My Little Pony 1. Chapter 1

_**A/n so guys i wanted to say im sorry for my fuck up i did not post this properly so here is the fixed version i will actually start writing my part of the story when i get my pc fixed im at a friends now so expect this story and my other one to be updated in 2-3 weeks from know i know its a long wait but bear with me. end a/n.**_

I was happy as could be as I walked down the streets of Ponyville to go see my friends at Twilights library. By the way my name is Alex, Alex Rave. I'm a human that somehow ended up here when I went to the bathroom to do business. Who could of guessed that as soon as I lifted the toilet seat I would get hurled here.  
When I first got here about five months ago everyone looked disgusted at seeing me but once I told them of all the technology my species had they instantly treated me like a friend. Now I have a lot of know how on how to make a lot of our technology and even weapons since I wanted to be an engineer and was actually considered a genius back home. But with that came the bullies because I was a braniac.

So to counteract them my dad made me take martial arts classes which I loved. Even after I graduated from the first one I went to a bunch of others because it was so damn enjoyable and my teachers said I was a natural!

But back to where I was heading. Me the mane six as they are called here, and the princesses always meet up on this day so I can tell them about my technology which I didn't mind since I was helping them. But I don't know about the weapons portion of humans technology. I don't think I want to be anywhere near discussing that topic with them.

I t wasn't long till I made it to the front door of Twilights library and was about to knock when I heard voices from inside and being curious decided to listen in. I snuck up to a slightly open window to hear better and began to listen.

"Ugh, where is that freak! It hard enough just acting nice to that thing now we have to wait for it!"

That sounded like Rainbow Dash but why was she calling me those things? I thought we were pretty solid?

"Me and Rare know what'cha mean Dash. That varmint is never good for anything."

Aj and Rarity to? What did I do to be talked about like this behind my back?

"I hate it when it comes near my animals. I have to hold myself back from attacking that creature."

Ok hold up. Even FLUTTERSHY! The Element of Kindness hates me to. Why? I've been nothing but kind to all of them and yet they talk about me like I'm some mindless monster. Is this really how they think of me?

"Now now my little ponies. Once we get all the technological knowhow from him that we can then I will banish him to the Everfree. I can't even believe I have to talk to such trash. If it wasn't for the knowledge he possesses I wold of gotten rid of him sooner. But it won't be long now until we know all that we can and can FINALLY get that thing out of the town."

Even Celestia, and she was supposed to be the nicest of them all.

I couldn't take it and started to head back home thinking on why they hated me for just being here. I mean I never did anything wrong and I helped them out all the time and yet they only see me as a tool to be used and then thrown away.

I looked at the ponies that passed by and saw a few of them wave at me, but as I looked closer I saw they were straining to do so and that their eyes held a barely restrained emotion, disgust.

Not just them every pony hated me. The only reason I was here was because they wanted to know how to make what humans make to help themselves. After that they're just going to throw me away like nothing.

Running back home now I felt two things, one was overwhelming hate for the ones I once thought of as my friends, and two was the need to make them suffer for what they were going to do to me.

It was then that I decided. Equestria is not about harmony or acceptance like they preach. But when I am through with it it will be. I was going to take over Equestria the same way any human would do, by going to war.

So I packed up everything I would need and headed off to the road that lead to the Badlands. Why the Badlands you ask? Well simple, I'm not stupid and I know that I can't win this war without an army so I am going to find someone who hates Equestria just as much as me. I'm going to find Queen Chrysalis and once I do I will make Equestria pay.


	2. Chapter 2

When I finally reached the Badlands I had only one thought, huge!

I mean there was nothing but sand wherever I looked! I didn't know how anything could survive out here but I knew that Chrysalis was out there somewhere probably thinking of another way to take over Equestria but coming up with squat. That's where I come in though as soon as I find her in this hell hole.

Right now I just walking in a random direction until I heard what sounded like fighting over one of the dunes.

I quickly ran up to see what the hell was happening and saw the weirdest thing I had ever seen since coming to Equestria.

It looked like some undead thing wearing what I assumed was a mages robe. He was shooting a bunch of ice spikes at some sand worms while a thing that looked to be made of frozen water was fighting some coyote looking things.

I saw one of the worms about to take a bite of the guy and decided to help. Even if the ponies were complete lying assholes didn't mean I had to be one.

I quickly rushed in and round-housed the worm right before it made contact. I then joined in on dispatching the other worms and before long they were all either frozen or had run off.

"Thanks for your help stranger, my name is Fallsbone, and you are?"

"Alex. My names Alex. So what are you doing out here and what is that thing," I said while pointing at the water creature.

"Oh this is a frozen water elemental and my companion. The reason I am out here is because no one in Equestria excepted me since I wasn't a pony like them."

Geeze is Equestria racist against EVERYTHING!

I felt bad for the guy he seemed pretty nice. I think I'll ask him to come with me he looks lonely.

"Hey man if you want you can come with me. I'm going to go to war with Equestria to make them pay for what they have done and I would like your help."

"HELL YEAH! I mean of course I will help you."

Well that didn't take a lot of convincing.

"So since you have probably been out here longer than me do you happen to know where Queen Chrysalis and her Changelings are?"

"Oh sure just follow me they aren't that far off."

It didn't take us long to reach what looked like a huge rock with a ton of holes in it. I didn't want to just walk in there so I stopped right at the entrance where a changeling stepped out to meet me.

"What do you want," it asked in a slightly buzzing voice.

"I have an offer for Queen Chrysalis I am sure she will enjoy. Could I please see her?"

He tilted his head to the side for a second as if he was listening to something before making a gesture with his hoof to follow him.

We took a lot of twist and turns before reaching what I assumed was the throne room if the throne with Queen Chrysalis in it was anything to go by.

"What offer do you have for me creature. Speak now before I lose my patience."

I gave her a kind smile before I spoke, "well I know you probably still want to take over Equestria." Her ears picked up at this and she slightly leaned forward giving me her full attention.

