Author’s Note: I don’t own MLP or Amnesia: Justine.
Nero
If you were to go to any town in Equestria and ask about changelings you would be met with uneasy stares and accusatory glances.
For hundreds of years changelings had merely been a species found in storybooks, sure there were the occasional whispers of somepony seeing one fly by or discovering an abandoned hive, sometimes changelings were blamed for the disappearances that plagued certain towns on the outskirts of Equestria and sometimes ponies came under scrutiny for being suspected of actually being one of the the shape-shifting love-vampires, but those instances were very rare and most ponies continued to think of the changelings as just a myth.
Then the events of the Canterlot Wedding happened and all at once the changelings had gone from very fictional to very real and very, very dangerous.
In the following months paranoia was rampant: ponies were pointing hooves at anypony they deemed too suspicious, Celestia’s guards conducted dozens of searches and found very little, Celestia herself had even had to intervene when the whole of Hoofington had tried to lynch a colt they suspected of being a changeling.
The name Queen Chrysalis became synonymous with deceit and nightmares, her infamy rising to equal the likes of Nightmare Moon and Discord, the only thing that kept the whole of Equestria from erupting into a mass panic was the fact that Chrysalis and her swarm had been banished.
Or course, Queen Chrysalis and her minions weren't the only changeling swarm in Equestria.
There were approximately 25 different hives of various sizes scattered all over Equestria, each one led by a single male or female, each one with more than a 100 changelings and each one governed by a different set of rules and traditions brought on by years of intermingling with the other races and adopting their various lifestyles; as such not all of the hives were… tremendously pleased with the actions of the tyrannical Queen.
One of these hives was located just outside of Neighagra Falls: voted as one of the most desirable vacation spots in all of Equestria by Equis Monthly and one of the most culturally diverse places to boot, as such, it was one of the best places to hide for a changeling.
But as of recently the King of the hive, King Morpho, had began pulling his subjects back, fearful of the new magical anti-changeling procedures that were being enacted in some of the bigger cities like Manehattan and Canterlot, some of his subjects were annoyed, but most understood his reasoning and obeyed him, after a few weeks of subtle goodbye’s he had retracted all of them, though a few had been slower to leave than the others.
“Stupid King” growled Stinger as he nimbly avoided a particularly tall tree, “stupid orders, stupid friggin’-”
“Hush now.” said Pedipalp in his usual calming tone, “You can’t blame our King for wanting to look out for us, can you Stinger?”
Stinger made as if to retort, but checked his temper and sighed tiredly instead.
“Yeah, if anyone’s to blame it’s that cow, Queen Chrysalis.” said Mantis, gritting her fangs in anger at the very thought, “That idiot’s doomed us all! We’re never gonna be able to show our true forms to the rest of the world, they’ll kill us all before we can open our mouths!”
“Enough.” said Pedipalp, giving Mantis a rare glare, “None of that matters at the moment, you should concentrate on the task at hand, which would be not crashing into a tree if I’m not mistaken.”
Mantis snorted, “ Don’t give me that whole ‘I’m smarter than you ‘cause I have better diction’ crap.”
Pedipalp raised a brow at her, “Don’t you mean ‘I’m smarter than you BEcause I have better diction’?”
Mantis flew closer to him and smacked the back of his head, sending him spiraling into a nearby lake, Stinger stopped his flying to howl in laughter, Mantis joined in on the laughter as she watched a very wet and very annoyed Pedipalp haul himself out sputtering and cursing.
After a few minutes of watching him try and fail to gain footing on the muddy banks Mantis took pity of her friend and darted down to help him dry off.
Once they were back in the air they continued onward in an uncomfortable silence; neither Mantis or Pedipalp were very good at verbal apologies, so they elected to stay silent until they could figure out a way to say they were sorry without being too dramatic.
Mantis blew a strand of her blue hair of of her eyes, envying the males for their baldness, They may all look similar, but at least they don’t have to get hair out of their eyes every five-gah!, she angrily blushed her hair out again and continued on, muttering curses under her breath.
Suddenly Stinger, who had managed to fly to the front of the group, stopped short with a gasp. Mantis and Pedipalp were forced to stop short to avoid crashing into their comrade.
“What the buck’s wrong with you?!” shouted Mantis, flying around to show Stinger her death glare.
“Can you smell that?” asked Stinger with hunger boiling behind his eyes, Mantis saw the look in his eyes and backed up: Stinger had entered a Vore State*.
Then the smell hit her and every single thought in her mind vanished and was replaced by a single, compelling word: LOVE.
