The Infestation of Equiss Prime

by Jest


Time Now Passed

Twilight sighed, her gaze lingering on the ceiling as she lay on her back, limbs splayed in all directions. The pillow beneath her head was soft, warm and had just the right amount of support. The blanket that lay spread across her body had just enough weight to it while still being extremely comfortable. Yet despite all the comforts of the room and her bed, it wasn't enough, and for the second night in a row she knew she was going to go without sleep.

Sure, there was a small part of her that had grown strangely used to not sleeping or only getting in short naps, but in the end it still sucked. No matter how much she got used to it.

The filly groaned and rubbed her hooves against her eyes, only to stop when she pulled them back, noticing that her forehooves were lit by the strange orange glow coming from her eyes. Stupid eyes, she thought to herself, cursing her strangeness for the upteenth time in the last hour or so.

Her life had been so normal until right before her test, now she was a freak with glowing eyeballs and no friends. Everypony she met seemed to treat her as though she was either infectious or was three seconds from biting their head off. Only Celestia and Bull seemed to treat her as the filly she was, as even her parents had grown a little distant. She had only noticed it the last time they had visited when Twilight caught her father staring at her horn.

She had a bit of a growth spurt, it wasn't that big of a deal. Or at least that's what Twilight thought. Her father seemed to eye her with a mix of pity and concern while her mother seemed to look at her with what could only be described as fear.

The filly sighed and rolled over. Glowing eyes aren't that strange, right? It wasn't the weirdest thing Twilight had ever seen or heard about, yet everyone seemed to freak out whenever she looked at them.

I hope Princess Celestia finds a cure soon, she thought to herself.

Twilight closed her eyes and tried to drift off to sleep, but her thoughts seemed stuck on Celestia for a strange reason. The longer Twilight thought about it, the more she realized just how strange her life had gotten over the last three months.

She had ended her summer break at the end of July, only to become the princess’ personal pupil. After that she moved into a literal castle, got a giant new room, a whole ton of stuff, and then there were the lessons themselves!

Twilight had always considered herself a fast learner, but over the past three months she felt as though she had learned more than in the last three years combined. She knew dozens more spells, was stronger than ever, and could even manipulate more objects at once than Shining Armor!

Sure, things were weird, her horn was a little longer, her eyeballs were glowing, and she seemed to have gained a knack for finding trouble, but throughout it all she knew Celestia was there for her. The kind old mare had taken the filly in without a second thought, and Twilight hesitated to even consider a life without the alicorn’s presence.

Never in her wildest dreams had Twilight dared to believe that the princess could be so perfect. It was like she had gained a second mother.

The filly’s blushing face was promptly buried in her pillow and she groaned audibly. “I can't believe I almost called her mom the other day. What was I thinking?” she muttered.

With a soft sigh, the filly lay still, her mind wandering as she tried to think of anything other than that incredibly embarrassing moment that had nearly happened.

Unfortunately that led her towards the rather unpleasant memory of when Celestia had nearly nodded off the last time Twilight had given an oral report.

Come to think of it, the alicorn was looking even more tired than usual.

Twilight hadn't noticed it at first, but now that she thought about it, it made sense. The alicorn seemed stressed, and Twilight was fairly certain she hadn't been getting much sleep lately. By now her thoughts and worries were so compounded that she knew she would find no sleep this night.

With a long, tired sigh, she rolled onto her side, cast off the blanket and slipped out of bed.

The floor was warm, the heating ward placed on it ensuring that even during the middle of the night it was of a pleasant temperature. Twilight didn't have time to marvel over the small comforts she now enjoyed, instead she trotted over to the window and stared out over the city.

The dark shapes of the night guards were little more than specks, save for the few pegasi she could see making the rounds several stories up. The rest of Canterlot looked so small, and insignificant from up here. It was almost enough to make the filly swell with wonder, but her exhaustion sapped such enthusiasm before it could even reach the surface.

She looked up, noticing that the sun was just behind the horizon, the first rays of morning reaching out and touching the clouds, but not quite the earth. In this strange light, the world looked almost picturesque, with a few orange leaves floating through the air and catching the odd ray.

The filly blinked, only to sigh when she remembered that fall had started not long ago. Even though Twilight remembered vividly all the hustle and bustle as the weather team got to work, she could not for the life of her seem to remember time in between. Everything seemed to be passing her by so quickly, it felt as though it had only been yesterday that Celestia had pointed out that it was the first day of fall, and already the season was in full swing.

