As Twilight Sparkle was carried upward to meet with the pony she only knew as the Voice of Control, she knew she was in deadly danger. The living suit encasing her body had spread over her head and face into a blinding hood. It would only take a few more inches of expansion for it to seal her muzzle and smother her, and bound as she was she wouldn’t even be able to fight back. Twilight took a deep breath in an attempt to manage her fear and did her best to speak in a calm voice.

“Control, believe me when I say that I feel very secured right now and that I have no intention of resisting,” said Twilight, flexing as much as she could against the immobile suit. The elevator stopped, and its door rumbled as it slid away.

“But you already have been resisting,” said the Voice of Control. The Voice no longer came from her suit, but from a few feet to Twilight’s left. It sounded clearer, like there was an actual pony speaking to her in person, and it was both more feminine and somehow, familiar. Twilight tried to turn her head towards it, but was stopped by the rigid yoke that connected her collar to the wall.

“What is your name?” Control asked.

“Twilight Sparkle,” said Twilight. A moment later electrical agony seared every nerve in her body.

“Liar,” said Control. “That’s what you told Flam, but I know it isn’t your real name.”

“I’m telling the truth,” said Twilight through teeth gritted by pain. Sucking in a breath, she repeated, “My name is Twilight Sparkle.” Fire danced along her nerves again as the suit’s punishment routine fired; through the pain and her own scream, Twilight guessed it had gone on for twice as long.

“Every time you lie to me, 614, the punishment will double,” said Control, with an angry hiss in Twilight’s ear. “What is your name?”

“M-my name…” Twilight stopped, wincing. Her body prickled all over, reminding her of the cost of completing the sentence. But her mind again went back again to those quiet days after Shining’s wedding. The long talks she’d had with him as part of his healing, as he passed along the lessons he had learned through hard experience and gentle counseling.

“There may come a moment,” Shining had said over tea, “when a captor will hurt you, to try to break your will to resist. Pain will eventually break any pony to the will of another, and some say the smart thing to do would be to just save yourself pain, and give in. But I say that if you want to be able to live with yourself afterwards, you have to fight for as long as you can. Every second you hold out is a victory, and you should win as many victories as possible.”

Twilight took a deep breath and braced herself. She could win at least a few more small battles. “My name is Twilight Sparkle.” This time the pain went on for a seeming eternity. Twilight screamed until she ran out of breath, and would have collapsed if not for the suit’s rigidity and the yoke on her neck holding her in place. Anger flowed in pain’s wake. Anger would be useful—but what Twilight heard next changed it to shock.

“Twilight Sparkle is the name of my daughter,” said Control, fury in her voice. “You made a mistake, impostor. My daughter is not an alicorn. You are not my daughter!” And Twilight Velvet, this world’s counterpart of Twilight’s own mother, again triggered the punishments built into Twilight’s suit, racking the alicorn in agony.

“L-let me explain,” pleaded Twilight, gasping, when the pain let up. “Just listen to me, please!”

“Choose your words carefully, impostor,” said Twilight Velvet, her voice hard and grim. “I do have permission to kill you if I need to.”

“Okay,” said Twilight, gasping as she spoke. “First, check my suit readings. You can tell when I’m lying. You proved that earlier today. Those readings will tell you that since I’ve been here, I haven’t lied once.” Twilight could almost hear the stunned silence as Velvet checked her instruments. When no punishing shock came, Twilight continued. “No, I’m not your daughter, but my name is and always has been Twilight Sparkle.”

“Then...what are you?” asked Velvet, and Twilight could hear the shock and disbelief in Velvet’s voice. “A changeling? Some kind of magical clone? A rogue experiment?”

“I’m a traveler, an explorer from an alternate world,” said Twilight. “I’m from an Equestria where the daughter of Twilight Velvet ascended to become an alicorn. If it helps, think of me as your daughter’s cousin.” Silence reigned for a few more moments; then the suit material covering Twilight’s face pulled back, and she blinked as her sight was restored. Another moment and the suit around her relaxed as well, allowing Twilight to move and flex her body, though she was still well secured in place by the solid metal yoke attached to her collar and the wall.

Twilight took a moment to look around. She was in a small room festooned with sets of gauges and dials all along one wall with a shelf protruding from it at the proper height for a sitting pony. Another wall had shelves with various bits of equipment and closed storage cabinets. The third was blank except for a hatch-like door, and the fourth wall was where Twilight stood.

