The Heart of Pleasure
By Haunter Rayne
Ch 83 – A Changeling Kingdom pt 2

Maud and Rayne found it to be peaceful work as the two of them scoured aimlessly through the desert together. Even though the stallion was aware of all her knowledge and training, he allowed Maud to lead him by her experience in searching the desert for mineral resources and eventually the prize they both sought together.

“Here, this might help.” Rayne offered as he scanned the arid sand around them with magic until several stones of various kinds seemed to glow through the dirt to make them easier to find.

“Well that’s a nifty ability.” Maud commented. “When did you pick that up?”

“Oh just the other day. It’s a spell I learned from Rarity.” The stallion explained. “After the party at Zecora’s it was a simple task to help carry her and Spike back to the boutique so they could rest together. And once there it was the perfect opportunity to copy her magic while they were both asleep.”

To this Maud gave pause and counted something in her head. “Wait, so now that you have Rarity’s magic and you’ve already had my sister’s magic for some time now-”

“That’s right.” Rayne grinned. “I got Applejack and Rainbow Dash’s during separate dates with each of them. And Fluttershy I got in passing when even I least expected it. So that means with the exception of Twilight, I have the magic from every other pony who lives in Ponyville. That includes five out of six ponies of harmony. I only have one princess left to go.”

“Wow, congrats. I mean that.” She commented as the gray mare commented as she dug a rather impressive specimen of quarts out of the sand.

“So whaddya think about the area out here?” He asked whiling changing their conversation back to their current task.

“Rayne, it seems there’s actually an impressive amount of geological data worth collecting here.” He smiled to hear this knowing how excited it would make her. But she surprised him when she placed the stone down and said, “Although, now that we have the changeling’s permission I can come back for that at any time. I want to focus to on finding what it is that you’re looking for.”

Rayne nodded gratefully, knowing full well that in the future he could just give her a small legion of Obsidianwolves so that she could come back here safely whenever she wanted. “Have any idea on which direction we should go?”

All of a suddenly they heard the sound of a large explosion followed by the screams of several individuals. “I have an inkling.” Maud stated which made the stallion chuckle a bit before they both raced forward to investigate.

- Several Paces Ahead -

“FLUTTERSHY!” Twilight screamed. “I know you’re scared but you HAVE to keep moving!”

The yellow pegasus looked up from where she was cowering behind a sand dune and then lept away just before the massive claw of a Maulwurf landed down upon that spot. “I know! I’m sorry! I’ll try to keep mov-” She yelled but was cut off when Rainbow Dash zoomed by to scoop her out of the way from running into into the mouth of another of the mole-like creatures.

“Twilight, what are we supposed to do?!” Starlight screamed as she released a rather impressive blast of energy from her horn but it only seemed to agitate the thick hide of a third mole-beast that was chasing Applejack.

Flying overhead Twilight looked around at her friends seeing that Spike’s fire breath seemed to be the only thing that really deterred the creatures. But was more focused on keeping Rarity safe than the others. “Everypony! We need to get out of here! We need to find help! We need… RAYNE?!” The princess gawked as she almost fell out of the sky in surprise.

“Ugh, Twilight! What would having my boyfriend here do to help the situation?!” Starlight snapped but then looked up in surprise as she realized the princess was staring off in the distance. Racing over at full speed was a stallion that she most certainly recognized. “Rayne?!”

“Maud?!” Pinkie shouted to the mare running with him. Then the pink pony hopped out of the way as she was almost be cleaved in two by a Maulwurf’s claw.

Rayne and Maud were quite unnerved to see the colored swirls of their friends darting about while under attack by vicious creatures. “What are you all DOING here?!” Rayne shouted before letting loose a massive swirl of destructive magic from his horn.

Everypony ducked in fright as the sky was lit up from the size of the blast. But just as the three Maulwurf were about to be enveloped by the magical beam it started to vanished just feet away from the mole creatures faces. “What?! Seriously?!” Rayne whined as he noticed a few shattered shards of dark stone laying just in front of where the Maulwurf happened to be standing.

