You wiggle your fingers and reach out with your magic, sliding into Honourheart's pleasure wracked body. You've got such a grasp on the bimbo magic now and the fact that most of the magic in Greedy Griffon is yours in some way that it's far to simple to grasp onto the little core of Honourheart that is currently being assaulted by your magic.

She's always been a runt and though she was always scrappy her size always had her at a disadvantage. It forced her to get tough, to not take what she had been given for granted and it had ultimately made her a better person but the little kernel of insecurity was still there. You give it a little push and it burns brighter.

Still a sore spot then...Well, Let's see if we can make that a pleasure spot instead!

You push more magic into it, feeding it while curling the sexual energy between her legs and it doesn't take much to twist that insecurity into a kink for being the biggest person in the room and then you pile on the arousal.

Honourheart grips her breasts in her tanktop, legs kicking on the bed as she groans and moans, barely holding herself together,

'Ffffff-I know you're out there-G-Gossamer! I can-Ah-Oooh, Fffeeel your magic!' She tries to crawl forward on the bed but another burst of ectasy forces a trembling almost orgasm over her and she dives her hand between her pants, wet schlicking noises almost as loud as her moans as the amber flecks settle across her skin, tinting the green flames golden.

She slams her free hand over them, trying to stifle them but for every one she puts out, another springs up, her body begining to grow taller as she loses control of her shapeshifting.

You decide to wait, you're not really looking for a gloating monologue and you're having more than enough fun just watching the desperate changeling lose herself.

You continuie to pour magic into her, further warping her mind, piling onto her size kink, mixing it with a desire to never be small and weak again, to be strong, and powerful and dominant and sexy.

'I can help you with that-' You purr, using your magic to throw your voice and gently flick her nipples and she moans her flat chest surging forward, blowing through her tanktop in a tearing of fabric and flames. She moans, pressing her free hand into them in an effort to restrain their growth but it quickly overspills her hand, her natural skin colour a deep, sky blue.

'I-I will never bow to you-' She snarls, her tongue flicking out and then a shadow falls over her as Flash staggers over, his jeans falling away as his powerful legs shred them and he whines, still jerking his huge, leaking dick which dribbles thick spunk over her trim, twitching stomach,

'H-Honour-I'm so horny~' He groans, eyes pleading as he grabs Honourheart's long, lycra clad legs and resting his huge schlong against her torso, 'I can't cum! I need to but I can't~God,I'm so horny!' He says breathlessly, grinding his cock against her body, more amber flecks gripping his dick which continues to grow, 'P-Please Honourheart!' He grunts and Honourheart moans,

'Be strong Flash, You have to be strong, like me-Ooooh!' She groans as she says that last bit, shooting up another foot, the formerly petite changeling is now nearing a height with Gilda, her slender limbs filling with muscle as she grits her teeth, arousal and aggression building in her which you continuie to stoke as Flash lets out another grunt and grabs her large breasts and Honourheart's eyes roll,

'Who said anything about bowing?' You whisper into her ear, voice heady and promising, 'I'm not that kind of Queen, I might ask you to kneel between my legs but I promise you I will return the favour~' You giggle, 'I just want everyone to reach their highest potential and you can! You're strong Honourheart, in ever way~'

You begin to ensnare her mind, soft green tendrils wrapping around her head. You will have her, she'll be the finest among your warriors so you don't want a placid little doe and you've thought of a way of keeping her talents intact while ensuring her loyalty to you.

It'll involve her brutally fucking you insensate every chance you allow her but in return, you'll get a stunningly effective, intelligent and brutal enforcer.

You coax her anger and then LINK it to her arousal and watch as the rolling feedback loop of emotions begins to spin up in her mind and she thrashes, her thighs closing around Flash's cock as she begins to grind against him much more aggressively then he is against her,

'Fucking Gossamer! Get the fuck out here so I can beat you!' She roars, shoulders broadening, arms filling with strength as she sits up sharply, crushing her massive tits into Flash's chest, her nails are growing and drag down Flash's back and he whines in pain and pleasure as her thighs begin to swell, squeezing his schlong as she grinds her cameltoe against it.

You feel a flash of irritation at that noise flicker across Honourheart's psyche, barely a ember at that perceived weakness, an instinct that Honourheart has always tried to clamp down on but now your seize on it, empowering it and it roars to life, blending with her maelstrom of feelings and sensations as her abandoned changeling instincts flood back and you strengthen the LINK and Honourheart sneers even as her pussy boils, her torn yoga pants soaked now as she tightens her grip on Flash.

'So weak...So unlike you Honourheart but that's to be expected, you had to grow up strong, what did Flash have to do for his life? He's soft...You only respect strength.'

'Shut up slut,' She grows, wrapping herself around Flash's large body and you're not sure who she's talking to, you or Flash?

Neither does Flash who bares his teeth and grips her by her short, pastel hair

'Who are you calling a slut, bitch?' Flash breaths as the griffon begins to seep into his mind, hips thrusting, large cock smearing pre on the underside of her large tits and across her defined abs and you buff Honourheart's anger at being disrespected which in turn makes her hornier. You keep feeding into this, slowly eroding away at her honourable and kind nature with waves of fury induced arousal.

You want a brute. Not a knight and as Honourheart's pussy plumps, her thick lips and fat clit pressing against the tight, straining lycra you keep whispering into her mind,

'Weakness disgusts you, Weakness arouses you, You love strength, you are horny. The strong should always rule the weak, you respect strength, You crave strength, you love strength'

'No. I. Don't!' She says, gritting her teeth but your words are sucked inside her mind through the blazing pink paths left by the bimbo magic and she begins to press into Flash more and more aggressively, their large bodies crushing together.

Flash begins to struggle as Honourheart wraps him in a leg lock, their thick legs pressing against eachother, their arms tensing as they each grip the other one's wrist and Honourheart grins as they strain, grunting and moaning and grinding.

'He's weaker than you Honourheart, you're better than him and you're a changeling. Take him. It's your right!' You beam into her mind and she giggles, dark spots and green gold green fire appearing across her bright blue skin

'I'm stronger than you Flash.' She purrs, your influence infecting her mind as her respect for Flash begins to decline while her desire to dominate him only increases. 'I know you like strong women Flash. Sunset, Twilight, heh, I only had to bat my eyes and show you my abs and you were sniffing after me like a bitch in heat~

'I'm going to fuck you and suck every bit of cum out of that big cock of yours and after that I'm going to fuck you Honourheart!' Her voice rises into a bellow out the end, her back filling with muscle to support her massive tits, now dotted with more black spots as your slowy coax out her corrupted changeling nature.

Her grin fades as Flash grunts and begins to overpower her as he grows once more, long hair spooling down his back and shoulders broadening he begins to chuckle as he manages to reverse the leg lock, forcing her legs open and he presses his huge, throbbing dick against the fabric, stretching the lycra as he presses Honourheart back onto the bed, the bed creaking under their combined weight as his deep voice sneers,

I like powerful* women and after I've broken you in, I think I'll give you to Gossamer as a peace offering so she'll let me fuck Sunset.'

And then Honourheart does somthing that she's never done in her life before and you consider it the peak of her corruption.

Honourheart cheats.

Honourheart lets out a furious roar and her horn sparks with power, blowing the amber motes of light across the room as she forces Flash's arms behind his back and squeezes his massive spunk factories hard and his deep chuckle turns into a breathless squeal as Honourheart takes his ass in her hands and drives him forward into her pussy.

His eyes roll, mouth dropping open as she squeezes his dick with her changeling pussy and she uses the opprtunity to bind his legs in magic as well and jerks him back and forth, using his schlong as a dildo while he struggles against her, moaning in pleasure even as he's abused.

'Hah~Yesssss-Give it to me~' Honourheart's growls greedily as her throat begins to work, long tounge flicking the air as her giant, curvy body begins to reconfigure to consume lust and she buried Flash's head between her mammoth tits, juices spraying down her jacked thighs while her huge ass, now almost fully onyx black flexes.

You palm the helmet, making a few configurations to fully lock in and solify the changes you've made. Knowing Honourheart and "The Magic Of Friendship!" It's entirely possible she's going to come to and "redeem" herself somehow and you just can't have that...

The walls tremble as Flash is shoved into it, his huge body totally bound in Honourheart's magic as she takes him, rolling eyes flashing and throat gulping down his lust.

More than just his lust...

Flash seems to be shedding mass as well as Honourheart consumes. He's getting smaller, while she's getting bigger!

Well, Judging by what you can see and how Honourheart squeals as she slams him against her pussy, his dick isn't getting smaller!

Well this is interesting...

It probably has somthing to do with her changeling origins combining with the Greedy Griffon, similair to Fluttershy's lust aura but with an added spin?

This could be an interesting avenue to look down later but for now...

You wonder if you should stop it. Flash isn't really much of a concern to you and if Honourheart is the first of your warrior caste then the ability to drain strength from defeated warriors was very useful indeed!

Still, You liked Dominant Stud Flash as much as you might like Subby, Huge dicked smol Flash...

You think either one would go down a treat among your minions if you're honest!

A) Let her keep draining. Honourheart's the real prize here and the stronger you make her before slamming the helmet on her head the better and the idea of a shy and delicate but incredibly horny Flash sounds amazing.
B) Intervene via helmet. You still want Big Bully Flash to crush your body against the bed as he fucks your ass as hard as he can whenever you feel like it. He'll still be loyal to you and Honourheart though.
C) Have your cake and eat it too? Big buff Stud whose main goal is to be as subby and as available as possible?
D) Other?

Locked in A with three votes

You sit back and watch as Honourheart laughs, a loud gleeful guffaw as she pulls Flash into her, humming loudly as Flash's thick cock fills her tight pussy. She gulps down the lust magic then smirks and drags Flash's face to hers, pressing her plump green lips to his, her hand grasping his head, pulling at his blue hair roughly, revelling in her own strength as she begins to suck the magic out of him, horn sparking violently.

Flash whines loudly, pressing against the huge changeling, his own muscles bulging as they try to shift her tight hold on him but she easily takes both his wrists in her hand. Made all the easier as her hand grows larger, dark green nails lengthening into wicked looking talons.

'Shut up Flash-' Honourheart growls, 'I can feel how big your dick is, how much it wants to cum inside my pussy, inside my perfect body-Hive, this feels so good!' She moans, entire body shuddering and hot, gushing femcum splashes across Flash's legs as she shoves his face into her massive tits, each black mountain far bigger than his head,

'Give it to me Flash, Give me everything. You're weak and pathetic but I want you and I'll protect you just give it to me-Give it-Give me it now!' She reaches down with glowing hands and grips his balls, which begin to swell once more, much to Flash's pleasure and despair and Honourheart squeals as the huge dick inside her girths once more, stretching her walls to the limit.

Flash comes up for air, gasping and his eyes have filled with clarity once more as Honourheart sucks the corruption out of him, his deep voice has softened, much closer to his old one as he gasps out,

'H-Honourheart! You have to stop-Oooh-Fff-It's Gossamer-She's-'

'Shut up, Shut the fuck up-' Honourheart swallows a large gulp of the magic streaming off a Flash and moans as she grows taller, stronger, her fangs lengthening in her maw, dripping with the same bright pink lust venom that you have. She spits a large glob of it into Flash's mouth and he moans, body jerking as he thrusts into her desperatly, his body shrinking, muscles bleeding away and soon she can support him with one hand, the massive woman's tits each bigger than his head twice over. Her entire body burns with magic as she rubs Flash's slight body against her rippling abs, forcing his head back onto her tit as she drops him onto the bed, mounting him.

She's now neatly twice his size, bigger than the Principals, bigger than Gilda and a dark, hard carapace begins to wrap around her body, cupping her massive breasts and surrounding her neck and arms as a natural armour. It's deep, midnight blue but with a shining pink sheen to it and when she leans back, the bed collapses and she cackles, her booming laugh shaking the room.

Her voice is thick with arrogance and ego as she stretches, her huge shoulders and cut arms flexing and popping as she admires herself, 'I'll deal with Gossamer and my slut of a sister once you've properly fucked my pussy with that big dick of yours.' She leans over and dribbles more pink venom onto her plump pussy and Flash's cock and he grunts as she frees his legs and guided by his throbbing dick begins to power into her, gripping her massive, jacked thighs, his small hands struggling to find purchase on her smooth black skin.

He's certainly energetic and you're glad that he's still fit and cut, probably slightly smaller than he was before he was changed. He's small and slender and delicate but still toned, more like a swimmer or ballerina or dancer than a beefcake which is a good thing because Honourheart's new appetite seems to be insatiable. Her horn grows, thick and sparking golden green as she chuckles, eyes closing is satisfaction as she palms her massive tits, squeezing her nipples while her dark green hair explodes out in a massive mohawk, wild and untamed.

This when you make your move, while her rippling back is to the door you slowly walk in, helmet between your hands.

Flash whines out in despair and pleasure as she fully purifies him, sucking down his confidence and aggression through his dick.

'H-Honourheart-I-It's Gossamer!' He moans out, eyes wide but unable to stop thrusting as he sees you walk in and thensqueals as Honourheart grips his dick hard with her vice like pussy, her mouth drooling thick streams of pink liquid from her jutting fangs which she then rubs into her own and Flash's body and Flash's body starts bucking wildly,

'Shut up about Gossamer-Hah-I'll deal with the puny little slut!' She roars, windows rattling, 'I'm so much stronger than she can ever hope to be-' She giggles deliriously, drunk off her own power as she fully rips a chunk of the broken bed off and throws it into the wall.

'Look at me! I'm perfect, so fucking perfect! I'm going to break Gossamer and Starveheart because they're weak!' She moans, eyes rolling as she gushes

'and then Thorax, and Celestia and her slut sister!' She rams her body onto Flash who cling on for dear life, horrified at his friend's brutal transformation but totally immobilised by the unyielding, hot grip Honourheart's pussy has on him

'I'll crush them all between my powerful legs, take their strength and power and then make them fuck and lick and fuck and fuck and~Hah-OOOhhh!

Her back arches, muscles flexing and creating deep canyons in her ink black back and she roars, tongue lashing out as she cums explosively and her wings surge outwards, huge insectoid gossamer, ragged at the ends but deep, blackish green, thick golden veins, similair to the ones on Greedy Griffon leaf pulses and throbs in deep hypnotic patterns. They beat wildly, feeling the air with a deep angry hum as they drink in the lust magic, infusing her body as she cackles madly, cumming harder than she ever has in her entire life.

The wings blot out the light in the room and Flash's mouth falls open, his face going temporarily blank and you feel Sunset and Rainbow who have followed you in stagger slightly as Honourheart spreads her vibrating wings and the entire room strobes black and gold and green, the patterns dizzying and arousing and you feel yourself being drawn in .

'Honourheart-' She sneers, body still jerking as her orgasm continuies to bounce over her massive body,
'Fucking stupid name, There is no Honour, only power, only the strong and the weak!'

A deep powerful urge to prove yourself fills your body as the lights strobe, a aroused berserk fury, a need to fight, to overpower and then dominate, to conquer and when you inevitably lost to the massive changeling goddess infront of you, to submit to her overpowering will.

Her large, taloned hands push down on Flash's shoulder, her massive breasts almost compleltly covering the small guys entire midriff and her long tongue snakes out, slowly and heavily running up his face, leaving a smear of dark pink lust venom.

She purrs and giggles as she flexes and shifts her pussy as Flash thrusts into her frantically, the venom seeping into his skin and driving him wild with lust.

'Strong and perfect and-hah~I love it-I love you Flash, you weak pathetic thing-Ooohffffuck!-The only thing of worth on you is your big fucking cock and I love it!' She bares her fangs and dribbles a stream of venom into Flash's gaping mouth and he bucks and squeals his balls swelling, pink veins glowing on his huge sack,

'You like my venom Flash-Hehe! Keep drinking, there's a good cock!' She rolls her tongue around her fangs and swallows some herself and shudders, 'Hive, I even taste good, better than duty and honour that's for fucking sure!'

You keep creeping closer, choking down your feelings of need and dominance, trying to stay as clear focused as you can but you feel Sunset begin to groan and grow behind you, reasserting to her large demoness form.

Flash gasps and moans, eyes wide as he watches the change, moaning in despair even as his balls churn. They're huge and along with what little you've seen of his massive dick, you don't think he's going to be able to properly close his legs.

That's alright though as you never intend for him to...

'Mmmm-Venom...that's who I am now-Powerful and strong and irrestitable once I have you...I feel it, filling me...Filling my heart with it's power...Venomheart...Hah~it fits better than my old shit name!'

She leans forward, tits swallowing Flash's torso, her hot, sweet smelling and cloying breath on Flash's face, staring directly into his eyes and you fumble with the helmet as she moves suddenly,

'It's a good name isn't it Flash?' She says brightly, mimicking her old peppy tone and Flash moans, eyes fully rolled into the back of his head, hips a blur as her hands scrabble over Venomheart's back, barely able to reach around.

'Say it's a good name.' Venomheart orders, leering down at Flash, 'Say-ffff-y-you love it as much as-ohfuck!-as much as youlove me!' She groans, her tone thirsty and heady, the ruins of the bed creaking and buckling as she grinds faster against Flash's thrusts, her own impending orgasm building,

'SAY IT! I NEED IT, SAY IT NOW FLASH YOU FUCKING PATHETIC SLUT! SAY IT AND YOU CAN CUM!'

'I l-love you Venomheart!'

The two freeze as soon as it's said, perfectly still, not even breathing and then it slams into them. Flash's body jerks violently, toes clenched and feet kicking as his massive gonads THROB and then tighten and Flash's entire body goes as taut, eyes wild and uncomprehending as his balls seem to half in size in a single powerful contraction and he erupts inside the writhing goddess. A fucking torrent of spunk blasts out, squirting out between the almost airtight seal Venomheart's cunt has on Flash's dick.

The first gout already overflowing the giant's pussy and painting her huge thighs in one, single squirt. It was maybe double Zephyr's prodigious load in volume!

But it was only the first gout and Flash cries out for salvation as his balls swell again, replacing their lost mass in a fraction of a second just in time for his second blast and again, the same thing happens and he squeals in ecstatic, mind bending pleasure as his sperm production manages to outrun his dicks ability to shoot it out!

'No-Nooooo!' He moans before his eyes roll and the pleasure overwhelms him and he fully passes out, his still jerking and thrusting on instinct.

'Yes-YESSSS!' Venomheart screams, gripping her huge tits as they grow, as all over her grows as she guzzles the magic of Flash's titanic release, her pussy, legs and the entire half of the bed, soaked with her juices and Flash's ridiculous load.

'Yes! Yes! It's mine, All mine, I will have it all, Canterlot, Ponyville, the moon, the SUN, I will have it all! All of it!

Her wings surge, filling the entire room with light as their buzzing roar forces Lightning and Rainbow to cover the ears. The strobing magic almost unbearable and Sunset roars herself as she body explodes into fire and magic as she fully becomes the demoness!

Venomheart's huge, thick horn gorges thick, burning trenches in the ceiling as her eyes blaze with power, her hair alight with glowing golden and pink magic as she rides the blissful supernova and begins to ascend to somthing akin to an alicorn!*

Then you slip the helmet over her head, ratchet up the power to eleven and blast her mind with the combined loyalty and devotion of Sunset, Lightning, Rainbow and Fluttershy.

[This is a biggun. Wanted to rush it out before Annon finishes his but I don't think I'm going to make it tonight!

'Hnnnnnn!' Venomheart tenses, eyes rolling as her mind is assaulted, the titanic pleasure of the helmet overlaying over her own orgasm and the Prime Warrior is for a few seconds, totaly stunned.

And you only need a few seconds to overwhelm her.

You plant your hands on the side of her head, having to use your own wings to reach her head and then in a strong, powerful voice you command,

'Keep Cumming, Don't stop. Cum harder now!'

'Haaah!' The pleasure redoubles and you have to dodge back as a powerful arm swings out for you, smashing a massive hole in the wall and causing her to overbalance. She roars and bellows in anger and ectasy, pink venom flying her mouth as she squirts again, pussy spasming uncontrollably as she grips the helmet in her wicked looking hands.

Unfortunatly for her, the helmet had originally been designed by two very evil and very horny people and a pink, delicate looking band slides down and wraps around her chin. Looks are deceiving however and the stretchy band fastens the helmet to her head and she jerks and rolls, crashing to the floor as pleasure rocks her body from top to bottom.

