Chapter contains: M/MMMFFFF oral plus gay full-grown Spike-on-griffon action ranging from heavy petting to full-blown anal, with a side of imminent Flutterbat/Discord.

In the human world, the formerly pony Trixie felt increasingly troubled outside of the castle-like Canterlot High School, which she found as oddly familiar as it was incredibly disconcerting.

Riveting though the ‘videos’ were, depicting an alternate world of supernatural creatures and abilities unknown to both the human and pony realms, she found her thoughts drifting back to Equestria and Starlight, wondering if she would ever return home and get back into her proper body.

Wondering if she would ever see her best friend and lover again, or if she’d already been captured and ‘converted’, as the curse’s victims termed it, in which case the Starlight Glimmer she knew and loved was irretrievably lost.

She hoped and prayed that the map summoning Sunset Shimmer and the human Twilight meant that they could indeed somehow save Starlight and fix things back home. But she had no idea how that was even possible, steeling herself for the distinct possibility that this alien realm was now and would forever be her new home.

At least the humans were nice enough, as several checked on her repeatedly, including the human copies of many ponies she knew. There were plenty she didn’t know, however, leaving her wondering if they had any pony copies at all or if she just hadn’t met them.

Her own human counterpart had gone back to ignoring her as they awaited the signal to play their instruments, for which she was grateful, still having no idea how to interact with her.

She didn’t really understand what good playing music would do, to which the human Rarity had simply told her to “trust us, darling—you’d be surprised how magical our songs can be!” with a wink, clad in her odd maroon businessmare attire that left her wondering who or what their entire group were costumed as.

The canine Spike had come padding over to check on her as well, asking if she needed anything and then offering to dispatch his robot companion (!) to fetch it, later asking her about Equestria itself.

She could accept all that with some difficulty. Most disconcerting of all, however, were the three human ‘Principals’, who were doppelgangers for the pony Princesses but didn’t appear to have any particular powers other than simple managerial ones. But then how did the Sun and Moon even work in this world? And was that tall robed human King Sombra? Was he not evil here?

Still disoriented and feeling increasingly tired, part of Trixie wanted to sleep, but she didn’t dare, fearing that if she closed her eyes, she’d awaken to find she’d been dreaming and she was actually back in Equestria. That she was about to be captured and ‘converted’ by Queen Eclipse, vividly imagining the severe—and very sensual—revenge the self-proclaimed Queen would take for all of Trixie’s tweaks and teasing in the past.

To her surprise, she felt a brief sense of arousal from her human features, including a familiar feeling between her legs along with a curious tightness centered on her oversized and impractically positioned human mammaries. Despite the sudden surge of sensuality, she shuddered hard at that—I do NOT want her! I do NOT! she told herself repeatedly, hoping she was just experiencing some odd aftereffects of her exposure to the curse magic, even if it had never fully grabbed hold of her.

Or maybe I desire her because I desire her power… because it could truly MAKE me Great and Powerful! she guessed, finding the explanation acceptable while rubbing her human hooves together and flexing her fingers again. She didn’t know if she’d ever get used to them, but granted their utility was impressive—if she could ever figure out how to make them work individually.

It was still her most fervent hope, however, that she wouldn’t have to and could go home soon. She’d succeeded in crossing the portal to warn the human realm at wrenching cost, discovering a brand new power she hadn’t even known she possessed in the process. Though undeniably potent, she wasn’t sure how she’d done it or how to access it again, idly wondering if she could make it work like the snowflake ‘glyphs’ the Weiss character in the surprisingly compelling series did?

You know, she has a really nice look and my counterpart wears it well! Maybe I should get an outfit like that? I’d LOVE to get a sword like hers, too! she considered, wondering if she could enlist Rarity’s dressmaking and Pinkie Pie’s metalworking talents for the tasks back in Ponyville. But then she slumped as she remembered that Rarity and Pinkie Pie were now gone—consumed by the curse and likely forever turned into evil, lustful and far more powerful copies of their former selves who cared only about spreading the curse further.

She considered again how unlikely it was she’d ever be able to return, for how unbeatable a foe her new friends faced—an unleashed and uninhibited Twilight Sparkle that had effortlessly trounced Starlight and had already sworn to conquer the human realm as well. Worse, she’d made abundantly clear that she had both the power and the smarts to do it, something Starlight had refused to realize until it was too late.

Trixie shivered again at the reminder that she still wasn’t safe, even on the other side of the portal—that despite all she had already done, the human world might fall to Eclipse as well.

What will Trixie do then? Just how are Sunset Shimmer and this world’s Twilight Sparkle supposed to defeat… HER?

If Rarity was a mare of many cultures and tastes, Nightmarity was even more so.

Finding herself with a sudden passion for the fineries and power trappings of old, she transformed a quarter of the map room into a facsimile of a Steedgyptian Palace with a few additional touches, requesting and receiving from Annie Smith some Timberwolves to serve her—which they did all too eagerly, swearing allegiance by worshipping her exquisite new body with their tongues from head to hoof.

In return, she gave their wooden coats a dark cast like the Anubis God of old, though she left their pony coats and cutie marks intact, not wanting to subsume their old appearances or personalities fully.

Even as she reveled in her new powers and very much wanted to go further—and given that there were so many unusual acts andfantasies she wished to perform, she couldn’t help but wonder if it was not the curse but that some of The Nightmare’s sexual proclivities had rubbed off on her as well?—she did not. For at her core, she was still the spirit of generosity, and could not do so until she had seen to the Queen’s personal request.

She awaited until Flutterbat was alone until approaching. “Hello, darling. So why are you not participating in the festivities?” she asked her longtime friend honestly, to which an upside-down Flutterbat gave not an answer but a half-hearted hiss, flaring her wings in warning to show off not just their large size, but the painfully unindulged arousal she bore between her legs, hanging halfway down her belly.

