> My Little Pony: Vore is Magic
>  by Kaidan
> --------------------------------------------------------------------------

> 1. Fly in a Web
> --------------------------------------------------------------------------

	“Three, two, one, drink!” Spitfire ordered. She and the other Wonderbolts tilted their heads back and took a shot of Blue Thunder, slamming their glasses down on the counter.

Soarin won, just barely beating Spitfire. Fleetfoot choked on the drink, as it was about sixty percent alcohol. A few other Wonderbolts managed to get the shot down eventually, sucking on lemons or chugging water in a vain attempt to help with the burning sensation the moonshine had imparted.

“Ha! Told you I’d drink you under the table, Spitfire.” Soarin slapped her on the back.

She sighed. “Well, I suppose it’s only fair I let you win something after the ass-kicking I gave you on the obstacle course today.”

Soarin’s smile vanished. “What? You never said that was a race.”

“Life is a race, Soarin. And you’ll have to win at more than just drinking games to impress a mare like me.”

“I’m pretty sure I’ve got something you’d find impressive if you’d just come back to my place.”

“And here I thought you’d matured a little since Dodge Junction.”

The shot glasses on the bar began to vibrate, clattering towards the edge. As Spitfire and Soarin looked around, they noticed the entire bar was shaking.

“Fleetfoot?” Spitfire inquired.

“I have no idea. No low pressure systems in the area. Weather control stations were operating nominally this afternoon,” Fleetfoot explained. “If we were on the ground it’d be a simple earthquake.”

“Well we aren’t on the ground, egghead,” Soarin said. He started to laugh and call the bartender over. “Hey, another round. I’m gonna drink until the room stops shaking.”

“Cut it out,” Spitifre barked. “Listen up! Party is over. Fleetfoot, get to the weather stations and take Soarin, make sure they’re working. Blaze, Misty, find the mayor and—”

The entire bar shook after a massive thud, knocking several tables over and causing bits of the compacted cloud walls to fall off. Screaming was heard from outside as several ponies scrambled through the front door.

Misty headed over to the window and looked outside. “What the hell is out there?”

The moonlight was soon replaced by a brilliant crimson light, followed by the window exploding. A wave of scarlet flame swept through the bar, burning the flight suit and hair right off of Misty. She stumbled backwards, tripping and falling onto the broken glass. She was struggling to breathe.

A large head poked through the window, zeroing in on Misty. The dragon opened up its maw and grabbed her by the neck. It flailed her left and right, filling the room with snapping noises, then pulled her outside. The dragon tossed her in the air and began to chew the pony in his mouth.

“Holy shit!” Soarin shouted.

Spitfire growled and pulled out her flight goggles. “New plan! Delta formation, teams of three. Go for those too weak to fly first, evacuate the city and rendezvous in Ponyville. I’ll draw its attention.”

Soarin stepped in front of her. “You can’t do that, I’ll go—”

“You’re not in command here, now do as ordered or you’ll be dishonorably discharged, soldier.”

The last of his buzz vanished as his Equestrian Air Force training kicked in. “Yes ma’am!”

The Wonderbolts paired up and got ready to face down the dragon. Spitfire went to the window where some of Misty’s blood still stained the jagged glass.. “As soon as I go, carry out your orders.”

She didn’t wait for their approval, leaping through the window and flying straight up towards the roof of the bar. A wave of heat blew past her as red flames shot into the clouds where she had just been. Spitfire spiraled in and kicked the dragon with her hoof, before hovering in front of it.

“You want a snack, come and get it asshole!”

The dragon snapped at her, missing by several feet as she was too quick for it. It smiled, and Spitfire sensed a change in air pressure behind her as feathers on her wing tips rustled slightly. She folded her wings in and dove as blue flames filled the air where she had been.

She took off towards the edge of town, noticing a second dragon sizing her up for a meal. Spitfire saw gouts of flame throughout the city, and it was possible even more dragons were feasting on the defenseless ponies elsewhere.

Looking behind her revealed the larger orange dragon that had eaten Misty as well as a large lavender dragon. Both began chasing her. Her plan would have worked great if she had been distracting one dragon, but with dozens in Cloudsdale the city was doomed.

With two dragons in hot pursuit, Spitfire had to abandon Cloudsdale. Hopefully her team would have more luck rescuing ponies. She flew along the street until she came across a gap in the clouds, diving through it.

The dragons followed her, bursting through the clouds and leaving a widening chasm where a couple houses used to be. The second smaller dragon broke off his chase, seeing a frightened family flying towards the ground below. It swooped down on them, grabbing a couple in its talons and circling back to finish off the rest.

Spitfire heard the screams but continued diving towards the ground. She hated the fact she was running, but knew only unicorns could stand a chance against the might of dragons. What worried her more is what had broken the truce between ponies and dragons. There were enough predators on the ground that would happily eat a pony. The last thing Equestria needed was another war with the fire-breathing killing machines.

The air heated up as a large ball of fire swept past her, dissipating rapidly. Spitfire re-oriented herself as she approached the ground and swooped into the Everfree. The sound of trees crashing to the ground reached her ears.

Dozens of twisted trees now lay, burning, in the Everfree. The dragon thrashed a few more with his tail before taking to the air. He swept his flame back and forth across the tree canopy attempting to find Spitfire.

Below the cover of the forest, Spitfire had already taken a wide arc towards Ponyville. Since Ponyville was halfway between Cloudsdale and Canterlot, it was the logical choice. Twilight would be able to warn Canterlot, and even handle the rogue dragon chasing her.

She could no longer hear the dragon and slowed down, wondering if she was in the clear. Glancing behind her revealed she had lost the predator.

The wind was knocked out of her as she hit an invisible wall. Spitfire’s neck was slammed by the barrier and it took her several seconds to regain her senses. She had no idea how she had hit the ground, as she had been flying parallel to it. Spitfire tried to stand up and get her bearings, and noticed she couldn’t move.

Her legs didn’t feel broken, and she glanced upward into the canopy. She noticed some white threads sparkling in the moonlight. Spitfire gulped and tried to move her legs again, noting how they were being tugged on by several sticky strands.

“Fuck, what have I done?” Spitfire said. She began to flap her wings and try to fly away from the spiderweb. Her wings had snared some of the strands of sticky silk, and instead of freeing her caused the web to wrap itself around her torso, trapping them to her side.

Spitfire cursed again, and felt the web moving. She froze, and confirmed her worst fears: the web’s owner was coming to inspect its catch. Spitfire struggled with all her might in one last desperate attempt. Her legs bucked backwards, nearly tearing the web. Unfortunately, it forced her forelegs deeper into it.

The spider wasted no time after it took note of the pegasus flailing in the web. The spider was just as big as Spitfire, having grown from its bountiful harvest of fresh meat. It bit into her flank, injecting a powerful venom into her.

Spitfire felt the bite and screamed. Her body began to go limp and numb as more and more venom was pumped in, causing her flank to burn painfully. She tried to speak and beg the spider for mercy, but her tongue had already gone numb and swollen slightly. A wing twitched, and she realized her limbs no longer obeyed her commands. She had been paralyzed.

The spider reached down to its spinnerets. With two legs it began to feed a special line of silk out to cocoon the meal. While it prepared that, it used its small mandibles to chew through the web and free Spitfire.

She felt herself toppling backwards, and landing in the legs of the spider. Spitfire was carried to the ground and felt a large blob of silk get shoved in her mouth, denying any chance of her prey calling for help if the spider decided to save her for a meal a few days from now.

The world began to spin around, over and over, as Spitfire was twirled in the spider’s legs. Strands of silk pulled her legs and wings tightly against her flight suit. The webbing ran from her neck to her tail, capturing her hair inside the cocooning.

Spitfire’s mind was still racing, still struggling for a way out of this. Part of her knew it was already too late, yet her mind equally demanded she try anything to escape. Her legs were completely numb. Her wings were growing stiff, her body unable to regulate the flow of blood to them. Her flank still burned, and that fire had spread throughout her backside. She could move her eyes, and that was it.

Another layer of webbing was wrapped around her, leaving her barely enough room to breathe. The spider passed it over her face, trapping her flight goggles against her eyes. It seemed to stop for a moment, carefully applying a thinner layer of webbing over her nose. Then the spinning began again.

Spitfire was getting hot and sweaty, trapped under several layers of web and a flight suit. Even if the venom wore off, she knew her body was trapped in the fetal position with no hope of rescue.

The spinning finally stopped and she felt herself start to rock gently. The warmth of the venom had finally spread to her brain, causing all her stress and worry to evaporate. Strange feelings of contentment and euphoria washed over her. The heat of the cocoon became pleasure, and the throbbing of her plot became ecstasy.

Spitfire’s cocoon was now swaying in the wind, attached to the branch of a tree a few meters from the entrance to the spider’s lair. Alongside her hung a few more cocoons. One held nothing but a husk, the other bore fresh bite marks and blood stains, and the third was twitching every so often.



	

“Twilight, have you gotten a letter back from my aunt yet?” Blue Blood asked.

“No, calm down, I’m doing the best I can,” Twilight snapped.

Blue came over and started to massage her shoulders. “You have a lot of tension, honey, give me fifteen minutes upstairs and I’ll have you feeling right as rain.”

She grimaced and bit her lip. Marrying Blue Blood had been an unfortunate, but necessary, part of becoming part of the ruling class. Celestia assured her that all Princesses had to marry into royalty, and that given eighty or ninety years, Blue Blood would pass away. Twilight would be free to live the rest of her millenia alive however she saw fit.

Twilight sighed. He was correct about the stress, and he wasn’t nearly as bad as Rarity once claimed. Then again, she had the power to banish Blue Blood to the moon. That helped shift the balance of power in their relationship just a little.

“No, let me focus on this. The dragon migration isn’t for six months, and they flew south a couple days ago. They could be attacking a major city.”

“We’re at peace with the dragons, a peace my ancestors helped broker with a vast horde of gemstones,” Blue Blood explained.

“I don’t need a history lesson—”

“You need release,” Blue Blood interrupted. “And I need it to. Please, let’s go see if we can have a baby.”

Just eighty more years. . . you can do this, Twilight. You can do this so the royals approve of your claim to the throne.

“I have a headache. Ask Spike to bring me some tea, maybe later tonight we can,” she shuddered, “try for a kid.”

Blue Blood finished rubbing her shoulders and left. 

He’s right, Twilight. I need release. Just a quick hoof in the tub, it’s the least you can do.

Quiet, I’ve got important letters to write to Celestia.

You know how much better you’ll feel. Cadance even gave you that lovely magic bullet.

I can’t concentrate with you down there winking! Cut it out!

Twilight stopped and realized she was carrying on an imaginary conversation in her head with her marehood. 

How many days has it been?

Three days.

Not since you slept, since you pushed that lovely hoof right up against—

“Twilight, I brought your tea,” Spike said.

She almost reached out with her hoof to grab the teacup, then realized it was slick with something she would rather not Spike see. Using her levitation, Twilight set the tea saucer down and took a sip from the cup.

“Excellent, Spike, thank you.”

“Your welcome.” His nose wrinkled and he sighed. “Twi, you need to relax. It’s uh. . . obvious you’re too stressed out. I’m sure that the predator attacks are isolated incidents. These aren’t the middle ages. Ponies are better able to defend themselves. It’s not like all of Tartarus has escaped, Cerberus would stop them.”

“Thank you, Spike! Seriously, why is everypony giving me history lessons lately? It is not like Celestia to be late on correspondence, so unless you’re about to belch up a lett—”

Spike burped loudly, and Twilight caught a whiff of sulfur.

“Seriously, Spike! That’s nasty!”

“It’s a letter, from the Princess,” he stated.

Twilight spun around. “Yes, it’s about time!” She unfurled the letter and began to read.




Dearest Twilight,

It is important we appear strong in these troubled times, so I must ask you not to reveal this information to anypony. Celestia went to negotiate with the dragons a few days ago and has not returned. I fear it did not end well. Luna recalled me to Canterlot to help run the government, and not a day later Luna vanished as well.

I do not know what happened to them, Twilight, but I’m scared. I have only you and Shining Armor now to count on. You must be strong for me, as I will be for you. Together we will have to run this country and figure out why predators are once again eating ponies. It is possible Tartarus was breached, and I have sent a platoon of the guard to check on Cerberus.

In the meantime, two platoons of guards are headed for Ponyville. The rest are recalled to Canterlot. I fear for a city of nearly a thousand, Ponyville may have grown too big to properly protect. 

I must focus all my efforts on raising the sun and moon. As such, day to day legislation and other duties will fall to you. Remain in Ponyville and rule from there. Should either of our cities fall, fate may allow the other to survive and repopulate our nation.

Be careful, the upcoming days will determine how Equestria history remembers us.

Sincerely,
Princess Mi Amore Cadenza
Acting ruler.




Twilight dropped the letter and began to hyperventilate. She tried the relaxation exercises Cadance had taught her. 

They didn’t work.

She wasn’t prepared for this level of responsibility. The coronation, the nobles, the legislation—life had gotten out of Twilight’s hooves. She needed an out, a way to be free of the obligation. Twilight needed Celestia now more than ever to help her handle a landslide of responsibility.

Instead, she had Blue Blood.



	

Spitfire felt dizzy and giddy. She had regained the ability to move, yet her body felt like jello. The silk gag in her mouth muffled her laughter as she slid against the cocoon. Spitfire felt an itching in the back of her mind that something was wrong.

She focused for a minute and remembered she couldn’t see, hear, or even move much. Something had wrapped her up nice and warm. She felt safe here, yet knew there was something dangerous. Spitfire tried to remember why she had been scared.

There was a sharp pain, lasting only a second, before numbness spread back through her flank.

Spider, there’s an itsy bitsy spider! Spitfire giggled as she felt something suckling on her flank. The warmth from her body slowly drained as the spider sipped at the cocoon. Spitfire felt her liquified muscles and bone get sipped up by the spider.

She could still breathe, and laugh, and that’s all her addled mind could focus on. The entire ordeal was pleasant, even the tingling she was feeling throughout her lungs felt nice. Spitfire felt thirty pounds lighter and was sad to feel the spider pull its fangs out.

Liquid Spitfire leaked out of the two puncture wounds, and the spider plugged them with some silk. It had already finished off the other cocooned pony, and the other half-digested pony had putrified.

The spider had to make this one last a little longer, until she caught more ponies to feed her brood.



	

Derpy trot into Sugarcube Corner for her daily morning muffin. The Cakes would bake them fresh, just for her. All Derpy had to do was avoid getting into an argument with Pinkie, and she would be on her way to her mail route in no time.

Pinkie popped up from behind the counter. “Hi there, Derpy!”

“Hi, Pinkie.” Derpy sighed and glanced into the display case. “Just stopping by for a blueberry muffin.”

“Oh, sorry, we’re all out!”

“Uh, strawberry?” Derpy asked.

“Nope!”

“Chocolate?”

“No sirree!”

“Plain? Bran?”

“No and nope!”

Derpy huffed. “Seriously? Or did you just not bake me any? How about an oatmeal muffin disguised as a cupcake with ten pounds of sugar?”

Pinkie raised a hoof to her jaw. “Hmm, let me check.” She trot around the corner into the kitchen.

Typical, Derpy thought. I just want a muffin, and she just wants me to eat a cupcake.

The pink pony came back out carrying a box. “All I’ve got is this.”

Derpy rolled her eyes. “A dozen cupcakes?”

“Yep!”

“No thanks, I don’t like cupcakes. I would not eat them in this house, I would not eat them with a mouse,” Derpy mocked.

“Those are green eggs and hemp, silly! Dr. Maresues wrote that book, we have a copy upstairs—”

“No, Pinkie.” Derpy turned to leave.

“Stop! You have to try one so I can prove it!” Pinkie leapt over the counter and tackled Derpy.

“Hey, get off!” Derpy tried to kick her off, but had a cupcake slammed into her mouth. “Mmph mmh!”

