fLuTtEr OnE

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Author: AnnonyMouse
MLP:FiM is property of Hasbro. This is a free fan-fiction, not to be sold or traded for any money, goods or services.
...

WARNING: GRIMDARK. Contains graphic writing. Please do not read if you do not like gory violent stories concerning MLP. Contains murder, slaughter, vore and swearing (like this last one really matters, lol).
...

fLuTtEr
oNe
...

Fluttershy was enjoying the lovely winter morning. The air was still cold and crisp, but was promising to warm up.

With Winter Wrap Up only days away, and everypony was excited and getting prepared.

Even Fluttershy. She was checking the locations of all the animal dens, making sure she would know where to search. Every den was exactly where she remembered them.

“Ah, such a wonderful day.” Fluttershy smiled, then noticed something a little odd.

A small creature was crawling about in the snow, shivering with cold. The fur was tangled, and a soft grey in tone. It let out a pathetic little whimper, which brought Fluttershy's full attention.

All winter she had virtually no animals to care for, and all of a sudden, she found one in need, shivering in the snow.

“Oh you poor thing.” She gently scooped it into her hooves, wrapping it in her wings. “You must be freezing and hungry.”

She smiled, but then let out a startled gasp as the creature stung her in the side, right under her right wing. It fell to the ground, leaving a large stinger with a pulsating sack and bits of bloody internal organs behind.

Fluttershy winced as she felt the sack pump something into her. Poison? She carefully gripped the stinger with her teeth and tugged, but it must have been barbed. It refused to come out.

Not knowing what else to do, she galloped for the clinic, as the stinger was too close to the base of her wing for her to fly.

It only took her minutes to reach her destination. She staggered into the clinic, already feeling the effects of the creature's poison.

“Help... me...” She was burning up as she collapsed to the floor, rolling to her side. She lifted her shaking wing for Nurse Redheart to see, then blacked out.
...

Sounds came to her ears. A voice. No, a pair of voices, talking quietly near her.

Fluttershy cracked en eye open and winced. It was so bright.

“Fluttershy?” It was Rainbow Dash's voice. “Hey, you okay?”

“Too bright...” She shielded her eyes from the lights with a hoof.

“Oh my Darling Fluttershy. You had us all so worried.” Rarity stepped into view.

Fluttershy blinked a few times and rubbed her eyes as Rainbow Dash went and closed the curtain, dimming the room enough for Fluttershy to fully open her eyes.

“Rarity? Rainbow Dash?” The yellow mare blinked a few times and tried to sit up, but winced as she felt pain in her side. “Ow...”

Dash gently pushed Fluttershy back down. “Don't try to get up. You've been through surgery and had some poison stuff in you.”

“Yes dear. You just need to rest.”

“How long?”

Dash and Rarity looked at each other, and the rainbow maned Pegasus nodded.

“Five days.”

“Oh... I missed Winter Wrap Up, didn't I?”

“Don't worry about it.” Dash smiled. “Twilight managed to take you're not being there into account and had a couple animal caretakers from Canterlot brought in to help out. Took them a while to find all the dens though. Spring was almost late because of those two.”

Fluttershy hung her head. “I'm so sorry.”

“There is nothing to be sorry for my dear.” Rarity nuzzled Fluttershy under the chin. “Why don't you tell us what happened? Dr. Reeds said you had some sort of nasty stinger stuck in your side, just below your wing.”

Fluttershy shook her head a little. “I don't remember actually.” She frowned. Whatever had happened was a total blank. “I remember checking on the locations of the dens, but then everything goes blank.”

“Well, Twilight is examining the stinger. She's almost obsessed with it.” Dash frowned. “Excited even, though she's been here every day to just sit and talk to you. We've all taken time to be with you.”

Fluttershy blushed a little. “Thank you, but what about my other little animals?”

Rarity place a hoof on her shoulder. “I've been feeding them and cleaning up after them. Don't you worry my dear. Although your little Angel...” She gritted her teeth. “He's... being difficult.”

“He must really be worried about me.” Fluttershy shifted slightly to get more comfortable, then lifted the blanket to look at the small bandage that covered the sting mark. “Oh dear. I really did get hurt. I wish I could remember.”

Rainbow Dash winced a little at the sight of that bandage. “Well, the Doc said you were really burning up really bad as they tried to remove the stinger and whatever poison they could.”

Rarity frowned a little. “Oddly, they couldn't remove any of the poison that the stinger injected into you. Their anti poison spells simply had no effect.”

“Yea, when we heard the news we all rushed here and had to wait while they operated on you.” Dash looked at the bandage again. “I saw that stinger after when Twilight took it for her investigation. It looked really nasty with barbs and that squashy sack on the end.”

“Yes, it reminded me of a bee sting.” Rarity added.

“Oh...” Fluttershy hung her head a little. “Then if it was like a bee sting, then whatever stung me must be dead. A bee can only sting once before it dies a little while later.”

Dash winced. “Why the heck would a bee sting anything then?”

“I'm a little tired.” Fluttershy stated as she yawned. “I'm sure Twilight has books about bees...” She lay back down and closed her eyes. In seconds she was asleep.

Dash sighed softly. “Can you keep an eye on Fluttershy? I'm curious about why a bee would sting anything if it would die after.” She trotted from the room, not even waiting for Rarity's response.

Not that Rarity minded. She had a needle and plenty of thread. She had taken to trying her hoof (or in this case, magic) at creating a needlepoint design on some silk.
...

“Hey Twi.” Dash walked into the library. “Got any books on bees?”

Twilight looked up from the book she was reading. “Sure, on that shelf under the letter 'bee'.” Twilight giggled a little at her pun.

“Very funny.” She turned and started scanning the books. “So, find anything out about the stinger?”

“That's the odd part. At first, it was a stinger, but it started to decay rapidly. Now, it's pretty much the same material as paper. The poison sack went from a fleshy sack with muscle and a few very simple internal organs to... well, the same papery substance as well.”

“Paper?”

“Yes, wood fibers.” Twilight huffed. “It's like whatever it was made that body out of fine wood fiber. There's no traces of anything else left, and I have nothing else to compare it too.”

“Wow. That's freaky. Anyway, Fluttershy woke up for a bit. She doesn't remember anything about what happened, but she seems fine.”

“She's awake?” Twilight jumped to her hooves. “Oh, you said she went back to sleep, didn't you?”

Dash nodded and found a book on bees. She tried to pull it from the shelf first with a hoof, then with her teeth.

Twilight sighed and used her magic to pull it out and set it on the table. “I've never seen you read a book before. Or is this for Fluttershy?”

“No, it's for me. I don't get why a bee would sting anything if that would kill the bee.” Dash opened the book and sat down, focusing on trying to understand something that made no sense to her.

Twilight opened her mouth, about to explain what Dash was reading up for herself, then stopped. She simply smiled and went back to her own research. It was a special sight to see Rainbow Dash, of all ponies, reading a book.
...

Fluttershy was released from the hospital the next day, and was greeted by her friends. She looked like she was doing much better, though she was still being careful about pressing her right wing to her side.

“We should totally have a...”

“No Pinkie.” Rarity covered Pinkie Pie's mouth. “Fluttershy needs to rest up a little more.”

Fluttershy smiled. “Thank you for the thought Pinkie, but you know I don't like parties as much as everypony else.”

“Oh, that's okay.” Pinkie nuzzled Fluttershy. “How about we just be happy that you're feeling better and will keep feeling better till you feel better than you've ever felt before.”

Applejack just chuckled while Rarity and Dash rolled their eyes. Twilight giggled and Pinkie Pie beamed a smile. She walked up to Fluttershy, a light smile on her face. “Need any help getting home? Is there anything we can bring ya?” She was worried for her friend, but also glad she was being released from the hospital.

“Maybe... if it's alright with you... We can go get something to eat?” She glanced at Nurse Redheart as she trotted past, pushing a cart of hospital food. Fluttershy made a cute look of distaste. “The hospital food didn't taste that good.

“Of course.” Rarity smiled. “Where would you like to go?”

“Um... anywhere is fine.”

Pinkie bounced happily. “Oh, I know. Let's all go to Sugarcube Corner. It won't be a party, but just us going for something to eat.”

There was no arguing about that idea.
...

All eyes were on Fluttershy.

Normally she was such a delicate eater, rarely eating much at any given time.

But as she finished off her second apple pie (the whole thing), fourth apple crumble, third slice of chocolate cake and half a dozen random cupcakes, she finally leaned back and patted her belly.

Dash and Applejack 'had' started their own eating contest, but knew, somehow, they could not compete with how voracious Fluttershy was. The had stopped and just watched in a awe.

Rarity had watched with some horror, and silently praying to Celestia that their pretty little Fluttershy would not start eating like this all the time. She would become fat and... not pretty, or little at all.

“Wow.” Pinkie Pie stared in awe. “You really were hungry.”

Fluttershy licked the icing off one of her hooves and nodded. “I've never been so hungry before.” She smiled softly and let out a tiny burp. “Oh, excuse me.” She blushed.

Twilight had never known Fluttershy to eat that much. The gentle mare preferred less sugary foods, usually sticking to salads, fresh fruit and vegetables. To see her devour so much sugary delights was... odd.

“Are you feeling better?” Twilight asked, watching Fluttershy for any signs that something was wrong.

Fluttershy nodded a little. “Yes, thank you.”

Rarity smiled and walked to the counter. “How much does Fluttershy's order come too?”

Mrs. Cake was stunned. She knew of only one other pony who could threaten the safety of baked goods the way Fluttershy had just done. No other pony had ever come close to Pinkie Pie before.

“Mrs. Cake?” Rarity waved a hoof in front of the baker's wife's face.

“What? Oh. So sorry Deary. What was that again?”

Rarity glanced at Fluttershy and jingled her bit purse.

“Oh, of course. Let's see. The total comes to twenty bits, minus the best friends of Pinkie Pie discount... ten bits please.” She smiled.

Rarity nodded and floated the ten bits too Mrs. Cake, and another ten bits into the tip jar.

“Oh thank you Deary. You are always so generous.”

“It's in my nature.” Rarity smiled and turned back to her friends. “Shall we step outside and enjoy the day? It is so lovely.”
...

It had been a long day indeed, with talking and relaxing in the meadow by the stream. Still, the sun started getting low and everypony had to go their own ways.

Fluttershy had promised to pay Rarity back for paying for that rather expensive meal. Of course, Rarity would not hear of it, and that was that.

The soft yellow Pegasus finally arrived home and entered. She was greeted by a none too happy looking white rabbit.

“Oh Angel. I'm so sorry I got hurt. Did Rarity take good care of you?”

Angel pointed to his now overly decorated hutch.

Fluttershy giggled. “I'll fix that right up for you in the morning. Right now, I bet all of you are so very hungry.” She smiled at the few animals that were present.
...

Angel watched as his Pony tended to making the few animals their dinner. She hummed happily to herself as she worked, and nothing looked wrong, like she had not been hurt at all.

But he could see the bandage on her side. He had been so worried when she had not come home, and more-so when Fluttershy's fashionista friend came in and started doing Fluttershy's job.

With Rarity, when food was served, it looked more like a piece of art rather than a meal. The Unicorn had cleaned up the place very quickly with that magic of hers every time she came in.

Not that Angel seemed to care. He pestered her, teased her, and basically made Rarity's life a heck, but the Unicorn Pony simply stuffed him into his hutch and gave him a withering stare.

Nowhere near as frightening as 'The Stare', but effective enough. He often behaved himself while she was around, but not always. Angel would always leave a mess for her to clean up when she would return the next time.

She punished him by decorating his hutch, making it look like a she-bunny lived there, and enchanting it so the material could not be torn, folded, or removed by the bunny.

But now Fluttershy was back. He happily accepted his dinner of mixed carrots and turnip and watched as she went about feeding the others.

Still... something seemed off, ever so slightly.

Fluttershy looked a little fatter than normal. There was also something off about her scent. It was a little sweeter, and the spring in her step seemed a little happier. Had he knows she had recently consumed a vast amount of sugary baked goods, he would have understood right away (having his own massive sweet tooth concerning carrot cake).

Not knowing that fact, he just felt worried.

“I'm turning in for the night.” Fluttershy suddenly spoke, breaking the pleasant humming. “Don't stay up too late Angel.” She nuzzled the white rabbit before climbing the stairs to her room.
...

Fluttershy awoke early in the morning, feeling a strange discomfort in her belly.

It felt like something had... moved? She pulled back her blanket and looked. Her belly was only little bigger than usual, but she had eaten an unusually large meal the day before.

But then she saw it shift slightly, followed by a small pain. It was not in her stomach, but lower, more toward her...

Fluttershy crawled out of bed and headed down the stairs and into the bathroom. There, her hind legs gave out from a sharp pain. She had helped many animals and even a few ponies when it came time to give birth. She recognized the contractions and gritted her teeth.

She was giving birth?

Her soft cry of pain didn't even wake any of the animals in the house.
...

Fluttershy lay there, gasping for breath. She had given birth to... something. She was just so exhausted from the effort.

But she gathered her strength and sat up to look.

It was no foal, that was for sure. Whatever it was was small, about the size of Fluttershy's hoof. It was attached to the afterbirth, covered in sticky blood.

Fluttershy looked at it as it opened a pair of tiny green eyes, the same green as her own. She didn't notice the slight flicker of light from them, but felt a motherly instinct kick in.

After she separated it from the umbilical cord, she began cleaning her 'baby'.

Somehow, she just knew this tiny, helpless life was male, but it most certainly was no pony. She had never seen anything like it. It looked almost like a tiny little kitten, but with tiny little wing nubs. It was covered with pure white fur and let out a strange little sound. Not exactly a kitten's meow, nor like a newborn foal's whinny, but somewhere in between.

Fluttershy watched as it crawled clumsily toward her teat. She smiled and allowed it to suckle, feeling that she was producing milk.

She watched as it suckled away, kneading with those tiny paws. It felt wonderful, this little miracle, her little baby she had brought into the world on her own. She smiled and licked her baby.
...

Fluttershy opened her eyes, seeing she was laying on the bathroom floor. She felt a little stiff, but as she moved to get up, she felt something tiny and warm snuggling up to her belly.

She looked down and saw it. It had not been a dream.

Fluttershy was a mother. But... this creature was no pony. How had she gotten pregnant. She had never been with another pony, mare or stallion.

It confused her, and she had no real answer.

Still, this little life had come from her. She felt she had to care for it. Protect it and raise it.

“My little one. What shall I call you?” She smiled as it slept and purred away. “You are a male... I can't call you a colt because you're not a pony, though...” She could see the pony ears and tail, the tiny Pegasus wings. “You are part pony.” She tilted her head. She could not let her baby be without a name.

Then a name flashed into her mind. She had no idea where it came from, and she had no idea why if 'felt' right.

“Blackthorn... Hmm... Whisper Wing 'Blackthorn'.” She smiled. She knew, oddly, Blackthorn would not be a very 'Fluttershy' name, so Whisper Wing would be his first name. “Your name is Whisper Wing Blackthorn.” She gently kissed her baby, neither knowing or caring where he had come from.
...

Whisper Wing was sleeping in a little blanket filled basket on the kitchen table, as Fluttershy cleaned up the bathroom.

There had been quite a bit of blood on the floor on the bathroom, but she felt perfectly fine. Her belly was slender as it normally was, and she was not stretched in any way. But then, her baby was far smaller than any foal.

After finally cleaning everything up, she took a shower. She checked her injury and found there was nothing there. Just a tiny bald patch in her coat where she had been shaved for the operation.

She emerged from the shower after washing and dried off before heading into the kitchen.

Angel was peeking into the basket, a most curious look on his face. He glanced up at Fluttershy.

Fluttershy smiled. “That's my baby. He was born early this morning.”

Angle looked, well, shocked. He stared from Fluttershy, then to the baby, then back, and back again.

“His name is Whisper Wing...” She paused at saying the rest, feeling odd about letting anypony, or bunny, know the rest. She decided to keep that name to herself and her baby.

“Let me make breakfast for you Angel.” Fluttershy got to work.
...

Fluttershy was happy. She was a mother. Sure, it wasn't a foal (she had always wanted a little colt or filly), but she had given birth to him.

She was laying on a soft blanket on the floor, watching him sleep in his basket. He had fed again from her teat, drinking the milk she was producing.

Fluttershy smiled and got up. She carried her baby upstairs and set him next to her bed. She knew she could hear him if anything went wrong. She headed back down and tended to the cleaning and preparing herself breakfast.

As she was entering the kitchen, there was a knock at the front door.

A slightly annoyed sensation passed through her mind, but only briefly. She answered the door, cracking it open and peeking out.

“Oh, hello Rainbow Dash.”

“Hey. Rarity and I just stopped by to see how you're doing.” Dash nudged the door open wider so Fluttershy could see Rarity.

“Hello Dear.” Rarity smiled brightly. “You look much better this morning.”

“Oh, thank you so much.” She slipped outside, but left the door open. “I am feeling so much better. I slept well.” (Oh dear. Should I tell them about my baby? I don't know what to do.)

Dash missed the slight flash of worry on Fluttershy's face. “That's cool. Glad to hear that.”

“Indeed.” Rarity smiled and floated a basket of carrots and turnips into view. “It will be some time before we see anything from the fields, but I hope you don't mind a little 'leftover' food from my storeroom.”

Fluttershy smiled. “Thank you so much, but don't you need it yourself?”

Rarity giggled lightly. “I did overstock a bit, so I don't mind sharing. I saw your own stores were running a little low after all.”

Fluttershy had noted that, and had been planning on going shopping. “Thank you.” She accepted the basket and took it inside. “I was just making myself breakfast. Would you care to join me?”

Dash pranced a little on the spot. “I'd love too, but I've been itching to practice a new move I had in a dream. I'll catch you later Fluttershy.” With that, Dash took too the sky, leaving her rainbow contrail to fly behind her.

Rarity nuzzled Fluttershy. “Something is bothering you, I can see it in your eyes.”

Fluttershy didn't want anypony knowing about her baby... not yet, but perhaps one day. So she lied. “I'm just disappointed I wasn't there to wake up all my animal friends.”

Rarity sighed. “Why don't you go take a relaxing walk and visit them. I'm sure they'll be happy to see you. Now, I have an order I must finish. A Fashionista's job is never done. Ta-ta.” She waved and left.

Fluttershy sighed and headed back inside. She took the basket of produce into the kitchen and smiled as she made breakfast.
...

Up on the bedroom, the tiny creature sat on the windowsill, watching the white Unicorn walk off into the distance. It's glowing, blood red eyes following her fading form like a predator watching its prey.
...

To Be Continued...
...

I know the first chapter was pretty tame for a grimdark. But it is going to grow and evolve into quite a little horror fic. I'll be using my own style of grim writing, with slowly and ever growing horror.

This is not my usual style for Grimdarks, but hey, I felt like stretching my wings and seeing where this would go. I hope you enjoyed the beginning at the very least.

fLuTtEr tWo

View Online

Author: AnnonyMouse
MLP:FiM is property of Hasbro. This is a free fan-fiction, not to be sold or traded for any money, goods or services.
...
WARNING: GRIMDARK. Contains graphic writing. Please do not read if you do not like gory violent stories concerning MLP. Contains murder, slaughter, vore and swearing (like this last one really matters, lol).
...

fLuTtEr
tWo
...

Fluttershy lay on her bed, watching as her quickly growing baby suckled away.

It had already been two weeks, and somehow she had managed to keep her friends from discovering the existence of Whisper Wing.

Somehow, she just had a feeling they would not understand. She had given birth to a new life, after having been stung by some creature. She still couldn't remember what had happened, but in her mind, it didn't matter.

All that mattered was that she take care of her son.

As he suckled, she felt his still soft claws scratching at her tender tits.

“Oh Whisper Wing. Please be more gentle.” She cooed softly.

The baby looked up and gave a pitiful cry.

Fluttershy couldn't see any traces of milk in his mouth. She whimpered as she looked. She could tell she had nothing left to give, even though she was eating nearly three times what she normally ate, and had not gained any weight.

“Oh my. Stay here Whisper Wing.” She got up and headed to the stairs, and he cries of hunger nearly made her crawl back into bed.

Once in the kitchen, she fretted as she got some milk from the fridge. She poured it into one of the bottles she used to feed other baby animals.

Even though this was cows milk, Fluttershy knew a little something about kittens most cat owners didn't. While cow milk was fine, it lacked certain nutrients kittens needed.

She frowned a little as she grabbed her sharpest knife. She hated this part, but knew it had to be done. She nicked herself with the blade and let a little of her own blood drip into the bottle. She then licked her small cut clean and wrapped it with a clean cloth.

She placed the bottle under her wing and concentrated. She used a little of the Pegasus magic that allowed them to stay warm at high altitudes and while handling winter weather.

With the milk at body temperature, she headed back upstairs and saw Whisper Wing curled up on the bed, looking miserable.

The moment he saw Fluttershy, he opened his mouth and gave the cutest little cry, which Fluttershy knew to mean 'Feed me'.

Fluttershy crawled back on the bed and fed her baby. She watched as he nearly emptied the small bottle before curling up to her belly and falling asleep.

She would have been content to just stay there, but knew she had her other duties. She slipped downstairs silently and tended to the animals. Fluttershy cleaned up after them from their previous meal as well.

She glanced down at Angel, who for the last two weeks had refused to go anywhere near Whisper Wing.

“Oh Angel. You worry to much.” She nuzzled him and gave him his carrots, and even a few leaves of spinach, much to his delight. “Whisper Wing is my baby. I'll be sure to teach him right from wrong.” She smiled and got back to work.

She happened to glance out the window and spotted her friend Twilight approaching her front gate.

Fluttershy opened the door to see a hoof raised, ready to knock. “Hello Twilight.” She smiled. “What brings you out this way?”

“Um, well, I was at the market, I kinda needed to buy some eggs for some bread Spike wants to bake, but they were out.” She grinned and glanced toward the chicken coop. “Think I could have just two?”

“Oh of course.” Fluttershy smiled and lead Twilight into the comfortable looking coop. All the nests were kept clean and tidy, and it was comfortably lit, shaded from the sun but insulated for cold weather. “Hello girls.” Fluttershy smiled. “My friend wants to bake some yummy bread, but she needs a couple eggs. Would any of you like to help her?”

The closest chicken stood up, revealing a pair of still warm eggs, freshly lain.

“Oh thank you Elezebeak.” Fluttershy nuzzled the chicken affectionately before taking the eggs and placing them into Twilight's basket. “Oh, Twilight? There are some fresh wild daisies growing in the field behind my home. Feel free to take some. There's more there than what I can ever eat.”

“Really?” Twilight's eyes lit up. “Thank you Fluttershy. You're the best.” She beamed and floated her basket behind her.

Fluttershy watched her head off into the field before heading back inside. She looked down at her hoof and decided to bandage it up better, glad that Twilight had not noticed.
...

Day by day went by. Fluttershy had to add a little of her own blood to the milk she fed to Whisper Wing.

She sighed as she watched the blood and milk mix, smiling, knowing that no matter what, she was still a part of her baby.

She suddenly giggled, and dropped the bottle, watching it bounce and spill on the counter.

“Oh I am so clumsy.” She reached for a cloth to clean it up, but caught a whiff. It smelled like milk, but it smelled... good.

Fluttershy never drank milk, preferring to even forget that it, and eggs, were part of bread and most pastries.

But she found herself licking it off the counter. It tasted good, even if there was a little bit of her blood in it. But then, she found she tended to lick the nicks and cuts she gave herself rather than washing them in the sink.

Once the mess was cleaned up, she prepared another bottle of milk.

Through the window, she looked at the chicken coop. All she ever did with the eggs was either use them in baking, or to make food for the meat eating critters she would take care of.

She glanced toward the stairs and smiled. He was starting to grow in his tiny little teeth. Maybe it was time to start feeding him some eggs alongside the milk/blood mix.

Fluttershy headed out and into the coop. She greeted her chickens and asked for a few eggs, which they gratefully let her take.

Back in the kitchen, she started cooking the eggs on the stove.

She then heard some light little thumps. She poked her head out of the kitchen and watched, a little worried at first, as Whisper Wing hopped down the stairs, one at a time.

Her worry faded as she saw he was more than capable of getting down without hurting himself.

She just smiled and cooed, getting his attention. “Are you hungry? Is that why you came downstairs?”

The winged kitten scampered over to his mother and rubbed affectionately up against her leg.

“You're teeth are growing in, so how about you try something new?” Fluttershy returned to the kitchen and prepared more milk, no longer feeling the little nicks she gave herself. She poured it into a bowl and set it on the floor.

Whisper Wing sniffed the contents, then started lapping it up.

Fluttershy smiled and returned to cooking the eggs. She made sure the eggs were soft before she slid all three onto a plate. She looked down at the tiny size of her son. “What was I thinking. He can't eat all this.” She paused to think for a moment. “I'm not caring for any meat or egg eating animals, and I do hate wasting food.” She knew there was only one answer left, especially since she had not eaten breakfast yet.

One of the eggs was cut into tiny pieces, with the still runny yolk flowing about. She then placed the other two back into the frying pan and let them cook a little longer, so they were not quite so runny.

Fluttershy took her breakfast to the table and looked at it. She'd never eaten egg before, not without them being made into bread or cake or some baked good. She knew that Rarity occasionally enjoyed fried eggs, as did many other ponies.

So she took the chance and nibbled.

To her surprise, it tasted wonderful. She finished off the eggs quickly, noting that Whisper Wing had done so as well, and was currently cleaning his paws. She giggled and cleaned up.

After breakfast and dishes, she took her yawning baby back upstairs and put him to bed. She smiled softly and lovingly.
...

Whisper Wing continued to grow, especially with the introduction of eggs to his diet.

Fluttershy found he preferred the eggs raw, so started serving them to him that way. Out of curiosity, she had tried them raw as well. The taste wasn't nearly as bad as she though, but it was the texture and consistency that made her decide to stick to cooking hers.

She also was enjoying milk as well, which most grown ponies didn't drink.

Still, Fluttershy didn't worry too much. She just hoped that the merchants at the market would stop giving her odd looks when she would stop buy every couple days for a couple bottles of milk.

She simply told them she was caring for some baby animals and needed more milk than normal.

(I just wish they'd mind their own business.) Fluttershy thought to herself after the latest merchant asked her about the milk. “Just hungry baby animals I'm caring for.” She partially lied. It was just one baby animal and herself.

That satisfied the merchant, much to Fluttershy's relief.
...

A week later...

Fluttershy was sitting and reading, as well as watching Whisper Wing 'stalking' Angel (much to his dismay, and partial delight when he would easily evade the furball).

She heard a pony approaching up the path.

“Whisper Wing, go hide please.”

The cute little creature nodded and scampered under the couch, only his green eyes peeking out.

“Hiya Fluttershy. You home?” Pinkie Pie's voice called out.

Fluttershy glanced to make sure Whisper Wing was hiding before answering. “Hello Pinkie.” She greeted her friend. “What can I do for you?”

“Oh, well , you see, It's the second anniversary of Twilight coming to Ponyville so I'm throwing a party for her. Here's your invitation.” Pinkie pulled the small card from her basket hat.

Fluttershy read it and smiled. “It's tonight?”

“Yea, the anniversary is tomorrow, but unfortunately Twilight was invited to talk at the School for Gifted Unicorns the day after tomorrow and a whole week after that as well and she has to leave early tomorrow so she can get ready to whatever she's going to be talking about and all that stuff that Twilight really enjoys to do.” A single breath was all Pinkie had taken to say all that.

“Oh, well... I'll come of I can. I have some sick animals I'm caring for.”

“It'll only be for a few hours. You can spend that long away, besides. You have Angel Bunny who can cover for you, just this once.”

“I don't know.”

“Please? I can't have the party when she gets back because then it'll be too late.” She gave Fluttershy the puppy dog eyes.

And that did it. “Okay. I'll be there at five.”

“Great.” She bounced happily. “See you there Fluttershy.” And she bounced off, like she almost always did.

Fluttershy closed the door and smiled at the pair if tiny green eyes she could see under the sofa. She peeked back out the window to make sure Pinkie was indeed gone.

“It's safe to come out.” She picked Whisper Wing up and cuddled him, making him purr. “Mommy is going to go spend some time with her friends tonight. Angel will keep an eye on you, alright?”

Whisper Wing nuzzled his mother, purring away.

Angel hopped up on Fluttershy's shoulder and received some snuggles of his own from the slightly larger kitten.

Angel sighed, but didn't complain. Whisper Wing was fun to play with.
...

Fluttershy had left Angel in charge, and had made sure the animals knew it. She then gave her son and Angel hugs before leaving.

Whisper Wing hopped up to the sill and watched her leave. Once she was out of sight, he grinned and turned to look at Angel, who's back was to him.

He licked his lips and silently hopped down to the floor and stalked toward the bunny. His green eyes flickered and turned red.

Angel sensed something was wrong all of a sudden and turned. He squeaked and dodged as Whisper Wing pounced, but it had been no playful pounce. Claws and teeth were shown, and the evil red in his eyes.

Angel scrambled, trying to get away. He had not felt any reason to fear Whisper Wing till now. He had grown comfortable with the presence of a CAT in the cottage.

Now he remembered why he didn't like cats. They liked to kill and eat small furry creatures, such as himself.

Even though Whisper Wing only half the size of a full grown cat, he was larger than Angel. Quick and agile as well.

But Angel knew his home like the back of his paw. He evaded the attacking cat claws and teeth, evading being pounced and pinned. He used walls and furniture to bounce off of to rapidly change direction.

His evasion tactics seemed to be working. If he could manage to reach the small hole in the wall and escape outside, he could hide and be safe. He reached the hole, but before he could squeeze through he felt the impact from the side.

Angel hit the floor and bounced to his paws. He looked around and spotted, much to his horror, Whisper Wing was flapping his impossibly tiny wings, and flying.

Then the hunter dove, too fast for Angel to evade. They collided and tumbled into the kitchen.

Angel fought back with his claws and teeth. He knew he had to do something, scratching at Whisper Wing's eyes, drawing blood as he felt needle sharp teeth bite into his shoulder.

The monster cried in pain as his eyes were gouged open, blood pouring from them.

Angel scrambled away, his front left paw hanging limp and dripping blood. He moved away, backing up and hoping the horrendously growling creature would not hear him.

But something was wrong.

Angel knew he had slashed into Whisper Wing's eyes.

Why was he opening his eyes? How were they whole?

Whisper Wing snarled angrily, the cuts on his face seeming to close up on their own.

Angel felt the wall at his back. He was backed into a corner, and the creature, this MONSTER he was facing had bloody murder literally glowing from those blood red eyes.

Whisper Wing charged and pounced, his claws latching onto both sides of Angel's head, claws ripping through fur, skin and muscle, digging into bone.

Angel screamed as Whisper Wing's teeth wrapped around his throat and squeezed. He could feel the fangs pierce flesh, but not his windpipe. The pain was so much...

But Angel was stronger than that. He kicked hard with his hind legs, sending the monster flying a yard away.

Whisper Wing didn't touch down on the floor, staying airborne. He grinned cruelly, enjoying playing with his prey.

Angle made a mad dash for the bathroom door, hoping he could get through and slam it shut before this killing machine could catch him. He had lost blood from the shoulder bite, as well as the neck bite, but not too much. The sides of his face screamed in pain as he focused on making the door.

He didn't know how, but Angel made it through and kicked the door, slamming it shut.

He heard the thud from Whisper Wing colliding with the other side.

Angel sighed. He was safe. Or was he?

Angel heard the door latch being fiddled with. He jumped up and quickly slid the lock bolt into place. The handle refused to release and allow the door to open.

He was safe now. There was no way to get inside.

Better yet, there was an air vent in here that would allow Angel to escape. He climbed up to the counter and hopped to the shower curtain and scrambled up as high as he could go. He stretched a paw and gripped the grate that was the last thing blocking escape.

He then heard loud scratching at the door. It was a horrible sound, like something was ripping through the thin wooden door.

Angel didn't want to stay here and find out of Whisper Wing could indeed tear through the door. He kept tugging at the grate.

He glanced down and saw a small hole had been torn through the door, and he could see a bloody red eye glaring up at him.

No time, Must get through the vent. Angle struggled and kept tugging and pulling, getting a corner free.

Finally, he pealed back enough for him to squeeze through. Angel struggled through the tight opening, squeezing between the fan blades.

Below, on the floor, Whisper Wing Blackthorn had managed to rip a hole large enough to squeeze though, but had to fracture a wing in the process. He could not fly up there till the wing bone regenerated. But...

Angel was struggling to get through the fan and peeked down.

His hunter had made it inside, and was standing on the counter, a paw on the switch for the fan, a malevolent grin on his face.

Angle screamed and struggled more, only half way through the fan. Then he heard it.

Click.
...

Fluttershy arrived at the party, feeling oddly happy. She had a little spring in her graceful step, ignoring the little bandage she was currently wearing. As she was about to knock on the library door, she felt an odd shudder of sheer joy flood through her.

She gasped for a moment, not knowing where that had come from. Was she really that happy to be here?

Yes, that had to be it.

She knocked and was pleased to see Rarity answer the door. “Fluttershy, please come in. You're the last one to arrive.”

“I'm glad I could make it... I'm not late am I?”

“You're right on time, like you always are.” Rarity smiled as Fluttershy joined her friends.
...

To Be Continued...
...

Tell me what you think so far. That is, if you want too.
And to quote the eternal words of Fluttershy: “Yay.”

fLuTtEr tHrEe

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Author: Annonymouse
MLP:FiM is property of Hasbro. This is a free fan-fiction, not to be sold or traded for any money, goods or services.
...
WARNING: GRIMDARK. Contains graphic writing. Please do not read if you do not like gory violent stories concerning MLP. Contains murder, slaughter, vore and swearing (like this last one really matters, lol).
...
fLuTtEr
tHrEe
...

Fluttershy had really enjoyed herself at the party. It had been so much fun to spend time with her friends and talk about all the good times, the adventures and all the lessons in friendship they had learned together.

But the party had come to an end (with Applejack and Rainbow Dash totally smashed, having gotten themselves into a drinking contest).

“Good night Twilight, Pinkie, Rarity.” Fluttershy smiled and waved a wing. She then headed home.

She was a little tipsy from the single glass of wine she had, thanks to Rarity pretty much forcing her to drink it. Fluttershy was such a lightweight.