Nightmarity was immediately concerned by that—her friend was clearly desperate for release but fighting it? Even when she had an equally aroused and unable-to-resist Discord ready beneath her, his cheeks flushed hard and twin drake-and-equine malehoods visibly throbbing, drooling a steady stream of clear fluid out of their tips?

The former dream demon queen’s gaze softened at that, all her own sensual needs briefly subsumed by the simple need to help her friend. “Oh, come now, darling, you know me!” Nightmarity told her, taking a chance by stepping forward. “I may still have her appearance, but I am no longer The Nightmare!

“I am your friend, and you know I do not wish to hurt you—or him! If it is Discord you worry about, Queen Eclipse means him no harm! She only wishes to use his power to further our conquests, but we cannot do that unless he is on our side fully! We can restore his powers later once we are assured of it, but even before then, it is only fitting that he is yours to convert! So why do you not do so?” she asked earnestly.

To her surprise, Flutterbat gave a horrified squeak! and violently shook her head, wrapping her wings around Discord protectively.

Nightmarity frowned, not immediately seeing a reason for her friend’s behavior—what aspect of the curse, she wondered idly, caused a former pony to not want to mate another?

She wasn’t sure if her longtime friend was incapable of speaking in that state, or just refused to, but either way, she wouldn’t get the answers without additional application of her new magical abilities, vowing that she would take revenge for The Nightmare’s second attempted possession of her by using all the powers and abilities she had acquired for good.

“Flutterbat? Do you trust me that I only want to help you?” she asked gently, to which she got a cautious nod. “Then please hold still…” she said as she placed a hoof on her friend’s cheeks and cast a spell, causing her to instantly fall asleep. She then engaged her new dream scrying powers to search her friend’s slightly muddled memories and thought processes, snapping her eyes open in surprise at what she found.

“My. You truly love him!” she realized as she disengaged and Flutterbat woke up, to which there was a sudden glimmering in her blood red eyes. “And so that’s it—I see now that you don’t want him transformed! You do want him for yourself, but only exactly as he is! As the draconequus he is now!” she further realized, but then her brow furrowed.

“But that, in turn, means you cannot rut him directly, for that would transform him and then he forever changes! So you would lose him even as you gain him! And thus, all you can do is try to keep him the way he is! All you can do is delay his evolution as long as possible and prevent anypony from converting him!” She sat back heavily on the crystal floor at the revelation as Flutterbat began to openly cry from where she hung upside down.

You understand! Nightmarity could read the anguished thought clearly enough, shining through her friend’s mingled desires and frustrated dilemma.

It was several seconds before the former fashionista could come up with a response. “But darling… even in his altered state, any physical change would be temporary, for he could restore himself with but a snap of his talons!” Nightmarity reminded her.

But not until we return his powers! And what if we NEVER do? What if the Queen strips him of his will? I don’t want an empty shell! I want my DISCORD! she exclaimed vehemently with her thoughts, but then broke down and began to cry, hiding her face behind her wing before finally accepting her friend’s embrace.

“Sssh….” Nightmarity hushed as she tried to comfort her friend’s tears. “It will be alright, darling. We will find a way to fix this, I promise!”

Oh, Rarity… I want to believe you! Flutterbat exclaimed mentally. I want him so badly but I can’t have him without changing him! I don’t WANT to change him! I want him as the sweet and wonderful chaos god he IS! But if I take him now, I DO change him! So what do I do? She screed softly in her despair as she voiced her seemingly unsolvable dilemma in her head.

“Let me think...” Nightmarity searched her mind for an answer, which now included all The Nightmare’s imparted gifts and memories. She’d been surprised and delighted to learn that—just as Eclipse herself had promised—all The Nightmare’s spells and powers had somehow been gifted to her following her brief possession, remaining in her memory even after The Nightmare herself was gone.

Spells and powers she planned to fully avail herself of—not in the mere pursuit of simple power and pleasure, but also to help her many friends.

It was then she recalled exactly what the Nightmare had been plotting to do with Discord, and smiled. “Listen to me, darling—you can have him as he is if that is what you wish! I know from her memories that The Nightmare planned to use her powers to shape his evolution; to mold his body and mind to her own desires while he was in the throes of his first orgasm—an orgasm you were to give him, I might add!” she said with a wink.

“So, if it is your desire? I can simply use that same power to ensure he does not change! He would still be a curse carrier, of course, and once his powers are restored, he could control his form exactly as he does now. But until then, I could make it so he would be completely unchanged mentally and physically... except he would answer to you! Which, if you think about it, would hardly be a change from how things are now!” she reminded her friend with a wry grin and wink.

“And you, in turn, would answer only to Queen Eclipse, who would be delighted to let you be not just his friend and lover, but also his master and mistress! Then you could have him whenever you want, and we could also free him fully to use his chaos powers as needed!”

Flutterbat’s glowing red eyes widened in barely restrained hope. You mean it? You would do this for me? For us BOTH? she asked as beside them, Discord listened helplessly to the former Rarity’s side of the conversation, his twin organs twitching almost painfully as she discussed his conquest and subjugation like he wasn’t even there.

“Of course, darling! I want you to be happy! I want everypony—and I suppose at this point, everygriffon—here to be happy with their new forms and lives!” she said with a glance at the sensual battle raging between Shadowdash and Night Owl, which was earning cheers and various lewd noises from the crowd.

She then looked in the other direction and gave a heavy sigh. “Even my sister, if it means she’s with Spike,” she grumbled lightly, then turned back to Discord and smiled.

“But enough of that. So what about you, my dear defrocked Chaos God?” Nightmarity looked down at him from the higher position her now-larger body granted, a smirk on her face as she observed his helplessly aroused form and began teasing him lightly with her aura. She drew a single magical tendril up one footlong-length equine stallionhood and then back down the other, draconic one, sending fresh shocks of pleasure through him and making his entire body quiver with imminent release.

But to his immense frustration, Nightmarity’s magic denied him that release again, leaving himself increasingly ready to surrender if it meant ending his torment! “Are you enjoying yourself this fine night?”

