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WARNING!

This is a My Little Pony creepypasta. The story contains character death and torture. If you can't handle MLP characters being portrayed in such a way, then do not read.

Rated for murder and gore.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
With a pained groan, the purple unicorn by the name of Twilight Sparkle opened her eyes to look upon the dimly lit walls of a strange building. Her head hurt terribly, and her eyes were unfocused. Everything was blurry and hard to see. There was a strange taste in the back of her mouth- it felt as if she'd spent hours chewing on cotton, and now she was unbearably thirsty. With a quiet cough, the moved her tongue around inside her mouth to try and moisten it, but it was to no avail. Another groan passed her lips as her head throbbed, and she made a move to rub her eyes in hopes of quelling her massive headache. That, was when she realized she couldn't move. As if on cue, her eyes widened and she snapped her head around in shock. To her dismay, she found that her body was restrained. She was strapped to a wooden door, which was held in the air by chains at an angle. Her head was at a higher elevation than the rest of her body, and it was the only part of her that didn't seem to be strapped in place. She had multiple straps going over her whole body to hold her down- even her tail was tightly bound. She noticed something strange with her tail though- it seemed to be wrapped in plastic. Confused, she blinked her eyes a few times to try and get them to focus a bit more- and it worked, if only a little. Her eyes cleared just enough for things to seem less blurry, and because of that she was able to recognize her surrounding enough to let her realize where she was.

The food factory. The one that specialized in freeze drying apples for long term storage. How on earth had she wound up there? Why was she strapped to a door? Why did she feel so sick? Her head hurt so much, she couldn't possibly focus enough to cast a spell to set herself free. Another groan of discomfort passed her lips as she pulled at her restraints, only to admit defeat when she found she couldn't move any part of her body more than a half an inch in any direction. Save for her head, that is. In the end, she had to lie her head against the door and close her eyes for a while. She felt terribly sick. Her head throbbed, and her stomach felt as if it were tying itself in knots. Every breath she took made her dry throat sting, and she was so thirsty. She'd be willing to give up the cutie mark on her right flank for a glass of water.

"Hey Twilight, are you awake? I thought I heard you groaning, so I came in to check." An all to familiar voice called out to her all of a sudden, and she snapped her eyes open to peer down towards her feet. To her surprise, and relief, she saw Spike. Her dear little dragon assistant. A quiet sigh passed her lips and she smiled at the little purple and green dragon happily.

"Oh Spike, thank Celestia you're here!... Hurry and help me out of these straps so we can get out of here, before whoever did this too me comes back!" Twilight said quickly, her voice hoarse from how dry her throat was. A look of confusion dawned the little dragon's face, and he shook his head quickly.

"No, no Twilight. I'm not here to let you go. I just wanted to see if you were awake yet, so we could hurry up and get started." Spike said nonchalantly, before he disappeared behind the shocked and confused unicorn.

"W-wait! Spike! So who can get what started?!" Twilight shouted in fear as she began to struggle in her bindings once more, only to quickly reduce herself to nothing more than a panting rag-doll when she quickly tired out. While she gasped for breath, she faintly heard the sounds of a door opening and closing, followed by the pitter-patter of feet as someone ran down what she assumed was a hallway. Seeing as it was Spike who'd just left her strapped to a door without explanation or means of escape, she was positive that it was him she heard running. After a few minutes of silence, she heard him heading back in her direction- and the sounds of his footsteps were paired with the clatter of hooves on a tile floor. She heard the door open and close once more, and the quiet murmuring of the little dragon talking to someone. Then, he and another recognizable face appeared in front of her. Her eyes widened as her mouth fell wide as she gawked at the white unicorn standing before her.
"R-Rarity?!" Twilight gasped as she looked into the eyes of the smiling white unicorn, who flicked her mane and sighed happily.

"Yes yes Twilight dear, its me~ Rarity, the one and only~" Rarity chimed in a sweet voice as she stepped away from the hanging door to walk a few feet away, only to sit comfortably on the ground. Not a moment later, Spike rushed to her side and helped her get into a white lab-coat, stained red with blood around the sleeves. Then, the little dragon helped her put on a medical mask, but she let it hang around her neck so she could speak without her voice being muffled. Afterwards, she stood back up and approached her confused friend.

"R-Rarity, what's with the getup?!... W-why am I tied up?!" Twilight asked fearfully as she watched her friend draw nearer. She let out a surprised gasp when the white unicorn suddenly pushed the bottom of the door higher into the air, which made her hang at the opposite angle. Her eyes widened at what she saw. Ponies. At least a dozen of them. All still and unmoving as they hung on doors as well. Their eyes had been removed and replaced with huge black beads. She could faintly spot the stitches on their abdomens, which meant that their organs had been removed. Blood lined their mouths, cheeks and stomachs- it was obvious that their tongues had been cut out. What was worse, she spotted her friends among the horde of dead ponies. Rainbow Dash, Fluttershy. Pinkie Pie and Applejack. Snowflake. Even poor little Applebloom, who was only a little filly. They, among a few others she didn't have the heart to name, all hung dead before her very eyes. Tears of fear and sorrow welled in her eyes as she gazed upon them. Her focus was so intent on them that she barely noticed the pain that came with all her blood rushing to her head. She blinked repeatedly to try and clear her eyes as they became blurry, because she was to distraught to realize that her eyes were bulging out because of the blood-pressure in her skull. Then, without the slightest word of warning, she was turned upright again.

