Rise of the Serpent Queen Chapter 6: Rebirth of the Queen (Final)

Story by Seductive Serpent on SoFurry

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#6 of Rise of the Serpent Queen

The Lamia were once a great threat to Equestria, hellbent on enslaving all of ponykind. However, their Empire fell to ruin when their Queen was defeated and sealed away by the great Starswirl himself.

1000 years later Apple Bloom acquires an artifact holding the malevolent spirit of a powerful Lamia Queen. Influencing her from within her prison, the Queen plans to restore her empire through her, by any means necessary...


The next day, Nadira's followers had gathered together in a more secluded room in Rarity's Boutique. As the Spirit manifested once more, she was greeted by the sight of her growing band of loyalists.

Sweetie Belle and Apple Bloom (who was once more wearing her necklace) were coiled around each other as they rested in each other's embrace on one of her couches.

Rainbow Dash and Applejack were making out with each other on another, slightly bigger couch.

Pinkie was giggling to herself as she shifted to and from her normal and Lamia forms over and over. "Tail goes in, tail comes out, tail goes in, tail comes out..."

Rarity was seemingly in the middle of designing what appeared to be a type of dress specifically tailored for Lamia.

"Do you have to focus on that right now, sis?" Sweetie asked as she eyed her work.

"I am simply thinking ahead, my dear." Rarity replied without looking up from her notepad. "After all, more and more ponies will become Lamia in order to restore our Empire. So, naturally I must prepare attire that fits our anatomy..." The Fashionista explained before turning her attention to the Spirit. "Speaking of which... my Queen, how often do Lamia shed?"

The Spirit thought for a moment. _ "Once a year." _

"Thank you!" She smiled before turning her attention back to her notepad.

Nadira simply turned her attention to the last of her followers. Fluttershy seemed to have bonded with Scootaloo over their shared love of being coiled and swallowed. Currently, she had coiled the young Pegasus up to her shoulders and was lifting her towards her gaping maw...

_ "I'm afraid that will have to wait, Fluttershy. We must all be well-prepared for tonight." _ The Spirit interrupted, causing her to immediately uncoil the young Pegasus, much to her frustration. _ "I have chosen a host powerful enough for me to fuse my very soul with, a Princess no less. And to do so, I must merge with her within her very mind..." _

"Uh... what about Twilight herself?" Fluttershy asked hesitantly. "...her spirit, I mean."

_ "You need not worry, my beloved servant. When I possess her, our very souls will merge into one, our very memories and personalities will be fused into a singular individual." _ The Spirit reassured her in a soothing tone. _ "I would not be so cruel as to rob you of your dearest friend... wait, where is the Dragon?" _

"Spike's back at home getting dinner ready for Twilight." Pinkie explained as she shifted back into her Pony form. "I made sure he had the strongest sleeping powder I could find. That way we don't accidentally wake her when we pull this off."

Nadira gave the Party Pony a nod of approval before Apple Bloom approached her. "Uh, yer Majesty? What about Princess Luna? If yah try to possess Twilight through her dreams, won't she take notice?"

_ "My magic is a very unique kind, my dear," _ Nadira explained. _ "As long as it influences you, flows through your very body, no one can truly enter your dreams unless I will it." _

Apple Bloom seemed skeptical of this claim. However, she quickly reminded herself that the first time she encountered her in her own dreams, there was no such interruption from the Princess of the Night.

With her plan in mind and her followers ready to carry out her will, Nadira swiftly floated back into the necklace as it began to glow. _ "Rejoice, my loyal followers. For tonight shall be the night of my rebirth." _


Millions of sparkling stars and Luna's full moon brightened the late-night sky as Spike carefully opened the door to Twilight's bedroom. The Princess had practically collapsed after dinner, barely able to keep her eyes open as she teleported to her room. Proud that his cooking was good enough to mask the taste of the sleeping powder, Spike hurried down the stairs and opened the front door.

The Crusaders, followed by their siblings, Pinkie Pie, and Fluttershy, quickly hurried inside, not wanting to draw any attention to themselves this late at night. "Okay, she just passed out upstairs," Spike explained as he locked the door while Fluttershy and Rainbow proceeded to close the windows as well as the curtains, just in case. "I made sure that she ingested enough sleeping power to keep her out for several hours."

