Fluttershy awoke to one peaceful morning, the birds were chirping, the sun was shining brightly, and it looked like Rainbow was able to wake up in time to clear the sky. She let out a yawn and rolled to her back, snuggling into the warm confines of her mattress for a few more precious seconds.

Just as she was about to fade back into the world of dreams, her eyes snapped open with a gasp. “Oh my goodness, I almost fell asleep without feeding my critters! Oh, I’m such a horrible pony.” She said, berating herself for almost neglecting her duties.

She threw off the warm sheets enveloping her body and hopped to the floor. She stretched her back and extended her wings to their full span for a few moments. Now much more awake and alert, she set off down the stairs to her living room, where her animal friends awaited her.

“Good morning, my little animal friends. Did you all have a nice rest?” She asked, getting a number of satisfied nods from the various critters. “Oh how wonderful! Now, please be patient while I get you some yummy food.” There was a chorus of tweets, clucks, and squeaks as the critters cheered for their breakfast.

Fluttershy smiled, happy to know that they appreciated her. She went into the kitchen for a few moments while the critters watched the door with baited breath. Soon she returned to the living room, hooves full of various nuts while on her back she balanced a number of leafy greens and carrots.

She went around the room, depositing the preferred food in front of each type of animal. Nuts for the squirrels, lettuce and carrots for the rabbits, and various seeds for her avian friends. Once she was finished with her chore, she stood off to the side for a moment to just enjoy the sight of her animal friends enjoying their breakfast.

Her moment of reverie was interrupted by the sounds of a loud thumping. She looked down to her right and smiled at her personal pet, Angel Bunny. “Oh I know you want more than just a measly carrot, but market day is tomorrow.” Angel shook his head and pointed toward the door.

“You want to go outside? But you have a little bunny door to go out…” Fluttershy assumed, wondering what Angel was trying to say.

Angel shook his head, then began to wave his arms and legs in an odd way, then indicated to the door again. “Oh! You want to show me something?” Angel stopped waving his arms about and sighed in relief.

He motioned for Fluttershy to follow him and hopped across the room to the bunny door. He turned back to ensure Fluttershy was indeed following him before exiting the house, the bunny door’s flap announcing his departure.

Moments later the front door was opened by Fluttershy as she made to follow Angel. She was about to ask where they were going when she saw the cutest little kitty she has ever seen. Assuming Angel wanted to show her the black kitten, she trotted forward and passed Angel, missing the signals and warnings for her to keep away from the cat.

As Fluttershy approached, she noticed a very distinct feature of the kitten, instead of paws and claws; it had the hooves of a pony! She had just discovered a new little critter she had never seen before.

“Oh my! Look how cute and adorable you are! But I wonder what type of cat has hooves, maybe Twilight has something in her books. Oh, but I don’t want to be a bother, but I don’t want to not know everything about you either.” She paused in thought, absently watching the kitten lick its hooves clean of any dirt or grime. “Oh I know! I’ll get one of my bird friends to send a letter to Twilight!”

She turned around, not noticing the cat lock eyes with angel. She quickly trotted back into her cabin leaving the two alone. Angel could do nothing but watch her go with a terrified look on his face. He slowly turned back to the strange animal, but instead wound up nose to nose with it. The cat, faster than Angel could react, grabbed him in its hooves. The cat’s jaw unhinged, opening impossibly wide and revealing several rows of sharp teeth. Angel took a breath to scream in terror, but it was too late.

The massive jaws crushed and ripped Angel to pieces as he was quickly devoured, leaving the cat to sit on the grass once more and lick its hooves clean. It looked up with mild interest at the bird that flew from the house. It was distracted from the bird as the front door opened, revealing Fluttershy once more.

“There you are Mr. Kitty. Oh, where’s Angel Bunny?” She asked, looking around for the missing rabbit. “Oh, he probably went to go play with his forest friends.” She knelt down next to the cat as she began to pet it. “I wonder what I should call you, Mittens won’t work because you have hooves. Hmm…” She trailed off and looked to the side in thought.

