Nightmare's Reign

by Hardcover

Rating: mature
Tags: Queen Chrysalis, Non-consensual, Princess Celestia, Sex, My Little Pony: Friendship is Magic, Dark, Nightmare Moon
Length: 28393

Nightmare Moon's influence spreads throughout her alternate timeline, as she wields her new malehood and overthrows Celestia's Equestria.

With no Elements of Harmony to stop her, Nightmare Moon returns to Equestria, instilling fear into the sun-loving ponies with eternal night and her new, mighty cock. But if she's to truly rule Equestria, she must defeat her sister for good.

Even if Nightmare Moon is uncertain about how to feel about her new genitals and all that comes with them, she's prepared to take down Celestia's reign by whatever means necessary.

Contains: Futa Nightmare Moon, Rape

Featured 6/26/16!

Published 2016-06-24 21:50:01 UTC
Last updated 2017-10-05 00:21:45 UTC

Chapter 1- Sunset

Princess Celestia held her ground as a chill wind raced through her throne room. She had sent her guards ahead, but it appeared as if none would return to her now. Her horn flared a soft yellow as she glared at the inky blackness beyond the doors.

The light through her windows dimmed as the shadows in her hall grew longer. Soon, only her horn shone, a torch of sunlight against the spreading dusk.

"Show yourself!" Celestia called.

The sound of hooves against stone echoed through the throne room, heavy and cold. A voice followed them, silky and cruel. "Happy to see me, sister?"

A tall mare, black as oblivion, with pale moonlight eyes shining through the haze stepped forward, clad in azure armor. Fangs adorned her smile, her starry mane and tail illuminating her in the dark. Nightmare Moon.

Celestia was unfazed, drawing herself up, tall and fierce. "Do not face me, sister, or I will strike you down if I must."

Nightmare Moon just laughed, a dark echo filling the holy space. "I already have, long ago, sister," she replied, her voice dripping venom. "And yet, here I am."

"Let us not repeat history once more," Celestia pleaded.

"I don't think we shall," Nightmare Moon replied. "The era of sunlight is over. For now begins the eternal night!"

Dark energy surrounded Celestia, who flared her horn brightly around her, trying to push the darkness back.

But it was no use. Celestia was swallowed by shadow, with Nightmare Moon's laugh cackling faintly in her ears.

Nightmare Moon sighed in annoyance as she sat on her throne. "They aren't going to cooperate today, are they?" she thought.

She was waiting for her next audience to arrive, a host of guards facing forward at the door at the other end of the throne room. No one was really watching her, were they?

As discretely as possible, Nightmare Moon reached a hoof down between her legs and adjusted her fat, ebon testicles, unsticking her nutsack from her thigh. Once they rested comfortably, or at least as comfortably as they could on her throne, she felt a little better. Of course, she was still annoyed at how sweaty they seemed to get.

"Open a window," she barked at the nearest guard, who obliged quickly.

It pleased her to have her own legion of batponies. The old unicorn and pegasus guards were softened by Celestia's reign of peace, but the stallions under her command were strong and disciplined to a fault. After all, she had made them that way with her nightmare powers; the first and only ponies crafted from pure shadow. Although, she wondered if she should really think of these stallions as "others" with her new equipment. She didn't feel like a male. At least, most of the time. While she lacked her vagina, she still recalled that it was a far more polite organ than her new one, her slot hardly noticeable to herself, even in heat. How she wished she could trade them back.

She supposed she shouldn't complain. The nightmare powers she had acquired were beyond anything she had imagined when she first started plotting revenge against her sister. There hadn't been a mote of sunlight in a month. But why they had added a new cock and balls was beyond her. Was it a curse? Was it part of her powers? Nightmare Moon had no idea, but they were more of a nuisance than a power. At least she could boast that she was enormously well-endowed, bigger than any normal stallion, certainly. But sometimes she wished they were smaller, and not in the way so much. More often than not they seemed more a curse than a blessing.

The door opened, and the guards brought forth a white mare with a lavish indigo mane. She didn't exactly look pleased to be here, but Nightmare Moon wasn't out to please her subjects. On the contrary, Nightmare Moon felt something well up within her as she beheld the mare. A warmth that first spread through her belly, but then she felt a stirring, a clawing greed from deep within her balls. Nightmare Moon straightened up and ignored it. "You summoned me, uh... Your Highness?" the mare said in a prim accent.

"Rarity, is it? I understand that you're the mare to see when it comes to aesthetics," Nightmare Moon said.

"Well, I am an expert in all things fashion and beauty," she said, dangerously close to going on a tangent.

"Excellent. You will be my new housekeeper."

Rarity gasped. "Housekeeper? I beg your pardon, but I already have a profession running Ponyville's finest boutique-"

"Not anymore. Starting today, I want you to begin fixing up this old castle my sister has let fall to the wayside for the last thousand years. A queen's palace should be a place of beauty, don't you think?"

"Well, I-"

"Get her in uniform," Nightmare Moon waved her off. A couple guards flanked her and led her away.

"Now, wait just a minute! Oh, let go of me, you ruffians!" The door closed before Nightmare Moon could hear anymore of her whining protests.

She rubbed a temple with her hoof. She had been informed that Rarity was the best, but putting up with her would be a chore. She turned to the stallion at her right, large, imposing, dressed in burnished armor. The mare that remained in her found him quite handsome. "Are you sure about her, Vanguard?"

"A little discipline will straighten her out," he answered in a deep voice. "Soon all will bow to your power, one way or another, and there will be no trouble with them."

Nightmare Moon nodded. "If she is a problem, I will deal with her. Are there any more?"

"No, my queen."

"Good." Nightmare Moon sighed. "I am not sure I could stand another mare like that."

"What do you mean, my queen?" Vanguard asked.

A part of her wanted to confess her stirrings to her captain and bodyguard. He was a stallion at his core, and he could probably provide her with some sort of guidance, but she couldn't break professionality with him quite yet. Besides, if she were to be so uncouth, she would prefer to do it by having him rut her senseless. But she wondered if he would even be interested in such a thing, as she was. She cleared her thoughts of it all. "Never you mind. What is next?"

"Whatever you wish, my queen. You answer to none else."

Nightmare Moon nodded. Old habits of catering to her people died hard, it seemed. "Dismiss the guards and servants. I am going into the dungeon. See to it that no pony knows, and that I am not disturbed."

"Yes, my queen."

Hearing him answer that way every time was a relief in itself. If only all ponies could be as perfectly disciplined as her guard.

Nightmare Moon rose from her throne and headed out of the silvery moonlit throne room into the shadows of the great hall. Only dark, sapphire flames illuminated the way, but even these were reduced to embers as she headed down narrower corridors. As much as she appreciated the company of her guard, there was a comfort in loneliness, in silence.

The dungeon door was heavy and nondescript, guarded by two batponies who were sworn to complete secrecy. Nothing was said as she opened the door and they let her pass. They hardly even turned their gaze toward her. Again, she relished their total discipline.

Through complete darkness, Nightmare Moon's magic allowed her to see the rough-hewn stairs that wound down into the bowels of the castle where other ponies would stumble blindly. Below her were coils of chains and rows of cages, but all were empty, save for one.

Like a mote of light in the shadows, Nightmare Moon saw the once-great Princess Celestia, each limb wrapped in chains, a heavy iron collar around her neck, keeping her pinned to the floor. Ever since the last day, her mane had lost its luster and flow, draped limply over her thin, starved body, and her pristine white coat was marred with scuffs, scratches, and dirty patches. She didn't bother to raise her head as Nightmare Moon approached.

"Long time, no see, dear sister," Nightmare Moon said. "If you're curious, your subjects seem to be adjusting rather well to my night."

From beneath the tangles of hair, Nightmare Moon saw a lavender eye glare at her. "You cannot stop me from protecting them. Not forever," Celestia said, mustering her strength.

Nightmare Moon laughed. "How? They don't even know you're alive. They've already lost hope. The shining Princess of the Sun has failed them. Soon, they will turn to the new Princess of Moonlight as their provider."

Celestia seemed to smile. "Then it will be all the more triumphant when I make my return."

"I would like to see you try to face me, starved and weak as you are. I defeated you once at your full strength. If you stand against me again, you may not survive the encounter," Nightmare Moon said wickedly.

"I still have some power left. It's why I'm alive, isn't it?" Celestia said. "You want to take it from me. But you will never have it. And without it, the ability to wield the Elements will never be yours. Even if you strike me down, some other ponies may yet claim them. And light will return to Equestria."

Nightmare Moon growled. "You are so foolish, sister. There is light in Equestria! But because it is moonlight, you think it shadow. You with your precious sun could never understand the beauty of the night."

"And you could never understand the beauty of the day, because you have turned your back on true light," Celestia shot back.

"Listen to you prattle on!" Nightmare Moon barked, pacing around her sister as she spoke. "You speak as if there is any true light, any true goodness in this world, but I know differently! I know that there is just as much darkness as there is light in ponies' hearts. Yet it is a beautiful balance, reflected in the night I created. Just as there are many forces in a pony's heart, so too does this new world teem with good and evil, love and hate, and so much more."

"You're wrong!" Celestia said, her chains clanking as she struggled. "Ponies may not be perfect, but we all are good at our deepest core. The Elements of Harmony are emblematic of those traits, and with them, truth, justice, and love will always win out in the end."

"Is that so?" Nightmare Moon said, her anger rising, her fangs flashing. "Was it true that you and I ruled equally, or did you receive the lion's share of the glory while I wallowed in obscurity? Was it just for ponies to ignore all my labor for them, all the ways I sacrificed my time and dreams to try and lead them while they worshipped you as a goddess? Did they love me as they loved you? Or did I writhe in loneliness and darkness, without a single word of comfort or support, even from my own sister?"

A deep sorrow sank into Celestia's eyes. "Luna, I'm sorry-"

"No, you aren't! You weren't sorry then, and you aren't now!" Nightmare Moon shouted. "You had the power to change things. You had the power to let me rule at your side, but you did nothing! No, you wanted it that way. You loved it. Every word of praise, every moment of joy they experienced in your creation, every act of reverence you received. You gorged yourself upon their love like a glutton while I starved. And when I tried to stand up for myself, my own flesh and blood banished me." Nightmare Moon straightened herself. "And you have the audacity to preach to me about justice. About love. But the truth is, sister, that you and I are one and the same. You would be wise to accept this, and bequeath to me your power. After all, it would only be fair after all I've suffered through."

Celestia shook her head. "I can't. I won't let you hurt my little ponies."

Nightmare Moon's blood boiled hot. "Don't you understand!? They're my little ponies now! All is mine! And I shall take as I please!"

Celestia's face was filled with complete horror, but Nightmare Moon noticed she wasn't staring wide-eyed at her own face. She followed her sister's gaze down, between her legs. Nightmare Moon hadn't noticed, but at some point in the fit of her emotions and her racing heart, she had sprung a massive erection.

It throbbed hard between her legs, black as the night sky, as long as a sword and as thick as her leg, the flesh sleek and shining. The veins that wrapped around it were subtle, pulsing lightly near her base and her puffy midring. Her flare was broad and imposing, spreading itself with every beat of her heart, slapping her upper belly, already leaking a bit of clear, sticky precum. Her crown jewels were just as magnificent, each the size of grapefruits and hanging low between her thighs, the heavy weight of her cum-filled sack dragging it down. What dim moonlight that managed to reach the dungeon reflected off her orbs like stars, and they swayed and swung ominously as her rod throbbed.

She could only stare at it. Her mind was completely blank. She never imagined an erection would feel this way. She felt so stiff, a solid, throbbing stiffness that she felt all throughout her body. It absolutely needed to be sated. The need to plunge her mighty malehood into something, anything, was driving her mad. She needed to mount, to rut, to hump and breed. It was worse than being in heat.

Nightmare Moon clenched her teeth. She raised her magic, and gripped Celestia's mane.

"Sister! Please!"

"Shut up!" Nightmare Moon barked. In a fit of rage, she yanked her sister's head forward by the hair and thrust her hips toward her. All at once, her great flare was stuffed between Celestia's petite lips.

Celestia cried out around the meat in her mouth, but Nightmare Moon moaned. Her head was pounding with shock and adrenaline. She couldn't believe what she had done, but it felt so good. The pleasure she felt in her cock wasn't quite as good as what her pussy provided her under all the right conditions. However, the sensations weren't concentrated like they used to be in her clitoris, but rather were spread out over the entire area of her massive member, even though only her head was receiving attention.

There was more than the mere tingles of satisfaction, though. There was a deeper sensation that pleased her, not a physical one, but a feeling within her. Power. Yes, she could feel power coursing through every vein in her cock as Celestia's warm mouth wrapped around her flare. She could even feel power racing through her balls, her stones feeling so full and heavy with power. She had never felt stronger before in her life. And she wanted more.

Nightmare Moon shoved her hips forward, and sent the first several inches of her cock into Celestia's mouth. "Ohh," she moaned as the heavenly warmth rippled through her shaft. She could hear Celestia protesting beneath her, but she didn't care. The more of her malehood she had inside her sister's mouth, the greater her pleasure became. As if on its own, her dick pushed forward in search of more, and the next few inches were forced down Celestia's throat. Nightmare Moon could feel Celestia gagging on the thick meat spreading her throat open, but it felt heavenly to her royal scepter.

"Take it all, sister," Nightmare Moon said as she pressed forward. Her sister's gagging continued, but it was as if her throat was stroking her cock like a hungry whore. Nightmare Moon wagered that Celestia had never done any of this before, but that only made the honor of being the first to stuff her sister's throat full of succulent stallion meat all the sweeter.

Nightmare Moon hissed again in pleasure once she felt Celestia's lips wrap around her midring. Now she understood why stallions were so notoriously horny. Getting her cock sucked was addicting. She pushed forward with lust and greed, wanting only to sink more of her shaft into that hot, tight throat of Celestia's.

"Ahh," she moaned once more as she shoved the last few inches into Celestia, feeling her muzzle bump up against her sheath, her face pressing into her teats. Yet her spite only grew with her pleasure. She gripped Celestia's mane harder and yanked a little to get her attention. "Suck my fat cock," she ordered.

Nightmare Moon rammed her hips into Celestia's face, spearing Celestia's throat with her mighty rod and slamming her balls into Celestia's neck. But she didn't stop at one single thrust. She drew back for more, shoving her thick dick past Celestia's tight throat again and again. Nightmare Moon couldn't control her lust or her voice anymore. The moans came endlessly from her, so great was the pleasure of her sister's suffering, of the power she wielded between her thighs. Truly, this was better than being a meek mare like her sister, to possess only a pussy and a mouth made for stallions to invade. Now she was free to fulfill her needs by force, to cow her enemies with her might just as males did, yet she was also free to lift her tail and receive the intense pleasure that was a female's reward for submission. All ponies could be hers, and she truly wanted to take her kingdom much in the same way that she took her sister.

She looked down to take in the sight. Nightmare Moon was filled with pride as she saw tears streaming down Celestia's eyes, her mouth opened as wide as it could as Celestia choked on the great black cock thrusting itself into her, her dainty throat bulging with the invasion. Nightmare Moon could only imagine the pain, yet she realized she felt no remorse. It was a joy to inflict, and it only made her thrust harder, sweat starting to roll down her neck and flanks as her balls crashed into Celestia's throat.

However, she saw Celestia's eyes begin to roll back into her head, and she knew she had to pull out or she would suffocate her fun cocksleeve. When she did, Celestia fell to the floor in a heap, coughing and gasping. Nightmare Moon stood over her, her member waving beneath her powerfully, and she carried it like her queen's scepter. "My, my, you're tougher than I thought. I must say, it was selfish of you to withhold that kind of pleasure from so many stallions, all for the sake of your purity. I mean, how valuable is your chastity, really, if it can be taken from you so easily?" Celestia didn't answer, only trying to catch her breath, still coughing a little.

Nightmare Moon stepped over her more, letting her balls dangle in front of Celestia's head. A thrill raced through her just at the feeling of no longer hiding them. "Tend to my jewels," she ordered.

Celestia didn't move, so Nightmare Moon pulled her by the hair until her muzzle was jammed up into Nightmare Moon's smooth pouch. Once she was there, Celestia began to lick the flesh gingerly. Nightmare Moon hummed in her throat as she felt that warm tongue lap over her leathery skin. Her orbs weren't even as sensitive as her cock, but the pleasure she felt was even greater in a way. She couldn't help but toss her head and draw herself up tall over her sister as her balls were licked and suckled. To Nightmare Moon, this was worship in its purest form, and she already craved more of it. The phrase she remembered was "polishing the family jewels." If that was the case, then was tempted to display her pair as the crown jewels they were, no longer hiding them in court, but displaying them, making her subjects kiss them like one would a signet ring. Every warm, soft nip of Celestia's lips against her sensitive skin filled her with delicious pleasure, and every lick of her wet tongue filled her head with more fantasies. Her very blood was tinged with lust, and Nightmare Moon reveled in it.

"Be sure to clean them well," Nightmare Moon taunted. "The stallions don't lie; nutsacks have a way of getting sweaty." She grinned as Celestia wrinkled her nose in disgust, but Nightmare Moon only shoved her snout back into her balls, forcing her to lick them until they shined.

