• 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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Granting Power

Twilight lay quietly in her bed, left arm raised above her head. Her gaze ran down the twisted contours of her altered limb as her mind wandered aimlessly. Without direction, her thoughts inevitably returned to the strange infested variants she had come across in her time here.

Compared to the creatures she knew back in Equestria, the infested she saw here were quite disturbing. Some had alterations that were specific and clearly planned, while others grew extra limbs seemingly at random. It was clear that this variant of zerg was more chaotic, almost primal in a way that she couldn't quite explain.

“Differences and similarities,” Twilight muttered to herself.

With a sigh, she let her arm fall to the bed with a dull thud, her gaze lingering on the grey ceiling as her mind wandered elsewhere. Memories of the principal’s final moments returned, and for the first time since that event, Twilight wondered if she had done the right thing. It was what her Celestia would have wanted, but this version of her was no immortal alicorn or a princess.

Perhaps… Twilight thought before shaking her head. No. I can't start doubting myself now.

Despite the firm declaration, Twilight couldn't help but remember the scathing looks she had received on the flight back. The doubt she had accidentally spawned when she had mind-wiped the janitor had evidently bloomed into full blown paranoia among her squad. Rainbow Dash and Applejack were the most disturbed of the bunch, though Twilight could tell that both Rarity as well as Fluttershy eyed her nervously.

All save for Sunset Shimmer, who seemed to trust Twilight far more than Twilight did her.

With a sigh, the infested woman sat up in her bed and swung her legs over the side. I may not be able to fight all their battles for them, but I can still help them. I’m just glad my meeting with Luna this morning went so well, even if it left me so drained I needed a nap.

Standing up, Twilight was about to don the clothes she had been given upon passing through the mirror, only to stop. For on top of them was a note as well as a small bundle of cloth that hadn't been there a few hours earlier.

Twilight.

Thank you for your assistance with our mission. Despite what the others may say, I know that they appreciate what you’ve done for us. Take this as a token of my thanks.

Rarity.

Putting the note to the side, Twilight carefully unfolded the clothing to find a full set of undergarments. Not only that, but a large and rather comfortable-looking hoodie complete with an extra long left arm accompanied it, as well as an equally cozy pair of soft sweatpants. All of which were a grey color, save for the panties and bra which were an off-white.

Running her fingers along the fabric, Twilight was surprised by just how luxurious the cloth actually was. She wondered how the girl had managed to find such a rare thing in a military base of all places. Twilight brushed aside such curiosities and swiftly went about donning the clothes as she was instructed to a day ago.

Though she nearly snapped the bra and was forced to use magic in order to secure it into place, the outfit felt good. With her new clothes on, Twilight couldn't help but sigh contentedly, a relaxing warmth blooming deep in her chest. Even the lingering cold she had felt since first entering the facility had been banished by the wonderful new clothes.

“This is nice,” Twilight murmured. “Kinda wanna lay back down.”

Twilight shook her head and donned her boots, dismissing the thoughts that told her to go back to sleep. I’ve wasted enough time napping already.
“I wonder if I can bring these with me somehow,” Twilight murmured, scratching her chin. “The dimensional pocket may work.”

Putting one foot in front of the other, Twilight walked out into the hall, immediately noting the soldiers that had been posted outside were now gone. Though their absence might have signalled that she had gained some trust, Twilight knew she was being watched. After all, the numerous cameras of theirs meant that the soldiers’ physical presence was hardly even required.

Turning away, Twilight began to make her way towards the infirmary, plucking the directions out of a passing soldier’s mind as she did so, while also pointedly ignoring how that same man was imagining himself swimming in a pool of grape jelly for some reason. Twilight shuddered briefly before stepping into a thankfully empty elevator and clicking the appropriate floor number.

She briefly considered trying to locate Fluttershy first, but a quick pulse told her that the scientist was close by. As was Sunset Shimmer, whose unique thoughts were detectable even before the elevator finished moving.

