The Elements of Corruption

by Jest

Rating: mature
Tags: Porn, Fetish, Non-consensual, Sex, Main 6, My Little Pony: Friendship is Magic, Dark, Alternate Universe
Length: 22201

Twilight has called her friends deep into the Everfree in order to see something that will change their lives forever.

Twilight has called her friends deep into the Everfree in order to witness something that will change their lives forever.
Commission for a patron.

Kinks Stomach Bulge, mind wiping, mind break, corruption, demonification, species change, triple penetration, eventual consensual, lesbians, and probably more that I'm forgetting.

Published 2018-11-30 18:30:01 UTC
Last updated 2018-12-29 18:35:32 UTC

It Begins

The Everfree forest was not a place most ponies traveled through willingly, sure there were a few oddballs like Zecora but for the most part everypony gave the forest a wide berth. Which made the fact that five mares were nervously trotting through the woods in the dead of night that much stranger.

In the front was Pinkie Pie and Rainbow Dash, Pinkie eagerly bounced along without a care in the world, a tune on her lips and not a single worry in her heart. Rainbow Dash however was a bundle of nerves and she glared at every shadow, her head and ears constantly turning this way and that as she ensured her little merry band made it through the woods.

Behind them was Applejack, Fluttershy and Rarity, one of whom stood tall and firm, while the other two clung to her on either side.

Fluttershy shivered, her wings suddenly shooting out as she ducked behind Applejack, using the farmer like a shield. “W-what was that!” She cried, pointing into the darkness.

Applejack stopped, taking a low stance and glaring into the darkness. “What did you see Fluttershy?”

Everyone else stood stock still, eyes wide as they scanned the darkness, waiting for whatever the pegasus had seen to pop out and attack them. Well, everypony but Pinkie Pie, who promptly rolled her eyes and hopped up to the treeline.

“Pinkie, get back here.” Rainbow Dash hissed.

The party pony rolled her eyes again and continued on. “Oh come on Rainbow Dash, it's just a squirrel, see?” She lifted a large leaf, revealing that there was indeed a small family of squirrels huddled underneath.

Fluttershy sighed, waving at the squirrel family, who all waved back before turning and disappearing into the woods. “Maybe I’m a little jumpy.” She whispered.

“A little?” Applejack added.

“Okay maybe a lot.” Fluttershy admitted.

Rarity placed a reassuring hoof on her timid friend. “It's nothing to be ashamed of Fluttershy, the Everfree forest is a scary place after all.”

“Pffft.” Pinkie Pie blew a raspberry. “This ain't scary, I mean, there isn't even a gore tag on this story.”

Rainbow Dash stopped and blinked. “Err, what?”

Applejack sighed, running a hoof down her face. “Ignore her and keep moving.”

“Riiight.” Rainbow Dash muttered before taking point once more with Pinkie Pie.

The rest fell in behind them, the only sound being Pinkie Pie’s humming and the strange sounds of the forest. Together they trotted deeper, and deeper into the forest, until even the slim light of the moon finally faded from sight, leaving them in a near total darkness, the only thing saving them from tripping being the light of Rarity’s horn.

“S-s-s-s-so. D-did any of you figure out what Twilight wanted us fer?” Applejack stuttered, breaking the oppressive silence that had hung over them.

Rarity gulped, her eyes scanning the darkness. “N-n-n-n-no.”

Everypony else shook their head as well, as metaphorically in the dark as they were literally in the dark.

Pinkie Pie merely shrugged mid bounce. “Nah, but I’m pretty sure it's gonna be a doozy.”

“A doozy?” Rainbow Dash asked nervously. “Like a good doozy or a bad doozy?”

The party pony shrugged again. “Not sure, feels like a little of both.”

Rarity gulped. “No offence Pinkie but I hope your wrong.”

“None taken.”

“M-maybe it's all a joke?” Fluttershy offered weakly. “It is nightmare night after all. What if Twilight is just trying to scare us?”

Applejack’s shoulders slacked and she laughed. “Well she's already scared the bajesus outta me so if that's the plan then she's doing a darn good job.”

“Ha! That would be awesome, it's like a haunted corn maze!” Rainbow Dash added, laughing nervously.

“Hmm, now that I think about it this is exactly the plot of that horror movie I watched the other week.” Pinkie Pie remarked, not noticing the rest of her friends tense and begin to scan the darkness with renewed intensity. “Or was it a porno…”

Rainbow Dash blinked. “What kind of porno do you watch?”

“Only the good stuff!” Pinkie Pie exclaimed,

The rest of her friends exchanged a weary glance the pink mare’s strange enthusiasm.

“Are we almost there yet? I’m too bored to even be scared anymore.” Rainbow Dash whined, lazily hovering above Rarity’s head.

Applejack frowned. “Fer the hundredth time, we ain't there yet. And fer that matter your flying, so you'd see this tower thing first!” The earth pony huffed indignantly.

“Well I don't know what this tower looks like! Everything is green brown or black around here! Twilight didn't even give us a map or nothing, just told us to follow this path.” Rainbow Dash shot back.

“I think we can trust Twilight to give us all the necessary information, she is good for that at least.” Rarity pointed out.

“Exacta mundo!” Pinkie Pie exclaimed happily.

“So what do you think this fancy tower of hers would look like anway?” Rainbow Dash asked.

Pinkie Pie hummed. “Like a giant clawed hand reaching up into the sky.”

“Oh how horrid.” Rarity remarked.

“Probably just grey stone. Not much else out here other then shale after all.” Applejack added.

“Giant red stones that make up an enormous tower, roughly the width of a house, standing several stories tall and standing in the middle of a small clearing.” Fluttershy whispered, her eyes going wide.

“That is quite descriptive.” Rarity added, glancing at her awestruck friend.

Following her gaze, the rest of the mares turned forwards, only noticing now that there was something red just beyond the next wall of trees, something that easily towered over the treetops. As they made their way deeper, each mare took a turn to gasp as the full view of the monstrous structure loomed into view. Fluttershy’s description was apt, but didn't quite do the imposing structure justice. The red was a deep crimson color, reminding everyone of the color of blood, and though it was only six or so stories tall it was hard to tell the exact height of it as there were no windows in the entire structure.

The top was a simple flat top, and save for the large iron wrought oak door that stood at the centre there was no discernable features. The entire was so flat and featureless that it struck the group as strange, each pony wondering what an odd building could be possibly used for. It wasn't a domicile, as everypony doubted the builder would choose to go without windows, and there were no parapets at the top, and no manner of looking out meant it likely wasn't a guard or look out tower. Rarity was the first to realize the tower’s true purpose, but it quickly dawned on the others.

This was a prison, but a prison for what? Or whom?

Fluttershy gulped, slinking behind Applejack and using the farm pony like a shield once more as she hid from the dark and terrible tower. Rarity reacted similarly, her horn brightening as if she was trying to drive away the darkness that seemed to creep in. Rainbow Dash seemed to wither at the sight, a shiver running up her back, and causing her to look around with newfound worry. Applejack acted similarly, only she rose a little taller, stood a little straighter, her muscles tightening as she waited for something to happen. Pinkie Pie was the only one who didn't seem afraid of the strange structure, rather she felt an odd compulsion to come closer, her mind fixated on the sheer strangeness the tower seemed to exude.

“Pinkie Pie, what are you doing? Do not go up to the giant creepy blood tower!” Rainbow Dash whispered harshly.

“But it's so pretty.” She mumbled, stumbling forward, her forehoof outstretched.

“Come on girls, this could be serious.” Applejack commanded.

The rest of the mares all gulped, following close behind as Applejack trotted up to their pink friend who was now standing motionless, her hoof against the red stone. “Psst, Pinkie Pie, what's going on?” Rainbow Dash hissed.

“It feels all funny, something’s not right here girls.” Pinkie Pie whispered back, her hair having fallen straight.

“What do you mean darling?” Rarity asked nervously, casting a glance to the door.

“I don't know, but if Twilight is here she might need help.” The pink mare shook her head, her mane jumping back up into it's usual position. “I’m coming Twi Twi!” She cried, bounding over to the door and kicking it in.

Rainbow Dash was quick on the party pony’s heels, following her inside.

“Are you s-s-sure you need me in there.” Fluttershy whispered.

“You know how these adventures work darling, we need to be together.” Rarity grabbed the mare’s hoof and squeezed it tightly. “Trust me, we will be fine.”

The butter pegasus nodded, clinging to the white unicorn’s side as the trotted in behind the others, nearly running into Applejack’s backside.

“Ahh so glad of you to join me, at last.” A confident voice proclaimed.

The group fanned out, giving them an unobstructed view of the room. Like the exterior of the structure, the interior was just as plain, with the walls being the same color stone. And like the exterior, the interior was almost completely devoid of detail, with only a small red velvet sitting chair sitting at the center of the room, and a large four poster bed sitting behind it. Twilight Sparkle reclined in said chair, grinning seductively at her friends.

“Cat got your tongue?” She asked impishly, grinning at the confusion on her friend’s faces.

“What in Equestria are you wearing?” Rarity asked, pointing a hoof at the other unicorn’s body.

Twilight got out of her chair and smiled, striking a pose that showed off her surprisingly shapely legs, and the finely made black and red silk dress that was daintily draped over her form. It was loose, see through, yet seemed to hug all the right curves, drawing the watcher’s eye down her form and ending at her hooves, where the silk dress split, accentuating her hips.

“Do you like it?” Twilight asked.

“It certainly is revealing.” Rarity remarked.

“And hot!” Pinkie Pie added.

Rarity rolled her eyes, ready to berate her pink friend for the sudden outburst, only to be beaten by Rainbow Dash. “Yeah, like really hot.” She added.

Twilight giggled behind her hoof, flipping her long, stylized mane back and flashing the two ponies a wink. “Why thank you, girls.”

The strange unicorn retreived a golden cane from beside her chair before tapping it on the ground, causing the door to slam shut behind them and prompting Fluttershy to leap in the air with a shriek. Applejack glanced over her shoulder, noticing a heavy bar had fallen over the door, sealing them in. “Why is the door locked?” She asked.

Twilight shrugged. “You wouldn't want to catch a cold, right?” She smiled. “I’m merely looking out for you girls, as always.”

“What is this place Twilight?” Pinkie Pie asked, a hint of nervousness creeping into her voice.

Twilight shrugged. “It was a prison, but that has changed.”

“What do you mean changed?” Applejack asked, staring a little closer at the mare’s strange outfit.

“It was, now it isn't.” The unicorn said dismissively, waving her scepter in the air before bringing hard against the floor.

“What's the bed for Twilight?” PInkie Pie’s eyes went wide. “Are we having a slumber party?”

“I don't think it's a slumber party sugar cube.” Applejack remarked dryly.

“But that bed is big enough for all of us.” Rainbow Dash pointed out, earning her a glare from Rarity and Applejack. “What? It is.”

Twilight Sparkle smirked. “Your close, but no. I did not call you hear for a slumber party.”

“Then what did you call us here for?” Fluttershy asked, peeking over Applejack’s side.

“It's a long story, but I know how Rainbow Dash gets with long stories so I’ll make it short.” The unicorn frowned, her brow creasing with hate. “I found out that Celestia has done me a grave disservice, and I am simply…” She rolled her hoof in the air. “Correcting that.”

“What do you mean darling?” Rarity asked.

“Yeah, it's not like the princess to give anyone the short end of the stick.” Applejack added.

Twilight’s grip on her cane tightened and she snarled visciously, slamming her cane into the ground. “She thought my curiosity would be a hindrance and chose not to make me a princess.” The unicorn’s expression fell away suddenly, leaving behind a faint smile. “But I have found another way to become the princess I was meant to be, I just need your help.”

Fluttershy subtly shifted away, sneaking over to the door, and trying to pull it open. The massive wooden portal didn't budge, the locking bar seemingly welded into it's holder. The pegasus whimpered, pounding her hooves on the wood. “Help!”

“We are nearly a mile into the Everfree, no one is going to hear you.” Twilight said simply, she raised an eyebrow, noticing Rainbow Dash beginning to pump her wings, ready to charge her. “I wouldn't do that if I were you.”

“If your not gonna let us out, then I’ll make you!” The prismatic pegasus yelled, her wings pumping hard as she flew directly at the sighing unicorn.

Rainbow Dash flew across the room in the blink of an eye and promptly ran face first into a wall of force, which bent and warped around her. “What the-” Was all she could mutter before finding herself launched across the room and slamming into Fluttershy, sending them into a pile of tangled limbs and pain.

“I told you…” Twilight said with a sigh, placing a hoof against her face.

“What the hay are you planning Twilight?” Applejack asked, slamming her hoof into the ground.

“I told you, your helping me with my ascension.” Twilight shrugged. “Unfortunately you need to be changed a little to make that possible. Nothing a little magic and a little help can't fix though.”

“What exactly do you mean by changing?” Rarity asked nervously, stepping up to the forcefield and pressing her hoof against it. “What have you don't Twilight?”

“Done?” Twilight asked incredulously. “I haven't even begun.” She smirked. “But to answer your question there exists a way to become a princess, just not an alicorn princess, a way that requires some assistance from those that dwell beneath.”

