• Published 18th Aug 2018
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The Infestation of Equiss Prime - Jest



The queen of blades has launched her newest weapon, a ship designed to infest an entire planet in secret. Unfortunatly for her, this ship vanished after launch and crash landed on a distant world filled with colorful ponies.

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Testing Mettle

“Again,” Celestia asked, lifting a pair of short swords and leveling them at the infested pony.

Who breathed hard, her body trembling as she tried to stay standing, knees quaking and heart fluttering. “I need a second,” Twilight replied weakly, the mare unable to even power her horn, much less enact the shield spell she was being told to use.

“Your enemies will not give you time to rest. Bring up your shield,” Celestia demanded, the swords floating around her pointing towards the unicorn, ready to strike.

Twilight gritted her teeth and grunted as she poured magic into her horn, causing it to light up briefly before showering the ground in sparks. With one last heave, the pony collapsed to the floor, unable to even stay standing anymore. “I’m sorry, I can't go on,” Twilight muttered, struggling to stand again.

A gentle wing pressed against her back, keeping her down. “No, it is I that am sorry,” Celestia replied hesitantly, her magic depositing her swords into the rack across the room. “I should not have pushed you so hard.”

Twilight wanted to assure the alicorn that it was okay, and that she understood why Celestia was training her with such intensity, but she could only lay there and gasp for breath. The alicorn smiled faintly and lowered herself to the ground, allowing Twilight to lean against her and be pulled into the fluffy depths of the alicorn’s vulumous wing. There she enjoyed the tender embrace while waiting for her body to stop shaking and her breathing to even out.

Eventually, she was able to relax a little and pushed Celestia away, only now realizing just how matted Celestia’s fur was. “You probably shouldn't do that. I’m all gross, you know.”

“I was going to have a shower anyway, don't worry about it,” replied Celestia, who pulled the unicorn right back under her wing, squeezing her tightly.

Twilight reluctantly accepted the hug, grumbling to herself all the while.

For a while they just sat there, enjoying one another’s company, until Twilight began to feel guilty for wasting as much time as she had, and stood up, brushing off the alicorn’s wing. “Alright, I’m ready,” she declared.

Celestia eyed her student carefully, noting that although she was vertical once more, her legs still trembled, and her horn still glowed slightly from overuse. “No. You are not. Sit, I have something to tell you.”

Twilight tried to muster some sort of denial, only to frown when she realized Celestia had seen clear through her ruse. “Fine. What did you have to say?” Twilight asked before plopping down next to Celestia again.

The alicorn hummed thoughtfully as she stared out into the distance. “I am not entirely sure how to put this eloquently, so please forgive me if this doesn't come out well.”

Twilight shrugged. “I’m sure it’s fine, go ahead.”

Celestia nodded and wrapped her wing around Twilight’s barrel once more, pulling the smaller pony close. “I know that your condition allows you to get stronger the more I push you, which is why I’ve been so insistent that we train as hard as we have. That being said, I don't think we will be able to get to a point where you are strong enough to defend yourself properly without you exploring your… unique abilities more.”

Twilight blinked and looked up at the other mare in confusion. “What abilities do you mean, exactly?”

“For one, your psionics have not expanded much since you were a kid. Practice that skill, and try to expand its uses, I’m sure it will come in handy,” Celestia began, tapping the smaller pony on the head. “You are a smart girl. I’m sure you will come up with a brilliant new application for that special talent of yours.”

“I guess….” Twilight muttered, placing her head in her forehooves. “I just can't use it very much without risking my defences so to speak.”

Celestia nodded slowly. “I’m sure you’ll figure out a balance between offence and defence, but that is not all that I was hoping to speak to you about.”

“What else is there?” whispered the younger pony nervously.

“You have other abilities, abilities that are more… biological in nature,” Celestia began hesitantly. “Your body is different and is both adaptable and strong. We are training your strength as much as we can, but I know you are capable of much more, if you put your mind to it.”

Twilight bit her lip and looked away from the alicorn, very aware of just how different she was from the average pony in this moment. “I know something is going to happen next year, something dangerous, but is this all necessary?” Twilight asked hesitantly.

“Your friend’s warning may be vague, but trust me when I say it lines up with information that I have gained from other sources as well,” Celestia reassured. “He may not have been telling the whole truth, but he wasn't lying.”

“He's not my friend,” Twilight grumbled.

“Friend or not, he’s helped you, and me,” Celestia pointed out. “Furthermore, I don't think we will have to wait a year until something happens. Danger lurks around this very castle, Twilight, and I will not always be there to help you.”

“But you are immortal, you are always going to be there,” Twilight shot back, looking up at the alicorn.

