The Mask of Fear

by donceluzza

Nightmare Night

“Twilight, ah know what ah saw.”

Twilight groggily sifted through her bookshelves. “Here we go.”
She plopped the massive book down on the table. Nightmares and Foal stories, Twilight’s personal compendium of monsters, demons, ghouls, and ghosts. She remembered being given the book as a birthday present during her foalhood, back when she dreamed of hunting ghosts, herself.

Flipping through the pages, Twilight found the entry that matched Applejack’s description. The being was human, or at least looked like it. It wore a long black overcoat and matching gloves. In its hands, it held two sickles. Instead of a face, the creature had only a skull, blackened like charcoal. “Skull Mask.”

“Yeah, that’s him, so how does it say we beat it?”
Twilight sighed and sleepily rubbed her eyes. “Applejack, it’s not real, somepony was probably just playing a prank on you; dressing up as Skull Mask and going aboogawooga to try and scare you.”
“Twi, I ain’t lying.”
“I never said that you were lying Applejack, just that you didn’t see what you think you saw.” Twilight closed the book and placed it back on the shelf. “Just an early Nightmare Night prank, that’s all.”

“Twi, that thing was huge!” AJ made motions with her hooves to demonstrate. “Bigger than Big Macintosh, taller too, what kinda filly is bigger and taller than my brother?”
“You’re making assumptions, maybe it was more than one filly.”

Applejack sighed. “Twi, I’ve seen my sister and her friends try and do that, all three dressing up as one big, tall thing. Ah ain’t never seen one move like that before.”
“It was dark, it is dark; you probably just saw what scared you more.”
“There ya go again, accusin’ me of lying!”
“I’m not accusing you!” Twilight screamed.
“Twilight, is everything ok?” Spike called from upstairs.

“Yes Spike, go back to bed.” Spike scampered back up the stairs and shut the door to the bedroom behind him. Twilight rubbed her eyes again and looked to her distraught friend. Applejack had run into the Library an hour ago, screaming about how some monster from a bedtime story was in her yard and demanding that Twilight wake up and help her fight it. AJ certainly looked scared. her mane was disheveled, as though the creature woke her up. In fact, Applejack wasn’t even wearing her traditional Stetson.

“Look Applejack, fear isn’t a constant; not simply because what scares one pony doesn’t always scare another, but also just how one deals with fear. Sometimes a pony will see something and imagine it’s scarier than it actually is.”

“Twi, ah know that y’all don’t believe in this stuff, but ah know what ah saw. If you keep insisting that everything you can’t understand ain’t real, eventually ya gonna be wrong.” Applejack walked out of the library and shut the door behind her.
Twilight sighed and walked back upstairs to her bed and checked her clock. It was 1:30 in the morning.

Spike popped out from beneath the covers of his bed. “Hey Twilight, don’t you think that you should’ve at least checked on Sweet Apple Acres with AJ, you know, just to make sure that nothing was wrong?”

“Spike, ‘Skull Mask’ is an old foal’s tale. What Applejack saw was probably just a few foals in their Nightmare Night costume wandering around. It was nothing.” She tucked herself back into bed. “Now go to sleep.”

“Alright, but this Skull Mask sounds really scary. Maybe I should be him this Nightmare Night!”

“Ok, I’ll help you make the costume tomorrow, but for now go to sleep.”

“Ok, ok. Good night, Twi.”

---

Twilight awoke with a scream. The lavender mare breathed heavily, closing her eyes and shaking her head, trying to dislodge the thoughts of the night’s dream. She yawned loudly and stumbled out of her bed, rubbing the sleepiness from her eyes as she set about her day. Twilight walked into the bathroom to comb her mane only to have a creature with a blackened skull jump out from her shower curtain with a sickle in its hands.

The creature slashed at Twilight, catching her in the eyes, causing her to scream as bits of blood and eye poured onto the bathroom floor. She ran out of the bathroom and sprinted for the stairs. As she reached them, she fell down the staircase, collapsing at the bottom. As she lifted herself up, she saw Spike’s dead carcass, with it’s stomach split open and the contents spilt across the floor near the doorway.

Twilight screamed as loud as she could as she stumbled into the kitchen. Grabbing a knife in her magic, she turned to face the kitchen entrance and waited with bated breath for the monster to come down the stairs. Rhythmic thumping came from the stairs as the monster slowly came down them. His every step matched in time with Twilight’s beating heart. Eventually, after what felt like an eternity, he rounded the corner, allowing Twilight a good look at the monster.

The monster was indeed Skull Mask. The long black overcoat he wore was stained with the red of Twilight and Spike’s blood. His sickles dripped with the slick red substance, pooling around the floor. The creature’s face was indeed a blackened skull.

Twilight launched the knife at it with her magic, sticking it betwixt the creature’s ribs. The creature gave small pause before simply leaping at Twilight. It’s sickles stabbed into Twilight’s back, pinning her to the ground. All Twilight could smell was the stench of burning charcoal seemingly radiating from the creature’s face as it breathed smoke into her throat. He removed one of the sickles from her back, pinning it against her throat and then slashed.

“Ahhhhhhhhhhhh!”

Twilight awoke with a start, salty sweat running down her brow. Spike, who had been standing in front of her, jumped back with a start.
“Twilight! are you Ok?” He set the tray of food he was carrying down on the nearby bed stand and started to wipe away the sweat accumulating in a pool around Twilight.

“Y-ye-yes.” she stuttered, trying to catch her breath, “Just a-just a nightmare. Just a nightmare, that’s all.” She put a hoof to her eye, despite it being a dream, it felt real. She could feel the sickle stuck in her back. She could feel the blood running down her face. She could smell the burnt skull. “Sorry Spike, it was just a nightmare.” She looked over at her clock, “11:30!” she spat, “Why didn’t you wake me up?”

“Well you looked like you needed the extra sleep, although now I wish I had woken you up.”

“Well what about your costume?”

Spike smiled, “It’s not as important as making sure you get some sleep, Twilight.”

Twilight smiled and hugged the baby dragon, “Thanks, and I promise that by the end of the day, we’ll make that costume.”

“Alright, well why don’t you get up and I’ll bring this food downstairs again so we can have breakfast together.”

