My level was drained by a succupony in the other world



                                            >Succupony Rarity appears.


                                            >Oh, my! A level 99 adventurer!

                                            >I simply MUST drain some of those levels, darling. I promise I won't take more than a few... and it will feel so amazing for you!

                                            >You do know HOW we drain levels afterall, yes?


                                            >Rarity sits on top of you, rolling her hips as you cum inside her. Her eyes begin to glow a bright pink as you have the most intense orgasm of your life. You feel as though you're ejaculating far more than just cum into her... but a peice of your very soul and it feels AMAZING!


                                            You perminantly lose 1 level

                                            You: lv 98

                                            Rarity: Lv 21


                                            >"Ah! Wasn't that so satisfying? That was so much better than the low-level trash I normally have to put up with."

                                            >Rarity leans in to whisper in your ear.

                                            >"You know what'd be SO hot? If we kept having sex until I was level 99 and you're level 20? You'd still be strong enough to level back up... and then you could feed me even more stats, hmmmm?"

                                            >"It'd be three days of non-stop sex, my darling! And once you were finishes, well as a lv 99 succubus I could make you cursed artifacts you couldn't get anywhere else. Very 'interesting' ones if you get what I mean."

                                            >Rarity's horn glows. Suddenly your balls feel terribly full and your cock is fully hard again. You're ready to go and without waiting for a reply, Rarity begins to grind against you in her little dance once more.

                                            >All you need to do is let her get away with this... and you'll unleash an incredibly powerful demon on the world.


                                            >Yes! Do you like this vision of the future you're creating, Darling?

                                            >Instead of saving the world from the demons, the hero can simply hand it over to a lowly lv 20 succubus! You could make all of my stats far beyond any diety or adventurer.

                                            >I could become the new goddess of this world and you my champion! All will be subject to my corruption and will. None will ever challange or question me ever again.

                                            >Isn't that what you want Mr. 'champion of light'? To make me the new ruler of this world?


                                            You cum a fourth time.

                                            You: LV 95

                                            Rarity: LV 25


                                            Rarity's horn glows and your ready to go again.


                                            >Just think about how good it will feel when my level becomes higher than yours and this is no longer a choice.


                                            You cum again. Rarity perminantly drains another level.

                                            You: LV 94

                                            Rarity: LV 26


                                            >Mhmhmhm! You came a little fast that time. No worries, darling. It was good for me.

                                            >It's not really just me you're fucking, you know. Every time you pump that hero of destiny power into me, it's like you're fucking the entire planet over. You're cumming away all of their hope

                                            >Just becuase you think I'm cute!


                                            Rarity casts the spell and you're ready to go again. She lowers her plot down onto your cock and begins wiggling her hips for you.


                                            >When Rarity had first climbed on top of you, she'd been so tiny and weak... maybe somwhere between the size of a cat and a dog.

                                            >You knew with a single stike you could have completely destroyed the demoness.

                                            >That was no longer the case. Rarity had tripled in size, from maybe fifty pounds to a hundred and fifty. The once tiny succubus now had the same heft as a grown woman.

                                            >You felt the weight of her now sizable plot come pounding down on your groin, eager to take even more, eager to get much bigger still.


                                            You came. Rarity perminantly drained another level.

                                            You: LV 69

                                            Rarity: LV 50


                                            >"I dare say I might actually put up a fight against you now."

                                            >Rarity smugly smiled above you as she cast the spell again and began wiggling her slightly larger butt against you.

                                            >"And oh my! It seems my level drain ability just became so much more powerful now that I've reached 50! I can now directly absorb one of your abilities or some of your stats each time! Hmmmm..."


                                            You lose ability Demon Slaying: 3X damage to demons.

                                            Rarity gains ability Domination: 3X damage to non-demons.


                                            >"Oh my! I took your best one, didn't I? Just a little more and YOU'LL be the helpless one."

                                            >"I can't wait!"


                                            You: LV 20

                                            Rarity: LV 89


                                            >Even the Demon Lord himself had only been lv 85. And Rarity was stronger than that now! She’d become the strongest demon in history. And without you to stop her…

                                            >Rarity had become incredible! She was the size of a full grown horse now, easily. Her weight overtop of you was substantial. You doubted you could push her off even if you wanted to now.

                                            >He pussy had become massively oversized compared to your cock, too. Where once you felt like you filled out half her innards, you now doubted you got far past her pussy-lips. Even still, Rarity seemed absolutely delighted to clench down on it, rubbing it between her lips.

                                            >”Can you believe it used to take me more than one pump to make you cum, Darling?”

                                            >Rarity rolls her hips, taking another level from you.

                                            >”Wahaha! This really is amazing, isn’t it? Absolute victory for Rarity!”

                                            >Rarity humps you two more times, brining your level down to 17.

                                            >”To think! You managed to defeat the demon lord himself so easily! Only to be bested by me! By nothing more than my cuteness! To think, my cute little rump was more powerful than the strongest demon in the world in the end!”

                                            >Rarity kept slamming down on you, bringing your level to 12.

                                            >”It’s not even like you were desperate! Any woman on the planet would have let you knock her up, would have called you master and done anything you wanted! You would have been heralded by all! But no! You threw all of that away to allow ME to become the strongest being in the world instead! You valued my pussy more than the rest of the world combined!”

                                            >With one final thwomp of her rear end, Rarity brought you to level 9 and herself to 99. At long last, she let out a sigh of total satisfaction and stood up, allowing your cock to finally go flacid.

                                            >The second strongest humans were barely lv 80. There was nothing that could challenge Rarity already… Darkness swirled about her massive body. She’d become as tall as you even on all fours.

                                            >”Much better! Of course, I will reward you for this by allowing you to serve me. You seem eager to make me even more powerful. Now then… I promised you some cursed equipment…”

                                            >Rarity licked her lips as she looked over your pile of discarded treasure and equipment. She, of course, went straight to Excalibur, holding it up. The sword was the most powerful weapon against demons. If there was still hope for defeating Rarity, it was this.

                                            >”Ah! So this is the holy sword that slayed the demon lord. I do appreciate you of destroying my would-be master, by the way. I think we can both agree I’m much more deserving than he was. Now! Let’s see if the holy sword is as eager to submit to me as you were.”


                                            >Rarity’s horn glows. Dark magic swirls about it. Excalibur managed to slay even the demon lord, but Rarity was stronger than that now. The sword’s holy magic valiantly pushed out, struggling against Rarity, but before long it burst and was extinguished.

                                            >The sword became meek and Rarity moved it around to her back end. She inserted it into her pussy, let out a sigh of satisfaction, then pulled it back out to reveal it had become totally corrupted and perverted.

                                            >Its blade had turned black and Rarity’s cutie mark adorned its hilt. You could feel the blade’s desire to serve its new mistress and spread perversion across the land.


                                            Sword of the Succupony:

                                            Attacks deals 125% shadow damage

                                            Strength +100

                                            Dispels holy magic and protection

                                            Perversion aura: When in use, everyone within 60 yards becomes maximally horny.

                                            Chance to instill new fetish when hitting a target.

                                            Permanently increases libido of hit enemies.


                                            >”And as for the rest of your gear.”

                                            >Rarity lifted all of your max level items into the air. They melted and coalested into two objects, a collar and a ring.

                                            >”This collar will give you plus one hundred to all stats. Of course, in exchange, you will be unable to disobey my commands. Also, when you level up 20% of the stat gains will be sent straight to me. Still, between this and the sword, you’ll be as strong as a level fifty monster and will have no problem leveling back up to feed me again.”

                                            >Rarity clicks the collar onto your neck. Being cursed, you couldn’t easily remove it. Then she slips the ring on your finger.

                                            >”And THIS! Well, it gives you the ability to turn any woman you cum inside of into a succupony under my control. If she’s over level twenty, the drop will go to making me even more powerful, of course. Why don’t we try it out on one of your companions, hm?”

                                            >With a flash of her horn, Rarity summons your black mage – Twilight Sparkle. The woman clutches her staff and looks about horrified to see Rarity and you naked and alone. She was only lv 79 and couldn’t hop to defeat Rarity.

                                            “What is this?!” Twilight steps back. “I thought we defeated the demon lord! Where did this demon come from!”

                                            >”Well, my Darling? I’ll keep her down for you. Cum inside her. Turn her into a succupony. Betray your former companion and make her my eager slave.”


                                            >”Let’s try one of my new spells. I can force any target to unequip all of their gear.”

                                            >Rarity’s horn glowed. In an instant, all of Twilight’s clothes and equipment reappeared five feet behind her. They fell into a clump on the ground, leaving Twilight standing butt naked before the demon goddess.

                                            >She let out an eep and tried desperately to cover herself with her hands.

                                            >”Don’t be so modest,” Rarity cooed, both lovingly and mocking, “you’re going to be spending the rest of your life nude. Might as well get used to it.”

                                            “I don’t need my staff to cast spells, demon!” In a flash of anger, Twilight dared to leave her pussy exposed to hold out her hand.

                                            >She opened her mouth to say some incantation but instead a lewd moan left her lips instead. Her hand went right back to her pussy, but went to put her fingers inside rather than cover it up. Only a few seconds later did Twilight realize what happened and looked up with renewed horror.

                                            “W-what just happened?!”

                                            >”Oh! I hit you with another spell.” Rarity smiled victoriously. “It’s like the silence spell but it forces you to moan in pleasure whenever you try to cast a spell. But by all means, moan as much for me as you want.”

                                            >Twilight desperately looked around for some means of escape. You took out your sword and activated its aura effect.

                                            >Twilight immediately bit her lips. It was like she sprung a leak between her legs, in moment wetness was running down her leg.

                                            >She’d NEVER felt this horny before. Her legs trembled. The danger of the situation became distant.

                                            “Holy. Fffffff-“

                                            >Twilight desperately tried grabbing her pussy once more, hoping to gain any kind of relief from her overactive libido. Yet overly eager and shaking, she ended up falling down onto her bum.

                                            >Rarity gestured in her direction and you climbed up on top of her.

                                            >Twilight tried to cast another spell only to moan with lust as you pushed her onto her back, locking her into a mating press.

                                            >Your cock slid in easily enough, given how incredibly wet she was. Soon her pussy was squeezing down tight around you cock, despite all the woman’s squirming.

                                            “You don’t have to do this!” Twilight begged. “I- I already loved you! I would have married you had you asked!”

                                            >You only grunted and started pounding her harder. You spent that whole adventure having to be around that tight body of hers, being denied it at every turn. You weren’t going to wait one second longer to take her body. After all that teasing, it was finally yours.

                                            “What did you do to- to-“ Twilight fought back another moan.

                                            >”Oh, I’m not even controlling him,” Rarity chided. “Certainly, I can compel him to follow any order but I’m not right now. He chose to give me all his power and he chose to make you my slave.”

                                            “S-“ Twilight was unable to stop herself from moaning in pleasure again. “D-don’t you love me? How could…?”

                                            “H- hooaaaaAAAAH!” Twilight winced from pleasure.

                                            >”That’s right, darling. You’re turning into a succupony. And once he cums inside you, it will be permanent.”

                                            >Already Twilight was quickly shrinking. Purple fur dotted her body, her jaw jutted out to form a muzzle, her feet too were forming into hooves. And yet all Twilight could do was scream in pleasure. It felt so GOOD!

                                            >Twilight could almost understand where you were coming from. Being corrupted was the greatest pleasure she’d ever felt.

                                            >”All that training. All those adventures. An entire life of chastity… and it still ended with you becoming a monster in the end. You whole life was nothing more than a prelude to transforming into a demon and spreading depravity in my name. Isn’t that just lovely.

                                            >Twilight let out her loudest scream of pleasure yet as the first orgasm overtook her body.

                                            >”Oh my! Did you just orgasm thinking about becoming my slave? Maybe you’ll also feel nice knowing that you’ll go back to being level twenty? And all those spells you worked so hard to learn will be absorbed by me.”

                                            >Like a good slut, Twilight did orgasm a second time. By now, she looked exactly like a succupony. She’d become tiny underneath your weight. And she was much more willing now, wrapping her new legs around you and pushing back with each thrust.

                                            >Being perverted felt so good! Twilight’s only fear at this point was that she’d have to go back to being normal, that she wouldn’t be allowed to be totally depreaved from now on, never having to worry about ‘purity’ or what was ‘moral’ ever again.

                                            >Twilight LOVED the feeling of being totally fucked over by Rarity. She wanted to submit. She wanted Rarity to totally dominate her, make her a slave.

                                            >And all you had to do was cum to make it permanent.

                                            >You shot a load into Twilight, permanently robbing her of all humanity and purity. She was and forever would be a scion of perversion from now on.

                                            >And it felt good to betray your companion, turning her into the very thing she hated.

