3 Days Earlier...

A fire crackled merrily, it's orange and yellow flames lighting the small clearing. A large gray cauldron sat atop the fire; a frothy brown stew bubbled within. Two worn tents, their colours long since faded with the constant use throughout the years, sat near what seemed to be a wall of vines a few meters away. Both were currently uninhabited; their occupants not at the moment present.

Thorax twitched as his eyes scanned the cozy looking campsite. It had been a miracle he had managed to make it this far, especially in his current situation. A sudden rumble from his stomach suddenly caused him to look down, and for his ear's to fold downwards. He could feel his energy, both physical and emotional, teetering on the edge. If he stopped now, if he sat down, then he likely would never move again.

The aroma coming from the pot of stew seemed to hypnotize the young changeling, and his eyes slowly grew lidded. It was true that Changelings needed love to survive, but physical nutrients were capable of sustaining them for a short period of time.

The more he thought about the food, the more he felt himself losing control of his bodily functions. The two inhabitants of this little camp had recently departed in search of firewood and something called Gluteus-Gargantua, a rather foul smelling plant with strange healing properties. They wouldn't be back for some time.

His legs moved on their own accord, his eyes locked on his target. He swayed, almost drunkenly, towards the delicious smelling stew. He could already taste the potatoes, carrots, and broth all mixed into a heavenly concoction of nutrients. His mouth watered at the sheer thought of gulping it down by the ton.

He didn't see, nor hear the Gryphon stalking up behind him, nor did he hear the low growl from behind him. It wasn't until the cold hiss of steel being drawn wormed its way into his mind did he slowly realize something was wrong. Before he could turn around though, the being behind him spoke.

"Do not make a move, or your head comes off."

Thorax shivered, but did as asked and did not move. He could feel the last of his energy leaving him, and his legs began to wobble from the sheer effort of standing up. His vision was growing blurry, and he found that with each second that passed, the world became more and more distorted.

Being detached from the hive meant that he no longer held the same mindset as his other kin. He could no longer talk to them, no longer feel their pain, joy, or anything in between. He was alone, and he would die alone.

'You can't, not until you finish the mission...'

The ghostly voice in his mind seemed to snap him from his exhausted and dying state, and he managed to find the energy to speak.

"P-please... food..." His legs suddenly turned to jello, and he found himself face down in the dirt. A squak of surprise sounded behind him, but it seemed so far away. He heard the Gryphon shouting something, then the cold feel of hooves touching his chest. Every time he blinked, hours seemed to flash by. Now he was being carried, and then something warm was forced down his throat. Tiredness swept through him, and he found his eyes were closing. The voice in his head, one that had sounded masculine in nature and rather caring, had showed him the truths and lies he had been ignoring and fed. It had helped him escape the hive, and it had given him a simple task: Find the Resistance, and warn them.

He tried to say something, anything, for time was of the essence. He couldn't fail, not with the knowledge he held. He had escaped with his life, and he needed to tell them.

Thorax's eyes closed, and he felt himself falling into a state of unconsciousness.

...

...

...

"Thorax."

"Hmmm..."

"Thorax."

"Juss anover min..."

"Thorax get up!"

Thorax jumped awake with a start, the blue orbs of his eyes going wide as he panted for breath. His head twisted wildly from side to find the perpetrator behind the voice. Sweat rolled down his face as his ears drooped again. It was the voice, it was that stupid voice...

"Outside..."

Thorax gently shifted a raggedy blanket off of his body and attempted to move. Believe it or not, Changeling's actually did sport some muscle under their natural chitin armour, and each and every one was screaming in pain as he made to sit up. The Changeling hissed as the mere action of sitting up caused pain to rock up his spine and down his legs. Tears threatened to blur his vision, but he powered through.

He had to warn them.

He got to his hooves and teetered in place for several seconds. The inside of the tent was pretty basic, and another sleeping bag sat unoccupied to his right. A few pots and pans lay scattered near the entrance, cleaned and ready for use. Above him sat a small oil lantern, which was currently turned off. Taking a peek outside, Thorax could deduce it was daylight hours.

His stomach rumbled, and he sighed in annoyance. He wasn't as hungry as he was when he collapsed who knew how long ago, but obviously the food he was given would only last a little while.

Looking back up, the Changeling nearly jumped out of his chitin upon seeing a feathered face staring at him from through the tent flap. The Gryphon stood there, a stoic and guarded look on her face as she analyzed him. Thorax gulped and his ears drooped; his rear hoof took an unconscious step back. After a few tense seconds, the Gryphon spoke.

"Come out, and no funny business."

Her gruff, but feminine voice surprised the Changeling, and he could only nod as she slowly backed away from the flap. He gulped once more, took in his surroundings for the last time, and then proceeded out of the tent.

Thorax let out a small hiss of agitation as he was nearly blinded by the sudden brightness.The sun caused his eyelids to come down and protect the blue orbs underneath.

"Come over here." The Gryphoness spoke once more, and Thorax could only obey. He followed with his eyes squinted before coming to a rather long log sitting beside a small fire. He sat on the log as the Gryphoness pointed to it before she herself walked to the other side and stood behind an Equine with a cloak. He couldn't see under the hood, so he decided to remain silent and wait for them to speak first.

"So, a Changeling in our midst, I see it is true. As of now, my only question is who?" The deep female voice spoke from under the hood, and the rhyming threw Thorax for a loop. He stuttered as his ear flicked.

