Blackness. All of Kaiscillius's dreams were blackness. Sometimes things whispered in it, the barest hint of reality brushed softly against the edges of his slumbering mind, but only briefly, and so lightly it would not be noticed.

Sound. Sound in the darkness, that was wrong, that should not be. Noise, loud, clinging to him, dragging him. The world, the world was coming back, dragging him out of his sleep, a thunderous world of noise and pain! No! Send him back to his dreams of the dark!

Kaiscillius awoke.

Flying Colors was not a pegasus. A fact she had been teased about since the early days of her kindergarten years. "Flying's not flying!" "Your parents musta thought that if they named you like a pegasus, you'd be one!" Stupid bullies. No she was not a pegasus, but a unicorn, her cutie mark a test paper with a large A+ printed on it. Not that the rest of her body did anything to help the comparison between her and a pegasus. She had an light build, with naturally toned muscles and a firm ass that had no business being attached to a unicorn. So while during her childhood she'd gotten made fun of, now she got catcalls. Still, she was a unicorn through and through, and nothing made her happier than to complete a task to perfection. This is why it had galled her so when she had to be held back a year due to "disciplinary issues" in her advanced magical studies classes at Canterlot University. She'd barely constructed an elaborate automaton to throttle the guy! How could she have known he would've gotten hurt? But that one little slip up had put her a year behind, leaving all the best magical field research to be done by those insufferable idiots who were not in any way deserving of her glory. Oh sure there were still a few projects left half-finished by last year's class that she could pick up and complete, but then she would've looked lazy! And who knew how much research they'd actually done before giving up to go drink or beat a puppy or something. No, if she was going to get the recognition she deserved, she'd have to do something edgy, groundbreaking, and at least mildly controversial! So this morning, she'd put her bright orange butt into her hiking gear, and tuned a magical detection spell for low levels of dark magic. She was actually a little surprised to find a source so close to Canterlot, just a little ways down the mountain, but the amount of dark magic was so small it couldn't have been more than a gem or animal that had accidentally become imbued from a University experiment leak. But the source was close, intriguing and, most importantly, the safest option she had available.

So Flying Colors set off. It took her only an hour to carefully cross the face of the mountain to the area that she had detected the magical source to be. At first it didn't look like much, just normal mountain face, but then she noticed an irregularity in just how regular it was. It was a completely average section of rock, right down to the strata, for some reason this seemed odd to her. Flying took aim at the mysterious wall and blasted a concentrated burst of magical energy into the heart of it. The wall collapsed inward with a crash and clatter, revealing a small passageway behind. Swallowing her nerves, Flying crept down the stone tunnel, her shield and beam spell at the ready. Slowly she made her way down the long passage until the sun no longer touched the stones she walked upon, and instead her way was lit by beautiful small white crystals that on the dark grey of the stone, reminded her of a clear night sky. As she continued down the tunnel, those crystals became more and more prevalent, but gave off less light, and the stone darkened from slate grey to pitch black. Finally, when the small white specks dazzled her eyes against that void-like background, the passage opened up into a large dome shaped cave. Flying gasped at the beauty of it, so many white specks filled her vision that it should have been impossible to see anything else, but that only seemed to make the dark lines of stone between them assert themselves more. The perfect dome of the walls and ceiling looked like a constant battle of light and dark, swirling in an infinity of imagined patterns and shapes. Flying nearly jumped for joy, she could probably write a paper on the formation of this room alone, much less anything that might be found here. Speaking of which... Flying surveyed the rest of the room. The floor was much the same as the ceiling, except flat, giving her the uncomfortable sensation that she was walking on nothing, and that the floor was actually very far away from her. This magnificent optical allusion ended abruptly at a large black pool of... something at the back of the room. Flying noticed an oddity about the pool, it's surface was completely still. No drips of water from above landed on it, and now that she was thinking about it, no air from an underground geothermal vent or from the surface filtered through here, it was completely undisturbed.

Blackness. But not the same. Noise. So loud, so loud! Heaving breath, stomping feat, shaking his pool, his solitude. What is it? The water roared in Kaiscillius's ears as his head moved, his joints popped loud as firecrackers as he used them for the first time in centuries. Slowly, gently, he climbed for the surface. He wondered what it was like. More of his mind had clawed it's way out of the depths of the dreaming black, and he thought more now. No longer animal notions but real thoughts, well reasoned and intelligent. It would be... good to see the surface again, he decided. It had been so long. Still, he wished his Awakener had not been so loud. Even now he heard bone grind against bone, it must have bent over, and he assumed it was female from the frankly useless muffling of the heartbeat. A female, yes. But a female what?

Flying froze as the water rippled ever so slightly. She had bent over to get a better look at it's surface, but whatever it was made of it was so dark that she couldn't see past the first inch or so. She shrugged off the ripple as her own breath hitting the water, but it still put her on edge. Still, if something was really down there, the water would move a whole lot more than that. And then a massive dragon-like head slid smoothly out of the water, not five feet from her, and without a sound.