"Very good work, Spike." Rarity smiled, kissing him on the cheek.

As they made their way upstairs, the Spirit smiled as she saw the Princess sleeping soundly in her bed, completely unaware of what fate was about to befall her. Using her magic, Rarity carefully lifted her head off her pillow as Apple Bloom took off her necklace and slid it onto the sleeping Alicorn.

_ "And so it begins..." _Nadira whispered as her eyes began to glow. She proceeded to concentrate as she entered Twilight's body through her necklace. Her first task would be to locate Twilight within her dreams and seduce her mind into accepting Nadira's Spirit into her own.

It was going to be quite the undertaking, but Apple Bloom had complete faith in her Queen's abilities.

She would do her part, and they would do theirs...


Deep within the depths of Twilight's subconscious, the Princess of Friendship was in a pleasant dream, happily reading one of her favorite books under a moonlit sky.

She appeared to be in what looked like the combination of a library and some sort of oasis. Towering trees aligned with numerous bookshelves reaching tremendous heights, waterfalls that lead to a purple lake with her resting on a small island in the middle, and her bed was a massive yet soft azure flower.

She sighed contently as she turned the page, spreading her wings as she continued to read...

_ "...wiligh..." _

The Alicorn raised her head, looking around in confusion. There was nopony besides her in the area... and yet she could've sworn she'd heard somepony whisper her name...

_ "...Twi...ight..." _

There it was again. "...is... is somepony there?" She called out as she looked around once more, trying to pinpoint the source of the voice. "Hello?" She called out. Sadly, she couldn't place the direction from which it had originated, as if it came and disappeared with the wind.

As she started to wonder if she was truly alone here or just being paranoid, a cool breeze blew past her, making some of the pages of her book wave like a flag.

_ "...ilight... com..." _

Suddenly, several of the pages flew out of the book itself. They swirled around Twilight before flying off in the direction that the wind blew. However before they vanished from sight they seemed to stop and circle and place, swimming through the air as if beckoning Twilight to follow them.

"Well, _that_was strange, but then again... this is a dream... so pretty much anything could happen..." Twilight mused to herself as she glanced back at her book, only for another breeze to blow more pages out of it. Those pages mimicked the same motions as the previous ones, but this time accompanied by the very voice that had called out to her

_ "Twilight... come... to me..." _ The voice softly called to her, a surreal feeling sending shivers through her very body.

Soon, Twilight found herself following the flying pages deeper into the library.

She had to find the source of the voice... she needed to...


Back in the waking world, the Laima surrounding her watched as the necklace began to glow brighter.

Now was their time, while their Queen possessed Twilight from within, they would assist their Queen by pleasuring Twilight's physical form in order to weaken the gateway to her "true" self.

Carefully surrounding her, they extended their fangs and slowly sank the sharpened daggers into her, piercing her skin, yet only giving her a brief moment of pain.

Rarity bit into the left side of her neck while Sweetie Belle sank her fangs into the right side. Pinkie Pie, Applejack, and Apple Bloom bit into her right forelegs, while Fluttershy, Rainbow Dash, and Scootaloo bit the left forelegs.

As he pulled away he felt a large bite mark

Twilight moaned as the venom swiftly spread through her body...


Within her dream, Twilight continued to follow the floating pages through the seemingly endless library. Going through various twists and turns, trying to keep up through each split path, they went left, right, left again, down a flight of stairs, right again, left once more, down another staircase, and straight down the middle of a three-way path...

While she followed, the Alicorn noticed that some sort of mist had begun enveloping the library. It was thin enough to see through at first. However, as she followed the fluttering pages deeper and deeper, it became thicker and much harder to make out her surroundings.

Suddenly, Twilight felt an odd sense of dizziness hit her, causing her to sway to the side before grabbing onto one of the shelves for support, only to notice the shelf she'd grabbed seemed to feel more... scaley?

