A soft light glowed in the night, high up the alabaster walls of Canterlot Castle, beyond the wide, curving balcony from which Celestia greeted the sun each morning. Patrolling guards glanced upwards as they walked the outer walls, comforted by the presence of their benevolently divine ruler so close at hand.

She seemed to be having another late night; she'd had many of them of late.

Let the eye of observation rise upwards, floating smoothly past sleek white stone, seeking that glow. Pass through the huge, arched windows, into the sanctity of the Princess's personal chambers...

Grunting, thick and feminine, and the slap of skin against skin. The air was coloured golden by the dim lamps, heavily scented by the musk of arousal. On the massive four-poster bed, two bodies, one sleekly black, the other milk-white, were lustfully entwined.

"Stupid, pathetic bitch," hissed Chrysalis, her jaws parted to bare her fangs. Her black skin held the subtle sheen of an insect's carapace; long legs pierced with oval holes led from her hooves all the way up to her bare sex, her wide hips narrowing to a slender waist. Her thick, unnatural cock was buried in the Princess's yielding cunt, Chrysalis's hands roughly squeezing and kneading her captive's soft, silken breasts. Every hammer-thrust made the changeling's own massive chest bounce heavily, her starkly green nipples the only bright colour against her dark skin and the muted blue of her mane and tail. Ragged, translucent wings were half-folded against her back.

Celestia's voice, intimately familiar to her untold subjects, was slurred and distant. "...fuck my mind out... fuck my mind out... fuck my mind out... fuck my mind out..." The alicorn's wings were spread out beneath her, her legs parted widely and tied to the thick, ancient bedposts, hooves in the air. Her pink eyes were clouded with hazy green light, her lips drooling half-open even when she wasn't chanting, but her nipples were hard as rocks under the changeling's abuse, and her pussy glistened with slick, helpless arousal.

With brutal delight, Chrysalis slapped the entranced mare forcefully across the face. Celestia's expression didn't even flicker, her lips shaping her mantra unceasingly. With a lustful groan of satisfaction, Chrysalis breathed, "What are you?"

"I am your brainless hypnotised whore," Celestia replied at once, her words broken by small gasps as her body jerked and bucked unconsciously against her owner's forceful thrusts. The words had been drummed into her, over and over, until they were utterly instinctual.

This was pleasure. This was triumph! Her oldest, most hated enemy utterly overwhelmed; broken. It was no wonder Chrysalis hadn't been able to stop fucking her for days. "Your mind is totally under my control."

"My mind is totally under your control."

"You cannot resist me."

"I can't resist you," gasped the blank-eyed alicorn.

It was so nearly true. But... despite how utterly Celestia seemed to be in her power, no matter how willingly the Princess debased herself, Celestia still clung to her feelings for the wretch who'd been instrumental in preventing the last invasion of Canterlot. No matter how Chrysalis sought to weaken or snap the bond, no matter which angle she tried, Celestia always gave the same answer.

"You still love Twilight Sparkle, don't you."

"Yes, my Queen."

Chrysalis slapped Celestia again, scowling, and her thrusts grew rougher and more brutal. The bed squeaked and groaned, and Celestia's abused pussy squeezed down on Chrysalis's lengthy cock with mindless need.

The changeling was hungry, urgently hungry, to reveal herself as the new ruler of Equestria. Let the entire city - Let the entire kingdom! - see Celestia grovelling at her owner's hooves, and know that the changelings were coming to take them all. But no. Overconfidence had ruined her closest-ever brush with final triumph, all because she'd ignored the danger of Twilight Sparkle. No matter how she despised the weakness of these soft, pitiful creatures, she had to treat them as genuine threats. This time, they would fall before they even knew their danger.

Celestia had held her off for centuries; the Solar Princess had to be corrupted and conquered first. That was done. Deep in the heart of her own castle, Celestia had let her guard down. Twilight, on the other hand, would be much less complacent. Chrysalis needed Celestia's cooperation to break her former student, and the accursed Princess just wouldn't accept any command or compulsion to stop caring about the youngest alicorn so she could be ordered to betray her.