'Hnnhaaaa-Fffucking Gossamer!' She squeals, grasping her tits in both hands so hard her nails leave little dents, 'I'm going to fucking-'

'Harder, Cum harder.' You command simply, leering as you take a seat on the ruined bed and examine Flash's cock with one hand while playing with your pussy with the other. Rainbow and Lightning are on the floor, tearing at eachother's clothes and frantically grinding against eachother. Sunset glides over to assist you, cradling the unconscious Flash's against her massive, red jugs.

Honourheart screams again, eyes rolling and wings flapping erratically, beating against the floor as she alternates between trying to remove the helmet, fingering her pussy and groping her tits.

'Now listen to me~' You say, 'Power is your ultimate kink. I made sure of that. Followed by weakness of course!'

'Fffuck yooouuuuu!'

'Sunset, Please.' You prompt and Sunset while her long, scarlet nailed fingers through Flash's hair, spears Venomheart's pussy with her long, thick tail, the spaded tip flexing and molding to fit the changeling's crushing pussy.

M-Muuuh!' Venomheart slurrs, eye bugging out as Sunset feeds more of the long length in, flexing and shifting it, seeking out Venomheart's sensetive spots.

'Hah~This feels really good actually...' Sunset sighs, groping her tits, squashing the firm globes into Flash's head as she trails delicate kisses across his head as he sighs and moans, a soft smile crossing his face,

'Mmmm~Sunset...'

'That's right flash-Hah...It's me, just lean on me and sleep for now, just enjoy yourself and relax...'

'Mmm-I feel really good~' He sighs and his dick twitches in your hand and holy shit what a cock. It's bigger than Zephyr's and due to Flash's smaller size it looks almost obscene, the half flaccid cock comes down across his thigh and the thickness of it means that you can't even get your hand around it and as your stroke it, soft pink energy runs up and down it's length. You don't think Flash's is ever going to be truly soft or unaroused ever again and he's certainly not going to able to close his slim, toned legs again with how fat and heavy his balls sit despite having just blown the mother of all loads.

Despite that, you don't see much magic effecting his personalty apart from how horned up the guy is going to be! That was good actually, you think Sunset's going to enjoy an innocent and pure Flash, desperatly reluctant to service you but forced by his needy, aching dick.

Anyway, back to Venomheart, she's devolved into grunts and guttural moans by now, her huge body flexing and tensing, muscles popping and veins standing up due to the intense straining pleasure bombarding her yet you can feel the fury radiating off of her. Thankfully, said fury is only feeding her arousal thanks to the minor link you put in her mind.

She hates you and that's only furthering her obsession with you in her mind.

'Right. You love power and weakness turns you on like nothing else.' You say, sliding the words in a matter of fact tone because that's exactly what you're attempting to phrase them as and thanks to your ground work, they are easily absorbed by Venomheart's warped survival of the strongest mindset.

'Y-Yuh-Yeah! Gonna, fucking-Ooooh!' She breaks off as Sunset widens her tail a little.

'Thank you Sunset. You love power. I have power.' You continue and Venomheart squeezes her eyes shut before opening them again and then repeating this little tick, desperatly trying to fight against your words and the combined downloading subservience of your entire harem.

'N-N-Na-No!' She wines, grasping at the helmet and swinging her head around, huge green mohawk swaying as her horn sparks, smashing more furniture as she swings into it.

'Yes. In fact-' You say, catching several bits of debris in your mana while Sunset's huge wing shield you from a few more, 'Right now, I have power over you don't I?'

Venom's eyes twitch, pink drool leaking from her lips as she tries to reconcile her new, iron clad beliefs in power and dominance with what you've just said, her horn sparking madly as her breath hitches, mouth working furiously and silently while her pleasure melted brain fails to compute.

'Uuuuh~'

You smile and reach your long heel out and rest it above her pussy where Sunset's tail is still flexing slowly and you gently place the slim, long heel of your shoe onto Venomheart's fat, neon green clit.

'Watch. Keep organismic but no longer feel the release. Peak but never ease off.'

You throw a large burst of magic into that one and Sunset aids you, your combined red and green magic flowing into Venomheart's sex and the changeling's eyes bug out, her throat and mouth working as horror and mind warping pleasure etch themselves in a fanged rictus across her face.

Her hands fully abandon the helmet, thrusting for her pussy, desperatly grinding against Susnet's tail, trying to work it in as her entire body arches then arches more, a stiff board of building tension, tendons flexing as she tries to make any kind of noise but all that bubbles out between her deep, sucking gasps is,

'Ah! Ah! Ah!' Short, pathetic little bursts of noise as her eyes stare straight ahead at you, smiling above her and toying with her clit and you follow her previous assessment of the standard changeling's character.

Never fail to exploit weakness.

'So. I suppose that means that makes you weaker than me!' You giggle and watch as behind her desperate eye's Venom's hearts mind tries to do a series of impossible mental gymnastics, fails falls flat on it's face and resigns to accept you words as true.

'OOOH!' The sound explodes from between her plump lips, long tounge lolling madly as soon as she accepts her own weakness, her arousal spikes, unable to reconcile the circular loop of being weak because she's aroused at being weak and being aroused because she's weak because she's aroused.

Her ego is rocked massively and her psyche is desperatly looking for some kind of touchstone or handhold as her pleasure continuies to build, crashing into a massive coalescing surge that's being dammed by your and Sunset's magic.

You lean forward releasing Flash's dick which Sunset seizes on swiftly as you slide down, straddling Venomheart's huge torso and looking her in the eyes, your horns touching and she tries to snarl but it comes out as a mewl which causes you to giggle and Venomheart to buck and tremble at her own impotence as you lay your hands of her large tits, rolling her nipples between your fingers.

'I suppose then...' You say in a soft, conversational tone, 'Seeing as you love power, and I am now even more powerful than you, You must love me more than you love yourself?'

Venomheart doesn't breath, her body still as her mind tries to process as her pussy spasms erratically, her lips open and close like a fish and you giggle, your fingers glowing as you begin to feed magic into her tits,

'The more you recognise how weak you are compared to me. The more you enjoy it. The more you admit you love power, the more you have to admit how much you love yourself and because you're so insignificant compared to me, the more you have to admit you love me more! Is that right? Just nod and feel the pleasure build in you!'

She grunts, drooling rivers of pink as her mind is overloaded, your words imprinting themselves on her very self and then...

She nods.

A spasmatic, twitchy nod but instantly she lets out a deep, loud, wall shaking moan and you rise a full foot as she arches her back as her mind is totally reworked by your words, the helmet reinforcing and strengthening!

But you've got one final touch and you swiftly purr,

'But you don't want to cum just yet.'

Venomheart almost weeps but her entire core is so desperate to know why.

'P-Please!' She begs and moans, her own submission driving her wild as her two conflicting kinks battle and rage inside her and you coo, speaking kindly,

'Because you need to make sure this orgasm is worthy of yourself and more importantly worthy of me!' You press yourself so close to her face, placing your hands on her head again and gathering a storm of magic to pour into her wide open mind,

'Feel how the pleasure fills you as your adoration for me fills you. Feel how tied they are together. Don't you want to fill yourself with love for me? Saturate yourself with adoration and devotion so you can claim the ectasy that you deserve?'

You slam your hands either side of her head, gripping hard as you growl into her ear,

'Do it. Do it now! Love me entirely, with your whole being with your everything and only at the very summit of your pleasure, when it washes away any other thought but servitude and service to me will you allow yourself to cum!'

You shove everything you have behind those words and Venom moans, then squeals and shrieks and then roars in pleasure as her entire existence is drowned in love for you. Pleasure burning you into her core as her Superior in everything, Her righteous Queen and her all powerful goddess.

The pleasure builds and builds and builds and Venomheart's eyes go tottally green, blazing with light before smashing through the dam on her pleasure and she shrieks,

'YES! YES I LOVE YOU. I LOVE YOU SO MUCH PLEASE PLEASE PLEASE FUCK! MY QUEEN! I LOVE YOU PLEASE COMMAND ME!' Her tongue lashes out, through her mountainous tits and buries itself in your pussy. It thrashes and writhes and you moan as she takes your ass in her hands and easily holds you above her head, tongue worshiping your pussy and eyes adoring as your juices splash across her face.

Her body goes boneless as her orgasm rips through her and she drops you onto her face but her tongue never stops working as pure, unfiltered love streams off of her and into you.

You're glad her body doesn't change much though. You still love your monstrous warrior bimbo and you know that as devoted and servile she'll be around you, you know that without your express edicts, only Sunset, Daybreaker, Nightmare moon and maybe Fluttershy are going to be able to wrangle the Warrior.

No, not the warrior.

The Praetorian.

The helmet's minor whirring and clicking rose to a roar almost as loud as the buzzing of Venomheart's wings as your twin magics flowed into it, overloading it's own internal powerbanks and for once, your powerful magic begins to corrupt the bimbo magic!

The tiny pink helmet, modified from a bike helmet and festooned with bulbs, ducttape and wires trembles and warps, the pink darkening into a deep, glossy black green as it grows, the brittle plastic cracking and bending, deep fissures appearing in it and you feel the bimbomagic in it surge and twist ferally as you impose your will on it, tainting it and you can't help but take a vindictive vengeful glee as you master it, dominant it to your will.

The helmet grows, covering Venomheart's forehead, temple and cheeks while a huge crest splinters out of the top of the helmet, surrounding her horn and flaring out dramatically. The cracks and fissures in the helmet begin to resolve, moving into distinct patterns and smoothing out as the helmet slowly transforms from plastic to a malluble but tough chitin.

The mask closes in around her eyes and face, mandibles sprouting out the bottom, each one tipped with a glowing golden tip, leaving only her mouth and ears free, a shock of mohawk flaring up between the split crests of the mask.

The cracks, now carved and smoothed lines in distinct shapes fill with golden light and energy and a brilliant "V" surrounded by a large golden heart appears on the crest, split by her huge horn.

The new helmet consumes and augments the powers and advanced technology of the original helmet, incorporating it into an astounding example of biotechnological merging that you don't even think Mirror Twilight and Mirror Sunset could have predicted as you realise that the mask is nowhere near just being a aesthetic status symbol for your chief enforcer,

Her horn pulses as a bolt of magic shoots into your horn and then back again as she establishes a LINK with you and you gasp in surprise but instead of feeling her attempt to exert her will on you, Venomheart seems to be doing the opposite as she forms a mental bridge with you.

'Your will is mine, Your wants are mine, I love you My Queen, please command me!'

What's amazing is Venomheart is still bucking and writhing on the floor, insensate and unable to speak as her orgasm consumes her but her words appear crisp and perfect in your head, calm and eager and you have to blink and refocus as a perfect vision of yourself appears infront of you and with a start you realise you're seeing everything Venomheart is seeing through her helmet!

It takes you a moment to filter it out but you gasp as you release that there might not be a range on it! You have an almost perfect view and communication with Venomheart no matter where you are! A direct line deep into her mind but that's not even the most of it!

The patterns on her helmet glow and pulse and you wince at a pleasureable, panty soaking * emotional feedback as it transmits you wants and desires out for several miles and you're sure* that any changeling within Canterlot will be feeling the effect of her powerful, mental broadcast!

Several soaked panties, rock hard cocks and a sudden, desperate urge to kneel down before you and beg for the chance to eat your divine pussy.

It's really noticeable and although you think that with a bit of a effort it could be toned out it's incessant and even the strongest wills can be eroded...

Venomheart senses your discomfort and immediatly tunes you out of it but you know that any other changeling within Canterlot is going to have Venomheart's powerful and demanding will trying to break into their minds and dominant them!

Not only that but each golden mandible around her mouth seems to vibrate and click and hum and through the LINK Venomheart lets you know that not only is each one filled with a powerful home brewed combination of her own venom and Greedy Griffon, ready to be used at any point but they also allow her to communicate on several different frequencies?

With a start you realise what Venomheart IS in the structure of the hive. She's not only a walking tank, she's also a recruitment factory, indoctrination transmitter, a communication hub AND the commander of your entire army.

You think that through her, a dedicated group of changelings could communicate, coordinate and plan to an unimaginable degree of precision, each one slaved to her shared hive net!

On the floor, Venomheart cackles, grasping her huge tits and bucking against Sunset's tail as dozens of images begin to flash infront of her eyes, courtesy of her helmet's visor as dozens of tactics, combat and logistics strategy begins to flow into her mind, reinforced with hundreds of images of yourself interspersed with changeling sigils and runes proclaiming your dominance and power and reinforcing her conditioning and all of this is happening hundreds of times a second! Her horn sucking in your will, beaming it into the helmet which then shoves it into her mind, overlaying it over her and then she thenblasts it out for miles around!

Her horn splitting the image of the V inside the heart, her name sake is more than symbolic. Her horn acting as a receiver for your will, the helmet both the instrument of her own domination and your spreading, inevitable influence.

Her slavish devotion for you is writ across her entire body as she rocks up onto her knees, still twitching from the aftershocks of her mind bending orgasm and the fact that Sunset is still thrusting into her playfully. She kneels infront of you, tongue licking her plump lips as she prostrates herself,

'Your orders My Queen.' She says, eagerness and zealotry in her tone as even through her mask, you feel her adoring eyes bore into you.

A sound by the door causes you to look up and a well fucked Rainbow Dash grins evilly,

'I might have some if you're looking for new recruits...' She licks her lips and thrusts her figners into her pussy, her yoga pants torn and hanging around her toned thighs, 'Fluttershy's parents are in the other room! They got a gust of the Griffon as well! Mr Shy's cock is fucking huge!'

Venomheart trembles, pussy leaking across the floor, desperate to do your will,

'Please My Queen, Let me gather these two to your hive. They will be the first of the finest warriors any hive has ever produced!'

A) Let Venomheart at them. Fluttershy and Zephyr are with you, might as well have the whole family!
B) Deal with them yourself!
C) Leave them, You're on the clock!

[Locked in A]

[Had to make a name of for Fluttershy's parents as there isn't one listed posey is the mom, gentle breeze
You stride out, following Rainbow, a towering, grinning Venomheart behind you, Flash slung over her shoulder, while Sunset flies lazily behind her, tail still firmly inserted, wondering how long it's going to take for Venomheart's composure to crack who every so often grunts or grits her teeth in either pleasure or annoyance.

Unfortunatly, she obviously considers Sunset the same "rank" as her in your hierarchy so she has to endure Sunset, playfully latching onto her large back and riding her, thrusting her tail in and smirking.

You see that the Shy's hotel room is not the only one being overtaken by debauchery, squeals, moans and roars echo through the halls. In the hallway, you see two cleaners, clothes torn wrestling, groping and fucking on the floor, their defined muscles flexing as the beautiful women both attempt to gain the upper hand.

You think depending on how well she does with Wispy and Cloudy Shy, you might give Venomheart free reign here. It's not like the receptionist is going to care, she's still huffing the Griffon that's spewing out of the vents, the absolutly massive woman groaning and drooling as her mind leaks out of her pussy, which is still not allowed to cum

You step over them and past the titanic woman and continuie along the hallway until you get to where Lightning is leaning against a doorframe, her hand working furiously down her teal yoga pants as she leers in at a pair of fucking shapes.

And Sweet Hive, Are they fucking!

Rainbow shows you a photo of the two,

Both appear to have worry lines constantly etched across their faces, even as they smile widely in the photo, they appear to be a constant state of mild, understated terror!

Meek and soft spoken Gentle Breeze, with a wispy pale tuft of hair smiling, his slender arm around his wife, the pretty but aging Posey. Both of them seemed prematurely old, Gentle had a slight paunch despite his tall, gangly frame and Posey, despite being a pretty lady has crept past her prime, her body a little more pearshaped than she once was.

That is not what they look like now!

The Griffon doesn't seem to have seeped in as heavily here but what has got in as had one hell of an effect.

Both of them look at least a full decade younger, Gentle Breeze skinny frame has filled with tight, corded muscle which flexes and tenses as he pounds into Posey vigorously, grunting as he fucks his wife without any gentleness or finesse.

Posey herself is biting her lip and coaxing her husband on, whipping him up into a greater and greater fury as she grips her tits hard, the heavy swelling mounds pushing against her hands as the flab relocates from her stomach to her breasts, toned and hard muscle pressing through the taut skin of her stomach.

What's most gratifying and surprising to you is the words coming out of her mouth, a river of degrading obscenities that only seem to drive Gentle further and further away from his namesake,

'Come on Fuck me Breeze! Fuck me, You limp dicked cuck-' She grins, her bright green glasses knocked askew, '-I knew I should have married that masseuse instead of you!'

'Limp dick?' Gentle growls, breathing in a thick cloud of Griffon and his slim chest rises, his lungs expanding to match his increased stamina, pectorals filling with rock hard power and thick hair begins to pulse across his chest as his wispy hair thickens and darkens, his well groomed facial hair growing thicker and more rugged. He reaches out and grabs Posey's long, red hair and shoves her face into the bed and pulling our of her pussy and lining up with her asshole and you watch in wonder as it appears that even before the Griffon, Gentle Breeze was packing!

His huge dick twitches and pulses and with every beat of his heart he grunts and pumps his schlong, rubbing it between Posey's firm ass cheeks and watching as they're spread further and further by his girthing shaft and Posey moans as it begins to press harder and harder into her asshole as it grows even bigger, his balls gurgling and twitching as they swing between his hard thighs.

Posey cackles and begins to rock back against him, her massive tits forcing her up slightly as she grinds her nipples against the sheets as Gentle pins her,

'You gonna fuck me with that slimjim dear or should I go next door and ride on that cute guitarists dick-AhhOooohFFFFuuuck!'

She squeals, fit and lithe body trembling as Gentle drives in, his gargantuian cock spreading her tight asshole to her limit, he barely gets halfway before he's forced to stop, slapping Posey's ass hard and causing a sharp slap to ring out.

Posey squeals and then laughs mockingly again,

'Is that the best you have Dear? God, I don't know how Zephyr turned out to be such a stud with a dad like you-'

You're not actually sure how much of this is the Griffon talking, you don't feel a huge amount of actual animosity between the two of them. You think it's possible the Griffon might have just awakened some dirty little kinks in the two of them. Then again, maybe they were already awake? You're still not certain what they're even doing in this motel? Maybe they're swingers? Who knows.

'Perfect~' Venomheart breaths, running her long tongue along her lips as she removes the helmet, her deep green eyes, rimmed with gold stare at you, eyes begging forgiveness as she says softly,

'My apologies, Your Majesty. I would love to break these two with my own hands but time is of the essence-' She moves her across the helmet and seems to split the wicked looking helmet in two. One part is the large eye covering crest and foremost mandible sections, the other is the helmet single half helmet assembly itself that covers the rest of the head but leaves the face and eyes uncovered.

She goes to step into the room then halts and shakes Sunset off, yanking her tail out and groaning for it's vacancy much to the bully's amusement as Venomheart scowls at the involuntary noise. Then she turns to you,

'Mistress, Do you have a preference for the direction I take them? I must admit, I want two powerful warrior caste prime's but you have shown me there is much to be said for a dedicated submissive pleasure caste~' She idly trails her long tongue up Flash's slim thigh and up his tight ass and he moans softly in his sleep and wriggles on the giant changeling's shoulder...

Gentle Breeze:
1A) Dominant and Aggressive Warrior Stud
1B) Slim, huge cocked pleasure toy?
1C) Other?

2A) Powerful and Sexual Amazon warrior
2B) Soft and Cuddly submissive concubine?
2C) Other?

'As you wish.' Venomheart says gleefully, licking her lips as her fangs begin to weep pink venom and she drops Flash into Sunset's waiting embrace, the scarlet demon pressing his face into her huge breasts and cradling him gently but possesivly while Venomheart grips the two helmets in each hand.

Despite her massive size, she moves swiftly, with a deft grace and Gentle Breeze, large thrusting back to the door, doesn't even notice her approach and Posey only has time to gasp in shocked suprise before in single fluid motion, Venomheart slips the horned half helmet onto Gentle's head and presses the mask and crest half of the helmet onto Posey, obscuring her shocked face from the lips up.

Immediatly the two let out a shared, strained moan as green magic explodes around their heads, invading their minds and Gentle's eyes roll and his muscular body trembles and jerks and yet his hips don't cease their rapid thrusts, in fact they only seem to increase in pace as Posey moans and twitches beneath the combined might of his powerful pounding and the magic licking down her body, beneath the mask her eyes are wide as thousands if images and changeling power glyphs flick by a second, saturating her pleasured mind,

She loses control and begins to roll and jerk as an orgasm rips through her, and then another as her mind is overwritten. She tenses, mouth gaping and back arching as she squirts up Gentle's toned stomach and large dick while he makes grunting, wordless sounds, his eyes glazed and foggy until Venomheart snaps her finger sharply, long nails clicking sharply as she does and his mouth drops open as he finally sees the Venomheart, he has to crane his neck to look up and can barely see past her huge milkers and he moans, his dick swelling once more and Venomheart chuckles as she easily steps over Posey's head and then kneels, her huge jacked thighs either side of Posey's head who is unable to see anything other than hundreds of thousands of images and commands to shape her into the perfect little fucksleeve.

