“Well, time to see my new cute prisoner!”

Cozy Glow, upon gaining her victory and becoming the empress of friendship, had managed to gain alicornship through an unnatural spell. Not only that, but with her victory and alicornship came her new regime of ‘friendship’. With her rule, all would be forced to become her friend. Those who defied her or resisted her were rounded up and sent to her dungeons below her castle. However, being a filly herself, 7 years in age, she felt that torturing her prisoners with pain and mutilation was too barbaric for an adorable thing like herself. No, instead she incorporated softer means of breaking her prey… Tickle torture.

The Mane six, Twilight and her friends, were never given a break from such a torture, even after they submitted. Cozy kept them and Starlight Glimmer in the deepest reaches of her dungeon, all of them to be laughing for eternity under ironic means, such as Rarity’s ticklish pedicure or Fluttershy being raped and tickled by various animals and insects. Indeed, she believed herself merciful.

Garbed in her light blue princess robes, a little red ribbon placed on the chess, she walked down the ‘filly’ wing of her dungeon, where younger rebels would be tickled. She enjoyed walking down through this wing the most, as the sounds of fillies laughing soothed her soul. She could see each of prisoner’s tortures through a one way glass connecting to their cell. She would wave to them sometimes, twiddling her fingers. 

She passed by little Applebloom, one year older than herself. Little filly thought she could fight back against her new empress. For her torment, she was placed in shackles, standing in an X position, tickled by converted ‘farmhands’ would tickle her delicious yellow body, her flat chest, and one even lifting her tail to tickle her small yet plump ass. All Applebloom could do was laugh and beg for mercy, but she wouldn’t be allowed to make her decision to join Cozy until a particular requirement was met. While little Applebloom was tickle tortured all over her body, her southern accent filled with mirth echoing in her cell, she was also fingered on her tight little pussy, that itself over a bucket. To get the right to beg for forgiveness, she had to fill the bucket with her own girly cum, milked like a cow as she laughed herself to near insanity. At this point, her body was also covered in her delicious sweat, only making the farmhands hungry enough to tickle and lick her with their smooth tongues, their hands easily gliding across her body with ease, making it all the more ticklish for her. She sounded so happy~.

Cozy could only giggle at her predicament. “Hiya, Applebloom. Only halfway full? You’re gonna have to do a lot better than thhhaaaaat!”. She taunted before moving on to the next cell.

In this cell was a tough dragon teen by the name of Smolder, a student of Twilight’s school. For Smolder, she was given a cellmate of a giant worm. This worm had many arms and hands in which it used to subdue Smolder by grabbing her arms and legs, using it’s other hands to tickle at her soft underbelly, armpits, and inner thighs. Smolder would laugh helplessly, begging uselessly for her wormy tickle rapist to stop. Indeed, Cozy was quite insidious with this torture, as she was using Smolder to breed more of these worms to capture rebel prey. The worm had a tail in which it would fuck and lay small eggs in Smolder as she struggled and laughed. Within the night, she would be awoken with a heavy tickle in her belly, little tiny worms ticklishly squirming their way out of her pussy as she writhes and giggles endlessly until the last baby worm had left her. Cozy thought it cute, and felt she was tough enough to take a little tickling.

The last cell Cozy took notice of as she walked towards the door containing her new playmate had a little filly named Wind Sprint, the same age as her in fact. Cozy loved looking at her whenever she passed by. Despite being a sports oriented pony, Wind’s body was very soft and delicate, her arms and hands very soft looking, as well as her delicious legs. Her voice was soft and very childlike, and her hair reminded her of Twilight enough to enact such a cruel torture for her. For Wind Sprint, she made it like a breathing exercise. The room would be filled with her “Happy Friend Gas”, an insidious concoction that made any pony who breathes it in slowly, very slowly, become immobilized by building laughter. It would take thirty whole minutes of continuous exposure to bring a pony from tiny titters to boisterous laughter. For Wind Sprint, her exercise was for her to uselessly hold her breath as the cell is filled with this gas. However, watching the cute little filly try to cover her mouth to prevent giggles was only half the fun, as her room had also been filled with trained parasprites that are attracted to laughter. The more the prisoner giggles, the more parasprites are attracted to tickle and rape their target, sometimes multiple paraspites gathering at their most erogenous areas to lick and suckle. For Wind Sprint, she was already on her side, holding her arms around her chest as she giggled uncontrollably, many of the parasprites gathering around to lick at her little flat chest, pussy, and ass

