The Grey Mare

by Violise

Rating: mature
Tags: Original Character, Comedy, Princess Celestia, Sex, My Little Pony: Friendship is Magic, Alternate Universe, Main 6, Romance, Princess Luna, Changelings
Length: 6285

As a new race of Changelings come out of the shadows; one lone mare with a confusing past must come to terms with an...interesting new friend

Following a string of strange nightly reports ;Princess Luna enlists the help of Twilight Sparkle in studying and reforming her greatest challenge yet, a petite grey Pegasus named Violise.

An OCxCanon pony fic with tons of pointless, glorious clop in-between.

Published 2014-06-04 02:20:03 UTC
Last updated 2015-05-12 14:15:55 UTC

Prologues and Hot Cocoa (M/F, vanilla shenanigans)

The Grey Mare

The train from Ponyville slowed its ascent up the tall cliff faces of Canterlot; the majesty of the Capital City looming over the train’s passengers as they crossed the bridge and meandered into Market Station. Virulent Eye watched the other passengers depart the locomotive with no small amount of apathy. He collected his belongings, cantered off the rear car and into the square outside the station.

~~~~~

Sitting on a small park bench outside the Canterlot Market Station, a rather petite grey Pegasus mare took another small scrap of paper into her wing. Several rough sketches were littered about her, splayed along the park bench. Sharply designed portraits, as well as rough sketches of stallions and mares that had passed her little bench had been had been strewn about the slate-colored Pegasus. She was about to start a lovely profile of an absolutely adorable little apple salesmare, if the filly would only hold still for a moment. The cream colored filly danced and bobbed her little bow along the station platform; shoving bright green and red apples into departing folks faces; much to their consternation.

Her sight of the amusing spectacle was distracted, however; by a glint from something to her far left. The bright glare was making it impossible to see even past her sunhat. Frustrated, the mare glanced over to see a pearl white stallion glancing about the square.

‘It’s his helmet,’ the mare deduced as the glint from the armor passed over her eyes again.

Looking again; the mare also saw that the colt had a very broad figure, fitting well over his equally impressive armor. At first glance, he seemed to be the very picture of Celestia’s proud Royal Guard. However, his weary eyes, lightly shuddering and almost gaunt gait, and solemn face told leagues more about his character. He seemed emotionally drained and even embittered towards the world. Celestia’s trusted armor hid this from the casual passerby, though a keen observer could find find the irregularities. Even at this distance; the mare could see her emerald eyes in the polished silver-lined chest piece. Her eyes trailed to his back and crested over his flank; where they settled on his cutie mark. It was nothing impressive, or even that unique -a single eye entombed in a miasma of blue.

As her gaze traveled back across his chest; she noted to her dread that the stallion was gazing intently back at her. Panicking, she began to shuffle her loose papers into her wings. To her ever growing horror, the stallion had began pacing towards her position. The mare hastened herself even more, even as the dull claps of horseshoes sung pseudo-death knells of his arrival. She picked one one more drawing just as the colt opened his mouth to greet her, galloping past groups of ponies; muttering half-apologies in her wake.

The confused colt seemed to disregard the behavior. It wasn't the first time somepony had fled from him in misunderstanding. 'Well it certainly wouldn't be the last,' the colt thought bitterly. He noticed, however, a small letter laying on the grass beyond the bench. Grabbing it in a forelimb, he glanced up to see the retreating mare turn a corner and disappear.

"Well, I guess a detour wouldn't hurt," Virulent mused.

~~~~~~~~~~~~~~~~~~~~~~~~

The light-silver mare turned a corner down another street and walked up the small stone steps of a small apartment loft. The apartment sat a stone's throw from the eternally beating heart of Canterlot; The Castle of The Royal Sisters. A glittering jewel that the mare was glad to see every night from her window. The starlight of Luna’s night ever expanding the radiance, grace, and opalescence of the castle. The mare would stay up for hours, gazing fondly at the cosmic jewelry shimmering and cascading its iridescent light upon the surrounding city rooftops. Often, a shooting star would appear among the backdrop of the castle spires; completing the ethereal painting.

