Tribute

by Cloplestia

Rating: mature
Tags: My Little Pony: Friendship is Magic, Princess Cadance, Porn, Queen Chrysalis, Princess Celestia, Sex
Length: 11645

Chrysalis demands Celestia pay her tribute to preserve the peace between their nations. But what kind of tribute?

Chrysalis demands a tribute from Equestria to maintain the peace between changeling and pony. But when Celestia meets with her, it becomes clear the tribute is more than she is willing to pay.

But for how long can she resist the changeling enticements?

(Features futa-Celestia. And lots of willpower.)

Published 2014-10-01 05:40:01 UTC
Last updated 2014-10-01 05:40:01 UTC

Tribute

On a rough trail deep in a dank and nameless forest in Equestria, Princess Celestia and Princess Cadance made their way reluctantly to meet the changeling queen. The small entourage of guards accompanying them looked about uneasily, unconsciously echoing Cadance's own posture.

“I don't like any of this, Celestia,” she said.

“Indeed,” Celestia replied, peering into the darkness of the forest. “But what would you have us do? The changelings have grown alarmingly strong since the Battle of Canterlot. If this... “tribute,” as they insist on calling it, is what will preserve the peace, then so be it.”

“It could be a trap.”

“Then they shall have Luna to deal with,” Celestia answered grimly.

They trudged on, the damp carpet of rotting leaves dulling their footsteps. After a while the trail opened out into a clearing before a large outcropping of rock, rotten with caves.

“Is this the place?” Cadance whispered. “Where are they?”

Celestia looked about, wondering the same thing. “I've been thinking,” she said, as much to calm herself as Cadance, “This seems less a payment of tribute than a diplomatic mission, to be honest. Rather than gems or gold, they asked us to be their guest for a few days. I wonder if they simply want to talk; to understand us better and ease the tensions between us?”

Cadance nodded slowly. “Or it could be my magic they desire to understand. They feed on love, so if they could find a way to provide it by magic, rather than having to hunt for it... Although I can only enhance what is there to begin with....”

“I'm afraid you're both wrong,” Chrysalis' voice came from beside Celestia, startlingly close. Celestia spun to face the captain of her guard detail. With a flash of green, he transformed into the changeling queen, the rest of the guard following suit and revealing themselves as her changeling guard.

Celestia was instantly wary, her horn leveled at the changeling queen. “I should have known! What did you do with them?"

“Don't worry, Princess, we did them no harm. Now come along, this is no place for discussions.”

“Is this it, then? Are we to be your prisoners?” Cadance spat.

The changeling queen laughed. “Oh, don't be such a bore, Cadance. We are simply moving to a more amenable place to receive our tribute. You'll be free to return home in four days, just as agreed. I would not dream of harming either of you.”

She turned to lead them toward a cleft in the rock, bringing her tail up to caress the underside of Celestia's jaw as she passed. Celestia's eyes widened. “Wh... what do you intend?” she said, suddenly nervous.

“We shall discuss it in comfort,” Chrysalis said. The two alicorns followed her into the cleft uneasily, the guards falling in behind them. The passageway twisted into the rock, the stone black and faintly damp. At times the way became so tight and narrow that Celestia felt a moment of fear as the stone pressed against either side of her. Chrysalis amused herself by slowing down as she exited such points, causing Celestia to risk colliding with her rump as she heaved her way through. Chrysalis giggled at one point when Celestia's hooves clattered against the rock as she struggled through a particularly narrow point. “I hope you've not been overindulging in cake, dear Princess,” she said. “It would be bad if you got stuck. But perhaps you'll give yourself a workout down here and trim off a few pounds for the return trip.”

“What are you planning,” Celestia growled.

“Please, Princess. I desire nothing but amity between our two nations. Ah, here we are.”

The narrow passage suddenly opened out into a large cavern, its walls studded with luminescent crystals which filled the chamber with a soft light. Multicolored beds of moss covered the cave floor like a richly brocaded carpet, and upwards of two dozen changelings milled about the area. Celestia could see a row of cocoons along the back wall, and a weird shiver passed through her body at the sight of them.

Chrysalis skipped forward and turned. “Welcome, my princesses. This hive was specially designed for your comfort; I hope you find it to your liking.”

Cadance looked around. “It's... not as creepy as I was expecting.”

“But of course,” Chrysalis said. “There is nothing 'creepy' in a changeling hive.”

Celestia gave a faint smile, her sense of diplomacy rising to the fore. “I imagine you would see it that way, but I fear not everypony would agree.”

Chrysalis gave a shrug. “Well, their loss. Shall we get down to business? I've been anticipating this day for some time.” She chuckled. A few changelings wandered over and began nuzzling up to her in greeting. One of them ambled to Celestia, sniffed at her chest, and then rubbed her head against the princess like a kitten.

“She thinks you're full of love, Celestia,” Chrysalis said with a chuckle.

“You know love must be earned,” Celestia answered. “Is this your 'tribute?' You hope we'll give you our love for a few days? You must understand love is not so simple.”

Chrysalis snorted. “I'm not after your love, Celestia. I have a different tribute in mind.” She circled around Celestia slowly, a wicked smile on her lips. “We are strong, you know. Perhaps we could defeat you, and perhaps you would hold us off, at great cost. Peace is a better path, is it not?”

“I have always said so,” Celestia answered.

“But what is there for us in peace with you? We hunger outside your borders, and you sit on a greater banquet of love than you could possibly need.”

Cadance interrupted. “I think you still have much to learn of love, Chrysalis! I am sure if we cooperated we could find a way to coexist happily!”

Chrysalis burst into cruel laughter. “Such a naive one, Celestia! How do you keep a straight face around her?” She stalked toward Cadance. “You're of mixed blood, are you not? So perhaps you are unaware of the nature of the true alicorns?”

Cadance gave her a patient look. “Celestia and Luna are paragons which encompass all three types of ponies, in all their essence. Of course I know that.”

Chrysalis laughed. “Indeed, but it doesn't stop there. Oh no, not at all.”

Celestia interrupted, “Is this really necessary?”

Chrysalis gave her a long look, smiling like a well-fed snake. She turned back to Cadance. “My dear Cadance, not only does the true alicorn partake of the essence of all three pony types, they also complete themselves by virtue of being doubly sexed.” She shifted her focus to Celestia, pacing around her with lanky strides. “Let's be done with that silly concealment spell you always wear, Celestia.” Her horn glowed with magic and there was a sudden green flash from Celestia's groin. Cadance gasped as she saw a stallion's sheath and testicles appear between Celestia's legs.

Celestia's eyes widened with panic. “What—what are you doing, Chrysalis? What is the meaning of this?”

Chrysalis smiled. “A wise ruler should see to the well being of her subjects, Celestia. My kind will grow stronger through the infusion of fresh, strong blood. The tribute we demand is your seed.”

Celestia wobbled on her hooves. “You want what?” she said in disbelief.

Chrysalis advanced on her. “Your seed.” She took another step with each word. “Your sperm. Your semen. Your hot, creamy, stallion-sauce.”

“You can't possibly be serious,” Celestia whispered.

Chrysalis leaned forward and gave Celestia's nose a lick with her long tongue. “Why so reluctant, Princess? I guarantee you will enjoy it.”

Celestia's eyes flashed. “You already hold the threat of war over my land, and ask that I help make your kind stronger? Do I seem mad to you?”

Chrysalis stepped forward and nuzzled at Celestia's pale neck. “I offer my guarantee that we shall make no move against you so long as you pay your annual tribute. Indeed, we would even find it acceptable for you to send your sister in your place. You would have the certainty of security.”

