Rainbow Dash's eyes fluttered open. She looked around the room, dimly; it wasn't one she recognized.
She was naked, and there was something on her face. A... mask? Over her mouth and nose, like the kind they used to give ponies oxygen, only this one was black, with a tube hooked up to its right side that trailed off to... somewhere. The air in the tube was tinged slightly pink. She took a deep breath. The air was slightly sweet.
She reached up to take the mask off—or, tried to, anyway. She appeared to be hooked up to some kind of machine. Manacles held her arms and legs apart, and her wings were spread as well, though she couldn't see them; something was holding them out behind her at full extension. The metal was cold.
A haze blanketed her thoughts. She found it hard to concentrate on anything in particular. Why was she here? Where was here? How had she...
She tried her best to remember.
And then it all came rushing back in at once.
It had been a normal job. Deliver package A from resistance camp B to resistance camp C. Simple enough; she'd made the trip hundreds of times, and never had a problem.
This time had been different. There had been a raid, as soon as she'd arrived at her destination. Soldiers, and...
And Shadowbolts.
The Shadowbolts were Nightmare Moon's elite aerial squadron. The fastest fliers in the empire, or so the propoganda went. They were only deployed for special missions.
Dash supposed she should have been honored, then, that they'd come swooping down for her. They'd taken her by surprise, ambushing her as she tried to escape with the package. One of them had gassed her, and then—
And then she'd woken up here.
Having to force through the haze that clouded her thoughts, Rainbow mustered up her strength and pulled on her restraints. No dice; they wouldn't budge. Her eyes darted about, frantically looking for something to help her escape—
The door to the room opened, and a figure walked in.
It was a Shadowbolt, maybe one of the ones who had grabbed her.
All the Shadowbolts looked the same. They were all female. They were all pegasi. And they all wore the same uniform: a shiny latex-like flightsuit and a helmet that hid their faces. The suit was purple, with black around the hands, feet, and neck, divided by little yellow lightning bolts. The helmet was black, sleek, and metallic, with a pair of yellow visors like narrowed eyes in the front, looking a little like a gas mask.
The suit clung to the Shadowbolt's body like a second skin as she entered the room. Seamless. It was like she wasn't wearing anything at all, like the latex symbol of Nightmare Moon's oppression was simply a part of her body. Even her wings were black. There was nothing there to distinguish her from any other Shadowbolt, not that Rainbow Dash could see. Aside from, perhaps, the barcodes printed on the shoulders of the suit.
This was the first time Rainbow had ever gotten to see one in so much detail. She'd never stuck around long enough to get this good of a look.
She swallowed. Part of her appreciated what she was seeing. The other mare was very, very... curvy, and with the suit so tight, there was very little left to the imagination... even down to the crotch.
She squeezed her eyes shut. Why was she having these kinds of thoughts now?
The door closed behind the figure. Rainbow glared at them as they approached.
With latex-clad fingers, they removed the mask from Rainbow's face. Immediately Rainbow gasped for air, and her head began to clear.
"What the hell was that?" she sputtered.
"Just a sedative," came the Shadowbolt's reply, in a digitally-altered monotone voice. "To keep you calm."
"Yeah? Let me out of here, and I'll show you calm!" She pulled at her restraints again, as hard as she could, but they held fast.
The figure paid her no mind, instead turning to a metal table that lay just to Rainbow's left.
"Shadowbolt Drone #377, beginning processing of Subject 421, Rainbow Dash," she said, seemingly to no one; Rainbow figured they must have been recording this, the sick bastards.
"Processing, huh," Rainbow spat. "What, are you going to torture me now? I'll warn you, I don't talk easy!"
She was ignored. From the table, the Shadowbolt picked up an injector gun.
"What's that?" Rainbow asked. "Some kinda truth serum? It won't work!"
"You'll find out." The figure took the thing and pressed it against the side of Rainbow's neck. There was a sharp pain as it unloaded whatever its payload was into her bloodstream. Rainbow clenched her teeth involuntarily.
