Recap / My Little Pony: Friendship Is Magic S6 E26 "To Where and Back Again – Part 2"

Continued from "To Where and Back Again – Part 1".

The Power of Love gives the changelings a magical makeover.

"You know nothing of the changelings or what it takes to be their queen! I decide what is best for my subjects, not some mewling grub!"

— Queen Chrysalis (to Starlight)

Special Guest Star: John de Lancie as Discord
Written by: Josh Haber and Michael Vogel

At the Changeling Hive, Discord wonders why he and his companions couldn't enter the castle when he tried warping them in. Discord tries several more attempts at magical intrusion, all of which fail. Thorax explains that only changeling magic will work in the hive, since the throne of Queen Chrysalis is carved from a dark stone that blocks all magic except changeling transformation. Starlight says that their only hope is to get to the throne and destroy it. Though nervous, the unlikely heroes head for the hive to try to rescue their friends.

Once inside the Changeling Hive, Trixie and Discord begin arguing about the next course of action, prompting Starlight to nervously cut them off. She says that she's barely holding together as it is, and wants to focus. Thorax, despite being from the hive, gets them lost because of the constantly-shifting passageways of the hive. Trixie says they may as well wait to be fed on by changelings, but Thorax then reveals that he hasn't been hungry since meeting Spike, which explains his wings turning shiny and bright. Discord, still arguing with Trixie, accidentally shouts loud enough to get them noticed. Thinking quickly, Starlight has Thorax impersonate Trixie and use her smoke bombs to distract the patrol while the others move on.

Near another door, Discord distracts a set of changeling guards while Starlight, Trixie and Thorax flee. Discord seemingly comes across Fluttershy, but he instantly recognizes that it's a trap. All the same, changelings swarm him as Fluttershy, all with the possibility that one of them might be the real Fluttershy. Unable to cope with the idea, Discord is captured. Later, a changeling disguised as Discord attempts to lead Starlight, Trixie and Thorax the wrong way. Trixie volunteers herself to keep up the illusion, tying herself to the changeling to prevent it from capturing her friends. The ruse works, but Trixie is also captured.

Starlight comes across the cocoon pods containing the Royal Family, the Mane Six, Discord and Trixie in the throne room, but Queen Chrysalis is there to intercept her, along with the rest of the Changeling Hive. Chrysalis sticks Starlight to the ground, bragging about how she'll replace all of Equestria's most powerful ponies with drones to feed her love, until she has Equestria completely under her control and obedient to only her.

While talking, she notices a gleam in Starlight's eyes, recognizing her as Thorax in disguise. The real Starlight's attempt to use the distraction and break the throne on her own fails, and Chrysalis mocks them all for their failed rescue. Chrysalis lifts Thorax from the ground and begins to drain his love as punishment for betraying her, with Starlight calling out for him to share his love rather than hold onto it. As he does, a blast of the love he's gathered sends Chrysalis flying into her throne and cracks it, with Thorax's body changing to a bright, colorful form.

The rest of the changelings follow suit, all of their combined sharing of love destroying the throne room, along with Chrysalis's throne, and causing the cocoons holding everyone prisoner to fall and burst open, freeing them and letting them use their magic again. Chrysalis gets back up ready to fight, but quickly realizes she's outnumbered as everyone glares furiously at her. Starlight offers Chrysalis the chance for redemption she was given: to be a real leader instead of ruling by fear. Chrysalis rejects the chance, vowing revenge on Starlight for ruining her vengeance on the Royal Family and Mane Six, before flying away, alone. Celestia approaches Thorax and announces him the new ruler of the hive. Since the hive no longer blocks non-changeling magic, Starlight ask Discord for one favor.

At the Sunset Festival back in her old village, Starlight apologizes for running off so quickly, then admits she understands that she really has changed for the better. She's learned that a good leader doesn't rule by fear or by forcing others to listen, but by using their strengths and abilities. The villagers allowed all of Starlight's friends, including the Royal Family and Discord, to join the Sunset Festival, though Rainbow Dash admits that they'll all need to be caught up to speed on all that's happened between when they saw Starlight off and when they were freed from the cocoons.

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Tropes:

