She’s not Rarity! She’s not RARITY! She’s a freaking CHANGELING! Sweetie Belle thought in a panic as she galloped through Ponyville. What am I going to do?! Where is my real sister? Why is this happening now?

Behind her she thought she heard Rarity- no, the changeling’s voice calling her name. Gritting her teeth, she lowered her head and galloped faster. I can’t let her catch me! Who knows what she would do to me? Sweetie’s mind conjured up a myriad possibilities. Will she suck my feelings? Will she erase my memories? Will she turn me into a changeling?! Her mind created an image of her sister standing over her.

“Sweetie Belle, I have sucked all the emotions from you!” Rarity-changeling told her in her imagination. “You are now a changeling queen! You must go and create a Hive! Turn your friends into changeling drones to help you!”

“Nooooooo!” Sweetie Belle wailed. “I don’t wanna rule the changelings! I wanna be a pon- oof!” she stumbled back from the unicorn she had slammed into and finally collapsed after taking a couple of steps back. She shook her head and looked up to see Twilight Sparkle picking herself up. “Twilight!”

“Sweetie Belle?” Twilight shook her head. “What happened? Why did you run into me like that?”

“I’m–” Sweetie was about to apologize when she remembered what had happened. “Twilight!”

Twilight Sparkle blinked. “Wait, no, I’m pretty sure I’m Twilight. Did you hit your head too hard?”

“No! I mean, I know you’re Twilight, but I need your help!” Sweetie Belle looked around wildly. “But we have to hide!”

“Help? You’re not trying to brew another love potion, are you?”

“No! I need- it’s Rarity! She’s not a pony! She’s a changel- mph!”

Twilight kept her hoof in Sweetie’s mouth as she watched other ponies trot by. “Okay Sweetie, it’s clear we need to talk, but let’s go someplace else... this is not something you should talk about in public.”

Sweetie nodded and made a face when Twilight removed her hoof. “I just–”

“In the library, I promise,” Twilight said soothingly as she led the filly towards said tree. “I’m sure you have lots of questions and–”

“Waaait a minute!” Sweetie stopped just as they reached the entrance. “How do you know what I’m talking about?”

Twilight blinked and looked down at the filly. “Okay, tell me what is it? I don’t think there’s anypony else around right now,” she added, looking about.

“Rarity is not a pony! She’s a changeling!” Sweetie Belle whispered fiercely.

“Oh,” Twilight nodded. “That... yeah, I imagine it must be a bit of a shock, but–”

“A bit of a shock?!” Sweetie snapped, prompting Twilight to cast a silencing charm around the library. “She’s been replaced by a changeling!”

“Well, that’s not exactly how it is, you see–”

“Hey Twilight!” Spike called, opening the door to the library. “You have a guest! She said she was looking for her sister and that she probably had come to visit you!” he glanced over his shoulder before he leaned in conspiratorially. “I told her you hadn’t seen anypony today, but she wouldn’t listen!”

Twilight looked up to see a unicorn mare with a black coat. Her mane was an almost pink red, as was the cutie mark in the shape of a hourglass on her flank approaching them. She suddenly had a very bad feeling.

“Who are you?”

“Me?” the mare’s voice was smooth, alluring. “I am called Arachne. I came here to you because mother mentioned something about help from Ponyville and a princess...” she smiled seductively. “And you, dear, are Princess Celestia’s student, aren’t you? Therefore I came to you first, before my sister could reach you.”

“I- your sister?” Twilight stammered, rearing back a little as she felt her cheeks grow warmer. “I’m afraid I don’t understand, I haven’t met anypony new today and–”

Arachne pouted. “Aw, my little sister Thysa hasn’t visited?”

At the mention of the name, Sweetie’s eyes became wide. “Twilight! Thysa’s a changeling! She must be a changeling too!”

“What?!” Twilight was immediately standing between Sweetie and Arachne, her horn glowing with magic, while Spike jumped behind her.

“My, my, what an interesting little filly,” Arachne giggled, pacing in front of the trio. “So you have met Thysa, then? How curious. I was sure she would come to Twilight first...” she grinned, tapping her hooves on the floor. “Thysa can be so silly; she probably got distracted by something stupid like that carrot patch at the edge of town.”

Sweetie said nothing, making herself smaller and trying to hide behind Twilight. “What did you do to my–” once more she found her mouth covered by Twilight’s hoof.

“I suggest you leave, Arachne,” Twilight said firmly. “You are not welcome here.”

“Oh, I will!” Arachne chuckled and her eyes glinted. “But not alone.”

Twilight’s eyes widened as she looked down at a circle of green flames that had formed around her, Spike and Sweetie Belle.”

“What the!?” The baby dragon reacted, jumping back just as the flames went up and enveloped both unicorns. When the flames died, they were gone.

Arachne laughed as she smirked evilly at the dragon. “Let’s see your princess find the Hive now!” she laughed as flames enveloped her body. Soon, she was replaced by a raven, who squawked once before flying out the window.

