I never really understood this place, it made no sense to me. Why would the princesses fund a place like this? Well lets think, they'ev been alive for centuries and have been through all kinds of situations in life that called for different choices to be made. I can understand that it can get stressful, but why would need a place like this? Earlier in there rule they might have come to an agreement that some measures had to be taken. I wonder how desprate they got? when it came to making those choices...ponies here die regularly but the princesses wouldn't want there subjects to know. I wonder what its like, to be lied to like that, not being aware of the world around you. My organization once had a small idea...and idea that tested the limits of our loyalty. If it would ever come to it...would we kill the goddesses to protect ourselves? A small groups of us met in a secluded area, we talked and conversed but honestly it felt as if we were just joking about the whole thing. You don't make plans to kill a goddess...you get lucky. How would you even start to plan something like that...although, every immortal has a weakness...hah, just a pipe dream, nothing more.

I returned from the from my visit to the 'Side Show'. It was strange but there was no time to dwell on it, well, at least not in there. Later that night I returned to my cell. Butter was waiting for me. Her messy brown mane covered her left eye and revealed only a blood shot right eye. She looked as if she had been crying. She trembled slightly before talking,"Silver...i've been thinking...," Butter rasped softly as she stepped closer,"I'm tired of trying to hide it...fuck, what i'm trying to say...forget about it."

"Butter...what is it...,"I asked rasing my eyebrow at the teal mare.

"Nothing...," Butter rasped, quickly turning around.

That is not acceptable. I threw Butter to the ground and chocked her. She laid there and accepted her punishment. She coughed and hacked but she never once lifted a hoof to stop me. Her eyes teared up as I gradually added more pressure. Haha, yes this feels great, I love this...but she...

"Even like this...your even beautiful when your helpless...so...so...," I released my grip, slowly she stood back on all fours and stead at the ground,"You can sleep now..."

She made her way to the latter but before she began to accend she turned to me,"Thanks...for not killing me. I don't deserve to live but you keep me here, truth is i'm scared. I don't want to die Silver, if I do...I want you to do it, you deserve to kill me. The way I treated you, you killed them but...shit...i'm just trying to say...i'm yours."

"...We'll see about that...," I watched as she continued her way to bed. I never thought she would say that or even submit to me like that. I don't know what I felt for Butter or why...but I liked it...its hard to admit...to say, but I think i'm...falling for her. I know that its stupid, it wasn't the first time i've fallen for a mare but its also another mare here that I feel...strange about. A good strange, the kind of strange feeling that draws you closer to something. The mares around me were all slowly becoming dependent on me, on my affection. I have heard of beings controlling ponies and creatures through love, but this is different, its so much stronger. It was at this moment, this random moment that for some unspeakable reason, I couldn't stop thinking about Octavia. I never realized how beautiful she was, how elegant, classy...she was a ware ponie, but something about her. I hated her...but. I felt like this with Butter...Cutter probally feels that way about me. Whats happening?

Maybe your in heat? Hahah nah, your just...lusting...

What does that mean? Why am I...why is every pony changing?

There will come a time were all you will have is the ponies you trust the most. You need loyal soildiers. Ponies that will love you, truely love you, ponies that will die for you, kill for for you...you can indoctrinate anyone you see fit. I must warn you Silver..it only works if you and the pony your infected have had some kind of...connection...

Connection...Butter?

I guess she actually liked you...just didn't know how to express it...

Lion?

She addores power and domination...you had her from the start...

Cutter...?

Thats something that goes far back...we'll talk about that later...

Don't tell me that I love Octavia...?! I don't think I do...

No...you don't...but I know what you want. I can feel your mind working it out...I know you can't see it but trust me, you want to give Octavia a little...nudge...

What about...

Vinyle?! What about her?! Why do you think Octavias on your mind...?!

I heard her...she said what I was thinking...I realized what I wanted to do. It isn't that I love Octavia, maybe I admire her, respect her...physical qualities, but nothing more. Vinyle was something I had already tasted...she left a bad taste in my mouth. Octavia however, was still on the menu...question is, how...?

...Luna, if she can do it...you can too...

OCTAVIA'S ROOM

The first time I used this power of mine was to create Luna or at least a double. This time however, I was transporting a piece of my mind to another ponies head. It took a few trails, my eyes even started to bleed but I was projecting myself within Octavias room. She actually looked adorable as she slept, I hated this pony...maybe if we met under different circumstances...

