I was laying on my side on the sofa in the royal car on the Friendship Express train heading to the Crystal Empire. Twilight was snuggled up against me as the little spoon. One foreleg and one hind leg was around her body holding her as a few tails covered her up to her head. The sounds of the train against the track and her soft body against mine was like a lullaby to me. It didn’t help that Twilight was humming slightly while holding a book in her magical grasp either. The whole atmosphere was putting me to sleep and I was halfway there already. We weren’t the only ones either. On the other side of the car were Starlight Glimmer and Spike sitting side by side. Earlier I noticed that Spike had put on a very bad disguise. For what reason I couldn’t fathom and simply ignored it.

“Are you sure it’s ok that I tag along?” my half-asleep mind heard from Starlight, although sounding like a far off dream. “I don’t want to get behind on my friendship lessons.”

“Oh not to worry Starlight,” Twilight dismissed it with a little amusement in her voice, “you can learn friendship lessons anywhere. So, just think of it as a mobile classroom. Besides, you wanted to catch up with Sunburst again which I think is a great thing.”

“Yeah don’t worry everything will be fine,” Spike spoke up to encourage her.

That made Twilight laugh which I actually felt as I held her. “Aren’t you one to talk, Spike? Looking like a detective from a private eye comic.” Even Starlight giggled a little at that.

“I don’t want to distract the crystal ponies because I’m so great and glorious,” he tried explaining. “So, I’m disguising myself to blend in.” That was so amusing that it caught my half-asleep mind back into being fully awake.

“Spike,” Starlight’s voice had humor in it, “you’re a small dragon dressed up in a trench coat, hat, and sunglasses. You’re not going to blend in.”

“Alright, fine,” heard some rustling of fabric which probably meant that he took off his bad disguise, “but if they mob me don’t say I didn’t warn you.”

“I think you’ll live,” Twilight said dryly.

“Personally,” Starlight drew out that word which had me imagining a grin on her face, “I think you secretly enjoy it.”

“Moi? Enjoy constant adoration and praise?”

There was a pause where they both probably gave him a blank stare.

“Alright. Alright. I admit it. Stop looking at me like that.”

“CRYSTAL EMPIRE!”

Twilight closed the book then put it in her saddlebags on the floor. She hummed happily while taking a stretch, “As good as this feels, I need to get up.”

“Yeah, you did look pretty comfortable,” I opened my eyes to see an amused look with a smirk on Starlight’s face. All while Twilight took another stretch after she stood up.

“Believe me it was,” she confirmed then looked down at me as she shook off my tails from her. “Come on, time to get up.”

I stuck out my tongue playfully, “Don’t wanna.” Twilight gave me a wry look before using her magic to lift me up off the sofa and set me on my feet. “Then again.” And to the giggles of Twilight and Starlight, I followed them out the train car after they gathered their things.

It didn’t take long for us to get into the kingdom proper. And just like it was in the show, there was nopony around. The only thing that I saw was the occasional eyes peeking out from behind a curtain or two as we passed by. And the only sounds were the sound of the girl’s hooves against the stone road and the wind through the trees.

“Oh...kay, what’s going on?” Starlight questioned while trying to look around for life. “Where is everypony?” Then she stopped in her tracks, turned around, and looked over at Twilight and I. “Alright, lay it out. What’s going to happen?”

Twilight looked up at me wondering if we should tell her. With a dismissing shrug, I looked over at Starlight and Spike both. “Alright, here’s what’s going on. A changeling named Thorax has split from Chrysalis’ hive and wants to be friends with ponies.”

“Is that even possible?”

“Yes, Spike,” I chuckled with amusement, “not only is it possible, but he is instrumental in starting a new chapter for the changelings for the betterment of all Equestria.”

“Seriously?”

“Yes, Starlight,” Twilight told her as she encouraged us to continue walking, “he’s serious. He’s already told me all about it. But even I’ll admit to being cautious about it. Given that it was the changelings that took over my brother’s wedding.”

“However, the reason that I hesitate to tell anyone is that things are already different because of me, my mother and father.” With a shake of my head, I kicked a pebble down the street. “So there’s no telling what is different here. And that’s what’s frustrating. This is why usually, all I want to do is just encourage the right pony in the right direction. That way it will turn out like it’s supposed to.”

“THERE’S SPIKE,” came a shout, then out of nowhere a large group of crystal ponies ran up, lifted Spike onto their shoulders, and began to praise him. “Yes, it’s Spike the brave and glorious. He’ll know what’s going on and what to do.”

A second later.

“Wait!” another one said out of the blue. “What if it’s not really Spike?”

One gasp and a “RUN” later and they were all gone leaving Spike hanging in the air only to land on his drake butt a second later with a loud, “Ow.”

It was almost humorous. Almost. I did chuckle a little when he stood up and rubbed his butt. “Well that was short and weird wasn’t it?”

“Ha. Ha.” Spike rolled his eyes at me and simply started walking again. After that, it was only a few minutes before we reached the castle. And the guards.

“Halt!” of the six guards in front of us, the right of the two middle ones spoke up with his hoof up.

“Don’t worry, I got this,” Spike looked back up at us with a smirk before stepping forward. “Don’t worry, Spike the brave and glorious is here and I can vouch for these three.”

“That’s also what a changeling disguised as Spike would say,” another one of the guards stepped up and lowered his head to him. “How can we be sure that you really are the real Spike? I’m sorry but we’ll need proof of identification.”

“We’ll take care of things,” Cadence’s voice interrupted them as she, Shining Armor, and Sunburst walked up with little Flurry Heart being carried in a basket in Sunburst’s magic.

“Thank you, Cadence,” Twilight happily greeted, “could you please tell them that it’s us?”

“She will after you prove that it’s really you.” Shining Armor narrowed his eyes almost glaring at Twilight.

I just sighed and waited.

That’s when Cadence walked forward to do their usual sunshine sunshine greeting. Twilight only hesitated for a second before joining in and once done Cadence was convinced and ordered the guards to stand down. Where they promptly went back to their usual posts. Except for two of them. I already knew what they were going to ask.

“I’m sorry for all of this,” Cadence apologized with a sad worried smile, “but there’s been a changeling sighting in the area. So, we’ve been extra careful since our wedding and been checking everypony’s identity.”

“Yes,” Sunburst added as he stepped up with Flurry Heart as Twilight and Starlight greeted the little foal. “We’re afraid that the changeling has come to the Crystal Empire because it has the most love in all of Equestria. It could be after the baby.”