“Sounds good. Yeah, I could use some breakfast,” Twilight kept muttering as she walked into her bathroom. As she opened the bathroom door, she remembered the dream and how Skull Mask had jumped her. “It was a dream Twilight, pull yourself together.” She sighed and walked into the bathroom, stopping once she reached the closed shower curtain. She gulped as she slowly reached for the curtain; she yanked it back, revealing an empty shower.

“It was a dream… just a dream.” Twilight continued to mutter assurances to herself. Truth be told, she wasn’t entirely convinced that it was ‘just a dream’. It had felt so real; she could still feel the blood dripping off of her face. Twilight started the shower and stepped in, hoping that the hot shower would help clear her head.

After her shower, Twilight went downstairs to find Spike and breakfast waiting for her. “Heya Twilight. Look, I made pancakes!”

“Thanks Spike, I really do appreciate it.” When Twilight sat down to her meal, she pulled her copy of Nightmares and Foal stories off the bookcase and sat it down next to her. Flipping through the book she eventually came across Skull Mask. “So Spike, what’s on the agenda today, aside from your costume?”

“Well you said that you had some studying to do, but other than that, nothing. Oh, but I did promise to help the Cutie Mark Crusaders with something today!”

“Well that’s great, you go and have fun and later tonight we’ll work on that costume.” Twilight said with a smile.

Spike inhaled the rest of his breakfast and licked his lips. “Sounds good.” Giving Twilight a hug he started to leave the library, “I’ll be back later tonight.”

“Goodbye Spike, give the Crusaders my best.” Once Spike left, Twilight stared at the book in her possession. Her eyes lingered on the picture of the monster that attacked her friend, the monster that attacked her. “It was a dream, there’s no way that this thing is real… Is there?” She ran through all of the possibilities of why she thought that she had felt the pain in her dream. Her dream could have been magically induced, though that was unlikely, as she would have felt something was off. It could have been just any other dream, though that wouldn’t explain why she felt everything so vividly.

The only other option she could think of was that it was a premonition; she had occasionally gotten one or two back in Canterlot, albeit on a smaller scale. Twilight smacked herself with her hoof, “I’m just freaking myself out, but I suppose a little light reading over breakfast would be good for a laugh.”

Twilight began reading the section on Skull Mask’s origin. Apparently he was once a human who had found a way into Equestria thousands of years ago. But the first people he met were unicorns that burned him alive in fear. Now, he stalks and kills unicorns, trying to find the descendents of those who murdered him.

Twilight normally would’ve giggled at the absurdity of the premise to this monster. Humans were myth’s, the same as monsters, but then if one was real. Twilight shook her head. “Neither of them are real, I’m just scared, scared of a foal’s tale.” She sighed and continued reading.

The book went on to outline the creature’s abilities. The Skull Mask possesses incredible strength, and a resistance to pain. “The only thing that can truly harm the creature known as Skull Mask is the same flame spell that was used to burn it whilst it was alive.” Twilight silently cursed herself for her own curiosity as she dropped the book and started to scan the library for anything that could shed light on the history of Skull Mask’s human life.

Twilight pulled out numerous books on flame magic, mythology, and ancient history, hoping to make the connection. Twilight started pouring herself over the history books, finding nothing about a human. “If only the book gave a more specific timeframe, ‘thousands of years ago’ isn’t a huge help.” Twilight skimmed through one history book, then another, then another. After skimming four separate books on ancient Equestrian history, a knock at her library door interrupted her.

“Come in.”

Applejack walked in looking worse for wear than she did last night. While her trademark hat now adorned her head, her mane was still knotted and unkempt and solid black bags had formed under her eyes.
“Heya Twi, mind if ah have a cup of tea, or coffee, or something?”

“Applejack!” Twi rushed to her friend, “Did you get any sleep last night after you saw me?” Applejack shook her head; “Well then, let me get you a cup of tea, ok?” AJ nodded,
“Good, I’ll be right back.”

Twilight rushed into the kitchen and quickly prepared the tea for her and her friend. When she returned to the library lobby, she saw Applejack pouring over some of the books that she had brought out.
“Twi, if you wanted to help...”

Twilight quickly set the tea in front of her and Applejack,
“I just decided that I would do some light research for Spike’s Nightmare Night costume.”

Applejack pointed to an open book on the pre-Nightmare Moon era Equestria,
“Light reading Twi?” Her attention was quickly grabbed by the open Nightmares and Foal stories on the table. Applejack’s eyes widened as she saw the entry on Skull Mask. “Ya found out how to stop him!”

“Not that I really believe that he exists, but yes.” AJ looked at her expectedly, “Apparently, he can only be killed with the same spell that killed him when he was alive.” She sipped her tea before continuing, “He was a human that came to Equestria, but was burned alive by a group of unicorns, so he can only be killed with the same spell.”

“Well then ah guess ah’ll need your help with this, Twilight.” AJ sipped some of her tea, “Cause he wasn’t hanging around my farm when I went back yesterday.”
“Well that just proves that he wasn’t ever there…” began Twilight.

“He was, though. He was walking around Ponyville.” Applejack interjected, “Ah saw him walking around, and so ah followed him around last night until he just stopped at the boutique and disappeared.”

“Just disappeared?”

“Yep, puff of smoke.” AJ continued to sip her tea, “So ya know what spell to use yet, Twilight?”

“There isn’t a whole lot about ponies meeting mythical beings in my books, Applejack.”
AJ huffed,
“Maybe cause ya’ll are looking in the wrong books, Twi. If humans are myth, then shouldn’t ya be looking at the mythology section?”

“There is a difference between a human and this Skull Mask monster. At least I think so. Celestia knows there can’t be a whole race of that thing.”

“So ya do believe it exists!”

“No, I…”

“Face it Twi, I was right. What’d he do, walk up to ya window and go ‘aboogawooga?’” AJ waved her hooves around and started laughing.
“He killed me.” Aj’s laughter ceased, “It was a dream, but it felt real. He killed Spike, and he killed me. He slashed my throat after ripping out my eye.”

“Oh, Twi.” Applejack hugged her friend, “It’s gonna be alright, we’ll figure this out.”

