• 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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A Tentative Alliance

“There we are. Much better,” Rarity declared, the fashionista’s voice echoing slightly as the gold and blue-clad mare descended from on high.

Numerous defensive spells sprung to mind, and for a moment Twilight considered using them, only to remember what she had felt a minute earlier. Namely the fact that Rarity was still connected to her Element, and though that connection had felt tenous, it was still there, which meant Twilight still needed her. Gritting her teeth, the infested pony tried to relax by breathing deeply, but that did little to calm her nerves.

“Are you alright, darling?” Rarity inquired.

Twilight forced herself to smile. “I’m fine. It's just been a long day, is all.”

The unicorn nodded slowly. “I’m sure it has. What can I do for you?”

Twilight felt the usual prick of a templar’s mental intrusion, and though she quickly rallied her defences, she found the act ultimately unnecessary. It seemed as though the other pony only wanted to know if Twilight was angry with her and did not seem intent on going any deeper than that. Confused, Twilight felt herself relaxing a little, though she kept herself ready to ward off any further intrusions.

“I’m the event planner for the Summer Sun Celebration,” Twilight declared while straightening her back and squaring her shoulders. “I am here to ensure the decorations are complete for Celestia’s arrival.”

“You must be Twilight Sparkle then,” Rarity concluded, prompting Twilight to nod. “I guessed it was you the very second you stepped into the room. You carry quite the aura of command, you know, and to refer to the princess in such a casual manner... Well, if anyone else did such a thing, it would be quite scandalous.”

Twilight cocked her head slightly. “I, uh. Yes, I suppose it might.”

“And your sense of fashion is so… out there,” Rarity replied, her telekinetic powers lifting one of Twilight’s lapels. “It would be quite garish on anyone else, yet you pull it off quite well. Very intimidating.”

“Yes, well.” Twilight brushed her lapel and dismissed the other pony’s telekinetic touch. “My own sense of fashion aside, I was hoping to speak to you about the decorations.”

“Oh, yes of course. Where are my manners?” Rarity bowed low, her braided mane nearly touching the ground. “The name is Rarity Silver Belle of the Belle family. It is a pleasure to make your acquaintance, Miss Twilight of the Sparkle family.”

That made Twilight lift an eyebrow. “You know my family name. That's rare, most folks don't remember the old houses, and especially not the old, disgraced ones.”

Rarity waved a dismissive hoof after rising back into a stand. “Oh, pish posh, darling. Even scuffed gold is still gold after all. Besides, I don't put much stock in all that noble house business.” She leaned a little closer to the infested mare and lowered her voice. “Too many ponies use it as a replacement for a real personality, if you ask me.”

Twilight couldn't help but feel herself grin. “That is very true.”

Rarity nodded and took a step back. “I also make it a habit of doing my best to judge someone based on their actions, rather than their reputation and the rumours that may surround them.”

“Oh, and what kind of rumours have you heard about me?” Twilight pressed.

The unicorn blushed slightly, running a hoof down her braided mane. “Nothing polite, I can assure you, and nothing I shall repeat in pleasant company if you don't mind me saying.”

“You know. Now that you mention it, I am rather curious about what you do know of me,” Twilight continued, her curiosity getting the better of her.

Rarity blushed a little harder, the blue aura which surrounded her eyes flickered slightly. “Oh, just that you're the princess’ student and your family name. Nothing more, I assure you.”

“Uh huh,” Twilight exclaimed. “You know, it is a little unfair that you know more about me, than I do about you.”

The designer nodded vigorously. “Oh quite so. Allow me.” She cleared her throat. “I was born here in Ponyville, but my family is originally from Canterlot as you may have already guessed. I am the eldest of two sisters, and I own and run the Carousel Boutique which is actually just down the street. Please do come see me if you need any manner of clothing.”

Twilight nodded slowly, silently surprised to find that one of the great houses’ pawns were so honest, the other unicorn having passed Twilight’s little test with flying colors. “Interesting. Though I’m curious about how you became such a high ranking member of the houses’ little cult.”

“It is not a cult,” Rarity growled, the unicorn lurching forward, her voice having suddenly become far deeper than normal.

Rarity coughed awkwardly before taking a step back and placing a hoof over her heart. “Pardon me, but I assure you it's no cult. The khala and the connection it gives us is quite real and is a powerful gift.”

Twilight raised an eyebrow, but remained unfazed by the sudden shift, having had enough experience with ponies like her to know that such a jab would elicit a similar response. “Really now? Seems like slavery with extra steps to me,” Twilight countered.

“It most certainly is not,” Rarity declared with a stomp of her hoof. “I will have you know that I entered into this union with full knowledge of what it entailed, and I was not under any manner of duress. In addition, I have been given powers I had only dreamed of while not under any obligation to give the houses anything in return.”