“Augh.” Twilight groaned, pressing her face into the glass and staring out over the city.

Lack of sleep had already made her irritable and lazy and now it had apparently managed to rob her of her very perception of time.

The filly pulled back and gave her head a shake, she may not be getting any sleep tonight, or this morning, but she refused to waste her time on feeling bad for herself. Celestia had wizened up over the last month and a half and had begun to give her more homework and self-guided studies, something Twilight wanted to get a head on before the field trip Celestia was taking her on.

Twilight shuddered, thinking about all the other fillies and colts that will also be on the field trip. The alicorn had been insistent that Twilight start taking more classes with other foals her age, and had ruled this field trip as the best way to introduce her to the class.

No matter how much whining, pleading, and begging Twilight did.

The filly turned and walked to the door, silently wondering if she was going to be lucky enough to find someone willing to give her some coffee. She couldn't help but lick her lips at the thought, her mind already turning with ideas of what she would do with her newfound energy.

I wonder where we will be going for this field trip, I hope it's that new museum that opened up in west Canterlot, Twilight thought to herself, her smile beginning to grow.


Hooves clattered against stone, and an ancient alicorn that had witnessed the breadth of ages pass her by, stumbled and fell. Only a hoof against the door jam held her somewhat upright, her breath coming in labored gasps. She cursed her weakness, her frail body, and above all, her complete inadequacy.

Luna had been a hundred times the dream whisperer she was, a comparison that was only growing more and more apparent the longer Celestia spent singing to her subjects and hoping against hope that this would be the time that it would work. Yet once more the alicorn had sacrificed her sanity and slumber for a futile attempt at assuaging the nightmares that plagued her populace.

“What a waste,” she whispered, head hung low in defeat, tears already beginning to form at the edges of her vision.

Her grip suddenly vanished entirely, leaving the alicorn sprawled out on the floor, as helpless as a babe.

As the tears began to crawl down her cheeks, Celestia reached up and grabbed at the door jam, trying to find purchase in order to heft her hooves under her. Just as she thought she had it, and began to pick herself back up, she slipped once more, landing back in the same heap she had nearly crawled out of.

“Look at you,” Celestia remarked wryly, “lying on the floor like you've just learned to walk.”

The alicorn let her head fall to the ground, the weight of her responsibilities carrying her to the floor and holding her down, forcing her to embrace the cool stone.

“A millennia of plans, of ensuring for every eventuality only to be undone by a chance encounter by a thing from beyond the stars.” The alicorn chuckled darkly even as the tears continued to roll down her face, smearing the makeup she had ironically applied to hide the dark circles that clung to the underside of her eyes. “What's your plan this time, Celestia?”

“Lay on the floor and talk to yourself until you finally lose it completely?” She sighed. “And to think, I found the elements, their bearers and even coerced harmony itself to ensure things came together in just such a manner that you would finally be free.”

“But now two are nearly lost to loneliness and isolation while another is no longer connecting with her very element.” The mare sniffed. “And that's not even including Twilight…” Celestia sniffed harder, her trickle of tears threatening to turn into a river. “Poor, poor Twilight. What hope do I have against a plague from beyond the very stars?”

For several long minutes she lay there, wallowing in self-loathing and crying silently, the cool sensation of the stone floor being her only company.

“I will not be undone by fear before I have even had a chance at failing,” she announced suddenly, using her magic, the alicorn wiped away her tears. “If fate wishes to throw me a curve ball, I will not lay here without even giving a swing.”

Pushing her hooves under her, the alicorn stood on shaky limbs, her jaw clenched tight as she fought against her own weakness. With one last heave, she was standing once more, her weakness slowly being replaced by determination born of pure, unrelenting stubbornness.

“Breathe, Celestia, just breathe.” The alicorn closed her eyes and focused on the simple act of breathing and forcing out all other thought of failure and fear.

With a final breathe, the mare opened her eyes and lit her horn, feeling the familiar tug of the sun as it waited patiently below the horizon. With a small burst of magic, the alicorn completed the familiar spell, giving the sun all the encouragement it needed to begin its ponderous journey across the sky, while simultaneously putting away the petulant moon which had stubburly tried to cling to the sky.

With victory came relief, which in turn felt like a splash of cold water across the mare’s face, startling her out of her own internal problems and once more reminding the alicorn of her greater place in the world. “Get moving, Celestia,” she chided herself.