"What the...?" She turned around and immediately furrowed her brow. The path she'd taken to get this far was gone, replaced by another bookshelf... That shelf now resembled... Snake coils? "Where am I...?" She asked herself, looking around in an attempt to properly find a way to escape. Although flying wasn't an option, given that her location now seemed to be a cave of some sort...

_ "...come... Twilight..." _

Her eyes widened when she heard that whisper again, echoing throughout the cave, calling out for her...

_ "...come... closer..." _

Without a single word, Twilight ran through the tunnels, following the source of the voice. However, unlike before, the mist wasn't that thick and there was only one path...

She was getting closer. She just knew it!

Then, just as she turned left and exited another tunnel, the mist finally cleared... and Twilight realized she was no longer in the cave/library, but instead some sort of temple. She had entered a large circular room with several torches lit with green flames. The walls were made of stone and were aligned with several carvings that depicted normal ponies bowing down to some sort of half-snake, half-pony creature wearing a necklace.

"What... is this place?" She wondered out loud as she looked around, not noticing there were no exits...

As she approached the center of the room, she found herself at the edge of a pit with a stairway leading down into a deep basin. However, instead of water, it seemed to be filled with... something else.

Twilight squinted as she tried to make out exactly what she was looking at... and froze when she finally realized what it truly was:

_Snakes._The whole pit was filled with Snakes of various sizes, some only as thick as her horn while others were even thicker than her waist. Their bodies overlapping and intertwining with one another to the point where their mass obscured the bottom of the pit itself.

Twilight could only gasp in shock as she saw various heads slithering in and out of the writhing mass before her. Her first instinct was to turn away and leave this room, but for some inexplicable reason, she couldn't bring herself to look away...

"Wha... what's... going on...?" Twilight mumbled as another dizzying spell hit her. She tried to shake the feeling off, but her body refused to respond. It was as if the only action she could follow through with was gazing at the basin full of countless Snakes.

_ "It's so enticing... isn't it...?" _ The voice asked in a more alluring tone. _ "Their exotic movements... their smooth, slender bodies..." _

And indeed it was, their constant motions, winding and gliding over each other in a chaotic pattern. The sight of the various scales rubbing against each other in a rhythmic and almost hypnotic motion was mesmerizing to behold. Twilight herself felt spellbound and hypnotized by their sheer movements alone...

And the very idea of her body being engulfed by all of these Serpents... just the thought made her skin tingle.

_ "You know what you desire... why fight it any longer...?" _the voice whispered as several of the Serpent's tails emerged from the slithering mass and extended towards her. They then started making curling waving gestures, beckoning her to come closer. _ "Come in...come to us... join us..." _

As if she were bewitched, Twilight began walking towards the pit, the growing influence of both the venom and the voice clouding her mind. Despite not knowing what was lurking down there, she knew that it was calling to her... she had to answer, she had to-

'Wait... this... this isn't right...' she thought, stopping just as she reached the stairs. 'Who... who is calling me...? Why am I listening to her...? Why... am I here? Why-'

However, just as she took a step back, the voice whispered into her mind once more. _ "Shhh... don't be afraid..." _it said as one of the tails slithered towards her and wrapped itself around her right foreleg. The touch sent a shiver down her spine. The smooth and warm feeling of the scales enticed her as the tail gently lifted her foreleg and guided her down the stairs into the pit.

_ "Just relax... let go of your fears..." _

Another tail extended outwards and wrapped itself around her waist, quickly forming a second loop upwards, and then a third, pinning her wings to her sides.

_ "...you belong with me..." _

A third tail then draped itself across her shoulders before circling her neck like a collar. The tip then started stroking her mane lovingly, sending waves of relaxation through her body.

_ "...you must come to me..." _

"...must... come to... you..." Twilight repeated obediently as her mesmerized body stepped into the pool of coils. Her fear was replaced with relaxation and lust as her worried expression morphed into a dreamy smile...


Back in the waking world, the Lamia ponies watched as the amulet around her neck continued to glow. Its lime-green aura slowly spread across the Alicorn's body as she writhed in pleasure under the covers.

"You dream of our Queen, Twilight..." Rarity whispered, her eyes glowing with lust.

