I: Bad End

The cold air of the gutted castle lingered, as Twilight stared ahead at her nemesis. Nightmare Moon was stood atop a plinth in the centre of the hall, laughing maniacally as she lowered her gaze to meet Twilight’s. Her laughter trailed off, as a smug smile crept across her lips. Twilight was stood with her head down, getting ready to charge. The Mare in the Moon stared down, dumbstruck. “You’re kidding. You’re kidding, right?”

“YAAAARRRGH!” Twilight screamed as she ran forwards towards the Princess, her horn sparking violently as she charged a particularly lethal spell. Small flecks of light flew forth as sparks jumped outwards, dissipating in the air. As she approached Nightmare Moon she threw her head to her side and back again, launching a bolt of intense purple energy directly at Nightmare’s face. But the bolt merely froze in mid-air. Twilight skidded to a halt, tripping over her hooves as she hurriedly stopped. She couldn’t believe it. With as little effort as a flick of the hoof, Nightmare Moon had stopped the bolt in its tracks. It hovered just a few inches in front of her face - pulsating and twitching sporadically – as Nightmare Moon grinned down at the shocked unicorn. Her wide, toothy grin was bathed in a warm purple light as it emanated from the bolt. And just as easily as she’d held it in the air, she launched it back at Twilight. It crashed into her chest in an explosion of pure energy as Twilight was flung backwards across the castle. She collided with the cold brick of the far wall, and slid down into a crumpled mess on the floor.

In a heavy daze, she couldn’t comprehend what had just happened. She’d been shown a huge variety of permutations of magic spells during her studies in Canterlot. She’d been taught the different types of offensive magic, the art of levitation, the intricacies of magical manipulation. The full works. But magic was unique to each unicorn. As Celestia had told her, “When you cast a spell, that resulting magic is as unique to you as your cutie mark is. It cannot be influenced by any other unicorn. It cannot be changed, it cannot be stopped. Your spells are your own, so you must be careful. You won’t be getting…” Twilight’s memory of Magic Class slowly evaporated as she drifted back to reality. She could hear the sound of hooves on stone, as someone sauntered towards her.

“Now, young girl, you don’t have any idea what you’re doing here, do you? You waltz into my castle with your idiotic friends, thinking you could take on the world and win. But look at you.” She gestured down at Twilight’s prone form, laughing at just how pathetic the unicorn looked. She had burrowed her head down in between her fore-legs, like a young filly hiding from thunder. “You’re an embarrassment. You and your friends. Disgusting parasites upon this, my rightful kingdom.” She threw her hooves apart grandly and waited there, as if expectant of a round of applause from an imaginary audience. She looked back at Twilight, who still lay prone with her head in her hooves. Nightmare Moon rolled her eyes, before stamping her hoof on the floor. The sound echoed around the room, overlapping itself as it slowly faded away. “LOOK AT ME!” Her quiet, aloof tone had been replaced by one of pure wrath.

Letting out a short yelp of fear, Twilight lifted her head from her hooves and stared up at her attacker. “I’m… sorry. Please let me go.” The anger was immediately gone from Nightmare Moon’s face, as her lips again curled upwards. A short snicker escaped her as her horn began to glow a dark blue, casting a dull light upon the room. Being the dead of night, there was little natural brightness in the air, other than the slight, pale illumination of the moonlight. The light from her horn quickly snapped away as she finished casting her spell. She had produced a dark leather collar. Attached to the collar was a short, chunky leash. But this leash was odd, different from the ones Twilight had seen the dog-walkers carrying back in Canterlot. At one end was a clasp as usual, but at the other end there was another clasp, instead of the more normal handle. It was as if it was a leash designed to attach two dogs to one another. What on earth was this devil planning with it?

“Here you go, precious. Put this on, and you’ll feel so much more like your proper self.” Nightmare Moon slowly levitated the collar down and around Twilight’s neck, before clicking the buckle shut. She did it slowly, making sure the leather nicked and pulled at Twilight’s fur as it wrapped around her neck. She wanted Twilight to feel everything. “Now, young one, that harlot Celestia has probably told you quite a bit about me. You obviously felt that you knew everything you needed to, or else you wouldn’t have rushed into a mission so,” she paused, choosing her words very carefully. “…deeply regrettable for you.” Twilight squirmed underneath Nightmare Moon’s legs, trying desperately to escape. But it was no use. Nightmare Moon’s magic held the leash firmly in place, leaving Twilight immobile beneath her adversary.
“Here this, I have something to tell you that Celestia probably failed to mention. You see, I’ve been rather dishonest with you. I’ve been hiding something. But as you ponies teach, one should love and tolerate everypony on this forsaken husk of a world. So I’m going to show you what I’ve been hiding.”

Nightmare Moon closed her eyes as she concentrated. Her horn bathed the room in the same blue hue as before, as this time her whole body was slowly engulfed in the light. Twilight shielded her eyes, almost blinded at such close proximity. The light vanished, leaving Nightmare Moon stood before Twilight again. But now though, there was something new. Something horrific. Twilight wretched.

Hanging between Nightmare Moon’s legs was a gargantuan set of male genitalia. It wasn’t just big, it was… freakish in its size. The twitching cock hung down limply, but even flaccid its head was rubbing against the castle floor. At the base of her cock was something strange. Just before the skin of her sheath, a large metal shackle was clamped around her member. It was clearly too small for a cock of that magnitude, if it was even designed to go around a cock at all. It dug into the flesh, pushing out the veins around it, causing the whole cock to bulge and pulsate in a strange, almost alien way. As Twilight's eyes moved backwards along the shaft, her mind settled on Nightmare Moon’s ballsack. It was a disgusting sight. To say they were oversized was an understatement. The monstrous testes were so swollen, any normal pony would’ve needed a cart in order to move them around.

Nightmare Moon caught Twilight staring, her mouth hanging open slightly. She yanked on the lead, pulling Twilight right up against her urgent, purple member, forcing Twilight’s face against its head. A hot streak of pre-cum smeared across Twilight’s cheek. It smelt odd. Not unpleasant, just strange.

“Do you like them, my dear girl? Let me explain. 1000 years ago my sister banishes me to the moon. 1000 years I am trapped up there, with no one to talk to, no one to play with. And she knew that. So the last thing she did before banishing me was bestow this gift unto me.” She pushed Twilight’s muzzle deep into the steaming flesh of her scrotum, holding her amongst the warm, musky folds of skin. Twilight gagged, as she was forced to take a deep breath of the pungent smell. She pulled herself away, shuddering in horror as a niggling part of her mind wished it was still devouring that scent.

“But not content with giving me this mighty cock - and no whore to break with it - she gave me the full prisoner treatment.” She shook her cock from side to side - rattling her shackles - smacking Twilight to the floor with her member in the process. No sooner had she hit the floor Nightmare Moon tugged her to her feet again. She continued. “She threw me into these shackles, before casting a spell on me for good measure. As long as I remained on the moon, I would be eternally hard and unable to escape my heat, leaving me in constant lustful agony. No matter how many times I beat the seed out of me, the lust just came back, clawing at my mind. 1000 years needing to breed, and no one to do it with. I could feel myself swelling, churning, desperate to pump my seed into some needy bitch. But now that I’m back in Equestria those spells no longer affect me, so I just need to find someone to sate my needs. And that’s where you come in.”

Twilight desperately jerked on the leash that bound her, trying to break free, to no avail. She could do nothing but sit there as Nightmare Moon lined up her cock with her mouth. The smell she had gotten used to, but she could never get used to the size. And that was just looking at it. She grimaced as she felt Nightmare Moon pushing her flared, rock hard shaft against her lips. She tried to move away, but she had been pushed up against the castle wall. She was practically pinned in place by this shaft. There was nowhere she could go. And there was only one place that cock could go.

And it did.

Nightmare Moon broke her way past Twilight’s defences, and slowly forced her cock into her newest subject. She was overjoyed. 1000 years of waiting for a lucky mare to be her special cum-dump, and she had found that mare. And she had turned out to be none other than the Princess’ protégé. How perfect that was. Now all she had to do was break the slut.

Twilight hacked and spluttered as the massive slab of meat slowly slid further and further inside of her. Nightmare Moon inched forwards at an agonisingly slow pace, lingering in the joy of her prisoner’s warm innards. She stopped - only about a third of her length inside the unicorn – as she watched Twilight’s throat bulge profusely, stretching grossly in an effort to accommodate the vast member that was lodged within her. Twilight looked up at her assailant, her eyes full of desperation and fear. She shook her head as much as she could - what with the spear holding her head in place – and lifted her hooves in a praying motion. Tears were rolling down her cheeks, mixing slightly with the pre-cum that had already begun to drip from the corners of her mouth.

“Oh, Twilight, what are you trying to say? You want me to stop? You BEG me to stop? Well, considering you are a little busy to talk, I’ll just have to guess what you want. And I’m guessing… you want to be my cock-whore?”

Twilight continued to stare upwards, her sadness turning to cold, dark fear. She watched, helpless, as the other end of the leash levitated into the air. Nightmare Moon positioned the second clasp against her shackle, and hooked it into place upon one of the dangling chain-links. Twilight shuddered.

“Now, young lady, this cock is a part of you now. So long as we are attached, it’s not going anywhere. It can’t.”

Nightmare Moon lurched backwards, as if in an effort to remove her penis from her slave. As she tried to move away the leash went taught, and the air filled with a loud crack of leather. Twilight was pulled forwards from her back onto her knees, but the cock didn’t go anywhere.
“I’m stuck inside of you, until I’m soft enough that I can work my way out. And I’m not going to go soft until you pleasure me. What else will you do? Wait it out?” Nightmare Moon laughed cruelly as she slammed her hips forwards, burying her cock deep in Twilight’s insides. It was now the turn of her stomach to bulge violently, looking as if it was threatening to burst. “You can’t wait it out. I’ve been hard for a 1000 years, you think it might suddenly go down by some miracle? Ha. There are no miracles for you now.”

As Nightmare Moon bucked into her, Twilight’s muzzle butted painfully against the cold, jagged steel of Nightmare Moon’s shackle. Twilight spluttered violently, as cum shot from her mouth and nostrils. She couldn’t believe what was happening. She looked around for some sign that this was all a horrid dream, but there was no release for her. She could only accept it as Nightmare Moon began to piston her member back and forth into Twilight’s mouth. She screamed against the flesh that filled her, punching her hooves against Nightmare Moon’s underbelly. She scoffed.

“Please, Twilight, don’t pretend to be something you’re not. I’ve watched you from the moon. I’ve seen your dreams. I know what you got up to as you grew up. I know what Celestia made you do when you were a filly in her class. I’m surprised you survived your time with her. Your little asshole must have been raw. And I know what you did with your Dad when you graduated. Sure, his cock down your throat is timid and laughable compared to mine, but you aren’t a stranger to the rough stuff. We both know you love it.”

Twilight twitched and shuffled from side to side as the hulk of purple, corrupt meat slammed into her again and again. She could feel a warmth to her very core as it spat heavy dollops of pre-cum into her belly, sloshing around audibly inside of her. The motions of her captor were becoming faster and faster as she pumped her length in and out, gasping as Twilight’s throat contracted around her length. Twilight’s struggles for freedom had begun to subside. She slowly slumped on her haunches, accepting that – like it or not – there was no way she could break free. There was little she could do but retreat amongst her own thoughts, as her belly began to swell slightly with the volume of pre building up inside her.

“This is so disgusting!” She thought to herself. “Where are my friends? Where is the Princess? Can’t anybody help me?”

“… But why would I want help?”

Twilight’s eyes widened with fear as she realised what she had just thought. No, surely not? She couldn’t let Nightmare Moon corrupt her! She couldn’t fall at such a humiliating hurdle. She had to stay strong! But the thoughts were there. A tiny, niggling voice in the back of her mind that was gagging for Nightmare Moon. A voice that revelled in the delight of choking on her enormous cock, which continued to thrust its way in and out of her throat. A voice that wanted Nightmare Moon to break her - destroy the Twilight that once was - and transform her into nothing but a cock-addicted baby factory.

She had to fight it.

Nightmare Moon grinned. She knew what the unicorn was thinking. And she knew the unicorn would lose. But perhaps a little extra incentive was needed to tip the balance.

Nightmare ceased her thrusting, giving Twilight a joyous moment of recovery from the onslaught. Looking down past Nightmare’s cock and balls, Twilight could see Nightmare Moon's tail beginning to drift slowly towards her. It was forming into that mysterious mist that Twilight had seen Nightmare Moon transform into beforehand. But this mist looked odd. Different, more… solid. First the tip, then a longer stretch of her tail formed into a solid, writhing mass. It looked like a powerful vine that would’ve hung from the trees in the Everfree forest. But unlike a vine, this mass moved with purpose. It was like it was alive.

This new form slithered towards Twilight from underneath Nightmare Moon. It rose slowly into Twilight’s vision, hovering there for a second. She stared at this monstrosity as it slowly brushed itself against her face, leaving a trail of an odd, mucous-like substance on her fur. She sniffed at it cautiously as the ‘tentacle’ sank back down towards the floor. The aroma of this mucous was incredibly powerful, but it was not a smell she could put her hoof on.

“It smells quite nice…” The voice piped up in her head again.

Twilight concentrated as she tried to shut it out.

“Imagine that beast sliding down my throat. Oh, the things it could do to me. I wonder if I could take her bloated horsecock and her tail in my mouth at the same time. Perhaps I should practice, it would please her so!” In desperation, Twilight smacked the side of her head with her hoof. The voice was suddenly gone again.

Back in the room, Twilight could see what this mass was actually trying to do. She began to wail uselessly against Nightmare Moon’s cock as the tentacle pushed inquisitively at her pussy. She snapped her legs shut, crushing the tentacles head between her thighs. Now it was Nightmare Moon’s turn to let out a yelp, caught off guard by her slut’s insubordination.

“You insignificant wretch! What in Tartarus do you think you’re doing?” Her horn lit up as two pools of magical energy gripped Twilight’s thighs and thrust them apart, smacking her legs back down onto the cold stones beneath her. “And to think I even considered treating you gently,” she sneered to herself. Twilight clenched her muscles desperately, but she knew it was useless. She could feel the rounded tip of Nightmare Moon’s tail slithering into her moist hole with minimal effort. It continued to push its way further and further into the unicorn, constantly lubricating itself as it continued to emit that same mucous-like substance from its tip. Twilight squeezed her eyes tight as she could feel her belly bulging to accommodate this additional beast in her tight interior, alongside the member that bulged her throat out so distressingly. It finally stopped travelling, coming to rest deep inside her mid, before starting to thrust slowly and methodically in and out.

As it did, Twilight could feel the cock moving in her throat again. She kept her eyes pressed tightly closed, desperately begging to anyone beyond that may have been listening.

She hated every second of this cruel abuse, but especially hated how it was starting to feel good.

Suddenly, she felt the urge to open her eyes again, and face her captor head on. Her eyelids crept upwards, as the cock before her came into focus. Eyes now wide, Twilight realised. Nightmare Moon wasn’t thrusting against her face.

Twilight was the one doing all the work, sliding her head back and forth along the shaft that occupied her throat. Nightmare Moon was just stood over her. Other than her tail thrashing madly at Twilight’s nether region, she stood motionless. She wore a grotesque smile across her face, mad with lust and power. Her eyes were sharp, alert, and staring deep into Twilight’s very soul. A drop of drool that had built upon her fangs dropped towards the floor, bursting against Twilight’s muzzle as she worked the cock before her. Her lips slowly parted as she spoke.

“Ha…ha, it’s happening. It’s really happening! Oh, how long it has been! Twilight, dearest, you REALLY didn’t know what you were getting yourself into by coming here. I once had the entirety of this nation at my hooves. Stallions and mares alike were desperate to guzzle down my seed, to breed me and one day have the honour of birthing my foals. The only thing that brought those ponies pleasure -once they bore me said foals – was the hope their children would inherit tools as mighty as mine so they could be fucked senseless by them too. My magic is far more potent than your Princess would have had you believe. Potent enough to break the mind of even the strongest pony that faced me. And you are no different. My essence has been deep within you this whole time.” She motioned vaguely at the tentacle that continued to thrust aggressively into Twilight’s battered vagina, leaking cum from her ballooning belly onto the floor. “And my essence has twisted your mind and body alike. It has touched your very soul, and turned it black. Your body is obviously completely under my spell already, but I wonder if your mind is too?” She stared closely at Twilight’s face and gasped with delight as she saw a single tear rolling down her new cock-whore’s face. “Ha! You are still in there! Oh, you must be loving this! The knowledge that your body is dedicated to me, and there is nothing you can do but scream internally.”

Twilight could only watch herself as she lunged forwards and back, drawing huge gulps of cum deep into her belly as she swallowed Nightmare Moon’s member eagerly. She sobbed as she felt one of her hooves lifting itself up to the base of this disgusting, euphoric shaft and begin to caress and massage it. It ran its way along her skin, manipulating the flesh as it settled on the shackle that was still locked firmly in place.

The corrupted voice within arose again, louder and stronger than before. “Come on, this is so great! Why would I ever want to deny this? I would be the perfect slut for this beautiful goddess! Just imagine what I could do if I completely submit? Oh, what I would give to feel that angelic cock force its way into my anus! To feel that rock hard slab pushing into me, manipulating my useless little body to accommodate itself! I want to feel myself be stretched and bent around her, so she can use me as the meagre fuck-toy that I am! And imagine the babies she could pump into me!”

Twilight tried to fight this alien presence in her mind, but she simply couldn’t. It was too powerful now. Besides, perhaps the voice was right? After all, the sensations of the cock in her mouth and tentacle in her pussy had both filled her with a sense of shame and self-loathing initially, but now… she welcomed them. She hadn’t realised it, but she loved the feeling of Nightmare Moon’s huge, corrupted form inside her tight, pathetic little body. Why had she ever tried to deny it?

Returning to the matter at hand, she began to work her cock even faster, wrapping her tongue sensually around every pulsating vein she could find, rubbing the meat she couldn’t hold in her throat slowly and deliberately with her hooves. She caressed the gigantic, churning balls that hung down below Nightmare Moon’s hind quarters, blind with excitement for the moment she would be drowned in the royal cum within. She also shifted on her hooves, manoeuvring herself so that she now straddled the tentacle that was buried deep within her desperate, hungry womb. She slammed her hips down against the floor, forcing the entire mass into herself in one swift motion. Nightmare Moon stumbled on her hooves, almost overwhelmed by the heavenly feeling it generated within her.

Twilight was now in her element, her throat and belly stretching and shrinking as the two huge masses inside her butted against her walls. Her mind was awash with thoughts of her future with her new Princess, how exciting it would be. She rose and fell onto the tentacle at her pussy, pounding it relentlessly. It slid in and out of her with ease, now lubricated with the vast amounts of excess pre-cum that it had already sprayed into its willing victim. Twilight looked up into the eyes of her mistress. Nightmare Moon’s eyes were looked oddly vacant, as every muscle in her body had begun to shake and twitch with anticipation.

