Author's Note

This might be as Gore-y as it gets. Nothing compared to some of the stuff on this site but still gore. I really hope this chapter is enjoyable. If you get even slightly disturbed or scared then I'll considered a mission success. If you don't let me know and please give me any tips or suggestions on making it scarier or more disturbing.

One last chapter to go but, that will be in a little while as I am working on getting another chapter for An Unwelcome Change done by December 11th. That is that day I published the first chapter of that story and its one year anniversary is coming up. I feel so grateful to be a part of this site and so grateful to have amazing readers. Thank you all.

Enjoy.

The Things That Are...

The Things That Are…

Every single pony in Ponyville was headed towards the Town Hall. Despite being smaller than Twilight’s castle it was more open and that made it safer. One by one ponies filed through the main doors and were counted by each of Twilight’s friends. As they all entered Twilight shook her head.

“This is unbelievable…”

“Believe it, Twilight Sparkle.”

Chrysalis stood beside Twilight and joined her in overlooking the ponies. She found it remarkable that Twilight was able to convince them of her sincere intentions.

“I do believe it, Chrysalis, it’s just unnerving you know? I mean, we don’t even know where this changeling came from. That is what worries me. What if there are more?”

A grim expression formed on Chrysalis’ face. She tensed up as her mind recalled the first time her kind had experienced Sombra’s work.

“Twilight… I too, share your concern. The abandoned sections of the hive are forbidden to my children. I love my changelings and yet I don’t hesitate for even a second to kill them should they disobey me. Celestia and Luna may have been sure that their fire purged this curse but I would never chance returning to those parts. Wherever this changeling has come from I assure you it was not from my hive.”

Twilight saw a few ponies turn from the edge of the hall. Applejack spoke over the ponies filling the hall.

“Twi’ thats the whole darn town! Get the ladybug to do her thing!”

Twilight shrunk down a little at Applejack’s choice of words. She rubbed the back of her head while glancing at Chrysalis.

“Uh-“

The changeling queen rolled her eyes and then stepped forward. With a single stomp she got the eyes of most the town. Her booming voice got the attention everypony as it rivaled Luna’s royal speech.

“Ponies of Ponyville! You know who I am and what I have done! Think of my acts as you will, but do not mistake the reality of this threat. I will use my magic to examine each of you. This must be done for the greater good of your town. Should you resist I will use force. Force that has been authorized by your own princesses. Do not make this any more difficult than it has to be! Despite all that has divided us in the past I come to you now as an ally. Allow me to assist both our kinds on this day by not resisting.”

The ponies were silent, many of them flinched as the changeling queen spoke. Their attention wasn't out of respect. It was out of fear.Twilight sighed as she knew this would be a traumatic experience for everyone.

Night fell over Equestria. This night being the second since the attack. Chrysalis had nearly finished her job by this point. The ponies that had been deemed unaffected were sent to Twilight’s Castle with a small band of soldiers made from Twilight’s and Chrysalis’ guards. With only a small group left Twilight began to ask Chrysalis questions.

“So does this infection only target changelings? Can a pony get it to?”

Green magic wrapped around Ditzy Doo as Chrysalis answered.

“In my experience with it I have never seen a pony infected. If it did, then your town’s bakers would have become more than just victims. Though it is as I said earlier… I will not chance it.”

Ditzy interrupted them and held out a muffin to Chrysalis. The grey pony smiled at the changeling queen and eagerly awaited a reaction. She waved the muffin ever so slowly as to assist Chrysalis in smelling the blueberry aroma. The changeling gave a false smile and leaned in a few inches from Ditzy’s face. Her smile instantly faded and was replaced by a dark frown.

“Changelings are allergic to blueberries pony. Your attempt to poison me shall be overlooked… for now.”

Ditzy reared up and left in a hasty manner with a look of panic. Twilight saw Chrysalis smirking proudly.

“That wasn’t funny.”

Chrysalis snorted.

