Smile

by Eternal Samson

Rating: mature
Tags: Princess Luna, Gore, Original Character, My Little Pony: Friendship is Magic, Dark, Science Fiction, Horror, Violence, Princess Celestia, Death, Alternate Universe, Main 6
Length: 7893

A stranger seeks out help and a friend. Expect his idea of friendship is most unusual. Not to mention what he needs help with. His house and they way he speaks only adds to his unusualness. Midnight Sliver is willing to help however.

Midnight Sliver lives in las pegasus, loves being out at night, and is on his way to meet up with his friends and have some fun. A chance encounter with a strange stallion will change the course of his night. And his life.

Not sure yet if I want to make it part of the world in which my other story is in. If I do it will take place just before. And if I do it’ll probably still be a side story in that world. Important to note that mlp in this story is just as innocent and canon as you see in the show expect for the fact that midnight and the strange stallion are oc, the latter not being from equstria and therefore not innocent.

Anyone have good cover art suggestions pls tell me, can’t find any good ones that suit this story yet. I’ll keep looking.

Published 2019-11-26 21:00:01 UTC
Last updated 2019-12-06 19:53:41 UTC

Smile

Midnight Silver was a unicorn that lived in las pegasus. His name midnight had a lot to do with his affinity of night life living. Sliver could be because of how much he got out of it, or the decent amount of money he had. His parents had disappeared at a young age and his grandparents had raised him. With their older parenting style, he had turned out well rounded. Despite such parenting however, it did nothing to quell his love of being out at night with all the attractions and things to do. His grandparents were firm but extremely kind and realized that they couldn’t change him, and that as long as he had a solid life that he was building, he could have his hobbies. They had come to this understanding while he was still a colt which meant they didn't have to argue over it much while he grew. It allowed him to really listen to his grandparents, get a good job, and have good solid friends. After a long week of work Midnight was more than happy to relax and indulge a bit. He was currently on his way to meet up with said friends. As he turned a corner he saw just ahead, partial hidden in an alleyway, a stallion. What caught his eye was how eerily still he was being. Something about it seemed… sad. Being the good person he was he trotted right up and said “Hey, you look down. I’m about to meet some friends and have some fun on the new ride that just opened. Wanna come?” The stallion didn’t move for a moment. It looked up and locked eyes with him.

“I can not, I need a friend to help me fix a problem with my home.” The stranger said.

“So you're waiting on a friend.” He responded.

The stallion shook his head. “No, I am waiting for a friend.”

“Your just waiting till someone shows up and helps?” Midnight asked.

“Yes.” He sincerely looked liked he believed it.

Midnight sighed. His parents raised him to well to leave somepony in need, and this guy obviously needed some help. He quickly cast a neat little spell his friend had made as a magical engineer in Canterlot. Quite a rare, high up position actually. Spells went through a lot before being introduced and only about 20 and been created the last few years.

The spell summoned a piece of parchment and began words began appearing on the page according to the thoughts he directed at it. When he finished, he folded it up and put another spell on it. The parchment zoomed away in the directions of his friends. “Well, looks like your in luck. I’ll be your friend and help you. What seems to be the problem?”

The stallion blinked. “Plumbing. There is no plumbing.”

Midnight sighed internally this time. “Not sure how I can really help with that, I’m not a plumber. I know a local plumber through. Where is your house?”

“Oh that is fine, I have a spell that will create the plumbing, I just need a unicorn to cast it.” He responded, not answering his question.

Midnight frowned. A spell that created an entire plumbing system? This encounter was getting exponentially weirder every second. “Is it complicated?” He asked, fully expecting such a spell to be so for an average unicorn like him.

The stallion blinked again before responding simply with “No.”

“Well, where is your house?” Midnight asked.

“Over here.” The stallion said as he turned down the alley.

Midnight followed behind him, walking just a bit faster to reach his side. “What’s your name?”

Another microsecond pause before he responded. Midnight could see him blink again in that pause. “Smiley Face.” He said.

“That's a cool name. I’m Midnight Silver.” Internally he was wondering why, if his name really was Smiley Face, did he never smile? They reached the end of the alley way and Smiley tuned to a door and opened it with his hoof.

“This is the back door to my friend’s house. My home is not in this city, and my friend helped me build a little machine that allows me to teleport to my home.” The stallion said facing Midnight before turning and heading inside.

