(Morning in Rouge’s bedroom)

Where Rouge wakes up on top of Twilight only to find Pikachu was sleeping on top of one of Twilight’s breasts.

“Aww. That is so cute.” Rouge cooed at the sight before getting up from bed and went to the bathroom to clean up.

‘I suppose phase one is complete. Get her to think you actually like her. Phase two: Get her to trust you.’ Twilight thought to herself. “Your highness? What do I do today?”

‘What’s the last phase again?’ A voice that sounded like Spike asked.

‘Final phase is terminating the bat… Good thing she’s gullible.’ Twilight responded as she waited for Rouge’s response. She then noticed her stomach felt queasy, but disregarded it.

“Well.. You could keep me company in the throne room. I heard from one guards that our changeling guards have captured some runaways. So I will have to deal with them in day court.” Rouge said as she came out of the bathroom all clean and dressed. But when she look at Twilight she then look concern for her. “Are you feeling okay Twilight? You are looking a bit green.” She asked Twilight in concern.

“I feel a bit light headed and queasy…” Twilight responded.

“Do you need the bathroom or a bin?” Rouge asked as she grab a nearby bin.

“M-maybe…” Twilight groaned.

“Here. Vomit away.” Rouge said as she quickly gave Twilight the bin.

Peridot grinned as she picked up the Bimbo Gun, and an exact duplicate of it in her other hand.

“Success!” Peridot cried out. “Log forty-nine: recreating an advanced and more controllable Bimbo Gun has been a seventy-five percent success.”

“How controllable is it?” A random unicorn mare scientist ask Peridot.

Peridot fired the second Bimbo Gun at the scientist, turning them into a bimbo, before shooting another ray which reversed it.

“Seems completely controllable. Further testing is required. I’ll have to request some test subjects from sister. End log.” Peridot added. Her left hand's fingers were inside the gun, controlling it. “This one only responds to me.” Pulling out her fingers shut the gun off.
“Un… I think there’s still some bugs in that thing.” The mare said as her breasts has gotten big enough to her off her feet.

“So it would seem. Take her away and see if you can reverse the effects.” Peridot ordered.

“As you wish Miss Peridot.” Another scientist said as the others help move the mare out of the room.

“Perhaps if I increased the size… Maybe the problem is that there is too much in such a little space. I suppose removing the handle and trigger to minimize weight could help...” Peridot said. Not long after, she was left with but a long cannon twice as big as the Bimbo Gun, with four cylinder slots on each side, and a single one in the rear of the weapon. “There. Log fifty: The first test had a few miscalculations. I’ve elongated the weapon's barrel and removed the trigger and handle due to uselessness. I’ve also added a few additional features including extra ports where the user, me, can fire at multiple targets. Though I’ve practically eliminated the “gun” part of the name, I find THIS far more useful. It’s not just a Bimbo maker, or a gun. More like a… Cannon…”

Peridot tapped her chin. “In fact, it is a cannon. Perhaps a more suitable title would be Morph Cannon, as it can change the target on a molecular level… Further testing is advised. End log.”

“Uh..Miss Peridot?” Said a Guard mare that had just entered the room. “Queen Rouge needs your help in day count.” She added while keeping an eye on the cannon with worry.

The gem rolled her eyes. “What with...?”

“She need help with on how to deal with the former guards and doctors we have manage to capture.” The guard answer back.

Peridot facecannoned, which wasn’t as fun as it sounded. “Fuck that hurt! Gaaaah! J-just tell my sister to let the guards go but confiscate their weapons and armor! The doctors should be put under mind control to think their still working for Celestia!” Peridot tossed the guard the Bimbo Gun. “Take this to sister, relay my advice, and return here as soon as you can. You’ve been reassigned, I need a new guard and none of these moronic bastards know how to be careful with fragile equipment! And tell sister Rouge I’m busy!”

“As you wish Miss Peridot.” The said with a bow before leaving the room.

“And my name’s Peridot! No miss!” Peridot added before sighing. “It’s almost like I rule Equestria with how much Rouge asks for my help…”

“Thank you for the manage guard. You can go tell Sis I said thank you for the advice.” Rouge said to the guard who nodded had left while another guard came in with another bin for Twilight.

“Hey, you sure about working for the nutty professor?” Asked another guard.

“I am sure as long as I don’t end up as a sex crazed bimbo. I got kids back home to think about.” The guard mare answered the other guard before leaving the throne room.

“But that… Thing is crazy! I heard she shot one of her scientists!” The other guard whisper-shouted.

“How many bins have you throw up in Twilight? I lost count.” Rouge asked Twilight in concern.

“I lost count at thirty…” Twilight groaned.

“Shall I send a guard to go get Dr Twinkleshine to have a look at you? You are looking more greener than before.” Rouge asked Twilight who’s whole face it almost all green.

“Yeah, whatever…” Twilight groaned.

“Ok.” Rouge said simply as she order a guard to go get Twinkleshine. After that the doors of the throne room up and with it changeling guards came in with the former guards, doctors and what’s left of the Wonderbolts in chains.

“You have no right to be holding us hostage!” Misty Fly shouted, kicking and screaming.

“Hostage? Oh no no no. You are all after arrest for leaving your posts. Therefore it’s my job to punish you all.” Rouge said with a shrug.

“Halt!” Surprise screamed. “We officially resigned after you took over, as our contracts states we are to serve the royal sisters! Plus, me and Misty are Wonderbolts! We have rights!”

“Well me and Peridot are both sisters and are royal.” Rouge answer back.

“Neigh, you can’t be royalty since only Alicorns and those born into the royal family such as Blue Blood! Plus, we still all resigned! We’re ordinary citizens!” Surprise added. Misty Fly and the others seemed speechless.

“A loyal follower of Blueballs heh? Well tell me Miss Surprise. What happen to that moron?” Rouge asked already knowing the answer.

“... I never said I followed Blue Blood. When did I say he was fit to rule? That dumbass ruined a show of ours. All I’m saying is that we didn’t want to be here when shit hit the fan.” Surprise said.

“To true about that brat. But you and your former Wonderbolt pals are still needed. Which is why I had Lightning Dust bring in some special Shadow Bolts suits for you to wear.” Rouge said as the mention pegasus came in with the suits in her arms.

“Brat? I’m obviously older than you! And you’re forcing this on us, which is illegal! What if I forced you to hit your friends!?” Surprise shouted.

“I was calling Blueballs a brat moron.” Rouge said annoyed. “Beside you don’t have a choice in the matter. Spitfire, Fleetfoot. Care to help Lightning Dust with putting the suits on.” She asked the two Shadowbolts that was with Lightning Dust. Both have blank looks in their eyes.

“Rouge, we don’t have enough mind control suits. Sunset only made two.” Lightning Dust said. “And the spell she used isn’t in any books. There isn’t a point… And we’re still missing some Wonderbolts.”

“Well it’s a good thing I got the spell from Sunset before she died and had Miss Rarity make more suits then.” Rouge said with a smug smile. “Plus we will find the rest of them in time. Until then. Suit them up.” She order Lightning.

“Rouge… I don’t think they’ll be useful in the shadowbolts.” Lightning said. “The mind control spell vastly slowed Spitfire and Fleetfoot down. And they can’t think of their own accord, meaning they could easily just stand still. They’d need someone who can pay attention to more than two at a time.”

“They can also easily be controlled by other Unicorns…” Starlight Glimmer said as she walked into the room. “So having them as slaves wouldn’t do… But, you could make an example of them. Execute them for their ignorance in front of the castle for all to see...”

“No! They’re people too, they deserve freedom!” Lightning Dust shouted.

“Well...I could just turn all the mares here into bimbos before letting them go free.” Rouge suggested.

“Rouge, that isn’t freedom! It’s just as bad as killing them!” Lightning said.

“It’s a horrible example. You don’t want your subjects thinking you’re sex craved or a bimbo. Or a slut…” Starlight added.