“Well I found it rather amusing. Ponies are indeed gullible when they are in fear. They will believe anything so long as you yourself seem convinced. I wager I could have told her I was allergic to cross eyed mares and she would have believed me.”

Twilight frowned.

“Yeah well you can cut us a break you know. It not everyday that something this terrible happens. I know you’re helping and I appreciate that but you could at least attempt to show some kind of interest in being friendly with other-“

A scream rang out from a distance and Twilight ceased her conversation. The ponies left to be scanned by Chrysalis all huddled closer together and let out their own cries. Twilight raised a hoof and asked the ponies politely to be quiet. A few seconds passed before another scream was heard. The ponies looked around in fear and some began to call out to Twilight. They called for her to investigate the source.

The screaming was different... Once more it rang out from deep in the Everfree. Twilight had heard the screams of angry and hurt ponies. She had heard the screams of upset fillies and scolding parents. She even had heard the screams of Nightmare Moon and Sombra. This scream was unlike those. It was a blood curdling sound. The shrill of the tone and the volume could only be produced by a pony experiencing something truly gruesome. Despite its piercing tone Twilight’s mind began to recognize the scream. Its owner wasn’t a pony. It was a zebra.

Zecora had just finished her evening meal. She had a special brew in the works to alleviate the head pains Cheerilee was suffering. While it was very effective, the brew was tedious to make. She adjusted the kettle and poked at the embers underneath it. She would have to let it cook overnight. The kettle remained in the center of the living room. Zercora liked using her living room for tonic and potions as it was more open than her kitchen or bedroom. It may have also been because the large walls were sporting many artifacts from her home. After a short walk to her bed Zecora yawned.

“Difficult to make is such a brew, yet even still, I must help you. Oh Cheerilee perhaps one day soon, your heart I will gain as boon. One day soon I will not hide, and if am I lucky I may stand by your side. For now I shall sleep, because only in my dreams are you mine to kee-“

The sound of a growling animal startled Zecora. Most feared the Everfree but she knew it and understood it. Her respect for her surroundings had provided much for her. She knew what animals typically lived in certain sections of the forest. The sound she heard was a wolf. Zecora walked back to her living room and approached one of the walls. She removed a spear and held it tightly in her mouth.

The growling stopped and was replaced by a panicking yelp. With each yelp the panic in the wolf increased. She could heard the branches and twigs violently snapping as the animal was being attacked. It was uncommon for animals to fight near her hut but it occasionally happened. She had once seen Fluttershy break up a brawl between a wolf and a bear. This was different. Hurrying back to her bedroom she dropped her spear and tossed open a chest near her bed. After a few seconds of searching she had found what she needed. With great care she pulled out a small black vial. It had a red and purple sheen as she held it under the moon light. The wolf howled in pain and continued for a few terrible seconds. Its howls slowly started to shift into something different. The sound it was made now was not natural. It was a guttural shriek that only seemed to grow louder as it went on.

Zecora’s eyes went wide as she dared to look out her window. Nearly twenty meters away from her hut and where she considered the forest to meet her “lawn” stood a creature she had never seen before. Looking at the creature made her realize that the snapping twigs she had heard had indeed been snapping bones. It stood over the wolf and had its front two hooves pressed into its paws. The wolf was on its back and its legs had been broken so that they laid flat against the ground. The creature had a gaping maw on its neck that was gorging on the wolf’s body. Even from in her bedroom she could hear the sloshing and crunching sounds coming from it.

Zecora silently opened the vial and poured its contents over the tip of the spear. The deadly poison was a tool in her homeland. It had help her take down a minotaur once and that was with a less than generous amount. This time she poured all of the vial on her spear. She did not know what that thing was but she knew that she would have to kill it. She whispered a silent prayer as the last bit of the poison covered the spear.

The noises stopped and Zecora edged back to the window. The creature was no longer standing over the wolf.

