• Published 13th May 2013
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HiE - A Hollow in Equestria - Charlie_K



Ulquiorra Cifer resigned himself to his fate of death. What he didn't count on was the spirit of chaos finding and taking interest in his case

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Chapter Twenty Two

Chapter Twenty Two

Twilight's entire world had shrunken from the wide world of Equestria, to the immediate surrounding territory as events played out before her, the entire time unable to believe her eyes at what she saw.

Ulquiorra had done the unthinkable and attacked without provocation, directing the full fury of his assault against poor Fluttershy of all ponies, driving his entire hand all the way up to his wrist completely through her ribcage as she hovered off the ground, her wings stopping in mid-flap from the injury she'd just sustained, her eyes wide with panic and pain, unable to utter even a single world. The entire world was silent, except for the blood pounding in her ears right now, and the blood dripping from Fluttershy's wound and onto the ground.

Fluttershy was struggling right now, trying in a futile manner to use her hooves to pull Ulquiorra out of her, but he was easily far more powerful than she could resist in her current condition. The slickness of her own blood only aggravated the situation.

This was bad. This was very bad. The severity of this situation could in no way be overstated, as her friend hung there helplessly, and impaled like she was a hat on a hat rack. She needed to be rescued and taken to the hospital immediately if she were ever going to have any chance of surviving her injury.

She had to do something. She had to do something! Move, Twilight, move!

But she found that, despite her best efforts, she couldn't move. Her brain was firing of synapses at the speed of light, telling her to move, to react, to utilize her magic to save her friend! But no matter what her brain was telling her, she found that her body simply refused to react, like it was frozen to the spot. It was like being cursed as a living statue, completely paralyzed and incapable of interacting with the world around her.

It was like she'd just stared into the eyes of a cockatrice again. Why couldn't she move!? Why couldn't any of them move?! After all they'd faced together, all the threats they'd stared down, why could they do nothing but stand and watch now?

Ulquiorra began sinking his hand deeper into her chest now, the sound of flesh giving way to sheer strength impossible to ignore. The struggling quickly grew worse, and Twilight was helpless to do anything more than watch in horror, as Fluttershy gagged and vomited a copious amount of blood down her own front, on Ulquiorra's arm, and onto the ground below.

She had no idea a single pony's body could possibly hold so much blood!

She was quickly losing all hope of Fluttershy having any chance at continuing to live. Her own inability to move her body wasn't helping matters any, as she dangled from his arm helplessly, her blood still dripping from her mouth as she coughed weakly.

Move! Move! Move! Damn it just move already! Do something!

It was Spike's turn to vomit as they watched helplessly, as Ulquiorra effortlessly drove his arm deeper, until his fist ripped completely through Fluttershy's back, tearing out where her spine would be, and driving her into a silent scream.

Twilight knew that even if Fluttershy could receive emergency medical treatment at this exact moment, that type of wound would leave her paralyzed for the rest of her life, and confined to a hospital bed if she were lucky. Not that many could consider such a form of existence to be luck.

Fluttershy's struggling grew weaker and weaker with each passing second, until finally all movement ceased and she simply hung there, her limbs unmoving as her eyes slowly rolled back in her head, her neck going limp and falling back. It was all over now, there was no hope for her.

The entire gruesome display hadn't even taken a full eleven seconds from the moment of impalement to the moment Fluttershy's life came to an end.

It was a moment of silence, sadness and shock. They'd just lost one of their best friends and one of their fellow Elements of Harmony, and what's worst they'd lost her in a most brutal and horrific fashion, watching helplessly as she was murdered by this monster that stood silently before them. None of them could think of what to say or what to do.

And then Fluttershy's body twitched.

Technically twitching didn't properly detail what just happened. It wasn't so much a twitch as a... ripple? It was like the surface of a pond being disturbed. The disturbances grew greater as Fluttershy seemed to just melt away and leave behind... a large insectoid creature impaled on Ulquiorra's outstretched arm.

What exactly in the bowels of the nine pits of Tartarus was going on here!?

Wordlessly Ulquiorra withdrew his arm in one swift motion, the wet slurping sound of flesh sliding about following as his arm popped free, and the corpse fell to the ground in a heap.

"Wha' jus' happened here?" Applejack asked, utterly confused by what had taken place, being the first to find her voice as the moment of overwhelming horror and shock started fading, only to be replaced by a moment of utter confusion.

"Is that..." Pinkie started to ask, only to silence herself a moment later.

"It's a changeling," Twilight said as she stepped closer, more or less confirming the fact they all knew. Immediately she recoiled as the creature's scent found its way to her nostrils. She then turned her attention up to Ulquiorra, as he just stood there silently and shook the blood from his arm. "How? When? What?" she asked aimlessly as she tried to find the proper question to ask. Did Ulquiorra know when he'd impaled what they'd all assumed to be Fluttershy, or had he believed it too?

"It would appear you're all quite foolish if you can't tell when one of your supposed "friends" wasn't as they seemed," he replied as if it was nothing out of the ordinary.

"When did you figure it out?" Twilight asked. "And how?"

"The moment I saw it at the cottage I knew it wasn't the true Fluttershy. This creature's reiatsu is completely different from that of Fluttershy, both in terms of intensity and texture," he explained calmly. "That is to say nothing of the cues given. Her entire demeanor was incorrect for what I have seen of her. Even simple physical contact was more than sufficient to tell the full story. Rather than fur you could feel a hardened exoskeletal carapace just below the surface of the illusion."