“I may not age, but that does not mean I can be everywhere at once, nor am I truly immortal,” Celestia reminded. “There will come a time where you and I will need to take different paths, and when that time comes I need to know that you will not require my presence.”

Twilight wrapped her hooves around Celestia’s neck and buried her head in the alicorn’s soft fur. “Don't say that. I’ll always need you.”

Celestia smiled faintly and hugged the smaller pony, rubbing a hoof down the unicorn’s back. “You’ll always be my friend, Twilight, but there will come a time when you will not want to be around an old nag like me all the time.”

“You are not an old nag,” Twilight muttered.

The alicorn chuckled. “I’m pretty sure that after your two thousandth birthday you are officially an old nag.”

Twilight grumbled, and slowly slipped her hooves from Celestia’s neck. “So, what should I do then?”

“Practice. When not with me, you will do all you can to strengthen those other parts of yourself,” Celestia began, poking the unicorn in the chest. “I know you have abilities and skills that you have been scared to explore, but now is the time to do just that.”

“Are you sure? What if I-” Twilight began, only to have Celestia’s hoof pressed against her lips.

“I swear on the stars, Twilight, if you were about to say something about being a monster, I am going to ground you for a thousand years,” Celestia vowed.

Twilight winced and rubbed the back of her neck awkwardly. “I mean, you have to admit it is rather… weird.”

“Twilight, I’ve seen ponies born with the gifts of necromancy, blood magic, and biological manipulation. I’ve fought monsters, gods, and creatures from beyond this plane of existence, and none of them were truly monsters, at least in the way that you are imagining anyway.” Celestia paused, and tapped her chin. “Except maybe shogoths. Those things were monsters in every sense of the word.”

“I guess when you put it that way, it's not that strange, is it?” Twilight asked hesitantly, looking down to her left leg.

“Some may think so, but they are wrong,” Celestia assured, placing a hoof on the unicorn’s shoulder. “Your abilities may be different and not the prettiest, but I have no doubt that, if trained and tested, will come to serve you well.”

“If you are sure…” Twilight muttered, tucking her leg back under her.

“I am indeed. These skills of yours are unique, and will give you an edge over most enemies who will not know how to counter them,” Celestia explained. “Provided you are able to train these skills in secret, or in such a way that noone will know that you are training them.”

“I have a place where I can be alone which no one knows about save for well, you know,” Twilight admitted.

“Good, make sure to hide it well, and use the spells we talked about last week,” Celestia reminded. “You need to be able to hide your little warehouse from even my sight.”

Twilight nodded. “I’ll make sure to enchant the entrance a little more heavily tonight and use those new warding glyphs you taught me about.”

“Good, because I have no doubt that they will try and watch you whenever possible,” Celestia exclaimed grimly. “The importance of good reconnaissance is one thing you can learn from them.”

“I would rather not learn anything from them,” Twilight muttered angrily.

“Ah ah ah, what did I say about learning from your enemy?” Celestia gently chastised.

“That your enemy will teach you many lessons, including how to beat them,” Twilight replied tiredly.

“Exactly,” Celestia declared. “A foolish enemy will give you the weapons to defeat them, while a smart enemy will hide them, but if you watch them closely, you can still find them.”

“I know, I know,” Twilight murmured.

“Now then,” Celestia announced suddenly, squeezing Twilight with her wing. “Are you ready for another round?”

“Of course,” Twilight replied with a smile, only for that smile to falter somewhat. “Are we doing more shield training?”

“Yes. I know you aren't thrilled about it, but you must admit you need work in that area,” Celestia pointed out.

Twilight grumbled, but reluctantly stood anyway, a frown on her face. “Fine, but after this you are teaching me that better teleportation spell.”

Celestia sighed. “Don't get frustrated if your accuracy doesn't improve right away.”

“Deal.”


“You know I could help with those bags if you want,” Spike offered.

Twilight grunted and hefted her saddle bags up a little further on her back. “I’m fine.”

Spike raised an eyebrow and looked over the mare, noting how hard she was breathing and how slow and deliberate her steps were. The sidewalk wasn't even uneven, meaning there was little excuse for her to be taking so long and being so careful. Her muscles also bulged beneath her coat, serving as more evidence for a recent and very extensive training session. Which was no doubt the reason why she was exhausted, both physically and magically, as her horn was wrapped in a layer of gauze.

“You didn't try to master that teleportation spell again, did you?” Spike deadpanned.

Twilight frowned. “So what if I did? It's useful, Spike. Imagine how convenient it would be if I could just teleport directly from home to the castle.”