Cozy always enjoyed catching the Wind in the middle of succumbing to the gas or in the middle of moaning laughter from being molested by the parasprites, the sounds relaxed her. 

Finally, Cozy walked over to the final door, her personal playroom. She began to skip and hop towards it, and opened the door. The inside looked like a small child’s room, filled to the brim with creepy rabbit plushies, a chair, and a bed. In the middle of the room was a floating toddler of five, with only a long shirt that stretched to her knees, and blindfolded, half asleep as she is awakened by the opening door. This little filly was Cadance’s daughter, Flurry Heart. Her wings were bounded closed with magic, her purple and blue hair kept perfectly in small curls, with the back of her hair flowing. Cozy couldn’t help but smirk evilly as she approached the filly. She was bound in an upside down Y position, held by magical bindings so Cozy could adjust at her leisure. 

“Mommy?...M-Mommy, is that you?” Flurry weakly let out, unable to see, and noticing she cannot move. “H-Hello? Help, I’m stwuck.”

Cozy only started to hum as she looked over her prey. She took notice that Flurry’s little tail was flicking at times, lifting the shirt up with it to show her little ass, with only little plumpness to it. Flurry could hear the footsteps of Cozy’s shoes, and began to ask for help. “Hello? Pwease, help! I’m stuck! I don’t know where I am! Please help me find my mommy!”

Cozy could see the little thing was about to cry, and she couldn’t have that. For all to be her friend, they had to be happy, whether they liked it or not. She put her arms behind her back as she tip toed over behind Flurry, and snuck her fingers into the sleeves of her shirt to poke at her smooth little pits. Within moments, Flurry began to giggle and wiggle in her bonds, giggling lightly before asking whoever it is to stop. “Hahahehe! Mommyhehe?! Is that youhehe?!”

“Nooooo, guess again!” Cozy said with childlike glee as she continued to poke Flurry’s cute little armpits.

“I don’t knowhahaha! Pweeeasehehe sthahap!” Flurry giggled, desperately trying to move her arm away from her tickler’s assault.

“Ok!” Cozy said, ceasing her assault as she walked over to Flurry’s front, giving her a small kiss on her nose. “Heya, Flurry! Are you ready to have some fun?”

“F-fun? U-ummm, What do you mean? Who are you?” Flurry asked, feeling her fear rising as she began to struggle in her bonds. “Pwease, can you let me go? I need to find my mommy.”

“Oh, don’t worry about her, she’s having lots of fun right now with your Dad. That’s why I’m here, so we can have lots of fun too! I promise, with me, you’ll have a lot of fun.” Cozy said, in a gentle and girly tone as she removed Flurry’s blindfold. Cozy then did a an adorable curtsy as she presented herself to the ignorant toddler. Cozy may have conquered Equestria, but many of the youngest foals had yet to really know of her. To Flurry, she was looking and a pretty little princess. “See? Nothing to be afraid of. My name is Cozy Glow! What’s yours?”

“Wow! You look really pwetty! Are you a pwincess? Like me?” Flurry asked, amazed at the niceness and sweetness of the one before her. “Oh, um… I’m Pwincess Flurry Heart. Erm, nice to meet you, Cozy Glow. Why can’t I move though?” Flurry asked, giving light tugs to her magical bonds.

“Well, actually, it’s Empress Cozy Glow. And you can’t move because I don’t want you to. See, I’ve picked you as my special playmate! And I want to have lots of fun with you! Ok?” Cozy asked, her gentle grin becoming more ominous.