"Ow," she said. "That hurt, you bitch!"
"Oh, Dashie, that's no way to treat a friend, is it?"
Dashie? What? Only her friends knew that nickname...
And then, with a hiss, the locks on the helmet disengaged, and the Shadowbolt removed it, revealing long, pink hair and yellow fur, and a pair of bright blue eyes behind those yellow visors.
"F-Fluttershy!?"
"Hello, Rainbow."
Indeed, it was Rainbow's old friend, Fluttershy.
Rainbow looked on in shock. Then, her smile grew.
"Flutters! Oh, thank Celestia. Here, get me out of this thing so we can escape."
Fluttershy had been a resistance member, too; a nurse. She'd disappeared a month ago, though; the camp she'd been in had been raided. No one had escaped. Rainbow had feared she'd been imprisoned... or, Celestia forbid, something much worse.
But there she was. In the skin-tight latex-clad flesh.
"What the heck are you wearing, anyway," Rainbow said, looking Fluttershy up and down. "That, uh, doesn't seem your style." Some kind of disguise, perhaps?
"Do you like it?" Fluttershy said. "It's bonded to my skin. It doesn't come off."
"Bonded to your..." Well, she could ask questions later. "Nevermind. Just undo these shackles."
"I can't do that, Rainbow."
"Huh?" Rainbow cocked her head to the side. "Why not?"
Fluttershy giggled.
"Rainbow... You're so cute when you're tied up and helpless."
Rainbow frowned. "What the heck is that supposed to mean? Get me out of here already!"
Fluttershy giggled again. "I'm not here to help you escape, Rainbow," she said. "I'm here to process you."
"Process?" Rainbow said. "What do you mean, 'process'?" It didn't sound good... and considering whose mouth it had come out of, it made Rainbow all the more worried. "Flutters, did you hit your head or something?"
Fluttershy ignored the comment. Instead, she tool a step towards Rainbow, her hips swaying sensually as she did so.
"Oh, Rainbow," she said. "You always were an idiot."
"F-Fluttershy?"
Fluttershy reached out with a gloved hand and stroked Rainbow's cheek.
"We've had our eyes on you for a long time, Rainbow Dash."
Rainbow felt very hot, all of a sudden. In one place in particular.
"W-we?" Rainbow said. "Who's 'we'?"
Fluttershy took a step back. Rainbow's eyes slid down.
"The Shadowbolts," Fluttershy said, and Rainbow's wandering attention snapped back up to Fluttershy's face.
"What?"
"Oh, come on Rainbow," she said, putting her hands on her hips. "You didn't think I was wearing this just for fun, did you?"
"How can you be a Shadowbolt?" Rainbow cried out. "That doesn't... that doesn't make any sense! I mean you're... you're..."
"Because I'm weak, defenseless little Fluttershy?" Fluttershy said with a mocking pout. Then she grinned. "That was the old me. The new me is... well, you can see for yourself. I see you looking."
Rainbow swallowed. Why was she so...?
"That aphrodisiac I gave you should be kicking in by now."
"The..." A little bit of drool escaped Rainbow's mouth. "The aphro-what?"
"We found out early on that pleasure increases the effectiveness of the process."
"What process?" Rainbow said. "I don't... I don't understand... Why, Fluttershy?"
Fluttershy laughed. "Why? You'll find out in a minute. First, though, we need to prepare your body."
She pressed a button on the control panel next to Rainbow's restraints. From above lowered a series of tubes, tendrils, really, each tipped with—
Rainbow swallowed.
—each tipped with a needle. They hung unnaturally, as if alive, like a snake just waiting to strike its prey.
"Preparing nanite slurry injectors," Fluttershy announced. She turned to rainbow, looking genuinely apologetic. "Sorry, Dashie, this'll hurt a little. I promise it'll all be worth it in the end."