Rainbow Dash shook her head, pulling herself from the tangle of limbs and stomping up to the forcefield. “Enough games! Tell us what's going on, or I’m going to-”

“What? Break through a barrier designed by Starswirl for the purpose of holding back several thousand tons of water?” She smirked. “Not likely, but I do suppose I owe you an explanation.” She rose to her back legs and extended her hooves wide, waving her cane. “Hell, Rainbow Dash. The beings I spoke of are demons, and they will help me achieve my destiny.”

“Your crazy, Twi.” Pinkie Pie said sadly.

“I am not CRAZY!” The unicorn boomed, huffing angrily. She stopped, placing a hoof over her heart before sighing and landing on all four hooves. “I am not crazy.” She repeated, quieter.

“Oookay your not crazy, but you still haven't told us what your going to.” Applejack pointed out.

“If I am going to rule as I was born to, I’m going to need to ascend, and I’m going to need an army.” She smirked. “Which is where you girls come in.”

“What do-” Rarity started.

“Enough questions!” Twilight boomed, slamming her cane into the ground and causing a wave of purple energy to roll outwards across the floor. “My new friends eagerly await the arrival of my old friends and I won't let them wait a moment longer.”

Lifting her cane above her head, the unicorn’s horn lit with a great surge of energy and before anyone could say or do anything she slammed it into the ground, sending a second wave of purple to spread across the ground. The five mare’s eyes went wide for one terrible second, before the world went dark and they vanished without a sound.

“And so, it begins.” Twilight remarked to the empty room, a wide smile crossing her lips. “Finally, I will get what I am due.”

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Rarity

Rarity awoke with a start, a sudden panic overcoming her as she realized she was no longer in the same room she had been before. “Girls?” She asked, slowly turning in a circle.

All around her were great mountains of pillows, satin sheets, covering every square inch of the room, even extending under her very hooves. As she looked around she felt the faint scent of something soft and flowery tickling her nose, making her stop.

“Is that, lavender?” She asked the empty room.

The unicorn shrugged, and continued to trot around the room, baffled to find no obvious exit, window or anything that would suggest a way out. The mare reluctantly turned back to the center of the room and gathered up a small mound of pillows before plopping down.

“Can anyone hear me!” She yelled as loud as she could.

In the silence that followed she listened closely, but other then the sound of her own frantic heart there was no other sound. As the quiet deepened, so too did her panic and she looked about the room, desperately looking for anything that may lead out of the strangely relaxing and comfortable room.

“Well out of all the places to be trapped…” She muttered, settling into the small mound of pillows and giving her butt a wiggle. “I just need a moment to relax, that's it.” She smiled. “Then I’ll think of a way out of here in no time.”

The mare dragged another group of pillows under her, creating a small bed that supported her entire body quite well. A faint smile crossed her face as she settled into the pillows, feeling the soft velvety touch of the high end pillows as they caressed her form. The longer she lay there the more she felt her muscles relax and tension flow out of her body.

She couldn't tell what exactly the pillows were made of, as it felt like silk, or velvet but at the same time didn't, as it was somehow softer, and more luxurious than either of those other things. Each pillow seemed to hug her body, gently holding her, supporting her and ensuring she was utterly relaxed.

“Mmm this is nice. All I need is a good book and some grapes and I would be set.” She smirked at the thought of making an entire dress of this strange material. “That would be wonderful.” She muttered dreamily, running a hoof across a pillow and smiling faintly.

The unicorn lay there for several long minutes, her every worry and ache fading away into nothing. So relaxed was the pony that she didn't even notice as one of the pillows slowly grew a long, thin appendage resembling a tentacle. The long spindly pillow slowly wrapped around one of the mare’s back legs, making her coo, her body shivering at the soft sensation. It was so soft, so gentle, and so natural that she didn't even seem to care as a second and then a third tentacled limb sprouted from the mass of pillows and snaked around her limbs.

She shivered at the feeling, biting her lip as she felt a heat begin to grow within her. Everything was so perfect here, so completely relaxing that she hardly even noticed a trio of tentacles begin to wrap around her forelegs until it was already done. Only when one of the tentacles brushed across the wet lips of her pussy did the unicorn truly notice what was happening just beneath her nose.

Her eyes shot open and she stared down in horror at the strange black tentacles that had completely encased her forelegs and were slowly working up the rest of her body. “Unhoof me you ruffian!” She cried, yanking hard at her forelegs.

Whatever held her was far stronger than the unicorn, the soft and gentle pillows turning into a hard, and unyielding in a split second. She lit her horn, focusing her power on trying to tear one of the more adventurous tentacles that had begun to crawl up her neck. Yet no matter how hard she tried and how much she focused the tentacle didn't change course, never ceasing it's slow climb up her neck and across her face.

“No!” She cried, pushing everything she had into her magic.

The aura around the tentacle grew bright and brighter, until suddenly it stopped, being pulled away from the mare’s body by the glow of her horn. A wide confident smile crossed the mare’s face and she pushed even harder, forcing the tentacle back down and away from her face. She was about to turn her attention to the others around her forehooves when she felt a sudden pressure from between her back legs.

“Eep!” She screamed, feeling a strange appendage slip inside her moist pussy lips.

The distraction was brief, but all the tentacles needed, and the one that had grown up her face wrapped around her horn, shutting off her magic and clinging to the mare’s face, neck and forehead. “Stop, this instant!” She yelled, only for her voice to raise a few octaves as the tentacle pressed deeper into her sopping hole.

“Oooh my.” She muttered weakly, feeling her head grow light as a surge of pleasure coursed through her.

It was unbelievable, she had never felt something so pleasurable in her entire life, and the thin wriggly appendage was only mere inches inside her. So awash in pleasure was the mare that she hardly even noticed as more and more tentacles began to latch onto her body, hundreds of pillows pooling together and forming a great writhing mass of wiggling limbs.

Rarity tried to panic, to force her limbs to push back against the wave of pleasure that washed over her but she found herself helpless, unable to muster even an ounce of resistance. It was beyond mere words, and the mare found herself nearly on the brink of orgasm in mere seconds. Every facet of her being was touched, caressed, and lavished in attention, the tentacle inside her pussy wriggling as it pushed deeper and deeper.

Then out of nowhere it pulled out of her, leaving the unicorn stunned mid moan. “What, why did you stop?”

She turned her head, peering behind her to where the mass of tentacles had formed a solid cohesive mass that slowly took the shape of a rearing stallion. Rarity blinked in shock, watching as the black mass become more solid, bulging muscles forming beneath his velvety soft skin. His form rippled as it grew larger, becoming the perfect picture of power and control. Spiral horns grew from either side of his head, the point of which curved forward, following the strange stallion’s impressive jawline. Two pinpricks of blue grew from the stallion’s face, becoming a set of large, expressive eyes, which Rarity couldn't help but stare into.

“Wow.” She muttered.

Logically she knew he should be hideous, the way his form was the deepest black, the horns, the way his form seemed to twist, and shift, the strange texture of his fur. Yet despite all that she couldn't help but find her pussy growing wetter at the sight, the strangely attractive stallion drawing her gaze and captivating her imagination.

The stallion snorted before landing with a thump just behind her, his nostrils flaring as he took in the potent scent of a needy mare. She knew what was coming next, and though she wanted to panic, to fight, to stymie his advances, she couldn't, for she wanted this as much as he did.

The great demonic stallion stepped forward, his every footstep making the ground shake and for Rarity’s heart to quiver in her chest. She knew not what he was, but that didn't stop her from looking down and gasping at the sight of the utterly mammoth cock that hung from between his legs. Yet after first glance it wasn't merely long and thick, it was perfectly so, bent slightly to be able to hit deeper, it's medial ring was a little larger, and numerous bumps ran down the underside of the cock. Truly, the demonic creature’s endowment was one built to deliver the absolute most pleasure possible.

Her pussy quivered in anticipation, her lips wet and she only reluctantly tore her eyes from his impressive cock, her legs already spread and waiting. She lifted her tail aside, pressing her hips back and waiting as she felt the enormous creature step closer and closer, his body utterly dominating her own. Throughout it all his proportions never seemed to become so large that they looked strange, his body a perfect mix of form, and function, guaranteed to attract the lust of any stallion or mare that gazed upon him.

Rarity shivered, pressing her body upwards against the underside of the demonic stallion’s barrel, feeling the soft velvety caress of his fur across her back. “Mmm.” She moaned lustily, eagerly pressing against the soft, and tender underbelly of the male.

As he shifted into position she felt his lips press against her neck, trailing kisses up the side all the way to her cheek, yet when she turned, and tried to meet those perfectly soft lips with her own he retreated suddenly. Leaving her aroused, and wanting nothing more than to feel those tender lips but unable to turn her head and reach them. With an angry pout she settled back into her position, hoping he would eventually grace her with a grace her with a kiss but content with the feeling of his cockhead rubbing against her lips.

Her eyes went wide, and her mouth hung open as a low moan slipped past her lips, surprised to feel that even the tip of his cock seemed ribbed for her pleasure. Resistance bled from her mind and she felt her body begin to heat up as desire got the better of her, leaving her wanting for nothing less then to be utterly ravished by this handsome beast. The creature, however, did not seem to have the same fervent desire as her however, and it merely stood there silently, his hips moving up and down, dragging his cock head down her slit and covering it in her juices.

The mare whimpered, trying to push back against the creature but finding that her limbs were still stuck fast in the black tentacles that held legs in place. “P-please.” She muttered, while trying to push her hips back against him. “I need it.”

The male hummed a deep toneless humm, as if he were thinking about giving her what she wanted, yet wasn't clearly convinced.

What did he want? She thought to herself. What would I give?

As the mare considered just what she could offer to convince the stallion to give her what she wanted, she felt his cock slowly press against her, only pulling back the moment it felt like it was about to push inside. “MMmm!” She groaned, trying desperately to push back but quickly finding that her feeble muscles were no match against the black tentacles.

My body is already his, my mind is already his, what left could he want? She thought desperately. Something told her that he didn't want money, or favors, or even her boutique, but what else did she have other then…

“I’ll do it, please just fuck me already.” She whimpered, hanging her head low in defeat.

The deep humm returned, as if asking her what exactly she was willing to give up.

“Anything, everything. Please just give it to me, I need your cock inside me.” Rarity muttered, feeling the shame and guilt of her actions burn inside her.

Yet despite it all she couldn't seem to find it in her heart to regret her admission, he was simply too perfect, his teasing too arousing. The heat inside her having grown to a level where she would do anything to have it quenched, even if such a relief was purely temporary.

He hummed one final time, short brief, as if commanding her to speak it, to tell him what she was willing to give up.

Rarity whined pathetically, pressing her body back and trying to get that fat cock of hers inside her sopping wet pussy. “F-fine. Take my soul, my body, anything. Please, just fuck me already!” She cried.

Something hard pressed against both her ass and pussy at the same time, making the mare let out a startled eep as she felt them both press forward, pushing instantly against her holes. Rarity had never really been interested in anal, but if that's what he wanted, then that's what he got, and she would give it eagerly.

The mare groaned, feeling her holes both be penetrated by the demonic stallion’s perfect cock, her body clenching down on the ribbed heads of his cock. She could feel every bump and groove along his cocks as they pushed deeper and deeper, his body slowly rocking back and forth as he forced more and more of himself into her. Her coat began to darken, her cutie mark doing the opposite as they lost their distinctive teal color and became pure white. With every thrust her coat deepened and deepened, until at last it was as black as his own, her fur gaining a hint of the same luxurious feel as his had.

“Oh my gosh, your so big.” Rarity moaned aloud, not noticing the way her voice shook with an otherworldly timber.

The stallion snorted, his weight pushing down harder against her back, shoving Rarity against the floor and forcing the mare to further brace herself, grunting under his weight. “Warn me next time darling. I would hate to fall over.”

The demonic stallion ignored her remark, aligning his body with hers, until his limbs were perfectly placed beside her own, and his head rested firmly on top of Rarity’s. The mare herself hardly seemed to notice, merely relishing the feeling of closeness and pleasure that came with more of his perfect fur touching her body.

She wanted this more than anything, and she squeezed her eyes shut tightly, focusing on the sensations of his ribbed cock slowly pushing it's way inside her. Every subtle shift of his hooves and every small thrust were perfectly aligned to deliver the absolute most amount of pleasure and the instant she felt his medial ring press against her hole, she came, hard.

“Oh stars above, fuck me!” She cried, not noticing how her cry seemed to rise to the point of becoming a keening wail.

Her horn sparked, slowly beginning to recede into her forehead as two larger sets of ram like horns began to poke out from beneath the sides of her head. Her mane began to deepen in color, becoming a dark black with a single violet streak running through it, matching her now solid black fur quite well.

The demonic stallion knew he didn't have to wait for his mare to grow used to the size of his large cocks, and eagerly shoved forward, ramming his medial rings into Rarity’s tight holes. The mare moaned aloud, bucking her hips against him, not noticing the fact that the tentacles were gone, having slipped past her fur and into the mare’s body. Muscles she didn't know she had bulged and shifted under her skin and she shoved herself back hard against the stallion’s brutal thrusts.