After all the excitement, it took a while before Nightmare Moon's cock couldn't stand in the open air any longer, throbbing for more. She debated for a moment as to whether to continue to enjoy Celestia worshipping her ballsack, letting her need for pleasure rise until it consumed her, or to see what ejaculation felt like. The decision alone filled her with a feeling of freedom, of immense power, and her curiosity got the better of her.

Once Celestia had licked every inch of her succulent fruits, Nightmare Moon again pulled her by the hair and shoved her pole down her throat, her moans drowning out her sister's gags and cries as she was choked by the dark mare's ebon stallionhood. Nightmare Moon took great relish in thrusting once more, feeling Celestia's lips and throat wrap around her cock, squeezing and suckling, earning her pleasure just so that the moment might end.

But Nightmare Moon sought to drag it out as long as she could, thrusting with abandon, feeling her blood pump and her thick, male flesh sing with every motion of her hips, strength and control intoxicating her. The pleasure built up within her, and it felt oh so right. It was right to have this cock, and it was right to violate her sister with it. And it was right to expel her seed, to cum as she pleased. She was Queen now, the ruler of Eternal Night, and she felt it now more than ever.

"Argh! Yes! Yes! This is it!" Nightmare Moon cried out as something stirred within her, hot and overwhelming. Celestia was clearly choking on her cock, her throat retching, trying to gasp for air, but Nightmare Moon wanted the bitch to choke. She wanted her to cry as she swallowed her hot cum. And she could feel the load welling up within her, ready to spill out at any moment. She gasped when she felt a searing heat at the base of her cock, like it was taking on a life of its own. It started throbbing, twitching, her orgasm building and building, even as she stood perfectly still. It was out of her control. She knew what it was, but she felt helpless to the strength of her climax. This was nothing like a female climax. This was a different beast, primal, hot, an animal within her thrashing to escape.

"Ah! I'm cumming!" she said in shock, her voice tinged with ecstasy as she finally let her male nature take a hold of her. "I'm cumming! I'm cumming! I'm - ahhh!"

Nightmare Moon's breath was hot and quick as her male organs took over, whether she was ready to experience her first ejaculation or not. She could feel fluid moving through her with a few more heavy throbs, but all at once, it seemed to explode from her flare. "Gah!" she gasped as it all started coming out of her. She felt like she was trying to control a giant, wild snake, but her python spit its venom no matter what she did. Celestia gurgled beneath her as gobs of hot, thick cum spewed into her throat, filling her gullet and backflowing around Nightmare Moon's great shaft, staining her black meat in a coat of white glaze. Nightmare Moon groaned loud with every throb that shot her load in spurts, defenseless against her own release, her fruits draining of all their pent up lust, emptying every drop of her dark nectar into Celestia. It was quickly too much for her to handle, and she whimpered as it began to leak from the edges of her lips, thick white strings running down her chin and throat, dribbling from her nose as her sinuses were filled with salty, bitter jizz. Nightmare Moon could feel her retching, but her gagging throat only milked her more, and she sighed as she eased into the latter end of her orgasm, finally accepting the inevitability of male ejaculation, letting it all flow out of her as she rode on waves of pleasure. Sure, it wasn't as intense as a mare's climax, but it was somehow all the more enjoyable, letting her malehood take the reins for once. It felt like it lasted for ages, but every new pulse of seed she pumped into Celestia's craw only filled her with a greater sense of pride in her potent virility.

Nightmare Moon's cock softened, whether she wanted it to or not, and soon Celestia was able to spit it out. Celestia collapsed again in coughs, but Nightmare Moon watched in sated satisfaction as her sister coughed, dry-heaved a couple times before finally throwing up a huge glob of her essence. The splatter was still pure and white, as Celestia hadn't had anything to eat in weeks, but she still grunted and sobbed in pain, struggling to take a breath before she made another harsh gagging noise, and she vomited up another wad of fresh semen.

With her belly totally empty and her body all but exhausted from her violent vomiting and rough abuse, Celestia collapsed again, her sobs weaker as she tried to breathe through her cum-stuffed nostrils. Nightmare Moon could only grin at the sight. She reached a hoof down to her cock, readying it to really make Celestia pay, but she found that it was no longer stiff and proud, but chubby and floppy beneath her. She gave it a few strokes to try and bring it back to life, but it was no use. It was sated for now, and her balls hummed with satisfaction.

"Curse this useless cock!" she thought. "What good is being hung like a god if you can't make it do what you want? Stallions are right. It really does have a mind of its own."

Nightmare Moon realized that she had nothing more to say to her sister. With her breath still somewhat heavy in her chest, Nightmare Moon turned and ascended the dark dungeon stairs, back into her palace, putting the ugliness behind her.

The guards barely acknowledged her as she closed the door behind her, even though she could feel her member swinging generously below her, still leaking thin drops of cum. She strode back to the throne room, and found Vanguard in the dark halls along the way.

"There you are, my queen," he said, bowing his head before her. As he did, Nightmare Moon watched his eyes take note of her limp dick, clearly post-orgasm, and she let him stare for a while before she spoke.

"I have a special task for you, Vanguard. You are to tell no one."

"Yes, my queen. What is it you wish?"

Nightmare Moon grinned. "See to it that Celestia is well-fed. I want her to have cake and whole milk three times a day, as much as you can force down her throat. She's grown thin, and I want her flanks back to their usual plumpness for when I take them."

Vanguard didn't even flinch. "Yes, my queen. I'll have it prepared for dinner."

"Perfect," Nightmare Moon replied. "I'm going to retire to my chambers. Join me and guard my sleep when you're finished."

"Yes, my queen."

Oh, how she loved to hear that response. Nightmare Moon practically floated through the halls as she ascended to the tower to her bedchamber. She didn't think she would ask Vanguard to her bed tonight. No, she wasn't about to lift her tail and submit to anyone right now. She was master, and she could do as she pleased. She didn't care if the guards, the servants, or even if that new mare, Rarity, saw her fat cock flopping beneath her.

"Let them see," Nightmare Moon thought. "Let them know the true nature of their queen. Let them know the power I wield. Soon, they will all worship me."

Chapter 2- Moonrise

"Luna," came the whispers in the darkness. She heard them, but she did not see them. Yet she felt their presence, the forces that had been with her since before Celestia had even banished her. For a thousand years, she had felt them. By now, she was familiar with the whispers that came to her each night while she slept.

"I am here," Nightmare Moon responded, her voice echoing through the empty void of her own dream.

"You are doing well, Luna," the nightmare forces said to her. "Celestia's will weakens just as her empire does. Her light fades."

"What must I do?" Nightmare Moon asked them.

"You must break her. Celestia is stubborn, and even while she fades, she will hang on to the last thread. You must force her to see reason. You must show her what the darkness can provide."

"Celestia does not believe in power," Nightmare Moon responded. "She will not be easily seduced by your powers. I do not understand it. She is defeated, hopeless, her ponies bow to me now. Yet she will not yield."

"Celestia is an alicorn like yourself, Luna. Power is in your very natures. Celestia knows power, and she is used to it. The helplessness she feels now surely wears on her, as does her dwindling hope, like the last light of sunset. You must entice her, show her how we have given you the strength to do all that she once did and so much more. Your reign over Equestria is absolute, and the moon shines eternal. Celestia was unable to achieve her goals of peace and control because she lacked the power to do so, and the spine to acquire it. But not you. You will break her, and where you were once in her shadow, you will soon lead her. Celestia's power will be yours, and then none will be able to challenge you, not even the Elements of Harmony."

"I understand," Nightmare Moon replied. "I have sensed Celestia's weakening for some time now. I believe I know what to say. She will come to my side willingly if I persist, if I can show her the true meaning of this power."

"Then, we will take her, just as we did with you, Luna."

Nightmare Moon faltered at the thought of Celestia being transformed. Her voice quavered, but she managed to speak up before the whispers could fade completely. "Nightmare forces... I did have one more question."

"Speak, Luna."

"Why have... why have you changed my... anatomy?"

The whispers didn't hesitate in their response. "The answer will become clear to you in time. It is not something that can easily be explained, but rather a power you must come to know yourself."

"I don't understand how having... stallion parts... relates to power." Even in her mind, Nightmare Moon's voice was heavy with embarrassment just to acknowledge it.

"You are a mighty queen, Luna, but if your rule is to be absolute, if you are to break Celestia, you must embrace power, and darkness. These notions of purity, modesty, chastity - these are the ideals of your sister. They will only hinder you, keep you from understanding all the ways in which you can have and use power. Make no mistake, your female form was immaculate, but there is much to be gained from maleness. There is power in the act of mounting, and the lust that your new testicles fill you with is a very pure form of darkness in itself. Do not deny these things. You have embraced the power of beauty and poise that femaleness has taught you, but now it is time to embrace the power of strength and lust, sweat and seed. In time, you will grow comfortable with your testicles, but only if you learn to accept them. Do you understand, Luna?"

"Yes," Nightmare Moon responded. She didn't understand the relationship between power and her transformation at all, but she understood what the nightmare forces wanted her to do. She wasn't sure if she could bring herself to do what they suggested, but she didn't have much choice it seemed.

"Your maleness is a part of you, just as much as your femaleness. Embrace it. Accept it. Nurture it," the whispers faded, echoing faintly in her ears as warmth washed across her fur, sensation flooding her body once more as the void faded.

A hard, hot throbbing pounded in her body as she drifted out of sleep and into wakefulness. Before her eyes were even open, she could feel the stiffness through her hazy thoughts. A burning ache that lifted her from the depths of her dreams and into consciousness. She groaned as her body moved again.

She caught her breath as her cock throbbed against her belly, the warm, soft sheets of her bed rubbing it, caressing her thick, meaty shaft ever so tenderly. Dribbles of fluid stained her belly, and her balls were heavy between her thighs. As she turned again, she opened her eyes, but her hooves couldn't help but wander. And yet, as soon as they touched her rock-hard cock, they shot back, her eyes snapping open.

Her penis seemed to stare her in the face. It had even slipped out from under the sheets, raising them slightly, standing away from her on its own, demanding attention and release from her. The flare was engorged, and she could see the blood pulsing hungrily within it. The shaft beneath it seem to stretch on and on, terrible and thick. Even her balls, which shone like obsidian stones, filled her dark sack, swollen to the brim with her potent seed. And she felt the need powerfully. Lust seemed to course through her blood. Nightmare Moon's hooves trembled, tempted to give herself the pleasure she knew she could have, the deep satisfaction her balls craved. And yet her stallionhood was still too alien to her. It unsettled her greatly just to look at it, to see it behaving with a mind of its own, so very apart from her.

She rose. Even as her cock slapped her belly, she knew it would calm down if she ignored it. She remembered her conversation with the nightmare forces clear as moonlight, but now awake, there were many more matters for her to attend to. She focused her attention on getting ready for the night ahead of her, just as she always had after waking.

Nightmare Moon stepped into her specialty boots, the color of the night sky, watching the faint gleam that shone across them. Next, she levitated her breastplate onto herself, with the great crescent moon emblem shining silver over her heart. Last was her helmet, a fitting crown for a ruler like her, who would conquer Equestria by force. Her ethereal mane had no trouble spilling around it, and with her tail created a constant stream of stars and misty night flowing around her, bathing her glossy black coat in rich dusk.

Her cock had withdrawn into its sheath at last, and her mind tucked it away as well. She had a full day ahead of her, and she must be prompt if she was to accomplish everything. Sometimes, ruling an empire could be so mundane, but it was the little details that counted when it came to crafting an intimidating image of dark beauty.

Breakfast was brief. Afterwards, she joined Vanguard in the war room to discuss the expansion of the lunar empire. The room was set around a large table with a map of Equestria carved into the heavy oak. An assortment of chairs were enough to host a war council, with a large pseudo-throne for the queen herself. Bookshelves lined the walls, filled with atlases and other relevant books, and weapons and armor were hung for ornamentation only. "It seems that there's nothing left of Ponyville's resistance," he said in a straight and serious tone. Even sitting across the round table from her, the big batpony's eyes never wavered from her. His speech did not stumble once. Nightmare Moon mused at how much of a pony the batponies really were, if they were created by nightmare forces rather than born.

"Finally. And how fares Canterlot?" she asked.

"Shining Armor and Princess Cadance have fled north, to the Crystal Empire. It appears they were able to defeat Sombra and free the populace, so I expect they'll draw up more resistance there. However, being so far away from our borders, I don't predict they'll pose much of a threat until much further down the line. We have time to deal with them when the time comes." Vanguard only paused for a moment as he switched topics. "The only other regions where your reign is not absolute is in the largely unsettled west, and the southern jungles. Even the east, from Manehattan to Fillydelphia, have surrendered. Currently, we hold all of Equestria's major cities with little trouble."

Nightmare Moon nodded. Her thoughts still wondered how a stallion could be so neat, so sterile. He was the prime example of a perfect soldier and servant, and yet Nightmare Moon thought it was rather a shame. He was far too handsome to lack any amount of depth or passion. She wondered how he would behave if she ordered him to conduct himself with more emotion, or even to be his "true self." Would his behavior change? If the nightmare forces were correct in what they said to her, then at the very least, he should possess an insatiable lust that seemed to come packaged with a cock and balls. She wondered how he was hung. Would he even bat an eye if she ordered him to display his erection to her?

With a blink, she realized she was staring, and Vanguard was waiting patiently for her to respond. His expression lacked even the tiniest trace of curiosity toward her thoughts. It almost irritated her. "So what's the bad news? I don't expect everything to go perfectly."

"Your empire grows quickly. We anticipated more resistance, but if the cities have surrendered, then this means that your foes will likely come in the form of guerrilla groups who seek to chip away at your control. Currently our forces are stretched very thin. Our batponies are effective, yet few in number. All of our other troops are composed of Equestrian stallions, and their motivation stems not from loyalty, but an attempt to procure a better place for their families. They cannot be trusted to fight their fellow Equestrians with much efficiency."

"Hm," Nightmare Moon puzzled. "See to it that punishments for any sort of disobedience in the ranks are carried out swiftly. Not just on the stallion, but perhaps on his family as well. Make sure the risk of disobeying me outweighs the benefits of letting dissenters slip through the cracks."

"Yes, my queen."

"Furthermore, I will look for a way to increase the batponies' numbers. I possess the same powers as the beings that made you, and I believe that once I have Celestia's power as well, I should be able to generate more of you."

"Yes, my queen."

As Nightmare Moon stared for a moment longer at Vanguard, she was tempted, oh so tempted, to make more orders of him, to see what sort of stallion he really was. But queens did not behave in such a way.

"Dismissed," was all she said.

She hardly had time to linger on her temptations. Nightmare Moon left the war room to trot straight back to her quarters and into her wardrobe, where Rarity was waiting to fit her for a new dress. While she did look imposing in her original armor, the very armor she wore when she struck Celestia down, it wasn't exactly fitting for formal wear, and she hoped to have something that accentuated her dark, feminine beauty. And hopefully something that would do a better job of covering her junk.

Rarity stood next to a dressing platform surrounded by a semicircle of mirrors in Nightmare Moon's wardrobe. Currently, her closet was nigh barren of any garments. Luna's old dresses remained, but even if their style wasn't unsuitable for the new queen, they wouldn't fit Nightmare Moon's new size. Rarity was patiently waiting, dressed in her servant's suit, with her mane and tail done up in tidy buns. Her uniform was tailored expertly, and Nightmare Moon had to admire how good she looked. The panels hugged her sides tightly, and the pristine white mare had a perfect figure, thin in the waist, yet shapely flanks.

Not again. Nightmare Moon resolved to ignore such thoughts, to put them out of her mind before they could even rear their heads. Never before had she considered mares in this way, and she wasn’t about to just because her crotch had rearranged itself. Cursing her testicles in her mind or under her breath was simply second nature to her now. But she would rein their annoying impulses in, one way or another.

Rarity bowed as Nightmare Moon entered the room. She didn't waste time getting to the point with her servant. "They say that you're one of the best when it comes to beauty. I expect great things to come of this."

Rarity faltered a bit in her response. "Of course, well... why don't you take a look at the gown I've sewn for you?" She motioned toward a large mannequin wearing a gorgeous black dress. The dark color was the exact shade of her coat on the outside, but the trim and inner panels were her signature night-sky blue. The collar was tall and grand, a blue halo around her head that her mane could spill into. Likewise, the skirt was round like a bell, pinned up in front and long in back, tapering up to a tiny waist and showing off the color beneath. The neckline was deep and sexy, accentuating her shoulders with another silver moon emblem. Rarity even completed the look with an imposing obsidian tiara with a polished moonstone set in the front.

"My...." Nightmare Moon was breathless for a moment. Celestia had worn stunning dresses like this for ages, but Luna's smaller body had never quite had the statuesque grace of her sister. Now, though, her beauty could outshine even that of the beloved solar princess.

"What do you think, my queen?" Rarity

"It certainly looks impressive. But shall we see how it fits?"

Rarity jumped a little. "Oh, yes of course!" She enveloped the dress in her magic and floated it to Nightmare Moon, helping her slip into the gown. The little unicorn fussed and fretted, pinning this and that and adjusting all over. Nightmare Moon would have paid more attention to her appearance if she wasn't so bothered by Rarity's close proximity to her. The mare certainly looked soft, her white fur absolutely pristine, almost seeming to shine in the torchlight. Before she even realized it, Nightmare Moon's gaze had settled on her backside. Round, but not chubby, each cheek seemed so very inviting. Her tail obscured her hidden treasure, and Nightmare Moon found herself straining her eyes to see the soft lips.

