The Mask Makes the Pony

by kudzuhaiku


Chapter 54

Strange creatures moved through the darkness in Ponyville. Their faces were almost birdlike, they had beaks, they blended into the darkness almost to the point of invisibility, and they moved about on long spindly legs that were far too long for some. The grotesque and macabre figures moved under a cloak of silence and overhead, the Night Lady, Princess Luna, the Princess of the Night wove a comforting blanket of sleep for the residents of Ponyville with her magic.

Nestled away in their beds, most of the residents of Ponyville were quite unaware that they had such strange, surreal visitors. The rat catcher’s guild moved about on stilts, surrounding the town, preparing for the purge. Piper moved among an army of older, more seasoned protectors, including Doctor Sterling and Mister Balister, as well as a host of skilled apprentices. Tonight, her magic was going to be given quite the field test and perhaps even pushed to its limits.

But of all the strange sights in Ponyville, there was none stranger than that of Flicker herding his army of guild cats, fearsome mutated monstrosities like Spud. They had come on the train to Ponyville too, following Flicker’s command in a manner most eerie that none could explain. And so, it came to pass that Flicker was given his first real position of command and his own army.

Hennessy too, had been given a special assignment, and one that he hoped that he would do well. It was simple enough an order, but it had no end of complexity. Hennessy’s special assignment required that he be himself and so he appeared without mask or costume, like a straggler showing up late and ill prepared for the masquerade.


“Some of the squirrels started talking about how their neighbors were showing worrying signs,” Fluttershy said in a muted whisper. “Squirrels are like that, they’re gossipy, but sometimes it’s helpful. A lot of the animals are showing signs of sickness; rabbits, squirrels, chipmunks… many of the forest dwelling rodents. As usual, I’ve gathered up a healthy population and I put them in a secure, comfortable place so we can do what needs to be done.”

“Aye, Lass.” Wicked gave the sunny yellow pegasus a nod of acknowledgment. “‘Ennessy, yer job is to stay with Fluttershy and see that she gets through this night. This ‘as always been rough on ‘er, Lad. Plus, I want you to have a good rapport with ‘er. She’s a real value to us in the guild and we need ‘er observations.”

“Okay, Wicked.” Hennessy held his head high and then with a turn of his head, he looked at Fluttershy. “Do you need a hug or something?”

“Oh, yes please!” The yellow mare moved with alarming sudden speed and latched on to the young colt as the pair of them sat down in the grass. “I can’t stand it when my animals get sick, it troubles me so.” The yellow pegasus sucked in a deep breath as she tried to gather whatever courage she could muster. “Wicked, go and do what must be done. Also, I think that Twilight wanted to talk to you.”

“Aye, Lass, I’ll look into that…”


Flicker didn’t understand what the big deal was. There was absolutely no trouble to be had when herding cats. He didn’t understand why the guild cats were willing to follow him and obey his commands, nor did he question it, some things it was just better to accept. More cats had joined the herd, some house cats by the looks of them, maybe pets, maybe strays, he didn’t know.

“Disturb nopony,” Flicker commanded, his voice mechanical behind his mask, “and be careful. Go into the houses, slip in through windows, if there is an opening, find it. Hunt down the stragglers, the hiders, and those who resist the call. Search under the beds and in the dark shadowy places where our enemy loves to hide. When you find them, and you will find them, drag them out into the darkness so that we might make sport of them.”

Standing on his fully extended stilts, Flicker was a commanding figure. “I need about half of you to help me form a line and stay with me here. We need to catch the rats and rodents that might try to flee into the Everfree, and with the summoning magics, we might have animals coming out of the Everfree.”

“Meow.”

“That’s right Spud, we’ll be surrounded.”

“Meow?”

“Well, if they go berserk and swarm us, we might get to die a beautiful death. Wouldn’t that be lovely?”

“Meow.”

“That’s right, Spud, let them come.”

As Flicker stood watching, about half of his well over a hundred strong army broke off and headed for the sleeping town of Ponyville, while the other half began to spread out and form a line. Spud remained with Flicker and made a few meows now and then to command his fellows. The show would be starting soon and Flicker was filled with eager anticipation.

In the distance, Flicker could see his fellow apprentices and rat catchers moving through the dark, preparing, making ready, it would be time to kill soon. The plan was simple; get most of Ponyville’s rodent population to move towards the train station, where mass-extermination would be orchestrated. Suffocating gas, paralytic agents, and magic would be used to kill them en masse, the corpses would all be rounded up, placed in special barrels, and loaded onto the train.

