Total Changeling Domination

by Very Sleepy

Disturbing Dreams

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It was perhaps as far away from a secret as could be, that men and women were very quite different in Equestria. Even the youngest of foals knew that women were sexual, seductive creatures of emotion and lust, while men were logical beings of intelligence, stature, and power. Regardless if a creature had known it at the time or not, that fact was the way it was and the way it always would be. With that in mind, Shining Armor knew the abducted human boys from Canterlot High would not require some big “experiment” that played on their emotions and inner desires to win them over to the right side like their female counterparts, but rather… all it would take was a simple civil conversation with them. He would win them over with words, not action.

It would be a negotiation, and a tricky one at that, given the drastic changes of what he was asking for. But as one of the main rulers of Equestria, Shining had amassed a good deal of experience with these sorts of deals. He remained confident that he could do it.


“So… let me get this straight…” Flash Sentry said as he and the rest of the male CHS students stood gathered around the Crystal Castle map room. Shining Armor sat completely still, fingers tented, as he stared intently at his targets with his best poker face. “You… pony people... want us to stay in this magical utopian world where all guys live completely stress-free, nailing some of the hottest babes in existence, who are all willing to have sex all day long with any guy that comes their way, and wear no clothes whatsoever?”

“Essentially… yes,” Shining Armor said, not losing his emotionless calculating expression.

The CHS students quickly exchanged glances with each other before answering.

“I mean…. suuuuurrrrreeeee… I guess we could try it… *cough*”

“Y-yeah, okay, I’m at least willing to see what all the fuss is about…”

“I’ll do it, like whatever, it’s not that big of a deal… Not like it even sounds like fun or anything.”

“You honestly had me at the leaving school part,” one student said, only to be sharply jabbed in the arm.

Drat! Shining Armor thought. Sounds like a rather reluctant yes. I better up the ante.

“But what about our families back home?” Bright Idea shot in over the fake-reluctant actors. He maintained a worried feeling over leaving his sister back at Crystal Prep. “If they are still okay, will they be able to come with us?”

“Of course! Of course,” Shining Armor quickly assured. “Things are pretty hectic right now and all. But the girls in the other room are running some tests. Dotting a few I’s and crossing a few T’s. Once that all gets settled, I imagine they would open up the mirror portal again. As long as they pass some basic requirements, your families and friends can and probably should join us over here. You’ll also be free to bring over any and all possessions from your world as well. Whatever it takes to make you feel at home, because it is your home! Though, you should get settled in quickly, as I’m guessing there’s going to be a good number more of your kind coming over to this world soon.”

Bright Idea and the others nodded, relieved. The entire concept was a rather appealing opportunity he felt they would be a fool to refuse. From the limited time they had spent here, he had seen just how welcoming these ponies were! They treated them as family! Meanwhile, their home world was growing more bleak with each passing day. Rising tensions around the world, moronic corrupt leaders, depressing job markets, and stressful work ahead of them until the day they retired as old men. Now, the opportunity of a lifetime presented itself on a silver platter in front of them. A chance to start anew in a better world! A world where their only goal was to enjoy the true pleasures of life to the utmost best of their ability! Plus, being a virgin sucked.

“Alright… I’m not an idiot, I see what’s going on here,” Flash Sentry announced, throwing his hands up into the air. “Heh. Don’t you get it, guys? We didn’t escape that nuclear bomb! Of course not! It hit us! We all died. And now we’re in heaven!”

The other students considered the thought, one adding with an insightful nod, “...Damn… God has got some style…”

“Ummmm, I can assure you all that you are very much alive…” Shining Armor said. These human creatures acted more and more similar to ponies than he thought they would. Perhaps they weren’t so different after all. “Though, I suppose I... understand your confusion. The portal is still functional, so whatever you were all fleeing from was more than likely just a false alarm. Now then... in regards to your arrangements. All of you will be provided a complimentary living space fitted with the basic everyday necessities and one of your fellow female students to... look after. I believe Seta has done a little digging and already assigned each of the girls to their preferred male partners. I have your assignments here along with some other information about them you might be interested in seeing…”


“Very well,” Chrysalis sighed as she and the others present gathered in a different secluded room from the other groups, around the castle’s magical friendship map. For its purpose today, it was a purely strategic map and a strictly changeling only meeting for the moment. A queen along with her most loyal and dependable guards. “Seeing as we have some time to kill with Luna and the newest addition to my hive playing around in these “dreams” of theirs with the girls… and Shining Armor is negotiating with the boys… I suppose I should direct my attention to other matters. Now then, give me a status update on our other campaigns to bring the other species to our heel. Cornicle! Report!”

“Well… my queen, the griffons’ position has not changed since our last meeting. Their leaders still stubbornly demand the release of the griffon females we’ve acquired and helped fix back into griffon custody so they may re-corrupt them again. Nor do they seem willing to send their leaders to Canterlot for ‘negotiations’. I believe they have caught wind of how we draw strength and what we would do to them…”

Chrysalis scowled at the lack of good news. Positions of authority and power were always key to toppling an entire nation. Either by removing them from play, replacing them, or better yet, bringing them over to her side. The griffon leaders were playing hard to get, cowering like rats in the safety of their own lands and could eventually prove to be a thorn in her side. But still, thinking back to the days she was being molded into a true leader, her mother had always taught her that every problem was an opportunity in disguise with the right mindset.

“Double the number of our agents in their lands! Have them stir rumors and dissent over their leaders to the general public. Let them believe their leaders are weak, afraid, and cowardly, but most importantly, doomed to fail! Hopefully a restless population will push them to the negotiation table… where we will be justified to impose even harsher terms of their surrender.”

“Yes, my queen!”

“Now, what of the zebras?”

“We still know very little of the them, your majesty. The only possible contact for information was a zebra slut by the name of Zecora. We approached her and pressed her for information of her people and kingdom, but the zebra did not seem to respond well to our questions. She claimed just because she was a zebra did not mean she knew all other zebra folk. She thought our very inquiry was some kind of joke. She added our very presence was about to make her choke. Then she called us racist. That one kinda stung.”

