Hello dear reader,

You may have read some of my other fics on this site. Generally, I try to be funny, lewd, cute, sexy and comedic.

This story is not that.

I wanted to explore some of the dark sides of writing - the fantasies and fears that live in the shadow of some of our minds. I let my muse wander to places that I would never have allowed it to tread... along paths that are slick with the foul tarry mess of depravity.

I wanted to capture some of the horrors of war, the helplessness of violence, the banality of cruel evil... and the most twisted of fetish-fantasies.

So, this is a warning.

If you are not interested in exploring this dark zone, I would bid you turn away. Leave the like/dislike ratio as it is and seek out other works.

But, if you are interested in reading on, please be kind to yourself... and careful. Psychonauts who explore the dark realm can leave with a better appreciation of the shadow from the Jungian school of thinking, leading to becoming more actualized persons.

But it is not without its risks. Though this is only fantasy, cast a keen eye at yourself and be honest. If you ever feel your fantasy becoming real, your dark mind thinking of action - get help. There is a world of difference between reading fantasy and doing a thing.

999/1000 people can and will digest the darkest of texts without any psychological impact.

This is for that one person - be honest with yourself... and seek the help of others or professionals.

A lighter note:

My goal with this fic is to get meaningful, interesting commentary from you, the reader.

Therefore, I have decided to incentivize any brave readers with a little contest. I will be releasing this fic over the course of a few days, chapter by chapter. At the end of each chapter, I will put a question in the author's notes as to what readers think will happen next.

Any reader who correctly guesses the next scenario will score points.

The more detailed the answer, with any insights, the more points.

At the end of the fic, the leading commenter will receive a free commission from me... I will write a 2500 word fic of their choosing this year (excepting some scenarios which I am either uncomfortable or incapable of writing).

Hopefully, this stimulates some interesting discussion in the comments.

I will try to be as transparent as possible in author's notes each update explaining the current score leaders and why I have chosen them.

Another long and hard day passed. Twilight Sparkle sighed, stretching out carefully before flopping backward onto her bed. She snuggled into the warm pillows and silky sheets/.

Times were tough, and she deserved a good rest: something escaping her lately. A long, hot shower had eased her tension.

That always made sleep come easier.

As her eyes slipped closed, her consciousness faded away, away into that mystical realm of sleep, where no conscious pony could tread...

BANG! BANG! BANG!

Twilight’s head jumped off of her pillow at the extreme sound, a crashing knock that seemed more like a pony trying to kick down her family’s front door than any gentle, polite request for the Sparkle household’s threshold to be attended to.

“Shh… stay quiet Twilight.” Twilight Velvet whispered consolingly, petting her teenage daughter’s head.

Twilight was sleeping in the same bed as her parents these days - a mattress and sheets that had been moved into the basement of the family’s Canterlot home. It had been a joking, almost happy exercise when they’d done it the week prior as per the official royal proclamation for all citizens to prepare shelter against the Thestral army and the abominable Night Princess.

They’d laughed, nervously, as they carried the comfortable mattress and linens down the steps, remarking on how much easier it would have been if they could just use their magic... if the crown and the royal guard hadn’t instituted a rationing requirement for the benefit of the military.

There had been some tension, sure - after all, Shining Armor, her brother was a cadet in the palace guard corps… but all four of the remaining Sparkle family had full faith in their armed forces, which had set out to meet the fearsome, bat-like invaders in the Northlands, led by their brave general and overseen by their glorious princess. They’d even watched, cheered as the army marched out of the city to incredible fanfare.

The chancellor had insisted that every unicorn do their part - save their magic, put up with the reduced food rations, prepare their shelters. But nopony had ever thought that their army could fall. After all, they were unicorns, great spell-casters! Their enemies were thestrals, cowardly, dark-loving, cave-dwelling bats.

They couldn’t even fly that well.

Up against the guard’s elite pegasi corps, as well as the freakin’ Wonderbolts, they wouldn’t even be able to get off the ground. Any of those evil bats that survived the mages and pegasi would then be run down by the earth-pony legionnaires: the strongest and most effectively trained soldiers in the history of Equestria - they would run through the thestrals’ ranks like butter.

And all of that wasn’t counting their most powerful piece: their beloved Princess.

Celestia was a God.

What pony, even if they were the hated, unnameable Night Fiend, could stand against her?

A few days later, all that confidence vanished. Every pony in the city felt the icy blast of dread wash over them in a wave as an ominous shadow fell across the sun - the hated moon, slowly covering that brilliant disk of light and casting the penumbra across the face of Equestria.

A total solar eclipse.

Astronomers had gasped in shock; such an event was not in any of their plans or calculations. Something had overridden Celestia’s steady grasp of the heavenly bodies to allow such an affront. Quickly it became clear that this was no normal eclipse - there would be no festive atmosphere, no foals glimpsing carefully through carefully treated sun-glass to observe the celestial event… this was something else. The moon stayed firmly fixed in front of the sun, plunging the city into eternal twilight… until the sun meekly retreated over the horizon, bringing with it a bitter, moonless night.

Only a few ponies noticed the bright streak of light, as the solar princess flew through that first night’s sky, mane aflame but sputtering…. sputtering. She limped a retreat into her tower room, not speaking a word to any of her counselors or the ponies of her city, to the desperate and worried families of all those soldiers sent abroad.

Twilight had tried to rationalize why her teacher would have secluded herself from the public that first night - was it shame? Despair? Fear?

She’d never thought those emotions even existed in her mentor, but what other reason could there have been for denying the truth that her people deserved…

She was beaten.

But the news came with the rising of the sun the next morning. No glorious rays of light had peeked over the Canterlot mountain range to the East: that tyrant moon still occluded the much-diminished fireball. The limping pegasi-soldiers that followed those rays, the shadow from the rays of the dull ring of the obscured sun not enough to hide the terrible wounds, the broken spears, the damaged and torn armor plates from the crowd of ponies that pressed the survivors for news.

Thousand-yard stares had met them, shaking heads and growling rebuffs as the meagre remnant continued their rout, some simply flying past the city and heading west.

A young lieutenant had sobbed when Twilight’s mother had called out to him by name - he’d been a friend of Shining’s in his youth. Twilight remembered how shakey her mother’s voice had sounded when she begged him to know what had happened - to know whether they were in danger. She’d known then, in a way that she’d only understood philosophically prior, that her parents could not protect her from the world - that they too, were scared.

“Run.” He’d sobbed. “All is lost - no more follow behind. Every unicorn, every earth-pony, most of the pegasus-corps… slaughtered, without mercy, without quarter by the thestrals and that… monster.”

The crowd had gone dead silent. For so many listening to his words, their worst fears had been realized - that brave son, or stalwart brother, had died on that battlefield. Did they welcome the end now, Twilight wondered?

For the remainder, of the listeners, they clutched their foals and family tightly - they knew now that they were defenseless.

“They will fall on the city like locusts - none will be spared.” He choked, tears falling from his eyes. “You have not seen… not seen what I have seen… I come only to save my mother and make for the coast, to hide somewhere perhaps.”

Now the murmurs began to stir, a rumble through the crowd. Some politicians began to speak - surely this was just a shell-shocked lad? How could all hope be lost?

The lieutenant ignored them all, whispering through his teeth to Twilight Velvet. “I have said too much - there is no time. Run, if you can.” He looked at her, then at the teenaged Twilight, and sadly shook his head. “Which you can’t - only the fastest fliers could outrun those beasts. I am so sorry, so sorry. The reign of the sun… has ended. I must go. My mother...”

Twilight Velvet had quickly grabbed her by the hoof and pulled her back toward the family home, as the crowd behind began to rumble and boil, the fear bubbling through the citizenry and starting the beginnings of a riot.

They’d quickly made their way back to their family home. Twilight remembered how she’d blinked away her tears - she didn’t want to be weak for her mother, not now, not when her brother was committed to the defense of the palace. She’d even tried to comfort her mother, telling her everything would be OK - that Celestia would protect them.

She’d gone into her room and could hear her parents arguing through the floor. Her mother wanted to find Shining Armor and try to escape the city. Night Light was more realistic - telling her that there would be no way to even find Shining Armor amid the chaos outside, let alone convince him to abandon his duty. He wanted to send the mares of his family out of the city, he would stay and try to find Shining. Twilight Velvet then said she would have none of that - she would stay as well.

The argument was starting to get heated - to the point that Twilight was about to march down the stairs and declare that there was no way in Tartarus she would be abandoning her family and home.

The first rumbling explosion had quashed all of those plans - a dull shaking that sent quakes through the sturdy timbers of the old Canterlot home, reminding ever pony that the advancing army cared little for their melodramatic discussions.

It was hard to remember anything after that - the sudden plunge of all the magically powered lights into darkness, the hurried sprint down into their makeshift shelter, the panicked realization that she’d left her baby dragon upstairs and the absolute terror as her father had scrambled away from them to go grab him, leaving Twilight huddled with her mother as the steady drum of a marching army’s hoofsteps grew louder and louder in their flattened ears.

But he made it back.

The whole Sparkle family spent the night in the basement huddled together, a hellish night of smoke and screams from outside, of heartbeats racing with each shadow that would pass by the small, in-ground window. Deep into the night, there had been a sudden unified roar, a bellowing cheer of thousands of soldiers - the volume of their shout loud enough to shake dust from the ceiling.

The city had fallen - and their invaders crowed in total victory.

Then the true slaughter had begun.

Twilight had never heard screams like that - screams of pure animalistic terror, suddenly silenced. The ringing cruelty of blades clinking against other blades, against sheathes, cobblestone… bone. The slosh of liquid being spilled in the alleyway near their home, sobbing chokes, suddenly quieted.

And the smell.

The smell of fire, decay, feces and blood.

All she could do was clutch her mother more tightly, crying softly into her breast as everything she knew and loved was destroyed.

It didn’t slow for some time, the horror… but eventually, finally, it did… judging by the sound of slaughter she figured that there were few ponies even left to sustain such a pace of murder. And somehow, she’d slipped into a frightened fitful sleep.

Until the knocking.

“Don’t speak, they won’t know we’re h-”

“I HEARD THAT YOU SNEAKY CORN’ERS!” A rumbling shout shook the floorboards as heavy hooffalls clattered toward the door of the basement. “GET THE FUCK UP HERE OR YOU’RE NOT GONNA LIKE IT.”

“S-stay here - I’ll go up.”

Twilight watched her father carefully walk up the steps, and slink through the door, trying as best he could to close the door behind him. A moment later there was a huge clattering and the sound of several thumps, and a small yelp that Twilight could recognize as being her father’s cry of pain.

“OK NOW YOU OTHER TWO GET UP HERE OR I’LL CUT THIS BUCKER’S HEAD OFF.”

Twilight Velvet reached out for her, but she was alrady charging up the stairs - somewhere up there her father was in trouble, being attacked by some awful creature - how could she possibly just huddle down in the basement?

As she reached the top of the stairs, a pair of gauntleted hooves took her roughly by the neck, followed by a swift blow that stunned her as the world spun in a blur, being flipped end over end and landing in a heap against the small table they kept near the front door.

She could feel a strange and painful bump on her horn, and the immediate pain of being stuffed up - inhibited. She didn’t even need to check with her hoof to know that they’d slipped a magic restriction ring on her as they’d pulled her bodily into the hallway. She blinked away the pain of the blow she’d received, her vision slowly coming into focus as she did.

Her father lay in a heap, bleeding and bruised already from a flurry of kicks - next to him was Twilight Velvet,. She’d probably chased after her when she’d sprinted up the stairs… both of them were also wearing magical inhibition rings. Two bat ponies stood over them all, both clad in a strange mixture of ebony-black metal plate and obsidian studded leather. They looked menacing, terrifying… like something out of her ancient history books. Barbarians had made it through the gates.

She couldn’t help but notice the crimson spatters across their armor, the small chunky strands of gore that sat wedged between the chinks in their gauntlets. But that was not even close to the worst feature of their costume of war.

The older of the two thestrals turned toward her, revealing a face grizzled with white stubble under his chin, and a long scar stretching from his left temple to his nose, healed long ago. A veteran.

But her eyes were instantly drawn to his neck, about which hung a string of unicorn horns, different colors each… greens, blues, whites… some with clean cuts at the base, and others with jagged, shattered ends - their condition betrayed the violent manner in which they’d been removed.

Instantly, she shuddered… a tremor shaking through her body instinctively as she imagined the horrifying, impossible pain of being de-horned. She felt a nausea rise within her, stifling the urge to vomit as she pictured those horns belonging to some of her friends… wasn’t that off-yellow close to Moondancer’s coat…?

“M-monster…” Twilight gasped.

The veteran thestral glanced down at his necklace then back at her. “You like? I figure it’s a good way to turn that evil fuckin’ witchcraft you ‘corners worship to some good.” He jingled the chain, causing the severed bone protrusions to clack against one another with wet thumps.

“How could you…”

“Aw shut the fuck up, you little witch.” He growled back. “I made sure most of ‘em were dead before I took ‘em off.” He chuckled, then nodded his chin at Twilight’s on horn, before turning and gesturing at her parents. “And if you all co-operate like good little ‘corners then I’ll pay you the same courtesy and off ya’ with a quick slip of my knife…” he ran his hoof across his throat, “... and spare you the sensation of snapping that pointy fuckin’ hell-horn off nice and slow.”

Twilight’s eyes trembled were wide with fear, her heart pounding in her ears. She wasn’t sure what was worse - imagining the sensation of having her horn broken off slowly… the fracture in an organ so delicate that it connected with her brain, with her magical soul… or the confirmation that she was going to die.

She looked to the other bat-warrior. He was young, she could see it in those cat-like pupils. Perhaps he was even younger than her. The eyes always betrayed the age, despite a hardened and strong body that had seen brutal combat. She turned her eyes there desperately, tears sparkling as she did… and when she didn’t see the same ferocious venom there as she’d found in his partner, a glimmer of hope grew.

“He’ll do it, miss.” The younger soldier muttered, staring through her with a thousand-yard stare.

“Sir, the rules of warfare state that-” Night Light began to sputter from the ground.

“-YOU ‘CORNERS WROTE THOSE RULES, NOT ME!” The older thestral shouted, spittle flying from his mouth. “...and you broke ‘em first… so now you can just shut the fuck up and sit there and watch. Your mares and me’ll give you a nice little show before I send you off this plane.” The bat-warrior began to chuckle as he undid his heavy war-belt slinking off his waist, leaving no doubt as to what he had been referring to.

“You freak, she’s not even out of high-school!” Twilight Velvet sobbed.

An evil flicker filled his face. A blur of his gauntlet as it flashed out in a blur and smashed into Night Light’s face, slamming his head into the ground with a terrifying thump. Twilight felt a scream die in her throat as she looked to her father - was… was he dead?

Then he stirred, spitting out the teeth that had just been shattered from the blow, little white-red fragments of his smile that skittered across the floor.

“That was meant for you, you evil witch.” The older thestral spat onto the floor. “But I didn’t want to damage your gullet before I’ve made use of it. But watch your fuckin’ tongue… that was a love tap, I could take his jaw off if I wanted, bitch.” He snarled, gripping Twilight’s mother under the chin to make her look at him. “My son, who you ‘corners would call a freak, never got to go to school at all… working in your fuckin’ mines until he was cut-down by a fuckin’ ‘corner spellblast.”

Velvet’s eyes were wide with terror as she looked into the enraged warrior’s face - Twilight had never seen this fear in her mother before.

“P-please… she’s just a child, use me any way you want, both of you… j-just leave her alone, I beg you.”

“Hahahaha!” The warrior laughed. “Hear that kid? I told you these ‘corner sluts can’t get enough of a real man when a good old leatherwing male is around.” He turned back to Velvet with a snarl. “But don’t you worry my little witch slut, we’ll fill your plump bottom… and I won’t take your filly…”

Twilight’s ears flattened, as she tried to stifle the horrible feeling of hope that she wouldn’t be defiled - that only her mother would be raped - and the oppressive guilt that hit her like a wave from such a thought.

“...no, my young rookie friend will be doing that!” The scarred veteran barked a laugh, slapping his friend on his plated shoulderpads. “I told you I’d repay you for having my back in that last battle, youn ‘un… I’m givin’ ya full riding rights to this fresh little ‘corner mare.”

The younger soldier barely seemed to react, still staring off in the distance, his face cold and sad. Twilight’s eyes flashed over his face, trying to see any type of soul behind those eyes. She wasn’t sure if she was imagining it, if it was just the contrast to the thestral’s monstrous older partner, if it was just some beginning of a Stockholm syndrome… but he seemed softer, kinder… vulnerable.

Maybe he wouldn’t…? She needed some hope to clench to.

The older veteran sensed his partner’s hesitation and sighed, sidling over to him and wrapping an arm around his shoulder. “Rook… I know you’re feelin’ shite right now - we all did. Just remember that it was the fucking ‘corners that drove us to this… we didn’t want this!” He grumbled to his partner, ignoring the cowering family as if they weren’t even there, “but it gets better. And once a never-fucked cherry-boy like you wets his poke for the first time, all those nightmares fade away… I guarantee it.” He grinned, “...and this is a junior soldier’s virgin brat’s only chance to get some fresh ‘corner puss that ain’t been slicked up by half the fuckin’ officer corps - so if you don’t fucking accept my gift I might feel a tad insulted.”

The rookie blinked and shook his head, as if annoyed.

Twilight swallowed, wondering if the young soldier would live up to her hopes - some vain dream of him suddenly switching sides and rescuing her and her parents from this monster.

“Fine.” He grunted, rolling his eyes.

Twilight felt like she’d been kicked in the gut - her pathetic hope stolen away from her in a snap as it became clear that the young thestral was just as horrible as his older partner.
He sighed as if annoyed and began to undid his own war belt, shaking his hips slightly to let the huge and heavy armored kilt slide off his back and land in a jingling crush onto the floor.

That was when Twilight saw it. It was so different than what she’d seen in her textbooks… or than the sheaths that mares and fillies might titter or blush and turn away from when they were inadvertently displayed in public. It wasn’t even like the half extended, floppy tubes she’d seen on camping trips when her brother or father relieved themselves into the bushes.

The menacing, fat, black tube fell from the young bat’s groin like a thick coil of heavy rope, his tip nearly touching the floor before it began to stiffen and pump… getting impossibly fatter as it rose up to his leather clad belly, reaching nearly up to his navel.

Twilight shuddered, unable to take her eyes from her rapist’s probe in it’s horrifying size - something like…. Th-that was going to be shoved into her?

“Ha!” The veteran slapped his younger soldier on the shoulder. “So the rumors about you being gay aren’t true! I thought I’d have to get this fuckin’ bitch ‘corner...” he delivered a sharp kick to Night Light’s side, “...to bend over for ‘ya…”

“Fuck off.”

“Hey hey, it’s a blessing for your bits to rise fast sonny.” He laughed, waving apologetically. “Myself, I need to bleed my mare a bit to get my sausage nice and thick for them….” He flashed his sharp fangs.

Then in a sudden motion he released his younger friend and took three quick strides over to Twilight. She screamed, huddling tighter to the wall as the monster advanced on her. This was all happening too fast, she wasn’t ready! Not to be raped, not to die! How could this be happening!?

“Come on, cunt, on yer’ hooves.” His heavy hoof clenched under Twilight’s arm, ripping her to a standing position. With another whirl of his powerful muscles he spun her around and slammed her head up against the wall, partially embedding her horn into the drywall of her family’s front hall. Twilight felt something sharp pressed against her neck, a sharp stabbing pain that was just enough to make her nerves scream without actually breaking the skin. “Co-operate and I guarantee you’ll have get a good buckin’ from my boy here… then I won’t bleed you slow.”

“S-stop! Please!” Velvet shouted from the floor.

“Shut ‘yer fuckin’ mouth ‘mom’.” The veteran growled back. “Or I bleed her slow while she gets fucked.” Twilight felt the sharp point slightly slip into her neck, drawing a hot, thin rivulet of blood that streamed down her side.

The veteran left her embedded in the wall and walked behind her, ignoring her whimpers. She felt his foreleg kick her hindlegs apart, where she’d been trying to squeeze her thighs together as tightly as possible. Then with a jerk she felt her clenching tail ripped upwards, hiking her dock all the way up and exposing her asshole and vagina to the room.

She felt hot tears streaming down her cheeks, felt the hot trickle of blood off of her neck, falling to spatters on the floor. How could this be happening?

Rough, metal hooves dug into her bottom, pulling her glutes apart and reaching down to her nethers. She shuddered as the first violation occurred - the soiled gauntlets grasping either side of her labia and pulling them in opposite directions, spreading her lips wide to expose her privacy completely.

“Would you buckin’ believe that? She’s a virgin! At her age!” He laughed releasing her vagina and landing a sharp, painful slap across her bottom. “Will wonders never cease!? Damn you’re lucky rook… I mean, you did save me from that spear, but this is like triple payback. I’ve half a mind to take her myself!” He strode over to Night Light, planting a hoof on his ribs and pressing down with vicious power. “I thought you ‘corner daddies fucked your fillies before they got their marks? What, were you saving this one so you could sell her off or something you degenerate fuck?”

Night Light could barely breathe, let alone reply.

Not that it mattered. Therookie had simply growled in response to his partner’s antics, as if he were tired with all this and just wanted to get it over with. Twilight heard the steps as he thumped over to her, the weight of his bulk and size making her own hooves bounce off the floorboard. The only thing racing through her mind was the constant refrain that this couldn’t be happening - wasn’t happening - wouldn’t happen!

And yet there was that sudden feeling of weight on her back, as the stallion mounted her, his forehooves planted on the middle of her back, forcing her to lean harder against the wall and unavoidably making her lift her hips. She felt the hot, heavy slap of the young thestrals meat against her belly, the disgusting feeling of his wetness slicking her teats as he dragged around underneath her, trying to sift himself.