"Mmm... oooh yes..." She whispered as the Fashionista began to caress her mane.

"She has chosen you..." Fluttershy cooed as she moved her head towards Twilight's neck and began to nuzzle her. "...and now you must come to her..."

"You must accept your destiny..." Pinkie whispered into her ears as she and Rainbow Dash's coils slithered under the covers, carefully wrapping around her body from her waist upwards. "...and join her..."

"Yes..." Twilight sighed in ecstasy. Even though she was asleep, the Alicorn's dreams soon became plagued with erotic visions. Her body writhed in pleasure as she moaned and groaned, almost desperate to feel the embrace of her Queen's coils. "...join... my Queen..."

Seeing this as a chance to strengthen his Queen's influence, Spike snuck between her legs, giving her clit a soft kiss. Twilight giggled a little as she opened her legs wider for him. Spike then pushed his long tongue into her moist opening before biting down just above her pussy, forcing a little more venom into her body.

"Aha... ahn!" Twilight cried out at the sudden jolt of pleasure she felt, enjoying the feeling of both the bite and ever-thickening, rising coils climbing around her body. A tiny little moan escaped her lips as the almost-finished cocoon of coils squeezed a little tighter...


Back within her dream, Twilight let out a content and relaxed sigh as she felt the Snake tail around her neck caress her cheek. _ "That's it, my Princess... as long as you just relax, you will be granted the most pleasurable and amazing experience of your life." _ The voice cooed as Twilight entered the pool of coils and the heads of various Serpents began to rise around her.

However, instead of being scared, she simply welcomed them with open hooves. Accepting her invitation, various Snakes began to stroke, caress, lick, and coil around every part of her body, bringing her to new heights of pleasure in the form of a nice, erotic yet soothing massage.

She felt the coil around her right foreleg suddenly let go... only to feel a moist and warm tightness spread over it...

Soon her left foreleg was enveloped in the same warm, moist tightness, and then her rear forelegs soon joined them. Soon the tightness started to climb higher and higher from her hooves, engulfing her legs, her elbows... and finally stopped at her shoulders. It was then that Twilight realized that all four of her limbs had been swallowed up by the Serpents, and yet not once did she feel any fear. The constricting waves of pressure sent her into a lustful, ecstatic trance.

_ "Do you see, now?" the voice asked after the fourth loop was added to the coils wrapped around her waist and wings. The tail-tip now slithered around her chest. "...don't deny how lovely this feels..." _

"Mmm... yesss..." Twilight moaned as the soft, alluring scales around her neck started to wrap upwards. She then felt herself being lifted into the air, relaxing in the coils embrace as they massaged her with tight, rhythmic squeezes. Her senses were clouded, further as she enjoyed the experience. "F-feels... gooood..."

_ "There we go... you love being all wrapped up in my coils... don't you?" _The voice hissed in pure delight as more of the Snakes coiled around her. The cool, smooth feel of their scales combined with their size, weight, and power to weigh down her mental resistance. _ "Just relax into the soothing embrace of my coils... listen to my enchanting voice... it's all you want... it's you need..." _ The voice commanded in a slightly more dominant tone.

"...all I want... all... I need..." She repeated with an obedient nod. Another tail slithered up past her shoulders, stopping once it reached the one already wrapping around her neck. Each of the coils then gave her half-cocooned body a little squeeze, earning an orgasmic moan from the Alicorn as she felt a rather thick coil smoothly rub up between her thighs. _'Oooohhh, yes... w-why was I resisting again? This... this feels wonderful...'_Twilight thought to herself, now in complete bliss as she ground her hips into the thick coil between her thighs, her mind becoming putty in Nadira's grasp.

_ "Yesss... open your mind..." _

The voice continued as many smaller tails emerged from the pit and the thick coil removed itself from between her thighs. Then, as the smaller tails slithered towards her, the two snakes holding her rear forelegs quickly spread her legs apart. Twilight offered no resistance, practically inviting the various tails to pleasure her. _ "...let my essence... enter you..." _

The Alicorn gasped, letting out a pleasure-filled moan as the tails penetrated her. "OH! Ohhhh, yes, yes!" she screamed as she arched back, trying not to pass out as they entered her. One by one, more and more snake tails gradually forced their way into her pussy, stretching out her marehood.