The cat reached up and touched her face, she felt a slight pulling sensation, and then the world around her vanished into darkness. She panicked and brought a hoof up to her face, but where she should feel her muzzle, there was only smooth fur. If she was able to see, she would notice that the cat now had the face of a pony, her face.

Once more the cat opened its maw wide, revealing the rows of needle like teeth. Fast and savage as could be, it bit down and tore off Fluttershy’s left hind leg, swallowing it whole as it took another bite, and another, and another. Fluttershy tried to scream out in agony, but with no mouth to speak with she was forced to endure the pain in silence, until thought itself turned to darkness.

Finished with its meal, the cat once more licked its hooves clean and headed back inside for more appetizers.

Later that morning

Rainbow Dash was doing one last round over Ponyville before she headed out for a mid-morning nap. She was not a morning pony, and having to get up extra early before the sun was raised meant for a terrible day for her. She checked the area over Fluttershy’s cottage and nodded her head at a job well done, and an impending nap well deserved.

However, she was soon met with a dilemma. With no clouds in the sky, she would have to nap on the ground, and the nearest trees were part of the Everfree Forest. She was brave, yes, but not a complete moron. Only someone completely stupid would take a nap in the Everfree, even if it was during the day.

Left with no other option, she fluttered down to her friend’s hut and knocked on the door. Right away she could tell something was off, the usual sounds of various critters scampering all over the place was missing.

Suddenly much more alert than before, she cautiously and stealthily pushed the door open. There was a very loud squeak from the hinges, forcing Rainbow to hang her head in defeat for a moment before simply pushing the door all the way open.

Her stealth destroyed by the door, Rainbow casually trotted into the abode and looked around. Nothing seemed out of place, except for perhaps the lack of any and all animals.

“Fluttershy? Are you in here?” She called out, not noticing the movement in the shadows watching her every move. “Come one Fluttershy, I just need to ask if I could crash on your couch for a few, um, hours?”

Rainbow’s ears locked in on the sound of hooves behind the couch in the corner, thinking it was her silent friend. “Alright Flutters, I’m just going to go ahead and take a nice, long, nap. Wake me up for lunch.”

She casually walked up to the couch and threw herself onto the cushions. She planned to fake her sleep, and when Fluttershy came out of hiding she would pounce off the couch and give her a good startle. Nothing to scare her, just a gentle startle.

She lay there perfectly still for several minutes trying her best not to actually fall asleep. After what seemed like forever, she felt a slight tug on both of her wings. Thinking it was Fluttershy, she sprang up into the air, only to fall flat on her face.

“Ugh, what the…?” She looked back at herself, where her wings should have been there was nothing but smooth fur. “My wings?! What!? How!?” Panicked confusion overwhelmed her as she frantically spun in circles. Unable to find the answers, she looked back towards the couch.

There, sitting upon it, was what looked like a short Fluttershy. With a black cat-like body, and a pair of bright, sky-blue wings. HER wings. The not-Fluttershy locked eyes with her and let out a deep, demonic growl.

Rainbow feared for her life, her heart nearly stopped in her chest at the sound. She turned and fled as fast as her hooves could take her. The door to Fluttershy’s cottage was blown back open with enough force to indent the side of the wall it swung into.

Rainbow raced across the yard and almost made it to the bridge going across the stream when her left hind leg was tugged out from under her, causing her to trip. She looked behind her to see the thing with Fluttershy’s face smile at her with razor sharp teeth, and then it reached down and tore out a chunk of Rainbow’s leg. She had broken her wings and had various other injuries due to her stunt flying and was no stranger to pain, but nothing could have prepared her for this.

Her entire body screamed out at once as the small monster ripped through muscle and bone. She twisted her body away, now running on pure adrenalin and kicked the monster in its stolen face, forcing it back a few feet.

She forced herself up on three legs and cried out in pain, praying to Celestia for help. As she hobbled along as fast as she could, she risked a glance back to keep an eye on the creature, but it was gone. She cried out in terror at the sight of her leg, missing from the knee down and poring blood into the small river. A piece of jagged bone could be seen at the stump as well as the ends of the severed tendons dangling downward.