"I can help you take over Equestria. I have knowledge that could give you a technological advantage over the ponies along with some strategy that, not to sound disrespectful, you are quite lacking. But since it is only you that comes up with the plans and no one to consult with I can see how that can be difficult."

She put a hoof to her chin in thought before saying suspiciously, "and what do you want in return?"

"I simply want to be acknowledged as an equal instead of a creature or monster. My name is Alex by the way and the dude behind me is Fallsbone. I do not want to overthrow you or take advantage in any way I swear it."

She then smiled at me but this wasn't an evil smile like I expected. It was kind and warming which made me feel at ease for some reason. Damn that is weird.

"I can oblige both of your request Alex. And I would be happy to have an equal who I can talk to freely without being feared like with me subjects. Now what technology can you give my changelings?"

I gave an evil smile before saying, "Tell me, have you ever heard of a ballista?

Time skip

It's been about a month since I got here and things couldn't be better. I had given the changelings new weapons and armor. First was the ballista which we now have about forty of them and we keep making more. Some spear launchers were also made thanks to a little tweaking in the designs of the ballista.

The armor all changeling soldiers now wore was a type of crystal that was stronger than any armor Equestria could come up with which was great since there was a shit tone of the stuff here. Chrysalis was really embarrassed that she had such a valuable resource at her disposal and didn't even know it.

That reminds me, me and Chrysalis have become really close friends along with Fallsbone. She even went as far as to make me her second in command and Fallsbone third.

The real kicker though was that the changelings actually respected and liked me. It wasn't fake like with the ponies and was a whole lot better.

I had even organized their forces into separate divisions. I constantly switched there roles so that all of them were working. Some would be training, others building, and the rest were out capturing and replacing ponies for food and spy placing.

Hell I even made them better spies! I did this thanks to a book I borrowed from Twilight on spells. I may not have been able to do magic but I was still interested in it so I liked to read about all the different spells.

The spell I gave them let them copy all the memories of anyone they use it on so that they can act exactly like who they are copying and can't be found out since they will know everything about their target.

I had a changeling take my place in Ponyville so the ponies wouldn't get suspicious while I figured out how to take them down. But even with our spies as they are we still needed one in the higher circle. And by higher circle I meant in the group of the Mane six and the Princesses. But taking them now would be too risky. We only needed to take one of them but they needed to be alone which was very rare.

I was broken from my thoughts as a changeling that was posing as a royal guard came up to me still in disguise.

"Sir I have some very interesting news."

"What might that be?"

"Well the Princesses are sending a diplomat to the griffon Kingdom to try to work out an alliance treaty in a few hours."

"And how is this interesting to me?"

"The diplomat is Princess Twilight Sparkle."

I gained an evil grin and quickly ordered, "get me two teams of special ops changelings and have them ready to move in an hour. Also get me my armor and weapons I wouldn't miss this for the world."

He quickly sped off to complete his task while I looked out over the field of training changelings.

"I hope your ready for the a big surprise Twilight. Your going to be the first and then the rest after." 


	3. Chapter 3

I was standing in the middle of the road heading to the Griffon Kingdom wearing my own specialized armor made of the same crystal as the changelings wore waiting for Twilights convoy to reach me.

My spec ops changelings were in the trees on either side of the road ready to attack once I gave the signal. I already told them that Twilight was a must to take alive and that I didn't care what happened to the guards. They weren't important enough anyway.

I didn't have to wait long before the glint of guard armor in the distance. Another few minutes later and the convoy stopped right in front of me with the guards giving me confused and cautious looks. There were about fifteen guards all around a fairly large-sized golden carriage.

"What is wrong! We have to be in the Griffon Kingdom by nightfall so what is the hold up." Is what came from the carriage right before Twilight popped her head out and looked right at me.

"Alex? What are you doing here? Your supposed to be in Ponyville."

I scowled at her tone. She was trying to sound concerned but I knew she was faking it just like she always has been.

"Will you just shut up for once Twilight! God you're so annoying."

Now she looked like I just slapped her which I really wanted to do. I don't like to hit girls but I don't mind slapping a bitch.

I gave a quick hand movement and instantly my troops moved in. The guards were so surprised that they just stood there as my troops easily took out half of them before the others could react.

While the changelings dealt with most of the guards one decided to charge at me probably thinking me the weakest of the group. Oh how wrong he was. It almost made me smile when in the blink of an eye I had drawn my sword and driven it into his chest.

I didn't just train the changelings to be better fighters and spies. I had also improved my own combat abilities because I wanted to be a strong leader both physically and mentally and actually ended up being the best fighter in the hive for my efforts.

When all was said and done we had successfully captured Twilight and seven guards while the rest were killed. Our side didn't have so much as a scrape.

"Why Alex? I thought we were friends," said Twilight trying to sound sad.

Oh how great it's going to feel to burst her bubble.

"Oh you think so huh. Well April Fool's dumb ass! I know how you really feel. You were just using me for my knowledge and once you were done you were going to throw me into the Everfree forest like trash! So I decided to join Chrysalis and I must say that it is the best choice I have ever made in my life!"

Before she could say more I gestured to one of the guards and they promptly knocked her out. Then a few of the group used the memory spell and promptly took the forms of the guards and Twilight.

"Well gotta say I'm impressed."

All my group was instantly on guard as we turned to face the intruder.

Turns out that there was more than one of them.

There were two dragons and another elemental like Fallsbone's only this one was a lava and obsidian elemental.

One of the dragons was a teenage looking one that stood bipedal like me and was just six-foot so she was two inches shorter than me with a purple body and light purple underbelly. Her spines were dark purple with white tips and she had grey slit eyes.

All in all from what I have seen of dragonesses she was pretty cute.

The other dragon stood on all fours and was easily five times my height and ten times my bulk. I knew it was a male just by looking at his masculine figure. He was dark blue all around with blood-red spikes and black eyes.