She caught herself when she felt a weight between her legs. Her shaft had slipped out of its sheath, soft and waving around, but quickly becoming engorged. Her mind raced as heat flooded her face. Rarity was directly in front of Nightmare Moon as she pinned the dress collar, but if she moved at all she would certainly see the queen's arousal. Thinking fast, she did her best to maintain her composure.

"Does this dress come with undergarments?" Nightmare Moon asked.

"Well, um..." Rarity stammered. Most ponies didn't wear undergarments, let alone with dresses, but she wasn't about to contradict Nightmare Moon. She scanned the wardrobe. Flaring her horn, she picked out a pair from Nightmare Moon's rack. "I think these might go well," she said, selecting a dark lacy pair.

"Very well," Nightmare Moon said. She took the garment in her own magic, then stared down at the white unicorn. "Well? Do you intend to invade your queen's privacy so?"

"Oh! No, my queen," Rarity said, already bowing and backing out of the door. As soon as it closed Nightmare Moon sat in silence.

She could feel her cock throbbing beneath her, as if it were a foal poking its sibling. It wanted her attention fiercely. Nightmare Moon let out an aggravated sigh. She wanted to ignore it. She didn't want to let it win. But she had no idea how long it might take to go away, and even if she could force it to retreat, how long until it reared its head again.

She craned her neck to look at it. It stood straight now, stiff, bobbing with her heartbeat as if to greet her. Indeed, it felt just as it did that morning, perhaps even worse, and temptation once again rose within her. This time, she could not resist.

"Fine," she muttered to herself. But if she was going to do this, she was going to be civilized about it.

Nightmare Moon lit her horn, feeling the warm grip of magic envelop her shaft. She watched it respond immediately, jolting excitedly. Warmth and pleasure flooded her groin, and she couldn't help but let out a heavy sigh, even a low moan. "Ooh," she exhaled, her head dropping as her spine tingled with pleasure.

She allowed her magic to begin stroking. Slowly at first, her cock throbbing with even greater need now that her desires had been appetized, but the satisfaction already beginning to flood through her was undeniable. Even the simple sliding of her flesh along her rod, squeezing and toying with her meaty stallionhood was a heaven on its own.

Nightmare Moon quickly felt her inhibitions leaving her. She was alone and horny, without the strength to fight her needs. "Ahh, yes..." she groaned. Every bit of it felt dirty, but that only made each sensation that rippled through her cock feel better. Before she was Nightmare Moon, she would never have even considered indulging in such lust, but now it coursed through her like a drug. She could practically feel her big, heavy stones fueling every stroke and throb.

"Mmm, you deserve some attention as well," she said to her orbs, gazing down at the full sack that hung low between her thighs. She released her shaft only to envelop her jewels in her magic. "Ooh," she cooed as she began to fondle and massage them. She was amazed at how sensitive they were. The smooth, leathery flesh yielded well to her magical grip, and she even batted and tugged them a little, pleased at their heft and weight, and how well they stretched and swung beneath her. Each sensation caused the heat within her groin to build more, her fruits seeming to grow more impatient.

Nightmare Moon wasn't going to hold back any longer. She let go of her pouch, her orbs swaying as they fell, and wrapped her magic once again around her mighty length. She gripped her shaft tightly, like she would a war spear, hissing with delight at how pleasure jolted through her. With no shame left and only pleasure to gain, she resumed her stroking. She kept the pace slow for only a moment, but the pleasure demanded she go faster. Nightmare Moon didn't want to succumb to her balls' desires so easily though, intending to savor the moment, building speed and momentum slowly, each moment slightly faster than the next, until her breath was heavy and moans of ecstasy tumbled freely from her lips. Soon she had to cry out as her magic worked her cock rapidly. Nightmare Moon's voice filled the wardrobe along with the hum of her blue aura, sticky droplets dribbling onto the carpets below in messy splatters. But she grinned in plain satisfaction, finally allowing herself to jack off as she so desperately needed to that morning.

"Your Highness!" the door burst openly suddenly as Vanguard stormed in. His expression and tone were urgent, but his eyes quickly took in the sight of his queen caught red-hoofed, her engorged cock firmly in her magical grip, exposed beneath the hem of her skirt as she pleasured herself. But Vanguard didn't react. "The changeling queen has appeared, and she requests an audience with you!"

"Get out!" Nightmare Moon roared. She released her shaft, but her horn remained flared. Shameful heat immediately flooded her face, and her rage was great enough to kill her guard captain on the spot.

"My queen, the situation is dire," he informed her. "She comes with many changelings, too many for our batponies to handle in an outright fight. She has not attacked, but we do not yet know her intentions. She will speak only to you."

Nightmare Moon scoffed in annoyance. She turned away from Vanguard, hiding her bobbing erection, but if what he said was true, the matter was indeed more important than her embarrassment. At least Vanguard deserved some credit; his composure was more unshakable than Nightmare Moon would ever have believed. "I will meet her in the throne room in ten minutes. Surely she will understand the delay after dropping in on me so suddenly?" the dark alicorn answered.

"Yes, my queen," Vanguard responded. He bowed perfectly, turned, and left to carry out the order.

When he was gone, Nightmare Moon exhaled her held breath. As urgent as the situation was with the changelings, her mind still lingered on her own embarrassment. Part of her was glad Vanguard had not reacted, and another wondered desperately at what his true thoughts were. Surely, he must be as embarrassed as she was, if not inwardly shocked? He looked up to her as nothing short of a god, but certainly that image was tarnished, seeing her engage in such base lewdness?

Nightmare Moon steadied hers thoughts, resolving only to focus on her breathing. She could not see the changeling queen while her erection still lingered. She closed her eyes, filling her lungs deeply, letting the moments drag on until she felt the edge of her stiffness fall away. Soon, her shaft drooped, wilted, and began to shrink and retreat back into her sheath. Her orbs still churned in protest, more desperate than ever after being denied their release, but she ignored them. More pressing matters were at hoof.

With her head held high, Nightmare Moon trotted to the throne room. She had made plenty of renovations to the old castle in the months since she had overthrown her sister. The hall was lit with great sapphire torches on intimidating columns. A great azure carpet that led between them to the black throne that sat beside her sister’s broken one. Her thoughts worked through the situation quickly. If this other queen planned violence, she would have attacked. And if she was a changeling, she would not have revealed her identity if she meant ill will. Clearly, her forces were only for self-protection, and she had come to see if this new Queen of Equestria would be a friend or foe. Nightmare Moon wondered the same of her. She would have to get a sense of her first, and this other queen was likely to withhold judgment in kind. But Nightmare Moon wasn't about to extend her full trust to this other queen. If any progress was to be made, it could only be done if they could meet on equal terms. Then, once an agreement was reached, Nightmare Moon could begin to fold her into the rest of her empire. Dealing with other supernatural threats wasn’t what she had originally planned, but Queens had to be able to improvise.

Her batpony guards were at the ready when she entered the throne room, flanking either side of the carpet path that led to the royal seat. Nightmare Moon ascended to her throne and took her seat in silence. She was still garbed in Rarity's dress, and while it wasn't quite as easy to move in as her battle armor, it did cover her body much better, with the front of the skirt hanging down perfectly over her genitals.

Nightmare Moon cleared her throat, prepared for anything. "Captain! Bring me this changeling queen!" she ordered in a booming voice. Vanguard saluted and with another guard stallion, opened the heavy doors to the throne room.

The mare beyond was unlike anything Nightmare Moon had ever seen. She lacked a coat, but instead was covered in a dark, shiny chitin that formed a lithe, supple body. Her legs appeared to be malformed, with holes in them, and her horn was crooked as well, rough and jagged. On the back of her carapace were thin dragonfly wings beneath folds of green, and her emerald eyes were slotted like Nightmare Moon's own. Yet she was pony enough, with a long, verdant mane and tail. The changeling queen was flanked by her own retinue of guards. Nightmare Moon supposed they were males, but they were smaller than even pony mares, with bright blue, pupil-less eyes and thicker shells than the queen. They cast their gaze about, their wings buzzing, nervous and hostile. The queen, however, gave a fanged smile, and Nightmare Moon could see her long, forked green tongue as she licked her lips with anticipation.

"Greetings," the mare said in a voice that was nothing short of seductive honey. "I come in peace to your grand throne room. I am Queen Chrysalis, mother of the changelings."

"If you come in peace, then why do you bring an army of your children with you?" Nightmare Moon snapped at her.

"You of all ponies should know that a queen does not travel without her royal guard. To do so is recklessness, foolishness."

Nightmare Moon sized her up. She was beautiful to be sure, possessing many of the traits she found appealing in Rarity, but taller and thinner. But Nightmare Moon knew not to let her guard down. Beauty could be a trap, and every word this mare spoke seeped with duplicity. She decided to test her. Feeling confident, she said, "If that is so, then let us do away with our guards. Peaceful talk has no need for soldiers, and we should speak mare to mare. What say you?"

Chrysalis beamed. "That sounds lovely."

The two mares dismissed their guards, and some looked on with concern for their leader. However, within moments, the loud thud of the door echoed through Nightmare Moon's throne room. Drawing herself up tall once more, she spoke down to the other queen before her. "Tell me plainly why you have come."

Each time she spoke, Chrysalis smiled like she had a secret. "My queen, I have come to introduce myself to the new ruler of Equestria, from one queen to another."

Nightmare Moon suspected as much, but she knew this wasn't the whole story. "I have not seen your kind since before my banishment. Why do you appear now?"

"We have been long absent due to the wicked actions of your sister," Chrysalis answered. "For too long, the changelings have been in banishment. I have come to see if this is to be the case again. To see if you are capable of accepting what we can provide for you, and what you can provide for us in turn. Or if you are to be foolish as your sister was."

The alicorn queen raised a brow. "And what can you provide for us?"

Chrysalis drew closer, and began to pace before the throne. "We changelings, as you might know, feed on the love of other creatures. At least, that is how you ponies understand it. Love is an energy that comes in many forms, but the energy of your emotions is quite potent to us. We do not necessarily kill a pony when we do this, but we do sap their emotional strength. As a new ruler, I imagine you have many opponents." Chrysalis stopped to grin wickedly at Nightmare Moon. "If you give them over to me, I promise you they will no longer be an obstacle."

Nightmare Moon pondered this with a hoof to her chin. "You only offer punishment for prisoners in exchange for the sustenance of your race? Do you expect me to take this deal for so little?"

"Not at all," Chrysalis replied coolly. "I offer you an alliance. With more access to your lands, we changelings will flourish. In exchange, imagine what you could do with an army of shapeshifters on your side." Here, Chrysalis was swept in a green flourish of energy as her horn lit. It drew up her body quickly, and when it dissipated, she looked exactly like Nightmare Moon, even down to the clothing. "You will be our food, and we will be your spies, rooting out all of your enemies until none remain." Even her voice was the deep, rich tones of Nightmare Moon.

The real Nightmare Moon was stunned. "It would not be long before all who oppose me would be rooted out with such an advantage," Nightmare Moon agreed. Chrysalis returned to her original form, and the alicorn continued. "But I have heard there are many of you. Perhaps more than my loyal soldiers. Would my opponents really be enough to sustain you? And what when they are all wiped out?"

Chrysalis chuckled. "Oh, my queen, there are plenty of ways to feast on love," she said with particular relish. She began to draw closer to Nightmare Moon, her eyes lidded, and suddenly the alicorn felt like prey. "I could show you if you like."

Nightmare Moon actually gulped. "What do you mean?" she demanded.

"Oh come now," Chrysalis said, strutting in front of the throne. "I can smell the arousal that fills you." Chrysalis said it without hesitation, even inhaling the air for emphasis. "Ahh, it is potent, yes? So powerful, even... masculine, I daresay."

Nightmare Moon felt the blood drain from her face. "Wh-what do you mean?"

Chrysalis chuckled again, but it was much more seductive this time. "There is nothing to be ashamed of. Your scent is quite erotic."

The way she said that word, with such lust of her own, brought all of the blood from Nightmare Moon's face straight to her groin. Her needs were so unmet, and Chrysalis's seduction was irresistible. Before she knew it, her scepter had presented itself to Chrysalis, lifting the hem of her skirt, rock hard and throbbing in a flash.

Unlike Vanguard, though, Chrysalis reacted. Her eyes widened with surprise, and she drew forward with curiosity. "My, my. My nose doesn't lie, it seems. I thought I smelled the scent of a potent stallion, but I did not expect this... To think that the new Queen of the Night is actually a king…”

Nightmare Moon’s temper flared with embarrassment. “I am still a Queen, and you will show me respect!” she demanded.

Chrysalis was not intimidated. “I will show you much more than respect. I dare say this is the most impressive stallionhood I've seen yet. And I’ve seen many." Here Chrysalis licked her lips with her long, serpentine tongue.

"You... you aren't repulsed?" Nightmare Moon asked.

"On the contrary," Chrysalis said, staring at the slab of meat hungrily. "I find myself very drawn to it. Love takes many forms, as I said. I would suggest to you that the phrase 'making love' is not an accident." Chrysalis licked her lips again, saliva forming at the corners of her mouth. "We've been denying ourselves, haven't we?"

"I cannot control it!" Nightmare Moon protested.

"Perhaps in a way," Chrysalis responded. "But you can listen to it. And you should. It does not do to ignore such a magnificent endowment." Nightmare Moon jolted as Chrysalis leaned forward, planting her lips along the underside of Nightmare Moon's shaft in a slow, reverent kiss, right near the sheath. "Ah, it is quite powerful indeed. You can smell it in the very musk of your fruits. To feed from this would grant me much strength."

"Truly?" Nightmare Moon asked softly. The imagery being suggested to her lust-riddled mind prevented her from saying more. The thought of being suckled on by that long, slippery tongue sounded heavenly at the moment, but it also filled her with something more… a feeling of grandeur to be worshipped in such a way.

Chrysalis nodded. "Yes. I can sense magic deep within your orbs. I cannot fathom what it does to your essence, but I look forward to finding out. To think that you have shunned this power. Why?"

"I..." Nightmare Moon faltered. "I am not a stallion! I'm a mare!" she repeated.

"Of course," Chrysalis responded with ease. She planted another kiss on the shaft, and Nightmare Moon was powerless to resist the light heat she felt worming through her groin. "But this is something else entirely. This, my queen, is not merely a penis and testicles. This is your royal scepter, and these," she paused to kiss each ball warmly, "are your crown jewels. The size alone is enough to intimidate, much less the magic within them, and all that they can do. I have never seen anything like it, but even to a normal pony you must be..." Here, Chrysalis let out a lusty exhale of her own, closing her eyes. "Delicious."

"No pony has ever seen it, and I would rather none knew," Nightmare Moon said. There was Vanguard, but she was still unsure if he counted.

"Such a shame," Chrysalis said. "We should fix that. You could break ponies with a spear like this."

Something clicked for Nightmare Moon at the word. The nightmare forces had urged her to break Celestia, and had insisted on her showing her dominance. Nightmare Moon had not wanted to think about what they intended her to do, but she could ignore it no longer. It was no coincidence. If she was to obtain the power from Celestia that she needed, she would have to embrace this new part of herself.

"How could I do such a thing? Strut around with... this?" Nightmare Moon finally gestured with a nod toward her throbbing shaft.

Chrysalis grinned fiendishly. "No worries. I shall take you under my wing and show you. We changelings know much of the powers of lust and sexuality. But first, to seal our new alliance... allow me to feed from you."

Sweat beaded at Nightmare Moon's temples. She was nervous, but the need in her dick was stronger than it was in the wardrobe. A willing partner, and one as sexy and skilled as Chrysalis... she couldn't refuse. She could only nod.

Chrysalis licked her lips one last time. Then, opening her mouth wide, her fangs glistening in the torchlight, her long tongue hanging out of her skull as she hissed in delight. Nightmare Moon feared pain, but she shuddered as Chrysalis suddenly delivered a long, wet lick from the base of her shaft to the very tip. The changeling queen hummed as she collected the first dollop of sticky moisture the cock produced, and Nightmare Moon watched in both horror and arousal as she played with it on her tongue, smacking her jaws, letting the fluid stretch in strings inside her mouth. "Mmm, productive, aren't we?" she purred.

"I cannot control it," Nightmare Moon repeated. "It simply seems to produce that... fluid on its own. It is not seed."

Chrysalis looked surprised. "Do you mean to tell me you don't know what precum is? Poor thing," she clicked her tongue. Nightmare Moon felt horribly condescended to and foolish for not knowing the workings of her own equipment. She couldn't look the changeling in the eye. "Think of it this way," Chrysalis said. "Precum is like the appetizer before the meal. It gets everything nice and slick before the main event." With another long lick, Chrysalis swirled her tongue around the tip of Nightmare Moon's flare. The head was very sensitive, and the alicorn inhaled sharply with pleasure, watching raptly as Chrysalis collected another glob of the stuff, swirling it on her palate before swallowing. The demonstration helped Nightmare Moon understand immediately.

"How do you know... so much about male anatomy?" Nightmare Moon asked, catching her breath between long, warm licks.