I watched the cute scene of Flurry suckling on Twilight’s hoof as she and Starlight looked at each other. It was plain that neither of them really didn’t know what to do. Do we tell them or not?

However, I had an idea. So, I stepped up to Cadence and Shining. “Let me ask you something?” They both nodded. “It’s just one changeling, right?” Again they nodded. “Alright, then what sense does it make for just one changeling to come here where there’s the most love in all of Equestria? Why not bring more than one? Heck, why not bring the whole hive?”

“We don’t know, but we’re not taking any chances,” Shining Armor’s stern voice shot out immediately. Typical of him to think that way. So, I looked at Cadence with a raised eyebrow.

She sighed softly with a nervous look up at me. “Do you know?”

“Yes, as a matter of fact, I do,” I said to her while watching her reaction. As during the Crystalling she didn’t believe me. So, I called her out on it. “Of course you don’t believe me, as you didn’t believe me when I told you what would happen during the Crystalling and yet it did. With my father leading the changeling’s being the only change in the timeline that is. So, do you want to know what’s going on?”

Cadence looked up at me and I could almost see the gears turning in her head and her teeth grinding against each other. Apparently she still doesn’t like the foreknowledge that I have. “Alright. What’s going on then?’

“Very well,” I gave her a nod. “His name is Thorax. He has distanced himself from the hive for the sole purpose of finding a friend. But here’s the question, Cadence: Are you willing to be friends with a former enemy who wants reconciliation?”

There was a pause where everypony was thinking about that question. Then after about a minute, or so, of thought, she looked up at me with a slow deep sigh. “If I can’t accept that, then I have no business being a princess.”

“I thought the same, Cadence,” Twilight supported her with a smile. “How can I call myself the Princess of Friendship if I won’t accept somepony wanting a friend? Even if they are former enemies.”

“So, what do we do then?” Sunburst asked slowly.

“Easy,” Twilight spoke up brightly, “we go find him and invite him over.”

“Who do you suggest we send?” Cadence looked between Twilight and I.

“Spike and one or two guards, but that’s it,” I told her. “Anything more and thorax just might be scared away. Whoever meets him will need to be non-threatening. Hopefully, Thorax will meet Spike first like he’s supposed to.”

“Very well,” she turned to two of the guards with us, “Accompany Spike and invite the changeling into the kingdom.”

The guards saluted sharply, “Yes, your highness,” then walked up to Spike.

“Have fun and just be yourself,” I said to him with a smile.

“Ok,” he replied with a small shrug of his shoulders. Then turned around heading out of the city.

“Now what?”

“Now, mister Sunburst, we wait.” Nopony said anything right off, so I added, “Preferably inside?”

^_^

All of us went back inside into their bedroom where Cadence and Shining Armor laid down on their bed. Twilight was playing with a happy giggling Flurry Heart while Starlight and Sunburst talked at a nearby table. The same table with all the refreshments of water, juice, and small snacks. I decided to stand next to Twilight laying my head on the bed near Flurry Heart.

“Who’s a cute little filly?” Twilight was softly playing peek-a-boo with Flurry Heart. And it made the whole thing look too cute for words with little Flurry giggling. My heart went out to the little filly reminding me of my own little daughter.

“And you’re sure this changeling wants to be friends?” Shining Armor asked after a few minutes.

“I’m sure,” I told him while looking up at him. “Just be friendly and everything will be fine.”

“I’m not convinced,” he reiterated with a firm shake of his head. “And I’ll believe it when I see it.”

I shrugged nonchalantly. “Suit yourself.”

^_^

(Spike’s POV)

“Spike, the brave and glorious, do you really think that this changeling really wants to be friends?” one of the guards asked me after we got past the shield and into the snow. Luckily it wasn’t snowing at the time, so I could see where I was going. Not that I knew where I was going in the first place. There wasn’t anything but snow as far as I could see.

“Yeah, you’ve actually dealt with them,” the other one questioned. “And how about that weird-looking fox creature? How do you know he’s right and how does he know?”

I stopped and turned around to face them. “Look fellas, I don’t know if changelings can be friends or not. But Twilight is right. She wouldn’t be the Princess of Friendship if she didn’t believe that every creature can be our friends. As for Emmit? I’ve known him since he arrived here. He’s a good guy...stallion...fox...whatever. He knows things and while I don’t fully understand why he’s been right so far.” I just simply shrugged. “So, I say let’s split up and go find this changeling.”

“Whatever you say, Spike the brave and glorious.” They both saluted with one going one way and the other one in the opposite direction. Leaving me in the middle of a snowy tundra. But hey, I’m Spike the brave and glorious. I can handle this, right?”

Apparently not because no more than a little while later I had stepped on a thin sheet of ice, broke through, and fell into an icy shaft with a shout. This was scary because the two guards weren’t there to help and I had no idea where this led to. The shaft led downward, so I was picking up some serious speed. At first, I wasn’t worried. Until I saw a light at the end of this tunnel that didn’t lead to stable and safe level ground. But instead led right out into a canyon.

And I didn’t have any wings.

By the time my eyes saw my fate, it was too late to stop even with my claws digging into the ice. I started screaming for help with the end of the tunnel getting closer and closer. Death was not on my plans for today and I was too young, brave, and glorious to die. When the tunnel ended, I swear I didn’t scream like a little filly.

“Hold on, I’m coming,” I heard a male’s voice call out. At first, I thought it was one of the guards because one of them was a pegasus. It was after he caught me, and after I calmed down enough to look up, that it was a changeling. Hopefully, the one we were looking for. After he set me down back on solid soft snowy ground again, he faced me with a shy, nervous, and worried look on his face. “It was a good thing that I spotted you or...”

“Yeah, thanks by the way.”

He saw my genuine thankful attitude, not to mention that I wasn’t afraid of him, and he asked about it. “You aren’t afraid of me, or what I can do?” He was even shaking a little with his eyes looking around as if looking for a quick getaway.

With a smile, I shook my head. “No. At first, they were going to send out lots of guards to find you. But not after Emmit showed up. You’re Thorax, right?”

His eyes went wide and even flinched a little at me. “H-how did you know?”

“That’s a long story,” I said slowly, running a claw through my spines with a slight chuckle. “But everything is alright though. We know that you want friends and we’ve invited you. So, that’s why I was out there looking for you.”

