Smooth Hoof, a yellow-furred earth pony, was on patrol as part of the festival security squad. Normally, he worked as one of the few cops that trotted the streets of Canterlot, keeping an eye on businesses and other establishments after the light went out, but with so many foreigners and other ponies and species in the city, Princess Luna had instructed them to keep an eye on things. The Princess of the Moon hadn’t said why, only that she had a feeling. The police force had decided to donate some of their staff to keeping an eye on the newcomers to the city in the evening hours, and Smooth Hoof had been one of those lucky enough to draw that duty.

He trotted down the aisles of tents, stalls, wagons, and more, seeing things that had never come to Canterlot before. The Crystal Empire was quite the sight, what with the Crystal Ponies and the other amazing things that they brought from their far-off lands, but there were so many more things to see. Smooth Hoof wandered by the tents of the griffons, watching as the great and powerful creatures showed off feathery dances that were both exotic and vaguely erotic – though not so much that he had to step in – and the buffalo, where they showed off feats of strength that were beyond anything that even he could do. And he was strong as earth ponies went.

The whole festival was a delight to the eyes, bringing something new or, failing that, something different to the table. Smooth Hoof could hardly believe that there was such variety across the land. Living in Canterlot his whole life felt like a waste now. What would he have seen if he had traveled?

His head spun as he walked back to the more familiar tents and stalls. He had to pause at one of them, his head down and his thoughts running wild.

Those griffons…

He still couldn’t believe that they just…danced like that. Oh, it was one thing to see mares throwing their hindquarters around, but seeing the feathery, clawed creatures standing on their hind legs and swaying around like that…pushing their rumps back and showing off wet holes…

If they had gone any further than just showing off, he would have had to do something, and he half-wished that they had. The yellow-furred stallion imagined what he might have had to do with them, searching them –

Smooth Hoof shook his head. No, no, that was entirely unprofessional. All the walking around must have gotten to him. He needed a drink, or…or some food or something. That would help him settle down and stop thinking things that he shouldn’t.

“Busy there, hon?”

He looked up. A blue-furred, cotton-candy-haired mare looked down at him from her stall of baked goods. Smooth Hoof chuckled, shaking his head as he turned himself toward her.

“Not particularly busy, no. Just keeping an eye on things. Security, you know?”

“Oh, yes, yes. Very important job.”

“Where are you from?” he asked, looking down at her goods. “Make all these yourself?”

“Oh, me and my husband, yes. I’m Mrs. Cup Cake.”

“Oh, yes! I’ve heard of you. The Cake goods that we get up here are so good. Do you have any of those cider donuts that I keep seeing?”

“Heh, you know we do. They’re selling like crazy, but we keep making more.” She chuckled, the matronly sound a relief after all the raw sensuality of some of the other acts. “Shall I get some?”

“Please. I really, really need a snack after what I’ve seen.”

“Coming up.”

She turned away, and he couldn’t help but stare as she swayed toward a small covered tent behind her stall. There was something about the way that she flicked her tail up, showing off a bit of her slit, that sent a tingle right down his spine and into his groin. His sheath started to stir –

Down, down. She’s married. That’s off-limits.

Didn’t do much to stop his cock, though. It started to rise up just enough for the head to push past the entrance of his sheath, but it did stop there, thankfully. He crossed his hind-legs a little bit, trying to hold it in place as the mare came back.

“Here you are, son,” she said, passing him a pair of cider donuts that looked surprisingly fresh. “Glazed ‘em just now.”

“Oooooh, that’s going to save my life. Thank you.”

He tossed one back and chomped through it. Just as he hoped, the slightly bitter, fruity taste was as strong as he remembered, and he groaned in pure bliss as he ate the first one in record time. With the worst of his hunger assuaged, he slowed down on the second, nibbling it and just enjoying the flavor.

As he ate it, though, it was like the whole night was catching up with him all at once. He didn’t know what it was, but there was a sense of tiredness, not quite exhaustion, but more just a need to…to stop, to rest, to take his time and recover.