                                            >Yet as good as it was for you, Twilight appeared to take far more pleasure in it. Orgasmic pleasure took over her body, fresh gasms of pleasure enrapturing her with each second as she began to ejaculate out her soul.

                                            >Rarity too, shuddered in pleasure as she absorbed Twilight’s offering. All of her spells and abilities as a mage were transferred to Rarity, only to generously be replaced by the basic succupony skills and abilities.

                                            >At long last, Twilight’s soul was fully absorbed, leaving her a shuddering mess on the floor, practically stewing in her own pussy juice. While she recovered, Rarity put a collar identical to your own on Twilight – ensuring that any power she absorbed would partially go to Rarity so that she could never surpass her mistress.

                                            >”So how does it feel being a soulless, demon slave?” Rarity smirked.

                                            >Twilight sat up, her eyes now glowing with a demonic sheen. Her fur was wet from sweat and pussy juices. The air was heavy with sex, but she could only lick her lips at it.

                                            >Twilight no longer cared about anything but pleasure! She felt herself finally free from the chains of ‘purity’.

                                            “I can finally be as perverted as I want!” Twilight panted heavily, moving a hoof between her legs to start masturbating right there. It didn’t feel the least bit embarrassing. It felt good and natural! “Being a demon is… it’s so amazing! I can’t believe I struggled against this for so long. Thank you so much for dominating me, mistress!”

                                            >”It was my pleasure, darling. You’re exactly as I want you to be.”

                                            >Twilight’s eyes fell quickly on your cock. She wanted more sex! And she wanted the sex to be as nasty as possible! Her succupony instincts were telling her to drain your levels, even if they were so low.

                                            >All kinds of unspeakable sex acts passed through her mind… and now as a demon she could finally do all of them without feeling the least bit bad.

                                            >Even after all that fighting, after spending most of her life protecting humanity from monsters, after helping you slay masters of the seven deadly sins and the demon lord himself… Twilight STILL just ended up becoming a demoness herself in the end.

                                            >From now on, her great mind would no longer be put towards helping humanity. Her genius would instead be spent on enslaving it to Rarity’s depraved will.

                                            >They’d destroyed all the demons. They’d won. Only for you to throw it all away.

                                            “Fuck!” Twilight had to start masturbating on the spot. “Thinking about it is so hot! A single level twenty succupony completely wrecked us! Hehehe… now I’m just an extension of her perverse will!”

                                            >“As well you should be. Of course, monsters can’t equip weapons so you won’t be needing these anymore.”

                                            >Rarity lifted all of Twilight’s gear into a ball. It glowed and coalesced into a single cursed item for you… a cape this time.

                                            >”This cape will give you the ‘corrupt equipment’ ability. It will turn any set of armor into a set of bondage equipment that cannot be removed except by a demon.”

                                            “But he needs more equipment to be your champion, yes?” Twilight furiously rubbed her pussy with her hoof. “W-we need to turn all the holy artifcats of the church into perverted armor, mistress! The purest need to become the most corrupt and serve you, mistress!”

                                            >”Now you’re thinking like a demon.” Rarity lovingly nuzzled her new daughter. “But I think my champion needs to level up some more so he can give them to you. You aren’t much use at level twenty.”

                                            “Yes! Yes!” Twilight panted heavily just thinking about getting to drain levels. “I want everyone to be your slave, mistress! I have so many ideas on how to spread your evil, but I need more power! You'll keep helping us, right 'hero'? We need more power to consume the world with corruption!”


                                            LATER


                                            >Twilight sat deep in Rarity’s lair, surrounded by forbidden tombs, one hoof between her legs as she read. The irony that she was now just another monster living in a dungeon not lost to her.

                                            >Reading was much better like this. Shoot, everything was! Twilight had no idea why she barely used to masturbate back when she was a human. Now that she’d assumed her true form, Twilight spent most of her time humping or rubbing her pussy against something… or at the very least had something inserted inside her. And of course, she got to have sex two or three times a day!

                                            >Her existence had become one of insastiable pleasure! To think she had tried to deny this wonderful existence to herself! She was eternally grateful to you and Rarity.

                                            >The only part of her life that felt wanting anymore was in her desire to serve her mistress. To that end, she needed more power! And knowledge was power!

                                            >Necromancy, blood magic, mind control, infernal magic, curses, forbidden unholy spells… Twilight devoured all of them with a ravenous appetite.

                                            >Twilight couldn’t possibly imagine why the church had forbidden her access to all this wonderful knowledge. Now that Rarity had enlightened her and blessed her with this new body, Twilight no longer had the same spineless reaction towards it, dismissing it all as mere ‘evil’.

                                            >She wanted to become as corrupt for her mistress as possible and learning spells like this would open up all sorts of fun avenues… fun things she could do to the sexy bodies of the humans living not too far from here.

                                            >She’d written down hundreds of ideas! Amazing fantasies that she hoped to fulfill for herself and her mistress soon enough. Just thinking about it!”

                                            ”Gah!” Twilight fell onto her back. “I can’t act out any of my perverse fantasies until Mistress Rarity gets more slaves! Who am I supposed to defile while I’m stuck in this cave?!”

                                            >That’s when you came into the room. Overhearing Twilight, you pointed to yourself. She looked up at you, practically drooling before she lost control and tackled you to the ground.

                                            >She quickly slide your cock inside you, moaning with sweet relief. She was so glad to be a succupony, free of inhibition and no longer needing to worry about silly things like consent.

                                            “Yes! Gimme those levels!” Twilight panted as she began to ride your cock. “Ah! Draining you is so good! I’m so close to max level!”

                                            >Twilight leaned forward to passionately kiss you as she continued to squeze down on your cock, wiggling her rump to edge you closer to orgasm. She’d tripled in size, becoming as large as a full grown woman, but wasn’t as big as Rarity.

                                            “But it wouldn’t really be defiling you, would it?” Twilight pulled back to wink at you. She slowed down a little to talk while both of you were edging. “You’re already as bad as I am! No, to DEFILE somebody they need to be innocent. The more innocent the better, right?”

                                            >Twilight kissed you again.

                                            “And who’s the most innocent person you can think of?”

                                            >You guessed Fluttershy.

                                            “Exactly!” Twilight’s smile became manic. “Ooooh! It would feel so good to violate her! Imagine turning the high priestess herself into a succupony like me. All of her thoughts perverted! Degenerate! Mistress would be so pleased with me! I have so many plans for her!”

                                            >Twilight exhaled, needing a moment to calm down.

                                            “I think I’ve gained enough power to bring her to us! Thanks to my new dark magic… I think I can use shadow-sight to watch her right now in the dark of the night! Let’s see if we can get a glimpse of our prize-to-be.”

                                            >Twilight liked her lips and cast the spell, still lying on top of you with your cock inside her. Something like a portal opened just in front of you and through it the two of you could see the inside of the familiar church.

                                            >You saw Applejack and Fluttershy inside the church, dressed very differently than what you were used to these days. In their society, it wasn’t okay for a female to have any skin under the neck exposed. The two of them even had to wee gloves in public.

                                            >Fluttershy had a long, flowing dress of white and green – marking her as the high priestess. Applejack wore her orange and white armor as usual. You wondered if she slept in them.

                                            “Guh! Look at those prudes! Applejack needs to become a demon, too!”

                                            >Twilight let out a grunt and humped you a little harder, frustrated she could defile the two of them right now.

                                            “Was I really that bad?”

                                            >You Did remember Twilight used to get terribly flustered if you saw her hand. Now you got to see her butt naked 24/7.

                                            “I’m a little worried about the hero,” said Fluttershy. “Him and Twilight have been missing for two months!”

                                            “Don’t worry so much,” said Applejack. “He’s lv 99. Nothing can possibly beat him at this point. He probably went back to S-Mart. He said he had a job to do there or something like that.”

                                            “We never really learned what S-Mart was, did we? Other than that he got his magical boomstick from there. Do you think he took Twilight back with him?”

                                            “Ah, I know you had a crush on the hero.” Applejack put a hand on her shoulder. “We all did… but I think it was obvious him and Twilight were the ones who were destined to get married. I’m sure the two of them are planning their wedding in the other world right now.”

                                            >Twilight snorted, holding back laughter at the idea.

                                            “I know. I took a vow of lifetime chastity besides.” Fluttershy bowed her heads. “Though I admit I’ve had… impure thoughts about holding his hand or even letting him put his head on my lap.”

                                            “Fluttershy!” Applejack gasped.

                                            “I know. But I need to confess my weaknesses. Thanks to the hero, we’ve banished nearly all darkness in the world. Eventually, no one will have any indecent thoughts outside their need for procreation. However… I can sense there’s still some more darkness that I need to purify before then. I even sensed a powerful demon being created recently.”

                                            “But the demon lord is gone. Whatever demon you sensed can’t be that powerful.”

                                            “Maybe. I have to go feed the orphans tomorrow,” said Fluttershy, “but I’ll look into it more tomorrow.”

                                            >Twilight licked her lips as she watched Fluttershy get ready, then crawl into bed. Sadly, you didn’t get to see much of her body. Twilight winced as Fluttershy said her prayers.

                                            “So she noticed ONE powerful demon being created?” Twilight asked. “Perfect! I can work with that… Fluttershy’s compassion will be what turns her into a demon in the end.”

                                            >The shadows around Fluttershy’s bed began to creep and coalesce. They slowly moved up her bed and into Fluttershy’s ear.

                                            >Twilight winced, encountering far more holy energy in Fluttershy’s mind than she expected.

                                            >It was difficult for Twilight’s corrupting mind-control darkness to get a foothole anywhere. But she carefully chose her targets. Shame could easily be redirected… as could her love for Twilight.

                                            >Once the traps had been set there, Twilight moved her influence to the repitllian parts of Fluttershy’s mind. Twilight doubted she could succeed in turning Fluttershy into the nymphomaniac she was always meant to be just like that… but failure was part of the plan.

                                            >Perversion began to creep through Fluttershy’s body. The priestess made a cute little noise and rubbed her legs together. Before long, the tingling between her legs was too much to ignore.

                                            “Shh! Shh! Relax,” Twilight cooed, using her magic to try and keep Fluttershy half a sleep. “There’s a succupony trapped under all those clothes and piety just dying to get out.”

                                            >In her sleepy state, Fluttershy’s instincts were all that remained. They knew what was best for her and her hand began to move between her legs.

                                            “An entire lifetime of chastity and piety, undone in just a few seconds!”

                                            >You had to admit, the idea was making you harder too.

                                            “That’s it, Fluttershy,” Twilight cooed. “Move your hand just a little bit further and start masturbating!”

                                            >Finally, Fluttershy had her hand over her pussy.

                                            “Come on, Fluttershy.” Twilight licked her lips, pumping up and down slowly on your shaft. “Throw it all away! We’re rooting for you!”

                                            >Then Fluttershy match a cluthching moment. A second later and she was rubbing her hand against her pussy.

                                            “Yes! Yes! Yes! I’m so proud of her! Now she can never say that’s she’s never even masturbated ever again!”

                                            >As Twilight pumped more shadows into Fluttershy, her motion became quicker. Her fingers started to slide inside those till-now unpentrated lips. She began making cute little noises.

                                            >Twilight urged her to go faster! To put a hand on her breast as well!

                                            >And that was when it became too much. Fluttershy awoke fully, to find her hand scandalously sticky and her panties soaked like never before.

                                            “W-what?! How could I have?!” Fluttershy looked up at her defiled hand. She didn’t believe for a second shew as capable of something as degenerate as masturbation! There had to be something afoul here!

                                            >She grabbed her staff and cast a spell, sensing Twilight’s connection to her brain immediately.

                                            “Wait…” Fluttershy’s eyes widened. “T-twilight?!”

                                            >Twilight smiled. Now for the real part of her plan.

                                            “That’s right!” Twilight flashed her new fangs through the looking portal. “I transformed myself into a demon, Fluttershy!”

                                            “But why?” Fluttershy clutched her chest. “You have such a bright future! Your mind has so much to offer humanity!”

                                            “All those books I read corrupted my mind,” said Twilight. “And then the hero ditched me to go back to S-Mart alone! I was so sexually-frustrated at getting cock-blocked like that… that I turned myself into the ultimate demon of lust! Look at me, Fluttershy! I must be the highest level succupony ever!”

                                            >Fluttershy puffed out a cheek as she listened to this, frustrated.

                                            “And I nearly got you, too! It’s not too late to become a succupony like me, Fluttershy! We can rule together!”

                                            “No! I’m not letting one of my friends give in to corruption like this!” Fluttershy stood up. “I swear I’ll use my powers to purify you and turn you into a human again! Then you can repent for this with a lifetime of chastity, fasting and prayer. I even have a wonderful chastity belt for you, Twilight. Doesn’t that sound fun?”

                                            “No. Let’s have sex instead!” Twilight held her tongue out.

                                            “It’s impossible for two females to even have sex together, Twilight.” Fluttershy held up her finger all matter of fact like.

