• Published 18th Aug 2018
  • 14,244 Views, 2,147 Comments

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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Freedom and Fear

“What happened to you?” Twilight muttered in shock, silently amazed that there was anything left of the pony inside the twisted mass of alien flesh.

“You are not supposed to be here, no one is supposed to know or else they will take me away. Please just go and don't tell anyone of what you saw,” Applejack pleaded, the zerg pony hybrid recoiling until she reached the ends of her chain and hissing pathetically.

“Noone is going to take you away,” Twilight declared, taking a step forward and raising her hoof in a calming manner. “Just tell me what happened and I might be able to help you.”

“N-no. I just hurt everyone who comes close,” Applejack whispered. “You should leave. If you do I, I… I won't tell Granny Smith you were here.”

“I am not leaving without you, Applejack. You deserve to be free, to not be chained up in some basement like an animal,” Twilight stated, taking a step closer.

“Don't you get it, lady? I’m not even an animal, I’m a monster. Just look at me!” Applejack declared, opening her forelimbs as wide as possible and revealing a twisted mass of organic plates, and a few patches of fur.

“I don't see a monster. Just someone who needs a friend, and to understand that they are more than just what they are on the outside,” Twilight continued, taking another step forward and causing Applejack to strain against her bindings, recoiling as far as she could.

“You don't understand! I hurt everyone I come close to, everyone I’ve ever cared about!” Applejack shouted, her voice becoming more distorted as time passed. “And if you don't leave, you’ll get hurt too.”

Twilight smiled. “I think you’ll find that I’m pretty tough.”

Applejack let out a violent hiss and slammed a boney limb against the ground, causing a chunk of dirt to fly off and bounce off Twilight’s shoulder. “Get back! I’m warnin’ you!” Applejack shouted desperately.

Twilight’s smile faded, the other pony’s tear-filled eyes sapping her of any mirth she felt. “Trust me. I know how you feel. If you tell me what happened, I promise I can help you,” Twilight urged.

“No, you don't!” Applejack shouted, slamming her forelimbs into the ground and causing several spines to erupt from her body.

Twilight was ready however, stopping the duo of thick dagger-like spines in mid-air and eyeing them curiously. “Fascinating. I didn't think the hydralisk strain could be incorporated into pony physiology,” she remarked before tossing them aside.

“You didn't even use yer horn,” Applejack muttered in shock. “Who and what are you?”

“I told you, I’m like you,” Twilight declared before pulling back the sleeve of her jacket and raising a hoof. “I too have been changed in some manner by the zerg.”

“Sure yer tall and mighty big for a unicorn, but…” Applejack’s jaws hung open, her face becoming an odd mixture of fear and confusion as Twilight’s hoof grew thick and familiar plates.

“I have also figured out how to hide some of my more… outward changes,” Twilight declared before causing her foreleg to return to its natural shape, though not without the glowing lines, and other changes she could not easily reverse. “I admit that such extensive changes are beyond my ability currently, as there seems to be a genetic component to making larger changes.”

“So can ya help me or not?” Applejack asked, hope and confusion brimming in her voice.

“I can't. Not yet anyway, but I swear that if you trust me. I’ll never stop trying to help you,” Twilight declared, while extending a hoof.

The hydralisk hybrid eyed the unicorn’s hoof carefully. “I’m not sure what ya want mah help for, but I’d do just about anything to see mah family again.”

Twilight frowned. “Are they the ones who locked you up down here?”

Applejack nodded. “I… hurt some ponies and they knew I’d get taken away if anyone found out, so they put me down here. For my own protection, and everyone else's.”

Twilight grumbled, anger burning in her chest even as her analytical mind came to the realization that this was probably the right decision on their part. “Let’s ignore that part for now.”

“Why do you smell so good?” Applejack blurted, only for her eyes to go wide. “I don't know where that came from.”

“Don't worry about it. Do you also feel smarter and more focused by chance?” Twilight pressed.

The hydralisk pony nodded slowly. “Yeah. I do. It feels like I’m seeing things clearly for the first time in a long time. What's happening to me?”

“My abilities are a little more cerebral in nature, but suffice it to say I make ponies like you feel a little more normal when you are around me,” Twilight clarified.

“Ponies like me…” Applejack whispered, the zerg’s gaze drifting off.

“Which is why I’d like to try something with you Applejack, if you’ll trust me,” Twilight began.

“Anything,” replied the other pony instantly.

“Close your eyes and try to focus on me while putting all other thoughts out of your mind,” Twilight continued.

“Alright.” The hydralisk closed her eyes, her facial muscles twitching for a moment before she seemed at peace.