“Use ‘yer fuckin’ hooves rook… a cherry-boy like you won’t be able to get in without a bit of guidance. Takes practice.” He shook his head. “Pathetic, this one isn’t even struggling - I’d have fucked all the way into her womb by now… what a waste.”

“Shut the fuck up, man.” The rookie growled back.

Twilight felt one hoof come off of her back, then the huge pole suddenly slide out from underneath her. A moment later she felt the hot, wet press of his cockhead against her tailhole.

“Not there! Not yet anyway, rook.”

Twilight shivered, the tears running freely from her face now, falling in wet drops to the floor below, her heart was pounding, racing… adrenaline was surging through her - she could barely breathe… it was like somepony was standing on her chest. She still couldn’t believe that this was happening! It couldn’t happen - things like this didn’t happen!

The cock smushed against her cunt lips, correctly aligned. There was no way for Twilight to ignore the terrifying size of the thing about to shove into her body.

Surely, surely somepony would save her! Like in her books! Her brother or father would swoop in and defeat these two, defeat the whole night army and restore the happy life she’d taken for granted only weeks before!

The stallion began to press forward.

N-no!

*BANG* *CRUNCH*

“What the fuck’s going on here?” A new voice barked from the open doorway.

Twilight suddenly felt the weight release from her back, and she managed to tear her horn out of the wall to turn her head and look at the new voice.

IT was another thestral, a mare. Slightly more slender and sleek, but just as well-armored and ferocious-looking as the two warriors that had been tormenting her. Unlike the two grunts, she had a pair of chevrons on her pauldrons, not unlike those she’d seen on her brother’s dress uniform - an officer!

Again her heart leapt with hope. An officer, and a mare too! Surely she would stop this madness - would save her and her family from the rape and murder that had been promised to them!?

“Aw, fuck off lieutenant. We aren’t on duty until 1600…” The older veteran growled. “This is our time.”

“Uh-huh, and you two jokers decided to go off and have a private ‘civilian outreach session’ by yourselves eh?” She frowned, a snarl building on her face.

Twilight’s heart fluttered with the improbable and sudden rescue - this mare was disgusted by her subordinates! She was saved!

“Got a problem with that?” The veteran shook his head at her with a dark look.

“Only that you’re deliberately subverting the chain of command - you two know officers get first dibs on breedin’ rights.” The lieutenant kicked the chest of drawers in the hallway over, creating a small bench for herself to sit down and lean back against the wall comfortably.

W-what!? Twilight felt that horrifying kick to the gut again - this was not a rescue, not a fairy-tale release from this hell.

“Well, I owed the kid a favor, LT.” The veteran sighed, “he saved my life - so I figured I owed him a fresh cunt to dip his virgin prick in.”

“Virgin?” The Lieutenant’s ears flicked and she grinned. “Even after last night? What, are you gay?”

“Ha ha ha! See? Told you rookie…!”

“...” The younger soldier just sighed.

“Well, virgin…. You’re lucky that I prefer to watch.” The lieutenant grinned, touching her hooves together as she leaned forward, like a spectator at a movie theater engrossed in her favorite scene.

“That’s rare in an officer - figured you’d want to ram that gauntleted hoof up her snatch.”

“Eh, pain in the ass to clean that ‘corner slime off afterward.” The mare shrugged placidly.

“Well? Get back on her, rook… we’re all waiting.”

Twilight choked out a sob.

“...except.” The lieutenant sighed and leaned back, shaking her head sadly. “Much as I’d love to watch your little show, I’m afraid I’ve got direct orders from the general - I’m to deliver this Sparkle family to be delivered to her, unharmed.”

“Fuck that, LT.” The veteran chuckled. “Let’s just pretend that you got delayed a few minutes on your way here. General would understand.”

The lieutenant pondered this for a moment, as if actually considering whether this was an option. Then shook her head sadly. “Unfortunately, no… this request comes directly from HER. SHE has requested that this be carried out, in her name.”

Both soldiers suddenly stood stock still, almost shivering. Twilight couldn’t help but notice that the foremost object of her terror suddenly shrivelled and wilted at the mention of this ‘her’.

“By Her moon and stars,” both soldiers touched their forehead and breast in a ritualistic, reverent way, “thank Her for her providence that you got here in time and we didn’t offend her.”

“By Her moon and stars.” The lieutenant replied casually, making the same touches. “Sorry boys, but you’ll have to raid another house to settle your favors and debts.” She looked over at the young soldier. “There’s tell of a schoolhouse down the block, I’m sure you can find some filly in there to pop your cherry.”

The soldier grimaced, unhappily.

“Don’t fuck around soldier,” the mare grunted as she hopped to her hooves and stretched, “we mares can smell a cherry-boy like you a mile away - get your dick wet, even if it is in some ‘corner’s gutter… else a cutie like you doesn’t stand a chance with a real woman.” She flicked her tail up, smacking the recruit across the nose.

“Well, thanks for ruining my morning LT.” The veteran sighed as he grabbed Night Light by his mane and hoisted him to his hooves.

“My pleasure.” The lieutenant chuckled, pulling a set of chains and collars from her saddlebags. Twilight watched, legs shaking as she set the collar on each of her parent’s necks, then trod over to her and clacked one around her own neck. The sharp edge of the black metal dug into her flesh, biting into the skin under her fur.

The lieutenant gave the chain a jerk, pulling all three ponies toward the door. Twilight stumbled, the adrenaline of the barely escaped rape still pulsing through her veins.

“W-wait! Sp-spike!” Twilight coughed out, worried for her little brother, still down in the basement.

“Shut your fuckign trap.” The veteran soldier growled, kicking his foreleg up into her solar plexus.Her eyes exploded with pain, but even more disorienting was the sudden loss of oxygen - winding her and making her gasp for breath.

“Ah yes - almost forgot about that.” The lieutenant chuckled. “Family is supposed to have a baby dragon, too. Name of Spike, I believe.”

“Oh yeah? Want us to go get him? Did She request him as well?”

“Nope. Orders only mentioned the ponies.” The lieutenant grinned. “And since I figure I owe you one for stealin’ away your fun, I might just let you two know that legends say that roast dragon makes your prick longer…”

The veteran’s eyebrows raised. “Really?”

“Mmhmm, tasty too, they say.”

Twilight’s eyes widened in shock. Th-they… were going to EAT him!? He was only a baby! And because of her, because she’d opened her damn mouth!

“SPIKE RU-UGHNF!” Another swift kick cut off her warning.

“Yeah, Spike! Your sis is callin’ for ye! C’mon up buddy, we’re all gonna have a wonderful meal!” The veteran giggled in falsetto tone as he and the rookie unsheathed a pair of cruelly curved and razor sharp daggers.

“O-Ok!” The scared voice came from down in the basement.

“Thanks LT.” The veteran winked at the officer, as she lead the Sparkles out the front door on their chain. Twilight coughed and choked, her winded diaphragm not letting her form words of warning, a cry of caution. Though the dragon stood no chance of escaping the occupied house, or city. But she couldn’t, her body just wouldn’t let her.

“Save me a piece, boys.” The LT grinned over her shoulder.

“What, you want a longer feckin’ clit or somethin, LT?” The veteran whispered back, not wanting to spook the dragon.

“Nah, just wanna try the taste - I already know my clit’s bigger than your dick.”

“Heh.” The rookie chuckled for once.

“Shut the fuck up, rook.” The veteran hissed back, still focused on the basement door.

The last thing Twilight saw as the Lieutenant jerked her family away was the basement door timidly opening, before the front door was shut and blocked the view of her little brother about to be slaughtered and cannibalized.

Being led through Canterlot that morning was the hardest thing Twilight had ever done.

Not only was she constantly trying to block out of her mind the terrifying thoughts of what her baby brother dragon might be going through at this very moment, but there was the absolute assault upon her senses of the destruction and chaos around her.

Immediately upon going outside, she had been struck with the stench of the air - a thick hanging fog of dust and smoke, mixed with a blast of hot excrement and gore, peppered with the acrid sting of magic-explosive residue. Everywhere it seemed that fires flickered or smoldered under the dark dusk of the perpetual eclipse.

Houses on her street that she had known for her whole life, familiar trees, monuments fences that adorned countless foalhood memories were now heaping piles of rubble and splinters, while other houses might only have light damage or even be relatively untouched. The capricious whims of war had spared some from the bombardment... while crushing other families in one swift moment.

Though, hearing the echoing cries and screams from the city, she wondered if those killed suddenly might have received the greater mercy.

Here and there she could see spatters of blood or little bits of flesh… unrecognizable bits of gore that might have been a part of a limb or a torso… but it wasn’t long before she saw her first corpse.

In the center of a blackened scorch in the middle of the street was a charred skeleton - the only remains of a consuming magical fire that had caught the unfortunate unicorn. The smell of seared pony-flesh and charred bone made Twilight gag and almost miss a hoofstep - but the jerking of the chain kept her falling forward.

“Come on ‘corner, you ain’t seen nothing yet.” The lieutenant chuckled, seemingly pleased as Twilight’s distress.

As they approached the center of town, she started to see far more bodies. In the middle of the street, a huge dark red pool of blood trickling to the nearest gutter from a slit throat… on the side of the sidewalk, the neck twisted at an impossible angle. A group of four or five in a pile in front of a shop door, partially scorched, showing blackened bone and charred flesh where they’d been seared by some magical beam as they’d scramble for safety.

The eyes were open and pale. In all of the fiction she’d read, deceased ponies had closed eyes. That was the most horrible thing - those blank eyes staring back at her as she was led along, with no souls behind them - showing how at the end of the day these were just fragile, fleshy containers.

Twilight could feel the tears streaming down her cheeks as she walked, unbidden but uncontrollable grief. Up ahead there was a smaller slumped mass of two ponies - the different colors clashing in their final embrace. One of the two was smaller, much smaller than others that she had seen to date.

“Don’t look Twilight, don’t…” Her father sobbed from in front of her on the chain.

She tried to stare away, she tried. But how could she not look after being told that? How could anypony?

It was Starwatcher, and her two-year-old filly, Dreamstate. They were her neighbors. A few weeks ago Twilight had played with the little filly, teaching her how to blow bubbles. At least they seemed at peace - the filly and her mother clutched in one another’s arms and silent - deathly silent… as they would be for the rest of their lives.

They were approaching the center of the city now, about halfway to the royal palace. This was usually the beating heart of Canterlot, all around the giant facade of Celestia’s fountain - a regal statue of the alicorn that had water spouts and flourishes crafted by Equestria’s finest artisans. Now Twilight could see that the fountain was dry and silent - and somepony had managed to break Celestia’s marble head off of its perch, leaving a stump of jagged rock there instead.

Usually, the air here would be filled with the boisterous and busy marketplace shouts of grocers and potion-sellers… with soap-box speeches by overzealous young politicians… with the giggling and laughing play of foals on recess from the nearby schools…

Not now.

It wasn’t empty either though. The crowds of civilians that would usually fill the square were replaced now by a small traffic jam of thestral soldiers, likely over a hundred of them - too many to count in any case… all milling about and thronging around the central fountain.

The lieutenant slowed as they approached the traffic jam, muttering curses under her breath.

“Ha ha ha! Told you she’d like it more in the tailhole!” A particularly loud voice shouted out.

Twilight looked over in the direction of the noise and saw Countess Coloratura - a young and rising musical star that all the teen-fillies Twilight’s age were listening to these days - pressed up on the bench-like edge of the fountain… being rutted from behind by a thestral.

It was hard to see much, through the throng of ponies… but Twilight could see the rough state of the musician’s face… and could see the black log of flesh squeezing into her anus. Twilight unconsciously clenched her own buttocks as she imagined the pain of such a huge organ into her tight ring. There had been articles written in ‘Teen-Filly’ magazine about how Coloratura was guarding her chastity for the right stallion, despite the pressures of a young pop star.

Not anymore.

“Haw! She’s clenching harder than a foal!” The thestral mounting her snarked to his friends, as he slowly pumped in and out of the smaller pony’s ass. “Sing that song you whorse… the one that made all your colt-aged fans touch themselves over your degenerate ‘corner music… I wanna tune as I rut yer arse!”

Rara sobbed, shaking her head softly. Grunting with each new thrust of the thestral on her back.

“I said sing. Do it or I’ll bleed you dry.” The thestral growled, one of his bat wings reaching to the sheathe on his side and half-uncovering it, all without breaking his pumping rhythm.

“And let the magiIC… of my hearT ughn…. Stay truuueeee…. ow!”

“Yeah that’s the one, my son liked it - I thought it was just more degenerate unicorn trash.”

The poor teenage songbird sobbed out the lines of her first hit single, grunting and choking each time the thestral on her back plowed his stallionhood into her asshole. She gave up partway through the first verse and just began to sob, crying aloud as the thestrals gathered about chuckled an applauded sarcastically.

“Fuck I love it when you cry, bitch… makes you so much tighter.” The thestral grolwed into the singer’s ear. “Here it comes, honey!”

Twilight watched as the thestral arched his back and clenched his teeth, his rod swelling and throbbing with pulse after pulse. All Rara could do was hang her head and sob as the soldier filled her backside with his vile seed.

“Encore! Encore!” Another thestral chirped, stepping up as the first thestral stretched and stepped back from the Countess, His cock was still wedged in the singer’s tailhole - whatever size his flare had become was painfully pulling out the smaller mare’s ponut - but he was clearly too wide to exit the tight sphincter in his current state. It reminded Twilight of the time she’d seen two stray dogs knotted together in the street… she hadn’t thought such a thing was possible with ponies - but the Thestral did seem quite large.

She shuddered.

“Fuck off, you’ll get your turn… when I’m done.” He growled, delivering a shove to the shoulder of the thestral who had stepped forward. “Get back in line and be patient, or go wait for another mare but stop pissing me off.”

It was then that Twilight realized that this was not just a gaggle of soldiers watching the defilement of this singer for ‘fun’. This was a line-up. They were waiting their turn.

Not only that - as they were led through the gaggle of the crowd and got closer to the fountain - Twilight realized that the entirety of the fountain’s benched border was occupied by Canterlot mares - all of whom were in the act of servicing one or more thestrals.

On one bench was the beautiful Fleur, her back covered in scratches and sticky with fluid… a thestral was slapping his hips into hers loud enough to send the plapping sounds over the din as he slammed his stallionhood into her marehood.

Right next to her was Comet Trail, the elementary school teacher. She was on her back, her head craned back to accept the phallus of one thestral - who used the well-aligned angle to throat-fuck the pretty and mild schoolteacher’s esophagus… while his fried drove a cock up Comet’s vagina from the other end. Twilight could see the bulges as they stretched up and down the mare - coming only a hoof length apart in the middle as they reamed her from both ends.

Trying couldn’t tear her eyes away from the whole horrid debauched spectacle. On the one hoof, it was terrifying to see the fate that had befallen these mares, friends of hers that she knew so well… now reduced to … to… receptacles for these thestrals… but how could she not watch… not know who of her friends and acquaintances were being subjected to this?

She had to witness it. For them.

Raven, the Princess’s secretary, a pony that Twilight remembered fondly as sneaking her sweets when she waited in the royal lobby for the Princess to become available, was belly-down on top of a grinning thestral, her front legs suspended legs out into the fountain. On top of her was another male, sandwiching her between the two black-coated bulky soldiers. They had managed to effect an unsteady rhythm - one pulling in as the other pulled out… driving their cocks in and out of the mare’s asshole and vagina in a piston-like motion.

“Man, watch your balls - they’re touching me!” The thestral on the bottom growled suddenly.

“Shut ‘yer mullet, Rookie… is this your first threesome?” The thestral on top barked back, without pausing his fucking of Raven’s stretched out tailhole. “You focus so much on my balls while ‘yer fuckin’ that I’d think ‘yer one of them queer ‘corner fairies.”

Suddenly, Raven emitted a loud, startling groan, craning her neck back and opening her mouth wide. “Y-y-yesssssssssssh…..!” Her eyes rolled and her tongue slipped out of her mouth.

Twilight was shocked - stunned even. There was no mistaking that kind of groan. Raven was liking this. Liking being taken by the two thestrals… orgasming from it with pleasure. W-why?

“Hah! See? It’s kicking in now. Bitch is ours for life now, sarge.” The thestral on the bottom chirped happily, baring a fang as he did so.

Twilight didn’t have time to consider what the strange words meant as she was dragged along, almost out of the square. A surly pair of fierce-looking thestrals stepped in front of the lieutenant, blocking her passage with their spears - both of which were covered in spatters of blood and gore.

“Halt - all prisoners to go by the Colonel for even distribution.”

“Buck off, I got orders that outrank the Colonel.”

“Oh really?” A Svelte voice from behind the pair of guards called out playfully. “I’d be interested to know just who’s orders those are lieutenant, if you’d spare me a moment of your valuable time.”

The lieutenant and the Sparkles turned to face the voice that came from behind the guards. Twilight blinked at the sight: a handsome, almost heroic-looking thestral, resplendent in obsidian armor with a flowing black cape. On first glance, he looked almost like a hero out of one of her fantasy books. Wavy, silver hair… piercing blue cat-eyes… a strong, masculine jaw… a body that was bigger than any other thestral Twilight had seen by at least a hoof length… stronger and fiercer looking too. She could see that he was reposing on a dining chair that had been dragged out of the wreckage of a nearby destroyed restaurant. Perched next to the side of his chair was an ornate claymore.

She was ashamed to feel her heart flutter. How could she even think about how handsome and heroic a pony looked at a time like this?

Still, in contrast to the other thestrals he seemed - more majestic, regal. And he had gotten the lieutenant to stop hauling them off to wherever they were being dragged to.

A vain hope began to bubble in her breast: would he rescue them? He was a senior officer - might he not be a gentlecolt too? Somepony who was above the madness of this pillage of the city? Might he be… their hero?

Twilight imagined him using that longsword to cleave their chains, setting them free and whisking them out of the city - maybe even backtracking to their home to save Spike! Maybe he would even-

One of the guards moved out of the way, un-obscuring the colonel from Twilight’s vision. His lounging backward on the chair was now fully revealed. All around him were unicorn mares, some middle-aged, most young… even two fillies that wore tattered uniforms showing them to still be students of the nearby middle-school. All arrayed about his makeshift throne, gazing up at him.

Or more specifically, his cock.

Stretching out in front of him was the most massive stallionhood Twilight had ever seen.

Mares and fillies always politely looked away if a colt or stallion was relieving himself in the wilderness, or if they were sporting an embarrassing arousal… but they could always see and compare. When talk got bawdy among chattier females, talk might turn to who’s brother, father, friend or special somepony had been seen sporting the largest ‘equipment’. And there were the magazines as well - showing unusually well-endowed earth-ponies or zebras. Twilight didn’t hang out with those gossipy mares very much, but she could remember how they’d tittered about some of these exceptional stallions in magazines, how they’d ‘never fit’, or how they’d like to ‘try that out one day’.

But this.

This was far beyond what she’d ever seen before, beyond what even seemed possible in her anatomical books.

Stretching out from his groin was a thick log of cockflesh, easily as girthy as her forearm, stretching out at least 18 inches into the smokey air, and topped by a drooling flare that looked to be wider than a cantaloupe.

Twilight felt all of those impossible, fleeting, pathetic hopes crash apart again at the sight of that huge organ, proudly waving in the open - clearly demarcating the colonel as a willing and able participant in the activities of the square.

Her eyes raced among the assorted mares adorning the ground about the throne, grasping at the colonel’s legs, trying to snake their way up on to his lap. All of them, even the young ones, had eyes that were distant, empty… crazed. Their pupils all seemed to be shaped in the form of hearts, pulsing along with their racing heartbeats as they gazed at the colonel with wanton lust.

‘Th-they…. They want him? They are turned on by this!?’

The thought seemed impossible in Twilight’s mind. But as she watched the mares, their tails thumping happily up in the air, little groans and moans coming from their mouths, a flicker of scent filled her nostrils. The scent of estrus, heat, arousal. Something that mares new to contain in polite company, either tucking their tails or taking the day to seclude themselves… instead being fanned out into the air like a fog by their flagging tails.

‘Why!? Why?’

“You may continue, ladies.” The colonel sighed lazily, with a small motion from his hoof.

In an instant, the pack of horny mares descended on his great cock like locusts. Kissing and slobbering and licking. Snouts bumped into one another as they fought for space to snuffle into his heavy balls. One of the two young fillies was trying and failing to fit the massive drooling tip into her mouth, while the other had simply taken to grinding her rear against one of the colonel’s shins.

The colonel simply grinned at the lieutenant watching him, eyebrows cocked expectantly. From time to time he would casually toss down a mare that might boldly try to mount him or climb up to his face, as easily as if he were swatting away a fly.

Twilight was stunned. She knew some of these ponies, some had special someponies, or husbands. They were more likely than not lying in a bloody heap somewhere. And yet here they were, trying to… to rut themselves stupid on this monster and his giant appendage.

Why?

“I assume you’ve brought those two mares for my private stock?” He blinked, cocking his head at the lieutenant. “The silver one is not to my taste, you can send her to the square… but that purple one…” Twilight felt his blue eyes trace over her, as if sizing up a hanging piece of meat, “...I’ll test her cunt and see if she’s up to snuff.”

Twilight shivered as the colonel’s cock twitched.

“Apologies Colonel,” The lieutenant sighed, “I’d happily give them to you but I have orders to…”

“Off, child.” The colonel barked at one of the school-fillies that had climbed up onto the throne, who was in the process of hiking her skirt up and trying to position herself, “You’ve already had your turn. You - “ He pointed at one of the two spear-guards, “giver this little minx a good dicking, before she gets too greedy.”