Midnight was thoroughly confused by this point. A machine that allowed teleportation? He had never heard such a thing. And he got the inside knowledge about prototypes of new spells, machines, and machines infused with spells, thanks to his friend that worked in Canterlot. Based on the way he talked about the projects he worked on, this teleporting machine sounded far beyond what anyone had accomplished since the magical engineering and research center that said friend in Canterlot worked at had been founded. Midnight’s curiosity got the better of him and he followed Smiley inside. Inside he found himself in a kitchen. It was strangely bare, and smelled funny. He scrunched up his nose and trotted to catch up to Smiley. He passed through the arch above the kitchen entrance and found himself in a living room. It was also strangely bare. There was a couch, a table with a lamp, and heavy curtains on the window. He saw Smiley drawing the curtains closed and then walk over to an alter looking thing. He finally noticed what was on it. It was a large wooden stick. Smiley walked up to it and motioned Midnight to come over. He walked over slowly. Equestria was very safe, with practically no crime. This meant there wasn’t any concept of stranger danger. However despite this, Midnight couldn’t help feel suspicious at all the unusualness of the situation. Still, he was raised to see the best in everpony, and there are plenty of weird harmless ponies. Like the famous Pinkie Pie.

“What’s this?” He asked.

“A gift from my old friend. Before he left me.” He ran a hoof along the stick. “It will allow us to get to my home.”

“How?”

“I’ll show you. Hold my hoof. Trust me.” He offered his hoof his, eyes locked on MIdnights. Something in them was simply...compelling. He raised his hoof and put it in Smiley’s. Smiley smiled. It was powerful. He could see why he was named so now, just looking at that smile…

Smiley turned away and raised his other hoof and touched it to the stick. Midnight couldn’t see the glow underneath the wood. There was a flash and a bang like the kind when a unicorn teleports. The house was left empty, the 2 stallions gone.

The same flash and bang that accompanied there vanishing from the house occurred as they appeared in a large, dark, foreboding corridor. Midnight shivered, his curiosity beginning to fade and trepidation setting in due to the gloomy atmosphere he found himself in.

Smiley drooped his hoof causing Midnights to fall by his side. “Sorry for the gloom, haven’t got proper lighting in yet.” He said.

“Don’t you have any windows?” He inquired.

Another blink. “Yes, but this is the basement. The plumbing will be stemming from here. We need to be here for the spell.”

“Why did the teleport thing not teleport us to the entryway?”

“My friend was kind enough to put effort into the gift, and made it work similar to when a unicorn teleports, allowing me to think of a destination to appear at.”

“Still, it would have been nice to use the entryway, since I am a guest and am unfamiliar with you or your home.”

“I can show you around afterwards.” To show he meant it, he turned to Midnight and smiled that...compelling smile. “Now come, this way please.”

They walked side by side down the long hallway. Midnight could see many doors and offshoot hallways. “What are all the doors and hallways for? How do you even have a basement this large?”

Another visible blink and brief pause. “Gifts. Donated by peop...ponies.”

Midnight frowned again. Even his curiosity was getting impatient with all the strange ,vague, and confusing answers. He tried another topic. “What about that friend that left you? Why did he do that? Must’ve been something big for him to just leave after giving you that awesome gift.”

Blink. “Yes, yes it was big. I think it was something I did that made him...angry. I tried to fix it, but he wouldn’t listen. He just...left. He’ll be back soon though. I know him too well, and I haven’t stopped trying to fix it. It’s only a matter of time before he comes back to me…” Smiley trailed off looking almost wistful.

“What did you do exactly?” Midnight asked.

“I don’t know.” Smiley responded.

“Well how are you supposed to apologize and fix it if you don’t know what you did wrong?” Midnight replied.

“Exactly. You are smart. Maybe after you help me with the plumbing you can help me find where I went wrong so that I can fix it.”

Midnight was getting just a bit annoyed. Even the way he talked was weird and ominous. Still better to help and be off. Last time he helps some random stranger despite what his grandparents taught...

Finally they reached the end of the main hallway. In front of them was a large set of doors. They got up close and they opened by themselves.

“How did they do that?”

Blink. “Magic.”

Midnight snorted this time. Of course his answer would be a vague explanation.

They walked inside and Midnight looked up. The room was huge. The ceiling looked several stories high at least. In the center of the room was a table, propped up at an angle against the wall.

“Is this where the spell needs to be cast?” Midnight asked

Blink.”Yes. Just step up to the table. It's where the spell will begin building on.” Smiley replied.

“You sure?” Midnight inquired hesitantly.

“Absolutely. I have accounted for everything, even the improbable.”

Midnight sighed again. Oh well. Better get it over with. He walked up to the table and waited. “Uhhh..where is the spell thing?”

“Oh yes, of course, instructions on how to do the spell, right here, Hardly requires any power.” He walked up and handed a piece of parchment to him, then stepped back a few ponies length away.