He stood there blinking at me for what seemed like a while before speaking up again. “Well, that’s good. And yes all I want is a friend.” He looked off to one side toward a large pile of snow that could easily hide another pony. “But I’m not the only one. There’s another with me that also wants a friend. Is it alright that she comes too?”

I was hesitant because Emmit didn’t say anything about a second changeling. Just Thorax. However, if she wants a friend just like Thorax, then why not? “Sure,” my voice held false reassurance in it that I don’t think he caught onto, “I think it would be fine.”

“Great,” he turned toward the pile of snow. “You can come out, Flora.”

Another changeling came walking around the snow pile toward us. I couldn’t tell them apart as far as male or female. However, this new changeling was acting a lot like Fluttershy. Her ears were laid back against her head and with her eyes darting around she was acting like she might be attacked at any given moment. Which might have been true if Emmit hadn’t said anything. Now I was just worried that she might run before we even got back to the castle.

“Are you sure it’s alright, Thorax?” She even sounded like Fluttershy, always scared with a shaky voice.

“Yeah, I think it’s alright,” Thorax replied, still a little nervous himself.

“Hi, I’m Spike the brave and glorious,” I offered a claw for her to shake once she got close enough. Both of them looked at me as if I was crazy. “That’s what the crystal ponies call me. I helped save the kingdom from King Sombra.”

Thorax was silent as he and I waited for Flora to round up the courage to speak again. “Are you sure it’s ok for us to simply walk into the crystal empire?”

“Oh yes, like I told Thorax I’m here to invite you, and any changeling that wants a friend, inside.” They each looked at one another as if having a silent conversation. Then nodded to each other. “Great, let’s go.”

^_^

(Emmit’s POV)

“Shining will you please control your daughter?” I was nearly yelling at him while Flurry Heart was tossing me around the room with her magic like her own personal doll. She was liking it of course, but I was quickly losing my stomach. Naturally, she wasn’t the only one liking it.

“That’s my girl,” Shining Armor gleefully cheered her on while I was zipping around the room like an airplane. Flurry giggled playfully while her father got down face to face with her, “Who’s a good little filly? You are.”

Twilight, Cadence, Sunburst, and Starlight were all laughing and chuckling at my predicament. However, as I pointed out, “I’m serious because I’m about to lose my stomach here!” Everything was a blur to my eyes as I zipped around the room.

But I did hear Cadence stop giggling and say, “Alright that’s enough.” The room slowly began coming back into focus again as I was being pulled from Flurry’s magical grasp. “I don’t want to have to clean the room.” And was put back down on the floor again.

“Oh thank you,” was my soft response as I laid down on the floor as the world slowed back down again.

“Aww, but we were having fun!” Shining playfully, and comically, whined as Cadence rescued me. Flurry, thankfully, started doing the same thing with one of her toys instead of me.

“No Shiny,” Cadence admonished him with a smile, “you were having fun, Flurry doesn’t know any better, and poor Emmit was about to heave all over the floor.”

The door opened, after a knock, and a guard took a few steps in and saluted. “Your highness? The changelings have been found.”

“Ok, thank you,” Cadence told him, “escort him to the throne room and tell him we’ll be there shortly.”

“Yes your highness,” he saluted, “and about the other one?”

“Wait...other one? As in more than one?” I asked, standing up and turning around to face the guard.

“Yes, sir. Two. One male and one female.”

“Didn’t you say there was only supposed to be one? Thorax?” Twilight asked stepping up to me. There was a little bit of worry in her eyes as she looked up to me and in her voice.

“Yeah, I did and according to all I know there’s only supposed to be just Thorax,” I told her. I looked to the guard, “Keep both together for now.” After the guard saluted and left, my eyes met the rest of them. “Alright, Thorax I know is legit, so the odd one out is the female. She’ll need to be watched like a hawk. If she’s legit, great. If not then there could be trouble.”

Starburst was in thought as he stepped forward. “You know what’s going to happen because of this show from your world, right?” I nodded, knowing where he was going with it. “Well, your presence more than likely has already altered the timeline.”

“Correct, Mister Starburst,” nodding in acknowledgment. “In some ways, I’ve already seen some of those changes. The Crystalling, for example. The changelings weren’t supposed to show up, but they did. In this instance, this female wasn’t supposed to show up but did. I just hope that she’s legit too, otherwise, Chrysalis already knows about Thorax or at the very least suspects him and has sent out a drone to keep an eye on him. So, our best bet would be to watch her carefully.”

^_^

When we got to the throne room and piled in, Spike was standing with two changelings that almost looked identical. The only way I told them apart was the look in their eyes when they looked over at us. Thorax looked more hopeful and interested while the female was acting like a nervous Fluttershy. That nervousness didn’t reach her eyes though. Her eyes were too calculating to be nervous. My ears picked up Spike’s voice, trying to reassure them, as we approached.

“Here he comes. Now don’t worry about a thing.”

With everypony behind me, Twilight beside me, I looked down at Thorax first. “Thorax, it’s a pleasure to meet you.” He was a little intimidated by my size, which was understandable. I was almost sure he was going to take flight when he took a couple of steps back. But he was more curious about one thing.

He blinked up at me, “You know my name? How?”

Hopefully, my reassuring smile would be enough to calm his nerves. “That is a long story which I can explain a little later. Let me just say that I know about you. That you want friends.” I leaned my head down more to his level. “That you doing so is more important than you, or anypony else realizes.”

“It is?” both of them asked at the same time.

“It is,” I nodded to them before looking at the female intently. My goal was to put her on edge in hopes to reveal her true motives. So, I narrowed my eyes at her. “However, even I wasn’t expecting a second one. Do you know her, Thorax?”

He hesitated, and that’s all I needed to know. “Not...really. She showed up just before I caught Spike going off the cliff.”

That nearly cinched it for me. Her eyes didn’t hold the nervousness that her body was trying to tell. She may have lowered herself to the floor acting scared with her ears splayed back against her head. But her eyes. The key to the soul. They told a different story.

“Oh, but I really do want to have friends just like Thorax,” she tried saying, even giving off a nervous chuckle that was just a little too forced.

“Uh-huh.” Without breaking eye contact with her I addressed Twilight. “Twilight? Could you check this one in case this isn’t her real form?”

“Uh...sure,” Twilight sounded confused, not that I blamed her any for it. “But why would you want me to check for-”

“Please?”