_ "Good mare... embrace it. Accept it..." _

The massive coil she had just been grinding against now hovered just above her pussy. Seemingly not caring for the number of tails already inside her marehood, it forcefully rammed itself inside her. "OOOOHHH, SWEET CELESTIA!" Twilight hollered out in joy, feeling an immense mixture of pain and pleasure. Her belly bulged in and out as the huge tails pistoned themselves inside her while the smaller tails fought for space.

The massive snake tail didn't stop there. However, as it continued violating Twilight, each of its thrusts only served to force itself deeper inside her. The Alicorn's body started convulsing and thrashing around in a mixture of pain and involuntary pleasure as she felt the massive tail pierced through her inner brief reminder that this was all a dream gave Twilight a small bit of comfort as her body somehow became elastic enough for the appendage to force itself further through her.

"Aha-pl-please-ooohh-m-more! More-ah! Mo-HRGKK!" Twilight suddenly started choking and gagging. A _very_noticeable bulge appeared as the tail forced itself up her throat. Tears of pain and joy erupted from her eyes as her entire body seized up, almost completely paralyzed. Had this not been a dream, Twilight was sure she would've fainted from exhaustion.

And yet, strangely, she never wanted it to end.

_ "You're almost ready, my vessel..." _

With one final push, the tip of the tentacle slowly emerged from her mouth. Twilight's mind went blank for a few seconds as her senses were overwhelmed with the excruciating sensation that no normal mare could ever hope to experience. The tail stretched more of itself out before the tip towards her and caressed cheek, somewhat calming her down as her body relaxed in the coils embrace once more.

_ "...good Twilight... let it all in..." _

As the voice spoke, the coils rotated her body carefully so that she was gazing down at the pit of Serpents. However, she noticed that the slithering mass of Snakes had begun working in unison with one another. They were no longer a chaotic mass of coils, but rather, a properly formed pattern that slowly began to take a more recognizable shape. Suddenly, the green flames from the torches seemed to waft through the air and into the pit itself, taking the form of two circular glowing orbs...

That's when it hit her. It was a face. The coils had formed the very face of the voice that had called out to her. Each of the Snakes that had swallowed her forelegs, as well as the tails that had coiled up her body or forced themselves into her pussy, all of them came from within her gaping maw, which seemed to lead even deeper into the basin.

_ "You are at the very edge of our unification, Twilight... so close to becoming a part of something wonderful... something powerful..." _ Nadira explained, unhindered by the numerous snakes coming out of her mouth. _ "As such, your final moments of pleasure shall begin..." _

The coils holding Twilight then shifted so that her rear was raised high. She felt the massive tail impaling her begin sliding back and forth inside, earning muffled moans of pleasure from the Alicorn.

From within the depths of her mouth, two serpents slithered up towards her. They coiled around each other before hovering just above her flank. Then, with a single lunge, the two Serpents forced themselves inside her, just as the massive tail had. Twilight let out a muffled squeal as she felt them both wriggling their way into her anal passage.

Gradually, more and more Snakes emerged from Nadira's mouth and joined in, squeezing themselves around her as she squirmed in delight. Two smaller Snakes in particular slithered between her thighs, opened their mouths, and started licking and sucking her breasts. Twilight could only squeal and whimper in response. Her body convulsed violently as she felt her entire body being squeezed, caressed, licked, sucked, and fucked relentlessly.

The poor Alicorn could barely hold herself together as her climax built , her body stiffened as she felt her marehood and anus squeeze around the tails penetrating her as she finally came. Her body was rocked by the most intense orgasm of her life as she sprayed her love juices all over the coils before going completely limp in their embrace...