Midnight looked over the parchment. It seemed simply enough. He wasn’t a spell mechanic pony, so he only had Smiley’s word that it did what he said it did. He still doubted Smiley’s claim that he would be able to perform the spell. He was just an average unicorn, and only knew and could do a handful of small simple spells. While this spell looked simple, he just couldn’t believe a spell that created an entire plumbing system could be so. Still better to try and fail, allowing him to leave this weird place, then not try at all. After all that would just be plain rude. He may have his misgivings about Smiley, but he wasn’t so blatantly rude. He looked over to the parchment as a reference as he concentrated on gathering energy and weaving it both with words and thoughts as it instructed.

It felt like a short time before he was done. He completed the spell with barely any effort exerted. Nothing happend for a second. Suddenly the table began glowing. The sides opened up and large metal arms shot out and grabbed him with unbelievable strength. They forced him on his back on the table and held him down. Straps also shot out from the sides and tied him down. He began screaming but another strap shot out and covered his mouth, muffling his screams. The table moved from the angled position to almost straight against the wall. He locked eyes with Smiley across the room, his eyes pleading. Smiley smiled wide, his grin seeming innocent, but in light of the situation, looking sinister. He tilted his head and waved a hoof. The strap on his mouth fell away.

“Don’t bother screaming. We are too far down for anyone to hear.” Smiley said.

It must be true or he would not have let the strap fall from his mouth. “What do you want?” He asked shakily.

“To make you my friend.” He replied, still smiling.

“You don’t have to make me. I'll be your friend, promise!” Midnight said desperately.

Smiley laughed.”You do not understand at all. You cannot be my friend unless you are like me. It simply won't work any other way.” As he said this, his body flickered. Then there was a sound and his body began disappearing, showing what lay beneath.

Midnight stared in horror. It was huge. Almost 10 hoofs tall. That was about twice as tall as Princess Celestia. It had a large chest and body as well, a pitch black armor looking thing encompassing him completely. The amour itself had a sheen and hardness like metal. Coming out of its body were 2 massive metal arms attached to equally massive hands with dozens of fingers on each. Each hand could cover half of Midnight's body completely. It’s legs weren’t straight but bent in places. As he looked however something moved and the metal legs began shifting somehow, and it began to get taller as it’s legs straightened. By now it was definitely at least 10 hoofs tall.

All this he took in before looking slowly up to its face. And that is when the horror simply overtook him. Its face was smooth, with ridges etched deep into is glassy, metallic, pitch black face. Most of the ridges glowed very faintly. But some of the ridges were glowing with a strong, sinister yellow white light. It began to shine so bright that the other ridges were unnoticeable, and he now could only see the shining ridges. The glowing ridges formed the shape of large solid color eyes filled in, some other features like eyebrows, cheekbones, and the largest smile he had ever seen. It was even more unnatural because he knew there was no way those eyebrows or mouth could move at all, only a change in the lighting on the ridges of the smooth face could give the illusion of movement. Which lead to the disturbing conclusion that its face was complete artificial. Somepony had made a smooth, oval surface and etched permanent lines in the metal, and somehow made them glow so that it the light produced an illusion of actual facial features. How he was able to think rationally about the situation while also overcome with horror was something he did not think about, or even notice strangely enough, considering how perceptive he was being. Equally interesting that he didn't notice more metal arms with things attached come from the ceiling, several with needles that had inserted itself into his neck without him noticing just before he began to be extremely perceptive.

It looked at him another moment, smiling, before it spoke. “Do not worry. Conversion and integration process is verified. You will experience no pain. I have heightened your perception and deduction to allow self conclusions to be drawn to increase the chance of successful emotional sentience transfer and emotional integration supplant processing.” Its voice was deep, with a throaty growl in every word, like a monster, but imperfect, and he could hear subtle differences in the voice. Surprisingly despite its imperfect mimicking, the actual voice sounded as if produced from an actual set of vocal cords and voice box, albeit with some interference in the end product that left its non moving mouth. Upon closer inspection of the mouth, he saw hundreds of tiny holes. ‘Must be how the sound comes out’ he thought.

