Chrysalis stepped back as she watched the mysterious crimson stallion get to his hooves all the while chuckling to himself.

“Ya see, Chrysalis…Just because I’m shape-shifting monster…DOESN’T MEAN I’M ONE OF YOU MOTHERBUCKERS” Kickback roared at the queen.

“But I-…Then why do I-” was all she said.

“Because everyone I’ve killed…they’re in me…They are me” he said, now ceasing his laughter and taking on a sinisterly serious tone. Kickback took a step forward as Chrysalis stood stepped back.

“What are you?” she said in an angry tone.

“…Something less than pony…but also…something more” he said in just over a whisper. Chrysalis looked at, speechless.

“And what are planning to do here, hmmm?”

“Well, the changelings won’t operate correctly without a queen, right? And wit you gone, that little field you were talking about will be gone too…so, I’m going to kill you” he said, surprisingly in his regular calm tone. Chrysalis stared at him for a moment before giving into her own sadistic laugh, Kickback grinned at her as she delved into her insatiable evil chuckling. She didn’t realise he was stepping closer to her.

“And how in Equestria are you going to do that?” she asked, in an hysterical fit of giggling, Kickback continued to walk up to her as she laughed with here eyes closed.

“Ahem” the sound of a stallion, clearing his throat rang from beneath her gaze. Chrysalis looked down to see the BLACKLIGHT colt, looking up at her with a collected look.

“like this…” as soon as he said those words, Kickback raised a hoof and lunged upwards, uppercutting the changeling queen. She staggered backwards as Kickback landed on his hooves, she regained her composure and glared death at the stallion. Chrysalis noticed a cold, green liquid running down the side of her mouth and quickly swiped away the blood from her face. Chrysalis growled at the colt before him, who held a calm smirk as he slowly raised a hoof behind him and flipped on his signature hood. Chrysalis retaliated with a magical response, firing green lasers at the stallion. Kickback jolted around the room to avoid the attacks but was too late to react as he landed on the ground and looked up at the queen, he was blinded by a green light that struck him down, Kickback felt himself flying towards the end of the room and landed hard on a wall. Kickback was about to get to his hooves but was struck down by the advancing atrocity in the room, she began to laugh devilishly once more. She paused after her fourth attack and continued to chuckle loudly, Kickback ceased the opportunity, he smirked as tendrils of red and black coated his right foreleg, Chrysalis had yet to realise. Kickback stood and looked down at his limb, a second later it morphed into what he wanted, he brought back his hoof as he got to his back, he was now at his full height, standing on his hind legs. Kickback lunged the whip-fist forward which caught Chrysalis’s attention and terror.

“What? What is-” was she managed before the lengthened blade wrapped around the changeling’s neck. He roared as he lifted her into the air with each sway of his weapon, crashing her into the surroundings walls and to the ground. Kickback through Chrysalis to the side before roaring as he threw out into the main hall via the balcony edge. Chrysalis landed with a loud thud as she felt the grip on her neck fade away. She began to get to her hooves, choking and gasping for air as the crimson stallion followed suit, jumping out from the balcony ledge and meeting the changeling queen face to face yet again, he landed with a loud crash and slowly looked up at the monstrosity as she did the same.

“You really think it’s going to be that easy?” Chrysalis said in a groggy manner.

“You don’t even know what bucking game you’re playing!” she added  and with that, Kickback stopped directly in front of the hobbling changeling queen.  

“As of right now, my infiltrators stand at the ready, when I give the command, they will change and reap this town!” she continued.

“Twilight and the others will save them, I’m going to take care of you” he said as she looked down at her, she chuckled.

“The elements of Harmony? They’re in Canterlot and so is that pathetic captain of the guard and his wife! And with my barrier keeping nothing getting in or out…that’s not an option” she explained, Kickback was unmoved as he thought about how to end her life.

“Slice off her head with my blade? Nah…” was one thought of many that he pondered as he looked at the grovelling Chrysalis.