They didn't seem threatening so I made a gesture to my troops to lower their weapons but still stay on guard.

"Who are you guys and what do you want?"

The dragoness stepped forward first and said in a happy tone, "well my name is Amethyst Blaze. The big guy behind me is Riptide. The elemental guy though he doesn't really have a name but we just call him Stone."

"Well that answers one of my questions but not the other. And I also happen to know that Riptide is one of the oldest dragons alive and on the Council of Dragons. If you're the same one why are you here?"

Riptide then stepped forward and gave a polite bow which felt weird since I felt I should be bowing to him.

"Well Alex we know what you plan to do and we feel we can be of great help to you."

"And why would you help me?"

"Well Amethyst here hates ponies in general as well as Stone. And I once supported Celestia's rule but have come to realize I was wrong and know that helping you can right that mistake. Plus you will need my help to go against Discord since I taught him all that he knows."

I thought about this for a second. Having another elemental would be very helpful and judging by the way Amethyst carries herself I know she was an experienced fighter. And if Riptide really could take down Discord then I would definitely need that advantage.

I then held out my hand to shake and said happily, "welcome to the Changeling army."

Time skip

I was looking over a map of Equestria to plan our next move when I heard the door open behind me and in walked Chrysalis.

"So what is your next move all-powerful General," she said teasingly.

I smile at her and say. "Oh I don't know your majesty. What do you think I should do?"

We share a short laugh and I almost swear I saw Chrysalis blush.

Turning serious though I turn back to the map and say, "Well we need to get closer to Equestria. We can't direct everything from the Badlands. So I plan on taking control of a small settlement to give us a foothold. I was looking and it seems Appleoosa is our best bet."

"I think I heard some disappointment in your voice."

Damn she knows me, "I just wish I could go with the team I want to send. It would save so much time in preparations but I just can't blend in as well as you guys can."

She slowly walked up to me and said, "oh I wouldn't say that."

Before I could react she had lunged from behind me and bit into the side of my neck.

It didn't hurt as I expected but I felt something pumping into me that made me feel warm and stronger.

When she let go she had a very deep blush.

"What did you just do to me?"

"Nothing you need to worry about now. The important thing is is that you can now change your form just like a changeling. Try it."

I concentrated on transforming into a dark red Earth Pony and before long I felt myself change and go from standing on two legs to standing on all fours. Looking at a mirror to my left I saw that I now looked exactly like the pony I imagined.

"Well this will come in handy. Thanks Chrissy."

She gained another huge blush while she waved the thanks aside and politely excusing herself. She looked like she had a little spring in her step as if she was really happy. Ah I'll worry about it later.

I changed back to my human form and looked off to my left into the shadows and said, "you and your team ready?"

Just then a changeling stepped out but he was different from the other changelings. For one he had no holes on his body and had a cutie mark of a silver star with an assault rifle over it which I thought strange since they hadn't even been invented yet but didn't question it.

"Kill Team 6 is ready whenever you are sir."

"Alright Arc, let's get this show on the road and please make sure Pyro doesn't burn down the town again."

He gave a small smile and said, "no promises. 


	4. Chapter 4

I had sent Kill Team Six on ahead since I had some business with a certain purple pony.

When I got to her cell I saw that she wasn't restrained but her wings were tied down and she had a magic inhibitor ring on her horn that only I or Chrissy could remove.

I opened her cell and walked in as she scooted as far away as possible.

"What do you want," she asked sadly.

She looked pitiful and it was making me kind of sad. But I had a reason for being here. I wanted answer's and I was going to get them one way or another.

"Why do you and the others hate me Twilight? What could I have possibly done to make you all hate me so much?"

She was about to say something but she stopped and seemed to get a confused look in her eyes before shaking her head and saying, "I can't remember why?"

Alright that was weird. How can she not remember? I need to have Chrissy get in here and take a look at her mind. Something doesn't feel right about this.

"Well hopefully you will remember when I get back. See you later Twilight."

Time skip

I wasn't long until me and the team were on the outskirts of Appaloosa.

We had a small house nearby to conduct operations and made our way there during the night so we wouldn't be spotted.

When we got inside we immediately set up a surveillance room, an armory, and security all around the house.

After getting settled in we met in the living room to get things started. I took a quick look around at probably the craziest and deadliest son's of bitches to ever walk this planet. How they worked as a team I will never figure out.

The first member I spotted was Pyro. She was a darkish blue unicorn with a fiery orange mane and matching eyes with her Cutie mark being a fireball with a Tac-45 pistol over it, she was also our weapons specialist and support gunner. According to the files I have on all of them she was a real fire maniac and was slapped in a mental institute for arson and several murders. Chrysalis broke her out when she was about to be executed and she seems to be happy all the time and rarely takes thing's seriously unless it involves fire. Basically she is Pinkie if she was a pyromaniac.

Next was Raven, he was a changeling with a semtex grenade as his cutie mark and was our demolitions guy. His files say that he was born in Marescow where he specialized in explosives in the army corps but was later discharged after drinking his sorrows away after killing his wife for unknown reasons. Later he blew up a base and was sentenced to death. He fought his way out and made it to the Badlands where Chrysalis took him in. He's a little slow at times but even with that and his excessive drinking habits he is still great in combat.

Then there was Ice. This bitch was a sadistic masochist but was a great medic and scientist due to her high IQ. She was a white unicorn with an ice blue mane and tail and mint green eyes with a green plus and bloody needle tilted beside it as her cutie mark. File says she escaped a mental institute after butchering a doctor and fled to the Badlands where she met Chrysalis and decided to join up. She got the name Ice due to her personality apparently. I personally wanted to keep away from this chick because ever since she first saw me she has been looking me up and down like she wanted to dissect me which if her file is anything to go by she does.