“I agree with the last two statements. It’s not freeing them, it’s subjecting them to rape!”

“And letting them go like that could show your weakness. Keeping Twilight and her friends alive was already a mistake.” Starlight added.

“May I remind you that Twilight is your half sister of your father that you killed.” Rouge said pointing a finger at Starlight.

“I care little for family. I’m only out for my mares and myself, and you being a feared ruler would cement our safety. Rebels would flee in terror or even surrender. What’s a few pegasi and guards who quit? This is the new Equestria, and if they don’t want to be apart of it, they can go to a better place.” Starlight said with a sick grin.

“But that’s just it! They quit! They’re just civilians now! My vendetta was against Rainbow and Spitfire, but they didn’t do anything! You’d be feared, yes, but that’s the sign that you’re a tyrant! Worse than Celestia! Freeing them would be small to the people, but being a good ruler isn’t about fear or power, it’s about your subjects.” Lightning Dust pleaded.

“Okay, that’s enough. How about we will do half and half.” Rouge suggested.

“So what, kill half and let the others go?” Lightning Dust asked, glaring. “You wanted to be a good ruler, are you going to seriously kill them? That’s like killing a puppy for peeing on the carpet!”

“Half and half isn’t going to do it Rouge.” Starlight said, glaring. “You either kill them or set them free. What are you going to do?”

Before another word could be spoken, Peridot entered the room. “Shut up, both of you. I had the guards put them in a cell for now, this is a big decision for Rouge. Give her a day or two.”

“Three days, or we’ll enact the choice ourselves.” Starlight said menacingly, before walking off. “Hope you enjoy your solitude, Lightning.”

“Damn. I can feel a headache coming already.” Rouge groaned while rubbing her head. “What am I going do about this? I am trying to be a good ruler but I don’t want anyone to rebel.” Rouge said out loud for anyone to answer.

“The sure thing about rebels is that when you take over a country like this, there are bound to be rebels. Killing them could solve the cowardly ones, and might give you a short term advantage, but sparing them could lead to a longer one. It all depends on if you want to be hated and feared, or maybe less hated and maybe loved. Here’s the thing, if you kill them, they could become martyrs, and their families would absolutly hate you. They’d never forgive you. It’d be like someone killing me to prove a point.” Peridot waited for that to sink in. “But, fear is a good way to get people to follow you. I mean look at the Empire from Star Wars. But then again, look at the Rebels from Star Wars. You took out a beloved Princess- two beloved Princesses, one you already disabled. No matter what, there’ll be resistance. But if you’re kind and spare them, even set most of them free, you could be seen in another light. A better one. So either way, you’re going to be going through a lot. Question is, are you really willing to execute ponies for quitting and live with their families hatred for you for the rest of your life?”

“Well I suppose I can let them go with a fine.” Rouge said after 5 minutes of thinking.

“A fine?” Peridot asked.

“You know pay a bit of money for doing something wrong.” Rouge answer Peridot’s question. “But what do we do about Starlight?” She asked.

“Rouge, they seriously did the paperwork for quitting. They didn’t just walk out.” Peridot said. “And I’ll tell her your decision…”

“But something tells me she is going to be a problem that needs to be stopped before it begins.” Rouge said with a sigh. “Any ideas on how to deal with her Twilight?” She asked Twilight.

“I don’t know, you usually just bimbo your problems away…” Twilight groaned before filling the bucket even more.

“I have been trying to cut back on turning ponies into bimbos. Plus what would you think would happen if a dark magic user was to go bimbo?” She asked Twilight with a rise eyebrow.

“I’m sick… Back off.” Twilight growled.

“Perhaps we should prepare… The Crystal Heart?” Peridot suggested.

“Oh yeah. I totally forgot about it. We can use it to get rid of Starlight’s dark magic and then I will make her into a bimbo or a maid or both.” Rouge said with a evil grin.

“What was that about cutting back?” Peridot asked.

“Keyword trying Sis.” Rouge answer back with a giggle.

“Rouge… Keyword: Not at all trying.” Peridot said, glaring. “I don’t care, just don’t go in my lab.”

“Why is that Sis?” Rouge asked Peridot confused at why she doesn’t want her in the lab. “Your got a top secret project or something?” She asked.

“Yeah, something like that…” Peridot said, before attempting to leave.

“You got to tell me what it is.” Rouge said to Peridot begging.

Peridot raised her middle finger before she was out of sight.

“Now that is just mean.” Rouge said with a pout as Twinkleshine enter the throne room. “Ah Dr Twinkleshine. How are you doing today?” She asked the mare.

“I’m not really a doctor, your highness. But until the Doctors have been put back to work, and some more willing ones arrive I’m the closest thing you’ve got.” Twinkleshine said, looking at her clipboard. “I’ll need to be with the patient alone. Standard procedure for royalty, dethroned or not.”

“Of course Twinkleshine. I will see you and Twilight later.” Rouge said as she walk pass Twilight, who look more green then purple, and left the Throne room.

“Oh, and something seemed wrong with Peridot’s… Pet.” Twinkleshine shouted.

“Which pet?” Rouge asked from the door.

“The one that fucked Pinkie.” Twinkleshine said.

“Oh….What’s wrong with her?” Rouge asked Twinkleshine.

“I don’t know, I barely know about pony problems. She’s in the ma- well, she burned the maze down.”

“I never liked that maze away.” Rouge said with a chuckle. “Maybe she is in heat or something.” She added.

Somewhere in the Everfree, a mismatched creature limped aimlessly. Her red and yellow eyes scouring the area. A grin appeared on her face.

“Guess who’s back!?” Eris screamed happily. “Oh wait, no one’s here… Like always. Oh Rouge, you took my friend away… I’ll make you pay...”

Eris teleported to Canterlot, where she appeared on top of Celestia’s grave.

“Oh not you too…” Eris said, caressing the soil. “You were so fun once I got to know you… Such a fine troll… I’m sorry for what I’m about to do.”

Eris used her magic to tear Celestia’s coffin out of the ground and rip her body from there. The spirit of chaos then reformed her body so it was alive and working, before restoring her wings and horn.

Finally, Eris sent her talon into the afterlife to pull Celestia’s soul out, and placed it in the Princess's body. Celestia gasped, before Eris let her fall to the ground.

As Celestia regained her breathe, Eris grinned. “This loose end has ruined you Rouge…” Eris was about to repeat the same thing with Sunset, but instead of returning her soul like Celestia, Discord did something else... “You’re so screwed, Becky…”

At the same time Rouge had got a huge chill going down her back while she was at Donut Joe’s eating a donut.

“Why do I get the feeling that I need Sis’s secret project to protect me?” Rouge asked herself while munching on her donut along being served coffee by a worker that looks like Pinkie Pie but not as a vampire.

“That’ll be… Free! Anything for the queen!” The mare said happily. She gave the coffee to Rouge.

“Thank you Miss..” Rouge said wanting to know the name of the Pinkie look a like.

“Oh, I’m Pink Taffy your highness!” The mare said. Now that Rouge listened, Pink Taffy even sounded like Pinkie Pie.

“Nice to meet you Pink Taffy.” Rouge said with a smile. “Say.. You look a lot like Pinkie Pie. Are you her twin sister or something?” She asked Pink Taffy.

“Uh… Pinkie Pie? The Element of Laughter? Hah! No… No, I’m not related to her, but I get that a lot.” Pink said, looking away nervously.

“You can tell me the truth. You got nothing to fear from me.” Rouge said to re-ensure the mare.

“Look, you have your coffee, you must be busy.” Pink Taffy said.

“Nah. I got all the time in the world. I would love to hear someone story once in awhile.” Rouge said with a sip of her coffee. “A cute mare like yourself must have a good story.” She added.

“I’m not that cute.” Pink Taffy said, looking away with a blush. “And it’s not really interesting. I never knew my parents, and ever since I was able to I’ve been travelling.”