“Tight-lipped bitch,” Chrysalis grumbled. The zebras were secretive, that much was certain. But their efforts would only add to the changelings’ inevitable glory when they conquered them and their people. “A week in the public Ponyville stocks serving the public ought to loosen that whore’s tongue. Literally and figuratively. See that it is so.” There was no huge rush for time, seeing as Chrysalis had figured Equestria needed to gather their resources with the other races before they engaged the striped ones, but it was best to get this type of stuff out of the way early on.

“Right away, my queen.”

“Now, how fares the dragons? I had thought the ideal ambassador to them would be the green and purple scaled thing upstairs. But, last I checked, he is still here sliding top quality unicorn pussy on and off his dick all day rather than brokering the dragons’ surrender to us!”

“W-well… as you know, the dragons have a newly chosen leader. Dragon Lord Ember… a female, which changes things,” a changeling spoke. “Thorax believed that, even though they knew each other, given the circumstances a male dragon’s intelligence would come off as… intimidating to this ‘Ember’ chick, who, given her gender and species, is most likely prone to emotional outbursts and illogical decisions. So he sent a new envoy. A mare slave who could hopefully better identify with a fellow woman’s intelligence levels and share just how wonderful slavery is. She’s also quite bold, which I hear dragons will respect.”

“Hmmmm, that actually doesn’t sound like a half bad plan,” Chrysalis admitted. “So how well did it turn out?”

“Ummmmmm…..”


“Look!” Rainbow Dash groaned in frustration. The pegasus grinding her forehead with all ten stress-filled digits her hands had to offer. She sat naked and alone. Across a circular rock table stood Dragon Lord Ember, Ballista, and Prominence, her fellow female dragon council. Each of the large, scaled, creatures was clad in metal armor that complimented their appealing busty figures rather nicely. All looking rather unimpressed with the pegasus’s way with words. Nor did they seem too pleased at the pony’s inability to keep her lustful eyes off their breastplates. “I don’t think it’s that big of a deal! All we are asking from you is a complete and total surrender where you girls come to Equestria and live as our sex slaves!”

Ember raised a unamused brow at the pony, saying nothing.

“I mean, sure, going from sole-ruling Dragon Lord down to a man’s sex slave for life is a pretty big jump, but you didn’t really deserve the title to begin with! And what are you even ruling over anyway? A bunch of dumpy rocks and a barren landscape! I mean, come on! You think someone like you, Ember, with tits and an ass that big aren’t supposed to be using them on a daily basis to help some guys get off?!” Rainbow groaned as she saw the unconvinced faces of the female dragons. She had a feeling dragons were dumb, but this was just a new level of stupidity for them! They were somehow giving women an even worse name in the brains department!

Though Rainbow herself may have been a woman, she thankfully wasn’t a dragon. Therefore, for once, she had the slight benefit of intellect on her side. Along with her stubborn, awesome nature, she knew it would only be a matter of time before she convinced the dragons to give them what she wanted...


“So, that’s it then? We have a hostage situation on our hands with the dragons...” Chrysalis grumbled. Unfortunately, the rainbow-haired pegasus was a rather close friend to Twilight, not to mention a hero to Equestria and, most notable, not a stallion. So it wasn’t like she could just leave her there to die at the claws of the brainless dragons. “Of course, Thorax of all changelings would be the one to come up with such a moronic plan…”


The students of Canterlot High School were having what was quite possibly the most average day in the school’s history. Average in the sense of a middle ground between the two extremes two sides of the school were feeling, that is.

For the male students, they were having the best day ever! They weren’t quite sure why, or how, but something had gone around and spread naked pictures of quite literally every girl in school! Many in the form of sexting photos, others taken by hidden cameras scattered around their locker rooms. Nothing was left to their imaginations!

The female students, on the other hand, were having the worst day ever. It didn’t take long for the juicy gossip to spread that all of their body’s glory was out there in the digital world, being spread from phone to phone. They knew nothing could be done to stop. All they could do was blush in embarrassment anytime a boy came near them, like they had all turned into mini-Fluttershys. Ironically though, the actual Fluttershy seemed to have come out of her shell overnight! Apparently she was one of the girls hit the hardest by the leak of lewd pictures, and yet, it seemed as though she didn’t even mind in the slightest. In fact, she was rather giddy to soak in the boys’ admiration and attention they threw at her.

If the girls had their way, they would have avoided the boys until the whole situation died down. Which probably would have been never. But, regardless, they were unable to do that seeing as Princess Celestia called an emergency meeting in the school gymnasium. It was no secret to anyone as to why.


“Alright… I know a lot of gossip has been going around lately,” Celestia announced to the entire student body of CHS, “and that many of you have been unable to focus on your classes, given the news. So I wanted to take this moment now to set the record straight. Yes… apparently a computer ‘virus’ has gone around and sent around rather promiscuous pictures of all of the girls at this school. Myself included. The country of Russia is believed to be a possible suspect.”

Half of the audience gasped, their worst fears realized, while the other half whistled innocently.

“There’s more, girls. I feel like I should add, that these pictures of us all contain our faces, are captioned with our full names, and have all been spread to various sites online. I’m sure I don’t have to remind you girls that once something is on the internet, it’s there for good. This will, of course, be a permanent damper on any of you ladies trying to apply for a job, now or in the future. Why, even the most basic of checks would involve throwing your names into Google. And if they saw the fully public collection of lewd pictures of you all, well, I can’t quite argue for your chances compared to the other dozens of applicants gunning for that job…” Celestia had to pause and bite her lower lip to suppress arousal as her female students soaked in the full extent of the situation they were in. There was nothing she would have loved to do now than to retreat back to her office and finger herself to climax yet again, but her students needed her guidance in order to see just how good the bright-side of this news was. “I know things may seem grim,” she added as the panicked whispers and gossiping started to take off, “but worry not, girls, for I have solution that will fix everything!” She spoke and smiled in such a way that conveyed the utmost reassurance and confidence that many of the girls felt relieved to hear.


