Dinky sat back down in the abandoned store, her fears threatening to overwhelm her. Sparkler was right. She was a fool to try this. Now she had been… altered, and Rumble had been lost to the enemy. But as her thoughts turned to her fallen comrade, and to her lost mother, she could feel her resolve strengthening once more. Sure, she was utterly terrified of what may await her, and wanted nothing more than to return to the Crystal Empire. But she had set herself the goal of at least bringing Rumble back with her. Furthermore, if her mother wasn’t in Ponyville, she would have to start looking, and she imagined any and all ponies of worth had to have been taken to Canterlot.

So, cradling her ballooned bosom, Dinky took and determined breath and looked back up at the ominous silhouette of Equestria’s fallen capital.

“Hang on Rumble, Mom… I’ll be there soon.”

That quiet oath uttered, Dinky turned and moved further back into the abandoned store. It was much larger than she remembered, and maybe it had been built post occupation. A graffitied sign near the entrance of Diamond Tiara’s father, Filthy Rich, dashed that thought. She remembered he’d been planning to open this new mega store; a controversial thing back in the day if memories of her mother’s doubts were anything to go by. Though she could tell at a glance this place had been ransacked many years ago, there had to be something she could use in here. Maybe a weapon, or supplies? She managed to find the latter in the form of a few packets of magically preserved food. Some kind of vegetable patties and hay fries.

Stowing them in her bag, Dinky delved further into the store until she came across a full-length mirror. It was surprisingly still intact, unblemished by the chaos that had ransacked the rest of this place. Seeing her figure gave the unicorn pause, her eyes drawn toward her now immense bust. Being Derpy Doo’s daughter meant she was more than likely to have inherited a prominent bosom one day, and she had, but this felt a little too much. But, despite how it happened and how much of a hinderance breasts of this size were proving to be, Dinky couldn’t help but stare at her chest. A hand slowly drifted from her underboob up towards her plate-sized areola, before stopping with her palm over the hardening nub at its peak.

She winced at the contact, but kept her hand where it was. It was true she was still horrified at this change, especially since it had happened in her sleep, with no chance to defend against it. But the blonde mare couldn’t ignore just how… good it felt. Her nipples had always been delicate, meaning there were certain clothes or undergarments that would irritate them and cause her no small amount of stimulation. But now, being wider and puffier than ever before, there was something about them that was drawing Dinky in. Unconsciously, she squeezed, her nipple flesh pillowing out between her fingers. A sensual gasp escaped her as her legs gave out, though she stopped herself from falling face first like she had in her old home.

Taking slow breaths, Dinky looked back up at the mirror, and curiosity and pleasure were replaced with shock and fear. For a split second, she thought she saw her mother in the mirror, as she had appeared in the dream the night before. Buxom, lactating and lustful. But a rapid blink and she was staring at herself, though in the same pose of kneeling with one hand clutching a decent amount of breast. The unicorn mare immediately let go of herself. Though there was a small part of her brain that wanted to grab hold once more, she shook it off and slowly rose back to her feet. Standing up brought its own scary revelation; there was a slick wetness between her legs. Using the mirror to see what she was doing, as her rack blocked her lower body from sight, Dinky quickly unbuckled her belt and pulled off her jeans to confirm what she already knew.

The front of her panties, white with blue lines running across, were stained with her own feminine nectar. Placing one hand on a nearby aisle shelf, she used the other to shimmy her panties down her legs. The front stuck to her twat before being tugged off, thin links of femcum stretching to them from her wet marehood before they snapped. Dinky stood straight once the deed was done, and looked upon her ruined undergarments with disappointment.

“And these were one of my favourites, too.” Dinky grumbled before shivering. Being in her birthday suit in the abandoned store made the unicorn’s skin crawl. That, and the fact there was still an entire town full of monsters that would rape her in a heartbeat, was enough motivation for the mare to search the store for something, anything else to wear. After five minutes of searching, the only thing Dinky is able to find is a black sling bikini, the fabric connected on the back by a silver clasp with a red jewel in the middle. The unicorn was about to head back to the mirror where she’d left her gear, when she also spied something else. On the nearby shelf was a pair of lacy purple stockings. Though she should’ve left them, she’d always wanted something like these to wear, just in case she ever did meet the right mare or stallion.

Grabbing them as well, Dinky soon found herself back before the mirror. Carefully holding onto the shelves as she sat back down, to make sure her tits didn’t throw her off balance, she put on the stockings. They felt as smooth as silk, and were a perfect fit for her. There was even a tiny spill-over of thigh flesh at the top. Next came the swimsuit, and getting it over the boulders that were her breasts, but she eventually managed it and clambered back to her feet. Looking in the mirror, Dinky was pleased with the stockings, though there was a slight tingling feeling in her flanks. As for the bikini, though it covered her vulva, it still felt like a thong down there. Then there was the fact her breasts were slightly squashed beneath it, pillowing out to the sides and emphasising her cleavage even more. Furthermore, her large areola still peaked out either side of the black fabric, and she didn’t even need the mirror to tell her nubs were still hard as stones.

“I guess this will have to do for now.” Dinky sighed, levitating her jeans up into her grasp. She moved over to the wall of the store, and leaned against it while putting her pants back on. As she was leaning, however, she thought she could feel more and more of the surface as the seconds ticked by. This confusion doubled when her jeans became stuck. Standing away from the wall and looking down revealed why, much to her chagrin.

Dinky’s flanks, while normally an average size for a mare her age, were slowly ballooning out before her eyes. She could feel her thigh flesh inch out over the hem of the stockings before spilling over it. The back of her jeans couldn’t stretch over the now pronounced curve of her rear, and as she moved back to the mirror to get a better glimpse of her backside’s new size, it jiggled with each step as her fingers sank slightly into the pliant flesh.

“What the…?” Dinky uttered, trying to keep the growing concern out of her voice before something else caught her gaze. In the mirror, the red jewel affixed to the clasp of the bikini shone for an instant. In the next, the swimwear tightly conformed to the unicorn’s body. The fabric snapped in and hugged the underneath of her huge honkers, making them pillow out even more to the sides. It was too tight, especially pressing in on her easily identifiable nipples beneath the fabric, and pressing in on her still slick slit. Panicking, Dinky tried desperately to pull the bikini off, but it wouldn’t budge no matter where she tried. She then moved to attempting to remove the stockings, though all her struggles achieved was setting her off balance and falling tits first onto the floor. A hand shot to her mouth, though not before a pleasurable gasp escaped her. Struggling to regain control of her breathing, Dinky remained still and swivelled her ears every which way in case someone heard her.

The sound of the front door opening and the rusty bell above it ringing confirmed her biggest fears. Dinky did not move, fighting the pleasure from falling onto her sensitive nubs and the tightness of her clothing as the sounds of the outside filtered in.

“Come on, you git.” One guttural voice growled. “We’re gonna miss the show.”

“I’m sure I heard something in here.” Another grumbled back, sounding a little closer. The seconds felt like hours as Dinky did all she could to remain deathly still.

“Look,” the first voice carried on. “I paid bloody well for tickets to this show. I’m not missing out on seeing Diamond Tits and Silver Slit before we’re sent out to Talvira knows where because you keep hearing voices.”

“Alright, fine. Let’s go, you impatient pig.” The second voice snarled as footsteps thudded away, followed by the door falling shut behind them. Dinky remained in her spot, unsure if this was a ploy by whatever beasts had nearly walked in on her. But, as the minutes rolled by, she finally released the breath she’d been holding in, and laid flat across the floor.

Collecting her breath and composure, she looked down her body to see the two chest boulders only slightly separated by gravity pulling them apart, while in the thin crevice of cleavage left visible, she could see her pelvis was resting a little higher than usual, due to the extra padding her rear now carried. Dinky rolled onto her side before pushing herself back up to her feet. A golden glow surrounded her bag and brought it back to her hands as her gaze locked onto her pants and shoes. Her free hand gently caressed one of her now larger flanks as she knew she wouldn’t be able to wear them like this. That, and the potential noise her shoes could’ve made, was enough incentive to abandon them here alongside her soiled panties. A blush of shame and slight arousal flushed Dinky’s cheeks, even more when she realised the hand on her butt was slowly massaging circles into the soft flesh. She swiftly pulled the offending hand away to then slap herself in the face before moving further into the store. Past the plastic doors and into the loading area where only employees were allowed.

This way, no one outside would notice what she was about to do. Given her embarrassing wardrobe, and the possibility of Voyette having let whoever was now in charge of the town that the unicorn was still at large, only one option presented itself for Dinky to give chase to Rumble in Canterlot; teleportation. The mere thought of teleporting again after the draining experience earlier that day was already creating a phantom pain in her horn, but Dinky knew it was the only way. Stepping outside would be the end of her freedom given her placement in the busiest part of Ponyville. Her attire would also certainly convince those that would come across her as a harlot.

So, ensuring she had everything in her bag and clearing her mind of all distractions, Dinky channelled her magic and built it up and up until, just before it became painful, she cast the spell and blinked out of the store.