“I have no doubt it would be useful, but that spell was intended only for ponies twice your age to use,” Spike pointed out, quite unhelpfully in Twilight’s opinion.

The mare snorted. “I don't care who it's ‘supposed’ to be learned by. I want to master it, and that’s just what's going to happen.”

The dragon shrugged. “I guess, but shouldn't you pace things a little? You might hurt yourself.”

“I’m fine, really.” Twilight smirked. “Besides, pushing the limit of what should be possible only makes me stronger. This is nothing.”

Spike sighed. “Still. You might be tougher than the average pony, and bounce back from injury quicker as well, but that doesn't mean you're invincible, you know.”

“I know, Spike, and I promise, I won't go too far,” Twilight replied. “But you can't improve if you don't push your boundaries.”

“Just promise me you won't push your luck,” Spike demanded. “I worry about you.”

Twilight smiled and nodded. “I know, and I promise.”

Spike snorted a small gout of smoke from his nostrils. “Good. ‘Cause I don't want to have to be the one to tell grandpa something bad happened to you.”

Twilight brushed past a rather large unicorn, quickly returning to the dragon’s side. “Don't worry, Spike, I'd sooner send Celestia to deliver the news than rely on you.”

“Speaking of which, has she mentioned what the whole plan was for the… you know.” Spike waved his hand around randomly, gesturing to everything.

Twilight shook her head. “No, she's been sticking to training me in a bunch of different things and is trying to get me to branch out from just magic.”

Spike raised an eyebrow. “I can tell. You are getting even more jacked than last summer. Is it really worth it though? I mean you are really, really good at magic, can't you rely on that?”

Twilight chuckled. “You should know better than to rely solely on one strategy every time, you know. Mister rush the dragon isles and turtle.”

The dragon shrugged. “What can I say, it's a great strategy in risk.”

“It's also a predictable one,” countered Twilight. “If you changed up your strategy more, I wouldn't be able to just keep you off the deployment advantage and eventually crush you every time.”

Spiked sighed, and kicked a stone. “I guess.”

“You must be adaptable, and besides, I’m already a great mage. Imagine how formidable I will be once I’ve studied the blade, amongst other potential things,” Twilight added, pointedly.

“Does that mean you are going to finally stop losing to bombs whenever you play stratego?” Spike asked, a smirk already on his face.

“Celestia may be the best teacher I’ve ever had, but even she can't do the impossible,” Twilight quipped, laughing right along with her son.


“Well, that could have gone better,” Spike muttered.

Twilight sighed. “I know, father’s paranoia is getting rather irritating.”

The dragon nodded as the pair walked down the street, most ponies moving out of their way and allowing them to pass without issue. “I didn't think he’d launch into a whole rant about it though. That was out of left field.”

Twilight shrugged. “He's getting a little more unnerved ever since his boss made that strange threat the other day.”

“That was rather weird,” Spike remarked absently as they turned down a side street and began the long trot to the dock’s district. “Do you really think they would fire him?”

“For what? Having a kid who is being taught by the Princess of Equestria?” Twilight asked. “Never, and if his boss tried it, he would be in for years of litigation and issues, something I have no doubt Celestia would help out with.”

“Still… That job is like, his life. Could you even imagine what he would be like if he didn't work at the observatory?” Spike replied.

Twilight frowned. “That would be weird. He's been working there as far back as I can remember.”

“Maybe moving would be for the best,” Spike remarked after they made another turn, the sun now on their backs.

“Maybe. But I’ll have to graduate or at least master long range teleportation matrices before that happens.”

“True. I doubt he's going to go anywhere before he knows you can defend yourself. Which is funny, ‘cause I don't think that old stallion even knows how to cast a mana bolt very well,” Spike announced with a snort.

“Remind me to teach him a few things when we get home later tonight,” Twilight reminded. “Just like he won't leave until he knows I’m safe, I won't let him leave without knowing he can defend himself.”

“Good thinking, he can't rely on his old man strength for everything,” Spike added with a snicker.

Twilight chuckled along with her son as they trotted ever further into the city. Around them, the buildings grew shorter and more closely packed together, until there was almost no space between them. The district loomed over them by this point, the large plate that supported most of the actual docks and shipping industry suspended several hundred feet over their heads. Though it didn't stick out far, it still made Twilight feel uneasy, and a part of her to begin worrying about it falling, despite how unlikely that was.

Twilight pointed to a small, narrow alleyway, prompting Spike to nod and proceed in that direction before stopping just outside of it. The unicorn entered first, walking relatively deep into the passage before turning to Spike, who stood at the entrance. After giving the street one last look, the dragon flashed Twilight a smile and a thumbs up.

