Chapter I: Old Tales and Happy Endings

“Mommy, mommy!” cried the small filly, bringing her mother to the dim lit bedroom.

“What is it my Sunshine?” replied the mother warmly, placing her hoof to her precious daughter head.

“I can’t sleep!” replied the filly defiantly, crossing her own hooves and pouting.

Her mother sighed quietly. Shame daddy was out with the guards this night, his stories of bravery and heroes always brought little Fruity Loops (name WIP) to sleep, and with a smile even. Guess she could tell her the one story that always comforts her.

“I think it is time for your favorite story!” she replied exuberantly, much to the delight of the filly.

“You don’t mean…”

“Yes darling, let mommy tell you the tale of the The Three Princesses and The Queen…”

About a century ago, there was a stormy, dark night above the country once known as Equestria. You see, the Pegasi from before, they controlled the weather and had been tasked with creating the annual large storm. It was a night where everypony prepared itself for the foul weather and inside Canterlot Castle, three Princesses had decided to do a sleepover, to pass the stormy night with fun and games.

These three Princesses were Celestia, Cadance, and Twilight. The three of them were known for their powers and kind hearts towards their ponies. They were deemed good in the eyes of their subjects, but they had made one giant mistake, dear. They upset the Queen of the Rubberlings, Queen Chrysalis. And that night, dear, our three Princesses had an extra visitor…

“So, it’s quite the night outside, isn’t it?” Twilight asked as she looked through a window, seeing the rain hit the window hard, the wind howling in the background as lighting could be seen every few seconds.

Celestia chuckled, the royal mare having seated her plump behind on the soft cushions of her bed. “Yes, but it is a night that we need, Twilight. After all, it will give extra rain to the crops that they need and it will destroy old and diseased trees so that they can make way for new ones. It’s a rebirth for nature.”

Cadance was sitting on her own cushion, a sleeping bag under her. She might have been older than Twilight but she still had that childish personality and Celestia decided that she too could act a little younger than usual by holding a sleepover. It had been quite some time since she had spent time with her former student and fellow Princess.

“But enough about nature, weren’t we here to have fun?” Cadance asked, sounding a bit impatient.

“Sorry, I just wondered what it was good for, such a heavy storm.” Twilight replied before she walked over to her own sleeping bag and sat down. “Why don’t we tell some good old scary stories?”

“Oh great, I love those. Shame Shining isn’t here, I’d love to cuddle up with him while listening to those scary stories.” Cadance sounded quite lovestruck, so to speak, but the other two ponies in the room just shook their heads.

“Alright, I think I know a good one. It from the time where Discord ruled Equestria, which is a horror on its own…” Celestia began, starting to tell a story to her fellow Princesses. However, as she was talking, a being had sneaked into the castle.

The being was a pony, a pony with a ragged horn, bug-like wings, chitin plating, and holes in its hooves. However, the most strange feature of the pony was that it was shiny and smooth, made out of the most perfect rubber. It wasn’t a normal Changeling. No, it was a Rubberling. As it stepped into the light, the Rubberling could be seen quite clearly, the old nemesis of the Princesses, Queen Chrysalis.

“Thanks to the Scroll of Rubber, I should have enough power to take down those three Princesses and rule all of Equestria.” She spoke to herself, feeling the power of the ancient magic radiating within her. Sure, the scroll had turned her and her hive into rubber, but she had to admit, it did look quite good.

The added survival and resistance to hits were a great bonus as well. As Chrysalis circled around the three, she contemplated her plan of attack. The frontal approach seemed like folly. Even if her new body could sustain hard hits, her proneness to Alicorn magic still made it a bad idea.

No, her plan had to be of a more devious nature. She noticed that right next to Celestia was a box of assorted chocolates. By the looks of it they were imported from Maregium, the leader in culinary treats of that nature.

“An added treat might do the trick” schemed the Queen, and focused her magic. Within moments, as she slumped from the sheer power she had to drain, a perfect black shiny orb exited her mouth. Sneaking, she used the fact the Princesses had turned down the lights, and placed the orb in one of the empty chocolate casings, and retorted to her vantage point behind the large desk of The Princess of The Sun.

“Come one, you fat butt, eat up!” she whispered mischievously, as Celestia took a break from her chilling tale, and swallowed the rubber orb whole.