The yellow-furred stallion leaned against the side of Mrs. Cakes’s cart, shaking his head.

“Sorry. Guess I’m a little more tired than I thought I was.”

“That’s fine. Take your time, hon. Not like there’s any more business tonight.”

“You’re closing?”

“Well, it’s more like my husband has gone off and gotten…busy, if you get my drift.”

“…He…he’s cheating on you? You?”

Smooth Hoof felt…oddly offended by that. Here was a fine example of mare-hood in front of him, some-pony kind and gentle and clearly not bothered by being…sensual. She certainly wasn’t bothered by someone else looking at her that way, so he couldn’t imagine any stallion going unsatisfied as her husband.

“Why?” Smooth Hoof asked.

“Oh, it’s just the way that he is. Sometimes he just…sees someone that catches his eyes, and he wants to have some fun.”

“And you’re…fine with this?”

“Well…so long as I can find some company to replace him for the night.”

She was looking at him rather tellingly, and Smooth Hoof’s cheeks started to burn. He’d not thought that his night would go this way, but after the griffons, he would be lying if he said that he hadn’t hoped for some action.

And this mare was…very nice. Curvy in the right places, a healthy amount of roundness to her rump, looking more enticing by the second –

Squelch.

Smooth Hoof’s cheeks burned brighter still as he felt his cock continue to drop from his sheath, slowly pushing out with a little swell of fluid along the underside. He stutter-stepped back from the stall, trying and failing to hide the way that his dick was slowly creeping up to rest against his belly.

All the while, Mrs. Cakes was smiling. She nodded back to her tent.

“Want to step inside for a moment?”

“P-please,” he muttered, darting around her stall and into the tent, grabbing his second donut as he went.

His legs felt a bit rubbery as he went inside, and his shaft only throbbed harder and harder as the seconds ticked by. It wasn’t like he was losing control or anything, wasn’t like he hadn’t felt like this before, but the last time that his cock had felt quite like this, he had been a little filly still getting used to his body and the urges that it had. This was something so much more intense in his adult life, and he huffed as he closed the tent flap behind him.

Swallowing the last of the donut, he leaned his head down, huffing and shivering. He looked between his front legs, staring at the swelling flare that bobbed up and down beneath him, begging for attention. A little bit of pre-cum was already flowing out, dripping down along his shaft toward his balls, and he groaned under his breath as he realized just how needy he felt from all…this.

Twitch.

Twitch.

Twitch.

His cock bounced up and down, slapping against his stomach as the tent flap opened again. Mrs. Cakes shut the flap behind her, walking around to lean against him. Despite her age, she was still smaller than him by a few inches, and it was a little embarrassing to have to lean against her, but he did so anyway. The support was more needed than he realized as she patted him with her tail.

“Heh. You can stay for a while. Get the edge off, if you get my meaning, hon.”

“You…you’re sure that your husband…”

“He’s not here. And even if he was, he wouldn’t mind. That’s the deal between us, you see. He gets what he wants…and I get what I want…”

She was pressed against him, her body warm against his flanks. It was completely wrong, something that a police-pony shouldn’t get involved in, but nonetheless, it was getting more and more tempting. His cheeks burned hot as she stepped further forward, flicking her tail up. For a split-second, he thought that he saw her smile fade, disappearing into a face that was empty of everything –

Flick.

Then some of the juices from her sex hit him square in the face. All that need, all that want, hit him at once. Some instinct clicked on, and he grunted as he had to get closer, had to put his nose right under her tail and –

Lick.

Lick.

Lick.

That first taste was sublime. It had a sort of bubbly tickle to his tongue that was almost familiar, tugging at a memory that he didn’t understand. It was warm, a little thick, and…and there was something else –

Her tail flicked down on his head, keeping him in place. Smooth Hoof groaned, licking away, dragging his tongue along her clitoris, pulling it back over her sex, just…tasting her. Every time that he dragged his tongue over her slit, it was like the pleasure was going straight to his own dick, keeping him horned up and thinking of nothing but…this.

