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How Twilight Sparkle Learned to Stop Worrying and Love the Baddies

by Penalt

Chapter 5: Cog, Part IV

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Cog, Part IV

Twilight considered the dream conversation she had just with Luna. Escape from Flim and Flam’s clutches was possible, but it would take time. Keeping her word to Luna was going to be an order of magnitude harder, though. With those thoughts, Twilight let go of the lucid dream and allowed herself to drift into regular sleep.

Uncontrolled, Twilight’s dreams turned to erotic nightmares. She was pleasuring Flam again, only this time with Flim taking her from behind at the same time. Then both of them took her from behind at once, one atop her and one beneath her belly. Unable to stop, Twilight’s mind conjured more and more inventive methods of giving and receiving pleasure from the two brothers. One even intrigued her, and it involved a bridle, pulleys, six bungee cords, forty feet of two-inch-wide ribbon, and a climbing harness. As Twilight’s dreams dissipated, she found herself calculating the relative force vectors involved and the required material strengths.

She woke to the Voice still repeating its mantra of obedience and devotion in her ears and the biosuit working over her entire body. The suit’s twin plugs were vibrating at a low frequency, while the body of the suit caressed her with gentle intimacy. After four days, it seemed to have already learned every spot it could touch to stoke her arousal. At least it’s only trying to wake me and get me worked up, thought Twilight. She tried to frown, but the gag over her muzzle stopped her, and a silenced moan took over her features instead. This is just part of the conditioning to make me want to be good and obey. I can’t let myself enjoy it too much. But she had to admit it wasn’t the worst way to wake up.

“Good morning 614,” said the Voice, breaking off its mantra. The suit slowed and stopped its ministrations. “143 will arrive shortly to escort you to breakfast.” Something about the Voice was different today—it was clearer, more alive, somehow familiar and feminine.

“While you wait,” said the new Voice, “let’s review. Stomp once for yes, twice for no, and remember, I can tell if you are lying through your vital signs. Lying will be punished. Do you understand?” Twilight stomped once.

“Very good, 614,” said the Voice. “To begin with: Do you like working for Flim Flam Industries?” Twilight stomped her hoof twice, for which she promptly received a shock from the plugs directly into her most sensitive nerves. If she hadn’t been thoroughly gagged, Twilight’s scream would have been ear-splitting.

“Improper attitudes will also be punished.” The Voice was horribly indifferent to Twilight’s muted whimpers and her struggle to get her breath back. “These have been allowed during your initial trial period, but will now be corrected in your new training regimen. I am your Voice of Control, and under my guidance you will become a productive, happy, and obedient worker.”

Twilight shivered as she heard the capitalization in the words. The speaker went on.

“Listen to your Voice of Control. Trust your Voice of Control. I will help keep the pain away and make it feel good to obey.” The Voice spoke in a soothing, almost mesmeric cadence, and Twilight felt the words sinking through defences that had been weakened by both pain and pleasure. They took root deep within her, and Twilight felt both body and mind relax involuntarily.

“Let’s try again, 614. 614 likes being rewarded. Flim and Flam reward 614. Does 614 want more rewards?” asked the Voice of Control. Twilight thought for a moment and stomped once. As she did the suit ran a rippling caress down her spine.

“614 is a very good pony,” said the Voice, sounding pleased as it praised her. “Does 614 like being rewarded?” A stomp followed by another caress. “Does 614 like being rewarded by Flim Flam Industries?” The rewards were indeed enjoyable, and the Voice would punish her for lying, so Twilight stomped once. “Very good. That means you do like being part of Flim Flam Industries.” Control’s treacherous logic froze Twilight in both mind and body. Could she really like being controlled like this?

“So, do you like working for Flim Flam Industries?” the Voice of Control asked, and in a shocked daze, Twilight felt her hoof come down once, her mind still trying to counter Control’s conclusion. Twilight tried to summon her mantra, her defences, but just as her thoughts began to settle, the suit activated a full reward and those thoughts were scattered like smoke in the wind. “I told you, I will make it feel good to be obedient. Just obey, and there will be no pain, only pleasure.”