“You can't be here,” stated a guard immediately after Twilight stepped out of the metal box.

Twilight lifted an eyebrow as she inspected the five-foot nothing two hundred pound female who was standing before her. Beside the human, only a set of double doors large enough to admit a hospital bed stood between Twilight and her target. Noone else was around, though the infested woman could hear and sense many other people in the next room.

“Who said that?” Twilight demanded, leaning down and staring at the dark-skinned soldier closely. “And more importantly, are you going to stop me?”

The soldier gulped, a shiver running down her spine. “I, uh, got orders, ma’am. I c-can't just l-let anyone through without c-clearance.”

Twilight contemplated simply using her powers to change the human’s mind, but quickly thought better of it. Instead of brute forcing her way, she read the surface thoughts of the soldier and quickly found a solution to her problem.

“The male you have a crush on has two broken arms. Let me in, and I will heal him,” Twilight stated confidently.

The soldier’s jaw hung open, her nervousness quickly melting away and reforming as an intense wave of embarrassment.

“Y-you can?” she asked.

Twilight nodded. “There is a good chance I will be able to heal the majority of your long-term patients. Though if I’m not allowed in, then I guess I will go back to my quarters.”

“W-wait!” the soldier quickly interjected, stepping to the side. “I just realized you have the proper clearance. Go on in.”

Twilight smiled. “Thank you, Private Wilkins.”

Ignoring the slight shudder of fear that ran through the woman, Twilight pushed her way through the doors and looked around. The room she now stood in was far longer than average with a much higher ceiling as well as better lighting. A row of beds numbering at about twenty or so ran along the right side of the place, going all the way from one end to the other. The only other door went to a pair of bathrooms on the left side of the room.

Making her way past the beds, Twilight noted that this seemed to be the long-term care facilities for those with more serious injuries. She only stopped at the fifth bed, where a young and rather handsome young man lay sleeping on his back. Sure enough, both of his arms were wrapped in thick casts, in addition to being elevated slightly.

Summoning a bit of magic, Twilight scanned the fellow, and after assessing the damage, began to cast another spell. This one was a little more intensive than the last, and once it was complete, the man’s arms glowed a faint purple.

After ascertaining that the male would likely regain use of his limbs within a few days, the infested woman walked on, until she reached the far end where she knew Sunset Shimmer and Fluttershy were waiting for her. Only the former turned out to be awake, the other sat on a chair next to the rather simple cot Sunset lay on. Dark circles were visible under Fluttershy’s eyes, and the girl was somehow still holding onto the railing on the side of the bed despite having passed out from exhaustion.

Sunset Shimmer flashed Twilight a smile upon seeing her. Her left arm was wrapped in bandages, while also being suspended in a simple cloth sling. Though clearly exhausted, she seemed in good spirits, but that may have been due to the IV drip connected to her other arm.

“Hey, Twilight. I’m glad to see you’re okay,” Sunset Shimmer remarked.

“I’m surprised that I can say the same about you,” Twilight exclaimed.

Sunset Shimmer chuckled. “Thankfully between your magic and the medical miracles these humans can pull off, they were able to save my arm.”

“Really? ‘Cause that was a pretty nasty injury,” Twilight pointed out.

“I was a little surprised as well, but apparently they’ve been cooking up some serious advancements due to experimenting on the zerg,” Sunset Shimmer replied.

“That will not end well,” Twilight stated dryly.

“My sentiments exactly, but it's not like I have the kind of pull to shut down such an operation,” Sunset Shimmer exclaimed.

Twilight sighed. “Your government is going to get you all killed.”

“Unless the black queen manages to do so first,” Sunset Shimmer remarked.

“True,” Twilight admitted and glanced down at Fluttershy. “How long has she been here?”

Sunset Shimmer’s smile softened, and she laid her one good hand on Fluttershy’s upper arm. “All night, apparently. I just hope she managed to get at least some sleep.”

