The Cutie Remarkingby FruitTrifleChaptersA Change in PlansAdjustmentsImprovisingA Change in PlansTo say Starlight was pissed was an understatement. All her plans, all her followers, her base! Gone, ransacked now no doubt by that false princess! She walked deeper into the caves she'd been forced to flee into. Well. Fine...she could adapt, she could move her plans up or change them entirely. Besides, she wasn't stupid enough to not have contingency plans or, in this case, an emergency stash. Lighting up her horn, she moved deeper, he plain dress doing little to insulate against the biting cold of the caves. Her magic lit up sigils on the walls-basic ones that turned up in the presence of her magical signature, but were there to show her the way to a special cave. It looked like the others she'd tramped through, but she made a beeline for a wall. Kneeling before it, she cast a spell on it, and a low rectangle-almost like a drawer-slowly ground out of its home in the wall. Starlight grinned-she put rummaged in the drawer, a number of glowing magical artifacts lighting up her search. She had tried to make others see her way by words, by convincing arguments! But, clearly, that had failed...she lifted up some sort of amulet. It was glowing dully, but she knew it was because it wasn't in use. A tiny bit of magic...and it would take, and consume, any cutie mark. It took a few years to do so, but she'd get its magic in the meantime. She had wanted her citizens to see the marks she took, to look upon them in disgust as she had, so this wonderful item was hidden away. No more. Obviously, she'd been far, far too lenient with those she taught. Far too kind and forgiving. No longer. She was going to get revenge on Sparkle for what she'd done, and prove to her how futile it was to resist Starlight! She grinned wider, the faint glow lighting up her mad grin. And she knew just where to start... Celestia rested on her throne, her sister in her own throne to Celestia's right. It had been a week since her most faithful student had sent her a letter about Our Town. She was very proud of Twilight for ensuring everyone could be individuals, and find joy in their destinies. She was also proud that Twilight suggested leaving a spell to let them send letters right to Celestia- emergency or intel use only, of course. It had even been used already! A poor, scared pony, with information about that misguided Starlight Glimmer. Too scared to even write her name in case it was seen! Of course Celestia had accepted the asked for meeting at the asked for time-just before dawn, so she could speak to Luna on her nightmares as well. The only guards were those outside the doors, that lit in the cloaked, reluctant pony. She drew it around her closer as she approached, bowing stiffly and shivering. Celestia looked at her with gentle pity and love. "Now now, my little pony-there is no need to be afraid." The pony stopped shivering, and grinned. "Not entirely true, princesses," taunted a voice. Luna was first to her feet, recognizing that voice from a number of nightmares recently. Her beam of concentrated moonlight bounced off an impressive shield, hitting the wall. It crumbled, but showed another shield behind it-the throne room had been cut off from the rest of the castle entirely. Luna gaped at the show of sheer power on display, before clenching her teeth, summoning armor to from around her, akin to Nightmare Moon's but in pure silver. She didn't bother with a speech asking for surrender, she could feel this attacker would be satisfied with nothing except victory. She launched herself across the room with her wings, at a speed that threatened the sound barrier. She hit the shield...and was bounced off at a purposeful angle, that slammed her into the floor and bounced her into the wall behind their thrones. Both the floor and the wall had spiderwebbing cracks coming from the holes the alicorn's body had smashed into them. Celestia watched in shock, before standing, her own gold armor beginning to form on her. "Enough! Your trauma is not an excuse for this! Stand down, so we may help you and not hurt you further!" She was not worried about her sister-a couple of bounces wouldn't have hurt her more warlike sister, she'd be dazed at most. More importantly, was the pony who had come to her claiming need and used her kindness to attack. The pony in question, standing tall in front of her laughed lowly, mockingly, before throwing back the cowl's hood. Starlight Glimmer. "Your kindness borders on naiveté, princess...remember that is what set your downfall in motion." she sneered, as Celestia threw a sunbeam at her. Like her sisters, it bounced off, this time wrecking the high ceiling. Using her magic, Starlight hovered in the air, grinning viciously at the princess below her. The amulet at her throat began to glow, throbbing in a golden shimmer. Celestia also took to the air, the pair trading magical beams and blocking with magical shields. A great silver beam added to Celestia's, Luna having recovered, but the combined strength did nothing but push Starlight back with her shield. She chortled, taunting, "The two most allegedly powerful ponies in the whole land...and you can't take down a single mare?" Her fingers danced over the amulet, now the gold shimmering with silver, "No wonder you need Twilight to fight your real battles!" The princesses bristled at the insult. "You have no idea our plans for her!" Celestia cried, "She will be a wise, powerful, and kind ruler!" This time, Celestia got up close, trying to physically punch through the barrier. The combination of earth pony strength and unicorn magic infused armor began to cause spiderweb cracks, Starlight cackling as they were fixed as soon as they happened in the blink of an eye. Luna joined in, flying up to the ceiling, diving bombing the shield on its other side and crashing into it feet first, and then launching back up to do it all over again. "Fools!" Starlight continued to cackle, "You do exactly as I want, over and over!" The princesses took this as mad rambling-they couldn't see why this was something any pony would want. So they ignored her, and continued trying to beat down the shield. Starlight grinned wider, eyes just as wide. The only thing they managed to do was force her and her shield to the floor again. Luna hit the roof, catching herself in mid air, and looked up. She gasped-she hadn't hit the roof at all! Starlight was shrinking the bigger shield keeping everypony else outside! Luna glared, "This is your plan? Shrink a room?! You are as mad as you look, dictator." She couldn't deny maneuvering would be harder in the smaller bubble, but a few good shots with pointblank magic bolts would make that irrelevant. Starlight cackled madly, the amulet half hidden by her cloak letting off gold and silver sparks randomly. They became brighter with each physical or magical attack that hit one of her shields. The sisters, overwhelmed in their magical senses by both themselves and the other, thought nothing of a third growing power. They assumed the other was making some sort of trap for the dictator, foolishly not bringing attention to it, should they give away the plan. Starlight grinned madly as the sisters paused to catch their breath on either side of the room, facing her. "Well...now it's my turn, don't you think?" she chortled. She pulled the shield around her body tight, conforming it to her body shape. It wouldn't last long, but it didn't need to. As she expected, Luna ran in to grab Starlight around the middle, maybe aiming for a pile driver. Instead, the shield exploded outwards in shards of magical essence as soon as it was touched, tearing through some of Luna's armor, shredding a wing's feathers, and cracking her horn. Luna had managed to keep her hold on Starlight, but as the pain pulsed through her head, she slumped to her knees, half consciously leaning on Starlight, even now trying to keep her still. Celestia screamed in horror and rage, furious anyone would dare hurt her little sister. She summoned a massive double headed battleaxe, in the same gold as her armor. Her mane exploded into fire, dancing around her. Starlight, however, grinned widely at the mad princess as she yanked Luna's mane to make her face her sister. "Does this make you mad, Celestia? Does this fill you with fury beyond comprehension?! Well then!" she kicked Luna away like a sack of rotting apples. "Give me your best shot..." Her taunts and sadistic kick had the effect she wanted. Celestia screamed in pure rage this time, focusing a massive solar flare of her magic at Starlight, who cackled as it engulfed her. Instead of the ashes Celestia expected to see, already feeling guilty about the force used, was a maelstrom of magical power that pulled in her solar flare, and kept pulling. Celestia gasped, resisting, but the opposing force had hooked into her own magical signature, right to her horn. Boosted by Starlight's already considerable power, the amulet devoured the princess' magic, even her cutie mark beginning to fade. Soon even her mane and tail hung limp, as the last sparkle of sun was erased from her flank. It reformed on the amulet Starlight wore, advertising her victory. Celestia stared in confused horror, not so much as a magical spark coming forth despite her best efforts. Her eyes fell to Luna, collapsed at Starlight's feet, groggy and in pain. "Fly, Luna! Escape, little sister, please!" she begged, her own wings useless without pegasus magic to get her off the ground let alone fly, but it didn't stop them from fluttering in her distress. Luna's head lolled listlessly to peer at her, the cracked horn sending spasms of toothache like pain throughout her head. She didn't seem able to understand, until Starlight turned to laugh at Celestia's panic. Luna's eyes cleared, having been faking it for a chance to run. She gave Celestia a look of sorrow and