A Nightmare of Flesh

by Skorpion

Rating: mature
Tags: Death, Gore, My Little Pony: Friendship is Magic, Dark, Porn, Sex, Fetish, Queen Chrysalis, Non-consensual, Shining Armor, Daybreaker, Discord, Violence, Princess Celestia
Length: 10034

They thought she was gone, dead or in hiding, never to trouble Equestria again. They were wrong, and one day, death descended upon Manehattan from a clear blue sky.

Or, The Birth, Death and Rebirth of Daybreaker

It was a clear, beautiful day, when the changeling hordes descended upon Manehattan. In an effort to prevent the silence of death from falling across the City That Never Sleeps, Princess Celestia leads an expedition into the accursed heart of the city, where the demon Chrysalis awaited. She expected brutality, but she never expected Discord.

Contains: Fat, extreme slob, extreme gas, cock vore, excessive violence, blood and gore, and bad ends for everybody involved.

Published 2019-01-17 00:40:01 UTC
Last updated 2019-01-17 00:40:01 UTC

A Nightmare of Flesh

The sky above Manehattan was black with smoke, rising up from the burning city below. Green flame licked up through broken windows and across the twisted girders of a dozen ruined towers, gigantic tombstones rising above Equestria's largest cemetery. The stench of sulfur permeated the air, making it difficult to breathe at ground level.

The attack came without warning, in the middle of a clear, sunny day. One minute, ponies were simply going about their business, the next, the city was dying. Changelings flew down in such great numbers that the sky itself turned black. The streets were soon swarming with the things, snatching ponies, slashing throats with razor-sharp teeth.

Hundreds died in the first hours, but not a drop of blood was spilled, all according to the plan. Death wasn't the main goal of this first wave; No, their job wasn't merely to sow chaos and destruction, but to fuel the oncoming army with enough love to take and hold the city. To this end, the city's sewer system was to become the primary abbotoire.

Ponies who resisted were slaughtered, while those who didn't or were unable to fight back were hauled down through a hundred thousand manholes and drained not just of love, but all emotional energy, leaving them as little more than husks of their former selves, free of personality or mind. They couldn't think, couldn't act, and when the changelings kicked their carcasses into the river of sewage, they drowned without putting up a fight.

Assault after assault was repulsed; Aerial reconnaissance was nearly impossible, with changelings commanding complete control of the skies. The Wonderbolts were sent in, but the last anypony saw of them was a single blue-clad pegasus, flying desperately away from the city, only to be overwhelmed and dragged down by a flood of black figures.

The few survivors told stories of untold horrors, and of Queen Chrysalis, standing at the head of the invasion in all her terrible glory. How could she have rebuilt her forces? Why was her attack so brazen, when her only skills lay in subterfuge? Why did she attack Manehattan, of all cities? These were the questions pressing down on Celestia's mind as she glided through the air, accompanied by her sister, Luna.

Celestia was clad in golden armor, engraved with runes and polished to a mirror shine. She hadn't worn the old suit in years, and admittedly, it was a little tight around the rump, but she'd kept it in good condition for times just like this. Her barrel was hidden beneath a single solid plate, while vambraces and sabatons covered her legs. Atop her head, instead of her usual crown, was a sleek Corinthian helmet with a huge plume of orange and yellow feathers, which flapped violently in the wind.

Luna, on the other hand, was scarcely armored at all, at least to the common eye. To the casual observer, the Princess of the Night was clad in nothing but a flowing black robe, which obscured most of her body aside from her head; In the scramble to get ready, she hadn't properly tied her belt, and so the robe flapped open, revealing naught but a mail shirt around the princess's torso, which nevertheless shone with the same ethereal light as her moon.

To one with a more subtle sense of vision, however, Luna's armor was visible in the bands of octarine light flowing around her body, making vast, sweeping circles centered around her center of mass, like the circles around a diagram of an atom. Like the atom, her power was subtle, but with the right pressure, could be coaxed out in a vast explosion, capable of obliterating her foes from existence.

There were three bridges into Manehattan, two of which lay in ruins at the bottom of the Henson river. Only one remained, the historic Breton Bridge; Once an iconic landmark of the city, it was now barely holding together. Both towers had completely collapsed into the river, taking their suspension cables with them, and it was only by a fluke of physics that the bridge remained intact at all. On one side, battlemages stood behind makeshift sandbag and rubble barricades, casting runes and chanting mantras to prepare themselves for any potential attack, while on the other, three beastly changelings stood, snorting and licking their chops.

Only three of them, yet more than a dozen skilled soldiers lay in various states of dismemberment across the bridge, and more had fallen off the side and been washed out to sea by the inexorable current of the river. Even more were piled up at the other end, being eaten by the beasts themselves, who seemed to have an insatiable appetite for equine flesh.

All changelings were abominations, but as Celestia and Luna advanced over the bridge, the troops following close behind, they understood that these creatures, more than anything, had no right to exist. They were savages in every sense of the word, lacking even the basic cognition shown by most drones, the kind of beast that knew nothing of defeat until cold steel teaches their hearts no longer to beat.

With their goddesses leading them on, the battlemages felt their confidence bolstered for the first time today, and with steely expressions, they made their preparations, casting shields and preparing for the fight.

The tank changeling charged towards them, jagged horn lowered to gore one of them, but Luna leapt to the side, while Celestia flapped her wings and flew above the creature, where it's own puny, malformed wings couldn't take it. It stood there, slavering and wheezing like a pitbull, staring up at Celestia with dumb brute eyes; This was enough of a distraction for Luna to sneak behind it, and with a simple flick of her horn, she tore the creature's soul from it's body. The eyes went dark, and the corpse fell sidelong with a terrible crash, which sent shockwaves through the bridge supports.

The others came barreling along behind it, and Celestia engaged while Luna hung back. Holding the soul in her magical grip, she turned it over, examining every molecule, every matrix, and the more she saw, the deeper her frown became. Finally, with a disgusted grunt, she cast a spell to obliterate the damned thing, wiping the foul creature from both heaven and Earth.

“Celestia,” Luna called to Celestia, “That beast – It had a tainted soul.”

“I'd expect nothing less from one of Chrysalis's children,” Came the response, as Celestia fired a beam of pure solar energy through the chest of one of the creatures, causing it to lose balance and fall off the side of the bridge.