Some time later, as the aftershocks of Twilight’s orgasms faded, the Voice spoke again. “143 has arrived to take you to your morning meal. Stand by for transfer.” The claw grabbed her again and lowered her to the floor, and as her visor was lifted away she saw 143 in front of her.

“Hello 614,” said the light blue unicorn in front of Twilight, eyebrows furrowed with concern. “Let 143 get the rest of that off of you.” With that, 143 undid the muzzle gag and hung it on a hook on the claw, which released Twilight and lifted itself back towards the ceiling.

“What? No leashes or tethers?” asked Twilight, raising an eyebrow in surprise.

“They are not required now.” The Voice now came from Twilight’s collar, surprising her. “From this point until you are fully trained, I will be monitoring you constantly. Now, follow 143 to your morning meal.” 143 obviously heard Control’s reply as didn’t answer Twilight’s and silently led her off toward the commissary. As the two mares walked, Twilight ventured a question to the Voice.

“What do you—May I ask what you meant by ‘monitoring’?” Twilight asked out loud. 143 looked back over her shoulder at Twilight, her ears drooping.

“You may,” said the Voice, cheerfully. “I will be listening to you, watching you, and guiding you. Through your suit, I will monitor your vital signs and adjust what the suit does for you as needed. And as you have already experienced, I will administer both punishments and rewards when they are appropriate.” Twilight gulped, and a chill went down her spine. With someone watching her so closely, escape would be much more difficult. Even if she managed to trick Flim and Flam, she would still have Control to deal with. As if to hammer those thoughts home, the Voice of Control spoke again.

“For example, 614,” said the Voice, in a disturbingly maternal tone, “your blood pressure just spiked, along with your breathing. That, combined with the change in your galvanic skin response, tells me that you have just realized how well I can read you. Is that correct?”

“Yes, Control,” said Twilight, feeling her heart sink. “Thank you for the answer.”

“Enjoy your meal, 614,” said the Voice, as Twilight and 143 reached the commissary and Twilight had a sense of the Voice backing off. Unlike her first visit the previous day, the commissary was bustling with activity. Some two to three hundred ponies from all three tribes could be seen, all wearing the common suit and collar combination. Most ate in silence, but here and there some ponies engaged in conversation. 143 and Twilight slotted themselves into the line for trays and food.

“How are you doing this morning?” asked Twilight.

“143 is doing well,” said 143, as she grabbed up a tray for herself, “and has noticed that 614 now has her own Control.”

“Yes, Control introduced itself before you came to fetch me,” said Twilight, scooping up her own tray. “Which reminds me. If Control is guiding me, why send you? Not that I mind seeing you again.”

“Every pony in training is assigned a partner,” said 143, smiling as she grabbed meals and drinks for herself and Twilight. “143 asked to be your partner, because you were kind to 143 and she wants to help you and maybe...be your friend?” 143 lifted both laden trays with her magic and led Twilight to one of the few empty tables.

“You are a good friend,” Twilight said, giving her friend a light nuzzle as they reached the table. 143 blushed as she set the trays down on the smooth metal surface of the table. “Can you give me any ideas of what to expect?”

“Yes. 143 also had a Control during her final training,” said 143, face and voice both serious. “Control is going to listen to everything 614 does and says.” She paused. “Everything.” Twilight understood the warning. She had to assume anything she said from this point forward was being listened to and every movement and reaction of her body studied in order to break her in mind and spirit.

Twilight opened the box containing her breakfast, revealing three poached eggs, a pair of English muffins, and a large packet of hollandaise sauce. It all looked and smelled surprisingly good. She dug in.

“So,” Twilight said between bites. “What’s the agenda for today? I have a feeling I’m not doing treadmill work anymore.”

“614 is right,” said 143. “Considering her suit should be fully in tune with her body by now, 614 will begin physical and combat training today.”