Mantis and Stinger both took off, using their noses to track the overpowering aroma like flying bloodhounds, seconds later the smell had reached Pedipalp and he took off after them, none of them noticed the sun going down prematurely, or the multitude of woodland animals fleeing from the danger that had so recently appeared in their midst.
Mantis breathed in deeply through her nose, letting the glorious scent of love fill her nostrils and float through her body; it felt amazing, better than good food, sex and poison joke combined, the love was so powerful she couldn't even detect what type of love it was: it wasn't carnal love and it wasn't romantic love, so what was it? Parental love? Sibling love? Unconditional love? In the end she decided that it didn't matter; love was love.
She flew faster, barely feeling the chill breeze on her chitinous body, not hearing the wind whistling through the holes in her legs, the only thing that she focused on was the love. She sniffed: the smell was stronger now, so overpowering she could almost taste it.
Suddenly the vore state lessened and she realized that she and the others were surrounded by a dense wall of fog, Mantis looked around and saw her comrades shaking their heads and giving her and the surrounding area dazed looks, Pedipalp opened his mouth to speak, but stopped when he seemed to notice something, Mantis turned her head in the direction that he was looking and started: there, not a few yards away from them, was the black form of what seemed to be a massive castle, complete with battlements and turrets.
“Uh…. wow.” was all that Stinger could say.
“I second that wow.” said Mantis.
Pedipalp said nothing.
“Was there always a castle here?” asked Stinger.
“I dunno.” said Mantis, “But the love seems the strongest around it, so I’m guessing that there’s a lot of ponies or whatever’s in there that all really, really love each other…. or something like that.”
“Should we go in?” asked Stinger, giving the castle a weary look.
Pedipalp chose this moment to add his two bits, “Oh suuuurrreee; it’s just a fog-shrouded castle in the middle of the woods that may or may not have been there before, I’m sure it’s totally safe to enter.”
Stinger gave Pedipalp a big smile, “Thanks, chum! I knew I could count on you to back me up.”
Pedipalp gave his comrade a glare that could curdle a cow.
Mantis’s mind was made up for her when the love smell increased until she began to drool, “Buck this, I’m goin’ in!” she declared before speeding off. Stinger and Pedipalp watched as her form was consumed by the fog, they exchanged uncertain glances at each other, then, with a shrug, Stinger flew off as well; Pedipalp sighed and followed after, thinking to himself This can’t end well.
He had no way of knowing how right he was.
“Well, this is…. nice,” said Mantis as she and her comrades gazed in awe at their new surroundings: they had entered through an open window at the front of the castle and were now in the massive foyer, the floor was shining marble, the walls were painted a rather gaudy shade of crimson and each window was covered by a set of red drapes that completely blocked out any light.
Straight ahead was a massive staircase that led to a darkened arch, to their left was a bronze spiral staircase that extended up into the shadowed ceiling, to their right was a whole wall dedicated to paintings and murals, though Mantis was too far away to see any details, the whole place looked like it was big enough to fit all of her hivemates and then some.
Snapping into leader mode Mantis turned to the two males, “Stinger, you go with Pedipalp and check out were the spiral staircase leads to, I’ll go and see where the normal stairs lead.”
Pedipalp nodded and flew off, Stinger huffed and shot her a glare, “Who made YOU leader?”.
“I did, got a problem with that?” Mantis asked, baring her fangs, Stinger made as if to retort, but wisely held his tongue and followed after Pedipalp, who had already disappeared, Mantis smirked to herself; it was good to be an Alpha Female sometimes.
Mantis turned her attention to the task at hand and started for he stairs, but something caught her eye: one of the paintings had fallen off the wall.
Why didn't I hear it fall? It’s a pretty big painting. she thought as she walked up to the fallen painting, Mantis grabbed the sides and hauled it up, when she saw what was on it she backed up: the painting depicted a creature that she couldn't identify, that fact alone creeped her out as she, like all other changelings, had made it her business to familiarize herself with every species known to Equus. It looked kind of like a shaved diamond dog, but it was much too thin and it’s legs didn't have the same bone structure.
All of that was unnerving in and of itself, but the bloody sockets were its eyes should have been made it downright creepy.
Mantis turned away and went to the stairs, trying to scrub that image out of her mind with little success, she walked up the stairs, the sound of her hooves echoing endlessly across the foyer. Mantis shivered, was it just her or had the temperature suddenly dropped by a couple degrees?