“The Great and Knowledgeable Trixie… did not know we had these rooms beneath the school…” Trixie muttered as she observed their setting. She had thought she explored every dull inch of CHS in the years she attended the school, and yet, she had somehow missed a basement staircase and underground hallway filled with nothing but small, apartment-sized bedrooms. There were beds dressed with rather romantic red velvet sheets, several dressers, a desk, and a chair. Trixie could only assume that it was the living arrangements for the teachers, who were so spoiled they got to avoid paying for rent and a commute. But she still hadn’t the faintest idea how being down here was supposed to help her, or any of her female classmates at this school out of their predicament!

As if on cue. “Good evening, Ms. Lulamoon,” Luna announced as she entered the room, making sure to lock the door behind her.

“Vice Principal Lun-” Trixie started, only to be silenced by a finger the other women held up.

“We are very short on time, Trixie,” Luna shot in, “but this shant take long. Rest assured all your questions will be addressed in due time.”

“Hmph,” Trixie pouted, folding her arms across her chest.

“Please, lay down on the bed,” Luna asked with a smile. Trixie gave a questioning look for a second before compiling, only because she was actually quite eager herself to see how soft the bed was. She crawled onto the sheets and flipped onto her back, head hitting the pillows as she slowly sank into the mattress.

“Ahh…. Trixie approves of this thread count,” she mewled.

Luna grinned as she pulled up a chair alongside the side of the bed, seeing that Trixie was already on her way to relaxing she added, “now close your eyes and empty your mind.” A request that in no small way should have been difficult for her. Trixie did as she was told, though slightly worried she might end up falling asleep at this rate. Her view of the room craned shut as the highschooler took a deep calming breath. Hopefully her principal’s solution to their problems wasn’t just a rushed therapy session. She wanted actual results.

Unbeknownst to Trixie, however, several small translucent tendrils started to phase through the wall behind her bed, wiggling slightly in the air as they drifted towards the clueless student. Rather then ravish her however, the tendrils seemed to move straight towards Trixie’s ears. The magician winced slightly as several, on each side of her head, wiggled into her ear canal and pushed deeper and deeper into her skull. Just when it seemed like Trixie would notice and shoot her eyes open to see what was happening, she relaxed completely.

“Excellent,” Luna smiled, gently patting her student’s leg, knowing the tendrils had managed to gain access to her brain. “Now can you hear me, Trixie?”

“Yes…” Trixie answered, not opening her eyes. Actually, had she been compelled to try she would have found she was quite unable to open her eyes at all for the time being.

“Then tell me, Trixie, it must have been hard having those scandalous pictures of you sent around school like that…”

“Obviously,” Trixie grumbled angrily. More annoyed than the simple statement warranted. Because of course this entire thing would be her principal’s lame attempt at counseling. She didn’t know why she even thought they might have an actual solution to her woes.

“How does it make you feel? Knowing every guy at school and on the web is going to know what you look like without your clothes on?” Luna asked plainly, ignoring her student’s tone, sliding out her own phone and swiping through the evidence of Trixie. Quite an impressive resume.

“Do you really have to ask?!” Trixie fumed. “I’m angry! Upset! Furious! The meatheaded assholes at our school couldn’t respect a girl’s privacy, now I have to be the one who pays for it for the rest of my life? It’s not fair!!”

“You aren’t upset, Trixie,” Luna said plainly.

“W-what? What do you mean? Of course Trixie is upset!” Trixie replied as she lightly pounded the bed with a rolled up fist.

“You know what I think? I think… that you are embarrassed. And you are so ashamed of that embarrassment you are unknowingly pretending to be angry.”

“Wh-what? I mean... fine. I suppose Trixie is a tad embarrassed as well,” Trixie mumbled. “Not like that’s a big deal to me personally. Who wouldn’t be ashamed if lewd pictures of themselves were unknowingly leaked to everyone!”

“Pictures of me and my sister were leaked to the school just like every other girl,” Luna said. “Their vice principal. Now my students know what my sister and I do with each other behind closed doors, what my favorite vibrator looks like, or even what I can do to Celestia with just a few feet of rope… But do I seem ashamed of that, Trixie?”

“I… I suppose not,” Trixie admitted. She had heard their principals’ photos got leaked as well, but hadn’t had the actual courage to ask someone for them. She didn’t want to seem like a pervert after all! But, as for Luna’s reaction herself, her principal didn’t seem the least bit fazed by it. In fact, she seemed rather more radiant than usual. Was she just that good at suppressing her feelings… or was it something else?

“The truth of the matter is that you, Trixie, you have no right to be upset at the guys for spreading your pictures around. Boys want to see you naked. That’s simply a fact. Every male classmate in every class you have ever had has wanted to see you naked. That’s no small compliment on you, but I think you knew that already.”

“Maybe…” Trixie grumbled. Sure she had no shortage of encounters over the years of guys trying to peer down her shirt, or up her skirt. She had even adapted her magician’s stage outfit to be more revealing to drag in a bigger audience, and it worked! Big time!

“In actuality, you want the attention,” Luna practically purred now. “You want all their eyes on your body, lusting after you, beating their thick meaty cocks at the thought of taking you to town. Being known as the great and powerful is nothing compared to the beautiful and alluring. A girl, just like a princess in the fairy tales, desired by all. Revered for her body’s charm.”

“No! I-” Trixie stammered, only to be cut off by a stern finger to her lips.

“And most of all, you don’t want anyone to know that,” Luna continued. “Our society shuns those types of women who think like that. As shameful sluts or harlots. That something as natural and beautiful as a woman’s bare chest needs to be censored more than grotesque scenes of violence. A lie embedded into you so deep, that deep down even you yourself don’t believe it’s true.”