Oh good, it was a pony female! She looked very suitable too, light frame with an athletic musculature, small breasts, soft lips, and an interesting orange coat with a blue mane. And a unicorn to boot! This was going to be a very successful Awakener, he could tell already. Now he was faced with a choice though, feed and interrogate, or interrogate and feed? Oh, he couldn't help himself, he had to know about all that had happened while he was dormant. Also not all of his memories had returned from that endless dream yet, he still didn't know exactly what "feeding" entailed. He had a feeling she would like it though.

Flying did not panic. Panic killed ponies. She would not, and did not, panic. However a strong argument could be made for extreme spikes in her anxiety levels. Instead, she focused on surveying the new creature before she freaked out about it. The head was quite large, and definitely reptilian. A little too short in the snout to be a dragon however, and its coloration was off the charts. It looked like the room around her except more beautiful, more detailed, like its face had been carved from a living night sky. It rippled and shifted, whole galaxies flashed and wheeled, nebulas and black holes danced and intertwined. The scale of it was breathtaking and mesmerizing. She felt like she could watch it for hours, especially its eyes. Its eyes looked like shattered space, fragments of light pierced through inky blackness, but the more she gazed into them, the more she could see, the deeper the fragments went. Light like crystal materialized, shattered into points, and deepened into blackness to materialize again in endless whirling patterns, and the layers only became deeper and more complex the longer she gazed deep into those eyes. Something was wrong. She knew it, she was in danger... somehow, but those lights held mysteries and answers that she could almost see, if she just looked into them a little longer...

No! her instincts roared, and Flying realised this was a trap. With a supreme effort of will she hauled her eyes from the beast, and tore her body from the floor spinning completely around and squeezing her eyes shut tight. Her heart was pounding, her mind blank with fear. A few more seconds and she would have been gone, lost in those... lights... stretching, crystalline... beautiful-

Flying jerked her head back around to the entrance of the cave and gasped like she'd almost suffocated. Her eyes had almost opened, and she was sure she'd been halfway to facing the pool again. What was this thing?

Kaiscillius watched as the female struggled to cope with his gifts. He had remembered some now, enough to know the glorious purpose he was burdened with. "What is thine name, little beauty?" Kaiscillius watched as the mare shivered as his voice washed over her. Unsurprising, it was deep and low, sounding as if it came from the very air around her. He placed a powerful five-toed astral claw on the edge of the pool, but did not pull himself out. He wanted her to come to him.

Oh Celestia that voice! Such a deep timbre, such casual command! She had to be speaking to a king! What? That was ridiculous, why would she think something like that?

"Flying Colors, sir," the words were out before she could stop them. What was happening? Why was she doing these things? She could feel her muscles trying to twist, trying to face the creature again, but she defended valiantly against the urge. She felt her skin crawl and go cold at her refusal to turn, it was disrespectful to not give him her full, uncompromising attention! This isn't me! her mind screamed, I just want to go home...

Kaiscillius chuckled at the uncertainty of her address, she would know her place soon enough. "Thou shalt name us 'My Lord', and thou hast no need to fear us, we simply wish to ask thee after the matters of thine world. Tell us, how goes the war betwixt the Sun and Moon?"

"That was... a thousand and some years ago my Lord, Nightmare Moon was defeated, and restored back into Princess Luna. She now rules under her sister, Princess Celestia." Gah! Stupid body, stop obeying his commands! But even now she could feel her unconscious mind completely at peace, he had told her not to be afraid after all. She really wanted to look at those eyes, they were glorious, He was glorious...

Stop that! Stupid subconscious. But wait! He might have given away someth-

Her train of thought was promptly stampeded by a violent booming hiss from the creature behind her, sending her immediately into the fetal position on the floor, her heart racing and aching with shame at whatever she had done to cause him such frustration.

"WHAT! That vile wretch Celestia dares to insinuate herself as the ruler of this land? My mother lay under some sorcerer's trickery, bound to her lesser form?" Kaiscillius boomed, slamming his other claw down onto the floor of the cavern. If this was true then he must act fast, no more time for questioning, he needed magic, which meant he needed food.

"Flying Colors, turn thine gaze to us at once!" He commanded.

Instantly her body snapped around to face him. More of his celestial form had been dragged from the fathomless depths of the pool, and now all of her conscious effort was focused on staring at his chest rather than his eyes. His chest was beautiful too... maybe not as good as his eyes but... swirly, so deep... the longer she looked, the more she saw, new wonders to explore, marvels to trace her eyes across and down, down, down she went. She wanted to touch it, to draw her fingers across those ever-forming constellations, to stroke the newly formed stars as they aged and blinked out of existence.

No! No I don't, that sounds like a terrible idea! but her legs didn't seem to think her brain was in charge anymore, and slowly she shuffled forward a step. And another, another, until she was mere inches away from her Lord's titanic form.