Before Rainbow had a chance to reply, Fluttershy pressed another series of buttons, and the tendrils began to move. They positioned themselves, hovered for a moment... and then darted forwards, towards their mark.
Rainbow grit her teeth as the first two pierced her skin, puncturing the outside of her thighs, just in the center of her cutie mark. Another pair bit into her arms, just beneath the shoulder. And a final pair...
"A-ah!"
A final pair jabbed into the sides of her breasts.
Rainbow grit her teeth at the sharp pain.
"Injecting nanite slurry."
The tubes began to vibrate, and Rainbow watched as a black substance began to crawl down their length.
"F-Fluttershy, you don't have to do this," Rainbow said, her eyes tracing the progress of the slurry. "I'm your friend, right?"
"That's why I'm doing this, Dashie," Fluttershy said. She licked her lips. "Because you're my friend."
She giggled. "And don't worry," she said. "The nanites won't hurt you. Actually, I think you'll be pretty happy with the results!"
Rainbow didn't have time to come up with a response; the liquid in the tubes had reached its destination. She gasped as it began to be pumped into her. Not in a constant stream, but in a rhythmic pulse, and suddenly her body began to feel very hot indeed.
It wasn't an entirely unpleasant feeling. Especially her breasts...
"W-what," Rainbow managed to get out, "What are you doing to me?"
Fluttershy stepped closer. "Those injectors are pumping you full of a nanite slurry, Rainbow Dash. You know what a nanite is, don't you? It's a teeny-tiny little robot that can fit in all kinds of places... and do all kinds of things."
"These ones," she continued, "will turn you into a perfect soldier. They'll increase your strength, your stamina... even heal your wounds." she giggled, and flexed a gloved hand. "They're the same ones in me, and all of the Shadowbolts."
So that was how they were able to keep up with her.
"Plus... a little something extra that I ordered, just for you."
Rainbow narrowed her eyes. Fluttershy laughed.
"All the Shadowbolts have to be identical," she said. "And our leader has specific... tastes. And I always knew you were a little self-conscious about your chest..."
She reached out and took hold of one of Rainbow's bare breasts, cupping it from underneath.
"Watch," she said, and Rainbow did.
After a moment, her breasts began to... swell, for lack of a better term. Grow. Rainbow's eyes widened.
"Soon, you'll be the same size I am. Isn't that great, Dashie?"
Rainbow couldn't respond. She was busy biting back a moan. Why did it have to feel so good, dammit?
"They're also extra-sensitive," Fluttershy said, admiring them. She flicked a finger against Rainbow's nipple, and Rainbow gasped.
Fluttershy just giggled, and then, without warning, her head darted forward, and her lips locked with Rainbow's. Her tongue forced its way into her mouth. Rainbow, surprised at the kiss, went blank for a moment. When she returned to her senses, Fluttershy was stepping away, a trail of saliva connecting their tongues for a moment before snapping.
Part of her wished she hadn't stopped.
"Hehe," Fluttershy said with a smile. "I always wanted to do that with you, Dashie. Even before I was captured and turned into this."
A beep sounded, off the control panel Fluttershy had been using.
"Ah," she said. "Looks like the injectors are all done. Good work!"
She pressed a button, and the needles disengaged from Rainbow's flesh, leaving behind tiny pinholes that healed over almost instantly.
"Retracting nanite slurry injectors," Fluttershy announced to whoever might be listening, and with another push of a button, the tendrils retracted back up into the ceiling.
Rainbow panted. Her body felt hot. She looked down. Her breasts had stopped growing; they were, indeed, the same size as Fluttershy's... maybe a little bigger, even.
"The next part was my favorite," Fluttershy said, doing something else now on the control panel. "We're going to get you in uniform, Dashie! Oh, but first, we need to get you stamped. One moment, please..."