Another approach was needed.

Slipping back into a slower, more measured rhythm of thrusts, twisting and flicking Celestia's nipples, Chrysalis began, "You trust me completely. You know you must trust me for there to be peace between ponies and changelings, and you want peace for your ponies, so you must trust me. You trust me without question. You believe everything I say."

"I trust you completely. I believe everything you say," Celestia slurred, as if she were drunk.

"I want you to have Twilight as your lover," Chrysalis lied. She wanted to see both of them fuck each other in front of her, yes, but only as a performance for their Queen. Still. If this was the route it took...

Celestia nodded dazedly, the green light leaking from Chrysalis's twisted horn reflecting in her eyes. "Yes. Twilight should be my lover," she whispered with absolute sincerity.

"You need to have Twilight as your lover. You need it very badly."

"Yes, my Queen," the mindless pony groaned, a touch more urgency in her empty tones. "I need it!" Her hips began to buck a little harder as her body associated the thought with being fucked by her beloved pupil, her legs spreading wider.

"Nothing can stand in your way. Not after you dreamed of her confessing to you. Not after you realised how much you need her. You can't let Twilight slip away."

"I can't..."

"But," Chrysalis said firmly, a cruel smile playing about her lips, "you can't have her. She wouldn't understand that you're my bitch. She wouldn't accept it."

Celestia's whole body tensed, going suddenly still in a paroxysm of silent rejection. She wouldn't give up on her need to be with Twilight, not after Chrysalis had dangled the concept before her during her original enslavement. If forced to make a choice between her Queen and her student, regardless of how deeply Chrysalis had infiltrated her mind, Celestia was likely to reject the changeling entirely.

Chrysalis hated that, even as she sought to use it for her own purposes. Slamming her cock deeply into the mesmerised mare, she snapped forcefully, "I am your Queen. I own you. I own your mind, body, heart and soul. You are my property. You can't escape me." With narrowed eyes, she watched the struggle grow more intense on the Princess's face. "You are mine," Chrysalis half-commanded, half-demanded.

Still not a word.

It was so infuriating. There should have been no protest, no resistance; Celestia should have agreed automatically. But the prospect of losing that wretched little mare was one of the profound fault lines in the alicorn's personality, and even as conditioned as Celestia was, it still provoked a violent denial.

Fine. If the bond couldn't be broken, it would be twisted.

"You must worship me. To worship and obey me is to guarantee peace between your kind and mine. Peace protects your ponies. You must protect your ponies," hissed Chrysalis, reinforcing the association she'd built between the two concepts.

Celestia had nearly broken free once before, when Chrysalis had tried to make her stop caring about her subjects. Clearly, that was a line that could never be crossed. Instead, Chrysalis had turned that utter determination against her; for her ponies to be safe, she had to make peace with the changelings. To make peace, to negotiate, she had to trust Chrysalis. If she trusted Chrysalis, she had to believe what Chrysalis said. Chrysalis spoke the truth. And then, she couldn't fight back as Chrysalis had reprogrammed her subconscious, remade her into a desperate, obedient fuckdoll... one that truly believed, when she was awake, that being Chrysalis's slave bitch was her own idea.

Every link in the false logic was thoroughly reinforced, always leading back to the same motivation, until to not be Chrysalis's obedient, mindfucked whore was the same as betraying all Equestria.

"I..." whispered Celestia, her expression tormented, even in trance, "...I must protect my ponies."

"You must obey your Queen, to protect your ponies," Chrysalis purred, planting both hands on Celestia's tits and crushing them together. Her long tongue slithered over her old enemy's jutting nipples, savouring the taste of her skin.

"I must obey my Queen," panted the entranced slave, grasping at the familiar idea.

"Even if it means losing Twilight."

"Even... even if..." Celestia stammered, her voice strained, body rigid.

