A Night of Nightmares

To say that the Nightmare was simply a nebulous cloud of dark magic who controlled her host through their emotions is not giving her the credit she deserved. The Nightmare was much more than that. Even she had wants and desires. And as she looked through her most recent host's eyes, she liked what she saw. A strapping young human who struggled in her mighty magical manacles that held him aloft in the air before her, her eyes drinking in his fear. To tell you the truth, it was quite invigorating for her.

“Do you not find this form pleasing, darling?” Nightmarity purred, gesturing to her sensuous body. She held the form of a well-endowed woman wearing a light blue dress that seemed to be made of starlight and hugged her dark-furred hips. She leaned forward so she was cheek to cheek and inhaled his scent. It was intoxicating to the Nightmare that resided in Rarity. The fear he was emanating made her sigh in pleasure.

“I made this form from your memory you know. Your memory of human females.” She ran her hand over his chest, feeling the spasms through her silk gloves as he struggled against the magic that restrained him.

“Please, Rarity, you don't want to do this…” The human said futilely.

“I don't, do I?” She trailed her finger along his body as she made her way behind him, pressing her breasts against his back. "Ever since you appeared in Ponyville, I have entertained some very... Enthusiastic fantasies about you." She gripped his buttocks firmly. “Very enthusiastic fantasies…” The human shivered from the contact, mostly from the fact there was absolutely nothing he could do about it. "Rarity, please..."

Nightmarity only giggled.

"Please? Please do what? This?" She reached around him and cupped his groin through his pants. She slipped around to his front again and knelt before his hanging form. She slid her hands along his legs up towards his loins, rubbing it through the rough material.

"You know, darling, your pants aren't very fashionable." She began undoing them and sliding them down his legs. "I simply must be rid of these." The pants easily slipped off and, strangely enough, through the manacles. She took his hardened cock in her gloved hand and smiled. "Now that is much better, don't you think?"

The human only whimpered, cursing his own hormones for rebelling against his wishes. She leaned in closer, her hot breath washing over him. With a steady motion, Nightmarity began slowly stroking his penis, receiving a strangled groan for her efforts.

"Are you absolutely sure you don't want this, darling? Your body says otherwise..." She licked the crown of his cock, sucking gently on the tip. He tried to struggle, but her magical grip was too strong. She popped the head out her mouth with a wet pop. She then ran her tongue up from the base of his member to the tip and practically inhaled it. She moaned into his cock as she began bobbing her head, licking and sucking all the while.

The human groaned, a tightness forming in his gut. He tried to resist, but it was a futile effort. Nightmarity thrust his cock deep into her mouth as he exploded, surprising her. She let go, his spasms weakening with each spurt onto her face and chest. He breathed erratically, his will to fight barely there.

"Now, that wasn't too bad, was it?" She giggled, wiping a string of semen off her face and sucking it off her fingers. "Mmm, and so tasty too." She stood up and looked him in the eye, reaching behind her neck and unclasping her dress, letting it fall from her breasts to hang from her hips. She pressed her voluptuous breasts against his chest and dragged them down his shirt, humming with pleasure. She smiled and slid his slick penis between her breasts.

"I also found something like this in your memories..." She grinned and rubbed his cock with her soft breasts. The motion sent a shock through his body, making him gasp in surprise. She bent down and placed a sloppy kiss on his crown before continuing to massage his cock with her breasts. He tried struggling, but he was too weak to fight back against the wave of ecstasy that assaulted him again and again. She began to rub her breasts in opposite directions, effectively shaking his penis from side to side. He gritted his teeth. The pain from holding back escalated to the point where he could no longer bear it. He reluctantly released his warm semen onto her breasts again.

Once he was finished, she cleaned off his head and cleaned her own body off. Standing eye to eye, she purred loudly. "Hmmm, I do think it is Mommy's turn." She kissed him, her equine tongue invading his mouth, wrestling with his own human one. She parted, a line of saliva strung between them. "Don't you think, darling?" The human didn't have the will to agree or disagree, his body slack against the glowing chains. She lit her horn, taking him off the manacles and floating him to her bed, the silken sheets rustling softly as she rechained him to the bedposts.