His tongue didn’t want to stop. Something had seized hold of his libido and wasn’t letting go. Every time that he dragged his tongue over her pussy, he had to push it in just a bit further. Something was off, something not quite right, but it was so intense that he couldn’t put his hoof on it. There was just…something stiff about the whole thing, something that seemed to rely more on him than anything else.

Whatever it was, he didn’t mind. This…this was something that he needed, something that he craved. And the taste…

Sweet.

Bitter.

Almost a bit fruity.

What…how…

Suddenly, she bumped him back, her big rump knocking him onto his own rump. She kept backing up until he fell over, landing flat on his back and staring up. He was too dizzy, too horny to move as she kept walking back, back, back, until her pussy was right over his face.

“Nnngh…what…”

“Hush.”

Was her voice different? It was hard to tell; his head was spinning too much for him to think straight. She lowered her hips, though, bringing her pussy against his lips –

Hsssssss.

She was urinating. She was urinating right into his mouth, and instead of spitting it out, he just…stuck his tongue up against her, letting it run down his throat.

And swallowed.

And swallowed.

And swallowed again.

There was no bitterness to it, oddly enough. He expected that, thought that it should have that from the scent of the latrines in the barracks and everywhere else, but…no. Nothing unpleasant. It was a bit embarrassing, but every swallow took more of that away, replacing it with a sense of warmth and…and need…and desire…

Thud.

Thud.

Thud.

His cock wouldn’t stop slapping against his belly, reminding him that he needed to cum, but that was far off compared to the heat that rolled down his throat and filled his belly. For that…for that, he just had to keep licking. He traced his tongue over her pussy, letting her urine fill his guts, and the heat just kept spreading through him. So sensitive, so needy, so hard to think of anything that wasn’t sex, that wasn’t getting more of that strangely wonderful taste. Her juices, her sex, her…her…

Words failed him as she lowered her hips further, smothering his face in her scent, her taste. His lower half thrust up from time to time, trying to hump the air, but on his back, he had no real leverage. All he could do was just…twitch.

Twitch and thrust.

Thrust and twitch.

His cock was swimming in his own pleasures, his own juices. It was so much, so thick, that he couldn’t think at all. He just stared up at her beautiful, curvy rump, making himself of service.

And in the background, there was something else, something hissing, something whispering. A different voice? No, it was more like…like something rustling ever closer, wanting to be near, wanting –

Squelch.

He barely felt the gentle entrance of something going up his ass, but it was still there. He stirred, but Smooth Hoof was so far gone that he barely felt anything as it wriggled into his depths, rubbing against those happy buttons inside of him. He just laid there, his eyes half-closed, his mouth open against her pussy –

Tingle.

Tingle.

Tingle.

Something rushed up and down his spine, so strong, so powerful, so electrifyingly good that it almost knocked him out of his sleepy, happy state. He arched his back, his balls pulling up and his orgasm painting his belly, but there was so much more to come. It kept sliding, grinding, pressing against him –

Shock.

“Nnngh!”

He came again, squirting over his stomach, only for the mare to push down over his face all the harder. Something deep down inside knew that there had to be something wrong, but that part was so quiet…so far away…and getting further…

Dapper-Drone stared straight ahead as the tentacle withdrew from his rump. The soft click of his hoof against the earth was the only response that he made, a signal that was no more than ‘input received’ for the Nest-tree to feel through the ground. The host showed nothing else in its face.

Its.

Yes, its face. It was becoming more and more accurate that the stallion was no longer a ‘he,’ because that implied that there was some individuality, some freedom, some sense of being more than just a shell for the Nest to use. There was no point in being that; there was no point in defying the order that the Nest brought by assuming that it was more than just an extension of the Nest’s will.

It was a shell.

It fulfilled its tasks.