The spear guard strode forward, plucking the filly from his lap in an easy motion.

“N-no… m-master...I want y-your d-” The filly was cut off as the guard put her on the ground, covered her mouth and mounted her in a swift motion. Twilight watched as the guard drove into the filly’s pussy, flipping her school-skirt over her back as he did so, before planting a hoof in the middle of her back and driving her face down into the mud - rutting her like a jackhammer.

It was horrifying. She was only a child! And yet she was moaning like some porn-star whorse in heat!

“Apologies for the ruckus, lieutenant. She’s old enough now that her age shouldn’t be an excuse - I’ve had younger that are better behaved when trying to mount me.” He stretched backward, snuggling into his chair as he continued to enjoy his multiple-mare fellatio. “Now, y ou were about to say some ridiculous thing about how somepony’s orders outranked mine?”

“Honestly sir, don’t you have enough ‘corner cunt at this point?”

The colonel frowned. “It’s not just me - I share the spoils with my men - they’ve earned it after a long campaign to sow those wild oats in these mangey ‘corner cunts.”

The lieutenant looked slowly over the large harem of mares crawling all over the Colonel, her silence clearly asking a further question.

The Colonel rolled his eyes in response, “I can’t help it if my wife wants me to return with a large servant stable for our manor - and I wanted enough bloodlines so that my broodmares can provide my family with good slave stock for generations to come.”

“Waste of good thestral genes, in my opinion, sir.” The lieutenant replied, calmly.

“I suppose,” The Colonel sniffed and pointed at Twilight. “But back to the point, who can possibly have reserved rights on that piece of ass over me? Don’t tell me it’s General Nightcore either - that old sack hasn’t been able to get his willy up for a decade.” The Colonel smiled at his own joke.

“Nightmare Moon, sir.”

The colonel’s smile instantly fell, his eyes growing wide. “Sh-sh SHE did?”

The lieutenant nodded.

“Then why the buck are you wasting time here, lieutenant? Are you trying to get me executed?” He growled, waving her away. “Get a move on, why don’t you?”

The lieutenant nodded her head and saluted, then turned to start leading Twilight and her parents away.

“Wait!” The colonel clicked from his chair, making the lieutenant halt. “You’re with the fourth regiment, right? Intelligence?”

“Yes, sir.”

“You fuckers got a lot of my boys killed last week.” The colonel growled, “I figure you owe me one for that asinine scouting report.”

“Sir, the princess-”

“Yes yes, I won’t take your prisoners… but you have your kit, yes?” The colonel snapped.

“Yes sir, I have it here.” The lieutenant flicked her wing to one of her modular saddlebags.

“Give me your curettes of love poison, I know they issue them to intelligence officers.”

The lieutenant frowned. “Sir, I need to account for all of my gear at the end of the day, and I know you were given more than a double issue to create your little collection.”

“I ran out.” The colonel admitted. “Acted like a bat in a mango store, and now there’s a few choice picks that I don’t have a dose for… I’d prefer not to have them sobbing all the way back to the Nightlands - it gets so dreary… so… give me your curettes.”

“Sir…”

“Or I can decide that I need to verify your orders have come from such a holy source - after all, why would a lowly lieutenant be doing HER will so directly?”

The lieutenant now blinked with fear. “Sh-she’d kill you, for delaying me.”

“And you too, for being late.” The colonel casually responded. “And I’m willing to bet a clever intelligence bat like yourself can scrounge up some gear in this chaos to get around a simple gear check.”

The lieutenant scowled, then unhooked a leather pouch and tossed it to the Colonel, who caught it with one of his big, leathery wings. Twilight was shocked at how large the appendage was - and fast. The sharpened steel blades on the tips of the wing left no doubt in her mind that this monstrous rapist would be a terror on the battlefield.

The lieutenant shook her head and turned again, jerking the chain sharply to start leading them away.

“Wait.” The colonel said again, “I wouldn’t put it past an intel corps brat like you to throw me the wrong pouch.” He turned and nodded to his spearmen, who had just extracted his flared, spent cock from the cum-filled snatch of the schoolfilly he’d been fucking into the mud. “Grab that pale yellow one, with the glasses.”

He nodded and stepped around a pile of debris. Twilight could hear shouts and cries coming from there, out of sight.

“Won’t take a moment lieutenant, just a quick test and you can be on your way.”

“Let me go! Please, please I’ll do anything! My father was stabbed, he’s dying! He needs me! Y-you already killed my mother. Please!”

Twilight knew that voice! She turned and saw her friend from school, the young tan unicorn bookworm - Moondancer, being dragged by the scruff of her neck like a disobedient dog. Twilight could instantly see that she was in very bad shape. Her horn had been cracked off at the base and she had a swelling on her right cheek, likely from a punitive hoof strike. Her frumpy sweater was caked in mud, and looked like it had been torn and stretched by stallions trying to tear it off of her.

“T-Twilight!?” Moondancer’s eyes widened beneath her large square-rimmed glasses as she recognized her friend. “Please Twilight, you have to help me! They stabbed dad and… and…” She began to sob, tears running down her cheeks as she was dragged in front of the throne, “b-b-buh blasted mom…. And they keep bringing mares out from the pen and then they melt their minds and rape them and…”

“Moondancer!” Twilight choked out, tears starting to pour from her face at her friend’s condition. She turned to the lieutenant and fell to her knees. Maybe she could get the lieutenant to bring her too, bring her away from this square. “P-please! She’s my friend-”

“So? Shut your fucking yap.” The lieutenant snapped, driving a rearward hoofstrike right into Twilight’s solar plexus, winding her and sending her face into the mud.

“Twilight, dear, be quiet. Be strong.” She heard her mother whisper from above her.

“P-please… n-no… Twilight I... “ Moondance struggled as the colonel shooed away his harem, snatching up the much smaller pony with his wing by the scruff of her neck and hoisting her up in front of him.

“Let’s get that off you, little one.” He grinned, and with a flick of his wing sliced the sweatshirt into ribbons, the heavy wool falling in clumps to the earth. Moondancer squealed with fright at the suddenness of the clothing removal. The colonel slowly pivoted her around in front of him, violating her with his eyes. “Hah! I knew a bookish ‘corner like you would have a fluffy unshaved muff! See Darko?”

He twisted the suspended Moondancer around to show his other spearman, who just nodded back at him.

“Good teats though - and she’ll make a good bookkeeper and tutor for my fledglings.” The colonel suddenly whistled, as he inspected Moondancer’s backside. “That’s a great-looking rump. I think that’s what I’d like to see when I take you,”

“Wh-what? N-no… p-please!” Moondancer blushed, trying to cover herself as she looked down at the huge spear of rigid cockflesh pointing up in front of her. The thing reached up to her ribcage. “Let me go, I don’t want… please… my father!”

Moondancer’s wails become desperate as the large bat-warrior adjusted his grip under her arms, aligning and lowering her onto the huge throbbing cockhead.

Twilight could only look up from the mud, still wheezing and trying to find her breath.

“N-no… y-you can’t… I’ve n-never… it won’t fit… ah ah AH!” Moondancer squealed and thrashed slightly as her marehood was lowered onto the top of the bulbous head, as wide as a hoof - the huge, fat cock simply pressed into her sex, unable to enter her.

The colonel grinned and moved his hooves onto the top of Moondancer’s shoulder’s getting ready to push down. “Now, this will hurt quite a bit… but I guarantee in a minute that feeling is going to be all you ever want in your entire life.”

“Wh-what… n-no please… Twilight! Help mEE AHHHHHHHHH!”

With a shove, Moondancer was impaled on the huge cock. Twilight watched for a moment as the massive ebony pole parted her terrified friend’s darker brownish-yellow marelips. Thrusting a huge bulge into her body that strained her cunt and smushed it out against her small, quivering ponut.

She turned away when she saw the trickle of virginal blood rolling over that veiny black shaft.

“T-Twilight! UNGh…. Help! C-celestia! D-d-dad! Dad! Daddy… h-help me… UNGh… anypony! Help me!”

Twilight heard a small tinkle of glass over her friend’s plaintive, begging cries - she looked back.

Halfway down the huge thestral’s pole, her legs splaying and shaking, Moondancer was whimpering as her body refused to admit the Colonel’s huge medial ring. But that wasn’t what had made the sound - in the evil colonel’s right hoof was a small needle-like syringe filled with an amber liquid. With a quick motion, the Colonel bit the small plastic cap off the end and jabbed it into the nape of Moondancer’s neck.

“And now, little one… your soul as well as your body... belong to me.”

“UnGH… UNGH… H-help… d-dad… dad…” Moondancer’s cries became weaker almost croaking.

Twilight watched as her friend’s eyes began to fade slightly behind her square-rimmed glasses, her pupils began to quiver and shift.

“N-no… I d-don’t w-wan’t…. P-please… my f-father…”

The colonel slowly began to grind his hips in small thrusts into the mewling pony, using his hooves to slide her in incremental amounts up and down his pole, treating her like a small fleshlight,
“UNGH! UNGH! UNGH! DAD! UNGH” Moondancer’s grunts and soft whispers came each time her abused lips bumped against the impassable medial ring.

“Shh… just give in, you little ‘corner whore. You know you want to…” The colonel cooed into her ear, before nipping her nape with his fangs.

As his teeth broke through her skin, Moondancer’s eyes shifted completely, morphing into heart-shaped pupils.

“UNGH… ungh… unmmnn…. Mmmm…. Mmmm…..”

Suddenly her cries and grunts were starting to sound more like moans. Twilight watched in horror as her friend’s face began to unwind from its rigid mask of fear, her mouth opening and tongue lolling as she began to lose herself in the experience of being fucked by the massive thestral.

“Now what was that you were saying about your father?”

“Mmm… d-dad… d-addy… pplease… mmmm…. Yes….!” Moondancer moaned, throwing her head back as her eyes rolled in pleasure.

“Moondancer!” Twilight croaked out hoarsely from the mud. She could see that the thestral’s cock was no longer dripped with blood - it had been washed away by a torrent of clear liquid gushing down from above.

The colonel took notice of Twilight’s cry and fixed her with a smirking glare. He had not broken his rhythm of slowly fucking the much smaller mare in his lap. Making sure that Twilight was getting the full spectacle, he returned his attention back to his victim, watching Twilight’s reaction as he did. “Your father is dying little one, why do you call for him?”

“Mmm… mmmmf!... d-deeeper… deeper… daddy~!” Moondancer gasped, almost unable to find her words in between her moans.

“Me?” The colonel chuckled.

“Yesh… mmmgngh! Yesh… daddy! Please!” Moondancer squirmed and groaned, shaking her hips desperately as she tried to stuff more of her tormentor’s huge penis into her marehood.

With a quick shove, he drove as much of his cock into Moondancer as he could fit, cramming past his medial ring and straining her with the additional width of his base as he pushed the bulge of his cock up to her belly-button.

“D-D-DAD…. D-A-ANNNNGHHHHHHHH!” Moondancer’s head slumped forward, and her whole body arched like a cat stretching. With a huge quivering burst, she released a shower of hot spattering marecum down her new owner’s stallionhood, where it dripped off his balls with pitter-patters onto the debris-covered earth below. Her shattered horn sent out a fizzle of sparks and spatters, unable to focus the energy of her magical orgasm.

“Mmm.”

“Aww…”

“M-master…”

The various mares about the colonel’s chair whimpered with envy, as they watched Moondancer’s corruption complete.

“Grah!” The colonel growled out, relishing the deeper penetration he’d just achieved, squeezing his eyes shut to maintain his composure. After a moment, he blinked his eyes open again. “Ahhh…. I knew she’d be a good fuck - deeper than I’ve gotten on half these worthless ‘corner holes.”

“Like I said, waste of good thestral genes… and equipment, sir.” The lieutenant scowled. “I’m sure your wife or a good pure thestral girl could handle your needs.”

“Are you volunteering?” The colonel grunted, as he shifted the unconscious, spasming unicorn jammed on his cock.

The lieutenant blushed, but shook her head. “No sir, just saying.”

“Well my wife is thousands of miles away, lieutenant and since you aren’t volunteering… I’ll take what I can get.” His nostrils flared and snorted out a good steam of hot air. “All this whimpering has got me fired up now… and you’ve made me curious as to whether I really can fit a true thestral cock into this scum. Worth a shot, at least.”

Twilight saw him look down at himself, measuring up the remaining few inches that he hadn’t manage to cram into her friend.

“In any case, the love-poison worked. You’re dismissed, lieutenant. If I were you I’d haul flank to the palace before you get both our heads lopped off.”

“Thank you, sir.” The lieutenant replied, again jerking the chain and getting them moving. Twilight had to scramble to her hooves to avoid being dragged through the mud. She tried to look over her shoulder at her friend Moondancer, trying to gauge whether she was ok.

The last sight she saw was of the huge, ‘handsome’ Thestral commander lightly slapping her awake - before he began to slam into her with force… falling from his chair to rut her down into the ground like a piledriver… Moondancer’s slutty moans became shouting screams of pleasure… but then Twilight’s vision was cut-off by the row of houses ringing the square.

They were finally out of that hell.

But Moondancer’s orgasmic screams rang through her ears all the way to the castle… as she listened to her friend’s soul be obliterated by the thestral love poison… the void of all her memories, emotions and dreams… replaced by a wanton desire for the colonel’s cock.

Twilight could only wonder, what was in store for her?

As they trotted toward the palace gates, Twilight suddenly heard her parents began to sob.

“N-no… no… no…” Her father murmured sadly, under his breath.

“Don’t look, don’t look Twilight.” Velvet whispered back to her.

But it was too late - there was no way that Twilight wouldn’t have seen… it.

Hanging from the royal gates - those big golden doors which had never been shut through all of Twilight’s life, dangling from a crudely lashed piece of cordage…

... was Celestia’s severed head.

Twilight stumbled, and fell forwards, shaking, sobbing. Seein her beloved teacher’s head - so crudely displayed from the gate was just too much. The alicorn had been like a second mother to her, coaching her through so many things in her young life - being there for her, encouraging her, inspiring her. She’d always been there to pick Twilight up when she was down, to find a way to make things right when everything was wrong.

Despite everything that had happened to her this morning, Twilight knew that Celestia had the power to overcome all of this, to unwind the clock of this hellish countdown to armageddon, she’d rescue them…. Rescue everypony! Even the ones who were dead or crushed or enslaved… that’s what Twilight had held onto. After all, Celestia is a God.

...was a God.

Now she was just a severed head, hanging from a gate. She seemed strange, hanging there - her face different, more evil-looking - her mane a fiery blaze instead of it’s usual rainbow-turquoise flow. Her face was pallid, too… having long since dripped out every drop of royal alicorn blood into a red spattered pool on the cobblestones below.

“Get up, or I’ll get you up.” The lieutenant hissed whirling on Twilight and jerking the chain.

Twilight Velvet struggled against the jerking chain and lifted her daughter up from the ground, a small bit of bitter comfort, quickly removed as the older unicorn was jerked back into line with a yank of the chain.

“Satanic bitch.” The lieutenant growled up at the gruesome, softly-swinging body part as she walked under the head, before spitting into the pool of blood.

Twilight could only cry as she was dragged along, her body automatically putting one hoof in front of the other as she did, dragging her hooves through the despoiled pool of her beloved mentor’s blood.

She didn’t register much after that. Her mind was stuck in a spiral of despair - remembering all of the good times she’d had with her teacher, her family, her friends, her city. All gone now, all wiped away into the terrible ashbin of a lost war. She didn’t see the bloody corpses of royal guardsponies in the halls, didn’t hear the screaming wail of serving-mares being defiled in the rooms as they walked down the royal hallways, didn’t smell the burning books from the smoke pouring out of the library.

She only started to slowly come back to her senses as she approached the royal throne-room gate, two huge ornate golden-metalwork laden doors. Doors Twilight knew well from so much of her time spent with the Princess.

With a rap, on the door-knocker, the door creaked open incrementally - a stoic, completely armor-clad thestral guard stood there. He looked different than any other that Twilight had seen, clad in a dark purple, with a flowing robe and a hawk-billed helm that didn’t let anypony see his face.

With a glance at the prisoners, the guard nodded, then stepped back, letting the lieutenant in.

Twilight heard the din of frightened murmurs and crying ponies as she entered the grand hall. Up against either side of the audience chamber were the nobility of Canterlot. Twilight recognized many of them - they had never been the types of ponies she liked to socialize with… many were so political or socially-minded that they were almost intolerable… but there were many fine, decent upstanding citizens as well. Ponies who really cared about the common-folk, about the ponies they represented.

All of them were cowering now, some holding foals and loved ones, shuddering together in groups.

In the center of the audience chamber was a massive pile of dead nobles, all of which had some horrific injury. Some were missing their eyes, some had their throats slashed open, some disemboweled… one corpse had a scroll teleported into his skull: a blank-brain dead look was in his eyes beneath the strange fusion of skin, fur, bone and parchment. Each body in the pile had been executed in some creatively evil, despicable way.

...there were foals in the pile too.

A lone pony stood near the pile, a meister unicorn with tattered regalia showing that he was one of the mages of the realm. He was an older unicorn with a grey-court and a white beard.

He was shaking.

“And THOU, thou art Royal Cross, the court physician?”

Twilight looked up and saw her, setting up on the dais, on the throne of gold ornamentation and velvet-red seating… a chair which Celestia had always been loathe to sit upon, preferring instead to come down and sit with her citizens and nobles… A jet-black mare alicorn, her sharp features looking down upon her conquest as if it were no more than an ant, a brilliant blue mane trailing out behind her fully outstretched wings, poised in the regal spread that Twilight had only ever seen in artwork.

Nightmare Moon.

“Y-your m-majesty… I… tht-here is no need for this… I humbly resign my p-po-”

“Silence.” The night princess clipped him off. “As ruler, I have every right to review my… sister’s court appointments and see if they are fit to remain in the service of my new realm.” The way with which Nightmare Moon bit off the mention of her sister was filled with so much venom that a communal shiver roiled through the chamber.

“It is not your prerogative to resign before I have tested your capacity and professionalism to remain in my new court.” She smiled evilly, “Just because your colleagues - “ She nodded at the pile of corpses, “-have all failed thus far will not permit you to avoid my test. Your nation may have need of you… or it may not.”

The meister shook harder.

Nightmare Moon looked to her left, casually picking up a long scroll and glancing at it. “Royal Cross - it says you have a grand filly, Blue Belle? Why has she not come forth as well?”

The meister choked and coughed, sputtering with tears. He looked hopeless, defeated. “P-please your majesty… I beg you… you may k-kill me b-but-”

“Nonsense!” Nightmare Moon chuckled. “She should come forward and see her grandsire take part in an honorable and historic test of his ability.” Nightmare Moon’s horn flashed purple and a filly, scarcely older than 6 years of age was dragged out from the crowd of huddled nobles, who had been trying to shield her.

“N-no! Blue Belle!” The meister groaned, hugging his granddaughter as she was magically pulled to him by the Princess’s magic.

“Poppa!” The filly sniffled, hugging him back.

“Enough!” Nightmare moon sighed, shaking her head. “Now meister, as physician you must have much experience with the cardiac system of ponies, yes?”

The meister fell to his knees. “P-please, your majesty.”

“...and even without your magic, you should be able to demonstrate how to resuscitate a pony using the earth-pony method? I assume the teachings have not been lost this past… thousand years…” Again, the power in that venomous word made the whole room tremble.

“Y-yes, y-your grace.”

“Then… demonstrate.”

Nightmare moon’s horn flashed again. Suddenly Blue Belle coughed and grabbed her chest, falling to her knees, gasping and choking, before her eyes rolled up into her head and she fell onto her side.

“N-no!” Royal Cross moved quickly, rolling onto her side and placing his ear against her chest. After half a moment he rolled her onto her back, placed both of his hooves on her fragile little breastbone and began to pump in and out.

Twilight heard the terrifying crack of the filly’s fragile ribcage as Royal Cross desperately thudded in and out with his hooves, sweat pouring from his brow as he did so. Every few moments he would pause and lean in, blowing air into the Blue Belle’s muzzle, inflating her small thoracic cavity, before he would resume his steady pumping of her body.

“Admirably done, meister - mine ears can sense her weak heartbeat returning to life, you are nearly there.” Nightmare Moon smirked, “So let us advance a second complication - my reign will be filled with war…” Nightmare Moon stared down at the doctor, who was wholly ignoring her and focused on trying to revive his beloved grandfilly, “...so my physician must be prepared for the wounds of the battlefield… such as… a double amputation.”

Nightmare Moon’s horned lanced out two brutal sharp, cutting blast of magic, precisely aimed. Two thin red lines appeared on Royal Cross’s forelegs, an inch below his hooves. For half a moment it seemed as if Nightmare moon had only given the doctor a pair of papercuts on the hooves which were desperately trying to drive life back into the unconscious filly.

Then they both sloughed off.

“GAAAAAAAAAAAAHHHHH!” Royal Cross’s scream echoed through the chamber, as his two detached hooves fell lifelessly to the floor with wet thumps.

Twilight had never seen such red, dark, arterial blood before… shooting out in great gouts of splattering arcs, like overpowered lawn-sprinklers.

The doctor thrashed about for a moment, stunned by the overwhelming pain and shock at having suddenly lost his two hooves - before he turned his attention back to the young filly. With desperation he tried to work his bloody, spurting stumps against her shattered ribcage, now wet and swamped with his own blood.

He tried.

Gasping through the pain, he tried to use his stumps to continue the life giving compressions, but it was much harder, almost impossible to do with the boney ends of his forelegs… and very quickly his strength was bleeding out, literally.

He quickly began to sag, slumping forward. “B-blue Belle… n-no… p-please…. Somepony… h-help…” His eyes rolled back and he fell forward onto his granddaughter, the two ponies now reduced to a bloody pile of still twitching body parts.