“Eating cupcakes is easy! You just mmph—”

Derpy slammed a cupcake into Pinkie’s mouth, silencing her. To her shock, Pinkie ate the cupcake and licked off Derpy’s entire arm to catch all the crumbs.

“Yummy!” Pinkie exclaimed.

Derpy kicked her off, causing her to sail over the counter and land in the kitchen. “Oops, I didn’t mean to kick that hard.” She rushed around the counter into the kitchen, thankful the store had been empty.

Pinkie was waiting for her with the party cannon, firing a huge blob of cupcake batter at Derpy. It knocked her off her hooves and into the wall, coating her head to hoof.

“Bah! These food fights are so childish! Muffins are the best food!” Derpy yelled.

“No, cupcakes are!”

“Muffins!”

“Cupcakes!” Pinkie lined up some tubes of frosting and started jumping on them, nailing Derpy with long, colorful strands of icing. She then pulled out a family size jar of sprinkles and tossed them on Derpy. “See? You’re a giant cupcake!”

“Fine!” Derpy yelled. “Cupcakes are better, happy?”

“Do they taste extra super duper yummy?” Pinkie asked.

“Yes, cupcakes are the tastiest treat ever. You win.” Derpy sat up and felt the sticky batter, icing, and sprinkles slowly dripping off her fur.

“Well, winning sure made me hungry and I just used all of our baking supplies for today in our food fight.”

Derpy laughed. “Well, you should have thought of that sooner.”

“It’s okay, at least I won’t be hungry today. Hold still, I’ll clean you up.”

“Oh you’ve got some towels? Good, I’m late for work.”

She laughed. “I have something much better!”

Derpy felt something long and slippery wrap around her head, licking all the icing off. Her ears and eyes were now free of the cupcake batter, yet had been coated in Pinkie’s saliva. “Gross, Pinkie!”

“All you have to do is take a cup of batter, load it in the cannon!” Pinkie started to lick and lap up all the icing on Derpy. She was so excited; her friend tasted amazing. “First you take something grey not dour, cover it in mix!” 

“Come on, really, this is so slimy—”

“A bit of sprinkles, just a jar! Licking you clean is such a cinch, add a gallon of vanilla!”

Derpy got up to her hooves just as Pinkie poured a gallon of vanilla on her head. It got in her eyes, burning them horribly. “Damn! Pinkie, stop this!”

Pinkie was in her own world, happily singing and licking her friend clean. She hardly noticed as she licked up the vanilla that Derpy’s entire head had entered her mouth. Pinkie swallowed, savoring the vanilla, only to realize Derpy’s head slid forward into her throat.

“Mmph mmph mmph mmm mmm, mmm mmph mmm!” Pinkie hummed. “mmm mmmph mph mmm mph mmm mph!”

Derpy felt her head vanish in Pinkie’s maw, shocking her. She pushed out with her forelegs against Pinkie. Her batter covered forelegs slid down Pinkie’s chest. Derpy was finding it difficult to breathe and started to kick and scream.

Pinkie stopped her singing and looked down, gulping. Derpy’s shoulders slid into her mouth, trapping her forelegs inside her cheeks. She paused for a moment, realizing only predators were supposed to eat other ponies. Pinkie was really enjoying the taste, however, and the feeling of Derpy squirming in her throat.

While she pondered whether to spit or swallow, Derpy began to struggle and push against the back of Pinkie’s throat. This triggered a reflex, and the next thing Derpy knew she felt her belly get pulled into Pinkie’s mouth. She gasped loudly in the tight, warm throat, as Pinkie’s tongue found her marehood.

Something unexpected happened when Pinkie swallowed and tasted a sweet and salty juice flowing from Derpy. She started to explore this new flavor amidst all the chocolate and vanilla icing. The pony in her throat was moaning in delight and wiggling, sliding themselves further down their throat.

Oh well, Pinkie thought. She seems to enjoy it and it’s super duper tasty!

Pinkie tilted her head back and felt her muscles gripping Derpy, rolling down her throat in waves and carrying the frosted pony with her.

Derpy hit something solid, and felt it slowly open. The sphincter gripped her as she was slowly pushed into the stomach. She felt some cold air against her hind hooves, and then a warm tongue as they vanished into Pinkie’s mouth. Seconds later, Derpy plopped into the stomach and was curled up into a ball.

Pinkie patted her belly and was able to feel Derpy’s shoulder, foreleg, and muzzle. Her pink belly had expanded to a slightly-comical size, larger than a pregnant mare, and barely able to reach the floor with her hooves.

“Wow, you were super-duper extra tasty!” Pinkie exclaimed.

“Pinkie, let me out!” Derpy shouted. She didn’t know why she could breathe, or how any of this was physically possible.

“Let you out?” Pinkie thought about it for a minute. Her stomach started to contract and release acid to digest Derpy. This caused the pony to squirm and wiggle inside her. “Oooh, do I have to let you out, this feels so good.”

“Please, I—” Derpy felt another powerful contraction, kneading against her body. All of her skin was numb and tingling. Somehow she was enjoying this, but Derpy knew she shouldn’t enjoy it one bit. “Let me out?”

Pinkie yawned and started to waddle up to her room. “Hmm, I’m really sleepy and you feel really comfortable. I’m just gonna take a quick little nap and then I’ll see if I can throw you up, deal?”

“What?” Derpy asked. She could hear Pinkie’s muffled voice, and there was even a tiny bit of reddish light that was shining through her stretched belly to allow Derpy to see what little there was to see. “How did you even do this? How can you fit me in here?

Pinkie plopped onto her bed, rubbing her belly. “I don’t know but—so tired, just a teeny tiny nap, Pinkie Promise!”

Derpy felt the hooves pushing against her flank. The stomach was incredibly warm and comfortable, almost like being back in the womb. Furthermore, the acid didn’t seem to hurt one bit. “A-alright, Pinkie. Just a tiny nap, then you have to find a way to get me out!”

She smiled and pulled her blankets up. With her hooves under the covers, she continued to rub her belly and listen to Derpy moan. Pinkie had never been so full and content, and Derpy had never felt so warm and safe.



	

Scootaloo was practicing her flying. Dash had just taught her some great new tricks, and Scootaloo was practicing her dexterity. The apple orchard was a great place for her to learn to weave between trees, since they were all equally spaced and evenly planted.

She wanted more. She wanted trees scattered randomly, a true test of her dexterity. Scootaloo had flown to the edge of the Everfree, and confident nothing could catch a flying pony, went inside.

The trees were dense and came out of nowhere. Scootaloo dove and weaved through them, effortlessly creating her own obstacle course. The feeling of freedom was incredible, and she was thrilled beyond measure to finally be able to fly.

Scootaloo did a U-Turn, preparing to fly back out of the forest, when she collided into something. She could feel herself dangling upside down now by some white strands. Scootaloo thought it looked like a spider web, but it was far too big.

She tried to pull herself free, but only succeeded in getting her hooves wrapped up. Next Scootaloo tried her wings, but they’d been pinned to her side. As she wiggled around she felt something pinch her flank, and two sharp fangs.

The sensation only lasted a moment. Scootaloo felt numbness and warmth spread over her. A large black face covered in coarse bristles and eight eyes appeared, and began to wrap her up with silk.




















> 2. Gelatin Is Horses!
> --------------------------------------------------------------------------

	Vinyl stumbled out of the back door of the night club a few hours before sunrise. She had finished her performance in Ponyville and spent the rest of the night getting hammered with fans. Everything had gone according to plan, until it didn’t. After one shot of vodka too many, her stomach threw in the towel.

She retched up the contents of her stomach onto the pavement behind the bar. The filthy alleyway was still dark, and Vinyl felt her hoof step in something warm. “Great, slipping around in my own vomit.”

It took a minute for her stomach to settle down, and Vinyl tried to kick the slimy vomit off her hoof. She felt the vomit stretch and splatter, but stayed stuck to her hoof. Shaking harder didn’t work and her hoof landed with a wet plop back on the ground.

Vinyl realized she was having a crisis with a puddle of vomit and chuckled. Her throat was still hoarse, and it was time to go to bed before the sun came up. She turned to leave and took a step forward. Her left forehoof remained anchored in the ooze.

“The hell kind of vomit is this?” She levitated her sunglasses up, dropping them due to her drunkenness. Vinyl saw a green puddle far larger than she could have vomited up. Her sunglasses began to bubble and vanish into the puddle. “Whoa, I had a lot more to drink then I thought.”

Warmth crawled up her right forehoof and she realized it had stepped into the ooze also. The blob had already climbed halfway up her left leg, and she reared back, trying to break it off. The blob stretched with her up into the air, building tension, and then pulled her back to the pavement like a rubber band.

“Oomph!” Vinyl shook her head after having the wind knocked out of her. She was now laying on her belly in the ooze, feeling the sticky substance now encasing her hind legs too. “Remind me to never challenge Dash to a drinking contest. Octavia’s gonna be pissed if I come home covered in all this gunk.”

She looked around wondering if anypony was around to hear her talking to herself. At least they would be able to rescue her from her puddle of oddly-sticky monster-vomit. Vinyl felt the ooze starting to slide up her back sending shivers down her spine.

A numb tingling was spreading across her skin. Vinyl struggled to get to her hooves, but with all the extra ooze covering her she was unable to budge an inch. The numbness was quickly turning to a burning, like rubbing alcohol when cleaning a cut.

“Gah! Ouch!” She squirmed as her skin felt like it was being lit on fire, burning quickly until the nerves fried and her skin went numb again. “Help!” she screamed. “Somepony! I think my vomit is eating me!”

Vinyl took a deep breath and prepared to scream again when the ooze that had been climbing up her neck entered her mouth. It expanded quickly, sticking to the roof, her tongue, and cheeks. As her tongue began to dissolve and burn, Vinyl screamed even louder. The muffled shout barely reached her own ears.

The blob had completely encased her back and was creeping up her ears. It poured into her nose and began to run down her throat. Vinyl gasped, inhaling more of the ooze, and began to panic. Instead of suffocating, she felt her lungs expand and contract as if she were still breathing in the air.

The burning over every inch of her skin was fading, replaced by the numbness. Aches and pains shot through her bones as the ooze penetrated deeper into her. Endorphins flooded her brain, attempting to dull the pain. They overwhelmed her senses to the point she believed the pain had turned to pleasure. Her mind withdrew further attempting to protect itself and stay conscious.

Vinyl squirmed as the blob forced its way into her marehood and ass. She could feel heartburn and something like stomach acid burning in her stomach. Her intestines were filling up and felt like they were being sandwiched in a hot grill. Her aching pussy became so painful they overwhelmed the defenses of her mind, bringing her to an unnatural orgasm.

She could barely whimper now as her vocal chords had been digested. All of her skin had dissolved, allowing the ooze to absorb her internal organs. Veins burst and muscles broke down as the ooze dissolved her from inside and out.

One last spasm racked her body as she passed out. Her muscles liquefied and her brain shut down.



	

Twilight heard a pony knocking at the door and went to open it. She saw Soarin in his Wonderbolt suit outside the door. “Soarin? What brings you to Ponyville?”

“Princess, I was hoping you could help me find Spitfire.”

“Come in, and it’s just Twilight.” She went over to her table and poured him a cup of tea. He sat down and sipped the tea while she took a seat. “If you’re looking for Spitfire, I haven’t seen her in town.”

“Have you heard about Cloudsdale?”

“Cadance told me dragons had been attacking and eating ponies. They didn’t harass the pegasus cities, did they?” Twilight asked.

Soarin frowned and looked down, sighing. “Cloudsdale is gone. What is left in the air has been abandoned, and the other cloud cities have all been evacuated or hit.”

“This is horrible.”

“Yeah, and the Wonderbolts were supposed to meet Spitfire here in Ponyville after the evacuation.”

“Did she say why?”

“No, but I assumed it was to report to Canterlot. I figure Celestia should have recalled the Wonderbolts to active duty by now,” Soarin explained.

“You’re right, we need to activate the reserves and start mobilizing ponies to defend ourselves.”

Soarin lifted an eyebrow. “Did something happen to Celestia?”

Twilight sighed. “With Spitfire gone, you’re in charge, correct?”

“Yeah, I would be.”

“Consider your team recalled to active duty to patrol the skies around Ponyville. The hotel has been converted to a barracks for the town guard. Celestia and Luna are. . . missing, assumed to be out negotiating with our allies or trying to find terms for peace. Cadance and I are the rulers of Equestria now.”

Soarin leaned back in his chair, his eyes wide in shock. “Whoa. You hear about things like this, but never think they could actually happen. I thought Celestia was powerful enough to prevent the predatory species from eating ponies.”

“There’s only so much she could do, apparently—”

“Twilight, who is our guest?” Blue Blood asked.

As he walked into the room, Twilight rolled her eyes then turned to address him. “Soarin, acting Captain of the Wonderbolts. II was just recalling him to duty and telling him about Celestia.”

“You told him?” Blue Blood huffed. “How can you be so careless? We were not to tell any of these commoners that Celestia was last seen negotiating with the dragons!”

“This is my home, and I am your Princess! If I choose to tell a captain in the Equestrian Air For—”

Blue Blood spoke up more loudly. “You tell them what they need to know! Honestly, how could you women possibly rule Equestria without the help of us nobles?”

“I won’t have you speak down to me in front of guests!”

“I uh. . . better report to the barracks,” Soarin said. He got up to leave.

“Excuse me! Where is your Princess’ salute? Why aren’t you at attention? Are they that desperate in the reserves that they let any alcoholic with a pair of wings in?”

Soarin turned and opened his mouth to retort, and saw Twilight shaking her head. “Blue Blood, he’s been on active duty less than five minutes. Formalities aren’t going to save my citizens. You’re excused, Soarin. Enlist aid from Dash and the weather team to help you patrol Ponyville. Let Dash remain in command of her own civilian teams.”

“Yes ma’am.” Soarin glared at Blue Blood, then turned and left. He slammed the door behind him.

“The nerve of these commoners! Honestly, I don’t know why you insisted on living in this backwards town,” Blue Blood scolded.

“This town is my home and my friends live here! If you’ll recall, our marriage was arranged and I can dissolve it just as easily if you’re going to bicker and argue while ponies are dying out there. Spitfire missing, Derpy didn’t show up to work, and Scootaloo missing class. Did you even bother going to town hall this morning? Mayor Mare has taken two dozen more reports of missing ponies, including the skeleton of a unicorn found devoid of flesh in an alleyway!”

Blue Blood took a couple deep breaths and calmed down slightly. “You are right. As nobility now I have not shown you all the proper respect, and yet, your disdain for the noble class is more obvious than your wings. Were this country not on the brink of destruction, I’d send word to the noble families of your disrespect and have you dethroned.”

Twilight bit her lip and was seriously considering banishing him to the moon. However, he was right about one thing. Cadance and Twilight needed the noble families, their money, and their influence to keep ponies safe. Every mansion had guards, months of food stockpiled, and the bits to fully arm and armor hundreds of ponies.

“I’m sorry, honey.” She nearly choked on the words but was able to hide that fact with her poker face. “I think we’re both under a lot of stress.”

“Your apology is accepted, this time.” Blue Blood turned around and went back to the basement where Twilight had set up a private study for him.

I’m not sure I can handle this much stress, Twilight thought. I really need Celestia. I’ll send word to Cadance and check on my friends, maybe that’ll help with my stress.



	

Pinkie rolled over in bed as the bright sunlight tried to wake her up from sleep. She cracked an eye open and guessed it must be nearly noon already. Her stomach gurgled, and Pinkie started to massage it with both hands.

It had gone down to its normal size, though perhaps with a little more curve to it. There was a sense of contentment and then she remembered why she felt so full. Derpy had gotten in a fight with her and wound up inside her stomach.

She poked her belly. “Hey, Derpy, you still in there? I think I overslept, you probably want out, huh?”