Stepping out of the way of Applejack’s potential firing arc, Twilight placed a hoof on the hydralisk’s shoulder and focused her own mind on the tenuous connection they shared. Though small, it was enough to allow Twilight to briefly touch the other creature’s mind before reinforcing that strand that bound them together. As she did so, Twilight was able to feel more and more of the other creature’s thoughts and feel the fear and curiosity currently flooding her system.

Before she finished what she had set out to do, Twilight searched the neural pathways of the other pony’s mind until she found what she was looking for. One mental flick later, and Twilight finished strengthening their connection, fully opening herself to the other zerg, and vice versa. The reaction was immediate, with Applejack recoiling in fear, and confusion, her mind awash with new sensations.

“What in the hay did ya do to me?” Applejack shouted in shock.

“I have connected your mind to my own. Only with this connection can I help you,” Twilight warned.

“That was not part of the deal,” Applejack declared. “You need to leave, now.”

Twilight frowned. “I had hoped I wouldn't have to do this, but you must understand what is at stake.”

“What are you-” Applejack began, only for her eyes to roll into the back of her head as information poured into her mind.

A second later and they opened once more, only now the fear and confusion was gone. “Was all that, true?” she whispered with a strange sense of caution.

“What you saw were my memories, whole and unaltered,” Twilight declared. “It's about as honest as one can possibly be.”

Applejack nodded slowly. “I may not understand a lick of what's going on, but so long as you hold up to your end of the bargain I’ll follow you to the ends of Equiss and back.”

“Well. Hopefully we won't have to go that far,” Twilight replied with a smirk.

“So what's first there, boss? Or what do I call you?” Applejack asked.

“Just Twilight is fine, but if you insist on using a title, boss works fine,” Twilight declared.

Applejack nodded, her lips curling into as much a smile as the zerg pony could manage. “Alright then, boss.”

“Right, well. First thing’s first. I need to bust you outta here. Then I’m going to cast an invisibility spell on you. After that you should stay close, but not too close to me,” Twilight explained, the pony getting a brief alert from Spike indicating that they were wrapping up their visit.

“Close, but not too close. Got it. What else?” Applejack asked.

“Don't say anything. If you need to contact me just direct your thoughts towards me and I’ll receive them,” Twilight added before lighting her horn. “Get ready. I’m going to have to teleport you out of here, and the first teleport is a little… disconcerting to say the least.”

Applejack gulped and nodded again. “Alright. Ready when you are.”

Twilight decided to cast the invisibility spell first, quickly doing that and rendering the hydralisk completely invisible, though she was still bound by several chains. A quick zap from Twilight’s horn and the thick steel was turned to dust, but before Applejack could get used to the freedom, she was teleported into the nearby woods, giving her the space to get over the effects of one’s first teleportation without the worry of alerting anyone to her presence.

Shaking her head, Twilight put the entire morbid scene behind her, before crawling out of the hole, and back into the world. The mental block placed upon her by the dessicated timberwolf lifted the second her head emerged from the hole, and she breathed a sigh of relief. One quickly cut short by an irritated snort from someone standing only a few feet to her right.

Looking in that direction revealed a rather irate red-furred pony with a slightly darker straw colored mane. He wore a yoke around his neck, and on his flanks was the cross section of a large green apple. Scanning through the minds of Spike and Silver Bulwark revealed that this was indeed the same Big Macintosh that Celestia had told her about, though neither of her assistants could tell her how he had managed to slip away.

“Ya got about five seconds to explain yourself before I knock that head of yours right off yer shoulders and if you even think about lighting up that horn, ya won't even make it the five seconds.” Big Macintosh declared.

Twilight took a second to fire off a brief set of orders to Silver Bulwark, Spike, and Applejack before looking up at the large red pony. “I know how this may look, but trust me, one day you are gonna think back to this moment and thank me for what I just did,” Twilight replied.

“What are you-” Was all Big Macintosh managed to say before Twilight’s full psionic weight bore down on his mind, turning his legs to jelly and knocking him to the ground.

Twilight’s eyes narrowed as she dug through his memories, witnessing events only he had experienced before now. Twilight didn't have time for the details and went straight to his earliest memories, focusing on the relatively normal childhood he had. Which proceeded to be completely changed when something hit his sister, after which things got fuzzy. His parents passed away suddenly, and after that things became grim, forcing the young male to grow up quickly. Twilight was about to press deeper and figure out what had happened to his parents, when she felt a familiar presence.

“Are you alright?” Twilight asked without turning around.

“What are you doing to him?” hissed Applejack defensively.

“Looking through his memories,” Twilight began, only to grunt when she felt the male start to fight back. “And hopefully going to expunge these last few minutes from his mind.”

