Cadence walked slowly through the halls of her castle, casually greeting the various servants and workers of her castle. She had just finished a meeting with the Yak-Bloods of Yakyakistan. Disagreements about trade routes again. Cadance sighed and rubbed the back of her head as she recalled the screaming and the shouting and the demanding of the Yak-Bloods. But after a few hours of tolerating their stubborn behaviour, they had finally come to a peaceful agreement and the she could finally punch her metaphorical card. Now she could just relax and visit the two people that kept her going all day. She turned the corner of the castle and began to stroll down the hall which held Flurry Heart's nursery. But as she stepped, she slowed down gradually until she was at a dead halt.

Something wasn't right...

Unlike all the other halls of the castle, this one was empty. No servants, no maids, no soldiers even. And specifically, the guards she had stationed outside of Flurry Heart's room around the clock, were nowhere to be found. They couldn't possibly be switching shifts either, it was far too early for that. Cadence gazed at the door, eyes unblinking and unmoving, studying the entrance way for any off details. The door was ajar, just enough for a tiny line of light to be projected onto the adjacent wall. Cadence began to creep forward, slowly placing on foot in front of the other, her pumps squeaking against the floor as she walked. As she drew closer to the door, she noticed just how dark and dingy the hallway was. Cadence could barely see the end of the hallway and for the air felt heavy and moist.

Cadence breathed heavily as every neuron in her brain flared up with worst case scenarios. But as she continued to breath, her mind focused and she prepared herself for anything that could be in her daughter's room. She was at the door now, ready to enter and see what was wrong. The pink horn adorning her forehead glowed with a sky blue aura as she gradually pushed the door open. She jumped in, ready to fire a magic missile at any terrorist or enemy of the crown that was kidnapping her daughter.

But there was no one there...

No changelings. No followers of Sombra. No Cultists of Discord... Nothing.

She walked over to the large and ornately decorated crib in the centre of the room. Lo and behold, Flurry Heart was still in her crib, her chest rising and falling ever so slightly as tiny snores and cute gurgles fell from her lips. Cadence rested her elbows on the cribs railing and leaned forward, smiling happily at her daughter. But still, something quintessential was missing.

"Shiny?" Cadance whispered to the empty room. Maybe he was trying to sneak up and scare her like he always did. But he definitely would have done it by now. Cadence's pupils shrunk when her ears picked up the faint sound of a muffled moan come from a nearby closet. She turned her head and looked at the door, inspecting it silently. Once again, slightly ajar, but with no light coming from inside.

She inched closer to the closet door, hearing a voice continually groaning as she stepped forward. As she came closer to the closet, the familiar and pungent aroma of sex slithered up her nostrils.

"Shiny?" She called again, louder and more concerned this time. It was obvious what was happening, but it still made no sense. Why would he do such a thing in his daughters nursery of all places? Cadence slipped towards the closet and pressed her ear against the door. She gasped, hearing a combination of gagging, moaning and obscene squelching.

"Shiny? What are- What the fuck!" Cadence exclaimed, opening the door and falling back on her ass at what she saw.

Shining Armour, her husband, was currently being held up in the air via his arms and legs by four slick, deep red tentacles that were tightly wrapped around his ankles and wrists, keeping his limbs outstretched and his body a few feet in the air. While the pulsating tentacles slithered across his appendages, three more of the wet tentacles were wrapped around his waist, each of them diverging and assaulting him. The smallest of the tentacles was wrapped around his scrotum, harshly tugging his testes in a downward motion. The second smallest feeler was coiled around Shining's cock, sliding up and down his shaft hard and fast. The third, and largest of the tentacles was currently thrusting itself in and out of Shining Armour's anus almost violently, stretching his sphincter wide and making a crude squelching sound as it assaulted his ass. A final tentacle was thrusting itself into Shining's mouth, completely stopping him from making any noise except for pained moans.

Cadence slapped her hands up to her mouth, positively shocked at what she saw. She gritted her teeth and charged up a bolt of magic before firing it at one of the tentacles holding her husband's arms. The magic projectile landed and caused the assaulting limb to reel back in pain, Cadence aimed her horn at another of the invading appendages but was interrupted when an unseen tentacle wrapped around her horn and pushed her to her knees.