Derpy came too and realized she couldn’t move. Recalling she had been swallowed alive, she guessed it was just the stomach wrapped tightly around her. Yet something was wrong. Instead of feeling legs or wings, she just felt a patch of fuzzy fur and an itch on her nose.

“Hey, Pinkie, what happened? I don’t think I’m in your belly and my nose is really itchy,” Derpy said.

“Huh, what a coincidence, my cutie mark is itchy!” Pinkie tossed the blanket off and scratched one of her balloon cutie marks with a hoof.

“Ah, that’s the spot—wait, why am I looking at you? Where are my legs?”

“I don’t know, did you forget where you put them?” Pinkie looked at her cutie mark and saw a grey balloon there, with a yellow string. It had replaced one of her blue ones. “Whoa, my balloon changed colors!”

“Hey, wait a minute. That balloon looks like my hair.”

Pinkie gasped and then smiled. “Oh wow! I’ve got my very own Derpy balloon!” She got out of bed and stretched. “I’ve got to show everypony!”

“You. . . ate me! You promised to let me out!”

“Oopsie. Ugh, what’s that itching?” Pinkie reached back to scratch her back and felt feathers. Turning around revealed two wings quickly developing on her back. There were still rustling a little as she started flicking them around. “Whoa! Derpy, I’ve got wings!”

“Hey, those are my wings! How could you do this to me?”

“Oh yeah? If I wasn’t supposed to eat you, why did you taste so good?” Pinkie huffed and waited for a reply. After a moment of silence, she started to rub her cutie mark. “Hey, I’m talking to you!”

“Oh huh? Sorry I was distracted. I can feel what you feel and see what you see, but when you rub that one balloon on your flank it feels like euphoria.”

“Wait I thought you were mad that I ate you.” Pinkie sat on her rump in confusion. “So are we friends or do I need to throw you a Sorry I ate you party?”

“Well I guess it’s a little late to fix it now, and I did sorta agree to let you have that little nap with me in your belly. . . maybe you can make it up to me another way? There is this really cute stallion I’ve always wanted to take on a date. If you sleep with him, we’ll call it even. Oh, and you have to rub me lots, it feels awesome!”

“Okie dokie lokie! This is the third weirdest thing that’s ever happened to me.”

“Wait, what were the first two?”

Pinkie went over to the door and opened it up. “I’ll tell you on our way to the bathroom!”



	

Spitfire couldn’t feel her legs or wings anymore. Her body was as soft as jelly, only barely alive and held together by the cocoon. She could feel dozens of small insects crawling along the cocoon. They began to bite her, drinking up her remaining nutrients. Her mind was so cloudy, and her body so disintegrated, that there was little left for her to feel but pain.

She felt the last of her sanity slip as her brain, heart, and lungs dissolved.

Nearby, Scootaloo awoke inside a cocoon, unaware of the victims being fed on around her. She was sweating profusely, and began to struggle. Her legs were sore and her back ached horribly, otherwise she felt no worse for wear.

When she tried to scream for help, she realized there was a large cocoon in her mouth. Scootaloo bit it, and it responded by squirming and writhing. Something was alive inside it, and she panicked. 

Scootaloo struggled with all her might against the cocoon to no avail. During her struggles she could feel more of the insects waking up. Silk had been packed into her ass and marehood, filling them completely with the spider’s young.

The more she fought it, the quicker they woke up. She could feel the cocoons within her deflating, her job as an incubator complete. The spiders began to crawl around the outside of the cocoon and chew through the silk. Scootaloo felt the pain as their small jaws cut too deep, or their tiny fangs punctured her flesh.

One of her legs burst free from the cocoon, and soon so did her wings. She felt something tingling in her mind, like hundreds of tiny, distant voices. They seemed to be all focused on one thing: mother.

Scootaloo eventually fell to the ground, sitting there in a daze. She was starving, having no idea how long she had been trapped. Looking around revealed dozens of baby spiders, several empty cocoons, and one full one. The babies were currently feeding on it, and Scootaloo could see a torn scrap of cloth with the Wonderbolts logo on it.

She got to her hooves and felt spiders still crawling on her. It creeped her out, but part of felt safe knowing the spiders were so close to her. Scootaloo went to a nearby bush where she recognized some of the berries growing on it. They were safe to eat, so she threw a bunch in her mouth.

The berries had once tasted tart and sweet, but now were more like flavored sand. They did nothing to sate her hunger and seemed to upset her stomach. Scootaloo also noticed that her canines had grown and become flexible. She now had two sharp fangs that were dripping a fluid into her mouth.

Scootaloo looked back towards her cocoon and saw the corpse of a spider, slightly larger than her, laying on its back. She recognized it as the one who had captured her earlier. Scootaloo remembered the horrifying feeling as the spider had pumped its eggs into her, one orafice at a time. 

The spider’s dying act had been to reproduce. Scootaloo felt her back itching so she spread her wings, and felt four appendages spill out from under them. Looking behind her revealed four spider legs, two under each wing, that joined her pony legs to give her eight total.

Scootaloo flicked the legs outward, realizing she could control them but no less freaked out. All around her were trees and she could be deep in the Everfree by now. Her groin still felt odd, as if it were still packed with silk. Scootaloo wondered if yet more spiders were in her womb.

She sat down and examined her marehood. Where there had once been a shapely filly labia there were now several small appendages. Scootaloo realized these must be the spinnerets that made spider silk. She rubbed a hoof against them but they didn’t respond. When she poked one with one of the spider legs that had grown off her back, it squirted some silk onto it.

The thin strand of silk spooled out of her, relieving the pressure slightly. She used her other limbs to gather more of the silk and started making a sheet of silk in between her legs. Scootaloo clumped it up and threw it to the side.

“What the hell is happening to me? Am I a spider?” She looked over at the full cocoon, aware the only other pony for miles was inside it. It wasn’t moving but she felt strangely drawn to it.

There was an aroma in the air, something enticing about the cocoon. Scootaloo was painfully hungry and felt her fangs extending, as digestive enzymes dripped from her fangs. She continued to pace forward, and saw the many juvenile spiders that were feeding on the cocoon.

The hunger was too much for her. She sank her fangs into the cocoon, no longer hesitating at the fact a pony was trapped within. Scootaloo adjusted her mouth and bit in again. Fluid began to pour out around the fangs and the puncture marks, filling her mouth.

It was bitter, salty, and yet full bodied. She had never tasted anything like it, but she loved it. Scootaloo had always liked sweet foods, like candy, but now found that drinking the liquified pony was on a whole other level.

She continued to greedily drink the Spitfire soup, not stopping until the cocoon was empty. Once she was finished, she felt a small bit of remorse but wrote it off as necessary to survive. 

Scootaloo realized the spider had spared her, it had needed her to ensure her brood survived. She was part spider now, unsure if she would even be welcome back in Ponyville. 

I wish I had a place to sleep and think about this.

The baby spiders began scattering to a small cave in the underside of some tree roots. Scootaloo could feel that tingling sense in her head that she should follow them. When she got to the tree, she saw hundreds of her babies building her a small hammock out of silk.

Scootaloo climbed in, laying down on the hammack. She felt truly content, and this seemed to make her young happy as Scootaloo felt their own joy radiating back to her.

Its a little chilly, I could use a blanket.

The young spiders began to knit a silk web over Scootaloo to keep her warm. She smiled. Perhaps this wouldn’t be so bad.

Thank you.

Scootaloo closed her eyes and patted her fully tummy before drifting off to sleep.



















> 3. There Goes the Neighborhood
> --------------------------------------------------------------------------

	Twilight walked through the door to Doctor Stable’s office. He was sitting down taking some notes, and gestured for her to take a seat.

“Princess, what can I do for you today?” Stable asked.

“I’d like something stronger to help me sleep,” Twilight explained.

“The stress is still getting to you, huh? How has the ambien worked?”

“Not very well. I tried a few spells too, but I’m so wound up they haven’t worked. Look, I’m stressed out and everypony is counting on me to protect them from getting eaten by dragons and Celestia-knows what else. I need something stronger.”

Stable adjusted his reading glasses. “I suppose I could prescribe something a little stronger.”

“No. I’m nearing Smarty Pants levels of stress.” Twilight stood up and leaned towards him, lowering her voice. “If I don’t get some bucking sleep and soon, dragons will be the least of your worries!”

Doctor Stable put his hooves up, waiting for her to steady her breathing. “Alright, no need to get worked up. I know alicorns take a little extra effort to medicate. Well, the strongest thing I’ve got would definitely do the trick, but I’ll only give you enough for one week. You can’t use it any longer than that.”

“Thank you!” Twilight nearly jumped over the table and hugged him before reining herself in. “One week is all I need, and if I can sleep through Blue Blood’s attempts to ‘sire a heir’, I’ll personally promote you to royalty.”

“Heh, alright. Here’s your prescription.” He handed her a slip of paper.




	


It was getting late, but Blue Blood wanted to stop by the bar before heading home. Despite sharing a bed with Twilight, being legally married to her, and going out of his way to be understanding, Twilight still hadn’t let him mount her. It was his duty to get her pregnant and finalize the marriage, so she could give birth to the next alicorn.

Yet his first name wasn’t the only thing that was blue, and hopefully he’d find a mare to empty some seed into here at the local bar. Once inside, Blue Blood saw the same lowly peasants as always. Unlike in Canterlot, there were no mare escorts for hire that could discretely attend to his needs.

Perhaps the opposite strategy would work best: find the loosest mare in the bar, one that would quickly and adequately service him. Glancing around revealed that him and Twilight knew most of these mares, and the last thing he wanted was gossip getting around.

In the corner was a DJ he hadn’t seen before. He searched his memories for a moment, finally recalling their name was Vinyl something. 

Blue Blood trotted up to the white unicorn. “Lovely blue hair, wanna bang?”

Vinyl looked up, her eyes glossy, and she nodded.

Great, she’s high. Well, I don’t need her to be sober for what I have planned, Blue Blood thought. “Come on, lovely. Why don’t we get some fresh air.”

“Sure. . . Octy. . . mmmhmm,” Vinyl moaned.

Okay, incredibly high. Only in Ponyville, he mused. Blue Blood helped her to her hooves, noticing a sheen of moisture over her skin. She didn’t look sick, but he decided that a drugged mare was his best bet. After all, she couldn’t rat him out to Twilight if she didn’t even remember having sex, could she?

Blue Blood walked across the street, helping Vinyl support her weight, and entered the nearby hotel. Vinyl was able to get onto her own hooves, following the stallion like a lost puppy.

“Excuse me,” Blue said. “I’d like a room.”

“Single or double bed.” The stallion turned around, spotting the two ponies. “Single it is. Room 402”

He smiled, taking the key and sliding thirty extra bits over to him. “Excellent. Neither of us were ever here.”

The pony behind the counter took the bits and nodded, returning his attention to the book he had been reading.

Vinyl could barely focus on the stallion in front of her. Her body felt like rubber, her mind was drowning in a haze of confused thoughts, and something seemed to be wearing her like a puppet. She felt hungry too, very hungry. Part of her was scared if she didn’t eat soon, she’s melt into a puddle of goo.

Blue Blood opened the door to the hotel room. The floors were made of hardwood, and the walls had been painted a warm brown. There was one window, a large bed, a few chairs, and a television. He walked past the tiny tile bathroom and flipped the lights on. “This’ll do.”

Once Vinyl had walked in, he closed and locked the door behind them. Blue Blood turned around and saw Vinyl leaning against the bed.

“Well, at least she’s not too high to realize why I brought her here.”

He walked over and examined her flank. It seemed to shift slightly, so he ran a hoof over it. Vinyl definitely had put on a bit of fat on her flanks. He slapped it, watching the ripple spread outwards. Blue Blood had always been a fan of ponies with large asses.

Her tail flicked out of the way, revealing her marehood winking. It was dripping an unnatural amount of fluid, making him wonder what kind of drug cocktail she’d taken to be that horny.

“Well, you’re ready and I don’t have much time, so let’s get started.” Blue Blood climbed onto her back, letting his dick finish extending from the sheath. He pressed forward, piercing deeply into Vinyl’s backside.

It made a wet slurping sound as he slid inside. For a moment, it felt like Vinyl was melting beneath him, then Blue Blood’s skin began to tingle and burn. He started to thrust a little quicker, eager to get this over with. He could literally feel his balls in pain, desperate to empty themselves.

Blue Blood felt himself stop moving, suddenly glued to Vinyl’s backside. “What the hell?” He pushed against her back to pull out, but his hooves sunk straight through her shoulders and into the bed. Before he knew what had happened, he had trapped his forelegs inside of her.

Vinyl felt the pony tugging at her, and a carnivorous desire flowing through her. The other entity controlling her was very, very pleased with Vinyl. As her form lost coherence and turned into a large blob, Vinyl was rewarded with an orgasm and a rush of endorphins. She had pleased the host whom had worn her old form like a cheap costume.

Blue Blood felt the blob creeping along his skin, rolling up his neck and towards his mouth. He fired up his horn to tear the blob off, but couldn’t get a grip on it. “Hel—mmph!”

His first, and last, shout for help was muffled as the ooze poured inside of him. The burning was intensifying across his body, however he was completely coated in the ooze. Blue Blood slipped onto the floor, paralyzed and melting inside of the blob.




	


Twilight was glad Blue Blood was out late again. He was probably balls-deep in another mare, but that suited Twilight just fine. She had enough stress to deal with: Ruling in Celestia’s stead, protecting Ponyville, siring an heir, signing all bills into laws, and constantly explaining to nobles why this or that doesn’t suit their exact needs.

She set down the bottle of pills on her nightstand. It listed a few precautions on the side of the bottle.




Pony tranquilizers:
DO NOT use with alcohol
DO NOT operate heavy machinery
DO NOT cast magic
Medicine lasts 12 hours.

Side effects:
Dry mouth, nausea, indigestion, vivid dreams, pagophagia, and drowsiness

Less common side-effects include:
hematochezia, severe hemorrhage, hallucinations, coma, death. In the event of any of these symptoms, contact a doctor immediately.

Dosage:
Foals: Do not use, see a doctor.
Adults: One capsule before bed, not to exceed one dose in twenty-four hours.




Twilight knew Spike was out visiting Rarity. He insisted on standing guard of her house lately, and Twilight hadn’t been able to talk him out of his ‘dragon code’ yet. Still, Twilight really wanted a good night’s sleep, and took two capsules.

She floated both pills into her mouth, washing them down with water from the night stand. It would ensure she’d sleep like a log, alicorn or not. Twilight climbed on top of the bed, stretching out on top of the blanket.

Her stomach was tingly and sleep was finally washing over her. This is the rest she deserved and needed. With luck, she’d feel better in the morning.

Twilight heard the door to the library creek open, wondering briefly if Spike was returning home early. Her own bedroom door was closed, and Twilight was sure she’d be fast asleep by the time Blue Blood stumbled into bed.

Downstairs, a large green anaconda slithered into the library. It flicked its tongue again, following a scent it had picked up earlier. There was definitely a tasty pony somewhere nearby. It hadn’t expected to have to travel so far from the Everfree to find a meal. 

The snake wasn’t about to give up, as it needed a large meal so it could hibernate. Animals had been going wild lately, and he intended to slither into a nice burrow and digest a pony for the next few months.

He followed the scent up a set of stairs, continuing to taste the air until he found the right door. It was unlocked, and opened slowly as he pushed against it. The snake slithered into the room, spotting his prey on the bed.

Twilight was snoring loudly as the double-dose had knocked her out. In her dream, she was reading a thrilling romance novel in front of the fireplace. She laid on a furry rug and basked in the warm glow around her.

The snake slid onto the end of the bed, finding her sprawled unconscious. Her wings were rigid, and her legs scattered in various directions. She muttered softly in her sleep, and both her eyes darted around rapidly. 

His tongue flicked against her hoof, and he smelt lavender in her hair. Once he coiled his entire length onto the bed, he nudged her side and slid under her belly. Then, he began coiling around her.