“Other than your loyalty and fealty,” Twilight replied.

The other unicorn scowled. “Loyalty is earned, and my fealty is owed only to Equestria. All other obligations are secondary.”

Twilight nodded. “That is quite admirable. I must apologize for my earlier statement. It seems as though there exists a great amount of misinformation on the topic.”

Rarity’s scowl quickly vanished, the mare quickly gaining a wide, confident smile. “Apology accepted, but I really must reiterate that the khala truly is a force for good,” she urged, the unicorn floating into the air while wrapping her arms about herself. “To be one with every unicorn is to never be lonely, sad, or without a comforting, helpful voice.”

Twilight frowned, the pony already conjuring images of people constantly looking over her shoulder every moment of the day. “Yes, that certainly does sound… nice.”

“Oh, but it gets better, for you see, it is quite a magical experience to truly understand your fellow unicorns,” Rarity gushed. “To speak with one that is connected is to understand not only what they said, but what they meant and intended. It is a connection that goes beyond the physical. To be able to do things you only read of in cheap paperbacks is the perfect icing on the cake.”

Twilight’s frown deepened, her irritation slowly growing hot in her chest. “Well, it's certainly not for me. I enjoy my privacy. Thank you very much.”

Rarity surged forward, cupping the infested mare’s cheeks in her hooves. “O,h that truly is a shame. With your power, your knowledge, and your abilities, you would be a wonderful member of our little family. Think about it, darling! You could partake in what we know, and in turn all of Equestria would benefit from your talent.”

Rage burned hot in the infested mare’s chest, her irritation growing to the point that her horn sparked, and her muscles tightened. Rarity didn't seem to notice any of this, the pony taking a step back and levitating into the air, spinning in circles.

“Oh, it would be absolutely wonderful, and with your influence we could help make all of Equestria understand how beautiful our union truly is,” Rarity exclaimed. “That would be just…” she sighed, “amazing.”

The other unicorn’s infectious joy was pressing against Twilight’s mind, Rarity’s exuberant declarations only annoying Twilight further. With her horn sparking and her muscles coiled, Twilight considered decking Rarity the second she floated close enough, only to receive a sudden tug at the back of her coat. Turning around, Twilight was ready to lay out whoever had distracted her, only to realize a certain lanky dragon was looking at her curiously.

“Are you alright there, boss?” Spike inquired.

Most of the rage Twilight felt vanished from the mare’s mind. “I am now,” Twilight muttered. “Why are you here anyway?”

Spike shrugged, the dragon watching as Rarity continued to sing the khala’s praises, unaware that no one was even listening to her anymore. “I was going on a grocery run when I felt like you were gonna do something stupid,” he explained.

Twilight snorted. “I just might have.” She waved a hoof. “Forget the groceries for the moment, we’ll do it together. Something tells me I’m gonna need help keeping a level head if the last one turns out even half as irritating as Rarity.”

“-and that is why it is the destiny of not only unicorns, but all of Equestria to join us,” Rarity declared as she floated down before them.

“Very interesting,” Twilight muttered.

“It was, wasn't it? Oh, how I do so enjoy telling ponies of all the benefits that await them, should they choose to join us,” Rarity continued to gush.

“You said your shop was just down the street? Where exactly might it be?” Twilight inquired.

The fashionista blinked, temporarily confused by the question. “Oh yes, right. It's right down Maple. You should be able to see the sign easily enough from the street.”

Twilight nodded. “Thank you for your time, Rarity. But I have several other things to organize before the day is done, so if you’ll excuse me.”

“Of course, of course. Don't let me keep you, darling,” Rarity replied before turning to Spike with a wide, genuine smile already on her face. “It was a pleasure meeting you as well, Sir Spike.”

This time it was the dragon’s turn to act confused, a small blush coming across his features. “Wait, Sir Spike?”

“Oh, but of course. You are officially part of a noble house, even if you are a dragon,” Rarity declared.

“Let’s get those groceries done. Were on a schedule,” Twilight announced suddenly, grabbing Spike by the scruff of the neck and all but dragging the dragon after her.

“It was nice meeting you too, Rarity!” Spike shouted as he was pulled out of the building.

Now outside, Twilight deposited the dragon onto his own two feet, eying him curiously. “What was that?” Twilight demanded.

“What was what?” Spike asked, his gaze lingering on the door which now stood between him and Rarity.

“Those goo goo eyes I saw,” Twilight declared, jabbing a hoof at the dragon’s face.

“I was not making goo goo eyes at her,” Spike shot back. “Also, who says goo goo eyes? You’ve been spending too much time with Celestia. You are starting to use her one thousand year out of date slang again.”

“I might have spent some… You know what, it doesn't matter. You know exactly what I mean, mister,” Twilight countered, her glare fixing on the now suddenly defensive dragon.