A silence hung heavily over the area as the facts sank in, nopony saying so much as a word as they all regarded the dead changeling before them that just a few minutes ago they'd been treating as one of their own.

Maybe this is what he'd meant when he'd called them all trash? Were they trash for not being able to notice the difference on their own?

Rainbow Dash was the first to respond, and was by far the most violent in nature, flying directly at Ulquiorra and slugging him across the face as hard as she could, eyes wide and teeth grit in rage. Despite the force of the impact, and the sound of the blow that made the others flinch, Ulquiorra didn't even blink. Rainbow Dash immediately followed up with five additional blows, each driven with as much fury as the last one as she grunted. Ulquiorra remained as unmoved as the first time, reacting only by quickly intercepting the seventh blow with the palm of his hand before it could land.

"If you continue your current course of action, your leg will be broken long before my face," Ulquiorra explained calmly. He was greeted in response by a kick to face from one of the pegasi's hind legs, with nearly enough force to snap his head back as it connected directly with the underneath of his chin, while she pulled her foreleg free from his grasp.

"Why!?" she yelled directly in his face as she tried to stare him into oblivion. "Why!? If you knew it was a changeling and not the real Fluttershy then why didn't you say anything!? Why'd you let us believe that you just killed our friend right before our eyes!?"

Ulquiorra remained silent and unmoved by Rainbow Dash's outburst, returning her gaze with his own. However this time she didn't flinch, and didn't back away like last time they were involved in a stare down. It was commendable to some degree. This time he was the one to turn away, in order to address Twilight Sparkle.

"You identified this create as a changeling. I assume you've had previous encounters with them before?" he asked, completely ignoring Rainbow Dash now.

"Y'all could say that's an understatement," Applejack commented.

Twilight nodded before speaking again. "It was late last year when my brother Shining Armor was getting married to Princess Cadence. The whole changeling hive invaded Canterlot and nearly took over before they were expelled, and they were never seen again after that. Until now that is," she paused and looked back at the corpse laying on the ground, serving as proof that last time hadn't been the last time.

"Considering what I know about you, it's safe to assume you have familiarized yourself with the information held by the Canterlot library regarding the species since you've had prior experience with them," Ulquiorra stated. She nodded in response. "Then you are also knowledgeable regarding the theories on the hive mind concept, and the speculation presented on it."

He watched as Twilight Sparkle opened her mouth to speak, but then closed it as a look of understanding washed over her face and she smiled.

"Of course! It all makes perfect sense now! How could I have missed it?" she asked and bopped herself in the head with her hoof.

"Would somepony just tell me what the buck is going on already!?" Rainbow Dash yelled. There were too many eggheads intercepting communication, and not leaving any answers for her to get herself!

"It's quite simple Rainbow Dash," Twilight began as she turned to face the enraged pegasus. "It's a recognized fact that many social insect species have some form of telepathy, that allows the queen of each hive to control the various drones, and direct their movements and engagements. In the past, researchers have discovered this concept applies to the changeling species as well, but on an entirely different level. Nopony is really certain how it works in terms of basic scientific physics, but there's a great deal of speculation. One theory is that the Queen maintains a telepathic link with each individual drone, and this is how she communicates over vast distances with her workers, and directs them in an organized manner as they relate information back to her directly. It's almost like chess, but moving many pieces all at once. However another theory speculates that all individual drones are capable of independent thought, and possess a telepathic link with each other, and share information back and forth, while the queen simply maintains the hive and ensures the continued existence of the species."

"What's that gotta do with anything?" Rainbow Dash asked, finding it becoming harder and harder to remain focused and calm. Nopony was telling her anything! "Why'd he have to let us believe that he killed Fluttershy for no reason? Why couldn't he have said that it wasn't Fluttershy but a changeling in disguise? Why'd I have to think I lost my best friend like that!?"

Her best friend? Ulquiorra nearly quirked an eyebrow in curiosity at the statement. Perhaps that explained why she had attacked him without direct provocation. Right now it appeared as if her emotional state was unbalanced, as her body attempted to decide between being enraged and being saddened.

"Without delving too deeply into matters that're obviously beyond your limited understanding, it was necessary to maintain the illusion to prevent alerting any other changelings in the area that they have been discovered. If changelings are like the various species of social insects, where there is one there are bound to be more. If they possess a method of communicating with one another over long distances, then the events that transpired here just now will be relayed back to them. They will be operating under the assumption that I willingly killed the one believed by all to be Fluttershy, rather than the truth that an imposter was killed due to failure to blend into their surroundings. And they will respond accordingly."

He paused to let his words sink in. All of the ponies present as well as Spike remained silent, a look of realization crossing over some of their faces while confusion remained on the others.

"Uh... Mr. Cifer... ah don't reckon ah have the same understandin' o' things that ya do. But if Fluttershy wasn' the real Fluttershy an' y'all were gonna do wha' ya done did... couldn' ya've done it back at the cottage an' not in front o' the rest o' us?" Applejack asked as she took a step forward, glancing over in the direction of the dead changeling.

"Yeah, Ulqy, why wait until we're all out here together before doing something mean like that?" Pinkie added.