                                            “Are you sure?” Twilight made licking motions with her tongue.

                                            >Fluttershy glanced aside, considering it only briefly.

                                            “Yes. That wouldn’t make any sense. Just hang in there. I’ll come rescue you.”

                                            >And the communication closed.

                                            >Twilight giggled, then chortled, then burst out with laughter!

                                            “She fell for it! She thinks she’ll be able to purify me since I’m only level 75 for now… but she’ll be no match for Rarity!”

                                            >Twilight fell onto her back, giggling madly.

                                            “I worked up the shame in her mind, so she’ll be too ashamed of this encounter to tell anypony. And she’ll be too afraid Applejack will kill me to bring her along. Hehehehe… and she’ll bring the staff of purification with her! Giving Mistress Rarity a chance to pervert that as well! I can’t wait!”


                                            LATER


                                            >Fluttershy held up the staff of purification, one of the holiest artifacts in the world! Her body shone with light and Twilight’s skeleton minions all crumbled to dust in an instance.

                                            >Fluttershy walked forward as Twilight hurled fireballs at her, only for the light surrounding Fluttershy to block all of them. With a single wave of her staff, Fluttershy sent Twilight skidding across the floor.

                                            “I’m level 85, Twilight. You should know it’s virtually impossible to beat an opponent who’s over ten levels higher than you. And apparently becoming a demon cost you plenty. Just submit to the goddess! You’ll be back in her light soon enough.”

                                            “Curses!” Twilight spat. “If only I’d been more careful. I could have – have –”

                                            >Twilight smirked, then broke out in laughter, much to Fluttershy’s confusion.

                                            “S-sorry.” Twilight whipped away a tear. “I couldn’t keep a straight face any longer.”

                                            >Fluttershy watched in confusion until Rarity came trotting regally out from deeper in the cave. She was a succupony, but the size of a full grown horse, even taller than Fluttershy herself!

                                            >Fluttershy had never seen a succupony as large as Twilight… let along THIS!

                                            >She took no chances, turning the full power of the goddess stone on Rarity. A beam of blinding white light went for the succupony. Darkness soon swept over the cave, clashing with the light before snuffing it out.

                                            >Fluttershy stepped back in horror as Rarity drew closer. Rarity cast her nudity spell, forcing every one of Fluttershy’s items to unequip itself. All of her clothes and accessories fell uselessly to the floor, leaving the poor woman butt naked in the cave.

                                            >Though, unlike Twilight, her staff refused to unequip. Fluttershy still had her most powerful item. Though she nevertheless screamed at being exposed like this.

                                            >You had to admit, she had some impressive breasts! Her huge tits finally got to see the world after being locked up for so long, bouncing about as Fluttershy flailed. Of course, they’d be reduced to teats on her crotch soon enough.

                                            “Impressive!” Rarity said. “The staff is powerful enough to resist my unequip spell?”

                                            “L-level 99?!” Fluttershy gasped. “Then you’re–”

                                            “Yes!” Now it was Twilight’s turn to get a kiss from Rarity. “I did the same thing to her that I intend to do to you, Fluttershy. You might as well throw that staff away and bow to me. It’ll be easier if you just accept your destiny to become a succupony.”

                                            “But how?!” Fluttershy shook her head, still unable to accept the situation. “Only the hero has ever gotten past level 99! So… how could you possibly…?”

                                            “I had a little help from a friend.” Rarity motioned for you to come out of the shadows.

                                            >You walked out to take your place by her side. As the two of you kissed, Fluttershy’s eyes widned in horror, realzing just how incredibly fucked she was.

                                            “But… but why would you do that?” Fluttershy clutched the staff of purification. “Succuponies aren’t even attractive! They look like horses. I think the demon lord just made them as a joke or something. That’s why they’re always so weak despite their level drain ability. I… I don’t think anyone’s ever willingly had sex with one before!”

                                            “Well apparently my champion thinks my perfect body was sexy enough to sacrifice all of humanity for.”

                                            >The two of you shared a passionate kiss as Fluttershy cringed in horror.

                                            “H-how could you have betrayed us like this, hero?” Fluttershy trembled in place.

                                            >You simply shrug and say it was hot. The mares laughed as Fluttershy’s eyes teared up.

                                            “Speaking of the failure of the other succuponies,” Rarity added. “I believe there used to be over one hundred of us. Why was I the only one left when my champion came here again?”

                                            “B-because I banished the rest of them.” Fluttershy held her staff with renewed resolve. “They were running around molesting the innocent and performing disgusting sex acts on the population! But thankfully they don’t gain nearly as much power when the sex is non-consensual.”

                                            >Fluttershy shot you a dirty look.

                                            “Ah! How terribly that you missed one, then.” Rarity pouted. “If you were just a tad more diligent you would have had your perfect happy ending. But now I’m in charge and you’ll have to be punished instead for your actions.”

                                            >Fluttershy swallowed hard and Twilight looked up at Rarity eagerly.

                                            “Thankfully for you, Rarity continued, “Twilight here has given me the perfect plan to rehabilitate you. You destroyed a hundred innocent succuponies, so to make amends you’ll give birth to a hundred new lust demons for each one. That’s ten thousand demons springing from your womb, Fluttershy! Then we’ll be even.”

                                            >Fluttershy stepped back again, trumbling in disgust.

                                            “Think of how good it would feel, Fluttershy.” Twilight crept towards her with her tongue hanging out. “Using your pussy to unleash countless unholy aboniations on the world! Filling the planet with a hundred times the molestation and perversion you took from it. All with this very pussy.”

                                            >Twilight leaned forward to try to lick it. With an eep, Fluttershy jumped back, then pointed the staff at Rarity.

                                            “I- I have faith in the goddess!” Fluttershy declared. The stone began to glow bright. “This goddess stone is the very beacon of purity itself! It destroyed all the other succuponies and… I have faith that it can destroy you too! The goddess would never fail me!”

                                            “Oh yes,” Rarity licked her lips. “I’m going to enjoy turning that into an instrument of perversion!”

                                            >>38965239 (You)

                                            >Despite her faith, the goddess stone’s like began to dim long before Rarity’s power waned. Fluttershy already knew she’d been beaten, she had a drop of strength left verses a vast ocean of Rarity’s.

                                            >She fell to her knees and struggled a moment longer as Rarity’s influence began to turn the stone black. Before long, its holy power had waned enough for Rarity to simply snatch it out of Fluttershy’s grip.

                                            >Fluttershy tried to run after it, only for you to grab her from behind.

                                            “Now let’s see if we can’t improve this a bit.” Rarity licked her lips. “Making items and adventurers more fabulous is what I’m all about.

                                            >Rarity sat down on her haunches and leaned back. She inserted the holy relic into her now rather large and pussy and began pumping it back and forth like it were a mere dildo to her. You thought maybe that wasn’t the most comfortable thing in the world, but she let out sighs of satisfaction as she went the staff began to smooth out, looking more like an actual dildo.

                                            >Meanwhile, you cupped one of Fluttershy’s massive breasts with one hand and moved the other between her legs. She tensed up, but she was so incredibly wet despite herself. She let out a moan, but likely just because of Rarity’s modified silence spell.

                                            >FINALLY you were getting to enjoy Fluttershy’s body after she’d kept it from you for so long.

                                            >The cruelest irony was getting isekaid to this world and going on a long adventure with five 10/10 QT girls, all of whom had an obvious crush on you… and yet being completely unable to fuck ANY of them.

                                            >You never even got a beach episode where they all wore one-pieces! Their stupid religion valued modesty so much you never got a peak at their skin below the shoulders.

                                            >Sure, you could have enentually married Twilight… and fucked her like three times for procreation reasons only because she used to be a total prude… and left the other four girls run off for other men to cuck you with…

                                            >But now, thanks to Rarity, you got to fuck Twilight all the time. Now Fluttershy’s body was yours… soon she too would be desperate to drain your levels. And soon the other three would be yours to fuck.

                                            “I-Is that really how you felt?” Fluttershy trembled under the effects of your sword. “You… wanted… me s-so badly…?”

                                            >You gave Fluttershy a kiss.

                                            “No!” Fluttershy shook her head hard. “I have to resist.”

                                            “Come on, Fluttershy,” Twilight chided her. “Enjoy the show! Once the goddess stone is corrupted, you’re next!”

                                            >Twilight pressed her tongue against Fluttershy’s slit then flicked it upwards, finally getting to eat her out. Before long, she was lapping at those precious lips while you fondled her breasts. Fluttershy began to squirm in your grip, feeling far more intense stimulation than she’d ever felt before.

                                            “Have to… resist.” Fluttershy closed her eyes in meditation, calming herself and slowing down her wiggles. “Don’t… cum…”

                                            “Heh! Tough crowd!” Twilight smiled up at her. “I wonder how long you’ll hold out.”

                                            “Longer than her sacred relic, it seems,” Rarity announced.

                                            >It really had turned into a dildo, one black as night and radiating equal dark energy to the holy energy it once had.

                                            “But!” Fluttershy gasped. “That was the church’s most holy relic!”

                                            “And now it’s a strap-on dildo.” Rarity smiled at her latest masterpiece. “Anyone who gets penetrated by it will begin transforming into a lust demon. The wearer will also be able to feel it as though it were a real penis and… well quite a few other powers.”

                                            >Rarity levitated it to Twilight.

                                            “As reward for your faithful service, I bestow this demonic artifact to you, Twilight.”

                                            “Thank you, mistress!” Twilight licked her lips as she tried it on. “Now me and the hero can both penetrate you at the same time, Fluttershy! Doesn’t that sound great?”

                                            >Fluttershy

                                            “But… but the goddess stone…”

                                            “Has fully submitted to my corruption,” said Rarity, “and has taken on a more fitting form. It will spread degeneracy and darkness from now on and you’re first in line, darling. That’s simply the way the world works now. EVERYTHING must be perverted and submit to me.”

                                            >Twilight shook her hips, letting her faux cock flop about.

                                            “Hehe. Your first time is going to be double-penetration, Fluttershy!” Twilight licked her lips. “I take it you want the front-end, Hero? You were just saying you had a crush on her. It’d be so romantic!”

                                            >You put your arms under Fluttershy’s legs and lift her up. Twilight gets on her hind legs and wraps her forelegs around Fluttershy’s back. With her legs spread helplessly apart, you lower Fluttershy down to let her experience double penetration.

                                            >Twilight thrusts the dildo into Fluttershy’s ass. Having the strap-on inserted into her sent a surge of darkness into Fluttershy’s body, keeping the holy energy that filled her at bay.

                                            >With her magic overwhelmed by the darkness of the once-holy artifact and her mind overwhelmed by stimulation unlike anything she’d ever experience, you were able to begin corrupting her with your cock.

                                            >You bounced Fluttershy up and down on you cock, her breasts flopping about as you finally got to use her body to relieve your sexual urges. She’d been so cutesy and innocent but at long last you were fucking her, watching the lewd experssions she made as you were deep inside her.

                                            >Like Twilight before her, Fluttershy began rapidly transforming as you thrust yourself into her folds repeatedly.

                                            >Her eyes rolled back into her head and she began panting heavily. Her ears went first, becoming pony ears. Then the yellow fur began spreading

                                            >You picked up the pace.

                                            “N-no!” Fluttershy closed her eyes. “This can’t be happening! Th-the hero loves me! Him and Twilight would never betray me!”

                                            “Ah, but we’re not betraying you, Fluttershy.” Twilight licked her ear. “We’re helping you become you true self. Ah… fuck! Doesn’t this feel so good? We want you to always feel this good! To be a succupony who can cum as much as she wants!”

                                            >You kissed Fluttershy and told her to just let herself cum. Now was the perfect time to let her inner succupony take over and let her pussy orgasm all it wanted.

                                            “We’ll be better friends than ever,” Twilight promised. “We’ll have all kinds of degenerate sex together!”

                                            >Fluttershy shook her head. She tried mediating through all the waves of pleasure. And impressively it worked. Her muzzle began to retract, but she couldn’t quite get rid of the ears.

                                            “I… I have to stay loyal to the goddess!” Fluttershy declared.

                                            >You could easily bust a nut in her, but it would only leave her partially transformed into a succupony.

                                            “Perhaps you simply need a new goddess?” Rarity strode over, taking matters into her own hooves.

                                            >Rarity’s horn began to emit a green light. Blackness floated through the air and into Fluttershy’s ears, allowing Rarity to slowly fuck her mind as you and Twilight fucked her lower half.

                                            “Doesn’t this feel wonderful, Fluttershy?” Rarity whispered in her ear. “This is the pleasure you goddess would deny you. But I’m far more magnanimous. I will allow you to bask in this lust if you allow me to remake you in my image. In fact, I insist!”

                                            >Fluttershy kept her eyes shut tight. Only her ears remained transformed.