She felt faint from blood loss, but she pushed herself forward, she needed to get help, she needed to warn the town of this bloodthirsty body stealing monster. Her next step didn’t touch the ground; she was instead yanked into the air by the miss-matched abomination. She screamed in terror as loud as she could as she was dragged back inside the cottage, the door slamming shut and encasing her in darkness. Soon her screams were silenced, cut off with a gurgle as her throat was torn out and the darkness consumed her.

Meanwhile

Applejack was out bucking trees just as she would on any given morning. Though she would never say it, most mornings she would wish Rainbow would fail in her weather duty to have the leftover clouds provide some shade, but the trees would have to do just as they always do.

She went on to the next tree and placed a few buckets around the trunk. Just as she reared forward to let out a powerful buck, a piercing shriek echoed throughout her trees. She stopped what she was doing for a moment, was it the girls? Fluttershy? Was someone hurt? She heard the scream again, this time much more shrill and terrified than before.

“Rainbow?!” She asked in confusion, whatever it is that scared that hot headed pony this bad was sure to be trouble. She took off in the direction of Fluttershy’s cottage, dodging and weaving between her trees as fast as she could go.

Once more she heard Rainbow scream out in pain before she caught sight of the cottage, the door slamming shut on its own. Now clear of her trees, she sped along the dirt path, over the blood soaked bridge, and burst into the cottage.

On the floor in front of her was the mangled remains of Rainbow Dash in a pool of her own blood, torn nearly limb from limb as her soulless eyes stared at her, tears still wetting her eyes as they begged and pleaded Applejack, why wasn’t she there to save her?

“Oh Rainbow! Mah stars Rainbow No!” Applejack broke down into sobs, seeing the remains of her friend like this was too much, so much she didn’t notice the dark shadow floating around her, tugging at her mane and tail. She reached up to remove her hat, but it was gone. She looked around for it and saw a strange creature wearing Fluttershy’s face, Rainbow’s wings, and her mane and tail topped with her hat.

She felt around once more, noticing her lack of a mane and put two and two together. “So you’re the one that did this to mah friends!” The creature paid her no heed, instead choosing to lick the blood from its hooves. “Ahm not letting ya get away with this; I won’t let you get away with this!”

Fueled by rage and loss, she charged the minion of darkness, planting her front hooves and twisting around to deliver a powerful buck to the creature. She made solid contact and sent it slamming into the wall hard enough to leave a dent and shake the entire cottage.

The cat with hooves pulled itself back up to be met with another set of orange hooves slamming into its face, this time being bucked through the wall and into the back yard. It had yet to finish its last meal and this orange pony was in its way. It dodged the next kick and delivered one of its own into the soft belly of the mare.

Applejack’s breath was taken away as she keeled over in pain, a small trail of blood trickling from her nose and mouth as she gasped for breath. She noticed the monster standing over her and tried to punch out at it with her fore hooves, but was met with intense pain as the monster bit off her leg just above the hoof.

She screamed in pain and couldn’t look away from the stump on her leg, blood shooting out to the rhythm of her frantic heart. The last thing she saw was the teeth of the impossible creature and the unimaginable pain of her eyes being ripped from their sockets.

Applejack was left to writhe in pain, flailing about blindly on the ground as she slowly bled out. The creature of darkness walked back into the cottage, it now had two meals to finish.

Noon, that same day

Rarity had had enough, and when a lady has enough she puts a proper stop to it. What has she had enough of? Waiting at the spa for Fluttershy for over three hours. Although she may be frustrated, a true lady never lets her emotions get the best of her.

She made her exit from the spa and decided to make her way to Fluttershy’s cottage to see what that silly pony could have gotten so distracted with. Along the way she noticed the few extra clouds that floated in from the Everfree dotting the sky.

“Ugh, Rainbow may indeed be one of my best friends but she could certainly do for a talk about being loyal to her job for once.” She said, huffing in annoyance.