“That sound so sad.” Rouge said while giving Pink Taffy a comfort hug.

Pink Taffy waited until Rouge let go before clearing her throat. “Look… I appreciate this, but while you have time, I simply don’t right now, so if you don’t mind…”

“Ok sure. Maybe we can talk later.” Rouge said as she finish her coffee and donut and walk to the door but not before looking back at Pink Taffy. “See you later you cute clone pony.” She added as she lefted.

“Wh-what?” Pink was left speechless.

But unknown to either of them, a darkly dressed mare was watching from a rooftop.

“So how are you feeling today Derpy?” Carrot Top asked Derpy from her changeling throne chair.

“Okay… But I feel strange…” Derpy said, her voice trailing off.

“Really? How strange are you feeling? Because I can smell more love from you then normal.” Carrot Top asked Derpy while giving her a hug. “Are you in heat or something?” She asked.

“I don’t know…” Derpy whined. “But it’s not hot…”

“Hmm. Want to go to our bedroom and make out?” Carrot Top asked with a purred.

“S-sure.” Derpy said, stretching. “Mind helping?”

“Sure thing.” Carrot Top said as she pick up Derpy and carry her to their bedroom.

“Hey C-Carrot? Can you protect Dinky and Amethyst?” Derpy asked.

“Of course I can Derpy. I could have some drones keep an on the two if you want.” Carrot Top said as she gave Derpy a kiss while place her on the bed.

“That would b-b-be great…” Derpy said, shuddering.

“Now that is done. Let’s start our make out.” Carrot Top said as she French kiss Derpy. The grey pegasus hugged Carrot tightly as her lower lips became soaking wet.

“Hmm. Your lust is tasting very good today.” Carrot Top said as she slowly took Derpy’s pant and panties off so she can start fingering her lover. As Derpy moaned, Carrot noticed the pegasis tongue lolling out.

“Want me to continue with the fingers or…” Carrot Top trail off as she form a dick on herself. “..I use this?” She finished.

“Th-that!” Derpy said with a gasp.

“Ok. Here it comes.” Carrot Top said as she slowly place her dick into Derpy’s pussy and start thrusting in and out.

Derpy almost screamed due to the pleasure, her wings spreading at her sides.

“Hmm. You do love to be dominated don’t you.” Carrot Top said thrusting faster while giving Derpy’s breasts a squeezes.

“Wh-why do you l-love me…? I-l’m a one eyed freak…” Derpy whimpered.

“Derpy.. I love you for you and not for how you look on the outside.” Carrot Top answered with a lick on Derpy’s cheek.

“I-I feel c-close…” Derpy moaned.

“As do I.” Carrot Top moaned as she thrust faster than before until she cum inside of Derpy.

“Ohh~” Derpy panted. “Oh crap! I’m late for Shadowbolt practice! Where’s my uniform?”

“It’s next to the bed.” Carrot Top said while pointing to where Derpy’s suit is lying.

Derpy bent over to get it, giving Carrot a perfect view of her tush.

“Nice plot.” Carrot Top said giving Derpy’s ass a squeezes.

“Eep!” Derpy squeaked, almost falling out of bed. She quickly attempted to get the suit on.

“Let me help you with that.” Carrot Top said as she use her magic to help Derpy to get her suit on. Once it was on, Derpy gave Carrot a quick peck on her lips.

“Layer honey.” Derpy said, before flying off. Carrot felt an odd dread in the pit of her stomach.

Peridot groaned as she returned to her lab. “I need those prototypes by next month!”

“Yes ma’am!” A lab assistant replied.

Peridot herself went back to the Morph Cannon. “The tech here is so primitive… I’m surprised I was able to replicate the Bimbo Gun… Hey, where’s that new guard mare I had moved to this area?”

“Right here Miss Peridot.” The mare said from the door.

“Get in here, you’re not on outpost duty. I never asked your name.” Peridot said, not turning to look at the mare. “Where’s Trixie! Has anyone seen her!?”

“It’s Sun Shield and Miss Trixie is in the bathroom.” Sun Shield answered.

“Okay. I suppose it’s nice to meet you. And no ‘miss’.” Peridot responded.

“Sure Mi- Peridot.” Sun Shield said.

As Derpy flew to the Shadowbolt HQ, she noticed that there was an odd shadow following her. She heard metal being drawn and turned to look…

Only to go blind as pain surged into her one eye… Unfortunately that’s not the only thing the assailant did.

“Your highness! We found an injured Shadowbolt outside!” A guard shouted as he ran into the throne room where Rouge was.

“Who is it and how bad are the injuries?” Rouge asked out of concern for the injured Shadowbolt.

“It’s Derpy Hooves, and… It’s severe…” The guard said.

“Is she in the hospital yet?” Rouge asked as she got up from her throne chair.

“Yes, Dr. Horse from Ponyville, Nurse Redheart, and Nurse Coldheart sent me before working on helping her.” The guard said.

“Did anyone see Derpy getting attacked?” Rouge asked as she got closer to the guard.

“Yes. A mare named Sunny Flare saw the attacker and her and her friends intervened, saving Miss Hooves.” The guard said.

“Ok. I need you to go and tell the changelings Queens about what happen to Miss Hooves. And then bring Sunny Flare and her friends to me for a reward.” Rouge said as Twinkleshine and Twilight enter the Throne room.

“Rouge… You need to hear this.” Twinkleshine said.

“Well isn’t today busy…” Starlight joked from the sidelines, holding her mares possessively.

“Oh shut up Miss Glimmer.” Rouge said to Starlight before looking back at Twinkleshine. “You were saying Twinkleshine?” She asked the doctor.

“Twilight’s pregnant.” Twinkleshine said bluntly.

“Really? Well this is the best news I got all day.” Rouge said joyful as she gave Twilight a big hug.

“I’m… Pregnant…” Twilight said without emotion. ‘Shit…’

“That’s right and do you know what that means Twilight?” Rouge asked with a big grin.

“N-no…” Twilight croaked.

“It means you are going to be a mother and I am going to be the second mother. Isn’t it great?” Rouge asked as she start to jump around Twilight in joy.

“Yeah…” Twilight said monotonously. “Great…”

“Yeah I bet you can’t wait to tell your mother when she gets here to start working as a maid today.” Rouge said as she hug both Twilight and Twinkleshine.

“Yeah… Great…” Twilight groaned.

The guard had just told Carrot Top the news about Derpy.

“That is horrible.” Carrot Top said with tears in her eyes. “Who did this to my Derpy?” She asked face turn to anger.

“We don’t know yet. Once she’s out of surgery, you can take her home. We’ll start an investigation.”

“See that you do. I want whoever did this caught and behind bars.” Carrot Top said to the guard while telling the other Changeling Queens about Derpy by the hivemind.

“Why not let our drones find the killer…” Applejack suggested. “Then we can have our way with them.”

“No. Let the ponies try first in the open places while our drones check the dark places. We can ask Rouge for letting us have our way with the attacker.” Carrot Top said back to Applejack in the hivemind.

“Fine. But you still might want to go pick up Derpy.” Cheerilee said.

“Of course I will. She will need some company.” Carrot Top said while sounding sad for Derpy.

“How are you holding up Rarity?” Fluttershy asked Rarity as they was in the royal kitchen.

“Okay enough… How can you and Pinkie just take it?” Rarity asked. “I mean, she ruined our lives!”

“Well..I just take it one step at a time. Plus she let’s me take care of the animals in the garden.” Fluttershy answer back shyly.

“So you don’t care that she made Applejack into a Changeling, Twilight into a monster, Rainbow into a bimbo, and is forcing me to clean a castle!? I’m allergic to dust! My throat swells up, and I don’t like how the guards look at me.”

“I do care about you and the girls. But what can I do about it? Also if you are allergic to dust why not ask Queen Rouge to have you do something else that’s not cleaning? O-or you could have me go ask her if you want. She does seem to like me if her playing with breasts in the throne room was anything to go by.” Fluttershy said with a small blush.