“Just be careful is all, he's as stubborn as a mule sometimes,” Applejack cautioned.

Twilight nodded and eased off on the male, redirecting her efforts to simply altering what had happened since he had come around the corner to find the ground dug up. It took a little more effort than Twilight would have liked, but eventually she managed to change things just enough to fit her plan. After she was done Big Macintosh would now remember that he had been the one to dig it up and that he did not need to go down there for an entire month.

It wasn't a fool proof way to cover her tracks, but it gave Twilight time to come up with something better, and perhaps if they were lucky, even return Applejack to a more normal state. Though that last possibility was an incredibly unlikely one, as Twilight hardly had a clue where to start on that particular front. Still, her abilities had grown quite a bit in the past few months so she was still optimistic that she could do something for the poor pony.

“Perhaps I could transfer her consciousness?” Twilight remarked idly as she worked.

“What was that?” Applejack asked.

Twilight shook her head. “It's nothing. We’re almost done here.”

Pulling back on her psionic presence, Twilight made sure to cover her tracks well, knocking Big Macintosh out for a minute or two. Leaving them just enough time to duck around the corner and slip away, meeting up with both Silver Bulwark and Spike near the farm’s entrance. The two other infested both gave Twilight a worried look, with Spike eyeing the unicorn critically, while Silver Bulwark watched the spot she knew Applejack stood.

“So, how'd it go?” Spike cautiously asked.

“Good,” Twilight declared before trotting down the long dirt road which connected the farm to Ponyville proper. “The first asset was acquired with minimal interference. I assume the planning for the Summer Sun Celebration went well?”

“It did and we got stuffed in the process,” Silver Bulwark happily explained, the pony patting her stomach with a grin.

Twilight glanced over near the ditch where she knew Applejack was, and smiled as the pony seemed too amazed at her surroundings to give Spike and Silver Bulwark any attention. “I’m not sure if the Summer Sun Celebration will even occur, but if it does, it's nice to know that at least the food will be acceptable. I’m concerned about the asset though, as well as this other presence that has been plaguing us, but we don't have the time to deal with either of them right now,” Twilight exclaimed.

“So what are we going to do right now then?” asked Spike curiously.

“We need to secure the asset at the library, and then move on to the next pony on our list,” Twilight declared.

The two other beings nodded, and the group proceeded to do just that, all four of them making a beeline to the large semi-hollow tree that they had already passed earlier. While they walked Applejack was busy marveling at all that had changed since she was a kid, and all the new faces she saw. Twilight was forced to regulate the other infested pony’s emotions a few times as she was a little overwhelmed at a few points.

In the end Applejack seemed to have adapted to the changes of her hometown relatively well, Twilight’s influence strong enough to ward away the worst of the panic and fear she had felt. By the time they reached the library Applejack was also much quieter, despite her enormous bulk, and Twilight no longer had to worry quite as much. Still, even with Twilight having turned off the part of Applejack’s brain that made her shoot spines on impulse, the infested pony was not exactly in the best place either mentally or emotionally which worried the unicorn.

If Applejack was going to stick with them, they were going to have to find her help, when they could. That time was not now though, and Twilight put such concerns from her mind for the moment while lifting the welcome mat to reveal a small silver key. Nodding to Silver Bulwark, Twilight grabbed the key and hastily threw open the door, her guard charging in first, followed closely by Twilight, Spike, and finally an invisible Applejack.

The room seemed normal, if a little quiet, with dusty shelves surrounding them, and small mountain of mail sitting on the ground just inside the room. Snatching the pile out of the way before Applejack could crush it under her bulk, Twilight flipped through them while her guard searched the area. Though they were mostly ads and flyers that were largely out of date, there were a few letters addressed to the former librarian. Whom, if Twilight remembered correctly, had moved back to Manehattan to take care of her ill mother rather suddenly.

Twilight put those letters aside before tossing the rest in the trash and closing the door behind Applejack. Turning to Silver Bulwark, Twilight noticed that she seemed to have completed her initial sweep and was eyeing the hydralisk carefully.

“Everything in order?” Twilight asked.

Silver Bulwark nodded. “It seems as though Celestia has indeed learned subtlety after all these years.”

“Ha, like that would happen,” Spike exclaimed before hopping onto the couch and causing a cloud of dust to erupt from the piece of furniture.

Twilight rolled her eyes as her draconic assistant began coughing and rolling around on the floor. “How long do you think it will take to reinforce this building to the point that you would be confident of its security?” Twilight asked.