Still paralyzed, he could not reply except for a strong surge of mingled emotions she could sense, chief among them intense fear and excitement. Recognizing that she was at least in part the source of his distress—she knew well from her imparted memories what The Nightmare would do to him if he was this vulnerable—she then tipped his chin up to force his gaze to meet hers.

“Fear not, my dear and desirable Discord—I’m not The Nightmare. And please don’t think I’m mocking you, even if I find it strangely apt that you lay helpless before me in The Nightmare’s form.” She couldn’t resist a tease. “I just find it amusing, is all. And to think that The Nightmare had such deliciously deviantplans for you! Ones I almost find a shame not to fulfill,” she said in an ominous tone with a quick and reassuring wink up at Flutterbat, who listened closely but trusted her not to do so.

Discord broke out in a sweat even as his twin organs noticeably engorged further, gaining another half inch of length and full inch of girth each.

His thoroughly mixed reaction was not lost on her, and she offered him a reassuring smile. “Forgive me, darling, but I couldn’t resist. Perhaps it is simply her influence on me, but I see from The Nightmare’s memories that you had a certain... history with her. Indeed, she rather loathed you as you toyed with her quite frequently in ancient times, alternately helping and hindering her schemes depending on your mood or simply what day of the week it was,” she mused idly, then turned something approaching serious again.

“But to your credit, it would seem you never truly tried to help her, always thwarting her in the end. So tell me, then… is Flutterbat right to treat you so reverently? You now know how she feels about you. So what are your feelings toward her?” she asked as a stunned Discord felt his memories being rifled through again. His chaos magic blocked and his body paralyzed, he was unable to use his power to block hers, even somewhat clumsily wielded as it was.

“How interesting…” Nightmarity said softly as her eyes closed and her horn glowed weakly while Flutterbat listened hopefully. “So you do care for her greatly. In fact, you feel a great deal of affection for her. An attraction is there, if a markedly different one from your occasional but long standing trysts with Celestia herself,” she added with a wink, then probed deeper and grinned.

“To little surprise, you do gofor kinkiness, often to the exclusion of all else! And so does Celestia herself, I see—we could certainly make use of that knowledge once Queen Eclipse releases her!” She grinned and shared a wink with her upside-down friend, who grinned back. “But there is more—much more! it seems you do like the idea of being mentally or physically dominated, mostly because it so rarely occurs!” she mused.

She then picked him up bodily in her enhanced aura and began turning him over, rotating him slowly in the air to inspect him from all angles. She took some pains to lightly grope his mismatched flanks only because she sensed it was turning him on further no matter how hard he fought it, allowing herself to indulge her own dominant desires as well—desires that, she reflected, far preceded the curse and her accompanying transformation.

“For as many times as you toyed with us, it seems only fitting that you become our toy instead!” she suggested with a low growl, causing a shiver to pass through him and a sudden spurt of fluid out of his painfully erect organs, which throbbed visibly before her.

She then turned them to face Flutterbat, who could barely restrain herself from licking or grasping them with her wings. “Well, then… it would seem you’re in the greatest of luck, my dear Flutterbat—for it seems that he both likes you and the idea of how you might dominate him forevermore!

“So fear no longer to take him! By your own wishes, I will slightly mold him but otherwise prevent his transformation so that he retains his body and personality, but he will be left in thrall to your stare, answering only to you! Whatever turns you on will turn him on as well! Trust me when I say the mere idea of it arouses him more than anything else…” she all but cooed in his right ear, causing his open muzzle to dry as he took a slightly shuddering breath.

Flutterbat screed happily and clapped her bat-wings together repeatedly at the news. She shared a deep kiss of passion and gratitude with Nightmarity, giving her a mental promise of future pleasure before she hopped down from her perch to walk upright again, beginning to lay a line of kisses along a sorely aroused Discord’s face and chest.

Peregrine Pacil was barely cognizant of the words spoken around him as he lay on his back, covered with his Dragon Lord’s love.

All he knew at that moment was that he had been feted as few gryphons ever were, favored by a magnificent lord and master—as well as his many mistresses!—who held him in such undeserving sexual esteem.

He felt warm, and not just from the heat of his unsated passions or the dragon and phoenix fire that was already starting to build within him, but from the simple fact he felt loved! Treasured beyond measure as none of his kind had ever been! He even felt himself starting to change internally even if he knew not yet how, but did what little he could to encourage it, rubbing into his body as much of the mixed and magically charged seed as he could.

As he did so, he swore he could feel his entire body begin to grow and stretch, his physical and sensual dimensions growing noticeably even if they weren’t yet near the others. He dimly noted that the sensations the enhancements imparted were not at all unlike how it felt on his organ when it was freshly erect and tweaked for the first time, causing sudden eruptions of tingles from his newly-lengthened limbs and wings, his size and sensitivity growing in equal measure as his tail waved languidly above him.

He knew not how he could feel any better, but he also knew that he wasn’t done yet. That his conversion into a proper servant of the Dragon Lord and his three equally exquisite consorts had not yet occurred!

“But that’s the thing—we haven’t screwed him yet!” he just barely heard the half-Phoenix pegasus named Fireflight confirm. “I mean, he did all that stuff for us, but we didn’t return the favor? That’s not fair, fillies! I say we fix that!”

“Seconded!” Timberbloom raised a hoof. “After that performance, he deserves it and then some! So what do you say, Spike?”

“What do I say…?” an audibly-shaky Spike repeated as Peregrine held his breath again; he heard what sounded like some very sensual combat off to the side culminating in a shriek of eagless ecstasy, followed by an enormous eruption of cheers. “After how good he made us all feel? I say the four of us now keep our promise to tuck and transform him all at once!”

Peregrine smiled at the cheers that erupted behind him, consisting of both dragon roars and timberpony howls. “Yes…” he said weakly as he spread his legs wider again to show off his new girth. “Take me… ‘tuck’ me…” he used the pony vernacular for the first time.