Suddenly Nightmare flung her weight forwards, crashing her fore-hooves into the wall that Twilight leant on, sending cracks radiating out over the brickwork. She had hilted herself in Twilight’s throat again, cracking Twilight’s nose against her rusted shackle. The tentacle, too, forced itself as deep into Twilight as it could possibly go, before beginning to spasm wildly. Nightmare Moon was cumming.

The wave of cum was like nothing Twilight had ever seen, or felt. The loads she had been given in the past by her mentor and by her father were immediately forgotten as 1000 years of lust fired into her stomach and womb. It shot down her throat with incredible velocity, bulging and stretching her stomach profusely. It ballooned out with wild speed, smacking into the cobble below and continuing to expand. As it did she could feel her womb filling with the same euphoric heat, as the tentacle pumped vast quantities of spunk into her slathering twat. She was being filled from both ends, her body stretching and gurgling as it continued to fill at an alarming rate. By the time the flow finally ceased, she looked like she had had a baby dragon pumped into her lucky womb.

She could feel the tentacle slowly dissipating, as it transformed from the solid mass back into the same celestial essence it had always been. The absence left her pussy feeling tragically empty, as it gaped around the member that had once been there. She also felt her mistress slowly going soft in her mouth. Her cock shrank inch by inch, as it reverted back into its sheath. With a slow and audible pop, it withdrew from Twilight’s raw throat and pulled itself out past her lips. As it continued to shrink Twilight wrapped her hooves around Nightmare Moon’s now flaccid cock, rubbing and pulling at it, desperate to bring it to full mast again.

Nightmare Moon looked down at her slave inquisitively, before slowly releasing the leash that bound the two together. Twilight flopped to the floor, exhausted, wallowing in a deep pool of semen that surrounded her. But she didn’t try to run. Nightmare Moon knew she had her on her side.

“Good girl, Twilight. 1000 years I waited for someone to pleasure me, and then you come along. You, with your kindness of heart, your good intentions, your sweet little mouth. All mine now. I think you deserve to be a part of my brood. You’ll be giving birth to the first of my empire soon, and then you get the pleasure of raising them to be a proud member of my army. Strong in body, mind and seed.”

Her victory speech was cut off by the sound of multiple ponies galloping towards them down the castle corridor.

“Ah saw her gettin’ teleported in here by that spell! We gotta find her!”

“Don’t worry Twilight, we’re coming to save you!”

Nightmare Moon pulled Twilight to her hooves by her side, and turned her to face the doorway. “Now, I hope you’re ready, young one. We are going to have to introduce your friends to our little brood. First these five, and then all of Equestria.”

She looked up to the decrepit castle window, the moon lingering above them in the dark night sky. “Those pathetic little ponies will tremble at my hooves once more, as I claim my rightful place on the throne, with my breeders by my side. I hope you are ready for me, Celestia.”

II: Turning Tides

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II: Turning Tides

Nightmare Moon stared forwards as the sound of approaching hooves grew ever louder. Those other ponies would be on top of her at any moment, and she needed to be ready for them. Nightmare Moon looked down at the corrupted Twilight Sparkle, her abused body and swollen womb looking ever so beautiful. She had wrapped herself around her Masters foreleg, desperately licking at her hooves. Her body twitched occasionally, still reeling from the sensations forced upon it not five minutes earlier.

“Twilight. Please cease that.”

The mare immediately broke her grasp around Nightmare’s leg, shimmying backwards slightly in order to look up into her eyes.

“You may have finished your servicing of my body, but you still have work to do. Those maggots you once called friends fast approach, and they will wish to take you away. Now, I KNOW you wouldn’t want that to happen, so you must do as I say. Lie still, hide your face. Play the victim. Bait them into the chamber. Once they are within these walls, I will set to work. But listen well. My magic may have already changed your mind, but it has not finished its work. Remain still until you have completely changed. You will know when my magic is finished with you.”

Hoofsteps echoed through the halls; those ponies were almost upon Nightmare Moon. She closed her eyes and vanished into vapor, slithering across the floor and coming to rest in a dark, shadowy corner of the hall. Even in this new eternal night, some light came to rest upon the ground as the moon hung low in the sky.

Twilight watched as five elongated shadows were cast against the wall of the corridor ahead. As they grew larger and larger, Twilight ducked her head down against her hooves, and began to loudly sob. Applejack led the charge as the group of friends burst into the room. Looking around they saw little sign of a struggle. No Nightmare Moon, just the twisted remains of a once great castle, and a scared little pony crying her eyes out.

“TWILIGHT!”

The ponies sprinted forwards, completely dropping any notions of security or awareness. Their hooves reverberated loudly against the heavy-set brickwork of the castle floor as they moved. As they approached, a strange sound of creaking vibrated around them. A variety of weeds and plants growing in the cracks in the castle floor had seemingly come to life, wrapping around their legs with astounding speed, bounding them in place. All except Twilight, who remained free of the trap. Curious.

Applejack strained to lift her hooves, but to no avail. Whatever had influenced these plants was still working it magic, as their grip was way too strong to be natural. They were all trapped there now, no matter how hard they tried to free themselves.

“Rarity! Can’t you try casting a spell on these things or something?”

The white unicorn looked down at the vines, attempting to wrench them away with her telekinetic abilities, without success. Whoever was controlling the plants wielded far more powerful magic than her. Applejack continued to struggle as she looked around.

“Damn it, Nightmare Moon, we know it’s you! Show your face and let us go! Don’t worry Twilight, we’ll help you soon!”

The eyes of the group came to rest on a distant corner of the castle where a dull blue light had begun to shine. Emerging from the shadow strode Nightmare Moon, her face a picture of pride.

“You knew it was me, and yet you still came? How laughable. You know, I thought you it was simple naivety to on your part to intrude into my home, but now I’m thinking it must be stupidity. That, or ignorance. Either way, those really aren’t pretty traits for ponies to have.”

The villain began to sidle forwards, taking each step slowly and methodically. She flashed the white of her teeth as she smiled. She loved to watch her victims squirm.

“But never you mind what foolish motives leads one to come here. You’re here now, and that’s really all that matters for me. For us. You see, there is a magnificent future ahead for this world, and you shall all be integral pieces in birthing it.”

Rainbow Dash stared up at the corrupted mare, flapping her wings wildly in defiance. Pointlessly, of course. She spoke with confidence.

“What in Celestia’s name are you talking about? We aren’t creating some lame future for you! We aren’t doing anything for you! What, just because you have the upper hoof at this second, that makes you think you’re in charge? Please, we’re made of stronger stuff than that, right girls?”

Rainbow looked around and was alarmed to see a lack of support from the gang. While Applejack cheered in approval, the others remained awfully quiet. Fluttershy had dropped to the floor, burying her face into her mane as she quaked with fear. Pinkie Pie was bouncing around on the spot, obviously desperate to free herself of the bonds that held her still, and Rarity was leaning down towards their stricken friend. Their stricken friend who – in fact – had not only stopped crying, but was also staring up at the approaching Nightmare Moon with a look of both intrigue, and…?

Rainbow couldn’t quite read the emotions on her face, but she didn’t have time. Nightmare Moon was right in front of her. The alicorn began to slowly circle around her, resting a hoof on her back and running it along her body. The sensations caused Rainbow Dash to shiver profusely.

“Now, as I was saying. I must inform you, you won’t be leaving this place the same ponies you were as the ones that just waltzed in. But I’m sure you’d all already realized that. You see, I will forge a new future for this nation, one with me as its rightful master. And there is a place by my side for you, for all of you. With you as my aides, we can create a new world, baptized in lust.”

The powerful mare came to rest in front of Rainbow Dash’s face. She slowly lowered her head down to Rainbow’s level, staring deep into her eyes. There was that flash of teeth again.

“Come on, can’t you picture that utopia?”

Rainbow responded by hacking a heavy glob of spittle and phlegm across the mare’s face in defiance. It lingered on her muzzle, before slowly beginning to drip to the floor.

“Go to Tarturus, whore. We would never work for you.”

Nightmare Moon stood straight, wiping her face clean with one smooth motion. She flicked the spit from her hoof, splattering it against Rainbow's face. She flinched. Nightmare Moon gazed down at the fool in front of her, who in turn stared upwards in self-satisfaction.

“Oh, Rainbow Dash. Honestly now, you’re misunderstanding the situation. I don’t expect you to submit to me out of choice. Oh, no no no. Since when did I say you had a choice in the matter?”

The others watched in horrified silence as Nightmare Moon walked around the mare again. This time she came to rest at her rear end and began to run her hooves sensually along her rump. Rainbow cried out in shock as the others responded with a mixture of screams and yells. She continued to rub her hooves against her body, gently pulling and pushing at her fur. She lifted her hooves away, before bringing one crashing down against the mare’s rear with astounding force. Rainbow screamed in alarm as the smack sent shocking pain shooting through her body. Rainbow fell to her knees as her back legs remained straight, leaving her behind presented skywards.

“NIGHTMARE MOON, DON’T YOU DARE TOUCH THAT MARE AGAIN OR HELP ME CELESTIA YOU WON’T LIVE TO SEE THE SUNRISE!”

Applejack’s voice was heroic, determined. Everyone else merely looked on in horror.

A short moan escaped from Twilight’s lips as she watched her master work. She abruptly cut herself short though as her body was overcome with a strange feeling: A strange feeling that quickly morphed into discomfort. She gritted her teeth, and it took all of her effort not to scream. Something was changing deep within her.

Nobody noticed Twilight’s plight as they instead focused on Nightmare Moon. She was rubbing herself, quickly arousing her member. Inches of flesh pushed from within her body as her cock expanded, the tip butting against the floor. Repositioning herself her cock was freed from the floor, and it quickly shot up – rock hard – smacking into Rainbow’s underbelly with a soft ‘whap’ sound.

Her terrifying shaft now fully erect, Nightmare Moon set about preparing her newest subject for the trial that was to come. She leant down, bowing her head so it came to rest inches from Rainbow’s genitalia. She held herself there, taking in gulps of the smell that flowed from her. The pegasus was hot, and the smell was heady. Perfect.

The other ponies cried in disgust as Nightmare Moon opened her mouth, unfurling her tongue. She pushed the tip against Rainbow’s exposed anus. As she forced her way past her ring, Rainbow tried to stand up again. A ball of magic energy on the back of her neck put a stop to that. She couldn’t stand if she tried. She had no option but to take it. She could handle it, right? She was made of strong stuff!

As Nightmare Moon's surprisingly long tongue explored Rainbow Dash’s insides, she lifted a hoof to her pussy. She began to playfully rub the folds of skin, slowly and deliberately. Fluttershy went weak at the knees as she watched her friend be abused by this foul demon. She hit the ground with an audible thud as she fainted.

Nightmare removed her hoof from the genitalia of her subject. What was she doing pleasuring her? Nightmare Moon was the one who was supposed to be receiving pleasure, not giving it to some slave. She wiped the juices from her hoof on Rainbow’s flank, watching as it soaked into her coat. She proceeded to pull her tongue free too, her subject’s anus now appropriately lubricated. A thick trail of saliva connected her tongue to the mare’s rear as she pulled back, but it quickly snapped as she moved.

Now for the main event. Nightmare Moon moved forward, resting her powerful forelegs on the ground, either side of Rainbow’s head. Stood over the mare she lifted her back leg slightly, guiding her vast horsecock up against Rainbow’s asshole. Pressing against the sweetly moistened hole, she took a second to bask in the sounds that surrounded her.

The quiet sobbing of the disheveled mare she was about to corrupt. Clearly she wasn't made of stronger stuff.

The screams of disgust and the volleys of abuse fired from the unfortunate group of onlookers.

The quiet groans of anguish as Twilight – largely forgotten about – shuffled uncomfortably as her body continued to morph.

“Don’t worry, Sparkle,” Nightmare Moon thought to herself. “Soon the pain will come to an end, and then you will be truly ready to fight and breed at Nightmare Moon's side."

She pressed on, slowly penetrating the mare beneath her. As much as she needed this, she couldn’t risk going too quickly. She wanted to show this fool the extent of her ability, but it could end very, very, poorly.

She inched forwards, Rainbow’s body distorting in a pleasing manner in an effort to take in the encroaching slab of flesh. Suddenly the mare let out an incredibly loud scream as her belly distended around Nightmare Moon's freakish flared cock. It would seem she was at capacity. Shame.

The demon leant down as her latest conquest began to scream abuse through choked tears.

“Get out of me, you disgusting monster! Celestia’s going to find out about this, and when she does she’ll put your head on a spike!”

Nightmare Moon’s response was mocking, callous.

“You know, for a pony so full of her own incredible ability, your body really doesn’t reflect that. You aren’t very accommodating for your true master. It’s quite embarrassing, really. But don’t worry yourself about that little fault. Please. By the time I’m done with you, your body will have been changed. My influence will creep through you, taking a stranglehold on your innards and your mind, morphing you to my perfect ideals. What do you think is happening to your mare-friend over there?”

Rainbow looked past the group, focusing on Twilight as Nightmare Moon withdrew the majority of her length from within her. Rainbow watched her friend - sat a few yards behind the others – biting her lips and shuffling awkwardly in pain as she began to stand up.

“GUYS, CHECK ON –“

Rainbow’s demand was cut short as Nightmare Moon slammed her length inside again, causing Rainbow Dash to cry out in shock. Nightmare Moon could feel her tip butting up against Dash’s walls, and it felt good. The mare was so tight, far tighter than the throat of her first new subject. But she wouldn’t be by the time she was Nightmare was done with her.

The shackle clamped around the base of her shaft rattled slightly as she pounded the poor mare, biting down uncomfortably against her shaft. Her huge balls shook violently between her legs with each thrust. Even after dumping an ungodly load down Twilight’s throat they were still at their full size, if not slightly bigger.

“Please, let me go…”

Rainbow’s voice was soft, pleading. A far cry from the boisterous tone she normally took. The fight had evidently been knocked out of her. Good. That meant there would be minimal defense when it came to corrupting her mind.

Applejack swore at the demon again and again until her throat was raw, all to no avail. As Nightmare Moon dominated her friend before her, Applejack was awash with a sense of guilt. She should have guessed the kind of dangers they would have faced. She should have warned them. All she could find herself able to do now was look away as she focused her attention on the friends around her.

Rarity’s face was an odd shade of green, as if she was about to be sick. Pinkie Pie’s body was shaking head to hoof, obviously desperate to break free of her bonds and do something. And finally, Fluttershy. Applejack turned to check on the unconscious mare.

Twilight Sparkle was approaching her.

“Oh, thank goodness, Twilight’s come round!” Help us Twi!”

Applejack’s voice fell on deaf ears. Instead the unicorn just continued to walk, slowly approaching the prone mare. AJ’s eyes grew wide as she actually looked at Twilight’s body.

Her appearance had changed, subtly in parts, in others, not so much… Her lips looked bigger, fuller, more plump. Her horn was bigger too, having clearly grown in both girth and length. She looked like she’d grown taller, by a noticeable amount. The bulbous stomach that hung beneath her was no longer dragging along the ground as it had been before she had grown taller.

The smell was practically potent, too. What was that?

As Twilight moved in front of Fluttershy’s face, AJ saw the answer.

Hanging from her crotch was a newly formed cock and pair of balls. They were close to the size of the average stallion, if not a little larger. It was an alarming shade of dark purple, similar to the colour of Nightmare Moon’s genitalia. Putting two and two together, it didn't take a genius to realize what had happened to the poor mare. Applejack stared at her swinging belly, her face changing as she came to terms with the corrupting substance that must have been inside it.

As Twilight approached, she took hold of the unconscious mares shoulders with her hooves. No longer a tangible threat, the plants that were wrapped around her legs became limp, Nightmare Moon releasing their grasp. Now free to be moved, Twilight rolled the mare onto her back, and opened her mouth as wide as she could.

With little hesitation the futanari mare pushed her cock down Fluttershy’s throat, quickly bottoming out as she came to rest her crotch against Fluttershy’s muzzle. She began to lift her thighs and smack them back down, abusing the body of the mare that couldn’t fight back.

“No… not you too…”

Applejack spoke under her breath, stunned into submission for the first time. Up until now she had felt fired up, angry. She had known who her enemy was, the evil alicorn from a distant time and realm. But now her own friend had turned. Humiliated, AJ slumped her head, focusing on the ground. She couldn't bring herself to look at anyone, and - unable to lift her hooves to her ears - had no choice but to listen to the pummeling of moist flesh in stereo now.

Nightmare Moon had gotten into a comfortable flow. She had accepted the lackluster ability of Rainbow’s disappointing body, and resigned herself to using the mare as an opportunity to get off. Her body would be exquisite by the time her influence had fully changed her, but that wouldn’t be able to happen until the mass of her seed touched her core. Fortunately, that moment was soon upon her.

Rainbow’s eyes widened as she felt her captor increasing her speed. She knew what was coming, and had no choice but to accept it as it arrived. With one last titan thrust Nightmare Moon burrowed her meat into Rainbow’s behind, holding it in place as her member began to twitch and pulsate. The heavens opened as an intense orgasm shook the alicorn, slathering Rainbow’s innards with one hot, corrupting load after another. With each shuddering orgasm a new string of cum was launched from deep within her monstrous balls. She watched Rainbow as the poor mare’s body twitched pathetically, her hooves shaking slightly. Her eyes had rolled into her head long ago. The skin of her belly stretched and expanded, forced outwards as the ever-increasing load that came to rest in her stomach.

Nightmare Moon couldn’t help but feel the slightest bit disappointed. Yes, she was corrupting another mare with her potent semen, but she wasn’t going to be getting her pregnant from this anal play. And what use was a mare to her if it was not going to bear foals that could be raised to become soldiers, or breeders like their parents?

She wasn’t going to waste this opportunity, and she had to make sure no member of her brood made it again.

Gritting her teeth as the violent orgasms continued, she quickly withdrew the entirety of her member from the mares battered anus. Of course, mere moments later Nightmare Moon could not see Rainbow Dash’s anus, as it was quickly coated with a thick load of spunk from her still firing cock.

With new-found determination, she buried the entirety of her length in the mare’s soaked pussy. There was no time for easing her in, she couldn’t waste any more of her seed. She pushed forwards, the surprising tightness of the untouched hole catching her off guard. She bit her lip as she felt yet more spunk volley from her raw tip with no sign of slowing down. Lost in the euphoria of the moment she flopped down over her subject, resting her head on the floor besides Rainbows. She took a good look at the mare’s face and smiled. Rainbow’s face was the picture of happiness. Her tongue had lolled out, and Nightmare Moon could see cum dripping from her nostrils and the corners of her mouth.