“Fluttershy, she’s using us. If I’m not cleaning she’d use me like you darling. Don’t let her touch you.” Rarity said, hugging Fluttershy.

“I don’t mind the touching. I have been wanting to go bimbo once in awhile.” Fluttershy said as her blush gets redder.

“With the bitch that corrupted my sister!?” Rarity almost screamed.

“H-her or anypony that is willing to help me go bimbo.” Fluttershy said as she hides behind her mane from the almost screaming in fear.

Rarity shook with anger, her eyes glowing red. “She destroyed me in every way, and you enjoy it when she makes you horny…?” Rarity tried to to tear Fluttershy apart. She felt betrayed worse than with Pinkie.

“Getting horny helps take my mind off of what happen to us. Becoming a bimbo is the only thing beside looking after the animals that bring me joy in our ruined lives.” Fluttershy said as she start to cry.

“Well I hope you find the pleasure you’re looking for…” Rarity growled, before turning around and leaving.

“Where are you going?” Fluttershy asked still crying.

“Anywhere… I just realized what I am.” Rarity said coldly, not even looking at Fluttershy or even stopping. “And I resign.”

“O-Ok.” Fluttershy said still crying before leaving the room as well.

Rarity’s eyes never stopped glowing as she went to her quarters. As she was packing, she noticed some black cloth lying around.

Rarity had made a black cloak out of the cloth and was now leaving.

Some of the guards had ran off to tell the queen about Rarity leaving.

“She did what?!” Rouge asked the guards surprised.

“She quit, and she’s leaving right now.” The head guard said.

“Did she signed the right papers of her quitting?” Rouge asked.

“No, she’s just leaving.” The guard replied.

“Then go after her. If she want to quit then she must signs the papers for it or I will have to make her a mega bimbo like Luna.” Rouge ordered.

“Do we even have the papers?” Asked the guard. But before another word could be spoken, a bat landed on his head and cut his head off with it’s wing.

“Really?” Rouge asked the bat not amused while Twilight try not to be sick again.

The bat then transformed into Rarity, who was grinning insanely. The other guards exploded into gory messes.

“Turn me into a bimbo you say?” Rarity asked, giggling. “Where’s your Bimbo Gun?”

“My sister has it right now. And may I ask why you didn’t sign the papers for you to quit?” Rouge asked.

“Like you’d let me go. You just love to make me suffer!” Rarity screamed, grabbing Rouge by her throat. “Any last words, faker?”

“Yeah. Hammer time.” Rouge said just as a hammer landed on Rarity’s head.

Rarity fell face first onto the floor and was unmoving.

“Rarity!” Twilight yelled, fearful that her friend was dead.

“Don’t worry. I just knock the crazy pony out.” Amy said from the throne room door.

Rarity swiftly got up and stabbed Rouge with her fingers. “Crazy pony this!!!”

“ACK!!! I didn’t called you crazy!” Rouge shouted out in pain as Amy ran to swing her hammer at Rarity, only for the vampire to dodge just right so that Amy hit Rouge. Rarity then punched the hammer's handle, breaking it.

“Damn it! I like that hammer.” Amy said in sadness for her lost hammer.

Rarity picked Amy up by her throat. “I don’t care that you took my virginity…” She then threw Amy out of the window. “I don’t care that you ruined my life…” More guards entered the room, but were executed like flies on a windshield. “And I don’t care that that you’ve made a fool of me! But nopony… And I mean nopony harms my sister!!!”

“You could of asked Peridot to help undo the effects on your sister you know.” Rouge said while taking out a chaos emerald.

“If even Discord couldn’t do it, what chance does some freak!?!?!?” Rarity shrieked. Peridot entered the room and tossed Rouge her Bimbo Gun.

“A lot of things.” Rouge said as she place the emerald on the Bimbo gun and fired at Rarity.

Rarity was hit, but uneffected.

“WHAT!?” Rouge shouted. Shocked that her bimbo gun didn’t work on the insane vampire.

“Hmm… Perhaps the fact that Rarity is undead makes her immune to the gun that makes a pony horny… Maybe it’s because of her cold skin-” Peridot started before Rarity threw a spear at her. The green gem yelped before shooting it with her finger cannon, which changed the weapons course, but the beam was redirected… To hit Twilight.

The blast went through Twilight’s shoulder, and everyone in the room heard the sickening crunch of Twilight’s bones breaking.

“TWILIGHT!!” Rouge shouted out and she quickly call guards in to take Twilight and her to the hostipal.

Rarity was stunned for a moment, but quickly left.

“What I miss?” Amy asked while climbing out of the window she was thrown out of with only some cuts for her troubles.

“I shot Twilight…” Peridot said boredly.

“Really? What did she do?” Amy asked Peridot surprise before noticing that Rarity is gone. “Where did Rarity go?” She asked.

“Ask Rouge.” Peridot said, walking out.

“Miss Hooves has sustained ninety cuts over her body, her one eye she has is damaged and she’ll most likely never see again, her arms are broken, but you’ll be glad the foal is okay.” Dr. Horse said.

“My poor Derpy. Wait...foal?” Carrot Top asked surprised.

“Yes… She’s pregnant.” Dr. Horse said. “Make sure she doesn’t eat any solid foods, her assailant attempted to cut her tongue and ears off, but we were able to reattach them. You can take her, but I advise you to be careful. The stitches on on her hips could fall off and that’s not something you’d want happening.”

“Oh, of course. Thank you Doctor.” Carrot Top said as she carefully pick Derpy up with her magic and left the room.

Derpy shuddered in pain in Carrot’s aura, and whimpered.

“Sorry Derpy.” Carrot Top said to Derpy as they left the hospital. Carrot then noticed Derpy’s gown was starting to fall off. “Oop. Sorry again.”

Derpy’s uninjured hand twitched in Carrot’s direction.

“Don’t worry Derpy. We will be back in the hive soon.” Carrot Top said as charge up a teleportation spell and teleported to their bedroom in the hive. Carrot Top then carefully place Derpy on the bed. Then she place a spell on Derpy’s head to connect her to the hive mind.

“Carrot, I hurt!” Derpy cried as her hand continued to twitch.

“I know. I am calling some medic drones to come and help you.” Carrot Top said with tears in her eyes.

“Carrot, I can’t see… What happened?”

“You were attacked. The Doctor said that your eye is damaged and you won’t be able to see again and the foal is safe.” Carrot Top said as she cry a bit.

“F-foal? Wh-what do you mean?”

“Hey Carrot, I found something I think you’d want to see.” Cheerilee said.

“Ok I will be there in a minute.” Carrot Top said to Cheerilee by hivemind. “I think I got you pregnant.” She said to Derpy.

“Oh… I suppose that’s good news, but… I’ll never see her…”

“Never say never Derpy. I will find a way for you to see again even if I have to give you my eyes to do it.” Carrot Top said with a light kiss on Derpy’s forehead.

“Uh… Carrot? I’m getting a bit hungry…” Derpy’s stomach growled.

“Ok. I will get you some non-solid food while I go see what Cheerilee wants.” Carrot Top said as she ordered a drone to bring a special potion to her as she left the room.

Cheerilee was waiting deep in the caverns. “I think there’s a way to help Derpy.”

“Really? How?” Carrot Top asked Cheerilee once she reach her.

“Well to start, there’s an old Changeling serum that was used to revive injured broodmares. Chrysalis stopped using it though, as just making new ones was less costly. It’s presently used by zebras.” Cheerilee said calmly. “You’re welcome.”

“Really? Thank you Cheerilee.” Carrot Top said as she gave Cheerilee a hug.

“Don’t thank her yet, zebras know a lot about Changelings.” Applejack said from her sitting position. “Closest zebra is in Manehatten, and that entire city has claimed independence. The zebra is Zecora.”

“Then what are we waiting for. Let’s go find her now.” Carrot Top said getting excited.

