Pharynx walked along the hard stone ground as he led the way. He moved as quick as he could, while keeping the pace slow enough for the other ponies to keep up. It would be a lot faster to fly, but considering only one of the others with him could do so, it would either mean leaving them behind completely, or going ahead and waiting for them to catch up. Neither of those were tactically sound. Simply waiting around would increase their odds of being noticed before they wanted, especially since he was the only one who had the ability to disguise himself, and unless it was to surround them in a pincer movement, splitting up a squadron when facing a large and powerful opponent was never a viable strategic movement since it at least halved the combative capability.

Looking back, he checked on the other three.

They were keeping up well. None of them had fallen too far behind, were breathing heavily, or showed any other signs of exhaustion.

"Uuuuuughhhhh," Trixie moaned out, throwing her head back. "How much further?" She slumped down, her wizard hat covering her face as her chin nearly touched the ground. "We've been walking for hours!"

Princess Twilight Sparkle slowed down, turning to look back at Trixie.

"Don't you travel from town to town?" asked Twilight. "Pulling a wagon, no less?"

"Exactly," Trixie replied, looking up at Twilight. "Which means that when The Great and Powerful Trixie needs to rest, she can simply pull over and get in said wagon. Maybe even have a snack."

"Like the peanut butter crackers you keep putting on the groceries lists?"

"LIES!" Trixie shouted. "Lies and hearsay! There is no evidence Trixie has ever done such a thing, Sparkle!"

"Is it much further though?" asked Starlight Glimmer. "We have been walking for a while, and my legs are starting to get stiff."

"Not much further," Pharynx answered, rolling his eyes. They were acting like grubs. Times like this, he wondered how in the name of The First Queen theses ponies were able to defeat the changelings. Twice, no less. Maybe if he had been allowed to do more, things would have gone differently.

Although... if things had gone differently, not only would most of the changelings not be as happy, but his overly-sensitive softy of a brother would either be utterly miserable, or dead as punishment for his "betrayal," instead of leading the new changes with Pharynx as head of the guard and security for the hive.

When he thought about it like that, maybe it was better that the ponies had somehow managed to win.

"And since we're talking about it, don't think for one moment that I don't know about the laundry and toilet paper."

"Trixie is offended at the accusation! She would never steal your laundry or wash her toilet paper at your castle!"

There was a moment of silence, which Pharynx decided to take advantage of.

"Okay," he called out in his commander voice. "We're getting close. So be ready just in case."

The four of them continued on in silence.

It was not much longer until they came to a small stony hill with a cave facing them. Pharynx turned to the three ponies, making a hushing movement, then made his way over to a bush. Reaching out, he gave the bush a gentle shake. Pale purple eyes appeared, looking up at Pharynx.

In a flash of green flame, the bush transformed into a pale blue-toned changeling, who quickly gave Pharynx a salute.

"Has anything gone in or come out?" Pharynx asked.

"No, sir," the changeling answered. His eyes then flicked toward the cave, then back to Pharynx. "But...either Chrysalis is more unstable than we thought, or she's not in there alone. Several times I thought I heard her talking to someone."

With a hum, Pharynx considered it a moment. On one hoof, it might be a good idea to get additional reinforcements before going further in case there was more than Chrysalis in there and they were dangerous. On the other, they did not know for sure, and any delay would mean Chrysalis would have more time to prepare or escape.

A little voice then reminded him that he was a changeling, and changelings were master infiltrators and spies. Even Thorax was able to lead a group of non-changelings deep into the hive and -- at least temporarily -- tricked Chrysalis into thinking he was Starlight Glimmer for a few minutes. Surely he could lead three ponies through a normal cave without any real trouble.

It would be better if they had proper infiltration and combat training, but these were the ponies he had been told to get, and they all did have experience against the former queen.

"I'll take the lead," Pharynx told the ponies. "Keep close, and have spells in mind, but don't light up your horns. The light might give us away."

After getting nods of acknowledgement from the three, the four of them started into the cave. They moved quietly, keeping close enough that Pharynx kept thinking they were touching him even though he knew they were not.

As they made their way further and further into the cave, the natural light faded more and more, until it had been left behind. It never became completely dark. Small crystals in the walls gave off pale blue light, allowing them to make out the way they were going. Moving deeper, the light took on a familiar green tinge to it.

"Ahahahaaa!" a buzzing, feminine voice cried out. "Yes, my children. You have so much potential, don't you? Yes you do. Yes you do." It then broke into... baby-talk?

That made Pharynx pause, his ear-fins perked up and forward and eyebrow raised. That was definitely Chrysalis's voice that he heard, but had never ever used baby-talk.

"And with your help, I shall make the ponies and those treacherous changelings pay for what they have done to me!"

That was more the changeling queen he was used to.

The green light grew brighter and brighter, reflecting off the walls more and making it easier to see. The small group reached a point where the path turned hard, making difficult to see ahead. Motioning the ponies to hide against the wall, Pharynx slowly peaked around to see what was ahead.