Flurry gulped, feeling a fearful feeling in her stomach, she was getting a bad notion that Cozy Glow meant to do bad things to her. “Erm, o-ok. But can I see my Mommy and Daddy first? I miss them.”

“Nope, but don’t worry. We’ll find other ways to get you to be happy. Say, did anypony tell you how cute you look?” Cozy asked, giving her a cheerful grin.

“Y-yes. Mommy and Daddy have a lot. W-why can’t I see them? I miss them, weally I do.” Flurry asked once again, beginning to pull at the bonds at her arms. 

“Because you’re my prisoner, silly! Aww, pwease don’t frown. Relax, you’re with me now. C’mon, relax!” Cozy said, again attacking Flurry’s pits, more rigorously this time, sending the little filly into more laughter as she struggled uselessly.

“Nooohaha! Sthahahap! No more twickleshahaha!” Flurry giggled as she shook her head left and right, the ticklish feelings in her armpits never ceasing as they urge more mirth out of her.

“Oh, there’s going to be tickles. Lots of it, and something else too, just for you.” Cozy snickered as she ended her tickling on her pits. 

Flurry was breathing faster now, catching her breath as she began to cry, hating the predicament she was in and wanting to be released. “Let me go! You’re being a meanie! I said no more twickles!”

“Aww, too bad. But don’t worry, I can be nice too. Tell me Flurry, what has mommy and daddy told you about being naked?” Cozy asked her, nearly salivating to see the naked form of this toddler, only two years younger than herself.

“Nakie? M-mommy said it’s bad to be nakie in front of strangers. W-why? Hm?” That’s when she noticed it, a cool breeze at her crotch where her trainer shorts should be. She realized all she had to keep herself from being naked was her oversized shirt. “No, pwease! You’re not supposed to see!”

“Aww, relax, we’re fillies here! Ah, I know! Let me show you me first, and then we can do you. Ok, here I go!”  Cozy Glow unzipped the back of her dress. As if it was designed for it, she is able to throw it off with a single tug, revealing her vanilla pink body, gentle in form, flat as a board. The way she looked, she looked almost as old as Flurry. Cozy’s panties were black, like her heart, with a picture of herself to fuel her own narcissism. She took the time to lean down and remove her socks, shoes, and panties. When she stood back up, her soft and rather puffy little pussy was already quite moist due to all the ideas she has planned for the little toddler. “There we go! What do you think? Because now it’s your turn to take off your shirt!”

“U-ummm” Flurry was confused, why was this strange her stripping down? It didn’t make her feel any more comfortable, just weirded out. “I d-don’t think I should. C-can you just let me loose?”

“Hmmmmmmmmmmmmmmmmm, no. Ok, how about this?” Cozy said with a wink, pointing upwards. “I’m going to tickle your belly, and you’ll laugh. And if you want it to stop, just say you want to be naked, ok? Easy, right?”

“W-what?! No! Wait, pwease don’t twickle me, pwease don’t EEEE Ehahahaha!” Flurry tried to escape, but it was no use as Cozy reached for the hem of her shirt to raise it, darting her hands under it to attack her belly. Cozy was nearly drooling, it was as soft and smooth as butter, and extremely sensitive given Flurry’s high pitched giggles. She had to have more, and with somepony as young as Flurry, it couldn’t be long til she gives in. She couldn’t kick, fight, or even fly off… All she could do was laugh as she felt little fingers assault and swivel inside her tiny bellybutton.

Flurry was laughing desperately, she couldn’t help it as Cozy’s little fingers caused her to let out uncontrollable giggling. All she could do is laugh and laugh and laugh with no way to defend herself. Cadance had tickled her sometimes to light giggles, but never like this, and never this scary. Suddenly, Flurry lets out a squeak as she feels a tongue lick at her cheek. Cozy was licking along her cheek, lips, and neck as she tickled her belly. It made the little one blush, lose her focus, and then really let out those giggles. “You taste so good, Flurry. You like that, don’t you? That’s why you’re laughing, right? Well, if you want the tickling to stop for a bit… Just say those words. C’mon, unless you’re having a lot of fun already.”