“Zeeee… brrrahh…”

The word was spoken through many voices and through a deep groan. Its voice reverberated through her hut and placed fear into her. She carefully approached the opening leading to her living room. Turning the corner she saw her hut to be empty. The only sources of light were coming from the small embers warming her tonic and the moon. Everything was still save for a single shadow. It barely twitched and most ponies would have missed it. She held her spear tighter as her hooves took silent steps towards the kitchen opening. Her eyes were glued to the opening before her yet she could still see the things in her peripheral vision. The masks of her culture used to be a welcoming sight and now they all seemed to hold were expressions of warning. Their eyeholes were empty black pits during the night and only made them more disturbing. Zecora inhaled as she prepared herself to face the creature around the corner. A single and calm breath was all she took before lunging forward around the corner and into her kitchen. There was no creature. Zecora saw the source of the shadow. It was a small strand of beads hanging from the ceiling. She immediately aimed her spear at the ceiling and noticed the small vibrations running through it. Frantically she galloped to her living room and stood next to the kettle in the center. She turned every which way but all she could see were the masks. They were watching her and now they had looks of pity. With her heart racing she bucked the kettle and it flew to the door. Zecora jabbed the embers with her spear and its blade caught ablaze. The black molasses-like poison cause the fire to burn a bright purple.

“Strike then, beast! Only then we shall see if I am to be your feast! I know not what you are or of what means you have got this far. Take heed demon for a wolf I am not. Come to Zecora and you will see how you can rot!!”



The walls shook and shuddered. Zecora saw this braced herself. She understood that she was at a disadvantage. If she ran from her home she would be running through the dense forest. If she stayed then she would be fighting in close quarters. Ultimately she decided she would stay due the advantages her home offered her. The creature growled and then attempted to speak once more. This time however Zecora had heard her own voice. It was throaty, raspy, and carried a deep groan but, it was hers.

“Ze… Cor… Ahh… RRRRRRRRrrrrrot!!!”

Hearing herself through it’s mouth made her skin crawl. She focused her fear and turned towards the source of the sound. Facing the wall full of masks Zecora saw the creature standing near them. She immediately recognized the parts of it that were Changeling. Its legs had holes like most other Changelings but that was not all. Her eyes saw the long sharp bone extrusions from the its shins. There were sharp bone spurs piercing out all over its body. Zecora steadily aimed her spear as she further analyzed the creature. She saw her own eyes looking back at her and devoid of any life. The Changeling had mimicked her mane as well. The feeling of dread grew within her. Part of her already felt lost for seeing the perverted imitation of herself. Once more Zecora spoke to it.

“I now see what you were and what you are. I do not know how you could have come this far. Destiny has brought us to this night in which we are to fight.”

Setting aside her fear Zecora lunged at the changeling. To her surprise it lunged forward as well and nearly twice as fast. Suddenly she found herself on her back. For a brief moment she assumed she had been defeated however she realized her spear was deep in the chest of the Changeling. Zecora used her hind legs to buck it off of her. The changeling collided with the wall behind it and howled not in pain, but anger. It began to scrape it bones against the floor and the walls. Zecora quickly ran towards the opposite wall to rearm herself. She had another spear ready and turned to face her enemy. The changeling however had already began to charge at her. A bony appendage barely missed her face as she ducked and moved to the side. Pushing back on her hind legs she darted forward and planted another spear in the changeling. It pierced through its knee and caused its right front leg to buckle under its weight. Zecora heard the crack of her opponents bone. While satisfied she wasted no time. After quickly turning she gave a hard buck to the changeling and knocked it to the ground. Eyeing her living room she saw what she needed. Galloping as fast as she could she made her way to the wall of masks. She tossed the sad red mask to the floor and saw the key to ending her fight. It was her first and most reliable weapon. The tooth of a Frostback dragon that her mother gave to her. It was a weapon that had been passed down to each shaman in her tribe. Zecora grabbed the blade. Its familiar grip and weight was welcoming. The changeling was scraping away at the floor and the wall next to it. It’s extruded bones carved thick lines in the wood. More determined and confident Zecora was more charged her enemy. This time she leapt and landed right atop the monstrosity. Her blade was driven right in it’s chest. For a moment everything stopped. All that could be heard was her breathing and the flickering of the embers behind her. The changeling remained still underneath her. It’s eyes still held the same lifeless look the did before. Zecora let her head sag and her shoulders drop. She removed her blade and stared at the hole it left in the chest cavity. There was little to no blood. The hole oozed a yellow green pus that flowed very slowly. Zecora gagged at the smell coming from the inside of the changeling. It reminded her of rotting corpses and white vinegar. The smell became more pungent and she decided to go prepare for burning the corpse. As she began to stand she felt it twitch ever so slightly. She froze and her eyes searched the changeling for any signs of life. It's mane began to change slightly, going from Zecora's to a pinkish red. Patches of the skin started to alter the color to a pale blue. The face of the changeling began to resemble Mrs. Cake. Balancing her weight on her hind legs she lifted her body to strike once more. She tightened her grip on the blade in her mouth and brought her front hooves and head down.