The other girl stirred briefly, crossing her arms and turning to one side. “I don't wanna,” she muttered in her sleep.

“So,” Sunset Shimmer offered suddenly, “wWhat brings you here? Unless you just came to heal the other patients.”

Twilight raised an eyebrow curiously. “You noticed that?”

Sunset Shimmer nodded. “My specialties were abjuration and evocation with a focus in pyromancy and healing magic.”

Twilight smirked. “Which came first?”

“The pyromancy. After the fourth trip to the hospital, I suddenly had a lot of time on my hands,” Sunset Shimmer replied with a chuckle.

“On your hands?” Twilight asked. “You really have adapted well to this place.”

Sunset Shimmer blinked. “Oh, I didn't even notice, and yeah, I guess you could say I’ve gone native.”

Twilight flicked her wrist and summoned a nearby chair to Sunset Shimmer’s side before sitting down. “That certainly answers why you were okay with staying here, though I’m curious as to why you’ve placed so much trust in me.”

“Oh, that… sorry for not mentioning it before, but I’m an empath,” Sunset Shimmer exclaimed, raising her one good hand and wiggling her fingers. “When I touch someone, I can find out a basic amount of information about them like their general personality and the like.”

Twilight frowned, immediately raising a series of mental fortifications. “Is that all you can find out?”

Sunset Shimmer nodded quickly. “I can discover more if I really push, but I hadn't done that to you, nor would I.”

“That's a relief,” Twilight murmured.

“Plus I saw nothing but good things in you.” Sunset winced. “Save for the pain and surprisingly capacity for violence.”

“A capacity you and your squad seem to have as well,” Twilight pointed out, a whiff of anger swirling in her chest

Sunset Shimmer shook her head. “It's not quite the same. Humans are very good at empathizing with anything remotely similar to them, but that empathy is more or less gone when it comes to the zerg.”

“What does this have to do with me?” Twilight questioned.

“No offence, but you don't have that same level of empathy even for other creatures similar to you,” Sunset Shimmer answered.

“I beg to differ,” Twilight retorted, crossing her arms over her chest.

“If destroying this facility saved your world, would you do it?” Sunset Shimmer asked.

In a heartbeat, Twilight thought, only to frown. “I get your point.”

Sunset winced. “Sorry. I know that doesn't sound the nicest.”

“I understand,” Twilight stated firmly.

“I’m glad, and for what it's worth, I think you’re a genuinely good person. Life has just… not been kind to you,” Sunset Shimmer remarked in a soft tone.

“It seems life has been cruel to a lot of people recently,” Twilight remarked.

“It has, hasn't it?” Sunset mused.

Twilight stared off into space, mulling over Sunset’s words as she absently inspected the wall.

“Oh my. I didn't miss anything, did I?” Fluttershy asked.

Sunset Shimmer smiled. “Oh no, you’re fine, Fluttershy. We were just talking.”

“Though we should proceed with the experiment soon,” Twilight stated.

“That's right. You’re going to help the other infested today, aren't you?” Fluttershy inquired.

Twilight snorted, crossing her arms over her chest. “Not of my own free will, but yes.”

Sunset blinked. “You wouldn't do it unless commanded?”

“No, it's not…” Twilight let her arms fall to her sides. “I just don't like being forced into things, is all.”

“That's understandable,” Fluttershy murmured, wiping the sleep from her eyes. “So, how are you going to start?”

“I was going to begin with Sunset first and run a few scans,” Twilight replied.

The injured woman extended her one good hand. “Would you mind if I held your hand for a moment?”

Twilight hesitated before reluctantly extending her unmutated arm. “You may.”

Sunset gripped the offered limb tightly, closing her eyes and focusing.

For several long moments nothing happened, but just as Twilight was ready to break the silence and ask what Sunset was doing, the infested woman felt something strange. Feelings, thoughts, and memories not her own flowed unbidden into her mind. Though her first instinct was to push these things away, Twilight could also feel a strange sense of calm emanate from the other girl.