Chrysalis swallowed another gooey gob of precum before answering. "Because I've sucked plenty of male anatomy. I'll answer your questions later. I recommend you stay quiet for now. You'll enjoy this almost as much as I will," she said, her eyes gleaming fiercely.

Again, with her jaws open wide, Chrysalis took Nightmare Moon's shaft in her hooves. But instead of a lick, she dove down on the meat, swallowing every inch with ease.

"Ahh! Hah!" Nightmare Moon barked her moans of pleasure as she felt the entirety of her long length encompassed by the hot depths of Chrysalis's throat. She could feel her girth stretching out the wet flesh of her neck, but the flesh responded in kind, squeezing her stallionhood back lovingly. It was a pressure that thrilled her, brought her hips thrusting on their own, her orbs tighter than ever, screaming for release. Chrysalis moaned as well, her eyelids fluttering as her lips pressed into Nightmare Moon's sheath.

Chrysalis no longer cared for Nightmare Moon's experience or pleasure. She began to suckle and bob on the shaft, twisting quickly and deftly with expert maneuvers Nightmare Moon couldn't have even imagined. The alicorn queen was powerless to control her own voice, and the throne room was filled with the sound of her moans and groans. Of course, Chrysalis cared little for quiet as well, and the wet, sloppy sounds of her slurping on Nightmare Moon's thick cock deep in her throat were loud enough to contest with the night queen's own voice. Yet as hungrily as Chrysalis fellated Nightmare Moon, she did so with a deep reverence as well. Her eyes were closed, her brow tightened in focus, and Nightmare Moon could see the respect in her expression. Chrysalis was not so much sucking Nightmare Moon's cock as she was polishing her royal scepter.

And that was an idea Nightmare Moon liked. With Chrysalis's encouragement, she was not only as powerless to her lust as she had been in the wardrobe, but also powerless to her fantasies. Each throb of her cock against Chrysalis's long, sweeping, probing tongue brimmed with might, and her voice echoing across her throne room walls in ecstasy carried authority with it, as if she claimed the room with her moans just as much as she did with her decrees. And now a subject was before her, a hungry mare who had traveled far to receive a boon from the powerful Queen of Night herself. What sort of ruler would she be if she didn't feed her subject from her very own succulent fruits? Already she relished the feeling of Chrysalis's throat bobbing around her midring as she swallowed wads of precum issued with each throb. Nightmare Moon was more than thrilled to let Chrysalis feast on the juices provided by her large, heavy fruits.

Yet there was pleasure for Chrysalis as well. Nightmare Moon could feel it somehow. A deep satisfaction gained from sucking on her big black shaft. But, Nightmare Moon thought to herself, how could she not be satisfied? Truly, any mare's mouth should water at the very sight of her magnificent stallionhood, at her succulent meat and plump fruit. Nightmare Moon felt as if these thoughts were being planted into her mind by Chrysalis's seductive magic, but she knew that they were feelings from deep within her, locked away tightly within her clenching, aching balls. But as Chrysalis slobbered on her cock loudly, like a starving mare offered a feast, Nightmare Moon felt the power she knew to be inside her rise.

Chrysalis mashed herself to Nightmare Moon's sheath. She licked and sucked and gulped down every drop of salty precum she could. She lavished every inch, savored every morsel of Nightmare Moon's great dick. But with a sharp cry, they both knew that the real treat, the real display of power was coming.

Nightmare Moon felt a throb overtake her. Not just her shaft or balls, but her whole groin. Then another, heavier than anything she'd felt before. She knew what an oncoming orgasm felt like, but this was nothing that she felt when she had a marehood, and even after Celestia, it was still foreign to her. This wasn't an energy building within her, waiting to be released. This was her balls, drawing upward, seeming to cry out louder than she did. Her balls, having been so full all day, the heat turning icy cool as they readied to empty their contents. Her balls, taking her over the edges of lust and filling her mind with thoughts of power and pleasure, of lust and domination, of taking every mare in her kingdom and humping them into submission, of forcing Chrysalis to polish her grand, royal black scepter until it shined, and rewarding her with thick, creamy jizz certainly worth more than gold because it came from her big, heavy nuts. For a moment, they overcame Nightmare Moon, and they were all that was on her mind.

"Ah! My balls!" she cried, her voice cascading throughout her throne room. And then her head was thrown back, and she ejaculated.

Chrysalis withdrew and stopped. Her tongue hung about Nightmare Moon's cock, still wrapped around the flared head, stroking lightly as she held her mouth open wide for her reward. The first shot landed right down her gullet, guided expertly into her maw, and she trilled and hummed with delight as the pungent flavors spread across her palate. Nightmare Moon roared with pleasure as she fired spurt after spurt into the waiting Chrysalis's jaws, not a single drop of her copious seed wasted. The white goo flowed, seemingly endless, hot as her lust and sizzling with electric potency. The orgasm dragged on and on, but as it did, Nightmare Moon felt as if she was being milked more than worshipped. But all she could do was squirm under the grip of Chrysalis's tongue, feeding the other queen the white nectar produced by her swollen fruits until Chrysalis had squeezed them dry.

When it was over, Nightmare Moon was exhausted. Chrysalis's face was pristine, and she swallowed the last gulp with a lump in her throat, sighing with pleasure. "Ahhh, so delicious..." She licked her lips one last time. "Truly, your semen is unlike anything else, dark and bitter, like a fine ale... It's magic has no equal."

Nightmare Moon gasped as she felt Chrysalis’s lips again touch against her orbs, coupled with a wave of warm breath. Chrysalis kissed her left testicle deeply, long and worshipfully, slowly inhaling the scent of arousal lingering on her spent scrotum. Nightmare Moon’s shock turned to a sigh as Chrysalis repeated the act on her right orb, and Nightmare Moon felt that same feeling of grandeur spread through her. But now she remembered the word for it: pride. She spread her legs with ease to give Chrysalis the chance to tend to her jewels more, and shuddered as the changeling’s long, slick tongue flicked out, wrapping around her leathery sack and wetting every inch of her flesh, the dark lips peppering her nuts with kisses occasionally. Even as Nightmare Moon spoke, Chrysalis continued to tend to her balls lovingly, and clearly with great satisfaction, as each kiss brought Chrysalis down slowly from the high of feeding.

"Magic?" Nightmare Moon asked weakly.

"Yes. Ahh, already I feel my own loins burn.” From her position on the floor, it was difficult to show what she meant, but Nightmare Moon could see the moisture pooling on the carpet beneath her as Chrysalis spread her legs. Her nethers were indeed engorged, seeming to visibly throb, the black lips not swollen enough to contain the slot of bright, reddened flesh that was her entrance, dripping with sticky arousal. “Your seed is sure to inspire the same lust that grips you in others. But there is more... the effects are difficult to identify. But I'm sure I'll receive plenty of opportunity in the future, won't I?" she asked, looking up in faux innocence as she drew her tongue in from a particularly long, wet lick up the center of the sack.

Nightmare Moon faltered. To agree to this would leave her no option to deny her new body anymore. She could not deny, nor resist, Chrysalis with this arrangement. But the nightmare spirits had been very clear that she was to embrace her new additions, and she couldn’t deny how pleasurable it had been to do so. At long last, her corruption and lust had outstripped her dignity, and she nodded.

But despite her fatigue, she wasn't going to let Chrysalis dictate everything. "It is settled then. Your changelings are welcome in Equestria, so long as they do not harm my subjects without warrant as they aid in the stability of my empire. You may stay in the palace and teach me about these new… ‘powers’ I wield."

Chrysalis grinned. "It would be my pleasure."

Author's Note

Sorry if this chapter is a bit confusing in its differences from chapter one. The commissioner and I both agree that the story would fare better overall with a slight focal shift from NMM and Celestia's relationship to NMM's relationship with herself. Those of you reading for alicorn-on-alicorn action though will certainly get your fill by the end, though, and the plot really hasn't changed too much as a result.

Also, to accommodate this shift, we've decided to retcon NMM's vagina, leaving her with only a dick. Sorry to those who were hoping to see her use it in the future.

Chapter 3- Eclipse

The sun peaked gently over the distant mountains, casting the valleys and villages below in warm colors and soft, long shadows. Celestia sighed as she once more lay her head on her forelegs, humming softly as the early wind caressed her face and brushed her mane with the scent of growing things.

“Your best work yet, my dove,” rumbled the voice behind her.

Celestia’s lip curled a half-smile… on the side he couldn’t see. “Oh? I may have made it too white again, I think. Perhaps soften it next time with a bit of yellow….”

She felt his muzzle press deep into her flowing mane, snuffling her scalp before he gave her ear a playful lick. “Hmm. It seems I have a brush of my own this morning. And what will be my canvas?”

She giggled, lifting her head to nuzzle him as her gaze traveled along his thick, hard belly, to the thick, hard erection that swung beneath it. His pride as a stallion was pointed straight at her delicate face, and it filled her with her own pride as it jerked with almost painful eagerness. Her nostrils flared as she breathed in his musk amongst the wildflowers.

“Good morning,” she breathed, her words hoarse as her throat tightened eagerly and her face and body flushed with desire. She found herself leaning forward—

She gasped as his magic wrapped gently around her, lifting her like she a foal. It was all she could do not to moan as his wing stroked absently along her throat and belly as he carried her back to their bed. Her back sank deep into the mattress as he stood at the foot of the bed, firmly parting her hind legs before him.

Her breathing turned ragged as she gazed at him between the flushed mounds of her breasts. “My love, court begins in—oh!” she gasped, quickly covering her mouth with her hoof as he kissed her defenceless sex, long and deep, a satisfied rumbling emanating from his barrel she winked madly against him. His lips played with hers, his tongue teasing her open as he ran it along her gash, his mouth closing lightly around her desperating jutting clitoris as he suckled on her affectionately.

With a pop he finally released her, his face wet with her love. “I’ll take care of it,” he rumbled softly, confidently, heaving himself forward on the bed by the forelegs.

“But the foals...” she moaned, her mind a fevered haze, her nipples achingly stiff atop her tender mounds. Her thoughts shattered as he nuzzled her swollen teat while fondling the other, lapping at roughly with his thick tongue, taking it into his mouth and suckling firmly, like he still expected her to yield milk for him. Her breasts seemed to spark at his touch, and her tunnel clenched. She struggled to contain her pleasure, determined to appear strong before her husband.

“I’ll take care of them,” he murmured, releasing her teat and heaving him fully onto to the bed. He moved easily above her, like a traveler along a well known and worn trail. He stood above her like a conqueror, his legs and shaft like tree trunks. His is expression was gentle as his face glistened with her love.

She had no more words as he took her face with one hoof, holding her firm as leaned down and kissed her. Their tongues resumed an old dance as his stallionhood throbbed against her belly with the beat of his heart, his heavy testicles resting comfortably between her udders.

Though her lungs began to yearn for breath, her mouth tried to follow his hungrily as he broke the kiss. He stroked her cheek as his gazed into her eyes.

“You’ve done enough, dear heart,” he said quietly. “Let me help you let go.”

His towering horn glowed as he moved her forward beneath him, until his tip rested at her entrance. The rising sun almost seemed to frame their connection as she winked desperately against him.

As he pushed slowly, irresistibly forward, her voice rose from a moan into a scream—

Celestia moaned as her eyes flickered open. Slowly the world came into focus—the hard stone floor against her sore back, the ceiling of the ancient cavern dripping water through the bars of her cage, her hoof still resting against her aching sex.

She groaned. What parts of her didn’t ache at the touch seemed to burn with the need for it. Her teats, her sex, even her anus and throat seemed consumed in a crucible of unnatural fire. It was the worst heat she had ever experienced, and in the wrong season.

She yanked her hoof away from her sex, mortified, lying there in the cold, her heavy iron chains her only company. She tried to pass the time by counting her own ragged breaths. Then her winks.

...

...

...

She lifted her hind legs in the air over her head as she thrust her hoof between them, rubbing as furiously at her lips and clitoris as she could stand. Her rhythmic grunts filled the chamber as she worked, her mind trying to recapture that old dream in this dark place, determined to end this damnable heat.

After a few minutes she flopped back with the clank of chains and a groan, finally more exhausted than horny. Her depths seemed to demand something that she couldn’t give it, and if no amount of debasing herself was going to solve that, then she might as well keep her dignity.

As she accepted this, she felt a measure of calm. It was then that she realized what had likely woken her in the first place—she could see much better than normal, the walls flickering with light. Normally the only illumination in this forgotten place came from her own body, the last of the sun’s magic in the world seeping out through her filthy coat.

Determining where the light must be coming from, Celestia slowly tilted her head back until her amethyst eyes met a pair of golden ones. The batpony stallion stared back at her impassively, the torch in his hoof flickering with a dim blue flame. The only signs of life that he showed were the slight flaring of his nostrils and the much more aggressive flaring of the glossy black penis slung underneath his belly like a spear. It reminded her of….

She felt her eyes tears up and jaw tighten. “What do you want, creature of darkness?” she croaked, trying to focus on his face instead of his groin. “If your mistress could not break me with her instrument, do you think you can do better with yours?”

If he heard her, he didn’t show it. Just when she thought he was going to ignore her entirely, he stirred.

“Get up,” he said calmly.

She repressed a shudder at the thought of more cake, and grit her teeth in defiance. “I will not. If my sister wishes to poison me slowly, then let her come down here and do it herself.”

The sound of synchronized trotting echoed down the stairwell. The utter absence of any other sound left no doubt as to who it was.

“Get up, now,” said the stallion again. She couldn’t even name her jailer; if these… thralls of her sister even had names, they had not deemed her worthy of knowing them.

Her heart beat within her chest, but before she could consider giving into his demand, a squad of the bat-pony creatures entered the torchlight, each just as quiet as their comrade. This time, instead of “food” to shove down her throat, they carried what appeared to be buckets of water and other cleaning tools. Her eyes widened, though whether in desire or fear she wasn’t sure.

The one she recognized as the leader stepped forward. He looked at her like one might look at refuse on one’s hoof.

“She will not get up,” droned the first one. “Also, she is in heat.”

Almost as one the batponies flared their nostrils and breathed deeply, their members quickly dropping from their sheaths, throbbing until they reached full erection, pointing at her accusingly. Her breath quickened as her body seemed to respond in kind, her clitoris jutting forth in greeting as her fluids ran down and over her sensitive anus.

“We can help her with that,” said one.

“I will not stick my cock in her,” said another. “She is filthy.”

“Perhaps it will pacify her,” said the third.

“Quiet,” said the leader. “She belongs to our queen. Get her up!”

Celestia barely had time to draw her wings out of the way of being trampled by the soldiers as they surrounded her, their forehooves shoving underneath her like she was a beached whale.

“I am a princess of Equestria,” she gasped. “How dare—”

She grunted as the smaller stallions yanked and lifted, marehandling her upright, pulling at her legs like a doll until she consented to bear her own weight.

“...How dare you?” she finished, struggling to keep her neck up under the weight of her cruel iron collar.

For an answer, she got a bucketful of cold, soapy water to the face. She barely had time to splutter before the batpony yanked her down to his level and stuck a soft-bristle brush in her mouth, holding her head firm as he brushed her teeth, turning her head this way and that as he worked. Another roughly polished her horn, while two more began scrubbing at her face and neck.

Panic and rage welled up in her in equal measure. Stomping her hoof and snorting, she began to struggle—

Fangs sunk into the softness of her throat, not quite breaking the skin, while more twisted lightly at her ear, and more still pressed into the velvet at the end of her muzzle. She stilled as a strange sense of calmness, even peace, swept over her. Her tail waved as her sex clenched powerfully, more of her mare fluid dripping out onto the floor.

Without a word, the squad released her and continued its work. They held her tightly between them, and every time she so much as twitched they nipped her again, until she was pink with bite marks. She could not see the leader behind her, and every time she imagined him jumping on her back and shoving himself into her body, she clenched powerfully around his imaginary member. Even the thought of his soapy member sliding slowly into her bottom percolated across her mind. She could only imagine how such a thing must feel, but still her anus clenched and ached.

The thoughts splashed out her mind with another bucket of cold water, the water dripping onto the ground much dirtier than it had been. Suddenly the leader was there, grabbing her by the horn and head, forcing her to her knees as he pushed her to the floor.

“I am not a beast,” she droned with her cheek against the floor, before he pressed a hoof against her face, and she was still.

Her midsection passed with dreadful swiftness, the creatures making no effort to preen her wings or otherwise extend their mission beyond “remove dirt.” Out of the corner of her eye should see the leader’s swaying balls looking as succulent as fruit to her fevered mind, his shaft slapping lightly against his belly from time to time. She found herself meditating on every vein, the puffiness of his midring, the shape of his flare, and comparing it to other penises that she had seen.

Then a soft-bristle brush ran across her teat, and she screamed.

The hooves across her face and midsection helped keep her steady as her breasts were roughly brushed clean, the mixed pleasure and pain overwhelming her. The stallions slapped and nipped her rear cheeks as they moved on, though this only seemed to feed heat into her boiling nethers.

Something wet dripped across her muzzle, and for brief fevered moment she thought that the stallion had peed on her, his penis throbbing and his jutting urethra drooling. But then the smell hit her, and her eyes rolled back up into her head as it seemed to sweep all conscious thought before it.

She was dimly aware of something sniffing her marehood. “Her cunt stinks,” said a batpony.