The changeling shook her head and continued until she reached the arch, beyond it she could see a long hallway with dozens of doors in all different shapes, sizes, colors and materials, Mantis sighed and readied her nose: This is gonna take a while. she thought as she opened the first door.
As Mantis was beginning her lengthy search Stinger and Pedipalp were wandering around the upstairs, which seemed to be comprised of a string of large, lavishly-furnished rooms that must have been owned by aristocracy of some kind.
The first room that they came to was painted entirely in a pea-green color, which made everything look like somepony had vomited over everything.
Pedipalp wandered around, sniffing the air to see if he could find the source of the love, as he did he noticed how unnaturally quiet it was, there were no clocks ticking, no boards creaking and no sounds of animal life, even the sounds of his breathing and hoofsteps sounded distant. It’s like a tomb. he thought with a shudder, A green tomb with really nice furniture, but still a tomb.
“Hey Stinger, have you found anything?” he asked, hoping that the sound of his comrade’s voice would lessen his growing discomfort.
All he heard was silence.
Pedipalp turned and found that his partner was gone.
The changeling turned and scanned the room, looking for any place that Stinger could have gone, but the only exits consisted of the door that they had entered through and the door on the far wall which Pedipalp had been near when he had noticed the silence; there was literally nowhere Stinger could have gone without alerting him .
“Hey Pedipalp.” said a voice from behind him, he turned around and saw Mantis standing at the entrance, Pedipalp felt relief cool his nerves, now that she was here they could track Stinger down in less time, that is, if he wasn't playing a joke on them.
“Hello Mantis, have you seen Stinger?” he asked, Mantis shook her head and Pedipalp groaned in frustration, “I swear if that idiot’s got himself stuck in some kind of trap I’m going to kill him!”
“I bet he went into the other room.” said Mantis with a smirk, Pedipalp scoffed at the notion of Stinger, the lord-high-master of all unsubtlety, giving him the slip. Still, it made more sense than his comrade disappearing into thin air.
“Lead the way, oh great leader.” said Pedipalp with an over-dramatic bow, Mantis passed him by without giving him one of her usual snarky retorts, which annoyed him a bit.
Mantis opened the door and ushered him in, Pedipalp took one look at the room and blanched: the whole room was yellow, not a sunny, happy yellow, but a pus-y, sickly yellow that made his gorge rise.
Fighting back his gag reflex the changeling stepped over the threshold, wincing as his hooves made contact with the rough, sticky carpeting (Why was it sticky?), he sniffed the air, hoping to catch Stinger’s scent, but the overpowering stench of rotting meat drowned everything else out and made his eyes water.
“Stinger!!?? Are you in here?!” he called, “If this is a joke then it isn't funny!”
“He’s not in here.” said Mantis, Pedipalp turned to her and saw a smirk on her face, Pedipalp shivered, something in her tone was wrong, not an overt wrongness, but a subtle one, it sounded like someone was using her voice, but not any of her cadences or tones. He looked into her eyes and saw something reflected from behind them, like a shadow behind a misted glass.
“M-Mantis? What’s going on?” he asked, unconsciously backing up a few steps.
Mantis grinned and Pedipalp saw that all of her teeth, which had been sharp and slightly yellowed, were now long, blunt and pure white, there were also too many of them.
“Your little ami is… indisposed, my petit insecte.” she said, Pedipalp blinked; he didn't remember Mantis ever speaking Prench before.
The same second that he thought that the realization struck him, “You’re not Mantis.” he said, looking at her, or whatever was using her form, with wide eyes.
“Who are you really? A rival swarm member? A changeling from another hive? A pony using some kind of illusionary magic? What have you done with Mantis?” he asked angrily.
The impostor shook its head, “Non, my insectoid friend, I’m something new. As for your friend she is off wondering my beautiful castle, I’ll get to her in a bit, but first I have to take care of you.”, the fake Mantis’s body began to shake and shudder as steam began to rise from its body, Pedipalp watched in horror as the chitin melted and streamed off in greasy black tendrils, the hair became a fog of blue smoke and the room was filled with the smell of burning meat.
The fog and smoke shifted as something stood up, something tall and scrawny, then two yellow and red lights pierced the misma, then came the laughter, a high-pitched and manic sound that boomed and echoed throughout the yellow room, as the laughter increased Pedipalp saw the texture of the walls change from hard and dusty to soft and glistening, something viscous and bubbling began to ooze out of small holes that began to appear along the surface, he looked down and saw that the carpeting wasn’t actually carpet, it was something wet and organic; it was like he was standing in some kind of diseased organ.