Nightmare Moon’s eyes scanned the room. “Does not one of you craven ponies desire to help the good doctor and his young progeny?” The huddled masses sobbed and hugged each other tighter, hugged their own foals tighter. All of them knew that catching the eye of Nightmare Moon at this moment would only mean death for them and their own foals… sooner rather than later. It was pure terror.

“Very well then, I believe our poor physician has failed the test,” Nightmare Moon casually lifted the two lifeless ponies and tossed them onto the pile with the other ponies she’d tormented. “So once again I must replace my sister’s choice for her court…” Again that deadly vituperative invective at the mention of her sister was clear to all.

“Now, who will be next?” Nightmare Moon’s eyes scanned the chamber.

Immediately she locked on to the new ponies who had entered during her ‘medical examination’. Twilight felt like a dark spotlight had been cast over her body, as those twin slit-eyes found her and flashed with excitement.

“YOU! LIEUTENANT!” Nightmare Moon hissed, stepping out of her throne for the first time. Each hoof-fall landed like a thundercrack on the white marble of the royal dais. “HOW LONG HAST THOU BEEN THERE?”

The lieutenant fell to her belly, sticking her nose into the floor, humbling herself as much as possible. “W-we only just arrived, Goddess, I ap-”

“You brought me the Sparkles! You should have interrupted me at once!” Nightmare Moon strode down th steps, never furling her majestic, black wings. “I have been so tired of these… distractions.”

“M-mercy my Godd-”

Nightmare Moon ignored her trembling soldier as she strode toward the chain-linked threesome, casually stepping over the ruined bodies of the noble-ponies she’d sadistically executed. “I had so many plans for the next thousand years with my dear sister… but that bitch had to go and deny me even my revenge - killing herself with that ridiculous transformation. Daybreaker… fool. Does she not know that the night dominates the heavens? Stars are put twinkles amidst the vastness of the dark.”

IN only a few strides the tyrant had walked across the entirety of the gallery. All of the noble ponies were gasping and screaming as they shifted along the walls to get further away from the terror as she moved, approaching the group. Twilight felt like the black alicorn was growing in size, her presence looming over all as she approached, swamping her, overwhelming her with fear.

“And so, frustrated and denied, I must turn my... attentions… to her successor…” Nightmare Moon was right in front of Twilight Sparkle now. A single black feather extended from her left wing, sliding underneath Twilight’s neck almost lovingly. “I have been waiting for you, child. You were my sister’s prized pupil, her most fervent hope for the future.”

Twilight shuddered, trying to keep her eyes glued to the floor - staring at the heavy metal-clad hooves instead of the fang-filled smile looking at her. She’d never felt the oppressive weight of attention, not like this. It felt like an anvil had been laid upon her back, making her knees almost buckle.

“I have been waiting for you little one.” Nightmare moon’s feather-touch tenderly lifted Twilight’s chin to look at her. “These pathetic nobles were a mere time-wasting titillation for what I have in store for you… the hope of my sister.”

Nightmare Moon wheeled around and spoke to the cringing, frightened mass of ponies still huddled and weeping against the walls. “I am now going to take my leave for pressing matters that far exceed the import of the State. However, based on your performance - I move that the entire council be… dismissed.”

Nightmare Moon’s horn began to glow violently, dark bubbles of purple energy physically appearing in the thaumic haze that pulsed with menace around the alicorn. Even with her magical inhibitor ring installed, Twilight could feel the surge of evil magic, could feel it make the hair of her coat stand on end. Twilight Velvet and Night Light huddled in close to Twilight, doing their best to embrace her despite their chains.

“All in favor?” Nightmare moon cackled, lifting one of her two wings higher than the other to signal her vote. “All opposed?”

The shocked and terrified nobility were too frightened to even react - most of them simply clutched their loved ones more tightly, trying to turn away from the almost painful buildup of magical energy around the phenomenally powerful deity-princess.

“Then the measure… passes.”

A dark black lightning bolt lanced out from Nightmare Moon’s horn, careening through the nearest noble. From there it hopped outward, branching out like a lightning strike from an ominous thunderhead - in a single blink of an eye the dark magical electricity had struck through the entirety of the gathered nobles.

It wasn’t pretty, or quick.

A hissing popping sound filled the chamber: the squeal of boiling, bubbling flesh as it boiled and charred, releasing acrid smoke as pony-flesh was instantly raised to thousand-plus degree temperatures. Flesh turned black and flaky, bone was exposed where the bolt entered and exited each pony. Some of the foals caught fire, some simply… popped. The smell of flying and frying gore filled the chamber… but Nightmare Moon didn’t cease sending her powerful thaumic energy through her spell, the crackling hiss of high-voltage thaumic force conducting through fragile bodies echoing back and forth off of the marble walls.

As the spell approached a minute of casting time, some of the bodies had been reduced to ash - falling out of the web of chained lightning… concentrating the energy on any bodies that remained. They all had to be dead by now. Twilight hoped they were dead.

The thought of any pony being alive underneath a charred, smoking layer of fourth-degree burnt flesh was too horrifying to consider. On some ponies, whole segments of their skeletons were now exposed, their bones only held together by skeletal muscle that had hardened and cooked. Parents and children that had huddled together had almost fused into blackened charred molds.

It was… horrifying.

Finally, Nightmare Moon let the spell release, leaving a smoking ruin of ash, bone, muscle and flesh in her wake.

“Ah, much better.” Nightmare Moon sighed, her horn still scorching from her recent exertion. “Lieutenant Dusk, you are dismissed - thank you for your service.”

“M-my Goddess.” The lieutenant began to crawl backward, never turning her back on the alicorn.

“Now, Sparkle family… Dam, Sire, and Twilight. Please follow me…” Nightmare Moon began to walk toward the back entrance to the throne room which connected directly to Celestia’s chambers. She didn’t even bother jerking the chain. Twilight and her parents just followed, as if drawn by some evil gravity, not daring to test the waters by disobeying the monster in front of them. “I wish to… converse with you in a more, private setting. My sister’s room shall suffice.”

Nightmare Moon opened the door to Celestia’s chambers.

“I believe I have something that may interest you.”

As the doors swung open, Twilight immediately saw a stallion, currently strapped up to the ceiling by his forelegs, stretching him out such that his rear hooves just barely touched the ground. He was in bad shape, black and blue bruises scattered across his ribs, a small swollen abrasion underneath one of his eyes - which had burst a blood vessel, turning the white sclera a crimson red.

At his feet was a thestral mare, covering up his lower half.

But she could still recognize that stallion, immediately.

An audible gasp came from Twilight Velvet first, followed by a sob of relief from Night Light.

“Shining!”

Shining Armor craned up his head, which had been hanging down limply. It was him! Twilight felt her heart thud with happiness. She hadn’t thought much about her brother this past morning, hadn’t wanted to dare thinking about what horrible faith might have befallen him after the sack of the castle. He would have been one of the final lines of defense between Celestia and the invaders, and was not a pony who would have tucked tail and run.

But here he was… alive!

“WHAT ART THOU DOING?” Nightmare Moon’s voice rent the air like a thunderbolt.

The thestral guardsmare who had been standing in front of Shining armor whirled in surprise, her hackles all bristled out in absolute fear. As she stepped back from the suspended unicorn, more of her brother’s body was revealed… including his lower parts: a bobbing well-endowed and wet erection.

From the way the Thestral pulled her hoof across her muzzle it was immediately clear to everypony present that she had been servicing him. A bootlace had been tied tightly around her brother’s base to keep him… inflated.

“I commanded you to guard the prisoner - to ensure he would not be touched.” Nightmare Moon hissed through her fanged teeth.

“Y-yes G-godde-”

“SILENCE.” Nightmare Moon’s black aura began to pour out from behind her, turning the whole shade of the royal bed-chamber a few shades darker and filling the air with a chill. “I did not wait a thousand years for my revenge only to have it spoiled by an insolent, randy foal like you.”

“Goddess I was onl-”

“You dare to speak back?” Nightmare Moon seized the thestral in her magical aura, levitating her toward the door and over the sparkle family as if she were nothing more than a ragdoll. “Dare to put this body’s needs ahead of MINE?”

“N-no I-”

“Insolence! I will teach you how to ignore the demands of the flesh.” Nightmare Moon growled, bending the thestral in her magic. With a horrifying snap, the thestral’s spine was broken the wrong way like a toothpick. The evil alicorn didn’t stop there, however, bending the bat back and forth, and rotating the severed break around it’s joint, ensuring that now connection of the spinal column remained between upper and lower body.

“Aaaaarrrrhhhgh!” The mare screamed out in pain. Twilight somehow found herself sympathizing, terrified for the pony who had moments before been raping her brother. No pony, bat or unicorn, evil or good, deserved this.

Satisfied, Nightmare Moon tossed the mare away into the hallway, where she landed in a moaning, heaving, vomiting pile.

“Get out.” The princess menaced, “Or I will finish the job.”

The thestral sobbed, limply using her forehooves to drag her paralyzed lower body away from the royal chambers.

“You should thank me, Dark Star. I hath seen to it that the burning distraction between your loins is never felt again.” The cackle in her voice offset the sobbing form the hallway, as she slammed the door shut.

“Apologies, Sparkle family.” Nightmare Moon crowed, trotting over behind the limply hanging stallion. “My children do get so… lustful after battle. They take after their mother.”

“Cut him down!” Velvet shouted, taking a step toward her son.

Nightmare Moon simply glared back, affixing her with that steely, dead slit-eye. Twilight Sparkle could feel the very air of the room freeze with the angry menace of terrible violence. Velvet stopped in her tracks, shaking.

“...Still, I can’t blame her selection…” Nightmare Moon went on, circling around Shining Armor. “Most impressive for a unicorn of his age... “ She brought one of her metal-shod hooves up the underside of his shaft, pausing only briefly underneath his head. “Though I imagine you two are already well aware - he must have bedded you many times since he began his ruts.”

Twilight and Velvet shook their heads with disgust and confusion.

“Ah, is that no longer in vogue then?” Nightmare Moon mused, her face darkening. “You’ll have to forgive me… my knowledge of the current mores is 1000 years out of date.” The dripping rage she built up to as she went through her admission made both mares shudder.

“Perhaps, I should force you both to experience the cultural norms from my time.” Nightmare Moon ran her hoof down her brother’s cock, grasping him near the base. Twilight tried to turn her head away from the engorged penis. It belonged to her brother, she’d seen the thing of course, in accidental glimpses or the like. But seeing him in full display like this, was… grotesque.

“Do not look away!” A field of magic gripped Twilight’s head and tore her chin to face her brother. With a drag of magic she pulled the teenaged mare up to her brother’s cockhead. Pressing Twilight’s cheek into the fat, black flare.

Twilight sobbed as she felt Shining’s dome-shaped head mashing into her cheek fur, smearing whatever mix of fluids the thestral had left there onto her nose. She felt sick to her stomach, like she was going to vomit - this… this thing… belonged to her brother. She hated that she could feel it, its heat, its slickness, its musk. These were things she never wanted to know.

“P-please… st-stop…” Shining groaned, revealing a bloodied muzzle with missing teeth.

“Oh did you prefer your mother first then?” Nightmare Moon asked casually, dragging the other mare forward and forcing her to press her nuzzle into her son’s sack. Velvet struggled to avoid it, but Nightmare Moon easily forced her to breathe through a filter of her son’s heavy black testicles. “I suppose the last time you’d touched these your son was still in diapers!” She laughed.

“J-just...k-kill me…” Shining begged, unable to hold his head up any longer.

“Silence, guardsman. I am your princess now.” Nightmare Moon grinned. “And I know that my soldiers desire nothing more than to wet their rods… I can assist if you lack the stamina, guardsman… just let me know - would you like your sister or your mother’s marehood on your cock.”

“Stop!” Night Light growled, standing up taller. Instantly a thaumic burst struck him in the gut, winding him and sending him onto his knees, choking and gasping for air.

Nightmare Moon sniffed, bored with the reaction. “Well, perhaps not… bringing back the old ways will take time after all.” She released Shining’s cock from her grasp. “I mustn’t get distracted with trying to teach you young ponies about the more civilized ways of my time.”

Nightmare Moon trotted away from the suspended stallion and took a seat on a chaise just off to one side of Celestia’s bed. “You see, I had no intention of hurting you, your family or any of the ponies in your city.” The princess of the night stared straight at Twilight.

“M-m-me?” Twilight choked out, withering under that awful gaze. She wasn’t sure why she figured into this at all - why she was here and under attack.

“Yes, you.” Nightmare Moon leaned back. “I am not a monster.” The black-coated alicorn paused with consideration, before continuing to speak. “Well, I was not a monster. My intention was, and always has been to exact my vengeance upon my sister.”

Velvet made a move toward her son’s manacles, hoping to unbind him. Nightmare Moon watched casually, as if glancing at ants scurrying under her hooves, then she continued to speak.

“You see, Twilight Sparkle, I was cast onto an airless, barren, lonely world for more than a millennium.” She growled. “For the first few years I cried. Hot, bitter tears of anger at my sister’s betrayal. But soon, those tears turned to desperation, a cry for mercy.” She shook her head sadly. “Alone, starving, thirsty, without even a drop of magical sustenance… only my magical immortality sustained me as I lay choking in the lunar dust for decades. Let me tell you: immortality is not a gift, little one. It is a curse.”

“...” Twilight couldn’t respond. She’d never thought about what that must have been like for the ‘mare in the moon’, doomed to never die.

“Even as I begged for her forgiveness, cried out for my sister’s love… she left me there. And so I broke, Luna was no more.” Nightmare moon straightened up as she spoke, her spine stiffening. “From the lunar regolith rose a new pony, a stronger pony.”

“A nightmare.” Twilight mumbled under her breath.

“Yes. My sister’s nightmare.” She smiled. “And I reached out, to those who have lived in the shadow of Celestia’s golden empire, sculpted them, whispered to them through their dreams, gave their women fantasies about their strongest, most savage stallions… my invisible hand bred them into the fierce warriors they are today.”

She glanced down at Shining Armor and Twilight Velvet, the latter currently scrambling with her hooves to try to undo the cruel bootlace that choked his base and kept him stiff.

“Your brother, stalwart and… well-endowed as he is for a unicorn, would be like a foal aside the cream of my night-warriors.” Nightmare Moon sniffed. “Celestia’s guard never stood a chance.”

“I know.”

“Ah, did you see them then, in your city?” A short, sharp laugh followed. “I wonder if you felt that innate desire for any of them… a whiff of their handsome superiority - even now I am sure your mares are being bred with my masterfully crafted genetic seeds. It won’t be long before my soldiers’ will be irresistible in the eyes of equestrian mares… and those few who do resist… well… resistance just makes the act more energetic.”

“M-monster… w-why… we did nothing to you!” Twilight sobbed.

“I know this, child. And it was not my wish to unleash such devastation upon the innocent. Many a unicorn has loved the moon and the night sky, even in my absence. No - you have your teacher to thank for your misery. She shirked this burden onto you.”

Twilight tilted her head in confusion, not following the logic.

“I called her out, for one on one combat.” Nightmare Moon deadpanned. “And just when I had won, when I had struck her down… she transformed into the evil solar tyrant I knew her to be - Daybreaker… and instead of accepting her fate nobly, sparing this realm from war… she ran… she ran and signaled the charge of her armies, dooming her guardsmen to bleed in her place.”

“Th-that… that’s not true!”

Nightmare moon continued, ignoring Twilight’s plea. “Even after their crushing defeat, after all that remained was for her to kneel and bare her neck for my righteous stroke… she ran back to your city, dooming all of you to war and destruction.”

“I don’t believe you!” Twilight sobbed, tears slowly running down her cheeks. “And… wh-why… why would you let your soldiers rape, and kill, and murder as you have?”

“BECAUSE!” Nightmare Moon smashed a crystal pitcher that sat on the end table near her chair. “There is a karmic debt to be repaid, child! You do not feel it? In the very air? The thaumic field cries out for a millennia of absolute suffering to be repaid! I wanted my sister to pay it, but she has skirted the bill.” Nightmare Moon sneered.

Twilight shook her head. She’d always felt something - an unease in her stomach. There had always been such happiness in her life, in the lives of ponies of Equestria and Canterlot… she always wondered, when so much of her magical training showed that all things existed in a balance… why the pony’s paradisiacal life should be exempt from the rule.

Perhaps it wasn’t.

“And so, your city, your country, your ponies must pay.” Nightmare shook her head. “And Celestia, defeated and angry, in her final moments decided to spare you the brunt of your inevitable pain… taking her own life with a foul, cowardly potion… too proud to fall, even though it would doom so many to suffering.

“N-no…” Twilight choked, imagining her mentor downing a suicidal cup of magical poison.

“And what can I do, then? I must have satisfaction, child. The world cries out for it.” Nightmare moon gestured toward Twilight’s father, mother, and brother. At the state that they were in.

“The… the townsfolk… they are suffering.” Twilight gasped, a terrifying shaking wracking through her as she looked at her family and realized what Nightmare Moon was implying.

“Do not be so quick to throw other ponies in front of you in an effort to save yourself, Twilight.” Nightmare Moon shook her head disappointedly. “That is one lesson I do not wish you to learn from your teacher.”

“P-please… there has been so much hurt already by so many!”

“A millennia of pure agony, Twilight. This city’s anguish is but a drop in the ocean.” Nightmare moon rose from her chair, menace growing as she did. “And so - I must turn to you… my sister’s star pupil. Her greatest, most secret hope for the future of her empire. A mare that would birth an era of friendship and magic…”

Twilight shrank back, her ears folding back, whimpering under the growing shadow cast by the alicorn’s outstretched wings.

“And I must take that legacy, and corrupt it. Make it mine. Make your progeny of friendship, become my progeny of darkness. Change that future. It is the only way… to achieve my justice.”

Twilight scuttled backward, terrified, bumping into the end of Celestia’s royal bed, trying to stay away from Nightmare Moon as she advanced upon her.

“Stay away from my daughter!” Night Light jumped in front of Twilight, shielding her with his body as he did so, despite the fact he had no power beyond those of his muscles.

With a laugh, Nightmare Moon ignited her horn, grasping all four of the ponies and lining them up against the end of the bed in front of her.

“You have courage, sire Sparkle…” Nightmare Moon laughed. “A good thing, a trait that will be passed down to your grandfoals I am sure.” She plucked shining from the lineup, rotating him in mid-air as she did so. “But I would not have your heirs coming from a non-matrilineal line. In exchange for the honor of entwining with the royal lunar line - only Twilight Sparkle shall continue your family’s descent.”

“And to ensure that only Twilight Sparkle will continue this family’s line… I should take action.”

Wh-what? What did she mean? Twilight’s mind scrambled to understand.

Nightmare Moon’s magic focused into a tightened band around Shining’s scrotum, a ring of throbbing power increasing in intensity as it drew tighter and tighter.

“AhhhhhhhrgghhHH!”

“Shining!” Twilight screamed as she watched her brother’s testicles swell under the increasing pressure… before being snipped off and falling in a wet plop to the floor of the bedroom. A small sizzle of magical cauterization followed, sealing the grievous wound before she tossed the stallion back to the line-up of terrified ponies.

Velvet grabbed her son, now unconscious from the pain, petting him gently on the mane and cooing to him as he spasmed with agony.

“W-why!?”

“Because, child... Your children… our children should have no lesser cousins to trouble them.” Nightmare Moon smirked as she stepped over to Twilight, staring down on her. “And as I said, there is a price that must be paid, in blood and suffering. Your suffering.”

“N-no!” Twilight shook her head, shaking the tears that had gathered there off her cheeks. She couldn’t bear the thought that her family would be hurt. “You monstrous… whorse… you’re no sister of Celestia! You leave them alone! Take me! Hurt me!”

Nightmare Moon flinched at the insult as if struck. It was the first word spoken by anypony that seemed to slide under her guard. The whole room seemed to darken and chill with her reaction. Twilight had a very real sense that she’d gone too far. The murderous glint in Nightmare Moon’s eyes flickered…. Flamed… then faded…

“…oh my little broodmare… You wound me so. Hurt you? That is exactly what I am doing.” She trod over in front of Night Light, who was scowling up at her with ferocity.

“N-no! Please!” Twilight begged, seeing the way the princess was eyeing her father.

“Hmm…” Nightmare Moon mused, ignoring the cries. “It occurs to me, my little broodmare, that I lack the necessary equipment to fulfill my plan… perhaps I can make use of your family to help with that.” A terrifying smile spread across her face - revenge for Twilight’s idle tongue. “After all, I will wish for my broodmare to love my stallionhood… what purer love is there than the love for one’s family?”

“I… I don’t understand…”

“A permanent transformation spell, I think…” Nightmare Moon’s horn began to hum and glow, drawing in a terrifying pulse of potential energy from the surrounding environs. “Black magic of the foulest kind… and of course irreversibly fatal… but how else shall I let you be with your family in some small way for the rest of your life? You may consider it a mercy.”

“What!? No!!!” Twilight screamed, struggling against the magic that pinned her in place.

But it was too late.

The lance of black magic struck out from the princess’s horn, striking her father in his forehead.

“GAHAAAAAAA!” He groaned, doubling over and clenching his guts in unimaginable pain as the magic began to reconstruct his body at a molecular level.

“D-dad!”

Night Light looked up at Twilight, his eyes flickering from the pain. “T-twil… Twilight… I’m so ss-rry... “ The words mumbled out of him as he began to shrink and deform, his bones melting away. “R-remember I l-love you so-.,,, mm-m…..”

His last words were lost as his eyes rolled back into his head, his braincase already diminishing so much that the organ within could no longer sustain any thought or speech… and soon any bodily function.

