Night's Fall

by Penalt

Rating: mature
Tags: Original Character, My Little Pony: Friendship is Magic, Dark, Alternate Universe, Flim and Flam, Porn, Sex, Fetish, Non-consensual, Princess Celestia
Length: 14000

A naive alicorn prince runs afoul of a pair of shady characters intent on turning him into just another symbiote suited cog in their empire

A commission for Nightfire Grace, set in the universe of How Twilight Learned and can be considered a non-canon prequel to the events of the "Cog" arc.

Cover art is by Damlanil, and is actually of the original character in their in-story situation, but was done some time ago!

As the skies grow dark with polluted clouds, an isolated village sends their leader, Prince Nightfire Grace, in search of help. The prince intends to travel to distant Canterlot in order to beg for help for his ponies, who are facing starvation from failing crops. As the prince travels through a darkling Equestria, he encounters many dangers, but none greater than that posed by a pair of business ponies who see the prince not as a pony, but a thing to used, abused and exploited at their whim.

Published 2023-11-21 23:40:00 UTC
Last updated 2024-02-05 04:45:15 UTC

Chapter 1: The Prince

The sky was dark and overcast as the pony trudged ever onwards. Thick black clouds without the promise of rain covered the sky as far as the pony could see, obscuring the sun to the point where the land was illuminated with a sort of twilight that never got brighter, and only darkened with the coming of night.

As the sky above, so the pony below was dark as well, his dark charcoal fur lit only by some midnight blue filigree that twined around his legs, neck and chest. Dark wings whose feathers gradually transitioned from one fur colour to the other rested along a lean, but well muscled back, and a face used to smiling looked out from beneath a grey mane a few shades lighter than the body.

Nightfire Grace had been travelling cross-country for days, seeking help for his mountain village of Hotspur, a hamlet so far from Canterlot that the village wasn’t even really considered to be Equestrian at all. Which meant that twenty years ago when an infant alicorn colt had been found as the lone survivor of an avalanche in the nearby pass, it had been easy for the villagers to anoint the colt as their “Prince” and eventually appoint him mayor.

Hotspurs were an independent folk, preferring to keep to themselves and solve their own problems. Equestria didn’t bother them, so they didn’t bother Equestria. Except that a few years ago permanent clouds had begun to ooze across the land, slowly growing thicker and thicker until now, they were beginning to block out enough sunlight to affect crops and threaten the village with starvation.

As prince and mayor, Nightfire had told his ponies that it was his responsibility to travel to Canterlot to try to find out what was going on, and to either get some help for the village or help stop whatever was causing these unnatural clouds. For unnatural they were, filled with acrid smoke and ash, and only responding to pegasus magic with great effort.

Nightfire had flown into one, once. His stomach churned as he remembered reeling out of the cloud desperately gasping for breath, barely able to see the ground rushing up at him through burning eyes. Only his flying instincts had saved him from a fatal plunge and he’d taken care not to fly into one ever since.

Which is why he had spent the past month travelling on foot.

He’d originally intended to follow the roads until he found a town big enough to have a train station, but after a couple of very strange encounters on the road, particularly one with a mare who tried to lock him into some sort of breeding harness, Nightfire decided it would be safer for him to travel cross-country.

He had plenty of food to last the trip and with Mount Canter in the distance as a guiding beacon he'd assumed getting lost would be almost impossible. At least that’s what he had thought when he had made that decision. It had taken exactly two more days for him to regret that choice as he lost sight of the distant mountain behind foothills, the ever present gloom, and the many, many branches of a leafless forest that blocked out even a hint of the great mountain.

Now, he was low on food, clean water and desperately in need of a bath. The few times he had ventured above the trees to try to get his bearings had only served to foul his feathers with whatever it was that was in the air, making flight unsafe. His every attempt at preening had left him retching at the foul chemical taste of the ashy stuff that was clogging up the barbs in his feathers.

It was getting to the point that he could smell and taste the foulness in the air with every breath, and he realized that he needed to get out of these woods, get back to the road and go back to his original plan. No matter the danger.

So long as he kept his eyes open and didn’t do anything stupid he should be o—

Nightfire’s thoughts came to a sudden halt as he realized that without really noticing it, he had reached the outer edge of the forest. In fact, across a few dozen feet of the dead ground in front of him, there was an actual fence that stretched to the left and right for some distance in either direction. The fence itself had a large sign on it whose writing was covered in something, and beyond it Nightfire could see the bare trunks and limbs of trees in orderly rows.

It could only mean that he’d stumbled across some sort of orchard or farm. Either way it meant civilization and help. At the very least he should be able to find a hose or something to at least rinse the terrible tasting gunk out of his wings so that he could fly again between the clouds and the tree tops. If he was very lucky he might be able to get directions toward Canterlot itself.

Nightfire clambered over the rough wooden fence, noting with a bit of worry that it was beginning to rot, which could mean that whatever he had come across was abandoned by its owners. So it was with some relief that less than a minute later he came across a rough lane way worn between two rows of the dead or dying trees.

Setting his hooves onto the track of beaten earth, the stallion trotted along through the macabre orchard. Whatever it was that was filling the skies with clouds had obviously been happening around here for much longer, if it had essentially killed this entire orchard. Nightfire began to wonder if travelling to Canterlot had been a mistake. Maybe he should have—

The stallion’s thoughts again cut off as he crested a hill and spotted the factory. At least it looked like a factory with its tall chimneys pushing smoke up into the clouds above. What confused Nightfire however were the glass domes that could be seen as regular humps along the roof of the extremely large building. Humps that shone with golden light coming from inside.

It was enough to convince the pony that the structure was actively inhabited, so it was with a renewed sense of relief that he cantered toward the building eager to find somepony to talk to. It took him several minutes to reach the closest side of the factory, passing alongside a lake-sized pool of some sort of foul smelling liquid as he arrived at a very, very tall wall that extended hundreds of feet to either side. Looking to both his right and the left, Nightfire wasn’t able to see anything resembling a door, but there were windows every thirty feet or so.

Nightfire trotted over to the closest one, and with a hoof scraped away the stinking coat of obscuring muck that seemed to cover everything on this side of the building. Peering in through the face sized gap he had created, the stallion gasped in a mix of shock, wonder and surprise as he looked down into the strange factory.

The interior floor of the building seemed to be set lower than ground level, giving him an excellent vantage point and allowing him to see clusters of apple bushes sitting in containers of soil. Bright lamps beamed golden yellow light down on each of them, with water sprayers regularly misting their leaves. Nightfire could see many ponies moving between the groups of bushes with some picking ripe fruits, some tending to the trees and some busy with other tasks.

Something seemed a little odd about the factory workers though. They were moving in an oddly mechanical way, and all of them seemed to be wearing some sort of dark uniform. Nightfire moved a few feet to one side and began clearing off another section of window, trying to get a better look at the ponies below.

His new spot didn’t give Nightfire any further insights into what the ponies below were doing, but one of them seemed to notice Nightfire, looking up toward the stallion before walking in a steady fashion towards him. As the pony neared his window, climbing a flight of stairs to an interior catwalk, the angle allowed Nightfire to notice that the approaching pony was a very fit earth pony mare.

It took her a couple of minutes to reach the window Nightfire was looking through and the stallion had to suppress a surge of desire as the blond mare drew closer. Whatever she was doing in the factory, it apparently required her to wear a skin tight suit of a shiny black material that gleamed under the interior lights of the building.

Glowing lines built into the outfit outlined and accentuated the mare’s muscles, making her every motion an advertisement for the body below, and it was a bit of a disappointment when the mare stopped moving as she reached Nightfire, gazing impassively at him through the thick material of the window between them.

“Hi there!” the stallion called, waving a hoof in greeting. “Any chance you can have somepony meet me out here? I’d like to get some directions to Canterlot.”

The mare didn’t move so much as a muscle at Nightfire’s greeting, and he found himself unnerved at the lack of intelligence in the unblinking green eyes beneath the mare’s unkempt blond mane.

“Uh… “ Nightfire began, unsure what to say next. If it wasn’t for the shifting highlights coming off the mare’s outfit as she breathed, the stallion would have taken her for a statue. A statue clad in almost impossibly tight gleaming black with accent lines…

With an equally tight silver collar around her throat.