Yet she does feel the stream of Venomheart's femcum leaking acorss her face and she tastes the titan's giant, boiling pussy as she lowers it onto her face. Venomheart squeezes ever so gently, her unyielding thighs trapping her head still and covering Posey's ears.

The Pratiroan leans forward and softly presses down on her, holding her wriggling body perfectly still with one hand so Gentle can continuie to thrust and slam into her immobilized body. Posey's totally deaf due to the tight grip on her ears, blind apart from a tsunami of your depraved hive's indoctrination which fills her mind, shoving all else out of the way.

[SOFTER. EAGER. LOYAL. DESEPRATE. NEEDY. CUNNING. CHANGELING. SUPERIOR. OBEY. AMBITIOUS. THE QUEEN.]

Her taste and scent are totally consumed with Venomheart's gushing pussy and her only sensation of the outside world apart from Venomheart's sweltering twat is her husband's huge, unyielding dick.

Her body twitches and she jerks rapidly under Venomheart's grip as her pussy blazes with green light and suddnely with one powerful thrust, Gentle fully bottoms out in her, her pussy stretching and morphing impossibly to take his massive pole before just as quick tightening down, squeezing his fat girth and she cums once more, pussy plumping and gushing, fat clit throbbing as she's suddenly able to feel every vein and pump on her husband's huge dick as it drives in and out of her.

She moans and bucks into Venomheart's pussy and the huge woman moans, biting her lip before she reaches out with her free hand and firmly grips Gentle's face in her taloned grasp, forcing him to look at her magniciance before she spreads her wings and sunmerges his mind into a morass of lust, dominance and loyalty. The shapes on her wings dance and curl before his eyes, drawing him in, tearing down the defences of his mind and opening it wide open for his helmet's programming, flooding his mind with a lusts for power, for fucking and for approval from his queen.

'You have to earn that first Little Insect~' Venomheart giggled, looking down at his fit, buff body, 'You're perhaps good enough for the whining slut beneath me but compared to my magnificence you're pathetic, not worthy to lick your wife's juices off of my fingers!' She grins, running her long tongue over his face, pink venom leaking down his face and into her mouth and she squeezes his cheeks, still gripping his face and he moans in dissapointment.

'Please.' Gentle grunts, his hands sinking into the plush flesh of Posey's swelling thighs, forcing them wide as he powers into her mindlesssly, his huge dick throbbing while hus balls churned and yet he didn;t want to cum yet!

He couldn't disappoint this perfect creature infront of him. He licked a smear of pink venom off hjis face, dripping from his thick facial hair and grunts and moans. Eyes wide and dancing with the shapes and sigils flitting across Venomheart's wings while the helmet roared into his mind.

'Please what slut? Little insect, Please what?' Venomheart sneered, voice mocking, disgusted and aroused by his begging, desperate to change him into a finer, pure specimen of changeling might and she giggles as his angry snarl as her wing's mesmerising effect forces the meekness down, pruning away his weakness, shredding though it and replacing it with sheer confidence, aggression and want.

He reaches up and grips Venomheart's wrist with his new meaty hand, trying to shove her hand away from it's condescending grip on his face but Venomheart only giggles, holding on tighter and making it look effortless, which only infuriates Gentle more and you smirk, as you watch, standing by the door as small motes of fire begin to creep up across his body, Gentle's throat begining to work as he begins to try to suck in lust. He doesn't quite have all the correct changeling organs to do anything with it but his mind was twisting towards it!

He felt angry and horny and desperate and his formerly mild mannered voice is a husky growl, full of venom and demand, 'Tell me. Tell me what I must do to be worthy!'

'Oh, but my dear little insect, What about your wife? Isn't she worthy enough for you?' Venomheart giggles, squeezing her thighs and increasing her grinding while also linking the two helmets together so Posey can hear his words and thoughts in her own mine, her only link to the outside world in her dark, hot wet and pleasurable prison between Venomheart's legs.

Gentle goes rigid, muscles tensing and eyes squeezing shut as his emotions shift and he jerks, momentarily thrown as his love for Posey flares back up, the kindness and friendship they have shared over the years, all the fond memories of her and Fluttershy and Zephyr bubbling to the surface and he groans loudly, teeth clenching as he begins to fight back against the magic! The helmet's whirring jumps several octaves as their shared bond flares and pulses and Gentle's frantic and urgent thrusts begin to slow as a deep, loving warmth begins to suffuse him-

And then Venomheart slaps him hard and his eyes spring open in time to see her dart forward, wrapping her long clawed hand around the back of his head and driving her mouth against his and his throat bulges as her long tongue stuffs itself down his throat, leaking a torrent of pink, lust inducing venom down into him as her wings envelop him and pulse and strobe in an possibly dance of golds, pinks and greens.

He makes a deep gutteral noise as he leans into the kiss, feeling his own tongue grow as it wrestles with hers and his entire body seems to be afire as more and more green flames and small glowing cracks begin to flow across his bod and he sneers as they break the kiss, Gentle shoving Venomheart back, gripping her tits hard and pinching her huge nipples hard,

'Fuck her!' He roars, slamming his huge dick back into Posey's pussy with no trace of gentleness and he leers, his face a twisted mask of lust and his pinches Venomheart's nipples hard as his need to fuck drowns out his entire being, all his memories of his wife and family, all kindness is subsumed under Venomheart's ministrations, 'Tell me what I have to do, Tell me what I need to be worthy! Tell me now!'

Posey moans and wails in despair and eye rolling pleasure as she feels her formerly kind and loving husbands corrupted feelings for her, his abandonment of their marriage and the utter pleasure he was feeling pour through the link and directly into her mind and her eyes roll into the back of her head, the helmet surging magic into her mind as her entire body trembles in a single, body shaking, screaming orgasm. She vibrates, still unable to move due to Venomheart and Gentle's hold, shrieking her pleasure into Venomheart's cunt as green energy powers over her body

Venomheart squeals as her nipples throb with pain and pleasure, arching her huge back as she cackles out, 'Change! Grow and Change to serve your queen and the hive! Fuck this worthless slut beneath us into her proper place as you realise yours!'

'Yessssss, YESS!' Gentle roars, his voice deepening and shifting, his voice overlapping on itself, the signature changeling cadence overtaking his voice as his teeth sharpen into fangs, his black long tongue licking the air. He grows again, fire dancing across his already huge body as his entire being swells, his skin darkening wherever the flames lick. He grows a full foot, and then another one, having to hunch down around Posey to continuie slamming his dick into her shaking body which he does with a depraved leer as any love other than the love of his Queen and Hive floods out of his heart and into his swelling balls which gurgle and throb, pressing into his massive thighs as his legs tense and pulse, his jeans, half way down his knees by this point tearing in half as they fill with muscle.

His back arches, his defined stomach and chest swelling into a huge wall of impossibly cut black wall, his new shiny black skin giving the impression that his entire figure, from his slab of a chest , his cobblestone like eight back and his ridiculously wide back and shoulders and huge, jacked arms are cut from pure, black marble. He roars as a horn bursts from his forehead, scraping the ceiling and shooting magic while a pair of green and gold wings buzz on his back.

He leers down at Posey's pussy and concentrates hard on the link between them, all empathy and love gone and laughs darkly as her pussy once more squirts and gushes as his cock grows inside of her. He slowly pulls out and moans as her pussy clings to his dick, massaging and sucking at it in a desperate attempt to retain it.

'Slut.' He growls and is rewarded as the powerful word flows down the link and causes her to jerk in another orgasm as her pussy squirts over his dick and Gentle chuckles at the power before focusing and slamming back into her, pouring his now filthy and depraved wants into her soul, the helmet telling him exactly what she was and her oversexed body confirming it.

He growls and grunts,his hair a dark, jet black streaked with green and white that is pulled back in a tight, sharp cut, his moustache is fully gone, transforming into a set of thick, sideburns that are almost large enough to be mutton chops. His youthening reverses as decades of tactics and military planning, subterfuge and warfare beam into his mind leaving him with a grizzled, no nonsense DILF air, all the better to serve as Venomheart's second in command, drill sergeant and senior noncom in your hive!

He grunts, entire mind focusing on the task of breaking in his wife, demonstrating his new effectiveness with startling ease as his already gargantuan cock thickens once more into a pitch black, pussy destroyer that would be impossible to fit into any human woman but Gentle perseveres, warping Posey's body to accommodate his massive schlong,

With every thrust, the new warrior warps more and more of Posey. She feels her tits growing, sensetive and full. They gurgle and twitch and when Gentle reaches out and roughly grabs one and squeezes hard her body bucks as a thick streak of gold green milk blasts out. Venomheart and Gentle acting on instict immediatly wrap their long tongues around her nipples and begin to suck and Posey writhes and twitches, her entire body supercharged and sensetive, her mind melting under the assault of sensations. She feels a deep building throb in her huge breasts as they dominate her chest, huge black orbs of pleasure which explode in twin orgasm's focused entirely around her breasts while the two powerful creatures sate themselves on her.

She feels Gentle's warped image of her begin to overlay her own personalty, unable to tell what is him, her or the helmets programming. She giggles as best as she can as she feels her tongue thicken and grow and she rams it up Venomheart's cunt, her programming telling her the best way to pleasure her superior. Her ass swells, the bed creaking as her onyx black body jiggles and wobbles and tingling as she begins to release potent "come-fuck-me* pheromones, her pussy clenching and dripping as her entire body is now never more than a errant breeze away from cumming.

Venomheart grunts and has to shift slightly as a tiny, cute horn begins to press between her asscheeks while Posey's mind dulls to pleasure, happyness and horniness. Her face shifting to be less monstrous and more cutesy and innocent, tiny little fangs and thick plump lips, her entire body a riot of colours and curves as it shrinks once more, her massive ass, huge tits and plush stomach now nearly filling the giggling shortstacks entire body. Multi coloured streaks dance across her wings and body, causing bursts of pleasure wherever they shift. Sometimes the rainbow coloured faux ink resolves itself into a cutiemark then maybe a shape, then maybe a word in either English or changeling before flitting away across her body to stimulate somthing else. They have a habit of shooting over her tits or between her legs, causing another bucking, jiggling orgasm and a release of horny pheromones. She seems to grow even younger in counterpoint to her husband! Now, the thick, short changeling looked younger than her daughter, of an age with Applebloom or Sweetie Belle and twice as innocent in personality if not in actual being.

She would be terrible for combat or fighting but then again, that wasn't her purpose. Her purpose was to give release, satisfaction and pleasure for those above her in the hive. Which was pretty much everyone.

That wasn't to say she wasn't dangerous though. With every part of her body geared towards sex and prompting sex, it might be interesting to throw her into the heart of Ponyville in disguise and watch the riots start!

With the vast amount of infomation on sex and seduction in her swirly pink mind, there was a deep expertise lurking beneath her uncaring and bubbly front and as a changeling, a fair degree of cunning no matter what!

Venomheart is finally forced to give, her eyes crossing as Posey's expert tounge teases a body shaking orgasm out of the huge woman and she giggles as her tight, rippling pussy drags Gentle over the edge as well and the two of them roar as they climax, spraying her already soaked body with a tidal wave of juices. A ocean of femcum sprays across her head and pumpkin sized tits as Venomheart falls backwards, gripping her own chest while Genlte empties into her. Her stomach bulges from the first blast and Gentle bellows as his cock is forced out. The second gout hits her pussy and splatters all down her wobbling thighs, the third hits the floor, forming a huge puddle isntantly before he angles it back up to walk across her stomach, tits and face.

He spends a long time, almost fifteen seconds of his thirty second mega-climax glazing her giggling face, his face a arrogant, condescending sneer as if he was marking her and she should be grateful to be claimed by such a powerful stud such as him.

She was of course, but no more grateful than if anyone else had fucked her!
She didn't feel anything for her husband any more other than pleasure when he fucked her! The new Posey the insatiable sex toy would just as eagerly have Sunset, or that cute little Flash or even her sexy, sensual Fluttershy pound her! She loved his dick more than she would love Gentle Breeze ever again.

The only room for love in her corrupted heart was for the Queen, For you.

She sucked down a some of the ridiculous load and purred, tits swelling once more as her mind turns to sex almost immediatly, her refractory period non existant as she hops up, energy revitalised by the orgasm. She skipped over the two prostrate forms of Gentle and Venom who were trying to catch their breath and throws herself down at your feet and she moans as the juices and spunk seem to absorb into her and she giggles as the other two get to their feet and move over to do the same. Venomheart reclaiming the two helmets and merging them into one again before sliding it on and kneeling between the sexy succubus and the virile, powerful stud.

'Are you satisfied, my queen?' Venomheart purrs, head bowed while the other two stare up at you with reverent adoration.

[I got a bit off track with Posey, she was a supposed to be more submissive but I really like the idea of a the cunning, innocent subby, slowly corrupting a husband or wife into cheating. I had a bit of inspiration involving Posey or Changeling Raven of the same caste doing somthing with Twilight's Parents or Mr and Mrs Cake? Maybe somthing to think of in the future when I finally finish this bloody thing! Also, Gentle Breeze and Posey need a name change? What do you think?]

It doesn't take you long at all to make it to Canterlot High. Although the vehicle space is limited, Venomheart seems gleeful to test out her new powerful body and eagerly offers to sprint straight across town. So eager in fact you have to remind her to disguise herself and Harsh Breeze and the two of them obey, albiet with a gritting of teeth and frustration as they shrink down.

Venomheart is still a insanely tall mean, mohawked bitch but at least she looks human now, even if her cute top is now a tight boobtube, a tiny fabric of material that barely covers her areola, straining around her gargantuan tits. Her puffer jacket remains though, although a dark, gold streaked green the same colour as her carapace, her jacked arms on full display.

Harsh merely looks like a huge, jacked version of his previous self, albiet one run through a gauntlet of pure hunk and scrubbed of all imperfections and kindness. His previously gentle face is now darkly handsome, even twisted into a scowl as it is now while he adjusts his pants, his now gargant cock constantly outlined by his pants. He looks like he desperatly wants to fuck somthing again and is looking at his former wife with hunger.

Posey or "Pussy" as she now demands to be called is slipping back into her summer dress and doing so in just the right way to get under Harsh's skin. She bends over to pick up her shoes and the formely loose dress pulls tightly over her new, phat ass, the drooling lips of her fat pussy blatent and Harsh growls deeply in lust before Venomheart snaps her fingers and the two set of running at a deadsprint, clearing ground impossibly quickly.

Sunset grins as well, flips you a quick salute and then spreads her huge, leathery wings and swoops upwards, not even bothering to cloth her massive, powerful body other than throwing on her sleek black jacket.

That leaves you with Lightning, who is driving, Rainbow and Posey, both of which are in the back seat, each one clamping one of Flash's hands between their thick thighs and going to town on the fit, pretty boy's body. No spot on him is safe, his arms, his chest, his face and neck, his toned tummy and especially not his huge dick which the two mega sluts are competing to see how hard they can get it without actually touching it.

Flash's fingers curl into their pussy's and work instinctively, instantly finding the two woman's pleasure points with deft, slim fingers and the two of them gush and giggle. Flash's entire body has been rewired into being a perfect pussy pleaser even if his mind is still mostly unchanged.

'R-Rainbow~' He whines, balls clenching as thick beads of pre leak down his shaft, 'Please! Y-you're being controlled-She's in-oooh-your mind-ah-ooooooh!' He tenses as Pussy slides her long black changeling tongue up his tight thigh and into his balls as Rainbow giggles, grinding her gushing cunt against his thigh,

'I know!' She moans, gripping her massive tits as she shoves them in Flash's face and he automatically begins sucking on her fat nipples, 'It's sooo fucking cool. She's fucked away everything but her! It's the most awesome thing I've ever felt-She's like poison in my mind and it feels soooo good!' She runs her hands through her huge rainbow hair, 'I want her to change me more-to twist me more, to make me submit! I'll do anything for her-Hahh-Yes!' Her eyes roll as her body trembles, massive tits wiggling and Pussy giggles as Rainbow squirts across her face, greedily lapping up her juices as well as Flash's pre while Flash moans and struggles against his conditioning, forced to please the two voracious sluts.

You have to order Lightning to keep her eyes on the road and her hands on the wheel as her eyes stray and her own hand dips. Meanwhile, you have time to think of how you are going to approach this situation.

From what you've received from Fluttershy, the entire school is now charged with magic and Starveheart is apparently making moves to harness it somehow using her thralls? You don't get anymore out of her though as she suddenly goes silent on her phone. Along with the other thralls you have there...

They might be okay. Magic's weird, it might have just cut out their phones for some reason or perhaps Starveheart has created a blackspot over the school.

On the other hand...

You rock up to the school and spot Venomheart, Sunset and Harsh but no one else. The front of the school seems eerily quiet although the entire place pulses with magic.

You've got a few options here,

A) Go in stealthy and get a lay of the land, try and link up with your other slaves. Although, if Starveheart is doing somthing this might slow you down and give her a headstart.

B) Go in loud and hot, disguises off and magic out. Will give you a significant headstart on crashing Starveheart's party but who knows what's waiting for you in there!

MANA: 10/12
[Spells available:
2A) Enchant/Disenchant
2B) Full body Modification, each aspect of a body requires 1 mana to change but can be changed however you like
2C)Decrease Inhibitions
2D AURA OF NORMALCY (Passive/Togglable)]
2E) LINK
2F) Implant Fantasy. (Specify how much mana you want to use)
2G)TRANCE
2H) Lust tap - (Passive)

Also have this stuff now:

-Shorts.
-Venomheart has helmet:
-CAMERA. 5 charges
[Bully]
[Brat]
[Beefy]
[Brainy]
[Bossy]
[Bubbly]

The good stuff
-The Mesmer- Incredibly Potent leaf that blazes the user in a [MAJOR TRANCE] state followed by a massive increase in libido.
-Blue Brainy - Light green leaf with electric blue veins - Increases focus and intelligence as well as boob and ass size.
-Buff Bunny Breeze - Thick leaf that seems to "sweat" a thick white residue - Increases calm and arousal. Can be enchanted with a spell for free.

You grimace at the ominous feel to the air, then grit your teeth at the slowness of how you're going to have to approach this. You point at Lightning, Rainbow and Pussy,

'Go round the back, around the gym side. Scout it out and wait until I call you in from that side.'

You then signal to Sunset and Harsh,

'You fly up and over the top, same detail, relay anything of note and be ready to bust in from the top. Me and Venomheart will go in through the front.'

'What about Flash?' Rainbow says with a hungry smirk and Flash squeaks, his cock throbbing once more as all five huge, buxom women loom over him before you snap your fingers harshly.

'Enough of that. Go, you have jobs to do. Wait for my word, I'll relay it through Venomheart's link.'

All of them hurry off with alacrity and you turn back to Flash

'W-What are you going to do to me?' He scoots away but you quickly reach out and grab his dick and he moans and you press your thumb firmly into the tip of his thick dick,

'Why Flash, I'm not going to do anything! After all, we're all friends here aren't we?'

You pulse magic into his dick and hit him with a fairly minor [TRANCE] spell and his mouth drops open, face perfectly slack as his well conditioned mind immediatly blanks with no resistance. His legs spread as you keep jerking him and you begin to tweak his mind,

'Now Flash, Forget the past hour or so. All I want you to remember is that me and Honourheart became "good" friends and we're working together now, isn't that right "Honourheart?"

'That's right Gossamer-' She says, standing behind you and holding you tightly, grinding her huge tits against your back as she carresses your thighs,

'Right! You're not going to notice how your body has changed or how big and fat your cock is but you will notice how horny you are. How much you want to fuck!'

Flash moans, eyes rolling as you pulse more magic into him and jerks as you squirt a bit of milk into his mouth which he swallows greedily and a faint, sweet scent begins to drift off of him which makes your pussy tingle,

'Good. Now, here's a very important mission for you, straight from me and Honourheart. You're going to wait here and keep an eye out for any Equestrians! Especially Twilight Sparkle and you're going to "help" them in any way you can-'

Venomheart giggles, knowing that after any period of time around the innocent looking Flash there would be only one kind of "help" any female Equestrian's would want. The man was a supernova of bimbomagic inside a perfect sleeper agent and given how his own fantasies lined up, most women would tend towards big, smart dangerously sexy and sexily dangerous!