                                            >Rarity pouted at this, but quickly regained her usual confidence.

                                            “Your feelings for the hero!” Rarity licked her lips. “I can see them.”

                                            “Don’t,” was all Fluttershy managed.

                                            “Don’t what? Give you exactly what you want?”

                                            >Rarity brought visions into Fluttershy’s head. Wasn’t this what she always wanted? To be your woman? To bear your young? She had a crush on you since the moment she laid eyes on you and the only thing stopping her was…

                                            >That the church said her love was wrong.

                                            “Does your love feel wrong, Fluttershy?” Rarity asked. “Isn’t this the best you’ve ever felt?”

                                            >No! Fluttershy had so much guilt…

                                            >And Rarity’s corruption soon inhibited that guilt. Fluttershy gasped as the main emotion protecting her from the waves of pleasure your cock sent her was lifted.

                                            “Don’t you see, Fluttershy? You have a pussy. Your body was built to have sex with a man. Your body was built to bear young. I’m simply setting you back on the natural course… to embrace all of those things.”

                                            >Withotu years of training and guilt… it felt as though Rarity was right. Fluttershy had always loved you. It had felt hard to deny herself those feelings. She struggled to see you as raping her… you were merely doing your duty as a man.

                                            >And Fluttershy hers as a woman. Her body ached with an increasingly strong desire to bear your children. It felt so right, so carnal. Hedonism was natural. Fucking and giving birth was natural.

                                            >And if Flutterhsy was a succupony.

                                            “No!” Fluttershy struggled again, but her muzzle had already regrown. “The… the goddess…”

                                            “Don’t you see how weak and pathetic your goddess and world view are? An entire life of piety, decades of prayer, faith and devotion. You hadn’t made a single mistake and remained a paragon of virtue your whole life… and I can degrade you into a demoness in just a few minutes. One slip is all it takes for me to completely dominate you. It’s as though you were destined to serve me. The entire universe is stacked in favor of me.”

                                            >Fluttershy drooled as she mulled over Rarity’s words. Becoming a succupony would be so easy. If staying loyal to the goddess was the right thing to do, why was it nearly impossibly by comparison?

                                            >Fluttershy let out a moan of genuine pleasure, just barely falling short of an orgasm.

                                            “Yes!” Rarity’s eyes glowed green. “Sing my praise Fluttershy! It’s what you were born to do!”

                                            >Fluttershy wanted to be with you… she wanted to have your foals… she wanted to be on Twilight’s side… she wanted to serve the greatest goddess… she wanted to fulfill her destiny… she wanted to…

                                            >Cum!

                                            >Pleasure unlike anything Fluttershy had ever felt before flooded her! This was the first orgasm of her entire life. After denying her body for so long, it finally got to do what it always wanted.

                                            >Fluttershy let all of it go and focused only on orgasming as hard as she could, allowing the pleasure to completely overtake her. She screamed in ecstasy that could likely be heard all the way at the entrance of the cave.

                                            >Rarity smiled in smug satisfaction, considering Fluttershy’s howls of lust as good as worship. Fluttershy might as well be using that mouth to worship Rarity’s pussy at this point… it felt about as good.

                                            >Her breasts gave one last bounce before receeding into nothing, only for a pair of teats to appear below, eager to replace them. Her eyes widened and yellow fur soon covered her body. Her arms quickly took on their new form as forelegs and soon Fluttershy had four hooves of her own.

                                            >The transformation rapidly overtook Fluttershy until she was in the image of her new goddess. And while Fluttershy was busy becoming a demon, her instincts too restructured themselves to better serve her new function in life. All of her love for the goddess was directly refocused onto Rarity.

                                            >Fluttershy couldn’t possibly understand why she had avoided this. It felt so good to enrapture herself in absolute bliss! She wanted to be angry at the church for trying to stop her from accepting her destiny for so long… but for the moment, focusing on your cock and her orgasm seemed infinitely more important.

                                            >She was yours now! That was something both of you could agree on.

                                            >You finally stopped holding back and came buckets of cum into her. Most of it got absorbed by her new succupony body, but plenty went dripping down her now-yellow legs.

                                            >And in that one instant, you sealed Fluttershy’s fate. She could forever be an agent of lust and corruption, a soulless succupony who cared only about pleasure. And it felt so good to turn such a sweet girl into a turboslut like that! You’d get to have so much sex with her from now on!

                                            >Fluttershy’s eyes turned green and she exploded into a full-body orgasm and Rarity absorbed her soul. All of Fluttershy’s stats and abilities became Rarity’s as the new succupony rapidly shrank in size until she was merely level 20… just another monster in Rarity’s dungeon.

                                            “Hehehe. We did it!” Twilight jerked off her stapon with a cock. From the look on her face, it really did feel like a real cock to her. “Fluttershy’s finally become a demon! Now she’s just as perverted as us.”

                                            >Fluttershy came trembling to a sitting position, giving you a view of her rather impressive succupony hips. Seeing how

                                            “I bet you feel much better after that.” Rarity leaned down to give her a kiss. “And might I add, you look much better too.”

                                            >Fluttershy panted and looked about the cave as she took stock of her new succupony instincts.

                                            “You… you were right!” Fluttershy smiles. “All those years of piety and you still perverted me in a few minutes! You really are the superior goddess!”

                                            >Fluttershy prostrated herself on her belly, passionately kissing Rarity’s feet while one hoof remained between her legs, rubbing her pussy.

                                            >It looked like she really was just another succupony now. Instead of spreading hope and faith in the goddess, Fluttershy would now devote herself to her new succupony instincts. She’d make sure others followed her into the depths of depravity.

                                            >The holy relic was replaced with one of perversion. And the holy priest was replaced by a totally degenerate succupony.

                                            “I don’t know how I can ever thank you, mistress! I want to spread degeneracy in your name, mistress. Please let me serve you!”

                                            “Oh, darling. Seeing one of the purest women in the world become a complete nymphomaniac is all the reward I need.”

                                            “And of course, I have a present for you to celebrate you fulfilling your potential!” Rarity produced one of her slave collars and lovingly wrapped it around Fluttershy’s neck. “It will give me a fifth of the stats you gain upon leveling up and force you to obey all of my commands.

                                            >Fluttershy put one off on the collar and another on her pussy, rubbing the later.

                                            “Haaaaa. I really am your slave now! It feels so good. So hot… heeeeee! You’re so generous, mistress!”

                                            “Indeed! And that’s not even the end of my generosity,” Rarity beamed with magnaminity. “Your collar is special, greatly increasing your fertility. My champion needs only cum in you once to get you pregnant now and you’ll always have twins or triplets.”

                                            >Fluttershy looked to you.

                                            “And for you, my champion.” Rarity put a hoof on Fluttershy’s tummy. “I gift you exclusive access to my newest duaghter’s womb. Feel feed to sow your seed in this fertile ground as much as you please. She’ll spend the rest of her life giving birth to your offspring.”

                                            >Fluttershy looked to you with the lust she should have had all along. She practically drooled as she crawled over to you, desperate for seed.

                                            “Please breed me as often as possible, Hero!” Fluttershy nuzzled then licked you cock, not waiting for an answer. “I NEED to give birth to your foals! I can’t bear not having them inside me any longer! I want to spread this lust as much as possible. Help me fill the world with unholy abominations!”

                                            >You could hardly say no to that! You complimented Fluttershy on her improved attitude and pushed her onto her back before climbing on top.

                                            >It was such a relief to get to use Fluttershy’s body however you wanted, especially after it’d been denied to you for so long. You felt like you should have gotten to knock her up long ago and now she was finally on board with the idea. And frankly, with that wide pony hips, she was hotter than ever!

                                            >Relieving yourself inside her and flooding her womb with cum was one of the greatest pleasures of your life. Knowing that you were furthering Rarity’s aims only made things better.


                                            Some time later...


                                            >You killed one more before nightfall as you stand over the fjord. You take a deep breath of mountain air, then wipe the sweat from your forehead.

                                            >Life a champion of fallen lust was pretty good.

                                            >You spent all day fighting bears, gaining tons of experience, then returned home. And waiting for you there…

                                            >As soon as you’re in the cave you’re tackled by two adorable succuponies. They knock you flat on your back and are soon lying over you, nuzzling your chest.

                                            >They pant hungerly and look at you with absolute lust. But unlike before, Twilight doesn’t get to immediately engulf your cock with her pussy.

                                            “Hero!” Twilight pants. “Give me your levels! I’m almost fully grown! Come on… I need your cock!”

                                            “Please give me your levels,” Fluttershy coos, more gently but still with desperation. “I need to become bigger, too! I can bear your foals better if I level up more!”

                                            >You rub your hands through each of their manes, looking back and forth. Twilight was way bigger than Fluttershy at the moment.

                                            >Normal succuponies didn’t seem to get as big as a head succupony. You figured Twilight would max out around 200 pounds at level 99.

                                            >Right now she was 180 pounds at level 90. Poor little Fluttershy was barely 80 pounds and level 35.

                                            >Sometimes you felt like a mother bird these days, with your two little succuponies desperately begging to be fed.

                                            >Twilight started using her superior size to slowly boot Fluttershy off you and take her place on your cock. She normally succeeded unless you stopped her. And today you decided to have mercy on the little on.

                                            >You grabbed Fluttershy and plopped her rump down on your cock. She let out a sigh of sweet relief, like getting a drink of water in the desert, then she began to desperately hump you, instinctually trying to drain your levels.

                                            >Twilight was forced to roll off you. She puffed out her cheeks and gave you an annoyed look. She’d get her fix soon enough.

                                            >Instead, she ran off to seek relief from Rarity instead. She watched her two daughters grow with pride, always beaming with pride to see the two former humans now embracing their succupony nature.

                                            >Twilight kissed Rarity, begging her for sex. Rarity obliged, siting her sizable plot on Twilight’s face and allowing the lesser succubus to pleasure her.

                                            >Meanwhile, Fluttershy sat upright to show you her slightly swollen belly as she continued to wiggle her pussy against your cock.

                                            “I think our first daughter needs a few more months,” Fluttershy panted. “But Rarity thinks I’ll be able to give birth to a new lust demon every month once I’m level 99. I bet it will feel so good filling the world with your unholy foals, Hero. I can never thank you enough for saving me.”

                                            >Fluttershy went back on her tummy to kiss you again. You came, helping her level up again.

                                            >Life… was good.


                                            LATER


                                            >The last three members of the elements of harmony met at the northern church.

                                            >Twilight and the hero left a note letting them know the two of them went back to the hero’s world. That had left Dash heartbroken, as she’d always had a major crush on the hero herself. Trying to rebound with some other man hadn’t worked as no one could really compare to that guy.

                                            >And then more worryingly, Fluttershy… went missing months ago.

                                            >There were worrying rumors of a demon stalking about the fjords. Dash thought they’d gotten rid of them all. And without the hero…

                                            >Her, Pinkie and Applejack all sat around the table to discuss the danger.

                                            “The reports say it’s a lust demon,” said Applejack. “A succupony.”

                                            “Oooo! Those are so cute!” Pinkie cooed. “I always feel bad about terminating them.”

                                            “A succupony?” Dash scoffed. “THAT’S the demon we’re worried about. You called me out here for a level twenty monster? I could one shot one of those adorable little critters!”

                                            “But don’t they have that level drain attack?” Pinkie asked. “I always felt like they should be waaaaaaay OP cause of that.”

                                            “Pinkie, have you seen a succupony? They’re like cute little forest animals. Nobody’s going to be tempted to have sex with one of them, let alone like fifty times in a row or whatever. I don’t think any boy besides the hero himself has gotten over level fifty besides.”

                                            >Really, Dash almost felt sorry for the succuponies. The demon lord created them as a cruel joke. He thought it was funny for these cutesy horses to desperately be trying to get humans to have sex with them.

                                            >When they got some boy who was actually willing, or when they tried to rape somebody, they’d always end up going to far and draining the poor idiot to death. Though they never got over level thirty as far as Dash knew.

                                            “Well this one is on level eighty-five,” said Applejack.

                                            “So? Even then, succuponies are weak against girls.” Dash pointed her thumb at herself. “They can’t drain your levels if you don’t have a dick. We’re immune to their draining attacks AND their charm attacks… and that’s all they got.”

                                            “Rainbow Dash, at level fifty, succuponies gain the ability to corrupt women,” said Applejack. “They can drain power from men… and they can turn women into their succupony daughters.”

                                            “Whoa! What?!” Dash pulled back from the table.

                                            “Well at level fifty, the target would have to willingly have sex with them, but–”

                                            “Can two girls even have sex?” Dash raised an eyebrow. She blinked, then gasped upon realizing the implications. “Wait! You think FLUTTERSHY is the succupony?! She was level 85 and had pink hair…”

                                            “It’s the most likely case. A succupony managed to scrape by to level fifty… then corrupted Fluttershy.”