The sensation of a simultaneously instant and endless moment of transit felt smoother this time. It still stabbed a spike of pain head on into Dinky’s horn, but there seemed less jostling in the void. She also had a smoother exit back into reality, dropping onto her hands, knees and enlarged breasts in soft grass… That last sowed confusion into an already weary mind. Attempting to shake off the pain of the jump, Dinky looked up and found herself not in some park within Equestria’s fallen capital, but in a partially forested field. Some distance to her right, the faint roar of rushing liquid could be heard, and Dinky followed that roar, and then the nearby rocky slope upwards.

There, hanging well over a kilometre above her on the mountainside, was Canterlot.

“W-Wait… What?” Dinky thought out loud, trying to figure out how the teleport had failed. She had cast it just as the scrolls she pinched from the Crystal Empire library had instructed, and the last jump had confirmed her suspicions that she was becoming more familiar with the spell itself. The transition had been a lot smoother too, so it had to be something in Canterlot blocking her path, right? Dismissing these questions for now and still feeling a stinging ache in her horn, Dinky swiftly realised she would have to infiltrate the city the old-fashioned way; on foot. Given she’d packed no supplies for climbing, that left her starting the long journey around the foot of the mountain towards one of the many train tunnels linking Canterlot to Equestria’s extensive rail system.

As she approached the roaring waterfall, Dinky made two discoveries. The first was that it wasn’t water in this waterfall, but milk. A seemingly never-ending torrent fell from holes in the mountainside, as well as from the city high above. The second and more important discovery was a cave entrance hidden behind the raging deluge of dairy. Quickly checking her surroundings to ensure no one had seen her, the unicorn mare moved as quickly as her bust would allow and came to the mouth of the cave. Stories from the royal wedding in Canterlot from decades before filtered back up in Dinky’s memories. Apparently, the real Princess Cadance had been trapped in a series of underground tunnels beneath Canterlot. If true, then those tunnels could’ve led to a faster and more stealthy method of infiltrating the city. There was the possibility of running into monsters inside, but given she was more likely to be spotted outside walking to the train tracks, Dinky steeled herself and entered the tunnel into the mountain.

Lighting her horn despite the numb ache doing so caused, Dinky lit her way as the tunnel twisted and turned, losing sight of the entrance. Unease settled in as she paused at the sight of the rocky texture of the tunnel walls, floor and ceiling replaced with pulsing pinkish-red flesh. Almost certain this would come alive the second she stepped on it, the mare levitated a rock from the floor to her hand and threw it out. It made one low bounce before rolling to a swift stop. Dinky stepped back, lowering her stance in preparation for an attack, or some patrol to come down the tunnel towards her. But, as the minutes dragged on and on, nothing happened. Taking a deep breath, Dinky tentatively took a step onto the fleshy floor. It gave a little underfoot, feeling like she was walking on a bouncy castle inflated with water given the little squelch with each step. She stood there for a moment or two, but when nothing came to ensnare the unicorn, she took another calming breath and pressed on.

The uneasiness only grew as the tunnel began a slow, winding incline. One part of it was the sheer unnatural aura the entire tunnel was giving her, while another was how she was losing all track of time down here. For all Dinky knew, it could’ve been hours or minutes as she followed the path before her. But the biggest concern was Dinky knew it was far too late to turn back now. So instead, she focussed on her goals. Who she was aiming to save. Her thoughts zeroed in on Rumble and her mother, hoping she would be able to find them in the sprawling city above. This focus also served to take her mind off the growing heat inside her body. From the moment the cavern changed from rock to flesh, her delicate nipples had hardened to stiff points beneath the thin fabric of her swimsuit, while the lower part was beginning to stain with the juices leaking unbidden from Dinky’s marehood.

Eventually, Dinky came to a larger cavern, comparable to the inside of Ponyville’s town hall. What she saw scared her. Partially submerged in the walls, as well as in pillars of flesh, were mares. Dozens of them, and all bore full, rounded bellies. They moaned mindlessly as they shifted through the walls like it was liquid, travelling across its surface and down another tunnel deeper into the mountain. Standing in the centre of the chamber, conducting it with a light-hearted giggle like this wasn’t something out of the sluttiest nightmares Dinky could fathom, was a lone pegasus mare.

She was tall, probably as tall as Spike was. She also had a figure most supermodels would’ve likely killed for. Wide hips, a thin waist, and perky DD breasts. The cream pony stopped for a moment and, despite no sound giving her away, the mare turned and smiled at the sight of Dinky. This wasn’t a welcoming smile, however. Like the rest of this horrific place, it was unsettling, and raised all the hairs on the back of Dinky’s neck. Also dread inducing was the unicorn horn on this pony’s forehead. An alicorn.

“Oh, hello there.” The cream pony began as she stepped towards the unicorn. Dinky matched her steps backwards and kept her golden eyes on the pony predator. The sound of something moving and squelching behind made the lavender mare quickly glance behind her, only to see a fleshy wall had appeared where the tunnel she’d come from once stood. Looking back, the alicorn stood a few metres away from her, still sporting that disturbing smile.

“I have to say, it’s not everyday I get somepony willingly walking in to be played with. Especially dressed like this.” The mares’ red eyes travelled up and down Dinky’s body, though they spent a good while on her massive mounds. “My name’s Cozy Glow. What’s your name?” Dinky didn’t respond, her brain immediately trying to plan her way out of this mess.

“It’s rude not to introduce yourself, you know?” Cozy Glow spoke up, annoyance slightly filtering into her cutesy act. “Besides, you’re probably trying to think of a way out of here, right?” The shocked look on Dinky’s face brought that predatory grin right back. “Oh, don’t worry. I’m not reading your mind or anything. It’s just what any sane pony in your position would do. But that’s okay. After all…” Cozy Glow stopped strolling around the unnerved unicorn, lowering her stance slightly and unfurling her wings as her horn glowed a threatening shade of red.

“Fixing pesky things like sanity is my specialty.”

Thinking fast and wanting to throw this foe off kilter, Dinky ran sideways towards the tunnel where the other mares had been funnelled into and fired a golden beam of magic at the alicorn. Her adrenaline was sapped, however, when she saw Cozy casually bat the attack away with the back of her hand like it was an insect. The ray slammed harmlessly into the wall on the far side of the cavern. In response, the glow of Cozy’s horn shifted from red to pink, and she launched her own attack. Dinky raised a barrier to try and stop it, as the speed of the attack left her no time to dodge. But her shield, like her hopes, shattered on contact. The blast hit her in the collarbone, just above her bouncing bosom as it flung her against the wall before she toppled to the floor. Before Dinky could regain her footing, tendrils emerged from the floor of the cavern itself and looped around her wrists and ankles, holding her down in a spread-out position. A pink glow began shining from where the beam hit as an emblem took form; a castle tower within a chained, winged heart. Where this emblem glowed, Dinky’s internal heat only increased, and this heat was starting to spread throughout her entire body with each heartbeat.

“Now,” Cozy Glow hummed as she sauntered towards her helpless captive. “Let’s see what we’ve got to work with, shall we?”

Kneeling down next to the curvaceous captive, Cozy reached down and causally pulled the straps of the sling bikini aside like they were nothing. That shock was immediately overruled when she took a firm handful of Dinky’s expansive bust. The unicorn winced in pleasure, her back involuntarily arching. She tried using that to help squirm out of her bindings, but to no avail. Cozy further shut this down straddling Dinky’s stomach, kneading the glyph-decorated globes with the patience and skill of a baker. The sinfully good sensations only escalated when the captor’s attention turned to the rock-hard nubs at the breast’s peaks. The apparent alicorn pinched the nipples, rolling them around with her thumb and finger to coax mewling whimpers of pleasure from her prey.

A small part of Dinky’s mind was amazed when she felt something else on top of all the attention her chest was receiving; the feeling of something soft brushing against her vagina. Given Cozy Glow’s position, it could only be the alicorn’s tail, but she then felt something else before fingers began caressing her gushing sex. Unbeknownst to the trapped unicorn, Cozy’s tail had morphed into a third hand, which the sadistic pony was now using to trace Dinky’s vulva and flick her sensitive bean. All this extra attention was assaulting Dinky’s beleaguered mind to the point she was panting like a common whore. Beyond the cover of her shut eyes, a glow began growing brighter before another surge of heat throughout her body. Forcing them open, they then shot wide as Dinky witnessed her bust gradually growing bigger as Cozy massaged them. The emblem upon her bust was shining brightly, no doubt the source of this horror, and the unicorn could feel a similar amount of growth in her thighs and flanks.

“Hm… not bad.” Cozy mused as she sat back, giving Dinky a moment of reprieve. The captive pony merely laid back, taking deep breaths to clear her mind from the irritating heat her body was suffering through. “Let’s move onto the next phase of testing, shall we?” At this, Cozy shuffled around until she was kneeling above Dinky’s head. Grabbing the unicorn’s chest once more, Cozy pulled the huge chest hams aside and gave her victim a glimpse of her crotch. Taking the bait, Dinky wearily looked down her body, and her fears and pulse both sky-rocketed again.

