“Okay, this place is way creepy. Where is everypony?” Rainbow asked as she looked around. The factory was well-lit and spacious, with several passages and a large conveyor belt in the middle that had strange cocoons being moved along it, the sounds of heavy machinery hissing and grinding all around.
Approaching, Twilight used her magic to float one of the cocoons off, setting it on the floor. Lighting it up, she saw a curled up, equine form inside. “What the…”
“Is that a pony trapped in there?” Rarity asked, staring agape.
“Oh my gosh, it is! They’re kidnapping ponies!” Twilight said.
“That’d explain why we haven’t seen the zomponies actually killing anypony,” Rainbow said. “But why bring them here? It’s not like they can do any work all stuck inside this things!”
“Well, one way to find out,” Twilight said, turning around. As soon as she did, the lights grew dim, and numerous glowing blue eyes stared down at them, the sounds of chitin wings buzzing all around.
“Well... darn,” Twilight muttered as the numerous creatures immediately descended upon them and everything went black.
~
Rainbow stirred from her sleep, and attempted to move but found herself wrapped in a viscous green substance like what coated the cocoon they’d found earlier. I gotta stop letting this happen to me... she thought to herself as she looked around. Gizmonks were in chains slaving away at tinkering with the machinery that kept the factory running, as well as moving cocooned ponies around to be sent to Celestia-knows-where. Behind her she saw Rarity and Twilight also wrapped up in gooey substance, and in the better lighting the creatures that had ambushed them looked far more familiar.
“Changelings!” Rainbow shouted, struggling some more but with no success. The changelings carrying her turned and looked at her for a moment before continuing to march her and the others to wherever they intended to bring them. Rainbow’s yelling, however, had managed to wake up Twilight and Rarity, the former taking several seconds to fight off the grogginess and the latter promptly screamed as loud as she could.
“No! NO! NO! How could you, you disgusting bug-creatures?! I just showered last I was in the hotel now I have to do it agaaaaiiiiiiin!” she whined, causing the changelings carrying her to drop her as they pressed their hooves against their ears, desperate to drown her out.
“Ow! First you wrap me in this disgusting and may I add foul-smelling grunge, and then you have the nerve to drop me?! For an organized insectoid society, you have absolutely NO sense of etiquette! If whoever’s in charge here won’t put you in your place then I shall!” Rarity protested indignantly, her horn glowing as she floated a nearby trash can at one, smashing it into his face and knocking him out. Immediately, several more changelings surrounded her, glaring at the angry unicorn.
“Rarity!” Twilight shouted, squirming in the gooey substance she’d been trapped in, and focusing her magic to teleport out. Vanishing from where she was, she reappeared in front of her friend and fired bolts of magic at the changelings, driving them back.
“Hey, a little help here, too?” Rainbow called out, struggling harder as the changelings turned their attention on her.
Turning around, Twilight charged up a magic blast and fired it at a changeling who climbed atop the cocoon Rainbow was trapped in, knocking it off her, then galloped over to her, cutting away the semi-solid substance with her magic and freeing the pegasus. As Rarity joined the two, the changelings began to regroup and surround them.
“Okay, who’s first?” Rainbow asked, clapping her hooves together and grinning at the hideous creatures. As if to respond, they immediately charged forward, transforming into copies of Twilight, Rainbow, and Rarity.
The three grouped themselves together, pressing against one-another’s backs as they knew if they separated the changelings could fool them. Rainbow swung her hind leg out, kicking a false Twilight in the face and sending it flying. Twilight fired several blasts of magic left and right knocking more of them away while Rarity grit her teeth angrily and uppercut a fake Rainbow that got near her, before using her magic to grab one and fling it into another. The changelings only seemed to grow more determined, several of them now lunging at them and grappling them with their forehooves, then tossing them into the crowd. Rainbow sat up, realizing she’d been separated from her friends. Great… she muttered, looking around at all the creatures that looked like numerous Twilights and Rarities and assuming her friends were in a similar dilemma. Striking and bucking each one that came close, Rainbow fought with all her might, and in seconds, had grabbed up another false Twilight.
“Wait! Wait!” the Twilight she’d grabbed pleaded. “It’s me, Rainbow! It’s me!” Sighing, Rainbow released her friend and looked around at all the unconscious changelings. “Great, now where’s Rarity?” she asked, noticing she was no longer there.
“They must have taken her in the confusion,” Twilight said.
“Well, then let’s find her,” Rainbow said, spreading her wings and taking to the air.
“I think I know where she is! Down that hallway!” Twilight pointed with her hoof.
“Let’s hope you’re right,” Rainbow said, flying down the hallway with Twilight close behind.
~
“I don’t see her,” Rainbow said, entering the room.
“Up here!” Rarity, cried out, standing up on a high platform.
“Rainbow, look out!” a second voice that sounded like Twilight’s shouted as a second Twilight stood up next to her but was immediately restrained by two more changelings.