Come morning, there would be no sign of the slaughter, no evidence of the purge, not one corpse left behind, no bloodstains, no hair, not even a single whisker would be left. Cleaning was an enormous part of the job. The guild had an image to maintain, and that image was one of secrecy. It was best for everypony involved if ponies just didn’t know what took place in the dark of the night.


The wait was nerve wracking. All Piper could think about was the rats swarming her again, as they had done last time. She was sweating bullets in her body suit and she trembled with fear as she relived the dreadful memory of the rats chewing on her legs. The memory of her troubling dream lingered in her thoughts as well.

“You okay, Miss Pie?”

It took Piper a few seconds to identify the voice, the masks made everything sound different, menacing, and she turned to look at Moonlit Gambit. “I-I-I’m fine,” she stammered, and as she heard the sound of her own voice, she realised that she was not fine. She was letting her fear get the best of her.

“It’ll be okay,” Moonlit said, the mechanical quality of his voice offered no comfort, no reassurance. “I am with you and there are the others. I’ll not leave your side and I’ll keep you safe. Flicker asked me to guard you.”

“He did?”

“He did.”

That was reassuring for some reason and Piper felt better. Even now, apart, Flicker was looking after her. Hennessy was safe too and Piper took a deep breath as she tried to steady her nerves. The sound of her own heavy breathing was almost deafening in her ears, she could hear the steady thrum of the respirator in her mask.

“Get the merrymaker ready,” Mister Pepper said as he drew his sword.

It took a few seconds, but Piper realised that she was the merrymaker. She would make the music that would lead the rats to thier doom. Tilting her head back, she looked up and saw Princess Luna and a wing of her guards. She was the merrymaker, she was like her cousin Pinkie Pie, she was the party pony, and she was about to throw the rats a party.

Moving a little closer to Moonlit, Piper summoned her pipe and she thought of all of the different forms it would take this night. She felt the magic flow through her, it excited her, made her feel alive, and for a brief second, she had a better understanding of Flicker—this was purpose, purpose brought fulfillment, and fulfillment brought happiness. It was easy to give into purpose and fulfillment offered a feeling of immense satisfaction.

“Play us a song, Miss Pie,” Mister Balister commanded, “and do not be afraid. No rat will harm you this night, you have my word. Mister Gambit, you’ll help me keep my word, won’t you?”

“But of course.” Moonlit bowed his head and drew his rapier. “Make a melody in the moonlight suitable for a princess, Miss Pie. Our princess is with us and our fortunes are rising.”

The encouragement was just what she needed and Piper began to play.


Drawn by Piper’s distant piping, the first of the rats came out of the Everfree. Flicker watched as it emerged from the treeline and his quick calculations told him that it had to be a good two footer, not including the tail. It moved like a jerky puppet, twitching, drawn by compulsion. It was spellbound and had no will of its own.

One of the cats got it, one of Spud’s bigger, lumpier kin, and with a single crushing bite, the rat’s neck was broken. Flicker felt an immense feeling of satisfaction as events progressed. Things were best when they were routine and methodical. Everything was going according to plan and the coordination going into this purge was considerable.

More rats came out of the Everfree, but none seemed to be escaping from Ponyville, at least not yet. Some of them had the terrible red glow of the plague when viewed through the lenses of his mask. Flicker’s cats dispatched them the moment they came out of the trees and Flicker could not help but feel somewhat disappointed that his cats were so effective. No weapon should ever be unappreciated though, and Flicker let the cats have a moment of glory. Even Spud got in on the action, biting down upon a rat’s neck, flipping it over, and then disemboweling it with a swipe of his retractable razors.

Standing up on his fully extended stilts, Flicker likened himself to some great general, and the cats were his army. He did his best to look commanding, he kept his back straight, his neck at just the right angle, and his head held high. There were a lot more rats coming out of the Everfree now, but nothing that he and his cats couldn’t handle. He kicked a rat with one of his stilts, breaking its spine, and then he stepped on it.

Piper’s talent was powerful for it to reach out all this way. Flicker maneuvered around and kept an eye on the growing situation. There were a few more rats than he had anticipated and no rats seemed to be escaping. At least he wasn’t fighting a war on two fronts. The steady trickle of rats became a flood and a tide of vermin poured from the treeline of the Everfree.

It became a pitched battle.

Together, the cats formed a defensive huddle to better deal with the rampaging vermin. Flicker relied on his stilts to maim, injure, or otherwise kill. He also used a few well placed flicks of his telekinesis, which turned the rats it impacted into clouds of scarlet mist. The bodies began to pile up and the cats were now killing machines; claws out, teeth bared, their hairless, wrinkly bodies all flecked with blood and gore. Yowls filled the night, mixing with the sound of rended flesh, which formed a macabre lullaby fit only for the morbid and the insane.