There, emerging from the floor, was a mushroom-tipped tentacle. One waving dangerously close to her leaking slit. It edged closer and made the slightest contact with her lips. This act alone was enough to send a lightning bolt up Dinky’s spine, but it only got worse. After a moment more of hesitation, the tentacle pushed forward. Dinky’s mouth opened with a breathless scream. The pleasure was suddenly being overshadowed by the pain of something entering her. Her body shuddered, her insides desperately pushing against this intruder plunging where nothing had before. But it was all for nought. When it finally stopped moving, Dinky could feel the limb kissing her cervix. Tears came unbidden as the sense of painful fullness Dinky experienced soon added to the pleasure that was wracking her body, even as what this meant stabbed deep into her soul.

She’d just lost her virginity, and to a mindless tentacle no less.

The intruder started moving in earnest, pulling out until its rounded tip was all that remained inside before forcing itself back in. Dinky screamed in pain as her freshly-opened marehood was split apart again and again, before those screams were muffled by Cozy squatting down; burying the unicorn’s snout in her captor’s slit.

“Come on,” she goaded as she grinded herself atop her prey. “You shouldn’t be the only one getting off.” Beneath her, Dinky shook her head as much as she could, which was barely at all. “Really?” Cozy scoffed. “Fine, then how about this?!” Without warning, the oppressive alicorn brought her hand down in a stinging slap upon the expansive tit flesh before her. Dinky squealed as the smack echoed throughout the fleshy caverns. Another slap was all the motivation the unicorn required, and she began sloppily eating out the pony parked on her face.

Glad her new toy was finally complying, Cozy went back to playing with the over-abundant bust mere inches away. The pliant mounds pillowed through her fingers as the light from the glyph continued to channel growth magic into all the poor pony’s current corruptions. This also meant the thighs the tentacle slid through were also growing thicker and thicker, and the bound unicorn’s lower half was starting to slowly rise given how much plush backside was accumulating there. As the minutes dragged on, Dinky felt the pleasure getting to her. The pain from losing her virginity had long since been replaced with a euphoric feeling she’d never experienced before. The cock hammered away at her tight hole, while her tongue flicked and dove into the muff her muzzle was partially stuck in. Dinky once again squealed when Cozy refocussed her efforts on the sensitive peaks of her mountainous mounds. Rolling the nubs between her thumb and fingers, she chuckled darkly.

“These are your weak spot, huh? Well, since you’ve been such a good sport, I think you deserve a reward.”

Without warning, Cozy slapped her palms down on top of Dinky’s areola and squeezed hard. As the breasts flowed between her fingers and the unicorn beneath her moaned loudly, simultaneously vibrating her own snatch even more, large bulges formed within Cozy’s arms and travelled down their length until reaching her hands. Once there, Cozy lifted her hands and let the magic built up interact with Dinky’s body. Wisps of red magic coiled around before seeping into the bound mare’s melons, specifically her teats. Then, as Cozy lifted her hands further away from Dinky’s chest, the unicorn’s nipples followed. Dinky’s muffled cries sounded out as her nipples grew longer and thicker, resembling a young stallion’s cock in terms of both length and girth. Satisfied with the alterations, Cozy then wrapped a hand around each nipple and began stroking. Softly at first, but then building up speed until her pace match that of the accelerating limb hammering away at Dinky’s birth canal. Each new thrust, grind or stroke built upon the wave of pleasure growing within Dinky’s mind and body. As much as she tried resisting, it felt like the tide was pulling her will out to see, and there was nothing she could do to stop it.

Finally, Dinky’s body couldn’t take it anymore and she came to a thunderous climax. Her body shuddered in her bindings, her tongue sticking deep into Cozy’s depths as her own squeezed the intruder within with a death grip. This seemed enough as, with a few final thrusts, the tentacle came as well. Its spunk felt searingly hot within Dinky’s body as her womb was sullied for the first time ever. Rope after rope was shot into her before the limb finally retreated, spraying her lower lips with one last gooey blast even as its opening salvos spilled out onto her groin and expanded thighs. Said thighs, much like her now P cup breasts, had grown immensely, to the point where her spine would’ve likely struggled to keep her upright with proportions like hers.

“Really?” Cozy Glow grumbled as she stood up, freeing Dinky’s face from her pussy. “All that stimulation and you can’t do something as simple as eating me out? Pathetic. I’ll deal with you later.”

Walking away without so much as a rear glance, Cozy Glow snapped her fingers. The floor began creeping forward, pulling the dazed and overstimulated Dinky down below its surface and out of sight. Her last thoughts as darkness filled her vision were of her sister.

Sparkler… I’m sorry…

Grocery bags dropped to the ground, and the knees of their owner followed swiftly after. Concerned onlookers at the Crystal Empire markets looked over to see a pink unicorn mare kneeling by the fruit stand. Others rushed to the mares’ side, worriedly asking what was wrong. But she couldn’t hear them, nor acknowledge their words. To her, everything regarding her surroundings was secondary to the spike of emotional pain in her chest, and the dreaded realisation of what that meant. Looking down at nothing in particular, only one thing ran through the mind of Amethyst “Sparkler” Star.

…Dinky…

Consciousness was slow to return to Dinky, as were the memories of what happened to her. She had absolutely no method of knowing how long she’d been out, or what had happened in-between. But when she finally managed to open her golden eyes and take in her surroundings, her awareness and memories returned with speed akin to a tidal wave.

The mare was hanging by her wrists in another fleshy chamber, though half of it was covered in the metal of what appeared to be a science lab. There were also large, empty glass pods bubbling with fluid off to the other side. A chill swept over Dinky’s body, and that brought her gaze to her modified body, now lacking the swimsuit and stockings that she had struggled to remove. The pink glyph still glowed brightly against her expansive bust, and she was certain where it not for the bindings made of the same substance as the chamber holding her up, her chest would’ve dragged her to the ground long ago. The massive milkers were capped with the phallic nipples that still stood at full mast. Dinky looked away, on the verge of tears, but that only brought her rear end into view. Her flanks had ballooned out to about two thirds of her chest, yet that was enough for the cheeks to rest against the small of her back. Her thighs were pressed together tightly given her ankles were bound to the floor in a similar manner to her wrists, but that also meant it brought the mares’ attention to the still moist pussy she could no longer see.

This also triggered the cascade of memories, especially those of her capture. Though that Cozy Glow mare scared her, what terrified and hurt Dinky most was the loss of her virginity. Though no mare or stallion had ever caught her eye, she had always wanted to give it to someone worthy of her. Someone she could be open with and love whole-heartedly. To lose it in such a manner, and to a mindless tentacle, made the emotional pain sting that much worse.

Her sorrow was interrupted by the metal wall facing her opening, two souls standing outside before stepping in. One of them was Cozy Glow, the pinkish mare smirking at the sight of the unicorn. The other was a newcomer; a chocolate brown coat and silvery mane and tail. A purple jacket that hid nothing, with a killer body and two sets of wings; one pair feathered sprouting from her head and sporting feathers the same shade as her mane, while the other pair was larger, more bat-like, red, and extending from just above her flanks. Said newcomer also grinned at the sight of the captive pony.

“You were right, Mistress,” she spoke in a sultry tone, hungry eyes devouring each inch of Dinky’s corrupted form. “This one will be fun to break.”

“Indeed, Ragrol,” Cozy agreed before levitating something over from the computer benches. “But before we begin our fun, there’s one little test I need to run.” The apparent superior of the pair walked forward, her red aura carrying the object alongside her towards the unicorn. It was only when she stopped that Dinky was able to make out what the floating object was. A reformation gem, like those earmarked for Princess Flurry Heart’s mission. Without warning, the gem floated forward and made contact with Dinky’s body.

A bright light filled the chamber, the insidious pair shielding their eyes and hissing from the burst. When the light finally dimmed a few moments later, the pair looked upon their test subject. Dinky’s body appeared unchanged save for one thing; the glowing glyph adorning her collarbone was nowhere to be seen. What the pair couldn’t see was Dinky’s mind had cleared of the lusty mist that was lingering. But that was a curse as well as a blessing, given she was now more aware of the situation she was trapped in.

“I see…” Cozy Glow murmured, a hand rising to stroke her chin.

“Mistress… Does this mean…?” Ragrol asked as she moved closer to Dinky.

“Indeed.” Cozy nodded. “Those little gems are how the intruders are revitalising themselves. But it’s nothing to fret over, Ragrol. They’re rather simplistic to make, and with all the crystals here beneath Canterlot, we can easily amass enough for a viable countermeasure to be produced.”

“Doing so would also help get you into the Empress’ good graces.” Ragrol added, a gleeful expression on her face that unnerved Dinky as much as Cozy’s did.

“Agreed. But first…” the smaller mare then turned to face Dinky, and a spike of fear made itself known in her heart. “We should thank dear Dinky for delivering herself and all she knows to us.”

“What?” Dinky asked, unable to contain her confusion as the pair each approached one boulder-sized breast. “How do you-”

“I read your mind while you were unconscious.” Cozy nonchalantly explained as she took hold of the large tracts of tit flesh before her. “So not only do I know of Princess Flurry Heart and her mission, as well as your mission to rescue your mother from upstairs, but also the rough defences and weapons of the Crystal Empire.”

“Rather impressive that a slut like you would be so knowledgeable.” Ragrol added, one hand hefting her chosen breast up while the other gripped the long nipple. Dinky felt her mind reeling already as the new tormentor slowly left a trail of saliva from bumpy areola to the tip of her teat, topping it with a kiss. “Mistress Cozy Glow is right. So, sit back, dear Dinky, and give in the hell of pleasures.”

