Dusk finished the chapter and turned the book over on his desk to put his hands behind his head and lean back in his chair with a contented smile. Spike was out with Rarity, the newest member of their family, Owlicious, was fast asleep. It was also around noon on a Tuesday, so he wasn’t expecting any customers, but even without all those things, Dusk would still feel completely at ease just to be back in his house after his brother’s wedding.

In the back of his mind, he knew that Chrysalis and he army could still be out there- Tartarus, his interactions with “Cadence” had reminded him that one of them could be Owlicious for all he knew, but it had been centuries since anything like Canterlot had been attempted, and would hopefully be another few centuries before it was attempted again.

The purple unicorn was debating whether to read another chapter or go make some lunch when he heard the doorbell jingling a floor below.

“Dusk! I’m home!”

Back from Rarity’s already? Dusk wondered as he set his chair back down on the floor and stood up. And if she got tired of him and sent him home, which is unlikely, why does he sound so chirper?

Nevertheless, the librarian put on a smile and descended the spiral staircase until his dragon brother came into view, standing in the center of the lobby.

“Hey, Spike. How was it helping Rarity with her new line?”

“She said she could finish without me, and I figured I’d come back here to make you some lunch.”

Dusk was still curious about Spike’s explanation, since Spike always seemed to find another way to be helping Rarity. But then again, they both knew from experience that if the book Dusk was reading was any more engrossing, he’d need his little brother to make him a meal so that he wouldn’t forget (a good book was the one thing that could offset Dusk Shine’s legendary schedules. That, and one of Celestia’s games). Spike loved Rarity, but not the the expense of his brother.

“Have we gotten any mail from Cadance and Shining on their honeymoon?”

“Oh. No. Derpy hasn’t come by yet,” he responded calmly, his curiosities mostly absolved. “But you really didn’t need to come back for me, Spike, I’m afraid my newest read is hardly Daring Do,” he smiled, and then began walking for the stairs. “How about I whip us both up some sandwiches-”

“Nah, nah,” Spike said, quickly jogging past him, stopping him with his arm, and going up the stairs. “I’m the subordinate. I’ll handle it.”

“Subordinate?” Dusk repeated, his face now one of pure confusion, and Spike stopped halfway up the steps. The unicorn supposed that, since Spike had pledged to be his #1 assistant, the term wasn’t technically incorrect, but they’d never used that word or anything like it, and their relationship had always been one of brothers simply wanting to help each other in their goals.

“Uh, yeah,” Spike turned his head back down to Dusk, smiling. “I mean, I help you with your work and everything, so I pretty much work for you.”

“Yeah,” Dusk respond slowly. Spike was using the same rationalization he had, but the air of the room was now tenser than ever, and in the span of a second, the unicorn contemplated how to proceed.

Could this be a changeling? No! That’s not right! I can’t go through life worrying that my friends and family are changelings everytime they do or say something weird… Then again, I suppose it wouldn’t hurt if-

Dusk forced another smile and was about to ask the dragon if he could make him his favorite type of sandwich when the doorbell rang again, and the unicorn nearly jumped.

“Good afternoon, Dusk,” a very elegant and refined voice Dusk recognized said from the doorway. Dusk turned his head back to see Rarity casually walking into the library.

Only this wasn’t Rarity. It took the unicorn a second to place his finger on what was wrong with the picture he was seeing, but he realized that she was wearing jeans and a Sapphire Shores T-shirt; two things the real fashionista wouldn’t be caught dead in.

It was official now; either this was some strange dream where everybody just the slightest bit out-of-character, or chang-

“Uuuuh!”

Dusk heard a ringing, but had no time to react before “Spike’s” blast struck his head. The expert mark-changeling’s shot was a direct hit on the Dusk’s temple, and the unicorn felt no real pain at first. His world flashed back and his senses swam, and the feeling of collapsing to the floor barely registered in his mind.

“Good spywork, darling,” the faux Rarity chided her partner maliciously. “You’re lucky I was listening so closely.”

“I’m the assassin, not the actor!” the first changeling shot back.

No. No. C’mon, focus! Dusk thought, forcing his senses back in order and trying to push himself up. I have to get up. Have to fight them. There’s just two of them, I can-

The were two simultaneous flashes of green flame in the room, followed a split second later by the sounds of two horns ringing. Dusk closed his eyes and tried to will a shield into existence around him, but he was already too late.

The two strength-draining beams hit different points on his back, and with their combined power, everything was quickly drained from the unicorn’s once powerful body. First, his horn felt empty, and then his muscles drained of life until he felt a limp skeleton, and what little progress he’d made pushing himself up by his arms was undone.

This time, colliding with the hardwood floor did hurt his snout, but he was more concerned with the feeling of his vocal chords fading away in his throat, and the darkness appearing around his eyelids.

Fuck you, Chrysalis. You want me alive again, well you’re gonna get me alive, only this time you’ll have no convenient excuse for my absence, and my friends are gonna see through the imposter you put in my place at warp speed. I’m gonna awaken to the sight of my friends cutting open my cocoon.

The world went dark for Dusk.

See you soon, cunt.