“He isn’t real...” Twilight muttered, “If I could just prove that, I’d feel better.”
“Sometimes Twi, you can’t be right. Sometimes you have to accept the crazy.” Applejack sighed, “Ya remember when you believed that Nightmare Moon would be coming back? Well, just think of it like that.”

Twilight snapped up
“That’s right, nopony believed me then either, did they?”
“See? ya got it… wait, what?”
“Nopony thought I was right there either, this is a reversal of what happened then!”
“Twi, that wasn’t what I meant.”

“Of course I am right, I’ll prove it too, you said that you saw it around Rarity’s boutique right?”
“Um, yeah.”
“Good, then I’ll watch over Rarity’s boutique myself tomorrow.”
“Well, uh, that was what I thought you should do, but-”
“But nothing. I’ll prepare a few spells just in case, but I doubt that I’ll need them.”
“Uh, well ok Twi. I guess I’ll leave it to you then.”

Applejack and Twilight both left the library, AJ for the farm, and Twi to pick up materials for Spike’s costume. Twilight found several of the materials she needed straight away; Rarity helped her with the coat, and the local costume shop with the skull mask and fake sickles. All she needed now were gloves. Twilight asked around the various shops, but nopony had gloves that were for dragons. In fact, Twilight’s desperation saw her at Bon Bon’s candy store, asking if she had any black gloves that maybe Twilight could repurpose.

“I’m sorry Twilight, but black really isn’t my color, so no, I don’t have any black gloves. Maybe Lyra does, though.”

Twilight arched an eyebrow,
“Wait. Lyra, Lyra Heartstrings?”

Suddenly the sea-green unicorn hopped down the stairs, “Somepony call my… Twilight!” She hopped over and hugged Twi, “I haven’t seen you in years, how long have you been in Ponyville?”

“A few years now, ever since Nightmare Moon.”

“Should’ve known that was you. Hey, you know I found a special somepony!”

“Oh that’s fantastic. I’d love to meet them sometime.”

“Ya already have.” She reached over and kissed Bon Bon messily on the mouth, “It’s this lovely little tart here.”

“Don’t call me that,” Bon Bon replied in a deadpan.

“Ok Candy.”
“That either.”

“So Lyra,” Twilight interjected, “do you have any black gloves, Spike wants to be the Skull Mask tomorrow.”

“Black human gloves size 2. Yeah, sure, come on up.” She motioned for Twilight to come upstairs.
“Wait. You actually have ‘human’ gloves?”
“Yep, I mean come on. What kind of, oh that’s right, you and I never were all that close.”

“Yeah, I wish I could tell my older self to try and make friends with some of girls at college. I’m sorry I never…”

“No need, no need. Celestia’s pupil, busy, schoolwork, insane magical power, raising a dragon, yatayatayata. Anyways!” Lyra burst into her room. Her room was filled top to bottom with book on mythology. Aside from those there were also various magical knick-knacks and sure enough various pieces of human clothing. “Lyra Heartstrings, Mythology major at your service.”

“Wow! you’ve got quite a collection here, Lyra.” Twilight marveled at the sheer number of books and items that Lyra had acquired. The sheer enormity of Lyra’s collection gave Twilight an idea. “Um Lyra?” Lyra pulled the gloves out and turned to Twilight, “How much do you know about the ‘Skull Mask’?”

“What do you need to know?”
“Well, I read that he was a human who came to Equestria and was killed.”
“So you know the basics. Why do you need to study up on him?”
“Well, Applejack thought she saw it walking around her farm…”

Lyra perked up,
“She saw it?” Twilight nodded, causing Lyra to close the distance between the two. “Like the real one?” Twilight nodded again, “You’re not just pulling my leg?”

“No, she said that the creature was bigger than Big Macintosh so I…”
“Oh my gosh!” Lyra screamed, “Do you know what this means!” Twilight sheepishly shook her head. “Well come on. For scholars like us, this is like a dream come true. If the Skull Mask is real, which it might be if the element of honesty says so, then think of how many books will be written on the subject, how many books will be rewritten! And we, and all of Ponyville, are at the center of it!”

“Sush, you’re scaring the customers, Lyra,” Bon Bon yelled from downstairs.
“Sorry Bonny. I’ll try and keep it down,” Lyra called back.
“Don’t call me that either,” Lyra’s marefriend called back, with a huff in her voice.

“But anyway, Twilight, are there any other weird things around Ponyville as of late that might be related to Skull Mask?”

“Well I don’t know, I only started taking this seriously when I had this weird dream. I dreamt of Skull Mask killing me and it felt so real, I guess you could say that I was scared into believing this.”

“Hmm, you said that the dream felt real, like you could feel the pain from when he killed you?”
“Yes, I thought it was…”
“Premonition; definitely possible considering your raw magical talent, but still a strange idea.”

Twilight hesitated to point out that the very idea of a human ghost existing was pretty strange.
“So what else do you know about Skull Mask?”

“Well as you know, the Skull Mask was supposedly a human that came to our world, most mythology scholars believe that he came through some portal that’s located in the Everfree Forest.”

“How convenient.”
“Well it’s a source of chaos magic. if any portals to another world could exist, they would have to exist in the Everfree.”
“Right, sorry, continue.”
“Alright so it’s believed by most scholars that the creature known as Skull Mask came about fifty years before Nightmare Moon, in fact some believe that the appearance of Nightmare Moon was tied to Skull Mask.”

“But Nightmare Moon…”
“Is the manifestation of Luna’s doubt, yes, but many believe that the humans are a warlike race and that Luna was corrupted by their influence.”
Twilight shivered,
“So what about how to kill the Skull Mask.”
“All anypony knows is that in order to kill it, you need to cast the same spell that killed him first.”

“Yes, but what spell was it?”

“I just told you that nopony knows what it was. It was a thousand years ago and the unicorns who killed him didn’t leave many records behind. I mean would you tell everypony exactly how you screwed up a first contact situation by burning the contact in question alive?”

“Well I… no.”

“Yeah, I thought so. All anypony knows is that the group of unicorns that this guy met was a common group that lived in the forest.”
“So nothing too advanced.”
“Yep, unwashed, stupid, and possibly inbred unicorn magic; certainly not the most heroic of deaths. You can see why this guy might want to haunt Equestria for all time.”
“Doesn’t help much though.”

