Fluttershy gawked at the massive cock resting between her teats, her mouth going dry as she drank in the sheer size of it. She could feel every beat of his heart as his shaft throbbed between her rack, a dollop of precum oozing out of it and making her lick her lips. His nuts nuzzled her cunt, as it winked against his cumtanks, moistening it with her lust.

“Y-you aren’t going to r-rut me are you?” she stammered, gnawing her lip.

Sombra chuckled, slapping his cock against her stomach. “Only after you break, bitch. You’re weak, and I’ll enjoy morphing you into a proper slut.”

Fluttershy shook her head, throwing his words aside and doing her best to put on a stern look. “I…I won’t break!”

“You know, that’s what those two said too.”

She followed his gaze, fixating on Twilight and Applejack, both still toying with Pinkie Pie and Rarity. She knew full well those two were much, much more strong-willed than her, but still, she had been growing her confidence and composure for years, and she had to put it to the test—she had to defy this villain.

“W-well I’m different!” she shot back, adorning a facade of defiance.

Her words grabbed Rainbow’s attention, leading the pegasus to look past the amorous antics of her four other friends and focus on the pegasus. Seeing Sombra’s cock resting between Fluttershy’s tits, she grit her teeth.

“Resist him, Fluttershy!” She tugged at her crystal bonds, still holding an inkling of hope that they’d break. “We’ll stop him! Let him know you aren’t weak!”

Straining against the crystals locking her in place, she swiftly gave up as her attempt seemed as futile as her prior ones. The sounds of moans filled the air, wet claps mixing in with them every second or so, and there was a heady scent of all six of their natural aromas wafting lightly in the air. She could only assume it was more heavenly and intense closer to them, but, as Sombra had commanded, she was being left out.

A part of her was relieved, a part of her was envious, but most of her was downright angry. Angry at herself for wavering so often, angry at him for capturing them, and angry at her body for fighting against her mind. As much as she wished she was in any of her friends’ places right now, she knew that wasn’t going to happen. Lightly bucking her hips back into the empty air, her snatch gripping onto an imaginary cock, she was left to her own devices as she spectated the spectacle before her.

With Applejack slamming her backwards relentlessly, Rarity was enduring the pleasurable bombardment striking her nerves. Each time her arcane dildo filled her pussy’s walls, she felt them clench down onto it, desperate to remain filled—desperate to acquire enough pleasure to cum. Yet she’d have no release, unless she yielded to Sombra’s whims.

As much as she was wishing to be rocked with the most intense orgasm of her life, her every instinct telling her to say the simple words needed to receive such euphoria, her mind waged a war against her lust. She was enjoying this, whether she wanted to or not, but that didn’t mean she was going to let Sombra win. The promise of sinful delights and bliss for the rest of her life would have sounded appealing, if it wasn’t for the perpetrator behind this entire thing.

“C’mon, Rarity~” Applejack murmured, leaning down to her ear. “Don’t ya just wanna feel that amazin’ explosion of pleasure as you cum? It’s just a couple words ~ Gotta learn to beg for him, since we’re all gonna he doin’ that from now on.”

Clenching her jaw, Rarity eyed Applejack. “Nnngh ~ Y-you’re not yourself, darling.” She gasped as Applejack slammed her back into Pinkie with additional force, groaning as she was pulled forward again. “S-snap out of it!”

“Nah,” Applejack replied, shrugging. “There ain’t no going back from this, and I don’t wanna anyways! Master is perfect, better than anything I could dream of!” She pushed her forelegs forward, using her strength to slam Rarity back again. “And it’ll be even better once you’re doing it with me~”

Seeing that there was no getting through to her friend for the time being, Rarity refocused on resisting the urge to plead. Her clit brushed against Pinkie’s now, both of their sensitive buds engorged due to the impossible volumes of heat funneling throughout them, causing rushes of ecstasy to ripple through her entire body.

Pinkie was faring no better, letting out high pitch whines of bliss as she was restrained from her climatic release. The feeling of the dildo slamming into her was one thing, but knowing Rarity was enduring the same pleasure, and knowing it was her ass slamming against her own, made everything a touch more intense. Every few meetings of their bodies, their ponuts would press together, sending an unexpected surge of pleasure through her whenever they pulled apart. It was an unorthodox interaction, but she had heard of it happening before—and she loved how it felt.

Still, no matter how amazing things felt, she was doing her best to resist. Cumming would’ve been the best thing ever to her, but the requirement to reach it was one she refused to accept. Though, with each slam she dealt with, she felt her fortitude weaken.

“Y’know, I’m having a lot of fun doing this,” Twilight remarked, smiling down at her. “But, if you just beg him like a proper slave, then you’ll have even more fun than you already are~”

Pinkie glared at her, adorning that uncommon look of ferocity once again. “No! He’s…he’s the worstest creature ever! Ahn! J-just cause he’s been making - nnngh - us feel good…d-doesn’t mean I want to cum!”

