The light of consciousness slowly faded from the purple tinged eyes of Twilight Sparkle. Creases and expression around her eyes and on Twilight’s face faded into dead neutrality as the machinations of her nervous system were forced to quit functioning by a coordinated chemical reaction. Despite her dead expression, tears still stained the fur on her face, a reminder of the horrifying deed that had just taken place. Twilight sat upright, her muscles locked into place, staring at nothing. Her will was sealed. The room was silent except for the soft sobbing of a magically suspended torso. The torso was missing all its flesh below the wing joints with drips of blood leaking from rapidly self healing wounds, as the excess red liquid pooled to drip from the tip of a sinewy tailbone.

Blossomforth hugged the soft, warm neck of the comatose purple pony, sobbing into the fur of the larger alicorn as if she were a teddy bear. Blood still pumped through Twilight’s veins. Blossomforth simply cried into Twilight’s neck. What had she done? When did things get so complicated? What kind of monster was she becoming?

Blossomforth had just committed an unspeakable crime. She had forcibly taken the body of a princess, of the beloved heroic alicorn. Twilight was now her’s, merely an extension of her biomass, she had taken complete control over Twilight’s very being. Twilight’s life and identity on this physical three dimensional universe was trapped in the control of Blossomforth’s hivemind, utterly and completely defeated by the incomprehensibly advanced alien biological technology from another galaxy. Blossomforth looked around, another gut wrenching sense of shame took over her mind as she looked over to Lyra’s disfigured glob of biomass, random features from Lyra’s old body could be seen unceremoniously smeared and mutated across the surface. Oh, poor Lyra! What had she ever done to deserve this?

Her breath hitched as a wretched thought surfaced into Blossom’s mind: Lyra had tried to seduce Anon. That’s why this happened. Because she was jealous. A petty, vindictive bitch. She was not a good pony. Blossomforth cringed at the thought, feeling like she wanted to throw up. The guilt left a void in her soul, as if she had lost something.

Blossomforth began to feel dizzy. She was alone. She had taken control. Unquestionably, she was the superior, dominant organism. Smiting Lyra, raping Twilight in every way except sexually, and paralyzing Anon against his will. Blossom began hyperventilating as she observed Twilight from her own floating torso, stolen magic keeping her aloft; her exposed heart could be seen pumping more quickly, each rapid beat jerking her heart with a violent squish. The fear of loneliness was coming back. This was her fate, the alien consciousness had told her. She would end up assimilating everyone in the end whether she wanted or not. Death was the only escape the other organisms had before she infected them, once infected, even the sweet kiss of death could be postponed indefinitely. They were bound to the same spherical plane as her by gravity, trapped in the same space and in the same fate. They would be her food, they would be her slaves, bound to her will to be shaped into whatever grotesque machinations she could design.

Blossom shivered, she began to feel cold. The magic on Twilight’s horn began to waver. Blossom needed her human, she needed him now. Blossomforth’s eyes shifted to Twilight’s torso, bloated with infectious worms still wriggling within her. Blossomforth narrowed her eyes and Twilight’s entire torso began wriggling with movement. The movement began traveling up Twilight’s neck and suddenly Twilight’s mouth was forced open as countless wriggling worms ejected themselves. The worms fused together into one large tentacle as they writhed from Twilight’s mouth and amorphously stretched out, reaching out to fuse to Blossomforth’s exposed tailbone as the alien non-euclidean organic substance flowed and wormed its way around her spine. The tentacle split itself apart into many smaller tendrils that wrapped around Blossomforth’s spine. Organs grew from the tendril stems like fruits as the biomass pumped through the veiny tendrils, mutating to fill her torso with organs, muscle and finally skin. Twilight’s bloatedness shrank as the amorphous muscle disgustingly wriggled its way out of her mouth until the last of it came out, slithering through the air to fortify and rebuild Blossomforth’s body. As Blossomforth’s body became whole again she slowly lowered herself to the floor, her deceptively non-threatening pony form restored.

Blossomforth stood up and turned her head to look at the mass of disfigured meat and mutated skin that used to be Lyra, her eyes heavy and remorseful. Lyra’s nervous system was still buried somewhere within the mutated glob of meaty flesh no where near resembling a pony. Her facial features were spread across the surface of the mass and part of one of her forelegs could be seen jutting out at a strange angle. Patches of Lyra’s turquoise fur could still be seen but the skin was mostly mutated and bare. It was time to set things right, this abuse had to stop. Blossom closed her tear stained eyes and telepathically fished the copied information about Lyra’s body structure out of the Matrix, initiating the transformation.