"I-I'm Thorax. L-look, you- you gotta--"

"SILENCE!" The gryphoness roared, fury in her expression and tone. Her claw hung over a blade handle on her side, and she glared at the Changeling as if daring him to speak another word. Thorax merely whimpered.

"Now now, Gilda, there is no need for such anger. At the moment, he poses no danger. We shall let him speak his mind, then decide whether or not to be kind." The rhyming equine's head turned towards the cowering Changeling, but all he could make out were two seemingly yellow slits. This was somepony important if she was covering up the way she was, but she seemed to have been lacking. Her snout was visible from beneath the cowl, and Thorax could clearly see the black and white stripes indicating a Zebra.

"T-T-thank you, ma'am." Thorax gulped at the Gryphonesses murderous stare before shakely explaining his mission. "I-I am on a mission of the utmost importance, and I need to get to the Resistance before it is to late. I have a message to deliver to them, and if they don't heed my warning, then everyone might just be doomed!" Thorax weakly raised his hoofs for dramatic effect, but his half hearted attempt caused the Gryphoness to laugh.

"Seriously? You think we are gonna believe that dumb excuse?" The Gryphon chuckled, and Thorax frowned. His hoof scraped against the dry dirt nervously as he shook his head.

"You don't have to believe me, but it's true! I have to find the Resistance, or at least the Demon in Metal. He would know what to do." Thorax sighed. "Look, if the Emperor gets his hands on the Princess of Friendship, then we are all finished. I know where she is, and I can help the Resistance find her!"

The Gryphoness and the Zebra both gasped in shock at his words. Thorax's head tilted in confusion for a moment due to their reactions. He had anticipated they would know about the Princess being captured... so why did he get the idea these two might be out of the loop. The Zebra recovered first and met his eyes with a level stare.

"Your words are quite unsettling, and we cannot know if it is the truth you are telling. Last we had heard, the Princess was safe. What you say now is most grave." The Zebra shuddered and looked at the Gryphoness, who huffed in annoyance.

"I don't believe him for a second. That Demon in Metal told us she was safe back at the Resistance hideout. How would she have been taken? Better yet, tell us what you know, I wanna hear some more of his bullshit before I kill 'em."

Thorax squeaked and his his pinned to the side of his head. His whole body seemed to shy away as the Gryphoness seemed to grow taller.

"Gilda, that is quite enough. We have nursed him back to health, and still have no proof to call his bluff. I do not yet know, what I am feeling, but clarity will come if we just listen." The annoyance was evident in the Zebra's tone, and the Gryphon seemed to wilt under her piercing gaze. Thorax took another breath. What he was about to say was confidential, but what choice did he have? If he told them now, there was more of a chance they would let him go. The message needed to be delivered.

"Well... It all started when I was stationed by my queen at Canterlot..."

*****

Present Day

"MAKE WAY!!" A group of guards jumped to the side in surprise as six ponies sprinted by. Above them, in a magical grasp, were two dark but easily recognizable creatures.

"Wait, is that a..."

Stormfly skidded to a halt before the group of guards ponies as her squad moved on. All eyes turned towards her, and more than a few held confusion.

"Scan for Chitinous biology." She spoke as she held the tacpad in her hoof. The little device gave an ominous hum as a blue laser suddenly flashed in a wide arc across the stupefied group. A few shyed back in fear as the strange device's laser passed over them.

As the laser came to the last guard, it suddenly gave a loud beep and an exclamation point appeared on the screen. The laser stayed focused on the last guard as it scanned him and him alone. The guards eyes darted side to side and he snorted in anxiousness.

"//:ORITHIAN BIOLOGY DETECTED! CHITINOUS ENDOSKELETON, TWO HEARTS, ONE ABNORMALITY NEAR TOP OF HEAD, UNKNOWN ENERGY READING. RECOMMENDED ACTION: EXTERMINATION!//:"

"W-W-Wait, what?!" The guard took a step back, his eyes going wide as his ears flattened against his head. Nopony else spoke as they stared at the guard in shock. Stormfly sneered.

Faster than anyone could react, the athletic Pegasus launched forward and twirled on the spot. The blades in her wings flashed in the moonlight as her victims eyes widened in surprise, then horror. There was a wet squelch, then the crack of bone as Stormfly's wings sliced clean through the infiltrators neck, instantly decapitating him.

There were shrieks and whinneys of horror as she landed gracefully on the cobble street. Her right wing dripped with blood as she watched the headless body fall to the ground in a heap. Blood oozed and spurted from the corpse, creating a crimson stream that gushed through the cracks in the road. The leader of the now horrified group came forward, his mouth flapping in disbelief as he poked the body on the ground. After a moment, anger filled his eyes and he rounded on Stormfly.

"ARREST HER!!"

"Uh, boss?"

The pony's attention swept from Stormfly to the guard who had called him, his mouth set in a nasty snarl. Said snarl slowly changed into confusion, then fear as he watched the dead guards body go up in green flames. Being a veteran before the Elves arrived, he knew exactly what was happening.

"N-no..."

Within a few seconds, the body of the guard was all but replaced by the black shelled insect known as a Changeling. All the ponies stepped back in shock, their eyes locked on the corpse leaking not red, but green blood through the cobble. The leader looked back to Stormfly, who's face betrayed no emotion. The two locked eyes and Stormfly snorted. Her wings slightly puffed out as she stood a little bit taller.

