It's been a week since Blaze and Amy went on their mission, but they haven't come back to the bunker. Now only Sonic, Sally, Tails and Bunnie are left. Not only that, the food and water is running out. Everybody was in the newly made living room. Sonic was cleaning his shoes, Sally and Tails were trying to think of another plan, Bunnie was cleaning the MG 08 machine gun.

"Agh! I'm so freaking bored!" Sonic yelled with frustration, slipping his footwear back on.

"Sonic..." Sally said, concerned.

"I can't take anymore! I have been in this bunker for nearly two weeks now, and in all that time we've only sent our friends to risk their lives, and they haven't come back! Added that Fiona of all people sacrificed her own freedom to protect us, when she could have just run off and let Nicole get us all in one go!"

Sally hugged Sonic tightly, resting her head against his chest.

"I know it's hard, but we're trying find a way to stop her... We all know the risks, Sonic. We never would have taken up the fight against people like Eggman unless we were willing to take those risks." She said quietly.

"I know, but-"

"Look at it this way. No matter what happens, we'll be together again. Either we win, Nicole is freed, and they rejoin us, or we lose, they brainwash us, and we join them." Tails broke in, shrugging.

"Dark way o' lookin' at it, Sugah..." Bunnie added.

"Sorry, it's just..."

"Fiona." Sally finished.

"Yeah... We just got her back, and now she's somewhere in that city, mindlessly doing whatever she's told by that sick freak that's taken over Nicole." Tails sighed.

"Oh, don't say such things..." Bunnie admonished, though, she didn't sound sure. "So what's the plan, Sally-girl?"

"I... I don't have a plan... Yet. We need confirmation of what Nicole is up to. Tails' theory is highly likely, but we need to know more. But... at the same time, I don't want to send anyone else out there." Sally replied, scratching her chin.

"Can Ah make a suggestion?"

"Go for it."

"Well, ya know we're runnin' out of food and water. So Ah think Ah should go out into the wood and look for some. Until we're fully supplahd, we won't send anybody to Nicole's castle."

"Sounds good. You go out tomorrow, and we'll be back on some kind of even keel." Sally smiled.

"Okay, everyone I think it's time for bed." Sonic sighed, embracing Sally from behind.

"Yeah..." The squirrel nodded. "Well... good night..."

Sonic and Sally headed to their room, and Tails and Bunnie parted ways too.


In the morning...

"Sonic! Sonic! Wake up!" Sally shouted, frantic.

"Unf... What is it, Sal?" Groaning as she shook him.

"It's Tails!"

"What's wrong with him?"

"He's gone!"

"What, where?!" Sonic gasped, sitting bolt-upright.

"I don't know, but Bunnie said she saw him going to bed, so I think he left during the night..."

"We've gotta find him!"

"He couldn't gone that far..."


A few minutes later, Sonic, Sally and Bunnie were in the briefing room.

"Where can he have got to?" Sally pondered.

"He's probably still in the woods..." Sonic suggested.

"If that's the case, Ah can go after him while there's still time." Bunnie smiled.

"Thanks, Bunnie, but I think I'll be able to find him faster." Sonic replied, stretching. "And I've been itching for a run."

"Are you sure, Sonic?" Sally asked.

"I am, Sal. They won't be able to catch me."



Meanwhile, somewhere in the forest, Tails was flying towards the city.

'I've got to save Fiona and the others...' He thought to himself.

Then Tails stopped hearing odd sounds coming from a clearing. Tails was surprised at what he saw: Iron Nicole was sitting on a regular lawn chair, with Blaze standing beside her, wearing a metal collar and a dark purple guard's uniform. They were watching Rouge and Fiona playing catch.

"Ah, it's a nice day don't you think, Blaze?" Iron Nicole asked, suggestively stroking Blaze's backside.

"Yes Mistress, thank you for bringing us out here." Blaze replied.

"You're welcome, and I see you are enjoying being my one of my personal guards."

"I am, Mistress, though I question why you need a bodyguard."

"Well, I don't want robots to keep guarding me. Besides I prefer having my slave to do it."

"But you're so strong, so powerful. I'm surprised that you need protection."

"You'd be surprised... but I can sense that we have a guest."


Blaze pulled out her sword, flames igniting along its edge, as both Rouge and Fiona ran to Nicole's side.

"Is there something wrong, Mistress?" Fiona asked, clinging to her owner's leg. Nicole stroked Fiona, holding her close, and petting her.

"No, dear. We have a visitor, but he's no threat. Show yourself, my young friend. We mean no harm." She commanded. With that, Tails came out of the bushes, and showed himself.

"Hello, Tails." Iron Nicole smirked.

"What have you done to them... Where's Amy?!" The young fox yelled.

"Amy is busy at work. I didn't need her talents. As for the others, I have given them a happy, simple life, and taken away their worries. Rouge, bring him to me."

Tails turned, and tried to run, but Rouge divebombed him, and brought him to Iron Nicole. As he approached, Tails noticed that Iron Nicole seemed taller, more like an adult than her teenage form from before. She smiled kindly at him, and gently stroked his chin.

