The Gilded Cage

by Astray

Rating: mature
Tags: Alternate Universe, Original Character, Octavia, Sex, Anthro, Lightning Dust, My Little Pony: Friendship is Magic, Dark
Length: 46446

Non-canon Fallfic in which a rich bastard has his way with Octavia, and later others.

Fall of Equestria. Rape. Impregnation. If any of these words incite incredible levels of rage within you then I direct your attention to the downvote button located on the top-right corner of the story page. Do what you need to do and move along.

Now, for those of you still around and reading this, here's the story summary:

It has been an year since the Caribou have taken over Equestria and turned it into a male-dominated society obsessed with sex. Gilded Cage is one of the Canterlot nobility whose primary hobby is acquiring and preserving anything he deems rare, beautiful, or simply unusual. This includes those he deems possess incredible talent in the arts or athletics. However how does one preserve talent? If the pony with such talents dies, after all, that talent is lost. Furthermore, Caribou society does not allow females to practices their talents save under extremely exceptional circumstances. So what is a rich, bored entrepreneur to do?

Simple. Acquire mares with talents he wishes to preserve, and then preserve them. With his dick. By impregnating them. Starting with Octavia.

This is "non-canon" for those of you who actually care about that kind of thing. Enjoy.

Published 2014-09-12 02:40:02 UTC
Last updated 2015-04-23 23:28:06 UTC

Chapter 1: Knocking Up a Musician Because Reasons

Chapter 1: Knocking Up a Musician Because Reasons

Canterlot was an awe inspiring city, pristine and elegant even under occupation. For all that some might speak of the barbaric nature of our new Caribou rulers they have not turned this magnificent city into rubble. Yes, their takeover may not have been peaceful, but it certainly did less damage than, say, the Changeling’s attempted invasion not so long ago.

I admired the shining Canterlot skyline from the balcony just outside the study on the top floor of my manor, watching the sun rise, entirely without the need of the guidance of Equestrians former ‘Princess’ Celestia. I wondered briefly what the well endowed ex-monarch was doing at this moment. Likely the same thing most of Equestria’s female population had been doing since the Caribou had taken over. I felt a small stab of jealousy over whomever was enjoying the land’s previous monarch this morning. Even before the invasion of the Caribou I’d had certain fantasies about Celestia. Then again, what stallion hadn’t?

Well, I had other means of satisfying myself. Ah, allow me briefly to introduce myself. My name is Gilded Cage. I am a… collector and preserver. Whether it be art or antiques, talents or curiosities, I find pleasure in the beautiful and unusual and have make it my life’s work to ensure such things are not lost to the world. I fund museums, act as a patron for artists and athletes alike, and commission expeditions from archeology to anthropology. There is nothing I find more distressing than the loss of something unique.

I suppose to some degree that means the loss of Equestrian culture should bother me. I’ve often questioned why it hasn’t, but perhaps that is because I find the Caribou a… fascinating people in their own right. Their culture differed so greatly from Equestrias it was intriguing to me as much as it was shocking. I adapted, as most at this point have, and while there are still aspects of the new regime that irk me I don’t hold a grudge over the Caribou’s way of doing things. It was simple bad luck on our part that the Caribou simply happened to be better equipped, trained, and were more aggressive than Equestrian was prepared to fight. That and apparently our ‘allies’ in the Crystal Empire fell without a fight before the ‘war’ even began. Were I a more curious sort I might question just how that happened, but no point crying over spilt milk, as they say.

I certainly am not complaining. The Caribou’s unique look on females and their role in society has afforded me some entertaining times and a greater amount of freedom to pursue new avenues to preserve certain things I otherwise could not.

It was in fact this very new venture that had me awake so early as to see the sunrise. My newest acquisition was arriving and I wanted to be fully awake and energetic to tackle the business at hand.

A soft, hesitant knock at the door to my study turned my head from the sight of the rising sun and I smiled, walking to my desk and sitting down in the plush, black leather chair before saying, “Come in.”

She was a mare of the earth pony tribe, her coat a rich, dark gray that was akin to wood smoke. Her shapely body was entirely unclad, leaving nothing to my imagination, and I took in the sight of her with a quickening pulse, already anticipating the work to come. Full hips were what I noticed first. Perfect for my intentions. Her breasts were thick and rounded, bouncing ever so slightly as she walked inside with a lowered head, pink nipples pointed due to the chill air blowing in from the balcony. She had a rich, dark mane, hanging well past her shoulders, well groomed and gleaming silkily in the morning light. I could imagine how smooth that mane would feel between my fingers.

She wore a black collar, and though I could not get a clear look at her face the way she had her head lowered, I could tell there were faint streaks of tears that had recently dried. I expected this, however. I’d researched this mare before I purchased her from her previous owner for a… well, a tidy sum, to say the least.

She stopped when she reached my desk, silent and keeping her head lowered. Good. Black collar or not, she knew proper etiquette and would not speak until spoken to. I did not consider myself as harsh a master as other men, but I still insisted upon certain protocols being followed. The law was the law, after all. I let her stand there for a moment, admiring her. Long, smooth legs, a tail as well groomed and full as her mane, a firm, rounded rear end… one and all Octavia Philharmonica was a beautiful creature who rivaled the sunrise outside. Of course she could not longer go by that name. Females were allowed no names aside those given to them by their masters, but I knew this mare from before the Fall. I admired her for more than just her physical beauty, and that was part of the reason she was here, part of why I’d gone through such trouble and paid so high a price to acquire her.

“Sit.” I said, a simple command.

Octavia started, hesitating a second as if my voice breaking the silence had been a slap, but to my pleasure she obeyed after only a hint of a defiant stiffening of her shoulders. She started to sit down in one of the chairs opposite my desk but I spoke sharply, “On the floor.”

Again that defiant second of stiff hesitance, but she still obeyed, sitting down on bent knees on the floor. A gorgeously meek sight, though I knew it in part to be false. That black collar was earned. Caribou law was simple in marking its females. Red collars were for females who wholeheartedly accepted their role and purpose in society, willingly and eagerly serving the sexual desires of their masters. Purple collars were… well an unfortunate side effect of the training many females endured from more zealous masters; their minds broken. I found the notion distasteful, but some of my “peers” enjoyed the childish babble and mental disability of the purple collars. Then there were the black collars, mares who, while still submitting the law, remained in some manner defiant of their role.

I had a taste for black collars, though that was neither here nor there. I had not purchased Octavia for the color of her collar, but for an entirely different reason.

“Have you been fed yet?” I asked casually, resting my hands on my chin as I leaned my elbows on my desk.

“No, I have not,” she replied, in a rich, cultured tone that made me smile. A part of me had feared that her experiences after the Fall may have broken her of that heart rending sexy tone of culture that had so enraptured me in the past. I was so taken by hearing that nostalgic voice I almost missed her error.

“No, I have not, what?” I asked in a firm tone.

Octavia’s lips pressed tightly together, her head still lowered, and I saw her inner battle as she shook, dragging the words from her throat as she said, “No, I have not… master.”

“Well, that won’t do,” I said, standing an reaching over to a bowl of fruit and vegetables that I had sitting on the left side of my desk, having anticipated this moment, and having carefully calculated my response, “If you are to perform as I desire you will need your strength. Here. Eat.”

I held the bowl out for her and she looked up at me finally, unbidden, but I let that slide. Her eyes were the same remarkably vivid shade of violet as I remembered, eyes I could spend all day staring at and not tire of them. Eyes that looked confused a she gazed at the bowl of fruit. Understandable. Mares were usually fed a bland, horrid gruel these days, high in nutrients, but low on taste. This may have been Octavia’s first chance at something akin to tasteful food since the Fall.

“Go on,” I said, voice still firm, “Eat as you will. Your master commands it.”

Hesitant Octavia took the bowl and stared at it for a moment before setting it on her lap and began to eat. I couldn’t help but let my smile widen at the sight. Even despite how starving she probably was and despite having not had a chance to eat real fruit and vegetables in some time Octavia acted with utmost composure as she ate. She daintily took one apple and carefully took a bite, clearly savoring the taste. I said nothing as I watched her for several minutes as she ate her fill. When she was done she carefully set the bowl aside and looked at me, not in the eye of course, but rather at my chest, quietly waiting.

I laughed, which seemed to surprise her. I shook my head, “You’re quite obedient, I’m amazed your collar remains black, honestly.”

A defiant flash entered her eyes, “I was given a black collar because I do not accept my so-called ‘role’. I never will. I am not an object. I do not care what is done to me. Write ‘slut’ and… and ‘cum dump’ on my body all you want. Whip me. R…rape me. I don’t care. I am not an object.”

I laughed again, “Yet you still know how to make things easier on yourself by behaving. No matter. I find defiance to be a delightful seasoning. You understand why I have purchased you, Octavia?”

She blinked, a moment of shock crossing her features. She clearly had not expected to be called by name. She took a moment to compose herself before saying, “I would assume to make me a toy, like all males seem to want these days.”

“That is part of it,” I admitted openly, and crossed around the desk towards her. I saw her tense up. I wondered if it was to simply endure what she imagined I was about to do to her, or to fight back or attempt escape. In many ways one would think I was being careless here. After all I was a weak bodied unicorn, a short stallion with a plain brown coat and neatly cut blond mane. I was not physically impressive. Whereas Octavia was an earth pony, and while a mere mare, she was in the peak of physical condition. She could potentially overpower me and make a run for it, or even try to kill me.

The danger inherent in that simply added to my excitement, but I was prepared for the possibility. I had had her escorted to my door by my manor’s guards, and she knew they waited outside. She might escape, or take my life, but she knew help was but a moment’s call away. More than that, she was in the center of Canterlot, one of the most heavily guarded city’s in Caribou controlled Equestria. What point would there be in attacking me, if only for a brief moment of transitory freedom?

No, I was betting on Octavia being an intelligent enough mare to know that escape was ultimately pointless.

She did not attack me or try to run as I walked up to her and knelt down. One hand stroked her cheek, rubbing down to her firm chin, cupping it. I turned her head towards me and I leaned forward. She didn’t resist as I kissed her, tasting her full lips, forcing my tongue into her mouth and exploring the warmth inside. She let out a choked, cute squeak, and I broke off the kiss before it became dull.

“Part of it, but not all. I will, of course, take my pleasure from your body. That is the way of things, now, Octavia,” my continuous use of her name was intentional, and I could see the impact it was having on her, making her flinch more than my kiss had, “However I can gain that pleasure from literally any other number of mares. I do not lack for money, and were it my desire I could fuck a dozen mares a day and have be a different dozen for each day of the week. I do not overly value sex, Octavia. Oh I enjoy the pleasure and entertainment, to be sure, but I have a grander design in mind for you and others like you.”

Octavia was now looking at me warily, as if expecting some horrible plot to be revealed. I couldn’t blame her. I’d seen many of the numerous forms of entertainment that had become common in Equestria since the Caribou had come into power. Sexual games and shows with toys and devices to defy imagination. I’d seen ten mares strung along a gigantic wheel like a sexual roulette, different stallions fucking them with each spin of the wheel. While such entertainments had a certain novelty, and I’d even participated in a few such shows for the fun of it, I had other plans for this mare. However her fears were understandable. I was a rich noble, in a world where restraint was unheard of and no boundaries were beyond the means of a determined male. I could only guess at what horrors she thought I was going to subject her to.

“W-what…what are you going to do to me?” she asked, trying to sound strong, but the tremble in her cultured tone was there.

“Octavia, I am a man who desires one thing; to preserve that which is beautiful and rare. In some cases that means keeping a valuable relic in a museum. But in the case of, say, talent, how can I preserve that?”

“Preserve talent?” she cocked her head, ears flicking. Such an adorable gesture I nearly lost control then and there. Her breasts were tantalizing close and despite myself I cupped one of them, causing her to flinch. I ran my hand over the breast’s smooth perfection, tweaking the nipple for a second, causing Octavia to softly grunt.

“Your musical skills and talent are incredible. Before the Fall I witnessed many of your performances. While the Caribou believe females serve no purpose other than to fulfill the sexual needs of males, I cannot entirely agree with that sentiment. Your music is a gift to the world, and one I would not have vanish simply because you must now accept a subservient role in society.”

Octavia now looked at me with wide eyes, her mouth gaping. Her voice became a gentle whisper, “I… are you saying I could… play again? You’d allow that?”

“If you please me. If you obey. If you do all that I ask, then, yes, Octavia Philharmonica, you will play your beautiful music again. However, there is more I require of you than merely using your talent.”

She looked at me with an ambivalent mix of fear, apprehension, and hope. I could tell the carrot I was dangling before her; the chance to be a musician again, was almost causing her physical pain with how much she desired it. Good. She was also terrified I was playing a cruel trick, or that the other horseshoe was about to drop. In a way it was, because I needed far more from her than merely her to play the cello once more.

“What I need from you, my dear Octavia, is to pass on your talent to the next generation.”

I saw confusion in her eyes as she pieced out the meaning of my words, and when she did her eyes widened and I saw her pulse quicken in her neck and her hands clenched in her lap.

“What do you mean by that?” she asked, and I didn’t feel the need to correct her into saying ‘master’. There would be plenty of time for that kind of training later. She probably knew what I intended but clearly needed it spelled out. So I did, placing a hand on her belly and giving it a playful rub.

“Simple, I need for you to bear a foal.”

Octavia sat stock still, starring at me. Then she shook her head, closing her eyes tightly.

“No. I’ll do whatever you wish, but I cannot do that. Don’t ask me.”

I frowned, “It is not a matter of asking.”

“I can’t do that,” said, for the first time raising her voice and losing a bit of her cultured composure, “I can’t bring a helpless life into this corrupt, twisted world! I can endure this wretched fate if need be, but I will not subject an innocent foal to this Equestria! If she were a filly, she’d be nothing but… but livestock, and where he a poor little colt he’d be forced to grow up indoctrinated and twisted into… into a monster like you!”

“A monster, am I?” I asked, sighing and standing, crossing my arms over my chest as I looked down on her, “You do realize that many, many other stallions would by this point be punishing you severely for this level of insolence?”

“I don’t care!” Octavia said, that fiery defiance flashing into her eyes again, making her all the more beautiful as she glared at me, “I will not bear a foal into this world! If you… if you force yourself on me, if you… impregnate me, I will do everything in my power to ensure that foal does not come to term! I swear it!”

I let out a heavy sigh, “A pointless threat. I am more than capable of ensure you bear the foal to term. Well, I suppose this is to be expected. You are a black collar, after all. By the way, how are you feeling?”

“Huh?” Octavia asked, looking bewildered for a moment as she swayed slightly. Her features began to turn red as her breathing quickened and she put a hand to her chest, right over her heart, “W…why am…what…?”

“Ah, allow me to explain,” I said as I leaned down behind her, pressing my back to hers and wrapping my hands around to start massaging her breasts, causing her to start moaning, “That fruit was laced with a few choice alchemic enhancements. One should weaken you, making this whole process easier and safer. The other is a combination aphrodisiac and fertility drug. It creates a quick, artificial heat. At this moment your body is rapidly entering an estrus significantly stronger than one you’d experience naturally.”

“You…bastard,” Octavia said, trying feebly to pull away from me but the drugs were doing their work well, her arms no stronger now than a young filly’s as I licked her neck slowly and continued to rub and press my hands into the subtle, plush tits of the mare.

“Continue to struggle as you see fit,” I said, reaching her left ear and nibbling at it, “I would expect nothing less from a mare of your quality. This is why I prefer black collars, truly. The reds are simply too weak willed for me to enjoy this, and as for purples… such a turn off.”

“Stop it. Stop it-aaaaahhh,” she moaned as one of my hands ceased rubbing her breasts and reached down to her marehood, my fingers rubbing along the lips, then spreading them dexterously as one finger slipped inside the already wet depths. Foreplay was an art lost to most in the modern, Caribou run Equestria, but I never ceased to take pleasure in the simple act of pushing a mare’s buttons, willing or not.

“Come now, my dear, this will not be such an unpleasant thing as you imagine. Our child will not want for anything, and even if it is born a filly I will never allow her to be sold to another. She will belong to me, just as you belong to me, my lovely Octavia.”

With one smooth motion I stood Octavia up, and she struggled against me as I bent her over my desk, pressing her sizable tits against the smooth, cold mahogany. She tried to push away from the desk, but I was still slowly pressing my fingers into her soaking pussy in a steady rhythm, and her cries were as much of pleasure as of protest as I sped up the pace. My other hand reached to her neck, gripping it gently and tilting her head to face me. She looked at me with confused, afraid, and tear filled eyes, her face twisted somewhere between a look of amorous pleasure and indignant anger.

“I…. won’t let you…” she tried to say between breathy, husky moans, and I silenced her with a rough, hard kiss. I shoved my tongue deep into her mouth, and for a second she tried to bite down, but I pushed into harder, and doubled the pace of my fingers sliding in and out of her dripping marehood. She forgot to bite down and screamed in pleasure despite our lips still being locked together and I felt her pussy’s walls clenched around my fingers. She’d just come, fairly hard. I grinned as I pulled away from the kiss, a line of saliva dripping between our tongues.

“Is this so horrible, Octavia? With any other stallion in Equestria you’d be nothing. With me, at least, I want you to enjoy this as much I as will. With me you’ll be a musician, and a mother, and our child will be among my most valued possessions. You will be among my most valued possessions.”

Her eyes managed to lose a bit of the hazy quality they’d gained under the drugs and glared at me, “I’ll still… ahhhh… still be a possession.”

“Yes,” I admitted plainly, giving her another kiss, yet this one the gentlest brush of my lips on hers, “But in this world there are far worse fates, no?”

Her defiance did not go away, but then again I didn’t expect it to. She hadn’t the strength to push me off with the drugs in her system, but she still wriggled about, and shook her head in denial of what was transpiring. However even as she struggled I could tell the drugs artificial estrus was having its intended effect. I felt her hips begin to grind into my plunging fingers and her breathing become easier as she let out another moan. I saw her tail hike up higher, and her back slightly arch.

“If you’re going to do it anyway, just… just get it over with,” she said in a breathless groan, managing to give me a heated glare that only made my own pulse quicken.

There is nothing more beautiful in this world than a defiant, angry mare’s eyes just before I mount her.

I needed no further prompting. The action up until now had certainly made me hard enough for the task. I removed my fingers, all four of them now, from her pussy and slid around behind her. As I unbuttoned my pants and took out my full erect length I admired the incredible sight before me. My straight, hard cock was framed by the gray valleys of Octavia’s perfectly plush, rounded ass, her tail hiked up and swayed to the side so I could clearly see her glistening pink marehood and puckered, round anus. I placed my hands firmly on Octavia’s hips and lined up my tip with her entrance. I felt her tense, and decided to not give her time to brace for this.

I plunged in hard, fast, and with a single thrust. Octavia cried out in the sweetest of voices, a lance of desire bursting from my heart as I heard her rich voice moan as my shaft pushed its way into her quivering, sticky pussy. I nearly knocked the tip against her cervix, a solid wall that tickled the tip of my cock. I licked my lips and enjoyed the sensation of being buried inside this gorgeous gray mare. She was breathing hard, leaning on her elbows. She was loose enough that I knew she’d been fucked no shortage of times before coming to me, but she had a certain muscular tightness that remained to her that told me just how fit Ocatavia was. Truly she was work of art; perfect.

“Are you prepared?” I asked, somewhat haughtily and with a hint of sarcasm.

“As if… you care…” she said between heavy breaths.

I just chuckled and began to thrust. Each bob of my hips brought with it a burst of pleasure that ran along the length of my shaft to the top of my spine. Every inch of Octavia’s pussy was shuddering and coiling around me, her moist depths feeling like I was inside a heated sponge perfectly sized for my cock. With each thrust I pressed deeper, my thighs slapping hard against Octavia’s ass and causing rolls across the pillow-like flesh. Unable to help myself I took one hand and grabbed her the right cheek of her ass, marveling at the softness as I kneaded into the flesh.

“Aaaah! Do…d-do you have to… to grope me like that!?” Octavia asked with a almost comical air of indignant annoyance.

“Of course!” I said with a laugh, “Yours is an ass sculpted for my hand!”

As if to emphasis my point I have her ass cheek a hard slap, loving the sharp sting in my palm and the loud smacking sound it made as it contacted her soft flesh. Octavia screamed, both pain and pleasure mixing together in her voice and she looked back at me with a hard glare. I loved that look. To see such a glare from a mare of such quality as I ploughed her pussy with rapid thrusts, this was bliss. The fact that her face was blushed to beat red and her voice was letting out heated moans only added to the thrill inside me.

“Could you n-noaaaaht…ugh, not say ‘ass’ at least!?” she asked, eyes flashing with anger.

“Not fond of swearing? Such a strange thing to focus on as I…” I leaned close across her back as I kept thrusting, increasing my tempo as I plunged my cock inside her and whispered into her ear, “fuck you pregnant.”

Octavia groaned, one part pure indignation, the other part pleasure as I felt her reaching another orgasm. I saw her bite her lower lip and shake her head as if in denial as she began to thrust backwards to mach my tempo, her marehood driving her to seek more pleasure as she neared her peak once more. I decided to help this by letting one of my hands slid down around her belly, fingers questing downward to find the top of her pussy, gently rubbing the erect nub of her clit.

Octavia issued forth a growing moan that turned almost into a growl as her pussy clenched and quivered around my cock and I felt a warm splash of wetness on my groin as she squirted, marecum flowing from her shaking pussy.

The extra lubricant only made it easier for me to start thrusting even harder, adjusting the angle of my thrusts to touch different parts of her inner walls with the tip of my cock. Octavia’s breaths were now ragged, mixed with her moans, and she was thrusting back into me still, her ass slapping hard against me legs and her tail flicking back and forth. I saw her eyes glaze over and her mouth was perpetually open now as she drew in breaths only to let out more moans and sharp screams of pleasure.

My those were some effective drugs. I made a mental note to send a 'thank you' fruit basket or something to the apothecary who provided them.

My thrusts were becoming somewhat haphazard as I felt the beginnings of my own climax building inside me. I was enjoying myself too much to bring this to an early end so I slowed my thrusting somewhat, letting my hands rove over Octavia's sweat slicked body. I was eager, yes, to shoot my load deep inside her waiting womb, but I wanted to take my time with this first rutting. Octavia was too delicious a subject not to explore fully. The drugs would last hours, so there was hardly any rush.

Slowly my hands felt around the soft curves of her back, and I felt her fine, lean muscles underneath her soft, pliant flesh. Every inch of her was remarkably in shape, firm yet supple. Her heaving, jiggling breasts were perfectly sized and utterly squeezable. Roving one hand on her back, still marveling at her toned form, I couldn't help my other hand wanting to go and grip one of her breasts, giving the tit a sold squeeze.

"Truly incredible. You're body could not be more suited to me if an artist had sculpted it to my specifications. How are you in such good shape?"

"Uggh...ahhh...I'm a...musician, mmm, I have to be... in shape! Gah will you stop that!? My nipples are not a faucet!"

She was referring to the way I was pinching and tweaking her nipple, one after another, left then right, between my thumb and forefinger. They were painfully erect and the tips were larger than I expected, "Not yet, perhaps, but in a few months they will be producing such fine milk. I'll have to taste test your milk thoroughly, I think, to make sure it's suitable for our foal."

Octavia growled and moaned at the same time, "You're... aah, perverse..."

"I'll take that as a compliment," I said as I reached my hands back to the curve of her ass once more, this time working my fingers across the soft slapping flesh until one of them was positioned just above her anus. Octavia let out a startled yelp as my thumb traced along the ridge of her other hole."

"W-what do you think you're doing!?" she shouted, looking back at me with wide, wild eyes.

"What?" I asked with a devilish smile, "I'm going to explore all of your body. Do you not think that includes this part?"

She frowned, breathing heavily, unable to raise herself high enough to push away from me with the drugs weakening her, "You can't impregnate me with that, so why bother!?"

"Because your mine. Every inch of you," I said and jammed my thumb into her anus an inch or two. Octavia screamed and shuddered, shaking her head in denial. I was thrusting slower now, to stave off my orgasm, but I sped up a bit now, taking my thumb out of her ass just long enough to run it over the dripping rivulets of Octavia's juices that were running down her thighs, lubing it up before raising it back to her ass. This time I wriggled my thumb in more slowly, feeling the tight, hot confines of this hole and the subtle differences between it and her pussy. Octavia's groans became ragged as I worked my thumb in and out in time with the thrusting of my cock inside her marehood. I could feel my cock through the thin wall of flesh separating anus and vagina, and I worked both cock and thumb in rapid circular motions.

Oh how Octavia shrieked, pain and pleasure, indignity and desire all mixing together in one long musical note from her throat.

That sound drove me over the edge. I felt a tickle at the base of my balls that indicated my own climax was soon to arrive, unstoppable now, and with a satisfied smile I cupped Octavia’s chin and turned her hazy eyes towards me.

“Octavia, it is time.”

“W-what?” she wasn’t incoherent, and her eyes regained their focus as she locked her gaze with mine. My smile must have said it all because her face went from merely blushing to glowing utterly red, “Oh.”

“Oh? That is all you can say?” I said with a hearty chuckle, pushing my cock into a faster and faster tempo as I felt the point of no return approaching, Octavia’s slick pussy irresistibly drawing me towards the finish, “You are about to conceive, and all you say is ‘Oh’?”

Octavia shuddered, her whole body, from the tip of her tail to the depths of her marehood. I felt her cervix with each thrust of my cock and it was as if the mare’s womb was opening up to me. I could feel the cervix opening as if to beg my cock for its seed, and the quiver the followed was as if the womb itself was shaking in anticipation. In contrast to this I saw Octavia grit her teeth and apparently summon up the last of her strength to try and pull away from me, “I…I…”

“Yes?” I asked, not relenting, plunging hard into her, the wet gurgling slaps of our flesh echoing through the room. My hands were now clamped firmly on her hips, keeping her from pulling away as I slammed into her, entering the final stretched.

“I… I’m…” Octavia’s voice was a husky, wavering with pleasure, but she still managed to fix me with one more defiant glare, “Never going to be yours!”

She lowered her head after that, and perhaps she cried, or perhaps it was just more shaking gasps of pleasure, I didn’t know, and in that moment didn’t care. I felt my climax arrive like the force of a gale wind, pleasure sweeping through me and rushing into my cock. I gave one last hard thrust, shoving every inch of myself into Octavia’s waiting pussy. The tip of my cock flared, clamping over the mare’s open cervix. Raw pleasure rushed through the shaft to the tip as my seed burst out in a long, thick stream that rushed right past the cervix and began to coat the interior of Octavia’s fertile womb. Wave after wave of pleasure assaulted my senses, and I grunted as I thrust again, and again, each thrust accompanied by another steaming jet of hot cum that splattered into Octavia’s womb.

