“Mommy, mommy!” cried the small filly, bringing her mother to the dim lit bedroom.

“What is it my Sunshine?” replied the mother warmly, placing her hoof to her precious daughter head.

“I can’t sleep!” replied the filly defiantly, crossing her own hooves and pouting.

Her mother sighed quietly. Shame daddy was out with the guards this night, his stories of bravery and heroes always brought little Fruity Loops (name WIP) to sleep, and with a smile even. Guess she could tell her the one story that always comforts her.

“I think it is time for your favorite story!” she replied exuberantly, much to the delight of the filly.

“You don’t mean…”

“Yes darling, let mommy tell you the tale of the The Three Princesses and The Queen…”

About a century ago, there was a stormy, dark night above the country once known as Equestria. You see, the Pegasi from before, they controlled the weather and had been tasked with creating the annual large storm. It was a night where everypony prepared itself for the foul weather and inside Canterlot Castle, three Princesses had decided to do a sleepover, to pass the stormy night with fun and games.

These three Princesses were Celestia, Cadance, and Twilight. The three of them were known for their powers and kind hearts towards their ponies. They were deemed good in the eyes of their subjects, but they had made one giant mistake, dear. They upset the Queen of the Rubberlings, Queen Chrysalis. And that night, dear, our three Princesses had an extra visitor…

“So, it’s quite the night outside, isn’t it?” Twilight asked as she looked through a window, seeing the rain hit the window hard, the wind howling in the background as lighting could be seen every few seconds.

Celestia chuckled, the royal mare having seated her plump behind on the soft cushions of her bed. “Yes, but it is a night that we need, Twilight. After all, it will give extra rain to the crops that they need and it will destroy old and diseased trees so that they can make way for new ones. It’s a rebirth for nature.”

Cadance was sitting on her own cushion, a sleeping bag under her. She might have been older than Twilight but she still had that childish personality and Celestia decided that she too could act a little younger than usual by holding a sleepover. It had been quite some time since she had spent time with her former student and fellow Princess.

“But enough about nature, weren’t we here to have fun?” Cadance asked, sounding a bit impatient.

“Sorry, I just wondered what it was good for, such a heavy storm.” Twilight replied before she walked over to her own sleeping bag and sat down. “Why don’t we tell some good old scary stories?”

“Oh great, I love those. Shame Shining isn’t here, I’d love to cuddle up with him while listening to those scary stories.” Cadance sounded quite lovestruck, so to speak, but the other two ponies in the room just shook their heads.

“Alright, I think I know a good one. It from the time where Discord ruled Equestria, which is a horror on its own…” Celestia began, starting to tell a story to her fellow Princesses. However, as she was talking, a being had sneaked into the castle.

The being was a pony, a pony with a ragged horn, bug-like wings, chitin plating, and holes in its hooves. However, the most strange feature of the pony was that it was shiny and smooth, made out of the most perfect rubber. It wasn’t a normal Changeling. No, it was a Rubberling. As it stepped into the light, the Rubberling could be seen quite clearly, the old nemesis of the Princesses, Queen Chrysalis.

“Thanks to the Scroll of Rubber, I should have enough power to take down those three Princesses and rule all of Equestria.” She spoke to herself, feeling the power of the ancient magic radiating within her. Sure, the scroll had turned her and her hive into rubber, but she had to admit, it did look quite good.

The added survival and resistance to hits were a great bonus as well. As Chrysalis circled around the three, she contemplated her plan of attack. The frontal approach seemed like folly. Even if her new body could sustain hard hits, her proneness to Alicorn magic still made it a bad idea.

No, her plan had to be of a more devious nature. She noticed that right next to Celestia was a box of assorted chocolates. By the looks of it they were imported from Maregium, the leader in culinary treats of that nature.

“An added treat might do the trick” schemed the Queen, and focused her magic. Within moments, as she slumped from the sheer power she had to drain, a perfect black shiny orb exited her mouth. Sneaking, she used the fact the Princesses had turned down the lights, and placed the orb in one of the empty chocolate casings, and retorted to her vantage point behind the large desk of The Princess of The Sun.

“Come one, you fat butt, eat up!” she whispered mischievously, as Celestia took a break from her chilling tale, and swallowed the rubber orb whole.

The moment Celestia bit down on the orb, she felt it spread over the insides of her mouth and frowned. Chocolate wasn’t supposed to be like this; this felt more like chewing gum, but the taste was just awful. She tried to speak but only gurgles came out of her mouth, the rubber blocking all of the sound of her voice.

The other two looked at her and soon noticed the black substance starting to move out of her mouth and spread over her lips and muzzle, as if it had a mind of its own.

“Celestia!” Cadance cried out and rushed over, the white mare furiously gripping at her mouth but it only served to spread the rubber onto her hooves.

“We can’t touch her or it’ll spread to us as well!” The oh-so clever Twilight noticed, her magic trying to determine the cause and the solution of the spreading rubber. It was already heading up Celestia’s face, having invaded her nostrils and now nearing her eyes, the rubber under her chin moving down her throat, both inside and outside.