"I know why you're here..." She whispered.

"No, you don't!"

"It's rude to interrupt, dear, and yes, I do know. I can read you like a book. You're here for Fiona." The lynx retorted, as Tails said nothing. "Your silence is confirmation enough."

"Whatever..." Tails growled. "Just let me go, and free my friends!"

"My dear..." Nicole sighed, hugging Tails, and gesturing for Fiona to do the same, trapping the blushing fox between their bodies. "They are free. They are safe and happy, free of all their burdens, in my embrace. I am bringing peace, prosperity, and order to the people. So instead, you will be joining us."

"I don't think so!"

Tails squirmed free from the two, and ran as fast as he could, back into the woods.

"Oh, now this is getting interesting. Rouge, Fiona, chase after him and bring him back."

"Yes Mistress!" The girls replied.

The two sprinted after him, Rouge taking to the air. She caught sight of the fox, and directed Fiona towards him. The vixen nodded, and pursued, spotting him up ahead, as Rouge dove down in front of him. He broke left, but Fiona moved to block him, catching hold of one of his tails.

"Fiona! Let go!" He shouted, dropping something as he stumbled. Fiona pulled him down, and trapped him in a tight hug, pinning him under her body.

"Good work Fiona, I will tell the Mistress that you were the one who got him." Rouge praised, landing beside the two vulpines.

"Thank you, Rouge, now we better go back with him."

"Fiona... Please snap out of it and come with me." Tails pleaded, fighting the embrace.

"I don't want to, Tails. Mistress has given me a home, and a happy life, and she'll do the same for you." Fiona giggled, kissing Tails' cheek, and stood up, as Rouge helped her carry him back. After a few minutes they brought him back to Iron Nicole, who smiled warmly, as Tails was forced to his knees in front of her, once again trapped in a hug by Fiona.

"My Mistress, Fiona has captured Tails for you." Rouge said.

"Well, you are a good pet, aren't you?" Nicole smirked.

"Yes, I am..." Fiona nodded.

"And Tails, running away wasn't very nice, was it?" Nicole admonished.

"What are you going to do with me?!" Tails asked, nervously.

"I am a forgiving woman, so you won't be punished. Your treatment will be the same as planned."

"And that is?"

"You'll be joining Fiona as a nice little pet." She replied, her answer causing Fiona to wag her tail excitedly.

"I am not going to be your good little boy!"

"I know. You're going to be my good little girl." Nicole corrected.

"What!?... No! You are not going to turn me in to a girl!"

"I am. But not yet. I don't have the means to physically alter you here, and I'm not spoiling the day for my girls. We can work on the "good" part, though."

"What good part?"

"Of "Good little girl.""

Iron Nicole got out the same metal collar that Fiona, Rouge and Blaze had. She put the collar on Tails's neck and connected a leash to it, and the other end of the leash to Fiona's collar.

"Now you can't escape... Fiona, you can play with Tails, but no funny business."

"Oh, thank you, Mistress!" Fiona squealed, stroking Tails' chest, and beginning to kiss his neck.


A few hours passed, and Tails had been dragged around by Fiona, as she played with Rouge. Then, as Fiona had a little nap, Tails reluctantly rested his head on her breasts, and went to sleep too, feeling her soft, fluffy tail wrap around his body.


Later, Iron Nicole walked over to the sleeping pair. Fiona opened her eyes and looked at her owner.

"It's time to go, Fiona." She said softly, petting the vixen. She smiled warmly, as she leashed her again.

"Okay, Mistress." She nodded. "Should I wake Tails?"

"No... You can carry him while he sleeps."

"Yes Mistress."

Fiona picked Tails up and carried him in her arms, as they went back to the city.

"Mistress, should we change his gender while he sleeps, or let him wake up and feel it?" Fiona asked.

"We'll change his gender while he sleeps, and when he wakes up, he... or she... will see her new body, and then I will infect her with my nanites, like I did with you and the others."

"Yes Mistress."


Meanwhile, at the bunker...

"It's been hours now... Where they have gone?" Sally wondered, panic in her voice.

"Oh don't worry, Sally-girl. Ah'm sure they're fine." Bunnie replied.

Then they heard the sound of the door opening and closing. Bunnie got the machine gun ready, but to her relief, it was Sonic. Sally rushed over and hugged him.

"Sonic, you're okay!" Sally gasped. "Wait... where's Tails?"

"I didn't find him... But as I was looking for him, I found his watch."

"No... Come on, we've got to go back out there!" Sally said, slipping back into her panic.

"Wait... there's a message on it..." Sonic said, inspecting the item again.

"Quick, play it." Sally ordered.

Sonic pressed a button on the watch, playing the message.

"Hey guys!" The hologram of Tails shouted, in a worried tone of voice. "I'm sorry about running way but... I had to find Fiona and the others and... I found them and... You remember when I said they might be hypnotised? Well... They are... Iron Nicole turned them into her playthings, except for Amy, Iron Nicole said she's working in the factories... I've got to go now- Fiona, let go!"

