The Beast That Took Over Equestria

by Gerboise-Bleu

Rating: mature
Tags: My Little Pony: Friendship is Magic, Princess Cadance, Soarin, Other, Sex, Dark, Thunderlane, Main 6
Length: 4241

[NSFW] A new creature comes along and begins to find a way to take over Equestria, one mare at a time.

[NSFW: CONTAINS SEX, MIND CONTROL, BESTIALITY, AND OTHER SEXUAL ACTS, YOU ARE WARNED.] A new creature comes along in Equestria. He's a wolf that appears normal but is mentally as smart as a pony and also has mental powers where he can communicate with his thoughts and control the minds of others. Fluttershy takes him in and he begins to use her to get access towards Princess Twilight and then towards Princess Cadence. If he reaches Princess Cadence, then the world won't be the same.

Published 2016-11-27 17:40:01 UTC
Last updated 2016-11-27 17:40:01 UTC

Fluttershy's First

Fluttershy opened the door after hearing some noises. She saw a wolf shivering in the cold. He was almost her size yet whimpered like a puppy as the wind kept blowing. She quickly let him in and gave him a blanket and food.

"Oh you poor thing!" she hugs the wolf, "You must have been freezing out there! Well you won't have to worry about that again! Just nibble on this food and warm up!" She walks into another room and the wolf relaxes. The wolf had been studying Equestria for a while and knew that she'd be the first step in his plan to conquer Equestria to his whim. He was able to mentally control people, but he could only do it one at a time. He needed a way to enhance his powers over all of Equestria. For now he would wait.

Angel bunny hopped on by and noticed him. He was using his favorite blanket and he wasn't happy about it. He hopped over to him and began thumping on him with his feet to get him away from his blanket.

<> The wolf's eyes glowed and then Angel's eyes glowed. The bunny then bowed to him and walked away. <> He waited for a few minutes and Fluttershy walked back in.

"How is my new wolf friend doing?"

<> the wolf replied mentally. Fluttershy was taken aback. She wasn't aware of any animal who could communicate through thought like that.

"Y-you can communicate with my mind?"

<>

"I'll say! Can you read my thoughts?"

<>

"What's that?" Fluttershy asked with curiosity. The wolf's eyes suddenly glowed and Fluttershy was fixed in a gaze. The wolf's eyes kept glowing along with hers as he mentally gave commands to Fluttershy. She was being mentally transformed to that of an obedient servant to his demands and desires. When his eyes stopped glowing, Fluttershy blinked a few times then instantly bowed towards the wolf.

"Master I am ready to do whatever you desire."

<>

"To serve you, Master. In any way possible." Fluttershy responded as the wolf grinned showing his teeth. He began lustfully imagining her obeying his every whim and as a result his cock grew hard. Fluttershy didn't react to it. However the wolf would make sure she would react just how he wanted her to react.

<> Fluttershy smiled and submitted herself.

"Yes master." she raised her rear slightly. This form of mind control was different than most. She would obey him but his mind control changes her natural mental state. Not only does she obey his commands without hesitation, but she is able to have an independent personality and thoughts. The difference is that her thoughts, desires, and personality enjoy obeying his commands and having sex with him. According to Fluttershy, she had always loved him and always wanted to obey him. Being his servant was a dream come true and the idea of being his personal sex slave turned her on and made her happy. The wolf walked behind her and mounted her. He slammed his cock inside her pussy and moved back and forth.

<> the wolf thought as he panted and kept going. Fluttershy moaned with each thrust. <> In a split second a mental command was sent without a direct order and Fluttershy instantly began talking dirty.

"Fuck me harder, master~" she moaned as her pussy got wetter. She wasn't quite sure what made her say that but she was sure she always had wanted to say that. "Use me like the slut I am~" The wolf kept going until he came inside her.

<> He gave another mental command and she suddenly moaned loudly and came.

"Th-thank you master~" she rubbed her pussy and huffed. She then noticed he was still hard and went over to lick his cock clean.

<> he howled as she began deepthroating him. She blushed at his howl and continued to rub her pussy. <> Fluttershy blushed redder and sped up. The words turned her on and she got wet again already. The wolf gave her a mental order and she gave him a sexy look in his eye. The wolf then came again into her mouth. She pulled off with his cock licked clean and swallowed.

<> he began announcing as he sat down.

"What is it master?"

<>

"Of course, master." she bowed. The wolf grinned. Things were going to plan and he was one step closer.