“I-I don’t understand w-what you’re saying,” Trixie spoke uneasily.

“Exactly…” Luna moaned, undoing one of the buttons on her top as she licked her lips, devilishly. “Fortunately, you don’t have to, Trixie. All because of a little magic we have at this school, we have the solution to all your problems. Open your eyes now…” Trixie did as she was told, unclamping her eyelid to peer back into the bedroom she was in.

Except now, she was no longer in the strange basement bedroom beneath the school. Looking around, all Trixie could see what a black void of nothingness in every direction. A foreboding sense of loneliness crept through her. She was floating in space with no one around her.

All of a sudden, a single pane mirror appeared before her. A reflection of the teenager in her normal school outfit staring into it was plainly to see. A few dozen more mirrors appeared out of thick air after that, forming a circle around the confused school girl.

“Focus on the embarrassment you felt, Trixie,” a disembodied voice of Luna called out to her from seemingly every direction. Yet, her vice principal’s voice sounded almost… motherly, caring, like she was doing all she could to guide her child into making the correct choice.

“O-okay…” Trixie stammered. She thought back to earlier in the day when she had walked into school and quickly learned of the news. That those dumb nude pictures of her and her band she had sent out to a few students in a failed attempt to garner their favor had been leaked to everyone. Her flushed cheeks, her burning face, her attempts to hide under her magician’s hat so that no one would notice her.

The photos appeared on the mirror in front of her. Trixie and her two female band members, all without a stitch on their bodies. Trixie smiling in the middle as she embraced the two girls on either side of her, pressing the sides of their breasts together.

At first, it had started out as a joke, then it turned into an actual idea. But only in their underwear! But, the few they had sent it to managed to coax the trio into showing a bit more skin, then finally full nude shot with everything bared, it wasn’t until a few minutes after they sent it did they fully realize what they had done. It was dumb… and yet, Trixie couldn’t help but have a sneaking suspicion that Luna was trying to convince her that it was the best decision she ever made in her young life.

“Think carefully now, Trixie… Would could have been different that would have lessened your shame about the leak?” The picture in question zoomed in close up.

“I-I-I don’t know!” Trixie stammered in a panic.

“I think you do…” Luna said warmly. It was obvious she wasn’t going to get a straight answer out of this girl, she had to peer directly into the deeper thoughts for this one.

Trixie let out a cute gasp of shock as she watched the photographed Trixie’s breasts expand! It was like a realistic photoshop. Photographed Trixie’s bust continued to balloon outwards and outwards like they were being pumped full of milk from the inside! The two mammaries continued to push and bounce outwards until they dwarfed the other two girls’ breasts standing beside her.

“Now that’s what I call an improvement,” the Luna voice giggled around her. Trixie could only blush, feeling a resurgence in the same embarrassment she was familiar to that day. It was true, one of the main reasons she was so ashamed about her pictures being leaked was due to her breast size. The thought of all of the guys getting another reminder that her bust wasn’t the greatest or powerfulest. Her hands instinctively wandered down to her breasts, squeezing her average-at-best tits between her fingers and thumb. Curse that cow Fluttershy and her ridiculous over-gifted tits! That selfish slut couldn’t even be bothered to leave some tit for the rest of them! Why was it fair that Fluttershy didn’t have to worry about her looks like every other girl did?!

“This can you be, Trixie, all you would have to do is ask the Equestrian magic in our school to modify your body…”

“R-R-really?!” Trixie exclaimed, a bit more excited than her more dignified pose should have allowed. “I-I mean, how would the magic did something like that?”

“It’s a simple process, with the added benefit of all changes on your body appearing natural and being permanent, of course. But there is a price that must be paid for each,” Luna warned.

“Fine,” Trixie glared into the mirror before tossing her hair. “I suppose the rich and affluent Trixie can spare a few measly dollars to improve her image.”

“It’s not money that the magic wants from you,” Luna warned, taking a pause before adding, “but rather, your mind. The magic works by taking your form and making you more like the women in Equestria…”

“My mind? Equestria?!” Trixie stammered. Though she did recall discussing with Sunset Shimmer some details of her homeworld. A rainbow-filled utopia where everyone was happy and content.

“Women in Equestria are countless times happier than women in our world. Due partly to the fact that they don’t receive an education… Their only purpose in school is to provide… company to the boys learning there.”

“The magic wants to suck out everything I’ve learned in school in order to make me beautiful?!” Trixie gasped. She could feel them now. The thin tendrils occupying the good amount of empty space in her skull. Wrapping around her precious brain, ready to suck it dry. “Why would Trixie ever agree to such an insane bargain!”

“The choice is yours to make,” Luna softly spoke. “It always has been. Just know that… you may hold the minority view in your class…” The image in the mirror in front of Trixie shimmered and changed once again.

“No way…” Trixie mumbled, as she stared with a shocked expression at the view. Lavender Lace and Fuchsia Blush, the other two members of her band were shown, kissing passionately on the lips as their tongues danced with each other. Their bare naked bodies were pressed into each other, through slowly being pushed apart as their tits steadily grew and expanded to sizes well above average.

“I should remind you, Trixie, that after these leaks, your future hopes for a respectable job are pretty much non-existent. So what use do you have for useless knowledge? A subpar understanding of history and geometry aren’t going to help keep you off the streets... But when is the last time you saw a smoking hot babe that was homeless…?”

Trixie had to admit, she couldn’t think up a single example. Perhaps, a woman’s beauty and success in life went hand in hand! It was the cruelty of chance, women like Fluttershy who were born with gifted bodies and cute faces were set for life in one way or the other. Others, however, without cannonball-sized tits and clear symmetrical faces had to scrounge and work for every bit of beauty that could maintain. With this choice ahead of her, Trixie couldn’t even fathom how much her life would improve if she took the deal! Besides, Trixie was no fool. She knew men were only attracted to a woman’s body, no matter how many times they claimed it was their brains.