guilt, mouthing a promise to find Twilight and reverse it all. She leapt into the air, taking flight-only for Starlight's shield to come down with the same velocity Luna went up. It smashed her into the ground, only the lack of more speed from her snipped feathers and alicorn hardiness prevented something lethal. She twitched, moving, and groaned in pain. Everything hurt, but the damage from her now broken wings and snapped wrist was the loudest. Thank harmony her horn hadn't taken more damage. Starlight tsked, grinning. "What? You thought I forgot about you, or the shield? Of course not...and don't worry...Twilight will absolutely be joining us," she promised, eyes wide with anticipation. "But first!" she lifted her hands, focusing power through her horn, to the amulet, and the combination of her magic and Celestia's hit Luna, forcibly prying her magic from her. She screamed, trying to fight at first, but it made the magic backlash and burn every nerve ending she had. She sobbed, begging Celestia to forgive her, and willingly gave up her magic, her cutie mark as well fading to return on the amulet. Finally it ended, Luna slumping sideways to pant on the floor. She jerked when magic touched her again, and was surprised when it was clear it was healing magic, fixing her up entirely, if still magic and cutie less. She eyed Starlight with suspicion, who only smirked in reply. She sauntered away, towards the thrones, dropping her cloak, but keeping the amulet. Under it all, she was bare. The sisters watched, stunned, by the sight of a fairly large cock between her legs. She clicked her tongue at the two thrones, before using her magic to force them together, melting them into one and reshaped to be a single, tall throne. Starlight sat on the newly made throne, legs wide to show off her monster cock. She sneered from her place above them. "Both of you-strip of your armor. You belong to me now, and I plan to enjoy it in its entirety." The pair glanced at each other. Celestia nodded, "Do it, sister-it's best for us to play along," she whispered. Luna looked like it was distasteful to her, but nodded back, and the pair began slowly undoing and dropping the pieces off to the side. They stood in front of the throne, Luna more lithe than her sister's wide chest and hips. Unlike her sister, she tried to cover her chest and crotch. Starlight let her-for now... "Both of you. Turn to each other." she ordered, the pair looking at each other in confusion, but obeying. Starlight nodded in satisfaction, eyeing up the thighs facing her. She focused, eyes glowing white and her horn charging up with a magical whine of building energies. She shot the spell at the pair, the magic condensing on their flanks. With a flash of light, it revealed Starlight's equal signs. She smiled with smug satisfaction. "Originally, this is what I wanted. No one above or below others..." her expression became grave. "But it's become clear. You wish to keep the thrones to yourselves, and your forced alicorns! No one can be truly equal with you mares puppeteering it all! I see it now...I was here to make your student suffer. And I will...but I will also be kicking you two worthless holes off the throne. Equestria needs a FAIRER leader, one that will actually led them into a great, equal, tomorrow!" She looked up, grinning as her shield melted to nothing. "Ah...and here comes our esteemed guest. Welcome, Twilight Sparkle," AdjustmentsTwilight stared in shock at the mad unicorn on the melted together thrones of Equestria, horrified at the state of the broken and beaten princesses. This wasn't what she'd expected when a magical missive had been sent to her from the Solar Guard. She charged her horn up, teeth gritted-she was NOT going to let this pass. Starlight cackled at her, swatting aside the massive, powered beam from the element of magic, as if it meant nothing. And to her, it was. She was filled with her own power, and the amulet allowed her to command the magic she'd stolen too, before it would be absorbed by the amulet into her. She enjoyed the look of pure confusion and terror Twilight gave her, before hitting her with a massive bolt of her own. Twilight was sent flying, slamming into the closed doors and rattling them nosily. Starlight stood as Twilight fell, in a heap. She sauntered over, taking her time, before standing tall over the downed princess. Starlight waved her hand, her magic stripping Twilight of her school uniform like outfit. Starlight snorted. "A teachers pet at all times, hm Sparkle?" She shook her head, ignoring Celestia's protests and begging. Starlight wasn't going to pay that any mind. She'd have the former goddess begging again soon enough. She hit Twilight with the full power of the amulet, dragging out her power. It was...truly an amazing amount of magical stores the alicorn had. But Starlight now had all the time in the world, and like Luna, it soon became too painful for Twilight to hold onto. But she tried, sobbing in pain and fear, she tried. But as the pain grew, her grip on it slipped. Finally, Starlight ripped it free, grinning, a starburst now superimposed over the sun and moon on the amulet. She cackled as she cast the final blow-a spell that forced her equal signs onto the Element of Magic. Twilight stared mutely at the brand now on her, the same as her felled mentor and her sister. She looked at Starlight, her expression asking why. The unicorn grinned down at her. "We are all equal...but you three? You all deserve to be at the very bottom, with your nasty plans to ascend more ponies, so no one is truly equal! I will make sure you cannot ever do such a thing again. And soon...you won't want to," she sneered. Celestia scowled, "We won't ever fall to your level, Starlight Glimmer!" she declared, the other two nodding. Starlight just laughed. She approached the three, her horn glowing, and their cutie marks followed suit. She paused, letting the uncertainty sink in, before she did anything. "Kneel," She demanded, and all three fell to their knees before her. She laughed, pleased that it had worked so well. "Something harder, I think. Twilight! On your back!" Twilight did as ordered, the confusion and fear clear on her face. "You, sky sluts," Starlight addressed the former princess sisters, "Hold her arms down...I want to feel her struggle for this," she grinned malevolently. The sisters, Celestia sobbing and begging for forgiveness, held one of Twilight's arms to the floor each. Starlight sauntered over, her cock bouncing before her. She purposefully stepped on Twilight's cunt, then her stomach, not stomping but not being gentle either. Twilight writhed and sobbed, crying out each time Starlight's foot came down on a sensitive area. Finally, Starlight reached her head, feet on either side. Twilight looked up, getting a good view of her dripping pussy, hanging sack, and massive horse cock. Starlight looked down at her, grinning, before beginning to squat. Twilight writhed harder, realizing Starlight was going to sit on her face-she doubted it would be a good time for both of them. Starlight took her time, letting her anticipate the slowly lowering genitals. Finally, she sat on Twilight's face, the alicorn trying to get out. "Eat me out-if you can't make me cum, I won't get up...and you die with your face in my cunt," she sneered. Twilight wailed, first trying to get free, and then beginning to lick and suckle the folds covering her mouth, her nose blocked by the fat nuts resting on it. Her tongue probed up into the depths, the cunt honey sliding down her face making breathing even harder. She choked briefly, but managed ot shove her tongue upwards into the drooling snatch-Starlight must have really been getting off on her victory. She rolled her hips against the fallen princess' ministrations, sighing happily. It felt damn good-even if Twilight won this little bet, Starlight wouldn't hold it against her. Much. Twilight did her best to please the tyrant soaking her face, licking into the depths and even gently rubbing the sweaty, heavy sack with her nose. Starlight eyed the expressions of desperation and despair on the faces of the princesses holding down one of their own, the youngest, to a possible ignoble fate of suffocating in pussy. She hadn't meant to, but the mere thought made her pop earlier than she wanted. She moaned, head back, pressing down so hard Twilight's muzzle popped inside of her cunt, able to feel Starlight's every orgasmic spasm. Starlight stood, Twilight gasping and coughing, sobbing as she coughed up pussy juice. The Regal Sisters turned away, not wanting her to feel worse. Starlight just laughed. She addressed Celestia, "You. Sunbutt. Clean off your failure of a student with your tongue. The least you could do is make sure she doesn't smell what a rugmuncher she is," Celestia glared at her, but obeyed-they'd been in dire straights before. Someone would help them, even if it wasn't Twilight. She murmured this quietly to her distraught student, trying to both soothe and give hope. Starlight let her-the more hope she had, the more she'd fight, and the more it'd hurt her to hit rock bottom. Starlight turned her evil eyes to the moon princess, who glowered back ferociously. "You. Slutmare Moon," she sneered, "Come prime my girlcock-or it's going in every hole all three of you have dry-I won't start with the mouth," she warned. Luna stiffened with rage at both the disrespectful mangling and a reminder of her past mistakes. "Very well. I will...assist you," she managed to spit out, stiffly. She leaned over, her tongue poking out to lap at the flared horse cock pointing at her. She made a face-she much preferred a good pussy, but being fucked dry sounded much worse than just slobbering on a cock. She took the head into her mouth, shivering with disgust, before bobbing her head, swish her tongue around, trying to get it well and truly wet. She glanced