Flurry finally couldn’t take it, and screamed out the words wanted to hear. Suddenly, she felt Cozy move away as the tickling stopped, her laughter dying down to titters as she hangs her head down, panting for air. She then looked to Cozy with those baby blue eyes, full of tears. “Stop, please… Don’t be so mean, why are you twickling me so much?”

“Because, it’s fun… And your laugh is so babyish and cute that I just love listening to it.” Cozy said, staring her down with an evil little grin as her horn began to glow. “Now, let’s take off that shirt. It’s getting in the way.” Cozy said with a gentle laugh as she used her magic to wisk the shirt away into nothingness. What stood before her now was a tired and naked little five year old, her tail hanging down, her body small and pink, adorable, her belly just slightly plump with baby fat. She was perfect, no wonder she found touching her belly so fun, it looked so delicious. Cozy couldn’t help but lean down and molest her belly button with her tongue before wiggling her tongue around it, sending little Flurry into another gale of giggles. After having her fill, Cozy stood up and looked at the embarrassed filly as she wiped her mouth. “Golly, Flurry, you taste even better than Sweetie Belle! I’m really gonna have fun with you!”

Flurry was deep red now, as a princess, she had been told about the dangers of being caught naked, but she never understood why until today. She didn’t know others would want to tickle her this much, was that it, was that why being naked was bad? Even worse, this scary filly was now eyeing her over. She was looking as her petite chest, flat, with tiny little nipples. She then looked down at her no no spot, it was practically just a tiny little slit. She looked to Cozy’s eyes, searching for mercy. “Pwease… I’m tired, I don’t want to be twickled anymore. M-maybe tomorrow, maybe? After you let me see my Mommy and Daddy?”

“Gee, Flurry, I don’t think you understand. Your Mommy and Daddy are in my dungeon, being forced to fuck each other as their bellies are tickled nonstop. Like I said, their having a good time! But not as much as I am, that’s for sure” Cozy said with a snicker, still hungrily looking her over.

“F-fwuck? W-what’s that? Twickled?! No! Daddy doesn’t even like twickles! Stop!” Flurry screamed out the best she could, struggling in her bonds again.  Suddenly, she could feel little feathers stroking across her feet as even smaller feathers flitter between her toes. It tickled, and she found herself cut off by her own laughter again, more gentle this time around, but her toes and feet doing their best to try to escape their ticklers. 

Cozy just stood there, horn glowing to manifest said feathers, as she put a hand to her hip. “I know he doesn’t, that’s why it’s fun. That’s why you’re laughing, right? Isn’t it so silly how your mommy and daddy are laughing right now? Oh, who knows, maybe they’ll have another foal for me to play with after their done. Golly, that’d be fun. Wouldn’t it? Flurry? Mmmmmm~” Cozy said as she gently hugged onto the giggly little toddler, kissed her on the nose like a child, and then began kissing down her neck before reaching her right nipple, nibbling on the little tiny nub as she began to gently slide a finger up and down her side, increasing the giggling Flurry was doing as she broke out in a small sweat, only causing Cozy to lick more of her chest before arriving at her armpit, giving it ticklish licks as she lapped up her moistness. “Well, not to say you’re not fun too… Cootchy coo, you’re such a dirty filly, giggling it up as I molest you. Oops, that’s a naughty word, bad me.” Cozy said with a giggle as she slowly backed off, keeping the feathers on Flurry’s tiny feet as she enjoyed her struggling. However, Cozy was also interested, so while the tickled little filly kept on giggling, she tried giving her nipples a gentle tweak, causing Flurry to break her giggles with a tiny moan, before going back to her uncontrolled laughter. “Oh… Somepony is really enjoying herself.”

Flurry’s feet were overstimulated at this point. Her soles, the balls of her feet, her toesies, the feathers kept on stroking, coaxing more laughter out of her.  She was making it look like she was enjoying all the horrible touching Cozy was doing, but couldn’t even find the strength to even talk. Finally, after another minute, she did her best to break her smile to let out a “Stttaaaaahahahaaaaap! Pleeeeashahae! No moreeehaha!”