Lighting her horn, Twilight cast a quick notice-me-not spell on both of them, and followed that up with several anti-scrying measures, and a myriad of other spells intended to help ensure they wouldn't be detected. After she had expended every spell she knew of that would help, Twilight let her horn dull and gave Spike a quick nod.

The dragon could no longer actually see the pony, but he didn't need to, as their connection was such that the intention was still understood, even if the nod wasn't seen. He peeked back out into the street, and after finding no one was approaching them nor looking in their direction, stepped out. Following closely behind, Twilight made sure to keep a close eye on Spike by utilizing her psychic abilities as her normal senses no longer helped in this regard.

Keeping the young drake in front of her wasn't hard, and the pony focused her mind on trying to find anyone who may be tailing them. By the time they reached their destination, Twilight was fairly certain they weren’t being followed. Spike had stopped a second earlier, and was now tugging at a dumpster that had been placed next to a seemingly random wall at the end of a short alleyway.

Twilight rolled her eyes, and gently pushed him out of the way before grabbing the dumpster in a hoof and moving it out of the way with ease. The unicorn didn't have to read Spike’s mind to know he was annoyed by this, but she merely pushed that thought aside for now and pointed towards the hole she had just revealed. Obediently, Spike knelt down and slipped through the small hole in the wall before disappearing and leaving Twilight behind.

The unicorn wasn't bothered though, merely stepping into the hole and swiftly moving a poster over the exposed space before positioning the dumpster back into the spot she had found it in. With that done, she paused, lit her horn, and cast a few more defensive enchantments she had recently learned around the area. Now at least slightly more confident that she wasn't about to get some unexpected guests, Twilight shimmied backwards out of the hole and into the space beyond. Which happened to be a large, relatively empty warehouse which Twilight knew was abandoned.

Officially it had been due to dark magic contamination, but Twilight had uncovered that it had merely been a company trying to get away with insurance fraud due to nearly going out of business. Since then, she had convinced Celestia to do nothing about the case, as it was beneath her notice to begin with and Twilight had her own designs for the warehouse. Celestia was no fool, and was no doubt only pretending to not know about it in order to not accidentally leak Twilight’s whereabouts.

All of which made Twilight swell with pride, even as she made her way around the rusted and moldy wracks of long forgotten boxes. She had put quite a bit of effort into this place over time, and had layered more enchantments than she could count during that time. She doubted the great houses knew of this place, or could enter it even if they did, but Twilight also knew they were no doubt in the area. Meaning she needed to keep her defences up, and not allow herself to relax, even while in her special lair.

Winding her way through the warehouse, Twilight slipped through a door, and locked it tight behind her before turning and proceeding down the stairs. At the end of which stood an impatient Spike, in front of a heavily padlocked and magically sealed door. Twilight rolled her eyes, not needing to see Spike to know that he was looking at her closely, already itching to get into the basement and get back to his nap.

He didn't have to wait long though as Twilight lit her horn, lowering the defences one by one, and finally unlatching the physical locks within a matter of moments. Once open, the dragon threw himself into the room, while Twilight took on a more sedate pace, stopping immediately after entering, and erecting her defences on the door once more. Only after she was certain that they were safe, and alone, did she turn around and dismiss the enchantments placed on herself and Spike.

She smiled and breathed deeply, inhaling the strange, potent scent that rose from the thick, slimy green and purple floor. The pony paused in order to take off her boots, and let her hooves sink into the porous ground, feeling rejuvenated within seconds of being inside the slime-filled chamber. A chamber that was surprisingly large, having served as an employee meeting place, as well as what must have been a lunch room at one point.

Though just about everything had been pulled out of the room, there was still a couch, a few chairs, and a table left behind, as well as everything they had found in the bathroom was still there. Add to that a duo of beds tucked into one corner of the room and it was a veritable home away from home. Made all the better by the slimy green and purple matter that grew all over the ground, and halfway up the walls.

Twilight smiled as she caressed the wall, whispering softly to the alien structure. “Shh, mommy’s home. Don't worry.”

The floor and walls both seemed to slump slightly, as if the green mucus-like structure that grew upon it had truly been worried for Twilight’s safety. Extending her mind into the creep enabled Twilight to gauge its health, and note that it had managed to sneak into the sewer without being noticed. With water secured, it needed no other nourishment, merely waiting for word from its mistress before it grew any further.

It was a simple being, which was so basic that it was a stretch to even call it a being. To Twilight though, it was like a pet, one that she was responsible for, and would thus take care of, even if it was little more than a bundle of alien instincts. Still, the sight of it thriving made Twilight smile, and she trotted over to the corner of the room, where a tall, twisted orange, green, and purple flower grew from the floor and rose to waist height.