After a straight minute my climax finally played out, white dripping cum flowing out of the cracks between my cock and the lips of Octavia’s pussy. I was filled with an immense sense of relief and satisfaction as I felt the last ropey bit of seed leave my cock and plant itself firmly inside the mare’s twitching pussy.

Slowly, watching it every inch of the way, I withdrew my cock from Octavia. She nearly collapsed off my desk, barely keeping her hold on its edges a she breathed heavily. Her gaping marehood was already drooling out a puddle of my cum, the thick white seed filling the room with its salty scent. I knelt down and with a satisfied grin said, “Let us take a look at our handiwork, shall we? Do stay still, my dear.”

Octavia remained silent except for a few soft moans as I spread her pussy’s lips and looked inside. Her tunnel was soaked with my cum, ropes of it spreading like sticky spiderwebs between her inner walls as I looked inside. Her gaping cervix was painted white, and beyond it could almost make out the pool of seed settling in her womb. Satisfied, I stood up and leaned over Octavia, wrapping my arms around her.

She was warm and slick with sweat, and I felt her breathing and rapid heartbeat in my chest. Kissing along her back, then up to her neck, I finally reached her lips and kissed her deeply. She didn’t resist. I then pulled away and looked into her eyes, which held a distant look. I slowly stroked her mane and the thick, silky strands felt truly amazing across my fingers, even better than I’d imagined.

“And with this, my beloved Octavia, you truly are mine. We will of course be doing this several more times today, every day until we are certain you have conceived. Fear not, you may be a possession, but you will be a treasured possession.”

“This isn’t…love…” she said, bitterness thick in her tired voice.

“I never claimed it was. But this is the world, now, and this is the best we can make of it. And perhaps in time you can at least learn to enjoy a gilded cage.”

Author's Note

Written purely because I have an impregnation fetish and for reasons beyond my own comprehension find Fall of Equestria to be an oddly fascinating setting despite its massive laundry list of issues. Yes I feel like a horrible person for writing this, but hey, a fetish is a fetish. This may get more chapters as the bizarre whim takes me, probably each one focusing on a new mare. Don't expect much plot. Well, not that kind of plot anyway.While this isn't meant to be canon with Fall, I'm open to any suggestions or ideas actual Fall fans have.

Chapter 2: Breaking In The Violent Pegasus Athlete

Chapter 2: Breaking In The Violent Pegasus Athlete

Chapter 2: Breaking In the Violent Pegasus Athlete

It was another lovely morning, a week since Octavia arrived at my manor. I was cheerfully approaching the wing of the manor’s main floor where the mares who served the manor were kept, affectionately dubbed the ‘pens’. Despite the name it was a fairly well appointed set of accommodations for the maids, cooks, and other laborers who maintained the manor. Those servants were by and large red collars, who I rarely took my pleasure from, but they did an excellent job serving the manor guards in that role, and even as I reached the door I could hear the laborious, rhythmic grunts of sex.

The guards outside the door were alert, both wearing the sharply cut blue and white uniforms of my family’s colors. Shock sticks and whips were belted at their sides and both stallions saluted smartly as I approached.

“My lord,” both said to me simultaneously.

I smiled at them, the noise o sex coming from the other side of the door quite loud, “Some of the off duty boys having some fun this morning?”

“Lucky jerks,” said one guard with a joking grin, “Can’t wait until my shift is over, begging my lord’s pardon. That newest maid, the green one that came in last month, gives the finest titjobs of any red collar I’ve had.”

“Well keep up the fine work and perhaps I’ll give you two an early day off, to show my appreciation for keeping things in such good order around here,” I said amiably. One of the many things my father taught me before he passed on was that being generous with the help was a key factor of maintaining loyalty. My manor guards numbered no more than twenty; the maximum allowed limit under the old rules of Equestria, a particular set of laws the Caribou hadn’t quite gotten around to changing or revising. I doubted the Caribou cared if the nobles kept guards at all, as it made sense for those who maintained a large stock of females to need a few guards around anyway.

Both guards licked their lips eagerly at the thought of being able to call off shift early to get some action and I proceeded into the pens.

The room was one oblong oval, its curved walls lined with elegantly carved by thick, white panted oaken doors. Each door led to an individual mare’s pen, a comfortably padded room, large enough for a mare to stretch out in, with food and water dishes of a generous size placed upon knee-high shelving, requiring the mares to bend over to eat or drink. Each pen usually had a dozen or so pillows piled up for the mares to sleep on, but otherwise lacked personal appointments. Among the red collar maids of my manor, of which I kept around ten, all other accommodations were communal. The was one door that led to a combined shower and restroom where the mares were encouraged to clean each other, and another door led to a sizeable exercise chamber where they were meant to keep themselves in proper shape with the equipment provided. Proper shape both physically and as sexual objects, as the equipment for exercising usually included devices to keep the mare’s simulated, and functional.

The main room itself which I’d just entered acting as both a lounge and a place for the mare’s to service the guards, if a guard wasn’t inclined to take the mare to his own quarters or simply satisfy himself in the halls. I never denied my guards their pleasure though I discouraged them for actually distracting the maids from their cleaning duties. I did need them to keep the manor tidy after all.

As I entered the room I saw that three of the maids were busy with a pair of off duty guards, the source of the noises I’d heard.

Two eagerly doubled teamed one guard’s cock, with lavish, eager licks of their tongues over his shaft as he laid back on one of the plush leather couches. The other guard was with the third maid who was already in her uniform, a modification of the classic black and white Prench maid’s outfit that left nothing covered, instead framing her ass and breasts. They seemed to be testing the sturdiness of one of the chairs by having the maid straddle the stallion, ramming her pussy up and down his cock at a speed I found impressive. If this were a world where I still paid these mares I’d have considered giving that one a raise for how vigorously she was performing her duty, her mouth open in one continuous, drooling moan.

Both guards made a faint attempt at saluting me as I entered by I waved them down, “Carry on, men. Don’t mind me.”

I swiftly strode across the room to a door on the far end, going through without giving the sexual escapades behind me a second glance. I had my own plans for the day, and wanted to waste not a second in getting to it. My second acquisition would be arriving shortly and I wished for Octavia to not only be there for her new “sister’s” initiation, but to also assist me with the affair.

The door I went through led to a smaller hall, with four doors, two on each side. These were special rooms I’d had built when I’d conceived of the notion to acquire special mares to impregnate. For now there were just four rooms. If things went well and smoothly I might expand for more rooms, but I had decided four was a good, round number for a ‘test batch’ as it were.

Octavia’s room was the first on the right and I removed a golden key from my pocket, unlocking it and quietly opening the door. The room was a larger version of the pens in the previous room. The walls and floor were luxurious padded with blue velvet. Unlike the maid’s pens, Octavia’s room had something resembling an actual bed; a plush, round circle of enchanted cloud. The enchantments on the cloud allowed any species to rest upon it, and it also held other, more subtle enchantments. One allowed those who slept on it to sleep peacefully and deeply, no matter how stressed or restless they might be. Another affected the dreams of those who slept on the cloud, inciting dreams of a deeply amorous nature.

As I entered I saw Octavia curled up on the cloud, quite asleep, but making small, lustful murmurs as one hand unconsciously rubbed at her marehood, her cheeks flushed with a rose tint.

I took a minute to stand there, drinking in the sight, licking my lips and smelling the air, which was tinged with the scent of Octavia’s sweat and other juices.

Were this any other day I’d wake her up with a good, quick rut, but I wished us both to be fresh for out new guest so instead I went over and bent over her, stroking her mane lightly and running my other hand down to join her own at her dripping entrance. My fingers slid in alongside hers, and my own, rougher, rhythmic movements in contrast to her own stirred my mare to wakefulness at the moment she gave a short, startled climax.

“Aah! Ah? What? Oh…” Octavia blinked awake, face glowing red, and almost immediately took her fingers out of her pussy, her whole body going stiff as she looked up at me. I removed my fingers as well and pointedly licked her juices from them in front of her, smiling widely.

“Good morning, my Octavia,” I said, looking down at her expectantly.

As had been the case each morning since she’d come to live here she hesitated before saying anything, as if she kept measuring her words with each exchange between us.

“Good morning… master,” she said, going silent as she sat up on her cloud bed, legs folded beneath her, hands in her lap, and looked at me with guarded eyes. Not a morning had gone past that I hadn’t had sex with her, usually starting while she was still asleep, so she seemed unsure of what to do now. I enjoyed her awkward nervousness, and stretched out my hand to cup her chin and tilt her face towards me.

“Don’t worry, nothing is wrong. The only reason I am not currently feeling the many pleasures of your body is because I have a special surprise for you today, and an equally special task for you to help me perform.”

Her eyes narrowed ever so slightly, suspicion blooming in their violet depths. Her hands clenched into tiny fists, though I felt no real threat from the sight. Octavia seemed to understand her situation well enough that her resistance when I fucked her seemed more token than genuine, and I hadn’t even needed to lace her food with drugs the past couple of days. If she was going to truly try harming me she could have tried it by now. The danger was still present, but as long as she was in a position that harming me would gain her nothing I doubted she’d make the attempt. As for harming herself to potentially miscarry our foal, well it’d only been a week, so we could not even confirm yet if she was pregnant.

By my own estimation I didn’t think she had it in her to harm herself and force a miscarriage. Whatever threats she posed were empty ones, though she was being monitored just in case. The pens, including Octavia’s private room, had magical talisman placed in the walls to provide constant surveillance to the guard house, which could use magic to communicate to the pen guards if Octavia did anything to try hurting herself or me.

“May I ask what task this is?” she asked, and at my frown she hastily and half-heartedly added, “Master.”

“You shall see,” I said, my smile returning, “I’d like for it to be a surprise. And if you perform well today, if you please me, then you’ll be rewarded. A specially ordered cello has arrived, and it will be yours to play… if today goes well and you obey my commands.”

It was such a delightful sight, seeing desire, hope, and self disgust warring with each other on Octavia’s elegant features. She didn’t seem to know whether to be happy at the prospect of having a cello in her hands again, or revolted at her willingness to obey at the proper price. Of course in time I’d have her play the cello anyway, but how long it would be, how long I’d dangle the carrot in front of her nose, depended on how well she performed to my expectations. I wanted her resistance to a degree… but only to a degree. Today would be a good test of just how far she was willing to go to be a musician again.

As Octavia stood up I took out a long, leather leash from the pocket of my well tailored red suit jacket. Octavia could not hide her blanch at the side of it as I handed it towards her, “Do I need to put it on today or shall you do it yourself?”

Her jaw clenched, and that sharp glare entered her eyes, but she took the leash’s hook and affixed it to her black collar, “I don’t understand the purpose of this… master. I cannot flee anywhere.”

“Appearances, my dear, appearances. And you look positively stunning with a proper leash on. I know you won’t run, but I do so like the idea of being able to give your delicious neck just a tiny… tug.”

I demonstrated, pulling on the leash, and its own enchantment activated, sending a small, harmless spike of magical pleasure into Octavia. The small tug did little more than simulate the feeling of a finger along her clit, but were she to try running, or if I tugged tightly, the leash’s enchantment would hit her wish such a blast of magical pleasure as to render her to the ground, orgasming multiple times.

Some stallions liked leashes that actually electrocuted their mares, or caused pain, but really, where’s the fun in that? It’s so much more satisfying to see the pleasure twisting a defiant face rather than pain, but to each their own tastes I suppose.

I led Octavia by her leash away from the pens. She looked away from the sight of the maids working their duty upon the guards. The two mares who’d been sucking the one guard’s cock earlier had moved on to being ploughed by him, one mare mounted from behind while she in turn used her mouth and a large dildo upon both holes of her companion maid. The other guard and maid pair had apparently finished, the one guard laying back in a satisfied afterglow while the mare lay on the ground, stretching her pussy open to show the guard all the cum that had filled her. The scent of semen and mare juices, combined with raw sex sweat gave the room a tangy scent as we passed through.

It took a few minutes for Octavia and I to reach the manor’s main foyer. The manor house of my family was older than most in Canterlot, among the first built, in fact, back when it was still the unicorn tribe that had ruled the sun and moon and not the so-called “Princesses”. Yes, this manor was older than Celestia and Luna’s rule of Equestria, though it had been remolded dozens of times over the centuries. The foundations, however, ran deep and there were secrets beneath my family’s manor that none save me now knew.

Perhaps, one day, if Octavia proved her loyalty to me, I’d show her those secrets.

At the entrance to the foyer there was a bit of a commotion, and I paused between the two wide, curving stairs leading to the second floor, watching the huge double doors that acted as the main entryway to my manor. I heard voices outside, the clear, commanding tone of my guard captain, Padlock, and a loud, screeching female voice that I knew right off had to be my next acquisition. I grinned. She had quite the set of pipes on her, and a foul mouth to boot.

“You limp dicked ass licking cum mongers get your filthy fucking hands off ME!”

This was clear to hear even before Padlock opened the doors and entered, a trio of guards behind him dragging between multiple chains a pegasus mare. She was a shade of blue-green that could either be mint or akin to a tropical sea, depending on the lighting. Her mane was a short, swept back wild affair of blazing orange and streaked yellow, as was her tail. Her naked body was lithe, lean, and showing the healthy toned muscles of a conditioned athlete. Her breasts were smaller than Octavia’s by a good measure, but were firm and perky. You might not be able to slip your cock between them but I imagined you could grope them as hard as you liked and they’d stay solid and firm. I couldn’t wait.

She was an excitable one. She twisted and struggled in her chains as she was dragged into the foyer. You would think she was freshly captured, the way she thrashed and screamed. I knew, though, that Lightning Dust had been under many different stallions since the Fall, and had been put through some of the most elaborate of the Caribou’s sexual games available. She was once a cadet for the Wonderbolts themselves, before the flying squadron’s females became retiled the “Wondersluts”. Ingenious, I know. I respect my Caribou neighbors and rulers, but at times I felt like I ought to talk with them about their naming conventions. A little more creativity wouldn’t hurt their cause, not that their cause really needed help, I suppose.

Padlock approached me, bowing smartly, saluting with one fist over his heart.

“My lord, I’ve brought the female, as you requested. She has proven exceedingly difficult, however. May I have permission to sedate her?” he asked, one hand gripping at the shock baton he kept sheathed at his hip opposite his whip.

Padlock was a towering pony, easily larger than me by about two heads of height, and equally as broad at the shoulder. His earth pony physique at times made me jealous, but then, I had magic, so I suppose it was a fair trade off. His white coat was complimented by a long mane he kept tied back in a long, well groomed ponytail. Before the Fall more than one stallion had made the mistake of calling Padlock’s choice of hairstyle ‘prissy’. Those stallions usually walked away with fewer teeth and a better understanding of proper, polite etiquette. He’d been my friend since childhood, his family and mine sharing close ties going back generations, his always serving mind as guards. He’d literally been born to be the guard captain of my family, and I trusted him implicitly.

He could be a worrywart, though.

“No need for sedation,” I told him with a friendly clap on the shoulder, “Just bring her down to the training room and I shall take things from there.”

Padlock gave me a sour look, the concern evident in his eyes, “My lord, with all due respect, I do not think it safe to leave you alone with two black collared cunts who have not been taught their place yet. At least allow one of us to be in the room with you.”

“Padlock, you know I trust your judgment, but believe me when I say your worry is unfounded. I expected this mare to be troublesome and have prepared myself for the occasion. And fear not concerning Octavia.”

I turned to her and ran a hand playfully over her flank, pulling her close, “I have her well in hand as well. Don’t I, my dear?”

“Yes, master,” she said, stiffly. I noticed her gaze was drawn towards Lightning Dust, Octavia’s expression one of sympathy and, to my surprise, interest. I hadn’t know Octavia had an interest in mares. I made a mental note of it and my eagerness for the day’s activities only increased.

“Who the fuck are you asshole!?” shouted Lighting Dust suddenly, her orange eyes like two balls of fire as they glared death at me, “Another dickless wonder who thinks he fucking owns me!? Bitch, I’ll bust your balls right off your worthless ass before the day is out. You stick your dick in me and my fucking pussy will bite it off!”

I threw my head back and laughed, “Oh you are just a treat! This is going to be more entertaining than I ever dared hope for.”

I dipped a low, almost mocking bow, “Gilded Cage, your new owner and master. I’m certain we’ll become quite familiar with each other soon. Quickly now men, take her to the training room. I wish to get started right away!”

Most of the guards didn’t give me a second glance at this response, as they were used to my eccentric tastes in regards to mares. Padlock still had a sour look on his face but only because I could tell he was worried I’d get carried away and make some carless mistake in dealing with Lightning Dust. As for Lightning Dust herself, and Octavia as well, both were giving me incredulous stares, moreso Lightning Dust. By now Octavia was at least somewhat familiar with my personality so she just ended up shaking her head slightly while Lightning Dust sputtered a bit.

“T-the fuck is wrong with you, you crazy or something?”

“Quite. Crazy for beautiful, defiant mares who can entertain me to no end!” I declared, and motioned for the guards to start hauling Lightning Dust further into the manor.

The ‘training room’ was located in the first floor basement. There were several sub-levels beneath the manor, but the first one wasn’t restricted or locked away like the others. Most of the first basement floor was given over to storage for some of my personal ‘collections’ of antiques, artwork, and artifacts mundane or magical. I owned far too many such items to properly display them all in the galleries on the upper floors of the manor, so the majority of the extra stuff I didn’t have on display ended up catalogued and carefully stored below in the numerous storerooms down here. However a large chamber was renovated after the Fall into a special “training” room for when I wished to pay particular attention to a mare who’d caught my fancy.

I hadn’t needed to bring Octavia down here yet, so this would be her first time seeing the training room as well, and I wondered what her reaction would be. Glancing at her I savored the look of her own nervousness as I lead her along behind the guards who still had to struggle somewhat to haul the resisting Lightning Dust. I caught quite the delicious eyeful of the peagaus mare’s swaying rear as she fought tooth and nail against the chain restraints the guards hauled her by. I frowned slightly at the cloth coverings that hid her clipped wings. Unicorn and pegasus mares alike were deprived of the bits of anatomy that made their species unique; unicorns having their horns cut, and pegasi having their wings clipped.

I understood the Caribou’s mentality in doing this, as by their culture females needed no such thing as magic or the ability to fly to serve as sexual objects and tools for reproduction, but for my own purposes I found it a problematic tradition. I had not purchased Lightning Dust for her attitude alone. No, it was her genes as a superb athlete I desired to preserve. Wings were key to what she was.

Oh well, while I consider myself a law abiding citizen, there are some laws I’d just have to bend to satisfy my whims. What the Caribou never found out wouldn’t hurt them.

Passing through many branching halls, all lit with magical glow lanterns, we finally arrived at a wide, open archway that opened up into a vast, square stone chamber with a high ceiling.

“Padlock,” I said, “If it will satisfy you, you may remain here at the entrance to stand guard. As long as you don’t interfere with my fun and only act if you’re certain I am in danger. Understood?”

Padlock’s lips were pressed tight but he nodded curtly, “Yes, my lord. That is acceptable.”

He suddenly eyed Octavia, then Lightning Dust, “If either of you so much as raise a hand to my lord, you will not have time to regret your insolence!”

Octavia, looking somewhat startled by the vehemence in my guard captain’s threat, nodded, while Lightning Dust just scoffed and tried to flip him off, to which one of the guards jerked hard on her chains and pulled her into the room. I chuckled and followed, beckoning Octavia after me.

Inside the training room I strode ahead of Lightning Dust and turned around, gesturing grandly around me with both arms, “Welcome, my dears, to my little slice of decadence and indulgent fun!”

At first both of the looked confused, for the room seemed wide, open, and bare. I grinned even wider as I snapped my fingers, and the magic inside the enchanted room responded to the call of my horn as I lit it up with magic and connected to the spells woven densely into the very stones of every dimension of the room.

Arcane light, mirroring my white aura of magic, flickered and pulsed around the walls, and the very air shimmered like stone under a heat wave. Then everything started to change. Rock shifted, stone conforming into new shapes, opening up hatches and hidden chambers. Devices of all description began to take form across the room. Racks clearly designed to tie down an occupant, lined with protrusions in the shape of sex organs, ripped or studded. Sawhorses, leather lined, sporting intense bumps or ridges. Suspensions of wires and rings, obviously designed to tie up an individual tightly and hang them in the air at… thrusting level. Shelves upon shelves holding magically enchanted dildos, vibrators, and far less easily identifiable sexual devices of every description. All this and more simply sprang up from their waiting compartments around the room as my magic connected to the central arcane node that allowed me to control it all like an extension of my own body. A veritable sexual playground and gym, with every inch of it mine to command with a thought.

I cannot begin to describe the amount of resources that were put into constructing this room but believe you me, it was worth every single bit.

The gaping looks on both Octavia and Lightning Dust’s faces alone made me feel the room was worth the price.

“What in Celestia’s name is this place?” Octavia gasped, completely forgetting her place in daring to mention the ex-monarch in such a manner.

“Is that a fucking iron maiden?” Lightning Dust asked, for the moment apparently too shocked to remember to keep struggling.

“Huh, oh, that thing? It looks like an iron maiden, yes, but,” I said, gesturing at the iron device in question, which opened up to reveal not spikes, but an entire array of variously sized cock-like protrusions of silvery metal, “I prefer to call it the silver stallion! Granted I’ve never had a chance to properly stress test it with a mare who could take that many penetrations simultaneously, perhaps one of the Princesses… ah, but alas, they are out of my reach. Personal property of King Dainn and all that. I wonder if I could ever convince him to share?”

“Forget what I said,” Lighting Dust growled, “You’re not crazy. You’re fucking bat-shit insane!”

“One man’s insanity is another man’s genius,” I replied with a smile and a shrug, gesturing at the guards, “If you gentleman would be so kind I think I’ll use the vines on her, for her first time.”

“Vines?” Lightning Dust said, tilted her head on confusion, until the guards hauled her to the east end of the room where there was series of long, rope-like black vines hanging from the ceiling.

“Just hold her there a moment,” I said. Next to me Octavia looked on with both curiosity and growing trepidation. She remained silent, seemingly content to wait to see just what I had in store for Lightning Dust and her.

I reached out with my magic, activating the vines. They sprang to life at my direction and inside of seconds began to tightly wrap around Lighting Dust’s body. The pegasus yelped, struggling, shaking her body this way and that, making her perky breasts bounce somewhat as the vines continued to wrap around her tightly.

“You may remove her chains, now,” I commanded the guards and they obeyed, unlocking the manacles around her arms and legs and pulling the chains away. By now the vines had bound Lightning Dust so tightly the removal of the chains mattered not at all. The black vines were tightly wove around her arms and legs, and I directed them to lift her into the air and to spread both arms and legs so that she was essentially spread eagle before me. More vines wrapped her chest, tightly squeezing at her breasts and causing the mare to wince and her face to redden.

“Too fucking dickless to try and take me without your stupid ass toys?” she spat, “Figures. C’mon then, pencil wiener, stick it in me and let’s get this over with!”

I laughed, dismissing the guards and slowly approaching Lightning Dust, walking around her, rubbing my chin as I looked her over from toe to snout. Octavia followed behind me, having to as I still held her leash. I heard her gulp before Octavia asked, “I don’t understand, why did you bring her down here? This isn’t how you did this with me.”

“The fuck she talking about?” Lightning Dust asked, I think just to try and keep my attention as I turned to Octavia, smiling.

“Different methods for different mares, my dear. With you I haven’t felt the need to use this room. Yet. The simple, more intimate ways I take you suit me, as you’re such a dignified mare. I might delight in using some of these devices on you, but truly taking you in my bedroom or yours is simply more enjoyable where you’re concerned. As for our fine pegasus here, she clearly needs a different touch to tame.”

“Eat my fucking dick; which is bigger than yours by the way!” screamed Lightning Dust.

“Case and point,” I said, giving Lightning Dust and sudden, hefty slap on her ass which caused her to yelp.

Octavia blinked, and then seemed to think it over, “But the drugs you give me… why not give them to her?”

“Ah, but I have,” I said, “I gave the guards explicit orders to feed her drugged food before bringing her to the manor. She’s already under the effects.”

To demonstrate I ran a hand over the hard, muscled back of Lightning Dust and then cupped her ass, reaching my fingers to probe at both her anus and pussy simultaneously. The mare thrashed and shook her head, but regardless she let out a long, slow moan that seemed to have to tear itself from her throat. A small trickle of lubricant juices started to coat her thighs and I held up my fingers to show Octavia.

“See? She’s quite in heat at the moment, which I imagine is only making her more belligerent. She is an athlete, in remarkable shape. Even with a full dose of the drugs in her system she’s still quite a handful, and further restraints are simply necessary. Now, I think this has been enough explanation. Shall we begin?”

“You haven’t even told her you’re true reasons for doing this,” mentioned Octavia, and I leaned towards her to whisper.

“In due time. Remember, she requires different methods than I use with you. That includes how to explain her true purpose. Follow my instructions and lead, here. Do not disappoint me and you will soon be playing such lovely music.”

The reminder of the reward that awaited her for cooperation seemed to have the desired result and Octavia gave me a tiny, reluctant nod.

“Good,” I said, “Now, let’s come around to the front and get a proper look at our newest family member shall we?”

I lead Octavia to the front of Lightning Dust, where the pegasus fixed us with such a withering glare I wondered just what kind of horrible deaths she might be imagining in her mind’s eye. I approached her and she flinched as ran a hand along her chin, then down the nape of her neck, gradually stroking down to her breaths. I loosened the grip of the vines just enough that I could properly cup those marvelously firm tits, rubbing them to get a feel for their pliancy. Truly solid, with just enough give to still feel soft. I leaned forward and sucked at one of her nipples, rolling it around in my tongue. She tasted salty, and I could feel her rapid heartbeat through the tip of my tongue.

“Uggh,” Lightning Dust groaned, “That it? I’ve had better foreplay from drunk groupies!”

I just laughed into her tit, and started running my lips further down her chest, reaching her belly. I glanced out of the corner of my eye at Octavia, who was watching and trying to hide the blush creeping into her features. She was looking at Lightning Dust and while she was doing her best to maintain an air of cultured composure I knew my Octavia was having thoughts about the mare in front of her.

Time to see just how compliant my little black collared musician had become.

“Octavia,” I beckoned as my hand reached the lips of Lightning Dust’s pussy and began to slip inside, “Be a dear and go grab a vibrator from one of the shelves? One of the larger ones, if you would?”