“Hold it, did you even hear me? Manehatten is rebelling against Rouge, so Changelings won’t be welcome. And since Rouge just lets ponies come in here, they know who the queens, AKA us, are.” Applejack said.

“Then we need to send somepony or someone to Manehatten to get Zecora for us.” Carrot Top said while placing a finger on her chin in thought.

“Or we could disguise ourselves, fly in, and nab her.” Cheerilee deadpanned.

“That could work but would they have place wards to detect any changelings that come in the city?” Carrot Top asked.

“It was quite recent. How about we send Applejack over, and if she doesn’t come back we’ll know.” Cheerilee said. Applejack glared.

“Ok. How about we flip a bit coin to see who get’s to go?” Carrot Top suggested.

“But there are three of us…” Applejack said.

“I am needed back in our room to feed Derpy.” Carrot Top said while holding a coin.

“Heads.” Cheerilee called. Then Carrot Top flip the coin and it landed on tails.

“It’s tails. Looks like you are the one to go get her Applejack.” Carrot Top said to Applejack.

“Oh come on! One outta three!” Applejack shouted.

“Sorry Applejack but you had lost. But after you are back with Zecora I could give you a reward.” Carrot Top said with a purr.

“Ugh, fine. Ah’ll go, but ah’m takin some drones.” Applejack said. “And a broodmare. Ah have an idea.”

“A Broodmare? Which one?” Carrot Top asked her eyes blinking like an owl.

“Hmm… Octavia.” Applejack said, smirking.

“Really? Why her?” Carrot Top asked still confuse of what Applejack is planning.

“She’s a popular musician. If there’s security, then I can use her to be scanned, then after have her make a fuss about her friend “Vinyl” not being treated properly. The guards would be confused, and I could walk on in acting like nothing happened.” Applejack said.

“Oh I see. That is a good plan. As long as she willing to help you.” Carrot Top said with a smirk of her own.

“Willing? I’m her queen, she doesn’t have a choice.” Applejack said, walking off. Cheerilee looked to Carrot Top.

“This can’t be good.”

“I know but we are going to have to wait and see how this goes for Derpy and Applejack’s sakes.” Carrot Top said while sounding a little worried.

Applejack had disguised herself as Vinyl and mind controlled Octavia. The cellist was dressed once again in fine clothes.

A sentry at the gates of Manehatten greeted them and scanned Octavia. It was there that Applejack enacted her plan, and it went off without a snitch. So her and Octavia looked for Zecora.

“Hey Carrot, what do I do with Zecora after I find her?” Applejack asked through the weak hivemind.

“Even convince her to help us or put her under a mind control spell.” Carrot Top suggested.

“She wouldn’t help us… Either way, I’ll send a drone to deliver the healing potion.” Applejack said, just as the Hivemind suddenly shattered.

Applejack screamed in pain, as did the drones and Octavia.

“So this is what has become of you, AJ… How could they do this to you?” A familiar voice asked.

“R-Rarity!?” Applejack gasped.

“Indeed, Applejack… I disconnected you from the hivemind so you could work for me.” Rarity said, petting the Changeling Queens head.

“Wh-what!?” Applejack yelped. “But-”

Rarity grabbed Applejack by her throat and lifted the former Earth Pony into the air. “Applejack, don’t make me kill you. We have a common enemy. Your sister is still a bimbo, and they changed you into a monster.”

Applejack’s eyes began to tear up. “What… Am ah...?”

“You’re useful. After Rouge and her associates are dead, I’ll end your suffering.” Rarity promised. “All you have to do is make me my own hive… And be it’s queen. I’ll reconnect you to the hivemind to get more forces, but you work for me. Leave your broodmare and drones here.” Rarity ordered.

“Why should ah do that?” Applejack asked.

“Because you’re a monster because of them. Don’t you want revenge?” Rarity asked.

Applejack’s emotions were mixed, but in the end, she hated Carrot and Rouge more than she loved her friend.

“Fine. Reconnect me.” Applejack said.

Rarity nodded, and she gave Applejack back her connection to the hive, though much weaker.

“APPLEJACK ARE YOU THERE!!??” Carrot Top scream the question in the hivemind.

“Yeah, but the drones and Octavia were caught and killed.” Applejack responded as Rarity took the drones and Octavia into Rarity For You.

“Damn it! Have you found Zecora yet?” Carrot Top asked still sound worried.

“No, but I’m close.” Applejack replied with both her mouth and the hivemind as she walked on.

“Ok. Keep me posted. Right now I gotta go tell Vinyl the sad news. She will be heartbroken.” Carrot Top said sadly.

“Like no. It totally can’t be true!” Was all Vinyl could say while crying after Carrot Top break the sad news about Octavia.

“I am afraid so. I am so sorry for your lost.” Carrot Top said sadly while Vinyl keeps on crying while her belly expand a little more. After that Carrot Top just left the room while Dashie went over to comfort the crying DJ.

“Hey Rouge!” Jasper yelled. “There’s a cult that want to talk to you!”

“Huh? A cult? Well bring them in but keep an eye on them.” Rouge said while sitting in the throne room that was fixed not too long ago.

Jasper let in a group of fifteen ponies, all in cloaks. “Greetings your majesty. Is it true you were once a ‘human’?” The lead cultist asked.

“Huh? Uh.. Yes I was. But how do you all know?” Rouge asked them surprised.

“Then the prophecies are true! We are the Followers of Man, and we wish to offer you our services. As an offering, we wish to give you five virgin mares to do with as you please.” The leader said as the others forced five bound mares with black bags over their heads.

“This is weird…” Jasper said.

“They’re cultists, what do you expect?” Rouge whisper to Jasper.

“Do you accept, oh great human?” The leader asked.

“Hmm. I do but let’s have a look at the mares faces first shall we.” Rouge said.

The leader nodded, and a cultist took off one of the bags, revealing the first mare to be Roseluck. She, like the others, was wearing only panties and a bra.

“Oh. She’s a cute one.” Rouge said as she got close to the five mares.

The cultist took off the next mares bag, revealing it to be Daisy.

“Another cute one.” Rouge said as she gave Daisy and Roseluck’s breasts a squeeze. They both squeaked.

The cultist rose another back. Lily Valley.

“Just as cute.” Rouge said as she gave Lily a lick on the neck.

Next one revealed was Flitter, the Pegasus. She looked terrified.

“Don’t be scare cutie.” Rouge said with a kiss.

“Get away from my sister!” The last mare with a bag over her head snarled. She was revealed to be Flitter’s sister Cloudchaser.

“How about no cutie.” Rouge said as she French kiss Cloudchaser. The mare attempted to resist, but was unable.

“They’re all yours.” The leader said.

“Thank you Miss..” Rouge tailed off wanting to know the name of the cult leader.

“Lemon Heart.” The leader said with a bow. “Whatever you need.”

“Let us go! We didn’t do anything wrong!” Cloudchaser yelled.

“I suggest you shut up Miss Cloudchaser or you will be the first one to get turn into a bimbo.” Rouge warned Cloudchaser. The pegasus growled, but said nothing.

“W-we’re getting turned into b-bimbos?” Flitter squeaked.

“That’s right. Very horny bimbos that is.” Rouge said grinning evilly.

“W-we’ll do whatever you want, just don’t turn us into bimbos!” Lily cried.

“Should that be all?” Lemon Heart asked.

“For now yes and you can visit me in my room tonight Lemon.” Rouge said with a wink to Lemon Heart.

“If that’s what you want…” Lemon Heart blushed before hurrying out.

“Of course and feel free to bring any more mares with you too.” Rouge said before looking at the five mares the cult gave her with a evil grin.

Once the cultists were gone, Jasper spoke up. “You’re going to rape them? Seriously?”

“Nope. Not as long as they do as they told.” Rouge said grinning. “Besides. I need some new maids to replace Rarity anyway.” She added.