Clearly her mind had snapped like Twilight before her.

Nightmare Moon let out an audible moan as the torrent of cum continued to cascade from her, now taking its rightful place in the greedy womb of a mare that was good for nothing but birthing her young. This was the way the world was supposed to be. She closed her eyes in bliss as the never-ending orgasm drained her of energy. How beautiful this world was for her.

“NOW, DAMMIT!”

The light emitted from Rarity’s horn filled the castle, plastering the walls a dull blue. The energy formed a solid beam as it was launched across the hall at Nightmare Moon. Connecting with her side, the alicorn was flung away, sliding across the floor. She left a thick trail of cum as she moved, her orgasm finally starting to tail off. In her state of distraction she’d obviously let her guard down. Breaking her concentration, the spells she had been casting fizzled out. The plants that had held a firm grip on the legs of the ponies came loose, and they found themselves quickly able to shake themselves free. Applejack found herself taking charge as she barked out orders.

“Quickly! Where’s Nightmare Moon gone?”

Applejack, Pinkie Pie and Rarity scanned the room, but couldn’t see her. They only saw that purple mist as it floated away, heading towards the doorway that the group of ponies had first come through. Clearly she needed time to recuperate after that humiliation.

“Pinkie Pie, check on Rainbow! Rarity, get Twilight off of Fluttershy! We don’t have long before that devil comes back!”

Rarity turned on the spot, bringing her shameful friend into view. She grimaced as she watched Twilight thrusting violently against the abused Pegasus below her. From the slight movements of her body she’d evidently come around again, though must have been too scared to try and fight back. How tragic.

Rarity found herself able only to stare, her face a mixture of shock and misery. Twilight was on all fours, thrusting her new cock down with such violence that her balls smacked Fluttershy’s face like a boxer punching their opponent in the chin. With every motion Fluttershy lifted her head slightly – in an effort to look around for help – only to be knocked down against the cold floor again as Twilight forced her cock downwards.

“Rarity, you useless son of a… argh!”

The unicorn was snapped out of her shock-induced trance by the voice of Applejack. With no time to lose the sturdy earth pony had bolted forward, shoulder barging Twilight in the side. She pulled Fluttershy to her hooves as she watched the attacker go sprawling out over the cobbles. Fluttershy wrapped her hooves around AJ’s neck, holding her in a long hug. AJ could feel an out-of-character tear coming to her eye as Fluttershy sobbed quietly into her shoulder.

“There there, Fluttershy, it’ll all be alright, ya hear? This is all a bad nightmare, but we’ll be waking up from it soon. Dawn will break soon.”

Fluttershy followed Rarity and Applejack as they approached Pinkie Pie. The mare was leaning over Rainbow Dash, hopping from hoof to hoof, occasionally leaning forwards and shaking her friend’s body. Nothing she tried seemed to work, though. Rainbow was lying on her side, her whole body convulsing in the most bizarre of ways. Her face was plastered with a creepy image of euphoria, but her body looked battered and broken. Applejack was the first to speak.

“How is she, Pinkie?”

“Well Applejack, you see, I really don’t understand. I mean, she looks super happy but I can’t wake her up at all! Either she’s asleep, or really good at ignoring me! If it’s the second, consider me offended.”

Applejack stared down at their compromised friend before looking over her shoulder at Twilight, who lay prone a short distance away. AJ found her eyes focusing on the bulbous stomachs of both ponies. A brainwave.

“You know girls, we need to figure out what we are fighting here, and I’ve had a thought. Notice that Rainbow and Twilight are both... well, pregnant? At least, I’d assume they are. Either way, neither of them are themselves anymore. I reckon, and it’s just a hunch, I reckon that the seed is what corrupts your mind.”

She turned to Fluttershy, ready to pose an awkward question.

“Fluttershy, I want you to answer me this honestly. Please, you mustn’t be ashamed. Did Twilight cum inside you?”

Fluttershy shook her head, her eyes locked on the ground between them.

Rarity was next to pipe up.

“Applejack, darling, I’m not sure about that. Twilight may have been corrupted, but does that mean her,” she coughed awkwardly, “semen would be corrupting as well?”

Applejack thought about the answer, but Pinkie Pie was quick to interrupt.

“Hey girls, don’t you think this can all wait? I mean, we’ve got two sick ponies here and one poor shaken Fluttershy! We should probably get our butts out of here before the meanie comes back for more!”

“Good point Pinkie! Rarity, is your magic strong enough to carry a pony?”

“I can try…”

“That’ll have to do. Rarity, I want you to lift Rainbow onto my back, I’ll carry her out of here. Pinkie, you need to look after Fluttershy, and Rarity, I want you to carry Twilight out. Everyone know what they are doing? Good. Then go about it.”

Applejack braced herself as Rarity levitated the bloated Rainbow Dash onto her back. She strained under the effort as the inflated mare was rested down on top of her, but she managed to maintain her composure. Rarity then trotted over to Twilight, who was lying unconscious after colliding with a nearby wall. With a little effort she levitated her into the air too. Having gone to the aid of their friends, the bedraggled group headed for the castle exit.

Progress was painfully slow, but they couldn’t risk leaving one another behind. Everyone was struggling, with Applejack having especial difficulty underneath the awkward weight of the hideously inflated Rainbow Dash, whose weight must easily have triplicated after her ordeal. After a short while the group found themselves in one of the once grand hallways of the castle, and they could see their exit. They were close, but they still had an ungodly amount of forest to traverse. The light of the moon here was tinted a multitude of colors, as the hallway was adorned with the remains of several stained-glass windows. Each had once depicted some scenes of Celestia and Luna a long time ago, but those murals had been lost to time.

The girls froze. Echoing around the hallway. A shrill, smug cackle. Nightmare Moon was back.

Out of nowhere, a bolt of purple. The haze that formed Nightmare Moon swept across the hallway floor, colliding with Applejack and knocking her to her feet. Rainbow was sent toppling too, the reverberating smack of her bloated body hitting the floor ear-splittingly loud. The mist settled, slowly entwining itself around the ponies feet. Applejack - who had quickly stood up - kicked at the vapour, only for it to spiral away with the momentum of her hoof.

“Come out Nightmare Moon, don’t try and hide yourself from us again! You’re a pathetic specimen, look at you!”

Fluttershy spoke up, her voice too quiet and too nervous to register among the others.

“Applejack, don’t.”

“I want to look into your eyes, Nightmare Moon! Look into your eyes and laugh at your face!”

“Please stop taunting her.”

“Come out and try me. You think you are all that, huh? I will end you after what you did to my friends!”

“She’ll hurt us, Applejack. I don’t want anypony else to get hurt.”

Applejack smiled slyly as the mist began to shift beneath her. Clearly her tactics had worked. She was going to show this devil what for, once she took physical form. But she didn’t.

Instead the vapor clumped together, forming into a single large entity on the ground. It shifted as one beast, creeping across the cracked brickwork, moving with purpose. And it moved straight towards Fluttershy.

“GOD DAMMIT NO, YOU HEARTLESS BITCH!”

Applejack dove across the room at the beast, only for the vapor to dissipate effortlessly as she landed. Now sprawled uselessly across the floor, Applejack could only watch as the entirety of Nightmare Moon’s essence forced its way past Fluttershy’s skin, absorbing itself into her body.

“…Fluttershy?”

Everything froze. Beyond the occasional whistling of wind beyond the walls, there was no sound, no movement. Everyone watched in shock, unable to speak, unable to help. They could only wait for something to happen.

Suddenly the castle exploded with action. Rarity and Pinkie Pie started loudly crying in the corner, each hiding their faces against the other. Applejack was giving her friend useless reassurance. Fluttershy was bent over double, screaming violently with pain. She held her hooves against herself as the skin around her crotch began to shine that same sheen of purple. A sure-fire sign of corruption. Her body was being transformed by Nightmare Moon, just like Twilight Sparkle before her.

But something was different.

As one shaft began to form from the already existing flesh, another lump started to appear at its side. Another cock, just as formidable as the first. The creaking of flesh pulled forth from Fluttershy's body echoed her own cries of torment as she was bent to Nightmare Moon’s will. But just as two penises had formed, two sets of testicles began to grow. The masses of flesh pushed and knocked against each other as they tried to settle besides the rest of the newly developing body. They continued to expand far beyond the realms of any normal set of genitals, gravitating downwards until they finally came to stop, the larger pair of the two almost dragging on the floor. The purple sheen faded slightly as they finished growing, but they were still a wildly different color to the rest of her sweet yellow body.

As the transformation came to its abominable conclusion, Fluttershy looked up at her friends. The tears had ceased as she began to speak. But it wasn’t her voice that came out. It was that of Nightmare Moons. It felt so wrong to hear that cracked voice coming out of that innocent mare.

“Honestly now, you fools are making me laugh. Can’t you see? Whatever meager plans it is you come up with, I’ll always be one step ahead. Can you see now just what powers I possess? You can’t win, I’ve been toying with you this whole time. Just submit. For every solution you find, I'll just create two new problems. And the longer you remain defiant, the worse your punishment will be. Try to realize that. Case in point.”

The voice vanished as quickly as it had emerged, replaced by the mare's rightful, timid tones. She was immediately in tears again, unable to control herself. Her whole body started to move of its own accord, as if a puppet bound to someone else’s strings. She turned to face Pinkie and Rarity as they cowered with their backs against the wall. She made a bee-line for them, clambering over the inflated body of Rainbow Dash, who lay asleep on the floor. Clearly the earlier load had taken a number on her. Nightmare Moon couldn’t help but scoff as she looked back at Rainbow through her captor's eyes. That was nowhere near the full extent of what her balls were capable of producing, and yet it could break the average pony with ease. Oh, how excited she was to unleash hell on the Princess.

But first, more pressing matters.

Tears still running down her face, the puppet Fluttershy reached Pinkie Pie. Still wrapped tightly around Rarity, Fluttershy found herself violently tearing the two apart. She pushed Rarity away, who quickly scurried away to Applejack’s side. With nothing in the way, her body could start its work. Fluttershy was desperate to stop herself, to look away, anything. The only thing she found she could still control was her voice as she sobbed quietly to herself.

She lifted Pinkie Pie up, standing the mare on her back legs. Pinning Pinkie's shoulders to the wall with her hooves, Fluttershy watched as herd her foul twin cocks ground themselves against Pinkie’s pussy and anus. She was about to try and speak when she found herself launching a large glob of spit down onto her members. Clearly, this was the extent of the lubrication Pinkie would be getting.

Poor mare.

“I’m so, so sorry….”

Fluttershy’s voice was coarse, choked. She tried desperately to look away as her cocks probed Pinkie’s body, but Nightmare held her view dead ahead. She could do nothing but stare into the eyes of her captive as she found herself licking her lips. Pinkie Pie gulped, and clamped her eyes shut.

Applejack shielded Rarity’s eyes as Fluttershy broke her way inside. The audible scream from Pinkie Pie pierced the air as Rarity continued to bawl her eyes out. Applejack felt desperate to get up and put a stop to the abuse, but every effort to move was countered by something beyond her control. Was it fear, or was it magic that held her still? She couldn’t tell.

“Please forgive me, Pinkie, I don’t want to hurt you! I'm so sorry, I love you so much, you'll always be my friend! Please...”

Pinkie smiled awkwardly as her eyes watered. She rested a hoof on Fluttershy’s shoulder in a helpless attempt to be reassuring.

“It’s okay, Fluttershy…” The mare trailed off as she felt these two hot pieces of meat forcing their way inside of her, dragging themselves along her moist flesh. Trying desperately to remain jovial, Pinkie spoke up again as Fluttershy began to slowly thrust back and forth.

“D-Don’t fret, Fluttershy. Just close your eyes, and pretend you’re at the park. Yeah! Sitting on the swing, rocking back and forth, back and forth… Just close your eyes.”

Fluttershy responded by speeding up her thrusts.

She rocked her hips back and forth, slamming them up against Pinkie Pie’s crotch, with no regard for the discomfort Pinkie was clearly going through.

“Pretend you’re in the park. Ha. How pathetic you are. You deserve to be my brainless cock-slave.”

Pinkie screamed. That wasn’t Nightmare Moon’s voice, it was Fluttershy’s.

Fluttershy immediately started to wail. She had no idea what was going on, or why she had said what she just said. She just wanted this nightmare to be over, for everyone to be one big happy family again. But instead, here she was.

Brutally pounding one of her best friends, butting the tip of one of her cocks against her cervix. And she was starting to enjoying it.

Applejack thought aloud, despite being largely drowned out by the audible slapping of heavy balls against soft flesh.

“OK AJ, think. One of your friends is crying her eyes out on your shoulder, the other is being abused by a demon. You’re on your own here. Think.” If only there was some way to break the two apart, but alas. She still found herself unable to move, frozen by a power she couldn’t understand.

Rainbow Dash and Twilight had both gotten up from where they had lain, moving forwards to form an audience for the perverse show before them. Both looked deeply aroused, Twilight playing with her erect cock as she watched.

Fluttershy stared deep into Pinkie’s eyes, burying her twin shafts as deep into her supple body as she possibly could. She had felt disgusted with herself at first, but now she couldn’t work out for the life of her why. She felt amazing, every inch of her flesh on fire as they pulverized the whore in front of her. And the whore was obviously enjoying it too. Those tears must have been some sort of trick.

Fluttershy’s voice was confident, brash. New.

“Why are you crying? You should be honored to be getting fucked by a pony like of me. What would you be without my seed sloshing around inside you? You’d be gutter trash. Don’t be miserable. Smile for your lover.”

She lifted one of her hooves from Pinkies shoulder, and placed it against the corner of her mouth. She pulled the skin up, forcing Pinkie give a grin.

Clearly something in her mind had snapped. It was at that moment that the purple vapor poured free of Fluttershy’s body, clumping together on the floor by her side. A ball of energy formed and from within emerged Nightmare Moon. Her toothy grin shone as she spoke to Fluttershy.

“So, my young one, how are you feeling? Do you think you should let your friend go? You’ve punished her enough, right?”

Fluttershy’s response was full of surprise.

“Surely not, master?! This filthy pony exists only to be bred by yourself and your proud minions like I! Letting her go free would be worse than killing her!”

Nightmare Moon’s face was full of pride and glee, like a mother watching her child speak their first words.

“Good girl, that’s a very smart answer! Why would we let her go when she could make such a beautiful baby-factory for myself, and you, of course.”

Pinkie began to cry out in objection, but Nightmare Moon quickly clamped a hoof over her mouth. Nightmare Moon could feel her whole body quiver slightly as her newest pet thrust violently against the prisoner, shaking its pink body like a leaf in a gale.

“Please master! May I breed this pathetic creature, break its mind and bring it into our harem? I live for you, and wish for nothing more but to father soldiers and breeders on your behalf!”

Both Twilight and Rainbow Dash looked up at their master, desperately excited for the answer. Nightmare Moon pretended to deliberate it.

“Very well, Fluttershy. I think you have earned the first violation of this mare’s womb. The first of thousands, of course. But before you cum, I want you to pull out of her anus. It is a waste to unload your seed into the rear. The abuse of the rectum is only for our pleasure. If the mare you are using to pleasure yourself is not pregnant, and yet you spare her womb of even a droplet of your seed, well now. I would be greatly disappointed. I want to see you stuff both of those members of yours into her pussy. Twice the spunk,” she leant in close to Pinkie’s face. “Twice the foals. Imagine that. Are you excited, Pinkie Pie? Excited to find yourself lying on the floor at my hooves, screaming my name as you birth the first of my warriors? Do you think you’ll wait to breed with your them when they mature? Or perhaps you’ll try it when they are still young? We could make you enough of a dedicated brood-mare to breed your own foals. Just give my methods time.”

Nightmare Moon unclasped her hoof from the mare’s mouth and stared down at her. Pinkie had her eyes tightly shut. She was searching for her happy place.

“Finish, Fluttershy.”

As Nightmare Moon gave the command, Fluttershy yanked her members free of the mare’s body with intense speed. She had been on the verge of orgasm for minutes now, but at last she had been given the command she craved. It took all of her concentration to hold back her orgasm as she prodded her twin shafts against the mares abused pussy. Even after the vulgar stretching it had been through, it was still incredibly tight. But this was not a concern for Fluttershy. She forced her way inside, watching Pinkie Pie twitch and shuffle with the apparent discomfort. She had long since given up trying to free herself from under Fluttershy’s hooves, resigning herself to her fate.

Fluttershy began to gasp and moan as her orgasm was finally released. The impossible effort of holding it back, combined with the incredible feeling of her two shafts rubbing against each other inside this mare had all been too much. The orgasm that flowed free was immensely powerful, shaking her entire body. Fluttershy had had no idea what an orgasm with these members would feel like, but she had never expected anything this good. It took all of her willpower not to pass out with the sheer effort of this load. Her four hefty balls were working overtime, launching a thick – and constant – flow of semen into her breeder. Pinkie’s womb had been filled to capacity almost immediately, and so now seed was cascading down onto the floor. Twilight and Rainbow both crawled forwards and now lay below the copulating pair, gaily lapping up the spilled semen from the brickwork they stood on.

Applejack had been watching the whole thing, deeply disgusted. Meanwhile Rarity hadn't stopped crying into her shoulder, refusing to look up even once. It was only when a voice spoke beside them that the two looked up. Nightmare Moon was sat at their side, casually inspecting her hooves.

“Isn’t this a masterpiece, darlings? 1000 years trapped on the moon. You’d expect me to have conceived a pretty decent revenge plan in that time, wouldn’t you? But you wouldn’t have thought I’d come up with one this good. But I must say, even I am impressed by my own magnificence. Five minutes with me in her head, and look what your friend has become.”

She motioned at Fluttershy. Pinkie Pie’s stomach had expanded so much with the assault of semen that she could no longer maintain balance. She toppled forwards, crushing Fluttershy against the floor, launching a volley of high pressure cum free from her pussy. As it plastered the wall an off white, Rainbow was quick to totter over and proceed to lick the stones clean. Fluttershy continued to cum, watching as Pinkie’s face had gone from one of disgust, to acceptance, to joy. The pink earth pony had even begun to buck her hips up and down slightly in an effort to milk Fluttershy for all she was worth.

Nightmare Moon leant down next to Applejack.

“You know, it’s really rather amusing. I heard your little theory earlier. About how I get ponies thinking from my perspective. I thought it was rather quaint. Of course, you were right in parts. The only variable you should have considered, though, was me. I am God now. I can change the rules as I go. Whatever you think you know about me is already wrong. Sure, my semen will corrupt you once it comes to rest within your womb. But did you really think that was the only way I can get you? You make me laugh, really.”