Between the stallion’s desires and her own, it was mere seconds before the tips of his massive flared heads bottomed out inside her. She raised her head and cried out in unbelievable pleasure, acutely aware of just how much her pussy and ass were being forced to stretch in order to accommodate his massive girth. The bumps and ridges along his cocks were also perfect, seemingly hitting every pleasurable spot inside both her pussy and ass.

Just as she was about to push back and try to egg him on, he began to move, throwing his hips back before thrusting forward with every ounce of his not inconsiderable strength. Yet Rarity hardly seemed to notice, feeling only a soft thump of their hips connecting as he drove his cocks deep inside her body. “Yes, yes, yes!” She cried. “Fuck me harder, faster!”

The stallion obeyed, eagerly pounding his hips into hers at an increasingly relentless pace, molding her ass and pussy with every thrust, and making her second orgasm come rocketing to the fore. She gripped the ground tightly in her cloven hooves, the stone work crumpling beneath her powerful grip, chips of which went flying as she threw her weight back against him. Every thrust drew another moan from her lips, and though she didn't know it, also drove more and more of his body into hers.

By the time her second orgasm came and went his body had shrunk considerably, and Rarity’s horns had grown to the same size and length as his had been. The demonic stallion’s chin rested firmly against her head, holding her down as he continued to drill her over and over, his head slowly sinking into her form with each passing second.

The mare was so gone that she didn't even notice a bulge form just below her pussy, growing and extending until a large cock, identical to the one the strange stallion had, now rested beneath her barrel. Her mind was so utterly consumed by the flames of passion that she was only faintly aware of something strange pressing against her belly, but she paid it no mind. She had something more important on her mind, a thought that nearly consumed her very being and demanded that she service this cock as much as physically possible.

It was as if a part of her very soul wanted this, and if she had the presence of mind she would be able to sense the very wiring of her mind changing in order to make her focus completely on the act of bringing pleasure. Her pussy clamped down on his cocks, muscles she had never felt before beginning to squeeze and milk his cocks. Though she knew not how she was doing this, she could feel the stallion’s pleasure and knew he enjoyed it.

On and on the relentless fucking continued, until the stallion’s entire body had nearly melted into the mare’s. Her fur was black as pitch, and held the same unearthly sheen and perfect softness. Her horns were now long, having grown even longer then his had, while her mane had grown longer still, every strand now the deepest shade of purple. Her eyes were last, becoming a deeper, yet brighter blue, an unnatural glow beginning to emanate from within.

Her third orgasm was coming, and coming quickly and some part of her new senses told her that he was nearly there to. “Yes, your so fucking big, I love the way you absolutely stuff my holes full of your cock.” She whispered huskily, grunting as she pushed back against him. “Do you like that baby? Do you like the way your massive throbbing dicks make my holes stretch? Because I fucking love it.”

She pushed back harder, faster, and with an almost rabid intensity, until nearly his entire body had melted away. Then, with one final titanic thrust she shoved herself back, and screamed to the heavens, feeling something hot and wet explode inside her.

She came harder than ever before, her entire body falling limp against the ground, the weight on her back now completely gone. She was only half aware of this fact, and really only noticed his absence when she noticed his cocks had softened to the point of becoming liquid. Liquid that now flowed into her body, becoming a part of her.

She blinked slowly, looking down at her changed body with mild curiosity. Rather than be confused, or angry the former unicorn merely smirked, flexing her powerful limb and lighting her horns with a dark and terrible power.

“Oh this feels wonderful.” She whispered.

Author's Note

Want to see stories like this before anyone else and get access to secret patron only stories, early releases for patreon supporters aaand other goodies? Drop just three bucks on my patreon and join the early release club!

Join me over on patreon and get instant access to exclusive content and early looks at new stories, patreon only stories and other great stuff! Check it out!
Or just join the discord to ensure that you dont miss an update.
This update was made possible by the wonderful support of:
Kali, Craig, Ozzy, Robert, Quill, JPMK, Tommy, Ivar, Mikhaila, Pacsik, Matt, Brendan, Peter, Nicky, Princess Pudding, Nofreedom, T Sparkle, Apollyon, Luckyfanisaac, Azin, Zairvin, Random_Reader, Iamunkown, Facinus, M, Nfreak, Doomgooey, Michael, Ceepert, Diokyo, Starless.

Rainbow Dash

Rainbow Dash’s eyes shot open and the pegasus threw her legs under her, launching herself into the air and quickly glancing around the room. “Hello?” She yelled, spinning in a quick circle, hooves raised and ready to strike.

The room however, was devoid of enemies, and was completely empty, silent red brick walls surrounding her on all sides. “What the hay?” She muttered.

She clopped a hoof against the ground, feeling that there was indeed thick stone beneath her. “No way I’m getting through that.” She remarked sadly.

Taking to the air once more the pegasus flew around the room, tapping the walls, floor and roof seemingly at random, remembering a story where Daring Do had found a false wall after tapping on a loose stone. Except here, there was no obvious loose bricks, only stone stone and more stone, and her efforts turned out to be completely futile.

With a sigh she landed on her butt in the centre of the room. “How the hell am I going to get out of here?” She angrily yelled.

Her eyes suddenly went wide, and she covered her mouth with both forehooves. “If there are no doors or windows, that means I’m going to run out of air!”

Just like in Daring Do and the temple of Poseidon! She thought to herself.

She hastily turned in a circle, hoping against hope that her first scan had actually missed something, only to come up empty hooved. “Oh no.” She whispered.

Despair threatened to over take her, but she refused to give in to despair so easily.

With a cry of anger she surged to her hooves and reared back before slamming her forelegs into the ground as hard as she could. The stone didn't yield an inch, but despite that and the pain that lanced through her hooves, the pony reared back and stomped again and again and again.

“You won't hold me you stupid tower!” She yelled. “I’m Rainbow fucking Dash!”

The pegasus threw her back into it, slamming her hooves into the ground with every ounce of fury she could muster until she felt something slip inside her leg, making her topple to the ground in an agonized yell. “Fuck!” She screamed, cradling her limb and grinding her teeth.

As she lay there incredible pain she wondered what the other girls were doing, her thoughts lingering on Fluttershy and how terrified she must be to find herself alone in such a creepy castle, with no obvious methods of escape. The pegasus sighed, trying to force herself to think rationally, but being too angry to really muster anything. “Damnit Twi, why did you have to turn evil? I could really use that big brain of yours right about now.”

With a sigh she stood back up, putting less weight on her injured forehoof and giving her head a firm shake. The mare forced herself to focus on the wall before her, trying to remember if there was anything in one of her Daring Do novels that could help her pick out which could be loose.

Completely unnoticed by the pegasus, her shadow began to lengthen, before growing larger and larger before filling out considerably. The creature within pushed itself upwards, forcing the darkness to stretch and grow as it's body rose from her shadow, becoming more solid as it grew. As the strange creature rose up it became more and more substantial, it's features now able to be discerned amidst the amorphous mass of darkness. It’s head was the first to become visible, along with a fearsome visage complete with horns, muzzle and glowing blue eyes which stared intently at the pegasus’ backside.

Within seconds the entire head and neck had risen from the darkness, all of which was completely unnoticed by the pegasus who was muttering to herself as she prodded the bricks. “What was the rhyme again? If it's loose touch it's kaboose... No that's stupid.” She scratched her head. “I really need to read Daring Do and the cavern of souls again.”

The shadow creature smirked to itself, pulling one hoof from the pegasus’ shadow, followed by another, and then a set of leathery batlike wings shortly thereafter. The creature’s body was sleek, slim, though it had the distinct bulge of muscles just beneath it's flesh they were toned, and athletic, perfectly mirroring the pegasus’ body. With one last tug, the creature pulled it's back legs and spade tail from the darkness of the pegasus’ shadow, it's body now completely free.

Rainbow Dash sighed, giving the brick she had been staring at a light tap. “Well this sucks.” She grumbled, turning back to the centre of the room only to stop and duck under a hoof. “Whoa what the fuck?”

Rainbow Dash dodged a second punch before dipping under a third and rolling off to the side, putting some distance between herself and her attacker.

With breathing room now secured she got her first good look at her assailant, instantly noting just how strangely featureless the creature’s body was. Though she could tell the outline of it, and could tell that it was well muscled, the finer details of the creature’s body seemed to blend together, as if it's fur was so dark that it absorbed the light itself. “Who the hell are you supposed to be?” Dash asked, while lowering into a more defensive stance, wings splayed.

Though the creature had no mouth to speak of Rainbow Dash was strangely certain it was smirking at her. With a flurry of motion the creature opened it's wings, and shot into the air, leading with a right hook aimed straight for the pony’s jaw.

Ducking under the blow took every bit of speed the pegasus to muster, and the follow up downward strike nearly caught her in the back as she rolled out of the way. Bringing her hooves back under her Rainbow Dash pushed hard, launching herself into the air, and over a leg sweep that the creature had nearly caught her with. The monster had evidently not believed Dash could dodge such a swift strike, and was thus left open with her hooves down. Using this moment of weakness, Rainbow Dash brought her hooves down in a one two punch aimed at the creature’s eyes.

Yet the strikes didn't connect, the creature’s wings surging with such strength that it was able to launch itself out of the way just milliseconds before the pegasus’ hoof had been about to connect.

With a distance now between them the two combatants began to circle each other slowly, their eyes narrowing as they stared one another down.

Rainbow Dash noted the pointed horns that emerged just over the creature’s large eyes, as well as the thumb like appendages at the top of the creature’s batlike wings. They would surely give the demonic creature an edge if Rainbow Dash didn't keep an eye on them. Advantages or not the mare refused to believe that she would be bested by some mere monster and had already begun trying to figure out her weakness.

The demon meanwhile, fluttered it's wings, a smile on it's face as it circled the pegasus, it's expression calm. Just as Rainbow Dash was about to ask what it was doing, she breathed in through her nose, catching a whiff of the potent smell of sweat tinged with something… stranger. The pegasus couldn't quite place it but it reminded her of the time when she had worked out with Derpy and the shy bubble pegasus went home without showering.

A small heat bloomed in the mare’s nether regions, though hardly noticeable now, it seemed to increase in intensity with each breath she took. Shaking her head, the pegasus dismissed the strange notion and all such thoughts from her head, she was on the clock, and judging from the fact that the creature didn't seem to need to breathe, it was evidently trying to wear her down rather than outright beat her.

“Who the hell do you think I am?” Rainbow Dash yelled, launching herself back into the air and surging towards the still smirking demon.

The creature rolled to the right, dodging the first hook and blocking the second before following up with her own right left combo, which Rainbow Dash was barely able to block in time. Though she had managed to stop herself from being punched in the face, the blows still stung, having no doubt given her a sizeable pair of bruises where the creature’s cloven hooves had impacted her limbs.

With a growl building in her throat, the pegasus ignored the way her body seemed to heat up, focusing instead on using her wings to give her a better height advantage, and hopefully bring her over the creature’s defences. The demon was fast though, managing to match the pegasus’ speed and leaping into the air barely a millisecond later. Hooves connected with hooves, right with left, left with right, back and forth before Rainbow Dash dipped to the side, trying to catch the demon off guard, only for her to turn, spinning left.

Forced to match the creature’s movement Rainbow Dash continued right, her wings pumping hard as she spun in a circle, eyes latched firmly onto the demon’s. For a second it seemed as though they were back into another awkward stalemate, only for the creature’s leathery wings to suddenly twist, sending her flying directly into Rainbow Dash’s path. The pegasus’ feathered appendages lacked the quick turning capabilities of the demon’s leather ones and with a panicked growl Rainbow Dash flattened her wings against her back, dropping her to the ground and barely out of the kick that would have struck her square in the nose.

The pegasus knew the position was an awkward one, with her opponent now over her, and she had to act quick lest the demon followed up on that opportunity. Wings and hooves pumped and the pegasus lunged forward, hoping to dodge whatever had been aimed for her exposed back. Yet there was no whiff of air that came when dodging a blow, and a second later the pegasus’ confidence was blown away when a heavy weight collided against her.

Rather then the fast hard blow of a hoof, the creature seemed to have draped itself over the pegasus, pinning the speedster’s wings against her back and grounding her. Rainbow Dash tried to reach above her head in order to grip the demon’s muzzle and throw her off, yet each grab and desperate punch was dodged with irritating ease. She was open, completely defenceless and unable to fight back, yet the pegasus did not feel the rain of blows she had thought were coming, instead the demon seemed content to merely hold the pegasus’ wings down.

With a grunt, Rainbow Dash felt her legs buckle, the demon knocking out the backs of her legs and forcing the pegasus to the ground under her. With a strangled cry Rainbow Dash toppled to the floor, the demon on her back pinning her before Rainbow Dash even managed to put up a fight. “Get off me!” Rainbow yelled, thrashing as best as she could.