Nightfire’s eyes widened, and as he started to reel back in shock, the motion triggered a response in the slave looking out at him. Without the smallest change of expression, the mare punched an unseen button and immediately an alarm began to hoot as lights came up all around the outside of the building.

Nightfire scrambled away from the window, consumed with panic. He had to get away! He had heard rumours from traders that Equestria's government had become corrupt, that it had changed from what it had been before the Day of Long Night, but he had never thought it could have gone this far, but that earlier encounter with that mare made sense. He never would have thought—

The stallion’s racing thoughts came to an abrupt halt as he tripped over something on the ground, stumbled, tried to catch himself with a last second flail of his wings and wound up crashing into the huge pool he had walked past earlier some distance from the shore. Surfacing, Nightfire opened his eyes, only to gasp in pain as whatever liquid was in the pool burned at the sensitive orbs.

Blinded, confused and with no idea where the shore was, the stallion flailed about trying desperately to keep his head above water. Several times he slipped beneath the surface, only to battle back up in time to claw some of the air, replete with burning fumes, into his lungs so that he could continue his forlorn battle for survival.

It was however, a battle doomed to failure, and as the minutes passed Nightfire could feel his alicorn strength and stamina beginning to flag and fail. Legs slowing, wings fouled, eyes and lungs seared from the painful toxins from the pool, the stallion felt a strange calm come over him as he began to go under for what would likely be the last time; when salvation made itself known with a whooshing sound and a sudden pressure around his neck as a lasso snugged into place around it.

“Don’t fight it you idiot!” called a male voice, as Nightfire tossed his head in an instinctive attempt to free himself. “We’re trying to save you!”

The words managed to penetrate the mind of the exhausted alicorn, and he concentrated on keeping his head up as he was dragged to shore. It seemed to take forever for his hooves to touch solid ground again and it was with shaking legs that he staggered back up onto the ground.

“Thank you,” Nightfire gasped out, before coughing out what felt like an entire bucket’s worth of water.

“You’re under arrest for trespassing on FlimFlam factory property, young colt!” declared that same male voice from earlier. “You’re just lucky we decided we didn’t want you contaminating the settling pond any further.”

“I’m sorry,” the stallion replied, clearing his throat and tossing his head again in an attempt to also clear his vision ignoring the loop around his neck for the moment. “I just wanted to ask for directions.”

“That’s rather suspicious. Something a corporate spy would… say, is that a horn on your head? Better not use any magic,” cautioned a second male voice, very similar to the first. “The chemicals in there have been known to react violently to magic.”

“Can you help me get this stuff out of my eyes then?” Nightfire asked, the feeling of being wet now being slowly replaced by a growing itchiness. “Please?”

“Wings and horn,” noted the first voice. “Say, you wouldn’t happen to be an alicorn, would you?”

“Yeah,” confirmed the stallion, the noose around his throat pulling a bit as he whipped his head around to chew at the all body itch that was becoming impossible to ignore. “I’m Nightfire Grace, Prince of Hotspur, and horsefeathers, why am I so itchy.”

“That would be the breakdown products of Flim and Flam’s ‘Magic Grow’ tonic, eating away at the skin under your fur,” said the second voice. “Which is why we put it in these pools, so it can break down safely. I mean we could help you, but…”

The voice trailed off.

“But what?” Nightfire demanded, the itching becoming all encompassing now as it began to progress into a burning sensation.

“Well, as my brother was about to say we could help you, but it would be awfully expensive, and as successful business ponies we can’t just be giving things away,” answered the first voice. “We could do an instalment plan. Say, forty percent interest, compounded weekly?”

“I don’t have any money,” Nightfire admitted. “I was on my way to Canterlot to ask for help. Please, if you can just get me there.”

The stallion couldn’t resist the urge, finally giving into scratching himself all over, but instead of finding relief in the scratching, those areas all began to burn with a rising intensity.

“You know, young stallion,” idly remarked the second voice, “I’d say you’ve got about five minutes before that stuff gets all the way through your skin.”

“Indeed brother,” confirmed the first. “And likely the damage to his eyes will be permanent by then. Not that he’ll have much time left to care about it.”

“You’re just going to stand there and let me die a painful death?!” Nightfire demanded incredulously. “Why did you even pull me out of the pond in the first place?”

“You were churning it up way too much, and your body would have contaminated it for months!” replied the first voice. “Much easier to get a rope on you and have 103 pull you out.”

“Fine! I’ll just charge up my magic and use it to get the stuff off of me,” declared the stallion, feeling the first twinges of true pain. “Even if I blow up it will be better than a slow death.”

“Wait!” cried the second pony he’d been talking with. “Would you be willing to work off the cost of what it would take to fix everything? It might take awhile, but if you were part of our workforce we’d be sure you wouldn’t skip out on your debt.”

“Okay! Fine! Just make it quick,” Nightfire shot back. “I won’t leave until you’re paid off! Just get this stuff off of me.”

“Witnessed and done,” stated the first voice, in a far too cheery tone. “Flam, if you would do the honours of starting up our newest cog in the machine of industry?”

“Wait, what?” Nightfire asked, confused.

“Gladly, brother of mine,” Flam replied as he completely ignored Nightfire’s question, who heard a loud “pop” as a container of some sort was opened.

A moment later Nightfire could have sworn he heard the hissing sound of a fire being quenched by water as a cool something landed on his back, right between his wing joints. Almost instantly the coolness began to move and spread across his back, wiping out the burning and itchiness, giving the stallion such relief he moaned with pleasure.

“That’s it, young stallion,” the first voice said, and Nightfire felt a hoof stroke the side of his face. “Just let the suit encase you and make you our property forever.”

“What?!” the alicorn shouted, opening his eyes in shock.

Through still burning eyes, Nightfire could make out a pair of unicorns stallion wearing casual business suits standing to either side of him, one holding a large, now empty thermos flask, the other holding what looked like an open collar, ready to snap around his neck. With adrenaline granted energy, the stallion attempted to rear up and away, only to find his alicorn strength countered by a sturdy rope connecting his throat to a harness wrapped around the body of the orange mare he’d seen before.

With the mechanical advantage the harness gave her, the earth pony mare was more than capable of anchoring Nightfire in place. He tried shifting off to one side or the other, but the unicorns used their magic to push him back into line with the orange mare. All the while, the coolness continued to spread across his back before starting to flow down his barrel and over his wings.

“Screw this!” Nightfire shouted, calling on his magic to free him. Only to freeze in stunned shock as absolutely nothing happened. Nothing that is, except for whatever was flowing over his body to shoot across his entire wingspan and start to involuntarily furl the feathered appendages.

“What… what is this shit?” the pony gasped, blinking his eyes clear enough for him to see the black tide that by now had nearly coated his entire torso. A tingling feeling seemed to shoot straight into his balls as his sheathe was covered and the entirety of the darkness tightened itself around his body.

“This, is a Mark III Suit Symbiote,” the unicorn on his right informed him. “It’s worn by all the ponies we own.”

“You don’t own me!” Nightfire protested, looking over his back in horror as his wings finished furling against his back, where they were swallowed in seconds by the black tide.

“We do now,” said the unicorn on the left. “By law, signed by our dear Princess Celestia. We are allowed to take possession of anyone or anypony that our suit encases. Just like good old Apple— uh, 103 here. For the good of Equestria, of course.”

“Just relax and enjoy the process,” the right hand unicorn continued, as the suit began to flow down Nightfire’s legs. “Once the suit finishes bonding with you we’ll be in complete control of you. Mind and body both. You agreed to pay for being saved, and the suit will do that, keeping you in the prime of physical and mental health.”

“I’m not even Equestrian!” Nightfire protested, the suit tightening slightly as it spread past his fetlocks and over his hooves. The burning sensation was now nearly completely gone, being replaced by a slight prickling sensation across the covered areas of his body.

“You’re a Cog now,” the left hand unicorn replied. “But don’t you worry stallion, my brother and I have big plans for you. Big plans!”

“Just let me go,” the alicorn begged, his eyes going wide as the suit began to flow up his neck. Nightfire again tried to break free and in desperation attacked the three ponies around him. The earth pony he was tethered to may as well have been a stone, for all the reaction she made to the one or two hits he got in on her, before the unicorns put up a shield to block him.