                                            “But… why would Fluttershy do that?!”

                                            “She was saying all kinds of impure things about holding hands outside of marriage.” Applejack shook her head. “I should have reported her to the inquisition right then! But now it might be too late…”

                                            “But!” Pinkie grabbed her hat and pulled it down, making her curly hair seem to deflate. “We’re not going to ‘banish’ Fluttershy, are we?”

                                            “If she’s really turned into a demon we have no choice,” said Applejack. “She’ll be better off dead anyway. The Goddess wills that we must destroy all demons.”

                                            “But we don’t know that’s the case for sure!” Dash stood up. “Maybe she’s just being held captive or something!”

                                            “I hope so, but either way that succupony needs to be dealt with. We have to assume we’re dealing with a level eighty-five demon.., potentially one or two other near level fifty. I can’t handle that alone, but–”

                                            “Heh! Together we can take it!” Dash grinned. “It’ll be easy.”

                                            “Uh. Okay.” Derpy held out her staff.

                                            >She cast a few buffs on Rainbow Dash. That was what her class specialized in. Dash’s stats really were higher than yours at the moment. She likely could have beaten you, had Rarity not given you all those insanely overpowered cursed artifacts.

                                            >The bracer on your right arm was the one you were dying to use the most, especially on Dash. Oh, did you have satisfying plans for her!

                                            >You swung your arm, a piece of rope lashing off. Of course Dash, with her speed, managed to sidestep it.

                                            “A whip?” Dash snorted. “Yeesh, you really are some kind of gimp bitch now, huh? I can’t believe I ever had a crush on you!”

                                            >She charged forward to slice you with her sword. You let the attack go through, knowing it wouldn’t be enough to one-shot you. And you take the opportunity to counter with your whip.

                                            >This time, your whip grazed her neck. The second it did, it wrapped around snuggly and created a nice collar for her. The collar attached to your braced via the whip. You now had Rainbow Dash on a leash!

                                            “What the-?!” Dash tried using her sword to cut the leash off but didn’t manage the attack.

                                            >You explained to Rainbow Dash that anyone on your leash would be unable to attack you. They would instead defend you from attackers like a loyal dog.

                                            “Please! You think Applejack won’t slice this thing in half if you try to send me at her?” Dash asked.

                                            >You explained it had another effect as well, allowing you to change the class of your new pet.

                                            “Change my class?”

                                            >To a forbidden, unholy class.

                                            “W-what?!”

                                            >>>Class change!

                                            >Rainbow Dash levitated into the air, surrounded by a glowing white light. She spun around

                                            >Her armor transformed into a black leotard and a set of fishnet stockings. Bunny ears appeared on her head and a bunny tail on her now-excentuated bum.

                                            Class change successful!

                                            Ninja >>> Bunny girl

                                            Ninjitsu forgotten

                                            Sexy bun tech learned

                                            “Bunny girl?!” Dash gawked at her new outfit. “How the fuck is bunny girl a forbidden, unholy class?!”

                                            >You gave Dash a thumbs up and told her you preferred her this way.

                                            >Dash started to cringe, but a second later gave a giggle instead. She put a hand on her hip and struck a sexy pose.

                                            “Thanks for the compliment, master!” she said.

                                            >And that gave you a nice buff.

                                            >Dash returned to her senses, disgusted at what she’d just done.

                                            >You explained that Bunny Girl was mostly a support class. Most notably, if a Bunny Girl cheered for you with each victory, it could more than double you EXP gains. Dash’s new role was to follow you around, giving you buffs as you leveled up.

                                            >That way, even as a woman, she’d be able to help the succuponies level up… before inevitably becoming one herself that is.

                                            >Dash listened to this with horror, but couldn’t manage to not look cute for you in her new attire.

                                            >She noticed Derpy gawking a second later.

                                            “Derpy! Don’t look at me!” Dash tried to cover herself. “Get out of here! Warn the others.”

                                            >Derpy turned to run. Realizing that her telling the others would put you in danger, Dash was forced to defend you.

                                            >She cracked her whip, hitting Derpy square on the rump. Derpy tripped over, falling face down and ass up, her butt perked up in the air like she was presenting it to you.

                                            >Dash giggled and gave a wink.

                                            >Derpy whimpered and rubbed her butt.

                                            >She scrambled to her feet and started running once more only for Dash to give her bubble but another lash.

                                            >Derpy landed face down in the same ass-up pose.

                                            “Why do I keep landing like this?!” Derpy whined.

                                            >You explained that Dash’s trip ability causes the target to always land in a lewd pose. You told Derpy it’d be easier to just stay in that pose until you could fuck her and turn her into a succupony.

                                            “Noooooo!” Derpy rubbed her butt and got back up. “I don’t want to be a demon! Dash! You gotta--!”

                                            >But the idea was already implanted in Dash’s mind. Dash twirled around in the girliest way possible and lashed her whip. It grabbed onto Derpy’s staff and pulled it away.

                                            >She twirled a second time and with a giggle ripped off Derpy’s shirt this time. Derpy blushed and gasped as Dash continued using ‘unequip lash’ to undress her.

                                            >Her skirt fell off next, leaving her in panties and boots. Derpy fell on her rump as Dash snatched away the boots. A final lash went right between her legs, ripping off the panties.

                                            “Nnnn! This is a bad touch, Dashie!” The now butt-naked Derpy tucked her hands between her legs.

                                            >Dash stuck out her tongue and gave a peace sign, striking another sexy pose. Derpy got hit with another debuff, stunning her for a few seconds.

                                            >Dash mostly came back to her senses after that.

                                            “S-sorry, Derpy,” said Dash. “I can’t stop it until you’ve been eliminated as a threat. And the only way to permanently eliminate you as a threat without killing you…”

                                            >Derpy’s eyes went wide, not following the logic just yet.

                                            >Dash used another one of her new bunny girl abilities. She held out her left arm, then her right, a pink bracelet appearing on either wrist. She hoped on either leg in turn, kicking her butt, causing another bracelet to appear over her ankles.

                                            >Derpy watched confused, only realizing a second later that pink bracelts appeared on her as well.

                                            >Dash thrust her arms wide apart and Derpy did the same, uncovering her vulnerable vagina. She opened her legs wide and Derpy did the same. You finally got a look at her pussy and it was just as cute as you expected.

                                            >Dash twirled around, bringing Derpy back to a standing position.

                                            “Oh no! It’s forcing me to do everything Dash does!” Derpy whimpered. “I can’t stop it!”

                                            >Dash pranced forward, until Derpy was right in front of you. She thrust her arms back and she chest forward, giving it a shake to make Derpy’s boobs flop around right in front of you. You took the opportunity to give them a slap, forcing Derpy to make the cutest noise.

                                            “How is this defeating me?!” Derpy whimpered.

                                            “I gotta get him ready to fuck you if you’re going to be permanently neutralized,” Dash explained. “These are the only kinds of moves bunny girls have. I don’t have any other options!”

                                            >Dash shook her hips, running her hands down her side to accentuate the curves, Derpy did the same thing, pouting as she did all this sexual moves for you. You took the chance to run your body over Derpy’s body, feeling her curves.

                                            >Yet Derpy couldn’t protest. Dash had her move one hand between her legs and one on her breast, fondling both. The noises Derpy made were slowly getting lewder.

                                            >Dash spun around and had Derpy shake her butt for you, giving you the chance to slap that too and get another adorable sound out of her. She did have the largest rump of all the women you’ve fucked so far.

                                            >Then Dash bent down until her face and breasts were against the ground. She pushed up on her tippy toes and spread her legs out wide, presenting Derpy’s ass and glistening pussy to you.

                                            >And Derpy would stay in this pose too, now.

                                            >Derpy’s face burned in humiliation as her butt was forced helplessly into the air.

                                            >She felt you hands on her hips one more time and closed her eyes. This was it!

                                            >You always thought Derpy cute in her own way and were more than happy to put her body to good use. You asked her to make cute noises for you before brushing aside her lips. Though Derpy might be relecutant, her body was more than willing to let you in to do your thing. Being violated only made it ramp up its lub production to make itself more inviting.

                                            >You cock was so warm! A satisfying feeling of fullness overtook her as you shoved yourself inside. Was this what it was like to have a real man inside her? You were just forcing yourself deeper and deeper, taking what you wanted from Derpy without asking and…

                                            >It was pretty hot!

                                            >Derpy panted, her tongue lolling out. Her ears transformed already.

                                            >Dash looked over at you and thrust her hips backwards, forcing Derpy to enthusiastically receive your cock.

                                            >Derpy was helpless! Yeah. She didn’t need to resist. She couldn’t resist! So it was okay!

                                            “Ah! Hero!” Derpy moaned. “Nnnnn!”

                                            >Getting fucked by such an alpha chad! It felt great! It was natural to want to have sex with the strongest guy… and that was certainly you!

                                            >Fur began to spread over her body and the dock of her tail began to push out just above her butt.

                                            >Derpy decided this was how sex was supposed to be. A REAL man would dominate and humiliate a woman to prove himself to her, right? It certainly felt right! She could only look back at you humiliating her just moments ago with admiration! Derpy actually respected you for raping her like this!

                                            >You really were a great guy!

                                            >Seeing her partially submit, A better way to help you pump you cum into Derpy came into Dash’s mind. You were clearly into this sort of thing! She could get you off by making you feel like you were dominating both of them! Then Derpy would be eliminated as a threat faster.

                                            >She let go of the bondage, waited to make sure Derpy was too focused on your cock to notice, then got up and ran up behind you.

                                            >Dash put her hands on your back, rubbing small circles and kissing you on the neck.

                                            “You can do it, Hero!” Dash giggled. “She’s yours now! Fuck her till she submits! You saved the world! You deserve her pussy!”

                                            >Derpy was starting to follow your request, moaning, sighing, and squeaking to help bring you to orgasm.

                                            “Hee. Heeeee.” Derpy’s arms had become forelegs and her hind legs were more like a pony’s now, making her stance a bit more comfortable. “I don’t care about anything but fucking you anymore. Y-your cock is too good! Turn me into a succupony! I want to be a demon so I don’t have to care about anything but sex anymore!”

                                            >You were the best male! Derpy was fucking the best male! How could she not be happy!

                                            >Her rear was now 100% succupony. Her pussy transforming next. You could feel her winking, periodically squeezing your dick with her pony pussy.

                                            “Yeah!” Dash cheered. “Go! Go! Go!”

                                            >Dash’s cheer filled you with extra endurance. Derpy was fully a succupony now and you railed her as hard as possible, trying to cum as soon as you could.

                                            >Before long, you felt yourself ejaculating, blasting her womb with hot cum. Dash saw cum leaking out of her and cheered.

                                            “Congratulations, Derpy! Great job turning into a succupony!” Dash spun around, flared out her hip and winked.

                                            >Derpy gained a massive boost of bonus EXP, hitting level 70 immediately.

                                            “Haaaaa!” Derpy’s eyes rolled up as she felt the hot cum filling her and leaking down her leg. “You did it? I’m really a succupony forever? Oh, thank you, hero!”

                                            >Derpy turned around to kiss you passionately.

                                            “I don’t have to care about anything but cock anymore!” Derpy panted, excited about it. “And- and I can corrupt other women! I can make all of them submit to your cock!”

                                            >Derpy ducked her head down, hungry, and began to eagerly lick you cock clean.

                                            >With Derpy clearly no longer a threat, Dash regained most of her clarity. She trembled thinking about what she had just done and fell to her knees, blushing with humiliation.

                                            >This was bad!

                                            >You complimented Derpy on how cute her new demon form was, getting a giggle from her.

                                            “This feels great! I want you to rape more girls to show me how amazing you are!” Derpy kissed you on the lips. “Heheheeee. I want to watch you rape Applejack and all the other too! It’d be so cute watching them get violated and dominated… they could be like our slaves, hero! You could be like my champion!”

                                            >Derpy did seem a little different from the other converts. She was bigger and still lv 70 for one. You supposed Rarity had yet to devour her soul and turn her into a slave.

                                            “I want more power, hero!” Derpy drooled looking into your eyes. “I want everyone to be molested and perverted! I want to sit on the world’s face and have their existence reduced to pleasuring me! Queen Derpy! Reigning supreme just because I’m the cutest little thing!”

                                            >Yeah, that sounded like the way Rarity thought.

                                            “Derpy!” Dash called out. “You gotta get a hold of yourself! Fight the influence! If you free me–”

                                            “Oh, I’d never do that.” Derpy turned around. “You’re so much better off like this! It’s like my hero is fucking your entire existence, you know? It’s so cute, cute, cute! You should just be cute and try to be happy being our slave, okay? It’d make me really happy if you were a good slave for my champion.”

                                            >Derpy started to laugh, much to Dash’s humiliation. But then heavy hoofsteps quickly sileneced her.