The demon said nothing, merely holding the pegasus down as Rainbow Dash continued to breathe harder and faster, unknowingly causing the heat inside her to bloom to far greater heights. The pegasus’ struggling slowed, her mind finally catching up with the fact that the smell from before had returned, only far more intense than ever before. It was intensely arousing, and it made her stop for a split second, her desire for freedom temporarily lost amidst the waves of heat pounding against her psyche.

Shaking her head, the pegasus grit her teeth and tried to throw the other creature off by pushing with her fore legs. Predictably, the demon shifted some of her weight forward to further pin Rainbow’s fore legs, then before she had a chance to shift again Rainbow Dash put all her strength into her back legs, dropped her forelegs and launched the demon over her head.

With the weight off her back, Rainbow Dash shot into a standing position, wincing when her weight settled on her injured foreleg. She wouldn't let herself get distracted again though, and she forced herself up, ready for whatever cruel attack the demon would level at her next.

Yet the demon was just standing there, wings against her back, smirk still plastered on it's lipless face. Rainbow Dash found herself paralyzed, baffled by the sudden turn of events. “What do you want?” She muttered, a little weaker then she would have liked.

The demon smirked before taking a step forward, wiggling it's entire body a little as it did so, drawing Rainbow’s eyes down her muscled form, back along it's sides and finally to it's amazingly toned flanks. The pegasus had to physically shake her head to keep her eyes from being drawn to the demon’s strangely erotic form. It was difficult, but Rainbow Dash managed to tear her gaze up to the demon’s blue eyes only to find herself similarly disarmed.

Those eyes were so deep, like twin pools of lust, which the pegasus found herself toppling into head over heels. Rainbow Dash remained motionless, even as the demon approached her, the sultry walk causing Rainbow Dash to shiver in anticipation. It was the walk of a being on a mission, it promised her pleasure without end, and fulfillment of her every desire and the pegasus simply didn't have the strength to resist her.

The pegasus found herself wondering what exactly was going to happen, the tension having just blown out of the room so suddenly that she wasn't sure if the demon was going to fuck her up or just plain fuck her. She considered resisting, considered maybe fighting back against the demon’s influence, but that's all it was, a mild consideration. Rainbow Dash was hooked on this strange, demonic creature, from her muscles, to her speed, to the feminine yet still powerful way she held herself.

It was like a pony had found out her every kink and desire and had rolled them all into a perfect ball and then gave it horns, it was too good to be true.

The demon drew closer, now mere inches from the stunned and staring pegasus. Her stance was loose, her wings pressed tight against her back while her ever present smirk could be still seen on her lipless face. Rainbow Dash tensed slightly, unsure of what was going to happen when the demon closed the distance.

Until she was barely more than an inch from the pony’s muzzle, her smirk disappearing, her eyes glowing faintly.

Rainbow Dash knew what was going to happen, and though a part of her still rebelled against it, she did not physically resist.

Closing her eyes, the pony pursed her lips, waiting for the touch she knew was coming. Sure enough a second later the velvety smooth lips of the demon touched hers, making the small fire burning inside her to explode into a raging inferno of insurmountable lust.

Rainbow Dash all but melted into the kiss, her muscles falling slack as her mind all but gave up, giving into the demon’s lust. When the demon pressed forward, Rainbow Dash relented, allowing the creature to push her back, deepening the kiss. The formerly lipless demon pressed against her, forcing the pegasus’ lips open and slipping a long, serpentine tongue into the mare’s mouth. The feeling was a strange one, and Rainbow Dash imagined it was akin to making out with a snake, yet even with such a strange thought in mind she was forced to admit that it felt really, really good.

Moaning into the kiss, Rainbow Dash felt the demon’s hoof caress the soft underside of her chin, further drawing the mare in while ensuring her defences stayed down. Her eyes closed, her body finally relaxed completely, the mare having completely given into the desires of the demonic creature. The demon seemed to sense this, pushing a little harder and seeing when or even if the pegasus would resist her advances.

The pegasus’ will had been firmly broken, and even as she felt the demon’s tongue invade her mouth she did not fight back. With a smirk on it's face the demon shoved forward, pushing the mare to the ground with a firm, dominant hoof.

Even as she felt her body topple to the ground, Rainbow Dash didn't even think of fighting back, her mind and will utterly subsumed by the intense desire to simply give in and get relief for the fire burning inside her.

She looked up at the demon, her hooves clenched tight against her chest as the pegasus wondered what her new mistress would do to her. The demon smirked, a pair of lips and a mouth having emerged from the formerly lipless void. It trotted around the fallen pony, eying up Rainbow Dash’s form and smirking once more.

“C-come on.” Rainbow Dash whimpered, covering her sopping wet pussy with her tail. “I need it.”

The demon stopped, and raised an eyebrow, as if asking for further clarification.

She gulped. “Please fuck me. That's what you were going to do anyway, right?”

The demon smirked again before nodding, walking back around to the mare’s other end the demon reached down and forced open Rainbow Dash’s back legs before slipping between them. As she walked further up the pegasus’ she did the same to the mare’s forelegs, only having to apply a slight amount of pressure before Rainbow Dash relented, allowing the demon to simply take what she wanted.

Their lips met, their bodies pressed together and Rainbow Dash was instantly transported to a realm of pure, absolute pleasure. It was an undeniably strange experience but something about the way the demon moved, her strength, her speed, everything about her was exactly what Rainbow Dash had always wanted out of a lover.

She was everything the pegasus herself wanted to be.

The demon pressed forward, their bodies meeting and the demon’s soft fur caressin Rainbow Dash’s body in an almost sensual manner. The pegasus shuddered in pleasure, the sensation of such perfectly soft fur making her even more aroused as well as relaxed at the same time. The kiss deepened once more with the pegasus relinquishing control of her mouth as well as the rest of her body to the hungry demands of the demonic being.

As their bodies touched, Rainbow Dash could feel the weight against her increase, and though she couldn't tell, the demon visibly began to sink into the mare’s flesh. Their pussies suddenly connecting with the demon mashing their dripping sexes together with such a sudden intensity and catching the mare completely unprepared.

Rainbow Dash could feel her very soul begin to melt under the intense feeling, an experience that only grew even more intense when she felt the demon lean into her, grinding herself against the mare. The weight, the way the demon moved, the way she so effortlessly dominated her body, everything was just perfect, leading to the perfect storm of lust. Even as she felt the weight on her chest begin to lessen she did not open her eyes, the demon’s form melting into the pegasus’ own more and more with each passing second.

The tongue inside her mouth seemed to lengthen, growing thicker and extending down her throat, though somehow not cutting off her supply of oxygen. The mare moaned, feeling the same flowing sensation as something wet and slimy slipped down her nostrils, in her ears, as well as quickly filling her pussy and ass with thick appendages of unknown origin.

Her eyes rolled into the back of her head, a ragged moan slipping past her lips as she felt her very soul be violated by the cruel demon. An orgasm exploded throughout her body, seemingly coming out of nowhere and causing the mare to twitch randomly as she rode the strongest orgasm of her entire life.

An orgasm that didn't seem to have an end, even as the seconds blended into minutes she continued to cum, harder then ever before. The slippery appendages penetrating her every hole and pore seemed to speed up and the mare could feel her body begin to grow heavy. Organs rearranged themselves, horns growing just above her eyes, while her wings lost their feathers, growing thick membranous sections where there had not been any a moment earlier. Her mane and tail lost their distinctive color, becoming an pitch black with a thin streak of blue running through it while her fur darkened until it became as black as the night itself.

As the orgasm continued the mare’s mind fractured, her fragile psyche crumbling under the weight of the changes, as well as the seemingly endless pleasure. It was beyond mere words, and soon Rainbow Dash found that the weight was lifted completely from her body, the demon having vanished, though it's presence lingered.

They were one, and that pleasure of change echoed in her mind, the cracks in her sanity being filled by an otherworldly presence, until there was no telling where Rainbow Dash began and demon ended. With a shuddering heave the pleasure ended abruptly, her orgasm leaving her sprawled out over the ground, tongue hanging out of her mouth.

The mare shook her head, standing on shaky hooves she looked around the room, instantly realizing she was now alone, and that her body had been completely and irrevocably altered. She stared in awe at her now black hooves, and equally as black mane, noting the thin stripe running through it, before smirking to herself and flexing her powerful muscles as she struck a pose.

“Oh fuck the hell yes.” She smirked.

Author's Note

Want to see stories like this before anyone else and get access to secret patron only stories, early releases for patreon supporters aaand other goodies? Drop just three bucks on my patreon and join the early release club!

Join me over on patreon and get instant access to exclusive content and early looks at new stories, patreon only stories and other great stuff! Check it out!
Or just join the discord to ensure that you dont miss an update.
This update was made possible by the wonderful support of:
Kali, Craig, Ozzy, Robert, Quill, JPMK, Tommy, Ivar, Mikhaila, Pacsik, Matt, Brendan, Peter, Nicky, Princess Pudding, Nofreedom, T Sparkle, Apollyon, Luckyfanisaac, Azin, Zairvin, Random_Reader, Iamunkown, Facinus, M, Nfreak, Doomgooey, Michael, Ceepert, Diokyo, Starless.

Fluttershy

Fluttershy squeezed her eyes shut, trying to force out the images of whatever nightmare she had just been having. The dream had been strange, as she had imagined her and her friends wandering through the forest in search of a tower where Twilight was supposedly waiting, and then after that… Fluttershy didn't even want to think about what happened when they had found the tower.

She reached down in order to pull a blanket up over herself only to find she was not in her bed. The mare looked around nervously, her eyes going wide when she realized just how far from home she truly was.

All around her was a great lake of black viscous liquid that clung to her fur and filled the room completely. She couldn't tell where the light for the room was coming from as she saw no torches or magical light sources, but that was hardly her concern right now.

Looking down, she recoiled in terror, noticing that her hooves were completely submerged in the strange black liquid. With a startled gasp she tried to pull them out, only to find that the black liquid clung to her tightly, making it difficult to move. After a short struggle, she managed to lift a hoof almost completely out, only to find herself in an odd position.

With her one hoof free she no longer had the leverage to lift any of the others and her wings simply did not have the strength to lift her from the clinging muck. With a sigh of defeat, she let her hoof fall back into the liquid, noting how it almost seemed to reach up, anticipating her action and swallowing her hoof.

She shuddered in fear but forced herself to focus, she and her friends had been through terrible circumstances like this before, though now that she thought about it, nothing had been quite this disturbing. “H-hello.” She whispered, looking around, having only just realized she hadn't tried calling out, though she suspected it would be a useless action.

When no answer came she glanced over to the closest wall, figuring it might be able to at least help get her out of this creepy black goop and give her the leverage she needed.

Walking was a slow and arduous task, one that took several minutes to do just to get a foot away, at the end of which Fluttershy sighed, nearly collapsing from the sheer exertion. The liquid seemed to be fighting her with each motion she attempted and though the pegasus was stronger then what some might think, she did not have the endurance to fight back against such a strange and resilient enemy.

Using her wings to keep her from collapsing, Fluttershy looked around once more. “Is anypony there?” She yelled, louder than the last time.

When her question was met with the unrelenting sound of silence, she sighed in defeat.

What would Rainbow Dash do? She thought to herself, wondering just how the prismatic pony was doing right now.

She probably already escaped. Fluttershy remarked rather glumly, imaging her friend busting through a wall and flying to safety.

She knew bravery and ingenuity would be what saved her in this situation, but for the life of her, she couldn't think of anything she could do. The ground, floors and roof felt and or looked like stone, but the goo was so sticky as to make movement nearly completely impossible. The liquid itself was extremely resistant to force, not even reacting when Fluttershy pulled a hoof out and punched it. Not like Fluttershy actually believed she was going to punch her way out of this situation anyway, and she doubted even Applejack could accomplish such a feat.

Pursing her lips, the mare wondered just how much air she had left, as there didn't seem to be a way out of the room or any windows to speak of. Though a spike of panic shot through her she forced that emotion down, her experience in dealing with such danger at war with her shy, and easily startled nature.

With a gulp, the pegasus closed her eyes and listened, remembering something she had read about caves and buildings revealing the exit based on the movement of the air. When no wind brushed across her feathers and no sound met her ears she frowned, barely resisting the urge to slump to the floor in defeat.

“Can anypony hear me?” She yelled.

When no answer came she sighed again, only this time she forget to resist the urge to flop to the ground in defeat.

Her body impacted the thick, viscous fluid, and though her eyes shot open and she tried to pull back, she found herself stuck. Panic surged through the mare, and as she tugged and pulled the goo resisted, holding her fast, pulling her down. The black liquid crested the halfway point of her barrel and continued to crawl upward, threatening to cover her entire torso in it's strange and disturbing form.

Planting all four hooves on the ground, Fluttershy pushed, heaving her weight against the goo, and flapping her wings in a desperate bid to free herself. For a moment it seemed as though victory was only a second away, then all at once, the goo seemed to gain a mind of its own, and thick tendrils of inky blackness sprouted from the liquid flowing around her. Each appendage crawled up the mare’s side, a startled shriek tearing from her throat. With renewed intensity she fought, flapping her wings and pushing her legs with every ounce of strength she had.