You also implant a hidden influence into his cum, ensuring that any sexual partners Flash had would slowly become more susceptible to your will and magic. Then you package away Flash's real memories to spring open when you and Sunset want a good laugh and give him a earnest desire to please every woman he meets, preferably either with his tongue or his cock.

'Awaken'

Flash blinks, his features returning to normal and he whines as he consciously realises your still jerking him.

'Oh Gossamer! That feels really good!' He gasps and you grin,

'You want to cum?'

He nods vigorously, 'Please Mistress' He gasps, not even noticing his little subserviant addition,

'Then cum.' You giggle, angling his cock towards the statue that doubles as the gateway for this side of the mirror.

'Thank youuuuu!' Flash squeals before shooting several thick ropes of spunk against the statue's base. The statue groans and pulses with magic as Flash defiles the mirror's magic slightly with his lustful release.

There we go. That should make sure any interlopers were nicely primed as they came out the other side!

'Stay here and prepare for anyone coming out of that mirror and while you wait, ask every woman that walks past if you can pleasure them however they like~Don't worry, they'll say yes!' You giggle, giving his balls a little burst of power and Venomheart purrs in appreciation, watching hit tight ass flex as he walks away, towards a vaguely familair girl with wonky golden eyes.

You nod in satisfaction, knowing that whatever happens you're going to have more prime stock of dominant, powerful babes to induct very soon!

[Been a while since I wrote on this so forgive me and correct me if I've forgotten or missed somthing! Slow start as I blow off the cobwebs as well Does anyone have an image of human Honour/Venomheart as well? I knew one was posted last thread but it archived before I could save it.]

The two of you step slowly through the doors of the school and into an empty hallway and are instantly hit with a wave of intense burning lust, tainted and twisted bimbomagic swirling around you and you recognise Venomheart's mad corruption on the previously fluffy and plaayful magic.

The feel of it is oppressive and malicious and it instantly starts trying to wriggle into both yours and Venomheart's bodies. Thankfully between your own "inoculation" and Venomheart's constant emission of your own will made manifest you manage to resist it however it is a constant, niggling demand to submit, to give into your base urges and just rut and fuck with wild abandon.

Venomheart grunts loudly and snarls as her pussy soaks her tight lycra shorts, her face twisting in ectasy and rage as the teal shorts darken significantly and she pulls them up, hitching the tiny scrap of fabric between her huge, hard asscheeks and her thick, plump pussy, grinding the fabric against her clit.

'She's fucking here~I'm going to fucking ruin the weak cunt-Hahh-She's regret ever making my pussy wet, she's regret ever being nothing but a cunt to me because that's all she is to me now!' Venomheart's movements get more intense, the mental buzz of her crown growing louder and more insistent, warring against Starveheart's oppressive aura before you snap your fingers,

'Hey, Enough of that. There will be time later, for now we have to find one of my other servants.'

'Yes Your majesty.' Venomheart wriggles, teeth gritted as she bottles down her arousal and frustration although rivulets of femcum are pouring down her massive thighs as she wades through the crackling atmosphere.

The oppressive, sweltering and boiling morass of magic fades slightly and gives you a little more thinking room. You need to find your servants but the way the magic is pulsing it feels like it's growing.

You might not have long but you think that whatever Starveheart is doing is going to be a hell of a lot easier to grapple with the more people you have behind you.

The Pony's normally get that bit right at least.

Where to start though...

A) Fluttershy. Despite her background, she's an incredibly capable infiltrator and will certainly have the best "ground level" idea of what is happening.

B) Gilda and Treehugger - Treehugger's intelligence would be invaluable in fashioning some kind of weapon or retaliation to Starveheart's aura and whatever she is planning. Gilda has most likely ensured she's stayed untroubled while she works on it.

C) Daybreaker and Nightmare Moon, Most likely in the principal's office, the two powerhouses would be amazing for their sheer power if nothing else! You're not sure how they would compare to Starveheart though given how much sheer energy is in the air!

D) There are plenty of other people you could track down as well. Other?

In contrast to the crackling magic in the air, the rest of the school is really quiet... The only sounds being your and Venomheart's footfalls on the tiled floor of the hallways. Despite her size, Venomheart is astoundingly graceful and despite her chiselled bulk, it's not reflected in the sound of her steps. Her tight shorts ride high between her large, hard ass, the fabric totally soaked by her constantly dripping pussy and you see her groan and sigh softly as the magic crackles across her skin.

Sensing a burst of magic coming from one of the classrooms you have a quick peek in and are almost hit with a surge of Starveheart's magic as a huge nexus of the green and pink energy swirls inside the classroom. Cheerilee, the librarian and occasional teacher is hogtied, arms bound behind her back, bent over the desk, her legs spread as far as they can go before being tied to the legs of the desk with more rope while a powerful figure slams into her from behind with a bright green strapon.

Cheerilee moans and squeals, shuddering in a powerful orgasm and squirting hard across the glowing green strapon and Applebloom's thick, freckled thighs.

'C'mon Miss Cheerilee!' Applebloom hollars, slapping Cheerilee's ass hard as if trying to discipline the bucking woman, 'Ya'll gotta hold on longer if ya ever want to fuck ma brother! You're on your third orgasm and yah haven't even made Diamond cum once yet!'

'Don't worry to much about it 'Bloom, personally watching you plow this slut is getting me off more than enough!' Diamond Tiara giggles as she leans back groping her huge tits as she perches on the edge of the desk, legs hooked over the opposite side and spread so her dripping snatch is directly infront of Cheerilee's face, filling her vision and her senses with it's powerful aroma.

The two of them have changed, the collar's around their neck pulsing deep, malicious green. Applebloom has grown taller and buffer, her freckled skin deeply tanned as her tight, muscles flex and shift as she pistons in. Her cutiemark, huge and bright on her large, powerful ass, barely covered by the tiny pink microskirt she's wearing, is now a deep green apple dripping with black and pink juices.

Her massive tanned tits are barely held in place by a tiny yellow corset that strains to hold it's jiggling, bouncy charges and her vivbrant red hair is in a long, thigh length braid interspersed with pink, black and green bows.

Diamond Tiara on the other hand is almost the complete opposite, her skin is pale, almost ivory and she's got barely a trace of muscle or evidence of exertion at all beneath her wispy, nearly see through sundress. She's not as tall as Applebloom but she is slender and willowy, delicate looking and beautiful as she runs a long, slender hand, long pink and purple hued nails, through her long two tone purple and white tresses, casting them back behind her in a wave as she bites her plump lips and giggles, winking at the mesmerised class behind her watching the spectacle.

The two of them also look older, physically only a few years but in their bearing and statue...

A wave of magic crackles over them and they gasp and laugh, smirking at eachother as they change, leering at eachother's huge racks as the laces on Applebloom's corset strain and pop and pale, albino skin shoves it's way out of the neckline of Diamond Tiara's dress, her fat nipples straining against the gauzy fabric. They do grow older as well, only a few years but Applebloom could be at an age with Applejack now and Diamond Tiara looks almost Cheerilee's age as she laughs throatily eyes glinting with malicious experience.

Maybe your implanting of a MILF/Teacher kink into Starveheart has echoed down to her thralls. Give it a bit and the two might be a set of stunning, mature cougar's on the prowl!.

That's not the only thing of Starveheart that has echoed down either.

Their is very little trace of respect or kindness in their eyes, despite their outward joviality. Applebloom is enjoying breaking in her kind and respectable teacher, as much as Diamond is enjoying watching it. She licks her lips and giggles as Cheerilee tries to moan out,

'N-Not a ssslut-Mph!' Her voice is muffled as Applebloom smirks and roughly grabs her by the hair and shoves her face into Diamond's pussy who squeals and gropes her big pale jugs.

'Don't lie Ms Cheerilee! Not in front of your students!' Diamond gasps in mock horror, grinding her pussy hard against Cheerilee's face, 'We all know you want Big Mac's Big cock! We've seen you sniffing around him!'

Ah can't blame you!' Applebloom sniggers, 'Ah want him to just pin me down and stretchmah tight little pussy!' She giggles, the glowing green strapon pulsing with malicious light as it drives into the teacher's cunt, 'But first, Ah think you need some changes-D.T, Would ya mind?'

'Of course A.B!' Diamond say, her hands glowing in time with her collar as she places her hands on either side of Cheerilee's head, 'First things first! You're basically just going to be a sleeve for his cock and a tongue for our pussies so let's get rid of all that "Smarts" you're carrying around!' Her hands *surge with light as she begins to drain Cheerilee from a smart, educated woman to somthing more...pliable.

Cheerilee bucks and jerks against her bindings, pussy gushing, her squeals muffled by the sound of Diamond's pussy and the slapping of Applebloom's muscular thighs on her ass.

'There we go slut-Oooh, That's right, just give it all to me and Applebloom!' Diamond groans eyes rolling as her face grows more mature, more elegant and refined, her eyes sharper and smarter. She loans over and passionately kisses Applebloom, sharing their bounty before Applebloom pulls back, her own voice confident and experienced,

'That'a girl! You don't need all those smarts for ma brother! Instead, all ya need is a nice big booty!' She brings her hand down hard on Cheerilee's ass, the strapon pulses with magic and Cheerilee's ass begins to grow, her swelling thighs pushing her jeans further down.

'Yes. Instead, why don't you fill your head with important things, like how to please us and how to best serve the mistress. Starveheart. Diamond coos the last word like a lovestruck suitor and Applebloom's sighs as well, eyes going dreamy even as she gropes and slaps Cheerilee's thick ass.

Waves of green energy pulse out of the two woman and wash over the class who are in a trance like state, sighing and moaning in arousal as Cheerilee is debased infront of them.

Already, you can see that the students in the class are being affected, the female students are stuffing fingers, nails lengthening, into plumping pussies, groping swelling chests as they too begin to creep up in years, their hairstyles, dress and bearing becoming more...mature.

The male students are staying the same age although they are bulking hard, clothes straining against swelling muscles and growing cocks. You see small tethers of magic begining to form between the male and female students and they all sigh and groan as the bulking guy begin to get more rowdy, louder and more brutish while it appears to women are draining the excess intellect and refinement out of the men. The women grow taller, more assured and more graceful, eyes burning with a zealous intellect as they focus on the three woman in front of the class.

Several student's begin to murmur "Starveheart...Queen...Starveheart...Obey...' while others begin to devolve into debauchery.

The walls of the class shine and glow with malicious energy, radiating inwards mostly but you can tell, despite their being now spell work or sigils this is building to somthing...

This isn't a random fuck session, this might be part of somthing larger...

You need to find Fluttershy but maybe there is somthing that can be done here? The two thralls are in the centre of it. You could somthing about the collars but the two of them look pretty far gone, innocence bled away to make room for devotion and debauchery.

A) Try and disrupt the burgeoning spell node before it happens? If you can knock this node out it might make thing easier for you later?

B) Move on, you need to find Fluttershy. If this is part of somthing bigger you don't have time to deal with this without a bigger picture view and you are on the clock.

MANA: 10/12
[Spells available:
2A) Enchant/Disenchant
2B) Full body Modification, each aspect of a body requires 1 mana to change but can be changed however you like
2C)Decrease Inhibitions
2D AURA OF NORMALCY (Passive/Togglable)]
2E) LINK
2F) Implant Fantasy. (Specify how much mana you want to use)
2G)TRANCE
2H) Lust tap - (Passive)

Also have this stuff now:

-Shorts.
-Venomheart has helmet:
-CAMERA. 5 charges
[Bully]
[Brat]
[Beefy]
[Brainy]
[Bossy]
[Bubbly]

The good stuff
-The Mesmer- Incredibly Potent leaf that blazes the user in a [MAJOR TRANCE] state followed by a massive increase in libido.
-Blue Brainy - Light green leaf with electric blue veins - Increases focus and intelligence as well as boob and ass size.
-Buff Bunny Breeze - Thick leaf that seems to "sweat" a thick white residue - Increases calm and arousal. Can be enchanted with a spell for free.
You decide to move on, Venomheart stalking behind you as the classroom begins to grow even more raucous behind you as the Diamond and Applebloom begin to fully centre themselves in a nexus of energy.

You do catch sight of Applebloom's green strapon on beginning to glow powerfully, small motes of green and black changeling fire arching over the three of them and as Applebloom groans and Diamond giggles, you watch their teeth grow a *little* sharper...

Worrying...

You need to find Fluttershy *fast.*

'Venomheart, Can you find Fluttershy?'

She nods and ditches her human facade her powerful and towering and perfect changeling form imposing as she sniffs the air, her face covering crown and crest acting as a receiver from changeling signals.

'This way.' She says, plump green lips curled in a distasteful sneer at the surroundings and situation before scooping you up easily in her huge arms and sprinting down the halls.

They remain clear and empty although more moans and groans echo from several rooms, the doors to them glowing green and black, the material warping slightly with ancient and primal changeling symbols.

Starveheart does not have the knowledge of them or the skill in the arcane to *do* this but you think the magic is building up so much it's creating it's *own* outlets, forcing runes into the world in wild arcane bursts!

You're ground zero for a massive arcane event and Starveheart is the critical trigger right in the centre of it!

You've got to stop it!

Or maybe...you could subvert it somehow?
Venomheart skids to a halt in front of a small room, the sign proclaiming it as "Secondary Drama Studio."

'In here.' She says setting you down and resuming human for as you walk in slowly, camera in one hand and magic crackling in the other, waiting for anything to jump-

"SUPRISE!" A huge *bang* and the soft impact of Confeti nearly gives you a heart attack as you have flash backs to Honourheart punching you in the face and Venomheart almost enters a blood frenzy and rips Pinkie Pie apart before Fluttershy, in human form swiftly interposes herself, eyes wide and worried and grateful to see you all at once.

You swiftly message to Venomheart not to go full berserker as Fluttershy slaps a hand across Pinkie Pie's mouth and half drags her half carries her further into the darkened studio, shooting you an apologetic look and a slightly more fearful one at Venomheart who fills the doorway, blocking out the light and sneering down at the two other women with distaste.

'Oh Gossamer! I'm so glad to see you're okay!' Fluttershy bubbles, wrapping her arms around you and hugging you tight and also taking the opportunity to softly grind against you and she breaths deeply, basking in your scent.

You slowly part, wishing nothing more than to command her to ride your face as hard as she can but...well, maybe later...

'I saw Starveheart!' She says quietly, her voice hushed, ' She looked...Well...Everywhere she went, people started...You know-'

'Partying!' Pinkie says with a suggestive waggle of her eyebrows and a wink at Venomheart who curls her lip and crosses her arms, glaring at Pinkie as if she desperatly wanted to squash her or fuck her, or both.

Probably both actually.

'Anyway-' Fluttershy continuies as if she hadn't heard Pinkie Pie, 'I kind of overheard her plan and mananged to talk to Treehugger before everything went crazy! She's sent her thralls to several points through the school to try and cause some kind of...magic reaction with her at the centre of it!'

'Yeppers! Another crazy magic gal who wants a school of highschoolers for an army!' Pinkie beams, juggling a set of multihued balls, 'I always wonder why they don't go somewhere with you know scarier people for their slave army, Like an army base or a gym or the DMV?' She shrugs, 'I suppose the school IS right next to the mirror but that just kinda seems lazy huh? I mean, both them and the writer-'

You tune Pinkie out,
A magical chain reaction! A full thaumatological cascade, directed towards a focal point! Sweet Hive, she's cludged together the magical equivalent of an atom bomb through sheer brute force!

She has no magical experience but she doesn't *need* it!

It's the equivilent of instead of researching how to split the atom you just throw a the equivilent and mind boggling amount of firecrackers at your target instead!

It's a hell of a lot of fire crackers but that won't matter to the crater you leave behind...

But it *can't* be destruction she's after. That isn't her style before and it sure as hell isn't now? So what is she doing? Brainwash the entire city? Ascend to goddesshood?

Pinkie Pie is still babbling and suddenly Venomheart stiffens slightly as she looks at Fluttershy before her lips turn down in a frown and she quietly transmits to you over the hive link.

'Mistress, Fluttershy is not subverted. She is still-' Her lip curls again, '-tainted with friendship. Please allow me to rectify this. I can bring her fully into the fold, the pink annoying one as well-'

'What are you guys talking about?' Pinkie bounces between the two of you, shimmying a plastic schoolchair over and sitting on it backwards.

Fluttershy looks confused, eyes darting between the two of you as you obviously communicate telepathically.

Damn it. You had hoped Fluttershy would be under Venomheart's control given her crest lets her talk to and influence other changelings but it appears Fluttershy has slipped the net?

You could have Venomheart bring her in. In fact, you're going to have to at some point given you don't imagine she's going to be to happy about what you have done to her parents but now might not be the best time?

You're not sure *if* the elements would work here given Sunset and Rainbow are fully bent to your will but they could be a good weapon against Starveheart and you might need Fluttershy and Pinkie unbroken for that to work...

And Pinkie Pie...You *know* she's unpredictable. Then again, you could just blast her with the camera and "stunlock" her way into bimbohood. Her mental nature would be *very* useful if turned to your whims but you can't help but feel any chance with her is a massive gamble!

A) Keep them as they are for now.
B) You need them loyal to you and only you, take them. (Don't have a plan for Pinkie so feel free to throw some ideas out!)

[SPELLS ARE AVAILABLE. Not posting them to keep down on post count but they are unchanged from above!]

'Oh, we're just talking about this!' You say, giving a telepathic nod to Venomheart before raising the camera directly infront of Pinkie Pie's face and with it set to [BULLY and BRATTY] blast her mind with it's magic.

Quickly. You had to act quickly before Pinkie Pie can pull somthing random out of her plump ass!

Pinkie Pie jumps, her hair poofing out on end as her wide eyes cross cartoonishly, lips parting and before she can react, shake off the effects of her ego shooting up along with her petulance and her humour twists to the more malicious, your hand shoots forward, planting itself on her forehead and glowing with green light as you hit her with a [TRANCE] and a [IMPLANT FANTASY].

'Uuuuhhhh-' Pinkie moans, a tiny sliver of drool leaking out from her lips as you flood her chaotic mind with your own thoughts and desires. You were getting good at this and were miles better than you were when you started, you clamped down on any thoughts of resistance or friendship, styming them while enforcing the camera's work, reinforcing her brashness, her ego and her chaotic tendencies, in fact you tilted them more towards the destructive, forging your own unpredictable pink wrecking ball!

Your other hand dives under the skirt and into her quim and she gasps as you pulse magic into her pussy and clit, stoking her arousal, raising her libido high so no matter what, it will be a constant high simmer.

It will however spike randomly and unpredictably, ensuring long periods of frustrated need followed by explosive bouts of raw and boiling lust.

'Eeeee!' Pinkie squeals and her back arches, driving your fingers deeper into her quim and as she twitches hard confetti shoots from somewhere about her person with a accompanying squeaking horn!

Her face is a gleeful, wide eyed grin as her eyes roll into the back of head.

That smile annoys you, It's too free.

You grip her head tighter and dig deep to the part of her mind that holds her neglected and withered sense of entitlement, pride and anger, highlighted by the camera and pour energy into the neglected emotions.

But you don't just want a brute. You have brutes. You want a totally unpredictable bomb that answers only to you, an instrument of fear that only you can reign in.

So you boost her original tendencies of partying, laughter and unpredictably to keep up with the negative emotions and then smash them together.

Pinkie Pie goes momentarily wall eyed as the conflict rages in her mind, her hair going poofy, then spikey, then back to poofy to straight.

Then, for your final flourish, you entwine the positive emotions with obediance, respect and subservience to you and the negative emotions with everything else then weave it skilfully and deeply into her now uncontrollable and unpredictable arousal ensuring that she will "See-Saw" randomly and dangerously between bubbly and bratty to angry and vicious on a dime.

'FFFFFFriendy-FUCK!' She yells before grasping your hand and shoving it deeper into her pussy, rocking against it hard, her high voice pitches loudly before she grasps your ass and pulls you in for a desperate and passioante kiss, grinding your hand between your thigh and her pussy, her body already changing as you decide to make alterations.

Pinkie was curvy and cuddly, soft and huggable but that wasn't what you wanted. You wanted a homewrecker who after fucking a marriage apart would then literally wreck the home. You wanted rockstar levels of insurance claims and property damage to whatever place she stayed in if they didn't meet her now impossible standards.

Her plump tummy and love handles, aquired over a lifetime of sweets and easy living began to recede, not disappearing but instead "relocating" to her already large ass and tits.