Twilight Velvet sat on a wheeled swivel chair just two feet away from Twilight, studying her intently. Twilight returned that her gaze with equal interest. The middle aged mare looked very much like her own mother, maybe a little thinner and with a more severe manestyle, but otherwise all but identical. Like almost everypony else that Twilight had met, this Velvet also wore a biosuit, though hers had a gold collar while Twilight’s was metallic silver.

“I know you aren’t my mother,” said Twilight, smiling a bit, “but I have to say, you look just like her.”

“Say it again,” said Velvet, eyes still wide in surprise, her ears pointing straight up. “Tell me that impossible story, one more time.” Twilight Sparkle looked this world’s Twilight Velvet squarely in the eyes.

“My name,” Twilight repeated, holding Velvet’s gaze, “is Twilight Sparkle. I am a dimensional traveler from an alternate world. I arrived here a few days ago, and was tricked into wearing one of these suits. You probably know the rest.”

Long moments passed as Velvet turned to consult some of the dials and gauges on the wall again. Then her shoulders slumped.

“Nothing is ever easy,” muttered the older mare. Then, she flicked a couple of toggles and a familiar pair of clamps came down from the ceiling, locking around Twilight’s body. Once they had locked, the yoke disengaged from her collar. Neck freed, Twilight swiveled her head over towards Velvet, raising a questioning eyebrow at the change in her bondage as the other mare left her controls and approached.

“For what it’s worth, I believe you,” said Velvet, an odd mix of emotions playing on her features as she moved to stand beside Twilight. “Your presence here is a danger, but it is also an opportunity of which I need to take full advantage.” Twilight Velvet then bent close and whispered into Twilight’s ear. “I’m very, very sorry, but I’m still going to have to hurt you.”

Then, before Twilight had a chance to respond, Velvet bit down on Twilight’s ear, piercing the thin skin there with surprising ease and drawing blood. Twilight jerked her head away in surprise and pain, and the cut widened as Twilight’s instinctive movement tore Velvet’s teeth through her skin. The wound wasn’t big, but a pony’s ears are well perfused with blood, and and it was oozing freely down her ear and along the side of her head within seconds.

“What are you—“ began Twilight, only to scream in agony. Pain, greater than any she had experienced before, struck her, as Velvet used the punishment ability of Twilight’s suit to its fullest extent. Twilight tried to do something, anything, to stop the pain, but there was no stopping the tides of torment wracking her body. Twilight never would be able to recall the next twenty minutes of her life with any clarity, nor would she ever want to. Those memories would always be a maze of excruciating pain, bright lights, desperate attempts to breathe and endless repetitions of the same demand.

“Submit and Obey.”

Finally, some eternity later, the pain stopped, and Twilight slowly came back to herself. She hung limp in the claw’s grip, with no strength left in her she was unable to make even token resistance, as Velvet wiped a damp cloth along Twilight’s face while making soothing noises.

“Shh, shh, it’s okay,” soothed Velvet. “It’s all over. It’s okay, I’ve got you.”

“Wh—Why?” croaked out Twilight, from a throat raw from screaming, the coppery taste of blood in her mouth..

“I’m sorry, dear,” said Velvet, continuing to wipe blood off of Twilight’s limp body and her suit. “I truly am. But Flim and Flam are going to be reviewing what happens between us tonight. I had to have something to show them and it had be real. I’ve got enough material now that if I jumble it together right, they will think that I tortured and beat you for hours, instead of minutes.”

“...told you—not your daughter,” said Twilight, in a rasping voice, still trying to get her mind back up to speed.

“Shh, I know, you convinced me. Don’t try to talk so much yet,” said Velvet, bringing up what looked like a milkshake in a glass with a straw sticking out of it. “Drink this, it will make your throat feel better and give you back some strength. There’s a light painkiller in it too.” Twilight sucked on the straw while Velvet finished wiping the blood off of Twilight and bandaged her ear. As expected, the glass did hold a thin, excessively sweet, strawberry milkshake, which eased the rawness in her throat while the sugar it contained provided badly needed energy.

“Better now?” asked Velvet, after a few minutes.

“Kind of,” said Twilight, nodding with renewed strength, as she touched her wounded ear. “What was that for?”

“Head, face, and ear wounds bleed a lot,” said Velvet, with a sly grin. “Combine that with some sweat, and on the recordings it will look like I was beating you bloody. It will add to the illusion that I’ve broken you completely.”