“Yeah well them’s the brakes. Anyways, just remember that if you do run into this thing A: tell me, and B: scan it for any residual magic. Maybe that would lead us back to where he came from.”

Twilight grabbed the gloves and started to leave, “Thanks Lyra.”

“No problem, what are old acquaintances for.” Lyra’s tone became more serious, “Also, just remember if he is here, he’s after somepony; most likely a unicorn.”
“Why wouldn’t he be after anypony else, just because the ponies who killed him were unicorns doesn’t mean that they had unicorn offspring.”

Lyra sighed,
“Twilight, this guy came to Equestria and was roasted alive by magic, don’t think he knows much about pony genealogy, if he knows anything at all.”

“True, but I think I know who he may be after, and thankfully it won’t take too much convincing to get Spike to want to stay there for Nightmare Night.”

---

Twilight had slept through most of the day leading up to Nightmare Night, after all she hadn’t had much sleep the prior two days, with all the strange goings on. So she slept during the day, after all, if she did run into this monster again, she’d need to keep her strength up.

If Applejack was right, then the creature was targeting Rarity at her boutique. Needless to say, it was easy to get Spike to go there.
“Nightmare Night, great costume, and I’m spending it with Rarity. Could this get any better?” Twilight laughed as she and Spike approached Rarity’s boutique. Twilight rang the doorbell, but there wasn’t an answer. Nervously, she rang it again, “Maybe they aren’t here, Twilight.” Her heart started to race as she pressed the doorbell again, and again hoping for an answer.

It was then when Rarity answered the door out of breath with her mane dripping wet and a towel wrapped around her.
“Twilight darling, what’s the emergency?” Twilight blushed a little for allowing her fears to get the better of her, Spike was stiff as a board, and he just stared.

“Sorry Rarity I was um… just really hoping you hadn’t left yet, since Spike and I were supposed to hang out with you tonight.” She put on her best flashy smile, hoping that Rarity wouldn’t press farther.

“Well no dear of course I didn’t. Sweetie Bell and her friends were simply elated to be ‘hanging out’ with Spike this evening.” She ushered the two inside and closed the door behind them, “I was just freshening up. I don’t usually go out on Nightmare Night, never interested me much as a filly, let alone an adult.”

“Right, yeah.” Twilight added sheepishly, “Well I’m sure that the two of us will have fun tonight, right?”

“Oh, darling, of course we will. Just because it’s not usually my style doesn’t mean that it can’t be improved by being with my friends.” She gave Twilight a quick hug, “Just let me towel off and get my hair straightened out, the girls are in the inspiration room if Spike wants to join them.” Twilight prodded Spike in that direction, and reluctantly he went to join the Cutie Mark Crusaders. “Spike’s costume looks absolutely terrifying by the way, fantastic job.”

“Oh well I wouldn’t have been able to do it without your help and Lyra’s.”

“Lyra?”

“She gave me the gloves for the outfit.”

“Oh well those are simply fabulous darling, really ties the outfit together, now if you’ll excuse me.” She motioned to her still dripping mane.
“Oh yeah, yeah just go and towel off and then we can take the girls and Spike out for candy.” Rarity nodded and walked back up the stairs, the scent of herbal shampoo lingering in the air behind her.

Twilight slunk into a chair in Rarity’s front room. Her fear of this Skull Mask was beginning to mess with her. First she spends almost a half-day researching a ghost, and the various types of fire spells that could have killed it. Then she decides to spend Nightmare Night with her friend, not out of friendship and camaraderie but out of fear that this friend will be the next target. Then, when she arrives at said friend’s house, she rings the doorbell and, after a few seconds of not hearing a response, rings it again, and again, and again, until her friend runs from her shower still soaking wet to answer the door.

“I really am going insane.” She slunk deeper into the couch embarrassed at her own foolish behavior. “I’m acting like a foal who still thinks that the boogeyman is under their bed.” Twilight walked over to Rarity’s kitchen to brew herself some tea, but found that the kitchen smelled like it was on fire. “That’s weird, it smells like char…”Her eyes widened, “Oh no. Rarity!”
Twilight ran upstairs to Rarity’s bathroom just in time to hear her scream bloody murder.

As Twilight rounded the corner, she saw Rarity backed into the back corner of her bathroom with the Skull Mask standing in front of her. ‘Oh Celestia, he is real.’ He looked exactly like in Twilight’s dream, and smelled the same as well. Panicking, Twilight blasted the creature in the back with magic. “Come on, get away from her.” Skull Mask stumbled when Twilight’s magic hit him and looked back at her. He really didn’t have a face, just his skull. He made no sounds when Twilight started blasting him with magic, simply stumbling forward and opening his mouth as if trying to speak.

“Rarity, Run!” Rarity snapped out of her fear-induced trance and ran past Skull Mask as Twilight peppered him with magic. As she ran by the creature his gaze returned to her and he swung his sickles in her direction, nicking her back. “Stay away from her. Fight me!” Twilight screamed at the creature and blasted him with a cone of flame. The creature was blown back into the bathroom and against the wall, flame covering his coat.

“What’s going on?” The Cutie Mark Crusaders and Spike ran up the stairs first seeing the wounded Rarity. “Sis, are you ok?”

“Go," Rarity screamed. "Get help now. Run!”

The creature started to get up, and Twilight blasted it with another flame spell. “Why isn’t this working?” This time, the spell didn’t even seem to really hurt the monster as it pushed against Twilight’s flames and pressed on. Realizing that the spell wasn’t working Twilight and Rarity ran the opposite way of the crusaders and Spike. The two girls ran into Rarity’s bedroom and locked the door behind them.

“Wait, what if he goes the other way?” Rarity screamed

“He won’t. He goes after unicorns and he didn’t see Sweetie Bell.”

“Oh, well fantastic darling, so he’ll only kill us!”

“That would be his MO.”

“Why is this happening? This is why I always hated this stupid holiday!”

A sickle struck through the door alarming the two girls.
“How strong is that door, Rarity!?”
“Not very.”

