Sex Ed: Changeling Style

Zilly looked away from the Queen and sighed expressively.

Chrysalis took a step closer to her. “Come now. Your brood is growing, and you need all the love-energy you can get. Take it.”

Zilly lay there on her side – the only position she could feel comfortable anymore with her swollen belly – and she flicked her hoof at Chrysalis, trying to shoo her away. Maybe it had been all the pampering and special attention she'd gotten in Chrysalis' special maternity suite that had turned her sour. Maybe not, though. None of the other mothers-to-be here seemed to be fed up with the Queen's doting the way Zilly was. But Zilly only felt tired and bloated, sick with the glut of love she'd been force-fed since coming here. She was sick of it.

They'd shuffled her off to this gilded cage as soon as she was out of her sex ed class, and she hadn't seen the outside of this complex since then. All her classmates were going on with the rest of their studies, but she'd been stuck here with a bunch of other pregnant changelings. It was a nice place, sure. The black stone walls here were polished smooth and the floor was covered with soft, rubbery green carpets. The temperature was always exactly the same – warm but just barely within the spectrum of comfort. There was even a small spa where she could take advantage of free massages or green-tinted hot tubs anytime she wanted.

But she didn't want it right now. She just wanted to be left alone to suffer through these cramps in peace and quiet. She glanced down at her belly as a particularly bad one twinged through her. The smooth green plates along her sides, the ones she'd been so proud to keep slim and sexy, now bulged out obscenely, stretched so far that they became almost transparent. Dim lumpy shapes wiggled around inside ... the brood waiting to be born. It wouldn’t be long now. At least she could be through with this soon.

“Are you feeling well, my child?” Chrysalis leaned over her to look into her face. “Perhaps we should visit the healer.”

“No! I've had enough of him already!” Zilly scowled. She already had to deal with daily visits to the maternity suite's resident healer to check on her progress. He disgusted her – he always seemed to be just a little too eager to examine her. His hooves spent a little too much time prodding at her swollen belly, and his eyes strayed a little too often to 'check for vulvar distention' under her tail. During every visit, she could almost feel him restraining his erection the whole time ... his obvious pregnancy fetish was sickening, but she still had to see him every single day.

Another cramp made her gut tremble, but she stayed put. She'd rather deal with it herself than deal with his leering eyes twice in one day. If these cramps got worse, maybe she'd go to him for a pain-killing spell ... maybe. But it wasn't that bad yet.

“Are you looking forward to being a mother?”

Zilly glared at Chrysalis. “I'm looking forward to not having these things inside me anymore. I'm looking forward to getting out of this place. And I'm looking forward to not talking to you anymore.”

Anger flashed across Queen Chrysalis' face, but only for a tiny moment. Her gentle smile quickly returned ... no doubt just for the sake of not placing stress on the mother of her brood. “So I take it you'll be giving the grubs up to be raised by the crèche?”

“The sooner I get rid of these things, the better.”

“Hm...” The Queen's smile grew unbearably patronizing. “I've heard the same from many new mothers. But few of them feel the same way after giving birth; the process releases some very powerful hormones. You may find yourself changing your mind soon.”

Zilly scoffed. “What? I'll suddenly be overcome with love for these little leeches?” She swung her hoof down to hit her distended belly.

Chrysalis' green magic froze her hoof in place with irresistible force before it landed. “Don't you dare. Those are my children, too.”

But pain shot through Zilly's belly as if she'd managed to strike herself anyway. It was another cramp, much worse than before. She groaned, and warm wetness flooded her tail. Oh Goddess be damned, had she pissed herself again, and right in front of the Queen? She hated being pregnant!

Chrysalis backed away, but her face didn't show disgust, only surprise and ... joy? “Skaggit! Get your birthing team ready! And send word to the father. Kuddio, if I recall. He should be in the school cluster, in Professor Kriga's class.” She looked down at Zilly again. “Congratulations, little one. You're about to become a mother.”

Zilly cramped up again. She could barely breathe, and she wanted to puke. As Chrysalis' magic picked her up and carried her toward the delivery room, she kept telling herself that she should be glad it would all be over soon, but she couldn't break through the immediate panic and her body's irrefutable feeling that this was just the beginning of her suffering, with a long road ahead.

The glowing green magic set her gently down on one of the birthing beds inside the adjacent room. It was comfortable enough – these beds were made of the very softest material changelings could manage, and they were always kept warm and clean. But Zilly couldn't appreciate it. She moaned and rolled side to side a little. This was the worst thing ever!

“Skaggit!” Chrysalis yelled again. “Her eggs are hatching! What's taking you so long?”