All of the blood that had pooled in her skull suddenly rushed back into her body. A surge of lightheadedness hit her so hard that her vision went completely white for what felt like hours. When she was finally able to see again, it was just in time to watch while Spike pushed a kart of medical tools and cleaning agents up to Rarity, who began to inspect them. She took a clean cloth and a scalpel, and she proceeded to clean it carefully while she smiled at her frightened friend sweetly.

"Are you alright now dear? You seemed out of it for a moment there." Rarity asked calmly as she stopped cleaning her scalpel and set it back on top of the kart, before she approached the struggling purple unicorn. Said unicorn couldn't keep from bawling her eyes out- but that was understandable. She'd just seen her closest friends dead and hanging off of doors, strapped down the same way she happened to be at the moment. She was heartbroken from their loss, and terrified at the same time because she knew she was about to wind up exactly like them. She felt sick, sicker than she'd felt before she saw them. She was on the brink of vomiting and she knew it, but she held it in as best she could. As if sensing her friends tummy troubles, Rarity used her magic to hold a bucket in front of Twilight's face.
"Here sweetie, use this. Don't worry I wont judge you- everyone else had the same response when they saw my new mannequins." Rarity said in a kind voice as she peered up at her friend. Shortly after, Twilight found herself unable to bite back the vomit she felt rising in the back of her throat. She proceeded to empty the contents of her stomach without restraint. After a few minutes of loud heaving, followed by spastic coughs, the purple unicorn had finished relieving her stomach of its contents. She was left panting and drooling into the bucket- the taste of her vomit making her want to puke a second time, though she knew she was unable too. Then, to her surprise, a glass of water was put in front of her face.
"Rinse your mouth out dear. We don't want you stuck with that nasty taste in your mouth now do we?" Rarity said with a smile as she used her magic to press the rim of the glass against Twilight's lips. Unable to resist the temptation of water, the purple unicorn sucked up a large mouthful of it, then she proceeded to gargle it. A minute later, she spat the fluid into the bucket, then she greedily drank the remaining water to state her thirst. She still felt sick and she was still scared beyond belief, but at least her throat no longer hurt and her mouth didn't taste like vomit. Once she was done cleaning her mouth, Rarity set the bucket and glass some lace aside, then proceeded to to inspect Twilight's body intently. The purple unicorn continued to cry as she felt her friend press down on her chest gently.

"R-Rarity, why are you doing this?!... I-I'm your friend!... Rainbow Dash, Pinkie Pie... Applejack and Fluttershy... They were all your friends! How could you do that to them?!" Twilight bawled as she stared brokenheartedly at the the white unicorns face. In response, Rarity stopped feeling her friends body, and she took a step back to clap her hoofs together quietly.

"Oh, my dearest Twilight Sparkle, don't you see~? Its because your my friends that I'm doing this to you~ You've all agreed to help me with my work you know~! Don't you remember~? You volunteered for this~!" Rarity said happily as she looked up at Twilight who stared at her in disbelief. The white unicorns smile faded, and was replaced with a confused expression as she peered up at her friend. Then, cleared her throat quietly.
"I see I'll have to explain this to you as well. And here I thought you'd remember!" She said in a somewhat offended tone as she began to pace back and forth in front of Twilight, who continued to cry.
"Oh dear, where to start... Do you remember, about three weeks ago I was trying to work on a dress for a new customer? Well, as you know, I was having a LOT of issues working on the dress she requested. She was simply to large a customer! Her rump was bigger around than her front, and her legs were short as a fillies even though she was old enough to be my grandmother! Even though I had all of her measurements, I couldn't make the dress properly because absolutely none of my mannequins were cut out to deal with her body shape! You call came to my when I was distraught! Twilight, you rubbed my back and told me "Rarity, remember. If you ever need help from any of us, all you have to do is ask and we'll do it! No questions asked!" and then you and the others left for a little while, and brought me a whole batch of Pinkie Pie's wonderful cupcakes to cheer me up while I calmed down... Then you all stayed over for a little while. Then, I was left all alone to think about the solution to my dilemma. I spent hours that night, giving my mannequins the meanest looks and saying spiteful things to them. I got so angry at them for not being shaped right, that I realized why I couldn't make the dress. It wasn't because I'm not good enough, it was because the mannequins weren't shaped right!" Rarity said boldly as she paced, her head held high and her voice dramatic as she recalled the ordeal. Then, she suddenly turned to face Twilight, who looked at her fearfully.
"And you know what~? As soon as I realized that, I knew exactly what I had to do if I wanted to make the dress! I knew I needed to find a better mannequin! One that wouldn't make the dress look funny while I worked on it! And I knew right away just what I needed to make that mannequin! Why, I needed none other than the pony who had requested the dress! So, I called her over in the middle of the night, and I told her that I'd lost her measurements and needed to take them once more. Right after that, and called up Spike and had him bring me over a bottle of your strongest sleeping potions. And when he brought it over, I put it in a perfume bottle. Then, I waited for my customer to arrive. And when she did... Well~" Rarity paused a moment to giggle, and she pointed to her right. When Twilight looked in that direction, she was greeted with the sight of what looked like a taxidermied pony. The very same pony who had asked Rarity for the dress she'd been unable to make because of her odd shape. The purple unicorns eyes widened in horror at the sight. The stuffed pony was standing just like one of Rarity's mannequins would, and, she was wearing the dress she'd requested.