“O-okay, I’ll do it...” Trixie exclaimed to the black empty void.

“Good answer…” Luna purred.

The penis-shaped tendrils in Trixie’s skull began to pulse and writhe. They wrapped themselves tightly around her brain as they began to squeeze and relax. Trixie felt no pain, rather, it actually felt rather pleasant. Each time the vines relaxed a small part of her mind fell away and was subsequently milked out through them.

Back in the bedroom, Luna smiled in glee as she watched the tendrils work their magic on Trixie’s brain. They were transparent in nature, so she could see everything that came out and flowed away. It was black and lumpy, almost appearing as if toxic sludge, poisonous to a female mind. To Luna, this was just the ultimate method of detox.

Trixie moaned and writhed in the bed as her brain was scrapped free of the harmful knowledge. Math, science, history, critical thinking abilities… all of it was thankfully cleansed from her now unburdened mind as her body began to change. As one final parting gift, the tendrils lurched before spraying off a volley of white creamy substance, giving her brain a nice soak in the substance that would soon be the girl’s entire world as they withdrew.

Just like Trixie had seen in the mirror, her own chest began to balloon outwards. Buttons from Trixie’s top shot off as the pressure within pushed more and more against the tightly wore fabric. Her new sensitive nipples grinded against her old bra as they rubbed and pushed against it, threatening to break the straps. But her growing bust wasn’t the only change taking place to her body. Her stomach grew thinner as her hips grew outwards. Her butt as well, mirrored the changes of her bust as it too expanded to a bouncy bubbly state. The tiny bit of muscle the girl had acquired in PE and sports also changed. Her arms and legs painlessly morphing until her strength was gone, replaced with a much more attractive, weakened, and smooth muscleless form.

“Aaaaah!!” Trixie exclaimed in a panic as she jolted awake in the bed. The tendrils in her ears were gone, along with most everything she had learned from CHS. But Trixie didn’t give a damn about that. Right now, her hands were busy sporadically feeling every inch of her body.

Looking down she closely inspected her new form. Her old average breasts were gone! In their place were new perky full melons that had literally burst through her top and bra as they sat proudly on her chest. A small smile appeared on Trixie’s lips, followed by a larger one and a laugh as she realize this was really happening! She gave no thought to her vice principal watching her as she flung off her ruined top and bra. She even rolled onto her back as she pulled off her skirt and panties, flinging the discarded garments off her bed where they vanished from sight. Now, completely naked, Trixie cupped the underside of her breasts, feeling their new weight and heft. They were amazing! So soft! So supple! Even the smallest touch them sent shivers of pleasure coursing through her body. On top of that, she couldn’t tell now herself, but her lips were more plush, her complexion was cleaner, even her sex was made tighter.

“You look wonderful now, Trixie,” Luna smiled proudly. Admiring her student’s new form. Exactly what a top of the line pornstar would look like before a shot.

“It… it looks beautiful. I look beautiful!” Trixie exclaimed, her voice giddy and excited. “Finally, the Great and Powerful Trixie is a solid ten! N-not that she wasn’t already. Just, more of a ten than before. And you say all of these changes are permanent?”

“That’s right,” Luna smiled.

Trixie was in a constant state of glee. The worries and woes of her future were gone completely! With this new sexy body, there was no telling how much money she could make! None of the methods she thought up, of course, required any sort of school education. But they were all fairly naughty in nature. But a part of her was growing more and more okay with that by the second. Save all that dumpy learning and smarty thoughts for the boys! Trixie was going to coast through life on her knees!

Because this was a body she would not be ashamed to be seen in lewd naked pictures! Maybe she wouldn’t even wait. She would pose for a few and send them out herself! Announce to the world she was sexy and she knew it. That she had brought sexy back! The other boys wouldn’t have any clue how to act! The very thought of which was starting to get her very very wet.

“There’s one more matter we should see to, Trixie,” Luna announced with a smile.

“What is it?” Trixie asked, still lovingly inspecting her new body.

Luna leaned in closer to Trixie’s ear as she softly whispered, “you’re trash. An insufferable little fucking cunt who needs to be raped into her fucking place…”

“W-WHAT?!” Trixie exclaimed.


“What?!?!” Seta exclaimed in the waking world as she oversaw the dream from within Luna. “Why did one of your Lunas say that?”

“What did she say?” Sunset asked to the side of the two women.

“It-..I….I don’t know!” Luna stammered, fretting over the sudden aggressive display. Though it was only a single instance of the same scenario they were playing out for all the female CHS student. “I-I’ve never seen this happen before…”

Seta watched speechlessly as similar incidents started popping up in each on the identical dream rooms. Each one housing an improved student. “Oh, sweet Celestia… I knew there was something I forgot to see to yesterday,” she exclaimed in a panic as she realized what was going on. Damn distracting Chrysalis! “Stop the dream! We have to stop the dream right now!!”

“I can’t!” Luna exclaimed. “T-the dream is self-sustaining now! The only thing that gets them out is if they reach the conclusion to it!”


“Y-you’re hurting me!” Trixie whined at the grip Luna had on her wrists, holding them away. She found herself even more unable to defend herself now, given her abundant absence of strength. “P-please, stop, Luna!”

The palm of Luna’s hand hit smack down on Trixie’s cheek, leaving a burning red handprint. Pained tears began to well up in the magicians eyes as she stared, horrified at her vice principal. A woman attacking her while maintaining a devilish wide grin. What was going through Luna’s mind?! She would have never laid a hand on one of her students!

To Trixie’s added horror, another Luna appeared next to her on the opposite side of the bed, followed by another Luna appearing at the end.

“W-w-w-what do you want with me! What is going on!?!” Trixie stuttered.

“We are going to have some fun!” one Luna said with a rather ecstatic tone. “With you!!”

“Such a sweet little thing,” another Luna spoke, idling running her fingers through the school girl’s soft blue hair. “Such a shame she’s never been raped before.”