“HMMFF!” Nightfire yelled out, as the living rubber of the suit flowed over his entire nose and muzzle, cutting off his air supply completely. A moment later the world went black again as his head was covered, completing the full encasement of his body, and throwing him into a last final series of desperate struggles before collapsing to the ground as the lack of air took its toll.

“Get the collar on him now brother,” came the slightly muffled voice of the first stallion.

“Just a moment,” replied the second. “That hurt, and I want our newest acquisition to have a few moments to realize just how lucky he is.”

The moments dragged past and Nightfire could feel his last moments approaching, but as the final darkness began to encroach there was a new tightness around his throat and a new voice was heard.

“Suit interface initializing. Collar online,” stated the voice in a strange monotone. “Please provide authorization code and suit designation to begin full integration.”

“Collar, this is Flam. Authorization code, ‘Super Cider Squeezie 6000’,” Flam stated, getting back up from beside the fallen alicorn. “Suit designation: Cog-248.”

“Code accepted,” replied the voice, and Nightfire gasped as the suit uncovered his nose and mouth, and once again oxygen starvation made even the most fetid atmosphere smell like the sweetest flowers. “Designation accepted. Suit integrity at one hundred percent. Neuro-muscular interlink at forty-eight percent and climbing. Warning, toxins detected in host body. Chelation underway.”

Nightfire again felt a hoof glide along his side, dipping low to stroke his coated and encased member. Part of him wanted to kick or fight back, but he just let it happen, allowing himself to be fondled. Whoever these stallions were, they had him in their power. The best thing he could do for now was to give in, obey the commands of his... masters, and wait for an opportunity to escape later.

The hoof stroked him to mid-hardness before moving on to check the firmness of his thighs and rear.

“You always did like to sample the male line of our products, eh Flam,” commented the more distant of the two unicorns. “Planning on going for a ride?”

“143 never refuses you a ride. Control saw to that,” answered the stallion whose hoof was now sliding through the valley of Nightfire’s buttocks. “But Flim, I was thinking that our patron might appreciate 248 more than we would.”

“That, brother of mine, is an excellent idea,” Flim replied. “Let’s get 248 over to Control for its in-processing and we can discuss it over a glass of cider.”

“Capital idea, brother,” Flam answered. “Let’s get 248 up onto its hooves and retire to the boardroom. I can taste that cider already.”

Author's Note

Chapter 1 of a commission for Nightfire Grace. Hope you all enjoy it.

If you want to have priority status for any future commission you might have in mind, want early peeks at my writing, or just want to help keep me in coffee and keyboards, join my Patreon for as little as a dollar a month and you too can help a crazy writer keep on, keeping on.

Chapter 2: Control

Nightfire staggered from side to side as he was pulled along, his stumbling steps given direction and form from the irresistible pull of a pair of reins attached to the bridle he could feel wrapped around his head, and the bit firmly wedged in his mouth. He wasn’t sure where the solid rubber bar had come from. One moment his mouth was closed, but empty, and in the next few seconds the growing width of the bit between his molars forced his mouth open, even as some part of it held down his tongue.

The insidious piece of tack turned him from the proud pony prince of a small village, into an inarticulate animal who snorted and whinnied like some sort of pony shaped beast who was firmly under the control of his owners. Despite the constant forward pull, Nightfire twice tried to put up a resistance, biting down on the bit to lessen its effects, and locking his legs into position.

Each time the orange mare he was tethered to would continue forward, dragging him along until the pressure forced him to unclench his jaw from the bit. The pressure of the reins would pull the device up against his soft palette, and the resultant pain giving him no choice but to put one hoof in front of the other in order to reduce that inexorable pull.

The alicorn could hear Flim and Flam laughing at his antics before ordering, “Suit 248, walk behind 103. 103, take 248 to Control.”

Immediately, Nightfire could feel a change come over his body. Instead of walking with the unsteady gait of a blind pony, which he was at the moment, his legs started to move in a confident stride. Instead of relying on the tactile directions of his reins, he made a right turn for no apparent reason, and most disturbing of all, was the fact that no matter how hard he tried, he seemed to have no control over any of his limbs from the neck down.

“And let’s just get the door… “ Flam said, and Nightfire could feel the air around him change as he entered the massive building he had made it to. The footing under his hooves became more solid as well, and he could hear the door close behind him as he entered the facility.

The voices of the two ponies who had snared him faded as his body continued to walk forward on its own, leaving them behind. As he walked, the sounds of heavy machinery came to his ears, along with a hail of scents ranging from the rich earthy smell of tilled soil, to the acrid reek of decomposition.

His… guide, led his body through several twists and turns, as well as both up and down several staircases, until Nightfire was sure that even if his eyes weren’t covered by the strange material on his body he would be completely and utterly lost. The strangest thing was that though he knew for a fact there were a great many other ponies in the building, there wasn’t a single scrap of conversation to be heard. No idle chit-chat, no shouted orders, no pony commenting on why a leashed and collared pony was being led through their midst on a pair of reins.

To Nightfire, it either meant that the ponies he was passing were either bridled and bitted like he was, or that they had seen ponies bound and being led through their midst so many times it was an ordinary sight to them. Nightfire was trying to decide which possibility was more unsettling when he made a final turn to the left and came to a stop.

“Suit 248, hold position,” commanded a mare’s voice, and the sheathe around Nightfire’s body hardened to the rigidity of steel. Whoever this mare was, her words were distinct and well pronounced, but with a hard edge to them. The voice of a mare used to being in command and having her commands obeyed.

“103, disconnect from 248 and return to your duties,” continued the mare. As the sound of a closing door registered in his ears, Nightfire felt something wide and rigid close tightly around his throat.

“Suit 248, revert to normal operating mode. Magic and flight restrictions only,” commanded the mare, and for the first time since the nightmare had begun, the alicorn could see what was going on around him with surprisingly less blurriness than outside.

He was in a large room with one wall lined with various sorts of technical equipment, glowing screens, tubes of undulating matter, and workbenches, while the other held an extremely complete array of restraints, including what he could just make out as lengths of chain and rope in various thicknesses and materials, hanging beside tack ranging from simple bridles to elaborate and decorative harnesses.

Every item was in immaculate condition and showed the patina of regular use.

“Eyes front, 248,” commanded the mare from somewhere behind Nightfire, a crop floating in her orange magic tapped the underside of his chin, encouraging him to obey.

Nightfire started to comply, but as he lifted his head something rigid dug into the back of his neck, triggering an automatic attempt to buck and flee. For a few moments he fought against what felt like an immovable iron loop around his neck before his tiredness caught up with him again, forcing him to pause.

There was a whistling sound followed by a crack of thunder, and pain exploded from Nightfire’s left flank.

“When you are commanded, you obey immediately and without hesitation,” growled the mare. “Understood?”

“Uh, yes Ma’am!” Nightfire blurted out, raising his eyes as ordered and most definitely not wanting to feel that kind of pain again.

The whistling sound repeated itself and this time it was his right side that erupted with agony.

“You were not told to speak,” said the mare with the whip, her voice almost purring in his ear. She sounded almost… happy, that she’d had the chance to hurt Nightfire. “When somepony wants you to speak, they will tell you. Understood?”

Nightfire shifted nervously, unsure of what to do, until another strike of the whip landed, this time along his flank.

“Yes! YeS! I understand!” Nightfire yelled.

“Not ‘I understand’,” corrected the mare, drawing a whimper from the stallion who expected more pain from the sadistic mare. However, the anticipated blow did not land. “Say, ‘248 understands’ instead. Go ahead, say it.”

“248 understands,” Nightfire repeated, in a pleading voice.

“Good cog,” commended the mare, who proceeded to run a hoof along Nightfire’s underside, briefly hefting his encased balls and sheathe in a measuring grip. “My, you are a good looking one aren’t you?”

Nightfire decided the question was rhetorical, keeping his eyes forward even as his ears pivoted to track the mare as she moved around him, touching and stroking his body as she examined him. In spite of himself, Nightfire could feel his shaft start to loosen in its sheathe.

“That’s right 248,” the mare said, moving to where Nightfire could see her. She was a thin, almost emaciated unicorn, with a fiery scarlet and yellow mane and tail, but what dwarfed everything about her was the burning force of personality that radiated out from the mare’s light blue eyes. A burning light that bordered on madness, boring their into the alicorns’ own eyes until they threatened to consume his mind.