The moment Celestia bit down on the orb, she felt it spread over the insides of her mouth and frowned. Chocolate wasn’t supposed to be like this; this felt more like chewing gum, but the taste was just awful. She tried to speak but only gurgles came out of her mouth, the rubber blocking all of the sound of her voice.

The other two looked at her and soon noticed the black substance starting to move out of her mouth and spread over her lips and muzzle, as if it had a mind of its own.

“Celestia!” Cadance cried out and rushed over, the white mare furiously gripping at her mouth but it only served to spread the rubber onto her hooves.

“We can’t touch her or it’ll spread to us as well!” The oh-so clever Twilight noticed, her magic trying to determine the cause and the solution of the spreading rubber. It was already heading up Celestia’s face, having invaded her nostrils and now nearing her eyes, the rubber under her chin moving down her throat, both inside and outside.

It seemed that the rubber was strong, powerful, and organic. Twilight used a spell to pull the rubber off of Celestia’s body, but it was like super glue, the rubber practically fusing with Celestia’s fur. “Hmmm, I can’t help her like this. Cadance, you stay with her, I’ll go to the library to try and find a book about this!”

As Cadance nodded, Twilight ran off, heading out of the room in a hurry, she had to save Celestia.

Celestia’s gurgled screams were slowly replaced by moans. Some of the corruptive liquid had traveled deep inside, and began to assault her senses, not to mention consciousness. The rubber had traveled past her eyes and to her ears, coating them, but also going into her ears, rubberizing her brain.

A faint voice was becoming stronger, urging her to help the spread, speaking in a soft yet familiar voice: her own voice!.

“Spread, submit, subvert.”
“Spread, submit, subvert.”
“Spread, submit, subvert.”

The three simple words began to drown everything else, and Celestia slowly licked her own leg, so that the black goo that had taken her mouth can work on other parts of her body.

Candace could only watch in horror as Celestia’s motherly eyes began to become green spirals, her gaze robotic and unemotional. It seemed that the rubber had truly taken her mind now, the liquid having covered the top of her body, now moving down her back and chest.

Then a small squeak, as she screamed in guilty pleasure. A hole, a genuine hole had appeared in Celestia’s hoof. Then another, and a new hit of euphoria. It felt so good.

Celestia’s forelegs were now almost completely black, as the holes came thick and fast, each dissolvement making a rubber squeak, as the room began to smell like the material as well.
More and more of the once white, pristine Princess was now covered… no, assimilated by the spreading, shiny, black liquid. The rubber moved over her wings, coating each individual feather into that nice black. But then… the rubber began to melt together, dissolving the wings back into Celestia’s back.

The mindless Celestia, though, did not feel a thing besides the great pleasure that the rubber gave her, nor did she care that the rubber had taken away her beautiful things. All that she cared about was staring into those beautiful green spirals she saw in her vision, let the rubber do the thinking for her.

As the wings had been dissolved, some new wings started to appear and grow, these wings having a lot more bug-like look to them, it was clear that she was receiving the wings of a proper Rubberling.

Cadance took a step back, a look of pure horror on her face. “Wait… I know this. I know what Celestia is turning into!” She shouted, and she was right as the Rubber Queen stepped out of the shadows.

“Missed me?” Chrysalis asked, giggling as she took a few steps forward. “I know, I know, it’s quite the change, but you have to admit that I look good, no? And I even improved Celestia.” She gently moved her hoof over Celestia’s cheek, the once so powerful Princess not even reaction it. The lights were on in her mind, but nopony was home.

“You did this?!” Cadance was enraged, her horn already flaring up, ready to use every spell at her disposal to deal with that vile Queen of the Changelings. Chrysalis had taken her friend, but she would make the mare pay!

“Ah-ah-ah, I wouldn’t do that if I were you.” Chrysalis tutted and suddenly placed her hoof on the back of Celestia’s head, the hoof going into Celestia’s head and suddenly the former Princess gasped, her horn starting to glow. “My control over her… is still being worked upon, so I have to use these more… primitive methods, I hope you don’t mind.”

Cadance looked at Celestia and saw how just the last small specks of white fur on Celestia’s behind were being covered by the rubber. Even her cutie mark had disappeared, hiding behind a layer of pitch black rubber.

“What do do want?” Cadance grumbled, ready to strike at any second.