Twilight sighed, lowering her head toward the female changeling, “Fine.”

Before Twilight even lighted her horn, the changeling jumped back with a loud hiss and flutter of her wings. “Fine then,” she hissed loudly at me before her body was engulfed in green flames. A second later, Chrysalis stood before us. “We’ll do it the old fashioned way!” Her voice hissed loudly with agitation and hatred.

“Guards! Thorax get behind me!” I started yelling at them to get them out of their shocked stupor. And I was going to place myself between Chrysalis and Thorax, but Chrysalis either knew what I was going to do or had already decided to try and kill him from the start. Because she turned to him.

“Traitor to the hive!” Chrysalis shouted, igniting her horn with a bright green light and aimed it at him.

I was able to use that moment of her hesitation, due to her talking, to use my dash ability to get between her and Thorax. Then immediately raise my shield around us. Had to because he refused to move out of fear and shock. Everypony else didn’t start moving until whatever magic she was going to use against Thorax hit my shield. Upon impact, the room was immediately engulfed in bright green light. That brought the guards out of their shocked stupor to have them usher the whole group away to the back of the room.

“Get them out of here,” was my command to the guards, “I’ll take care of Thorax, GO!” My ears picked up the sound of rushing hooves and a couple of protests from Twilight and Starlight.

“Oh, so you will take care of my traitorous drone will you?” Chrysalis hissed softly through an evil laugh as she hovered off the floor in front of me.

Meanwhile, Thorax had lowered himself to the floor, cowering under his hooves.

“I’ll defend all my friends with my life,” said through a growl and snapping jaws. All of the hatred toward this changeling was making my blood boil and every strand of hair stood up on end.

Out of the corner of my eye, I saw look up at me as if he had a question mark over his head.

“THEN YOUR LIFE IT IS!”

This time when her magic hit my shield, it strained under the magical weight. She was stronger than before. So much so, that there was no strength left to do anything else. It was taking everything I had just to defend. With all the anger that raged within me, my mind had let slip the thought that the longer she stayed, the more powerful she became. For the simple fact that she was feeding off of the love of the entire kingdom. Not to mention the love I have for my own family and the rest of the girls. Chrysalis was surprised that her attack didn’t shatter my shield, so with a growl, she hit me again. This time sending me to my knees, my now shaking knees, grunting and growling with the effort of holding the shield. But it held though it left me sweating and shaking with the effort.

“Well, well, well,” Chrysalis cooed at me while landing on her hooves just a few feet away. “You do have strength don’t you?” Putting a hoof to her chest, she batted her eyelids at me with a girlish giggle, “Being a female myself, I find that attractive.”

Now that she was talking and not attacking, it was giving me a chance to recover. And the more we talked the more it gave my body, and ability, recovery time. I sent her a wry smile, chuckling at how this would irritate her, “Sorry, you’re not my type.”

It was satisfying to see her growl at me. It did the job of getting under that thick skin of hers.

“You can’t beat her,” Thorax’s voice was almost a whisper because of fear. “The longer she stays the more love she feeds off of and the more powerful she gets.”

“That’s right my dear Thorax,” she cooed again, batting her eyelashes at him, “and once I get to you, you’ll find out what happens to a drone that betrays the hive.”

“You’re the one that’s betrayed the hive, Chrysalis,” was my own growling response as Thorax went back to cowering under his hooves again.

“What!?” There was a pause of genuine confusion on her face. Until she dismissed it with a shake of her head and grinned at me. “But apparently, your dearly devoted father is my type. He’s fawning all over me.”

It did the trick of getting under my skin, though I tried not to show it. “My father was never the same after my mother died. Still...I’ll make you pay for what you did to him. And the unicorn that helped you.”

“Oh him?” she grinned wickedly. “He doesn’t have much love, but he already gave what he could.”

Figures. Not surprising that he would meet that fate.

Chrysalis suddenly got very happy, almost like a schoolgirl, as she clapped her front hooves together. “Oh, this is so wonderful. Thank you, Shining Armor, for showing up. Now both of my lovers are here to join in on the fun.”

“You’ll pay for embarrassing...wait,” Shining Armor growled out before pausing as my own mind did the same after what she said finally caught up with me.

“Both?” we asked simultaneously.

“Oh yes,” she turned on the charm with a mischievous smile, “You see, my dear Emmit, Shining wanted to get frisky with Cadence before the wedding.”

“You’ll pay for embarrassing me,” Shining growled out again, this time looking defeated. But that left with me.

“Oh you should be embarrassed, my Shining Armor,” she cackled while Shining walked up beside me. “Because Emmit was far better.” Now she looked at me directly and batted her eyelids at me, “Even better than your father.”

“I don’t know how to take...wait...what?” Ok, I was genuinely confused. “I would never have sex...with...” While I was talking, she changed forms to that of Daring Do. Daring Do’s form stood before me with a simple knowing smile on her face. Then it clicked. “FUCK ME!” I cursed the heavens.

“And now you know how I feel,” Shining grimaced at me in understanding, putting a front leg around my sagging hanging head and shoulders.

I felt physically sick. “Chrysalis was Daring Do.” It was a rhetorical statement, but I had to say it in order to come to grips with it.

A flash of green and Chrysalis was back to normal. “Yes, that was me, my darling Emmit.” Now her grin was wicked as she used her magic to lift my head in order to look me in the eye. “And your seed will spawn a new wave of drones for me to control. The hive thanks you for your donation.” She turned to Shining Armor with what appeared to be a sad face. Whether or not it was genuine was anypony’s guess. “Sorry, Shining Armor, but yours didn’t take.”

“Kill me now,” I whispered under my breath.

“Careful, she just might,” Shining Armor smirked at me.

“It would save me from facing the girls.”

He turned my head to face him, “If I can face Cadence,” he took a moment to shiver, “then you can face the girls.”

“You only have one, though,” I pointed out before my body shivered as well thinking about what I was going to face. Shining didn’t say anything, just stood there with his leg around me in companionship. Two boobs standing there feeling sorry for ourselves. Yet, I noticed something. How come Chrysalis was just standing there with a mischievous grin on her face? It didn’t click until two things happened. One was the chill that raced up my spine making my fur stand on end. And two was when Chrysalis pointed a hoof behind me. “Twilight is standing behind me, isn’t she?”