She sighed wistfully as she entered the living room of the loft. She wasn't used to that much exercise all at once, but she was glad the situation didn't get any more awkward then it did. Dying of embarrassment didn't sound like a very fun thing to have to explain to one’s parents.

As the mare passed the coffee table in the center of the room, she rested the sketches in her wing amongst another more private group of sketch’s on the table. She turned and entered her kitchen; setting a small white tea kettle on the stove. As she went to the cupboards to get some celebratory cocoa, however; a knock came to the door. It was an insistent knock, but still rather gentle all the while. The mare glanced curiously towards the door-frame and began fluttering towards it.

Upon opening the small oaken door; the mare was greeted to the colt she had panicked over mere moments before. She froze in silent fear as the colt looked down at her; his already imposing frame becoming all the more intense.

“Hello Miss…,”the guard paused to looked at a small parchment in his hoof, much to the mare’s horror.

‘Oh Goddess, he found me. He’s found me, and is going to take me to the dungeons for looking at him wrongly; they probably won’t even give me a fair trial. He is a guard; who would believe anything I said over him. The courts might even send me to exile for such a heinous act or even worsethegallow...OH GODDESSES!,’ the mare’s heart rate skyrocketed as she drove herself into a delusional panic.

"Miss,"The stallion looked back at the letter to confirm the address,"...Vee-Oh-Leece, I presume?”

“A-ah-a-a-abuh-uh-uhhh,” tears began to form in her eyes as she began to lock up.

It took several moments for the mare to compose a fraction of composure. The colt patiently looked beyond the shuddering mare and into the dwelling beyond. It was very humble; it’s spartan furnishings making the house seem well maintained and was almost glowing in the evening light; it almost reminded him of...his mood darkened at the sudden tearing of fresh mental wounds. The mare’s barely regained composure melted again at the sight.

“Y-y-y-y-y-y-yyy-yes-s, s-s-sir. I’m Violise,” the grey mare replied after a few moments; her haunches nearly knocking together in fear.

“I’m here to return this letter- you seem to have misplaced it in your haste to get home.”

“T-thank you,” Violise replied, slowly taking the letter with a wing.

They both gazed at each other uncomfortably.

….

*cough*

“E-erm.”

“Yes?”

“N-n-nothing.”

“...Well, then I must take my le-”

“Please come inside!” Violise squealed at the guard. Virulent reared back momentarily; surprised by the tone.

“Well, if you don’t mind the intrusion,” the guard ambled behind the mare as she raced back to the kitchen. Letters and drawings alike all scattered from Violise’s wingbeats, showering Virulent in reams of white paper and yellowing scrolls. Shaking the loose papers off; Virulent went about looking at the drawings framed along the walls

“It was certainly unexpected of you to invite me into your home, if you don’t mind my candor.”

“N-not at all,” Violise replied from the kitchen, ‘I’m still trying to figure it out myself.’

Violise grabbed the cocoa tin from the cupboard and took two cups out along with them. As she went to grab the teakettle, she looked out to the living room,” Would you mind having any cocoa? I was making some for myself.”

“Not at all, I’d love some,” Virulent replied with a smile.

Violise returned a shy smile. She then looked at the papers strewn about him. The stringent fear that passed through Violise at that moment nearly made her explode. More calmly than her disposition allowed; Violise retrieved the cups-now full of liquid-and re-entered the living room. As she entered; she took absolute care to brush all of the papers under any furniture she could with her tail.

Reaching Virulent; Violise briefly looked back to confirm the papers were well hidden. Smiling inwardly, she handed the guard a mug and took a seat near the couch, where he was currently relaxing.

“Please be careful, it’s quite warm,” Violise muttered as she raised her own cup up to lips.

Virulent watched Violise swing her rear legs against the chair opposite, hiccuping slightly as she finished drinking. Taking his own mug; he quickly quickly sipped the hot liquid.

“Mhh, this is quite good, miss.”

“Oh-thank you, it’s just some store bought cocoa. I only add some cream to make it sweeter,” Violise shifted in her seat as she spoke.