Gently cupping the petals of the flower, Twilight subtly reassured the strange, alien creature that it did not need to grow any further, and should remain as it is right now. After that was done and Twilight was certain that the structure wouldn't spread any further, she sighed. “It’s nice to be back,” she exclaimed.

Spike leaned back in his favorite easy chair and nodded. “Heck yeah it is. Plus old Greeny is still doing fine, aintcha Greeny?” Spike asked, patting the ground, which seemed to vibrate strangely after receiving his touch.

Twilight chuckled as she walked over to a spot a good distance from Spike’s chair. “I don't know how you make it do that. I can't even make that happen.”

“It's about respect,” Spike declared, patting the greenish purple mass near his chair.

“Well, tell it to get ready for some tests. I want to see what it can do,” Twilight announced.

Spike frowned and patted the floor one last time. “I think she means it, Greeny, you better get ready.”

The small green mound sunk back into the rest of its mass before emerging once more, this time directly in front of Twilight. Who extended a hoof towards it and focused her powers outwards, and into the slimy growth. Closing her eyes, Twilight tried to imagine the creep growing until it could serve as cover, and she used a bit of psychic ability to ensure that happened.

Upon opening her eyes she was surprised to see that a small, chest high wall had appeared. Though it wasn't particularly dense, it was about the dimensions that Twilight had been imaging at least. She focused once more, trying to make the wall thicker and harder, capable of shielding her from an explosion, or incoming spells.

For a moment nothing happened, then Twilight felt the floor beneath her twitch, and the wall begin to change. Wanting to make sure everything happened as she wanted it to, Twilight focused more of her power onto the spot, funneling psychic energy into the creep. Which had the desired effect, making the wall grow thicker, stronger, with a layer of scales appearing on one side.

“Huh,” Twilight muttered, circling the wall and noticing the scales were about the same size, and thickness as the ones that covered Spike.

“Woah. That’s intense,” exclaimed Spike.

“It's too bad we don't have more space and food. I’d love to see if I could grow entire structures like this,” Twilight remarked, only to frown. “Though that would be kind of weird and a little gross, come to think of it.”

“As much as I like Greeny, I think an entire building that pulsated like that would be an odd sight,” Spike agreed.

“True. Plus I’m not always going to fight someone in a location of my choosing,” Twilight replied, waving a hoof over the creep and allowing it to disperse into the floor once more.

She wanted to try and test a few other things with her plant, but Twilight could tell that it had exerted itself significantly just making the wall. “Rest now,” Twilight whispered, patting the ground.

With her main ideas now no longer viable, the unicorn began to pace and consider more esoteric possibilities. She knew that her magic turned plants into whatever the green and purple mass beneath her hooves was, but she had very little understanding of what exactly it was. She moved faster while standing on it, and could nearly skate across the surface if she wanted, as could Spike. In addition she also felt a lot better while in the room with it, something her and Spike also shared. Other than that, it grew fast, didn't care about the surface it was forced to grow on, and could do so quickly, turning nearly anything it encountered into food.

Boxes, the odd rat, water, apples, Twilight had tried just about everything she could think of and only magically enchanted items could not be recycled by her plant. Did that mean it could break down and use minerals and stone if it wanted to? After all, it did eat the sword Twilight fed it, after she had dismissed its enchantments first.

As she continued to think, she strode back and forth, occasionally tapping her chin, and looking around the room. “So uh, whatcha thinkin’ about?” asked Spike.

“I was just considering what other ways I could utilize my newfound abilities,” Twilight murmured, still deep in thought. “The plant life I can grow is useful, but I won't be able to count on it. My own body is strong, but is still the body of a pony.”

“What's wrong with a pony body? You guys get a horn, magic, and other cool stuff,” Spike pointed out. “All dragons get is fire and flight.”

“Those are two very advantageous adaptations,” replied Twilight. “The ability to fly would be very convenient.”

“Well, why don't you try growing wings then?” Spike inquired.

“That's not how this works, Spike. I can't just grow wings whenever I want,” Twilight exclaimed, while rolling her eyes.

“How do you know? You’ve never tried it before,” Spike pointed out.

Twilight paused mid-stride and frowned. “I guess you have me there. It's not like there is a book on how to utilize weird alien powers.”

“So why don't you give it a shot?” Spike pressed. “Wings would be pretty awesome.”

“Hmm, fine. I suppose I could at least try,” Twilight exclaimed before casting off her coat, and standing perfectly still, legs spread, and eyes closed.

