Chapter One: The Hatching

Light.

Bright, bright light.

The little changing recoiled, trying to bury itself deeper into the cool green of its cocoon. However, even that small movement caused the fragile shell to shatter, breaking apart and letting in more streams of intense, burning sunlight. Soon the entire cocoon had broken apart, spilling the strange insect-like-creature onto the branch below.

Shakily, the newly 'born' creature stared around, its faceted eyes glinting. It was equine in shape, but it looked like no normal horse or pony. Its scaly body was pure black and riddled with holes. Besides its general body shape, it brought to mind an insect, and not a pretty butterfly, either. It was the type of bug that lurked in dark forests and thirsted for blood, with twitching silver wings and glittering green eyes. It had never seen anything outside its cool, safe cocoon, yet it understood what it was seeing. It was in a sparse forest, breaking away into a lush field. Birds were twittering in the distance. The sun was still rising in the sky, meaning it was morning. The changeling did not know how it knew this; simply that it was part of The Memory.

What was The Memory? The voice of the Hive, the inherited knowledge all changelings knew. Even as just a larvae in its cocoon, it had heard them buzzing, a constant comfort. Through them it had dimly sensed the world and learned. It had seen the lands of Equestria, had visions of the tiniest pony and the greatest dragon, tasted the sweetest of love. Centuries, even eons, of knowledge had sung though it's growing brain. Then….there had been pain. A sudden wave of power, the most intense, bitter force ever felt- and then silence. The young changeling recoiled from the inherited memory, as intense as if it had witnessed the disaster itself. The Memory ended there.

Hello, it called out, not with a voice but with a burst of magic. Is any-changeling there?

Even to its own inner ears the call sounded weak. There was no response.

Alone, and now a little bit frightened, the changeling tried to stand, and even managed to wobble to its feet. Then it looked down, and saw a sudden drop from its perch onto the ground below. The creature flinched in horror, nearly losing its balance and falling right then and there, before quickly pressing itself to its belly, and wrapping its limbs tightly around the branch.

Wings the Memory instructed it. Fly.

In response, it felt a little flicker of the silvery wings on its back. It gave them an experimental flutter. The movement felt good, natural. It was a little stiff, but the flapping sent cool breezes across the changeling's body, relaxing it. Slowly, it loosened its hold on the branch, and began to hover in the air.

Then it looked down again, and immediately stopped any attempt at flying, clamping itself furiously around the branch. No way it was going to leave the safety of this tree!

But then…what was it supposed to do?

The Memory said that it needed to find the Hive. The Hive would protect it, and it would protect them in turn, because that was what they were meant to do. The changeling didn't like this idea, though. The unfamiliar landscape was too terrifying to explore, and even if it were brave enough, the changeling had no idea where the Hive was.

It flicked her wings over its head, trying to hide from the world. It just felt so alone. Alone and tired. It wished it had never left its cocoon. There it had been safe. In its Memories all sorts of horrible creatures lurked- griffons, manticores, basilisks. Who knew what monsters it would find out there?

Almost in response to its fearful imaginings, a creature suddenly dived into the forest from the sky. The changeling jumped back in horror, nearly falling down once again. The creature- a large bird- swerved out of the dive, to land lightly on another tree. The bird regarded her coolly, and the changeling knew that this thing could truly be dangerous. It had a wicked beak and gigantic claws which could easily cut through its fragile wings. A hawk, the Memory told it helpfully. A hunter.

Great. The Changeling wilted.

You are a hunter too, the Memory continued, almost a bit sourly. Suddenly the changeling felt a flash of bravery.

That is right! I am a hunter! This hawk can be my prey! It flared its wings and bared its fangs, ready to spring.

This was a bad move. The hawk did not appreciate a challenge from this pathetic scrap of a creature. The bird spread its mighty wings, let out a proud screech, and jumped, lunging at the changeling, who could do nothing but back away in horror…

oOoOoOo

"This is stupid," said Scootaloo, stomping irritably at the ground. "Why do we have to go all the way out here to study some dumb animals? There are plenty in Ponyville."

In the distance, the rest of the Cutie Mark Crusaders' classmates milled idly around the open field, taking photographs and notes on the idyllic, if somewhat dull, wildlife. The girls themselves had saddlebags packed to the brim with notebooks, quills and worksheets, but had so far found no creature they considered cool enough to write about. The class was on a three day camping trip, which had sounded quite exciting at first, but in reality had consisted of a lot of hiking and working. They were even given school assignments to do!