So with great reluctance, Twilight closed her eyes and let the feelings wash over her.

The first thing she felt was the intense sting of rejection Sunset received after Celestia had told her that she was not destined to become an alicorn. After that she saw Sunset’s plans for the human world unfold rapidly, ending with the moment that had birthed the black queen. Once that particular memory had passed, Twilight felt Sunset’s presence lessen, leaving behind only feelings of regret and loss.

Though it happened over the course of mere seconds, Twilight felt as though she had experienced days worth of events. Events which painted a much more in-depth picture as to what she had been told of earlier. Not only that, but she also understood the context for those occurrences in greater detail than what would normally be possible.

In the end, all other emotions faded until there was only regret.

Then Sunset pulled back her hand and smiled faintly at the infested woman. “Now we both understand one another,” she exclaimed.

Twilight nodded slowly. “I did not know your ability could go both ways.”

“I didn't either,” Sunset Shimmer admitted with a chuckle. “But I felt like we needed to establish a firmer level of trust before we continued.”

Twilight briefly glanced down at her hand. “Well, you certainly did that.”

“Did you…” Fluttershy’s eyes lit up. “Oh my. I always theorized it could go both ways before.”

Sunset Shimmer coughed awkwardly. “Yes, well. As Rainbow Dash would say, enough mushiness. We got stuff to do.”

Twilight chuckled. “Yes, that we do.”

“Hold on, let me grab my notepad and pen,” Fluttershy interjected, reaching for a nearby end table. “Alright. I’m ready when you are.”

Twilight couldn't help but smile at the eager expression on the young scientist’s face. “Would you like me to describe what I’m doing?”

Fluttershy’s already wide eyes grew wider still. “Could you?”

Twilight nodded and pushed a bit of magic into her hand. “I’m going to start with a generalized scan which should give me a better understanding of Sunset’s physiology. From there I’ll move onto something more targeted, so I can find out if Sunset’s well is atrophied or not.”

“Would it get that way from not being used, or does it have to be damaged somehow?” Fluttershy questioned, furiously scratching at her pad.

“Like a muscle it can fade due to ill use, though I have a feeling that my empathy powers use mana and thus have helped to stave off any damage that may come from not using magic,” Sunset Shimmer continued, glancing to Twilight expectantly.

Who waited a moment until her spell finished before responding, “It looks like it, but I’ll have to do another one to check before we can really know for certain.”

Fluttershy wrote away while Twilight continued to cast spells. Sunset Shimmer merely lay there as a faint magenta light encapsulated her before focusing solely on her midsection. After a few more minutes, a half dozen more spells, and a few curious questions from Fluttershy, Twilight nodded confidently.

“It is as we assumed,” Twilight concluded. “When I return your magic, you will likely be unable to cast a spell anywhere near the level that you used to.”

“Though I could work my way back up, right?” Sunset Shimmer asked hopefully.

Twilight nodded. “Yes, but it will take time. Not only has your well atrophied, but it has also never been pushed very hard in the first place.”

“Which means?” Fluttershy questioned.

“It's like any muscle group,” Twilight began. “It's easier to get back into shape again if you already used to be in shape rather than doing so for the first time.”

“Great, I have to repeat magic kindergarten all over again,” Sunset Shimmer muttered in a slightly humorous tone.

Twilight chuckled. “I’m sure it won't be that bad.”

Sunset sighed. “So, what do you have to do now?”

“I need to strengthen your wells, connect them to your spine, and then create a leyline from your core to one of your hands,” Twilight continued.

“Why not both?” questioned Fluttershy.

“That would require me allowing the zerg cells to replicate, and I’m not certain if that's a fire I can put out twice,” Twilight cautioned.

“Just my left is fine. It's the one I assign magic to in Skyrim,” Sunset Shimmer exclaimed.