Frost was another changeling in the group and had a cutie mark of a throwing knife with a suppressed M9. He was our stealth, surveillance, and recon guy. His old file was destroyed so basically he doesn't exist in Equestria but I still have a current file on him which says that he can stay incognito for long periods of time and can take out any enemy with no noise. Also says he killed over 700 ponies when he was discovered. After making his way to the Badlands he has sworn complete loyalty to Chrysalis.

Crosby was the Sniper of the team. He was a gray Pegasus with a brown mane and tail with lifeless grey eyes. His cutie mark was a sniper scope with a knife over it. File says he was born in Ponyville with dreams to be in the Equestrian military. But after constant abuse from his father and his father disowning him he snapped. He killed his dad in the dead of night and started to snipe of guards that came to investigate until he ran out of ammunition. He then fled to the Badlands and joined Chrysalis. He got the name Crosby because of his shy nature.

The final member of the team was their leader Arc. His file says he used to be part of the Futter hive which bordered Equestria and the Badlands. It was actually quite peaceful and they had good relations with the ponies but due to a temporary dethronement of Celestia the ponies were turned against the changelings and war erupted. Arc was the only survivor of his have and when he saw the death around him he mentally snapped and killed everypony in sight with a makeshift knife. Afterwards he Fled to the Badlands and joined up with Chrysalis and was trained to lead this team.

"Alright guys first let's get things straight. First off, Pyro. Do NOT burn anything without first asking me. Second, Raven. Keep your drinking down a bit ok. And third, Ice. you come anywhere near me with anything sharp and I will deck your ass in heartbeat. Understood?"

They all nodded in agreement before I started explaining the game plan.

"Alright first off all none changeling except me are to stay inside this house at all times. Equestria may still know your faces and we don't need the attention. So instead you all are going to be working on improving any weapons we have now and upping the security as you see fit."

I turn to the changelings of the group, "Raven and Frost, you guys will disguise yourselves as locals and hit the local gathering places like stores, bars, etc. Arc and I will break into the sheriff's office and main hall to snag any info we may find useful. Sleep up guys cause tomorrow night is when we really get a head start in this war." 


	5. Chapter 5

The moon was just coming up when me and the team set out to do our tasks.

Raven and Frost had set out a few hours ago disguised as simple travelers to not draw too much attention.

Me and Arc were another matter though. Arc was going to be disguised as one of the townsfolk that we captured earlier in the night while I was going to have to sneak around on the rooftops. I knew I could change my appearance now but I didn't know if I could keep it up indefinitely or not so I wasn't going to take any chances until I had a chance to test it out properly.

Thankfully though this wouldn't be a problem with the new armor I just got. it looked like my old armor but was slimmed down and smoothed out at the joints so it didn't make any noise when I moved. Another bonus was that Chrissy enchanted it so it had this chameleon effect to help me blend in with my surroundings. I f I moved slowly anyone would be hard pressed to see me but if I stood still I was invisible.

Crosby and Pyro were working on making some weapons from some schematics I made for some simple side-arms. Pyro was making the ammunition while Crosby made the weapons. Ice was still in her room doing what ever it is she does.

Strapping my knife to my side I looked over at the now disguised Arc and say, "alright let's head out."

Arc was casually walking down the street while I had taken to the roofs and followed him at a distance.

He headed into the sheriff's office so I sat and waited for him to come out.

A few minutes later I hear the sound of a carriage and look to see the last thing I would've expected. Princess Luna's carriage had just landed be pulled by two night guards while being escorted by four more.

"Damn this complicates things," I muttered.

I didn't anticipate a visit from one of the Princesses but I couldn't let this stop the mission so I had to think quick.

I then got an idea. It was probably the craziest idea I had ever had. I hope god can forgive me for what I was about to do.

I pulled out what looked like an old radio which it was. I had only made two of these so far and one was at the safe-house which is where I was now calling.

"Hey this is Alex anyone copy?"

"Heeellllooooo~" sang Pyro from the other end.

"Ah Pyro just the girl I wanted to talk to. I got a mission for you."

"What is it?"

"I can't believe I'm saying this but I need you to make a fire. A huge one."

I heard her scream in happiness from the other end. I silenced her quickly before telling her exactly what I wanted.

"Listen Pyro I need you to set fire to one of the outer buildings. I want it to be big enough to be seen on the other side of town. But please make sure no one is inside when you do. We aren't here to kill anyone... yet."

I cut the line and waited for Pyro to do her job.

It wasn't even five minutes later that I saw a huge fire in the distance.

"I know I said I wanted a huge fire but damn!"

Everypony in the area including Luna quickly ran off to try and put out the blaze.

Taking the opportunity I rushed into the mayor's office and took everything that could have been useful from maps, to future events and so on.

Rushing back out I saw that the blaze was gone and Luna was fast approaching with her guard.

Thinking quickly I slid under her carriage and held on.

"I wonder what could have caused a blaze like that," questioned Luna.

"I don't know Princess but I don't think it started on its own. But enough about that I think you needed to talk to me about something?" I wasn't sure but I assume that was the mayor.

They then stepped into the carriage for some privacy but I could still easily hear them.

"Mayor I just think I should warn you about my sister. She has become more paranoid than normal and there is no telling what she may do. I think she should step down from ruling as I fear it is taking a toll on her but I am afraid to say since in her current state she may take it as an act of treason. I just came to tell you this so you should be careful around her. Now I must be off since all the other settlements need to hear about this."

I hear the carriage door open and close signaling the mayor has left. This was news to me. Seems like Celestia is loosing her mind to the point even her sister is worried. This may be a chance to earn a new ally if I play my cards right. Now all I need to do is talk to her.

Activating my armors camouflage I snuck out from under the carriage and knocked on the door to the carriage.

As soon as she opened the door I clamped my hand over her muzzle and put my knife at her throat. She didn't move for fear of what I might do. My helmet covered my face and shadowed my eyes so she didn't see who I was.

Pushing her back into the carriage and closing the door I used my Changeling powers to alter my voice and said, "alright I am going to let you go. I don't want to hurt you I just want to talk. I have a proposition for you since I heard about your little sister problem."

