Big warning in this one, mind-wiped and then very dominant sex, about as close to rape as I will touch. Take it or leave it, but a villain has to do bad things.

Gel wandered into the little eatery. It looked like it could serve a good portion of the town. "Take a seat anywhere, they'll get to you in a moment, I just gotta see Served Up about something." Peace Keeper wandered into the back area of the building.

The changeling didn't have long to wait at all. "All the fixings they got today." Peace was levitating two plates out while Gel watched. "Hope you like eggs." One of the plates was set before Gel. He knew he couldn't really refuse it, but it would be fine, it wasn't like anything he ate would affect him.

"Sure do, they look delicious." Gel ran into the first part where his little plot would fall apart. He didn't actually have the telekinesis to go with the fake horn he wore. What was worse, there was no fork on the table, which meant the mare was testing him. Without any cutlery, Gel leaned down daintily and took a nibble of the food. The scrambled eggs were actually pretty tasty.

"Dig in." Peace used a fork she had been carrying to start eating up her own eggs, with each mouthful she looked at Gel. "Oh to Tartarus with this, I don't know who you are, or why you are poking your horn in here, but that don't matter much now." The unicorn reached down with her magic and levitated up a horn-blocker.

Gel wasn't scared of the item, but he did get up and pull back from the table. He was shocked when Peace put the horn blocker on herself and kept sitting there.

"Where you going? Just going to have a chat with you." Peace Keeper smiled at the worried and slightly confused looking mare. "Served? Bring it in now, the eggs didn't work."

Gel turned his attention from the self-neutralized unicorn, only to see a little fuzzy thing flying right at him.

"There, see? Just let the parasprites do all the work. You sure you put sleepy-stalks in those eggs?" Peace seemed to ignore Gel now but the changeling was feeling very odd. There was a sense of draining, of something drinking at the magic he used to maintain himself. For the first time in Gel's life his form solidified completely, the magic that kept him fluid having been redirected. "Getting harder to focus yet? Don't worry, Gilded Lilly will be down soon, not sure what she will do with a… oh, now that is something."

Peace got up and stepped over to the changeling, walking around it and tilting her head down to inspect under them. "A stallion! Hot dang we got a good one Served."

The second unicorn mare was looking directly into Gel's eyes, watching as the changeling stallion struggled harder and harder against the tendrils of magic seeping down into him. "Something a bit odd with 'im." Served Up smiled and tapped Gel on the forehead. "Hello there little filly, you tell me your real name now, won't you?"

Gel was losing his fight, he looked directly into the cook's eyes and something seemed to click. "F-f-filly?" It was all he could manage, or was he a she? She giggled and looked around, there was another pony here.

"Yup, definitely filly." Served smiled and rubbed the dark-colored pony's ear.

"You love doing that don't you Served? If you had your way all we would have is a herd of brain-numb stallions who think they are fillies." Peace shook her head and looked at the strange pony they had captured. "So tell me filly, you want to let me think for you, don't you?"

The filly beamed in delight, letting the mare think for her sounded like the best thing ever, it wasn't like she was doing it. She giggled and nodded, words not seeming to work so well for her. It was okay though, if her head only had other ponies' thoughts in it, she didn't need to talk.

Twilight had spent most of the evening putting her castle back to rights. The girls had meant well, but even their cleaning up left a lot to be desired. She checked her list. "Okay, I think that is everything where it needs to be." She gave a huff of satisfaction. Now, where was her stallion?

Investigating around the castle, the alicorn found not a trace of Gel. In the end she went to the last place she had seen him, the bedroom. Looking around, memories of having Rarity help her from the pod tickled at some very naughty places. Then Twilight saw it, a note!

Working down the missive from her teacher first, she found Gel's writing. "Oh, that sounds… should I wait until morning?" Weariness weighed heavily on the mare and she decided her talented stallion would be safe for one night. "After all, what could he possibly get up to?"

Searching around the castle found a sleepy Spike and Twilight waved the letter she held. "I will be heading out to track down that stallion of mine, it shouldn't be anything to worry about, so don't cause a fuss with anypony about it, okay?"

"Sure thing Twilight." Spike had his favorite comic out, barely taking much notice; Twilight had gotten a little ditzy since meeting Gel, not that Spike minded, meant there was more time for comics!

The filly was so very happy, deliriously happy. The nice mares told her how good she was and how amazing she would be.

"My chamber, now." Gilded Lilly made sure the words were final, she looked between Peace and Serving. "Any problem with that?"

"No Gilded…" the two chorused it together in a droll tone.

"Good. Nice catch though, you can have them for the rest of the week." Gilded looked at the 'filly', she cursed, briefly, that the first naming stuck so well, but the poor little things had so little of their brain free they tended to latch on to something if they got it.

Gilded raised the halter, the straps of it buckling themselves around the changeling's head, under the control of her magic. She finished fitting it and gave a tug on the simple leash she had.