Shining and I slowly turned our heads. And what we saw had us cowering next to Thorax. Twilight’s eyes were pure white and her whole body was pulsing with a purple magical aura that swirled around her like a hurricane. That paled in comparison to the look on her face. It was that look that had us cowering on the floor.

“Thorax?” Twilight addressed him in her usual friendly tone of voice. That completely contradicted what we were witnessing.

“Yes?” he all but squeaked out. Which was more than I would have done.

“Would you please join the others in the adjoining room? I don’t want you to see what’s about to happen here.” And she said it soo sweetly too.

Thorax didn’t even hesitate. He dashed away soo fast that I thought he stole that ability from me.

Shining and I started hugging each other in fear. All that anger and hatred that I felt for Chrysalis had vanished in the face of Twilight. It melted away and the only thing that was left was crippling fear of this mare that I love so dearly.

“Oooo, I think somepony’s jealous.” It was Chrysalis’ way of putting salt in the proverbial wound. Chrysalis has now struck twice with two that Twilight knows. First was her brother that she had under her spell, so to speak. With me, it was a simple circumstance and trickery. Not that I expected that to save me from Twilight’s wrath, but we’ll see.

Twilight looked down at us, but mostly at me. “We’ll speak of this after I deal with her.” I gave her a squeak in response. With that supposedly accepted, she turned toward the bug. “I understand that you tricked him,” Twilight’s voice was soft but filled with cold malice as she stepped toward Chrysalis. “But I am Emmit’s mare by my own merits. I don’t have to use trickery.”

Green magic swirled around Chrysalis, “I do what I have to in order to survive.”

Twilight lowered her horn toward her. “No, you do it to control.”

“Yo-” She was interrupted by Twilight’s sudden attack. It was so sudden and so powerful that Chrysalis didn’t even scream. She just let out one big “oof” after she hit the wall, leaving a spiderweb of cracks in the crystal wall. Chrysalis’ light just got turned off.

After seeing his little sister do that, Shining Armor whispered to me, “Been nice knowing you.” And proceeds to crawl and skitter away to the other room.

At first, I thought about following him. However, after watching Twilight take Chrysalis’ unconscious body in her magic, walk toward the front door, and pretty much shoot her out of the kingdom like a cannonball, I thought better of it. Then, only two thoughts ran through my head. One was, Holy Shit. Two was, I’m so dead.

Twilight seemed to just stand there for a couple of seconds after practically drop kicking Chrysalis away. A second later, all her magic and white eyes just vanished. Then with a horse-like snort she turned toward me and started walking in my direction. The mantra of “I’m so dead” was being played over and over again in my head as she walked up to me. I even closed my eyes and kept them closed until the sound of her hooves stopped right in front of me. It wasn’t until I heard her stern and angry voice say, “Now then,” did I let her have it.

“I’m sorry, I’m sorry, I’m sorry,” I pleaded and even started kissing her hooves. “I’m sorry, I’m so sorry. Please don’t kill me. I feel soo bad about what I’ve done.” I didn’t even look up. Just kept saying how sorry I was over and over again while kissing her front hooves. By all that I could tell she didn’t say anything or move while I was busy groveling. It wasn’t until I heard Cadence’s pleased voice behind me did it dawn on me that perhaps I should look up at her.

“Shouldn’t you talk to him, Twilight?”

“Not quite yet, Cadence. I’m enjoying this too much.” There was a lot of humor in her voice. And apparently, she wasn’t the only one either due to the chuckles and giggles going on behind me. That was when I stopped groveling and did look up at her. Her face had a pleasing smile on it, which at first I thought was for me. Until she looked down at me giving me a flat frown. “Don’t stop now,” she admonished, “I’m not ready to talk just yet.”

“I’m sorry, I’m sorry, I’m sorry,” so, I kept going and started kissing her hooves again.

^_^

“So, you understand why I was soo upset? Well, still upset. Just not as upset as I was because you explained it in more detail.” Twilight and I had finally retreated to a private room after she was satisfied with my groveling. She was laying at the foot of the bed while I laid down on the floor at the foot of the bed like a common dog. Still feeling sorry for myself. I just nodded my head to answer her question. “I’m mostly just mad at Chrysalis now. This is the second time, the second time that Chrysalis has taken advantage of somepony I love.”

“She wasn’t supposed to be there,” was my soft ‘I’m feeling sorry for myself’ response. “Chrysalis wasn’t in that episode, so I wasn’t expecting her. Then we were tied up and Rainbow kept encouraging me...” At least she said that she still loved me. That was the main thing here. “At least you’re not breaking up with me over this. Thank you.”

She waved off my concern with a hoof. “No, of course not. Though I’ll still be a little upset with you a while. Actually, mostly just disappointed that you got caught in the first place. Aren’t you better than that?”

I gave her the slightest of smirks, “You’d think so, huh? Apparently not.”

“Or were you distracted by Rainbow’s tight rump?” Now there was plenty of humor and mirth in her voice. I saw the biggest of grins on her face when looking up at her.

“No actually. I was distracted by Daring Do, Chrysalis, trying to do the Macarena on my paws.” She was going to ask what the song was, but I just dismissed it with a shake of my head. That wasn’t important and she got the point. “What’s depressing and worrying me now is what she’ll spawn because of me. And what do I do about that?”

The look on Twilight’s face told me she didn’t have an answer for that. At least at first. “Well if the changelings are going to be good then maybe you can do something at that time?”

“If she has the drones before that time, but if she has them after that then she’ll have another hive even after turning over the one she has now,” I pointed out with a frustrated sigh hiding my head within my paws.

“Good point.” Then stood up and jumped down from the bed, looking down at me, “We can worry about that another time. Right now, let’s go talk to our new changeling friend.”

^_^

When we got back to the throne room, where everypony was, it was pleasing to see that Thorax was getting along with everypony. He was even talking to them about life in the hive. Taking a sideways glance at Twilight told me that she was already taking mental notes to write down later as we approached.

“So, that’s what life is like as a simple drone like me,” he explained while sitting in front of everypony with Spike at his side. “I supposed those are the reasons why I left as well. There’s no need to be unfriendly toward ponies. If all of us had friends then there would be no need for fighting. Or scrounging around for scraps.”

That’s when the group noticed us. Both the group and Twilight were fixing to say something, but I didn’t want anything to interrupt Thorax. So, I shook my head at the group first before doing the same to Twilight. They got the idea and stayed quiet.