_ "And now, the grand finale..." _

From within Nadira's maw emerged the head of a massive Serpent, it's body just as big as the tail that had already penetrated Twilight. As it slithered up towards her, it opened its mouth wide, with tongue extending out towards her. Then, the tail that had erupted from Twilight's mouth began stretching down towards it, wrapping itself around its forked tongue as the snake guided the tail into its mouth, swallowing it with ease. As it continued to swallow the tail and climb upwards towards Twilight, the Alicorn felt herself blissfully await the moment where it swallowed her as well...

Except it never came.

The moment the Snake reached her face, instead of consuming her along with the tail, it forced itself down her throat! It continued to feed on only the tail itself...

Then, all of a sudden, Nadira's 'eyes' began softly glowing in a hypnotic light, flashing different colors in random patterns. With the Alicorn's mental defenses all but shattered by this point, her eyes immediately became glued to the giant glowing orbs before her. She fell deeper and deeper under Nadira's power, unable to even think straight as she gazed into her eyes.

_ "Yes... Twilight... relax, let my voice guide you... let my essence enter you, empower you..." _Nadira cooed as an aura of lime-green magic traveled along the two massive Snakes that had entered her body, swiftly engulfing and entering Twilight's body. _ "There's no need to resist... relax and try to open your mind to me..." _ she whispered into the mare's mind as her eyes glowed a bit brighter.

'Ye-Yes... relax...' Twilight parrotted as she moaned softly, her own eyes still fixed on the serpant's. 'Open... mind...' she mentally repeated as she slowly felt more of Nadira's influence seeping into her mind and altering her psyche.

Soon, the Snakes engulfing her body slowly lowered her down into the Lamia Queen's maw. Gradually, any and all morality and resistance within Twilight's mind was rejected. _ "Now, the time has come... you and I shall join together... and become one..." _she stated as she closed her mouth and swallowed Twilight, letting the mare slide down her spacious throat as the spell neared its completion.

Twilight gasped as she felt Nadira's mind forced into her own. Everything she had been, everything she was, it was all being altered and fused with something new. _ "You can feel it, can't you? Our memories, our experiences, and our very souls. Soon, they will be one, and we will be reborn as a new being... together." _ she stated contentedly as Twilight began to pant heavily. The mare's trance prevented her from interpreting anything that was happening as a negative experience, allowing the Alicorn to accept her new mind much more eagerly and happily.

'Y-Yes my Queen...' Twilight pledged faithfully as every last part of her mind was filled with new memories. Her thoughts, ideals, desires, and needs; everything that was a part of her mind was now being altered and intertwined with Nadira's being. Her ancient spells, knowledge, and years of experience. All of it was fused with Twilight. 'Both of us... together... as one...'

_ "Very good. Now then, let's reshape our body into something more... appealing, shall we?" _


Back in the waking world, the Lamia all watched in astonishment as Twilight suddenly levitated out of their coils, off the bed, and into the air. The Alicorn's horn glowed in unison with the necklace as a cyclone of lavender and green magic swirled around her.

"Uh, is that supposed tah happen!?" Applejack asked as she backed away from the spiraling maelstrom of magic.

"That just means it's working, darling!" Rarity cheered as she witnessed the powerful display before her. "Twilight's body has accepted her spirit entirely. The fusion is almost done!"

As Twilight's body continued to glow, her hind legs began merging together like her friends' did before her. The new shape elongated into a Snake's body that stretched about eight feet beneath her, covered with shiny deep purple scales with a light pink underbelly and a star pattern that resembled her Cutie Mark.

Twilight'supper half soon underwent a few changes as well. Her forelegs became slightly longer, as did her neck and wings. Her coat became a deeper hue of lavender. And her mane grew longer to the point where it reached her waist and now resembled that of a Cobra's hood. Lastly, her eyes became slitted and deep pink in color.

"We... are... ONE!"

With that proclamation, the new being floated back to her bed, now bearing the appearance of the true Queen of Serpents.

"It... it is done... "I can feel it all within me, our knowledge, our memories... all of it..." hissed the Queen in her new voice. She sounded like Twilight, yet she spoke with an air of superiority and seductiveness, not unlike Nadira.

"Whoa" the Crusaders and Spike exclaimed.

"My goodness," Fluttershy and Applejack whispered.