Waking up from having one’s strength sucked right out is a funny thing; Consciousness returns just one bit at a time, and gradually.

Dusk was technically awake some time before he felt anything, much less could open his eyes. He didn’t know how long he spent floating in that pitch black, silent void in which he seemed to have no body. He initially panicked, worrying that his abductors had killed him, before remembering the effects of strength-training spells.

That knowledge only made him feel marginally better though, as he still had no idea how long he’d be trapped in his mind like this, or whether things would be any better for him once he woke up in one of the changeling cocoon’s ponies knew so little about, if one woke up at all while inside.

Knowing full well the effects of long-term sensory deprivation, he started trying to come up with various games, memories, and fantasies, but stopped when he noticed something.

Is it just me, or is it getting colder in here? And how can it be colder than it was earlier if I can’t feel- A wave of joy and relief washed over him. Yes! Yes! I’m gaining my strength back! I can feel things again! C’mon, Dusk, focus. What can you feel? What can you hear? What can you move?

The chill slowly became more distinct as the coldness of being presses against a wet surface. And it only seemed to affect certain areas of his body, which ruled out a cocoon.

He kept using his disciplined mind to try to pay attention to every little gradual change he felt. It was torturous being forced to wait for the world around him to slowly come into focus as life returned to his body, but the fact that he wasn’t in a cocoon gave him hope. Hope that he either wouldn’t be in Tartarus when he woke up, or if he was, that he’d be able to do something about it. Just like reading through engrossing material, he hung on every new bit of info gleamed.

The next thing Dusk truly felt was a deep pit in his stomach; with no food in his belly, his body had been forced to draw on the little fat in his muscular form to get his cells firing again. His neck also felt rather sore, as if he’d been hanging his head for too long, which meant he was upright.

Next came his hearing. He couldn’t make out any words or specific sounds, but the area was abuzz with constant noise of some sort. Humming? Mumbling? He couldn’t tell.

His next revelation was a bit more disturbing. As the various sensations of coldness, dampness, and pressure all around him slowly coalesced into the shape of a unicorn body he realized that what he was feeling could only make sense if he was completely naked. The only parts of him that were covered by anything were his arms and legs, which were bent behind him and imbedded in a moist and cold, but still quite hard substance.

Dusk concentrated on his forehead, and felt it was unobstructed, but something else felt odd about his magic. Either way though, he’d have to wait a bit longer before he had the strength to try even the most basic spells.

The sounds around him were becoming louder and louder, and their origin as muffled moans and groans of other ponies echoing around a small room was soon obvious. Knowing his terrible fate had befallen anypony else was terrifying enough to Dusk, but the voices…

Oh, Celestia no. Please no.

Full feeling, and the first vestiges of strength had returned to the unicorn by that point, and with considerable effort, his eyelids fluttered open. The room was only moderately lit, so it only took his eyes a second to adjust. Once they did, he saw basically what he expected, but what still mortified him more than getting his first and only A-, seeing Nightmare Moon, and being banished by “Cadence” combined.

“Hhhuuuummmffff! Hhhuuuummmffff!” Shining Armor called to his brother as best he could through his double-wrapped muzzle.

All around the small, cavernous room made out of some kind of biological concrete and lit by glowing green pods on the floor and ceiling, six stallions Dusk knew, some more closely than others, were stripped flank-naked, their arms, legs and wings pulled behind them and imbedded in the walls.

Their muzzles were all wrapped both vertically and horizontally, but that didn’t stop their ceaseless moans and groans as the various appendages that protrude from the walls behind them carressed and teased their fully erect cocks and, at this point, blue scrotums.

They were being tortured and molested. What purpose this served to Chrysalis, Dusk had no idea, since changelings couldn’t feed off pure lust, but the terrible sight sent adrenaline coursing through his veins, greatly accelerating his strength’s return.

“S-Shining?” the unicorn croaked out. Several of the slimmer tentacles had entwined the captain's member, and were quickly making him delirious from sheer frustration and exhaustion after the initial rush of seeing his brother awaken wore off. Shining tried his best to stay focused, to try to communicate with the pony he knew would save them, but after so long like this, it was hopeless. His eyes slowly rolled back in his head.

“Shining. No!” Dusk called out again, this time in a slightly stronger voice, as he saw his BBBFF slowly succumbing to the onslaught on his genitals. He saw that Shining’s horn was unobstructed to, and wondered why he hadn’t freed himself already.

Dusk closed his eyes and evisioned a blast of purple pushing out from him every which way.

Nothing happened.

He opened his eyes, panic starting to grip him, and tried again with the same result. With all his might he tried to produce even the smallest of sparks from his horn, but there was nothing. There had to be some kind of anti-magic device nearby.

This has to be some sort of nightmare! I could have been stupid and gotten myself captured, but Shining? He and Cadence are on their honeymoon in Los Pegasus. They couldn’t have taken him without somepony noticing.