Oh, so we're calling him "my Lord" now? She had decided that the person currently in charge of her body while she was out was actually a separate entity occupying the same space. It made it easier to cope with the complete inability to avoid certain death, though not by much.

"M-My Lord?" She asked shakily, "May I touch you?" Her tone was submissive, her hands already outstretched greedily, hovering an inch away from his chest. Her eyes were glazed with greed as the lights spun and danced before her, drawing her deeper into his thrall.

"Please do, little beauty. Remove your clothing and step into our pool. Bathe with us, and touch to your heart's content." Kaiscillius made sure his voice was pitched low and sultry, he wondered if he had overestimated his level of control over her before he saw a hot blush rise to Flying's face as she desperately tore at her clothes. Satisfied with her progress, Kaiscillius pushed back from the shore of the pool and drifted nearer to its center, admiring her smooth form from his reclined position.

Bad touch! Bad touch! Stranger danger! Flying's body took no heed of her mind's protests as it unbuttoned her shirt and bra, her nipples hardening in the cold air of the cavern. She ripped the button out of her pants in removing them when her fingers shook too much to get at it, and she tore her panties off with little regard for how she was going to get them back on when they were in half like that. She took time to, despite many mental protestations, stretch for her new Lord, who she knew watching, making sure to bend and rub her body in alluring ways as she prepared to dive into the pool. She felt her face grow warm, and a twinge down south as she looked at him floating in the pool. She couldn't see all of him, just his neck and head now, but what was really getting her going were those eyes that seemed to anchor his will to her. They were just so intense, so powerful... she just wanted to let them have her...

Grah! No! Can't... can't let it take me... need to... stay strong...

Flying slowly made her way into the black water, swaying her hips and stretching her arms like a cat as she locked her eyes on her Lord's. She hissed as the coolness of the water met her hot skin, then fluttered her eyelashes at him and covered part of her chest in mock modesty, drawing attention to her cleavage and her hard navy blue nipples. She paddled sensuously out to his neck, taking time to bathe her body in the water, only to find herself touching something solid when she was almost there. She looked down and saw what she had wanted all this time. Those whirling cosmic bodies moved beneath her wet fingers, and called like a siren to her failing consciousness. The enraptured part of her was delighted to find that his body actually reacted to her touch, spinning or creating or destroying entities where she rubbed. She ran her hands over every section of his chest in front of her, making the lights splay in new fashions, ones she was content to watch forever. Well, most of her anyway. She slowly reclined onto her back, rubbing his chest, along with her own, groaning as she stared into his bottomless eyes and licked her lips. Her mind fought against the enchanted gaze, and was unable to prevent her body from spreading its legs and arching her back to give her Lord the best view of her wet lower lips as possible. She unconsciously smiled coquettishly at him, and bit her lower lip as her cold fingers rubbed and pinched at one of her nipples in tight, teasing circles.

Haaa... No! S-stop! That's not what, mmmf, not what I want! I don't want him to... to... mmm, Celestia... It was almost to much for what little conscience that she had left to deal with the sexual stimulation and the relentless mind-numbing stare.

Kaiscillius knew he had her, and he decided it was time to claim his prize. He lifted his two other massive heads from the water, which had previously been limply attached to his back, and moved them over his chest to her body. He positioned them on either side of his new toy and began to lick long strokes up and down her body, lathering her in a thick dark liquid. As he licked he was delighted to find that her body tasted like a strange orange fruit his mother had given him once, it was sour and a little sweet. He also tasted salt, but he imagined that was her sweat.

Flying gasped as a new wonderful feeling began to course through her body. She looked away from her Lord's face to see another, slightly smaller one, next to her. Its smooth, long tounge rapidly covered and licked her body. They excreted some sort of dark liquid that soaked into her skin, making her feel hot and sensitive, which made her shiver with pleasure when one of the tounges passed over that spot again, cooling and relighting the fire. The tounges slid over her belly and back, and finally she moaned and twisted as they started rubbing and lathering her nipples in the thick fluid. After a few seconds of them alternating between flicking her nipples and retreading any spots that began to cool, she was soaked with arousal, her pussy lips were as swollen as if she were in full estrus and her breasts were heaving like a bellows. It felt like her whole body was on fire were his tounges had touched her. All except one place. She started to reach down towards her sopping pussy when one more the heads pulled back and cracked it's tounge like a whip against her flank. She cried out at the sudden cooling contact, and moaned as the heat redoubled in a line across her butt. The other head whispered to her in a singsong fashion, "Not yet, my pet, not yet..." Flying Colors put her arm down and whimpered noisily as the tounges returned to their new favorite spots, her tits. They circled and squeezed, tearing moans and gasps from her throat as she breathed raggedly from the intense stimulation. Her nails found no purchase on the wet smooth surface below her as she scrabbled for a handhold and jerked her head back grunting and moaning as she felt on the brink of a burning climax, when all of the sudden the tounges stopped their relentless assault on her breasts. She whined in unfulfilled agony as her Lord's twin heads slowly drew their tounges down different halves of her stomach, causing her to shiver and cry out as they cooled the burning on her skin, only to have it leap back in full force as they left. Her eyes were rolled back in her head, and her whole body was arched upwards, she bucked her hips towards the tounges, her pussy so blazingly hot she couldn't bear it.