“So you admit he feels good?” Twilight cooed, licking her lips. “That’s a start at least~”

A high pitched squee of delight escaped Pinkie Pie’s lungs as she was pressed back with intensified force by Twilight, bouncing off the walls and making Fluttershy shiver. The sound was horribly arousing, the fact it was coming from her friends making it all the hotter, but she tried to tune them out.

“I must say, slave, your tits are incredible~” Sombra complimented, eyeing the mounds on her. “Easily the biggest amongst your friends, aren’t you proud?”

She squirmed in place, an intense wave of embarrassment washing over her. Though some mares would’ve loved to have a rack of her size, she absolutely hated it. The attention she garnered from having the massive melons swaying below her was always unwanted, and the prying eyes of stallions and mares alike whenever she went always made her blush deeply. She couldn’t deny that knowing she was being ogled at didn’t turn her on a good amount of times, even finding herself rushing home to frantically get herself off quite often, but the fact she was so tantalizing always made her flushed.

“I…n-no! I’m not!” she stammered, gnawing her lip as she felt Sombra caress one of her tits. “A-and I’m not your slave!”

“Yet. Yet, yet, yet…” Sombra grumbled, rolling his eyes. “How many times do I have to say that? You sluts are painfully oblivious to your true destiny.” He reached down with his other hoof, pressing her tits together around his shaft. “Let’s crack that facade of yours, shall we?~”

The feeling of him massaging her sensitive mounds forced Fluttershy to bite her lip, holding in the guttural moan that wished to escape her maw. She thought she could handle him, possibly fend him off before her desire for pleasure consumed her entirely, but as he began to slide his length back and forth, that belief dissolved. Giving himself a titjob, caressing his cock with her soft tits, she shuddered intensely as he wrapped his magic around her bosoms. Gingerly, he pulled and twisted on her nipples, all while she felt every last throb of his cock.

“Well, seems like that little act isn’t going to be kept up for long ~ is it?~” He threw her a wolfish grin, pausing his motions. “Let’s see how you handle some proper treatment.”

Fluttershy looked into his eyes, her forced confidence crumbling. “W-what do you - aaahn!”

Before she knew it, Sombra began sliding his cock back and forth with ferocity, twisting and teasing her tits with his magic far more intensely. With his strengthened motions, his nuts slapped against her pussy over and over again, sending bursts of satisfaction through Fluttershy’s body. Her attempt to hold in her moans was swiftly struck down, as a sea of them escaped her lips upon every forward motion Sombra made.

He didn’t slow, savoring how quickly her attempt to stand her ground melted away. Thrusting his cock between her melons, he too felt a wave of pleasure wash over him each and every time he did so. Her bosoms were soft, perfectly massaging every last inch of his cock they graced–all while he felt her pussy wink against his nuts whenever they slapped against it. Her expression of cock-craving need only fanned the flames of his passion.

“Ahn! O-oh my goodness! Nnggh!” she wailed, feeling him twist her nipples in just the right way to earn an unbecoming moan from her.

Sombra couldn’t help but laugh, wholly taken aback by just how quickly she was melting from his efforts. Still, this was only one part of what he had planned for her. True, he was going to break her without fucking her snatch or backdoor, but he did have a devilish idea in mind for her throat. For the time being, he continued to savor the titfuck he was receiving from her, adoring the sight of her falling apart with each passing second.

Her cries mixed in with Rarity and Pinkie Pie’s adding to the symphony of endless bliss that filled the room–leaving Rainbow to struggle more on her own. Every single one of them was involved in the immense pleasure being dished out, except her. Rubbing her thighs together, desperately trying to quell the unrelenting need growing more and more within her, she grit her teeth. She wanted it, by the stars she wanted it–his cock, the dildo, anything to sate this need she had. But, even if she could get it, she had to remain resistant. Giving in an inch would surely send her down the abyss of obedience, and in part, him choosing to have her be teased endlessly may have been a blessing in disguise. Although her marish instincts were crying to be sated, every moment she wasn’t being sent through a gauntlet of bliss she was able to steel her resolve further.

She just hoped she could hold onto it.

“Gah! I…I won’t!” Rarity cried out, magic sparking out of her horn as her carnal longings were becoming immeasurable.

Applejack raised a brow at the sparks. “Huh, wonder if that would’ve hurt if you did that when ah was slobberin’ all over your horn.” She refocused on throwing Rarity’s ass back, shooting Twilight a wink as she did. “Rarity, you know you want this–we all do deep down. I ain’t telling you to break, that’ll come later once he shows you the light.” She struck Rarity’s flank, leaving a mark before thrusting her back again. “Ah’m just askin’ you to be honest, beg for him to let ya cum ~ You’ll be glad you did!”