up at Starlight, confused when she started laughing. Looking back down, Luna felt a cold chill-no wonder the sadist was laughing...despite her best efforts, she'd barely slobbered halfway to the medial ring. Celestia watched out of the corner of her eye sadly, lapping Twilight's face fur clean. She actually continued even when the young alicorn was squirt free, but didn't want Starlight to give either of them a new, more humiliating task. She felt a pang of guilt-but Luna could handle a bit of cock. Luna herself wasn't so sure about that. She bobbed her head desperately, slowly, with each bob, getting closer to that ring. She already had nine inches stuffed down her throat, making it bulge out obscenely. Starlight shook her head, "Poor Lulu," she said cruelly. It wasn't near as cruel as what she did next-she put her hands on Luna's head, grabbing her ears like handles, and shoved Luna down as she thrust her hips forward, forcing the alicorn to take a sudden amount of thick cock down her cum guzzler. Luna tried to push Starlight back, but with her cutie mark had gone not just her magic, but her earth pony strength. She was at the mercy of the unicorn, who did not seem inclined to give it. Instead, she steadily thrust a little deeper each time, Luna's eyes rolling back in her head. Starlight gave one last, massive thrust, and her flared head popped into Luna's stomach, unleashing an absolute torrent of cum. Luna's stomach swelled, Starlight finally yanking her cock out before Luna was belly popped-Starlight didn't want that, not yet at least, so the last few massive shots hit Luna in the face. She slumped over, breathing almost as labored as Twilight's had been, her stomach groaning at the massive meal it had been given. Starlight grinned, "Well...now it's your turn, AssBreaker. Oh don't worry, I'm not breaking it....yet. But your sister's work was sloppy," she sighed in feigned disappointment, "So it's up to big sister to do it." She strode over, pressing the still cum dripping length along Celestia's cheek. "Come on, prove to me I should keep both of you...your sister was so lackluster I may as well throw her out! You don't want that, now, do you?" Celestia shook her head, frightened for her beloved little sister. "I...I will do anything you ask, I'll make sure you're happy with both our obedience, I promise I'll teach her, just don't...please don't separate us again," she begged. Starlight grinned-she thought so. Celestia was so terrified to lose her sister again, she'd do anything...perfect. "Of course, Celestia-provided, of course, you please me now and she shows improvement later on. I'm no tyrant, only fair," she promised. She actually meant to keep this one too-Luna improving would only make it more pleasurable for Starlight. Celestia turned her head, taking the cock into her mouth. Using one hand, she guided the cock down her throat, the other reaching forward to fondle the hefty balls at its base. She bobbed her head easily, her larger stature and greater experience with cocks making it so much easier than it had been on Luna. Starlight rested her hands on Celestia's head, sighing happily. She really was much better than her sister at this. And going for extra credit, too-soon she'd not just reached the medial ring, but throated it. Starlight groaned, her hips bucking a little. Celestia slid up and down the length, her tongue lapping and pressing against it. She suckled on the head, tongue pressing against the cum hole. She used her hands to stroke the length not in her mouth, glancing at Luna, trying to convey that she should watch so Starlight wouldn't separate them. Luna pouted faintly, but soon gave it her full attention. She watched the way her sister moved her tongue when it could be seen, where along the cock length she paused to suckle and when she pulled back to lap submissively at the head and flare. Celestia slid the cock into her throat, swallowing around the cockhead and using both hands to lovingly caress the massive, fat nuts becoming increasingly tense. Celestia glanced up, and went right for the prize-she slowly, wetly, giving Starlight her best bedroom eyes-it made her sick to do so, but she'd do anything, act in any sort of sexual or humiliating way if it would take attention off her sister and beloved student. Starlight seemed to enjoy it at least, letting out a cry of pleasure as Celestia's soft, white lips reached the base of the girl cock. A river of cum was unleashed, Celestia's gut swelling with the load. She pulled off the cock, letting the last few spurts splatter on her face and glaze her momentous melons. Starlight walked back to, and collapsed on, the melted throne with a satisfied sigh. The shield around the room shattered, and she grinned. "Now...you will all announce me as the new ruler, and state your public support of me, and my Equaling. I don't want issues while Equestria transitions to a beautiful new dawn. Oh, and don't you worry...you'll all have a chance to show how sorry you are, and help bring the Crystal Empire around too," ImprovisingStarlight forced the trio out onto the balcony used for addresses or speeches, none of them allowed clothing. Starlight however, stole all of their regalia and again, melted them together to make herself a necklace, crown, and horseshoes. All three melded together, making a rather nice spectrum. She wore a simple, plain dress otherwise. Starlight stood behind the trio, nodding at them to begin. Celestia stepped forward, taking this burden on her shoulders. "Citizens of Canterlot, and indeed, Equestria!" The Royal Canterlot voice made her words boom over the crowd to be easily heard. She glanced at the other two, before steeling herself. "We have an announcement...all three of us, hereby abdicate the throne, and give it to Starlight Glimmer, who promises to treat you all far fairer than I ever did. I...it can be seen easily, my own selfishness, that my sister went without punishment when she returned and attacked, or my own student was granted Alicornhood, as was my adopted niece," she said, dutifully reciting what Starlight had made her memorize for this speech. "We also...encourage Cadance to give up her throne and Empire, and allow Starlight Glimmer to take over peacefully. Furthermore, due to our...our failures and favoritism in the past, we will be, as punishment, lesser ponies. We are to no longer wear clothes, and treated as the dirt we are. You are...to use us in any manner you please, whether it be hard work or...or intimate work. Just remember, good ponies willingly give up their cutie marks to Starlight Glimmer. Anyone who refuses will be...will be a bad pony, as we are. I urge you all to begin lining up to hand it over immediately-show your new monarch you are just as committed to a better, more equal Equestria." There was general confusion in the crowd, a pegasus flying up. "Um, your...previous...highnesses? What does this mean for our jobs?" "A valid concern. You can keep or change jobs as you see fit-this will just allow those who got shoved into a role because of cutie marks a chance. Very little will change for the worse, I can assure you." "Okay, I guess...what about you three? You said you're lesser now...what exactly does that mean?" he asked. She swallowed hard, not wanting to answer this, adding to her humiliation and setting out exactly how little of a pony she was now. But it was expected...and she had to protect her sister and student. "It means we are livestock-less than that. We are to be put to work, any kind of work, without pay or kindness. We are, at most, fleshlights for anyone's perverted pleasure. We cannot say no, we are just tools to be used now, however it pleases you all." "Seriously? So if I...landed, and wanted to fondle you...not only could I, you're not allowed to stop me, and I won't get in trouble?" "Indeed you won't," Starlight broke in smoothly, "In fact, you are encouraged to help in their...rehabilitation. It is my hope they will realize how unfair they have been and will learn from this. They cannot be royalty again, clearly, but maybe one day they can rejoin our loyal, fair citizens as ponies again. So, go ahead-begin helping," she smiled. He landed, eyeing up the taller ex-ruler's rolling mountains of flesh. He reached up, gently kneading her heavy breasts in his hands. His eyes practically shimmered, amazed at her feel and size. Celestia looked away, tearing up, but didn't try to move away or protest. She could only hope Starlight Glimmer meant it when she said they would be ponies again once the debt she saw was paid. Starlight turned to the other two, "Go work the crowd-remember to remind them to willingly give up their marks," Twilight and Luna looked at each other, despairing, but both glided clumsily down to the crowd, announcing their presence and literally asking to be used. Twilight was lucky, as one knew her as a librarian, and wanted her to come shelve books-naked, admittedly, but that was a relief for her. She left, glancing nervously back at Luna, as the crowd eyed her back just as nervously. Her history as a Nightmare wouldn't be forgotten in these pony's lifetimes. She felt relief as her own Nightguard took her away, short lived as she saw they approached the barracks. Her heart sank-betrayed so easily by those sworn to protect her. Cadance paced in her throne room, gut tight with fear and anxiety. Starlight was steadily taking over- Cadance was surprised at the amount of people that just...turned over their cutie mark. Those upset it had railroaded them into one job, those that didn't feel it was what they really were good at, those who wanted a chance at a better or more fulfilling job. What truly put the fear in her...was that a good portion of her subjects had left and given up their marks to Starlight. It became more and more tempting to simply give in. She looked up hopefully as her husband entered, but he