The unicorn looked around the room, from right to left, to all the familiar stallions enduring the assault from the differently-shaped tentacles. Most were preoccupied squirming or going made from the teasing brush-like ends of some of the tentacles, but the stronger ones looked him straight in the eye, but Dusk couldn’t tell whether it was out of pity, or hope that the Element of Magic could save them somehow, which made Dusk rather uncomfortable, and made him quickly move on. The situation seemed to make less sense with each fellow prisoner he saw and thought about.

Big Mac? I thought you were working the farm today with AJ. I saw you just three days ago.
Soarin? And still wearing your flight goggles? How could changeling take a star Wonderbolt from the academy without creating a fuss?
Braeburn? They took an average farmer out from the desert?
Doctor? You and Derpy are always travelling all over.
Thunderlane? How could Ponyville be missing so many stallions without me noticing?

Again, Dusk felt like he was in a nightmare; held captive by changelings and forced to watch ponies he either cared deeply or had great respect for violated and driven insane. But even as he formulated that theory, the holes were obvious.

Where’s Princess Luna? Why is it these ponies and not all my family and closest of friends? And why does everything feel so real?

That last thought made Dusk afraid, and he quickly, put painfully due to the soreness, turned his head down to his own loins, where thankfully, his member was still in its sheath, he saw to tentacles coming from the wall behind him.

Immediately after his relief though, he felt ashamed, and looked up to his fellow captives. He was bound just like them, but hadn’t been gagged, and wasn’t being assaulted…

Yet. He’d just woken up. He’d have like to ask his fellow captives what they remembered, but between the shaft-stroking, tip-teasing tentacles and gags, that’d obviously be futile.

“D-Don’t worry guys,” he said, trying his best to look all of them in the eye even though the unsureness in his voice was obvious. “I- I’m gonna get us out of here. And if I can’t, there’s no way the imposters the changelings left in our place are gonna fool anypony for long.”

“Still proud of having seen through my disguise at the wedding?” a familiar voice that made every stallion in the room tremble sounded from down the room’s entrance hallway to Dusk’s right. The sound of high-heeled boots both clopping and squishing on the semi-organic floors, and getting louder as they did so, soon followed.

“Chrysalis!” Dusk shouted at loud as his almost completely unfrozen vocal cords would allow. He was about to continue when the approaching changeling queen spoke up again.

“Please don’t threaten me with Celestia’s wrath or call me a coward. I had my other studs gagged for a reason.”

The sound of the word “studs” made all seven stallion’s ears perk up, and they all quickly looked to one another despite their exhaustion. Dusk took this to mean than none of them had been given any explanation for their abduction until then.

The prospect of being a breeder for the changeling army was not a very pleasant prospect however, and Dusk could see the fear of violation and never seeing their friends and family again on every civilian stallion’s face.

The naked unicorn looked back to his right as he heard Chrysalis round the last corner and come into view. Given the situation they were in, he was actually surprised the insectoid bitch wasn’t wearing (or using her powers to look like she was wearing) green lingerie, or something similar. She had on a long green button-up jacket matching her knee-high boots above a dark blouse and pants, not unlike what she’d “worn” after exposed at the wedding. Also like most of their previous encounter, her fanged-teeth were bared in a proud, evil smile.

She kept focusing on Dusk as she walked into the center of the room and turned to face the one ungagged pony, confirming the unicorn’s suspicions that despite his brother being primarily responsible for her defeat, he was to be the main focus, at least for now. He looked quickly to Shining, who had gone back to fighting the losing battle of sanity against the still-teasing tentacles, then put on a defiant face and looked Chrysalis in the eye.

“You’ve made your point to Shining and me; you can hurt ponies we care about. Now let-”

“Hurt?” Chrysalis cut him off with a tone of mock innocence, putting her hand on her collar. “No, no, Dusk Shine, this isn’t about revenge. Well, that certainly factored into it, but at the end of the day I’ll be sparing you and your brother the fate that will befall your homeland and female, or otherwise incompatible friends.”

The purple unicorn saw Big Mac turn his head to the side in anger, clearly wanting nothing more than to give the changeling queen a well-deserved beating for threatening his family. Dusk tried to remain more rational as he responded.

“No pony is compatible with you,” he stated firmly. “Your species may be mostly omnisexual, but you lack the proper organs to conceive anything through intercourse.”

Dusk knew that Chrysalis wasn’t stupid; if she’d taken studs, she’d done so for a reason, but deception was always a changeling’s greatest asset, and he had to take advantage of her current arrogance to learn whatever he could.

“That was what I thought,” Chrysalis continued, then looked back to the completely absent Shining Armor with a grin. “Until I decided to really get into my latest role…”

His fists were already in balls in the wall, but despite his previous vow to remain rational, Dusk clenched them harder at the changeling queen’s words. Shining didn’t remember much from when he was under the spell, but they’d always known there was a good chance that she’d taken advantage of him in that state. Hearing her confirm it so jovially still made his blood boil, but he held his tongue, and Chrysalis turned back to continue.

“For centuries I’ve been breeding lesser imitations of myself by myself, but upon seeing one stallion shield a city all by himself, I became curious, and studied medical textbooks for hours to create the best reproductive organs possible.”