"My little peeeet." Kaiscillius cooed down to her, snapping his tounges away from her just before they reached her soaking lips, causing her to squeal with frustration.

Flying moaned and panted hoarsely. Her thoughts were barely coherent, and her body was weeping with need for something to be inside of her, no matter the cost. "My Lord... please..." She moaned pathetically, her arms flopping onto his chest as her hips bucked ineffectually into to the air in hope that something would be there to spear her.

"Thou forgets thine place little one, is it not to please us? If thou should perform this task well, mayhaps a bargain can be struck."

Celestia I NEED it... No! Can't... can't let him... buck... buck my tight little pussy so hard I forget my own name, so hard even the ponies in Canterlot can hear my screams as I cum again and again, yessss...

"I'll please you my Lord! Anyway you want! I am yours, heart and soul, mind and body, please let me show you how good I can make you feel!" Flying moaned to him lecherously as her pussy started leaking down her already soaked thighs, doing nothing to assuage the burn of the thick aphrodisiac that coated her body.

Kaiscillius gave an approving rumble that shook Flying as she laid bare before him on his chest. "Then thou wouldst call us thine Master, and be a slave to our will?"

Kaiscillius knew that this was the real test, if she resisted now-

"Celestia yes, I am your slave Master, I would do anything for you! Anything!" Flying cried to him tearfully, her voice laden with desperation.

Well, that hadn't taken nearly as long as he'd expected. Or wanted. He was almost disappointed, his mother had said that his Awakener would be a special pony of significant stature and resilience, clearly the pony standards had fallen in the last thousand years. Oh well, he still needed a food source and this one was more than willing. "Thine first task then, slave, is to prove thine loyalty to us. The exact method of which is currently standing behind thou."

Confused at what he meant, Flying stood and turned around, at first not comprehending exactly what she was seeing. It was large certainly, thicker than her whole head, obsidian in color and strangely smooth. It seemed to be pulsating, and sort of...corded- with a gulp Flying colors realized what she was looking at. Her new Master's cock was huge, that was the only word for it, and she nearly wept with sadness that she knew she'd never take it all inside her, no matter how hard she tried.

Come on Flying think, her newly reprogrammed mind began, how can I still satisfy him if I can't fit it in me? She decided that foreplay was always a good place to start, and maneuvered slowly down his stomach and crotch. It was a daunting thing up close, it radiated heat and smelled like... well she didn't have a word for it, but her body burned hotter at its scent, and she decided to throw caution to the wind or she would die of arousal.

She moved her arms to either side of the head of the shaft and hugged it, actually reaching both of her arms around the monster. It felt like molten stone, only adding to her body temperature, and it twitched and shuddered at her contact, oozing a drop of precum about the size of her fist. Flying didn't care, and shoved her face right into it, slurping up the creamy goop and licking her way all around the head of his shaft, her tounge gliding smoothly over the fleshy surface. She shuddered and drooled at the taste of the secretion. It tasted like her favorite meal, sugar cookies with cherry soda, but somehow about 10% more delicious. She had an instant craving for more, and began licking and hug-rubbing his massive cock with gusto, sliding her arms up and down the shaft with what little mobility she had. Soon whole bucketfuls of the stuff was pouring from him like a faucet, gushing out of her eager mouth and down over her blazing body. Wherever it touched it brought a heavenly cold snap hat made her tremble at every inch it traveled down her body, until at long last a thick line of the stuff oozed it's way straight over her clitoris.

Flying came hard and messy, spraying her fluids all over her Master's crotch as she hugged tightly to his pulsating shaft and screaming into his thick meat as she guzzled as much precum as she could fit down her throat. Her muscles clenched so hard that she actually lifted her back end upward and slammed her pussy into a perfectly placed nub on his shaft, and her eyes rolled back into her head as she yelped and came again, wrapping her legs around the cock and vigorously humping the nub while she practically drowned in the gallons of precum being poured over her face and tits. Now using the readily available lubricant, Flying was working up a rhythm as she slid her entire body up and down his cock at once, constantly sucking on the tip with her mouth and grinding different parts of her pussy on the line of nubs that ran outward from the tip that were so helpfully provided for her. It was tiring work, but the precum she was guzzling seemed to give her a buzz every time she drank another load, as well as make her hornier with each gulp of the divine liquid.

"Yes my pet, that's it. Swallow as much as you can, isn't it delicious?" Kaiscillius whispered softly in her ear as his two heads hovered near her, occasionally licking up her spine or around her ear, much to her delight. Kaiscillius gazed hungrily at the small form of the mare as she continued her wonderful work. As she slurped and ground against him he found that, after at least a thousand years being pent up, this felt great. He also now appreciated how quickly she had succumbed, he didn't know if he would have had the patience to break her properly. He hissed as she licked over a particularly sensitive area, and heard her squeal in delight as he twitched and gushed more into her waiting mouth. His eyes half closed as he relaxed into the water, Kaiscillius murmured, "Just like that, my pet, yessss..."

