A race of beings that resemble insectoid equines, covered in a natural armor of black or white chitin, and possessing both wings for flight and a horn for magic. They come in two overarching types, Pandoran and Chrysalian.


Chrysalian changelings are identifiable by their pitch black chitin and hardier, bulkier build.  They're the ones born from Queen chrysalis and her daughters, and are built primarily for war, be it offense or defense.  All chrysalian changelings are capable of shapeshifting into any flesh and blood creature imaginable.  Most Chrysalian changelings are prone towards violence and are extremely aggressive, though they're also more prone towards keeping their emotions in check and thinking logically than Pandorans.  Queen Chrysalis' mental breakdown is an example of what happens when a Chrysalian allows their emotions to rule them.

Pandoran changelings are those born descendant of Queen Pandora the Healer, Chrysalis' elder sister.  They are stark, snowy white and, while lacking the durability of their darker brethren, make up for their comparative frailty with blinding speed, capable of speeds outshined only by a handful of pegasi and the legendary Diamond Wolves and Cynogriffins.  Pandorans primary ability is to shift into any kind of mechanical construct temporarily.  Any machine needed, they could become, either whole or in part.  Other inanimate objects, such as trees and rocks, are also known.  Pandorans mainly think with emotions, preferring more morally-focussed decisions to balance out the often cold logic of their warrior counterparts.  They are primarily builders and healers, as opposed to hunters and warriors.


Changlings in their base form can't eat 99% of normal food as it is poison to them; however, if they are transformed they can eat whatever that form can eat.

Changlings have a healing factor that allows them to recover from most injuries. They can even heal a severed limb. The more powerful the changeling the faster this occurs. Chrysalis for example was able to recover a lost limb within minutes of losing it.

Chrysalian Sub-SpeciesEdit

The following are a listing of the various sub-species of Chrysalian changelings, born by a magical ritual that combines the DNA of changelings with other insectoid and/or archnid species to create something unique and specialized.



Belladonna meeting an unknown human

Base ArthropodEdit


Average AppearanceEdit

The average Drider, beneath their glamour, resembles a well-endowed human woman from the hips up, albeit with eight pitch black, glossy eyes and armor-like chitin covering their forearms.  From below the hips, however, is the massive, spindly body of a Titan Spider, with thick chitinous armor and an abdomen large enough for 3 adult humans to ride easily.

Average HeightEdit

On average, Driders are between 9 and 14 feet tall overall.  Their human-like portion ranges from three to six feet in height, roughly between 1 and 1.75 times the size of a normal human’s torso.  The span of their legs when standing in a relaxed position is roughly on par with that of a king-sized bed.

Average WeightEdit

Tests have shown that the average is roughly 685.5 pounds.


Gathering and dissemination of information and intelligence.  General communications officers.

Special abilitiesEdit

The VoiceEdit

Driders have a haunting and, literally, magical singing voice.  A sort of auditory version of their Glamour, when they sing it's nearly impossible to ignore.  This low-end hypnosis reaches long distances, but is easy to fight off by plugging one's ears.


Driders, as expected of arachnids, are quite capable of seeing in the dark and, in truth, actually see better in darkness than they do in bright lights.

‘Silk’ weavingEdit

Driders make these threads form the same material that the average drone makes their combat paste but unlike them, Driders don’t regurgitate, instead use either their fingertips or their abdomen to weave it. Depending on what body part they use, the silk like substance can fulfill multiple purposes. Silk created in their fingers is used for tying up victims while the ones made from their abdomen are used for communication lines or making webs. Additionally, they can sense the heart-rate through the silk, if there is sufficient amount of it on the prey. This can be used as additional lie-detector during interrogation.

The GlamourEdit

Driders produce a constant base-level hypnosis that causes the appearance of their human-like upper torso to appear as the ideal of beauty for the individual they have selected as their prey, with potent, species-spanning pheromones that complete the innate illusion, causing all but the stubbornest and staunchest....and most paranoid of warriors, soldiers, and would-be heroes to fall for their charms.

General durabilityEdit

Unlike what one expects from what is, for all intents and purposes, a sex fiend among sex fiends, the Driders’ immense size is anything but ‘useless’.  In truth, Driders are considered almost as dangerous to fight directly as a behemoth changeling.  Their long, chitinous legs are as sharp as a fine-quality sword and as strong as arcanite in most cases.  This, combined with their surprising speed and agility, make them deadly fighters to face, especially in tightly enclosed spaces, such as where they like to make their homes.

Specialized VenomEdit

Driders have multiple types of poisons, each for different purposes, capable of being injected via their fang-like teeth, or ingested via their breasts. The Driders mainly use an aphrodisiac-like poison, which makes the victim more focused on the sight they see than their mouths. This aphrodisiac is usually used alongside a truth-serum like substance, usually injected near immediately after the aphrodisiac. They also have a slightly paralytic poison, just strong enough to make the victim have a harder time trying to escape. The last type of poison they use is something that when injected, puts the victim into a drunk like state, making the victim more relaxed.


Created near the end of the Great War, shortly after Tirek’s demise and before Queen Chrysalis could fully succumb to madness. They were the first Sub-Species of Changeling.  These creatures took on a form mixing human and arachnidian traits.  The first among them was Belladonna, and they are known today as The Driders.

The earliest attempts at their creation were using exclusively DNA from Queen Chrysalis and the Titan spiders.  Other, smaller species were used, but all were universally failures.  Even with the highly malleable DNA of changelings, especially one as powerful and ancient as Chrysalis, the end results were either barely living, or incapable of survival, and universally hideous by all creatures’ standards.  However it was Megan’s contribution of her own human DNA that provided the missing link, generating an arachnid creature that was considered by many to be quite beautiful, even before her innate hypnotic powers and potent pheromones began to kick in.  This was the first Drider, so named by her ‘mother’ Megan after the dungeons and dragons creature she resembled.  Chrysalis, however, named her ‘daughter’ herself, giving her the name ‘Belladonna’, a changeling name meaning ‘Deadly Beauty’.