“Rayne, I found some pieces of the stone you’re looking for.” Maud stated plainly.

“Uhhh, yes Maud. Thank you very much. I noticed them too!” He groaned as he gripped the mare around the side and jumped back with her as one of the moles lunged forward to swipe at them.

Quickly trying to levitate her friends from the ground Twilight shouted back, “US?! WHAT ARE YOU TWO DOING HERE?! Wait, OH NO!” She screamed as he didn’t realize that Maulwurfs could jump. Twilight managed to lift Applejack and Pinkie Pie out of the way in time but Rayne grimaced when she didn’t see a fourth mole sneaking up on where Starlight was floating.

“RRRAAAAAAWWWWWWWLLLL!!!” Every creature was shocked when they saw the black panther appear from out of nowhere and sink its fangs into the shoulder of a Maulwurf who came inches away from cutting Starlight in half.

A second later Twilight had everypony with even Maud and Rayne included levitated up to a safer height. But down below they watched in shock as the panther used it’s strength to hurl the mole in it’s grasp into the pair of other two like a bowling ball. Without delay the panther roared upwards to the ponies. “WHAT ARE ALLLLLL DOING HERE?!!!” The air quaked from the force of his scream as all of their manes were blown back.

After that the feline snarled as he was rushed by six different moles all from different directions. With the wave of his paw a small army of shadow wolves surrounded the panther before starting to change into different shapes. Twilight and Starlight both marveled at the level of magic as several Obsidianwolves morphed into what resembled shadowy, obsidian, Quarray Eels. This instantly made the Maulwurfs halt as the Obsidian-Eels barred down at them with fangs larger than their claws.

“Twilight! THIS is what you and the others watched fight in a war against King Aspen?!” Starlight gasped in abject terror. Meanwhile, as the moles stood quivering one of the Obsidianwolves stepped forward from guarding the panther. It swelled and grew until an Obsidian-Tatzlwurm towered overhead releasing several of it’s tentacle like appendages out through the air.

Without delay the Maulwurf retreated back into the sand and showed no signs of return. But the danger was not over as the panther turned the attention of his shadowy figures upon the group of ponies flying above. “What are all of you DOING out here?!” The furious feline snarled. “PONIES are NOT supposed to be in this desert! You will ALL leave NOW!” He ordered as if there would be no discussion about it.

“Wait, please! Let us talk to you!” Starlight tried.

Twilight went next but proved to be even less effective than Starlight had been. “Tell us, do you pose a danger to the Changeling Kingdom?!”

“WHAT?!” The black cat hissed.

“Uh, real classy and diplomatic there Twilight.” Her pupil commented from behind.

“How dare you propose to assume what I am and am not a danger to! I will NOT repeat myself! You all will leave NOW!” His fangs shined brightly in the afternoon light as his army suddenly took a more vicious stance toward them. When Twilight looked like she was going to open her mouth again he cut her off saying, “YOU WILL LEAVE, ELSE PONY-KIND WILL LOSE THEIR PARDON FROM MY ATTACKS!”

Then two more of the hounds below also changed into Talzlwurms. One buried itself into the ground and a few seconds later reemerged with a Maulwurf kicking and screaming. The panther made quick work of draining it’s essence before the Tatzlwurm who had caught it then changed to take a shadowy Maulwurf form of it’s own.

“Um, Twilight?” Rayne spoke up causing the princess to look back to the stallion floating behind her. “Maybe we should cut our loses and leave? I don’t want to fight… whatever that is.” He said gesturing to the panther and the entire shadow group before them as a whole.

“Ergh!” The princess growled as she turned from the feline. The others watched as the shadow beings seem to vanish as Twilight began to fly their group away. “We’re headed for the Kingdom of the Changelings and after we get there you two have some serious explaining to do!” She barked as Rayne and Maud looked to each other.

“Rayne… the stones?” The gray earth pony whispered but the stallion was quick to wave it off.

“You don’t need to worry about that. It’s all taken care of. I just have to wait for the right time.” He whispered back to her.