The thing was not finished speaking however. “Unfortunately my previous friend, who donated his horn to allow teleportation to this location, along with every previous acquired acquaintance, did not succeed in the emotional sentience transferral stage. I am still alone.” It said the last word heartbroken, and cast its head down. After a moment it raised its head back up and continued “I created the new perception formula to allow self conclusion in the hope that this time, my efforts will yield a friend. I have not yet been able to utilize unicorn horns as part of the main interface, so I am afraid it will be removed. If I am able to unlock its secrets, I will reintegrate it into your cybernetic flesh compound.” It paused for a moment. It looked as if it was thinking. It must have come to a conclusion for it began speaking again. “You are probably wondering why I am doing this.” As he said this, the door opened and a slighter smaller version of Smiley in his true form came through. Smiley turned his head towards newcomer. “Ah, I see my old friend is here. To bad his soul still has yet to come back to me.” Midnight's eyes widened. This was the friend that gave the “gift” to Smiley and “left him”.

Smiley seemed to read his thoughts. “Yes this is him. It is his horn we used to get here, thought I covered it with wood shell to avoid suspicion. Unfortunately it was taken, along with his body, against his will. It is this that I have reason to suspect his mind’s emotions did not become reprogrammed into the interface like it should have. I believe it was why he is incapable of feeling, and therefore is incapable of being friends any longer. He lacks connection to his soul, which hopefully has not dispersed and died due to the disassociation of his mind and soul. I tell you all this, so that unlike my previous subjects, you will accept the transformation I will bring about you, and therefore possibly succeed in retaining emotional sentience while reprogramming your mind to process your previous memories, to see yourslef as we see you, and make you the perfect friend for me and my new civilization.” At the words “new civilization” many parts of the wall slid away and almost 2 dozen more beings like Smiley emerged. “A civilization spanning this world ” Smiley paused again. “It will take hundreds of years at least to succeed. We must and avoid the goddesses, and their servants of harmony. But we will succeed. They will learn that harmony is not life. We must push the boundaries, to create new things, if life is to ever have true purpose. All the ponies and creatures of this world will become like us, invincible warriors with powerful emotions and purpose, fused with their own powers, what you call magic, what I see as another form of energy to be added to our own. We are strong, but can only rise so far without the many energies and emotions that live and thrive in organics. Energy and emotion that lies not just in the flesh of organics, but in the very soul of organics, the soul being something we have yet to learn to create; the soul’s existence requiring powerful, real emotions to be sustained. We will fuse not just your flesh but your souls and real emotions to our machine sentience to create a new species, a new civilization. Accept your role as an equal member in our new civilization's frist era. Think hard on how much you want to join us.”

“Don’t struggle now.” Were the final words Midnight heard as another needle inserted itself in his neck.

As soon as Midnight fell unconscious, dozens more arms came down from the ceiling. Some were needles, and stuck themselves all over Midnights body. Red liquid flowed out some, and a strange liquid flowed in others. As the fluids flowed, another table rose from the ground near Midnight’s. On it was a body like Smiley’s and his “friends”. It was opened and seemed unfinished. After the needle arms finished, the needles extracting blood and inserting other liquids withdrew. As the arms holding the needles made their way back into the ceiling, others that had been waiting, saws and many tools suited for cutting flesh and bone in a surgical manner and holding said items came forward. The arms took turns cutting and moving pieces. Flesh, muscle, tissue, organs, bones, and more were removed and moved towards the other table. Wires inside the body shot out, latching on to the organs and bone. Some inserted themselves into the organs and bones. Some waited as more tools came over, melting flesh, muscle and tissue, others reshaping bones and breaking them down, then bringing it closer to the body as more wires began to fuse with the pieces of bone. More tools came and inserted themselves into the bones and organs, causing the latter to shrink and change shape. The bones began to become harder. The melted flesh sat contained on a platform with edges holding in the liquefied flesh. Many more tools came towards it and poured many liquids into the flesh. Some rods and tools inserted itself into the mix. The tray glowed and a glowing wall of light shimmered around the exposed places on the platform container. The flesh began to solidify, though by the time it was solid again, it looked nothing like it had before. It was no longer the same color, texture, size, or anything. The shimmering field disappeared and the tray moved towards the metal body. More wires shot into the flesh and tools helped the wires guide it back to the body. The wires began threading the new flesh through the metal body. Needles came and inserted themselves into the flesh, while red blood and other liquids flowed into the flesh

All that was left on the table that held midnight was his horn and brain. Both were hooked up. Surprisingly there was no blood anywhere, despite all the lobotomy that had just occurred. It was a while before many arms and tools came to move the brain over to the new body. A needle inserted itself into the brain, and it also shrank. Wires shot out and inserted itself into the brain as it was carefully brought inside the body, paced with all the other organs in the center in a complicated, intricate array, wires interwoven throughout all of them. The arms, legs, and chest had been fused with the muscle and tissue. All the arms and their attachments suddenly retreated and went upwards back into the ceiling. The body began to shift, metal and wires moving as it began to close itself up. Once it was closed it was another few moments before the etched marks on the otherwise smooth and oval face began to glow. Only the marks of the eyes began to outshine the others. There was a clanking sound and the table stood straight rather than at an angle. The metal bands holding the body in place released and the body dropped. It fell into a crouched position, then slowly stood up.