"Aah! What are you, beast?! Show yourself!" Cadence demanded, her eyes darting around the room to reveal her mystery attacker. "Come out and face me cowa- Hllgh!" Cadence gagged as another tentacle was forced into her mouth, wiggling down her throat and pulling back out. As the tentacle fucked her throat, a tall figure slipped from inside the closet, multiple tentacles emerging from it's back and a large, flaccid cock dangling between it's long, spindly legs.

"Now doesn't that feel lovely... Completely at my mercy... It's the way your filthy kind is meant to be..." The individual panted in a sickly smooth voice. Cadance glared at the creature as the tentacle spread it's thick, sticky goo in her mouth. Her taste buds were assaulted by the strong taste of the demons fluids, a strange mix between semen and female ejaculate, but instead of being an overwhelming and putrid flavour, it was strangely intoxicating.

Cadance looked up to her husband and noticed that his expression wasn't what she would expect of a man being raped. Eyes rolled backwards, cheeks flared red and a tight smile wrapped around the tentacle pistoning into his throat. Her eyes grew wide as she looked at her husband. He was enjoying this! But why?

Why does he look like that? He can't be... Cadance thought, trailing off as her mind became fuzzy. Is this thing using magic? Cadance looked at the figure, seeing it stand tall above her, a smug look on its face and a pose of authority evident on it's thin body.

"Sorry that my magic isn't at it's fullest... I could turn you into a slut like that..." The figure bent down and snapped it's bony fingers. "If I was at my fullest power... But we'll deal with that later." The demon snickered, turning around while her tentacles continued to penetrate the couple. It smiled with a mouth filled with pearly white teeth.

Cadance groaned, feeling a strange and airy feeling rush over her skin before spreading to her muscles, her bones and eventually her organs. She looked down to her body, seeing if any cosmetic changes had occurred after the relaxing feeling captured her body. Her eyes grew as wide as they could under the numbing, cloudy sensation, her breasts were growing, becoming larger and straining against the fabric of her pink dress.

She could feel the comfortably warm swelling in her breasts, making them grow larger by the second until they ripped the straps of her brassiere and the cups of her dress, letting her now ridiculously massive breasts tumble to the ground. She continued to moan louder around the invading tentacle as her lips grew around it, plumping themselves to the point where she openly drooled over the appendage. The same occurred with her hips, thighs and ass, all growing and swelling with delicious fat until her dress couldn't handle the sudden expansion and tore, revealing the smooth, tanned skin underneath.

Cadance would be concerned with her new appearance, if her mind wasn't blank of all ideas, emotions and thoughts except for getting fucked or fucking or watching people fucking or just something to do with fucking. She whipped her head around in an effort to find this fucking she craved so much, and her dreams became true when she gazed upon her husband. Well, not that she knew it was her husband, she just saw a large and delectable cock swinging between his legs. And the muscles on him could hold her up for ours! The rippling hunks of perfectly sculpted meat underneath his skin shifted with every jolt of sexual pleasure.

"Uhhh big cock..." Cadance moaned as the tentacle finally slipped out her mouth, letting her lusty, mindless moans fall freely. She began to crawl towards the stud, mumbling obscenities and drooling onto the floor.

"There... Now isn't this lovely... Just a mindless little slut... And him a meat-headed hunk... Both of you obeying your natural desires... Like good little humans..." The figure said breathlessly, revealing in watching two of her largest opponents crawling like dogs, permanently incapacitated. She was just about to leave and move onto Canterlot, but the being couldn't help but notice a high-pitched sniveling coming from nearby. The mysterious being slid over to the crib in the middle of the room and stared down into it with it's wide, black eyes at the wriggling infant laying among a few blankets and stuffed animals.

"Well... Well... Well... What have we here?" The creature asked, it's lips curling into an unnaturally large smile full of sharp, white teeth that resembled the icicles of the frozen north. The child fell silent as it gawked at the strange being above it before bursting into tears. The being shook it's head slowly while a tentacle emerged from it's back and slipped into the crib. The red tendril of flesh wrapped around the chubby waist and neck of the baby and lifted it into the air, all while it balled for it's mother and father. The beast studied the child, flipping it over and staring at it's features all while the blaring cries coming from it's mouth irritated the creature to no end.