“Okay, I’m completely confused now,” said Twilight, squirming a bit in her bonds. “What is going—“ Twilight’s words were cut off, as Velvet put one hoof behind Twilight’s head, and sealed her own mouth over Twilight’s in an open mouthed kiss. Twilight was no innocent, she had been kissed before. She’d experienced everything from chaste parental pecks to the fiery, wild passion of the kisses she had shared with 143 that very day. But never, in her entire life, had she been kissed with the consummate skill and sheer oral mastery that she was experiencing now, from this world’s Twilight Velvet.

A full minute passed, and as every sensitive and erogenous part of her mouth was explored, touched and stimulated, Twilight found herself being both aroused and repulsed. It was an incredible kiss, but it was her mother. She tried to protest, to do something in response. However, her every attempt was thwarted as Velvet’s tongue completely dominated hers, and it wrapped around her own in a fleshy lasso, pinning it in place, even as it continued to touch and stroke the inside of her mouth.

Twilight’s eyes shot open at the realization that the tongue in her mouth was doing things pony tongues just could not do, and she found herself looking into Velvet’s open eyes, only a few inches from her own. As she stared into Velvet’s eyes, she saw a telltale wash of green fire cross the eyes of her mother’s counterpart.

Changeling! thought Twilight, and as the creature in the guise of Twilight Velvet brought the kiss to a close, she gently released Twilight’s tongue, giving the roof of her mouth a last stroke as they withdrew.

“You’re a—“, began Twilight, as her mouth was freed.

“Yes,” confirmed the changeling.

“How long?”

“Three months”

“And Velvet is?” shot back Twilight Sparkle.

“Safe, with her daughter,” replied the changeling

“Ponynapped?” asked Twilight.

“Full cooperation and briefing,” said the changeling, shaking her head with a smile.

“Why?” said Twilight, curiously.

“I work for Boskone, as an infiltrator,” said the changeling, enigmatically.

“Who is Boskone?”

“You’re smart, I think you know, dear.”

Twilight paused in the rapid fire exchange and, thinking, realized she did know the identity of the individual who best suited the identity of the chief villain of that story. She nodded back to the disguised changeling.

“Why are you telling me this?” said Twilight, giving a demonstrative buck against her bonds. “It isn’t like you have to.”

“Unlike Flim and Flam, we pay our debts,” said the changeling. “At the beginning there, I was using you to score points with them and to solidify my cover as Twilight Velvet that much more.” The changeling made a rueful smile saying, “After all, there was no way you could actually be Twilight Sparkle. So, I used you and I owe you for that, and I’m about to owe you more, because I need to balance the scales for what I am going to have to do to you, during the next couple of hours.”

“Woah, wait,” said Twilight, trying to back away, and failing. “I thought we were past the whole torture and enslavement thing.”

“We are,” said the changeling, with a sad smile. “But Flim and Flam have ordered me to break you, this very night. They either know or suspect that there is going to be a significant challenge to them in the next few days, and if I don’t present them with a loyal alicorn enforcer in the morning there will be Tartarus to pay.”

“If you, or they, think I’m going to simply roll over and let anypony alter my mind, all of you are in for a rude shock,” growled Twilight, sticking out her jaw defiantly. “I may not be able to stop you forever, but I can keep fighting for a long, long time.”

“I’m sure you could,” said the changeling, in a voice tinged with both respect and sadness, “if this was a normal attempt at conditioning or conversion. But they don’t care about finesse, or subtlety or long term functionality. They want me to smash you flat, then rebuild you into their tool and toy.” The changeling gestured around the room. “I have access to Zebrican potions, electroshock, magic, hypnosis, subliminal messaging and complete real-time readouts of how you react to everything I do. Combined with the preliminary conditioning that’s already done to you over the past few days.” She paused, then said, “Well, believe me when I say that in two hours I can make you into a loyal, efficient, mindless shell for Flim and Flam’s amusement and protection.”

Twilight felt her heart stop as she heard the confidence in the changeling’s statement. She had been handling things fairly well up until now, but even she could tell certain behaviors and responses had already been conditioned into her. If the changeling piled on all the resources she had at her disposal, two hours might even be an optimistic estimate of her endurance. Twilight still was, after all, a helpless captive, so something had to be holding this false Twilight Velvet back from just doing, what she merely threatened. Twilight forced herself to think rationally and looked her potential executioner in the eye.

“I am going to assume there is a reason you’re only telling me this,” said Twilight, proud at how steady her voice sounded.

“There is,” said the changeling, putting a hoof on Twilight’s shoulder in sympathy. “I’m part of a plan that will bring Flim and Flam down. If you cooperate, if you just give me a little trust, I can make you part of it, even a big part of it. I can set things up so that ‘614’ is just an overlay. You will be still be there underneath, ready to take back control as soon as I say the trigger phrase. Once I give you the trigger phrase, you come back and nail those two to the wall when they least expect it for the rest of us to grab.”