Sliver...focus...

Right, sorry but you understand don't you?

Unfortunately I do...please just get it over with...

Alright, for this to work I had to get into her mind, that's the only way this will work. I wonder what's in there...?

My ghostly form seeped into her skull, I poured over Octavia like a glass of milk. As I passed through the gray pony I could feel her soft murmurs, her smooth pristine coat. I entered her mind, passing through memories and experiences even awkward situations. Finally, I entered a familiar clearing, the space was a cream gray color, a small ball of fur lay balled up in the center of the space. Childhood memories raced by, while more intiment ones stayed still, I wasn't surprised to see Vinyle in them. The sleeping form rose and stretched, she resembled Octavia but she was harrier, her eyes were golden yellow. Well...this wasn't what I was expectingt...The ware pony scanned the gray space around her and slowly locked eyes with me.

"Finally, some pony new to play with. Octavia's alright but all she wants to do lately is roll over or play fetch..." The ware pony trotted quickly to me. She sniffed me and inspected my pressence, her tail wagged in approval." I can tell your a trouble maker, I can smell it. You must be Silver huh?"

"Yes, yes I'm Silver. She must have told you about me then, I sure it was all bad."

"Yes! She despises you, in fact I do too! I feel like I should dismember you but I'm in a good mood! How would you like to die very peacefully? That's fair right!?"

"Just wait a second, no need to get ahead ourselves," I backed away only t be followed closely by the guard pony," I'm sure we can come to an agreement...!"

"Prepare for death!" The were pony got into a defensive stance, her plot high in the air and her head low," I will, ha, I'm gonna haha oh dammit I can't do this anymore....calm down pony I'm just fucking with ya!"

The were pony started to laugh and rolled over laughing as I stared in disbelief," I thought...don't you hate me?

"Huh? I don't know, maybe....look I'm just screwing with ya. No need to get all nervous. Now let's get one thing straight, Octavia is teaching me those tricks, just not the way you think. Get this shit she trying to get me interested in playing the cello. What a lame ass instrument. I would snap all the cords anyway, now a triangle I can do!"

Your not serious, this is her inner beast? The monster within?,"She's trying to tame you, make you conform? That's...so stupid."

"I knew you'd understand! I mean your a scumbag and all but you get my pain yeah!?" She licked my cheek and smiled with her sharp teeth," you can stay until she wakes up but if you try and hurt her...I'll kill you"

"I thought you didn't like her?" I asked, I was confused at her cheery look on things.

"Don't get me wrong, she's a stickler sometimes. But I love her, she's making this conform thing awful but at least I got to try some ballerina dancing. its not as bad as it sounds haha it's worse, but I find it...calmng, yeah?"

"Rest assured, I'm not here to hurt her. In fact she might actually enjoy this." I said smiling warmly. Weird, I was actually happy about that statement.

"Hmmm, you don't seem like the kind of pony to be trusted...What do you mean she might enjoy this?"

"I'm going to...well i'll be blunt. I'm going to have sex with Octavia, simply as that...is that ok with you...?"

"What?" the ware pony looked confused. I wonder why she couldn't fathom...oh, hah, of course she couldn't understand. the ware pony stammered a bit more as she gatthered her thoughts," I don't really understand...you don't like her...she doesn't like you. Wouldn't that be rape? And raping is bad, and it hurts...No! I'm not ok with that...jeez you are a bitch!" The were pony growled.

"I'm not going to force her to have sex with me...she will decide on her own...I know it sounds weird but she will..." the were pony stopped growling, she relaxed. She sat on her haunches and stared at me with her meanicing golden eyes.

"Theres no way she'd say yes to you. Why her...why not...Vinyle or...or me?" She flinched as she included herself.

"Me an Vinyle are done. Ocatavia, I just want to have a little fun. If you want to join in, by all means don't be shy..." I said smiling warmly again...the smile was contagious. I felt an inkling of a smile creep up on the hardened were mare.

"I don't know shit about that idea, besides, i've wanted Ocatvia to find her a nice were stallion. Thats never going to happen...Anyway how the hell would that work anyway, outside her mind I don't exist. Theres no way for me to do that...and there shouldn't be a way you could..." The were ponies nose started to twitch.