Fluttershy still made it home with no troubles, passing by a few late night couples taking moonlit walks. She didn't bother them, and they didn't bother her.

It had been such a wonderful evening that she didn't even notice the strange silence coming from her home, not till she opened the door and all her little animal friends dashed outside and into the night.

Fluttershy was instantly worried. “Whisper Wing? Are you there Whisper Wing?” She headed into the living room, looked around. Looked in the kitchen, still nothing, but she spotted the small hole ripped into the bathroom door. She could see something dark and red on the floor.

She tried to open the door, but it was locked from the inside.

Whisper Wing's odd meow came from within the bathroom, and instantly Fluttershy feared the worst. She kicked the door, again and again till the lock broke. She rushed in and saw the splattering of blood everywhere.

She looked down and saw her little baby, sitting on the floor, a bloody little bunny paw in his mouth.

Fluttershy choked up for a moment, but a thought came to her mind.

'It's only nature. Some animals kill others for food. An... Angel Bunny was a bunny... My pet. A friend... But nature had to happen. My little baby is part cat after all.'

Fluttershy then felt something drip behind her ear. She stepped back, her ear flicking a bit. She looked up and gasped.

The fan... The screen was ripped open and there was an awful lot of blood dripping from it.

Had Angel tried to sneak out of the house through the bathroom fan? Had he somehow accidentally started it?

There was no way that her little baby could have done something like that. She knelt down and nuzzled her baby. “Whisper Wing... Are you okay?” She glanced at the hole in the door.

Whisper Wing's claws could not have done that. It had to have been Angel. He did have sharp claws after all. But why?

Was he playing a game with Whisper Wing? A game that went bad for him?

Fluttershy hugged her baby and cried. “Angel... He was always there for me. I... I'll miss him...” She cried for what felt like hours, Whisper Wing nuzzling her and trying to comfort her.

Finally, after she had cried out all her tears, Fluttershy knew she had to clean up. She had to tend to Angel's body.

Obviously Whisper Wing had tasted the blood, and even eaten some of the rabbit. No matter how smart and playful he was, Fluttershy knew he was still part cat, and cats did eat meat.

It wasn't like her little baby had killed Angel. He didn't know better.

He was innocent.

Fluttershy kept hearing her voice in her head telling her this. It was her voice, there was no reason not to believe it.
...

Angel's death was a sad memory for Fluttershy. She had buried him alongside three other pets she had buried sense coming to Ponyville. A small 'cemetery' behind her cottage was where she laid him too rest.

Still, Fluttershy knew that death was part of life. She could let grief consume her, or move on with her life.

She chose to move on.

Fluttershy had noticed that Whisper Wing had taken to stalking smaller creatures. She knew it was natural for him, and that he needed to hunt. But he was a danger to the animals she cared for.

She had no idea what to do. Sure, he only seemed to hunt mice and the likes, and it hurt a little each time she knew he had caught and eaten one, but she loved her little baby. She wasn't going to force him to eat pastries, fruit and vegetables, mainly because cats just didn't eat that stuff.

She just... accepted it.
...

Her friends had heard that Angel had died a good week after it had happened. They all came to visit her, while Whisper Wing hid up in the bedroom.

With Twilight back from Canterlot, all her friends came to pay their respects.

“Thank you...” Fluttershy sniffled a little, touched that her friends had come to console her. “You are all the best friends I could have ever wished for.”

“Ah'm happy to hear ya say that... So, what happened to the little Angel?”

Fluttershy knew this question was going to come up. She had already thought up a story. They would never believe how he had actually died, up in the bathroom fan.

“I always warned him to chew more slowly... but...” She choked up a little. “He choked on a carrot...” She fell against Applejack and cried.

“Poor Angel...” Dash looked down at the tiny little headstone. She had known all of Fluttershy's little pets. Fluttershy had been so sad to have lost each and every one, but always pulled through, saying that death was still a part of life. Every living thing experienced it eventually.

Obviously they had not taken the immortal Princess into account.

Twilight stood next to Dash. “Dash?”

“Yea?”

“Will Fluttershy be okay?” Twilight looked at Fluttershy with concern.

“Yea. She'll be alright. I think this week she stayed all by herself gave her a lot of time to think and remember all the good times, and to come to terms. I just wish we had known. We all could have been there for her sooner.” Dash looked away from the grave.

Pinkie had purposely straitened her mane and tail for this. She was not depressed, but she felt really bad for Fluttershy. She too had known all her pets, and they had all been great friends to the introverted Pegasus, but Angel had been her best friend and had helped her come out of her shell more than any of her other pets.

Rarity stepped up beside Pinkie Pie. “Are you alright?” She glanced at Pinkie's hair, quite worried.

“I just feel sad for Fluttershy.” She batted lightly at her mane, a few strands looking like they were trying to curl on their own.

Rarity nudged Pinkie Pie. “Let's all see what we can do to help cheer Fluttershy up.”

Pinkie Pie nodded and went to join the others.
...

Whisper Wing was growing quite quickly, but was still lacking the claws and the sharp teeth needed for hunting. The small animals were no longer coming around Fluttershy's cottage like they had before.

Fluttershy knew that some ponies might get suspicious at this. She was just glad that her little baby had not tried to go after the chickens. They had sharp claws and beaks, but he was growing a little too fast.

She knew keeping him a secret would start becoming harder and harder and eventually Whisper Wing would be discovered.

Fluttershy did not like the choice she had to make. She took her son and headed into the Everfree Forest. She knew where there was a cave that had no inhabitants, so it should be safe for him.

She made sure the place was clean and safe before bringing Whisper Wing in. “Honey, this is going to be your new home, is that ok?”

Whisper Wing looked around, then explored a bit, sniffing here and there, finding a large underground stream. He then continued exploring till he found a large ledge up overhead, perfect to see the cave entrance, but also remain hidden from view. He climbed a series of natural stairs. He let out a cute meow and looked down at his mother.

Fluttershy felt this would be the perfect place for him now. She just hoped that he would be able to find food.

She was not abandoning him, just giving him a new place to live. She had every intention to protect and care for him.

“I'll be back later, ok?”

Whisper Wing nodded and watched as Fluttershy left. His eyes glowed red as a cruel grin crossed his lips.
...

Fluttershy walked slowly back toward the edge of the forest, unaware that her eyes were flickering red. She suddenly stopped, her ears swiveling around. She could hear something nearby.

A small rabbit.

(Whisper Wing would probably love some rabbit again.) She thought, then slowly, silently, stalked the rabbit. She didn't even realize what she was doing till she pounced and landed on the rabbit, pinning it down.

The rabbit struggled to escape, and Fluttershy was about to let it go.

But the thought of her growing baby going hungry was too much. She bit down on the back of the rabbit's neck, hard. There was a small crunch, a few spasms from the rabbit, and it fell limp.

Fluttershy stood up, the rabbit dangling from her teeth, her mouth dripping blood. She turned and headed back to the cave.

Once back, she entered and set the food down. “Whisper Wing. I brought you something to eat.”

The small creature fluttered down from the upper ledge and 'crashed' cutely, stumbling from the landing. He approached his mother and looked at the rabbit.

“Eat up Sweetie. Mama will always take care of you.”

Whisper Wing meowed happily and tackled the bunny. But his tiny teeth could not tear through the fur and hide, and his claws just didn't seem to be able to tear through it.

Fluttershy frowned. Her baby couldn't eat the rabbit like this. She lowered her head down and opened her mouth. She then bit into the rabbit, roughly tearing a chunk free. She placed it on the stone floor before Whisper Wing.

As she watched her baby start eating the meat, she became aware of the coppery and salty taste in her mouth. There was blood in her mouth.

She was no stranger to the taste, often licking cuts and other small wounds on animals to help clean them. She never really thought much about the fact that it was blood.

She licked her bloody lips, taking in a little more blood, running her tongue over them and finding the taste was not at all that bad.

She watched Whisper Wing finish off the small piece she had bitten off, then repeated it again and again. She didn't chew or eat any of the meat, but she did lick up the blood from her lips, the floor and from her baby when he was done eating.

All that remained of the bunny was pieces of fur and messy bones.

Fluttershy took the remains and transported then to a ravine nearby for disposal. She then returned to the cave and washed up in the stream. After she was clean, she nuzzled her baby.

“Mama will be back tomorrow.” She smiled and trotted back to her cottage.
...

Weeks passed, and Fluttershy had returned to her veterinary duties. She was visited by her friends on occasion, and they didn't see or sense that anything was out of the ordinary.

When Fluttershy was alone and done tending to the animals, she would vanish into the forest. Her baby needed food after all. Rabbits were easy enough for her to catch and kill, but her baby was still growing. After a few weeks, a single rabbit was not enough for him, so she had to bring two, sometimes three.

This started to be a problem in itself.

Fluttershy started noticing a decline in the number of wild rabbits in the area and started delving deeper and deeper into the forest.

The first time she spotted a dear, she hunted it. It had sensed her and bolted, and she had given chase.

Fluttershy was pushing herself to catch this deer, every muscle in her body screaming as she pushed herself. She didn't care. The chase, it was exhilarating. She had never felt this way before.

The deer was fast and agile, but Fluttershy had advantages over her wild prey.

Fluttershy was smart. She knew she could fly if she wanted too, but somehow felt it would ruin the rush she was feeling.

Dodging between trees and through bushes, over and under fallen logs, the terrified deer tried to escape. But he could hear the Pegasus Pony close behind him. His lungs burned, his heart pounded so loudly it was almost deafening.

No matter what he did, he could not shake her.

To make matters worse, the Pegasus would somehow get in front of him, lashing with a quick kick to his shoulders. This happened again and again.

He was in some pain, and was starting to slow down.

“Aw, don't give up yet.” Fluttershy almost purred. The adrenaline pumping through her system like it had never pumped before.

The deer stared into those green eyes that flickered with red light. Those eyes that reminded him of a predator, and he would try to escape again and again.

Finally his legs failed him and the deer collapsed.

Fluttershy stalked closer, seeing the poor creature gasping for breath, staring at her with wide eyes filled with fear.

Then she lunged, biting onto his throat, crushing down onto the windpipe.

The deer tried to kick Fluttershy off, but they were too worn out to be effective.

As life slowly left his body, his eyes rolled back into his head. With a final spasm, the deer died.

Fluttershy had felt the life slowly drain from the deer. It made her feel alive like she had never been before. Killing rabbits had not made her feel like this before. Fluttershy released the crushed throat, blood dripping from her mouth.

She licked the sweet, coppery blood from her lips and smiled. “Don't worry little deer. Your death will ensure my lovely Whisper Wing will live and grow stronger.” She then bit down onto the throat and flew back to the cave with her kill.
...

Fluttershy had torn the deer to pieces so her baby could feed off it for at least a week. The blood she had drank filled her, making her feel warm and happy in ways that grass and flowers could never hope to match.

She washed up before kissing her baby. “I'll be back later Blackthorn.” She then flew from the cave, heading back toward Ponyville.
...

Rainbow Dash sat on the deck of the library, a small stack of books next to her. She had never really liked reading before, but ever since she had read that book on bees, she had taken an interest in reading about flying creatures.

Falcons were her favorite bird to read about. Fast, agile and able to fly so high and free.

She grinned as she flipped to read the next page, only to have the warm sunlight blocked out. Dash looked up and right into a pair of cute green eyes. They were directed at the book, a look of curiosity in them.

“Hey Fluttershy.” Dash blinked. “What brings you into Ponyville today?”

Fluttershy smiled her gentle smile. “I wanted to find a book on animals.”

“Of course.” Dash rolled her eyes and chuckled. “Why didn't you just go inside?”

“I saw you here, reading.” She eyes Dash quizzically. “I never knew you liked to read.”

“Well, never did before, but then I started reading about bees, then other flying bugs. Before I realized it, I was reading about birds.” She tapped the small stack of books with a hoof. “That's how I started reading books about falcons and other raptors. These birds really are serious about their speed.”

“I see. You want to know how to fly like they do.”

“You betcha. I'm the best young Pegasus flier, but everything I've read in these books tells me that falcons are even better fliers than me. I wanna learn how to fly like they do.”

Fluttershy tilted her head a little. “Really? It's easy.” She smiled at Dash's confused look.

“You know how to fly like a falcon? How could you know that? You're afraid of heights.”

Fluttershy shook her head. “Not anymore.” She glanced her eyes up, then back at Dash. “Want me to show you?”

Dash laughed. “Yea, the day you can fly like a falcon, I'll eat my hat.”

“You don't have a hat.”

“Oh yea. Guess trying to use AJ's line won't work... so...”

“You'll eat something Twilight cooks?”

“I'm adventurous, not suicidal.” Dash deadpanned, then broke out laughing. “Tell you what, why don't you just show me?”

Fluttershy smiled. “How about another time? I really should get the book I need and get back home.”

“Oh...” Dash looked a little disappointed. “Well, if you have too.”

Fluttershy nuzzled Dash, then hopped off the balcony.

Dash turned back to her book then paused. “That was... odd.” He looked to where Fluttershy had been. Something seemed a little different about her. She seemed less... shy. Dash just grinned and got back to reading.
...

Twilight was at it again. She was examining the remains of the stinger that had been pulled from Fluttershy's side weeks ago.

There was no explanation as to how or why it was made out of wood fibers. It was basically made out of paper, only not flat.

“Spike!” Twilight called down the stairs.

“You bellow Twi?” Spike climbed the stairs to the second library floor.

“I need you to send a letter to Canterlot. None of the books I have here are of any use.”

“You're still trying to figure that thing out? Didn't you send a report to the Princess asking about it?”

“She had no clue. She said she had never heard of anything like it before.” Twilight scowled slightly.

Spike retrieved a scroll and quill, dipped into a vial of ink. “What books do you think you'll be needing.”

Twilight pointed to a letter she had already written. “Did that part already. I just need you to send it.” Twilight then stretched, her back popping and snapping. “Ugh... I need a break.”

“Hello? Twilight?” A soft voice called from below the loft.

“Fluttershy? We haven't seen you in town for a few weeks.” Twilight trotted down to the main floor. “Is something the matter?”

“Oh no. No trouble. I was just wondering if you had any books on animals of the Everfree Forest.”

Twilight's horn glowed as she spoke. “Of course I do. I have a few of them. Dangerous Animals of the Everfree Forest. Mysterious Animals of the Everfree Forest. Known Monsters of the Everfree Forest... No, you don't want that one. Ah, Native Animals of the Everfree Forest.”

“Thank you Twilight. That one will be perfect.”

Twilight smiled and placed the book into a basket. “Anytime Fluttershy. You look like you're doing well.”

“Why wouldn't I? Oh, well, I do miss Angel a lot, but I've had other animal friends before him.”

Twilight remembered seeing the other three grave markers. “Yea. Rainbow Dash told me about them. Angel really was you favorite one though. I've never had a pet myself.” The owl that helped her at night was her night time assistant, not her pet.

“Thank goodness for that.” Spike chuckled. He was siting on the edge of the loft, watching his mentor and the kindest and gentlest pony he had ever known. He wished Rarity would come over more often. “Oh yea, Rarity asked me about you a few times. Told me that if I saw you to send you over to see her.”

“Thank you Spike.” Fluttershy smiled and picked up the basket. She bowed her head in thanks to Twilight, then left.
...

Rarity was having a creative deadlock. She needed inspiration.

Inspiration was being quite evasive today, much to the Unicorn's dismay.

Or rather, it had been till it walked through the front door.

“Fluttershy? Oh Darling, how I've missed you.” Rarity hugged her dear friend. “I am so glad you arrived when you did. You are my little muse, you knew that, right?”

“Well, no, but thank you.” Fluttershy said after setting the basket down. “What are you working on?”

“I don't know yet... Princess Luna sent me a request. She wants me to make something special for her sister's upcoming birthday.”

“That's also the Summer Sun Celebration, isn't it?” Fluttershy asked.

“Yes, the one and the same. Our precious Princess Luna wants something pretty, elegant and... I just don't know what to make her.” Rarity looked around her room. “A dress, a cloak, a scarf... I just don't know.”

Fluttershy tilted her head, a cute, innocent look on her face. “I've heard that socks are quite popular.”

“Socks?” Rarity raised a disapproving eye. “You expect me to make SOCKS for Princess Celestia?”

“I have a pair of fluffy and warm socks. They're so cute. I made them myself.”

Rarity just stared at Fluttershy. “Socks? Warm, fluffy, with... With the Princess's cutie mark on them.” Her eyes grew wide and sparkled. “You indeed are my wonderful little muse.” She hugged Fluttershy. “How can I ever thank you?”

“You already did.” Fluttershy hugged Rarity back. She buried her muzzle into Rarity's mane and breathed deeply. The smell of lavender filled her nostrils. “New shampoo?”

“You noticed? The Spa has a selection of new shampoo and conditioners.” Rarity's eyes lit up. “When was the last time we went to the spa together? That was before Winter Wrap up.”

“Um, I think so.” Fluttershy then nodded. “Yes, it was. How about we go now? I haven't gone in such a long time.”

“But, I have to make Luna's gift for...”

Fluttershy pushed her basket to the side and rested a wing over Rarity's withers. “Spa. Now. I need to go.”

Rarity was a little taken aback by Fluttershy's boldness, but could only smile with glee. “Of course. It has been a week since I last went.”

Fluttershy simply smiled. She felt more alive now than she had ever felt before.
...
To Be Continued...

fLuTtEr fOuR

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Ponyville Luxury Spa.

The last, and I do mean LAST pony that Rarity and Fluttershy would ever have expected to see in the spa would have to be Applejack.

Yet, there she was.

“Howdy Rarity, Fluttershy. Mighty pleased to see ya'll here.” She pointed at a pamphlet. “Ah ain't got no idea what to do here.”

“What ARE you doing in here anyway? Rarity asked, shaking off her surprise just before picking Fluttershy's jaw off the floor.

“Oh, well, Apple Bloom won this one time free deluxe spa treatment. She gave it to me. Ah didn't wanna come, but she just wouldn't let it go... so here Ah am.”

“Why don't you take the Rarity Deluxe Treatment? It's my usual.”

“Ah dun think the coupon covered that kinda treatment.”

“Nonsense. I'll cover whatever the coupon doesn't cover.” Rarity smiled.

“Ah dunno.”

Rarity fluttered her eyes. “Oh come now Darling. Just this once?”

“Well... Ah guess, but Ah'll repay ya.”

“A generous jar of apple syrup will be payment enough.” Rarity teased.

“Apple syrup?” Applejack looked thoughtful at that idea. “Ain't never thought ah making syrup from apple trees before. We got plenty ah big old trees in the old orchard that just don't grow tons ah apples anymore. They might be just right to make the syrup from.”

“Good to hear. (And here I was kidding) Now, you are going to feel so revitalized after this.”
...

Fluttershy was enjoying her usual treatment, and enjoying watching Applejack getting the exact same treatment as the elegant Rarity.

Applejack did her best not to complain, but the deep tissue massage from the hansom and well built stallion REALLY got to her. One could describe Applejack as little more than a happy, warm pool of Applejack coloured goo.

“Oh my Celestia...” Applejack groaned as she felt a few knots in her shoulders get decimated under the skilled hooves of her masseuse. “Ah never realized just now stiff Ah was.”

Rarity groaned as she received her own massage from Allo. “Oh you have no idea just how stressed you can be till you get your muscles kneaded like bread dough.”

Fluttershy smiled as Lotus gently massaged the base of her wing, just the way she liked it.

“My dear Fluttershy.” Lotus wondered. “You feel so relaxed.”

Fluttershy stretched a little. “I do have a little knot lower down. Lower. Lower. Ah, there.”

Lotus was no stranger to giving flank massages, but had never given one to Fluttershy before. Still, she easily found the small knot and gently massaged it out.

Applejack nearly had to be poured into a pail to be moved to the mud bath.

“Oh wow... Rarity, Fluttershy... Ah might just become a regular just for the massage...”

Rarity and Fluttershy giggled.
...

Fluttershy stretched her wings as the trio of mares emerged from the spa.

“Ah dun get th' mud bath part, but that hot tub after was really nice. Best part was th' massage. Ah feel like Ah'm gonna sleep well tonight.”

“You and me both dear.” Rarity smirked, then noticed Fluttershy as she was stretching her wings. “Fluttershy, did you do something with your wings?”

Fluttershy folded one wing while looking at the other, fluffing the feathers a little.. “What do you mean?”

“Oh, they just looked a little longer and more slender for a moment.”

“I was just stretching them.” Fluttershy said. “I should get home to feed my friends. Good night Applejack, and Rarity? Good luck with whatever you're going to make for Princess Luna.”

“Much appreciate that Fluttershy.” Applejack donned her hat and trotted off toward Sweet Apple Acres.

“I just may make her a pair of warm and cozy socks. The castle floors must be a little chilly at night.” Rarity said as the pair walked back to the Boutique, pausing at the door. “And another pair for Princess Luna. I can't make something for one of them and not the other.”

“So generous of you.” Fluttershy giggled as they entered. “I really enjoyed our time together today.” She gently nuzzled Rarity before taking her basket and book.

“Take care of yourself Dear.” Rarity smiled as her beautiful little muse left.
...

She was lost and afraid, alone in the Everfree. Cold, hungry and thirsty, covered in dirt, her soft green mane and tail tangled with branches. Her slender horn having a chunk of dried mud stuck to it.

Wintermint tripped over a loose root and stumbled down a small slope, rolling head over heal till she came to a stop, landing hard on the ground.

The Unicorn winced a little as she struggled to her hooves and looked around. She caught a sudden whiff of water, and saw a dark cave.

The smell of water was coming from within, and she could hear the stream.

She limped slowly to the gaping maw and peaked inside. A faint glow of phosphorescent moss gave her enough light to see, so she crept in.

The cave had an odd smell in it, but the thought of water drove her deeper. She saw the stream and approached carefully, her ears perked and alert for any signs of danger.

Wintermint carefully lowered her head and tasted the water. Cold and fresh.

She drank greedily, quenching her thirst and hoping it would quell the hunger pains she was feeling, at least till she could find her way out of this labyrinthine forest.

She finally lifted her head and sighed. “That's better... I feel...”

Her ears suddenly twitched at the sound of a pebble bouncing nearby. She turned and saw a small creature, perhaps the size of a foal.

It looked feline, but with some odd features.

The face looked somewhat like that of a pony, with the ears and muzzle. A long furry tail swished behind it.

The paws sported small black claws. The mouth showed off small, needle thin teeth.

And those glowing red eyes, they looked right into her, right into her mind.

Wintermint stepped back, fear gripping the Unicorn's heart. This fear increased as her eyes adjusted to see skulls lining some small shelves on the walls. Over a dozen animal skulls that were white and clean, and glinting in the eerie green light of the cave.

The creature, though barely half her size, brought increasing fear to her, and she bolted for the entrance.

As she emerged from the cave, she came face to face with a pretty yellow pony with long pink mane and gentle green eyes.

“Help me. There's a monster in that cave.” Wintermint's bright green eyes were wide and fearful.

“Monster?” The Pegasus stretched her wings wide, the feathers stretching to make those wings look narrow and long. “There's no monster in there, just my baby.”

“It looked evil... I have to get out of here and tell everypony about...”

The soft expression on the Pegasus's face went from gentle to worry. “No. You can't tell anypony about my son. They wouldn't understand.” She reared up and kicked Wintermint in the face, as hard as she could.

Wintermint's head exploded with pain, and her left eye felt like it had just exploded. Hot blood splattered on the Pegasus's hoof and foreleg, and ran down Wintermint's face.

The Unicorn staggered back, stunned. She looked up though her pain in time to see another forehoof heading for her face, and beyond that, an enraged yellow mare.

She felt ten times the pain of her eye being ruptured exploded through her skull as her horn was smashed to the side with a sickening crunch. The pain caused her to black out.

Fluttershy wanted to panic. If this Unicorn awoke and found her way to Ponyville, her baby would be discovered.

She had only one choice. She bit down on the mare's neck and ripped out her throat, blood spraying the pony. She then dragged it inside the cave, to dispose of the evidence.

Fluttershy had just killed another pony. She felt fear and panic well up in her chest, but knew she had done what she needed to do to protect her baby.

Whisper Wing looked at the corpse and meowed hungrily.

Fluttershy nodded. “It's alright Blackthorn. I won't let anypony hurt you.” She looked down at the corpse. It would be a waste to just drag it off into the forest and dispose of it.

She opened her mouth and brought her lips to the mare's bloody throat and licked at the blood.

It was almost intoxicating.

She drank the blood, sucking greedily at the artery, filling her own belly before she started to tear into the belly with her teeth. The taste of pony blood was different from that of rabbits and deer and other forest animals. She became almost drunk on it, but still, she would tear into the belly and give the chunks of flesh to her beloved baby.

She smiled and watched as he ate what she gave him.

“Don't expect Mama to bring you more like this, okay?” Her eyes flickered red at the same time as his, unnoticed by the mare.

He simply tore into the meat and filled his belly.
...

The large corpse had taken nearly a whole month to be stripped bare to the bone.

Whisper Wing had grown quite a bit with that feast.

Much to Fluttershy's dismay, he didn't seem to want to eat rabbit or dear or anything else now. He had tasted Pony, and that was what he craved.

For nearly three days after the meat was gone and the bones disposed of (minus the skull which now rested on a shelf in the cave, up on the top shelf where her baby slept), the small creature refused to eat anything Mama brought him.

Fluttershy was worried. She had given Whisper Wing a taste of sentient flesh, and he had loved it. She worried more that she had enjoyed the Unicorn's blood more than that of any other animal, and she was craving it.

“Mama... Mama will get you food...” She nuzzled her hungry baby. He nuzzled her back and whimpered hungrily.

Fluttershy then exited the cave. She had to find food.
...

A young Earth Pony colt, no older than the somewhat chaotic Cutie Mark Crusaders, was just as desperate to earn his cutie mark.

He approached the edge of the Everfree Forest. “I've never been in here before, and I must have tried everything in town. Maybe I'll earn it in here.” He stepped forward, but found his path blocked by the local 'Druid' of the Everfree.

“Fluttershy?” He was startled and hopped back.

Fluttershy had not been startled by the sudden appearance of this foal. “Oh, hello Puddle Jumper.” She smiled in a very kind way that eased the colt's nerves. “What are you doing all the way out here?”

“I'm going to try to earn my cutie mark. I've tried everything in Ponyville that I could think of... so I thought maybe I could earn it in there.”

Fluttershy looked back into the forest. (Perfect.) She thought to herself. “It is dangerous in there by yourself. How about I help you?”

“Really?” The colt's eyes sparkled with excitement. “You'll really help me?”

Fluttershy nodded. “I think I know the perfect place for you to start looking.” She looked back at Puddle Jumper, her eyes flashing red for but a moment. It had gone unnoticed by the foal.

“Really? Where?” He was bouncing around, barely able to contain himself.

“It is a ways in.” Fluttershy replied. Her heart was beating faster. How long had it been sense she had chased something through the forest? Since she had truly hunted?

That last fawn she had killed had not even tried to escape, just staring at her wide eyed as she pounced.

“How do I get there?”

“I can fly you in.”

“I've never flown before. Is it fun?” Maybe he could get a co-pilot cutie mark. That would be awesome.

"There's nothing like it." Fluttershy fluttered into the air and used her forelegs, wrapping them around his chest. She lifted him a few lengths off the ground and started into the forest, careful to not fly high and risk being spotted by any weather ponies.

“This is so much fun.” He wondered as they flew quickly through the forest, weaving around trees, over and under obstacles, and even through a few bushes.

He failed to realize he was good an lost, but hey, he was with Fluttershy, right? No creature ever bothered her. He was in good hooves after all.

“Here we are.” Fluttershy smiled as they entered a small clearing and landed.

Puddle Jumper looked around, spotting a small ravine. “What is this place?”

“It is a place where you will become what you were meant to be.” Her eyes glowed red and she started salivating, but that was unnoticed as the foalish foal trotted to the top of the ravine and looked down.

“What's all that down there?”

“Bones.” Fluttershy stalked toward the foal.

He turned around. “Bones?” He then saw the blood red eyes and the hungry expression on Fluttershy's face. “Miss Fluttershy?” He was suddenly scared.

“There's nothing shy about me. Call me... Flutter. I'm not so shy anymore.” She grinned as a tear of blood dripped from her eye, staining her beautiful yellow coat. “Now, you might just earn your cutie mark, if you survive.” She stalked closer.

“You're scaring me Miss Flutter. This... this is a prank right? Did Apple Bloom put you up to this after I dumped that bucket of tree sap on her head?” He inched to the side.

Fluttershy opened her mouth, small, sharp fangs clearly visible. She then whispered. “Run.”

The colt's legs moved on their own. He bolted to the side, running for the edge of the clearing.

He heard the frightening sound of teeth snapping at his flank as he ran past 'Flutter'.

He didn't need to look back to know she was chasing him. He ran blindly into he forest, not even realizing he was following the same path that Flutter's first dear had run.

“You're not making this entertaining enough.” Flutter suddenly whispered in his ear.

Jumper screamed and bolted to the side, jumping through a razor thorn bush. He cried in pain as he was scratched and cut by the cruel, sharp thorns, but he didn't slow down.

He just ran, his heart thundering in his chest. He then became aware that his heartbeat and the sound of his own hooves were the only sounds.

Jumper slowed and stopped, looking around. He spotted a tangle of tree roots and quickly crawled inside. It was a tight fit, but seemed like a good place to hide.

He slowed his breath and wished his heart would not beat so loudly.

Then a branch snapped nearby.

From his hiding place, he saw a hoof and foreleg. It vanished from view, and the sound of Flutter moved away.

Jumper remained here for what felt like hours, but Flutter had not returned. (I... I escaped? I lost her. I just have to find my way out of the forest now.) He carefully started to crawl out. (Apple Bloom had to have set this all up. I know Miss Fluttershy wouldn't ever hurt anything. That was all just makeup and stuff. That blood and the red eyes and the fangs.)

He gulped, the fear still gripping him as he emerged from hiding.

It was getting dark now. He didn't want to be lost here in the forest after dark, but Fluttershy had to be nearby, watching him, right? She would protect him, right?

The colt started back the way he had come, hoping he could at least find his way back to the clearing with the ravine.

The ravine...

Those bones...

What if Fluttershy was not as shy as she pretended to be? What if she was the reason those bones were there?

No. That was impossible. Fluttershy was just to kind and gentle. She had helped him take care of his own pet turtle. Taught him how to care for his little Sheldon.

Fluttershy was just playing a prank.

As he tried to find his way back to the clearing, he failed to see the red eyes in the darkness between two trees, staring hungrily at him.

The sun had nearly completely set when he found his way back to the clearing. He approached the ravine again.

(Can't be bones... They have to just be sticks.) He gulped and looked down.

It was dark below, but he could make out the faint shaped below. Most were white or yellow, but some looked like they had dark stains on them.

“Those are the bones of my prey.” A soft, frightening voice whispered from the dark edges of the forest.

“Miss Fluttershy?” He spin around, but the pretty mare was nowhere to be seen.

A shadow of movement from the corner of his eye made him jump and spin,

Nothing there.

“There are the bones of a pony in there as well.” The whisper was in his ear.

Again Jumper spun, his heart pounding so hard it hurt.

Again, nothing there and again a shadow moved in the corner of his eye.

“This isn't funny anymore. Please stop this. I wanna go home. I promise I'll never play another prank on anypony ever again for as long as I live.” He was crying, his entire body shaking with fear.

A pair of red glowing eyes opened in the darkness between two trees. “I believe you little Puddle Jumper.” Her voice was low, smooth, dark.

Jumper could see a glint of those fangs in the rising moonlight. The light suddenly outlining Flutter.

Her mane looked dark, almost red. Her coat looked ragged and feral, not smooth and soft. The look in her eyes was not one that a gentle pony would give any living thing.

Those were the eyes of a hunter. A predator. A killer.

Flutter stepped silently from the trees. “Do you want to go home?”

Jumper nodded.

“Do you want to see your mother and father again?”

Again he nodded, but backed away. He heard a stone fall into the ravine behind him. It had to be over five lengths to the bottom, and filled with both sharp stones and sharp bones.

“I'm pleased to say, you will not be going to your home and you will not be seeing your family ever again. I'm going to feed you to my baby.”

Emerging from the darkness to Flutter's right was a hellish looking creature. Half great cat, half Pegasus Pony. And those eyes... those hellishly glowing red eyes. They were just like Flutter's eyes.

And then Flutter attacked.

Jumper didn't even get a chance to bolt. He was tackled and sent flying off the edge, into the darkness below.

He landed hard, his right leg crunching from the hard landing. His body rolled and crashed through bones of the dead.

Ribs, spines, legs, hips... but no skulls.

He screamed in pain and horror. This was most certainly no prank.

Flutter and that monster were going to kill and eat him.

He heard Flutter land behind him, her hard hooves crushing a ribcage.

“How does it feel? Knowing you are food? Your fear soaked blood will taste so sweet as I drink it from your still living body. To feel your pulse slow till there is nothing left.” She stepped closer, her demonic eyes glaring down at the foal.

“P... Please let me go. I'll never tell anypony about this. I promise.”

“I know you won't tell anypony.” Flutter stomped hard onto his broken leg. The scream sent shivers down her spine and to the tips of her wings. She felt herself get wet from the sensation.

Jumper struggled to scramble away, and crashed through more bones when Flutter released him.

The impact hurt and the piercing pain of a sharp, broken bone pierced his shoulder. He sucked in his breath, holding in the scream.

“Trying to be brave how?” Fluttershy giggled. It was her beloved happy giggle, but to Jumper, it was the most terrifying sound he had ever heard.

He grabbed another sharp, broken leg bone and held it between his hooves, the 'business end' pointing toward Flutter. “Get back... I... I don't want to hurt you.”

Again Flutter giggled. A swift swipe of a hoof and Jumper was disarmed. “Are you tired of playing already?”

“I... I don't like this. Please stop. It hurts, my leg and shoulder. My side hurts too...”

Fluttershy smiled as she smelled the blood. She could see a small gash on his side, not too deep, but deep enough for him to bleed heavily.

“I can make the pain go away. Do you want the pain to stop? This... nightmare to stop?” She was now standing over top Jumper, staring into his wide, terrified eyes.