“Wow, I didn’t realize that life as a drone was like that,” Sunburst commented, sounding shocked and sad which was echoed with the look on his face.

“It sounds like a pretty sad life,” Starlight echoed Sunburst’s statement.

“It is,” Thorax confirmed with a long sigh. “A drone has virtually no freedom, no friends, and is only supposed to obey. If they don’t then...” His eyes closed and his body visibly shuttered at the thought of what might happen. “You heard Chrysalis wanting to punish me for betraying the hive.” They all nodded that they did. “I don’t like to think of some of the punishments. And part of me wonders if I really am betraying the hive.”

I was going to step in and say something, but Twilight beat me to it. “Certainly not,” she said announcing her presence to him with a wide smile. Thorax was startled at first but then relaxed with a small smile upon seeing us. Twilight walked up beside him and put her wing over him. “It sounds to me that you want to do what’s best for the hive. And that’s not a betrayal.”

“I agree, Twilight.” Cadence was smiling down at Thorax. “Speaking of myself that has been running a kingdom, she’s right, Thorax. I think you want what’s best for the hive. You’re not betraying it.” She paused in thought before giving him another wide smile, “As a matter of fact, if you are up to it, I want to make a public announcement that you, Thorax, are an official friend of the Crystal Empire. What do say to that?”

He was left speechless, which was understandable.

“I’d like to make the same declaration in Ponyville,” Twilight added.

“I’d be happy to do the same in Canterlot as well,” I put in. Although technically it would need Tia’s and Luna’s approval, I was one hundred percent confident that wouldn’t be a problem.

The look on Thorax’s face was priceless. He looked happy enough to cry.

^_^

First was making the announcement to the Crystal Ponies. So, a little while later, Thorax was standing next to Cadence and Shining Armor on the Castle’s balcony in front of a curious and cautious crowd. Though he was understandably nervous himself he felt better knowing that Starlight, Sunburst, Twilight, and I were behind him.

“My crystal ponies,” Cadence started the announcement with her version of the Canterlot Voice, “hear me! Your eyes are not playing tricks on you. There is indeed a changeling standing here with me. It was the changeling that we thought was a threat. We were wrong. His name is Thorax and he is no threat. Instead, just the opposite. All he wants is a friend.” There was some murmuring among the gathered crowd at that bit of news. From what I could hear it was mostly asking if it was true. “He has taken a great risk in leaving the hive and coming to us to seek out friendship. And I have offered that to him with the hope that you do as well. Because it could be the start of a new friendship between ponies and changelings. So please, let us all welcome his friendship.”

After the announcement everypony went down so the public can interact with him and ask him questions. Not everypony from the public came forward of course, but a good number of ponies did. That gave me hope for the future. That this, right here, was a turning point in Equestrian history. So, we spent a good half an hour or so with him talking with the crystal ponies.

Once done we all talked with Thorax about going to Canterlot first then Ponyville. I had thought that Ponyville being last would be the best option. Ponyville is the most friendly and open to new friends. Especially considering that his friendship with Starlight, Trixie, and Discord is paramount for Equestria’s future.

So, he agreed to be presented in Canterlot first and then to Ponyville. He wasn’t well-received in Canterlot as he was in the Crystal Kingdom. Mostly it was the common ponies that came forward to greet him in Canterlot. The only noble that came forward was Fancy Pants, which wasn’t surprising considering he’s practically the only good noble there.

Ponyville was quite different than Canterlot. Once in Ponyville, we had set up a town meeting for lunch the next day so we could make it a meet and eat. Instead of a meet and greet.

“I think we’re all set Mayor Mare,” Twilight said to her after taking a quick look out from behind the curtain. “Almost everypony in town is inside the town hall and all the refreshments are outside, not only ready but already being devoured.”

“I love this town,” was my humorous chuckled response that got me a disapproving hip bump from Twilight.

“Very good.” Mayor Mare looked over to Thorax, “Are you ready?”

“I guess so.” He was shaking slightly because he was nervous, that much was evident. So, Twilight and I stepped up beside him. Me on one side with her on the other.

“Don’t worry,” Twilight comforted him with a smile, putting a hoof to his shoulder, “we’ll be with you.”

That seemed to calm him down enough where Mayor Mare stepped through the curtain to address the crowd. “Thank you all for coming,” we heard her began. “I’ve called this town meeting at the request of our own Princess Twilight and Equestrian leader Emmit. They have a special creature for everypony to meet. I say creature because he is not a pony, but a changeling.” Immediately murmurs began to circulate around the crowd. “I know of your concerns. However, I’ve spoken with this changeling. His name is Thorax. And I’ll let him tell his own story.”

That was his cue. He didn’t need much encouragement either to step through, with us behind him. Though he was still nervous. Just not as nervous as he was in Canterlot. I could tell that due to how steady his voice was.

“I’m Thorax,” pausing to chuckle a little in nervousness. “And yes, I’m a changeling drone. But I have separated from the hive because all I want is a friend. And I’m thankful that I already have some friends with Twilight and Emmit. And I hope to create more friends.”

He paused, not really knowing what else to say. I was about to step in before Apple Bloom stepped forward from the crowd, as she was on the front row, “You don’t have friends in the hive?”

“Yeah, what’s it like in the hive?” Sweetie Belle echoed Apple Bloom with her own question.

His voice took on a somber sad tone to it. “The hive isn’t a friendly place. You either obey or get punished if you are caught. Chrysalis is ruthless in her rule over drones. Just a few days ago we were in the Crystal Kingdom and Chrysalis tried to kill me.” A few gasps were heard from the crowd as they were fixated on him and hanging on every word. “She would have if it wasn’t for Emmit.” I returned the smile he sent my way when he turned his head around. “There’s no freedom or friends or having fun. I think changelings can be friends with ponies.”

“We’d like to be your friend, Thorax,” Sweetie Belle said which was echoed between Scootaloo and Apple Bloom.

“Thank you. I’d like that too,” he replied and from there everything went pretty smoothly for him in Ponyville. Most of Ponyville was eating and chatting away with him. Later on, I even noticed that Starlight had introduced him to Trixie. That was good to see them talking together. That means the future was coming together as planned.

Twilight wasn’t with me but also conversing with the crowd about Thorax. Now that Thorax was welcomed in Ponyville, he even was able to secure lodging, so he would be a regular figure about town. That was good. Now that he was taken care of, there was one other thing that I needed to settle.

Twilight.