"I have my ways, I know theres a way you can call her in here, inturupt a dream or something." The twitching continued as the ware pony stared at me, no, past me.

"It's you! You stay away...!" The were pony jumped over me.

"Calm down mut! I'm not here to hurt your mare..."

"You two have met..." The other Silver, I guess, was just then materializing behind me.

"I should have known, your only here to use her...I knew I couldn't trust you!" the ware mare bared her teeth at the other Silver.

"Leave!" I screamed, both ponies turned to me quickly as I yelled again,"Leave now! I can handle this myself!"

"I...yes, how foolish of me..." The other Silver sadly and reluctantly left.

The were pony started a low growl,"You, I can't beleive you would be with her...I thought maybe it was just chance...Octys going to be pissed..."

"Call her..."

"Hell no, screw yourself and get out!"

"I'm not going to hurt her! Here...," I put her clawed hoof to my neck, the slight graze nearly opened my neck wide open," You can rip my head off right now...I don't know if i'll die but it'll hurt. If you think it best, kill me right now!" the were pony searched my eyes, she tightened her grip for a second.

"Alright," the were pony let go," I'll call her, but the first sign of my Octy in trouble an i'll kill you..." She walked futher into the creamy gray clearing," Octyyyyy come on out! I got a visitor here for ya!"

A door appered, it opened. Out came the gray pony, bowing at an applause that seemed to drag on the longer she stayed in the door."Thank you all, please come again tomorrow...," Even in her dreams she seems to be a success,"...This had better be good, I was really enjoying that one...the last one wasn't so..." As Octavia spotted me her eyes went wide and her mouth fell open. I began to trot over to the shocked pony.

"Sorry Octy, she just kinda showed up ya know," The ware said as her tail seem to lay slack on the ground.

"Why...why...you didn't attack her!? What kind of guard pony are you!? I thought we had this talk!?" Octavia shouted at the whimpering were pony, unaware of my proximity.

"Octavia...?"

"Wha...wow, thats the first time I heard you say my name. 'Sigh' Why are you here? What do you want?"

"I'm...I can't take this anymore...I've been paitent enough...," I licked my lips...my loins started to...ahhh dammit...

"What are talking about..." Octavia started, by the time she tried to utter another word it was to late. I held her tight as my kiss overpowered her, she sqirmed and kicked. But a worked in my kiss, passionate, rough, I wrestled my tongue with hers. I felt her teeth preparing to clamp down but I was able to subdue her and ease her body more. Octavia drew blood from me at that point, fortunately, I stopped it from being even messier. The ware pony was confused and unsure how to react, she stayed back waiting for a clear signal to strike...

I realeased her from the kiss and stared into her purple eyes,"I...don't know why...this is stupid, so very stupid..."

"Get away....Get away from me! Now!" The were pony began to growl, as Octavia yelled.

"You don't have to admit it...just don't lie to me. Tell me it was terrible, tell me you hated it..." I stroked her black mane.

"Your sick! You...your nothing but a...Just leave!" Octavia struggled against me.

"Tell me...tell me you don't want more..." I asked here, digging deep into her eyes with my own.

"I...I, No...no, I love Vinyl, I love her...please, just leave us alone," Octavia angrily jerked away from my grip," Just stop it! Its over between you two, just stop it! I'll never...I don't...I can't!" She puched me in the face, my jaw pooped.

The were pony backed away, unsure if she really was needed,"I know...You hate me Octavia...and Vinly wants nothing to do with me. I've treated you so badly," I trotted over to the gray pony, she pleaded with her eyes, trembling, I could smell her. She was wet, breathing heavily, she was scared...and...she wanted more.

"No! I...this doesn't make since, I don't...why?! Please Silver don't do this, i'm begging you! " Octavia fell into my arms unwillingly.

"I know after this you'll never forgive me...but just enjoy it for now...I promise you'll feel great, I promise..." I started to caress the whimpering Octavias mane.

"Octy...Octy should I...what should I do...," the were pony asked," Octy!?"

"Just...I...I don't know...I can't resist anymore..." Octavia rose to meet my face, her head rested against mine. Her energy seemed saped by my presence,"Your...a monster..." She kissed me lovingly, returning the the favor. I could feel her shame, her betrayal, I felt awful, but not as much as I fellt in control. "*pant* *pant* Are you...are you going to...use me?" Octavia asked after breaking the kiss.