It began with Lyra’s face. Scattered features, muzzle, horn, jaw, eyeballs, and ears began to shift on the surface of the flesh towards each other, quickly rearranging themselves into Lyra’s familiar face, albeit without any bone structure to speak of. Flabby amorphously shifting cartilage provided the only sense of form. Lyra’s visible leg twitched and made some loud cracking noises as it unbent itself and shifted downwards below the forming face and found it’s way into the socket of Lyra’s shoulder with an audible pop. Bones rapidly formed within the fleshy glob and pierced the elastic epidermis as amorphous muscle forced the bones into their normal anatomic position. The skin tightened and stretched around Lyra’s extruding and developing limbs and face. Gooey amorphous muscle slithered between the skin and bone, solidifying into the structure of normal pony muscles. Finally, Lyra’s bright turquoise fur grew to fill the bare patches and Lyra, fully formed, lied on the floor next to Twilight’s large statuesque alicorn body.

Lyra’s body lie on the floor, limp like a discarded toy. Her head slumped on the floor, one cheek on the ground with her mouth slightly open, drooling with a dead expression as her animated flesh finished its mutation. Just as the transformation was completing, Lyra’s empty golden eyes rolled in their sockets slowly and stopped to stare directly into Blossomforth’s eyes before she went completely still.

Blossomforth suddenly froze, a chill tingled up her spine as Lyra’s dead eyes stared into her soul. A sudden illogical fear trapped Blossomforth, she was unable to move as a profound sense of dreadful guilt pierced her soul. ‘You did this to me,’ the empty, golden eyes seemed to say, as they effortlessly paralyzed Blossomforth in a state of overwhelming guilt and sheer terror. For just a moment, Blossomforth thought that Lyra had woken up and was judging her for her sins, an all powerful stare binding her and sentencing her soul to eternal damnation.

Blossomforth’s face was a visage of fear. “I-I didn’t mean to!” Blossomforth’s adrenaline spiked, her heart began pounding in her ears and she breathed rapidly. She began to scurry backwards but was unable to break eye contact with the gaping abyss that trapped her. Finally with a supreme effort, she tore her eyes away from the soul eating eyes and broke contact, turning tail to run away, breathing heavily as she galloped to the exit of the massage room. She panted with a soft panicked whine of fear as she dashed away. She sped through the room and leaped over the coffee table to tackle an unconscious Anon and scurry behind his larger frame between him and the couch to hide from the empty soul eating eyes of death. Anon would protect her from the demon. Breathing heavily she shivered with fright. It was then that she remembered exactly what she was so afraid of. She laid still for a moment, wedged between Anon and the couch. She began to cry, sobbing profusely and wrapped her legs around Anon’s torso tightly, straddling him and sobbing into his back, staining his shirt with mucus. She lay there crying and sobbing pathetically for a long time as she clutched at Anon’s torso.

“Mmmmmrrrrrrrgggggg...”

Blossomforth suddenly stopped her sobbing and her eyes widened. An uncontrollable gasping hiccup characteristic of sobbing shook Blossom’s torso and she cautiously fell silent.

“Mmmmmmrrrrrrrnnnnggggg!”

Blossom raised her head. The weak groaning sound was coming from Anon. Blossomforth’s eyes widened as she scrambled to her hooves. She carefully climbed over Anon and lowered herself to the floor so she could see Anon’s face. His eyes were half lidded and half his face seemed to be limp while the other side twitched. Anon’s eyes tracked Blossomforth’s movement and another long drawn out groan with a frustrated accent escaped Anon’s lopsided mouth and his eyes rolled at Blossom. Blossomforth winced, Anon was recovering from the paralysis she had imposed on him. He was obviously frustrated with his inability to move.

“I-I’m s-so sorry Anon. Here, let me help you.”

Blossomforth pushed her hoof against the inside of Anon’s elbow joint. A small protrusion originating from the fleshy frog of her hoof extruded itself like the tendril of a vine, becoming progressively thinner until it took on the familiar anatomic structure of a mosquito proboscis she used on Anon before. A tiny, beady eye also mutated into existence in the base of Blossom’s hoof. The light sensory organ was able to sense infrared, it could sense the presence of veins and warm blood. With an automatically grown neural cluster inside her hoof, her razor thin proboscis was quickly guided to Anon’s median cubital vein as it slithered through the air with some impressively adaptive eye-tendril coordination. Of course, this mostly happened instinctively, using some extremely precise and specialized organs from previously assimilated blood drinking parasites and Blossom did not fully appreciate the complexity of what had just occurred.