Her eyes widen in surprise and she nods her head in compliance.

I release my hand from her muzzle and pull my knife back.

"What do you propose stranger? And what do you expect in return?"

I idly twirled my blade in my hand as I answered, "the only thing I want is your support. You see I work for Queen Chrysalis and she plans on overthrowing Celestia. Before you go on into a rant about how evil she is I assure you that she does not want to be a dictator. That is why I came to you. I offer you a place to rule alongside Chryaslis as an equal just so long as you help us."

"What will become of my sister?"

"She will not be killed I assure you. I cannot guarantee that she won't be hurt in the conflict though. At most she will be placed in a sort of 'house arrest' within the castle. You will still be able to visit her and such but she will be placed under constant guard."

She thought about this for a few minutes before looking at me and saying, "how do I know I can trust you?"

Leaning in close to her I say, "because I don't betray those I ally myself with as long as they don't betray me. If I wanted to kill you I would have done it as soon as you opened the door and we wouldn't be having this conversation. And if it helps I always personally preferred you as a ruler over Celestia."

Taking in my words she holds out her hoof and says, "as long as you can guarantee my sister's safety then it's a deal."

Shaking her hoof I say happily, "welcome to the team Luna."

Time skip

After my chat with Luna I headed back to the safe-house and sent a quick letter to Chrysalis on our new ally.

I was taking off my armor to go to sleep when Frost said, "what's that on your neck Alex?"

"Huh? Oh this, this is where Chrysalis bit me to give me my changeling abilities. Why?"

Then Arc came up, "dude you do realize she marked you right?"

Now I was confused, "what do you mean by marked?"

He gave a heavy sigh and said, "I mean she marked you as her's. Basically she now owns you as her mate."

It took a minute before what he said sunk in and when it did I only had one thing to say.

"WHAT!?" 


	6. Chapter 6

As I laid in my bed trying to get some sleep all I could think about is what Arc said to me.

Chrysalis marked me as her mate. I had never thought about being in a relationship with another pony but being with Chrysalis actually felt right. We liked a lot of the same things and got along great with each-other. So it wasn't hard to accept her as my mate. With thought I instantly let sleep claim me and dreamed on what I hoped the future of Equestria to be.

Next morning

Morning was a cluster fuck for many reasons. For one somepony spotted Pyro after she set the fire and are now sending guards to the safe-house. We didn't have time to get everything and get out so we did the next best thing. Take all the important shit and blow this place to hell.

Colby was giving us cover fire from the roof while we set up preparations with Raven.

"Pyro tie those wires together. Frost grab the files on the town. Arc get the weapon blueprints. And Ice will you please take that alcohol from Raven while he's working," I commanded while I finally finished putting on my armor.

Once everything was set we snuck out the back and ran like hell with Crosby flying to catch up to us.

We stopped just far enough away to see a platoon of guards storm the house. I gave a nod to Raven and he pressed the detonator and blew the building and quite a few guards sky-high.

I gave an impressed whistle and said, "damn Raven you really outdid yourself of this one."

Before he could respond we heard hoofs hitting the ground behind us and saw about twenty guards behind us. I was looking for a way out of this without bloodshed when from behind the group stepped out captain Shining Armor.

"Give up now and come quietly by the order of Princess Celestia."

We couldn't all help but laugh at this. Even Ice laughed!

I then spoke changing my voice with my powers once again, "yeah right asshole. We don't listen to that bitch. We are loyal to Queen Chrysalis and if you don't wish for your men to die then I suggest you scurry off. Or we could do it the hard way."

Shining and his guards got ready to fight and I sighed at their stupidity knowing how poorly trained his troops are. 'Never assume numbers give you the advantage against someone more skilled' is what I believed in and Shining was about to find that out first hand.

All it took was drawing my sword and the team rushed in to take out the guards.

I faced off against three guards armed with spears plush Armor himself.

The first guard to attack me did so with a thrust from his spear. Turning my body to the side I let him stumble right by me while taking a quick slash at his throat and saw his blood gush from his now opened throat.

The other two spearmen charged at me at the same time with one coming from the front and the other from behind. With a quick flick of my wrist to the front guards spearhead I redirected his thrust to go under my armpit and into the chest of the guard behind me. Before he could even comprehend what had happened to his comrade I had already decapitated him.

Looking around I saw that everyone had already killed the other guards save for Shining Armor who was now pissing himself in fear as we surrounded him.

"Now what to do with the Captain," I mused.

I then surprised him with a quick chop to his throat that brought him to the ground in pain. Following up with a boot to his face and he was out.

Slinging the now unconscious form of Shining over my shoulder I turn to my team and say, "lets head back to base guys."

Time skip

We had just gotten back from Appaloosa and dumped Shining in a cell before going our separate ways.

I met up with Fallsbone at the forges to see him enchanting some weapons.

"Hey Falls whats happening."

He gave a small smile and said, "oh nothing much. I'm just trying to enchant some weapons. How about you?"

"I'm good. Mission was a success and I got us a new ally and prisoner. How has everyone else been?"

"Oh well Riptide has been training a special group of changelings to use chaotic magic to an extent, Amethyst has been training non-stop so she could fight you when you got back, and Chrysalis has been looking I guess 'dreamy' all the time and randomly sighing while in deep thought."

"Do you know where Chrysalis is now? I need to talk to her about something important?"

"Oh yeah she's in the throne room."

Giving a quick thanks I made my way to the throne room while passing a lot of changelings who stopped to bow to me before going on about their duties.

I walked into the throne room to see Chrysalis looking bored as can be until she saw me.

"ALEX," she yelled happily while tackling me. The only reason she probably did this was because we were completely alone in the throne room.

When she got off of me I quickly picked myself up and looked at Chrysalis seriously.

"Chrissy I know what this mark means," I said while pointing at the bite mark on my neck to clarify.