Twilight rolled over in her dream, wrapping herself up in the fuzzy rug. She feels so much warmer and safer, now that the tight blanket is hugging her. Twilight begins to read the book again, about a pony who escaped a life of stress and worry to find true happiness.

The emerald scales of the anaconda flickered in the moonlight as it squeezed its prey tightly. It was puzzled for a moment, as most prey struggled by this point. The snake squeezed her hind legs together and experimentally bit at one of them to make sure the prey wasn’t dead.

Twilight saw the fire in the fireplace double in size, making her heat up. Oddly, her groin was heating up a little quicker than the rest of her. Twilight’s hind leg got snagged on something in the rug, pinching it. She kicked at the rug for a moment, pulling it more tightly around her.

When her hoof bopped the snake in the nose, it realized she was still alive. For some reason his prey wasn’t putting up a fight, so instead of wasting time and energy crushing her bones to a fine pulp, he began to swallow her hooves.

The warm rug began to twist around Twilight’s hind legs. She continued reading her book, turning the pages with magic. One of her forelegs had gotten trapped inside the warm carpet. As her legs were sealed up, she began to sweat. Twilight wiggled a little as her legs grew damp, realizing she was maybe just a little too warm.

There was a loud pop as the snake’s jaw dislocated. His smooth scales crawled along Twilight’s skin as he uncoiled, and swallowed more of her legs and tail. His meal wiggled slightly, pleasing him greatly. Such a succulent meal, and he had all the time he wanted to enjoy it.

Twilight continued to feel the comfortable second skin around her warm up and massage her sore muscles. She could get used to this; it was just like when she first moved to Ponyville. Twilight could lay in front of a warm fire, reading an excellent book, without a care in the world.

The snake reached Twilight’s marehood and flicked his tongue against it. Her scent was overwhelming, as fluid steadily leaked out of her folds. The snake found the scent intoxicating, and couldn’t help but wiggle his tongue around the fold, and inhale more of the aroma.

The book was just getting to the best part. The valiant knight had rescued the princess, and graced her with the first kiss. Twilight found her hoof ever so gently playing with herself, and moaned in pleasure. She loved reading romance novels for just this reason, and began to wiggle around and enjoy her mental image of the two ponies making out.

When she began shifting again, the snake tightened a coil around her chest on reflex. He felt the base of her wing pop, and Twilight started to struggle more. Every instinct told him that if the prey moves, you grasp tighter, so he did.

Twilight gulped for air. The rug in front of the fireplace had gotten too tight. She tried to crawl out of it, but couldn’t. Her romance novel was out of reach, and she couldn’t find out what had happened to the princess.

Her wing hurt, slowly pulling her out of her sleep. Everything was blurry, and she looked around her room. Twilight’s movement was incredibly sluggish, and she saw a massive green blur wrapped all around her.

She surmised this was another dream, and her mind was confused trying to sort it out. Her hind legs were slippery and smothered with warmth as her body heated up the snake’s mouth. Pressure against her marehood made her moan in pleasure.

Twilight imagined she was in bed with a unicorn knight, who was using his magic to pleasure her with a dozen slippery tongues. She continued moaning as all her cares melted away. With her knight here to rescue her, she’d never have to see Blue Blood again, or worry about finding Celestia. He would love her, care for her, and never let her go.

The snake continued to be puzzled by his prey’s behavior. It was no longer trying to free the wing he had dislocated. Instead, the prey almost seemed to be wiggling itself further down his throat. Whatever was going on, the snake decided he didn’t care. His meal was being pulled into his throat a little quicker than most large meals were, and wasn’t putting up any serious effort to escape. He would be back in his cave in the Everfree well before sunrise at this rate.

Twilight felt her stallion, wrapping his hooves tightly around her chest. She was having trouble breathing, but her sweaty knight distracted her by rubbing his muscles all over her body.

She looked down to kiss her knight, seeing the green blur covering her again. Perhaps her knight had cast a spell on her, or perhaps it was yet another dream. Twilight felt her stomach slip inside the snake. She began to wonder if her knight in shining armor was swallowing her whole.

Something akin to panic went off in her head, yet it too was slowed down by the drugs. Twilight was too sleepy to even consider this was more than a dream, and began to mumble. “Swallow me up, my knight. Save me from Blue Blood.”

The snake gulped her down, clamping down on her ribs. His meal had begun to talk to him, encouraging him to eat her. He rubbed his muscular underside across her shoulders and neck, freeing up her wings and forelegs.

Twilight felt her marehood ache, as her knight tried to line his muscular shaft up. She decided to help him, reaching down to guide him into her marehood with her forelegs.

With a surprising amount of force, the predator felt his prey slide her hooves down into his mouth. They wiggled around in his throat as he swallowed her wings.

She couldn’t quite reach her glistening marehood, and was really starting to sweat now. Her entire body was drenched in fluid, and her drug-addled mind couldn’t decide if she was being swallowed or fucked by her knight.

There was a wet ‘shlick’ noise as the snake’s jaws closed over Twilight’s shoulders. He started to wiggle his jaw as her head began to descend down his gullet. His mouth popped back into the socket and he bit down on her mane, nicking her horn.

Twilight finally reached a hoof down to her marehood, stroking it tenderly. She was so aroused she could blow at any moment. Then, something scraped along her horn, sending lightning bolts racing down her spine to her marehood.

She screamed in orgasm, wiggling around in the snake’s throat, as sparks shot out of her horn and the air got stuffy. Twilight recalled there was a blanket, or a knight, or a book smothering her. She couldn’t rightly recall which is was as she blacked out.

The horn of the unconscious alicorn began to glow softly, encasing her in a faint aura. Her subconscious did what little it could to shield her from harm, yet there was no way for her feeble sleeping mind to wake itself up to affect a true escape.

The snake felt a tingling bulge travel down his long throat, squeezing past his lungs, and bumping against ribs. Finally, he felt it bump up against the sphincter above his stomach. The meal slowly was squeezed through the strong muscle, inch by inch.

At last, the prey was entirely sealed inside his stomach, escape now impossible. He glanced back at it to determine how much mobility he would have. There was a large bulge, nearly twice the width of his body at that point. He could see the head, shoulders, hips, and legs of the pony inside him.

The snake admired how good a warm meal looked in his belly, knowing he’d be fed for months and could take a much-deserved vacation. He slithered off the bed, towards the door.

Twilight moaned contentedly as she slept. She was wrapped up tightly by her lover, the gallant knight. She felt him carry her off the bed, whisking her off to his castle.















> 4. Spiderloo, Spiderloo, Does Everything a Spider Can
> --------------------------------------------------------------------------


“You weren’t supposed to eat him, Pinkie!”

“Hey, Derpy, you asked me to go on a date with him. How’d I know he’d taste so good when I was giving him head?”

Pinkie trotted down a side street in Ponyville towards the dentist’s office. She had decided to get a checkup given her recent dietary changes, though the fact that ponies contained 90% less sugar than a cupcake was probably a good change.

“Yeah, that wasn’t very nice of you,” a male voice told Pinkie.

“Hey, at least I let you finish before I ate you, and you were so tasty it was hard to resist!”

“I can’t believe I’m having this conversation right now.”

“Oh, hush. I’ve got a party to plan!” She bounced along the road drawing many curious glances as she talked to herself. “I’m going to call it the super-duper Pinkie Pie all-you-can-eat buffet!”

Pinkie slowed down and trotted up to the door of the dentist. She greeted the receptionist and headed back to Colgate’s office. After knocking on the door a few times, the unicorn opened it up.

“Hi, Pinkie, what brings you by?” Colgate asked.

“Oh, you know, just a quick checkup for cavities.”

“Weren’t you here just last week for the same thing?”

She looked at the ground, recalling how she had been lectured for over an hour on proper flossing. “Yeah. . . it’s just that I had some dietary changes—”

“Pinkie! What did I tell you about Red Stallion™ energy drinks!? There is way too much sugar in those!”

“Oh that’s not what I did.”

“You know what? Nevermind, just come in and have a seat, honey.” Colgate invited her into the office and waited for her to get on the chair. She couldn’t stay mad at Pinkie, partially due to the fact that the party pony was almost single-hoofedly funding the dentistry with her weekly trips in for teeth cleaning.

“Okie dokie lokie!” 

Pinkie hoped in the chair and laid back down, staring up at the pictures of clouds painted on the ceiling. She always loved visiting the dentist, because she got a toothbrush for being a good pony every single time.

Colgate spun her chair around and slid over to Pinkie, grabbing her dental explorer and mirror. “Alright, Pinkie, open up wide and say ah.”

“AAAAAAAAAAHHHHHHH” Pinkie coughed, her mouth having stretched over a foot wide, before she realized what had happened. “Hehe, oopsie.” She made her mouth a more normal size.

The dentist had seen stranger things, like Pinkie eating an entire cake in a single bite, and thought nothing of her ability to literally dislocate her jaw to fit large objects in her mouth. After all, it was dragons and spiders that had been eating everypony, not other ponies.

She began poking at the gumline with her explorer, immediately surprised at what she found. “Pinkie your periodontitis is improving, the pockets are half as deep now!”

“Whazz zat mean?” she said, her mouth full of metal tools.

“Oh, your gums have stopped receding and grown back. . . but that’s not possible. Gums don’t regrow like that. . .”

Pinkie shrugged, swallowing the spit in her mouth. As she did, her tongue licked Colgate’s hoof. She was surprised to find it tasted like name brand toothpaste. It was actually quite delicious.

“Hmm, let me look at your wisdom teeth.” Colgate stretched her mouth open further and looked back at where the teeth in question had been erupting. The dentist was going to have to surgically remove Pinkie’s wisdom teeth in a month or two tops. However, she found they too had healed and were no longer threatening to erupt and cause Pinkie pain and discomfort.

Somehow, Pinkie’s dental problems were healing themselves and Colgate had never seen anything like it. She pushed her hooves into Pinkie’s mouth to get a closer look.

The taste of minty fresh toothpaste filled her mouth as Colgate leaned over her for a closer look. Her hooves tasted wonderful, almost like candy, and her breath even smelled of peppermint. Pinkie found herself licking Colgate’s hoof, and her tummy began to grumble.

“Oh no, don’t do it, Pinkie!” Derpy cried out. The little grey balloon on her flank itched furiously, trying to stop Pinkie, but it was no use.

As Colgate adjusted the glow of her horn that was illuminating Pinkie’s mouth, the party pony leaned forward. With a loud pop, her jaw dislocated and she closed her mouth around Colgate’s head.

The dentist screamed, dropping her tools and struggling to pull back. Because she had been examining her mouth, both her forelegs were now pinned alongside her head in Pinkie’s mouth.

Her first instinct was to kick out at Pinkie, but this just sent her chair rolling across the room. Colgate landed on Pinkie’s chest, and resorted to using her magic. She tried to levitate the nearby bedstand into Pinkie to knock herself loose. Without her vision, she only succeeded in flinging instruments wildly around the room.

Colgate felt her claustrophobia kicking in. Surely Pinkie had made some mistake and accidentally started biting her, but she felt so trapped inside her mouth. She tried to rationalize it and calm down. Colgate told herself it was only her head, only a mistake, but she felt two hooves on her side pulling her forward.

Pinkie pushed the dentist into her mouth, moaning as she tasted the amazing flavor of her fur. It reminded her of a mint berry punch mouthwash she had tried once.

“Come on, not another one, Pinkie,” Derpy pleaded.

“It’s no use, she’s a monster!” the stallion replied.

“Calm down, Time Turner, she’s just confused! I’ve known Pinkie since we were fillies,” she added.

“Trust me, I know crazy, and I know monsters, and Pinkie’s both.”

Pinkie mumbled, her mouth full of dentist, as the two ponies she had digested earlier bickered back and forth.

Colgate felt a tight muscular passage clamp down around her head, pulling her in further. As she panicked, her magic ran wild, flinging items around the room with her levitation. She knew no real combat or defensive spells, and was powerless as she felt her flanks slide into Pinkie’s maw.

Her tongue slid along Colgate’s belly and teased her tits. Pinkie was quite curious if her milk tasted like toothpaste too.

Colgate screamed as Pinkie’s esophageal sphincter closed around her neck. The stomach acid was being rubbed all over her face and causing it to tingle. She kicked her hind legs, and thrashed violently, trying to fight her claustrophobia and stay sane. To prove her limbs were still there Colgate felt like she had to move something. The muscles around her limited all her movements, and she found herself aiding Pinkie as she wiggled down into her stomach.

Pinkie felt her meal curling up into a ball as her muscular stomach kneaded her into pony-jelly. “Wow, Colgate, you were super-duper tasty! I wonder if your receptionist tastes just as good.”

Colgate moaned, barely understanding Pinkie. She was scared witless, and for some reason she wasn’t dead yet. Little did she realize that it would take hours for her to pass out, and a few more for the digestion to finish. 

Pinkie curled up on the dentist chair for a little nap.




	


Blue Blood woke up, feeling incredibly hung over and nauseous. His mouth tasted like dirt and felt just as gritty. He tried to cough and swallow to moisturize it, but couldn’t. His eyes burnt from the harsh sunlight pouring into what he vaguely recalled was a motel room.

The door swung open and he heard a pony call out. “Housekeeping.” There was a clip clop across the floor as a maid went to work cleaning.

Hey, over here, wench! Somepony drugged me!

He stared at her, curious why she didn’t respond. Blue Blood shouted again, but got the same response.

Finally the maid looked over at him. “Gross! Ugh, I’m not paid enough for this. . .”

Why, I’ll see to it you’re fired!

The maid walked over with a mop and bucket. She wrung the water out of the mop and then slapped it down on the floor.

Blue Blood felt the mop hit him, and could taste the soapy water.

Are you fucking kidding? I’ll send you to a labor camp so far North of the Crystal Empire you’ll have to chip the ice out of the toilet to take a piss! Stop this at once!

His pleas continued to be ignored, and he slowly began to realize why. His headache faded slightly, and he realized he couldn’t feel his legs. He felt like his body had been tangled up in the mop, a large mass without bones.

The maid picked up the mop and squeezed all the goo out of the mop and into the bucket.

Blue Blood felt his consciousness divided in two, part still tasting the dirt floor and part tasting the soapy water. A moment later, the rest of him landed in the bucket, mixing in with the water. 

Terror filled his mind as he realized he was some sort of jello or blob, and the maid couldn’t understand him. He pleaded and screamed as she carried the bucket into the janitor’s closet, and poured him into the drain.

The taste of industrial cleaners filled Blue Blood’s mouth as he oozed down the drain. It was soon replaced by mildew as he flowed through rusty pipes. Finally, he splashed down into liquid excrement in the Ponyville sewer. The taste filled his mouth as he congealed and settled on the bottom.




	


Hunger was overwhelming Scootaloo as she stumbled into the apple orchard. Her children were growing and were also hungry. She was able to sense their hunger through her link to her brood. Instead of feeling like one hungry pony-spider hybrid, Scootaloo felt a thousand hungry stomachs rumbling at once.

She extended her four spider-like clawed legs and scurried up into an apple tree. Scootaloo bit into an apple, swallowing greedily to sate her hunger. It didn’t sit right in her stomach, and a few of her teeth seemed hollow. After a moment of confusion, she realized she could suck up the apple through her modified teeth. Scootaloo was even able to inject venom into an apple with her teeth, watching as the apple dripped out of the hole in the peel to the ground.

While she could eat food like a normal pony, her entire brood was still hungry and even a dozen apples only barely took the edge off her own hunger. She didn’t look forward to eating a pony, but couldn’t find so much as a rabbit to eat instead. 

Scootaloo groaned, the agony of her brood was maddening. She climbed down and went over to the Crusader’s tree house and went inside. She instructed her brood to web over the windows, and create small burrows for themselves to live in around and inside the treehouse.

She was trying to get some sleep while she thought of what to do. Scootaloo’s dreams seemed to be filled with the visions of the spiders and their hunt for food. A few stray insects were caught but not much else.

