like I'm some freak!"

"Well, I don't see you as a freak." Toxigo replied.

"You don't?" Sour asked.

"No. Not at all. I think its awful that somehow you managed to get my ears off my head, which I'll never understand how you did, but I don't think that condition makes you a freak. I mean, look at me. I've got a demonic eye, artificial limbs, and I'm actually a unicorn in a human body. If anyone's the freak here, that's me. You're not a freak, don't listen to those guys at CPA" Toxigo said in a calm voice.

"Oh." Sour said. She didn't have anything else to say, and she was quite surprised at Toxigo's response. "So... want to sing for a bit? Maybe that could lift your spirits up a bit?"

"I don't know how much it will do, but I can't see why not. Let me just think for a moment..." Toxigo pondered.

"I came in like a wrecking, ball..." Lemon began only to get a cold glare from Toxigo.

"Never sing anything from that atrocious person, ever." Toxigo said.

"Baby, baby, baby-" Lemon began again.

"Don't even sing that either. Both of those singers are dead to me." Toxigo said.

"Well how come?" Sunny asked.

"Well, Sunny, and this is just my personal opinion. When you give attention to those artists, you are killing the art of music. Murdering it!" Toxigo angrily replied.

"Maybe we should just not sing at all, and focus on getting your friends out." Sugarcoat replied.

As they made a right turn, Echo and Lemon took the lead up front, holding magic trackers to detect for any sight of their friends.

"So far, zip. I can't get anything out here." Lemon replied.

Toxigo's eye observed parts of the cave. He could see some very odd shapes into some of the cavern walls. Some of which looked like... wings? It was clear there were changelings inside the cave asleep.

"Okay, everyone's asleep. I hope it stays that way, I'd hate to start a war in a few minutes." Tox whispered. Everyone gave nods in response and kept moving forward.

As the group moved further into the cave, they suddenly, finally got signs of where their friends were placed. Lemon who's eyes were on the detector screen, got a reading of multiple signals on her tracker.

"Locked on targets. About a few feet away." Echo stated.

Everyone kept their stances and eyes open to look out for any changelings to attack. Sugarcoat kept surveying the area, and looked at the structures in the wall, very reminiscent to a bee hive. But luckily for them, there had been no sight of the bugs around.

The group came across a side of a cavern wall, almost of like a room, and they found human Twilight, Rainbow, Rarity, Pinkie, Applejack, and Fluttershy strapped to the walls with the green goop, all asleep, still having tape across their mouths.

"Well, we found them. I just hope they're alive." Toxigo replied.

Suddenly, the girls started slowly waking up, and they all groaned at the feeling of getting the tape ripped off their mouths.

"Ow... agh... that hurts... Toxigo! Am I ever so happy to see you again!" Rarity exclaimed, but then got a shh.

"Shh... Not so loud. We're inside the changeling hive, and while they may not be waking up to our talking, they can get set off. Are you okay? They didn't hurt any of you, did they?" Toxigo said as the Bolts began cutting through their restraints.

"Oh goodness no." Rarity said shaking her head. "They just strapped us to the wall and left us here alone. Could have used without the gags though..." Rarity replied. She then looked to see Flash and Echo standing with him, along with the other Bolts.

"Oh, and you brought Flash and the Shadowbolts as well!" Rarity cooed.

"They offered to help, and honestly I couldn't say no. But, wait a minute. Something doesn't add up. How are you all still humans? Shouldn't you be horses by now?" Toxigo asked.

"That disgusting bug put a spell on us that would keep us humans. She said it would make, 'transporting' us a little easier." Rarity groaned.

"Well I believe we now have those jerks trapped back in the human world. Which is bad on its own but I was concerned about getting you guys. Now, where is Sunset?" Tox whispered.

"Sunset is over near the changeling throne. They were ordered to keep a close eye on her for the Queen's plan." Applejack said quietly.

"Okay, I got to go get her free." Tox started to get moving, but-

"Wait, some of us should go with you. As backup, of course." Sour whispered.

"Okay. Flash, Sour Sweet, you're with me. Everyone else, stay on guard, and defend. Alert us for any changeling movement."

"Yes sir." Echo whispered. Rainbow Dash raised an eyebrow facing Echo and asked. "Wait, isn't she the robot double that Sunset said she saw when Tox's arm exploded?"

"Incorrect. I am Echo Dash. Built to protect those who cannot protect themselves." Echo replied.

"We'll let them have a quiet conversation." Tox said before leading Flash and Sour away.

After crawling through some more passageways, and cave taverns, they eventually found the queen's throne. Over on the left of it, their eyes turned onto the sight of Sunset knocked out, tape across her mouth, and glued to wall just like the others.

Soon they quickly moved towards her, and Sour and Flash cut through the goo, and Tox removed the tape off of Sunset's mouth. "Shimmer-cakes? Come on, please... don't be dead."

Sour could see the look of distress that had laid on Tox's face, hoping for Sunset's health to be intact. And hope had been given as Sunset slowly woke up and saw Tox in her peripheral vision.

"T-Toxy? You saved me." Sunset cooed.