She blinked at me in surprise and Lightning Dust, amid a chocked gasp from my fingering, shouted, “What!?”

“A…vibrator?” Octavia asked, staring at me.

“Yes. Long, smooth, multiple settings. Something around sixteen inches ought to do the trick, I think. Do be quick about it,” I said, leaning forward to start licking up and down Lightning Dust’s protruding clit. Lighting Dust’s body thrashed in the grip of the vines and I reflexively had them hold her tighter as she tried to pull away from my slathering tongue. She grunted and growled, anything she could to avoid letting out the moans of pleasure I knew were building in her throat.

Her pussy was dripping with her tangy juices now, and as I jabbed my tongue inside and swished it around I felt her tight walls quiver. What I didn’t see, yet, however, was Octavia moving to obey me and that did cause me to have to break away from Lightning Dust’s pussy for a moment, a sticky line of her juices stretching between her lips and my chin. I looked at Octavia and the tone of my voice shifted down a note.

“Octavia. Don’t make me repeat myself.”

The defiance flashed into her eyes and I saw her shoulders stiffen as she looked at me, but she obeyed. She had a slight stomp to her steps as she walked towards the nearest shelf, and I saw her tail angrily flicking about, offering a nice view of her own assets in the process. The shelf was not so far that the leash couldn’t extend to it, though it was a bit of a stretch as she reached the shelf and started looking about the available vibrators.

Meanwhile I resumed my assault upon Lightning Dust’s pussy. At the same time I started to make use of one of the vines special features. At a mental command a new vine lowered from the ceiling, its tip shaped vaguely like the head of a cock as it started to teach around Lightning Dust’s mouth. She grit her teeth and resisted, but that was expected. These vines, while called such, were really more like synthetic ropes made from a specially smooth and pliant silk material. They possessed enchantments beyond the ones that allowed me to move them, including the one I was about to use.

“Tell me if this is too much,” I told Lightning Dust with a smile, “I haven’t used these very often, so I still have trouble with the intensity.”

She only had a moment to look at me with equal parts anger and confusion before the vine seeking to penetrate her mouth suddenly sparked with an arc of energy that looked like electricity, but was in fact a magical energy that provided an intense jolt of pleasure and pain both. Pleasure, more than pain, though I could freely mix how much of either was felt with any given jolt.

Lighting Dust cried out, more in shock than anything else, though the pleasure was surely intense if the way her pussy clenched around my still plunging fingers was any indication. With her mouth open the vine forced it’s away in, working her jaw open and her eyes flared wide with an look of both raw rage and fear as the vine settled in and began to work back and forth. It began to send smaller, more regular shocks of pleasure with each thrust, and in moments Lightning Dust was drooling over the vine and groaning in time with its thrusts.

Octavia returned with a vibrator, one that I noticed as an electric blue color. Odd choice, I didn’t know she favored the color blue. She didn’t strike me as the type. She seemed as surprised as Lightning Dust to see the new vine working the pegasus’ mouth.

“Oh, don’t look like that, my dear,” I told her, “It’s not hurting her. Just preparing her mouth for the next phase, as it were.”

Lighting Dust’s pussy was now rather ludicrously wet, her taunt, well muscled thighs soaked with her own juices. Her mouth looked similarly dripping with the effort of the vine, which I mentally had withdraw and proceed to start slowly stroking along her breasts. Lightning Dust coughed and sputtered, then squealed as the vine sent a jolt of pleasure right over her left nipple.

“GAH! Y..yough…fucgger…” Lightning Dust slurred, her mouth seemingly a tad numb and loose.

“Relax, dear Lightning Dust. We’re only just beginning and you shouldn’t stress yourself. This is a momentous day for you. One you’ll be sure to remember for the rest of your life,” I said as I mentally commanded the vines to shift Lightning Dust. She was lowered and bent forward, so that she was hanging horizontally with her head facing me and her spread rear end and pussy facing Octavia.

Ignoring Lightning Dust’s slurred, profane reply I slid around to the mare’s side to look at Octavia, “So, your role for the moment is to stimulate our pegasus.”

I reached over and with one hand spread Lightning Dust’s pussy while with the other framed her small, tight anus, “Pussy or ass, whichever you decide. Perhaps both? I leave it to your own discretion; just ensure that she is properly stimulated for me when it’s time for the main event.”

“W-what will you be doing?” Octavia asked, but rather than answer her directly I merely stood in front of Lighting Dust, slowly shimmying out of my pants. My shaft was fully hardened through the foreplay and stood proudly in front of the pegasus mare’s slightly dazed face. When she finally focused on what was in front of her Lightning Dust’s indignation and rage returned to her features, despite the raw red blush heating her cheeks.

“You fucking stick that in and I will snap it right off!” she declared loudly.

I just chuckled and with a mental command a pair of vines lowered. The tips of these vines pressed in on her jaw from both sides, working them open. I gave Lightning Dust a level look as I aimed the tip of my cock at her forcibly parted lips.

“You may think me cruel, but as I do this I am going to tell you exactly what you have to gain by being my prized pegasus pet. I prefer you don’t interrupt while I talk, so that is why I shall be keeping your mouth busy.”

Without waiting for a response I pressed inward, my tip pushing past her tight lips with an awkward slowness as Lighting Dust’s whole body shuddered and she tried to shake her head to dislodge me. More vines put a stop to that nonsense quickly, and I had several that were tickling along her back start to send more little jolts of pleasure into her. Soon enough her mouth was loose if only because the barrage of pleasure jolts from the vines exploring her back, chest, and breasts were so distracting I’m fairly certain she forgot to fight back for a moment. I took a minute to settle into a rhythm in her mouth, feeling the roughness of her tongue pressing against the bottom of my shaft as I thrust in and out of her lips.

“Now, pay attention Lightning Dust. You have a rare opportunity here, that likely no other mare in your position will ever have,” I said, calculating my words as I enjoyed the wet, slurping feeling of her mouth over my cock, touching the back of her throat but never quite sending it deeper. I wanted her to pay attention, after all, not gag her.

I looked at Octavia, who was still staring at us hesitantly, “Oh, anytime my dear. Do begin.”

She flinched, gripping the vibrator tightly, gulping. Slowly she approached, knelt down, and looked at me with a final, desperate light in her eyes.

“I only have to stimulate her…not hurt her?”

“Of course. Just a little stimulation. Don’t go further than that, unless of course you want to,” I said, gesturing at my own thrusting cock, “Notice I’m not gagging her. We do need to be gentle while still breaking her in.”

Octavia still looked hesitant, but I saw her nod to herself and mouth something under her breath that I didn’t catch, but I did hear the word “cello” in there somewhere. Soon enough Octavia was teasing the entrance to Lighting Dust’s pussy with the tip of the electric blue vibrator and I smiled, pleased and made even stiffer at the sight of it. Octavia pressed the vibrator slowly into Lightning Dust and the pegasus moaned into my cock sending pleasant vibrations through me.

“Ah, now, where was I? Oh, yes, your opportunity,” I said, increasing the rate of my thrusts into Lightning Dust’s throat. After the stimulation from the vine and now with Octavia slowly pushing the vibrator in and out of Lightning Dust’s clenching pussy the pegasus’ mouth was a sopping wet tunnel for my cock. Each trust brought with it new sensations as the mare’s tongue thrashed about, rippling along my shaft.

“You see, I want to preserve that which makes you special. Your athletic talent. Though you flunked from the Wonderbolt Academy you set multiple records at that academy, surpassing some of the records of athletes like Spitfire herself. Attitude issues aside, I think you have the potential to be the superior athlete to any of them, including, perhaps, that wonderful rainbow maned mare.”

At the mention of Rainbow Dash, Lightning Dust seemed to suddenly burst with fresh energy, thrashing about significantly more than before. I barely kept my cock in her mouth.

“My my,” I said, “Struck a nerve there, did I? No matter, I know all about your relationship with the mare in question. Irrelevant, given where she is now. In a way you have the chance to surpass her. If you accept me as your master.”

Octavia, by now, had gotten the vibrator halfway into Lightning Dust’s twitching pussy, her expression a delightful mix of reluctance and growing arousal, her hand working the vibrator in and out in a slow, sensual pace. I saw her other free hand begin to feel around Lightning Dust’s hips, then up to the fine, firm curves of her ass. Octavia, despite herself, was starting to enjoy the mare in front of her and the sight warmed me to my core, sending me towards orgasm with a sudden spike of pleasure I didn’t bother to resist.

I grunted in satisfied pleasure as my hot seed flowed suddenly into Lightning Dust’s mouth, coating the back of her throat and spilling across her tongue. On impulse I withdrew quickly from her mouth and let the rest of my thick, white strands of cum paint lines across her face and mane. She coughed, gagged; spat the seed out, shaking her head.

“Th…the fuck you talking about? You ain’t my master! Nopony owns me! I don’t want anything from you! And YOU!” Lightning Dust roared as she tried to crane her head back towards Octavia, “Filthy fucking bitch! Get that damned thing out of me! Traitor! Where’s your fucking red collar, huh!?”

Octavia started, nearly jumping, and almost immediately pulled the vibrator out of Lightning Dust. She stepped away, her face flushed to pure red, as she shook her head, her mane bouncing around her face as she looked at the floor with an expression of pure shame.

“N-no, I wasn’t… I didn’t mean to… I’m not a traitor! I don’t want this any more than you do!”

“Coulda fooled me! You hop around at this fucker’s command and stick that shit in me? And then you feel my ass up? The hell!?”

Octavia tried to stammer a reply but I sighed and came around, standing between Lightning Dust and the shaking earth pony, “That is quite enough. Octavia, give me the vibrator.”

Octavia stood there, stock still, and with sharpness in my tone I held out my hand, “Octavia, now!”

She obeyed, silently, not looking at me, eyes fixed on the ground. Holding the vibrator in one hand I approached her. She was shaking, her shoulder shuddering, and I think she was crying and trying to hide it with the fall of her mane across her eyes. With a sigh I put my hand around her and pulled her close to me in a sudden hug. She squeaked, surprised, and as she looked up at me I kissed her.

She was too caught off guard to resist, and I kept it a short, simple kiss, pulling away and looking her in the eyes, “You did well, my Octavia. Perhaps this was a bit too much for you. You may go now. Return to your room.”

“B-but…” Octavia began to say and I held a finger to her lips, quieting her.

“Shh. You pleased me today. Your efforts are appreciated, and you have earned your reward. You needn’t stay for the rest of this.”

She looked at me strangely then, with a hint of something in her deep violet eyes that hadn’t been there before, even in the midst of my fucking her. I wasn’t even sure what it was I saw. A hint of some emotion that didn’t quite seem recognizable. Regardless she actually put a hand on my shoulder, and for a second almost leaned into me, then nodded.

“Okay, master…but don’t be anger with her. Don’t hurt her. She’s right. I’m… I’m not the pony I thought I was…”

With that strange sentence Octavia carefully, with my permissive nod, removed her leash and dutifully bowed to me, turning to stride towards the exit of the training room. There Padlock, who’d been watching the whole time and heard everything, directed one of the other guards to escort Octavia back to her room.

With her gone I turned my attention back to Lightning Dust. With a heavy sigh I approached her, directing the vines to move her once more. They shifted her up vertically, turning her to face me, and pulling her legs up and open so they were spread, abut also bent nearly over her own head. She was flexible enough to do this, though it was clear this was not comfortable for her. Good, I wasn’t overly concerned anymore with her comfort.

“I was hoping,” I said, letting one of the vines take the vibrator from my hand and slowly sneak behind her, “That you and Octavia could learn to get along. You are, for all intents and purposes, sisters now.”

Lightning Dust scoffed, despite being slightly out of breath by now from all the activity so far, her face flushed red, “Whatever. Bitch doesn’t deserve that black collar, doing everything you tell her too!”

“She resists in her own way… though now I wonder…” I shrugged, “No matter, a puzzle to work out later. For now, let’s get back to where we were.”

Without warning the vine with the vibrator shot forward and shoved the electric blue device straight into Lightning Dust’s anus with enough force to get it halfway in before stopping. Lightning Dust threw back her head and howled, and did so even louder when the vibrator activated and started to vibrate inside her ass. Vines came down, one for each breast, and started to provide hefty shocks of pleasure and pain to the tips.

I was hard once more and without any pomp or ceremony I approached Lighting Dust’s open, gaping pussy, aimed my tip, and thrust in hard, my hands gripping her hips to keep her stable.

The inside of her pussy was quite a bit different than Octavia’s. Where Octavia was fairly loose, but still firm enough that I could feel a solid grip around my cock, Lightning Dust was truly tight. Every inch of her pussy seemed to bite down and fight back against the invasion of my shaft as I pushed deeper into her, the hard muscles coiling and pushing against me. It took genuine effort to reach her cervix on that first thrust, her entire pussy like some anaconda holding its prey in a death grip as I finally brushed the tip of my cock against the entrance to her womb.

“Fuuuuuucckk!” Lighting Dust cried out, shaking her head, her whole body trembling from the combined stimulation of the vibrator, vines, and my own cock inside her, “Fuckdammnitfuck!”

“Indeed,” I said dryly and began to pump my hips, roughly pulling my cock out of her only to slam it back in as hard as I could. Every thrust was a battle, a war waged between her pussy and my shaft. Her wet, churning inner walls would writhe and push against me while my hard shaft would valiant press on, shoving further and further into that incredibly tight hole until it reached the deepest parts of her.

My tempo at first had to be slow, if only because if I went too fast I feared I might damage either of us. Gradually, however, after a minute or two, Lighting Dust’s monstrously tight pussy seemed to ever so slightly conform to my cock’s thrusts, the process of entering and exiting getting smoother with each, wet slap of our bodies. We were both becoming slick with sweat and the sweet tangy odor of her pussy jucie mixed with our sweat was a heady scent that left me boiling with eager desire. Her heat carried a slight spicy scent to it as well, as if her body was on fire. The warmth of her pussy alone was so hot it was like thrusting into an oven.

An oven I fully intended to pour no shortage of batter into. The thought made me crack a smile. Lightning Dust’s body was heaving up and down from my hard thrusts and I took a moment to admire her raw athletic charms. Her body was lined with lean muscel, and I ran my hands over them, starting with her outstretched legs, rubbing along her hard thighs, then up to her calves, admiring the smooth hardness of the muscle underneath her fine skin and coat. I roved my fingers over her narrow hips and up her taunt, lean stomach, which actually had a solid set of abs to them. I licked my lips, imagining that fit stomach swelling up with my foal.

Where Octavia was a feminine work of art, Lightning Dust had a primal air of healthy power to her, like that of a sleek predator. And she was mine, held by my will, and moaning with the hard, rapid thrusts of my cock into her tight depths. All of her strength and beauty was just waiting for my seed to spread inside her, to become progeny that’d inherit all of that strength. The thought alone nearly made me blow my load then and there.

Lightning Dust was panting now, like a dog, her mouth open, her tongue hanging out. Her eyes, though, focused on me with a intense heat of anger, even as they swam with pleasure. I laughed, finally able to get over my own little bout of anger at the way she’d treated Octavia to truly appreciate how stunningly beautiful this pegasus mare was. She was so utterly different than Octavia, hard and filled with fire. As much as I adored Octavia’s little indignant gasps and glares as I thrust into her, Lightning Dusts deep guttural growls and groans while she starred daggers at me was an entirely different kind of pleasure.

“Now that we’re so intimately connected,” I said, increasing the pace of my thrusts, reaching a hand around to solidly grope her firm ass, pressing my fingers into the rim of her anus and teasing it, “I shall tell you why I choose you, out of so many other possible mares in Equestria.”

“Gggh, let me…ugh…guess. It’s my…ggggaa, my charming fucking personaaaaahllity?” Lightning Dust quipped past struggling moans, her teeth gritting as she closed her eyes against what I was certain was a mounting orgasm.

“Not quite,” I smiled, leaning forward and licking her neck, then upward to gently bite her ear, whispering into it, “It’s because you’re going to bear a foal for me.”

I had to dodge a headbutt at that; nimbly pulling my head back as Lightning Dust glare at me with wide, shocked eyes. I didn’t slow down, thrusting harder, the tight insides of her pussy no longer barring me as the tip of my cock began to press not only onto her cervix, but past it. She was shorter than Octavia, so it made sense. With Octavia I could reach the entrance to her womb, but with Lightning Dust I could enter it.

“Wha!? The hell!? A foal!? Why? Get your eager red-collar in a black collar bitch to have your stinking kids! Aaaaah!”

She let a pleasure soaked moan escape her as she hit her first orgasm, her pussy and ass both shaking and shuddering, letting out a stream of juices that pooled on the floor. She wasn’t as much of a squirter as Octavia was, but her body shook a whole lot more. Interesting. I licked my lips, grinning as I felt the front of my cock poke through into her womb, feeling the strange second tightness of her cervix, like a second pussy I was fucking.

“Oh, she is. Both of you will. Because you have traits I wish to see passed on to our offspring. In her case, musical talent. In your case, your athletic ability as a flier.”

Hearing that Lightning Dust growled, this time in anger, and made a scoffing noise. Her pussy seemed to be just as angry, clenching down on my cock so hard it nearly stopped me, mid thrust.

“Flier? You fucking blind? I can’t fly! Those fucking Caribou took my wings!”

I nodded, directing one of the vines to gently touch the covered stubs of her wings like a lover’s caress, sending sparking arcs of pleasure into her spine and even, indeed, her clipped wings. Lightning Dust cried out, a sweet, guttural cry of pleasure and shock and the stubs of her wings shuddered, and her pussy loosened around my cock. I took advantage of this, one hand going to rub at her erect clit while I redoubled my thrusting.

“Yes, they did. A sad thing, but it is their way. However, what if I could give them back to you?”

Despite the fierce way I was thrusting into her, despite the vibrator going full tilt in her ass, despite the vines squeezing and jolting her breasts, Lighting Dust seemed to forget where she was and looked completely blank for a second.

“What did you just say?”

At a whim I directed the vines to remove the vibrator and to lessen the shocks of pleasure on her body, instead just letting my own thrusts into her drenched pussy be her only stimulation as I looked her square in her eyes, “I said I can give you back your wings. I can acquire the magic needed to regenerate them. You won’t be able to fly anywhere, mind you. To keep the secret you will only fly where I deem it safe. But yes, please me, bear my foal, and you will taste the sky again.”

“But only if I squirt out a rugrat for you first, right?” Lightning Dust asked with a small, disdainful smirk.

“Ostensibly, yes. The foal will be yours to train as an athlete, assuming they are born as a pegasus. If not, well, we’ll have to keep trying until we get one,” I said with an eager grin.

Lightning Dust was actually silent for a few minutes. During that time I felt the beginnings of my second orgasm of the day coming on, but I was curious to hear Lightning Dust’s response before I ‘sealed the deal’ as it were. Truly her pussy was such a marvelously tight affair I wasn’t sure I’d last long enough for her to mull the prospect over, but soon enough she looked at me and smirked.

“Whatever. Don’t think this means I’m gonna be a nice, obedient bitch like that earth pony. But if you can get me wings, fuck it, I don’t care about pushing out a squealing brat. Flying was everything to me! Bet those sluts who kicked me out of the Wonderbolts will lose their shit if they ever found out I can fly again!”

I rolled my eyes, “Yes, well, let’s make discretion the name of the day when I return your wings to you. I will require you behave, and to treat your sisters well. Otherwise the sky will remain barred to you.”

“Yeah, yeah, let’s do this. Hurry it up!” Lighting Dust said, and with shocking control of her pussy she started to squeeze and pulsate her inner walls, “Fucking cum already, sheesh! I..aaah, I’m fucking cummin’ again too!”

This much was true as I could clearly feel the shudders wracking her body. I leaned into my thrusts, reaching forward and roughly gripping Lighting Dust behind her head with my hands, pooling her messy, rough mane in my fingers as I pulled her into a hard kiss. She kissed back, more aggressively than any mare I’d known, even a few of the red collars I’d had. Her tongue shoved its way into my mouth, a wholly different experience than what I was used to and at the same time her entire pussy seemed to heave and undulate, every inch of its warm, moist insides wrapping around my cock like a hungry mouth. I literally felt her pussy draw my cock in to its full length, seemingly shoving the flaring tip of it into and through her cervix.

Lighting Dust came with a shrieking yell as she kissed me and I felt my own orgasm flow through me like a tidal wave. My cock twitched and a massive stream of my seed rocketed straight into Lighting Dust’s waiting, eager womb. Her pussy didn’t let up for a second, its walls pushing and gripping at my cock like the hands of a farmer milking a cow, pushing out more and more bursts of cum that soaked into the walls of her womb and didn’t have anywhere to go. Nothing could seep out, it all just kept pumping into her waiting womb, the whole of her seeming to clench around that one place as if to squeeze every single little drop of semen into her to ensure conception.

Her growl of pleasure was primal and vibrated in my throat before she broke off the kiss, and when she looked at me it was with equal parts pleasurable glow and distain.

“Well, not half bad, but I’ve had better,” she said, stretching her neck as if she’d just worked out at the gym.

“Such fibs you tell,” I said with a grin as I withdrew from her. Her belly was slightly swollen and I was shocked at the amount of cum I must have left inside her. Not merely a dribble, but a small fountain of the stuff was leaking from her gaping wide pussy, “I can always go rougher, next time.”

Lighting Dust gave me a wolfish, predator grin, “Try it. This is one mare you’ll never break.”

“Oh, of that I have no doubt,” I said as I stretched, feeling a little lightheaded after that much exertion. Wiping sweat off my brow and retrieving my pants, I turned and strode from the room, leaving Lightning Dust hanging with the vines still binding her tightly.

I only faintly heard her speak as I nodded to Padlock and exited the training room.

“Uh… Hey? Hey! I’m still hanging here! Are you gonna let me down or what!?…Hello?…Aw fuck.”

Author's Note

Second chapter is certainly longer than the first; not sure if that's a good or bad thing so let me know what you guys think. I like Lightning Dust as a sort of contrast to Octavia, both black collars but with very different attitudes and personalities. Some might wonder why I went with Lightning Dust over say more obvious choices like Spitfire or Rainbow Dash, but its pretty simple reasoning. One, Lightning Dust would just be easier for Gilded to get his hands on, she being never really confirmed to have graduated from the Wonderbolt Academy. Elements of Harmony like Rainbow Dash are probably outside of even his considerable reach. And two, its arguable that Lightning Dust might be the more talented athlete. Her attitude is crap and got her in trouble, but that doesn't change that she was the one setting "acadmey records" as stated by Spitfire herself in the Wonderbolt Academy episode. So by Gilded's standards of seeking genetic talent and raw potential Lightning Dust is the more desirable mare than any of the other Wonderbolts that came before. Attitude problems can of course, be dealt with via enough "training".

Next chapter might take a fair bit longer than this one did just because I haven't settled on which mare will be joining Gilded's little harem next. Might do a POV chapter from Octavia's perspective next as well. Still thinking about it. Anyway hope you folks continue to enjoy and by all means leave any suggestions or comments you feel like.

Chapter 3: Coming to Terms With One's Life as a Breeder Mare (Octavia's POV)

Chapter 3: Coming to Terms With One’s Life As A Breeder Mare
(Octavia’s POV)

The cello's strings hummed with a low, steady rhythm of chords that filled the garden with a mournful dirge. My hands worked both the bow and the strings with the smooth precision of not only years upon years of practice, but with the natural talent and bond that comes from a musician who is completely in tune with her instrument and the music inside her.

As much as I hated my circumstance, this wretched place my life had taken me, I could not deny the truth in my heart. I had sorely missed playing the cello, and had feared never putting my hands to working this music again. For all that had been taken from me, from all of Equestria, at least this one thing I had back in my grasp, this one part of myself that was most precious to me…

But the price of it? I had to consciously focus on my music to stop my hands from wanting to stray to my belly. It was still too early in the pregnancy for me to be showing much, though I had begun to gain a bit of pudge down there, and the morning sickness had begun. One month since I’d been purchased by the noble, Gilded Cage. One month with that stallion forcing himself upon me. There’d never been any real question of whether or not I’d end up with his offspring growing inside me. Especially considering he’d drugged me during that first week with drugs that induced an artificial estrus.

As my music took on a higher, sorrowful note, my mind wandered down dark paths, and questions abounded inside me. When Gilded had first bought me and revealed his plans to me to impregnate me so that I might pass on my musical talents to our foal, I was horrified and outraged. I still was, but the feelings had numbed gradually over the past month, or at least had become confused. There could be no doubt I held no love for Gilded Cage, indeed how could I do anything other than loath the stallion? He was as repugnant in nature as any other of Equestria’s stallions since the Caribou race had taken over and somehow corrupted them into sex crazed monsters who treated all females as nothing but objects for their gratification. The only difference that I could tell with Gilded was that he hid the worst of his nature behind a veneer of nobility and politeness. It was clear that in his mind he was giving me and other mares like me a good deal, providing us with better lodgings, food, and care than we would ever expect to receive from other stallions or the Caribou themselves. All we had to do in exchange was allow him to put his seed inside us and pass our talents on to the next generation.

In our first meeting I’d threatened to do whatever I could to make sure I never brought a foal to term, and in that moment of desperation I think I might have meant it… but since then that feeling had passed.

I feared for my foal now. I feared for his or her future, and what kind of life they might have in this kind of world, where males were taught to do whatever they pleased with females and to engage in the most debauched of sexual acts. Yet now that I knew there was a small, helpless pony growing inside me, I felt protective of it. Filly or colt, they’d need guidance and love in order to survive this terrible world. And perhaps, as much as I didn’t want to admit it, I liked the idea of ensuring my skills, my music, lived on. I’d never had much time for a social life before the Caribou took control. I’d never expected to have a foal. Now that I knew I was, regardless of the terrible circumstances of the conception… I wanted to see my little pony and make sure they had the best life I could give them.

That also meant that the core of my willingness to resist Gilded in any meaningful way was all but evaporated. I still did not accept my position as a supposed “lesser” creature, as an object. I still did not like calling Gilded “master” and often make my feelings on his sexual desires clear; that I still was a person, a refined woman of dignity. No amount of sexual degradation would change that!

Or so I sincerely hoped, but doubts crept through me like the deepening shadows of night. Was I no better, now, than a red collared mare, who gives herself willingly and eagerly to the desires of their stallions? I thought of my old friend, and one-time lover, Vinyl Scratch. The last time I’d seen her was when I’d been sold and processed by the Caribou. We’d both been raped by numerous stallions and Caribou at that point, to break us and get us used to our new “place” in the world. I continued to resist, to hold myself with dignity, and hence I’d received a black collar to show my unwillingness.