“Clean it,” said the leader. She whimpered.

That whimper turned into a scream as the brush ran against her labia, her sex desperately winking as it tried to swallow the device, her secretions oozing all over the floor. When they reached her clitoris, she thought she might finally orgasm.

Just as she seemed to reach that peak, they pulled away, and suddenly the dirtiest part of all was the only thing left.

The moment she felt that brush touch her rosebud, she grunted, desperately humping her hindquarters up and down against those all-too-soft bristles. The stallions snarled and gripped her tightly, but that just made her anus clench, as if trying to wink in tandem with her marehood.

As they rushed to finish, she struggled weakly, trying to stimulate something, anything, and push herself over that edge.

Her tongue flicker out as more of that stallion seed dripped on her face, and for a moment she caught that bitter, earthy taste, that warm viscosity, the masculine tang of stallion.

She screamed as her whole body clenched, her marehood exploding with force, spraying her love all over the faces of those cruel strangers.

She slowly slumped to the ground, her breathing labored and her mind blank.

“...She peed on me!” yelled one of the batponies, in the first case of genuine emotion that she had heard.

“She did not pee on you,” said the leader calmly. “Come. We should make our report.”

Celestia’s breaths slowed as she lay there, feeling somehow even dirtier than before, like she belonged in the filth, the sounds of her violators slowly receding up the same stairwell as her sister.

In the darkness, her marehood winked.

As welcome as Chrysalis was in Nightmare Moon's presence, the dark alicorn couldn't deny that the other queen was getting to her. Not because of her beauty, and she was beautiful, and not because of her seduction, because she was tempting.

It was because she wouldn't leave her alone.

Nightmare Moon had awoken with a shock to find Chrysalis staring her in the face, asking if she wanted her morning wood serviced. When she refused, the changeling queen had followed her around through her morning routine, making lewd comments during her bath, touching her suggestively as she brushed her mane, and lurking just a ways behind as she conducted her day to day business.

The early-evening had been taxing, to say the least. Chrysalis's presence was a constant threat to her dignity as she resisted slipping out of her sheath at every touch, comment, and flash of Chrysalis's long tongue or fit backside. Nightmare Moon hadn't said anything, as she had agreed to let Chrysalis mentor her in the use of her new equipment, but the constant feeling of those piercing reptilian eyes fixated on her backside and crotch, completely enamored with the one part of herself Nightmare Moon tried to ignore, had left her a bit anxious.

With the arrival of Chrysalis, Nightmare Moon decided it was high time to have Celestia's throne removed from her court room, and that first order of business had taken quite some time as she supervised the guards dismantling it piece by piece. In a way, it was cathartic to see the last vestige of her sister's authority stripped from their old castle. The only reason she hadn't done it sooner is because she had been distracted with other matters. Seeing it taken from the throne room, and by Equestrian guards, rather than batponies no less, was just another small, yet satisfying victory for her.

"You seem pleased," Chrysalis murmured into Nightmare Moon's ear as she watched the chunks of stone carried out on the backs of ponies.

"I am," Nightmare Moon responded simply.

"Splendid," Chyrsalis responded. She slid around to Nightmare Moon's other side, rubbing herself across her chest like a cat. Nightmare Moon couldn't help but glance down at those taut flanks and graceful body. Chrysalis seemed to notice, grinning. "But if you have enough time to watch ponies work, don't you think you have enough time for a lesson? Hm?"

Nightmare Moon rolled her eyes. Chrysalis had been pestering her for a 'lesson' since she awoke, whatever that meant. Nightmare Moon knew she wouldn't stop too until she finally honored their deal. She reminded herself of the nightmares' verdict on learning to use her new genitals, and if Chrysalis could help, she knew she shouldn't resist so hard. So with a sigh, she agreed. "Fine, fine. What is your first lesson, changeling?"

Chrysalis licked her lips with relish, her fangs flashing. "Well, your stallionhood is so very impressive. Perhaps the greatest of them all, even among natural stallions. That is something to take pride in, wouldn't you say?"

Nightmare Moon could already see where she was going with this, but she didn't like it. "Get to the point," she growled at Chrysalis.

Chrysalis let the flash of anger roll off her back as she circled around Nightmare Moon. "You need to show your pride in your cock. Do you even know how to drop it?"

"I've never tried. It's always behaved on its own," Nightmare Moon responded quietly, already nervous about the surrounding guards overhearing their conversations.

"Ooh," Chrysalis trilled. "That is a good first lesson. You should drop. Right here, where your subjects can marvel at your impressive royal scepter."

Nightmare Moon could already feel heat flooding her face. "I will do no such thing!" she hissed back.

Chrysalis clicked her tongue. "Pity. Are you so ashamed of your body that you hide it like a young filly?"

"Well, no..." Nightmare Moon responded softly. She couldn't forget the moments she had lost her struggle against her balls the past few days, and especially how good losing felt.

"And are you not Queen of this Eternal Night? You can do as you please. No one can stand against you," Chrysalis continued.

"Just because I can doesn't mean I should," Nightmare Moon replied.

"Pah!" Chrysalis exclaimed. "You sound like your sister."

That made Nightmare Moon's face burn in an entirely different way. "Is that so? Fine then. Have it your way. How am I supposed to... 'drop,' exactly?"

"Relax," Chrysalis whispered into Nightmare Moon's ear, sending a shiver down the alicorn's wings.

Nightmare Moon nodded. She took a couple of deep breaths, focusing her awareness on her fat sheath and heavy nuts. It really wasn't so different than resisting her erections, she supposed. She closed her eyes, trying not to think about how embarrassing it would be to reveal herself like this, like some pervert flashing mares in the street, and focused only on finally giving her troublesome prick permission to come out and play.

But after a few long moments, Nightmare Moon opened her eyes. She hadn't felt even a single stir. "It's not working," she said flatly.

Chrysalis raised an eyebrow. "Are you sure you're doing it right?" she said, circling around the Queen, inspecting her sheath.

"You're the expert!" Nightmare Moon hissed back.

Chrysalis only shrugged. "It is not as if I possess one myself."

Nightmare Moon tossed her head back with a growl. "Aren't you a shapeshifter? You've never taken the form of a stallion?"

Chrysalis waved her holy hoof dismissively. "My anatomy is comprised of magic when I change. I can alter it with my will alone. It is entirely different." Nightmare Moon let out another growl of frustration, and Chrysalis shrugged again. "Oh, well. There are always other ways to coax out a shy shaft." With as much subtlety as one would expect from a changeling, Chrysalis flared her horn just slightly, just enough to fondle and roll Nightmare Moon's full balls in their sack, letting them bounce, before moving up to massage her fleshy sheath.

Nightmare Moon gasped in shock and pleasure. Her wings instinctively started to flare, and she could already feel her lower flare emerging too. "Wait!" she protested.

"Relax," Chrysalis urged her again. A gentle, warm pleasure oozed through Nightmare Moon's groin, and she could now feel her sheath stirring very much. She bit her lip as her tip tingled, and let out another heavy breath when she felt a weight tug down at her hips and back legs. She quickly scanned between them - her black meat had emerged fully, and the pull was from the heft of it alone falling limply. Chrysalis ceased her magical touches, and it seemed that the beast was content to sway and throb lazily beneath her without growing much stiffer, but she knew it wouldn't take much to bring it to full mast. Already a bead of heavy precum formed at her head. "Perfect," Chrysalis cooed with a satisfied smile. "And your first test approaches. No shame now," she reminded Nightmare Moon before stepping back.

Nightmare Moon's heart skipped when she saw a guard approach her to report. A mare, a cyan pegasus at that, with a rainbow mane, dressed in her guards' black armor. Only the briefest moment of panic raced through the queen's mind before she straightened herself up. She couldn't hide her drawn cock now, but her instincts wouldn't let her appear timid in front of a subject.

The mare saluted. "The throne's gone, Your..." she couldn't finish her address as her eyes widened, catching sight of that intimidating dick swinging beneath her queen's hindlegs.

Nightmare Moon felt her temple bead with sweat, but she did her best to keep her voice composed. "Something amiss, Lieutenant Dash?" she demanded.

"N- not at all, y-Your Highness," Rainbow Dash sputtered, but her gaze was still locked on the slab of stallion meat before her eyes.

Rainbow Dash was clearly the more nervous of the two, and Nightmare Moon finally felt in control of the situation. Stepping forward, letting herself tower over the pegasus, she said, "Well? Are you going to return to your post, or are you going to stare-" Nightmare Moon froze for a moment. She didn't know what to say next.

Chrysalis's sweet whisper found her ear. "Cock."

"Are you going to stare at my cock all evening?" Nightmare Moon finished. Her face burned and her throat felt dry after saying it aloud, but she held her stance, waiting to see how the mare would react.

Rainbow Dash's mouth moved as she stammered, her ears laying flat. "Y-y... Yes, My Queen," she said, quickly bowing, turning, and fleeing back to her position, trying not to trip over her own hooves.

Chrysalis clapped her hooves with glee. "Oh, that was marvelous, Your Majesty! Such a display of confidence and power! How do you feel?"

"Dirty. Embarrassed. Humiliated," Nightmare Moon seethed between clenched teeth.

"Go on?" Chrysalis prodded.

Nightmare Moon froze in silence for a moment. "She couldn't stop staring."

"How could she? How could anyone take their eyes off of such a magnificent stallionhood?" Chrysalis answered.

"...Aroused," Nightmare Moon admitted. "I... I enjoyed her staring."

Chrysalis stroked Nightmare Moon's face with a hoof. "Of course you did. It's natural. And you have every right to enjoy it. You are Queen, after all."

Nightmare Moon was tempted to nod. But she only turned away. She could already feel the other gathered servants and guards beginning to stare. "I have other matters to attend to," she said as she left the room.

"Very well," Chrysalis acquiesced, trailing behind the black mare. "But do not let your cock retreat just yet. You must grow accustomed to it. You must learn to use it and work with it. You can't do that if you keep it tucked away all the time."

Nightmare Moon sighed. "Fine," she agreed. She didn't have the energy to protest, and perhaps she didn't want to. After all, Lieutenant Dash's reaction hadn't been so bad. Nightmare Moon wasn't quiet yet sold on the idea, and she still felt like her own genitals were an alien parasite to her body, but she knew things wouldn't improve if she didn't give Chyrsalis's suggestion a chance.

So with another deep breath, this time to steady herself, she began to head to the war room to meet with Vanguard again, and she let her cock swing the entire way. And swing it did. Walking with it "dropped" was rather awkward, like she had a fifth leg that was numb, and she could feel the head bumping her thighs as it flopped beneath her. She was afraid she was going to trip on it, and her gait became wide and irregular as a result.

"Work with it," Chrysalis encouraged, seeing her trouble. "You know how it's going to move. Walk like it."

Nightmare Moon nodded. She looked down at her flaccid member, watching it bounce to and fro beneath her. It did have a pattern to it, a back-and-forth that was wild, but predictable. She adjusted her gait, and found that her steps needed to be much larger to accommodate the motion, but once her stride increased, she no longer felt her dick smacking herself so much, and she felt confident taking such large steps with such a large member on display.

"Spread your legs, give your balls some room as well," Chrysalis urged. Nightmare Moon did so, and this helped even more. She didn't know her gait had been crowding her balls this entire time, but as soon as she widened the stance of her back legs a bit, she felt her orbs dangle more heavily, bouncing up and down jauntily with every step, her heavy sack moving with the rhythm of her step just like her cock. She took another breath, and it felt like she had been holding it. But now that her balls were free, she felt more relaxed.

"Is this how stallions feel?" Nightmare Moon asked.

"All the time. Isn't it wonderful?" Chrysalis asked.

Nightmare Moon could only nod. As she turned down a main corridor of the castle, she passed servants and guards alike, and she could feel their eyes on her. They bowed to her as she passed, but their eyes inevitably lingered on her exposed junk, her legs and tail no longer doing much to hide her endowments. Pupils narrowed and ponies gasped as they saw the thick cock hanging flaccid beneath their queen, but no one dared speak a word. Nightmare Moon was worried that they were horrified, that they saw her as a true monster or a wild animal. And she was sure that some did to a degree, but she could sense something else. It was in the way they stared, just like Lieutenant Dash had. Even if they were frightened by her stallionhood, they were impressed, too. There was no doubt about it.

The novelty did fade after some time, though, and her member wilted and retreated back to its sheath quickly, without an erection to sustain its presence. Nightmare Moon didn't mind one bit, but Chrysalis noticed right away. "Ah-ah, no getting soft on me now," she purred. "Go on now, don't be shy. Do I need to rub you down again?"

"Don't," Nightmare Moon said harshly. "Once is enough for now. I'm about to enter a meeting, and I can't drop it myself, so it'll just have to wait for later."

Chrysalis pouted, her thin, soft lips pursed. Her tongue flicked out in annoyance, snakelike. "If you must," she said with a sigh. "But that captain of yours, Vanguard - make sure you ask him how to drop. It's a basic function, and if you're going to be a stallion, you need to learn."

Nightmare Moon rolled her eyes. She thought Chrysalis was being very frivolous about all of this, but asking Vanguard would provide an opportunity to break the ice with him on a more personal level, and perhaps see his own goods as well, and the mare in her certainly didn't mind that. So she agreed, "Fine." And that was that.

Vanguard, punctual as ever, sat in the war room awaiting his queen. He stood and bowed his head to Nightmare Moon as she entered, and fixed his golden eyes on Chrysalis as she followed. Nightmare Moon took her seat, but Chrysalis was not presumptuous enough to do so. She kept herself occupied examining the ornaments and books around the room while Nightmare Moon spoke.

She didn't want to lead right away with the personal questions. Chrysalis or no Chrysalis, there was business to be done, and her kingdom's affairs came first. "Report, captain," she ordered as she took her seat. She did, at the very least, spread her legs a bit wider, wide enough to let her balls sit comfortably on the seat, but the edge of the table prevented even Vanguard from seeing her sheath or jewels.

Vanguard nodded and replied, "The Equestrians seem to be filling into our ranks without too many problems. Indeed, their desire for stability seems to outweigh their desire for their old kingdom back. I don't believe the Equestrians are happy yet, or fully recognize you as their sovereign ruler, but this will take time."

"Of course," Nightmare Moon replied. "The Eternal Night has only just begun. They have yet to see all that I have to offer them, the power and freedoms that they never had under my sun-loving sister. For now, though, stability and fear will do."

"On that issue, My Queen," Vanguard answered. His eyes shifted toward Chrysalis momentarily. "The Equestrians are aware of the changeling presence, both among them and in the capital. Rumors are rampant that you intend to feed them to the changelings, or that you've been seduced by the changelings." Here, Vanguard paused again to look at Chrysalis. "Their fear and paranoia may upheave the fragile stability we've created."

Nightmare Moon scoffed. "The ponies believe I could be so witless? My country is my own, and how it is governed is my decision alone. No changeling could influence that." Nightmare Moon noticed Vanguard's pointed glances. "Do you have doubts about our arrangements with the changelings, captain?"

He paused. "I see the wisdom in having them. They are effective spies, and as enemies of Celestia, they are valuable allies if conflict escalates again. But I can't help but wonder about the nature of your relationship with Queen Chrysalis. She only appeared yesterday, but already you two are quite close. I understand you are powerful, but as your guard captain and your personal guard, I feel I must know in order to protect you properly."

Chrysalis seethed. "Why, that insolent-"

"Quiet," Nightmare Moon silenced her. A hot flame of rage burned in Chrysalis's eyes as she was cut off, but Nightmare Moon continued. "You are a loyal and fastidious servant, Vanguard. I commend your courage, willing to question even your Queen for her own good."

"I am only fulfilling my duty, My Queen," Vanguard said humbly, with another bow.

Nightmare Moon continued. "I have not been Nightmare Moon long, at least not on this world. My powers, indeed, my very... body, is far different from that of Princess Luna. I believe you have noticed my struggle to fully understand all that I am now, and all I can do, let alone the reasons behind it. Queen Chrysalis, as a changeling, provides a unique perspective that is already proving valuable in my search for understanding. You could say that she is, in some ways... an advisor, then. Does that satisfy you?"

Vanguard, even with the implications to his Queen's anatomy, remained professional. He bowed once more. "It does, My Queen. I have no reason to believe you are compelled to say this, and I trust your judgment. If that is the case, then I would only recommend some measure to ensure your ponies that they are still your subjects, and will not be under any other power than yours."

"You should spend some time amongst them," Chrysalis suggested. "Let them get to know you a little better. The real you." Chrysalis honeyed voice left no doubt as to what exactly she was imagining when she spoke those last words.

"An outing, then," Nightmare Moon agreed. "Ponyville remains stable, a cultural core of Equestria, no? I will go there, and present myself to my subjects. They will see my authority and strength, and know that as long as I am on the throne, there could be no other power mighty enough to upset the Eternal Night I have created."

"Yes, My Queen," Vanguard said. "I shall prepare the carriage, and we will prepare to leave soon."

Chrysalis elbowed Nightmare Moon. She had agreed to ask Vanguard the more personal questions, and the opportunity was passing as he headed for the door. "Captain?" she stopped him.

He turned to face her. "Yes, My Queen?"