Twilight snorted in derision. "No. Absolutely not. I have no reason to believe you’re not just trying to trick me into giving up. Even then, I have no reason to trust that you won’t work in some other way to take advantage of me. And the cherry on top? Your plan is terrible." Velvet raised an eyebrow at the restrained alicorn.

"And what makes you say that?” the changeling asked Twilight. “What makes you say it’s a terrible plan. In fact, maybe I should simply destroy your mind and leave you as an obedient, mechanical husk as punishment for your resistance and to hide my secret?"

"Yes, I know you can do that.” Twilight shook her head. “But you said you owed me, and I can’t believe you would ever intentionally destroy a potential resource as strong as an alicorn. I'm too powerful and too useful as either your asset or ally; I don't know why you would even waste your breath on threats like that."

"...Continue."

"Your plan relies on too many coincidences—such as you being in the right place, when and where you need me to act. It's like you never even heard of the Evil Overmare's Handbook. And I won't pull any punches—what you're telling me? That is evil, let alone what you've done to other, less useful ponies for refusing to follow your rules." Twilight took a deep breath and let it back out with a sigh. "But, I know I'm not getting out of helping you to some degree, even if I didn't want to kick Flim and Flam into next week myself. And I know I'm not leaving this room without at least some degree of" —she gulped— "change.”

"So listen to me. I am done with ponies here telling me what to do, and trying to use me for their own ends." Twilight punctuated her statement with a hard stomp. "I will tell you how to help me take down Flim and Flam. You will trust me, because I do have a plan, and I am very, very good at lists and plans. You will do exactly what I say, to give Flim and Flam the appearance of getting what they want, and in return, I will keep my eyes open for the right moment to strike. If you agree, I will be your weapon for that strike. That is the deal I'll give you, and you'll take it, because it is worlds better for you, and far better thought-out, than anything you've offered me. Do you understand?”

“And what if I refuse your plan? What if I decide that it is in my best interest to break you, utterly and completely, as stupid, wasteful and foolish as it may be, and just let the plan unfold without you?” asked Velvet, with more than a little malice.

“Because if all else fails, I have one, final option. Do you know the name ‘Nightmare Moon’?” asked Twilight, as she played her hole card.

“Yes. Why?” said Velvet, looking somewhat confused at the non-sequitur.

“Then you know the legends. You know what Nightmare Moon planned to do, what she could do,” said Twilight with a dark smile. “She was an alicorn who gave into her darker nature. I am an alicorn. Moreover, I carried the Element of Magic. I am the Princess of Friendship, and Friendship is Magic.” Twilight paused for a moment to let that sink in. “What do think will happen, if I am faced with the death of what makes me who I am? I’ll tell you what will happen. If a moment comes when I feel that I have nothing left to lose, and all is lost, I will open myself to that darkness. I will welcome it, embrace it, and take it fully into myself.”

“You—You wouldn’t,” whispered Velvet, her eyes wide in shock. “You couldn’t.”

“Not only can I, but in another reality, I did,” said Twilight, showing her teeth now. “My counterpart there became Midnight Sparkle, and even untrained and underpowered as she was, she was capable of ripping open the barriers between worlds with barely an effort. So believe me when I say that if I became Midnight Sparkle, this” —she touched a hoof to the collar locked around her throat— “wouldn’t even slow me down. I would lay waste to this place and every pony within it. There would be no survivors.”

“But your mind would be gone anyway,” the changeling said, blanching. “The darkness would destroy and consume you. Even your soul. There would be nothing left.”

“Even at that price, taking all of this with me would still be a victory,” said Twilight, with a smile so dark it made the changeling back off a step. “Why do you think there are ponies who fight you to the end? They know, from the beginning, that they are doomed, but every minute, every second of resistance is a victory sweeter than honey. Think about it. When the only choices are death or death after a fight, there will always be ponies who will choose to fight. They will struggle for every moment that they can wrest from you, and even when you finally break them, they’ve still won because their end has come at a moment of their choosing, and not yours.”

“I...I think I understand,” said Velvet, sitting on her haunches. “For some ponies, there is no reason not to use every weapon, not to fling all that they are into the fight, because the fight itself is the only victory they can achieve. The idea of refusing to conform, even to the point of death, is…strange, alien even, to me, but I do understand.” She nodded, coming to a decision. “Very well, Twilight Sparkle, I will listen. What is your plan?”