As one, the pair begin orally pleasuring Dinky’s most sensitive spots. While Cozy took her time dragging her tongue over the bumpy texture of the unicorn’s wide areola, Ragrol went for the tower at their summit. She downed the teat easily, and Dinky couldn’t help but throw her head back as the pleasure rose rapidly. She could feel the tip of her nip hitting the back of the sadistic mares’ throat. It wasn’t long before the one that caught her followed suit, and Dinky’s cries and moans echoed throughout the lab, as did the sucking noises at her chest. On and on it went, the two seemingly taunting the poor pony by slowly down whenever it seemed like she might cum too soon.

“Well, an efficient way to practise blowjobs, to be certain.” Ragrol commented as she stopped to regain her breath. “A shame she can’t lactate like my parents, however. With teats like these, she’d make a great cow.”

“Oh, that can be arranged.” Cozy Glow responded wickedly.

With a snap of her fingers, two needle-tipped tendrils descended from the roof and jabbed themselves deep into Dinky’s bosom. As they began injecting whatever substance they contained, the unicorn felt her chest grow even heavier, if that was at all possible. There was a building sensation within each breast that wasn’t related to the pleasure, yet added to it nonetheless. Unable to hold the pressure back, Dinky screamed as her long nipples erupted with fresh cream. The milk sprayed out like a hose, spraying both Cozy and Ragrol, who laughed at the spectacle and didn’t hesitate partaking of this seemingly limitless bounty. The production rate was so intense that they had to constantly keep swallowing, lest the milk balloon and then spill out their mouths or even drown them. All of this had Dinky panting loudly, her moans uncontrollable as tears stained her cheeks.

“Mm, delicious.” Cozy murmured, licking leftover milk from her lips as more jetted out of Dinky’s elongated nub. “Now, let’s sample what else you have to offer.” Dinky was barely able to focus past the pleasure to witness Cozy step back and bring a hand down to her clit. She circled it with her finger a few times and pressed in on it, eliciting a moan as red magic engulfed her crotch. Within moments, Dinky watched with fear as the alicorn grew two very large equine cocks; one atop the other. She caught a glimpse of Cozy’s cruel smirk before the leader of this debauched revelry walked behind the unicorn, slapping a hand down swiftly upon her stretched cutiemark. A pleasure-tinged howl escaped the pony as her flesh rippled from the impact. Cozy reached out and spread the enormous cheeks; a feat of strength in itself, as the bonds attached to Dinky’s wrists lowered her into a bent forward position. Being the clever mare she was, this could mean only one thing, and it terrified her when those suspicions were proven correct, as the twin heads of Cozy’s fuck sticks brushed against both her recently soiled slit and her untouched pucker.

“N-No. No, please! NO!” Dinky begged desperately, but her attention was brought back to her fore by Ragrol tightly holding her nipples. This clogged the over-abundant flow of milk, and the pressure built up painfully within the unicorn’s bosom.

“Sorry, but you’re not a pony with rights anymore.” The silver-haired mare taunted with a sick grin. “You’re nothing more than my Mistress’ property now. A big, fuckable milk tank. And property like you doesn’t get a say in anything.”

Belying her supermodel appearance, Ragrol lifted the enormous udders by the nipple like it was nothing. Squirts of milk still managed to escape, dousing the new antagonist and her prey in lactic bounty. Ragrol then separated the mounds just enough for Dinky to see her crotch. Emerging from the depths of the brown mare’s slit was another large cock though, like the tentacle that defiled her earlier, it was capped with a mushroom shape rather than a flared head. That didn’t mean the unicorn could smell the pheromones emanating off of it, nor see the pre that was already beginning to leak out. Without delay, Ragrol sandwiched her prick within the chasm of cleavage, all the while maintaining her grip on the nipples that Dinky was desperate for release.

With her tortured mind distracted, it gave Dinky no time to react when two large, phallic somethings forced themselves inside her. The pain returned, and dwarfed any irritation of her milk having nowhere to escape. Cozy grunted as both holes clamped down on her tightly. Especially the anus, which the alicorn relished the fact she was the first to plunder its depths.

“How is she, Mistress?” Ragrol asked with a cruel grin as she hammered away at Dinky’s bosom, the pressure from the pent-up milk only making the cleavage a tight hole to fuck.

“Mm… So tight.” Cozy Glow purred, though with some hints of effort as she continued easing herself into Dinky. “She might have too much padding back here. But I can deal with that later. I want her to savour this.”

Cozy punctuated her words with another slap to the expansive ass she was inserting herself into. From what she could feel, the maniacal mistress had only gotten in just past her medial ring for both cocks, the amount of plush flanks preventing her from plunging in further. This was alright, however, as any further and the cock in her pussy would be pushing past her cervix and directly into her womb. Revelling in the sensation of being squeezed a moment more, Cozy started pulling out, only to then ram herself back in and send a rippling slap of flesh on flesh echoing out in the lab alongside Dinky’s carnal cries of pain. Those cries were silenced when Ragrol enveloped Dinky’s nipples in an aura of purple magic. She kept the pressure on the teats, ensuring as little milk escaped as she could, while the massive milkbags were lifted until her own nipples were forced into the unicorns’ mouth.

“Here, love. Have a sample.” Ragrol taunted as she grabbed hold of Dinky’s breasts and started ploughing into the poor pony’s cleavage like there was no tomorrow. Simultaneously, the pressure on the nipples ended. This opened the veritable floodgates as milk sprayed like firehoses into Dinky’s mouth. With no other option, she gulped down seemingly litre after litre of milk, lest she drown in it. Dinky’s mind was short-circuiting. Despite neither of her rapists were done yet, she was already suffering a cascade of near-continuous orgasm. The milk only helped to heighten that erotic state of bliss as Cozy increased her pace to match that of her servant. The twin cocks were reshaping Dinky’s insides to fit their shape, all the while stimulating the mare in ways she’d never experienced before. It was hard to know how much time had passed. Had it been five minutes, or five years? At some point, Ragrol had let her magic fizzle out. This left Dinky’s massive milkers to flop down thanks to gravity, their creamy burden spilling out at great speed onto the ground. Her breathing was deep, but rapid, and punctuated with moans that twisted the knife in her soul.

“M-Mistress,” Ragrol grunted, gripping onto the unicorn’s bust tightly as she rutted even faster. “I’m nearing my limit!”

“Mmf! Me too!” Cozy huffed back, each thrust sending the flesh of Dinky’s flanks rippling like waves, while her holes gripped tighter and tighter with each passing moment. “At least this slut knows how to treat a cock. Now, let’s bring it home!” Both of the mare’s assailants moved their hips even faster, the friction feeling like it was going to burn Dinky’s body. She’d never felt this full before; with both milk and cock. She’d never felt this exhausted, this sad, this…

…Good…

Finally, the pair of ponies raping her reached their crescendo. Ragrol was first; unleashing a torrent of sperm into the canyon of cleavage. For a solid minute she unloaded, making Dinky’s breasts feel as slimy as possible before she pulled out and sprayed a few more ropes of sperm onto the top of her bust and her muzzle. Cozy followed soon after, and it was hers that did Dinky in. Her twin cocks erupted at the same time, unleashing jizz at a similar, if not greater rate than Dinky was discharging milk. The scalding semen quickly filled Dinky’s inexperienced womb to the point of expansion. A large bulge began growing out of the unicorn’s midsection, ballooning out until it looked like she was pregnant. To Dinky’s frazzled mind, she might well have been. The expansion and flooding of her insides triggered yet another orgasm, which in turn milked out even more sperm to fill her with.

Her womb wasn’t the only orifice flooded, however. With the torrents Cozy was unleashing, Dinky could only gasp in erotic pain as a surge of seed travelled the wrong direction up her digestive system. Her intestines and stomach bulged with semen, making her already bloated belly expand further. One moment she could feel the surging tide of cock milk rising up her oesophagus, the next, her cheeks bulged and it shot out of her mouth, flowing down over her milky breasts and a giddy Ragrol who acted like she was in a shower.

Only with Cozy pulling out did the deluge finally stop, and Dinky’s head lolled down lethargically. Her breathing came in exhausted gasps, broken by the occasional cough for more semen to spit out. She wasn’t sure how long she was out of it, but awareness began reasserting itself when something smacked into her cheek. The sting waking her up, she shook off the pain and noticed her new predicament. Thin tentacles attached to the floor were now constantly milking her, and emptying her bounty into the tubes across the lab. She also felt something in her ears, though they extricated themselves, and Dinky looked up just in time to spot two more tendrils. These ones were far smaller and thinner that the ones currently milking her, and a hand holding her chin brought her to looking a satisfied Cozy Glow straight in her red eyes.

“Well, that was fun. Wouldn’t you agree, Dinky?” The sickly-sweet tone ran counter to the nefarious grin on the alicorn’s face, though Dinky, even in this devastated state, knew better than to antagonise her apparent new owner.

“W-W… What… did you…?”