• Abnormal Limb Rotation Range: Chrysalis emerges from between the cocoons containing Celestia and Luna by disturbingly twisting her limbs in a spider-like manner.
• Achilles' Heel: The changelings' Emotion Eater natures only make them good at taking love, not actually receiving it. Starlight realizes this and tells Thorax to give Chrysalis his love. It quickly turns the tables on Chrysalis and leads to the destruction of her throne and freedom of her captives.
• Actually Pretty Funny: After Discord makes his joke about the Changelings being the "easiest to bug", two of the guards are seen giving confused looks but the third one in the very back is seen chuckling at the joke.
• Affectionate Gesture to the Head: Discord mockingly taps Trixie on the head, flattening her wizard hat, while saying "It's adorable" after she suggests they should have a plan to enter the Changeling Hive.
• Anti-Magic: The Changeling Hive, as well as a large perimeter around it, is within a powerful anti-magic field that suppress any powers except for those of changelings, even Discord's Chaos magic. This would explain how once they were captured, the Royal Family and Mane Six could not simply bust out of their cocoons on their own. It even prevents Celestia and Luna's manes and tails from naturally flowing as well. The field seems also to have a bad effect on plant life, since there is vegetation just at the edge, but beyond that it's a wasteland.
• Arch-Enemy: Chrysalis seems to be set up to be Starlight's, with her vow of Revenge and all.
• Artifact of Doom: Chrysalis's Throne fully qualifies. Thorax describes it as "carved from an ancient dark stone that soaks up outside magic the same way changelings soak up love." It generates an Anti-Magic field capable of depowering even Equestria's Physical Gods or Goddesses. Its influence also seems to make plant life whither, turning the area around the Changeling Hive into Mordor. Fittingly, its destruction is the go-to solution for all the problems faced by the heroes.
• The Atoner: The first thing the changelings do after their reformation is to help the Royal Family and Mane Six out of their destroyed cocoons, with some of them even returning Flurry Heart to Princess Cadance and Shining Armor.
• Badass Adorable: After Chrysalis emerges from the rubble, Flurry Heart is (surprisingly!) at the ready to fight her with the rest of the ponies and changelings.
• Badass Arm-Fold: This is Discord's position of choice when Chrysalis emerges from the rubble to see all her former captives, along with her reformed Swarm and Thorax, ready to fight.
• Bad Boss: Chrysalis all but admits she cares only about furthering her own power, and that her people getting fed is only one of the ways she does so, and she's sooner let them starve than question her rule. Once dealing this the changelings turn on her and are pretty fed up with Chrysalis after her defeat, quickly making up for their earlier actions with kidnapping the Royal Family and Mane Six for Chrysalis's Revenge.
• Beauty Equals Goodness: Or, at least, Goodness equals Beauty. When Thorax inspires the other changelings to share love rather than steal it, their grotesque, rotted forms melt away into beautiful, colorful forms.
• Be Careful What You Wish For:
  • Chrysalis decides to drain the love from Thorax as a show of strength of her rule to her subjects. She gets the love alright, a major beam aimed right into the face. This likewise shows the other changelings that sharing their love rather than taking it was a much stronger power than their queen.
  • You know, Trixie, saying "When pigs fly!" to a Trickster and Reality Warper like Discord isn't very wise. Cue the Flying Pigs, including one right underneath Trixie herself.
• Being Evil Sucks: It's implied that the changelings' insatiable hunger would never be cured under Chrysalis's rule and thus they would continue to starve. Once Thorax shows the rest of them a better way, the changelings waste no time whatsoever following him and making up for their earlier kidnapping for Chrysalis's personal revenge against them. Heck, several of them help Shining Armor and Cadance out of what's left of their shattered cocoons, and another one returns Flurry Heart to them.
• Big "SHUT UP!": Starlight has to put a stop to another of Trixie and Discord's bickering with "Cut. It. OUT!"
• Bioluminescence Is Cool: The cocoons and some other features inside the hive give off a Sickly Green Glow.
• Body Wipe: Ends the second act, when a swarm of changelings surrounds "Starlight Glimmer" and one of them completely fills up the screen in an upward motion.
• Bookends:
  • The episode begins and ends with Discord summoning flying pigs.
  • The previous episode (past the intro sequence) begins in Our Town (albeit in Starlight's dream), and the two-parter ends in the same place for a victory celebration.
• Breaking Old Trends: This is the first season finale to not have a single song.
• Brought Down to Badass: The group isn't the force they could be without their magic, but they still do pretty well.
• Brought Down to Normal: The Anti-Magic field has this effect on Trixie, Starlight and Discord. It possibly was also the reason behind the success of the kidnapping of the Royal Family and Mane Six. Discord, who prides himself on his Reality Warper powers, doesn't take this too well. He even complains that he now needs to walk to move around, something he hasn't done in millennia (in fact, without his powers he even seems unable to fly). They are reduced to using their wits and their few non-magical talents to make their way inside the Hive. Once Thorax and the other changelings destroy Chrysalis's throne and free the others, their powers come back.
• The Chains of Commanding: Starlight is even worse in this episode, as she's barely keeping the group together as its de facto leader.
• Chekhov's Gun: A minor one. One of the items Discord discards when rummaging through Trixie's saddlebags is a stage microphone, which is why he has one later during his stand-up routine distraction despite not having access to his magic to pull one from Hammerspace like he usually would. How it amplifies sound is another question; it even follows the Feedback Rule when dropped.
• Chirping Crickets: Once they're made aware of the presence of the Anti-Magic field, Starlight admits she doesn't know what to do, and asks the other rescuers if they have any idea. As neither Thorax, Trixie nor Discord say a word despite her insistence, crickets are heard chirping in the background.
• Collective Death Glare: Following the Changelings' Heel–Race Turn and the destruction of Queen Chrysalis' throne, the former Changeling queen is given a whole round of furious glares from EVERYPONY she captured — the princesses, the Mane Six, Spike, Shining Armor, the transformed Changelings, and the rescue party who came to save them (save for Starlight Glimmer, who tried to give her a chance at redemption). Even Baby Flurry Heart looks obviously ticked off at what Chrysalis did to her.
• Come Out, Come Out, Wherever You Are: Starlight hides from Chrysalis in the throne room while Chrysalis hunts her down.
• Control Freak: Chrysalis wishes to become powerful enough to make all of Equestria obey her every command. Thorax disobeying her is a big Berserk Button. This is also her undoing, as her refusal to listen to Thorax for the sake of her subjects allows him to ultimately overthrow her and destroy her entire revenge plot against the Royal Family and Mane Six.