Again she seemed seconds from being free and again that hope was dashed, this time by something heavy hitting the back of her knees, knocking the strength from her limbs and causing the goo to surge up her sides. Her barrel was encased completely and by the time she screamed, it had crawled all the way up to her neck, encasing her tail, back, limbs completely. Her wings followed suit, becoming pinned to her back, pulled down by thin strands of black liquid that draped over her form.

“Help!” She cried, limbs flailing as wings tried to flap.

Alas, no help came, and no amount of flapping or struggling was able to free her of the strange liquid’s foul clutches. As the seconds ticked by the mare found herself pulled further and further into the liquid, making escape utterly impossible. The floor she had thought she had felt was no longer there, vanishing mysteriously, only to notice that the floor had not gone anywhere. Instead, the goo rose from the ground, pooling around her and extending all the way up to her chin.

Tears crawled down her cheeks and the mare clenched her eyes shut tightly, praying to whatever deity that would listen that it would at least be quick and if she was lucky, painless. Yet the mare did not feel the cruel touch of lash or blade, and though the goo clung to her tightly, it had stopped moving.

Opening her eyes the mare looked around as best she could. All around her the black liquid had drawn its mass around her, leaving her half floating in it. Maybe this was some sort of creature? There had to be an intelligence at work after all, and though the liquid clung to every part of her body, she did not feel it press against her particularly firmly.

“Hello, mister goo monster sir? Could you maybe stop please.” She whimpered. “I don't want any more hugs.”

The liquid gurgled and popped in a crude facsimile of a laugh, making Fluttershy gulp. “P-please?” She asked hesitantly.

The goo churned suddenly, something thick suddenly pressing against the entrance to her pussy, drawing a startled scream from the pegasus. “No, please, stop!” She cried.

The creature ignored her cries of terror, tuning out the ensuring screams and tears coming from the helpless mare. The thick appendage pressed inside her, slipping past the meager defense she put up and surging deep into her body. Fluttershy could feel the slippery appendage penetrate her completely, the slimy length filling her body to a degree she had never experienced before.

It didn't take long for more and more of the foul black liquid to pour into her pussy, filling every nook and cranny of her body with it's writhing length. She thrashed her limbs, kicked her hooves, flapped her wings but nothing could dislodge the goo, or even moved her an inch. It was obvious that she was stuck fast, and no amount of power she could muster could free her. Stifling her cries the mare tried to squeeze down on the liquid still flowing inside her, trying to push it out.

The goo writhed suddenly, seemingly enjoying the resistance she was putting up, and pumping more and more of itself into her until her pussy was so full that the mare could feel her muscles strain as her body began to stretch. “P-p-please stop.” The mare sobbed.

The feeling of violation, and debasement was palpable, and yet despite the fear and pain, there was also a deep, hidden shame. The creature’s size, and vicious nature meant it hit every pleasurable spot inside the mare’s pussy, making a heat begin to rise within her.

Liquid surged into her only to flow out a second later, giving the impression that she was being fucked by some strange entirely liquid creature. “Oooh.” The mare moaned suddenly, her eyes going wide as she realized what had slipped from her mouth.

The strange bubbling sound returned, giving the mare the impression that she was being laughed at, drawing a blush to her face.

When the liquid pressed back inside her it did so slowly, as if teasingly, making the pony writhe as she felt it trickle back inside her. As it did, the goo pressed down on her clit, making sure to tease the mare as more and more of it pressed inside her, rubbing the female’s love button all the while. “Mmmmf.” The mare groaned, trying to stifle the pleasure she felt building inside her and failing utterly.

She could feel it even now, the pleasure that should not be was rising inside her, making her wonder if her first thought was wrong. What if this creature wasn't evil, but rather, simply horny? The mare shivered as she felt the creature bulk back up inside her, filling her tight passage with its slimy length. As she felt that pleasurable feeling of fullness and stretching begin to return she wondered something she would have never imagined herself thinking.

What if she just let it have its way?

It was clear she couldn't resist it. The creature was too strong, had captured her too completely, and there simply wasn't anything she could do about that. In such a situation wasn't it logical to simply give in, just for a little while.

The mare’s hooves fell slack, her wings returning to her back as she felt resistance slowly begin to bleed out of her body. She knew this wasn't right, and it wasn't what Rainbow Dash would do, but it was definitely something Fluttershy would do.

“Just be g-gentle, please.” She whispered, hanging her head in defeat, and hiding the blush that threatened to spread across her cheeks.

The goo writhed suddenly, undulating strangely before returning to its normal appearance. Fluttershy raised an eyebrow at the sudden burst of activity and though she wanted to ask more questions and maybe get through to this strange creature, movement inside her drew her attention.

The already considerable amount of goo that had already flowed inside her suddenly ballooned outwards, making her pussy stretch to truly massive proportions. The mare’s jaw hung open as she felt her body be forced to take far more than it was meant to, yet where she expected pain, she felt none. It was as if she had suddenly become more stretchy then her biology should normally allow.

Fluttershy hardly even had time to process this new information before she felt a new wave of goo surge into her pussy and travel deep inside her. She would have assumed it would stop at the entrance of her womb, yet it did not, slamming into the divide with such force that much of it managed to pierce the barrier.

Again there was no pain despite the fact that Fluttershy knew such a thing should be incredibly agonizing. A shift in the goo brought her attention back to her cunt where the liquid pulled out of her, leaving behind what little had managed to pierce her womb behind. Just as she was about to ask what was going on she felt it surge back inside her, adding another wad of black liquid to the now growing pool of it that gathered inside the deepest reaches of her marehood.

The mare shuddered, her wings extending as her hooves twitched randomly. Every drop that landed inside her was another burst of pleasure that threatened to overwhelm her.

The feeling was an utterly alien one to the mare, as it felt good, almost fulfilling but not in the way she would have assumed. Another surge, another healthy dollop landed inside her womb, causing her body to shudder. Again the feelings assaulted her and again she was left wondering what it meant.

It felt almost as though she was being stretched, but it wasn't the same as when the liquid filled her pussy and gave her that kind of stretching. Another surge, another wave and already she could feel her womb begin to fill completely, and the mare knew she wouldn't be able to take much more of this.

Yet she did not cry out, fight back or resist in any fashion, and though she reasoned that resistance was simply futile, there was also a darker reason, one that made her want to do nothing more than give herself to the horrible creature. In some strange, alien way she trusted it and knew it wouldn't hurt her, it needed her to fulfill it's lust after all.

“Go on, fill me.” She whispered, spreading her legs and waiting for the last wave that would fill her womb completely.

The liquid reacted instantly, writhing with palpable pleasure before pulling back and slamming inside her with enough force to rock her forward. Her womb filled utterly with the undulating black goo, making her body stretch in a way that she had never known could, her stomach distending.

The mare shuddered in pleasure, feeling pleasure the likes of which she didn't know was even possible. It was strange to think, but despite being so incredibly full, she could only think of how she wanted more. Her belly bulged, her womb stretched as even more of the black liquid was forced inside but still she wanted more, she had other holes to be filled, other parts of herself to be given to the black beast.

As if reacting to her desire a thick mass of goo pressed against her asshole, slipping past the small resistance her hole put up before sliding inside. “Yes!” She cried, arching her back and spreading herself as wide as possible.

The flow increased, turning from a surge into a torrent, her asshole forced wider and wider as more and more liquid flowed into her. Yet it still wasn't enough, she needed more, she needed to be used, to be filled and to be remade anew.

With wide excited eyes she plunged her face beneath the goo, feeling as the creature now caressed the exterior of her entire body all at once. It was like a million million feathers all touching every inch of her at once, yet even still it wasn't enough pleasure, still wasn't enough of the goo inside her.

She craved more.

The flow inside her womb increased, and she could feel as her cervix be pried open, allowing more and more to stretch and distort her body into a new and altogether strange shape.

More. She thought.

Her already full womb distorted ever wider, a fresh wave of liquid bloating her body so extremely that her belly bulged as if she were already six months pregnant with triplets. Her stretched asshole was forced even wider still, her every pore and inch of her body slowly stretching and filling as more and more of the goo entered her body through every available hole.

More! She cried wordlessly.

A burst of liquid plunged down her throat, filling her mouth in an instant and her stomach only a moment later. The taste was beyond compare, it was power, it was corruption, it was unspeakable, and it was the best thing that had ever graced her tongue in the entire time she was alive.

She didn't care that she should be breathing right now, or even that she could feel every inch of her intestines fill with goo, the pleasure overriding everything. She wanted for nothing, craving only to serve the goo as best she could, an urge that the black creature was all too willing to fulfill.

Litres upon litres of liquid poured inside her, filling her every pore and hole, yet still more came. Black tendrils of corruption coursed through the mare’s body, filling her beyond what should be physically possible. Her stomach bulged, and her flesh writhed, as black liquid coursed just beneath her skin, filling every inch of her body and remaking her anew.

She could feel the pleasure of the goo creature and knew it's joy. It had nearly completed the reason for its existence, and with that realization came a dual burst of pleasure that made both beings twist and twitch with shared euphoria.

Fluttershy knew there was only one last thing that needed to be done, only one last action that needed to be completed before she could join with the creature and become one. She needed to give in completely, to commit herself to become like it.

She didn't need to think long, her eyes instantly snapping open as she wordlessly cried her answer into the void of the goo.

YES, A THOUSAND TIMES YES!

The push of liquid surging inside her doubled, then doubled again, hundreds of litres filling her comparatively tiny body as she came harder than she ever had in her entire life.

Fur grew black, and disappeared entirely, flowing into the mare’s skin which softened until it was as black and formless as the goo that had formerly filled the room. Wings vanished, eyes became completely black, as her mane and tail vanished completely, replaced by a black mass that extended from the mare’s new body.

The last few drops of goo gathered around the mare’s hooves before being absorbed into her, the room now completely devoid of the black liquid that had nearly filled it only minutes ago

In its place stood a tall, confident creature that knew itself as Fluttershy, a wide smile on her face.

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Applejack

Applejack woke with a start, placing a hoof against her forehead to stop herself from falling right back over. “Augh, what the hay was that?” She mumbled.

Giving her head a shake the mare looked around, noticing that she was in a featureless stone room devoid of windows or any way out. “Hello?” She yelled.

When no answer came she frowned and tapped the floor, finding that the stone was solid as it looked. “Looks like this is one problem I can't kick my way out.”

With a snort she started circling the room, trying to find some sort of hidden switch or illusionary wall. When that too failed she sat down in the center of the room, groaning aloud. “Oh come, give me something to work with here!”

“As you wish.” A mysterious female voice answered.

Applejack jumped up to her hooves, looking around the room. “What the hay was that? Who said that?”

The shadow beneath her expanded before moving along the ground as if it had a will of it's own. Darkness expanded and grew, rising up and gaining form, turning into an feminine mare that stood about as tall as Applejack, but whose body was far more lithe than the farm pony’s. Long graceful legs connected to a slim and athletic body that drew the eye naturally to the twin pools of green that were the only real sources of color on the dark mare’s utterly black body.

“You are sure are a strange pony my dear Applejack.” The dark mare giggled, slipping closer, a smile plastered on her lips. “You crave a feminine touch, yet you also want to start a family of your own flesh and blood.”

“What the hay are you talking about? Better yet what are you and where am I?” Applejack yelled back, her eyes narrowing as her stance lowered.

“Oh where are my manners? I am Yours and I am here to ensure the mistress ascends.” She smiled, strutting around Applejack in slow, sensual steps.

“What do you mean? Speak plainly you damn snake.” Applejack growled.

“Twilight must ascend, and to that end you must be made to accept certain, changes.” The dark mare whispered, slipping in closer and brushing herself against the other mare’s coat.

Applejack pushed the dark pony back. “Well you might as well give up on this seduction attempt, cus you don't have the right equipment and I ain't about to bed some demon.”

The mare took a step back. “Oh really now?” She lifted a leg, revealing that she did in fact have the right equipment, and a rather massive one at that. “The mistress knows that you are endowed with a strong will, but are also fiercely loyal and quite loving, both are things that will serve as potent weapons.”

“I’ve had about enough of your nonsense!” Applejack yelled, ignoring the growing heat that spread across her cheeks. “Now you are gonna let me out of her or I’m gonna buck that silly grin off your smug face!”

“Oh Applejack, you wouldn't do that to your wife now would you?” The demoness asked sweetly, smirking as she slipped a little closer to the mare.

The earth pony’s eyes narrowed. “Buck this.” She muttered.

Applejack leapt into the air, attacking the dark creature with a hoof raised back and ready to cave in the dark pony’s skull. Yet despite all her speed, strength and determination, the demoness was faster, slipping past the strike, catching the mare, and pressing their foreheads together. “Wake up dear Applejack, wake up, and remember.”

The earth pony’s eyes went wide and she had mere milliseconds to resist before she found herself thrown into the back of her mind. Her body falling away, as all sense of self and where she had been was removed entirely, replaced by a featureless black void that surrounded her on all sides. “What the hell.” The mare muttered, looking around the vast emptiness. “Where am I?”