"Ooohh~," Pinkie cooed as she licked her lips, eyeing this new body with perverse interest. "Pinkie likey~"

"She's... gorgeous!" Rarity smiled and fanned herself as her cheeks went red. "She can swallow me any day!"

"Dang, Twi~!" Rainbow Dash whistled as she flew around her friend. "You. Look. Awesome! I mean, it is you in there, right?" she asked, stopping in front of *Twilight's* face.

"Mostly yes, Dash." Twilight smiled as she hugged her follower-no, her friend,_while everyone slowly approached her. "I mean, I do remember everything we've been through together... but, I also have all of Queen Nadira's memories," she explained as she slithered off the bed. "But it's more than that. I feel like I've... _experienced everything..." She smiled fondly at these memories as she slowly shifted back into her Pony form, which was now slightly taller than the rest of her friends. "...my first shedding, the first spells I've ever cast, the many potions I've created, the first time I converted another Pony, that cute Earth Pony I took as my mate, and that handsome Pegasus from the Crystal Empire..."

"Uh, Twi? Focus girl..." Rarity chimed in while the Pinkie snickered.

"MmmHmHmHm~ those well-toned flanks~" Twilight purred as she licked her lips with her forked tongue, only to shake her head as she turned her attention back to her friends. "A-anyway... we need to start focusing on more pressing issues. The restoration of our Empire... and your reward~" She shifted back into her Lamia form and slithered towards Apple Bloom.

"M-me? Really?" the filly stammered.

"Of course, my dear. After all, you've been such a good servant." Twilight bent down and gave the filly a gentle peck on her forehead. "You were the one who found and freed Nadira. Because of you, we were able to take our first steps towards restoring our Empire."

Apple Bloom could only blush as she felt her Queen's tail gently caressing her cheek. Her elder sister smiled with pride as Twilight circled around her. "And for that, Apple Bloom..." Twilight slithered closer towards her. "I will turn you into a Royal Lamia, just like me, one with more advanced inner magic. And I shall train you so that you will be able to rule over your own tribe... once our influence has been properly spread..."

"Alright!" Sweetie Belle cheered as she bounced around Rarity.

"Good on ya, Bloom!" Scootaloo shouted.

"A-Ah... Ah'm honored, yer majesty..." Apple Bloom said with a respectful bow. "Thank ya so mu-mmmphh..." Before she could speak another word, Twilight bent down and kissed her. Feeling a strong sense of deja vu, Apple Bloom sighed as she allowed herself to practically melt into her embrace.

The entire group watched as Twilight's tongue slid into Apple Bloom's mouth, coiling around her own like the serpent she was. "Now then, it is time for you to undergo a new journey..." Queen Twilight broke the kiss and began to unhinge her jaw. "Now then... enter my mouth... enter your destiny..."

The hot breath against the Filly's face sent shivers down her spine as she felt Twilight's coils wrap around her waist, just tight enough to lift her towards Twilight's widened and loosened mouth. The Lamia clamped her jaws down over the filly's hooves, quickly swallowing her up to her hips. Apple Bloom couldn't help but moan in blissful pleasure as she felt the tight, wet muscles of her throat pressing down around her body. "Oooohhh... mah... mah Queen-aahhn!" Apple Bloom gasped as she felt Twilight's long tongue caress her pussy, causing her to grind her hips while she was halfway inside her mouth.

Suddenly, Apple Bloom felt a pair of lips pressing against her own and opened her eyes to see her lover, Sweetie Belle, being held over her by Rarity's aura. Apple Bloom moaned into the kiss right before an intense rush of pleasure shot right through her body as Twilight's tongue dug deeper. She writhed in ecstasy as her back arched, an explosion of pleasure rocking her body as she came. Right as Twilight gulped her down, her tongue gave her face a playful lick before swallowing her head as well.

"Sweet dreams, love~" Sweetie Belle giggled, giving her a wink.

"Mmm~ Ah'll dream of ya, Sweetie~" Apple Bloom sighed as she disappeared down Twilight's slimy throat. The filly was now nothing more than a bulge inside Twilight's coils, slowly being pushed down into her stomach.