After a second, a robotic arm lowered down from above Rainbow's head, equipped with a wide attachment, which lowered down to her abdomen it pressed against her skin—cold!—just an inch above her marehood. Which, Rainbow noted, for the first time, was already wet. When had that—
"Gyah!"
Pain racked her for an instant. Then it was over. The arm retracted, but not without having left its mark on her. Rainbow craned her neck to see.
It was a barcode, black against the blue of her coat... and a little icon of a flying skull. The same one that adorned the flanks of every Shadowbolt, now tattooed onto her skin.
Fluttershy giggled. "Now, you'll always be one of us," she said. "Even if your suit gets damaged."
The sight of the symbol, now permanently attached to her body, sent Rainbow into a rage. She saw red, and began to struggle once more against her restraints, with even more ferocity than before.
"You can't... do this to me!" she sapt. "I won't... let you!"
Fluttershy didn't seem concerned. "Subject is being uncooperative. Administering sedative gas." She picked up the mask Rainbow had been wearing when she'd woken up and darted forward. Rainbow tried to resist, but Fluttershy grabbed the back of her head and forced the mask onto her face. She tried to hold her breath, but she could only manage a few seconds before her own instincts forced her to take a breath.
Immediately, her muscles relaxed, and a haze blanketed her thoughts. Her resistance slipped away, pushed away from her by the gas's influence.
"There we go, Dashie," Fluttershy said, and she stroked Rainbow's hair. "Breathe deep and relax. Soon, it'll all be over, and you'll be a loyal Shadowbolt, just like me."
They stood like that for a few moments more, until Rainbow's breathing became more regular. Then Fluttershy withdrew, but left the mask on.
"There we go, Dashie," she said. "All better. Now, let's get you dressed. Preparing subject for suit adhesion."
Still in a daze, the effects of the gas still... well, affecting her, Rainbow vaguely felt the sensation of movement as her legs were brought together and her arms were brought close to her sides, leaving her in a standing position. Something took hold of her hair, pulled it back, forcing her to raise her chin and look up at the ceiling, where she dimly became aware of a glass tube that was lowering around her in two halves. They reached the ground and sealed together around her, leaving her trapped inside like some kind of scientific specimen on display.
"Beginning first coat..."
A noise. Rainbow looked down, saw that there was something else in the tube with her: a metal ring, with a series of nozzles on the inside of it, on a track that led up the length of the tube. It sat just below her feet.
"...now."
Fluttershy pressed a button, and a whirring sound filled the tube. A moment later, thin, fan-shaped streams of dark purple began shooting from the nozzles, and a moment after that, the whole assembly began to spin, creating a ring of spraying liquid just below the bottoms of Rainbow's toes.
And after a moment more, the ring began to move upwards. Rainbow shivered as the coat hit her for the first time. As it travelled up, agonizingly slowly, it left behind a layer of purple, latex-like material. The same latex-like material that coated Fluttershy's body.
"It's a special polymer, also infused with nanomachines," Fluttershy explained, though Rainbow could only barely hear her. "Very lightweight but also very durable. It's like flexible armor... and best of all, you can still feel everything through it."
The sprayers continued up her legs, Rainbow shuddering when they hit her thighs. She could feel movement, down below, from the layer of latex that was even now covering and adhering to her skin. It felt warm.
Then it hit her cunt.
Rainbow let out a gasp as the sprayers reached her marehood. It traced its way up, like a finger, caressing her—and then it hit her clit, and she let out a moan. She jerked against her restraints as the latex flowed into her crevice, consuming the lips and folds of her most sensitive place under it's purple grip. It, too, grew warm as it bonded with her skin, and somewhere, dimly, Rainbow realized that it was never going to come off.
Fluttershy giggled at the expression on Rainbow's face, the way her eyes had rolled up into her head. And still the sprayers continued, up and up, over her abdomen, her torso. Her cutie mark, so big and bright, was nowhere to be seen, now, swallowed under the suit.