“First, I think we can safely assume that Flim and Flam are going to run some sort of inspection of me in the morning to ensure that I’m broken to their will.”

“If you mean, they will make you service them and gauge your reaction to both the command and the action, then yes.”

“Of course they will,” said Twilight, sighing. “So, yes, you are going to need to change my responses. You need to make me happier, overall. Everything Flim and Flam ask of me should always be viewed in a positive light. Actually fulfilling their commands should make me feel ecstatic.”

“As opposed to wanting to buck them through a wall,” said Velvet with a grimace.

“I think doing that would sort of blow my cover,” said Twilight, with a small chuckle. “Okay, taking a cue from 143, I should tend to speak in the third person. And because the brothers hate my name, I should only refer to myself as my number, 614.”

“All right, all of that is pretty easy. Straightforward vocabulary substitution, a baseline emotive change, response reward stimuli, and a general elimination of inhibitions,” said Velvet, making notes on a clipboard.

“I’m glad you feel that way, because the hard part is next,” said Twilight, as Velvet cocked an eyebrow at her. “I also need you to make it so my core personality, the me of right now, is awake and aware at all times, and that I have a way to trigger an immediate reversal of everything you’ve done, so that I can strike when a prime opportunity comes by.”

“Hold on,” said Velvet. “I’m something of a professional at this, so I can do all that, but I have to warn you. If your core personality is awake and aware, you’re not going to be able to avoid at least some conditioning yourself, maybe even a lot of conditioning, as a submissive pet. If that conditioning sticks, it’s likely to be permanent. Can you deal with that?”

“I’m an alicorn, so my mind is a little more resilient than the average pony’s. But if any of that does happen somewhere down the road, I have good ponies at home who can help me through it,” said Twilight. “Now, as to the aftermath. I need three things in exchange for being your weapon. One, when all is said and done, I leave here, free, clear, and unmolested to return to my home. Two, your boss does a long term job on my behalf. Three, you fix 143.”

“Some of what you ask is impossible. We can’t do anything for 143,” said the changeling, a sad, regretful look on her face. “I’m sorry, I’ve tried. She was one of the first ponies conditioned, and the pony who broke her to obedience was absolutely brutal. I’ve seen some of the records of that Control.” Velvet shuddered.

“That bad?” asked Twilight, curious.

“Worse. You can’t even begin to imagine the horrors that mare inflicted on ponies. The worst I can do barely even comes close. Anyway,” said Velvet, shifting topics desperately, “to push on, I don’t see any problem with letting you head home afterwards. I’ll even escort you personally to make sure you’re safe. And lastly, what sort of job do you need my boss to do for you?”

“The specifics would be between the two of us,” Twilight said. “But I can promise you that it will be something she will want to do. As for 143, fine. If you can’t restore her, then she comes with me when all this is done. And one last thing. No matter how this plays out, I am restored in no more than seven days from tonight.”

“Okay, deal,” said the changeling, speaking quickly. “Now first, I need you to—“

“Slow down there,” said Twilight, holding up a hoof. “Swear to me you will honour this agreement.”

“Yes, I swear to abide by these terms,” said the changeling, again just a little too fast for Twilight’s liking.

“Swear it, on your egg and on the First Egg that bore you all,” said Twilight with a smirk.

“How did you—fine,” said the changeling, with a rueful look. “Most ponies don’t know that we consider that to be our highest binding oath.”

“Than it’s a good thing I’ve spent quite a bit of time learning your lore and customs,” said Twilight, silently blessing each and every long hour she had spent in the archives researching changelings, their history and traditions. “Swear it, and we have a deal.”

“Very well. In exchange for you letting me make the changes we’ve discussed, as well as acting on our behalf, my superior will perform a task of your choosing, providing it benefits her. You will receive ownership of Pony 143 and you will be restored to your original state of mind within seven days, unless you trigger the restoration yourself. You will also be given safe passage so that you may return to your home,” said the changeling, pausing. Twilight stared her down, and she continued, “This I swear, by the egg that bore me, and by the First Egg that carried us all into the world.”

“Deal,” said Twilight, clopping hooves with the changeling. “Now, I assume you will be using something around here to do...what you need to do.” The changeling looked around with distaste on its borrowed face.

“I do despise the brute force methods the brothers prefer for this,” said the changeling. “I would much rather use something more elegant, something less painful to you, something more...organic.” Twilight saw what the changeling was driving at immediately. It wanted to use its magic and mental abilities directly on Twilight’s mind.