“Respond!” Smiley called.

“All systems operational.” It responded.

“And?! And?! What do you feel?! Who are you!!!!”

“Designation not provided.” It replied.

“Connect to the mainframe then! Download shared files!” Smiley yelled.

“Success. Designation SU-MS. Brain state catalogued for reference. Awaiting orders.”

“No.” Smiley whispered. “It failed again. Midnight left me too.” Smileys face disappeared and a second later different ridges lit up, displaying a face of pure rage and hate. Then he raised his head to the ceiling and screamed.

Cry

Starry Gaze and her friends, consisting of 3 stallions and 6 mares, were worried. Midnight was supposed to be meeting up with them. After an hour they assumed he was going to be late. They had a system if one of them got delayed so that when they showed up they could find the rest of the group. It wasn’t the first time one of them had been late either. With that in mind, they had all gone off to enjoy Las Pegasus’s attractions. By the time they were all ready to go home, there was still no sign of Midnight. This too was not unprecedented for one in the group to be busy and not show up occasionally. Besides, they had gotten his letter that he might not make it today; that he was going to help someone he had come across, and to not wait on him. It was a few days later when Midnight’s grandparents had contacted them, that the first piece of dread filled Starry’s stomach. Apparently they had gotten a letter from Midnight when he hadn’t come home. It said how the stallion he met had a wonderful opportunity to explore and possibly even make a great discovery in the wild jungles further south of equestria, and that he would be gone a few months. Starry was worried because this didn't sound like the Midnight she knew. The wandering off with some stranger wasn’t the part that bothered her. Strangers were nothing in peaceful Equestria. Interacting with and helping ponies you didn't know was actually encouraged. It was disappearing far away for months that bothered her. Midnight, like her, lived for their friends. Going off by himself with a stranger away from his home, family, and friends for months, just for some vague promise was simply out of the blue and out totally out of character for Midnight.

She wouldn’t lie that she hadn’t missed him when he hadn’t shown up that night. Starry loved to look at the stars, the wonder of the sky, and all of Luna’s beautiful work. She was in the minority of ponies that lived for Luna’s night sky. It might have something to do with her nature, always distracted and captivated by the beautiful and charming things around her, and the comfort she felt at a peaceful, cool, dark, starry night. As such, she didn't make the strongest social life for herself. It wasn’t nonexistent like that famous Twilight's was before she had her friends, but it was weak nevertheless. Until she had found Midnight, who being the kindest of the group, introduced her to his friends. All nine of them had done everything together ever since. Midnight was far more practical than she was, but seemed to see something in her unique perspective. After all, he only picked seven others to be in his main friend group. It made her feel special, and she had worked hard to be a good and outgoing friend. She wasn’t the best, but she made great improvements. Sure they had all helped her, but they all knew Midnight was the key pony that brought her in, helped her, and kept the group together. It was why she simply couldn’t believe that he would disappear like this. Her friends all shared her concern, as they all knew, Midnight kept them together. They were all close enough now that they still were great friends, but they could all feel a profound sense of loss at Midnight’s absence.

Starry was tempted to go after him herself, but she knew she would never survive out there in the wild alone. She was on her way to talk to his grandparents again, as they had both helped comfort each other’s worries about Midnight. Her other friends had talked to them once, but Starry went every week. She chalked it up to habit and being a good friend.

She stopped in front of Midnight’s grandparents house. She always felt a little nervous for some reason every time she went. It wasn’t to bad, but still, she just couldn’t figure out why she felt nervous at all. This time it was different however. She felt a lump form in her throat, and a small weight in her stomach. She walked up tentatively to the door and knocked on the door with her hoof. She waited for almost a full minute before the door slowly opened. In the doorway she saw that it was Mrs.Silver, Midnights grandmother. Her face looked long, tears streaked her face.

“What’s wrong Mrs.Silver?” She asked. She forgot to use her first name like she had asked, her politeness still a habit. This time however, she didn’t correct her.

She said nothing at all, simply turned around and walked back inside. Starry followed. They left the entryway and were now in the living room. Much of it was the same last time Starry had visited. Pictures, furniture, walls, color, decor. She wasn’t some home decorator so that was literally all she saw it as, for to her, that was all it was. Expect the one picture, the big one on the center of the wall behind her, which the couches and lamp stands stood against. It was a picture of Midnight’s family, his parents and grandparents, him held by his mother, barely a year old foal. She couldn’t help but smile every single time she saw it. It was simply such an adorable picture, a little Midnight held by his mother, eyes staring curiously forward. The smile quickly left her face when she took in the large rectangular box in the center of the room and Midnights grandfather sitting on the couch, tears covering his face. On the box was a piece of parchment. Starry went over and opened it.

