The queen nodded to him, gulping down the lump in her throat before she began, "Millenia ago, before my mother and hers before her, the first changeling came into existence. As one would expect, she was not welcome in Equestria. Queen Faust did not welcome her, for her ponies feared the first one and would not allow her in their society. So she fled, far, far away. Away from any pony civilization that could be found at the time. The desert above us was where she stopped. Thus, she began to build her army to go against Queen Faust. She bore many broods of her kin to fight in one of the bloodiest wars of Equestria."

"It was years. Years of waiting in the shadows to strike. It is told that the original army was over a million strong…But it was not enough. Faust's guard and army slaughtered them. Mercilessly. My grandmother, the second queen, got closer. This was nearer to the end of the reign of Faust. They had known of us for a few hundred years then and they thought they were ready, but my grandmother…She created a new breed of changeling. The originals were like ponies in how they survived. But this new breed….They could change their form at will. This allowed them to integrate and infiltrate into pony culture. We had agents on the inside and used them to take out high ranking officers to leave them without the ability to coordinate themselves efficiently."

"However, the second queen still hadn't been able to penetrate Faust's defenses, her magic too powerful, and failed. My mother, the third queen, was the first to strike during Celestia's rule. This was before the banishment of the other princess, however, and she was not weakened as afterward. She did grant me one last gift. This, the latest breed of changeling," She waved her hoof around to indicate to the other occupied beds, "They can not only transform to integrate into pony society, but they also need to merely feed on the love of the ponies. That is where my story comes in…"

"That morning after the night you had appeared, I went to my war room to plan with my generals. You see, I had been portraying as the princess' niece. She was to be wed this day and I would have married her fiancé, thus allowing me to infiltrate the castle and royal family with ease, taking Celestia down where she least expected it. The plan was flawless. I had cast a spell upon him in his weakened state from shielding the entire city of Canterlot, tricking him into believing I was Princess Mi Amore Cadenza, when, in actuality, I had locked her inside of the mountain. But one of the princess' students somehow found her, and revealed my plan."

"This forced me to play my trump card early, forcing Shining Armor, apparently the student's brother, to drop the shield around the city. This let my changelings in to attack them all. But it was too late. They were prepared, and easily pushed them back and out of the city, forcing us to retreat."

"That brings us to here now, I suppose. Do you have any questions, Batman?" She looked back to me, her eyes full of distant memories, and quirked a brow.

"I suppose a few," He nodded. "First off, what is Equestria? Is it this planet or just this country? Second, what is Canterlot? Is that like a capital of some sort? Also, why was that princess banished? What did she do?"

"Well, I'll answer these in order I suppose. Equestria is just this country. The name of our planet isn't really official. There are other countries as well, all with their own names and species. And yes, Canterlot is the capital of Equestria. It is where the castle of the princesses resides. As for why Princess Luna was banished? She had grown jealous of her sister Celestia. You see, Celestia raises and lowers the sun. Luna does the same but with the moon. But Luna felt that the ponies only ever praised Celestia and gave her attention. So, in her wrath, she transformed into a new ponysona called Nightmare Moon. She tried to cast the planet into absolute night, having been prevented by Celestia banishing her to the moon where she stayed for a thousand years, having returned about a year ago. At first, everypony was frightened and feared her. But she was no longer Nightmare Moon and wished for her sister to forgive her, which she did, and now they rule together once more."

"Wow," He grimaced, "That is one messed up princess," His grimace turned to a small grin as he looked to her, finding her grinning back. Their gaze, however, was broken when his stomach growled, his eyes widening in surprise before he smiled sheepishly. "Erm….Would you mind if we went and got something to eat?"

"Not at all! Listening to somepony tell a story always gets me hungry, as well," She teased him, slipping out of the bed and stretching her legs. "While neither I nor my changelings need to eat, we do occasionally like to do it just for the heck of it. So come, I shall show you to our storage. You may pick what you would like."

"Umm….You wouldn't happen to have any meat…would you?" He wasn't sure how she would react to the question. Sure they didn't even eat physical food but he knew that ponies and horses in his world were herbivores. He, of course, didn't know their culture or anything about them so he couldn't really judge them.

"We do not. But we do have fish, if that would be a fine substitute. Ponies are herbivores by nature so meat is a rare sight in our country." She appeared to be holding back a bit of revulsion so as to not hurt his feelings or to make him feel different.

"Fish would be fine, yes, thanks," He smiled, knowing it was the best they had to offer, and being just fine with it.

They walked for a few minutes through the many passageways before she ushered him through one of the many openings in the hallways they crossed through and his gaze was met by an assortment of food, familiar and not. The sight made his stomach growl again instinctively and he began to pick around curiously, eventually finding a barrel of salt-cured fish that he immediately picked a few bites out of and popped into his mouth, grabbing another few and making his shirt into a pouch that he carried them in, moving around the room as he grabbed other foods, picking up a couple rainbow-colored things shaped like apples, carrots, celery, and a large wedge of cheese.

This he all took and set down on a table before he began to eat his meal. He had always been a bit heavyset but, knowing this would be how he generally ate from now on, he would probably be losing that extra weight real soon. He figured it was a change for the better, finishing his small meal before looking to her and she led him back to her room where he slid back into her bed.

He had closed his eyes for a minute before he felt a poke on his shoulder and opened them to find the queen standing over the bed, biting her lip nervously.

"Was there something you wanted, Queen Chrysalis?" He asked curiously, wondering why she looked that way.

"I was wondering if I could sleep in the bed with you tonight, actually…" Her voice was barely audible but he managed to understand the question. It surprised him greatly that she was acting so shy and asking this, but he felt there could be nothing wrong with it and nodded, scooting over a bit so she had room to crawl in and settle down comfortably, he large green eyes piercing the darkness, looking into his. He spotted a glimmer of happiness in them before he smiled and closed his eyes, letting sleep take him voluntarily for what seemed like the first time in forever.