She sashayed across the room, her magic removing her dress to reveal her wetness dripping down her legs, soaking into her baby blue socks. The human wasn't really paying attention as she straddled him, her vagina pressing his cock to his waist like a wet hot dog bun. He was just surprised he was still hard.

"Mmmm... Mommy is going to fuck you till you can't walk," she purred as she leaned down to whisper lustily into his ear. His only thought was 'Where the heck is Twilight? I could really do with some rescuing'. Nightmarity slid along his length, swaying her hips and biting her lip, enjoying the waves of ecstasy that wracked her lithe form. She threw her head back and moaned aloud, drawing the human from his thoughts. She smiled and lifted herself from him, now that she had his attention.

"Now... The fun begins," she whispered, leading his penis into her waiting vagina. She bit her lip hard as his cock pushed her lips apart and her insides conformed to the shape of his member. "Aah... So tight..." She began to grind her hips, slowly sliding the rest of his length into her. She gasped as she came to a stop, hilting him inside her. The human cried out and struggled beneath her, but her magic forced him to be still.

"Ah ah ah! Mommy isn't through with you yet, darling." She slowly rose off of him till the only part of him inside her was his crown and then slammed herself back down onto him. She continued this, steadily getting faster, her breasts bouncing along. She gripped the sides of his torso to steady herself as she started losing control of herself, letting her body do what her instincts told it. She leaned down, invading his mouth once again with her tongue, moaning deep into his mouth as they both came. The hot, sticky semen filling up her insides while her own juices soaked his waist. She sat there for a few moments, soaking up the post-coital bliss.

"Ahh... That was amazing, darling." She lifted herself off and watched his semen ooze from her. She looked down at the human's exhausted form, watching as his body slowly rose and fell in time with his breathing. A thought occurred to her, it was a small one, but one she liked.

"I do wonder what it feels like, don't you, darling?" she mused aloud. A confused look appeared on his face as she lit up her horn once again, only this time he wasn't the target. She directed her magic to herself, causing her to twitch and moan in pleasure. She arched her back and screamed as a massive cock exploded from her clit. She panted, her breasts rising and falling as she inspected her new tool. It was quite long, its flat head dribbling a bit of precum from it. She gave it an experimental rub, moaning as she felt the soft touch of her gloves along her own shaft. The thought alone of her even having such a thing brought a dark blush to her face. She looked down at the human male, frowning as she did so.

"Now this won't do, no, not at all..." she purred, lighting up her horn once again. The magic washed over the human, the prickling of the magic reaching deep into his body. He shut his eyes from the discomfort, wishing this was all some sort of dream or even a nightmare. He could feel his body changing, a twisting of his gut here, an added weight there. When the magic stopped, he heard Nightmarity chuckle and hum in approval.

"Yes, like looking in a mirror..." she said, curiosity causing his eyes to snap open. Or rather, her eyes. Two round, milky white breasts met his gaze past his new, matching muzzle. He couldn't feel his manhood, the implication sending a shock of new fear through him as he watched Nightmarity massage one of his breasts and stroke her new cock. "Oh yes... Mommy does look fabulous, doesn't she..." The new Rarity tried to scream, but she was silenced with a ball gag. "Now now," Nightmarity tsk'd, "a lady does not scream indoors unless her life is in danger."

'My life is in danger you madwoman!' Rarity mentally screamed, only muffled sounds made it through the gag. Nightmarity seemed to absorb the fear Rarity was giving off, her struggles feeding her lust. Nightmarity slid herself up onto Rarity's new chest, placing the mighty horse cock between the alabaster lumps.

"Don't complain, fair is fair. It is, how did you put it once? Oh yes, an eye for an eye, was it?" She giggled, squeezing Rarity's breasts around the cock. "I did it to you, now it is your turn..." She began thrusting, massaging herself between the soft breasts. The tip of her penis poked Rarity in the chin, each contact driving the point home that she could do nothing about this. She was helpless beneath the Nightmare and help probably wasn't going to get here anytime soon. The moon is, after all, a hard place to reach.