The smell of charcoal filled the room as the sickles slammed into the door. The monster continued to strike the door with both sickles until there was a hole he could fit his face through. The blackened skull peered into the room; a look of anger adorned it as its gaze was drawn to the unicorns in the corner. Twilight’s eyes darted around the room trying to find something to slow the monster down; using her magic she grabbed the vanity and shoved it against the door where the hole was.

“Oh come on that was custom made.” A sickle crashed through the mirror atop the vanity, “but replaceable.” The sickles continued to hammer away at the door and vanity much faster now. As Twilight desperately racked her brain for what she could do, her eyes landing on the window behind them.

“How far is that drop?”

“Two stories.”

“We’ll live, come on lets go.” Twilight blasted the window with her magic sending glass and wood careening to the dirt below.

“You could’ve just opened it!” Twilight shot Rarity a look, “Look I’ll forgive the vanity but come on, it would’ve taken just two more seconds to open the bloody window.” The fist of Skull Mask smashed through Rarity’s broken door and vanity, “Alright we’ll talk about this later, but I’m not through with this conversation.” Twilight pushed Rarity out of the window causing her to land painfully on the ground. With Skull Mask coming close to breaking down the door completely Twilight fired one last fire spell at it before jumping out the window, landing on Rarity.

“Are you ok Rarity?” Twilight huffed; she was in pain but hadn’t broken anything thus far.

“I broke my leg, and I have glass sticking into my belly. You tell me if I’m ok!” Twilight rolled off of her and readied another spell. Rarity pulled herself safely to a nearby tree and flopped against it, using her magic to pick out the broken glass that riddled her stomach. Above them, the sound of Skull Mask smashing the door could be heard; Twilight waited for it, the spell she charged was one of the most powerful fire spells she could cast. It would incinerate anything, even a ghost.

Skull Mask appeared at the window, looking over and down at the two fallen mares, giving Twilight enough of an opening to unleash her spell. She blasted the creature with flames as hot as the sun, the impact of the blast even causing the creature to fall to the ground in front of her, burning brightly. The Cutie Mark Crusaders and Spike arrived back on the scene with princess Celestia, Applejack, and Lyra in tow.

“Twilight!” “Rarity!” Spike and Sweetie Bell hugged their respective families and Applejack began to help Rarity to her feet so she could be taken to a doctor. Lyra, at a formidable distance, started to examine the creature. Princess Celestia walked over to her student and wrapped her wings around her.

“Twilight, you’ve been through a horrifying ordeal, I’m sorry I couldn’t have been here sooner.”

“It’s alright, Princess. I’m a little tired from using so much magic, but I’ll be alright.”

“You all do realize he’s still alive right.” Lyra pointed to Skull Mask as he started to collect himself and stand upright, the flames on his coat flickering and dying. “Twilight remember what the lore said.”

Twilight mentally facehoofed for forgetting the lore she had spent yesterday reading. The Skull Mask can only be killed by the same spell that had been used to kill him when he was alive. That spell had to be simple, something that even completely untrained campers could know. Her eyes lit up as she realized it, the spell that had been used to kill him was done by a bunch of untrained Campers.

“Stand back, I don’t know what’ll happen if this works.” Twilight rushed up and smashed her horn into Skull Mask’s midsection and cast the spell. A small fire on the middle of his coat soon grew into a massive blaze completely encompassing the beast. It opened its mouth as if trying to scream in pain, but no sound came out, it slashed at its own coat trying to douse the flames, but to no avail.

“What did ya do to it?” Applejack asked.

“The spell had to be simple, something that some campers in the Everfree forest could know,” remarked Twilight, “What’s more simple than the spell that unicorns use to start campfires?”

The creature collapsed to the ground writhing in pain. Twilight winced when she looked at it, the same monstrous visage that had emanated pure anger minutes before now showed only pain and fear. Twilight was forcing the creature to relive its final moments, the last screams it shouted when it was alive. It had been a human man, lost, alone, and confused in a world that wasn’t his own. He was killed because ponies feared him, and now that same fear radiated from his skinless face. The creature finally burned to ash, and with it the fire was extinguished.

Celestia wrapped Twilight in her massive wingspan,
“Whatever that was, it’s gone now, nothing remains of it.” She turned to Lyra, “I believe that this will call for a few history books to have to be rewritten, I can think of none better than my trusted student, and the personal assistant and protégé of the head researcher of mythology at Celestia’s school for gifted Unicorns.” With those words Lyra jumped up and down giggling. “Now, let’s all get home and get some rest. Twilight, I’ll meet you at the library, you can accompany your friends to the hospital.” Twilight nodded, but as the crowd dispersed, she approached the sizzling ashes of the Skull Mask.

Bending down Twilight touched her horn to the mound of ashes and scanned the remains. Just as Lyra had predicted, there was a residual trace of magic in the pile of ash.
“Leads into the Everfree forest.” Twilight looked over towards the forest, it would be insanely dangerous to go there alone, but the trace of magic was faint and could disappear at any moment.

“What’s going on Twilight?” Lyra had approached silently before speaking, startling Twilight, “Is there a trace of magic like I thought?”

“Yeah, very faint, but it leads into the Everfree forest.”

“Well that sucks, kind of late, and I doubt anypony else is as schooled as you and me.”

“I’m going after it.”

“No! Are you insane!? You just battled a ghost, and a pissed off ghost at that. You spent too much magic fighting that thing. If any other horrors beyond our comprehension attack you, you’re basically dead.”

“I need to know where that thing came from. Besides, it probably isn’t even a portal or whatever, it’s probably just thinking back to where it died, we could find where he was killed, maybe even some trace of who killed him. History, Lyra.”

Lyra shook her head, “It ain’t worth it Twi, it just ain’t.” Lyra started to walk off, completely oblivious to the fact that Twilight had started running for the Everfree Forest.

The Everfree was more dark and claustrophobic than normal as Twilight ran through the forest, following the small trace of magic. The forest seemed to hiss and scream at Twilight, demanding that she turn back. All she could think about was the history that was occurring here, the first sight of a human in Equestria. Albeit the human in question was a monster who attempted to kill her friend, but still, history! Finally, after running for what seemed like hours, Twilight reached the end of the magical trail in a clearing in the middle of the forest.