Blossom’s razor thin proboscis easily slipped through Anon’s skin and injected the antidote generated from a recently grown gland in Blossom’s hoof. The antidote quickly flowed through Anon’s body and neutralized much of the neurotoxic agent. Blossom retracted her proboscis and the specialized organs deformed back into the fleshy frog of her hoof. She sat her haunches on the floor at the base of the couch as she watched Anon recover. Anon began breathing more deeply as he gained conscious control over his diaphragm. A few seconds later, Anon had gained enough strength to move his arms and gave a groaning sigh as he heaved himself into an upright sitting position, steadying and bracing himself against the couch.

Anon rubbed his eyes and looked down at Blossomforth. She looked a bit pathetic with tears staining her white fur and a tiny dribble of mucus leaking from her snout as she hiccuped. Even in her sorry state her eyes softened with a hopeful expression as their eyes made contact. Anon felt a bit angry at how Blossom had imposed paralysis over him but he couldn’t bring himself to berate her, seeing her so vulnerable so instead he reached his finger out and poked her firmly in the snout.

Blossom shrank beneath the power of the boop, guilt could be seen in her eyes. Anon wanted badly to press her but couldn’t in her time of weakness. Instead he settled for a firm look. ‘You know what you did.’ his expression said. Blossom’s ears wilted dramatically, tears welled up once again in Blossom’s eyes and her hiccups shook her body. She closed her eyes and sobbed ever so softly, tears streamed down her face.

Anon wearily sighed and his expression softened, “Comere, you silly pony.”

He reached down and lifted her by her forelegs’ pits, bringing her forelegs over his shoulders. She hugged Anon tightly with her forelegs and he rubbed her back as she sobbed, her small frame shaking against his torso. Blossom’s hind legs and wings too wrapped around his torso, gripping him tightly. She did not want to let go.

Anon gently massaged the muscles in her wing joints, attached to her shoulder blades. Ever so slowly her sobbing subsided and her breathing slowed with only the occasional hiccup. Anon patiently sat there and allowed her to recover in his arms.

“Anon? Am I a bad pony?”

Anon embraced and pet Blossomforth’s mane, giving her a big hug as he felt her small body in his arms shaking as she hiccupped.

“No, Blossom. You are a very kind and gentle pony. It’s just-” Anon sighed, “I wish you trusted me a little more. I know you probably did what you did to me for a reason but it pains me that you felt like you needed to. What exactly happened while I was out? Are Twilight and Lyra okay? I’m worried about you, Bloss. Tell me what’s wrong, please?”

Blossom’s limbs loosened their tight grip on Anon. “I’m so sorry, Anon. I panicked. My alien body, it- the instincts. I felt a powerful fear, I felt a strange need to be in control. I don’t know how to explain it. When Twilight had found Lyra I knew that my secret was close to being exposed. The fear was incredible, it triggered some sort of response in my body that forced me to think coldly and analytically. Twilight could easily teleport away with her discovery or trap me with her powerful magic. There is not much the Ancestors have not faced, but magic is new to my species, unknown with no genetic memory to deal with it. Fear of the unknown is powerfully ingrained. I was only able to see her as a threat to my survival.”

Blossomforth was silent for a few moments, Anon could feel Blossomforth’s heart beat in the complete silence.

“I-I did it, Anon. I assimilated Twilight.”

Anon suddenly stopped rubbing and petting Blossomforth’s back. A trickle of fear tickled his spine and made him shiver. He had suspected this but to hear Blossomforth say it was a different matter. Twilight had always seemed like a powerful symbol of the Equestrian supremacy. She and her friends were able to defeat most of Equestria’s foes with their magic and teamwork. Twilight in some ways represented and embodied the might of the nation of Equestiria and the pony race with her incredibly powerful magic skills and alicorn status. Twilight had been a kind friend that had helped him to adapt to life in this world. The fact that Blossomforth had so easily assimilated such an important pony had him alarmed.

Anon let go of the hug and looked at Blossom in her large eyes as he hastily hid his fear. “She’s fine, right? She’s not hurt, and you didn’t… change her? How is she? Did she see anything?”