“Assuming you are to be trusted,” Celestia shot back.

Chrysalis grinned. “You wound me. But do you have any choice?” She turned away, once more sliding her tail under Celestia's throat in an obscenely intimate caress.

“Stop it. I won't! I refuse--”

“You would plunge Equestria into war?” Chrysalis asked.

“No! But I can't let you....”

“Oh Princess, such a prude?” She returned to Celestia, and whispered into her ear. “I don't think you're a prude. I think you're a pony with intense. Sexual. Lusts. I think you're a pony who could fuck all day if you let yourself go. Have you kept secret lovers, Celestia? Or maybe secret harems! Are there no epic orgies in the hidden chambers of Canterlot Castle? I'm offering you the chance to fuck any pony you've ever dreamed of fucking, you know.” She stepped back. “Any. Pony. Just tell me of them, and I'll be them for you. I'll enjoy it. You'll enjoy it too. So why can't we just have fun, you and I?”

Celestia felt a stirring in her loins at the changeling queen's words, and savagely resisted.

“Or do you like me as I am?” Chrysalis continued. “How deliciously perverse! Yet arousing.”

“I won't help you turn your kind into something even more dangerous to Equestria!”

“And yet I am merely trying to help my kind. Just as you would seek to help your own. Surely you can sympathize? Should we not help one another, for the peace of the land? A... what is the term... symbiotic relationship?”

“Symbiotic? How? What do you offer? Your kind are nothing but parasites,” Celestia spat.

Unruffled, Chrysalis gave a long considered gaze to Celestia. Celestia glared back at her. At last Chrysalis held her hoof to her chin and gave a theatrical sigh. “Well, Celestia, if the tribute has been properly brought here, as it most surely has...” She eyed the heavy globes of Celestia's balls. Celestia shifted her thighs, self-consciously trying to hide the masses of her testicles. “If the tribute is present," Chrysalis continued, "yet all my changeling minions and myself cannot coax you to spill your seed over the next four days, I suppose you may return home in triumph.” She laughed. “I'd like to see you try that!”

Celestia's eyes narrowed. “You have no idea what strength of will I possess!”

Chrysalis clapped her forehooves together. “Excellent! Let us begin!”

The changelings nuzzling at her sheath had done little to arouse Celestia, that is, until Chrysalis herself brought her head beneath Celestia's thigh and slathered her tongue across the skin. Suddenly Celestia felt her penis dropping from her sheath and thickening up. Instantly lips and tongues were caressing it with wet little sounds, and Celestia could not help but grow stiff under the attention. Still, she judged it but a minor stimulation, easily resisted. Although Chrysalis' tongue... that was another matter. That long appendage was dangerously skillful, as it wrapped its way around her cock in tight, pulsing coils. It slid wetly along her flesh, coaxing forth throbs of tempting pleasure.

A moment later, Chrysalis slid her head further beneath Celestia's thigh, and engulfed the head of the alicorn's cock in her wet lips. She teased at it, lipping at the hot flesh as her tongue squeezed and then slowly slid from around the shaft. A drop of Celestia's lubricant appeared at the tip, and Chrysalis slurped it up with an obscene sound. The noise echoed through Celestia's mind, igniting a red coal of lust deep within her. No, she told herself. No, I will not give in to this!

Then she gasped as Chrysalis sucked her deep into her throat with a single, swift gulp. The changeling queen's tongue undulated against the stiff flesh and the warm wetness of her mouth sent exotic thrills of pleasure arcing through Celestia's body. A sloppy trail of drool spilled down the base of Celestia's cock, and slowly rolled down the curve of her balls. Chrysalis cooed and moaned theatrically as she gobbled down the thick cock.

Celestia started backing away, trying to extricate herself from the changeling queen's mouth, but Chrysalis simply followed along, her head slipping along Celestia's shaft with each step, mocking her with an absurdly noisy slurping. Celestia gave a whuff of surprise as she backed into the cave wall, and it seemed the sudden halt caught Chrysalis by surprise as well, for she gagged a moment as the cock slammed deep into her throat.

Chrysalis slid loose, and Celestia's cock gave a shivering twitch, bumping up against her belly as the changeling released it. She backed from under Celestia. Her lips were dripping with a mix of saliva and Celestia's leakages, and she gave the princess a slow, wet kiss, which Celestia did her best to ignore.

“Now now, my dear,” Chrysalis said, “you should know how rude it is to try to run away.”

“I'll never give you my seed!” Celestia said with a snarl.

“My, what anger.” Chrysalis licked at the residue on her lips. “Alicorns are so tasty. But oh, such perfect, smooth skin—you haven't been using that thing very much, have you? Such a crime, to deny Equestria that magnificence. Have you no special somepony to sate yourself upon?”

Celestia glared back at her.

“Oh,” Chrysalis continued, “but what a poor host I've been. Perhaps you do not find my changelings attractive? I can understand.” She stamped a hind hoof. With green flashes of magic, the changelings that clustered around Celestia attentively transformed into ponies. Many of them looked familiar, and Celestia realized they echoed her Canterlot staff.

Chrysalis leaned in, and whispered into Celestia's ear, “Although I daresay you enjoyed my changeling mouth well enough, didn't you?” She licked Celestia's ear lewdly.

Celestia snapped her head away. “Why bring Cadance here?” she asked. “She has nothing to do with your... tribute.”

Chrysalis stepped back, and glanced at the pink alicorn. “Oh, her,” she laughed. “Merely as a witness to confirm the exchange of tribute is properly enacted. We wouldn't want you claiming we unfairly took advantage of you, now. And I suppose I feel a certain... fellowship with her.” She smiled, wickedly, at Cadance. Cadance frowned back at her.

Chrysalis paused a moment, and then added, “You know, Cadance, feel free to join in. There's no need for you to bore yourself for the next few days. We'd love to entertain you.”

“There's no love in this!” Cadance spat back.

Chrysalis skipped over to her side, transforming into Shining Armor in the process. “Oh, Cady, you're so cold,” she said, nuzzling into Cadances neck. “You know, even a semblance of love can tide over an empty belly.” Cadance gave a withering look, but 'Shining Armor' pressed close to her, and nibbled at the back of her neck. “You know, I can be a very tender and considerate lover,” he breathed.

“Leave her alone!” Celestia said, striding toward the two of them. Changeling ponies sought to distract her, rubbing their heads against her flanks, and kissing between her thighs and along her cock.

'Shining Armor' licked up Cadance's neck. “Oh, I won't do anything... unless she asks me to.” He lipped at her ear and said, “What do you say, Cadance? Maybe we can help Princess Sunbutt loosen up.”

Celestia surged forward, but Cadance met her eyes and held out her hoof to stop her. “It's okay, Celestia. Don't worry about me, I can handle myself. Just take care of yourself.”

Celestia wasn't sure about the wisdom of Cadance's confidence, but the ponies around her were definitely doing their best to distract her. They kissed at her flanks and leaned beneath her to lick her cock. One pretty mare buried her nose in the soft muscle of her chest and inhaled her scent deeply, while another traced the pattern of Celestia's cutie mark with her tongue—a sensation Celestia found startlingly erotic.