"You must protect the ponies of Equestria. You know you must. You've always chosen them." Stupid, simple-minded pony; so easy to manipulate, so easy to control, once you saw the puppet strings she'd tied to herself... "So you must obey your Queen. You must be my slave bitch. Even if it means losing Twilight."

"I must be... your... bitch, even... even if it means..."

Celestia's voice was breaking, and she shuddered, quivering beneath Chrysalis. The internal turmoil lashed against the spell holding her mind, and Chrysalis could hear the tension singing in the magical threads bound around her thoughts. The insoluble dilemma was tearing the Princess apart.

Perfect.

"Unless..." Chrysalis whispered intimately, "there was a way that you could protect your ponies, and be with Twilight."

The emotional whiplash that boiled out of the entranced mare was one of the most violent shifts Chrysalis had ever witnessed. Celestia jerked, her head snapping up, a degree of focus entering her empty eyes. "Please!"

"Relax... relax," Chrysalis hissed softly, burying her cock to the hilt in the enslaved mare and twirling the tip of her twisted horn in slow circles. The surge and ebb of her green sorcery glowed along the malformed spiral of chitin, and Celestia's eyes locked onto it, following every movement.

Little by little, the animation slowly bled away from the snow-white pony's face once more, leaving her blankly staring with obsessive focus. "Relax..." she whispered. Her muscles slackened, tensed wings flopping loosely across the bed once more, her long legs and elegant hooves suspended only by their ties to the bedposts.

"Yess, that's it. You're so desperate for an answer. You must protect your ponies. You must have Twilight Sparkle. Torn apart, torn between one and the other, until you can't stand it, you can't breathe-"

Celestia's chest caught, her breathing interrupted, and her body trembled again with the rising urgency kindled within her. Her unseeing eyes welled, shimmering wetly in the dim golden light of her bedroom.

"-but I can give you both," Chrysalis said forcefully. "You must be my bitch, to save all your ponies. You must be my slave. My mindfucked, hypnotised cunt. It is the only way. It is what you are. And as long as you worship me completely, as long as you live to be abused and controlled by your Queen, I can give you Twilight Sparkle."

"I live to be abused and controlled by my Queen!" The words were blurted out, stumbling over each other, as Celestia leaned up towards Chrysalis. All of the barriers of her rational mind were down, leaving her utterly defenceless against the changeling's sly words. Every word Chrysalis spoke rang with truth in her ears, penetrating to the very core of Celestia's deepest self.

"Yes. It's very simple," breathed Chrysalis. Her shimmering, ragged wings tensed, and thrumming magic coiled and twisted between the two of them, forcing Celestia's mind ever-wider open. "You can have Twilight Sparkle if she is my mindfucked bitch too."

A confused, tormented maelstrom of emotion erupted from Celestia, saturating the air around her. "I can...?" she faltered.

The mesmerised pony couldn't be allowed time to think. Chrysalis nodded, telling her forcefully, "It is the only way. You must be my bitch to protect your ponies. You are my slave slut. Twilight would object. Twilight would threaten your ponies. You love Twilight. You can't let her threaten your ponies. You can't let her take you away from me. You can't let her leave you. She must be a hypnotised slave. She will stay with you forever. She will serve beside you. Love you. Fuck you. Save your ponies. Save Twilight Sparkle. Twilight Sparkle mustbe under my control. You can't live without her."

"I... I can't live without..."

"You can't live without your ponies. You can't live without Twilight. You can't live without me. I am your owner. I must own her. There is only one solution. Twilight Sparkle must be my hypnotised bitch!"

"T-Twilight must... must..." Celestia stammered.

"She won't understand, you know that."

"She won't understand, no, no...".

"She has to be forced to understand," snapped Chrysalis, her tone imperious and demanding.

"She has to be forced to understand."

Green light flared from the changeling's horn, etching weird, shifting shadows on the walls. "I speak only the truth!"

The force of the compulsion rocked Celestia like a hammer blow. Her eyes widened, showing the whites all around her pupils, and another deep, quivering shudder wracked her body. "Twilight must be your... your hypnotised bitch," she breathed.