She looked nervous now and would not look me in the eyes.

I kneel down to her level and put my hand on her cheek to make her look me in the eyes.

"Chrissy I want you to know that I am not mad at you."

Her eyes widened and I could see hope in her gaze as I continued.

"I actually wouldn't mind seeing where this goes and maybe this could actually work. I am willing to try if you are."

Her response was to leap on me and smash her lips to mine. Her forked tongue pressed against my lips asking for entrance which I gave without hesitation and began a battle of dominance.

Her tongue was slimmer and more flexible compared to my more broad tongue but I eventually won out.

She moaned into the kiss which quickly turned into a twenty-minute make out session.

When we finally broke apart we were gasping for air with a thin trail of saliva connecting us. We did nothing but stare into each-others eyes.

That was until we heard someone cough. We turned to the door and saw everyone there and even a few changeling guards all smiling at us.

"Alright guys pay up," said Fallsbone and everyone handed him a bunch of bags of money while all grumbling something about 'cheating undead.'

I can't believe they would bet on us getting together. But after thinking about it I knew I would have done the same thing. This thought started me laughing my ass off with Chrysalis joining in soon after. It wasn't long before everyone in the room was laughing like a bunch of maniacs.

I wouldn't have it any other way 


	7. Chapter 7

After my moment with Chrissy things got better than I ever thought they could.

I was now made King of the Changelings and had complete control of my changeling abilities. If that wasn't enough we now had spies in every corner of Equestria!

I still had to get the rest of the elements but that was easier said then done.

Right now I was looking over some maps with Chrissy who was snuggling into my side rather than paying attention to our work.

"Hey boss," said Amethyst.

I turn to look at her and see her standing there in her recon outfit with her sword at her side.

"What is it Amethyst?"

"Well I just thought you should know that the Element of Honesty is on her way to Ponyville via train from Manehattan."

"What was she doing in Manehattan?"

"Apparently there was a rodeo she attended there."

"How long till she reaches Ponyville?"

"About three hours."

I give an evil smile that Chrysalis matches. "Get me a team of Infiltrators. We're going to rob a train."

Time skip

I was now with a team of eight Infiltrator Changelings. As the name suggests they infiltrate an area and either steal or destroy their objective while in disguise so as to place the blame on certain subjects. So they cause some damage and get others thrown in prison for it which is a win-win for a changeling.

We were in a flying chariot above the train while now donning our disguises. They were all either earth ponies or pegasi while I was the only one disguised as a unicorn. I was bright red with a spiked aquamarine mane and bright yellow eyes. I didn't bother with a cutie mark since we were all wearing body suits. We didn't have masks though since we didn't see a point in disguising our disguises.

"Alright three of the pegasi will take over the front of the train while another three earth ponies take the back. The remaining two will come with me and take the Element of Honesty. Also steal all you can valuable wise so to make this seem like a simple robbery. Alright now let's move!"

The chariot landed quietly on the top of the train and the changelings set out to do their jobs. I look at my two 'guards' and say, "let's go steal another Element boys." One of the changelings looked at me crossly and I quickly relented, "alright alright. Boy AND girl."

We walked through the cars taking all that we saw as valuable at knife point until we reached the car Applejack was in.

We opened the door to see her looking at us defiantly along with Big Mac and about three other apple family members.

"Now yall better leave now before ya get hurt," she threatened. So I decided to have a little fun with her.

"Aw and what are you and the redneck troop going to do if we don't? Now why don't YOU just sit down and be quiet and there won't be any trouble."

Now she was pissed. She got down into a charging stance along with her family and rushed me without a second thought.

Now Aj may be physically strong, but mentally. Not so much.

As soon as she got to me I just leaned to the side and stuck a hoof out that effectively tripped her. She rolled for a bit and hit her head on one of the seats which left her disoriented.

My partners in crime easily took care of the others as I calmly walked to the recovering Aj and put a knife to her throat.

She looked at me in fear of what I may do as I smiled deviously.

"W-wh-what do ya want," she asked in a quivering voice.

"Nothing much. I just want you out-of-the-way so to speak."

I moved to the side so she could see the changeling that took her place and smiled at her evilly.

"Yall are changelin's?!"

"Well they are but I'm not. Well at least I don't think. In fact you know me Aj."

"What do yall mean? I ain't never seen ya before in ma life."

"Oh sorry let me change into something more fitting."

I then let my disguise fall and now revealed myself. "Hello Aj, ya miss me?"

She was gabbing like a fish for a minute or two before she could finally speak.

"ALEX!? BUT WHAT ARE YA DOING WITH CHANGELIN'S?!"

"Making Equestria a better place. So goodnight Aj."

I then gave a quick chop to her neck and she was out. I changed back to my disguise and slung her over my back.

Turning to the Changeling now disguised as Aj I say," we will send word to the other spies about you as soon as we get back. But to make it more believable I'm going to need to knock you out. I am sorry."

'AJ' gave a smile and said still in Aj's voice, "it's alright ma king. Jus do what ya need ta do."

So I gave her a whack to the back of the head and she fell unconscious. I'm glad they now have enough control over their powers to be able to keep a disguise even when unconscious.

I nod to the other changeling and we set off to the chariot to see the rest of the team there along with a few bags of valuables. Dropping Aj in the carriage I had her quickly tied up and we were on our way home.

Looking at the still unconscious Element of Honesty I say to myself, "two down, for to go. Your days are numbered Celestia." 


	8. Chapter 8

"Alright I got the Elements of Magic and Honesty AND Captain Shining Armor. What now," I say to myself while sitting in my throne.

It had been two weeks since I had taken Aj and now I had to wait to get some new info. If not for training with everyone and Chrissy I would have lost my mind from boredom.

Just when I was about to groan from boredom once again there was a flash in front of me that revealed a scroll sealed with the royal changeling mark.

I took the scroll out of the air, unfurled it and began to read. And boy did I like what I saw.