Rainbow jerked again as the stream hit her nipples. A spurt of marecum escaped her latex-encased cunt; she'd cum just from the sensation of the latex adhering to her new, extra-sensitive breasts.
Drool escaped from her mouth. She wasn't thinking of anything, now, the combination of the gas and the sensations wracking her body too much for her mind to take.
Eventually, the ring hit the top of its track, stopping just under Rainbow's jawline. The suit took a moment to finish itself; it now covered from the bottoms of Rainbow's feet all the way up to where her neck reached her head.
Rainbow panted, with each short breath inhaling more of the sedative gas from the mask that sat over her nose and mouth.
"First coat completed," Fluttershy said. "Beginning second coat."
Again, the nozzles shook to life, except now the track led them down from Rainbow's neck. Rainbow let out a long, needy moan as the sprayers passed once again over her breasts, then again as they hit her clit.
And then it was finished. The tube broke into two halves again and retracted upwards and away, back to wherever it had come from in the first place. Rainbow's hair was released, and her head lolled, drool falling from her mouth and cum dripping from her crotch.
Fluttershy smiled at her, then reached over and removed the mask.
"Feeling better, Rainbow?" she asked. No answer. "Oh well, you'll recover. In the meantime... initiating decoration sequence."
A further few keystrokes on the control panel, and Rainbow's arms and legs were returned to their original, spread-eagle position. A new series of arms lowered from the ceiling. They took up positions around Rainbow's body and got to work, shooting out lasers that engraved the details into the suit. The forearms of her suit were etched black, as were the boots and the neckline, each one quickly edged by a lightning bolt. Another pair of arms lowered and began etching the symbol of the Shadowbolts, that infernal winged skull that also now adorned Rainbow's crotch, onto her flanks.
Another pair etched a barcode onto each shoulder of the suit. Her barcode.
When all was said and done, they, too, retracted back into the ceiling, leaving Rainbow, still a panting, heaving mess, in the garb of her greatest enemies.
She was a Shadowbolt, now.
And it was never. Coming. Off.
Rainbow raised her head, weakly. The effects of the gas (and her encasement) had begun to wear off, finally.
She looked down at herself.
"No..." she whispered. "Why... why?"
"Because," Fluttershy said, leaning in. She ran a finger down one of Rainbow's breasts; she shuddered. Fluttershy had been right; she could feel the contact like it was her own skin. "You're too good of a flier, Dashie."
Rainbow looked up, into Fluttershy's blue eyes. "Too... good?"
Fluttershy nodded. "You could keep up with our best fliers—no, you were faster than our best. Nightmare Moon's best. That's why she had to have you."
Fluttershy leaned in further, whispered into Dash's ear.
"Nightmare Moon wants you, Dashie. And the Empress gets what she wants."
Rainbow pulled her head away as much as she could. "I'm still not gonna... give in... to you," she forced out, though there was a quiver in her voice. Still, that old spark of rebellion was returning. "Never... in a million... years."
Fluttershy smiled, sweetly.
"Well, we'll just have to fix that, won't we?"
She stepped back, went back to the control panel.
"Preparing subject for final processing," she said aloud. She pressed a button.
Something raised up from the floor, this time. It was behind Rainbow; she couldn't see it.
"Like I said earlier," Fluttershy explained, "pleasure increases the effectiveness of the procedure. So we're going to make sure you're nice and pleasured while we wipe that last itty-bitty bit of rebellion out of your mind for good."
Fluttershy pressed a button, and—
"Nn-gah!"
Something pressed itself against Rainbow Dash's crotch. It was cold; Rainbow could feel the cold, even through her new second skin. It kept going, forcing itself snuggly around her cunt. Something pressed into Rainbow's clit, and she moaned.
From around either side of Rainbow's waist, another pair of arms emerged; each of these was equipped with a three-fingered claw, laid out like a triangle. The palms of these 'hands' pressed into Rainbow's nipples, the fingers quickly locking into place over her breasts. A shiver shot down Rainbow's spine at the contact, and part of her... part of her anticipated what was going to happen next.