“Sis! I was thinking…” Peridot called as she entered the throne room, but trailed off at seeing the almost naked mares. “Uh… Are you seriously adding more mares to your harem?”

“Kind of. These mares are gift from a cult that follow humans.” Rouge said as she gave Roseluck a tickle under her chin.

“Sis, did you ever think that they were abducted?” Peridot asked, watching Cloudchaser attempt to cover Flitter.

“We kind of already do that with the mane six. So what your point?” Rouge said with a rise eyebrow.

“First off, I can see you’re becoming a tyrant. You already have enough servants, and females. You’re not being faithful to Sunset. Or being serious with your role as High Queen of Equestria.” Peridot said.

“I never wanted this role. It was always meant for Sunset. I just took it to try to keep her dream alive.” Rouge said with a sigh.

“And this is her dream? Forcing mares into bed, forcing them to work for you? Becky, the Elements of Harmony are gone. You’ve won. Applejack, Rainbow, Pinkie… They’re all working for us. You don’t have to force them.”

“I know but ever since I was displaced I have been getting hornyer and have a desire to have lots of mares to bed.” Rouge said sadly.

“How about Peridot tries to fix that.” Jasper suggested. “Until then, I’ll take over. Let these mares go, they did nothing…”

“Suppose so.” Rouge said as she help untie the five mares.

“Come with me, I’ll get you mares some clothes.” Jasper said, leading the mares away. Peridot gave Rouge a disapproving stare.

“I wish Sunset was here. It will be easy if she did the ruling.” Rouge while sitting on her throne.

“Hey, didn’t you say Sunset was from ‘Equestria Girls’? A portal that lead to a world with doubles of everyone here?” Peridot asked.

“Yeah but this Equestria’s timeline is different due to Sunset running away instead of into to the portal.” Rouge said.

“So…? The portal might still exist.” Peridot said.

“I think it does. But I doubt that the human Sunset would be in the same school or have a desire to rule.” Rouge answered rubbing her head.

“Well, we could reprogram her to think she’s our Sunset once we find her.” Peridot said. “And it can’t be that hard finding a bacon haired girl named Sunset Shimmer. My secret project could help us.”

“Ture. But would that be abducting her? Since you question me about that cult abducting mares not too long ago.” Rouge asked with her arms closed.

“I don’t believe this… She might not be real! Jasper said something about it just being a mirror world! She’s most likely just a reflection!” Peridot shouted. “Look, if this makes you happy and it stops you from raping ponies, I’m willing.”

“Ok. Thank you.” Rouge said as she gave Peridot a hug. The gem rolled her eyes.

“Whatever. Find the portal, and I’ll finish the project.” Peridot said.

“Ok. But I am going to pay Twilight a visit in the hospital before I go look for that mirror.” Rouge said happily as she fly out of the throne room.

“Do you like Twilight more than Sunset?” Peridot asked herself.

Applejack returned burnt and cut up. “Ah got the potion…”

“Awesome. Perfect timing. I have just finished feeding Derpy.” Carrot Top said as she was in the middle of cleaning her pussy.

“You’re welcome.” Applejack said, tossing the vial to Cheerilee.

“Now Applejack. Please tell us who killed our broodmare and drones?” Carrot Top asked as she gave Applejack a hug.

“... It was Zecora. I terminated her.” Applejack replied coldly, shrugging Carrot Top off and walking away.

“Really? We could of used her as to replace the broodmare she had killed.” Carrot Top said a bit confused at Applejack’s actions.

“We can always find a new one. Besides, we got two a few weeks ago. Vinyl and Bon Bon.” Applejack said monotonously. “Why do we need so many broodmares? We have zillions already.”

“Ture but it’s changeling tradition to alway have some fresh blood when it comes to making drones.” Carrot Top said with a shrug. “Besides I am sending some drones to catch some mares that have left the Canterlot castle.” She added.

“Could I deal with them?” Applejack asked.

“With some of them yes. I want to at least lay eggs in one of them. They should be in the broodmare room by now.” Carrot Top said.

“I was actually thinking about setting up another hive near Manehatten. Just in case Queen Rouge wants to take it over, of course.” Applejack lied.

“I don’t see why not. After all Queen Rouge does need to take Manehatten back any way.” Carrot Top said as she left the throne room and head to the broodmare room.

“I’ll need some broodmares and pure breeds.” Applejack said.

“Sure we can spare one or two pure breeds for your plan.” Carrot Top said as she enter the broodmare room where some drones are ripping off the clothes of the mares they have captured.

“Thanks. How many broodmares can you spare? If I can get enough I might be able to create a second hive in another rebel city. Probably Baltimare.”

“I think you can have two of the five new ones and a couple of old ones to start. Onces you start a second hive you might to capture some mares that is in the city.” Carrot Top suggested as she eyed Roseluck.

“Crap… Look, Queen Rouge let us go! What more do you want from us!?” Cloudchaser screamed.

“Oh just add you five to our broodmares.” Carrot Top said licking her lips as she pinned Roseluck on to one the beds.

“Let us go! We’re Rouge supporters! Y-you can’t do this to us!” Lily shouted as Roseluck sobbed.

“I know but I am just following changeling traditions. I could let one of you go if you agree to join the Shadowbolts and be Derpy’s wingpony.” Carrot offered as she made a dick appear on herself.

“Th-that’s not fair, only two of us are pegasi!” Daisy shouted.

“I’ll do it if you let my sister go.” Cloudchaser said, glaring at Carrot Top.

“Hmm. I suppose that is fair. Ok you got yourself a deal.” Carrot Top said as the drones that was holding Cloudchaser and her sister let them go.

“W-wait! I-I-I can offer something myself!” Roseluck yelled. “A way to make more broodmares! Please!”

“I am listening.” Carrot Top said as the tip of her dick was touching Roseluck’s pussy lips.

“B-but you have to promise to let us go!” Roseluck said, trembling.

“Only if you tell me how to make more broodmares first.” Carrot Top said.

“Promise you’ll let us go if I tell you!” Roseluck said, trying to distance herself from Carrot.

“I promise but if I find out you are lying. Then I will fill you with more eggs than Rainbow has already.” Carrot Top warned has she points to where Rainbow Dash is who has a very huge belly.

“Th-there’s a magic pond in the Everfree called the Mirror Pool! It can clone ponies! You can clone us and have them as broodmares!” Roseluck said, shivering.

“Well that explains why there were so many Pinkie Pie’s that day.” Carrot Top said as she got off of Roseluck.

Roseluck sighed in relief. “Let us go and we’ll show you where it is and tell you how to use it.”

“Of course. I will teleport us to Ponyville and then you can lead us from there.” Carrot Top said as she teleport herself and the five mares leaving Applejack with the other broodmares.

“I thought I was getting two of them…” Applejack sighed.

When the mares appeared, Roseluck, Daisy and Lily covered themselves.

“We’re naked!” Lily cried out. “The horror! The horror!” She then passed out.

“Could one of you carry the wimp?” Carrot Top asked the mares with a sigh of annoyance.

“Get us clothes.” Roseluck demanded.

“You all still live in Ponyville right?” Carrot Top asked Roseluck.

“I was planning on moving to Baltimare. It’s less crazy and far away from any sex machines.” Roseluck said as she and Daisy picked up Lily.

“Then go to your homes to get dressed and come back here.” Carrot Top ordered. The mares vanished in a flash.

Eventually Roseluck returned and lead Carrot Top to the Mirror Pool.

“There’s a rock in the way.” Roseluck said.

“So move it.” Carrot Top ordered.

“It took Applejack, Big Macintosh, Pinkie Pie, and Twilight. You move it.” Roseluck shot back.

“Egg filling.” Carrot Top said in a sing song voice.

“What?” Roseluck asked confused.

“If you and the others don’t move that rock. Then you get an egg filling.” Carrot Top said as she made her dick appear again.

“I’m the only one here! You’ve got drones! You’re probably stronger than me!” Roseluck snapped.