                                            >Rarity emerged from deeper in the cave with Twilight by her side.

                                            >Derpy yelped and jumped back. She was only lv 70 against Rarity who was far stronger than any ‘normal’ lv 99 would have been. Rarity towered over the new succupony.

                                            “Were you just calling the hero [i]your[/i] champion?” Rarity raised a brow at her.

                                            >Derpy stammered, but you noticed her rear legs shaking and her pussy getting wet. Rarity’s overpowering presence was turning her on.

                                            “You know you can’t possibly compete with me,” said Rarity. “You haven’t been a succupony long enough to understand your instincts, but the way a weak succupony survives and encounter like this is by becoming the slave of a stronger succupony. So go ahead and offer me your soul.”

                                            >Derpy held out for about a second, but her instincts were telling her to submit to her better and she never wanted to deny her desires ever again.

                                            >She scampered off over to rarity and ducked her head down. Rarity slammed her plot down on Derpy and let out a sigh of pleasure as she began to rock her hooves and Derpy began to pleasure her.

                                            >A few second later, Derpy’s legs were flailing about and she was making the most adorable, if muffled, howls of pleasure as Rarity absorbed all of her stats in the most enrapturing orgasm Derpy ever had.

                                            >Once Rarity got what she wanted, she stood up to allow her new slave out.

                                            >Derpy emerged from under her rump at lv 20… a tiny succupony slave.

                                            >Rarity smiled and put a slave collar on her.

                                            “There!” Rarity booped her nose, making Derpy giggle. “Exactly as you should be. Now let’s go help your friends adjust as well.”


                                            “Derpy sent a message saying the succupony was in the next room.” Applejack stood at the entrance. “We go charging in and Dash and Derpy will attack her from behind in the middle of a sentence. You all ready?”

                                            >Applejack got a nod from her group. The scouts confirmed that the succupony was only lv 85 after all. There were a couple higher others but none as high as that. This shouldn’t be too hard.

                                            >Applejack went in first, her flaming sword blazing. The rest of her team fanned out behind her.

                                            >At the far end of the room, as promised was Fluttershy.

                                            >Applejack cringed in disgust. Not only was Fluttershy a massive succupony, but she had seemingly chosen to flood the world with more of her evil kin!

                                            >Her belly was bursting with fertily, swollen up to the point her fur couldn’t cover her entire tummy and Applejack would be surprised if she could even stand! Fluttershy lay on her side where her active womb wouldn’t be a problem.

                                            >THREE succupony fillies were already with her. One suckled greedily at her teats with the hunger of a succupony. A second was on her back, trying to bite Fluttershy’s ear as she flicked it about.

                                            >The third and oldest, managed to stumble closer to the advanturers. It looked up at them with a big smile, held out her forelegs like she wanted a hug.

                                            >Pinkie gasped and ran straight for it, picking up the little foal in a hug.

                                            “Oh, high Pinkie Pie!” Fluttershy called over to her. “Look what I made, aren’t they just the cutest little demons?”

                                            “Oh, yeah!” Pinkie cuddled with the foal, the foal affectionately nuzzling her back. “Daw! She’s so affectionate and cute! These little guys are the best thing ever! What are their names!”

                                            >Pinkie looked over at Fluttershy’s other spawns, acting like she wanted to play with them more than anything.

                                            >Then she remembered their mission.

                                            “Wait… we’re not actually going to kill these adorable little baby ones, are we?” Pinkie looked up at Applejack with worry.

                                            “Pinkie!” Applejack scolded her. “Don’t you know anything about succuponies? When they’re young, they feed off cuddles instead of sex. But the second they hit level twenty they turn into sex-crazed maniacs and try to rape whoever was feeding them up till then. So stop giving it EXP!”

                                            “Eek!” Pinkie dropped the filly in disgust.

                                            >The filly pouted and ran back to her mother.

                                            “It’s okay little one,” Fluttershy soothed her daughter. “You go to the other room with papa, okay? Mommy will take care of them.”

                                            >The little ball of foals all gathered up and Fluttershy scooted them off into the next room.

                                            “Fluttershy!” Applejack scolded. “How dare you?! You realize what those THINGS will do once they’re adults, don’t you?!”

                                            “Of course!” Fluttershy smiled. “They’ll go around raping, molesting and enslaving as many humans as possible. And I’ll be so proud of them! I just want to give birth to as many succuponies as possible and help them get big and strong enough that no one can resist their lust. Being a mother is so satisfying. I can’t believe I nearly denied myself this pleasure.”

                                            “And what about all the morals you always talked about?!” Appljack spit. “You were supposed to be the purest of us all! Your kindness was legendary.”

                                            “And it only took a few hours for me to become a demon anyway.” Fluttershy smiled. “Oh, Applejack. I don’t care about right and wrong anymore. I just want to breed and have sex all the time now. It feels so perfect. You should all join me!”

                                            >Applejack took a step back as Fluttershy stood, her pregnant belly nearly reaching the floor it was so swollen with demon spawn.

                                            >Where the heck was Dash?!

                                            “Well I ain’t arguing with a demon! I’m here to purge you and that’s final!” Applejack brandished her sword. “You could have been the purest human but you chose to become a succupony factory instead! For that, I sentence you to death! Maybe the goddess will forgive you!”

                                            “You’re the one who needs to beg for fogrivness, Applejack.”

                                            >It was Twilight’s voice!

                                            >All four women turned around, surprised. Pinkie jumped forward with the most delight.

                                            “Twilight!” Pinkie bounded forward, smiling ear to ear. “I thought I’d never see you…a… again…?”

                                            >Pinkie stumbled back and fell on her butt as Twilight emerged from behind them – a level 99 succupony!

                                            “Ninety-Nine?!” Trixie screamed. Absolute horror overtook her. “But- that’s not possible. I-“

                                            “That’s right, Trixie.” Twilight smiled slyly. “I’ve become a superior being. We’re not even close to rivals anymore. My power is far beyond what it once was.”

                                            “No.” Pinkie shook her head. “I have to kill Twilight TOO?! No, no!”

                                            “Get ahold of yourselves!” Adrenaline rushed through Applejack’s veins. “The six of us might just be able to take them down still! But you gotta focus!”

                                            >Choosing to lead by action, Applejack charged forward and swung her sword at the fallen Twilgiht, no longer caring for an explanation.

                                            >Twilight took the blow, just to show how powerful she’d become. Even a strike from a holy weapon did only modest damage to her. She returned it with a small arcane blast that sent Applejack skidding across the room.

                                            >Moondancer tried slinging a fireball at Twilight’s but Twilight returned fire with a far superior version of the spell. Moondancer barely survived by creating a mana shield.

                                            >Then Twilight summoned four level eighty skeleton blademasters!

                                            “Necromancy?!” Applejack charged foreward again. “How can you have fallen this far?!”

                                            “She’s so strong…” Trixie muttered under her breath.

                                            >Applejack took down one of the four skeletons, but it took way more strength than she would have liked.

                                            “Dang it! Where’s Rainbow Dash?!” Applejack snarled.

                                            >The crack of a whip answered her. Moondancer fell face down ass up onto the ground next to her and from the other room… came Dash dressed in some lewd costume.

                                            “Sorry,” Dash stretched her whip out. “They got me.”

                                            >Dash cracked he whip again just as Moondancer was trying to get up. By repeating this, she manged to keep her forced into this lewd position by repeatedly spanking her, getting repeated yelps from Moondancer.

                                            “Me too!” Derpy came bounding out happily enough. She was an outright succupony! “And guess who else?”

                                            >And then finally you emerged too, brandishing your cursed gear.

                                            “Look!” Fluttershy came to your side to nuzzle you. “It’s the man who sired my foals! Isn’t he great.”

                                            “Derpy…? The hero…” Pinkie clutched at the ground, tears in her eyes. “They… all of my friends?! I… I can’t do this!”

                                            >Pinkie choked back tears.

                                            “That’s right, Pinkie.” Rarity, the largest succupony of them all, strode out next. “Everyone you care about belongs to me now – Rarity! The succupony goddess! Aren’t you jealous of them!”

                                            >Trixie nearly puked when she saw Rarity’s stats!

                                            “Applejack! All of her stats are over 900! Her magic stat alone is 1800!” Trixie started hyperventilating. “We’re all so pathetically weak compared to her… even my magic stat is only 400! We…”

                                            >Trixie started laughing hysterically. Applejack had to do something, but she was busy holding off the undead Twilight kept summoning.

                                            “Indeed!” Rarity lifted her head, allowing them all to gaze upon her magnificence. “I’m afraid the three of you aren’t even worthy of being my enemies. The only acceptable role for any of you is as my pathetic slaves.”

                                            “Yes!”

                                            >Trixie teleported before Rarity and bowed down low.

                                            “Please!” Rarity begged her. “I swear my loyalty to you! I’ll be your slave! I can’t bear being this weak. I… I need to be strong. I’ll become a succupony! Make me strong like Twilight so that I can serve you, oh great one.”

                                            >Applejack never should have trusted Trixie! Once evil always evil!

                                            >A smile crept over Rarity’s face.

                                            “Oh, but of course, Darling,” said Rarity. “You may prove your loyalty by pleasuring me. Go to my backside and worship my cliterous with your tongue. That will help you mature into a proper succupony.”

                                            “Can’t I prove my loyalty by destroying my friends?” Trixie asked.

                                            “I hardly need your help with that.” Rarity grew impatient.

                                            >Not wanting to get on her new master’s badside, Trixie scampered over to Rarity’s rear end. She looked at that massive, puffy horse pussy and swallowed.

                                            >The things you had to do to become truly powerful!

                                            >Trixie closed her eyes and licked.

                                            >Rarity let out a sigh of relief and sat down, smothering Trixie with her plot.

                                            “There! That’s one down.” Rarity looked over the remaining women, rolling her hips to rub her pussy in Trixie’s face. “That is the proper response a woman should have upon seeing me. Let’s hope the rest of you will be as wise in these… ‘negotiations’.”

                                            >Already, beneath Rarity, Trixie was turning into a succupony as well…

                                            “Pinkie! If we have any chance of getting out of here, you’ll have ot get it together!”

                                            “But Applejack…” Pinkie whined. “I – I can’t lose all of my friends!”

                                            “Oh, Pinkie,” Fluttershy cooed. “You aren’t loosing any of us. We still love you very much.”

                                            “You.” Pinkie sniffed. “You do?”

                                            “Pinkie!”

                                            >Applejack found herself increasingly surrounded by undead.

                                            “Pinkie, darling.” Rarity let out a satisfied sigh as Trixie became more perverted and licked more eagerly. “I never intended to drive a wedge between you all. In fact, I want the five of you to become closer than ever! To become family. My family.”

                                            >Twilight, who’d summoned enough undead to keep Applejack preoccupied, teleported to Fluttershy’s side. The two of them kissed passionately to demonstrate Rarity’s claim. Pinkie blushed but couldn’t refute the claim they cared for one another.

                                            “You have to understand my perspective, darling,” Rarity continue. “Five warriors of light traveling the world spreading morality and slaying monsters? I could hardly have that! I simply had to give all of you… makeovers. Make you over in my image. Replace a source of light with a source of lust. The five of you will become my personal task force, serving my will.”

                                            “You’ll understand everything once you become a succupony,” Fluttershy promised. “It feels so good to pervert the innocent.. and it feels good to be perverted.”

                                            “There’s nothing wrong with this,” Twilight stroked Fluttershy lovingly. “Do any of us succuponies look unhappy? Rarity is doing us all a favor. Uniting us like never before!”

                                            >Pinkie pointed to Rainbow Dash.

                                            “But! Y-you’re being mean to Dashie and… and Applejack!” Pinkei pointed out.

                                            “Because they attacked my family,” said Rarity. “Pinkie, I am a goddess. I need to punish those who defy me. So Dash and Applejack will be humiliated and degraded until they are reformed and perverted. Then they can fulfill their destinies and become succuponies. I will be delighted to accept them as my daughters to that end.”

                                            “Is it really okay to punish everyone who defies you like that?” Pinkie asked.

                                            “That’s what our old goddess did,” Fluttershy reminded her.

                                            “It’s not the same!” Applejack caught a breath, only for more undead to appear. “The Goddess doesn’t molest you! She just lights you on fire for all eternity! You know, the normal thing to do!”

                                            >Pinkie hummed, mulling it over. She wanted to be with her friend so badly!

                                            “You haven’t defied me yet, Pinkie,” Rarity promised her. “I’m willing to assume you only came here to pledge your service to me. Kneel, and you’ll be on my side. The winning side.”

                                            “You’ll be one of us,” Twilight smiled. “You won’t have to fight!”

                                            “Join us, Pinkie.”

                                            >You gave Dash’s leash a tug.

                                            “You can do it, Pinkie!” Dash struck a pose and giggled, before groaning in humiliation.