“What do I want? Simple, I want you, Celestia, and Twilight. And then I want Equestria, and then the world. You know, typical villain stuff. But for now, you and your fellow Princesses seem like a good start. Where’s Luna, though? I’d love to rubberize her as well.” Chrysalis chuckled and as her hoof moved, Celestia chuckled as well, though in a slight monotone fashion.

“She’s not here, that’s all you need to know. I won’t reveal her location to you.” Cadance replied defiantly, hoping that Twilight would return soon. They could combine their forces to defeat the Queen.

“Oh, but you will, because the control inside Celestia’s mind is complete.” She pulled her hoof out of Celestia’s head and patted her. “Slave, attack, pounce and convert Cadance.” She ordered sternly.

“Yes my Queen, as you command.” The slave replied and instantly she jumped, looming over Cadance as she fired her spell.

Twilight ran back as fast as her legs carried her, the stress of the situation making her uncertain in her flying. Once she slammed the door open, she simply stood, lost for words.

Right in front of her was a rubber changeling that used to be Celestia, biting the new rubber hooves of what looked like a pony and changeling hybrid, with the latter becoming the more obvious. Something had happened while she was away.

Each time Celestia made the legs more like hers, Candace moaned guilty. Then she looked over to Twilight, only her muzzle and eyes not covered by the rubber, as her wings sprouted in all their buggy glory, and the horn becoming jagged as well.

“I am sorry Twilight… run…” she said with tears, as her eyes began to lose their innocence, and spirals forming until she too was without emotion or identity. The rubber had gone over her head, leaving only her eyes and mane normal, though her mane did receive a new and far better shine than before.

Twilight’s rage began to boil, as her mane and tail burned, but only for a moment. Because what she saw made the blood in her veins run cold. There she was, the mare she thought was defeated.

“Ah Twilight. Did you find the spell?” teased Chrysalis, licking Candace’s rubber muzzle, nibbling the fangs her drone now had as she moved in from the shadows once more.

“You fiend!” Twilight screamed and threw herself onto Chrysalis, a large black orb coming from her horn. She would destroy the mare, send her into Tartarus, never to return. What Chrysalis had done here today could never be forgiven.

“Ah I see you found the Caoutchouc Annihilation spell. Good call. You realise it obliterates every fiber of rubber in a one mile radius, with no exceptions?” Chrysalis smiled, pointing at the two other princesses. Check and mate.

The Queen was right, and Twilight knew it. If she got rid of her, so would she of Cadance and Celestia. In this brief moment of second guessing, Chrysalis struck, kissing her on the cheek, leaving the black goo in it’s place.

This caught the purple mare off guard, as it meant two things. One, if her knowledge was correct, she was done. Either cast the spell, or convert. There was no magic or machine that could remove the curse. The rubber was permanent and a solution had yet to be found, other than destroying all the rubber with the spell

“It is not a curse Twilight. In fact, I will help you see.” replied Chrysalis, her link to Twilight’s mind already forming. She could let the young mare change like the other two, but she felt like her former nemesis called for a more motherly approach.

Chrysalis horn shined brightly green, as she channeled her essence into Twilight. She should be more than a drone, she should live, breathe and think like Chrysalis, like a daughter would. After all, she needed somepony to lead the slaves and Rubberlings once she was gone and who better than a mare with a giant power?

Twilight’s natural eagerness to learn began to absorb every sliver of dark energy that the Queen inserted into her. Memories, love for the Hive, obedience, dark magic and above all, love for Queen, no… Mother. Normally Twilight would be able to resist this dark magic going into her mind, like with Sombra, but somehow, the Queen had caught her off guard.

Was it her natural beauty? Or the fact that she felt the rubber spreading over her body? She did not know, but the fact remained, she could not focus enough to prevent the Queen, her Mother from taking over her mind.

In contrast to her former alicorn teachers, Twilight’s mind was the first thing to change completely. Mother made sure of that. The mantra of spreading the blessing of the rubber was now hers as well, and she even managed to alter the last remnants of her former pony magic to help change her together with Mother’s.

“That is it, my lovely rubberling… change into your true form…” smiled Chrysalis, enjoying this unusual role reversal.

Twilight felt the rubber forming, and relished the sensation her fur made during the conversion. The more she was rubber, the more she was like Mother. In fact, her mind simply echoed that diddy, as her horn began to crumble into the holed perfection that was Chrysalis.

“More rubber, more like Mother.”