"Sleep well, Apple Bloom..." Twilight sighed as she hugged the bulge. "Soon, you shall be born anew..." She then turned her attention to her friends, who had blatantly started fondling themselves or making out the moment she started swallowing the filly. "...and as for everyone else, let's get some rest. We have many plans to go over tomorrow..."


_ Six Months Later... _

Bonbon ran as fast as she could down through the alleyways of Ponyville. She had to keep running. She needed to keep running...

Something was very wrong with Ponyville.

While most didn't pay it any mind, she had spotted a few small changes and how the civilians acted. She couldn't put her hoof on it, but she knew that someone, or something, was making them act this way.

And it was getting worse. Whatever was doing this, it was smart.

The moment she picked up on something, some of the civilians would either get a little closer to her when they thought she wasn't looking, or carefully observe her from a distance.

She was being watched.

She had to take Lyra and get out of town as fast as possible...


As Bonbon entered her house, she quickly rushed to the kitchen where she found Lyra happily mixing some cake batter. "Oh hey, Bonnie! You're home early-huh?"

A sense of joy soared through her heart as she approached her best friend. "Oh, thank goodness. For a moment, I was afraid they'd gotten to you, too!"

The mint green unicorn tilted her head in confusion. "I'm sorry, but what are you talking about? Is something wrong?"

Bonbon could only bite her lips as looked around, making sure no pony was watching. "I... I know this is a lot to take in, but we need to leave Ponyville as soon as possible. Something is going on here and I don't want you to get hurt..."

Lyra stared at Bonbon for a moment, somewhat confused by her demeanor. However, she carefully placed a hoof on her love's right shoulder and smiled. "Look, I don't know what's going on right now... but I've seen a lot of crazy stuff in this town... so, I'll trust you on this."

"Oh thank you, Lyra!" Bonbon sighed in relief and hugged her. "I promise, I'll tell you everything once we're safely out of town!"

"It's ok..." Lyra whispered as she hugged her back. "I trust you... Sweetie Drops."

Bonbon's eyes shot wide open. "W-What did you just-" She trailed off and pulled away from the Unicorn... and froze as she was greeted by the sight of Lyra's spiral-filled eyes, the hypnotic colors grasping onto her mind and shackling it.

Bonbon gasped as she was locked into her gaze, forced to keep gazing deep into her eyes. "P-P-Please... L-Lyra... n-noo..." The Earth Pony whimpered as she tried her hardest to look away, but Lyra immediately held her in place with her magic, rendering her unable to move or resist.

"Don't worry, Bonbon. Our Queen has great plans for you..." The Unicorn smiled as she slowly shifted into her Lamia form and proceeded to enslave her friend in both mind and body. "...we just need to... shift your loyalties..."

''I...I... n-no...'' Bonbon mumbled, a small part of her mind still fighting to hold on to what little free will she had left as best as she could... but she could already tell it was a losing battle. 'I... I failed... it's... t-too late...' She felt the bright, beautiful spirals seeping into her mind and overtaking it. Soon, a warm, pleasant numbness spread through her, forcing her body to relax and loosen up. '...Celestia... p-please... f-forgive me...'

*PING*

And with that final thought, she felt her mind go blank as she smiled happily.

"Now you can join us, and we can be together forever..." Lyra hissed as she unhinged her jaw before levitating the entranced Earth Pony towards her mouth...


Meanwhile, in a hidden chamber, a beaker containing a mint green liquid started to pulse and glow bright white.

Queen Twilight's horn glowed as she levitated the beaker off of a shelf, uncorked it, and poured its contents into a bowl, causing green flames to erupt from it.

Soon, the ghostly image of Lyra Heartstrings appeared within the fire. "Agent Sweetie Drops has been neutralized, my Queen." She smiled, proudly showing off the bulge inside her body.

"Good work... when she is properly transformed, bring her to me. We need to know how many more of Celestia's agents have been stationed throughout the lands..." Queen Twilight started as she gazed at Canterlot in the distance, licking her lips at the thought of the two Alicorn sisters helplessly falling under her spell.

"...and this is only the beginning..."

_ The End _