A silence followed the short exchange, only broken by the sound of a ticking clock and quiet slurping. Nervously, Violise’s eyes roamed across her table, eager to avoid meeting the guards gaze. When her eyes spotted the slightly crumpled letter, she broke the silence.

“Thank you again for bringing back my mail, though that one is probably a bill knowing my luck.” Virulent looked up from his drink and smiled.

“It looked quite important, and it was no trouble. I have no current engagements today-I only need to find a hotel by tonight.”

“You don't have one already?” Violise asked.

“Yeah,” Virulent chuckled weakly, “you could say my whole trip’s been kind of an unscheduled one.”

“What do you mean?” Violise inquired.

“May I speak candidly, Miss?”

“Of course,” she replied.

Virulent shifted slowly in his chair and leveled his gaze at Violise.”Have you read any of the news coming out of the Badlands?”

Violise looked away and wracked her brain for anything that had stood out from that area recently.

“...Oh dear! Are those Changelings really coming in from the Badlands again?” Violise trembled violently in her seat, her voice squeaking at the mere mention of the frightening black creatures. During their last invasion, Violise had been captured and drained of so much emotion-it had melted the color from her coat, leaving it a slate grey.

“Not quite; you see the Changelings we commonly think of don’t exist. Not the way we've normally seen them. The creatures we saw at the battle of the Royal Wedding were what the changelings normally call ‘Locusts’. Mindless vampires of emotion; driven on by a rogue queen during a long drought.”

“The breeds that are coming into the border cities are a smaller, lighter colored, and all around more docile Changeling. Their only real problem seems to be their insatiable libido,” Virulents face darkened for a moment. “ Though that doesn't seem to bother the Princesses one bit.”

“Did something happen with the princesses?” Violise started.

“You will hear everything in better detail from them in the coming months- whenever they finally decide to return to their duties,” Virulent spat the last bit like he spotted a particularly unpleasant spot on the table.

The uncomfortable silence returned.

“Anyway, I really do need to get going...” Virulent put his mug on the aforementioned table and began to rise.

“W-why don’t you stay here?!” Violise chirped suddenly, startling the both of them.

“Well I,”He paused, “...I would be honored, Miss.”

Violise jumped up from her seat and trotted quickly towards her stairs while she collected her scattered thoughts. It took a moment for Virulent to pick up that he should follow her.

“At the top of the s-stairs; there’s a door on the right. That’s the guest room, feel free to...use…,” Violise trailed off, her eyes seeming unfocused as her body subconsciously rushed her into the room on the left. Virulent took a moment before he chuckled to the walls and went back downstairs to collect his things.

Back upstairs, Violise leaned back against her door and sighed. On one hoof, she was glad that she had helped someone who helped her; but something in the back of her mind told her that that may have not been a good idea. She just hoped it was her nerves acting up.

~~~~~~~~~~~~~~~~~~

~Nightfall~

~~~~~~~~~~~~~~~~~~

It was the peak of Luna’s illustrious night when a sharp knock awoke Virulent from his sleep. Shifting off the bed, he walked over to the door and paused before opening the door and tiredly speaking.

“Was there someth-”

Virulent was suddenly tackled in a flurry of feathers and lips. Momentarily stunned, the mystery assaulter took the opportunity to force themselves onto the bed with Virulent in tow. Clutching his forelimbs with their wings, guiding their slender limbs down the stallions chest. Virulent leaned his head back and took a brief moment to study his attacker. It was Violise, though her demeanor looked more like a wild beast than anything. Her mane and tail seemed almost alive as it fluttered in an invisible breeze. Her small Pegasi body seemed to have stretched into a lithe form that most runway ponies would die for. Large white jagged hearts spotted the fur around her fetlocks; almost looking as if the most translucent socks had formed with the fur. Her amber eyes leered down at him as she raggedly breathed in his scent.

“W-what are you doing, Violise?” Virulent stammered.

The gold colored spectres’ eyes swung wildly up at him before settling into a sultry gaze.

“Sshhh, sexy~. I've been wanting to do this all day. Unfortunately, Little Miss Stutter only lets me out when she sleeps.”