Her wings began to lose feathers, the silky new pair forming in their place, with a nice buggy midriff as well. She was changing into a Rubberling, but she did not care, she wanted more, she needed more; for the hive and her Mother.

“More rubber, more like Mother.”

Two pristine fangs made her easier to create holes for new Rubberlings, and her eyes began to swirl in the divine green and yellow pattern.

“More rubber, more like Mother.”

Finally, as the last of her old nasty fur was enveloped in rubber, she let Mother dissolve the last of her old pony magic and mind. The smile she had on her face was genuine, as she finally felt like home. The process was complete. Twilight the Princess of Friendship was gone; Twilight the Princess of the Rubberlings had been born.

“Thank you Mother.” the new rubberling daughter replied, feeling the love from Mother, and the two slaves right next to her.

“I am glad that you enjoyed that, my daughter. And let this night be known as the start of a new Era of Ponykind, an Era of Rubberlings.” As she said that, the two mindless slaves bowed before her, ready to spread the rubber to all of their former subjects.

“We live to serve you, Queen, all shall bow and obey you.” The slaves replied in their monotone voice, their minds focused on but one thing, obeying the commands of their Queen.

The small, rubber filly was now looking at her mother with a sleepy look on her face. “So, what happened to them, mommy? The Princesses?”

“Well, dear, after they were enslaved by our beautiful Queen, she used them as her Generals to bring all this nice rubber to the entire country, creating us. You see, your great-grandmother, she was a pony at first. But then our generous Queen came and turned her into a nice Rubberling.” She smiled at her daughter, both of their minds happy with their current state.

“Do… do ponies still exist?” Her filly asked, yawning as she was about to fall asleep.

“Perhaps… there was this one Princess, the one we may not speak about. She managed to escape with a handful of ponies. Our Queen doesn’t know where, but I have complete faith in the fact that she will turn up one day and join us. Queen Twilight will find her, don’t you worry. Now, my shiny filly, time to sleep.” The loving mother kissed her filly on the forehead and stood up, walking to the door.

“Night mommy.” The filly answered and closed her eyes.

As the mother smiled and closed the door, she turned around and came face to face with the One they may not speak about; Luna!

“Hello.” Luna said and suddenly fired a spell at the Rubberling mare...

Chapter II: Shiny Mares and New Threats

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A month had passed since the incident in Ponyville, where a family of peaceful rubberlings was attacked and converted into monsters, as the public news reported. Queen Twilight was busy in organizing her troops, in the effort to find and exterminate the vile Luna and her rebels.

“My Queen, our scouts have not found any trace of them in Manehattan.” A shiny rubberling reported, running into the war room, in which Queen Twilight had been forming her strategy.

“Thank you Drone 23391 let the troops know I admire their efforts, and that they will be deployed in the next 3 days to Everfree Forest. They must be somewhere out there.” The queen replied, her cat-like irises not moving from the map.

As the Drone nodded and moved away, Twilight whispered.

“Where are you, you fiend… Why must you interfere…?”

“And that is the state of affairs.” Explained a rubberling, her mane green with a violet undertone, as other four rubberlings looked on.

“It seems our peace is once again being challenged.” The most athletic looking of the bunch commented, as the others nodded.

“Seven, any news on the streets?” the athletic one continued.

“No Four, no dice.”

“Creatures, Six?”

“Uhmm… no sadly.”

“Look, Four, I am all for being careful, but face it, Luna will…”

“Don’t say that name, Five!”

“Right, sorry, sorry. She will show herself when she feels like it, and we have to be ready.”

The members of the rubberling group nodded, and continued on with their own plan, to help their Queen, right there in Ponyville.

The group itself consisted of seven ponies, all of them Rubberlings and all looking quite the same, except for minor differences in their build, mane, and tail features. The seven Rubberlings were Cadance, Twilight, Rainbow Dash, Applejack, Fluttershy, Pinkie Pie, and Rarity. However, these names were just ancient relics of the life that they knew to be inferior to their current one.
Instead Twilight, the mare who loved order and organization in her life, had developed a new way to name Rubberlings, one which was a lot more efficient than silly pony names. Rubberlings were just named after their conversion. If they were the 1086th pony to be converted into a Rubberling, then the Rubberling’s new name was 1086, the proper title for them now Drone.