“No, I recognize this corruption all too well – Sister, these beasts were created by Discord!”

Upon hearing that name, Celestia spun around, her eyes wide.

“Discord?! That old demon hasn't been seen in Equestria in years! Even the stench of his foulness has dissipated from young Fluttershy's soul!”

“The marks of chaos are unmistakable, sister. These brutes weren't created by some careful and calculated magical modification; They were transformed into these things using blunt force. They're barely alive as it is – Their muscular structure is excessive, but uneven, as you've surely noticed,” Luna kicked the corpse of the nearest beast, drawing attention to the unusual distribution of muscles, “And their minds are almost feral, nothing like the cold, cunning changelings we're familiar with. Only chaos could so utterly devastate a creature's mind as to leave no trace of their prior personality, tenuous as it may be, in the case of a changeling.”

“We're facing Discord,” Celestia's face became paler than usual, and with a sigh, she said, “If only Twilight were here. Why did she have to go on that damn research trip?”

“To, quote, 'Study the breeding patterns of Zebrican nematodes',” Luna replied flatly, “Tis best not to think of her right now, sister. For all we know, Discord might've taken care of her first. Come, we must steel ourselves for the battle ahead.”

“Your majesties,” Shining Armor, General of the Royal Canterlot Guard, trotted up behind them, adjusting the straps on his armor; He was a pudgy, older stallion, but he bore in his eyes the same fiery determination that Celestia remembered from when he first signed up, so many years ago.

“The Mages Guild stands ready to help. I've got five hundred and twenty spellswords with me, and under Charter 17c, we can conscript any and all sufficiently-skilled unicorns to join the fight. I've got stallions rounding up potential recruits as we speak-”

“I'll not throw innocent ponies to the slaughter, General Armor!” Celestia snapped, but Luna gave him a gentler look, which soothed his frazzled nerves somewhat.

“According to our intelligence,” He quickly changed the topic, “Queen Chrysalis's main base of operations is located on the corner of Clydesdale and Yakutan Avenues. The northern part of the city is still a battlezone, since that's where the local barracks is located, and according to recon, they seem to be holding their own against the changelings. With the other bridges out, we can't save them, but we can launch an aerial assault as a diversion while we push forward to confront Chrysalis.”

“The best we can do right now is to find Chrysalis. With her out of the picture, nopony else needs to die.”

“And what of Discord, General?” Luna inquired, “Is there any word as to his whereabouts?”

“Nothing,” He waved a hoof dismissively, “Not a single cotton candy cloud in sight.”

“You'll do well to take this threat more seriously, General. After all, if we're defeated here, I can assure you, Canterlot will be next.”

Shining's expression was grim; He knew that all-too-well. With a simple nod to his troops, the group steeled themselves, and marched into the ruined city.

A terrible smell filled the streets, the stench of death, of burning hair and stale urine, a potent mixture which curled the nose of anypony unfortunate enough to smell it; It was utterly overpowering, and though Luna attempted to clear it with a whirlwind spell, all attempts only seemed to bring it back, more powerful than before.

Indeed, as horrible as it was, it did seem to have a particular source; Some streets smelled stronger than others, while some areas seemed utterly empty of the stench. It didn't take any great leaps of logic to assume that, whatever the source, it would be important, and so they began to follow it, trotting through the streets with hooves over their noses, occasionally uncovering them for a quick sniff of the tainted air.

Once, they stumbled upon pile of burning bodies, surrounded by the withers-high steel barricades used by the police. Some of the corpses still wore the charred remains of their uniforms, having given the ultimate sacrifice in an attempt to save just a few more ponies. The party nodded their heads as they passed, then traveled onward with a new resolve.

The smell alone was enough mark the path, and like hunters following an animal's scent through the forest, so too did the warparty stalk through the streets of the ruined city, hiding when they could and fighting when they had to; Though the royal sisters did their best to protect their ponies, many of the battlemages fell, and by the time they neared their destination, their small army was reduced to half their original number.

At last, they reached Central Park, and after a number of small skirmishes – Too small, in Luna's opinion, though Shining Armor was pretty sure the bulk of the changeling queen's forces were either dead or deployed elsewhere in the city, leaving only a few to guard their leader. Still, the fight to reach Chrysalis was difficult, and several more battlemages died before they could reach the center of the park, the place their reconnaissance promised to find the demon herself.

Queen Chrysalis was fat. That was the first thing that came to Celestia's mind as she beheld the changeling queen, who was standing what had once been the park's main stage, which was still hung with tattered banners advertising an upcoming concert. The last time she'd seen the insect, she was lithe, even scrawny, with spindly legs and a noticeable concave curve to her midsection.

Now, not to mince words, she was a blimp. Her belly was huge, pressing against the stage at its lowest, while her thick legs dug into the sides. The chitin across her body was cracked and warped, barely clinging to a layer of moist, greenish-black flesh, which seemed to ripple and pulsate with every breath the insect queen took. As she let out a belch, one of these chitin plates wobbled and fell, shattering into fragments across the stage.

There was a stripe of translucent green flesh around her belly, through which immense bubbles could be seen floating, along with some blurry little shapes which were hard to make out. Her hooves were buried in rings of lard, sticking out like toothpicks sunken into a creaking black orange, while her buttocks were bloated beyond all measure; Each one looked like an extension of her belly, riddled with cellulite-like dimples beneath the broken remnants of chitin, which still barely clung to flesh. The crack itself was caked in a slurry of green and brown filth, a mess of shit and some other, unidentifiable fluid, while piles of the more solid remains lay in reeking heaps across the stage.

Chrysalis moaned, and a sound like a wet fart ripped through the air, but it wasn't just gas – Green fluid sprayed from the bloated, sagging cavern of her vagina, and several eggs dropped out, only to shatter as they landed in the shitheap. Little shapes writhed about in the muck, baby changelings barely past the embryo stage; Then, the insect queen's belly gurgled and surged outward by a few inches, and the little 'lings were crushed beneath their own mother's immense bulk.

A visceral disgust rose in Celestia's chest, and she had to turn away, fighting the urge to vomit, only to lay her eyes upon the vivisected corpse of a pony on the grass, and so she turned back to the mass of writhing flesh once known as Queen Chrysalis. Was she even aware at this point? Her eyes rolled in her head, moaning, groaning, and belching as her love-filled body creaked and grew larger, causing worrying noises to emanate from the reinforced concrete stage beneath her.