“I understand what you want to do,” said Twilight slowly. “And I did agree to it. So, what’s your plan?” Cerise coloured magic flared from the horn of the disguised changeling, and when it faded Twilight Velvet was sporting a very impressive cock.

“Okay, I get the idea, and I agree that it definitely would be more enjoyable than beatings and shock treatments,” said Twilight, with a half-smile. “But you look like my mother. Can’t you at least change how you look? Like how you made that,” said Twilight, pointing to Velvet’s magical member.

“Oh, this is all Twilight Velvet’s spell and magic,” said the changeling, touching the organ with a smile. “As is the skill she taught me in how to use it. Like I said, she gave me her full and willing cooperation.” Twilight’s eyebrows shot up at that revelation. She always knew her parents were cosmopolitan, but not to that degree. “And yes, I could use my inborn power for a full change,” said Velvet, “if I wanted to set off every alarm in the place. I can get away with small uses, particularly if I shield them, like I did with our kiss. But a full use? Not a chance.”

“Well, we need to figure something out,” said Twilight, “because there is no way you are going to get what you need from me otherwise, masterful technique or not.” Velvet sat back on her haunches, pondering. As she did, her eyes lit on one of the metal storage cabinets.

“I’ve just the thing,” said Velvet in triumph as she opened the cabinet, and pulled out a glowing flask.

“What’s that?” asked Twilight, lifting a suspicious eyebrow.

“This is one of those Zebrican potions I mentioned before,” said Velvet. “Drink it, and for half an hour you will have no inhibitions at all.”

“I don’t think so,” Twilight said. “While I’m drugged, I’d agree to anything and you know it.”

“Please?” asked Velvet “You’re actually rather attractive, which is why I kissed you, and I swear I will only use the potion’s effect to accomplish what we have already agreed upon.”

“Fine,” said Twilight, sighing. “Let me have it. It can’t be worse than electroshock.” Velvet held the flask to Twilight’s mouth and the alicorn swallowed the minty potion.

“Just one warning,” said Velvet, as Twilight felt her concerns and cares starting to become less important. “You might find yourself imprinting on my appearance, just watch for that in the future.”

“So, you’re going to...” said Twilight, her voice trailing off, her face going a little slack as her worries kind of...melted away.

“I’m going to harvest energy from you, repurpose it, and then introduce it back into you so that I can gently make the changes we both want,” said Velvet. “And that is possible only because you are willing.” Velvet stroked Twilight’s cheek and said in a breathy voice, “I’m so very glad you drank that potion, because I need you to be willing, pliant...and wanton.” Once again the changeling Velvet sealed her mouth to Twilight’s own with that incredible skill that left Twilight warm, tingling and pleasantly gasping for breath.

“Oh, my dear, sweet thing,” said the changeling, as she caused the nethers of Twilight’s suit to open. She grasped the ends of both of Twilight’s plugs and gently eased them out of her now willing captive and a shudder rolled through Twilight’s frame.

“Please, be gentle with me,” said Twilight.

“Of course, dear one,” said the changeling with a low, husky voice. “I promise you softness, and care, and joy.” Putting actions to words, the changeling began to delicately taste and probe Twilight’s sensitive marehood. The clamps holding Twilight released, and as they opened, Twilight nearly fell to her knees at the combination of sensation and the return of her weight before bracing herself upright again.

“Thank you. Oh, that feels good,” said Twilight, as Velvet continued her ministrations. For the first time in days, Twilight wasn’t locked in place or tethered to somepony or something.

“I thought you would appreciate being touched as a mare, and not as a thing,” said Velvet looking up from her pleasant task to look Twilight in the face. “I can do that much for you. May I mount you?” Twilight nodded.

“Just tell me one thing,” said Twilight, looking back as the changeling moved into position. “Tell me your actual name.”

“Alyss,” said Velvet, gently mounting Twilight and entering the alicorn with her magical cock. “My real name is Alyss.”

Twilight nodded, and then threw her head back as the mare behind her slowly pushed in, filling her passage fully and completely. It felt good, it felt right. Her body was being pleasured, softly and gently, and it was wonderful. Twilight felt the warmth and tingling fullness grow more and more. Then the sensations changed, the warmth and fullness began to ebbing and flowing. In and out. In and out. The warmth moved forward, up Twilight’s body, a little more with every stroke.

As Twilight’s body felt warmer and more relaxed she sunk down to her knees, Velvet gently riding her mount down to the floor. A light tingling sensation joined the warmth encompassing Twilight’s body with dancing sparks of pleasure. The warmth and sensations reached the base of Twilight’s neck, then stopped and flowed no further. The changeling in the form of Twilight’s mother continued to lovingly plow Twilight’s passage, draining away the power of her emotions and returning it, altered, to suit their combined purpose. It felt wonderful, but after several minutes things seemed to have reached a plateau, and Twilight heard a slight growl of frustration from behind her.