Finally Kaiscillius began to feel the tell-tale signs of an orgasm from the wild full-body blowjob he was being given, and made no attempts to prolong its arrival, he had already won this fight.

Flying felt her Master's cock grow harder and larger in her arms, and put all of her effort into licking, sucking and rubbing the tip of his penis, and with a loud growl and thrust, Kaiscillius came.

If Flying had thought that there was a lot of precum, then she was in for a big surprise as the tip exploded with a fire hose's worth of pressure as rivers of thick white liquid flowed right over her stomach, tits, shoulders, and face. It was like being submerged in liquid bliss, everywhere it touched became as sexually sensitive as her pussy walls, which caused a vicious cycle of her orgasming hard and clenching her leg muscles as she screamed in ecstasy, which then made it impossible to let go before the next load hit her newly sensitive areas full force, and started the process over again. After a full 30 seconds of gulping, moaning, and violent humping, it was done. Flying collapsed trembling into the slurry of her and her Master's cum that had formed beneath her. Of course landing in his cum made her scream and moan as it electrified her back with pleasure in one last orgasm before she flopped sideways into the dark water to avoid the mind-numbing process.

Kaiscillius groaned loudly enough to shake the cavern as his first orgasm in a thousand years washed over him, and he felt as his cock shudder and jerk in pleasure as it bathed her in his thick fluid. He felt as she let go, and gave a chuckle at her alarmed help, before watching her cute flop into the "water" they floated in. He studied her carefully as she bobbed up and down in the light ripples of the water. It was not her ragged breathing, her twitching thighs, or the heavy scent of her arousal that he was watching. It was something that, as far as he knew, only he could see. Inside of her, swirling waves of energy danced, and blackness intertwined.

Not enough, he thought to himself, she'd barely make a half decent snack with what little she's absorbed. I'd have to wait for days on end for it to grow into a proper meal. However, depending on when she wakes up, I may be able to remedy that situation.

He was pleased to find her stirring within thirty heartbeats, and decided that with a little push she would be ready.

Flying Colors felt like passing out. As far as sex went, that had been the best chain of events of her life, and now she felt ready for a nice nap in this cool water. But something was bugging her, a sort of knot in her stomach and horn, an ache that felt like a soar throat. She tried to ignore it, but it pounded through her, spreading first to her chest and legs, then out to her arms. She grunted and huffed in frustration as she tried to relax, but this burning ache knotted her muscles, clouded her mind, made it feel like she had ants all over her. She felt restless, like she needed to move. With a frustrated growl her eyes snapped open and she righted herself in the water. The burning was taking over from the pain now, it was especially bad in her horn and crotch, but it didn't feel as bad as when those tounges had had her. All slippery and... long... and warm...

Sweet Celestia, I'm bucking horny, she managed to force the thought through her clouded mind, when she felt something absolutely massive pass underneath her. A jolt went up her spine as something long and thin brush against her thighs, and she moaned in anticipation of whatever it might be.

Just buck me. Whatever you are, just buck me bucking senseless! she thought. She assumed it was her master toying with her, but before she could look, she felt two long and thin tendrils tighten around her waist, and she was hoisted out of the water by a night sky-like appendage, confirming her suspicions. The two tendrils thickened as the wound down to the water before reforming into a single base at the pool's surface,and then she could see no more of it. Her Master carried her back over to him, and from here she was able to get a good bird's eye view of what she'd been sucking and humping like a slut earlier. The obsidian shaft looked even bigger from up there, but that was partially due to her being able to fully appreciate the length of the thing as well as it's width. It must have been at least as long as she was tall, maybe a little more, and she could see at least three more of those lines of ridges from the angle that she was at, besides the one she had clung to when she was under him, which meant he must have had five of them. She felt proud that she'd actually manage to get him off now, the job was supposed to be done by five mares at the same time apparently, and she'd done it all on her lonesome.

Kaiscillius held Flying up with his tail for just a little while, admiring her dripping wet body. And if his nose was right, not all of those droplets falling down were water either. His cock still hadn't softened from the last time, and it twitched at the hot splashes of fluid that landed on it. Kaiscillius's eyes glazed with lust as her observed her naked body, and the scent of her arousal also washed over his nostrils. He decided that, ready or not, he was going to be inside of her. And so, with a growl, he started the main course.