looked resigned and hopeless himself. "...half our population is leaving, and the other half are demanding we start following Starlight Glimmer. ...she's made it sound pretty good to everyone. I...maybe we should just...let them go, and go into hiding until Twily's friends can fix this." "...I don't want to give up my empire, Shiny...it...it feels like I'm not protecting it like I'm meant to." she admitted, wringing her hands miserably. "...maybe you're right, maybe we should just hi-" The doors were slammed open entirely, Starlight Glimmer sauntering in easily, alone for once without her pets. "Princess and Prince of the Crystal Empire...I come to formally ask you to join Equestria, and give up both your power and marks." Shining stepped in front of his wife, "And you expect us to just agree? Become like my poor sister?" Starlight shook her head, "Not if you give it up without a fight." Cadance put her hand on her husband's arm. "We should...at least hear her out, right?" she turned to Starlight. "I...I care for my ponies, our ponies, and I just want to know you'll treat them well." Starlight inclined her head. "I can't argue that, a good ruler would always want that." she sounded begrudgingly respectful. Cadance led the way to a meeting room, Shining following Starlight and giving her the stink eye the entire walk there. The rulers sat across from Starlight, and the talks began. Starlight wouldn't budge on absorbing the Empire into Equestria, nor demanding everypony's cutie marks, no matter what. She could promise no pony would be judged based on talent or species any longer. The rulers exchanged looks-there was no other option, either comply, or fight and be forced. Cadance took in a deep breath, nodding. "Very well...as long as the Crystal ponies are taken care of alongside other ponies, I can see no reason to deny you. We...we give up both the Empire and our cutie marks to you." Starlight clapped her hands, "Excellent! I'll leave you to tend to the Empire directly in my absence. But i do expect your undying loyalty. So first..." she stood up, brandishing her medallion. "Give up your cutie marks." The pair had to strip down enough to show their marks, but Cadance was just grateful it wasn't as shameful as what the trio had to go through. The process of removing the marks also wasn't as painful, as Cadance offered hers up willingly. Even Shining was only reluctant for a moment. The safety of their people came first. They collapsed in each others arms, the process still weakening them a fair amount. "And that is all. I'll leave you two to recover...Oh! Except, one thing." She snapped her fingers, and Cadance was branded with her equal signs. "You're going to need to work off your debt to ponykind as well." "What?! No! That wasn't part of the deal!" Shining raged, standing in front of his wife. Starlight laughed, shaking her head. "Doesn't matter...all that matters is that she has a debt to be paid." Shining lunged at her, only to be slammed into the table. She picked up his limp body with her magic, and tossed him out of the room like garbage, sealing the door behind him. Cadance whimpered, scooting back on her rear. "S-starlight, please...I don't want..." "What you want is irrelevant. All that matters is that you have a debt to repay." "And...it can be repaid? You won't...make me do it forever?" "It can, and I won't-your debt is much smaller than the others, as well. You did profit from your connections, and gain an entire empire, but you didn't do it for years like the sisters. Now..." she dropped her cloak, naked under it yet again with an impressive cock swinging between her legs. "Come show me how much you want to repay your debt to society." Cadance swallowed, eyes watering in shame and fear, but crawled over-she couldn't stand, and didn't think Starlight would want her to either. She was right, Starlight watching her with sadistic glee. Cadance reached the tip of Starlight's cock, tongue reaching out to lap at it. She bathed the head with her tongue, one hand holding it steady, focusing on using her mouth to pleasure the shaft. She began to pump gently with her hand, suckling on the head and twirling her tongue about. Starlight grinned, putting her hand on the back of the alicorn's head and shoving her right down to the base. She sighed happily as Cadance spluttered, doing her best to keep the cock stuffed down her throat. Starlight ground against her mouth, barely moving out of the hot, tight throat, before shoving Cadance to the floor, cock coming out with a lewd, wet slurp. Cadance panted on the floor, Starlight's magic seizing her tail and hauling her up, exposing her pink princess pussy and forcing her onto her front. "Keep that thot ass in the air. No matter what I do, you don't move away. Any move you make is to be solely to pleasure me-show me you can be selfless for an equal Equestria." Cadance nodded, sniffling and trying not to cry. "I-I will, Starlight, I promise." the more she played along, the less she'd be humiliated, and hopefully the faster Starlight would consider a debt paid. She took a deep breath, getting ready to debase herself. Cadance reached behind her, tail flagged up over her back, and spread her pussy lips for the dictator. "Please, Starlight-help me erase my debt, help me show Equestria how much I regret my selfishness, instead of encouraging Auntie to use all that power to improve the lives of ponies, not just giving me a fancy horn!" Starlight stroked her cock, Cadance's words stroking her ego and delusions feeling just as good. "You understand your position-good," she grinned, pressing the cock head to Cadance's wet pussy lips. She wasn't surprised-even without her mark, Cadance was the princess of fuck. Starlight's fingers gripped Cadance's hips, sinking slightly into her flesh, and began to press her cock forward slowly. She enjoyed the sight of those pussy lips opening and sliding down her girlcock. She'd barely got to the medial ring when her cock head bumped up against the fallen princess' cervix. Cadance shook her hips dutifully, "Ram right through! Even without magic I can survive damage, it'll hurt but I deserve it!" she was glad her hair hid her face, twisting in disgust and soaked with tears. She hated everything she said, every little thing she did to convince Starlight she meant it. She didn't mean it, she never would, she thought vehemently. Starlight chuckled, before slamming her hips forward, purposefully knocking against the cervix now. Cadance whimpered in pain, sobbing outright, but knew Starlight would want to her hear her suffer. And that she did, listening to Cadence's agony made her wet and hard. She yanked Cadance back by her tail, popping past the cervix and slamming wihtout mercy into the wall of the womb. Cadance shrieked, eyes wide with pain, Shining screaming in rage and pounding on the door. He couldn't get in any other way, but it was sealed shut by a very powerful mage. He'd have had no chance even with his magic. He pounded on the door with his fists, before sliding down it, hot tears prickling his eyes. Inside, Starlight ripped her cock out of Cadance, and shoved it into her asshole even more viciously, tearing her anal ring. Starlight put both hands on Cadance's head and thrust furiously and without consideration. "Get used to this! To being nothing more than a cum rag, what else will they do with an ex-princess of fuck? At least the ponies want to fuck the other three because they respect them, when else would they get to fuck a deity? But, you...? You're just a worn out dishcloth. At BEST." Cadance sobbed, the words as raw against her as the cock inside her. Starlight hauled back on Cadance's hair, shivering and cumming hard, bloating up the ex-princess' gut. She pulled out slowly, savoring the defeat of the final princess. She admired the mix of color on Cadance, blood and cum mixed together between and down her legs. She sauntered out of the room, purposefully slamming the doors open in Shining's face, knocking him prone, and senseless. Her magic seized him by the hair, hefting him up, the cock that had been in his wife's asshole now smeared against his face. He tried to pull away, head spinning still. "Come on now, don't you want your wife to be free of her debt sooner? I'll count what you do in regards to her debt, hm? I'm kind and fair, I can tell you want to help," she purred. He swallowed, eyeing the cock. "I'm not...I'm not gay. I think." "Good for you it's a girl cock then, isn't it?" she smirked. He thought on this, then nodded slowly. He doubted he was getting out of this one regardless, so turned and opened his mouth. She shoved the cock down his throat, making him gag and instinctively thrash before he managed to get little gasping breaths every time she thrust down his gullet. She took her time, having cum once already, after all. She seized his ears by hand, yanking them to pull him on and off her cock, rolling her hips into his mouth, down his throat. She could feel his inexperienced throat spasms around her cock, moving one hand from his ears to his throat, clenching hard to feel her meat raping his throat. He gagged, stomach heaving, but the size and depth of the cock prevented him from soiling either of them. She smirked at the pain and discomfort on his face, her magic slamming his face right into her crotch, moving up back and forward, like an oversized fleshlight. His eyes began to water, and felt disgusted when he realized her cock was throbbing with each tear streaking his cheek fur. Finally, she came down his throat, bloating his stomach directly with her magic mare cream. She yanked out to cover him in the last few spurts of cum, grinning maliciously down at his messy face. "Very well...I will consider some of her debt paid by you. How generous," she laughed, wrapping her cloak back around her and leaving. Shining shivered on the floor, kneeling, terrified of how Equestria and the Empire might change.