Without any real idea of what she was doing, Twilight focused on recreating the same feeling she had when commanding her plant to do what it did. Her will steeled, and her attention centered on her back, Twilight imagined what she would look like with large, draconic wings. She imagined what the bone structure would look like, how big they would have to be in order to lift a pony of her size, and even what color it would be in order to match her coat. Once she had imagined what it would look like, she tried to use her psychic abilities to force her body to change.

Power flowed through her, and towards her back, but she didn't feel anything different, other than a slight strain on the amount of energy she could bring to bear. Grunting from the effort, she pushed more and more power into it, trying to force her body to change the way she wanted it to. Her spine tingled, and the muscles along the center of her back began to ache, as if she had just put them through an intense workout, yet nothing happened. She focused for an extra few minutes before finally giving up and nearly falling to the ground, her breathing ragged.

“Damn, too bad too. I know how much you enjoy flying,” Spike remarked with genuine concern in his voice.

Twilight nodded. “I suppose my dreams of flight will have to wait another day.”

“So, any idea on how that works?” Spike asked.

Twilight shook her head. “It seems fairly random, but I was able to make scales appear on the wall that formed, so maybe I could make that happen on myself.”

The dragon shrugged. “It's worth a shot at least, right?”

“I don't know. It feels like there is something missing,” Twilight muttered, resuming her pacing.

“Like what?”

“I’m not totally sure, but it feels like my body wants to move the way I tell it to,” Twilight began. “It just can't, like there's a wall or something. Maybe the body simply can't make changes that quickly?”

“Or maybe Greeny is just special?” Spike added.

“That could be it,” Twilight murmured, while looking down at the mass of green and purple that spread out beneath her. “It is a unique ability, one that I’ve not seen replicated on any creature. Either from Equis or otherwise.”

“Is there a spell or something that would help things along? I mean you do know like, a bajillion spells, there's gotta be one that would help you,” Spike added, now leaning forward on his ratty recliner.

“There was one, but it's meant to combine two types of minerals that are relatively similar,” Twilight answered, her mind already churning with potential solutions and changes for the spell. “But with a little tinkering, it might be able to do more.”

“Huh, well good luck not turning into some sort of plant monster,” Spike muttered before reclining on his seat once more.

Now alone with her thoughts, Twilight began to formulate a way to alter the spell so it would give her the properties she wanted without turning her into a mass of green and purple goop. “Wait, what am I doing, this is crazy!” she exclaimed, only to turn and begin pacing, occasionally nibbling on her lip. “But if I was able to change my body in such a manner, I could become far more powerful. Maybe even strong enough to complete whatever mission Celestia is planning for me.”

The thought of being able to help the alicorn made Twilight consider her options much closer. It was no secret that the elder mare had a grand plan for Twilight and she had hinted as much when she promised to eventually disclose all of her secrets. What that mission or plan actually was though was still a mystery. All Twilight had to go on was that whatever Celestia had planned, had the possibility of being dangerous, incredibly so.

Did she want Twilight to become a general of some kind? Twilight dismissed that notion quickly, as it would mean she would have to be in the military, something she doubted Celestia would want. Perhaps a special agent of some kind? The unicorn considered it for a moment before brushing aside such thoughts for now and focused on the one thing she did know. And that was that she needed to be stronger, better, and gain the skills and abilities that would give her an edge.

“Alright, let's try this out,” she muttered, pulling forth a plethora of writing supplies from one of the few remaining cabinets and arraying them before her.

Spike yawned and curled up in his chair. “Wake me up when you are ready to go,” he muttered, before closing his eyes.

Twilight hardly even heard him, as she was scribbling several notes onto several pieces of paper which levitated all around her. “I just need to substitute the matrix here and here, and alter the parameters here… but then I’ll need to rewrite the underlying spell formula there and there.”

The pony plunked down onto the thick mass of green and purple, a frown on her face. “This might take a while.”


“Aha,” Twilight declared, lurching into a standing position and raising a hoof over her head. “I’ve got it!”

Spike yawned and stretched out like an enormous scale-covered cat. “Got what?” he asked sleepily. “Also, what time is it?”

Twilight shrugged. “I don't know, and I got it! It, Spike! The spell should work, and I wrote in a quick failsafe that should only alter my foreleg, so at worst I would lose a limb.”

“That's still a lot to lose, Twilight,” Spike pointed out. “Losing a leg isn't like losing a finger, you know.”

“I know, but this will be worth it, if it works, that is,” Twilight replied hastily, papers flying this way and that, some of which collected themselves into a pile while others were crinkled up and tossed in a random direction, where they were consumed by the creep.

“If you say so. So, what's it supposed to do?” Spike asked, leaning forward on his chair.

“It should allow my foreleg--” she raised her left leg, “--to gain the shape altering properties that the plant has.