"The actions taken were quite necessary. Seeing as you hold the Elements of Harmony exclusively, and amount to one of the few defenses this land possesses, it was necessary to determine how many of you had been replaced, and respond accordingly. Once it was determined who was whom, the proper course of action was to eliminate the imposters as quickly as possible while maintaining the proper guise," he explained calmly.

"You're still a jerk!" Rainbow Dash stated, crossing her forelegs over her chest with a huff.

"Yeah Ulqy you're really a meanie pants, like the biggest meanie pants ever met!" Pinkie Pie added.

"It's of no concern what you may think of me. Right now there are far more pressing matters to tend to than your petty opinions," Ulquiorra replied.

"What sorta pressing matters?" Spike asked curiously, wanting to say at least something in this great big, convoluted mess of a day.

"Determining whether the changeling that replaced Fluttershy was acting in a lone manner, or if more ponies have been replaced as part of a second invasion attempt. If this is the case, then the wise thing to do would be remove them through whatever means necessary, locate those that are missing and secure their safety, then determine the level of threat we're facing. There will be plenty of time for questions and discussion after we have secured Ponyville and the safety of the residents," Ulquiorra explained.

There was a moment of silence between them. Suddenly it was a chorus of eyes going wide at their minds processed the information simultaneously.

"Oh buck!" Rainbow Dash stated immediately. "Why'd you have to be so right about this anyway?" she asked, not even waiting for a response before taking off in the direction back to Ponyville.

"Rainbow Dash wait!" Twilight called but it was already too late as the cyan pegasus was well out of earshot by the time she spoke. "This is so not good..."

"Then let us not waste time with pointless chatter," Ulquiorra replied and disappeared in a flash of sonido, Pinkie Pie's mane being disturbed by the sudden rush of air left behind in his wake.

"Dang."


Ulquiorra was the first to appear on the outskirts of Ponyville, observing the various ponies going about their business in town. He was in the process of discerning which of them were genuine ponies, and which were changelings in disguise. A process that was interrupted by a -relatively speaking- hard impact to his back, and a wave of what he could only assume passed for profanity in this world.

Rainbow Dash had arrived, and for the third time, failed to move him after crashing into him.

"I think I broke my muzzle," she groaned as she grasped her face with her front hooves as she sat on the ground in pain.

Ulquiorra said nothing in response. Rather he made a display that left her confused as he turned to face her knelt down closer to her level, slipping his hand between her hooves to grasp her muzzle, causing her to yelp both in pain and surprise at the same time and pull back.

"The bones remain properly intact. However some of the blood vessels have ruptured and caused swelling. I would recommend not landing on your head anytime soon if it can be avoided," Ulquiorra explained as he stood back up.

"Can it jerk! And keep your... hands... or whatever they are to yourself!" Rainbow Dash replied and climbed back up onto your hooves. "Just get outta my way, I can deal with this all by myself!"

"How?"

"Huh?"

"How do you intend to deal with the matter yourself? You lack the ability to distinguish between changeling and pony on sight alone. You can't prevent their escape once they realize their secret is out. And you do not possess the capacity that is necessary to kill without hesitation. The most you can do is complicate an already difficult matter and make the situation worse," Ulquiorra explained calmly and turned away from her. He didn't need to see her to know what her reaction would be, as he could easily feel it, her reiatsu flaring with her temper as she became angry at his words.

"Just because I'm cool doesn't mean I'm as dumb as you might think I am! Twilight's got the Elements of Harmony stored at the library. All we've gotta do is get 'em and we can handle this no sweat!"

"To what end?" Ulquiorra asked. He would admit that there was some recognizable level of intelligence, that she thought enough to consider using the Elements of Harmony, rather than simply attacking by herself. However she was still incredibly short sighted in her plan, and she was about to be made aware of that fact. "Assuming the logic of your plan is sound, what then? Will the Elements of Harmony be sufficient to deal with whatever changelings lay beyond the territory of Ponyville? Do they need time to recharge between uses, and if so how much? What if Canterlot is the primary target of the invasion, where would the wisdom be in such a situation? Deploying the Elements of Harmony without knowing all the details would be a most foolish endeavor. And that is to say nothing of the incomplete nature of your group. With Fluttershy absent, success is unlikely at best."

Rainbow Dash remained silent as he spoke, her demeanor slowly changing from enraged to confused, the flaring in her reiatsu adjusting accordingly.

"...So what do you propose that's so much better? If you try that... that... what you did back at Sweet Apple Acres, they're gonna flee aren't they? It's a small town, word travels fast, and there's gonna be a lot of panic if everypony sees you do any impaling in broad daylight," Rainbow Dash pointed out. Why'd he have to be so smart and so jerkish all at the same time?

She really hated to admit it but he'd brought up a thought she'd never given consideration to before; how often could the Elements of Harmony be used? They'd only used them three times in the past; once to defeat Nightmare Moon, once to defeat Discord, and again to release Discord. But there were significant gaps between each of those three uses. Was it really possible that they had to recharge between uses, and if they used them for Ponyville right now they wouldn't be able to use them if Chrysalis was trying to invade Canterlot again?

"Applejack was right. He really is a deep thinker..."

"Once Twilight Sparkle and the others catch up with us you will be informed," Ulquiorra replied before simply going silent and continuing his observations.