The changeling's hoof moved with tremendous speed. Zecora's eyes grew wide as the long bones appendage entered the frog of her left hoof. She could feel the bones in her leg splinter and break apart. The changelings bone continued until it rip through her leg near her fetlock. Zecora screamed louder than she knew could. The changelings neck split apart vertically like the mouth of an exotic plant. Both sides were covered in long sharp teeth. Using its other hoof the Changeling scratched at the screaming Zebra's side. Its long bones carved away at her barrel revealing bone. The pain cause her to collapse. She still had enough focus to attempt to turn away but it was a failed attempt. Her body fell to its side on top of the Changeling. She squirmed and tried to move off of it. As she moved her neck brushed against the side of its mouth. Her screams continued but now doubled. It mimicked her screams and produced a low moan that grew in volume as it continued. Upon feeling her so close the changeling snapped the maw shut like a trap. Its teeth penetrated her neck. Blood began to pool from her mouth and she started to choke. She shook violently to try and escape but it was futile. The changeling's hooves began to claw at her back, peeling away more skin. Zecora's screaming turned to gurgling and her shaking turned to twitches. Her vision was tunneling and all she could see were the masks. They stared back at her just as helpless and just as lifeless as she was.

The ringing silence that follow the screaming was the reason Twilight had tears in her eyes. She stood still and cried. Chrysalis sighed and walked around to face her.

"Twilight listen to me. We must end this. The more this changeling kills..."

She paused and grimaced.

"It will only become more dangerous. I cannot risk assisting you. If I die the horde has no queen and with no queen they become frenzied. It is not in Equestria's interest to have a frenzied changeling horde just outside its borders. Go and take you friends, track down this-"

Twilight glared at her and prodded her with her hoof.

"No. Leave them out of this. Not them. You hear me? I can do this... I will do this."

Chrysalis removed Twilight's hoof from her chest with magic.

"Do not be a fool Twilight Sparkle! The small gang of do-gooders you call friends are the only reason that Equestria is not under the reign of a mad god or evil monarch. This changeling is dangerous and if-"

Twilight nearly growled her words.

"That's just it, Chrysalis! It's dangerous! More than you, Discord, or Nightmare Moon ever were. You never ripped into the bodies of ponies and fed on them! This thing.... it's not a changeling. It's something else now and I have to stop it. To risk even the smallest chance that it could hurt them... that's not going to happen."


Twilight pushed past and and began walking towards the exit. Chrysalis watched as the lavender pony left the town hall. She shook her head and began to follow. Her eyes rolled when she heard the whimpers of the ponies left.

"Get to the castle, you imbeciles. Move! Quickly! Do not stop for anything... and... tread carefully."

They all rushed past her fearfully. Seeing all of them gallop in fear brought back memories. She smirked and continued through the exit.