Cadance, Celestia, and Twilight’s friends were also subjected to this new way of naming, only Twilight herself was the exception. While technically she had given herself the name Three, she preferred to be called Queen Twilight, following in the tradition of her mother, former Queen Chrysalis.

Rainbow Dash, who was now Drone Four, looked around, trying to notice anything funny or anything that seemed off around them. But, the town of Ponyville just seemed normal, like an everyday town in the Rubberling Empire. Drones were walking around, performing tasks which had entered their minds and which they had to obey. Drones did have time for their own desires and fun though, but the majority of their time was spent slaving away to make the Empire even better than it already was.

Four was one of them, actually, a drone who constantly slaved away. She wasn’t a normal drone though, like town’s general populace here in Ponyville, working on some silly, little task. No, she was Head General of Queen Twilight’s drone army, together with Five, her friend formerly known as Applejack. The two of them were the reason why the Crystal Empire fell so quickly. But today, they had been recruited to put an end to the One they may not speak about.

Unbeknown to Four, a mare was lurking from the top the hill overlooking the town.
“Rainbow Dash, you are still around dancing like a little puppy for that purple egghead. Not for very long, not for very long.” The mare chuckled, and moved back into the Everfree, a squeak following her every trot.

Only after she had ran for some 20 minutes inside the forest, and under a large three, did Luna stop. There, a small camp was located hidden from sight.

“Queen! You are back!” a medium group of mares replied in unison, hugging their liberator their skin glistening in the moonlight.

“Of course, I said I would return quickly. Now then how is our prisoner?”

“He is doing fine now his skin has begun to fill the holes and his male features are slowly fading.” A brown mare replied, smiling gleefully.

“Thank you Maple. Please keep an eye out in case something unusual happens. I am sure she will be as happy as every one of you are.” Luna replied, smiling with glee. Her magic may have changed, and she only altered the form of mental prison, but her’s was always better than that of Miss Perfect Student.

Only a few hours later, when One was starting to raise the sun into the sky and forcing the moon to lower, Four had already scanned the ground and sky of Ponyville three times but was not able to locate just a single trace of their enemy.

It was starting to annoy her that that blue Alicorn was able to hide her tracks so well, but she could not let anger get the better of her. After all, it would make her lose focus and if she didn’t remain focused then her Queen would make her undergo a brainwashing session again.

She had to admit though that the brainwashing sessions weren’t that bad, but she wanted to show herself that she could find the One they may not speak about without having her mind getting tweaked by her Queen.

She landed in a field just outside of Ponyville, where her cloud house had once been located. It was no longer there, the wind having cleaned it up ages ago as nopony lived there anymore. Four did not mind it though, as living with her Queen in Canterlot was a lot better… and a lot more pleasurable as well.

“Seven, any luck inside the city?” Four inquired via the hive mind.

“Nope, not a single spot which leads to Miss Evil. I did visit Drone 2587 and Drone 2588, they still have their bakery. I’ll bring some latex treats with me once we return to Ponyville Castle.” Seven responded, her bubbly nature hadn’t left her, it seemed.

“Treats? You should focus on searching for her Seven… bring a cake, please?” Four asked before severing the connection and looking around once more. It was then that she noticed something in the distance… Was that an alicorn standing on a hill?

“Hmmm… Surely she can’t be that stupid. This has to be a trap.” Four spoke to herself and took to the air. She would fly to the hill, but staying at high altitude above the hill, remaining far out of the alicorn’s reach.

Once Four had reached her destination, the mare, or whoever was up there had already left. The grass had been moved is such a way that it was obvious that the retreater had gone into the Everfree.

“Guess I have to follow it before the wind and rain destroy the trail.” Four thought to herself.

“Five, I have found a lead. I am following on hoof.” The rubberling sent her thoughts to her equal in the hierarchy, as she moved into the Everfree.

“You are doing what?! Wait for us!” Five screamed back, but as the magical overload of the forest sliced the link, she growled.

“Dumbass, I swear, no amount of brain alteration by our Queen can help her.” Five huffed, and informed the rest of the main Hive to react and be ready.

The trail was fragile and the wind had already done a good job in destroying it, but Four was quickly gaining on Luna. Only once she reached the same tree Luna had gone to before, did she stop. There was nothing there! She looked around in vain, but nothing seemed to have ever been there. As she surveyed the tree, a dark blue liquid slowly slid under her.

“Gotcha.”