That elicited a series of lustful growls, though only the ones in front of him held his attention or attraction at that moment. “Well, only ‘cause you asked so nicely, Perry!” Timberbloom teased. “So how we gonna do this, again?”

“Like this!” Cyber Bell responded with a fresh projection Peregrine couldn’t see through his closed eyes, raising a set of talons weakly to his head to lick the delicious dragon seed that had collected there. “I calculate that page 273 of the Pony Sutra would seem the most efficient method. It will also allow for the most streamlined infusion of all our magics by maximizing physical contact areas and fluid absorption.”

“Not bad! Okay, but we switch places later!” Fireflight declared; her avian erection rapidly surging to renewed attention. “So Spike gets his flank first, but then we all take our turn!”

“By that point, Ah reckon we’ll probably be able to take him at once! So how about it, Perry? Want all our shafts up your tail together?” she asked with a smirk.

Peregrine’s only answer was a moan and a visible shiver passing through him. He knew not how such a thing could even be done, but for all he’d already seen and experienced, anything seemed possible now, and to be able to please all of his new mates at once in such a manner brought him both great joy and eager anticipation.

“Guess he likes that idea!” Spike recognized as he began to idly stroke his leftmost erection again, reaching to the floor to grab his goblet of human spirits and take a long swig, breathing out the ignited alcohol vapors again and sighing happily. “Wow, that’s good stuff… hey, Notey?” he next called to Noteworthy, who was still standing nearby, raptly watching the scene along with his dragon-pony kindred.

“Yes, My Lord?” he stepped up and bowed his head and wings low, his dual half-dragon erections scraping the floor lightly. “How may I serve you?”

“I’d like you and the rest of the gang to do us a favor—clean Perry up, will you? Not that I mind all the spunk on him, but if he’s going to be joining us, let him be fully groomed! Let him look his best!”

Noteworthy’s reptilian eyes lit up. “As you wish, My Lord!” he licked his lips with his long tongue.

“Can we help too?” One of the Timberponies spoke up; as she’d been converted by a line of ponies stretching back to Timberbloom, she could still talk. “Seems a shame to waste all that sweet cream…” She likewise licked her lips with her canine tongue; it was only then Spike recognized her from her still-visible cutie mark as Vanilla Mocha, owner of the town’s other coffeehouse, an establishment whose signature brew rivaled Sugar Cube Corner’s.

“Sure you can! I’m not greedy—I want to share!” Spike told them. “If you want to help, go for it! Clean him, caress him, but don’t let him cum, okay? We want to do it ourselves!” he instructed to eager nods.

“Don’t worry, I got that covered,” Cyber Belle spoke up, fresh biometric displays flashing across her eyes. “I got my nanites in him, and some of them are sensor probes. Using them, I can monitor and head off any orgasm. But don’t fret, Perry—you’ll still feel plenty of pleasure!” she promised him with a wink he didn’t see. “So the rest of you, don’t hold back—don’t take him directly, but otherwise? Do whatever you like to him!”

“Th-thank you…” Peregrine scarcely had time to reply before he heard the approach of many hooves and paws accompanied by the soft flutter of membrane wings. His breath caught as he felt a series of warm exhalations wash over him, felt keenly against his moisture-sensitized surface. A seeming score of canine and dragon noses sniffed at him, drinking not just his scent but the spoor of the seeds that covered him. They soon shifted to his expanded erogenous zones, nuzzling his swollen apples and larger leonine sheath while others nosed beneath his tail or headed for his wings or head.

His breathing turned ragged as he anticipated their touch, causing him to shake and shiver again, his now-nine inch lionhood pulsing noticeably with each beat of his racing heart, anticipating their first tastes and touch.

He didn’t have long to wait. He couldn’t help but emit an embarrassingly shrill squeal as the first tongues darted free of their owner’s muzzles, causing his body to twitch and hips to buck, the first languid licks finding his leonine apples first and then quickly proceeding to cleaning the accumulated sweat and seed from beneath his tail. The narrow dragon tongues in particular were able to swiftly find their way inside him, worming several inches deep.

He shivered at that—he had never even heard of such an act before then and knew not what to call it, but he quickly realized he loved it! He had no idea that area could be so sensitive! He scarcely had time to register the thought before more tongues reached him.

Tongues on his chest feathers!

On his hindquarters!

On his flight muscles!

On his furred belly!

Even on his rigid and drooling shaft!

He moaned. He writhed. He wondered again what good deeds he’d done to ever deserve this visit to pure paradise, and how he could ever pay it back as he next discovered that the former pegasi members of Spike’s harem and the Timberpony contingent knew how to properly preen him, licking and nibbling his flight muzzles, and in the case of the dragons, occasionally breathing heat on them to send more blood into them, redoubling their sensitivity yet again.

Barely able to drink it all in and wondering how much longer he could last under such a deliciously sensual assault, he pawed weakly at the air with his foretalons and splayed hind claws as they continued, giving him all their appreciation and attention.

A few remarked that it was the first time they’d ever been with a gryphon or seen one so up close and intimate before, while another said that they greatly enjoyed his scent and sleek form. Feeling all but worshipped as every inch of his body was cleaned and explored in turn, he felt himself being driven to ever-higher levels of excitement and sheer ecstasy, reflecting that he never knew what that word truly meant before then!

Within half a minute he was fully cleaned, and yet, they didn’t relent, continuing to bathe and groom him. The rough-and-smooth surfaces of their respective tongues made him want to explode; to release his passion and surging seed into their waiting muzzles that painted his furred-and-feathered form with endless, sensuous licks.

But to his frustration, he did not climax, as he quickly found he could not; the pathway to it somehow blocked, forcing him to accept greater and greater levels of luscious pleasure without any prospect of relief. So many tongues cleaning him! Caressing him! Preparing him to be taken properly, for he knew in his heart the Dragon Lord was correct—how could he not be anything but at his most presentable for their coming union?

For what kind of a griffon would he be if he did not pay his master and mistresses proper respect?