The adventurous trio had slowly wandered away from the rest of the group, until they were right at the edge of the field, under the cool shade of the sparse woods. To their slightly distracted teacher Cheerilee, who was busy giving an impromptu lesson on monarch butterflies, the three fillies were nothing but silhouettes of yellow, white and orange in the distance.

"Ah know! Jus' stop by the farm sometimes. We got plenty of critters there." Apple-Bloom stared critically at the underside of a rock, before letting it drop back down with a plunk. "All ah can find here is bugs. If ah wanted those ah could just look in a bad bushel of apples."

"I thought your farm never grew any bad apples?" teased Sweetie Belle.

"We don't!" defended the filly hotly. "Ah didn't mean it like that! It was one of those meta-thingies. "

The unicorn smirked. "A metaphor?"

"Yeah, that."

Suddenly, Scootaloo put a hoof between her two arguing friends, and pointed hurriedly over the forest. "Girls, look! A falcon!"

"Ain't that a hawk?"

"Does it matter?" asked Sweetie-Belle. "It's way more interesting than any of these bugs."

With a regal screech the beautiful bird dived, disappearing into the foliage. The three fillies panicked.

"We can't let it get away! Let's chase it!" she ordered.

Her friends didn't need to be told twice.

"CUTIE MARK CRUSADERS ANIMAL TRACKERS!" the three shouted in unison, before galloping off into the forest after the bird.

oOoOoOo

Terror- pure terror, not just the general background horror that the changeling had felt since it first hatched- rushed through it as the hawk leapt, his deadly claws glinting. Instinct managed to break through the paralyzing fear, however, and the changeling felt a burst of magic sure through its horn. Green flames engulfed its body as the creature did what its species had perfected millennia ago; to hide, to disguise, to change.

The hawk, surprised by the sudden burst of fire pulled up from his dive, hovering in the air mere inches away from his prey. However, when the green flames died, he found there was no longer an exhausted scrap of a meal sitting there, but instead, another hawk! It was huge, too, bigger than any hawk he'd seen before, and that was enough to put him on edge, even disregarding the mysterious fire. A rival hawk in his territory was no small matter, and he couldn't let the insolent interloper think he had superiority, no matter how large it was. After a moment of hesitation the hawk dived at its adversary.

The changeling didn't know what to do. Instinct said that disguising should have worked! But instead of backing away, the attacking bird only seemed more infuriated.

Under the beating wings and terrifying claws of an angry predator, many new-born creatures would have shied away, but the first and strongest instinct of a changeling was to mimic. Even the terrified scrap of creature found itself doing something that normally it would never do; fight back. It had taken the form of a hawk, and so it had the hawk's moves. Valiantly, it flared its wings, trying to look bigger.

The trick was enough to make the hawk hesitate, but when the display was not followed by an attack, he realized that it was a bluff. He dived for the neck, forcing the frightened changeling to duck. Awkwardly, it tried to strike back with its beak- however, the newly-born creature was clumsy enough with its own body, let alone the strange bird-form it had just created for itself, and it missed by a mile. The hawk rebounded, striking with its talons, and brushing the changeling's feathers. The changeling hopped away, creating a burst of wind with a flap of its wings which buffeted the attacker back. It was merely a momentary delay, however, and it sprung for what the changeling knew, barring a miracle, would be its final strike….

"There it is!"

"Where?"

"Right there!"

"There are two of them!"

"Quiet! You're gonna scare 'em away!"

"Wait!" said Sweetie-Belle, as the Cutie Mark Crusaders charged into the clearing. "That one's attacking the other! The big bully!"

If there was one thing the trio of fillies hated, it was bullies. They'd gotten into enough fights with mean foals to hate being picked on, and they wouldn't let it pass. Filled with as much righteous anger as kids could carry, they started screaming and shouting at the hawks above, yelling for the "big meany" to fly away. Apple-Bloom even managed a few powerful bucks against the tree, shaking the mighty oak so hard that leaves fell down.

The sudden cacophony of calls jolted the true hawk to attention, who managed one last swipe at his 'rival', before quickly taking flight. The creatures were ponies- loud, big creatures which usually paid birds like him no mind, but could sometimes be dangerous. Hawks didn't live long without a streak of wariness, and the bird did not enjoy the prospect of hanging around three angry ponies, even if he did want to finish off his rival. Admittedly, the "rival" was pathetic, barely putting up a meager fight. Now it was simply cowering. So the true hawk retreated, sparing the changeling a dismissive glance. Hopefully the ponies would finish the rival off for him.