“Obeying feels good,” the mare continued. “DISobeying brings pain. This will be your life from now on.”

“Please, just let me go,” Nightfire pleaded, blurting everything out while he had the chance. “I won’t go to Canterlot, I won’t bother Princess Celestia. I’ll go ba—”

The crop slapped viciously against his cheeks, whipsawing his head back and forth.

“Suit 248, muzzle,” the mare ordered, and the glossy black thing around Nightfire leapt into action, binding his muzzle shut with a tight latex tube. “Correction, Suit 248, muzzle with cock gag, training protocol six.”

“Disobedience brings pain,” the mare repeated, and Nightfire felt his mouth forced open as a hard latex shaft filled his maw, pinning his tongue beneath it. “Every five minutes, the cock in your mouth will vibrate. If you do not lick and suck on it well enough, one minute later you will lose the ability to breathe. Nod if you understand.”

Nightfire nodded.

“Now normally, I’d just break you into being just another cog in the machine, but you are very pretty, so I’m going to try something a little different with you,” the mare informed him, as her horn ignited again and Nightfire could feel something going on at his throat.

“There, new protocols uploaded into your collar. It’s going to be very interesting to see how well the new communication and self-sufficiency systems work,” the mare said to herself, and in spite of everything, Nightfire couldn’t help but raise an eyebrow in curiosity. “Oh, you don’t know? Here, have a look.”

The mare pulled a mirror in front of the captive stallion, and luckily either the damage hadn't been as bad as Flim and Flam had said it was, or his eyes had managed to blink away enough of the poisons from the pool to allow him to see clearly at least a few feet in front of him now.

Nightfire’s privations on his journey had melted off what excess body mass he’d had, leaving his body fit and trim. That toned and lean musculature was now covered in a skin-tight coating of gleaming black latex creating highlights that shone off the tight curves and planes of his body. What’s more, pulsing lines of blue filigree, echoing the highlights of his fur beneath the latex, served to enhance and highlight his full chest, powerful legs, and tight barrel.

Combined, the effect was that while the suit covered Nightfire from the neck down, it seemed to offer up every part of the stallion as an erotic work of art.

A work of art that was reminded to obey as the cylinder in his mouth began to vibrate

Nightfire set to work with a will, suckling on the shaft like it was the only source of nourishment while working the underside as best he could with his pinned tongue. A minute of desperate effort found the faux cock quiescent once more, and Nightfire breathed an unhampered sigh of relief.

That is until the suit began to slide up and down around his own cock.

“That’s right, ‘Obedience brings Pleasure’,” the mare reminded him, and Nightfire could hear the smile in her voice. “Hope you’re experienced…”

Something large and intrusive started forcing its way into his back door, turning the alicorn’s sound of curiosity into a sharp sound of protest, as a huge something began to breach the tight sphincter of his ass.

“Just relax,” the mare told him, feeling very confused between the growing pleasure of being rubbed off and the discomfort of his back door being forced open. “You don’t want me to have to force this in.”

Nightfire wanted to hold still. He really did, but few and far between are the individuals who could have taken something as long and wide as what was being pushed into him without protest, and in the end the only reason he wasn’t screaming out was due to the tight seal of the muzzle around his mouth.

“There, that wasn’t so bad was it?” the mare asked, obviously not expecting an answer.

Nightfire had heard of ass play, but it generally wasn’t a thing his ponies talked about, and it definitely wasn’t something he had done himself. He wriggled his hips back and forth a bit, trying to settle the massive shaft that now occupied the normally empty space inside of him and feeling an odd tickling sensation against the back of his legs.

Which is when the trainer gag in his mouth let it be known it was time for another session.

Again, Nightfire sucked on the latex shaft in his mouth and discovered that while he couldn’t maintain the suction for long, he could repeat it, causing the fake stallionhood to slide back and forth along his tongue. After half a minute, his continued ability to breathe seemed to indicate he’d succeeded in passing the test again.

However, then the thing stuffed in his ass began to vibrate and writhe as well, dispelling any lingering soreness its entry had created.

Nightfire just stood there for several long moments trying to sort out his sudden roiling thoughts and emotions. Why were his wings starting to strain against the pockets they were in? Why was his breathing getting harder and faster? Why was this feeling so… good?

“See? Obedience brings Pleasure,” the mare repeated, her hoof rubbing back and forth over the sealed in, but expanding length of his member.

“Obey Control, and pleasure will be yours,” said the mare, walking back into his field of view. “I’m going to break you into a willing, obedient little toy.”

Nightfire snorted in denial, but even to his ears it sounded very feeble.

“As Control, I’ve personally broken over two hundred ponies into the service of FlimFlam Inc., and through them, into service to Equestria,” Control continued, reaching up to stroke Nightfire’s cheek. “Some of them were broken a little too far, and we were left with only mindless husks. Ponies who were only alive in the technical sense.”

The suit around Nightfire’s sheathe began to rub and stroke his stallionhood, drawing it from his body into a tight fitting pocket just made for it, and making it harder and harder for Nightfire to concentrate on what the mare, on what Control, was saying to him. All the while the plug in his ass continued its work, stimulating his cock at its very root and making it absolutely impossible for the stallion to calm himself.

“But with you, I’m trying a gentler approach,” Control told him, taking the time to run a hoof through the electric blue highlights of his dark mane. “Submit. Obey. And you will feel nothing but pleasure as you become 248. The pony you were will seem like an old dream, barely remembered.”

248 shifted back and forth on his hooves, trying to resist the urge to try to rise up and mount the mare beside him. The need inside of him was growing as his cock neared full extension. He wanted… something. What had it been?

“That’s it,” Control purred, an insistent hoof along his underside bringing him to full hardness. “Surrender. Submit. Obey.”

There was the click of a switch, and the metal shackle around 248’s throat released as the metal pole it was attached to sunk back into the floor. 248 instantly whirled around toward Control, eager to fuck the mare who held his reins, to fuck her, to breed with her until she was a whimpering hot mess beneath him.

However, the extra mass of his new secondary tail threw him off, and he staggered sideways for a moment. Not much of a stagger but enough to give Control a chance to react to the sudden assault.

“Suit 248, full lockdown,” Control shouted, and again the suit around Nightfire changed from flexible latex to something harder than steel, locking him in place. “Suit 248, punishment routine three, duration ten, level ten.”

Nightfire’s body erupted in searing pain as the device inside of him delivered a series of powerful shocks directly to his core. The agony flung his mind away from the pleasant drift of being 248, stallion in sexual service to Control, and back into the tired and sore body of a confused and near panicked Nightfire. On top of everything else that the pony had undergone that night, even alicorn stamina had been reduced to a frail reed and Nightfire’s eyes rolled back into his head as he fell into unconsciousness.

The stallion woke to Control whispering in his ears.

“Your name is 248. You obey Control,” came the insidious, unstoppable whisper. “Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

The voice was quiet enough not to be overwhelming, but loud enough to be a constant presence, flavouring his every thought. One of the largest of which was that he was incredibly hungry and thirsty, but despite that, the mantra repeating in his ears began to penetrate his mind.

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

Oddly enough, one thing the stallion wasn’t feeling was a need to void his bowels or his bladder, though a shifting of his hips told him that whatever had been shoved into his ass was still present, and a glance over his shoulder told him it also had some sort of large fake tail extending out from it to merge with his own.

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

The door opened, letting in Control and the sound of noise and machinery along with her. A moment later and the room was relatively quiet again.

“Ah, the relay tail is working perfectly, and according to its telemetry, with the effluent toxins purged from your body your alicorn biology has already nearly healed your eyes overnight. Which might explain a few things about Luna,” Control mused, before suddenly grabbing Nightfire’s head in her magic and forcing him to look directly at her. “NEVER disobey Control. Is that understood?”

Nightfire nodded emphatically, caught totally off-guard.

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

Nightfire shook his head for a moment in annoyance. He was Nightfire, not 248, no matter what Control told him.

“Obedient ponies are happy ponies,” Control repeated, wheeling a mechanism up to him with a realistic looking latex phallus sticking out of it. “Considering how thin you are, you’re probably pretty hungry and/or thirsty. Go ahead.”

Nightfire looked at Control in confusion. He wasn’t supposed to suck on the cock was he, and even if he was, how was he supposed to move with this steel coating holding him in place?