"Yes."

"Will I let you...?"

"Yes."

"But...I don't..."

"You do, and you will...now relax..." I said as my hoof slid under her, gently toching her underside," When you wake up...it'll feel as if I was in the bed with you...and you'll want more..."

She yelped as I began to rub her, I grazed her lower lips with my hoof while whispering in her ear. My words ran in circles around her ears, sinking deep down into her mind. Her body trembled as she adjusted herself on my hoof, grinding shamefully against me,"I can't...I can't do this...why am I...ahhhhaa! What did you do to me...?" Octavia asked trailing off as she focused on rubbing against me.

"Honestly...," I started licking her neck and biting her neck,"...I mearly gave you incentive, this is what you want. Maybe you didn't truely have me in mind but sometimes desires suffer from being too basic..."

Octavia stopped grinding...she looked up at me. Her eyes strained to stay locked on to me and nothing else,"I would never desire you...you can't do this, if I don't want it..." Octavia struggled to stand on her own as the were pony behind her made sure she didn't fall,"Leave...go away!"

"You heard her, beat it!" the were mare growled loudly, baring her teeth at me.

"Octavia..."

"I said...I said go!"

"Octavia...don't deny it...stop fighting what you want..."

"You...your a liar, a pompous...ahhha, you have know idea what I want."

"Hey Octy, stop talking to her you only...," The were pony was caught off guard as Octavia started to rub her nethers,"Um...Octy, you gotta stop that...really!"

"Ahhhhaaaa...Its ok, hahaaaaahha! She thinks I need her...I don't, I can do this myself...!" Octavia dropped to the ground writhing in her struggle to have an orgasm. She tried as hard as she could but there was a hold I had over her...Octavia sobbed as she worked her body to the bone. "No...I...Silver...I...."

"Dammit Octy!"

"Why don't you stop her....to unessacerry, not strong enough...you seem to be sweating, are you ok little were mare?" She was aware of the contact that I made with Octavia instantly turned her into a dependent slave. The were pony could resist longer but my curse was working its magic.

"You...your good, i'll give you that. Urgh! Didn't think you were actually going to be this troublesome, should of....ahhha, should of thought less about playing and...more about...ah!"

"Octavia...what is it that you want...?"

"I...I want something..."

"Something? Something what? Where?"

"Something wet....ahhhha, I want it to slide inside me..."

"Octavia, your a smart pony...be more specific, use your words. Tell me everything"

"Silver...I want you to stick your tongue in me! I want it so bad! I want you to taste me, Silver! Please! Please Silver...f-f-fuck...m-m-me..." Octavia fell to the ground defeated and sobbing, silently begging and pleading me to please her. This was more than I wanted haha, we might not be phiscally interacting, but we are definatly interacting non the less. Octavia grabbed my hoof and and nuzzled me, still begging,"Dammit! Dammit! It hurts, I need to cum...please. What more do you want...haven't you embarrased me enough?"

"Beg...."

"W-what?"

"I want you to beg...beg me to lick your disgusting snatch, beg me!"

"I-I will not!" octavia steadly rose," I will not degrade myself any longer!"

"Beg me...give in...."

"I-i-i...no, I don't need this..."

"Lay on your back..."

"Hahaha this is pretty hot...Octy you gotta do it, I think i'm getting close...." The were pony had been rubbing herself for the period of time I was subdueing Octavia," Ahhha damn, maybe we could just enjoy this for a little bit Octy..."

"Well then, looks like I got a fan...Octavia, on your back...beg for me and i'll give you what you want...I promise," I poked her mare hood slowly, like it was a button.

"Ahhhahh....Y-you promise?"

"Of course...no more teasing, no more waiting..."

"No, I...dammit"

Octavia gave in. I could tell that the battle she was waging inside of her head was finally a losing effort. She compied and slowly layed down on the creamy grey terrain. The were pony grew even more excited and picked up the pace, rubbing herself even harder. Octavia exposed herself to me and began to beg as she pouted and whined for attention.

"P-p-pleeeese, pleeeese please please...lick me, do anything please. I want you to make me cum...I want you to make me feel good."

"Octavia...my my your soaked...I guess I can take care of that," I licked the insides of her hind legs and worked my way up. Her legs twiched and jerked as I reached her mare hood.