Meanwhile back in the desert the black cat stood silent for quiet some time. Once the ponies were fully out of view, he turned to several hounds that rose up from the sand around him. “No creature else within view?” The large feline asked and smiled as the hounds shook their heads. Then walking over to the scattered remnants of Queen Chrysalis’ throne the panther lifted a shard and plopped it right into his mouth.

“CRUNCH!” Went he stone as he bit through the rock as easily as a dragon would a gem. In went one, then another. At first the fiery light of Tirek’s magic refused spark. But after the stone reached his belly and began to settle there, a tiny inkling of Starlight’s power that managed to meld his forces together. That was all the black cat needed for his control over the magics to begin to grow.

“Heh... Learned it!” The panther sneered as his jaws rumbled with a fiery glow across the stones. After which he stood firm looking over to a nearly sand dune and spread his jaws to blast the sand to pieces with a mighty beam. But no magic came out. “Just as expected. I’m a walking field of anti magic now. The first half of this plan is complete.”

With that he darted off across the sand toward the Changeling Kingdom, no longer having the ability to teleport. And yet, he could see the eyes darting through the sand from around him as the Umbran creatures still heeded his call nonetheless.

- Back at the Hive -

Several changelings were startled as nearly a dozen different figures floated in from the desert. There were three unicorns, three earth ponies, two pegasi, one dragon, and an alicorn who had been levitating them all together. The changelings smiled at first as they had become used to meetings with ponies being happy ones, but on this particular case some of the pones shouted while seeming to be mad at one another.

“Okay, we’re here! Now I want an explanation from you two right now! The desert of the changelings can be dangerous, as you just saw. So Rayne, what interest could you have in coming out to such a place?! You even dragged Maud out there with you! What if something had happened to her?!”

The mane six and friends looked over curiously as the stallion just raised an eyebrow. “Huh, me? What do I want out here? Oh, absolutely nothing.” He told them to which earned him several skeptical looks. “And furthermore, big mole monsters or not I would never allow anything to happen to Maud.” This of course made the gray mare smile up at him.

“Then WHY were you-”

“It wasn’t Rayne’s idea to come out here. It was mine.” Called the monotone voice of the mare next to him. Twilight looked up in surprise that Maud had interrupted her and listened now as the small mare continued. “The changelings are our friends now so we came here and asked for their permission to explore the desert. Nowhere else in Equestria is there a bio-dome with detritus, blowout, and alluvial fans such as these.”

“Uhh...” Rainbow Dash sighed as she and several others looked as if they had no idea what Maud was talking about.

Both she and Pinkie rolled their eyes to this as the pink sister explained, “This desert is a unique area completely untouched by ponies or modem civilization. It’s like a gold mine for geological research! So of course Maud would want to be the first to study it.”

“Oooh!” Dash, Applejack, and Spike all said together.

Ignoring those three Twilight stepped forward and said, “Now hold on a minute! I above any other pony can appreciate the desire to be the first to research something. But the dangers out here are too great. You could have gotten really hurt! Or worse!”

“No I wouldn’t.” Maud stated plainly which definitely caught the princess off guard. “That is what I brought him for.” She said as she turned to her boyfriend who came strutting up beside her proudly.

“Ehh, Maud...” Pinkie said as she walked up and hugged her sister. “Rayne is a great guy and I’ll admit that he can be pretty smart. But don’t you think a soldier pony or a battle pegasus or maybe a princess who just so happens to love studying things that you just so happen to be friends with would have been a better choice to bring along?”

“No.” Maud said simply which made Twilight wondering if she had just been insulted a little bit. “Pinkie… Thank you for worrying about me. But I would choose Rayne to protect me against any of those.”

“Um, why?” Twilight asked, now feeling a personal interest about Maud’s motivations.

The earth pony hesitated for a moment because this amount of talking was beginning to tax on her nerves a bit. “Soldier ponies would have no respect for the work I’m doing and battle ponies would only be looking for a fight, not focusing on keeping me safe. Alicorns do have powerful magic, but the indigenous wildlife in this area are resistant to magic.”