Flying squeaked with excitement as she saw the two smaller heads rising out of the water up towards her again, bringing with them their wonderful tounges. She was practically bouncing with anticipation as she was lowered down towards them by the tail that was holding her aloft, until they disappeared from her line of sight. She yelped and shuddered as she felt the first lick along the sole of her right foot, and then another on her left. The tounges slowly worked their way around the base of her feet and toes, coating every inch in the burning fluid, and occasionally flicking up the back of one of her thighs, eliciting a gasp and groan from Flying, who's tounge lolled out of her mouth as she shuddered and enjoyed the attention. After setting her feet ablaze they moved to each lower calf, moving up and down in synchronized rhythmic motions. As they rotated around her lower legs they sporadically tapped her inner thighs, just barely avoiding her drenched snatch. Flying was desperately trying to time hip thrusts with the random tounge flicks just so that they might accidently hit her where she wanted it, but luck was not on her side, and the painfully slow buildup continued, sending waves of molten heat through her with every lick. The tounges eventually finished with her lower legs and moved at an agonizing pace along her smooth thighs, dragging the tounges in unison towards her. Flying was hyperventilating as the fire had spread from her searing groin to the rest of her body, it was almost as bad as the first time.

When I crawled under his cock like a slut and sucked it until his thick, delicious spunk poured out all over me and I came, and came, and came... Flying shuddered and sighed happily at the recent memory.

Flying screamed with joy as she felt something long, forked, and smooth slide straight in between her legs her with no resistance. Flying moaned and bucked her hips frantically as she finally came after the tortuously long tease, the heat that had been building flooded out through her pussy as it drenched the new intruder in her own fluids. However, the tounge didn't stop because of something as simple as all of its surroundings doing their damnedest to keep it pinned in place, oh no. It seemed to have a mind of it's own as it pistoned, rotated, and actively searched out and exploited weak spots. Flying thrashed back and forth in the tail's grasp as she was assaulted with the most powerful sensations she'd ever felt. She clenched her teeth through the first orgasm which lasted unbearably long as the thing continued to fuck her as hard as it could. She screamed and groaned like a whore as she bucked her hips in tandem with the tounge inside her as she finally was able to unclench her muscles, but the buildup towards the next climax was fast progressing. And then she felt the breath rip from her body as the tounge stopped... and a second one forced its way in between her legs, shoving it's way in underneath the one already there. She went limp and merely grunted in a non-stop heat wave of pleasure as the two bodies inside her went buck wild, coating every inch of her in the fluid that only heightened the pleasure of what they were doing, and made that animal nature in her crave more. She was barely thinking anymore as the two explored her to her deepest limits. Several times she jerked and gasped as they hit her cervix, which sent a powerful tingle up and down her spine. She smiled blissfully as her body rocked back and forth in the tail's grasp as she was fucked into oblivion by her wonderful Master, she cried out to him several times as she was abused, wanting more, wanting it faster and harder the longer the tounges rubbed inside her.

Kaiscillius had to admit that he loved how she tasted. Her warm folds welcomed his tounges as he drank in as much of her scent and arousal as he could. Here she tasted like her skin had, except much stronger, with a salty sourness that he delved deeper and deeper to pursue. Her pussy was tight around his two tounges, and he shivered in lust every time he heard her cry out and moan. He wanted her more than he cared to admit, and he smiled cruelly as he knew that she was his. All his, and his alone, to enjoy fully, and he longed to make her squeal for him.

In such a state of bliss was Flying Colours that she didn't even notice as she was lowered down further, and the tounges switched tactics. They focused instead on coating the outer rim of her hole, and widening it, rather than going as deeply as possible. She did notice, however, when the tounges withdrew from inside of her. She frowned and cooed in disapproval as she groggily looked down to see what was going on. Her eyes widened and she gasped hopefully as she saw her Master's cock beneath her, gleaming black in all of the fluids that had coated it from her display above. Precum once again leaked slowly from the tip, and Flying longed to taste its sweet fullness once more, but her Master had other plans for her. She was lowered toward the gargantuan quivering mass, until her sopping pussy sat squarely on the tip. Flying yelled and grit her teeth in pleasure as she was rotated on the tip, smearing a mixture of her arousal and the precum all over the head of the shaft. Everything within the first two inches of her groin was ground against the member stimulating every area at once, and putting massive pressure on her as she was stretched to the breaking point.

It won't fit, she thought as tears of disappointment and shame flowed to her eyes, I've failed you my Master, it won't fit.

Suddenly she felt the ache that had nestled in her horn what seemed like ages ago drain completely out of her head, leaving her groaning in relief as the dull headache lifted. She juddered and twitch as her painfully tight snatch continued to be ground against the tip of something far to massive for her to take, and that would go no farther into her past the first two inches or so. The aching feeling sloshed it's way down her shoulder, then into her stomach, and finally it reached her crotch. Flying heard a pop and fizz, and yelped as she was suddenly jerked down another two inches on the shaft, then another, before she became stuck again. Still her master twisted and rotated her with his tail like before, and Flying felt a fullness that she had never imagined possible. She was sure that she saw black specks float upwards past her eyes, but then she considered that she might be passing out.

Kaiscillius observed the progress inside of her and was delighted to find that the dark magic was being generated at the perfect rate for him to enjoy her fully, as long as he was patient. He delighted in her gasps and groans as he turned her like a hog on a spit, and his eyes nearly rolled up as she slid slowly down his cock, inch by inch. He had missed the feeling of being inside a mare.