“Suit 248, release walking restriction, remove muzzle,” Control commanded, and the suit returned to its normal flexible self.

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

“Go ahead, 248. Hurry up and eat,” Control ordered again, adding in a menacing tone “You aren’t going to try to disobey again, are you?”

Nightfire shook his head vehemently before gingerly stepping forward and letting just the tip of the false organ into his mouth. A few droplets of something incredibly sweet dripped onto his tongue and a moment later the stallion drove his mouth forward, sucking as hard as he could in an attempt to satisfy his body's sudden demand for nourishment.

As if some sort of trigger had been activated, straps whipped out from the sides of the device, wrapping around the back of his head and pulling it forward, driving the feeding cock all the way along his tongue to lodge into the back of his throat. At the same moment, his tail plug came to life, sliding back and forth in his tight rear passage.

“Relax 248,” Control advised Nightfire, as he struggled to free himself. “Obey Control.”

Nightfire forced himself to stop struggling while fighting back his gag reflex at the same time. As the muscles of his throat began to relax, a pulse of something sweet gushed out of the cock and almost directly into his stomach. Another moment and the plug in his rear started moving back and forth as the latex around his own cock and balls began to stroke along his flesh.

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

Another pulse of food hit the back of his throat, in time with the plug in his ass sliding back and his sheathe receiving another gliding stroke. A semi-swallow later and the tail plug drove forward again, triggering a repetition of the cycle. A small bit of food would eject from the cock in his mouth, while the one in his ass plowed deeper, then pull back to encourage him to gulp and force his the substance down, all the while his suit stroked his own member into rock hard attention.

I’m being fucked at both ends, the stallion thought to himself, his mind clouding with sexual pleasure alongside the pleasure of a filling belly. Fucked and fed, fed and fucked.

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

All too soon, or too late, depending on the perspective, the feeding stopped and 248 was released from the mechanism as the encircling straps released their hold on his head.

“Ahhh,” the stallion gasped, as his mouth was allowed to be empty for the first time in hours.

“Suit 248, discontinue reward protocol,” Control commanded. “Begin edging program in ten minutes, begin leash protocol, standard distances.”

“W-what are you doing to me?” 248 begged, managing to summon up the will to ask through the fog that was filling his mind. “Why are you —”

“Suit 248, standard muzzle and bridle,” Control shot out, frowning slightly before her face shifted to a more neutral look. “Normally you would be on the floor right now, screaming in pain, but as I said, we’re trying for something a little different for you, 248.”

248 visibly cringed away from the yellow and red maned mare at the thought of another lightning bolt going off inside of his rear, barely even noticing his mouth being clamped shut again as the straps of a basic bridle manifested themselves on his head.

“Stay right where you are, 248,” Control ordered. “You are on leash protocol right now. If you approach closer than half a body length or move more than three body lengths from me, you will be punished. If you use any personal pronoun instead of ‘248’ when speaking, which will be rare, you will be punished. Nod if you understand.”

248 nodded.

“Good. Now to answer your questions. You are being broken into an obedient, biddable stud pony who will fuck anything I or my bosses tell you to, to the best of your ability. Which by the time I’m done training you, will be substantial,” Control informed 248, with a broad, possessive smile. “As for the why. You are a tool. A wise pony once said, ‘Give me a lever big enough, and I can move Equestria,’ and you are going to be the lever that moves a very stubborn part of Equestria named 'Luna'.”

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

“Now, let’s begin,” Control stated, clipping a lead to his bridle with her magic. “Stand up and begin walking around me in a circle. Let the leash guide you.”

248 did as he was bid. It took him a few tries to get it right, but eventually he was orbiting around Control in clean circles. He was doing quite well, but then his suit began to stroke and rub at him again, causing him to stumble.

“Keep moving, 248,” Control commanded, a tingling sensation in 248’s ass warning him he was veering close to punishment. With a surge of competence 248 smoothed out his gait and the curve of his path around Control.

“Good 248,” Control praised. “Keep walking, keep obeying. It feels good to obey, doesn’t it?”

Unable to speak, 248 managed a nicker in response.

The stroking and rubbing continued, and 248 felt his mind beginning to float again on wave after wave of endorphins. The pleasure kept building, and walking started to become difficult as his entire shaft dropped out of its sheathe into the waiting embrace of the latex coating around his body. Things were just getting to the point where 248 was going to have to stop to deal with the fleshy log beneath his belly, when all the stimulation came to a stop, leaving him with a hollow, empty feeling.

“Keep obeying 248, and you’ll be rewarded again,” Control advised him.

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies.”

248 kept obeying, and over the course of the day 248 kept being rewarded, but never quite enough to allow his erections to reach their natural conclusion. All the while the inner voice of the alicorn stallion named “Nightfire” kept getting quieter and quieter, as it was slowly drowned under the repeating mantra reminding him of his need to obey. It wasn’t until several hours later and 248’s second feeding of the day, that the voice managed to return.

“Now then, my fine Lever, what is your name?” Control asked, her tension on his lead bringing his head in line with her own as his muzzle melted away into the rest of his suit.

“Name?” the stallion asked, having to think for a moment as both “248” and “Nightfire” fought for a place on his tongue. At the end though, it was his fear of being punished that made him answer with, “248”

The stallion shrieked in agony as what felt like a million volts tore through his very core, ripping his thoughts into flimsy cobwebs. For what seemed an eternity bolt after bolt of shocking punishment lit up his every nerve with unceasing, unendurable pain.

“Do you know why I punished you?” Control asked, some undeterminable time later to the pony now lying on the floor.

The re-muzzled and now closely hobbled pony shook his head from where he lay, panting for air through his nose.

“Because you lied to me just now,” Control explained, stroking the side of 248’s face with a strange gentleness. “You’re wearing a suit made up of a thousand thousand tiny magical machines made out of latex. Now that they’ve merged with your nervous system, they know everything that is going on with your body, and they send me that information through the transmitter in your new tail. Things like the small physical signs that a pony is saying something that they don’t believe is true.”

248 made a sound something between a wail and a groan as he realized just how literal the name “Control” was.

“The suit does much more than just that, as that poor Sparkle mare who invented it found out, but the important thing is this,” continued the Control. “We are going to repeat this every day, until you tell me that your name is ‘248’ and you believe it. Don’t worry though, because you are going to believe it. You’re already most of the way there.”

“Your name is 248. You obey Control. Obedience is good. Obedience is pleasure. Obedient ponies are happy ponies,” sounded in his ears yet again, and 248 realized in that moment that no matter what he did, he was going to be under Control.

Author's Note

Chapter 2 of a commission for Nightfire Grace. There will be a third, concluding chapter

If you want to have priority status for any future commission you might have in mind, want early peeks at my writing, help keep me in coffee and keyboards, or aid me in my quest to get to Everfree NorthWest next year, join my Patreon for as little as a dollar a month and you too can help a crazy writer keep on, keeping on.

Chapter 3: Tool

“Good afternoon, gentlecolts,” Princess Celestia said, as she poured out three measures of tea into waiting gold and ivory tea cups. “You said you had something important to talk to me about. A possible way to guarantee that Nightmare Moon will never rise again, you said.”

“Yes, your Highness,” Flam replied nervously, unsure if he should take the tea now or wait till after his absolute monarch took a sip.

An uncomfortable silence settled onto the sitting room while Celestia sat there, waiting for the business pony to finish his sentence.

“What my brother means to say,” Flim interjected, after nearly a full minute of silence had passed, “is that we may have found a way to permanently anchor Princess Luna’s mind fully to the reality of her being your sister, and not Nightmare Moon.”

“Keeping my sister under control and through her, Nightmare Moon, is my highest priority,” Celestia commented, taking a gentle sip of her tea. “It's why I’ve poured the riches of Equestria into your firm and let the two of you operate almost completely unchecked.”

“And we hope that we’ve provided some return on that investment already,” said Flam, taking a gulp of his tea now that Celestia had drunk some herself.

“Your containment suits have certainly done an excellent job of keeping my sister’s powers under control, and controlling any pony that might help that demon inside of her from breaking free and running amok,” Celestia replied in a motherly manner, before a frown marred that gentle expression. “Not too mention dealing with any pony who dared question the necessity of doing absolutely everything possible in that regard.”

“Which is where Control comes into play,” Flim added, leaving his own cup undisturbed.