“Please... make it stop... I want to wake up now. This is just a really bad nightmare... right?”

Flutter lowered her mouth so it was just an inch from his ear. “This is no nightmare. This is real.” She rose her head and stared again.

Jumper screamed as those fangs flashed toward this throat...
...
To Be Continued...
...
Ironically, I added Smile Smile Smile to my music playlist (Youtube it for yourself. It's a Pinkie Pie song). Such a happy and upbeat song, and it did nothing to stem the flow of violence dripping from my fingertips onto the keyboard.
Damn, maybe I need to have my head examined, lol.
Again I apologize for my inability to write a proper French accent for Lotus's little scene.

fLuTtEr fIvE

View Online

News of the young Puddle Jumper's disappearance reached Fluttershy's cottage the next day.

Rainbow Dash landed in front of Fluttershy's home and knocked. She was greeted by her oldest friend.

“Hello Dashie.” Fluttershy smiled sweetly. “What brings you here to see me?” She then saw the grim look on her friend's face.

“A youngster in town went missing yesterday. He was last seen heading toward the Everfree Forest.”

“Oh my.” Fluttershy gasped. “We need to try to find him before anything happens.” She turned to the happy little animals in her care. “I'll be back later. Try not to make a mess please.”

Fluttershy closed the door and turned to Dash. “Any idea where he might have gone?”

“Tracker was able to follow his tracks to the edge of the forest...” Dash looked away from Fluttershy. “But his tracks vanished. There were no other tracks around...”

Fluttershy looked shocked. “No... could it have been some flying monster?” She thought it was ironic, calling herself a monster.

“Dunno. The weather ponies are flying over the forest right now, trying to see if they can pick up the trail. Nopony knows the forest better than you. You have to help us find Puddle Jumper.”

“Ripple and Pond's little colt? He's the one missing?” Tears formed in her eyes. “We have to save him.” She galloped into the forest.

Dash flew behind her. “We'll find him... no matter what.”

Fluttershy nodded and lead Dash down a path, one that would lead well away from the hidden cave, her baby, and WELL away from the ravine. She just hoped that none of the Pegasai flying overhead would find it.

“I really don't like this place.” Dash shuddered. “Why can't we just fly overhead?”

“We could.” Fluttershy slowed down and looked around, pretending to look for clues. “But then we might miss something.”

“Well yea, I guess that's true.” She shivered. “Hey Shy?”

“Yes Dashie?”

“I have a really bad feeling about this. I mean, Twilight tried using a locater spell... but she couldn't find him at all.”

“Maybe he's out of range? Oh, that would mean he might be further into the forest.”

Dash shook her head and landed in front of Fluttershy. There were tears in her eyes. “That's not it. The spell picks up the life force of the Pony... The spell's range is really big, especially with Twi casting it. She... She just couldn't find him...”

Fluttershy paled. “But...”

“Whatever took him either flew so far away that even Twi can't find him... or...” She gritted her teeth. “Or it killed him.”

Fluttershy hugged Dash, her own tears pouring. She sobbed.

Dash stepped back. “She also said the spell can't reach underground...”

“A cave?” Fluttershy wiped her tears. “Maybe he fell into a cave or a hole in the ground.” (I am so glad that Whisper Wing's cave is so well hidden. You can't even find it until you're almost right at the entrance... and the Ravine, it may be a clearing on one side, but there are plenty of trees growing and hanging over it from the other side.) She frowned in her mind. (Guess I'll have to find a new place to hide the remains, and I might have to move my baby further into the forest.)

“That's possible.” Dash dried her tears. “Come on, let's go join the others.”
...

Dash and Fluttershy were flying high over the forest, searching for anything that might be out of place.

Fluttershy could see the small clearing that housed the ravine, but from up here, it was hidden by overhanging trees.

She hoped that it would remain hidden.

A moment later, she spotted two Pegasai circling the clearing.

Dash also noticed. “Hey, I think somepony found something. Let's go check it out.”

Fluttershy felt her heart sink. Sure, Jumper's body wasn't in the ravine, but in the cave. There was no tracks or anything like that, thanks to Flutter covering all evidence, including all evidence from the hunt.

But she was still worried.

“Rainbow Dash. We found something.” One of the circling Pegasai flew up. Dash recognized him as Tracker. He was the best at tracking.

The other one was on the ground with two more.

Dash joined them, Fluttershy right behind.

“What did you find?”

“A ravine filled with bones.” Tracker replied. And worse... One was a pony.”

Fluttershy whimpered and hid behind Dash as pieces of the skeleton were brought up.

“Is there any clue who it was?” Dash stepped forward and looked at the pile of bones. She wanted to scream and fly away as fast as she could. “Where is the skull?”

“There was none... There are none.” Tracker pointed to the ravine. “There's a lot of animal skeletons in there. This pony, it's not the missing colt. This was an adult.” He examined a hoof. “Splayed hooves... this was a Unicorn Pony.”

Dash looked back at the cowering and wide eyes Fluttershy. “One sec, okay Tracker?” She walked to her friend. “Fluttershy? Hey, maybe you should go home...”

Fluttershy shook her head. “No... I don't want to be alone right now.” Her eyes were still locked in those bones. The skeleton was not in one neat piece, and many bones were missing, scattered among the other bones below.

“There's a few more bones for that poor pony down here.” Another pony called from below. “I found the pelvis... It was a mare.” The Pegasus carried the dark stained bone in her hooves and set it down. “Look at these... all these teeth marks.”

Fluttershy whimpered more. Those were mostly her own teeth marks, left behind as she stripped the flesh from the bones.

(I'll have to be more careful from now on...) She promised herself. This was a mistake she would not repeat. Live and learn. Live and learn.
...

The remains had been transported back to Ponyville for Dr. Reeds to examine.

Fluttershy was worried that the Unicorn doctor might be able to identify those bite marks as her own. If that happened, she didn't know what she would do.

She was one of the three Pegasai who were transporting the bones, carrying them in sacks that had been brought in for that purpose.

As they landed, Dr. Reeds was waiting, flanked on either side by Nurses Redheart and Needles.

“Bring them inside please.” The doctor had a grim expression on his face.

Fluttershy deposited the sack she carried next to the other pair of sacks. “Dr. Reeds?”

“Yes Fluttershy?” He knew her well enough, as she would often stop by for medicine for her animals.

“Will you be able to tell what... what did that?” She looked nervously at the bags of bones.

“I don't know really. I'm no expert at this kind of thing. I don't even think of a time in all my years as a doctor that anything like this has happened.” He rubbed his brow. “I don't even think there are any experts in this field.”

“Maybe I can help?”

“What? Why would you want to help?”

Fluttershy looked down. “I... There's nothing else I can do.”

He sighed. He knew Fluttershy was an accomplished healer, and had on more than a few occasions seen her candy striping around the hospital when it got busy. “Very well. Let's try to piece this skeleton together.”
...

Dr. Reeds was impressed as he helped Fluttershy piece together the remains, rather than her helping him.

“A shame the skull is missing.” He muttered. “It could have held valuable clues as to this pony's identity.”

“Mare, Unicorn.” Fluttershy ignored Dr. Reed as she examined various bones. “Right foreleg leg looks like it had been broken and magically mended.” She jotted down the notes.

Dr. Reeds raised an eye. “And how could you know all this?”

“Unicorns have unique hooves. Similar to goats. The pelvis has a large hole, big enough for a newborn foal to fit through.” Fluttershy tapped the leg bone in question. “And the fracture looks very neatly and professionally mended, smooth and with no distortions.”

Dr. Reed was indeed impressed. “What can you tell me about these marks on the ribs.” He pointed to the faint teeth marks.

Fluttershy examined them. “Flat, but very sharp teeth.” She paused and ran her tongue over her own teeth. They didn't feel sharp at all. “Flat like a pony's teeth, but they're sharp, so that's impossible.”

Dr. Reeds knew he was out of his league. He specialized in medicines after all. Fluttershy knew more about the biology of an animals body than he did, meaning she most likely had a better understanding of the pony physiology. He specialized in medicines after all.

“I'm glad you're here to help me.” He paused and ran his own tongue over his own teeth. “And I agree, these teeth marks on the bones can't be those of a pony.”

Fluttershy tapped one of the neck vertebrae. “May you float this one?”

He did so and watched as Fluttershy scrutinized the bone. “Next one please.”

They repeated the process, all the way down to the tail.

Fluttershy had examined each and every bone in great detail. She didn't write down a few of the interesting things she was noticing. (The spine... It seems to be more than just a bunch of bones that hold out front and back together.) She mentally grinned, but remained somewhat passive, and a little worried on the outside. (All of them have a hole through them... and I pulled that long thing from them. It wasn't a vein or any muscle. Hmm, I wonder what that was.)

“Dr. Reeds, I need to get a book. Do you have any on pony bodies? I mean, the insides.” (Would be nice to know what all that stuff does in the body... and what can be picked on for maximum pain without proving fatal.)

“I think we have some books like that... But the worst thing we ever need to treat here is a broken leg or wing... though I did have to reattach Pokey Pierce's horn after Snippity Bobbity cut it off a while ago.” Reeds frowned momentarily, rubbing his own horn. “Let me go get those books.”

“Thank you Dr. Reeds.” Fluttershy grinned darkly as she watched him exit the room. (So much to learn.)
...

Fluttershy entered the library, wearing her saddlebags, and weighed down by a couple thick books.

Twilight was reading through some of the books she had ordered from Canterlot, making a ton of notes in the process.

“Twilight?”

Twilight nearly jumped out of her skin at the sound of Fluttershy's soft voice. “Fluttershy? I didn't even hear you come in.” She took a few deep breaths. “Um, what can I do for you?”

“We found a pony skeleton in the Everfree Forest...”

Twilight went white. “No... was it...?”

“It wasn't the missing Colt. It was a full grown Unicorn mare.” She glanced around the room. “I'm helping Dr. Reeds to find out how she died.”

“Can't he just do a memory tap?”

“A what?”

“A Unicorn can house a few hours of memory into their horn, which can be read by another unicorn by touching their horn to it.”

“There was no skull recovered.” She then described the ravine, using minimal detail.

“So many skeletons, but no skulls?” Twilight frowned. “Sounds like some creature is collecting trophies...” She then grinned. “If i can make use of the Unicorn's bones, I might be able to locate her skull, and thus, her horn.”

“That's great!” Fluttershy looked happy, but inside... (Fuck... Fuck. Fuck. Fuck. Of course Twilight would be able to do something like that... I'm proud that she's so smart...) Her mind then grinned, a dark though creeping out from hiding. (So let's see what will win. Cunning and experience, or book smarts. If smarts win, then Mama will just have to vanish with her baby. If Cunning wins... Twilight learns what it is like to be hunted. I'll have to think up something special just for her, and her alone.)

“Of course... that will require me taking a trip to Canterlot and requesting to study books and spells in the Forsaken Hall in the library.”

“How long would that take?”

“Assuming Princess Celestia even allows me to research the spell I'm thinking about... It might take a few days. Then I'll need to prepare the skeleton and...” Twilight frowned. “There's a reason that section of the library is called the Forsaken Hall. Necromancy is not practiced anywhere in Equestria.”

“Necro...?”

“Magic that allows the animation of the dead. After this is done... I'll be turning myself in to Princess Celestia to have the spell erased from my mind, as well as anything else I learn while in those halls.”

Twilight grabbed a spare scroll and started writing her request. She then sealed it and called for Spike.

Spike entered the main library from the old books section. “You call Twi?”

“Please send this to Princess Celestia.” She floated the letter to her assistant. “It's very urgent.”

“Gotcha.” Spike sent the letter off with his emerald fire. “So, have you found the missing foal yet?”

“I don't think they'll be able to find him...” Fluttershy hung her head. “I feel so useless...”

Twilight hugged her shy friend. “You are not useless. Your talents are perfect for who you are.”

“Is it?” Fluttershy asked, a little tension in her voice.

“What's bothering you Fluttershy?”

(I have to keep calm... I'm a lot smarter than most ponies believe. I'm cunning. I'm a huntress and a healer. Still, I can't let anypony find out about my baby.) “I'm just scared.”

“Don't worry.” Twilight gave a reassuring smile, even though she was full of doubt herself. “I'm sure we'll figure out what happened to little Puddle Jumper and this mystery Unicorn.”

Spike was aware of the situation, even though he didn't really understand. He just stayed quiet till he belched out green flame. The reply to Twilight's letter appeared.

Twilight took it in her magic and opened it. She read it over to herself tensed. “Princess Celestia... accepted my request...” She gulped. “I... I'll be leaving once a chariot arrives.” She turned back to Fluttershy. “Please make sure nopony disturbs the skeleton till I get back.”

Fluttershy nodded. “Alright. I'll ask Dr. Reeds to make sure nopony goes near the bones.”

Fluttershy smiled on the outside, but frowned on the inside. (Not good... If she can locate the skull, that will lead her right to my baby. Guess I'll have to do something to sabotage her.)
...

He could see and hear everything clearly though Fluttershy's eyes and ears. She could hear his whispers, feel his manipulation, and even feel his worries.

Blackthorn was highly intelligent. He was weak right now, but potentially very powerful. He cared nothing for the lives of the ponies, all but for his Mama. If the feeling he had for her could be described... it was love.

But Blackthorn was not wanting to take any chances. Twilight was potentially a VERY dangerous adversary. Something had to be done to throw her off track.

He then had an idea. He hated to give up the lovely trophy, but had no choice.
...

Fluttershy stepped into the Everfree Forest once again, her hooves never leaving tracks in the dirt or mud.

(I know he likes his skulls, but I have to do something... I know. What if I planted the skull someplace else? Framed some other creature or even...) Her passive expression became a dark grin, her flat teeth growing into small, sharp fangs. (I could place the blame on another pony.)

Fluttershy knew of one pony near Ponyville that most viewed with fear and superstition. (That old, creepy halfbreed Earth Zebra. Nopony likes him.)
...

Before removing the skull from the cave, she made sure to remove every part of the horn. No need to leave ANY evidence that could lead Twilight to her, and her baby.

Late that night, the skull had been planted under the floorboards of his rickety shack while he slept (thanks to a pinch of sleeping herbs in his drink). She disposed of the evidence of the herb, just to be safe.

After that was done, she returned to the cave and fed her baby more from Puddle Jumper's corpse.

After feeding her quickly growing baby, she stepped outside and searched among the bushes.

“There you are.” She picked up the broken horn and returned inside. She examined every piece of the horn and bits of skull that remained.

“I have to dispose of this so it can't be found. Twilight said it should take a few days before she returned... I hope I have enough time to...” She cringed slightly at the though of how she was going to dispose of the horn. “To digest it...”

She took the tip of the horn between her teeth and bit down, crunching through the enamel to the bone inside. She ground the horn to a powder between her molars and swallowed it with some stream water.

“Minty?” She wondered. “But then... that pony did have a mint leaf as her cutie mark.” She grinned and resumed her gruesome task, wondering what other Unicorn's horns might taste like.
...

It was midnight when Twilight was escorted to the Forsaken Hall by Luna.

“We know mine Sister Eldest hath giver thou permission... But art thou certain of this path? Three months thou shalt spend in these halls.”

Twilight nodded and steeled herself. “Yes Princess Luna. There's a killer in the forest outside Ponyville... this is the only way we can find it... and hopefully before it can kill again.” Still, she could not believe it would be taking three whole months to learn a few spells.

“Very well... Thou shalt be locked within these halls. Were it our decision, thou would not be permitted entry.” Luna's horn flashed, lightening striking the massive series of seals and locks that barred entry.

Slowly they opened, creaking and groaning from lack of use for untold hundreds of years.

The hall beyond was wide and cavernous, and dark.

Twilight had to bring all her supplies with her. Food, water, lamps, candles, a dozen blank books, lots of ink and quills. There were also other supplies that Celestia had prepared for her ahead of time.

She entered, using her magic to carry everything in with her.

“We shalt return three months hence. Should thou have learned what thou need by then, then may the Holy Light have mercy on thy soul.” With that, Luna shut and locked the door behind Twilight.
...

In the darkness, Twilight could hear something. Scratching. Voiceless whispers. She felt a chill run down her spine as the air itself seemed to become cold.

Her horn was glowing enough for her to see a short distance, her breath visible in the cold air.

She approached the only table in the center of the room and set up a lamp. She lit it, the light doing little to brighten the room.

Every now and again she saw a shadow move in the corner of her vision and would look, only to see nothing.

She pulled on a warm cloak that Celestia had provided for her, though the choice of black, with a tarnished silver skull clasp was not something she would normally choose to wear.

Setting out her gear, food and water. She took stock of everything.

“Three months worth of food. Same for water. Plenty of books, ink and quills.” She shivered, her breath an eerie green in the mixed light of her horn's glow and the flickering orange light from the lamp.

A magic 'disposal' bin, for garbage and bodily waste. A small single pony tent, bedroll, thick and warm fur blanket, a small heating crystal... wait... fur blanket?

Twilight examined the blanket and saw it was a bear hide. She shuddered, thinking she would be using the skin and fur from a dead creature to stay warm. Still... this place felt unnaturally cold.

She sent back to checking what Celestia had provided for her.

Black leather leg wraps, with straps and steel buckles. A tight looking black silk vest, embroidered with fine silver patterns, skulls and other dark looking symbols. A tarnished silver horn ring, sporting small blood red ruby shards, like small spikes.

She knew she would have to wear these clothes. They were designed to protect her, or so Celestia had said. Twilight dressed and sighed. It felt strange, the leather leggings specifically. Leather was made from the skin of once living creatures after all.

There were other supplies for the magics she would be learning, as well as a full pony skeleton. Well, all the bones of the skeleton.

With everything set up, she approached the massive bookshelves that lined both walls of the long, dark hall. They loomed high to the twenty length high ceiling, books filling every space of shelf. Where there were no books, there were various 'artifacts' and even pony skulls.

(I'm here. I can't turn back now... I have to find the killer...) Twilight used her magic and started summoning the books she would be needing.
...

Flutter looked at the stripped remains of the skeleton. The colt had been pretty small, but had lasted a week.

But with it stripped as it was, she needed to hunt for her precious baby again. She would not let him go hungry.

(I'm a fast flier... I should be able to go to nearby towns and find prey I can easily hunt.) She grinned. “Blackthorn, Mama is going out to hunt for some yummy food. You stay here and be safe.” She piled all the bones into a sack, but placed the skull onto a stone shelf. Flutter then left the cave.
...

Trottingham. A small village to the north of Ponyville that rested near the Everfree Forest.

Flutter stood on a thick branch of a tall tree, looking out over the small town. She couldn't see any activity.

Or perhaps there was activity.

A small pub looked like it was just closing its doors, a half dozen drunk ponies leaving and staggering off to wherever they would sleep for the night.

Flutter did not want to take any unnecessary risks, so looked for the most inebriated pony of the group.

Unfortunately that one was with another pair, and entered a house with them.

(Hmm... Alright. How about a lone one...) Her flickering red eyes following the other three. Two staggered together, singing drunken songs.

But one was all alone. A young Pegasus. He was not in any condition to be flying right now, which was to Flutter's advantage.

She launched off the thick branch, flying fast and silently toward her prey.
...
To Be Continued...
...
Editor's Note: My deepest and most sincere apolo... no, wait. Why do I need to apologize for that John W. Bobbit reference concerning Pokey Pierce? It was the author who wrote it.
A/N: I regret nothing...

fLuTtEr sIx

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Nigel staggered along, hiccoughing a couple times, then giggling like a drunkard, which he was.

Hold on a sec, Nigel you say? What kind of pony name was that? Well, to be fair, it was his middle name. Crash N. Burn was his full name, and he tended to live up to it quite sadly. Heck, his cutie mark was a flaming wing after all.

Now that's been cleared up, back to the incoming brutality.

One moment Nigel was walking along the forested path to his cottage, outside the town proper, and the next he was slammed by something heavy, or strong, or fast... or all of the above perhaps.

The air was knocked from his lungs and he rolled, but somehow managed to roll to his hooves. If there was one thing Nigel could do well, that was fight. He liked to fight and would often pick fights at the pub.

Not fights to beat the brains out of some other pony, but more along the lines of drunken boxing, the looser being the first to fall and stay down for a three count.

Nigel shook his head and looked around. Even though his vision was a little blurry, he couldn't see his attacker.

Then from the side, he was hit again, the impact brutally hard. He felt the bones in his wing crunch from the impact, which sent him flying hard into a thick tree.

His other wing and chest exploded with pain. He hit the ground, falling at least three lengths to the uneven ground below. He felt his left hind leg twist as it landed poorly on an exposed root.

Still, he had experienced worse pain before.

Struggling to his hooves he looked around. The booze no longer blurring his vision or hampering his senses.

A small flap in the darkness, a tiny change in air pressure.

His attacker was airborne, flying on feathered wings.

Nigel tuned and spotted the silhouette of his attacker. It was a Pegasus, but three things were off.

The wings were shaped wrong. These were not the wide wings of any Pegasai he knew, but longer and slender, meaning this was a fast flier.

The eyes seemed to almost glow, flickering red in the dim, overcast night. They looked like something a predator would have.

And finally the feature that actually frightened Nigel... the smile. What little moonlight that seemed to peak through the clouds seemed to focus on that smile... that cruel, evil smile, and the fangs.

A break in the clouds lit up a feral looking pony, with a dark red mane and tail, both long and dragging on the ground.

Then it moved, the wings folding and half unfolding as it moved with a strange feline grace. It looked unnatural to see a pony move like that.

He then became aware that her hooves were not making any sound on the rocky ground.

“Hey... you somepony I beat in a match?” He coughed a little, tasting a little blood in his mouth. It was a taste he was familiar with.

The pony said nothing, but kept staring at its prey.

The shape of the body and face. This was a mare. She may have been a bit small, but she looked lean, with lean and sexy muscles flowing beneath her coat. Were it not for that smile, and maybe the eyes, she was very beautiful.

He felt almost captivated by this dark beauty, and only remembered he was in danger when he bumped his limp wing against the tree.

“Oh fuck...” He turned and bolted, just in time to evade a pounce. He heard the sound of a piece of tree being ripped apart. A glance back, and he saw a sizable chunk had been removed from the tree, right where his head would have been.

Town was too far, and he was limping as fast as he could on three legs. Even if he screamed, by the time anypony heard him and responded, this mare... this Nightmare, just might have him by then.

But if he could reach home, he had some tools he could use as weapons, mainly his cooking knives. Almost on instinct, he scrambled to the side, his broken wing being caught in the mare's jaws.

He screamed as he was yanked off his hooves, the pain of the mare snapping bone and tearing flesh nearly blinding.

Nigel lashed out with his good leg, catching the nightmare in the ribs and kicking her flying into the darkness between the trees.

There was no sound of the mare crashing, or even the slightest flutter of wings.

Not wasting a moment, Nigel scrambled toward the light ahead. His cottage, the window lit by a small magic light he had purchased by that travelling sales-mare... What was her name? Trixie? Yea, whatever, that didn't matter right now.

He burst through the front door, blood streaming from the stump where his wing had been.

He grabbed the sharpest knife he owned from the counter and turned toward the door.

The mare was standing there, lit by the pale light from outside and the magic stone inside. Her form was indeed slender, strong, beautiful... terrifying.

In her mouth was his dismembered wing, still twitching.

She gently set the wing down and spoke in a most angelic voice. “I do hope you are enjoying my little game.”

Nigel gripped the knife in his teeth and stepped back. “Don't wanna hurt ya... just go away an' leave my wing. I don't wanna cut you up.”

The mare licked her bloody lips and turned her head slightly. “Do you think you have what it takes?”

He watched as a red line flowed from under her eye, down her beautiful, frightening face. Was she was crying tears of blood? “What are you?”

“A mother.” She stepped forward, not making a sound on the creaky floorboards. “And my baby must eat.”

Nigel gulped. This was no Pegasus Pony. He watched those red eyes, the pupils narrowing to slits as she stepped into the light. “Why? Why would you do something like... attack me? Your baby can surely eat animals in the forest, can't it?”

“He used too, but then, he tasted pony flesh.” She licked her lips, her wings fluttering in anticipation. “And I have to say, he really does enjoy it more than anything else. When my baby is happy, I'm happy.”

“Fuck you. I'm not going to become your freak child's next meal.” He lunged forward, slashing with the knife.

But the mare moved to his left. The knife was to his right. He couldn't turn his head or body fast enough to compensate. The mare's tail flew into his eyes, blinding him momentarily. The best he had manged was to cut a few errant strands of tail hair.

He suddenly felt a hoof to his lower jaw, his world blossoming into pain as he felt it bruise. The sound of the knife falling to the floor with a thunk didn't even register.

He landed on his bloody and raw wing stump, more pain tearing through him.

“Come on now. You're a big stallion. I'm a little mare.” Flutter's honeyed voice taunting Nigel's ears.

He had heard that voice before.

He knew this pony, somehow.

Then Nigel saw the cutie mark.

“I... I know you... Fluttershy? From Ponyville? You mended my broken wing a few years back...” Nigel struggled to rise.

“Oh?” She looked... surprised? “You know me?”

“You're kind... gentle. You're not like this.” He didn't want to beg for his life. He tried to reason with her. This was not the pony he had met before. “You'd never even hurt a fly.”

Flutter giggled cutely, making Nigel's blood run cold. “Yes, that's me. But I am also a mother who would do anything for her baby.” She glanced down at the knife. “Very nice knife. Made out of Damascus Steel, isn't it? Very expensive, strong and sharp.” She gripped the handle in her teeth and pulled it from the floor with no effort.

“Please... Fluttershy. You don't have to do this... Please!” He cried, his back to the wall as Flutter advanced, her eyes reflecting off the knife.

Crash N. Burn saw those eyes... They were not the eyes of this pony, but something else, cold, ruthless, evil, and hungry.

He didn't get chance to scream as the blade flashed, piercing his eye and being buried to the hilt into his brain.
...

The voiceless whispers and never clearly seen shadows taunted Twilight as she opened her first book.

The pages were made of the treated skin of some unknown creature, and scribed in blood.

The first diagram of some bipedal creature told her this was not the book she wanted. She closed the Necronomicon and floated it back to its place on the shelf.

Book after book, she would open and quickly examine, choosing only the books that seemed relevant to her research or those that caught her attention. Those she placed on the stone floor near the table.

“Ugh... Who knew Necromancy was this creepy... and WOULD YOU SHUT UP!!!” She screamed at the voiceless whispers, her voice echoing with power through the hall.

Silence...

Then the voiceless whispering returned.
...

Flutter had drank her fill, once again becoming nearly intoxicated by the blood. It tasted so wonderful, and she felt stronger than before. She pulled her long, sharp fangs from Nigel's jugular. There was very little blood left in the body.

She dragged the remains from the cottage. She paused and looked back. There was evidence in that cottage. Evidence that could lead to her.

Flutter entered the hut and opened the few kegs of lamp oil, knocking them over and allowing their contests to pour all over the floors. She took the only lit lamp to the door and stepped outside.

She could hear voices in the distance.

Somepony had heard the screams and was coming to investigate.

Flutter threw the lamp back inside the cottage, the now exposed flame catching the oil on the floor.

Flames spread quickly though the structure.

Flutter grabbed the corpse and took to the air, flying low to avoid being seen, and into the dark forest. Somehow, her eyes adjusted instantly to the darkness, allowing her to see as though it were a clear, full moonlit night.

She grinned and flew deeper into the forest. It was time for her baby to find a new home. The current cave was just too close to Ponyville for her liking.
...

Princess Luna looked out over Equestria. The clouds blocked out her beautiful night sky, but knew weather like this was needed sometimes. Rain started to fall, just a drizzle at first, but it increased to a comfortable slow rain.

She stepped out into the rain and let it drench her. Her mane and tail, usually flowing from her magic was allowed to soak and become plastered to her sides and legs. Rarely did she indulge in such an activity, but it served a most important function.

It his her tears.

(Why would thou allow thine most beloved student to become a Necromancer? Dost thou WANT her to become... Like us?) Luna shivered slightly.
...

Unbeknown to Luna, Princess Celestia was awake, and standing outside the sealed doors to the Forsaken Halls.

Her eyes were closed, but she could see clearly through Twilight's eyes. She said nothing, but would guide her beloved student with flashes of 'insight'. She brought Twilight's attention to each and every book she would be needing for the task she had requested to learn about, as well as other powerful and ancient magics from ages long past, and eras long forgotten and lost in time.

Celestia hated herself for this, but also loved Twilight far too much. She did not want Twilight to grow old and die. She hoped that Twilight would take the magic she learned and would use it to become an immortal Alicorn, regardless of the cost.

After all, the laws of the universe clearly stated that one cannot 'live' forever.

Celestia knew there were ways around that silly law.
...

Two weeks into her time in the Forsaken Halls, Twilight had YET to get those whispers to either silence themselves, or to start making more sense, other than the occasional hushed words. The shadows she had learned quickly to ignore. She just wore a pair of goggles with clear lenses to block out her peripheral vision.

Earplugs and silence spells had no effect on the whispering, which did disturb Twilight slightly.

So she just endured and continued.

She had to wonder though... She had found the spell to animate the dead on the first day. Why did she have to stay in here for three months?

Twilight glanced at her assistant, a skeleton she had put together and animated from the bones she had been provided. It possessed the build of a Pegasus, including wings, which still were feathered, and the skull of a Unicorn, horn included. A ghostly violet ball of light flickered within the ribcage, occasionally flickering like a flame across the bones or wings.

The mindless undead 'Alicorn' was no larger than herself, but could use simple levitation magic to bring her whatever books she wanted.

The 'eyes' of the skeleton were amethyst spheres, linked to a pair of small round glasses that she always had on her person. She would wear them and be able to see through her servant's 'eyes' when sending him to search for various boots throughout the hall.

This saved her time, allowing her to read and study and write notes in her books, including spells and VERY detailed anatomical diagrams of all three kinds of ponies.

Her servant would fly along, allowing Twilight to scan the shelves as she worked, and the magic of the Unicorn's horn allowed it to bring her the books she required.

She suddenly paused and looked at her servant. “You need a name. How about... Silence Grave? Yea, that sounds good.” Twilight turned back to her studies, a faint violet flicker of light flashing across her eyes.
...

Fluttershy was spending the day with her ever energetic friend Pinkie Pie, helping her to set up a special birthday party for Scribe Scrolls, more commonly known as Miss Mayor, and only by her closest friends as 'Scribble'. Thankfully 'Scribble' was NOT on the banner.

The butter yellow Pegasus was glancing around and noticed some strangers walking into town, coming from the same direction as Trottingham. She just kept on helping Pinkie, who had stopped to watch then travelers.

They both looked a little wary of these ponies, and looked suspicious under their thick hooded cloaks.

“Hey Fluttershy? Who are they?”

Fluttershy poked her head out from behind the beverage table. “I don't know. Isn't Trottingham up that way?”

Pinkie Pie nodded. “I think so. I'm going to go say hi.”

Fluttershy place a hoof on Pinkie's shoulder. “They don't look happy about something.”

“I know. I must have forgotten to invite them... but I also don't know them so how could I have invited them in the first place.”

“That is... possible.” Fluttershy giggled.

The pair of grim looking strangers pushed past the ponies who were helping set up the outdoor party.

The large Earth Pony bellowed loudly, receiving stares from everypony. “WHERE IS THE MAYOR OF PONYVILLE!!!”

The other Earth Pony did not yell, but spoke. “Please tell us where we can find her.”

Pinkie Pie pointed at the town hall. “Maybe in her office? Duh.”

The larger pony glared at Pinkie Pie, who smiled cutely back.

“Thank you.” He spoke softly in his deep voice, then joined his companion. The smaller of the pair headed into the hall while the larger one stood guard outside. A short sword was now visible under his travel cloak.

Nopony wanted to risk angering the pony who was even larger than the local friendly giant, Big Mac.

Fluttershy got back to helping Pinkie Pie, who kept glancing toward Town Hall.

“I wonder what's going on in there.” Pinkie asked as she set up a lamp on a post.

Fluttershy just stayed quiet. She had a pretty good idea what was going on behind those closed doors.
...

“A pony went missing two weeks ago?” Miss. Mayor gasped. “A month ago a young colt vanished at the edge of the forest... We never found him. I'm sorry we can't help you Mr. Mayor.” She felt sorry for her old friend, Walker Stride, who was the mayor of Trottingham.

“Have you learned anything? We have gathered only a couple pieces of evidence.”

“Well... When we were searching for Puddle Jumper, that's the colt who disappeared, our Pegasai found a ravine willed with animal skeletons. I have the report around here someplace...” She opened a desk drawer and pulled out a file.

She opened it and read out some of the details. “There were no skulls found, so Tracker, one of the Pegasai on the scene, figures that whatever killed and ate all those animals collected the skulls.” She flipped the page. “Of course... that was not all they found.”

“What else?”

“The bones of a Unicorn Pony.”

Walker paled. “Was there... a Skull? Was the horn intact?”

“There was no skull, and obviously no horn.” Scribe Scrolls closed the book. “I'd like to show you the remains, but there is a royal decree that they are not to be disturbed or shown to anypony until Twilight Sparkle returns from Canterlot.”

“Who is this Twilight Sparkle?”

Scribble smiled a little. “Have you heard of the Elements of Harmony?”

“Yes I have. You mean she is one of them?” He looked amazed.

“She is also Princess Celestia's personal student and protégé.” She pulled out a thick folder. “She's protected Ponyville on quite a few occasions and even saved all of Equestria from Nightmare Moon. Her and the other Elements are doing what they can. They cannot really do anything until Twilight Sparkle returns.” She looked at a letter she had received, “The Princess sent me a letter telling me that she would be back in three months. That was two weeks ago. I just hope she returns and can find out what is going on.”

“We have an old legend up in Trottingham.” Walker sat down and looked out the window. “A long time ago, an evil monster came out of the Everfree forest. It was not interested in hurting ponies. It was interested in hunting and eating them. Every week it would come into town, in the dark of the night, and hunt.”

“It was too powerful. Fast as lightening. Stronger than a bull. And smart. Too smart for just a wild animal. To make matters worse, it possessed magical powers, strong enough to allow it to defeat any lone unicorn with frightening ease.”

“After nearly five months, so many had either been killed, or had left town. Those who remained set a trap, one that would require a sacrifice.” He paused and steadied himself. “An old stallion offered to be the bait. So the rest of the ponies hid and waited.”