“But that’s not all, for months my changelings have building and breeding underneath Ponyville, there are hundreds underneath our very hooves” she added with an evil grin. Kickback had settled on a idea and was now fed up with this bitch’s rambling. He wordlessly morphed his left leg into a large rock-like object and brought it back, standing on his hind legs again. He watched her a moment before lifting his leg off the ground and beginning to strike the queen, he never got to. Suddenly Chrysalis wore a wide smile as he held it above his head, ready to clobber the queen but suddenly the worst happened. The ground quaked and initially exploded as a hellish swarm of black and turquoise dashed up out of the floor and broke through the roof of the building. Ponies around stared at the horrific sight, hundreds of insect-like ponies swarmed the skies surrounding Ponyville, equines began to scream as the watched some of their best friends take on the same appearance, it was utter chaos. All around, the elements had discovered the event just as quickly as it happened, Applejack looked to the air and saw the terrifying sight, she ran as quickly as she could to Twilight’s library and bursted through the door.

“Twilight!!”

“Yes, Applejack?”

“Remember those bug things? They’re back!!” the orange mare exclaimed, Twilight stared at her in shock and confusion before stepping outside and beholding the atrocious sight.

“We need to get everypony to safety” Twilight said with a stern tone, Applejack nodded and ran off into town.

Kickback was violently ripped off the ground as he was caught in the swarm, he was thrown out as he quickly reached the roof of the building. Kickback felt a haze as he was released into the air. Below what could be seen was Vinyl Scratch and the other captives running as they looked back at the changeling horde. Kickback closed his eyes slowly as he plummeted to the ground, wondering what he should do, how he should do it and what the outcome would be. He snapped them open and felt a rush glaze over him, the adrenaline of a fight was building up in his virus flooded heart, he wore a serious look as he stared upwards under his hood, nopony was around to see the change in colour in his eye. Kickback’s powers weren’t presented as he flipped in mid-air and landed on the grass with a loud thud. He slowly looked up to Chrysalis’s plan unfolded, changelings terrorizing ponies, buildings destroyed, it was all going to Tartarus.

“No, no…no, no, no…No” he mumbled to himself as he stared at the sight. A lone changeling hovered into his vision, it looked back at him and growled, Kickback barely paid attention to it, the monster lunged at the stallion but met it’s death at his blade. Nopony saw him as of yet but that was going to change…unfortunately. Kickback turned his head to see a group of those bastard creatures closing in on Bon-Bon and Aloe. He made a slipt second decision and galloped towards them with his hoof back to it’s normal state. They quivered in fear as they held each other in the hooves, desperate for rescue, Kickback hoped they desperate enough to not freak out straight away at what he was planning to do. The sound of strong hooves hitting the ground caught the two mares’ attention, they looked to the right to see a hooded stallion sprinting towards their attackers. Kickback jumped and with the momentum of his running, violently kicked one of the monster’s head in, it landed on it’s face, motionless. The others growled at the stallion but didn’t have a chance to attack, the two mares watched in horror at the display, a part of them were thankful, the other terrified. The stared at the stallion as they saw a blur of scarlet and ebony coat his forelegs as he stood up on his back legs. The end result left Kickback with two three pronged hands, glowing an eerie orange-red. Kickback pulled them behind him and violently lunged them forward, they extended into a mass of tendrils as they seemed to merge with one another, he targeted the central changeling. His tendrils locked it in his grip as five or seven other long tentacles lashed out and grabbed the surrounding creatures, Kickback grunted as he pulled his hands back and watched the group of monsters disappear in an explosion of green blood. Kickback morphed back into his regular state and was now standing on all fours once more as he slowly looked behind him to see the cream coloured and pink mares looking at him in shock and awe.

“Get somewhere safe” he said as he turned his head away from them.

“I always knew you were hiding something!” Bon-Bon called out in an angry voice. Kickback bowed his head and ran into town.

“…Just didn’t think it’d be that…” she whispered as she watched him run faster than a pony should. Kickback glanced around as he ran, hoping to find some sign of a pony needing help. He got that wish as he saw Big Mac fighting off a lone Changeling with Cheerilee behind him, Kickback galloped towards the two.

“Get Outta here!” Macintosh yelled at the creature, the red stallion then noticed the darker colt running towards them, Kickback tackled the creature to the ground and grunted as he beat it to death with his bare hooves. One. Two. Three. Four. Five. Dead. Cheerilee hid behind the farmer as the two stared in amazement at the courageousness of the hooded stallion. He got to his hooves and walked up to the duo.

“Mac, find AJ and her friends, help anypony you can…stay close to him, Cheerilee” he ordered, Macintosh nodded with a determined look on his face, a gesture Kickback returned.