• Continuity Nod:
  • The changelings' captives are all imprisoned in coccoons that hang upside-down from the ceiling of Chrysalis's throne room, just as Celestia briefly was in "A Canterlot Wedding - Part 2".
  • The way Starlight offers Chrysalis her hoof mirrors Twilight doing the same for her in "The Cutie Re-Mark - Part 2". This time around, the offer's rejected.
• Cool Chair: Chrysalis's throne is a large big stone with holes in it similar to a changeling's body. It is also a Power Nullifier for non-changelings. Even Discord is Brought Down to Normal because of it.
• The Coup: Thorax effectively does this to Chrysalis; ousting her as leader of the changelings and causing the rest of the hive to rise up against her.
• Covered in Gunge: All the former captives of the cocoons emerge from them covered in green changeling goo, except Princess Luna.
• Cue the Flying Pigs: Trixie sarcastically remarks that she'll let Discord in on her act "when pigs fly". Unfortunately for her, Discord grants her wish, conjuring a flying pig beneath both of them and starting an impromptu race.
• Curb-Stomp Battle: Starlight without magic is no match at all for Chrysalis in hoof-to-hoof combat. She ends up grabbed by her tail, thrown to the ground, then grabbed up with Chrysalis's magic and slammed hard into the wall. Of course, since this is a child-friendly TV-Y show, it's considerably downplayed and Starlight is not affected much at all.
• Darkest Hour: Even more so than the previous episode, as the heroes are without their magic and wind up getting captured one by one, joining the already captured main characters in cocoons. Thorax is captured and nearly executed when Chrysalis starts forcibly draining him of his love, while Starlight is forced to watch... until she remembers what caused Thorax to change and convinces him to share his love with Chrysalis. Things turn up from there.
• The Darkness Gazes Back: When Trixie stays behind to delay the changeling disguised as Discord, dozens of changeling eyes glowing blue appear from the dark ceiling of the cavern.
• Death Glare:
  • Chrysalis receives this from everyone upon her defeat, especially the Royal Family and Mane Six, who are none too happy at having been her prisoners and being trapped in cocoons this whole time. Even Flurry Heart looks pretty ticked off at what the Changeling Queen did to her. The only exception is Starlight, who wants to give her a chance to redeem herself.
  • Chrysalis gives one to Starlight herself when she rejects her chance at redemption.
• Deconstructed Character Archetype: Of the Always Chaotic Evil trope. Love is a primary part of the Changelings' diet and it sustains them much like how food sustains a pony. The reason why they acted so predatory was because they were deliberately starved and misled by Chrysalis into believing that in order to survive, they must steal love from others. Once Starlight reveals a benevolent alternative way to love-feeding through Thorax, the other Changelings quickly turn on Chrysalis and disown her as their leader, while also making it pretty clear that they're willing to fight back if she ever shows her face again.
• Deconstruction: Continuing from "The Times They Are a Changeling", this two-parter deconstructs the changelings as a whole. Their love feeding really isn't some thing they do For the Evulz or for kicks. Love feeding is a real, legitimate necessity for them, and they were desperately hungry. It is most evident when they quickly jump on Thorax's example once he shows the hive how to share love. He is basically showing them a way of life where they don't have to be starving all the time.
• Deflector Shields: Just as the throne is destroyed, Starlight Glimmer recovers her magic and erects a bubble shield around herself and King Thorax, to protect them from the explosion. Presumably, the cocoons containing everyone else protected them from the explosion as well before falling and breaking open.
• Demoted to Extra: Due to Starlight getting A Day in the Limelight, the Mane Six don't have much attention and only Twilight, Rainbow Dash and Fluttershy speak, though with very little dialogue.
• Dénouement: At the end of the episode, Starlight Glimmer gets over her insecurity surrounding her Heel–Face Turn and has fully accepted that she truly has changed into a better pony. She returns to Our Town to celebrate with her old friends. Also, with her successful rescue mission as well as pulling her friends together, Starlight Glimmer crossed the Heroes' Frontier Step and has become a bonafide hero in Equestria.
• Didn't See That Coming: Chrysalis never expected Thorax to actually be right about sharing love being possible for changelings to sustain themselves with. It costs her big time, with that being losing her Swarm, throne, and her prisoners. Her frightened look after being blasted into her throne and damaging it makes it clear she was totally unprepared for something like this.
• Did You Just Flip Off Cthulhu?: Even before all their magic is neutralized by the Anti-Magic field around the hive, Trixie has no qualms about insulting Discord, the lord of Chaos himself.
• Dispel Magic:
  • Outside the Hive, Starlight shortly uses her telekinesis to prevents Discord from snapping his fingers, but he just puffs the unicorn's magic glow away.
  • Chrysalis can use her own magic to force a changeling to regain its true form, as demonstrated with Thorax.
• The Dog Bites Back: The changelings turn on Chrysalis when they discover they have been used by her the entire time. They help the Mane Six and the Royal Family by destroying Chrysalis's throne and freeing them from their cocoon prisons, and are just as angry with Chrysalis as much as they are for what she's put them through both here and back at the Royal Wedding.
• Dog Pile of Doom: The shot of Trixie being captured invokes the imagery of this trope since she is swarmed from above.
• Drama-Preserving Handicap: Discord could have ended the plot in a snap of his fingers if he'd been allowed to use his Reality Warper powers, easily transporting the Royal Family and Mane Six safely out of the hive and out of their cocoons. He lampshades this by saying "you have me. What more could you need?" Conveniently, not even his Chaos magic works around the Anti-Magic field of the hive, forcing the Ragtag Bunch of Misfits to use unconventional tactics.
• Dramatic Wind: Since the top of the Hive has blown off and is now exposed to the open, Starlight's solemn speech and offer of reformation to Chrysalis is done with an a-propos wind blowing up their manes.
• Draw Aggro: Trixie uses smoke bombs to draw attention away from the rest of the group. Then she deliberately walks into a changeling trap to buy more time for the others.
• *Drool* Hello: When Starlight (actually Thorax in disguise) enters the main throne room of the Changeling Hive, she doesn't see anyone here until a drop of goo falls on her head. Looking up, she sees all her friends (including Discord and Trixie) imprisoned in cocoons. Then Chrysalis's laugh echoes before she emerges from hiding among the cocoons carrying the Princesses.
• Dwindling Party: Although there is no death involved (because, kid show), during their exploration of the Changeling Hive, the would-be rescuers get captured one by one. First Discord, then Trixie, and finally Thorax, leaving Starlight Glimmer as the only one to reach the throne.