Rainbow Dash grunted in annoyance and re-parked her haunches on the ground. Sitting and waiting -and apparently being silent- really wasn't her speed for doing things. Why couldn't she just zoom in there and plow into a horde of changelings and send them flying in every direction like bowling pins? Stupid waiting. Stupid advanced battle tactics. Stupid logical eggheads. Knowing how fast the other girls ran, this was going to be a long five minutes waiting time.

"Perhaps you can better elaborate on something you said earlier."

She blinked and looked up as her mind wandering about was interrupted. Was he actually talking to her? Even if he wasn't facing her? That was... unexpected...

"On what?" she asked.

"Earlier you referred to Fluttershy as your "best friend." As I don't see the point in friends in general, the classification is a matter of confusion. How does one determine which of their friends is better than all the others?"

Rainbow Dash scratched her head for a moment, not really expecting anything like that. The Espada didn't strike her as the type that would be curious about friends. Was he pulling her leg? No that couldn't be it, he had no sense of humor from what she'd seen and experienced. Maybe he was serious?

"Well... out of everypony, Fluttershy is the one I've known the longest. She and I more or less grew up together back in Cloudsdale, attended the same flight school. Don't get my wrong, I like all the girls but Fluttershy's just special..."

"Even with the part she played in the "Mare Do Well" incident?" Ulquiorra asked. It seemed strange how Rainbow Dash could still exercise such trust after everything that had happened.

Why'd he have to go and bring that up? No seriously, why?

"It's not like I have much choice in the matter. We hold the Elements of Harmony, we've gotta stick together no matter what..." she paused, "is any of this making any sense?"

"Theoretically. You recognize there are bigger issues in the world than your own feelings, and have chosen to focus on them instead," Ulquiorra replied before pausing. "The others are approaching quickly. No changeling reiatsu signatures are detected among them."

It was another minute of silence before the rest of the group finally arrived at the scene. Applejack, Pinkie Pie and Spike showed no ill effects from having run all the way from Sweet Apple Acres, and seemed only mildly winded. Twilight Sparkle on the other hand was more or less exhausted and fell to her haunches as she panted and gasped for air as if she'd been submerged underwater to the point of nearly drowning. It was reasonable to conclude she was the least athletic of the group. However having run the entire way with Spike riding on her back certainly didn't help her performance any.

"Alright now that Twilight's here what's your big plan?" Rainbow Dash more or less demanded to know, her wings twitching from barely suppressed agitation.

Ulquiorra remained silent as he waited for Twilight Sparkle to regain her breath and composure. There was little point in going over the plan he'd devised during the wait if she wasn't aware enough to make sense of it.

"Huh? Did I miss something?" Twilight asked as her panting became lighter and she was able to better communicate.

"Merely discussing the possibility of an attack. Even from here I can tell there are a number of changelings present. Care must be taken to ensure they don't escape," Ulquiorra explained calmly before turning to face Twilight directly. "Your special talent is magic. Do you possess the skills necessary to seal off the town of Ponyville, and prevent any changelings from retreating before they can be eliminated?"

"You mean a forcefield?" Twilight asked, "well I'm not nearly as skilled as my brother when it comes to forcefields, but I'm really decent in their casting and application. Unfortunately the largest I've ever had experience in casting was just big enough to cover the entire library. But the entire town? I really don't know, I've never tried that before. To maintain integrity the power requirements would be enormous," she explained.

"What degree of integrity are you able to achieve when you shield the library?" Ulquiorra asked in an effort to map out her usefulness.

"It's... kind of hard to put into relative terms. Maybe... three direct lightning strikes in quick succession, four if I strained myself?" she offered in explanation, "but there's no way I could do anything of that magnitude for the entire town. For the power consumption rate to be kept manageable, I'd have to compromise the integrity. We're talking the minimum sustainable levels here for an area so large. And if I wind up stretching the mana too thin, it's entirely possible for the forcefield to crack under its own weight. I don't know how long I could maintain it if the changelings just try and plow right through it. It's really a tall order."

That explanation made a surprising amount of sense to him. Trying to apply a finite and given amount of resources, over an increased area, would certainly compromise integrity. However he gave serious doubts to what Twilight Sparkle was saying about her own abilities. He had seen the fluctuations of her reiatsu at its high points. Surely someone as powerful as her, could produce a powerful forcefield over the town if she were to try.

"Hey wait a second," Spike spoke up, bringing their attention to him. "Twilight how hard would it be to increase the opacity of your forcefield so it'd be easier to see?" he asked.

"I don't really know, Spike, I've never tried doing that before. In theory it should be relatively simple since it doesn't require a proportional increase in mana as translucence drops. It's just a matter of balancing everything to achieve the desired results. But why?" she asked. What was Spike asking for? And why did he know what opacity meant? She was certain he always tuned her out when she was talking to him about scientifically related matters.

"What if we don't need to keep the changelings from escaping by force, and we just make them think that they're trapped and can't get free? Sorta like how you meet Trixie the last time she was here," Spike proposed.

"Yeah! Slight of hoof and trickery, tha's the ticket. Ya completely overwhelmed that showoff with jus' paint an' puffs o' smoke," Applejack added.

The fact that Spike had come up with a plan of attack didn't surprise him. He knew from their games of chess that the dragon was far more intelligent than he let on, but he wasn't certain as to why he did what he did. The fact that Applejack had picked up on what he was suggesting also didn't surprise him. He knew that she too was more intelligent than she let on. The plan was relatively sound in nature; except for a single glaring error that needed to be addressed, and quickly before they decided to go ahead with the plan.