“Well those are good points but-”

Maud could have stopped there but decided to add, “Plus, they tend to talk a lot… which draws unnecessary attention. Rayne and I had been working quietly out there for over an hour until you all got attacked while stampeding across the desert in a large group.”

Twilight’s ears fell by this point but then she tightened her hoof while growling in frustration. That was when Pinkie grimaced weakly and started to walk her sister away. “Yeah, uh thanks Maud but I think that will be enough for now.”

Clearly it seemed that the princess wanted to argue on but they were all interrupted when a new voice called out to where they were all standing. “Princess Twilight! Spike! What a surprise to see you! Are you all here with Rayne and Maud’s group too?” Asked an excited looking King Thorax who was rushing down to greet them.

“Hey there Thorax!” Spike exclaimed as the little dragon met him half way for a big hug. Then he looked up beating the princess to the chase as he explained, “Naw, we didn’t even know that those two were here. You see, Pinkie Pie and Fluttershy were called for a friendship mission. The rest of us just came along because Equestria has been a pretty dangerous place of late.”

“Oh? Are the ponies having troubles? Is it anything that the changelings can do to help their allies with?” Thorax asked with genuine childlike concern for his friends.

Pinkie Pie and Fluttershy smiled to each other with a nod and looked like they were going to accept but Twilight stepped forward absentmindedly blocking them with her wings. “Thank you King Thorax but no. I couldn’t ask your people to endanger themselves against this threat. You see, there seems to be a rogue being that is appearing all over Equestria from the Crystal Empire to all the way to Griffonstone. And now it seems this fiend has found itself in your desert at this very moment.”

“Are we in danger here?!” Thorax shouted and looked back over his shoulder to several onlookers who didn’t even have to be asked in order to rush to retrieve the guard changelings.

“That’s the thing. We can’t know for certain.” Twilight stated. “If you would like, we could follow you to somewhere more appropriate to talk and I can tell you all about what has been happening?”

“Yes princess, I think that would be the right thing to do.” Thorax nodded and extended a hoof for the alicorn to accompany him up the steps of the mountain. Meanwhile Pinkie and Fluttershy tilted their heads curiously because that wasn’t how they would have explained the situation at all.

“Ahem, your majesty?” Rayne suddenly called out which caused both Thorax and Twilight to stop their accent and look back to him. “Forgive me as I don’t mean to interfere with matters of the state. But while you and the princess are busy talking I think that Maud and I would like to take you up on your earlier offer. Is that room still available?”

Thorax smiled and nodded as he told him, “Oh yes, of course! In fact I already selected a few candidates to help you with what you offered us in return. I believe they were gathering in the music room if you-”

“Oh, I remember where that is.” Starlight spoke up. “Is Rayne doing something for you that I could help with?” She asked politely.

Rayne nodded and added, “I don’t mind if anypony else wants to come along. In fact, Twilight would you mind at all I I borrowed Spike and Rarity for a bit?”

“Sure, that’s fine Rayne. But what’s going on? What are you doing for the changelings?” The princess asked.

“Oh, you know. Just doing my job as a pleasure pony. They know about holidays and a little about parties… but I plan to assist them with more of the social kind of stuff that we can ponies do for fun.” He answered vaguely. “Don’t worry, you have much more important matters going on right now. And if Pinkie and Fluttershy have a mission here then the others should probably go with you.”

“Hey! Come on!” Dash cried out. “Don’t leave us out too!” She argued as she wrapped a hoof around Applejack.

Not wanting to get entangled in the relationship spiderweb that Rayne had going on, Twilight just raised a hoof and looked away saying, “Yeah alright. You girls can go run off with Rayne for awhile. Just behave yourselves and you too Rayne. Remember, you represent all of pony-kind while you’re visiting here. Your actions reflect on more than just you individually.” They all nodded and Twilight turned back to the stairs. “Alright, anyone coming up with Thorax and I, let’s get going.”

With that every pony smiled and waved to each other as Pinkie and Fluttershy went with the rulers up the mountain while the rest accompanied Rayne to an eastern section of the hive where Starlight was leading. However, there had been another pair of eyes lurking from a dark passageway nearby which none of those standing out in the open seemed to take notice of.