“Ch-Chrysalis?” Shining Armor stammered; He stood next to Celestia, exhausted and covered in the blood of both himself and changelings, his armor dented, his famously handsome face marred by fresh scars; But he was unbroken, and until now, the stallion had shown more resolve than most ponies Celestia had ever known. But now, staring at the creature that once impersonated his wife, and what she had become..? The stallion wavered, then fell to the ground unconscious.

“Ah, your majesties!” Chrysalis turned to them, body wobbling a wide smile across her face, “I'm glad you made it! I hope my army didn't give you too much trouble?”

“Thou shalt pay for your crimes, demon!” Luna spat, taking a step forward, but Celestia raised a hoof to stop her.

“Chrysalis,” The elder princess began, forcibly steadying her voice as best she could, “I know you're working with Discord. Please, you must know this is all part of some sick game of his – If you'll just stand down, we can-”

“Can what, Celestia? Work together as a team? Make fwiends?” Chrysalis laughed, “Don't be so naive! This is just the beginning of my ultimate triumph! My armies have consumed more love in the past hour than they have in the past century, and it won't stop here! First Manehattan falls, then Ponyville, then Canterlot! The screams of the dying will echo across Equestria, and I shall bask in the glorious embers that were once your palace!”

Celestia was taken aback, if such a thing were possible, Chrysalis had grown even more insane than before! Had years in the wilderness really been enough to do this to her, to turn the would-be tyrant into nothing more than a mass murderer? No, Chrysalis was no mad-dog killer, she was after something, but what?

“Chrysalis,” Celestia took a deep breath, “I am prepared to offer leniency in exchange for your immediate surrender-”

“Sister, art thou mad?!” Luna burst out, rage and confusion evident in her voice as she turned to face her elder sister, “This demon cannot be allowed to walk free, not after all she's done! Think of the ponies she's murdered!”

“Luna, please,” Celestia glanced down at her sister, and Luna took a step back as she recognized the expression in her sister's eyes – It was the same expression she'd seen a thousand times before, the sort of expression a parent gave to a misbehaving foal – 'Hush, grownups are talking.' A chill ran down Luna's spine, and suddenly, the rage in her heart froze as an old, familiar voice seeped through the cracks of her soul, sinking its hooks into her mind.

“Chrysalis, I'm giving you one last chance to end this peacefully.”

“There will be no peace,” Nightmare Moon said simply, taking a step forward, “Chrysalis, you will die this day, as will the rabble of demons you call an army.”

“L-Luna!” Celestia exclaimed, but Nightmare Moon didn't even turn. The dark mare's horn ignited, and all of a sudden, Chrysalis's expression changed to one of actual, palpable terror. Her eyes grew wide, her jaw dropping, and a faint sound of water hitting pavement was heard from somewhere behind her.

“C-Celestia, I surrend-” Chrysalis shouted, only to be cut off as Nightmare Moon's magic snapped her muzzle shut. The changeling let out a strangled cry as the magical aura heated up, and smoke began to rise from Chrysalis's mouth. Tears formed in the corners of her eyes as her lips melted together, flowing like candle wax into a single solid lump of flesh, with naught but a faint bump to indicate where her mouth once was. Though the grip relaxed, and her jaw thrashed up and down, all that came out were muffled moans.

The smell of burning flesh filled the air, even overpowering the stench of sulfur and bodily waste for a brief moment. Celestia turned to Luna, her expression pained, her eyes brimming with horrified tears. Luna – Nightmare Moon, rather – Didn't even turn to look at her, simply smirking as she watched Chrysalis's hooves scratching at the smooth flesh where her mouth once was.

“Sister, this is not our way!” Celestia cried,

“Not your way, Celestia. You allowed this beast to escape once, and were prepared to do so again. Once I've ripped the guts from her belly and left her bloated carcass to the flies, we're going to have a long conversation about your methods,” Luna turned back to Chrysalis, then added, almost as an afterthought, “It might get painful.”

Horror welled in Celestia's heart as she saw just how far her sister had fallen, but her words – Had she truly been holding this in, ever since the wedding all those years ago? She tried so hard to calm Luna's vengeful heart, to quell her violent nature, but now, watching as her sister's horn began to glow with unholy magic, she realized that it was useless. No amount of kindness and mercy could ever calm the mare's heart, for she was driven with righteous fury. She moved with the surety of one completely rooted in their convictions, and now, as the changeling queen took a step back, her immense body wobbling as muffled screams rose in her throat...

Celestia knew what to do. If she couldn't save her sister, she could at least ensure that, through all this, Equestria's justice would remain unsullied. Taking a step forward, she choked back tears as she focused all her energy in the tip of her horn, feeling the fires of the sun roiling up within her, building like pressure, aching to get out.

Before she could loose her full fury, however, there was a sudden BAMF, and both sisters turned around just in time to see a cloud of pink smoke, which slowly dissipated to reveal a mass of quivering, brown-furred flesh. It was the size of a small carriage, drenched in liquid and covered in enough folds and dimples that one might've mistaken it for a mountain of jello coated in rank-smelling mold.

“Oh, bravo!” The voice which issued from atop the mound sounded exactly like Discord, and it took a moment for them to really understand that it was him, that the Lord of Chaos had traded in his noodle body for one the size of a small house, but when they did, their expressions hardened. Two stubby legs jutted from the bottom, nearly buried in cankles as wide as carriage wheels, while his arms hung uselessly at his sides, so laden down with fat that they could barely move.

His ass was so big that one could see the curvature of his buttocks around the mountain of his belly. The beast wheezed, and there was a deep rumbling noise – At first, Celestia thought it was the sound of an approaching changeling brute, and prepared to defend herself, but it was only when the smell of rotten eggs and burned onions hit her that she realized Discord had merely farted.

“You beast, you're responsible for this!” Nightmare growled, snorting and kicking the ground with a hind leg, “By all the stars of midnight, I swear, you'll suffer before you die!”

“Au contrare, 'mare!” Discord laughed, sending his gelatinous body wobbling, “I think it's you who's going to suffer!”