She watched as her pets continued to play in the corner, when Fluttershy’s face turned an odd shade of purple. The weight of her impregnated lover crushing her lungs was clearly getting too much to bear. Nightmare Moon calmly cast a spell, lifting Pinkie Pie up into the air, placing her down by Fluttershy’s side. As the pony was lifted away, Fluttershy’s cocks popped free, spilling gallons of cum down onto the group. Fluttershy was painted white, not even an inch of her once yellow fur now visible. Although Rainbow and Twilight were quick to get to work on the mares body, sucking up as much of the cum from her fur as they could.

Applejack turned to Nightmare Moon, only to see she had vanished yet again. She stared into the void where the Mare in the Moon had once been. How in Equestria were they supposed to win this battle? AJ turned to Rarity, lifting her head to look her in the eye.

“Come on Rarity, we need to go. NOW. We have to warn Celestia, there’s nothing we alone can do for our friends.”

Applejack climbed to her feet, suddenly able to move again. It must have been Nightmare Moon’s presence that was influencing her beforehand. She grabbed Rarity firmly by the hoof and dragged her towards the door. The cold air of the night rushed in, hitting them in the face as Rarity threw the doors open with her magic. Hopefully the others would be distracted long enough for them to make their escape.

Or perhaps not.

The doors were suddenly alight in a purple haze of energy, slamming shut again in their faces. Trying the handles, Applejack found they were now locked. To her dismay she slowly turned around, to find Nightmare Moon and her corrupted friends staring the two down. Nightmare Moon’s voice was strong, powerful. It filled the void of silence with a terrifying presence.

“You two really are resilient, aren’t you? Well, I am imploring you to listen. You are trapped here now. Those doors aren’t opening for anyone except me. You can’t escape my brood.” As she spoke the two futanaris began to move forwards. Twilight approached Applejack, and Fluttershy towards Rarity.

“You two shall be broken by night’s end. And considering this night will have no end, I’d say your odds of success are pretty low, wouldn’t you? So please, submit willingly. You will be seeing things my way soon. But wouldn’t you like your friends to peacefully convince you? Or am I going to have to do it violently?”

The futas were almost on top of Applejack and Rarity.

“Applejack, darling…” Rarity’s voice was a whisper, resigned yet also determined. “Do whatever it takes to run. Leave me. Just get away, and get a message to Spike. He will be able to get it to Celestia."

AJ’s face was black with misery. She couldn’t abandon her friend to this fate. But at the same time, if she didn’t, was the entirety of Equestria not at risk? She made her decision as Fluttershy came to a halt mere inches away.

Applejack span on her hooves, facing away from the Pegasus. She raised her rear into the air and delivered a powerful two leg kick to Fluttershy’s chest, sending her flying. She crashed into Nightmare Moon’s face, knocking her asunder as well. In the ensuing commotion, Rarity charged a beam of pure energy, launching it at one of the stained-glass windows. It shattered into a thousand pieces, tinkling down onto the ground. No sooner had the glass fallen Applejack had bound up and out of the window-frame. She didn’t even stop to look back at her friend. She simply couldn’t do it. Instead she launched herself forwards, rolling down the bank outside the castle. She came to rest as the hill finally leveled out and bolted towards the bridge they had first come across. She trained her eyes on the ground as Rarity’s screams echoed around her.

The bridge held as she crossed it, and now she found herself deep in the canopy of the Everfree. Her memory of the path they had taken was vague, but it was better than nothing. The remains of the Royal Castle faded behind her, slowly disappearing entirely. Now Applejack was entirely alone. And all she could do was run.

In the darkness of the forest, Applejack had no sense of the passage of time. She just kept her head down and kept running, until eventually she arrived at a river. It was the river Steven Magnet had helped her group cross earlier that night, but there was no sign of him. This was bad. The torrent of water was way too powerful for AJ to swim across, and the river was way too wide to jump over. Her only choice was to run along the riverbank, searching for a point where the river narrowed.

After what felt like an eternity, Applejack found a potential crossing point. Although narrower, the river still looked a little too wide to safely jump across. She wasn’t taking the risk. Her eyes desperately scanned for something that could help her. Nightmare Moon would surely be on her any second, so she had to work quickly.

Unless the Mare was just toying with her again?

Looking around her eyes fell upon a fallen tree a short distance from the river’s edge. It must have fallen some time ago, looking entirely rotten from inside to out. Because the trunk was long since dead, most of the weight had rotten away, leaving just a husk. Fortunately this meant AJ was strong enough to push it, or else she would have been in major trouble. The trees rustled as she rolled the trunk to the riverside. Resting there for a brief moment, she spun the trunk around so a large portion of it was hanging over the flow of water. She left the majority safely resting on the soil of the bank so that the trunk didn’t fall into the river. Hopping up onto the decaying wood, she took a deep breath and bolted along it. Reaching the end she leaped off, sailing over the river and coming to land on the other side.

She stood tall as she turned around to check her progress. The tree-trunk had fallen into the river and was being carried downstream at a surprising pace. Thank goodness she hadn’t tried to swim it, or there’d be no saving her.

The trunk sailed down the river, passing Nightmare Moon as she stood on the bank.

Applejack froze.

The alicorn was stood there, staring over at her. Her eyes were wide, shining bright in the dark night air. Nightmare Moon glared at Applejack, before lifting her hoof in a coy wave. She took a slow step forwards and walked through the river with minimal difficulty, never breaking eye contact with the last of the mane 6. The rapid torrent of water battered her legs, but she simply walked through as it was nothing.

Applejack turned and continued to run.

She pushed her way through the thickets and undergrowth, desperate to reach civilization. She refused to admit to herself she was lost now.

Laughter filled the air. Or was it in her head?

Keep running.

Shadows danced around her.

The bitingly cold wind whistled around her ears.

Where was she?

Suddenly, a large clearing.

Keep running.

Never stop running.

The laughter came to an abrupt halt. Now it was speaking to her.

“Come on, Applejack, you must know I’ve won. Deep down. I have more power than any mortal could ever even imagine, and yet you still run. Don’t you think you’re wasting your time? And after abandoning your friends as well. You left them to die, or perhaps a fate even worse… Come on, Applejack. Be honest with yourself. What use is there in running? You are not the hero of this world. The hero would stop, turn back and rescue her friends, not run away with her tail between her legs.”

As those words rang through her mind, her gallop slowed to a canter, a trot. Then she stopped.

She looked around her. What was she doing? Running away in some vague hope to find a cure? That was madness. She’d never be able to find some magical cure for a corruption that hadn’t been seen in this world for 1000 years. She should’ve stayed with her friends, looked after them, nursed them herself. But instead she was here, alone in a cold, dark forest. Searching for answers that she would never find.

She slumped, defeated. She really had left her friends to a fate worse than death. And for what? To escape, be called a hero by the ponies of civilization after she knowingly betrayed those dearest to her? Besides, even if she could find some hypothetical cure, they surely would never speak to her again. She saved her own life and left them to be raped by a demon. Why did she deserve freedom after a decision so self-centered, so callous?

Applejack fell to the floor. As she came to rest there, that same purple haze crept around her, before forming into Nightmare Moon in front of her. She rested beside the dejected pony, rubbing her mane reassuringly as the earth pony began to tear up. Her wails were incredibly loud, a noise AJ barely recognized. She never cried.

“There there, Applejack, come along now, there’s no need for such sadness. You can undo your mistakes. Did you know that? Just like that, all gone. Poof!" She gestured an explosion with her hooves. "A clean slate, and your friends will love you again. All you need to do is help me. You’ll be with your friends that way, and you’ll never have to abandon them again. How about that? You'll be granted eternal life, as they all have been. Did you not know immortality was one of the gifts my alicorn influence could bestow upon you? Wouldn’t you like that? To be happy by your friends’ side, forever?”

Applejack looked up at the pony that made her these offers, staring deep into her eyes. She looked so innocent in that moment, AJ was convinced that - somewhere inside that cold exterior – was the innocent Princess that had been banished all those years ago. She bowed her head.

“Okay then, Princess Luna, I accept.”

Nightmare Moon stared down at the earth pony, stunned. She blinked.

She hadn’t heard that name for 1000 years. Suddenly it was her turn to tear over, before quickly stopping herself. She sniffled awkwardly, before glaring down at Applejack.

“Why did you call me that? My name is Nightmare Moon. The Mare in the Moon. I’m not Princess Luna anymore…”

Applejack smiled bashfully up at her Princess.

“I called you that, Luna, because you’ve been so kind to me. An eternal life with my friends sounds like a gift only the sweetest and kindest of ponies would give. And I trust that beneath that exterior, there is a sweet and kind pony. That pony is Princess Luna.”

Nightmare Moon was reeling. She didn’t know if this was a trick or genuine, but in that briefest of moments she was willing to believe the latter. She had planned to abuse this pony, punish her for her insolent behavior, but now she could only picture an act of kindness.

“Okay then, Applejack. I will let you be with your friends… you know what ritual is required of you. I-I need you to spread your legs for me.”

Applejack was more than happy to do so. She exposed her soft undercarriage, and Nightmare Moon stared at that juicy pussy she was about to dominate. But something urged her to treat this mare well. She felt so confused with herself. This was deeply out of character.

“Right, listen. I’m going to treat you well, but don’t let that make you think you’re special. This is a one-off. Once this is over, you are no better than the others. Got it?”

Applejack nodded sweetly.

“Of course, my master.”

Nightmare Moon responded by leaning down, running her tongue along the folds of skin around the mare’s genitals. She listened to the quiet moans that escaped the pony’s lips as she worked. She felt Applejacks legs come to rest around her neck, slowly pulling her down deeper into the mare’s moist flesh.

Nightmare Moon was confused. She couldn’t help but see this pony as different to the others, somehow. She’d seen past the façade that was Nightmare Moon, and addressed the frail pony that hid in her core: Princess Luna.

She stopped; wrenching her muzzle free of Applejack’s vagina. What was she doing? What was she talking about? Princess Luna? Princess Luna had died when her sister banished her to the moon 1000 years ago. Only Nightmare Moon had survived that torture! This pony was trying to lull her into a false sense of security, waiting for her to let her guard down before trying another escape.

How had she been so stupid as to let it nearly happen?

Nightmare Moon looked down at the trickster below her. She’d spread her legs slightly wider, and was swishing her tail from side to side, trying desperately to waft the scent of her sex towards her.

Applejack looked up at her savior that stood over her. She’d spread her legs slightly wider, desperate for the alicorn to convert her. She couldn’t face the guilt any longer, she needed to be back with her friends. Why had she stopped? Applejack felt so very deeply worried.

“…What’s wrong, Luna? Please, I just want to be with my friends again.”

“What’s wrong, Applejack,” Nightmare Moon replied through gritted teeth, “is that you are trying to make me drop my guard. Trying to fool me into some romantic bonding as if we were long lost lovers reunited. I know what daft trick you are trying to pull. You think you can catch me off guard and escape, or make me feel guilty for you and let you go? Ha.”

She laughed dramatically, before spitting on the ground by Applejack’s head.

“You make me sick. I trusted a pony before, and do you know where that got me? Trapped in a cold, rocky hell for 1000 years. Unable to do anything but rot. I’m not going to be taken advantage of again.”

As she spoke she leant down again, resting her head mere inches away from Applejacks. With a thud her cock flopped down against the mare’s belly, knocking the wind out of her. She carefully rested a hoof down on her mane, pinning it against the soil so there was no chance of escape. Now it was time to remind her who this world belonged to, and who it belonged to alone.

“It’s going to take a long time for your friends to catch up with us, but I think it would be nice if you were already on our side by the time they arrived, wouldn’t you?”

She slowly dragged her shaft along Applejacks belly, watching her face as her skin was soaked with the heavy trail of pre-cum it left behind. She tried to look away, but Nightmare Moon proceeded to smack the side of her head with her free hoof, forcing her to look up into her eyes.

Applejack was terrified. She tried desperately to reason with this beast in an effort to save herself from the majority of the misery and humiliation. It didn’t look like she was going to be granted her wish, though. At this point she just wanted to be back with her friends, back before any of this had happened.

She screwed her eyes shut as tightly as she could as she felt the bulbous cock press against her vagina. She stared at Nightmare Moon as she paused, as if waiting for a reaction.

“Do it.”

Not quite the beg for freedom Nightmare Moon had hoped for, but it’d have to do. She rammed the entirety of her length into the mare’s pussy with zero hesitation, watching as Applejack cried out in shock at the sudden intense feeling within her. In that brief moment her mouth was open, Nightmare dove forwards, burrowing deep into her throat with her writhing tongue. Applejack spluttered as this foreign object bashed against her tonsils, before gagging at the smell. What was that, why did it smell so foul?

That was when she remembered it had been used inside Rainbow Dash’s asshole. Applejack wretched as the smell hit her nostrils.
The tongue continued to explore the warm depths of her throat as she thrust her length up and down into her tight body, over and over. Her vast balls sloshed noisily back and forth as they rested on the ground. Applejacks groans were lost as the muscular tongue thrashed about inside her, dulling any noises she made.

The heavy cock that pistoned inside her hole felt undeniably incredible. Applejack couldn’t stand that this felt as good as it did, but there was nothing she could do. She needed to join her friends again, in the vague hope she could be forgiven for abandoning them. Besides, even if she did want to escape, she couldn’t. Nightmare Moon’s hoof still weighed heavily down on her mane.

Her body had quickly stretched to accommodate the monstrous length that plunged down into her, her pussy now hanging freakishly wide. Again and again the length crashed down into her, penetrating her cervix and beginning to spit hot flecks of pre-cum into her womb. Applejack could feel her whole body beginning to get hotter, and her vision had started to become wavy. It was as if she was drunk, but with none of the pleasantries associated.

But she was certainly starting to enjoy herself, despite the anguish it caused her body. Her mind felt hazy as the Mare in the Moon pounded her body this way and that, showing her things she had never experienced before. She could sense thoughts and memories slipping away as more and more pre-cum was shoveled into her womb. First it was little things, like what she had made Applebloom for breakfast that morning. But as spunk continued to be deposited inside her hungry vagina, more seemed to go. Faces and names became obscured in her mind, more and more difficult to visualize. As her mind clouded she could only think of one thing: her.

And that was when she came.

The orgasm was like a flood, bursting free from Nightmare’s urethra with a pressing urgency. She pulled her tongue free from Applejacks mouth, throwing her head up into the air in euphoria. Her whole body ached as she came yet again, but her balls showed no sign of slowing down their output. Applejack’s body groaned under the pressure, as her belly – like the rest of her friends – began to bow outwards and expand as cum poured in with nowhere else to go. She moaned with the effort as her skin stretched at an agonizingly slow rate. She could do nothing but stare up at her master, her body twitching violently as she unloaded her love. She watched Nightmare’s impressive tongue bounce around as it hung from her mouth; the occasional string of spittle dripping down onto her face. Applejack gleefully held her mouth open, swallowing down the incoming saliva.

The soil at their hooves had turned to liquid, mixing with the spilled seed to form a vulgar slurry. Evidently her body wasn’t going to be able to hold anymore seed. Fortunately though, Nightmare Moon’s bone-shaking orgasm was coming to an end. As it finally ceased, Nightmare Moon took several paces backwards. Her cock slowly pulled free, straining AJ’s pussy as it tried to pass her medial ring and flared head. Nightmare Moon jolted backwards as her raw cock-head finally slipped free, sending her stumbling backwards. Cum poured free of the AJ's now gaping twat. Her pussy was so severely stretched, in fact, that there was surely no chance that any of Nightmare Moon’s seed would stay inside of her.

Applejack had clearly noticed that too as she dove forward and clamped the walls of her pussy together with her hooves. She choked down air, desperate to catch her breath after her intense loving. She flopped down onto her side, her head splashing down into the puddle of spunk that surrounded her.

Nightmare Moon spoke to her new broodmare, she too choking down oxygen.

“Now, my dear, listen well. Your mind has already seen the light, and soon your body will change too. Then you’ll be just like the rest of your friends, and isn’t that what you wanted all along? In the meantime, I want you to be well rested. We have a big mission ahead of us.”

No sooner had she been given the instruction Applejack had drifted off, her snores drowning out the sound of semen pouring from her eternally gaping lips, down to the ground.

Nightmare Moon propped herself up against a rock as she watched her latest catch sleep. She couldn’t help but smile a goofy grin, laughing to herself like a child. Her army was finally starting to take shape, and it wouldn’t be long before Celestia was running scared. Nightmare Moon hadn’t felt power like this for an entire millennium, but here she finally was. And the power felt good.

It felt like hours had passed by the time the other breeders arrived. With the moon frozen in the sky above them, it was difficult to judge the passage of time. The breeders’ progress through the forest had been slow going, as the five ponies could barely move. Twilight’s mutated body allowed her to move with some grace, despite the belly filled with spunk that hung below her. Fluttershy, on the other hoof, had had great difficulty dragging her freakishly large testicles and cocks along the forest floor. They were so heavy she’d been completely unable to fly, barely lifting herself an inch off of the ground when she tried it. Pinkie Pie, Rainbow Dash and the recently corrupted Rarity had also had great difficulty as they fought with their hideously inflated bellies along underneath them. Rarity especially was distended almost beyond recognition. Her body was attempting to carry the seed of both Twilight Sparkle and Fluttershy, with little success. Twilight's cum still dripped from her mouth and Fluttershy's poured from her asshole and twat even now, hours later. When Applejack fled and Nightmare Moon gave chase, she had given the two futanaris free reign with Rarity’s poor body, and they'd clearly taken the instruction very seriously.

The group was finally together for the first time, all at long last thinking alike. They gazed down at Applejack as her body had begun to change. Forming between her legs was a mighty cock, like those that Twilight and Fluttershy now proudly adorned.

Pinkie Pie was quick to speak when she saw it.

“Master, why haven’t we all grown cocks like these three? We've joined you, don’t we deserve these gifts too? I bet they feel super-duper good, especially when they are pumping foals into a worthless bitch for your army! You’re kinda being a buzzkill here Master!”

The others all stopped. They stared at Pinkie Pie, before slowly starting to back away. Even Applejack – who had been distracted tasting her newly formed length – rolled out of the way as Nightmare Moon paced forwards. When she spoke she sound insulted.

“You must understand me, Pinkie dear. You are mine, and you are here with one simple purpose. You are now my property, good only to be a cum-dump. You will spend the gift that is your new life taking the seed of me and a select few. You will do nothing but birth strong warriors, raise them, and be bred by them too. A brood-mother does not need a pleasure tool, and an insolent mare does not deserve one. These three have been given members because I have wished it to be. You should not be questioning the decisions of your master. But yet here we are, with questions. Do you know what happens to defiance? It is crushed.”