Applejack’s question received no answer, the void devoid of all sound, save the pounding of her heart in her ears.

She frowned, and was about to try and make herself wake up when a window opened up before her. The mare blinked, shifting a little closer to the window and peering inside.

Just beyond the window was a much younger Applejack sitting atop a hill near the farm, the memory coming back to her as she realized just where she was. “I remember this, it was after the first day of school.” She smiled, remembering fondly how she had stared up at the sky for hours, wondering what harmony had in store for her. Until finally her mother had called for her, and she had reluctantly slunk back into the house.

Within the window, the young Applejack gaped in awe as she noticed a shooting star pass directly above her. With the star’s appearance Applejack knew it wouldn't be long before her mother called her and the younger Applejack would leave her musings behind, yet that wasn't what happened. She blinked, noticing a small feminine shape step out from the treeline, half hidden behind a spruce.

“H-hello?” A tiny voice whispered, catching the younger Applejack’s attention down to the shape, which hid further behind the tree. “S-sorry. I thought I was alone.”

“Wait a tic, what's going on?” Applejack asked the empty void, her memory playing out differently then she had first thought it would.

Younger Applejack stood up and looked down to the edge of the trees. “Oh hey there, name’s Applejack, what's yours?”

“Yours.” The voice whispered back.

Younger Applejack rubbed the side of her head. “Well that's a funny name, what brought you all the way out here?”

The shape gulped. “I like coming here to think, my mommy says it's not our property but it's the best spot to see the stars.”

Applejack smiled. “Well shoot, there's more than enough room up here for one more.”

“R-really?” The voice whispered, stepping out from the treeline.

“Eeyup.” Younger Applejack remarked, sitting back down and patting the spot next to her.

The demoness smiled before eagerly trotting over beside the young Applejack, sitting down beside her before scooching a little closer. “T-thanks.”

“Aww shoot, it ain't nothin, y'all come by whenever ya want now ya hear?”

“I will.” The demoness muttered, a blush on her face.

A blush that quickly spread across younger Applejack’s face, making the current Applejack blanch. “N-no. That's not how it happened. I-”

She thought back to that night, only for her memory to tell her that was indeed what had happened. “Stop! Please, don't change anymore! This isn't right!”

The window disappeared, drawing a hopeful smile to Applejack’s face. “Oh thank the stars.” She muttered, wiping a bead of sweat from her forehead.

Her relief vanished when a trio of windows opened up, revealing more scenes. The earth pony’s eyes went wide and she punched a hoof through the closest window, trying to make it disappear. The memory could not be so easily dismissed though and it rippled as her hoof passed right through it.

“No!” She screamed.

The furthest screen to the right featured a young Applejack nervously talking to a demoness before taking her to the treehouse that her and Big Mac were building. In the memory they talked and played for hours before finally their parents started calling for them. Not wanting to part, the two young beings huddled in the half built tree house, giggling as they heard their parents try and find them.

“That's not right, that's not what…” Applejack muttered, her memory telling her that was indeed how it happened.

The next window showed a different memory, one where the young earth pony hid in the woods, clutching a tear stained report card in her hoof. She could hear the distant sound of her family searching for, but she refused to budge from her hiding spot, too embarrassed by her recent failures to face them. A few minutes later a small black shape slipped into the picture, sitting beside the crying earth pony and asking what's wrong. Over the next few minutes the black figure managed to talk the young Applejack out of her plans to run away, even managing to get her to go back home.

“N-no! Please stop, this isn't what happened!” She cried, hooves clutching the sides of her head.

The last window displayed a young Applejack walking closely to the demoness, nervousness making her sweat profusely as they made awkward small talk. The demoness wasn't sure what was going on, but after they emerged from the orchard and entered the small clearing they had first met in, everything was made clear. The young Applejack shouted surprise, revealing that she had made her demon friend a pie and had laid out a picnic blanket at the center of the hill. The celebration was a complete success with the demoness so happy that small tears could be seen running down her face, utterly overcome by the fact that Applejack cared about her enough to celebrate the day they met.

The windows winked out, but Applejack didn't care, tears stained her face as she clutched her head in both hooves. “P-please.” She whimpered. “That wasn't what happened, that wasn't what-”

Despite her pleas, the windows returned, this time there were hundreds if not thousands of them from every part of her life.

The day she graduated from middle school Yours was there, right beside Applejack, a wide smile on her face. When Applejack’s parents passed away she was there with a sympathetic ear and her trademark endless patience, willing to stay up several long nights as Applejack cried her eyes out. The demoness was there on their graduation day from highschool, with both ponies throwing their caps in the air, only to bump into one another, making their lips touch for a second. A cascade of other memories flowed through the mare, making her remember the life she had spent with Yours.

Every important moment of Applejack’s entire life had been shared with the demoness, every joy, every sorrow, they shared it all and in turn Applejack was there for her. She remembered when they started dating shortly after their graduation, it hadn't been easy but it had been rewarding, with the mare feeling more complete by the day.

Hundreds of memories flowed through her, altering the mare so deeply that she could feel a part of herself wither and die, only to be replaced by this new and different Applejack.

This mare was not the same, she was bolder, confident, and empowered by the love she shared with Yours. And it was that love that defined her, made her into the pony she was today, and from that love all of her successes could be traced.

Her eyes snapped open, the old Applejack dead and gone, buried amidst the weight of thousands of new memories. Her last thought being a cry of rage, a desperate scream into the void which swallowed her hole a moment later.

“My love, are you alright?” A feminine voice asked, a hoof touching Applejack’s chin.

The earth pony smiled, remembering the feeling of her wife’s soft and tender hoof. “I had the strangest dream.”

“What happened?” She asked, concern evident in her bright green eyes.

Applejack chuckled. “It was just a silly dream.”

“Dreams are important my love, please, tell me what happened.”

The earth pony raised an eyebrow and shrugged. “I suppose it doesn't really matter. It wasn't a nice dream though I gotta say.” She frowned. “Don't rightly remember much, other then desperately trying to forget you.”

The demoness frowned. “You wouldn't actually do that, would you?”

Applejack laughed out loud. “Of course not! Why in Equestria would I try and forget the mare a my dreams?”

The demoness smiled, stepping closer to the earth pony. “I’m glad… But.” She frowned, looking away. “Are you sure you don't want to forget me?”

“Now why in the hay would you ever think that?” Applejack trotted up to her and placed a hoof against the demoness’ chin. “I would never do such a thing.”

Yours tugged her chin away, looking down. “Yet you always refused to become one…”

Applejack let her hoof fall away. “I know I always put it off but for the life of me I can't remember why I would do such a thing.”

The demoness looked up, hope brimming in her emerald eyes. “You mean?”

Applejack nodded. “If it means that much to you we’ll do it.”

“You have no idea how happy I am to hear you say that! I have always wanted to be a part of you Applejack.”

The earth pony blushed, rubbing the back of her neck awkwardly. “Aww shucks, I know it's a big step but hey we've been married over a year now, so it's about time we took another.”

Yours clapped her hooves together happily before trotting over to the other side of the room. “You will not regret this Applejack, I just know you’ll love it.”

Applejack raised an eyebrow at the sudden appearance of a large four poster bed where there had not been one a moment earlier. A quick scan of her memories told her otherwise though, making her shrug off the odd feeling and follow her wife. “Though I’m not so sure, I trust you.”

The demoness giggled, hopping up onto the bed and laying down at the centre of it, her cock just barely beginning to poke out from her sheethe. “I’m so happy your willing to do this, Applejack.”

“I can see that.” Applejack remarked, giggling at the sight of her wife’s cock slowly emerging from it's hiding place.

“Do you mind?” Yours asked, gesturing down to her dick.

Applejack shrugged. “Course not. Only question is if you want it slow or fast?”

“Fast please.” Yours giggled. “I want to be a part of you as soon as possible.”

Applejack raised an eyebrow, hopping up onto the bed and trotting over to the other being. “Eager today, aintcha?”

“You know very well how much I crave you.” The demoness whispered back.

The farm pony blushed. “Daww ain't you just the cutest thing.”

“I try.” Yours replied with a shrug.

Applejack leaned forward, planting a firm kiss at the head of her wife’s cock, feeling the stark black length grow and harden. With a smile on her face the farm pony lay between her lover’s legs, planting kiss after kiss up and down the still growing length. As it lengthened so did the mare’s lust, as her memories told her of all the times they had done exactly this, and all the pleasure Applejack knew were coming.

Though such an act should have dulled to the point of boredom due to the sheer number of times they had done exactly this, Applejack couldn't help but feel like this was the very first time. The mare shuddered at the memory, remembering well the first time they had made love all those years ago. The mare shook her head, reminding herself not to get distracted, as she had a sexy wife to please.

With renewed intensity the mare pressed her lips forward, wrapping them over the other being’s wide cock head. The flavor hit her senses like a brick, reminding her of all the hundreds of other times she had been here, with her wife’s cock in her mouth. It was heavy, heady, and burned with such a need that Applejack couldn't help but move a little faster. She leaned forward, pressing her lips deeper and feeling her wife’s massive length slowly descend down her throat.

The demoness smiled at the sight, watching closely as Applejack slid down her cock with the ease of a mare who had done it a thousand times. The demoness’ enormously thick cock and wide head vanishing past Applejack’s skilled lips and down her throat in no time at all. Yours could feel the earth pony’s tongue push against her shaft, adding an extra layer of pleasure to the considerable amount the demoness already felt.

Applejack knew well this feeling of submission, of her will no longer being her own as her wife’s cock slid down her throat, turning her from a proud farm pony to little more then a cock sleeve. Though she knew that this was usually a feeling she fought, tonight was different, in minutes they would become one at last, and it was only natural for her to give up a peice of herself before such a momentous occasion.

With a smirk on her lips, the earth pony gripped the bed and threw herself forward, sliding the demoness’ cock down her throat and bottoming out in a single powerful thrust. Hearing her wife’s moans were music to the earth pony’s ears and the way it lingered told her that Yours had enjoyed it quite a bit.

Applejack had long since lost her gag reflex, having spent many, many nights on the end of that perfect cock, with it's titanic length jammed down her throat. Yet even still, she couldn't help but shudder at the feeling, as if this was only the first time she had serviced her mate in such a way. She shrugged, figuring that it was little more than jitters for what was coming next.

She formed a perfect seal around the stark black cock, sucking it long and hard while she pressed her nose tight against Yours’ pelvis. The slight tickle of her wife’s fine hair was a nostalgic one, and this time Applejack didn't resist the urge to close her eyes and fall into the moment. Only when she was almost completely out of air did she start to pull back, having to take several steps back to pull the entirety of the demoness’ cock from her throat completely.

The slick black dick shone in the low light, Applejack’s spit making it shine, it's enormous head glistening. Wiping her lips, Applejack crawled up her wife’s belly, rubbing her own stomach against Yours’ throbbing length and teasing out a couple lusty moans from the demoness. When she finally reached her lips she planted a short chaste kiss before smiling.

“Enjoying yourself?” Applejack whispered.

Yours nodded, running a slim hoof under her wife’s chin and drawing her into another brief kiss. “You know it dear. I can't believe you are finally ready to join with me, I can hardly wait to be you.”

Applejack blushed. “Aww shucks. If I knew how much you wanted this I would have done so earlier.”

“Better late than never, right my love?” Yours whispered back.

“Absolutely.” Applejack agreed, sneaking in one last kiss.

The demoness giggled, watching as Applejack sat further up, aligning the shaft of her wife’s cock with her pussy. The position presented her chest to Yours, who took the opportunity to pepper her lover with kisses. Applejack grinned, practically feeling the love flowing between them. This was right, this was how it should have been, and though she regretted not doing it earlier, she would not waste any more time. They would finally be joined, and finally become the being they were meant to be.

With a smile on her face, Applejack pressed her hips back, feeling the soft kiss of the demoness’ cock against her wet folds. The mare shuddered, she was so close to completion both literally and metaphorically and the closeness was killing her.

She could wait no longer and with a lusty groan, she threw herself back, spearing her pussy on the massive cock and making her body stretch in order to even accept the massive invader. It was strange, almost as if they had never done this before, she was tight, nearly unbearably so, yet Applejack remembered all the times that Yours had come home from a long day of work only to just slide inside Applejack’s warm confines without issue. She shrugged off the difference, figuring that it must have been awhile since they had done it.

It took a little more force than normal, but Applejack easily managed to reach the halfway point of her lover’s cock, her stomach bulging visibly under the strain of containing such a monster. It wasn't easy, but Applejack managed to push back a few more inches before having to take a break, breathing heavily. “I’m sorry my love.” Applejack whispered. “I don't know why I’m so tight today.”

The demoness smiled and drew her wife in for a brief kiss. “Worry not my dear. You were trying out some new kegel exercises, remember? From Rarity.” The demoness smirked, tapping the earth pony’s forehead. “You silly filly.”

Applejack shook her head, the memories of talking to Rarity about her worries of becoming too loose suddenly returning to the forefront of her mind. “Oh, right.” She smiled. “I’m glad they worked though, I would hate for our last time to be a bad one.”