Pedipalp backed away from the fog, his hooves squishing on the floor, the lights winked out of existence and the laughter stopped, but he kept backing up until he hit something, Pedipalp realized what he had bumped into when he heard the breathing behind him, he turned and came face to face with the impostor’s nightmarish form.
“Bonjour, mon insecte sans valeur.” it said with a smile, “ I’m going to enjoy remaking you.”.
The Impostor grabbed him by the throat and lifted him off the floor as if he didn't weigh anything at all, he turned to the far wall and lifted him higher: a slit appeared in the wall, a slit that widened until it was big enough to fit a whole diamond dog, Pedipalp could see nothing but darkness inside of it, then a series of spikes erupted from within the slit, No, not spikes, they’re teeth; it’s a mouth. he thought as tears welled up in his eyes, I don’t want to die, not like this, Mantis, Stinger, someone help me!!
Pedipalp screamed as the Impostor threw him into the mouth faster than his wings could work, the last thing he felt was the unbelievable pain as his slimy tomb crushed him.
Mantis wouldn't admit it out loud, but right now she was feeling very small and very alone: the hallway and the rooms therein seemed to go on forever, every room was uniformly big and expensively decorated, the temperature seemed to be dropping every few minutes and to top it all off the smell of love wasn't getting any stronger, she’d almost given up, but her stubborn streak refused to let her give up.
Mantis finished with another room and headed to the next, the door was average-looking, except for the knob, which seemed to be made out of an emerald the size of her hoof, Mantis took a sniff and felt her heart fill with joy when the smell became nearly overwhelming, with trembling hooves she unlocked the door and stepped inside, she expected the room to look just like all the others, but this one was different, just not in a good way: the tiles had been replaced by gray steel grating that seemed to be suspended over a pit and the walls and ceiling were made from what looked like bits of scrap metal that had been fused together at odd angles.
At the far end of the room was a large object covered by a sheet, Mantis didn't need to use her nose to figure out that the object was the source of the love scent.
Mantis licked her lips as her stomach began to make a sound not unlike an angry Minotaur, she began to walk towards it, but she quickly decided to throw caution to the wind and set off at a full gallop.
Halfway there, however, she felt something brush against the sole of her hoof, Mantis stopped dead in her tracks and peered between the gaps in the grating, but all she could see was darkness, it was then that she wrenched her mind back from the clutches of her hunger and allowed herself to really look at her surroundings: the grating was bolted to the walls, several lengths of thick chains hung from the shadowed ceiling and were attached to several large rings arranged in twin lines in the exact center of the room.
None of it meant anything to her, but it was very odd to say the least, Mantis turned her gaze to the walls, there was definitely something wrong with the way the scrap metal looked, she narrowed her eyes and flew a bit closer to set a better look: to her shock and disgust the metal seemed to have been shaped to look like members of the same breed as the thing in the painting (or was it the same one? They kinda looked alike.) all engaged in some kind of war, complete with people getting impaled, decapitated, eviscerated and burned alive.
She got closer and tentatively touched it with a hoof: it was so cold it actually burned her and Mantis recoiled with a hiss gently blowing on her hoof to try to get the pain to fade.
She heard something behind her: it sounded like a giggle. Growling in annoyance Mantis shouted, “Ha. Ha, let’s all laugh at Mantis for being an idiot, come on out Stinger and Pedipalp, the joke’s over.”
The voice that answered her didn't belong to either of her comrades.
“Bonjour, mes ami. Am I to assume that you’re the one called Mantis?”.
Mantis stiffened, feeling her hackles rise at the sound of the voice, she turned just as a creature that looked just like the one from the painting stepped out: he was decked all in black, save for a set of red gloves and a red ascot, his head was bald and covered in dozens of tiny cuts, his colorless lips were drawn back over his many teeth in a psychotic smile and his eyes were bulging and colored red and yellow.
“I asked you a question, Are. You. Mantis?” it asked again, its tone impatient.
“Y-yes.” was all she could say.
“Ahh, good, and you are a female of your species?”
Mantis nodded dumbly, feeling her heart hammer in her chest.
“And you are a shape shifter, oui?”
“Y-yes.”; her voice was barely a whisper.
The creature smiled wider than his face seemed to allow, Mantis could practically see its cheekbones poking out from under its lip.
“I am going to have so much fun with you, Mademoiselle Mantis.” it said, Mantis opened her mouth to scream, but the creature lunged forwards and dealt her a vicious blow to the temple, Mantis staggered back and slumped to the ground in an unconscious heap.