“What the—“ Rainbow began before the pieces came together and she looked at the Twilight standing next to her. “Aw, horseapples.”
“Gotcha!” the changeling that looked like Twilight hissed, shifting back to its original form and blasting Rainbow with a burst of magic before she could react. Rainbow tumbled across the floor just in time to see her friends get pushed off the ledge and land next to her.
“Nice work,” a refined voice purred from a doorway behind where Twilight and Rarity had been pushed from. “Looks like I have three little ponies still meddling in my affairs!” Fleur De Lis said with mocking sigh as she stepped into the light. “Sombra was right that you’d be a nuisance, I underestimated you when I had the two of you locked under the cemetery… seems you’re still somehow able to get your friends to bail you out.”
Rarity glared at the slender white unicorn model. “Queen Chrysalis, am I right?” she asked. The unicorn laughed and grinned at her.
“I suppose it wasn’t too hard to figure out.” ‘Fleur’ said, and green flames engulfed her body. Her pristine white coat peeled away like brittle plaster and revealing ebony-black skin underneath, her body grew taller and thinner, a carapace emerged from her torso, and her glamourous pink mane and tail fell away revealing a dull green mane and a finlike tail. Her eyes turned a reptilian green and her horn grew long and jagged. There, where the unicorn model Fleur De Lis had stood, was the changeling queen Chrysalis, sneering down at the three mares.
“So, Queen Chrysalis, selling out to King Sombra? What a show!” Rainbow said with a chuckle. Immediately Chrysalis flew down and stood over Rainbow, her hoof drawn back as if to strike her, but the changeling just laughed.
“Sell out? Of course not. I’ve allied with him. When his victory is achieved over this land and the rest of the world, we shall have our spoils,” Chrysalis explained. “With his presence known, ponies are on quite the alert, making it hard to infiltrate towns. That’s where a new means was provided. A recipe that creates a semi-sentient substance that, with the proper added ingredients, can possess the dead!” Chrysalis chuckled in amusement. “Now’s where you ask me why bother with such a thing.”
Twilight groaned. “Fine. Why?” she asked, knowing if she could play on the changeling queen’s ego some more then give time to come up with a plan, though she couldn't think of one.
“So glad you asked. By creating a zompony invasion, the citizens of Hollow Shades become too distracted by a threat that makes an open assault they’ll fail to notice a more subtle one! The zomponies brought back our first crop for us, and now my children are preparing to take their places and infiltrate the rest of the town! The zompony invasion is meant to fail, but in that moment of victory, my children who will have replaced much of the town will immediately seize it! Then with our test trial a success, we lather, rinse, and repeat with other towns!” Chrysalis said, letting out a sinister laugh.
“And what do you have planned for us, pray tell?” Rarity asked.
“Oh, you came this far to meet the zomponies’ ‘master’ am I right?” Chrysalis said with a chuckle. “He’s quite… unstoppable. I mentioned I’d procured a recipe, created by a unicorn witch...” She rubbed her chin with her hoof. “Hydia… I believe her name was… it calls for muck, ooze, fungus, and cooked in volcanic temperature with a charge of magic I used from a… normally forbidden necromancy spell to give it the ability to create zomponies!” She spread her wings and flew up towards the ceiling “Well, prepare yourselves, my little ponies! I have preparations to make, so I’ll leave you in the capable… and quite grimy hands of my unstoppable creation, the Smooze!” Her horn glowed and a crank lever began to turn a gear mechanism in the ceiling that opened the entire wall section in front of Rainbow, Twilight, and Rarity. Laughing, Chrysalis flew off down the doorway she’d come out of, followed by the changelings.
“…The what?” Rainbow asked, confused. “Did she say ‘smooze’? What’s a smooze?”
“I don’t know, but I think we’re gonna find out,” Twilight said, looking at the new opening nervously.
Within, a weird chanting could be heard, almost like… singing?
“Oh-oh! Oh-oh-oh! Oh-oh! Oh-oh-oh!” a deep voice that sounded more like a chorus chanted as it came closer.
“You can’t stop ME!” the voice’s owner declared, and from the opening emerged a towering glob of purple ooze with numerous eyes and mouths forming and receding from it continuing to chant. A larger set of eyes and a mouth formed in the center, with two stubby arms as it spread itself all around the room, prompting Rainbow to grab Rarity while Twilight teleported to the ledge, Rainbow landing next to her and setting Twilight down. Looking around them, the three noticed the ledge circled around the entire room, while the entire lower floor was blanketed by the massive purple blob. “Don’t even TRY!” the blob that had been referred to as the Smooze roared, lashing its massive hand forward at them, attempting to crush them.
Twilight, Rainbow, and Rarity immediately jumped out of the way, but as they did, tinier versions of the Smooze formed from the wet handprint.
“Nothing can stop… the Smooze!” the tiny blobs sang in a high-pitched unison before Twilight blasted them one-by-one with her magic.
Rainbow took to the air, flying around the towering, gelatinous beast as several more hands rose from the flooded lower floor attempting to grab at her, but the pegasus was too fast.