Dusk’s emotions suddenly shifted from anger to fear. Could he have a half-changeling niece or nephew-

“I destroyed the fertilized egg shortly after conception, not wanting any distractions from my ultimate scheme, but after my plan was foiled and my armies decimated, I decided that my next assault force for when I conquer Equestria would have all the strength and magic of the nation’s finest stallions. To ensure soldiers would be bred even faster than I normally could accelerate their growth, I created several artificial wombs throughout my hive, and abducting the male company you kept saved the trouble of having to come up with a list of other strong sperm donors on my own, although it’s a shame that all my research indicates a dragon-changeling hybrid simply wasn’t meant to be.”

“So what now,” Dusk asked accusatory, even though he now new everything that really mattered about her scheme. “You keep teasing us until we’re ready to explode, and then harvest our sperm?”

“Rinse, repeat,” Chrysalis added, and then laughed. “Only the reason you’re not also already gagged and being driven out of your weak little slut mind is that,”

Dusk still shivered at her touch of her hard, cold chitin hands when she grasped the sides of his chest, and then began feeling all over his perfectly toned torso.

“-I’ve got a very special offer to make you.”

She pulled her hands back to flesh out the terms of the deal, and even though Dusk had hated her violating touch a second ago, he now felt somewhat naked without it. He correspondingly felt a twinge in his groin area, and worried what Chrysalis would do if he became fully exposed.

“Your brother is strong, but not as strong as you, and he needs to make up for what he did to my previous army. You, however, I’m not ashamed to admit I had fantasies about while playing the role of Cadence. There’s so much love flowing through your veins, and your body...”

She poked the tip of Dusk’s slowly emerging member, then licked the precum off her finger with her serpentine tongue, speeding up the process Dusk hadn’t noticed until then. A slight blush came over his face, and he looked up at the changeling queen’s face.

Why has this got me so turned on? She’s sort of aesthetically pleasing in her own way, but nothing like Celestia, Luna, or even my friends. Dammit, Dusk, why does being helpless always turn you on like this?!

“You were strangely both immature and too smart for your own good during the wedding preparations, and the company you keep is horrendous, but even without mind-control, that’s nothing a little carrot-and-stick training can’t fix. You have an option, Dusk Shine: you can either spend the rest of your life -kept healthy by strength-draining age spells- as a constantly teased and then milked sperm bank, or you can be the personal concubine of the next ruler of Equestria, receiving the most passionate sex imaginable, morning, noon, and night…”

There was a flash of green flame that blinded Dusk, and when he opened his eyes again, a flank-naked Fluttershy was standing in front of him.

“With any,”

Chrysalis then shifted to Celestia,

“Mare,”

And finally, to Cadance,

“You desire.”

“Go to Tartarus, you evil bitch,” Dusk bit back without even thinking. “Our friends and the princesses are coming to rescue us, and even if they weren’t, do you really think I’d ever give you the satisfaction of becoming your little fucktoy?”

Chrysalis was taken aback by the speed with which Dusk replied, but then shifted back to her true form and smiled. Dusk wasn’t afraid… at least not any moreso. Even from the limited time they’d spent together, including when she was disguised as Cadance, he knew that Chrysalis was as bad as they came, and angering her was playing with fire. But his friends and the rest of Equestria were counting on him to be strong right now, and Nightmare Moon and Discord had put him through his paces of torture and heartbreak before.

“Yes, that’s the spirit of the Element of Magic.”

Dusk then heard what sounded like squishing noises coming from behind him in the wall. He tried in vain to look behind him, but only connected the dots when he felt something… or perhaps a group of things, expanding inside the wall behind his ass. His blood ran cold knowing what was going to happen next, but his erection remained rock hard in anticipation of the attention it was about to receive.

Six tentacles, wet and slimy, but neither warm nor chilly, slithered their way out from behind the stallion toned ass and made their way around to his cock in front. Dusk had been gifted two of the brush-like appendages and four of the hand-like ones. He had no idea how Chrysalis controlled them or how alive they were, but with grace and precision they encircled his oversized dick. One brush enveloped his tip and the other wrapped around his underside. Their biological bristles were short and thick, but just soft enough to make him shiver from their slightest touch. The hands wasted no time in wrapping the rest of his member with their moist, soft fingers, and when they were done, Dusk felt like he was inside the strangest vagina ever. They didn’t start teasing and milking him immediately, though.

“As much as I believe mates are to be seen and not heard, I’ll leave your pretty mouth unobstructed, both so your brother and friends can see their Element of Magic reduced to a horny, frustrated mess, and so my drones can hear you begging to be allowed to put your mouth to better use when, and not if, you’ve had enough.”

Even though the tentacles hadn’t started, Dusk could already feel how they could tease and torture him. He considered lying and pretending to submit, but either way he was trapped in a changeling hive Celestia knows where; at least here he could be rescued without going through Chrysalis first. Plus, he couldn’t realistically expect to be able to fool such an experienced manipulator so easily; there was no was she was taking his horn-limiter off anytime soon, and had already stated she would train him like the pet he was to become until he was addicted to her.

No. He watched the changeling queen casually turn her back and walk out of the room. Now was the time to be strong.