"It's the only way you can be together!"

"Yes, it's... it's the only way we can be together." Celestia nodded dazedly, beginning to hump against Chrysalis's cock once more as certainty grew in her tone. "Twilight must be your hypnotised bitch."

"Yes!" panted Chrysalis, flooded with trembling triumph. She lunged down, kissing her captive slave hungrily and possessively, biting Celestia's soft lips. Her own rigid green nipples throbbed with arousal, jagged spikes of pleasure flashing through her, and her ragged wings flared outwards as she ground her tits against the hypnotised mare's. Every pulsing squeeze of Celestia's tender cunt almost sending her over the edge, her voice growing raggedly shaky, the changeling demanded, "Chant it! Fill your mind with it! Drown in it!"

"Twilight must be your hypnotised bitch!" gasped Celestia, the words coming faster and more urgent with every repetition. "Twilight must be your hypnotised bitch, Twilight must be your hypnotised bitch, Twilight must be-"

With a hissing shriek, Chrysalis convulsed in ecstasy. Her back arched, her wings quivering at full extension, untamed magic flickering and flaring around her body. Her unnatural cock swelled, flooding Celestia's slick pussy with sticky amber cum. Sugarly changeling sweetness stained the sheets beneath the two of them.

Through the roaring in her ears, over the heavy panting of her own breath, Chrysalis could still hear Celestia chanting the words she'd been given, scoring the new belief deeper and deeper into her own mind. The perfect solution to the insoluble riddle, the only way to reconcile Celestia's deepest needs. Oh, it was beautiful. Perfect and beautiful...

Twisting her head to the side, she licked up and down the curve of Celestia's neck, whispering in her ear, "You love Twilight Sparkle."

"I love Twilight Sparkle," Celestia sighed in agreement, her hips lazily bucking against Chrysalis's still-hard cock.

"That's why she has to be my hypnotised slut," Chrysalis went on, delighting in the twisted, malformed logic she was engraving into the Princess's deepest beliefs.

"Yes, my Queen. She has to be your hypnotised slut," Celestia agreed passively.

"But there's one pony that could ruin everything..." Chrysalis purred, and felt Celestia's body stiffen again. She paused a beat, giving the idea time to fester, then went on, "It's you. You might struggle to help me control her. You might stop, if she told you to. Then you'd lose her... no Twilight to fuck, no love, no more pretty little student. She might try to drive me away, and all you've worked for would fall apart. You'd put all of your subjects in danger. You can't let that happen."

"I - I can't let that happen!" Real emotion bled into her mesmerised monotone, near-panic that was all the more impressive for fighting through the haze of mindlessness that lay over her thoughts.

"But I can help you..." breathed Chrysalis, and flicked her tongue against Celestia's neck. Capturing one of the Princess's nipples between her long nails, she began slowly twisting and pinching it. "I can take away any doubt. I can help you be certain you'll do this. That's what you want. You want me to help you do this. With all your heart."

"With all my heart," Celestia gasped, nodding sluggishly. Little hitches and gasps marred her words as the changeling toyed cruelly with her body, but she didn't seem to notice.

"It turns you on to be my mindfucked slut. It makes you so horny. It makes you drip, soaking your panties, so hot, so wet, always turned on for me. That's what it means to be my hypnotised bitch. And you want to see that happen to her." Every word twisted Celestia's thoughts further and further out of true, each truth the captive pony accepted was the stepping stone to the next... "You want to see Twilight naked, touching herself, dripping wet, playing with her cute tits. You want to fuck her. You want to see her desperate to be fucked."

"But..." half-protested Celestia, the word sluggish and reluctant.

"She must be my hypnotised slave," hissed Chrysalis, hammering the concept home once again.

"She must," agreed the blank-eyed mare, clinging to that certainty.

"You can't let yourself hesitate. You must make yourself want to enslave her for me."

"I must... want that."

"You want to see Twilight Sparkle hypnotised. It turns you on."

