I leaped up the stairs as fast as I could before pausing just below the top.

SENSE

I focused my perception forward and could make out the vague shape of another guard facing away from the steps. I quickly inched my way over the last step as quietly as possible and snuck close behind the unaware guard.

I froze when one of her ears twitched, perhaps picking up my near soundless movement. I immediately flattened and melded into the shape of her shadow on instinct as her head turned, revealing a roaming eye taking a glance down the hallway. If she had noticed her darkened shadow, she didn’t think much of it and soon turned forward again.

Thank God for instincts...

I slumped in relief and wondered how I could get around her. Trying to just move outside of her vision wouldn’t work- at least not yet- I was still too loud as a slime. The only path left was to take her out of the equation before she raised the alarm.

I didn’t want to kill her, as my unfamiliar, but apparently very strong moral code dictated, so I’d have to knock her out and hide her. A convenient door was down the hall from her, it would have to do.

I slinked forward, very slowly and very low to the ground until the bulk of my mass was directly under her. I lifted up my mass bit by bit and slowly climbed up her armor, gradually shifting my weight so I didn’t alert her. After a minute of adding more and more of myself onto her armor, she shuffled her hooves uncomfortably and glanced down.

“What the-“

In a rush of movement I snapped up around her muzzle, completely covering it and cutting off her air. The rest of my body stiffened and held her prisoner in her own armor, keeping her from jerking about and making noise.

Within a minute she finally stopped grunting and went limp, so I let her drop to the floor. I listened carefully to see if anyone had heard but it seemed I was lucky. Wasting no time I picked her up with a tendril and opened the door with another to reveal a broom closet.

Well, that’s convenient.

I unceremoniously dumped her inside and paused as I was about to close the door.

Faint clinking was coming from the stairs. Those three ponies that had come through before were coming back.

I glanced back to the unconscious guard. They would notice she was gone, having just come through, so I needed to cover my tracks. I stripped her of her equipment and promptly consumed it.

Consumed:

Night Guard Helmet -- Defense Increased
Night Guard Chestplate -- Defense Increased -- Blueprint Acquired
Night Guard Hoof-Guards -- Defense Increased -- Blueprint Acquired
Night Guard Short Sword -- Attack Increased
Guard Spear -- Attack Increased -- Blueprint Acquired

Now that that was out of the way, I needed to get my game face on.

MIMIC

With a ripple and a momentary delay, I quickly shifted into a nondescript Thestral, albeit one with a red mane. A moment later armor covered any distinguishing features.

I stumbled awkwardly for a moment, but it seemed I was given knowledge of walking and normal body language when I used the mimic.

Kicking the door shut, I quickly got back into the post the original Guard was at and formed a spear in my left hoof.

A bare moment later I allowed my fake ear to pivot as if I had just heard the approaching guards, and a small white dot on the tip of the ear allowed me to watch them as well. I snapped to a stiffer attention as the looming senior officer gave me a nod as he walked past. A few steps later he hesitated in his stride and glanced back at me for a moment. Did I miss a salute or something? Did he notice I don’t look like the real guard?

My fears faded as he shrugged to himself and continued walking.

That was too close. I got lucky with the first mare, and the second one I ambushed, but I didn’t fancy taking on three trained soldiers at once. I didn’t know the protocol, so I needed a better disguise. One that was too small to be noticed, or one that was easily explained.

They finally turned a corner and I dropped the stance and set off in the same direction, reabsorbing the spear along the way.

I soon came to what I believe is called a dungeon, though with a noticeable lack of prisoners. I wasn’t sure where I got the information, but I felt like there was usually more than one or two ancient ponies in these things.

I walked past each cell, casually and confidently looking in as if I was just on patrol. Until I came to another wooden door. There was bright light coming from the crack beneath the door, so it was likely a more common area compared to sub basement hallways/dungeons.

It wouldn’t normally give me pause, but the little blip on my “radar” prompted me to stare into a high corner.

A small, fat spider sat silent among the cobwebs, its long legs able to climb walls and move at a frightening pace despite it’s small size. It’s venom powerful enough to paralyze it’s prey before it dragged it away.