In the clearing was a small sky blue door. The door didn’t have a doorknob, or any noticeable way of opening it. Surrounding the door were trees, the trees clumped together and seemed to stand guard at the sides of the door. The door had a very foreboding feel to it, as if it was a door that should never be opened. Normally, Twilight wouldn’t have run in a door like this without her friends, but the sense of discovery gripped her; she approached the door and used her magic to try and find a way in. Using her magic, she managed to unlock the door and started to push it open. She hesitated for a second, but decided to go into the door.

When she stepped inside, she was in what seemed to be a factory. The walls, floors, and ceiling were blindingly white. The floor was tiled without a spot on them. All around, gears turned and machines hissed. Twilight was on the second floor and below the only difference in the white ground was a painting of a blue-colored rose in the middle of the ground below her. Twilight heard the sound of a door opening below, and used her magic to camouflage herself so that the people below couldn’t see her so long as her eyes were closed. One of the people who walked in was a tall man, almost as tall as the Skull Mask, with blondish brown hair. The other was a woman, she was much shorter than the man, with blondish hair. Both were dressed the same way, a black suit jacket with matching black pants, and in their chest pockets was a blue rose. The two seemed similar, like the humans in the myths, but the woman in question had long pointed ears.

“I can’t believe that no one else saw that coming.” The man said.

“Maybe some of us weren’t hoping for one of our own to fail, almost like a community.” The woman replied.

“Oh please. That thing was so old, pre-celestial era, it was only a matter of time.”

“It survived this long.”

“Yeah, on and off.”

“Exactly why we shouldn’t be happy that the creature was killed. Honestly, this Equestria is more trouble than it’s worth sometimes.”

Twilight blanched,
‘They’re talking about the Skull Mask, these people sent it!’

“Oh please, they may have insane magical power, but those ponies scare pretty easily.”

The woman sighed, “I hope that today’s blooding goes well, we could use a few more of those ponies here at the society. Maybe this wouldn’t happen as often.”

“We have a few…”

“Oh yes, one of them is almost as old as the Skull Mask was, another is only kind of a pony, and then there’s the weird scary one.”

“Oh my little elf, are you scared of a pony?”

Twilight couldn’t believe her ears, a human and an elf! Two mythological creatures were having a casual conversation in front of her. A cleverer pony than Twilight, like Rainbow Dash or Pinkie Pie, would’ve made a great joke out of that. An elf and a human walk into a room…

“Yes, she’s creepy, she just stares at you, she almost never talks, She. Is. Creepy.”

The man laughed, “Oh little elf, that’s why she’s useful. The scarier she is, the scarier her products are.”

“Nero, you’re not telling me that she doesn’t creep you out even a little.” The woman whispered.

“Of course she does,” replied Nero, “and that’s why she’s good at her job!”

The woman sighed again, “Amaias ver koosen Nero.”

“I do love it when you talk dirty.” The man playfully sidled up to the elf.

“Keries dewn. Seriously though, she just creeps me out.” The elf woman shivered.

Twilight snuck a peek at the two creatures before her. The two were just standing there like two workers having a conversation at break time. In their hands, they both had a silver chalice filled with a silvery steaming liquid. The man drank from his chalice, causing him to breathe a cloud of smoke.
“Well it doesn’t matter. Come and finish your drink, we have a blooding to attend.”

The elf woman gulped down her drink and began following the man out of the room. “Yeah, let’s hope it goes well, this pony isn’t nearly as creepy as ‘her.’” With that, the two creatures left the room the same way they came in, allowing Twilight to undo her camouflage spell. Twilight breathed a sigh of relief that she wasn’t spotted.

‘They released the Skull Mask on Equestria? They’ve been doing it for years?’ All these questions and more raced through Twilight’s mind. Fear gripped her, this place scared her, and these people scared her. She breathed in and out slowly, trying to calm herself. ‘They said that there were other ponies here, and something about a blooding?’ Twilight looked over to the doors that the two creatures went through, this Nero and an elf. Part of her wanted to go back to Equestria and get help, get backup, the elements, and the princesses.
“But they said that the blooding was going to happen right now. If I don’t save this pony now...” The thought of what would happen was cut off when Twilight ran towards the door parallel to the one on the first floor that Nero and the elf went through.

On the other side of the door and a connecting hallway was a large circular room. The ceiling of the room wasn’t visible, but the floor below contained more people of various races in the same black outfits with the same blue roses in their chest pockets. The people stood around a small operating table, and next to them was another smaller table that held one of those goblets that Nero was drinking out of in the other room. The room itself was dimly lit and seemed to be set up almost like the coliseums of ancient times, each level, aside from the bottom floor, was just a circle filled with people, all of whom had their own black suits and blue roses. Twilight kept to the shadows and looked over the railing at the table below. ‘What could they be doing here?’

Suddenly the door below her opened up revealing Nero, the elf woman, and a pony. The pony’s coat was a simple lightish brown and her mane a flaming red. The cutie mark that adorned her flank was an open storybook. The crowd around Twilight cheered as the pony entered the room and laid herself back on the table in the center of the room, blushing as she did so, she was also wearing a black coat, but that was about it.
“Hello and welcome to today’s Blooding.” The man in the middle of the room shouted as the rest of the room cheered. “Today we celebrate the possible ascension of miss Serene Grace to the ranks of the Blue Rose Society.”

‘That’s what they’re called, the Blue Rose Society.’ Twilight thought to herself, ‘So what is this Blooding?’

As if to answer her mental question the man in the middle of the room spoke, “Today, this female will join our ranks by shedding that which makes her one of her kind and ingesting that which makes us who we are.” Again the cheers erupted from all sides, “And so now I must ask one last time, do you reject your heritage in favor of an endless future with us, coupled with the possibility that you will die here?” The mare nodded her head, “You must say the words darling, it is tradition.”

“Y-Yes, I want to become a Blue Rose.”

“Good, then the blooding can begin.” He turned to two humans standing by his side, both of whom drew large blades. “It is only by shedding what gives you mortality that you can achieve immortality, bless.”

“Bless.” The crowd murmured as one.

“B-bless” The mare squealed. Then the humans took the blades to her. They cut at the base of her hoof, at her joints, the sides of her neck, and a long fine line from the base of her neck to the bottom of her abdomen. Twilight staggered back barely holding back her lunch. The image of her dreams flooding her mind once again, ‘but this is far worse, this is real, this is really happening.’