“You didn't answer my-,” Virulent was cut off as the mare nipped at the fur on his chest.

“Normally I have to go hunting for a catch such as yourself. So hush up and.Let. me. show. you. a. good… time~.”

Violise punctuated each word with a subtle peck from her lips would guide their way up towards his neck, where she placed one last lick along his cheekbone before gazing at him. The stallion's sheath strained his rapidly growing member; making him shift uncomfortably beneath her.

“U-uhm,” Virulent mumbled as Violise gently tugged at him lower lip with her teeth. He desperately tried to think of unpleasant things to try and clear his quickly fogging mind. Despite his efforts, his sheath slowly began to widen as his member became erect.

Violise purred as the member slid across her inner thigh, smearing her coat in a liberal amount of pre-cum. She shifted her hips upwards to allow the cock to fit in between their bellies. Slowly, she lifted her forelimbs up onto his chest and settled her marehood across the bulge of his member. She took a testing slide across it, eliciting a gasp from him. Virulent blushed heavily and leaned back, allowing her access to the rest of him.

“Mmm, that’s more like it~,” Violise moaned. Virulents eyes’ nearly rolled back into his head as he felt her hoof rub against his crown. His vision began to clear as he focused on the mare riding atop him, chuckling at his weak groans. Shifting on his shoulders; he took his brief moment of clarity and roughly grabbed Violise’s hips.

She gasped in mild panic as she felt herself stop, quickly assessing what stopped the pleasure. She looked down to meet a hard glare and paused. Virulent’s face was set into a statuesque pose. Violise’s panic subsided as she felt the hooves on her sides slowly draw small circles into her cutie marks. Continuing to thrust, Violise leaned down into the stallions face and joined lips. Almost immediately her tongue fought with his, their dance sharply punctuated with each quick thrust she made along his pole

Violise threw her head back in a gasp as she felt something tug hard at her tail. She looked back at the hoof grasping her dock and grinned deviously. She turned back to the stallion and put her forelimbs against his shoulders."I spent all day wonder how well endowed you were-I'm so glad you soldiers don't disappoint," she said with a smirk. She slid down until her plot met his sack.

"Y-yeah, I try not to," Virulent blushed more as the large shaft rose up. Taking part of his flare in her mouth, Violise eased her wings off of him and shimmied over his frame, rubbing along him one more time.

“Somebody sure is eager,” she tittered.

“Just trying to keep pace ma’am,” Virulent retorted, a smirk growing on his lips. With a slight huff, he looked down at the sopping wet marehood stopped on the tip of his shaft.

Violise looked down as well,”...well now,” she looked back up devilishly,” I don't’ think I've properly given you two an introduction.”

Before the stallion could question what she meant, she fluttered slightly into the air, turned about face, and planted her crotch firmly and ungracefully onto his open maw.

“Well, Virulent...meet your new queen. Feel free to worship her now~.” She leaned back and propped her forelimbs against the headboard of the bed. Planting her hips around his jaw, she began to rock back and forth.

Virulent briefly gasped at the sudden change in scenery, which only served to make Violise jump as she felt her clit get dragged along his lower lip. Little sparks of electricity went off in her limbs and gut as Virulent struggled to get air. Her rocking became more passionate as his tongue traced her outer and inner lips. Second after agonizing second passed for Virulent as the his world slowed, the lack of oxygen fueling his already hazed mind into a mindless state.

Violise leaned down and fixed her mouth against his cock, taking to his medial ring and rapidly bobbing her head. She felt his cock throb and expand as she pistoned her lips. The sudden action made Virulent gasp out what little oxygen he had, and forced part of Violise’s mound into his mouth. Violise’s hips clenched as he did this; her whole body firing off like an uncoiled spring. A burst of marecum filled Virulent’s mouth as she shakily fell off of him and onto the bed, his painfully throbbing member left again to the elements.

Virulent gasped as the world began to return around him. “*Gasp* Dear Luna, you have one nasty vice grip.” He worked his jaw with a hoof as he tried to soothe his overworked jaw.

A pair of tired eyes rolled in her head as Violise leveled her gaze at him.”Just give me a moment, you kind of surprised me there.”