“Alright alright. So she’s cute. What's the big deal?” Spike replied while throwing up his arms.

“She’s the enemy, Spike,” Twilight hissed. “The enemy is not cute.”

Spike raised an eyebrow and looked over the unicorn’s shoulder, prompting Twilight to blink and follow his gaze to where a pony stood awkwardly, a bundle of decorations in her hooves.

Shuffling out of the way, the pony quickly walked past the pair, giving them both a wide berth.

Twilight frowned. “Come on. We can talk about this while we head to the store.”

Spike shrugged. “I’m not sure what the big deal is. It's not like I’m interested or anything. I’m just sayin’ she's cute. You have to admit she does pull off the whole blue and gold thing quite well.”

Twilight’s frown deepened and she grumbled under her breath. “Okay, fine. So she maybe kinda sorta does a better job pulling off the look than most of the houses’ pawns.”

“See? That's all I’m saying,” Spike declared. And if you don't believe me, read my mind, he added, sending the thought to Twilight.

“Fine. I’ll drop it. Just don't get too friendly with her, alright?” Twilight whispered as the pair proceeded down the steps and began to trot in the direction of the market. “You don't know who else may be listening through those ears of hers.”

“Yeah yeah. It's not like I’m going to go spilling my life story to her or anything,” Spike muttered. “Hey, do ya think she could be a potential ally?”

“An ally, Spike, really? She’s a pawn of the houses,” Twilight deadpanned. “Once you become one of them, there is no coming back. Besides, you heard her little spiel back there. She loves the whole khala thing, and is a high templar for crying out loud.”

“I mean, yeah, but she was also nicer than most of those jerks we usually run into,” Spike countered.

Twilight’s frown returned, and the pony considered the dragon’s words carefully as they proceeded across the square and into the market. Most ponies avoided them or shot them fearful looks, but already it seemed as though some of the suspicion was beginning to dissipate. Twilight didn't care for any of that however, her thoughts focused completely on the enigma that was Rarity Belle.

Sure, she was nicer, but she still evidently cared a great deal about her heritage, her family line, and Canterlot itself. Those were usually enough to make Twilight a little disgusted, but the unicorn somehow managed to make those things seem less dirty when she spoke of them. Rarity’s appreciation for these concepts and ideas was simply purer than most of the unicorns Twilight had met, and that was admirable in Twilight’s opinion.

She sighed. “Rarity may not become one of the most steadfast of allies, but she is one of the Bearers. Which means we will have to win her over regardless of my feelings on the matter,” Twilight declared after a long pause.

“Great work on that front, by the way,” Spike replied with a smirk.

Twilight rolled her eyes. “Yeah yeah. I nearly lost my cool. Sue me.”

“It's not a big deal. Just ya know, try to remember that she’s important. Even if she’s one of them,” Spike pointed out.

Twilight nodded and levitated over a selection of vegetables from a nearby stall, swiftly leaving the appropriate amount of bits before turning and departing. The startled shop keeper merely took one look at the goods, and then the bits before nodding, depositing the money into an unseen bag behind the counter. Twilight didn't give him a second look, her gaze already fixed on the next stall they would need to stop at.

Have you seen them around? Twilight asked, the unicorn sending her companion a quick image of the suspicious unicorns who had accompanied them on the train.

No, I haven't, Spike replied quickly, the dragon taking the bags of food from Twilight. It's like they vanished the second we got here. I even talked to a few ponies on the way to the town hall, and they all said they haven't seen them.

Twilight smiled as she paid another pony for a bag of flour. That is strange. I would have expected that they would be watching me closely and perhaps even done everything they could to disrupt my duties.

Now that you mention it is, that is kinda weird, Spike replied, grabbing another bag from Twilight. It's almost a little unnerving that they haven't even done anything. Do you think they are planning some sort of surprise attack?

Twilight hummed thoughtfully as she looked over a stand piled high with baked goods. I don't think so. Their best chance to do so would have been when we split up, but by now Bull likely has the library locked down tight.

Which means they could attack us, Spike replied, the dragon nervously glancing over his shoulder.

Twilight merely rolled her eyes as she selected a few good loaves of bread as well as a box of muffins, paying the mare for her food before walking away. I doubt they would want to make a scene somewhere so obvious. They don't have the support here like they do in Canterlot, so it's not like they could get away with attacking us in broad daylight.

I suppose you are right. Still, I almost wish they would attack us. It's scary thinking that they might be out there. Watching us, Spike replied, the dragon grabbing the final bag from Twilight and following her as she began the long trot back to the library.

I don't think we have to worry about them quite yet. Something tells me they are waiting for something important to happen, Twilight thought.

You don't think they are connected to Nightmare Moon, do you? Spike asked, slightly nervously.