Vinyl, however, my friend, and a mare I could have said I loved… she’d become somepony else. Somepony I didn’t recognize. By the end of it all she’d wanted to do was suck the cocks of her masters and please them with every hole on her body. She acted as if it was fun. Fun!

”Relax Octy, it’s just like another party! Only it never ends!” Vyinl said, grunting and panting as one stallion rammed his thick cock into her pussy from behind, her white ass shaking and bouncing as she thrust to meet the stallion’s eager pumping. In front of her she worked the shaft of a tall Caribou warrior, her hands eagerly stroking while her tongue licked up and down.

The Carbiou grunted and grabbed Vyinl firmly on her electric blue mane, tilting her head up as he glared at her, “Stop talking, bitch, and get that throat of yours working! I want my balls sucked dry by that cunt mouth. Demonstrate to this black collared slut what a female’s purpose is!”

Vyinel grinned widly, too widely, a marcbe, twisted pardoy of the natural smile I had known and fallen in love with.

“You got it boss man! Master! I love cock!”

With those words Vynil went to work, wraping her lips around the Caribou’s shaft and taking it into her throat nearly the hilt, while not even slowing down as she shoved her pussy back into the stallion that was ploughing her from behind. The stallion grunted, teeth gritting as he unloaded, hands groping Vynil’s ass and shoving her pussy all the way onto his cock in one final thrust. In seconds dribbles of cum seeped from the edges of Vynil’s pussy lips and the mare groaned even as she continued to deep throat the Caribou.

I could barely feel the stallion that had me on my back, similarly ramming a hard cock into me. I only had eyes for Vyinl, tears filling my vision, as I watched my friend. A friend I knew I’d never be able to reach, or save, or even see again…

The cello had stopped playing. I was holding it against my body, head lowered as quiet sobs escaped me.

“No, no, no, this won’t do,” said a cultured voice nearby, and I raised my head. Gilded Cage stood across from the small pond that was situated in the middle of the large garden behind his manor. His arms were crossed and he looked at her with an air of both affection and faint distress.

“I detest seeing tears on one of my precious mares. I understand that mood swings will be part of this process, but if my lovely Octavia is shedding tears for another reason then her master demands to know about it.”

I hastily wiped at my face, not liking him seeing me like that. Which I suppose might seem strange given he saw me in every other way. He allowed me to wear clothes, a thing normally against the Caribou’s rules. Granted the clothing was… revealing. Actually more than revealing, all the clothing allowed to me was designed to accentuate and draw attention to my breasts, rear end, and marehood, which remained exposed. Black silk leggings, and a similar tight fitting dress still left holes and exposed parts in all the areas that mattered. I tried not to mind it, and wore the clothes as a choice.

“Unless you possess the power to change the past, there’s nothing you can do,” I said, intentionally leaving off the ‘master’ for just a second or two until I saw the flash in his eyes, then I said “Master.”

He didn’t seem to like my response, his blond mane bristling slightly before he smoothed it with a hand and approached me with calm, smooth, purposeful steps. Gilded always seemed to walk with a purpose, as if every action was meant to lead to something grander. Once he was close to me he reached out a hand, giving me an expectant look. I briefly debated pretending not to know what he wanted, but my mood for playing games was ruined by my memories of Vyinl so I simply took his hand and let him set aside my cello and pull me into his arms.

I was actually just a bit taller than he was, though that hardly mattered as he put one hand on the back of my head and ran his fingers through my mane, one of his favorite things to do. His other hand went down to the curve of my rear, gripping the flesh there tightly. His lips found mine and I resisted for only a few moments before letting myself slacken somewhat. I already felt his shaft pressing against my groin through his pants. A small jolt of pleasure swept through me as the hand that had been fondling my rear slipped even lower and he pressed his middle finger along the lips of my marehood.

Pulling from the kiss I said, heated blood rushing to my face as I looked away, “Here? But we're in the middle of the open. Anybody could see...”

He smiled, that irritatingly smug and confident smile that I couldn’t decide deserved a punch or not. If he were a true gentlestallion and not a corrupted bastard, I might have found that smile somewhat endearing.

“Oh? Perhaps you'll find you enjoy others watching me take you," he said, his finger teasing playfully along my entrance, not quite pushing in yet but causing my heart to beat faster all the same, "Alas there is no one about. I might enjoy showing you off to others. I have business that takes me away from the manor today, but I could hardly bring myself to leave before tasting of your sweet, perfect body. Oh, and to check up on our little one."

“There is not much to check,” I said with a small huff, trying to suppress my voice as his finger slowly worked it’s way inside of me. I'd become slick enough down there that his finger slipped inside easily, then another, and I clenched my mouth she tightly for a second to keep a moan in as those firm fingers worked their way deeper along my walls, sending small, hot waves of pleasure through me.

“It’s just the first month.”

“Ah, yes,” said Gilded as he knelt down in front of me, pressing his lips against my belly, right above my womb. His light kiss there was far too tender. At times I think I could stand Gilded better if he acted more openly vile, instead of these strange, gentle acts, “But a child should know his parents love it, even at this early stage. Grow strong, little one. You have a grand legacy to carry, and I want you to be as strong and desirable as your mother. Hmm, I think you're more than wet enough now...”

He said that last sentence while standing and unzipping his pants, removing the long, straight shaft of his member. I’d seen larger on other stallions since the Caribou took over, but Gilded’s was perhaps among the best proportioned, neither too wide nor too short. I hated to admit it but he was a near perfect fit, which he demonstrated as he threw one of my legs up against his side to allow himself easier access. I placed my arms around his neck, and the brief thought of strangling him entered my mind, but was just as quickly dismissed. I’d endanger myself and the life of my foal, now, by attacking Gilded.

His finger withdrew fro me, and he used that hand to spread my marehood’s lips for his shaft while his other hand went to my breasts, kneading into them. The pressure and alternating grips of strength on my breasts made me moan slightly, as that area was particularly sensitive for me. He knew just how to press and pull, when and where to alternate when using one hand, and especially he knew just where and how to tweak at my nipples. I detested that! It was so undignified to have a stallion treat my nipples in such a manner, but I hated it more because it was my most sensitive area and it sent shockwaves of pleasure through me. Shame and embarrassment mixed in equal levels with indignance as I groaned, not only from his foreplay on my breasts but the sudden, smooth manner he entered me.

Gilded thrust once, fully, to get his member pulsing right to the brim of my marehood. I could feel the blood pumping inside both of us, his shaft pulsing as if it had a heart of its own. Gilded began to thrust, withdrawing quicly then ramming straight back into me, as if intime with that heartbeat. I knew he wasn’t planning a long session. He could go hours if needed, but the fast, ragged intensity of his thrusts on top of the way he eagerly kissed me again, shoving his tonge into my mouth with a fierce need, told me he intended this to just be a “quickie”.

It didn’t matter. I wasn’t looking to satisfy any sexual desires myself. Any time I climaxed with Gilded I felt as if I was just one step closer to finally losing the battle to keep myself sane. Even so, his skill in knowing just how to thrust to touch the more pleasurable spots inside me quickly had me building towards orgasm with just a couple of minutes of hard, heavy thrusts.

We were both panting now, my heart hammering in my chest, my breasts heaving up and down with the thrusts as he continued to take me with us both standing. Before I knew it he’d grabbed my other leg and hoisted me up, impressing me for a second that he had enough strength to hold me aloft as he pistoned his cock into my now drenched marehood. I felt myself wrapping tighter around that thick shaft of heated meat and I knew my face was blazing red.

Every thrust of Gilded's shaft inside me seemed to be in tune with my racing heart, and feeling just the tip of it brushing lightly against the entrance to my womb was a jolt of both pain and pleasure at once that had me letting out short gasps as I kept my arms wrapped around his neck. Against my will I felt my legs also grip around his waist and as the pleasure surged through me with his every hard thrust I felt myself trying to bounce my rear up and down to be in rythm with him. It bothered me, how easily I now slipped into not merely being taken by Gilded, but got caught up in the act myself. I rationalized it as simply wanting to get the sex over with. If I got him to cum fast enough I didn't have to endure this until he decided to come to me again... yet that seemed a shallow excuse as I worked my hips to slide up and down his pounding shaft, my soaked marehood making slippery, wet gushes of noise to go along with my choked, ragged gasps and moans.

Even the feeling of my breasts packed tightly against his lean chest, rubbing up and down those slick muscles, adding a sensation of extra pleasure that I wanted to shake my head in denial at, but a part of me wanted Gilded to pay attention to them, to suck on them and rub them. As if reading my mind he suddenly did just that, leaning away far enough so he could get at my heaving breasts with his mouth. Feeling his warm tongue lashing over my nipples as he continued to ram his shaft into my soaking insides was enough to push me towards the edge. When he bit down one one of my nipples just lightly enough to cause pain but also jolt me with pleasure that set me off entirely.

There was a spike of pleasure, and a tightness in my groin and stomach, heat and pleasure wracking me as I let out a loud, ragged scream. My climax was short, but intense, and I knew I could have gone longer, and had more, but I felt Gilded shudder and he let out a soft, happy moan. Warmth splashed into me, a wave of heat that flowed from the tip of his shaft and right into the deepest part of my womb. It was like having a wave of hot water flow over my stomach, yet the warmth remained inside, bathing me in a hot glow. And I couldn't stand to admit it, but the feeling was… satisfying, on some deep physical level. I felt full, and complete... and a part of me hated that it was Gilded Cage, a stallion who treated me like property, that caused this feeling.

“Mmm, that was pleasant, my dear,” Gilded said as he carefully set me down, withdrawing his shaft from my still twitching marehood. I felt the slick strands of his seed flowing down my thighs, mixed with my own warm fluids, “Ah, but I’m probably running late now, because of this, but you are quite worth being late to a board meeting for. Now do play nice while I’m gone. Don’t give Padlock or any of the other guards any trouble, and do try to make nice with Lightning Dust. I left her rather tired out last night and she’s probably sleeping things off still, but if you happen to see her, tell her I expect her to be able to take twice as many next time. She’ll know what I mean.”

I just blinked at him in bewilderment for a moment, which appeared to amuse Gilded to no end as he chuckled boyishly and gave my belly a final affectionate stroke before turning to depart, calling over his shoulder, “Oh, one last thing, do try to play something more cheerful sometime. Your master commands it!”

I bowed, stiffly, letting the fall of my mane over my face hide my grimace, and remained silent as he strode away. I didn’t want to tell him that I wasn’t at all certain I even could play a more upbeat or cheerful tune. So much of my music came from within, and while I knew I had the discipline to play any piece that was put before me, I knew the music would fall flat if it wasn’t also in tune with how I felt. Cheerfulness was a feeling I hadn’t known for some time, now.

With Gilded gone for the time being I had at least some freedom to do as I pleased. He didn’t care what I or Lightning Dust did as long as he remained on the manor grounds and didn’t cause any trouble. His guards kept a close eye on things and while there were many places I could go to be alone, like this garden, I knew Gilded had the means to monitor every part of the manor. I’d experimented in my first week here with trying various locked doors and soon found that whenever I wandered where I shouldn’t, a guard wasn’t far behind. Clearly there was some kind of surveillance magic at work. I doubted if I tried to flee that I’d even get close to the tall, sculpted stone walls that surrounded the manor grounds before I’d be stopped. Not that escaping would serve much purpose. I was in Canterlot, the center of Caribou power in Equestria. If I escaped Gilded I’d merely end up in the hands of others who’d treat me even worse.

My playing had worked up an appetite, combined with the growing cravings from my pregnancy, so I decided I’d go to the kitchens. After that I’d either explore the manor some more, or perhaps do some aerobics. No matter the state of my life I intended to keep myself maintained and in good shape. The kitchens were located near the back of the manor. The whole three story building was situated in one of the oldest districts of Canterlot, right up against the side of the mountain. The sizable grounds that surrounding the main building consisted of many soft gravel pathways between gardens similar to the one I’d chosen to play in. There were two other buildings as well, a stout concrete guard house on the west end of the grounds that housed the quarters for the manor guards, and a long glass greenhouse on the east side which I had yet to enter. There was a wide paved road in front of the manor with a large marble fountain, leading to a near hundred pace stretch to the main gates, which actually had a tall, turreted tower overlooking it. The entire affair had an air of isolation, as if this manor was cut off from the rest of the world. I didn’t mind that at all, as it helped me forget how… horrible things were out there.

I collected my cello and carefully put it back in its case. I wouldn’t need to take it all the way back to my room before going to the kitchen because I knew I could easily get one of the “maids” to do that for me. The red collared maids here treated me with a surprising amount of deference, as if by being Gilded’s personal possession that somehow elevated me above them. It left me severely uncomfortable around them, more so than I already was around the red collared mares. I couldn’t fathom what made them accept their situations so eagerly. I might have seemed demure compared to some black collars, like Lighting Dust, but I still could never bring myself to throw my body wholeheartedly into serving the demands of the stallions like the red collars did. At least those poor purple collars had the excuse of having their minds damaged, to act the way they did.

The first red collared maid I encountered was just inside the first hallway I entered after going into the manor. I recognized her quickly. She was an earth pony mare like myself, with a rich grass-green coat and curled auburn mane. I couldn’t recognize her cutie mark because some despicable past master had replaced it with a brand resembling a open pair of legs. Her soft pink eyes lit up at seeing me as she nearly skipped towards me. As she did so her breasts flowed up and down like waves of green Jell-O. She was the only mare in the manor whose chest was larger than mine, and by a good margin. I couldn’t imagine how she could do housecleaning all day with no bra support, but she did it.

“Hello!” the mare said with a bright smile on her face, “Is there anything I can do for you? Does Master Gilded need anything? Oh, he just left, didn’t he? Did you please him? Oh I wish I could’ve watched, or helped! Master Gilded almost never pays any attention to us! I bet he’s fantastic to fuck! How’s your baby? I can’t wait to see how cute it is!”

I sighed, holding up my hands as if to ward her off as she nearly pressed herself right up against me. Rather unintentionally my hands ended up pushing against her breasts, not that she seemed to notice.

“Please, slow down. What happens between myself and Gilded is our own business, and yes, the foal is well. I do need you to take my cello back to my room, if you would?”

The mare bounced up and down happily, grabbing my cello case and slinging it over her shoulder as if it weighted nothing. I was impressed. Even for an earth pony this mare had a prodigious amount of physical strength. I wished I knew her name. Her real name. The maids were all named by the guards various horrible things like ‘Velvet Cunt’ or ‘Sloppy Seconds’. This poor mare’s nickname was ‘Uncanny Valley’, no doubt for the size of her breasts. I had seen her more than a few times using them to service the guards.

“I’d love to! I just finished with this hall anyway!” Uncanny said, looking at me with her eager pink eyes, and I actually saw her lick her lips, “You’re really pretty, if you don’t mind my saying so. I’m so jealous of Gilded choosing you, but I can totally see why! You’ve got such good proportions! And you’re so dignified and graceful!”

“I’m nothing that special,” I murmured as we both walked down the hall. The kitchen was on the same path as way to the pens until we’d reach the main hall, so I was stuck with Uncanny until then. I nearly jumped when she suddenly started feeling one of my own breasts with her free hand, squeezing it.

“Nothing special! You’re amazing! These are so perfectly round and sized! I bet you could give just as good a titjob as I could! Have you ever done that? A titjob? It’s a lot of fun! Hands are great but there’s nothing like a nice, rock hard cock between your tits!”

“Stop that!” I said, pulling away from her and glaring. Uncanny squeaked and backed away, looking for all the world like I’d slapped her despite the fact that I hadn’t touched her.

“Sorry! Sorry! I’m sorry! I forget myself so easily! Stupid. I’m such a stupid cunt. I made the Master’s personal mare mad!”

“Hey, calm down,” I said, raising my hands in a calming gesture, “Just… don’t suddenly touch me without asking first, okay?”

“Oh. Okay!” she said, immediately going back to cheerful. We walked for another few seconds before she said, “So can I touch you now?”

“Ugh…no. No touching.”

We passed several rooms, including galleries of unusual items and artifacts. I’d looked inside a few of these over the past month and discovered Gilded had an… eccentric taste in art and the bizarre. While a few of the display rooms had pieces of art that were quite good and some even from artists and sculptors I recognized, others were just truly strange. One room had been filled wall to wall with paintings of the exact same dead tree, just from different angles. Another room had been empty save for a single pedestal holding a woven wood figurine that looked like something between a pony and a sea creature. Another room still had its walls lined with suits of archaic armor that didn’t look like it was made for a pony to wear.

Then there were the rooms in the basement I wasn’t allowed to go into. I wondered just what Gilded had secreted away in those places. At times, at night, when I had to use the restroom, I had the worst feeling of unease when walking the darkened halls of the manor. I couldn’t put a finger on what left me uneasy, it was just a sense that there was something off about the manor itself.

When Uncanny Valley and I reached the main hallway I turned left to make for the kitchen.

“Well, good day,” I said, or began to say, but as I started to speak I looked past Uncanny’s smiling face to see down the main hall towards the entry foyer. The wide double doors leading to the foyer were open; allowing me to see that someone was coming into the manor and was being greeted by the head guard, Padlock. I froze in place, starring, because the person who’d entered was not a pony.

It was a Caribou.

Like all of his race he was incredibly tall and muscular compared to any pony, even the biggest of stallions. Tight corded muscles rippled over a powerful frame of a light, almost coppery red coat. He wore little, as tended to be the case with Caribou. A simple loincloth and thick leather belt was his only lower covering, and he wore a long gray cloak over his wide shoulders. He was armed with a broadsword belted at his side.

“Ooooh,” Uncanny licked her lips, cheeks red as she looked at the Caribou, “Do you think he’s here to check on Master Gilded’s stock?”

By stock of course she meant the mares. It bothered me that that she could so easily refer to herself, to all fellow mares, as nothing but stock. The Caribou was speaking with Padlock but I couldn’t make out what was being said, but when Padlock glanced down the hallway at me and Uncanny and pointed I felt a icy pit form in my chest. The Caribou looked in my direction and his blue eyes held that same empty, contemptuous look I’d always seen on their kind when they looked at us mares. His voice rang out loud and clear now as he called to us.

“You, females! Come here!” he said in a tone I knew all too well. Pure, iron authority. Gilded’s voice was like a comforting breeze in comparison. I, strangely, suddenly felt a desire for Gilded to be here. I almost hated myself for that feeling. I also hated the way I obeyed, but there was no point in disobedience right now. While Gilded might’ve found my resistance attractive for whatever reason I’d never encountered a Caribou who would do anything other than make my treatment worse the more I proved difficult. Best to just… get this done with, whatever he wanted.

Uncanny and I entered the foyer and I kept my eyes respectfully lowered, while Uncanny herself was all but hopping like an eager, horny bunny, a bright smile on her face. The Caribou approached. I could only see his cloven hooves, knowing I shouldn’t meet his gaze unless commanded.

“So this is Gilded’s new pet?” the Caribou asked, his hand roughly coming down and gripping my face, forcing me to look towards him. His eyes were searching, calculating, and there was a glint of keen intelligence in those eyes that I wasn’t used to seeing in the otherwise brutish Caribou, “She’s lovely enough, I suppose, by your kind’s standards. Such a rare eye color among our own females. I remain fascinated by the number of colors you ponies come in. Tell me Padlock, has Gilded gone for the entire day?”

“He will be back by late afternoon, Lord Brant,” Padlock said, “His schedule is free tomorrow if you’d like for me to inform him to expect you.”

The Caribou, Brant, released me as if I’d been nothing more than a passing curiosity, turning to Padlock, “No need. This was merely a spur of the moment visit. Hm, but since you mention it, there is going to be a party held to celebrate the nameday of one of our magistrates. I wished to invite Gilded to attend. The entertainment should prove… memorable. The finest cunts in the city will be gathered for all to enjoy at their leisure, and I hear they've even gotten one of those… oh, what do you ponies call them? DJs? Yes, one of those, to provide the music.”

“Vinyl!?” I whispered before I could stop myself.

There was a moment of silence that followed, before Brant’s ironclad voice said, “Who gave you permission to speak?”

I began to stammer a reply but there was a hand around my chin, strong fingers clamping my jaw shut as Brant hauled me towards him, glaring at me.

“Do not bother answering, my little whore. I know Gilded’s taste in you black collars well, but clearly he needs to work on his methods of discipline! You’re mouth is not for speaking words, unless they are the words ‘Yes master’ or ‘fuck me harder’! Since you seem to have forgotten that perhaps I should demonstrate to you what you should use that mouth for.”

Before I knew what was happening I was shoved with incredible force down to my knees, the strength of the Caribou monstrous as he put one hand behind my head and held me in a iron grip, while his other hand went for his loincloth, working the buckles on the belt. Padlock, an ambivalent look on his face, stepped around to the side of us.

“Lord Brant, you may of course do as you please, but it is my duty as Lord Gilded’s guard captain to inform you that this mare is currently pregnant with Lord Gilded’s offspring. I say this only so that you know to be gentle in your disciplining of her, for the foal’s safety.”

That did seem to give Brant some pause. However cruel the Caribou were they seemed to take the matter of children seriously. They tended to treat pregnant mares carefully, at least in comparison to those mares that weren’t carrying foals.

“I see. So Gilded has finally decided to acquire a few heirs? Good for him. Its unhealthy for a man to leave his bloodline unsecured. He should choose more obedient, better disciplined mares to carry his heir, however. I shant break her, loyal Padlock. Sucking me off shouldn't affect the foal at all. Indeed, I hear nutrition is important during all stages of pregnancy.”

The last was said with a wide, eager smile as he got his belt loose and dropped his loincloth, revealing a truly massive, and vein covered shaft. I starred at it with wide eyes. I’d gag on that thing before it even got a third of the way down my throat, and if he tried to shove something like that inside my marehood… well, Padlock was right to fear for the foal. I prayed this Brant would know that to try and take me normally would put that foal at risk. If he just wanted me to use my mouth…

Uncanny Valley made a sudden, soft whining sound, biting her lower lip as she shifted on her feet. One of her hands was down around her own plump, puffy marehood, making a slight, sticky noise as she pumped her fore and index finger in and out of herself. Her other hand was rubbing her giant breasts, causing them to jiggle about.

Brant glanced her way, one thick eyebrow raising, “What do you want, cunt? Speak!”

“Oh, Lord Brant, please, let me help! I want it so bad! Look,” she used her fingers to spread her lower lips, “My cunt is drenched just looking at you! Oh please oh please let me help suck your cock! Then fuck me! Shove that giant piece of meat into me! I can use my tits too!”

As if to emphasis this she licked her lips in a suggestive manner while shaking her chest, letting her massive mounds speak for themselves with their titanic swaying.

Padlock rolled his eyes, though he had a slight smirk on his face, “Uncanny Valley there is one of our more eager maids, Lord Brant. Perhaps you’ll find her more to your liking than Lord Gilded’s black collared breeder mare.”

Brant snorted, “I shall discipline the black collar, but if this cunt wants to play as well then I have all the cum she could possible want! Come, cunt, get down here with this other whore and get to work!”

He punctuated his command by taking me and shoving my face towards his cock, my snout bumping right up against it. The shaft was ludicrously hot and I could feel the blood pumping through the huge shaft. Uncanny was next to me in an instant, on her knees and starting off with a panting, eager lick up that shaft that caused Brant to grunt in pleasure. His glare at me told me I needed to start as well or there would be dire consequences. Padlock looked on, not showing on his stoic face whether he approved of this or not.

Bracing myself, just wanting this over with, I began to lick. The taste was salty, warm, and a tad metallic. I could feel the pulse of Brant’s heartbeat through his cock as my tongue roved up it, then down. It was little different than when I did this with Gilded, despite the rough grip on my head. My tongue brushed up against Uncanny’s several times and once the mare even leaned over and stuck her tongue in my mouth in a fast, sloppy kiss before going back to working on Brant. She went lower than I did, cupping the Caribou’s massive, swinging scrotum, kissing it, and working her lips over it eagerly like she was sucking a lollipop. I opted to go higher, licking along the tip of his cock, peeling back the foreskin to get at the tip.

“Mmmph…good… very good,” Brant said between grunts, “At least you know how to do this much well. Gilded must be teaching you something. Now, take it.”

In an instant I found him pushing forward and I tried not to instinctively resist as his cock shoved its way into my mouth, pushing into my throat. I remembered to keep my teeth up and away from the delicate skin and there was little I could do except close my eyes and endure as Brant began to thrust. I tried to swish my tongue, move my lips, anything to provide a bit more stimulation along his thrusting shaft, just so he would cum sooner and this would be over.

“Ooooh, no fair! I want to taste your cock too!” cried Uncanny, her hands still working along Brant’s swinging ball sack, while her tongue licked around his thighs.

“In a moment, eager little cunt, in a moment! This one will drink my first load!” Brant proclaimed, smiling as he increased his tempo. I felt the tension building in his shaft, the rapid pulse of his quickening heartbeat. I knew it’d be soon. Caribou tended to cum quickly, because they didn’t care about prolonging their own pleasure.

Within moments he shoved so hard into my throat I couldn't help but gag a bit, tears staining my eyes as I felt a warm, thick wave of seed wash down my throat. Brant growled as he came, and when he withdrew it left a salty trail of the stuff in my mouth that I quickly swallowed, if only so I could clear my throat to start coughing.

“Hmph, you need to work on your ability to handle properly sized males better, cunt,” Brant said, then turned his attention to Uncanny, whose tail was literally wagging back and forth, “Now then, I think I’ll try those lovely tits of yours.”

“Oh yes master! Please do master!” Uncanny said as she bared her breasts towards him, using her hands to pushing them up and out, “I’ll make you feel the best!”

I, thankfully, was given some room to breath as Uncanny went to work. She pressed her tits up so that Brant could shove his cock in between their heaving green forms, his tip poking out the top of her heaving valley. The both went at it, almost instantly forming a rhythm as if they could read each other’s minds. Brant put his hands on her shoulders to keep both her and him steady as he pumped away. Uncanny giggled and cried out in joy as she pressed her tits around his thrusting cock, using her mouth to play with and tickle the tip of Brant’s shaft whenever it poked out the top.

“Lord Brant your cock simply amazing!”

“Of course it is. These tits of yours are impressive. I think I’ll be asking Gilded to borrow you sometime soon. I’d like to breed you with another sizeable mare, to see just how large I can get a pony mare’s tits! Ha! Mmmph.”

“Cumming soon my lord? Please, come wherever you like!”