A powerful entity grabbed Pinkie’s mane, dragging her along the ground towards Nightmare Moon. As she reached a stop, a small portal appeared by her head. Out from that portal emerged a small brown collar and leash. Twilight winced. It was the same one she had been caught with, and she knew exactly what discomfort Pinkie was about to go through. Nightmare Moon pulled Pinkie’s lips apart, stuffing her flaccid cock into the mare’s throat. She pulled her head upwards until her nose butted against the skin of her crotch. She lifted the leash up, connecting it to one of the links on her shackle.

“Now, Pinkie Pie, I suggest you hold on or get comfortable with my cock buried inside you, because we are going to Ponyville. Perhaps when we arrive I’ll let you off. Come along, everybody.”

The group collectively clambered to its feet and began to follow Nightmare Moon as she walked. Pinkie Pie found herself being dragged along the ground underneath the mare, scrabbling on the dirt, trying to get a foothold. Her hooves would get caught under Nightmare Moon’s demonic testicles, so there was no way she’d be able to rest her weight on the floor. Unable to slow Masters pace, Pinkie Pie grabbed onto her underbelly and tried desperately to cling on. She could only hope the walk would be short.

A few paces behind, Rarity leant over towards Twilight. Their bellies smacked together awkwardly.

“Say, how do you think Master can leave that fabulous member embedded inside her throat without choking the poor mare to death? Isn’t that impossible?”

Twilight looked over at the white unicorn, staring daggers.

“I don’t know, Rarity. Master has not taught me her ways, nor do I imagine she ever will see the need. But what I want to know is why are you questioning her abilities, Ms. Rarity? Our master is more powerful than we could ever comprehend. Besides, she managed to survive for 1000 years on the moon. There’s no oxygen up there, is there?”

Rarity stared forwards, her head cocked slightly.

“Huh. Oh yeah, I guess that’s a good point. Magic sure can do impressive things.”

Spike awoke from his sleep. He looked around the Ponyville Library he and Twilight now called home. It was a terrible mess after the ‘Welcome to Ponyville Party’ that Pinkie Pie mare had thrown.

“Honestly,” he thought aloud, “If the mare is gonna throw a party in our house the least she could do is clean up. Now I guess I’ve got to do it.”

Still groggy he shuffled towards the curtains. He threw them apart, and the sight that greeted him caught him off guard.

Stood in the center of the square was Nightmare Moon. Surrounding her were… Twilight and her friends?! What in Celestia’s name were they doing?

Spike kept looking around. He could see a large number of Ponyville residents sat around, many of whom were nursing their stomachs. They all looked very swollen, as if they were… pregnant?

Spike’s alarm turned to horror. Everywhere he looked he could see ponies strewn across the floor in various states of debauchery. Some were nursing their bellies, some were lapping cum joyously from the floor, even lapping up the cum spilling forth from the bodies of other ponies. The only ponies that weren’t engaged in such activities were those sat around Nightmare Moon. These ponies were listening intently to whatever it was she was saying, but Spike was too far away to make out the words.

He could – however - make out Twilight and her new friends, as well as the farmhand Big Macintosh, whose member seemed to have doubled in size since Spike saw him at the Sweet Apple Acres visit. He also saw Mayor Mare, who – unbeknownst to Spike - had been dragged from her office by Nightmare Moon’s gang when they had arrived.

The mayor was chained to a pole in the center of the square, locked in place by a large metal shackle around her neck. From the look of her body and nether region, she had obviously been left as a ‘gift’ to the newly corrupted Ponyville residents. A sign hastily hammered into the floor beside her read:

Remember to feed me.

Spike dropped down as he saw Twilight look up towards the library. Had she seen him? He cowered there for a few moments before peeking over the windowsill again. Twilight had vanished. He ducked back down, pinning his back against the wall.

He clamped a claw over his mouth to stop himself screaming. Twilight had just burst into the library, breaking the locked door off its hinges with a powerful bolt of energy. Having broken in with ease she made a beeline for where Spike sat, and loomed over him. Spike was hypnotized by the cock that twitched excitedly between her legs.

Was he going to get raped?

He stared up at the friend and surrogate mother he had known and cared for. His voice was shaky, uncertain of what to say.

“I-Is that you, Twilight? I just want to go home to Canterlot…”

Twilight voice was sultry, seductive. A far cry from the awkward, good-natured nerd that had arrived in Ponyville just a few days before.

“Oh, don’t worry Spike. There is no purpose for a baby dragon in Master’s army. So, you get the opportunity to escape, unharmed.”

“Master's army? What are you talking about? Twilight, I –“

A single spell-cast later, Spike was asleep on the floor. Twilight had put him to sleep, and it would be a while before he woke up again. She lifted him up with ease, resting his body down in a wardrobe. She tilted the wardrobe forwards so it crashed down doors first onto the floor. Spike wouldn’t be able to get out if he tried. She didn’t need to worry about restraining him.

Twilight backed away and headed for the door. She walked across the square towards her master, who was joyfully watching Mayor Mare getting brutalized by one of the local store vendors.

“Has the dragon been dealt with?”

“Of course, Master. He won’t be waking up for hours, perhaps even days. And if he does come round and try to send a message to Princess Celestia, well now. It’ll be your Castle it arrives in."

Nightmare Moon looked upwards, settling her eyes on the majestic city of Canterlot, a speck on the mountainside above. That city held the key to her power.

In Canterlot rested the throne.
In Canterlot rested the Princess.
Both would be hers.

"Soon, Celestia," she whispered to herself, "you shall awake to the sound of the horde at your gates, baying for blood, driven by lust. And the crowd will have your head."

III: The Sun, Eclipsed

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III: The Sun, Eclipsed

The library was buzzing with activity. Flustered ponies ran from aisle to aisle, many carrying a multitude of books in their magic grasp. They’d scan the shelves, find the books they needed, before dashing to the next. They searched until they could carry no more, at which point they'd dash through the library to a set of hastily arranged tables. There sat yet more ponies, who desperately toiled through the books they were being handed by the runners. Sweat poured down their faces as they skimmed the pages, searching for advice that may well not have existed. Once a book was done with it was tossed aside onto a pile – a pile that quickly swallowed much of the room.

Many floors above, Princess Celestia paced back and forth, her throne room thick with guards and assistants. She could barely move for the throngs of ponies, and the constant hubbub of clanking armor and clamoring voices was driving her insane. But as annoying as this all was, she knew why the ponies had flocked to protect her. The threat of the nightmare was so very real now. It had been hours since her student and her friends had gone out to vanquish her sister, yet the moon still hung solemnly in the sky.

Celestia knew what this meant. Everypony did.

It had only been when a panicked mail-mare arrived from Ponyville with news that the residents of Canterlot realized the gravitas of the situation. Shining Armor had taken it upon himself to mobilize his guards when word came through of the Nightmare threat. They'd marched out onto the streets, ushering everypony into their homes. Only the strongest and the smartest remained, and they were herded into the castle to assist.

One of those ponies was Moondancer. She bolted down the castle hallways, her legs a blur as she shoulder-barged guards out of the way. Floating above her head was an aged tome. After an especially long run she arrived at Celestia's throne room, throwing open the doors. Only to be greeted by at least thirty armed guards. They returned to ease when they saw who it was. Celestia slouched back in her throne, ushering the mare over. Hopefully she had some half useful advice.

“P-Princess,” the mare gasped, struggling between breaths, “we think we've found what we need... It's not good though.”

She thrust the book forward, slamming it down against the edge of the throne. Once the dust had settled, Moondancer flicked the book open to the page she'd marked earlier. It listed a host of details regarding corruption. More specifically, the cures.

“Now then, if the mail-mare's babbling were really anything to go by, Nightmare Moon corrupts, primarily, through sexual activities. She will – *ahem* – have her way with her victims, before flooding their bodies and minds with her dark influence. Once those corruptive substances are inside the body, there is no way to stop their effect. No spells, no potions, nothing. Except for one thing...”

The Princess raised her eyebrow quizzically. Several guards shouted outside, but their voices were too muffled to make out. She motioned her hoof for the mare to continue.

“You see, there's only one thing that can completely stop a source of influence, and that's destroying the source of influence. We've concluded that if you can revert Luna back to her original form and destroy the Nightmare, then all the other ponies will revert too. If we can do- ”

A bone-crunching thud shut everypony up. The chattering of guards, the fluttering of pages, all stopped. Sprawled out across the balcony, Celestia could make out one of her own soldiers. A Pegasus, he appeared to be gravely wounded. As Celestia rose from her throne and approached, she could easily make out the cause. A smouldering wound, stretching from his flank to his shoulder. Clearly the result of a powerful spell. The energy had pierced his armor, severely burning his fur and skin. Celestia grimaced as the guard removed his helmet, exposing the full extent of the damage. Celestia span round to face her staff.

“Can somepony please get this stallion to a medic? NOW!”

Several shaken ponies dashed forwards, trying their best to carry the soldier without coming into contact with the wounds. From his cries of anguish, they weren't doing a good job.

With the wounded stallion out of the way, Celestia strode out to her balcony. She surveyed her kingdom.

The streets were crowded with soldiers. Hundreds upon hundreds lining the roads alone. They all carried various offensive weapons, though they were crude in comparison to the magic Nightmare Moon could wield. Several medical tents had been hastily constructed, most of which were already filled with pegasus, all sporting similar wounds to the stallion before. The remaining pegasus and the unicorn guards had surrounded the castle gate. Clearly Nightmare Moon and her allies were on the other side, and from the look of the burnt pegasus soldiers, they'd been taking pot-shots at anypony who flew overhead.

The massive, fortified gate shook violently. The reinforced wood rippled and splintered as it was continuously blasted by an onslaught of Nightmare Moon's strongest magic. It was truly tragic they'd had so little time to prepare defenses, or else Celestia and Shining Armor could have developed some sort of protective spell to better defend the city. Alas, time had been too short, and now only the crumbling wall stood between Celestia's citadel and her greatest enemy.

A final, almighty spell tore those defences down. The air was filled with dust and noise as the ancient brickwork disintegrated, and Nightmare Moon and her followers stepped through into the city. Refusing to show any sign of weakness, Celestia leaned forwards over the balcony. The huge array of guards in her throne room cried out as she dropped out of sight. They'd been posted here by Shining Armor to protect the Princess, yet there she went to fight her all-powerful nemesis herself.

She plummeted downwards, before spreading her wings and landing graciously beside her guards. Her voice was cold, calculating, threatening.

“Nightmare Moon, hear my warning! You cannot and will not win! You may think you have the upper hoof, but you number seven, and we number hundreds! You may have corrupted my student and her friends, but the power of friendship will be your undoing! Step down now, and we can all walk away. Please, sister...”

Nightmare Moon brushed some of the settling dust from her flank with one of her wings. She took great joy in ignoring her sister's demands, watching how it got under her skin. She waited for the Princess to finish, before nonchalantly tilting her head to the sky. Celestia's eyes followed.

At first, nopony could quite understand what she was looking at. The sky hadn't changed since the beginning of the night. Still a dim shade of purple. Still well illuminated by the moon, which hung far closer to Equestria than it naturally should. But there, faint at first, Celestia spotted a change. A patch of sky, perhaps a few hundred feet up, had started to grow black. But this was like no darkness Celestia had seen before. It was a solid wall of black, slowly beginning to expand. Before long it had become a gaping maw from which no light appeared or escaped. Celestia could hear scuffling footsteps as several of her guards broke rank in fear. But she and her good stallions would not break, for anything.

A cloud of purple energy seeped from the void, before a swarm burst free. A swarm of bat-ponies. They blotted out the moonlight as they cascaded forth like a wave, some tumbling gracelessly to the streets, others swooping out majestically over the city. The time for action was now.

The Royal Guards charged forwards, clashing with the bat-ponies. As their weapons met, ponies began to scream, and Nightmare Moon couldn’t help but laugh. She and her loyal brood remained still, staring down the Princess. Celestia gritted her teeth before spreading her wings and fleeing. She had to draw Nightmare Moon away before she could hurt anypony else.

Nightmare Moon scoffed at the pitiful spectacle of Celestia trying to run. She turned to her brood.

“Ladies, I have a hunt to attend to. Please, help yourself to breaking in the townsfolk. Remember, a little bit of me is inside of you all now, so you know what must be done.”

Twilight watched her master as she spread her wings and gave chase to the coward. She could feel her cock beginning to twitch in anticipation. This was going to be beautiful.

Flying as fast as she could, Celestia scoured her kingdom. The void remained open, but no more bat-ponies flew free. Her guards were holding the enemies’ attention, meaning they couldn’t attack any of her citizens. It was then Celestia spotted figures emerging through the dust of the old wall. In through the gaping, smoldering ruin clambered a gaggle of ponies. It took Celestia a while to recognize them, but soon she realized who they were. Corrupted citizens of Ponyville - easily numbering at least fifty – had begun to pour in. Clearly they were here to help spread Nightmare Moon's corruption.

A bolt of purple energy whizzed past Celestia's ear. It missed her by a fraction, and thankfully so. No one could comprehend just how powerful that alicorn was. She arced her head back, craning her neck to spot Nightmare Moon in the darkness. She laid eyes upon her, flying just a short distance behind her. While Celestia flew with ease, it was taking Nightmare Moon all of her concentration, as the hideous mess of male genitalia she'd been forcibly bestowed was weighing her down.

“Your shameful lust slowing you down, dear?” Celestia couldn't help but taunt the mare as she struggled to keep up. The decision to give her sister those freakish genitals with no source of release had always plagued her mind. In those thousand years away she'd wondered if it had been a punishment too far. But in the adrenaline-fueled heat of the moment, it was the best choice she'd ever made. She shook her rump jeeringly, tittering to herself as Nightmare Moon fired another bolt which missed the target entirely. Why not make a game of this? Celestia closed her wings, plummeting down towards the city. “Let’s see how well you chase me among the buildings,” she thought to herself.

Down on the streets, she could see things weren't such plain sailing. Her guards were occupied, and so no one had been able to stop the Ponyville residents. She saw a couple trying to tear down some pony’s front door, using brute force to batter their way inside. Whatever they were going to do wouldn't be pretty, but she had no time to stop. The sound of whistling wind behind her reminded her of the demon on her tail. She pulled upwards again.

As the door turned to splinters before them, Big Macintosh and Doctor Hooves stepped into the house. Floorboards creaked as they moved inside, beginning to search each room meticulously. Turning over beds, wrenching open cupboards, all to no avail. Big Mac shuffled awkwardly from hoof to hoof. His member was as stiff as a board, twitching eagerly with the excitement of the prize he'd been offered. Before his master had left for Canterlot, she'd called all of the Ponyville residents to her side.

“My loyal subjects! Tonight is a new night. One in which we tear down what stands, and rebuild in my image. We shall march on Canterlot, and you all have one simple goal. Find the ponies, wherever they are hiding, and break them. Spill your majestic seed into their worthless bodies, and break them. Whoever breaks in the most stallions and mares will win a most honorable place by my side. The rest of you will become my breeders. I pray you all understand the stakes...”

And Big Mac surely did understand the stakes. He wanted that place by his master's side, he needed it. Every thought that went through his head was of her, of pleasing her. He couldn't allow himself to become a lowly breeder, when the promise of a place by her side was so tangible. He wouldn't allow it, he was going to get what he wanted. By any means necessary.

His ears pricked and his nostrils flared when he heard screams from the adjacent room. Dashing round the corner, there was Doctor Hooves. He'd found a mare cowering under a bed, and was trying his best to drag her out from under it. His teeth locked around her tail, he tried and tried, but he couldn't get a grip on the wooden floorboards. He turned as Big Mac entered the room.

“We've got a live one here! Help me pull her out and we can work together to snap her mind like a twig!” He giggled inanely as Big Mac strode forwards, before yelping as he slammed him across the room. Doctor Hooves landed, a crumpled mess on the floor, and by the time he had righted himself Big Mac was dragging the mare out of the room by her mane.

Colgate groaned and cried to herself as she bounced down each step to the ground floor, before being pulled out onto the cobbled streets. She had buried herself under her bed the moment the wall shattered, so now she could see the full extent of the chaos.

Princess Celestia darting around the sky as Nightmare Moon launched a barrage of purple beams at her. Royal Guards being dragged to the ground by bat-ponies, before being jumped on by the horny crowd. Mares and stallions alike being torn from their houses, only to be used and abused right there in the streets. She gulped back yet more tears. That was what was going to happen to her. Looking up, there stood Canterlot Castle. In the madness of the streets, that place seemed calm, tranquil. The warm orange lights still shone out, and one could occasionally make out ponies going about their business inside. Meanwhile here she was, with a stocky red earth pony stood on her mane.

In the cool glow of the moonlight, she got a proper look at her captor. He didn't look very different from any normal pony, excluding the unnaturally vast set of genitals that hung below his body. Colgate peered her eyes up at the stallion as he shuffled around her, keeping a muscular hoof on her mane. This was it.

Big Mac didn't have time to worry about those niggling little details, like whether or not this mare would be able to handle the full extent of his member. He needed to break her and move on. He ignored the mares squirming as he pressed the head of his cock against her labia. He ignored her violent shaking as the rest of his shaft followed it inside. And he ignored her screams of discomfort as he began. He worked quickly, pumping his hips back and forth with selfish speed. The sounds of muffled sobs simply floated past him as he used the hole he had graciously earned. The cries would stop eventually when this mare saw sense.

And sure enough they slowly did, as with each powerful thrust more and more globs of pre-cum flicked from Big Mac's cock into the mare's pussy, seeping down into her uterus. That strange, corruptive influence took effect almost immediately, quickly locking Colgate in a stranglehold of desire. Within moments the tears had stopped and she had begun to buck her hips in time with his, moaning perversely with each slap of his balls against her underbelly. No sooner than Big Mac felt the churning of his balls, he embraced the call. He took no effort to slow his orgasm, he needed to move on. He let out a deep, primal growl as his warm load shot free, coating the mare's innards a delicious white. The moment he felt his orgasm ending, he wrenched his cock free, leaving Colgate to stumble to the cobbles below. The stallion bolted, looking for the next mare to claim, as Colgate laid in the seed that dripped free of her stretched lips. She had lost all the energy to fight, all she could sense now was an odd, warm feeling taking hold of every inch of her body. Embrace it.

Celestia was starting to panic. Her guards were being overrun, and soon there would be no one left to defend her citizens. She had to trying to bait Nightmare Moon away, and instead turn and fight. She'd wanted to do this without violence, but clearly it was the only option. She banked sharply, turning to face her sister. As she turned she glanced down at the city below, only to find her eyes drawn towards a particular sight.

Small and blurred from this height, the scene was difficult to read. But she quickly realized just what was happening. It was Twilight Sparkle. That incredible unicorn, whom had shown so much promise, had truly fallen.