Nightmarity moaned in pleasure, her juices dripping onto Rarity's stomach and the motion rubbing it into her fur. She continued a brisk pace, her penis quivering between Rarity's breasts. She moaned loudly and arched her back, spraying her own thick semen onto Rarity's face. She flinched as each strand met her face, her masculine thoughts not liking the contact at all. Nightmarity sighed, wiping some of the cum and tasting it.

"Mmm... I must say, I do taste amazing..." She removed herself from her white counterpart in favor of sitting on the edge of the bed. She began stroking herself hard again, her horn glowing. Rarity was lifted from the bed and placed in a kneeling position in front of her black counterpart. "Yes, you absolutely must try it for yourself."

The gag was removed and before she had a chance to protest, the massive cock was shoved into her open mouth. A firm hand gripping her curly, amethyst mane kept her from pulling herself off. Her hands were restrained behind her back with magic. Her muffled protests were ignored as Nightmarity pushed her down, the tip of the penis reaching her uvula, causing her to gag. Despite the protests, Nightmarity began to push and pull her head in a moderate speed, pulling at one of her dark nipples and groaning. Nightmarity suddenly stood up and gripped the purple mane with both hands and began thrusting, shoving her cock deep into Rarity's tight throat. She gagged and gasped for air, tears of pain streaming down her face. Nightmarity gasped and hilted herself inside the throat she occupied and let her semen explode into it with her tongue lolling out and her eyes rolled up. Rarity struggled to breath, much of the sticky semen entering her lungs. Nightmarity removed herself from the choking mare, only to have her start coughing up semen on the floor. The dark mare lifted the weakened mare onto the bed, using her magic to lock her legs in place. She then knelt behind her, lifted Rarity's rear into the air, and slapped her ass with her cock.

The look on the Nightmare's face was that of one drunk on power and pleasure with no regard to the well being of her partner. Rarity whimpered, only to have her ass slapped again. "Naughty fillies need to be punished," she said darkly, "and after you spilled all that delicious cum all over the floor, you deserve to be punished. Now... Which one shall we explore first..."

Nightmarity prodded her partner's vagina, eliciting a surprised yelp. She poked it once again before deciding not to. Instead she pressed the tip of her cock into Rarity's anus, causing the owner to cry out in pain. She smiled maliciously, pressing harder until she entered the tight recesses of Rarity's ass. Rarity cried out in pain once more, too weak to fight back. The dark mare laughed as she slid her entire length inside slowly, enjoying just how tight of a fit it was. She hilted herself, leaning forward to whisper into the white ear. "You are mine..."

Slowly, she began thrusting, pulling most of her length out, only to slam it back in. The whimpers and cries of pain only lent more to her ecstasy. She enjoyed the sound of her torso slapping against that large, milky ass as she violated it. She reached forward and wrapped an arm around Rarity's throat, pulling her upright so she could fondle her breasts. Trapped in this position, Rarity could only weep and cry out in pain as she was stretched beyond what should be healthy. Nightmarity moaned huskily into her ear, the hot breath just another reminder of her situation. Nightmarity thrust deep inside her one last time, her cry of pleasure was Rarity's only warning as her intestines were filled with the hot semen. Rarity's eyes glazed over as she was dropped to the bed, her anus red and stretched into a gaping hole with semen leaking out.

Nightmarity spent no time teasing her counterpart and forcefully entered her vagina. The feeling barely registered with Rarity, her mind in a fog and retreating into herself as her darker self forcefully raped her limp form. It wasn't long till she came for the final time, her semen quickly filling her up and exploding from around the penis. Exhausted, Nightmarity fell to the side and slowly slipped into a deep slumber. As she did so, her magic faded. The manacles, her cock, her humanoid form, and even Rarity returned to being a human male who promptly curled into a ball and began crying. He didn't know what to do. He just wanted everything to go back. Back to the way it was a few weeks ago. Before the real Rarity was possessed by the Nightmare. Before his friend was stolen from him.

It was a few hours later when Princess Luna and the rest of the Elements of Harmony arrived to the scene, only to be surprised by what they found. Their friend, the human, crying softly to himself in a ball, and the equine Nightmarity asleep on a cum-stained bed.