"Here we go," Fluttershy said, taking hold of a lever on the control panel. "Three... Two... One... Engaging pleasure cycle, stage one."
And all at once, the machine came to life.
"Aah... aah!"
The ridged pad pressed against her clit began to vibrate furiously. At the same time, little bristles in the palms of the hands that even now were groping her breasts sprung to life, stimulating her aching nipples. The sudden, constant, unending wave of pleasure made Rainbow shout.
"Aah!"
Fluttershy giggled. She sat there a few moments, hand still on the lever, just watching as Rainbow's face changed, as drool leaked from her mouth, as cum dripped from the bottom of the machine and onto the floor. As Rainbow's fingers twitched and her arms pulled against her restraints, not out of rebellion or desperation but pure, unrelenting stimulation.
"...stage two."
The lever went up another notch, and Rainbow grunted as she felt her cunt spread open. Juices dripped from it into the machine.
Something pressed against the opening, something cold and metallic, but flexible. It forced its way in, violating her, pushing its way deeper in than any stallion ever could. Then, it began to thrust, in and out, and with each thrust Rainbow felt like her body was going to break... or perhaps melt. She gasped for breath as the appendage forced it out of her with each stroke. Her eyes rolled back up into her head, her mind going blank once more.
"Almost there, Dashie," Fluttershy said, moving a latex-clad finger over another button—the final button. "Are you excited for this? Because I am."
Rainbow had to force herself to push past the waves of unrelenting pleasure assaulting her body and mind in order to process what Fluttershy had said.
"Flutters," she gasped out. "Please... stop..."
Fluttershy giggled again, and pushed the button.
"Goodbye, Rainbow Dash."
Rainbow looked up. Something was lowering down, towards her... a yellow and black visor.
It lowered slowly, agonizingly slowly.
"Fluttershy... no... please..."
"See you on the other side... Dashie."
The visor affixed itself over her eyes. Something else pressed over her ears, and she could no longer hear or see anything. Only feel, as her body was violated again and again. She tried to move her head, but she couldn't. There was nothing she could do.
There was nothing she could do.
Rainbow screamed as yellow light flooded her vision. A single word appeared before her eyes, flashing. "OBEY". The word seemed to etch itself into her as the all-encompasing yellow pushed its way into her brain. Rainbow could feel the machine poking around in her mind, pushing against memories, prodding against her convictions.
And all the while, she screamed. She screamed, and she screamed, until—
Rainbow stopped. Her body went limp.
The yellow filled her mind...
...and she was no more.
The visor lifted up, slowly. The arms around Rainbow's breasts released their grip. The machine on her crotch retracted.
Her gaze was blank. There was simply nothing there. Drool covered her chin. Cum dripped from her lower orifice, where she'd cum again, and again, and again.
Fluttershy reached over, wiped the drool from Rainbow's mouth.
"Wakey wakey," she said, snapping a finger in front of Rainbow's eyes. "Time to get up, Rainbow Dash. Come on; you were only in there for an hour."
Rainbow's head raised, slowly, as her thoughts slid into place. Who was she? She was Rainbow Dash. The fastest pegasus in Equestria.
And...
her manacles released, and Rainbow fell into Fluttershy's ready arms. "Careful there, Dashie. We wouldn't want you to get hurt. Can you stand?"
Rainbow nodded. Fluttershy withdrew, and Rainbow stood on her own, on shakey legs. Cum dripped down the inside of her thighs.
Fluttershy giggled. "You're a mess, Rainbow."
Rainbow smiled. "Yeah... yeah, I guess I am."
She looked at Fluttershy. They matched, now. Mind and body.
"Well," Flutershy said, at last. "Shadowbolt #378, do you have anything to say?"
Rainbow smiled, a sloppy grin, but a grin nonetheless.
"Shadowbolt #378 obeys."