Octavias eyes watered up as I bit her elegant little pussy. It was sweet, juicy, she coudn't hold out much longer i'm sure. Poor mare, she could burst at any second. I have to make her last a little longer. Octavias mouth hung open as I started to fuck her with my tongue,"S-silver! Ahhhaa! Why are you...so good...? I can't hold it much longer..."

"Don't you dare cum..." I laped at her clit and pushed my hoof into her. She spasmed but kept herself quiet, trying hard to focus on keeping her orgasm at bay.

"Silver...please, I want to cum...can I please cum...," Octavia begged, looking at me with her shiny purple eyes," i'm begging you...Ahahaaa dammit."

"You taste so good Octavia, give me a little more time. I'll allow you to cum then. Just close your eyes shut and focus...."

"Y-yes...of course...," Octavia squeezed her eyes shut, squirming as her nearing orgasm put her on the edge. She started to reach for my head as I went down on her. I stopped and gave her a cross look. She is quite the adorable little mare isn't she? She pulled her hooves back to her chest and concentrated hard on not cuming. I ate Octavia out, I couldn't believe I was doin this but I was...she was enjoying it too. Maybe reluctantly enjoying it but she was definately in no hurry to stop me. As I dined on Octys sweet pussy, I relized just how cute she was. Vinyl really knows ho to pick them...I could eat her all day...

"Ahhhaahhaa....I can feel it...she's close....ahhha, damn you Silver" The were pony growled frustrated at her uncontorlbe urge to...masterbate...

"Silver...I can't hold it anymore, may I cum? Please let me cum..." Octavia pleaded in a whiny voice, I didn't like that.

"Ask me again...except I want you to say it without the whining, ask me as if I were Vinyl. Do that, and then you can cum.

"V-vinyl?" Octavia stared at me for a minute. She cleared her throat and closed her eyes. The expression she gave me almaost made me cum...I know that was just a look, maybe I was over exaggerating. Octavias stare was full of lust and only a hint of desperation, the sweat on her brow was the only clue of her struggling. In the sexiest voice, filled with far more confidence than I thought he grey mare was capble of. She asked me the question...,"...I'm almost there baby, don't you want to make me cum? Don't you want to see this mare in heat have her orgasm, i'm told I look...well theres only one way to find out...just a little more..." She bit her bottom lip and moaned through he throat,"Come on baby, please, don't make me beg...!"

How could I say no?" Well Octavia, when you put it like that..." I smushed my snout into her mare hood, my tongue massaged her inner walls. I could feel her squeeze, she squirmed as I commenced to put my hoof on the sides of her pussy.

"Yes...yes, thank you Silver...!" she arched her back as my pace picked up,"I-i...feel so amazing...I'm going to cum...!"

Octavia squeaked loudly as she seem to freeze complety, he body shook widley as she came on my face. It was the heat of the moment really, I was wild with lust, what she gave me made me go mad. I couldn't stop liking her up. She yelped as I cleaned her mare hood up from her eruption and kissed her on the lips. She savored her on taste, drinking herself as if she were wine tasting, without spitting it out of course.

"Looks like you were mare passed out...," The ware pony seem to lay there, stiil rubbing, but a puddle lay inderneath her," You needed that huh?"

"I...yes. Silver?" Octavia looked up at me with a weak cross look,"Silver why did you do this? I couldn't control myself...theres no way I..."

"This wouldn't have worked if you weren't at least a little interested...i'll be going now..." I rised upward and left the grey mare to her thoughts, literally. She passed out after a few seconds of my leaving.

As I was walking away I saw a memory that passed by long enough for me to catch the conversation...

"Ohhhhhh Octyyyyy...I have a preasent for you!" Vinyl called out from the living room of there shaed apartment," Come on Octy check it out...cool right!"

"Vinyl! You shouldn't have! Thank you...really...i'm sorry I was so busy last week I for-" Vinyl inturrupted Octavia with a long kiss,"...oh my...Vinyl?"

"Hey don't sweat it babe, we can just have sex!" Vinyl busted out laughing," Right sweet cheeks!"

"Enough with the pet names...Thank you Vinyle really...," Octavias expression softened and turned into a lusty gaze," Although sweetie, I would like to ease some stress...maybe give you a special present?"

"Jeez Octy when you do that you give me shivers, the exciting kind though. Sure i'm game!"

The vision flew away and left me wondering something...were was Vinyl....?