“W-what are you going to do?” Cheerilee asked in a shaky tone. Kickback remained silent as he turned away from them, he looked back and the teacher could almost swear she saw his eyes flash red as he looked at her before he was off. As he ran, he looked to the sky only to Rainbow Dash, valiantly battling four or five changelings, little did she know that another one was right behind her, ready to strike. Kickback stopped and gazed upwards in realisation.

“DASH!!” He called out, Rainbow looked down and noticed him.

“BEHIND YOU!!!” he yelled at the cyan mare, she looked back to see an incoming sneak attack, she dodge out of the way and looked down at the stallion on the ground and gave him a smile with a nod of her head and a wink of her magenta rimmed eye. He smiled back for a moment before taking off again, somewhere in this Celestia damned town was the queen, hiding just out of Kickback’s vision. He turned into the market place to see some of the ponies he saved in town hall running together from a horde of the insect-like equines. He heard the scream of three fillies to his left, he turned to see the cutie mark crusaders, running as fast as they from a horde of the insect-like equines.

“OVER HERE!!” he called out to them, the CMC looked to their left to see the hooded stallion waving a hoof, gesturing for them to get behind him. They quickly towards him and hid behind, Kickback looked back at the three.

“GO!! I got this…” he said, three swapped glances with one another before reluctantly complying, Sweetie Belled stood there as her friends galloped away.

“C’mon, Sweetie!!” Scootaloo called out to her friend, the small unicorn looked between the pegasus and the stallion before saying.

“Be careful, Kickback” as soon as she said that, she was gone, chasing  after her friends, Kickback looked behind to see the small white pony scamper away before smirking calmly and turning back to the swarm. They landed in front of him and slowly closed in on him as they growled. Kickback took a deep breath, raised his front legs upwards, tendrils could be seen, lapping around his hooves and quickly slammed them down into the dirt, his hooves on the surface were swarming in a haze of black and red as he sent his bio-mass into the ground and solidified it. Soon a barrage of deadly spikes bursted from the ground, piercing the horde of creatures in front of him. After a moment, he let go, the spikes retracted into the ground and reliquefied into Kickback’s DNA, he lifted his hooves off the ground and stood on all fours, looking at his disgusting work. Kickback turned around to behold the same sight, changelings flew ramped in the air, ponies through the streets, some were trying to fight back, screams of terror could be heard and Kickback’s secret was out, he knew he couldn’t keep it hidden forever but he was damn near going to try.

“Have a taste of mah BASS CANNON!!” a familiar voice rang from behind the stallion, he turned around to see Vinyl with some kind of rocket launcher-like weapon, he watched as a horde of changelings advanced on the white mare but was immediately blown away by a bright blue beam that was projected through Vinyl’s weapon. Kickback stood there, unsure of what to think as the unicorn set her cannon down and smiled victoriously. She turned her head to see the same hooded colt, staring at her at a distance with a blank expression on his face, she grinned at him as she threw her weapon aside and ran up to Kickback. He remained silent as she galloped up to him and wrapped him in a tight hug, he did his best to comply for the moment but pushed her away slightly.

“Vinyl, good to see you’re okay, where are the others?”

“We got separated at some point, Kickback, what are we going to do?” she said, still with both her front her hooves on the stallion’s shoulders.

“Try to rally up ponies and get them to safety, find Twilight and her friends, they’ll help…” he said, staring into her red rimmed eyes

“…I’m gonna find Chrysalis” he added, turning his head up to see the chaotic sight. As his head was turned, Vinyl raised her head closer to the stallion’s face as she began to slowly remove his hood with a hoof and gave a quick kiss on his cheek, he looked back down at her and she grinned.

“Okay…just come back for me, alright?”

“Yeah…” he said before removing himself from the mare’s grip and staring into her eyes as he slowly stepped back. He flipped his hood back on before turning to his right and sprinting off into town, Vinyl watched as the hooded stallion sprinted off into utter destruction.  Kickback heard a familiar yet angry voice ring from above, he looked up to see Derpy, fending off a lone changeling with muffins. Kickback got to his back hooves and whipped his left foreleg around as it was enveloped in a blur of black and scarlet, he threw it in the creature’s direction, catching it off guard as Derpy was puzzled beyond belief of what was happening, the thing it was just barking at was tangled in a whip-like object, it yelped as it felt itself being pulled to the ground. Kickback violently crashed the changeling into the dirt, whipped his weapon upwards before slamming it down onto the beast, impaling it. Kickback looked up as he morphed back to see a scared and confused looking mail-mare hovering in the sky.