“That makes two of us,”Virulent said.

"Ah," Virulent groaned as she nipped as the tip of his flare, making him twitch. Violise cooed before taking the massive cock in front of her and shoving down her throat in one violent thrust. She gagged momentarily as she adjusted to his large size. The pulse of her throat sending shivers down Virulents spine.

The mare started rapidly bobbing her head in tune with the cock's increasing throbs of pleasure; while slowly cradling his soft orbs with her wings. She moaned lewdly as a large smattering of pre shot into her mouth. The mare could feel his balls tighten, ready to fill her with copious amounts of seed. The mare doubled her thrusts, and moaned deeply, vibrating the air around the colt's cock again as orgasm approached. Grunting slightly, Virulent grasped Violise and sunk her muzzle right down to his sheathe and felt his tip flare deep inside of her throat. Shot after shot of his seed buried itself deep inside her stomach as he thrust, emptying his swollen sack noticeably with each thrust. After what seemed like an eternity, the flow of semen slowed to a dull trickle inside of Violise's mouth as she pulled herself off of him.

The mare held the seed in her mouth as she got up off the colt; swallowing as she faced him. Virulent tried to roll away from here and take a second to recover from his mind-numbing orgasm. She quickly pushed him back onto the bed and mounted herself on top of him.

" Where do you think you're going? Your tour of duty isn't over yet ~."

The mare slowly ground her crotch on the semi-flaccid stallion-hood; slowly bringing it back to attention.

"There we are~. Back in commission," Violise tittered

Virulent chuckled and kissed her belly as she got off of him.

"Ready to do your civic duty, big colt~?"

After a moment of readjustment, the two were ready to go at it again. Violise slowly got up and sat facing away from him, his cock sandwiched between his belly and the bottom of her dock. Virulent leaned back on his forelimbs and placed his flanks to either side of hers. Fluttering briefly, she raised herself just above his member and slowly guided herself down. Inch after inch, his lengthy member slid past her velvety walls.

She moaned slightly as his balls met with her clit. She turned her neck and quickly pecked him on the cheek before she dipped forward slightly and started thrusting, using her outstretched wings to counterbalance the awkward position. Virulent closed his eyes as he enjoyed the sensations on his previously abused shaft. Shifting forward to meet Violise mid-thrust, he wrapped his forelimbs around her waist, and began to nibble on her wings. His tongue drifted from each base, taking care to nibble on them each time she clenched up against his shaft.

The mare responded by thrusting her whole weight against his spire, trapping his flesh between her dripping folds.

"Naughty, naughty~ Mister guardsman. It's not polite to tease a lady," Violise pulled her hips forward ever slow slowly and gyrated her hips in time with Virulent's breath. Bringing her wings up towards his head, she pulled the colt in and pumped his stallionhood for all its worth into her. Her voice grew in pitch and frequency as her clit rubbed up against his fur. The cliff was rapidly approaching for both of them, Virulents eyes darkening at the edges as his breath grew short.

"Vio, I-I,m get-t-ting close," Virulent said in between shuddering gasps. Violise responded by clenching harder and gyrating back and forth on his shaft.

"Inside."

The breathy whisper was all it took. The mare desperately pulled at his cock as he thrusted, only to fill her to the hilt a final time. Virulent grasped the mare's hips, spilling his seed deep inside of her. Violise shook as she moaned, gazing wildly at the ceiling. Virulent's seed slowly dripped out of her as the aftershocks of their orgasms began to die off. A few more pulses dripped out of his shaft before she pulled off of him. Virulents eyes crossed momentarily and he passed out, too exhausted to even clean himself off. Violise grinned down at him and kissed his muzzle.

"Nighty night, soldier boy," the mare said as she departed. As she departed, her eyes flicked towards the large apparition fleeing from the opposite window. A moment of recognition flashed over her eyes before she closed the door.

~~~~~~~~~~~~~~~~~~~~

~~~~Next Morning~~~

~~~~~~~~~~~~~~~~~~~~

Virulent drearily opened his door to be greeted by an equally haggard looking Violise.

"O-oh, hi Virulent; did you sleep well? I slept terribly..."

Puzzled, Virulent was about to comment on his frankly bizarre dream. What he saw next made his mind go blank.

Violise turned towards her room and unwittingly presented her still cum-filled marehood to him. "I think I need to purchase a new mattress. I keep waking up with terribly aching muscles as of late." Violise rolled her necked as she turned to go down the stairs, leaving a stunned Blaze in her wake.

