"Sir, these are all the comrades I could muster!" the changeling reported as he entered the tent, a makeshift shelter using raised branches of a thicket. Outside stood five more dark winged creatures with legs like mouldy swiss cheese- by visual, not odor. The four in the tent made the total nine.

On the other side stood another changeling- one whose throat was wrecked after impact against a tree. A small stump in the centre of the thicket cover held up what was left of an Equestrian map. Two other changelings sat around the tiny table. They took turns sighing at the pathetic state of the army they currently had accounted for.

"This won't be enough for an act of vengeance," the Sergeant, the one on the right, commented with a raspy, damaged voice.

"You forget, Sergeant, that ponies have defeated the Rhinos long ago, not through numbers and strength, but resourcefulness," the one on the left replied. "We can learn from that.”

"The only difference is that Elasmotheria still stands. If we're talking about a true conquest-"

"It all depends on how we use what resources we have," the one on the left interrupted, "More of our kin may have survived the blast. Heck, maybe the Queen herself is still alive. We may never know. What we can do is attack not at the heart like last time, but at the foundation."

"You really think we can do that, Captain?"

"Yes." The Captain replied, "We have to."

---

Captain Lahkranaz stepped through the crowd, under the veil of what appeared to be a pegasus pony. The one he copied was a creature of a tiny farm community far on the south side of Equestria. He was certain no pony in the northern Equestrian city of Stalliongrad would have a chance of recognizing the disguise in any way, shape, or form.

His own assigned target was there, a pianist who appeared to put his soul into the music he created and performed for crowds. Such passion seemed strong, and therefore delicious to a changeling. He didn't know if the creature had loved relatives, but he could draw power from the audiences who adored the music until he had a chance to perform proper research.

The problem is: he had no idea who this pianist really was, aside from a name and a general face: Cornelius Foalington. A young stallion with a dull yellow hide and a navy blue mane and tail. Such a fancy name, Lahkranaz thought as he spotted a poster on a dull gray post. It screamed expected greatness. The parents must have cherished this one.

It was then that Lahkranaz noticed that the poster was one of the few sources of colour around the city aside from the citizenship milling about. Come to think of it, Stalliongrad was pretty gray... and dark. Lahkranaz had failed to notice, until now, the humongous tree-shaped structure that covered the majority of the city in its shadow. Such a marvel of architecture rivaled that of the entirety of Canterlot. The captain wondered what mad pony could conceive of such a creation. Who would own such a piece? What would they do with it? What could they do with it? What are they doing with it?

Now that he was in Stalliongrad, most of the intelligence he received from interrogating assorted ponies prior to the first invasion was outdated. The structure seemed new. Lahkranaz continued onward. The poster indicated the show was taking place in the amphitheatre at the top of the tree- which was named the Stallios World Tree. Stallios, that sounded like a pony's name; possibly the one who has the word on such a piece.

The Stallios World Tree seemed even bigger once the disguised changeling finally reached its base- which was saying a lot. The light gray hoof he had been wearing for a while now pushed the doors open.

After a layer of air-lock style doors akin to a mall, Lahkranaz found himself at the lobby. The front desks were fully staffed, and were all rather busy. So many ponies returning to report in their presence, or claiming keys to their rooms. Lahkranaz needed a plan of attack, except he wasn't attacking. He only needed to get in the amphitheatre to see the show. He would need bits... He had bits, but he considered the need for a lot of bits.

Before he could leave, one of the front desk fillies called up the strong-looking farm pony with combed burgundy hair- which was the body Lahkranaz copied. "Are you here on a visit?"

"Um, yes," Lahkranaz replied in the most believable voice he could match with such a body, "I'm new here, and I'm not sure how to get to the amphitheatre."

"Do you have tickets for a show?"

"Well, I actually don't know where to get tickets," The captain replied in an embarrassed manner.

"I see. The amphitheatre is up at the penthouse floor," she replied in an air of friendly professionalism, "You'll need to take the elevator and purchase tickets there."

Lahkranaz nodded with a smile. "Uh- which elevator was it?" The counter filly pointed a polished hoof at an elevator- the one closest to them. Lahkranaz thanked the filly (who wished the disguised changeling a nice day) and entered the elevator after several other ponies.