• Earn Your Happy Ending: Very much justified here as Chrysalis had basically won, since she had replaced all four princesses with her minions. The last minute Heel–Race Turn of her Swarm destroyed her entire plan, her throne, and freed the everyone from their cocoon captivity. Needless to say, once everything is set and done, they enjoy being able to go back home and get some rest and relaxation enjoying the Sunset Festival in Our Town with Starlight, Discord, and Trixie. Not to mention for the changelings; they are finally cured of their Horror Hunger and gain beautiful new forms. Also, Thorax not only accomplishes his goal of bringing friendship to his kind, but also becomes their new benevolent ruler in the process. The Royal Family, Mane Six, and the changelings definitely earned it this time.
• Eldritch Location: The Changeling Hive constantly shifts form, with entrances and exits appearing and disappearing at random. Apparently only a changeling can find their way around in it.
• Emotion Eater: Deconstructed. We're shown that being one isn't actually all that it's cracked up to be; in the changelings' way of feeding, they are perpetually starved and the feeding makes only Chrysalis stronger. When Starlight convinces Thorax to share his love, it actually heals them and grants them their new form.
• "Eureka!" Moment: As Chrysalis prepares to drain Thorax of his love and secure her inevitable victory, Starlight remembers that he mentioned that he hasn't been hungry since he met Spike, meaning he's been cured of his hunger for love and would have more than Chrysalis can chew on. So she tells him to give Chrysalis all of it. Not only does this blast Chrysalis into the throne, but triggers Thorax's transformation and shows the other changelings they don't have to follow Chrysalis's lead anymore causing the whole hive to transform as well and ultimately thwart her plan.
• Evil Laugh: Chrysalis lets out a few when she has Starlight and Thorax at her mercy, since she has won with anypony that could threaten her Evil Plan now her captives, and Equestria completely unaware of her return (save for them and Sunburst back in the Crystal Empire).
• Evolution Powerup: The changelings are revealed to not actually be the final form of their species; there's another step where they must share the love they get from other ponies. Thorax seems to go a step further: going from simply a changeling drone to being close to Celestia's height with a pair of stag beetle-like horns. Fitting, considering he becomes the new Changeling King.
• Exorcist Head: As if Chrysalis wasn't creepy enough already, she rotates her head 180 degrees after emerging from among the Royal Family's cocoons to taunt Starlight/Thorax.
• Face Plant: Being unused to walking so much, Discord ends up tripping on a rock and falling flat on his face while the rescuers are discussing a Trust Password. This inspires them to pick "Klutzy... draconequus!" as their codeword of choice, to Discord's dismay.
• Fantastic Light Source: The inside of the changelings' hive is lit by seemingly organic, bioluminescent green pods hanging like fruit from vine-like structures growing on its ceilings. These vines and lamp-like pods are only scattered and occasional in some areas and cover almost every inch of the ceilings in others, in which occasions they're also found growing on the walls and floors. Of course, some of those pods are actually cocoons that Chrysalis' prisoners are contained in, such as the ones in her throne room that held the Royal Family and Mane Six within them.
• Finger Muzzle:
  • When Thorax tries for the second time to explain about the Changeling Hive, Discord silences him with a finger from his lion paw on the snout.
  • Later, Starlight pushes her hoof in Trixie's face as she's about to rant, to better hear what Thorax has to say on changeling hunger.
• Finger Wag: Discord wags a finger of his lion paw arm at the changeling that took Fluttershy's appearance to show he's not being fooled.
• Fire-Forged Friends: Discord and Trixie are on far better terms by the end of the episode, having worked together to help rescue the Royal Family and Mane Six.
• Foreshadowing:
  • Thorax mentions to Trixie that he hasn't felt his usual Horror Hunger since he started making pony friends, about the same time his new wings appeared. This is what later causes Starlight Glimmer to realize that the cure for the Changelings' hunger is shared love.
  • Thorax's eyes and carapace are teal-green, the same color as Queen Chrysalis's carapace and hair. Thus, when he transforms through The Power of Love and becomes King of the Changelings, he changes into a regal stag-like creature with antlers for a crown.
• The Glomp: Discord does this to Fluttershy after they're rescued since he's overjoyed to find the real her.
• God Save Us from the Queen!: Obvious captives aside, Queen Chrysalis was actually misleading and using the changelings, leaving the entire hive to suffer in constant Horror Hunger and in weakened, withered bodies. Not only do the Mane Characters need rescuing from the queen, but her own subjects need rescuing too.
• Going to Give It More Energy: Chrysalis starts absorbing the love Thorax has accumulated by making friends in the Crystal Empire. But then, on Starlight's advice, he releases all the love at once. That is way more than Chrysalis can consume in one go, and she is blasted away into her throne, damaging it in the process. The other changelings following Thorax's lead result in the throne's complete and utter destruction, along with freeing all of Chrysalis's captives and destroying the Anti-Magic field that prevented them from fighting back.
• Good Costume Switch: Thorax's new wings, brought up in the previous episode, have a purpose. He got them because he made friends with Spike and shared love instead of taking it. When he willingly gives love to Chrysalis as she tries taking it by force, he is metamorphosed into a beautiful creature, and the other changelings follow his example.
• The Good King: Thorax overthrows Chrysalis and becomes the new king of the changelings by sharing love instead of taking it and curing his fellow's changelings horror hunger instead of exploiting it for personal gain.
• The Guards Must Be Crazy: Discord is able to distract the throne room guards with a stand-up routine. Even Trixie comments on how ludicrous it is that this works.
• Guile Hero: Starlight and the crew, thanks to Chrysalis's Anti-Magic field, are stuck without their magical powers (except for Thorax), so they have to use their wits and performance tricks (courtesy of Trixie, of course) to make their way through the Changeling Hive and rescue their friends. They manage to pull it off, but only once the other changelings follow Thorax's lead and take care of destroying both Chrysalis's throne and freeing the Royal Family and Mane Six in the process.
• The Ham Squad: Considering the team formed among the heroes of this episode consist of former over-the-top villains, most of the team isn't exactly sane. Discord constantly tempts fate with his boasts of power, Thorax is in a panic over having to be back in his old home, Trixie finds herself using her hamminess as a distraction, and Starlight does what she can to keep them under control.
• Handshake Refusal: Chrysalis, when Starlight holds out her hoof when offering her a chance at redemption, smacks it aside instead.