I had completely forgotten about the Grand Galloping Gala next week and how the Elements were supposed to attend. This could be a great opportunity if I play my cards right.

"GUARD," I called and was answered immediately with a guard stooping in front of me and giving a crisp salute before waiting for my command.

"Gather all the troops in the courtyard. I have an announcement to make, and be sure to inform Chrysalis first. Now go."

The guard then set off to complete his task as I read over the note one more time before heading to the courtyard balcony to make my announcement.

It wasn't long before I stood in front of the army of Changelings with Chrysalis at my side and all of my true friends a little behind me but still in plain view.

"My loyal Changelings," I began, "since anyone could remember Equestria has preached that it is a land of peace and equality. But we all know that those claims are false. But within a weeks time we will make sure that those very same claims become true. For next week we will officially declare war on Celestia during her oh so precious Gala. So I want you to enjoy this next week wisely and remember, you are not only fighting for the future of this kingdom, but for the future of the Changeling race!"

There was a loud roar of approval from the crowd and I turned around to embrace Chrissy. She gave me a kiss and said in a surprised tone, "I didn't know you were a good public speaker?"

"Actually I just winged it."

We shared a short laugh before I turned to Fallsbone and said in a serious tone of voice, "I want you ton inform our spies in the guard and in the Elements that we plan to strike at the Gala so be ready. I don't want them to blow their cover just yet. Their more useful to us where they are, same for the guards. Just have them turn a blind eye to our activities."

I started to walk away when Riptide asked, "what do you plan to do at the Gala?"

I don an evil smirk and say happily, "well first I'm going to reveal myself to that stuck up sun bitch, and then I'm going to steal the Elements of Harmony right from under her nose. Both the elements themselves and their bearers."

Time skip 1 week

It was now the night of the Gala and all of my spec ops troops were in position. I had them place explosives at each of the main points of interest like the barracks, armory, and fortifications.

While they were doing this I was going to go with a team of Changelings and pick off each of the elements one by one and then I would make the big reveal.

We snuck in through a servants entrance into the kitchen and quickly took cover around the corner. Looking at all the guest I spotted Rarity and Pinkie talking to each-other and got an idea to probably get all of the remaining elements in one go.

So I tied a string to a cupcake and tossed it where only Pinkie could spot it which she did almost as soon as it hit the ground. She went after it as I dragged it towards my hiding spot stopping just next to my hiding place.

As soon as she got within range I chopped her in the neck and all was said and done. Using a teleportation spell I sent her to a group of Changelings I organized for the sole dutie of keeping the Elements locked up before we reached the hive.

One of the other Changelings took the Element of Laughter's form and set off to gather the other elements in a specific hallway where me and my troops would be waiting to take them out.

It wasn't a long wait till we heard Dash asking Pinkie why she needed all of them there.

When they were about ten feet away from me I stepped into the open and said, "hey ladies how's it hanging?"

"What are you doing here Alex? Your supposed to be in Ponyville," said Dash.

I give them a hard glare and say venomously, "I'm here to teach you traitorous bitches and Celestia a lesson by taking this place over."

They all got into aggressive stances except Fluttershy while Dash said defiantly, "oh yeah? you and what army!?"

"My army."

At that my Changeling troops dropped down from the ceiling and pinned all the mares except for the Changeling disguised as Pinkie.

Kneeling down to look the mares in the eyes I say in a cold tone, "you tried to play me for a fool. To useme and throw me away like trash. Now you are going to face the consequences. Celestia will fall and Equestria will be under new leadership. Sweet dreams bitches."

The Changelings promptly knocked them out and took them away.

I looked at the remaining Changelings and said, "prepare for phase two."

They gave a quick salute and set off to get ready for the next stage of my plan as I started to walk to the ballroom smiling all the way just imagining the faces of those stuck up pricks once they hear what I have to say. Oh God how I wish I would have brought a Camera. 


	9. Chapter 9

I stood outside the doors to the ballroom where the Gala was taking place the two door guards laying on either side unconscious. I didn't want to kill anyone just yet. There would be plenty of time for that later.

Taking another look at my watch I saw it was time and got ready.

I then busted down the door with a Spartan kick, Leonidas ain't got nothing on me.

All talking and music stopped when I did this and I yelled out, "what up punk bitches!"

I had my helm on and had changed my voice so that I looked and sounded like the figure Luna met all those weeks ago.

Everyone was too stunned to speak so I walked through the crown towards the stage and wanting to be a showoff I front-flipped onto it so everyone could see me clearly.

Celestia finally got her bearings and started bitching, "who are you and why are you here!? Speak now or I will throw you in the Dungeon!"

I look at her for a minute before giving her the finger and saying, "go fuck yourself rainbow bitch, and shut up before I shove my foot where the sun don't shine."

Seeing her jaw drop was hilarious but I kept my laughter in and turned to address the crowd of snob jackasses.

"Now why I am here is to deliver an ultimatum from Queen Chrysalis. From here on out the Changeling race is at war with Equestria. I hope you are ready for a war you won't believe."

Celestia stood up and asked, "just who are you?"

Smirking under my helm from hearing the question I knew she would ask I said, "someone you sought to use and throw away like trash."

I then took off my helm and everyone gasped when they saw the human they thought as a weakling stand before them in allegiance with one of their sworn enemies.

Luna was more surprised that I was the mysterious stranger she struck a bargain with while Celestia looked furious that I had figured out her plan and now she couldn't use me like she planned.

"GUARDS! SEIZE HIM," yelled Celestia.

A squad of guards came at me brandishing spears but I just rolled my eyes and drew my sword.

They surrounded me and all thrusted at the same time.

I don't know how anyone could be so stupid. I easily jumped up and landed on the spears as they crossed. Then with a quick spin I took off all of their heads.

Blood splattered my armor but I didn't care since I was actually revering in the horror stricken faces of those assembled. Seems being with Chrissy has made me slightly sadistic.