“Oooook, if you say so.” Cozy let out a fake little sigh as she ceased the magical feathers movements.  She now just looked upon Flurry, who was panting, her head hanging low, her cheeks red and her body flushed.  Cozy took the opportunity to gently start sliding her finger between her own folds, masturbating herself. Her filly pussy was already quite tight, perfect for her finger. She began to moan gently as she thought of what to do with Flurry next. Cozy began to blush, moving her finger faster upon herself.

Flurry slowly looked up, she was sobbing. She looked to Cozy, watching her do such a weird thing to her own pee pee. She didn’t care though, she just pulled at her magical bonds and cried. “Let me go! Ngh, let me go! I don’t want to play anymore! You’re bad! You’re really bad! Let me goooooooo!”

“Play?” Cozy stopped when she heard those words, an evil idea popping in her head as she waltz back over to Flurry. She leaned forward, ass out, and pointed to her. “You’re right, you should be played with! You’re a big filly now, eh?” Cozy snickered as she plucked one of her own wings, and began to swirl it on Flurry’s areola, causing a sudden small giggle fit. “How about this then?” Cozy poked at her belly with her other hand, causing a yip, before she dragged it down onto her little slit, wiggling her finger lightly on it to cause an intense tickle. “If you let me tickle your peepee, then I’ll stop. I just want to tickle it until a special kind of pee comes out. Trust me, you’ll love it!” Cozy giggled adorably as she looked down at Flurry’s slit, she could already see it was moist with unrecognized arousal. “Golly, it looks like you already are!” 

“N-no! I won’t let you!” Flurry desperately tried to squeeze her legs together, but it was of no use, all it did was make Cozy more visibly aroused, causing her own little slit to leak more little girly juices. Flurry then looked to Cozy, her expression was wild as her eyes nearly shined a ruby red. Suddenly. Flurry grit her teeth before entering more fits of laughter, she could suddenly feel feathers stroking up and down her little buttocks, both of them inching closer to her hole. She didn’t even know she was ticklish there, but she was tired, and just wanted it to stop. “Nooohahah! Leave me allooonehehehe!”

“Why? Maybe if you’d stop laughing, I’d stop. Maybe if you stopped being a little slut and getting horny off of this, I’d stop.” Cozy reached her hands over to Flurry’s belly and began to tickle up and down, bringing her fact close to her as she examined her captive’s happy laughter, her tears as they fell down her cheek, her mane, now disheveled, flowing about. “You’re mine, Flurry. And unless you let me play with you, you’re going to keep laughing, forever! Understand!? Now…” Cozy held the laughing toddler close to her, her ass still being tickled, as she gave her a deep kiss, forcing her tongue inside and licking along Flurry’s tongue with her own. It tasted so different, so fresh, so delicious. Such a kiss even stopped Flurry’s laughter as she blushed deep. But as Cozy pulled away, a strand of saliva connecting her mouth to Flurry’s, she began to scribble her hand on Flurry’s sweat moistened chest, pinching her nipples once more, as she said. “Give in to me, or else. I’m not playing anymore.”

Flurry laughed, moaned, cried, and laughed some more as her body violently shook in its bonds. Despite her smile, she really couldn’t take much more of this, her body couldn’t handle it. She threw her head back as tears ran down her cheeks, she was breaking, she was afraid she’d never see her mother and father again. And worst yet, it looked like she was happy about it all. Despite her being told no one should touch her peepee spot, if she didn’t say yes, she was afraid she would break and not be herself anymore. It’d only be a little more tickling… Right? “OOKKHAHAHA! OKHEHEHE!”

“Ok? Okkkk what?” Cozy said slyly as she moved on to Flurry’s inner thighs, giving them a ticklish massage as she looked at her tiny wetness with thirst.  “What do you want me to do, Flurry?”