In response to that I watched Brant laugh and shoved Uncanny to the ground. She squealed in delight as he shoved her legs open and repositioned his shaft to thrust into her waiting pussy. I didn’t dare move, or even look away, as Brant finished with a series of fast, hard thrusts that were so hard and hit with such force I actually feared for Uncanny’s safety. I expected Brant to break the poor mare’s pelvis with the ferocity of his final thrusts, her tits flopping around like tidal waves of pert flesh. When Uncanny howled I thought for sure Brant had broken something, shattered some bone, but now she was just orgasming, a literal fountain of mare cum erupting from her pussy as Brant himself snorted and unleashed a torrent of his own cum deep into her pulsating interior.

If that had been me, if Padlock hadn’t spoken up about my pregnancy, Brant could have easily hurt the foal. I wondered if that meant I owed Padlock?

With Brant finished he withdrew from Uncanny and left her there quivering on the floor as if she were no more important than a discarded piece of tissue paper. Which was really all she was to him. What any mare was to any Caribou, and most stallions.

But not Gilded? I thought.

My own confused feelings towards my captor, my master, my… whatever he was, were only emphasized by the scene before me. To Brant I and Uncanny were just pieces of tissue paper to cum into and discard. For Gilded, both myself and in some ways perhaps Uncanny Valley and the other maids… we were valued property. Valued. I didn’t think, ethically, it should have made any kind of difference in how I viewed Gilded. Property was property. That’s what I told him when he’d first taken me. That no matter how well he treated me, no matter how precious I was to him, as long as I was property I would never be his…

…that I could never love him.

But it was a stark contrast, all the same, the way Brant used us, then turned away as if we no longer mattered. He nodded to Padlock, “Do pass along my invitation. The party is two weeks from tomorrow. Hm, in fact inform him that I’d like to see that black collared cunt there at the party, and for her to be properly trained to serve her betters at the party. Gilded needs the practice, I think, in keeping his mares in check.”

“I’ll ensure Lord Gilded is informed,” Padlock said with a bow, and he escorted Brant from the manor, only pausing once to glance back at me and Uncanny.

“Clean yourselves up. Uncanny, I expect to see you back to work!”

“Mmmrrrrr, yes master Padlock!” Uncanny said, still laying on the floor, fingering her gaping, cum drenched pussy.

I merely nodded, “Yes… master Padlock.”

I gathered Uncanny up and had to nearly drag her back into the hall, where my cello in its case had been left behind. My hands were shaking as I picked up the case, straining under the weight of both it and Uncanny. I knew I’d gotten lucky. Brant could have done far worse to me than a little forced fellato. But I was afraid of what would happen at the party two weeks from now. I got the impression Brant would fully intent to test me on my obedience, and with two weeks he’d have plenty of time to devise various humiliating possible ways to test me.

And Vinyl Scratch would be there. I didn’t know if I could stand seeing her again. To see her reveling in serving the Caribou and the stallions as a red collar… it’d been horrible before, I couldn’t imagine it being any better now. Yet despite that was a part of me hopeful? Despite Vinyl’s complete turning to the Caribou’s ways there was a corner of my heart that still cared for her. That might make it all worse, though.

Uncanny groaned as I helped her down the hall towards the pens, her eyes still glazed over with pleasure and her legs so shaky they barely held her weight. I looked at her with a mixture of contempt and concern. I couldn’t stand her eager nature, but she was such an upbeat and kind soul it was hard not to worry about her. In a way her eagerly throwing herself at Brant had spared me the worst of the Caribou’s attention.

“How has this become my life?” I wondered to myself.

“I don’t know, you seem to enjoy it from what I’ve been seeing,” came a voice from behind me and I turned to see Lightning Dust coming around the corner of a side hallway.

The pegasus mare was naked, but walked like it didn’t matter, her every movement showing confidence and a overbearing sense of self assurance. She crossed her arms firmly under her breasts and looked me and Uncanny over with a look of wry amusement.

“I mean, you sucked off that Caribou so well I figured you had to have been enjoying it. Almost as much as that red collared bitch there.”

I frowned, setting Uncanny down gently against the wall as I turned to face Lightning Dust fully. I met her sharp eyes, holding my chin up, “I assure you I took no pleasure from that. I merely did as I had to in order to keep myself safe.”

“Right, and that’s all that matters to you? Staying safe? Pleasing our mutual ‘master’ so you get patted on the head and told you’re a good doggy? Pathetic.”

A felt heat rising in my chest, and I fought to keep my face passive and calm, to maintain my air of refined composure. I had no intention of letting this lout of a mare get to me.

“Correct me if I’m wrong but have you not also been pleasing Gilded on a daily basis? We’re both in the same situation.”

“Oh, sure, me and the pencil dick bump rumps, the same as you. The difference is I give as good as I get, and force the fucker to work for his satisfaction. I don’t do what he tells me, not until he resorts to those fucking toys of his. And the sick fuck likes it that way, but whatever, as long as I get what I want from him I don’t give two shits if he thinks he can ‘train’ me. You, though? He’s already got you paper trained like a good bitch. You might act all indignant in bed with him but I’ve heard you two go at it. You’re moaning and screaming as much as this red collar screamed with the Caribou. Face it Octavia, you’re a red collar. You like getting fucked like some piece of quivering meat. You just try to act like some dignified mare, but under that you’re just a slut.”

I didn’t realize it, but my hand was clutching the handle on my cello case so hard it was starting to hurt. I had a mental image of smashing the case square into Lightning Dust’s smirking face, but I pushed the thought away. I was not a brute, or a thug, or some unrefined mare who lacked self control. I smiled at Lightning Dust, a thin smile, but a smile.

“Say what you will, but I am no more willing to lay with Gilded than you purport to be. But I will not make my life harder by fighting what at the moment can’t be fought. I will face this situation, as I have since the Caribou arrived, with the poise and good grace of a proper Canterlot mare. If the Caribou can’t break me of that dignity then you certainly won’t with your foalish taunts.”

I turned from her and went to Uncanny, slipping one of her arms around my shoulder, but she simply shook her head, “I’m good. I can walk. Whoooo, that Caribou really messed me up. Oh, hi miss Lightning Dust! How are you?”

It was as if Uncanny didn’t even notice the tension between me and Lightning Dust as she grinned happily and waved to the pegasus mare. Lightning Dust blinked at her, then shook her head with a disgusted sigh, “Hi, slut, how was the fucking today?”

“Fantastic!” Uncanny said, utterly oblivious to Lighting Dust’s derogatory tone, “Lord Gilded’s Caribou friend really knows how to plough a cunt like me! I can’t wait for him to come back! Oh, he said something about a party didn’t he? I wonder if Lord Gilded will need me to come along? That would be so much fun! So many cocks, it’s a shame I only have the three holes…”

Lightning Dust gave me a look of utter disgust and I just met that look with a challenging glare of my own. No matter how much of a symbol of what was wrong with the world Uncanny might be, I still couldn’t bring myself to hate her. Lightning Dust just snorted at me and started to walk away.

Remembering something Gilded had said earlier I found myself calling after Lightning Dust, “There’s something Gilded wanted me to tell you; next time he expects you to take twice as many!”

That caused her to pause, and for a second I thought I saw her shudder, then she just growled and stalked away, mane bristling, but not looking back.

I smiled and found my steps lighter as I followed Uncanny back to the pens to drop off my cello. I somehow imagined that breakfast, now, might taste a tad bit sweeter.

The rest of the day passed slowly. I ate, practiced a little more with my cello, and explored the manor some more. Uncanny Valley had suggested I try playing my cello for the other maids, but I couldn't bring myself to do so. The maids for the most part still left me uncomfortable, and I doubted I could play well while any of the guards were in there making use of the maids, which was almost always the case. I did use the exercise room for a few hours to work on keeping myself in shape, but left soon after a few of the guards dragged a number of the maids into that room to... make creative use of some of the exercise equipment.

I was wandering the exterior grounds once more, enjoying the sight of the clouds turning various shades of deeper orange and red as the sun started to set, when I heard a commotion by the gates. Curiosity driving me I walked around the side of the manor to look towards the front road, and it was there I saw Gilded directing a crew of porters carrying what looked like a... coffin?

No, not quite. It was sized and shaped like a coffin, but it was made from black iron ans sealed tightly with chains.

Gilded directed the porters to set the iron box down and hand it off to a set of the manor guards, led by Padlock, who spoke quickly and in hushed tones with Gilded. Was Padlock passing along Brant's message, I wondered? Gilded seemed thoughtful as I saw him nod and rub his chin, then he snapped his fingers with a grin and said something to Padlock I couldn't hear, which caused the guard captain to slump his shoulders and nod. I got the impressing Gilded had just given Padlock an order he wasn't thrilled to follow.

Just then Gilded glanced my way and I saw his face light up with a smile. He gestured me over just as the guards were carrying the iron box inside.

"Octavia, my dear, I'm glad you're already here. I'm having Padlock go collect Lightning Dust right now. I want both of you to be there when we get the box open."

"I...see," I said, giving the iron box a concerned look. It was just sized right for a pony to fit inside, and I had a strangely... cold feeling inside me as I looked at it, "What is inside?"

"Not what, my dear, who, "Gilded said with a wide, almost manic grin as he rubbed his hands together, "The proper question is 'who is inside?'. The answer is simple; yours and Lightning Dust's new sister."

Author's Note

One thing I'm learning about writing clop through this story is that its hard as hell to try and think of new ways to put a spin on what is basically the same act. It was fun, though, writing from a different perspective this time. I wanted to do at least one chapter from Octavia's point of view, and I'll probably do one from Lightning Dust and the other mare's at some point, though it'll be back to Gilded's POV for the next chapter. Also happy to bring a Caribou character into this, though you don't get to learn much of anything about Brant this chapter. You'll see more of him later, though. Anyway, hope you folks who are following along with this continue to enjoy things. As always I take all comments and love to hear your thoughts, ideas, and suggestions.

Chapter 4: The Advent of the Do It Yourself Orgy

Chapter 4: The Advent of the Do It Yourself Orgy

I could tell my two mares were both nervous, though Lightning Dust was hiding her emotions under a grimace of perpetual anger. I had a token escort of my most trusted guards with me, including Padlock, who were carrying the iron box. We were on the fourth basement level, the lowest beneath the manor before the actual constructed halls and rooms stopped and natural caverns began. There were vast caverns beneath Canterlot, and my family’s manor was one of a few places where entrances to those depths could be found. But we weren’t going down that far today.

“Who is she?” asked Octavia with an air of forced calm, though I could tell she didn’t like being down in these dry, dark corridors. Part of that was likely because she knew the training room was down here, but the rest I believed had to do with Octavia’s sensitive nature. She could sense my excitement, I was sure, and that made her both worried and curious. I could tell she wanted to fidget but was forcing herself to remain composed.

“Watch your tongue woman!” snapped Padlock, “You still fail to address Lord Gilded as master.”

Octavia looked at Padlock with a stiff nod, squaring her shoulders with dignity but quietly adding, “My apologies, masters. I meant no disrespect.”

“Of course you didn’t,” I said in a jovial tone, “And I’ll simply have to add little extra bits of disciplinary fun to our next coupling. But to your question, my dear, I think its better you be shown rather than have me explain it.”

“Love your fucking theatrics, don’t you?” scoffed Lightning Dust, snickering slightly, “Be surprised if you didn’t have a damned fog machine set up with strobe lights for the big reveal.”

Padlock looked fit to burst at the seams with fury but I leaned towards him and whispered, “Relax, my friend. She seeks to push your buttons as well as mine. Best to ignore her. For now. Perhaps you and the boys might enjoy disciplining her later?”

“Oh, I think we’d enjoy that greatly, my lord. But ignoring her in any capacity is difficult, given if she acted that way when Lord Brant visited today it likely would have landed you in serious trouble. She is far too resistant, and you should work to break her more thoroughly. Of course if you do let me and the other guards have some time with her I’m certain we can... educate her.”

“If she causes me too much trouble, I may do just that,” I said, only partially considering it. I was possessive of my mares, and wasn’t really all that eager to share them. It’d be difficult enough to deal with the upcoming part that Brant had ‘invited’ me to.

For a second a glint of pain crossed my guard captain’s eyes as he whispered, “It is best, my lord, to not be too lenient. The mare’s must learn their place, otherwise the Caribou can be far more cruel in their re-education than you fear to be in your disciplining of them. I do not wish you to go through the same experiences I had to.”

I knew well what Padlock was referring to. Many things changed with the Caribou’s arrival, including the necessary attitudes of stallions towards their females. Even if they were married and very much innocently in love before the Caribou. Padlock was as hard a stallion as the regime required, but only because he’d suffered greatly at first resisting the Caribou’s ways. His wife… well, I knew my friend had my best interests at heart. He was simply doing his duty to try and protect his liege.

I gave him a sincere smile and said, “Fear not. I know I must train them well before the party Brant ‘invited’ me to. They will not disappoint me. You underestimate both these mares and my own methods.”

Padlock grimaced, “I hope not, my lord. And I must confess I’m concerned about this latest acquisition of yours. The danger-“

“Is taken into consideration,” I cut him off, “Rest assured I would not be taking this risk if I did not feel it was a bet I had hedged in my favor. Besides, I’m not awakening her today. Much must be prepared first. But I must see her in the flesh. I simply cannot wait.”

“You really can be quite immature, my lord. No offense.”

“None taken,” I said with a grin.

Our whispered conversation ended and we arrived at a set of thick metal doors, inlaid with intricate runes alone its edges, and a magic circle in the center. The circle was a lock only my own magic could unlock, and my horn glowed to pass over the circle, inputting the arcane passcode that would temporarily disable the powerful wards etched into the door. The runes along the edge flashed as the circle in the center vanished, and the metal door slide down into a groove in the floor, allowing passage into the room beyond. This room was a lavishly decorated dome shaped chamber, with soft rugs covering the floors in deep shades of green. Mirrors were spaced evenly along the walls, with a sizable vanity mirror directly across from the door, just beyond a huge heart shaped bed draped in silk sheets a lighter green than the carpets.

“Nice digs,” Lightning Dust said, “This bitch gets a pretty nice room for just being another one of your baby making fuck toys.”

I chuckled dryly, directing the guards to gently set the iron box down at the foot of the bed, “Do not be jealous. Or do. The expression is becoming on your face. However this… mare, we’ll call her, is a rather special case. Her accommodations, as well as the very methods I’ll use to ‘train’ her must be different than what I would use for ponies such as yourself and Octavia. There are, how shall we say, complications that this mare will present that no other mare can.”

“Sounds like a lot of horseapples to me,” said Lightning Dust, shrugging her shoulders and leaning against the wall with her arms folded beneath her pert breasts, trying to look disinterested with this whole affair. She really was cute when she was jealous.

Octavia still remained equal parts curious and concerned as she slowly walked up next to me, peering at the iron box with worry making lines beneath her eyes. Rather without thinking about it I put a comforting arm around her soft shoulders and pulled her to my side. The warmth of her body pressed through my clothes and I could feel her heart beating in her chest. I sighed in contentment, squeezing her tighter against me. She looked startled for a second, her body stiffening, and she looked at me with a mixture of confusion, distaste, and… grudging acceptance. I enjoyed the conflicting emotions swimming in her eyes.

I smiled at her, then turned to my guards.

“Open it,” I told them, and they quickly went about the work of removing the chains that held the metallic case closed. Padlock did the honors of lifting away the lid and setting it aside, exposing the ‘mare’ within.

Lightning Dust blinked, clearly not recognizing the mare in the box, “The fuck is she supposed to be?”

I could feel Octavia trembling suddenly in my arm, though whether in fear, or outrage, it was hard to tell. Her face was both filled with panic and rage, her eyes flashing with a mixture of disbelief and anger that was quite fetching to see.

“You’re insane!” she said, voice almost a hiss despite her tightly controlled composure and cultured voice, “You couldn’t have… how did you even… are you mad!?”

“What?” I said, innocently as I gestured at the box, “She’s quite sedated at the moment. She couldn’t harm a fly in her current condition.”

“But she’s…” Octavia just shook her head, “She’s the Queen of the Changelings!”

“I believe her proper name is Chrysalis,” I said casually.

Chrysalis, otherwise known to many who’d been in Canterlot during her famous invasion during the Royal Wedding of Shining Armor and Princess Cadence as ‘The Queen of the Changelings’, was laying perfectly still inside the confines of the iron box she’d arrived in. Her pure black chitin glistened with a smooth, gossamer finish that left me eager to test it. How pliant was her ‘skin’ I wondered? Would she feel like a normal mare, or would she have an altogether different and alien texture to her? Would her voluptuous body be warm, or would those smooth curves be cold to the touch?

Her face was serene looking in the drug induced sleep she was currently enjoying. Strong, powerful features that radiated a regal splendor, as fantastic as I remembered it from her attack on the wedding. I’d been there, of course. One of Canterlot’s more prominent nobles would of course attend such a grand event. It’d been dreadfully boring, until this magnificent creature had arrived to crash the party with her brood of insect-like children. I’d been enamored with her ever since, entranced by her otherworldly beauty and presence. I’d gone well out of my way to track her and learn more of her even before the Caribou had taken Equestria for their own. Consequently the Caribou’s domination of the land had made my search for Chrysalis quite a bit easier, as the Changelings had tried, and failed, to form an alliance with the Caribou. No society that maintained an active queen-figure after all, and was required to by biological necessity, would last long under Caribou scrutiny.

I stood as enchanted and lust filled as the day I first beheld this creature in the palace of Canterlot. Her perfectly formed body was proportioned in only the way a being designed to be an ideal sex partner could be. She had the long, tall proportions of the Royal Sisters themselves, with curvaceous legs and arms, whose forms was only enhanced by the enticingly alien holes that appeared across her limbs.

Unfortunately her proud, regal horn had been removed by the Caribou who’d captured her, but she still held her strange, dainty crown, and her vast, voluminous mane of sea green splendor. Her breasts were ideally sized, large without being ludicrous, with perky nipples I was amused to see were a bright shade of jade green that matched the section of her middle that was covered in a similar gossamer carapace.

I feel not a whit of shame to admit I was hard just looking upon her still, sleeping form.

Octavia was still shaking beside me, her eyes looking between me and the sleeping Changeling Queen with wide disbelief, “Gilded Cage, you cannot think to make this… this creature one of your pet mares!”

“Why not?” I asked with a small chuckle, “Powerful though she may be, without her horn she lacks the basic means to access that power.”

“Do you know that for certain?” Octavia asked, strength entering her voice as she looked at me with the kind of frank questioning that I knew no stallion would ever allow from one of his mares, but for me was like a spicy seasoning on my desire. “Do you know she cannot change her form, or use any magic, without her horn? She’s not a unicorn! She’s a… a monster! There’s no telling what she’s capable of! Why would you even want her? Isn’t your purpose to preserve talents?”

“Indeed it is,” I said, running a finger across Octavia’s chin, leaning towards her so that our lips were nearly touching, “Talent, and anything I consider rare and unusual. What could be more rare and unusual than the Changeling race? It has been hunted by the Caribou to the point of being in tatters, and its Queen was to be tossed aside as mere trash. I couldn’t pass up the chance to do something about that. To offer a way for this mare to preserve her race.”

Octavia shuddered, looking away from me with a grimace twisting her gorgeous features, “You can’t be serious. She’s not even a pony.”

“Ponykind is a debatable quality,” I replied simply, “Regardless, I am serious. Oh, don’t fret, I won’t be taking this mare lightly. I understand that even without her power she poses a danger. I have no intention of awakening her until such time as I am confident I have stacked the deck in my favor enough to take firm control of her.”

“Control?” Octavia shook her head, “I don’t know, Gilded. This seems like madness to me. She’s too dangerous. What she did in Canterlot…”

“No worse than what the Caribou have done,” I said, shrugging, “Less so, considering the Queen’s invasion failed utterly, and only provided a day’s inconvenience to the ponies of Canterlot. Compare that to the Caribou’s quite successful takeover and complete reconstruction of our society and really, this mare is practically innocent by comparison.”

“How’d you even get her here?” asked Lightning Dust, finally speaking up. She didn’t look anywhere near as concerned as Octavia, or disgusted either. Instead the athletic pegasus had her arms crossed under her breasts and was looking at me with faint bemusement, “Figure a bitch like this would have to be pretty high on those Caribou cocksucker’s priority list if she’s some high flying Queen or whatever.”

“Ah,” I chuckled, “Padlock, would you like to explain this one?”

“No particularly, my lord. I’d rather teach this mouthy cunt some proper respect,” said Padlock sourly, “But I shall explain, if you wish.”

He turned a glare towards Lightning Dust, who met it with an arrogant stare of her own. I really did need to “help” her understand the need to control her rebellious streak. It was well enough when we were outside of the view of the Caribou, but it just wouldn’t do if she continued to act this way all the time.

The pool… yes, I would use the pool on her today. On both of my lovely mares. I grinned in anticipation as Padlock began to speak.

“The Caribou captured Queen Chrysalis and treated her as any other female deserves, regardless of species. The problem was that she proved all but impossible to train using conventional methods, and her brood remained a threat even with their Queen captured. Eventually the Caribou resorted to using their most extreme methods to try to alter the Queen’s mind to suit the proper way a female should be… but she resisted even having her mind reprogrammed using magic. In short, she was a female who was biologically unable to act as a female should under Caribou law. Such a creature was deemed worthless, and sent to a disposal site to be gotten rid of. That was where we come in. Lord Gilded had assigned several spies to watching much of the Caribou’s disposal activities on the chance a mare who has talents he wishes would be slated for disposal. When those spies reported Queen Chrysalis herself would be transported to the site we intervened covertly.”

“Covertly? As in you stole her?” Octavia asked, looking at me with a strange expression. I couldn’t tell if she was aghast at my audacity, or impressed with my willingness to defy Caribou law. I hoped she didn’t misunderstand. I had no interest in rebelling against King Dainn, nor was I a “mare sympathizer” seeking to free mares from their fate. I was acting purely for my own interests in specific mares, and Queen Chrysalis just happened to be one of the top prizes I’d been seeking. I had merely seen an opportunity and seized it, illegal or not.

“I suppose that’s one way to put it,” I told Octavia, “I employ many skilled stallions beyond my mere manor guard. Some of them worked in the field of, how shall I say… clandestine operations? The Caribou are, if anything, somewhat lax in some of their security measures, especially when dealing with mares they believe they have no more use for. It wasn’t easy but those who serve me successfully intercepted the group that was transporting the Queen and took her under the guise of a ‘rebel attack’. There’s nothing to trace it to me. Even this iron box is not what she was originally moved in, and anypony who may have seen it moving through the city would not know who or what was inside.”

“And if the Caribou come calling, wanting to take a peek around?” asked Lighting Dust, looking at me with level stare, “I don’t plan on sinking with you, Gilded, if you get your ass in trouble with those fucks.”

I laughed, “Oh ye of such little faith. Trust me, while the Caribou’s magic is mighty in war, they lack certain skills in the more subtle arts. This chamber will be warded well beyond what was recently in place, and hidden by the best magics my considerable rescources can afford. Not to mention I have something of a... let’s say a ‘specialist’ in the area of concealment. The Caribou are not likely to ever realize Chrysalis is here.”

I turned to Padlock, “Speaking of which, I leave the rest of the Queen’s care in the capable hands of you and your wife. I trust she is ready to begin preparations?”

Padlock grimaced, probably because he didn’t like me openly discussing his wife in front of other mares, but I wanted to remind him that I might require her presence in training my mares soon, and he needed to be prepared for that. Midnight Shadow was just a female, true, but she possessed skills that were useful that had not been destroyed by what her forced training under the Caribou, and later Padlock, had done to her mind.

Some purple collars were mad beyond use, but others were so mad that they somehow came full circle back to nearly being sane. Which made them dangerous, but potentially useful. Midnight Shadow was such a mare. When she was lucid, she was quite handy to have around. When she wasn’t… well, Padlock handled her well enough. Perhaps the only stallion who could.

“She should be. And if not, I will ensure she is. What will you be doing in the meantime, if I may ask?” Padlock said as he bowed curtly.

I turned my eyes towards Octavia and Lightning Dust, enjoying the look of their naked bodies and feeling the stirrings of my lust heating me. My smile was wide as I said, “Its time I’d say for some intensive training for my beautiful mares. Lord Brant has invited us to a grand event, after all, and I’d hate to disappoint him. Come Octavia, Lightning Dust, follow me.”

I left Padlock and the other guards to deal with preparing Queen Chrysalis for our eventual meeting. I did give the Queen a last fond look, greatly looking forward to when I could speak to her… properly. But I would not play favorites! Every mare I acquired I would treat as equal treasures, and for now all of my attention needed to be turned towards training Octavia and Lightning Dust for the big party in two weeks.

“Um, master Gilded, what is this?” Octavia asked in a cute, bewildered tone as she looked around the chamber I’d taken her and Lightning Dust to.

“Not the fetish room you usually fuck us in,” Lightning Dust commented, glancing around curiously, but with her usual surly stance.

The chamber was a pool room, with marble pillars lining the walls around a wide rectangular pool. The chamber was underground, in the first floor of the basement, its ceiling slightly curved and made of metal tiles that shone with faint light. I grinned, my horn glowing as I activated a few runes placed conveniently on the side of the wall next to the doors. Suddenly the temperature warmed and the ceiling flashed, changing to appear like a realistic illusion of a blue summer sky.

Other enchantments created a stirring breeze and the scent of the ocean as the space between the pillars also became cloaked in illusion, now making the pool look as if it were situated upon a fine wood deck just along a beach of yellow sand and a glittering blue ocean.

Octavia’s jaw dropped, her expression making me smile as she said, “Just how much gold bits have you spent on toys like this?”

“Me?” I chuckled, “This room is thanks to the work of my grandfather, actually. A gift to his wife who so loved to swim, but was terribly shy of going outside. So he decided to bring the beauty of the outside world to her instead, commission this enchanted room.”

“Adorable,” Lightning Dust muttered, “So what’s the schitck this time? You going to try fucking us in the water or something? Tried that once, back during a cross country race. Not as fun as you’d think. Water is a shit lubricant.”

“Oh I know. The pool has a different purpose, though we may use it for some fun in a minute. You see, while this room was built by my grandfather, I altered the pool a few years ago after discovering rumors of a most unusual natural pool in the Everfree Forest. The water of that pool had some fascinating magical properties, and I had some of the water transported here where the enchantment was successfully replicated.”

“What enchantment?” asked Octavia, approaching the pool with small steps filled with trepidation.

I placed a comforting hand on her shoulder and motioned for her to step back, “Watch, and you’ll see.”