A Change in PlansTo say Starlight was pissed was an understatement. All her plans, all her followers, her base! Gone, ransacked now no doubt by that false princess! She walked deeper into the caves she'd been forced to flee into. Well. Fine...she could adapt, she could move her plans up or change them entirely. Besides, she wasn't stupid enough to not have contingency plans or, in this case, an emergency stash. Lighting up her horn, she moved deeper, he plain dress doing little to insulate against the biting cold of the caves. Her magic lit up sigils on the walls-basic ones that turned up in the presence of her magical signature, but were there to show her the way to a special cave. It looked like the others she'd tramped through, but she made a beeline for a wall. Kneeling before it, she cast a spell on it, and a low rectangle-almost like a drawer-slowly ground out of its home in the wall. Starlight grinned-she put rummaged in the drawer, a number of glowing magical artifacts lighting up her search. She had tried to make others see her way by words, by convincing arguments! But, clearly, that had failed...she lifted up some sort of amulet. It was glowing dully, but she knew it was because it wasn't in use. A tiny bit of magic...and it would take, and consume, any cutie mark. It took a few years to do so, but she'd get its magic in the meantime. She had wanted her citizens to see the marks she took, to look upon them in disgust as she had, so this wonderful item was hidden away. No more. Obviously, she'd been far, far too lenient with those she taught. Far too kind and forgiving. No longer. She was going to get revenge on Sparkle for what she'd done, and prove to her how futile it was to resist Starlight! She grinned wider, the faint glow lighting up her mad grin. And she knew just where to start... Celestia rested on her throne, her sister in her own throne to Celestia's right. It had been a week since her most faithful student had sent her a letter about Our Town. She was very proud of Twilight for ensuring everyone could be individuals, and find joy in their destinies. She was also proud that Twilight suggested leaving a spell to let them send letters right to Celestia- emergency or intel use only, of course. It had even been used already! A poor, scared pony, with information about that misguided Starlight Glimmer. Too scared to even write her name in case it was seen! Of course Celestia had accepted the asked for meeting at the asked for time-just before dawn, so she could speak to Luna on her nightmares as well. The only guards were those outside the doors, that lit in the cloaked, reluctant pony. She drew it around her closer as she approached, bowing stiffly and shivering. Celestia looked at her with gentle pity and love. "Now now, my little pony-there is no need to be afraid." The pony stopped shivering, and grinned. "Not entirely true, princesses," taunted a voice. Luna was first to her feet, recognizing that voice from a number of nightmares recently. Her beam of concentrated moonlight bounced off an impressive shield, hitting the wall. It crumbled, but showed another shield behind it-the throne room had been cut off from the rest of the castle entirely. Luna gaped at the show of sheer power on display, before clenching her teeth, summoning armor to from around her, akin to Nightmare Moon's but in pure silver. She didn't bother with a speech asking for surrender, she could feel this attacker would be satisfied with nothing except victory. She launched herself across the room with her wings, at a speed that threatened the sound barrier. She hit the shield...and was bounced off at a purposeful angle, that slammed her into the floor and bounced her into the wall behind their thrones. Both the floor and the wall had spiderwebbing cracks coming from the holes the alicorn's body had smashed into them. Celestia watched in shock, before standing, her own gold armor beginning to form on her. "Enough! Your trauma is not an excuse for this! Stand down, so we may help you and not hurt you further!" She was not worried about her sister-a couple of bounces wouldn't have hurt her more warlike sister, she'd be dazed at most. More importantly, was the pony who had come to her claiming need and used her kindness to attack. The pony in question, standing tall in front of her laughed lowly, mockingly, before throwing back the cowl's hood. Starlight Glimmer. "Your kindness borders on naiveté, princess...remember that is what set your downfall in motion." she sneered, as Celestia threw a sunbeam at her. Like her sisters, it bounced off, this time wrecking the high ceiling. Using her magic, Starlight hovered in the air, grinning viciously at the princess below her. The amulet at her throat began to glow, throbbing in a golden shimmer. Celestia also took to the air, the pair trading magical beams and blocking with magical shields. A great silver beam added to Celestia's, Luna having recovered, but the combined strength did nothing but push Starlight back with her shield. She chortled, taunting, "The two most allegedly powerful ponies in the whole land...and you can't take down a single mare?" Her fingers danced over the amulet, now the gold shimmering with silver, "No wonder you need Twilight to fight your real battles!" The princesses bristled at the insult. "You have no idea our plans for her!" Celestia cried, "She will be a wise, powerful, and kind ruler!" This time, Celestia got up close, trying to physically punch through the barrier. The combination of earth pony strength and unicorn magic infused armor began to cause spiderweb cracks, Starlight cackling as they were fixed as soon as they happened in the blink of an eye. Luna joined in, flying up to the ceiling, diving bombing the shield on its other side and crashing into it feet first, and then launching back up to do it all over again. "Fools!" Starlight continued to cackle, "You do exactly as I want, over and over!" The princesses took this as mad rambling-they couldn't see why this was something any pony would want. So they ignored her, and continued trying to beat down the shield. Starlight grinned wider, eyes just as wide. The only thing they managed to do was force her and her shield to the floor again. Luna hit the roof, catching herself in mid air, and looked up. She gasped-she hadn't hit the roof at all! Starlight was shrinking the bigger shield keeping everypony else outside! Luna glared, "This is your plan? Shrink a room?! You are as mad as you look, dictator." She couldn't deny maneuvering would be harder in the smaller bubble, but a few good shots with pointblank magic bolts would make that irrelevant. Starlight cackled madly, the amulet half hidden by her cloak letting off gold and silver sparks randomly. They became brighter with each physical or magical attack that hit one of her shields. The sisters, overwhelmed in their magical senses by both themselves and the other, thought nothing of a third growing power. They assumed the other was making some sort of trap for the dictator, foolishly not bringing attention to it, should they give away the plan. Starlight grinned madly as the sisters paused to catch their breath on either side of the room, facing her. "Well...now it's my turn, don't you think?" she chortled. She pulled the shield around her body tight, conforming it to her body shape. It wouldn't last long, but it didn't need to. As she expected, Luna ran in to grab Starlight around the middle, maybe aiming for a pile driver. Instead, the shield exploded outwards in shards of magical essence as soon as it was touched, tearing through some of Luna's armor, shredding a wing's feathers, and cracking her horn. Luna had managed to keep her hold on Starlight, but as the pain pulsed through her head, she slumped to her knees, half consciously leaning on Starlight, even now trying to keep her still. Celestia screamed in horror and rage, furious anyone would dare hurt her little sister. She summoned a massive double headed battleaxe, in the same gold as her armor. Her mane exploded into fire, dancing around her. Starlight, however, grinned widely at the mad princess as she yanked Luna's mane to make her face her sister. "Does this make you mad, Celestia? Does this fill you with fury beyond comprehension?! Well then!" she kicked Luna away like a sack of rotting apples. "Give me your best shot..." Her taunts and sadistic kick had the effect she wanted. Celestia screamed in pure rage this time, focusing a massive solar flare of her magic at Starlight, who cackled as it engulfed her. Instead of the ashes Celestia expected to see, already feeling guilty about the force used, was a maelstrom of magical power that pulled in her solar flare, and kept pulling. Celestia gasped, resisting, but the opposing force had hooked into her own magical signature, right to her horn. Boosted by Starlight's already considerable power, the amulet devoured the princess' magic, even her cutie mark beginning to fade. Soon even her mane and tail hung limp, as the last sparkle of sun was erased from her flank. It reformed on the amulet Starlight wore, advertising her victory. Celestia stared in confused horror, not so much as a magical spark coming forth despite her best efforts. Her eyes fell to Luna, collapsed at Starlight's feet, groggy and in pain. "Fly, Luna! Escape, little sister, please!" she begged, her own wings useless without pegasus magic to get her off the ground let alone fly, but it didn't stop them from fluttering in her distress. Luna's head lolled listlessly to peer at her, the cracked horn sending spasms of toothache like pain throughout her head. She didn't seem able to understand, until Starlight turned to laugh at Celestia's panic. Luna's eyes cleared, having been faking it for a chance to run. She gave Celestia a look of sorrow and guilt, mouthing a promise to find