'Fucking WOO!' Pinkie squeals as she gropes her fat tits, her long, sharp nails tearing at her pink top to get at her thick, eraser like nipples as her tits expand, her fingernails alternating bright hot pink and inky black. She crushes them into yours, pushing you back in a frenzy of burning lust, planting both hands on the wall behind you as she aggressively rubs against you, her nails gouging canyon in the woodwork of the wall before she reaches up and straight rips a light fixture off the wall, cackling madly as your changes continuie to wrack her body,

'More! Gimme MORE! Ooooh!' She slaps her fat ass hard and moans as she feels hard, taut muscle beneath the jiggling badonk, filling her thighs as well and her now flat tummy is shadowed by the barest outline of firm muscle underneath. Compared to your other Amazonian followers, Pinkie is fairly understated for strength, more the hint of power, of danger as she grows a few inches and she giggles as her hair tingles.

The straight curtain of deep pink hair vanishes on one side, replaced with a harsh, buzzed side fade while the other side lengthens like a bubblegum pink curtain that flows down the left side of her body, covering one eye and she giggles where the silky yet heavy hair touches her large breasts and smooth skin.

For the final touch, thick streaks of black begin to blast through her long, thick hair. Not just black though, it's a black so dark it seems to absorb light yet remains perfectly separate from the pink that separates it, in fact it makes the pink look so much more vibrant as the vanta black streaks shift and flow as Pinkie giggles and mewls, squatting down on long firm legs, her long, thigh length blue and white socks ripped and torn in places as her long legs burst though, revealing smooth, perfect skin.

She buries her face in your pussy, her tongue desperate and questing as she pinwheels between frustration and glee faster than you can tell. The only constant is the gushing moaning need that rolls across her body as she fingers herself as hard as she can.

[Whoof, Pinkie done, hope it's cool! Will do Fluttershy next, I hope I didn't go overboard with her

Fluttershy barely has time to react, Venomheart's hyperfast reflexes kicking is as soon as you give the order.

'Wha-' Fluttershy starts, eyes wide as ypu flash Pinkie with the camera, before Venomheart grasps her under the ass and behind her head and picks her up in one swift motion, pressing their foreheads together as Venomheart's long tongue slides between Fluttershy's lips and down her throat.

She blasts a thick gout of lust venom down Fluttershy's bulging throat and she moans, legs falling open as despite her changeling resistance, the sheer force and potency of Venomheart's magic overwhelms her already slutted body.

Her inhibitons gone with her humanity, her only protection a tiny green skirt and no panties, Venomheart's finger easily finds Fluttershy's tight asshole and presses in and Fluttershy's body shudders, vibrating rapidly against Venomheart's large, powerful body as Venomheart's expertise with all things sexual, along with her preternatural awareness of all nearby changelings means she can play the supercharged changeling body you bestowed upon Fluttershy like a fiddle.

'Hnnnng!' Fluttershy moans as she cums, rocking roughly against the smirking Venomheart's huge tits, her clothes burning away as she begins to revert back to her true form.

Venomheart follows her, leering evilly as both their forms drop, their horns interlocking, Venomheart's massive one against Fluttershy's smaller curved one.

Then Venomheart's blazes with energy and Fluttershy goes rigid, slitted changeling eyes rolling as Venomheart begins to reprogram her.

Her will, that is your will rages over Fluttershy's mind, enhancing and reenforcing the groundwork you had put in when you had first changed her. This time though, she gets rid of all extraneous thoughts and feelings.

All modesty and kindness burned away under a sinful tide of lust and greed tied together by a devotion and loyalty to her Queen and Goddess. You actually watch as the love and compassion begin to leave her as Venomheart's overpowering mental magic overwrites her remaining principals,. It streams off of her in waves, leaving her onyx body and you breath it and smile, you and Venomheart devouring the love, using it to empower yourselves and sate the constant changeling desire for love.

Fluttershy whines, desperatly trying to cling on to her old self even as pleasure boils across her body but it's futile.

'You are better than them.' You coo into her mind, carressing her turbulent thoughts and she jerks as her mind, already yours, immediatly latches onto your words, resounding as pure, unalloyed truth in her mind.

'Superior. A changeling.'

'Hnng-Hah! N-No-' She mewls, even as she feels an innate sense of superiority creep over, a unshakable truth that her pure, charcoal black body and keen, manipulative mind was simply better.

'Yes. Feel it, Feel my gift, not merely a new body and new gifts, but the right to rule and dominate all lesser species! Take it, seize your destiny and rule under me!'

At a command from you Venomheart releases their lip lock and easily lifts Fluttershy up by the legs before burying her tongue deep into Fluttershy's glistening neon green snatch, long thick tongue thrashing violently, hitting each of Fluttershy's sensetive spots as her entire self is consumed by pleasure and your influence.

'O-Oh yes! FUCK YES!' She squeals, long slender legs wrapping around Venomheart's head as she tightly grips the large changeling's crest.

Her schoolmates turn into marks and prey to be drained and manipulated. Her family, already corrupted are now her subordinates, a deep pleasureable thrill burns through her at the idea of dominating Pussy and Harsh Breeze, her seniority and your favour meaning that she's one of the highest ranking members of the Hive. Her friends are merely sources of lustful energy to be manipulated and drained now.

She grips her tits, a wicked grin crossing her teeth as her fangs lengthen, her tits growing even larger while her tail twitches and shifts, wrapping around itself and lashing sharply while her wings flutter madly, a wild blur that is entrancing it much the same way Venomheart's are.

But whereas Venomheart's are meant to provoke and grab attention, Fluttershy's are much more subtle, they're a mixture of swirling blues, pinks and greens, the shifting shapes and soft, quiet droning working to create a type of sonic AURA OF NORMALTY. Thick green bands appear around her forearms and neck and she preens as they fit snugly around her, marking her as one of your top advisors and agents.

She may be a changeling physically, but now she would be one in mind and soul as well!

She shudders and twitches, another orgasm wracking her body as her mind and abilties expand, her already arousing pheromones change slightly, ensuring any non-changeling that comes in contact with it would find themselves slowly slipping into a advanced state of suggestibility. Her cum now able to render any but you into a deep trance if ingested and Venomheart's strong titan like body sags slightly as Fluttershy begins to turn the magic around.

She gains a preternatural ability to read, copy and mimic anyone she meets after only a few minutes of talking. Give her a night with her target and she could become a perfect copy, another night and she could have read enough of them to fully take their place.

All of these things together mean the small, slender and buxom little changeling was perhaps far more dangerous than even Venomheart with a cohort of Praetorians!

The idea of her walking into Princess Celestia's throne room, completly naked and in her true form, her AURA OF NORMALTY shrouding her. She could listen to every plan made, learning every minute tell and detail of the Sun Princess. She could impersonate her but that might not even be necessary!

She could render the mighty Alicorn into a deep trance by simply jilling herself, squirting her juices into Celestia's morning tea, implanting whatever you wanted, imbuing her with a suspiscion of Thorax, Of Twilight, of Luna!

Every time she would try and gather her thoughts, Fluttershy would slip between her legs, her amazing ability and reading people letting her edge and tease and please her infront of her entire court while everyone watched, unable to acknowledge the sexy little saboteur!

It wouldn't end either, your agent stalking the horny and befuddled Princess everywhere! Crawling into her bed and toying with her perfect ivory body, forcing her to dream such filthy dreams!

The most amazing thing though, was none of these ideas came from you.

Fluttershy sent them over the shared link you now welcomed her into, easily reading the shared knowledge of the new hive and devising all sorts of wicked plans as she runs her hands through Venomheart's hair whose licking has become much more...gentle and attentive...More obedient as Fluttershy's influence begins to wash over your general.

'Good girl~Such a kind girl...Kneel.' She says, her voice unchanged but so very different. There was an expectation that would be fulfilled there.

And it was.

Venomheart kneeled, her titanic form moving smoothly and gracefully, still licking Fluttershy's pussy as the small, kindly smiling changeling unhooks her legs and regains her footing before stepping back.

Venomheart mewls in dissapointment, her tongue questing forward as it leaves Fluttershy's pussy and beneath her face obscuring mask, you know there is pleading in her eyes.

Fluttershy giggles, the bubbly and lilting noise now laced with a unmistakable hint of mockery but she swiftly smooths her face as she catches your eye and gives you a deep bow before snapping her fingers and waking Venomheart out of her trance.

Venomheart sits there for a moment, a stupefied look on the lower half of her face that you can see before she fully snaps awake and stands up sharply, towering over the comparatively tiny changeling infiltrator and snarling in outrage and embarrassment.

You clear your throat to break up any kind of argument before it starts and hold up a hand, the other one shoving Pinkie deeper into your snatch,

'No fighting, no sneaky plays for power, You two are the same rank and are now and until the end of time, Sisters.'

You send this command through the link and the two shudder, the words becoming deep and true in their minds and although you feel their resentment, ambition and lust for one another, as is right for any changeling in your new hive, you know they will remain loyal to the cause.

You shudder and buck softly as Pinkie's frantic tongue makes you cum and you spray her face, now clad in dark black eyeliner and lip gloss, with your femcum. She gasps, her plump lip and nose pierced and chuckles as she stands up, trying to stand taller than you and begins in a demanding tone,

'Now Slutty Buggy! You can eat my-' She's cut off as a sinuous green tail wraps around her neck and jerks her back roughly into Fluttershy's grasp, your changeling sluts hands wrapping around to grip Pinkie's large tits and gropes them roughly as she says in a soft, sweet and dangerous voice,

'You don't speak to her like that. You don't speak to any of her chosen like that.'

Her voice is soft and kind yet she squeezes Pinkie's nipples viscously, her tail tightening around Pinkie's neck and the Pinkie gapes, eyes bulging slightly at the lack of oxygen and the abuse of her nipples as Fluttershy's heady, mind softening scent mingles with her own,

'Hmm-' Fluttershy purrs, tracing her tongue across Pinkie's toned shoulder and slender neck, savouring the taste with satisfaction and giving Pinkie a few lust nips with her new fangs as one of her hands drops to roll Pinkie's throbbing clit, also pierced with a silver bar and she smacks her lips with satisfaction,

'Oooh-Pinkie, you taste so good now, like candy and liquorice! And I could Pinkie~' Her dark, slender fingers capped with green and pink nails dig into Pinkie's plump pussy and the punk goth writhes and wriggles but despite Fluttershy's comparative smallness and slightness, the small changelings strength is deceptive.

'~That's all you are to us now Pinkie. You're not a friend, you're not a partner, you're food and a fucksleeve.' Fluttershy continuies in a sweet, sing song voice that manages to drill deep into Pinkie's oxygen starved mind and pleasure wracked body, 'I don't care how you act with the prey, with the cattle, you're one of them so you can be the biggest bitch you want but when you're around one of us, the true rulers you beg, and you grovel and you're as sweet as this slutty pussy, understand?' She coos, her fingers working rapidly into Pinkie's puffy pussy while her thumb presses hard into Pinkie's fat, pierced clit.

'Do you understand?' She repeats, a steel edge in her soft voice as her tail tightens once more and Pinkie chokes, face going red and she lets out a spasmatic nod, lips parted and drool leaking from her black lips.

'Good! I'm so happy for you.' Fluttershy says, her kindly voice dropping away to a tone dripping with contempt, her face a sneer as her tail glows deeply green before she releases her choke, simultaneously pinching Pinkie's nipple hard while thrusting deep into Pinkie's pussy before shoving her forward roughly.

The rush of oxygen to her brain heightens the myriad of sensations, both pleasure and pain across Pinkie's body as she crumples to the ground, face on the ground and fat ass in the air, her orgasm slams into her like a charging bull. Her entire body trembles as she makes gasping, whorish noises as she loses control of her body, squirting and twitching like a bitch in heat, her eyes rolling as she drools.

As Fluttershy's glowing tail leaves Pinkie's neck, it reveals a black and green tattoo that wraps around Pinkie's entire neck. The tattoo is a beautifully depicted collar of thorns and flowers, interspaced with black and green and pink butterflies and vividly coloured but dangerous looking flowers. The tattoo glows softly and Fluttershy her new slave with a impassive look before turning away in contempt and disgust, not even bothering to drink in the lust streaming off of Pinkie's twitching body.

Instead, she goes to press her small, curvy body into Venomheart's large, powerful form, grinning up at the praetorian, her head only coming up to the bottom of Venom's huge, shadow black tits and traces a delicate finger up and down the stunned Venomheart's thigh.

Venomheart looks down, her face hidden by the mask but radiating bemusement, pride, lust and a little fear at her new "sister's" capability of breaking and enslaving a headstrong slut in barely more than a minute!

'Maybe you have potential after all...' Venomheart rumbles and Fluttershy giggles, walking her fingers around Venomheart's thigh and teasing her thick pussy with a set of eager, questing fingers,

'Let me show you how much "potential" I have, Sister!'

As much as you want to keep watching this play out, you have things to do.

A) See if you can find more of your servants! The more the merrier after all...

B) See if you can go to one of the nodes and disrupt the ritual! Or subvert it...

C) Go for the very heart, You know where Venomheart is and you could try and smack her down now, although that might be a bit risky given how much power if flowing through her?

D) There are the other elements as well...You don't think they would work in their original configuration given what you've done to Rainbow, Fluttershy and Pinkie as well as Sunset but if you could get Rarity and Applejack then you could create your "own" set of elements...After that, the hardest part would be coming up with a name for them that doesn't sound super edgy...

[Also! I'm wondering how I want to approach this on a meta level and I think it comes down to you guys! Do you want a "failure state" in this CYOA, a potential for a BAD END? If not, we can just have it be difficult but you can succeed with the only thing changing is how exactly the victory plays out. If you want a bad end possibility then I'll add a hard and fast counter or "clock"(if you like apocalypse world) to your actions vs Starveheart's spell?]

[I'll be honest, I'm not sure if this is an unnecessary extravagance or not and I'm not sure would the "reward" would be if you roll the dice on the BAD END road that you couldn't get with just keeping it simple? Throw some ideas out!]

2A) KEEP IT SIMPLE STUPID! Just get us to the end when we're on a throne of sluts!
2B) No I like to live dangerously, start the clock!

[Tried to keep the collar/tamer thing in for Fluttershy!]

With a gesture, you send Fluttershy off to scout, keeping Venomheart near to have her act as a controller while you shove Pinkie's face into Venomheart's cunt and ponder what Venomheart is trying to do.

Fluttershy moves terrifyingly fast, out the door and down the hall on rapid yet graceful fleet. She doesn't even bother to change, her AURA OF NORMALTY hiding her tight, busty form.

The only mark of her presence a hardening of cocks and dampening of pussies as she exuded sex and lust.

You call Sunset and the rest of our sluts, bar Flash, to begin to converge as you kneel and begin to tounge out Venomheart's tight asshole, groping her firm ass. The praetorian grunts softly, spreading her legs to allow you and Pinkie better access but otherwise stays stoic, coordinating your forces as you "encourage her"

'I've found her.' Fluttershy says through the link after a scant few minutes. 'She's with another woman-Young, looks like another member of the apple family-Wait-' There's a pause then a giggle, a dark chuckle that echos through the bond,

'Who is it, Applebloom?'

'No. Looks like Granny Smith got a big dose of whatever Applebloom brought home!'

There's another pause when, 'Huh, Applejack has her tied to a chair...Applejack looks...frantic...'

As you think on that, Harsh's deep voice echoes over the link, 'We have also found Rarity. She is Sweetie Belle. Sweetie Belle is casting some kind of magic, It looks similair to what You and Venomheart saw Applebloom and Diamond Tiara doing.'

For a moment you wonder how Harsh knows that then Venomheart shudders as you pleasure her, sending images as well as words through her powerful link, each changeling perfectly connected in a intricate dance.

You see Rarity, bound in fine ribbons in the small room that she has "claimed" as her studio. She's kneeling while Sweetie Belle glows softly green, a wild and gleeful look on her beautiful face as she gropes her body, leering at the bound Rarity.

'Please advise, How do you want us to continue?' Harsh says and you feel Sunset next to the changeling warrior brute, both of them horny and eager. Maybe a bit to eager. You have no idea what Sweetie Belle is cooking up...

Then again, Applejack sounds like she might need help as well, she might have Granny Smith restrained but given how magically charged the area is, who knows what could happen?

You could let your sluts handle it but...

Who do you choose?

A) Applejack
B) Rarity
C) Do somthing else?

You swiftly rush over to where Harsh and Sunset are, or rather, you are carried their by Venomheart and her powerful, long strides. You spot Harsh outside the door of a classroom which is crackling with energy, much more extreme than Applebloom and Diamond Tiara's!

The energy levels are rising, the power reaching a crescendo as Starveheart's ritual builds! You can actually see the bimbomagic now without your arcane sight, it's forming worryingly solid shadows of pink and purple.

Several shapes curl around Harsh's massive schlong, carressing and grazing it with wispy tendrils. He's dedicated though, one of Venomheart's and despite the occosaioal twitch and a leaking of pre he doesn't react apart from waving his hand through the mists to dispel them.

It doesn't work very well, the shapes merely dissipate for a few moments with far off sounds of girlish dissapointment and before reforming with giggling noises.

Several begin to form around you as you get close. This is really bad. For magic to begin manifesting sentience like this, let alone form means there is a hell of a lot of magic in the air!

You feel your tits begin to swell and have to fight to stop them from bursting out of your tight, black blouse as you peer into the room.

The room is almost empty, unlike Applebloom and Diamonds classroom, more of a storage room Rarity had commandeered and set up shop in.

Apart from Sweetie Belle, sitting on a desk, naked, her long, towering legs spread, light purple stockings and matching garter hugging her thick, perfect thighs and framing her soaking pussy as she sneers down at a kneeling Rarity.

'Not so elegant and graceful now , "big sis?" are you?' Sweetie Belle cooed softly, placing a long, wicked nail under Rarity's chin and lifting her sister's face up to meet her gaze.

'Not so fucking perfect now?' She spat at Rarity, envy and lust thick in her gloating,

Rarity, totally bound in ribbons, pale slender arms behind her back, with her ankles bound to her thighs in a kneeling position, her head head turned widely, unable to see due to the other ribbon that covered her eyes and unable to speak, moaned loudly against the pair of Sweetie Belle's panties that had been wadded up and stuffed in her mouth.

Drool leaked out the side of her plump lips and her makeup was running, her elegant purple mane matted and ruffled and Sweetie Belle chuckled, spreading her long, luscious legs and biting her lip as she stared down a the bound and prostrate Rarity with barely disguised glee.

'I think I've captured in one go that you've been trying to prove for ages with all those "fashionable" outfits you design, all those beautiful clothes that you wear...They're all so much more beautiful than the desperate, trashy slut who made them!'

Her fingers schlicked loudly as they dove in and out of her gushing pussy and Sweetie moaned loudly, heels kicking as she shuddered in orgasm, blasting Rarity with a scalding gout of femcum, causing Rarity to moan as it ran down her face, into her mouth, soaking through the panties and matting her purple hair to her face.

'Oooh Fuck! You're such a fucking whore, making me cum like that!' Sweetie sneers down, her beautiful model's face contorted, Starveheart having warped her sense of love and admiration for her sister into deep and twisted feelings of lust and jealously.

'That's right~Ooh~Hah-This is what you should have been wearing. Nothing! After all, how could you ever compare to me?' Sweetie throws her luxerious, two tone hair behind her, it flows softly in an invisible wind and seems to glow in vibrancy, framing her perfect body, her skin glittering slightly.

'Aw-' She said, pouting her kissable lips, 'You don't seem to be having fun Slut...Maybe it's because I haven't turned your toy up enough! I forgot how hungry your filthy cunt is-'

'Mph! MMMpppph!' Rarity moans, shaking her head vigiriously and leaning forward as best as she can, pressing her face into Sweetie's thigh imploringly and as she does, you catch a glimpse of a fat, neon green plug wedged between her smooth, sexy ass cheeks.

Sweetie Belle scoffs and shoves her back roughly, sending her onto her back and you spot a matching toy between stuffing her pussy, pulsing with light.

They both look very familiar to the strapon that Applebloom was fucking Cheerilee with. A spell component maybe?

'I'm going to make you into the cheapest whore that ever walked the street. I'll be unobtainable and you'll be...well...obtainable for a few dollars!'

Rarity trembled, modest tits jiggling as Sweetie Belle raised her other finger and a bolt of green lightning arched out and "grounded" itself in the two green toy's and Rarity jerks, back arching furiously as she squeals, her pussy squirting and gushing as the toys inside her bulge, pouring Starveheart's magic deep into her core.