"Technically, we saved you while he had a mild panic attack, but he did plan everything and led us all to here, so yeah." Sour replied.

After Sunset got free from her bonds, Tox held onto an arm so she could get assistance walking. "Alright, lets get out of here."

"Toxy... we can't. They know you're here." Sunset whispered. "It's a trap..."

"What!?" Tox whisper yelled. After a short pause, he noticed something he didn't pick up on. He turned his head around facing the darkness above along with the others, and noticed a pair of green glowing eyes in the dark. Then a bit of pain hit Toxigo's stomach as he groaned in pain, and the 3 of them noticed something else. A stream of glowing red energy was flowing from the Alicorn Amulet into the darkness of the cave, followed by a maniacal laughter.

"Yes... the power grows..."

Suddenly the figured emerged revealing herself to be a powered up, buffed up, and stronger, Queen Chrysalis. She now had six legs, set in the position of a praying mantis, her front two legs were now giant claws with two talon fingers on each one, fangs and thorax's jarring out near the sides of her jaw, and horns and spikes were poking from the back of her head, down near her mosquito wings. And she constantly made clicking noises with her jaw as she spoke.

"Oh, sweet Celestia..." Tox muttered to himself trying to get up.

"What a lovely surprise, to see her friends try to come in and save her. Surprised you had the gall to try and break into my hive to free your friends, but enough talk, you're going to die...." A beam of energy started to glow from her horn, as she was getting ready to obliterate the group where they stand.

"Get out of here, I'll hold her back." Sour told them.

"What!? Sour I'm not gonna leave anyone behind-"

"I said now! I may not have done a lot of things that were good, but I'll have it said that Sour Sweet died sacrificing herself for her friends." Sour replied.

The three then ran out of the cavern, and Sour stood proudly with a determined expression on her face.

"Now, will you kindly, follow me..."

The Queen stomped her hooves onto the ground and Sour pointed her heavy light cannon towards the Queen, with an over the top expression on her face.

The Queen, unfazed by Sour's heavy artillery, just laughed manically. "Fools die... as you will know..."

A giant slam hit the ground, and Sour's eyes widened. Did that slam come from behind her...

She turned her head around to gaze into 6 glowing scary eyes in the darkness. Distracted by the eyes, the Queen took her opportunity and her horn glowed with a green aura.

"I think I will send my regards to Toxigo. Farewell... MUAHAHAHHAHA!!!"

Back on the CHS Wondercolt, Twilight behind the computer screen gasped in horror as she saw the heart rate monitor for Sour Sweet suddenly drop to a flat-line. She couldn't be...

The group of three being Flash, Sunset, and Toxigo kept moving their way back towards the others, and all they heard was a scream from Sour which sent a chill down Tox's spine. He hoped what had happened wasn't what he was thinking.

"No, we got to go back for her!" Tox immediately turned around, only for Flash to hold him back.

"She told us to keep running, and that's what we got to do. I don't want to leave her either, but right now, she said for us to get out of here with everyone alive." Flash insisted.

Tox stood for a moment taking that in consideration, but realized there was nothing he could do to save her, and they kept moving forward.

With the others, they kept their guard up trying to search for anything out of place, but so far they had nothing. Unfortunately, the speak of the devil had spoken, and their trackers were going off. "Whoa, hang on I got something!" Lemon exclaimed. "There are multiple signals, all over the place."

"I don't see anything." Sugarcoat replied.

"Sugarcoat's right, there isn't anything around here." Applejack said.

"No, I'm telling you, there's something moving and its not us!" Lemon exclaimed.

For Lemon was right. Sounds of a little bit of buzzing and crawling could be heard which sent chills down everyone's spine, including Fluttershy's.

"They're all around us man, they're everywhere." Lemon panicked.

And in a few moments, Flash, Sunset and Tox ran right into the area they were in. "What just happened!?" Flash yelled.

Rainbow Dash panicked, "Those changelings just woke up! Wait, where's Sour?"

"Sour said she'd hold our backs while we ran back here, but I don't think she's okay." Sunset replied.

"She's dead!" Princess Twilight shouted into the microphone. This got everyone gasping.

"No..." Human Twilight said.

"She... She can't be!" Lemon sputtered.

"I'm serious! Her heart rate monitor just dropped to a flat-line!" Princess shouted.

Tox's rage slowly grew as his fist was clenched up, and he loaded up his arm into its rifle mode. "Lemon?"

"Yeah?" Lemon asked.

Tox loaded up his arm gun, making a cocking noise, and yelled- "LETS ROCK!!!!"

"YEAH!!!!"

"YEAH!!!!!!" Everyone shouted.

Changelings began emerging from the walls and attempted to make attacks against the group but they loaded up the light cannons and fired them back.

"Locked, on, target." Echo computed.

"They're coming out of the walls! They're coming out of the freaking walls!" Indigo yelled.

"On your right man!" Lemon screamed, and soon others started screaming.

"Rainbow right behind!"

"On the left!"

"BLAST THEM!"

"They're coming out of the walls!"