“Wh—What’s wrong?” asked Twilight, panting slightly, her breathing matching the rhythm of her body.

“Even willing,” grunted the changeling, in rhythm with her own thrusts, “it’s almost impossible for my magic to breach your defences. I’m sorry, but I’m going to have to get a little rough.”

“Go ahead,” moaned Twilight, trapped on the edge of orgasm and wanting, needing, release. “Just tell me what you need me to do.”

“Thank you, my sweet alicorn,” said Velvet, rearing up. “Have you ever wondered why changelings have fangs?”

Twilight was about to say that fangs sounded a little dangerous, but a moment later the changeling struck, sinking its needle sharp fangs into the back of Twilight’s neck, just below her skull. Any pain Twilight might have felt from the strike, was quickly overwhelmed by the warm numbness rapidly spreading from the bite, as the changeling pumped its venom into her. Her defences now physically, chemically and magically breached, Twilight felt her thoughts melting into a comfortable warmth as the venom took hold.

“Finally,” said Velvet. With a grunt of effort, she came in the alicorn’s body, filling Twilight with a massive flow of her own power, only altered and changed. As gush after gush of the warm, liquid power filled Twilight, her last innate resistance crumbled, and she cried out as a series of tremendous orgasms of incredible power crashed over her, one after the other.

Brilliant light filled her vision, and she felt herself being pulled back into a safe, warm, and comfortable spot in her own mind. She floated in a soft, fluffy nothingness. Three words filled her thoughts, preventing any of her own, "I’ve got you." Far from malevolent, they were part of the safe warmth around her, and she realized at last something of what had happened to Trixie.

While Twilight watched from her soft warmth, she could the changes happening. Paths of light were snapped apart and reattached to flow in new directions, down new paths. Some parts of her mind were turned off entirely, while others brightened considerably. Twilight knew she should have felt alarm at some of this, but four things prevented it.

First, that warm and comforting presence was keeping her safe above all else. Second, every change that was being made, every alteration, was being mapped out in complete detail for her. Third, watching the changes let Twilight see how to reverse every alteration at any moment. Finally, she could feel that the changes were happening around her, but not really to her. Twilight felt herself relaxing more and more. Her day had been incredibly full and exhaustion was catching up to her. The warm voice spoke to her again.

“It’s time for you to rest,” said the warm voice. “When you wake, everything you have asked of me will be done. Now, sleep.” Twi—614 realized she really didn’t want to fight the command and let herself drift off to a peaceful and restful slumber.

Hours later, Twilight felt a hoof nudging her awake. Opening her eyes, she saw that she had fallen asleep on a pad in the Control room, and that she was again leashed with steel cables to the walls.

“Good morning, 614,” said Control—or Alyss—sitting near her. “How are you?”

“614 is pleased to see you, Control. How may 614 be of use to Flim and Flam today?” Twilight heard her mouth say. That isn’t what I meant to say! Twilight frantically thought. What in Celestia’s name is going on? Control must have seen the confused beginnings of panic rush across Twilight’s face, because she leaned close and took Twilight’s head between her forehooves.

“Don’t. Panic,” Control said, clearly and carefully. “Some initial confusion is normal. Remember what we talked about last night. Think girl. Think.” Control held onto 614’s head until she felt the mare below her calm down.

“I know you meant to say something else, but what you are hearing is the word substitution,” said Control, explaining things. “Think of it as a filter between your thoughts and your mouth. It will let you say almost anything you want in your head, then translate it into ‘614-speak’ when you actually say it.” Twilight nodded, the memory of what she had arranged with Control coming back to her and calming her.

“The other alterations we discussed are in place, but not active yet,” said Control. “Once I activate them, they have to stay in place until either of us dismisses them.”

“How can 614 tell Control...” said Twilight, unsure how to communicate the question of how to communicate. Fortunately, Control was able to divine what Twilight meant.

“It’s okay, dear,” said Control. “When I want the inner you to give me a straight answer I will start the question with the words ‘Tell me true, 614.’ When you hear that, you can answer by blinking your right eye once for ‘yes’ or your left eye twice for ‘no.’ Tell me true, 614, do you understand?” Twilight carefully and deliberately blinked her right eye once.