She stepped back, joined by Lightning Dust who, despite her grimacing visage, was unable to hide her own curiosity.

I quickly and smoothly undressed, letting the mares take in the sight of my naked form as I stretched. I laughed at Octavia’s still faintly bashful look and reddened face, and even more at Lightning Dust’s exasperated eye roll. I then took my first step onto the marble steps leading to the shallowest end of the pool. The water shimmered as my foot touched it. With a confident grin I began to speak, not to the mares, but to the pool itself.

“And gazing upon his form he felt quite proud

Seeking another similarly endowed

And in so doing he openly vowed

That he did not fear being one of a crowd”

With each verse of the chant I had stepped deeper into the pool, until it seemed to swallow me. A cool wash of water and the tingle of magic filled my senses and before I could blink I was stepping out of the pool as if my legs had carried me around in an instant. And now, standing beside me, was another Gilded Cage. A stallion who shared my same fine brown coat, sandy blonde mane and tail, and even the same cutie mark of an elegant gold cage. He was my copy in every way, even sharing my eager, cocky smile as he glanced between me and the two mares who were staring at us agape.

“Well hello there,” the other me said, “Seems there’s two incredibly gorgeous mares here, but only two of us. It somehow doesn’t’ feel enough, don’t you think Gilded?”

“Why of course Gilded,” I said, “Perhaps we should get a for more to help us take care of these mares? I do hope to train them thoroughly, and they can be such a handful.”

He made an ‘after you’ gesture, to which I bowed to him slightly and then we both turned to the pool, both of us repeating the verse and stepping into the pool.

The clones created by the ‘Mirror Pool’ were not perfect in all senses. They had my basic memories, the core of my personality, and almost every physical attribute. But they were not living things in the true sense of the term. They could act and make decisions, but only within a limited set o desires borrowed from me. I had a spell to easily identify a clone and sent them back to the pool when needed, though that wasn’t often needed. I had made adjustments to my own Mirror Pool that refined the water from the original pond in the Everfree Forest to make the clones more malleable to my orders, making them subservient to me as the ‘original’. There were other adjustments as well, which I thought I might one day show the mares, but not today.

Today, four Gildeds should be enough, and no need to change gender or adjust size or species. Didn’t want to overwhelm Octavia and Lightning Dust.

“W-what manner of magic is this?” Octavia asked, her deep violet eyes saucer wide as she took in the sight of four naked Gilded Cages.

The Gilded to my left chuckled dryly while licking his lips, “The best kind of magic, my dear Octavia. Magic that makes enjoying the pleasures of the flesh all the more interesting!”

Lightning Dust seemed to be recovering faster than Octavia from her shock and had even taken a step back, but seeming irritated with herself for showing any kind of fear she instead stepped forward, placing her hands on her hips with a brazen look on her face, “Guess you would have to multiply yourself to be able to keep up with me. Maybe four of your dicks might be equivalent to one decent cock. So which one of you is even the real one?”

I stepped towards her, cupping her chin with one hand, which she resisted, but only enough to show defiance, and not tear from my grip.

“That would be me. The original pool had quirks that made telling a clone from the original problematic, but I’ve ensured to remove those issues. These copies obey my command.”

“That we do, though I hope you’ll at least let us have some leeway in having some fun before you send us back to the pool,” said one of the clones, already moving towards Octavia with his cock straightening out in front of him. He wrapped her up in a tight embrace, and she didn’t resist though she looked confused as the clone kissed her. Then she seemed to relax slightly as his hands began to heavily massage her breasts. She managed to break away from the kiss to look at me with questioning eyes.

“They are in all ways me,” I told her, “At least in the ways that matter for what we are about to do.”

“What would that be?” she asked, making a soft moan she was clearly trying to hold in as the clone turned his lips towards her neck, and another of the clones slid behind her, one hand squeezing the gray softness of her ass and the other slipping around to her front to press two, then three fingers into the moistening depths of her marehood.

“The party in two weeks will be a challenge for you both,” told the mares simply, idly using my own hands to start slowly exploring the firm, taut muscles in Lightning Dust’s back. As always she stiffened as my hands brushed past the cloth coverings of her plucked wings, “You’ll be expected to entertain guests and to behave properly, black collars or no. So I must ensure you’re prepared to do so, to take whatever the Caribou and my fellow stallions will do there to test you.”

I made a show of slowly winding my fingers around Lightning Dust’s firm asscheeks as the fourth clone walked behind her. My clone and I shared a grin and wink as I spread Lightning Dust’s cheeks, “So tonight I will push you both to the limits of your body’s endurance.”

At that moment my clones and I began in earnest.

The clone behind Lightning Dust aimed his cock well and with no warning shoved the hard member straight into her exposed anus. The pegasus mare gave half a shout and half a groan as the clone’s cock buried itself into her and she bucked on instinct, but I held her fast, pulling her arms above her head.

“You need to learn to use your mouth,” I told her simply, bending her down so that her face was inches from my own shaft, which was pulsing and twitching with the blood that made it rock stiff.

“F-fuck, you asshole!” she said, “You’re doing this shit too fast.”

“The Caribou will give you no breathing room, and tonight, neither will I. Your mouth, now,” I told her firmly, “Or do you not wish to ever taste the sky again?”

Her fierce eyes glared at me, sending a heated thrill through me. Almost with a mocking look, only somewhat hampered by the redness of her cheeks and the grunts that issued from her as my clone thrust with strong, hard pumps into her ass, she began to lick up and down my length. Her rough, wet tongue sent little shivers of pleasure through me, and I kept hold of her hands with one of my own while I sent the other down to run through her wild, tangled orange and yellow mane, so different from Octavia’s silky black strands.

Octavia’s moans also reached me and I looked to see that the other clones had her sandwiched between them. One was smoothly pounding into her pussy with long, drawn out thrusts, bringing his cock out to the very edge of his tip, almost to the point of popping free of her soaking lips, only to slide it’s slick length back inside with a slow, almost gentle push until it was hilted inside her. The clones had all my of memories, hence this clone knew to be gentle with a mare who was carrying my foal inside her womb. It would not be a problem at the party, either. She would have to perform sexual acts, to the point of exhaustion, but no Caribou would dare harm a pregnant mare or endanger an unborn foal.

That, of course, only applied to her pussy. The clone behind her was being much faster in his thrusts into Octavia’s plump ass, and the smacking sound each time his hips hit her large round cheeks echoed across the chamber. I marveled at the ripples of flesh from each smack, licking my lips in anticipation for when I’d switch over to Octavia, but for now my attention had to be Lightning Dust.

“G-Gilded!” Octavia cried, “Aaah, mmm, will this party be d-d-daaangerous?”

I couldn’t help but laugh, despite the grim question. Leave it to my Octavia to focus on practical matters even while taking it in both holes. I grabbed Lightning Dust’s mane more roughly, almost shoving her mouth upon my shaft, and with an irritated growl she began to suck in earnest, the warmth of her mouth and throat enveloping my cock and leaving me panting lightly. My clone was grunting now too, his hands firmly gripped around Lightning Dust’s hips as his cock continued to rapidly piston within her, the meaty wet smacks joining with the sounds coming from Octavia like a chorus of flesh.

“As dangerous as any interaction with the Caribou might be,” I said, increasing the tempo of my own slight thrusts to match the rhythm of my clone’s thrusts into Lightning Dust’s ask, our ‘spit-roast’ finding a tempo that left the pegasus little time to breath or do anything other than grunt and moan between us, “As long as you behave as a female should then there is nothing to fear. Even small breaches of etiquette should not cause much trouble. But it must be made clear that you are my mares and that I am training you properly, despite your black collars. A worst case scenario could lead to you being taken from me permanently to put with another owner, or at least taken for punishment. You remember what Caribou punishments are like, yes?”

Octavia made a whimpering sound that I couldn’t tell if it was from fear, a bad memory, or the continued pounding of my clones into her from front and back. I felt the first twinges of release beginning inside my own shaft and felt no need to draw things out. I had sufficient stamina for many more and this was just the warm up.

I burst inside Lightning Dust’s mouth without warning, wanting to see how she’d react. As expected she gagged as my seed shot into her mouth and throat, pulses of ecxtasy making me grunt in satisfaction as I held her head firmly to ensure she tasted all of it. My clone was not far behind, making one hard thrust that buried his cock to the very hilt as he sighed. Before long I saw a few white strands of cum dripping from behind Lighting Dust, and my clone withdrew to let even more of the stuff ooze from her anus.

Withdrawing my own cock from her mouth Lightning Dust coughed and wiped at her mouth, spitting, “Ugh! You fucker! Tell me when you’re about to do that!”

“Why? The Caribou will not. Nor will any stallion you must pleasure at the party. This is training. You must be ready to take anything, swallow anything, endure anything, and do so in a manner that doesn’t enrage the guests. Your black collar will provide little armor. Many might seek to break you and I will be able to only do so much to stop it,” I told her with a hard tone.

She grit her teeth, almost snarling at me, but I could tell she understood as she looked away, puffing out her cheeks in a way that was oddly childish and adorable at the same time, “Whatever.”

The clones with Octavia had reached a crescendo of their own efforts, Octavia’s legs wrapped firmly around the hips of the Gilded clone pumping into her from the front, his own mouth licking and sucking upon her jiggling breasts. The clone behind her was nibbling upon one of her ears as he kept up his own hard thrusts, and for a few seconds I just admired the view of my clone’s cocks moving in unison into the dripping holes of that perfect mare. Her lithe, gray body was slick with sweat at this point and her elegant cheeks blushing cherry red. Her eyes weren’t focused, their violet beauty swimming in pleasure. Her mouth was cracked open in a now near constant moan, drawing in breath only to let out more pleasured noise.

Both clones came at the same instant as Octavia too reached her first orgasm. A splash of marecum splattered across the floor alongside twin pools of seed as my clones pumped her holes full. The seed of the clones was an excellent approximation o the real thing, though it lacked the potency to create offspring. They were effectively sterile. A good thing, given that in the early days of my experimentation with the pool, before ‘d managed to get the clones under control, a number had gotten loose and… made quite a mess with the maids.

Padlock had been quite irate with me that day.

“All right gentlemen,” I said, clapping my hands, “Let us switch things up.”

Both mares were set down to catch their breaths for a few seconds as my clones and I conferred briefly.

“Gentlemen, now that the warm up is done I suggest we turn things up a notch and ensure… mutual participation from these delicious mares, agreed?” I asked, knowing full well my clones would not object to anything I suggested, but I was enjoying putting on a little show for the mares. Octavia was still catching her breath, chest heaving, as she blinked at the four Gildeds in front of her with an enchanting mix of desire and shame on her face, as if she couldn’t quite believe what was happening or that, perhaps, she was taking some pleasure in it. Lightning Dust’s expression was as unmasked as ever in its naked scorn, even as she blushed.

“Hmm, yes,” said one of my clones, “Perhaps two on the sides, and two from behind, while they enjoy each other at the same time?”

“Capital notion,” I said, turning to the mares, “But first let’s get them to ease into each other, as it were.”

“Um, Gilded… master, what are you planning now?” Octavia asked, rising to stand, but I held a hand out to indicate she should remain on the floor.

“Only that the two of you have been acting apart since I’ve acquired you, but that just won’t do in the long run. The two o you are as family now, a part of my family, and as such I think you should learn to enjoy each other as much as I enjoy you. Indeed, won’t be letting either one o you mares rest tonight until you’ve each made the other reach climax at least once.”

“Hey! Hold on a sec, I don’t even like mares!” growled Lightning Dust, pointing a finger at Octavia, “And even if I did, she’s so far from my type she might as well be a fucking Caribou!”

“Opinion noted,” I said with a smug tone and smile that said exactly how much I was taking that opinion into consideration as I approached Lightning Dust, pointedly running a hand over the covers of her wings, “But I do so hate to think that that two of you can’t get along, and it’d be so much harder to fulfill my part of our bargain if I thought you weren’t giving this your all.”

Lightning Dust’s eyes were practical liquid fire as she reached up to grab my hand. It was the kind of move no Caribou or really any other stallion in Equestria these days would likely allow, but I just smiled more deeply at her. She squeezed my hand just hard enough to hurt a bit, perhaps to emphasize the difference in strength between us, but Lightning Dust didn’t display that bravado for more than a moment before saying in a level tone, “I remember our deal, and seem to recall it was for a brat, not for hot mare on mare action, but whatever, I’ll slob this bitch’s slit if it’ll get you from acting like such a pretentious fucker for ten minutes.”

I scratched under her chin, to which she just glared at me as I said, “Good girl. Now, let’s get started. Octavia…?”

With a start Octavia looked at me, and I realized she’d been starring at Lightning Dust’s body while I’d been talking to the pegasus. I felt an instant of satisfaction as I concluded that while these two mares might not get along yet, at least one of them found the other attractive.

“Yes, Gilded?” she said, trying to maintain an air of calm and dignity despite the fact that she still had seed from my clones seeping from both her holes, her hands clasped calmly on her lap as she sat on her knees. I knelt down behind Lightning Dust and with smooth motions slipped one hand across her tight abdomen while the other went to the lips of her marehood, and while Lightning Dust made a little grunt of irritation she didn’t stop me as I used my fingers to spread her lips and display the pink folds within to Octavia.

“Come here,” I told her with a commanding if not unkind tone, pulling Lightning Dust back so she was laying backwards on my lap, legs spread forward. At a nod my clones moved, taking up positions to either side of Lightning Dust, while the last one joined me behind her. I knew I wouldn’t have to tell them what to do. They would understand the arrangement. They were me, after all.

Octavia visibly gulped, and with a great aura of self control slowly and daintily scooted towards us. Lightning Dust scoffed.

“Just get your gray ass over here and stop trying to act like you’re at a damned tea party!” the pegasus said harsly, and in response to that I gave her a playful swat on the head while pinching one of her nipples hard, to which she cried out sharply.

“Now, now, behave,” I told her, and licked her ear, slowly biting it, “Or I will start to administer… punishments.”

“Ugh… like I care…” Lightning Dust said as she grit her teeth, feeling that the tip of my already hard again shaft was pressing firmly between her asscheeks, aiming for her recently loosened anus.

Octavia, now sitting still on her knees and right in front of Lightning Dust’s spread legs, was very pointedly trying not to look at the other mare’s exposed pussy while looking to me, “Gilded-“

“Master Gilded,” I corrected, firm but not harshly, “You will need to call me that at the party, otherwise problems will arise. Both of you will need to learn this, and I will become harsher if need be to instill this.”

Octavia closed her eyes, took a deep breath, and then opened them again and said, “Master Gilded, I will do as asked, but I must still state, for my own conscience, that I am not comfortable forcing this upon Lightning Dust if she does not desire mares.”

“Hah!” Lightning Dust laughed, “You’ll help him rape me to impregnate me with his stupid ass brat but oh you got to protest the idea of eating me out? Bitch, get your mouth down there and start licking before I-aaaahg! Gilded! You bastard!”

“I object to that insult,” I said with a smile as I shoved with one hard thrust to work my cock into the tight warmth of Lightning Dust’s ass, “I am well versed on my lineage. I can trace my bloodline almost back to Platinum’s brood. Mmm, now, do be quiet for once and don’t forget to service all of us.”

At that my clones moved forward, all their cocks hard and pointed straight at Lightning Dust. The pegasus looked a tad panicked for a second before she seemed to grasp just what was expected of her, and with a resigned scowl she got to work. One hand of hers went to the shafts of the clones on the side, while I bent her back far enough that she was laying on top of me as I found my rythem , hands now firmly grasped on her hips as I pumped deeper into her heated rear hole. This left enough room for my last clone to bend forward over her so that Lightning Dust’s mouth was position to start sucking upon the fourth clone’s cock, which she did with a begrudging slowness. My clone’s response was to shove harder and nearly force the mare to gag, shaft working in and out of her throat. I got a near perfect view of Lightning Dust’s eyes as she glared at me, her mouth making wet slurping sounds as it was fucked by my clone.

Then Octavia began as well. I couldn’t see so well from my position, but I could tell from Lightning Dust’s reactions what was happening. Lighting Dust’s whole body shuddered in my arms, and her throat made a delightfully deep and pleased purr as I heard a moist sucking sound stemming from the mare’s nethers. Octavia was making a few soft moans as well and seemed to be enjoying herself as she explored Lightning Dust’s marehood, and I could see Octavia’s gray, smoky hands roving across Lightning Dust’s body. Octavia’s hands danced and swam over the other mare’s skin, delicately caressing and squeezing in a way that showed she was no stranger to exploring the body of another mare. I could barely glimpse Octavia’s head, her eyes closed in concentration and pleasure, as she moved her head in circular motions, using both her muzzle and tongue at once to push, lick, and flick Lightning Dust.

“No slowing down,” one of my clones said as Lightning Dust’s hands seemed to forget what she was doing, no longer stroking his cock as fast as before, “You’re getting distracted there, aren’t you?”

I chuckled, increasing the rate of my own thrusts. Lightning Dust’s pussy may have been tight in a way few I’d encountered was, but her ass was on a entirely different level. A vise was not remotely close to the right term. It took almost all my strength to keep thrusting into her and could only really get half my length inside. Each thrust was like having the hot, greased hands of a professional masseuse working my shaft.

Lightning Dust jerked in my grasp, deep tremors running up and down her back, and from her strangled cry I knew the pegasus had climaxed. That didn’t slow any of us down, however, neither myself, my clones, nor Octavia. Hearing Lightning Dust’s cry, smelling the deep, sharp musk of her marecum splashing out, only spurred us all onward. The clones on the side both leaned down as Lightning Dust continued to caress and swiftly jerk them off. One started to lick and suck upon her breasts, while the other went further down, licking down Lightning Dust’s stomach until he joined Octavia at the pegasus’ pussy. Octavia, face wet from the splash of Lighting Dust’s cum, was blushing so brightly that she could possibly had lit up a dark room, but her eyes were now lidded with lust and when she saw my clone so close to her face she didn’t hesitate to lean forward and kiss him.

Let me tell you, it’s a strange feeling to be envious of yourself, but I certainly felt jealous of my clone as he and Octavia shared a hard, passionate kiss while both of the started to finger Lightning Dust’s pussy together. When Octavia broke the kiss, a long line of saliva dripping from between her and my clone, she looked away with an adorably embarrassed expression.

“I… um, are you enjoying yourself, Lightning Dust?” Octavia asked.

I grinned, “I think she’s a tad too occupied to respond, but I’m certain you can tell the answer to your own question, my dear.”

Octavia somehow managed to still look a shade indignant as she was fingering another mare, “It’s only polite to confirm these things verbally, master Gilded! I swear, stallions never understand the importance of communication!”

“And some mares forget that the best kind of communication is nonverbal,” said the clone that’d kissed her while he grunted, eyes closing in pleasure as Lightning Dust’s hands reached a speedy crescendo upon his shaft.

Moments later my clones began to finish, two of them spraying strands of sticky seed across Lightning Dust’s body, one focusing upon her breasts to coat the with lines of white. The third finished as well, choosing to pull out and spray the pegasus’ face with a point blank blast of cum that splattered across her muzzle and mane. Lightning Dust, her throat now free, drew in a quick breath, and promptly started to let out a quick series of pleasured grunts in time with my own thrusts into her ass.

“F-f-fuccck! You’d better, ggguh, better fucking finish! My ass ain’t designed for this!”

“Say what you will but this feels quite good on my end,” I said, caressing the surprising softness of her face and turning it towards me, “And from the sound of things you’re enjoying this as well.”

“L-like hell I am. Fuck…!”

“You really do have a limited vocabulary, don’t you?” I said, pushing myself to reach a rapid series of thrusts that slapped into Lightning Dust’s ass with a near constant sound of clapping flesh.

“So the fuck whaaagggggg…” Lightning Dust unashamedly cried out, her tongue lolling to the side as she came once more. I felt a wash of warm satisfaction as I filled her with another load of my own hot seed, my cock pumping and pulsing as it hosed down the inner walls of her ass.

At this point Lightning Dust was coated with cum, and looked entirely exhausted. But I had said that the night wasn’t done until both mares had made the other orgasm, so I couldn’t let Lightning Dust or Octavia rest quiet yet. Slipping out of Lightning Dust’s ass with a wet popping sound, I gently set the pegasus aside, who was breathing hard as she sat up on her elbows. Lightning Dust looked herself over with a reproachful smirk, but oddly her expression softened slightly as she looked at Octavia.

“Alright, I’ll fucking admit it… that wasn’t too shabby. Still don’t like mares, but fuck, I guess a tongue is a tongue. You’re better than most guys who’d tried going down on me anyway.”

Octavia coughed politely and looked at the floor, face a blazing crimson, “Well, I… I am glad you liked it. I didn’t wish for this to be an unpleasant experience for you, no matter what you may say about me.”

Lightning Dust sighed, sitting up fully and wiping some of the cum from her face, “Don’t get me wrong, I don’t really like you. But whatever, this doesn’t make us friends or anything. Now get your ass over here. I need to return the favor, and maybe all these Gildeds can bug you for handies and BJs, because so far you seem to have gotten the easy part of this.”

“Octavia is pregnant,” I said simply, “Until she reaches a safer trimester I don’t wish to endanger the foal. The same will apply to you once it’s confirmed you’re carrying a foal as well, Lightning Dust.”

At that I stood, stretching, and glancing at my clones. A part of me said I should summon even more to put these mares through more severe sexual exercises… but I felt a warmth in me seeing Lightning Dust slowly, grudgingly, yet somehow cute in her awkwardness as she crawled over on hands and knees to Octavia. The mare looked honestly uncomfortable, yet there was a strange earnest determination in her face as she leaned down between Octavia’s legs as the mare gently spread them, looking at the pegasus with a kind smile.

Not long ago these two couldn’t seem to get along at all, and now they both seemed to be putting forth their best efforts to learn to accept one another.

Let it never be said that I was a mare sympathizer. I wasn’t. But I was not a cruel master. I knew how to reward as well as punish, and I believed these mares had earned a reprieve.

Silently, without so much as a gesture, I lit up my horn and cast the dismissal spell, sending my clones in puffs of smoke back to the pool. I adjusted the environment of the room with my magic, the illusions intensifying to create a softer, warm sea breeze and the feeling of warmth from an artificial sun as it looked as if we were now on a real beach.

Lightning Dust and Octavia both looked confused for a moment as I merely reclined beside them, smiling at the pair.

“Oh, don’t mind me, do continue,” I said with a wave of my hand, “I think I’ll enjoy just watching for a little while, then join in… by myself. The lesson of the evening is over. Now we can just take our time and enjoy ourselves.”

Lightning Dust didn’t look convinced, just giving me an eye rolling look as she went back to carefully and awkwardly licking at Octavia’s slt, her tongue making rough, hard strokes. Octavia let out slow, encouraging moans, and with one free hand stroked at her clit while offering little bits of advice here and there to the clearly inexperienced Lightning Dust. All the while Octavia was looking at me with her soft violet eyes, eyes that for the first time didn’t hold any fear or worry, or even reserved indignation, but instead looked as warm as I felt as I watched my two mares enjoying one another. Their soft moans and the wet sounds of Lightning Dust’s mouth kissing and licking between the folds of Octavia’s soaked marehood were like a musical sonata to my ears that left me sighing with pleasure. It wouldn’t be long before I’d be hard again, and I fully intended to dive in once more, no pretense of ‘training’ this time but just ravishing every inch of my precious treasures.

I had to remind myself that they were still my property and functionally nothing more, and I imagined there might be many stallions and certainly Caribou that wouldn’t approve of my lenience with these mares. Yet I couldn’t help but find myself feeling content in a way I hadn’t felt in a long time. Perhaps ever in my life.

The only problem was a faint, growing worry that this contentment could easily vanish. Not only was the upcoming party in a couple of weeks a potential danger if my mares failed to perform to expectation, there was also the more dangerous yet delicious danger presented by the Changeling Queen who right now was locked away tightly in the depths of my manor. A challenge for another day.

Author's Note

Yikes, this one took awhile didn't it? Distractions abound in real life, but moreover the chapters will take longer than before mainly because I'm now working on plot oriented things to support, well, the 'plots'. This chapter I think has less overall words dedicated to clop than the others, though I'm not sure if that's going to be normal from now on. The amount of clop will vary depending on how the story goes from here but you can be pretty certain there's still always going to be some kind of sexual shenanigans Gilded and the mares will be getting up to. As always feel free to let me know what you guys thing in the comment section; any and all critiques and suggestions are welcome.

Chapter 5: Taking One's Breeder Mares For a Ride Into Town

Chapter 5: Taking One's Breeder Mares For a Ride Into Town

I always woke up alone. This wasn’t a matter of lacking a partner for any given evening, I merely had never taken a mare to my own bed. Even before the arrival of the Caribou there had never once been a lover I’d taken to my personal bedchambers, let alone one I to sleep in my bed. The reason for this is simple; I’ve never been comfortable with the idea of having another pony nearby when I’m asleep. That is the time when I’m most vulnerable, at my most weakest and helpless. I have a hard time imagining I’d trust anypony enough to let them sleep at my side.

My bedchambers are also rather modest, given the size and extravagance of the rest of my estate. That’s mostly a matter of the comfort that comes from familiarity, as this room had been mine since I was young. It contained little more than my bed, a writing desk, and a number of bookshelves packed with my most treasured tomes. There was a decent sized armoire that had my more prefered outfits, and a fireplace along one wall opposite the door. The door that was currently being knocked on as I woke up.

Stretching awake I didn’t waste time dressing, just answering the door unclothed. I could tell it was Padlock knocking by the magical peephole that let me see through the door with a simple pulse of magic from my horn. My head guard looked agitated, a deep frown on his face.

“Good morning, Padlock,” I said, opening with a what I hoped was a calming smile, “What emergency is befalling us today?”

“Not funny, my lord,” he said, and I couldn't tell if he meant my words or my lack of clothes, “I have this for you.”

He held up a plain, rolled up scroll, its wax seal broken. The wax was a dark purple color, which told me it was one of Padlock’s security reports of the kind he received from any number of agents that worked for my family. I met his serious gaze and let out a small sigh, holding out my hand. Once he gave me the scroll I unrolled it and read over the words.

My own face creased into a frown as the words sunk in.

White Pawns advancing on Black Queen. Compass Rose is moving the pieces but has taken no Black Pawns, yet.

There was more, all in similar wording. It was code phrases that translated into the fact that the Caribou were investigating the disappearance of Chrysalis. ‘Compass Rose’ was a code phrase for a stallion I was familiar with; Prince Blueblood. No, he wasn’t actually royalty. Prince was his name. He was a very firm supporter of the Caribou regime and a member of the department of the new government in charge of handling keeping the female population in line, countering resistance movements, and discipling the few males who were mare-sympathizers.