“What… Ah!” The scream was muffled, as the goo rose, and enveloped the rubberling whole.

“Say Dash, what do you say we catch up on old times? I am sure it will be a life-changer…”

About an hour later, Luna had put Dash into her prison… or rather a blue cocoon which would transform Dash from Drone Four back into Rainbow Dash… though she might let that number stay in the back of her mind, just to toy around with Dash.

Luna sighed a little, feeling her magic slightly drained due to having to convert such a strong being. Maple, the mother, and her filly were easy, they weren’t that strong and didn’t have the powers that Dash possessed. Rainbow Dash was an Element of Harmony, after all, and a thoroughly enslaved element like this was even harder to cure.

She knew that she needed at least four hours until she was sure she had pushed all of Twilight’s corruption out of Rainbow’s body and actually replaced it with her own. She couldn’t free Dash, oh no, Luna had to admit but Twilight had given her some ideas which had slightly awakened the Nightmare inside of her, but not so much so that Nightmare Moon would take over.

Once she had dealt with Twilight, she would not return Equestria to her sister as co-ruler and remove all the latex. Oh no, she wanted the control and power just like Twilight, but unlike Twilight, she wasn’t corrupted to the bone. She still cared about the happiness and well-being of her subjects, and would not treat them as mindless drones like Twilight did.

In a way, she was trying to convince herself that what she was doing was actually good and right, but then again, who would care? Most of Equestria saw her as the enemy and her own liberated subjects saw her as a benevolent Queen.

After this moment with herself in her mind, Luna walked back over to the campfire, leaving Dash hanging in her pod at the tree. “So, I will have Dash under my control, but I fear that we have given our position away due to my actions… the Everfree is a big place, so let’s hope that the drones don’t find us in four hours. I will need Dash to defeat the other five.” Luna told Maple who was sitting next to her.

Maple smiled, and replied to her Queen in a soft sweet voice.

“Oh don’t fret, my Queen. I am sure your calculations were correct, just like when you caught me. Besides, we will protect you, plus the new mare, Cherry Blossom.”
Maple pointed at the new mare, sleeping with the others in the big tent, enjoying each other's body heat. Luna at first created a separate set of tents, but this was quicker to move, and plus, the nights were so much better together, safe from the Rubberlings who wanted to destroy their way of life.

“I know I did, Maple. It is just… well this was a highly risky move. I have worked a century on this, and to see it hang on mere minutes, and one change of the wind, it is unsettling, to say the very least.” Luna pouted, hanging her head onto Maple’s lap.

“As I said, we have faith in you my Queen. Our love and devotion will lead us to a new Night.”

Luna smiled, knowing that the words Maple said were not a product of her magic, as this mare was her devoted follower since day one. Even her rubberling programming was insufficiently strong to make her hurt Luna, let alone arrest her. She looked up, her belly exposed, smiling at her favorite.

“Give your ruler the kiss she deserves.”

Maple lowered her muzzle and did just that, giving all she had to her object of devotion.
Only after a few loving minutes, and a nice cuddle did the two break. Luna was now back to her strength, the love she gathered, much like the creatures she wanted to overthrow, helping her towards that.

“I guess all we can do now is wait and hope. Chess?” the shiny Luna asked, her guard now on low.

“You know I have won every time, right?” Maple teased her sweet smile ever present.

“A little sass in with the sugar I see…” Luna chuckled, as they set up the pieces.

Exactly four hours, and three losses in chess later, Luna walked back over to the pod to check on her prisoner. She looked through the shiny blue pod and saw how Dash had been turned back into normal. Her normal color pattern had returned, she didn’t have holes in her hooves, nor did she have fangs, a ragged horn, bug like wings, and chitin plating. She looked like a normal pony now, just made out of latex.

Thankfully, just in time as well. Luna had put out a few magical sensors around her camp, located several miles away, but slowly, more and more of them were starting to warn her about movement, Rubberling movement. They were close it would probably be just a few minutes before they arrived.

She didn’t have any time to waste! Gently, she used her magic to open the pod, the new latex pony sliding out of it with the blue goo, softly hitting the floor below. Rainbow Dash seemed to be… snoring? Well, at least some things never change.

Luna let her horn glow now, her magic starting to remove all the goo residue off of Dash’s body, dropping it next to her so she could gaze at the lovely, new latex pony. Yes, she looked a lot better in her natural colors than her drone black and green.