“Good girl. Now comes the hard part,” said Control, with a slight grimace. “It’s time to activate the other changes. You notice that I’ve tethered you again?” Twilight nodded. “When the other changes kick in you might lose control of yourself for a minute or two. If I didn’t tether you, it would be possible for you to hurt yourself thrashing about.”

Twilight felt a chill run through her, as she nodded in acknowledgment. This was the moment of truth. She had struck a bargain as best she could, to remain herself as much as she could, and still have a solid shot at escape. She could only hope that she had phrased her conditions well enough, and that her research on changeling culture had been accurate.

“Alright,” said Control, igniting her horn. “Three, two, one...Butterscotch Ripple.” As the phrase was said, Twilight Sparkle felt her perceptions, her feelings, her everything, bend and change. Vertigo struck her hard and she staggered to one side, only to be stopped short by one of her collar tethers. Back and forth she stumbled, finally sinking down to her knees until the sensations faded.

As her senses stabilized, she realized that Control was stroking her head and making soothing noises, just like Rarity would sometimes do with Opal. More, Twilight realized, she was leaning into the strokes and humming, almost purring, as if she was indeed a pet in the hooves of her owner.

“Easy, girl, easy,” said Control, gently. “It’s done now.” Control ground a hoof into Twilight’s back, just in front of her dock, and Twilight found herself obligingly raising her plot and flagging her tail as the simple pleasure of being obedient filled her senses. 614 looked over her shoulder at her beloved Control and hummed a question.

“Oh, you are absolutely adorable like this, “ said Control, smiling widely. “If I hadn’t already given my word I’d be very tempted to keep you this way.” 614 smiled in pleasure at her Control’s praise.

“Try to remember that it isn’t really you feeling the pleasure, it’s the disguise, said Control. “You’ll feel even more pleasure when you obey Flim and Flam or when they use your body. Do you understand? Tell me true, 614, are you still with me?” The code phrase sunk down into the purple mare’s psyche, down to its protected core. Twilight looked back up through the mental layers and blinked her right eye, once.

“Alright, 614,” said Control, nodding in satisfaction. “From this point on, it’s all on you. I’m trusting you to pull this off and I’ve given you what you asked for.” Control sighed, saying, “Ready or not, it’s time for us to go see Flim and Flam.” Control got 614 to her hooves, and together, the unlikely allies headed toward the offices of the brothers.

“Please...please stop, no more,” said the pleading voice of Twilight Sparkle, in the recording, twenty minutes later. “I’ll do anything, just don’t hurt me anymore.”

“Then give in, submit and obey,” said the harsh voice of Control. “I will take the pain away, and I promise you will feel nothing but bliss and joy, so long as you are obedient.”

“O-okay, I’ll submit, I’ll obey. It won’t hurt anymore?” sobbed the voice in the recording.

“Not even a little bit.” Flam flicked the recording off, smiling in satisfaction, as he and his brother looked at the leashed mare sitting on the floor before them.

“So, pony,” said Flam, “what is your name?”

“This pony is called 614-Cog,” said the pony in a cheery voice. “Is there anything I can do for you, Master?” The two brothers leaned back in their chairs and looked at each other, naked avarice and lust on their faces.

“We’d like to buck you, 614,” said Flim, with a leer. “Right here, right now. What do you say to that?”

“Please?” said 614, ears perking up as she replied in that same happy, cheerful voice. “Can I start being a good pony now, Masters? 614 would be very happy to earn a reward.” As 614 finished her declaration, she turned and presented her plot to the brothers, lifting her tail high in the air.

“Oh my,” said Flam, unable to take his eyes from the offering being waved in front of him. “000-Control, excellent job, as always. But I think my brother and I can take it from here.” Control visibly stifled a small laugh.

“Thank you,” she said, turning to leave. “I would like to see 614 again tonight to make sure her conditioning is holding, and maybe add a few things.”

“Of course,” said Flam, waving her away. “Now then, brother mine...”

Alyss heard no more as she closed the door behind her. The guards on either side of the door ignored both her and the sounds coming through the door as she walked away down the corridor.

Only one more chapter to go in the "Cog" arc, which is written, but in heavy need of edits and rewrites of some sections. I will have it out as quick as I can. Some of you made some pretty decent guesses as to the identity of Control and when I was writing the story several options were open to me. I decided to go the way I did, for the interesting long term consequences of my choice. Just imagine how Twilight is going to react the next time she actually meets up with her mother? And I think most of you know who Boskone is as well.

Quick chronology note: This story is taking place just after the season 5 ending. As such, Thorax is still unknown, as he appears midway in season 6.

This chapter is also brought to you through the assistance of my current patrons:

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