Twilight had to watch in horror as her father’s body cracked and deformed, legs curling up like withering branches to his chest, his hair falling off in clumps, skin molting and sloughing off in strange ways, like wax melting down over his eyes and nose and mouth, as he shrank and curled into an orblike center.

Soon, his limbs were lost to the strange, egg-like mass, now bumpy with odd protrusions as internal her father’s organs and bones deformed into and dissolved into a soup of genetic material, which the thaumic field began to reassemble.

Twilight knew there was no turning back, no reversal of a spell like this… her father’s body, his magic, his soul was melted away by the foul magic that was transforming him into… something.

With alarming speed the spell accelerated, continuing to shrink the egg to small and smaller sizes. A firmness under the thick layer of skin began to assert itself, the ovoid underlayer ripening and congealing even as the whole mass of flesh that had once been her father shrank and shrank.

His blue skin shrank less quickly than the whole, leaving heavy folds of cellulose, wrinkly and wavy. Small patches began to become smooth and furless, leaving only slick, reflective blue skin…

Until finally the whole reached its final size and form… a blue, melon-sized… testicle. Replete with a scrotal sack. The only thing that betrayed that the mass of genital flesh on the floor was once a pony… once her father… was the emblazoned cutie mare on the side of the fat ball… the two moons that she had known all her life.

“A wondrous size.” Nightmare Moon smiled, picking up the flesh and hovering it over to her body. With a small half turn, she exposed her backside to Twilight. And there, beneath her ponut but above her tight, smooth and unaroused marehood, she pressed the flesh against her mons pubis.

With a melding thrum, the skin blended and melted together, attaching itself to the Tyrant of the night. She released the thing from her magic, letting the ball hang low in the scrotal sack… a new and single testicle for the alicorn.

“Truly, a heavy, ponderous weight.” She hummed, lifting her legs and shaking her rump as if feeling out the new organ that hung between her thighs. “I marvel at how stallions can bear this. But you should be proud, broodmare… your father hangs true and heavy.”

“...” Twilight couldn’t muster any words. Her father was dead. Murdered. And in the foulest way imaginable. His whole being reduced to… to… that. To something so crude and disgusting, to be a toy for Nightmare Moon… the mare who had murdered him. She wanted to scream, to curse, to react.

But there was nothing inside her.

“Now, which of you two wishes to join him in a place of honor for eternity?” Nightmare Moon grinned at Velvet and Shining, before directing her gaze more poignantly at the mare. “Though perhaps you would rather await the final transformation? After all, they say the balls maketh the stud, but the cock satisfieth the mare.”

Nightmare Moon stood on her hind legs for a moment, cupping her single ball experimentally, while mockingly stroking the air in front of her, as if stroking a stallionhood… leaving nothing to the imagination as to what the next transformation would be.

“Though I must warn you, I expect that transformation to be longer and harder than the former.” The alicorn giggled at her own coy pun, before falling back to all fours and looking expectantly at Velvet and Shining.

“You repulsive, blood-lusting, bat-cunt. If you so much as breathe in the direction of my children I will tear your childless womb from your gut and stuff it down your throat.” Twilight Velvet spat, screaming in fury, as she attempted to cradle her unconscious son. “You’re not worth the dirt under Celestia’s hooves you vile piece of whorseshit. Go back to your bucking moon and rot!”

Nightmare Moon took a deep breath, closing her eyes as she did so - a calming, steadying breath. “Well spoken, Dam Sparkle. That is the kind of rigid, foul, stalwart behavior I would expect of a noble stallionhood.” She grinned, then charged her horn. “Which, by process of elimination…”

“No! You bitch!”

But there was nothing that Twilight Velvet could do, the dark bolt coursed out from Nightmare Moon and past the restrained mother’s eyes, striking her unconscious son in his forehead.

“Sh-shiney!” Twilight choked out, reaching vainly for her brother. Her heart was racing, panicking… she knew he was already dead, knew that there was nothing that could stop that terrible black magic which had already begun. She wouldn’t even have a chance to say goodbye, to say she loved him. Her unconscious brother would pass away having not opened his eyes since being gelded.

“No! NO NO NO nononono!” Twilight Velvet groaned as her son began to melt and disassemble in her arms.

Both mares watched with horror as the same awful sequence played out - his body folding into itself, arms and legs cracking and bending into his core as he shrank with alacrity, his mouth quickly drooping open as he went brain dead. Then the melding of those extremities into his rapidly circularizing core… the melting skin that poured over his face and absorbed his head… the way his mane fell apart in clumps… About the only difference was the sight of his still rigid erection being pulled into his belly and disappearing into the rippling, wax-like folds of skin.

Faster and faster he shrank, transforming into a melon-sized testicle in Velvet’s arms… the humming throb of thaumic energy slowly dissipating as the final changes completed… leaving a white scrotum and orchidal organ in Velvet’s lap, with a blue shield crest cutie mark.

“M-my… my son… my child! My baby!” Velvet wailed, gasping as though she were about to vomit.

A magical field plucked the sack from her arms, despite her trying to clutch at it and retain it. “I believe this now belongs to me.” Nightmare Moon smiled. Once again she turned and carefully positioned the scrotum just above her mons pubis, near to the other dangling ballsack. With a magical sparkle, the two pouches melded, becoming one set of large, full balls. One side blue, the other white, each with their respective cutie marks.

“Quite weighty indeed!” Nightmare Moon laughed, shaking her plot in front of the two remaining mares. The low-hanging fruit waggled in their pouch, slapping the insides of the alicorn’s thighs. Turning about, she stood up to inspect herself.

“Hah! The son is heavier and hangs lower than the father - why do colts always try to outshine their fathers?” She asked with a friendly tone to Velvet, as if she hadn’t just murdered and transformed her son and husband into sexual organs. “I can already feel them churning and filling for you, Twilight Sparkle… your brother and father must have loved you very much.”

“I’LL KILL YOU!” Velvet screamed, eyes wide with rage, flecks of spittle forming at her mouth. She strained against the restraining magic, almost seeming to make it buckle as she dug her hooves into the wood of the floor, sending splinters flying.

“Admirable stamina, Dam Sparkle.” Nightmare Moon grinned, charging her horn once again with energy, the corruptive strains in the thaumic matrix almost making Twilight Sparkle sick. “But perhaps you’d prefer to hug your daughter instead of futilely coming after me?”

Velvet blinked, stunned as the restraints weakened the distance between her and Twilight Sparkle, allowing her to embrace her daughter.

Twilight Sparkle gasped, the kind touch from her mother the first thing that didn’t feel like some hellish, impossible nightmare in the whole day… an oasis of love and support when she’d found herself spiraling, her psyche close to slipping. She clung to her mother like a foal clinging to a teddy bear, her hooves digging deep into her mother’s back.

“Twilight… honey…” Velvet sobbed into her ear as they embraced.

“Yes… good, I want you to witness your mother’s transformation up close.” Nightmare Moon’s grimace at that moment could have haunted any pony. With a flick, she cast the charged spell, where it struck Velvet in the back of her neck.

“AAAAAGRRHHHHHH!” Velvet screamed out, the black transformation magic coursing through her entire body, like a deadly neurotoxin… irreversible, inevitable. In only an instant Twilight could feel the change in her mother’s field as every single cell was corrupted by the vile spell, dooming her.

“M-MOM!”

“H-honey… I’m… so sorry….” Velvet began to cough, her body shuddering and spasming as the changes began to occur at the molecular level. “I... Lo-uh… uh… uhhhhhhhhhhhhhhhh!”

Twilight Sparkle watched with horror as her mother’s lips pursed and formed into a strange, puffy, cylindrical ‘o’... only allowing her to utter the stupid sounding grunt as her tongue melded into the bottom of her throat. Velvet’s shoulders were drawn inwards as if she were hunching together to make herself as thin as possible. Twilight her the strange grinding cracks as the bones of her arms snapped rigidly to her mother’s sides.

Next, her mother’s legs folded upwards, at first as if she were just sitting in a funny way… then more terrifyingly stretching up to her breast bone, snapping and cracking as they moved. All along her mother’s body, veins and capillaries were popping out, throbbing and pulsing with blood and mutagenic soup as her body began to more violently shift.

Twilight could see her mother’s body compressing around her spine, drawing in tighter and tighter toward a central, cylindrical core as it did so… forming the beginnings of a rigid silver-grey shaft. Before Twilight’s very eyes, she watched as her mother’s neck elongated, extending away from the thickening lower part of her chest… a strange ring began to form at her collarbone, moving up the once slender neck and creating a donut-like bulge around her esophagus.

All the while, Velvet was choking and coughing out of her strange, slit-like mouth… gasping for air. Unlike with her brother and father, this transformation hadn’t almost immediately destroyed her brain functioning, leaving the poor mare to fully experience the suffering of her body transforming into a giant, throbbing stallion-cock.

Twilight watched her mother’s beautiful mane, the same mane she’d brushed lovingly as a filly, fall in clumps to join the pile of tail hairs already on the floor. Her mother’s head began to warp and shift, flattening bizarrely as it absorbed the mare’s ears… then sprouting strange bumps and ridges along her jaw-line and up to her temple, creating the outline for a saucer-like head.

The last Twilight would see of her mother was her two terrified eyes, absorbing back into the silver-grey flesh of the new fat, flat flare.

It was infinitely worse not knowing just when her mother had actually passed during the process.

The changes began to rattle more quickly through her mother’s flesh now, the heat from the energy of the transformation almost singing Twilight’s arms as she clung to that strange warping mass of transmogrified meat.

Fur began to slough off, leaving only smooth, veiny grey skin underneath. The last of her mother’s internal organs and bones faded beneath the throbbing outer layer of skin, melting away and becoming the rigid, blood-filled horse dick of pumped corpus cavernosum, tunica, and urethral tissue. The strange ‘o’ shrank in size, but swelled in its outline, forming a large cockslit that burbled a clear fluid from the coronal ridge of the nearly complete cock.

The whole thing had not shrunk in height very much from start to finish, leaving a monstrously large appendage in Twilight’s arms. Only now did it begin to shrink ever so slightly, less a reduction and more a reinforcement of the organs sizable boundaries, setting the girthy and long limits of this massive penis.

Finally, the veins pulsing over her mother… over what had been her mother… began to convalesce, merging from a multi-segmented tree into one, thick, ketchup like vein that stretched up and across the huge medial ring and most of the way up the towering length. The huge, thick base throbbed out, expanding suddenly, popping out a thick spinal bulge that raced up the huge cock as well, re-extending it to the largest length it had been.

What had once been her mother, her dear, beloved mother. The pony who had always been there for her, who had nursed her, taught her, supported her… loved her… was no more. Now there was some obscene, pulsing… pole of flesh in her arms. Twilight felt the slickness of the burbling fluid coming from the cockslit dribble down across her brow. She could smell it. Taste it.

And in some horrified corner of her mind her body registered that this musky, lusty smell was the smell of sex. Of a giant, smelly cock in her arms. It was the smell of need. Of excitement. A smell designed to stir the loins of a mare. And it smelled good.

The thought appeared in Twilight’s mind before she could reject it. A wave of disgust roiled over her as she realized what had happened, what was happening.

Twilight shrieked, screaming out at the overwhelming flood of emotion. Her mother, murdered, turned into… that before her eyes… which was now defiling her! She almost vomited, then thrust her arms away from her... throwing the… thing down to the floor. Tearing at her face with her hooves to get that liquid off of her

“Now my little broodmare,” Nightmare Moon chided, stepping over and lifting the pendulous cock in her magical field, “Is that any way to treat your lovely mother? Those drips were just her crying for you.”

Nightmare Moon lifted the cock up, inspecting it as she did so. “Magnificent. Truly exemplary.” She pivoted the huge scepter of flesh in her field until the cutie mark emblazoned on the shaft was pointing toward the ceiling. “I daresay she is a foreleg and a half long… twenty inches!”

Twilight was retching on the ground, her hoof pawing at the spots which only minutes before had contained all three of her family members… now all dead… transformed into… that.

“Larger than even my most proud thestral, larger than anything I could have achieved genetically!” Nightmare Moon sat down in the chaise, lying back as she did so and spreading her thighs, revealing the pre-ordained spot above her new ballsack .“Of course… I imagine she will grow even larger once attached to my magical body… we shall have to see.”

Nightmare Moon brought the base of the cock up against her lower abdomen, just above her pubic mound, roughly the same area you would find it on a stallion. Again, the flesh melded into her body, joining her and the penis inexorably.

“Mmmm!” She cast her head back with delight. “Such sensations! As if my rut-button were the size of my leg!” She giggled. “No wonder stallions are always so starved for a good bucking! Ah?”

Nightmare Moon’s exclamation came as the penis rapidly shrank against her stomach, deflating quickly and becoming flaccid… retracting into a thinly-furred sheathe that in itself was quite long, the bulge reaching up between the cleavage of her pert, but slim teats.

“Ahh… I can feel your mother’s fluids draining out of my new cock and through my body… perhaps a last resistance of hers?” Nightmare Moon mused, mostly to herself. Twilight was too busy sobbing inconsolably, her mind a fractured mess. “I see that I will need to be the one to fill it with my immortal blood… just as I have filled your brother and father with my seed.” She grinned, idly hoofing her new appendage.

“Curious, this sensation of stroking oneself.” She giggled, stepping back to all fours. “Are you listening, my lovely broodmare?” She looked over at Twilight, groaning and writhing inconsolably on the floor.

Through a haze of tears, Twilight clutched at the bedsheets near the spots where her family had just been. She was a mess of tears and sweat, bawling, choking, scarcely able to catch her breath as she vainly touched the last place she’d seen her family… her everything.

This couldn’t be happening! This wasn’t happening! The thoughts raced through her head… before crashing back to the horrible, hideous reality of what she’d just seen… and sending her back over that abyss of despair again and again.

“Tiresome… console yourself my broodmare.” Nightmare Moon sniffed, releasing the magical spell that held Twilight in place as she did so, then headed toward the door. “I go to check on my… on our new kingdom,” she opened the door, partway down the hallway was the paralyzed night guard, still trying to crawl away into the royal chamber, “...but prepare yourself! For when I return… I shall re-acquaint you with your… family.”

Nightmare Moon’s laughter echoed off the walls as she strode away from the chamber.

Twilight wasn’t sure how long she was alone in that room.

It might have been minutes. An hour. A year.

Time had no meaning to her, alone and devastated. Everything… everything she had ever loved, ever held dear had been ripped away from, defiled and destroyed. The surges of panic that she felt wrack her body every time she remembered the events of the day were starting to subside, slowly, painfully. Her body could only produce so much adrenaline, so much panic. Her mind was literally exhausting itself of the capability to feel.

She welcomed the new, solemn coldness. That new hardness of heart - a shield against the painful, overwhelming emotions that could overthrow her sanity so easily.

The tears slowly dried on her cheeks, leaving sparkling salt residue in two streams on her face. Her heaving sobs slowly came under control, becoming shuddering breaths, then calm respiration. Her eyes finally began to focus, no longer simply staring at the spots where her family had been… instead staring off into a thousand-yard space in front of her. She was cocooning herself, withdrawing from this awful world.

But Gods her heart still hurt.

It hurt so bad.

She sat in that timeless state, waiting not thinking or feeling… just being. It was all she could do to keep those thoughts, fears, memories from coming back…

Her fragile peace shattered into a thousand shards as the door was opened, and the tormentor of her nightmare returned.

“Ah, my little broodmare!” Nightmare Moon grinned, trotting in with her head held high. “I see you have stopped crying! Good!” She smiled pointedly down at Twilight, who could only stare back at her.

“I also see you did not use your time to… waste yourself. To take the coward’s way out, as my sister had.”

Twilight blinked, the realization coming to her in a rush. Why hadn’t she done just that!? Standing here blubbering like an idiot, then gaping thoughtless out into the middle distance, what a fool she had been! She could have thrown herself from the window, or fashioned a noose, or found something sharp in the room… anything to end the pain and suffering… and maybe even to rejoin her family.

“I knew you were too courageous to take that way out and leave other ponies to suffer in your stead.” Nightmare Moon nodded, trotting over to the bed.

“Now, shall we begin?”

“N-n-NEVER!” Twilight croaked, her mouth dry and throat raw from so much crying.

“A fantastic spirit - while will serve our foals well.” NIghtmare Moon jumped up onto the bed with a chuckle. “But I will conquer you, Twilight Sparkle. Shake your head and stamp your hooves all you like, my little filly. But know that I will not only take your body but your mind, your heart… your very soul.”

Twilight snorted, trying to spit from her dry mouth. “You’re a lying witch.”

“I am the Princess of the Night, my little broodmare. Every subtle art of lovemaking, every forbidden desire, every instinctive, biological urge. I know them all. I know exactly what will break you, make you a slave to my will, my body, my cock. I know your shameful triggers better than you know yourself.”

“You’re bucking insane.”

‘Hah!” The alicorn chuckled, adjusting some of the sheets as she did. “Did you see the love poison being used out on the streets of your city? Enslaving your mares to their thestral superiors, through only the power of lust and need? It was a meager distillation of my essence, my little filly.”

Twilight blinked as she remembered her friend Moondancer’s reaction to the strange injection she’d received.

“Mares try to deny it… that burning ache between their legs, the mind within the mind… the primal need for pleasure, to breed, to reproduce. But it is there. I put it there.” Nightmare Moon laughed. “Countless times have I watched the chastest mare abandon her family, friends, dreams… all for the good poke of a stiff cock.” She looked down at herself, inspecting her new equipment. “And when I am the puppet-master, pulling those strings of desire… the effects are total, permanent. Many a mare has awoken to a wet bed from even the most casual of erotic dreams I send their way.”

Twilight felt sick to her stomach, a pit of disgust… and fear… part of her knew that there was some truth in these words.

“Even you, my little broodmare. Those wet dreams, those stallions you imagined… rutting you… ravishing you…”

“S-stop…”

“I saw them, I put them there. Those dreams of your brother. Your father. Your mother.” Nightmare Moon arched her eyebrows seductively. “Naughty little filly.”

“I… I didn’t… th-they were just dreams…”

“Yes. Just dreams. Yet your sheets were still soaked those next morning weren’t they? And your waking didn’t stop your young hoof from exploring… from teasing out another rush of relief… did it?”

Twilight shut her eyes, shaking her head to dispel the memories.

“Don’t fret, my little filly. My mastery of you will be complete, and how fitting that the objects of your forbidden lusts will be the objects to destroy your conscious will.” Nightmare Moon suddenly hummed in thought. “We all wet the bed, my little broodmare. It is nothing to be ashamed of.”

Before Twilight’s eyes, Nightmare Moon’s penis began to slip out of its sheath, flopping out slowly and extending toward the bed. The long grey snake unfurled flaccidly, bending down like a limp firehose, nearly touching the bedspread as it did.

“Here, let me show you…Let me give you a sniff of the source of that meager love poison.”

A great, steaming flow of clear liquid began to spatter out from Nightmare Moon’s flaccid penis. It seemed like urine - the volume was just far too much to be anything else. It even smelled like piss, as it pooled and puddled the right side of Celestia’s massive bed.

Oh God’s the smell.

Immediately, Twilight felt her nostrils flare. That stink, that sharpness. There was something else hidden in the complex molecular aroma of the steamy fog, something musky, oaky… enticing. She felt a ripple through her body, her fur started to stand on end. A flush of heat splashed out from her heart, making her brow sweat.

“Hmmm…. Relieving oneself as a stallion is quite convenient, no squatting is much more regal.” Nightmare Moon mused as she continued to empty herself onto the bed, a trickle beginning to slosh over the edge of the bed.

It was so thick in the air now. Twilight could taste it. Her mind was screaming, yelling at her to stop, to clamp her mouth shut, to dive out of the window to her end. Anything!

But her body wasn’t listening. Just a sniff more… just a little more inhalation.

Her hooves began to move toward the edge of the bed, climbing up and approaching closer to that musky wetness.

“Yes, that’s it. You are a woman Twilight Sparkle, your body cannot resist this.” Nightmare Moon grinned.

A few inches closer, Twilight’s eyes darting wildly from Nightmare Moon to the steaming flow coming from the end of her silver-grey cock. She needed more of the smell, it was so… relieving. A fog that was calming that annoying part of her mind, screaming and crying about the past. It was so much easier to just listen to the desire… the unconscious push.

“Ahhh…. Most satisfying.” Nightmare Moon sighed, as her stream became a trickle, then a few drips, then stopped. “And I believe I need to shake?” She gripped her flaccid cock, wringing a few drips out of the end as she did so.

‘S-stop! Stop crawling Twilight! What are you DOING?’ Her mind screamed out, from its desperate final redoubt. But instead of a scream, a moan escaped her lips. Her body physically sagged at the sight of that heavenly stream ending. But the waves of heat were coming on stronger, and faster now. Her nose was almost to the very puddle on the white royal sheets, and it was snorting and sniffing with fury to inhale as much of that wondrous essence into her lungs.

Wave after waver of heat was filling her, making her heart race… making the junction of her thighs begin to burn… to ache… to swell.

“Mmmmnggghhh….” Twilight’s tongue slipped out of her mouth. She could feel her vulva puffing up, pumping with blood as they engorged, straining against the edges of her tight, teenaged asscheeks.

“Don’t restrain yourself, my little broodmare. I made that for you.”

Twilight’s eyes rolled in her head as she dragged herself into the soaking, damp spot on the sheets rubbing her face into the heavenly richness of the powerful alicorn pheromones. She felt her dock stiffen and raise, lifting her tail up high and out of the way instinctively.

‘Why!? Why can’t I stop!? What’s wrong with my muscles? WHY!?’ Her futile thoughts raged underneath a layer of drunken need. With a moan, she released her tongue from her mouth and dragged it across the sopping sheets. An explosion of sexual sensation filled her palette, sending a lightning bolt arching down her spine, right through to her tailbone.