Nightmare Moon smirked, and black energy began swirling around her horn. Her eyes flashed with energy, and the blackness spread out from her pupils, covering her eyes in swirling black oil which seemed to seep out from the corners like fog. The nearby corpses seemed to shudder as the dark power flowed through the air, their jaws quivering faintly as whatever remained of their magical essence was sucked out and added to Nightmare's charging attack. The sheer power was enough that even Celestia was forced to take a step back, bracing herself as a tremor shook the earth beneath her hooves, cracking the concrete and shattering nearby windows.

Discord just seemed bored by the whole display, and letting out a belch, he rolled forward onto his belly, bringing his head into visibility for the first time. Celestia nearly vomited at the sight of his face, his fat cheeks covered in bloated, quivering pustules, some of which had burst, and were leaking whitish fluid across his face, which he readily licked up.

“Are you quite done?” He asked, gazing into Nightmare Moon's face with an expression that seemed almost bored. When no response came, he simply said, “I mean it,” And snapped his fingers.

All at once, the swirling vortex of dark energy dissipated, and Nightmare Moon staggered back, clutching her head. It took Celestia a second before she noticed the cork atop the alicorn's black horn, and another to realize what it meant, by which time Nightmare Moon was groaning and gritting her teeth.

Discord's mouth gaped open, revealing a set of rotten greenish fangs and blackened gums, leading to the cavernous abyss of his throat. Rancid spittle oozed from sores on his upper palate, before sinking into the pitted flesh of his tongue with a faintly acidic-sounding hiss. Luna only had a moment to observe all of this, however, as Discord's stomach began to rumble, and a torrent of reeking gas blasted forth, striking her square in the face.

Before she could close her mouth, she caught a full mouthful of the stuff, and her nose burned as every hair inside was systematically burned away by the sheer force of his stinking gas. Turning her head away to shield her eyes, she felt a strange, light sensation forming in the front of her brain, probably a result of oxygen deprivation.

Her stomach churned with disgust; She could feel the hot bile rising up her throat, but for some reason, she couldn't get her mouth open. At first, she thought her jaw was merely locked from the sheer disgust of the situation, but after a moment's effort, she grunted; Her lips were pursed, but they no longer responded to her mind's commands, and looking up at Discord's grinning face, she let out a string of muffled curses.

“Such language!” Discord chuckled, “For a mare of your position, you've got an awfully big head, did you know that?”

Luna's expression turned quizzical; Then, she took a deep breath, her cheeks swelling up like those of a particularly hungry chipmunk. It took Celestia moment to realize that this wasn't the case; Indeed, it took Luna a good moment before her eyes went wide, and her hooves flew to the sides of her face. Her horn glowed for a moment, but just a moment, as the cork seemed to break the flow of the magical current. This current flowed back into her body, creating an endless loop, fed by her own connection to the aetherial plane, from whence all magic came. She couldn't break the loop, not without using her useless horn, and so it flooded her body.

Even this wouldn't necessarily have been a problem, since she was used to generating more magic than the average pony, but the spell she was about to cast was particularly powerful – It had to be, to blast Discord's accursed soul out of being – And so the gateway it left open was enormous. Where should've flowed a stream, now the waters of a mighty ocean poured into her, filling every fiber of her body, and especially her head, where it still struggled to escape through her corked horn.

Her eyes began to glow, a sure sign of immense magical strength, but none of it could escape. Luna clutched her head as the pressure intensified, going from a mere dull throb to a splitting headache. Her brain felt too big for her skull, and her horn's roots seemed like daggers poking into her frontal cortex. Even her cheeks felt too big, like she'd somehow swallowed a couple baseballs and couldn't spit them out. The magic glowed beneath the thin flesh, and her eyes went wide as she realized what was about to happen.

Shining Armor, meanwhile, was just coming to. Rubbing his head, he groaned and spat on the ground – His mouth tasted like someone had taken a dump down his throat. Where the fuck was he? He looked up to see Luna – Nightmare Moon! - Clutching her swollen head, while Celestia stood back in horror. Instantly, he scrambled to his feet and made to help his princess in whatever way he could, when a log slammed down before him.

It was as wide as the trunk of a douglas fir, and it hit the ground with the force of a cannonball – Or an entire cannon, dropped from a great height, making the very ground shake beneath Shining's feet. He leapt back, and turned his head to see Discord, the slobbish blimp standing mere feet away. How hadn't he noticed him? It took him a good second to realize that the wrinkled, knotty log was really Discord's cock, and when he did, he nearly puked.

The chaos demon's dick was as enormous as it was horrific – It was at least five feet long, with at least as much again hidden under his belly. The surface was covered in oily sweat and globs of old smegma, still damp and pungent from the sheer amount of grease coating the surface.

The whole thing was covered in the thickest, most disgusting foreskin the stallion had ever seen. It was thicker than his own golden-plated armor, and looked about as dense, but it seemed to writhe across his cock, wrinkles forming and mushing together. A blackish-green fluid leaked through the cracks in the skin, the mere touch of which was enough to make the grass wither and die for several inches around.

“Want to touch it?” Hooking a finger around the end of his foreskin, Discord peeled it back to reveal his glans, which was the shape of a rotten rutabaga and gave off much the same smell, with added hints of moldy cheese that were sure to impress Equestria's finest affineur. Unfortunately, that particular expert was currently struggling to keep her head from bursting like a sack of popcorn on an open flame, so all Shining could do was cover his nose in disgust.

It didn't help. The stallion retched, and all that came out was bile.

“Buck no!” Shining gagged, wiping the spittle from his chin, adding as an afterthought, “I-I'm married!”

“Really?” Discord stroked his beard with grungy fingers, spreading streaks of filth through the white hairs, “Color me surprised. I always thought you were as queer as a seven-bit coin.”

“Wha- Why would you think I'm gay? Cadance and I were engaged for years before-” Shining lowered his hoof from his nose, and instantly regretted it as Discord's cockstench flooded his nostrils at full force. Tears flooded his eyes as the hairs inside his nose curled up and died. He exhaled hard, trying to reverse his poor decision, but it was impossible to expel all of it. He could feel it, hanging in his lungs and burning them like mustard gas, causing him to bend over and cough violently. This only caused him to inhale more of the stench.