Chrysalis was beaming with delight as she watched Nightmare Moon work up the nerve to ask. The alicorn tried her best not to falter in her speech. "If you have a moment, I was hoping you could answer some questions of a rather... personal nature."

Vanguard hardly blinked. "Of course, My Queen. What is it you need?"

Even Chrysalis was surprised by his composure. Nightmare Moon continued reluctantly. "Well... you are a stallion, correct?"

"Yes, My Queen," he answered promptly, no matter how obvious it was that Nightmare Moon was beating around the bush.

"You do not behave like the others, though. I've never once seen you spy a mare, nor show any trace of emotion," Nightmare Moon asked. It wasn't exactly what she needed to ask, but she was still curious.

"I am a creation of the nightmare, like yourself, My Queen," Vanguard answered. "To an extent, I suppose I was made to perfectly fill my position."

"So you're a construct? How creepy," Chrysalis commented.

"Not at all," Vanguard replied. "I am certain I have a spirit just as any of you do, and I would wager it existed within the nightmare before my body was fashioned. I experience all of the same things as a pony. I suppose you could say I am simply enhanced."

"Enhanced, eh?" Chrysalis said, licking her lips.

The thought crossed Nightmare Moon's mind as well, but she nor Vanguard responded to the changeling queen. "So, you experience all the same feelings as a normal stallion?"

"Yes, My Queen."

Nightmare Moon felt warm, nervous. But she wanted to know too badly, and it was too late to go back now. "So you experience... arousal?"

Again, Vanguard answered with hardly a blink. "Yes, My Queen."

Nightmare Moon took a breath to calm herself. Now or never. "I'm sure you've noticed my... change in anatomy, Vanguard," she began.

"Yes, My Queen," he answered promptly.

Nightmare Moon raised an eyebrow at him. He wasn't embarrassed in the slightest. "Why didn't you say anything?" she asked pointedly.

"Your genitals are not my concern, My Queen, and I thought it best not to draw attention to your discomfort unless asked directly."

Nightmare Moon nodded. She supposed if he, or anypony, had been so blunt, she would have been very defensive. But at least the ice was broken now. "I bring it up because... I've found that my new anatomy is rather... troublesome," she said. "Chrysalis, in part, has been helping me understand and control it, but there are things even she does not know, and we thought it best to consult a flesh-and-blood stallion."

Vanguard nodded his understanding. "You can ask me anything, My Queen, and I will do my best to answer. If you wish to consult me about the finer points of male anatomy, I am happy to help."

Nightmare Moon nodded in response, surprised at his sincerity. "Yes, well..." she felt another rush of hot blood flood her face, warmth coming over her. If she was a female, she was sure she'd be winking like mad, but the excitement of the situation was already causing her sheath to stir, as she tried to suppress it. This was a moment she had been fantasizing about for a while, and now that it was about to come true, she felt giddy and lightheaded.

"Yes, My Queen?" Vanguard prompted her.

Nightmare Moon tried to snap out of it. Drawing herself up tall, she said in a fuller, more confident voice, "Captain Vanguard, I would like you to 'drop' for me."

He nodded. "Yes, My Queen."

Nightmare Moon's heart skipped a beat, and Chrysalis came up on her flank, wrapping her malformed hooves around the alicorn's neck as the royals watched the stallion before them. He kept his head raised in a dignified pose, and lifted his front hoof so that they could better see his groin. Nightmare Moon gasped rather suddenly when she spotted his two dark orbs, filling his black sack like obsidian stones, much like her own, set below a thick sheath. It wasn't long before that sheath stirred, and Nightmare Moon could see his dark flare, and then suddenly his whole shaft emerge and flop out, bouncing and swaying just like her own did. His member was pitch black like her own, clean and well-formed, without any excessive veins or odd curves. She watched it throb right before her eyes and begin to lift, gaining life and stiffness, slowly arching toward his belly as Vanguard grew erect before her.

"My," Chrysalis cooed.

"Captain, you are..." Nightmare Moon spoke, but she had to gulp, rather at a loss for words. Now she knew how Lieutenant Dash had felt.

"Yes, My Queen?" Vanguard asked in an even tone, still displaying himself fully and openly to her.

"You are... quite hung."

Indeed, with Vanguard's spear at full mast, Nightmare Moon had to admit she was impressed. She may not have seen many phalluses in her life, but she knew an impressive cock when she saw one, and Vanguard impressed in both length and thickness, truly a commanding dick to wield. Sure, it obviously couldn't compare to her own queenly shaft, but Nightmare Moon would have liked to see the infamous Big Macintosh measure up to her guard captain.

"I agree, My Queen. Like a buffalo, they say. Perhaps even better," Chrysalis trilled, her eyes gleaming with lust as she licked her lips.

"Thank you, My Queen," Vanguard said with yet another humble nod.

Nightmare Moon raised an eyebrow. "Are all you batponies so gifted? Or are you endowed according to rank?" she asked.

"Neither, My Queen," Vanguard said. "From what I've observed, it appears to be as random as any other stallion. Perhaps my rank has influenced my size, but without another captain to compare to, I can't say with any certainty."

The royals nodded. "He's all the more fortunate then," Chrysalis said.

"Yes," Nightmare Moon agreed. "I can't imagine how you keep so composed with such a beast to wrestle with on a daily basis."

"It doesn't trouble me. My duty is to lead your guards and be your aide, not to breed. My stallionhood has always been a quiet part of me, always present, yet not given any more attention than any other part of me," he answered.

"Pity," Chrysalis muttered, licking her fangs once more.

Nightmare Moon stared, admiring the thick, throbbing member for a moment longer, smiling slightly. "Well, the reason I ask is that I've had trouble learning how to... drop, you see, and I was wondering if you could instruct me." Once it was out, Nightmare Moon felt much better, both the words and Vanguard's shaft.

"Of course," he answered. "It's quite simple. Merely flex your abdominal muscles, or the muscles of your groin and sheath. It is crude, but pretend you have to urinate. The act of flexing will stir your shaft to emerge. From there, simply continue to become erect. Your penis should move, flexing and bobbing, and that should cause you enough pleasure to achieve a full and stiff erection, as I have." Again, Vanguard turned himself a bit to display his bobbing member.

Nightmare Moon had no idea how he did it so shamelessly, said all those words and displayed himself, but she supposed that is what she would eventually learn. "I see." Nightmare Moon closed her eyes an did as Vanguard instructed. After a few flexes, she could feel her sheath tighten with each squeeze of her muscles, gripping around her hidden flare. A ripple went through her groin, and she could feel her dormant shaft begin to move on its own. Before she knew it, it had slid out, again dropping heavily beneath her with a few bobs. She let out another breath once it had emerged, but grinned. "I did it! I dropped!" she announced excitedly.

"Splendid," Chrysalis congratulated her, hugging her around the neck with one arm, and running a hoof down her chest with the other. "You're learning so quickly, My Queen. Soon you could give Vanguard male lessons." Chrysalis again couldn't keep her eyes off of Nightmare Moon's cock, eyeing the massive queen meat like it was a feast.

"I don't know about that," Nightmare Moon said. She turned to Vanguard. "But, I did have some trouble walking like this. Are stallionhoods always so cumbersome?" she asked, her shame having all but left her.

"Not always. But for those of us that are better-endowed, it can be more of a challenge to work with. I would be happy to instruct you on the ins and outs of being hung, if you please," he offered.

Nightmare Moon nodded. "That would be very helpful, Vanguard. You would certainly know better than anypony," she couldn't help but compliment that magnificent rod of his.

"Thank you, My Queen."

"Oh, splendid," Chrysalis clopped her hooves together. "And now that we know how to properly display ourselves, we're all ready for our outing! And I've got just the thing prepared!" Chrysalis lit up her horn, the green aura flashing and emitting a high frequency ring that Nightmare Moon could barely hear as she signaled to her drones.

Nightmare Moon whipped her head around to face Chrysalis. "What are you doing?"

Chrysalis just waved her off with a hoof. "No need to be upset, Your Majesty. Trust me, you're going to love this!"

A clank of chains could be heard down the hall before a group of changelings burst through the door with their prisoner. Nightmare Moon gasped as they had none other than her sister in their grasp.

"Celestia?" she wondered aloud. She turned back to Chrysalis. "What is the meaning of this? She is to remain imprisoned!" she roared.

Chrysalis took the alicorn's rage in stride as she circled around Nightmare Moon again. "Look closer, my dear. I think she looks simply ravishing, don't you agree?"

Nightmare Moon looked at her sister, laying pitifully on the floor below her. Her eyes were hollow and her mane was disheveled, and it was clear her time in the dungeon had worn on her. Her body was in rough shape, red marks around her neck and legs where her manacles had sat for months now, and her belly and flanks were plump as ever with Nightmare Moon's cruel prank of a feeding regimen. But Chrysalis had taken the liberty to dress her as well. Celestia's dove-white wings were bound in special restraints, her face fitted with a tight anti-magic bridle and bit, complete with reins, and her tail hiked up and tied to the same attachment as her wings, all fitted and fastened to a heavy black collar with Nightmare Moon's crescent emblem on the front.

So many thoughts and feelings bombarded Nightmare Moon she felt as if she had whiplash. She had put her sister in chains, yes, but seeing her bound like this, in such a provocative manner was a level of cruelty Nightmare Moon would never stoop to. It was so wrong in so many ways, and yet it was so delicious to see her sister wrapped up like a breeding cow, a form of sweet justice to put her in her place as the lowest of mares in the Eternal Night. But Nightmare Moon could see more on Celestia's face, her tired eyes and heavy breath; a breaking will, yet the fortuitous light in her eyes did not yet show signs of fading, despite the outward brokenness. Nightmare Moon wondered if this was the result of the new gear, or if this had been caused by her fit of rage and lust last time she had visited her. She had wanted to break Celestia, of course, but to do it that way was something Nightmare Moon had never wanted to stoop to, and her shame was great, knowing she had betrayed her decorum and succumbed to her body in their last interaction.

But something else caught Nightmare Moon's attention, a heady scent that triggered something deep within her, and made her loins stir, much like the last time she saw her sister. It was a scent she was familiar with, at least, long, long ago, but she had never quite experienced it in this way. Somewhat sour, primal, and utterly erotic - a mare in heat. Nightmare Moon didn't dare circle around Celestia to confirm it, as she knew what effect it would have on her eager stallionhood, but she knew Celestia was positively dripping. Nightmare Moon took a deep inhale of her scent, and already she could feel herself stiffening powerfully. Even Vanguard's stoic shaft twitched and throbbed at the feminine musk.

"Well? Do you like?" Chrysalis purred into Nightmare Moon's ear.

Nightmare Moon did like. Even more than Celestia's scent, seeing her low, bound, and tied up for mounting sent a thrilling shiver down her spine. Yes, she enjoyed this very much. But she responded, "What is the meaning of this?" She turned toward Vanguard. "Did you know of this?"

Vanguard's surprise was clear. "No, My Queen. The stallions and I just washed her earlier today, and she had no such garments. Chrysalis's changelings must have done this."

"You and I have much in common, Your Majesty," Chrysalis started, rubbing up along Nightmare Moon as she spoke. "I've wanted to see Celestia beaten and cowed almost as much as you have, I'd wager. I thought this would be a splendid opportunity for us to celebrate our new arrangement, as well as reinforce to the Equestrians just who's really in charge." Chrysalis giggled with delight, "Just imagine the looks on their faces when they see the Princess of the Sun walking the streets, forced to present herself to every stallion that sees her like a cheap whore! Maybe we should make her offer herself to them? Hm?"

Another erotic shiver ran through Nightmare Moon as she looked down at her pathetic sister. Her blood ran hot through her veins, and she knew she was now painfully erect, her mighty mare-breaking cock at full mast and ready to conquer, and as much as she feared losing control to her rage again, she didn't feel angry like she did last time. She was thrilled. She grinned. This was a power unlike any she had felt before. Now, perhaps for the first time, she understood what the nightmare voices had meant when they said there was power in maleness. Terrible power, yes, but power nonetheless.

"No," Nightmare Moon said. "She doesn't deserve such pleasure. She can beg all she likes, but let no pony touch her." Nightmare Moon got a thrill just from giving the decree. She craned her neck down to Celestia's level, looking her in the eye. "What do you think of that, my horny sister?"

Celestia could barely grit her teeth in defiance around the bit in her mouth. But still, she answered back, "You taunt me, yet you display your own perverse arousal so shamelessly. Who is truly the horny sister?"

The taunt might have raised her ire before, but Nightmare Moon only tossed her head. "Still ever the virgin, aren't we, Celestia? You wanted us to be so pure and pristine, but I have always been this way. At least I had the sense to know a mare, even a princess, needs the attention of a choice guard each heat, but you would never debase yourself in such a way as we 'ordinary' ponies, would you, Celestia? And so I had to deal with my needs in secret, keeping quiet in the closets of our castle like a slutty maid, just another feeling I was forced to bury because of your insufferable morality. But I am your sister, Celestia. I know you. I know you went through the same heats I did, and while you never took a stallion, I know you wanted to. You can't deny it like you denied yourself. And now you feel it, don't you? All those centuries of neglect?"

Celestia lowered her gaze, and Nightmare Moon could see thoughts swimming in her eyes, feelings of uncertainty, even need. Yet she remained defiant. "My country has always come first. I... need nothing, except for my little ponies to be happy."

Nightmare Moon continued to crow above her. "That is why I deny you now. I thought I could break you by force, but I see now I was wrong. No, you must admit to your mistakes, sister. I have owned up to my desires, and I will not let you indulge in yours unless you do as well. You want to be mounted and satisfied as a mare? Not until you beg for it."

Nightmare Moon smelled another tang of arousal, sweeter and brighter than Celestia's, and she spotted a few droplets of wetness spill from a wide-eyed Chrysalis's flanks. Chrysalis rushed to Nightmare Moon and wrapped her up tightly with her hooves. "Your Majesty! That was perfect! You were so powerful, strong, and commanding! I knew you would make a fine stallion!" Nightmare Moon grinned, the close proximity of two highly-aroused mares driving her wild, but she accepted the praise well.

Celestia found her voice once more. "Are you truly a stallion now, Nightmare Moon?" she asked. "I know the old Luna is no more. I know you've changed. Your stallionhood is plain as day," she said, nodding toward the stiff erection pointing at her face. "But have you truly changed? And for what purpose? You may possess testicles fit for a king, but is that all there is to being a stallion? Are you not still my sister?"

Nightmare Moon could see the way Celestia wanted to cling to some kind of sentimentality, some semblance of the old, familiar Luna. But to deny her the pleasure of association would be to deny her own femininity. Nightmare Moon still felt female somewhere deep inside her, even though she knew she was outwardly completely male. So she answered, "I am myself, the Queen of the Eternal Night, and if the dark powers that be dictate that I am to rule with a mighty cock, then so be it. Better than your feeble marehood, perhaps."

There was a long pause, and Celestia could find no more words, only shaking her head in disappointment. Finally, Vanguard spoke, still equally as aroused as Nightmare Moon by the presence of females, yet his voice was composed as ever. "If we are done here, then let us prepare to leave. I will make sure Celestia is fit for transport."

Nightmare Moon nodded. "Yes. Well done, Chrysalis. You have indeed brought me a fine gift. I will go now to get dressed, and we can enjoy the outing in Ponyville together."

"Goodie," Chrysalis chirped. "And just think, the sight of you, leading Celestia by the reins, dripping wet while you display that beastly cock of yours, flaunting your might for-"

"I will do no such thing," Nightmare Moon cut her off.

Chrysalis pouted. "But why not? You've already displayed yourself for the castle staff. Shame doesn't become you, Your Majesty."

"My castle is one matter. Public is another. I am not my sister, but I will still carry myself with dignity. My new dress will be perfect for the occasion, I think," Nightmare Moon answered.

Chrysalis sighed, whining now, "But that dress is so filly-ish! Don't you want to wear something more powerful and imposing to show yourself to your subjects? Perhaps your armor?"

Nightmare Moon knew how exposed she was in her armor, and with Celestia around, she would surely be known as the Queen of the Eternal Erection before anything else. She shook her head. "I won't hear another word of it. We'll leave soon."

Vanguard bowed dutifully. Chrysalis frowned, but didn't say a word. With a nod to each of them, Nightmare Moon left the room.

She took a moment in the hallway, even with a guard and a couple changelings around, to calm herself and try to subdue her erection. She wasn't mortified to have it, but she still didn't want to be seen rock-hard around the castle. And without Chrysalis at her side, she wondered how in the world she had agreed to display herself flaccid in front of anypony, and even a female lieutenant! Nightmare Moon quietly wondered if Chrysalis was indeed a stronger influence on her than she thought, as Vanguard had suspected? Yet her own words contradicted her recent bout of shame; if she had to choose between being a lewd queen and a prude queen, she supposed she would rather be her new self than Celestia. She might not have known exactly who her new self was, but anything was better than Celestia.

When she retreated to her wardrobe, much of her worries faded as she stepped into her new dress. Feeling the sleek, dark fabric over her coat made her feel so very feminine again, and it was a welcome feeling amid her confused flurry of thoughts that night. It wasn't quite as comfortable as she remembered; her flanks and rear legs had little room to move and spread, and her balls felt terribly crowded, but she knew that beauty was pain. At least she was covered.