“After a few nights, the monster appeared. It was described as something from a nightmare. Half panther, half dragon. It was twice as large as my friend outside. It was fast and strong and killed the poor stallion with a single bite.”

“But the trap was sprung. Every Unicorn Pony in town, all twenty who had come to help, wrapped him in magically strengthened chains. He fought back with his intense magic, killing five more Unicorns with ease.”

“Earth Ponies and Pegasus Ponies attacked with long spears tipped with steel blades stabbed into him. It was a brutal battle, with half of those fighting horribly injured and ten more killed, but finally a spear pierced his heart.”

“Finally the monster was killed and they got a very good look at it. The thing was built to kill. It had great leathery wings, even a twisted and cruel horn where a Unicorn would have one. It was mostly black,, but with a blood red mane, claws, tear stains and black teeth.”

“The monster was burned. It took a week for the body to be burned to nothing but ashes. Oil and wood and even coal being thrown into the fire to make it burn as hot as possible. Finally, with nothing but ashes left. They were gathered up and scattered all over the Everfree Forest.”

“Till two weeks ago... We know that story is a part of Trottingham's history, a dark part of it, but we never imagined we would experience anything like that again.”

Scribe Scrolls held up a hoof. “What makes you think the monster is back?”

Walker placed a lock of old hair on the desk. It was a blood red and ran to a coal black at the tips. “This was the only part of the monster that was not burned. It was cut from the corpse and placed into the archives, to show that this story was truth...”

Then he placed a few loose strands of the same hair on the desk. “This hair was recovered from inside a cottage that was nearly burned to the ground last night. If not for the rain, we would not have recovered any evidence at all.”

“Then... your monster is back? Could that be what killed the Unicorn and collected the skull?”

“Most likely. This monster would always take the skulls. The lair was never found, so it might be in the Everdeep Woods.”

“The Everdeep woods?” Scribe Scrolls went white. “I've only heard legends and stories about that place, so deep inside the Everfree that nopony has ever seen it before.” She looked at the strands of shiny hair. They were not the same as the older ones. “Does it even really exist?”

“I believe the Everdeep Wood does exist, and we believe that is where the monster came from. This might be of the same species, or an offspring, or even...”

“Even?” Scribe Scroll gulped.

“The same one.”

“Same one? But you burned it to ashes. You scattered it all over the forest. There's no way it can be the same one.”

Walker chuckled. “It's a monster. It could be the same one for all we know. It might have such powerful magic that it cannot be killed forever. It might be like a Phoenix, capable of being reborn.”

“If that is true... How can we hope to defeat something like that?”

Walker shook his head. “I don't know. The ponies nowadays don't have the same fighting spirit as they did hundreds of years ago. All we've know for centuries was peace and prosperity.” He put away his evidence. “Pardon my tongue when I say, we are royally rutted...”

“You're pardoned.” Scribe Scrolls stepped out from behind the desk. “I think we should let Princess Celestia know about this new evidence. She might be able to help us.”

Walker nodded. “I really hope so, and I'm sorry I had to come ruin your birthday with news like this.”

“Don't worry. My birthday was yesterday.” She replied, chuckling. Scribe Scrolls walked to the window and watched the ponies as they continued to set up her party.

“Let's wait till tomorrow. There's no need to worry the town's folk just yet with this news.”

“I hope you're right... It just fed, so we should be safe for a week, maybe two.” Walker stood next to his old friend. (I really hope the Princess can help...)
...
To Be Continued...
...
A/N: I always struggle with Luna's dialogue and monologue...

fLuTtEr sEvEn

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“Silence Grave, fetch me the Libris Mortis Exhaltum, volume Four.” Twilight said coolly as she entered the fourth week of her self imposed 'exile' in the Forsaken Halls. She was not wearing the goggles anymore, completely used to the shadows in the corners of her eyes.

The skeletal 'Alicorn' flew to where the book was stored, with six more volumes in that collection to go. 'He' retrieved the tome and flew back, placing the book to his master's side.

Twilight floated the book onto the desk and flipped through it till she found a certain page.

“Silence Grave, how would you like to be able to speak? It would be nice to have some real conversation.” Twilight's ears twitched. “Not that you're not 'so' much fun...” She spoke to the air, and received hushed whispers. “Quit complaining. I'm going to put you to good use and give you a mouth, but if you talk too much, I'll end the enchantment.”

Her horn glowed a dark purple with pale white motes. Runes appeared all over Silent Grave, then faded into him.

“Silence Grave, what is my name.”

“Dark Mistress Twilight Deathspark.” A haunting, cold and emotionless voice spoke.

Twilight rubbed her temples. “My name is Twilight Sparkle... Where did you get the rest of that? And Deathspark I don't get it.”

Her skeletal minion remained still and silent for but a few seconds. “Dark Mistress, the title you have earned for your mastery over death weaving. Deathspark, to signify your evolution from a lesser being into an immortal.”

Twilight raised an eye. “Immortal? Since when did I become Immoral? I don't feel any different.”

Silence Grave was silent again for a short while before answering. “Our Dark Mistress has achieved immortality upon completion of the Infinitium Exrealim Verstis Immortalis.”

Twilight looked at the ancient tome in question. She didn't recall reading the book in full. She did remember opening it to start reading, and then closing it, having apparently been at the final page. She had not dared touch the book again for some reason.

“Very well, return the Infinitium Exrealim Verstis Immortalis to the shelf.” Twilight grinned. (Deathspark... I like it.) She then got back to work.

After only a few minutes, her ears twitched.

The silence.

She looked up at her servant, who had just returned from putting the tome away. “I'm releasing your voice. This silence is maddening, more so than the whispering.” She released the spell on Silence Grave, and the whispers returned.

Twilight sighed, oddly relaxed. “Much better.”
...

Blackthorn's lair was now an hour flight into the Everfree Forest. Well, an hour flight for Flutter or even Rainbow Dash. Most other Pegasai would require at least two or three hours to reach here.

Flutter flew freely and high in the sky, knowing that no pony would ever know she was here.

She flew toward a massive tree that towered over the rest of the forest and landed on one of the five length wide branches that stretched for over a hundred lengths strait out.

Gripped in her teeth was her latest prey, still alive, but unable to move. An unfortunate camper.

Flutter's long, slender tail was strong and flexible, almost like a snake's tail. It was tipped with a slender, needle-like needle that could inject a slow acting paralyzing poison.

This latest transformation had began almost a week ago, and had been quite painful.

Flutter could not argue with the results. It was quite an interesting and fun little tool.

Her hooves had split into three and sharpened into sharp claw-hooves.

Her teeth were fully feline, which had began to change when she began consuming the flesh of ponies. Her favorite part was the heart and eyes.

Flutter's tongue could stretch out to nearly the length of her head, and was VERY flexible, and rough, like a cat's tongue.

Flutter released her prey, a female unicorn. Bright pink coat, dark green/light green striped mane and tail, green eyes and a watermelon slice cutie mark.

“Hmm, that was a fun little chase you gave me.” Flutter smiled, moments before she bit onto Melon's hind ankle, digging teeth into the bone. She then dragged the paralyzed unicorn into a large opening in the tree.

The opening went deep into the trunk, into a large hollow. The walls were lines with natural platforms and shelves.

The shelves were full of skulls, hundred and hundreds of skulls, mostly pony, but there was also human, gryphon, a few smaller dragon skulls and many more. Flutter didn't know what most of those skulls were, but did not worry.

“Mama's home. I've brought you fresh meat.” She almost sang out.

Melon heard a soft thump behind her, then a soft growl.

“Now now. Mama will feed you. Don't you worry.” Flutter smiled down at Melon. “You said your name was Melon, right?” She licked the horn, her tongue wrapping around and gently caressing it.

Melon blushed from the attention. She could not move at all, not even to scream, or whimper. She could not even move her eyes.

But she could feel everything.

The pain on her legs, her burning lungs from the terrifying chase through the dark forest.

Her coat was covered in cuts and scratches from the many thorn bushes she had ran through, and every one of them hurt.

All she could see was the pony monster's tongue 'tasting' her horn.

“Mmm. Sweet, like ripe watermelon.” Flutter giggled, then started sucking on the horn.

Melon's face was bright red at this sensation. (S... stop it. Please stop this. This is wrong. It's...)

CRUNCH!!!

Imagine having one of your nice, shiny and healthy teeth suddenly 'bitten' off right at the gums. Now multiply that by ten.

Melon's head felt like it had just been ripped apart. Tears poured from her eyes. She wanted to shut them so she didn't have to watch this monstrosity chewing away at her horn, then swallowing it.

“You tasted so good.” Flutter licked at the bloody stump, then sucked some of the blood out. Melon then watched in horror as Flutter kissed her, full on the mouth. Forcing her own blood into her mouth.

The taste wanted to make her vomit, but her body would not even do that for her, and not even as the blood poured down her throat and into her belly.

“Don't you agree? You taste so good.” Flutter's long tongue flicked out and licked down Melon's face, jaw, neck, chest, belly, nipples, where she played for a bit.

The pain in her head blinded out almost all of the minor pleasure this attention was creating. Then the tongue went lower, and inside.

The pain never receded, but the pleasure rose to blend with it.

Melon's breathing increased, faster and faster as the tongue invaded her.

Had she been able she would have screamed as she came. Pain and pleasure were fully one now... for the moment.

The tongue withdrew, taking away the pleasure, allowing the pain to return in full force.

It then suddenly increased as sharp teeth tore into her privates, ravaging it and ripping chunks off. Melon watched, unable to do anything at all as the meat was chewed slowly and swallowed.

“Oh, that was even better than your horn. I love virgins.” Flutter smiled at her beautiful, monstrous baby, which was nearly the same size as her now.

His claws and teeth were coming in nicely. Soon, he wold be able to join in on the hunts.

Flutter then began ripping into Melon, tearing her apart and feeding her to Whisper Wing. He happily ate what he was fed and never complained when Mama would eat her favorite parts. The horn was always the first thing to go, if a Unicorn. The wings were always ripped off any Pegasus, just to be sure they didn't somehow escape.

She would then pleasure the victim's genitals, one last time, with her tongue and mouth, before brutally ripping them out and eating them. She would then feed Whisper Wing his favorite parts, mainly the nice meaty internal organs.

Flutter was very happy to find her strange magical venom not only paralyzed her prey, taking nearly an hour (of hunting and terrorizing). Once paralyzed, the prey would not die unless the heart or brain was too heavily damaged, even if the body was drained of blood.

Fluttershy always made sure to have drained the victim of most of their blood, usually shortly after the paralysis took effect.

After the best organs were consumed, Flutter would use her prehensile tongue and mouth to slowly suck out the eyes.

Melon almost welcomed the darkness as hers were sucked from their sockets, but the sound of them being chewed and eaten was sickening.

Finally, oh yes, finally Melon knew no more as her heart was ripped out and eaten by Flutter.

The rest of the flesh was stripped from the bones and fed to Whisper Wing. After eating, he would breath an acid on the skull, which melted everything but the bone itself.

The skull was then added to the collection on one of the shelves.

After the feeding, Flutter would snuggle and sing Whisper Wing to sleep before heading back home, washing up and reverting to Fluttershy along the way.
...

A week after the lone traveling Watermelon merchant had vanished...

Applejack approached Fluttershy's cottage. It was very early in the morning, but she had to talk with her friend.

She was a little surprised to see the Pegasus Pony trotting out of the Everfree Forest, carrying a little basket filled with flowers.

“Mornin Sugarcube.” Applejack called out.

Fluttershy was startled by the sudden call. “Eep” She jumped and bolted behind a bush. Only her wide gentle eyes peaked out.

“Applejack?” She said softly, poking her head out from the flowering bush.

“It's just me.” Applejack chuckled as Fluttershy emerged and picked the dropped basket.

Applejack helped pick up the scattered flowers. “Ah didn't mean ta startle ya.”

“It's, um, it's alright.”

AJ smiled brightly. “Well, Ah was just comin by to ask ya fer yer help. Th' sheep are not wanting to come outta their pens fer some reason. They asked to see you specifically.”

“Me?” Fluttershy's eyes almost seemed to smile. “Oh of course. I'd love to help.” Her ears twitched slightly and she sniffed the air. “But there's a storm coming from over the Everfree.”

“Storm's ah comin'? Well, that might explain th' sheep actin all sheepish.” Applejack chuckled. “Think you can come over and have a chat with em?”

“Of course. Let me just feed my animals.”
...

Fluttershy walked up to the sheep and smiled kindly. “Whatever is the matter? Can you feel the storm coming?”

The sheep were all huddled together.

“You can feel a storm is coming from the Everfree, but you don't have to be afraid. It won't be here till tonight.”

The sheep seemed to relax as Fluttershy told them about the incoming storm.

“Out wool is really feeling funny.” The lead sheep replied. A few random sparks of static would jump about on occasion, making the sheep flinch. Apparently the static in the air was reacting with their wool coats, making them feel uncomfortable.

“You needn't be afraid.” Fluttershy smiled at the huddled group. “I'm sure Applejack can make room for you in the barn tonight, would you like that?”

The sheep nodded, his small curled horns catching Fluttershy's attention. (Such pretty horns. A shame my baby doesn't have any.) She thought. “Why don't you try to relax and enjoy the day.”

“We'll try, but the air is just so heavy.”

Fluttershy nodded and continued telling them that they had nothing to worry about. “Storms like this are rare, but they never do any real harm, other than blowing down branches and making a lot of sound. The lightening and thunder will be scary, but the barn has a lightening rod on it, so you should be protected.” She turned to Applejack. “Right Applejack?”

“Ah course. Ya'll more than welcome to shelter there tonight.” Applejack gave a reassuring smile.

“Well, ok. Thank you Applejack. Thank you Fluttershy.” The lead sheep then turned to his fellow sheep. “You all heard Fluttershy and Applejack. We can stay in the barn till the storm passes.”

They all cheered happily, then followed the pair of ponies to the barn. Once they were squirreled away and cozy, Applejack turned to Fluttershy.

“Ah dun know what Ah'd do without ya.” Applejack smiled as she headed outside.

Behind the farm Pony, and unseen by the sheep, Fluttershy grinned, her small fangs visible. (One could only wonder by dear friend.) She glanced back at the sheep and smiled cutely. “You stay in here, The storm will have passed by morning.” She then trotted after Applejack.

Outside, she spotted Rainbow Dash landing near Applejack. “Hey AJ. I came to warn you about a big storm rolling in from the Everfree. It'll be here by evening.”

“Ah know 'bout it already. Fluttershy told me an' helped me with the sheep. They're downright spooked.”

Dash looked at Fluttershy, a little surprised. “Hiya Shy. How'd you know about the storm? You're no weather pony.”

“My little animal friends in the forest told me about it.” She lied. She could feel the power in the air. It would definitely be a strong lightening and thunder storm. “They said there's a lot of static in the air.”

“Oh, of course the animals would be able to feel it. Specially the birds.” Dash chuckled. “I'm even going to be bringing my house down to the ground so it doesn't get hit by lightening again. That was a real shocker last time.”

Fluttershy remembered that storm from a few years ago. It had frightened her tremendously and she had actually hidden in her cellar, a place she was normally too scared to even enter on a bright sunny day.

“And I don't want to have to tow my house back from half way across Equestria again.”

“Ah remember that storm. Fluttershy helped me out with mah animals that time too.”

“It was so frightening.” Fluttershy shivered.

“Ya'll welcomed to stay with the Apple family for th' night.”

“I'd love too, but the weather team has to keep an eye out for anything that could go wrong. Heck, an old friend of my family is coming in from Cloudsdale to help out. Lightening Rod is the only pony I know who can take a hit from lightening and laugh about it.”

“Oh that sounds dangerous.” Fluttershy whimpered. “That is dangerous, right?”

“I've been hit once. Spent a month in recovery.” Dash shuddered. “That's why we called him in to protect the weather team.”

“Good call Sugercube.” Applejack 'brohoofed' Rainbow Dash. “Ya'll keep Ponyville safe, y'hear?”

“Can do. I gotta go and warn a few others who live in the area. Take care.” Dash then tore into the sky and vanished from view.

Fluttershy's eyes flickered red for a moment, unseen by the blond pony. “I should get home and make sure all the animals will be safe.” She waved and, much to Applejack's surprise, flew off, quite quickly too.

(She flew plenty quick there... but then, she's always worryin 'bout her critters.) AJ shrugged and got to work, preparing the farm for the storm.
...

Fluttershy tended to her animals, loving and kind as always. They had no clue about her inner thoughts.

But Fluttershy did. She could feel the connection between her and her beautiful baby. She could sometimes, almost hear his thoughts.

He never spoke, but his eyes showed a level of intelligence that could rival Twilight's, or even the Princesses.

(Mama is so proud of you Sweetheart. You're growing stronger and stronger. I can't wait till you can join me on the hunt. It will be so much fun.) She looked out the window and saw the four small graves. She knew now that Angel's death couldn't have been an accident. But she didn't worry about that.

(It's been a week, and Melon is stripped to the bone. I'm going to have to hunt again, but I don't have the time to find any lone travelers or campers... This storm will make finding them almost impossible...) She fumed as she entered the bathroom and shut the door.

She looked at herself in the mirror, blood dripping from her eyes, forming blood red stripes down each side of her face.

Her coat darkened to a deeper yellow. Mane and tail went wild and feral, shifting from pale pink to a blood red, that turned to a coal black at the tips.

Her teeth elongated, sharpening to deadly points. Her pupils narrowed to slits while the soft green darkened, and was streaked with red. The whites shifted to a disturbing black.

She looked down at her forehooves, watching them crack and spit into three, shifting and sharpening to become deadly weapons.

Her tail stretched to nearly one and a half times her full length, becoming flexible and serpentine, and tipped with a thin stinger, much like a scorpion's.

Her wings grew longer, slender, and strong.

Flutter grinned. Her body had also grown a full hoof taller, with sexy sleek muscles rippling under her slightly feral coat.

Her grin widening and allowing her mouth to open twice as wide as any normal pony could. Her long, very flexible tongue hanging out between her fangs, drool dripping onto the floor.

“Mama is so beautiful.” She whispered to herself, her voice dark, husky and sexy.

She then sensed a presence approaching. It took only seconds to transform back. She didn't really even feel the shifting and cracking of bones or feel the tightening of her muscles.

Flutter loved how it felt.
...

She was Fluttershy's neighbor, though she didn't know the yellow Pegasus all that well.

Still, she knew that the shy pony was really good with animals, and her pet bird had just hurt his wing.

The parrot had freaked out for some reason and flew through her house till he hurt his wing. She managed to put him in a cage and was now carrying him to the 'Druid' pony of Ponyville.

She reached out with a hoof to knock at the door when it simply opened. Fluttershy stood there for a second before jumping back and squeaking in surprise.

“Oh, I'm so sorry. I didn't mean to startle you. My bird hurt his wing and...”

Fluttershy was right there in a flash. “Oh you poor thing. Please, bring him inside and I'll see what can do.”

“Thank you. Oh, I'm...”

“Carrot Top. I know.” Fluttershy smiled sweetly. “We've been neighbors for years.”

“Oh, I... um... I didn't know you knew me.”

Fluttershy's smile didn't face as she fawned over the parrot. “Oh you poor wittle thing. Let Fluttershy see your wing. This might hurt a little, but I need to stretch it out.” She then glanced back at Carrot Top. “I'll bring him home once I've tended to his wing, is that alright with you?”

“Oh, sure. Of course that's alright.”

Fluttershy nodded. “Oh yes. There's a big storm coming on from the forest. It's too big for the weather teams to break up.”

“Yea, Silver Lining and Skyline came and warned me earlier.”

“They make such a cute couple.” Fluttershy blushed a little. “But, I have work to do. Be careful you don't trip or stub your hoof on the way home.” (Or let the door hit you in the hindquarters on the way out.) She added to herself.

“Oh, well, thank you, and thanks for taking care of Boxer. He's one of my best friends.”

“Didn't you used to have a bunny?” Fluttershy suddenly asked as Carrot Top was half way out the door.

“Yea, but then she started having babies and they started raiding my carrot garden. I had to release them into the forest before they destroyed my entire crop.”

“Oh, that's why the bunny population exploded last year.” She smiled. “Well, take care.”

“You too.”

(I'll be seeing you later tonight.) She grinned as the door closed. (Seems I won't have to go far to get something to eat.)
...

The shadows in the corners of her eyes were no longer shapeless.

They were the skittering forms of ponies who had tried to learn this magic, and failed so horribly. So horribly that their souls ripped themselves from their bodies and returned to this forsaken place.

Twilight grinned as she gathered one of them and bound it to her will. The specter thrashed and screamed in silence as it was forced to submit. Oh, it had fought back, and had caused harm, but the Mistress's will was far too strong.

Twilight watched as the black form changed to a pale, ghostly magenta ball of light. It floated around her, staying just out of her sight, or occasionally in the corner of her vision.

Twilight looked at her left foreleg. It had been blackened, and she couldn't feel it anymore. Still, she could move it with no difficulty. It had been the price she had paid to gain a new servant.

Now that she knew how to bind them, she could learn how to take precautions so she would not have to pay such a price ever again.

Dark Lady Twilight Deathspark's eyes flickered dark violet as she pressed on with her studies.
...
To Be Continued...
...

fLuTtEr eIgHt

View Online

Carrot Top waited in anticipation for her dear pet parrot, Boxer, to be returned from Fluttershy's.

She figured it wouldn't be tonight, especially with the storm coming in.

“I hope Fluttershy is ok out there. She's going to be hit by this storm first...” She pranced nervously. “Maybe I should go check in on her.”

SCREEEK!

The sudden sound from outside made the orange maned mare nearly jump out of her skin. She looked out the window and saw the wind had really picked up. The tree outside her window was waving wildly, and a branch scraped against the window.

SCREEEK!

She jumped back in fright as the claw-like branch scraped the window.

“Note to self... move that tree a length or ten from the house.” She shuddered. The sound was frightening.

SCREEEK!

Her skin crawled at that sound.

BANG!

From the back of the house came a laud sound, and Carrot Top was now wishing she lived in town, away from clawing branches and whatever had just banged against the back of her house.

SCREEEK!

Carrot Top held in a scream. If the storm was going to be like this for most of the night, she KNEW she was not going to be getting any sleep.

SCREEEK! BANG!

This time, she dove behind her comfy sofa and quivered in fear.

Scritch.

What was that?

Scritch scritch.

SCREEEK!

Scritch scritch scritch.

She was not liking this storm at all. Not one bit. Carrot Top had not been here for the last huge storm a few years ago, and had never experienced a true Everfree storm before.

A sudden flash of blue light from outside followed by a deafening boom that shook the whole house.

Carrot Top was shaking worse then the house had.

SCREEEK! BANG!

Scritch scritch scritch scriiiiiiiiitch.

That was the back door.

Something was scratching at it furiously.

Carrot Top swallowed her fear. Well, as best she could. She emerged from her hiding place and started toward the back door.

It was shaking a little with each and every scritch and scratch.

Her nerves were more on end than her coat and mane. She reached the door and peaked out through the window.

Something moved out there.

CRACK!! BOOM!!

SCREEEK!!

She shrieked and bolted for her safe hiding place behind her sofa, bringing her sofa blanket with her. She cowered under it.

Click. Creeeeeeeeek.

That was the back door... opening.

(Oh Celestia help me...) She prayed for deliverance.

“Caaaarrot Tooop.” An odd, sweet voice echoed through the house.

The sounds of the storm picked up, now that the back door was open.

She heard a few creaks of the floorboards, coming closer and closer.

She peeked under the sofa and saw butter yellow hooves.

(Fluttershy?) She sat up, throwing the blanket off, relieved that it was a friendly face she would be seeing. “Fluttershy? I am so happy too see you.”

CRACK!!! BOOM!!! Blood red eyes. Fangs. Pain. Blood. Darkness...
...

The storm was over, and the sun was raising.

Ponies emerged from their homes to survey the damage. Many roofs would have to be repaired, as well as many windows and shutters.

No pony had been hurt, but it would take days, if not weeks, to repair everything.

Applejack, Rainbow Dash and Pinkie Pie were helping Rarity move the tree from her back yard. The entire thing had been blown over. Thankfully it had not hit Rarity's home.

“I was so frightened when I heard the tree coming down. If my Boutique had been hit...” She struck a dramatic pose, one hoof over her heart, and the other over her forehead.

“Ah know how ya feel Rare.” Applejack grinned. “Ah'm just glad th' storm didn't do much to th' apple trees. Barn roof's gonna need a lot ah repairs though. Ah swear them sheep almost shook right outta their wool coats.”

Pinkie Pie was picking up branches and placing them into a big pile. As she returned, she smiled. “Wow, that storm sure was a doozy. The Cakes are glad they had time to board up all the windows.”

Rarity nodded. “As ugly as they are...” She looked at her own boarded windows.

Rainbow Dash paced back and forth. “Hey guys? I'm worried about Fluttershy. I'm going to go check up on her, and her neighbours, ok?”

Applejack agreed with a nod and a 'shoo shoo' of her hooves. “We got this Sugar. You go check on out little friend. She's most likely still shaking under her bed.”

“Thanks.” Dash took off toward the edge of town.

The first house was Carrot Top's, then Fluttershy's, then Zecora's, deeper in the forest.

Landing outside Carrot Top's house, she saw the broken front window, a dead branch sticking through it.

Dash sighed and knocked on the front door.

No answer.

She tried the door but it was locked.

She knocked again, but still no answer.

Dash peeked through the broken window and saw the back door was open. She headed around the back, expecting to see Carrot Top fretting over her carrot garden.

She wasn't there. Her garden was not too bad looking, with large, fresh and crunchy carrots growing in perfect rows. Dash loved her carrots. They were the best after all.

Dash approached the door and stopped.

Scratch marks covered the door. Thin, deep scratches.

Dash entered carefully, her hooves splashing in puddles of water on the floor.

“Carrot Top?” She called out. “Are you there?” Dash started looking around the single floor house.

Carrot Top was nowhere to be found.

“Maybe her root cellar. She might have hidden down there.” She exited quickly and found the door. A large branch was covering it.

Sighing with relief, she heaved the heavy branch off the door and threw it open. “Hey Carrot Top? You down there?”

Silence.

“Carrot Top?” Dash crept down the ramp and entered the room. Bushels and bushels of carrots, as well as some other root vegetables, were neatly stacked up in perfect order.

Dash searched the whole place, but no Carrot Top. No sigh of her at all.

She rushed back into the house and started searching rather than looking around.

Behind the sofa, she saw an orange and red blanket.

“What the? Carrot Top hates red...” She was about to pick up the blanket when she smelled it.

Blood.

Dash's blood ran cold at that moment.

She carefully lifted the blanket, almost expecting to see... something.

There was no body parts.

Dash shuddered still. Why was there blood in Carrot Top's home? Worse yet...

Where was Carrot Top.
...

“FLUTTERSHY!!!” Dash didn't stop to knock on the front door, which was wide open.

Wide open?

Like Carrot Top's back door?

Dash felt sick as she rushed inside.

The back door was open as well.

There was a rather unpleasant smell in the room, one Dash recognized.

Animal poop.

Dash then heard humming from out the back door. She rushed outside and saw Fluttershy washing some blankets.

“Fluttershy. Oh Celestia, I'm so glad you're safe.”

Fluttershy turned and smiled. “Oh hello Dashie. That was a really scary storm. All my animals were so scared they... um...”

“Uh, yea... I smelled it...” She looked around. “Have you seen Carrot Top? I was... Oh Celestia... I was just at her place...” Dash's legs started shaking. Fluttershy was safe... but some THING... Something had entered her home.

“Dashie? What's wrong? I saw Carrot Top yesterday. She brought over her pet parrot, Boxer. He hurt his wing.”

“Oh Fluttershy...” Dash hugged her and started crying. “I... I... There was... was... blood... So much blood.”

Fluttershy stiffened. “Blood? At Carrot Tops?” She hugged Dash tight. “Maybe... maybe it was tomato juice?”

“It was blood. Fluttershy... I... I think she might be hurt... or worse.” She though about that Unicorn skeleton that was locked up in the clinic. She thought about Puddle Jumper. He had never been found.

Fluttershy pushed away and started galloping as fast as she could toward Carrot Top's. Outside, she showed fear and worry.

Inside, she was giggling with glee. (Carrot Top is still alive Dashie. You don't have to worry, just yet.) She finally stopped at the house, Dash right beside her. “Fluttershy, please, you don't want to go in there.”

Fluttershy tried the front door, but it was locked. She looked through the window and saw the back door.

Dash grabbed her and tried to pull her back. “Please... don't go in there.”

Fluttershy was 'not as strong' as Rainbow Dash and stopped trying to run after a few seconds. “P... Please Dashie? She's my neighbour... I didn't know her too well, but I love her carrots.”

Dash shook her head. “No... We have to call the guard... They'll know what to do.”

Fluttershy nodded softly. With that, the pair headed back toward Ponyville.
...

Carrousel Boutique.

Rarity and Applejack stared at Dash.

“Blood?” Rarity looked ill.

“Ya'll sure it was blood?”

“Yes I'm sure.” Dash scowled. “I've crashed and bled enough times to know that smell. We have to send a letter to Princess Celestia requesting an investigation team.”

“Alright Sugarcube. Let's go talk to Spike.”

Pinkie Pie just sat there, her mane fallen strait at the news. Her friend Carrot Top was... missing? She always loved making carrot cake with the carrot and parrot obsessed pony.

She hoped that her friend was still alright... not like two more friends of hers, who had recently lost their little colt...

She saw her friends looking aback at her.

“Ya'll coming Sugarcube?”

Pinkie Pie nodded and followed, just walking, not trotting, and definitely not bouncing.

Dash walked next to Pinkie. “You were friends, you and Carrot Top, right?”

Pinkie Pie nodded. “We made the best carrot cake when we worked together. She was always fun to talk too. I really liked Boxer.”

Dash hung her head and stretched a wing across Pinkie's back, pulling her close. “There wasn't a whole lot of blood, but...” She thought about those triple claw scratch marks on the door. Whatever had done that had some very sharp claws.

Fluttershy walked along behind her friends. (Carrot Top is still alive. She's just... trapped. If it wasn't for that storm last night, I would have had a fun little hunt. Soon, my beautiful baby will be able to join in on the hunts too.)

“Fluttershy?”

Rarity had stopped and looked back. She looked at the strange expression on Fluttershy's face. It was not saddened, but almost hardened. Her eyes were narrowed and unfocused.

Fluttershy glanced up at Rarity, who took a slight step back.

The caught everypony's attention. They all turned and looked at Fluttershy.

She glanced at them all. “This is terrible... First Puddle Jumper, then that mysterious Unicorn skeleton... There's been rumors of other ponies disappearing as well. Now Carrot Top. What's going on?” (Oh, I know what's going on my friends. Don't worry, when my baby is big and strong enough, we'll just move away. Who knows, you might find 'Fluttershy's' remains' one day.) “Let's go talk to Spike.”
...

Carrot Top knew she was awake.

The pain in her shoulder, ribs and flanks told her that.

Still, she couldn't see anything. From what she could feel, she was surrounded by rock on all sides, and under her hooves as well. Looking up revealed no light.

She remembered waking up, being carried high in the sky by a monstrous pony creature. Being dropped and falling through the trees and branches, crashing into a thick (thankfully soft) bush.

She had tried to run, but was caught by the monster. It stung her in her already bleeding shoulder before releasing her, allowing her to run.

The monster kept chasing her, nipping at her heels the whole time, sometimes scratching her flanks with those sharp, slicing claws. If she ever escaped from this, her cutie mark would stand for diced carrots from how on.

But as she ran, she started to feel stiff, but her pain and burning lungs and muscles kept torturing her. Finally she felt all ability to move fade and she fell to the ground, limp, bleeding, and in pain.

The monster emerged from the shadows, shifting, changing into something more impossible than the monster itself.

Fluttershy.

She was then dragged through the forest, none to gently, and finally thrown into a deep, stone hole. Fluttershy smiled cutely before moving a huge slab of stone over the entrance.

Even if Carrot Top could climb to he top, it would benearly impossible for her to move that thing.

Once she could move, Carrot Top lay down carefully and started licking her wounded flanks. Somehow, she doubted she would be surviving for long unless she could escape.
...

Twilight closed the latest book she had been reading. “Physiology of the Alicorn... So, they're not natural beings... but... Like me. Once Unicorns with great magical strength. They mastered Necromancy and used their magic over the dead to alter their own bodies, slowly over decades.” She grinned, finally understanding why Princess Celestia had agreed to her entering these halls. These are holy halls of learning.

“Silence Grave.”

The undead fusion of pony bones stepped forward.

“Find me some book on attaching parts of the dead onto the living. Take your time.”

She reached for the next book with her black hoof. She had regained all feeling in it after some time, but was amused that the fur remained black up the length of the cannon.

Opening the book, she checked over a single spell she had seen weeks ago, one she didn't understand then, but now did.

“Magic Bolt... a 'basic' attack spell. Interesting.” She grinned and scribed the spell into one of her books. Her supply of ink had run out over a week ago, so now she simply pricked herself and wrote her writings in her own blood.

“So much more to learn... and I'm running out of time.”
...

Spike sent off the letter to Princess Celestia.

“Well, it's off. She should be receiving it any second now.” Spike looked at his five friends. “I really miss Twilight. Without her to make messes, I have nothing to do but fetch books for the ponies who come in.”

Rarity hugged Spike and he hugged her back. “She'll be home soon. She was only to be gone for three months... though I still cannot understand why.”

Spike sniffled and backed away from Rarity, feeling a belch coming. With a green flame, a scroll appeared. Spike snatched it and opened it.

“Dear Spike.”

“I appreciate your bringing this to my attention. I will send an investigation team immediately to meet you at the library. You are to give them your full support.”

“Concerning Twilight, her preparations are nearly complete. She will be rejoining you by the end of the month.”

“With love, Princess Celestia of Equestria.”

Spike lowered the scroll. “At the end of the month... that's only a couple more weeks, right?”

He received nods from three of the ponies.

Fluttershy and Pinkie Pie seemed to both be lost in though.

“Fluttershy?” Spike stepped forward. “I'm sorry to say this, but I don't like you living so close to the Everfree.”

“I... I'm fine. I have all my animal friends. They'd warn me if any danger was coming.”