Clicking, buzzing, and screams of battle came into the cavern as they continuously fired towards the bugs. Sweat ran down their faces, eyes were locked onto their targets, and the sound of shouts and screams of the waging battle bounced off the walls spreading through the cave.

"Guys, listen, you got to get out of there!" Princess Twilight yelled in the mic in the cabin. She was panicking very hard.

Human Twilight held her hand up against her ear so she could attempt to listen from her headset piece that was given to her from Princess Twilight, but she could barely hear a thing. "What!? What!? Say that again, all after, retreat!"

"I said I want you to retreat back to the front of the cave where-"

At that moment, the human Twilight didn't listen in any more, for she was grabbed and tossed into the air by a pair of arms, and taken by swarm of hooves and vanished into the darkness of the top of the cave, screaming still being taken up by the hooves.

"Twilight....Please... no..." Sunset teared up.

All that had fallen were her glasses which landed on the ground and Sunset quickly grabbed. Back at the CHS Shadowbolt, Twilight and Celestia watched the video screens in horror at the sight of them all being attacked by the changelings, and suddenly human Twilight's heart rate monitor now slowly drooping. Princess Twilight's jaw dropped when she heard them talk about the other Twilight being obliterated.

"Get them out of there, we must leave!" Celestia ordered.

Twilight quickly shouted, "Tox, Sunset, who ever is left, just get out of there now!"

"Got it Twilight, we're running out now!" Sunset yelled into her mic.

On the screens, they could see into Indigo's and Toxigo's POV cameras and watched as they freaked out attempting to flee the area.

"Where's Twilight!? Where's Twilight!?" Tox yelled into Indigo's camera looking terrified.

Indigo being horrified at what she seen yelled as she ran "Twilight's gone, lets just get the hell out of here!"

Tox realizing that they were ambushed and had fallen right into a trap, yelled. "Lets go Wondercolts!"

From the camera point of view, Twilight and Celestia could see them fighting off the changelings from their helmet cams. Flash fired towards one with his pulse rifle, Lemon had an over the top expression on her face as she fired several energy rounds to more bugs, and Tox fired bullets from his arm cannon.

"Come on, move it, move it!"

"We got to get out of here-"

"Lemon look out!"

"Flash right behind!"

"Lets go Wondercolts!"

"Keep moving!"

"We are leaving!"

"Sunset, move it!"

More shots from their light cannons fired towards the bugs, and the other two Dazzlings who attempted to destroy them as well. Back on the CHS Shadowbolt, Princess Twilight knew what she had to do. She rushed over to the cabin, and started the engine heading towards the mountain where the changeling hive resided. The engines put in all their might to rush over to the cave, and luckily they had came just in time for they were about to get out of the cave. They quickly threw out the walking board and came sight to see them escape just in time.

The first ones leaving were Indigo running and panicking, followed by Applejack and Fluttershy helping carry Rarity who had twisted her leg in the fight, followed by Sugarcoat helping Sunny, followed by Rainbow and Pinkie right behind.

"Wait. where's Sunset?" Rainbow asked.

The last ones about to exit out were Sunset who was getting a helping hand by Flash. Along with Echo, Tox, and Lemon who kept firing their weapons at the bugs and were moving their way towards the ship.

"Hurry, come on!" Rainbow yelled.

"Toxy! We are leaving!" Sunset yelled. Lemon continuously fired more energy rounds at the changelings which continued to stun them and knock them out onto the ground.

"Get em Lemon!" Toxigo shouted.

"Run for it dude!" Lemon yelled.

She pulled the trigger again, but it didn't fire anything else, which she could only assume meant she had run out of ammo.

"Oh, shoot!" Lemon freaked.

She quickly took the armor that was connected to the gun off so she could lighten the load, but it also knocked her headset off, and Tox quickly made it float into the air and went right into his hand so he got ahold of it. "Don't worry, I got your headset!"

"Thanks!"

Lemon pulled out another light cannon gun, which was a smaller one which she mounted on her arm and she fired some more energy rounds. Sunset and Flash quickly got onto the ship, and Echo pulled herself onto the boat, and Tox ran up as well, but stopped for a moment to notice Lemon still firing towards the changelings, and Sonata and Adagio were waiting to jump at her at two different sides.

"Lemon, look out!" Toxigo yelled.

Lemon took immediate action and fired some shots at Sonata who became stunned by the blasts, but Adagio took advantage of her being distracted and fired a beam of energy from her eyes which vaporized her into.... nothing. No signs of her were left, she just... vanished.

"LEMON!!! NO!!!!" Tox screamed in fear. He tried running back to go back, but Indigo kept holding him back. "No! Let me go I got to save her!"

Indigo in a bit of anger, grabbed him, faced him right in the eye and yelled. "Forget Lemon, she's dead! Get us out of here Princess!"

In a quick motion, the ship pulled itself away from the cave, and fired a missile towards the top of the cave, and boulders came tumbling down blocking the front of the cave, trapping the changelings, the Dazzlings and the Queen all inside, meaning now they all have more time to prepare to stop her. After making another spin, the ship activated its turbos and it shot off into the hopefully, peaceful valley...