In short, exactly what I needed.

Glancing back, I made eye contact with an old stallion pony who was watching me. I winked at him and he gaped in surprise as I suddenly melted into my usual blob self.

He shuffled farther back into his cell as I snapped a tendril at the spider, seizing it and consuming it in a heartbeat.

Consumed:

Black Jumping Spider [1]— Health Increased — Mimic Acquired

With a thought, I shifted into a frighteningly large spider, with long hairy legs that looked like they were covered in razor sharp spines as opposed to hairs because of their sheer size. Having eight eyes and eight legs was disorienting at first, but newfound instincts yet again helped me compensate.

The old stallion tried to stay as invisible as possible as I shrunk down to about half the size of a pony and took to a wall with ease.

Shrinking might be the wrong word. It was more like I willed my mass away somehow, and I could probably do it in reverse to make myself gigantic. I don't know how it works, but it's magic. Magic ain’t gotta explain shit.

With a single leg I pushed open the door slowly and peeked into the next hallway, noting the single guard looking suspiciously at the half open door. In the shadows of the torchlight and his belief that someone would walk through at any moment, I quickly slipped through at the top of the doorway and made a beeline up the wall.

It was then I made a startling discovery. Not only do my mimics give me a disguise, they give me the strengths of the creature I ate on top of my own. Spiders are naturally very swift for their size, and when added onto my own extra speed and the fact that I was a much larger spider, I nearly slammed into the ceiling in my haste.

After taking a moment to compensate, I adapted to my speed and sped across the roof easily until I was directly over the guard. After a minute, he turned forward again, facing a long hallway, and muttered something about drafty halls and loose doors. I could move on ahead, but the hall was long enough that there was a good chance he'd spot me in his peripheral vision.

Planting myself flat against the ceiling, I worked my spider mandibles into the stone until I had made a small pebble. I snagged with a tendril and let it hang on a long string. I whipped it far out into the hall and slung it back, being sure to reabsorb the whip-like appendage. The pebble flew true and zipped right across the guard's nose.

He snorted and recoiled before planting his spear back towards the dungeons, yelling out angrily.

"WHO GOES THERE!? SHOW YOURSELF!"

He soon charged off down the hall, determined to arrest an escaped prisoner, leaving my quietly cackling spidery self to skitter away.

I came to a few crossroads, and picked the paths that smelled like fresh air. It was rather easy to avoid the moving guards, because I could traverse any hall just by following directly above their heads.

My luck could not last forever though, for as I finally found another set of stairs going up, I was also discovered.

"Hey Look! A Star Spider! Kill it, quick!"

A spear rebounded off the stone just inches away from me, and I skittered forward with all haste, simultaneously dodging another spear as the small patrol of three took chase. After another few close calls, one of them flew up close and punched me, intending to crush me against the ceiling. To be fair, he did, but the end result was far different than he was expecting.

-15 Health

I let go of the ceiling as his hoof retracted and suddenly melted onto his form, engulfing his leg and going after his wings for a quick takedown. He shrieked in surprise and struggled in the air.

"What the hay is this!? Help me!"

With a thought, my mass suddenly quadrupled, dragging the thestral down and giving me enough mass to lash out and seize another of the trio. I spread out other tendrils to suspend my main body in the air and moved quickly on the last guard. Once my signature "eyes" came back, I looked all the world like a giant, inky, octopus.

Understandably, he screamed.

I snatched him up as well and muffled his yelling, but I could already hear a large amount of metal stomping toward me. I quickly started climbing, taking the three guards with me and doubly muting their yelling. I flattened myself against the ceiling once more, and remained absolutely still as a large party of guards came thundering through. One paused and picked up a fallen spear left by one of my prisoners. He glanced about in confusion, at one point even looking directly at me, but he only saw deep shadows, so he soon rejoined the rest.

Feeling a bit like a horror movie, -whatever that is but the reference feels right- I plastered the three guards to the ceiling with some of my mass, leaving them gagged and staring at me with wide eyes.

System Message: Excess Health removed.

I dropped back to the ground with a wet thud, and shrunk down again before their eyes. Once I had the appropriate mass, I shifted back into an armored thestral and continued on my way, leaving the struggling guards to be discovered later.