“Are you sure? You can stay here till Twi gets back.”

“I couldn't trouble you like that. I can't keep my animals here.”

“Ah hate to argue Fluttershy, but Spike's got a good point. Last thing we wanna find is ya'll hurt, or worse.”

Dash hugged Fluttershy. “You can stay with me.”

“I... But what about my animals?”

“You can keep all the birds up at my place. Your other fur balls can stay at my cabin.”

“You have a cabin?” Rarity looked surprised.

“Yea. It's my home away from home. I get hurt every now and then and can't fl for a couple weeks. Where do you think I stay?”

Applejack shrugged. “Makes sense.”

“I... I can stay in the cabin?”

“I'd rather you stay up at my place with me. I know you don't like heights. Still, I'd feel better knowing you'd be safe.”

Fluttershy nodded meekly. “Well, ok. I'll try to stay out of your way.”

“Oh come on. You're no bother. We've been friends for so long you may as well call us sisters.”

Fluttershy honestly blushed. (S... sisters? Oh Dashie... I never knew you felt that way about me.) “Thank you Dashie.”

“Hey, it's no biggy. I know we don't always see eye to eye, but that don't mean nothing when it comes to keeping our cute little Fluttershy safe.”

“Then it's settled.” Applejack felt better. “Ya'll be stayin' with RD till we can figure this whole mess out.”

Rarity felt better as well. “Only two more weeks and Twilight will be back. I sure hope she's learned what she needs to have learned.”

“M... Me too.” Fluttershy offered a weak smile. (Not good... If I'm forced to stay with Dashie, what will I do about taking care of my baby? Blackthorn still needs time to finish growing, and I need to teach him how to hunt. This is not good at all...)

Fluttershy was unsure what to do now. Hopefully by the time he got hungry again, he could find where Carrot Top was being 'stored'. She would most likely have died by then, a dark, lonely lingering death. Blood loss? Thirst? Hunger? Despair? Regardless, her death would be akin to a fine marinade.
...
To Be Continued...

fLuTtEr nInE

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Fluttershy was not too pleased with this new arrangement, living with Rainbow Dash.

This meant less time to herself for her animals and to care for her beloved growing baby.

She knew that Whisper Wing Blackthorn knew where Carrot Top was squirrelled away. He was most likely quite hungry right now, but could he actually kill his prey on his own yet?

The yellow Pegasus frowned as she moved the animals toward Rainbow Dash's rarely used cabin.

“Something wrong Fluttershy?” Rainbow Dash asked as she carried a basket full of small critters.

“Oh, no. It's just... I've never lived anywhere else sense I came to Ponyville.”

Without missing a beat, Dash nudged Fluttershy gently. “Hey, don't worry about it. As soon as this whole mess is taken care of and we don't have to worry anymore, you can move right back in.”

Fluttershy glanced at Dash. “How long will that be?”

“Well, Twi's supposed to be back in what, two weeks? Soon as she's back she can find whatever has been killing ponies and defeat it, then everything can kinda go back to normal.” (Except for those who've lost loved ones and friends.) She mentally added. Dash let out a sigh. “Still... two whole weeks, and who knows how much longer it will take to find this monster.”

(Blackthorn is no monster. He's my baby.) Fluttershy's eyes flicker red and an angry scowl crossed her face. Thankfully for her, it was unseen by Dash as she had trotted ahead.

(She's my friend... I love her, but I don't think I really should be living with her. What if she finds out?) Fluttershy's face returned to the normal gentle appearance.
...

Rarity, Applejack and even the still depressed Pinkie Pie were at the cabin, helping out by setting up some extra hutches and even a small chicken coop.

Applejack waved to the pair as they approached. “Hey ya'll. That all your critters?”

Fluttershy glanced back at the train of small and some not so small animals followed her. “Yes, that's all of them.”

“Golly, ya sure got plenty.” She noticed Boxer, Carrot Top's orange parrot (with a few green feathers atop his head) was riding on Dash's head. “That looks good on ya RD.”

“You think?” Dash chuckled weakly. “Once we find Carrot Top, He'll go back to her. I dunno if I really want a pet.”

“Why not?” Fluttershy asked.

“Come on, I'm a free spirit. I do what I want, when I want... except for the weather schedule, but that's easy.” She then glanced up at the parrot. “Still, I'll do what I can to help you out.”

Rarity trotted over, looking perfectly groomed. She had been using her magic to help out with getting the animals settled. “I must say. Your little friends are so well behaved.”

Fluttershy blushed a little. “They're behaved because they knew we're helping them. I... I really do appreciate all the help you've given me and my little friends.”

Dash chuckled. “No sweat. This was easy.”

Pinkie Pie looked out from under her 'emo' hair. “Place is clean.” She opened the cabin door, allowing Fluttershy to look inside.

Fluttershy had been expecting there to be a little 'welcome to your new home' party set up inside, but it was... plain. No decorations at all. Just places for animals to sleep, a sofa, coffee table, and some stands for whatever Fluttershy might want to place on them.

She checked the kitchen. It had a wood stove. Sink, low table and cupboards.

There was also the bedroom. A single bed, small dresser and nightstand.

“It's so...” Rarity opened her mouth.

“Perfect.” Fluttershy beamed, cutting Rarity off. “I think I'll feel safer staying here. I'm just not used to sleeping on clouds.” She gave a sorry glance at Rainbow Dash.

“You sure Shy?” Dash was concerned. “I mean... There's something out there. That much we know. Carrot Top went missing...” She shuddered, remembering the blood soaked blanket.

Applejack nudged Dash. “Hopefully we'll find her.”

“Even if her mane was out of style, I don't believe she deserved anything like this.”

Fluttershy whimpered. “I hope Carrot Top is alright.” (Fresh meat tastes better than carrion.)
...

Carrot Top had struggled, and despite her injuries, she reached the top of the pit. She was using her hooves and back to brace against the sides of the pit.

She could see small cracks, from which she could see light.

She knew all about breaking up the ground to plant her carrots. One time she had to borrow a couple books from the library to learn how to break up a large boulder that simply refused to come out of the ground.

(Ok... I know I can do this. If I can crack this boulder, then I'll be able to get out of here.) She winced a little as her shoulder burned. She placed a hoof against the bottom of the stone and pushed ever so gently.

At first, she pushed so lightly that even Fluttershy wouldn't have noticed, but slowly increased pressure. Earth Ponies had a passive magic that allowed them to understand the nature of the ground better than Unicorns with their magic and Pegasus with their sky.

She felt the stone start to give, small cracks forming. She didn't stop and just kept pushing.

It felt like it had been hours, her legs, back and shoulders screaming from the strain of holding herself in position for as long as she had.

But the stone cracked and split down the middle with a resounding crack.

Carrot Top winced. Had Fluttershy heard that? She hoped not.

She then started pushing against the smaller piece. The strain was agonizing, but the smaller piece shifted, allowing her to get a grip on the lip of the pit. She used her new grip to add leverage to the stone, and forced it aside.

Carrot Top pulled herself from the pit and collapsed. She wanted to fall asleep right then and there, but knew she was still not out of danger.

She rose unsteadily to her hooved and got a good look at her surroundings.

Very large trees stood in front of her, but it was the massive wall of thick roots and the massive, impossibly huge tree that had been behind her that made her gasp.

It had to be at least a hundred lengths thick and so high she couldn't even guess the height.

She could see thick roots and vines winding their way up the tree. They looked easily thick enough to walk on and climb.

(I need to get a better view of where I am.) Carrot Top struggled a little, but got climbing. This tree was going to be an interesting climb for certain.

Along the way, she found some bushes loaded down with fat, juicy looking berries. She tasted one and found they were sweet and indeed juicy. The purple berries quickly served to fill her empty belly and quench her thirst.

There were more and more of the berries at the base of the tree, but the higher she went, the more exotic the fruit she would find.

Carrot Top even found a tree that had 'carrots' growing from the branches. She tasted one and swooned. Crunchy like a carrot. A little sweeter than what she was used too, but also a little juicy in the center. Even though she had eaten her fill from the berries (staining her mouth red from the sweet juice), she chowed down on a couple of the wonderful tree carrots.

(When I get through this, I'll have to try to get some of these and plant them back in my garden.) She grinned, then continued till she was higher than the tree tops.

A sea of forest greeted her sight.

Carrot Top felt her chances diminish. (Where am I? This looks nothing like the Everfree Forest...)

<That's because this is the Everdeep Wood.> Her own voice whispered in her mind.

“Everdeep Wood?” Carrot whispered.

Carrot Top didn't like that thought. She was optimistic. She didn't think like that.

<I wonder how much it would hurt if one were to fall from this height. Would they even feel the impact with the ground? Or would they hit the roots and vines on the way down, feeling every blow, every break.

She knew now, these could not be her own thoughts. “What's going on. Who's there?” She looked around, then spotted a white coated pony, further up the tree.

A young stallion. He smiled and dashed up the tree.

“Wait. I'm lost...” She chased after this pony. “Please, you have to help me.”

She watched as the pony jumped across a small gap, not even slowing down. Carrot Top made the jump too, not even thinking to look down as this chase was taking her higher up into the tree.

Another gap jumped, and still they went higher.

This young stallion moved with unusual grace, but his movements were both haunting and beautiful to watch.

Carrot Top could see his blank flank, even though he looked to be nearing adulthood. She ignored that strange fact and pressed on.

At one point, she lost sight of him, and looked out over the forest, toward the slowly setting sun.

She was so high over the forest now, it looked like a lush green blanket down below. This tree didn't look that large from below, but it was still looming overhead, the branches spreading out impossibly far.

“This tree... It's beautiful... but I've never seen or even heard of anything like it before.”

“Up here.” A young, hansom voice called out. “There's a place up here you can rest for the night.”

Looking up, Carrot Top spotted the pony. She trotted forward and hopped from vine to vine till she reached the opening.

The pony was nowhere to be seen. He must be inside.

Carrot Top entered, noticing the small glowing crystals that seemed to grow from the inside of the tree. They shed a soft, almost comforting white light.

Ahead, she saw the 'tunnel' slope upward. She caught a glimpse of a white tail and followed.

The passages within the tree were labyrinthine, and Carrot top knew she was good and lost.

Still, her 'guide' kept leading her forward, and ever upward.

This finally ended when she saw an opening above. It looked well lit, and the climb was easy enough.

Carrot Top entered into a large 'cavern' of sorts.

The walls were all thick and solid wood, like the interior of a tree home. The whole chamber was lit from a huge crystal high above the center of the chamber.

She looked down at the smooth, polished floor. It was a dark, rich red wood, quite unlike the walls, which was odd.

“Hello? Where did you go?”

“Right here.” Came a whisper in her right ear.

Carrot Top spun around, coming face to face with the white face of the pony.

No, this was no pony.

The face shared an oddly attractive mix of feline and pony features. Those green eyes did not look threatening, but rather friendly. Even the grin filled with sharp teeth did not look dangerous.

“Who.. Who are you?”

“My name is Whisper Wing.” He stretched out a pair of wondrous wings. They were dragon wings, but they were feathered, like that of a Pegasus. “What's your name pretty mare?”

Carrot Top blushed and stepped back. “Um... Carrot Top.” She could see his features better now.

He sported a Unicorn's horn, those wings, a long, slender tail.

His (gulp) claws looked thin and sharp, and his body was sleek and beautifully muscled.

“Hello Carrot Top. I bet you must be tired and hungry.”

“Um... thirsty too... Thank you Whisper Wing.”

Whisper Wing smiled a rather cute smile, even if his fangs did still protrude slightly from his mouth. “Stay here and I'll be back. You like Carrots I take it?”

“I love carrots.” Carrot Top beamed, then blushed. “I mean, yes, I do.”

Whisper Wing turned and waked toward a fair sized entrance. “Stay here, I'll be back soon.” He spread his wings again and jumped through the entrance.

Carrot Top trotted over and looked out. Directly outside of the opening was a large, wide branch, large enough to build a nice sized home on. Staring in wonder for a few moments, she shook her head and returned inside.

She smiled as she walked up to a shelf, then froze at the sight before her.

A skull.

Not a pony skull, and it looked really old, but it made her shiver slightly.

This shelf was covered with many old skulls, but not a single pony skull anywhere.

(Of course... He's a meat eater, but he looks part pony. I guess he doesn't eat ponies)

If only she knew.

“I'm back Carrot Top.” His voice called from the entrance.

Carrot Top turned and saw the bunch of large tree carrots. “Those are for me?” She asked nervously, glancing at the shelf, then noticing that there were many, MANY shelves, all lined with skulls.

“Of course. Come, eat.”

“What about you?” She asked nervously.

“I'm good. I won't have to eat for another day or two.”

“What do you eat?” She asked nervously.

“Meat. What else did you think?” He smiled a friendly smile.

“You don't eat... ponies, do you?”

“I've never harmed a pony in my life, well, once, but she wasn't badly hurt, and I was really scared at the time. She recovered without even a scratch.” Whisper Wing was perfectly honest. He had only hurt one pony, and that was his mother when he had injected his genetic material into her.

“Oh...” Carrot Top glanced at the carrots, her tummy grumbling a little. “You don't eat vegetables?”

“I can if I want, but they're not my preference.” He shrugged and walked off to the side, hopped up on a small ledge and lay down. “Eat up now.”

Carrot Top nodded. Whatever this creature was, he seemed... nice. She kept an eyes on him as she ate. She was really hoping she could get out of here, with some of these to plant.

After eating a couple of the filling veggies, she sat down. “I feel so much better.”

Whisper Wing lifted his head. “You'd best stay the night. Some of the things out there are very dangerous, even for me.”

Carrot Top nodded and looked around for another sleeping ledge. There were none.

“It gets chilly this high up. I have my wings to keep me warm.” He lifted a wing. “Come and lay next to me.”

“I... I don't know. I just want to get home.” She rubbed her screaming shoulder.

“You don't look so well.” Whisper Wing hopped down from the ledge and approached.

Carrot Top watched him pad closer. He was not moving like he was stalking her. She then though back. “Who's your mother?”

“My mother? She is the sweetest and kindest creature in the whole world. She does not live here though, and I do miss her very much. She visits often though.”

“And her name?” Carrot Top took a step back. (Please don't say Fluttershy... Please don't say...)

“Fluttershy.”

Carrot Top's blood ran cold.

“Oh please, I'm not going to hurt you. I have never killed anything.”

“But... Fluttershy... How can she be your mother? You look nearly as old as she is.”

“I grow fast. I'm not even six months old.”

Carrot Top raised an eye. Somehow, her nerves were starting to calm down. She didn't notice the slight red flicker to his eyes as he came closer.

“Let me see your shoulder. I'll clean it up for you.”

“I... I don't know... It was Fluttershy who hurt me.”

“Are you SURE it was Fluttershy?”

Carrot Top tilted her head. “I... I don't know. I've known her for awhile. Never really well though.” She sat down and tilted her head to the side.

Whisper Wing came up and examined her neck. “You were bitten. Those teeth marks are certainly no pony teeth.” He licked at the wound.

The licking sent shivers down Carrot Top's spine. She felt the injury go numb, the pain fading away.

“You're covered in scratches. Let me tend to them.” Whisper Wing continues licking at the multitude of scratches, savouring the flavor of her blood.

Carrot Top was starting to feel aroused by this attention. She could feel herself getting hot, almost like she was going into heat.

(Oh no... What's going on?) She worried for a moment.

“I'm sorry, is this too much for you?” Whisper Wing asked, grinning in an oddly cute way.

Her breathing was a little deep, and her voice a little husky. “I'm good... Please, continue. It feels really good.”

Whisper Wing nodded and resumed, even as Carrot Top stood, and lifted her tail.

“Is this an invitation?” Whisper Wing chuckled.

“I... I don't think I can handle it anymore. I don't understand. My mind is all fuzzy.”

Whisper Wing grinned as he moved in behind Carrot Top.

Her scream of delight was heard for miles.
...

Twilight read through the latest of her filled notebooks. The secrets written within were amazing. Magic she had never before dreamed of learning.

“Two more weeks, and I can find the thing in the woods...” Her grin was somewhat dark, and twisted.

Silence Grave stood nearby, watching his mistress.
...

Celestia watched through both her student's eyes, and Silence Graves as well. She smiled softly. (Soon my dear Twilight. Soon...)
...
To Be Continued...
...
Author's Notes:
One length is equal to about 5 feet.
One hoof is 4 inches.
Hope that help you get an idea of the size of the tree.

fLuTtEr tEn

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Holed up in the small cabin on the ground, within view of Rainbow Dash's lovely cloud home, a certain yellow Pegasus Pony was starting to get annoyed, but hid it behind her calm, and gentle facade.

(Damn you Dashie. I need to get out and find food for my baby. He must have finished off Carrot Top by now and must be hungry.) She smiled at some of the animals she was caring for at the moment.

A glance out the window told her it was only late afternoon.

(Tonight, I have to go out and hunt. Maybe in Maneboro to the south. I haven't hunted there yet.)

Rising to her hooves, Fluttershy walked to the front door and peeked out. She knew it would take only a couple hours flight to the small village, as she had taken that trip on occasion in the past.

“Hey Shy.” Dash's voice called out as the cyan and rainbow pony landed a few lengths away. “Remember when you said you knew how to fly like a hawk? Think you could show me? There's plenty of daylight left to burn, and I'm bored.”

Fluttershy whimpered a little. “I... I only know how they can fly.”

“You said you knew how to fly like a falcon. Come on. It'll be fun.”

Fluttershy sighed inside. There was no getting away from her 'forceful' friend at times like this. Still, she had to at least try. “I don't know... I'm so worried about what happened to Carrot Top. What if whatever took her comes after us while we're flying?”

“Yea, as if anything could catch me in the air at any time, and if you can fly like a falcon, then you'll be impossible to catch too.” Dash was really pushing her luck.

(Damn it Dashie... You're just pissing me off now.) “Well...”

“And besides, I'll protect you.”

“Alright... If you really want me too.”

Dash grinned and spread her wings. “Come on, let's go.”

Fluttershy followed Rainbow Dash into the sky. The pair finally reached cloud height, and Fluttershy settled down on a cloud.

Dash landed next to her friend, fluttering her wings before folding them. “This would be the perfect morning if it wasn't for all this strange and horrible stuff happening.” The rainbow maned mare sighed. “I can't wait for Twi to get back. We'll find whatever has been doing this and deal with it really fast.”

(Not likely my friend. Not if I have any say about it...)

“You know.” Dash suddenly stated. “It's strange. This seems to have started all shortly after you got stung just before spring.”

Fluttershy's ears perked up. “Why do you say that?”

“I dunno.” Dash eyed her friend. “I mean, you got stung. Not long after, Angel dies. Puddle Jumper goes missing. About that time we find that skeleton. I've also been hearing stories about ponies disappearing off the roads along the Everfree. And that Pegasus from Trottingham. I knew Crash back in Cloudsdale, and he was a hell of a fighter. His home was not far from the Everfree Forest.”

“Yes, it's all horrible.” Fluttershy whimpered, looking away. (What are you getting at Dashie?)

“And oddly, you live right on the edge of the forest but you haven't been touched. Kinda odd, isn't it?”

“Maybe I'm just lucky so far.” Fluttershy replied.

Dash sighed. “Fluttershy, we've known each other all our lives. I know when something is wrong with you.”

“What do you mean?”

“Well, I've been by your place a few times at night to check up on you, these last few weeks...”

“You have?”

“Yea, and you were not home all those times.”

Fluttershy glanced up at Dash, but said nothing.

“Oddly, those were nights that I've heard ponies have disappeared.”

(Shit... Of all the ponies to figure something out... I didn't want to hurt Dashie, but I might have too.) “What were you doing out on those nights?”

“Checking up on you Shy. I'm always worried about you. You're like my little sister after all.” Dash nuzzled Fluttershy's chin. “I'd hate to think you might be the next one to go missing.”

“I'm staying with you now. I'll be fine.” Fluttershy nuzzled back. “I know you can protect me.”

Dash nuzzled her a little more. “But... I need to know... Are you trying to find this thing on your own?”

(Oh Dashie... I'm relieved to hear you say that.)

“Or are you somehow involved?”

(Damn it.) “How could I be involved? I'm not strong or tough. You know I'd never hurt another living creature.”

“Would you?” Dash looked oddly serious. “Come on Fluttershy, this is Rainbow Dash your talking too. You know you can tell me anything.”

Fluttershy stood up suddenly. “Dashie? If you want to know, catch me.” She ran and jumped off the cloud, vanishing from view.

Dash blinked. “What the hay?” She rushed after Fluttershy and dove after her. Ahead of her, Fluttershy was diving for the ground, her wings partially folded, allowing her maximum falling speed, but perfect control.

(A falcon dive? That's a dangerous stunt.) Dash thought as she folded her wings the same way and focused on her friend. She could clearly see Fluttershy's wings, and again, just like that one time, they looked odd. (How can she fold her wings like that? She's diving faster than me too...) She flapped her wings to build speed.

Without warning, Fluttershy spread her wings and pulled up at a very sharp angle.

Dash couldn't believe that move and tried to pulled up to match the yellow Pegasus. (Falcon wings?) She could see hem clearly, even as Fluttershy caught an up draft and shot up past Dash, gaining height rapidly.

Her own wings flared out and caught the same up draft, yet Fluttershy was gaining altitude even faster.

(This is impossible. Fluttershy's always been a weak flier... How can she have gotten so good without me noticing? Has she been going out at night and practising?) Dash shook that thought from her head. That was impossible. There was no way that Fluttershy could have gotten so good in such a short time.

Fluttershy banked and weaved, moving with amazing grace, speed and agility.

Dash knew she was faster if given the right circumstances. She flapped harder and started to gain on Fluttershy.

“Fluttershy, what's going on with you?” Dash called out.

Fluttershy didn't answer as she lead Rainbow Dash over the Everfree Forest. (Come get me Dashie. I know you're a strong flier, but now, so am I.) She flapped, gaining speed before diving, her wings flapping to push her speed even further.

(What he hell is she thinking?) Dash rolled and dove, gaining a quick burst of speed. She took aim at Fluttershy and flapped as fast as she could. Even as she could feel a certain pressure building, Fluttershy kept out of reach.

Dash gasped as the air started to form a cone around Fluttershy.

Tears poured from Dash's eyes from the wind pressure alone, as the air started forming into a cone around her.

(She can't be thinking of pulling of a sonic rainboom. It's hard enough for me to do.) Dash pressed the speed, feeling the cone narrow, and watched as Fluttershy's narrowed as well, and her friend was still gaining speed in her dive.

Fluttershy gave one more flap and folded her wings into the falcon dive, and pierced the sound barrier.

It was a beautiful sight, the ring of soft pink radiating out with the loud boom.

A moment later, Dash pulled through the barrier herself. The twin rings radiating out in such an awe inspiring display, assuming there was anypony around to be so inspired.

Dash was blinded momentarily from flying through Fluttershy's contrail and sonic burst. She couldn't see anything but pink.

She spread her wings and tried to pull up, not wanting to crash into the ground, but something struck her back and wings, hard. She screamed as she felt feathers get ripped out from one wing, throwing off her attempt at controlling her flight.

She spun out of control, the world spinning around her as her vision cleared.

The last thing Rainbow Dash saw before hitting the trees was a strange yellow Pegasus Pony with red and black mane and tail, and brightly glowing red eyes.
...

Flutter flew down and examined Rainbow Dash.

Rainbow Dash had crashed into a spear thorn tree, with expected results. The blue Pony had been impaled brutally on several spear length thorns.

“Poor Rainbow Dash. Such a horrible accident.” The cruel creature laughed. She then heard Dash cough and felt hot blood splatter on one of her legs. “Oh? Still alive?”

Dash looked into the eyes of this monster. “What...” She coughed again. One of her lungs had been pierced, and her coughing brought up more blood. Her entire body was in agony.

“Oh my dear, dear Dashie. Don't you even recognize your oldest friend?” Flutter admired her friend.

Both wings pierced by multiple times each. Her abdomen pierced by no less than half a dozen of the thin, needle tipped thorns. There was even some through her legs, four in her chest, and even one piercing her right ear.

“Flutter...” Dash's vision was fading fast.

“Yes. Flutter. I'm not so shy anymore you know.” She grinned. “You know, after you bleed out and die, I think, rather than eating you, I'll have you brought back to Ponyville. We have to mourn your death properly, and seeing you're no Unicorn, you don't have any special memories hidden away. But to make sure nopony can use magic to make your corpse talk, I'll have to make sure there's no head left.”

Dash couldn't believe it. She was going to die, right before a monster that she had always thought was her oldest and dearest friend.

“Dashie? Don't worry. I'll be very distraught. Unfortunately, we WERE attacked and you did sacrifice yourself to save me. How... Loyal.” She laughed in her kind, gentle way.

Dash didn't hear the laughter, her life having left her moments before.
...

Fluttershy came crashing into the center of Ponyville, right outside Rarity's Boutique. The 'poor' mare was covered in small cuts and scratches. She was crying and sobbing hysterically.

Rarity rushed outside and gasped. “Fluttershy? Oh Celestia, what happened to you?”

“R...” Hick. “Rainbow... Dash...” She clung to Rarity and bawled.

Rarity paled. “”What happened to Rainbow Dash? What happened to you?”

“M... Monster. Attacked us...” She hiccoughed a few times. “Dashie... she fought back... I... I flew away.”

“Oh no...” Rarity went stiff. “Where? Where did this happen?”

“Everfree...” She then fell limp, having passed out.
...

Fluttershy lay in Rarity's own bed. The Unicorn Pony didn't care one bit that some blood had gotten on her designer sheets and comforter. A little magic and careful washing and they would be fine.

Rarity tended to the many claw scratches on Fluttershy's body. They were not deep or life threatening, and there was only a few.

(Whatever hurt Fluttershy... These claws were sharp. She's so lucky to have gotten away. I hope Rainbow Dash did as well.) She sighed as she heard the front door to the Boutique slam open.

Rarity came down to see a stern looking Pegasus Pony, wearing the armour of a Royal Guard. “Are you Miss. Rarity?”

“Yes. I am the one who had Spike send the letter to the Princess.”

He nodded. “I need to speak with the witness.”

“She's sleeping. She was totally exhausted from this ordeal.” Rarity remained calm, but her worry was written in her eyes.

“Then bring me to her. I'll wake her and question her. She is the first pony to survive these attacks.”

“I think she should be left to sleep for...”

The Guard glared at Rarity. “We didn't find any clues at the last murder scene. This little pony is our only chance to find out what did this.” He stormed past Rarity and headed up the stairs to the upper floor.

Rarity was very insulted. She remembered this Stallion from his investigation into Carrot Top's disappearance. He was not a pleasant pony to deal with. He had made Fluttershy cry when he had interrogated her. Dash had been very shaken up herself from her own interrogation.

“Where is she?” He spun and glared at Rarity.

“In my room...”

The Pegasus turned and kicked the first door open, revealing rarity's bedroom.

Fluttershy was awake, and string in fright at the door, which was no longer on its hinges.

“YOU!!!” The Guard stormed up to the bed and was in Fluttershy's face. “What attacked you and Rainbow Dash?”

Fluttershy cowered back and nearly fell out of the bed.

“Celestia damn you to hell Mare. Answer my questions her or I will bring you in to Canterlot for questioning.”

Fluttershy did fall out of the bed this time and scurried away, cowering in the corner and crying loudly.

“Stop this at once.” Rarity demanded. “You have no right to burst into my home like this and attack my friend.” Rarity wanted to use her magic and send this uncouth ruffian flying out of her home, even if it cost her a window. Still, he WAS a Royal Guard. To attack him would be a very bad idea.

“I have all the right when it comes to this case.” He turned on Rarity and was right in her face. “I have all the authority of Princess Celestia behind me on this case. I want to know what happened to my Daughter.”

He suddenly froze at his outburst and staggered back.

Rarity had been ready to scream back, her own voice catching in her throat. “Daughter?”

“Dash... Rainbow Dash...” He pulled off his helmet, revealing a striking rainbow mane and white coat. His eyes were a brilliant blue, but filled with anger and pain. “Please... If my daughter was attacked... I... I don't know what I'll do.”

Rarity's own anger faded away. “Sir, please calm down... If you give Fluttershy and myself some time, and if you calm down, maybe we can answer your questions. Fluttershy is a very shy pony, and this attack has shaken her up even more.”

(Oh yes, I am so shaken up. By the time those Ponyville Pegasus Ponies find Dashie's shredded remains, oh, the sight they will behold.) She had wanted to eat Rainbow Dash, but knew better. She didn't need blood on her breath after all, not while playing this game.

“I... I'll wait downstairs... And I'll pay for your door...” Dash's father slowly walked out of the room and down the stairs to wait in the kitchen.

Rarity slowly approached Fluttershy, who was looking even more terrified now than when she had crashed outside the shop.

“Fluttershy? It's alright.”

“Was... Was that...?”

“Rainbow Dash's father.” Rarity knelt down and comforted Fluttershy. “Shh, it'll be ok. Dash must have lived. She's very strong and fast.”

(Oh, she's not so strong now. Well, let's play this little game and see where it takes us.) “I didn't know... Dashie's dad...” She rise shakily to her hooves. “I... I didn't know...” She sobbed again. “Oh Dashie... that monster...”

(Time to throw them off the trail.)
...

Fluttershy followed Rarity into the kitchen. She saw the familiar Pegasus Pony. He was indeed Rainbow Dash's father.

“Sir?” Rarity spoke softly. “Are you alright?”

“No... I'm worried about my daughter. I've always worried, but now I'm worried sick.” He wiped tears from his eyes. He was just a pony after all, not some heartless machine.

“Crystal?” Fluttershy spoke ever so softly as she stepped out. She was still shivering, looking like she was still very nervous.”

“Oh Fluttershy... I'm so sorry I scared you. I... When I was given the letter... Oh Celestia, I thought my heart had stopped. I flew here as fast as I could...” He sat by the table, not making any moves. “Please forgive me.”

Fluttershy nodded and approached. “I... I'm sorry I'm such a coward.”

Crystal nodded. “Can you tell me... what attacked you and my daughter?”

“It... It had red and black mane. It was covered in black scales.” Fluttershy shuddered. “Large black wings, like a dragon's wings. It was larger than a pony... And those eyes... They were red, like blood.” Fluttershy grabbed hold of Rarity and shuddered. “It was a horrible monster. I didn't see it well. Dashie... she saw it and told me to fly. It attacked me, scratching at me, but Dashie attacked it and saved me.” She walked over and sat next to the larger Pegasus. She wrapped a wing over his back. “She's strong... She can't have been killed...”

Crystal hugged Fluttershy back. “I... I believe in Rainbow Dash. I raised her to be strong.”

Rarity smiled a little, even though she was worried. She was glad that this Pegasus was not as mean as she had thought. She could see a lot of him in Rainbow Dash.

A knock came at the front door, shaking all three ponies. Rarity hurried and answered the door.

“Is Captain Dash here?” A lower ranking Royal Guard stood before Rarity, looking almost sick to his stomach.

“Yes he is. Please, come in...” Rarity could feel her heart skip a beat at the sight of his face. This pony had either seen something horrible, or been given the news to deliver.

Captain Crystal Dash stepped out of the back room. “Private Rainsong, what news have you?”

“We... We found Rainbow Dash...” He choked. “Oh Celestia... I... I'm so sorry Captain... I...I'll take you there right away...”
...

Twilight closed yet another thick tome. She glanced at Silence Grave, her only physical company. “So, Silence. Another week to go. I bet you're 'dying' to get out of here as well.” She grinned, small fangs visible.

She levitated all dozen of her personal tomes around her. She stopped at the last one that still had some pages available. “Bring me the Necronomicon Exhaltum. The last book I need to study.”

Silence Grave nodded and flew off to fetch the book.

(Soon. Soon I can get out of here and find out what's been going on these last three bucking months.) She looked at her flank, at her cutie mark, and the four stars that remained. One of them had vanished just this morning.

Still, as worried as she should be, she wasn't. She was more... excited. She wanted to try out her new powers.

Necromancy, she had originally intended to learn a single spell that would let her find the Unicorn skeleton's skull, and hopefully, her horn. But now, she was thinking of other things.

Dark things.
...
To Be Continued...
...
Author's Note:
Good grief... four false starts, three total rewrites, and four more total overhauls of this entire chapter... I think I've finally gotten past my writers block at he very least. Hope you enjoyed.

fLuTtEr eLeVeN

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Crystal Dash, one of the Captains in Princess Celestia's Royal Guard, landed and approached the scene.

This was the LAST place he wanted to be.

At the sight of his own daughter's brutal murder.

He stopped and looked at the sticky mess of blood running down the tree, at the large pool on the ground. Feathers strewn about...

He looked up, steeling himself.

The report had been too kind for the true horror of seeing his only child, impaled so brutally on this Celestia damned tree.

The worst part... the decapitation. He would never get to see Rainbow Dash's face ever again.

Crystal Dash choked back the urge to vomit. He had to be strong for his fellow guards.

“C...Captain?”

“Rainsong... Remove her... gently. She is to be transported back to Canterlot...” Crystal turned away. “I want four volunteers. We are going to hunt this thing down and end it.”

Nearly his whole team stepped forward. Rainsong did not, even though he had wanted too. He had been given orders.

Crystal chose his best ponies for this job. They then flew into the sky, searching for any clues.
...

Fluttershy wanted to get away from Ponyville. As much as she was enjoying this game, she knew she needed to get food for her baby. Soon, if not already, he should be able to start hunting on his own.

Still, she would not abandon him. She loved her Whisper Wing, and knew he loved her back.

But Rarity was making it difficult for her to get out, seeing that she was doting so much on the 'poor Fluttershy'.

Fluttershy continued her ruse, even as it was starting to get on her nerves. She cried and sobbed and clung to Rarity, soaking her shoulder with tears.

They had heard the report, but could not believe it.

Rainbow Dash was dead?

Fluttershy broke down and had been crying for nearly an hour now, and eventually cried herself dry.

She knew this game was far too easy right now. With the Royal Guard hunting for some black dragon-like creature, she felt safer. She didn't want to push her luck though. She knew Crystal Dash loved his daughter, Rainbow Dash very much. She KNEW he was smart, that being the reason he had made Captain.