A minute later, they had finished, stepping back from him. His fur and feathers were all but gleaming; even his tail tassel and been groomed so it came to a perfect point. “How’s that, My Lord?” Peregrine only distantly heard Noteworthy ask as his head was all but swimming in pure pleasure.

“Perfect!” Spike said in response, having closely and very appreciatively watched the scene, taking careful note of what Peregrine had liked the most. “Thanks, gang! You’ll get your chance with him later, if that’s what he wants, but now? It’s time for the Main Event!”

Nightmarity sat back and watched happily as Flutterbat began to go to work on Discord. The former took great satisfaction in knowing that her longtime friend was finally able to sate her long-frustrated desires, and that she had made it possible.

As she continued to observe them, Nightmarity herself resisted with all her considerable will the temptation to join in. “Business before pleasure, Nightmarity…” she reminded herself softly, mentally rehearsing what she would have to do in order to fulfill her promise to her friend, preparing several spells while she closely monitored the pair. “And friends above all!”

The action had started to pull some attention their way, with several Timberponies wandering over in the wake of the concluded duel, including an eager Timbermac and Timberjack, whom Nightmarity had already decided she would not alter in any way—she loved and respected them far too much for that! But she did transform the scene with a surge of magic, turning it into an extension of her Steedgyptian setting, putting the Chaos God on a torchlit dias while she simply lounged on her own beside it.

Flutterbat barely noticed, however, continuing to rain bites and kisses down his chest and belly until she finally reached the first of his twin organs, to which she gave a churring moan as she grasped his drakehood with her wing talons and wrapped her long tongue around it several times, using her unique means of giving oral pleasure to Discord’s great and evident enjoyment, in the form of his twitching twin shafts and fiercely flushed cheeks.

Nightmarity couldn’t help but chuckle at that. She asked the two Apple siblings to attend her with a quick mental instruction, the pair quickly growing her fruit and flowers as she rewarded their love and obedience with tendrils of aura wrapped around their canine organs, stroking and squeezing them slowly, causing their backs to arch and tongues to loll.

She did not, however, allow them to service her own rigid organ, and would not until her task was complete. Tempting as that is, I do NOT need distractions right now! And neither does she...

“Later, darlings. We must see to our dear friends first,” she informed them before turning her attention back to the bat-pony/draconequus pair. “Not too fast, my dear, for he’s already in grave danger of climaxing, both from the stimulation of the Pie Sisters and our earlier conversation!” she warned with a chuckle as Timberjack quickly grew some fresh fruit and speedily distilled it into a sweet wine, as Timbermac grew a wooden goblet to pour it in.

“I’m afraid you are both quite keyed up and ready for release—not that I blame you! Such desperate desires! Such unrequited love! Oh, you make a hopeless romantic like me proud!” She raised a hoof to her head as she indulged her own stallionhood with a single magical stroke.

Flutterbat relented at least slightly. With flushed cheeks, she then turned back to her friend, squeaking a question to her.

“What does he want you to do? Hmmm…” Nightmarity closed her eyes and concentrated again, then smiled at the first image she saw from his mating-fevered mind; a fantasy which he tried but failed to keep from her.

“Well, Discord—I see you would give the phrase ‘tuck your brains out’ a whole new meaning! She laughed out loud as Timbermac and Timberjack smirked, glancing at each other as they presented Rarity with her drink and a bow. She accepted their offering with an approving nod of her head and an affectionately scratching tendril to their chins, sipping it and sighing happily—it was the perfect balance of fruit and fermentation!

“So you would love to have your mind blown by being rutted through your ears, my dear dragonequus? I do believe enabling such a thing is within my considerable power with some malleability and other spells!” She teased him with a phallus-like tendril which she sank fractionally in an ear, to a shuddering gasp before she withdrew it.

“But no. I have a better thought,” she said with another sip of wine, exchanging a quick kiss with Timberjack, who closed her eyes and smiled as her brother reached behind her to begin lapping at her nethers eagerly with his darting tongue; his larger organ leaving a trail of glowing green drool on the floor.

Nightmarity observed the act appreciatively for just a moment before turning her attention back to Discord, who mentally pled with her to help Fluttershy end his sensual torment before he went mad. He promised her power and riches and even exotic Chineighse silks for her fashion shop if she would just let Fluttershy fulfill his forlorn fantasy and let… him... come!

“Begging? From you? My, how the tables have turned!” Rarity laughed out loud. “I do believe The Nightmare would be both disgusted and delighted with you while she took full advantage of this opportunity!

“But fortunately for you, I am a far more generous goddess than she, for I serve the interests of my friends instead of myself! Fluttershy wishes your first time to be special, and so it shall be!” she announced grandly to her gathering audience, which included a bevy of Timberwolves and recently returned sirens seeing what had become of their former mistress, humming softly to themselves.

She gave them a nod of acknowledgement and a mental apology for her previous actions under The Nightmare’s thrall. “Let it be known, Discord, that I have seen enough of your thoughts and chaos kinks to guess what would turn you on. That I have enough power to make it happen. And more than enough imagination to surprise you with it!” she promised, then turned to Fluttershy with an eager gleam, licking her lips at the idea she had come up with.

“So tell me, my dear former Fluttershy… how would you like to be a father and your ‘sweet and wonderful Chaos God’ to be the mother of your bats?” she asked her surprised friend with a wink and a grin as Discord’s eyes darted to her in shock.

“Thanks, gang! You’ll get your chance with him later, if that’s what he wants, but now? It’s time for the Main Event!” Spike said in an air like he was emceeing one of DJ-PON3’s raves, who had been playing some battle ballads for the now-decided contest between Shadowdash and Night Owl.

The former, Spike noted briefly, had left with her weather-team-turned elite guard to be with Queen Eclipse, while the latter, after being attended to, noticed another gryphon and made her way over to observe. She walked over somewhat awkwardly, still badly flushed and unsteady, her sensually-stiffened wings useless for flight and leaning on her thestralcorn stallion mate heavily.