I seriously doubt that. Celestia told me all about the banishment spell, and how it works. Nothing can get through that, so unless they are a cult that just so happens to be operating on a thousand year old orders, I don't think Nightmare Moon is in on it, Twilight explained with a shrug.

So are we going to go looking for the last Bearer after this? Spike inquired as they turned the last corner and began to approach the library.

We are. I’d appreciate it if you came with me. I think Bull can hold down the fort while we’re gone, Twilight explained before reaching out and opening the door to the tree building.

The inside of the library was quiet, with the only sound being the clack of hooves as Silver Bulwark came out of the kitchen. “Well, would ya look at that. You are back early,” she exclaimed.

Twilight nodded to Spike, who trotted into the kitchen before Twilight turned back to Silver. “We still need to track down the last one. How goes the defences?” Twilight asked.

“Woah, this fridge is enormous,” Spike exclaimed from the other room.

Silver Bulwark smiled. “Surprisingly easy. There are no other exits other than the doors and windows since it's, well, a tree.”

“And the wards?” Twilight added while looking around.

“Should be up in about an hour or so,” Bull replied. “And before you ask, Applejack is upstairs in a spare bedroom. I figured we’d bunk up like usual in the largest bedroom.”

Twilight nodded. “That sounds good, and how is she?”

Silver Bulwark sighed. “Not good, frankly. She’s going to need years of therapy to get over what happened to her, and that's assuming we can turn her into something more pony-shaped.”

“Well, it's not impossible. Though it might take a while,” Twilight exclaimed before turning back to Silver Bulwark. “Keep working at both. Spike and I will find the last Bearer and start formulating a plan.”

“Aye, boss. Should I have Apples do anything in the meantime?” Silver Bulwark replied while snapping a lazy salute.

Twilight shook her head. “No. She just needs to relax and enjoy being in the presence of friends for a little while. She has a lot to heal from and has recently undergone a considerable life change.”

“So if she needs a friendly ear, give it to her. Got it,” Silver Bulwark added.

“Exactly.”

Spike stretched as he reentered the main room. “Groceries are away. Are we ready?”

“We are,” Twilight declared.


Twilight stepped out into the wide open plain which surrounded the town and separated it from the dangerous Everfree. As she did so, Twilight lit her horn and cast a familiar spell, the pony intent on finding the final Bearer and gathering the last piece to that particular puzzle. The spell, once completed, tugged Twilight in several different directions at once, though the main pull was directly behind her.

That wasn't her focus though, as one final thread tugged her towards the edge of the Everfree, near where Fluttershy lived. Celestia’s information on the hermit was decent, but had some holes in it given Fluttershy’s extreme isolation. The pegasus rarely emerged from her house, and when she did, it was either late at night, or early in the morning while wearing a heavy cloak of some kind.

Twilight wasn't sure what that meant for the pegasus, but Twilight had a few theories, theories which would have to be put to the test once they met the mystery pegasus.

“Do you feel that?” Spike whispered, leaning in close to Twilight as they crested a hill.

Twilight closed her eyes briefly and then nodded. “It's that zerg presence again. It also feels like there is another zerg as well, but it's somewhat muted .”

“Do you think Fluttershy is infested as well?” Spike asked.

“I don't know, but someone near her certainly is,” Twilight replied.

The dragon nodded slowly. “Should we be on guard?”

“I don't think so,” Twilight quickly answered. “Fluttershy is an avowed pacifist, and I doubt this other zerg is aggressive, given that it has spent so much energy trying to avoid us.”

“That could be because it wants to ambush us,” Spike pointed out.

Twilight shook her head. “Whatever it is, it's weak. It won't be a problem one way or another.”

“I’ll follow your lead then,” Spike exclaimed.

Twilight nodded and turned left after her hooves landed on an ill-used trail which steered a little to their right and got dangerously close to the Everfree. Neither Spike nor Twilight felt intimidated however, as they knew exactly what monsters the forest held, and none of them stacked up against the monsters they had already faced. Except maybe a hydra, but Twilight felt confident that her spells could take down such a beast before it even got close.

A slight hill rose before them, the sound of birds singing in the distance reaching their ears at about the same time. It sounded oddly good for a bunch of animals, though there were one or two of them which were slightly off key. Proceeding around the hill, Spike and Twilight saw the source of the bird song, which was a tall stand covered with avians that stood before a robed figure.

The figure was covered from nearly head to hoof in thick brown fabric, the cloak obscuring almost all physical details, but a quick and familiar spell confirmed that this was indeed Fluttershy. Who had been in the middle of coordinating the bird’s singing, though that had stopped the second Twilight rounded the bend and laid eyes on her. The infested unicorn could also sense the now familiar zerg presence which lay to her right, only a few feet away from Fluttershy. Yet when Twilight looked, there was no one there.

Fluttershy hastily spun around, her hooded face and long flowing pink mane hiding all but a single glowing yellow eye.

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