“They have got to know there’s no way—” Twilight began before remembering that she was being listened to. “Um, they must know that I’m not emotionally prepared for combat.”

“During the day 614’s body will be trained,” said 143, her fallen ears matching the corners of her mouth. “In the evening and at night, Control will train her mind.” Twilight nodded. She had known that some more potent form of mental conditioning had to be on its way. She just had to find an effective way to resist it until Flim and Flam made a mistake. Too many mornings like this, losing herself to pleasure and being outmaneuvered by perverse logic, and she would crumble. However, a strong mind required a strong body, and she and 143 had a breakfast to eat.

Once they were finished, 143 led Twilight out of the commissary through an unfamiliar set of passageways and corridors. In contrast to where Twilight had spent the past few days, these corridors were full of ponies, generally in groups of two or three, bustling from one location to another. The stark overhead lighting gleamed off of their black suits and silver collars, and Twilight noted that all the other ponies seemed focused on their destinations. Nopony was talking to each other. It was like they weren’t ponies anymore, but cogs in some huge machine.

“Where are you taking me?” Twilight asked, half guessing the answer.

“To the training room,” said 143, as they passed through a final door into a chamber easily four or five times the size of Applejack’s barn. The room was a large gymnasium, with a running track on one side and what looked like an adjustable obstacle course on the other. The walls were covered in a hard, blue padding, and there were a half dozen bowl-like depressions in one wall near the door. The ceiling was lost in darkness high above, hidden by the glare of several small, but extremely bright, lights, that allowed no shadow on the floor below.

“Back into one of the docking ports, 614,” said the Voice of Control. Twilight looked around but all she could see nearby were the bowl like depressions in the wall. 143 pointed a hoof toward the bowls, indicating that those were the referred to “docking ports.”

“Um, okay,” said Twilight. She gingerly walked backwards toward one. She noticed, as she did, that her hindquarters were at about the right height to fit into the deepest part of the depression. When she was just a few inches away from bumping into the “dock,” something firmly grabbed hold of her dock, eliciting a squeak of surprise from her. Looking back, she saw that some sort of claw had grabbed hold of her and was pulling her backwards.

“Just lift your tail, 614, and keep backing up,” said the Voice. “The claw on your dock is there to guide you into place. It isn’t meant to harm you in any way.” Twilight said nothing, gritting her teeth as she stopped resisting the pull. As her backside made contact with the inner surface of the bowl, there was a sucking sound and her entire backside was pulled into the bowl. At the same time the material of the bowl slid forward and enveloped her entire hindquarters, from the top of her knees to the front of her hips. The whole thing then became tight and rigid, immobilizing her, and fear or panic must have shown on Twilight’s face, causing 143 to step up and comfort her while stroking Twilight’s mane.

“It’s okay, nothing bad is going to happen,” 143 said, in a soothing voice. “Control is just preparing you for your workout.” As 143 spoke, Twilight felt something grasp the outer end of the two plugs lodged in her anal and vaginal cavities. It gripped and held the plugs like solid bars, and Twilight gave a shuddering gasp as she went through the now familiar routine of a cleansing enema. As it finished, though, the plug was not replaced but removed from her entirely. Her vaginal probe was removed as well, however it was replaced by something that felt...smaller.

“The plug and probe would interfere with your ability to fully exercise, 614,” said the Voice of Control, anticipating Twilight’s question. “The plug has been removed and the probe replaced with a smaller unit, for now. Each time you enter or prepare to leave this room you will move into a docking port so that these items can be dealt with. Is that understood?”

“Yes, Control, I understand,” said Twilight. The port released her.

Then began one of the most physically active days of Twilight’s life. 143 and Control had Twilight running all morning. First, she was commanded to a gentle trot to warm up. After a several minutes of that, she was ordered to shift into a canter. A canter that went on for five miles worth of distance along the track. After a short breather, there came a series of sprints at full gallop. Then, more miles at a canter, followed by more galloping sprints, and on and on.