"That the best you got Celestia. I must say your guards are pathetic in the highest degree."

She just gave a smug smile and said, "they were just a distraction while the Elements are being retrieved. Not even you can stand up to them."

I put my free hand to my chin in a thoughtful manner and said, "Elements...Elements...Elements...hm.. oh you mean these Elements."

Just then a team of my changeling spec ops came in carrying the chest that housed the Elements of Harmony.

If Celestia was mad before she was beyond pissed now if her red face and steaming ears were anything to go by.

I now thought it was time to go since the bombs I had placed would be going off soon and I didn't want to be here when all hell broke loose. So I gave a whistle and the glass roof above us shattered and a rope came down for me while the Changelings flew out. Grabbing the rope with one hand I was lifted up and gave a farewell kiss while taking a quick glance at the now replaced Mane Six as they all nodded in at me and flashed their eyes to their original changeling colors.

We had just made it out of Canterlot when a series of huge explosion shook the castle and surrounding city of Canterlot.

Whistling at all the damage I turn to one of the changelings and say, "remind me to congratulate Raven when we get back."

This was a good first start and it would only get better. The fall of Celestia has begun. 


	10. Chapter 10

"Man did you see the look on that bitches face!? Pricless," said Fallsbone while laughing loudly.

We were all watching a video on my big reveal and it was so good we just couldn't stop replaying it over and over again.

Crysalis then started to rub my thigh and said seductively, "you looked very handsome in your armor. How would you look without it or anything else on I wonder?"

I was about to jump at the hidden offer she was proposing when the screen that was playing the video turned off and was replaced with the image of the changeling spy we had posing as Shining in the crystal kingdom. He looked excited for some reason and I knew that he had good news for me.

"What's up 'Shining'?"

"Sir I have very interesting news. It seems that the Alicorn of Loves faith in Celestia is breaking and if given the right push can be made to join our cause. I don't think I have enough experience to attempt this myself so I want to ask if maybe you could accomplish this task my King."

I stroked my chin in thought at this opportunity. The Princess of love herself may not be very useful for more than a figure head to gather more forces but the Crystal Heart her kingdom possesses is a never ending spring of feul for the changelings. With this we can be closer to Canterlot should we see an opportunity to attack and also we wouldn't need to kidnap anymore ponies for there love therefore lowering suspicion from Celestia. It was definitely a win-win scenario.

Turning back to the screen I say in my 'commanders voice' as I call it, "alright I'll be there as soon as I can. Keep your cover until I say so. Dismissed."

The screen turned blank and I turned to the others saying, "alright I want Amethyst, Riptide, and Fallsbone to be ready to head out with me in a few hours to the Crystal Empire. I have something I need to do first."

I left them and headed towards the dungeons to meet with the Mane Six and Shining. I thought it would be time to see why exactly they hated me and what I could do to fix it. I didn't want them to hate me if it was something I could help. I may not like that the friendship I had with them was a lie but I still had a feeling that it wasn't entirely their fault. Just call me suspicious.

They were all in the same cell but were restrained from using magic or flying thanks to some special items placed on them.

When they saw me they didn't look angry or hateful but rather they looked,... ashamed? Alright something was up since I could now read emotions with my changeling magic and I could sense that their feelings were genuine.

"So have you girls and guy decided to give me an explanation on why you all hate me so much?"

I was ready for them to start yelling out a bunch of racist shit but was instead embraced by a sobbing Fluttershy saying 'we're sorry', over and over again.

Looking at the girls for an explanation for the pegasus' actions Twilight stepped forward to explain, "we're sorry for what we did but it seemed to be the only way according to Celestia."

My eyes narrowed in suspicion, "only way for what?"

Sighing in sadness Twilight explained sorrowfully, "Celestia told us when you first arrived that your kind were cold-hearted monsters that killed everything in your path. She had us befriend you so that we could 'see for ourselves' as she put it. We couldn't find anything wrong with you but when Celestia started coming more and more often we just felt more hostile towards you for no real reason. But when you locked me in here the feeling of hatred for you just slowly faded away into nothing. I now knew what was happening. Celestia used her magic to increase our instincts of hostility towards a threat and focused it on you. We don't know why she did it but we are really sorry for what we've done."

I was checking her emotions the whole time and all of her feelings were genuine along with the others. This puts a new spin on things but why would Celestia do this to begin with and to her own student ta-boot.

Giving a sigh I wave my hand and all of their restraints fall off. While they gaped in surprise I said calmly, "alright I believe you girls but if you really want to make it up to me then help me dethrone Celestia. It's pretty obvious that the bitch is off her rocker and even now she has been sending troops into the badlands in a vain attempt to find the hive. I don't expect you girls to fight with me but I do ask that you make yourselves useful around here."

They all gave huge smiles and tackle hugged me while saying thank you about a million times.

After getting up I turn to a smiling Shining Armor and say slyly, "so Shiny you ready to see your wife again? I need your help since from what my spies told me she may be persuaded to join my cause. What do ya say?"

He gave an even bigger smile and said, "I say you have the full support of the Crystal Kingdom King Alex."

"Wait how did you know I was King?"

"The guards love to brag about how great of a ruler you are," he deadpanned.

Well it's good to know my subjects love me so much. With that me and Shining headed off to join the rest of the group heading to the Crystal Empire. Celestia is about to lose another of her very few allies and I can't wait to see the look on her face when she realizes it.


	11. Chapter 11

HAY GUYS SO I WAS THINKING AND I DON'T HAVE THE PERMISSION TO USE ANY OF THE OC'S BUT ALEX AND MY OWN RIPTIDE SO IF YOUR OC WAS IN THE STORY I WOULD LIKE IF YOU COULD TELL ME WHETHER I CAN USE THEM. I DON'T WANT TO USE SOME ONES OC'S AND NOT HAVE THEIR PERMISSION SO SORRY NO CHAPTER TILL I HAVE THE PROPER PERMISSION.


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