A stallion she vaguely recognized from her guard cried out “Forgive me, Princess! I've adored you so long!” and reared up, hooking one foreleg around the base of her neck, and pressing his hips up against her shoulder. She felt his maleness rubbing up against her, warm and throbbing as he flexed and pressed desperately into her. She took a startled step sideways, but he clung to her, gasping in his need and struggling to crush his cock against the taut muscle and bone of her shoulder. She wondered if the changelings were trying to mock the ponies they mimicked, but his cry of pleasure a moment later sounded genuine. She felt a hot wetness spurting against her hide as he came, and the raw scent of sperm was suddenly in the air. He clung to her, panting.

'Shining Armor,' cuddled against Cadance and watching, spoke up. “Don't get ahead of yourself, soldier! You'd better clean up our guest before she takes offense!”

The guard slid from from her sheepishly. She looked at her shoulder, and saw her alabaster coat stained with a sloppy mess of white cream oozing warmly down her side, soaking her skin. For an instant she imagined bending her nose to it and inhaling, filling her lungs with the scent of sperm, and then stretching her tongue to slurp up a mouthful. A little shiver passed through her at the temptation to indulge such depravity. Then the guard pony set his own lips to her flesh, lapping up his filth with strong swipes of his tongue. Celestia's breath quickened.

She felt other ponies kissing at her flanks and belly, and another stallion joining the guard cleaning her neck. A black-maned mare she recognized as Raven, her favorite secretary, planted gentle little nips on the curve of her rump and slowly nosed under her tail. Celestia realized she had already become very wet, and her thighs shuddered as the mare slid her tongue up the pink skin of her pussy.

The little mare seemed exceptionally eager, and Celestia couldn't help but shiver as pleasure swelled in her thighs from the skilful tongue sliding into her slick walls. Her tail involuntarily lifted, further exposing her sex to 'Raven,' who rooted into it, muzzle glistening with Celestia's fluids.

Several other ponies were busily nuzzling under her belly, and the sight of the businesslike ponies who surrounded her daily in Canterlot so desperately struggling to lay their mouths along her cock sent an odd thrill through her.. The stallions among them were plainly erect, and she could see slick ribbons of liquid trailing down the inner thighs of several of the mares. For a moment she had a weird feeling of frisson as she imagined these were the actual ponies, and not their changeling duplicates. It was a mistake, for the next moment she surprised herself as a powerful surge of desire swept through her flanks. Her cock gave a heavy throb, and she felt a trickle of lubricant ooze from it to dangle from the tip before some lucky pony caught it on her tongue.

This wasn't good. She was already far more aroused than she ought to be to hold herself back from ejaculation. She took a deep breath and closed her eyes, trying to distance herself from the soft noses and probing tongues that sought out her intimate places. For a time she was able to calm herself, even as the licks and kisses and occasional suckling of her cock sent little flashes of delight through her nerves.

Celestia carefully held herself on that plateau of sensation, managing to let the pleasure pass through her without enhancing her arousal. She felt as if she were approaching a pure trance state, in which she could ignore the changeling's ministrations for as long as she wished. She gave a beatific smile. Chrysalis was doomed to disappointment after all. Celestia breathed in and out, standing amongst the lustful ponies, but not of them, letting the minutes tick into hours. No doubt the changeling queen would be furious at being foiled again, but she herself had allowed for this outcome.

Hour after hour she held herself, like a statue, impervious to the changelings. Her cock even drooped to half-mast, in spite of all the worship paid to it.

It was Cadance who brought her out of it, or rather, a dawning awareness of the alicorn's voice squeaking and cooing. Celestia allowed her eyes to drift open, a spark of worry over the state of her companion drawing her to see what was happening while still holding on to her equanimity.

Cadance lay sprawled on a bed-like hillock of moss. 'Shining Armor' had his cock two thirds of the way down her throat, and with a loving eagerness, she gulped it down until her lips met his sheath. She pulled back until it was half free, glistening with her saliva, and then lunged forward again with a delighted moan. Meanwhile, two other Shining Armors were lapping at her nethers while another lay along her side, nuzzling at her neck while he rubbed his cock against her flank as she stroked at it with one hoof.

Celestia gasped. Her calm plateau shattered. “Cadance, are you all right?” she said.

'Shining' answered. “Oh, she's fine. She's... fine...” he groaned.

“What have you done to her?” Celestia demanded. She tried to take a step forward, only to realize her own cock was deep in the throat of the guard stallion who had sprayed himself all over her shoulder. Sensation flared through her, and her legs quivered. When had her cock become hard again? It was all she could do stand.

“Just... just a moment, Princess,” 'Shining' said. He was panting and sweating, clearly overwhelmed by the skill of Cadance's slippery tongue and warm mouth. A moment later, he threw his head back and moaned, his whole body quivering. Cadance gave a squeak and closed her eyes, slowly pumping up and down on the cock. Celestia saw her throat pulse as she swallowed once, twice, and then the cream seeped from her lips and dripped down her chin as she failed to keep up with the volume of come spurting into her mouth.

After a few pulses more, and a moment of catching his breath while Cadance sucked the last dregs of orgasm from him, 'Shining' pulled loose from her mouth. His cock was slick with the residue of sperm and saliva, and a thin, milky strand of it connected the head of his cock to her bottom lip. Impulsively she leaned forward and gave the tip a quick kiss, and then licked her lips clean.

'Shining' stumbled over to Celestia, half dazed. “Oh, you must try her,” he said to Celestia. “Twice in a row! She's magnificent; you simply must try her.”

“What did you do to her?” Celestia demanded again.

With a flash of green magic, 'Shining Armor' transformed back into Chrysalis. “I just loosened up her inhibitions,” she said. “She's quite enjoying herself, don't you think?”

Celestia looked to where Cadance was kissing and caressing the other Shining Armors, undeterred by their plurality. She saw a sickly green tint in Cadance's eyes. “You've controlled her mind!” she accused.

“It's more of a gentle persuasion,” Chrysalis answered. “She'll come away from here with hazy memories of a particularly erotic dream.” She lay her head along Celestia's neck and watched with the alicorn as Cadance sandwiched herself between two Shinings. “I won't try anything of the sort with you, I promise. I looong to see you spurting your pleasure with a clear mind.”

“Well prepare to looong for a long time,” Celestia growled.

Chrysalis laughed. “My dear, your stamina has more than impressed me these last several hours, but we have barely commenced.” She leaned her head up and nibbled at Celestia's ear. “Why, I'm such an inconsiderate pony, I haven't even thought to ask if you prefer stallions or mares,” she breathed.

Celestia stayed silent.

“Hmm, no comment?” She transformed back into Shining Armor. “Guess we can find out the hard way,” she said, but then paused. She glanced down to where her cock hung limply, and then returned to being Chrysalis. “Heh, it seems I need a little time to recharge. You simply must try Cadance!,” she gushed. “After you've offered up your tribute, of course. Normally I approve of swallowing, but in this case it would cause a diplomatic incident for our tribute to land in her stomach, wouldn't it.”

She turned and pressed her rump to Celestia's chest, looking back over her shoulder coyly. “Would you care to sample me, Princess of Equestria?” She gyrated her hips against Celestia, trying to coax her into mounting her. Celestia stood steadfast, trying to ignore Chrysalis, but the warmth of the changeling mare's haunches gently thrusting up against her chest made her shiver. Down at her groin the stallion had loosed her cock from his lips and now laved it in long, slow licks.

“I have no interest in a vile creature like you,” Celestia snarled at Chrysalis.

She only laughed in response. “I think you are not being very honest, for a being who is supposed to be a paragon of virtue.” She took a step forward and slid her tail caressingly along the side of Celestia's face and down her neck.