She had cornered her brother in a darkened alleyway, effortlessly deflecting the spells he fired her way. Batting them aside like flies, she'd easily been able to pounce on the confused stallion. Before Shining even knew what was happening his sister had buried her demonic futanari cock deep inside his rear, pinning his head to the floor with a powerful spell. She watched as his cock – puny in comparison to Twilight's mighty appendage - bounced uselessly between his legs with each of her thrusts. Twilight couldn't help but smirk at the sight of it, before being snapped back by his sniveling voice.

“T-Twily, why... please stop this...!” the unicorn groaned, his body in agony as that unholy cock punched past his colon. Every inch of his skin crawled as Twilight abused his rear, the discomfort too intense to comprehend.

“Shut up, Whore. You belong to our savior now. Embrace it or don't. Either way your ass is going to get raped by every horny stallion in town.”

As she rhythmically thrusted against her brother's raw behind, Twilight leaned down to whisper into his ear.

“But don't worry, even after you get humiliated by every stallion, mare and foal in Equestria, I know I'll be your favorite. Well, after the Master, of course.”

Tears were beginning to well up in the corners of Shining Armor's eyes. Vivid images flashed through his mind of the good old days. The days when he and Twilight were younger, playing games and reading stories together. But now here they were, at the end of the world.

Going out not in style, but in shame.

Shining Armor screwed his eyes shut as his sister's pounding became stiffer and faster. Her breaths had started to grow short, and a dull – yet building – moan had started to escape her lips. With a sudden yell Twilight buried the entirety of her shaft in Shining's anus, thick ropes of cum shooting free of her cock. The sensation of this incredible liquid flowing into Shining all became too much for him, as he felt his own orgasm peaking. With a soft, feminine gasp he basked in the feeling of semen dribbling free of his own cock, while a never-ending wave was pumped into him. When it finally did come to an end he could feel his legs going weak and his mind starting to cloud.

Every facet of his mind was screaming that he needed to fight, but he couldn't for the life of him think what he had to fight, or why. The voices of rebellion grew quieter and quieter, until only one thought occupied his mind. Find Nightmare Moon, and bow to her demands. He glanced up, dazed, as Twilight began to trot away, semen still drooling from her shaft.

“...Twily, are you going to see Nightmare Moon? Can I come?”

“Soon, Whore, I shall be. But for now you need to rest. You look brain-dead, and that was after one short breeding by me. If you go near Master anytime soon, she'll probably break you in half.”

And with that she continued on her way, leaving her burbling brother to lay in the alley.

Celestia didn't know what to do. If that was the sort of influence Nightmare Moon was capable of wielding, what chance did any pony have? Thoughts were flying around her head, but everything drew a blank. She slowed her flight, unable to concentrate on anything anymore.

Searing pain tore through her wing as one of Nightmare Moon's shots connected. Celestia had slowed to a crawl; she'd been an easy target. Screaming unintelligibly, the Princess plummeted downwards. With an astounding thud she crash-landed into one of the city’s many back alleys. A pile of trash broke her fall, but the pain was still agonizing. Taking a brief moment to study her wing, Celestia saw many of the same wounds that Pegasus guard beforehand had sported. She knew a variety of spells that could heal her wound, but they would take time. Time that she, categorically, did not have. Glancing up Celestia had spotted Nightmare Moon circling overhead, a couple of well-endowed bat-ponies having joined her in the hunt.

“Psst!”

Celestia snapped to attention. Was that the wind? Wherever she looked she couldn't spot another pony, other than those above her, and they were too far away to be able to hear. There it was again, this time accompanied by the creaking of metal. Celestia whipped round.

The whispers had been coming from a large dumpster a short distance from where she'd crashed down. Somepony crouched inside began to open the lid. Celestia recognized the face of Blueblood as he emerged.

“Hello Princess! I was watching your tussle and decided to wait for you in case of emergency! I-In the trash can. Hiding in there? Don't be daft! I'm here to help! Y-Yeah...”

His voice was wobbly and raw, as if he'd been crying. Celestia didn't have time to dote for this coward, though. Nightmare Moon would be upon them any moment.

“Come on, Blueblood. The Castle will still be safe. We need to move, now!”

As surreptitiously as possible, the two darted from alley to alley, cloaked in darkness. The streets were rapidly filling with ponies in the most humiliating of activities. Bat-ponies had descended on her innocent citizens in gangs, using them as they saw fit. No sooner had they finished their beastly business they were off again, searching for some new prey to break. Celestia watched a gang of four bat-ponies fly away from an unfortunate mare, her belly so swollen she could barely stand. The mare wobbled to her feet, took a step, before stumbling to the floor again. Corrupt semen dripped from her every orifice, and it was clearly having the desired effect. It was only a few seconds later she'd begun to masturbate. Celestia sighed. She wanted to help the poor mare, but nothing could be done. They had to press on. Canterlot Castle had just honed into view.

The place seemed to be abandoned. The guards on the approach had left their posts, either fleeing or being picked off by the others. The warm glow of the lights inside had been snuffed out, save for a few windows on the higher floors. The doors hung open invitingly.

“P-Princess, are you sure this is wise? The place has been ransacked! They'll be waiting for me! US! They'll be waiting for us...”

Silent, Celestia crept forwards, sliding through the gap in the open doors. The interior was a mess, but there was no sign of life. Friend or foe. She began to move at lightning speed, leaving Blueblood to frantically run after her. He found her staring at a small section of wall in an adjacent corridor. As her horn began to slowly light the hallway, bellowing voices erupted outside. They'd been spotted. Blueblood hopped from hoof to hoof in worry as the Princess focused her horn on the wall.

The grand doors flew open as a horde of ponies – some bats, some lust fueled stallions – burst into the hall.

Grunting with the effort, Celestia's spell was finally completed. The small section of wall faded away, revealing a hidden passage. Blueblood bolted inside before Celestia could so much as take a step. She quickly followed him inside, before training her horn on the faded brickwork again.

The sound of hooves were getting louder.

She needed to complete the spell, quickly.

Closer still.

Almost there.

Celestia suddenly found herself staring at one of her own citizens, his face full of blood-lust.

He lunged forwards, before Celestia finally managed to complete her spell. The faded bricks grew solid again, beginning to glow a light yellow as her magic coursed through it. Breathing a sigh of relief, she headed down the passageway.

Fancy Pants battered his hooves madly against the wall. Other ponies had crowded round him, watching his efforts. They spoke angrily, accusing one another of failing to catch the prize in time. But that all stopped as Nightmare Moon appeared behind them. She sauntered down the hallway as ponies stood aside for her.

“So, my subjects, would one of you care to tell me why we are all so fascinated by a wall?”

Fancy Pants spoke up, nervous.

“W-Well, your Majesty, we had nearly captured the false Princess. We were right on top of her, but she vanished into some hidden passageway...”

He tapped his hoof on the wall, causing small sparks of yellow magic to flicker around it.

“...But she's used some kind of incantation, we don't know what to do.”

Nightmare Moon stepped closer as Fancy Pants shrunk away. He watched fearfully as she studied the wall. Quizzically she pressed a hoof against it, before beginning to conjure some kind of spell.

“Master, I'm afraid that won't work.”

Gasps and cries emerged from the crowd. Who had dared to speak against their savior? Their punishment would surely be swift, and incredibly painful...

Twilight Sparkle approached. She walked slowly, as her brother followed closely behind. He had his muzzle buried deep inside his sister's asshole, feverishly running his tongue around the warm walls of her body. Pre-cum dripped from his stiff cock, and his belly still audibly sloshed with each step, his sister's sperm warming him nicely. Nightmare Moon couldn't help but feel proud at the sight. Twilight Sparkle was her student now, and from the looks of the stranglehold she held over her brother, she was learning quickly.

“You see, Master, that passageway leads to the Royal Dungeon. The false Princess uses powerful incantations to keep it hidden, and even more powerful ones to keep it locked. She built it as a place to experiment with more powerful magic, and discipline those students of hers that had been bad. Magic will not be able to break that wall down, the incantations are too powerful. The only thing that can break it open, is force. Force that no pony can exert.”

Nightmare Moon mulled over this new information. She didn't need to ask how her student knew this, all that mattered was that she did. And besides, she wasn't going to lie to her. Nopony was. They all loved her too much.

The small crowd around her shuffled awkwardly, trying to think of what to say. Nopony dared suggest anything, in case they were punished for their hubris. Suddenly they all felt calmer as she began to smile knowingly. She strode out of the castle into the courtyard, causing everypony to dash out after her. A massive crowd had formed outside, made up of almost every pony in Canterlot, and many from Ponyville too. They all wanted the False Princess' head, and she had a plan that would get it for them. Nightmare Moon called Twilight forwards. She stepped out in front of her master, her brother still in tow.

“Get rid of the colt.”

Twilight hissed at her brother, watching as he squirreled away into the crowd. Settling besides the other lowly slut-ponies, some began to reach forwards, petting and groping him. They couldn't believe he'd been so intimate with a pony so close to the Master.

“GET AWAY FROM THAT! IT'S FOR MYSELF AND THE MASTER ONLY!”

They yelped in shock as Twilight bellowed at them. They shrank back.

“Now, Master, you needed me?”

Nightmare Moon grinned down at her.

“Yes, my child, I did. As you said, brute force is needed to break that wall down, correct? Brute force no pony could put out. Well then, I can only think of one thing that will work in this situation. Be ready.”

Sparks of dark purple energy flung themselves from her horn, fizzling out on the ground around her hooves. Twilight closed her eyes, excited for the almighty ability she was about to be granted. The sound of the spell grew louder, and louder. The crowd was silent, watching with intrigue.

A crash. The sound of splintering wood. Twilight peeled her eyes open.

Between her and the Master was a large wooden wardrobe, mostly in pieces now. Using her telekinesis, Nightmare Moon casually wrenched the doors clean off, throwing them away. And out from the wardrobe, dazed and confused, emerged Spike.

He screamed when he realized where he was, and who was staring down at him. But before he could speak Nightmare Moon had lifted him into the air using her magic. With little effort she had summoned some kind of gag, which she carelessly shoved into his mouth before fastening it behind his head. She laid him down on the floor in front of Twilight, holding his rear up invitingly.

“Do it for me.”

Only too eager to oblige her Master, Twilight stepped forwards. The dragon squeaked and groaned as his friend from birth clambered over his prone form. She was infinitely more powerful than him now, there wasn't any way he could stop her. Tears began to flow down his face as he felt his asshole being slowly pushed open. He was sick with fear, the baying crowd cheering and whooping. They grew even louder as Twilight began pushing her pulsating cock deeper into his rectum. They could see every inch of her girth through the dragon's body, so small and petite that he was brutally stretched immediately. Some of the worst discomfort he'd ever felt, he tried desperately to wriggle free. But with every try, Twilight just pushed deeper and harder. Listening to the bated breaths of the crowd, she withdrew, every inch slow and deliberate. She didn't dislodge her cock from her friend's rear entirely, instead leaving the swollen head buried inside.

Pausing for a moment, she took a breath.

Then she slammed her entire penis into his rectum. Cheers erupted from the crowd as his abdomen bulged around the foreign body inside of him. Her hefty, bloated balls smacked against him, making a beautifully satisfying sound and feeling. Shining Armor could feel himself getting hot and bothered, this sight and smells turning him on no end. He dropped onto his haunches and began to play with himself, just as many of the other ponies had started to.

As Twilight's onslaught continued, she could feel Spike's body loosening around her. Being so small his body just couldn't handle the abuse that a normal pony could handle. A shame really, because Twilight wished the incredible feeling of his anus would last forever. But her own feelings were not important right now, and she was foolish for letting them cloud her Master's wish. She needed to mate him, break him in. Twilight glanced up at Nightmare Moon.

“Am I doing well, Master? Do my efforts please you?”

Nightmare Moon paused before speaking, listening to the sounds of Spike's tearful moans.

“Of course, my most loyal of followers. The first part of your task is nearing completion. Please, fill him with your seed. Drown his spirit in our corruption.”

With this instruction, Twilight quickly sped up her motions. She'd been taking it slow, not wanting to rush the moment. But if the Master wanted closure, that was what she'd get. Twilight lurched forwards violently as her orgasm pushed her over the edge. Considering that she'd bred her brother mere minutes earlier, she'd expected this orgasm to be rather more feeble.

But far from it. Her body involuntarily spasmed as the effort took hold. Her loins felt like they were on fire as thick string after thick string of cum launched into Spike's body. His incessant whining had finally stopped, leaving him lying in silence as the corruption took hold. When Twilight had finally run dry, she slowly withdrew, careful not to spill any of her seed to the floor. Again, she glanced up at her Master for praise.

“A most impressive copulation. You'll be a fine breeder. But that is a machination for the future. For now, we have a wall to destroy. And the creature before you – his veins now seething with our corruption – will be the beast to tear it down. But first, we need him to want it.”

She leaned down towards the baby dragon, before bellowing in its face.

“Spike! Stand to attention! Your Master demands it.”

The dragon wobbled to his feet; dazed. His new mind was still a little shaky. His body was all in order though. As his eyes came to rest on his Master's genitalia, he couldn't stop himself from becoming hard. The lock of the gag clicked behind him, before falling to the floor.

“Good. Now, Spike, it is time for you to take what you want. Look around you, at the crowd. All those mares, mindless cock-slaves, eager for nothing more than to birth young. Smell the air, that scent, it's indescribable, no? The smell of horny mares. You could just drink it. All horny for you. Pick one.”

Nightmare Moon waited quietly as Spike's eyes scanned the crowd, licking his lips in anticipation. The corrupt alicorn couldn't help but smile, watching as Spike began to slowly grow taller. Her plan was going to work perfectly.

His eyes continued to scan the crowd, but he couldn't spot the particular mare he was looking for. Exasperated, he stamped his foot on the floor.

“Where is Rarity? Spike wants Rarity!”

Twilight snickered as Nightmare Moon closed her eyes. With infinite magic, she would easily be able to summon Rarity to the front of the crowd. And moments later, there she was. The ordeal she'd gone through at the Castle of the Two Sisters was still very much apparent.

Vast quantities of Twilight and Fluttershy's spunk still resided around her mouth and pussy, the cool wind causing it to dry in place rather rapidly. Her facial expression was rather ditzy, flushed red at the sight of a horny male. Her belly and womb was still incredibly bloated, having not had the chance to fully digest the vast quantities of spunk yet. But Spike barely noticed any of this as he shoved her to the floor.

Rarity yelped. She'd expected this little dragon to be respectful, perhaps even honorable around her. She, one of Master's original broodmares. What she hadn't expected was to be manhandled to such an extent.

For a little dragon, he had an impressive strength. Rarity tried to remember if the dragon had always been that strong, but it was useless. Her mind was all but vapor, her memories of the time before lost forever. But Rarity snapped to reality when she felt cold claws dragging against her flesh. Spike had pushed her onto her back, so now she stared down at him as he began to fondle her abused holes. Having already been plugged by her two futanari friends so thoroughly, she could feel herself still gaping slightly. As such, Spike had no difficulty guiding his cock into her anus.

She’d never felt dragon cock before, but perhaps Spike hadn’t been the best place to start. Only being a baby, his girth and length were really rather pitiful. No sooner had he started to push against her he seemed to be done, withdrawing for another thrust. Sweat had begun to build on his brow already, and yet Rarity could barely feel a thing. Stifled giggles began to rise from the ponies, and Rarity couldn’t help but coo as Spike’s face started to turn red.

Twilight glanced up at her Master. She dare not speak her mind, but she was worried. Whatever the righteous alicorn had planned to do with Spike, it didn’t seem to be working. She gathered the confidence to speak.

“M-Master, may I ask what you’re intending to achieve? Spike is a puny, useless creature. We ponies cannot breed with it, and it is too weak to fight. I thought that was why you wished for me to entrap it back in Ponyville?”

She quickly shut her mouth as Nightmare Moon threw a glance in her direction.

“Oh, don’t worry, young one. Dragons are greedy creatures. But, perhaps you are correct.”

The Master focused on the crowd again, more specifically her breeder and the dragon. She clapped her hooves twice, and the laughter of the crowd immediately ceased.

“Rarity, remove the creature from within you. Get rid of it. He can have you no more.”

Immediately Rarity was on her feet, grabbing hold of Spike with her magic, before casting him aside. He disappeared from view as he slid along the paving, before vanishing into the shadows. Rarity turned and began to meander towards the crowd again. They were clearly disappointed. They’d expected a show. They started shuffling from side to side, waiting for something to happen.

Then, out of nowhere, a roar. It pierced the air, seemingly shaking the very earth. Everypony pricked their ears. Rarity glanced round.

Out from the darkness emerged Spike. He’d changed. No longer an insignificant baby. Running on all fours, he was only a little taller than the average stallion, but he was much, much bigger. Stocky muscles rippled across his arms and legs, and newly formed scales glinted seductively in the moonlight. His eyes shone purple, the Nightmare corruption flowing through him like blood. Thick, heavyset claws dug into the ground, tearing holes in the paving as he galloped forwards. Opening his mouth wide, he let out another primal roar, before leaping through the air.

Rarity screamed as the hostile beast smothered her. Her body churned violently as she felt his weight press down against her belly. The pressure was too much, and she could feel great lakes of semen being squeezed out of her. The sensations only lasted a moment, though, as Spike was quickly stood again. Leering over her, he grabbed hold of the unicorn with ease, managing to wrap one clawed hand around her entire waist.

She stared into its eyes, waiting. She knew exactly what it wanted. Spike’s cock pulsated grotesquely, spilling obscene amounts of pre-cum to the floor. But it wasn’t a laughable size anymore. Anything but. It was now vast, easily the same length as Rarity’s hind-leg twice over. And while the tapered point looked manageable, the base was easily as wide as two ponies stood side by side.

Rarity gulped as the pointed tip probed her anus. She considered begging him to go slowly, but there was no point. She could see it in his eyes, there was no-one inside anymore. Master’s corruption had made his body incredibly powerful, but apparently at the cost of taking his mind. Now he was nothing more than a sex-craving beast, and she was his first conquest.

A guttural moan escaped her lips as she felt her asshole begin to stretch. Inch after inch crept into her body, pushing her apart like nothing ever had done before. The sensations of Twilight and Fluttershy’s members were gone, obliterated from her memory by this gargantuan cock. And glancing down, she could see it was nowhere near completely penetrating her. Her eyes began to water with the titanic effort, her body being permanently reshaped by the member lodged inside her.

Her vision was beginning to fade by the time the dragon finally hilted her. Her body was almost unrecognizable as a living creature, and the crowd was in awe. Rarity could see a huge, pointed lump appearing into her field of view. It was the tip of the creature’s cock, bending her abdomen to allow itself to fit. Her stretching skin rippled as the shaft inside her moved this way and that. The Master’s corruption had allowed her body to stretch far beyond its own limitations, but now it was all too much. Rarity was on the verge of fainting, but she couldn’t try and stop it now. All this build-up, she needed to feel it cum.