"Oh no..."

"What kind of work is Amy is doing? It doesn't seem suited for her..." Sonic mused.


Meanwhile in one of Iron Nicole's factories. Amy was operating a set of levers in a set sequence, on the production line.

"Work makes Mistress happy, Mistress makes me happy!" She droned.


Back at the bunker...

"This is awful..." Sally murmured.

"Tails is too smart to be turned, right?" Sonic asked.

"Nicole is... persuasive..."


Meanwhile in Robotropolis.

Iron Nicole lead Fiona, who was still carrying Tails, to a lab in the palace, where the vixen put the sleeping fox on a table.

"He is ready, Mistress." Fiona beamed.

"Excellent..." Nicole smiled.

The lynx waved her hands, and Tails' body was coated completely in nanites. After a few minutes the nanites broke away, revealing a tall, slender vixen with large breasts, soft fur, and long, blonde hair.

"Wake up, my dear." Iron Nicole commanded, nudging her. Tails groaned, as Fiona stroked her namesakes.

"Ah... Where... Where am I-" She mumbled, stopping when she looked down and saw her new body. "What have you done to me!?"

"I told you that you would be a good girl." Nicole giggled.

"Turn me back now!" Tails demanded.

"Why would I want to do that?" She asked.

"If you don't, I'll-" Tails began, only to be cut off when Iron Nicole kissed her on the lips. "Mmph!"

Fiona started to rub her friend's breasts.

"They are big and soft, Mistress." Fiona cooed. Iron Nicole broke the kiss, and looked at Tails with a smile.

"Now my nanites are within you, making their way to your brain."

"What are yo-" Tails yelped, blushing heavily, only to be cut off again, as nanites reached her brain and started to adjust her mindset, gradually deleting what remained of her old personality, in favour a new one, feminine and obedient.

"How do you feel now, my dear?" Iron Nicole asked. Tails moaned, but didn't say a word, still fighting back. Fiona hugged Tails, running her fingers through the new vixen's hair, still cooing softly.

"It's okay, Tails... Just let go... Let go, and you and I will be together forever." She coaxed, kissing her. Tails stopped squirming, and relaxed. She moaned again, this time out of pleasure, as a smile crept onto her face.

"I'll say it again... How do you feel now, my dear?"

"I feel... feel... perfect." Tails smiled, opening her glazed eyes.

"Good girl... Who do you serve?"

"You, my Mistress..."

"Good girl..." Iron Nicole smiled, giving Tails a kiss on the lips, as the vixen kissed back, embracing her. "Mmm, very good girl."

"I love you, Mistress!"

"I'm sure that you do, and not just me, but your fellow slaves as well, of course."

"Yes Mistress!"

Iron Nicole smiled, and created another collar.

"Once you put this on, you will be my obedient pet, just like Fiona."

"Whatever you say, Mistress."

"And take a look at the tag. That's your new name." Nicole commanded. Tails peered closer, and read the name on the tag, which said "Tailsko".

"I love it, Mistress." The newly-renamed Tailsko purred, Iron Nicole put her new collar on her neck. The collar's ends fused together, leaving it stuck around her neck forever.

"And I have just one more alteration..." Nicole announced, covering Fiona in nanites too. When the cocoon opened, the red vixen had gained an extra tail as well.

"Perfect. Two matching foxy lesbians as my obedient, loving pets." She purred, tickling the kneeling girls behind the ears.

"We are happy to serve you Mistress." Tailsko and Fiona beamed. Nicole sat on the table, between them both, as they snuggled up with her, kissing her cheeks.

"You two are so cute." She giggled. Then a door opened, revealing a blue bird wearing a maid outfit.

"Empress, we are ready to start brainwashing and changing the genders of the population. We are waiting for your orders." The maid announced.

"Wait for a while... I want to catch the remaining escapees before we spread my influence over the whole planet." Iron Nicole replied.

"As you wish." The maid bowed, leaving the room and closing the door.

"What remaining escapees?" Tailsko asked.

"Sally, Sonic, and Bunnie, of course." Iron Nicole replied.

"Oh... They are probably at the bunker."


"At the same time as you started your takeover, the other escapees and I when into the woods, and now they are hiding in a bunker."

"Fiona... Why didn't you tell me about this?" Nicole demanded.

"I don't know about any bunker." Fiona whimpered.

"Blaze, Rouge?"

"You didn't ask, Mistress. It never came up."

"True, I was caught up with enjoying you. Nevertheless, Tailsko has made me a very happy lynx." Nicole smiled, turning to kiss Tailsko passionately. "That was rather good, Tailsko. Now *yawn* I think it's time for bed, and you, Fiona, Rouge and Blaze are coming as well."

"Thank you, Mistress!" The four slaves giggled.

"And tomorrow... We will be adding three more to our bed..."

Iron Nicole smiled, as she wrapped her arms around Rouge and Blaze's shoulders, and headed for her room, as Tailsko and Fiona crawled after her, tails intertwined.