Her marehood clenched and contracted, sending out her rigid clitoris firmly into the air of the room, thrusting it out once, twice, three times as she winked in succession…. Firing small spurts of her own fluid onto the bed.

‘Why!? Why!? Why why why why!? Why did her body feel like this? Why did it feel so good?’ Twilight felt her own mind rebelling, churning, screaming out… even as the weight of unbearable lust, fuelled by the arcane magics of Nightmare Moon’s alicorn body, pressed down on her neural network.

Like little, mischievous gremlins, Nightmare Moon’s thaumic and biological eroticism invaded Twilight’s mind, body, and soul. Little tweaks here and there… a clenching abdominal muscle brought on by the inhalation of that musky fog… a spark in her cortex’s pleasure center from the energy cascading off of the dark princess’s horn in waves… or the faltering boundaries of her inner magical soul as the night monster’s aura desecrated and defiled her…

It was all adding up to one thing - a far more potent violation of her senses than that syringe of love poison could have ever been.

But there was no mercy in it for Twilight, no complete loss of sanity and self. Nightmare Moon was denying her that.

So beneath her sweating, panting, moaning exterior, her aching heart, and her crumbling psyche… Twilight remained, conscious of her own body’s betrayal against her.

“What’s wrong my little broodmare?” Nightmare Moon chuckled, lying back on the pillows of the bedspread, proudly displaying her floppy flaccid cock... “I can sense your mind within, struggling, rebelling against me…” She looked down on Twilight with a grin, “Even as you grind your muzzle through my effluence… just give in, child.”

Gods, she wanted to. Every fiber of her being wanted to surrender to the sweet promise of oblivion, of sacrificing every shred of decency and self, to let herself be swept away by the Gods damned burning pleasure that her wanton body assured her was awaiting her if sh-

‘NO! NO no no no no!’ Twilight raged within. ‘She’ll never take me, my soul, my heart!’ The thought succored her. But she couldn’t stop her body from grinding itself into the wet fluid of the bed, rubbing her chest fur against the puddle that had been there, trying to coat herself in that impossibly sexy perfume. Her left hoof reached out for her own winking sex, grinding into the burning slit, as if she could somehow put out the fire of her loins.

But Twilight, deep inside, was still defiant.

Nightmare Moon frowned for a moment. She must have sensed the resistance within. But her disappointment only lasted as long as it took for those evil eyes to shine brightly with a new, sinister idea. “Hmm, well then, if you wish to be so reserved, simply stop. Cease crawling toward me like a pathetic mongrel, and I will leave you be.” The alicorn allowed her hips to splay wider apart, displaying that massive grey cock and the huge, swollen, white and blue balls underneath. “Don’t crawl up here and sip from the very source you so desire.”

Twilight moaned aloud, turning her muzzle up slowly to look at the Night Princess. Her whole body lurched with a biological need to smell that heavenly musk… her lungs burned like she needed to breathe. Her throat was parched with thirst for cock.

Twilight’s thoughts became dim, quiet, overshadowed by the drive of her mind to crawl up onto her queen, her lover, her master… and worship that stallionhood.

“Mmmmm….. M-m-mom…” Twilight’s mouth formed the word of its own accord as she reached the bottom of where Nightmare Moon was sitting. “S-shiny… D-dad…” Twilight’s eyes rolled in their sockets, her blinks coming uncoordinated - first one eyelid, then the other, as she struggled to focus on the huge balls and stallionhood right in front of her.

“Go on child, give your family a kiss. They miss you.”

Twilight wanted Nightmare Moon to force her, grab her by the mane and shove her into her groin. To make her non-complicit in this act. To give her that shred of dignity. But her body would act on its own accord.

With a lunge, Twilight buried her nose into the musky sack that had once been her beloved brother and father. She could smell them, the essence of those ponies still there… but enhanced with such potent lust-magic that her mouth began to salivate, drool overflowing from her sagging lips.

She pressed deeper into the fat, hanging testicles, letting the weighty objects rest on the bridge of her nose as she took a deep, snuffling inhale. The fog filled her lungs, a dripping steam of sex. She could even smell Nightmare Moon’s marehood, an eclectic evil blend of spice and magic.. Her heart pounded with joy - she was turning her mistress on!

‘Fuck! Fuck fuck fuck… Stop! STOP STOP!’ Twilight’s psyche screamed out internally. She didn’t want to turn that sadistic bitch on! Didn’t want to feel good about having done so! Didn’t want to be submitting like this to her! Why? Why!/

Twilight moaned, taking part of the big, sweaty, smooth ball that had once been her father into her mouth. With loving care, she stroked the huge egg with her tongue, wrapping around it and teasing, unable to take the whole of the thing into her because of its size.

“What a daddy’s girl you are, my little brood mare.” Nightmare Moon laughed. “Tell me, did you wish for him to mount you? Rut you? Pound you hard during your first estrus as a filly? Tell me the truth.” Nightmare Moon’s horn crackled with energy.

‘Fucking BITCH!’ Twilight’s mind raged. ‘How dare she talk about my father the stallion she murdered the father I loved, and imply such a thing!?’

“Mmh...mhmm... “ Twilight gurgled, around the testicle. A dopey smile on her face. Instantly, memories rushed back through Twilight’s brain, her as a young filly, going through her painful first heat. The first time she’d dipped her hoof into her honeypot, unsure, experimentally… her door locked against intruders. And who did she think of? What stallion whom she loved and respected, who made her feel safe and secure… where did her thoughts go to? Of course she’d imagined Night Light in those moments.

“Of course you did, child. All fillies wish for their father to breed them when they are young.” Nightmare Moon smiled knowingly at the mare worshipping her balls.

‘Noooooooo!’ Twilight despaired internally, as the memories ran through her. She knew that Nightmare Moon could see them, her deepest darkest humiliations laid bare, those thoughts of her father mounting her, fucking her, exploding in her, brining her to culmination as she smashed her little hoof against her fillyhood all those years ago.

Could those memories be false? Planted there by Nightmare Moon to humiliate her? No, they were real. And they were not for her.

Nightmare Moon smiled softly, then plucked her big blue testicle out of Twilight’s hungry maw. She quickly calmed the sad moan by filling her mouth with her brother, the slightly larger white orb… which she quickly covered in her drool as well.

Twilight’s eyes rolled back in her head briefly and her eyelids fluttered with delight. Her whole senses were filled with the taste of her brother, that smell of his shampoo, his sweat, his musk. Every memory of every hug and every time he had ruffled her mane racing through her mind. She suckled the sweaty, swollen testicle harder, trying to coax in more of that heavenly, sexy magic into her belly.

“Ah, a close sibling bond too? Now that is not so common… tell me, my little broodmare… just how close were you? Was your brother your first true love?”

‘Stop STOP STOP!’ It was no use.

“Did you imagine him? His impressive length and girth… spreading you? Taking you?”

“Y-yess…” Twilight moaned, her brother slipping out of her mouth. A stream of memory flowed through her - the first time she’d snuck away to a sex shop in her early teens, the way she’d clandestinely purchased a stallion-shaped cooler had stuffed it unceremoniously into her saddlebags to secret them back to her room. She’d carefully inserted that whole, stiff, lifeless black silicone cylinder into her body, squeaking muffled grunts as it slid up her tight little fillyhood.

The entire time she’d been thinking of Shining, her gentle, reassuring older brother.

She’d quickly named the toy ‘little-shiney’, and she loved to ride him after a particularly bad heat, or a frustrating day… or if she’d caught a glimpse of her brother working out in the backyard. She always placed him between her legs, riding the thing cow-pony style, imagining her brother’s hooves on her hips pulling her down.

“So you wished to ride your brother’s cock, hm?” Nightmare Moon grinned down at Twilight. “Such boldness for a mare, the times really have changed. Tell me, did you know your little-shiney was but a shadow of the size of your brother’s actual stallionhood?”

Twilight nodded, sloppily swirling her tongue over the white testicle.

“How?”

‘Stop stop! Get out of my memories!’ Twilight immediately recalled peeping on her brother during one of his more… intimate moments. Watching him stroke himself to completion, her young hoof playing between her thighs. He’d only been a young stallion at that time, but it quickly gave the fourteen-year-old Twilight all the fantasy fuel for the remainder of her young adult life… She started thinking of ‘Little shiney’ as nothing more than a stepping stone to the real deal.

“Naughty naughty filly.” Nightmare Moon clucked, putting a hoof under her chin and parting her from her beloved older brother. “And not nearly enough courage - you should have taken him, forced yourself upon him.”

Flashes of fantasies from those days raced through her head, visions of Twilight tackling her brother with her own magic, fellating him, mounting him, riding him until he popped inside her, filling her, sating her. Twilight looked into her tormentor’s face and moaned stupidly.

“Yes - like that… like I will take you, my little broodmare.” Nightmare Moon slowly moved twilight’s muzzle upwards and forward, booping the end of her nose against the base of her massive, flaccid cock, which had once been her beloved mother.

“And your mother? I’m starting to think that my sister chose the most debauched little pupil available… what did you think of her?”

Twilight’s memories ran blank. Only thoughts of her mother smiling, hugging, supporting her. Small flashes here and there where she’d seen her mother’s private bits, had smelled her fragrance during those springtime seasons. But there was no desire there, nothing beyond the respect of a filly for her beautiful mother.

“No? A pure love for your mother then?” Nightmare Moon smiled, as she forced Twilight more strongly onto her grey flaccid cock, making her part her lips to caress the base of the soft shaft, embracing it in a warm mouth-hug. “Mmm… yes child, I can feel your mother’s love, flowing into me… filling me…”

‘Gods, please! Please! Just kill me!’ Twilight begged, even as her body roiled with pleasure, shaking with excitement at taking the slowly stiffening cock into her mouth.

“You must know your mother was not some perfect mare, hmm? That she loved to be bred, would have raised her plot and flicked her tail for your father, or for one of my thestrals, or for me? She was a woman, after all.”

‘Twilight nodded as she started to slowly bring her tongue up the long, pale shaft. Underneath that hot, smooth skin, heavy pulses of alicorn blood filled her mother’s spongy cavernosum, inflating the penis like a balloon, quickly swelling it past 14, 15, 16 inches. ‘Shut up, shut up, shut up! My mother was a great, decent mare!’

“Oh she was, she was. But like all mares, my little pony, her purpose in life was to be bred.” Nightmare Moon groaned for the first time, as her fattening cockhead briefly jammed on her own belly in its expansion, before continuing to slide up her chest as it became more erect. “To be stuffed with a noble stallionhood. Surely you must have seen that?”

“Y-yes…” Twilight breathed quietly, as she crawled further into Nightmare Moon’s lap, unable to stretch further to continuing lapping up the length of the rapidly stiffening behemoth. “I s-saw…” She mouthed the word in desperation as she reached the medial ring of stallionflesh, already become a terrifyingly wide donut of horseflesh.

A memory flashed through Twilight’s mind… a night only a few years prior, her mother’s birthday, she’d gotten up in the middle of the night to investigate a strange thumping sound she’d heard from down the hall… looking through her parents’ bedroom door she saw it: her mother, still wearing her black evening gown from the fancy restaurant the family had taken her out to… still wearing the pearls and lipstick… a truly classy mare… The vision of elegance and poise shattered as she saw the rest of the scene: her father, Night Light, was on top of Velvet… grunting and sweating as she moaned and shook her ass like a back-alley whorse... as the stallion pistoned his thick blue cock in and out of her tailhole, fucking her brutally in the ass.

“Yes! Yes!: Nightmare Moon cooed, her cock growing longer and wider, 18,19, 20 inches now...

Twilight had watched in silence to the end, as her mother begged Night Light to give her her ‘birthday present’... which he did, driving his shaft into her anus so deep his balls slapped against her, before exploding enough spunk in her for the messy, load to cum burbling out of her rear. Twilight had quickly retreated, happy that her parents were still very much in love, but trying to burn the sight out of her memory.

“MM, yes. Your mother liked it in the rear, hm?” The dark alicorn groaned, as she began to hoof the tip of her cock gently, coaxing more growth out of it, 21, 22, 23 inches. “Perhaps that runs in the family? We cany explore this modern way of lovemaking, my little broodmare… so long as it does not interfere with my plans to have you bearing my foals.”

Twilight felt her body shiver, her tailhole clench at this suggestion. She’d never put anything in there, hadn’t even touched it with her hoof. Yet her body was dripping with the excitement of taking her lover’s thick pole into her forbidden orifice. Her mother’s fetish might be hers as well. ‘Stop! STOP! Release me! Leave my memories of my mother alone!’

“Come then Sparkle, give your mother a kiss. I can sense the love you two have for each other.”

Twilight’s body obeyed, snuggling up in the lap of the reclining alicorn so she could reach up to the end of the long, long, stiff cock. Twilight leaned forward, the tip of the flesh-ly tower just off the end of her nose. A slick, oily trickle of clear fluid burbled over the edge of the flare, running over the knobby ridge and slicking the underside of that flat, plate-sized dome, slicking the mottled grey-black upper shaft, making it shine with wetness.

“Don’t be shy, filly, your mother misses you.”

Twilight leaned forward, opening her mouth softly, parting her lips as if she were about to kiss her mother on the cheek. Then she brushed against that dome-like head, her mouth dancing across the swollen ring of the urethral cock slit.

Hot. Pulsing. Reeking of sex.

Fireworks went off in her mind, reminding her of the first time she’d cast a spell - the sudden alignment of so many questions and concepts within her biology that had once felt so disjointed… how everything had suddenly just felt right.

She needed more!

Her mouth opened wider, the soft kiss quickly becoming a sloppy one… then a raunchy suckle, as she strained wider and wider with her jaw to try to engulf more of the huge head. Her tongue raced over the drooling cockslit, lapping up the ambrosia that slaked her thirst, drinking in greedy gulps like a thirsty dog from its water bowl. But it was not enough, not enough!

“Y-yes! YES Twilight!” Nightmare Moon groaned, her hoof finding the back of Twilight’s mane, gently holding her in place.

‘Sh-shut the b-buck up! I… I d-don’t… I don’t want this!’ Twilight screamed at herself, as her body wrapped its forehooves around the throbbing shaft, using it as leverage to pull more of the head into her mouth.

“I don’t mind your teeth, child. My stallionhood is strong.” Nightmare moon coaxed, as she began to apply pressure to the back of Twilight’s head.

She felt her jaw straining, stretching painfully as the flare wedged itself against the roof of her mouth and her tongue. And it was still growing! Twilgiht let out a throaty growl, emanating from deep within her belly.

“So you want all of it? Foalish child, be careful what you wish for!” Nightmare Moon laughed.

Immediately, Twilight felt pulses of thickness and length wrenching her muzzle open. Wider, wider wider. Longer, longer, longer. The mere growth of the cock driving itself deeper into her throat as it reached its impossible final length of 26 inches, with a girth easily as wide as Twilight’s hindleg.

‘Oh God. Oh God. It’s too much!’ Twilight’s mind screamed. ‘This… b-bitch… she’s… I’m going to die choking on her… a-amazin-… her disgusting cock!’

Her body was screaming for air. Her lungs burning. The pain was immense, spots forming in her vision as she suffocated on alicorn cock, now wedged into the back of her throat. But her body’s desire couldn’t be denied, it wanted that wonderful smell… that alluring taste… that irresistible cock more than life itself.

“Good mare! A noble attempt… with practice, you shall take more of me by your throat, but I can reward such an effort. Are you ready?”

‘Y-yes! L-let me have it… l-let me breathe, I mean… let me have your… let me have air!’

Twilight felt the cock began to jerk and bounce in her mouth… then it pulsed.

A huge stream of thick, syrupy warmth poured down her throat, burning it like a cup of almost scalding hot cocoa, coating her esophagus with a heady sweetness as the mother-cock began to release.

As the magical fluid splattered into her gut, Twilight’s body reacted. It exploded. The thaumic, chemical energy in that nectar setting off every nerve ending, like a lightning bolt that raced out in every direction, out every limb and up into her brain… down to the tips of her hooves and out to the end of her horn… everything was lost in the intensity of the overwhelming orgasm, cascading over her like crashing waves on a beach.

Down below, her tail went stock-stiff… lifted by her quivering dock as her tailhole tightened and squeezed. Her pussy clenched and grasped at the air, sending her clitoris winking in and out, spattering her own marecum backward onto Celestia bed. A crackling sparkle of magical energy managed to leak past the magic-restraining ring, fizzle off of her horn with a weak popping flash. Her eyes began to roll back in her head, blanking out her vision.

She could feel the neurotoxic flood of pleasure endorphins melting her synapses, burning away her IQ as it overloaded her brain with chemical and magical energy.

With the last of her energy, she gurgled a rumbling scream around the cock in her throat, using the last of her oxygen to exclaim just her powerful her hip-grinding, ass-shaking, mind-melting orgasm. Her mind began to wink out of consciousness as she aspirated on the alicorn stallionhood.

‘I… I’m going to… d-die…’ Twilight thought, content. Whether content that her suffering was over, or whether she was content to die in such pleasure, was not something she was capable of contemplating at this moment.

With a sudden pull and rush of magical energy, Nightmare Moon extracted her still spurting cock from Twilight’s throat, sending the teenage-unicorn gasping through the air where she landed on her back.

Vision rushed back to Twilight’s confused mind as she drew breath once again. Only to quickly be covered in a splattering of clear, spurting stallion pre-ejaculate that was spurting from the end of the massive grey cock in front of her. With careful aim, Nightmare Moon hosed down the gasping teenager, coating her in dollops of sticky pre that were thicker than most stallion’s seed.

‘...wh-what? N-n-no...I… l-lived? I w-wanted… I want… I want to… wh-what…. Do I want?’ Twilight’s mind boiled, aftershocks of the orgasm racing through her as her vision was obscured by the clear fluid drenching her face and chest… the smell and haze so much more potent than anything from before, like a pepper spray of lust. ‘Th-that… p-pleasure… I c-can’t… I sh-shouldn’t… I don’t… th-that b-b-itch… is so… t-tempting…’

Nightmare Moon smiled down at Twilight, the last trickle coming out of her pre-ejaculate spurting out with a shake of her hoof, landing right on Twilight’s lolling tongue.

‘Th-that… t-taste…’ Twilight brought her tongue into her mouth with her own consciousness, swallowing the extra dollop that had been afforded to her. ‘N-no… s-stop!’

“You see my little broodmare? I will own every part of you… entirely. Forever. It is karmic retribution.” Nightmare moon rose quickly to all fours, hooves sinking into the covers as she strode over the panting filly, looking down at her. Her monstrously large cock, framed by its huge hanging balls bobbed halfway to the ground - even the alicorn’s powerful abdominal muscles were not enough to hold that huge weight up. “It is fate.”

‘H-help… I…. help me… M-mom…. D-dad...Celes-... Help me m-mistress.’

Nightmare Moon smiled.

“Roll over.”

Twilight turned over, rolling onto her stomach. The damp sheets underneath her belly felt warm, fluffy… the pillows under her chin soft and inviting. But she couldn’t focus on the comfort which surrounded her. Her psyche was a mess - a confused tornado of despair and excitement, fear and lust, disgust and desire.

“Do you expect me to lower myself to you, child? Raise your body from the bed. Stand.” The order had an amusement to them, a smugness. But the sharp bite at its end affirmed that this was no simple request.

‘I… I sh-shouldn’t… I w-won’t... ‘ Twilight’s eyes throbbed in their sockets. She was exerting every last ounce of mental energy to retain her self, to fight back. Why was it getting so hard? The swirl of her family’s faces as they were transfigured, the burning acrid smell of the slaughter and rape of her hometown, the death of Spike… all the thoughts were so hard to hold on to.

“I said stand.”

Shakily, Twilight’s body rose up from the covers. She could feel the wetness of two rivers of nectar flowing down her inner thigh, could feel the heat emanating from the cleft between her legs as her tail fanned the air. Her muscles shook, already stunned by the overloading influence of all the sexual hormones wafting through the air.

“Yes. Good, good! Now, stick your plot up. UP, child!” Nightmare Moon placed a hoof on the small of Twilight’s back, right between her shoulder blades, and pushed her down, pinning her shoulders to the bed, forcing the mare’s bottom up higher into the air.

‘No! NO! I… can’t… I can’t... ‘ Twilight moaned into the musky sheets, she felt her tail flag up through instinct, proudly displaying her teenage rear, the tight little puckered ponut quivering above her drooling, winking marehood. ‘I can’t… st-stop… stop… th-thinking…’

Twilight’s mind raced, trying to remember her mother’s face, her father’s, her brother’s… but each time she managed to picture them, they faded and melted… turning into that incredible phallus that huge pendulously between Nightmare Moon’s thighs. Gods above her desire yearned for it… burned for it! How could she resist? Why should she resist? What was the point?

“Oh my little broodmare, keep fighting - don’t give in so easily!” Nightmare Moon cackled, as she mounted Twilight.

‘Sh-she’s right! I… no… I can’t… listen to her… I must… res-sist? Or… should I?’

Twilight felt the heavy weight of the larger alicorn as her large hooves clopped down on either side of her head, depressing deep into the softness of the bed top. A wet slap against her own buttocks followed as Nightmare Moon slid forward, pressing her hips against Twilight’s.

“Ahhnnn…. Ff-f-fuck!” Twilight moaned out, her head tilting upward as she did. Her whole body quivered at the feel of hips hitting hers, her back arching and pushing upwards, begging to be rutted, as she twisted her clenching forehooves into the sheets.

“Sensitive little thing - I haven’t even entered you yet and you’re already moaning.” Nightmare Moon clucked her tongue.