A floorboard creaked as weight was put on it. Scootaloo’s ear perked up. A pony was climbing up the ramp to the club house. Moments later, a confused Apple Bloom opened the door.

She had seen the webs, and was confused how her beloved tree house had gotten so dirty so quickly. Then she saw a filly huddled in the corner. “Scootaloo?” Apple Bloom took another step into the dark room. “Are you hurt?”

“Stay back!” Scootaloo could sense the many spiders in her brood, ranging in size from grapes to large apples, climbing around the room. From the outside, they began to web over the door to prevent escape.

“You’re hurt!” Apple Bloom saw one of the legs under her wings. It almost looked like a broken bone from where she stood. She rushed over to examine Scootaloo.

“No, get away!” Scootaloo stood up and lashed a leg out, knocking her back. “I’m too hungry, I can’t stop them all.”

“Stop who? What’s gotten into you?”

She heard her stomach rumble as she lifted herself up, extending her chitinous legs out from under her wings. Scootaloo had grown in size, nearly one and a half times bigger than Apple Bloom now.

“S-Scootaloo?” Apple Bloom stumbled backwards in fear, hitting a web that had been hastily spun in front of the door.

The will of the hungry brood overcame her; in a flash she pounced forward, burying her fangs into Apple Bloom’s neck. Scootaloo felt relief wash over her as she gave into the will of her young. Once she pulled her fangs out, she looked down at her friend. “I’m sorry, Apple Bloom, we’re so hungry.”

Her mouth flopped open wordlessly, the toxins working quickly to paralyze her body. The cocktail got to work dissolving her organs to liquid so they could all feed. Aphrodisiacs, pain killers, neurotoxins, and paralytics worked in unison to placate and digest the prey.

Apple Bloom went limp, unable to do more than twitch her legs involuntarily and move her eyes. She looked at Scootaloo, eyes wide in fear, as she squatted over as if about to use the restroom.

Instead, several thick strands of webbing shot out of Scootaloo’s backside. She began to spin Apple Bloom around, tightly wrapping her up in the cocoon. On some level, Scootaloo knew the paralyzation would wear off in under and hour, though the digestion could continue for the better part of a day.

By the time Scootaloo was done wrapping, only Apple Bloom’s face was left uncovered. “I’m sorry, I wish there was another way but my young are starving.”

“P-please, d-don’t kill m-me. . .” Apple Bloom struggled to stay lucid as she slowly regained motor control. The cocoon was wrapped so tight and her marehood was flooding her with strange new sensations.

“I don’t have a choice. Goodbye, Apple Bloom.” Scootaloo bit her neck again, holding her still as she injected a larger dose of the toxins into her.

Apple Bloom spasmed as the overload of toxins, endorphins, and aphrodisiacs caused her to black out; she started squirming in ecstasy, unable to feel her organs dissolve.




	


Soarin, Rarity, Fluttershy, Dash, and Applejack met inside of Twilight’s library. A distraught Spike was also there, going about his chores and denying the fact that Twilight had been missing for nearly twenty-four hours.

“Ah know nopony wants to admit it, but nopony that’s vanished yet has come back. Ah think Twilight. . . is gone,” Applejack said.

“No!” Dash slammed a hoof on the table, knocking over a cup of tea. “I’m not gonna give up on her. I’ll find whatever ate her and cut it wide open!”

Fluttershy gulped. “But, um. . . well, the animals are only doing what comes naturally to them.” Her voice had faded to little more than a whisper by the end of a sentence.

“What comes naturally? They’re eating ponies!”

“Well, yes,” she conceded. “But they’re predato—”

“They’re eating ponies!” Dash shouted, slamming her hoof again. “I don’t care if it’s the natural order, nopony eats my friends!”

“But maybe if I talk to them. . .” Fluttershy trailed off, sighing and hiding behind her mane.

“Blue Blood is missing too, and while I personally don’t miss him,” Rarity explained, “it leaves us in an awkward situation. Who is in charge of Ponyville? Mayor Mare has asked the five of us and Pinkie to come up with a plan.”

“Where is Pinkie?” Dash said. “I swear if something ate her I’m gonna rip it’s head off!”

“Relax, Rainbow, ah checked on her. She’s not feelin’ well, says she’s swollen up like a balloon and sleepin’ at Sugarcube Corner,” Applejack explained.

Soarin stopped rubbing his temples and looked at the mares around him. As much as he hated to be thrust into this position of authority, he was second in command under Spitfire. The Wonderbolts had been recalled to active duty, too, making him the highest ranking military official in Ponyville.

“Look, mares, I don’t have a choice. With Twilight gone, I’m instituting martial law.”

“You can’t do that,” Rarity said. “Equestria is a diarchy—”

“Whose rulers are missing,” Soarin interrupted. “As are their heirs, half of parliament, and Celestia knows who else.”

“Finally! Someone taking charge!” Dash did a loop in the air and landed next to Soarin. “Sign me up, just tell me which dragon to punch in the nose first!”

“Ahem, well the Wonderbolts have taken heavy losses already. I’m going to take volunteer draftees, and if you’d like Dash, I’ll give you a commission and field promotion to Captain. You can be my second in command,” Soarin explained.

“Awesome!” Dash gave him a quick salute.

“No not awesome, ah’m in favor of us five and Pinkie votin’ on what to do,” Applejack argued.

“And while you argue, ponies will die,” Dash pointed out. “We need quick, decisive action, right, General Soarin?”

He chuckled. “I was going to go with Colonel, but I never could remember how to spell it, so I guess General Soarin will do. And Dash is right. It’s in the best interest of Ponyville. All stallions will be drafted, mares are free to volunteer, and from this moment onward curfew is six pm to six am. Nopony is to move around during those hours and the perimeter of town will be patrolled twenty-four/seven.”




	


The meeting wrapped up shortly afterwards. Rarity and Applejack were opposed to martial law. Dash and Soarin were all for it. 

They had turned to Fluttershy for a tie-breaking vote, and she had been too shy to back either of her friends. Both sides had merit, but for some reason all Fluttershy could think of was the animals.

She had been caring for them for ten years, and the predators had been content to eat smaller prey. Her rabbits were a popular target, but her pet bear had kept Angel and his family safe.

Fluttershy was torn between the animal’s needs and her own. They must have run out of prey to eat, and were eating ponies. It was the natural order. At the same time, these ponies were intelligent living creatures, with lives and families.

How was she to weigh the natural order of nature versus that of ponykind? Should they just kill all the predators, until they were safe? If they did that, populations of rabbits, deer, and other herbivores would explode. They would eat every blade of grass across Equestria, until it was a barren wasteland.

She had no clear answers as she crossed the river and approached her cottage. That was when she caught something out of the corner of her eye.

Out back by her shed was a patch of concrete where she would occasionally store firewood. The sun was about to set, and on the warm patch of concrete there was a large snake with a gash in its side.

Fluttershy flew over, landing a dozen feet away when the snake noticed her and hissed. She saw some claw marks the same size as the claws of a Timberwolf.

“Oh dear,” she said. “Mr. Snake, did you get attacked by a Timberwolf?”

The snake nodded his head, saying something in his language that only Fluttershy could understand. She went inside her shed and came back out with some antibiotic ointment.

“This may sting a little, but I’m not going to hurt you.” Fluttershy landed next to him. He was curled up and it was hard to gauge his length or size. She began to rub the ointment onto the gashes, and pulled some of the broken scales to properly clean it.

He hissed his thanks to her, then ducked his head as a pegasus flew by overhead. It hadn’t spotted them, but Fluttershy recognized the Equestrian Royal Air Force uniform on him. It must be part of the town guard, and curfew was only minutes away.

“Oh dear, if they find you out here they may kill you.” Fluttershy pet his side lovingly. “You can sleep in my house tonight, Mr. Snake, if you promise not to eat any of my animals. I have so few left as it is.”

The snake looked around, as if gauging how exposed he was, before nodding.

Fluttershy led him over to her cottage, opening the door and allowing him inside. Her pets hid for the most part as a large snake slithered in. She started a fire in the fireplace to keep the snake warm, and went to get some blankets. Fluttershy wanted to sleep on her couch in case the snake needed anything.

She ran into Angel near her closet. He stomped his hoof impatiently, pantomiming.

A giant snake? That’s really stupid, even for you! Angel gestured.

“Angel! Watch your tone, young man. I’m here to help all animals.”

And who is gonna help them when he swallows you?

“Mr. Snake promised to behave. Besides, he is hurt, and I can’t turn him away. They’ll kill him.”

Fine. I’ll be out in the burrows making sure all the critters are safe. The Owls have agreed to keep guard tonight.

“Thanks, Angel Bunny. Just make sure they don’t spook the mice again.”

Fluttershy pet him on the head before he hopped off. She took her blankets downstairs and went to check on the snake.

He was laying in front of the fireplace, and she ran a hoof along his side. He was probably twenty feet long, and nearly as cold as ice. He needed to warm up to help him heal.

That was when she saw the bulge in his stomach. It was large enough to be a deer, or even a cow or pony. Fluttershy gulped as she saw it, fighting back her thoughts about whether or not the snake’s meal enjoyed being eaten. She often had strange desires about predator and prey, and tried to shake them from her head.

“You ate a meal, Mr. Snake?”

He nodded his head.

“Don’t worry, I’ll keep you safe while you digest it and get better.” Fluttershy covered up his back half with a blanket. I just hope it was nopony I know. It’s the natural order, however, and his meal is his meal. There’d be no saving them now.

Fluttershy’s hoof trembled as she stroked the bulge in his stomach. Any doubts she had as to the contents of his stomach were dispelled as she heard a familiar voice moaning.

“Hello?” Fluttershy asked. She rubbed the belly again.

“F-Fluttershy? Please h-help me,” Twilight said. “I’ve been stuck. . . I c-can’t feel my legs, and I d-don’t know how much longer my m-magic will k-keep my soul intact. . .”

She froze for a moment, looking at the bulge that was once her best friend. Part of her, for one horrifying moment, wanted to slice the snake open to rescue her friend. However, the animal lover inside her quickly won out. Twilight was a grown alicorn, capable of defending herself. The snake had fought for his meal and eaten it. Fluttershy wouldn’t disrupt the natural order, not when her friend was already past saving.

“Shhh, it’s okay.” Fluttershy massaged the bulge in the snake’s belly, laying down on it with a blanket.

“Can’t move. . . I can feel his muscles, like part of me is in them. . .”

“It’ll be over soon, just a few days,” Fluttershy cooed. She continued to rub the bulge in the snake’s stomach as she laid on it. She closed her eyes and imagined how warm and cozy Twilight must be. “You’ll keep Mr. Snake fed for weeks.”









	
	



> 5. It's Been a Hard Day's Night
> --------------------------------------------------------------------------

	“Apple Bloom!” The voice echoed through the orchard and once again, there was no reply. 

Applejack had been out looking for her for a couple of hours now. Her first stop had been the clubhouse. It was covered in cobwebs, but the inside was empty. There were so many spiders that she didn’t linger long, most of them were larger than an apple but still smaller than a watermelon. If Apple Bloom had stumbled into the webs, she didn’t see how such small spiders could have gotten rid of a body.

She tried not to think about it, however, as she continued her search. This was her second pass of the farm and all the acres owned by the family. The only place left was the small creek between the southern field and the Everfree. It was the boundary line between the farm and the wild.

“Apple Bloom?” Applejack hesitated for a moment. So many ponies had vanished, and to the best of her knowledge the ones not snatched during the dragon migration had vanished in the Everfree. If her sister had gone in there, for any reason, she was likely already dead.

“Well, no choice but to try. I just hope Big Mac doesn’t wind up out here looking for me.” She looked at one of the nearby trees and went to stand in front of it. “Better just test out the guns.” Applejack spun around and bucked the tree with all her might, easily causing a crack in the trunk that ran three feet up the middle.

“Yep, ah’d like to see somepony try and eat me!”

Applejack walked into the forest, on guard and looking in every direction for some clue where her sister had gone. She spent another hour this way before turning to head back to the farm. The exit to the forest shouldn’t be that far away.

As she stepped over a branch her hoof slipped on a rock, and she twisted her ankle. “Gah! Dang-nammit!” Applejack sat on her rump and examined her foreleg. It was hurting pretty bad, and she couldn’t put weight on it. “At least ah’m nearly out of the forest, it was just a little further in…” She looked around, realizing she had lost her bearings. 

The edge of the forest should only be a hundred yards away, but she couldn’t recall in which direction. She uttered a few more profanities and stood up.

“Well, guess ah can look for a mossy tree or a river.”

She began to limp down one of the several poorly-defined paths in the forest. The bushes were so thick it was hard to tell if she was even staying on the same path.

A twig snapped, and in her paranoia Applejack froze completely. A minute passed, then two, and there were no further sounds. As soon as she stepped forward again, she heard bushes rustling.

The forest was getting so dark as the sun set that she could barely see a hoof’s-length in front of her. The black bark and thick canopy did her no favors, and her heart began to race as she realized there were no crickets or birds chirping.

A deathly silence had fallen over her, as if all the animals knew something she didn’t. “Apple Bloom?” she said softly.

Another bush rustled behind her, and she spun around, wincing as she put weight on her sore leg. “Ah’m not afraid of you! Best scurry back where ya came from.”

This time the noise came from behind her. She screamed as she put weight on her front legs and bucked backwards without bothering to look. There was a loud crunching sound as she connected with her attacker, and a loud, painful yelp.

Applejack fell to the ground, having put too much weight on her injured leg. She stood back up to face the wolf that had attacked her. Unlike a timber wolf, this one was flesh and blood. They were common much further north, and she’d never seen one in real life before. 

Her sore leg throbbed, each use of it making it weaker and weaker. As she limped to make sure her attacker would stay down, she recalled another bit of trivia.

Wolves hunt in packs.

Before her brain could fully register her current danger, a heavy weight slammed into her side. Applejack tumbled along the ground, a wolf’s legs clawing at her while its teeth violently nipped at her. She managed to keep it from latching on, and kicked it off, when a third wolf landed on her.

This time she had too many things going on at once. While she worried about the wolf that tackled her, this new wolf bit into her injured leg and shook it furiously. His teeth dug into the bone and she felt white hot searing pain through the entire limb. Blood splattered across her as she felt the joint pop, and Applejack screamed loud enough to cause birds in the distance to flee their nests.

Applejack kicked this wolf hard in the side, causing it to release its grip on her mangled leg. This actually caused it to hurt more, as the cold air and dirt began to get into the shredded flesh.

The rest of the pack had closed in on her as she slid backwards, leaving a trail of blood in the dirt. They were a bit wary, having seen her kill a wolf in one kick, and toss off another two. Applejack knew that fear was the only thing keeping her alive, so she ignored the searing pains in her leg to hobble onto all three good legs.

The wolves had circled her, and she knew the moment one of them got the nerve to pounce her, it’d be over. She’d get one shot if she was lucky to buck the wolf, and if that failed, she was dead.

“You want this? Well come an get it, you no-good mutts!” Applejack blinked the sweat out of her eyes, counting out five wolves and one dead wolf.

She heard a branch snap and threw all her weight onto her one good foreleg, bucking behind her. A hoof grazed a wolf, but unfortunately it hadn’t pounced at her. The wolf had just stepped on a twig, and Applejack without anything to arrest her momentum, collapsed to the floor on her belly.

The wolves wasted no time. In a flash, she felt at least three sets of teeth bury themselves into her side and back leg. Applejack flailed her mangled leg in a desperate attempt to get them off, and a wolf bit her throat.

AJ gasped for air as the wolf tightened his jaw around her throat. She could barely get any air past him, and her head was spinning from the reduced blood flow. “G-gah, h-help!” she whimpered. There wasn’t enough air left to even call out for aid.

Even with three wolves pinning her, she wasn’t done fighting. She began to struggle with every ounce of strength she had, despite nearly blacking out from the exertion. One of the wolves walked up to her muzzle, biting down over her nose. Applejack mumbled into his mouth. Now she could barely get air into her nose, smelled nothing but blood, and had a wolf firmly clamping down on her neck.