“What were those smaller tentacles doing?” Cozy finished the question, to which Dinky weakly nodded. “Well, might as well tell you, since there’s nothing you can do about it. While you’ve spent the past half hour recovering from out little playtime, those tentacles were reworking your brain. Specifically, the parts that give you pleasure.” Cozy then stood back with her hands on hips, like a triumphant heroine standing before her felled foe.

“To make a long story short, I've had them rewire your brain so that the orgasm I’ve just given you is the only true means to satisfy you. Anything less than that won’t be enough to push you over the edge.

“In other words,” Cozy leaned in, her eyes growing more manic and terrifying Dinky even more. “I’m the only being in all of Equestria that can make you cum.” She let that sink in, and the implications were made even clearer when Ragrol approached, now completely naked and her cock once more standing at attention.

“Mistress, may I demonstrate for you?”

“Why, what a wonderful idea, Ragrol.” Cozy Glow said with childish cheer, stroking the taller mares’ cheek and leaning in for a passionate kiss. Ragrol responded in kind and, in her addled state, Dinky couldn’t help but feel her body grow even hotter at the sight. Cozy shot the unicorn one last cruel smile before turning and making for the door.

“Unfortunately, I have to return to my duties creating the Empress’ new army. But don’t worry, Dinky. Ragrol here will take good care of you until I return.”

“Wait. No, wait!” Dinky’s cries went unheeded, as Cozy vanished behind the closing door. Her attention was diverted, however, as Ragrol awkwardly straddled the bloated, sperm-coated bosom and rammed her cock into Dinky’s unprepared mouth. Tears sprung anew in the unicorn’s eyes, as her muffled moans echoed out for none other than her torturer to hear.

A soft glow lit up the world behind Zap Apple’s closed eyes, rousing her from her slumber. Slowly, the orange pegasus opened them to find herself still snuggled up within the side cleavage of Flurry Heart’s multiple, massive mammaries. Their hands were also still clasped together, a fact which filled the Apple’s heart with unabashed joy. Unfortunately, she had to separate from her new special somepony to investigate that light. As delicately as she could so not to wake her, Zap extricated herself from the flesh of Flurry, stretched her own limbs and looked around.

Thankfully, the rooftop café they’d resting in was still undiscovered by the enemy. Zap fully intended to investigate the barricades she had set up downstairs later, but the light was first on the list. That was easy enough to find however, as she reached the eastern edge of the building. There, over the bay of normal water, the sun rose unhindered over Manehatten for the first time in nearly two decades. Zap stood in awe at the sight. While she had first seen the sun back during that first new dawn in Appleloosa, this was different; the glowing ball of warmth cresting the eastern ocean while the sky shifted colours around it. It looked so inspiring and beautiful to the flier, restoring her sense of optimism that had nearly been extinguished just under twenty-four hours previously. Turning back, Zap stopped when she saw Flurry was not only awake, but looking back at her with a smile that eclipsed the dawn in regards to warming the pegasi’s heart. That warmth certainly helped Zap ignore the hardening of her cock against the fabric of her flight suit.

“Oh, uh, h-hey there, Flurry. Ah… Ah hope Ah didn’ wake ya up.” Zap stammered as she came closer, a hand scratching the back of her rainbow-coloured mane.

Flurry shook her head and reached out for Zap’s hand, which the flier immediately complied with. “It’s okay. The sunlight would’ve woken me up anyway. You enjoy it?”

“Uh, the sunrise?” Flurry nodded again. “Ah guess… It’s just, Ah never knew it could look so…”

“Beautiful?” Flurry finished for her, the pegasus nodding in response. The princess found another reason to smile at the blush that spread across Zap’s face, though she could feel one forming on her own as well.

“W-Well, Ah’d better go make sure the barricade downstairs still work. Be right back.” With that, Zap moved one from her shyness towards the door inside, but paused to look back and smile at Flurry, who shot one back in return alongside a small wave.

“Oh, come on, Zap. What’s the matter with you?” She muttered, knocking the side of her head as she moved through the indoor section of the café towards the entrances. The doors to the elevator on their floor had long since fallen away, but Zap had cut the cables with her short sword just in case. As for the emergency stairwell, the Apple had piled as much heavy furniture in front of the door as possible, leaving only a small gap for her to peer through. From what her maroon eyes could see, the door remained closed, meaning the pair of ponies had made it through the night undiscovered.

But as she was about to head back outside, she caught a glimpse of her reflection on the glass café counter. This prompted a quick once over of her body. Though the beachball-sized breasts and hard stallionhood trapped against her thigh were obvious exceptions, looking back at the reflection made Zap really think. She was the daughter of two Element Bearers, sure. But Flurry? An alicorn born to rule over a peaceful empire to the north? Did she deserve somepony like Zap? Did Zap deserve somepony like Flurry? Blinking out of her internal dilemma, Zap smacked her head again.

“Must be the hormones in the air or somethin’.” She grumbled to herself before walking back out to Flurry’s side.

“Is everything alright?” Flurry asked, concern only slightly fading from her features. Features Zap wouldn’t mind spending more time staring at.

Zap shook her head, simultaneously shaking away any potentially lewd thoughts. “Nah. Just makin’ sure we don’t get found, is all.” She flashed the alicorn a big grin, though it was clear Flurry was still sceptical.

“…Zap.” She said, exuding patience the pegasus wasn’t sure she could match. “…Is everything okay?”

“Yep. We’re safe. Nopony’s getting up to us.”

“No, I mean… is everything okay with you? If you don’t want to tell me, that’s fine, it’s just…” Seeing the princess’ concern ate away at the Apple, and with a sigh she relented.

“Okay, okay… It’s just…” She scratched the back of her prismatic head, unsure how to phrase it, but another gaze at those compassionate blue eyes gave her the push she needed. “Look, Ah… Back in the statue… Ah was runnin’ on instinct. An’… Ah shoulda asked if you were okay with it an’… Ah…” Zap found it increasingly difficult to speak, with her throat choking up. “An’, ifn’ you wanna be with somepony else, Ah-”

“Zap.” The response was short, kind, yet firm enough to catch the pegasus’ attention. Flurry looked at her with that same compassionate look, but gestured for her to come closer, to which Zap complied. She took her place sitting on Flurry’s right side boob, close to where she had woken up less than half an hour ago.

“Zap,” Flurry started again, “If I didn’t want to be with you, I would’ve said something by now.” The expression racing across Zap’s face was similar to those emotions spurred by the recent sunrise; beauty and hope. “We probably will need to have a bigger talk about it, and I have no idea what lies in our future. But what I do know is it would be so… awesome, to have you there by my side. As long as you’d be willing to have me?” Now it was the princess’ turn to look unsure of herself, looking away with an expression of self-pity.

“Are you kiddin’?” Zap nearly shouted, shocking the alicorn and taking her hand in an instant. “Flurry, Ah meant what Ah said to ya yesterday. Yer one of the strongest, bravest ponies Ah’ve ever met. Of course Ah wanna be with you.”

“But… But I nearly fell.”

“An’ that’s why Ah’ll have yer back. No matter what, Ah'll be lookin’ out for ya.” Flurry’s eyes shimmered and were starting to water when she pulled Zap in and landed a passionate kiss on the lips. Following the moment of shock, Zap leaned into the kiss and took the lead. The two swirled their tongues around in each other’s mouths before finally breaking the kiss and resting their foreheads together.

“You know,” Flurry panted, enjoying the moment to the exclusivity of all else. “If we were back home and not looking like perverted freaks, I wouldn’t mind going further. I-If you were okay with it, that is.” The blush spreading across the alicorn’s face was soon mirrored by one on the pegasus, and she sat back and scratched the back of her head again.

“H-Heh, yep. Me too…” She awkwardly chuckled, before she was saved from the silence by the grumbling of stomachs. At this, both mares paused for a moment before giggling at the timing. “Ah’ll go wrangle us up some grub.” Zap stated, giving Flurry’s hand one last squeeze before fluttering off her tit-laden special somepony and headed for the kitchens.

About an hour later, with the last of breakfast finished, the two noticed an uptick in the breeze. It swirled around, accompanied by a pinprick of light that grew larger and brighter. In an instant, both mares recognised the phenomenon, and shielded their eyes as the light burst. Lowering their arms, the pair of ponies took in two new, welcome faces.

One was an earth pony stallion. Standing at an average height, his brown coat was garbed in navy blue clothing beneath the light blue armour of the Crystal Empire. Around his neck was one of the dream amulets Sunburst had crafted. Strapped to his waist were a pair of crystalline swords, and he ran a hand through his messy orange mane, where Flurry had long been used to seeing a brightly-coloured propeller hat. The other individual, however, was one the princess was far more familiar with. Standing taller and broader than the three ponies, the purple-scaled dragon also wore light blue armour, along with a red cape and black combat boots. Nestled in its harness between his membrane wings was a large crystalline lance, while the green spines running up his back formed a large crest on his head and adorning his neck was the other spare dream amulet. His similarly green eyes widened at the sight of the mares, as did his partner.

“Flurry!” Spike nearly shouted, concern rife in his tone as both his and Button Mash’s faces immediately went red from the sight of a busty Wonderbolt and a massive bushel of pink breasts with a pony trapped inside. “Are you okay?”