"Do changeling drones possess the intelligence to recognize a forcefield when they see it, and know they can't break through it?" he asked, causing the excitement to suddenly grind to a halt. "If they were ponies capable of the same level of intelligence and sentience you have shown, then it would likely work. But if they are reactionary and instinctual in nature, and don't recognize the forcefield, they'll simply try and crash through it, and succeed if it's a simple illusion," he explained and brought his attention back to Twilight Sparkle. "There are thirty seven changelings in Ponyville that I can detect. Assuming all thirty seven launch a continuous effort to escape the forcefield, how long would you be able to maintain it before the strain becomes too much?"

"Maybe... two minutes?" Twilight replied. There were way too many factors to go into detail about right now but she suspected Ulquiorra wasn't in the mood to hear about why she couldn't give an accurate measure of her forcefield's duration. All she could really do right now was throw out random and uneducated guesses.

"Two minutes will be sufficient for what needs to be done," Ulquiorra replied evenly. Two minutes would likely be more than enough actually. "Once I'm inside Ponyville, you may deploy your forcefield over the town. I will handle matters from there."

"Uhh... Mr. Cifer... ah reckon ah already know the answer ta the question an' all... but jus' wha' do ya have in mind fer doin' in this situation?" Applejack asked hesitantly.

Was she really serious in her question? What did she believe he intended to do to the changelings?

"I intend to kill them. If they're allowed to escape in the name of kindness, there is no reason to believe they won't retaliate with greater numbers," he explained simply. There was no use sparing them their feelings. If they weren't prepared for the ugly side of existence then it was their fault rather than his. Did they really believe that they could be the defenders of Equestria and not get blood on their hooves at least once in their lives?

Hooves? Their dialect was beginning to rub off on him, and he was finding it more difficult to differentiate between his and theirs. This was not amusing in any way.

The atmosphere seemed to change as his words of confirmation sank in, the group realizing what they were facing, and likely the thought of one of them being drafted to assist in what would surely be a massacre the likes of which they'd never before encountered.

"Isn't there any other way?" Rainbow Dash asked, being the only one who could manage to talk at the moment. The idea of initiating a bloodbath was... it was frightening even to her.

"No," Ulquiorra replied bluntly and faced the town. "Once I'm inside raise the forcefield. If you don't, anything that does not go according to plan will be your fault."

No more words were said as Ulquiorra began walking away from them and towards town to carry out the task he'd set for himself.

"I don't like this one bit," Rainbow Dash whispered to the others as she watched Ulquiorra making his way into Ponyville. "We're just gonna let him boss us around like this? And we're just gonna trust him to stick to his word and only go after the changelings? We're just gonna trust him not to hurt anypony else?" she asked.

"Ah don' reckon we got much choice in the matter. We all saw how he dealt wit' that dragon las' week, ah doubt the five of us could do much ta oppose 'im if we tried," Applejack pointed out. "All we can really do right now is trust 'im an' hope for the best."

Twilight remained silent, other than the shuddering of her breath as she tried to steady her nerves. The gravity of the situation was weighing heavily on her right now. Ulquiorra was enlisting her to be part of something that amounted to mass murder; simply because they were changelings didn't do anything to change that fact. If she did this then she'd be responsible for the loss of life; many lives actually. She couldn't do that, she'd never be forgiven for her actions.

And yet... if she didn't do it, Ulquiorra was promising a loss of life even greater than thirty seven. If the changelings got away and brought reinforcements, there was no telling how many hundreds would die here in Ponyville because she failed to act. Some of those hundreds might even include random ponies... even foals. No matter how she looked at it, she was going to wind up being indirectly responsible for a bloodbath of epic proportions. What choice did she have in this matter?

Ulquiorra was already in the heart of Ponyville now by what she could see, and was waiting for her in order to act. She really didn't want to be doing this... but if she didn't things could only be worse. Finally, and with much reluctance, she allowed her horn to glow as she deployed a large purple-tinged dome over the entire town, sealing it off from the outside world.

Almost immediately after the forcefield touched down, a chorus of horrified screams erupted from within and met their ears. Ulquiorra had wasted absolutely no time in going about doing what he said he'd be doing. From where they were standing they could see the chaos unfolding in a manner that would make even Discord uncomfortable. Ponies were screaming and running in terror in every which way, individually and in groups, Ulquiorra vanishing and reappearing in a manner that made it impossible to follow, his location a mystery except for when they'd see one pony inparticular fall as a massive shower of blood erupted from their backs, falling to the ground in a motionless heap.

Twilight had to shut her eyes, unable to stop the relentless flow of tears streaming down her face as she watched helplessly as desperate ponies came crashing headlong into her forcefield and pounded against it with their hooves, pleading to be let out. "I'm so sorry everypony," she wept as she kept her eyes shut. She couldn't bear to look into their eyes and see the sheer terror and desperation on their faces as they tried so desperately to escape. If her concentration faltered, then the forcefield would fail, and everything would be a failure.

Next to her Pinkie Pie wept uncontrollably as she hugged Spike like a teddy bear, not knowing what else to do. Off to the side Applejack and Rainbow Dash were silently holding each other, both of them feeling utterly powerless to do anything to help, uncertain of anything they could do to help or even who they could help. They were changelings... but up until the point their disguise actually fell, they were ponies as far as they could tell.