“Come on… wake up…” Luna softly mumbled, poking Rainbow Dash in the side, as she felt the urgency of the situation.

“Ughh… five more minutes…” Dash replied in a sleepy tone, pushing the hoof away. However, some more forceful prodding made her open her eyes and groan out. “Ugh… my head…”

Dash started to push herself up now, leaning against the hard bark of the tree behind her. “Woah… shiny…” She spoke, her mind obviously hadn’t caught up yet. However, it did not take long before she widened her eyes, her eye now filled with black and blue spinning spirals, signaling her obedience to Luna as she first had light green and dark green spirals in her eyes. “I… remember… I was a drone… mindless and obedient.”

Her gaze drifted over to Luna who stood before her, a concerned look on the Alicorn’s face. “You… you saved me thank you!” Rainbow Dash wasn’t one to quickly thank somepony or show her softer side, but this was a special case as she had been saved from enslavement… or at least that was what she thought, as she was just another slave now, but to Luna this time.

Luna was quite surprised when the cyan pony hugged her, but she let out a sigh and patted Dash on the head. “I’m trying to save everypony, Dash, but you need to help me. Your friends are coming here… but as you know, they are Rubberlings. I need you to help me. Grant me your power of Loyalty so that I can forcefully remove Twilight’s corruption from their minds and make them loyal to me.”

“Anything for you, my Queen!” Dash replied in kind, raising her hoof to the sky.

“... You have absolutely no idea how to do that, don’t you?”

“Not a clue!” Dash replied in optimism once more, making Maple chuckle and Luna growl in frustration.

“It’s easy Miss Dash. All you have to do is look inside, and picture yourself with Luna, in your perfect place. Once you do, our Queen will take the rest.”

“My perfect place?” Dash blushed.

“Eh, yes. Mine was a nice picnic.” Maple chuckled, as Dash blushed even harder.

“Okay, here goes…” Dash said, and closed her eyes, as did Luna.

For the next minute, both Dash and Luna screamed, moaned and panted in unison. Only after they both collapsed to the grass, did they open their eyes.

“Remind me to give Miss Dash a private session if we survive this Maple.”

“My, that was some picnic!” Maple replied, chuckling nervously.

“Yeah… picnic.” Dash responded, panting as much as Luna.

“Did you link up?” Maple asked, as she used the rubber on her to produce armor, an ability every mare under Luna had gained.

“Oh boy did we ever…” Dash whispered, creating the armor as well, the link feeding her with knowledge about her new body.

“Defensive positions!” Luna screamed, as the rest of her troop of some 50 mares stood in a horseshoe formation.

“There they are!” Cherry Blossom screamed, as around 100 of Rubberlings rose from the shadows of the trees.

Luna turned, having put on her armor just in time as a Rubberling had pounced on top her and pinned her to the ground. Her horn already lit up to blast the drone off of her, but luckily Dash was there as well, instantly pushing the drone off of Luna and starting to give it quite the beating.

Luckily pain wasn’t permanent, so that drone would be fixed soon enough once she was one of Luna’s latex slaves. “Alright, slaves, you keep the main bulk of the regiment busy, so that I can slip towards Applejack and her friends and use Rainbow’s power on them. Failure is not an option.”

Rainbow Dash stood at attention for a second and saluted before quickly getting back to the beating before the drone could get up. “Where the hell do you think you’re going?”

With her slaves having their orders, Luna started to head deeper into the enemy group. She created a magical shield and sword, holding it in her levitation. A drone jumped at her, but she quickly bashed him with her shield, sending him flying against the trees. Then another drone tried to pounce on her from behind, but she turned and cut off his hooves. Drones didn’t die, their latex could be repaired, it just took some time and care.

Starting to make her way deeper and deeper into the ranks of the enemy, she noticed how the more tough drones were stationed here closer to the five important drones. She saw Big Mac, now Drone 117, as well as Shining Armor, Drone Ten. The two of them were large, muscular rubberlings. She knew that Twilight called those types of drones the Behemoths. Taking them down would be hard, but she knew that if she did so the way towards the five was clear.
Instantly, 117 charged at her as if he was some kind of battering ram, which he actually was. She was just in time to evade, preventing herself from being turned into a puddle of liquid latex. The moment she evaded, she hit 117’s head with the base of her sword, but it only seemed to anger him more.