After a few intense minutes, the tide became a steady stream, which slowed into a trickle. As the rats came, they were dispatched, either by a cat or by Flicker stomping on them with his stilts. The nearby houses had no idea what terrible menace lurked in the woods, bringing with it contagion and disease. Their owners slept in their beds, unaware of the battle and terrible slaughter going on.

Flicker surveyed his work and felt pleased. So far, no signs of swarming, at least, none that he was aware of, nothing had gone wrong, no rabid bears had come out of the woods, everything had gone more or less as planned, just as it should. Mister Pepper liked to say that the job was best when it was boring, because when it became exciting, bad things happened.

The problem was, Flicker rather liked it when bad things happened…


Atop her stilts, Piping Hot Pie knew what it felt like to be a princess, and it was intoxicating. She was protected on every side, watched over, and in her own way, she was in charge. With her piping, she controlled the ebb and flow of the stream of vermin. She moved up and down the streets of Ponyville with a parade of protectors, her royal guardsponies as it were.

This was her place. Her rightful place. And as she continued piping, she knew; this is what she wanted and one day, she was going to run the guild. As she worked, her dreams and aspirations lingered in the back of her mind, her desires, and she began to plan. She had to make herself completely and utterly indispensable, she needed to keep Flicker as close to her as possible, and by extension, this meant Hennessy as well.

For the first time in her life, Piper was in control, and it felt good. The first flickering flames of resentment towards her parents kindled within her breast, their control, their restrictions, their absolute refusal to acknowledge her as a unicorn, oh, they said they loved her as their daughter, but they loathed her magic.

Now, those words rang hollow and she felt a growing bitterness. This bitterness, this resentment, this anger, it funnelled into her magic, giving it a hint of darkness. Resentment became rage and rage… rage brought power and Piper began to realise that she could do more.

Behind her mask, Piper’s eyes suffered a profound change. The whites became a nauseating shade of green and the centers of her eyes became burning crimson maelstroms. Piper was giddy with her magic and was suffering a curious reaction. A lifetime spent withholding her magic, restraining it, being shamed for it, and now, finally getting to let it out, Piper was feeling the emotional release that came with it.

The music from her pipe changed, becoming ominous and dire. She poured her resentment and her rage into her music, all of it, she let it flow in the form of minacious notes which had the most curious effect upon the rats; they began tearing one another apart. The rats turned on one another with all of the viciousness they had while swarming, biting, gnashing, chewing, clawing, the horde of rats began to devour one another with a disconcerting savage ferocity.

Cries of alarm went up, experienced guild members believed that the rats were about to swarm and they begun to prepare for it, but the rats never attacked the guild members, no, their maliciousness was reserved for one another. Piper reveled in the destruction she was causing, the chaos she was orchestrating.

This continued right up to the point where Princess Twilight Sparkle landed, her countenance stern and somber. As Twilight folded her wings against her side, she uttered one word of command to Piper: “Stop.”

It was difficult to stop though, so difficult, after a lifetime of holding everything back, it felt good to let go. At least, it did, until Piper began to feel the wrongness of it, the vileness of it. The piping ceased, the music ended with a screech, and her rat-pipe vanished with a cloud of glittering sparks that sprinkled down like falling stars.

“You feel it, don’t you?” Twilight asked.

Piper became aware of all manner of eyes upon her. The rats weren’t moving anymore, they weren’t doing anything, they weren’t fighting or running away. Piper realised that she was hot inside of her protective suit, and she had one very bothered looking alicorn princess staring up at her from the ground, which was quite a ways down.

She did feel it and she gave a nod. Something was amiss.

All around Piper, the rats who had been in close proximity began to bleed out of their noses and ears. Many fell over and began to twitch. More and more of them dropped, their brains scrambled, and it appeared as though they were dying from a stroke, or some such ailment. Piper could feel the wrongness in her actions, but her anger, her resentment made it difficult to feel very much of it.

“I think a break is in order,” Wicked said in a loud voice as Twilight stood staring at Piper. “Clean this mess up, you lot. Finish off the survivors and ‘aul away the bodies. Piper, Lass, I think ye’ve earned yerself a lecture. I’d listen well if I was ye.”

“I have no intention of lecturing,” Twilight said in a subdued voice that was husky with emotion, “but I do intend to offer up a warning to set somepony straight.”

“Aye, ‘ave at ‘er then,” Wicked replied as guild members all around him moved to obey his orders. “Piper, Lass, yer a dear ‘eart to me, and ye’d better get yerself sorted out before I ‘ave to sort ye out.”

Sighing, Piper realised that she was in some trouble.