"R-Rarity, how did you?!..." Twilight asked in disbelief as she stared at the crazed white unicorn, a terrified expression plastered on her face. In response, Rarity giggled and pointed to Spike, who smiled shyly and rubbed the back of his head.

"Well, Twilight, I gave her a hand with that. I mean, she'd obviously need help making her mannequins, and I know how much making outfits means to her. So, I brought her here and showed her how to use the freeze-dryer. Its full of dry ice, which, sucks all the fluids out of whatever's left in there. I helped her get the pony stuffed, then I taught her everything I know about taxidermy. After that, she was so happy that I helped her out, that she asked me to be her assistant. So... Here we are now, getting ready to turn you and the others into mannequins." Spike explained casually as he looked up at Twilight, who stared at him in disbelief. Spike. Her Spike had been the one to teach Rarity how to turn ponies into lifeless statues? She just couldn't believe it. She had absolutely no idea that the little dragon had taken up such awful hobbies- and she thought she knew everything there was to know about him. She was suddenly snapped out of her state of shock when she heard Rarity clap her hooves excitedly.

"Exactly~! And oh, you've been such a wonderful little helper Spike~! I'll be sure to give you a nice big bucket of gems once we're done~!" Rarity said affectionately as she turned to retrieve the cloth and scalpel from the kart.
"And now, Twilight Sparkle~ Its time we got you all set and ready to become my newest mannequin~ But don't worry, I'll be sure to keep you with Pinkie and the others~ I simply couldn't bare the thought of separating you from your dearest friends~" She said with a smile as she held Twilight's face still with one hoof, while the other quickly shoved the blade of the scalpel into her right eye. A loud wait of pain quickly burst through the purple unicorns lips, and she tried to pull out of her restraints only to be held firmly in place by them once again. However, Rarity ignored her cry of pain, and she got to work on popping the eye out of its socket. Meanwhile, Spike went off to retrieve a large bucket, alone with quite a few towels. He set it beside her, which made if obvious that it was being used as a trashcan. While she worked, Rarity hummed quietly to herself. She wiggled the handle of the scalpel gently, so that she could ease the eye out of its socket rather than pop it and make it get all over the place. After a good five minutes of effort on her part- not to mention five minutes of agonizing screams from Twilight, she managed to pop the eye out. Once she had the eye free, she pulled the scalpel out of it and used her magic to hold it while she worked on scraping the optic nerve out of Twilight's otherwise empty eye socket. Once she was done, she dropped the eye into the trash bin, and moved her attention to the purple unicorns other eye.

Another scream burst from Twilight's lips as the scalpel was shoved into her left eye, and from there Rarity did the same as she had done with the right. Five minutes later, the eye had been removed and the optic nerve had been scraped out. With that, Twilight was left completely blind and at the mercy of an obviously insane unicorn. Unable to see, and in a severe amount of pain, the purple unicorn strained her ears to pick up every sound that came from near her. She heard Rarity drop the bloody scalpel on the kart, then she heard what sounded like a cap being screwed off of a bottle. There was a quiet ruffling sound, as if cloth was being folded. The next thing she knew, the pain in her empty eye sockets increased tenfold when something was poured into them. Before she could shake the burning substance out of her sockets, balled pieces of cloth were shoved into them. The cloth absorbed the burning substance, which she realized was rubbing alcohol, but it also prevented her from getting it out of her burning eye sockets. After a few minutes, Twilight's voice had grown so hoarse from screaming that she could barely make a sound. Not long after that, she stopped trying to scream entirely. Instead, she just whimpered pathetically while she waited for the pain to stop.

After some more time passed, she felt the balls of cloth being twisted around inside her sockets. She tried to yanks her head away, and to her surprise the cloth was removed. Not long after, she felt Rarity put both hooves on her face to hold her still- she assumed that the deranged unicorn was inspecting her eye sockets for any sighs of mistake. Then, she heard Rarity laugh happily.