Through it all, the Voice of Control spoke to her, advised her, cajoled her and drove her faster and further than she had gone before. Control always seemed to know when Twilight needed some water, or when she was slacking off. Twilight also noticed that she never overheated nor needed to stop for a bathroom break, despite all the water she was drinking.

When 143 finally called a halt for lunch, some four hours later, Twilight felt surprisingly good. In fact, she was barely breathing hard and she felt like she still had lots of energy. Twilight figured she probably could have run like she had been doing, non-stop, for at least a couple more hours.

“143,” said Twilight, as she ‘undocked’ again from the port by the exit, “why am I, um, why don’t I feel more tired from all that running? I’ve done more running today than I’ve ever done.” 143 smiled as they left the training room.

“It’s the suit,” said 143. “It keeps you cool so you can run further, it keeps salt from when you do sweat, and puts it back in when you need it. It pushes and pulls your legs as you run, so you lose less energy with every stride.”

“That’s really incredible,” said Twilight, aloud. But in her thoughts all she could think of was the incredible waste. She was wearing a miracle of pony science, a living piece of technology that was capable of monitoring her health, keeping her alive in hostile environments and boosting her physical ability, and it was being used as a tool for mass enslavement instead of for the benefit of ponies everywhere. Twilight growled slightly in frustration.

“What was that, 614?” asked the Voice of Control from her collar.

“Nothing, Control.”

“It wasn’t, but I will let it go this time, 614,” said Control. Electricity prickled across Twilight’s hindquarters and teats. “That is your warning. Do not lie to me again.”

Twilight shivered as she replied, “Yes, Control. Thank you, Control.”. She hadn’t fooled the Voice of Control at all, but it didn’t say anything further, as she and 143 had lunch and returned to the gymnasium for the second half of the day’s activity. For four hours, she would run the obstacle course on the other side of the huge room, in various configurations. Once again, Twilight’s suit kept her cool and hydrated while supporting her movements, and after the first hour the course actually became kind of boring.

Of course, that was when things got interesting. In the second hour, as she ran the course, 143 started firing blasts of low powered magic at her. If the blast hit her in a leg, the suit obligingly froze that part of her body, letting it move again only when she crossed the finish line. That was bad enough. But, if the blast hit her in the head, or the body, or if all four of her limbs were hit, the suit would everything up and Control would deliver an agonizing, ten second long shock. After the third shock, Twilight was well and truly motivated to try to avoid 143’s blasts.

For an hour or so, Twilight managed to avoid the majority of the shots 143 sent her way. She avoided getting shocked again for nearly an hour, but after seven hours of heavy physical activity, despite all the advantages that the suit provided, Twilight finally began to tire. More and more shots connected, and Twilight again experienced electrical agony. Toward the end, both she and 143 were in tears. Twilight’s suit locked up and punished her one last time, a mere three steps from the finish line of her final run, her body uselessly trying to buck against the rigid suit encasing her form as she fell heavily to her side.

“Excellent session, 614,” said the Voice of Control, unmoved by Twilight’s pain as the suit released Twilight, allowing her to move again. “Readings indicate that you pushed yourself to within 95% of your current maximum ability. And 143, you performed excellently as well. Control is well aware of your friendship with 614, and still you obeyed Control without hesitation. Go help your friend, 143.” Slowly, head down, ears flat, 143 dragged herself over to Twilight and slowly helped Twilight to her hooves.

“Sorry...sorry,” 143 kept saying under her breath as she braced Twilight upright.

“It’s okay,” Twilight assured the apologetic mare. “You did what you had to do. I don’t blame you at all.” As Twilight said the words she felt a familiar shudder roll through 143’s frame as it leaned against her.

“Would you like a reward as well, 614?” asked the Voice of Control, giving explanation to the shudders and now, low moans, beginning to come from 143.

“Not right now, if that’s okay. I’ll save it for later,” said Twilight. She had to linger in this pain. She had to remember that Control was her enemy.