The end had come just as quickly as the beginning of it all, an eerie and disturbing silence settling over the town. There were no more ponies running back and forth screaming, no more desperate residents trying to break through her forcefield, only to be struck down in a shower of blood, and left crumpled on the ground in an omnipresent silence.

"Is it over?" Spike asked, almost nervous to hear the answer.

A sudden blast hit the top of the dome and sent ripples over the entire structure, the backlash affecting Twilight from the unexpected strain, catching her off guard, and forcing her to drop the forcefield as she fell to her knees. Had that been Ulquiorra's Cero just now? Or maybe it was his Bala since there was no massive trail of teal green energy after the forcefield fell?

"I'd say that's probably a yes," Rainbow Dash muttered. Out of everypony present, she was the first to begin stepping forward to survey the damage, and see if their trust in the Espada had been misplaced... see if they'd lost any of their friends in this horribly foalish idea.

There were corpses littering the ground in varying degrees of dismemberment, ranging from a simple stab wound through the head or chest, to being completely bisected and left strewn about. And the blood... oh there was just so much blood everywhere!

But out of all of the bodies they passed, not a single one of them was a pony. There was nothing to be found but dead changelings on the ground in this eerily silent town.

"Anypony seeing any ponies on the ground?" Spike asked as he looked about cautiously, trying not to be overwhelmed by the amount of death present on the streets.

"Not a one," Applejack replied. She really wasn't seeing any ponies anywhere, not even peaking outside of closed doors and windows. Where'd they all gone in such a short amount of time? It's not like Ponyville had any disaster shelters to run to in event of an emergency.

"Crud these things smell awful," Rainbow Dash complained as she held a hoof to her nose, wincing at the contact. Why did changelings have to stink so much? And why did the dead ones have to smell worse than the live ones? And for that matter how come that one imitating Fluttershy couldn't be smelt!? What was the reasoning behind it?

"RD ah think this'd be a lot easier without the nasal appraisal goin' on," Applejack commented, silently agreeing with the statement, but feeling it wasn't the proper time for such.

"I'm just stating the obvious," Rainbow Dash replied defensively and tried to wave the noxious odor away from her nose. "Smells like an outhouse in the summer."

Twilight's immediate response was to vomit right in the middle of the street, causing the others to jump in surprise. The combination of the smell, Rainbow Dash's vivid commentary, and the mental strain of knowing she'd been responsible for all of these deaths, becoming too much for her to tolerate. She coughed and tried to take a sharp breath, before retching and vomiting again. Rainbow Dash didn't even hesitate before moving to her side and rubbing her back.

"It's okay Twi', breathe, just breathe," Rainbow Dash told her, trying to focus on her friend's wellbeing, rather than the mingling of revolting scents taking place and trying to worm their way into her nose.

"Ah can't really say ah don' feel the same way mahself," Applejack muttered. This was all... really a whole lot to take in.

"Don't you worry Twilight, I'll go get you some of Mrs. Cakes ginger muffins, they're just the thing for settling an upset tummy," Pinkie said in a reassuring manner.

"Forget that, Pinkie, get her some water so she can rinse her mouth and get that taste out," Rainbow Dash stated as she continued rubbing her friend's back as she coughed and spat.

"Applejack!"

Applejack turned to her left at hearing her name called, just in time to see her little sister making a running tackle for her. She quickly reacted and Apple Bloom fell into her embrace. Bringing up the rear was Scootaloo, Sweetie Belle and... Diamond Tiara? Seriously?

Casually walking behind them was Ulquiorra with his hands tucked into his pockets, not so much as a hair out of place. Smug looking jerk! Nevermind him, he was small potatoes right now.

"Wha's wrong little sister?" Applejack asked in a concerned manner.

"There were three changelings located at the elementary school when I arrived," Ulquiorra explained calmly in his approach.

Scootaloo nodded. "Twist, Featherweight and Silver Spoon were replaced and now they're missing. Miss Cherilee cancelled class for the time being."

"It was horrible!" Sweetie Belle stated.

Applejack looked between the fillies and down at Apple Bloom before scowling in Ulquiorra's direction. "If y'all traumatized mah sister, so help me ah'll-" she started but was quickly interrupted.

"Now is not the time. Your sister remains unharmed, as do all the ponies of the town. Now that all the changelings present have been eliminated, the time has come to proceed with the next step; locating those that were replaced, and ensuring their safety has not been compromised," Ulquiorra replied.

Why'd he have to know so much? Why'd he have to be so annoying and calm under pressure? And for that matter why did he have to be so right?

"How can I help?"

The question surprised them as it had been presented by the most unlikely one present; Diamond Tiara of all ponies. She looked quite concerned and quite serious, a massive change from her usual demeanor.

"Why do you even care?" Scootaloo asked, confused and annoying all at the same time. "You're nothing but a spoiled brat!"

"Look you know-nothing blank flank!" Diamond Tiara stated, her usual annoyed nature quickly returning. "Silver Spoon is my friend and if there's anything I can do to help her them I'm gonna do it, even if it means getting down in the mud next to the likes of you! Somepony just point me in a direction!"

"EVERYPONY SHUT UP ALREADY!"

The bellow had come from Twilight as she made her way over, finally recovered from her bout of sickness, and able to properly respond to the soon to be fight that was about to break out. She'd gone from despair to fury, and it was showing.