By the time Nightmare Moon reappeared at the castle entrance, her chariot was prepared, teamed by a few batpony guards with Vanguard at point. Chrysalis was awaiting in the chariot, Celestia's reins in her mouth. Chrysalis bowed to Nightmare Moon, and the alicorn returned the gesture. But as she stepped into the chariot heading to Ponyville, she noticed something about Celestia as she was made to lay on the floor of the chariot. With her tail hiked high and tied to her collar, it was impossible to miss the round object lodged within her backside; a glistening black butt plug.

"What is... that?" Nightmare Moon asked, hesitant to even motion to it with her horn.

"Do you like it?" Chrysalis. She took Celestia's reins in her magic, stooping down to stroke her face with her gnarled hoof. "I know you want Celestia to beg for any sort of satisfaction, and while some mares certainly love the sensation," the way Chrysalis's voice dripped made clear she was a fan herself, "I thought it might be a good way to tease her. Plus, look at her face. Isn't her embarrassment delicious?"

Celestia's cheeks were indeed red, and Nightmare Moon could see her tail straining against its binding to lower and cover her stuffed rump. Still, the other princess spoke, pleading with her sister. "Luna, please remove this lewd device. I know you have come to embrace your new sexuality, but I never thought you would stoop so low as to sexual abuse and rape! Is this the mare you are?"

Celestia's words stung, and even though Nightmare Moon knew she was only appealing to her honor to try and mitigate her humiliation, her words were compelling. But Nightmare Moon wouldn't bend so easily. "Do not tell me what sort of mare I am, or who I should be. Besides, if I didn't know any better, I would say you were enjoying it." Nightmare Moon stepped into the chariot without another word to her sister, and they lifted off into the night.

Chrysalis continued to hang over Nightmare Moon, and even though her attention and the scent of Celestia's heat made her sheath pulse and ache, she found that she was able to ignore her demanding libido for the time being. She knew that with all the attention, her member wouldn't remain so compliant for long, but she found that wearing the dress and having her genitals so confined helped in reasserting her control over her body. Or perhaps indulging in it somewhat made it less petulant? Nightmare Moon couldn't be sure. She would worry about it after she had left Ponyville.

Nightmare Moon hadn't realized how busy she had been, though. She hadn't taken the time to enjoy the Eternal Night since she took the throne, and this chariot ride was the first flight she had taken in her new sky. She couldn't help but admire her handiwork; countless twinkling stars, brighter than ever without the sun's oppressive light to compete with, a rainbow of nebulas that splashed bold swaths of color onto the inky canvas, and the masterpiece that was her moon, no longer emblazoned with her image, brighter and more lovely than anything Celestia could have produced. It made Nightmare Moon's breast brim with pride to fly among such a placid, yet mysterious and beautiful sky, and she was certain the ponies of Equestria would come to appreciate it just as she had.

Ponyville would indeed be a good place to start. The small town had a lot of heart, and was also the nearest to her castle in the Everfree. Winning their favor, or at least their fealty, would be the first step in the second "conquering" of Equestria. She had already conquered the territory, but now she must make its subjects her subjects.

So when the chariot landed on the bridge outside of Ponyville, Nightmare Moon stood tall and proud, knowing she looked both regal and intimidating in her dress and in her tall, statuesque form.

Chrysalis stepped down alongside her. "Oh, I'm so excited for this! And I'm thrilled you liked the idea for Celestia. I think this little excursion will send the message loud and clear: 'submit, or be broken.'"

Nightmare Moon raised an eyebrow at Chrysalis. "Not quite what I had in mind. This is about power. Power that gives me the ability to turn Celestia into my slave. I want to remind these ponies that my power is also the power that is protecting them, ensuring their safety. They praised my foolish sister for how she brought peace and harmony to the land. I want them to imagine what I can do for them. Under my reign, they will prosper."

Chrysalis licked her fangs at the speech. "Speaking of reins," she said, levitating Celestia's black reins to Nightmare Moon.

Nightmare Moon grinned. She took them in her mouth and snapped them, making Celestia jump to her feet. "Move. I want you in front of me, so the first thing your ex-subjects see is your humiliation."

Celestia froze, her hooves locked, everything that she was forbidding her from doing something so lewd, so humiliating, and so debasing for a mare of her stature. But another crack of the reins, and she was reminded that she had no choice. With her power weakened and her body worn, tired, and horny, she was powerless to defy her sister. So she took her first ginger steps, taking the lead before Nightmare Moon, with Chrysalis close at her side, as the entourage headed into the town.

Vanguard and the batponies who flew the carriage flanked and hung behind Nightmare Moon. It was not quite a parade, and Nightmare Moon planned to take whatever route or path tickled her fancy, but she still wanted to have a procession to announce her presence. And a procession it was.

The ponies of Ponyville went about their business, sun or no sun, although the business was certainly different - daytime activities and nighttime had melded together, meaning that while some were dashing off to work in the fields with a muffin in their mouth, others were populating the local diner in evening wear on dates. Yet they all turned their heads in fear and awe when they saw Nightmare Moon coming, the moonlight gleaming off the batponies' armor, the alicorns and Chrysalis towering over them.

Most ponies gasped and covered their mouths with their hooves when they saw Celestia pass. Yet so many couldn't help themselves from looking, witnessing their princess chained, bound, and beaten. Plenty more noticed her sexual state as well, with stallions doing their best to resist erections at the smell of Celestia's heat, and murmurs spread through the crowds like wildfire at the sight of the big black buttplug lodged in her rump. Celestia wanted to speak to them, but she couldn't find the words to even attempt to preserve her dignity. And her ex-subjects couldn't stop themselves from staring.

And as strange as it was for Nightmare Moon, she couldn't blame them. It was quite the view. Celestia soft, plump ass wobbling in front of her, her tail hiked high, showing off her stretched tailhole and dripping, messy, winking cunt. A strong part of Nightmare Moon couldn't ignore the fact that it was her sister before her, and the natural disgust that followed made it easier to avoid slipping out of her sheath, but the scent of her heat still made it ache and throb between her thighs, her balls gnawing at the back of her mind to pounce on that pussy and hump like crazy.

But she had her own dignity to maintain in front of her subjects. Their eyes turned to her after they managed to tear themselves from her sister's ass, and they beheld her with fear. Ponies shrunk around her, the alicorn who had brought the Princess of the Sun and the Queen of the Changelings beneath her, and many even resorted to nervous, fearful bows as she passed. The Queen of Eternal Night wielded absolute authority, and that was more satisfying to her than any sexual pleasure.

"Enjoying yourself, My Queen?" Chrysalis asked in a soft voice. She kept close to Nightmare Moon, but it was clear by the way that she cast her gaze from pony to pony that she thought of this trip less as a social outing and more like going to a buffet. It was difficult to say if she or Celestia were more excited at the moment, but Nightmare Moon felt sure that she wouldn't try to leave her side unless she gave the word.

"I believe I am," Nightmare Moon replied. "I think our outing has had the desired effect. If there were any here who had hope in Celestia, it is certainly gone now. I imagine this image of her will be burned into their minds forever."

"Mmm, I agree. I imagine the image will be burned into the minds of the stallions quite clearly tonight as well, judging by the arousal I smell on them. Ooh, I can almost taste it!" Chrysalis cooed, casting a seductive glance around at some of the males in the street.

Nightmare Moon gave her a withering glare. "Contain yourself, Queen. If you are going to travel at my side, I will not have you ruining my image."

"Of course," Chrysalis agreed, but Nightmare Moon could hear a pout in her voice. "But, might I ask, how do you contain yourself? You must be dying to 'hang loose,' as they say."

"I am not some depraved beast, like you or my sister," Nightmare Moon replied.

"You wound me, comparing me to her," Chrysalis said, shooting daggers at Celestia. "At least I am not offering my rump to every stallion that can see."

"True," Nightmare Moon agreed. "At least you aren't that much of a whore." Both mares giggled at the sight of Celestia's gasp of shock and shame, coupled with her cheeks burning even hotter.

When Nightmare Moon and company entered the Ponyville town square, they were met by the gray-maned Mayor Mare, along with a trio of flower mares, a baker couple, and a couple of young ponies from Sweet Apple Acres. They each hesitated, but bowed as Nightmare Moon approached. "Your Majesty! As mayor, allow me to be the first to welcome you to our humble town," Mayor Mare started. "You must excuse the state of things; we did not expect your arrival."

"Am I not permitted to come and go where I please in my realm?" Nightmare Moon dwarfed the cowering ponies beneath her. She watched their eyes flit to and fro, not knowing if they should look at her or avert their eyes, and they also struggled to avoid looking at their disgraced former princess, especially the gangly baker and big apple stallions. Nightmare Moon was amused to watch those two struggle to contain their arousals, as much as she was to play games with the mayor.

"Of course, Your Majesty! I only meant to say that the gifts we'd like to offer you come at short notice, but if there's anything else we can offer you, you need only ask your humble subjects," the mayor recovered like a practiced politician.

"Very well. Let us see these gifts," Nightmare Moon said.

The brightly-colored flower mares approached, trying to hide behind each other. "Um, we're Lily, Daisy, and Rose, and we made you a boquet of our, uh, most fragrant flowers, Your Majesty," the pink one in the lead said. They presented her with a large bunch of roses, lilies, and bright daisies mixed with honeysuckle and baby's breath. Nightmare Moon thought the flowers were a bit too bright for her tastes, more likely to please her sister, but she accepted them anyway.

Next, the baker couple stepped forward. Nightmare Moon raised an eyebrow at the plump, stout mare and her tall, lanky husband. She wondered if anypony else noticed he had dropped, but his wife continued anyway. "Your Majesty, I'm Cup Cake, and this is my husband, Carrot Cake. My husband and I weren't able to bake any fresh cakes in time to offer you, but we'd like to give you these fresh cupcakes, if it pleases you," she said. Her husband approached and offered her a platter of chocolate cupcakes with deep violet frosting flowers on top. Nightmare Moon watched sweat drip down his temple as he tried not to look at Celestia's lifted tail nearby. Nightmare Moon accepted the platter as well.

Finally, an orange mare in a cowboy hat and the big red apple stallion stepped forward. He, too, struggled not to look at Celestia, although he too was having as much trouble slipping out as the other stallion, whether or not his sister noticed. She spoke, "Well, I'm Applejack, and this here's Big Macintosh. And we know it ain't much, Yer Majesty, but the earlier tonight, if ya like," she said, nervous about her accented way of speaking. The stallion stepped forward with a basket full of bright red, shining apples on his back. They were just as fragrant as the flowers, and Nightmare Moon knew they would be a delicious snack in her room. She accepted the basket, levitating the gifts to her guards.

By now, both stallions were at full mast. Carrot Cake was rather below average, but Big Macintosh was larger than she though, possibly rivaling her own member. Nightmare Moon stifled a laugh, and could no longer resist the urge to embarrass them. "I am pleased by your gifts, and while I'm flattered, is it customary for Ponyville stallions to display themselves in such a way before a mare of power?"

The welcoming committee each finally noticed the hardened shafts beneath Mr. Cake and Big Macintosh. Mrs. Cake turned her head up and away from him as both looked like they would die of shock, and she hissed, "Put that away, honeybun!"

"I'm trying! I don't know how it slipped out!" he tried to whisper back as he covered himself with his apron. Big Mac could only try to hide himself with his hooves while Applejack might look like she'd die of shock.

Mayor Mare, likewise, tried to cover for them. "My sincerest apologies, Your Majesty! It must be your... radiant beauty, like the moon, such that these stallions couldn't possibly contain themselves in your, uh, lustrous presence."

Nightmare Moon resisted the urge to laugh out loud as they fumbled over each other. "It's quite alright. As I said, I'm flattered. Rumors of the Big Macintosh's legendary stallionhood have reached even my ears, and I'm pleased to see them proven true before my own eyes," she said, batting her eyes flirtatiously in his direction. He only blushed, withdrawing behind his sister. It was clear she had embarrassed the shy stallion, in public no less, with her impolite comments, but she watching him back away and avert his eyes was even more satisfying than watching Rainbow Dash balk and falter earlier tonight.

Mayor Mare struggled to respond with dignity. "Yes, well, we're happy you find, uh, Ponyville stallions to be, ehm, endowed enough for your tastes, Your Majesty." The bevy of glares at her back told the mayor that she wasn't helping matters at all. "If there is anything else we can do for you, Your Majesty, you have but to ask," she finished.

Nightmare Moon decided she had toyed with them enough. "This is acceptable, Mayor. Thank you." She gave them a polite bow before she and her entourage turned away.

"You're bad!" Chrysalis said, giving Nightmare Moon a playful slap on the shoulder.

"Oh please," Nightmare Moon returned. "You mean to tell me you didn't enjoy watching them squirm?"

"Of course I did," Chrysalis answered. "Don't you think that Cake mare was downright adorable? And with such a perfect ass for plowing. I'd bet she'd love to have a stallion larger than her poor husband to handle all that."

Nightmare Moon could see through Chrysalis's obvious temptation attempt, and she sidestepped it. "I thought you would have been more interested in Big Macintosh. Now there's a stallion..." she said, grinning as her eyes drifted off.

Chrysalis sighed. "I can't argue about that one. He's certainly aptly-named."

The royal group wandered around Ponyville for a while longer, collected shocked glances and fearful bows, but it wasn't long before the view of Celestia's fertile backside was taking it's toll on Nightmare Moon's maleness just as much as the males. Even a few batponies had grown hard in her presence.

"I think... it's time to go home," Nightmare Moon said tentatively.

"Balls aching?" Chrysalis said quietly. Nightmare Moon could only nod. "That's alright. I think it's time for your next lesson, anyhow."

"And... what is that?" Nightmare Moon asked.

Chrysalis licked her fangs. "Well, if your balls feel full, the easiest way to empty them is to masturbate, of course."

Nightmare Moon gulped. "I, uh, already know how to do that."

"With your hooves? It's better that way. More intimate. I'm sure Vanguard can help you."

If anything, the thought of being more intimate with Vanguard alone was enough to give her the courage she needed to nod. "You're right... I should get used to this."

"Precisely."

Nightmare Moon's departure was met with far less ceremony than her entrance. She loaded Celestia and Chrysalis up into her chariot, and it was clear both were happy to return, Celestia to escape further shame and Chrysalis to begin Nightmare Moon's lesson. When they returned to the Castle of the Two Sisters, Nightmare Moon was only stopped from heading up to her room by Vanguard.

"My Queen, should you be alone with those two?" he asked.

"Of course not," Chrysalis interjected. "You'd be welcome to join in on her next lesson."

"What is it on, exactly?" he asked.

Chrysalis turned to Nightmare Moon for the answer. Vanguard had been perfectly accepting until now, but she still feared he would judge her. "...Masturbation," she answered his expectant stare.

He merely nodded. "Very well. If you would like my assistance, I shall accompany, if not to guard you, at least."

"I would like your presence, yes," Nightmare Moon replied. She handed Celestia's reins back over to Chrysalis, who seemed delighted to hold them.

Her eyes gleamed as she stared down hungrily at Celestia. "I bet you're looking forward to this, hm? If not you, then your pussy most certainly is," she taunted, giggling with delight.

Celestia bit down her shame. "Return me to my cell, if you must continue to torment me. I shall be of no use to you in this 'lesson,'" she said.

"Nonsense," Chrysalis said. "I think this will be a good lesson for you as well."

Nightmare Moon raised her brow at that. "What do you mean? What could she possibly have to learn?"

"The same as you, of course. To accept your body, your desires," Chrysalis said as she began to ascend the stairs with Celestia in tow. "This cow needs to learn her place as a proper slave."

Nightmare Moon balked. "You want me to use my own sister? I... I could never do such a thing!" she protested, even as the arousal her sister's scent caused her still hummed in her balls.

Chrysalis merely shrugged. "If you won't make use of her, I'm sure I can find something to do with her. Or perhaps Vanguard? I'm sure the batpony stallions would love a bit of recreation," she purred.

Celestia once more tugged at her chains and collar. "No! I will not be made into some low broodmare! You can do as you wish with me, but you will not break me!" she screamed, her shackles digging into her neck once more.

"Silence," Nightmare Moon commanded. As leery as she was to accept incest, she wasn't about to allow Celestia any freedom. "Chrysalis is right. I said I would break you to complete my revenge, and I will. You belong to me now, and if wish to give you to Chrysalis or the guards or every stallion in Equestria, then I will, because you are powerless to stop me. The sooner you accept this, the better."

Celestia tugged at her chains as she was led up the stairs, but by the time the group reached Nightmare Moon's bedchamber it was clear even to her that her struggle was futile. The white princess could only watch warily at the events that were about to unfold in front of her.

Chrysalis continued to purr into Nightmare Moon's ear. "Lay down, My Queen. Allow me to move your hooves, and I promise you will enjoy this."

Nightmare Moon nodded. Her bed was soft, a large mattress piled high with plush, downy cushions. She undressed from her gown, and couldn't help but exhale sharply when it fell from her body to the floor, and her legs spread to give her crowded balls some much-needed room. "My," she said softly.

Vanguard nodded. "Our armor isn't as restrictive as a dress, but it's still a relief to be freed from it when we go off-duty."

"I had hardly noticed," Nightmare Moon said.

"Lay back. Relax," Chrysalis said. "Let me take it from here."