"Round up as many guards as you can and bring them back to the barracks. You were taught before the war what to do should there be a Changeling incursion. I want as many unicorns who know the Revelare spell as possible scanning through our ranks until every last Changeling is found and eliminated." The Captain saluted, even though he outranked the Pegasus giving orders, and turned to his soldiers.

"You heard the mare! Let's get going! I want Skippio and Dawn Flash using the spell. The rest will assist in securing any bugs we find! Move out!" The group cantered ahead in rhythm as Stormfly launched into the air. Her squad was likely already warning the Captain.

*****

"Are you sure this is the right way?"

Throax groaned as his head raised to the sky in distress. His hooves were growing tired once more, and the sun was beginning to set far above them. Shadows descended across the forest, and every noise seemed to stand out to the trio of quadrupeds. Gilda, the Gryphoness, had been asking non-stop if he truly knew the way, and it irked him to no end.

"Yes, we are going the right way. My whole hive knows the way to Maritime Bay at this point, especially with how long the Queen has been disguised there."

The trio continued in silence for a short while longer before coming to a clearing. Thorax gave a sigh of relief upon being able to properly see the stars again, and he could only gaze in wonder at the beautiful night sky. Everyling knew the Princess of the Night was dead, but that didn't stop him from admiring her last effort at organizing the heavens above. If only that blasted Elf hadn't killed her, then maybe...

"Thorax, are you alright? I can see tears reflecting in the moonlight." The Zebra, Zecora, caused him to jump with her phrase. He realized he had indeed been silently crying, and he quietly shamed himself for it. He had to be strong. He had to make it the Resistance and deliver his warning.

"I-I want to live in a free world. A world were we aren't all trying to kill one another, and a world where our kin aren't reduced to animals, soon to be forgotten and erased from history. It isn't just the world of Equis and our freedoms on the line, it's our very way of life, our history, and our souls. It is our mere existence that is being threatened. My Queen decided to preserve the hive by allying with the Emperor, but now I realize that was a mistake. I tried to warn her, I tried to warn the rest of my kind, but they didn't believe me! My last hope is with the Resistance and the one who is helping them, the Demon in Metal. I overheard the Elves talking about his capabilities and technology, and he poses a real threat to their power. I need to deliver the message, because he may very well be our last hope."

Thorax looked to the ground with a sullen and wistful expression. He had done everything he could to try and warn his Queen and his people, but they refused to listen. They didn't know they were being used, and that they would be cast aside like all the others should the Emperor's grand plan succeed. His message had to get to the Resistance, and from them, to the Demon in Metal. He had heard stories of heroism and a will of iron. He had heard the Demon took on an army to save the last Alicorn Princess and won. He had heard this metal behemoth had liberated a whole village, and rescued nearly two hundred ponies from extermination. This Demon was Thorax's only hope... Equis's only hope.

A hoof gently rested on his withers, and Thorax' gaze lifted to find Zecora looking into his eyes. She held understanding, and a familial pain there that told Thorax all he needed to know.

"What you say is the truth, and the road ahead will not be smooth. We will help you on your quest, and find a way to save the oppressed." Zecora looked up and smiled. She could hear the sounds of the ocean smashing against a cliff face, and her trained Shaman eyes could make out a feint ripple just ahead of the group. "Come, Thorax and you will see. Your end goal is near, and easily within reach."

Zecora retracted her hoof from the Changeling and promptly began walking towards what appeared to be a great oak tree. Gilda and Thorax merely watched in confusion.

It was so sudden that the two nearly missed it. One second, Zecora was walking, the next, she was gone! Gilda let out a squawk of surprise and launched forward, unsheathing one of her blades in the process. After a moment of searching with her eyes, she turned towards Thorax with a hate filled glare.

"What the buck did you do?!" She snarled. She moved to stalk towards him, but a detached, striped hoof emerged from seemingly nowhere and touched Gilda on the shoulder. She gave another squawk of fear and jumped into the air. Her sword flashed, and the edge stopped mere inches from the side of a certain Zebra's neck. Thorax had to rub his eyes in order to make sure he wasn't hallucinating.

Zecora smiled cheerfully and pranced in place.

"Come, come! The Resistance is not far! Just beyond this field, in the direction of the Northern Star!" Zecora turned on her hooves and trotted back through whatever barrier was in place. She all but disappeared, leaving Gilda and Thorax together. The two shared a glance before shrugging in tandem.

As they trotted through, the Changeling messenger couldn't help but feel a shiver run up his spine. He was never one to question fate, but he could only wish things would go according to plan. The entire world was at risk.

With that final thought, he passed through the barrier and marched towards an uncertain future.

*****

Rolling dark clouds shrouded the sky above, leaving a slight chill in the autumn air. The waves from the sea slammed against the cliff face below the city of Maritime Bay, and lightning flashed far in the distance. The only thing countering the oppressive nature of the weather was the lights of each humble home and small shack. Torches lined the stone walls surrounding the city, and Pegasi darted through the air in organized formations.

One particular building was more brightly lit than the others. Every square inch was bathed in the warmth of candles and magic gems. Usually, such an excessive use of these devices was frowned upon due to the scarcity of certain resources. However, a certain Prince had other ideas.

The Demon in Metal's ally was the darkness. He had been told of the Demon's capabilities when he attacked Ravenfor. He had heard from his own sister that he had seemed like a wraith as he slaughtered her captors to-be. He never struck during the day, at least to his knowledge so far.