Yours smiled faintly. “Oh it won't be the last time, we'll be together forever after this.”

Applejack nodded. “I think I’m ready for more.”

“Do it my love. Take me, and fulfill our destiny.” Yours whispered back.

The farm pony eagerly threw her hips back, desperate to feel her body filled with her lover’s cock. Her pussy did not disappoint, eagerly swallowing up nearly every last inch of cock that the horny demoness had to offer. Inch after inch slid inside her, until with only a little bit left, Applejack felt one last roadblock slam against her aching pussy lips.

The mare grunted, feeling her wife’s medial ring ram against her hole and resist entry. With a frown on her lips the earth pony tensed her jaw before slamming herself back down, determined to not make her wife wait another moment. She wanted this, wanted to join with the only being she had ever truly loved, and her newly tight pussy would not stop her from reaching her goals.

She sighed, feeling the enormous medial ring slip inside her, followed closely by the last two inches of girl cock. As their hips met, so did the demoness’ cock head and Applejack’s womb, with the thick head slamming against the barrier.

Applejack shuddered, remembering well the feeling of her wife’s cock doing this exact thing every time they made love, almost as if the organ was eager to pierce the barrier and impregnate her. “I love how big you are.” Applejack groaned, running a hoof across the massive bulging shape her wife’s cock made against her stomach.

“And I love just how tight you are my love.” The demoness smiled. “Are you ready? I can hardly wait another moment.”

Applejack chuckled. “Aww shucks sugar, just give me a few seconds and well be joined closer than two peas in a pod.” The earth pony leaned down, planting a light kiss on her wife’s lips. “I love you.”

“I love you too my little apple seed.” Yours whispered back, sneaking in one last kiss.

Applejack blushed, feeling her heart fill with more love then she had ever felt before. If there was any doubt left in her mind it was surely gone now, replaced by the complete assurance that this was right. With no hesitation left in her mind, the earth pony pushed back the lingering tightness in her pussy, lifting her body up and slamming it back against Yours.

Though feminine, the demoness was as tough as they come, with Applejack remembering all the times her wife had helped out at the farm. So it was that the farm pony didn't hesitate to truly throw herself into the act, knowing her beloved would not break so easily.

The two beings had done this enough times to no longer need words, or even actions, only the subtle touch of each other's bodies were needed to communicate their desires. Their hips met, and Applejack felt her body loosen under her wife’s relentless assault, allowing them to go a little faster. In no time at all they reached a happy harmony, with each being pushing themself to go as fast and as hard as possible.

Applejack knew that the process of joining was relatively easy, and needed only for both parties to willingly to give in to it. After that they both just had to cum and in seconds they would become a single being. With that in mind, Applejack poured every last ounce of will power she had into the act, determined to blow her lover’s mind.

As the seconds ticked by, Applejack could feel her wife’s body grow less solid, her fur beginning to melt and cling to Applejack’s skin. It was a strange feeling, but a welcome one, as she knew it was the start of something beautiful. As her wife began to lose definition, Applejack leaned down, pressing their lips together.

“I can't wait to be you.” She whispered, pulling back only for a slick, goopy appendage to catch her before she could retreat more than a few inches.

The demoness smiled back. “Me too. Now come closer, let our last moments before the joining be spent with my lips against yours.”

Applejack smiled. “Gladly.”

They leaned closer, their lips meeting halfway, with both beings falling into the kiss completely. So completely in fact that Applejack didn't even notice Yours shifting her weight and throwing the other female against the bed. With a wide smirk she pulled back. “Let's make this memorable, shall we?”

Applejack could only grunt her agreement, the words stolen from her lips by a powerful thrust that rocked the bed. The mare knew this feeling, knew the look in her wife’s eyes and knew this was going to be it.

All the earth pony could do was bite her lip, and hold her wife close, wrapping her hooves around the demoness’ back and holding on for the ride. Sure enough a second later when Yours began to move it was as fast and as hard as Applejack remembered. Every last inch of demonic meat slid out of her hole only to slam back inside, pounding the earth pony into submission.

She was made of sterner stuff than that though, and Applejack had always relished this part of their love making, though she hadn't always been honest with herself. Small moans of pleasure burst from her lips, the earth pony hardly even able to give voice to her pleasure amidst the brutal pounding her pussy was taking. As time passed she realized things felt slightly off, this wasn't quite their brutal love making, this was more, so much more, and it felt amazing.

She was being made into the mare she was always meant to be, and it excited the earth pony in a way that nothing else ever had. Her hooves tightened their grip on the demoness’ back, clutching tightly as she desperately held onto the other being. Beneath her hooves she could feel her wife’s form begin to lose it's structure, seeping into Applejack’s fur and slipping beneath her flesh.

The earth pony didn't mind the strange feeling, in fact it almost felt kind of good, as if her wife’s very essence was sliding into her body, making her whole. She could feel it, with every pounding thrust her wife’s very being seeped into the pores of her body, filling her with strange and alien sensations. This was not like all the times they had made love, no this was far better, and completely beyond the simple earth pony’s expectations.

She cried out in pleasure, feeling her orgasm closing in as a fresh wave of black goo slid through her skin and became a part of her. Seconds ticked by, and despite her wife’s slowly melting appearance, Applejack could tell she was close as well. Opening her eyes she looked up to find the demoness’ face mostly intact. Using her hooves, the earth pony pulled her closer, an action the demoness allowed, slipping in closely and pressing their lips together.

When more of the liquid poured into Applejack’s mouth she sucked dutifully, knowing this would help speed up the joining. The effect was immediate, and her wife’s thrusts redoubled their speed and strength, with more and more of the black essence filling Applejack’s body.

She could feel her fur begin to shift, losing it's regular shine and being replaced by the featureless black of her wife’s. Her mane and tail followed suit, leaving behind only a thin streak of orange, which was joined a second later by a streak of green in the same shade as her lover’s eyes. Horns grew from the sides of her head, growing outwards before swirling, becoming a pair of great ram’s horns nearly identical to her wife’s. As the joining drew to a close, and the changes began to slow, Applejack could feel a strength begin to fill her, making her already not insignificant muscles bulge and grow even larger.

The power, the control, it was intoxicating, and just as she thought it couldn't get any better she felt her lover tense, her cock twitching and alerting Applejack that the moment was now. Yes, yes, give it to me! She cried, feeling the still massive black cock slam inside her one final time.

The organ twitched as it erupted, expelling the last of the demoness’ essence directly into Applejack’s womb and causing the earth pony to cum as well. Pleasure unlike anything the earth pony had ever imagined flowed through her, overwhelming her senses and leaving her temporarily stunned.

A few seconds later, when her wits returned, she looked around, noticing she was alone, yet not alone. There was another voice in her head, and this one deeper, darker and so very familiar. We are one my love, how do we feel?

Applejack flexed her legs, noticing that despite feeling far stronger, they were slightly thinner, more feminine. She smiled, she liked the change, it felt right that they were a balance of power and poise just like she and her wife had been. The former earth pony didn't even notice the horns at first, and merely smiled when she noticed the harsh points poking out on either side of her vision.

We feel whole.

Author's Note

Want to see stories like this before anyone else and get access to secret patron only stories, early releases for patreon supporters aaand other goodies? Drop just three bucks on my patreon and join the early release club!

Join me over on patreon and get instant access to exclusive content and early looks at new stories, patreon only stories and other great stuff! Check it out!
Or just join the discord to ensure that you dont miss an update.
This update was made possible by the wonderful support of:
Kali, Craig, Ozzy, Robert, Quill, JPMK, Tommy, Ivar, Mikhaila, Pacsik, Matt, Brendan, Peter, Nicky, Princess Pudding, Nofreedom, T Sparkle, Apollyon, Luckyfanisaac, Azin, Zairvin, Random_Reader, Iamunkown, Facinus, M, Nfreak, Doomgooey, Michael, Ceepert, Diokyo, Starless.

Pinkie Pie

With a smile on his face, the demon pushed his way through the floor and emerged into an empty room. His summoning had taken longer then he liked, and he was eager to find his target and corrupt her as he was commanded to.

“Your late.” Barked a voice from behind him.

Raising an eyebrow, the demon turned, only now noticing that a desk sat at the centre of the room, behind which a rather annoyed pink pony sat on an office chair, pen in hoof. “That's going to take some points off your presentation.” She remarked, making a note on the paper that sat before her.

The demon stood there for a moment, baffled by the turn of events. Sure he had been told to expect the unexpected, but as a demon he had assumed that would be violence, resistance, or a dogged will, not an… interview. “Please, sit.” The pink pony remarked, pointing a hoof to the chair that sat across from her. “We have much to discuss.”

The demon nodded weakly, sitting across from the pony and opening his mouth to speak only for the pink pony to cut him off again. “Let's make this quick, shall we? You are here to corrupt me and turn me into a demon pony hybrid in a bid to help Twilight take over the world.” She looked over the rim of her glasses with an amused expression. “As it stands right now you are going to have a hard time convincing me this is a good idea.”

“That may be.” The demon began. “But there are many advantages this would have for not only you but Equestria as a whole.”

The pink pony put down her pen and raised her right eyebrow. “Oh really? Tell me about these apparent advantages for Equestria. Last I checked demons running the place didn't exactly sound like a fun idea.”

“True, but we have for the large part got a bad rap as they say.” The demon smiled. “In reality we are just like you ponies, we have hopes, dreams, friends, family. We want to make Equestria grow beyond the stagnant state it is in, and in turn help all ponies everywhere to both survive and thrive.”

“Interesting.” Pinkie Pie looked down, scribbling a few notes on a peice of paper. “What sorts of advantages would I receive after I become some sort of demon pony?”

“Well for one you would be borderline immortal.” The demon smirked. “That's what most mortal beings want.”

Pinkie Pie shrugged. “That's neat, but your going to have to do better than that.”

The demon blinked. “Err, alright then.” He tapped his chin. “You would get demon magic, which is pretty cool.”

“Meh, I already got borderline toon force powers already.” Pinkie Pie replied flippantly.

“Toon force?”

“Don't worry about it, it's a meta joke.”

“Err okay.” The demon shrugged it's shoulders. “Besides that you wouldn't have to eat, or sleep, or any of those other mortal things.”

Pinkie’s eyes lit up and she suddenly leaned across the desk. “Does that mean I could eat whatever I want and never gain weight?”

The demon looked the mare up and down. “I didn't think that was an issue for you.”

Pinkie Pie’s eyes narrowed. “You have no idea how much cardio I do.”

“Err alright then.” The demon shrugged. “Yeah you wouldn't have to worry about any of that, demonic constitution basically burns away all the calories anyway.”

The pink pony leaned back in her chair, a smile growing across her face. “I’m listening.”

“Well, if you didn't have to sleep you could party all night, every night and never get tired. Plus-”

Whatever the demon was about to say was lost as the pink pony leapt across the desk, knocking him off his chair and landing in a heap, with the party pony firmly on top of him. “Sold. So how we doing this?” The party pony tapped her chin. “Is this a blood oath thing, or do I have to sign on the dotted line with my own blood or something?”

“Eww, what is it with you and blood?” The demon stuck his tongue out in disgust.

“What? It's what always happens in my pornos.”

“Your a weird mare.” The demon rolled his eyes. “Nah, nothing so strange, we just gotta fuck, and cum at about the same time. Then I melt into you and boom, demon powers.”

Pinkie Pie grinned. “Why didn't you start with that? I’ve been dying for a good lay, how much you packing big boy?”

“Enough.” He smirked, pushing up his hips and making his cock press against the lips of her pussy.

The pink pony, rather then be impressed by his offering merely sighed, shrugging to herself. “It's alright, I guess it will do.”

“What are you-oh!” The demon yelped, feeling the entirety of Pinkie’s pussy slamming down on his cock and swallowing it whole.

“Mmm.” Pinkie Pie muttered, grinding her hips against the demon’s. “Not bad, but your going to need more than that to satisfy me!”

The demon could only shriek in terror as the mare lifted her hips and slammed herself back down with such force that she nearly destroyed his pelvis. “By lucifer’s delicious teets that hurts!”

Pinkie Pie snorted. “Oh pisha, don't be such a baby, I hardly even got started yet.”

The demon’s eyes went wide. “Oh please have mercy on me.”

The party pony chuckled darkly, cupping the demon’s chin in her hoof. “Oh silly demon, if you wanted mercy, you should have tried to join with Fluttershy."

The demon stared deep within the pitiless void that were the pink pony’s eyes, noting there was neither compassion nor fear within their depths. “Fuck me.” He muttered.

The party pony stretched her now black hooves, noticing the way they elongated as much as she desired, becoming long, thin, noodle like appendages. “Neat.” She muttered, her voice having grown distorted, as if she were speaking in two voices at once.

Giving her legs a stretch, the party pony twisted her body around, noticing that her being seemed to stretch and contort without pain or difficulty. “You know what demon guy, this is actually pretty cool.” The mare ran a hoof through her black mane, noting the thin stripe of wavey pink that ran through it.