                                            >Pinkie glanced between the succuponies.

                                            “And… we’ll all be friends again once you’ve turned us all into succuponies?” Pinkie asked Rarity.

                                            “Better than ever.”

                                            “Then…”

                                            “Pinkie! NO!”

                                            >Pinkie took a few steps forward, then kneeled.

                                            “You win, Rarity,” said Pinkie. “If everything I love belongs to you… then I want to belong to you too. I swear my loyalty to you.”

                                            >You decided to make things easier for Pinkie and activated the effect on your sword. The look on the faces of the four women changed immediately.

                                            >Dash quit her grumbling and began rubbing her thighs together, blushing heavily. Moondancer, while technically free from her lewd pose, decided to silently remain there.

                                            >Applejack faltered briefly, taking several blows from the undead. She managed to keep fighting, but was quickly losing.

                                            >Pinkie looked up at you, her face completely red as she panted.

                                            >You told her to take her clothes off.

                                            >Pinkie stood up straight away and began to strip like she couldn’t get naked enough. So NOW she was willing to show you her body. But even after removing her panties and standing before you, she still resisted however slightly by putting her hands over the prize between her legs as she waited.

                                            >You grunted in frustration and pushed Pinkie over, unwilling to wait any longer to get what you wanted from her.

                                            >Pinkie fell on the ground and you quickly got on top of her. Pinkie tried closing her legs only to find you in the way. You forced her legs as far apart as possible before getting ready to enter. Pinkie struggled and wiggled even then, but not nearly enough to push you over or to keep her legs together.

                                            >Her pussy drooled, forcing Pinkie’s butt to be stuck in a puddle of her own juices. That part of her, at least, was on your side and eager to help you turn her into a succupony.

                                            >Her labia provided one last bit of token resistance against your invading cock, but those managed to do little more than pleasure you on your way in.

                                            “Neeeeh!” Pinkie winced underneath you, singing your praise with a moan of pleasure.

                                            >These women were always so reluctant to let you take what you wanted from them. But the second you got past all those walls and got to their pussies, they immediately did a 180 and began to congratulate you with these cute sounds.

                                            >Pinkie hadn’t even made it past one pump before giving in to her urge to express her approval and stopped struggling.

                                            >She really would be better off as a succupony.

                                            >As soon as you began pumping, pony ears appeared on Pinkie and she was howling in approval of you. Instead of struggling, Pinkie wrapped her arms and legs around you, accepting her proper role.

                                            “You know, this is mostly your fault,” Rarity said to her. “The reason he was so sexually frustrated in the first place is because the five of you kept flirting with him but never granted him is right to gratify himself inside of you. How could he have possibly resisted me after you were all so cruel to him.”

                                            “Neeeeeh!” Pinkie screamed but seemed to take Rarity’s scolding to heart. Her flopping breasts were already receeding to be replaced by teats. “H-hero! I’m so sorry! I… I should have been satisfying you the whole time! Y- nnn! You deserve this! I shouldn’t have denied my body to you.”

                                            >Pinkie kissed you repeadely, her face contorting into a muzzle more with each kiss.

                                            “Naaah! Poor hero!” Pinkie clutched to you. “From now on, I’ll make sure you’re always happy! You deserve to pleasure yourself however you want! On whoever you want! Anyone who tries to resist is a meanie!”

                                            >You managed to get inside three of the five of them now, and it felt so satisifying to get off on her body and relieve all that built up sexual frustration. Pinkie had struggled for so long, but now she was just a slut for you to fuck whenever you pleased. It was great! A vast improvement!

                                            >You could feel her hooves on your back now. Pinkie clearly had no aversion to this kind of thing any longer. The look on her face was one of pure lust.

                                            >Your smile was important to her now! Way more important than anyone else’s! If this was the kind of thing that made you happy, then Pinkie was more than glad to go along with it.

                                            “It looks like she’s just about ready to join us.” Twilight licked her lips. “I’ve been creating some ‘interesting’ sex spells to cast! Let’s try one out now, hm?”

                                            >Just as you began to cum inside Pinkie and seal her fate, Twilight cast her spell.

                                            >You shot your load in her, triggering a massive orgasm in Pinkie, who began to clutch onto you for deer life as her screams filled the cave.

                                            >But you didn’t stop cumming! Soon, semen was pouring out of Pinkie’s slit, covering her legs and creating a puddle beneath her. Yet you kept pouring it out.

                                            >Pinkie gagged and a moment later, cum came pouring out of her mouth, covering her face.

                                            >You finally pulled out when Pinkie became a little too cum soaked, but you still had a few more spurts to spend on her.

                                            >The spell seemed to multiple the jizz in midair, allowing you to blanket her in cum. It was like throwing three buckets of cum on her by the time it finished and Pinkie was left a sticky mess, cum still leaking out of her every orifice.

                                            >But she had successfully become a demon.

                                            >She swallowed the semen in her mouth, then began to laugh.

                                            “Hehehe! I was baptize in your cum, Hero!” Pinkie laughed some more! “Oooooh! This feels so nice! That was such a fun idea, Twilight!”

                                            >Pinkie giggled as Twilight and Derpy licked the cum off of her. It felt way too satisfying to turn a woman into one of these tiny succuponies. Maybe Rarity’s corruption had some effect on your mind?

                                            >Not that you’d complain.

                                            “Oh, this feels so nice!” Pinkie smiled wide. “What was I even worried about? We’re all gonna have so much MORE fun together now that we don’t have to worry about what’s ‘right’! Hehehe!”

                                            >Applejack was faltering, but getting close to the end of the undead.

                                            “Applejack!” Pinkie called out to her. She stood up and wiggled her new plot. “You gotta try this! Being a demon is soooooo nice! You get to be naked and not even care! I bet if you pathetically beg Rarity enough she’ll forgive you for defying her. Then we can be friends again!”

                                            “I!” Applejack panted. “I ain’t giving in! I’ll get at least one of you.”

                                            >Applejack dispatched the last undead monster before turning to charge at them.

                                            >Rarity merely raised a hoof and flicked it in Applejack’s direction. The resulting torrent of dark energy was enough to slam Applejack onto the wall and leave her too condcussed to fight back.

                                            “I’ve had enough of your foolishness,” said Rarity. “I am the one in charge here and you’ve no choice but to respect me. Now. Let’s get you two ready for our negotiations.”

                                            >Rarity cast the unequip spell.

                                            >Moondancer and Applejack’s armor were all blown off in a second, leaving them as nude as the succuponies.

                                            “Much better.” Rarity sighed. “On your knees, ladies.”

                                            >A terrified Moondancer got on her knees right away. She didn’t want to admti it, but with the help of your sword she was getting turned on by Rarity’s show of dominance.

                                            >Applejack still refused, stumbling she tried to stand back up, reaching for her sword.

                                            “I don’t think we can win, Applejack!” Moondancer stayed firmly on her knees, hoping for any mercy she could find at this point. “Our only choice is to negotiate with her!”

                                            “Well, Applejack?” Rarity smugged.

                                            >Applejack grumbled, but there was no helping it at this point. The two remaining women were completely at Rarity’s mercy. Talking her way out of this was the only glimmer of hope.”

                                            “Yes, I can tell this is a lot of adjusting for you. You live in a matriarchal society where women are in control. However, in my new world women will be… a bit more like cattle, I suppose. Canterlot will be converted into my own personal sex dungeon. That much is not open for negotiation. Your role in this is only to make my transition to power as smooth and efficient as possible.”

                                            >Moondancer swallowed hard. She was a noble from Canterlot. This meant she’d be the one putting Rarity in charge of the city.

                                            >But if she defied, Rarity would only do the same by force. There was no one who could challenge her at present and she’d only be getting stronger!

                                            “I’ll talk to the other nobles about putting the city under your control,” said Moondancer. “How long do we have to prepare for your arrival, ma’am?”

                                            “Oh, I’m not unreasonable.” Rarity giggled. “I have a few things to take care of here first. I’ll grant you four months to make things ready for me. I trust there will be no resistance by then, hm?”

                                            “It would be pointless.” Moondancer admitted with a bow.

                                            “Well said! Though of course I won’t be satisfied with one tiny city. I think we can all agree that your nation will be better off with me in charge after this pitiful display of yours?”

                                            >Rarity looked to her daughters who all cheered the idea enthusiastically.

                                            “So I’ll likely declare myself your new queen sometime within the next year. It might be easier for youto start thinking of yourself as my subject now. In fact, I insist you start calling me ‘your majesty’you’re your own sake. Human leaders will be quickly phased out until only succuponies hold any power. I trust you’ve no objections to this plan, my faithful subject.”

                                            “I…. have no ability to object to you… your majesty.”

                                            “Wahahaha!” Rarity laughed in elation. “don’t look so distraught! I will make your kingdom more magnificent than ever! For phase three will be integrating every other nation on the planet into my new empire. And I have the most wonderful plan to do so.”

                                            >Rarity rubbed her belly and gave you a loving look.

                                            “I’m proud to announce that I am currently bearing the hero’s foal,” said Rarity. “Though unlike Fluttershy, I’m focusing on quality over quantity so it will still take nine more months to give birth. Now then, there are 47 nations, so I plan to have 47 daughters – one to rule over each of them. And they’ll each get to dominate and conquer their future holdings themselves, meaning a slow transition to total succupony hegemony. That way every time I give birth it will herald the doom of another nation’s independence. Isn’t that a lovely plan?”

                                            >Moondancer gulped. It seemed the succuponies wouldn’t be satisfied until the whole world was subjugated. Could she really allow that to happen?

                                            “And we’re working on a special spell!” Twilight added.

                                            “Ah, yes.” Rarity nodded and smiled. “You see, it’s hard being an all-female race. I don’t think it’s fair that men are attracted to women but not to succuponies. It should be the other way around. So we have a spell that will replace your male’s attraction to you with attraction to succuponies. They will lust exclusively after us, seeing women as no more attractive than a dog.”

                                            “You’ll be considered unfuckable soon enough!” Twilight licked her lips. “Isn’t that so hot? Pretty soon, no one will ever understand how women were ever seen as sexy! Though us succuponies will likely molest you anyway, so you’re welcome.”

                                            “And of course, once men can only get off by cumming inside of us,” Rarity licked her lips. “Well we won’t have any trouble having out darling foals get the levels they crave, will we? But that’s some time in the future! I likely won’t phase women out, essentially replacing the females of your species with succuponies, for years to come. But know that you cattle are on your way out.”

                                            >Moondancer simply bowed her head with another ‘yes ma’am’. This was insane! But all she could do was try to buy time. Maybe if she got out of her she could think of something.

                                            “Of course, in exchange for this generosity, I’ll be taking the hundred women you’ve brought here as my slaves,” said Rarity. “Some will become succuponies, others mere beasts of burden. I trust you accept.”

                                            >What choice was there? Rarity would take them either way! Moondancer had no choice. It wasn’t even a sacrifice, just a slaughter.

                                            “Of course, you’re majesty,” Moondancer’s voice trembled. “Thank you.”

                                            “Like heck!” Applejack stood up indignant. She didn’t get back down even when Moondancer hissed at her. “I ain’t letting you take those soldiers! I’d rather fight to the end than see all that come to pass!”

                                            “Tsk!” Rarity scoffed. “Oh, Applejack. You’ll help me create that world with enthusiasm. But I think you’ve just earned yourself a round of punishment. It’s for your own good, I assure you.”


                                            >Rarity floated Applejacks equipment into the air. Her corrupting influence seeped into it and they became instruments of perversion.

                                            >Her armor coalesced into a single necklace and her sword into a ring. At the sight of them, Twilight licked her lips and looked at Rarity. Getting a nod, she ran off all kinds of excited.

                                            >Rarity shoved Applejack over and put the two pieces of cursed equipment on her.

                                            “This necklace will grant you unlimited sexual endurance. You’ll be able to have sex and orgasm non-stop indefinitely, with only breaks for food and sleep,” Rarity explained. “And this ring will give you hair trigger orgasms. Anyone will be able to make you cum in seconds.”

                                            >Applejack still didn’t see where this was going, merely looking on in total confusion.

                                            >Twilight came bounding back with a pair of green panties.

                                            “And here’s something of my own creation!” Twilight presented them to Rarity. “Finally! I get to live out one of my perverse ideas!”

                                            >Twilight bounced up and down on her hooves as Rarity forced them onto a struggling Applejack. Once they were firmly in place, Rarity let Applejack go.

                                            >Applejack sat up briefly confused, then the panties did their thing. They transformed into a mass of tentacles wrapped around her.

                                            “What the?!” Applejack gasped in horror, feeling them caressing about her, searching for her orafaces.

                                            “Surprise!” Twilight smiled wide. “It’s a tentacle bikini!”