After a few seconds of unfeeling, suddenly the nerve endings in Flying's vagina roared to life, and she really felt those extra three inches as every possible surface was rubbed, twisted, and ground in the best way possible. She could feel so much liquid being pumped into her that she would have thought her Master was cumming already had she not had previous experience with the copious amount of delicious fluids that he produced. Strangely, despite the fact that much more was flowing out than she could handle, none seemed to be gushing out and running down her legs as it ought to. She seemed to be... absorbing most of it, her body greedily soaking it up like a cat with milk. She felt the ache build up inside of her again as more and more of the precum soaked into the walls of her pussy, until with another pop and fizz she was shunted down farther along the shaft, feeling like she probably should have been ripped in half. Until the new wave of pleasure hit her brain that was, and she clenched down on the new section of meat inside her as she screamed out her third orgasm. She felt now like she was at some form of final hurdle, though she couldn't see anything beyond the wall of tail that manipulated her body like a ragdoll. Apparently her master thought she needed extra assistance too, because one of his heads slowly rose into her field of view, and moved right into her face. He pressed his mouth onto hers, and she willingly opened the way for his tounge to slide in, wrestling with her own as she moaned loudly at the contact. Large amounts of the black aphrodisiac flowed into her mouth, and she guzzled as much as she could while wrapping her tounge with his much larger one, and pressing her face harder into the kiss. She felt the ache build up faster and stronger this time, and felt a small a pang of disappointment that he had kissed her to accomplish a goal, and not because he just wanted to. The tounge slowly withdrew from her mouth and she was able to stare straight into his eyes. She felt calmed by the gaze, and relaxed completely under it, smiling dazedly.

With a loud pop, Flying's pussy swallowed the edge of the tip, and with a loud hiss she slid straight down the rest of the shaft until it slammed against her cervix. She felt a wonderful tightness as the tail around her midsection squeezed her skin against the cock inside her, which was clearly visible from the huge bulge in her midsection. And then her mind exploded and she was unable to process thought for a few seconds. Her far overstretched snatch squirted anything it had left as the muscles inside spasmed against the unimaginable girth that filled every inch of her.

Kaiscillius groaned and gritted his teeth as she slid down to the halfway point, and a little farther before he slammed into a dead end. Then her snatch squeezed him even tighter, and Kaiscillius's eyes nearly bugged out of his head as an intense pressure threatened to end his lovemaking for the rest of his days. But with dark magic warping reality and leaking from her like a sieve it wasn't long before it just felt "really tight" inside her, rather than, "your dick is being compressed by hydraulic pistons".

Flying came down from the orgasm panting, and with tears of joy in her eyes. She stared into those of her Master's, and gave a firm nod. Without any further warning, her Master pistoned into her with full force, using his tail to force her up and down the shaft at a jackhammer pace. Flying screamed silently as she was tossed wildly up and down, her mind overloaded with sensation. After the first five seconds of unintelligible gibbering, her brain blanked, wiped clean in the constant tsunami of pleasure that roared through her body as she was fucked and used like a toy. Hisses and pops rang out through the cavern, unheard by her as she grunted softly and flopped limply in her Master's grasp.

Kaiscillius grunted and gasped as he held nothing back, and slammed repeatedly as hard as he could into her tight body, using both his hips and tail to drive her down as far as she could go, bringing her back to the tip, and repeating the process. He loved how good this felt, how helpless she was. Just laying there and taking it, being made to love it more and more with every thrust. He grinned like a madpony as he felt a tingling sensation return to him, and he used one of his heads to kiss her passionately as he slammed as deep as he could go, and emptied his balls into her.

Flying did not know how long her Master used her for. She only vaguely returned to her senses when she felt something on her lips and her Master came inside of her, ballooning her entire stomach and vaginal passage to cartoonish proportions, setting of a long chain of hissing as black specks swarmed around her body like bees. She could only gasp and shudder weakly as her mind faded from consciousness, utterly spent, and her abused body slurped in an enormous quantity of cum.

Flying Colors awoke to darkness. She blinked confused at her surroundings, seeing no light source and hearing nothing. She was laying on something solid, and she could feel her arms, hands, legs, and toes. She sat up and looked around. Everything was black, no light came from anywhere, but she could still see her body as if it were normally lit. She was wearing her normal t-shirt and jeans, but for some reason this struck her as odd. Hadn't she been wearing something else?

It all came back to her. The tunnel, the cave, that... thing. Everything it had done to her. She sobbed in horror as unwanted memories filled her head, assaulting her with sensation and feelings she knew were not her own. Above all she hated the overlaying theme of the memories... how much she'd loved it. Flying wept bitterly at her predicament, self-loathing, fear, and hatred balled into a knot in her throat.

"Well, we did not expect to findest thou here."