It was true. Twilight’s lewdly debauched nervous system couldn’t sense that huge pole of meat inside her… only the slap of hips and the swing of balls had set her off. Nightmare Moon had instead thrust that huge stallionhood between the tops of the globes of her round, pert teenage bottom. Like a heavy, hot log of meat, it had slid up her arching spine, leaving a trail of sticky juice as it slowly ground up her back, the tip finally coming to rest just between her shoulder blades, as the massive pipe lay across its soon to be plumbed target.

‘H-huge… h-heavy!’ Twilight’s mind was churning, swirling, getting lost in the cacophony of instinctive, biological thoughts racing through her synapses, hard-woven in there from millennia of evolutionary need. Her body was shaking from the thought of such a stallion-ly breeding tool on her. The sheer weight of the thing pressed against her back. It pulsed with heat and blood… the flesh that had once been her mother now filled with a singular need to breed.

‘I… I w-won’t it… want it? Won’t… want… what?’ Her mind choked, hiccuping on itself as it tried to maintain a sense of self, a final shell of the ego. ‘I c-can’t… can… be her broodmare… her foal factory… h-her cocksleeve… CAN’T! Why? B-because…. Because…?’

Twilight moaned again, as her mistress began to pull backward, dragging her heavy stiff cock along the small of her spin as she did, sliding her huge black forehooves along Twilight’s body to steady herself, finally gripping behind Twilight’s hips, the hard edge of her hooves digging into the round of her ass.

Twilight mewled, wiggling her hips left and right, backward… her body desperate for the sensation of entry that was so close. She knew that the penis must not be far from her cunt now.

‘W-why? Why doesn’t she just… d-do it!?’ Twilight’s mind was boiling, not knowing why she wanted Nightmare Moon to proceed, just knowing that she did.

“Ah… so you do want this, my little pony?” Nightmare Moon hummed nonchalantly. Then pressed slightly forward.

The hot wide tip of her flare pressed against Twilight’s pussy. A small scream from Twilight’s mouth could only be stifled by biting into the sheets of her bed.

It was obscenely large.

The whole flare was pressing against the entirety of her folds, covering the lips with its width entirely, even going so far to touch the insides of her thighs. The dome-like protrusion itself was sliding an inch into her outer lips - beginning the process of spreading her, of mashing into her pink clitoris… like a lover gently pressing his tongue between his mare’s lips before he thrusts the whole thing deep down her throat.

She felt the squirt of her pussy as it sprayed out, meeting the hot cock-kiss with a splatter of welcoming lubrication.

“What a little slut you are, my previous broodmare. Good… good…”

“P-puh...pleasseeee…” Twilight choked out, her eyes blinking in different intervals lazily, tears of pain and pleasure coursing down her cheeks. Her body knew what it needed, what all of this love magic in the air required of her, as she thrust backward in plaintive little humps against the rigid iron behind her.

‘J-just… just l-let it end… let me m-melt away…’ Twilight’s mind despaired, seeking an end to everything, the pain, the sorrow, a complete surrender to Nightmare moon.

“No no no, if you want this Twilight Sparkle… You must ask for it. You. Deep there in your mind.” Nightmare Moon chided. “I told you I would break you, corrupt you… your whole body, mind, and soul. Give it to me… become my broodmare… my cocksleeve. Accept it.”

‘I… c-can’t… m-my family… m-my friends… w-what would they think… th-they’re watching me… I c-can…. Can… can I?’

Nightmare Moon twisted her hips at just the right moment, grinding the edge of her cockhead’s ridge against Twilight’s clitoris, sending a surge of corrupting lust magic coursing through the completely overwhelmed teen.

‘By Celestia… by Luna YES! YES, I WILL BE YOUR BROODMARE. I WANT IT. I WANT YOUR COCK, YES YES YES YES!’

Twilight broke.

Her pupils shifted distinctly, the bright purple irises warping and shifting into two heart-shapes as the last of Twilight Sparkle the student, the daughter, the sister, the librarian was lost for all time, her mind melted and reformed.

Now she was, and would forever be, Twilight the broodmare.

“Good girl.” Nightmare Moon hissed.

Then she thrust.

Twilight’s body spasmed and jerked at first. Under ordinary circumstances, there was no way that a mare could accept such a large horsecock… not even the largest most prolific whorse of Manehattan’s red-light district could even come close. But magic was afoot, and the violence of the Alicorn’s thrust saw to it that those tender, tight, hot-pink lips spread and permitted the huge flare to enter with a POP.

Instantly Twilight orgasmed. Her heart-shaped eyes rolled up into her head, body trembling and shaking as she squirted around the invading cock.

She could feel her vaginal muscles clenching, swirling around the thick, veiny shaft that had been her mother as it slid deeper and deeper into her body, far past anything that she had ever dared to attempt on her own. New parts of her were opening, flowering, exploding as her family entered her, strained her.

“A tight little cunt… It will need some working…” Nightmare Moon gasped as her first thrust slowed. “I shall not be gentle…”

Twilight felt the suction inside her as the cock began to work its way out of her. The huge, plunger-like bulge in her lower abdomen felt like it was dragging her guts back out with the outstroke. As the thickness of the coronal ridge approached her exit Twilight moaned again, shamelessly. The additional pressure of that thickness was pinching into the internal structure of her clit, sending more sparks shooting through her nerves, her orgasm still continuing, unabated.

And then Nightmare Moon thrust back in.

Twilight felt her breath driven from her as the cock slammed back into her, going deeper than before. The girthiness of the shaft below the huge head started to approach and surpass even the flare’s impressive diameter as more of the towering penis was plunged into her, stretching her wider and wider.

“OH… y-YE-s-Shhshhhhh….” Twilight’s coughing exhortation followed after she managed to catch her breath from being winded.

The head of her lover’s cock slammed up against her fornix, scarcely 14 inches deep into her body. Almost half of the monstrous stallionhood was still outside her, and she had already been filled to the limit of what her small pony biology had been designed to handle.

“I am not yet done.” Nightmare Moon hissed, continuing to press forward with her hips on this second thrust.

“Oooogfhhfffmmmnnnn.,...” Twilight’s mouth hung open in a rapturous groan. The battering ram of a penis was pressing against her womb, pushing it up and into her abdominal cavity, forcing her tight, twisting vaginal tunnel to accept more of the impossibly huge cock inside her.

‘It h-hurts… s-so… GOoOooOooood…..’

Through the intense sensations, Twilight felt her labia sting with sharpness. A new, wider hurdle was forcing itself into them, stuffing into her body. The huge, dark-grey medial ring pressed into the straining pink flesh, which strained and stretched, threatening to tear under the immense pressures of being wrenched open so violently… until… inexorably…

*POP*

The donut slid into her, wedging itself just inside the gates of her marehood.

A second burst of fluid ejaculation wracked through Twilight’s body, making her hips twist and pivot with insistence, doing their best to wedge more cock into her, while also expelling the lubricating honey as best it could.

But the seal was too tight, leading instead to a gushing explosion from all around where the dark-grey mare-cock met her hot-pink fillyflesh, released in a single liquid explosion, like a water balloon popping on a pin.

“Mmngggm-moreee….” Twilight grunted, her tongue difficult to work as it hung lifelessly out of her mouth, her drool slicking the pillow her head lay against. Her whole body was one thing now - one element. All of her purpose was to be bred, rutted, fucked by this tremendous stallion… to cum around that marvelous cock and coax it to release its glorious seed deep inside her fertile womb, so she could bear her stud’s foals.

She could feel that domed tip slip ever so slightly through her cervix, its burbling cockslit shooting a small squirt of potent aphrodisia-laced clear fluid into her uterus, her womb, the center of her femininity. Her mother was slipping into her most secret recess… her brother and father were leaking into her… her mistress was taking her, claiming her.

All of her belonged to that incredible cock now...

‘F-fuck… y-y-es… m-my… YES!’ She wanted more, wanted to lose herself to it. Become it. Worship it.

And back out again it came. It’s huge knobby ridges pressing into her velvety cunt-walls, straining her pelvic muscles outward as it passed, raking into the nerves embedded in that throbbing tunnel. Twilight could feel a bulge poking out in her lower belly as Nightmare Moon withdrew from her, inch by devastating inch.

“H-harder! D-deeper!” Twilight gasped.

*WHAP*

A stinging bite shot through her left flank - a bitter slap from her mistress’s hoof that left a painful welt over her cutiemark. The tremor of pain against the pleasant sensation of being stretched, against the saddening feel of being emptied as her lover’s cock withdrew… the mixture sent a tremor through Twilight, a gush of creamy marecum splattering in response to the new treatment.

“Patience, my little cocksleeve.” Came the grunting reply.

Twilight groaned again, eyes flickering. She could hear the lust in Nightmare Moon’s voice, the satisfaction. The feralness. She was so happy she was pleasing her stud, was drawing this out of her.

“I’m going to rut you good and hard little filly. Don’t make me break you.”

“P-pleasee….”

“These stallionly urges would have me shred you in an instant to slake my lust. Don’t. Tempt. Me.”

“PLEASE!”

‘Oh, Luna I want to be fucked so hard… I want to hurt… I want your big bucking cock to split me in half… oh, fuck oh fuck fuckfuckfuckfuck….’

“Graaaargh!” Nightmare Moon let out a snorting whinny, stamping one of her rear hooves.

Then she bucked forward.

This was no mere thrust, not like before. Now she was driving into her, impaling her.

The huge battering ram slammed up through her pussy, cramming itself immediately against her cervix… which could only hold it back for the briefest of moments before it popped through with a painful *PLAP*. It was like a guitar chord had been plucked through her entire body. She felt her muscles spasm and give out, losing any semblance of centralized control as it went limp.

She couldn’t sink to the bed though - her whole body was held up by the alicorn’s massive cock, like a pony being spit-roasted on some obscene flesh pole.

Twilight’s rear hooves kicked idly at the air, twitching and paddling unconsciously like a puppy held above a body of water.

Once inside her womb, the massive cockhead streaked through the delicate uterus, quickly embedding itself on the far side of her wall, pressing into the sensitive lining as it bulged a hoof-sized lump just above Twilight’s belly button.

Her body was never designed to take such a thing inside of it - not even close! It would be like asking a chihuahua bitch to be bred by a great dane - the biology just couldn’t work. Shouldn’t work. Yet she wanted it. Needed it to.

She could feel her guts - her intestines and stomach, deforming and displacing, making way for the huge cock as it embedded itself into her diaphragm, making it difficult for her to breathe. Her whole body had now made its purpose accommodating her beloved stud, this marvelous stallioncock. The priority of getting more of it inside of her superseding anything else - even the functions needed to keep Twilight alive.

“Blergh… breeghh….” Twilight felt herself vomiting into her throat, driven there by the plunging action of the huge organ inside her. The bitter taste of her bile was mixed with the wonderfully complex and heady ambrosia of the alicorn love-power laced pre-ejaculate she’d swallowed earlier.

“Bleh… y-yes!” She grunted, swallowing back down the gurgling backwash.

“You little whorse… little gutterslut! I’ll destroy you with my… n-n-nEIEEIIIIGHHH!” Nightmare Moon’s knicker shook the ceiling, her royal canterlot voice rattling the furniture in the throes of her passion.

She began to piston in and out now. Short, brutal strokes that pounded against Twilight’s body.

‘She’s… bb-ucking me! Yes! YES!’ Twilight could sense the chaotic nature of the thrusts now, no longer the measured and calm plan of the masterful corruptor. Nightmare Moon was losing her own mind to the burning lust energy throbbing through her new, difficult to control, male organs. ‘Break me! BREED ME!’

All she heard from Nightmare Moon were snorts and clacking teeth. All she felt was the stinging pain of harder and harder bucks, each more and more brutal.

Her pussy was a gaping drooling mess. The fattest part of Nightmare Moon’s base was now beginning to slide into her. Only a few inches… four, perhaps five remained outside of her on each thrust. Each time she bottomed out, Twilight could feel the swollen throbbing vessels of the immensely girthy base pressing into her very hip bones. Her fat clitoris was completely mashed into the wall of her labia, grinding with considerable force against the top of the mother-cock’s upper shaft.

Each thrust came with a splattering shot of clear pre-cum, a boiling hot, magmatic spray of lubrication inside her that barely prevented her from being torn asunder, that filled her with her lover’s essence… drove her chemical reactions to new heights - refueled her biological, neurochemical meltdown.

“AHahhahhhhHHhhnnnnnnGGHH!” Twilight convulsed, her brain freezing in a mini-stroke. She’d never stopped her first orgasmic contractions, but now something secondary, more powerful, dangerous exploded through her. A fresh wave of dopamine and endorphins coursed through her system, sending her into a small seizure.

All she was in that moment was sensation - just an input receptacle. There was no signal processing, no comprehension. Just pain and pleasure. Stretching and pounding. Melting and breaking.

Her pussy muscles fired wildly in every way, some fibers clenching, others relaxing. The twitching and swirling milking rhythms wracking through her entire body, as if the individual parts of her knew that they needed to take over for the absent central nervous system… needed to coax their mistress to unload in her… else they would be destroyed.

“N-N-NIEIIIIIIIIGHHHH!” A second, stong knicker came from Nightmare Moon at the new reaction of her victim, who had now truly become nothing more than a writhing mass of flesh containing her cock.

A crackle of black energy-filled Nightmare Moon’s horn and she gripped the thrashing teenaged unicorn’s purple tail in her mouth. With a hard yank, she pulled the hair tight, yanking the quivering dock upright as she did so. She hooked her hooves into Twilight’s hipbones, pistoned back as far as she could… then in one motion, released all of her energy - both magical and physical.

Twilight felt the energy coursing through her crackling through her whole body. She wasn’t sure if it physically rearranged her - made her capable somehow of accepting more of her mistress by expanding organs or bones… or if it was some magical deviousness - cramming more space-time into an equivalent area of realspace. All she knew was that she was now taking all of Nightmare Moon.

All of her mother.

The feel of those final inches slipping into her. The feel of that immense, dinner-plate wide girth breaking open her once-tight fillyhood. The Feel of the massive, pipe-like bulge expanding through her entire body. The feel of the smashing cock-end pummeling her womb.

Nightmare Moon had hilted her.

*THWAP*

The heavy strike of Nightmare Moon’s hips against hers filled the bedroom for the first time. Twilight’s head shot up, craning up reflexively under the immense sensational overload.

*PLAP*

Then, half a moment later - the feel of two heavy, wet impacts against her small, teenage teats.

‘D-d-dad! Shiney!’ Twilight’s mind blinked back into life. Her brother and father were now slapping against her with each stroke! Swinging up from where they hung pendulously beneath Twilight Velvet to smack into her teats and lower belly. It was as if they were reaching up to touch her, to remind her they were there with her! ‘Y-yy-yeshhh… I love you…’

Then, sadly, they swung away. Nightmare Moon was wrenching the whole incredible organ back out of her. A sucking, vacuum-like pressure followed its exit, drawing her body back in against itself as all those veiny ridges, rings and veins slid back out against her clenching cuntmuscles.

Her dripping, pink, labia quelched and sucked against the veiny cock being drawn from her. Each ridge and vein bumping against her clitoris at it did so, dredging sticky, burbling, mare nectar as it did. With a stunning *POP*, the steaming grey cockhead came free from her vagina, leaving devastation in its wake.

Her tight slit was a gaping, writhing chasm, her pink-insides squirmingly visible to any who may have looked.

“UNnnggh!” Twilight moaned, pushing her upper body back up off the bed and thrusting herself backward, desperate to stick that huge thing back into her body.

A blasting snort of boiling air poured over her upper shoulders, a stamping buck coming from behind her. Her stud was in rut now - wild and untamable, her boiling marecock menacingly quivering in the relatively cooler air, forming clouds of lusty perspiration in the heated area between their two nethers.

A stiff hoof found the back of her head, roughing gripping her mane, jerking it… then slamming her back into the pillow, muffling her wanton cry.

A moment later, her beloved gargantuan, monstrous, domination stallioncock was back. Back into her once-tight furrow.

Slamming into her.

An obscene squelching queef splattered out of her body as the cock quickly filled the void inside her, driving any trapped air out of the tight junction between cock and labia with a rippling vibration.

Inward she plunged, tearing through her pussy with abandon, rending her, smashing all the way into her again with her hips, hard enough to make her feel the Alicorn’s bones through the pert teenage buttocks being smashed under her fervent bucking.

*THWAP*

Then that heavy impact of those balls, swinging up and thudding against her teats, her belly… like a pair of shotput balls in a leg sock, smacking her with great momentum.

*PLAP*

There was no pause this time, no savoring of the feeling of fullness, of being completely hilted, of being bulged out. Her mare-stud no longer had time for that. As soon as the heavy balls had finished their swing forward, the dark princess was already pulling back, preparing for her next stroke.

A second hoof joined the first, pressing her head deeper into the covers, forcing her to raise her bottom up even higher in the classical face down - plot up style. This time Nightmare Moon only withdrew to the limits of her cockhead, not actually fully withdrawing… before slamming all the way back in.

*THWAP*

*PLAP*

Twilight’s face was being ground down in the soaked, stinking sheets, her nostrils her only source of oxygen as she struggled to gasp for air, her body completely overpowered by her lover’s superior strength. The wild stallion was increasing speed now, working up into a maddening rhythm.

*THWAP*

*PLAP*

Each thudding impact seemed to come harder and faster than the last, like the pistons of a great locomotive, slowly building strength as the boiler reached a steam-whistle emitting pressure.

*THWAP*

*PLAP*

*THWAP*

*PLAP*

*THWAP*

*PLAP*

It was a jackhammer now, thudding into her harder and harder and harder. She could feel the ancient wood of the royal bed bending, cracking under each thrust, as Nightmare Moon fucked her straight down, dropping all of her weight and power through her, slamming her tremendous cock into her body.

*THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP*

Her lungs burned, ached. Her nostrils could no longer draw breath. Spots began to appear in her vision, her eyes turning skyward. Her consciousness was fading, winking out. All her being was now a bubbling explosion of neurochemicals as her body continued to orgasm and convulse - the sensations of cock against cunt, of quivering culmination.

*THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP*

*CRACK-POW* A rending crack filled the air as the magical inhibition ring on Twilight’s horn faltered and shattered. Immediately a constant, sparkler shower stream of gunpowder-fizzling purple sparks shot out in ejaculatory spurts, pouring in huge overflows from the small unicorn’s horn, each sparkler like fizzle leaving scorch marks across the sheet where they landed.

*THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP*

The bed was completely broken now - after millennia of service, its spine had been broken by the roughest rutting session it had ever seen. The edges of the bed curled up toward them, like a gravitational well, as Nightmare Moon continued power-fucking Twilight into the ground.
*THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP*

Twilight felt darkness overtaking her, her body passing out from the ordeal. It had already endured far more than anypony could have asked, and was now rendering her unconscious. Dimly, she realized that she was about to be fucked to death by her tormentor.

*THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP*

There was no fear though, only acceptance. To her shame - it was not because she expected to be reunited with her family and friends in the afterlife… it was because she knew she’d served her stud, her cock… well. Only the dim regret of not having received her seed to bear her foals remained.

*THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP* *THWAP* *PLAP*

But even as Twilight passed over, she felt her consciousness remain, felt new energy flicker into her, her eyes racing back to the brightness of the living.The very energy that Nightmare Moon was bucking into her was sustaining her, keeping her alive - preventing her from passing away from the sheer overwhelming pleasure.

*THPL* THPLP* *THPL* THPLP* *THPL* THPLP* *THPL* THPLP*

Her thrusts were staccato now, like a machine gun - half strokes that swirled her insides like a milkmare at her butter churn.

*THPL* THPLP* *THPL* THPLP* *THPL* THPLP* *THPL* THPLP*

Faster and faster. Harder and harder. Deep inside her, she felt something… unlocking… releasing… preparing. Something slipping down from her ovaries, magically commanded to release, though she was not in season.

*TP**TP**TP**TP**TP**TP**TP**TP**TP*

She was completely stuffed in her now, little gyrations pressing against the end of her womb with sharp, alicorn-speed hip gyrations.

Until.

Suddenly.

“AAAAAAARRRGHHHHHNNNNN!” Nightmare Moon’s cry screamed from her lungs, turning the whole room dark and bitterly cold with the exhausted magic from her primal moan.

With a last, heaving thrust, she withdrew all the way to her tip, then slammed all the way home, for one, final time.

*THWAP* *PLAP*

Twilight felt the sudden, terrifying expansion of Velvet inside her. The already fat cockhead flared out, blossoming to an obscene size, plugging itself in her womb as it filled her uterus - it’s width easily the size of a foal’s head.

Heavy, pulsing bulges wracked the stiffened cock stuffed deep into her body, bulges of the impending ejaculation coursing up through her, adding new ripples to the bulge already poking through half her body.

She felt the heavy testicles that had been her father and brother shoot up, clenching and draining into the base of Nightmare Moon’s cock, emptying all the seed they had been churning since being converted.

*SPLOOSH*

The first thick, fire-hose like gush of steaming, glue-like spunk audibly splattered against the far end of her womb, half-filling her body in one burst. It poured out for seconds, an obscene stream of volume that no fertile cunt needed to be impregnated.

And even before the first shot had finished, the second churned and splattered from the pulsing cockslit, even thicker, hotter, more potent.

Twilight felt her belly fill, her womb completely satiated. Every cell in her body was melting now - every metabolic indicator releasing as it sensed the musky, fertile seed… the potent testosterone laced alicorn-cum poured into her.

Another orgasm shocked through her, sending a new arc of ejaculatory unicorn magic careening out from her horn, drawing a blackened char line across the far wall of the bedroom. The triple-stacked orgasm was beyond normal pony comprehension, leaving her body in a state of automatism - all her muscles and bones could do were to clench and milk, to open and accept, to be filled… to be bred.