All girls should be raped at least once in their life… Let them know who's really in charge in this world.”

Trixie was trembling in fear now as the Lunas surrounded her. Gazing predatorily at her defenseless nude body. Her eyes darted around the room for a possible escape, but found none. The door that was once there was gone, even the walls had closed in closer so there was little more to the room than the bed.

“P-p-please… don’t,” Trixie begged as she slowly began to scoot backwards. But her plea fell on deaf ears, only seeming to increase the thrill her three cloned assailants felt.

“Goood… goood, keep begging,” A Luna cooed, “it’ll convince us eventually, I’m sure.”

All of a sudden, the Luna before Trixie began to shimmer and change. The image of her vice principal fell away, revealing the form of something else. A familiar girl that appeared to be the same age as Trixie… The same thing happened to the other two Lunas as they transformed into their true forms.

“Adagio! Sonata! Aria!?!” Trixie cried in an even greater panic. The dazzlings were back for revenge, and were focused on her!

All three of the girls were naked, without a stitch of clothing on them. On top of that, their eyes were… glowing red, all of them angry and glaring directly at her. But more alarming to Trixie was the thick fat and erect cock that jutted out between their legs. Cocks that were getting awfully close to her…

“That right, cunt.”Adagio sneered, slapping the magician across the face yet again. “And guess what, we’re the ones behind the schoolwide leak! We are the school’s Secret Admirer!”

“Y-you?” Trixie exclaimed. She could have sworn it was the boys who were the blame in that regard.

“It wasn’t the negative reaction we were hoping for,” Aria spat, thrusting her hips forward as she grinded her cock against Trixie’s check. “You dumbasses couldn’t even get that right. Fucking waste of time!”

“But that’s why we’re here!” Sonata giggled nefariously as a dozen video cameras on tripods appeared around the bed. All recording and trained directly at Trixie’s new naked body.

“Let’s see how you like the entire world seeing you put in your place!” Adagio exclaimed, without warning grasping the back of Trixie’s head and thrusting her mouth down onto her cock. The thick member pierced past her lips and slid down her throat with almost a disturbing level of ease. Trixie’s eyes went wide as she was pulled closer to the girl’s groin. In a fruitless attempt, she tried to push back against her assailant’s legs. But it was like fighting against a machine a hundred times stronger than her.

The glowing red-eyed Adagio groaned in pleasure as she felt the unwilling throat convulse and spasm around her girthy cock. She left it there for a good moment, enjoying the suspense as the magician struggled for oxygen in her lungs, but withdrew, not wanting her to pass out and miss all the fun. Instead, Trixie’s transitioned into being ruthlessly face fucked by her. Adagio making sure Trixie understood her mouth was nothing more than a mere fucktoy for her member. Aria and Sonata both vigorously stroking their own shafts as they eagerly awaited their turns. In a desperate maneuver, Trixie attempted to bite down on the invading member, only to discover it hurt her more than Adagio herself, who only moaned in pleasure.

“Here it comes,” Adagio groaned as she neared her peak. “Swallow every last drop, you bitch! This is the only thing you’re going to be drinking from now on!” The dam burst as the top of her cock exploded the satly white substance down the helpless student’s throat. Tears were streaming black mascara down Trixie’s face as her stomach was force-fed the heaping of cum, growing all too familiar with the distinct taste.

Finally, Adagio allowed her cock to pop out, grinning widely at the dazed girl. To Trixie’s utter horror, Adagio’s cock hadn’t wilted in the slightest from her orgasm. Her rapist’s fuck rod was already ready for another round!

Trixie was roughly tossed face down onto the bed, only to have her arms painfully pulled upwards and together. She found her wrists bound uncomfortably tight. Aria didn’t waste a second, pulling up Trixie’s rump, slapping Trixie’s ass several times.

“NOO! Please! Don’t-” Trixie was promptly cut off as Sonata’s cock rammed itself forward into her mouth. Aria cooed as she joined her sister, ramming forward and claiming the student’s pussy.

“HA! So fucking tight. Glad we got to ruin this cunt’s cunt before her boyfriend could!” Aria sneered.

“We’re going to knock-you-up!~” Sonata hummed gleefully as she piston-thrust away at Trixie’s mouth. “Rape baby! Rape baby!”

“And the whole world is going to see it,” Adagio whispered, bending over and leaning in closely to the spit roasted girl. “What man is going to want you after this, hmmm?” Her hand reached forward and grasped one of the backwards and forward swinging, almost bovine-like tits on Trixie’s chest, squeezing like she was trying to pop it. “If only you paid us the proper respect we deserved, bitch. Then you wouldn’t be in this position.”

Sonata pulled her saliva-caked cock free of Trixie’s mouth for a moment, holding the magician's head aloft by a handful grip of her hair.

“I’M SORRY!!! I’m soo sorry for what I did!!! PLEASE just let me go!!!” Trixie cried as an endless stream of tears washed over her cheeks.

But… her apology didn’t do a thing to persuade her attackers to stop… rather, quite the opposite. She could feel Aria’s cock twitch and pulse as it grew larger inside her pussy. With wide eyes she even watched as Sonata’s already towering rod grew longer and wider.

“N-NO! Please!!” Trixie screamed, clamping her mouth shut in an attempt to stop the cock’s re-entry. But a single finger from Adagio’s hand was all it took to pry open her jaw like she wasn’t even desperately trying to hold it closed. Sonata’s cock then happily slid back in, now pushing even deeper into her throat as Trixie struggled to breathe.


“This is bad! This is really really bad!” Seta fretted, grabbing handful of her hair. These siren girls… they had somehow overtaken Luna’s dreams with the raw power of their emotions alone! They had inserted copies of themselves in all the rooms and were raping every girl! All she and Luna could do was watch as beautiful human after human was ganged raped by the same merciless trio at the same time! It may have just been a dream, but to the students in the moment, it was all real!