Shining knew that even with all the lights on, the Demon simply had to stand from afar and shoot through one of the windows with his rifle. He pushed that thought to the side; he needed to think clearly, and the candles gave him and his fellow leaders that much more security.

Shining was currently pacing back and forth, his face descended in shadow. He felt rage unlike anything he had ever experienced. He felt sadness for he had lost the last person he could truly call family. Lastly, he felt guilt. He should have been there to stop the Demon. He had just gotten her back, and he should have known the Human was a double agent of some kind.

Fresh tears entered his eyes, and his face scrunched as he tried to hold in his emotions. He couldn't be weak, not when the Resistance was counting on him. Starlight had seemingly vanished, for she had never showed up to the emergency meeting currently being held. Was she taken by the Human, or was she somewhere in the city helping with the search?

"Prince Armour, we understand how you must feel, and you have our condolences, but the safety of Maritime bay is heavily at risk right now. The Dark Elves could strike at any moment now that the Princess is--er... gone..."

Ears drooped, and all the leaders present shared a moment of silence for the Princess. General Blight sniffled, a tear forming in his eye. He had only talked to the young Alicorn a few times, and each time he couldn't help but feel a warmth radiating from her very being. Maybe it was because she was the Princess of friendship, or maybe it was because she was once more reunited with her fellow ponies. Either way, she had been so full of life... only to be betrayed by the one she had called friend. It was no secret to most that the Princess had her eye on the resident Human, and each of them supported her decision in secret. Blight felt a pang in his heart, causing him to wince. That man, that monster, had betrayed them all.

"Prince Armour, I would suggest we--"

There was a sudden crash, followed by an intense moment of swearing and yelling from beyond the doorway to the conference room.

"Let us in! The counselor's need to see this; it's a setup!"

"Ma'am, please wait, it is important that--Erk!"

The doors burst open, and a frizzled Captain Spitfire rocketed through like a comet. Her eyes widened in shock as she collided bodily with the edge of the round table in the center of the room.

"Oof!" All the air exploded from her lungs in a rush as she crashed to the floor. Her groans of pain seemed to carry through the now silent room. Every eye was on the yellow and orange mare, all except those of the Prince.

"Thanks a lot." A peeved Midnight trotted into the room, his ears folded down as he glared at the two guards. Swift Spear followed along with Cobalt in tow. It wasn't until two familiar black forms floated into the room behind the group that there was a large gasp from every counselor present.

"C-Changelings?! W-what are they doing here?" General Blight's wide eyes stared at the two bugs with a hint of fear. His ears were against the side of his head, and his tail swished in nervous agitation. Nervous looks were cast around the room, and a few ponies seemed to back away if ever so slightly. At the mention of Changelings, Prince Armour whipped around. His eyes were filled with both shock and fury; a low growl began in his throat.

"Changelings, hm?" The death of his sister was momentarily forgotten as he glared at the two bugs hovering in the air. Each of the squad members gave a nervous look between the Changelings in their care and the Prince. "Set them down."

Without a word, Cobalt dropped the Changelings before the Prince and took a step back. The room seemed to hold its breath as Shining Armour stood there, unmoving and glaring. The ponies present shuffled around uncomfortably for a few more seconds before Shining spoke.

"What is your kind doing here?" His voice was barely above a whisper, but the evident fury behind his phrase caused everyone present to shiver. The two bugs gulped as one and shook their heads, but otherwise remained silent.

"C-Captain Armour, if I may-" Shining's glare was directed at Midnight upon his speaking. The Pegasus seemed to wilt under the glare, but continued on as if nothing was happening. "We believe that the Changelings are in league with the Dark Elves. We also think the Princess is actually not dead."

A pin could have dropped, and it would have seemed like an explosion had gone off. The silence in the room was deadly quiet, and pregnant with tension. Every counselor present had their eyes wide and their mouths hanging open, and every guard present waited with baited breath.

"What?" Fury rimmed Shining Armours voice as he glared at the Pegasus. His words came out with a venomous hiss as his pupils began to dilate. Spitfire stepped forward, hopefully the word of a fellow Captain would be enough to make the unicorn Prince see reason.

"It's true, Prince Shining, and we can prove it to!" Spitfire waved her hoof in the air dramatically and smiled. Once more, there was silence. The only difference was it was quite awkward as nobody moved. Spitfire's demeanor shifted to one of annoyance as she glanced around, looking for someone who was currently not present.

Shining snorted.

"This is a waste of time. You have the audacity to come in here and tell me my sister isn't dead when EVERYONE saw her body?! The Demon in Metal is the one who killed her, and if I seem to recall, you are all a part of his squad! I already know you are going to try and defend him... oh, and sure, we were infiltrated by the Changelings, but all our sources say they went into hiding! The chances are that there are a few, and if they were allied with the Elves, the Prince would have told us during his interrogation!!"

Shining's voice turned to a roar as he faced Captain Spitfire, spittle flying from his mouth. A crazed look entered his eyes, and tears were beginning to develop. The room was silent, only broken by the Captain's laboured breathing, and more than a few looks of pity and understanding were sent his way.

"S-she was the only family I had left, and she was the last Princess of Equestria. Her being alive brought hope unlike ever before among our resistance. We had a fighting chance; we could have... we could have..." Shining turned away, his sorrow threatening to spill free before everypony present.

Spitfire stomped a hoof.