~~~~~~~~~

Deep within Ponyville, a young Alicorn was presented with a letter that would change the course of her life forever.

To be continued

Author's Note

Soooooooooo, I've never done this before. Feel free to harangue me in comments about my lack of sexual writing prowess; hopefully it will improve in the later installments. Toodles~

Dialogues and Princests (Futa on Female, Ovipostion)

The Grey Mare

Princess Twilight groaned numbly as she rolled away from the belching dragon whelp next to her. She sighed, rudely awoken by a soft tap against her head. She rolled back over and glared at the green orbs softly staring back. Spike grinned nervously as he showed Twilight the letter that had so rudely awoken the both of them.

"Twilight."

"Spike."

"Letter."

"...I can see that."

"...Do you want to fu-"

Twilight lifted the letter out of his grasp and tossed it onto her nightstand with a small huff, "This is the last time I let you sleep in my bed after a thunderstorm. You're a grown drake now, and you can't keep coming to me each time you get scared out of your own bed."

Spike snickered slightly, "Hehehehe, you said come."

Twilight shoved him off the bed and teleported into the bathroom. "Honestly," she called out to him as she start up the shower," Sometimes I don't know if I need to get you a pacifier or a muzzle."

Spike walked up to the door, "Y'know, some people are actually into that kind of stuff."