“Skyrim? Isn't that a yak city?” Twilight replied, scratching her head.

“It's a video game,” Fluttershy quickly explained.

Twilight blinked. “Regardless, I would try to relax. It's going to feel rather… strange, to say the least.”

“It's not everyday you grow a new organ,” Sunset Shimmer remarked.

“Very true, though it would be more like growing an extra arm. Now lay back, try not to move, and please remain quiet,” Twilight continued.

Sunset Shimmer did as she was told, while Twilight settled the larger of her hands on Sunset’s midsection. After a moment of concentration Twilight was able to feel the remaining clumps of zerg cells inside the other former unicorn’s body. Reawakening them without allowing them to multiply took considerably longer, but Twilight was nothing if not patient.

Eventually she managed to maneuver the clumps of cells to where she needed them. Once done, Twilight began the difficult process of getting a bunch of unintelligent microorganisms to follow her commands. To say it was a far cry from commanding fully sentient creatures would be an understatement, though it thankfully wasn't impossible.

It merely required the infested woman to change how she thought of things and instead impart intent upon the cells. Sure enough, after a bit more struggling, Twilight could sense that the first stage of her plan was nearly complete. Sunset’s wells were growing steadily, their connective nerves thickening as they filled with mana for the first time.

Sunset Shimmer shifted uncomfortably, and Twilight could tell that this was not a pleasant experience for her. Despite the strange sensations no doubt coursing through her body, Sunset remained quiet and relaxed, even when a particularly large ball of nerves reached out and began to wrap itself around her spine.

By then the strain was becoming significant, though Twilight could already feel things growing easier for her as time passed. The knowledge she had acquired from both the principal and the janitor was beginning to make sense after some experimentation. Drawing connections between the two vastly different perspectives was difficult, but Twilight was steadily beginning to understand.

Unfortunately one of the things she was starting to grasp was that this strain of zerg was far different from her own. Though she had already assumed that the things she had learned here wouldn't be applicable back home, she hadn't truly comprehended just how right she had been. This variant of the zerg felt far stranger, and she could sense a deep longing to connect to a specific higher power.

It was like they had been born with the desire to to be commanded by a vast intelligence far, far greater than their own. Unlike her and her friends who seemed to have an inherent desire to forge their own path or at least to choose their master.

Shoving those thoughts from her mind, Twilight focused on the job before her, pushing the cells to create one last pathway. Starting from just above her heart, a long thin band of nerves began to grow and extend up Sunset’s shoulder and then down her arm. With a limited number of cells to work with, Twilight was growing worried that she may run out.

Thankfully that didn't happen, and with the last fibres connecting to the tips of Sunset’s fingers, Twilight canceled her psionic power. Releasing a breath, the infested woman took hold of the edge of the bed and steadied herself after expending so much energy.

“Are you alright?” Fluttershy whispered.

Twilight waved her off. “I’m fine. That just took a lot out of me. Micromanaging cells is a lot like arranging individual rice in order to paint a picture.”

“That is an… interesting metaphor. Though it seems apt,” Fluttershy murmured.

Sunset gasped as small bolts of electricity jumped from between her fingers. “I can feel it.”

Twilight couldn't help but smile, briefly revelign in the small victory. “I wouldn't advise using magic for at least a few days. Your connections are… limited, to say the least.”

“It was worth it,” Sunset stated, flexing her hand briefly before wincing in pain. “Damn that hurts.”

“Should I get you some morphine?” Fluttershy quickly asked.

“That would be excellent. Thank you,” Sunset replied.

Twilight cast a brief scanning spell before finally relaxing into her seat and watching as Fluttershy walked away. Sunset closed her eyes and began to meditate with one hand placed over her heart. The position was a familiar one that Twilight remembered being taught to her by Celestia.

Fluttershy returned a few seconds later, inadvertently saving Twilight from the flood of memories she could feel growing at the back of her mind.