Her body shakes, green lightning arching along it and she begins to change, her breasts explode out, stretching then tearting through the ribbon that bound them. Then the firm noticebly, gravity defying and perky as they swell bigger than her head, pumped full of silicon

Her pussy sucks and gushes as it thickens, engulfing more of the fat toy. A series of tiny diamonds and emeralds begin to surround her mons and pussy, a expensive and eye catching vagezzle that framed her slutty lips.

Speaking of slutty lips, they plumped massivley, past being tasteful and into the realms of pure DSL as more and more makeup began to coat her face. Her body plumps slighty as well as it begins to lose height, her graceful, willowy figure becoming short and thicc, a type of body to inspire primal lust, a big fat booty to spank and slap, watching it jiggle as you rail her tight asshole.

'Yesss~Yesss-' Sweetie Belle hisses, eyes hungry as she frigs her own pussy furiously, 'Be my slut, give me all that pesky fashion knowledge, all that effortless grace and confidence, you won't need it!'

Sweetie groans, forming a LINK with Rarity as she begins to drain her intelligence, her expertise and gobbling down anything of value Rarity's mind might hold!

This could be a chance though...Sweetie Belle is distracted and LINKED with Rarity...

Harsh grunts, waving away another smoky bimbo and points out across the classroom to wear you see Sunset, in demon form, her massive, powerful form crouched and primed ready to burst into the room through the outer window!

You raise your hand, stopping Sunset from bursting through the window and she flips you a quick salute and remains outside the window, even spreading her sculpted legs and sliding her thick tail into her pussy, working it in with her hands as she watches her friend get ruined by her sister and looking forward to both of them being ruined by you!

You drop your hand, wrapping it around Harsh's massive dick and softly begin jerking it as you reach out and delicatly begin to manipulate the LINK between Rarity and Sweetie Belle.

You grin, watching her depraved little desires flow as she gleefully continues warping her sister into a fat titted whore while sucking out any sense of class or taste.

'Begin thinking of the dirtiest, trashiest slut you can think of, the lowest, only good for servicing your dick if no worthy changelings are around.'

'So your average human slut?' Harsh rumbles, a rare trace of humour barely readable in his voice and you chuckle as you easily create another LINK between Harsh Wind and then Rarity and Sweetie Belle, making sure it's one way flowing OUT of your loyal brute and into Sweetie Belle and Rarity, carrying his depraved and disdainful lusts into the two of them.

Then, you throw a powerful IMPLANT FANTASY into both of them, a significant proportion of it revolving around subservience to you and your changelings and being as easy a slut as possible but as a little treat to your loyal soldier, you mainly focus their minds to lusting after his large, changeling dick.

Sweetie Belle moans, her own spellcasting faltering slighty as the overwhelming fantasy of being as much of a trashy slut as she's making her sister fills her mind, her eyes crossing slightly as a vivid vision of Harsh's huge, charcoal black dick momentarily eclipses her mind and sends a surge of pleasure into her pussy.

Her tongue hands out, a small gold piercing appearing in it as her own magic starts to twist around her, "relatively" modest breasts, full yet natural begin to perk up and inflate, her elegant and beautiful purple blouse shimmering and twisting, already tight begins to ride up her midriff, the bottom curling and knotting underneath her tits while another piercing appears on her belly button.

Sweetie Belle moans and gasps before blinking hard and shaking her head vigorously as she stars to lose the mature semi-MILF look that Starveheart's magic had given her, growing younger and brattier before she shouts loudly,

'No!' She screams, eyes glowing a deep green and her body flaring with crackling green lightning as she resists, 'Not again! I know it's you Gossamer you fucking cunt! I'm not repeating the parking lot again!'

She grins wickedly and pulls on her magic. It's wild and she's unskilled but there is so much of it and Harsh and you find yourself dragged into the room, into a whirling maelstrom of lustful energy.

Venomheart and Sunset attempt to get through but a wall of lustful magical energy is thrown up, trapping you in with cackling , crackling Sweetie Belle and the squealing, squirting Rarity.

Rarity, resistance already gone before your and Harsh intervened is furiously working the glowing green magic dildo in and out of her soaking, bejewelled pussy. Her plump ass, also filled with large reserves of silicon so it resembles a massive, pale shelf of a booty, flexes around the second phallic spell focus.

Her lustful eyes are glazed, huge fake eyelashes fluttering, her fat DSL's in a constant pout around an invisible shaft and a deep, glossy purple leak a stream of drool that runs between her huge, fake tits now barely contained in a cheap white tanktop that exposes her thicc tummy, complete with dozens of tattoos across her entire midriff, shoulders and arms.

Many are fairly tacky tribal tattoos and amusingly, several names of previous "partners" along with the begining and end of each releationship. Most are ludicrously short and several even overlap! Each one crossed out apart from the oldest, which is Sweetie Belle and is still running and the most recent which has Harsh's name in a thick, green love heart.

All of these names are plastered across her thick thighs, leading closer to her gushing pussy. The bottom few are obscured by her tacky leopard print pants.

Snow leopard no less.

Her clit is pierced with another bar, this one tipped with diamonds in continuing with her rather bedazzling crotch. Dozens of rings, necklaces and bangles begin to hang off her fingers, arms and neck, all gold and in such quantity, incredibly gaudy.

In fact, the magic is seems to be debating whether it would be worse if they, along with her diamonds and jewels were real or fake.

Her hair though, her dark, purple luxerious curls have been straightened. Not expertly either, her deep voluminous hair dyed a lighter purple which clashes noticebly with her darker roots. Along with a light pink extension, she appears to have been trying to mimic Sweetie Belle but with the whole look is a pale comparison and does not play to Rarity's remaining strengths.

She moans and jerks, eyes torn between Harsh's dick and Sweetie's pussy. She compromises by lustily burying her face between Sweetie's legs while offering her phat pawg to Harsh.

'We can't-Unf-Hah-get in!' Sunset says, kicking in the window only to be repelled by a burst of pure arousal. Sunset quivers as a purple streak appears in her hair, her large boobs begining to look more than a little "enhanced" before she manages to fight off Sweetie's magic and return to her normal demon form.

'Oooh!' Sweetie grins, eyes mad and zealous as she roughly grabs Rarity's hair and begins to ride her hard, grinding furiously, 'I'm so-ffffffucking glad your here you fucking slut!' She bubbles, the necklace around her throat glowing and pulsing in time with the dildo's in Rarity and the fluctuating storm.

'When our beautiful, sexy mistress-Oooh-Spell goes off! When her plan comes to it's CLIMAX, I w-want you to see it!'

The spell redoubles, building and flexing as crackling green lighting and flames begin to flow out of the collar and the dildos!

Rarity begins to quiver and buck, jerking madly as the dildos begin to thrust and pound into her, carried by sheer raw magic.

Several glowing, changeling runes begin to appear across Sweetie Belle's body and she spasms, pussy spraying lust across her sister's face.

It's happening, or at least, this node of Starveheart's spell at least?

Despite the storm and chaos, you notice the link Sweetie forged between herself and Rarity still exists...Maybe that's a weakness? She's charged up and protected to the gills but Rarity isn't and they have a connection...

So does Harsh for that matter...The link already established, and Rarity is offering her fat ass right to him...

You don't know how the magic might effect Harsh though, given he'd literally be sticking his dick into the magical equivilent of a mains line.

You could step in but Hive knows what's going to happen if someone as powerful as you does!

Maybe you could just funnel a shit ton of magic into Rarity, she's pretty far gone but by that same token she's very malleable at the moment!

You also still have the [CAMERA] and [THE MESMER and BLUE BRAINY] and [THE HARSH HAIRSTICKS]

A) Send Harsh in to out fuck the situation!
B) Try and do so yourself!
C) Try and influence Rarity to influence Sweetie Belle?
D) Other?

[Feel free to go wild with the "Other" here. Also, as I compelty forgot about them until now, you also have the [HARSH HAIRSTICKS] which were originally found in the cabin before being eclipsed by the helmet and I forgot about them! They were originally supposed to be used to change anyone into a strict, draconian milf of a bimbo. The Mirror twins wanted to use them on Pinkie before you gate-crashed them. No need to use them here, just thought I'd mention that you had them!]

There's no way you're getting close to the centre of that spell nexus, there is simply far to much sexual magic coursing through the two sluts.

Fortunately, you have a totally loyal slut fucker right next to you!

'Why don't you show this dumb bimbo how to truly get fucked?' You purr into Harsh's ear, having to stand on your toes and crane your neck to even make it up to his thick neck

He doesn't even hesitate.

Breaking in uppity sluts is what he was made for.

You slap Harsh on his firm ass and he growls a deep, reverberating gutteral noise that shakes the room as he strides forward, his human form burning away to reveal his jacked, onyx form, muscles rippling as he grows at least a foot in a storm of green fire.

Sweetie Belle's mouth drops open as she sees his massive cock, swinging between his jacked thighs, your earlier implanted fantasies coming roaring back as she goes slightly weak at the knees.

He sneers in disdain at the toy already in Rarity's ass and plants one massive hand around one of her cheeks, engulfing it and spreading it so he can reach in and take out the large toy inside her ass. It buzzes and pulses as he slowly drags it out, as if it's resisting him, desperate to stay inside the silicon slut but with a grunt, magic crackling over his body as it tries to defend itself but Harsh is relentless and yanks the dildo out, holding the buzzing, powerful plug up to the light before grunting in contempt and jerking a thick gout of pre, larger than most men's entire loads, across the powerful magical talisman.

It glows and burns as it's liberally coated in rival spunk, jerking and twisting before Harsh casually shoves it between Sweetie Belle's lips. Sweetie Belle gags her throat bulging as her lips pout around the large green dick.

Her tongue is pressed against the things surface and Harsh's viscous pre fills her mouth, the arousing and corrupting spunk filling her senses.

She tries to remove it but Harsh reaches out and easily snags both her wrists in one massive hand and with the other, grabs a thick lock of Rarity's hair and binds her sister's wrists with it.

'Don't talk. You have nothing worthwhile to say.' Harsh growls and both Rarity and Sweetie Belle quiver as a deep, primal part of their mind registers the sheer masculine authority in Harsh's quite growl.

Then, without any further preamble, he grasps the LINK between Rarity and Sweetie Belle and drags the thick pink green stream of energy inline with his own LINK into Rarity and entwines them before wrapping the streams around his dick and thrusting hard into Rarity's tight asshole.

Rarity went rigid, unable to see or hear anything with her face stuffed between her sister's thighs, she had no warning that she was about to take such a large shaft in her (relatively) virgin asshole.

Her legs went droopy as her tight canal is so fully filled, so totally stuffed and thanks to Sweetie's changes, she's enough of a filthy slut to love it.

Harsh swiftly and easily takes her legs in his hands and lifts her horizontal while feeding more power into the LINK as he feeds more and more of his dick in to Rarity's ass.

Sweetie Belle's eyes roll into the back of head as the LINK thickens as Harsh's sheer prescense begins to turn her own fantasies back on her, alongside her corrupted sisters!

Fat fake tits, tacky yet slutty clothes and a fondness for trashy tattoos and cheap dye jobs. Most of all though, a deep and powerful obsession with big, changeling cock.

Sweetie Belle gurgles as the large faux quivering in her throat as your servant's changeling spunk begins to subvert it, her own mind pouring her obsession into her own spell focus and it begins to swell and girth

Her throat bulges with fake cock as it begins to ooze spunk into her throat, she gags for a moment, drool and bright green spunk leaking from her thickening lips before her gag reflex disappears and another sensation takes it's place.

A growing fullness in her own ass as the LINK begins to carry over the sensation Rarity is feeling right now. Not only the sensation, but the lust, the desire and every filthy thought that Sweetie implanted in her.

She tries to speak, to moan or do anything but Harsh simply moves his powerful hips an inch and the two sisters go boneless, Rarity unable to do anything but hold on and keep licking, her instincts fully guiding her as her mind melts.

Sweetie Belle, so stuffed looks down and lets out a terrified and lustful little noise as she sees how little of Harsh's massive dick is actually inside of Rarity, how far he still has to go before he fully bottoms out.

Harsh grunts loudly as Starveheart's magic runs across his body but he has his orders and grits his teeth, resisiting as best as he can, his devotion to you unshakable as he begins to grow again. Rarity's body tenses, entire body shaking as more and more cock gets stuffed into her with each rocking thrust and yet her entire body begins to shift and reform to accommodate his gargantuan girth.

Sweetie Belle gasps, somehow still able to breath despite the monster thrusting down her throat, Harsh's potent spunk having subverted the toy entirely, now torn between Sweetie Belle's lusts and Harsh's own.

She tries to regain control, to guide Starveheart's magic into helping her but her mad, lusty changeling benefactor's magic didn't care who was getting ploughed as long as someone was!

Making it even more difficult was the mimicked sensation of Harsh's huge cock stuffing her sister's asshole, letting Sweetie Belle feel every twitch, every vein as he slides more and more dick into her sisters slutty body, only redoubling her implanted size kink.

Rarity, totally immobilized between Sweetie's thick legs and the casual yet unyielding grip harsh has on her leg and waist, gushes and twitches, revelling in the bombardment of sensations of her melted mind, welcoming the phantom throat fucking that her sister is receiving as her own throat swells with phantom cockmeat while her pussy lips stretch and clamp tight around Harsh's dick, massaging his length through her stomach.

Despite that, her tongue, lengthens and thickens, sensing her sister's desperate and uncontrollable desire for pleasure and wrapping around the phantom dildo, shoves itself deeper into her sister's cunt.

Sweetie Belle's eyes roll, her traitorous mind and magic feeding Rarity perfect instructions on how to please her pussy and she shrieks around the gargantuian dildo in her mouth as a shiny gold bar piercing grinds over her clit.

She cums, gushing across her sister's face while Rarity's own trapped body twitches and jerks in orgasm, her cries muffled by Sweetie's pussy as she jets hot femcum down Harsh's shins and the floor.

'Pathetic.' Harsh's deep voice cuts through, flowing directly into her brain and pussy and her rolling eyes focus on him, her entire mind reshaping to put him front and centre in wants and desire, he was her man, her king, her god and he looked upon her like a god would look at a ant.

'I'm barely in. Barely started and the "best of Starveheart's" new army is gushing like a whore in heat.'

Sweetie moaned in shame and arousal, then sheer, unyielding lust as Harsh, or maybe even herself, instil a deep humiliation fetish into her boiling libido. She almost came again as she saw the look of condescending disdain on Harsh's handsome face.

'Is this the calibre of Starveheart's forces?' He said with a forceful jerk, driving the last inch or so into Rarity's stuffed asshole and Sweetie jerks in turn as she feels it through the link!

He snorts then growls, grabbing a fistful of Rarity's bleached, purple hair in her meaty hand and wrapping the other one around her thick waist before slowly drawing back, Rarity bucking and moaning, legs kicking in pleasure and dissapointment and anticipation as he leaves her,

'Here...Let me show you the calibre of what opposes you!'

With that, her grabs the LINK in his own magic and surges power into it, fully LINKING the two sisters together, mind, body and soul and then he thrusts his entire length in to Rarity's tight rosebud with one, powerful, thrust.

Rarity squeals into Sweetie Belle's cunt, dazed mind totally blanking and allowing all the filthy depraved thoughts Harsh and Sweetie have to fill it entirely, only to rebound and surge into Sweetie Belle's vunrable mind

Sweetie Belle gapes, eyes wide and bulging as pleasure wracks her body, her finger knot tightly in her sister's hair, her body trembling as her tits inflate past anything even considerable natural, past anything resembling good taste and into sheer silicon heaven. Her pussy plumps, her clit growing thick and fat while her sex grows overeager and gushing, remoulding to perfectly fit Harsh's monstrous dick, her throat following suit.

Then, Harsh pulls out and then thrusts in again, and again, and again, quicker, faster, more harshly his powerful hips a rapid and measured piston designed to ruin Rarity's asshole and Sweetie Belle's mind.

Rarity cums, the pleasure redoubling as it flows into Sweetie Belle, causing her to cum and then bounce back along the link causing an ever growing tidal wave of pleasure to rip through her body as the LINK pulses and surges madly.

Pressed against the wall by Rarity's body, Sweetie Belle can only jerk and twitch, drool and spunk leaking past her large, fat lips as her throat, perfectly designed for Harsh's dick begins to work and massage the huge faux cock in her mouth and throat, moaning gutturally as magic crackles around her.

You grin at Harsh's work, he's barely breaking a sweat, Hive, he looks bored! Like he's forced to do a chore as he slams into the thick and fake looking Rarity with brutal force.

You do however see the excess magic of the ritual begin to wobble and lose focus as you fully take it over, Harsh subverting it to your own ends. You think you might be able to do somthing with it!

A) Funnel it into the two woman and follow Starveheart's lead, albiet with your own set of priorities for them. Two hungry, fake MILF cougars could be an excellent tool for capturing young cocks for you!
(Cougar Route)

B) Same as above but keep them nice and bratty, a pair of bitchy, entitled Daddy's girls for Harsh. You know for a fact, their tits, cunt and eagerness to use them will be more than enough to make up for their horrible personalities! (Brat Route)

C) Funnel it all into Harsh. Why not? He's already massive but lets see how big you can make him! (DADDY route. Feel free to throw extra ideas into this one as he's already changeling stud 2.0 and I'm not quite sure where to go up from here?)

D) You do have another idea, one borne of your milky tits beginning to feel a bit tight again. One a bit more...changeling orientated although with how dumb and trashy they're about to become, they wouldn't be part of your hive properly, you have to maintain standards after all. But...You think you could reform the plastic sluts into a new weapon, a whole new breed and caste of changeling!
(LustLing route)

E) Other!

[Feel free to shout out suggestions and ideas!]

You feel your own breasts swell with your sanctified and powerful royal milk and you grin, fangs pointed as you grope your large breasts, hips swaying as you walk up to your champion,

'Drink. Drink and be rewarded.'

You jam your fat nipple into his mouth and moan as he immediatly starts worshiping your nipple with such care and reverance. His hand gently comes up to cup your ass and hold you steady, a total juxtaposition to the brutal assfucking he's bestowing on the slut beneath him and the way has other hand roughly grabs Sweetie Belle's head and jams her face into your ass.

Her tongue begins to grow longer in order to snake around the massive dildo but it's not enough as the dildo itself begins to grow, almost as thick as a can it swiftly changes into a double ended toy, all the better to jam up your own perfect asshole.

You coo, grinding your ass against her face as you ride the double ended dildo, loving the feeling of the helpless slut beneath you moaning and gagging on the huge dildo, her true place solidifying beneath your perfect ass.

With the false queen's thrall fully debased, you gather up her corrupted magic and twist it to your will before channelling it through your large, milk filled tits and into Harsh and the two toy's still wedged in Sweetie Belle's throat and Rarity's cunt.

You focus, thinking of a new breed of changeling. Dumb but wickedly cunning, without the beauty and natural superiority of your true changeling caste but alluring all the same and oh so eager for sex.

It would drive them, the ravenous changeling hunger fully twisted to a primal, animalistic lust.

Desperate and needy daughters of Harsh Wind, champion and chief breaker of the new Hive.

You release it, Harsh's body primed and charged by your potent milk, ever cell of his body bursting with raw changeling magic which then rages through him and into Sweetie Belle and Rarity through his dick and the toys.

He tenses, the bucks, his hips a brutal blur as he burns with magic and he roars into your tit as he grows once more, his already large frame becoming truly giant, his horn blasting a hole in the ceiling as his pure black form swells, becoming a chiselled sculpture of muscle and strength.

The scent of potent changeling pheromones fills the classroom, guaranteed to leave any woman a mewling, submissive slut and emasculate any man it comes in contact with.

He could walk into a home of a loving couple, throw the wife onto the floor and fuck her for hours, welcoming her fully into slutdom, debasing and warping her into a thirsty, easy slut and then walk out and her partner could do nothing but watch.

Hell, given how Harsh was feeling he might fuck the husband as well.

You've oversexed him so much that you're not sure on his orientation anymore given how horny the titan is constantly. He's monstrous dick is always hard and his massive gonads ensure he's always full. The only thing that truly leaves him satisfied is serving you and the hive which is why his thrusts are getting more and more erratic, less regular as he drains your fat tit.

The magic keeps flowing and Rarity squeals into Sweetie Belle's pussy as the toy in her pussy, Starveheart's magic completly dwarfed sputters weakly before submitting to Harsh and girthing inside of Rarity, eager to match it's partner currently stuffing Sweetie Belle's mouth.

It shoots out of Rarity's pussy even as it grows deeper, filling her fully and then continuing to grow until it presses fully into the base of Harsh's dick every time he thrusts in.