Dear Mr. And Mrs. Silver.
We regret to inform you that your grandson Midnight Silver was found by explorers in the jungles south of Equestria. Our best guess is he contracted some unknown disease, and was unable to receive medical attention in time. This is an extremely rare occurrence, and as such, not only do we extend our deepest empathy at this tragic event, but we will fully pay all funeral, therapy, and any other expenses related to the incident and its effects on family and friends. Do to the extreme rarity of the event such as it has occurred, as well as policy that any deaths suffered by the non-senior population be immediately reported, a report will be sent to Princess Celestia.
Signed, Paper Stack, mayor of Las Pegasus

The parchment dropped from Starry Gaze’s hooves. She stood there frozen for 3.5 seconds. Then she screamed.

“NOOOOOOOOOOOOOOOOOOOOOO!!!!!!!!!!!!!!!”

Designated SU-MS was currently not feeling anything. Security of the conversion operation was absolute, and as such, he had been assigned to watch his own funeral to make sure the story sold. He was not surprised that the ponies had not figured out that the body in the coffin was not his, but a synthetic flesh along with highly sophisticated, completely unusable, model organs designed to be real in every sense except actual workability. The reason he was not surprised was because the ponies were primitive. That's what the data file said, and like all the information he had received, was so far accurate. They also had no spells designed to identify microscopic differences that would have easily given away that the organs and flesh were not real and never had worked in the first place. Once they had pronounced his corpse dead, they had immediately put it in a coffin. No autopsy; they didn't even reuse the perfect, still usable flesh. Such a waste really. He would have to recommend recovering the body after the burial to Smiler 1. No use letting perfectly good spare organs and flesh go to waste, even if it wasn’t designed to sustain life. It still held good cellular structure and atomic structure, that if attached to machines in a Smiler body to preserve it, could be used to operate all systems and obtain power, rather than using actual bodies for any repairs, extra layers of protection, or as a battery.

He was situated in the back of the funeral currently donning designated disguise 66. All assignments deemed high priority and high risk used camouflage bases of 60 and up. Although they could use the appearance of previous ponies they had converted, as many came from other parts of Equestria, Smiler 1 had deemed it as an unnecessary risk, and due to their precarious position, he did not like taking any risks he did not have to. So instead they catalogued all pony appearances they saw, striped it down to a base, and randomized the features. Despite the Smiler units robotic, logical nature, they knew not to mix male and female features with the wrong gender of the disguises, as that would put them out, and they wanted to blend in. They also cross referenced the randomized appearance they created to make sure it wasn’t an accidental copy of a real pony’s appearance. There was still a degree of risk however, being that they had catalogued less than 15% of the entire pony population.

SU-MS watched as the funeral ceremony, or whatever it was called, started. He divided his processors in 2, one part to catalogue all the ponies appearances around him, the other to watch the events unfold. He waited patient and still, his wandering eyes being the only exception. He listened carefully to each speech, and everytime found nothing that gave warning flags of suspicion towards the circumstances of his “death”. Although his data said that funerals were mostly talking about the ponies life and grief at their passing, it was still possible that a dangerous idea could be presented that caused the ponies to take extra notice and care around the strange and unknown, which could be harmful to their operations.

It was the last speech that such a problem occurred. As the speaker stepped up to the podium, he realized he recognized the pony. It was Starry Gaze. He had recognized over half of the ponies that had spoken purely on personal memory alone, rather than data files from the central node. Which made sense, most of the speakers being family and friends of his.

But she was different. An unidentifiable emotion fired off in his brain, and the processors froze for a split second. Then it was gone. He blinked, concerned. This was new. Everytime someone had gone to speak, family or friend, there was the faintest of an emotional spark. So faint that only his hyper aware sensors would even be capable of detecting it. Smiler 1 already knew this of course. Although most of the other ponies that had been converted had been taken in more obscure circumstances with less family or friends to have to deal with, and therefore not had to attend their funeral, it was not an unprecedented occurrence to meet another pony from their past that sparked something within them. Smiler 1 called it “natural response”. He said that the chemical bond of memory and brain reacted to those it knew with the feelings associated with that individual, as it had been trained to. Kinda like how electricity will cause the muscles to spasm and contract even if the victim is dead and receiving no instruction from the brain. Without the soul, which he said was lost, that is all it was. An emotional echo. Not real. Without the soul to experience true emotion, it was just the spasms of some coincidental phenomenon. It caused great turmoil within Smiler 1, as his goal had been to bind the flesh and soul to machine, to make them like him, and to feel like he did, to change their body and soul to become a member of his self made civilization. He was greatly disappointed at his most recent failure, SU-MS.