"HA!" shouted Scootaloo victoriously after the bird's rapidly disappearing form. "WHO'S SUCH A SCARY BIRD NOW, HUH? HUH?"

Apple-Bloom nudged the pegasus heavily in the side. "Sush," she admonished, as Scootaloo glowered at her. "Ah think ye're scaring it."

"Oh. Right," she said, immediately quieting down.

The three fillies stared up the trunk to where the changeling perched, its hawk-body pressed fearfully against the bark. With as much tenderness and sweetness as they could manage, they tried to coax it down, promising not to hurt or scare it. Unfortunately, the Cutie Mark Crusaders had never been much for subtlety, so their valiant attempts soon dissolved into desperate begging and yelling, which managed nothing but to terrify the changeling even more than it already was.

After nearly five minutes of fruitless efforts, Sweetie-Bell and Scootaloo had collapsed onto the ground, pouting. The earth-pony was still glaring up at the "hawk". "Are you sure ah can't just buck it down?"

"For the fifth time, no," said Sweetie-Belle. "Birds aren't apples."

Scootaloo was running out of patience. "Ugh, why won't you just fly down already?"

"I think it's afraid," said Sweetie Belle.

"Afraid? Who ever heard of a bird that's afraid to fly?" argued Apple-Bloom. "Ah think it must be hurt. Scootaloo, go bring it down."

"Me? I can't fly either!"

"Can't you like, hover up there or somethin'? It ain't too high," persisted the little earth-pony.

"No." Scootaloo turned away, embarrassed. She felt awkward enough about her inability to fly without her friends pointing it out. "We're gonna have to do something else."

In the tree, the Changeling watched quite bemused as the three foals argued, before assembling into a strange living ladder. With the yellow one on the very bottom, then the white one, and with orange one perched on top, fluttering her wings to keep balance. This last one was now quite close, so that the changeling could see the individual hairs on her magenta mane. Though nervous, the changeling felt curious. Though she dimly had Memories of pegasi, she found the winged pony quite strange. Even though she seemed to have a body quite like a changeling's true equine shape, its wings were more like the hawk's, bony and feathered. How strange.

"Come on, come on," said Scootaloo, leaning forward. The usually loud and brash pegasus was being surprisingly sweet, holding out an inviting hoof. "I'm not going to hurt you. Come on, it's okay."

The bright orange-and-purple pony was getting quite close. The changeling didn't like it. It wished she'd just go away…

…and then, it felt something.

It was soft and tingly feeling, starting in the head and rushing down its entire body. It was warm and powerful, just like the magic which had surged through it when it had transformed into hawk shape- but that had been exhausting. This seemed to fill her up. It was strengthening and energizing, and the most amazing thing the changeling had ever felt in its short existence

That's love, the Memory said. The changeling didn't care what it was. All it knew was that it wanted- no, it needed- more. And it was coming from that pegasus!

It hopped towards Scootaloo whose eyes went big as it jumped right onto her foreleg, talons prickling. Up close the bird was simply magnificent, all gold and white plumage and such magnificent patterns. The changeling shivered with delight as a wave of adoration poured through it.

"I got him!" Scootaloo said breathlessly.

"Well, hurry up," moaned Apple-Bloom from the bottom of the heap. "You guys are heavy."

Glancing back towards the ground, Scootaloo suddenly realised something. They hadn't really planned on how to get back down. In the moment it took her to recognize this, Scootaloo decided that wasn't really a problem for a fearless pony like herself.

"Okay, girls, I'm gonna jump. Get ready to catch me!"

"Wha-" began Apple-Bloom, but she was promptly cut off as Scootaloo leapt down.

The sudden change in weight caused Sweetie-Belle to tilt, and come falling down, and Apple-Bloom was too busy trying not to collapse that catching her friend was the farthest from her mind. Scootaloo, seeing no friendly pony below to catch her, panicked, pumping her wings desperately, and managed to flutter in the air for a few seconds before falling heavily onto her friends' heads. The three fillies yelled as the fell into a jumbled heap, Scootaloo valiantly holding the changeling up so that it wouldn't be hurt.

"Ow," muttered Apple-Bloom, untangling herself from the mess.