Spike recognized her from his forays to the Ponyville Post Office. “Oh, hey, Owlia! See you got caught up in all the Nightmare Night fun too! Nice new look! You’re just in time to see us take Perry, here!” Spike called to her.

“Back at you, Spike. And… Peregrine Pacil?” She recognized him in surprise with the rest of her post office coworkers, a shadow of desire for him crossing her face as his glazed eyes locked with hers briefly, his cheeks still badly flushed and arousal all but unbearable.

“Owlia Accipter…?” he dimly recognized her voice, having not recognized her altered appearance before. “You’re a… bat-gryphon?”

“Sure am! But my name is Night Owl now!” She grinned, looking him over lasciviously, only for her expression to suddenly drop. “Wait—you were coming into Ponyville tonight to deliver a package! Did you—”

“Received, signed for and delivered,” Cyber Belle told her with a smirk. “All dealt with by Derpy. Or excuse me, Digi-Derpy.”

“Huh. Figures she’d be the only one to remember her duties!” Certified Male, manager of the Ponyville Post Office mock-groused, then nodded towards Pacil. “But he was due in at five! Was he on time?”

“He did! Gather he flew into town right at 5am,” Spike confirmed with a glance at Noteworthy, who nodded, still licking his lips and cheeks clean of the delicious seed he’d cleaned off Peregrine, remembering with equal delight the taste of it and the musk of his increasingly large and laden griffon apples.

“Well, then—I guess I’ll give him a good performance review! But only if you’re satisfied with him, Spike!” he gave a mock warning.

“Oh, believe me, we already are, C-M! And since his courier duties are done, he’s off work and about to join my harem!”

“Really? Lucky…” Night Owl granted, admiring Peregrine’s enhanced if not yet evolved form, her eyes slowly tracing the outline of his male organ and noting the size of his orbs, easily already double the griffon norm. She was able to smell with her enhanced senses how excited and eager he was—and even without a mating round, never mind his rigid wings and lengthened organ! “He’s a good griffon, so treat him right, Spike! Can’t wait to see what he becomes…”

“Neither can we! So let’s do this, Perry!” Spike patted his lap to invite the tiercel forward again. “You’ve waited long enough! So come up and come on over! Hey, these drakehoods of mine won’t tuck themselves!” he repeated the line he’d used hours earlier on Carrot Cake, whom he had granted leave to go back to Sugar Cube Corner with Cup Cake and Cyber Lee to tend their foals, and to rekindle what Cyber Belle had already gathered from her former schoolteacher’s transmitted memories was an old relationship between them.

Though still weak-kneed and unbearably aroused, feeling like he should have come five times already, Peregrine pulled himself up and attempted to obey. With the cheers of the many onlookers urging him forward, he slowly raised himself to all fours, glancing at himself in a mirror to see that his fur was well-groomed and that all his feathers were in place and perfectly preened. Satisfied, he turned back towards his waiting Lord.

I am not worthy… he thought yet again as he prepared to let the Dragon Lord claim him, but a lowly griffon courier. Despite their shakiness and continued tingling, every nerve in his over-pleasured body feeling like they needed to climax individually, his urges compelled him forward, step by step.

As he got closer, he realized he had no idea what the proper mating pose for such an unlikely act was, aside from some furtive looks he might have taken at an underground interspecies relationship magazine, one showing a progression of pictures that ended with a pony lionhood buried deep within griffon hindquarters.

Male griffon hindquarters, almost to the medial ring!

But seventeen years old at the time instead of the twenty-three he now was, he had slammed the magazine shut when he realized he was staring at it, and getting very aroused. He’d tried to suppress the memory as much as possible, writing it off to not having a mating round in months. But he did remember the pose the griffon had taken, so as he got closer to Spike, his eyes fixed on his twin drakehoods he had so enjoyed the feel and taste of, he bowed low before his Dragon Lord like the royalty he was…

And then he turned around and crouched on his forequarters while raising his tail high behind him, displaying his anal orifice to his new lord in offering.

He was rewarded by a sharp intake of breath and low rumble. “Now that is a tempting sight…” Spike growled lustfully, only barely able to restrain himself from lunging forward right then and there.

“You said it…” Timberbloom agreed with a canine growl. “Look at that nice virgin griffon tail, just begging to be taken!”

“Love it! But Spike gets it first!” Fireflight reminded all present from her hover.

“Right. Keep to the plan,” Cyber Belle likewise reminded them as she continued to monitor his vitals from within him, occasionally tweaking a nerve impulse here and there to raise his arousal and pleasure level further. “He’s all yours, Spike!”

“Don’t mind if I do, Perry!” Spike said huskily as he reached out to put his hands on Peregrine’s hips, tasting his curves and squeezing his flanks to get a sense of the sinew beneath. The young tiercel’s only reaction was to take a shuddering breath of his own and splay his wings out further, announcing his enjoyment of his Lord’s actions for all to see.

“Wow, neat…” The young drake next leaned in to sniff at the area, breathing warm smoke over it which quickly soaked the tiercel’s body with additional heat and conversion magic. “Love your scent…” he told him as he continued to take deep inhalations, wrapping his tongue around one swollen apple, then the other, lifting its weight in turn, noting how full and ready to explode they were.

“And your taste…” he next licked directly beneath his tail at the fully cleaned area, causing a sudden squawk of pleasure and Peregrine’s legs to nearly buckle; it was all Cyber Belle could do to keep him—and herself!—from coming right then and there as Spike buried his tongue within him as far as it would go.

“Whoa. He likes that!” Timberbloom was delighted but amazed, echoing the general reaction of the crowd.

“Me too! I like that he likes it!” Fireflight realized. “But the thing is, I don’t even know what to call it!”

“Humans call it ‘rimming’,” Cyber Belle announced with a satisfied smile in a slightly unsteady voice, sparing some cycles to record the scene for later private playback, to be able to enjoy it more thoroughly when she wasn’t tasked with keeping him from climaxing. And increasingly, herself! “Works for me. And for Spike, by the looks of it!”