• Heel–Race Turn: All of the changelings in the hive realize that they can share love and survive instead of stealing it and starving all the time. They follow Thorax's example and metamorphose like he did. The only changeling not to follow his example is Chrysalis who, furious at losing everything, swears Revenge on Starlight and flees.
• Heroes' Frontier Step: Thorax and Trixie were never really bad characters to begin with, and Starlight Glimmer is already completing a turnaround, but this two-parter really turns the corner on Discord. For the first time, he demonstrates real heroism and does something for someone else's sake rather than for his own amusement or to grab attention.
• Heroic BSoD: Discord goes through one when he's faced with a horde of crying Fluttershy impostors, unable to tell which is the real one and thus unable to do anything but freeze as he's swarmed.
• Heroic Sacrifice: When a changeling replaces Discord and tries luring the others into an ambush, Trixie willingly goes with him so Starlight and Thorax can make a run for it.
• History Repeats:
  • Starlight and Chrysalis are essentially put in the same positions as Twilight and pre-Heel–Face Turn Starlight at the start of season 5 with The Cutie Map. Time will only tell if Chrysalis can redeem herself too, or ends up joining Lord Tirek in Tartarus for all the Hell she's put the Royal Family and Mane Six through.
  • Chrysalis once more doing a kidnap and disguise ploy she did with the wedding only on a much larger scale. Again while it nearly works, having been able to keep them captive in cocoons for several hours, if not days, she overlooks one pony, Starlight, whom she doesn't see as a threat. And again, she's proven wrong and is once again defeated because of said oversight. More to the point, her ultimate defeats come as a result of an idea she proclaimed "ridiculous" (both of which revolved around The Power of Love).
• Hoist by His Own Petard: Chrysalis underestimating Starlight and Thorax proves to be her undoing, costing her everything but her life.
• Homefield Advantage: Big Time! Chrysalis's throne is carved from a dark stone that serves as a Power Nullifier, canceling out any non-changeling magic within her castle, which gives her a huge advantage despite the power level of her opponents. Not even an alicorn nor the Spirit of Chaos and Disharmony himself can beat her while her throne is intact, especially considering she has all the Alicorn Princesses (even little Flurry Heart) already kidnapped and cocooned on the ceiling above it.
• Horror Hunger: Apparently non-love-sharing changelings are always hungry, which sharing love cures. The changelings only acted the way they have been because they were growing increasingly desperate to end their hunger.
• How the Mighty Have Fallen: Chrysalis started the episode as queen of her entire species, coming within a hair's breath of conquering Equestria since she had already taken the Royal Family and Mane Six captive, and living in her personal castle. She ends it having lost literally everything right down to her crown, and being forced to go on the lam.
• Hypocritical Humor: Trixie taking offense specifically at being called "self-absorbed" makes sense when you consider it's coming from Discord, probably the most self-absorbed character in the show.
• Ignored Expert: At the beginning of the episode, Discord initially ignores Thorax when he tries to explain why Discord's magic doesn't work near the hive. Nobody in the group lets Thorax get a word in edgewise until the flying pig that Discord summoned disappears right in front of them.
• Indy Ploy: Trixie and Starlight make repeated efforts to form some sort of rescue plan. They never actually make one and wing the whole thing except for Thorax and Starlight's switcheroo at the end.
• Irony:
  • Starlight as a Big Bad originally swore revenge on Twilight Sparkle and the Mane Six after she was thwarted in "The Cutie Map", this time she thwarts the revenge scheme of another major Big Bad who had it out for the Mane Six and the Royal Family, who now swears revenge against her. Similarly, both Starlight and Chrysalis have ways to de-power the Mane characters in order to capture them; the Cutie Mark Removal spell for Starlight and the Anti-Magic throne for Chrysalis.
  • Discord succumbing to a Heroic BSoD by being tormented by a swarm of changelings disguised as Fluttershy. Discord used similar Mind Screw tactics in his debut to defeat most of the Mane Six (with the exception of, funnily enough, Fluttershy).
  • Chrysalis, Queen of the changelings, is the only one of her kind who refuses to change.
• Is This Thing On?: Quite naturally, Discord asks "Is this thing on?" while taping the mic when the changelings aren't laughing at all to his jokes.
• I Take Offense to That Last One: While Discord and Trixie are arguing with each other, Discord states that he'll be powerful again when his magic is back but she'll still be a self-absorbed, below-average illusionist.
  Trixie: Self-absorbed!?
• It's All About Me: Chrysalis's plan; she declares that her drones disguised as the Mane Six and the royals will absorb all the love for said individuals... and then bring them back to her so that she can become more powerful, and so that all of Equestria will someday have no choice but to obey her command once she launches her second invasion and easily conquers it this time.
• It's Personal: Chrysalis develops a strong personal hatred for Starlight Glimmer. The now-former queen has found a new arch enemy, and makes it clear and known that she'll be back again to get even, not with the Royal Family or the Mane Six like this time, but with her.
• Japanese Beetle Brothers: Chrysalis and Thorax (post-Metamorphosis) are a Type B. Chrysalis has a single, long curved horn while Thorax's Changeling King form has two stag-beetle-style horns.
• Karma Houdini Warranty: Chrysalis manages to escape, but only after receiving another love-powered beating, having her Anti-Magic throne destroyed, losing her hostages in the royals and the Mane Six, and finally being overthrown by the now Changeling King Thorax, leaving her completely alone and destroying much of the threat she formerly had.
• Karmic Jackpot: Thorax's reward for defecting from Chrysalis' army and trying to be a genuinely good and friendly person? Going from being a mere drone seen as a traitor to King of the entire species.
• The Klutz: Played for laughs; Discord tripping on the way to the hive becomes the inspiration for the "klutzy draconequus" password. Note that it makes perfect sense for Discord, who's so used to moving around with magic, either by teleportation or flying, to be rather clumsy once depowered, from lack of habit.
• Know When to Fold 'Em: Chrysalis erupts from the ruins of her throne, hissing and ready for a fight... only to notice she's now confronted with the Royal Family, the Mane Six, her now reformed hive, the Master of Chaos, and the newly ascended Changeling King Thorax. The ponies and Discord in particular, upon being free of their cocoon prisons and getting their powers back, look like they are ready to tear her apart for what she's put them through in the last several hours (even Flurry Heart looks outright angry at Chrysalis). She instantly backs down, and after rejecting Starlight's offer of redemption, simply runs for it rather than try to fight a battle it's obvious she has no chance of winning.
• Lady and Knight: Discord, of all people, steps into the role of White Knight by conjuring a flying pig steed, a lance, and a helm, and proclaiming "FOR FLUTTERSHY!" as he charges to rescue her. Even being unable to use his magic, and having to walk instead doesn't deter him from saving his Bright Lady.
• Lampshade Hanging: Trixie lampshades the fact that Discord's impromptu comedy act by noting that it was ridiculous that it worked.
• Last-Second Chance: Starlight offers Chrysalis the chance to share the love and get redemption. Somewhat surprisingly for this series, she refuses.
• The Leader:
  • Everyone in Starlight's squad looks to her for plans and decisions, despite how she really doesn't want to be in this role. Regardless, she finds herself breaking up their bickering and guiding them forward.
  • Thorax is made the new leader of the changelings for showing them how to give love.
• Leaning on the Fourth Wall: The Mane Six wondering what happened to them over the course of the two-parter echoes fan sentiments of how them being captured by the changelings was never shown or even explained.
• "Lesson of the Day" Speech: Starlight Glimmer gives two.
  • To Chrysalis: true leaders don't force others in line or to obey them, but encourages their uniqueness and listens if they find a better way.
  • To Our Town: sometimes you have to step up and act no matter how much you doubt yourself.
• Love Redeems: A "better to give than receive" variant. Sharing love ends a changeling's hunger; giving away all their love triggers a transformation from their usual disfigured form into a more majestic one.
• Made of Explodium: Chrysalis's Throne, once it is damaged enough by the love discharges of her subjects, first starts to crack all over, and then explodes with enough force to blow off the top of the Changeling Hive, which inevitably leads to the cocoons containing all of her captives, which were on the ceiling to begin with, to fall and break open, freeing them at long last.
• Metamorphosis: That is the fate of Thorax, and then of all changeling drones as they follow his example, when they choose to share love with others instead of hoarding it. They get surrounded with a radiant chrysalis and emerge as colorful, elegant hybrids of pony, deer, and stag beetle, quite apart from their previous black, withered forms. The change is clearly permanent, and also takes care of the perpetual hunger they were plagued with.
• The Marvelous Deer: The changelings turn from black Insect-Horse hybrids into their true form: Beetle-Like fairies that resemble deer. King Thorax in particular has beetle horns that resemble large antlers.
• Mic Drop: Discord throws away his microphone when the changelings close in menacingly, causing the usual feedback sound.
  Discord: Well, if you think that you can do any better, be my guest!
• Mistreatment-Induced Betrayal: The changelings strike back at Chrysalis once they learn they were just being used, and suffered constant hunger because of her own selfishness.
• Mordor: The Changeling Kingdom is dusty and barren, a seeming consequence of the Power Nullifier throne, as the barren region and the Anti-Magic field start at about the same place.
• Mythology Gag:
  • The nature of Chrysalis's hive has a number of similarities to the title area in a G1 comics story called "The Trolls and the Castle of Darkness". Both are located in a Mordor-like area, both are rescue missions, and both give their owners such a Homefield Advantage (albeit for polar opposite reasons, the troll's power being immensely boosted while everyone else's magic is negated by Chrysalis's throne) that even the most powerful of the heroes would be powerless against them inside and needed to use wits to win out. Thorax even refers to it as being composed of "dark stone".
  • Likewise, the setting is extremely similar to when Twilight and co. had to free the Crystal Empire from King Sombra back in Season 3 — Sombra even had Booby Traps that functioned similarly to Chrysalis's Cool Chair.
• Near-Villain Victory: The changelings under Chrysalis capture every major ruler/hero in Equestria and then the entire rescue party (who are basically powerless anyway). We hadn't seen a villain come this close to total triumph since Tirek.
• Needle in a Stack of Needles: Invoked when Discord is captured:
  Changeling Fluttershy: We're probably all changelings. You shouldn't rescue any of us... unless you think one of us might be the real Fluttershy. That certainly would be a mean changeling trick, wouldn't it?
• Nice Job Breaking It, Hero: The rescue team manages to make it into the hive undetected for the most part. However, Discord lets out a loud proclamation about saving Fluttershy which alerts the hive to their presence and puts them instantly on guard. Discord basically ensured Chrysalis would be waiting for them in her throne room with the cocooned Royal Family and Mane Six.
• No Ontological Inertia: Discord's Cue the Flying Pigs mount disappears instantly when it enters the Anti-Magic field... while Discord is still riding it. He nearly falls off a cliff thanks to this.
• Not Bad: Several from Discord:
  • When Thorax describes the ever-changing layout of the hive as "total chaos", Discord grudgingly says that it qualifies as "decent chaos".
  • Discord has this appraisal over the use of Trixie's smoke bombs to evade a changeling patrol.
    Discord: Not exactly "great and powerful", but effective.
    Trixie: Hm, I'll take it.
  • After Discord regains his reality-warping powers and Trixie says that she's the same "below-average" illusionist she's always been, he admits that some of her illusions were "slightly above average". Coming from Discord, this is high praise indeed.
• Not Evil, Just Misunderstood: The deconstruction of the changelings in this two-parter proves this. Turns out the changelings weren't deliberately evil just for kicks, and their Emotion Eater tendencies isn't all that fantastic. They really were starving for love and sought nourishment, but Chrysalis misled them to steal love instead of sharing it. Once they learn from Thorax, they quickly turn on Chrysalis and help their former captives with destroying Chrysalis's throne and helping them out of what's left of their cocoons after they've fallen and burst open.
• Nothing Is the Same Anymore: Chrysalis isn't a Queen anymore, as she's been ousted as the changeling leader, and Thorax takes over the hive. The changelings take on completely new forms after learning how to feed on their love for each other, instead of just constantly taking it from others and starving. Even better, Thorax has opened up relations with Princess Celestia, gaining Equestria another valuable ally.
• Not Now, Kiddo: Discord cuts out Thorax three times as the latter is trying to explain about the Anti-Magic field surrounding the Hive. Discord would have avoided a fall if he'd listened.
• "Not So Different" Remark: Starlight Glimmer notes how she and Chrysalis are not all that different in how they tried to rule over their own subjects. Indeed, both of them kept others in line by denying them a part of their true forms and by brutally dealing with any dissenters or traitors. Starlight even offers Chrysalis a redemption at the end, knowing that when she rejected the same offer, terrible things happened. Unfortunately, Chrysalis ended up acting exactly like Starlight in the same situation, rejecting the offer and running off much to Starlight's dismay.
• Not Worth Killing: It turns out Chrysalis is well aware of Starlight's existence, she just didn't think she was worth replacing with a changeling. Her mistake, as it leads to her entire revenge scheme on the Royal Family and Mane Six to fall apart at the last minute and cost her everything but her very life. After the first time, you'd think she'd learn.
• Ocular Gushers: Several of the changelings disguised as Fluttershy produce cascading streams of tears to better guilt-trip Discord.
• Oh, Crap!: Chrysalis has one when her hive transforming causes her throne to be destroyed. She has a bigger one when she erupts from the ruins of it, hissing and ready for a fight, only to be faced with all the ponies she captured, who have now been freed, including all the Alicorn Princesses, the Mane Six, and the Master of Chaos, joined by the now Changeling King Thorax and her reformed Swarm.
• Once Done, Never Forgotten: Discord's Face Plant becomes the inspiration for their code phrase, which Discord isn't happy about.
• Organic Technology: The whole Changeling Hive gives off this feeling. It looks more grown than build, its inside evocative of a gigantic wasp nest (the ones made of cardboard). The fact that it moves and changes constantly reinforces the impression that it is alive.