Putting a hoof in front of the other, Celestia trotted into the centre of the room, confidence surging with every consecutively less shaky step. A quick spark of magic told her that she had only a few hours left before she would have to pick up Twilight and meet up with the class. Which should be just enough time to get a power nap, or at least to make some very powerful coffee.

After one last deep breath, the alicorn straightened her spine and forced a smile to her lips. With that same smile on her face, the alicorn lit her horn, and tried not to think about how terrible she must look right now.


Twilight groaned, glancing nervously between Celestia’s legs and sneaking a glance at the small group of fillies and colts waiting around a statue of some unicorn noble Twilight didn't care enough about to know anything on. “Do we have to do this? Can't I just read about the places on this field trip?”

Celestia sighed, and looked down at the filly using one of her legs as a shield. “Twilight, you cannot remain a recluse forever. Plus didn't you say you wanted to see that new museum of…” The alicorn scratched her head. “Pegasus history?”

The filly rolled her eyes. “It's a museum dedicated to the Highwind wars.”

“Exactly. See, I remembered.”

Twilight shook her head, dodging behind the alicorn’s leg when a curious filly glanced in their direction. “So are we going to go back to the castle or what?” Twilight asked pleadingly, looking up at the alicorn with big, watery eyes.

“She's in the middle of a lecture, it would be rude to interrupt, don't you think?” Celestia asked, smiling down at the nervous filly.

“I guess,” Twilight muttered.

Together the pair stood silently, waiting for the yellow and orange unicorn teacher to finish her lecture on the statue, though most of that fell on deaf ears as the majority of the students were already staring at the alicorn that stood a dozen feet away. Twilight rolled her eyes, wondering what the point of waiting was, if they were already distracted. Thankfully she didn't have to wait much longer as the mare finished her lecture and turned towards them.

“And today we will be having two very special guests joining our field trip,” Busy Bee announced excitedly, raising a hoof towards the pair and smiling widely. “Please give a warm middle Canterlot welcome to Princess Celestia and Twilight Sparkle.”

The colts and fillies clopped their hooves in admiration, though most of them merely stood there quietly, either still stunned, or bored with very few falling between the two extremes. Celestia strode forward, smiling down at the class with her usual serene expression. “I hope you don't mind me and my student joining you for your field trip.”

“No way!” one student yelled.

Busy Bee chuckled. “I’m sure that's fine, right kids?”

A chorus of agreement answered the teacher’s question.

“Why thank you.” Celestia smiled, gently pushing Twilight out from between her legs. “Go on, Twilight. Don't worry, I’ll be right here.”

The filly blinked, looking from the alicorn to the foals and back again. “I’m not getting out of this, am I?”

“Nope.” Celestia smirked. “So you'd better make the most of it.”

Twilight sighed and walked over to the group, taking a spot next to a group of fillies, who instantly began a hushed conversation, occasionally glancing in Twilight’s direction. Sighing to herself, Twilight picked up her hooves and began to follow the group, not even hearing the brief description Busy Bee gave of their next location.

Giving Celestia a final glance, Twilight fell into line with the rest of the class, desperately trying to bring as little attention to herself as possible.

The next location was a lot like the first, another statue, another plaque, another story that went along with it. Unfortunately this one she actually knew, leaving her bored, and anxious in the midst of so many other ponies.

“What school do you go to?” avoice asked, startling Twilight.

“What?” Twilight squeaked, spinning around to find a short, brown and white mottled earth pony looking at her.

“What school do you go to?” the colt repeated, cocking his head. “Do you speak Equestrian?”

“It's actually called Equish, and yes, I speak it.” Twilight frowned. “And I don't go to any school, Celestia teaches me.”

“Wooow,” the colt muttered, mouth agape. “That's so cool. I bet you know like tons of spells and stuff, right?”

“Not to brag, but I know sixty-seven spells,” Twilight announced, a hint of pride worming into her voice.

The earth pony cocked his head. “Is that a lot?”

Twilight slumped. “Yeah.”

“Cool.” The colt smiled, only to blink, and slap a hoof to his face. “Oh my bad, I forgot to introduce myself, I’m Mouse Trap.”

“Twilight Sparkle.” The filly extended her hoof and clopped it against the colt’s.

“Yeah, I remember.”

“Right.” Twilight rubbed the back of her neck awkwardly.