Nightmare Moon spread herself on the bed, and didn't have to be told to spread her legs. She looked down at her sheath and ballsack, still alien to her, yet the tension within them was undeniable. Just the feeling of freedom between her legs had caused her flare to emerge, her burgeoning shaft already starting to spill out behind it.

She felt the presence of eyes on her, watching her stallionhood. "How do you feel?" Chrysalis asked.

Nightmare Moon felt many things, almost too much to sort through. But she answered, "I'm... alright."

"Perfect," Chrysalis whispered. She tied Celestia's reins to the bedpost with magic and slid herself next to Nightmare Moon, her slender, sensual body fitting tightly against Nightmare Moon's own curves. The heat of her body, the smoothness of her carapace alone was somehow enticing to Nightmare Moon. Chrysalis's deformed hooves wandered her body, tracing down her chest and belly, and Nightmare Moon felt her breath gather. Chrysalis took Nightmare Moon's hooves in her own, and began to move them between her thighs. "Relax," she said once more. "I promise this will feel good."

Nightmare Moon sighed when she felt her own hooves, with Chrysalis's guidance, make contact with her member. The flesh was still soft and limp, yet full of life and eager to harden. Chrysalis slowly led her to stroke, starting at a slow pace, and Nightmare Moon allowed a low moan as she felt herself stiffen quickly. "Ah..." she exhaled, as she looked down again at the growing length of her stallionhood.

Chrysalis grinned wickedly at Nightmare Moon's pleasure. "Yes, off to a good start," she encouraged. She leaned up to Nightmare Moon, planting a sharp kiss on her neck before whispering in her ear, "But I know what would be a real treat." She turned to the guard captain, standing dutifully nearby. "Vanguard, since you're an authentic male, would you be a dear and demonstrate the proper technique for a stallion's self-pleasure?"

Nightmare Moon turned to him, wondering if he would obey the orders of anyone but herself. He smiled the slightest of smiles, though, and nodded. "Of course. It would be an honor." He began to undress himself, the plates of his armor falling to the floor with a clatter as his inky black body was revealed to Nightmare Moon. As dignified as he looked in his armor, he was certainly all the more of a hunk without it, his muscular chest and neck clearly defined underneath his sleek coat. He approached the bed, his impressive shaft already dropping as he took a seat at the foot. He wasted no time wrapping his hoof around it, and with a practiced grip, began stroking himself to a full erection. "Every stallion likes a different pressure, different pace. But the key is to not be ashamed," he said, staring at his own shaft evenly.

"I see," Nightmare Moon responded. She groaned as she felt Chrysalis's hooves pick up the pace, her shaft now at full mast, throbbing in her hoof, the flesh sliding with ease as she stroked herself. "Mmm, it is- oh... nice like this," she admitted. While her magic may have allowed her some more manipulation, it wasn't as tangible as her own hooves. Now there was real pressure, a natural grip and movement of her meat that it had been yearning for all these months.

Chrysalis continued to encourage her, her hooves firmly atop Nightmare Moon's, working her pleasure, peppering her neck and shoulders with kisses and love bites, her hot breath washing over her coat. "And your balls? How do they feel?"

"Full," Nightmare Moon answered immediately. And they were. The stones inside her leathery pouch were heavy and taut, practically sloshing with unspent seed. She could feel them aching, begging her to empty them. "They are... quite needy," she said as she gazed down at her black jewels.

Vanguard was picking up his own pace, fondling his own large stones with one hoof while the other continued to pump his shaft steadily. He grunted in pleasure himself, "Nnng, they can be. A stallion's balls really do seem to have a mind of their own. But if you take care of them, they'll cooperate. A stallion's balls are the source of his strongest instincts, and once he learns to listen to them, everything else falls into place."

Nightmare Moon couldn't help but scoff, chuckling a bit at that. "Really, Vanguard? You've always been the perfect guard. I'm still amazed you even have a sex drive, not to mention the idea that you're in tune with your balls."

"On the contrary," he said, smiling calmly. "The reason I am a perfect guard, protecting my queen and serving my country with everything I have, is because they guide me. The truth is that I'm always listening to them. I don't feel my duty in my head or in my heart. I feel it in my balls."

Even as Vanguard worked up his pace, rolling his noble nuts in his hoof, Nightmare Moon found his words incomprehensible, but she couldn't deny that there was something erotic in the sentiment, in the sight. Chrysalis continued his thread, taking Nightmare Moon's other hoof in her own. "Why don't we get you in touch with your own royal pair, Your Majesty?" she said.

"Hah! Mmmm," Nightmare Moon gasped as she felt her other hoof make contact with her fleshy sack. She hadn't realized how tender, how sensitive her balls were, but she could feel the pressure in them more keenly now than ever. Chrysalis put her hoof to fondling Nightmare Moon's burning stones, heat and energy pouring from them, and Nightmare Moon sighed again as they moved in her sack, her nuts seeming to sigh with her as they finally received the attention they needed.

"Good, right?" Chrysalis cooed into Nightmare Moon's ear.

"Yes," Nightmare Moon admitted. "Oh, heavens, yes." Chrysalis's own hooves were still stroking her turgid erection for her, and Nightmare Moon let hear head lay back, staring up at the ceiling for a moment to appreciate the sensation. She really should have done this long ago, she decided.

"Mmm, that's it," Vanguard groaned, and Nightmare Moon wasn't sure if he was speaking to her or lost in his own pleasure. She looked to see him going to town on his cock, precum oozing out of his flare, pleasure clear on his focused face. She watched the way his hooves squeezed his dick, making it throb in his grip with his fast and hard strokes. It looked delightful.

Nightmare Moon began to move her hooves on her own, but Chrysalis's remained on top of hers, watching with delight as she took charge of her own pleasure. Nightmare Moon gripped her meaty dick tighter, biting her lip as sensation lanced through her shaft. She stroked more, faster, covering the entire length of her fat cock as her hooves milked it for her satisfaction. Similarly, her other hoof worked her heavy nuts, rubbing and fondling them, letting them know that pleasure was near.

"Ohh, that's it!" Nightmare Moon repeated after Vanguard. Her eyes opened wider as she jacked off, her hips surging as they thrust her spear into her hooves.

Chrysalis could see the dark alicorn could take it from here, and she instead slid up behind Nightmare Moon, squeezing between the fluffy pillows and her pupil, wrapping her forelegs around Nightmare Moon's neck and laying kiss after kiss down on her neck and jaw, nibbling at her ears as she coaxed her further. "Yes, that's it. Work that cock. Don't your balls feel so much better already? They needed this." Nightmare Moon could only nod, stroking herself more and more to further heights of pleasure. But Chrysalis knew that she couldn't simply stop there. "Why don't we give those balls a real treat, hm?"

Nightmare Moon expression turned to shock as she saw Chrysalis take Celestia's reins in her magic. She had been quietly watching in horror while Nightmare Moon got comfortable with her anatomy, but now she pulled against Chrysalis's magic as she was led toward the bed. "No! Release me, you insect!"

Chrysalis grunted as she heaved her up onto the mattress. "Get your- nng- fat ass up here and serve your Queen!" Her magic struggled, but eventually she plopped Celestia down in front of Nightmare Moon, right between her spread legs. "Whew," she exhaled. "That cake really has been adding up." Celestia's cheeks burned hotly.

Nightmare Moon watched Celestia, her motions frozen with her sister right in front of her, much like before, the white alicorn's eyes fixated on the towering cock that had ravaged her not long ago. Celestia and Nightmare Moon both felt a combination of uneasiness, fear, and the tug of uncontrollable lust. Nightmare Moon's balls groaned to unload themselves into the soft female, and Celestia's heat-ridden pussy winked hot and wet at the sight of the conquering erection before her, larger and more powerful than anything she had imagined before. Even Vanguard was not immune to her scent and the erotic charge that filled the room, pumping his cock hard at the sight of the royal pussy begging for a male to stuff it.

Both sisters were stunned silent, but Chrysalis had her own plans. "Worship the crown jewels, slave!" she ordered, and with another tug of her magic, she forced Celestia's head down and buried her muzzle directly into Nightmare Moon's nutsack.

"Ah!" Nightmare Moon gasped as she felt that dainty nose planted in her balls. She hadn't even had time to protest or weigh her disgust against her desire, yet now she found that she couldn't. The sight of her stuck-up sister's muzzle shoved into her musky nuts was too delicious to resist. Celestia's face was a wonderful mix of shock, horror, disgust, and embarrassment. With her cock throbbing, precum dribbling down her flare, and her balls singing with relief, Nightmare Moon found herself getting caught up in the moment. "Lick my balls, whore!" she commanded.

Celestia found herself complying, her tongue slipping out of her lips and dragging themselves over the thick, warm flesh of her sister's balls. Nightmare Moon shuddered and groaned with pleasure, her hooves picking up speed on her cock as Celestia gave her balls a thorough once-over. The longer it went on, the more that both sisters found their restraint slipping. Celestia had been forced over the line of dignity and restraint, and her head told her it would be best to follow orders and get it over with quickly, while her marehood told her to submit to the magnificent gems that made her head spin with their masculine aroma. Nightmare Moon, likewise, moaned louder, adjusted her hips and spread her legs to point her cock straight up, letting it tower over everything in the room as she pumped it, giving her throbbing fuck-spear center stage.

"Mmm, very good, both of you," Chrysalis cooed, continuing to egg Nightmare Moon on by nibbling at her ear, running her hooves down her body, feeling her arms and shoulders as they pumped her cock.

"Ah... Ohhh," Celestia moaned into Nightmare Moon's sack. She wouldn't beg, not that easily, but she knew she had lost this battle, even as she failed to stop her lips from suckling hard on her sister's fat nuts, her jaw opening wide to attempt to take them into her maw, failing only at the size of each fruit. Yet she continued to tend to them, kissing the top of each orb, bathing the underside of her sack, and sucking lewdly at each testicle with loud, wet noises.

"Hah, nnng-" Vanguard grunted. His view of Celestia's perfect backside, from her plump rump, taut butthole still spread by the black plug, to her divine pussy flowing with heavenly juices, sordid heat, and intoxicating, needy mare musk, all left him helpless to his pleasure, his own nuts crying out to spill their load as his hooves beat his meat to satisfy them. "I'm- My Queen, I'm close to orgasm," he announced.

Nightmare Moon cried out and gasped in ecstasy as she was surrounded by beautiful, sensual mares, worshipping her power, her stallionhood, filling every bit of her with pleasure. "Ah! Yes! I'm- I'm going to cum too! Ohh, fuck yes!" With Celestia caring so lovingly for her balls, Nightmare Moon was free to use both hooves to tame her titanic cock, and it was clear to her now that both hooves were needed, as one gripped the flesh of the base, squeezing and stroking and sliding as fast as she could while the other wrapped around her wide flare, slick with sticky precum and bubbling with more, she chocked up underneath the sensitive ridge right at the head, rubbing with small, rapid strokes. She could feel her nuts burning, her cock throbbing harder and harder, and knew that glorious climax was soon at hand.

"Ah-ah," Chrysalis interrupted. "This slave has been so good, hasn't she? I think she deserves a reward, from both of you. Don't you agree, My Queen?" With a wicked, lecherous grin flashing bright across Chrysalis's face, she again took Celestia's head in her magic and lifted her up, bringing her face-to-face with Nightmare Moon's throbbing black flare, about to blow.

Nightmare Moon was powerless to fight it, but she couldn't say if she would, even if she wanted to. A charge of excitement ran through her, and as she watched Vanguard poise his cock to unload his balls across Celestia's backside, she too angled her dick down to point directly at her sister's muzzle.

Celestia's eyes went wide with fear. She tried to retreat, to back away from the intimidating cockhead, but Chrysalis held her fast. "No! No please! Don't do this! I'll do anything! Pl-" she protested, before Nightmare Moon grunted and fired off her first shot of hot, fresh spunk. It hit her square on the lips, most if it shooting directly into her open mouth, just as Vanguard groaned behind her, emptying his own balls with an arcing spurt that shot a rope of hot cum down her back and wings. Nightmare Moon's balls churned out her load, and each blast splattered Celestia's face just as Vanguard sullied her wings and ass with his own load. But as soon as Celestia had gotten her first taste of that fresh, creamy cum, her eyes fluttered and her lust took over. She let out mouth hang open, mindlessly gobbling down every drop she could swallow as Nightmare Moon fed her from the very nuts she had worshipped. Nightmare Moon's orgasm dragged on and on, pumping hot jizz down her sister's gullet with a load fit for an alicorn. But the longer it went on, the more Celestia's mind faded, until her own orgasm suddenly took her own body, her flanks jolting as her pussy throbbed, emptying her own gush of fluids out onto the sheets behind her, even soaking Vanguard a bit with her own lewd, feminine issue.

Nightmare Moon's head was spinning by the time it was over, but it was nothing compared to the numb, dazed look of lust in Celestia's thousand-yard stare. With her hollow eyes and her body absolutely coated with strands of gooey cum from her horn to her flanks between herself and Vanguard, Nightmare Moon could hardly believe it was Celestia before her. "What... what happened to her?" she asked.

"It appears she's a squirter," Vanguard said, wiping his face with his hoof, his proud cock hanging limply before him, having fulfilled its duty. "The boys and I found that out this morning when we tried to bathe her."

"No, no," Nightmare Moon interrupted. She prodded Celestia's cheek with a hoof, but she only blinked, looking numbly at Nightmare Moon's hoof. "What's the matter with her?"

"I believe this is an effect of the magic I sensed in your balls earlier," Chrysalis explained, her hooves still wrapped lovingly around Nightmare Moon's neck. "It's your seed. Your wonderful, royal seed," she said hungrily. "It has an effect on mares. I noticed it when I tasted it, but I'm not a pony, so I couldn't quite tell what it would do. But I do believe it's overwhelmed your poor sister. Just tasting it made her orgasm. Who knows what it would do if you stuffed it in that whore's cunt of hers?"

Nightmare Moon's eyes widened. "It would send her into heat," she said with certainty.

Chrysalis trilled. "Ooh, it just might!" But Nightmare Moon's eyes locked with Vanguard's, and the two knew exactly why Celestia had been behaving the way she had lately. Chrysalis picked up on their exchange immediately, and said, "I bet it's only going to make it worse for her. Her lust, her thirst for cum, her burning need to be fucked by a big stud... if she could barely resist it before, it's going to be hell for her now."

Nightmare Moon looked down at her sister. Celestia's eyes weakly turned up to her, some spark of recognition back in them, but that desperate lust still remained. She wasn't broken, but Nightmare Moon could sense that her will was slowly fading. She nodded. "It's what she deserves," she said finally. And she meant it.

Vanguard interjected. "How do you feel now, My Queen? Now that you've relieved your balls," he said. He was already slipping off the bed, starting to re-don his armor.

"Better," she nodded. And she meant it as well. Her orgasm with Chrysalis was a much-needed release, but this orgasm by her own hooves was a much-needed dialogue with her balls. For once, she didn't feel ashamed to sit with her legs spread. "I think my nuts will be satisfied. At least until tomorrow."

Vanguard nodded after replacing his helmet. "It's good to take care of them often. If you need any further help, you may ask me."

Chrysalis nipped Nightmare Moon's neck to get her attention. "If you thought this lesson was fun, wait until tomorrow's."

Nightmare Moon gave a small laugh, shaking her head. "That will have to wait for tomorrow. My balls are... tired."

Chrysalis squeezed her shoulders lovingly. "Then rest the poor things. They'll need to be in top form for tomorrow." Nightmare Moon nodded affirmatively.

"And what of Celestia?" Vanguard asked, fully dressed and retreated back into his sheath, once again the picture of a proper soldier.

Nightmare Moon looked down at her sister's pathetic form, cum-soaked and defeated. "If my seed makes her burn with lust, then there is nothing left to do but let her wallow in it. I shall decide what else to do with her tomorrow."

"Sister-" Celestia tried to protest, but was cut off as Vanguard tugged at her reins with his mouth, yanking her off the bed. She said no more as the captain dragged her back to her dungeon, and the two mares watched her go.

There was a moment of silence. Chrysalis continued to cradle Nightmare Moon into her warm body. In a soft voice, she said, "You know, she will never break unless you do it yourself. With your own balls. No one else's."

And Nightmare Moon knew she was right. "I know," she acknowledged. "I will... think on it. You're right. All of you are. There's power in... my balls. If I am to rule better than my sister, I shall need them. Not just their magic... their instincts. As Vanguard was saying."

Chyrsalis leaned down and kissed her cheek. "You're already learning to think with them. Well done."

Nightmare Moon nodded. But she yawned. "Do orgasms always make stallions so... sleepy?" she asked with heavy lids.

Chrysalis chuckled softly. "Yes. There's a reason sex happens in beds."

Nightmare Moon nodded, already starting to doze. "Stay with me for now. You're warm."

Chrysalis giggled, kissing Nightmare Moon's cheek once more. "Yes, My Queen," she said, watching quietly as the dark alicorn fell into the realm of dreams.

Author's Note

Credit to Moon Dreams for writing the Celestia PoV intro. He did such a good job I'm tempted just to write a fic about Celestia's perfect husband. :P

For a number of reasons, this chapter wasn't an easy one to write, and I'm still not totally pleased with it, but it's done and ready, so I hope you all like it. I promise the next chapter won't take a year to write.