The details of the report were sparse beyond the fact that an investigation was underway. That, while expected, was worrying.

“Blueblood doesn’t have anything on us yet,” I said, “But I suppose I can’t ignore this either, can I?”

“No, my lord, you can’t,” said Padlock, crossing his arms, “And could you put something on? I’m not having a conversation with you while your standing naked in the hallway.”

“Oh why not? We’ve had conversations while I’ve been rutting a mare senseless.”

“Yes, and it’s distracting.”

“Fine, fine, just a moment then,” I went and threw on a simple ensemble consisting of some loose black slacks, white lace-up shirt, and a maroon vest with gold buttons. Rejoining Padlock outside my room, locking the door behind me, I motioned for my head guard to walk with me.

“So, Blueblood is sniffing around, but I don’t see too much reason to get ourselves sweaty with fear quite yet,” I said, idly considering what I recalled of Prince Blueblood, “He’s not exactly the most competent of stallions I’ve met and there shouldn’t be many possible trails he could follow that’d lead to me.”

“I’d rather not assume anything,” Padlock grumbled, “There is still a lot we don’t know about the Caribou and the magic they can utilize. Its possible they could find leads we weren’t prepared to cover up.”

I couldn’t deny that Padlock did have a point. The Caribou had access to various unique magical powers. Powers which they guarded the secrets of quite firmly. While the agents who had performed the extraction of Queen Chrysalis had been very careful to use potent illusion magic to masquerade as a mare resistance force, and to remove any trail of where they’d taken the Changeling Queen, it wasn’t impossible that the Caribou would have a means to follow that trail despite all the precautions. My agents had not brought her straight to my manor, of course. From what I knew of the operation, which Padlock had actually been in charge of, the agents had taken her to several different safehouses, carefully erasing magical traces of their passage and moving her through a random series of locations before she’d been carted to my manor under heavy wards against magical detection.

Even so...

“Very well, Padlock, I’m putting you in charge of ensuring this investigation of Blueblood’s goes nowhere. Spare no expense. For now just observe, however. Too much provocative action from our agents at this juncture will just attract undue attention to ourselves.”

“Speaking of undue attention, my lord, perhaps you should reconsider your plans for today?” suggested Padlock as we neared the doors to the mare pens. I gave him a look of rolling eyes.

“I think it’d be even more suspicious if I didn’t appear in public sometimes. Besides the mares need some public exposure. The party is in less than a week and I need to test their skills in a public, around other stallions.”

“I thought you didn’t enjoy sharing, my lord.”

“I don’t. I have no desire to allow another stallions to casually touch my property. However, while Octavia and Lighting Dust are becoming accustomed to servicing me, there’s still the matter of how well they can behave at the party. I want to see how well they handle being out in public, being exposed to other stallions outside the estate. Better this be done now rather than they choke at the party itself. If they make a critical mistake today, as much as I will find it distasteful, I will see the disciplined, even if by the hand of another stallion.”

Padlock nodded, but his face was still set in a deep frown, “You’ll be taking some guards with you, of course.”

“You’ll nag me into submission if I don’t,” I replied with a wry smirk, “I swear I wonder sometimes which of us is actually in charge around here.”

Padlock bowed slightly, his expression betraying nothing, “I live but to serve, my lord.”

I rolled my eyes again, “Of course.”

“If I may ask, why take them to Ponyville?”

“Its something of a tourist attraction these days, but I do have a bit of personal business to conduct around town,” I said as we arrived at the mare pens, the place mostly empty as the majority of the serving maids would have been up well before myself to do their daily chores around the estate. I was somewhat surprised to hear the lovely, deep tone of a cello playing as the guards stationed outside opened the doors.

Inside I saw Octavia sitting on a chair in the center of the room, her voluptuous gray body mostly hidden behind the bulky form of her cello, which her legs were spread around. It was an oddly erotic pose, seeing her legs splayed around the instrument as her body rocked in rhythmic motion as she worked the bow on the cello’s strings. Her naked breasts swayed with her motions, almost as if they were dancing with the music, and it was clear she’d been playing for some time as her body was shiny with a light sheen of sweat.

Lighting Dust was lounging on one of the couches, hands propped up behind her head, one leg dangled over her other leg as she listened, one leg lightly bouncing in time with the music. Even her tail bounced with the tune, its colors making it look like flickering flames.

For a moment I just stood, taking a certain pleasure at the sight of my two mares seeming to enjoy each other’s company. For all the friction that had been between them at first it seemed Octavia and Lightning Dust had become accustomed to one another. I doubted they would ever truly be friends, but progress was progress.

Sadly Octavia’s playing petered out as she noticed Padlock and myself arriving, and she stood with the smooth grace and poise I found so enrapturing when I’d decided to make her mine. She gave a deep bow to me.

“Good morning, master,” she said with very little hint of discomfort in her deep violet eyes. Her tone was polite, still smooth with its cultured Canterlot accent, but she’d become far better at sounding demure without losing that faint edge of pride and self respect that still earned her that black collar around her dainty throat.

Lightning Dust craned her neck to look back at me, not even getting up from her couch, and she gave a half hearted wave, “‘Sup.”

Padlock sucked in a hissing breath, looking ready to reprimand the pegasus, but I held up a hand to forestall him. If I was going to wait for Padlock to berate Lighting Dust every time she was disrespectful neither he or I would get anything done today. Besides, I could think of more... interesting ways to punish my delectable athlete.

“I hope the two of you have gotten a good night’s sleep?” I said with a wide, inviting smile, hands held wide as I sauntered up to Octavia and took her into a firm embrace, not even caring about the cello that was held awkwardly still in one of her hands as I took a taste of her warm lips.

It pleased me still to see the adorable blush on her face, even from such a simple thing as a kiss. After the things we’d done and the things we were still to do one might think she’d lose some of that lady-like embarrassment, but I wouldn’t have it. I enjoyed that part of her, considering it part of her dignified allure. Running my fingers under her chin I cast a look over towards Lightning Dust, who was lazily sitting up on the couch and yawning.

“I intend a particular excursion this day, and the two of you shall accompany me,” I said, slowly stroking my fingers down Octavia’s mane as she put away her cello in its black leather case, “I expect both of you to be on your best behavior while we are out in public. Consider this part of your training.”

A ripple of tension ran across Octavia, her violet eyes taking on a glimmering shade of fear. I wasn’t surprised. She had not been out in public since I’d purchased her and no doubt she’d become accustomed to the relative ease of life inside my manor. Even my sexual needs of her were a far cry more gentle than some of the things she no doubt experienced at the hands of stallions and Caribou alike while she’d been owned by others. But then that was the point of taking her and Lightning Dust with me on this little errand. I wanted them to become reaquainted with the world outside the safety of my manor walls. They needed to see, remember, and understand the world as it was and what their place in it was expected to be. Forgetting that for an instant at a high social party for one of the Caribou’s top officials would lead to devastating punishment, whereas a slip up among the common public would be far more mild. I hoped both of them would grasp that.

After a second Octavia seemed to master her fear, standing and leaning into me, taking a deep breath as she steadied herself, “Shall I wear anything, master?”

Lighting Dust huffed out a sigh, crossing her arms under her breasts as she looked at us, “‘Shall I wear anything, master’?” she said in a mocking cultured tone in imitation of Octavia, “What’s the point? Modern clothes for us lady-types basically equates to highlighting tits and ass.”

Padlock made a sound that was somewhere between a choke and a growl, and I turned to him briefly, “Padlock, perhaps you would be so good as to prepare the carriage?”

Padlock, staring daggers at Lightning Dust bowed once, “Yes, my lord.”

After he strode out with steps so hard I was fairly certain he was imagining grinding his heels into Lightning Dust’s sensitive spots I turned a displeased, hard look towards the pegasus.

“Try not to test your luck so much, my dear. I won’t be protecting either of you today while we are out, at least not overly much. If you insult or fail to show proper respect to even the simplest store clerk or passer by I will let them have you for the afternoon to do whatever they want to you.”

Lightning Dust’s eyes flashed with anger, their orange depths like twin pools of fire that, I had to admit, made me want to delay departure for a good twenty minutes or so to take her right there. But we were on a schedule and were there any delays they’d have to come after we were already underway. The carriage ride to Ponyville would take an hour or so anyway... plenty of time to avail myself of my mares various charms. Lightning Dust looked away, grumbling, “Right, fine, I’ll be a ‘good girl’ or whatever. Where are we going anyway?”

“Ponyville, as it happens,” I said, then, reluctantly, took a step back from Octavia, “As for you my beautiful Octavia, I would find it most fetching if you wore the violet dress, the one with the matching boots. Lightning Dust, I think you’ll look best in one of our... yes... one of the maid uniforms. Take one a size or two smaller than proper.”

“What!? Why!?”

I smirked at her, “To better highlight your tits and ass.”

She glared at me, and muttering words that were probably better left unrepeated as she stalked off to go get changed. Octavia looked after her with a sympathetic expression softening her already lovely features, and I put my hands around her shoulder, hugging her to me and softly kissing her neck, “Go and get dressed, my dear. And don’t be scared. As long as you behave properly you have nothing to worry about.”

“It’s not that, Gilded,” she said, hesitating a second as she used my name instead of ‘master’, but I didn’t feel any need to reprimand her at the moment, “It’s... Ponyville. Somepony I knew lived there. She might still live there. I don’t know if I want to see her again, at least not like she was when I last saw her. She... was very much a red collar, the last time we were together.”

Ah, interesting. I often forgot that Octavia had a life before becoming my property, before the Caribou even arrived in Equestria. I supposed it might be distressing to her to meet old acquaintances under the new regime’s rules, especially if they fully embraced it while she still clung to as much of her personal dignity and identity as she could. I wondered if perhaps there would be an opportunity here? I didn’t think I needed much more leverage to keep Octavia under my control, but on the off chance she ever did become unruly, perhaps after the birth of our foal, it could help to have another pony around that could give her a reason to remain cooperative. I filed away the possibility for later consideration.

“I understand completely,” I told her, “Fortunately Ponyville has grown over the past year and it’s unlikely we’ll run across your friend randomly in the crowds. We only have a few stops in town to make before heading to the outskirts anyway. My business shouldn’t take more than the afternoon.”

Octavia looked at my with naked curiosity, “May I ask what your business is, exactly?”

I quirked my eyebrow at her and she only barely frowned as she added, “Master.”

“Better. Now, as to your question, I am taking care of some shopping, first off. Both for a proper gift for the Magistrate, but also for the outfits I'll have you both wearing at the party. After that I need to visit a certain... specialist who provides me with a number of important services. Her home is actually not in Ponyville, but the Everfree Forest-”

“The Everfree Forest!?” Octavia’s eyes widened slightly, “Isn’t that place rather dangerous, master?”

“Less so since the Caribou’s rise,” I said with a dismissive wave, “Do not fear, I know the route to this specialist's abode quite well, and its quite safe I can assure you. I’ve been there many times.” I grinned then, unable, nor wanting, to disguise my look of lecherous remembrance, “Many, many times. Now go, get dressed, my dear. We have a long day ahead of us.”

Just as Octavia nodded and turned to head for her room Lightning Dust returned from her own, a look of pure unadulterated venom plastered on her face as she glared at me. Octavia paused just long enough to look Lightning Dust over alongside me. The pegasus athlete was wearing one of the maid’s uniforms worn by the female servants of my estate. Long white stockings accentuated her legs, so thin that it did nothing to hide her toned curves. A skirt that was barely a suggestion than an actual garment, black and frilled, encircled her hips, but did nothing to hide her exposed pussy, the lips framed by a black lace set of panties that had a perfectly sized hole to leave access to her sex. The panties became little more than a string in back, leaving her ass quite bare. Elastic black bands attached to the skirt to the top blouse, which was little more than an open backed and open chested set of slim, frilly material that led to a set of fishnet sleeves. The black and white frilled head band completed the ensemble, and I couldn’t help but grin at the aggressive stance Lightning Dust took, one foot tapping, arms crossed under her pert breasts.

“This thing rides up my crack like a certain prick I know,” Lightning Dust said flatly.

“It looks good on you,” I told her with a wink, “Perhaps I should assign you to my maid staff? I’m certain you could learn some valuable lessons from following their example.”

“Eat a dick,” she shot back with a snort, which caused me to smile at her with sharp eyes.

“Oh, that is part of the itinerary for you, my dear. I shall train you to tame that caustic tongue of yours and put it to more pleasant uses, at least when you are in the company of those who don’t appreciate it the way I do. Now come, both of you, we have a long coach ride to Ponyville... and I just thought of some delightful ways for us to pass the time while we are en route.”

The roads from Canterlot to Ponyville were well maintained, and fully cobbled to allow for a smooth passage from the mountainous capital city to its more rustic neighbor. I give credit to the Caribou where it is due, for all the cultural change they’d brought to Equestria they had worked hard to ensure the country’s infrastructure was kept intact and looked after. If anything the economy seemed stronger with all the stimulus it was getting from the new, booming sex industry.

Regardless, the state of the road lead to a smooth ride, ideal for my purposes.

Octavia was staring at me, violet eyes wide, face running to the most delightful of crimson shades. Lightning Dust had her face scrunched up in a sour look of irritation. I just grinned at them, sitting back in my plush velvet seat as they sat across from me. I had just told them what I wanted them to do, and was waiting to see how well my two mares would respond. Unsurprisingly Octavia spoke first, her tone dripping with cultured indignation as her Canterlot mare accent came out full force.

“I can’t just do that, Gilded!” she said, cross her arms and pursing her lips, “It... it wouldn’t be proper at all!”

“I rather think we’ve gone beyond proper at this point in our relationship,” I said with a dry chuckle, “Besides what I command of you is nothing all that unusual. In fact is rather commonplace. Almost every red collared mare does it as a matter of course. As much and more will be expected of you at the Magistrate’s party.”

Octavia’s lips quivered, “B-but to... to talk... like that... it would be so uncouth.”

“More uncouth than letting me burry myself to the hilt inside your dripping pussy?” I inquired with a sweet, innocent tone.

Hot indignation flashed in her eyes, “L-let!? You force yourself on me!”

“Oh, that hardly seemed the case recently. In fact I recall you rather getting into the spirit of things lately,” I replied calmly, recalling her sweet moans during our use of my Mirror Pool.

“That’s... different,” she said lamely, hanging her head, “I know fighting back is pointless, so I just... take the situation with as much dignity as I can muster. But that’s different than this! in those cases you’re still doing things to me, not me doing things to you and... and talking like some cheap, street walker!”

Lightning Dust rolled her eyes, though she still had this sour, pinched look to her features, “Oh come off it, Tavi, he’s just doing this to fuck with us. Roll with it.”

Perhaps Lightning Dust missed it, but I caught a sharp flinch from Octavia when the pet name ‘Tavi’ was used. Perhaps she just didn’t like the shortened name? She was still a proper enough mare that such nicknames could annoy her, but the look on her face seemed more pain than annoyance. Interesting.

“But to talk like that during... during sex is just, it so degrading...” Octavia said in a soft voice.

“Yes,” I admitted, “But a needed skill, one that you both need to develop in order to pass as acceptably controlled females in our current society. While I don’t require this of you often while pleasing me in our abode, while in public you’ll have to do more to fulfill your role. That includes talking dirty. Consider this practice, Octavia. Like with your cello. The cello you are allowed to play due to my generosity.”

I pointedly left out that I could retract that generosity at my whim, but from the flinch that crossed her features it was clear Octavia understood that without me having to say it. Oddly, a small streak of unpleasant emotion rose in me at seeing that look. Guilt? Was I feeling... guilty? I shook off the notion, meeting Octavia’s gaze levelly.

With her chest heaving enticingly from a heavy sigh, Octavia’s face went still with the look of a person closing off inner doors, which caused yet another small spike of guilt in me that I brushed off like an irritating bug, and she said, “So be it. I will try my best, master. How shall we begin?”

I slowly unbuttoned my shirt and pants, letting my chest and stallionhood both be exposed as I casually relaxed in my seat and beckoned to Octavia and Lightning Dust with a gesture. “Come over, my dears. We’ll begin with something so simple that any mare could do it.”

Lightning Dust let out a small groan as she gave a tug on Octavia’s arm, “Let’s just get this done, Tavi. He won’t take your damned cello away if you just play along.”

Octavia gave her a sidelong look, but allowed herself to be tugged along so that soon both she and Lightning Dust were kneeling on the plush carriage floor in front of me, both mare’s nose height with my flopping shaft. I wasn’t erect yet, but the building excitement of seeing two scantily clad, beautiful mares in front of me, their exposed and framed breasts sitting side by side with one another, was certainly getting the blood flow started.

Octavia’s violet eyes were unsure, while Lightning Dust’s fiery orbs were alight with unreserved sass. I smiled, pleased at the sight of both mares awaiting my command.

“Dirty talk,” I started, “Is a matter of bluntness, crassness, and passion flowing freely from your mouth. Octavia, what do you see in front of you?”

Her already red cheeks went to a hotter crimson and her eyes flicked between my cock and my eyes, “I...it’s, your... um... p...penis.”

“Ah, such a bland term. I think you can use something with more, mmm, impact,” I said with a tone of honey coated encouragement.

Lightning Dust made a grumbling noise, “Its your fucking cock! Seriously, you want us to write a sonnet about it!?”

“Do you even know how to write a sonnet?” I asked, which caused Lightning Dust to huff and glare at me. I then turned to Octavia and placed a finger under her chin, stroking it. “Come now, describe it. If you can’t do that then how can you expect to say it during more passionate moments?”

Octavia gulped, and with shuddering words said, “I see your...cock.”

“Yes? Go on,” I said.

“Its... good sized?” her eyes trailed over it, her embarrassment coating every word, “I know its not too large, but well sized, and...t...th...thick...” she shut her eyes, “It fits me. Your c-cock is a good fit for me. A-a-and it gets very hot when...”

My eyes lit up, “Yes? When what?”

Octavia took a deep breath and managed to still herself as she said, “When you thrust it into my... my pussy.”

I reached up and stroked her mane gently, tracing my fingers through her silky dark strands with a pleased smile, “Very good. Now, Lightning Dust-”

“Yeah, yeah, its a nice, big, hard cock. Dick. Prick. Its plenty fuckcing thick when it shoves into my wet cunt. How’s that? Feel like I’m taking a grammar test.”

“Ah, but can you do that while putting that mouth to use?” I asked, reaching behind her head, gripping a wad of her fiery mane, and pulling her face closer to my already hardening dick, “Start licking. And describe, as you lick, my dear. It should come naturally for you, given your penchant for colorful language.”

She growled under her breath, but obeyed, leaning forward until the tip of her nose was nearly touching me. I could feel her rough breathing caressing my flesh, tingling the length of my shaft even before she opened her mouth and let her tongue give my cock a slow, long lick. The wet heat of her tongue gave me a small shiver of delight, which was only heightened as my four mouthed pegasus athlete spoke around her licking, her words slightly lisped, “Your cock’s got a pretty salty taste, and I can feel your blood pumping into it. Heh, already getting hard, huh? You like my slick tongue on your dick that much?”

Octavia was gulping, watching Lightning Dust, and I gave her an encouraging smile, “Do join her, my dear. Work together.”

It took a second for Octavia to muster her nerve, after which she bent forward, giving me a welcome view of the deep valley between her swaying gray mammaries, and she brought her face close to Lightning Dust’s. The two mares now had my cock flanked, and Lightning Dust’s lapping tongue had worked its way up towards my tip as I reached full mast. Octavia sat on her knees, hands raising slowly, hesitantly, as she flicked a questioning glance towards me. I nodded to her.

“Go ahead, you can use your hands as well. But remember, describe. This is about your words as much as your actions.”

“Mmmph, yuh, jus tulk boult ish duk ur whutuver,” Lightning Dust mouthed around the tip fo my dick as she began to suck upon it, the first few inches of my length enjoying the warm sauna of her lips. The vibrations of her speaking, or at least attempting to speak while blowing me, caused delightful little bursts of pleasure. “Mmm, ish guttin bugger.”

Octavia in the meantime had placed once of her delicate hands along the base of my shaft, leaned close, and closed her eyes as she gave me a small, experimental lick. Her tongue was a gentle, almost shy touch upon my cock as opposed to Lightning Dust’s rougher, harder lapping, but the cellist soon seemed to ease into the affair. Her mouth made small, earnest kisses upon my shaft, her lips brushing my skin in between small flicks of her tongue. But she wasn’t speaking. I sighed, brushing her cheek.

“Octavia, your lips are well suited to this task, but don’t forget the purpose of this exercise.”

Her flinch was small, but she gave the barest of nods, and said, “I’m not sure what to say. Your pe...c-cock has a somewhat salty taste, like Lightning Dust said. Its warm and firm on my tongue. I...umm, I don’t know, Gilded. What more can I say?”

“Hmm, does it taste good?”

“G-good!? It... its not supposed to...”

“Oh, but shouldn’t it?” I prompted, “ Shouldn’t you enjoy the taste of your master’s cock?”

A spark of anger flashed in her eyes, but she composed herself and leaned forward again, this time focusing a long, sucking kiss long the base of my shaft, not far from where it met the top of my proudly resting sack. I could feel her tongue’s tip working in small circles between her lips, making me let out a small satisfied grunt and taking me somewhat but surprise. For a mare who seemed to reluctant she had marvelous oral technique once she got into it. A suspicious part of my mind wondered why that was. When Octavia pulled her mouth away a small trail of saliva dripped between her lips and my cock.

“It does taste good,” she said with slow, clipped works, “That is what I have to say, yes? When I was first... broken in by the Caribou, they wanted to hear that too. That their dick’s tasted good, that their...cum, tasted good. I hate saying that... its so vulgar.”

There was a heady mix of emotions in her voice; doubt, loathing, passion, and confusion. Lightning Dust hadn’t ceased her ministrations of the tip of my cock and the area around it, never taking it fully into her throat, but now she pulled off it for a second, leaving me slick and shining with her drool, and she said, “You take this shit too seriously. You act like if you say it, you gotta mean it or something.”

Octavia pressed her lips tightly together, “But I do have to mean it! Don’t you understand? My words are important to me. I own every single thing I say. Letting Gilded have his way with my body, even... even if my body betrays me by feeling pleasure, sometimes, is different than using my words in such a degrading manner.”

“Believe it or not, I do understand, Octavia,” I told her, cupping her chin in the palm of my hand and tilting her face so we could meet each other’s eyes, “That is why I’m having you do this, here, with me, in a place none else can see or hear save your fellow breeding mare. Because I won’t be able to entirely protect you in public you must learn to do this. It is for your own safety. Both of you. Never forget that for all my wealth and power, all it would take is the snap of a Magistrate’s fingers for the Caribou to take you both from me. Do you want to go back to the way your lives were before? Especially considering that our unborn foals would share your fate, torn from you by the Caribou to be brainwashed and sold to market. You’d be lucky if you even got to hold your child before they were taken...”

From the trembling of her shoulders I could tell my words were hitting home with Octavia. Even Lightning Dust looked away for a second with apprehension, through I wondered if she was more fearful of losing the prospect of getting her wings back than any threat to her future progeny. I gave the two mares a moment further to absorb my words before I tapped a finger to my chin in consideration.

“Well, it seems you both understand. Lightning Dust, scoot aside a moment. I wish Octavia to finish me. You seem to know how to speak properly at any rate, so help your sister breeder relax as she takes care of me.”

Lightning Dust shrugged, “Suits me.” She adjusted where she was kneeling, and I gestured Octavia over so that she was no directly in front of my crotch, with Lightning Dust situated just behind Octavia. Lightning Dust required no prompting, and with a somewhat devilish little smile she straddled Octavia’s hips from behind, wrapping her arms almost possessively around the musician. Lightning Dust licked her lips and Octavia gave her a consternated glance.

“You’re far too engaged by this, Lightning Dust. I almost prefer it when you just disliked me,” Octavia said, but she soon let out an indignant moan as Lighting Dust aggressively reached down with one hand to start harshly stroking at Octavia’s puffy and moist pussy lips while her other hand roughly grapped Octavia’s left breast and squeezed down into the supple gray flesh.

“Hey, I’m a fast learner,” said Lightning Dust, eyes narrowing, “And I like pushing myself. Never had a taste for mares before, but I like making a prissy, uptight stick-up-her-ass mare like you moan and twitch. Hell, you’re soaked already, and you were just kissing Gilded’s dick for a minute or two. You try to act all high-society, but you're kind of a slut at heart aren’t you?”

Octavia’s teeth grit as she tried to hold back any further moans as Lightning Dust slipped a trio of fingers into her trembling, slick cunt, saying in a quavering voice, “I am not a s-slut! You are such a boorish mare! And...and your fingers don’t feel good at aaaaahh!”

I couldn’t help but laugh a bit at Octavia’s struggle to keep her voice in check, which let out a sweet, deep throated groan as resonant as the notes of her cello as she squeezed her eyes shut. Lightning Dust shook her head, chuckling darkly. I was tempted to tell her to lighten up somewhat, but the show was keeping me solid as stone, my shaft twitching with unreleased need.

“Octavia,” I said, “You must look to the needs of your master. This time, lets finish with your lovely breasts.”

That earned an incredulous look from her, “M-my breasts?”

“Yes, use your breasts and mouth to please me,” I told her firmly.

“You do got a nice set for a titjob, Tavi,” said Lightning Dust, frowning, “Almost too good. Kind of pisses me off you got such nicely shaped, perfectly sized tits.”

With a heavy sigh Octavia said, “F-fine! If it will satisfy you, Gilded.”

Lightning Dust stopped groping Octavia’s heaving chest so that she could situated the two perfect dark gray orbs of soft flesh around my hard, eagerly waiting cock. Even feeling the warm nest of her breast’s valley surrounding my throbbing dick was so pleasantly stimulating I could have blown then and there. It was so tempting, but I forced the urge aside, wanting to take my time with this moment. The wet, squishing noise of Lightning Dust’s fingers still vigorously working Octavia’s pussy filled the carriage, Octavia softly trying to choke back tiny moans as she awkwardly fiddled with her breasts, trying to figure out how to properly start.

I decided to help her, taking her hands in mind, gently almost. She blushed hard at the touch of my hands around hers, as if that gesture alone was somehow more intimate than any of the fucking we’d done since I’d first taken her. With smooth gestures I brought her hands to either side of her gleaming, sweating mounds, and showed her how to press against them.