“A couple hours at least,” Silver Bulwark declared, her eyebrows rising as she watched the strange hydralisk pony poke open a children’s book and begin reading it. “More, if I’ll be watching over her while I do it.”

“I’ll leave Spike with you as well, that should be enough to handle things while I find the rest of the assets,” Twilight declared, before smirking. “I’m amazed you managed to see through my invisibility spell so easily.”

The guard shrugged. “Your spellwork has come a long way, but the guard isn't quite as inept as you might believe. Or at least, it wasn't anyway.”

Twilight nodded. “Alright. I’ll be proceeding with the next part of the plan alone then. Applejack, Silver Bulwark, Spike and you will be staying here while I go back into town and find the other ponies we need. After which we will meet back here and discuss the plan.”

“Do I have to keep being invisible?” Applejack asked.

“Until we can secure the premises and ensure no one sees you, yes. I’m afraid so,” Twilight replied.

The pony seemed ready to argue for a second before she sighed. “Don't suppose you could work something out so I could at least read, could ya? These chopsticks aren't the best when it comes to doin’ anything delicate.”

“I could read to you for now. I got nothing better to do,” Spike offered.

“Err okay, but aren't you the least bit confused?” Applejack inquired. “I mean you haven't even seen me yet.”

“Yeah, but Twi already showed me what you look like,” Spike replied while tapping the side of his head.

“Oh…” Applejack murmured, her large bulk skidding back a little.

Spike shrugged. “I wouldn't worry about it. I’ve seen plenty of scarier people than you.”

Twilight quickly tuned out the rest of their conversation and turned back to Silver Bulwark. “She is emotionally unstable, cloistered, and no doubt traumatized. When you get the time, try to give her a space of her own which isn't in the basement. Oh and maybe have a talk with her about her experiences if possible.”

“Will do, boss lady,” Silver Bulwark declared. “And don't worry about her none. I got a feeling in my gut that she's going to be one of the easier Elements to get on our side.”

Twilight frowned. “Well now that you jinxed it, she is.”

The guard grinned and slapped the other unicorn across the back. “Ahh, what's a little challenge to Celestia’s chosen?”

Shaking her head, Twilight shrugged off the guard’s hoof and turned to the door. “I’ll be back soon. Oh and if you can, get Spike to make a quick run for groceries. Something tells me whatever is left in the fridge won't be edible.”

“Aye boss,” Silver Bulwark replied.

Twilight gave the invisible hydralisk one last glance, noting that even though she was still a little guarded, Applejack had begun to warm up to Spike. A soft smile came across the trench coat-clad pony, and Twilight made a note to do something nice for the no doubt traumatized farm mare when she could. After all this was said and done, of course. They couldn't exactly have a party while the world was being threatened after all.

Slipping outside, Twilight hastily put the library behind her, confident that her two assistants would be able to handle the tasks she had left for them. Though she couldn't help but worry about the newest addition to their little cadre of half zerg hybrids, Twilight knew she was in good hands. Putting that worry from her mind, Twilight continued on her mission, seeking out the next Element of Harmony on her list.

It took a couple of minutes and casting the harmonic resonance spell a dozen or so times, but finally, she found who she was looking for. Looking up at the sky, Twilight smirked, noting that Celestia’s intel had been bang on for once, as a thin trail of rainbow-colored mane spilled over the side of a cloud. Right where the alicorn had said she was likely to be, doing exactly what she had said she was likely to be doing.

Looking around, Twilight noticed that despite glowing recommendations of the pony’s skill, clouds still littered the sky. Having committed Rainbow Dash’s psyche profile to memory on the way here, Twilight already knew just what to do.

“I wonder who is in charge of the weather around here? All these clouds should be gone already,” she loudly exclaimed, as if talking to someone.

The cloud stirred, and Twilight got the distinct impression that she was being watched. “Oh well, no matter I suppose. I guess I’ll just have to call in the Canterlot weather team to fix this before the Summer Sun Celebration.”

That seemed to work, and a prismatic blur shot down form the cloud and landed an inch from Twilight’s muzzle. Inadvertently landing in a mud puddle and causing the unicorn to be splashed by a wave of brown mud. “If you call those creeps to come mess around with our weather, I’ll give you a taste of my hoof, unicorn!” declared the teal pony confidently.

“Oh really? Then you had better prove to me that this town’s weather team is up to the challenge,” Twilight countered while leaning forward, emphasizing the considerable difference in height.

Rainbow Dash was unmoved by the act of intimidation though and merely snorted. “You are on,” she shot back.

Exploding into the sky, the pegasus caused another splash of mud to land on Twilight’s jacket, making the unicorn sigh and wipe the worst of it off. “I just had this dry cleaned,” she muttered to herself.