"Oh wonderful, you've stopped bleeding~! Now I can put the replacements in~!" Rarity chimed, before Twilight heard her retrieving something else from the cart. Not a moment later, she felt something cold and sticky squirt inside her eye socket. She flinched and whined in pain, but was unable to resist while Rarity shoved something inside each of her eye sockets. She didn't need to think long, to recall the giant black beads that had been used to replace the other ponies eyes. She automatically put two and two together to realize that the same was being done to her. Once Rarity was done putting in the fake eyes, she put something in Twilight's mouth to hold it open. The purple pony quickly realized what was about to happen, and she started to shake her head from side to side in hops of getting the gag out of her mouth so she could close it. Instead, Rarity used a hoof to hold her still, then she used her magic to pull out her tongue. Not one second later, the sting of cold metal hit her tongue. She tried to scream, but instead made a disturbing gurgling sound as blood pooled in her mouth, because her tongue had already been removed.
"Oh! Dear me I almost forgot~ You probably don't remember how you wound up here in the first place, do you Twilight~?" The purple unicorn heard her friend say sweetly. She also heard the sound another cap being unscrewed, then she felt the familiar sting of rubbing alcohol on her tongue when another cloth was shoved into her open mouth. She didn't even try to scream at that point. She was too weak from pain and blood-loss to even try. All she would to was sniffle weakly while she listened to the sounds her friend made while rummaging through the contents of the cart.
"Well, to sum things up I asked you to help me make dresses. Then you agreed and came over. I had tricked you into sniffing the sleeping potion by telling you it was a fancy new perfume. From there I don't really need to explain what happened, now do I? Its sad really. I had to tell everyone why they were here, and why I was doing this. Turn out that sleeping potion causes amnesia, but oh well~ Can't complain when it does its job so well~!" Twilight heard Rarity chime, before she suddenly felt a sharp pain in her gut. She didn't need to be a genius to know she'd just been cup open with the scalpel, but it still scared her knowing she was about to have her organs removed while she was still alive. She'd of started crying again if the clue Rarity had put in her sockets had't blocked her tear ducts. Her pain increased when she suddenly felt something get ripped out of her. She knew right off the bat that her organs were being ripped out, and chucked in the trash.
"Oh Twilight, I simply cannot thank you enough for all your help~ I'm so glad we're friends~! I really will miss you once your gone, but, you know me. Whatever it takes to get the job done, I'll do it~!" Rarity said while she removed the purple unicorns organs and dropped them in the trash bin. Blood poured out of Twilight's abdominal cavity and pooled onto the floor as it left her body. The crimson substance ran down her legs, and the plastic covering her tail- it briefly registered in the back of her mind that that had been why Rarity had covered her tail with plastic. To prevent it from getting ruined with her blood. By that point though, she was to far gone to really do anything. Her body slowly went numb and fell cold, life leaving her. She faintly heard someone talking to her, but was unable to catch the words. The last thing she was aware of feeling before her life slipped away, was that of Rarity kissing her forehead in a sisterly fashion. Then, she was gone...

*A few months later*

"Oh miss Rarity~! Your new mannequins are SO pretty!... They look just like all the ponies that went missing." A young filly chimed as she looked up at the mannequins Rarity had put in her shop the day prior. In response, the white unicorn put a hoof on the filly's shoulder and smiled up at her beloved mannequins.

"Oh, the are beautiful aren't they? Twilight and the others would be so proud if they were hear to see them~!..." Rarity said with a smile, which fell shortly after she finished her statement. The filly quickly caught her sad look, and she quickly hugged the older pony in hopes of comforting her.

"I'm so sorry that your friends all ran away without telling you, and Spike!" The filly cried as she held the older pony tightly. When she pulled back, she sniffled and looked up at Rarity, who offered her a sad looking smile.
"You must really miss them, huh miss Rarity.." The filly said sadly as she looked back to the mannequins, her eyes quickly landing on the frame of the one that was made to look like Applebloom- the two had been friends at school. She missed the filly terribly. Rarity nodded her head in, and sighed sadly.

"Yes, I do... But, I must be strong. Twilight and the others would have wanted me to stay strong for them, and that's exactly what I intend to do! That's exactly why I made these mannequins. So I could always remember that. I'll do it will all the missing ponies if I have to, just so everyone else can remember their missing loved ones as well." Rarity said in stern voice as she stamped her hoof, before she gently ushered the little filly out of her shop.
"Now, you run along. Its late and I know you have school tomorrow! You need to keep little Applebloom's memory alive by being on time everyday!" She said gently, before she offered a wave as she watched the filly run home. Then, a wicket smiled appeared on her face as she turned to walk back into her shop. Sometimes, she was surprised her special talent had been fashion and not acting- because she'd put on such a good performance that even princesses Celestia and Luna had believed her when she said the others ran way.

"Is everyone still buying it?" Spike asked curiously as he munched on a diamond, his eyes on Rarity who gave him a loving pat to the head and an affectionate smile.

"Indeed they are Spike~ And its all thanks to your brilliant idea to wait a few months before bringing out the mannequins~! Everypony just ate it up when I said I'd done it in memory of them, my dearest friends who abandoned me~! Your such a darling little genius~!" Rarity cooed as she spoke to Spike, who blushed at her comment. He still had a thing for her after all, and it seemed that all his help had gotten her on his good side. He just hoped she'd come to feel for him the way he felt for her.

"A-anyways~ Have you decided who we're gonna make into a mannequin next~?" Spike asked with a smile as he popped another gemstone into his mouth. Then, he watched as a sinister smile appeared on his loves face.

"Well yes Spike, I have~ I think Scootaloo will make a wonderful little mannequin~... And besides, she and dear old Rainbow Dash were so close. It pains me seeing them separated... Which is while I'll make sure they stay together forever~"...