“Like this, my dear. Keep the pressure firm, and rub them up and down as I thrust.”

“I-I understand,” she said, and pressed hard on her tits, forming a comfortable, hot pressure around my cock that was subtly different than being inside her pussy. Her breasts weren’t as slick or wet as her marehood, but carried with it a gliding softness that produced an altogether different sensation as I began to slowly buck my hips up and down, letting myself swim in the soft sensation of my Octavia's lovely gray flesh encasing me in warmth. With a content grin I let my hands also enjoy her plush, pliant breasts. Her body betrayed her excitement, the dark flesh of her nipples standing erect. I gave them a rough pinch, causing her to gasp., .

“Ah! W-will you stop that? You’re always being so rough with them,” Octavia said with a shaking voice.

“Given how wet your pussy is, it’s pretty clear you’re into it Tavi,” said Lightning Dust.

“S-stop calling me that.”

By now Lightning Dust was rubbing her chest on Octavia’s back, and through I couldn't see it I could hear some slick sounds coming from the pegasus’ own crotch as the hand she’d been using on Octavia’s breasts were now taking care of her own sopping marehood, “Stop calling you what? Tavi?”

“Yes!” It was unclear if Octavia was answering Lightning Dust, or just exclaiming her pleasure. Either way her face was utterly red by now and her eyes flickering between desire and indignance as she looked back at her fellow mare, “I-I aaah, I don’t like people using thaaaat name!”

Lightning Dust rolled her eyes, her breaths coming in short, lusty huffs now, working her own increasingly soaked marehood as much as Octavia’s, “Geez you’re sensitive. It’s just a nickname.”

I gave the pegasus a firm look, my own breaths starting to come faster as Octavia’s fabulous chest continued to be the perfect heated vise for my already throbbing cock. Tingles of pleasure were accompanying every giggling motion of her breasts and it made it hard to actually put a properly commanding look into my eyes as I said to Lightning Dust, “If she finds the name distressing, then do control your urge to use it.”

“Ugh, whatever, fine,” said Lightning Dust, scowling even as she began to let out pleasured small grunts as her fingers rapidly jammed in and out of both her dripping sex and Octavia’s.

We settled into an increasingly intense rhythm with each other. I even forgot to remind Octavia to try using her words to talk dirty during the affair, so much was the growing pleasure from feeling those perfect gelatin mounds rub and slickly pull at my shaft, the firm pressure unrelenting. Both mares seemed to utterly forget themselves as the thick scent of our sweat and the constant echo of moist flesh rubbing and smacking filled the carriage cabin, mixing with our moans, gasps, and grunts. Lightning Dust pressed in closer to Octavia, licking the other mare across the neck, ears, and even turning Octavia’s head to share a fierce kiss where I could see both mare’s tongues intertwining.

Feeling no need to prolong my desire for release I didn’t resist the growing pressure at the base of my shaft, reaching out a hand and turning Octavia’s head towards me as I said, “Your mouth, take it in. Now.”

My voice was firm, but not harsh. Octavia, violet eyes smokey and lidded, responded almost as if she was in a dreamy haze. Her lips parted and wrapped around the head of my cock, which was already flaring in preparation for what was about to happen. Lightning Dust’s fingers moved in a blur, flicking rapidly across her clit with one hand while plunging deep inside Octavia with the other. Both mares let out sudden, choking gasps, their bodies convulsing as both mares peaked nearly simultaneously. Octavia’s trembling body, her chest shaking right up against my shaft, sent me spilling over the edge and I allowed the floodgates of my pleasure to overtake me. With a firm grunt my cock thrust up between the sweat soaked mounds of Octavia’s tits and pressed deep into her mouth, nearly into her throat, and released its first thick spurts of my seed.

She made a soft, surprised noise, reflexively pulling back, my cock popping free of her mouth while still in mid-orgasm. I didn’t mind, as it afforded my the spectacular sight of rope after rope of my sticky, hot seed splattering across Octavia’s cute features. White lines dripped from her nose and chin, and even her silky dark mane, more of my virile stallion seed rocketed across her still heaving breasts. After several more spurts my pleasure finally played out, leaving the musician before me painted with my cum. There was a brief few moments of catching my breath that followed, simply enjoying the satisfied residual ache in my spent loins. I didn't even care that we had sort of left Octavia's verbal training by the wayside somewhere along the way. This had been most enjoyable.

Lightning Dust, who’d mostly been guarded from getting any of the stuff on her by hiding behind Octavia, let out a small giggle, “Holy shit, you look like a glazed doughnut.”

Octavia, panting slightly, catching her breath, managed to scrape together a semblance of composure, despite being covered in the same batter we’d used to make our foal, and rested back on her knees, hands folded in her lap with an air of dignity.

“Were you satisfied, Gilded?” she asked simply, looking at me with an unreadable look glinting in her eyes.

Resting back in my seat, I smiled, “Quite, my dear. I dare say you have a special talent for providing pleasure with your impressive assets. Hm, but we must get you cleaned up before we arrive in Ponyville... hmm... “ I tapped a finger to my chin, and then glanced at Lightning Dust, who was still chuckling at Octavia.

“Lighting Dust, do be a dear and clean up your sister breeder mare.”

Lightning Dust shrugged, and started looking around, “Sure, whatever. There a towel or something around here?”

I quirked an eyebrow at her.

“Who said anything about a towel?”

At the pegasus mare’s flat look at me I merely made a gesture at Octavia, and clarified with a thin smile, “I did tell you I’d train you in more pleasant uses for that tongue of yours, did I not?”

Ponyville. Once little more than a satellite village of a few hundred ponies clinging to the railways between Canterlot and the rest of Equestria, the town had grown to prominence with the return, and subsequent defeat, of not only Nightmare Moon, but the spirit of chaos himself, Discord. It was strange to think that such a humble, small settlement had been home to six of the recent age’s most well known heroes.

Not that those six mares were anything more than any other mare at this point, though they still bore their Elements of Harmony and had even been called to use them (or forced in the case of the more stubborn among the six) to pacify some trouble in the Everfree forest. I wasn’t privy to the details. Regardless, I had extensively researched the six bearers of the Elements of Harmony even before the arrival of the Caribou. And why not? They were extraordinary examples of the female form. As a prominent noble I’d been considering options for a mate before the Caribou had arrived and had no reason not to have those six on my list of potentials. I’d been especially interested in Twilight Sparkle herself…

…Alas, some dreams are out of my reach. The alicorn ex-Princess still called Ponyville home, officially owned by her former assistant, the dragon Spike. She was a red collar, among the first to fall to the Caribou’s teachings, and was quite the educator to less… enlightened mares, last I’d heard. I knew that the other Element Bearers also resided in Ponyville, except for the Element of Generosity. Last I’d heard of the one called Rarity she’d earned the ire of King Dainin himself over some issue of tailoring. Her current whereabouts after that weren’t known to me… though I’d put a few agents on discovering just where the seamstress might have ended up. If she’d been discarded by the Caribou there was a possible acquisition there.

My studies of the Element Bearers also meant I was quite familiar with Ponyville itself. I’d slummed here more than a few times, both before and after the Fall, and I was no stranger to its streets. Where once the town may have bustled with the common activities of a farming community, with mare and stallion alike going about shopping or chores, now Ponyville was the center of the growing sex trade. Oh, it was still a farming community as well, though the model for farms may have changed towards more forced labor of the mares and more stallions… doing what stallions do when there’s little restriction on sexual activity.

In short, you couldn’t turn a street corner in Ponyville without sex being on display, sold, or just offered up like hour'derves at a dinner party.

This was why I’d brought Octavia and Lightning Dust with me on my errands. Ponyville was a good dry fun for the Magistrate’s party. Thus far they were… behaving.

Octavia could not entirely hide her distaste for the sight of several mares nakedly lined up outside of one household, tied to posts planted in the ground. The pair were covered in black markings declaring such elegant slogans as “Public cum dumpster for the day!” or “Bad slut needs discipline; fuck her straight!”. Apparently some stallion thought his mares needed punishment and had set them out for public use. There was a small line already, both mares bearing red collars which explained their eager moaning as they serviced a few stallions with their mouths, lips making puckered sucking noises I could hear from across the street.

There were of course more sex shops than there had ever been in the past, displaying their goods openly. In just the short walk from where our carriage had stopped on the outskirts of town to the town square I saw countless varieties of dildos, bead strings, and assorted leatherworks from whips to bondage straps. Some of it was of exceptional quality, but I wasn’t here to shop for common goods. No, I had special items in mind, and a particular pair of stops to make.

Aside from Octavia and Lightning Dust, following behind me with long black leather leashes attached to their collars which I held loosely in one hand, I also had a pair of my house guard with me. Padlock had insisted. Personally I thought that he was being overprotective, as usual, but I couldn’t deny that having the pair of well muscled armsmen trailing behind me and my mares did lend a certain air of security to our walk. I didn’t expect any stallion in Ponyville would be stupid enough to try and mug a noble, but I’d been wrong in the past. That and in case any stallions got… ideas in their heads about my mares it’d be usual to have a pair o guards to dissuade such notions. At least not without my permission. If either Octavia or Lightning Dust made a serious breach in proper behavior I might well give them over to a local stallion to discipline in the town square, if only to get my point across that they needed to behave.

While Octavia had this faint look of distain curling her nose, as if she smelled something foul and couldn’t quite keep it from wrinkling, Lightning Dust’s expression was pure stone. I’d have expected more of a scowl from her, but the pegasus was keeping herself remarkably stoic as I lead her along by the leash. Her movements were stiff, yes, and there was none of the casual, horny smiles about either of my mares that the many red collared mares walking about wore, but at least they weren’t cringing away from the sights of open sex.

What did make Octavia cringe was when we reached the town square and there was an auction taking place.

Three mares, two earth ponies, and one unicorn, were set up on a tall wood platform, naked as they day they were born, with chains keeping them firm to the platform. A tall Caribou wearing a silk tunic and pants of a dark red color stood with a ledger in one hand and a cudgel in the other. He was speaking in a loud, authorative tone to the gathered crowd of wickedly grinning stallions.

“We have three freshly caught bitches just out of processing, ready to start initial bidding! First up, this unicorn slut!”

The unicorn in question caught my attention, even if Octavia hadn’t started bristling at the sight of the auction. She wasn’t particularly tall, or notably endowed. Her breasts were well shaped but hardly large, with deep orange nipples, perked up from the cool breeze that was rushing through the town square. Her coat was short and fine, orange as a sunset, and spoke of grooming even if the Caribou didn’t do their best to clean up mares before auction. Her mane was… enticing. Red and yellow, blended together in a long, wavy curtain that fell past her shoulders like a waterfall. Her horn was gone, of course, but its stump was still clear to see. Her eyes, bright teal, were filled with equal parts fear and righteous anger. No wonder there was a black collar around her throat. She looked ready to murder. The rest of her body was shapely enough, though hardly athletic. More lean, almost painfully thin, actually.

As another Caribou, a guard in leather armor and bearing a shock baton, dragged the mare forward, she let out a harsh shout.

“Let me go you bastards! I don’t know how this happened to Equestria, but you won’t get away with this! Stop it! You can’t do this to me!”

“Shut your mouth, whore,” said the Caribou guard, almost sounding bored, as he gave the mare a rough smack on her ass and kicked her in the back of her knees, dropping her to the floor of the platform. He roughly gripped her by her hair and hauled her head up as she struggled and flailed against him.

“Grra! If I had my magic I’d teach you just what happens when you do this to a student of Celest-“

The guard cut her off with a rough smack across the face. The auctioneer cleared his throat and began the bidding process, but I was instead focused on the mare and thinking over what I’d heard her say. The guard may have cut her off but I knew what I’d heard… a student of Celestia? I didn’t know any other than Twilight Sparkle. Was the mare simply crazy? I tried to recall if the former Princess had had any other students. I seemed to recall that perhaps she had, but it wasn’t as if I’d kept specific tabs on Princess Celestia back then.

“Gilded, master… can we please go?” asked Octavia, unable to keep the loathing out of her voice as she watched the stallions start to bid upon the orange unicorn mare.

Lightning Dust stepped a bit closer to Octavia and whispered, “Tavi, you got to get used to this shit.”

Octavia’s hands gripped into tight fists and she seemed to work to control her breathing, violet eyes swimming with tears she was holding back, “Do we have to be reminded of this? Do I have to watch them be sold like meat at market?”

“You think I like this either?” asked Lightning Dust, her former stoic look twisting into a small grimace. I turned to them both, making sure that nopony was watching or close enough to listen. Fortunately almost everypony and caribou in the town square was focused on the auction, not on us.

“Bear with it, my dears. I… may have an interest in this one.”

Octavia blinked at me, and Lightning Dust rolled her eyes, “For the sake of Celestia’s cum covered plot, are you serious, man? You want another fuck mare to put a kid in?”

I suppressed a chuckle, “Were it my means I’d have dozens, if they were all unique enough for the purpose. In this case, I still need a unicorn to complete the set, as it were, and… well this mare said something that intrigues me.”

I motioned my guards forward and gave the pair stern looks, “Look after these two for a moment, men. I have a purchase to make.”

The two guards exchanged looks, grinned at each other, likely guessing at my intent, and both saluted with a matched answer of, “M’lord!”

I released the leashes on Octavia and Lightning Dust to my guards and with bold, confident strides I went and joined the crowd at auction. The bidding on the orange mare had not been too fierce so far, few stallions in Ponyville apparently liking the idea of an irate black collared unicorn to tame. The highest bid thus far was no more than a hundred bits. Paltry. It was still rising, though, mostly between a brown earth pony in a rich looking blue suit and slicked back black and white mane, and a pair of younger stallions who seemed to have pooled their resources to bid; one short, fat, and blue, the other tall, lanky, and almost as orange as the mare they were bidding on.

“One twenty!” shouted the short, fat blue fellow in a scratchy voice as he glared at his rival bidder, “C’mon Filthy! You don’t need another damned maid! Let us have this one!”

The earth pony in the blue suit laughed, “Oh come now Snips, Snails, aren’t you satisfied with your little blue magician whore? You were both so proud when you first got her, parading her around for all to see with that wagon wheel around her neck. Bored with your ‘great and powerful’ fuck toy already, boys? For shame, you should learn to appreciate what you have. One fifty, sir auctioneer!”

The Caribou smiled, nodded, and repeated the bid. The two younger stallions, Snips and Snails apparently, glanced at each other and exchanged some whispers. Then the fat one, I wasn’t sure which he actually was called, said, “TWO HUNDRED! Please, Filthy Rich? Let us have her! We like breaking in these mouthy magic sluts who think they’re so much better than everypony else. You can get any mare you want, but it’s tough sharing the blue bitch between me and Snails. It’d be nice for us to have two to fuck at once so we don’t have to share and it took forever to get some money up for this.”

The other stallion, Filthy Rich, hold a hoof to his chin as if considering, but I recognized the feigned gesture for what it was. He was merely toying with the other two, having fun with them. I suppose that in a society in which playing and toying with our females was the norm, it also wasn’t such a large stretch to do the same with our fellow males, if we happened to be n a position of power to do so. Filthy Rich looked like the kind of stallion who cared little for the wants of others, and his smile was malicious when he said, “Sorry boys, but she’s caught my eye! Five hundred bits!”

By the crestfallen looks on Snips and Snails’ faces that was well beyond their capacity to compete with. In fact I was willing to bet no stallion in the crowd could outbid this fellow in the blue suit. Local money, no doubt the richest stallion in town. I seemed to vaguely recall the name of the Rich family trickle into Canterlot once or twice. They weren’t nobility, but were wealthy enough to pretend. Most of Canterlot’s upper crust found the notion pretentious. I hadn’t bothered to do more than faintly recall the idle gossip.

Well, I was hardly going to let a mare that’d caught my eye go to another stallion. I decided to wait for the appropriately dramatic moment, letting the caribou auctioneer get go through the motions of looking for other bids, and nearly declaring the sale, before I raised my hand.

“I bid one thousand bits upon that mare.”

Eyes turned to me, the sharpest among them belonging to Filthy Rich himself. The Caribou auctioneer peered at me, more curious than bothered by my interruption, and simply shrugged, accepting the bid on his ledger. As for the mare herself, she’d been wearing a look of increasing rage with each bid that’d been made, and now all of that ire was directly squarely at me. To say I found those smoldering flames inside her eyes… rather enticing would have been an understatement. I think I’d found an excellent companion for my other two black collar mares. I could imagine this one getting together with Lightning Dust to make for a very physically active evening. Of course I wasn’t blind to the potential dangers. Unlike Octavia and Lightning Dust, I had no leverage yet on this one’s good behavior, but that could be fixed with time. Best to get her in my estate as soon as possible and worry about the details of breaking her in later.

Hmm, Padlock was likely to throw a fit. Then again, his wife… yes, Midnight was useful in her way, and when it came to the arena of discipline there wasn’t likely another mare under the Caribou’s regime besides perhaps Twilight Sparkle herself who would be better suited to educating a problem mare like this one.

As plans whirled in my head I still had the presence of mind to give Filthy Rich an apologetic bow that was about as genuine as a his smile at Snips and Snails had been.

“I apologize for stepping in so rudely, my good man, but like you that female caught my attention and I could hardly pass up the opportunity to make a bd. Perhaps you intend to bid higher? I am as ready as you to let our coin purses fight it out for the enjoyment of the crowd.”

The scowl on Filthy Rich’s face was at once both delicious and a tad troubling. I doubted he could cause me any serious issues, but I had to mentally kick myself a bit. Making enemies was not the reason I’d come to Ponyville. It was also a bad idea to underestimate Filthy Rich so casually. Anypony, pushed the wrong way, could be dangerous.

“And just who are you, if I may ask?” Filthy Rich’s tone was a few octaves short of outright hatred. My oh my was this a stallion not used to getting his way. Ha, not that I had much room to talk, in that regard. I favored him with a slightly more genuine smile as I gave a short, formal bow; little more than an incline of my head the way any proper noble acknowledges the existence of a lower class pony.

“Of course you may, my good stallion. I am Lord Gilded Cage, of the Canterlot Cages. I won’t fault you if you are unfamiliar with us, for I am the last of my line and my family has often kept to its own devices in Canterlot these many years.”

Of course he’d have heard of us, if he had any passing interest in Canterlot society at all. The Cage family’s wealth was second perhaps only to the royal lines, and our influence was nestled in every crevice of business from Fillydelphia to Manehattan. Even with my parents long gone and most the extended family… grounded elsewhere, I didn’t doubt Filthy Rich knew exactly who I was the moment my name passed my lips. The slight widened of his eyes and the way he pulled at his suit collar with one idle hand told me he recognized my family name indeed. His scowl hadn’t gone anywhere, however, so worried or not I don’t think he was intimidated enough by my name alone to not bear a grudge.

“I see. What a pleasure that one of such stature has graced our fair township,” he said, smiling nastily, “I’m rather shocked such… common stock as that bitch could be worth the price you just bid.”

I raised an eyebrow, “You were willing to pay a high price as well, I note. Perhaps such ‘common stock’ is more appealing to a pony of your means and status?”

That earned a piercing glare, but only for an instant as he made a off hand gesture as if to brush off my comment, “A passing whimsy, nothing more. You’re welcome to her, Lord Gilded. She seems more trouble than she’s worth.”

I said no more, allowing the stallion to save some face. When it became clear that no more bids were about to be made the auctioneer raised his hand and chopped it down in a firm motion, declaring, “Sold! To the Lord Gilded Cage for one thousand bits!”

The transfer of coin took a few minutes, mainly because I needed to send one of my guards to go fetch one of the purses from the carriage. I hadn’t planned on spending so much this trip, but spare coin was always carried for emergencies. Octavia and Lightning Dust awkwardly stood to the side, their leashes back in my own hand, as we’d waited for my guard to return with the payment. The auctioneer looked my two mares up and down with a critical eye.

“I see you see to favor black collars, my Lord Gilded,” the caribou said with a neutral tone barely hiding a hint of scorn, “Are they properly… trained?”

I gave the Caribou a winning smile, “I’ve gone through great lengths to teach them proper public behavior, my good auctioneer.”

“Yet their collars remain black. They have not accepted their role properly,” the Caribou said in a less-than-approving voice, looking at the two mares with clear mistrust and irritation. I could practically see the plans forming in the Caribou's mind on how he'd go about punishing my two mares if they showed so much as a hint of disrespect.

“Only because I enjoy resistance,” I said in an assuring tone, “Its like… spice upon food, for me. A matter of taste. There is a difference between a mare in a black collar who resists, and a dangerous rebel who wears no collar at all, after all.”

The Caribou gave a small nod, acknowledging the point. There were no shortage o black collar mares in Equestria, and the Caribou tolerated them as long as they remained under the control of a proper male who could handle them. Since Octavia and Lightning Dust were both quietly standing by my side, not giving any immediate resistance, it would seem to the Caribou’s eyes that however they might behave in bed with their master, they at least acted properly in public. I was rather proud. Octavia was clearly trying hard to keep herself contained, meekly looking at the ground. The Caribou auctioneer wouldn’t recognize the subtle tells I’d come to know in the musician, the way her hands still clenched tight, or the slight scrunching of her muzzle. Nor would he recognize that Lightning Dust’s near stone like stance was a sign of just how furious the pegasus was underneath.

I made a mental note to reward them both for doing so well thus far.

As for the other mare, she was still chained up until paid for, and was glaring at me fiercely. I gave her a wide smile, which only seemed to infuriate her more, her mane risking like hackles on a wolf. It was fetching on her.

Soon enough my guard returned with the coin and I paid the auctioneer. In short order the mare was unchained, and her collar attached to a length of rope that was handled to me. I handed the rope in turn off to my guards, who held it fast as almost instantly the unicorn mare tried to bolt.

“Ah ah ah,” I said as my guards restrained her, “That kind of behavior won’t do at all, my dear.”

“Drop dead!” she shouted, “Who are you to buy me! Do you know who I am!?”

“No, but I’m most curious to find out. Later. For now I think it’s best you’re kept under strict lock and key. Guards, take her back to the carriage and keep watch on her there until I finish my business in town.”

“My lord? You do not want an escort?” one of my guards asked nervously. No doubt worried about a chewing out from Padlock. I gave the guards a reassuring grin.

“Fear not, I think I can handle myself in town. Its far more important to guard my latest investment and ensure she doesn’t… go anywhere. Fear not, I shall inform Padlock that this was a direct order from me. He’ll understand.”

Probably, I added silently.

The guards reluctantly obeyed, hauling the mare away, or at least starting to, but I held up a hand, “Hold a moment. Before you take her away, I am most curious my dear, just what is your name?”

The caribou auctioneer raised an eyebrow, as rarely did stallions care about the names of the mares they owned, but I didn’t mind. It wasn’t against Caribou law to let a mare have her name, black collar or not. The unicorn’s eyes burned into my own, and she held herself up proudly, as if her pride alone could shatter the collar around her neck and bring all the world to its knees around her.

“My name is Sunset Shimmer! Former student of Princess Celestia! And I am not a mare to cross, or be owned!”

“I’ll keep that in mind, my dear Sunset. Now then, do be a good girl and don’t give my guards too much trouble. I’d hate for them to have to use undue force to restrain you,” I gave the guards a pointed look, “But they are authorized to use whatever means they feel appropriate to ensure you remain at the carriage until my return.”

The guards saluted, and dragged of the struggling Sunset Shimmer. Sunset Shimmer… hmm, did that name sound familiar? I just couldn’t recall, but something about the name did ring with an echo of memory, but it was so lacking in solidarity that I felt like I was chasing smoke in my mind in trying to remember it. After the guards and my latest acquisition were out of sight I bid the auctioneer a fond farewell and led Octavia and Lightning Dust away towards the far end of the town square.

When we were out of earshot by anypony else Octavia said in a low tone, “I don’t know why I ever expect anything better out of you, Gilded. She clearly doesn’t know anything about what the Caribou are doing to Equestria, and you just purchased her like she was just another treasure to add to your stock.”

I ran a hand through my mane, giving Octavia a firm look, “Would you rather she’d gone to that Filthy Rich cretin? Can you imagine what he might have had in store for her?”

Octavia paused, looking unsure, then bit her lip, “I… I just wish thing weren’t like this.”

“And yet, they are. If you are feeling guilty, Octavia, assuage that guilt with the knowledge that Sunset Shimmer now has you and Lightning Dust as confidants to see to it she adjusts to her new role with as much emotional support as any mare is likely to get in this world of ours. You know well by now that I won’t mistreat her, at least not overly much by the standards of some, and that she’ll be given more than she could rightly expect as the property of any other stallion. Besides, aren’t you also curious?”

“About what?” asked Octavia.

“About just why that mare didn’t seem to know anything about the Caribou or their arrival in Equestria,” I said, eyes glinting, “I, for one, find it very odd that a supposed student of Princess Celestia would wind up captured by the Caribou about a year after the nation has fallen to their rule, and yet seems to know nothing of what has transpired. Quite the oddity, isn’t it?”

Lightning Dust’s face screwed up, “Hey, yeah, that’s… that’s kind of fucking weird, ain’t it? Could she have just been, like, away for awhile in some other country?”

“And she returned to Equestria without hearing word of events here first?” I inquired and the pegasus gave me a shrug. Octavia looked thoughtful, now also mulling over the mystery.

“At any rate,” I went on, “We can learn more of our newest family member soon enough, but back to business. Our first stop is just around the corner!”

We rounded a corner just off the town square and found ourselves on a broad street that played home to a large and impressive building that had a number of stallions waiting in a line outside it. The building in question looked akin to a combination of a foal’s ginger bread house and a lewd homage to sexual innuendo. Circular doughnut designs were being penetrated by thick baguettes. Mare shaped edifices forged from baked goods were being gang-banged by lengths of tentacle-like licorices, and one sizable ginger bread mare just above the door was gargling a fountain of whipped cream from a well endowed chocolate caribou. The house made one both hungry and horny all at once, and it always brought a smile to my face when I cast my eyes upon it.

Octavia actually looked speechless, her jaw hanging open slightly. Lightning Dust had a more frank look of bemusement.

“What the fuck is that?” the athlete asked bluntly.

I laughed, “That, my dears, is Pinkie Pie’s House of Delicious Decadence.”

Author's Note

Well it certainly has been a long time, hasn't it? Longer than I'd intended, at any rate. Can't claim much reason for the delay other than plenty of RL distractions assaulting me from all directions. At any rate, I do hope you folks enjoy this chapter. Next time, fun with Pinkie Pie, and a visit to the Everfree Forest... two guesses at who Gilded is visiting there. 'Till next time.