“Go…” he said, she remained still and silent.

“Derpy…I said GO!! Get to somewhere safe!” and with that, she didn’t need to be told thrice, she flew off in the opposite direction of the BLACKLIGHT colt, he felt ashamed of himself as he watched her leave.

“Hey, Kickback!” rang an accented voice from his right, he turned to see Applejack galloping over to him, as she did though, Kickback felt something, something wrong. She was almost right in front of him when he decide to be safe, Kickback switched to thermal vision and found that the normal and warm Applejack he knew was as cold as ice as she approached him. Kickback began to trot to her himself, she smirked.

“Oh, Kickback I-” she or rather it was cut off by the stallion slugging her in the muzzle, the orange mare left the ground as it changed back into it’s hideous original form. Kickback wasn’t done, he violently punched the creature again with uprising hoof before slamming his opposite down on it’s head, crushing it into the ground, it laid there, dead. Kickback heard a very loud scream radiate from a porcelain building across the street, he recognised the voice as Rarity and the building was indeed Carousel Boutique, the house and business of the white unicorn but also where he got his sweet clothes from. He galloped over to the structure, and bursted through the door only to realise there was a massive bucking hole in the wall, changelings swarmed the boutique as Rainbow Dash defended the unicorn as best she could. Kickback watched as one of them closed in on Rarity from behind but was immediately slapped hard across the muzzle by a white hoof. Rainbow threw one of them into a group and looked towards the door to see the hooded colt looking at her.

“Get Outta here, Big guy, I got this!” she called out before getting slugged in the face by a black hoof, the changeling snickered.

“Get away from her!” Rarity yelled, trying to defend her friend as the horde closed in on the cyan mare’s grovelling body. Kickback had seen enough to know Dash needed help but by the time he had…would she have wanted it? The scarlet colt took a few hard steps forward and lunged in front of Dash, he stood on his back hooves as Rainbow looked up at him from behind, he looked back down at her and she could swear she saw him mouth the words.

“I’m sorry” he turned back and immediately began his assault, he punched the one in the centre with a bare hoof, swung it to the side and hit another, Kickback was jumped by one on his left, it didn’t matter though. Kickback quickly transformed his left hoof into a large, sharp claw and slashed the assaulter. Kickback felt something digging into his right shoulder, one of them was biting him, like a vampire. He reached over to his back gripped the creature in his claw before swinging it around the room and throwing it into the far wall, Rarity and Dash looked in amazement and horror at the stallion’s acts, he was saving them but that didn’t mean they weren’t mortified by what he was doing. Kickback looked at them.

“GET DOWN!!” he shouted at them they complied as Kickback brought his hoof down, morphing it as it plummeted to the floor into his hammer-fist. The room shook, changelings were propelled into the air by the force. Kickback stood up and transformed his right hoof into a large blade, he held it upwards and felt one of his enemies be impaled on the stallion’s limb, green blood trickled down his weapon of choice. Kickback noticed one of them getting up to it’s hooves, he suddenly swung his blade, slipping the dead changeling off and violently slashing it in the direction of his next victim. Some had fled by now, some died by the force of his hammer-fist now there was only one left. Kickback morphed both his hooves into claws, swiped the changelings hooves, tripping him and leaving him horizontal. Kickback slashed his right hoof upwards, slicing the changeling in half, long, black tentacles emerged from his back and connected with the corpse, Rarity and Rainbow Dash were now huddled up together, quivering with fear. Even the cyan mare was afraid of him now, they watched as his latest victim was consumed in a blur of crimson and ebony. He stood there before morphing his hooves back into normality and standing on all fours yet again. He looked back at them, Rainbow suddenly had an angry look.

“So you’re a changeling too?” she asked in a furious tone, tears welling up in her eyes. Kickback refuse to look at them directly as he faced away, with one eye looking into Dash’s own.

“No…I’m…something else…” Next Chapter: Long Live The Queen Estimated time remaining: 3 Hours, 24 Minutes