The dragon had managed to hilt itself in this mare, before getting several agonizingly slow thrusts in. But even after several thrusts the mare was still too tight for him to manage, despite her gaping anus now being so wide a pony could probably fit their head in it. For the dragon, Rarity’s crushing tightness was too much. It threw its head back and let out a primal screech, before the torrent of seed spilled forth.

Rarity’s cheeks puffed out as the spunk immediately filled her mouth. She hadn’t even been able to prepare. Almost choking, she threw her mouth open, allowing the seed to spill down onto her body. But this was only the beginning of the orgasm. Her stomach ballooned outwards, so much so that the dragon could no longer hold her with one arm. Not wanting to lose the prey, it tightly wrapped its other claw around her in a vice-like grip.

Cum kept volleying into her belly, instantly pushing yet more out of her open mouth. It was a hideous, cyclical process, spilling spunk to the floor as thick as rain.

Nightmare Moon clapped her hooves together again. The dragon immediately let go of Rarity, allowing her to splatter down into the pool of semen below her. Several of the crowd dashed forwards, crowding round Rarity’s anus to lap up the seed that cascaded free. She moaned something inaudible -babbling inanely - before flopping down against the floor unconscious. A pony held her upright, gravity dragging the excess seed from her body. As it rushed free from her holes, several horny mares gathered round to drink the rapidly draining liquid. They’d never tasted dragon spunk before.

The beast trotted over to Nightmare Moon’s side, as faithful as an old working dog. It waited intently for instruction. As the Master began to walk away towards the castle, it followed loyally. The townsfolk followed suit shortly after, shambling after the Master like cattle to slaughter.

By the time Twilight and the others had caught up, Nightmare Moon had already put the dragon to work. Having worked it up into a frenzy, she directed it towards the magic-imbued wall, smiling as it battered its head madly against the bricks.

Suddenly it was all beginning to dawn on her. The defiler she’d once called her sister was so close. All that stood between the two alicorns was Celestia’s shield, bound with enough powerful magic to stop even her. Ironic, really, that it was about to be torn down by the pet of her once-prized student.

Mortar crumbled from between the bricks. The wall was giving way. The moment for action would soon be upon them. Nightmare Moon turned to face her followers.

“Soon, the dragon shall break down the final barrier between us and the false Princess. Once the wall crumbles, all of you will flood in. Destroy any resistance, by ANY means necessary. But bring me her, unharmed. Whoever gets her to me will be keenly rewarded.”

As if to accent her promise, the wall turned to dust behind her. The remaining bricks toppled into a pile, as a horde of ponies and bats surged forwards. Its job done, the dragon slumped away, curling up under one of the trees in the castle’s courtyard. Nightmare Moon closed her eyes, taking a deep breath. It was time.

***

Celestia was anxiously flicking through one of her tomes. She had always known the dungeon was something of a double-edged sword. One way in, no way out. With her, Blueblood and Moondancer - along with a few stony-faced guards and two researchers - all of whom looked resigned to their fate. Dust fell from the ceiling as a clamoring sound grew louder above them. Celestia knew they’d breached the wall, somehow. She slammed the book shut, before yelling at the researchers to give her their books too. They piled them up on the table, numbering around ten. All ancient tomes, adorned with strange, eldritch symbols. Training her horn on the pile, the books were quickly engulfed in flames. The paper blackened and curled as the flames licked around them, destroying thousands of years of the most powerful magic known to Equestria. If Nightmare Moon had gotten hold of those spells, she’d be truly unstoppable.

One of the guards began to splutter as thick black smoke filled the room.

Celestia considered taking a deep breath and letting the smoke take her. She knew she wouldn’t be able to bring herself to do it, though.

The crash of hooves grew louder.

Celestia turned her head to face Moondancer. She’d been sat quietly in the corner, muttering under her breath about something no-one could quite make out. The Princess aimed her horn at the unicorn, before engulfing her in energy. Shocked, Moondancer shot her head up.

“W-What are you doing?” She cried, as startled as she was terrified.

“I’m getting you out of here,” the Princess replied, calm and calculating. “I need somepony capable to get away from all this. You need to warn the other settlements. Go to Manehattan, tell them what’s happened here. Warn them the Princess has fallen, and that it’s up to the others to fight. GO!”

And with that the pony was gone, only glittering yellow energy left in her wake. Blueblood stared over at the Princess, disgusted.

“YOU COULD’VE TELEPORTED US AWAY THIS WHOLE TIME?!”

“No, I couldn’t. The magic barrier encased this whole dungeon, not just the wall. No magic could get in, none could get out. But now the wall is gone, the protective spell is broken. A Princess will never abandon her citizens, but you are free to –“

Ponies poured into the dungeon. Initially confused by the smoke, they spotted the Princess and darted forwards. Yelping, Blueblood encased himself in magical energy, teleporting away to freedom. Celestia could only hope that Moondancer managed to get word to the others. Celestia, the guards and the researchers were all the resistance that remained in Canterlot, and they were quickly drowned under a sea of hooves. The Princess didn’t even put up a fight. She just closed her eyes.

When she reopened them, she found herself strewn out on the steps leading to the castle. She was surrounded by mares and stallions of all sizes and ages, many of whom looked deeply pregnant. Her skin began to crawl as several of the ponies broke down into furious masturbation at the sight of her. Craning her head up, a black silhouette stood over her. Nightmare Moon. Her voice boomed.

“Equestria, you’re Queen is ash at my feet! For a thousand years she tormented me, trapping me on that cold, lifeless rock, with nothing, and nopony! Nothing but the gift she bestowed upon me.” She shook her freakish testicles to the best of her efforts, as a roar of approval rose from the crowd. “I was left to rot in my own thoughts. But now, here I am. The pathetic creature that lies before you has been vanquished, and now the true ruler of this fine nation stands over her. You are all now my subjects, and so you will do as your ruler wishes. To any ponies cowering in their homes who have not yet seen the light, you’d better start running. It would be unfair not to have a head start.”

Nightmare Moon watched as several ponies bolted from their homes, dashing down the streets towards the smoldering ruin of the outer wall. Cresting the last hill, they disappeared from sight. Nightmare Moon looked towards a nearby clock-tower, counting the seconds. With adequate time up, she nodded to a gaggle of bat-ponies, standing by. They took to the sky and gave chase, rapidly gaining on their prey. As they disappeared from sight the air was filled with the sound of screams and moans. They’d caught them.

“Anyway, now that the foolish have been dealt with, we still have the issue of the specimen that lies before us. You all understand that she needs to be shown her place in this new world. And I will show her that.”

She leaned down, whispering quietly into her sister’s ear.

“A world of intense, intense debauchery. Look up at the stars, Celestia. Because that’s the last time you’re get to see the sky a free pony.”

She withdrew to address the crowd again, laughing to herself as the Princess shivered in fear.

“Now, before the ‘Princess’ is forcibly settled into her new role, it would surely only be fair for a ruler to show her subjects a kindness. You have an hour. She’s all yours.”

She tutted as the excited crowd began to lurch forwards.

“Please, first let us address some ground rules. We aren’t savages, after all. First. Any pony that allows her to run is to be shown swift mob justice. Second, if she escapes, you are all to be put to death. And third. Upon my return, I expect her body to be carrying the seed of at least two-hundred of you. I will know if you have failed in this task. If you do, you shall all be severely punished. But I am nothing if not a fair Queen, so allow me to make this task a little easier for you.”

Celestia began to groan something unintelligible, but Nightmare Moon swiftly jabbed her in the side with her hoof. Closing her eyes, she pointed her horn in the direction of the crowd. Celestia - stunned into silence by her sister’s darkness – watched creeping tendrils of purple energy descend upon the horde. They sank down towards the floor, before seeping into the bodies of the excited, clamoring mares. It was not long before the corruption was completed, as impressive, undulating futanari cocks surged free of their loins. The mares looked between one another, giggling excitedly.

“Of course, these effects will only be temporary. You fine young mares are here to pleasure my soldiers and birth their young. You will not require such mighty tools for that purpose. But for now, they are yours.”

The bells in the distant clock-tower chimed, ringing out four lonely notes.

“You have an hour.”

With that, Nightmare Moon edged up into the air. She began to fly slowly upwards, beckoning for her student to follow her. Twilight noticed and eagerly followed her, before they both landed on a nearby balcony that overlooked the scene.

The moment they’d flown away, ponies had descended on Celestia. She tried desperately to bat them away, but it was no use. Soon she was overrun, the ponies clambering over her like cockroaches. The sensations around her crotch were incredibly uncomfortable, as two well-endowed ponies had suddenly pushed into her rear and vagina. There would be no time for her to ease into this torment, as the crowd knew what was at stake if they failed in their task.

Two muscular hooves gripped her head, before yanking her jaw open. Another took hold of her horn, holding her in place as the stallion guided his cock into her mouth. Now these three ponies were using her in tandem, thrusting into her body with reckless abandon. But as miserable as Celestia felt, she couldn’t find the inner strength to fight back, or even to struggle. The whole event just seemed unreal, incomprehensible. Celestia wouldn’t have been surprised if this was all some outlandish nightmare, but no. The searing pain cutting through her body reminded her of the reality of what was happening.

Fancy Pants was in love with the Princess’s warm, beckoning pussy. Again and again he hilted himself inside her, shuddering with longing each time his balls playfully slapped against her quaking body. Despite a soft chill on the air of this eternal night, the intense heat of Celestia’s vagina on his cock warmed him to his very core. He slumped forwards, coming to rest on Celestia’s body as he rocked his hips back and forth. He wanted nothing more than to look into the Princess’ eyes as he came, but alas, her face was entirely covered by the stallion that was using her throat. He instead found his eyes settling on the stallion’s pendulous ballsack, smacking against her chin so loudly that it could be heard over everypony’s grunts and moans.

The sound was hypnotic, and it rapidly drove him over the edge. With one final moan he let loose, a barrage of seed shooting into the Princess’ royal womb. He held himself inside her, his eyes rolling back as the orgasm slowed. Spent, he was about to step aside, when he felt two strong hooves come to rest on his shoulders. Suddenly he was being yanked backwards, his cock sliding free with an audible ‘pop’. Stumbling away he careened into the crowd, struggling to stay upright. Glancing over, the stallion that had pulled him aside had already pushed his way into Celestia, using Fancy Pant’s dripping sperm as lubricant. He sat where he’d fallen, watching as the pony buried deep in her throat came as well, pumping thick strings of seed down into her belly.

He was prepared for the next pony's violent approach, and spreading his wings, managed to dodge out of the way. Everypony was rushing to take their place inside the ex-royal.

Two had cum inside her. One hundred and ninety eight to go.

Twilight rested by her Master’s side as the chaos unfurled below, purring slightly.

“Master, why are you letting the crowd use her first? I thought you would have wanted the traitor all to yourself.”

Nightmare Moon mused on the question for a few seconds before answering.

“Well, you see young one, I want Sister to embrace the sensation of two-hundred cocks abusing her body. But then, once they are done, she is going to feel the sensations of my cock. That is when she’ll realize the true extent of my power, and her mind will snap. Being an alicorn, she is much more resistant to corruption than the average pony. I want my followers to lower her guard, if you will. Then I shall deliver her mind the killing blow.”

Twilight couldn’t help but look slightly disappointed at the Master’s plan.

“B-but, will my friends and I get to join you in that final moment? I don’t want to get left behind, Master…”

Nightmare Moon smiled, pushing Twilight under her body with her wing.

“Of course, I would never leave my most loyal of breeders out in the cold. But for now, why not warm me up for the games to come?”

Celestia screwed her eyes shut as an errant jet of spunk shot over her face, settling on her muzzle and eyelids. The futanari mare who’d unloaded it gasped in panic, her load having missed its target. She shot forwards, scooping up as much of the semen onto her hoof as she could. Before it could dry into her fur she shoved her hoof into the Princess’ mouth, forcing her to lick the seed away with her tongue.

The crowd was starting to get flustered. Time was passing quickly, and nowhere near the two-hundred had cum inside her yet. Her belly already sloshed audibly with each wobbling thrust, but it was nowhere near enough. Cheerilee watched, panic-stricken, from the edge of the crowd. She was next to take the Princess’ anus, but the stallion currently jammed inside her had an especially impressive stamina about him. It had felt like an age ago he’d clambered onto her abused behind, and yet he was still going as strong as ever. Various ponies had begun to yell and swear at him, but he wasn’t moving on. Cheerilee had to act now.

Striding forwards, she came to rest beside Big Macintosh. He was focused, and barely seemed to notice the mare approach. The Princess rested on her side, with Big Mac stood, his hooves wrapped around her outstretched hind-leg. Two other ponies were busily using her face and pussy, but they weren’t who Cheerilee was focused on. Sidling up besides Big Mac, he watched as she prodded Celestia's asshole with her cock. With his titanic length buried inside her, there wasn’t a chance she’d be able to break in as well, was there?

Teeth grit, Cheerilee pushed with all of her might. She closed out the sound of Celestia moaning in agony, the meaty cock in her mouth drowning out her anguish. Instead she just watched the mare’s ring as it slowly parted. Big Mac’s intense thrusts made the job especially difficult, but eventually, to Cheerilee’s immense satisfaction – Celestia’s defenses gave out, allowing her inside. The feeling was unreal as Cheerilee’s cock butted up against Big Mac’s. Grinding and butting against each other they dominated Celestia’s tight rear. Cheerilee could feel every vein in Big Mac’s cock as it rubbed past her own, and the sensation quickly drove her towards orgasm.

But it was actually Big Mac who came first. His motions had become stiff and awkward, until it all was too much. Thrusting forwards again, corrupt seed poured from his cock, painting Celestia’s innards white before rushing down into her belly. Cheerilee shuddered as she felt Big Mac come. His cock pulsed against hers, milking her even more tightly than before. The last thing Cheerilee noticed was just how hot her cock now was. Buried inside Celestia’s anus alongside Big Mac, the feeling had been incredible. But now every inch of her corrupted flesh was being coated in his hot load, until she could take it no more. Throwing her head back, Cheerilee began to cum as well, joining Big Mac in searing orgasms. The rush of spunk cascading down into Celestia’s belly had now doubled in strength as the ponies filled her in unison. She could hear and feel her gut groaning with the effort to keep it all in, her body filling with liquid faster than she could handle. Her stomach, already sloshing violently side to side, expanded even further in an effort to hold this latest load. Finally sated, the two ponies pulled free from her rear together. The gaping maw they left behind was impressive, Celestia’s anus twitching slightly as it attempted to recover. Not that it had any time to, as no sooner then they had pulled free another pony had stepped forwards to take their place.

And their double-teaming strategy had given everypony else the same idea. The stallion in her mouth was joined by a second, tussling by his side in an effort to get space. Eventually he moved the other over enough, and began to press his cock against her open mouth. Of course, with one cock already lodged deep inside her throat it was almost impossible to fit another inside. Frustrated, the stallion shoved his cock as far in as he could past her lips, before beginning to aggressively masturbate. The feeling of his hoof against his flesh - along with the second cock rubbing against his tip – would have to do. Struggling to take the whole mass of flesh, Celestia’s eyes widened as she felt a second cock effortlessly slide into her pussy. After being used by one and all there was little difficulty for a second pony to push their way inside. It was only when the inquisitive head of a third pony’s cock began to probe her that she grew truly scared.

The now huge crowd of ponies simultaneously using the Princess clamored and struggled against one another. With so many ponies stood around her holes it was difficult to find the space to work. Especially around her vagina, where three different ponies fought to fit themselves inside the Princess. A fourth pony approached, but they quickly shrunk away as one of the busy ponies threatened him.

At the back of the crowd, Lyra paced nervously back and forth. She glanced over towards the clock tower.

Twelve minutes. They only had ten minutes left, and there was still a group of ponies stood around waiting. There wasn’t a chance they would all be able to get to the front of the crowd and use the Princess in time. They would have to get drastic.

Lyra yelled for a few of the awaiting ponies to follow her. There had to be something in one of the nearby stores that could help, somehow.

A minute later they returned. They’d stumbled across a nearby wine store, and having raided the stock, pulled out several hefty wine casks. Levitating them down the street towards the crowd, they cracked off the lids, allowing the wine to pour out onto the streets. Arriving among the flustered spectators, they rested the barrels down on the floor, being careful not to damage the taps that jutted out near the base of the barrels. Lyra shouted for attention.

“EVERYPONY! If you haven’t used her yet, we don’t have time to lose! We only have ten minutes more to our window! Come here now!”

The remaining ponies edged over, worried to lose their place in the crowd beside the Princess. They watched as Lyra reared up onto her hind-legs, and began to hurriedly masturbate over the now open-topped barrel. The others quickly got the idea. With three barrels available, the ponies quickly gathered round, resting their lengths over the edge of the barrel. All to weary of the ticking clock, they started to work, desperate to draw seed.

It wasn’t long before the first pony came, launching a heavyset rope of sperm against the interior of the barrel. As the first went, others quickly followed suit, adding their loads to the growing collections. Walk over, cum, step away. Rinse and repeat. Eventually, the final pony shot their load into one of the barrels, gritting their teeth with the effort. Two minutes.

Lyra took the lead, grabbing one of the barrels in her magic. It took all of her effort, as the newfound weight was incredibly difficult to control. She could see semen sloshing over the sides as she wobbled over towards the Princess. The last of the ponies waiting to use Celestia had finished, and so now they resolved themselves to hold her in place, in case of an effort to escape. Though at this point, escape was nigh on impossible. The grotesque sight that was her belly easily pinned her in place.

Lyra was the first to arrive by the Princess’ side. It took all her concentration, but she managed to steady the barrel over Celestia’s mouth. Calling to one of the onlookers, a stallion dashed forwards and held Celestia’s mouth open. She waited for the other barrels to be positioned over her other holes, before lowering the tip of the tap into her mouth. Cautiously the others did the same, guiding the taps down into her awaiting holes. Ready, Lyra opened the tap, releasing the floodgate. The others quickly followed suit.

Celestia gagged as the torrent broke past her tonsils, flowing down into her belly. It wasn’t so much the sensation of it that scared her, it was the knowledge of how much was to come. The barrel floating over her head wasn’t small by any means, and as flecks of spunk sloshed over the edge, down onto her face, she was reminded just how full they were. This was going to be difficult to keep in.

She could feel her already tortured body begin to stretch even more as the constant, three-pronged attack assaulted her innards. Seed was pumping out of her pussy as fast as it flowed in, but she could feel herself slowly expanding even further. Her vision was now almost entirely obscured by her belly, the wobbling mound of flesh still growing outwards, inch by inch. Spunk dripped from her nostrils, running down her face and back into her open mouth.