“Y-Yeah, I’m fine, Spike.” She called back as the newcomers rushed up to her. Zap slid off her perch to eye the two more closely, especially the earth pony. “Zap, these two are Spike and Button Mash. Button’s the colt friend of Sweetie Belle, Rarity’s sister, and he volunteered to find his mother. Spike is one of my uncles, despite being a dragon. Button, Spike. This is Zap Apple. Daughter of Applejack and Rainbow Dash… Aaaaaaaand…mynewmarefriend.” While the two were all smiles during the introductions, the rapid mention of that last fact widened their eyes again.

Spike managed to recover first. “W-Well, that’s new. In the meantime-”

“How’re Starlight and Vinyl? And Rarity?”

“What about mah family? Did Ma an’ the rest o’ Appleloosa make it t’ the Crystal Empire safely?”

“Okay, okay. Calm down girls.” Spike took a deep breath, calming himself in the face of the worried faces the mares before him wore. “Zap, was it?” The flier nodded and leaned in, eager for any news. “As far as I know, any refugees from Appleloosa haven’t arrived yet.” Her hope dimmed, but she refocussed her attention on the drake when it was clear he had more to say. “However, your sister Ambrosia’s a pretty helpful pony, and she’s been busy helping out your aunt Applebloom and others out in the Empire.” Zap’s face lighting up at the news of her family was enough. It was clear worry for her mother, brothers and those from her home town remained, but that small bit of good news helped lift her spirits. Another act that managed that was Flurry’s hand finding its way into hers, the fingers of both mares intertwining.

“As for your questions,” Spike went on, turning his attention to the alicorn. “Starlight and Vinyl are fine. Trixie nearly shorted out her horn pulling that gag out of Starlight’s mouth, but somehow managed it by turning it into a teacup. I swear, that felt like some Pinkie Pie level of random success.” The mental image of such an act brought a smile to Flurry’s face, despite the dour nature of the news. “Starlight does struggle to keep her hands off her… chest. But having Trixie and occasionally even Lustre Dawn checking in on her helps. Vinyl seemed to be managing to hold herself together fine, though that was a lot of corruption she was saddled with.”

“We know. We were there.” Zap muttered off-hand, but a slight tensing in the joined hands was enough to get her to stop.

“And Rarity?” Spike remained silent for a moment, so Button stepped up to answer that.

“She spent all of last night in Sweetie Belle’s tent. She didn’t want to leave her side for anything more than a few minutes.” Her eyes widening in shock at this, Flurry turned to look up at the strong draconic family member. He looked away, as if wounded by the truth. Disconnecting from Zap, she ambled to his side and placed a reassuring hand on his shoulder.

“She’s going to be okay, Spike.” She stated, firmly yet with compassion. Draconic green eyes met alicorn blue, and he sighed in response, patting her hand before removing it.

“Yeah… I know. Still… thanks.” The princess shot him a smile, one he slowly returned before a quick glance down brought the blush back to his scales. “Aaaanyway, you two look like you need these.” Digging into his bag, the large dragon pulled out a handful of reformation gems. Ten to be exact. Flurry and Zap shared an excited glance before the latter accepted the gift and the split them evenly. Zap pocketed two gems and used the rest on herself, while Flurry immediately pressed all but one into her chest straight away. The tell-tale light of restoration shone brilliantly from the rooftop, and when the boys lowered their arms, the mares were remarkably, thankfully, changed.

Zap’s reformations were mostly hidden beneath her flight suit, its fabric stretching to always match her proportions thanks to Rarity’s magic. But despite that, it was clear that the male equipment she’d been “blessed” with had completely vanished. As for her chest, while not back to how they were when the group had left Appleloosa, the flier’s rack now sat at a comfortable D cup.

Flurry’s changes, however, were far more noticeable. First was two of the breasts on her back had transformed back into her large wings, which elicited a happy cry from the alicorn. Next were the number of breasts. No longer was Flurry surrounded by her mounds, as there were only four left; all adorning her ribcage. Last but not least was the size of her melons. From the size of boulders, Zap estimated her new mare friend was sporting Q cups; each the size of a medicine ball. Flurry couldn’t wipe the smile off her muzzle, though she was swiftly brought to the ground and landed tits first.

“Flurry!” Zap panicked, knelling down to be closer to her loved one. “You okay?” Flurry looked up to see not just Zap, but Spike were beside her, while Button kept a respectable distance.

“Y-Yeah, I’m fine.” Flurry replied, lighting her horn to lift her bosom and alleviate the strain on her spine. Zap and Spike still took an arm each and helped the princess to her feet. “Just going to have to get used to moving like this.”

“Maybe you should use that last gem?” Spike suggested, making the concerted effort to look Flurry in the eye and nowhere else. “It might make it easier for you to move.”

Flurry shook her head. “No, I’ll hold onto it. After all, we have a habit of running into even worse situations and needing them then.” She looked over to her flier friend and the ponies shared a smile.

“Well, if you’re sure…” Spike answered as he stepped back, but that confident smile from Flurry was enough for the dragon to know there wasn’t much point putting up more of a fight.

“Um, Princess?” The trio turned back to see a blushing Button Mash bashfully looked away. “You’re, um… well…” He drifted off and pointed to her body. Zap and Spike looked down and saw why, while Flurry also felt why via a chill running across her body.

Behind her obscuring bust, the princess was as naked as the day she was born.

“Come on, Flurry.” Zap spoke up, rolling her eyes and pushing the now also blushing alicorn inside the café. “Let’s get ya dressed before these boys pop a blood vessel, or somethin’ else.”

The two males waited patiently as the minutes passed, overtly keeping their gaze anywhere but the windows. Spike, getting over the embarrassment, looked up to ensure the skies were clear of enemies. There were a couple of birds, but otherwise no flying foes in sight. Button, meanwhile, kept watch on the streets below. Though he saw a small band or two of monsters, one look at the armoured stallion and they ran. Even faster when they managed to catch a glimpse of the dragon allied with him.

“You thinking of chasing them down?” Button asked when a third small scavenging party ran in fear at the sight of them.

Spike shook his head. “Could be a trap, and we’ve only just arrived. It’d just be stupid split up now.” Button nodded as the two walked away from the building’s edge.

“Okay, boys. It’s safe to look.”

Despite Zap’s declaration, the pair of males couldn’t help but blush a little at the sight. Very little had changed about Zap’s wardrobe from a casual glance, but years of playing video games had honed Button’s attention to detail. This allowed him to spot the outline of underwear beneath the pegasus’ wonderbolt outfit. As for Flurry, her new attire was more obvious, but just slightly. Standing side on to them, Spike and Button saw Flurry was now wearing long denim jeans and stylish yet practical black boots, bearing Rarity’s cutie mark as a designer’s mark. She also wore a button up white shirt, but given the incredulous size of her chest, one would have an easier time making Discord enjoy reading the dictionary end to end rather than fitting those monsters into the shirt.

“Uh…” Spike uttered, still stunned by the sight. Seeing Flurry blush at the attention, as well as Zap’s stern glare, bout boys quickly averted their gaze again.

“I know it’s a bit awkward, me dressed like this.” Flurry explained as she drew closer, her golden magic shimmering beneath her bosom the only reason she was mobile. “But it’s only going to get lewder from here on in.”

“She’s right.” Zap added. “So, suck it up partners. Yer in fer the long haul, now.” The boys stared into Flurry’s eyes, then to Zap before nodding to each other.

“You’re right, Flurry. Sorry about that.” Spike apologised, scratching the frilled back of his head.

“Yeah, me too.” Button added. “A-Anyway, what’s our next move, Princess?”

“…Well,” Flurry started before turning to look at Zap. “I was thinking it was time we saved your other mother. So, I say we head for Cloudsdale.”

“Um, Flurry?” Zap’s unusual hesitancy caught the alicorn off-guard, and she looked back to the rainbow-maned mare. “Ah… Ah don’t think Cloudsdale’s a good idea at the moment.”

“What? Why not?”

“Look, Flurry, no offense, but Mom’s already seen us. She has ta know we’ll be headin’ back at some point. Plus, she’s the fastest flier in all Equestria. Given the weights ya got there, she’d catch ya in less than ten seconds.”

“She’s right.” Spike chimed in. “If there’s one thing Rainbow Dash has in spades, it’s speed. We’ll need to be at our best to even have a hope of catching her, let alone reforming her.”

“Well… then what else do we do?” Flurry felt flustered at this rebuttal. She didn’t hold anything against any of them, for she knew they spoke the truth. “The only other place we know the Elements of Harmony are is Canterlot, and I know we’re… I’m not in any condition to go in there yet.” A pensive silence fell over the four, each trying to figure out what could be a good next step.

Finally, Spike broke the tension. “Well… why don’t we head for the Tree of Harmony, then?”

“The Tree o’ whatnow?” Zap replied in a sceptical tone, one eyebrow raised in an act that reminded the dragon of her farming parent.

“The Tree of Harmony,” he continued. “It’s the origin of the Elements and, given what Starlight mentioned yesterday, it sounds like it’s gotten stronger. It might be able to help us out.”