Better yet... Fluttershy knew he could, on occasion, be reckless, a trait he had been more than happy to give Rainbow Dash, meaning screwing with his mind would be easier than what most would think.

Flutter pretended to cry herself asleep, which gave Rarity the chance to lay her back in the bed.
The bed was soft, warm, and comfortable, perfect for what Fluttershy was contemplating on attempting.

She knew she had magic powers, though rarely practiced them. She also knew she had another form of power. Mental manipulation, which she also had virtually no practice with. Maybe it was time to start.

She just hoped a certain precognitive pink party pony wouldn't be able to sense her at work. Or better yet, maybe she could be her first target.
...

Pinkie Pie was in full blown Pinkamena depression mode. News of Rainbow Dash's death had hit Ponyville like an emotional tsunami.

Her friend was well known and well liked by most, well loved by the rest.

(Whoever, or whatever killed Dashie... What kind of monster could do that?) Pinkie thought. “Oh Dashie... Why? How could this happen to you? You were my best friend of all.” She looked out the window. She had wanted to cry, but just didn't have the energy.

(Well, maybe not best friend.) She suddenly heard her mind think. (After all, how often does she run away from me and avoid me?)

Where had that thought come from? Why had she thought that.

Still, there was truth in it.

(She did call me annoying and childish before. A real friend wouldn't do that.) She thought
again.

Would a best friend say something like that about another best friend?

(When was the last time we hung out? It was months ago, wasn't it?)

Pinkie Pie couldn't remember. Her eyes started to narrow to pinpoints.

(When was the last time any of my friends really did anything for me? I'm always cheering them up. Always throwing them parties. Yet where are they now?)

She was all alone right now. Applejack and Rarity were not here to comfort her, to be comforted in return. Shouldn't friends do things like that for each other?

(No, here I am, all alone...)

(Who needs friends...) Her real mind thought. (I'm better off without friends. I won't get hurt anymore if I don't have friends.)

A slight, creepy grin crossed Pinkie Pie's lips at this next, very disturbing thought. (Maybe this 'thing' can be my friend.)

Pinkie Pie giggled creepily.
...

Fluttershy had touched Pinkie Pie's mind. She had thought it would be stronger, better defended.

But it had been so open and receptive to her mental manipulations, especially in its current state.

Under the blankets, Fluttershy grinned, her eyes blood red and her fangs fully sharp.

These features changed back to that of the harmless Fluttershy as she heard Rarity enter the room again.

She felt Rarity lay down on the bed next to her, atop the blankets next to Fluttershy.

“Fluttershy?”

No answer, just slightly sobbing, sleeping breaths.

Rarity didn't speak again, but rolled over and hugged the yellow Pegasus. She too had cried herself dry. She just lay there, feeling comfort from her gentle and kind friend.

(Oh Rarity... You have no idea that you are laying with the one you should be running from. So ironic, isn't it?) She shifted. “Rarity?”

“Oh Fluttershy. I didn't wake you, did I?”

“No. This is nice. Warm. I almost feel like this has just been a dream.”

“A nightmare more like it.” Rarity choked a little. “They recovered Rainbow Dash's body.”

Fluttershy nodded weakly, hiding her delighted grin under the blanket. She then hid her grin and uncovered her head. “Maybe we should go see her... to say good bye?”

“I can't... I heard that there was so much blood... and... Oh Fluttershy... the Monster took her head.”

“Her... Her head?” (Of course I did. Otherwise Twilight might be able to use her brain. If she can somehow use a skeleton to find it's own head, there's no telling what she could do with the brain.) She thought to the place the head had been disposed of in.

A red ant nest. They would have that skull stripped of all flesh within only hours. There would be no way for anypony to use that skull to find out the truth of Rainbow Dash's death, even if they did find the skull.

Rarity nodded. “I heard they're going to bring her body to the hospital here, and keep it in cold storage with the Unicorn's skeleton. Rainbow's father wanted to bring her back to Canterlot, but he received orders from the Princess herself to do otherwise.”

“Why?” Fluttershy asked. (So this means Twilight gets some bodies to play with. Well, I'll just have to leave her with more. All in good time though, all in good time.) She glanced out the window. It was only mid afternoon. Tonight, she had to hunt. There was no way her baby would keep going hungry.
...

Dark Lady Twilight Deathspark looked at her cutie mark and wondered. “Why did one of my five stars vanish? Could they signify my friends? Why did one vanish?” She rubbed it and thought some more. “Did one of them... die?” She felt a frown cross her lips.

Twilight had never really thought that those stars represented her friends before. She just thought it showed her high aptitude with magic. Was she destined to only ever have those five friends?

Well, it was possible one was dead now.

So make that four friends now.

Twilight shrugged, then got back to her latest spell. She scribbled runes onto Silence Grave's bones, using her own blood.

“Soon my friend, soon. You will be more than just a pile of bones.” She grinned again, knowing that Silence Grave would be a very valuable tool and assistant. One who was not mouthy at times. One who did not need to sleep at all.

Spike was still a baby, but eventually he would grow and leave. He was a dragon after all, and he was already expensive to be kept fed, what with his need to eat valuable gems. The sooner he grew up and left, the better.

Silence Grave was a much better assistant. Never talking back. Never arguing. Never falling asleep at the worst possible time.

“Silence Grave, take a note.” Twilight’s grin grew. “Dear Princess Celestia. I have learned so much in these last three months. I have learned the truth behind you and your sister, and I can never repay you for this. The best I can do is hopefully join you at your side some day. Your most faithful student, Dark Lady Twilight Deathspark.”

She checked Silence Graves writing. The script was elegant, flawless and beautiful. “Oh you must have been an artist in your previous life my friend.” She nuzzled the skeletal head. “Send it.”

Silence Grave released a flash of dark violet flame that incinerated the letter, sending it off to the Princess.

Her first successful delivery, she hoped.
...

Celestia had indeed received the letter and was reading it in the privacy of her own office. “Dark Lady Twilight Deathspark. Such a pretty name. A shame she will have to change it to rule at my and mine sister's sides.”

Celestia smiled gently and sent the scroll to the sun. This was one letter she would not share with her beloved Luna. She didn't need to know, not yet at least.
...

Pinkie Pie's mind continued along the path that had started so suddenly. Her depression increased, but was also taking a strange course.

With the thoughts and realization that her 'friends' were only using her to make themselves feel better, she figured it was time, once again, to find new friends. This time though, it would not be a pile of rocks or a bucket of turnips.

Her friend had to be one who understood her, who would appreciate her for who she was and what her talents were for. Just because her talent was throwing parties and making others happy did not mean she had to be used by them. Maybe she should start using them back, to make herself happy?

Pinkie Pie crawled out of bed and headed downstairs to the bakery. She needed to feel happy again, and somepony was going to make her feel happy, if they liked it, or not.
...

It was late at night now, and Rarity was sleeping soundly, thanks to Fluttershy giving her soft, pleasant dreams. There was no need to cause her generous friend such strife.

Fluttershy slipped on silent hooves to the window. A peak outside and she spotted two of Crystal Dash's ponies patrolling. They looked sharp, and aware, and there was most likely more than one patrol.

(Interesting. Getting out of town may be a fun little game in itself.) Fluttershy moved silently from the bedroom and down to the main floor. Entering the basement without any sound was just as easy.

When it came to actually leaving the basement through the outside cellar doors, Fluttershy had to take care that the door didn't make any noise when it opened. Peeking out, she saw a pair of guards across the market square, in front of Sugarcube Corner.

(A distraction would be perfect about now.) Fluttershy smiled as she watched the front door to the confectionery open, revealing Pinkie Pie, with her beautiful, strait hair.

(Perfect.)
...

Pinkie Pie had stepped outside for a breath of the clear night air. She had been busy in the kitchen for over an hour now, working away quietly as she baked some cookies.

She spotted the two guards and smiled a little.

Though, perhaps smiling while one was feeling... less than mentally stable? Well, maybe smiling was not the best idea.

The pair of guards glanced uneasily at Pinkie Pie.

“Ma'am? It's not safe to come out at night. You should go back inside.”

“I should? But it's a beautiful summer night.” Pinkie Pie pouted. “Maybe you'd like some cookies? I couldn't sleep and I just baked them. They're fresh out of the oven. The chocolate chips are still gooy and warm.”

“I don't know...” One of the guards said, as the tantalizing scent of the fresh cookies invaded his nostrils. “Well... maybe just one. We are on duty.”

“Of course.” Pinkie Pie smiled and lead the pair into the kitchen.
...

Fluttershy took this moment to cross the market square, keeping to the shadows. As silent as she was, she nearly stumbled into another pair of guards as they passed by the alley way she was currently passing through.

She remained unnoticed, even as one guard looked through the ally. Thank goodness for the few crates behind this store.

Once the guards passed and were out of sight, Fluttershy pressed on to the far side of town, toward the road that lead up to her home.

Along the path, she saw an oddly large number of hoof prints, heading in both directions.

(Somepony is patrolling up and down this road.) A grin crossed her lips, and Fluttershy vanished into the shadows of the bushes.

A little known fact about 'Druids', they could pass through forests and bushes with insane silence, not even disturbing leaves as they passed.

Fluttershy was the closest thing in Equestria to a druid.

It was easy to spot the two young guards as they walked toward Fluttershy's empty cottage. She followed them, making not even a whisper of a sound.

“Why are we walking up and down this road again?” One asked the other.

Other glanced at One. “Because you drew the short straw... again.”

One fumed. “Oh come on. You're the one who told me that today would be my lucky day.”

“Ok, so my talent for guessing people's luck isn't perfect.” Other chuckled.

Before One could say anything else, a dark shape, silent as a shadow, and swift like the wind flew past.

One was suddenly standing all alone. His friend had not even made a sound as whatever that dark form was took him away.

The young stallion on the other hoof, he turned and ran for town. He blew his whistle, three quick sounds.

Indeed, he had been lucky today, for it had been his partner who had been taken, not himself.
...

The wind had been knocked clean out of him from the sudden impact. The speed of the attack had caused him to even black out for who knew how long.

He was laying on the ground, and he was hurting, especially his wings.

Wait, his wings were hurting? He looked and saw they had been cut up pretty badly. Not badly enough to keep him from flying, at least a little, but badly enough that it would take weeks to recover.

He then became aware of his surroundings. It was dark, but his eyes adjusted slowly, just enough for him to see the dark forest all around him.

“Great... Am I in the Everfree?” He reached for his sword and drew it. At least whatever had grabbed him had left him armed. He might be able to defend himself how.

“Hello?” A frightened voice called out. It was soft, and cute, but so very frightened.

He knew he had to protect whoever this voice belonged too. He sheathed his sword and called out. “Hello? Who's there?”

“It's so dark.” The voice was female, that was for sure.

“Come toward my voice. I'll protect you.” The guard listened. He could hear the movement to his right, but the voice had come from his left. He drew the sword and turned.

Emerging from the bushes came a pink Earth Pony with strait hair and blue eyes. He almost felt relieved till he saw the somewhat less than sane look on her face.

“Who are you.” The guard demanded through gritted teeth.

“I'm Pinkie Pie. I followed my friend here, after she grabbed you.”

Fluttershy, hidden and silent could have sworn. Pinkie had actually followed her through the forest? How could she not have noticed?

“Wait, what are you talking about?”

Pinkie walked past the guard. “Fluttershy? I know you're there. You were in my head earlier, weren't you?”

Again Fluttershy wanted to swear, to attack and kill both these ponies.

“It was so nice of you to do something for me. You let me know that my friends are not really my friends, all but you that is.”

Fluttershy blinked. Pinkie Pie had been aware that it had been herself? She had THOUGHT she had been using Pinkie Pie's own voice. Emerging from the bushes, Fluttershy smiled. “Pinkie Pie?”

She hugged Fluttershy. “I saw you sneaking out of Rarity's, so I decided to help you. I heard my voice in my mind, but I knew it was you, you and somepony else.” She smiled. “I'd love to meet Blackthorn.”

Fluttershy tensed up. “How do you know that name?”

“Well, just like you can enter my mind, I've entered yours. The moment I saw you sneaking out of Rarity's, I realized we have a connection. You can read my mind, and I can read yours.” Her smile was a genuine, kind smile. “So, we're still friends, right?”

“Of course.” Fluttershy hugged Fluttershy tightly. “So, you know why I'm out here, right?”

“Of course.” Pinkie Pie smiled. “And I wouldn't dream of getting in your way. You're taking care of your baby.” She squeed happily. “I so want to meet him.”

Fluttershy smiled, this time at the guard, who was slowly backing away, unsure what to do. “You're not getting away. My baby wants to meet you.” Her features changed, becoming feral, dangerous.

Pinkie Pie's eyes went wide in wonder. Fluttershy looked so beautiful, more so than she normally did. This wild, monstrous form really suited her.

The guard stood ready, his sharp sword drawn and clenched in his teeth. The pair circled each other, each watching the other and waiting for one to make the first move.

As the guard circles around, he remembered the pink pony, the one who had just been friendly with this sick looking freak. He glanced toward her, and saw she was still standing there.

“Eyes forward.” Pinkie Pie smiled, her eyes uneven in size, and her grin twisted and insane.

He turned forward to see the red / black maned monster had not moved to attack.

“I could have just killed you three times in those short seconds.” Flutter snarled. “Try taking this a little more seriously.”

“Buck you Monster.” He jumped forward, blade flashing toward.

The blade bit into flesh, but didn't slow the claws down as they raked his armor, and flesh underneath.

He gasped as those claws has cut through his bronze armor like it had been paper.

Another series of rapid slashes and he was knocked back, loosing his weapon.

Flutter stood over the downed and bleeding guard.

“You are what protects Celestia?” Flutter grinned. “Pathetic.” He held up her cut foreleg and watched the injury heal up almost in seconds. “You, and a hundred like you, could never hope to kill me, or my baby.” She turned her head. “Isn't that right Blackthorn?”

Pinkie Pie turned and gasped in delight.

Blackthorn was just as 'beautiful' as his mother. He may have had a white and blood red coat, but he was certainly his mothers son.

“Hello, Mother.” He spoke to her for the first time ever, using words, not thoughts. “I'm so hungry. Is this my meal?”

“Yes my dear son.” Fluttershy was filled with pride. “Do you want me to feed you?”

“May I feed myself this time?”

“Of course.”

Pinkie watched in a little confusion as Blackthorn stung the Guard. Then in a mix of horror and wonder as he tore into the guards abdomen.

The guard, he was not dieing as he was being eaten alive.

Pinkie Pie looked at Fluttershy. She had a look of joy and pride on her face. She walked around the screaming carnage and stood next to the Pegasus that now stood a hoof taller than herself. “You have a beautiful son.”

“Yes, I do. I'm so proud of him.” She smiled fondly at Pinkie Pie. “He can join in the hunts now.”

“Can I join? I... I'm tired of Ponyville. I want to be with the one pony who never takes advantage of me.” She nuzzled Flutter, not even afraid of her strange appearance that would bring terror to virtually any other pony alive.

Flutter nudged her friend back. “Of course. I would love to have you by my side.” She smiled at Blackthorn. “And Blackthorn might enjoy some female company. He's of age you know.”

Pinkie Pie grinned, a slight red flicker in her eyes. “Oh yes. I'd love that so much.”
...
To Be Continued...
...
Author's Notes:
Oh noes... Pinkie Pie? She's going mad? Or is she starting to think 'sane' thoughts? Tune in next time kiddies. Things are going to get very interesting.

fLuTtEr tWeLvE

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The entire force of fourteen guards were up now, with Captain Crystal Dash taking the lead. They arrived near the sight of the attack.

“Show me where you were standing.” Crystal ordered the 'lucky' guard.

“I was right here, facing Corporal Snow. It was unreal what happened. One second we we were talking, and the next, he was gone. It was a dark shadow. So fast, and silent.”

Crystal looked down at the ground where Snow had been standing. His hoof prints were there, leading up to this point, then nothing leading away. “Spread out and search. There must be some clue left behind by the attacker.”

“Sir!” The guards saluted and dot to work. It was still dark, but they all carried light stones.

The search was fruitless. No tracks, broken twigs, nothing.

Crystal looked up the road, toward the home of Carrot Top. His last visit here had not been a pleasant one either. He knew, further up the road was Fluttershy's home. She had been evacuated and had been living with Rainbow Dash.

The Captain shivered slightly from the odd chill in the air. It felt like he was being watched.

“Captain.” The Private who had been with Snow approached. “Just like last time we were here, there's no evidence. Whatever we are dealing with isn't natural.”

“I agree. The only survivor is Fluttershy...” Crystal looked back toward town. “We need to question her again.”

The Private nodded. “Shall I go get her?”

“No, bringing her out into the open may be a very bad idea. It's possible that this thing may try to go after her.”

“Of course Captain.”

The sound of a twig snapping in a nearby bush caught ALL the guard's attention. They turned to see a pink pony emerge from the bushes.

“Oh hello.” Pinkie Pie grinned, looking bright and cheery. “What are all of you doing here? Having a party?”

Crystal stepped forward. “Ma'am, this is not a safe place to be right now.”

“It can't be as bad as the Everfree Forest. The mess was really messy.”

“Mess?” The Captain raised an eye.

“Oh yes. Bits and pieces all over the place.” She reached over her shoulder and pulled out a sword. “Found this though. It looks like one of yours.”

“Where did you find that?”

“In the forest. I can show you where.”

Crystal nodded. “You're Pinkie Pie, right? One of Rainbow Dash's friends, right?”

Pinkie hung her head, looking sad. “Yup. I'm really sad she died, but I'm happy knowing that you're here to protect all of us.” She placed the sword back at her side. “I'll show you where I found this.”
...

The scene was gory, to say the least. The remains of Snow were strewn about the small clearing, what little there was left of the poor guard pony. Blood splattered the trees, bushes and rocks.

As expected, there was no sign of the head.

“See? A messy mess.” Pinkie Pie's ears twitched a little. “Say, anypony else notice how quiet it is?”

Oh yes, indeed it was quiet. No nighttime creatures could be heard. Not even insects. The air was still, and it was very unnerving.

“Sir?” The Private who had been teamed up with Snow looked just as scared as the rest of the team. “I think we should get out of here.”

Crystal nodded. “Gather up Snow's remains and let's head back to Ponyville...”

“Hey, where's Red Leaf?” Another guard asked, noticing the pony that had been RIGHT beside him moments ago was gone.

“Circle formation.” Crystal suddenly ordered. In seconds, the thirteen guards were facing outwards from a protective circle, with Pinkie Pie in the center. “Protect the civilian.” He drew his sword, as did every other pony who had one, including Pinkie Pie.

Pinkie was grinning as she eyed Crystal Dash's vulnerable back. He was so scared, so vulnerable.

She glanced to her left and watched as a white streak dropped from above and silently made off with the talkative private. The two ponies on either side of him had not even realized he was missing. At least, not until his corpse hit the ground at the edge of the small clearing, his throat ripped out.

This caused panic and three of the younger guards bolted, screaming for their mommies. They bolted all in different directions. Their crashing through the bushes was cut short, one at a time, and only the last one had a chance to scream before falling silent.

“And then there were ten.” Pinkie whispered in a creepy voice, just loud enough to make all remaining ten guard's manes and tails go on end.

Crystal spun around, glaring at Pinkie Pie. “You... You lead us here...”

Pinkie giggled maniacally. “You should watch your back Cappy.” Her eyes were uneven, and that crooked grin was not one of a sane pony.

A scream from his right, and another guard vanished.

The remaining guards moved away from Pinkie Pie and next to the Captain.

As her blue eyes turned a blood red, Pinkie Pie laughed. “Your numbers are dwindling. What will you do? If you run, one or two of you might make it out of the forest, but will you even make it to Ponyville?”

“You're the one behind these disappearances?”

“Oh Cappy, do you think that little Pinkamena Diane Pie is the one you should be focusing your attention on? You're down another pair.”

Crystal looked and a quick head count, he was indeed down to Six, Seven if he included himself. “Retreat. Back to Ponyville.” He took the lead, remembering the way back easily. He heard another scream and a sickening crunch behind him. (Six.) He thought. From having fourteen under his command, he was down to five left.

A quick glance back and his blood ran cold.

“One...” He slowed and backed toward the edge of the forest, praying these things might not follow him out.

A pair of glowing red eyes opened in the dark path before him. The light from his light stone glinting off a length of metal.

“Pinkie?”

He was answered by the maddening giggle. “Giggle at the ghosties.” And she lunged forward.

Crystal parried with his sword, and was pushed back. This mare, she was no trained fighter, but she moved like she was dancing, and she was fast, almost impossibly fast.

Still, he was just as fast, and he was a trained fighter. Sure, he never had thought he's ever really NEED to actually fight, but he did have the basic training.

Pinkie Pie would attack quickly, moving almost in ways that were impossible for a pony to move, never mind attack from. She kept the Captain on his guard, and finally managed to get a slight nick oh his shoulder.

“I win.” She giggled and bounced around and stood triumphantly on her hind hooves..

Captain Crystal Dash saw this as an opportunity. He had never killed another pony, or any creature before, but as she buried the sword into Pinkie Pie's chest, he felt sick to his own stomach. He released the grip on the sword and staggered back, staring at Pinkie Pie, who was still standing upright on her hind legs, a confused and pained look in her eyes.

“But... I won...” She coughed up blood and staggered, falling to all four hooves. “You... cheated...” She gasped out before falling to her side.

Crystal stepped back and felt his legs shaking. His vision blurred and the small nick on his neck was burning like it had been rubbed with salt. He looked down at Pinkie's dropped sword and saw the black substance on it.

“Poison?” He coughed and staggered, leaning against a tree. “P... Princess... We... failed...” His vision went black and he felt no more.
...

Pinkie Pie had never felt pain like this before. Her chest burned and it was hard to breath.

“Mother?” Walked up, an actual look on concern on his face. He was evil and cruel, a predator, but when it came to his mother, he was a good son... mostly.

“Shh Blackthorn.” Flutters smiled. “My friend Pinkie Pie will be alright.” She then leaned down and whispered into Pinkie's ear. “I won't let you die.”

Pinkie gritted her teeth as Flutter pulled the sword from her chest. A moment later, the yellow creature stung her in the shoulder.

“This venom I injected you with will keep you from dieing, but it will slowly paralyse you for a short while.”

Pinkie nodded as she felt her body growing weaker from the loss of blood.

Flutter's horn started glowing. Moss, leaves and vines floated over and were used to bind the puncture wound. The process hurt like mad, but Pinkie Pie didn't cry out. She only whimpered.

As Flutter finished, she turned to Blackthorn. “Sweetie?”

“Yes Mother?”

“Pinkie Pie is a dear friend, you understand, correct?”

“I will treat her as you would treat her.” The hansom monster nodded. He knelt next to Pinkie Pie. “I can heal her, but it will be very painful.”

Flutter raised an eye. “How?”

Blackthorn smiled at his mother. “Remember when you were stung?”

“No, but I believe that's how I became pregnant with you.”

“It is.”

“But... the thing that stung me, it died.” Flutter shook her head. “I won't let you die like that.”

“Mother, I will be alright. I won't be stinging her.”

“What will you do?”

“First, for her to live, she must come close to death. I'll take her home and begin. Will you be alright with disposing of the evidence?”

“Yes, I'll be fine.” Flutter looked down at the captain. “I still haven't eaten yet.”

Blackthorn shook his head. “Don't eat him. He's been poisoned. It tastes really bitter.”
...

Pinkie Pie was glad for Flutter's venom that coursed through her veins. It meant she would not be dieing from her internal bleeding. Still, it hurt so much. Heck, she knew she should be dead right now.

She couldn't move at all as Blackthorn set her down on the floor of his huge tree home.

“Don't worry. I won't hurt you. You're an important friend of Mothers.” He walked out of Pinkie's line of vision, allowing her to see a familiar orange pony.

(Carrot Top?)

Carrot Top watched her, a strange, dazed look on her face, almost like she didn't know who she was looking at. A metal collar was around her neck, connected to a chain that was hooked to the wall.

Blackthorn stepped back into view. “Now, Pinkie Pie was it? I'm going to be doing something quite painful to you, but I am not harming you. Right now, you're drowning in your own blood, and I'm going to have to deal with that.”

He opened his mouth, his fangs growing long and thin. He bit down onto her neck, piercing her jugular.

Pinkie would have cried in pain, but she simply couldn't. She could feel him sucking out her blood. Her entire body started feeling deathly cold, but she was still alive.

“Ah...” Blackthorn pulled back, blood dripping from his mouth. “Don't worry. I'll be doing you quite a favor now.” His tail rose up, the stinger coming toward her neck.

(Wait... His venom... It's deadly. A small cut killed Cappy... He's going to kill me... FLUTTERSHY!!!) She mentally screamed.

<Shh, it's alright Pinkie.> Fluttershy's voice echoed soothingly in her mind. <He isn't going to kill you.>

Pinkie felt the needle thin stinger pierce her neck and start pumping in lots of fluids. <He's stinging me... Fluttershy, please help me. I'm scared.>

“It's ok Pinkie Pie.” Blackthorn whispered softly. “I'm giving you your blood back, mixed with mine. You'll start healing quickly now.”

Pinkie was actually starting to feel the pain slowly receding. She was also starting to regain her ability to move. Her body was warming back up, and a feeling of euphoria swept through her. “Black... Thorn...” She managed to speak.

“Almost done.” He gave a final pump of blood and pulled the stinger out. “There, you should be feeling better quickly.”

Pinkie could move again, and the pain and discomfort was fading away, being replaced by a rush of energy that flowed through her body. She sat up and sighed with delight. “I... I'm ok. Oh thank you Blackthorn.”

He smiled, his teeth back to their normal feline ones. “Mother asked I save you, and I have.” He smiled as he walked around her, looking at her from all angles. “You are very cute, much better looking than 'her'.” He pointed at Carrot Top with his tail.

“Carrot Top... We thought she was dead.”

“No, she's very much alive. She's my plaything, though I believe I broke her. Her mind that is.” He chuckled. “Ever seen a normal pony eat meat?”

“Ponies can't eat meat.” Pinkie replied, then took on a thoughtful look, hoof on chin. “What does it taste like? What's it feel like in your mouth?” She licked her lips. As she did so, she felt her teeth. Small fangs were felt by her tongue.

“Would you like to try some?” Flutter asked as she landed, the body of one of the guards dropping onto the floor. “It's so wonderful.”

Pinkie stared at the guard. “Fluttershy? I... I don't know.”

“It's alright Pinkie.” Blackthorn rested a wing over her back. “My blood is changing you. I'm sure you can feel it. You can eat meat as well as plants.”

“I... I do feel different.”

Flutter dragged the guard over by a leg, drawing blood which Pinkie could smell. She set him down and Pinkie could see, much to her surprise, he was still breathing. “I saved one for dinner.” She smiled at Pinkie. “Your dinner my dear Pinkamena Diane Pie.”

Pinkie gulped nervously. “But.. He's still alive.”

Blackthorn nudged Pinkie. “Of course. Dead flesh is not as good as warm, living flesh.” He smiled down at the guard, grabbing his head and looking into his eyes. “Soaked with fear, the flesh tastes divine.”

Pinkie looked into the guards eyes, her crooked and insane face appearing suddenly. “You don't say?” She licked her lips.

Flutter tapped the guard's neck. “It's best if you drink them dry first. That way there's less of a bloody mess to clean up afterwards.” She then glanced at Carrot Top. “Keeping her as a pet?”

Blackthorn flashed a dark grin at Carrot Top. “You could say that. Her mind was not strong. I broke her so easily. Pinkie Pie is something special. She's strong, like we are.” He smiled at the pink mare. “So, go on and eat.”

Pinkie nodded and carefully ran her fangs along the guard's neck. She shivered in delight as she felt the pulse and bit down, piercing his jugular. The hot coppery blood filled her mouth and poured down her throat. The sensation was familiar, like when Pinkie consumed her favourite baked goodies. She always felt really good while eating and simply loved the sugar rush afterwards.

How would she feel after drinking this stallion's blood? She wanted to know as she gulped greedily. She could feel his pulse slowing, and finally stopping as she sucked the last drops of blood from him.

Stepping back, Pinkie felt the rush flow through her entire body. It was not the sugary rush from sweets, but a power rush. She felt better in every way.

“Did you enjoy that dear?” Blackthorn smiled.

“Oh yes, very much.” She licked her lips. “I... I feel so much better than ever before.” Pinkie looked down and could still see his eyes quivering in fear, even though his chest had stopped moving. “He's still alive?”

Flutter nuzzled Pinkie affectionately. “Of course. My venom keeps the brain alive.” She glanced at Pinkie's full belly. “Are you full?”

“I'm stuffed.” Pinkie patted her belly. “And I'm starting to feel really tired.”

“Then we should return to Ponyville. I don't want the ponies to get suspicious.”

Pinkie smiled sweetly, but with a slight twisted edge. “Of course. I hope I can come back soon.”

“You will.” Blackthorn smiled. “My blood will slowly change you. It might be a little frightening and painful at times though.”

Pinkie nodded. “I understand.” She then turned to Flutter. “Let's go home, but first...” She turned, and grinned madly down at the guard. Her eyes showing how drunk she was on this new power.

Pinkie Pie drew his dagger.
...

Rarity awoke a little earlier than she had intended. Fluttershy was not in bed, and she wanted to panic. Then she heard the ruckus outside. A few screams of terror.

Rushing downstairs and outside, Rarity felt her stomach heave.

Pony skins had been stretched out on frames and set in a circle in the town square.

One skin really caught Rarity's attention. Captain Crystal Dash's coat and mane were unmistakable.

“Oh Celestia...” She gasped. She turned and rushed back inside. “Oh dear Celestia... what happened last night? All the Royal Guards... skinned...”

“Skinned?” Fluttershy's voice gasped.

Rarity looked up the stairs and saw Fluttershy standing in the bathroom doorway. “Oh Fluttershy... It's horrible... All the royal guards that came to Ponyville... They've all been killed last night.”

“Oh no... Even Crystal? Dashie's dad?”

“Please... don't go outside... It's so horrible.” Rarity felt her stomach heave again. She rushed past the yellow Pegasus and into the bathroom.

Fluttershy smiled cutely once the door slammed shut. (Oh Rarity. You are just so... innocent.) She trotted down the stairs and looked out the window. (Pinkie Pie sure did a wonderful job, and all in just an hour. She certainly is talented with a blade.) She closed the curtain and entered the kitchen, waiting for Rarity.

(I wonder how today is going to be turn out?)
...

Pinkie Pie was all smiles again, her mane and tail, oddly, were still strait.

She admired herself in the mirror. Her sharp teeth which she could make look like pony teeth. Her blood red eyes that could become blue. She could feel the changes that were happening inside her, and they were a little uncomfortable.

Perhaps when the major changes happened, then she might feel the pain again. She simply wondered (How long till I'm beautiful like Flutter?)
...
To Be Continued...
...
Authors Note:
Been asked a few times about Carrot Top. Now you know. This chapter was daunting to start, and had to be rewritten three times from start to finish. Believe me when I say I've finally cracked that writer's wall that's before me.
Anyway, I hope you enjoyed this chapter. More of Pinkie Pie in the next chapter, and Applejack too (been leaving her out WAY too much...). This time I will keep my promise to bring in Dark Lady Twilight Deathspark. She's so bad ass.
Editor's Note:
I know my wife said she would be bringing Twilight back in this chapter, but the original draft of this chapter felt incomplete. It was WAY too rushed, and made my brain nearly bleed and ooze out my ears. She's not allowed to write without coffee. Ever. (A/N: or a nice stiff drink while I'm writing.)

fLuTtEr tHiRtEeN

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After the brutal deaths and displaying of the Royal Guard's hides, half of Ponyville's population left that very same day. In the following days, even more and more would leave as well.

Or perhaps they were not really leaving, but going missing?
...

Evening, the sky dark and overcast. With all the Weather Ponies having left, weather over Ponyville was much the same as over the Everfree, running wild as nature's whims dictated.

Pokey Pierce was running a very important errand, his last one in Ponyville before he left for Manehattan first thing in the morning. To many Ponies were leaving, or just vanishing.

Every little shadow made him jump. Every little sound made him want to cry in fright. He took a wide path around any ally ways, believing he would see movement every time he passed one. All he had to do was cross half way across town and he would be safely at home.

His saddlebags jingled with his life savings, which he had taken out of the bank just an hour ago. He did not want to leave this town poor after all.

“Ah, home.” He quickened his pace, almost galloping for home. He figured, only a single narrow ally before I reach my door. Nothing's happened so far.

As he passed the dark opening, pink claws and fangs reached out. A squelch of blood and a crunch of his throat cut short his scream. Razor sharp claws ripped into his chest, latching onto his rib cage and dragging him into the ally.

The sickening crunching sounds, snapping of bones, rending of flesh. It was unheard by any pony.
...

Fluttershy watched as Rarity packed her belongings.

“Fluttershy, we should go to your place so you can pack up as well. Her can leave by noon if we're lucky.”

“Oh I don't know Rarity. Twilight should be back by tomorrow at the latest. Together I'm certain we can do something. Right?” Fluttershy shivered a little. (Why am I feeling so nervous? Twilight is the Princess's little pet. She can't be stronger than me and Blackthorn. Even Pinkie Pie, I bet she'd be more than a match for her now.)

Fluttershy's thoughts turned to the pink pony. She was loving her new found strength and speed. Her lust for blood was quite impressive. Now if only she was a little more careful. Five ponies had mysteriously vanished this past week alone.

Sure, Fluttershy and Blackthorn were to blame for two of them, but Pinky was almost insatiable. And picky.

Pinkie Pie didn't eat everything, which was why she hunted more often, but Fluttershy didn't mind. Pinkie would learn eventually.

And the fear she was causing this small community. The air smelled thick of it.

Fluttershy kept her smile to herself, not wanting to make the worried Rarity suspicious.

“Well, Twilight has been gone for three whole terrifying months.” Rarity chided Fluttershy. “Whatever we're dealing with, it's very dangerous. There's rumors that not everypony who's left town has actually 'left town', if you know what I mean.”

“Oh dear... You mean, they're hiding in town?”

Rarity shook her head. “No, I've heard rumors that there have been some bloody messes in the alleyways. I haven't seen them, but you know how fear can cause rumors.”