Description
body div#devskin0 hr { }

WARNING!

This is a My Little Pony creepypasta. The story contains character death and torture. If you can't handle MLP characters being portrayed in such a way, then do not read.

Rated for murder and gore.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
With a pained groan, the purple unicorn by the name of Twilight Sparkle opened her eyes to look upon the dimly lit walls of a strange building. Her head hurt terribly, and her eyes were unfocused. Everything was blurry and hard to see. There was a strange taste in the back of her mouth- it felt as if she'd spent hours chewing on cotton, and now she was unbearably thirsty. With a quiet cough, the moved her tongue around inside her mouth to try and moisten it, but it was to no avail. Another groan passed her lips as her head throbbed, and she made a move to rub her eyes in hopes of quelling her massive headache. That, was when she realized she couldn't move. As if on cue, her eyes widened and she snapped her head around in shock. To her dismay, she found that her body was restrained. She was strapped to a wooden door, which was held in the air by chains at an angle. Her head was at a higher elevation than the rest of her body, and it was the only part of her that didn't seem to be strapped in place. She had multiple straps going over her whole body to hold her down- even her tail was tightly bound. She noticed something strange with her tail though- it seemed to be wrapped in plastic. Confused, she blinked her eyes a few times to try and get them to focus a bit more- and it worked, if only a little. Her eyes cleared just enough for things to seem less blurry, and because of that she was able to recognize her surrounding enough to let her realize where she was.

The food factory. The one that specialized in freeze drying apples for long term storage. How on earth had she wound up there? Why was she strapped to a door? Why did she feel so sick? Her head hurt so much, she couldn't possibly focus enough to cast a spell to set herself free. Another groan of discomfort passed her lips as she pulled at her restraints, only to admit defeat when she found she couldn't move any part of her body more than a half an inch in any direction. Save for her head, that is. In the end, she had to lie her head against the door and close her eyes for a while. She felt terribly sick. Her head throbbed, and her stomach felt as if it were tying itself in knots. Every breath she took made her dry throat sting, and she was so thirsty. She'd be willing to give up the cutie mark on her right flank for a glass of water.

"Hey Twilight, are you awake? I thought I heard you groaning, so I came in to check." An all to familiar voice called out to her all of a sudden, and she snapped her eyes open to peer down towards her feet. To her surprise, and relief, she saw Spike. Her dear little dragon assistant. A quiet sigh passed her lips and she smiled at the little purple and green dragon happily.

"Oh Spike, thank Celestia you're here!... Hurry and help me out of these straps so we can get out of here, before whoever did this too me comes back!" Twilight said quickly, her voice hoarse from how dry her throat was. A look of confusion dawned the little dragon's face, and he shook his head quickly.

"No, no Twilight. I'm not here to let you go. I just wanted to see if you were awake yet, so we could hurry up and get started." Spike said nonchalantly, before he disappeared behind the shocked and confused unicorn.

"W-wait! Spike! So who can get what started?!" Twilight shouted in fear as she began to struggle in her bindings once more, only to quickly reduce herself to nothing more than a panting rag-doll when she quickly tired out. While she gasped for breath, she faintly heard the sounds of a door opening and closing, followed by the pitter-patter of feet as someone ran down what she assumed was a hallway. Seeing as it was Spike who'd just left her strapped to a door without explanation or means of escape, she was positive that it was him she heard running. After a few minutes of silence, she heard him heading back in her direction- and the sounds of his footsteps were paired with the clatter of hooves on a tile floor. She heard the door open and close once more, and the quiet murmuring of the little dragon talking to someone. Then, he and another recognizable face appeared in front of her. Her eyes widened as her mouth fell wide as she gawked at the white unicorn standing before her.
"R-Rarity?!" Twilight gasped as she looked into the eyes of the smiling white unicorn, who flicked her mane and sighed happily.

"Yes yes Twilight dear, its me~ Rarity, the one and only~" Rarity chimed in a sweet voice as she stepped away from the hanging door to walk a few feet away, only to sit comfortably on the ground. Not a moment later, Spike rushed to her side and helped her get into a white lab-coat, stained red with blood around the sleeves. Then, the little dragon helped her put on a medical mask, but she let it hang around her neck so she could speak without her voice being muffled. Afterwards, she stood back up and approached her confused friend.

"R-Rarity, what's with the getup?!... W-why am I tied up?!" Twilight asked fearfully as she watched her friend draw nearer. She let out a surprised gasp when the white unicorn suddenly pushed the bottom of the door higher into the air, which made her hang at the opposite angle. Her eyes widened at what she saw. Ponies. At least a dozen of them. All still and unmoving as they hung on doors as well. Their eyes had been removed and replaced with huge black beads. She could faintly spot the stitches on their abdomens, which meant that their organs had been removed. Blood lined their mouths, cheeks and stomachs- it was obvious that their tongues had been cut out. What was worse, she spotted her friends among the horde of dead ponies. Rainbow Dash, Fluttershy. Pinkie Pie and Applejack. Snowflake. Even poor little Applebloom, who was only a little filly. They, among a few others she didn't have the heart to name, all hung dead before her very eyes. Tears of fear and sorrow welled in her eyes as she gazed upon them. Her focus was so intent on them that she barely noticed the pain that came with all her blood rushing to her head. She blinked repeatedly to try and clear her eyes as they became blurry, because she was to distraught to realize that her eyes were bulging out because of the blood-pressure in her skull. Then, without the slightest word of warning, she was turned upright again.