Not far from where he was, the cave widened into large chamber, the walls coated in glowing changeling slime. In the center of the room stood Chrysalis, her back toward the entrance. All around her were... small, fuzzy things.

Pulling back, he turned toward the ponies.

"There's some animals with her," he reported. "Can any of you identify them?"

"I should be able to," Twilight replied. She then moved to look around the corner, Pharynx moving to hide out of the way.

Several seconds passed before Twilight pulled back, brow furrowed in confusion.

"Is something wrong?" Starlight Glimmer asked.

"Perhaps the nerdy and egg-headed Princess Twilight Sparkle doesn't know what they are," Trixie suggested with a smirk.

"No, I know what they are," replied Twilight. "It's just...hard to believe." She turned her attention to Pharynx. "They're cats."

Pharynx, Trixie, and Starlight all looked at Twilight in confusion, then peeked around the corner themselves. Several more seconds passed before they pulled back as well.

"You mean like cubs?" asked Pharynx. "From a mountain lion, or tiger, or something?"

"No." Twilight shook her head. "Those are full-grown, domestic house cats. The kind ponies keep as pets."

Pharynx looked again, brow furrowed.

"Why would Chrysalis have a bunch of cats?" Starlight asked.

"Maybe to feed on their love and affection?" Trixie suggested.

"But wouldn't dogs be easier? I mean they're supposed to be more affectionate."

"But they would also require more attention. Can you really imagine Chrysalis taking a bunch of dogs for a walk?"

"Can you imagine her changing a litter box?"

The two unicorns grew quiet as they tried to picture either scenario.

"So they don't get any bigger than that?" Pharynx asked, returning his attention to Twilight.

"No. That's as big as they get, give or a few inches."

"Are they dangerous?"

"It varies somewhat," answered Twilight. "The can bite and scratch, but most run when they meet a stranger." She looked back toward the tunnel. "If there's no place where we trap them, we should be fine."

Pharynx looked around the corner as he considered this. By his count, there were twelve or thirteen of them. Maybe more? It was hard to count with them moving all over the place. If what Princess Twilight Sparkle had told her was correct, then the cats would flee, leaving them to deal with the former queen, four to one. However, if she was wrong, then they would have to deal with the cats, which would mean they would have to deal with four each, as well as Chrysalis.

Considering how small the cats were and how capable he was (and the ponies too, he supposed), it seemed like they had the advantage even in the worst case scenario.

"Alright," he said, motioning at the others with a hoof. "Let's get going."

Pharynx taking the lead, the four of them moved around the corner and made their way toward the cavern. The changeling kept his attention on his former queen, watching for any sign acknowledging their presence, or any move she made to attack them.

So focused was he on Chrysalis, that he did not notice one of the cats right in front of him. His hoof came down on its tail, causing it to let out an ear piercing screech and turn to swat at him. This surprised him enough to jump back, letting the cat free so it could take off. As it ran, several others did as well, fleeing toward the other side of the cavern.

Chrysalis turned to stare at them, green eyes wide and slitting pupils narrowing. She tightened her grip on a kitten clutched to her chest as her horn lit up, making the cavern brighter. Her eyes then narrowed as a smirk spread across her black muzzle.

"Well, well, well," she purred out, petting the feline in her grip. "If it isn't one of my treacherous changelings, along with Sparkle, Glimmer and... some other pony..." She gave a wave of her free hoof.

"I am The Grrrrreat a--"

"Shut up," interrupted Chrysalis. "Don't care."

Trixie pouted, glaring from under the brim of her hat.

Chrysalis then turned back to Pharynx.

"I don't suppose you came to your sense and are here to help me, bringing them as an offering?"

"No. We've come to stop you."

Chrysalis's eyes went wide in surprise as she took a step back.

"Pharynx?" Her head tilted as she raised an eyebrow. "I would have thought that you of all my changelings would never have fallen for that whole 'magic of friendship' thing." She let out a sigh, rolling her eyes, then looked at him as calmly as possible.

"I'm not mad," she stated. "Just disappointed."

Pharynx took a step back, eyes wide and ear fins drooping. He had disappointed her? His queen? The one who he had served loyally for so long? Who had helped raise and teach him? The same queen that had led them to attack Canterlot... which... not only did not work out in the getting of love energy, but led to them being caught up in powerful magic blast that sent them all flying to the badlands...

The same queen that had come up with a new plan to take over Equestria... which... not only failed... but nearly led to her killing his brother...

The same brother that had found a better way for them to feed...

Now he remembered why he was here.

With a renewed determination, Pharynx straightened up and took a step forward.

"I served you because it was what I thought was best for the hive," he stated. "Now we have a better way, which doesn't leave us nearly starving." He straightened up more, eyes narrowing. "My first loyalty is to the hive, and that now means Thorax."

A insectile growl emanated from Chrysalis as she bared her teeth.