As she followed the road along the outskirts of the town, the unmistakable sounds of Applejack being hard at work were mysteriously absent. Thoughts of Applejack actually taking a break for once and possibly combing her mane floated into her mind and took up the remaining time for her to close the distance to Fluttershy’s cottage.

She made her way up the path and over the freshly cleaned bridge and up to the door, which was strangely sitting in its frame at an angle. Thinking something may have happened to her friend, she readied her magic to confront whoever did this to her home, but was interrupted by the sound of hooves being set down behind her and the flap of wings. She turned to greet the newcomer but her voice died in her throat.

There stood what appeared to be a pony with black fur, but a butter yellow face, a pair of blue wings, and a dirty blond mane with a Stetson and matching tail tied off with a rubber band.

Being one for all things fashion, she was able to quickly tell that those different parts were not fake or painted on, and was actually the body parts of three of her friends who were mysteriously absent.

“Who are you and what have you done with my friends!?” She yelled at the pony. Getting no response, she summoned her magic and sent a kinetic wave toward the pony creature. It stood there, seemingly oblivious to the unicorn. Being that Rarity was a fashion designer, her magic could be considered of poor quality when it came to self-defense.

Be that as it may, that did not deter her from doing her best against the pony creature and decided to slowly advance toward her. She threw everything she had at it, but nothing seemed to deter it. She slowly backed up as she expanded all of her magic until she felt her rear bump into the side of the cottage.

She glanced back in panic for a moment before facing the pony once again, nose to nose. She lit her horn once again but it simply gave it a swat, cancelling the flow of magic and knocking her to the ground.

As she recovered from the blow, she noticed the pony facing away from her. Thinking this as her chance, she tried to channel magic for a spell to put it to sleep, one she tended to use on her sister and her friends when they got too rowdy.

However, her magic was gone, not even a hint of it remained. As she tried again and again in vain, the pony turned to look at her, the stolen face now sporting a stolen horn. It lit its new appendage and grabbed hold of Rarity in its glow.

Rarity screamed out in terror as she felt herself lifted from the ground and around to the back of the cottage and into the living room from the hole in the wall. It laid her on her back, restraining her legs to be splayed out. The pony stood over her as she screamed in terror and helplessly fought against her magical bonds.

The pony’s jaw seemed to expand horribly, silencing Rarity as the sight took her breath away. The impending doom and terror caused her heart and chest to ache from beating too hard, too fast. She felt a slight pop in her chest and an incredible amount of pain, like acid was running thorough her veins. Her heart had blown a hole in its side from the pressure, and blood was being pumped out in the wrong places.

Her breathing was fast and labored, and as her vision dimmed, she saw the massive jaws of a carnivore sink into her soft undercarriage. There was a slight pinch of pain, but she was too far gone to feel as the pony ripped apart her insides and feasted yet again.

Later that afternoon

Twilight awoke to a faint tapping on her window. She shifted her body, stiff and cold from passing out at her desk during one of her all night study sessions. She lifted her head, popping several joints as her stiff muscles were put to work. She looked about in confusion for a moment wondering why she couldn’t see before she realized she had accidentally speared a piece of parchment on her horn when her head hit the desk.

She groggily reached up and removed the stubborn paper. She sat and rubbed the sleep from her eyes for a few moments, wondering why in the world Spike didn’t wake her up so she could continue resting in her warm bed.

Her thoughts were interrupted by the tapping once again, this time she looked toward the source and noticed one of Fluttershy’s songbirds tapping its beak against the glass above her head. She lit up her horn and let the bird into her home, where it landed on her desk and extended its leg. Attached to it was a small bit of paper.

Twilight removed the message and the bird flew off angrily, obviously upset at wasting all day tapping on a pane of glass to wake her up. Twilight unrolled the parchment and read the note it contained:

‘Twilight! I discovered a new species of cat and I need you to come over right away and see what it is, it looks like a kitten with pony hooves and it’s the cutest thing ever!’

As soon as she finished the note, the door to the bathroom opened, letting out great billows of steam as a small dragon emerged from the mist.