Rarity shook her head, finding her resolve dwindling by the minute. True, submitting to his demand and begging to climax wouldn’t break her, but the humiliation and strike to her spirit would be immensely detrimental to her ongoing fight against the estrus spell. She knew he was the part of the equation that would break her, but yielding to her needs would just weaken her for what she feared was inevitable.

“I shan’t l-let you convince me to - ahn! F…fuck!”

Her eyes rolled back, as she felt magic course around her tits, as well as something prod her asshole. Managing to look below herself, she couldn’t mistake the purple hue that was toying with her plump rack–Twilight had upped the ante with her own hooves.

“T-Twilight! Nnngh! Ahn! S-stop - mmmmmph!”

She was cut off once more, this time her deepest desire finding itself sated heavily. A pleasurable pain ran through her as she felt her hair get pulled, her head moving back as Applejack gripped it. Her marehood gripped down on the dildo like a vice, as her asshole winked from the magic taunting it.

“Heh, I knew it!” Applejack tittered, holding her head back. “You’re a masochist! You really enjoy being treated roughly, huh? So much for a regal lady~”

Rarity tried to reply, but she simply couldn’t form the words, the sudden surges of satisfaction from all new parts of her body derailing her thoughts and sending them into a sea of unending need. Her hair being tugged, her tits being fondled, her asshole being taunted, the feeling of Pinkie’s ass clapping against her own, and the euphoric feeling of the dildo slamming into her over and over again–it was simply too much to bear.

Applejack saw her begin to waver, latching onto the opportunity like a hawk. “Now imagine how great it’ll feel when you cum~”

“I…I…” Rarity croaked, face twisted in struggle.

“Come on, say it~” Twilight cooed, still throwing Pinkie’s rump back into the unicorn’s. “Sooner you do it, sooner you’ll get to hear Pinkie cum too–since we’re gonna focus on her right after you~”

“W-wha?!” Pinkie blurted out between her moans, realizing her friend was on the brink behind her.

Rarity shook her head, trying to push away the thought of begging, but with another firm tug of her hair, and the dildo slamming into her once again, it only came back with a vengeance.

“Beg,” Sombra boomed, looking up from Fluttershy and towards her. “Beg me to let you cum.”

Rarity’s eyes fluttered, as she clenched her teeth in struggle. “P-please…”

“Say it,” Sombra repeated, his voice carrying a commanding tone.

His domineering voice was what did Rarity in, as she took in a deep breath and let it out.

“Please! Please let me cum! Nnngh! Ahn! Ahn! I…I can’t take iiiiiiit!”

Her entire body spasmed moments after her cry, as she felt a wave of magic burst out of her–the spell locking away her orgasm. The moment it left her, she felt as if the entire world crumbled around her. She had experienced endless orgasms, from her own hooves, other mares, and stallions of course–but nothing could compare to the sheer unrelenting force that washed over her. Her body ceased its twitching, only moving from Applejack forcefully pushing her back, as she was rocked with a climax so intense she couldn’t have even dreamed of a better feeling if she tried.

Her tongue lolled out of her mouth, her eyes rolled back, and she released a noiseless scream, as she entered a realm of unfathomable ecstasy. Her every nerve danced with untold volumes of pleasure, as her marehood gushed with her unending arousal, soaking her rump and Pinkie Pie’s. Applejack didn’t cease her efforts either, still grabbing Rarity’s hips and throwing her back into the dildo, elevating the orgasm by a significant magnitude. The unicorn felt as if she was entering the gates of nirvana itself, incapable of processing the overload of sensations accosting her—yet she had to come down from her otherworldly experience eventually.

Gasping for air, shuddering intensely as the final waves of her climax ran through her, Rarity felt her hair be let go. Her head lazily fell forward, her body far too exhausted to hold it up, as she drooled sloppily onto the floor below. The puddle of her and Pinkie’s marish juices below them had grown substantially larger, her orgasm donating a sizable amount of marecum to it. She tried to fathom the concept of reality, gradually waking up from her daze and sluggishly raising her head. Her moment of calm lasted for exactly that, a moment, as before she knew it she was being rocked with bursts of pleasure all over again–still being forced back into the dildo. She didn’t even make an attempt to hide her moans, lavishing the feeling, her afterglow temporarily sundering her mind into nothing more than a primal bitch.

In the midst of the unicorn’s temporary defeat, Fluttershy was beginning to teeter closer to the edge herself. It was shameful, how the simple sensation of his massive nuts slamming against her cunt was sundering her resistance, but she simply didn’t have the will to match her friends–let alone fend off Sombra’s assault. Trying to ignore the spikes of euphoria she was feeling with each slap, she began to piece together what he was planning. He was refusing to fuck her into submission, leaving her pussy and asshole alone, but he was adding outside Elements to assist him in the act. Making her friends partake in such intense exchanges, all for her to hear, see, and even smell–all of which were horribly enticing and satisfying in their own right, would only tempt her more. It was a deviously good plan, and it was working wonders, as the sounds of Rarity’s climax echoed in Fluttershy’s mind.