"Captain, please! What you saw was a fake, and we can prove it! We have a device with his, and it can determine whether or not she was a ch- EEP!"

Spitfire was suddenly held painfully by the neck in a purple-hued, telekinetic grip. The magic around her throat lifted her into the air before squeezing in on her windpipe. The Pegasus kicked and squirmed as she feebly tried to pry herself from her magical bonds.

Below her, the others only shared a moment of shock before weapons were drawn. Midnight himself lunged with a snarl before anyone could react, his wingblades extending towards the Prince's head.

Shining Armours eyes flicked towards the attacking Pegasus and with a snarl of his horn, his horn flared in intensity. A bright purple shield erected itself moments before Midnight collided with the unicorn, and he went down with a yelp as his face smashed against its smooth surface.

The rest of the squad started yelling at Shining to put down the former Captain of the Wonderbolts, whose face was going a dark shade of purple. Her struggles started to slow as she stared down at the Prince with pleading, desperate eyes. When this ended up being futile, her gaze switched to the various council members standing around behind the Prince, unsure of what to make of the situation. One member, General Blight, was looking between Spitfire and Shining Armour with fear. However, while his compatriots seemed to be unmoving, his own hooves were skittish. He took a hesitant step towards the Prince and gulped, his eyes finding Spitfire once again. She was quickly losing consciousness, and a choked gurgle sounded deep within her chest.

"P-p-please..." She went limp in Shining's magical grip.

The unicorn was about to increase the pressure, insuring she would not open her eyes again, when he was blindsided by a certain general. His magic flickered and died as he was tossed towards the far wall of the room with a grunt. The impact left him just dazed enough to miss the General charging towards him, but not so much that he got to his hooves to dodge the incoming attack. He was just in time as a shock baton crackling with electricity impacted where he had been lying a moment ago; little lightning bolts danced across the wood and licked at his hooves as the active piece of equipment rolled across the floor;

Shining growled as he faced off against the weathered General, who held a look of determination and fury.

"Prince Armour, under the authority of the council, I am placing you under arrest for the attempted murder of Captain Spitfire!" That was all the warning the Prince got as Blight charged once more. Shining erected a shield in front of him, but something was nagging at the back of his mind.

Something was affecting him, and if one were to look closely enough, they would see the green tint within his irises. This green tint, a side effect of long term mind manipulation, caused his horn to pang in a bout of agony. Shining blinked, and then the General was upon him.

The burley Earth pony twisted onto his fore hooves and delivered a powerful kick with his rear. The Prince was just able to create a small barrier between him and the General, but it only slowed the force of the kick down.

Shining once more collided with the wall, the air expelling from his lungs as his brain tried to regain motor function. The pang in his horn was getting worse by the second, possibly due to the constant attempts at defensive magic combined with his already fragile mental state. Dizziness overcame him, and he groaned in pain. Everything was tinted green for some reason, and the sudden urge to vomit briefly overcame him. Shining groaned once more before weakly trying to rise.

By this point, the room was crowded with ponies of all sorts. A few guards from outside had come to investigate, followed by a few locals. Gasps were heard as many saw the state of their Prince and Captain of the guard. Other than that, there was silence.

Near the back of the room, Midnight cradled Spitfire's head in his lap. Tears poured down his face as he tried to wake her up, but it seemed it would all be for nought. He silently wept as everypony gave him a wide berth. That was, until Cobalt came sprinting towards him, a medical pack in his mouth.

"Lieutenant, put her down, she doesn't have much time!" Midnight was so shocked by the sudden intrusion that he let Cobalt slide in next to him and carefully grab his marefriend from his hooves. After a moment of realization, Midnight's brain restarted itself, and a brief flare of hope entered his eyes as he watched Cobalt work.

Suddenly, the Unicorn faced him with a scowl.

"When I tell you, I need you to block Spitfire's nose with your hooves and blow down her mouth twice in succession. We need to keep her lungs moving." He reached into his bag and retracted a stethoscope. "I won't have another friend leave me, not now." He placed the device on Spitfire's chest and gently moved it around until he was satisfied with the angle. His face visibly brightened after a moment, and his horn quickly lit up. "Her heart is beating, but barely." Suddenly, the center of Spitfire's chest was enveloped in Cobalt's magical glow, and Midnight could see a paced compression of her chest beating down on top of her heart. After about thirty compressions, Cobalt turned to Midnight. "Now."

Midnight leaned down and placed his one hoof over the bridge of Spitfire's nose before pressing down. He then proceeded to place his lips on hers, and blew twice. He saw her chest move from the air, but she still lay still before him. Midnight's eyes grew wide with panic as he looked down at Spitfire, his gaze searching her eyes for any sign of life... any at all. Suddenly, he heard Cobalt muttering under his breath and turned to look.

"Five, six, seven..."

Once more, her chest was compressed by his magic, and once more, Midnights eyes shifted to look at his marefriend. A tear leaked down his cheek as he weakly stroked her mane.

"Come back... please."

*****

There was a sudden commotion near the back of the building, and somepony screamed. Ponies and guards alike parted like the red sea as three intriguing individuals burst through the doors and into the main room. Four groups regarded each other: the ponies spectating, Dean's squad, the counselors, and General Blight and Shining Armour. After another moments pause, spears around the room were leveled towards the newcomers; many of the wielders recognizing the Changeling.