Cadance, who was currently sucking, licking and motorboating Shining Armour's baseball sized nuts. Her simple mind wished to focus on the cock and balls and muscles of the hunk of meat in front of her until she dropped dead, but an incessant noise rattled in her mind, something she wished to dispel and focus on sniffing the fat nuts in front of but just couldn't. She didn't even want to look that way, she would much rather admire the large, shiny bead of pre-cum slowly rolling down the pulsing underside of his meaty pole. But instead of slurping the blob of salty liquid and experiencing a small orgasm at the sheer taste, she instead darted her eyes over to look at the origins of the noise. Shinning Armour was left wondering why the hot slut in front of him wasn't throating his meat and swallowing his cum, but as the ceaseless cry continued to ring in his ears, he was also forced to find out were the noise originated.

"Such a disgusting thing... No meat on it at all... No clay to play with... A worthless little cretin... And it won't shut up!" The creature shouted at the infant, silencing it's loud cries. Until it's vocal cords flared up again and it continued to call out for comfort. "I suppose I'll have to shut it up myself..." The creature breathed, the the tip of the tentacle that kept a loose grip of it's neck slithered nearer and nearer to the mouth until...

"NO!" A booming voice loud enough to send a tremor through the walls yelled, distracting the creature and keeping the tentacle from violating the infant's mouth. The creature turned it's thin neck to identify the new voice, only to see the previously defeated Cadance slowly rising from her kneeling position until she was on her feet, but she didn't stop there as she continued to rise from the ground as a sparkling pink aura surrounded her and lifted her about one foot in the air. "LEAVE THE CHILD BE, CUPIO." Cadance instructed in a voice not belonging to herself and with eyes that glowed with a blinding, light pink hue.

"Mother..." Cupio greeted, smiling at the possessed Cadance. "What are you doing here?" It inquired, turning to face the new force in the room while still holding Flurry Heart in a tight grip.

"STOPPING YOU." The spirit replied. A flash of light came from the horn on Cadance's head and a beam of pink-colored energy shot forth from the sharp bone, directed at the demon holding Flurry Heart. It seemed the creature had anticipated the attack and swooped out of the way only to dissolve into a cloud of black smoke along with the tiny hostage it held.

The possessed Cadance scanned the room, another magic missile charge and waiting for wherever the demon would appear next. She was caught by surprise as Cupio suddenly appeared next to her and swiped at the vessel the spirit inhabited, catching Cadance's cheek with it's claws and leaving three bloody cuts on the right side of her face. The spirit reeled from the hit and plotted it's next move with unnatural speed, it curled Cadance's hand into a tight fist and sent it hurdling into the demon's skinny stomach.

The spirit thought it a simple and barbaric move but it got the job done as the creature stumbled backwards, still holding the baby. The controlled Cadance released another magic beam aimed at the creatures shin, hitting it this time and briefly incapacitating the creature. Shining Armour, who was released from Cupio's dark magic watched in awe as what he thought was his wife attack the creature that had assaulted him. He was amazed at the speed and magical ability of what he thought to be his spouse, but admits the throwing of blows and magic he heard the distinctive cry of his daughter. He saw Flurry Heart clutched in a slick tentacle, crying out for comfort and safety from her parents.

Shinning gritted his teeth and slammed his fist on the floor. On the day Flurry Heart was born her had promised both her and his wife that he would never let anything hurt her. Whether it would be a hostile creature, enemy of the crown or a simple psychopath, at the end of the day he would lay down his life for his daughter, no matter the threat. He scrambled to his feet and sprinted at the attacker while it was stunned on it's knees, he pulled his arm back as far as he could and clenched his hand into a tight fist, screaming in rage while he did. As soon as the demon reared it's head to loom at him, the punch connected dead on the bony nose of the attacker, sending it stumbling backwards until it fell to the floor.

With Cupio splayed on the floor, Shinning ran to the extended tentacle holding his daughter. He grabbed a hold of his child's head and body before reeling his leg up and driving his heel into the thickest section of the tentacle laying on the floor, causing it the shrivel and retract, releasing the infant into Shinning's arms. The creature hissed in pain and thrashed a lanky arm out in Shinning's direction. The man screamed in pain as one of the demon's claws cleaved the flesh and muscle of his lower leg, leaving a deep cut spraying blood on the floor. Shinning fell to the floor in pain, holding Flurry Heart in one hand and clutching at the heavily bleeding wound with the other.