I’ll…I’ll feel even better than that…

She shook her head, fumbling with her own sense of self and the sinful desires creeping into the forefront of her mind. She wanted to feel him inside her, but she knew full well that would be her undoing. As long as he simply teased her like this, it was maybe possible for her to hang on.

But do I want to resist…they look so happy…so pleased…

She clenched her eyes shut, silencing the intrusive thoughts while Sombra continued to slide his cock between her bosoms. Two of her friends had fallen entirely to him already, Rarity had been briefly struck down by his spells, and Pinkie was on the same path as the unicorn.

“D-dammit, Rarity!”

Fluttershy stirred, hearing Rainbow’s voice calling out from afar. Even her, the daredevil she had known since she was a foal, was faltering. Rainbow acted like she wasn’t, having put on a facade of confidence just like she did before, but Fluttershy knew her friend well enough. She saw her cum at the start of this all, having pretended to not notice, and she saw just how badly the estrus spells and her ‘punishment’ was getting to her. She wanted to believe Rainbow could resist, that they all could, but, as she felt Sombra’s nuts tease her clit again, she questioned if it was even worth trying.

I’ll be happy, and I’ll be made into a proper bitch.

She gnawed her lip, feeling her pussy wink rapidly as the spell-induced thought pressed into her mind. She knew it was wrong, knew the spell was warping her ideals and ideas, and knew she had to resist. She wasn’t going to give in, not just yet, but with each passing moment the battle she was waging was becoming more apparent as a losing one. The sound of a marish, primal howl near her only furthered it, as she whirled her attention towards a particular party pony.

Pinkie Pie was falling, and falling fast at that. She heard Rarity’s plea, heard every intense moan she made, and felt the mare’s explosive climax coat her own flank in marish juices. Where she was managing to hold on to her resistance before, she was now dangling on the edge. Her body screamed for her to cum, a built up wall of lust that was ready to implode and send shockwaves through her entire body.

“Your turn, Pinkie~” Twilight whispered, nibbling the edge of the mare’s ear.

Pinkie braced for what she knew was to come, eyeing up the alicorn. “I-I won’t - nngh - give in like - aaahn!”

As Twilight had done to Rarity, she shrouded Pinkie’s tits with her magic. Caressing the mare’s ample mounds, she emulated a feeling of suckling onto her nipples, sending new waves of pleasure into her. Pinkie’s reaction had been immediate, her eyes rolling back as the sudden surge of newfound bliss had taken her off guard even with her trying to be prepared–yet Twilight wasn’t done.

“I know you aren’t exactly a masochist, so I hope this’ll suffice~”

Pinkie sputtered saliva out of her mouth, overwhelmed by the feelings running through her. “W-wha..do you - Ahn! Oh sweet Celestiaaaaaaaa!”

The feeling of another construct slamming into her asshole sent Pinkie reeling, her legs buckling as she cried out in bliss. She heard Rarity’s moans deepen behind her, piecing together that this newly forged dildo was also double-sided–meaning Rarity’s afterglow was being pierced by yet another hole of hers being fulfilled. Applejack and Twilight gave their all to sending her over the edge, slamming her and Rarity back into each other with renewed vigor.

“Say it~” Applejack demanded, licking her lips. “I think poor Rarity might break if ya don’t~”

“N-no…I - mmph - can’t…” Pinkie groaned, her smile shifting into a grimace.

Twilight caressed her cheek, smirking. “You know you want to. It’ll be the most amazing feeling ever–at least before Master fucks you. Let it happen, you’ll experience a fraction of the sheer ecstasy he’s going to bless you with.”

“B-but…nnngh…” Pinkie tried to reply, losing herself in the miasma of joy she was basking in.

“Beg, bitch.”

She shivered, hearing Sombra’s voice echo through the chamber, finding it so powerful–so commanding.

“Pinkie! You can hold it in!” Rainbow screamed from her side.

Her instincts told her to listen, the estrus spell still warping her mind bit by bit, but another part of her told her to clench onto Rainbow’s words. Still, she was losing every bit of her logical thought, finding it hard to find out why she shouldn’t just let him make her cum–the spell corrupting her deeper and deeper. She wouldn’t break, no, not from something like this, but she had done everything to defy him and her enslaved friends their success. It all felt fruitless, as she felt her need to defy her carnal cravings fade away.

“Beg to cum.”

His booming voice finally did her in, as she threw her head back and screamed out.

“L-let me cum! Please! Nnngh! P-pretty please! I - haa - I need it so fucking badly!”