Thorax gulped and stepped forward, his ears drooping as he gazed from side to side. He was running on empty again, and his legs trembled from the effort of mere walking, but he had to get his message through.

"Y-you are all in grave danger, a-and there i-isn't much time!" His voice carried around the room, and more than a few eyebrows raised. Thorax gulped, but his throat was dry, and it resulted in him wheezing uncontrollably. After a moment, he was finally able to stop choking.

"The Changeling hive has stolen away your Princess, and there are infiltrators amongst your ranks! I-I need to find the D-Demon in M-Metal." His voice wavered and his vision swam.

"Traitor!" A guard in the ranks lunged forward with his spear, but he wasn't fast enough. Gilda, who had been scanning the room, reacted far faster than any creature thought possible and skewered the guard through the neck and spinal cord, killing him instantly. There was a cry of shock through the room as the guard suddenly went up in green flames, revealing a Changeling in disguise.

While all the excitement was happening, Zecora spied Prince Shining Armour sitting against the wall. His horn was sparking uncontrollably, and his eyes were glossed in a toxic green hue. She frowned in puzzlement and approached.

"Missy, not another step." The General, who had been regarding the scene with shock, analyzed the Zebra with a critical eye. Zecora merely stared back.

"If you may be so inclined, I have a remedy that can cure his mind." At the Generals questioning gaze, she huffed. "I know mind manipulation when I see it, good sir, so please, let me handle him, and this will be over in a blur." She took a hesitant step forward, but the General didn't move, so she continued forward.

Kneeling in front of the Prince, he looked up at her with a stupified gaze.

"Z-Zecora? Zecora the Zebra?" He mumbled. The Zebra shaman frowned. She was surprised he remembered her from their one chance meeting after the invasion. Whilst Chrysalis had invaded Canterlot, Zecora had been present during the wedding. Upon Shining Armour and Princess Amora's love blast, not every Changeling was expunged. She was able to work with a few of Canterlot's finest scientists and developed a spell capable of revealing the Changeling illusion magic. It was called Revelare, and she was awarded by the Prince himself for her efforts.

"It is indeed I, Captain Armour, Just a moment, and you will be woozy no longer." She reached into her saddle bags and dug around for a moment. Finally, with a smile, she pulled out her prize. "Thankfully I always carry a spare, though this must be used with the utmost care. This little potion, gives insight along with better locomotion. Drink." She tipped the strange white potion down Shining's now open throat. He did not fight back against her words, but merely obeyed him. She hoped she wasn't to late.

For Shining, the world stopped hurting, and instead faded to black.

*****

"Wha... what is this... this intrusion?? Thou are't not supposed to be here... unless.... DAMN THAT SHAMAN TO THE PITS OF TARTARUS!!!"

The world warped and turned at the sudden but familiar screech of rage. Two green, feline-esque eyes peered through the warping colours, regarding the little unicorn Prince floating before her. He couldn't speak, couldn't move, but he could watch. He was at a crossroads here, a path between two minds. One held a heart so foul, no creature would ever seek it's love or presence, the other held a familial love, one that was meant to heat the chill wrought by a cold Hearth's Warming 'eve. It was one that would stand in the way of danger, and act as the shield that guarded against the forces of darkness. The light in the dark, the knight in Shining Armour.

'Wait...'

'His name...'

'It was Shining Armour.'

The warping surroundings suddenly solidified into a pasty black and white setting. Changeling's milled about huge cavern, most already sitting and facing a strange structure on an ancient, raised stone dias. Shining was hovering slightly above the group of Changeling's and he saw what appeared to be a strange X formation between two pillars of stone. Squinting harder, he could make out the raised form of a pony. Her fur was pink and vividly contrasted against the dark grey surroundings. There was no cutie mark that he could see, but something about her tail and mane just rubbed him the wrong way. The colours were eerily familiar, and he couldn't help but think he was looking at a ghost.

His gaze switched from the pony to something that was appearing in the shadows behind her; The pony was facing Shining, but her face was cast in Shadow, as well as most of her body. The four legged creature opened its eyes, and Shining mentally snarled, his eyes narrowed.

"My loyal subjectsssss. Today, we bring forth the next generation of warriors. Born from the blood of the purest love..."

'Purest love? What did that mean?'

"One day, I will be replaced, but thanks to the generous offer of our new ally, the Dark Elves, our kind will forever live in prosperity! This pony... this Alicorn...

'Wait... she can't mean...'

"She will be the brood mare for this next generation. I have taken her love from her; her magic is gone. Bear witness, my loyal subjects, as you welcome in your next of kin!!"

The hair. He had recognized the hair. And the fur. Memories flooded Shining Armour's mind. Her joyful laugh, one that was full of life and passion. Her loving compassion, as she cared for her subjects needs, and kept the Stallion she was married to going. It was her, it was her....

'No...'

'You will watch.'

'I can't...'

'Then I will make you.'

Shining's eyes were pried open by an unseen force. He couldn't fight back, he couldn't resist. He had been told she had been killed, and it had broken him. They... they had told him it had been swift, that the Emperor himself had struck her down as he tried to escape with their daughter. Whatever was happening before him... it couldn't be real. It couldn't!

'It issss....'

A strange tube pulsating a toxic green slowly unfurled from underneath the queen. Shining could now see the inflated belly of Chrysalis, something he had not seen in all the times he had encountered her.

The hose like appendage snaked between his wifes legs, but continued past her groin before rising up. Then some more... and then more.