Octavia was in a panicked bind, trapped between three strong and ruthless sirens, all with cocks lodged inside a seperate one of her holes. Roseluck fared no better as Adagio and Sonata clones were double-penetrating her ass, wanting to scream in pain but only causing pleasurable vibrations over Aria’s cock lodged down her throat. Mystery Mint’s newly enlarged tits were being taken to town as the ruthless sirens played with them hard enough to leave plenty of marks. Between them all, and her pleas, they had all came over a dozen times, and were nowhere near even stopping. Baton Switch’s entire body was held together by a uncomfortable suit of bondage, that held her still while keeping her privates exposed at an ideal level. The sirens were taking turns emptying their endless supply of cum into her womb while licking away her tears. There was no doubt on her mind that she wasn’t already knocked up. Sweet Leaves recently slimmed-down body now appeared bloated from the sheer amount of cum the sirens pumped inside her womb, ass, and stomach. Cum that flowed in only one direction and never leaked out. She felt as though she was about to pop!

“What can we do to stop this?!” Seta frantically asked. “The dream wasn’t designed to end like this! It could continue until everyone of them are broken in mind!”

“I-I don’t know!” Luna exclaimed. “These are nightmare aberrations! I’ve never seen this type of power before… I fear we cannot enter the dream ourselves, as they’ll just do the same to us and we’ll be trapped as well!

“I….I think I can help!” Sunset exclaimed suddenly.

“You, Sunset?” Luna asked. “I admire your courage, but I must ask what you could possibly do to help in this situation?”

“I know these girls, these rapists… If I enter the dream again, can you transmit my voice to all of the students?”

“Yes… we could do that…” Luna spoke as she thought it over. “Though, for your sake, we do hope you have more planned than a few comforting words. Once you are in there, it won’t be long before you’re in the same situation as the rest of your class.”

“It’ll be worth it. Trust me… I’ve been in this situation before. And I know exactly what these siren bitches want with us…” Sunset grimaced as she ran to the nearest bed.


Sunset didn’t see how, nor did she recall falling asleep, but she suddenly found herself in the same room. A dimly lit room little bigger than the bed in the center of it.

“Sunset Shimmer…” A low, almost predatory voice called out from behind. Sunset whirled around, only to see a backhand to her face, sending her spiralling down onto the bed behind her. “Oh, we’ve been waiting for you to show up…” Adagio grinned wickedly. Her eyes glowing ever red as Sonata and Aria materialized to her sides, cracking their knuckles.

“Thought you chickened out,” Aria sneered. “But we should have known such a slut like you wouldn’t be willing to miss out on being raped for hours on end!”

“Ever wonder what it’s like to be a mind-broken slut!? You’re about to find out!” Sonata giggled. “Slowly!”

“L-listen to me, girls! All of you!” Sunset’s trembling voice spoke out, though not to the sirens in front of her, but rather to every other girl occupying the dream. She could feel her voice carrying through the realm, passing over all the occupants. “You can’t let them win like this! We’re stronger than they think! We are better than this!”

Trixie’s dull defeated eyes instantly perked up upon hearing a friendly voice. The siren’s laying their fifth claim to her womanhood seemed to be oblivious to it. “S-s-s-sunset? Is that you?” Trixie muttered weakly. Her ass jiggled as Sonata played it like a set of drums.

“A siren’s p-powers, even any rapist’s powers, comes from the negative emotions they inflict upon their victims! Don’t let them feed on it!” Sunset cried. “Stop fighting them and just enjoy it! Let them have their way with your body! Savor everything their cocks pump out!”

“Cram it, you dumb cunt!” Aria yelled, forcing Sunset to bend over onto her lap. Her hand came slamming down onto Sunset’s ass. A loud spank that made impact with a resounding slap.

But rather than those delicious tears of pain, Sunset instead gave a deep lustful moan in response. “Ahhhhh… harder... ” Sunset groaned, wiggling her ass in the direction of the three sirens. All of which seemed to glare at her, enraged as all hell.

Trixie, along with the other CHS girls listening in all perked up to the sound of Sunset’s voice. At their darkest hour, it was like music to their ears. To them, Sunset’s words almost made perfect sense. The easiest way to stop themselves from being raped… was to simply enjoy it! All they had to do was consent! You can’t rape the willing, after all!

“Mmmmmm,” Trixie moaned out loud as Aria filled her already jam-packed womb with another helping of its virile cum. “That’s right, girls! Fill me up!! Pump the Seductive and Sexy Trixie’s cunt full of your delicious love juice!”A spank landed down on her ass, but this time, Trixie taught herself to find pleasure in the pain. It served as no small help to see the once collected sirens put off their game.

Why had Trixie been so afraid of a bunch of cocks anyway? After the recent improvements to her body, she was more equipped than ever to handle a few dicks! It was her calling!

A glaring Sonata rammed her member back down Trixie’s throat, attempting to shut her up like she had wanted to do everyday she had been at that school, only to find the magician to be moaning around her cock. Running her tongue along the underside of her shaft as her soft hand gentle caressed her swaying balls. Trixie’s eyes met the siren’s glowing ones with a challenging stare that begged for more.

In a panic now, Aria and Adagio both took position and rammed their twin cocks simultaneously into Trixie’s cunt, hoping to derive a good deal of discomfort and tears from the helpless girl as they attempted to split her in two with their thrusts.

But Trixie found Sunset’s words to ring true. She had just been too afraid before! Now, her new body took their cocks like a champ. Her walls clamped down, creating an unbearably tight passage on the two invading pieces of meat. Milking them for everything they were worth as they thrust inside her perfect slippery walls. It actually felt… good! Really really good! Why had she not done this before?! Forget all that magician nonsense!

“C-crap! This is bad!!!” Adagio finally admitted. Aria and Sonata’s panicked expressions seemingly were all too eager to agree. Aria and Adagio pulled out and jumped off the bed before Trixie could coax their cocks into finishing inside her. But Trixie was on them before they could get away.