“Control? You mean my former student, Sunset Shimmer. Correct?” Celestia asked, knowing the question was rhetorical.

“Correct, Princess,” Flam confirmed, before calling out, “Control, please come in.”

The lean-bodied form of Sunset Shimmer practically stomped into the room, her eyes burning with an anger suppressed only through sheer force of will, and the knowledge of what could happen if she decided to let her own inner demon off its chain.

“Princess Celestia,” Sunset said, through teeth that were almost gritted. The unicorn stopped the precise amount required before bowing to show her submission to the Crown.

“Sunset Shimmer, it’s good to see you again,” Celestia said, her voice still in that warm, motherly voice. Only someone who knew her well would have noticed the tightness around her eyes or the subtle shift of her wings. “How is professional life treating you?”

“Well enough, your Highness,” Sunset replied, noting the conversational thrust before making a riposte of her own. “I go by ‘Control’ now. My old name didn’t feel right after so long under your… wings.”

“Indeed,” Celestia noted, relaxing slightly. “Your employers said you’ve come up with something important?”

“Yes, your Highness,” Sunset stated, relaxing herself as she launched into her explanation. “Recently we acquired a rather unique asset, and we decided to convert them into a productive unit in a somewhat different way than our usual methods of breaking their dangerous mindset of personal freedom. Instead, we harnessed their own inner drives and needs, so that they made themselves both safe and useful to all of Equestria.”

“How so?” Celestia asked, intrigued.

“The second most important desire a pony has is to procreate,” Sunset continued, moving slightly toward the door she had entered through. “We discovered that it can be used to make an individual obedient, biddable and thinking only the thoughts we want to be there. All we have to do, is control their sexuality in the right ways.”

“Luna isn't just a pony,” countered Celestia. “My sister is an alicorn, which is a large part of why she continues to think for herself, and as long as she does, she is a danger to herself and all of Equestria.”

“True,” Sunset tossed back, obedience to protocol flying out the window. “But what if there was a way to engage Luna’s sexuality? What if there was a way to put her in foal? If we can do either of those things we can either render her safe, or make it so that acting against you means acting against her own child.”

“But for that we would need—” Celestia began.

“An alicorn stallion,” Sunset interrupted, drawing a small gasp from the guards in the room at the mare's rudeness. “248, this is Control. Enter the room and come to me.”

Celestia hummed in appreciation as the sleek body of 248 entered the room. A few months of regular meals and exercise had filled in the hollows acquired during his journey, while keeping him trim and fit. As well, Control had made sure that her tool for breaking Luna had been impeccably groomed as the shimmering waves of his mane and tail attested too.

“Wait, are those wings?” Celestia demanded, her amazement growing as she noted the bound ebony shapes along 248's back. “He’s an alicorn? An alicorn stallion?”

“Indeed he is, your Highness,” Flim responded, bowing low as Celestia got off the divan she had been resting on and approached 248.

“I’ve searched for somepony like him for years… centuries,” the ruler of all Equestria said, running a hoof over 248’s back to trace the pockets that securely held his wings. “He’s absolutely gorgeous.”

“Which is why we think it can be the tool to make sure that Luna will never become Nightmare Moon again,” Control stated, moving to directly confront the princess. “Either 248 will get a foal on her and you can control her through that, or 248’s… attentions, will be the engine that drives the process of removing any independent or rebellious thoughts out of her head.”

There was a moment of tension again as the two mares locked eyes with each other. Flim and Flam knew there was some sort of conflict between the two, but Celestia had never hinted at what the problem had been, and Control had become almost violent the one time Flam had tried to press her for details.

“Which is why you asked me to bring my sister to this meeting,” Celestia replied, and a small frown crossed the sun princess’s face like a passing cloud. “You forget your place, my former student.”

“My humble apologies, your Highness,” Control responded, bowing low in submission, though there was nothing at all submissive in her voice. “Your subject begs your forgiveness.”

“Hmmm,” Celestia noncommittally replied, returning her attention to the stallion holding statue still before her. “Does he know what to do? Is he capable of doing what needs to be done.”

“It has been extensively trained, your Highness,” answered Control, backing away slowly from her closeness to the Solar Presence. “What’s more, 248 has been held in chastity to ensure its work will be perfect.”

“Excellent,” Celestia said, removing her hoof from the stallion with obvious reluctance. “Guards, bring in my sister!”

The door was flung open and two Royal Guards walked in. Each of them were wearing pulling harnesses over their armor, from which extended chain leads leading back to the bridle locked onto a latex clad Prussian blue alicorn mare. That guards continued to move forward, the chains keeping Luna within a few steps of her guards and ensuring she kept her head up. Two armed guards entered the room behind Luna and shut the door.

“Hello Luna, today we are going to try a new therapy,” Celestia informed her sister. “One you just might enjoy.”

“Forgive me if I withhold my enthusiasm,” Luna replied, rolling her eyes. “In truth, thou are the one in need of therapy. We have told thee time and time again that We are cleansed of the Nightmare and that We are loyal to thee and thy rule. We have pledged this to thee and still We are kept bound in this living prison thou hast foisted upon Us.”

“All things that the Nightmare would say to get me to lower my guard,” Celestia replied, shaking her head. “Gentlecolts, if you would.”

At the cue Flim and Flam opened the trunks they had brought with them and began assembling a sturdy looking device from lengths of square tube steel. Luna shifted her gaze in dull horror from the metal frame that was in mid-assembly over to 248.

“Thou hast found an alicorn stallion? What means this?” Luna’s gaze flipped back over to the metal contraption as various restraints were added to it. “Thou cannot mean to… Thou intends to have me BRED? As if We were but brutish livestock??”

“Suit One,” Control commanded. “Add a ring gag to the bridle.”

In the space of a single heartbeat a pseudo tentacle of latex had found its way across the mouth of the lunar alicorn and forced it open in an “O” shape.

“My apologies again, for the presumption,” Control added, bowing again to the elder sister. “But this will go easier for everypony with the gag in, and it will ensure her Highness has sufficient air for what is to come.”

“No apology necessary, my former student,” Celestia replied, wincing slightly as Luna bombarded all present with inarticulate curses. “This just proves to me that the Nightmare is still inside of her, waiting for a chance to strike.”

“All finished, Princess Celestia,” Flam stated, stepping away from the frame as his magic pressed a final anchor bolt into the floor.

Luna’s response was an outraged whinny, and rearing, she attempted to break away from her chains and the stallions holding her. However, Celestia herself had forged the chains binding her sister and the guards had been chosen for both their strength and their weight. That, combined with the mechanical advantage their harnesses gave them, allowed the guards to drag Luna into place where Celestia herself fastened the bindings.

“Guards, you may go,” Celestia commanded, waiting until the four guards had left to cast what Control recognized as a privacy spell over the room itself.

“With your permission?” Control asked, as she checked the various bindings that were keeping the lunar alicorn held in place, despite her continuing struggles.

“Have your tool be as gentle as possible with her,” Celestia stated, in a voice of utter authority. “Even though part of her wants to destroy us all, I’d rather not have my sister brutalized.”

“I can guarantee you that the process will be as pleasurable as possible for her, your Highness,” Control replied, nodding to herself as she confirmed that all was in readiness. “In fact, for this to have any effect at all, Princess Luna needs to enjoy this.”

“Oh my,” was all Celestia managed to say, as Control noted a slight blush on the cheeks of the solar alicorn.

“248,” Control ordered. “You will commence Breeding Protocol Four on the pony in the frame. Do you understand?”

“248 understands,” replied the stallion, speaking and becoming animated for the first time since he had entered.

With slow care the stallion moved toward the captive princess, who bucked and thrashed in a final, desperate attempt to free herself.

“Don’t be afraid,” 248 said, stroking the side of Luna’s face as he moved into her restricted field of vision. “248 will be gentle with you. 248 will give you pleasure, and then you will be obedient like 248. Obedience is pleasure. Pleasure is obedience.”

Luna tried to shake her head in the negative, but the reins of her bridle kept her head firmly in place.

“UH! UH!” she shouted, trying to deny 248, and for a moment she saw a brief moment of hesitation in the stallion’s eyes. However, the moment passed and the stallion moved back around to Luna’s rear, and sensing what was coming she tried to lower her tail, only to find that her dock was held in place.