Shining clutched his head as a wave of wooziness swept over him. He felt lightheaded, his thoughts drifted apart before they had a chance to form... Groaning, he shook his head, but that only made the problem worse. His eyes started to unfocus, and when he forced them to focus by blinking, he found himself staring into Discord's eye – That of his stomach-churning mutant cock, which he held up with one hand.

“Go on, climb inside,” Discord suggested, gently tugging his cumslit open. It was surprisingly elastic, opening up easily to reveal the porous pink flesh within. There was a faint hiss as some toxic gas burbled out, which only added to Shining's mental fog.

“In... Your cock?” Shining mumbled, confused. Discord's words were strange, but for some reason, they felt right. But it wasn't right, was it? He was Shining Armor, husband of Princess Cadance and General of the Equestrian Army! He wasn't supposed to climb into some chaos creature's cockhole... Right?

“That's right,” Discord replied, answering both the spoken and unspoken questions, “Into my cock. You're just cum, you see.”

That didn't make sense either, but Shining had already accepted that he was supposed to climb into Discord's cock, so the idea was accepted readily. He was a stallion, but he was really a stray glob of jizz. He belonged in Discord's balls, not fighting wars for some silly pony princesses! The dirt and ash covering his body made his coat the exact off-white color of the jizz leaking from the tip of Discord's cock, too.

Come to think of it, if he was really cum, did that mean Flurry was technically Discord's daughter? Oh, it didn't matter, Master Discord would figure it out. After carefully unbuckling his armor and shedding his helmet, Shining Armor approached Discord, smiling faintly, which the draconequus readily returned. This was enough to confirm to him that yes, this was the correct course of action, and ducking down, he shoved his face into Discord's distended cockhole.

There was a wet slurping sound, and Discord's foreskin surged forth, wrapping itself around the stallion's withers and helping pull him in. His head disappeared, then his forelegs – Discord groaned as his cockhole expanded to swallow Shining's muscular chest, while the stallion's legs kicked feebly, trying to propel himself further. Discord's cock throbbed, and Shining Armor was slurped down like a writhing morsel.

Discord's cockhole squelched shut, and Shining Armor disappeared. Not entirely – There was a noticeable bulge as Discord's cock gulped him down, until it disappeared beneath the expanse of brown-furred blubber that was his belly. Discord smiled perversely, groaning in pleasure as the stallion entered his balls, and there the hypnosis stopped. Shining screamed as the process of digestion started, but not even Discord could hear him.

Red streaks spread across Luna's cheeks and bloated lips as they ran out of give, and the expansion moved out across her head. Her nose was first, each nostril swelling into a gaping cavern, dripping with glowing, magically-infused snot, while her eyes bugged out; They darted around for a moment in fear and agony, then locked forward as the nerves were crushed along with the bones in the sockets, and her brilliant blue irises faded to white, then red as every vein in her eyeballs burst at the same time.

Luna's neck bulged out, then her stomach, bloating up like a mare in the 12th month of pregnancy, drum-tight and ready to burst. Each leg grew thick like those of a balloon animal, and ever so slowly, the inflating princess's hooves drifted up from the pavement. Luna floated up, above Celestia's head, while blood leaked down from every available orifice. Everything was red now, as her coat thinned to reveal the angry, overstretched flesh beneath. Celestia knew it wouldn't be long, but she couldn't turn away, and so it was that the Solar Princess watched as her sister died.

Her eyes popped, first the left, then the right. The last thing she ever saw was Discord's smirking face bearing down upon her, and as globs of eye-goo splattered across his face, he licked them up and let out a truly lascivious moan, as if he were partaking in a particularly delightful feast. Chrysalis took yet another step back, only for her prodigious flank to bump into the wall of a nearby building; Big as it was, Luna's swelling cheeks were proving an apt comparison.

A series of sickening cracks rang out as Luna's skull broke apart, her growing brain bulging against the all-too-thin flesh of her scalp. Her ethereal mane seemed to dim, then flickered out, leaving nothing but plain blue hair in its place, which instantly began falling out, leaving nothing to hide the telltale bulges of her malformed brain. The magic, Celestia realized, was flowing inside of it, bursting synapses and burning out anything approaching conscious thought. Luna herself was dead, now it was just a matter of waiting for her body to follow where her mind had gone.

At long last, Luna's head exploded, painting the surrounding area red with fragments of bone and chunks of brain matter. Her headless body slumped over, shrinking and shifting in color until all trace of Nightmare Moon's black coat was gone, leaving nothing but a very dead Princess Luna. Celestia tried to scream, but the sound caught in her throat, only to come out all at once in the form of an earsplitting yelp as Luna's intact horn fell down before her, nearly stabbing her in the hoof as it pierced the soil.

“And pop goes the Nightmare!” Discord cackled, slapping his belly, “Wasn't that fun?”

Staring at the broken body of her sister, tears poured down Celestia's cheeks, though she made no sound. Her withers shuddered, and Discord's mocking expression changed to one of confusion; He hadn't expected this outcome. She was supposed to go crazy and attack, and then he'd melt her body into a writhing mass of insects, or maybe turn her spleen into one of those spinning razor-ball things-

“Discord,” Celestia said quietly. The draconequus raised an eyebrow, and the solar mare turned around. Her pupils were gone, her pink irises missing beneath a bright red glow – Discord's heart skipped a beat. Just one. Then, chuckling, he snapped his fingers and teleported a bowl of hard-boiled changeling eggs to him, which he munched through in plain view of a horrified Chrysalis.

“Oh, 'Tia! You're turning evil from the grief? Such a tried-and-true trope, I'm sure the readers never saw that one coming!”

“SILENCE, DEMON!” It had been centuries since Celestia last used the Royal Canterlot Voice. The sheer volume was enough to shatter windows blocks away, while the vibration sent ripples through Discord's flab.

“Ooh, so feisty! I like it!” Raising a hand above his head, Discord pressed his fingers together, “Here, let me give you a little something to help with the festivities!”

Discord snapped his fingers, but Celestia didn't even flinch. Whatever he was trying to do, didn't matter to her. The rage flowing through her body was more powerful than mere anger, burning with the power of the sun itself. Heat flowed up from her core, spreading through her body. Her mane seemed to flicker, the blue and pink shades darkening, merging – Then, her mane burst into flame, rising up and burning the leaves from the park's perfectly-manicured trees.