“Ta, ta,” she said mockingly, waving behind her. And with that, Dusk gasped as the same thing that was happening to all his fellow captives finally began for him.

The fingers squeezed and milked him, occasionally rotating around his girth, while the brushes patted and stroked him. At first, it reminded him of his colthood when he needed to masturbate, but not being in control of it was very strange. The brushes made it nothing like a handjob, either; the one on his tip kept petting it like a dog’s head, and the one that ran up and down hid underside when the fingers moved out of the way tickled him. Overall though, the stimulation wasn’t an unpleasant experience when it first began, but Dusk knew it would only get worse.

The constant intimate touching kept blood flowing to the unicorn’s cock, while providing just enough pleasure to keep him heading down the line. He’d been teased before, and knew that the tentacles could only bring him so far with their limited contact.

It took maybe two minutes for Dusk to reach that edge, and another one before the pleasure became pain. He could feel the blood making his dick bulge, and the sperm swimming around in his balls, pushing against his floodgates, but there just wasn’t enough to allow him any release of his painstakingly built-up tension.

Chrysalis was gone, but he still felt embarrassed to react the rest of his body to the teasing, feeling it would be admitting his torments were getting to him. After maybe a minute though, it was as if his cock was on fire it was so hot and painful, so he began twisting his body and thrusting his hips any many centimeters as his tight bondage would allow, desperate to beat the pawing, groping torture tentacles. But just as he had known all along, it was no use; without the use of his hands, there was nothing he could do to get himself off.

Dusk closed his eyes, but that soon turned into a cringe.

How long is this going to last? She said we were being milked, so presumably we’ll get release then, and no matter how little Chrysalis cares for our comfort, we have to eat and sleep some to survive. Maybe I should try thinking of un-arousing images until then? No, that’s never worked before, and this is worse than I’ve ever had it! Celestia! How is a sexless species so damn good at this! It fucking hurts!

Dusk resolved to take things like he used to take the larger projects he couldn’t just power through; he’d break it up into smaller segments.

C’mon, breathe! One…*phew* two… *phew*three…*phew* four…*phew* five… *phew*six…*phew* seven… *phew*eight…*phew* nine… *phew* ten *gasp* one…

He just had to make it to the next breath without crying out begging to be Chrysalis’ fucktoy. After that, his friends would come to save them.

It wasn’t that simple, though. The only sense of time in the fully-enclosed, but constantly lit cave though, was the slow feeling of his dick starting to ache from being out of its sheath so long, and his balls turning blue. As much as Dusk knew about the biology of every well-studied species, he could only make broad conjectures on what was going to happen if this kept up. They’d all probably eventually pass out from their increased heart-rates and all the blood being routed away from their essential systems. That could take hours and hours though, and as much as they would certainly welcome the release of feeding and sleeping times, those would probably be all the rest they’d need to keep the cycle up indefinitely.

Dusk didn’t intentionally count how many tens of breaths he took, but he could still feel the hundreds turn to thousands, and then tens of thousands as the tentacles around his cock kept squeezing, kept brushing, and kept teasing. He felt each individual drop of precum drip from his tip, and got to know each finger and bristle of the hands and brushes very intimately, even as they would change their tactics every hundred or so breaths to keep him on his toes.

Sometimes, a hand would continuosly wipe pre-cum from his tip, or sometimes they’d snake around and squeeze his sack, as if trying to pop it like the overfilled balloon it was. Sometimes the two brushed would cradle and tickle one scrotum each, or sometimes they’d stroke up and down his sides. Every time an appendage changes position, Dusk would let out a gasp, or at least cringe, since they always went to the one place that was just starting to cool down somewhat.

Dusk was also reminded of the more practical purpose of his torment when he gradually started to notice his sack was getting heavier. He looked to his fellow captives, and saw they their scrotums too, seemed larger than when he’d first woken up. Pony biology was kicking in and making them produce more in response to long term arousal. He didn’t know exactly how Chrysalis’ artificial wombs would work, but there were a good thousand potential pony-changeling hybrid drones swimming around inside him.

How long had it been now, an hour? Two? He was hungrier than that, and not giving himself enough credit for having lasted this long. The other stallions probably envied his ability to breathe freely, but Dusk’s lungs and airways were starting to ache from so much deep breathing. Everything was starting to ache, actually. His balls were bluer than his father, and felt like they were permanently damaged.

They had to come milk and feed them soon; they wouldn’t survive much longer. Dusk was actually somewhat worried what cumming would do to him after being on edge for so long, but he’d still give just about anything-

No! Don’t think like that, Dusk! That’s how she wants you to think! C’mon, keep breathing.

But once again, the hundreds of breaths turned to thousands, and to tens of thousands as the unicorn was kept just the tiniest push away from sweet, sweet release. He cursed Chrysalis, cursed his own carelessness in letting himself get captured, he even cursed his own genitals, but the tentacles kept changing their positioning, keeping him on edge.