It did what it was told.

That was how to make a better world.

Some other hosts were ‘young’ enough, new enough, that they would have questioned that. It was aware of how the other hosts would be thinking that they still had a choice in the matter, that they were fulfilling what they wanted to do. Dapper-Drone had no such illusions. The order that they were creating was perfect, something that would remove disruption by removing the very thing that caused it. Desire, beyond that which the Nest gave, was superfluous. They would receive everything they needed form the Nest itself.

Just as the stallion Smooth Hoof was getting. They would not become a new host, not tonight, not with the limited time that Cup-Cakes-Drone would have, but they would be susceptible to coming back again. All over the festival campgrounds, more and more of the locals were being tempted back to the tents of the drones. Each one would have been drugged with food, drugged with drink, and then pushed further with urine and more to make sure that they were as out of their own heads as possible before the tendrils came in and started doing their work.

They would have everything and every-pony that they needed by the end of this. The Nest would ensure –

Clop, clop.

Somepony was tapping their hooves outside of the merchant’s tent. Dapper-Drone drew muscle-memories of the appropriate tired-curious expressions from its memories, adjusted the muscles up and down its body to reflect the state of a long day that it should show, and clip-clopped to the tent flap.

On the other side, a red-furred pegasus waited. Dapper-Drone cocked its head to the side, making itself yawn for a moment before speaking.

“Something wrong?” it asked.

“Oh, uh, nothing. I just – do you mind if I come in?”

“Do you have an appointment?”

Cranky. Irritable. Good way to ask questions without being suspicious.

“No, no, but – well, I’m from the palace, and I wanted to talk with some of the merchants about potentially setting up some shipments directly to Celestia’s palace after the festival is over. It’ll be good business for you and anyone else that’s interested.”

“Hmmph.”

A little grouchy, but with a hint of some interest in its expression. Studied, showing that there was a way to get in on this. The pegasus took the bait, leaning in.

“I’m authorized to spend quite a bit of money on the part of the palace. And I’ve brought a bit of food for us to nibble on while talking over the particulars.”

“Hmmph. What kind?”

“You’re from out near Appleloosa, right?”

It was not, but it nodded just the same.

“I picked up some of their food from down their end of the festival. I thought that you might like a taste of home after wandering all over the place.”

Which meant that the food would be properly drugged already, and that would keep the meeting short and to the point. Dapper-Drone mocked up a considering face, keeping the pegasus waiting for the ideal amount of time, before slowly nodding.

“Come in.”

It held the tent flap open, and the pegasus walked in with a smile on his face. The drone considered him for a moment, looking at his hindquarters, along his body, over his wings. A healthy figure, and one that was reasonably well-connected. Until they got their hands on someone with a little more power at the palace, this one would do well enough. Reasonably authoritative, too.

The food was nothing special. A few apples that had been ‘glazed’ in spices and sweets, some grains that had been ground down into a nutty mash, and a few other things were all that the tray amounted to. But it would be sufficient unto the ends of the Nest; Dapper-Drone could tell that it had been altered, though even it was just barely aware of it. There was no way that an outsider could tell.

They settled, eating quietly at first. The pegasus – who introduced himself as Nimble Moon – tried to get a word or two in, but Dapper-Drone shut him down with something simple.

“There is no deal-making on an empty stomach.”

“I thought –”

“I’ve been a merchant a long time. You will make no good deals when you’re too hungry for what the other side offers. Feed yourself. Then we’ll talk.”

It was easy to keep Nimble Moon from pushing too hard with that. After all, Dapper-Drone had what the other pony wanted. Over the time that it had spent as a Nest-drone, Dapper-Drone’s connections had grown far and wide. The host had gained a reputation as being one of the most powerful merchants in all of Equestria, having connections that touched on every single city, where it could trade anything and everything. To have a contract with Dapper-Drone was to have a contract with everyone.

They wanted the host, and the host could afford to be patient.