"UGHHGH!! Just go make breakfast, you leacherous dragon!"
~~~~~

Twilight was midway through her 3rd strawberry double-decker pancake when she heard the bell for the castle door. Setting down her fork, she teleported to the front passage; opening the tall doors with a wide grin. "Hello there! While I'm afraid you've come a bit early for the new library's opening, you can feel free to browse around for now. I should be done with my breakfast soon."

"I shall keep that in mind next time, dearest Twilight. But I'm afraid I'm hear for other matters."

Twilight owlishly blinked her eyes as she looked at the blue princess standing before her. "PRINCESS!! I-uh-I m-mean hello, Princess Luna!", Twilight gave an embarrassed smile as she let the Lunar diarch into the castle.

"You did receive my missive earlier did you not?" Luna ask, "Celestia was to have sent it at the earliest convenience."

"Letter? I'm afraid I don't-" Twilight abruptly halted as she remembered the letter she hastily threw on her nightstand. She quickly magicked the letter in for of her and opened it, scanning the contents.

Good Morrow Princess Twilight,

I am writing this with the utmost urgency. Over the last few nights, as my thestrals were observing their night patrols; a pony was observed performing an acts that this one has not heard done in many an age. They observed a grey pony feasting on the love energy of others through carnal acts; not unlike a Changeling. While the thought that it was a simple feeding ritual by said changelings; the description of the pony was enough to give me pause.

The guards described the mare as a slate grey Pegasus, with the body of a Changeling brood queen, and the brightest gold Thestrali eyes. I have heard of such a pony naught but a few times in my long life. Though the name has been long lost from history; I believe contemporary foals stories would be keen to call this a "Jackal and Hide" pony.

They were ponies tainted by the darkest of magicks; those only seen in the evilest bowels of Tartarus itself. These 'hollow' beings seek only to feed on emotion; without actually receiving any real sustenance from the act.

Thus, the being will find itself in a vicious never-ending cycle of debauchery that will consume it whole. I have sent for the Solar gaurd to detain this pony and transport them here. I will contact thou in Ponyville further once this has been achieved.

Many Blessings, Princess Luna.

Twilight looked confusedly from the letter. " I don't understand, Luna. Why ask me for help? It seems that I have little to contribute and you already have the situation dealt with, if you being here is any indication."

Luna looked past Twilight and towards the open palace doorway. At that moment, a pair of tired looking Pegasi dragged a small caged chariot into the castle. Twilight watched as the pair slowly came up to them and stopped. "Your highness's,"he bowed, "The prisoner, as requested."

Twilight looked back to Luna and stared. "Thank you guards, you may take you leave now."

Luna walked over and stood stoically next to the carriage . After realizing she wasn't going to get an answer without asking; Twilight called for Spike.

"Yes Twilight?"

Spike approached from the kitchen hallway donned in a too tall chef cap and and cherry pink apron. He always seemed to wear the girliest apparel at the worst times. " Oh, hi Luna. I was just making some desserts for lunch. Would you like to stay for some cream pies?"

Twilight leveled a glare at him, "I need you to get a few small rooms together. It seem that we are having some overnight guests."

"One room shall suffice," Luna stated,"I'm afraid that I must make it back to Canterlot before my sister wakes. She has to deal some more changeling negotiations in the Badlands and I must take over her evening court for today." Twilight frowned at the mention of the recent negotiations; but she had little say in her mentor's actions.

Spike nodded and turned for the kitchen, waggling his tail the entire way. A small huff heard from Luna told Twilight what she was really thinking about such lasciviousness. Luna returned her attention to the chariot and slowly lifted the cage surrounding it.

"Twilight,"Luna spoke as she worked," the mare inside this cart is to be studied, treated, and reformed with extreme care. She has darkness in her being and needs help. I brought her here because I thought of no other pony that had the expertise on helping rid the darkness from ponies in need better than you, Twilight. Speaking from experience of course." Luna smiled at Twilight, making her blush through her coat.

"Well, I don't quiet know if I can do this by myself but with my friends-"

"For now this task you must do alone Twilight; I fear that given the nature of this curse, being surrounded by the love and affection that your friends give would be too much for her well being."

A small hum came from a drowsy looking grey mare. Twilight looked back at the chariot to see a Pegasus hanging halfway out of a window, her supple flanks the only thing keeping her from meeting the floor. She bobbed and lilted her head from side to side as she looked at the cavernous castle walls. "Is she...drunk,Luna?"

"Nay, 'tis only a simple calming spell we give to all detained transports. She seemed under a particularly large amount of stress so I only gave her a little more than was necessary; though it seems like that might have been ill advised."

A thud broke her revelry as Violise finally wiggled her way out. A dull giggle could be heard from under the tangle of feathers and hair.

"Heeelllloooo."

Twilight could just see an emerald eye peaking out and staring at her, giving her the impression that the greeting was meant for her. "Hello there. Would you like some help up?"

Violise rolled over until her limbs were planted firmly on the floor, her wings creating huge fans at her sides. "Nope! Heheh!"

Violise stuck her tongue out in a childish gesture and blew raspberries at the princesses. She seemed to take an impish delight in flapping her wings back and forth; blowing her and Twilight's manes into disarray.

"At least you're having fun,"Twilight groused, straightening her mane.

"I heard laughing, what'd I miss?" Spike had returned, carrying some pillows and a small duvet cover. Twilight was about to answer him when she saw a small look of amusement on Luna's face. "Are you alright Luna?" She didn't get an answer though as Violise proceeded to gallop like a bat out of Tartarus at Spike; knocking them both several feet into the air. Twilight winced as she saw the impact.

She didn't need much time to worry if they were still conscious as she saw the cover that had landed on them shift around, some less than appropriate noises quietly coming from underneath. Twilight lifted the cover and struggled to keep from laughing. Violise was licking and rubbing Spike's chest, mumbling about 'the scent of breakfasts', said drake struggling to hide his enormous blush.

"I like meeting your new friends Twi, but I'd like to keep my sanity until at LEAST lunch," He whimpered slightly as Violise's mouth drifted a little too far south; drifting just over the slit that hid his rapidly unhide-able members. Twilight lifted her off of Spike, defusing the tension somewhat. Luna seemed unfased as she turn and began to leave. "

"Wait, Princess! Are there any," she looked bemusedly over at Spike," OTHER precautions that I should keep in mind with this one?"

Luna looked back at her and smiled cryptically,"Make sure that she is happy." With that, she leaped through the castle doors and flew back towards Canterlot. Twilight mulled over her words. In the middle of her musing she realized one key issue remained.

"She forgot the chariot".