“Oh yes, I know.” Fluttershy grinned a little before hiding it. “I still think Twilight is our best chance at solving this whole situation.” (She might just be fun to hunt, with all her magic. I wonder what she's learned from Celestia these past months. It must be something quite impressive.)

“Oh dear, something completely slipped my mind.” Rarity fretted as she glanced out the window, into the inky darkness. “I really need to talk to Pinkie Pie. I haven't seen her at all much this week. We need to tell her we're planning on leaving.”

“What about Applejack?”

“I had Spike send her a letter earlier.” Rarity replied. “She should be packing up her family right now.”

Fluttershy nodded. “I see. That's good.” (Hmm, this is going to be a problem if we all move out of Ponyville... I think it's nearly time I left.)

“You stay here, I'll be back shortly.”

Fluttershy whimpered a little. “Be careful.”

“I will Darling.” With that, the white Unicorn headed off toward Sugar Cube Corner.
...

“I spy with my bloodshot eye... A pretty white Unicorn what comes my way.” Pinkie Pie giggled. “I wonder how red would look, splashed across her pristine white coat? Oh, but I just fed. Maybe we'll just... play. Oh yes, a fun little game, just her and you and you and I.”

Pinkie turned and smiled at the two severed heads that had been jammed down onto her bedposts.

Mr. and Mrs. Cake. They had actually left the town, but Pinkie had followed them, and brought them back. Well, just their heads.

Pinkie made sure she looked 'presentable' her cannons covered in bandages, thin lines of blood seeping through.

The cutting and the pain was always pleasurable.

Pinkie Pie opened the door to a slightly startled Rarity, her own hoof raised to knock.

“Oh, Pinkie.” She chuckled nervously. “Um, can I come in?”

“Oh sure. Come right in.” Pinkie smiled 'cutely'. The only thing that made her smile seem wrong was her strait mane and tail.

Rarity entered the darkened bakery. A single light could be seen coming from the stairway up to Pinkie Pie's apartment. “Pinkie Dear, I'm just here to let you know that I intend to leave Ponyville tomorrow with Applejack and Fluttershy.”

The door clicked shut. “Flutter? She can't leave.”

“What?” Rarity turned around. “Pinkie, what do you mean by that?”

“Flutter is my only friend left.” Her smile went crooked and her eyes went off, making this pony look like some deranged homicidal maniac. “She's always nice to me.” She stepped forward.

“Pinkie, please stop this. You're creeping me out.”

“Oh? I'm sorry if you think I'm cReEpY.” Her voice cracked as her grin became filled with sharp teeth. Her hooves crack and creaked painfully as they became claws. He shoulders stretched, the sounds of bones and muscle snapping and tearing as partially grown wings erupted, dripping with blood. A bloody horn ripped from her forehead. “Maybe I'll show you just how creepy I can be.” Her blue eyes were blood red now, bloody tears running down her face.

Rarity opened her mouth to scream, but Pinkie was on her, a claw covering her mouth. “No screaming now.” Pinkie bit down onto Rarity's horn.

The sickening crunch was accompanied by an explosion of pain. The claws digging into her face around her mouth, keeping her screams muffled.

Pinkie cackled as she dragged the kicking and struggling Rarity into the dark basement.
...

Fluttershy stood in Rarity's bedroom, smiling as she looked out the window toward the confectionery. . “Oh Rarity. You silly pony. Walk into the Lion's Den will you?” She could feel Pinkie's joy as she tortured Rarity in the darkness of the basement. No sounds of any screams escaped outside.

Then she felt something else. A dark, terrifying shiver run down her spine. A dark, wave of magic washed over the town.

“Twilight Sparkle.” Fluttershy grinned. “Welcome home.”
...

The lavender mare who had emerged from the Halls of the Forsaken was not the lavender mare who had entered three months ago.

Her mane was black, with a streak of pink and purple running through it. Her take was the same. Her amethyst eyes were a darker purple now, and rather than looking friendly, they looked cold. Her front right hoof was covered by black fur, all the way to her knee.

The mare wore black and solver silk clothing, black leather leggings with straps, buckles and even some spikes. Her hooded cloak covered her, hiding her in the black and silver spider web pattern.

Walking silently behind her, another cloaked and leather bound pony, tall as Princess Luna, but as broad as Big Macintosh. His diamond eyes glowed with a pale, haunting violet light.

“Dark Mistress Twilight Deathspark.” Princess Celestia bowed her head, showing she now viewed this smaller mare as an equal.

“Princess Celestia.” Deathspark bowed as well. “I thank you for this opportunity to have become more than what I cold ever have dreamed.”

“Within the century, you will stand by my side, as a Goddess.” Celestia smiled, then stepped aside as Princess Luna stepped forward, bowing.

“So, you have gone through the trial and lived.” Luna glanced at Silence Brave. “Most impressive I must say. My first creation was not so... stable.”

Deathspark let a smile play across her lips. “I learned from your past mistakes, and I hope to not make the same ones.” She glanced at her servant. “This is Silence Grave. He's quite a valuable assistant.”

Celestia smiled. “He is quite wonderful. Now, I should tell you about the reports I have been receiving from Ponyville. Spike is nearly at his whits end. Only his loyalty to you has kept him in Ponyville.”

“Tell me all you know.”
...

Midnight, Friday the thirteenth, and a full moon.

Dark purple flames emerged from the ground, taking on two solid forms.

“Silence Grave, I want you to stay out of sight. I have to go find my friends.”

Silence Grave nodded and stepped into the shadows. Only the pale violet of his eyes could be seen, like a pair of haunting candle flames.

Deathspark walked into the town, feeling the fear like it was almost a solid force. She grinned as she approached the library.
...

Spike hated it. For months he cared for this library, and would send letter after letter from Rarity off to the Princess.

He missed Twilight, and was hoping that she would be back tomorrow.

The knock at the front door made Spike jump, nearly out of his skin. He turned toward the front door and shuddered. He was getting a very bad feeling from the other side of it.

“Spike?” A voice. A most wonderful voice.

“Twilight?” Spike jumped up and rushed to the door. He peeked out through a little hole he had drilled. “Is that really you?” All he could see was a familiar patch of Lavender coat.

“Spike, I have no time for games. Open the door before I open it myself.” Her voice was odd, almost cold and stern.

“Of course...” Spike stiffened and undid the lock, as well as the four other locks he had installed just a few weeks ago.

He threw open the door and nearly shit himself. The dark cloaked pony glared down at him, eyes glowing with a dark violet light. A moment later, she walked past.

“Spike, prepare some tea. I have to get ready for what is to come.”

“Of course Twi...”

“Twilight Sparkle is no more. Call me Mistress Deathspark.” She flashed a dark grin at the baby dragon. “Well?”

“Yes Mistress Deathspark... I'll get your tea right away.” Spike scrambled away, into the kitchen.

“Silence Grave.”

The taller cloaked and leather bound pony rose from her shadow. “Yes Mistress?”

Deathspark nuzzled him under his chin affectionately. “Try not to frighten Spike, too much. He's just a baby after all.”

“Yes Mistress.” He walked over to the side and looked over the bookshelves. Picking a book at random, he pulled it down and started reading.

Deathspark didn't activate the magic in her small round glasses. She was not concerned with what her undead minion read. Rather, she trotted into the kitchen.

Spike was finishing up brewing some tea. He turned around and nearly dropped the tea pot. “Who.. Twi... I mean Mistress Deathspark... I didn't even hear you come in... Um, what's with the freaky change of name anyway?”

“Mind you tongue Spike.” The pony Necromancer glared down at him. “I love you, but my temperament is not so warm and loving as you may remember.” She sat at the table and pulled out one of her many books from within her cloak. It didn't even look like she was carrying anything at all.

“Cool trick.”

“That was no trick.” Deathspark replied, opening her book. “Now, just so you know, the only you are of no real use to me as you are now.”

“What?” Spike stepped back. “What are you saying?”

“You will have to be improved if you wish to continue serving me. I don't want a clumsy baby dragon as my servant any longer.”

Spike wanted to cry.

“Aww, don't cry Spike.” She smiled a motherly smile and lifted his chin with her black hoof. “I'll just make a few alterations to you over he next few weeks.”

“Wh... what? Alterations?”

“Yes, and you're going to have to change your diet. Meat will be needed.”

“Meat? Like bugs and stuff? I really like earthworms.”

“I mean meat, flesh of animals. You will need to grow stronger, and faster. I'm sure Fluttershy won't mind if a few of her little animals... go missing? She has plenty after all.”

“I can't do that.” Spike pushed Twilight's hoof away. “Those are Fluttershy's friends.”

“Angel was her friend, the others are just animals she's taking care of.” She leaned down, her nose almost touching Spike's nose. “Or would you rather I do things the hard way? I can assure you, you would not enjoy it at all.”

“I don't want to eat animals.”

“What? Do you think you can keep eating gems? They don't help your body grow. Plants are insufficient to help you grow. As a dragon, you need meat.” From within her cloak, she pulled out a paper wrapped package and dropped it onto the counter. “You will eat, and you will like it.”

Her magic unwrapped the slab of red meat, still dripping with blood.

“Wh... what was that?”

“A cow. She wasn't very agreeable mind you, but dragons do love their cattle.” She pushed it forward, levitating it before his nose. “Now, eat... or Die.”
...

Rarity hung from the ceiling of the basement, a crude metal hook and chain pierced though her thigh. Another chain and hook pierced her forearm, making her dangle painfully and uncomfortably.

It was dark in here, but the light from upstairs allowed her to make out several sundered and rent forms laying about the room.

It stunk down here, a smell that Rarity had never smelled before. (We humans would know it as meat that was beginning to spoil and rot.) Whatever that smell was, it made Rarity want to vomit.

The best she could hope for at this moment was the occasional dry heave.

“Oh Rarity...” Pinkie giggled from the back of the room, where Rarity couldn't see at all. “Blood red is certainly a lovely colour on you. Is your head still hurting? That medicine should be numbing your pain. Nurse Redheart was more than happy to give me all she had.”

“Pinkie... What happened to you?” Rarity felt tears run down her face.

“What happened to me? I died. Killed by Captain Crystal Dash. He cheated you know. I won. I cut him first, but he went and stabbed me.” She stormed forward, her red eyes like fire. “My dear, beloved Flutter and her son saved me.” Her angry expression suddenly changed to a rather disturbingly cute one. “Did you know Flutter is a mommy?”

Rarity struggled a little. She did not like being this close to this monster that pinkie had become, or was becoming. “You're lying...”

“Oh no. I'm not. Remember, months ago? Fluttershy being stung?” Pinkie mad giggles continued. “She got pregnant and gave birth to her baby boy. I'm starting to look beautiful like them.”

“You're not beautiful...” Rarity spat. “You look like some sick and twisted freak monster.”

Pinkie Pie slashed Rarity across the face. “Never call us freaks. We're superior to ponies. I'm even going to mother Blackthorn's babies, once he's old enough.”

Rarity felt the sting from the slash, but little pain. “Pinkie... Please. We're friends, right? If you let me go, I won't tell anypony.”

“Secrets and lies.” Pinkie grabbed Rarity's mane and yanked it so they were face to face. “Oh yes, I know all about secrets and lies. You want to keep our secrets? I'll let you keep our secrets.” She raked both her claws across Rarity's chest, peaking flesh and hide from the bones. “You'll be taking them to the grave.”

Rarity grit her teeth. The pain medicine was past it's limits. “Kill me then.” Through gritted teeth, Rarity started stringing swears insults and threats. That ended when Pinkie grabbed her tongue and ripped it out of her mouth.

Pinkie chewed and ate the tongue. “Hmm, I always imagined you silver tongue would taste better. It was tough and chewy... Oh, that's because you never shut up.” Pinkie realized. “So, a nice quiet pony like Twilight would have a nice tender tongue.”

She giggled as she 'gently' raked her claws over Rarity's body, slowly skinning her alive.

Another large dose of the anti-pain medicine and adrenaline were injected into Rarity's neck.

“Can't have you passing out. Not while I have my fun.” Pinkie laughed as she finished skinning Rarity. “Oh, I made such a mess of your coat. Well, it's mostly in one piece.”

The skinless Rarity hung from the ceiling, bloody tears pouring from her eyes. She heard a pounding sound, and for a moment thought it was her heart.

“Oh, more company?” Pinkie rushed back upstairs.
...

Silence Grave stood in front of the bakery door, with Twilight standing in the shadows to he side.

The door to the dark store opened, and almost instantly a pair of pink claws reached out, digging into the head of the dark pony and yanking him inside. The door slammed shut a moment later.

“Oh Pinkie Pie... How foolish of you.” She shook her head and looked through her servant's eyes. She channelled extra magic into him for this fight.

Pinkie tried to bite at the horn that she could see, but jumped back when the horn flared with a haunting violet flame, and the head lunched forward.

“Careful now. You almost took my eye out.” Pinkie giggled. “Hey, I know everypony in Ponyville. Never seen you before.”

Silence Grave lifted his head, allowing his eyes to be seen. In his ghostly, chilling voice, he spoke. “Pinkie Pie. You've become a monster. I can smell the blood of the dead on your breath.” His hoof came up and struck the buckles on his face mask, allowing it to fall to the ground.

Pinkie was not one who easily scared, usually enjoying the 'thrill' of the fright.

Coming face to face with a pony who's face was a skull, engraved with blood red runes, well, that was not a simple fright.

Pinkie jumped back. “What are you?”

“I am Silence Grave.” He spoke, his cloak flying back and landing on the floor, his dead, feathered wings spreading out wide. “And I am your death.”

Pinkie screamed as violet flames wrapped around Silence Grave's hooves, and again when they slammed into her head.

The assault was so fast, so brutal and cruel.

Pinkie Pie hit the floor, her skull crushed so horribly that even her healing powers were totally useless. She coughed up a messy splatter of blood, her one remaining eye rolling and looking up.

It was not Silence Grave looking down at her.

“Tw... HRK... Twi... light?”

“Hello Pinkie Pie. Your reign of terror is over.” She pulled out a silver dagger from under her dark cloak.

Pinkie screamed as her heart was carved out of her chest.
...

Fluttershy had 'watched' through Pinkie Pie's eyes. Her own eyes were wide.

(She's changed... As much as I have, but not the same way I have. She's a threat to my son and me. I had great hopes for you Pinkie Pie. Alas, you let your blood lust get the better of you.) Fluttershy retired to bed and curled up. She smiled in spite of Pinkie Pie's death.

(Well, maybe Applejack would be more receptive?) She thought a moment.

Applejack was too honest.

(No, she's too honest. Blackthorn and I have to live in secret. Secrets and lies.) She grinned before closing her eyes. (I'll just have to do something else. Let's see how strong her mind is.)
...

Rarity coughed and whimpered as she watched Twilight Sparkle step down the stairs, lighting the room up with her horn.

“Rarity?” Twilight asked, not looking horrified, but looking more, curious.

“Help... me... Twi...”

“Hmm, if I helped you, you'd have to live your life without skin. You're so self absorbed with looking good. I doubt you'd live long enough to get past your first mirror.” Twilight said coolly, a 'matter of fact' tone to her words. “But I could help you if you wanted.”

“It... hurts... Hurts so much...”

“No kidding. You've been skinned Rarity. Not a pretty look on you at all.” She sighed. “I can end your pain, but not your suffering.”

“Kill... me...”

“Well, if you really want me too, but killing you does not mean I'll be letting you die. I have need of you. There's still something out there, whatever changed Pinkie Pie.” She paused. “Say, maybe you could tell me what did this to her.”

“It... It was...” Rarity choked out. The pain was becoming unbearable.

Before she could finish, a shadow engulfed her head, Her body spasmed horribly as there was the sound of chewing, tearing and crunching bones. Her screams died as her body fell limp, hanging from the crude meat hooks.

Twilight's horn flashed brightly, but the shadows remained, ignoring her spell. The shadow floated for a few moments before fading away, leaving Rarity's headless corpse.

“Well, that sucks.” Deathspark fumed. “She was just about to tell me what did his...” She glanced back up the stairs. “And you, Silence Grave, you smashed her head up so badly her brains were wrecked. I doubt I'll get any useful information from her.”

Twilight sighed. “Let's get these bodies to the morgue. I'm going to have to use these bodies, and hopefully they're still be useful.”
...

Fluttershy opened her eyes. That had been too close for comfort. She was not used to using her magic, but was glad it had worked.

(Note to self... eating somepony's head through magic... it tasted terrible...)
...

Spike felt... odd. He had eaten that raw met, finding he actually really enjoyed it. Then Twilight used her magic on him and his body was wracked in pain, causing him to black out.

As he came too, he cold feel his body was different, even just a little. Small wings were budding from his back, and he felt a little taller. His balance took a few moment to find, but he felt fine.

Examining himself in the mirror, he didn't see any real difference. He was an inch taller and had tiny, totally useless wings on his back.

“So, Twilight is going to transform me. I hope it doesn't hurt so much after this.” He glanced out the window and saw a pony with a hat on her head, running toward the library.

He rushed downstairs to the door and threw it open. “Applejack?”

Applejack stopped in the doorway, her face, hooved chest and shoulders all dripping with blood. “Celestia help me Spike...” Her eyes were pouring tears. “Ah din know what happened... Ah was in bed, sleepin. Ah had a nightmare where Ah murdered Big Mac an' Granny Smith an' Apple Bloom.”

She held up a hoof. “Ah... Ah gone an killed mah family...”

“No... You'd never do anything like that. To an Apple, Family is the most important thing.”

“But... All this blood... Ah... I dunno what to do.”

“You can calm down for starters.” Deathspark walked up. “And wash your hooves off. Blood is a pain to get out of hardwood.”

“Twi? Is.. is that really you?” Applejack's eyes were wide. “Ah... I think Ah killed mah family.”

“From the looks of all the blood, most likely. I can raise them as zombies of you want them around to help put with the farm still. Or better yet, strip them of all flesh first and raise them as skeletons. They won't stink that way.”

Applejack looked even sicker now than moments before. “Ya'll ain't Twilight. Who are ya?”

“Call me Mistress Deathspark.”

“Ah ain't callin' you nothing like that. Ah want mah friend back. Ah want her to help us get Rainbow Dash's murderer.”

“Well, helping you with that is on the top of my list.” She glared into Applejack's eyes. “Now, to make myself perfectly clear, my name is Dark Mistress Twilight Deathspark. You WILL call me Mistress Deathspark, or Mistress. Is that clear?”

“Ah dun like it, but if'n it makes ya'll feel better, fine. I just wanna go home an' find this was just a real bad dream.”

“This is no dream, and it looks like you really did murder your family. Let's go take a look right now.”

“Ah can't... Ah dun know if'n Ah can face em.”

Deathspark glared into Applejack's eyes. “Applejack, you are no coward. You're brave and strong. You will come with me and show me where you dumped their bodies. Maybe I can find out what really happened from them.”
...

Applejack stayed outside of the house while 'Mistress Deathspark' entered, long with that tall, somewhat lanky companion of hers.

This Silence' fellow certainly gave her the heebee jeebees, and she couldn't put her hoof on the reason why.

Within the house, Deathspark found the first corpse. The hip and abdomen and been smashed with great blunt force. Blood and organs were everywhere.

“Oh Apple Bloom...” Twilight sighed. She lowered her head and started casting her magic. Weaving the spells into the skull, she was pleased to find the brain was undamaged.

The eyes twitched, then the jaw.

Slowly opening, the eyes looked around. “Twilight? Ah feel cold... what's going on?”

“You tell me. What is the last thing you remember?”

“Ah... Ah heard screamin' an' fightin'... Then Applejack... Big Sis came into mah room. She was covered all up in blood. She screamed an' attacked me. Broke mah leg before Ah could drag mahself into the hall here. She came out and started stompin' on me. I'm talking to ya Twilight, so it must have been a bad dream.”

“That was no dream Apple Bloom. Applejack murdered you.” She shrugged. “Well, can you tell me if she said anything while she killed you?”

“Ah... Ah'm cold an' tired Twilight. Ah just wanna sleep.”

“Did she say anything.”

“Nu uh. She just screamed and went on 'bout bein sick ah all us. It hurt so much... why can't Ah feel anything but cold.”

“Because you are dead. You may as well accept the fact.”

“Ah can't be dead... Ah'm talkin to ya right now.”

“Fine, scream when you realize just how dead you really are. I'm going to try to get Big Macintosh to talk.” Deathspark rose and walked off, not even looking back as the filly started screaming.

Deathspark found Big Mac in his somewhat destroyed bedroom. His corpse was in even worse condition than Apple Bloom's. Broken limbs, his jaw smashed beyond easy repair, chest caved in. There was even more blood in this room than out in the hallway.

“Ugh... It'll take hours to rebuild his jaw so he can talk.” She examined his head and frowned. The back of his head was smashed in, the brains destroyed. “Well, he's useless. Something tells me Granny Smith will be of no use...”

A search of her room found a blood soaked bed. The elderly pony's chest, and abdomen were smashed apart, like an old pumpkin that had been hit with ha sledge hammer. The head looked to be in good condition.

“She was sleeping...” Deathspark fumed. “Her face still looks peaceful. I won't get anything out of her.” She left the room and returned to where Apple Bloom lay.

“Ah'm really dead? But... how am Ah talkin?”

Deathspark glared down at the foal zombie. “You are talking only because my magic permits you to talk. Now, talk, and say something that is of use. I'll consider letting you free of this magic so you can find peace in the afterlife.”

“Ah dunno... She said sumpthin 'bout bein sick ah us. That's all she said. She... Big Sis... Why would she do this?”

Deathspark scowled. “Useless... You're not even useful as an undead minion. Just die already.” Her horn flashed and Apple Bloom's body fell limp, her eyes sightless once again.

The mare closed the filly's eyes. “Rest in peace child.”
...

Applejack watched as Deathspark emerged from the house, Silence Grave right behind her.

“Well?”

“You murdered them, but I don't think it was you. You loved your family too much to be sick of them. I know you could never kill your family unless something was controlling your actions.”

“Ah was possessed?”

Deathspark shrugged. “I don't know. All Apple Bloom's corpse told me was that you went psycho and killed them with your own two hooves.” She then pointed at the water pump. “Now, you look like one of the dead with all that blood and dirt on you. Wash up before somepony else sees you.”

Applejack walked weakly to the water pump. She sat down and started pumping the cold water over her head. “Ah murdered mah own kin... Ah ain't no better than that monster what been killin' everypony else...”

Deathspark ignored Applejack. “Silence, take a message. Dear Princess Celestia and Princess Luna. My friend Applejack has just tonight murdered her family. I believe she was under some sort of magical or mental control. Please advice. Dark Mistress Twilight Deathspark.” She then nodded and watched as the undead sent the scroll off.

“Once you're washed up, you can come stay with me at the library.” She called to Applejack.

“But... what if Ah try to kill ya'll too?”

“Then I'll kill you first, if Silence Grave doesn't kill you before you even get near me.”

“How can ya'll be so cold now?”

Deathspark glared at Applejack. “My eyes have been opened to certain truths of the world. Deal with it Applejack.” She then turned and headed back toward Ponyville, Silence Grave following along, silently.

Applejack finished washing the blood off her body, but could still feel it. She could still hear the screams.

This was not her. Applejack knew she couldn't have done this. Could she?
...

Fluttershy watched out the window, the Necromancer and her Undead minion heading right for the library. She ducked out of sight when the mare glanced toward the shop.

(Most interesting. Applejack was so easy to control. I'll have to save her as an ace in the hole.) She grinned as she returned to bed. (Interesting times are coming, that is for certain.)
...
To Be Continued...
...
Author's Note:
I apologize to the Rarity fans out there for killing her off (which I seem to have done in another fanfic of mine... I love Rarity, but I keep murdering her off...)
If I had available money, I'd LOVE to commission quality pics of Flutter, Blackthorn, the half transformed Pinkie Pie, Dark Mistress Twilight Deathspark, and of course, Silence Grave.
Editor's Note:
WOW did Annony make Twilight a bitch. A very POWERFUL and arrogant bitch at that.

fLuTtEr fOuRtEeN

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Blackthorn had watched Pinkie Pie's murder through her own eyes at the hooves of the purple Unicorn. He was furious, and Carrot Top had been caught up in his rage.

The orange mare was not in any danger of dying from the many shallow cuts and bruises, but she did whimper and cry pitifully. Still, even then, she kept the volume down, so as not to draw more wrath from her Master.

Her mind was not gone, just in a state of severe trauma. Still, she could think and feel. She just didn't show it, which seemed to amuse Blackthorn.

“Slave.” Blackthorn suddenly spoke, his tone seeming to calm down.

She sniffled, but stood and limped forward, before bowing, her head in the floor. “Master?” There was a fearful quiver in her voice.

There was still anger in his eyes, but the rage had passed. “Clean up this mess.” He gestured to the scattered skulls and other objects. “I'm going out.”

“Yes Master.” She got to working.

Blackthorn stepped out onto the entry branch. He looked in the direction of Ponyville before taking flight.

It was time to pay that bitch and her servant a visit, and teach them a lesson.

“You took something away from me. I'm going to do the same to you. It's been a long time sense I've eaten dragon flesh.” His grin was cruel and angry.
...

Deathspark had slept a fair part of the day in the basement. It was too bright in that bedroom. It somehow didn't feel like her bedroom anymore. Heck, she didn't really feel at home in this tree.

(Time to make a new home for myself.) She thought as she rose from the bedroll she slept on, casting aside her bearskin blanket. “First thing is first. The morgue.”

The Necromancer left the basement and came face to face with a slightly pained looking Spike.

“Mistress... I'm really hurting.”

“That's my magic slowly making changes to your weak and useless body. The more meat you eat, the less it should hurt. Go hunt some animals.”

“I can't do that. Fluttershy might misunderstand.”

Deathspark glared at Spike. “You want to be of use, so get used to this. If you rely on gems and pony food, you'll just end up becoming weak and the magic will fail. Fresh raw meat will ease the pain. Now go. I have work to do at the hospital morgue.” Twilight stormed out, her ever present companion with her.

She walked through the late afternoon, through the town, ignoring anypony she passed.

“Twilight?” One of the few ponies who had remained stepped out in front of Deathspark.

“You are in my way.” Her tone was cold, threatening. “Move aside before my friend moves you.”

“I... “ He glanced at the tall, unhealthily skinny pony that was draped in dark leather and a thick cloak, even his face. “Sorry...” He stepped aside. “My name is Wood Chip. I was wondering...”

“I will deal with the killer in due time. I need to find it first. You are just being a bother, so leave me be.”

Wood Chip stopped and stared. This was not the Twilight he knew. She had always been nice and friendly, if a little geeky. This new Twilight, back from what was said to be special training under Celestia... She was a very different pony.

Deathspark reached the hospital and walked right in. The place was silent, all but for a single pony behind the counter.

She walked up and recognized the brown mare with green mane. “Where is the Morgue. I'm here to begin my research.”

“Miss. Twilight, of course.” She rose from behind the counter.

“The name is Mistress Deathspark. Lead on.”

Nurse Needles shivered a little. Was this really Twilight Sparkle? What had caused her to change so much?

Still, she feeling very nervous as she lead the mare and her strange, deathly silent companion to the cold morgue. “All the remains are here.”

“Thank you. You may leave now.” Deathspark walked past and into the morgue. Silence Grave took position outside the door.

Pointy Needles was more than happy to return to the front counter.
...

Blackthorn flew in the clouds over Ponyville. He could feel each and every pulse below. The scowl on his face darkened a little. (I can feel her presence. I best keep mine masked.) The 'Pegasus' flew down and landed before the library.

(Hmm, nothing inside. Where is that dragon?)

<Hello Son. If you are looking for Spike, he headed off toward the Cabin I was staying in recently. He's looking for some animals to eat.> Flutter's beautiful voice echoed through his mind. <Twilight has returned as well. She is a real threat to us.>

Blackthorn telepathically spoke back. <I know. I watched her murder my Pinkie Pie. She was something special too, and I am pissed.> He glanced in the direction of the strongest source of magic. <As for this Twilight. I think I know how to shake her up.>

Fluttershy smiled. <If you are thinking of killing Spike, you should be ready to face the anger of a mother. She raised Spike from an egg, and they have an odd relationship.>

<Oh, as tempting as that is, I don't know if I could eat a friend. Kill them for their own good though? Easy.> She then felt Twilight's magic moving. <Twilight is on the move again.>

<I can handle her. Don't worry.> He closed the link and rushed off to hunt Spike.
...

Spike had searched the cabin, but it seemed that this past week had kept Fluttershy from helping out the animals. They had all left, leaving the place somewhat messy and abandoned.

“Damn...” He held his gut as he felt a pang of both hunger and pain. “I have to find something to eat...”

He headed outside and caught a scent right away.

Fresh blood and warm meat.

He drooled slightly as he tracked it to its source. The moment he spotted the sizable slab of raw meat hanging from a tree, he froze.

He knew this scent.

Pony blood.

Spike looked around, fear in his eyes as he searched for the one that did this. It was a twig snapping that made him spin around, coming face to face with a white coated Pegasus Pony with long, flowing white mane and tail. His eyes were an oddly familiar green.

“Hello.” The Pegasus spoke. His tone was even as he glared down at Spike.

“Um... hello? Who are you?”

“My name is Whisper Wing.” He leaned down, bringing his eyes down to Spike's level. “Who are you?”

“M-my name is Spike.”

“I know.” Whisper Wing smirked. “You do realize this place is very dangerous, especially for such a young, defenseless baby dragon.” He walked toward the chunk of meat, but not close enough to get blood on him. “Looks like somepony was just recently killed. The flesh is still warm.”

Spike could indeed smell the meat and the blood. Even though he knew it was pony flesh, the pain in his stomach was telling him to feed. Still, his mind was stronger.

“Did you kill this pony? Are you some sort of monster that looks like a Pony?”

Whisper Wing turned and approached Spike again. “What makes you think it's a monster? It could very well be a pony.”

“I saw Pinkie Pie. She was half turned into some monster.”

“She was half way turned into an Alicorn, very much like the Princesses.”

Spike shook his head. “No way. Our Princesses would never do anything like what Pinkie Pie had done. Heck, I bet whatever changed her forced her to kill those ponies in town.”

“Perhaps, perhaps not. What about... Applejack?”

“I don't know. I heard she killed her own family, but she says she can't remember anything.”

“And where is she now?”

Spike shivered. “I don't know.”

“Hmm, where is Fluttershy?”

Spike paled. “Oh no... What if AJ tries to attack Fluttershy? This is horrible.”

“I don't think you have to worry about that. Fluttershy is more than capable of taking care of herself.”

Spike paused suddenly. “Hey, how do you know so much about them? Who are you really?”

Whisper Wing turned and looked back toward Ponyville. “Do you really want to know?” His voice deepened slightly.

“Um... yea, I wanna know.”

“Whisper Wing... Blackthorn. That is my name. Flutter is my mother.” He turned, his eyes red and filled with bloody murder. His mouth filled with deadly sharp teeth. His hooves scraped at the ground, leaving claw marks. “And eating you is what I intend to do next.”

Blackthorn moved faster than what the baby dragon could follow...
...

Deathspark had cast a locater spell on Spike, and was heading for his location. As she felt she was getting closer, she heard the unearthly roar and a scream. She poured on the speed, charging ahead and bursting through the bushes.

The 'thing' she saw was strangely familiar. She had read about it in one of the dark tomes. “Chimera Alicorn...” She paled. “Blackthorn, scion of Princess Luna. So, you DO exist.”

The monster turned, a small purple limb dangling loosely in his mouth. A snap and he swallowed it greedily.

“You killed my pet. I killed yours.” The monster laughed and flew off, leaving Twilight alone with Spike's remains.

Spike coughed suddenly. He was still alive.

“Spike.” She was at his side in a flash. “Hang on. I'll get you stitched up and healed.” She levitated from under her cloak a curved needle and some thick, black thread. “Black... thorn... Flutter...”

Before he could finish speaking, a hooked tail shot from the bushes, piercing into Spike's mouth and out the back of his head. A quick jerk and the body vanished into the bushes.

Deathspark leaped through and saw the horrible monster, taking Spike into his maw, then flying away.

Before they were out of sight, Twilight cast a spell, one that would let her locate Spike easily, even if he was now dead.

“Flutter... Is Fluttershy in danger? Or... That's impossible... Or is she corrupted like Pinkie Pie was? Or is she the one behind all this? That sting she received months ago... Angel's death. Could they be related?” She turned back toward the town.

Deathspark frowned. She had left Silence Grave back at the morgue. He was a faster runner, and more suited for close combat, just in case. She would have to rely on her magic to protect herself.

How she was wishing he was with her right now.

She wove spells about herself as she ran. Just in case.

Town came into view, then the market, then the Boutique.

Deathspark immediately spotted the trail of blood leading in through the busted in door.

Or was it leading out.

Deathspark rushed through the open door and saw the bloody streak leading up the stairs. She followed it to the bedroom and entered.

The scene of brutal carnage and blood was everywhere. Scattered feathers, a ripped apart yellow feathered wing, and pink hair.

Deathspark choked up for a moment. Her cold mind reeling back to a time before all this horror started.

She remembered her beloved friends. They had always been together through good times and bad. They were always there for each other. Her memories of all the friendship and love she felt was now gone.

All that remained of her friends... Applejack.

That was when Deathspark saw the farm pony's stetson laying on the floor, crushed and covered in blood.

Applejack had...

Deathspark staggered back toward the door. This was impossible. She lifted her cloak and looked. There was only one star remaining.

Applejack had murdered Fluttershy...

With a scream of rage, she charged, smashing out the bedroom window, landing on the ground and charged after the bloody marks on the ground. Her hooves thundered as she gave chase. She would find Applejack and expose her for the monster she was. Or perhaps, try to find some way to return her to normal.

Had it been her all along? Or was she simply another victim?

The Necromancer didn't care. She was PISSED.

She finally started up the road toward Sweet Apple Acres. She spotted movement ahead and doubled her speed. Her spells still in full effect.

“APPLEJACK!!!” She screamed, her voice rolling like thunder.

Ahead, the blond pony dropped her 'cargo' in a bloody heap. She turned and looked back, with hellish red glowing eyes. She grinned and threw the remains of the Pegasus onto her back before running ahead.

Even with her spells increasing her speed, she could only barely keep Applejack in view. She turned off the main road and headed down towards Fluttershy's cottage, and the entrance to the Everfree Forest.