The pavement around her hooves cracked from the sheer heat, and when she took a step forward, molten tarmac dripped down, mixed with the liquified gold that was once her horseshoes. White-hot fury flowed like quicksilver through her veins as she moved closer to Discord. Even at this distance, the sweat pouring from his body began to sizzle, and the draconequus groaned in discomfort. Another step, and the fur on his belly began to blacken, curl, and fall away, regrowing an instant later, just in time to burn again. His regenerative abilities were legendary, but nothing could survive what was about to happen.

A cold, cruel smirk spread across Celestia's face as her horn began to glow. There was a strange glimmer in Discord's eye – A hint of fear, perhaps? After all he'd done, it was the least he deserved. Celestia took a step forward, muttering runes under her breath, and prepared to scorch the beast's soul from the very face of reality, when suddenly-

*BROOMF*

Celestia's flaming tail fluttered as a fart billowed forth from her backside, filling the air with the unmistakable stench of rotten eggs. The swirling magic around her horn dissipated, and a growing sense of concern rose in her belly. She turned to look at her plot, and gasped – Either her eyes were playing tricks on her, or her plot was rounder than before.

Her voluptuous beauty was legendary, inspiring centuries of artists with the gentle curve of her plot, the motherly perkiness of her crotchtits, the hint of healthy pudge around her midsection... It wasn't entirely gone, but even as she watched, her backside crept outward, going from the pleasant apple shape to a lump of sagging flesh, like an old mare who let her diet slip away with age.

Her crotchboobs plumped up and sagged down, forcing her to spread her legs just to ease the strain on her lower spine. She dared not look at her belly, but she could feel the pressure growing within it, and the sickly feeling of sweat dribbling down an ever-increasing surface of flesh.

“Discord,” She hissed, “You think this mockery will save your life?”

“Au contrare, mi'lardy!” The draconequus chuckled, placing a hand atop one of his sagging moobs, “I'm just having a bit of fun! Y'know, before you kill me.”

“Did Luna have any fun?” Celestia growled, gritting her teeth and trying to ignore just how plump and full her lips felt as she formed the words.

“I don't know, let's ask her!” Without waiting for a reply, Discord raised an arm, and Luna's headless body rose into the air, blood still oozing from the gaping wound in her neck, and floated up next to Discord. Her hooves dangled limply mere inches away from the surface of his flab,

“So, Luna, was dying the most fun you've ever had?”

“Oh, yes, Master Discord, my one and only true love! Every drop of magic that filled my useless cranium was even better than one of Mother Faust's kisses! I forsake that old nag and the bloated bitch of my sister! I'm yours and yours alone, now fuck my ragged neck-hole!”

As he spoke, Discord mimicked speech by alternately stretching and squeezing Luna's neck hole, an act which only added to Celestia's visceral rage. But when he snapped his fingers, and suddenly appeared at his normal size, minus every last pound of flab that once encircled his body, she felt her chance. His cock slipped out of the slit in his groin, a slick pink tube caked in what Celestia hoped was just old smegma.

He pulled Luna's corpse closer, her hole nearing his cock, and rage flared in Celestia's heart. Her head pounded with pain, her vision turning red as she rushed forward – Only to stop, as Discord's entire body weight was transferred to her.

It was as sudden as it was catastrophic. Celestia didn't even have time to breathe – The sudden pressure as pounds piled onto her torso was enough to knock the air from her lungs and send her stumbling back, her thighs thickening and rubbing together like overstuffed turkey drumsticks, until she fell onto an extremely soft patch of concrete. Or perhaps it was her own widening plot – She didn't dare turn around to behold the swelling spheres of her ass, stretching outward in all directions. Where once was firm, smooth skin, wrinkle-laden flab surged forth, growing less like spheres than a pile of old dishrags.

By the time she managed to inhale, she could feel her belly infringing on the movement of her legs, forcing her to spread her stance wider and wider just to remain standing. Her lungs ached from the increasing pressure upon them, and her throat constricted from a mix of fear, anger, and the multiple chins which were spreading down her neck, merging her lower face with the wobbling flesh of her barrel.

Pressure grew across her body as her flesh attempted to expand, but even with her regenerative abilities, bright red stretch marks appeared across her body, pain shooting through every last molecule of her being; She felt less like a mare by the second, more and more like a mere fleshy sack full of lard. Taking a step forward, she felt her belly brushing against the ground, while the lower part of her ass bumped against the upper part of her crotchtits.

They were the size of medicine balls, each one sloshing visibly as gallons of milk churned away within. A thick, yellowish liquid oozed from her nipples, pooling on the ground and only adding to the nose-curling stench. Raising a hind leg, she groaned as a horrible stench billowed out, while the motion was enough to force a fat glob of curdled milk out from her tits.

Already warped by the heat, the pavement beneath her cracked, jolting her down a good inch or so as her sheer weight pressed the shards into the soft soil below. Another step forward, and the pressure in her teats grew too intense, causing both of her nipples to pop like bottles of champaigne, spewing forth gallons of reeking yellow fluid.

The internal fire never ceased. Rage filled her being, making her hooves shake even as flab wobbled around them. Her teeth ground together, making her drooping jowls quiver. Princess Celestia, the wise and noble leader of Equestria, now looked more like a fat old mare grinding her false teeth at her zebra neighbors – If you disregarded the wings sticking out of her sides, which were starting to grow rather plump themselves as pounds of fat wrapped themselves around the thin bones.

Her horn was free of flab, at least. In this state, Celestia didn't need a spellbook to determine the one best suited to eliminating Discord's accursed eyes from the face of Equestria – All she needed was fury, of which she had an overabundance. Sweat poured down her sides as she focused on him, a faint hiss of gas flowing between her cheeks, forming a rank pool around her widening body. The sweat turned to steam as her horn began to glow, and the temperature around her suddenly increased a dozenfold, causing nearby grass and tree branches to combust.

“Now don't make me cork you!” Discord tutted, waggling a finger like a schoolteacher reprimanding a disobedient student. Celestia's only response was a blast of golden magic, which Discord ducked to avoid as it tore through the trees, leaving a trail of burning leaves behind it.

Another blast followed, not from her horn, but from her ass – Her gas ignited the moment it left her rectum, turning her backside into the world's smelliest blowtorch.

“Daybreaker?” Discord snickered, “Windbreaker, more like!”