Applejack finally went limp from the lack of air, and the wolf on her neck adjusted his bite sending a fresh stabbing pain through her neck.

The wolf at her muzzle let go, walking around to her side. This one seemed larger than the others, likely the alpha. With the pony disabled, it raked a claw through her stomach, pinning her to the ground as she bled out into the soil. If she had been able to see, she’d have seen her intestines begin to spill out of the gash.

The alpha bit into her flank, his teeth sinking deep with a searing pain. Then he tore back, ripping her cutie mark and a mouthful of muscle off in one motion. The pain caused her to scream and flinch, her barely audible cries for help reaching nopony.

This time the alpha’s teeth scraped against the bone of her hip. The wolves that had been pinning her down began to gnaw on her legs, raking their teeth against the bone to rend bits of flesh off to eat. 

Applejack felt each and every tooth dig through her flesh. She wanted to struggle, or scream, or just die already. Unfortunately, she couldn’t do any of those things. The wolf on her throat had robbed her of so much oxygen she could barely whimper, and with his teeth clamped down around vital arteries, any struggle would just kill her faster.

She began to cry, knowing this had likely been Apple Bloom’s fate. Applejack’s vision darkened as she felt something tearing at her stomach, vital organs being torn away so the wolves could get to the valuable fat and muscle inside her abdomen. At some point near the end, she had felt her femur crack as a wolf gnawed it to bits.

With her last bits of consciousness she felt the wolf on her neck let go, knowing the prey stood no hope of escape now. Her legs had been flayed, leaving little but bone and hooves on them. She had so little blood left that her body had gone into shock, diverting it all to her heart, lung, and brains. Now that all five of them were gnawing on her back, flanks, and shoulders, this vital blood in the core of her body began to spill out.

Applejack felt each beat of her heart as the life drained from her. A single beat, the feel of a wolf tearing away her mane and scalp. A few seconds pass. Another claw tearing at her side. Another heartbeat. A wolf tearing her tail to shreds to get the muscle on her ass. Her bladder emptying. Fifteen seconds.

A final beat.









Mrs. Cake was hidden in the closet of Sugarcube Corner. The dragons had come back, only two of them, but that was two dragons more than anypony could fight off. Perhaps if there was still an alicorn in town they’d stand a chance.

She heard a loud bang, and the entire house shook. The dragon knew she was in there, it could smell her. It had been poking its head in windows and trying to find the tasty morsel.

Mrs. Cake squeezed her babies tight against her bosom. Pound and Pumpkin cake were near her teats, though neither were interested in eating. Both were shivering and scared senseless. They just nuzzled up against their mother as she squeezed them tight enough she might accidently smother one.

Another loud bang shook the house. Mrs. Cake had counted to ten that time, the dragon was running out of windows to check. As long as he didn’t come in through the baby’s room and into the hall closet, they’d be fine.

She curled up further into the corner, squeezing her babies tighter against her. There was something oddly comforting about squeezing them tightly against her, and Mrs. Cake wasn’t sure what it was. Whatever it was, it made her feel warm and fuzzy, as cliche as it sounded, and also safe.

The dragon slammed against the house again, and she was grateful it was a smaller dragon or the house would likely be rubble by now. Mrs. Cake moaned loudly as she felt a tingling pressure in her groin, squeezing her hind legs together tightly. She heard Pound Cake crying in fear, but Pumpkin had fallen silent.

Mrs. Cake then realized there was something large moving its way up her marehood, sliding in the wrong direction into her womb. She looked down to see Pumpkin’s tail as a large bulge slid into her pussy and vanished.

She gasped in horror, only to moan a moment later as Pumpkin reached her uterus and began to wiggle around. Her baby felt so safe inside her, and her ass was still tingling in pleasure. Mrs. Cake looked at her other child, Pound, and smiled.

“You’ll be so much safer in mommy until this is over,” she said.

Mrs. Cake grabbed Pound and pushed him against her marehood. He wiggled his legs until one of them poked in between the loose folds of skin. Her muscle promptly sealed around it, sucking it inward.

Pound cried as his hips were enveloped, and Mrs. Cake lowered a hoof to massage her slick slit. This caused her to envelop Pound faster as she built towards a climax.

The large bump between her legs would hardly be recognized as a pony, save for a foreleg and some hair sticking out of Cake’s slit. Pound took one last breath of fresh air, as Mrs. Cake closed her legs tightly together. She buried her hoof into her clit and climaxed, writhing around as her other twin was deposited in her womb.







Pinkie Pie flew down towards the other dragon. Ever since she had swallowed Derpy, her wings had begun to form. They still felt a bit weak, but they got the job done. Once she had eaten Colgate, a horn had formed. Pinkie was now, for all intents and purposes, a highly dangerous untrained alicorn.

And the dragon had picked up on this fact after she had used her magic to summon an exploding cupcake, severing one of its wings.

The dragon shot fire up at Pinkie, who summoned a massive apple pie to block it with. She then fired a beam of uncontrolled magic at the dragon, searing his scales and burning the skin beneath.

Pinkie looked around and saw a large stone fountain, and with great effort, tore it out of the ground and flung it at the dragon, crushing him. “Woohoo! This is awesome!”

“Yeah, I’m kinda surprised you’re this profecient at it,” Derpy stated.

“You’re using more magic than I ever did,” Colgate observed. She was now a fresh blue balloon with a small white stripe on Pinkie’s flank. She sat between Derpy’s grey balloon and Time Turner’s brown balloon. Her only consolation in being fully absorbed into Pinkie was being the most colorful balloon on her right flank.

“Yeah! I can’t wait to eat some more ponies! I bet I’ll be powerful enough to save all of Equestria!” Pinkie cheered.

A few ponies on the ground saw her flying around and fighting the dragon, but thought nothing of it, because Pinkie Pie.

“Alright, one dragon left!”

Pinkie looked at Sugarcube Corner and saw a dragon clawing the side of the building apart. Using something she had once read in a book, she summoned two portal and a single cupcake made of depleted-uranium. While this cupcake was unfit for pony consumption, it made the perfect projectile.

She dropped the muffin into the magical portal, causing it to fall out the portal above it. The muffin quickly bounced between the two portals, reaching terminal velocity. Pinkie then used her magic to give it a slight nudge to somewhere just shy of the speed of light. Then, she aimed the portal at the dragon.

“Hey, Mr. Dragon! Nopony breaks a Pinkie’s home!”

The dragon turned to face Pinkie. It roared, it’s vibrant red scales glowing in the night. He inhaled, the flame inside him burning so brightly that the light shone through the cracks in his scaley skin.

Just as he began to exhale flame at Pinkie, there was a horrible crunching sound.

A limp corpse fell to the ground with no head attached. The dragon’s brains were scattered over a mile east of town, along with the nearly-light-speed cupcake that had so messily decapitated it.

“Best day ever!” Pinkie screamed.

She turned around and found Cloud Kicker hiding under a park bench. Cloud looked up. “T-thanks, Pinkie! I don’t know what I’d have done if you weren’t here, those dragons were definitely not Kicker-sexual!”

“Oh, but I am! Why don’t you come spend the night with me tonight and we’ll call it even?”

“Sure, but one question. How’d you become an alicorn?” Cloud asked.

Pinkie laughed loudly. “It must have been something I ate.”







Fluttershy came downstairs to sleep with her guest, Mr. Snake, and check on Twilight. From the moment she had discovered Twilight in the snake’s belly, it had been a few days already. Fluttershy knew at that point Twilight would have lost all her skin and most of her muscles and bones in her legs. It was a miracle Twilight was alive enough to call out for help.

Today, the snake’s stomach barely bulged out. Twilight had nearly been completely absorbed, except for her horn, hooves, and hair.

Fluttershy rubbed the bulge, managing to smooth it out until you couldn’t tell a pony had been in there. “It’s over now, Twilight. I wish I’d gotten to you sooner, but you’re actually quite lucky. Things have gotten bad, real bad. Mr. Snake here was a peaceful way to go, and he’s promised to keep me and the critters I have left safe.

Inside the snake, Twilight felt herself twitch as Fluttershy massaged her. Something was wrong though, her entire sense of self had changed. For days she was trapped inside the snake’s stomach, and for days she felt her body burn as she was being digested. But she doesn’t feel that pain anymore, in fact now she just feel strength. 

Fluttershy rubs Twilight’s tissue and talks to her, but Twlight can’t make out Fluttershy’s words. She can hear the vibrations of the noise just fine, but she just doesn’t seem to be able to understand the words anymore. Well, not like it matters, Twilight was incapable of replying to the pony outside. She couldn’t move on her own anymore, she felt healthy and strong, but could only move when the brain told her to move. But it was not her brain that told her when to move. It was the snake’s.

Twilight’s thoughts get scrambled as nerves fire on her, and she feels her tissue faithfully constrict to help the snake move. She found the entire experience rewarding, as it It felt good to have a purpose for the body and to be a useful bit of tissue. It also felt good to have blood flowing through her and bringing her nutrients so she could constrict herself whenever the snake told her too. It wasn’t all perfect for Twilight though, she was finding it harder and harder to stay mentally focused. She could feel her mental functions slowing down, as they were no longer needed in her new form. She didn’t have to think anymore, the snake was doing all the thinking for her. 

Her thoughts were disorganized, but she was still trying to make sense of herself. ‘I was in pain, but now I seem to be okay. What happened to me? Am I—” Twilight’s thoughts are cut off as she gets a signal from the brain and starts contracting. It was feeling more and more natural to act like that, to just constrict and relax and forget about everything else. As she reflected on that pleasure, the reality finally clicked in her foggy mind. “Oh Celestia... I’ve been absorbed into the snake! I’m becoming nothing b-but worthless tissue and snake muscle. This can’t be happening! I have to get out of here before it’s too late! Gah, but how!?” Twilight wanted to scream, she wanted to thrash out, she wanted to do something, anything! But she couldn’t do any of those things, she couldn’t even move. Well, unless of course, the brain told her to.

Constrict. Pause. Constrict. Pause. Constrict... Twilight’s mind wandered, she already forgot what she was thinking about not ten seconds ago. She hoped the snake was happy with her function, she was doing it the best she could. 

Fluttershy continued to massage the snake. “Oh, Twilight, its too bad you can’t talk to me anymore. I wish you could tell me what it was like, to get crushed by those strong muscles and held helpless. To feel that slick, tight throat grip you and pull you down to his waiting stomach.”

She climbed on top of the snake and started to rub herself against him. The snake watched curiously, tasting the scent of her arousal in the air. “Oh, and to be held so tight and warm, wiggling as you slowly dissolve… if I didn’t have so many little critters to care for I might join you. In fact, I’m surprised you didn’t fight one silly snake off. Maybe you enjoyed it too, and let the snake eat you?”

The snake seemed to nod to her, confirming her suspicion that Twilight didn’t put up much of a fight. “Oh, such a kinky little bookworm. You’re so lucky.” Fluttershy yawned and continued to rub the snakes belly as she fell asleep.

Twilight could feel the hoof tracing circle on her, and tightened herself up in response. At least she knew Fluttershy was okay, and that meant the rest of her friends must be doing well also.

She continued to constrict and relax at command, unable to really focus her thoughts on anything anymore. Eventually, she let out a small mental moan of pleasure as she felt the last bits of her old body become fully integrated into her new function, completing her transformation into her new self. She was completely and utterly integrated into the snake now, with every cell in her body converted into snake tissue. 

Her magic had become virtually non-existent, it’s was only powerful enough to preserve her mind and keep her sapient. She felt her entire body constrict rhythmically and her thoughts began to fizzle out. She would always be sentient, but without any nerve cells left it was impossible to think of anything. She was nothing more than a sentient muscle now, just normal tissue and blood, utterly indistinguishable from the rest of the snake’s body. And if she ever lost focus, she might forget she was ever a pony to begin with.
	

> 6. First of his Name, King of the Apples
> --------------------------------------------------------------------------

	Sweetie Belle was walking down the street cautiously. It was as safe as possible in town now, with a fence having been finished that circled the town. It was more symbolic than anything, as it was a mere six feet tall and wooden.

She was also aware that the town hall would sound the bell at the first sighting of a dragon. Therefore, she didn’t give much thought to a few thorny black vines on the side of the road. In her attempt to look down each alleyway between the buildings, in the hopes that she might find her long-lost friends Apple Bloom or Scootaloo, she scraped her leg on a vine.

Sweetie jumped back, letting out a yelp of pain. She looked down at her leg and saw a droplet of blood run down to her hoof. The cut was small, and covered with some filthy sap from the vine. Sweetie wiped the sap off and waited a minute for the bleeding to stop. Thinking nothing of it, she galloped over to the library and the safety of her sister.

When the door to the library opened and Sweetie slipped inside, Rarity spotted her immediately. “Sweetie! I told you to stay home.”

“I didn’t want to be all alone, it’s safer here with you guys!”

Rarity sighed. “While I can’t argue that, you still took a big risk coming here alone. Take a seat, darling.”

Sweetie sat down and looked around. At a small table Dash was having a heated debate with Pinkie. To her surprise, Pinkie had a horn and wings. “Wait! When did Pinkie become an alicorn?!”

“I had a super special diet. I called it my ‘in case of fire breathing pony eating dragon emergency contingency plan!” Pinkie said. She trotted over to the young filly. “Now I can defend all my friends.” She licked her lips, sniffing the scent of strawberry from Sweetie’s mane conditioner subconsciously. 

“And your cutie mark, it’s changed colors. They’re like, four balloons now too!”

Pinkie smiled, recalling the delicious tastes of Derpy, Time Turner, Colgate, and Carrot Top. The latter in particular had literally tasted like carrot cake, and Pinkie was already planning to see if apples tasted like apples, or orange family like oranges. “Heh, I guess it comes with becoming super-duper alicorn ninja warrior!”

“Cut the nonsense!” Dash barked. “I don’t care how you did it, but we’re losing ponies left and right and you’re the only ace we have up our sleeves. Now, why don’t we get back to this meeting?” She gestured to her side, where Spike and Soarin were sitting.

“Keep quiet, darling, while the grown-ups talk.”

Sweetie pouted, crossing her forelegs. She thought it was odd that Pinkie was suddenly an alicorn, or that Spike seemed to have grown almost twice as tall. Sweetie wanted to argue that something was wrong, but knew from experience that Rarity would just yell at her and send her to her room.

“Twilight hasn’t been heard from or spotted, at this point we need to assume the worst. As for Applejack, you saw her at the farm Dash?” Soarin asked.

“Yeah, she left like an hour ago to look for Apple Bloom. She should be here for the meeting any second.” Dash looked to the door, a frown crossing her features as she worried for her friend.

“With the fence built we haven’t seen any timberwolves, alligators, or other minor pests in town. We’ll just continue our aerial patrols and hopefully Fleetfoot will return soon with news from Canterlot. If not, he’ll be the third pegasus that’s been lost in an attempt to contact the throne.”

“He’s fast, I think he’ll do all right,” Dash said.

Sweetie scratched at her scratched foreleg as they talked. It was itching badly, and a thick scab had formed over it. The brown patch of fur was stuck, and resisting Sweetie’s attempts to pick at it. To make matters worse, her leg was getting stiff and sore.

The door to the library opened, and Fleetfoot stumbled in. He had cuts and scrapes across both sides of his body and was missing so many feathers it was a miracle he could have flown back at all.

“Fleetfoot! What happened?” Soarin asked.

He walked forward until he could slump in a chair. Even then, it took him a few minutes to gather his thoughts. “Canterlot is gone.”

“What?” Rarity asked. “Surely somepony was still there.”

“No, it’s a ghost town. I couldn’t even find bodies. Just burned buildings, plants, and worse…”

Dash slammed her hoof on the table. “Worse?! What could be worse than the entire capitol going missing?!”