Dusk’s head was hung, and it was actually Doctor Whooves’ muffled groans that brought the squishing and moving sounds in the ceiling to his attention By that point, his fur was dark with accumulated sweat, and he’d long since given up the breathing. His mouth felt full of sand and his stomach was in a very painful knot, but neither did much to detract from the pain in his sore groin.

Will all the strength and willpower he had left, Dusk looked up, and saw seven sets of two tentacles coming down from the ceiling above one of the captives. One was large and open like a straw, while the other tapered down into a needle. The tube slid down in front of it’s stallion, while the needle stopped around neck level. Big Mac turned his head away defiantly, Thunderlane shut his eyes, Soarin and Whooves blushed, and Shining and Thunderlane weren’t lucid enough to even react. Dusk knew what the tube was for, but he was far too tired to feel relief.

The tentacles around his cock finally left the stallion’s bulging, cum-dripping members, and the similarly slimy tubes slowly, careful not to set things off to early, slid over their cocks without touching them until they were fully enveloped.

This is what we are now; cows. Studs. Breeding stock.

There was a singular, much louder sound in the ceiling somewhat like a swallowing, and the tubes suddenly tightened their thin, but moist and strong walls around the stallion’s cocks. They had no time to relish the feeling of anything like an actual vagina through, before they felt a powerful suction that seemed to by sucking their very life force out of them at it made them cum.

Regardless of their position before, every stallion’s eyes rolled back as hours and hours of frustration were released in a second. All that slag moving through by that point malfunctioning organs hurt, but the satisfaction and bliss felt was so immense it was like all the stress that had ever existed throughout time had been on them, and was now being taken away at lightspeed.

Perhaps the only break to their forced pleasure that kept them sane was the needle-tentacles quickly jabbing into their necks and squirting something into them. They pulled back out a second later and the pain was gone, but they could feel whatever they’d been injected with get sucked into their bloodstreams and begin to circulate. They kept shooting rope after rope of semen into the tentacles that sucked it all up into the ceiling, but strangely, their bodies now seemed to be getting replenished as fast as they were wearing themselves out, and they could feel that no matter how hard they were coming, they wouldn’t be tired afterwards.

Sure enough, one by one each stallion shot his last spurt, leaving their balls shriveled like deflated balloons. The tentacles kept sucking for a bit afterwards, just to be sure, but eventually released and pulled back into the ceiling, leaving their cocks to droop. Their heads did not do the same, though, because by virtue of whatever nutrient solution they’d just been injected with, their hunger, thirst, and fatigue were all gone. Their stomachs still felt empty, but somehow not in a painful way, and saliva was soon returning to their mouths.

Dusk looked up to his fellow captives, who were all slowly regaining their sanity to look back at him. The unicorn wanted to say something, but didn’t know what he could to make them feel any better about what they’d just- were still going through. Chrysalis, it seemed, had thought of everything this time.

And then Dusk heard the squishing sounds from behind them again.

No. No! Not already!

Several of the other stallions echoed his sentiments through their gags, but nevertheless the tentacles moved out from behind them again, headed for their cocks.

However, when the first finger touched Dusk’s shaft, he gasped, as the very light sensation now seemed to sting… although not painfully so.

For some reason, his meat was now super-sensitive, as even the slightest touch or breeze drove him crazy. Evidently, what they’d been injected with wasn’t just an energy solution, but a nerve stimulant as well. He had to give Chrysalis credit for her chemistry skills of combining two unrelated drugs into one injection, but the rest of the tentacles were still surrounding his cock.

He closed his eyes and bit his lip as all the living torture devices returned to his already re-hardening member, but still cried out as they came into contact, feeling every finger and bristle so strongly still came as such a shock.

The tentacles did not change their routine on account of their victims heightened sensitivity, and began again at once. The already super-stimulating ordeal performed on cocks that felt like they had a thousand times more nerves that were a million times more sensitive had every stallion Dusk screaming and moaning as if felt like the world was falling apart around them. Dusk was the loudest, but not for any lack of trying on his companions part.

And at the back of their minds, they were wondered what the orgasm would feel like now.

Days? Weeks? There was no way to be sure.

There were 4 cycles of teasing, milking, and feeding before they were finally allowed to pass out, only to be awoken by another cycle beginning. Each time, they thought there was no way the denial could be more painful, or the orgasm more mind-numbing, but each injection seemed to make their next cycle as far beyond the last as their second had been beyond their first. That probably wasn’t literally true; the drug probably wore off during the cycle, and had to be renewed, but knowing that didn’t make Dusk feel any better.

Breathing was useless, counting cycles was useless, thinking of rescue was useless. Soarin, Whooves, Braeburn and Thunderlane were all insane at this point, and Dusk doubted he was anything like the student Celestia had raised anymore.

They’d just been milked when Dusk heard the gagged voice he’d come to know as his brother’s new one. It took him a second to recognize it as more than regular moans and screams, and realize that his brother was actually trying to communicate.

Despite the recent rush of energy being injected had given him, it took all Dusk’s willpower to look up and focus on Shining past the receding tubes and across the room.

“Hu hihh, huhh! Hae heh! Hae heh!”

It took the purple unicorn a minute to realize his brother was trying to communicate with him, and another to figure out what he was saying.