Filly followed along, the mare was taking her somewhere, it would be fun. She was confused for all of a second, when the mares seemed to have an argument, but this mare won, she must be the best mare! She was led into a little house and then down, a set of stairs heading down into some kind of underground bit. It was cool and Filly thought it might remind her of something but not a single memory could slip into her head.

"Sit over there, be a good filly." Gilded watched as the stallion walked, admiring every line of him. He was big, bigger than any of their other stallions. This would certainly be a good night for her. "We are going to play a game, filly." The changeling brightened and looked at her excitedly. "You are going to pretend you are a stallion, and I am your owner. Stallions, you see, aren't allowed to be free, they have to be some mare's property."

Filly nodded, accepting everything she was told. She looked at her owner and waited for some more thoughts to fill her head with.

"Now, my stallion, come here." Gilded clopped a hoof on the hard-packed floor. The changeling approached. "Too slow, when I tell you to do something, slave, you do it quickly, no dawdling." A crop rose from a shelf nearby, in Gilded's grip, it came down across the flank of the stallion.

Filly's eyes were wide, filling with tears. She trembled as the crop landed a second and third time. "Now, go back over there." Filly moved her flanks quickly, hurrying to where she was directed. "Now come here slave." She smiled and moved fast again, this time getting the crop rubbing up under her tail. "There, good slave. Now, I want you to lay down on this, on your back."

Gilded gestured to an odd-looking frame. It had some padding for the stallion to recline onto, but it also had a series of upright posts that tilted to each side, with straps along them. A thrill of power raced through the mare as she watched, her newest slave climbed onto her mounting jig.

Filly rested back, reclining into the strong wooden device. She looked up at the mare and waited for her next command. "Hold still slave." This was easy, it was so good to do what she was told and when they were easy thoughts it was even better. Filly watched as the mare's magic secured her legs, one by one. Then the mare did something and Filly felt her legs pulled to each side a little, then a bit more, and more. "Erect now filly, I want this hard in short order."

The changeling looked confused for a moment so Gilded rested the crop down along his hefty sheath. "Now, filly, I want you hard now." This was a wonderful command that the unicorn never got tired of giving. No stallion could control himself that well and so, bringing the crop up, Gilded struck along the stallion's balls.

Eyes bugging in pain, Filly gave a little 'eep' as the mare struck her somewhere very sensitive. It hurt so much. "Feel that, Filly? When I strike you, you actually like it, it arouses you." Filly was confused a moment but what mare said was always right, so when the crop landed on her she moaned out loud, the pain was only pleasure to her.

Another strike and Gilded had the stallion at full attention. The commands, unlike their names, tended to wear off after a day or so, but until then, the power the unicorn felt by being able to rewire every part of her subjects…

Filly watched as her master trembled. A strong smell hit her nose and she got the idea that she had done something to please the mare. The smile she gave, however, caused the crop to come down and she was left moaning again, her shaft now rock hard and on full display.

"Slaves are seen but not heard." Gilded looked over at her special shelf, selecting just the right thing. Levitating the device with the straps attached, she pressed it briefly to her own head. It gave a chime. Gilded felt a little strange now, the device she had put against her head started to swell and grow, the familiar sensation from between her legs, of a swelling shaft, oddly familiar to the unicorn.

"Open up now, filly." Filly opened her mouth for her owner, it was what Filly always did. The thick shape shoved into her mouth, forcing her tongue down and making her cheeks puff out a little. It didn't stop there, it kept pushing and shoving and she saw her owner's face as it worked in. She looked happy! Filly started to move her tongue and lips, sucking on the huge shape, even as the mare's magic fastened the base of it to the halter, locking it in place.

"Good… good filly." Gilded loved the toy, but she loved it more when it was deep in a slave's mouth, bound magically to give her all the sensations of being balls-deep in a stallion's throat. She couldn't wait anymore, she stepped over the recumbent changeling, her passage already wet as ever and, moving forward, Gilded used her magic to reach back and line the large shaft up.

"Filly, you are not able to get release." Gilded leaned forward and kissed the stallion's nose. This was her favorite part.

Filly's mind was set afire when her owner moved backwards, impaling herself on Filly's shaft. Filly wanted more of the mare around her but she couldn't move an inch, she couldn't even buck. A part of her admonished her, or was it her master doing it? "You can't move, filly, I am going to use you until I am satisfied and, you will be nothing but a toy to me." Filly settled, she smiled up at the mare, around the huge shaft in her mouth. Filly suckled away on it and was at peace. She beamed up, feeling her pleasure rise but there was a part of her, that part that listened so closely to her owner. That part would not let her reach her end. And she loved it.

Gilded used the pony, she fucked the changeling hard, she fucked him until she came again and again over him, she fucked him until she couldn't smell changeling anymore, only her own scent.

"Filly?" She heard her name and Filly looked up, she had been working so hard to suckle the big thing in her mouth, once her owner told her to. "Filly, you will sleep now."

Author's Note

Woops, Gel, watch out, you let your sub show there.

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