Celestia caught a whiff of her sex, an enticing dusky scent that sent further charges of lust through her mind. In fact, her lust had become a steady thunder pulsing through her thoughts. She feared her focus was slipping, and as if to underscore her worry her cock gave a thick throb, spilling a trickle of slick precum. The next moment she felt pony lips and tongues slather across the head of her cock, wrestling for that sweet nectar; and it brought her to gasp as her cock gave another massive twitch. Her balls rumbled, tightening up against her thighs, heavy with her precious semen.

She stepped forward, just to get away from the touch. Her chest bumped into Chrysalis' rump, and without thought she reared up to mount Chrysalis. The changeling queen gave a squeal of delight as Celestia's legs clasped her barrel. Celestia paused a moment, suddenly realizing what she was doing; but then a red surge of crazed lust filled her mind, and she drove herself forward. Her cock prodded between Chrysalis' thighs, sending a shuddering jolt through her loins. She thrust her hips, and felt herself plunge suddenly into the liquescent depths of Chrysalis' pussy. She threw her head back and whimpered as ecstasy rushed through her. Unable to help herself, she thrust again and yet again, pumping into the tight wetness that quivered around her cock. Surely she could allow this much, just one more thrust, just a little more pleasure to take the edge off her need.

Chrysalis moaned in satisfaction as Celestia panted, mouth agape at the sensations from her groin. Celestia throbbed and kicked deep inside the changeling's dripping pussy, and felt a rising pressure.

Abruptly she snapped into awareness of what she was doing. She shoved herself backwards with a strangled cry. Her cock pulled free, slapping at her belly and scattering droplets of Chrysalis' juices. Celestia stumbled back and folded to the ground, panting. A moment later, the changeling ponies were nuzzling at her cock, eagerly trying to get a taste of their queen's delicious fluids.

Celestia closed her eyes and tried to master herself. She slowed her ragged breath and fought back the surging need in her cock. She had never been so hard before, and holding herself back was proving a treacherous challenge indeed.

Chrysalis made a disappointed noise. “Now princess, it was just getting good. And now you've gone and left me hanging. I must compliment you though. That cock of yours knows just the right places to rub. Your little ponies must feel very lucky to service such a fine organ.”

Celestia did her best to fight back the thoughts that comment invoked. “That's... not the relationship I have with my subjects.”

Chrysalis seemed genuinely surprised. “What? You would deny your subjects your love?”

“That isn't love, that's just base physical urges.”

Chrysalis leaned her head down and gently blew along Celestia's cock. “There's less difference than you realize.”

Celestia gave a jolt as the warm breath caressed her.

“Besides,” Chrysalis continued, “you ponies aren't so pure; isn't there something, what is it called, droit du seigmare? You have the right to bed newlyweds, as ruler of the land?”

“A barbaric unicorn custom,” Celestia answered, “long since abandoned.” Her mind was suddenly filled with visions of decadent unicorn royals forcing newlywed stallion and mare peasants to service them on their wedding night, sweat and moans and slick fluids splashing.... No, stop that. Stop thinking of such things. She held still as Chrysalis began licking along her in slow, teasing strokes. She refused to let the sensation control her; she refused to revel in the flashes of pleasure throbbing though her loins; she refused to flex her hips and press her cock into the soft lips of the changeling queen, though she craved it more than she could possibly express.

Chrysalis' flank was even with Celestia's head. She gazed up under the changeling's belly, her eyes glazed. Slowly she realized Chrysalis was sporting her own erection, her dark cock stiffly jutting. Celestia couldn't tear her eyes away as it slowly pulsed. “Is that natural, or your magic?” she murmured.

Chrysalis lipped at Celestia's balls. “Does it make a difference?” The changeling's cock gave a thick throb, and Celestia watched a bead of crystal fluid form at its tip, and slowly drip down, hanging by a thin thread, swinging hypnotically.

Celestia caught a waft of the scent of Chrysalis' groin, a musky, stallion odor. It was a thing she had not indulged herself with in a very, very long time. Too long, perhaps. She found herself inhaling, trying to catch more of it, her eyes closing as she focused on the smell. Without quite realizing she was doing it, she raised her nose and brought her face in toward Chrysalis' groin. She filled her lungs with the riveting erotic perfume, breathing deeply again and again.

Yes, it had been a very long time since she had drowned her senses in dalliance with a stallion. Her lips brushed up against the warm flesh, and for a moment, she almost came out of her trance and wrenched herself away. But Chrysalis, her own head dipping between Celestia's thighs, began to plant soft, teasing kisses along Celestia's cock. Celestia's hips quivered at the bursts of pleasure, and she parted her lips, the better to breath in that warm musk. Unthinkingly, she let her tongue slide out to touch the changeling's shaft, to taste the flavor.

Far richer than the scent, the taste of Chrysalis' cock jolted through her mouth, prompting a sudden rush of saliva. She wanted more of that flavor, and slid her tongue against the cock, bumping and wrestling at that thickness with her lips. Somewhere, some pony was making soft little groans and grunts. With a shock, she realized it was herself, as she pressed her mouth to the throbbing flesh and rubbed along its length.

She mustn't... she mustn't continue, she thought to herself as her saliva spilled down her chin. The wide head of Chysalis' cock pressed along her lips, and suddenly she felt a trickle of lubricious fluid drip down and smear along her skin. Automatically she caught it up with her tongue.

The taste exploded in her mouth, a raw, sexual flavor. She moaned, and stretched out her tongue to caress the head of the cock, gathering up more of that deliciousness. It throbbed and bucked against her her lips, slapping up into Chrysalis' belly. The changeling queen gave a soft whuff, her breath spilling across Celestia's balls.

Celestia savored the taste, rubbing the musky slickness on her tongue all around the inside of her mouth to revel in its intoxicating flavor. Her breath was coming quickly now, and more saliva spilled onto her tongue. She wanted more. Slowly she adjusted the angle of her head, bringing her lips to the tip of Chrysalis' cock and parting them ever so slightly, to let the tip of her tongue push up against the hole as it dribbled forth more of that tantalizing precum.

Part of her warned her that she was playing with fire, riding the knife edge of lust over an abyss that would swallow her willpower. She mustn't let herself come, and toying with Chrysalis' sex was no way to keep herself collected. But another part of her tried to rationalize all of that away. If she turned the tables and made Chrysalis the one begging for release—or even exhausted her outright; perhaps then she could achieve some time of respite for herself. Yes, that was surely a clever plan.

Rather it was utter foolishness. But she could no longer resist, the constant erotic torment sending her hormones surging with need. She parted her jaws, and slid the thick muscle of cock into her mouth.

Her own cock quivered in response, as she cooed at the warm pressure filling her mouth. Her tongue wrapped around the underside and stroked it, and the taste, so rich and erotic, filled her. She closed her eyes dreamily, and tightened her lips, giving a little suck. More of Chrysalis' precum squeezed out and drooled down her throat. Slowly, Celestia began to pump her head forward and back, sliding the stiff flesh in and out of her mouth, gradually increasing the thrusts to fill her cheeks more and more. Her saliva washed around it, mixing now with the steady drizzle of Chrysalis' own fluids to form a thick mixture that spilled from her with each outthrust, and foamed up around the corners of her lips with each inward gobble.