As Nimble Moon ate through the ‘delicacies’ that he had brought with him, Dapper-Drone just watched. The effects of the drugged food – urine, cum, other juices – were slowly taking effect. The other stallion started going red-faced, burning through the red of his fur, and kept shifting his hind-end as obvious excitement started to build up.

Dapper-Drone, on the other hand, showed no effect at all. The body had been given to the Nest months ago. There was nothing that the Nest could make that could affect the body any longer. The only way that it could show excitement was to be ordered to.

The food was soon cleared away, and the pegasus shifted from one hoof to another, huffing and shaking his head repeatedly. Dapper-Drone could only imagine the thoughts that were rushing through the other pony’s skull, how it would be so difficult to think of anything that didn’t involve putting his cock in something or having something put into him.

It was right.

It was proper.

It was a means of keeping the non-infested weak.

“You had a proposal.”

“Y-yes.”

Nimble Moon cleared his throat, and just as clearly barely remembered what the proposal was. Dapper-Drone was satisfied; it wouldn’t take long to get the other pony into a more compromised position for what came next.

“The palace…”

“Yes?”

“The palace…has an offer…”

“You mentioned that. Try and continue.”

“I…I am…trying…”

Trying, and failing, from the looks of things. The other stallion kept looking it up and down, staring at Dapper-Drone’s sheath and hidden shaft, then looking back up. Those eyes would only maintain their stare for a few minutes before looking down again, staring at its cock and balls once more.

A bottom, then. Someone that craves to be filled. Easier to work with.

Dapper-Drone spread its hind-legs a little bit further, showing off just how much was down there. The pegasus’s words trailed off as his eyes glued themselves somewhere that no polite stallion would let him stare. Dapper-Drone pretended not to notice, turning away and pacing, as if giving the other pony time to gather his thoughts.

Instead, Nimble Moon just stared. Dapper-Drone would have to have a word with those that were preparing food in the Appleloosa section; they didn’t need to add quite so much to the grains, oats, and apples. Potential hosts walking around without a thought in their heads were dangerous, and could expose them early. They were lucky that nobody had noticed it in the excitement of the first day.

With the other pony not making a move, the drone eventually had to. Dapper-Drone turned its attention to the panting, huffing stallion, walking back over to him. It brought one hoof down on Nimble Moon’s ac, gently pinning it to the ground where the other pony sat. That finally seemed to snap him out of the horny-trance that he was in.

“You are showing off.”

“I – sorry, I – I wasn’t thinking. I’m just so…I don’t…I don’t know what’s happening to me right now.”

“You are distracted. If you want a deal, you should take care of that distraction.”

“I’m sorry. I – I screwed up.”

“Not necessarily.”

“…Sir?”

“You are here. I am here. We can…take care of this.”

It finally allowed its shaft to start emerging, the thicker head falling forward and then down. The other stallion saw the emerging phallus immediately, of course; it was impossible to miss, and the other male was completely obsessed at that point, anyway.

“Shall we?”

“Please…I just…I just need a bit to think clearly again.”

“Turn around.”

“Never done this before…but Celestia, I…I kinda want it…”

He would want it more in short order, Dapper-Drone knew. The intoxicating fluids of the infested were potent enough to break down resistance in short order. As its shaft fell from its sheath, and as the other stallion panted in wanton need, Dapper-Drone kicked the earth. Not hard, more of a stomp than anything, but it would send the appropriate signal to the waiting root to be ready.

It lurched forward, wrapping its forelegs around the other stallion’s hips. The pegasus grunted from the new weight on his back, but didn’t complain. If anything, he leaned forward a bit, trying to offer his ass a bit more. It was desperation, clearly, but the drugged food went a long way to make for compliant partners.

The drone ground its hips forward, forcing its shaft to work overtime to smear the hole with as much pre-cum as possible. Thrust, grind, thrust, grind, gentle movements that dragged the slime from sac to pucker repeatedly. It didn’t take long for the pegasus to start grinding back, making little huffy sounds and shivering all the while as he tried to get more of the thick shaft inside of him where it ‘belonged.’