^_^

(Twilight’s POV)

Emmit pulled me to the side, after making sure that Thorax was doing fine, and asked if I was still a little upset at him. In all honesty, I was pretty much beyond what happened and had already forgiven him. However, that got me thinking about something rather...erotic. So, I told him that yes I was still upset with him, but he could make it up to me if he wanted to. He eagerly agreed that he would do anything to make it up to me. So with my plan in mind, I walked over to Mayor Mare to let her know that Emmit and I had to talk and dismissed us from the gathering. Then simply told Emmit to follow me to my friendship castle. I made sure to keep him behind me because I was teasing him the whole way by exaggerating the sway of my hips just a little. Which meant that my tail would sway a little more as well. Which also meant that he was getting some pretty good peek-a-boos at me. Not that I minded any. I was going to tease torture him for a little while.

“Now then, here’s what you can do to make it up to me,” I began after we walked into my bedroom and shut the door behind me. Then put up a sound-dampening spell around the whole room, so nopony would hear us. Not to mention shutting the drapes and locking the door. I watched his eyes dart over to the curtains and then to the door.

“Uh...Twilight? What are we doing?”

“First of all, you may address me as Mistress Twilight. Do you understand?” I held my head up high while slowly walking around him. Once I got to his rear end, I used my magic to slap his butt just enough to sting a little. “And no talking back.” Of course, during my journey around him, my eyes were also roaming over his powerful predatory form. But that wasn’t what I wanted tonight. He got the hint of what we were now doing and lowered his head and ears like a whipped puppy.

“Yes, Mistress Twilight,” his voice was soft and submissive with his head lower than mine.

“Good,” I stopped in front of him, giving him my best stare, imitating the snobbish nobles. Head held high, narrow eyes, and looking down at him over my nose. The whole nine yards, as he puts it. “First you are to morph to your human form and lay on my bed with your back against the head of the bed.”

“Yes, Mistress Twilight.” He obeyed and morphed in front of me to his naked human form. Then without another word, got up onto the bed, and sat down with his back against the headboard. With one flap of my wings, I joined him on the bed. With the same look on my face, I sat down at his feet. My eyes roaming over his naked form and limp member, which was about to change.

“Now you will pleasure yourself in front of me to my liking,” I told him. “You may pleasure yourself as you wish, but you will not finish until I tell you to. Is that understood?”

“Yes, Mistress Twilight.”

“Good. Then you may begin and I better be pleased with your...performance.” I tried giving him my best ‘wicked grin’ as he would say.

“Yes, Mistress Twilight.”

I watched him take his limp member in his hand, wrapping his fingers around his shaft, and start slowly pumping away. “Always keep your eyes on me,” I told him, watching his fingers slide up and down his limp shaft. “Never look away.” He didn’t and locked eyes with me. That’s where I wanted those intense orbs. Looking at me. Knowing what he wanted to do to me was making my body hot and my heart race. I wanted the thrill of watching him get off just for me and only when I said so.

His member grew and hardened with each stroke of his fingers. All while his eyes were locked onto mine. I tried channeling Nightmare Moon into my voice. “That’s right, my pet. Stroke yourself for me. Am I not a pretty mare?”

“You are beautiful, Mistress Twilight,” his voice was husky with arousal. “I am happy to pleasure myself for you.” My mind was picturing those fingers rubbing and pleasuring my own lower lips just as they were siding over his hard shaft. But I saw his eyes lower...twice.

“I said keep your eyes on mine,” I snapped at him suddenly, though in a playful way of keeping in character.

“Sorry, Mistress Twilight,” he responded pitifully.

Now I smirked at him, “Unless...you want to see something of your mistress. Is that it? You want to see something, you naughty boy?”

There was a slight smile on his face when he responded. “Yes, Mistress Twilight.”

Turning my head up and away from him in a fake huff of disgust, “Why should I expose myself to such a naughty boy?”

“Please, Mistress Twilight,” if I didn’t know better I would have thought that his plea right then was genuine and not keeping in character.

I stole glances at him, watching his fingers slowly slide up and down his hard shaft. His fingers sliding over the skin, sometimes concentrating on his head with a gentle squeeze. My body felt like it was on fire and I could already feel my pussy getting wet just by simply watching. I pretended to think about it. “Well...you have obeyed me thus far, so I will give you a quick glance.” Turning around, I lifted my tail and my rump to him. I felt his eyes on my pussy, just where I wanted them. It was thrilling, but this wasn’t over yet. I stayed there for only a couple of seconds before resuming my previous position. “Now you may thank me by moaning my name. And do be afraid to get a little loud. No one will hear you.”

“Thank you, Mistress Twilight,” he started to say normally then said it louder. “Thank you, Mistress Twilight.” A little fluid seeped out and started dripping down. He used that to lubricate himself, so his hand and fingers would slide over his shaft more easily. He moaned my name, “Thank you for showing me, Mistress Twilight.”

I hummed with my head held high, “You’re welcome but you’ll have to convince me that you want more. You understand?”

“Yes, Mistress Twilight.”

“Good,” gave him a curt nod. “Then continue stroking yourself for me. Let those fingers get slick with your own juices and slide them over your cock for me.” He was now using both hands. One was stroking his shaft while the other played with the head. “And stay slow,” I commanded while eyeing that wonderfully red shaft. “No need to hurry. Slowly slide your fingers over your hard shaft for me. Say that I’m pretty.”

“You’re very pretty, Mistress Twilight,” he responded while continuing to rub his shaft slowly, as per my command. It was getting me wet with my own voice becoming thick with my own arousal. I soo wanted his thickness inside of me. But that was for later.

“Say that you’re sorry for what you’ve done.”

“I’m sorry, Mistress Twilight, for what I’ve done.” He responded then moaned loudly during one long slow stroke down his shaft to the base.

“Say that you’ll only keep yourself for your herd,” I let slip a slight moan of my own. My heart was now racing in my chest, pounding really with my eyes locked onto his red cock.

“I’ll keep myself only for my herd, Mistress Twilight,” he moaned loudly again. Only this time he was having trouble keeping his eyes on me. He wasn’t the only one. I was having trouble looking away from that beautiful cock he was sporting for me. All red, slick, and ready to be mounted. By Celestia’s sun, I wanted him badly. I tried keeping my wings at my sides, but they started rising along with my arousal. He noticed this, naturally. He gave me the slightest of smirks as he asked, “Am I pleasing you, Mistress Twilight?”