Another shot, now sending thick, creamy, stallion-glue into the soup that stuffed her belly. There was no empty space left for the cum to fill - no way for it to escape through the thick plug of the massively flared cockhead… and so the pressure could only build inside her, the churning bubbling ejaculate getting hotter and denser...

Expanding her.

Her belly began to swell, growing, bulging. Like a water balloon held over a garden hose, she watched as her uterus swelled out under her, making her look fat…

Another powerful rope of cum, another jerking pulse.

...then like she was 3-months with foal.

Another grunting pulse, coming with a plaintive, weaker hump from Nightmare Moon.

...6 months with foal.

Twilight felt her own hips thrusting back into her lover’s, coaxing her stud to keep thrusting, to finish delivering every last drop… even as a heavier, longer spurt of cum splattered out of her cock-end.
....8 months with foal.

Twilight felt a sharp sting in the back of her neck.

Nightmare Moon had bitten her! Sinking her fangs into the nape of her neck, a love-bite of orgasmic completion, as ancient as the plains of Equestria.

Twilight knickered, whinnying into the sheets her face was still buried in. Slowly, her magical stream died down from her horn, tapering off as the sensations finally, slowly, achingly began to recede.

....10 months with foal.

Nightmare Moon’s cock began to jump and quiver, shooting out shorter, thicker, spurts of cum. Powerful clenches of her stud’s body thudded against her, as each last blast was squeezed from the depths of the alicorn’s new reproductive system.

….like she was pregnant with triplets.

Twilight felt her belly against her teats, her thighs. She could feel the strain of her skin beneath her belly fur as it stretched out under the force beneath it. And still, her cunt clenched and milked, grasping and wrangling the little machine gun squirts of semen from her lover.

...and her bellybutton popped into an outie.

Twilight felt the soaked sheets under her belly button now, then the press of her now huge belly against the sheets as her new cum-stuffed girth pressed against the cushion of the mattress. She was now as wide as she was tall, her rear hooves threatening to no longer be the anchor that held her aloft.

Finally - the last, desperate squirting trickle seeped from Nightmare Moon’s cockslit.

She felt the weight of the exhausted alicorn collapse on top of her, weighing her down until her rear hooves slipped out from under her, leaving the two ponies resting on Twilight’s new cum-belly.

The sweat from Nightmare Moon poured down from her brow, her chest… soaking Twilight’s back and neck. The alicorn released her nip, letting out a gasping sigh as she leaned forward to Twilight’s left ear.

“Still alive my lovely broodmare?”

“Mmnnnggg…”

“Good…. Good.” Nightmare Moon released her hold on Twilight’s head, letting the unicorn mare twist to one side and take the first gasping breath of air she’d had in minutes.

“I… I almost spoiled the future I had so intricately planned for you… for us.” Nightmare Moon moaned, letting her tongue lick at the sweaty insides of Twilight’s ear. “I must learn to control the lust your family has to fuck you, my child.”

“Y-yesh… m-mistress…”

Nightmare Moon giggled, snuggling deeper into Twilight’s back - the two still connected firmly by the alicorn’s still-rigid cock.

“I think I shall stay knotted with you all night, my little broodmare… as a reward. Would you like that?”

“Mmmm…!”

“Good my pet…. My mare…” Nightmare Moon’s hoof patted her head, lovingly. “Can you sense it? Focus now… deep inside…”

Twilight tried. Tried to listen to the words of Luna, tried to understand. Then she felt it…

The dim thrum of three eggs, coursing down her tubes, racing toward her womb.

“My gene-seed is encountering them now Twilight - my children… our children. My DNA, formed in your brother and father, will take hold in your womb… and will birth the new thestral-ponies that will rule this world.”

Twilight took a half-choking gasp. She could sense it clearly now. In that moment, the powerful, tadpole-like spermatozoa, coursing with incredible potential power and energy - with the potent traits of a warrior-hardened, alicorn-enriched species… impacting with her delicate pony-egg walls, each of the three being penetrated and setting off three sparkling explosions of new life within her… the dominant thestral genes already starting to divide and grow.

Her new babies.

“Our children… New thestrals that will show the remainder of Equestria the futility of resisting my dark dream… that will breed the weakness out of every pony mare.”

“T-triplets…”

“What would your parents, your brother, think of you now, Twilight?” Nightmare Moon teased.

Twilight felt a pang of guilt, of shame. This mare that had just bred her had killed them in the most horrible way possible only hours before. And here she was - her heart filled with nothing but pure love, admiration, and commitment to their murderer.

But it was nothing. The feeling passed.

The old Twilight had died. She was Nightmare Moon’s broodmare now. Her foal factory. Her cocksleeve. She clenched her cunt-muscles with what strength she had left, rolling her heart-shaped pupils at her teasing lover.

“I don’t know - it seems like they’re still recovering… I’ll ask them later.”

“Hah!” Nightmare Moon made the cock jump inside her. “I’m sure they’ll appreciate that.”

“Lots of hugs and kisses for mom, dad, and big bro.”

“I’m sure they would be proud to know what a good mother you’ll make for my brood.” Nightmare Moon licked Twilight’s ear.

“Three grandfoals!”

“Mmmhmm… you will be quite fat, my little love.”

“Hee hee hee.” Twilight giggled, squirming under her lover. Her stud. Suddenly her ears pricked back, as she felt her body pang with need, with apprehension. “B-but if I get pr-pre…”

“Don’t worry, pet.” Nightmare Moon cooed. “Plenty of rutting throughout your gestation will be in order. A good gardener always waters her seeds.”

“Mmmmm…. Y-yes….” Twilight quivered and squirmed around the giant cock slowly softening in her. Only the heavy flare seemed to stay rigid, plugging her huge belly.

“Now… no more talk. Sleep, sleep… and dream of your future… of all the many many ruttings I shall give you. Of all the foals you shall bear… of all the ponies our progeny will hunt down and breed out of existence… of the everlasting night.”

Twilight felt her eyelids, heavy with exhaustion, dip, bat… then shut.

With a start, Twilight jerked upright in her bed.

“Ahhhhh!” Her yelp rang out through the once quiet royal bedchamber of Canterlot castle.

Her heart was racing, her breath ragged. Adrenaline and fear were pumping through her veins. Both of her wings were fully flared out, alert, aroused, uncomfortable.

Everything was still a blur, her mind unsure of what was real and what was not. Instinctively, she reached for her belly, both of her hooves tracing over that taut section of her skin. There was no bulge there, no pudgy accumulation of alicorn ejaculate, no firm growth of thestral triplets in her womb.

A… dream?

Twilight blinked hard, clearing the last of the murk from her eyes as she did so. What the hay kind of dream was that?

That’s when she noticed that she was soaked. Her whole mane and fur damp with a fresh coat of sweat. Lifting the covers of her bedspread, she quickly realized that sweat was not the only thing she’d excreted in the night.

A wave of musky pheromones hit her nostrils like a freight train - quickly, and with a blush and a cute ‘eep’, the alicorn princess slammed the covers back down. She’d wet the bed - with her post-orgasmic fluid.

Everything… down there… felt quite overstimulated as well. Hot and bothered, sore, shaking… She could feel her lovebud rubbing in a swollen state against her plump, moist lips. She hadn’t felt like this since her days as a filly, dealing with her first estruses.

She groaned as she massaged her stiff, throbbing wings… trying to coax them to relax and fold back to her sides instead of being stuck so permanently wide.

Was this what stallions had to deal with every morning? This sucked.

The sun wasn’t even all the way up in the sky yet! But there was no way for her to get back to sleep in a soaked puddle of her own juices. Gingerly, she extricated herself from the soaking covers, quickly bundling up all the linen into a messy ball of shame using her magic.

She shuddered as memories of just what had caused those wet-dreams drifted back to her… perhaps she should burn those damn sheets.

She thought better of it, depositing the bundle in her royal hamper as she made her way into her master bathroom. It was only a few steps into her walk-in shower and the warm, reassuring torrent of water from the showerhead.

As the shampoo and water carried away the embarrassing sheen of sweat, smell and… nectar from her fur, Twilight tried to consider whether she wanted to… unpack her nightmare.

There was so much… darkness there. Rape, and murder, and racism… and oh Celestia the sex with Luna.

Twilight stuck her tongue out with disgust. It was massively bucked up.

Just what was her consciousness trying to tell her, anyway!?

Twilight groaned, pressing her head against the tile of her shower-wall. She’d only been in the position of sole Princess of Equestria for a few months now… and it was true that she had never really made much time for… stallions.

And with all the new responsibilities, she’d had equally little time to take care of… herself… in the way that a mare should when she didn’t have a special stallion around.

But how in the hay did missing out on a little ‘Twilight-time’ turn into… whatever the buck that nightmare had been?

Images flashed through her mind… of Moondancer being speared by that giant thestral prince’s cock… of the filly and her grandfather being murdered in court… of Celestia’s severed head!

She felt queasy. What kind of schadenfreude lived in her subconscious?

And Luna! What she’d dreamed of Luna was beyond horrible… what she’d done to her family, transforming them into that… that… giant… tremendous… horsecock.

And then fucking her. Fucking her like a mindless animal.

Twilight felt a twinge between her legs as she remembered the massive shaft plunging impossibly into her marehood, stretching her, satisfying her, defiling her… rutting her.

Her clitoris was stiffening between her nether lips once again, and for a moment Twilight began to shift toward the pulsating stream of water… bringing it over her flanks and closer to the ache between her legs.

The way Luna had pounded her teenaged, unicorn cunt… turning her into little more than a little filly to be ridden to completion… then pumping her so full of hot… sticky…

Twilight jumped as the water struck her winking marehood. Startled out of her reverie.

“What the hay is wrong with you Twilight!?” She groaned aloud, bonking her head purposefully against the wall, as if it could drive the strange and unwanted desire out. “Are you some kind of sick weirdo? Gross.”

She shut the water off, levitating a towel to herself as she stepped out of the shower, looking into the mirror at herself.

Then it struck her - last night had been the open house for the Royal Society at the palace… and the hors d'oeuvres had been…

“Quesadillas…” Twilight shivered. She’d done her very best to refuse, but all of those royal enthusiasts and fans would have been heartbroken if they’d found out they’d supplied the one food that Twilight detested more than anything else in the world! Why couldn’t they have just gone for hayburgers instead?

Twilight let out a deep, relaxing sigh…

The quesadillas. That explained it.

She began to stuff down those dirty thoughts, those strange feelings, the unease with which she realized how quickly the memories lit a feral passion in her.

It could all be chalked up to cheesy nefariousness.

With a sigh, she nodded to herself in the mirror. She’d just banish the damn things from Equestria for a 1000 years… stop by a sex-toy shop during her royal rounds in the afternoon… schedule a little ‘Twilight-time’ and put all of this behind her…

But first - breakfast.

,,,

Twilight trotted into the main royal chamber - the very same one that had featured so prominently in her nightmare only a few hours before.

‘Ugh! Stop thinking about it already! It was… just a stupid dream!’

With another sigh, Twilight made her way into the side hall, where the Royal table sat. With a gasp, she was frozen in place as she saw her mentor, the now-retired, Princess of the Sun sitting at the head of the table, sipping a cup of tea.

“C-c-celestia!” Twilight felt tears forming in her eyes, as she scampered toward her teacher.

“Twilight? Oh good morning, you’re up earlier than usual - I hope you don’t mind me sitting in my old chair for t- OOF”

Celestia’s speech was cut off by a mighty, full-power hug. The smaller, purple alicorn was almost sobbing into her fur, almost shaking with joy.

“What’s gotten into you, Twilight? I know I missed you at the event last night, but you saw me just two months ago for the summer sun celebration, remember?”

Twilight squee’d softly into her mentor’s breast. Hugging her was like purifying all of the terrifying memories, the sight of Celestia beheaded, murdered… all the violence and pain that came with it.

“Oh… oh well…” Celestia sighed happily, finally returning the hug.

“I love you so, so much Princess.” Twilight sniffed, burying her head in her mentor’s chest.

“And I you, Twilight.” Celestia smiled, clearing her former pupil’s teary eyes with a delicate feather. “But come, why are you so sad?”

“N-no reason..” Twilight tried to compose herself. “J-j-just a bad dream…”

“Ah well, I do believe… oh speak of the mare and she shall appear! Luna!” Celestia turned to greet the next pony coming into the breakfast chamber.

“Eep,” Twilight stiffened, seeing the bleary-eyed alicorn walk up the table. Immediately her mind raced back to all of those memories. Sure, the pony in front of her wasn’t Nightmare Moon… but this was still that same concept of a pony that had raped her, defiled her, killed her family… and given her the most mind-melting orgasms.

She quivered with a shameful tingle of both fear and excitement as the beautiful former princess strode to the table nobly and took a seat. That was when Twilight came to a second, even more terrifying realization.

“EEP!” Her wings shot out in alarm.

Princess Luna could see dreams...

Her mind raced. Did the night princess retain the power even in retirement? And if she had, did she see all dreams of the realm? Did she have sexual dreams too? Was she able to bow out of dreams that were weird or personal?

HAD SHE SEEN HER DREAM?

Twilight studied the alicorn’s tired face with intensity as she sat down, looking for any hint or sign of recognizance, outrage, insult or embarrassment.

“Good morning, sister.” Luna yawned. “I apologize for my appearance, I am still adapting to the normal day-night cycle… and sometimes my dreams prevent a full night’s sleep.” Luna yawned, stretching her forelegs.

Seeing nothing there, Twilight started to relax. ‘It looks like she didn’t see anything, I’m in the clear!’ Twilight let out a deep breath that she hadn’t even realized she’d been holding in.

“Oh! Princess Sparkle, I apologize. I didn’t see you there. I’m afraid I have totally bollocks’d up my greeting!”

‘Oh shit.’

Twilight felt huge beads of sweat forming on her forehead, as she pulled her lips tight in an attempt to not crack… She’d always had the worst poker face. Her wide eyes and nervous shivers made it clear to anypony watching that something was up.

“Twilight… what’s the matter?” Celestia arched an eyebrow. “You look like you’ve seen a ghost.”

“Oh, not a ghost sister.” Luna grinned. “I’d say it was more like she’s suddenly seen a cock-atrice. She’s frozen stiff!”

Twilight tried to swallow but was unable to work her throat past the huge lump that seemed to have grown in it. Her mind raced through all the horrifying, sadistic things she’d dreamt of… all the obscene, depraved lewdness… Luna had seen it all… had seen her dream of Luna bucking the soul out of her with a giant marecock.

“Ah ha ha ha ha….” Twilight nervously chuckled, eyes racing over Luna before switching back to her ex-mentor - a boiling blush forming on her cheeks as her brain attempted to not self-destruct from the racing thoughts about what Luna was thinking.

“Really Twilight… what’s gotten into you? It looks like you’ve gotten yourself into a sticky situation.”

Twilight’s hooves almost broke the table edge as she gripped it for balance, her body suddenly feeling like the world was spinning out from under her. Did Celestia know too!? How would she know? Surely, that was just a coincidence that she had made that such an offhoof remark.

“Perhaps she’s just a bit cold, sister… should I throw another fat log on the fire?”

Sweat was pouring off her face now.

Luna sniffed, shaking her head slightly. “Please, Celestia… one could hardly credit that with being even the beginnings of a terrible pun. Far too vague to land. Why not add that she looks as if she wet herself? You need to make your implication more obvious.”

Celestia frowned across the table at her sister, ignoring the horrendous look of complete, anxious terror, as Twilight tried to burn a hole into the tablecloth with her eyes, big beads of sweat falling from her brow.

“Oh please, enlighten me on how to make a pun, Luna. you’re about as subtle as a trainwreck… I thought you were about to tell her that it looked like somepony had ‘given her the shaft’.”

“Better than saying something like she’s ‘out of her depth’ and it being so ambiguous that nopony knows if it is a quip or not!”

“That’s the point, Luna! Teasing is more fun when you keep them uncertain of whether you’re in the know or not, you oaf!”

“Oaf!? Why I sh-”

“STOP!” Twilight screeched, no longer able to contain herself. Her large wings flared out and she hammered her hooves down on the dining table, making all of the chinaware jump and fall back with a clatter. “You saw? You both saw?”

Celestia chuckled, then sighed, looking apologetically at her former student. “Well, Luna saw. She merely told me about it.”

Twilight shrunk slightly, her voice quivering as she looked between the two immortal princesses with an eclectic mixture of fear, shame, and anxiety. “H-how much?”

“About from the moment you reached the top of your staircase.” Luna sniffed, a slight smile on her face.

“Oh my Gods, oh my Gods, oh my Gods…” Twilight began mumbling to herself, bringing her hooves to her forehead as her second worst nightmare seemed to be coming to fruition… the ponies she respected most in the world seeing her most embarrassing and dark fantasy.

“You know Twilight, I realize it was just a dream… but there were some very racist conceptions of thestrals that I saw. I hope you know that bat-ponies are a very peaceful and loving people.” Luna smiled warmly.

“They are quite hung though.” Celestia noted. “She got that right.”

“Oh, of course. Though Twilight did seem to exaggerate for everypony in her dream.” Luna snickered back.

“Oh my Gods, oh my gods, oh my gods…” Twilight just kept muttering to herself, unable to shut off her ears.

“...except her brother though, she was almost spot on there. I wonder if she’d caught glimpses - I know I did.” Celestia chuckled. “Guards always think they’re good at concealing themselves, but after a few millennia I know every trick a stallion has ever thought up.”

“No no no no no….”

Luna grinned and winked at her sister. “That bit about her family transforming into a stallionhood - that was a novelty… is that something that the young ponies are into these days?”

“Hmm… I think it’s something fanfic writers and erotic artists play around with sometimes. It is somewhat new.” Celestia grinned back at her younger sister. “I wonder if Twilight has read… or even written something about that subject…”

“I must admit, having met the mare myself, I think Twilight Velvet would create an amply sized -”

“AHHHHHHHHH!” Twilight shouted out, standing up in complete shock, her wings outstretched, moments away from going through a complete meltdown. “Stop! Stop! Please stop! I’m sorry, I’m so sorry!’

Luna arched an eyebrow, tilting her head in confusion. “Sorry? Whatever are you sorry for, Twilight Sparkle?”

“The… y’ know… nightmare…” Twilight’s ears were splayed back as she looked from one alicorn to the other.

“Twilight,” Celestia chuckled, “First off, you can hardly be blamed for the contents of a dream. And I thought I taught you - there’s no wrong way to fantasize!”

“B-but… the things I dreamt of...they were so… vile… depraved!”

“Hah!” Luna coughed. “Your dream was but a grain on the beach from some of the things I have seen… nay, some of the things I have done, Twilight.”

“Twilight, as rule of Equestria, you’re the focal point for an intense amount of focused energy… love, hate, and every emotion in between.” Celestia stood up and patted Twilight on her brow reassuringly. “You’ll find that being the center point of such attention can lead to… interesting side effects.”

“You mean… you… you both… have had dreams as messed up as mine was?”

Both alicorns nodded. “Welcome to the club, Twilight.”

“Ugh…. g-great. This was one thing I didn’t need my teacher to know about…” Twilight turned her gaze to Luna. “Why did you tell her? I know Celestia doesn’t have the power to see dreams.”

At this Luna shrank a bit, looking sheepish. “For that, I must apologise, Twilight.” Luna coughed. “I usually try to keep the content of dreams confidential, secret. But in this case, with you being the princess…”

“That wasn’t the only reason, Luna.” Celestia interrupted.

“Huh?” Twilight looked to the alabaster alicorn.

“Well - we have found, over millennia of practice, that there is a good way to… exorcise the build-up of so much thaumic focus. Lessening these sorts of dreams.”

Twilight perked up a bit. “Really? A way to prevent having these kinds of reactions?”

“Yes…” Celestia looked over at a now blushing Luna. “Sometimes… it can be helpful to act out these fantasies… Not all of them, or the most depraved of course! But… parts of them…”

Twilight froze, a pit forming in her stomach. She turned her eyes slowly to Luna.

“I… uh… involved my sister to… ascertain…” Luna haltingly stumbled over her words, trying to gauge them carefully, “Whether this dream might suggest an invitation for me to… satisfy you.”

Twilight felt her face explode from the rush of blood that suddenly streamed into her.

“Only an enquiry! I do assure thee!” Luna slipped back into her Canterlot tongue so easily when embarrassed. “I recall a similar dream that I had, and Celestia was able to locate a spell that allowed her to acquire a… and I never tried that spell myself but I’m sure I could do the same if it would suit. I have always had an interest in experiencing things from a stallion’s perspective and./..” Luna bit her tongue off, puffing out her cheeks in nervousness as she looked at Twilight, trying to see her reaction.

Twilight’s heart was pounding. Her whole body was tingling. Her emotions were thrashing back and forth, a mix of fear and embarrassment… and curios excitement. Very reminiscent of the dream she’d just escaped.

“I-if you think it will help….” She whispered, squeakily.

Luna’s wings shot wide and she smiled lasciviously.

“Hmm… I’m almost sad to be left out. I would have loved to be able to help you, Twilight.” Celestia pouted.

Twilight drew her hooves in, taking a deep breath as she considered. She’d already gone so far… why not admit just a little more of her dark fantasies? Who knows what she might get?

“W-w-well… s-since Luna has never done this spell… maybe you should be there to demonstrate on yourself how to do it… and then… maybe… you could stick around…?”

Celestia smiled, from ear to ear, waggling her eyebrows. She pushed back from the table decisively, rising to her hooves and nodding at her little sister.

“I’ll get the spellbook.”

Twilight squee’d to herself. Maybe having that nightmare wasn’t the worst thing after all.

END

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