That voice. It made her lock up with fear as it rumbled like encroaching thunder behind her. But fear quickly bled into anger as she remembered the way he'd forced her to fall in line with his desires. How he'd used her. She slowly stood reaching for her magic, and touched upon a well of power so vast that she recoiled from it in confusion at first. Her power reserves were unbelievably huge, larger than they'd ever been, larger than she'd ever thought they could be. She grinned savagely as she poured power into a beam spell, and whipped around to face the bastard who'd done this to her.

Kaiscillius, in his mind's eye, saw his pet. What little speck was left of her original personality. He felt her drawing from the growing power within her, and suckled on her horn in the physical world, savoring the taste of pure liquid magic that flowed down his throat. She had much more to give, and he would take it all, in time.

Flying felt the spell she had been casting die on her horn, and felt a tingle run through her that gave her very unpleasant flashbacks. She was stunned, he hadn't even cast a counterspell or anything. He didn't even have a horn that she could see, he shouldn't have been able to cast magic at all, how could he have disintegrated it like that? Flying gulped as she then realised that with no spell and no plan, she'd just turned to face the most dangerous creature to gaze upon in all of Equestria. And for the first time she saw fully the beast's titanic figure.

Three heads rose from it, one from the shoulders, two from the back, giving it a hydra-like appearance. However it did not have scales. Instead it had broad, thick plates of some material that looked like black iron which covered every inch of the beast's body. Even around the joints the plates did not give way to pebbly skin as it ought to have, but rather the plates became smaller and smaller until they had passed the joint, where they became larger again. It's four legs were each as large as a tree trunk, and its whole body seemed to be almost 60 feet long, and 25 feet tall. The swirling faux cosmos ran the full length of the creature, playing across every surface, from the tip of its nose to the ends of its forked tail. Its dazzling three pairs of eyes shone down at her, but they didn't seem nearly as... enticing as before. Neither did the creature's body, it was interesting to look at certainly, but no more than that, and definitely not alluring in any way. Flying was greatly confused by this, but decided to take advantage of the lack of mesmerization to try and fire another bolt using her increased reserves.

Kaiscillius was impressed at her quick analysis of him, though a little disappointed at the lack of creativity on the spell choices. He quickly drained the magic from her horn again, feeling the hunger for more grow in his stomach, but he wanted to speak with the last bastion of Flying Colors, without his gifts interfering. He felt it would be... an interesting experience.

"Stay thine arms, little pony, they will do thou no good here. Instead converse with us. We are impressed at thine resilience, normally those who succumb as quickly as thou have no final line of defence. Yet when we tried to peruse thine memories, here thou standest, " Kaiscillius said.

Flying replied panickedly, "What do you mean my powers don't work here? Where are we? What are you?"

"If we answered those questions, thou wouldst knoweth o'ermuch, and then we must kill thou," Kaiscillius responded solemnly. "Instead we will offer thou this deal. Thou art a single barrier between us and our goal, thou mayest allow us to pass, or we may kill to achieve the same end. Should thou choose to let us pass by, we will build a world in which thou may live, perfectly constructed from thine own memory, happy and untroubled as long as thou may live. Thou shalt not know the ravages of time, nor the pain of death. However, should thou chooseth to stand against us..." Kaiscillius left off ominously. He didn't bother using body language to try and convince her. For one he wanted this to be her choice, he wanted her to willingly choose to submit. And two she wouldn't grasp most of the subtleties anyway if she were unfamiliar with his body structure.

Flying thought about the choice she had been offered. The first seemed incredibly tempting. Her body was already gone, her magic unresponsive, and she didn't want to truly die. But there was one question she had to ask, one question far more important than her own life.

"Answer me truthfully demon, if I let you have control, what are your plans after leaving this place?"

Kaiscillius considered his answer. He could lie, but that felt boring and unearned. Her body had served him well, he would set her mind at ease.

"I will destroy Celestia's authority, and restore my mother to her rightful place on the throne."

Flying closed her eyes and sighed. She searched deep in her heart, and found that she couldn't do it. She couldn't abandon Equestria to suffer this creature's wrath. She had no doubt he would fail, but if she didn't stand up to him now, she may as well have aided him.

"I'm sorry, creature, but I cannot allow-"

Flying Colors was vaporized before she finished the sentence, engulfed in three gouts of black magic that blasted from Kaiscillius's mouths. He was saddened slightly that she did not accept his offer, but he respected her steadfastness in her final moments. With Flying's death, the barrier to her mind opened and Kaiscillius gathered information on this new world, and feasted on the magic he had sown.

Author's Note

Well that was a doozy. This is the first work like this I've ever done, and unfortunately I had to write this chapter on sub-par hardware so I apologise for any spelling errors. Any tips, advice, and constructive criticism would be appreciated, aside from simply me needing to practice more of course. Anyway I just wanted to thank you for reading this, whether or not you liked it, have an awesome day!

Right, anyway, Kaiscillius has just begun his quest to destabilize Equestria, and reawaken Nightmare Moon! Where will he go, what plans will he forge, who will he force his massive... er, intellect upon? Find out, next time!