"There's gonna be plenty of time for all this bickering later, but now's not the time for it. We need to be organized, and not shouting at each other like a bunch of fucking idiots!" she stated and stomped her hoof.

Ulquiorra noticed as the looks on the pony's faces were either shock and fear from Twilight Sparkle's outburst, -along with a dramatic flaring of her reiatsu levels- or confusion at her choice of wording and use of terms native to his dimension. Either way she had managed to silence the bickering that was taking place. He almost felt the urge to clap.

Almost.

"Look. If we're going to do this, then we're going to do it right. The first thing we need to do is see who's present and who's missing. We need to go door to door and assure everypony that everything's alright, and inform them about what's going on. Once we do that, we can start getting volunteers to help in the search and rescue part while others focus on the cleanup around town," Twilight stated and looked over everyone assembled. "Rainbow Dash, can you take Apple Bloom and her friends around, and start reassuring everypony that everything is alright, and the situation is firmly under control? We don't need anypony panicking right now."

"You can count on me, Twi'," Rainbow Dash replied and saluted with her right hoof.

"Good. Once you get everypony calmed down, tell them to head to Town Hall and wait for us there. Pinkie Pie, Applejack, you and I will take attendance and figure out who we need to rescue, as well as chart out the surrounding territory for exploration, as well as determining a way to distinguish each other should more changelings be in the area, and currently laying undiscovered."

"Right behind ya Twilight," Applejack said as she set Apple Bloom down on her hooves.

"Right! One mass gathering, on it!" Pinkie added and saluted as well.

"Spike. Send Princess Celestia a letter and inform her about these developments, she needs to know if an invasion is really going on," Twilight stated.

"That won't be necessary, Twilight Sparkle," Ulquiorra spoke up, bringing the unicorn's attention to him. "Gathering ponies and keeping them calm will not be easy if I'm still present. I will return to Canterlot palace myself and deliver the message in person, and ensure the situation is under control. We will coordinate our efforts, and operations afterward, when we are secured on both ends."

She really didn't like being ordered around in this situation. Ulquiorra had caused who knew how much trauma to everypony, themselves included, forced her to participate in a slaughter, and was now intending to leave and go to Canterlot, away from the results of his actions?

But as much as she hated to admit it he was quite accurate in his hypothesis that search and rescue efforts would be hampered if everypony was afraid of his presence after everything that happened. It was going to take long enough to explain to them that the ones getting slaughtered were changelings and he'd been doing what he did for the good of Ponyville. Begrudgingly she nodded in agreement.

"Alright," she admitted. They'd do it his way for right now. But the minute this crisis was over she was so going to curse him out every which way she knew for everything he'd done wrong in this situation! "We'll send word once we have everypony located and accounted for. If the drones followed standard changeling behavior they were cocooned and stored somewhere in a secured location and left for later."

"Before I depart I will inform my escort that their assistance will be needed for the search and rescue efforts. You will likely need as much help as you can acquire," Ulquiorra replied.

"That'd be much appreciated. The more fliers we have the better chance we have of covering territory," Twilight replied. She was fully prepared for the Espada to take his leave but suddenly something occurred to her, something that would be vitally important for him to know. "Ulquiorra before you leave! If you find any changelings in Canterlot, any that're of bigger stature or have a green coloring to their exoskeletons, don't deal with them like you did here. According to the books I've read, such changelings are higher on the social ranking, and possess much greater intelligence and the ability to speak, serving as the queen's royal guard and advisers. If you find any maybe we can get some answers about the scale of the invasion."

"I will keep such information in mind," Ulquiorra replied before vanishing from sight, the only thing left behind was a booming echo of static.

"How'd he do that?" Diamond Tiara asked and tilted her head.

"That's a story for another time. C'mon we've got work to do," Rainbow Dash stated and took off, the fillies hot on her heels to assist in whatever manner they could.

"Uh... Twilight?" Applejack spoke up, bringing her friend's attention back to her. "Ah got a question before we get started. Jus' wha' exactly does "fuck" mean?"


"Admit the next petitioner," Princess Celestia commanded softly. The day court was in full swing, and it was business as usual for her. Ponies seeking out her council and wisdom, funding for various projects and goals, all the standard matters. The only change was this morning had started off light. This was the first time in over a decade she hadn't felt the nagging of a phantom migraine this early in the morning.

Unfortunately that peacefulness came to an end, as the moment the door was opened, none other than Ulquiorra appeared in a sudden flash, standing before her, not twenty feet away from the steps leading up to the her throne. He'd returned so soon? Obviously this couldn't be good.

And was he wearing a new shirt? It just had to be Rarity's work.

"Ulquiorra? What brings you back to the palace? Weren't you in Ponyville for the day?" Princess Celestia asked.

"I was. However a matter of great urgency has arisen, and you need to be informed of the development," Ulquiorra replied and paused. "Is the throne room secure? This news should not be heard by outside ears."

Princess Celestia nodded in understanding. Her horn glowed as the doors to the throne room were closed, and a magical shield deployed over them, preventing anypony from eavesdropping on them.

"Speak freely. What is this urgent matter?" she asked.

"There have been thirty eight murders in the town of Ponyville, each of them quite brutal and unexplained in nature. Among the victims is the one known as Fluttershy. When she was found her heart had been ripped out of her chest, and her spine was completely shattered," Ulquiorra stated.