The body of Cadance fired another missile of energy at Cupio's hand, causing it to yowl in pain and retract the damaged appendage. Cadance lowered her head as her horn pulsed with magic, causing a pair of magical cuffs to wrap around the wrists, ankles and neck of Cupio. She wriggled under the magical restraints while the body of Cadance hovered above her.

"STOP THIS MALICIOUS TORMENT AT ONCE! THESE BEINGS HAVE DONE NOTHING TO YOU." The booming voice commanded.

"It's not about what they've done to me... It's about what I can do to them..." Cupio responded, smiling at the vessel above her.

"THIS NEED FOR DOMINANCE OVER THE HUMANS YOU HOLD IS UNHEALTHY, CUPIO. IT HAS SEPARATED YOUR KIN." The voice responded in an attempt to reach out.

"You and the rest of your type are not my kin... Not while you hold these mortals higher than your own kind... These things are ours, Amare... We own them... They don't own you..." Cupio attempted to philosophize but her word fell on deaf ears.

"BUT TO ATTEMPT TO CORRUPT THE MOST INNOCENT OF THEM? YOU HAVE VENTURED TO FAR FROM WHAT IS RIGHT!" The voice echoed.

"The child? Ha... Ha... Ha...You cannot protect it... You cannot protect any of them..." Cupio smiled as a tentacle crooned over Cadance's back. With lightning fast speed, the tentacle wrapped around Cadance's neck and slammed her against the floor. In the confusion of the sneak attack, the Amare let go of Cupio's magical restraints, allowing it to teleport into a black smoke and vanish. As Amare lay on the floor, still in Cadance's body it scanned the room for Cupio. All it saw was her vessel's husband Shinning Armour fully nude staring at her in awe, Flurry Heart in his arm and a pool of blood growing beneath him.

"SHE IS WEAK. SHE WILL BECOME STRONG. SEND YOUR BEST." Amare commanded the man, staring directly at him. "SEND THE ELEMENTS." And with that, the blinding light beaming from her eyes faded, leaving her normal purple orbs to slowly close as her head fell to the floor.

Shinning frantically crawled towards his wife, praying that she was merely unconscious. As he reached her body the door to the nursery burst wide open and half a dozen Crystal Guards flooded in, worried expression on their face and spears in their hands. They all looked at the naked, damaged Prince with his daughter in his arms, laying on the ground next to the limp body of the Princess.

"Sir! We heard voices and a commotion. What happened?" The captain slid to his knees in front of Shinning and attempted to help him up by putting an arm around him, an arm that was pushed away by Shinning Armour.

"Order a city wide lockdown. I want every citizen in their house now. Nothing goes in or out." Shinning Armour ordered through gritted teeth, the searing pain from his leg wound seriously effecting him now. "Now!" The Prince barked. The Captain turned to two guards and nodded. "Get me and her a medic. Contact Celestia and Luna and tell them to come ASAP." He ordered. The Captain nodded again, causing two more guards to run off and carry out the orders.

"Anything else, Sir?" The Captain asked.

Shinning Armour stared down at the sniveling child he held in his arms. The infant that came so close to being violated by a creature he didn't know or understand. The daughter that her swore to protect with his life, and had almost failed to do so.

He remembered the words of the spirit that possessed his wife.

"Get me the Elements of Harmony."

Author's Notes:

What the fuck just happened?

That's right folks! Spike's Bimbo Filled Life will be getting a sequel. A sequel of epic proportions... Well slightly epic proportions... It won't be that epic. But there will be lots of sex! And you guys love that shit.

Yep, because I don't have an original bone in my body I'm making a sequel and totally forgetting about that prequel I was doing. (Sorry but that's going to be on hiatus.)

This sequel will span a wider range of Equestria, not just Ponyville and Canterlot. The gang are going to meet a crazy factions, remote tribes, old characters and even some new ones. But once again I'm lazy and dumb so I can't think of enough situations to make a long enough story so if y'all have any suggestions leave them in the comments of message me with your ideas. They'll be much appreciated.

Until next time, I'll see you in Spike's Bimbo Filled Quest!

Your Lazy Author, Lucien Bubblegum