The uncharacteristic curse from Pinkie Pie only further pushed how hard she caved into her lust, as her plea was answered in haste. The blocking spell surged out of her, and with its departure, euphoria itself took its stead. She barely held on to herself, teetering between the realms of consciousness and unconsciousness, as her entire body felt like it was exploding at the seams. Every last inch of her was doused in a wave of ecstasy that surpassed any of her orgasms in the past, eclipsing her idea of what pleasure truly was by a country mile. She babbled nonsensically, her tongue flailing about as she continued to be slammed back into the dildos, gripping down onto them with every fiber in her being–wanting more.

Needing more.

She drooled all over herself, her knees quivering below her as her cunt spurted with her release, coating her and Rarity’s flanks in their lust even more. She twitched and moaned nonstop, unable to stop herself, her orgasm unrelenting. Bit by bit, she felt it slowly lessening, but that wasn’t enough. Even as it grew weaker, it was still surpassing anything she had experienced before–yet it did become conceivable in time.

Bit by bit, she came down from her release, entering a similar state as Rarity had before. Though, she didn’t remain as such for long. The heat in her nethers was still there, and as she felt the dildos stuffing her holes, she longed for more. It was apparent that Rarity had a similar intention, as they both savored their afterglow by slamming into each other with renewed force. Their holes pressed against each other as they hilted the dildos within them, their asses slapped against one another, and both looked as if they were absolutely drunk on cock-lust.

“Girls! Snap out of it!”

A familiar raspy voice pulled them from their daze, as Rarity and Pinkie Pie barely managed to look to their side. They had expected to see only the pegasus, but as they focused their attention, eyes blurry from blissful tears, they also saw Applejack and Twilight. Neither one of the slaves were on top of them anymore. Applejack no longer gripping Rarity’s hips, and Twilight's magic no longer being channeled outside of the magical constructs’ spells. It took the two of them a moment, still feeling their asses slamming into one another, before a realization daunted upon them. Snapped out of their delirium, their eyes went wide as they glanced back, seeing that they were now throwing their asses back on their own volition. A deep, shameful blush spread across their muzzles, their spirits taking a blow as they had proven Twilight’s claim–they did end up doing it themselves.

With a flicker of magic, the dildos disappeared, letting Rarity and Pinkie Pie slam their asses into nothing but each other, before their legs gave out and they collapsed to the floor. Laying in a pool of their own juices, coats dampened in both sweat and their lust, their rumps rested against each other as they averted their gazes from the two slaves looming over them.

“Told you~” Twilight taunted, trotting past them. “You both keep denying what you want, but you’re giving in bit by bit~”

Rarity heaved air into her lungs, panting as her anger drove her to stand. “Y-you won’t - haa - see that happen again…”

“Gosh, your attitude really is charmin’,” Applejack complimented, shooting her a wink. “Watchin’ you cum your brains out was hot, but when Master breaks you, it’ll be the best thing ah’ve ever seen!”

“He won’t break us.”

The four mares turned their attention back, all eyeing Rainbow. A deep blush was spread across her muzzle, as she took unsteady breaths, a pool of her essence below her. Her wings were outstretched, stiff and impossible to fold.

“You say that, when it’s clear you enjoyed the show,” Twilight retorted, shrugging. “Jealous you couldn’t partake?~”

Rainbow scoffed, snorting hot air from her nostrils. “B-buck no! I just…am dealing with that stupid estrus spell! That’s all!”

“Uh-huh,” Applejack replied, unamused. “You know I can sniff out a lie real easily, Dash.”

The pegasus glared into the dark magic containing eyes of the farm pony, pursing her lip. “W-we will get out of here, and we’re gonna fix you and Twilight!”

“Again, it’s permanent,” Twilight groaned, shaking her head. “You all really need to be shown the bliss of serving Master. We don’t want to be ‘fixed’, I’ve never been happier! And neither has Applejack!” She gestured toward Pinkie Pie and Rarity. “You saw how easily they caved in, it’ll be like that, but much better. Nothing beats being properly shown the light.”

Pinkie shook herself off, shakily standing in her binds. “T-that was just…a doozy…that’s all…”

“And n-nothing more than that,” Rarity snapped, forcing her usual demeanor to return, even though she was subconsciously moving her hips back subtly. “Rainbow Dash - haa…d-dammit..” she trailed off, wincing as she felt trickles of her orgasm still running through her. Shaking herself off, she continued. “Rainbow Dash is right!”

Twilight shrugged, turning her and Pinkie Pie, before teleporting them back beside Rainbow. “Well, we’ll just see what you think soon enough, since you’re next after all~”

The room fell eerily silent, bar the frequent moans from Fluttershy, as they all processed what was just said.

“P-pardon?!” Rarity blurted, eyes going wide.

Twilight tapped her head, rolling her eyes at her own comment. “Oooooh, right! You were too busy having that horn of yours teased by AJ to focus!”

“I…w-what do you mean…” Tripping over her own words, Rarity gulped, looking down at Fluttershy.