Chrysalis gave a strangled cry as Celestia suckled at her. For all her lack of practice, Celestia still must have retained considerable skill in pleasuring a stallion. She felt Chrysalis' cock twitching uncontrollably, and here and there the changeling queen's haunches would give shuddering thrusts to meet Celestia's lips, always accompanied by Chrysalis' surprised gasps. Celestia would have been gratified to know she had such an effect, but she was herself lost in a haze of oral delight. Indeed, it had been so very long since she'd tasted cock, she'd forgotten how deliciously overpowering she found it. Now she was making up for it doubly, drooling constantly at the thickness filling her mouth so perfectly, and quivering each time another succulent little flow of Chrysalis' fluids spilled out onto her tongue. The soft wet sounds were a heart-pounding music to her ears.

Chrysalis' own attempts to orally tease Celestia's cock were laughable by comparison. The other changelings deferred to her and backed away, but she herself was barely capable of more than a sloppy lick and resting her nose along Celestia's shaft. Each time she tried to stroke Celestia, the feelings as the alicorn pumped her head on her cock or wrestled her tongue around her broke Chrysalis' concentration and left her quivering, muzzle lolling mindlessly into Celestia's groin. Her breath devolved to noisy, ragged gasps and groans as Celestia continued slurping at her for long minutes, pressing her closer and closer to ecstasy.

Celestia felt the deep shudders coursing through Chrysalis' body, each of them building toward the changeling's orgasm. She found she wanted it, eagerly anticipating the hot rush of semen into her mouth. She slid her head along the cock and lapped her tongue out to stimulate even more of the cock. Her saliva dripped from it whenever she drew back, and a trickle ran from the corner of her mouth down her jaw and all the way down her throat, leaving a damp streak in her coat.

Chrysalis made a desperate whining sound, and Celestia felt the head of the cock flaring at the back of her own mouth. Slowly she drew back, sliding her wet tongue firmly along the cock as it pulsed, nearly kicking in her mouth. The changeling tried to thrust her hips forward, pressing into Celestia's muzzle, but Celestia moved with her, controlling Chrysalis and holding her at the agonizing brink of orgasm.

Chrysalis' haunches quivered, and for a moment her legs gave way, and she nearly fell atop Celeistia before her hooves clattered and found purchase, her hind legs straddled wide and twitching as the muscles rippled under her coat. Celestia slowly slurped forward again, tongue wiggling. A half-sobbing shriek burst from Chrysalis' throat, and her cock kicked twice more in quick succession in Celestia's mouth. Then Celestia felt the thrumming rush quiver through the stiffness in her lips, and an instant later Chrysalis' hot seed erupted into her mouth.

Celestia felt her own cock slap against her belly in response. The thick liquid gushed into her throat in a hot wave, and she swallowed it down with relish, even as more spurted and filled her mouth, swirling back around the pulsing cock and bathing her tongue with the intense raw musk of its flavor. She gave a low moan, and swallowed more, but Chrysalis filled her mouth as quickly as she could drink it, and as she worked her throat, little jets of Chrysalis' come squirted out her mouth to spray onto the ground and spill down her lips in pearly strands.

It seemed a long time as Celestia greedily sucked at the delicious torrents of semen, but Chrysalis' orgasm slowly ground down to a shivering halt. Her haunches gave little shudders as Celestia, her lips still firmly wrapped around the cock, continued to milk every last succulent drop of sperm she could suck forth. Chrysalis staggered back from her, dragging her slick cock from Celestia's throat and nearly falling to the ground. She seemed nearly incoherent, so intense had been the sensations Celestia had wracked her body with.

“You... you're losing to your own lusts, Princess,” the changeling queen said. “Soon you will give in and grant us the tribute we demand.” There was an element of defiance to her, though it was clear Celestia had mastered her this time. She looked exhausted. Celestia merely stared back at her, and licked at the residue of sperm on her lips. Chrysalis gave her a glare, then stalked away.

Chrysalis wasn't wrong, though, Celestia thought. She hadn't been in control there; she was in fact utterly shocked at how earnestly she'd gone after Chrysalis' cock. And how much she was still savoring the taste of semen on her breath.

A svelte and lanky mare draped herself across Celestia's back and began slowly stroking her cock with one elegant hoof. Steady pulses of pleasure followed the mare's touch. Celestia had seen her, one of Fancy Pants' entourage... Fleur something. If Celestia had ever been tempted by droit du seigmare, this mare would have been—

Stop it, she told herself. Endure. These were changelings. She would not ejaculate for them, though it felt like her balls were swollen with sperm, boiling to escape.

Fleur adjusted her position and stretched her long neck to nuzzle beneath Celestia's tail, while still slowly stroking at her shaft. Celestia realized just how much her own tail was stiffly raised, exposing her rump and the steady dripping from her pussy. Fleur gave a soft lick to the exposed skin under the base of her tail, sending an electric shiver up Celestia's spine, and then moved down slightly to plant a kiss on Celestia's pink anus.

Celestia gave a startled quiver. Fleur pressed her warm tongue along it, bathing it in saliva, licking steadily as Celestia shivered at the unexpected feeling. Fleur sucked and kissed wetly, and then pushed her tongue inward, sliding into the tight hole. Celestia gasped. She was... not without experience, but even so, the obscene intimacy of a mare, especially one as beautiful as Fleur, orally worshiping her anus made her gasp with a pleasure she didn't want to admit to. Another flood of wetness abruptly spilled from the already soaking lips of her vagina.

In fact, though she knew she should be clamping her tail tight over her hinder parts, she found she was incapable of it. The sweet caresses of that tongue within her and the rush of the mare's breath around her tail made her squeak out a soft moan of desire.

Celestia slumped to the ground, sprawled out and exposed. She closed her eyes and tried to take back her self control, but the calm self-mastery she had found earlier eluded her. Nor did she have the willpower to try to resist the changeling ponies as they struggled to coax her to orgasm. The touches and strokes to her body sent ceaseless surges of desire through her. She held back, her determination measured in moment after moment of resistance, of craving release yet denying it to each individual lingering touch or hungry lick.

She felt another pony nuzzling in to compete with Fleur in slurping hungrily at her anus. She looked back, and saw Raven, her secretary, tie crumpled and glasses askew, pressing her muzzle up against Fleur's as she tried to push the other pony's mouth from beneath Celestia's tail so as to slather it with her own wet tongue. The lanky mare was not to be outdone, and though she would spend a moment licking along the smooth underside of Celestia's tail whenever Raven displaced her, soon she would bat her face against Raven's and press her nose hard into Celestia's rump, inhaling deeply the private scent of the alicorn.

Raven in turn let her attention wander to Celestia's pussy, rubbing her lips along the slick pink crease before slipping her tongue into the warm folds to sample the taste of Celestia's juices. Celestia quivered as a fresh rush of pleasure surged through her, and strained one leg up to expose more of her sex to Raven's probing tongue. Obligingly, Raven strained her tongue into Celestia's welcoming depths, sipping at the sweet nectar each wriggling stroke drew forth. Celestia's breath caught as little explosive twitches of ecstasy shuddered through her pussy.

Her wetness gathered around Raven's insistent tongue, more quickly than the pony could lap it up, so that it spilled out and trickled down the curve of her rump. Celestia heard her own voice making little squeaking moans.

What am I doing? she thought in a sudden panic. She didn't think she would be able to hold her cock back if she came vaginally. In her present state, the female orgasm was sure to trigger the male ejaculation as well. She slammed her raised leg down, trying to press her slit shut and deny Raven, but all she succeeded in doing was crushing the walls of her pussy around Raven's tongue, so deep inside. The mare slowly drew it out of Celestia's tightness, making her gasp as another wild rush of pleasure surged in her thighs.