All of the blood that had pooled in her skull suddenly rushed back into her body. A surge of lightheadedness hit her so hard that her vision went completely white for what felt like hours. When she was finally able to see again, it was just in time to watch while Spike pushed a kart of medical tools and cleaning agents up to Rarity, who began to inspect them. She took a clean cloth and a scalpel, and she proceeded to clean it carefully while she smiled at her frightened friend sweetly.

"Are you alright now dear? You seemed out of it for a moment there." Rarity asked calmly as she stopped cleaning her scalpel and set it back on top of the kart, before she approached the struggling purple unicorn. Said unicorn couldn't keep from bawling her eyes out- but that was understandable. She'd just seen her closest friends dead and hanging off of doors, strapped down the same way she happened to be at the moment. She was heartbroken from their loss, and terrified at the same time because she knew she was about to wind up exactly like them. She felt sick, sicker than she'd felt before she saw them. She was on the brink of vomiting and she knew it, but she held it in as best she could. As if sensing her friends tummy troubles, Rarity used her magic to hold a bucket in front of Twilight's face.
"Here sweetie, use this. Don't worry I wont judge you- everyone else had the same response when they saw my new mannequins." Rarity said in a kind voice as she peered up at her friend. Shortly after, Twilight found herself unable to bite back the vomit she felt rising in the back of her throat. She proceeded to empty the contents of her stomach without restraint. After a few minutes of loud heaving, followed by spastic coughs, the purple unicorn had finished relieving her stomach of its contents. She was left panting and drooling into the bucket- the taste of her vomit making her want to puke a second time, though she knew she was unable too. Then, to her surprise, a glass of water was put in front of her face.
"Rinse your mouth out dear. We don't want you stuck with that nasty taste in your mouth now do we?" Rarity said with a smile as she used her magic to press the rim of the glass against Twilight's lips. Unable to resist the temptation of water, the purple unicorn sucked up a large mouthful of it, then she proceeded to gargle it. A minute later, she spat the fluid into the bucket, then she greedily drank the remaining water to state her thirst. She still felt sick and she was still scared beyond belief, but at least her throat no longer hurt and her mouth didn't taste like vomit. Once she was done cleaning her mouth, Rarity set the bucket and glass some lace aside, then proceeded to to inspect Twilight's body intently. The purple unicorn continued to cry as she felt her friend press down on her chest gently.

"R-Rarity, why are you doing this?!... I-I'm your friend!... Rainbow Dash, Pinkie Pie... Applejack and Fluttershy... They were all your friends! How could you do that to them?!" Twilight bawled as she stared brokenheartedly at the the white unicorns face. In response, Rarity stopped feeling her friends body, and she took a step back to clap her hoofs together quietly.

"Oh, my dearest Twilight Sparkle, don't you see~? Its because your my friends that I'm doing this to you~ You've all agreed to help me with my work you know~! Don't you remember~? You volunteered for this~!" Rarity said happily as she looked up at Twilight who stared at her in disbelief. The white unicorns smile faded, and was replaced with a confused expression as she peered up at her friend. Then, cleared her throat quietly.
"I see I'll have to explain this to you as well. And here I thought you'd remember!" She said in a somewhat offended tone as she began to pace back and forth in front of Twilight, who continued to cry.
"Oh dear, where to start... Do you remember, about three weeks ago I was trying to work on a dress for a new customer? Well, as you know, I was having a LOT of issues working on the dress she requested. She was simply to large a customer! Her rump was bigger around than her front, and her legs were short as a fillies even though she was old enough to be my grandmother! Even though I had all of her measurements, I couldn't make the dress properly because absolutely none of my mannequins were cut out to deal with her body shape! You call came to my when I was distraught! Twilight, you rubbed my back and told me "Rarity, remember. If you ever need help from any of us, all you have to do is ask and we'll do it! No questions asked!" and then you and the others left for a little while, and brought me a whole batch of Pinkie Pie's wonderful cupcakes to cheer me up while I calmed down... Then you all stayed over for a little while. Then, I was left all alone to think about the solution to my dilemma. I spent hours that night, giving my mannequins the meanest looks and saying spiteful things to them. I got so angry at them for not being shaped right, that I realized why I couldn't make the dress. It wasn't because I'm not good enough, it was because the mannequins weren't shaped right!" Rarity said boldly as she paced, her head held high and her voice dramatic as she recalled the ordeal. Then, she suddenly turned to face Twilight, who looked at her fearfully.
"And you know what~? As soon as I realized that, I knew exactly what I had to do if I wanted to make the dress! I knew I needed to find a better mannequin! One that wouldn't make the dress look funny while I worked on it! And I knew right away just what I needed to make that mannequin! Why, I needed none other than the pony who had requested the dress! So, I called her over in the middle of the night, and I told her that I'd lost her measurements and needed to take them once more. Right after that, and called up Spike and had him bring me over a bottle of your strongest sleeping potions. And when he brought it over, I put it in a perfume bottle. Then, I waited for my customer to arrive. And when she did... Well~" Rarity paused a moment to giggle, and she pointed to her right. When Twilight looked in that direction, she was greeted with the sight of what looked like a taxidermied pony. The very same pony who had asked Rarity for the dress she'd been unable to make because of her odd shape. The purple unicorns eyes widened in horror at the sight. The stuffed pony was standing just like one of Rarity's mannequins would, and, she was wearing the dress she'd requested.