"I... want to see Twilight hypnotised..."

"You've always wanted to see her mindless and horny."

"I... have?"

"Let your memories change... this is your truth. This is what you need to remember. This is for Twilight. For your ponies. The only way you can be together. Make yourself believe."

Celestia shivered, her lips gaping open, her eyelids flickering. Chrysalis caressed the alicorn's soft cheek, feeling the tremor shudder all the way through the Princess beneath her, all the way down to her own still-stiff cock, buried in her conquest. Silence hung in the air as Chrysalis felt emotions shifting in the brainwashed mare, memories and desires realigning.

Yes. Yes.

Chrysalis spoke clearly and firmly. "It is your deepest desire to see Twilight Sparkle hypnotised."

Celestia's voice filled with languid arousal as she sighed, "Yesss..."

"You want to see her mindless and naked, rubbing her pretty tits and tight little cunt."

"Her tight little cunt..." the Princess echoed huskily.

"You want to see her under my control, green light filling her eyes. You've fucked yourself so many times imagining how horny you'd be, watching her slip into my power."

"Yes... my Queen," sighed Celestia longingly.

"Tell me what you want," demanded Chrysalis in a triumphant hiss. "Tell me what you want to see me do to her."

Celestia stirred sluggishly. Her glazed eyes shifted slightly, moving from Chrysalis's face to focus into the distance. "I want... to see her lips fall open as you steal her mind. I want to kiss her soft mouth, like she's a doll... I want to undress her, touch her..."

"What you want to see me do to her," Chrysalis reinforced, impatiently. Taking hold of Celestia's breast, she pinched and twisted the helpless mare's stiff pink nipple.

Celestia arched, gasping, then flopped limply against the bed once more. Her hips rocked back and forth slowly as she panted, "I - I want to see you naked on top of her, on all fours, pouring your magic into her brain. I want to watch you rip her clothes off and suck her tits as you brainwash her. I want to finger myself as you transform her into an obedient slave, she'll be so horny and slutty for you, never wearing panties again, always ready for you to lift her skirt and fuck her, always desperate to worship your cock beside me..."

"You want her to be just as utterly under my control as you are, so she can serve beside you. So you can be mindfucked lovers, kissing, fucking, loving each other, always challenging each other to serve me better," reinforced Chrysalis.

"Yes, yes..." Celestia breathed yearningly, "I want that."

Time to seal things. Pushing herself up onto all fours, Chrysalis straddled Celestia, feeling her own heavy tits sway as she began slowly thrusting in and out of her captive once more. "You will help me brainwash Twilight Sparkle."

"I will help you brainwash Twilight Sparkle!"

"You don't have a single doubt in your mind."

"I have no doubts!"

"You'll be hornier than you've ever been. Every protest she makes only makes it hotter."

"I'll be so horny!"

"It doesn't matter what she says. She has to be turned into a mindfucked slave."

"Twilight must be your mindfucked slave!" gasped Celestia, bucking against Chrysalis's cock.

"Just like you," the changeling gloated.

"Yes, yes, I am your brainless hypnotised whore," agreed the Princess eagerly, urgently slamming her hips upwards against every thrust.

"You will love forcing her to submit to my will."

"I'll love it!"

"Cum, you pathetic, weak-willed puppet!"

"Y-yes! My Queen!" Celestia arched, her head tilting backwards, enchanted mane billowing against the pillows, and Chrysalis felt her captive's cunt squeezing and quivering around her shaft. Overwhelmed with triumph, her blood pounding, Chrysalis hissed a long gasp of release and another flood of sticky changeling fluids poured into the Solar Princess's abused sex.

"Now, let's make certain you remember this as your idea..."

Author's Note

Part of what makes this series fun for me is that Chrysalis's control isn't all-powerful; she can change the way ponies think, but she can't just snap her fingers and instantly get whatever she likes. She has to think her way around her obstacles, and when she's deftest, use them to make her own programming stronger.

• Proofing and suggestions by Equimorto and DbzOrDie