After leaving behind a dozen more turns, I came across what had to be bunk rooms, as a quick glance into one revealed minimal possessions and - well - bunks. Just where one would expect guards to stay.

I soon heard some commotion from down the hall and came across some very familiar laughter. A peek into the room revealed the first thestral I had encountered tearing the room apart and stealing its more valuable contents. I got a sudden sense of deja vu, like I had seen something similar before, though, once again, I had no idea what had happened in my past.

I flicked a pony ear as someone else approached. They might have already found the guards and figured out my little trick, so I quickly slipped in as Scarlet's back was turned. I slipped down to the ground in a puddle and silently closed the door behind me.

Even as Scarlet tore the room apart before me, I kept a careful watch on the approaching guards with my other senses. They stopped at the end of the hall and began checking rooms.

Right before they reached the room Scarlet and I were in, another guard called out to them from down the hall, running toward them loudly. I could just make out his words despite the nearly sound-proofed door.

"Sergeant Firefly Sir! We found the missing squad! It's bizarre sir, but we found them stuck to the ceiling in black gunk. They say a mutant shadow slime has infiltrated the guard and is headed toward the surface, SIR!"

His superior answered instantly with a strikingly calm voice.

"Private, what do you mean by "infiltrated?" It should be rather easy to pick out a slime."

"Sir! They said after it trapped them, It shrunk and reformed into a thestral guard, armor and all, Sir!"

"Shape-shifting? Private! Return to your squad. Be certain you watch your flank. I don't need doppelgangers mixed into this mess. Corporal Wings! Notify Captain Silent Watch immediately. Let him know we have a "Mimic Slime" on the loose and that we await his orders."

This was very bad for me, they had caught on to my little trick and would be suspicious of any of my mimics. I glanced back into my room and found Scarlet was just about done destroying it. I moved to her duffel bag and mentally grinned as I clung to the bottom, having found my way out. Scarlet soon dropped the last few valuables in and zipped it up before pulling it out the window with her.

I found myself being carried through an open training field, outside at last, and toward a distant bunker-like building. The sun was slowly rising and I could barely see a sliver of the giant golden orb. I dropped down after a group of ponies passed and began to sneak away from my ride, toward some bushes across the way.

Or at least I would have if the sun hadn't suddenly accelerated its climb. In a sudden burst of movement, the sun had fully risen.

-5 Health
-5 Health
-5 Health
-5 Health
-3 Health

I am extremely glad I didn't have vocal chords at that exact moment, as I would have revealed my location to the surrounding three miles. I turned a desperate 180, streaked back to Scarlet, and dove straight through the bottom of the duffel bag into sweet, sweet darkness.

Imagine the most painful thing that has ever happened to you.

My pain can curb-stomp your pain.

This was equal to being stabbed through the dick by a dull, rusty sword- that was just in a forge- covered in lemon juice. Twice! With a little twist and a sprinkle of lava!

Remind me to suddenly develop a healthy paranoid fear of sunlight and all it stands for. Oh wait, nevermind.

I suppose I'll hang here for awhile.

Author's Note

STATS:

Shadow Slime
Lv. 02
Health: 127/150
Attack: 34
Defense: 56
Speed: 55
Magic: 8/10

SKILLS:

Consume -- The Power to Assimilate any object or creature and enhance the user with its properties.
Mimic -- The Power to recreate the parts, abilities, magic, and form of any creature consumed by user.
Unlimited Potential -- The ability to grow stronger.
Omni-Sense -- All Available Cardinal senses significantly boosted. (Includes Magic Sense)
Concealment -- Ability to blend into most environments via body manipulation.

MAGIC:

Magic Shot -- Raw magic with no elemental affinity capable of mild destructive force. (3 Magic to Cast)

SPECIAL:

Physical Resistance -- Basic buff - Additional Defense against physical attacks.
Weak to Sunlight -- Race Debuff - Take gradual damage in direct sunlight despite any Defense Stat. Effect cannot be nullified with Mimic Skill. Indirect sunlight does not cause this effect, refracted light though glass the sole exception.