Raven kept licking at the slickness of Celestia's nether lips, teasingly driving her tongue within in shallow little explorations despite Celestia's resistance. Occasionally she spread her lips to encompass the whole of Celestia's pussy and pressed her tongue deep into her, as if to prove all of Celestia's struggles hopeless. Celestia's sudden indrawn breath at such treatment was proof enough that it was effective. If anything, Celestia was realizing her efforts to squeeze Raven's tongue out were only exciting her more.

At the same time, she could feel the warm purr of Fleur's voice transmitted via touch as the unicorn cooed, sucking at Celestia's anus, her tongue performing a caressing dance up against the sensitive flesh. Celestia tried to shut out the wet slurping noises that spilled into her ears, but the sounds caught her up all the same, sending erotic shivers through her body.

“Fleur no, please,” she murmured. Looking back across her sprawled body, she saw Fleur pause and stare back at her across the curve of her rump.

Holding Celestia's gaze, the mare disengaged her lips from the bulge of anus, and softly blew across the wet flesh. Celestia's breath hitched and caught in her chest.

“Would my princess prefer my attentions... elsewhere?” Fleur said in a sultry voice.

Celestia only stared at her. Fleur smiled and added, “Perhaps you'd care for a taste yourself?” She levered herself up and stepped forward, standing over Celestia. She bent her head down and set her lips to Celestia's.

The wet kiss was thick with Celestia's own musky flavor. She felt a little shiver of perverse excitement wash through her, surprising her, and forcefully returned Fleur's kiss, parting her lips and wrestling with the other mare's tongue. Her own taste filled her mouth and a sudden flow of her saliva spilled from the corners of her lips.

Gasping for air, she pulled away. Fleur smirked at her, then circled round and settled to the ground beside her, muzzle to Celetia's crotch, haunches just beside Celestia's muzzle, and tail held stiffly up in excitement. Celestia couldn't help but stare at Fleur's sex, lewdly displayed to her. The pale skin was slick with the unicorn's juices.

She let her nose dip in and inhaled the earthy scent, closing her eyes to savor it wholly. The scent of lust. Drawn in by the enticing odor, her nose gradually drifted in closer to Fleur's sex, until she could sense the warmth of it almost touching her. Her heart pounded in her chest, and with a helpless little shudder she let her lips make contact with the smooth flesh.

Fleur murmured in pleasure, and then pressed her own tongue to the tip of Celstia's cock. She slowly drew it down, leaving a wet trail from tip to the base. Then she gently brushed her lips along Celestia's balls. Celestia gave a strained little whinny as the soft touch sent electric thrills through her thighs. Her balls throbbed at Fleur's kisses, aching in their need.

Fleur parted her lips and slid her tongue out to caress the warm orbs in languorous strokes. She trailed her tongue down to lick the inside of Celestia's thigh, then drew her nose back up to press into the tight balls. Slowly she worked her way back up Celestia's shaft, lips and tongue playing on Celestia's lust like a skilled musician.

Celestia gave a desperate little whine, and then let her tongue slip out to lap up against the lips of Fleur's pussy. The wetness spilled onto her tongue, and she felt the unicorn twitch at the contact, freezing momentarily in her worship of Celestia's cock.

Then, with a low moan of pleasure, Fleur returned to her kisses and licks, while Celestia hesitantly slipped her tongue between those nether lips, stroking deeper and deeper. The taste was a divine musk. It filled Celestia's mouth, prompting a sudden rush of saliva. Her thoughts fell into a rosy haze of eroticism, and she dug her tongue deeper into the juicy folds. She sucked and probed Fleur's depths with a desperate greed, her muzzle growing soaked in a sloppy mixture of saliva and Fleur's splashings. The squeaks and little moans Fleur made in response to her attentions were a music that compelled Celestia to redouble her oral ministrations.

Then she felt Fleur's lips slide up the underside of her her cock to the very tip, slick with her drippings. Slowly the unicorn parted her lips and enveloped the head of Celestia's cock in her mouth.

Celestia jerked her head up at the sensation, bumping her nose into the base of Fleur's tail. She groaned as a slow shudder of pleasure passed through her body. For a moment she was motionless, transfixed in the warm wash of sensation through her loins.

Fleur slowly moved her head down, taking more and more of Celestia's cock into her mouth. The slick heat engulfed her shaft, and Celestia's heart raced at the rippling thrills of sensation. She became aware that in jerking her nose up to bump the underside of Fleur's tail, she had set her lips against the mound of Fleur's anus.

She stifled her initial urge to pull away. Somehow there was something in the idea of the ruler of Equestria with her lips pressed to another pony's rectum that sent a thrill of perverse desire through her. As if to push that sensation even further, she slipped her tongue out to press into the warm pucker.

Fleur's answering moan thrummed around Celestia's cock in her mouth. Celestia felt the anus tighten around her tongue, not in an effort to force her out, but rather a result of Fleur's shivers of pleasure at her touch. She sealed her lips around the bulge of anus, and let her tongue explore more deeply. The taste was different from the sweetness of Fleur's pussy, but rather than disgust her, the dusky flavor only fed into her own desire. The intensity of Celestia's own need made this depraved intimacy all the more arousing.

Fleur herself responded swiftly to Celestia's penetration, tightening around Celestia's tongue. She started pumping her head up and down Celestia's cock erratically, and punctuated the air with a flurry of urgent little yelps and moans. Celestia forced her tongue even further, her saliva leaking from her lips and spilling down her chin while she filled her lungs with the scent of Fleur's rump, damp now with sweat. Fleur twisted her own tail urgently up, begging for more.

I am the ruler of Equestria, sucking at another mare's ass, thought Celestia. The very thought that she was engaging in such depravity sent a shudder of excitement through her, and she heard herself making a soft whine.

Fleur's sucking grew desperate. Celestia felt the warm mouth pulling at her cock with wild deep strokes. Fleur's anus quivered, and the muscles in her rump shifted and tensed. Celestia had a moment to realize what was happening as Fleur moaned deeply and shoved her lips to the very base of Celestia's cock. An instant later, she felt Fleur's hot juices spray out under her jaw, soaking the underside of her neck as the unicorn came. Fleur's body jerked with each pulse, and her throat clutched hungrily at the flaring head of Celestia's cock.

Celestia drew back in surprise, and the thick scent of Fleur's ejaculate engulfed her. She stared in fascination as one last aftershock squirted another messy gush of liquid from Fleur's slit.

Celestia's breath caught in her throat. A pure ecstasy erupted in her loins. The grasping touch of Fleur's throat constricting around her cock sent a wild rush of pleasure through her entire body. She felt her balls twitch and her hot sperm surging into her cock as she started to come.

No!

She kicked away from Fleur and leaped to her feet, gasping as her body shuddered on the brink of release...

No, over the brink. She felt her seed leaping its way up her cock, yet somehow, straining every muscle in her body, she held it back. She squeezed her eyes shut, not even breathing, teeth grinding together as she clenched muscles she barely knew she had, and kept that column of semen from forcing its way any further up her shaft.

Her cock trembled, achingly hard. The surrounding ponies stared at her as she took heaving gasps of breath, and slowly, frustratingly slowly, regained control of herself.

Her respite did not last long. Soon, before she was prepared, the changeling ponies resumed their amorous assault, and she folded to the ground as their mouths and tongues played once again upon her tightly strung body.

For hours she lay there, twitching and spasming, yet somehow holding back the flood her balls ached to gush forth. Her whimpers and sharp gasps were the only counterpart to the sound of wet licks and kisses.