“But the mirror pool is your idea and the only thing that is saving you from being a broodmare. So get pushing.” Carrot Top said with a smug smile.

Roseluck sighed before attempting to push it. She tried very hard, giving it her all. But the most physical labor she had ever done was picking flowers. She strained herself, but the rock wouldn’t budge.

Finally, after ten minutes, Roseluck gave up. “See!? I’m not strong enough! It took multiple earth ponies and a powerful unicorn to move it!”

Carrot Top just sigh annoyed before she went to move the rock out of the way. “Weakling.” Carrot Top said to Roseluck.

“I’m just an earth pony! I’m not a dragon.” Roseluck said, but smirked when Carrot couldn’t move it.

“Damn it.” Carrot Top said as she tried to smash it, but was unsuccessful.

“Hey, why don’t you use your bug freaks to dig a tunnel, Maggot Top?” Roseluck unsalted.

“Keep calling me and my race names and will stuff you into a cocoon.” Carrot Top growled at Roseluck as she start to dig. “I am so great I got turn into a changeling.” She said to herself as she digs.

“Great? We’d all be better off if Rouge never came here, least of all you working for her Carrot.” Roseluck said. “You say you tried to make me into a broodmare because of Changeling tradition… Well here’s the thing, you aren’t a Changeling. Not really. You’re just playing the part, and hoping you survive.”

“But I kind of the head of the Changeling Queens Since I been one longer than Cheerilee and Applejack.” Carrot Top said to Roseluck.

“If you’re in charge then you can change tradition. Celestia and Luna did, and Rouge is fucking our society up.” Roseluck said. “All you and Rouge want is power and your own happiness. And no matter how much you try, you’ll never be happy.”

“I can’t change the tradition it’s the oldest tradition to date. And all I want is to make Derpy smile that all I need.” Carrot Top said as she digs deeper.

“Well, traditions can be broken.” Roseluck stated.

“It’s never that simple.” Carrot Top said as she breaks through to the mirror pool.

“Who’s gonna stop you? You’re in charge.” Roseluck said, before hopping down.

“Nopony but it’s something we have to do to keep some fresh blood within the broodmares.” Carrot Top said as she wipe some dust off. “Now make the pool work.” She ordered.

Roseluck rolled her eyes. “Where the brambles are thickest, there you will find
A pond beyond the most twisted of vines.
And into her own reflection she stared,
Yearning for one whose reflection she shared,
And solemnly sweared not to be scared
At the prospect of being doubly mared!”

Suddenly Carrot noticed there was another Roseluck.

“It works.” Carrot Top said happily. “Do you know who you are?” She asked the clone.

“Yes.” They both said.

“I’m Roseluck.” The one farthest from the pool said.

“And I’m s-second Roseluck…” The one closer to the pool said.

“Well Second Roseluck. It’s your job to be one my broodmares. Is that understood?” Carrot Top asked the clone.

“O-okay…” The copy said.

“There. Now you don’t need real mares like me. I’ll be going.” The real Roseluck said as she walked off.

“Thank you and tell the other mares to get here so I can have them cloned.” Carrot Top ordered.

“Sure… But I don’t think they’ll agree…” Roseluck said.

“And why is that?” Carrot Top asked after she had the clone make more clones.

“Well, they’re terrified you’ll take them and the clones.” Roseluck said.

“No I will just have their clones. Those damn scary cats.” Carrot Top said annoyed.

“You were about to rape us like Rouge was.” Roseluck deadpanned as she left.

What happened was each mare came in by themselves to be cloned. Afterwards they’d leave to tell the others it was safe with a codeword. Lily was the last to make her clone.

“Itwasnicemeetingyougottagobye!” Lily said before running up the tube.

“Scaredy cat.” Carrot Top said before she turn to look at the clones. “Alright. Do you all know what your job is?” She asked them all.

“Being a broodmare.” They all said in unison.

“Can we at least get vacations?” Daisy’s clone asked.

“No. Now come on and follow the drones that are outside.” Carrot Top ordered.

“No.” Lily’s clone said as they all folded their arms. “We deserve more than this treatment!”

“Yeah, no bug can just order someone to have sex!” Roseluck’s clone said and the others nodded.

“It’s what you all are clone for so the originals don’t have to.” Carrot Top said annoyed before calling some drones in by the hivemind.

“That’s not fair! We never got the chance to live!” Daisy said before starting to cry. Lily started screaming and Roseluck just walked over to the mirror pool.

“What do you think you are doing?” Carrot Top asked the Roseluck’s clone as drones came in and start rounding up the clones with their green slime.

But it was too late, as Roseluck’s clone had copied, and then that one copied, and then those two copied, and continued to do so until they overran the drones.

“Ah crap! Drones! Grab as many clones as you can and return to the hive!” Carrot Top order her drones as she grabbed a couple of Roseluck’s and Daisy’s and Lily’s clones before teleporting back to the hive.

“Well, look who was backstabbed.” Applejack said, smirking.

“Oh shut up. At least I didn’t come back empty handed.” Carrot Top said in annoyance as she chained the clones she got to the beds. “Some drones will be coming in with some clones you can have.” She added as she removed the clones clothes.

“I came back with the bucking potion!” Applejack snapped, her mental voice reverberating throughout the hivemind as her eyes turned red.

“Ok. I am sorry it slipped my mind when I was being overrun by Roseluck’s clones.” Carrot Top said shaking in fear of Applejack.

“I’m going by tomorrow. Have the broodmares picked out by then or I’m most likely going to die out there.” Applejack snarled.

“Y-y-yes Applejack.” Carrot Top said in fear while hide behind Rainbow Dash’s huge belly.

“Hehe. Like you totally scared of AJ.” Dashie said giggling.

Applejack’s red eyes directed towards Rainbow. “Be quiet! You’re not in a position to joke about me… Didn’t Rouge take your Twilight?”

“Yeah like she totally did and like she totally bang her.” Dashie answer and she gave a loud moan from her belly expanding.

“And you’ll never see her again. How can you not care? Are you that lost it to lust?” Applejack asked.

“Maybe like you allow to totally visit and bang her once in awhile.” Dashie answer as she giggle again.

“I think that mind is overloaded with lust.” Carrot Top said which she touch Rainbow she moaned very loud in pleasure.

“Try to eat enough of it. I want to see her sad.” Applejack said before kicking Rainbow over and walking off.

“Ouchie!” That was like totally mean of you AJ.” Dashie said glaring at Applejack while Carrot Top was starting to eat some of Dashie’s lust.

“I’m going to bed.” Applejack said as she left.

“Good night.” Carrot Top said before going back to eating.

“I can’t eat anymore.” Carrot Top said as she was laying on the ground with a huge belly that was full of love she ate from Rainbow Dash.

“Is that lust even penetrated?” Cheerilee asked.

“Don’t know but it tasted good. Plus Rainbow here has still got lots lust to spare.” Carrot Top said with a groan.

“I’ll take care of her. You go take care of Derpy.” Cheerilee said.

“Ok. I am going to go see if the potion worked on her or not.” Carrot Top said while slowly getting up and leaving the room. Groaning all the way.

“Need help?” Cheerilee asked as she started to play with Dashie’s slit.

“No. I can manage. Thank you for asking.” Carrot Top said as she left.

“Now… Where were we?” Cheerilee said as a dick grew in between her legs.

Applejack walked through the broodmares, looking over the mares. She needed ones that would produce stronger than average drones, or one that produced faster if she wanted a hive of her own. She felt hollow inside all of a sudden. She knew Carrot was just using her, meaning the so called herd was a lie.

“Hey AJ. How are you doing today?” Lyra called to Applejack from where she is lying.

“Starting up a new hive. I need a bunch of broodmares to take.” Applejack said dully.

“Really? That’s cool. You should pick Maud Pie as one of your broodmares for the new hive.” Lyra suggested as her belly got bigger.