The New Harem

Fluttershy was able to trick all of her main friends to her cottage. One by one they were hypnotized to become good servants like Fluttershy one by one. First Pinkie Pie fell, and she was a very eager servant, more eager than expected. Next was Rarity, who was very graceful in how she fucked. Rainbow Dash was the fourth to fall and she was very passionate and was great with blowjobs. Applejack had perhaps the best ass of the bunch and was able to take it as hard as he could bring it. Finally, Twilight was a bit hard to win over as she had magic, but her resistance didn't last too long. Afterwards Twilight became a good servant who made sure that she followed every command to the exact letter and always was the one who asked to make sure she was doing it precisely how he wanted.

While the wolf wished to use her links with Princess Cadence to make her an obedient servant so he could take over Equestria, he decided to enjoy a week with his new harem. A week of conditioning and all of his servants were exactly how he wanted them to be. His days were pure bliss for him and the routines were set. Each servant had their sexual uses and he used all of them for it.

The wolf woke up in the bed that was once Fluttershy's. To his left was Pinkie Pie sleeping away. To his right was Rarity, also sleeping. The other four were sleeping on the floor. He gave a mental command for all of them to wake up and begin their routine. Applejack and Rainbow Dash woke up and instantly stood on all four legs to make out with each other for their master's viewing pleasure. They passionately exchanged tongues and caressed each other. Pinkie Pie and Rarity woke up and instantly caressed their master from behind. Fluttershy saw her master's cock was hard and walked onto the bed to give him a blowjob. Twilight walked to the bed side.

"What would my master like for breakfast?" she asked as she bowed.

<> he replied. Twilight bowed and walked out of the room. The wolf caressed Fluttershy and howled as he came. <> He then turned to Pinkie Pie and made out with her forcefully. Pinkie Pie didn't resist one bit and enjoyed every second. Rarity then made out with Fluttershy. Pinkie Pie gave the wolf a hoof job as they kept making out and soon after the wolf had her on her back and he began fucking her.

"Oh my gosh master this is amazing you're just so big and I'm so wet and I--" she suddenly stopped. The wolf gave out a laugh.

<> He enjoyed using mental commands like that and so he allowed Pinkie Pie to keep her extra bubbly personality. She still had her passion and even thrusted upwards as he thrusted downwards to make it feel amazing. He came inside her then hopped off the bed. Twilight came in with breakfast and sat the plate down in front of him.

<> Twilight immediately did so. The wolf licked her pussy and Twilight moaned loudly. She came within ten seconds and sank to the floor in pleasure.

"Th-thank you m-m-master~~"

<> he began eating. Once he was done he walked into the kitchen as his harem followed. Twilight had breakfast made for herself and the other five servants. Once they finished eating breakfast, they sat in the living room. He decided that he might as well get a few males for two reasons. The first is that he wishes to have a few guards. If he was to become leader over all of Equestria he would need some. The second reason was that he sometimes simply wanted to watch and fap others fucking each other. It would be interesting to see them sexually please a few men.

"Rainbow Dash, I assume you're friends with the Wonderbolts. Could you bring two men here so that they can become servants?" Rainbow Dash bowed and then flew off. In an hour she walked in with Soren and Thunderlane.

"I wanted to show you guys the coolest wolf ever that Fluttershy found."

"Is that him right there?" asked Thunderlane

"Yeah! He knows some awesome tricks! Oh Thunderlane Fluttershy had a gift for you upstairs. Go ahead and grab that."

"Sure thing!" he flew upstairs with Fluttershy. Soren looked at the wolf as he acted as much like a plain wolf as possible. He made a happy bark.

"Thing's kinda cute, Dash." he gave it a good pet. He looked at the wolf and noticed its eyes were glowing. After that he couldn't look away. He was made an obedient servant and bowed to the wolf. Fluttershy and Thunderlane flew downstairs.

"I'm sorry Thunderlane I forgot I moved it down here." said Fluttershy as she landed on the living room floor gently. Thunderlane landed next to her.

"No problem Fluttershy. Is it back over there by the wolf?" Thunderlane asked as he walked towards the wolf. The wolf stared at him and his eyes glowed. Thunderlane then became an obedient servant and bowed.

<>

"Yes master" they both replied and bowed. Soren eyed the main six: "So, they're like, servants too?"

<> the wolf replied casually. He enjoyed allowing them to keep most of their personality. It made the servitude almost more legitimate. Plus it was like he had friends and real people to talk to.

Soren had a lustful look in his eye. "I imagine you're getting good pussy every day."

"We shouldn't intrude on our master's personal life, even if we are guards."

<> the wolf replied with a mental chuckle. <> Both of their eyes widened as they saw the main six.

"Really master?"

<> he smiles. Might as well be sort of benevolent. <> Both of the male servants grew hard as they continued staring at the main six. They both had a smile grow on their face.

"Definitely master. Thanks." replied Soren with a grin.

"Thanks master!" affirmed Thunderlane.