Thysa flew down, disguised once more as a pegasus. “I can’t see her!” she said, landing next to Rarity who was calling and asking around for Sweetie Belle.

“Oh, Sweetie!” Rarity lamented, looking around desperately. “Why couldn’t you have waited until you talked to Twilight?”

Thysa sighed. “I’m sorry auntie,” she said. “I just really wanted to find you an–”

Rarity shook her head. “No time,” she interrupted. “First we find Sweetie, then we worry about what to do with you, Thysa. I don’t blame you, but- I’m worried.”

Thysa didn’t say anything, simply nodding meekly. It was clear she felt guilty for the situation happening in the first place.

“I can go take another look,” Thysa offered. “Maybe ask the pegasi if they have seen her?”

Rarity was about to nod when she heard her name.

“Rarity!” Spike shouted, running as fast as his short legs could carry him. “Rarity! Come quick!”

“Spike!” Rarity motioned for Thysa to go with her. The pair galloped up to meet Spike halfway. The baby dragon took several deep breaths, all the while staring at Rarity in distress.

“Rarity, something horrible has happened!”

“What is it, Spike?” Rarity asked, trying to remain calm, even if she felt her stomach grow cold. Could this be related to Sweetie Belle?

“It’s Twilight!” Spike said, making her sigh in guilty-feeling gratitude. “And Sweetie Belle!” Spike added. “They were taken away!”

Rarity’s eyes widened as she stared at the little dragon. “W-what?”

“I think he said they were taken,” Thysa supplied helpfully.

“I heard that!” Rarity snapped loudly, making several ponies stare at them in surprise. “Take me there, Spike!”

The trio made their way to the library, where Spike pointed at a seemingly clean spot in the floor. Rarity leaned down and looked at it closely.

“I can’t detect anything... it must have been a similar spell to the one sister used to transport Twilight in Canterlot.” She mused.

“Sister?” Spike asked, frowning.

“Spike,” Rarity spoke up, turning to look at the dragon. “Take a letter. ‘Dear Princess Celestia, my sister and Twilight Sparkle have been captured by changelings, I would like to go retrieve her, with your blessing and hopefully with some help. I would very much like to talk to you in person about this as the situation with the Changeling Queendom might be escalating. Your’s truly, Rarity.”

“Es-ca-la-ting...” Spike muttered as he scribbled down the note in parchment. “Should I send it now?” he asked as soon as he was finished.

Rarity nodded. “Please. And after that, go find Pinkie Pie and Rainbow Dash, I’ll go get Fluttershy and Applejack.”

Thysa watched curiously as the dragon used his fire to burn the note, which, unlike notes she had burnt (the flames were pretty) actually turned into mist and flew out the window.

“Come on now,” Rarity said, galloping out of the door. “We have to find the others!”

It wasn’t long before Rarity and Thysa returned with Fluttershy and Applejack. Rainbow Dash and Pinkie Pie were already there, as well as Princesses Celestia and Luna themselves.

Spike had apparently been giving his side of the story the princesses, who looked up as the three last members of the group arrived.

“Rarity,” Princess Celestia spoke up when she saw them. “Spike has told me what happened, who is this ‘Arachne’ he’s talking about?”

Rarity sighed. “Arachne is my niece,” she said after a moment, drawing gasps from her friends and a really confused look from Spike.

Celestia frowned. “You seem to be more informed than I expected.”

“I- after I talked to all of you I couldn’t help myself,” Rarity explained. “You see, your highness, I left Canterlot the day after the wedding, the real one, I mean and I went off to see my sister–”

“You what?!” Rainbow Dash shouted, zooming in front of Rarity. “Why did you do that?! Don’t you know how dangerous that was!?”

“She’s my sister!” Rarity snapped. “I don’t expect you to understand, Rainbow Dash, but family is something you just don’t brush off because of a fight! Regardless of how awful they can be at times!”

“Quite right,” Celestia added, making Rainbow Dash shuffle uncomfortably.

“W-well, then, who is this?!” Rainbow Dash asked, shifting her eyes to Thysa, who meeped and cringed right next to Fluttershy, who meeped and cringed when Rainbow Dash was suddenly in front of them.

“That,” said Rarity, “Is my other niece, Thysa.”

“Now, just how many nieces do y’all have?” Applejack spoke up.

“Four,” Rarity replied. “Arachne, Acari, Phasmi and Thysa. According to Chrysy, my two elder nieces are forces to be reckoned with.”

“Aha! So you are a changeling!” Rainbow Dash said, pointing her hoof at Fluttershy. She blinked then looked from one trembling Fluttershy to the other. “Wait, which one’s which?”

“Really, Rainbow Dash,” Rarity chided her, shaking her head. “Come on dear, calm down. I promise that Rainbow Dash here won’t do anything to you.”

The Fluttershy on the right nodded slowly and stood up.

Rarity sighed. “You can stand up too, Thysa.”