“Here you are. Now how does that feel?” Fluttershy inquired.

Sunset sighed. “Wonderful.”

“Excellent,” Fluttershy exclaimed. “Now what would you have me do?”

Twilight blinked. “Oh, right. Um, I’m not sure, to be honest. Just sit there and allow me a moment to consider things.”

Closing her eyes, Twilight tried to think back to the information she had acquired. The principal had overseen everything, but her knowledge wasn't wholly complete, likely due to the death of her subordinate. Without those key bits of information, Twilight could only make educated guesses as to how she could actually accomplish her goal.

“Lay back and focus on defending yourself. I’m going to try something a little odd,” Twilight warned.

Fluttershy shifted uncomfortably. “Will it hurt?”

“It might be a bit… uncomfortable,” Twilight admitted.

“O-okay,” Fluttershy whispered.

Twilight closed her eyes and reached out towards Fluttershy with her mind. The connection was easily established, with Twilight quickly being overwhelmed by just how potent Fluttershy’s latent psionic gift was. It took effort to ignore the girl’s surface thoughts and the pressure Fluttershy seemed to exude constantly. With those distractions gone, Twilight gathered a bit of psionic power, formed it into a dulled attack, and unleashed it at the girl.

A sudden numbness spread across Fluttershy’s body, though it left as quickly as it came. Confused, but holding strong, she kept her eyes shut tightly, focusing even harder than before. Even as Twilight launched several more attacks, Fluttershy remained stalwart, the effects lasting less and less time.

Until she stopped noticing them entirely.

“Is that it?” Fluttershy whispered, cracking open a single eyelid.

“Now try to send out an attack like the one that I used on you,” Twilight encouraged. “And don't worry about holding back. I’ll be fine.”

“Well, if you’re sure,” Fluttershy whispered.

“I am,” Twilight stated.

The other girl closed her eyes and focused, her face scrunching up rather adorably in the process. Twilight sat patiently across the bed, her curiosity growing with each passing second. It was a primitive technique, but Twilight knew that strengthening the mind in such a way was the quickest way to spark Fluttershy’s latent abilities.

It was also a lot more humane than the more brutish technique used by the black queen.

Twilight was about to tell Fluttershy to give up and try again in a few minutes, when all of a sudden the infested woman lost all feeling from below her neck. Not only that, but a powerful gust blew Sunset’s bed sheet right off while also causing her hospital gown to flip up into her face. As Twilight slipped off her seat and fell to the floor, she saw Fluttershy’s jaw hang open, a blush crossing her face.

Then she was lying on the cold ground.

“Oh my goodness, I’m so sorry!” Fluttershy exclaimed.

“It's fine, I’m used to nudity,” Sunset replied, smoothing out her gown without batting an eye.

“I, however, am not used to lying on the floor,” Twilight remarked.

Fluttershy gasped. “Hold on. I’ll be right there.”

Twilight watched as the other girl came around the bed and grabbed the infested woman’s arm in an attempt to hoist Twilight into her chair.

Fluttershy grunted, managing only to lift Twilight’s back by an inch or two before dropping her back to the ground. “S-sorry!”

Twilight chuckled. “Just grab me some coffee. I’ll be fine.”

“Right away!” Fluttershy exclaimed before quickly turning and sprinting away.

Twilight leaned to the side and watched the doors close behind the fleeing scientist. “Think that was enough of a confidence boost?”

“She won't forget that any time soon,” Sunset Shimmer remarked.

Twilight quickly picked herself up off the ground and brushed off the dirt. “You know, you could have warned me she was that strong.”

“Nah, this was funnier and totally worth it,” Sunset Shimmer replied with a giggle.

“Oh? I thought revealing one's nude form was an embarrassing event if you are not dating,” Twilight pointed out.

Sunset Shimmer coughed awkwardly. “Oh, it is. I’m just too high right now to care.”

This time they both shared a laugh.

Author's Note:

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