After a time she realized somepony was calling her name. She raised her head from the ground and looked to see Cadance standing by her with a worried expression. The taint of changeling mind control seemed to have left her eyes.

“Princess,” Cadance said hesitantly. “I... you....” She bit her lip. “If... if you use...” she swallowed. “If you use me, it won't help them, I'll have your... your tribute,” she said in a rush. “If you can't take it any more... go ahead and... and....”

Celestia surged to her hooves. “Cadance, don't...” she said in a strangled voice, even as she took a step toward the other mare. Her cock gave a heavy twitch, slapping at her belly and squirting a drizzle of precum in a wet arc that landed between her forelegs. Her ears twitched at the sound of it hitting the ground.

“It's okay,” Cadance said, though her eyes were wide and nervous. “I want to help.” She turned, almost shyly, and raised her tail, exposing her slick vagina to Celestia's gaze. Thick cords of cream, the residue of all the changling Shining Armors she'd been fucking in her mind-controlled daze, strung between her slit and the underside of her tail, slipping loose to spatter on the floor. More oozed from her in a slow white river. Celestia caught a whiff of musky sex. She wondered if Cadance remembered what she'd been doing. She hopped back and forth on her forehooves, eager to mount. The sight of Cadance's nether lips giving a faint quiver drove a spike of lust through her stronger than anything she'd felt yet. She groaned in need, eager to bury herself within Cadance and finally give herself release.

She reared up... and suddenly in a flurry of legs, Cadance was tackled from beneath her. Celestia screamed in rage. She was surrounded in Cadances. The changelings were not foolish, and understood well that Cadance and Celestia were attempting to rob them of their prize, and they were taking their own measures to stop it. Pink alicorns filled the room, and there was no way of knowing which was the real Cadance. They cried out “Its okay,” and “I want to help,” mocking her, rubbing up against her, raising their tails for her. Celestia screamed again. She wanted to cry, she wanted to fuck, she wanted to come.

She realized she was losing her mind.

Control yourself, she thought, even as her hips jerked and humped at the empty air. Her mane shook with every twitch of her haunches, and her cock slapped up against her belly with each pathetic thrust, sending a sharp jolt of pleasure through her loins.

She groaned, eyes drawn to the wet pussies the myriad Cadances flashed before her nose. But though they themselves dripped steadily, she realized none of them were the slimy messes she'd seen under the real Cadance's tail, which meant she still had a chance of fucking... of finding the real princess.

She surged among the crowd of changeling Cadances, pushing her way among them and looking under their tails like a shameless pervert. At this point, maybe I am, she thought. The quivering slits and heavenly scent around them made her balls rumble with an eager need to spill forth their milk. The Cadances bumped up against her, warm flanks pressing into her sides, lipping sensually at her wings and rump, doing their best to impede her.

“Where are you?” she cried out in frustration, and of course was answered by a chorus of false Cadances.

She was so angry and horny and frustrated, she just wanted to kick and scream and bite. She shoved the false Cadances aside as she looked, but in the swirl of pink ponies she only found herself jostled in turn, warm flanks and shoulders bumping and sliding against her, the silken swoosh of tails teasing across her. And when a shapely pink rump backed into her chest, her animal instincts took hold of her and she reared up.

When her cock sank into the wet vagina, she shivered and gave a sigh of pleasure. It took her a moment to comprehend what it was she was doing, and even then rather than dismounting immediately she held still, reveling in the warm slickness wrapped tight around her cock.

Surely she could withstand a single thrust or two.

Even as she wrestled with the temptation in her head, her hips gave a slow thrust, and quivering delight rippled through her thighs.

“Pleasepleaseplease,”she whimpered, then bit down on her lip, stifling her desperate moan. With supreme effort, she pushed herself off the mare, her cock pulling free with an enticing wet sound.

But a moment later, another set of slim pink haunches bumped into her chest, instinct took command of her and once again she reared up and slid her cock into the welcoming slippery pussy of the changeling mare underneath her.

Get off! she told herself.

But her hips gave a slow thrust instead, sending irresistible shivers of delight up her spine.

The mare shifted beneath her, and became Chrysalis. She turned her head and grinned back at Celestia. Her cunt gave a tight squeeze to Celestia's cock.

“By all means, take your pleasure,” Chrysalis said.

“Fuck you,” Celestia said, surprising herself with the crudity.

“Yes, you are,” Chrysalis giggled.

Get off! she thought again. But once more, her hips only responded with another quivering thrust. And to be fair, Chrysalis' pussy was a fine, fine thing, though Celestia did not know if that was its natural state, or the result of changeling magic.

The head of her cock was flared wide, and her body was disobeying her, but still she had the strength to hold back the need that was boiling within her.

“Still resisting?” Chrysalis panted. “Does my form not please you enough? Is there another you would prefer?”

Celestia only growled at her. For a moment she managed to halt her thrusting, and simply held her thickness inside Chrysalis.

“Hmm,” the changeling queen said, rocking her hips back onto Celestia's shaft. “Somepony who appeals to you more...” Inspiration seemed to strike her. “Ah, what of those ponies you sent to stop my invasion?”

In an instant Celestia found herself buried inside Rainbow Dash's tight pussy, the toned muscles of the pegasus mare clamping down on her forcefully as Dash moaned in pleasure.

Oh no, she thought, but she remained utterly impassive as the pegasus crowed and hollered beneath her.

The next instant it was Fluttershy, who squeaked as Celestia felt her cock give a tremendous throb while she fought to hold back her orgasm.

Then Pinkie Pie, giggling and shoving her rump back to impale herself further on Celestia's hard cock with quick thrusts that took Celestia's breath away.

Control, Celestia. Control yourself, she thought, struggling to master the swells of her desire. But every time she tried to focus on the thought, it shattered in her mind, and she found herself overwhelmed by the electric shudders of pleasure that traced their way along her cock.

Applejack was beneath her, the strong farm pony panting and covered in a sheen of sweat as her muscular pussy clenched around Celestia's cock.

“Muh... much obliged to be serviced by ya, Princess,” Applejack gasped.

And then it was Rarity. A sense of dread filled Celestia at what was still to come.

Rarity's pussy dripped like a fountain, and slid around Celestia's cock like a fine glove. The unicorn cooed in delight at the feel of the flared cock, hard as diamonds, scraping inside her. Celestia had always found her desirable, and now she grit her teeth, resisting her urge to slam into her fast and hard. Her cock was thrumming like a taut bowstring.

And then she felt the pony beneather her change once more.

No. Please no. No no no...

Twilight Sparkle pressed her haunches back into Celestia's cock, and craned her head up to look at Celestia with her big eyes.

No fair, though Celestia, as the pony she secretly adored and secretly fantasized about parted her lips and called out “Prinnncesssss” as her sweet pussy quivered and caressed Celestia's cock.

No fair, thought Celestia, even as Twilight's enticing scent wafted to her nostrils.

No fair, thought Celestia, as the pretty unicorn, face flushed and hair tousled, panted and smiled as Celestia's cock began to jerk within her.

no

oh no

oh yes

Ecstasy flooded through Celestia's groin, every nerve screaming it's pleasure and need. She felt her balls clenching up, and the unstoppable surge of her semen rising through her cock like a geyser.

Celestia squeezed her eyes shut and buried her nose in Twilight's neck, her voice keening in a high pitched squeal of delight as her barriers fell, and whatever pretense of control she still had was smashed aside.

Celestia came.