Then, so saturated with magic and with nowhere left to go it "latches" onto the source of the incredibly potent magic, hoping to drain in more and-

Harsh roars, his deep lustful bellow shaking the windows as the you shimmer with magic before attaching itself to just below his gargantuan dick, as suddenly, he's got twice the sensations he normally has, pounding both Rarity's ass and pussy with a fury and grunting, eyes bulging as his massive ballsack bulges with spunk, his already obscene cum production skyrocketing to fuel the whole other cock he now has.

You giggle, watching the magic build in your huge champion, watching him struggle and groan with his new addition and decide one last trail is required.

Adversity is the way of the changeling after all.

'I forbid you from cumming from your first dick.'

Then you channel every bit of energy you have left into his new, throbbing weapon and his face becomes a rictus of lust and concentration as his mind is overwhelmed with sensation as his balls begin to glow, his spunk twist, warping and churning.

His new cock, glows bright neon green, already a incredibly potent magical artefact before it was supercharged by your magic and Harsh's spunk pulses and twitches and Rarity's fingers tense and grip Sweetie Belle's thick thighs frantically as her pussy is filled, not only with cockmeat but pure, blinding sex magic.

She spasms widly, unable to even control her body any more in the face of such mind twisting pleasure which she then transmits widly to Sweetie Belle who jerks so hard and so frequently with ectasy that it looks like she's having a seizure.

Harsh's new cock bulges, thick veins criss-cross it, changing hue vibrantly as his tall, jacked legs shake and piston as he grapples with his new dick.

'Feel your balls churn. Feel the gift I have given you. You will be the father of an entire race of changelings. You are my champion, my chief recruiter. Venomheart will select the very best, Fluttershy the most cunning but you-you will fuck my army into existence! Any type of changeling I want, you will create-' You lean down and carress his glowing charcoal balls, swirling with a kaleidoscope of colours and he groans in acquiescence and bliss, accepting his new role

You decide to ease his suffering.

'Cum.' You whisper into his ear, eager to see what his new cock will create. His first cock will just be for pleasure but the second one, the one wholly crafted from magic, will be the tool you use to forge your hive.

But not with these two. They're not nearly worthy enough.

They will be bottom feeders, barely above pony's or humans in the hierarchy and not much better than attack hounds.

Rarity twists and gushes, her body soaked in sweat and stinking of sex, her hair matted and twisted from where Sweetie Belle has pulled and yanked at it and then-

Both his cocks bulge, girthing dramatically, although as per your command only the one stretching Rairty's pussy actually fires, blasting a huge fountain of powerful spunk deep into her, painting her insides as the sheer width of the dick stops any leaking out, despite the pressure.

Rarity's mind blanks as soon as the first massive blast of spunk hits the inside of her pussy, her stomach bulging slighty. Everything that was Rarity vanishes, replaced with instructions and orders, directives from the Queen and the Hive.

The only thing that matters.

The magic pulses through the LINK and into Sweetie Belle, the two of them practically vibrating as your magic consumes them. Pulsing lines of green magic criss-cross their pale skin, blazing with power as it begins to twist them.

Their skin immediatly begins to darken but, apparently unable to stray away form Sweetie Belle's hyperfixation on silicon and plastic, takes on a shiny, glossy look as it flows across their body like a wave of ink.

A smooth black tide of rubbery, carapace flows over their face, eclipsing their faces entirely, smoothing away any of their beautiful features apart from their thick, pouting lips, Sweetie Belle's dick suckers a soft pink while Rarity's pillows were a deep, shiny purple.

You gasp as you feel Sweetie's tongue shoot far deeper into your asshole as it's rapid growth only redoubles as her throat works furiously, new instincts flooding her brain as her and her sister's bodies gains a flexibility and elastically the far suppresses any gymnast on the planet.

Sweetie Belle's hands grow into long, slender talons, each tipped with a long, vibrant nail that wraps around your thighs, featureless face desperatly pressing deeper into your ass, tongue thrashing, driven by pure animal instinct.

Rarity's feet, now resembling, tall, severe looking stiletto heel's kick furiously as her body absorbs the magical jizz, her pussy gushes, spraying a clear, thick liquid with the consistency of lube and judging the gasps coming from Harsh, with the properties of all your other changeling's juices.

Another aphrodisac to add to the collection.

Harsh, after whole minutes of cumming, finally stops and pushes Rarity off, none to gently before shoving Sweetie Belle away, arching his final few spurts over the two of them as the two twitching "Lustlings" collapse onto eachother in a inelegant pile on the floor.

Despite it being his last few bursts, he's still got enough to liberally coat the both of them, their shiny black bodies, glistening with more of the softly glowing lube like substance that drips constantly from their pussies.

Although they've just recivie the roughest dicking in their entire lives, the ongoing transformation seems to have energized the two new 'lings for they move like lightning.

Their long heels scrape on the floor of the room as they crawl and wrestle with eachother, long, sensious tongues whip across their forms, desperate for the spunk, sucking it down with primal gusto, prompting another round of sighing and giggling and body shaking transformations.

Their plump pussies, the same bright neon purples as their lips and tongue ripple and thicken once more as the diamonds and gems that had so artfully framed Rarity's pussy begin to spread, taking the place of their now absent tattoos.

They spread across their bodies in a blinding array of fractal colours. There isn't a uniform pattern or any kind of symbols, it's more like mating patterns on animals, or probably more likely a paradoxical fusion of both danger colouration and a type of natural lure.

They spread out, thousands of tiny little dots of beauty, forming a series of constellation like belts and bands around their now deceptively delicate arms, runway model legs and waspish thin waist before exploding outwards like nebula's on their massive tits and phat asses but wholly spreading out from their pussies.

A tiny pair of wings flutter on their back, burning into place with a small burst of green flame before the two howl in unison as a pair of long, sinuous black tails, so unlike the normal fibrous one of a normal changeling, sprout above their huge, fake looking booties.

The two furiously wrestle, lush bodies crushing together as they fight for the last few drops of glowing spunk before just as suddenly stopping, springing apart as they realise there is no more on their jet black, glistening forms.

Their black, featureless faces whip back and forth, tongues lashing the air, long tails swishing dangerously behind them. Their attention focuses on Harsh and yourself and their tongues and throats work furiously, sensing and evaluating the lust on the air.

The one that was Rarity hops up onto a desk, as nimble as a panther, perching on it like a gargoyle, legs spread and cunt dripping that constant stream of clear, slippy liquid. She giggles and begins to maul her humoungous jugs with her fingers, breathing and hissing in delight as she sucks on her tail.

With a careful twist, her glittering skin dazzles you for a moment, the swirling patterns drawing you in as your mind starts trying to make shapes out of the glowing kalaedoscope on the black canvas of her skin.

It's an entrancing show, surely desgined to draw you in, leave you hapless and dull of mind, but you're not some weakwilled human, you made these creatures and so you know before you look what her sister is doing.

The Lustling that had been Sweetie Belle stays low, gliding swiftly though the tangle of desks and chairs, her huge boobs gliding against the laminate floor as she exudes the same slippery liquid.

With a grin, you realise that Rarity, providing such a provoactive show is merely a distraction for the sexy, lustling hunter stalking towards you.

'Clever Girl.' You grin before holding up your hand and dragging the two towards you with your magic, holding them infront of you, suspended, their black heels kicking the air as they hiss and squeal

'Stop.' You say with such command that the two instantly quieten, their glossy lips pouting. You're suspicious for a moment at how easy that was but then roll your eyes and easily catch the twin tails that had been sneakily curling behind you, ready to spear your asshole and pussy or bind your legs.

You can't blame them. They were changeling's after all, sneaky little fuckers whose cunning was only matched by they lack of scruples.

Instead you guide their tails, shoving them into their opposite number's cunt as deep as they would go.

Which was...quite far actually. Despite the tightness of them, the two lustlings appeared to be very flexible and much bigger on the inside than their slim waists would suggest. You suppose that made sense though given how they had been created on Harsh's dick...

Or dicks now.

He's jerking them both, one for each hand and gritting his teeth in frustration and a overpowering need to cum that's already returning. He growls in irritation before catching sight of Pinkie Punk, hovering by the door and trying to look non-chalant and cool.

'Here. Now.' He rumbles and gropes his cocks and Pinkie Punk shudders, legs quivering at the command in his voice before hurrying over and hesitating for a moment, unsure which cock to start on before Harsh grabs the back of her head and pushes her face into his primary dick, smearing her beautiful, darkly made up face with his jizz.

You ignore the desperate and furious gagging noises behind you as Harsh futily tries to satisfy himself and turn back to the two lustlings.

'You are mine.' You state simply, a hand on each of their faces and you barely have to exert to shackle them to you using the groundwork that Harsh had laid.

You drop them and they immediatly kneel, tails still thrusting in and out of eachother's cunts as they squirm and you know they are yours.

You feel them, a part of your new empire, your new hive...


You idly watch Harsh flip Pinkie Punk upside down, easily holding her toned, curvy body against his large torso with one hand on her large, wobbly ass while using his hand other to drive her mouth up and down his huge girth. One massive hand curls roughly through her long, straight hair, Pinkie's intricate black makeup already running as Harsh uses her throat to futily attempt to satisfy the absurd libido you've given him.

You turn away as Sunset purrs out as she squats on one of the desks, leering at Punkie Pie getting throatfucked, her huge wings encompassing her powerful, demonic form, her tail lashing back and forth as she looks at the two, especially Punkie, hungrily.

The two Lustling's hiss and giggle, sensious and curvy black bodies slither forward towards Sunset like panther's prowling the long grass, their vibrant, glossy hair spooling behind them, shimmering in time with their bedazzled bodies.

You know that despite their extravagant appearence, those flashing gems and flowing hair work to project a type of magical camouflage. You don't think the two lesser Lings can even change form anymore, swapping it out for a type of chameleon like camouflage and an amazing amount of lithe dexterity.

The two halt as Sunset grins a fanged smile, eyes flashing golden red as she turns to them swiftly, wings spreading as her own, demonic tail swishes back and forth, meeting their challenge. Eager for it in fact.

The two Lustling's purse their thick, shiny lips, the only feature of their matte black faces still visible as their pussies drool a steady stream.

'We should move on before we get distracted.' Venomheart states, interposing herself between Sunset and the Lustlings.

'Agreed' You say, only a little dissapointed you won't get to see the Sunset sexfight with your two new creations.

No, Venomheart is right, time to wrap this up. You think you might have time for one more before going after the Pretender Queen.

Question is, what first...

A) A quick message from Fluttershy tells you everything is "handled" in regards to Applejack and Granny Smith but it might be wise to oversee this yourself, maybe net yourself another Element?

B) Applebloom and Diamond Tiara are still doing their ritual, maybe try and disrupt it? It can only hurt Starveheart in the end...

C) Thunderlane is the last thrall you haven't seen. Applebloom and Diamond Tiara might be too entrenched to take on, their ritual to far ahead but he should be on his own?

D) Fuck it, Let's finish this before she can get any more juices, take Starveheart now.


You leave the others to secure the rest of the school, your elite army of magical powerhouses, hulking studs and silent apex predators fanning out behind you as you casually walk through the halls. What was daunting before, with Starveheart's oppressive influence now tingles across your skin, the thrill of the situation burning inside of you.

This is what being a Changeling is all about! The power plays, the exploitation of your opponents weaknesses, your subversion of their strengths.

All is pursuit of your personal goals and ambitions!

You hum as a crackle of bimbo magic arcs over your curvy young body, shooting bolts of pleasure into your pussy under your professional yet tight pinstriped black dress, your black tits practically spilling out of the plummeting neckline as the smart jacket is buttoned tightly, only over your midriff, shoving your tits up.

You haven't even got your disguise up, the freedom and perfection of your form liberating and you lick your plump lips with a long, forked tongue, your pale green yet rainbow hued hair glowing as it hangs, perfectly straight down to your phat, skirt clad ass.

Your two new Lustling's prowl behind you, completly silent apart from an errant giggle, their gems and vibrant hair somehow dulled as they cling to the shadows, their ridiculously curvy black bodies almost invisible.

One of them, you're unable to tell which one was which anymore, clings to the ceiling.

You feel their eyes on your swaying ass, hungering for you, their appetite for sex and depravity unquenchable yet they won't act without your say so. Your will consumes them. Their entire being is a desperate need to fuck and get fucked and your desires.

They're more an extension of you then real, thinking people anymore.

That excites you beyond imagining. Two of the most vibrant and unique women in the school, reduced to two nearly identical drones.

The two feel your heady pleasure and hiss and moan, bodies jiggling as they both orgasm, shooting corrupting juices down the corridor as their huge tits leak dangerous, neon purple and green milk.

This isn't like your precious and empowering royal milk, this is mind dulling, personality sapping, drone making jelly!

You're going to need to "employ" some dedicated "milkmaids" to manage your supplies at this rate!

Applejack and her family should be more than adequate for that task...

Your little Lustling's are but the start of many.

Their long tongues shoot out, lapping at their own juices and cunts even as they crawl behind you, sinuious and swift as you near the only other nexus of power other than Applebloom and Diamond Tiara's.

You feel Venomheart and Sunset approach those two and grin ,knowing that you'll soon have that nexus as well.

You, however, rock up to the teacher's longue.

You get Thunderlane.

Starveheart's prime stud after you stole Zephyr from her.

You open the door, barely bothering to crack it first and as expected are hit with a wave of Starveheart's magic which, although powerful you are able to withstand with some effort. What does take you off guard however is the smell, above the thick smell of sex is a powerful and heady scent of...

Of....

Thunderlane...

Your pussy gushes, soaking down your short curvy legs and your two lustling's groan and tremble behind you as the huge stud's heady musk hits you.

And he is huge.

In every aspect.

The athlete was already tall and fit but the pretender queen has really thrown everything into her prime beefcake.

Almost seven foot tall, a huge wall of rippling, perfectly proportioned muscle. He looked like a caricature of a Greek statue, if it had been made by an excessively horny sculptor with a hyperfixation on the masculine.

His chiselled muscles flexed and tensed as pounded into a familair white haired, jacked slut.

Gilda.

Her eyes were unfocused and crossed, her tongue lolling out from between her slack lips, a gutteral, whorish moan bursting out with every, hard measured thrust of Thunderlane's gargantuan cock.

He's pinned her to a coffee table, between three couches.

He easily holds her thick, cut arms down, spread out away from her body, her massive tits spilling out from beneath her amazonian body. The same body which rocks with every powerful slam of Thunderlane's hips into her large, firm ass.

You can just see in the reflection of the glass trophy cabinet to their side, the sheer length and girth of Thunderlane's huge cock as he pistons in and out of the powerful woman, her chiselled midriff bulging every time he bottoms out in her!

Despite being one your heavy hitters, because of her comrpomised position and how effortlessly Thunderlane is breaking her in, how pleasured the slut is, the amazon looks decidedly puny and small next to the massive stud.

In fact...

You narrow your eyes, seeing wisps of magic coming off Gilda, streaming off her body which is...

Shrinking...

Thunderlane grins up at you, barely winded despite his vigorous fucking and breaths in the energy, savouring it and then grows.

He shoots up another few inches as Gilda cums, jerking and shrinking as she moans and her sixpack fades slightly as Thunderlane's cock swells inside of her as her yanks her close to him, pulling her against his slab of a chest so you can get a good view of his monster of a dick splitting Gilda's gushing cunt.

'Miss Gossamer.' He rumbles at you, giving you a devil may care grin and a cocky salute, his massive balls churning as he fucks. You see two other members of the faculty, Cheerilee and Miss Harshwhinny, almost unrecognisable due to Thunderlane's influence, sucking and massaging his huge gonads.

'Are you here for the staff meeting?'

Two other teachers, one, darkskinned with black and white striped hair, you recognise vaguely as Miss Zecora, the chemistry professor, eyes rolled up, thick brown legs spread wide, as she sprawls out on the couch, her hands massaging her huge tits and whispers somthing under her breath.

You also see Nurse Redheart, ass up, face down on one of coaches, her eyes dazed, her pussy gushing as she twitches and jerks in the aftershocks of a mind breaking orgasm.

Or several.

All four former faculty members have changed significantly.

Apart from Cheerilee, the other three woman were moving into their middle years yesterday, reserved and if not stern, then at least professional .

Now though, all four woman looked closer to Applebloom's age! Barely legal, with huge, wobbling tits and dripping, tight cunny's.

Each one was decidedly thicc, unlike Zephyr who liked his girls lean and toned, Thunderlane liked his much cuddlier. A short, squashed set of outrageous curves, wide wide hips and huge asses, every inch of them squeezable and spankable.

And guessing by the adoring yet totally vacant look in each woman's eyes, dumb as bricks!

As if on cue, You watch Gilda shrink a few inches, losing more definition, her ass becoming distinctly bubbly as Thunderlane makes her orgasm again, breathing in more energy.

'Wait!' He barks as you take a step forward, slapping Gilda's ass with a loud crack that echoes through the room and causes Gilda's new thickening ass to jiggle hypnotically,

He grins, a arrogant shit eating grin,

'Before you take another step...' He chuckles, looping his hands behind his head, his hips still thrusting mechanically, 'You should know, My balls are real full and as far as Mistress explained it all I gotta do is blow my load and we win...' He grunts, licking his lips and shoving Harshwhinny deeper into his balls, much to her glee,

'She told me to hold off as long as I could but I'm thinking five stuck up sluts made into drooling, walking tits on legs is more than enough!' He leers at you and you know he's right, you can see the ebb and flow of the magic in here.

He's primed to go off and if he does in his current state, He'll signifcantly strengthen Starveheart's ritual.

But if you could somehow subvert or replace him somehow? Bend his will more to your liking, you could hijack the spell, poison the well Starveheart is drawing from like you did with the others!

Thunderlane carries on as you think, his ego almost palpable,

'So...Here's my deal, You come over here and let me fuck you into my perfect slut, and after that, you can suck my dick whenever you want.' He grins, eyes hungry and lustful and totally fearless, 'Fuck, you shapeshift into someone I want, I'll fuck you whenever I'm not busy fucking someone else? How does that sound? You can be my top bimbo!'

What a generous offer...

How to do this though...

A) You've got your two Lustling's with you, he hasn't seem them yet from what you can tell and with their eerie powers of mesmerisation and ambush, they might be able to get the drop on him...

Maybe

B) Harshwhinny is pretty far from what she was but she does still have a bit of your magic on her from earlier! It's an opening that you might be able to use on Thunderlane?

C) You could try the same thing with Gilda? She's pretty far gone though and actively being changed...Maybe you could feed somthing through her and into Thunderlane?

D) Yourself. Fuck these other basic bitches, you're Queen of this school and there's no way you can be outfucked by this asshole. Up close and personal, you're sure you can wrap him around your finger...

Then again, you thought the same thing of Zephyr a few days ago and he and his dick left you a moaning pile on the floor!

E) Other?

MANA: 10/12
[Spells available:
2A) Enchant/Disenchant
2B) Full body Modification, each aspect of a body requires 1 mana to change but can be changed however you like
2C)Decrease Inhibitions
2D AURA OF NORMALCY (Passive/Togglable)]
2E) LINK
2F) Implant Fantasy. (Specify how much mana you want to use)
2G)TRANCE
2H) Lust tap - (Passive)

Also have this stuff now:

-Shorts.
-Venomheart has helmet:
-CAMERA. 1 charge
[Bully]
[Brat]
[Beefy]
[Brainy]
[Bossy]
[Bubbly]

The good stuff
-The Mesmer- Incredibly Potent leaf that blazes the user in a [MAJOR TRANCE] state followed by a massive increase in libido.
-Blue Brainy - Light green leaf with electric blue veins - Increases focus and intelligence as well as boob and ass size.
-Buff Bunny Breeze - Thick leaf that seems to "sweat" a thick white residue - Increases calm and arousal. Can be enchanted with a spell for free.

[If I've missed anything let me know! Also, I have a rough idea of how this is gonna go but I am running out of ideas for specifics so if you have any please feel free to throw them out!


You return his smile and using your magic pull the now smaller and softer Gilda off of Thunderlane's massive dick. Gilda moans, tongue hanging out as her jiggly body as her pussy drips across the floor, bonelessly hanging in the air as you use her form to cover the entrance of your two Lustling's as you swagger up to Thunderlane, your wide hips swaying as his cock springs free.

Easily as long as your forearm and significantly thicker, huge veins throb along it's length and his two bimbo sluts suckle at huge, plum sized balls as he sits down, the small couch creaking under his massive form as he lounges like a king presiding over court.

He's big, but you've fucked big dumb idiots before, he'll be no different.