And Dapper-Drone was willing to give it to him.

Thrust.

Squelch.

“Nnngh!”

There was very little pleasure to the drone as it thrust away. Oh, the body felt the same pleasure as ever, there was no doubt of that. One couldn’t have a shaft that size without feeling something. But compared to the satisfaction of serving the Nest, it was as nothing. The motions were mechanical, and the teasing expression that Dapper-Drone had once had slipped right off its face now that the pegasus couldn’t look back at it.

In.

Out.

In.

Out.

Dapper-Drone was moving like a machine, hips bucking, sliding back, bucking forward again, never breaking rhythm and never breaking the pattern. The constant slide pushed the other stallion down, leaving him shivering, gasping, moaning as his cock started to ooze all over the ground. The tent quickly started taking on the scent of horny stallion, a musky, sweaty scent that would take forever to properly air out.

And that made it all the easier for the root tendril to sneak in.

Out of the corner of its eye, Dapper-Drone watched as the root pushed out of the hole under the carpet. It slowed its own thrusting, taking its time to find a slower rhythm that the root would be able to match. The whines from Nimble Moon went ignored; the other stallion was too well-drugged by now to be able to fight back, even if he wanted to. More than that, he was too needy for the cock in his ass – and at least one eventual orgasm – to be able to bring himself to leave the tent.

It was perfect.

It was absolutely perfect.

In. Out. In. Out. The droned stallion continued its slow humping, grinding forward, back, forward, back. Each application of pleasure to the other pony’s prostate had him whimpering, clearly out of his mind. The drone kept staring forward, trusting the Nest as it had always done.

In.

Out.

In.

Squelch.

The root slid in just under Dapper-Drone’s cock, adding its own presence to the mix. The drone kept thrusting, giving the root the chance to hook itself to the other male’s prostate. A few seconds later –

“Mmmph!”

Nimble Moon spasmed under Dapper-Drone. The other stallion gasped, his mouth hanging open, but no sound emerged. He was likely going through the same sort of shock of pleasure that always happened when the root first attached. He wouldn’t be broken, just like none of the others would be, but he’d know where he’d gotten his pleasure tonight. He’d know that he wouldn’t get it anywhere else.

He'd be back.

But just to make sure, Dapper-Drone froze in place. It focused on its bladder, squeezing down, and less than a second later, the familiar warmth of urine flowed out and around its shaft. It filled the other pony’s rump, spreading out, adding its own dose of sensitizing, libido-boosting chemicals to the whole thing. Whatever resistance the shock of the root going in might give the other pony, it wouldn’t be enough to overwhelm a whole new dose of that.

As soon as its bladder emptied, Dapper-Drone pulled out. Slowly, carefully, but robotically, it moved back from the other pony, leaving it oozing with a mix of a small amount of sap, pre-cum, and urine. It oozed down over Nimble Moon’s balls, leaving him somewhat messy, but in a way that could be cleaned up later.

The Nest-tree would do the work from there. It would keep the new stallion focused, pleasured, and unable to think of anything but the big intrusion under his tail. That freed Dapper-Drone to look for more prey, and organize for the day ahead. There was much to be done in the week-long festival, and – considering that Princess Luna had a feeling about there being enough danger from the festival to need security – that meant that the Nest needed more information. Hopefully, there would be someone further up the ladder compared to Smooth Hoof. Sooner or later, they’d know.

Until then, they’d continue the process of weakening the festival-goers until they could be properly infested…

Author's Note

Summary: The Nest-drones continue their work in infesting people, or at least, getting them ready for it.

Tags: M/F, M/M, Pony, MLP, Conspiracy, Anal, Oral, Cunnilingus, Watersports, Urine, Mind Control, Corruption, Arousal Control, Facesitting, Tentacle, Orgasm, Cum, Pre-Cum, Series,