248 took a moment to sniff gently at the inviting lower lips of the lunar princess, drinking in her scent before ever so gently nuzzling the crease between them with the tip of his nose. A whole body shudder rippled through Luna’s body as nerve clusters not used in over a millennium began to fire back into life.

“Suit 248,” Control began, addressing the control collar around 248’s throat. “Release all chastity restrictions. Begin breeding protocol.”

Though 248’s mind was almost completely subsumed by his programming, the pony under the living latex sheathe couldn’t help but sound a multi-toned nicker as his suit began to rub and tug at his sheathe, encouraging the growth of the remorselessly teased and caged stallionhood along his belly.

Any stallion not as thoroughly under control or as trained as 248 had been would likely have mounted the princess then and there, driving themselves forward in the ancient ritual of rut, but 248 had been trained. He was utterly under the control of the pony of the same name, and as such, he obeyed his programming.

Moving ever so carefully forward, 248’s nose parted the dark blue folds to slide along the line of pink flesh beneath, drawing another pleasurable shudder from the captive princess. A shudder that turned into a full jerk at her bindings as 248 ran his tongue along the inner entrance to Luna’s treasure.

As 248 continued to slide his tongue up and down along Luna’s inner folds, the female alicorn’s motions began to shift from abrupt attempts to escape, to rolling motions of her hips as her body began to respond to the attention, moving not against the stallion’s attentions, but with them. A startled gasp burst out from the ring gag as 248’s lips then fastened around Luna’s growing nub, suckling at it as if he was dying of thirst and it was the only source of water.

Indeed, liquid began to flow moments later as the mare’s body responded to the stallion’s attentions by producing copious amounts of natural lubricant. The musky smell of a mare’s arousal filled the room, and Control noted that not only did Flim and Flam’s nostrils flare wide to pull in the scent, but so too did Celestia’s.

The solar alicorn’s eyes were locked onto the scene being played out before her as if it was the most important thing in the world. Control watched as Celestia’s forehoof began gliding lower and lower down her body as Luna whinnied and stamped like a wanton while 248 pressed his muzzle into her soft passage, spreading it wide for what was to come.

All present could see the rippling along 248’s muzzle as his tongue began to lick and thrust his tongue back and forth inside of Luna, causing her to begin to rock back and forth as much as she was able, her thoughts of resistance beginning to fade like a fog against a hot sun. Celestia’s hoof began to touch her own teats, but a sudden flash of awareness made her look up and across the backs of the captive couple, there to lock eyes with Control.

The two mares shared a look. The eyes of Control were filled with calculation and assessment, while Celestia’s look shifted from embarrassment, through anger, to awareness of what her former student might be thinking of at that moment. Celestia’s expression shifted to one of calm observance, and only one who knew her well would have been able to divine the deeper emotions running through the senior princess.

Control knew Celestia very well.

Several minutes passed as 248 continued his oral assault on Luna’s soft flesh. The cries of a mare being driven to the heights of passion pressed against the privacy spell, but it held firm. Liquid began to drip to the floor, in spite of 248’s licking and sucking for all he was worth, and as the stallion made tool pulled back for a moment all present bore witness to his sodden face.

248 reared up, and placing his latex clad forehooves against the inner curve of Luna’s hips, began to mount the bound mare properly. With gentle, but insistent force, 248’s fully flared cockhead parted Luna’s outer lips and the stallion stopped there for a moment, as his protocols bade him to wait for the mare beneath him to adjust to what was about to happen.

“AH! OHHHH!” Luna cried out in protest. A protest that was cut off as a voice whispered in her ears.

“Obedience is pleasure. Pleasure is obedience,” said the hushed voice of Control. “Stop fighting. Stop thinking. Thinking only brings pain. Let go, obey, and be rewarded.”

“OH! Ooooooo,” Luna tried to respond, only to have that response trail off in a groan of pure lust as her own suit followed its directives, by starting to vibrate and pulse against her now fully engorged nub.

Feeling the vibrations of Luna’s suit against the underside of his cock, 248 started the next phase of his assault against Luna’s sex by rocking his hips back and forth, driving his wide cockhead and girthy shaft down into her cunt. However, 248’s instructions were to have Luna enjoy the process as much as possible, and so he did not simply slam himself into her like a battering ram at the gates of a fortress.

Breeding Protocol Four specified foreplay, gentle arousal, and a firm but steady penetration, and while 248 had not been allowed to climax during his months of programming and training the drone had accepted his lessons well and demonstrated them as he inched his way deeper and deeper into Luna.

For her part, Luna could feel her mind starting to become overwhelmed for the first time since Celestia had trapped her in the latex symbiote Flim and Flam had created to contain and constrain her. It had been so long since she had experienced the attentions of either a stallion or mare in the bedchamber, and while 248 might have just been carrying out his programming, he was hitting all the right spots to drive her mad with pleasure and desire.

“Obedience is pleasure. Pleasure is obedience,” continued the mantra in her ears. “Don’t think, just obey.”

The mantra began to take hold in Luna’s mind, and as the broad rim of 248’s medial ring pressed against her entrance, Luna found herself pressing back against it, doing her best to spear herself on 248’s cock. Her mind began to drift along the waves of orgasmic joy that 248 was filling her mind with, even as his length began to fill her body. The joyful sounds coming from her throat seemed so distant, as if they belonged to somepony else, and a part of Luna realized that this stallion might just be the key to opening the lock of her mind for Celestia.

Both ponies cried out as after long minutes, 248’s steady advance culminated with his hilting himself fully within 001. 248 paused for a few moments, gathering himself for the final push against 001’s ultimate treasure even as her body rippled and kneaded at his length in a vain attempt to force him to climax before the protocol was complete.

Unfortunately for 001, 248 had been too well programmed and trained for this moment, and not a drop of his precious seed was spilled before its time. Grabbing the mare’s hips even harder, 248 began to thrust with intent, battering his way against 001’s deepest depths.

“Obedience is pleasure. Pleasure is obedience,” continued to sound in 001’s ears. “Don’t think, just obey.”

There was no thought of escaping now. No consideration of how to break free, of how to strip the suit from her body, or how to flee. There was only a stallion above and on her. Taking her in the ancient ways, making her his mare, even as she drove back against him to accept his greatest gift.

Despite their earlier attempts at decorum, the other four ponies in the room began to find themselves overwhelmed by the smells and sounds of mating and it was with herd instinct that Flim and Flam began to look toward Celestia and Control with hungry eyes, their own shafts lengthening and starting to emerge from their sheathes.

That is until Control dumped a pitcher of water over their heads.

“Perhaps another time, gentlecolts,” Celestia murmured, turning her eyes back to the two ponies in the center of the room.

Time passed as 248 and 001 thrust against each other, until with a final cry 248 reared up even higher and poured his essence into 001, filling every inch of her with his creamy white seed. 001’s body milked 248’s cock for all it was worth, drawing out every last drop of cum it could from the male’s body, before exhausted, the stallion fell away from her.

Control noted with satisfaction that 001’s suit almost immediately blocked the entrance of the bound mare’s pussy with a flexible latex plug, trapping the potent stallion’s semen inside of her to maximize the odds of conception. Even more satisfying was the glazed look in 001’s eyes. The look of a pony whose mind had been broken through a combination of mnemonic mantras pressed forward during a time of hormonal mindlessness.

“Did… did it work?” Celestia asked, also noting the lack of expression on her sister’s face.

“One way to find out,” Control replied, before clearing her throat and ordering, “Suit 001, remove bit and ring gag.”

Celestia stepped forward as the suit obeyed, clearing 001’s mouth of any obstructions.

“Are you finally ready to obey me, Sister?” Celestia asked, leaning close. “Obey me, silence the Nightmare forever, and you can have this every day.”

Frustration rose in Control’s breast as she saw the active, able, and thinking mind of Princess Luna return to the fore.

“The only nightmare We see here is thee,” Luna spat, her face turning into a mask of fury. “For only a nightmarish monster could council such things be done to ponies such as the poor stallion you forced into mounting me. Only a monster could order such things done to their own flesh and blood. Call us not ‘sister’ again, for this day we declare enmity between Us and thee. If it takes another thousand years we shall see thee—”

“Suit 001, full muzzle,” Control ordered, cutting off Luna’s tirade, but all that did was reduce the alicorn to grunts and growls that still made her intentions crystal clear.