"R-Rarity, how did you?!..." Twilight asked in disbelief as she stared at the crazed white unicorn, a terrified expression plastered on her face. In response, Rarity giggled and pointed to Spike, who smiled shyly and rubbed the back of his head.

"Well, Twilight, I gave her a hand with that. I mean, she'd obviously need help making her mannequins, and I know how much making outfits means to her. So, I brought her here and showed her how to use the freeze-dryer. Its full of dry ice, which, sucks all the fluids out of whatever's left in there. I helped her get the pony stuffed, then I taught her everything I know about taxidermy. After that, she was so happy that I helped her out, that she asked me to be her assistant. So... Here we are now, getting ready to turn you and the others into mannequins." Spike explained casually as he looked up at Twilight, who stared at him in disbelief. Spike. Her Spike had been the one to teach Rarity how to turn ponies into lifeless statues? She just couldn't believe it. She had absolutely no idea that the little dragon had taken up such awful hobbies- and she thought she knew everything there was to know about him. She was suddenly snapped out of her state of shock when she heard Rarity clap her hooves excitedly.

"Exactly~! And oh, you've been such a wonderful little helper Spike~! I'll be sure to give you a nice big bucket of gems once we're done~!" Rarity said affectionately as she turned to retrieve the cloth and scalpel from the kart.
"And now, Twilight Sparkle~ Its time we got you all set and ready to become my newest mannequin~ But don't worry, I'll be sure to keep you with Pinkie and the others~ I simply couldn't bare the thought of separating you from your dearest friends~" She said with a smile as she held Twilight's face still with one hoof, while the other quickly shoved the blade of the scalpel into her right eye. A loud wait of pain quickly burst through the purple unicorns lips, and she tried to pull out of her restraints only to be held firmly in place by them once again. However, Rarity ignored her cry of pain, and she got to work on popping the eye out of its socket. Meanwhile, Spike went off to retrieve a large bucket, alone with quite a few towels. He set it beside her, which made if obvious that it was being used as a trashcan. While she worked, Rarity hummed quietly to herself. She wiggled the handle of the scalpel gently, so that she could ease the eye out of its socket rather than pop it and make it get all over the place. After a good five minutes of effort on her part- not to mention five minutes of agonizing screams from Twilight, she managed to pop the eye out. Once she had the eye free, she pulled the scalpel out of it and used her magic to hold it while she worked on scraping the optic nerve out of Twilight's otherwise empty eye socket. Once she was done, she dropped the eye into the trash bin, and moved her attention to the purple unicorns other eye.

Another scream burst from Twilight's lips as the scalpel was shoved into her left eye, and from there Rarity did the same as she had done with the right. Five minutes later, the eye had been removed and the optic nerve had been scraped out. With that, Twilight was left completely blind and at the mercy of an obviously insane unicorn. Unable to see, and in a severe amount of pain, the purple unicorn strained her ears to pick up every sound that came from near her. She heard Rarity drop the bloody scalpel on the kart, then she heard what sounded like a cap being screwed off of a bottle. There was a quiet ruffling sound, as if cloth was being folded. The next thing she knew, the pain in her empty eye sockets increased tenfold when something was poured into them. Before she could shake the burning substance out of her sockets, balled pieces of cloth were shoved into them. The cloth absorbed the burning substance, which she realized was rubbing alcohol, but it also prevented her from getting it out of her burning eye sockets. After a few minutes, Twilight's voice had grown so hoarse from screaming that she could barely make a sound. Not long after that, she stopped trying to scream entirely. Instead, she just whimpered pathetically while she waited for the pain to stop.

After some more time passed, she felt the balls of cloth being twisted around inside her sockets. She tried to yanks her head away, and to her surprise the cloth was removed. Not long after, she felt Rarity put both hooves on her face to hold her still- she assumed that the deranged unicorn was inspecting her eye sockets for any sighs of mistake. Then, she heard Rarity laugh happily.