“Girls! Look!” Rarity shouted, gesturing to the stairways near the door Rainbow and the false Twilight had entered earlier. Zomponies were crawling out of the Smooze’s body and climbing up the stairways towards them!
“You two! Deal with the zomponies! I’ll keep big, purple, and ugly busy!” Rainbow shouted. Immediately Twilight and Rarity galloped over to the two stairways and stood their ground, firing blasts of magic at the approaching zomponies. The undead creatures exploded in bursts of purple gunk and tumbled back down the stairs, but more quickly came in their place. Rainbow flew in front of what passed for the Smooze’s main body, forelegs folded as she hovered in place with a cocky smile. “Come on, Mr. Unstoppable! Try and catch me!” Rainbow said, immediately flying as fast as she could to dodge the blob monster’s gigantic hands and the numerous smaller hands and tentacles that rose from the flowing purple pool below, the many faces continuing to chant endlessly. Circling around the main body at high speed, Rainbow formed a small whirlwhind. The Smooze roared and thrashed as it was suddenly shredded apart by the wind and burst apart all over the walls below.
“Well, so much for unstoppable,” Rainbow said, but seconds later the purple ooze began to bubble, the faces reforming from it and chanting again.
“Oh-oh! Oh-oh-oh! Oh-oh! Oh-oh-oh!” They sang, as the main body began to rise up again and narrowed its eyes at Rainbow Dash. “Told ya, you can’t stop the Smooze!” it taunted.
Barely dodging another slimy swing of the creature’s hand, Rainbow looked down at her friends, who were becoming slowly overwhelmed by the increasing number of zomponies rising from the Smooze’s body and approaching them. If she didn’t think of something, this fight may as well have been over.
No, don’t quit! she told herself. If there was a way to thin out the numbers… An idea came to her.
“Twi! That stuff we messed with that killed the zomponies in Hollow Shades!” Rainbow called out.
“Rainbow, I highly doubt we have enough for this many zomponies!” Rarity insisted, blasting away several more and taking a few steps back as many more emerged in their place.
“No, that’s not what I have in mind. Twi! Send it up here!” Rainbow shouted. Shrugging and floating out the jar and a bottle rocket, Twilight floated the rope she’d brought to tie it on and magically lit it. Using her magic to properly guide it, the bottle rocket immediately soared over to Rainbow Dash, who grinned as she stuck her hooves out at just the right moment to catch it and redirected it into the Smooze’s enormous mouth.
Light burst inside the Smooze as the bottle rocket presumably exploded, and it looked at Rainbow Dash in confusion, the pegasus smirking in response. Letting out a roar, the Smooze raised its hand back and prepared to swing at Rainbow Dash, but suddenly it froze in place and looked down at itself, then at Rainbow Dash. The zomponies that had now tackled Twilight and Rarity suddenly paused as well, strange pink light emanating from their empty eyes and mouths before collapsing in a lifeless heap. The Smooze itself began to thrash about, roaring in pain as pink cracks began to form all around its body, the multiple faces crying out as one by one they vanished. Rearing back, the Smooze let out one last scream as its body lost all solidity and fell apart with a wet splash, leaving only a lifeless, purple pool of ooze.
“Hey, nice thinking!” Twilight said.
“What can I say? I’m just that awesome!” Rainbow said smugly, not wanting to admit she wasn’t even sure it’d actually work and had just hoped for the best.
“Well, as pleased as I am that it’s over, we should at least do something about this mess,” Rarity said, walking back up to the ledge and spotting a control panel, which featured a “Flush” lever and immediately pulled it down with her magic. In seconds, the purple ooze drained out of the room, leaving them free to go back down to the lower floor.
“We’d better go check on those ponies and the gizmonks,” Twilight said, leading the others downstairs and back into the previous rooms. Much to their delight, the gizmonks had freed themselves, and were working diligently at peeling away the cocoons to free the captured ponies.
“Hey, it’s our saviors!” one gizmonk said with a grin. “We’ll get them back home. We heard you kill the Smooze! Saw all the zomponies just drop dead!”
“Good, I guess without the Smooze to control them they can’t function anymore,” Twilight said, smiling as the gizmonks pulled Fleur from one if the cocoons and slapped her a few times, waking her up.
“Whoa, where am I?” the unicorn model asked.
“You’re safe now. The zomponies are gone, and Chrysalis is in for quite a surprise,” Twilight explained.
“Speaking of, we better catch up to her! She went out the other way!” Rainbow said.
“Ponies!” Another gizmonk said. “She’s probably going through the gizmonk village! There’s another way into Hollow Shades from a passage through there we use for when we do services for the town! Just go right through, you’ll see the passage on the other side!”
“Thanks!” Rainbow said. “Well come on, girls, let’s get moving!” Rainbow said with a smirk, leading the way as Twilight and Rarity galloped after her.
Please tell me this stuff washes out… Rarity thought to herself as she looked down at her stained coat in annoyance.