With a mighty kick, her cock spurted the first gout of her precious cream deep into Twilight's wonderful cunt. She threw her head back and screamed her pleasure. That first spurt seemed to jet from her for an endless moment of ecstasy, spraying forth an enormous volume.

She pulled her haunches back and slammed in again, milking her long delayed eruption for as much sensation as possible. The next surge squirted from her, making her whole body shiver in delight, and the volume of sperm overflowed from Twilight's pussy and spattered down the unicorn's legs.

Twilight shuddered beneath Celestia, her pussy clutching at Celestia's cock, squirting hot cum and her own juices, wrestling with each heavy twitch. She moaned Celestia's name in pleasure.

Celestia gasped as the sound of Twilight's moans sent shivers of delight down her spine. Her mind was swamped in a wave of pleasure as she sprayed yet another jet of her cream deep in the unicorn's belly.

Then something shifted beneath her, and it was no longer Twilight's lovely pussy holding her kicking member, but another, no less pleasurable, but much less loved.

“Chrysalis,” Celestia snarled. The changeling queen writhed beneath her, turning her head back to grin as she panted.

“Your marvelous tribute is most graciously accepted,” Chrysalis said. Her pussy gave Celestia's cock a rippling squeeze, and Celestia uttered a strained grunt as she shot off another explosive spurt of semen.

A madness took hold of Celestia then. Her frustration had been pent up to such an extent that now, with her release upon her, she had lost all reason. Her mind was a rosy mist of lust and rage and ecstasy and need. She shoved herself violently from Chrysalis' back and stood, surrounded by false ponies. Her cock kicked and spewed a thick rope of semen onto the ground, and the sound of it's heavy spatter filled the entire chamber.

She whirled with a snarl and tackled the nearest pony. Fleur went down beneath her in a sprawl of legs, laying on her side with surprise written on her face. Celestia dropped on top of her, laying across her flank, and hunched her hips, battering her cock into Fleur's rump. Another shot of her cum surged from her, painting the white mare's buttocks with a more pungent whiteness, and then Celestia found her way to Fleur's elegant slit, and pressed within.

She thrust in that awkward position and whimpered in rapture as she spurted within Fleur's sweet pink cavern. In one pulse it was a sopping, squelching mess, and with a second the streams of it squirted back out, drawing warm ribbons of cum along Celestia's cock.

But Celestia would not be content with a single pony. She rolled off Fleur, writhing onto her back as her cock pulled free and slapped into her belly. She felt another rush of semen surge through it, and an arc of her seed jetted into the air to splash across her own stomach and chest.

She could smell it. The air was filled with the raw scent of her sperm.

She flung out a hoof and grabbed the nearest pony—it was Raven, observed some foggy remnant of her consciousness that was not wholly focused on her own pleasure. She forced Raven's head down to her cock, and flexed it to bump the cum-oozing flare into Raven's lips. Raven's eyes widened in alarm, but Celestia paid no heed, shoving her way into the mare's mouth. The warmth of Raven's tongue pressed at her, and she couldn't help but let her haunches quiver and shove even more of her shaft into her.

Celestia gave a strangled cry as she felt a gout of sperm erupt into Raven's mouth. She held onto Raven's head and face-fucked the mare mercilessly. She felt Raven's throat pulsing, as she tried to swallow it all down, but it was impossible. Semen spilled from her lips back into Celestia's groin, and when she started coughing, a spray of it shot from her nostrils.

Celestia let her loose then. Raven collapsed to the ground, retching and gagging. Only then did Celestia vaguely recall Raven had been far more interested in her mare parts than her stallionhood.

She surged back to her feet, her cock still dripping and unsatisfied. Her gaze darted wildly before settling upon the guard who had ejaculated on her shoulder near the start of this ordeal. In a flash she was behind him, rearing onto his back before he could quite realize what she was doing.

Her cock was well-slathered in a mixture of cum and saliva. She gave a delighted little quiver when its head kissed up against the stallion's anus, and then a savage grin as she drove it within him. The stallion froze at the sensation, and then began panting in excitement. She felt his anus squeezing and fluttering around her shaft.

Celestia flexed her hips, and felt another frenzied burst of her seed shoot from her. A moment later she heard a splashing sound, but his anus was so tight she did not think he could possibly be leaking her sperm. She realized the stallion was himself ejaculating, driven to orgasm by her own rough treatment.

She decided to luxuriate in him a little longer, squeezing more spurts of her cream into the depths of his clenching ass. She thrust, and felt her balls slap against the cheeks of his ass.

Then she felt another pony nuzzle under her tail. She spared a glance back and saw Raven, muzzle dripping with sperm, pressing her nose to Celestia's pussy.

A fresh pleasure erupted in Celestia, as Raven's tongue triggered her pussy's own surge of orgasm. Her eyes rolled back in her head, and her hot juices sprayed across Raven's face while her cock redoubled its kicking inside the stallion.

Sheer orgasmic bliss filled her, ripping away the last vestiges of rational thought. Existence was reduced to surging tides of ecstasy, the rush of her seed thrumming through her cock, the feel of her pussy wetly clutching and sucking at Raven's tongue. She grunted and hunched animalistically, and only noticed the stallion beneath her pass out and collapse to the floor when her cock abruptly pulled free of his clinging anus.

A pink alicorn appeared in her gaze. She was speaking, but Celestia couldn't understand a word she said.

More beast than mare, she charged and threw herself atop the creature, sinking her cock into the glorious wet folds...

And the world turned upside-down.

Muzzily she came into a confused awareness. She felt a little dribble of sperm drip from her exhausted cock; but more importantly, why were ponies walking across the ceiling? For that matter, why did everything seem cast in shades of green?

Full awareness came as a sharp shock. She was suspended above the floor of Canterlot Castle, and it seemed she was sealed in a changeling cocoon. She gave her head a shake, and felt the densely oxygenated green goop swirl around her. She worried what it might be doing to her... well, besides filling her with startlingly powerful hallucinations of sexual torment and pleasure. In fact, the green was tinted milky with her own sperm, and she flushed in embarrassment at the realization. Instinctively she restored the spell that concealed her endowment, and was pleased to discover she still had some magical ability.

She looked at the floor above, trying to take stock of the situation. Her heart sank as she saw Twilight and her friends held prisoner. Her mind suddenly flashed back to the feel of fucking Twilight in the hallucination.

Concentrate on beating Chrysalis, she chastened herself.

But then things moved very quickly indeed, and it was Cadance and Shining Armor who saved them all.

Later, after the wedding reception she shared a moment with Twilight, admiring the night sky in a quiet corner of the palace grounds.

“Do you... do you think they're still around here?" Twilight asked. "The changelings, I mean?”

Twilight looked anxious at her side. Celestia gave her a reassuring hug with one wing. The touch of the unicorn sent her heart racing, but Celestia maintained her studied poise.

As ever.

“I'm sure Canterlot is free of them,” she said. And then words came to her lips, unbidden. “Only... I have a suspicion, a place that, on reflection, I believe may house a few last remnants.”

The cave sprung to her mind. She knew where it was; like the words she had spoken, the cocoon had put that information in her head... along with what she could only consider an invitation. And a certainty that Chrysalis would be waiting there, no matter what.

Twilight frowned in consternation. “We need to organize the Guard and lead a strike force—”

Celestia put a hoof to her lips and shushed her.

“I'm sure it's nothing so formidable. In fact” she added, this time the words wholly her own, “I daresay just you and I are sufficient to take care of it.”

Celestia smiled warmly. Concealed by her magic, her cock gave a hungry throb.