A glance over at the teacher told her that she was not anywhere near the end of her lecture, drawing a sigh to her lips. What do I even say? Should I just walk away? Twilight blinked, looking at the smiling colt and then back to the teacher.

Without any clear idea what to do, Twilight turned away awkwardly, trying to pay attention to the teacher. That was interrupted when she felt the presence of Celestia, who had walked up next to them and was now leaning down. “Ask him what his favorite book is,” she whispered.

Twilight looked up at her teacher in confusion. “Shouldn't I pay attention to Miss Busy?”

Celestia shrugged, a coy smirk on her lips. “We both know you've read all about May Weather and her many exploits, now go on, ask him.”

Twilight looked back to the strange colt and smiled awkwardly. “Hey uh, do you like to read?”

The colt shrugged. “Not really, just Daring Do and stuff.”

The filly’s eyes lit up, drawing a bemused expression from Mouse Trap. “Which one is your favorite?”

“Hmmm.” The colt tapped his chin. “Daring Do and the Temple of Doom is pretty awesome, but so is Cloudstone Curio.” He shrugged. “I guess both of them, what about you?”

“Temple of Doom is pretty cool, but my favorite is definitely Daring Do and the Crystal Skull!” Twilight smiled widely, forgetting about her enlarged canines and earning her a shocked expression from the formerly friendly colt.

“I, uh...” He gulped, unable to pull his eyes from the filly’s sharp teeth.

Twilight blinked, only now realizing what he was looking at. “S-sorry.”

“Augh, isn't that the one with the aliens?” Twilight turned to the source of the disgusted voice, and found that it belonged to a purple filly with a long white mane.

“Yeah, so?” Twilight asked defensively, looking around for Celestia, only to notice that she was distracted by a small group of colts all peppering her with questions.

“That is so dumb.” The filly scoffed. “Everypony knows aliens aren't real.”

“Yeah,” asecond filly added with a smirk. “Only dumb earth ponies believe stuff like that.”

“Hey!” Mouse Trap yelled.

“That's not very nice,” Twilight added, taking a nervous step back and looking around for the teacher.

The first filly rolled her eyes. “Who cares what some freak thinks.”

Twilight gulped, desperately searching for anyone capable of pulling her out of the awkward situation she seemed to have found herself in. A gentle hoof against her shoulder seemed to ease her worries, and she didn't even have to look up to know who was there.

Celestia leaned down, a smirk on her lips. “How do you know there aren't aliens here already?”

The two fillies exchanged a confused glance, the second shaking her head while the first seemed unconvinced, and took a step forward. “My daddy says aliens aren't real and that's just an excuse dumb farmers make to explain crop circles.”

Celestia rolled her eyes. “And what if I told you it wasn't an excuse?”

The first filly gulped, her eyes going wide. “Is there really aliens?”

The alicorn shared a wry smile with Mouse Trap and Twilight. “Aliens landing on our planet would be incredibly unlikely...” Her smirk grew and she suddenly leaned in close, whispering to the two fillies. “But not impossible. Isn't that right, Twilight?”

Twilight blinked, looking up at Celestia she was about to speak, only to be interrupted by the unspoken words of the alicorn. I wonder if this kid is related to Sergeant Bull Shot? That would explain the mane, and the poor attitude. Twilight blinked, shaking her head.

“Right, Twilight?” Celestia asked again, concern evident in her voice.

“Errr… Daring Do fought ancient crusader ponies that somehow became immortal. Nevermind that whole story when she fought a nightmare.” Twilight shrugged. “Aliens don't seem that farfetched.”

Both fillies blinked, with the first one opening her mouth to speak, only to stop. “I… never really thought of it like that.”

“Ha.” Mouse Trap chuckled. “Who's dumb now?”

Celestia placed a hoof on the colt’s shoulder. “There's no reason to be like that. We’re all just having fun, right girls?”

All three fillies nodded, with Twilight beginning to smile.

“Now then, you better listen to what Miss Busy Bee has to say,” Celestia remarked

“Yes, Princess Celestia,” the two fillies droned.

Twilight smiled up at her teacher, who in turn leaned down and whispered in the filly’s ear, “I’m going to talk to Busy Bee, let me know if you need anything, okay?”

Twilight nodded. “Okay.”

Celestia smiled and ruffled the filly’s mane. “Keep out of trouble.”

The filly pouted and ran a hoof through her mane, trying to fix the damage her teacher had wrought, not even noticing the smile that slowly grew across her face.