Blossomforth averted her eyes and stared with a tired, faraway look. “She saw everything, she saw the grotesque abomination that I am. Physically, she’s all in one piece but she’s unconscious right now. She was so scared, Anon. The way she looked at me was just horrible.” Blossom looked up at Anon with heavy eyes. “I can’t keep doing this, Anon. I don’t want to be a monster. I don’t want to manipulate. I hate what I have become, I wish I was a real pony again.” Tears glistened in her eyes and she began hiccuping once more.

Anon hugged Blossom with one arm but propped up his head with his other arm, braced against the armrest trying to think of what to say or what to do. Blossomforth snuggled her smaller pony body closer to Anon, seeking support. He knew that this would keep happening, it was clear now. Whatever alien biological engineering inside of Blossom that was causing her to react to things in strange ways would cause more problems in the future. Nagging in the back of his mind was also what Blossom had said to him right before she put the whammy on him, the other consciousness in her hivemind was active. A headache was rapidly forming in Anon’s head.

Anon sighed wearily as he gathered his thoughts, slowly releasing the hug. He looked into Blossomforth’s eyes with a tired expression. “We really need to figure this out, Blossom. We can’t keep pretending that this will work itself out. Based on what you told me right before Twilight discovered Lyra, before you started freaking out, we have some serious problems. Do you know what the alien is doing in your head? We need help, Blossom. I think it may be time that we told Twilight what’s going on. I think she can help us. She’s a really talented scientist and the most magical pony I know. It’s going to be hard to talk to a pony that saw you how you really are but I think that Twilight is wise enough to eventually accept you as I have. I have faith in her, she is the princess of magic after all. Just- don’t mess with her memories or thoughts like you did with other ponies you assimilated before. It-it’s wrong, a-and-” Anon went silent for a few seconds. Blossomforth looked uncomfortable and was about to say something but Anon interrupted her.

“Wait. This is very important to me, Blossom.” Anon looked at Blossom and grasped her around her shoulders, his eyes stared to the side as he hastily gathered his thoughts. Anon adopted a piercing stare of the utmost severity as he stared into Blossomforth’s blue eyes. “I have known Twilight since I came here and I was shunned and rejected by everypony for being different. I don’t blame them, I can be a little intimidating because of my size and ponies being descended from herding ancestors naturally fear the unknown. It is ingrained in their nature. Twilight was the one that accepted me, gave me a place to live, and helped me to fit in when no one else would. Her authority, magical power, and benevolence as a princess is incredible, a true ambassador of her species.”

“I know when you assimilate biomass that you can change it and mutate it. Please protect her, I suppose she is part of you or your hivemind now. Don’t scramble her brains or force her to think a certain way. I-I don’t want to lose her. It-it’s just not right to recklessly play with something so precious as the Princess of Equestria’s brain. Don’t become the monster you are afraid of becoming. Treat her mind as a priceless artifact, a one of a kind, absolutely irreplaceable organ of incalculable value. She deserves that respect and you need to be very careful with how your infection affects the friends you know and love. I know how potent your biology can be. Judging by her reaction to being assimilated you may have to impose some temporary restrictions on her while we gently explain what happened. I don’t even know if you can ‘unassimilate’ ponies once your infection or your enzymes are inside. We’ll talk about that later after we have talked to Twilight. Hopefully our talk will go smoothly, this has me nervous to be honest. I’m just asking you to be very careful, please think long and hard before you do anything permanent. Also, try to be as non-invasive as possible with Twilight. Will you do this for me Blossom?”

By now, tears were welling up in Blossom’s eyes at Anon’s impassioned speech, her lower lip stiffened and her brow creased as she realized the gravity of her responsibility. Also, a fear of what awaited her in explaining herself to Twilight shivered down her spine. Part of her wanted to simply erase Twilight’s short term memory, it was the easy thing to do, but the fear of what the alien consciousness may be planning and Anon’s speech stuck in her heart. Anon looked at her with a pleading expression. Blossomforth reached her hoof out and touched Anon’s cheek with her hoof. “I swear to you, Anon, I will treat her mind with a sacred reverence. You are absolutely right, I have a huge responsibility now and I will not betray you or the sanctity of Twilight’s mind.”