It seemed that the rubber was strong, powerful, and organic. Twilight used a spell to pull the rubber off of Celestia’s body, but it was like super glue, the rubber practically fusing with Celestia’s fur. “Hmmm, I can’t help her like this. Cadance, you stay with her, I’ll go to the library to try and find a book about this!”

As Cadance nodded, Twilight ran off, heading out of the room in a hurry, she had to save Celestia.

Celestia’s gurgled screams were slowly replaced by moans. Some of the corruptive liquid had traveled deep inside, and began to assault her senses, not to mention consciousness. The rubber had traveled past her eyes and to her ears, coating them, but also going into her ears, rubberizing her brain.

A faint voice was becoming stronger, urging her to help the spread, speaking in a soft yet familiar voice: her own voice!.

The three simple words began to drown everything else, and Celestia slowly licked her own leg, so that the black goo that had taken her mouth can work on other parts of her body.

Candace could only watch in horror as Celestia’s motherly eyes began to become green spirals, her gaze robotic and unemotional. It seemed that the rubber had truly taken her mind now, the liquid having covered the top of her body, now moving down her back and chest.

Then a small squeak, as she screamed in guilty pleasure. A hole, a genuine hole had appeared in Celestia’s hoof. Then another, and a new hit of euphoria. It felt so good.

Celestia’s forelegs were now almost completely black, as the holes came thick and fast, each dissolvement making a rubber squeak, as the room began to smell like the material as well.
More and more of the once white, pristine Princess was now covered… no, assimilated by the spreading, shiny, black liquid. The rubber moved over her wings, coating each individual feather into that nice black. But then… the rubber began to melt together, dissolving the wings back into Celestia’s back.

The mindless Celestia, though, did not feel a thing besides the great pleasure that the rubber gave her, nor did she care that the rubber had taken away her beautiful things. All that she cared about was staring into those beautiful green spirals she saw in her vision, let the rubber do the thinking for her.

As the wings had been dissolved, some new wings started to appear and grow, these wings having a lot more bug-like look to them, it was clear that she was receiving the wings of a proper Rubberling.

Cadance took a step back, a look of pure horror on her face. “Wait… I know this. I know what Celestia is turning into!” She shouted, and she was right as the Rubber Queen stepped out of the shadows.

“Missed me?” Chrysalis asked, giggling as she took a few steps forward. “I know, I know, it’s quite the change, but you have to admit that I look good, no? And I even improved Celestia.” She gently moved her hoof over Celestia’s cheek, the once so powerful Princess not even reaction it. The lights were on in her mind, but nopony was home.

“You did this?!” Cadance was enraged, her horn already flaring up, ready to use every spell at her disposal to deal with that vile Queen of the Changelings. Chrysalis had taken her friend, but she would make the mare pay!

“Ah-ah-ah, I wouldn’t do that if I were you.” Chrysalis tutted and suddenly placed her hoof on the back of Celestia’s head, the hoof going into Celestia’s head and suddenly the former Princess gasped, her horn starting to glow. “My control over her… is still being worked upon, so I have to use these more… primitive methods, I hope you don’t mind.”

Cadance looked at Celestia and saw how just the last small specks of white fur on Celestia’s behind were being covered by the rubber. Even her cutie mark had disappeared, hiding behind a layer of pitch black rubber.

“What do do want?” Cadance grumbled, ready to strike at any second.

“What do I want? Simple, I want you, Celestia, and Twilight. And then I want Equestria, and then the world. You know, typical villain stuff. But for now, you and your fellow Princesses seem like a good start. Where’s Luna, though? I’d love to rubberize her as well.” Chrysalis chuckled and as her hoof moved, Celestia chuckled as well, though in a slight monotone fashion.

“She’s not here, that’s all you need to know. I won’t reveal her location to you.” Cadance replied defiantly, hoping that Twilight would return soon. They could combine their forces to defeat the Queen.

“Oh, but you will, because the control inside Celestia’s mind is complete.” She pulled her hoof out of Celestia’s head and patted her. “Slave, attack, pounce and convert Cadance.” She ordered sternly.

“Yes my Queen, as you command.” The slave replied and instantly she jumped, looming over Cadance as she fired her spell.

Twilight ran back as fast as her legs carried her, the stress of the situation making her uncertain in her flying. Once she slammed the door open, she simply stood, lost for words.

Right in front of her was a rubber changeling that used to be Celestia, biting the new rubber hooves of what looked like a pony and changeling hybrid, with the latter becoming the more obvious. Something had happened while she was away.

Each time Celestia made the legs more like hers, Candace moaned guilty. Then she looked over to Twilight, only her muzzle and eyes not covered by the rubber, as her wings sprouted in all their buggy glory, and the horn becoming jagged as well.

“I am sorry Twilight… run…” she said with tears, as her eyes began to lose their innocence, and spirals forming until she too was without emotion or identity. The rubber had gone over her head, leaving only her eyes and mane normal, though her mane did receive a new and far better shine than before.