Meanwhile, Ten had decided to shoot some magic spells at her, these spells fused with raw power, each hit on her shield sending her a couple of inches back into the ground, sliding further and further away.

She needed to have a plan, one which would give her the upper hoof because fighting like this would only serve to tire her down. Perhaps… perhaps she could use the spells to her advantage. She focused her magic on her shield and it was starting to glow a little. The moment one of Ten’s beams hit her shield, it just reflected off of it, going back towards Ten.

Due to being so big and muscular, Ten did not have the same amount of agility like Luna and couldn’t evade, hit by his own beam now. The power sent him flying back against the tree behind him. It wasn’t enough to knock him out, but Luna had quickly teleported near him and used her new latex abilities to form ropes around his body, the latex ropes binding him tightly to the tree, almost unbreakable.

“Usually I take my time, but I guess I have none right now.” Luna said, and made her hoof liquid coating the large penis the rubberling had completely.

As her blue rubber entered the inside of it a link was formed. This one was not a pleasant one like that with Dash, formed with care and love. This one was primal and predatory, as Luna channeled her ideas right into the drone. Each memory of his old life resurfaced, but as a mare, Twilight's sister, a powerful general, ready to give her life for Luna.

Quickly, the rubberling blew his load into Luna, as she moaned as well. She had him, or rather her. Sure, the change would take hours, but for the fight she was out.

Drone 117 looked on, in shock. What did this fiend do to his brother, his rubberling kin?! He charged anew, only to out smarted once again. Luna used the new power she had harvested from Ten, and dodged the lunge, only to uppercut him right onto his back, and into unconsciousness.

Now all that was in front of her were her targets, and the elite of the Rubberlings.

Luna sighed a bit before heading deeper into the forest, eventually arriving at a clearing where the five friends were. All of them were there. Cadance, AJ, Fluttershy, Pinkie, and Rarity. Or rather now Two, Five, Six, Seven, and Eight. She gazed at them and they gazed at her.

“I always knew that Four’s over inflated ego would get the better of her.” Five started, obviously the leader of the group, even though Two was formerly an alicorn. “Our Queen should have wiped that from her mind when she had the chance.”
“I, for one, am quite pleased that she did not as it allowed me to take control of her, after all.” Luna simply replied, keeping her guard up and looking at the ponies that were now slowly moving to encircle her.

“It does not matter. After we are done with you, pretender, our Queen will turn you into a mindless and obedient drone like us. She even reserved a special number for you, Drone Zero. You should be honored.” Two said, taking her position in the circle.

“Yes, and then you can serve and obey our Queen, just like us. She will make you lick her marehood, speak a mantra over and over again, all without thinking! It’s so much fun!” Seven replied with a smile on her face, the former pink pony hopping over to her position.

“It is so lovely to serve, I have to admit. I mean, the Queen allows me to make her latex dresses from time to time, when she needs to show up at a fancy meeting with dignitaries from other countries. She even lets Drone 54, you know her as Sweetie Belle, help me with it. It’s such a good life, why would you resist?” Eight then told Luna, as her own part in trying to convince Luna to surrender and become a drone.

“I… umm… well, I just like to be her pet and cared for… the Queen cares really well for me… I sleep in a cage at night… She likes to see me as her pet but if I’m really good, I can sleep with her in bed. Don’t you want to be her pet, too?” Six then asked, the shy pony standing behind Luna, slightly shivering until a wave of obedience washed over her and she went emotionless, just focused on the task at hoof.”

“While these are all good reasons to have you serve… me, it will not convince me to serve Twilight. Instead, it urges me to defeat her even faster now. And luckily for me… you have walked right into my trap.” Luna smirked victoriously as Five gasped and pointed her.

“She’s planning something! Capture her!” Five shouted, followed by the ponies all saying ‘I obey’ before they pounced towards Luna. However, they just landed in a pile, phasing through Luna’s body, the blue latex mare appearing behind the group, standing on a rock.

“My mirror spell worked, and now it is time to put my real spell into action.” Before any of the five drones could react, Luna lifted them all up in her magic, her eyes starting to shine magenta, signaling Rainbow’s loyalty. “Now, it is time for the five of you to become my slaves and help me bring Twilight to her knees.”

A Bedtime Story

by Bass Canon

Chapter I: Old Tales and Happy Endings

Chapter II: Shiny Mares and New Threats