Even sitting, he's taller than you, his dick coming up to your large breasts, which you waist no time in wrapping around his dick, pulling your blouse open and engulfing his pole in your black tits.

'Mmm-Straight to it. Nice! Are all changeling's as slutty as you and the Mistress?'

In response you simply smile and wrap your tongue around his sensetive head before pushing it between your neon green lips, lashing his dick with your tongue and Thunderlane groans, resting his huge hand on the back of your head and relaxing.

If you weren't wearing heels, you'd have to stand on tiptoes given your diminutive form, as it is, your able to throat more and more of his pole, taking the throbbing length down your throat while you gently begin to weave some magic into him, enhancing his pleasure while dimming his reactions and suspiscion.

There isn't much to soothe actually, the huge prick is so sure of his own dominance that he's got almost no reservations about what's happening, so supremely cocky.

And, honestly, he does taste really good!

Super Yummy!

That last thought seemed odd-

That line of thinking is cut off as Thunderlane gently rocks his hips forward, You gag slightly as your throat bulges, your eyes watering as the sheer size of Thunderlane taxes even your changeling throat.

And no wonder, you muse as you keep weaving your magic, dulling his mind, attempting to damn his desire and ability to cum, you catch sight of several words written across his huge thighs,

"Huge" "Stud" "Fuck Machine"

They were in cursive, stylised script that you recognise as belonging to Starveheart!

She must have used the pen on him, inking directly into his body and changing him with every word!

You moan as a wave of arousal hits you, the thought of that power...

So wasted on Starveheart!

You see just above his dick, more words and a you frown, even as another wave of pleasure shoots through you as you see what's been inked around his dick,

'Irresistible, Perfect Control, Bait for Gossamer, Trap for the dumb changeling slut, Brain Drain!'

A spark of fear goes through you as you suddenly recognise the touch of warped bimbo magic suffusing you. You try to pull back but your lips and mouth don't seem to want to obey. Instead, they sink deeper onto the dick, feeding more down your tight throat.

You panic, pushing your hands against his rock hard thighs and unyielding abs even as you savour the taste of his perfect dick, lashing it furiously with your tongue, tracing every vein.

'Ah, You've seen it then! Yeah, turns out all we had to do was put a big enough dick in front of you and you'd jump on it with barely a question-Mph...Here, check these out...' He palms his huge nads and written on them, a word on each huge testicle was:

"DUMB CUM!"

He lets out a soft grunt, his face concentrating as he releases a small amount of pre, the writing giving him masterful control over his own dick.

Of course, small for this giant was relative. Your entire mouth filled with his amazing cum, your cheeks bulging as you try to swallow it, the insidious spell not allowing you to spit it out,

'WHY WOULD YOU WANT TO?'

The words came unbidden as you feel a dumb smile cross your face, your pussy spasming as you cum and you giggle as you feel your mind grow duller as you squirt out a significant amount of your smarts. A small amount leaks out from between your tits and spills onto your tits which swell unbidden.

Instantly, Harshwhinny jumps up and greedily slurps at the cum, eyes unfocused and glazed as she giggles, her body growing thiccer, tits already bigger than her head swelling once again.

You cry out, voice muffled as your electrified body is set upon by Harshwhinny's tounge, Thunderlane groaning as the vibrations of your cries stimulate him,

'Ahh...That's a good point Miss Gossamer, I'm being selfish-' He snaps his fingers and immediatly the four other curvy bimbos, Gilda including jump forward and begin to pleasure you slavishly,

The apparently dazed bimbo's move swiftly, Gilda shoving her tongue up your ass, palming each huge cheek with her hands while Redheart and Cheerilee fought over your pussy, their huge juggs pressed into your thighs as they wrap their arms around your legs, massaging, pinching and rubbing!

Zecora and Harshwhinny latch onto your tits, groping and tweaking while worshiping your nipples with eager tongues.

Your eyes roll, body going boneless but you don't fall as Gilda, Redheart and Cheerilee support your legs, Gilda still strong enough to hold your body. Instead you sink further down onto Thunderlane's cock, your face wedged between your own tits and his rock hard abs as the woman work to lick, tease and pleasure every inch of your body.

Your magic falters slightly, your mind dulling as your mouth works on auto pilot as Thunderlane takes both your wrists in one, large hand and holds them above your head. He says somthing but you don't hear it, between the pleasure, your dulling mind, your forced to focus hard on formulating a plan!

Where are your Lustlings? Why haven't they done anything yet? Your back arches as a familair and overwhelming feeling begins to radiate from your breasts in waves on mind melting ectasy.

Your tits swell with Royal Jelly, the insanely transformative milk triggered by the intense stimulation. Thunderlane hasn't notice, probably thinking that it's due to his bimbofying presence but Zecora and Harshwhinny are going to town on your tits, giggling as they grow-

Hive, what would happen if they drank it down in their state!

What do you do?

A) Just keep hanging on! The Lustling's are still around, probably getting into position. The plan is still solid! Who knows what's gonna happen with your milk though!

B) See if you can influence Thunderlane from here! You still have access to most of your spells and you think you might be able to reach the camera...

C) Maybe you could infuse or influence your milk? Turn Harshwhinny and Zecora into somthing useful and turn the tables? But what though?

D) Other?


You've come to far, you've beaten Sunset, Celestia and Luna and Honourheart!

You're not going to be beaten by this prick of all people.

You breath in deeply, focusing hard even as you expertly fellate the massive cock while honing your mind, partitioning the parts of it that were giggling and fuzzy and the parts that will still sharp and keen. You flex your jaw, not biting down but squirting a thick layer of bright pink venom onto the dick, using your tongue to swirl unto into his dick, slathering it up and down his length and pressing into his tip.

Thunderlane moans loudly as his arousal spikes, eyes popping as he gets unbelievably horny, his confident and controlled thrusts becoming less so as you focus on pleasuring him like only the dick sucking queen of the Hive can!

When the chink in his control appears, you swiftly slip inside, TRANCING him. Starvehearts influence stop it from fully working but it does relax him, the chink widening and he sighs, relaxing and closing his eyes as you TRANCE him again.

Don't Cum

Savour this

Enjoy This

Relax

Don't cum.

You also begin to manipulate the lines of magic linking him to Starveheart, you can't disconnect him but you might be able to direct the magic somewhere else...or maybe alter it's output...

You shudder, eyes rolling, pink venom spilling out from between your lip and over your tits, leaking between your clevage and onto his balls.

Gilda was really getting up in there, she was merciless, and she had the benefit of knowing what your weakspots were. Meanwhile Redheart and Cheerilee's tongues were getting everywhere.

It was getting hard to think but you keep dulling Thunderlane's mind even as yours slips away, your aphrodisac venom now causing him to thrust into your mouth with short rapid movements. Your tits swell even more, spilling over his thighs, Gilda and Thunderlane lifting you up further as you grow shorter and curvier.

'Fffuck-Fuck keep going-' Thunderlane groans, hands releasing yours to grip your head, one hand on your horn, the other gripping your hair as he begins to rock in roughly.

Perfect.

He's losing his control.

Your horn glows in his hand, his eyes glowing as you enhance his sensations, even feeding some of the mind numbing pleasure your feeling back into him.

With your hands freed you drop, gripping his heaving balls and massaging them while also TRANCING and AROUSING them in turn. The bulge in your hands, glowing green and pink as he moans, powering into your mouth now, your entire body shaking as he pleasures himself with your throat.

Your back arches, emerald eyes rolling as the pleasure in your milkers his the crescendo. You need soldiers, no...

Not soldiers.

Drones, mindless, Lustling's, extensions of your will...

Two was good. But what about four? Eight? 100? An army of unthinking sexbugs at your beck and call.

This school would be yours, then everything else.

You moan as your tits squirt your divine milk into the two dumb bimbos sucking your tits who immediatly go rigid, eyes widening as they begin to tremble rapidly, pussy's fountaining across the floor.

Harshwhinny pushes in, guzzling the neon green liquid down as her body begins to shift, her tannish skin, glistening with sweat, begins to darken, glossy black spots forming across her body before spreading outwards.

Zecora moans, drool and milk spilling from her plump lips as she tries to pull away but you quickly snake your hand round and shove her face back on, gripping her black and white striped hair and forcing her to suck down your transforming milk.

Zecora cums.


Zecora cums.

And then cums again, eyes rolling as the healthy amount of plush begins to redistribute, her thick waistline slims drastically, cinching in, her chubby belly fat is shoved upwards and downwards, in to her already large tits and ass.

Her thighs squash together, smooshing a pussy which has thickened as the coal black skin reaches it, it squirts a glowing gout of femcum, and then another. Her hands drop to her expanding, gurgling tits, mind blazed with pleasure as her body is rapidly transformed into a complex and efficient potion and chemical biofactory.

Her throat works furiously, gulping down more and more milk, even as she tries to pull away, a tiny part of her mind crying out against the corruption as a smooth black mask begins to creep in over her head and face, features smooth and reflective apart from two thick, suckling lips.

Harshwhinny has no such qualms, pushing her face into your massive jugs as vigorously as she can as she undergoes the same transformation as Zecora. Her fingers dig into your milk factories, nails lengthening to wicked talons and you let out a gasp of pleasured pain as she roughly milks as much of your divine juices out as she can, thick neon purple lips curled in a wicked, sharp toothed grin as her legs lengthen, powerful muscle appearing under the thick layer of feminine thighs.

With a renewed focus you [LINK] the two transforming sluts and the both squeal into your flesh, the vibrations causing you a wash of sensations which cause your pussy to spasm once again.

Their changes combine, mirror and reflect back on eachother, Harshwhinny becoming curvier while Zecora became leaner and taller, Zecora's mind become focused, disciplined and just a little sadistic to match her sister's, while Harshwhinny's tits filled with a veritable cocktail of useful magical formulas.

Their feet arched, black and smooth as a tall, slim spike appeared beneath her heels, growing out of their carapaced feet in the parody of a set stripper heels, further increasing their height. Their asses jiggled rapidly, hypnotically as a pair of thick, length tails sprouted from above their ass, the black lengths thrashing this way and that as they grew longer and longer, several feet long and bulging with contained fluids which leaked from the thick, spiked ends.

A razor sharp, retractable, hair fine tip seemed to work as stinger of sorts, and leaked various hued liquids. Each tailed shot out and stung Redheart and Cheerilee, Zecora's took Redheart in the ass, while Harshwhinny's stung Cheerilee's big tit.

The two woman moaned in pleasure and suprise then began to shake and thrash as the two 'Ling's tails throbbed, the entire length twitching as they squirted a huge cocktail of Changeling chemicals into the two of them.

You smile as the two release your now drained boobs to moan in a ryhtmatic, harmonised cry of pleasure as they blow their loads into two new converts. Their stomach's tensed and flexed, impossibly thin waist's jerking before white lines exploded out across their smooth, ink black skins.

Bold, thick straight lines shoot out and curl around their huge hips, wide thick thighs, up their huge, churning chests, already leaking rainbow coloured goo. They pull tight against their toned biceps and slim forearms, ending in bizzare, hypnotic spirals on their hands and palms, each long nail either black or white.

They slide around their slender necks, looking almost like a collar or band before extending up around their smooth, dome liked heads and forming mind fuzzing patterns and shapes across their blank faces.

They form strange, shifting shapes...or almost shapes that seem to draw you in, your mind trying to work out some sense of order or rhythms to the symbols.

One of them, Zecora you think? Or it could be Harshwhinny, it's getting hard to think, curls her drooling, white lips, smiling at her sister, whose opposing inky black lips expose several sharp, pink dripping fangs.

They yank their stingers out of the two other woman who are not rocking on the floor, slutty faces locked in a rictus of wide eyed pleasure, as the Stripe'Lings venom shifts and transforms them, black, glossy carapace already replacing their skin as their tits and asses expand, entire bodies thrashing as they're converted.

The black lipped Stripleling chuckles, a deep, throaty giggle before retracting her stinger, leaving only a thick, bulbous tip before shoving it into Redheart's huge swollen ass, her heart shaped cutie mark devoured by the jet black corruption. White-lips retracts her stinger as well but instead of forming a cock like appendage, the tip of her tail spreads into a suction cup which darts forward and envelops Cheerilee's face.

White grins as somthing begins to suck out of Cheerilee and into White. Cheerilee keeps expanding, the corruption spreading from her leaking tits, her short from dominated by her ridiculous curves as her short, thick legs fall open, her gushing pussy a constant fountain while White drains her of whatever useful knowledge her bimbo mind still holds.

White and Black, tall and powerful, with their leaking bio-factory tits and dangerous tails would be lair keepers, guardians of the curvy, dull and fertile brood mothers that Cheerilee and Redheart were becoming.

Their enhanced, striped bodies would be able to produce specialised Changelings for just about any situation you might require.

These thoughts spring into your head naturally, instinctively and you swiftly subsume them into your will, dominating the dominant changelings before they get any errant ideas.

It's easy, even despite your compromised position...

You are their queen after all...

Thunderlane, finally waking up to somthing being off, opens his eyes and goggles at the two transformed sluts, and the nullification of Redheart and Cheerilee.

Only Gilda is still at it, dutifully holding you up and eating your ass.

'What the fuck-'

He's cut off as one of your Lustling's, glittering, gemmed body shining drops from the celing, giggling inhumanly and locks her long, slender legs around Thunderlane's head, driving her pussy into his face. The other one slides in under the coach, under his legs and sucks his entire ballsack into her elastic mouth.

He grunts in confusion then in mind binding pleasure as the Lustling assaults his fat balls with her tounge. He tries to stand but White and Black turn as one, tails still attatched to the curcy sluts behind them and straddle one of his powerful thighs each, locking them between their legs.

He tries to push them off, hands sinking into their huge tits, causing a spray of milk but they draw several thin, black straps from...somewhere...

Between their lips maybe?

Although long, the straps, more like synthetic ribbons, are probably only about an inch or two thick but move with mind of their own, the incredibly strong ribbons snake over his hulking biceps and bind them behind his back.

They begin to tease his slab like body, pinching and massaging it, doing to him what they had been doing to you a few moments before!

Thunderlane tries to cum, his log like dick flexing but...

Nothing comes?

The mental block is in place and although his cock spams with an orgasm, his body twitching, no spunk emerges, no release is found as another ribbon cinches tight around the base of his ballsack causing him to whine as his backed up spunk causes his balls to bulge.

The ribbon twirls up his length, wrapping around it and freeing you from it's magic as it's slowly enveloped, squeezing and massaging his dick as it's totally encompassed in the ribbon.

'Hah...' You breath, leaning back on your huge ass, your tits encompassing almost all of your small midriff now.

You watch smugly as the trapped, trussed up stud moans and whines, huge dick twitching and jerking ineffectually and begin to manipulate and reroute the rituals magic.

'Please-Please-P-P-' You hear Thunderlane slur desperatly, his mind fogging as the lustling's vagazzeled pussy and gem dotted midriff began to dull his mind with their gyratuions, his senses dominated by the feeling of your Lustling's huge tits on his head, the sight of her hypnotic gems gyrating in his vision and the scent and taste of her pussy as she grinds it on his face.

'Please what?' You ask sweetly, watching as Cheerilee and Redheart stand, short and ridiculously thicc, oozing pheromones potent enough to drive any male)and most females) wild with a desire to breed their curvacious bodies.

They stood watching, drooling from both neon pink lips and matching cunts.

'I need to cum!' Thunderlane squealed, his muscles and power useless as you recalibrated the spell.

'All in good time...but first...'

How to use this corrupted spell...

Most of it would get sent off to the ritutal where Starveheart is, albiet sabotaging her rather than helping her but you could siphon a fair bit off, mostly by draining Thunderlane

A) Empower yourself, you're already pretty jacked power wise but you are distinctly smol right now, it would be nice to be big physically as well for once, Everyone in your hive is taller than their queen!

B) Send it to one of your minions, either someone in this room, the Stripe or Lust lings, or elsewhere in the school...You almost cum at the though of super charging one of your already OP heavy hitters, Daybreaker or Nightmare Moon or Sunset or Venomheart or-

C) See if you can bend Thunderlane to you, You're already covered for studs with Harsh but maybe you could use another? [Open to ideas here]

D) Gilda's looking awfully small and pathetic over their right now, it only seems fair to give back what Thunderlane stole from here, along with a generous compensation. Then again, she did fuck up pretty badly by even getting in this situation. A demonstration of despite how powerful you made here, she's still a weak, pathetic human.

E) Other?

[Open to ideas here in case I've forgotten somthing cool we want to do with the power! Sorry I've not been as productive as I had hoped to be but I don't have as many beans in me when we started ages ago!]

You make a quick gesture to Venom and Gilda, the two instantly knowing what your intentions are. Venom swiftly drops Sunset to the ground, much to the fiery demon's annoyance,
‘Sunset, You’re my other big gun. I need you this side trying to crack in while we hold Starveheart in place. I’d like to take her down before you need to kick the door down and save us but I’m not going to stake it all on that.’
Sunset nods, all playfulness and mischief gone, replaced with determination as the rest of your team line up behind her while your other two heavies take their place next to you.
‘Hey, Gilda...Like...hold me tight when you walk through, I can like...maybe disguise myself as one of your big boobs.’
Gilda's strong arms still cradle Treehugger who true to her words has wedged herself in between Gilda's massive melons, still fiddling with her tablet.
Gilda looks slightly awkward but does as commanded, supporting the small, curvy brainiac.
‘Ready?’ You ask and the others respond, albeit without words,
Treehugger nods absently, blaise and unconcerned as small beams of light emerge from her phone, hitting the hidden barrier as she starts to manipulate it.
Gilda on the other hand, doesn’t nod but sets her jaw and braces.

Venomheart simply uncrosses her arms, body loose apart from her flared, vibrating wings and sends a telepathic assent to you.

You pulse the barrier while Treehugger activates her bootleg magic amp as Gilda and Venomheart ram the doors.

The doors to the gym explode open, flying off their hinges as the air vibrates, the trap spell slamming into place. You try and catch it, stop it and you feel Sunset try and do the same but its futile.

It’s too entrenched and the power behind it is phenomenal. A pure pink barrier separates you and your small gang from the rest of your servants.
The echo of the doors hitting the floor of the gym rings through the air, as do the squeaks of boots and talons on the gym floor, as Gilda and Venom fan out, looking around and seeing...

Nothing?
No Daybreaker.
No Nightmare.
No Starveheart.
The room was dark, only lit by the soft, ominous glow of the barrier that had sprung into being behind you. You know Sunset and Co are behind it but you can’t see them, the barrier opaque, neither could you hear them...
Or anything...
Your horn ached and you could see that Venomheart was feeling the effects as well, shaking her head as if trying to clear it
Despite the lack if anything else, the air was thick with Starveheart magic and you were feeling it
Gilda turns back to you, frowning and opens her mouth,
‘Where is-' She cuts off as a tiny river of glowing fluid leaks down from above her and splatters on her large shoulder, running down her arm.
Immediately Gilda shudders, highs slamming together as her pussy quiver, golden eyes rolling before-
Treehugger rocks backwards, slamming her entire weight into Gilda and causing the amazon to stagger back just as another, larger stream of the liquid rains down, splashing into a sparking, dangerous looking puddle.
Even with how “unsteady” Gilda was, it was a testament to Treehugger's fear that she was able to muster up the force to move the huge woman.
She had spotted something you hadn’t.
You look up.
A titanic, naked, impossibly curvaceous and breathtakingly beautiful giant hovered above you.
Taking up the entire ceiling of the gym, she envelopes the space below her.
No wonder it was so dark! The giant, charcoal skinned titan seemed to be sucking in the light.
She looked ethereal, her vanta black form outlined by vibrant green lines, tiny, brilliant pink motes floated through her form like stars and her eyes, each one as big as you were fathomlessly deep pools as the form's eyes flick down to regard you eagerly.
It raised a delicate hand (although big enough to squash you) and swept her shimmering silver hair back over a shoulder, causing a explosion of pink, glittering stars that illuminates the gym briefly before being consumed by her ink black form.
She places a finger on her huge, pillowy lips where a metre long length of glowing drool, the remains if what she had dripped onto Gilda. She rubs the drool over her lips, giving them a glossy sheen before adopting a innocent, oh so innocent expression on her youthful, preppy face and giggles.
The gym trembles at her laughter, giddy and flighty and it echoes, bouncing around the gym, tiny, whispering reverberations that burrow into your mind, your pussy twitching, arousal burning in your body.
She parts her perfect lips, an echoing, airy yet divine voice booming:

‘Heya Gossy!’

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Pub: 01 Nov 2022 14:51 UTC
Edit: 24 Mar 2023 09:01 UTC
Views: 2092