“Oh...” the Fluttershy on the left said, blinking and did as instructed. In a flash of green, she was in her original, changeling form.

“As amusing as this is,” Luna spoke up. “We need to figure out our course of action, I will not stand by again while the changelings threaten our lands and friends!” She paused and looked at Thysa and Rarity. “No offense,”

“None taken,” Rarity assured her.

“Wait!” Spike spoke up. “Wait, wait... so... Rarity, our Rarity is a changeling!?”

Everypony looked at each other with a bit of concern before nodding. How would the news affect the baby dragon?

“Wow,” Spike whispered, stunned. Then he smiled. “Hey! Does that mean you can turn into a dragon?”

Sweetie Belle opened her eyes and quickly scrambled to her hooves. She looked around, taking in the damp feeling in the air and the fact that she had been laying unconscious on the murky floor of a cavern of some sort.

The dark walls were sometimes illuminated by little green globes of... something. And that something seemed to be ooze. “Eww!”

She made a face and stepped away from it. “Where am I?” she finally asked.

“Prison,” said a voice from behind her.

Sweetie quickly turned around to stare at whoever it was she had missed seeing the first time. At first she missed seeing anypony else, but slowly a shadow at the back of the room shifted. Sweetie Belle narrowed her eyes, trying to figure out what it was, and when she did she cried out in surprise and pressed back against the wall. “No! Stay away from me!”

Chrysalis rolled her eyes, laying down on the floor again. “I don’t know what you expect me to do, filly, but whatever it is it’s probably not what I would do.”

Sweetie blinked and went through what had just been said. “Wait... you’re saying you won’t hurt me?”

Chrysalis gave her a half-lidded look full of boredom. “Yes, I really have no interest in you. A fact that my dear daughters seem blissfully unaware.” She smirked. “When Arachne threw you in here her exact words were ‘I brought you dinner’.”

Sweetie Belle gulped. “B-but you’re not gonna eat me, right?”

Chrysalis snorted. “No,” you wouldn’t feed me for long and–” she hesitated.

“And?” Sweetie prompted.

“I’d rather not eat the only company I’ve had since last week,” Chrysalis said after a moment. “Besides, they underestimate you ponies, they don’t expect anyone to come get you and your friend, Twilight Sparkle.” She chuckled. “I know better.”

“Twilight!” Sweetie Belle looked at Chrysalis in horror. “What happened to her? You aren’t force-feeding her all the love in the colony to turn her into the new queen, are you?”

“Force-feeding-” Chrysalis shook her head, bewildered. “What kind of stories have you been listening to, filly? That is absurd!”

Sweetie Belle let out a sigh of relief.

“It would be a more involved process,” Chrysalis elaborated. “We would have to drain her of all fluids first, then we would have to...” she trailed off seeing the look of horror in Sweetie’s eyes. “But... no, uh... she’s not being converted.”

“Where is she?” Sweetie Belle asked.

Chrysalis pointed a hoof up. “Somewhere in the floor above,” she explained. “Probably in a cocoon.”

Sweetie’s mind went back to the one that the changelings had placed Princess Celestia into and shuddered.

“So what now?” Sweetie asked.

“We wait,” Chrysalis said. “What else?”

“But... if you’re here, you’re also a prisoner?” Sweetie Belle asked after a moment.

“You just figured that out?” Chrysalis snorted. “Yes, I am a prisoner. Just like you.”

“But... can’t you, I dunno, transform into something else and escape?”

“Not right now,” Chrysalis motioned with her hoof at the cave around them. “Our prisons are very specialized affairs, you cannot teleport or open a portal from the inside. It can only be done from the outside. My daughters made the mistake of throwing me in here,” her eyes narrowed. “They are severely underestimating me.”

“But what can you do from inside a prison?” Sweetie Belle asked.

“Oh, much more than they think,” Chrysalis grinned evilly. She looked askance at Sweetie Belle. “You look familiar, have we met?”

“I- I was in the wedding at the castle when you attacked,” Sweetie Belle said.

Chrysalis frowned and leaned closer to look at Sweetie Belle. She gasped. “You’re... Sweetie Belle?!”

“Huh? You know me?” Sweetie Belle asked, surprised.

“This... complicates things,” Chrysalis admitted, standing up and walking closer to Sweetie Belle. “We’ll have to make sure you are well fed and taken care of. This might even call for a change in plans...” Chrysalis grinned evilly and her eyes flashed. “Yes, this will definitely call for a change in plans, I’ll have to move earlier but that might be for the best, we’ll get you somewhere safe and I’ll attack so quickly my daughters won’t know what hit them!”

“But why?” Sweetie Belle asked.

Chryslais blinked. “Well, if they don’t know what hit them, they are less likely to be able to form a plan of action and–”

“No, I mean why do you want me to be safe? Why do I change things?”

Chrysalis chuckled. “Because you’re family.”

A/N: Like I said in the blog, shorter chapters. Hope you don't mind.