The bells of the clock-tower finally chimed. Five times they rang out, before silencing again. Satisfied, Lyra withdrew the tap from Celestia’s mouth, before tossing it aside. The three barrels were left in a pile as Nightmare Moon descended upon the gathering. She barely made a sound as her hooves hit the ground. Wary of her approach, the exhausted ponies stepped aside, allowing the Master access to her prize.

The Princess laid face down on the ground. Her tantalizing rear was held slightly in the air by her bloated gut, which pressed down against the floor. Her distended body gurgled and rumbled as it tried to handle the monstrous load deposited within it. Her mane and tail were both sticky and crusting as the semen spattered across them dried in the cool night air. The skin around her mouth and genitals were disgusting, stained so deeply that the mess would certainly never come out. Even as Nightmare Moon watched, more semen flowed from her holes, the royal’s body unable to withstand the onslaught. The lake forming around her slowly expanded, until it began to wash teasingly against the hooves of the surrounding crowd. The Princess’ face was groggy and distant, as if she was barely even conscious. Evidently, she wouldn’t be going anywhere under her own volition. Nightmare Moon turned to address her followers instead.

“Citizens. You did well. Not only will you keep your lives, you have earned your place in my kingdom. But before you may have respite, one more task remains. The corruption process of the false Princess is not yet complete. You have done your part, but I must now do mine. Bring her to the throne room, so the corrupting ritual may be completed.”

And with that she spun on her hooves, swaggering into the castle. Twilight Sparkle bolted after her, and Applejack rolled her eyes as she watched. The ponies looked between one another, then down to Celestia. This was going to be difficult. Canterlot Castle had a lot of steps.

Twilight watched doggedly as Nightmare Moon spun around atop the castle throne. She hopped from hoof to hoof, unable to hold back her filly-like glee at the sight of her Master's glee. Waggling her rear excitedly, the alicorn took a deep breath as she sat down. The feeling was awe-inspiring, knowing that her guile had allowed her to steal the throne of a deity. She quickly shook this giddiness as she heard hoof-steps approaching. The throne-room doors flung open, through which emerged around thirty ponies. They were all grasping onto Celestia. Some gripped her limbs, some encased her in their magic, some were even struggling beneath her - the swollen alicorn resting on their backs. Taking a few steps into the throne-room they stopped, lurching forwards in an effort to dump the huge weight. Even with so many ponies working, that weight was too much.

Celestia crashed down in a heap. The sound of muffled cries wafted out from somewhere beneath her belly. Groaning with frustration, the ponies stepped forwards, using a gargantuan effort to lift her ungainly stomach. Out from underneath scrabbled Sweetie Belle.

“SWEETIE! What in our Master’s Equestria are you doing here?” Rarity was incandescent. She was already furious that the other mares had drank the potent dragon sperm from her holes while she was unconscious. Of course, her womb and belly weren’t going to be giving it all up, but the vast extent of that satisfying bulge was now gone. Now she just looked like some normal mare. And now, on top of that, her younger sister had sneaked out after her.

“I-I’m sorry sister! I’ve just felt so strange and confused since Ms. Twilight made me play with her weird stallion bits back in Ponyville, and when I saw everyone leaving for Canterlot I wanted to come along too! Please don’t be mad!”

Rarity’s anger eased, before it eventually disappeared entirely.

“It’s okay, darling. This is adult business, but I’m not cross. Here, come give your sister a kiss.”

Beaming at her sister’s forgiveness, Sweetie Belle leaned forwards to plant a kiss on her cheek. She yelped in surprise when Rarity lunged forwards, burying her tongue deep in her throat.

Nightmare Moon smiled at the sight of the two sisters rolling around on the floor. What a beautiful legion of followers she had. She cleared her throat to get everypony’s attention.

“Thank you for bringing me the degenerate. My closest followers and I must complete the ritual of corruption. Please, return to your homes, take the rest thou have earned. For once you awake, you will have a busy time cleaning the streets and repairing this cum-stained city. Work must be done after tonight's conflict, especially if we are to craft this city into one fit to raise my army. Go. Eat. Breed. Be merry. Twilight’s friends, however, I require you to stay.”

The gaggle of stallions and mares slowly trotted from the room, leaving only, Celestia and Nightmare Moon, along with Twilight and her friends – whom had sidled over to their Master’s side. The young mares were clearly excited for the Master to unveil the last stage of her plan, barely able to contain themselves. Their eyes darted between Master and Celestia, who had slowly begun to lift her head from the floor.

“…Sister, I know you are still in there, somewhere. Please, listen to me. You can fight this darkness. Please!”

The six eager mares stared up at Nightmare Moon, waiting for a retort.

“Celestia, you don’t seem to understand. Luna is dead. And you killed her. A scared, vulnerable alicorn lashes out in a cry for help, and you respond by imprisoning her on the moon for a thousand years, without a hope of repentance? No company, no hope. And not content, you gave me these genitals, and encased them in iron in an effort to spite me. But perhaps the saddest part of all of this is that you expected that pony to seek redemption from you. The prisoner, seeking redemption from her torturer. No. The balance of power has tipped eternally in my favor, and you are going to suffer, so, so much.”

“…Then you leave me no choice…”

Celestia spoke with steely resolve, the tone of a desperate pony. A pony that had been through hell, but knew it could only grow darker. She trained her horn on Nightmare Moon, and before any of her followers could respond, she drained the last of her strength, conjuring a bolt of pure energy. It launched from her horn, sailing through the air towards Nightmare Moon. Twilight yelled out in horror as the sparking, crackling bolt of yellow magic catapulted across the room. She prepared to dive into its path, but she knew she wouldn’t be able to reach it in time. The bolt connected with Nightmare Moon’s face.

The bolt exploded into sparks, flying out in all directions and raining down onto the floor.

Pinkie Pie peered over her hooves, scouring the throne for her wounded Master.

Nightmare Moon was still sat atop her throne, as if nothing had happened. She wiped some of the residual energy from her face, before lowering herself onto all fours.

“Really? And I thought you couldn’t be any further humiliated after the peasantry finished abusing your body. Your body is already surging with my corruption, did you honestly think you would still have the mental capacity to conjure a killing spell? Please.”

Celestia struggled to recall Moondancer’s warning. The corruption was spread through the seed. And with the amount of seed in her belly and womb, the level of corruption inside her must have been toxic.

“Of course, the pauper’s seed was never going to be quite enough to corrupt an alicorn as powerful as you, regardless of the amount that’s already coated your innards. But their corruption has managed to lower your defences, as it were. And that’s why we are here. To finish you off.”

She beckoned for Twilight and her friends to join her at her side.

“Sister. Unbound my shackles.”

Quaking intensely, Celestia’s horn slowly began to glow. The magical energy engulfed the shackle, and began work undoing the spell she had cast upon it one thousand years ago. Progress was slow, her concentration wavering as she quietly sobbed. Eventually though, it was done, and it clattered to the floor with a satisfying thud.

Free at last, Nightmare Moon could barely contain herself.

“Good. Now, sit still. Hold your head up high, for goodness sake. You’re in the presence of royalty now.”

Begrudgingly she did so. Nightmare Moon took hold of the loosened shackle in her magic grasp, and floated it around Celestia’s neck. Clicking softly into place, she pointed her horn at the cast-iron ring. It glowed for a second, before the energy shrank into the metal. Now it was locked again, this time bore by a pony that deserved it.

The shackle was incredibly tight around Celestia’s neck, causing her massive discomfort. Whenever she tried to turn her head she could feel it chafe slightly, so she quickly learned to keep as still as possible. One thing that was entirely overpowering was the smell that clung to the iron. Having been bound to Nightmare Moon’s member for a thousand years without a single clean, the disgusting smell was practically intoxicating.

“Good. You look beautiful in it. Like a fine piece of jewellery.”

As an after-thought, Nightmare Moon summoned forth a small padlock. Imbued with powerful corrupted magic, she clasped it in place around her slave’s horn. Now there was no chance of her casting any spells. Even if her mental energy was completely drained, why take the risk?

“Now, stand up and walk to the throne for me.”

Nightmare Moon and her followers stood aside, watching for Celestia to obey the instruction. She wheezed loudly, struggling to lift her incredible weight. She managed several steps before collapsing to the floor again, exhausted.

“Very well. It is evident, ladies, that the alicorn lacks the strength to carry on. I guess we will just have to break her where she rests.”

And with that, the group stepped forwards. This was it.

Nightmare Moon approached the fallen Princess’ face first. She hovered over her for a second, playfully running her hoof along the back of her ear. But she could see that Celestia was looking straight past her, focused on that demonic cock instead. She had reason to be fearful – her gargantuan cock was twitching excitedly, bouncing slightly from side to side. Her balls too looked terrifying, comparable to nothing Celestia had ever seen before. She shuddered as her sister stepped forwards, until the tip of her appendage rubbed against her chin.

She knew not to fight. She couldn’t conjure up the strength to do so, and she could barely move. All efforts to beg – like an animal – had fallen on deaf ears. Showing resistance now would only result in further misery for her. She didn’t wait for Nightmare Moon’s instruction.

Slowly she opened her mouth, lolling her tongue. The hunk of flesh pushed past her lips, dragging past her tonsils as it slid into her throat. A short moment later she felt a cock prodding her labia, along with another against her anus. The two ponies behind her moaned in unison, and from the tone of their voices, she guessed it was Twilight and Fluttershy.

Twilight watched her cock slide into her old teacher’s anus with a satisfying ease. The brutal raping earlier had left her body rather ‘accepting’ for future lovers. As she settled in place, she watched Fluttershy slowly slide her dual cocks into the slave’s pussy. She moved carefully, nervous to go too quickly. She didn't want to cum before Master allowed it.

Twilight carefully positioned herself atop Celestia’s rear, trying to get space around Fluttershy. Finally comfortable, the two joined their Master in action.

Celestia choked back tears as her sister’s crotch smacked into her face repeatedly. The worst part was the intense pain that germinated in her throat. In most situations, a pony’s throat would distend and expand in an effort to accommodate the foreign body. But with the solid shackle bound around her neck, her throat was unable to expand. As a result, every time the cock slid downwards, it butted against the metal ring. But instead of stopping at this blockage, Nightmare Moon would just push past, moaning with the pleasure of her sister's crushing tightness.

Scanning the throne-room, Nightmare Moon settled her eyes on the rest of her followers. Tragic that Celestia only had three holes. It left the others rather out of the loop.

Applejack, Rainbow and Pinkie Pie had found a way to keep themselves entertained, though. Rarity had straddled Applejack, lowering her pussy down onto her majestic, corrupt cock. Pinkie Pie, not content to be left out of the fun and games, positioned her anus over the earth-pony’s muzzle, sighing loudly as it parted around her mouth. The warm, moist tongue probing her anus was beautiful. Only Rainbow Dash had no place. Her face betrayed her disappointment as she watched the others having fun together. She settled on the floor and began to masturbate, although it was apparent she wasn’t enjoying it.

Nightmare Moon watched the scene unfold as she battered her sister’s face. They looked like they were having fun, but she could help them have more. Besides, they’d earned it, helping overthrow the city.

Closing her eyes, she took a deep breath as the tip of her tail began to solidify. Slowly it transformed from its soft, vapor-like state, into a thick, writhing tentacle. Twilight gazed over at them as they sidled along the floor towards their targets. She couldn’t understand how Master created them, but the details didn’t matter. She could remember how good they felt.

Rarity’s eyes widened as she felt something rub against her anus. Bouncing up and down atop Applejack, she arced her head around to see. It was a strange, light blue tentacle. Before she had time to react it pushed into her, past her colon. She could feel it inside her, hefty and muscular, despite being pure energy, and not a physical beast. It inched further and further upwards, stretching out her lower intestine. It had to stop eventually, surely? But no, it kept going, stretching out more and more of her internal organs. It didn’t move quickly, and it didn’t thrust, it just kept going. Suddenly her stomach started to churn. Her digestive juices sloshed around violently, as the tip of the tentacle pushed through. Upwards it probed, into her esophagus.

Pinkie Pie watched, confused, as the white unicorn opposite her suddenly froze, stock still. She’d noticed the tentacle slither into her rear, but she had no idea of the distance it had traveled. But suddenly the mare’s jaw flung open, and the round-tipped tentacle popped free. It waved around in the air for a few seconds, before making a beeline for Pinkie Pie’s mouth, hanging open, agog. It shot into her, descending to her core.

Applejack’s vision was entirely dark. With Pinkie Pie’s soft buttocks resting atop her face, she could see none of the bizarre occurrences happening to her friends. She was just focused on Pinkie’s anus as her tongue ran against its walls and the sensations of Rarity's soft folds. That was when she felt a warm, solid mass pushing past her tongue. Before she had time to object, the tentacle had punched past Pinkie’s colon, bursting out, directly into Applejack’s mouth.

Rainbow Dash had watched the tentacle slither over the throne-room floor towards them. She’d been full of excitement as it approached. Sure, it was slightly disappointing for it to probe straight into Rarity’s asshole, but she knew it would emerge elsewhere. Again, sadly it went to Pinkie after that. And then to AJ. But Rainbow knew it would emerge from the orange mare’s ass soon. She just had to wait. She span round, waving her ass in the air, ready for it.

Nightmare Moon could feel her orgasm building. She’d waited for the chance to rape her sister for so many hundreds of years now, she could barely believe it was actually happening. But she wasn’t going to waste her orgasm in the alicorn’s throat. Of course not. Her seed was going straight to the mare’s womb. Slowly withdrawing, she watched as her sister spluttered desperately for air. Her whole body shuddered as the two mares behind her continued plowing her.

Striding around the alicorn, Nightmare’s tail began to retract as she moved. Applejack could feel it reverting through her innards, before it popped free of her body entirely. Soon it had been tugged free of all three of the mares, flopping down onto the floor.

Nightmare Moon moved around Celestia, hovering beside Twilight and Fluttershy. Clearing her throat, the two mares quickly yanked themselves free, graciously stepping aside.

“You’re good mares. Twilight, why not make use of her face while it’s free? I want my most promising student to be the one to help snuff out the sun. As for you, Fluttershy. I’d say that Rainbow Dash is a rather pathetic spectacle. A strong broodmare like her needs. Change that for me. Use and abuse her, and make her the mother of your foals. Cum quickly for your Master. Cum hard.”

Eager to please, the mares moved into their positions. Twilight sat in front of Celestia’s face, staring deep into her eyes as she moved her head down onto her shaft. Rainbow, who had meekly rested her head down on the floor jerked upright as two cocks prodded her pussy and asshole. Stood behind her was Fluttershy, her warm smile deeply relaxing.

Meanwhile, Pinkie, Rarity and AJ were transfixed by Nightmare Moon’s tentacle tail. The single, thick tip that had simultaneously probed all three of them had morphed. Tearing itself apart, the head split into multiple forms, looking reminiscent of a cat-o-nine-tails. These newly formed tentacles surged forwards, burying themselves in the mares. Rarity was awash with bliss as one quickly punched past her cervix, while AJ took one down her throat. It was Pinkie that took the biggest brunt, though. Three tentacles approached her, slowly pushing into each of her holes, settling into a slow and steady rhythm inside her. Nightmare Moon was making her tentacles work quickly. She was ready to cum, and she wanted them all to go together.

She settled behind her sister’s enticing pussy. The seed had stopped spilling out with such ferocity, but it still dripped invitingly down her leg. She rested her fore-hooves by either side of the alicorn, before lining up the tip of her cock with the warm, wet hole. Every inch of her body was screaming for release, and it was about to come.

She soaked in the sounds of lust around her. The slapping of flesh on flesh as Fluttershy’s four hefty balls bounced off of Rainbow Dash’s rear with each thrust. The soft moans as her tentacles filled the three mares behind her with yet more of her warm corruption. And the wet squishing sounds as her vast cock broke into her sister’s pussy. Finally.

Suddenly everyone was in action. Fueled by lust and desperate to cum for the Master, the ponies were a blur. Fluttershy had already started to launch thick globs of pre-cum into Rainbow Dash, who moaned loudly as her belly began to sink towards the ground.

Twilight had both her hooves wrapped around Celestia’s horn, using it to pull her head up and down along her shaft. Slick with Celestia’s saliva and Twilight’s pre-cum, moonlight glinted from Twilight’s cock.

Celestia had begun to cry her eyes out again, but that didn’t matter. Only one thought occupied Nightmare Moon’s mind.

“Oh, my, this is it, isn’t it Sister? I’m inside your pussy, at long last. After all this time, it’s really happening. It’s really happening! I can feel you in every inch of my cock, and it’s better than I could have ever dreamed! I-I’m about to break through your cervix, cum inside you, and turn you into my hungry breeding slave! A thousand years of dreaming! A thousand years of dreaming… T-Thank you for trapping me on the moon, Sister. Thank you for filling me with this hate. Thank you for giving me these genitals. Without you doing all of that, I’d never have been able to make you mine… I, I…”

Her rambling train of thought broke down rapidly as her balls began to churn. The end.

Jerking forwards, she flopped down over Celestia’s body. Her cock began to spasm wildly, before the spunk began to rocket free of her. Unable to control herself, she screamed out in lust-fueled desire.

As she began to cum, so too did her tentacle tails, pumping thick, hot seed into the three mares. Rarity felt it rush past her cervix, into her womb, settling among the potent dragon semen that already soaked inside her. Pinkie Pie, stuffed with the most tentacles of the three, began to expand at an alarming rate. Her belly quickly sank, coming to rest on the warm floor. From there it kept growing, pushing Pinkie upwards in response.

As the sounds of her friends orgasms filled Fluttershy’s ears, she was unable to hold off either. She yelled with the effort, her quad balls beginning to spasm and shake violently. Her love poured into both Rainbow Dash’s womb and stomach, quickly reducing her to a babbling mess.

Celestia’s eyes stopped watering as she felt her sister orgasm. Suddenly, she didn’t feel any emotion. No fear, no sadness. She couldn’t work out why, but it was as if she’d just become a blank canvas. All that remained was a small, niggling voice, desperately screaming in the back of her mind. But it was gone in seconds, leaving her brain completely void. No memories, no comprehension. Nothing. She barely noticed the hot stream of seed launch from Twilight’s cock down her throat. As far as Celestia was now concerned, that was just something that was supposed to happen. But as seed continued to pump from her sister’s cock into her womb, new thoughts began to occupy her mind. Thoughts of cock. Thoughts of Master. Thoughts of foals. Thousands of them. And the thoughts were good.

The thoughts were right. She couldn’t comprehend quite what was happening. But whatever it was, it was what she was born to do.

The Night To Last Forever

by Mackstack

I: Bad End

II: Turning Tides

III: The Sun, Eclipsed

Epilogue: The Night to Last Forever