With a snap of a whip she reformed herself back into her usual state, with all her limbs becoming their usual length and size. “We should probably go see what Twilight wants now huh?”

The now demonic party pony smirked before clicking her back hooves together. “There's no place like home.” A small puff of red smoke exploded from beneath the mare’s hooves obscuring her form entirely in a flash of red.

When the smoke cleared the room was now completely empty, Pinkie Pie having vanished.

Author's Note

Want to see stories like this before anyone else and get access to secret patron only stories, early releases for patreon supporters aaand other goodies? Drop just three bucks on my patreon and join the early release club!

Join me over on patreon and get instant access to exclusive content and early looks at new stories, patreon only stories and other great stuff! Check it out!
Or just join the discord to ensure that you dont miss an update.
This update was made possible by the wonderful support of:
Kali, Craig, Ozzy, Robert, Quill, JPMK, Tommy, Ivar, Mikhaila, Pacsik, Matt, Brendan, Peter, Nicky, Princess Pudding, Nofreedom, T Sparkle, Apollyon, Luckyfanisaac, Azin, Zairvin, Random_Reader, Iamunkown, Facinus, M, Nfreak, Doomgooey, Michael, Ceepert, Diokyo, Starless.

Twilight

With a flash of light and an accompanying burst of red smoke, the party pony reappeared in a now much larger room. Her eyes lit up, instantly noticing that her other friends were all standing around in various states of boredom. Twilight seemed anxious, her eyes lighting up and the worry disappearing from her eyes when she saw the now demonic Pinkie Pie appear in the centre of the room.

“Oh thank goodness it went alright.” She exclaimed, trotting over to Pinkie and wrapping her hooves around the former pony’s shoulders. Pulling back suddenly, she gained a strange look in her eye. “You are alright, right?”

“Yupperdoodles!” Pinkie Pie exclaimed, squeezing her friend back while a noodly appendage snaked down the purple pony’s back and squeezed her butt. “I’m better than ever Twibooty!”

The purple unicorn giggled, magicly removing the demonic pony’s hoof from her posterior. “That's great to hear.”

Applejack nodded. “Thank goodness y'all finally decided to join us, Twi was about to have an aneurysm over there.”

Pinkie Pie smiled, noting the way that Applejack’s body had changed, growing more lithe, and feminine while also retaining that same strength and power she always seemed to have. Her fur was starkblack like the rest of theirs as was her mane, though hers had a thin stripe of green and orange running through it. “Nice horns Jackie.” Pinkie Pie complimented, pointing to the demonic pony’s newest additions.

Applejack smiled. “Thanks Pinkie Pie, yours doesn't look too bad either.”

Pinkie Pie looked up, her stark black eyes staring into the centre of her head where a long jagged horn now sprouted. “Thanks, though it doesnt nearly look as cool as yours.”

Fluttershy wiggled over, smiling broadly to the newest demonic pony. “Well I think it suits you quite well.”

“Daw thanks Fluttershy. I think you look pretty good as a slime demon.” Pinkie Pie replied.

Said slime demon blushed, her goopy form closing in on itself. “Your just saying that.”

“No way Fluttershy, it's true!” Rainbow Dash exclaimed, floating down on her membranous wings. “You look great!” She smiled widely, showing off her now razor sharp teeth, which she ran a long, snake like tongue over. “Like, really good.”

The demonic pile of goop blushed a little harder. “Oh stop it you.”

Rarity slunk her way over, smiling at her friends. “While it is true, I am rather remiss that this is going to make sewing you a nice dress quite a bit more difficult.”

Fluttershy smirked. “You say that like you aren't going to enjoy the challenge.”

Rarity tapped her chin. “True.”

“Um excuse me girls.” Twilight called out, getting the attention of her now demonically infused friends. “If you don't mind I was hoping to get my own transformation completed soon, this entire ritual is time sensitive I’m afraid.”

“Oh I’m so sorry dear. What do you need us to do?” Rarity apologized.

The rest of her friends all nodded, noting the worry on Twilight’s face had returned with a vengeance. “Ooh ooh!” Pinkie Pie waved her hoof. “Do we have to all gang bang you at the same time? If so, dibs on anal.”

“Damnit Pinkie Pie, this is not how this works.” Rainbow Dash griped, before smirking. “But if it is, dibs on that pussy.”

Rarity tutted, giving the winged demon a smack upside the head. “We may be demons now but we are still ladies, and Twilight should still be respected.” She chuckled. “Besides, everyone knows I have a standing dibs on those delicious lips of hers.”

Twilight blushed, noticing now just how closely her five friends were staring at her. “Girls, please, there will be plenty of time for that later. Right now we have to finish this.”

Fluttershy sighed. “Okay, but after this can we please fuck you?” The gooey demon shuddered. “Because I really want to be inside you.”

Twilight rolled her eyes. “Fine, but not till later okay?”

Rainbow Dash pumped her hoof in the air. “Hell yeah.”

Applejack smirked. “Whaddya need us to do anyway?”

“I just need you all to don your elements, and focus on casting the same spell we used to defeat Nightmare Moon.” Twilight grinned. “I’ll do the rest.”

Her friends all nodded, watching as Twilight summoned her magic and brought forth the elements of harmony. When the jewelry were lifted out of their case the five friends quickly realized that the objects had changed along with their bodies, and were now much different then they remembered. Though they held the same overall shape as the original elements of harmony, they were also much darker, their colors muted. Where before they appeared to be elegant necklaces, now they appeared more like ornate collars, some with spikes, and others with large black jewels inset.

The five demonic ponies shivered in delight as they felt their elements come to rest once more, fitting over the same spot they had so many times before. Pinkie Pie giggled, poking her spikey collar. “Oooh, this is way more metal then our last set of jewelry.”

Rarity smiled, striking a few poses in front of a conjured mirror. “Yes, they aren't quite as elegant as before, still, they are much more striking don't you think?”

Twilight nodded. “The elements react to changes in their bearers, twisting them as your mind, body and spirits have been twisted.” She shook her head. “But that doesnt matter, merely form a group and cast the spell, it should be enough to complete the transformation.”

“Right.” Rainbow Dash agreed, getting into position as did the rest of her friends.

The small group assembled quickly, their newly changed jewelry fitting them perfectly. With all five friends now standing in a circle around Twilight, the unicorn smiled widely. “Oh this is going to be perfect.” She announced giddily, feeling the energy already begin to build inside them.

The familiar glow didn't appear as normal, instead being replaced by a perfectly black light that was only visible due to the way that it seemed to consume the very space around it, creating a space devoid of light or color. The gems themself took much longer to charge, seemingly drawing deeper from within their bearers. Each demonic pony seemed to squirm slightly under the intense draw of their artifact, yet none complained, and no pain accompanied the drain, merely leaving a faint tickle that lingered deep in their chests.

As the light expanded it was not joined by the element of magic, which had yet to power up and seemed to have even lost some of its usual shine. The dull, normal artifact remained motionless on Twilight’s head, content to merely sit there as the dark energy built all around it.Until finally the light exploded upwards, streaking through the air before finally slamming into the grinning unicorn.

That smile didn't last long however, and as the seconds passed it turned into cry of agony before that too was blotted out by the dark light. In the absence of light her friends looked on in mixed expressions ranging from confusion, to nervousness while Pinkie Pie stood silently, a wide smile on her face.

A second later the weird unlight vanished, dashed aside by an explosion of blood red light shooting out of Twilight’s form, blotting out the rest of the light in the room and nearly knocking the demonic ponies off their hooves. They recovered quickly, their more powerful constitutions enabling them to keep standing where mere ponies would have been blown away.

They stared in silence as the light and energy began to build, glowing brighter as a cruel wind whipped about their heels. From the distance a cry could be heard, loud and keening, carried on the wings of a dark wish and brought to the centre of the room, screaming through the halls. Then a second, and a third, then a great multitude of cries the likes of which drowned out all other sound came from every direction. The demonic ponies didn't even flinch, hardly perturbed by the screams of agony that flew through the room before being consumed by the ever growing orb of light hovering where Twilight had been only a moment earlier.

When the wind itself had grown so pregnant with cries that no other sound could be heard, the light stopped growing brighter, and flashed briefly. The screams stopped, as the light pulsed once more, signalling that whatever event they had put into motion had begun to come to fruition. A third strobe and the light dulled, the creature inside beginning to be visible through the blood red light.

A fourth and final pulse sent a shockwave through the room, banishing the light, and forcing a surge of red smoke to billow in every direction. The five demons looked up in terrified wonder, their eyes beholding the sight of a being so powerful it made their very souls quake in fear. As one they bent low, keeping their eyes on the ground as the being descended to the stone floor.

“Rise, my friends.” Said a voice like whispering thunder, which echoed in the very minds and hearts of all that heard it.

The five demon ponies rose, smiles now gracing their faces. They looked up in wonder, beholding the majesty that was their friend and ruler. The demure unicorn was gone, replaced by the very picture of fury, her short, and slightly unfit body replaced by a towering monster of pure and undiluted power that now stood where Twilight had.

Pinkie Pie grinned, looking up at what had been Twilight, already wondering what new name this terrifying creature would take. She was tall, easily as tall as Princess Celestia, and probably even standing a good head above the towering alicorn. Her horn had elongated, growing sharp as it curved nearly three times the length that her original horn had, appearing as more of a scimitar strapped to her head then a true horn. Her mane had darkened significantly, nearly becoming black yet retaining a small trace of the color it once had. Her eyes had changed similarly and were now as black as pitch with only the tiniest pools of magenta distinguishing her iris from the rest of her eye.

Her tail had followed the same example as her mane, but her fur was different and was now the deepest black any being in the room had ever seen. Where her cutie mark had been was now a crown, identical to the one that now rest upon her head. The original element of harmony could be described as beautiful, graceful and even elegant, none of which could be described what it had become. It was now tall, with each point of the crown several inches of sparkling pure silver that was topped by a red gem of absolute crimson. The thin band of silver that wrapped around her head had a strange alien script inscribed into it, glowing a deep unholy light, and making terror find root in the heart of every being that looked upon it.

The mare flicked her mane from her face, sending the entire thing shimmering for a brief moment before it formed into a great mass of flowing purple and black fire. At first glance it reminded the five beings of Celestia’s or Luna’s aetherial mane, but that was where the comparison ended, as Twilight’s mane showed not the soft light of the moon or the kind light of the sun but the furious glow of the deepest pits of tartarus. Wings blacker than the night itself unfolded from her back, darkness dripping from the membranous wings as the demonic alicorn gave them a few test flaps.

With a smile on her face, the mare stood tall, her limbs cracking and popping as she forced them into position. Yet despite the fact that she had grown significantly and changed even more, Twilight showed no unfamiliarity with her limbs, moving with a grace and poise that was reminiscent of both a dancer, and a killer.

“Well girls, how do you like your new bodies?” She whispered, making her friends shiver at the mere utterance.

They all nodded weakly, unable to offer words that could compare to the magnitude of their new mistresses’. “Good, because I was hoping to make a little pit stop at ponyville before we started our little orgy.” She smirked. “After all, what's a gang bang without a few more participants?”

The girls all shared a look of barely contained glee, before Pinkie Pie suddenly leapt up and threw a hoof in the air. “Shotgun Cheerilee!”

“Damnit Pinkie Pie!” Rainbow Dash griped. “Fine, but I call Derpy first.”

Applejack shrugged. “Yall do whatever you want so long as you leave Applebloom to me.” she smirked. “And Big Mac.”

“Now that's just not fair.” Rarity pouted. “How about you get Applebloom, while I take Big Mac, then we can switch, and in return we can both enjoy Sweetie Belle after that?”

The demonic farmer tapped her chin before nodding. “That sounds fair.”

Fluttershy shuffled up beside the smiling demonic alicorn. “Do you mind if I take Spike?” She winced, rubbing the back of her neck with a goopy appendage. “I know he's your number one assistant...”

Twilight shook her head, smiling all the while. “Of course Fluttershy.” She smiled, noticing how her friends were eagerly plotting away at which ponies they would turn first. “Just remember to bring them back to the library, and do so discreetly. Until we have an army we need to stick to the shadows.”

The five demonic ponies all smiled back, eagerness readily apart in their crooked grins. “Yes mistress!” They shouted back.

Author's Note

Want to see stories like this before anyone else and get access to secret patron only stories, early releases for patreon supporters aaand other goodies? Drop just three bucks on my patreon and join the early release club!

Join me over on patreon and get instant access to exclusive content and early looks at new stories, patreon only stories and other great stuff! Check it out!
Or just join the discord to ensure that you dont miss an update.
This update was made possible by the wonderful support of:
Kali, Craig, Ozzy, Robert, Quill, JPMK, Tommy, Ivar, Mikhaila, Pacsik, Matt, Brendan, Peter, Nicky, Princess Pudding, Nofreedom, T Sparkle, Apollyon, Luckyfanisaac, Azin, Zairvin, Random_Reader, Iamunkown, Facinus, M, Nfreak, Doomgooey, Michael, Ceepert, Diokyo, Starless.