Other than the gasp that came from Princess Celestia the entire room was silent. Not even the guards dared to breathe or move.

"H-how... w-who..." Princess Celestia asked in a shaky voice.

"By my own hand. I am the perpetrator. You were correct to fear me," Ulquiorra admitted. Before she even had a chance to respond he continued. "What's more-" he paused and disappeared from sight in a quick burst of sonido, appearing right at the foot of the stairs that left up to her throne. Quicker than she could respond to that, he delivered a roundhouse kick to the side of the head of the guard on her left, and delivered enough force to send him crashing into the wall. "-I am nowhere near done in my massacre of those around me. Many more will be dead before this day is over."

Before he could blink something strong had him around the neck, effortlessly lifting him up off the ground and squeezing tightly, and making it all but impossible to breathe. He could see Princess Celestia was very angry right now, her already immense reiatsu flaring out dramatically, and to a horrifying degree, the pressure being exerted against his hierro indescribable. Being in her presence right now was much like being in the presence of the sun itself, heat radiating off of her, and searing him in a way the remaining conscious guard seemed blissfully ignorant of.

"You come here to brag about murdering my little ponies and then have the audacity to claim more will follow, and you're stupid enough to believe that I won't do something about it?" she asked in a tone of barely restrained rage, tightening the hold she had on his neck. "I knew I shouldn't have trusted you, shouldn't have given you the benefit of the doubt, shouldn't have listened to Discord when he brought you to me! I made a mistake, and right now I intend to correct that mistake..."

He couldn't breathe. His hierro was blistering. His internal organs were being pummeled. He could barely even keep his eyes open from the intensity of her reiatsu, as it was threatening to make them explode right out of his sockets. His death was most certainly close at hand this time. With great effort and great pain he slowly raised his right hand for the purpose of pointing over to the wall.

Princess Celestia was left uncertain of what he was doing, and gave an aside glance to what he was gesturing to. The remaining guard had dashed over to the side of his fallen comrade immediately after the attack, but was making no effort to revive him or assess his condition. It was...

Immediately she released her magical hold on Ulquiorra, drawing her powers back within her, to turn her full gaze to the sight before her. It wasn't one of her loyal guards that was laying unconscious on the floor, but rather a changeling that'd been knocked cold from hitting the wall headfirst! How was this even possible?

Her attention was drawn back to Ulquiorra as he was left in a kneeling position and gasping for the air he'd been denied previously, his off-white skin now covered in horrible red blisters. In her fury she'd wound up forgetting he was sensitive to the intensity of her magic, and she'd wound up hurting him without even realizing. Truth be told at the time she really hadn't even cared, considering what he was telling her. Now she was left deeply regretting her actions.

"I... I don't know what to say..." she whispered. Had the entire thing been nothing more than an act? Had her fury been unwarranted?

Ulquiorra slowly rose back to his feet, the blisters on his right cheek very obvious, as well as the singe marks to the remnants of his Hollow mask. But despite the amount of pain he was currently in, his face didn't convey such facts.

"If you paid attention, my wording was carefully and deliberately chosen. Not once did I ever state that one of your subjects was murdered, or that a pony had died," he explained, his voice calm and even as ever. "It was all quite necessary to not tip our hand too early. Knowing so little about the factual nature of changelings I chose to proceed with caution. Your reaction was... for lack of a better term of description... perfect. However this was not the only one present. There are at least one hundred other changelings present in and around the castle that must be dealt with."

Princess Celestia was left silent in response to his words, so many thoughts going through her mind all at once. The wellbeing of her subjects, the possibility of a full scale changeling invasion, and even what Ulquiorra had done, how he'd put himself in the line of fire to fool the changeling that had been in her own presence, that she herself hadn't even been aware of. He'd allowed himself to be mangled to deal with a spy she'd been ignorant of.

He really wasn't lying when he talked about his loyalty. And now she felt absolutely terrible; both for her actions, and for the smell of his burnt flesh reaching her nose.

"First thing's first, we need to see about getting you to the infirmary, and treating your... injuries... huh?" she asked in paused silence as she watched the blisters seeming to shrink and disappear in wisps of steam. What was going on?

"The damage you inflicted upon my hierro is minor. The internal organs your reiatsu bruised will heal as well. Right now my wellbeing is the least of our concerns. We have other pressing matters to attend to," he said as he looked over at the fallen changeling again. "A great many pressing matters if this is to be done correctly..."

"A-agreed. But where do we begin?" Princess Celestia asked, uncertain what else to say. Even after everything she'd done to him, he was taking it all in stride. How was she supposed to respond to such a being?

Hers was a good question indeed. There were several areas that needed addressing, and each one of them was closely interlinked with the others. Trying to keep all going at the same time would require a measure of delicacy, and proper timing if success was to be achieved.

Stealth had never been his area of expertise, he'd never really needed it to any significant degree. Stealth in his case meant performing a burst of sonido to arrive in an area, and delivering a fatal blow to the target faster than they could respond. In all other cases it'd been a matter of displaying the sheer overwhelming nature of his strength, and leaving the opponents crippled without hope. But this was an entirely different matter and he couldn't do that here. There were too many random variables to take into account, too many unknowns that had to be addressed up front. This would require a significant amount of work on all their parts.

"I rarely ever say these words, because they are rarely ever true. But at present, the only thing I can truly say, is that I don't know..."

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