Up above her head, Rainbow Dash shot through the air like a rocket, destroying cloud after cloud until the sky was clear, and the sun shone brilliantly and unimpeded once more. Nine seconds after she had started, the pony skidded to a stop before Twilight once more, the unicorn ready this time, erecting a barrier that caught the ensuing spray of mud.

“Well, would you look at that,” Twilight exclaimed with a grin. “I guess this town doesn't need help after all.”

“Heck no we don't!” Rainbow Dash declared while puffing out her chest. “Ponyville may not be the biggest, but there is no way we need some namby pamby unicorns to help with the weather.” She snorted. “As if they could do anything to help anyway, the stick heads.”

“Rainbow Dash, I presume,” Twilight announced while extending a hoof.

The pegasus cautiously clopped her hoof against the offered appendage. “And who are you supposed to be? Nightmare Night isn't for another few months.”

Twilight rolled her eyes. “My name is Twilight Sparkle, and I’m Celestia’s student. I’m here to oversee the thousandth Summer Sun Celebration.”

The other pony’s eyes went wide. “R-really? So Celestia really is coming here of all places?”

Nodding, Twilight smiled. “She is indeed planning on it. Provided everything goes according to plan, that is.”

“Well shoot. Why didn't you start with that?” Rainbow Dash declared, only to wince when she looked at Twilight’s mud-covered clothes. “Oh, did I do that? Here, I’ll fix that in a jiffy.”

A firm hoof held Rainbow Dash in place. “No need. I can handle it myself just fine.”

Twilight lit her horn and cast a quick spell, cleansing her person of the mud and dirt which clung to her.

“Cool trick,” declared Rainbow Dash who grinned. “Say, you aren't so bad, for one of those pointy headed know-it-alls. We should hang out sometime.”

“I’d like that. Maybe you’ll be tough enough to actually beat me in a hoof wrestle,” Twilight shot back.

The pegasus grinned. “You are so on! Come by my cloud house at the end of Birch street whenever you are ready to lose!”

Then without waiting for a goodbye, the pegasus rocketed into the sky, quickly disappearing as she shot off into the distance.

Twilight shook her head and smiled. “You are an interesting one, I’ll give you that,” she whispered to no one.

Lighting her horn, Twilight cast the now familiar spell and found that the last two element bearers were nearby, though one was closer than the other. Which was probably at the town hall, while the other was near the Everfree, which meant Rarity was probably closer, as the unicorn was in charge of decorating said hall. Twilight was already dreading her meeting with the fashionista, but soldiered on regardless, knowing full well what must be done to avert potential calamity.

While she walked, the unicorn pondered as to why the information they had received on Rarity was so spotty. The parents were unremarkable, one being a traveling salesman while the other worked at a travel agency. Despite the humble beginnings, Twilight knew Rarity had traveled to Canterlot several times, sometimes on her own, sometimes with family. The frequency of said visits were perhaps the most off-putting to Twilight as it represented the first real chance that one of the assets had been corrupted by the families.

She had recently gotten back from a rather lengthy and secretive trip, adding to the air of mystery and unease that surrounded her. Gulping down that particular worry, Twilight tried not to think about what she may be forced to do if it turned out that Rarity was beyond hope. Still, the spell had at least worked, meaning the fashionista’s connection to the Elements wasn’t completely severed.

Ignoring the nervous glances and paranoid looks of the general populace, Twilight trotted through the central square and up to the town hall. Pushing open the doors, Twilight looked around to find that the large, circular room was decorated quite elaborately. Streamers of blue attached to decorative suns were plastered everywhere, connecting the various balconies with strands of colored paper.

Banners hung from the walls and chairs were placed around the central two-story stage, yet there was no one around.

Pinging the spell again, Twilight found that she should be standing right next to the other Element Bearer, and the unicorn began to wonder if Pinkie Pie had managed to master her invisibility technology in the past hour.

“I’ll be with you in a moment, darling. I just noticed there was a dreadful cobweb up here and I absolutely had to deal with it before the princess arrived,” announced a female voice that seemed to echo despite the apparent impossibility of such a thing.

Twilight’s blood instantly turned to ice, and she looked up to see Rarity floating near the ceiling, duster in hoof as she cleaned away a stubborn cobweb. Her horn was dull, her eyes glowed a faint blue, and draped over her form was an elaborate dress of a familiar gold hue. Her mane was bound into a tight cord that hung over the side of her head, blue and gold fabric intertwined in her hair.

No wonder there was a hole in her intel, Twilight thought to herself, her worst fears now suddenly realized. Rarity is a high templar.

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