~~~~~~~~~~~~~~~~~~~~~

Luna landed on Celestia's balcony and trotted through the threshold. As she went deeper into the room, small muffled moans could be heard. Luna walked over to Celestia's bed and pulled back the curtains; revealing the solar diarch along with two cream colored changelings who were currently suckling fervently at her teats.

Luna rolled her eyes, "I take it that the negotiations went well, Sister." Luna shifted over to the changeling on her left and lifted her onto her back; breaking the trance on the bug pony.

Celestia grinned,"Did Twilight take the news of her new guest well?"

"She was slightly concerned that you weren't there due to some 'troubles in the Badlands.'"

Celestia chuckled,"Well to be fair Lulu, you weren't exactly lying," she turned her attention to the lone changeling who was humping her bed in a restless daze; eager to continue receiving the princesses love."I truly am having some trouble with these pesky changelings right now. In fact, would you care to assist me once more sister?"

Luna crawled onto the bed and and nuzzled into her neck. "Of course, my love." Celestia leaned back and took Luna's muzzle in her own, passionately kissing her as she shifted to welcome the new bed-mate. Luna moaned into her mouth, feeling her heart pound with each passing of their tongues. The changeling on her back had decided that the time for waiting had passed and was now eagerly lapping away at her moist pussy.

Crying out at the sudden spike in pleasure, Luna moved her hooves along Celestia's chest, and shivered against her. Her mound winked with each passing of the changeling's tongue. She could feel the little bug's penis swell against her wings, dribbling it's precum along her twitching wings. She could feel the heat of Celestia's wet pussy against her side as she let the hump addled changeling mount her. The little insect pony thrust eagerly at her drooling cunt, with each stab just missing the mark. Finally, the changeling slowly sunk into her; it's maddening heat nearly making the nymph cum right then. Without waiting for approval, the nymph thrust rapidly into her. With each thrust, Celestia could feel the massive penis scrapping at the entrance to her womb. Trying to distract herself from her oncoming orgasm, Celestia licked at the base of Luna's horn tasting the sweet magical nectar oozing from it. She could feel Luna tremble with overwhelming need as her climax approached. Her breaths became shallow as each ragged moan was dragged out of her by the expert pony on her back.

"Feel free to let loose any time sister~."

Luna cried out as marecum shot from her, spraying the changeling's face and mane in an intoxicating mix of sweet nectar. Celestia levitated the nymph off Luna and proceeded to lick the essence from her. The flavor pushed her closer to her glorious edge, her moans shaking the frame of the bed. Her wings flapped about uselessly as she began thrusting back into the changeling, trying to get the meaty rod even deeper into her.

"Fill me, little one! Fill me with your seed~!!"

The changeling redoubled her efforts; pounding at the princesses flank; her stallionhood flaring and readying for it's release. With a few shallow thrusts; the nymph exploded inside Celestia, painting her inside with gallons of changeling sperm. Just when it seemed like her torrent had ended, her moans reached a new peak as her eggs began leaking from her flared head; filling the princess. Orb after orb passed through her canal; prolonging both of their orgasms. Luna reached over her lovers belly and lightly tugged and her clit; making her twitch and squeal. Luna could feel the changeling penis deep in Celly's womb, slowly filling well past it's limits.

After what seemed like an eternity, the nymph pull out of her. Celestia stared longingly as she saw the nectar of their lovemaking the only strands still connecting them. Luna leaned down and licked the tired member earning a few twitches for her efforts. A whimpering moan could be heard behind her. She turned back to see the other changeling, still sitting atop Celestia's chest; whimpering with lusty need. Her impressive member stood out from her; drowning out her innocent appearance in a viscerally lewd display, throbbing wantonly with need. Luna smacked her lips. " 'Tis only fair that I get my own turn", Luna said as she adjusted to allow entrance, showing her sopping wet entrance to the other three.

"Would you be so kind as to give me a taste, little one~."

To Be Continued