She grasped at the bases of their cocks with both hands, now seemingly the one with impossible levels of strength. The magician gave a sultry grin to the sirens as she eagerly gave them both a loving handjob. She even smiled as she happily took Sonata’s cock back into her mouth.

“N-NO! STOP!” Adagio screamed in delicious irony through her own pleasurable moans. But her cries only served to increase Trixie’s pace. She had all three of these siren cunts in a bind now. Now it was Trixie’s turn to soak in their fear. She gave an almost innocent, adorable look upwards from the bed as she bobbed her head along Sonata’s cock. Her two hands working handjobs on Aria and Adagio’s members. From the looks on the sirens’ faces, their bodies were betraying them as well. The logical parts of their mind screamed at them to escape, but the more powerful lusty calling in their bodies urged them to cum as it told them to stay put and enjoy it, caring not of the consequences. All three of them trembled in a mixture of fear and pleasure as a giggling naughty Trixie increased the tempo on their meat.

“NOOoooo!” Sonata cried first, unable to hold off the crashing wave anymore from Trixie’s magical mouthwork. Her balls churned and emptied every last drop of cum into the student’s waiting throat. Each rope was eagerly swallowed down and savored, with much glee, seeing the discomfort it caused Sonata. The cum itself, was actually somehow rather tasty now! Apparently all she needed was the right mindset!

Aria and Adagio cried out in unison next, as Trixie’s two hands coaxed them into the strongest reluctant orgasm of their lives. The tips of their cocks pulsed and throbbed several times before erupting. The cum shot out, not in sloppy ropes, but in a steady lasting stream! Trixie, still slightly occupied swallowing down every drop Sonata’s cock was unloading into her mouth, angled and pumped away at the dual cocks, making sure the stream of cum hosed down her entire body. Her new massive tits, her face, her slim stomach, her wide hips, her sex, even her thighs, all of them were drenched in the downpour of siren seed. The front of Trixie’s body was more covered in the sticky sperm than not. Her bust appeared as two twin snow-covered mountain tops.

The torrent of cum, a climax that had lasted well over a full minute itself, came to a satisfying end. Once every drop of sperm was milked out by Trixie’s hands and mouth, she released the sirens from her lustful grasp. The three girls panicked slightly as they inspected their bodies. Then, in a screaming display, they were vanquished in a magical implosion.

“Hehehe… that’ll teach those sluts to mess with me!” Trixie giggled nefariously, though keeping her movements to a minimum. Not wanting the tasty treat the sirens had left behind to go anyway. Her dainty fingers were already hard at work scooping the salty substance from every spot on her soaked body before inserting the soaked digits into her mouth and sucking them clean.

All Trixie could do was lay back into her bed and relax. Closing her eyes as she came to the single conclusion she had never been so sure of in her entire life. This was her true calling in life! Having sex all the time!

“Ha… goodbye CHS! Don’t need you anymore,” Trixie said with a wide grin. Already making imaginary plans of how she would drop out of school in style.

Then, she too disappeared from the dream realm.


“She did it! She actually did it!!!” Seta squealed with glee as the dream was cleansed. Siren trios in every room were being defeated, once again, by the female students of Canterlot High School. In a rather humiliating display she might add. The rapists had the tables turned on them and were being forced to endure orgasm after orgasm at the hands of perhaps some of the best-looking and equipped bodies to handle a cock! Each time the sirens came, bringing more pleasure and enjoyment to their ‘victims’, their powers weakened until they were ultimately banished from the dream realm altogether!

“And all it took was a little enjoyment of cock!” Luna added, embracing Seta lovingly as the two women’s breasts mashed up against each other. “The changelings are smarter than I gave them credit for! I knew loving cock was the solution to almost all of a woman’s woes like they had said, but I did not expect it to ring true here again!”

“It seems that way. Not only did Sunset fix the dream, but she also managed to impart a rather good life lesson on all of her classmates,” Seta gleamed. “They should be finally waking up in the real world beds now. They’ll probably be eager to stretch out their tired bones before their bonding. Ahhhhhhh,” she chuckled as she shook her head, the weight of the world having be lifted off her shoulders in a few tense minutes. It was an odd feeling to say the least. Going from deathly worried to incredibly horny. She owed Sunset for this one, big time. “In the meantime...” she added with a slight pause, “I best have a little chat with those three Secret Admirer girls who caused so much trouble in our dream…”

“You do that,” Luna replied sternly. “Then go inform Chrysalis of what happened. I’ll see to Sunset awaking. I’m sure they’ll both be happy to learn of the plan’s success.” The two women nodded to each other before going their separate ways. This would not be the last time they would be working together, that was certain.

Luna waited until Seta was gone before giving one last joyful jump in the air. It was a happy day after all! They had gathered all the proof they needed that humans belonged in Equestria! They were so very much driven by sex! For her and everybody else, that meant more friends, more women to lay with, more mysteries of the flesh to unravel! With that matter of celebration settled, she took a deep calming breath as she collected herself before approaching the bed where Sunset lay.

“Odd…” the alicorn slowly remarked, her smile slowly dimming down slightly, seeing that the naked mare was still motionless. She lit up her horn briefly, checking the dream realm once more. Sure enough, Sunset was no longer present in it, so she certainly wasn’t asleep anymore. “Sunset? Sunset, can you hear me?” Luna spoke, gently shaking the unicorn’s shoulder. Softly at first but then more rigorously. Nothing. Sunset didn’t stir in the slightest. Luna had to bite her lips as she briefly became distracted watching Sunset’s jiggling tits that swung so well from her chest as the result of her push on her body. “Not now… Luna,” Luna groaned in disappointment as she suppressed her female urges. No small feat of strength for her gender these days. Truly, alicorn fortitude was something of a marvel. “Later!” Upon feeling Sunset’s forehead, she felt almost, cold… Luna took a fearful step back away.

What was going on with Sunset Shimmer?!

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