“Not to mention it’ll throw the enemy off our tails.” Button added. “Think about it. You’ve been restoring the Element bearers, right?” The mares nodded in response. “So, the demons will likely bolster their defences around the bearers. By going for something different, it’s something they won’t be expecting and there’s a chance we’ll catch the enemy in a weakened state.”

“Making it easier for us to rescue the Tree.” Spike finished. Flurry considered this and, if she was being honest with herself, the earth pony’s plan was sound. Better than anything she could think up, anyway. Thinking about honesty, she turned back to Zap, the pegasus flashing her that smile that had started feeling as warm as the sun in the sky.

“Are you sure about this, Zap? We can still go save you mom if you want.” Zap merely shook her head with a smile and draped an arm around Flurry’s neck.

“Mom can wait a little longer. My mission’s keepin’ ya safe, so you can finish yer own mission.” Flurry, wondering how fate had handed her such a compassionate potential partner, simply leaned her head in and nuzzled the Apple. The pair separated; aware they weren’t the only two anymore.

“Alright then. Tree of Harmony, it is.”

The group would spend the rest of the day travelling westward. Upon learning the Tree stood in a cavern beneath ruins in the Everfree Forest, neither Flurry nor Zap were ecstatic to go. Still, they had already agreed, and the first leg of the journey was rather simple. With the miasma-inducing clouds gone, teleportation was much easier, and Flurry transported the party to the edge of Manehatten. Once back on the shore, the four adventurers moved as quickly as they could through the abandoned farmlands. This still took some time, however, given Flurry’s prodigious mounds hampered her mobility even with her magic assisting in carrying them.

Come the afternoon, Spike suggested they fly to pick up the pace. While the dragon carried Button Mash, Zap helped Flurry by holding up a pair of her four breasts mid-flight. The princess protested, but the orange pegasus wouldn’t be denied, and aided the mare. As evening approached, they landed within a dense strength of woodlands nestled between the train to Manehatten to the north, the farmlands to the east, and Foal Mountain to the south.

“I think we should rest here for the night.” Flurry announced as Zap helped her down into a sitting position against a tree. Given the size of her four breasts, this automatically hid her from view, and she was afraid they’d smother her. But they stayed put, giving her head just enough space, and Zap was right beside her should anything happen.

“Are you sure?” Button Mash asked, an unfolded map of the nation in his hands. “Because according to this map, we’re not too far from a town called Hollow Shades.”

“You three wait here, I’ll quickly check it out.” Not waiting for a response, Spike unfurled his wings and took flight. Shooting above the treetops, his eyes scanned the darkening skies for any aerial threats. But he couldn’t see any. There was a decent clearing some distance from their location, but an ominous shadow rose from the centre of town. Another aspect that sent a chill down the dragon’s spine to the tip of his tail was the ambiance. Or rather lack thereof. It sounded like all of nature had chosen to evacuate this area, and Spike had a feeling the town was the culprit.

“Well? See anything?” Button asked as Spike landed back at their campsite.

“No. Not a sentry in sight. No sounds either.”

“That sounds familiar.” Zap spoke up, her tone wary.

“Yeah,” Flurry agreed. “Just like the rock farm.”

“In any event,” Spike carried on, “We’ll rest her for tonight, then head south over Foal Mountain. Any objections?” None were raised and, after Flurry raised a barrier to obscure them from sight and sound, the four each found their way to slumber.

Button Mash was slow to awaken, but the moment he realised something or someone was shaking him, his training and instincts kicked into gear. He rolled to his side, simultaneously drawing his two crystal swords and rising to a kneeling position; ready to parry or reverse any potential attack. When that attack didn’t materialise, the earth pony took a moment to slow his breathing and analyse the situation.

The first alarming discovery was the rest of his party had vanished. The princess, Zap and Spike were all nowhere to be seen. Given the dim light, it must have been the middle of the night, though many late-night gaming sessions had helped him develop a skill he referred to as darkvision. The second and more pressing matter was who woke him up. Standing a few metres away with their arms and membrane-skin wings raised above their head was a bat pony mare. A thestral, if Button remembered correctly. Her dark grey coat and short, navy-blue mane and tail helped her blend into the dark, though her golden eyes were a giveaway. In terms of attire, all her could see her wearing was a tattered cloak that only reached as far down as her navel. This left her wide hips bare, the only thing protecting her decency being a black thong. Finally, Button noticed a long halberd dropped at her feet, while also hearing something strange off in the distance. Music, perhaps? Whatever it was, it could wait as he refocussed on his guest.

“Whoa, whoa. Stand down, soldier.” She spoke slowly, clearly trying to de-escalate the situation. “I don’t want to fight.”

“Then why are you here? Who are you, and where are my friends?” Though it looked like she genuinely wanted to talk, the absence of his friends and that chilling tune in the distance had Button on edge.

“My name is Sugar. Sugar Silhouette. I’m the last surviving member of the Lunar Guard, and I was about to leave when I saw three others appear out of nowhere. When I came down to check, you suddenly appeared and were still asleep. That’s why I woke you up, because you’re more susceptible to it that way.”

“Whoa, slow down. What are you talking about, and where were my friends going? Why didn’t you sto-”

“Look-” Sugar interrupted him, taking one step forward, only to stop when Button raised a sword in her direction. “Look… your friends are in danger. They’re being lured into Hollow Shades by a monster. If we don’t hurry, they’ll be lost forever.”

“And how do I know I can trust what you’re saying.”

“If you don’t, then you’re condemning your friends to a sickening fate worse than death.” The grim finality upon the thestral’s face when she spoke those words struck a chord in Button. Given he had no clue where Flurry, Zap and Spike had wandered off to otherwise, he knew he had no choice but to follow along. Though still uncertain of this Sugar’s trustworthiness, his hand was forced.

“Okay, fine.” He sighed, lowering his sword and shouldering his pack of supplies. “Lead the way, but if this is a trap, you won’t live to regret it.”

“Understood,” Sugar responded with a level voice and disciplined face, adding to the credibility of her previous occupation. “This way.”

Allowing the apparent Lunar Guard to reclaim her weapon, Button followed her further into the woods. As they progressed, the strange sounds he heard earlier grew louder. It resembled singing, albeit the kind that sent shivers of discomfort down the spine. Within minutes the pair arrived at the edges of Hollow Shades. The appearance of the small swamp town, with dilapidated wooden houses connected over the bayou by equally rickety wooden walkways, was overshadowed by the monstrous… thing at its centre.

Rising like a tower in Manehatten or Canterlot was a giant tree. A giant tree made entirely of living flesh. The creamy pink substance undulated like it was alive. The branches high above all ended in massive equine shafts that leaked precum in slow, endless trickles. At the base of the tree, it was surrounded by boulder-sized spheres Button quickly recognised as breasts. But the most horrifying aspect of this erotic edifice was its prisoners. Partially submerged throughout its trunk were scores of ponies of all subspecies. All mares, all with faintly glowing white eyes. They mouths sang as one, their eerie performance attempting to entice any who heard it.

Looking down, Button found it had. There, slowly lumbering towards the base of the tree as it spawned numerous tendrils from the soil surrounding it, were Flurry Heart, Zap Apple and Spike. Their arms hung loose, save Flurry’s, as they carried as much of her bust as they could. Instantly he put two and two together; the tree had entranced them with its song, and soon they would join the other victims unless he stopped them. He turned to Sugar Silhouette, the bat pony holding her weapon at the ready.

“Thanks for guiding me to my friends.” Button said, keeping his eyes on the abomination before them. “Will you help me save them?” Sugar gave him a solemn nod, gripping the halberd tighter.

“Nopony deserves that fate. On your mark.” The two tensed themselves, steeling their nerves for combat. The three fliers reached the veritable forest of tentacles at the base, and their limbs were slowly coiled around and the bodies lifted into the air.

“Now!” As one, the pair of ponies rushed forward, weapons at the ready. With unnatural symmetry, the visible heads of every pony trapped in the tree snapped to the attacker’s approach. The free tentacles responded by extending and swarming around the two. Sugar spun her halberd around, ensuring her defences weren’t breached and taking flight when needed. Button, however, didn’t fare as well. Though he cut down many a limb, there were simply too many and he was also restrained and lifted up alongside his companions.

“Rgh! Princess! Zap! Spike! S-Snap out of it!” Button yelled loudly before a tendril slid across his mouth to muffle any sound escaping the stallion. Still, his efforts proved not to be in vain. Within moments of each other, Zap and Spike both snapped out of their trance and awoke to the horror of their situation.

“W-Whoa. What the?!” Spike stuttered before instinct took control. The tentacles holding him tried tightening their grip, but never got the chance. With a big inhale, Spike then unleashed a torrent of bright yellow flames. The limbs were burnt to a crisp, allowing the dragon to fly to freedom. Zap, well versed in dealing with tentacles at this point, managed to reach her short sword and steel bat and swung for the fences. Coupled with her speed, she was also soon free and regrouping with Spike in the air.

Button Mash and Flurry, however, couldn’t escape. Flurry was still under whatever spell the tree was spinning with its song, leaving her a docile and willing participant. The limbs coiled around her overflowing breasts and pulling at the large nubs at their peaks. Already soft moans could be heard from the alicorn as she was raised higher and higher. Button tried squirming out of his bindings, but it was no use. As he was also raised up, the tendrils undid his pants and coiled around his still-sheathed cock, stroking it in an attempt to get him hard. Whatever they were doing was working, as his stallionhood slowly emerged. Whether it was the stroking they were giving him, or the sweet smell the tendril silencing him was emitting, either way Button knew he was in trouble.