Perhaps it was a testament to the Element of Magic’s willpower that he’d all but forgotten that he could have ended his own torments any time he wanted, but when Shining reminded him, there was no pause, no rationalization.

“Chrysalis!!!” he shouted at the top of his lungs. “I give up! I give up! I’ll be your fucktoy!!!”

It didn’t stop though, at least not right then.

Can she or any of her drones hear me? Has she forgotten about her offer?

Dusk looked back up to Shining, who was back to his normal daze. Big Mac, however, was giving him a very nasty look, which hurt Dusk and reminded him of what he’d just done.

“I- *pant* I’m sorry, Mac. I’ll try to find some *cringe* way to help you”

Dusk remained on edge for another good half hour until he made out the sound of Chrysalis’ heels coming back.

The changeling queen rounded the corner, and came up to the unicorn until she stood right in his tired, ragged face.

“P-please, Chrysalis, I’ll *gasp* I’ll do anything. Just please stop.”

Chrysalis smiled, but it took Dusk a second to realize that the tentacles had stopped after she somehow commanded them to retreat again. He looked down at his cock, almost in complete disbelief that it was finally over, but the moment he looked back up, Chrysalis leaned forwards and pulled him into the deepest and strangest kiss he’d ever expirienced as her snake’s tongue was forced down his throat.

After what felt like forever, she pulled back again, and smiled even wider and more evilly.

“Now then,”

She shifted into a nude Pinkie Pie.

“Let’s get this welcoming party started!”

Two changeling drones held Dusk’s arms as they guided him throughout the winding tunnels of the changeling hive. They’d just finished properly preparing their queen’s latest spoil of war, and so the unicorn assumed he was being taken to Chrysalis herself to fulfill his promise.

Despite the pain-relieving enchantments they’d used on the needles, Dusk’s ears, belly-button, nose and even nipples all ached as the green buds and rings jiggled around inside his pierced flesh. Some changeling illusion magic had also replaced his Cutie-Marks with a black and green silhouette logo of Chrysalis surrounded by flames. And of course, his flank was on fully display because his new “uniform” was nothing but a pink loin cloth attached to a belt around his waist; nothing going between his legs or covering his cheeks, only the front of his cock while it was flaccid, and even step was flashing it for all to see.

Dusk knew that Chrysalis was going to violate his body in every way imaginable, and he had no idea how he’d play into her larger plans for Equestria, but all he could think about were the tentacles and the pain; at least being a fucktoy, whose body was hers to dress up and show off, would give him the comfort of normal orgasms.

But that didn’t mean he had to give up completely. While still trying to keep pace, he looked over his shoulder to the drone on his right. Lacking cheeks, eyebrows, or lips, changelings weren’t a naturally expressive species, but the two guiding him seemed stoic even by the standards of their own species, and it reminded him of the royal guards he had grown up seeing.

The pleasant image of Rainbow Dash getting Philomena to tickle their noses popped into Dusk’s head, but he quickly shook it off and tried to speak.

“How old are you? I know changelings mature fast, but have you been serving Chrysalis *grunt*”

Both guards shoved him forward, causing his head to whip forwards and feet to stumble. Dusk took the hint and remained silent for the rest of the walk.

Finally, they rounded one last corner, and Dusk saw at the end a massive globular room with a large bed at the center. On that bed, Queen Chrysalis, clad in a green corset and thong with thigh-high platform boots and fishnet gloves, sat cross-legged.

“Finally. You took your time preparing my prize, didn’t you?”

“We’re ssssorry, missstresss.”
“We’re ssssorry, missstresss.”

Both guards hissed in unison.

“Leave us, and wait by the entrance,” Chrysalis said, waving her hand and standing up. Both drones nodded their heads and let go of the unicorn. Dusk didn’t turn to watch them leave, as his eyes were fixed on the evil creature in front of him. His heart raced as he tried to imagine what she was about to ask of him, but he had to keep his fears under control for fear of upsetting her in any way.

Chrysalis bared her sharp teeth in a grin as Dusk felt her eyes roaming all over him. There was no breeze in the hive, but it wasn’t exactly warm either in a large without seven excited stallions, so he felt chills all over his body.

However, he couldn’t help but return her ogling gaze, as a lack of fur, jagged horn, strange wings and “tail” aside, she was shaped just like a very attractive mare, with a flawless face, hourglass figure and large breasts, all of which her outfit put on full display. Dusk was used to attractive enemies by now, but that didn’t change how he reacted to seeing their bodies.

His member slowly slid out of its sheath, being tickled by the smooth cloth as it pressed up against his only covering and began to push it out of the way.

“As I told you earlier,” Chrysalis finally began to speak. “Your reward for your submission and providing of genetic material will be to partake in pleasures of the flesh with me, day and night.”

Dusk gave the wince as he was reminded what he’d agreed to, but looked her in the eye again afterwards, hoping she hadn’t noticed.

“I understand, my beautiful queen. I am your fucktoy. Use me however you wish.”

Chrysalis grinned even wider, but then said something that truly caught Dusk off guard.