The elevator ride lasted two minutes and thirty-nine seconds. Lahkranaz kept count. The elevator moved rather fast too. He still felt genuinely surprised at how enormous this building was. Once it stopped and the doors opened once more, The disguised changeling stepped out to avoid getting pushed aside from the other ponies in the elevator. Once he had an opportunity to scan his surroundings, he found that the interior was just as marvelous as the exterior.

He was in the interior of the canopy, a massive piece of artwork- a sculpture consisting entirely of support braces. There was nothing decorative or ornate about it. Everything was functional, but it all accumulated into a beautiful pattern. The entire place looked truly splendid. From above, the sky-view windows had rather effective-looking leaf-shaped framing. The altitude of the place was vastly different compared to Stalliongrad. A ventilation system would be warranted.

Lahkranaz still had no idea how he never saw this until he was right under it. This beast of a structure could probably be seen from half-way across Equestria! Perhaps he never really took the opportunity to look up, because he always kept his eyes on the ground, and thinking about the current state of his entire species.

All he could scavenge since the failed invasion was eight more of his kin. Even when he reminded himself to remain resourceful, his anxiety towards failure remained prominent. After all, that invasion was a disgrace to any dignified living creature who was capable of fighting. Weaponized love... who'd have thought of it?

He decided to search for a directory or something before resorting to asking somepony for directions. The directory was rather easy to find; it was the main landmark that was surrounded by all the other elevator shafts. The map was rather humongous; it implied that the entire canopy level was a whole other city. Lahkranaz still couldn't believe such a piece could exist.

Then again, half of Canterlot overhangs the side of a mountain. Perhaps the same technology was used. The changeling was curious about what was used to keep heavy things airbourne.

Eventually, the amphitheatre was found on the far south side of the canopy. The captain took to the air with his disguised wings, and flew rather calmly towards the location. His speed was on-par with the rest of the pegasi who frequented the canopy, so as to not draw attention to himself.

The place was rather astounding. Potted plants like vines covered every wall that wasn't used for windows or doors. Anywhere a vine didn't cover, burgundy tapestries hung, reflecting warm light to nearly every corner.

There was not a single dark spot in this place, save for the obvious shadows provided by the citizens milling about.

It took a while, but he finally made it to the amphitheatre. The ticket booths were all empty save for one. The one booth housed a young mare who appeared to be in it just for the bits. She looked bored out of her mind. The changeling could see that the pony's aura was just nothing but gray.

"Howdy," Lahkranaz greeted.

"What would you like, sir?" She asked in a feigned friendliness.

"How much is a ticket to the Foalington show?" The captain asked, praying inside that he had enough bits for it. He barely managed to gather quite a few since his travel from the south.

"Ten bits," she replied.

The Captain sighed in relief. He produced all the money he had: ten bits. The exchange was quick. Lahkranaz didn't want to waste any more time. He now had the ticket, and another five hours to spend in a way he deemed fit. As he trotted away, he realized that he, in fact, had a lot of time to waste. With no money to his name, the Captain really had little to do except fly around and explore the rather magnificent place.

The canopy really had everything a city needs. Two sectors on the east and west sides were dedicated to greenhouses, while everything else consisted of shops and homes. The changeling wondered what the homes were like, but he would need to research a new citizen entirely. Maybe a security guard who works at the amphitheatre... Yeah, perfect, he thought as he bee-lined near the amphitheatre once more.

The mare wasn't paying attention; she was bored out of her skull. Lahkranaz remained outside, seated on one of many benches in a crowd of ponies also seated on benches.

He waited for a while before his plan for a new body was side-tracked. "How are you liking the Tree?" one nearby pony asked.

"Huh?" The captain asked as he turned to see the stallion. He had failed to notice the bench already had an inhabitant on the other side.

"You're not from around here. I can tell," the pony replied rather cheerfully, "Isn't it amazing?"

"Yeah," Lahkranaz replied, "It sure is something."

"It was built by Stallios- the mayor of Stalliongrad."

"I can't say I know the pony," Lahkranaz commented.

"Well, he's a great guy, getting this place built."

"What about the rest of the city? Most of it is covered by this tree's shadow," The captain turned his head back to the theatre, watching for the lineup to begin.

"Who'd want to live in the lower city anyway?" The stallion asked.