Twilight and reverse it all. She leapt into the air, taking flight-only for Starlight's shield to come down with the same velocity Luna went up. It smashed her into the ground, only the lack of more speed from her snipped feathers and alicorn hardiness prevented something lethal. She twitched, moving, and groaned in pain. Everything hurt, but the damage from her now broken wings and snapped wrist was the loudest. Thank harmony her horn hadn't taken more damage. Starlight tsked, grinning. "What? You thought I forgot about you, or the shield? Of course not...and don't worry...Twilight will absolutely be joining us," she promised, eyes wide with anticipation. "But first!" she lifted her hands, focusing power through her horn, to the amulet, and the combination of her magic and Celestia's hit Luna, forcibly prying her magic from her. She screamed, trying to fight at first, but it made the magic backlash and burn every nerve ending she had. She sobbed, begging Celestia to forgive her, and willingly gave up her magic, her cutie mark as well fading to return on the amulet. Finally it ended, Luna slumping sideways to pant on the floor. She jerked when magic touched her again, and was surprised when it was clear it was healing magic, fixing her up entirely, if still magic and cutie less. She eyed Starlight with suspicion, who only smirked in reply. She sauntered away, towards the thrones, dropping her cloak, but keeping the amulet. Under it all, she was bare. The sisters watched, stunned, by the sight of a fairly large cock between her legs. She clicked her tongue at the two thrones, before using her magic to force them together, melting them into one and reshaped to be a single, tall throne. Starlight sat on the newly made throne, legs wide to show off her monster cock. She sneered from her place above them. "Both of you-strip of your armor. You belong to me now, and I plan to enjoy it in its entirety." The pair glanced at each other. Celestia nodded, "Do it, sister-it's best for us to play along," she whispered. Luna looked like it was distasteful to her, but nodded back, and the pair began slowly undoing and dropping the pieces off to the side. They stood in front of the throne, Luna more lithe than her sister's wide chest and hips. Unlike her sister, she tried to cover her chest and crotch. Starlight let her-for now... "Both of you. Turn to each other." she ordered, the pair looking at each other in confusion, but obeying. Starlight nodded in satisfaction, eyeing up the thighs facing her. She focused, eyes glowing white and her horn charging up with a magical whine of building energies. She shot the spell at the pair, the magic condensing on their flanks. With a flash of light, it revealed Starlight's equal signs. She smiled with smug satisfaction. "Originally, this is what I wanted. No one above or below others..." her expression became grave. "But it's become clear. You wish to keep the thrones to yourselves, and your forced alicorns! No one can be truly equal with you mares puppeteering it all! I see it now...I was here to make your student suffer. And I will...but I will also be kicking you two worthless holes off the throne. Equestria needs a FAIRER leader, one that will actually led them into a great, equal, tomorrow!" She looked up, grinning as her shield melted to nothing. "Ah...and here comes our esteemed guest. Welcome, Twilight Sparkle,"
AdjustmentsTwilight stared in shock at the mad unicorn on the melted together thrones of Equestria, horrified at the state of the broken and beaten princesses. This wasn't what she'd expected when a magical missive had been sent to her from the Solar Guard. She charged her horn up, teeth gritted-she was NOT going to let this pass. Starlight cackled at her, swatting aside the massive, powered beam from the element of magic, as if it meant nothing. And to her, it was. She was filled with her own power, and the amulet allowed her to command the magic she'd stolen too, before it would be absorbed by the amulet into her. She enjoyed the look of pure confusion and terror Twilight gave her, before hitting her with a massive bolt of her own. Twilight was sent flying, slamming into the closed doors and rattling them nosily. Starlight stood as Twilight fell, in a heap. She sauntered over, taking her time, before standing tall over the downed princess. Starlight waved her hand, her magic stripping Twilight of her school uniform like outfit. Starlight snorted. "A teachers pet at all times, hm Sparkle?" She shook her head, ignoring Celestia's protests and begging. Starlight wasn't going to pay that any mind. She'd have the former goddess begging again soon enough. She hit Twilight with the full power of the amulet, dragging out her power. It was...truly an amazing amount of magical stores the alicorn had. But Starlight now had all the time in the world, and like Luna, it soon became too painful for Twilight to hold onto. But she tried, sobbing in pain and fear, she tried. But as the pain grew, her grip on it slipped. Finally, Starlight ripped it free, grinning, a starburst now superimposed over the sun and moon on the amulet. She cackled as she cast the final blow-a spell that forced her equal signs onto the Element of Magic. Twilight stared mutely at the brand now on her, the same as her felled mentor and her sister. She looked at Starlight, her expression asking why. The unicorn grinned down at her. "We are all equal...but you three? You all deserve to be at the very bottom, with your nasty plans to ascend more ponies, so no one is truly equal! I will make sure you cannot ever do such a thing again. And soon...you won't want to," she sneered. Celestia scowled, "We won't ever fall to your level, Starlight Glimmer!" she declared, the other two nodding. Starlight just laughed. She approached the three, her horn glowing, and their cutie marks followed suit. She paused, letting the uncertainty sink in, before she did anything. "Kneel," She demanded, and all three fell to their knees before her. She laughed, pleased that it had worked so well. "Something harder, I think. Twilight! On your back!" Twilight did as ordered, the confusion and fear clear on her face. "You, sky sluts," Starlight addressed the former princess sisters, "Hold her arms down...I want to feel her struggle for this," she grinned malevolently. The sisters, Celestia sobbing and begging for forgiveness, held one of Twilight's arms to the floor each. Starlight sauntered over, her cock bouncing before her. She purposefully stepped on Twilight's cunt, then her stomach, not stomping but not being gentle either. Twilight writhed and sobbed, crying out each time Starlight's foot came down on a sensitive area. Finally, Starlight reached her head, feet on either side. Twilight looked up, getting a good view of her dripping pussy, hanging sack, and massive horse cock. Starlight looked down at her, grinning, before beginning to squat. Twilight writhed harder, realizing Starlight was going to sit on her face-she doubted it would be a good time for both of them. Starlight took her time, letting her anticipate the slowly lowering genitals. Finally, she sat on Twilight's face, the alicorn trying to get out. "Eat me out-if you can't make me cum, I won't get up...and you die with your face in my cunt," she sneered. Twilight wailed, first trying to get free, and then beginning to lick and suckle the folds covering her mouth, her nose blocked by the fat nuts resting on it. Her tongue probed up into the depths, the cunt honey sliding down her face making breathing even harder. She choked briefly, but managed ot shove her tongue upwards into the drooling snatch-Starlight must have really been getting off on her victory. She rolled her hips against the fallen princess' ministrations, sighing happily. It felt damn good-even if Twilight won this little bet, Starlight wouldn't hold it against her. Much. Twilight did her best to please the tyrant soaking her face, licking into the depths and even gently rubbing the sweaty, heavy sack with her nose. Starlight eyed the expressions of desperation and despair on the faces of the princesses holding down one of their own, the youngest, to a possible ignoble fate of suffocating in pussy. She hadn't meant to, but the mere thought made her pop earlier than she wanted. She moaned, head back, pressing down so hard Twilight's muzzle popped inside of her cunt, able to feel Starlight's every orgasmic spasm. Starlight stood, Twilight gasping and coughing, sobbing as she coughed up pussy juice. The Regal Sisters turned away, not wanting her to feel worse. Starlight just laughed. She addressed Celestia, "You. Sunbutt. Clean off your failure of a student with your tongue. The least you could do is make sure she doesn't smell what a rugmuncher she is," Celestia glared at her, but obeyed-they'd been in dire straights before. Someone would help them, even if it wasn't Twilight. She murmured this quietly to her distraught student, trying to both soothe and give hope. Starlight let her-the more hope she had, the more she'd fight, and the more it'd hurt her to hit rock bottom. Starlight turned her evil eyes to the moon princess, who glowered back ferociously. "You. Slutmare Moon," she sneered, "Come prime my girlcock-or it's going in every hole all three of you have dry-I won't start with the mouth," she warned. Luna stiffened with rage at both the disrespectful mangling and a reminder of her past mistakes. "Very well. I will...assist you," she managed to spit out, stiffly. She leaned over, her tongue poking out to lap at the flared horse cock pointing at her. She made a face-she much preferred a good pussy, but being fucked dry sounded much worse than just slobbering on a cock. She took the head into her mouth, shivering with disgust, before bobbing her head, swish her tongue around, trying to get it well and truly wet. She glanced up at Starlight, confused when she started