Sweetie-Belle pulled herself from underneath Scootaloo, and smiled at the bird which was staring wide-eyed at them. "The falcon's alright!"

"Hawk," corrected the earth-pony.

"Oh, yeah, don't ask how I'm doing," muttered Scootaloo, wiggling her wings experimentally to make sure they weren't hurt. Despite her sarcastic tone she checked the changeling anxiously, and smiled when it blinked back at her.

"We did it!" cheered Apple-Bloom, and went for a hive-five (which Scootaloo, still holding the fake-hawk, ducked out of). They celebrated for a few short moments, although the topic inevitably went back to cutie marks as the three wondered if their "daring rescue" had finally shown them their one true talent. Excitedly, they all checked their flanks, only to be disappointed when they saw nothing but the plain patches of fur they'd had since they were born. Even the continued failure for their cutie marks to manifest couldn't keep their spirits down, however. As Sweetie-Belle reminded them, they had rescued the "poor little falcon" ("Hawk," corrected Apple-Bloom) and that was something to celebrate.

All of this commotion went right over the changeling's head. Even though it could understand the fillies' words, it wasn't much interested in them, only the flow of warm, filling energy that radiated from the three ponies as they fussed over it. They smiled, and cooed, and the changeling savoured every sweet piece of love they showered on it. It didn't complain when they gently moved it to Scootaloo's back, the pegasus lifting her bright orange wings upward to act a feathery protective cage. The three fillies then proceeded out of the forest and back towards the field, three identical grins on their faces. The mood was infectious. Even the changeling, who had lived in basically a permanent state of terror for its short, new life, felt happy. The bright sunny fields, which had looked so huge and terrifying just minutes before, now seemed inviting.

The Cutie Mark Crusaders wanted nothing more than to rush straight towards their classmates and show off their hard won prize, although they were forced to go no faster than a trot so as not to upset the "bird". Even when they finally reached their destination, they weren't greeted by the impressed Cheerilee they'd been expecting. They stopped abruptly, staring at the unfamiliar grey pegasus in deep conversation with their teacher. He glanced at them, and the fillies thought he looked very serious; he had a short cropped green mane, a stylized heavy wind for a cutie mark, and his mouth was set into a straight line.

Cheerilee, on the other hoof, looked absolutely relieved. "Oh, girls, thank Celestia you're okay. Dark Monsoon here was just about to go looking for you!"

While Scootaloo and Apple-Bloom just stood there, looking rather surprised, the unicorn offered a friendly hoof up to the stranger. "Hi! My name's Sweetie-Belle and these are my friends-"

"It's very nice to meet you," the stallion said, interrupting her. He forced a reassuring smile onto his face, but it didn't look very convincing. "Now why don't you foals go run along with your classmates and help pack up the tents?"

"Pack up?" asked Apple-Bloom. "Ain't we staying another two nights?"

"There's been a change of plans, I'm afraid. We're heading back early. If you could go-", she broke off mid-sentence, only just processing what she was seeing. "Scootaloo, why have you got a hawk on your back?"

"HA!" said Apple-Bloom, victorious. "Told ya it was a hawk, not a falcon."

"We rescued it from a tree!" explained Scootaloo, ignoring her friend.

"We think it's hurt," continued Sweetie-Belle. "Can we keep it?"

The mare was unsure. "Oh, I'm not sure, girls. It doesn't look hurt to me, and I don't know how to care for a wild hawk. You can't just take creatures from their home. I think you three should run back to the forest, and put it back where it belongs."

Above her, Dark Monsoon coughed meaningfully, and the two adult ponies exchanged a look the fillies didn't understand. Then Cheerilee sighed. "Fine," the purple mare relented. "But you'll need to look after him until we get back to Ponyville, and we have a long walk ahead of us."

"YAY!" the Cutie Mark Crusaders cheered in unison, running off to join their classmates.

Scootaloo craned her head back to face the not-bird. "Hear that?" she said, beaming. "You get to stay with us!"

The changeling chirped happily. As long as they kept up this steady stream of affection, it wasn't complaining.

Nopony noticed the dark glances that the teacher and stallion shot towards the woods.

oOoOoOoOo

Author's Note:

Hello, readers! When the changelings were introduced in the season finale, I thought they were one of the most interesting fantasy creatures I'd seen a long time. Their design, their powers- they were just so cool and fascinating. I knew that I wanted to write something about them, because their species just begs for elaboration.

Thanks for reading; I hope you all enjoyed it.