The Captain didn't respond; he wasn't sure what to say. He lacked enough context to sound natural in such a situation. He could see the stallion's aura, like all changelings could. It seemed conflicted, which Lahkranaz could understand.

"I mean, it's just so dull... and gray... there's barely any colour aside from ponies like you and me," the stallion continued.

"Was it always like that?" Lahkranaz asked as he glanced around at the bold tapestries and assorted potted plants that added colour to the entire place.

"Yeah, actually- but that's why I'm happy this place was built."

The Captain didn't try to absorb the stallion's aura, but it was being fed to him by the proximity and the verbal contact. There was too much negative energy that could contaminate the good stuff he and other changelings require. He wasn't entirely sure why this pony feels the way he feels.

"So what brings you here?" The pony asked.

Lahkranaz never really met a pony like this. The most interaction he ever got was a "Howdy" to a passing apple merchant on the way to the city, and getting sucker-punched in the head by a cyan mare with a rainbow mane. It was such a humiliation, that a soldier of his calibre was knocked in the face before he could even do some damage in that encounter. He was about to strike a yellow mare with a pink mane and PTSD- he assumed- before getting bucked.

"Just catching the show," Lahkranaz replied.

"The Foalington show? There's a talented musician if I've ever seen one," The stallion replied. The changeling captain truly wished the pony would shut his trap. "I mean, really good. I saw a show myself. He's talented enough to be part of Celestia's court musicians. I've got no idea why he's flying solo."

"Maybe it's for the traveling," Lahkranaz suggested.

"Maybe, maybe," the pony said, "But I'm sure it pays better in the Palace, so vacations would be feasible."

"I wouldn't know," the changeling replied, "I don't know the pony."

"Really?" The pony asked, "Didja hear he's got a brother?"

"No," Lahkranaz replied. He seriously wanted to reply and I really don't care. Anything to shut this pony up.

"The brother's a fugitive- been one for a few years, last I heard."

"Why are you telling me this?" Lahkranaz finally turned to the pony.

"Cause that's just what we ponies do up here. We make friendly chat!"

"And gossip?" Lahkranaz asked.

The pony shrugged. "Whatever's in the magazines. Personally I find some of the gossip about the kid's brother to be ridiculous."

"I guess," Lahkranaz replied. After a pause, he decided that he might as well ask, "Who's this brother, anyway?"

The stallion shrugged, "The Guard never posted a name, which seems odd to me. I guess his last name's Foalington."

"Not even a description?"

The stallion shook his head.

"Didn't you say this brother is a fugitive?"

"Hey, I'm only reciting what I read in the magazines."

Lahkranaz chuckled, "Those magazines make no sense. Why read them?"

"It's the Musicians On-Demand Magazine," The stallion replied, "One of the most trusted brands next to the Baltimare Fashion Press."

Lahkranaz sighed. This guy was spoon-feeding him some crappy, schizophrenic energy. It wasn't doing him any good. He had four hours left... This was going to be a long wait.

---

Lahkranaz entered the theatre, feeling weak from having that one pony feed him some less than optimal energy. There was too much negativity; it wretched the captain's stomach like a poison. He knew he was too deep in enemy territory to display the pain he was in. He was forcing every bit of acting experience he'd ever acquired to hide the agony.

He was finally in the theatre, in a seat near the middle. It was the best place to scope out good auras to recover the energy that one pony took away, and then some. Ponies poured in along with him. He was among the first ones there. That was to be expected, he waited outside the door for five hours.

He could taste the auras that began to surround him. They all seemed... anxious... no, excited is more the term. That's much better, thought Lahkranaz as he mentally focused on the positive auras. As he absorbed the positive energy, the pain subsided. He didn't want to absorb too much, or else the pony he's targeting would be left with mostly negative energy- and would no-doubt visibly display that energy. That would be very strange and out-of-nowhere.

Lahkranaz sighed in relief amidst the chatter in the audience. He had gotten rid of any trace that the stallion ever poisoned the changeling. Now he had to wait for the show to begin, and he'd have a more excellent time sapping auras.

It all began simply. The theatre manager walked up to the front of the stage with a single spot following him. Lahkranaz could detect the aura of a youthful colt up in the rafters making sure the light panned smoothly. Until he reached the center, the manager did not speak.

"Welcome," said the manager, who then delved into a rather stock speech about how the show would function for the evening, namely a few pre-show acts prior to the main event, plus the time for intermission.