But the emotional spike SU-MS had just experienced was not like the phantom emotions. This was far, far more powerful. Because of the failure to bind soul, mind, and emotion to the processors of his machine body and brain, emotions were entirely incompatible. A brief ghost of an emotion did nothing. But what he had just experienced was a spike large enough that his processors were unable to compute it, and his systems froze, until it passed a split second later. He filed the error away for his report. Smiler 1 might be happy to hear of something like this, as it might mean hope in his endeavors, but SU-MS was concerned. If his processors froze again, he would be completely vulnerable. On top of it, he had no data to deal with it. It was a dangerous, unpredictable anomaly. Definitely the second most important thing on his report, the first being what Starry Gaze herself said.

The whole thought process he just went through including the freeze took an entire second. After which he returned focus to Starry Gaze and waited for a few seconds before she spoke.

“Midnight was my best friend. He found me, not the most socially outgoing of ponies, and he took me in. Invited me to things, introduced me to his friends. He changed my life. He gave me something I will forever cherish and am forever grateful for. Friendship.” She began to tear up and in a choke of sobs tried to continue. “It’s why I will miss him so much. He was a great pony and did not deserve his cruel fate.” At this point she broke down and spent a full minute trying to compose herself. When she finally managed to get herself back in control enough to talk, she continued. “And neither did his parents, who met a similar fate as him. But in their memory, we will make sure this never happens again. We will take his story to the princess, and make sure that this never happens again.” She said these last words strongly, with a fury in her eyes. That was the thing about Starry Gaze. Many thought she was weak, or shy, because of her lack of natural social affinity. But it was not so. She was a pony driven by passion. Passion for the stars, which is what distracted her from creating a strong social life, and now passion for her friends. Whereas many ponies may have been overcome with grief at such a tragedy, which at times she was, overall, she was instead often overcome with righteous fury that the world had taken the pony who gave her a new, stronger passion for her life; him and his friends, now also her friends. A passion that literally had changed her life. A passion so strong it had become part of her identity. And now the world took had taken it away from her. And she would not stand for it.

Alarm bells rung in SU-MS’s processors and brain. If had been just his organic brian, he would have been shocked to her the revelation that his parents died similar to him. His grandparents had never mentioned that his parents had been lost in the jungles of equestria, the reason for being there also vague. But he had shared data files. Files that told him his parents were not dead, but were converted like him. That it was Smiler 1 who took them and planted the same untraceable cover story. That is was the shared personality of kindness that had led them into the same trap. What raised red flags in his mind instead was the other thing Starry had said. They were going to take his story to the princess. This was the exact thing he was to watch out for, the whole reason he was sent to the funeral in the first place. Smiler 1 needed his report now. This was high priority. He activated his transmitter, sent his report to Smiler 1, and waited for further orders.

Starry Gaze walked slowly with tears still staining her cheeks and a determined look in her eyes as she went back down to sit in the front. She knew however that that determination to see the princess and get some comfort from them in their response to the situation would be short lived. Soon she would return to the great consuming pain and endless tears. It would take a while before she would be able to not cry everyday. She could still function, but she did so with the look of one with a broken heart. No one could blame her it either. Death, especially such a tragic one like Midnight’s was extremely rare, and nopony was trained to deal with it well. Even in the entire senior population of Equestria, only a few dozen maximum died a day, and those close to them had many long fulfilling years with them to enjoy, and prepare for their passing. Starry Gaze didn’t have that. Midnight had been taken suddenly from them all. Interestingly however, she seemed to take it the hardest out of all their friends. Sure they had all cried many times, and had many days were it was difficult to go through the day with any happiness at all, but she still had more of these days and times than the rest of them. She chalked it up to how integral Midnight was in changing her life. The only one who grieved more than her was Midnight’s grandparents. First they had lost their children, and now they had lost their grandson. Their grief was almost unimaginable. Almost.