Fleetfoot looked down at the floor, his wings twitching. “The castle… was occupied by the griffons. They were… were…”

“Spit it out, Fleetfoot,” Soarin said.

“The griffons were roasting live ponies on spits over their campfires for supper. An entire army, living in the castle ruins. There’s no way Celestia and Luna are coming to save us…”

The room fell silent for minutes as everypony pondered the implications. It was known that griffons ate meat, but not for tens of thousands of years had pony been on the menu. It would appear they had taken advantage of Equestria’s weakness to finally conquer it, once and for all.

“But the sun and moon are still setting,” Pinkie observed. “That means Celestia and Luna must be alive! We can’t just give up on them!”

“Pinkie, even if they’re alive we have no idea where they are,” Rarity said.

“Fleetfoot, how’d you make it back?” Soarin asked. “Those wounds look pretty bad.”

“One of the griffon patrols spotted me, and I barely made it back alive. I flew Southeast towards Appaloosa, then cut west and lost them in the Everfree. With any luck, they won’t alert the army that we’re hunkered down here in Ponyville, but for all we know the army could be heading here next anyway…”

Sweetie snapped out of her daze and looked down at her leg. The scab now covered over half of her leg, and had the texture of tree bark. She tried to peel it off, and let out a yelp of pain.

When Rarity looked over, she saw her sister’s white fur had taken a green, sickly tint to it. “Sweetie! You’re sick!”

“Yeah, I don’t feel so good. I hurt my leg earlier,” she replied.

“That looks like an infection, I’m getting you home at once then I’m finding Nurse Redheart.” Rarity turned to Dash and the others. “I must get her home and make sure she gets better. Do be a dear, and check on Fluttershy for me. She still refuses to leave her cottage.”

Dash nodded, and turned back to chat with Soarin.

Rarity tried to pick up Sweetie, who immediately pushed her back. “I can walk!”

“Ugh, I’m just trying to help. Go ahead then, let’s get home.”

Sweetie trot out the door, followed closely by Rarity. Now that she thought about it, she did feel very light-headed. Rarity was talking, but Sweetie could barely focus enough to hear her. All four of her legs were burning and for a moment she had to stop to catch her breath. It felt like something was crawling beneath her skin.

Rarity looked back to see Sweetie standing there, her gaze focused a thousand yards into the distance. “Sweetie?”

“Sis, I don’t feel so well.”

“I know, darling, I’ll carry you, okay?”

“Yeah…”

Rarity lit up her horn and tried to lift Sweetie with her magic. Her rump was raised in the air as her hind legs were lifted, however her forelegs stayed firmly attached to the ground. “Sweetie honey, don’t struggle.”

“I’m not… I can’t move them.”

Rarity had to release her grip to catch her breath, and came to take a closer look. Sweetie’s forelegs were covered in a nasty brown rash that looked rather solid. “Is that where you were cut?” She lit up her horn and tried to lift just one leg, and noticed what appeared like roots anchoring her hoof to the ground.

“I… it hurts, sis. I’m so cold…”

Rarity gulped, realizing that something was changing her sister, devouring her body from the inside out. “Don’t worry honey… I’ll get a doctor… or… I’ll get Pinkie! She’s an alicorn! You just wait right here!”

“No, don’t… leave me!” Sweetie could feel thin tendrils spreading through her body, like icy knives plunging through her flesh. They wove their way around her bones as they spread, robbing her of the ability to cry out in pain as they constricted her lungs.

“I’ll be right back, don’t worry!”




	


Big Mac smiled as he looked down at Thunderlane. “You gonna stare all night?”

“Damn, no wonder Caramel has been trying to keep you all to himself.” Thunderlane stroked a hoof down the side of Big Mac’s shaft. “Seriously, how do you get any work done with a cock that big? You should have passed out from lack of blood to get that big.”

“Eeyup.” He stroked the hair out of Thunderlane’s face. “Now I’m all for foreplay but anymore teasin’ and I’m liable to take matters into my own hooves.”

“Heh, I’d be more than happy to test you out, but no promises. This thing looks too big to even fit the tip in my mouth.”

“Guess you won’t know until you try.”

Thunderlane nodded, and leaned forward to lick the tip of his cock. There was a steady stream of precum coming out of it, and it actually tasted a bit like apple.

Big Mac moaned, feeling the muscles controlling his cock twitch and then relax. He could feel the hunger welling up deep inside the pit of his stomach, and knew it wouldn’t be long now.

He leaned forward to lick at the cock again, surprised by how much liquid was dribbling out of the tip. Thunderland was lapping it up when he felt Big Mac’s hooves on the back of his head, shoving him forward. His face hit the cock with a wet slap, and Thunderlane could feel the urethra spreading open to envelop his face.

Thunderlane tried to pull back from Big Mac, however the larger stallion was strong enough to easily pin his face against his cock. Slowly, Thunderlane could feel his head slipping into the urethra that was dripping wet with precum, lubricating it for his passage. With no view of the outside world, he tried shouting out to Big Mac to stop.

“Nope.” Mac kept one hoof holding his hair, while the other rubbed Thunderlane’s flank. His cock had swallowed him up to the neck now, and the slit of his urethra was slowly adjusting to take in his shoulders. More cum dripped out onto the mattress in the apple cellar, leaking out past Thunderlane’s neck.

Thunderlane felt his forelegs getting pushed backward, pinned to his sides. He realized with horror that he was actually being pulled inside of Big Mac’s cock. Thunderlane thought it’d be a dragon or manticore to kill him, but not this. As he struggled harder, he noticed the rhytmic muscles tugging him forward. Instead of getting out, his struggling was just helping spread the lubricant and making him slide in faster.

Big Mac moaned loudly, feeling the pressure build as his aroused cock tried to cum, but was plugged by Thunderlane. He had already been pulled in up to his flanks, and the outline of his body was visible in the bulging cock. At this point, Mac used both hooves to start stroking Thunderlane’s cock, and carefully guide it into the urethra.

Thunderlane felt his cock getting stroked as it entered the hot, wet urethra. Despite his peril, it was so tight and hot inside Big Mac’s cock, that he couldn’t hold back his orgasm. Thunderlane came as his balls were sucked into his urethra, his hind legs kicking out for the last time into the cold night air.

With nothing but his hooves and tail still hanging out, Thunderlane was sliding into Big Mac’s scrotum fast. 

At the same time, Caramel walked in, curious where his special somepony had gone off to. He saw an amazing sight: two hooves and a tail sliding down Big Mac’s cock, which was larger than ever. The forelegs, head, flanks, and wings of a pony were visible as bulges sliding down the cock.

“B-Big Mac?!” Caramel stood speechless after uttering just one phrase.

He looked over at his lover. “I can explain… I have to feed it, to keep you safe!” Big Mac groaned loudly as Thunderlane settled into his scrotum with a loud, wet plop.

“I… I don’t know what to say…”

Big Mac slowly stood up, the weight of an adult pony slowing him down. His scrotum dragged along the ground as he walked, causing him to wince. “I swear, it was for us.”

Caramel chuckled nervously. “Well, it was kinda hot to see you with that massive cock. That must be why they call you Big Mac.” Instead of running, he trot forward and planted a kiss squarely on Big Mac’s lips, then wrapped his forelegs around his neck.

Big Mac was taken back by this reaction, and slowly guided Caramel towards the mattress. His lover wanted to make out, and having just eaten it should be safe. Big Mac fell onto the bed with Caramel.

As the two lay there, Caramel wrapped his legs around Mac’s cock and stroked it up and down. It was still hard, easily reaching from Mac’s groin to Caramel’s chin. He judged it to be a few times larger than a leg, and Caramel’s own cock was a paltry fraction of it’s size. He ground the two cocks together anyway, savoring his lover’s embrace.

Big Mac could feel some cum splash out onto Caramel as his orgasm forced small bits of semen past Thunderlane. Caramel continued stroking and massaging the cock, slowly grinding his cock up it’s length until he was positioned above it. 

“Caramel?”

“I want you inside me, Mac,” he said. He pushed his plot backward against the large cock.

“It won’t fit…” Mac tried to pull back, but noticed some suction pulling against him. His cock had enveloped Caramel’s ass up to the cutie mark, covering up over half of his tail. A familiar hunger welled up in the pit of his stomach. “C-Caramel… stop, it’s not safe.”

“Oh, Celestia, that feels amazing….” Caramel looked down smirking, using his hoof to guide his cock to Big Mac’s lips. “Taste it, taste me as I become part of you.”

Caramel used one hoof to push himself a bit deeper inside Mac’s cock, causing his hind legs to fold up towards his forelegs. His balls tensed against the urethra, and his rigid cock twitched just in front of Big Mac.

Knowing his lover wouldn’t be here much longer, Big Mac took his cock into his mouth and began to suck with as much enthusiasm as he could. His lover slid inside of his cock until just the tip of Caramel’s cock was still visisble. Finally, Big Mac felt load after load of Caramel’s cum shoot into his mouth and Big Mac savored every strand.

Caramel’s cock vanished as he slid in up to his forelegs. He looked over at Big Mac. “Thank you.”

“You idiot, I didn’t want to lose you in the first place…” Big Mac looked away, not wanting to lose the stallion he’d wanted so hard to protect.

“We all die sometime, and I’d much rather become a part of the pony I love the most than some stupid dragon.” Caramel lifted up Big Mac’s chin with the only leg still outside of his urethra. “Survive this. Survive for me, Big Mac, and know I always loved you.”

Caramel planted a kiss on Big Mac’s lips and held it until he could hold it no longer. Big Mac broke the kiss as he felt his own urethra seal over Caramel’s face.

The pressure in his scrotum was painful as the two ponies settled down inside it. Big Mac couldn’t even walk like this, and to make matters worse, he was horny as fuck. It would be hours, possibly days, until he’d digested the two stallions into cum. That meant two days of being unbearably horny before he could masterbate and release the tension in his balls.




	


Sweetie felt the pressure around her increasing as the bark sealed the last of her skin inside. She could barely see out a small knot in the tree that had grown around her. Somehow she hadn’t died, but Sweetie wished she had. She could feel the branches of the tree and feel her roots in the ground. Somehow, she’d become a plant. Even now, she could feel small thorns forming on her roots, several of which started to stick out of the ground to infect more unsuspecting ponies.

Rarity raced back with Pinkie, only to find a rather nasty looking tree. It seemed like it belonged in the Everfree, not Ponyville. It stood exactly where she had left her sister. “Sweetie was right here, Pinkie!”

“Hmm, all I see is a tree.” Pinkie walked around, careful to avoid the thorns. “Do you think the tree got her?”

Rarity gasped. “Her leg, the roots… Pinkie, I think she is the tree!”

Pinkie and Rarity took a couple steps back. There was tree sap dripping from several dozen sharp barbs on the roots. “She could cut somepony else on those thorns, you think that’s how the plants did it?”

“I… I don’t know! This is horrible! We have to save my sister!” Rarity tried to rush to the tree and hug it, but Pinkie held her back.

“We can’t… she’s gone now!”

Sweetie watched in horror as Pinkie dragged Rarity away. She tried her hardest to scream for help, but had no mouth.









> 777. Jackpot!
> --------------------------------------------------------------------------

	Spike looked out the window at the scene playing out before him. There was a wall being built around Ponyville, but its only true purpose was to give the sense that they were doing something to slow down the slaughter of the towns ponies. Even as two stallions managed to drive another pole into the ground, they had to run for cover as a large shadow passed overhead.

It wouldn’t be long now before Spike was just as big as those other dragons, and he could finally help protect the town. Most importantly, he had to protect Rarity; she was the only thing that mattered to him. He had to hoard more than just books and jewelry to start growing again but it would be worth it, so long as Rarity was safe.

He ducked down under the rafters as he made his way towards the exit to the attic. Spike barely fit through the pony-sized doors anymore, and had to squeeze through. The wood still buckled and cracked, so with a sigh he finally just knocked the door frame out with his claws. 

The stairs were easier to get down and he found the piano that housed a secret basement in Rarity’s house. Spike found it rather hilarious anypony would hide a basement behind a piano. Still, it served his purpose well so he played the catchy tune to open the basement.

Once he reached the bottom, he looked over the spacious room. Spike had spent the better part of a day digging out more room down here until it resembled a cavern more than a basement. It helped that Rarity had left a bunch of old junk down here, among it a couple of shovels.

On the far side of the room where there should have been a pony with a crude chain leashing them to the wall, Spike saw only an empty spot on a small purple couch affectionately known as the “fainting couch”.

Spike sighed. “Rarity, what’d I tell you about trying to break out? I have to keep you down here to keep you safe!” He waited for a response and when he didn’t hear one, he began to look about the room. It had only been a couple days that he kept her down here. The first day he’d just tricked her down here and locked her in from upstairs. The second day he’d grown enough to force her into the corner while he dug.

After searching for a bit he found Rarity hiding under a table, which was littered with hats, canes, and other low-value items Spike had stolen to add to his hoard. 

“Spike, let me go; I’ll be perfectly safe! This isn’t like you!” Rarity cowered rather pathetically, clearly not believing her own words. She had seen plenty of ponies eaten alive by dragons not much larger than Spike.

“I can’t! You won’t be safe out there and you were trying to break out, weren’t you? I’m gonna grow strong enough to protect everypony; I’m not gonna fail you.”

“Spike, Twilight wasn’t your fault—”

“They’re all my fault! If I was a real dragon I’d have been big enough to fight them off or talk to them or something…” Spike’s stomach rumbled as he hadn’t eaten in a while. The town’s supply of gems had been rapidly depleted as Spike’s jealous and greedy instincts kicked in.

“I won’t stay down here, Spike…”

He sighed, rubbing a claw over his belly. “No, I suppose you won’t.”

Rarity nearly felt some relief until a sharp pain at the base of her tail caused her to yelp. The next thing she knew, she was hanging upside down in the air by her tail and staring at Spike’s face. “Spike, you put me down this instant!”

“Oh, I’ll put you down… and maybe after a day or two you’ll be seeing things my way and be ready to stay on your couch.”

“Wha.. what do you mean?!” Rarity felt her heart race in fear as he licked his lips.

Without another word he tilted his head back and opened his mouth. From her vantage point, Rarity could see two dozen sharp teeth on his bottom jaw mirroring the other twenty-four on his upper jaw. His long reptilian tongue had even developed a small fork in the tip.

The slimy tongue wrapped itself around her neck and shoulders, smearing saliva into her well-groomed fur. Spike let out a content moan at her taste. Once he finished tasting her, he pulled his tongue back. “Try not to squirm too much, my teeth have gotten rather sharp.”

“You’re going to eat me?! Spike, put me down!” Rarity was screaming in panic now, even levitating some large sterling silver and gold-plated fine-china against Spike’s head.

“Gah, stop that!” Spike tilted his head back again and lowered Rarity into his maw. She felt his sharp teeth grazing her fur, kicking out one leg and managing to nick it on his incisor. She felt the sharp pain, and Spike tasted the coppery blood on his tongue. It was a rather pleasant taste to him, and he closed his jaw to trap Rarity in.

Only her tail stuck out of his mouth, between two teeth that sheared half of it off. Rarity would be appalled if she wasn’t presently getting lathered up in spit by Spike’s tongue. He continued to roll her around in his mouth for a good five minutes, enjoying the taste and struggle of his prize.

He had no intention to really hurt her; after all she was the most valuable gem in his collection. Spike looked around the room until he found the small corner containing all the pictures of his friends. Applejack, Twilight, and Rarity had central locations. The rest of his friends had smaller pictures, mostly laying or sitting on the floor.

Rarity screamed and kicked around inside the mouth, thoroughly disgusted at the thick coating of slime in her hair. It was far thicker than normal saliva and clung to her almost like goo. She was likely the first pony to be inside the flame-retardant spit of a dragon’s mouth without being in pieces or burnt to a crisp first.

“Spike! Let me out!” She slammed a hoof against his uvula, which caused him to swallow on reflex. Rarity let out a dainty scream as the tongue shifted and she slid ass-first into his throat. The powerful muscles pinched her and tugged her flanks down further into the throat.