“614, please,” moaned 143, half open eyes smoldering at Twilight. “Please, hold me.” Twilight hesitated a moment, knowing the type of intimacy 143 was asking for.

She needs this, Twilight thought. She needs to be held by somepony she trusts not to take advantage of her. With that thought, Twilight enfolded 143 into her embrace. 143 latched onto Twilight’s body, like a drowning pony thrown a life ring, and proceeded to cover Twilight’s face with passionate kisses. Twilight could feel 143’s suit teasing and stroking her body, driving her fellow captive’s lust and desire. She couldn’t help but feel her own passions begin to rise as 143 latched her lips again onto Twilight’s with a searing kiss.

Then, Control took matters into its own hoof and activated Twilight’s suit. The single device deep within Twilight’s marehood lit up with powerful, rhythmic vibrations, and the suit itself rubbed and tugged at Twilight’s clit and teats. Twilight opened her mouth wide in a moan of her own, as the orgasmic fire the suit created seared its way from her nerves to her brain. 143 took Twilight’s opened mouth as an invitation to turn their closed mouth kiss, into a wide open, two-sided Prench kiss. Tongues dancing, teasing and playing, both mares moaned into each others mouths as their now shared passion burned higher and higher.

Twilight and 143 both rubbed their forward hooves along the covered lengths of each other’s suited bodies, each of them stroking the firm planes and curves of the pony in front of them. Each seeking, and finding, those little spots that would drive their partner ever higher, and their moans gave way to passionate cries, as the two mares had eyes and thoughts only for each other.

Twilight shifted her mouth to the base of 143’s throat, nibbling and sucking, and in response the azure mare shuddered and ground her rear leg against Twilight’s plot. 143’s twin vibrating cylinders buzzed at an even higher rate, which was matched by Twilight’s own single shaft. The howling vibrations of her device, as it was driven deep, caused the purple alicorn to throw back her head and cry out in wordless joy. Twilight stroked and pressed one of her own rear legs against 143’s marehood and pushed both of 143’s vibrating probes deep.

“Oh yes!” 143 shrieked. “Yes, 143 needs this! More! More!” The two mares attacked each other's open mouths in a mutual war of oral dominance and pleasure that had their tongues parrying and thrusting as they both continued to grind their lower legs into each others marehood. Finally, driven both by their suits and their mutual desire, Twilight and 143 cried out as their orgasms struck in near unison. Their shuddering limbs and quivering cries each drove the other into a second climax, and the world and its cares, left them alone for a time.

But eventually, time and the world came back to the two ponies, and they found themselves laying in each others hooves. Smiling, Twilight and 143 looked into each other's eyes from a few bare inches apart. Twilight could smell the musky scent of the passion she had shared with 143, and she could see a few embarrassing pools of what she hoped was drool on the mat beneath them.

“It certainly seems like the two of you enjoyed that,” came the Voice of Control to both ponies, “and while I would dearly love to let you continue to enjoy yourselves, I’m afraid I’ve kept this room locked off long enough. Up you get, my little ponies.” Both Twilight and 143 slowly got themselves to their knees and then up onto their wobbly hooves.

“Permission to go slow, Control?” asked Twilight as she carefully put one hoof in front of the other. 143, equally slow at her side, smiled her thanks to Twilight for asking the question.

“Granted, 614,” said Control with a small laugh in their voice. “Unlocking doors now, just make sure to dock before you leave.” Both mares heard a loud “clack” as the double doors leading into the gym unlocked and four ponies immediately entered, moving toward the docking ports. Twilight and 143 joined them, and as the plugs were re-inserted into her now very sensitive openings, Twilight threw her head back in a breathy gasp and shudder that had the other four ponies smiling knowingly.

“Let’s go get some dinner, 614,” said 143, as the ports released them. Heads leaning against each other, the pair made their way to the commissary and had a pleasant dinner. Very little was said between Twilight and 143 during the course of the meal. Nothing much needed to be said as their held hooves during the meal spoke volumes.

“So, what now?” asked Twilight, of her partner as they neared the end of their dinner. “Back to my ce—workstation?”