• The Power of Love: When Chrysalis starts feeding on Thorax's love, Starlight encourages him to share it with her instead and give her all of it. This causes him to fire Chrysalis with a love-induced blast from his heart, and gives him a new brighter colored appearance. Then the other Changelings follow suit, and before long, the whole Changeling Kingdom becomes affected as well.
• Power Nullifier: Chrysalis's throne nullifies all non-changeling magic within a certain range of her castle. This explains how she was able to capture the Mane Six and the Royal Family so easily.
• Pull a Rabbit out of My Hat: Discord mocks Trixie's stage magician skills by pulling the head of another Trixie out of Trixie's hat. And then, both Trixies glare at him.
• Punctuated! For! Emphasis!: When Starlight has to put an end to Discord and Trixie's bickering.
  Starlight Glimmer: Cut. It. OUT!
• Rags to Royalty: Thorax changes from being a lowly drone who is a traitor to Queen Chrysalis to being the benevolent king of changelings.
• Recurring Element: Chrysalis's throne serves as yet another Drama-Preserving Handicap Power Nullifier, similarly to the likes of Sombra's crystals and The Smooze's slime.
• Redemption Rejection: Starlight offers Chrysalis a chance to lead by example, mirroring the choice she was offered by Twilight at the end of the previous season. Chrysalis is tempted, but refuses, vowing revenge on Starlight.
• Reluctant Hero: More precisely, a Reluctant Rescue Team; none of them is happy to play hero, especially Starlight, as the others look at her for leadership which is a role she doesn't like at all. But considering Equestria is on the line, their friends are in danger, and they're the only ones who can stop it. They have to get over their fears to do so.
• Revenge Before Reason: Chrysalis's revenge plot against the Royal Family and the Mane Six has failed, costing her everything but her life, so what does she do? Swear revenge again, this time on Starlight as it was her fault that Chrysalis's first revenge scheme for the Royal Wedding defeat went up in flames.
• Rule of Symbolism:
  • When Thorax overthrows Chrysalis and becomes the new ruler of the changelings, the energy of the changelings' transformation causes her throne to shatter and explode. In addition, her crown is lost in said explosion.
  • The changelings also go into a chrysalis and emerge with a wider array of brighter colors and a lack of holes. Chrysalis was holding the changelings back from what they could become. And before their transformation, with few exceptions, the changelings looked nearly identical to each other, but now they are all unique. Chrysalis was holding back their individuality, now said individuality is clear for all to see.
• Running on All Fours: Discord drops to a quadrupedal stance for a boost of speed when he's pursued by changelings.
• Sequel Hook: Chrysalis escapes, vowing her revenge on Starlight.
• Shadow Archetype: Chrysalis turns out to be one to Starlight. Both ruled their respective groups through intimidation and fear, until the heroes brought them down, showing their subjects another way in the process, and they fled vowing revenge. Starlight eventually made a Heel–Face Turn, but it looks doubtful Chrysalis will.
• Shoo Out the Clowns: Pinkie Pie unsurprisingly does not speak in the second part of this two-parter, given that Starlight is well, the star.
• Shout-Out:
  • To the Justice League multi-parter "Secret Origins", with the heroes infiltrating an alien shape-shifter invaders' headquarters, said invaders already having incapacitated and captured several of the most powerful heroes, and the rescue team's own shapeshifter covering up for the team leader to sneak in the invaders' leader's chambers.
  • The scene where the changelings are awoken by the protagonists in the hive bears a resemblance to a similar scene in Aliens. Furthermore, the way Chrysalis stalks Starlight around the throne is reminiscent of Alien: Isolation.
• Shut Up, Kirk!: Chrysalis's response to Starlight's offer to redeem herself is as such:
  Starlight Glimmer: When Twilight and her friends defeated me, I chose to run away and seek revenge! You don't have to! You can be the leader your subjects deserve.
  [Chrysalis moves to hold Starlight's hoof, then smacks it away]
  Queen Chrysalis: There is no revenge you could ever conceive of that will come close to what I will exact upon you one day, Starlight Glimmer!
• Smart Ball: The four heroes really show forward thinking and intelligence in their trek.
  • They come up with a Trust Password that they use every time one of them has to separate from the group and returns, they stick together as a group and only split up one at a time for good reasons, and use their own innate talents and skills well to make up for their lack of actual magic.
  • When Discord is separated from the group, he comes across Fluttershy with her tail stuck under a rock. Discord quickly figures out it isn't Fluttershy, because what are the odds that when he goes off alone, he just happens to find his friend in peril soon after? Unfortunately there are many more changelings nearby so this realization doesn't help him much.
  • When Starlight and Thorax finds Chrysalis's throne room, she has Thorax pose as her to distract Chrysalis while she sneaks around to try and disable her throne. Unfortunately her Smart Ball ends there because all Starlight can really do to that end is chip at it with another rock, which just tips Chrysalis off with the noise it makes.
• Smoke Out: Trixie, with Thorax's help, uses her trademark exit trick to distract a changeling patrol. By taking Trixie's form, and with his knowledge of the hive's passages, Thorax and the magician can make it seem Trixie is doing quick, short-ranged teleportations.
• Snark-to-Snark Combat: About all of the interactions between Trixie and Discord in this episode consist in snarking at each other. To the point that Starlight asks them to cut it out after a while.
  Discord: That's all very nice, but really a waste of time. We have me. And what else could we possibly need?
  Trixie: A draconequus with magic and half a brain might help.
  Discord: Why are you here again? I mean, it's not like you're going to stop the changelings by pulling a rabbit out of a hat.
• Spanner in the Works: Starlight, Thorax, Trixie and Discord, especially the first two in the last part of the episode, end up undoing Chrysalis's whole plan. Of the four, only Thorax was on her radar. Starlight was considered too minor to be a threat, Discord couldn't use his magic in her domain, and she wasn't aware of Trixie at all.
• Spot the Imposter:
  • Discord is taken out because the changelings present themselves as a horde of crying Fluttershys taunting him with the idea that one of them might be the real one, leaving him unable to act.
  • Later, after "Discord" fails the Trust Password, the others immediately know it's a changeling in disguise.
  • Thorax, posing as Starlight, is eventually found out by Chrysalis, as she notices a glimpse of his real eyes' color.
• Stealth Pun: Thorax's new form has a body structure similar to a male deer, but retaining some beetle-like aesthetics, and with two new horns resembling mandibles. In other words, he's a stag beetle.
• Sting: You'd think without his powers, Discord can't generate any during his stand-up routine. You'd be wrong; his jokes are still punctuated by a Rimshot coming out of nowhere.
• Talking the Monster to Death: Starlight Glimmer is easily beaten up by Queen Chrysalis and is cornered, so she tries to convince Chrysalis that there is a better way for changelings to feed on love, but the Queen is having none of it. Fortunately for Starlight, the other changelings are much more receptive, and start to reconsider their actions and methods.
• Teeth-Clenched Teamwork: Much of the rescue mission is fraught with Trixie and Discord being at each other's throats, Thorax being a perpetual nervous wreck, and Starlight barely able to keep herself together as well as the others.
• Teleport Interdiction: Another effect of the Anti-Magic field, explaining why Discord couldn't warp straight to Fluttershy in the previous episode, to his confusion. You can teleport up to the edge of the field, but no farther.
• Time to Step Up, Commander: Invoked by Starlight as she eventually realizes that sometimes you have to take a stand, even if you'd rather not. Fittingly, she has to rescue her teacher.
• Tranquil Fury: Even after being freed from their cocoons, everyone does a pretty good job containing their rage at Chrysalis as they prepare to tear her apart for what she did to them. Most only shoot her a Death Glare. The Princesses, however, including Flurry Heart, have their horns flared and ready to blast her now that they can use their alicorn magic again.
• Trust Password: Starlight and her team agree to use one, "klutzy draconequus", to Discord's annoyance.
• Underestimating Badassery: Chrysalis underestimated Starlight, which is the only reason she wasn't captured with the others. This comes back to bite her, hard.
• Villain Ball: Just like the wedding, Chrysalis's plans go up in flames due to her own errors and arrogance. After wasting no time disposing of the Royal Family and the Mane Six to pave the way for a future invasion of Equestria, she ignores Starlight Glimmer and falls back into her old hubris. Also just like last time, it leads to her defeat, only on a much bigger cost, this time costing Chrysalis her throne, her power, the very ponies she had kidnapped out of revenge, her swarm, and even her title.
• Villain: Exit, Stage Left: Chrysalis is defeated and Starlight offers her a second chance. Chrysalis rejects it and swears revenge once more, and flies away.
• Vocal Dissonance: As seen in part one, changelings seem to have trouble perfectly mimicking the voices of those they're impersonating. The Discord impostor speaks in a noticeably softer and more friendly tone than the real Discord.