<>

"Rainbow Dash~" Soren answered as he stared at her ass. Rainbow Dash was obediently at attention still along with all of the others waiting for new orders from the master.

"Fluttershy would be cool~" said Thunderlane as he blushed. The wolf mentally commanded Fluttershy and Rainbow Dash to walk over to him.

<> he commanded as they both bowed. <>

"Yes master" they all affirmed as they bowed. Rainbow Dash and Fluttershy spread their legs as they laid on their backs. Thunderlane began fucking Fluttershy and moans filled the room. Soren walked to Rainbow Dash and near her head.

"We're not fucking quite yet. I want you to suck me." ordered Soren as he forced his cock into Rainbow Dash's mouth. Rainbow Dash blushed and lovingly sucked his cock. She moved back and forth as he caressed her mane. "Man you are a good slut. Our master must really enjoy you~"

<> the wolf laughed as he walked over to Rarity and began fucking her. Meanwhile Thunderlane cums inside Fluttershy. Luckily she was unable to release an egg thanks to a mental command from her master. Fluttershy then licked his cock clean as her tongue softly moved around it.

"You're so beautiful Fluttershy~" Thunderlane moaned as he relaxed. Rarity meanwhile came as the wolf sped up. The wolf howled and came.

<>

"Thanks master~" she huffed as she rested on her side. The wolf cuddled with Rarity as he watched his new guards enjoy their fucks.
<<I better make Cadence my servant soon so I can become Master of Equestria.

Author's Note

In case you're wondering, the wolf does not actually have a name. At least one he wishes to reveal. That way there is no other way of addressing him besides "master".

Royal Conquest

The main six, the wolf, Soren, and Thunderlane run up to the Crystal Palace, pretending they're in distress. The guards outside recognize Twilight and quickly let her in. The foyer was empty except for Shining Armor who was walking along. He notices them and then quickly meets with them.

"You all look like something's wrong! What is it?" he asks as he prepares for whatever threat may be on its way to the Crystal Empire or Equestria. However he felt weird. As if his magic wasn't going to work. It turns out that Twilight blocked his magic.

"Twiley why did you block my magic?!" he asked growing concerned. But the wolf's eyes glowed and as soon as Shining made a glance it was too late. He was now an obedient servant. He bowed towards the wolf.

<>

"Yes, my wife is in a meeting with the other two princesses." The wolf froze at that. Cadence was with Luna AND Celestia? This changed things. He would have to be patient and acquire all of them one at a time. If it worked, he would get more than he had hoped for.

<>

"Yes, master. I know some. But with someone like Celestia or Luna it may need more than just I."

<>

"Yes, master." He walked off. In a few minutes Cadance met up with them.

"What is it Twilight? Is something wrong?" She was suddenly zapped with spell-blocking magic and the wolf's eyes glowed. "WHAT ARE YOU GUYS--" she stops and then bowed at the wolf. Another obedient servant. Now the question was how to separate Luna and Celestia from each other. They couldn't get both of them together at the same time without one escaping.

"Well master, Celestia sometimes gets secret messages from one of her guards about an important affair in Canterlot. Maybe I could tell her that and she could agree to quickly come and 'receive the message'." The wolf smiled.

<> replies the wolf as Cadence bowed. She walked to the meeting room as if nothing had happened to her.

"Sorry about that! It was actually one of your guards Celestia with some important information. Something about an update on a project." Celestia smiles.

"Good, sounds like our projects are going along smoothly. Take me to him please." Cadence smiles and nods. As they walk out Celestia calls back: "Don't worry Luna we'll be back in a few minutes. Could you go ahead and get dinner ready?"

"Sure! I'm starving!" replies Luna as she turns around to begin working on dinner. Celestia and Cadence walk to the room and see the others. Celestia is confused.

"I thought a guard would be here." she said. Suddenly Cadance, Twilight, and Shining Armor use magic blocking spells on her.

"What is this?!?" she struggles against them. The wolf walks closer and his eyes glow.

"Wait...no! I--" her eyes then glow with his and she keeps fighting for a time. But it's no use. The magic blocking spells won't lift. She then became an obedient servant and bowed.

<> They all walk up to where the meeting room was at. Luna turns around and is startled.

"Oh! You all scared me!" she laughs. "Hi Twilight! I see you and your friends are here. Who's the wolf?" Suddenly magic blocking spells hit her and the wolf quickly turned her into an obedient servant. The wolf was very happy and made a happy bark.

<> he ordered as they bowed.

"Of course, master." they all affirm. The wolf turns to Shining Armor and orders him to have all guards line up in the courtyard. Shining Armor makes a call on a large horn. Guards from all over quickly arrive in the courtyard and stand at attention. The wolf walks to the courtyard with everyone else.