“You failed me, Sunset,” Celestia stated, turning a blazing gaze on Control. “You raised my hopes and dashed them. Give me one good—”

“We didn’t fail,” Control interjected, cutting off another Equestrian princess.

“My sister is now even more determined to fight against me than she was this morning, and you are telling me you didn’t fail?” the solar princess demanded.

“It worked. 248 was able to put her into a receptive state of complete obedience, it just wasn’t permanent,” Control desperately explained, trying to cool the ire of a mare who could incinerate her on the spot. “All we need to do is repeat what happened today. Each repetition will push Princess Luna’s rebellion deeper and deeper until her only conscious thoughts are the ones you want there.”

“Hmm, you may have a point there,” Celestia replied, her anger receding into thought. The other ponies in the room held their breath while their absolute monarch mulled things over. “Very well, but I’d like you to bring 248 to my rooms tonight. I want to… inspect it thoroughly.”

There wasn’t a pony in the room who didn’t understand what sort of “inspection” Celestia intended to conduct that night, and despite her close call Control seem to have no fear when it came to interrupting authority.

“248 will need at least two or three days to properly recover from today’s exertions,” Control stated, with a calm demeanour that even took Celestia a bit by surprise. “That is if you want a complete inspection.”

“Very well, in three days time then,” Celestia replied, with a gracious nod. Lighting her horn, the solar alicorn cleared the privacy spell and the air with a single burst of her magic.

“Guards!” Celestia called out, pausing until the quartet of Royal Guards had re-entered the room. “Return Princess Luna to her room. I will be along shortly to ensure she is fed and watered. Flim, Flam, Control, you may go. I will see you in three days, along with 248.”

“Yes, your Highness,” chorused Celestia’s subjects, as they moved to obey the royal commands

Late in the night, that same day

“You did well today, 248,” Control praised, going over the stallion’s physical well being. The sensors in 248’s tail plug had provided her with a wealth of data on the performance of her tool, and she had been examining it in depth ever since their return from the palace. Control frowned slightly as she realized 248 had made no attempt to reply to her as he usually did.

In fact, other than obeying her commands, the stallion hadn’t reacted to anything at all, nor had he spoken, other than to reply to direct questions.

“248, how are you feeling?” Control asked, eyebrow raised in curiosity.

“248 has no feelings other than what Control orders there to be,” the pony replied, in an almost mechanical voice. “248 appears to be functioning as requested.”

“Huh,” Control commented, sitting back on her haunches. “You may have almost broken Luna, but she definitely broke you.”

There was no reply, and Control simply returned to checking her data with an amused snort as she returned to analyzing the data to see if there was a better way to undermine Luna’s willpower. Or Celestia’s, for that matter. If one alicorn could be subverted and controlled through pleasure, why not two?

Control began to idly muse about how the arrogant and presumptuous solar princess would look as a symbiote began to spread over those cake filled white flanks of hers. Control longed to see the panic on that smug ageless face as her body was enveloped, hear the strangled cry as a bit was slipped between her…

The pleasant dream was cut off by the sudden sensation of Control losing all contact with the magic that was her birthright, as a ring of red-veined black stone slipped over her horn. Whirling, Control reached for an alarm switch, only to stop short as the point of a spear pressed against her throat.

“Bad pony,” commented a smug sounding voice. “Turn around. Slowly.”

To move forward was to impale herself on a leaf shaped point of steel, so Control chose life and obeyed the voice. Turning slowly as commanded, she saw an alicorn sized, pony shaped, bug creature looking back at her, one that she recognized from her time in the Royal Archives.

“Changeling,” she hissed.

“I told you she would recognize your species, Queen Chrysalis,” said a suited lavender unicorn, standing behind and to one side of the larger creature. “She’s smart, if twisted.”

“Twilight… Sparkle, isn’t it?” Control asked, trying to work out what was going on. “You were the pony who invented the suits.”

“I headed the design team, yes,” Twilight replied, brushing a hoof over the pulsing mana lines in her own sheathe, “And my reward was to be the first test subject in the bonding process, and then left to rot when they realized the link is permanent.”

“Enough blabbering,” interjected the changeling. “We’re here for the alicorn, my little pet Angel. Though maybe we should take this ‘Control’ with us as well. Podding her might be a mercy, considering what’s in store for her.”

“What’s in store for me?” Control asked, confused. Particularly as to why a changeling was here to steal her alicorn stallion.

“Read for yourself,” Chrysalis said, tossing a scroll bearing Celestia’s seal at Control’s hooves.

To: Flim and Flam

Gentlestallions,

It has come to my attention that the pony known as ‘Control,’ aka my former student Sunset Shimmer, has begun to acquire far more power than should be placed in the hooves of a single pony. What’s more, it has become apparent that she has designs on both my person and power rivaling that of the Nightmare. To that end I require her to be fitted with a containment suit as soon as possible.

By my hoof and Seal, Celestia.

“And here is what led us to that letter, when we were in my former bosses office,” Twilight added, tossing over a second scroll as Sunset looked up in shock. “Their reply…”

To: HRH Celestia

It will probably take six to eight weeks for us to make sure that all of Control’s work is duplicated elsewhere and to make sure we have somepony to replace her. Once that is done, your command will be carried out and she will take her place in our facility, or in Canterlot Castle, as you choose.

Your loyal subjects, Flim and Flam.

“I’m fucked,” Control groaned, drawing a hoof over her face. The princess knew Control had seen Celestia behaving just like any other pony, and that made her a possible threat to the alicorn or the image of perfection she had maintained since defeating Nightmare Moon a few years ago.

Either way, Control was destined for a cell or a suit, or both. “I am completely and utterly fucked,” she groaned.

“You could always join my little Angel here,” Chrysalis offered, not unkindly. “I’m staging something of a rebellion against power mad alicorns and your help could be useful.”

“I spent years at Celestia’s side. She knows my thaumic signature like her own hoof,” sighed Control. “With that alone she could track me down across half the planet, never mind the Royal Guard. Anypony helping me would just wind up here, being turned into another cog in the machine.”

“What if you weren’t in Equestria, or even on Equus for that matter?” Twilight asked, continuing as she saw the interest on Control’s face. “There’s a mirror, deep in the castle. It’s actually a portal to an entirely different world that Celestia knows nothing about. You could hide there.”

“Hide there… and build an army so I can come back and crush that smug face under my hoof,” growled Control, nodding in agreement as the idea took hold. “Okay, tell me where this mirror is and I’ll give you whatever you want...”

It was only an hour before dawn, when a changeling queen and her unicorn companion led an alicorn into the cover of a camouflaged and warded cave.

“Do you think she’ll go for it, my Queen?” Twilight asked, drawing their stallion a little further into the cave.

“I keep telling you that you don’t have to call me that,” Chrysalis replied. “You aren’t one of my drones, and yes, with the information on the mirror for escape and the promise of one of my children to take her place next week; I’m more than certain she’ll give us all of Flim and Flam’s records and passcodes.”

“You rescued me, like you did him. So you deserve it,” Twilight replied, adding, “Why did we go after 248 anyway?”

“If Celestia ever gets access to the dream realm we’re all doomed,” Chrysalis explained, as she began to power up a circle of runes inscribed in the floor of the cave. “Taking 248 away from her, and hopefully restoring his personality, will stop her from breaking Luna’s mind, at least in the short term. Long term, if we can bring back his mind, even a bit, having an alicorn on our side would do a lot to even the odds. With some luck, maybe we can find out where he came from and maybe his ponies will ally with us. We could use a place to work out of, other than the hive.”

“Sun’s almost up,” Twilight commented, as the moon began to set. “We should get going.”

“Stand close to me,” Chrysalis ordered, as she prepared to teleport the three of them to the distant Badlands. “One day, night will fall on Celestia’s rule for the last time, and a free day will rise in its place.”

Author's Note

Writing this story was a lot of fun, and I enjoyed revisiting the Cog arc of How Twilight Learned. So much so, that with the permission of the story's commissioner, I've decided to add this to the canon of that story as an official prequel.

Cue the obligatory promotion of my Patreon. You can join for as little as a dollar a month and get regular sneak peaks into what I'm writing and be on the priority queue for commissions.

Until next chapter, be safe and remember not to sass any princesses with a penchant for putting people in symbiotic latex suits.