• We Need a Distraction:
  • Trixie and Thorax use her smoke bombs and his transformation powers (and knowledge of the hive) so the group can escape a changeling patrol.
  • Later, Discord distracts some changeling guards with a stand-up routine so the rest of the team can get past them.
• We Will Meet Again: Chrysalis swears revenge on Starlight right before she escapes, giving up on her original revenge on the Mane Six and Royal Family for the Royal Wedding defeat.
• Wham Episode: The episode ends with the entire changeling swarm turning against Queen Chrysalis, metamorphosing from their black, withered forms into whole, colorful bodies, and putting Thorax in charge.
• Wham Line:
  • When Trixie gets suspicious that Thorax might feed on the group's love anytime soon:
    Trixie: How often do [changelings] get hungry?
    Thorax: Actually, I haven't been since I've met Spike. And changelings are always hungry.
  • After Chrysalis reveals her reasons to conquer Equestria and replace its more beloved figures with her drones so they could feed on the love the public gives them:
    Starlight Glimmer: What if you didn't have to?
    Queen Chrysalis: Ridiculous! The hunger of changelings can never be satisfied!
    Starlight Glimmer: Exactly! Thorax left the hive and made a friend. He shared love, and now he doesn't need to feed. You don't have to live your lives starving all the time!
    [cue all the Changelings looking stunned by this information]
• Wham Shot:
  • After Thorax willingly shares love with Chrysalis by love-blasting her, he ends up enveloped in a glowing chrysalis. Starlight Glimmer touches it... which reveals a much larger and majestic-looking stag-like creature, showing that love literally changed him. Cue wide-eyed Jaw Drops from everyone.
  • Right after the above point, the other Changelings start transforming once they learn how to share love, turning into colorful bugs like Thorax. It shows what Changelings actually look like when they feed on shared love instead of taking it.
• What Happened to the Mouse?: Whatever happened to the changelings that were impersonating the Mane Six and the other royals, as there is no indication that they were recalled to the hive before Thorax's transformation.
• "What Now?" Ending: Chrysalis has escaped. Equestria and the Changeling Kingdom will be forced to deal with Chrysalis' subversions should she decide to act again. It also remains to be seen if the Changeling Kingdom will change from an unsettling labyrinth in a lifeless land to a beautiful and lively place that welcomes all visitors.
• When All You Have Is a Hammer…: Deconstructed with Discord who, even more so than Starlight, relies on his magic exclusively. When they're in the range of Chrysalis's throne, his magic is completely nullified and leaves him vulnerable to other forms of attack.
• Wings Do Nothing: This episode confirms what was already hinted at in "Twilight's Kingdom": Discord's mismatched wings are too puny to be of any use without magic. At no time within the Anti-Magic field does he even try to take flight.
• With Catlike Tread: While they are sneaking in the Changeling Hive, trying to avoid attention, Discord finds nothing better to do than yell "I HAVE A FLUTTERSHY TO SAVE!" at the top of his lungs. Naturally, the changelings are instantly alerted.
• Worf Had the Flu: Queen Chrysalis's throne invokes an Anti-Magic field that disables all magic used by non-changelings, severely crippling Starlight Glimmer and even Discord, who are now vulnerable to changeling attacks without their magic.
• Worldbuilding: The episode further explores the Changeling Kingdom and the inner workings of their hive.
• Wounded Gazelle Gambit: A changeling inflicts this on Discord by pretending to be Fluttershy trapped under a rock. Discord instantly recognizes that it's a trap, but a patrol of changelings taunts him with the possibility that one of them might be the real Fluttershy, causing Discord to suffer a Heroic BSoD and leaving him open to attack.
• Visual Pun: Thorax's new Changeling form resembles a stag, a male deer. He's a stag beetle.
• You Are Better Than You Think You Are:
  • Starlight gives Discord a minor version when he doubts he can be an effective distraction without his magic, telling him he shouldn't underestimate himself.
  • Trixie gives Starlight words of encouragement to be a leader.
    Trixie: Starlight. You got us this far with just my illusions and Discord's annoying personality. You don't need magic to figure out what to do next. I know you're afraid to be in charge, but you are really good at it! Listen to your best friend.
• Your Little Dismissive Diminutive: Queen Chrysalis still likes this figure of speech.
  Chrysalis: Nopony is going to save you. Your little squad was it, and now there's just you.
  Chrysalis: Even with your rather embarrassing little rescue attempt, everything is going according to my plan.

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