                                            >Applejack struggled to grab them but they were slippery and wouldn’t come off. One soon found her pussy and forced its way in. Thanks to the ring, that alone brought Applejack on edge of an orgasm. Another slide into the back door a second later and soon both were pumping away.

                                            >Applejack had to put all of her focus on keeping her orgasm at bay. She couldn’t even fight against them as the tentacles spread upwards.

                                            “These will make sure you have non-stop orgasms for days and days,” Rarity explained. “Being enraptured like this for a few days should begin to make you see the glory of lust!”

                                            >The tentacles grew until they reached her breast. The cupped around them and began fondling her. Applejack held her breath to keep from moaning.

                                            “Don’t worry!” Twilight sat down and began masturbating at a job well done. “It will jizz in your mouth to feed you. You’ll get all the nutrition you need from that.”

                                            >Twilight looked around to see Derpy masturbating at the sight as well. She quickly grabbed the smaller succupony and shoved her Derpy’s between her hind legs. A moment later, she let out a sigh of relief as her junior began to pleasure her.

                                            “Every orgasm is an act of worship to Goddess Rarity,” said Fluttershy. “Go on, worship your new goddess! Let it all out. You’ll feel so much better.”

                                            >The tentacles latched onto her nipples and began suckling. Two more grabbed her arms and tied them behind her. Applejack now looked as though she were wearing a leotard made of wiggling tentacles.

                                            >Despite all her will, she couldn’t take it anymore!

                                            >Rapture consumed her, radiating out from her pussy and Applejack had the most intense orgasm of her life. Just like that all her years of paladin training and discipline gave way to her mewling and moaning on the floor like any other woman.

                                            >The succuponies all cheered her on as Twilight drew near her own orgasm.

                                            >And just as the first subsided, a second orgasm already overtook Applejack. Soon a third followed and a fourth. She knew there was no end to them, but already she could barely think. It took everything she could to keep her mind from melting into absolute bliss.

                                            >The tentacles only began to fuck her harder.

                                            >A tentacle shoved itself into her mouth squirting something near-identical to jizz into her. That would keep her hydrated and nourished for all the intense cumming she had to do herself.

                                            >And all Applejack could do was kick her legs about in the air, unable to close them even slightly with that mass down below.

                                            “There!” Rarity smiled, satisfied at the sight. “Applejack will stay here until she’s been reformed, of course. She’s learning a valuable lesson about what really matters in life. She now knows what heaven is truly like – far beyond anything your false goddess could have offered her. And despite her best efforts not to enjoy this, she will.. more than anything she ever had before.”

                                            >Already Applejack had seemed to have left her life as a paladin behind to instead sing Rarity’s praises as unlimited pleasure overtook her.

                                            “Can I have the next turn?” Pinkie bit her lip watching the affair.


                                            >Moondancer marched outside, trembling from the encounter and completely nude. Her legendary staff was a dildo now. Her gear had been turned into a piece of cursed lust equipment for the fallen hero. Rarity was more powerful than the demon lord now and the team that had defeated him was firmly under her control… soon all of them would be succuponies radically loyal to her.

                                            >And it was about to get worse.

                                            >As she stepped back outside, Twilight teleported out ahead, casting a bondage spell. Ropes appeared around most of the soldiers outside, tieing them up snuggly. The ones who resisted it tried attacking or running away but they were no match for Twilight.

                                            >Rarity came out next, casting a mass-orgasm spell. All the women came at the same time, a chorus of sighs sounding in praise of Rarity. Those who nearly got away stumbled and were soon tied up by more targets bondage spells.

                                            >They didn’t stand a chance and soon they’d be an army of succuponies and bunny girl in Rarity’s service. This small, elite force had been converted for Rarity’s purposes as well.

                                            “Thank you for all the gifts you brought me today,” said Rarity. “You’ve been generous and I look forward to taking much, much more from you in the future. If you have any hard feelings, feel free to masturbate thinking of how badly I dominated you today. There’s nothing wrong with embracing submission and it will make you feel much better.”

                                            >Moondancer bowed her head and walked out into the forge. Rarity cast a silence spell on her so she’d have to walk back barefoot and nude.

                                            >Worse, she insisted on giving a ‘gift’ of a bangle on Moondancer’s wrist. It’d compel Moondancer to stop and masturbate every two hours. It could also summon dildos, so there was that.

                                            >Rarity assured Moondancer the artifact would make her life much better, but it meant it would take days to get back to civilization and she might be compelled to pleasure herself the moment she got back.

                                            >Was there anyone left that could even stand up to her?

                                            >Princess Cadance was only lv 85. Twilight would curbstomp her. There wasn’t anyone in Equestria over level 80 and not loyal to Rarity at this point. And barely any existed outside the border.

                                            >Moondancer almost felt as though she’d be better off as a succupony. If Cadence couldn’t think of an idea then they really were at Rarity’s mercy from now on.


                                            Some time later...


                                            >Another one of the tentacled horror bears fell. Dash jumped into the air, kicking her butt. She landed, thrust her hip out and winked at you.

                                            “Good job, master!” Dash giggled.

                                            >You got a 120% EXP bonus from her cheer, bringing you to level 85. That was the optimum level to get to before going back to the succuponies. Thanks to Dash, you were leveling up far faster than ever before! Her high level bunny girl powers really were OP for helping someone level up.

                                            >You gave Dash a slap on the butt and thanked her for helping the succuponies get stronger. Dash blushed and straightened up.

                                            >Your sword gave the target a new fetish when you hit them and Dash had a spanking fetish now. She had little choice but to get off on that slap and would get wet if you did it again.

                                            >Dash didn’t complain as she secretly hoped you spank her a second time. Instead she stood in the perfect position for you to hit her again.

                                            >When you didn’t, she let out a sigh of frustration and glared at you.

                                            “You realize that you betrayed us, right?”

                                            >You pointed out that all your other friends seemed to be enjoying themselves. So would Dash once she matured into a succupony.

                                            “And how long have you seen women as immature succuponies, huh?” Dash asked. “Rarity is screwing with your mind, too!”

                                            >You didn’t really mind any changes to your mind that might have happened. Though talking about screwing with minds, Dash reminded you of something.

                                            >It’d been one week since you gave her that spanking fetish so it was time for a new one. You were nice, so you’d give her a choice. She could have a bunny girl fetish and get off on her new role instead of being humiliated by it. Or she could have a transformation fetish and get off on seeing women turn into succuponies instead of being horrified.

                                            >Either one would massively improve her life, was the moral here.

                                            >Dash puffed out her cheeks and glared at you, not wanting to participate. Then you promised you’d spank her with the sword if she picked and her gave trended downward.

                                            “The… TF fetish,” Dash muttered.

                                            >She bent over a little too quickly and eagerly for it to be any kind of protest. You pulled you sword back and smack the broad side hard against her booty.

                                            >Dash yelped with a pleasurable kind of pain as the corrupting magic flooded her. Her eyes briefly glowed pink with little hearts appearing in them.

                                            Dash has obtained a transformation fetish

                                            Dash’s libido has increased by 20%

                                            “What?!” Dash stood up, forgetting her momentary satisfaction. “Last time it was only 4%! It caps out eventually, right? Right?!”

                                            >You figured it was a critical hit. You laugh and gave Dash another slap on the butt, making her eep and straighten up. It was even MORE satisfying and hot now that her libido had expanded!

                                            >You put one arm around Dash and pulled her close. You pressed your lips against hers. She tensed up in staunch defiance but then you started repeatedly hitting her rump with your remaining hand.

                                            >Dash let out a cute ‘eep’ or ‘nn’ each time and quickly her resistance faded. Before long, she gave in to her womanhood and kissed back, putting her arms around you.

                                            >Women were all the same, you decided. They wanted you to dominate them so they could submit like this.

                                            >You pushed Dash away, leaving her dejected and horny. You said it was time for them to go stimulate her transformation fetish next. You had plenty of women to turn into horses back home.


                                            >You returned home to be greeted in the usually way. Three succuponies immediately tackled you to the ground and climbed on top of you. Derpy, Pinkie Pie and Trixie were all dry-humping you as they desperately wiggled about trying to be the one to get your cock inside them.

                                            >You missed Twilight and Fluttershy taking part in this game, but they were all grown up now in a sense. They no longer had the same desperate hunger for levels. Helping the succuponies become big and too much for any human to resist was incredibly satisfying, though. You wanted to get these three to lv 99 too.

                                            >Derpy and Pinkie were both back to lv 70 and Trixie only lv 40. So you’d still get to enjoy these three for some time. And by then you’d have more succuponies trying to drain your levels anyway. Rarity already had seven more in line, as you’d been making a new one each day so far.

                                            “Me! Me! Me!” Pinkie panted. She got her pussy just inches away from your cock. “Pick me! Pick me!”

                                            >Before she could take her seat, Derpy shoved Pinkie’s pussy away from your cock with her plot.

                                            “You like me best!” Derpy desperately tried to wrestle her own slit into position. “Give me your levels instead! Please, please!”

                                            “No! It’s my turn!” Trixe, being the smallest of the three, had little success fighting them. “I need to level up so I can serve mistress Rarity! I was promised power!”

                                            >You decided Derpy made the best case. You pushed Pinkie aside, allowing and ecstatic Derpy to victoriously slam her rump down on your crotched. She began humping for real now, greedily trying to drain your levels.

                                            >Trixie grumbled and tried looking around for someone else to have sex with to make her feel better. She’d have to wait her turn to obtain power.

                                            >Pinkie merely giggled and bounced off. She came back with a strap-on and went up on her hind legs to show it to Dash.

                                            “Check it out!” Pinkie waggled it around. “This used to be the goddess stone! Now it serves mistress Rarity just like me! If it makes a woman cum, she matures into a succupony! Isn’t that neat?”

                                            “No!” Dash grumbled. She blushed and turned away.

                                            >Yet thinking about women turning into succuponies…

                                            “Hehehe!” Pinkie giggled madly. “I can smell a certain Dashie getting turned on by this now! Did you get corrupted enough to fetishize it? Think about it, Dashie! A strong, independent woman with all sorts of will being twisted into a tiny little succupony! Isn’t that hot?”

                                            >Dash got only wetter listening to Pinkie, but refused to respond.

                                            >Pinkie giggled again. She quickly darted her head forward and planted a kiss right between Dash’s legs before bounding off. Dash put her hands over the spot, feeling violated.

                                            “Hey!”

                                            “Come on!” Pinkie wiggled her plot at Dash. “Mistress Rarity wants you to sit next to her while I do this!”

                                            >Dash followed, knowing she had no choice.

                                            >She sat down next to the massive succupony goddess, the size of an actual horse, who smiled imperiously down at her.

                                            “I’m glad to see you’ve gained another fetish and taken a step towards completion,” said Rarity. “Pinkie, bring out Flitter, if you don’t mind. We’ll be transforming her today.”

                                            >Pinkie licked her lips and one of the captured slaves, Flitter, was brought out. She got down on all fours and was locked into their little transformation alter.

                                            >Dash’s heart skipped a beat. She’d seen this before, watching in horror as women were transformed into succuponies. But this time…

                                            >Flitter should have been one of the last people Dash wanted transformed but something about this was… so hot!

                                            >Dash put her hands between her legs.

                                            >Pinkie Pie mounted the nude Flitter and licked her lips wiggling the dildo against her labia, getting ready to penetrate.

                                            >Rarity grabbed Dash’s hand with her magic and forced Dash to move it up and down, stimulating Dash’s already sopping wet pussy.

                                            “There’s nothing wrong with enjoying the show, Rainbow Dash,” said Rarity. “It’s what I brought you here to do. You’ve earned it for serving me so faithfully. So why not masturbate while you watch your friend be converted into my slave? Hm?”

                                            >Pinkie thrust her hips forward. Flitter gasped and her ears transformed right then!

                                            >And it was so hot! Seeing her transforming! Thinking about how horrible this was supposed to be!

                                            >Pinkie started pounding away, accelerating the transformation. Dash panted, feeling like she might as well be getting fucked too!

                                            “You’ll feel so much better.” Rarity offered Dash a dildo.

                                            >Dash… she couldn’t take it anymore! She’d been too worked up by everything that happened to her so maybe it’d be okay if…

                                            >Dash grabbed the dildo and pulled her leotard aside. She slid it in and began pumping it in and out at the same rhythme that Pinkie fucked Flitter with. She rubbed her clit with the remaining hand.

                                            >It felt so good! Rarity was right! It was such a relief to just stop caring and get off!

                                            >Soon, Flitter was a succupony beneath Pinkie. But Dash knew it wouldn’t be permanent until…

                                            “Aaaaaah!” Flitter howled in orgasm, sealing her fate. She’d become nothing more than another demon in Rarity’s service.

                                            >And it was so hot! It send Dash over the edge and she orgasmed too.

                                            >Rarity, the biggest winner her, let out another sigh of satisfaction. It felt good expanding her kind and way of thinking both.