Twilight’s rage began to boil, as her mane and tail burned, but only for a moment. Because what she saw made the blood in her veins run cold. There she was, the mare she thought was defeated.

“Ah Twilight. Did you find the spell?” teased Chrysalis, licking Candace’s rubber muzzle, nibbling the fangs her drone now had as she moved in from the shadows once more.

“You fiend!” Twilight screamed and threw herself onto Chrysalis, a large black orb coming from her horn. She would destroy the mare, send her into Tartarus, never to return. What Chrysalis had done here today could never be forgiven.

“Ah I see you found the Caoutchouc Annihilation spell. Good call. You realise it obliterates every fiber of rubber in a one mile radius, with no exceptions?” Chrysalis smiled, pointing at the two other princesses. Check and mate.

The Queen was right, and Twilight knew it. If she got rid of her, so would she of Cadance and Celestia. In this brief moment of second guessing, Chrysalis struck, kissing her on the cheek, leaving the black goo in it’s place.

This caught the purple mare off guard, as it meant two things. One, if her knowledge was correct, she was done. Either cast the spell, or convert. There was no magic or machine that could remove the curse. The rubber was permanent and a solution had yet to be found, other than destroying all the rubber with the spell

“It is not a curse Twilight. In fact, I will help you see.” replied Chrysalis, her link to Twilight’s mind already forming. She could let the young mare change like the other two, but she felt like her former nemesis called for a more motherly approach.

Chrysalis horn shined brightly green, as she channeled her essence into Twilight. She should be more than a drone, she should live, breathe and think like Chrysalis, like a daughter would. After all, she needed somepony to lead the slaves and Rubberlings once she was gone and who better than a mare with a giant power?

Twilight’s natural eagerness to learn began to absorb every sliver of dark energy that the Queen inserted into her. Memories, love for the Hive, obedience, dark magic and above all, love for Queen, no… Mother. Normally Twilight would be able to resist this dark magic going into her mind, like with Sombra, but somehow, the Queen had caught her off guard.

Was it her natural beauty? Or the fact that she felt the rubber spreading over her body? She did not know, but the fact remained, she could not focus enough to prevent the Queen, her Mother from taking over her mind.

In contrast to her former alicorn teachers, Twilight’s mind was the first thing to change completely. Mother made sure of that. The mantra of spreading the blessing of the rubber was now hers as well, and she even managed to alter the last remnants of her former pony magic to help change her together with Mother’s.

“That is it, my lovely rubberling… change into your true form…” smiled Chrysalis, enjoying this unusual role reversal.

Twilight felt the rubber forming, and relished the sensation her fur made during the conversion. The more she was rubber, the more she was like Mother. In fact, her mind simply echoed that diddy, as her horn began to crumble into the holed perfection that was Chrysalis.

Her wings began to lose feathers, the silky new pair forming in their place, with a nice buggy midriff as well. She was changing into a Rubberling, but she did not care, she wanted more, she needed more; for the hive and her Mother.

Two pristine fangs made her easier to create holes for new Rubberlings, and her eyes began to swirl in the divine green and yellow pattern.

Finally, as the last of her old nasty fur was enveloped in rubber, she let Mother dissolve the last of her old pony magic and mind. The smile she had on her face was genuine, as she finally felt like home. The process was complete. Twilight the Princess of Friendship was gone; Twilight the Princess of the Rubberlings had been born.

“Thank you Mother.” the new rubberling daughter replied, feeling the love from Mother, and the two slaves right next to her.

“I am glad that you enjoyed that, my daughter. And let this night be known as the start of a new Era of Ponykind, an Era of Rubberlings.” As she said that, the two mindless slaves bowed before her, ready to spread the rubber to all of their former subjects.

“We live to serve you, Queen, all shall bow and obey you.” The slaves replied in their monotone voice, their minds focused on but one thing, obeying the commands of their Queen.

The small, rubber filly was now looking at her mother with a sleepy look on her face. “So, what happened to them, mommy? The Princesses?”

“Well, dear, after they were enslaved by our beautiful Queen, she used them as her Generals to bring all this nice rubber to the entire country, creating us. You see, your great-grandmother, she was a pony at first. But then our generous Queen came and turned her into a nice Rubberling.” She smiled at her daughter, both of their minds happy with their current state.

“Do… do ponies still exist?” Her filly asked, yawning as she was about to fall asleep.

“Perhaps… there was this one Princess, the one we may not speak about. She managed to escape with a handful of ponies. Our Queen doesn’t know where, but I have complete faith in the fact that she will turn up one day and join us. Queen Twilight will find her, don’t you worry. Now, my shiny filly, time to sleep.” The loving mother kissed her filly on the forehead and stood up, walking to the door.

“Night mommy.” The filly answered and closed her eyes.

As the mother smiled and closed the door, she turned around and came face to face with the One they may not speak about; Luna!

“Hello.” Luna said and suddenly fired a spell at the Rubberling mare...

Author's Notes:

I do enjoy nice endings, but I feel this tale has yet to be finished. Hard to say no to Luna and rubber...