- Up the Mountain -

“So that about catches you up on what we know about the black panther.” Twilight explained as she sat at a meeting table with Pinkie, Fluttershy, Thorax, and Pharynx.

“Wow… I trust you completely Twilight but it’s hard to believe that everything you just told me is real.” Thorax shuddered. “To think that ANY creature should be so powerful! Evil as she was, I don’t think that even our former queen could have protected us from such a being even when she had been at her height of power.”

“My king,” Pharynx spoke up but his ears were folded backwards, “I’m afraid that even with all our might, I don’t think our forces would be able to defend against such a creature. And that’s even with our ability to transform into other creatures. I… I fear I might not be able to keep our citizens safe.” He stammered. If there was one thing that Pharynx did not enjoy above all others it was having a lack of control over a combat situation.

“I’m afraid you’re right.” Thorax replied. “If everything we heard is true then it sounds like challenging the panther head on is just foolish.”

To this Fluttershy seemed contemplative for a moment and then whispered something to Pinkie. The earth pony looked excited and nodded to her but before the pegasus could speak up it was Twilight with her assertive voice that was heard instead. “Not to worry your majesty! That is why we are here to help you!”

“What?!” Pinkie shrieked.

“That’s right Pinkie. The changelings aren’t just our allies, they’re our friends. We can’t let what happened to the Thicket happen here too. So it’s only right that we support them now in this time of danger!” Twilight declared proudly. Then she carried on, ranting about her plans to help Thorax. “I received a spell from Princess Celestia that can supposedly detect if any of the panther’s forces are hiding around. I think that-”

But while the alicorn droned on Fluttershy softly spoke aloud, “But I thought it was the deer who provoked the panther in the first place, wasn’t it? He didn’t even know they existed until King Aspen attacked him. And then the panther responded only partly out of vengeance but mainly it was to help ponies who were wrongfully being blamed for the who situation.”

Pinkie nodded with a frown as she was feeling dejected by Twilight just like Fluttershy was. “That’s how I remember it too.”

“-And so, with these spell markers in place your people can sweep the hive for shadows on a regular basis to also hopefully dispel them. And if the panther is unable to use his army then that leaves him alone against the might of the entire changeling force, plus the magic of your pony allies!” Twilight smiled as if she were giving herself a mental pat on the back for her well thought out strategy.

Thorax looked to Pharynx who shrugged that it could work but Pinkie spoke up drawing every creature’s attention. “Ummm, yeah but isn’t there any way to deal with the situation that doesn’t involve fighting? Like couldn’t we try talking to him? Or is there an element of harmony way to deal with the problem?”

“That’s just it Pinkie.” Twilight shouted, seeming to miss her friend’s point entirely. “We are the last line of defense for the changelings but that’s just what I’m counting on. If we can separate the panther from his army then maybe with the Ponies of Harmony together we can help change the panther, or whoever he is, into something that won’t be such a threat to every creature!”

“Twilight… that kind of sounds like you’re using the entire changeling race as bait.” Fluttershy pointed out which Pinkie nodded.

Twilight raised a hoof to object until she froze as her jaw dropped realizing Fluttershy was right. “Uhhh, aheh heh.” She stuttered nervously as Thorax and Pharynx blinked to each other in surprise. “Maaaaybe I could do with rethinking this strategy just a little bit.” She whimpered apologetically but then a moment later became excited again. “OH WAIT! I KNOW!”

Pinkie and Fluttershy just hoof-palmed themselves in the face as they could not believe how their friend was acting right now.

- Down the Hive in the East Caves -

As Rayne and company made their way to what was referred to as the ‘music room,’ the black stallion looked around feeling impressed by the complicated home of the changelings. Seeing the hive in person was drastically different from the show. No longer did the mountain rock shift on it’s own to open and close various passageways. But still there was an intricately connected set of tunnels like a naturally formed labyrinth that honeycombed it’s way through the mountain.

