Time for a Changeling.

The changelings' charge stopped. Suddenly five mares had appeared in between them and Fluttershy, brandishing the Elements of Harmony.

"Oh thank Celestia you're here girls i thought-"

Fluttershy paused. The changeling around the six ponies smiled as Fluttershy's friends faced her. There faces stared blankly into hers.

"G-girls?"

a smirk appeared on their faces. Skin peeled away in flames as her friends turned into the same identical creatures surrounding her. Fluttershy gaped in horror. The elements started to rust and crack loudly.

The five mares were wide eyed staring into the cottage. It was terrifying. A large cocoon dangled from the roof with large, slimy tendrils extending to the walls. It had what looks like green luminous roots shooting into the ground. From inside they could see the faint outline of a pony curled up in a ball.

"W-what is that squishy thingy-ingy?..." Pinkie said.

"I-it's a...a...squishy thingy-ingy..." Twilight said.

"W-we have to get...her...out!" Rarity screamed.

Suddenly there was a slight noise and the light coming from the pod faded away. Slowly it grew darker and darker until it turned to a brown, withered shell. The container cracked loudly.

A jagged line in it opened up and out slid something which horrified them. It landed on the floor and slowly started to stifle around. Its eyes opened.

"H-hey girls what happ-" the creature stopped.

Rainbow Dash was staring at the ground not moving a muscle while Rarity, Applejack and Twilight had their mouths wide open. What was worse was the constantly bright, happy party pony, her friend Pinkie Pie was sobbing.

"W-whats wro-" she stopped again. Her voice sounded different. It sounded like a small buzzing drone and her words were hardly audible. She put a hoof to her mouth but stopped half-way.

She saw the black chitin shell on it along with the holes going straight through it.

"No...no no no no no-" the 'once pegasus' said as she ran up the slimy stairs into her room. Standing inside was a red-coated pegasi wearing an all-too-familiar smile holding a mirror towards her. Her details were horrifying.

Her mane and tail has rotted, replaced with a thin membrane littered with holes running from her head and flank. She had a fin at the back of her head and had venom dripping from her fangs. Her blue bright pupiless eyes looked to her new body, all her fur had fallen away leaving a hard chitinous shell.

'Like it? I think your mane goes well with your carapace." 'Torchlight' said.

"I-I...how...why.." stammered the once pink maned mare.

They heard a loud bang on the door "Fluttershy! Let us in!"

"Well I'd love to keep you company Butterfly but I'll be leaving now!" Torchlight said as he flew out the nearby window.

In a purple flash the door was shattered into pieces. As the dust cleared Twilight saw a black figure bundled into a ball whimpering.

Twilight trotted over to the creature.

"F-fluttersh-" Twilight tried to choke out.

"I-I j-just wa-want......JUST LEAVE ME ALONE!" the creature shouted and bolted through the open window.

"I hate mondays..." Twilight said before she hit the ground.