Again, I pretended to huff at him by turning my head to the side, “I do like what I see. However, you are still not allowed to finish. I do not see that you want it bad enough.”

“I do, Mistress Twilight,” his voice got louder as he moaned my name. “I want to finish,” slowly he slid his slick fingers down his shaft, “inside you.”

I feigned a shocked gasp, putting my hoof to my chest. “You naughty boy! You want to fill me? Your Mistress?”

“Yes, Mistress Twilight! Yes!” he moaned, again and again, his hand staying slow sliding up and down his now throbbing cock. “I need to be inside you! I need to feel your warmth around me. I need to feel your warm slick wet walls surround my cock. Please, Mistress Twilight.”

My eyes latched onto his fully hard cock that my pussy was aching to receive. But staying in character, I huffed at him. “Very well, I give you permission. But if you do it, you will do it right. You will use one hand on my horn to stroke it like you were stroking yourself. The other you will use your fingers to firmly massage between my wings as both are powerful erogenous zones. And I will be in control of our sex. You will not move, do you understand?”

“Yes, Mistress Twilight,” he stopped and lowered his hands which left his hard throbbing cock standing up.

With a nod and a firm, “Good,” I stood up and took a few steps toward him. With my eyes watching his, I placed my hooves gently against his chest. His hands immediately went to my horn and between my wings. My wings were already risen and stiff but now with his fingers digging between them, they were all but vibrating under his touch. I wanted him soo badly but also wanted to tease him a little. So, I lowered my rump down where my wet pussy rubbed against his hard shaft. A soft moan escaped from me in spite of my effort to stop it. However, he didn’t.

“Please, Mistress Twilight,” he moaned softly.

“Do not…,” I moaned softly, “complain...or this ends...now.” I moaned between words as it was difficult to keep eye contact. All I wanted was to receive him, sit down on top of him, and never get up. “If you want me, then...continue...with my horn...and wings.” He doubled down. Digging his fingers between my wings, massaging between the two joints where it was the most sensitive. His fingers wrapped around my horn, rubbing just like he was doing to himself. Finally, I lifted my hips and used my magic to guide him to my wet entrance. My body shuttered when his head started parting my pussy lips. And with my eyes watching his, I let out a long loud moan of pleasure as he started to fill and stretch me. Deeper and deeper he went until I sat fully upon him. My eyes closed in spite of them wanting to stay open. I felt soo full with him inside.

He was sending waves of pleasure through me with those magical fingers of his. Each stroke of his fingers between my wings sent shock waves through me. Then his fingers around my horn send more pleasure. But what got me groaning in deep pleasure was slowly riding him. His hard cock pleasuring me with each slow stroke. My body felt like it was on fire with my heart threatening to pound out of my chest. I placed my front hooves on his shoulders to get a better angle and ride him harder.

“More! Please your...Mistress,” I moaned loudly with my eyes closed and head tilted down, but away from his head, so he could better stroke my horn. And stroking he was, both my horn and between my wings. It was a myriad of pleasure that was rocking my body to its core. Horn, wings, and sex were assaulting my brain and senses. I wanted to overload those senses. I wanted my horn to ignite and shower magic all around with a powerful orgasm. I wanted my wings to flutter during release. I wanted him. I wanted it all at once.

I rode him faster. This time I opened my eyes. And with my mouth hanging open and moaning with each deep shuttering breath I commanded him, “Fill me then. Fill your...Mistress.” He took a second to grip my horn in order to force my head to tilt away. Then his lips were on my neck. I felt his deep groan against my neck as he suckled there hard. My body shuttered feeling his teeth run lightly against me. The wet slaps of our waists meeting together echoed in my ears. My body felt like it would burst with the amount of pleasure that was quickly building up inside of me.

Louder and louder I moaned. Leaning my body into his he put his arms around me as best he could while still rubbing my horn and wings. My horn was beginning to light and grow brighter. “Yes!” My body shivered with not only the pleasure quickly building, but with the effort. He noticed and quickly took over. His waist slapped up against mine with his hard cock slamming up into me again and again making me nearly yell with each deep breath. My wings started to flutter and shake as my pleasure started to peak.

Everything hit me at once as I had hoped. With a loud long gasp of immense pleasure my eyes widened with my head tilting back I held my breath. My horn lit up like the afternoon sun sending waves of uncontrolled pure magic outward in all directions.

“Twi...light,” he groaned and grunted into my ear before giving in to his own peak. And with one last thrust, our bodies came together. My horn ignited in one long stream of uncontrolled magic, my wings fluttered and shook with the immense orgasm around his cock that my body was gripping, pulling, and milking.

I screamed with the release.

I felt his warmth flood my body as it demanded everything he had.

^_^

(at the same time around Ponyville)

(Rarity’s POV)

“What do you think of Thorax, Rarity?” my sister asked me as we approached my boutique.

I looked down at her, “Well Sweetie, at first-” I was interrupted when a bright like came from the friendship castle. Then a second later, Sweetie Belle had disappeared. Another pulse of light a second later and she was back. I had to turn my back toward the bright pulsing light in order to see her. She was gone for only a second but she was wide-eyed with a huge goofy looking smile on her face when she returned. “Sweetie?”

(Octavia’s POV)

“Now Vi, I think you’ve had enough for tonight,” I told her while taking the bottle from her to put it back into our refrigerator.

“Oh come on, Octy,” Vinyl whined when her wine was taken away. “I’m celebra-” A flash of bright light streamed through our home. With a startled shout I shielded my eyes. But when I opened them again, she was gone. However, she reappeared again with another flash of light that, again, streamed through our home as if it wasn’t even there. Only now, Vinyl’s horn was sparking, her body was shaking in spasms, and she was moaning, “Now…t-that’s...deep b-base.”

(Twilight’s POV, a few minutes later)

I was finally able to completely relax against him after he had shifted to fully laying down. My head was resting against his chest as my body still twitched with the glorious afterglow. His arms were around me as he held me, so right now everything was perfect. I let him know with a long sigh as his hands slowly stroked my head and back. “And don’t you forget to always please your mistress,” I slowly slurred out playfully through a giggle that escaped me.

His chuckle was weak and tired, but filled with humor, “Yes, Mistress Twilight.”

“By the way, you're forgiven.”

“Thank you,” he kissed my forehead.

“As long as you don’t dare move for the next ten minutes,” I finished by mumbling into his chest.