“143, when the two of you are finished dinner, you are to bring 614 to the special training dock,” said the Voice of Control. “614 will be spending the evening under my personal care.” 143 looked up in alarm at Twilight, and then looked down sadly, ears flat against her head.

“We will be there shortly, Control,” said 143, keeping her obvious sadness from her voice.

“What’s wrong?” asked Twilight, cocking an eyebrow quizzically. 143 said nothing, but put a hoof over her mouth in a “shush” gesture. Twilight nodded in understanding.

“Nothing is wrong,” said 143, grabbing a spare packet of salad dressing from their meal and dumping it onto the table. “143 merely spilled some salad dressing.” Using the spilled dressing 143 wrote, “CTRL TRN MIND LIKE ME.” Twilight nodded again in understanding. This was going to be where Twilight’s mental defences were to be tested to their utmost as Control tried to bend Twilight’s mind as they had Trixie’s. Twilight took a calming, steadying breath.

“Well, if you are finished, 143, I guess you had better take me to Control,” said Twilight, smiling to 143 to show an outward confidence to her companion that she didn’t really feel.

“Is 614 sure they are ready to go?” asked 143, as she smeared away her message with a hoof.

“I’m sure,” said Twilight, getting to her hooves. “Lead the way.” 143 moved away from the table, and after giving Twilight a quick nuzzle, led off out of the commissary, which was slowly becoming emptier as their fellow “employees” finished their meals and left. Once again, Twilight was lead through a series of unfamiliar passageways and corridors before finally coming to a halt at what looked like one of the alcove workstations, only without the treadmill.

“Step inside,” came the Voice of Control. “143, you are dismissed to your quarters. 614 will be in her new quarters in the morning.”

“143 will see you in the morning,” said 143 quietly into Twilight’s ear as she gave a quick nuzzle and left Twilight to her fate. Twilight stepped into the alcove and stood in a spot labeled “Stand Here”. As she did Twilight felt her suit lock around her, freezing her in place and a steel yoke attached to her collar, completely immobilizing her.

“Control, I’m not going anywhere,” said Twilight, trying to find a comfortable way to hold her neck within the yoke. The wide door/side of the alcove closed up, and Twilight felt herself rising.

“Any pony coming into direct contact with Control is fully secured,” said Control. “Be warned that things will become very uncomfortable for you should you try to be resistant.” The suit then significantly moved for the first time since it had come onto her, spreading across her face and covering it entirely. Only Twilight’s mouth and nose remained uncovered when the suit stopped spreading. Blinded, Twilight nervously twitched her head side to side, futilely trying to shake off the hood part of the suit, and she was acutely aware that if the suit spread only a few more inches it would cover her nose and mouth, smothering her.

Yoked, hooded, and encased in an immobile sheath, she could still feel the motion around her as the alcove rose, carrying her upwards toward Control. Twilight Sparkle and the unknown Voice of Control were very likely about to engage in a battle of wills that would determine if Twilight would ever be a free mare again. Either she would emerge from this as her own pony, or as a conditioned, obedient shell, fit for the use and amusement of Flim and Flam.


Author's Note

The whole of the Cog arc is completely written and is just being bent, folded, spindled and mutilated into something worth reading by Javarod.

Even as they keep at it working on the final two chapters of this arc. Paragraph and spacing formatting continues to be an issue between Fimfiction and Gdocs. At least for me. I've manually repaired what I can, but for some things it is...resistant. Maybe I should find a suit that I can put onto Gdocs to make it behave?

In the meantime, I've gone and gotten myself on atreon Supporting me helps me concentrate on writing and keeps me in coffee and keyboards.

As such, this chapter is also brought to you through the assistance of my current patrons:

Damaged
and
Canary in the Coal Mine

Thank you, very much.

Next Chapter: Cog, Part V Estimated time remaining: 13 Hours, 11 Minutes
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How Twilight Sparkle Learned to Stop Worrying and Love the Baddies

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