“Oh hey Twilight!” Spike said with a wave.

“Spike,” Twilight said sternly, “Why didn’t you wake me up BEFORE you took one of your seven hour bubble baths?”

“I-uh…” He stuttered, looking around for anything to get him out of trouble. “Hey! Is that a letter?”

“I-what? Yes, it’s from Fluttershy-”

“Boy, it sounds urgent,” He said as he snatched the letter from the desk. “I guess you should probably get going and see what it is!” He said, pushing her out the front door and closing it behind her.

He let out a sigh and wiped his brow, “Whew, now she won’t notice I plugged the bathtub with my shed scales.” He gulped nervously, “That just gives me some time to figure out how to fix it…”

Twilight found herself sitting outside her door with a dazed expression. She shook her head to regain her bearings before shouting, “Spike! When I get back we are going to have a long talk, you hear me!?” She was met with awkward looks from the various ponies going about their day, to which she laughed nervously and hurried on her way to Fluttershy’s cottage.

The time was spent dwelling on what Spike was up to and what sort of creature it was that Fluttershy described. She doubted it actually had hooves; it may have simply had a deformity or mutilation that made the paw pads look like hooves.

So lost in her thoughts as she was she didn’t notice the door to the cottage open on its own, she looked up only when she entered the darkness of the cottage. She heard the door slam shut forcefully behind her, and when she spun around she was able to make out the outline of a pony.

“Oh Fluttershy, you startled me.” Twilight laughed, feeling much more at ease than before. “So, you wanted me to look at-”

The outline she assumed to be Fluttershy darted forward and grabbed Twilight’s head. Twilight opened her mouth to question what ‘Fluttershy’ was doing, but was pulled forward in a deep, romantic kiss. Taken off guard, she tried to squirm away but the hold was too strong.

She felt a foreign tongue slid across her own, exploring her mouth. To say it was a new experience would be an understatement. Deciding she sort of liked the feeling, she extended her own tongue to explore the mouth pressed up against hers. What she felt shocked her to the core.

Her tongue nearly cut itself on a row of very non-pony, razor sharp teeth. She tried to retract her tongue, but the teeth clamped down on it and pulled it out of her mouth with a pop.

Twilight fell to the ground in stunned confusion, her first kiss was stolen by a monster and she needed to run and get help. She opened her mouth to call out, only for a wheezing breath to escape. She tried again but no sounds escaped. She opened her mouth wide and stuck her hoof in her maw, her tongue was missing.

In a panic she lit up her horn, revealing the monstrosity that stood before her. It had its head tilted back and was shuffling something around in its mouth. It soon stopped and stared at Twilight. It advanced a step, Twilight tried to scream and scramble away, but was stopped cold by what happened.

The monster spoke, in HER voice, “Dear Princess Celestia, today I learned the true value of friendship. Friendship makes hunting so much easier, when one friend is in trouble the other friends come to help, and fall right into my trap.”

The abomination opened its maw wide once more and pounced at Twilight, grabbing hold of her tail and slowly pulling her closer and she fought against it. It was futile, it wrapped its jaw around her back and took a hearty bite, severing her spine and causing Twilight to suffer a slow, painful death as she was eaten bottom up.

Pinkie Pie awoke just as the sun was rising, her breathing heavy and sweat plastering her mane to the side of her face. She looked around in a slight panic for a moment before realizing she was sitting in her room.

“Whew, it was just a dream.” She looked toward the foot of her bed, “That was a really strange one, wasn't it Mr. Fluffy?” She asked.

On the foot of her bed, a black cat that Pinkie found in the Everfree was curled up in a ball, licking its hooves clean of any dirt or grime.

Author's Note

You may be wondering why I went with the "It was all a dream, or was it?" ending, but the answer is simply that i did not know what to have the cat steal from Pinkie, nor how her pinkie powers would be able to defeat it and a bunch of other variables.

That being said, this was edited by me and please leave some feedback in the comments, I live on them like a changeling.

And no, I do not hate anypony in this story and none of them deserve what happened to them.