“Do you think I’m stupid, sexy little pony boy?” she asked frankly. The unicorn’s heart skipped a beat and he almost took a step back, even though intellectually he know where she was going. “You’re submitting to me because you fear my torture. You hate me, and hope to escape or be rescued by your friends soon. But I’ve chosen to take you this way, and not with the spells I used on your brother, because Dusk Shine, the Element of Magic and Celestia’s star pupil, will become addicted to my flesh like the slut you are, and be paraded before my foes as a symbol of my power.”

Now that she’d actually said it, Dusk actually felt a little better, as nothing she said surprised him.

Yeah, yeah. Willing submission and symbols of greatness. And you called us predictable earlier.

“But enough foreplay,” she said, and pointed to the ground. “Get on your hands and feet,” she turned around and bent over, resting her hands on the bed. “Crawl over, and kiss your mistress’ ass. You need to learn that you have no dignity or agency whatsoever.”

Dusk quickly obeyed and got down into a crawling position. The uneven and jagged part rock, part biological concrete floor hurt his palms and knees, but not enough to do any damage. Seeing the changeling queen’s large, globular ass perked up in the air completed his erection so that his tip poked his hung-down loin cloth, painfully reminding him of his torture and motivating him to move quickly across the room despite the pain.

However, just as Chrysalis’ ass came into arms reach, she began to speak again, and he stopped.

“Then again, perhaps you need to be eased into your new role.”

Being so close, Dusk was blinded by her shifting flame, although thankfully it had no real heat and he wasn’t burned. When his eyes recovered, he saw the flank in front of him was now pink, and had a Crystal Heart cutie mark on each side. “Cadence” looked back at him.

“I know your species all too well. You had fantasies about your foalsitter, and she was jealous of Celestia once you came of age.”

Even though he was already sexually submitting to perhaps the second greatest danger Equestria faced, her latest words were what made a lump form in the stallion’s throat. She was definitely right about how he saw Cadance, and judging by how Cadance looked at him the same way most other mares, including his best friends did, was probably right about her. Celestia had taught him not to be ashamed of his body as it developed, but he still wished that his every relationship with a female didn’t have some sexual undertones, and there was no way to not feel guilty dreaming about his sister-in-law.

Chrysalis was still waiting though.

It’s not really her. *Smooch*

Dusk began to caress the smooth fur, and Chrysalis moaned, less from the feeling, and more from the power trip.

She’s your enemy. There are no consequences to this. *Smooch*

Chrysalis wiggled her ass, the smell of arousal underneath her narrow faux while panties becoming suffocating.

Just let go and take this opportunity to play out your fantasies. *Smooch* Wait, what?!

Before Dusk could fully realize the places his mind was going, Chrysalis abruptly dropped forward onto the bed, pulling her ass out of reach. She then turned herself over, and shifted into a naked Rainbow Dash.

“Time to really pick up the pace, bitch,” she said with a grin, and used her arms to push up again and grab Dusk’s head between her legs, pulling him up against her drenched pussy. The unicorn shouted a muffled shout in shock, both from being grabbed and pulled into almost darkness so quickly, and from the sensory overload of the smell and wet feeling against his muzzle, but she wrapped Rainbow Dash’s long, but every inch muscular legs around his head to keep him secure, amd he knew what he had to do.

Dusk Shine stuck his tongue out, and slowly wiggled his way into her cunt. She let out a gasp just from him entering her, but he started wiggling and poking in and out right afterwards.

“Damn, kid. I barely even have to teach you anything, Celestia already made you the perfect b- uuugh!”

Chrysalis shook as Dusk went to work on her clit. Rainbow Dash was beautiful and strong, just like Celestia, and Dusk had often wondered what it would be like to be the brains to her operation, as well as her stress reliever after flying stunts. She was no exception to how mares looked at him, either, but neither of them would ever jeopardize their friendship or their standings with their other friends by committing to anything like that.

Here though, he sucked on her cunny, imagining they’d just had a romantic dinner together.

Chrysalis began grinding her nethers against Dusk’s face as her cunt gushed more and more and she came closer to orgasm. The unicorn’s cock was also rock hard with no release in sight again despite being practically suffocated.

Perhaps one suckle away from cumming though, Chrysalis suddenly untangled her legs and let her loins drop down to level with the bed. Instead of being surprised or confused, Dusk simply gasped for air, allowing some of the changeling queen’s sickly sweet honey into his mouth. There was one more bright green flash and burning noise below him, and when he looked down, Applejack was lying on the bed, fondling her own sizable tits.

“Well? What’re you waiting for, sugarcube? Let’s get buckin’ till we can’t walk!

With no hesitation or justification, Dusk grabbed Pinkie’s thighs and plunged himself inside.

Rarity, Luna, Sapphire Shores, even Daring Do. If anything good could be said about Dusk’s torture, it had built up his already considerable stamina. By the time they were finally done, Chrysalis’ belly buldged with multiple fast-growing hybrid foal eggs, and Dusk was covered head to toe with he juices that had got them there.

Author's Note

I can't post the link to the picture directly here, but look up Caroos Dungeon and you should find it eventually.