The full, horrifying length of the appendage was revealed as the tip reached up to Cadance's chin. The pulsating green light illuminated her wings, sheared horn, and bruised face, confirming to Shining that it was indeed his wife. He felt bile rise in his throat, but he could not open his mouth.

Jeers and yells of approval rose amongst the ranks of Changeling's as the appendage retracted. Shining watched as it slowly traced down his wife's stomach, leaving some kind of slimy residue as it traversed through her fur. He heard her whimper, and her eyes squeezed as she bit her cheek. He could see the pain written on her features, and a tear slid down his cheek.

'No... no more... please...'

'The Zebra Shaman gave you a potion to counter the effects of my control, but she did not anticipate that I would be aware. You get to watch as our connection is slowly destroyed, and you get to see what I will do to your lovely sister in the coming days...'

'What?'

'Foal. Ask your Demon...'

Shining's eyes were forced back to the sight before him, and his ears folded against his head. He could see his wife, her face, her body. For two years, it had been nothing but a painful memory, a testament to his failure. He watched as the appendage snaked inside of her, causing her to scream in pain, and for tears to begin dribbling down her cheek.

Shining shook his head. It was to much, it was all to much!

Horror crossed his features as he watched egg after egg slip inside his wife, her screams and cries for help seemingly going unheard as her belly slowly began to swell. After a moment, there was a loud crack, and the Princess of love screamed. Shining noticed her rear end go limp, and due to his extensive medical knowledge, figured her spine must have broken.

Tears continued to crawl down his eyes; he tried to scream, but no sound came.

He saw her ribs expanding, then cracking as egg after egg was forced into her. Every time an egg slipped in, an unholy scream would erupt from her lips. It seemed that the Changeling queen was trying to make the process as physically painful as possible. Shining could only watch in mute horror. His chest was wracked with sobs, his eyes were going bloodshot, but still no sound could come forth. He heard the presence of the Queen near his ear as she smirked.

'This will happen to your sister, as it happened to your wife. The best part? You can't stop me! You drove the Demon away, your only hope in finding your precious sister! This is your fault, Captain. You damned your wife to this fate when you abandoned her.'

'No...'

'You damned the Resistance when you drove the Human away!'

'Faust, please... no...'

'And finally, you damned your sister. The last family you have on this world. Your wife is gone, your parents are gone, your sister is gone, and your hope... is gone.'

"NOOOOOOOO!!!!!!!"

*****

Shining bolted from the bed in a flash, a primal scream erupting from his throat. His eyes were wide, his ears pinned to the sides of his head. His heart raced as he looked around in terror, but all he could see was darkness.

The Prince fell back to his mattress, which he could also not see, and began to weep. Heaving sobs wracked his whole body as he cried into the pillow below him, his mind alight with the horrors he had just witnessed. His wife... his love... his daughter... his sister...

A hoof lay upon his wither, but he dared not look. He was hiding, hiding from the world, his mistakes, and that terror of a bug. She was right, it was all his fault, all of it. He should have stayed with his wife, maybe then they would have had a fighting chance. Or maybe he should have kept a closer eye on Twilight? He had thought her dead, murdered by the one she loved. He had been wrong, and he was too weak to save the ones he loved.

"Captain Shining?"

He knew that voice, and he cried ever louder at the guilt welling in his chest. He had tried to strangle to pony, murder her in cold blood. Why was she here? She should leave him alone, she would be safer that way.

"Shining, look at me."

He felt something slide off his face, and the world became noticeably brighter even with his eyes closed. Tears still poured from his eyes.

After a moment, his sobs died down to the odd sniffle or hiccup. Everything seemed so serene, so quiet. He was likely in the hospital, and if he had to hazard a guess, not one, but two ponies were standing beside his bed. He knew who they were, and he felt like a weakling whilst avoiding them. A tiny voice entered into his mind.

"Get up Shiny."

"Come on, daddy. You can do it!"

"I need you BBBFF..."

Shining forced himself to his hooves, which proved quite difficult due to his tired state. A look of determination came over him as he faced the two soldiers beside his bed. He winced in guilt upon seeing a dark bruise forming around his fellow Captain's throat, but he would have to apologize later.

"Report, what happened while I was out?" He went right for business; now was not a time to mess around, not anymore. The two Pegasi gave each other a look before Midnight stepped forward. Shining noticed a unicorn guard standing in the shadows near the door, but ignored it in favor of his lieutenant.

Midnight hesitantly snapped a salute. "Sir, the Changeling's have been expunged from the guard, but we are still searching the city for stragglers." Midnight dropped the salute and blinked.

Shining hummed, his eyes squinting. He needed to be sure. His guilt could wait until after he got Twilight back, but until then it was a distraction. He had cried everything out anyway.

"Shining, are you alright?" He barely registered the question posed by Spitfire, and without thinking, he shook his head. A murderous look entered his eyes, but he wasn't looking at Spitfire. He was going to find that bug, and he was going to make her pay. The suffering the... the bitch put his wife through would be reenacted tenfold if he had his way. He needed to get to the hive, and he needed to burn it to the ground.

"You two, grab a platoon each and ready the chariots. We will be riding to the Changeling hive in three hours." He shakily got to his hooves and hopped off the bed, nearly collapsing in the process. However, the sheer rage developing deep within him kept him on his hooves, and he shrugged it off.