Rarity hung onto his tongue with both forelegs, but with all the slippers saliva everywhere she lost her grip after only a few seconds.

Spike hit a claw against his throat, rubbing it as the lump passed down towards his stomach. She wasn’t as nearly as much fun going down as she’d been in his mouth. He would get used to it, however.

Rarity’s eyes struggled to adjust as the light dimmed. The light that had made it through his cheeks had made it possible to see while inside his mouth. Now, there was just a narrow shaft of light making it down the throat. The sphincter to the stomach opened up and she felt her weight shift as she fell into the stomach.

It wasn’t big by any means, yet it was much more spacious than the narrow throat. She had just enough room to stand and almost enough room to do so without the walls touching her. At least she wouldn’t get any muscle cramps in here, but it wasn’t much better than the cat carrier she took Opal to the vet in.

Spike rubbed his belly as the gurgling settled down and he no longer felt hungry. He yawned and stretched, unsure how long he could realistically keep her in there. However, he suddenly felt the urge to curl up next to the radiator that warmed the basement to take a long nap.

Nearly blind, Rarity was bumped around as Spike walked. Fluids splashed on her skin that tingled, and she started to pound on the walls. “Spike! Let me out!”

There was no answer, but the movement finally stopped. Rarity laid on her side, sighing in disbelief. She felt low-level magic running through her horn as her sub-conscious fought to protect her from the harsh conditions of Spike’s stomach. Somehow, she found herself feeling drowsy and nodding off to take a nap, despite the cramped conditions.











Dash flew around the outskirts of Ponyville, several miles from the nearest pony. She had taken up the most dangerous patrols as she was the only pony who could outrun anything that might be thrown at her. During her patrols, Dash was careful not to break the sound barrier. She did fly just below the speed that would cause a sonic rainboom, so she was no sitting duck if she got spotted.

The last time she had been out this way there had been one dragon in the sky, who didn’t bother to try and chase her once she doubled up her speed. Today it had been quiet, and were Dash the superstitious type she’d likely think it was too quiet.

In the distance, the sun was setting over Canterlot mountains. Dash took an uncharacteristic break to slow down and land on a small knoll. Her muscles were aching from flying so fast for so long, so Dash laid down in the grass. She knew as an avid athlete she should cool down and stretch, but the grass felt very relaxing.

The sun was throwing beautiful reds and oranges across the sky. Everytime Dash saw it, she knew, deep down, it meant Celestia and Luna were still out there somewhere. They were the only ones who could raise the sun and moon, and they were still rising and falling every day.

Dash wondered often if Discord was ruling now, as he too could control the sun and moon. However, when he had done it, the days had only lasted minutes… She sighed and got to her hooves, having already taken a couple minutes to enjoy the view.

Her ears pivoted back and to the right as she heard a whistling sound, and detected a change in the wind. Dash flared her wings and beat them down hard, launching herself up into the air.

Something collided with her side, sending her to the ground and rolling down the hill. She hit a tree which stopped her from rolling any further and knocked the wind out of her. Gritting her teeth, Dash stood up and looked up the hill. There was a griffon clad in light-weight chain armor. He was snarling and holding his arm, which had a deep cut in it.

In the ground where Dash had been seconds earlier was a broken spear the griffon had been aiming at her. Though she had missed the spear, Dash was now struggling just to breathe and get to her hooves even as the griffon walked down the hill.

He looked at her like food, and was grinning ear to ear. He thought his meal was beaten but Dash had other plans for him.

She waited, wobbling her legs a bit to appear weak as he approached. Once he was in striking range she lunged at him and went straight for his beak. She’d learned from Gilda just where the delicate parts of a griffon were, and if Dash managed to crack his beak it’d be just as painful as a pony splitting a hoof.

Her hoof glanced off the beak, thanks to the griffon reacting quickly to move his head to the side. She still got a satisfying crunch as she broke one of the bones below his eye socket. Unfortunately for Dash, she hadn’t been paying attention to what else the griffon was doing. Several talons ripped into her leg as he yanked her from the air, and pinned her to the ground.

Dash screamed in pain, already bucking her hind legs up into his chest. She could hear the sickening sound of a rib breaking, even through the chain armor. Before she could kick again, the griffon’s other claw grabbed Dash’s throat and the talons dug into it, threatening to tear her throat out.

He opened his mouth, as if to talk, but instead just coughed blood on Dash. She’d nailed him pretty good with her strong hind legs.

She spit in his face as she was pinned there, as good as dead, and Dash knew it. While she waited for him to finish her off, she noticed his pupils dilating. There seemed to be something off, and for a moment she hoped she’d stopped his heart or something.

The griffon teetered, then fell to the side. His muscles seemed stiff, almost like a corpse that’d been dead for hours. Dash felt at her throat with a hoof and looked to see it covered in blood. The cuts didn’t seem deep, but they were bleeding pretty badly. Her left foreleg burned, the bleeding there actually being much worse.

She got to her hooves, feeling a little lightheaded already and looked around for something to bandage her wounds with. That’s when she saw the pony that had saved her.

“Scootaloo?! What are you doing out here? I… I thought you were dead!” Dash stumbled towards her as fast as she could in her state and hugged Scootaloo.

“Dash…” Scootaloo was crying as she embraced her hero.

It wasn’t until Dash opened her eyes that she noticed the normally orange fur of Scootaloo had a thick black shine beneath it, almost like a bug. She also had eight legs, which seemed to be too many to Dash, but her mind was struggling to come to terms with what had happened.

Finally she took a step back. “Scootaloo?”

“Dash, you’re hurt.” Scootaloo walked forward, her legs skittering through the grass. The once normal filly was now sporting an extra pair of eyes, a much shorter mane, and a bloated stomach. She was somewhere between half-pony and half-spider.

“What are you?” Dash stumbled over a rock and landed on her rump.

“I got attacked and became… this, but it’s okay, I won’t hurt you! I care for you too much, it won’t be like with the others…” Scootaloo sighed as she poked at one of Dash’s wounds with a chitinous hoof.

“Gah…” Dash bit her lip as she looked at the red streak in the grass leading from where she was now, to where she had been. “Squirt, I need a  doctor fast…”

“Town’s too far, but don’t worry… I’ve been watching you, I’ll keep you safe.”

Dash’s eyes went wide as she saw Scootaloo wrapping a thick white gauze around her arm, the strand leading back to her ass. It was spider silk and Dash tried to push it off, but only got her other hoof stuck.

“Stop it, Dash, it’ll stop the bleeding.”

She looked up at Scootaloo, and from this angle saw her two fangs, dripping from blood where she’d bitten the griffon to paralyze him. “S-stop, go get help!”

As Scootaloo bandaged her neck with the spider webbing, Dash continued to struggle, tearing at the web and causing herself to bleed more. “Dash, calm down! You’ll hurt yourself!”

With Dash continuing her weak attempts to escape, she got more tangled in the web. Finally Scootaloo gave up, quickly lifting up and cocooning Dash from muzzle to tail in the webbing. Now, Dash couldn’t verbally complain anymore or move her legs or wings.

“You’ll be fine, Dash, but we’ve got a long walk home and I’ve got to carry him with us… we’ll feed him to the children after I ask him some questions.” Scootaloo worked quickly to wrap the griffon up, then began to drag them both towards the treeline to sneak home. Dash gave up her struggling once she realized just how powerless she was now.










Photo Finish whinnied, or at least tried to. She was hogtied on the ground by the griffons who had captured her in Canterlot. They had tossed her and the captives into the castle dungeon and had been taking them out one by one to feed the troops. Now, they were inflating an odd balloon in her throat attached to a metal rod. It was wedged painfully in there, past her lungs so she could still breathe, but it was too uncomfortable to talk.

Another jolt of pain hit her as they forced a similar metal rod up her ass and began to inflate the bulb. To her horror, they they lifted her by the metal rods and set her down on two “Y” shaped poles over a small campfire. She realized it was a sort of improvised spit to roast a pony alive.

Photo tries to squirm down but the thick rods were painfully wedged inside her, and one of the griffons began to rotate her. She watched the world spin as the flames grew, searing her hair off easily. She could see strands of hair falling to the ground. The griffons had thought it funny to leave her sunglasses on, but now they too fell to the ground, melting in the campfire.

By now her skin felt rather sunburned, and there wasn’t anything she could do but cry. The tears would run down her cheeks, then back to her eyes, as she slowly rotated. The griffons began to chat about their conquest of Equestria and battles far and wide.

Her skin burned as if she had touched a hot stove, and at one point she even wet herself. Photo Finish’s whole body was uncomfortably hot as it was slowly cooked through. It was getting hard to breathe and she wanted to vomit and her stomach churned.

Dizziness began to pass over her. She realized she couldn’t feel her skin. It wasn’t numb, it was as if it was gone completely. All the nerves had died, and now the only parts of her transmitting pain were deeper in her body.

Her chest was being crushed, her kidneys stabbed, her muscles spasming. Pain she had never imagined wracked her body as she smelt nothing but burnt flesh.

A griffon began to rub something on her, she caught a faint scent of spices. They continued basting her as she slowly turned over the campfire, until finally and mercifully, she passed out.









“Hey, Gilda, don’t hog the last leg,” a male griffon said loudly.

“Buzz off, I didn’t see you on the front lines when we took the throne room.” Gilda scowled at him and threw one of the bones she had finished at him. “Here, scraps for a mutt.”

The griffon took a few steps towards her and probably would have started a fight, had one of his buddies not grabbed him and dragged him back. Gilda had risen to the rank of lieutenant and it wouldn’t be wise for any of the enlisted to assault an officer. If there’s one thing the griffon army was, it is brutally efficient, and they did not tolerate insubordination.

Gilda tore another piece of meat of Photo Finish’s leg and swallowed it. She began to mumble to herself, “I hope Pinkie tastes just as good…”








Soarin sat at the table, still amazed at Pinkie’s transformation from party pony to alicorn. Across from them sat Fluttershy, who looked more scared now than ever before. Dash hadn’t shown up for the council meeting.

Octavia sat at the table now as well. Originally searching for Vinyl, she had become an important member in helping co-ordinate the Ponyville defense. With ponies vanishing faster than ever, even the powerful Elements of Harmony, Soarin was taking any pony at all who could help…. even ones who turned into alicorns overnight as if wings were being handed out as door prizes.

“So that just leaves Spike… you’re sure he’s okay, Fluttershy?”

“I, um… well, his greed made him grow but he hasn’t eaten anypony and he did scare off those timberwolves earlier…” She looked around, still hoping Dash would show up late.

There was a knock at the door that made them all jump. It was too loud to be Dash, and a moment later Spike opened the door to the library. “Hi, guys.” He was a bit big to come in without risking destroying the doorframe so he sat outside, peering in on the meeting.

“I can’t believe any of this…” Octavia shook her head and looked around.

“Me neither, but with great power comes great responsibility, isn’t that right, Spike?” Pinkie asked.

“Uh, yeah. We’ll keep Ponyville safe.” Spike scratched behind his head, feeling Rarity hitting at the walls of his stomach again.

Soarin shrugged. “I’ll take what I can get, our numbers are still dwindling. As long as Spike can take a dragon in a fight, we’ll be good. I’ve seen you work, Pinkie and… well... I don’t care how but you’re the best we’ve got. You and Spike are to make sure one of you are always on lookout.”

Pinkie gave her best salute. “Okie dokie lokie! Those dragons haven’t been flying so close when Pinkie’s on the lookout!” 

Soarin nodded. “Though you do vanish a lot… Pinkie sense?”

“Yeah.” She giggled. “And I did still throw a party for one of my friends, they just got eaten on the way to it…”

Fluttershy looked outside nervously, wondering if her animals were safe back at her home. So far her gift for animals had kept her safe, with several large predators—a bear, wyvern, two timberwolves, and even an alligator—had been protecting her home. Every animal she’d ever nursed back to health, every thorn pulled from a paw, had not forgotten her. Fluttershy felt guilty that while she was probably the safest pony in Ponyville, everypony else was scared and vanishing. She’d invite them to stay at her house, but what if the animals ate them? Fluttershy wasn’t sure she could control so many at once…

“You okay, Fluttershy?” Soarin asked.

“Yeah.”

“And how are things at your cottage? You don’t come out much.”

“Well…” Fluttershy took a deep breath. “Some of the predators are still my friends, and guard the house, but I don’t know how long it’ll last…”

Soarin nodded. “We don’t need you on the front lines, so just keep talking to them. Maybe you can get some intel, find out why the dragons attacked, give us a warning if they spot the griffons moving this way. If anyone can find a peaceful solution, it is you…” Soarin mentally laughed, knowing no such peace was possible, but it would not due to upset such an easily frightened pony.

“Yes, Soarin… And, Spike… you’re sure you’re all right?” Fluttershy asked. “Last time you got this greedy—”

“I’m fine!” He snapped. He saw the ponies looking at him, and he tried to give them a comforting smile. Unfortunately, he now had sharp teeth, some of which were approximately six inches long. “Sorry, just upset about Rarity vanishing.”

“And you’re sure she’s gone?” Soarin asked. “You went over to check on her two days ago and haven’t seen her since?”

“Yeah, and I’m gonna keep living there. This library is too noisy and with Twilight… with her…” Spike looked away for a moment. As much as he felt bad any pony has died, he took Twilight the hardest. That’s why he had no doubt Rarity was safest either chained to the wall in his dragon hoard or in his stomach. Soon, she would see that too.

“Oh, Soarin, I found some stuff I think will help us win this war!” Pinkie smiled and bounced over to him.

“What? And you’re just now telling us?” Soarin rolled his eyes.

“Ahuh, it’s back at my place, come on!”

Pinkie grabbed one of his legs and began to drag him out the front door of the library. Soarin yanked his leg back, “I can walk just fine, Pinkie, sheesh.”

Octavia chuckled, a bit relieved to see at least Pinkie’s spirits still lifted. It was frustrating to her to be just one Earth pony trying to do so much to help, yet feeling so little impact.

Soarin and Pinkie made good time towards her house. Instead of going inside, Pinkie led him to what appeared to be a tornado shelter. “Hey, I’ve never seen this before,” Soarin said.

“Oh, it’s my apocalypse survival shelter. I was fully prepared for zombies, raptors, nuclear holocaust, or a variety of extinction level events… just come down inside with me and I’ll show you,” Pinkie replied.

“Uh, sure.” Soarin followed Pinkie down into the shelter, which was nearly pitch-black. After a few tense seconds she turned the lights on.

Along the wall were dozens of suits of Royal Guard armor, weapons, and spell books. The other wall had boxes of rations piled to the ceiling. There were also chemical warfare suits, zombie bite kits, a book labeled “Dummies Guide to Jurassic Ponysaurs”, radiation meters, and more….

“Holy shit, Pinkie, you weren’t kidding,” Soarin said.

“Yep! We can start to arm some ponies but this is our little secret, okay? If everypony knew I had this shelter than we’d have no fallback plan.”

Soarin scratched his head. “Huh? A fallback plan?”

Pinkie nodded. “Yeah, if everypony else dies then you and me have to hide in here and repopulate the species.”

He laughed at her joke, before realizing she wasn’t even smiling. “You’re serious?”

“I never joke about the survival of a species, Soarin, and you’re the sexiest stallion who isn’t currently fertilizing flowers in the Everfree. So, my super-secret survival shelter is always open to you!”

“Uh, thanks.” He was more than a little creeped out, slowly backing up to the stairs. “I’ll keep that in mind, and send some of the armor to the library, okay?” Soarin  turned and quickly left.

Pinkie walked over and closed the doors to her survival shelter, locking them. She then walked to the closet in the far corner. She opened it up and smiled.

At her hooves was Golden Delicious, tied and gagged. Pinkie licked her lips as she eyed her daily snack. “Don’t cry, Golden. An apple a day keeps the dragons away!”