“Hang on, guys!” Spike yelled as the three free combatants flew back into the fray. Sugar Silhouette charged at the trunk of the tree, only for a lightning-fast limb to wrap around her ankle and drag her backwards. Acting quickly, however, she swung her halberd and fell back from the swarm of limbs.

Zap, meanwhile, had no such issues. Bobbing and weaving between the swarming tentacles, the pegasus shot through and stabbed her sword into the trunk to the hilt. The mares in the tree screamed in pain, and those screams doubled when the focussed flier spun around and swung the steel bat into the pommel of the sword. The impact shook the undulating surface of the tree violently, the phallic branches about flopping about in pain. Seeing tentacles coming to ensnare her, Zap quickly grabbed her sword and retreated to a safe distance.

As for Spike, he knocked aside any and all limbs that came for him with his lance. Landing at the base of the tree, he drew another deep breath before igniting the waving tentacles before him. The limbs waved erratically, and this motion was enough to rouse their captive from her slumber. Quickly understanding what was happening, Flurry teleported herself to the ground as Zap landed next to her.

“Flurry, you okay?” She shouted, concern in her voice.

“I, huff, I think so.” Flurry puffed, her breasts still feeling from the attention they received.

A groan from above caught the adventurer’s attention. Looking up, they saw the tentacles had pulled down Button Mash’s pants as another began swallowing his erect cock. The stallion winced from the tightness this thing was applying to his member, and he was torn between trying to tear the thing off his dick, or remove the limb reducing his cries for help to muffled grunts.

“I’m on my way, buddy!” Spike yelled as he flew towards the trapped pony. But as he drew closer, the dragon had to change course and dive to avoid the surge of tentacles. As he landed, the warrior realised he’d been led into a trap, as tendrils seemingly surrounded him on all sides.

But, thankfully for the boys, liberation was imminent.

The three mares all combined their efforts attacking the tree itself. While both Zap and Sugar connected with powerful slashes as if they were attempting to chop it down, Flurry focussed her magic before unleashing it in a torrential burst of golden light. The beam punched clean through the base of the tree, purposely missing any of the trapped ponies within. A gapping hole was left with scorch marks around it, and the voices of the tree fell silent. The tentacles fell limp, allowing Spike to move and catch a very tired but grateful Button Mash.

“C-Can somepony explain what in tarnation just happened?” Zap asked out loud, a sentiment shared by her winged companions.” All eyes turned to focus on the slightly winded thestral, using her halberd to lean on for support.

“Right now, we need to leave the town. Immediately.”

“An’ we should trust you… why?” Zap responded, subconsciously moving to stand between the newcomer and Flurry.

“Everyone,” Button weakly called out, Spike draping one of the brown colts’ arms over his shoulder. “S-Sugar Silhouette… We can trust her. I-If it… If it wasn’t for her, I wouldn’t have known you were gone.”

“Why do we need to leave?” Flurry asked, standing again while flexing her wings to reveal her status as an alicorn. If the facial expression was any indication, this mare immediately noticed said status and stood that little bit straighter.

“Because, Your Highness, the last time this tree died, it came back and absorbed the rest of my squad.” Following the pointed finger of the thestral, Flurry saw indeed saw other bat ponies trapped within the flesh. She also noticed the hole she had blasted into the tree was already beginning to disappear. “If we don’t leave now, we’ll join them.”

“…Alright.” Flurry nodded, her decision made. “Come on everyone. Let’s get out of here.” The five took to the skies to escape quickly, with Zap aiding Flurry with her breasts again while the newcomer carried the lethargic earth pony.

“Thanks for vouching for me,” She spoke as they flew, to which Button offered a tired thumbs up and nod. The group flew as far south as Foal Mountain, landing at its base before they all collapsed onto the ground. There the five lay, catching their breath as the first hints of light from the oncoming dawn began to creep onto the sky.

Author's Note

Flurry Heart Stats:
Purity: 3/3
Will: +3*
Strength: +5*
Defence: +4*
Speed: -7*
Magic: +5*
Items:
Crystal Sword: +1 to Strength
- Element of Honesty: +1 to Strength
- Element of Laughter: Can reroll one Will Check per chapter
- Element of Generosity: +1 to Defence
Dream Amulet: Automatically pass Will Checks in regards to dreams
Crystal Buckler Shield: Advantage on Strength Checks
Horn Ring: +1 to Magic
Reformation Gems x1
Teleportation Crystals x3
Rations x9
Corruptions:
Expanded Breasts (Q cup): -12 on Speed Checks
Multiple Breasts (4 total): Disadvantage on Defence and Will Checks

Zap Apple Stats:
Purity: 3/3
Will: +4
Strength: +5*
Defence: +2*
Speed: +6*
Magic: +1
Items:
Dream Amulet: Automatically pass Will Checks in regards to dreams
Flying Goggles: Advantage on Speed Checks
Wonderbolt Uniform: +2 to Speed Checks and +1 to Defence Checks
Steel Bat: +1 to Strength Checks
Crystal Short Sword: +1 to Strength Checks
Reformation Gems x2
Teleportation Crystals x4
Rations x7
Corruptions:
Expanded Breasts (D cup): Disadvantage on Speed Checks

Spike:
Purity: 3/3
Will: +3
Strength: +6*
Defence: +4*
Speed: +3
Magic: +1
Items:
Dream Amulet: Automatically pass Will Checks in regards to dreams
Crystal Armour: +1 to Defence Checks
Crystal Lance: +2 to Strength Checks
Reformation Gems x4
Teleportation Crystals x3
Rations x3
Corruptions:
None

Button Mash:
Purity: 2/2
Will: +1
Strength: +3*
Defence: +3*
Speed: 2
Magic: +0
Items:
Crystal Sword x2: +1 each to Strength Checks
Crystal Armour: +1 to Defence Checks
Reformation Gems x4
Teleportation Crystals x3
Rations x3
Corruptions:
None

Dinky Doo:
Purity: 1/3
Will: -1*
Strength: +1
Defence: +0*
Speed: -9*
Magic: +2
Items:
None
Corruptions:
Expanded Breasts (P cup): -10 to Speed Checks
Expanded Ass (3/3): -1 to Speed Checks and will lose 1 Purity Point from ass-related orgasms
Expanded Nipples: -2 to Will and Defence Checks
Lactation (3/3): -1 to Will Checks and will lose 1 Purity Point from breast-related orgasms
Hypnosis: -1 to Will Checks, only Cozy Glow can cause orgasms/reduce Purity Points for this character

Again, I'm sorry for the long periods between updates. Like I said in the last meanwhile, life was rough the last three months or so last year, and between work, personal issues, lack of motivation and addictive games, it's been difficult to get back into the swing of things. But, at the very least I've managed to get this chapter out, so maybe this will help increase upload speed going forward.
Also, purely coincidental that this drops on/around Valentines' Day, and there's a fair bit of mushy romance between Flurry and Zap.

Quite the long one this time, huh? Hopefully this helps make up for the lengthy wait time. In case anyone's confused by the timeline of the story, Dinky's first section is happening during chapter 19 (the previous day), while her second bit happens later that evening (immediately after Meanwhile 5).

Sad to see Dinky captured. She's technically not eliminated from the story, but given where she is and who's captured her, it's fair to say she won't have as much of an active role in the story going forward. So, her parts of the story will once again take place in the Meanwhile chapters, but her maintained sanity allows me to revisit the points system from the prequel story in a sense. Rather than building up points like Fluttershy did in Purity Test, this time Dinky has a limited number of days before the lack of release gets to her. Given her state, I'd say she has around ten of sanity left before she loses it, so it'll be interesting to see if the party can trigger an event that might yet save her from such a fate.

Honestly, it's been that long since the previous main chapter came out, I've forgotten how the voting process played out. But was interested that the item option was a draw. A coin flip determined Dinky would search for the items.

Action 1 (Main Party):
Cloudsdale: 11
Everfree Forest: 16
Action 2 (Dinky):
Canterlot: 14
Crystal Empire: 4
Remain hidden: 9
Item:
Search the store for something useful: 13
Don't risk it: 13

On to the new votes, and we have a new category to vote in; the Extra category. This set of options is for things not directly related to the main party. Basically the Meanwhile... of the voting options. In the case of these options, Extra 1 refers to what action Midnight takes, and Extra 2 refers to what new form Lyra will take. Originally I did have a general idea for what the new Lyra would look like, but I've forgotten what I had in mind, and figured "Why not give the readers a shot?"

Character:
Allow Sugar Silhouette to join the mission
Send her to the Crystal Empire
Extra 1:
Flurry Heart's location
Canterlot
Crystal Empire
Extra 2:
Standard Demon
Mammalian
Draconic
Insectoid
Arachnoid
Avian
Lamia
Other (type what kind of monster)
Gems (Type for who and how many (zero gems is allowed))

As always, I hope you've enjoyed this chapter and happy voting!