“Neat. Then what?”

“Well, that would leave the possibility open to expanding it and even growing wings, or horns, or maybe even the necessary organs to breath fire,” Twilight continued, grinning madly. “The possibilities are endless, Spike!”

“Well, don't go too quickly,” Spike cautioned. “I don't want to have to carry you home.”

Twilight snorted. “Nonsense, this will work perfectly. You’ll see.”

“Alright then, but if you end up in agonizing pain, or unconscious, then you can't be mad when I say I told you so,” Spike added, before reclining in his chair once more.

“Nonsense. The process should be painless,” Twilight declared, only to gulp. “Should be, anyway.”

“Well, what are you waiting for?” pressed Spike.

“Right,” Twilight murmured, before lighting her horn.

The original spell itself wasn't terribly complicated, but she had never cast the unmodified version before, nevermind the much more complicated, much more difficult, modded one. So it was with a slow, ponderous pace that she worked through the minute aspects of the spell, hyper aware of potential issues. It was only after the spell was nearly complete, and Twilight had triple-checked her work did she follow through with the last steps.

Magic pulsed and formed several glowing matrices in the air directly over the ground and her leg. The glowing symbols and runes twisted, and shifted until the spell’s parameters were met. Then, it began to work, glowing brightly causing both Twilight’s left foreleg to light up, as well as the ground directly under her. Twilight could sense a strange, almost fearlike response from the plant which now covered the ground, but she quickly ignored that.

It wasn't truly sentient, so that was impossible. Or at least, that's what she hoped anyway.

Either way, her musings and worries quickly vanished when she felt white hot pain erupt up her leg. Gritting her teeth, Twilight refused to call out, bearing the worst of it, and focusing on what was happening to her. The ground shifted, and moved, tendrils of green and purple sinking into her flesh, and snaking up her limb. The process was agonizing, and she could feel the plant slithering beneath her flesh.

“Are you okay?” Spike asked hesitantly, standing up and hesitantly approaching the mare.

Twilight raised a hoof and warded him off, the pony unable to mutter a word while her jaw was clenched as tight as it was.

The dragon seemed to get the message, though it was clear he was still worried, and the slightest bit annoyed.

Twilight had much bigger concerns though, namely the way that a good chunk of the floor had broken away from the rest of the mass, and was now flowing into her limb. Muscles heaved, bones shifted, and nerves flared as her body was forcefully altered in order to accept the new mass being added to it. Twilight briefly considered stopping the spell, but she knew that it would only cause worse problems if she did that. Instead she was forced to merely sit, and wait for the process to complete itself.

Something that thankfully didn't take much longer, the spell flaring one last time before dulling, and finally vanishing completely. Leaving a small hole in the living carpet that covered the ground, and a burning sensation throughout Twilight’s now larger foreleg.

Looking down at it made Twilight realize that it was thicker, heavier, and more well-muscled but was also unpleasant to look at. Her fur was warped, with her flesh having shifted and moved in bizarre, and often seemingly random directions. Twisted masses of skin stretched across the limb which was also a darker purple that had the odd bit of green added to it.

“Woah,” Spike muttered, taking a step forward and pointing to the pony’s leg. “How does it feel?”

“Heavy,” Twilight muttered, the unicorn thankful that the pain had already begun to dull. “I don't think I will be doing that again anytime soon.”

“Were you trying to do that?”

Twilight snorted. “Not exactly.”

“No, not that, that,” Spike corrected, pointing to the unicorn’s cheek.

Twilight quickly conjured a mirror and looked at the spot Spike indicated. “No, I definitely did not intend for that to happen,” muttered the mare.

Though her leg had sustained the most changes, her shoulder had also become larger, and a small section of her back and chest and also been warped. It was a strange alteration, but paled in comparison to the odd scar that stretched from her neck to midway up her cheek. It didn't look deep, and wasn't terribly noticeable, if it wasn't for the fact that it glowed the same shade of orange that her eyes did. Poking the spot made Twilight frown feel uncomfortable, but she pushed down that feeling for now, focusing on creating a quick illusion that would hide it.

A quick cast later, and it vanished. “There. Gone,” Twilight declared nervously.

Spike nodded slowly. “You are going to need to add a whole bunch of illusions to your daily routine.”

The unicorn groaned. “I know. Hopefully I won't have to go back to those damn glasses.”

“What, they weren’t that bad, right?” Spike asked hesitantly.

“I looked like a librarian, Spike,” Twilight deadpanned. “I like books, but I don't like books that much.”

“Didn't you dress up as a librarian for Nightmare Night one time?”