laughing. Looking back down, Luna felt a cold chill-no wonder the sadist was laughing...despite her best efforts, she'd barely slobbered halfway to the medial ring. Celestia watched out of the corner of her eye sadly, lapping Twilight's face fur clean. She actually continued even when the young alicorn was squirt free, but didn't want Starlight to give either of them a new, more humiliating task. She felt a pang of guilt-but Luna could handle a bit of cock. Luna herself wasn't so sure about that. She bobbed her head desperately, slowly, with each bob, getting closer to that ring. She already had nine inches stuffed down her throat, making it bulge out obscenely. Starlight shook her head, "Poor Lulu," she said cruelly. It wasn't near as cruel as what she did next-she put her hands on Luna's head, grabbing her ears like handles, and shoved Luna down as she thrust her hips forward, forcing the alicorn to take a sudden amount of thick cock down her cum guzzler. Luna tried to push Starlight back, but with her cutie mark had gone not just her magic, but her earth pony strength. She was at the mercy of the unicorn, who did not seem inclined to give it. Instead, she steadily thrust a little deeper each time, Luna's eyes rolling back in her head. Starlight gave one last, massive thrust, and her flared head popped into Luna's stomach, unleashing an absolute torrent of cum. Luna's stomach swelled, Starlight finally yanking her cock out before Luna was belly popped-Starlight didn't want that, not yet at least, so the last few massive shots hit Luna in the face. She slumped over, breathing almost as labored as Twilight's had been, her stomach groaning at the massive meal it had been given. Starlight grinned, "Well...now it's your turn, AssBreaker. Oh don't worry, I'm not breaking it....yet. But your sister's work was sloppy," she sighed in feigned disappointment, "So it's up to big sister to do it." She strode over, pressing the still cum dripping length along Celestia's cheek. "Come on, prove to me I should keep both of you...your sister was so lackluster I may as well throw her out! You don't want that, now, do you?" Celestia shook her head, frightened for her beloved little sister. "I...I will do anything you ask, I'll make sure you're happy with both our obedience, I promise I'll teach her, just don't...please don't separate us again," she begged. Starlight grinned-she thought so. Celestia was so terrified to lose her sister again, she'd do anything...perfect. "Of course, Celestia-provided, of course, you please me now and she shows improvement later on. I'm no tyrant, only fair," she promised. She actually meant to keep this one too-Luna improving would only make it more pleasurable for Starlight. Celestia turned her head, taking the cock into her mouth. Using one hand, she guided the cock down her throat, the other reaching forward to fondle the hefty balls at its base. She bobbed her head easily, her larger stature and greater experience with cocks making it so much easier than it had been on Luna. Starlight rested her hands on Celestia's head, sighing happily. She really was much better than her sister at this. And going for extra credit, too-soon she'd not just reached the medial ring, but throated it. Starlight groaned, her hips bucking a little. Celestia slid up and down the length, her tongue lapping and pressing against it. She suckled on the head, tongue pressing against the cum hole. She used her hands to stroke the length not in her mouth, glancing at Luna, trying to convey that she should watch so Starlight wouldn't separate them. Luna pouted faintly, but soon gave it her full attention. She watched the way her sister moved her tongue when it could be seen, where along the cock length she paused to suckle and when she pulled back to lap submissively at the head and flare. Celestia slid the cock into her throat, swallowing around the cockhead and using both hands to lovingly caress the massive, fat nuts becoming increasingly tense. Celestia glanced up, and went right for the prize-she slowly, wetly, giving Starlight her best bedroom eyes-it made her sick to do so, but she'd do anything, act in any sort of sexual or humiliating way if it would take attention off her sister and beloved student. Starlight seemed to enjoy it at least, letting out a cry of pleasure as Celestia's soft, white lips reached the base of the girl cock. A river of cum was unleashed, Celestia's gut swelling with the load. She pulled off the cock, letting the last few spurts splatter on her face and glaze her momentous melons. Starlight walked back to, and collapsed on, the melted throne with a satisfied sigh. The shield around the room shattered, and she grinned. "Now...you will all announce me as the new ruler, and state your public support of me, and my Equaling. I don't want issues while Equestria transitions to a beautiful new dawn. Oh, and don't you worry...you'll all have a chance to show how sorry you are, and help bring the Crystal Empire around too,"
ImprovisingStarlight forced the trio out onto the balcony used for addresses or speeches, none of them allowed clothing. Starlight however, stole all of their regalia and again, melted them together to make herself a necklace, crown, and horseshoes. All three melded together, making a rather nice spectrum. She wore a simple, plain dress otherwise. Starlight stood behind the trio, nodding at them to begin. Celestia stepped forward, taking this burden on her shoulders. "Citizens of Canterlot, and indeed, Equestria!" The Royal Canterlot voice made her words boom over the crowd to be easily heard. She glanced at the other two, before steeling herself. "We have an announcement...all three of us, hereby abdicate the throne, and give it to Starlight Glimmer, who promises to treat you all far fairer than I ever did. I...it can be seen easily, my own selfishness, that my sister went without punishment when she returned and attacked, or my own student was granted Alicornhood, as was my adopted niece," she said, dutifully reciting what Starlight had made her memorize for this speech. "We also...encourage Cadance to give up her throne and Empire, and allow Starlight Glimmer to take over peacefully. Furthermore, due to our...our failures and favoritism in the past, we will be, as punishment, lesser ponies. We are to no longer wear clothes, and treated as the dirt we are. You are...to use us in any manner you please, whether it be hard work or...or intimate work. Just remember, good ponies willingly give up their cutie marks to Starlight Glimmer. Anyone who refuses will be...will be a bad pony, as we are. I urge you all to begin lining up to hand it over immediately-show your new monarch you are just as committed to a better, more equal Equestria." There was general confusion in the crowd, a pegasus flying up. "Um, your...previous...highnesses? What does this mean for our jobs?" "A valid concern. You can keep or change jobs as you see fit-this will just allow those who got shoved into a role because of cutie marks a chance. Very little will change for the worse, I can assure you." "Okay, I guess...what about you three? You said you're lesser now...what exactly does that mean?" he asked. She swallowed hard, not wanting to answer this, adding to her humiliation and setting out exactly how little of a pony she was now. But it was expected...and she had to protect her sister and student. "It means we are livestock-less than that. We are to be put to work, any kind of work, without pay or kindness. We are, at most, fleshlights for anyone's perverted pleasure. We cannot say no, we are just tools to be used now, however it pleases you all." "Seriously? So if I...landed, and wanted to fondle you...not only could I, you're not allowed to stop me, and I won't get in trouble?" "Indeed you won't," Starlight broke in smoothly, "In fact, you are encouraged to help in their...rehabilitation. It is my hope they will realize how unfair they have been and will learn from this. They cannot be royalty again, clearly, but maybe one day they can rejoin our loyal, fair citizens as ponies again. So, go ahead-begin helping," she smiled. He landed, eyeing up the taller ex-ruler's rolling mountains of flesh. He reached up, gently kneading her heavy breasts in his hands. His eyes practically shimmered, amazed at her feel and size. Celestia looked away, tearing up, but didn't try to move away or protest. She could only hope Starlight Glimmer meant it when she said they would be ponies again once the debt she saw was paid. Starlight turned to the other two, "Go work the crowd-remember to remind them to willingly give up their marks," Twilight and Luna looked at each other, despairing, but both glided clumsily down to the crowd, announcing their presence and literally asking to be used. Twilight was lucky, as one knew her as a librarian, and wanted her to come shelve books-naked, admittedly, but that was a relief for her. She left, glancing nervously back at Luna, as the crowd eyed her back just as nervously. Her history as a Nightmare wouldn't be forgotten in these pony's lifetimes. She felt relief as her own Nightguard took her away, short lived as she saw they approached the barracks. Her heart sank-betrayed so easily by those sworn to protect her. Cadance paced in her throne room, gut tight with fear and anxiety. Starlight was steadily taking over- Cadance was surprised at the amount of people that just...turned over their cutie mark. Those upset it had railroaded them into one job, those that didn't feel it was what they really were good at, those who wanted a chance at a better or more fulfilling job. What truly put the fear in her...was that a good portion of her subjects had left and given up their marks to Starlight. It became more and more tempting to simply give in. She looked up hopefully as her husband entered, but he looked resigned and hopeless himself. "...half