Nothing happened for a minute or two, the crowd remained hushed, the men in the middle of the room were silent, even the mare whose blood was slowly spilling to the floor kept quiet.
“Now that you are on the threshold of mortality’s end…” he grabbed the chalice off of the table and held it above the bleeding mare, “We now gift you the blessed drink of the immortal’s, whether you join our ranks is up to you and to it.” He gave the chalice to the mare that drank from the silvery liquid greedily.

“Bless, bless.” The mare commented between gulps.
“Now we shall see what the blessed drink has in store for you.” Once the drink was finished the mare’s blood stopped spilling. The mare simply lied there for a few precious seconds wherein Twilight wasn’t dry heaving on the second floor. Twilight watched and hoped that the mare had survived whatever ordeal the Blue Rose Society had set for her.

“Ah, Ahh, Ahhhhhhhhh!” The mare suddenly started to convulse on the table. The crowd around her stood back but did nothing else to aid her. The mare screamed and howled in pain repeatedly as she rolled off the table and onto the floor. She rolled around screaming covered in her blood as veins around her face grew and grew, closing in on her eyes. Finally, the substance reached her eyes, which became white and her screams grew louder.

“I’m sorry, but it appears that you were not chosen for the Society, we shall mourn you as we have the countless ones that had come before. Bless.” The crowd bowed and in unison mimicked his words. None of them helped the mare as she continued to convulse, after what seemed like an eternity she died, the rest of her blood spilling to the floor in a pile around the human down below.

Twilight couldn’t believe her eyes ‘they let her die, like she didn’t even matter, they let her die.’ The words kept repeating in her head over and over, she had witnessed a murder. ‘These people are murderers’, the realization echoed in Twilight’s head as struggled to keep herself from vomiting. Suddenly a massive black ooze like creature pointed one of its tentacles at Twilight.

“Shathorth, makor intrshorth.” The creature hissed.

Twilight didn’t have to understand it to know that it pointing at her wasn’t a good thing. She ran back through the door and hallway that she came through. Once back in the lobby room that she appeared in an elf man confronted her.
“Well, what do we have here? You’re far away from home, little pony.”

“Please, let me go home.” Twilight begged.

“Can we skip the begging and go right to hunt?” The elf licked his lips as he stood in front of the door, “Cause we elves don't like talking, as much as we like hunting.”

Twilight tried to teleport but found her magic failing. “Why now?!” She muttered as she darted to the left of the elf and jumped down a chute that was next to him. She fell down the dark hole tumbling against the walls as she heard the voice of the elf man behind her, taunting her.

“Good, I like a good chase before a meal; works up more of an appetite!” Twilight barely heard him as she fell deeper and deeper into the hole, pushing herself against the walls to slow her fall, after what felt like an eternity she finally hit the bottom. The ground was covered in dust and grime; the area where Twilight fell also had some of her blood mixed in. The only sound that could be heard for miles was the echo of the impact of Twilight’s fall, but there was a smell, something that Twilight knew all too well.

The room stank of charcoal.

Twilight’s eyes snapped open, and before her stood the Skull Mask. A scream almost slipped by her lips but she put a hoof to her mouth to silence it. Looking around she saw that there were numerous Skull Mask’s in this room. All stood silent and vigilant, unmoving. Twilight backed into the nearby wall, her breathing fast and hard. Realizing her position she started running for the door when the sound of it opening forced her behind several nearby Skull Mask.

“Beautiful aren’t they, The Masked One always was a charmer.” The elf man swaggered into the room whistling as he went, “Kind of a shame that because of you we have to cease production.”

‘Production, they were making more of these things?’ Twilight thought as she hid behind the Skull Mask. The elf man walked over to the chute that Twilight had dropped down.

“If you give up now, little one, I’ll make your death quick, and mostly painless.” He grabbed one of the nearby Skull Masks and ripped it half. “You really should just give up little pony, my patience can only last so long.” With that last word he grabbed another Skull Mask and ripped it in two. “Amaias carack.” He cursed as he grabbed another Skull Mask and tore into it.

Twilight seized her opportunity and ran for the doors. She could distinctly hear the elf man close behind her cursing all the way. She ran through door after door going deeper and deeper into the compound. All the way she passed by many members of the Blue Rose who didn’t seem to care about her existence nearly as much as the elf chasing her. After running up another flight of stairs she fell at the feet of the human she saw earlier, the one called Nero.

“Eeep.”
“Oh don’t worry little pony I’m not the one hunting you.” He said.
“But you are part of the same group right?”
Nero sighed and sat on the floor next to Twilight,
“Well you seem to have lost him, for a little while anyway.” He let out a dramatic sigh, “Elves, they ain’t going to be winning any marathons anytime soon; bad endurance you know.”

Twilight continued to breathe heavily, her adrenaline rush subsiding,
“Why is he after me, but you aren’t?” her eyes widened, “does this mean that you’ll help me escape?”

“He chose you as his prey, best not to interfere with an elf’s prey.” He looked over the fallen body of Twilight, “You know you’re pretty cute.” Twilight staggered back, “Hey now don’t worry I’m not gonna try anything; its better if I’m not too attached, you know once he gets up here.”

“Who are you people?”

Nero stared at her like she had three heads, “You mean, you found us, but you don’t know who we are?”
“Yeah, I don’t know anything about you or this Blue Rose Society, I didn’t even know the name until I snuck into that… blooding ritual.”
Nero chuckled to himself,
“You found us, on accident.” When Twilight nodded yes Nero burst out into full-blown laughter, “By the gods you ponies really are a joy.” He continued to laugh loudly as a few other humans started to approach them, making Twilight nervous.

“What’s so funny Decadent One?” One of the humans asked.

“Yeah, what’s the gag?” Another asked.

Nero, still laughing, answered,
“She found.” He kept on laughing, “She found us on Accident.” The other humans joined in laughing as Twilight tried to shirk away in the merriment. “So, I guess you really don’t know anything about us.”

“No, I’m completely in the dark.”

“Well allow me to introduce myself.” He cleared his throat in a dramatic fashion, “I am former emperor Nero Claudius Caesar Augustus Germanicus, also known as simply Nero, or as my title of the Blue Rose Society, The Decadent One.” He took a large bow,

“So milady what is your name pray tell?”