“Why?” Applejack asked.

“She is a strong mare. I think she is stronger than you were when you used to be an earth pony.” Lyra said with a shrug. “Plus she is Pinkie’s sister.” She added.

“I don’t need strong mares, I need ones that can make powerful of fast Changelings.” Applejack said.

“It’s just a suggestion.” Lyra said as she reach and kiss Bon Bon who was lying next to her.

Applejack suddenly felt aroused. She turned away and started to walk off. She wanted someone to herself. All Carrot Top cares about is Derpy. Cheerilee plain old hates her. That was about it.

“Like you could always look for mares outside of the hive you know.” Vinyl said quietly.

“Maybe. Would you like to come Vinyl?” Applejack asked, going over to the former DJ and sitting in her lap.

“Sure. Without Tavi I totally got no reason to be in this hive. Plus I am on my 24 hour break anyway.” Vinyl said sadly.

“Would you like to keep me company Vinyl?” Applejack asked as she wrapped her arm around Vinyl’s neck and kissing her cheek.

“Like yes.” Vinyl said with sad smile as she hug Applejack back.

Applejack then picked Vinyl up bridal style and went to her personal quarters.

“I’ve become lonely… Cheerilee is Carrot’s lap dog, and Carrot’s content with a blind pegasus who wanted her dead. I’ve got nothing.” Applejack sighed.

“You still got your family back on the farm right?” Vinyl asked Applejack.

“I’m a Changeling Queen. My Granny died last month and my sister’s a mindless bimbo. Apparently even the lowest setting was too much for her. And Big Mac abandoned the farm. Anypony else in my family know I’m a freak.” The Queen said as she entered her room and set Vinyl on the bed, closed the “door”, and laid on top of Vinyl with a look of lust and sorrow.

“I am like so sorry for you.” Vinyl said sadly as her bimbo side was slowly taking over.

“I’m just a hollow shell now… I even lost my accent…” Applejack said, before kissing Vinyl’s lips. “What if I told you Octavia’s alive?”

“Then I would be the happily mare in the world before I become totally mindless.” Vinyl said with a small smile as her expanding breasts press against Applejack’s own breasts.

“Well then, here’s a secret you can’t tell anyone… She’s still alive.” Applejack said. “Now, pleasure me.”

“What happened here?” Coloratura asked her manager after they had stop at Ponyville that was swarmed with Roseluck’s clones.

“Who knows…” Her manager said.

“Somethin wrong!?” A southern accented mare shouted, which sounded familiar to Coloratura.

“Applejack?” Coloratura said as she turn to Applejack, in disguise, was far from her.

“Ra-ra!?” Applejack seemed surprise.

“Applejack. Long time no see.” Coloratura said as she went to give her old friend a hug. “I see growing up has been kind to you.” She added as she poked one Applejack’s huge breasts.

“Ra-ra, not now.” Applejack said as she blushed and covered herself with her brown trench coat. “Ah see you’ve grown too. So what brings ya here?” Coloratura had just noticed Applejack was carrying a large wagon on her back.

“Well I am going on tour around Equestria and Ponyville is one of my stops. So how have you been and what with the wagon?” Coloratura asked.

“Ah wouldn’t suggest goin to Ponyville. Queen Rouge basically destroyed any semblance of peace there. Ah’ve been better, an’ ah’m movin to Manehatten. There ain’t nothin for me here no more.” Applejack replied, wiping her tears.

“Oh Applejack. That is so sad.” Coloratura said as she gave Applejack a comfort hug. “And what do you mean by destroyed any semblance of peace?” She asked.

“Well, there is rape, murder, kidnapping, theft, and a whole lot of things that the queen thinks is ‘okay’.” Applejack said.

“Aren’t the guards dealing with that?” Coloratura asked.

“They’re either guarding Canterlot or fighting resistance.” Applejack said, then started to walk around Coloratura. “Best to cancel that tour.”

“Well.. I don’t know. My manager isn’t going to cancel the tour because of a few law breakers.” Coloratura said not sure.

“Ra-ra, it’s not just a few law breakers, it’s the system. Rouge is one of those kidnappers. Half of Ponyville is gone and the other half are on the run or have given up.” Applejack sighed. “Ra-ra, I think you’re my only friend left…”

“Really? What happen to your other friends?” Coloratura asked confused.

“Ask Queen Rouge… She’s what happened…” Applejack growled.

“Oh. I am so sorry for your loss.” Coloratura said sadly still hugging Applejack.

“Come on! We don’t have all day!” Her manager shouted.

“Hey Ra-ra, why don’tcha come with me?” Applejack asked as she slung her arm around her childhood friend. “We can ditch the jerk.”

“I suppose why not. But we have to get rid of my manager first. He is very bossy.” Coloratura said.

“How about this. Ah’ll take care of him while you go to the train tracks. Wait for me there, ah won’t take long.” Applejack said, flicking her hat up a bit as if to show off her badassedness.

“Hehe. Ok AJ. Just don’t let him get under your skin ok.” Coloratura said with a giggle as she headed to the train station.

“Don’t worry Ra-ra…” Applejack whispered to herself. “I won’t let him bother you again.” AJ’s eyes glowed red as she unhooked the cart and walked over towards Coloratura’s manager…

The manager wouldn’t bother anyone ever again.

Once Applejack reached Coloratura, she unhooked herself and grabbed the star in a tight embrace. “You don’t have to hide your feelings from me.”

“Wh-What do you mean?” Coloratura asked with a small blush.

“I see how you feel about me. You don’t have to hide it. I had a crush on you at camp.” Applejack said, smiling softly.

“Really? Well I alway did find you very cute.” Coloratura said her face even redder.

“Would you like to be my girlfriend?” Applejack asked as their noses touched. Coloratura felt Applejack’s hand on her ass.

“I thought you would never ask.” Coloratura said as she kiss Applejack on the lips. Applejack returned the kiss, using her emotion reserves to feed Coloratura’s passion and lust. “You are such a good kisser Applejack.” Coloratura said as a wet patch appeared on her pants.

“Looks like somepony likes this a bit too much.” Applejack teased as she poked the wet patch.

“Well.. you kiss so good and you are hot. How can I not enjoy myself.” Coloratura said as the wet patch becomes wetter.

“Need help there?” Applejack asked, kneeling down to look at the wet spot.

“Yes please.” Coloratura said with a big smile as she took off her pant and panties. Applejack began to lick her girlfriends pussy fast and roughly.

“Oh. You are very good at this.” Coloratura said as she let out a little moan from the licking.

“This your first time?” Applejack asked as she added her fingers to the mix.

“No. When I get to stressed out with my manager I would look for a bimbo to screw just to calm down.” Coloratura answer as she panted from the pleasure.

Applejack tried not to dwell on that, as the memory of being forced to become one hurt. So instead she just went deeper.

“Oh. Oh Yes! Deeper AJ deeper.” Coloratura moaned louder from the fingering.

Applejack went as deep as she could, and surprised Coloratura by licking her clint.

“Oooooooooh Yes. I am getting close.” Coloratura said as she fell on her flank moaning in pleasure. Applejack didn’t stop, she wanted Coloratura so badly.

“Ooh oh. Just a little more.” Coloratura said as she bent over to grab Applejack’s huge breasts. The ex-farmer ignored that and started to bite Coloratura’s pussy. Coloratura then let out a scream as she cumed on Applejack’s face.

“Better?” Applejack asked as she pulled Coloratura into her lap.

“Much better.” Coloratura said panting.

“Now you’re mine.” Applejack said before french kissing Coloratura, which slowly made the singer fall asleep.

“I am yours.” Coloratura said before going to sleep. Applejack picked up Coloratura and put her in the wagon.

“Greet my new wife properly.” Applejack said to the broodmares.

“Like good for you.” Vinyl said to Applejack with eyes graze over from lust. “Your looks like totally hot.” She added.

Applejack sighed before continuing.

To be continue.