our population is leaving, and the other half are demanding we start following Starlight Glimmer. ...she's made it sound pretty good to everyone. I...maybe we should just...let them go, and go into hiding until Twily's friends can fix this." "...I don't want to give up my empire, Shiny...it...it feels like I'm not protecting it like I'm meant to." she admitted, wringing her hands miserably. "...maybe you're right, maybe we should just hi-" The doors were slammed open entirely, Starlight Glimmer sauntering in easily, alone for once without her pets. "Princess and Prince of the Crystal Empire...I come to formally ask you to join Equestria, and give up both your power and marks." Shining stepped in front of his wife, "And you expect us to just agree? Become like my poor sister?" Starlight shook her head, "Not if you give it up without a fight." Cadance put her hand on her husband's arm. "We should...at least hear her out, right?" she turned to Starlight. "I...I care for my ponies, our ponies, and I just want to know you'll treat them well." Starlight inclined her head. "I can't argue that, a good ruler would always want that." she sounded begrudgingly respectful. Cadance led the way to a meeting room, Shining following Starlight and giving her the stink eye the entire walk there. The rulers sat across from Starlight, and the talks began. Starlight wouldn't budge on absorbing the Empire into Equestria, nor demanding everypony's cutie marks, no matter what. She could promise no pony would be judged based on talent or species any longer. The rulers exchanged looks-there was no other option, either comply, or fight and be forced. Cadance took in a deep breath, nodding. "Very well...as long as the Crystal ponies are taken care of alongside other ponies, I can see no reason to deny you. We...we give up both the Empire and our cutie marks to you." Starlight clapped her hands, "Excellent! I'll leave you to tend to the Empire directly in my absence. But i do expect your undying loyalty. So first..." she stood up, brandishing her medallion. "Give up your cutie marks." The pair had to strip down enough to show their marks, but Cadance was just grateful it wasn't as shameful as what the trio had to go through. The process of removing the marks also wasn't as painful, as Cadance offered hers up willingly. Even Shining was only reluctant for a moment. The safety of their people came first. They collapsed in each others arms, the process still weakening them a fair amount. "And that is all. I'll leave you two to recover...Oh! Except, one thing." She snapped her fingers, and Cadance was branded with her equal signs. "You're going to need to work off your debt to ponykind as well." "What?! No! That wasn't part of the deal!" Shining raged, standing in front of his wife. Starlight laughed, shaking her head. "Doesn't matter...all that matters is that she has a debt to be paid." Shining lunged at her, only to be slammed into the table. She picked up his limp body with her magic, and tossed him out of the room like garbage, sealing the door behind him. Cadance whimpered, scooting back on her rear. "S-starlight, please...I don't want..." "What you want is irrelevant. All that matters is that you have a debt to repay." "And...it can be repaid? You won't...make me do it forever?" "It can, and I won't-your debt is much smaller than the others, as well. You did profit from your connections, and gain an entire empire, but you didn't do it for years like the sisters. Now..." she dropped her cloak, naked under it yet again with an impressive cock swinging between her legs. "Come show me how much you want to repay your debt to society." Cadance swallowed, eyes watering in shame and fear, but crawled over-she couldn't stand, and didn't think Starlight would want her to either. She was right, Starlight watching her with sadistic glee. Cadance reached the tip of Starlight's cock, tongue reaching out to lap at it. She bathed the head with her tongue, one hand holding it steady, focusing on using her mouth to pleasure the shaft. She began to pump gently with her hand, suckling on the head and twirling her tongue about. Starlight grinned, putting her hand on the back of the alicorn's head and shoving her right down to the base. She sighed happily as Cadance spluttered, doing her best to keep the cock stuffed down her throat. Starlight ground against her mouth, barely moving out of the hot, tight throat, before shoving Cadance to the floor, cock coming out with a lewd, wet slurp. Cadance panted on the floor, Starlight's magic seizing her tail and hauling her up, exposing her pink princess pussy and forcing her onto her front. "Keep that thot ass in the air. No matter what I do, you don't move away. Any move you make is to be solely to pleasure me-show me you can be selfless for an equal Equestria." Cadance nodded, sniffling and trying not to cry. "I-I will, Starlight, I promise." the more she played along, the less she'd be humiliated, and hopefully the faster Starlight would consider a debt paid. She took a deep breath, getting ready to debase herself. Cadance reached behind her, tail flagged up over her back, and spread her pussy lips for the dictator. "Please, Starlight-help me erase my debt, help me show Equestria how much I regret my selfishness, instead of encouraging Auntie to use all that power to improve the lives of ponies, not just giving me a fancy horn!" Starlight stroked her cock, Cadance's words stroking her ego and delusions feeling just as good. "You understand your position-good," she grinned, pressing the cock head to Cadance's wet pussy lips. She wasn't surprised-even without her mark, Cadance was the princess of fuck. Starlight's fingers gripped Cadance's hips, sinking slightly into her flesh, and began to press her cock forward slowly. She enjoyed the sight of those pussy lips opening and sliding down her girlcock. She'd barely got to the medial ring when her cock head bumped up against the fallen princess' cervix. Cadance shook her hips dutifully, "Ram right through! Even without magic I can survive damage, it'll hurt but I deserve it!" she was glad her hair hid her face, twisting in disgust and soaked with tears. She hated everything she said, every little thing she did to convince Starlight she meant it. She didn't mean it, she never would, she thought vehemently. Starlight chuckled, before slamming her hips forward, purposefully knocking against the cervix now. Cadance whimpered in pain, sobbing outright, but knew Starlight would want to her hear her suffer. And that she did, listening to Cadence's agony made her wet and hard. She yanked Cadance back by her tail, popping past the cervix and slamming wihtout mercy into the wall of the womb. Cadance shrieked, eyes wide with pain, Shining screaming in rage and pounding on the door. He couldn't get in any other way, but it was sealed shut by a very powerful mage. He'd have had no chance even with his magic. He pounded on the door with his fists, before sliding down it, hot tears prickling his eyes. Inside, Starlight ripped her cock out of Cadance, and shoved it into her asshole even more viciously, tearing her anal ring. Starlight put both hands on Cadance's head and thrust furiously and without consideration. "Get used to this! To being nothing more than a cum rag, what else will they do with an ex-princess of fuck? At least the ponies want to fuck the other three because they respect them, when else would they get to fuck a deity? But, you...? You're just a worn out dishcloth. At BEST." Cadance sobbed, the words as raw against her as the cock inside her. Starlight hauled back on Cadance's hair, shivering and cumming hard, bloating up the ex-princess' gut. She pulled out slowly, savoring the defeat of the final princess. She admired the mix of color on Cadance, blood and cum mixed together between and down her legs. She sauntered out of the room, purposefully slamming the doors open in Shining's face, knocking him prone, and senseless. Her magic seized him by the hair, hefting him up, the cock that had been in his wife's asshole now smeared against his face. He tried to pull away, head spinning still. "Come on now, don't you want your wife to be free of her debt sooner? I'll count what you do in regards to her debt, hm? I'm kind and fair, I can tell you want to help," she purred. He swallowed, eyeing the cock. "I'm not...I'm not gay. I think." "Good for you it's a girl cock then, isn't it?" she smirked. He thought on this, then nodded slowly. He doubted he was getting out of this one regardless, so turned and opened his mouth. She shoved the cock down his throat, making him gag and instinctively thrash before he managed to get little gasping breaths every time she thrust down his gullet. She took her time, having cum once already, after all. She seized his ears by hand, yanking them to pull him on and off her cock, rolling her hips into his mouth, down his throat. She could feel his inexperienced throat spasms around her cock, moving one hand from his ears to his throat, clenching hard to feel her meat raping his throat. He gagged, stomach heaving, but the size and depth of the cock prevented him from soiling either of them. She smirked at the pain and discomfort on his face, her magic slamming his face right into her crotch, moving up back and forward, like an oversized fleshlight. His eyes began to water, and felt disgusted when he realized her cock was throbbing with each tear streaking his cheek fur. Finally, she came down his throat, bloating his stomach directly with her magic mare cream. She yanked out to cover him in the last few spurts of cum, grinning maliciously down at his messy face. "Very well...I will consider some of her debt paid by you. How generous," she laughed, wrapping her cloak back around her and leaving. Shining shivered on the floor, kneeling, terrified of how Equestria and the Empire might change.