“Twilight Sparkle, element of magic, protégé of Princess Celestia.”

Nero kissed Twilight’s hoof,
“A pleasure, you know it really is taking awhile for that stupid elf to get back up here, how far did you run milady.”

“Don’t know, just kept running.”

One of the humans responded,
“Baby, you were born to run.” The group once again began laughing, and singing a song that Twilight didn’t recognize.

“Well Twilight Sparkle this is…” he paused dramatically, “The Blue Rose Society.”

“Yes but what is the Blue Rose Society?”

“We are a collection of people from different dimensions, planets, etc. that have come together to spread fear throughout all worlds. Because Fear is our nectar of life, our ambrosia, our life-blood, that is what the blooding is, those who succeed have replaced their blood, what made them mortal, with liquid Fear, which makes them ageless.”

“Ageless, you mean immortal?”

“No, we can be killed but not by old age, nor by disease, we are forever frozen in the best years of our life, and given massive power and a monstrous form with which to defend ourselves.”

“So you create things like the Skull Mask and send them out to worlds like Equestria?” Nero nodded in agreement, “Then why do they even have weaknesses, why was I able to kill Skull Mask?”

“Just because we are ageless doesn’t mean we can break the laws of the universe Twilight Sparkle.” His voice held a solemn tone, “All things must have some kind of weakness, we build them into our creations so that we know what they are and can hopefully lessen the possibility of that weakness being exploited; also if our creatures ever rebelled we would be able to stop them, why do you think that so many creatures have a weakness to silver?”

“Fear, the liquid stuff you were drinking, looked silvery, so if one of your own creatures tried to attack you…”
“A lycan takes one bite of Blue Rose member, dies within seconds, yes.” At that point the elf that had been chasing Twilight arrived at the top of the stairs, panting. “Ah old friend there you are, I’ve been entertaining your prey whilst you were gone.”

“Wait, if all things have a weakness then what is the weakness of the Blue Rose Society?” The elf scoffed at Twilight’s question, “Gods don’t have weaknesses little mortal.”

Nero stood and began walking away, “We have the same weakness of any god throughout any world, pride.”

The elf glared at Twilight, “Well now little one, I do believe its time for the hunter to get serious, because I’ve never, ever, lost my prey.” The elf’s body began stretching until it had grown a full extra foot in height. Out of the elf’s torso three other pairs of hands sprouted; the elf fell to the ground on these new hands, the fingers of which split open revealing chitin claws. The elf’s legs burst open revealing a mass of tentacles that whipped about in the air. The elf’s face split along the cheek line revealing three tongues and three rows of razor sharp teeth. The creature screeched at Twilight.

“Personal advice little pony.” Nero commented, “Run.”

Twilight ran in the opposite direction of the spider-elf as fast as her hooves would carry her. The spider-elf curled several of its tentacles together and slammed it down near Twilight. While the tentacles missed Twilight the shockwave from the blast sent Twilight flying. She flew into a nearby wall; when she lands she hears a sickening crack. A searing pain shot through Twilight’s shoulder signaling that it was broken in the fall. She limped through a nearby door and into the next room.

The next room was filled with various pieces of scientific equipment. Vats filled with various liquids adorned the room. Tables with bodies of various races dotted the room. Blue Rose members hovered around the tables typing into massive computer banks. Twilight limped further into the room; she tried her magic again attempting to teleport up to the scaffolding near the vats of strange liquid. The teleport succeeded and Twilight appeared near one of the vats, one that seemed to be filled with blood.

The spider-elf barreled into the room and began scanning around. Its three tongues danced in the air as its eyes looked from one side of the room to the other. It slowly walked further into the room on it’s claws. It flipped its tentacles around in the air, searching the air around it for its prey. Twilight breathed in soft and slow, trying not to make any movements that might give away her position to the monster below. She looked to the side only to find that the creature was staring her in the face, using its tentacles to lift it up.

Twilight teleported down to the ground and started running anew. The spider-elf dropped itself back to the ground, causing a dent in the ground where it landed. Twilight looked back to see the spider still after her, whilst looking around for a way to escape she had an idea. Using her magic she levitated one of the vats and spilled its contents in the way of the spider-elf. The monster screamed as the hot liquid covered its body. Twilight used this opportunity to start running anew only to be grabbed by a long tentacle.

The tentacle lifted her up and brought her face to face with the monster. The liquid she had sprayed him with seemed to be eating away at his face. Burns and scar tissue covered its gaping maw. The creature snarled at Twilight before throwing her to the ground causing another sickening crack. The creature hovered over Twilight as it said.

“Are you afraid?”

Comments

[Traintrax]

I'm intrigued. This seems fairly legit.

[Guilded Crown]

Your cover art reminds me of Dishonored.

dvice.com/assets_c/2012/10/Dishonored-Review-screenshots-top-thumb-550xauto-102447.jpg

[leafz pegasus]

That ending. It is horrible.

[leafz pegasus]

I dunno; Same preferences I guess.1419292

[donceluzza]

1419110 For future reference what is it about the ending you disliked. If it's the twist, well can't help you there because that was the whole point but was it something in the way it was written?

[leafz pegasus]

I just didn't really like how it didn't exactly fit the rest of the story. It was a little rushed, and the elves' hatred for ponies was a little weird too. Maybe it would have been better to have a human help her, or something. Something to just give it a little more closure.

[donceluzza]

1420056 I didn't mean for the elf to look like he hated ponies more just that he was a psycho, the part about it feeling rushed on reflection i do see. I will admit also to having trouble balancing hinting towards the twist while also trying not to spoil it. The part about lack of closure is also something that was semi-intentionalish. I wanted the story to have kind of an ambiguous ending (despite the fact that in my blogs i mentioned that i had already planned a sequel story) mostly as a stylistic choice.

Also technically Nero helped her by not killing or restraining her while the elf caught up

But seriously thank you for the constructive criticism

[leafz pegasus]

You are welcome. I hate people who dislike fics for no reason, and then don't give feedback.

[DezzarTac]

“Are you afraid?”

reminds me of a TV show something about being afraid and then told its a joke.