“Get back here Applejack. You're going to answer for this.” Deathspark cast another spell, and her hooves burst into violet flames, and floated off the ground. The same flames flickered from her mouth and burned from her eyes as her speed increased slightly once again.

Applejack ran past the desolate cottage and into the darkening forest, with the hellbent Necromancer slowly closing the distance.

But shortly after Applejack entered the woods, she and her limp, lifeless cargo both vanished from view.

Deathspark had to slow down and start tracking by the blood and hoof prints on the ground.

“You cannot get away from me Applejack. I WILL find you. I WILL find out what happened here.” She called out, following the trail deeper and deeper into the wood.

For miles she followed, the blood becoming less and less, but the prints as easy to follow as ever.

Deathspark finally burst through the bushes, a small clearing atop a high cliff. At the edge of the cliff were three figures.

Applejack stood the closest, her head lowered and her scraping her hooves, ready to charge and attack. Behind her was the white monster with the white mane and tail. Gripped in his teeth by the scruff of the neck was the bloody and lifeless form of Fluttershy.

“Blackthorn... You... You made Applejack do this. Didn't you?”

The monster simply chuckled and spoke through clenched teeth. “I didn't make Applejack do anything.” He laughed as he took to the sky, his prey gripped in his teeth.

Deathspark's eyes narrowed dangerously as she turned to face Applejack. “He's controlling you Applejack. You have to fight his control.”

“He's not controlling me, bitch.” Applejack snorted. “But I'll do anything for my Master.” She charged, her hooves thundering forward.

The Necromancer Deathspark frowned and used her magic. She moved fast and attacked.

The first spell caused Applejack's front right cannon to suddenly grow spikes. They twisted and pierced out through her skin, causing the orange mare to careen out of control and crash.

Deathspark hoped that pain would break whatever control was over her friend, but Applejack rose, her eyes blood red as before.

Applejack roared, a sound unlike anything a pony could naturally make, and charged. It was like she didn't feel the pain from that injury.

The Unicorn was taken by surprise and tackled. She slammed to the ground hard, with Applejack atop her. She shielded herself with her magically strengthened forelegs from Applejack's powerful hooves.

A quick flash of her horn, and Deathspark vanished, reappearing a short distance way. Even with that spell, her forelegs were battered and bleeding. They hurt plenty, but that would be nothing compared to what was coming next.

The insane mare rushed and slammed her hooves down at Twilight's head, but the enchanted Unicorn deftly evaded.

Applejack would attack, rearing and kicking, turning and bucking with her hind hooves.

Many times did Twilight have to either raise a shield spell or block a kick with her forehooves. She was being hard pressed, and even small spells designed for causing pain or cuts were doing nothing to slow her down.

The farm pony started to add bites to her list of attacks, snapping at Twilight's face while she lashed out with kicks.

Twilight managed to finally get some distance by teleporting a short distance away.

“Applejack, stop this madness. I can kill you with a single spell, but I don't want too.”

“One of us will die here today, ya limp horned bitch. Where were ya these months when ponies were getting murdered and eaten? Where were ya when mah family was so brutally murdered? This is all YOUR fault. Ah'll kill ah or ya'll kill me.”

Applejack snorted and charged again, but the next spell took her down.

A sickening crunch, the tearing flesh. The 'spiked' leg suddenly exploded, sending shards and spikes of bones on all directions.

Deathspark used her magic to make her cloak cover her, catching the fragments of bone, protecting her from harm.

Applejack was not so lucky. Her front right cannon had been blown apart up to the knee, shards and spikes of bone piercing her legs, chest, abdomen sides and even neck. The blood crazed mare still refused to stay down, and staggered to her hooves.

“Ya'll have to kill me, Bitch. Ah won't stop till one ah us is dead.” She started her three legged charge again.

Another spell, and Applejack's left cannon was blown apart, sending Applejack to crash and tumble head over hooves.

Jumping to the side to avoid collision, Deathspark prepared another spell.

Applejack, incredulously, tried to rise again, walking on her bloody stumps, telling Deathspark she indeed was NOT feeling any pain. “I'll kill you and EAT YOUR HEART!!!”

She did not want to do this. She didn't want to kill her last friend, but if this level of pain had not snapped her out of it by now...

Dark Mistress Twilight Deathspark rose up on her hind legs, her horn blazing with power far greater than any normal Unicorn could ever hope to control.

“Applejack, I'm truly sorry. Let me take away all your pain.” She brought her hooves down, the surge of magic erupting from her horn like a cannon shot.

The blast struck Applejack in the chest, her eyes suddenly going wide. A torrent of blood poured from her mouth.

The red glow faded faded from Applejack's eyes, leaving behind her crazed and shocked look.

The body fell to the ground, dead. Her heart having been destroyed by the brutal power of the spell.

Twilight knelt next to Applejack's dead form. “I'm so sorry... All of you, I'm so sorry...”

She rose to her hooves and levitated her friend's still form. “You maybe dead, but you're still going to help me.”

She limped slowly back toward Ponyville, her forelegs bruised and bleeding.

“I'll avenge all of you.”
...
To Be Continued...
...
Author's note:
Surprise. Applejack killed Fluttershy? What the hay is going on here?
Stay tuned for the next chapter.
Editor's Note:
I apologize for it having taken this long for this chapter to be posted. I was too busy at work (my paying job) to read over and edit it as needed. I'll try to be more considerate of you, the readers and get around to my 'job' as editor more quickly.

fLuTtEr fIfTeEn

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Rainbow Dash. Dead. Impaled on a spear thorn tree before having her head ripped off. The head was still missing.

Pinkie Pie. Dead. Killed when her heart was carved out from her chest. Most likely would have died from her head wounds anyway. Head, partially intact, as well as the horn.

Rarity. Dead. Tortured and skinned alive, before her head being devoured by evil magic.

Spike, killed by the monster, Blackthorn. Tracing spells have proven useless to find any remains. Most likely completely consumed.

Fluttershy. Dead. Killed by Applejack. Only blood, a wing and some feathers remain. Rest of corpse assumed to be taken to feed the monster.

Applejack. Dead. Killed by having her heart blown up inside her chest. Head fully intact.

Twilight leaned back after looking over her notes. “Silence Grave, I'm missing something important.” She looked at her assistant. “My friends... They're all dead. Blackthorn must be powerful to have corrupted Pinkie Pie the way he did, and Applejack, she was driven mad enough to murder her own family and Fluttershy. What I don't understand is how this could have all happened.”

She looked at her flank. All five of the small stars were gone. She was the only remaining Element of Harmony. But was she really? An Element that is. She knew her time in the Forsaken Halls had changed her.

Her thoughts were dark, and she felt little true connection to the living anymore.

“Compassion.” Silence Grave spike in his haunting voice.

“Don't start with me Silence.” She glared at him. “I know that I'm not compassionate anymore. The halls changed me. I've become far too comfortable with death.” She sat up and stormed from the morgue office into the cold room itself.

The chill comforted her as she looked over many corpses here. Not only the remains of her friends, but the other victims that had been recovered from under Sugar Cube Corner. Both Mr. and Mrs. Cake's remains had been found in there as well.

“Well... Time to get to work. First, to try to find the first skull.” Twilight got to work, assembling the remains of the Unicorn skeleton. Even headless, and missing at least a tenth of its bones, Twilight was able to animate it.

After only an hour, and using pieces of wood carved to fit the missing bones, she animated it.

The skeleton rose from the table, still headless.

“Find your skull.” Twilight commanded.

The Unicorn started walking, out the morgue and down the hall.

Nurse Needles screamed at the sight of the walking dead. She turned and ran from the hospital.

Twilight ignored her reaction and followed her incomplete minion. It lead her through the town, past other frightened ponies, and toward the Everfree Forest.

The skeleton lead 'her' mistress to a small, abandoned shack. Inside, it scraped at the floorboards.

Twilight watched as 'she' scraped away, breaking through the boards and started scraping at the ground. It was only a few inches below the surface, but the skull was uncovered.

Twilight levitated it and scowled. “Useless... The horn is not here at all.” She glared at her little skeleton and fitted the head on. “Well, I animated you, I may as well make use of you. Follow me.”
...

There was less than ten ponies left in Ponyville, and they were terrified. Four of them had seen the walking dead, followed by the local librarian.

“What are we going to do?” Needles clung to another pony.

His name, Rugged Heart, and he was a tough, rugged Earth Pony. “Dun worry Ma'am. We ain't gonna let no walkin pile ah bones hurt ya.”

Another pony was peeking out of the basement window. “Hey.. hey hey hey.” The small pink and white striped half-zebra bounced around, her green mane flopping wildly. “I see her, and she's taking all the bodies from the hospital.”

“Are you sure Candy Cane?” Rugged asked.

“Yup yup yup.”

Needles shivered. “What if she makes them walk too? Ponyville will really become a ghost town.”

A short, featherless Pegasus peeked out. “Sure as hay hope not. If I see another walking dead thing, I'm going to do more than just molt all my feathers in fright... I might die.”

“What if they want to eat our brains.” Another pony worried.

Rugged snorted. “Come on Fidget, ya know pony zombies eat grains, not brains.” He was lying, but hoped it would calm the frightened unicorn down.

It almost worked too, but the sudden knock at the front door to the house above made the smaller mare, Fidget, pee herself.

Rugged groaned. “I'll get it.” He grabbed his wood chopping axe and headed upstairs. He reached the door and peeked out the window. It was that tall, skinny fellow who constantly followed that dark witch around.

“Whaddya want?” He bellowed from inside.

“Dark Mistress Twilight Deathspark demands that all remaining ponies in Ponyville evacuate. It is too dangerous to remain here any longer.”

“Go buck yourself.”

The face leaned right up to the window, and the mask fell away.

Rugged followed Fidget's prior reaction and peed himself. The eerie glowing eyes in this skeleton's face nearly made him do a number two as well.

He scampered back, dropping the axe as the door creaked open. It HAD been locked moments ago, but the glowing horn on this undead's head showed why locks were useless.

“Dark Mistress Twilight Deathspark demands that all remaining ponies in Ponyville evacuate. I will NOT repeat myself again. If you are not gone by noon tomorrow, you will not be protected from the monster in the Everfree Forest.”

“I... Gotcha... We'll all be long gone.” He watched as the mask was replaced and the frightening, intelligent magic using undead Unicorn walked away, the cloak shifting to reveal it possessed wings as well.

“Oh dear me Celestia... What was that thing...” He then fainted.
...

“Mistress, I have delivered your message.” Silence Grave bowed to his smaller master.

“Good. Help Holey Head pack the corpses on the wagon. She's moving too slowly.” Twilight, obviously, was referring to the unicorn mare's skeleton, with the hole in its head where the horn had once been.

“Of course Mistress.” Silence used his magic to levitate the bodies one at a time.

“That's good enough.” Twilight said, once the five bodies of her friends were loaded. “Now, to the graveyard. This ritual is going to be a pain in the backside...”
...

In the ancient crypt, in the center of the graveyard, Twilight prepared to create a special undead, one that would allow her to not only find Blackthorn, but to help her actually fight him.

She hummed Rarity's little 'Art of the Dress' song as she stitched parts together. She altered the song to fit the current situation. Art of the Corpse somehow just felt right in the current situation.

For three whole days and nights, Twilight worked, crafting the perfect body she could, from all her friend's parts.

When she was done, she wrapped it in Rarity's coat. Some parts had no coat and were wrapped in bandages.

“Awaken... Final Song.” Twilight commanded, and grinned as the corpse rose smoothly to 'her' hooves. Her twisted pink horn flickered green, the same color as her eyes. The wings stretched, one mostly blue with some yellow feathers, and the other yellow, with some blue feathers.

Final Song opened her mouth, the sharp feline teeth from Pinkie Pie's skull still intact. She uttered a single word. “Mistress...” Her voice was Rarity's.

Twilight smiled, her heart almost leaping with joy. Her friends were 'alive' again. “Final Song, can you sense Blackthorn?”

Her head turned toward the Everfree forest. “Yes Mistress.”

“Perfect. Now, to get some transport.” Twilight wrote a letter. She handed it to Silence Grave. “Send this to Princess Luna.”

“Of course Mistress.” Silence sent the letter off as requested.

“And now, we wait for a reply.” Twilight stretched out on an unopened coffin lid and closed her eyes. A little sleep would do her wonders.
...

“Mistress.” Silence Grave whispered into Deathspark's ear.

“Hmm? Silence?” She groaned and cracked her eyes open. The tomb was dark, lit only by Silence Grave's beautiful eyes.

“Your request for transport has arrived.”

Twilight rubbed her bleary eyes. It was night, meaning she had gotten at least six hours of sleep. Her first real sleep in the last few days.

She got up and stepped outside and grinned.

She had requested a flying chariot to use. She had not been expecting Princess Luna to send her own personal chariot.

The grin that crossed Twilight's face was a wide one. “Well then. In the morning, we begin our hunt. Till then, do not disturb my slumber.” Twilight returned into the tomb and crawled back onto her comfy 'bed'.
...

Morning arrived and Twilight rose from the chamber of the dead. She stepped out into the sunlight and squinted her eyes. Her two powerful undead stood guard on either side of the door.

A quick gesture to the chariot and the pair hooked themselves up. They carried their Mistress into town, right to the library.

She showered and changed her clothing before heading back outside. Her ride was ready to go.

Stepping aboard the most beautiful chariot in Equestria, Twilight was carried skyward, toward the Everfree Forest.

This chariot was as comfortable as Princess Celestia's, meaning it virtually ignored any turbulence, unlike the smaller ones she was used to riding on.

“I have got to get one of these.” She smirked. “Final Song, you're in lead position, take us to Blackthorn.”

“Yes Mistress.” Rarity's emotionless voice was music to Twilight's ears.
...

Blackthorn cold feel her coming. He shivered in anticipation.

“Carrot Top, we will be having company soon.”

“Dinner Master?” Carrot Top asked.

“Of course, but not for you.” He smirked at the pony he had kept as a pony. She was no meat eater. He didn't want to risk his slave becoming strong enough to escape.

Moments later, the pair of 'Alicorn' flew in, drawing a dark and frightening chariot. It landed smoothly and the rider stepped off.

Carrot Top stared. She knew this pony, didn't she? “T..Twilight?”

“Carrot Top? You're alive?” Twilight's eyes went wide. She glared at Blackthorn. “What sick game is this?”

“No game. This pony is just a plaything of mine. A slave to my whims if it were.” He smiled in an almost friendly fashion. “Now, what do I owe the pleasure of this visit?”

Twilight glared darkly at the monster. “I am here to end you once and for all.”

“End me? Do you think you have what it takes?” He laughed. “I am far more powerful than you are after all.”

Twilight spat on the floor. “No, I don't think so. I have the Elements of Harmony with me.” She grinned, the female of the two undead coming free from her harness.

Final Song stepped next to her Mistress.

“Elements of Harmony? They are nothing. You are the only one alive who can use the Elements, and even then, you can only use one.” Blackthorn's horn flared suddenly, the wooden floor erupting with spikes that pierced through Final Song.

Any living pony would have died instantly. Final Song was not living, but Undead. She made no screams of pain at all.

Blackthorn stepped back. “Ah, undead as well. Clever. Clever indeed.” How horn flared again and the spikes wrapped around Final Song, dragging her into the floor.

“FINAL SONG!” Twilight cried. She turned to Silence. “Silence Grave, let's fight.”

“Yes Mistress.” His harness detached and he charged at Blackthorn, his horn blazing and lowered, aiming right for Blackthorn's heart.

Blackthorn moved fast, evading the attack. The pair locked in melee, claws, hooves, horns and teeth tearing into each other. It was obvious that while her Undead was powerful, he was no match. He got in some very good hits, ones that didn't look like they were regenerating.

Finally Blackthorn managed to pierce Silence Grave's leather chest guard. A surge of his magic shattered the skeleton into thousands of shards.

Twilight had stood back and watched. She felt a pang of anger and hatred when her loyal servant was shattered. Still, she could create a new one eventually.

“You're hurt bad Blackthorn, and if you think I was standing here doing nothing, you're wrong.” Her horn flashed and the floor that had swallowed Final Song burst open, the undead emerging. It was torn and tattered, looking very much the undead creation it was, rather than the stark, creepy looking pony with a leather mask.

“Mistress.” Final Song staggered, but stood her ground.

“NO!” Blackthorn screamed and charged, once again his magic coming to bare.

Twilight deflected the magic with her own, and countered with her own attack.

Blackthorn slammed against a shelf, shattering some of the skulls. He rolled to his paws and stared. “You're stronger than you look.”

“You're not as strong as I thought.” Twilight retorted. Her magic flared again.

This time Blackthorn countered, shielding himself and deflecting the spell back. He grinned as the small lavender Unicorn was blown clean off her hooves, a deep gash down her side.

Twilight gritted her teeth, pushing away the pain with some magic. She knew better than to use that spell again. She glanced at her undead, who was just standing there and doing nothing. Just as planned.

She had to get Blackthorn weakened more for the weakened Elements to work. An idea came to mind. She could see tons of help laying about. “Victims of Blackthorn, arise and take your vengeance on your murderer.” Her magic flared, a large shockwave radiating out from the Necromancer.

Blackthorn shielded himself, but the magic passed over his shield harmlessly. “What?” He was a little confused, then remembered. This little mare was a Necromancer. “Shit...” He looked up and around, at hundreds of skulls as they floated from the shelves.

“Kill him. So commands Dark Mistress Twilight Deathspark.” Her voice sounded as clear as a bell, ringing through the chamber.

Carrot Top cowered in her little corner as skulls flew past, heading right for her Master. She grinned. “Serves you right for enslaving me and raping me.” She burst into almost insane laughter as the mass of skulls converged.

Blackthorn was hard pressed. His magic blasts and claws cutting down the numbers of animated and angry skulls. Still, he was being overwhelmed. He was being bitten and chewed and torn apart.

With a rage filled scream, he radiated a surge of brutal magic, shattering every skull in the chamber.

Twilight jumped in front of Final Song, bringing up her own shield spell. The force of Blackthorn's magic slammed into it.

Blackthorn, satisfied that no skulls remained, focused all his energy onto Deathspark's barrier, fully intent on piercing it and killing her.

The barrier was barely holding. Twilight could feel the difference in power between the two of them. It was now or never. From within her cloak, she pulled out all six Elements of Harmony and strapped them to herself. Her crown on her head. Kindness on her neck. Loyalty and Honesty on her upper forelegs, and Generosity and Laughter on her upper hind legs.

“Blackthorn, this is it for you. Final Song, Sing the Requiem.”

Final Song opened her mouth. A beautiful hum of magical energy, radiating out and sounding like music.

Blackthorn's ears started bleeding and he screamed, but he kept his magic, nearly piercing through the barrier.

Twilight's own ears were bleeding, and her own pain was reaching near blinding levels. Blood poured from her eyes and she grit her teeth. “Now...” She released the magic of the Elements, letting it flow around her, through her, and away from her. The rainbow ribbon struck Blackthorn and engulfed him.

Twilight’s magic barrier was suddenly blown apart, and the magic attack pierced through her chest, but the magic faded away suddenly. She collapsed to the ground, battered and bleeding, but alive.

She looked up to see the rainbow vanish. In Blackthorn's place was a wooden statue of him, poised in his attack position, and a look of pure rage on his face.

He was defeated now, and hopefully forever.

Final Song was a soft white gray in color, standing over Twilight for a few moments before her form crumbled to dust.

Twilight could feel noting but pain. Her magic... it was gone. She had barely an ounce of magic left in her entire being. The Elements had burned her out completely.

Still, she was alive.

“Carrot... Top...” Twilight gasped and smiled. “Can... can you get free?”

Carrot Top was unharmed. No blood coming from her eyes or ears, no cuts, scratches or even feelings of her mental torture. She tugged at the chains and they crumbled. “I'm free.” She rushed over. “Come on, let's get you out of here and back to Ponyville.”

“How about... Canterlot?” Twilight coughed up some blood. “Silence Grave... if you can hear me, we need to return home.”

The bones from the skeleton moved on their own and pulled themselves together. “Mistress.” The skeleton stared down at Carrot Top and gestured to the chariot. “Get on little one.” He then carefully lifted and carried Twilight to the craft.

Twilight lay next to Carrot Top. She smiled at Silence Grave. “Fly to Canterlot and stop for nothing.”

“As you command.” He strapped into the harness and took to the air.
...

Celestia smiled. “Twilight won.” She smiled, but was also crying. “She burned herself out. Her magic, her wonderful magic... gone.” She looked into the crystal sphere she had been watching through.

As she watched, her eyes went wide, her pupils shrinking to pinpricks.

Flutter stood over Twilight Sparkle, the most cruel and hate filled snarl on her face.

“An eye for an eye Twilight... An eye for an eye...”
...
The End...?
...
Author's Note.
Too Quote Princess Celestia: “Gotcha.”

fLuTtEr sIxTeEn

View Online

Author: Annonymouse
MLP:FiM is property of Hasbro. This is a free fan-fiction, not to be sold or traded for any money, goods or services.
...
WARNING: GRIMDARK. Contains bittersweet and emotional content. Make sure you're either heartless or have a box of tissues at hand or hoof.
...
fLuTtEr
sIxTeEn
...

The magical Crystal Ball had cracked.

Princess Celestia paced back and forth, her nerves frayed as she kept looking out he window toward the Everfree.

“It... It was Fluttershy this whole time. I should have realized that right from the start. The stinger in Twilight's report, Angel's death. All the events after that. It's so clear now.” The Ancient Alicorn frowned and glanced out the window.

A dot.

She rushed to the window and threw it open and looked outside. She used magic to enhance her vision.

It was a skeleton drawn chariot.

She could barely make out any details on the dark chariot, but there was a flash of orange.

It was the missing pony Carrot Top, she was not moving.

Neither was the lavender for next to her.

“Oh dear... Twilight? I don't see any blood.” She jumped out the window and flew toward the chariot in the distance. She flew with all the speed she could muster. Rainbow Dash had indeed been the fasted flier in all Equestria, but the Princess had to be the second fastest.
...

“Twilight?” Carrot Top nudged the frail looking Unicorn.

Twilight's breathing was ragged. She was losing a lot of blood from her wounds. The slash down her side went from her shoulder, down her flank to her hindquarters and right across her dull grey cutie mark.

Her mane and tail were white, like the pony had aged fifty years suddenly.

Her eyes would flicker only slightly from time to time. She was barely conscious.

The worst was her horn. Blackened and cracked, the quarter tip having broken and fallen off. Carrot Top had this cradled between her forehooves so gently, like it might break and fall apart in the wind.

“Princess Celestia comes.” Silence Grave spoke suddenly.

Carrot Top looked forward and spotted the bright, soft rainbow coming toward them. “Oh thank Celestia.” She sighed. “Maybe she can make sense of what happened.”

“Silence Grave.” Celestia reached them and flew along next to the skeleton. He looked lie he was ready to fall apart. “What happened?”

“I was commanded by Mistress Deathspark to fly to Canterlot Castle, and to stop for nothing.” His voice not quite sounding as strong as it should. “I will not make it though. The magic that hold me is nearly gone.”

Celestia ducked down and then up again, taking the second harness. “Thank you Silence Grave. I have it now.”

“Thank you Princess Celestia.” He bowed his head, and in that instant, he simply fell, turning to dust and blowing away in the wind.

Celestia drew the chariot toward Canterlot. She was so worried. What had happened after the crystal shattered? What did Flutter mean by “An eye for an eye.”

Her royal guard met her half way, but Celestia refused to relinquish the reins. They nodded and provided a full thirty Pegasus Royal Guard escort directly over Canterlot City.

Those who were witness to Celestia pulling a chariot did not believe their eyes. It had to be a prank, right? Well, those who were from Canterlot. Those refugees from Ponyville knew the Princess better, and they knew something big had happened.

Celestia finally landed. She was glad to see the medic teams were already present. She only now relinquished the reins and stepped free. Some minor chafing was examined by a young paramedic whole the more experienced ones rushed Twilight Sparkle and Carrot Top to the castle hospital.

Celestia let the young Unicorn paramedic tend to her burning back and sides. The reins were not meant for a pony her size after all.

“Thank you, I will be fine.” She nodded to the Unicorn.

“Of course Princess.” He bowed, glad he had been able to at least apply some odourless salve and enchanted bandages that blended in with the coat. One would never know she was even wearing them without actually scrutinizing her sides carefully.
...

Carrot Top was not in bad shape, but the Unicorn Doctor, Dr. Reeds Jr. kept her confined to bed.

“How is Twilight and her friend?” Celestia's voice asked before Carrot Top was even aware the Princess was there.

“The Earth Pony will be fine. She's just exhausted. We will perform a full examination on her once we've taken care of the more concerning issue.”

“Twilight?” Celestia frowned. “What is her condition?”

“I've never seen anything like it before. Her magic... It's gone. Even Earth Ponies have magic, but Twilight... She doesn't even have a trace left. I think she'll live though.”

“If you can call that living.” Carrot Top blurted out, glaring at the young Doctor. “I may not have known Twilight all that well, but she IS a Unicorn. Without magic, she's like an Earth Pony with a blank flank and a boney growth on her forehead.” She glared angrily at the Unicorn. “Imagine if you didn't have any magic left?”

“Hold on now Carrot Top.” He glared back at her. “I never said her magic couldn't eventually recover. She's just spent, that's all.”

“You don't understand.” Carrot Top's eyes teared up. “Her magic was not used up. It was burned out. The Elements of Harmony may have defeated Blackthorn, but they destroyed Twilight as well.”

Celestia winced. She had not thought the Elements would react to the very magic that had allowed her sister and herself to become Alicorn in the first place. Then again, that had been a VERY long time ago, and just the first step on their evolution.

“Burned away...” Celestia walked over to Carrot Top. “Please, tell me what happened. Did... Fluttershy do all this?”

“I believe so. I mean, she attacked and ponynapped me.” She took a drink of water, then began her tale. How she had been taken, locked away in darkness. She described her escape and how she had been lured into the tree where she mean Whisper Wing Blackthorn. Her enslavement and how she was treated.

Fluttershy would bring meat, another pony corpse every week. In the last couple weeks, even Blackthorn would join his mother and hunt, bringing home more meat.

Carrot Top was fed fruits and vegetables, but never given any of the flesh, which she was fearful would happen. She detailed the mental games Blackthorn would play with her, wearing her down and making her mind nearly break.

She remembered everything that had happened.

But, it had been the magic of the Elements of Harmony that had healed her body and mind, purged it of the evil that Blackthorn's seed had placed into her.

“Wait.” Celestia's eyes went wide. “He... Impregnated you?”

“Yes. Even now it's growing in me, but the evil in it is gone.” Carrot Top placed a hoof on her belly. “I could feel its malevolent mind before, but now, I feel at peace. You're not going to take my foal away, are you?”

Dr. Reeds stepped up to the other side of the bed. “May I perform a magical scan?”

Carrot Top nodded.

His horn glowed for a moment, then he smiled. “A health pure pony embryo.”

Carrot Top smiled. “I... I won't blame this baby for the sins of the father. This one is innocent now.”

Celestia smiled gently. “I'm so happy for you, this seed of light among all the darkness. Now... I know you must be tired, but... What happened after Fluttershy appeared on the Chariot?”

Carrot Top's eyes fell at this point. “This... This is the strange part.”
...

Flashback.

She had come out of nowhere. The monstrous Flutter, not the kind and gentle Fluttershy.

Flutter stood over Twilight Sparkle, the most cruel and hate filled snarl on her face.

“An eye for an eye Twilight... An eye for an eye...”

Twilight looked up, her expression pained, but also one of shock. “But... Applejack killed you...”

“Killed me? Yes, she killed me, all for the deception. You were getting too close. You almost figured out I was the one behind all this. But in the end, you screwed everything up.” She growled angrily. “You took away what is most important to me. My son, Whisper Wing Blackthorn. Do you know what it is like to loose your son?”

“Blackthorn killed my son.” Twilight choked. “I know your anger and hatred...”

“What?” Flutter blinked, her cruel and horrid expression suddenly fading. “You mean Spike, don't you? I didn't know he... Oh dear...” Her anger and hatred cracked like a piece of glass.

“Yes. I mean Spike. I may not have been his biological mother, but we've been family for many years now. He called me Mom for so many, until we moved to Ponyville. Even then, we were mother and son behind closed doors.”

“Why did you keep that a secret from us, your friends?”

“We kept it a secret because we thought everypony would thing strange things about Spike and I. Jump to conclusions and all that.” She paused and took a calming, if ragged, breath. “Why did you keep your baby secret from us, YOUR friends.”

Flutter stepped back. “I... I thought you'd think differently of me. That you'd fear my baby.” She looked away. “I... Oh Twilight. I don't know what's come over me. I've killed and done so many horrible things.” She looked at her claws. “I'm no better than... Blackthorn...” Her eyes went wide. “He stung me. He made me give birth to the thing you killed. He twisted and corrupted my mind... He killed Angel Bunny and made me lie.”

Flutter's eyes started tearing up as her mind threw off the mental manipulations that her 'son' had done to her. “But... I loved doing all those horrible things... Oh Twilight... I've become an evil monster.”

Twilight coughed. Black blood spattering up on the floor of the chariot. “No... You were not evil. You were, are a victim of Blackthorn's. He used you, twisted you, the kindest, gentlest and most loving Pony I have ever met. He used your strengths to grow stronger again.”

“I...” Fluttershy looked into Twilight’s eyes. “I don't know what to do. My body craves the hunt, the kill. It craves the flesh of the innocent. I can't go on like this.”

“What are you going to do? If you re like Blackthorn now, you can be killed, but you cannot die. You're immortal now, like he is.”

“No, there is a way for me to die...” She closed her eyes. “Your magic is burned out, but you still have your horn.”

“What are you talking about? There might be some way to reverse this.”

Flutter shook her crimson maned head. “I am what Blackthorn was. I'm a monster that will just come back to life time and time again, unless I accept death forever. My very soul has to be burned. I need you to do that for me, or I will just come back and find some way to free Blackthorn. I still... still love him.”

Twilight reached up her still lavender hoof. She caressed Flutter's cheek. “My magic is burned out. What can I do?”

“Take all my magic.” She touched Twilight's horn with her own. The dark pink magic flowed into Twilight. The Unicorn's horn screamed in pain as the magic built up, then suddenly surged back into Fluttershy.

Fluttershy gasped, then smiled. “Thank you Twilight Spark...” She never finished. Her form just turned to dust and blew away in the wind.

Twilight felt her horn crack, the tip breaking off and falling to the deck. She blacked out, fading in and out of consciousness for the remainder of the trip.

Carrot Top cradled the broken, blackened horn tip till they arrived at Canterlot.

End Flashback.
...

Celestia was shocked. “Fluttershy... She broke free, then had Twilight kill her...” She nuzzled Carrot Top's chin. “Thank you Carrot Top. I... I think I know what to do now.” She turned and left the room.

Carrot Top and Doctor Reeds looked at each other.

“What now?” Carrot Top asked.

“Well... You're fine. I'll keep you here for the night.”

“What about Ponyville?”

“I've heard Princess Luna is taking soldiers there to burn it to the ground. They are going to purify the entire land of the corruption, than Ponyville can be rebuilt.”

“I don't know if I can return to Ponyville... All the horror. I'd never feel safe there again.”

Dr. Reeds nodded. “You can start over anywhere else. I'm certain the Princesses will be more than willing to assist you in starting a new life for yourself and your foal.”

“Thank you doctor.” Carrot Top lay back and looked out the window and smiled. A chance at a new life, with the new life growing within her.
...

Celestia stood next to Twilight's bed. She had cast out all the Doctors and Nurses who had been poking and prodding at the burned out, hundred year old looking Unicorn.

“Oh Twilight. I can feel your soul burns brightly still. Your body, it may still live, but can you really call this a life?”

A hoof rested against her cheek. “Tia...” Twilight's eyes were barely open. “Fluttershy...”

“Shh. I know. She sacrificed herself to save the world from the evil she had become.”

Twilight sighed. “In the end... we all lost. All my friends, dead. I killed three of them myself. Am I no better than Blackthorn? I don't deserve to live. No, I do deserve to live, as I am. Frail, with no magic. Suffering and in pain. I became a Necromancer. Tia, I tried to become what you are. I failed.”

“No Twilight. You did not fail. You have only begun your evolution.” Celestia smiled at her student. “You can be killed...”

“But I cannot die.” Twilight finished. “I understand. When I am reborn, maybe I can meet you again?”

“Of course my dear Twilight. I will make sure it happens.”

Twilight looked up at her Princess. “How? If I'm reincarnated, will I be reborn from my own body or ashes like a Phoenix? Will I be reincarnated into a new body?”

“Twilight, do you trust me?”

“Of course. I love you and trust you so much.”

“Then... Let me end this suffering.” She smiled softly. “I will ensure you are reborn so we will meet again. You may not remember at first, but as you grow, your memories will return. This, I promise.”

“Yes, of course Princess. I would be honored... No, I wouldn't want it any other way.”

Celestia's horn glowed softly at first, then grew brighter and brighter. In a flash, they were floating within the flames of the Sun itself.

Twilight felt the warmth and love of the golden flames. She smiled up at Celestia.

“My dear Twilight Sparkle, your soul will become part of me.”

“I don't understand.” Twilight asked as the flames burned away her body painlessly.

“Twilight Sparkle, when you are reborn, We will be family. You will call me mother.”

Twilight sighed as she was burning away in these flames of compassion and love. With her final breath, Twilight Sparkle spoke these final words...

“Mother... I love you.”
...
The End.
...
Editor's Note:
The author kept tearing up as she was writing this chapter... Hell, I shed a manly tear myself while reading it over and editing it. It was such a bittersweet ending...
At least Carrot Top's baby won't be some evil monster.
...
Or will it? 'Insert evil grin here'.
...
Author's Note:
Took longer to write this chapter than anticipated, and it's a rather short chapter too. I know I wanted it to be a bittersweet ending and all that... 'sniffle'... Burned through half a box of tissues. Unknown burned through the other half, partially from the story, and partially from his cold. Mostly the story though.
...
And no, Carrot Top will have a sweet, innocent and NOT evil little Earth Pony filly that she will name Golden Hope.

fLuTtEr

by AnnonyMouse

fLuTtEr OnE

fLuTtEr tWo

fLuTtEr tHrEe

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