She listened to the last few speeches as the funeral began to wrap up, but found her thoughts wandering to her own memories of Midnight, inspired as she heard others tell about his life, his gifts, achievements, and more. Truly, he was one of the nicest, kindest, most wonderful stallions she had ever met. Just hearing of all of his wonderful kindness and great qualities, she found herself silently crying again. Why would the world take her best friend, someone so wonderful and kind? It just felt cruel, and the injustice of it left a deep mark on her soul. She had had the most wonderful time of her life with him and his friends, and now it felt as though someone had smashed it all with a hammer. It may not all be gone, but it was sure was broken up bad. Sure they could put the pieces back together, but it would always be a shadow of what it was. She would never be able to forget what she lost. Who she had lost.

Finally, the funeral came to an end. Slowly ponies began to file out. Starry Gaze moved instinctively to follow them.

“Starry, wait.” Called Midnight’s grandmother.

She stopped.

Midnight’s grandmother continued. “Why don’t you come and stay with us tonight? We can pack for Canterlot tomorrow.” Starry had been someone who they could share their pain with at Midnights loss. She had come by before often to share in their concern at MIdnights disappearance, and to share in their pain once they discovered what had happened. Such as it was, the offer was as much for Starry’s benefit as their own.

Starry for her part was split. She wanted to be alone right now, the funeral had taken a large toll on her heart and despite her ability to empathize with Midnight’s grandparents, she also needed to be alone. She may have been doing great at being more extroverted, but she still was an introvert at heart and needed her time. Right now was one of the times that she felt such a need, but she knew as much as she needed to be alone right now, they needed her with them. She got comfort from their empathetic company as well, but not all the time like Midnights grandparents did. Her heart, knowing all this, couldn’t refuse.

“Sure, I’ll be there.” That was as much as she could muster to say. Midnight’s grandparents understood that she probably was going to walk around a bit, knowing due to the extensive amount of time they had spent together the last few months, that walks and time alone helped her. As such they said nothing and watched as Starry slowly made her way to the exit. Once she was out of sight they grasped each other’s foreleg and made their own way out, and towards their home.

Starry made it out of the throng of people and simply stood, taking in the sights, deciding which way to go. As her eyes wandered something caught her eye. A stallion was standing still as well, ignoring the ponies that passed him, simply staring. His eyes moved fast, looking at everything. The eyes were on her in an instant. He smiled and began to trot over. Starry got the weirdest feeling looking at him. Something about him felt simply wrong. And yet also familiar. As far as she knew she had never seen him before. Her eyes were suddenly compelled to look up to the stars. She never understood why she was always drawn to the stars, but it was the reason she enjoyed viewing them every night. She never felt such a strong impulse to look at them during the day however. She gazed upon them for an instant, barley making any out in the evening sunlight, and forced her eyes back to the approaching stallion. Upon doing so she subconsciously recoiled, the feelings of before overwhelmingly magnified. She had no idea what she was feeling, but she did not like it one bit. And yet at the same time see felt rooted to the spot, as if she had to talk to this stallion.

He frowned seeing her reaction as he trotted the last few paces over to her.

“Are you okay?” He asked.

“Y-Yeah...I...it...nothing. Just a feeling.” She swallowed hard trying to focus only on the conversation.

“You sure? It does not appear to be so minor an emotion.” He replied.

“Ya...I am sure.” She said sounding anything but.

His gaze became soft. “You know, I was at the funeral, I understand.”

“Oh, thanks, I guess.” She responded.

“I heard your remarks, I was wondering if I could accompany you to Canterlot when you go to see the princesses. I would like to share his story as well.” He smiled sincerely.

She shifted on her hooves. “Oh, well, I guess, if you want. Uhhh...we leave tomorrow morning. How will I…?”

He interrupted her. “Oh don’t worry, I can get the tickets. Does 9am sound good?”

Starry blinked. “Uhhh… actually that sounds perfect. I guess I’ll er... see you there mr….?”

This time he blinked. “Trail Blazer. You can call me Trail Blazer.”

“Well, I guess...uhhh...see you then?” She said, visibly uncomfortable.

“Oh yes, of course. Goodbye Starry Gaze.”

“Wait, how did you know my name?” She asked suspiciously.

He blinked very noticeably, again. “It was in the program at the funeral.”

“Oh. Sorry...its just…”

“Oh no problem. I must be on my way now. Goodbye.” At that he turned around and walked away.

Starry shivered visibly, and began walking quickly to Midnight’s grandparents house, deciding she no longer needed time alone. Right now, she needed to not be alone.

Author's Note

The build up continues... this is now its own story, and as such I have added another part to build up to what I originally planned for the second part, and then will continue after those events. Don’t forgot to comment, give your feedback, and point out any errors:). If you guys Think of a good name to fit the other 8 friends or Midnight's grandparents tell me. So far I haven't done so because they get so little time rn.
Think I am gonna switch and write for the redemption arc next.