She could see the behemoth of a cock thrusting between the pegasus’ tits, superior to any stallionhood she had ever seen in all her days. Twilight had no reason to lie, and, if Fluttershy broke here, then she was next to be sent into the depths of pleasure itself. Her mind raced, flooded with thoughts of what that titanic cock of Sombra’s could do to her, leaving her unable to process a proper response.

“Don’t worry! Ya got some time, hot stuff~” Applejack comforted, caressing Rarity’s cheek and pulling her out of her daydreaming. “Y’all get to watch Fluttershy join the bliss first!”

Rarity blushed at the nickname, scrunching her muzzle. “I…I won’t break! A-and what’s making you think Fluttershy is going to -”

“Oh my goodness…oh my goodness…ooooooh my goodness!”

Pinkie’s orgasm had been a turning point for the pegasus, wherein she was now careening down the path of submission at an alarming rate. The scent of both Pinkie and Rarity had intensified tenfold, flooding her sinuses with their amorous aroma and funneling nothing but further need into her. Her pussy had drenched Sombra’s cock at this point, her tits were sore from their relentless fondling, and her mind was a mess.

They gave in to their challenge, why not give in to this one–permanently.

She groaned, feeling him suddenly pull away from her, too lost in her thoughts to ponder what he was doing. She kept waging the war in her mind, trying her utmost to resist everything he was assailing her with. With her temporary moment of relief, no longer being assailed by his cock, she was able to gather her thoughts.

Her marehood ached with need, her tits buzzed with delight, and her body shivered from head to hoof, as she worked to compose herself. She took a deep breath, avoiding using her nose lest the scent of her friends weaken her more, managing to bring herself together, even to her own surprise.

It’s okay…I can resist this! He won’t break me…I can…

Her thought died within her mind, as she felt something heavy and warm slap itself onto her face. She blinked, seeing how her vision was partially impaired by what was on her, before it throbbed, making her eyes go wide.

Sombra’s massive, slickened length grinded against her muzzle, as she looked up at him upside down from her perspective. She could see his face, his fanged grin flashing his pearly white teeth, but she wasn’t able to focus on it for long at all. Scrambling to figure out what to do in her new situation, she made a ruinous mistake—taking a deep breath through her nose.

Immediately, the heady, earthy musk the stallion provided flooded into her sinuses, grabbing into her olfactory senses and dousing them in its heavenly scent. She couldn’t contain the greedy moan that crept past her lips, recalling the wondrous smell from the challenge she had lost earlier in the day. Unable to contain herself, she pressed her muzzle into his sheath further, huffing in more of his scent.

You can worship this, forever.

“S-so…good…” she mumbled.

Standing alongside one another, Rainbow, Rarity, and Pinkie watched on in envious shock. They could see Fluttershy squirming below Sombra, humping the air and bouncing her tits as she was overwhelmed. They were powerless to do anything, with two of them still riding out the aftershock of their unbelievable orgasms.

Fluttershy writhed beneath him, moaning desperately as she took sharp breaths, growing addicted to his scent. “It…tasted so good too…”

Sombra chuckled, pulling his cock back slightly. “Funny you mention that~” He surged energy into his horn, shrouding Fluttershy’s jaw in his magic. “Let me show you the last part of my plan for you, slut~”

Fluttershy watched as he shifted in place, his tip becoming level with her mouth. “H-hang on…what’re you - glk!”

With her mouth forced open, she was powerless to stop his cock, as it plunged straight down her throat. Her pupils shrunk to pinpricks, as she felt his titanic length slip further down her throat, all while her tastebuds were overwhelmed by the flavors greeting her. Her nose nuzzled his fur, as he hilted within her mare, her senses going crazy.

“Oooh ~ Facefucking her? Wonderful idea, Master!” Twilight cheered, shifting her hips and giving her flank a clap. “She’s going to break so fast~”

Lavishing the feeling of Fluttershy’s throat for a moment, Sombra began to thrust. With a constant tempo, he plunged his shaft down her gullet, choking her on his length and she squirmed with bliss below him. His balls slapped against her nose, but he wasn’t even close to stopping there. Shrouding her winking pussy’s clit with his magic, he fucked her face with fury.

Fluttershy’s legs twitched and shifted each time he drove into her, but she didn’t make much of an effort to stop him. The salty, exotic taste of his cock was beyond words, giving her palette a unique, and downright delicious flavor—one she was already growing addicted to. As for his scent, she found her nose meeting his nuts every time he hilted within her, letting her hungrily breathe in the lovely scent they provided.

She moaned around his cock, humping the air as her clit was toyed with. Her pussy coated the ground in her lust, her juices gushing from her like a fountain. Sloppy, wet slurping sounds escaped her as her mouth was used like a fleshlight—much to her growing glee.

This feels right…

She couldn’t believe it, but she adored what was happening to her. Each pound into her face made her mind blur more, each time he rubbed her clit she cracked more, and it reached even deeper levels with his next move.