“This place is amazing! I may not be studied in the field but I’ve always had an appreciation for the beauty of architecture.” He awed as he could not stop looking around the entire time they walked.

“Oh really? I didn’t know that about you Rayne.” Starlight smirked, as did all of the girls in his company. They didn’t find it to be very often when he really opened up about himself so they were all feeling a little proud to have caught a moment of vulnerability where he actually opened up regarding something important to him.

“Heh, you caught me. I love diversity and complicated things. The more elaborate the details the more it intrigues me.” He explained.

Rarity chuckled as she said, “Oh really now? As if ANY pony here didn’t know that about you already.” She laughed while pointing to the four other mares that he was romantically involved with all at the same time. Rayne just rolled his eyes allowing the girls to have a giggle at his expense.

“Alright everypony, we’re here.” Starlight eventually called out as she lead them down a cave passage. Once inside Rayne seemed to be no less impressed than with the rest of the hive. It was a circular room like walking into a fish bowl built into the cave. There were a few stalactites that hung from the ceiling and several wood built chairs were gathered surrounding a flat space in the center like a staging area.

Additionally, standing around inside were indeed five different changelings, two male and three female. “Hello everyone.” Rayne called to them as they looked up from having been engrossed in a deep conversation. They immediately looked over and from the smiles on their faces they seemed quite excited to see him.

“Hello there Mr. Pony Sir. It is a pleasure to meet you.” One of the males said as he eagerly stepped forward to shake Rayne’s hoof. "My name is Gwaeron. Thorax told us that you were looking for five changelings for this lesson so here we are." Rayne nodded as listened as he made Introductions. "Over there is my Strider and the three girls you see are Anansi, Kaia, and Gwileth.

Rayne took a quick glance over them. The boys were the new tradition pastel green color for the changelings but the girls seemed a but more varied. Anansi had a light red body with purple wings, while Kaia had a blue green tint to her with an elegant body that looked like polished glass. Gwileth had a yellow frame and was a bit shorter than the other two with a mixed tone of greens for her wings and eyes.

"Oh well, the pleasure is mine. I think this will do just fine." Rayne announced as he shook hooves with each of them one by one.

Gwaeron definitely seemed like the excitable type as he looked over to the other ponies asking, “Oh and are these all your friends? Are they here to help with the demonstration as well?”

But the ponies standing beside Rayne started to give confused looks while staring at the stallion for answers. “Uh, what demonstration?” Starlight asked.

“Yeaaaah, what exactly are you supposed to be doing here again?” Rainbow Dash asked in the same dry tone she always used when she didn’t understand something.

“Yes darling, and why exactly did you want dear Spike and I to join you?” Rarity asked as she and the dragon were standing hoof in claw together.

As Rayne stood listening to all of their questions it was actually Maud who spoke up to answer them all at once. “Rayne offered to show the changelings what pony dating practices are like and to teach them about things like romance.”

“Oh...” They all mumbled together. Then a moment later they all screamed in unison. “WAIT WHAT?!”

Author's Notes:

Alright so plenty of new updates in this chapter! The main six already knew but now Starlight and Spike got to have an eyefull of the unstoppable force that is the panther. Also for Rayne standing next to Maud, it's no trouble for him to shoot a copy of himself off through shadow to have that transform into panther form while he stays in plain view of the others.

And yes you read that right, five out of six Elements of Harmony. Rayne has copied the magic of all of them except Twilight. Also it can be assumed his consumption of pony magic in Ponyville is otherwise complete. This includes the CCC's, foals, elderly, everypony. If they live in or near Ponyville then Rayne has their magic by this point.

So I know that not everyone is well versed on geology like Maud is so let me explain some vocabulary for you.
-Alluvial Fan: A large, fan-shaped pile of sediment forming at the base of narrow canyons onto a flat plain at the foot of a mountain range.
-Blowout: A depression in the land surface caused by wind erosion.
-Detritus: Boulders, rocks, gravel, sand, soil that has eroded from mountains over time.

Now we all remember whose friendship mission this is supposed to be about, right? It seems like somepony might be getting in the way a little bit.