Spike didn’t reply as he continued to pleasure his soon-to-be harem griffon, wondering if he’d just found a new favorite to go with the CMC and the Cakes. He continued to ‘rim’ the squeaking, squawking, gasping young tiercel, holding him up as he could no longer do so himself, stiff yet slumping forward even as he tried hard to push back against his Lord’s paws and tongue.

Spike then reached around to grope his new male griffon lover with his talons, feeling his exotic apples, sheath and large leonine malehood in turn, noting how it pulsed and throbbed in his grasp before Peregrine began helplessly thrusting into it, his organ like a leaky faucet as it drooled a slowly expanding puddle on the floor.

Encouraged by the cheers around them, Spike availed himself of the fluid by gathering some up and then rubbing it along the length of the tiercel’s organ to slicken him with his own juices, intensifying his new mate’s pleasure further even as his dragon organs throbbed hard in his lap, begging to be buried within the tail he was so eagerly tasting.

“Spike…” Alert messages flashed across Cyber Belle’s eyes, finding herself getting some sensual feedback from his tapped nerves that caused her own arousal to spike dangerously high; her cybernetic stallionhood involuntarily reconfiguring itself into a griffon organ, quickly becoming a duplicate of Peregrine’s. “Much more of that, and I won’t be able to hold him off! Or me!” she warned, sensing her excitement levels and semen reserves were nearing overcharge.

“Right…” Spike reluctantly let him and his exotic griffon organ go, reminding himself that there’d be plenty of time and other opportunities to enjoy his newest harem member in other ways if he wished. “Okay, then… upsy-daisy!” He reached down and bodily picked a softly panting Peregrine up with surprising ease, positioning his half-eagle, half leonine form above his lap. “He’s primed and ready! So I tell ya what, Perry—I’ll do for you what I did for my other harem mates! I’ll tuck you with one ‘cock’, and then the other!”

“N-no!” Peregrine shook his head hard, surprising himself not just for his vehemence but for what he prayed wouldn’t be taken as backtalk. “Please, my Lord… give… me… both!”

“Both?” Spike repeated dumbly, his twin organs twitching hard in his lap at the idea. “Nopony’s taken both at once yet!”

“Then let me be the first!” The young tiercel curled up his legs and reached back to spread his own ‘flanks’ as wide as he could with his foretalons, trying to stretch the already-loosened opening beneath his tail to prepare it for entry. He eagerly anticipated his Lord’s twin drakehoods prying him apart and claiming him from the inside, flooding him with both his power and his pure dragon essence! “Let… me… be special!”

“Dude, you’re already special just for being our first griffon!” Fireflight pointed out, her tone incredulous but her expression one of giddy delight.

“And we’re all gonna take you here in a minute! Are ya saying that ain’t special?” Timberbloom asked even as she sat bolt upright at the pose Peregrine was in. His desperate desire to be taken by Spike even eclipsed their own; the scene doubly arousing to her for his total surrender to being turned into a tiercel tucker—or should that be a tucked tiercel? she wondered to herself with a lick of her muzzle and chuckle, ready and eager to do her part.

“Perry… are you sure?” Spike had to be certain, resisting with all his might the desire to avail himself of the offer immediately. “You’re not transformed yet! I don’t want to hurt you!”

“But I want to please you!” he all but begged in a keening voice, flaring his wings and headfeathers in enticement again. “Let my tail… be your treasure trove!” He inserted one talon, and then another, and finally a third! into himself, showing how much he could already take.

Spike nearly came from the display. “I-if you’re sure…” he said shakily.

“He can do it,” an equally breathless Cyber Belle promised, noting his vitals and arousal level had backed off slightly only to surge again. The feedback threatened to overtake her programming once more as she had to quash a series of rogue subroutines that tried to reshape her anatomy; including making her back sprout a facsimile of griffon wings.

“My nanites’ll make sure of that. I got him, Spike…” she promised as she picked him up with her aura, praying that her strengthened firewalls—she’d reinforced them after The Nightmare’s takeover—could hold off the compelling but corruptive energies for just a few minutes more. “Now do him! Take him!” she implored in an anything but dispassionate tone.

“This is it, then…” Spike squeezed both his organs together, noting not for the first time that doing so molded each to the other, turning them into but one half of a greater whole. He then positioned them right at the entrance of Peregrine’s already-eager and loosened orifice, as the large crowd of onlookers of all conversions watched in surprising silence, completely spellbound by the display.

“In… we… go!” Spike announced as Cyber Belle took her cue and lowered the ready-to-be-tucked tiercel onto Spike’s waiting pair, his opening rapidly stretching to accommodate his Lord’s impressive double-girth.

“By the Ancient Dragon Lords / By my Ancestors!” Spike and Peregrine exclaimed at once, one with a cub-like squeal and the other with a dragon hiss and fresh eruption of smoke from his nostrils as he began to sink deeper. Spike clutched the young tiercel to him as his ridged but tapered tips began parting the surprisingly yielding sphincter further as they pushed deeper, his dragon talons flexing against his new griffon lover’s furred and feathered form.

But Cyber Belle’s nanites instantly repaired their minor pricks and turned any pain he might have felt to sheer pleasure as Spike began to feel him up in earnest from behind, running his paws all over his chest feathers and belly, soon fondling his wings and flight muscles directly.

“I love your body, Perry…” Spike said with true fervor as Peregrine could only moan and paw weakly at the air, his eyes tightly shut as he savored every grope and inch of girth of his Lord’s organs pushing ever-deeper within him, Their combined size growing as they got deeper, reaching eight, then ten, then twelve inches of girth!

“Holy… he’s actually taking it!” a writhing, reeling Peregrine wasn’t sure who said that as Spike had sank nearly his first eight inches of length into him and was still going deeper; to the tiercel’s mild disappointment, his Lord’s girth no longer grew but his ridges got sharper towards the base, scraping and stimulating him from the inside further, leaving him wondering how much more pure pleasure he could take!