"Man, our master's a genius." said Soren.

"I know, right?" laughed Thunderlane.

<<Ok. Luna, Cadance, Twilight, and Celestia, use stunning spells to keep all of these guards in place. The guards all panic but can't do anything about it. One by one the wolf goes by all of them making them obedient servants. Once all fifty were made obedient servants, the stunning spells were lifted and all of them bowed.

<> the men bowed. <> The females bow and the male guards grin. The female guards blush at the prospect. The wolf then turns to Cadance and Shining Armor. Even though he had control over them, he wanted to make things more official.

<> his eyes glow as he prepares to change Shining Armor by altering memories. <> Shining's eyes glow for a bit and then he comes back. He then does the same with Cadence. The four princesses, he decided, were to become more than just sexual servants and keys to ruling Equestria. He would elevate them up to his three personal concubines. He may have dibs on every flank in the palace, but these three were going to be his and his alone. He summoned the four princesses.

<> the wolf said. The four princesses bowed and affirmed. <>

"Yes, master." he bowed. The wolf grinned and walked up to the master bedroom. Soon he'll control the citizens of Equestria, but first it was time for his own personal orgy.

Royal Orgy

"ATTENTION ALL GUARDS! THE MASTER HAS CALLED FOR A CELEBRATORY ORGY FOR HIS VICTORY!" Shining Armor called to all fifty guards at attention. They all cheered.

"ALL HAIL OUR MASTER!" they all cried in unison. Then the female guards submitted themselves to the males as an orgy broke loose. Shining himself had a nearby female guard suck his cock. He moaned while the orgy grew. In one corner of the courtyard, a female could be seen masturbating or sucking the cocks of four male guards in a gang bang. Soon they came on her successively as she opened her mouth to take in as much as she could. Another female guard raised her ass high as a male roughly fucked it. The wolf enjoyed the sight of the massive orgy as he and his personal group walked up the stairs leading to the master bedroom. He was ready to enjoy himself after a very successful day.

<> They both bowed.

"Alright!" they both said excitedly as they gave each other a hoof-bump. They began an orgy with the harem as the wolf turned to the four princesses.

"Shall we perform our concubine duties?~" asked Twilight with a hint of lust in her voice. The wolf grinned and quickly was turned on.

<> he said as the princesses blushed and grew moist. <> Twilight obediently bowed. Since the others were taller they all got onto their knees. The wolf walked to Celestia and fucked her with great speed.

"OH YES!~" Celestia moaned as her wings spread in pleasure. He sped up and enjoyed fucking her as she was very warm. It was fitting considering her control of the sun. Celestia enjoyed his cock pulsating back and forth and after a minute she came and moaned loudly. "Oh, master, yes!~" He then came inside her and pulled away. She sank her upper body and breathed heavily as the state of pleasure remained with her. The sight of this made Luna and Cadance wet. He walked to Luna and her wings spread erect right when the mere touch of his cock reached her outer pussy. Luna moaned and just like Celestia enjoyed every second of it.

"Fuck me harder, master~" she moaned. The wolf obliged and got rougher. Luna gasped and squirted cum. "Thank you master~~" The wolf licked her neck and kept going. He then came inside her while howling. Her pussy was tight. He pulled out and walked towards Cadance. She was blushing and looking nervous.

"M-master you're so amazing, I'm not worthy to be your concubine." she said as she crossed her leg to deal with her extreme horny state. She was already dripping wet. "Please forgive me if I'm not good enough." The wolf walked in front of Cadance and she bowed her head. He put his paw on her shoulder and she looked up. "M-master?"

<> the wolf then gently grabbed her face and he made out with her. She blushed and made out back. His tongue and hers wrestled inside their mouths and she grew wetter still. It grew extra passionate and they nearly lost track of time. The other princesses begun masturbating. He pulled away as a string of saliva drew between their mouths. Cadance wouldn't stop blushing and was at a loss for words.

"Thank you, master~~" she finally said. The wolf smiled then began fucking her. Considering how wet her pussy already was it was instantly pleasurable for both sides. He went extra fast and they both moaned. When they came, they came at the same time and moaned so loud that the other orgy in the master bedroom stopped for a moment as it was quite the distraction. A sexy distraction, but a distraction. The wolf panted and sat down. Twilight then sucked his cock.

<> he caressed her and moaned. After a fourth cumming he relaxed and mentally ordered them to cuddle with him on the bed. The orgies in the room and in the courtyard eventually died down as everyone went to bed. The master bed was large enough for the wolf and all four concubines, who slept around him. Before he fell asleep, he gave them mental commands that gave them all wet dreams of them fucking with him. He also thought that tomorrow would be the final day before he'd rule every creature in Equestria.