Lahkranaz sensed bottled-up excitement. The captain truly wasn't sure what was in store for this audience.

"Thank you," the old stallion concluded. He trotted off the stage amidst a round of applause. The curtains raised, and there was an orchestra ready for music.

The changeling had heard classical orchestral music before. His company had their own military choir and musicians. He had doubts that ponies would like the beautiful-sounding Changeling music. It was very different in sound to this Pony stuff.

This pony stuff, Lahkranaz found, was simply... smooth. It wasn't artistically chaotic, and the performers did not look overly disciplined. They looked remarkably relaxed. Heck, even their auras were nothing but positive. His temptations to sap one or two of them were set aside. If one lost their zone, it would probably wreck the whole damn show... and then maybe the show would be cancelled. No, Lahkranaz, he thought, concentrate on the audience.

Concentrate he did. As he listened to the rather alien music, he carefully chipped away whatever delicious positivity he could get from the audience without indirectly causing a commotion. The show went on. Lahkranaz paused to watch for especially plentiful auras as the music went on. Eventually, the songs ended and applause erupted.

This repeated one more time before the intermission. Most ponies left for catering, but Lahkranaz got all he needed. He didn't need food or water- though he could consume them like any other creature. The only required nutrient changelings needed was positive energy.

He remained waiting, trying to listen in on conversations around him. Subjects he eavesdropped on included the aftermath of the Royal Wedding, the release of recent films, and something called the Broncos. Something about a, Exegesis and Frozen Waters... Lahkranaz could've sworn he heard the name before.

At last, the audience returned in full. The house lights dimmed, and the curtains rose once more. The orchestra was there, but near the front of the stage was a grand pitch-black piano. Onto the stage trotted a cream-hide, dark blue maned young stallion. Lahkranaz recognized the face from the posters he saw along the way.

Cornelius Foalington. He appeared to be in his early twenties. His aura looked... conflicted. The colt looked fine and dandy, but Lahkranaz wouldn't touch that aura with a ten-metre stick. Something seemed very wrong with the young one, something Lahkranaz wouldn't have expected to see in a creature as young as that one. He's seen stallions that age on his way to Stalliongrad, none had such an aura.

The pony bowed to the audience before taking his seat at the grand piano. One key was tapped, making a pure sound that Lahkranaz found totally alien. These ponies are weird, he thought.

He didn't think to expect the show to begin like it did. The changeling captain noticed that the young pony's cutie mark was a keyboard overlapping a music sheet. His understanding of pony history included knowledge of the mysterious cutie marks. Cutie marks amplified talents- provided they were discovered. They're considered an Equestrian symbol of maturity. Lahkranaz felt a little envious at that.

The foal had that cutie mark for a reason. What followed the single key was some of the most beautiful-sounding alien music Lahkranaz had ever heard. At-first, he thought he was hallucinating. After a while, he realised that the music was in fact doing something he didn't think was possible.

The music itself was projecting an aura of pure joy that fed into every living thing in the theatre. Lahkranaz watched as the pink energy only he could see seep through the audience. The changeling felt an immense boost in power as he felt the aura absorb through his disguised skin like water into a root.

He had never felt this powerful before, even when he did pull off a year undercover as the husband of a truly loving gryphon. There was only one reasonable thing to do about this situation.

Assemble the rest of the team... assemble every changeling in existence. If they got the power that came from this universally lovable music... Nine changelings by themselves with this power... Lahkranaz really liked the prospects. He wasn't sure how he was going to find his comrades. He hasn't seen another changeling- disguised or otherwise- throughout his campaign back into Equestria. Wait, that won't work, he thought, How would I contact my comrades?

The plan fell through almost immediately. Still, he needed to find out how he could get as much of this incredible energy as possible. He had to gather the bits for one show, and if anypony noticed a group of nine coming to every show in Equestria. What if this Cornelius finally did take a spot in Celestia's court, like that annoying stallion said? How long- or short- would that be? How would he and his comrades get into the shows them?

As the most intelligent of the nine he had before, he determined there was only one option: Maintain the current course alone. This music was power... such power... He needed this power. In the absence of the Queen, he was the only one who had the brains to use such power. Equestria must fall, and this power- this music- will be the iron in the hammer that dislodges the keystone.