Leaning forward, making sure his dick still slipped entirely into her throat, Sombra latched onto her tits. Greedily suckling on one of her melons, she shivered intensely as immense jolts of additional pleasure found her.

Cock isn’t what I was made for…right…?

Sombra was quite literally giving her his all, slamming into her with every bit of force he could muster, slapping her nose with his heavy nuts each time. He was quite literally fucking her face, pounding into her gullet with no remorse. He sucked on her tits greedily, massaging one while he suckled the other, rotating between them as he teased her nipples.

“Remember, Fluttershy,” Applejack started, leaning down and humming into her ear. “Sooner you break, the sooner you can get properly fucked by our Master~”

Fluttershy moaned around the cock in her throat, Applejack’s words sinking into the recesses of her mind. She knew she couldn’t resist, she couldn’t win, so why bother trying anymore?

If I give in…no! I can’t!

She threw aside the thought. She had to endure this, after all, she wasn’t even being rutted!

“The feeling of him cumming deep inside you, filling your womb like a mare deserves to be~” Twilight chuckled, rubbing herself beside Fluttershy. “It’s the greatest feeling imaginable! Don’t you want that?”

Fluttershy shivered from the alicorn’s words, finding her tongue subconsciously swirling around his girth each time he filled her.

I wanna feel good…

Giving each of her tits a parting kiss, Sombra began planting kisses along her groin, slowly trailing down to her cunt. Taking his sweet time, pivoting his hips into her all the while, he reached his destination. Eyeing his magic rubbing her clit, he ceased his channeling, diving into her pussy himself.

Her eyes went wide, her legs twitched intensely, and her mind fell at an ever faster pace, as he lapped at her cunt with horrifying expertise. His facefucking picked up pace, sending more bliss into Fluttershy.

I…I’m too weak…

Saliva dripped down her face as she was locked in a sixty-nine with her captor, her eyes beginning to roll back. His muff munching was bringing her overstimulated body to a climax at an alarming rate, the estrus spell barreling through her mental defenses with ease.

Why…even resist…

Her eyes rolled back, feeling him suckling on her clit intensely. She humped up into his face, pressing her own muzzle further into his crotch. The heat within her reached new heights, as her climax was ever approaching.

Gripping her ass with his hooves, her thick flesh molding to his grasp, Sombra pulled his marecum-covered muzzle away from her pussy. Licking his lips, lavishing her butterscotch taste, he moved downward, pressing his nose to her sweaty ponut. Taking a deep breath, he sighed with joy, her lovely, sweet scent of vanilla flooding his sinuses. He slipped his tongue out of his maw, dragging it around the rim of her backdoor, savoring what she had to offer. The saltiness of her sweat contrasted perfectly with her natural, sweet taste, making him hunger for her body all the more.

Pressing his muzzle to her rear further, he placed his lips right on her backdoor, before driving his tongue right on into it. The phenomenal taste she offered intensified tenfold, making him pound into her face even harder than before, finding himself surprisingly lost in the pleasure of ruining her without plowing her nethers.

The feeling of her asshole being eaten out pushed Fluttershy to the brink.

I can’t…this is it…

She felt a pair of lips on each of her ears, as Applejack and Twilight whispered to her in unison. “Give in ~ Fulfill your purpose as a mare.”

Her entire body locked up, overwhelmed with sensations.

I can’t fight it.

And she gave in entirely.

Pushing her crotch up into his face, forcing him to eat her out further, she felt the crystals around her forelegs dissolve. Immediately, she wrapped them around his waist, pulling him closer and adding additional force to the plunges he made down her throat. She could feel his length beginning to flare, as she started to ride out her own orgasm upon her mind being shattered.

She screamed with pleasure around his cock, sending waves of vibrations through it and stimulating him more. Her pussy gushed with her lust, coating his face with her ecstasy as she rode out her literally mind-blowing orgasm. Seconds felt like years, as the mixture of the best climax of her life, and her entire mind being shattered, overwhelmed her. She felt as if she had died and gone to a pleasurable heaven, but, feeling his cock surge in size within her mouth, she was reminded of her wondrous reality.

Spasming still, she felt him shove his face into her asshole further, letting out a guttural growl as he did. As she hoped, she felt his cock throb intensely, as the first bits of his cum shot out of it soon after. Rope after rope of seed shot down her throat, filling her belly with the king’s incredible gift.

They each rode out their orgasms, with Rainbow, Pinkie, and Rarity looking on in shock, whilst Applejack and Twilight looked downright giddy. The two’s orgasms seemed like they lasted a small eternity, until eventually his thrusts into her face slowed, and her humps into his muzzle did as well.