"So be it," she hissed. Then, shifted, flicking her hair as she straightened up as well. "It hardly matters, anyway." She grinned. "As you can see, I have amassed a new army of my own."

She pointed a hoof at the group.

"NOW MY KITTENS! ATTACK!"

None of the cats around Chrysalis did so. In fact, one reached up to bat at her extended foreleg.

"Not me!" she hissed. "Them! Attack them!"

One of the cats let out a meow.

"Uhm... Chrysalis?" Twilight asked, stepping forward. "Were you planning on attacking us and Equestria with a bunch of cats?"

"No!" Chrysalis shifted, looking away. "...maybe..."

"You realize that to do that, you would have to train the cats to attack on command?" Twilight asked. "And that, while technically possible, it is extremely difficult to train a cat to do anything?"

"It is?"

The ponies nodded.

"Although, Trixie does know a trick that--"

"Shut up. Still don't care."

Trixie let out a huff, pouting.

"Fortunately," stated Chrysalis, "I have a back-up plan."

She then threw the kitten she had.

The cat yowled out as it flew through the air, mouth wide and claws extended. The small feline hit Starlight Glimmer in the face, biting and scratching with all of its terrified might.

"Ow. OW!" Starlight cried out, trying to shake the frightened feline off her face.

Finally, it let go enough to fall, running away.

Chrysalis was sprawled out on the floor, laughing so hard, she even let out cricket chirps (the changeling equivalent of snorting), and was gasping for air.

A growl of annoyance escaped Trixie as she stepped forward. Her magician hat lifted off, revealing her horn glowing with the pale pink color of her magic, and a glare in her purple eyes.

"The Great and Powerful Trixie will not allow her friend to be harmed like that without serious repercussions!"

This caused Chrysalis to stop for a second, staring at Trixie before throwing her head back and laughing even louder.

"Stop, stop!" the former queen gasped out. "I can't take any more."

"Sparkle," Trixie said coldly, "Pharynx, step back."

The two did as they were told.

"Trixie?" Starlight asked. "What are you going to do?"

"Yes," Chrysalis agreed with a smirk as she panted. "Indeed. What are you going to do, little stage magician? Pull a rabbit out of your hat? Threaten me with paper flowers from your cape?" She brought her forehooves to her face as her eyes went wide. "Ooh. I quiver in fear."

Trixie's horn lit up brighter. A red dot appeared on the floor, moving across it. As it did, the cats began to take notice. One by one, they began to chase after it, their paws smacking down on the floor where it was as they tried to catch it. With a wicked grin, Trixie made a circle around Chrysalis, getting all the cats to follow it.

"What are you doing?" Chrysalis asked, moving to sit up.

"This."

The dot then moved onto Chrysalis's side, darting back and forth.

"Wha--"

The dozen or so cats jumped onto the changeling, smacking her as they tried to catch the dot.

"Ow, ow!" Chrysalis cried out as she was hit with small, sharp claws. "Stop it. Ow. I'm -- ow -- I am your -- ow -- your queen! Ow ow ow. You shall cea-- ow ow ow. STOP IT! OW! Ow ow. Stupi-- AAAAAAAAHHHHHH! ONE OF THEM'S STUCK IN MY MANE!! Ow! Ow! I give up! I give up! Call them off! Call them off!"

"Okay, Trixie," Starlight said. "I think she learned her lesson."

Trixie stood there a moment, eyes still narrowed. She then looked toward Starlight, and her expression softened. With a sigh, she moved the spot away from Chrysalis, skittering it across the floor.

The cats followed after it, with one noticeable exception. A short-haired calico had gotten herself tangled up in the long green hair of Chrysalis's mane. That cat yowled and squirmed, yanking at the hair as she tried to get free and making Chrysalis wince with every pull.

As for Chrysalis herself: she was a little bit the worse for wear. The former changeling queen continued to lay sprawled out on the floor, pouting. Small scratches covered her carapace from the tip of her snout to her croup, and all the way down to her hooves. Her once glistening and glossy black chitin was now scuffed and scraped, leaving it duller and grayer.

Twilight's horn lit up, taking a hold of the trapped feline. Carefully, she managed to extract the calico, getting it free of the hair that had wrapped around and tangled it. As soon as it was free, the cat took off, running further into the caves and disappearing from sight.

"I know this has been a rather embarrassing day for you," stated Twilight, "but I thin--"

"Oh, shut up," Chrysalis huffed as she got up. "It's bad enough I was defeated, and in such a humiliating manner, but I will not suffer through one of your vapid and condescending speeches about 'the magic of friendship' or whatever." She made a gagging noise.

After brushing herself off, she started walking.

"Just... take me to whatever prison or dungeon or whatever you're putting me in."

"Now, now," Trixie said with a smirk. "There's no need to be so catty."

Two ponies, two changelings, and thirteen cats all face-palmed.

Author's Notes:

(derpibooru link)