"Oh wonderful, you've stopped bleeding~! Now I can put the replacements in~!" Rarity chimed, before Twilight heard her retrieving something else from the cart. Not a moment later, she felt something cold and sticky squirt inside her eye socket. She flinched and whined in pain, but was unable to resist while Rarity shoved something inside each of her eye sockets. She didn't need to think long, to recall the giant black beads that had been used to replace the other ponies eyes. She automatically put two and two together to realize that the same was being done to her. Once Rarity was done putting in the fake eyes, she put something in Twilight's mouth to hold it open. The purple pony quickly realized what was about to happen, and she started to shake her head from side to side in hops of getting the gag out of her mouth so she could close it. Instead, Rarity used a hoof to hold her still, then she used her magic to pull out her tongue. Not one second later, the sting of cold metal hit her tongue. She tried to scream, but instead made a disturbing gurgling sound as blood pooled in her mouth, because her tongue had already been removed.
"Oh! Dear me I almost forgot~ You probably don't remember how you wound up here in the first place, do you Twilight~?" The purple unicorn heard her friend say sweetly. She also heard the sound another cap being unscrewed, then she felt the familiar sting of rubbing alcohol on her tongue when another cloth was shoved into her open mouth. She didn't even try to scream at that point. She was too weak from pain and blood-loss to even try. All she would to was sniffle weakly while she listened to the sounds her friend made while rummaging through the contents of the cart.
"Well, to sum things up I asked you to help me make dresses. Then you agreed and came over. I had tricked you into sniffing the sleeping potion by telling you it was a fancy new perfume. From there I don't really need to explain what happened, now do I? Its sad really. I had to tell everyone why they were here, and why I was doing this. Turn out that sleeping potion causes amnesia, but oh well~ Can't complain when it does its job so well~!" Twilight heard Rarity chime, before she suddenly felt a sharp pain in her gut. She didn't need to be a genius to know she'd just been cup open with the scalpel, but it still scared her knowing she was about to have her organs removed while she was still alive. She'd of started crying again if the clue Rarity had put in her sockets had't blocked her tear ducts. Her pain increased when she suddenly felt something get ripped out of her. She knew right off the bat that her organs were being ripped out, and chucked in the trash.
"Oh Twilight, I simply cannot thank you enough for all your help~ I'm so glad we're friends~! I really will miss you once your gone, but, you know me. Whatever it takes to get the job done, I'll do it~!" Rarity said while she removed the purple unicorns organs and dropped them in the trash bin. Blood poured out of Twilight's abdominal cavity and pooled onto the floor as it left her body. The crimson substance ran down her legs, and the plastic covering her tail- it briefly registered in the back of her mind that that had been why Rarity had covered her tail with plastic. To prevent it from getting ruined with her blood. By that point though, she was to far gone to really do anything. Her body slowly went numb and fell cold, life leaving her. She faintly heard someone talking to her, but was unable to catch the words. The last thing she was aware of feeling before her life slipped away, was that of Rarity kissing her forehead in a sisterly fashion. Then, she was gone...

*A few months later*

"Oh miss Rarity~! Your new mannequins are SO pretty!... They look just like all the ponies that went missing." A young filly chimed as she looked up at the mannequins Rarity had put in her shop the day prior. In response, the white unicorn put a hoof on the filly's shoulder and smiled up at her beloved mannequins.

"Oh, the are beautiful aren't they? Twilight and the others would be so proud if they were hear to see them~!..." Rarity said with a smile, which fell shortly after she finished her statement. The filly quickly caught her sad look, and she quickly hugged the older pony in hopes of comforting her.

"I'm so sorry that your friends all ran away without telling you, and Spike!" The filly cried as she held the older pony tightly. When she pulled back, she sniffled and looked up at Rarity, who offered her a sad looking smile.
"You must really miss them, huh miss Rarity.." The filly said sadly as she looked back to the mannequins, her eyes quickly landing on the frame of the one that was made to look like Applebloom- the two had been friends at school. She missed the filly terribly. Rarity nodded her head in, and sighed sadly.

"Yes, I do... But, I must be strong. Twilight and the others would have wanted me to stay strong for them, and that's exactly what I intend to do! That's exactly why I made these mannequins. So I could always remember that. I'll do it will all the missing ponies if I have to, just so everyone else can remember their missing loved ones as well." Rarity said in stern voice as she stamped her hoof, before she gently ushered the little filly out of her shop.
"Now, you run along. Its late and I know you have school tomorrow! You need to keep little Applebloom's memory alive by being on time everyday!" She said gently, before she offered a wave as she watched the filly run home. Then, a wicket smiled appeared on her face as she turned to walk back into her shop. Sometimes, she was surprised her special talent had been fashion and not acting- because she'd put on such a good performance that even princesses Celestia and Luna had believed her when she said the others ran way.

"Is everyone still buying it?" Spike asked curiously as he munched on a diamond, his eyes on Rarity who gave him a loving pat to the head and an affectionate smile.

"Indeed they are Spike~ And its all thanks to your brilliant idea to wait a few months before bringing out the mannequins~! Everypony just ate it up when I said I'd done it in memory of them, my dearest friends who abandoned me~! Your such a darling little genius~!" Rarity cooed as she spoke to Spike, who blushed at her comment. He still had a thing for her after all, and it seemed that all his help had gotten her on his good side. He just hoped she'd come to feel for him the way he felt for her.

"A-anyways~ Have you decided who we're gonna make into a mannequin next~?" Spike asked with a smile as he popped another gemstone into his mouth. Then, he watched as a sinister smile appeared on his loves face.

"Well yes Spike, I have~ I think Scootaloo will make a wonderful little mannequin~... And besides, she and dear old Rainbow Dash were so close. It pains me seeing them separated... Which is while I'll make sure they stay together forever~"...