Malo dusted his knuckles against his shirt and hefted the changeling up by the scruff without any effort, he carried her out of the Shrine Room and deposited her in his chambers, after making sure that the chains he had wrapped her in were tight, then he started conjuring the “tools” that would use, I love these powers he thought as he conjured a red-hot branding iron There’s so much potential for causing misery, maybe I should try to do something… big, something that would make the likes of De Sade, Tepes and Nero pleased, but what?
Malo snapped his fingers and appeared on a balcony overlooking the forest that his castle had settled in, he scanned the area, hoping for some sign of civilization, he smiled when he saw the city, he didn't know its name, but he could hear the multitude of living beings residing within, he could smell their happiness and calm.
Malo’s smile split his cheeks; They won’t be calm for very much longer.
Malo snapped his fingers and the massive insect legs burst from the ground where they had been dug in, Malo closed his eyes, how he hated doing that, and concentrated.
He felt his mind expand until it flooded every facet of the woods around him, he let his madness worm its way into the beasts below and the birds above, he giggled as he watched the animals flee from him, he looked to a nearby pond and watched as the fish devoured one another, as a grand finale he pushed his mind deep into the earth, driving the insects and diamond dog clans below him into a frenzy.
He beheld the massive flood of insects with childish joy, then he steeled his nerves, that had been practice, now it was time for the real fun to begin, the castle began to crawl forwards at a steady pace that destroyed most of the woods, Malo looked up at the sky and frowned: it was too damned sunny for his tastes, even before he had embraced the insanity he had never liked the sun.
SNAP!
Dark clouds gathered and a torrential downpour began, Malo sighed contentedly as the rain cooled his skin, he had only recently discovered that the use of these new powers caused his body to heat up, he had a feeling that going too long without cooling down would be very bad for him, he turned his attention to the city, now drawing ever nearer, his mouth began to water at the thought of all of those delicious little morsels.
Thought he wouldn't want to eat them raw.
Malo smirked when the idea came to him, as a child he had read about Emperor Nero and how he had played the fiddle as Rome burned at the end of his reign, it was fitting that Malo’s reign began where Nero’s had ended.
For such a big castle it sure moves fast. he thought as he watched the city grow closer, he could hear the cries of terror beginning to ring out; the overture to a beautiful song .
Now all it needed was some instrumental accompaniment.
Malo snapped his fingers and a violin appeared in front of him, the same violin that he had been playing the night his torture began, he ran his fingers across the smooth wooden surface, feeling a tingle of pleasure as he did, he conjured the bow and began to test the strings.
After he was satisfied with the results he looked out at the city that he was now merely a few yards away from, he stopped the castle and took a deep breath, remembering the mocking laughter of the crowd, hearing his vile curses spewed at them like pus from a boil, his anger boiling beneath his skin live a dam ready to burst, they weren't smart, they didn't know how hard he had worked, they didn't know that he was trying to play a masterpiece that he had been working on for 4 years, they were all just sheep, brainless, spineless, stupid and bloated with wealth.
He ground his teeth until they cracked, but the tangy taste of blood wasn't calming him down, those little mules down below would laugh at him, too! He could smell their fear, but he knew that they could be brave when needed, brave enough to mock him, he looked down and saw all of the glitz and glamour, he spat out a mouthful of his own tainted blood and watched as it expanded into a torrential rain of red.
He raised his head to the darkened sky and roared like a mad beast, then he lifted both hands and conjured a small sun in his palms.
He held it at eye level, This is power…. this is glory…. this is the start of the finale. and with that thought he hurled the sun down into the city, where it exploded outwards in a ripple of orange flames, soon everything was carpeted in blazing fire, Malo waited until the screaming started, then he began to play, but this wasn't the same tune that he had played on Earth, this was different, similar in sound and tone, but now it carried a whole new meaning: what had been a song about the love of a man for a woman had become a song about a man in love with madness and death.
Malo laughed as he played, the bow drawing blood from the strings, But the blood won’t quench this fire he thought It will only make it go higher. Fire destroys, fire devours, Fire destroys fire devours firedestroys firedevours firedestroysfiredevoursfiredestrysfiredevoursfire…
Malo repeated this mantra until it had become a pulsing beat, like war drums and a beating heart.
Malo increased the tempo as he laughed, then he drew in a deep breath and roared…
“I Will MAKE THE WORLD BLEED!!!”
Then he howled again as the flames licked the sky and the burning husk of Neighagra Falls was illuminated by the rising sun.