The Driders served as a way to quickly and efficiently interrogate hostile forces in a quick and efficient manner, using their potent venom to draw knowledge from their targets and their magic-laced webbing to transmit that knowledge across great distances rapidly, serving as both interrogators and communication officers.

However, after the great War the Changelings, following with Chrysalis’ growing madness, began to turn on their former allies and friends, and with them went the Driders. They became among the more feared amongst those who faced the Changelings due to their immense size and ability to effectively and efficiently seduce via singing and pheromones even the hardiest of soldiers.

Even now, with the Dryders spread far and wide after the sundering of the changelings so many centuries ago, they’re considered a greatly feared creature by the populace at large, though efforts of the newly returned belladonna and the now re-allied changelings are working to fix that.


The standard unit of the Swarm. They hatch by the hundreds from eggs, fully mature and prepared to do the bidding of their masters. Durable, quick, and possessing an arsenal of spells both flashy and subtle, they are a formidable opponent alone, even more so in groups. They resemble insectoid equines, covered in a natural armor of black chitin, and possessing both wings for flight and a horn for magic.

The new generation of drones, as well as veterans of the Battle of Canterlot, have undergone training from both General Knightmare and Captain Shining Armor. This has made them much stronger, faster, and magically adept than any faced before by the denizens of Equestria.


Fire (strengthens attacks, defense, and burns foes), transformation (thanks to Cadance, they now possess a psychic link to each other, allowing them to identify those in disguise), electricity (bounces between targets causing minor damage), mantra (series of sounds, syllables, and spoken words produce magical effects)


Bandoliers of ammunition, vials of alchemical concoctions to both buff the consumer and harm enemies, standard-issue melee weapons (swords, axes, daggers, etc.), specialized crossbows and firearms (steampunk, cyberpunk, sci-fi, etc.).


Heavy shock troops. They bear only a faint resemblance to their smaller brethren (that of black chitin, green eyes, and insectoid features). Ten to twenty feet tall, quadrupedal (clawed feet instead of hooves), faces more closely resemble those of lions or bears than equines, two sloping horns and two fangs the length of swords protruding from upper lip.

They battle using their superior size, strength, and durability to disrupt enemy lines, smash defenses, and break charges. They do not possess the higher brain functions necessary for casting spells and instead use their magic instinctively to shroud themselves in pure force. They do not typically wear armor or carry weapons, though this is possible. Nicknamed “walking artillery,” some commanders have covered them in plate armor and mounted ballistae or cannons on their backs.


Specializing in mantra magic and spellcasting, this faction of the Swarm has turned its gaze from physical combat to focus upon the mind. They are bipedal and wear sweeping cloaks to disguise their malformed limbs and fragile carapaces. Bedecked in enchanted jewelry, they wear masks bearing the likeness of Queen Pandora or Queen Chrysalis depending upon specialization.


Long range fighters. They hide amongst the Drones and unleash devastating magical salvos of lightning, flame, earth, and storm against their enemies.


Gentle spirits who move unnoticed amongst the Swarm while tending to injuries and rejuvenating the weary with a cadre of spells and potions.


Capable of opening gateways and connecting one part of the world to another. At least one of these accompanies every movement of a hundred or more. Due to their rarity and the stress of their profession they are considered extremely valuable and the Swarm will fight to the last to protect them.

Builder Edit

The architects of the Swarm. They are responsible for constructing the hives, weapons, and fortresses of the Changeling race.

Their upper half resembles that of a diamond dog and their lower that of a mole. Their legs are tipped with claws capable of cutting through stone and shifting massive amounts of earth with ease. Their arms are much more dexterous, allowing them to tinker with even the finest machinery without fear of disrupting the delicate gears.

Master smiths, masons, weavers and all that the Swarm has in terms of weaponry, armor and shelter was crafted by them.


Field commanders and officers. They lead sections of the Swarm (numbering anywhere from ten to a hundred Drones) under the direction of their generals.

Slightly larger than a normal Drone, they are also naturally much stronger and more cunning (possessing intelligence on par with that of a college graduate or experienced guard).

A helm made of an unknown silvery substance (actually an excretion of the Builders) marks their rank and changes form as they do.


Roughly equal to Luna (in some rare cases even Celestia) in height. They are the elite of the Swarm. They possess even greater powers of magic and combat than the Centurion, and are an insurmountable foe to most solo adventurers and should not be confronted with any group numbering less than five experienced soldiers.

They command the Swarm in place of the Queen, and are generally charged with one thousand or more Drones and specialized forces. The hive mind allows them to monitor the battlefield through the eyes of their Centurions and direct forces with instant mental commands.


Specialized teams of both Changeling and Non-Changeling fighters that work in unison during combat.

The Champions: Lead by High-General Knightmare Demonbane himself, this team consists of his old band of musicians and dancers from before he became High-General.

Members of note:

  1. Queen Chrysalis - Commanding: General
  2. BonBon & General Esmerelda
  3. Princess Cadence
  4. General Shining Armor
  5. Empress Nyx
  6. Lyra heartstrings
  7. BonBon Heartstrings - Commanding: 10 Healing Magus
  8. Octavia Philharmonica-Staccatto
  9. Vincenza ‘Vinyl Scratch’ Staccatto
  10. Scootaloo Chi
  11. Applebloom Apple
  12. Sweetie Belle
  13. Esmerelda Banelight - Commanding: 4 Behemoths