Blossomforth felt dirty. She felt Twilight’s assimilated flesh in the other room as if it were her own, encasing and cradling the precious one of a kind nervous system that contained all of Twilight’s thoughts, personality, and character. She did not feel worthy to be a steward of such an important piece of biological tissue. Oh how very fragile the squishy neural material was encased inside Twilight’s flesh and skull. The very thought of failing Anon’s desperate plea was repulsive, bound to drive her into madness should she fail.

Anon spoke up again. “So what’s going on in your hivemind? What did you try to tell me before Twilight found Lyra? It may be prudent to try and figure out what is going on before we wake up Twilight so that we can explain things to her.”

Blossomforth’s face suddenly looked more worried and weary, she lifted her hooves to rub her eyes. “Oh mare, I almost forgot about that. I haven’t even thought about that since. I’m super worried about what that part of my hivemind is doing. The problem is that I don’t even know how my mind works, it works in very strange ways. It’s difficult to describe sometimes. I’m going to need some time to really figure out what’s going on there. I need to explore my hivemind for clues.”

“Alright, we’ll worry about that later,” Anon said. “For now, let’s just focus on how we’ll approach Twilight. I think she will be the first pony to learn of your existence with the exception of some forcefully repressed memories in some other ponies you infected. This is a big deal. Our goal is to explain things to her without her freaking out. To do this, I’ll go to her alone. It may be better if she doesn’t see you right off the bat. You’ll wait in the other room and come in when I tell you. Also, I don’t want you to do anything to her at first like disabling her magic or something. She might mistake what happened to her as a dream and I’ll do my best to slowly explain what happened in a way that doesn’t make her freak out. Hopefully, this will result in us explaining what happened to her without anything dangerous happening, Twilight’s magic is very powerful. If she does freak out, then I guess you’ll be able to inhibit the connection between her brain and horn, right? ” Blossomforth reluctantly nodded. “Hopefully it won’t come to that.”

Anon was silent for a few seconds but reluctantly continued. “I think you told me you can read the minds of ponies you assimilated. Normally I would want you to respect Twilight’s privacy but I think it may be prudent to take a peek this time. Don’t mess with her magic or body unless it is absolutely necessary. If she is just thinking about doing something rash don’t do anything until she is just about to do it. I really want to avoid body modification if at all possible. Do you think you have the reaction time to do this?”

Blossomforth nodded. “Yeah, I should be able to do that. I didn’t tell you but right after I put you to sleep I gained this extreme focus and I was able to make myself think at a rate much faster than usual, essentially making everything around me appear in slow motion. I think I should be able to do it again when needed.”

Anon looked a little exasperated, he looked at Blossomforth with an eyebrow raised and with a slightly playful grin. “Is there no end to your abilities? I dread to think what would have happened if the original alien had survived intact or if another pony not so kind hearted as you inherited such advanced biology. I would have just given up to be honest. I guess these ‘Ancestors’ had to be advanced to take over a whole galaxy. Science fiction writers from my world always said ‘Any sufficiently advanced technology is indistinguishable from magic’.”

Blossomforth’s ears twitched as a mild blush appeared on them. She hugged Anon. “I’m thankful to have you too, Anon. You’re always there to ground me with your sound reasoning and loving patience. I don’t know what I would have done without you.” They sat there for a few moments, hugging each other. Blossomforth whispered into Anon’s ear. “I’m scared, Anon. What if Twilight hates me? What if she only pretends to like me out of fear? What if she doesn’t forgive me? What if she only thinks of me as another monster for her friends to banish?”

“I think there is a good chance that won’t happen if we do this right. I can’t control what Twilight thinks and I definitely don’t want you to try, but no matter what happens I will still be there for you. Sound good?”

“Yeah, that sounds good, Anon.”

“Alright, then let’s wake her up.”

I hope you enjoyed the chapter. I can only hope that I did a good job of explaining emotions without going overboard. Tell me what you think. Next chapter we will be going back to Thing and then in the chapter after come back here to find out what happens with Twilight.

Thanks to EverfreeSparkle for pre-reading.

I have been extremely busy with my second semester in my Computer Engineering master's program. It's going well. I will probably get my master's degree at the end of summer. This is why I have not been posting much. Much busy, little write. lol

In other news, I commissioned a drawing of a scene from "Chapter 19: Teaser". It can be found by using the number 1392551 or 1392550 with Derpibooru. A very beautiful and anatomically focused picture of Blossomforth by the talented Pepperoach.

How have you all been? Have you been liking the story so far? Answer in the comments! Since live viewer count is down, that's all the feedback I get...