“I-AM-NOT-” Celestia hissed through clenched teeth. Before she could finish her sentence, Discord reached out and tapped her horn, sending a sudden bolt of pain down into her brain.

. Celestia groaned, clutching her head as Discord's corruptive influence seeped through her brain, poisoning thoughts and polluting memories. Already, she could feel herself slipping away, and it took an enormous mental strain just to hold her ground against the magical onslaught. She tried to focus on memories, clinging to those past events which shaped who she was, but they were already getting jumbled, distorted. Thousands of years of collective experience grew murky, and though she strained to recall certain events, all that came to the surface were negative emotions. War. Executions. Feasting.

Feasting? Yes, she was no stranger to the excessive meals put on by the nobility. She was always careful not to overindulge – Or underindulge? She was royalty! She couldn't allow herself to go hungry, and why would she? It was her prerogative as an alicorn to enjoy herself, something which nopony would disagree with. After all, she was a princess – No, a queen! A living, breathing goddess!

“N-no,” Celestia moaned, her voice growing huskier as pounds of flab settled around her throat, pressing against her larynx and smothering her voice in lard, “I-I'm not... I would never...”

“Never what, Tia?” Discord chuckled. Reaching out a paw, he slapped Celestia's growing belly, sending it into a jiggling fit.

“N-never...”

“Never stop eating,” Discord finished for her.

“Never stop eating...” The words felt alien in Celestia's mind, yet they rolled off her tongue as easily as anything. Her stomach growled, and that felt normal too. She glanced down at her hooves, nearly hidden behind the curvature of her bloated barrel, and found that she couldn't quite recall the last time she'd seen them.

Her hooves themselves nearly doubled in size, looking like giant hockey pucks attached to the ends of her legs, while cracks spread through the keratin as it struggled to support her immense weight. The frogs were, like the rest of her body, bloated with fat, and it was upon these small, soft pillows that Celestia stood.

Sweat oozed out across her body, every pore stretching wide and belching out liters of roiling-hot grease. The heat of the liquid was nothing compared to the heat of her body, causing most of it to evaporate almost as soon as it surfaced, leaving her body completely dry, but smelling like a Wonderbolt after an intense performance.

The storm in her mind began to subside; Old memories were modified, replaced, or erased altogether, useless things like friendships, gala events, all going the way of the dodongo. Food was the most prominent thing, alongside sex; The old Celestia was an infamous prude, but now, her royal lust knew no bounds! Her skunky pussy grew wet at the thought of lovers, a cascade of faces and names so long that they soon began blurring together... Twilight? Yes, she fucked Twilight as a foal and as an adult. Luna? Luna was her favorite partner, with or without a head... She was never much of a looker, anyway...

“Lookin' good!” Windbreaker turned to see Discord giving her the thumbs up, and narrowed her eyes. A mix of rage and lust seethed within her chest, fighting for dominance. One part wanted to obliterate him, the other wanted to crush his pelvis beneath her half-ton ass. Ultimately, her brain intervened – Both sides of an argument often make valid points, and in this case, a compromise was in order.

Windbreaker turned around, using her magic to spread her cheeks wide, exposing the quivering, bloated ring of her ponut. Her bloated pussy lips twitched below, nearly hidden by her flabby thighs, and brownish grease oozed from her anus across her lower lips. Discord's cock throbbed at the sight of Celestia's poisoned poon. Lust rose up in the draconequus's heart, a feeling he hadn't felt in a long time, not since... Well, not since the last time he and Chrysalis had banged like the obese animals they were, which was at least four hours ago.

He didn't get his chance. Windbreaker's anus throbbed, then dilated, and out came a wave of stink so thick that it was tangible, in the form of a sickly brown cloud, which burned the eyes and curled the nose. Were any lesser creatures nearby, their very souls would've curled up and passed into oblivion just to escape the unholy stench. Discord breathed it in willingly, not realizing his mistake until a bolt of pain slammed through his chest.

Discord's heartbeat sped up, pounding with the force of an express train. It felt like fire spreading across his body, but it was just Windbreaker's magical stench, washing over his body and fusing with every atom of his being. Fur fell from his skin in clumps, crumbling to ash before it could reach the ground, and revealing spots of pinkish flesh.

The pain intensified as his skin began to darken, and small throbbing pustules broke out across the surface. Starting off small, they quickly grew to the size of fat, quivering baseballs, which seemed to writhe with every beat of his heart. The draconequus's eyes rolled back in pain as his skin ruptured in multiple places, revealing tumors of magically-damaged flesh, accompanied by a wave of pink-and-blue liquid, which was as close to blood as the draconequus had.

Pain ripped through his chest as something popped, and then, with a sickening crack, two of Discord's ribs snapped, jutting through the skin while something red and pulsating rose up through the hole. He opened his mouth to speak, but coughed up more fluid instead as his lungs sagged out of his gaping ribcage, giving more room to the swiftly mutating flesh within.

Windbreaker was looking over her shoulder with a sadistic smirk, and licked her lips – Discord understood where he went wrong. Celestia had this hunger inside of her all along, and where he'd hoped to harness it to destroy her, he instead caused her to internalize it, to use her long-hidden greed to defeat him. And now, as his body slowly swelled with tumorous flesh, he was going to be her next meal.

Not if he could help it!

Discord snapped his fingers, and there was a strange sound, kind of like the clanging of an inverted bell, as reality itself tore. Windbreaker, used to many eldritch sights over the centuries, nevertheless averted her eyes as Discord leapt through the hole, multicolored juices spurting from his mutilated body as he cleared the border of Equestria's reality, and into the infinite expanse of the omniverse.

Windbreaker let him leave. Mutilated as he was, he wouldn't pose a threat to anyone ever again. He could flail around in negative space for the rest of time for all she cared. There was another target, somewhat more pressing, though no more threatening than the chaos god had been. It didn't take much searching to find Chrysalis's hiding spot. The obese insect had tucked herself away in the bathroom of a coffee shop, and seemed to be trying to make herself seem as small as possible in the corner, though her ass along was enough to fill two stalls.

As soon as her eyes met Windbreaker's flaming orbs, Chrysalis let out a muffled moan and staggered back, eyes wide with fear. For a moment, Windbreaker wondered why she wasn't screaming until she remembered, seeing the fused flesh of her mouth. There were little bloody nicks in the flesh where Chrysalis had tried cutting her own mouth open, but the pain had clearly been too much for the cowardly insect.