“Tickle my peehehehehepehehehe! Pleashahaha sthahahahap!” Flurry said frantically, her laughter desperate, her breathing hoarse.

“Ooook! Will do!” Flurry said as she finally stopped the tickling. Flurry went limp, panting, wanting to go home. Cozy gave her a gentle pet as she giggled, she then walked over to a fridge, humming to herself as she opened it to take out a glass of water. “Don’t be sad, Flurry, it’ll be over soon. At least for today. It’s good your magic is disabled and my bindings prevent you from peeing, huh? Would be really nasty if you peed all over my nice floor. I don’t mind little filly cum though, I force some of the stallion slaves to lick it off like the dogs they are.” There was no response as Flurry just stood there, panting, trying to catch her breath. Cozy just skipped right back up to her, slowly raised her head with a finger, and gently placed the cup to her mouth so she can drink. “Drink up, Flurry! You’re gonna need your strength for this neEEP!” But Flurry, who was usually so loving and caring, spit the water back out towards Cozy. As much as Flurry wanted to be free, and the tickling to stop, even she realized at this point that Cozy was a liar, and wanted to keep her for herself. Cozy however, after she wiped her face, looked to Flurry with displeasure before giving her a grim smile. “Oh, you little tickle bitch, you shouldn’t have dooooooooone that. See, Flurry, I like to make my friends… Really… REALLY happy. And you? Well, your happiness doesn’t stop until I’ve had my fun. I’d say you’re gonna regret this, but what’s a little tickle among friends, right?”

Suddenly, Flurry is flipped into a horizontal position, her pussy at Cozy’s mouth level. Even worse, Flurry began to look around as magical hands began to form all around her. They were going to grope, molest, and tickle her silly… And she knew it. She looked back at Cozy with begging eyes, realizing the folly of her mistake and how cruel Cozy was. “Wait! I’m sowwy! I’m sowwy!”

“I know you are…” Cozy said, before diving her head forward to suckle and stab her tongue into Flurry’s near honey tasting slit. Cozy was as gentle as she was ruthless, tasting and slobbering her tongue inside as she generated a magical vibrating dildo to fuck her own hole. Flurry threw back her head again as she began to scream in forced ecstasy, only periodic giggling being mixed in due to having such a ticklish baby clit. Cozy mused at how even that was adorable as her ears flicked to catch Flurry’s light giggles and moans of pleasure, feeling her body jerk and twitch at every sensation… But then she remembered this was supposed to be torture for the toddler, and immediatly had the tools attack Flurry.

In an instant, Flurry went from light giggles to moans to screaming hysterics. Magical hands pinched and poked her nipples, scratched under her armpits, swiveled along her belly button, counted her ribs, and played with her feet, some even squeezing her tiny knees and others sliding fingers along her back and buttocks while another gently fingered her tiny asshole. Cozy was in heaven, moaning as an orgasm came close to her, eating Flurry out like she was fast food, enjoying Flurry being overwhelmed as her laughter became gaggles and blabbling as she drooled. Flurry was her little tickle slut, with the cutest laughter, and the most adorable smile. She would break her in, she just had to have her.

Just the thought of having this toddler sit by like a dog, walking on all fours, naked, happily presenting herself and asking for belly tickles. Yes, it made her feel so damn hot. 
She took a look up to see Flurry, who was gurgling now, still struggling all over the place as she was overwhelmed with giggle fits and screams of pleasure. Pleasure, she could feel it, she was close, they were both so close.

Finally, Cozy let out a screaming moan as she fell back in orgasm, her cute filly pussy squirting out. Meanwhile, the overstimulation had finally done Flurry in as her body jumped, her laughter finally broken by an orgasm yell as she squirted her filly cum all over Cozy’s face. Cozy just laid there, a dumb smile on her face as she dismissed the dildo and began to finger herself, lapping up Flurry’s cum as she did so.

Flurry went limp after her orgasm, her body overloaded from the tickle torture. She was done, both in mind and body. Cozy just sighed, smiling to herself, and whispered. “Gee, Cozy, you really are great at this friendship thing.”