Breathing heavily, satisfied with his work, Sombra lifted his head. A strand of saliva attached his lips to her goods, a clear sign of the intense ass eating he had just delivered upon her. He slowly began to stand, purposely keeping his cock lodged in Fluttershy’s maw, knowing what would happen the second he pulled it out. Shaking himself off, eyeing the three remaining mares with a devious smile, he pivoted his hips and released his cock from Fluttershy’s gullet.

“More! Please! Give me more!” she immediately cried, attempting to grab his hips and pull him back down. “It’s so good! I need your cum! Please! Just give me your fat, fucking cock!”

Rainbow grit her teeth in anger upon hearing the sound of Fluttershy’s broken state. “Agh! T-this bastard!”

“F-Fluttershy…” Pinkie mumbled, gulping. “From…just that? He’s that…that good?”

Rarity remained silent, seeing the desperation on Fluttershy’s face. She knew he was planning for her to go next, and she knew if she lost she’d look no different than the once shy pegasus before her. Feeling her pussy wink from the thoughts flowing into her, she shook her head and frowned over at the sight of her fallen friend.

“Cock! I need more cock! I live for it! Please! Give me your cooooock!

Sombra chuckled at Fluttershy’s desperation and took a step back, breaking free of her grip. “If you want my shaft, then earn it. Stand up and beg.”

Fluttershy didn’t hesitate, feeling the last of her crystal bonds crumble away and shooting right up. Turning her ass towards him, she flagged her tail and began to eagerly twerk. “Please! I’m in love with your cock! I’m just a lowly mare, please use me!”

He watched her big, yellow asscheeks bounce before his eyes, clapping together over and over as she put on a show for him. Her tits jiggled below her, a tantalizing sight of course, but his focus was set on the main attraction. Her flank rippled perfectly with every motion she made, enticing him to take things a step further.

“Bend over, bitch.” He began channeling the enslavement spell into his horn, trotting behind her. “It’s time for you to be reborn.”

Fluttershy hastily followed his command, lowering her torso entirely whilst lifting her ass as high up in the air as possible. Never stopping her twerking, she continued to clap her ass for him, pleading all the while. “I’m right here! Rut me! Plow me! Use me like a bitch! Like a proper mare!”

Her guttural words made her three, stable friends cringe, whilst her two enslaved ones simply squeed with glee.

Coming up behind her, Sombra reared onto his hindlegs and mounted her. Slapping his cock between her clapping cheeks, he licked his lips as her fat ass caressed his length.

“Yes! Put it in! Put it in!” she cried, her shy personality traded in for a greedy whore’s.

Sombra obliged her request, moving his hips and lining his tip up with her endlessly winking pussy. Finding his own reservations waning, he pushed forward, plunging into her depths in one, blissful move. He winced with pleasure as he felt how tight her walls were, hearing her scream with sheer bliss moments after he entered her. Thrusting into her lightly, watching as she threw her ass back into him, he focused his spell further.

“Yes! Yesh! Hnng! Fuck me you stud! Plow me like - hnng?!”

Her dirty words were cut-off, as Sombra blasted his spell directly into her. Eyes going wide, she spasmed on his cock, ceasing her motions as she squirted her lust all over his thighs. A flurry of euphoric cries escaped her, before they morphed into a silent, pleasureable scream—her body overwhelmed as her mind was remade.

It didn’t take long for her to go limp, falling forward onto the ground, her ass still hanging in the air as Sombra’s cock continued to thrust into her slowly. The room went silent once again, one side of it silent with worry, and the other silent with anticipation.

Rainbow held her breath, waiting, wondering, and worrying. Twilight had fallen, Applejack had fallen, and now, from the looks of it, it seemed like Fluttershy had too. She bit her lip, nervously awaiting some kind of reaction from the pegasus, eyes going wide as she stirred.

Slowly, Fluttershy began pushing her ass back into his cock, fucking herself on him. With each second, her pace picked up, and before long, she was passionately throwing her flank back into his groin. Her upper half awakening, she shakily stood. Her eyes remained closed, just like the others, giving Rainbow a glimmer of hope.

C’mon…let it not have worked…

Pressing her hips back into the stallion fucking her, Fluttershy’s eyes fluttered open. A brilliant shade of green filled them, her pupils red and corrupted—the mark of a slave. Rarity and Pinkie Pie let out sharp gaps upon the sight, as Twilight and Applejack celebrated their harem’s newest member by exchanging a joyful hug.

“Welcome to your true purpose, slave,” Sombra growled, raising a hoof and spanking Fluttershy’s ass.

Barely reacting to the strike on her asscheek, Fluttershy mindlessly spoke, her voice devoid of emotion.

“Thank you for showing me the light, Master. I’m your obedient slave—use me however you wish. I exist for your pleasure.”

Rainbow clenched her teeth, an overwhelming anger overcoming her as she saw that another friend had fallen, and yet…

The fire grew weaker.

Author's Note

Writer's block is absolutely kicking my ass right now. Here's hoping it doesn't show too much in this chapter