The unicorn groaned. “I should have never let dad show you the family photo album.”

“And you also should have never put me in a tootoo when I was younger,” Spike added.

Twilight chuckled. “What, I liked the pun? A tootoo for a two year old isn't that bad. Besides, nopony even knew what gender you were anyway.”

“Augh, that's not the point,” Spike groaned while blushing furiously.

“Right, I suppose we have gotten rather off track,” Twilight muttered, lifting her hoof. “Let’s see if this worked at least.”

Once more the pony closed her eyes, and imagined the flesh of her foreleg becoming harder, and more resilient. This time when she put a bit of her power into the limb, it reacted instantly, shifting and changing until it was exactly as Twilight designed. Opening her eyes, Twilight confirmed that it was as she had felt, her flesh now no longer soft, but covered in thick greenish purple scales. Touching the limb made Twilight realize that it was every bit as hard as a dragon’s natural hide.

“Huh, it worked,” Spike muttered, poking the scaled limb nervously. “Feels real too.”

“That's a good defensive ability, but let's see if we can't do something to assist in the offence department,” Twilight muttered, before lifting her hoof and focusing once more.

This time she imagined gaining a spikelike extension from the bottom of her hoof, something that would be able to emerge at a moment’s notice, but remain undetectable for the most part. Sure enough, after a little extra focusing, a spike of bone emerged from the bottom of her hoof, grew several inches long, and stopped abruptly. Waving it around, Twilight realized that it was sharp, and could no doubt pierce armor if she were to really lean into the blow.

“That's intense,” Spike muttered.

“It's certainly something,” Twilight replied, before focusing once more and retracting it back into her body.

The unicorn could feel the weight of the bone weapon inside her hoof, but after a few seconds, it began to feel a little more natural, and within a minute, she hardly noticed the added heft. She summoned her psychic powers once more, intent on experimenting further, only to nearly collapse when a headache suddenly assaulted her. Groaning, the pony was distinctly aware that she had suddenly fallen face-first into the squishy ground.

Spike was there in an instant, picking her back up, and placing her back on her own four legs. “Easy there. I think you might have pushed it a bit too far,” he warned.

Twilight nodded weakly. “Y-yeah. I haven't used that much psi energy in a while.”

“Psi energy?” Spike asked. “Is that what you are calling it?”

The unicorn rolled her eyes. “Do you have a better name?”

“No, it just sounds like something from a comic book, ya know?”

“That doesn't matter now, we need to get home,” Twilight declared, stumbling over to her discarded coat and boots.

“Do you need some water or something?” Spike asked.

The unicorn shook her head as she pulled the coat over her forelegs. “No, I should be fine until we get back.”

“Alright. But I’m fairly certain if you collapse, I won't be able to carry you,” Spike deadpanned. “‘Cause I could hardly lift you anymore.”

Twilight grimaced as she tugged on her boots, noticing that one hardly fit anymore, and the leg of her coat was also stretched tight over the large limb. “It's fine. We’ll just stick to well populated streets and open areas. If anything happens, make a ton of noise, they can't have every guard in their pocket, not yet anyway.”

Spike hummed and hawed, before shrugging. “Alright, you are the boss.”

“Damn right I am. Now let's go, before I fall over.”

“Oh and Twilight? I told you so.”


“Report,” announced a stern, yet surprisingly neutral female voice.

The guard lowered himself from the edge of the roof and closed his eyes, focusing on the voice. It is as you feared, my lord. The creature has… changed.

“You have been able to confirm this?” asked the voice from seemingly everywhere, and nowhere.

Her clothes no longer fit and I could sense that she had significantly exhausted her psi energy. Permission to engage? asked the guard, clutching tight his gauntleted wrist.

“No, there are too many variables,” replied the voice, which gained a cold, calculating edge to it. “This is good though, it means our inside agent was correct after all. Continue to hunt down her base of operations. We cannot allow her to infect the population with her vile taint.”

Yes, my lord, the guard replied instantly, his worried thoughts getting the better of his usual calm and cool mindscape.

“I can sense your worry, and can say with confidence that you have no need to feel such a thing,” the voice announced evenly.

My lord? the guard asked nervously.

“We are sending in zealot one. A plan is already underway and our victory all but assured,” declared the voice.

The guard breathed easier and let his head sink slightly. Forgive me for my assumption.

“We all have worries, so long as you keep yours under your control, that's all I care about,” stated the voice.

Thank you, my lord, that is all I have to report.

“Stay vigilant, child. The time of becoming is nearly upon us, our faith will be vindicated,” vowed the voice.

The guard nodded. May the khala guide you.

“As it does, us all,” answered the voice.

Author's Note:

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