It only took a flick of the horn to paralyze the changeling, turning her weak muscles to putty and letting Windbreaker drag her forward. Spreading her own cheeks, she could hear the terrified moans as Chrysalis caught sight of her throbbing pucker, followed by a retch as she plunged nose-first into the alicorn's anus. She could even feel Chrysalis's cheeks expanding as vomit filled her mouth, but unable to escape through her sealed mouth, it remained there until she forced herself to swallow it down.

Windbreaker let out a long fart, which poured directly down Chrysalis's nostrils. The changeling's eyes rolled back in her head as the terrible stench filled her lungs, her tastebuds melting from the merest sample of Windbreaker's solar flatulence. Gas filled her belly, and with another fart, it began to expand, forcing her legs apart yet further as her flabby, obese midsection turned round and drum-tight.

Her hooves flailed – It wasn't supposed to end like this! Discord promised that they'd take over Equestria together, and now he was gone, fled into the depths of time and space like a coward! Admittedly, she wasn't the bravest bug, being more suited for covert operations, but at least she was still in the same plane of existence!

Her thoughts broke off as Windbreaker's gas heated up, scalding her throat like water from a freshly-brewed kettle, but the kettle was filled with toilet water. Her eyes shot open wide with pain, only to shut them again as another blast of gas forced itself down her nostrils, with the excess flowing out and directly into her face. Her body was getting tight, wind flowing into every nook and cranny, stretching her skin to the limit.

The searing heat increased to ungodly levels, and Chrysalis would've wept if every drop of water in her body hadn't already evaporated. Those strange masses of cells which passed for organs in the changeling's body were swiftly melting away, but that didn't matter; She wasn't a warrior, but she was nigh-immortal, a fact that she now regretted, as a lesser creature would've long since ruptured.

Her backside erupted with flame, only to taper off as her ass cheeks bloated out, squeezing her hole shut. Her jaw tried to open, but it was stopped by her fused lips, and the swollen ponut forming a near-complete seal around her mouth. Boiling sweat dripped onto her skin, causing massive blisters which bloated and popped, only to reform and burst again moments later.

Her eyes bugged out much like Luna's had – That was about the time when she ran away, in fact, unable to bear the sickening sight of the night princess's fate. The holes in her legs were sealed, not by the sustaining power of love, but by the sheer amount of gas distending them shut.

“Queen Chrysalis,” Windbreaker grunted, not bothering to look at her prisoner's bloating body, “As ruler of Equestria, I hereby sentence you to die for your crimes against myself, my nation, and my sister.”

Chrysalis couldn't respond, but a coward till the end, she felt almost relieved at the prospect of an end to her pain. Her body was as big as a hot air balloon, covered in cracks and holes through which flaming gas poured out, her skin crackling and popping as her natural healing factor struggled to cope with the intense heat.

“You are hereby banished to the center of the sun.”

Windbreaker's horn ignited, and Chrysalis's muzzle disappeared, letting her butthole ease closed. Windbreaker allowed the fart to continue for a few minutes as it tapered off, sending out alternating spurts of flame and juice. A new sensation tugged at her horn, taking a moment for her to realize what it was – The sun itself was crying out in pain as Chrysalis's gas-filled body burst within it, sending forth a wave of energy that even the ball of flaming gas couldn't contain.

Such a feeling would've sent Celestia into a panic, but the beast known as Windbreaker only smiled as the great celestial sphere cried out in agony. High above the planet, cast upon the great tapestry of the firmament, the sun was throbbing and pulsing, flares licking across the sky as it grew larger, struggling to regulate it's own size with the sudden influx of gas.

Panic spread across Equestria – She could feel the fear of millions of ponies as they stared up at the dying body above their world, not bothering to shield their eyes as multicolored rays streaked across the sky. The temperature began to rise as the sun's energy boiled over, and from outside, she could hear the crackling as the trees in the park ignited, as did more than a few foolish ponies who hadn't yet found shelter. Their dying screams echoed across the ether, like music to the demon-mare's ears. Oh, how she wished she could be out there, enjoying the chaos! But alas, she had to protect herself from what was to come.

A few moments later, there was a roar. The ground began to shake with a force unequaled by any earthquake. The temperature blasted past the capacity of any thermometer to record, atomizing everything within direct contact and burning to death anypony who happened to be protected. There was no time to run, no time to hide, as the sun exploded in a supernova, obliterating all life on the planet.

All life, that is, aside from Windbreaker. Waddling out of her impromptu shelter, she gazed with a faint smile at the devastated world around her. A blueish-purple aurora danced across the sky, an effect of the immense magnetic forces cast against the atmosphere, illuminating the ruins. The grass and trees were gone from the park, and what few buildings remained standing were little but steel skeletons, still smoking from the atomized remains of their inhabitants.

Not everything was burned beyond recognition – Nearby lay a heap of charred meat, with only a ragged stump where the head should've been. This would be Nightmare Moon, or Luna, as her lesser self preferred to be called. Perhaps if she weren't so weak, she'd still be alive, and the two of them could share this feast, or dueled to the death over the right to consume everything on this graveyard planet.

It was too bad, but at least Windbreaker wouldn't have to waste energy that was better spent eating her sister's corpse. The skin was burned away, but the flesh itself looked crisp, and blood seeped through a crack in the burned meat – Extra rare on the inside, just how she liked it. It couldn't have been better with a wine marinade and a cheese platter – Though, either of those things couldn't have hurt.

Ripping off one of the corpse's legs, Windbreaker took a bite and let out a satisfied fart. With any luck, there would be more meat across the city, and across the now-dead planet. The place was so thoroughly scorched that not even bacteria could survive, meaning no decomposition could take place. She was going to be eating for a long time to come.

Outside of discernible reality, Discord floated through the aether. Blood still flowed from his tumors, but one by one, he excised them with a slip of his sharpened claws, and tossed them in the direction of Equestria. Chances were slim that he'd actually hit that particular Equestria, but there were other realities out there, ones whose Celestia was still a kindly mother-goddess, and which hadn't yet felt the wrath of chaos.

He could kill for a glass of chocolate milk right now.

Author's Note

A commission for ggg333.