"Captain, there is something else you should know before we do that." Shining's eyes turned to Midnight, an eyebrow raised as he paused midstep. The two Pegasi were slightly weirded out by their leaders behaviour. His sobs had been utterly gut wrenching, but upon them rousing him from his melancholy, he nearly had a full mood swing. Spitfire analyzed the Captain's eyes as Midnight informed him of Dean's plan. She had known Shining Armour since officers training, and the two had grown a friendly bond of sorts. The recent choking he had done was a result of his poisoned mind, so she could at least forgive that. The look in his eyes though, she had seen it in many recruits. The bitter hatred for an enemy, the longing for revenge, and the plan to enact it. Something had happened when that Zebra fed him the potion. She could see he was clear of the mind alterations, but something had happened that he wasn't telling them.

"Lieutenant, thank you for bringing this to my attention. While the Sergeant is indeed capable, it is my sister that needs saving. I just... have a feeling he will need help is all, and I need you both to trust me." The Captain's eyes turned pleading, almost to the brink of tears. Spitfire decided she had enough.

"What did that potion do to?" She suddenly asked. She glanced at the guard stationed at the door and bobbed her head. The guard took the que and promptly exited the room. Now, it was only the three of them. Shining looked at the yellow Pegasus with a hint of fear.

"N-nothing, it just g-got rid of Chrysalis' control over my mind." He forced a smile, but Spitfire could see the beads of sweat on his forehead. It seemed that Midnight saw it to, and he let out a sigh.

"Captain, we are your friends, and we want to help. We saw you scream in fear, we heard you weeping, and we can both see the murderous glint in your eyes. What really happened?" The two sat before their leader, a pleading look in their eyes.

Shining Armour sighed, his ears drooping and a tired look coming over him.

"The connection that Chrysalis made with me was very strong, and when the potion knocked me out, I was able to see her thoughts, and she, mine. She knew the potion was eating away at the connection, so she decided to s-show me something." Shining grimaced, and a tear traced its way down his cheek. After a moment of silence he looked at the two ponies before him. "S-she murdered my wife. Executed her in such a horrific manner, that it makes the Elven Emperor look good. S-she said t-that the s-same would happen to T-T-Twily, a-and..." Before Shining could break down again, his two compatriots quickly moved to his side and wrapped him in a hug. He began to sob once again; the thought of his little sister, his last living family, suffering that fate... he felt sick.

As the stallion cried between them, Midnight and Spitfire shared a look. The yellow Pegasus gave a nod, one which her coltfriend returned. When Shining finally got his emotions under control, the two gave him a determined look.

"Dean was warning us that if the Princess falls into the wrong hooves, then Equestria as a whole is doomed. We will get her back, whatever the cost. We will help you, and I know every soldier, and every citizen in this city will lay down their lives for her to... and for you."

Shining's eyes once more simmered with tears, but instead of sadness, they were filled with joy. He smiled at the two ponies and straightened his back.

"Thank you, thank you both. We will save Twilight, whatever the cost."

"Whatever the cost," the two echoed.

*****

Sixty ponies in full battle armour were lined before a raised podium on the training grounds. Each held a stoic, almost imperceptible look as they regarded their Prince standing before him. The sun was rising in the East, and the sky was a bloody red colour. A storm was coming.

"Guards! Resistance fighters! And Citizens!" He made sure to include the civilians looking in from the ramparts. "I have called you hear today because our way of life is more at risk than ever! Last night, we discovered that Changeling's, who have allied with the Dark Elves, had infiltrated our city. Last night, I... I was fooled into thinking the Demon in Metal had killed our beloved Princess! I was WRONG!" He bellowed. There were a few gasps of shock in the ranks, and looks of uncertainty where passed. Shining sighed before continuing his speech.

"She was taken by none other than Queen Chrysalis! She was taken, and the queen intends to kill her! She thinks that we are so weak that she can come right in, and steal our Princess! I think she is wrong! The Demon in metal went ahead, and he is on a mission to save Twilight Sparkle. He is sacrificing life and limb to bring her back to us safely. However, the Demon cannot do this alone. We are needed, no, obligated to do whatever is in out power to get out Princess back. She is the hope that ponykind needs, and she will come home to us! Soldier's I am asking you, not as a leader, but a fellow pony, and as a brother in arms, that you follow me to the Changeling hive! I ask that you follow me, so that we can bring hope back to Equestria. And I ask that you follow me, so that we may show that Equestria stands STRONG!!!"

"OORAH!!"

The assembled soldier's let out their war cry. Spears were raised in the air, and looks of determination were all that could be seen across the field. Shining smiled.

 

"GO NOW! TO THE CHARIOTS; FOR THE PRINCESS!!"

"FOR THE PRINCESS!!"

Sixty ponies boarded onto their transportation. It was to be the biggest offensive the Resistance had orchestrated throughout the war. The Demon in Metal needed their help, and that was just what they were going to do. Looking at the purple helmet with a deep violet mohawk in his grip, Shining's face remained neutral. He would save his sister, he would fix what he had done wrong...

 

...or he would die trying.

With that thought, Shining Armour placed the helmet upon his head. A look of determination washed his face clean, and he prepared for the coming battle. The Princess depended on him, on Equestria, and on the Demon.

"I'm coming, Chrysalis." He snarled.

The twenty chariots took off from their landing strip and soon disappeared west over the ocean, avoiding the radar, and making their way to rescue Princess Twilight Sparkle, the last Alicorn.