Even after all he had experienced, he was shocked to feel a very strong but surprisingly sensual pressure at one particular point inside of him not far from the entrance; each rub of a ridge or simple but keenly felt throb of his Lord’s combined shafts causing a surge of blood and spurt of seed out of his own erect and still-expanding organ, which felt like it had gained another inch of length just in the past minute!

But he had barely time to consider it before his new Dragon Lord groped his lionhood again and collected the freshly released fluid from its tip, then fed it to him with a single taloned finger prying open his beak, letting him taste his own seed.

He suckled the taste of his own taking and submission eagerly as the larger drake began to tuck him in earnest, his hips thrusting repeatedly beneath him. Peregrine clutched his master’s pleasuring paws to him, urging him to fondle and feel him to their heart’s content. Spike immediately availed himself of the offer, exploring every inch of his new tiercel harem mate’s body anew.

“That’s our Perry!” Timberbloom called, silently urging Spike in the rest of the way and waiting her turn.

“And that’s our Spike!” Fireflight added, resisting the urge to join in. “Isn’t it our turn yet?”

“Yes. Time for phase two…” a badly distracted Cyber Belle decided, less because she judged it the optimal time than the fact that she knew she couldn’t maintain her focus or firewalls much longer; Peregrine’s pure pleasure and passion threatening to overwhelm her despite all her backup logic capacity. She’d also picked up a surprising and badly suppressed fantasy from him, reading his deepest desires from some of her probes attached to his neurons.

“Might be able to use that later. Until then, here we go…” She directed her nanites to a new purpose, and they responded instantly to all the power and dragon-soaked conversion magic they were being fed as a second organ swiftly took shape beside his first, growing quickly, while his first organ’s expansion slowed as it surpassed eleven inches long.

His eyes opened briefly to watch in amazement as his second organ grew and new sensations flooded him; even while it was smaller, it felt just as good to him and perhaps even more so because its nerve endings were fresh and he was unused to the additional sensual input.

But it quickly reached the dimensions of its older brother, visibly growing and swelling with each fresh pulse of his pounding heart surging even more blood into it, continually stretching and stimulating the rapidly swelling flesh. He found himself trying to encourage it, shifting from side to side, wriggling and writhing as much for that as to feel and work deeper more of his Lord’s magnificent dragon meat, whose heat he could feel was warming him from within!

Cyber Belle waited until his two half-avian, half-lion phalluses were of equal length before she relented her efforts and nodded in satisfaction.

“That’s it, then,” she announced, licking her lips lightly as she withdrew her probes. “He’s ready for all of us! Now, Spike!” she told him, and pausing his efforts briefly, Spike leaned back on the lounge and pulled Peregrine with him, taking pains to face their audience and spread their legs as he did so, showing just how far he was sunk within the young griffon and how much he’d actually taken.

The crowd ooohed at that and several took involuntary steps forward towards the scene, only to be restrained by the dragon ponies present, who reminded them firmly that Peregrine Pacil belonged to Dragon Lord Spike and his CMC consorts alone.

“What a view…” a male voice called from the audience, belonging to a pegasus cyberpony who generated a pair of zoom lenses over his eyes, eagerly recording the scene.

“What a prize!” a Timberpony mare rejoined. “I want my own griffon now!”

“Me too!” came a chorus of voices from all but the dragon ponies, who fully agreed with the sentiment and smiled but said nothing, knowing that by their Lord’s benevolence, Peregrine Pacil would be shared with all of them shortly.

And that they would be unleashed upon the Griffon Kingdom to convert and collect all griffons in due course.

Peregrine himself wasn’t sure what was happening or why the sudden shift of posture, but he didn’t mind at all as he was displayed to their audience, showing off his submission and subjugation to his new Dragon Lord, whose ability to turn him on beyond all reason or measure even without a mating round was as unlikely as it was irresistible!

He reveled in his taking and the audience observing it.

He wanted all to see that he was worthy of such a mighty male and his harem!

He wanted all to know that he was desired above all else by not just dragons, but the greatest of all drakes!

He wanted them all to see that he was able to do for him what no other being yet had!

Then maybe… I truly AM worthy? he barely dared hope even as the dragon lord pulled him on top of him, taking him from behind as he lay on the lounge beneath them both. His now-twin lionhoods stood proudly into the air at a slight angle from each other, untouched as the Dragon Lord continued to molest the rest of him; the two thirteen-inch phalluses now matting his stomach fur with fluid and their tips nearly reaching up to the start of his chest feathers.

Each pulse of his racing heart released a fresh glob of his seed from his twin tips into his fur, which was ruffled in many places after the repeated passage of his Lord’s talons, which continued to feel him up so deliciously from head to wing.

“Our turn!” Cyber Belle’s voice called as she self-levitated herself over, sitting to the tiercel’s immediate left while Timberbloom took a mirror position on the right while Fireflight positioned herself over his head. “And to borrow a human saying, we’re gonna ‘rock your world’, Peregrine Pacil...”

Author's Note

It's been a long time coming, folks--pun intended--and it's not over yet. The reason I ended the scene here was twofold: 1) I hadn't fully decided what the final part of this would be, and 2) whatever it was, it would be anticlimactic after all this to continue. This is the proper stopping point, so Peregrine Pacil's final fate and form will be shown in the next chapter.

You'll also be getting the Discord/Flutterbat scene in due course with plans to bring Nightmarity in as well, and of course, we have to step back to tell the story of the battle between Night Owl and Shadowdash, and to the winner goes the spoils as Shadowdash and her team get to be with Queen Eclipse.

And thus does Nightmare Night resume after a three-month absence. I'll be concentrating on this for a bit, because quite frankly, I think we could all use the distractions right now. Enjoy, and thanks goes to AJ_Aficionado for reviewing this in full. Appreciated, friend!