The old stallion rushed in, wheezing heavily. “My apologies, Queen Chrysalis. May I assume we will begin immediately?” He was a unicorn, one of the very few ponies who lived in the hive. He'd been down here out of the sun for so long that his fur and mane had gone pale ... or was that just from old age? But he was still as adept with healing spells as he had ever been, so the Queen still found him useful. That was why he had long ago been lured down here, after all. There were some spells that would only work if performed by a pony with the right talents. His cutie mark was a heart and a baby bottle, but no one in the hive knew what his pony name was anymore. He was only known by his new changeling name, Skaggit.

“Yes, yes. Get going.”

His eyes flashed green in response to the Queen's command, and he hustled around to the side of Zilly's bed to begin casting his spell.

The moment that stallion's magic touched her, all of Zilly's suffering ziffed away like a butterfly on a gust of summer breeze. Or rather, it didn't go away entirely, but the sensations were suddenly different they were ... well, they were pleasurable, maybe even erotic.

Those cramps in her belly became gentle bursts of warm pressure, remarkably like the feeling she got when a colt came inside her. The wetness dribbling out between her hind legs was no longer disgusting, it reminded her of being soaking wet and ready for breeding. Even the touch of the table against her back was like a warm caress, or maybe like a stallion's strong weight on her back ... it was hard to tell.

Now when Zilly moaned, it wasn't in pain, it was in pleasure. And as she felt her pussy start to swell and open, she knew it was just beginning.

Several more changelings rushed into the room, the birthing staff. Zilly hardly noticed them or what they were doing. She was entirely focused on what was happening inside her. She could feel things moving in her belly, little wiggles. It should have been unbearable, but she was loving it; everything about it electrified her. Even Chrysalis' looming presence was no longer a burden. Now when Zilly looked up at her, it was with sparkles of utmost love in her eyes.

And that love was returned to her. She could feel it radiating from Chrysalis. That stolen pony love-energy Zilly had scorned just a few minutes earlier was streaming into her now, and she couldn’t get enough of it.

Zilly's pussy convulsed, sending shivers of pleasure all through her belly. Doctor Skaggit moved around to look, then nodded. His horn was still glowing with the power of his spell. “Good good,” he said. “She's dilating quickly. It won't be long now.” Looking over at his changeling assistants he yelled out in a harsher tone, “You three, get over here and make sure the towels and swaddling are warm this time. No mistakes.”

Zilly could hardly keep track of all the commotion around her. She glanced all around, but her pleasure-addled mind could barely keep up with it.

Chrysalis stopped her with a caress on her cheek. “No, no, don't worry about them. Don't worry about anything. Just focus on your part in this, just focus on me.” The tender touch on her cheek didn't stop, and Zilly was subsumed by the warmth and love from the Queen looming over her. Somehow, it seemed like the most natural thing in the world that Queen Chrysalis leaned down to kiss her just as the first larva wriggled its way out of Zilly's gaping pussy.

Writhing in pleasure, Zilly melted into the heat of the kiss. Nothing she had ever felt had been even close to this. It was like being held by a loving mother, being tenderly cuddled by a lover, and getting fucked by a master of eroticism ... all at once. The hot tingling of ultimate pleasure flooded through her, pulsing outward from her stretched belly with every twitch of the changeling grubs wiggling their way out.

Another came out, and another, each one building on the pleasure of the one before. The fourth one stuck a little – it must have been a bit bigger than the others – as it paused, trying to squirm its way out of her, Zilly reached her first climax.

She cried out into Chrysalis' lips and her wide-stretched pussy clenched down hard. The little grub shot out with an audible pop, right into the hooves of a waiting changeling midwife.

Zilly flopped back onto the soft birthing bed, panting and bedraggled after her orgasm, but the baby changelings didn't stop coming. She had barely a moment's reprieve to look up into Chrysalis' eyes before the next two came in quick succession ... and then she came as well.

She lost herself in it, dissolving into a warm sea of pleasure, letting its waves of orgasms wash over her again and again. And through it all, Queen Chrysalis kept a constant beam of love flowing into her, a glut of energy like she'd never known before. Time lost all meaning to her, and the Doctor and his staff may as well have not existed for all she noticed of them. It all passed in a blur that could have been minutes or days and she wouldn’t have been able to tell the difference. She had no idea what was going on anymore; no thoughts went through her head, only pure sensation. Even emotion was subsumed by the all-encompassing fire of pleasure warming her from the inside out. Chrysalis was her only link to the outside world, the only external thing her senses managed to register.

* * *

Zilly came to slowly, blinking her tired eyes. She didn't remember passing out, but she must have. The colossal waves of pleasure were gone now, with only a pleasant afterglow left behind.

The first thing she saw was Chrysalis, who smiled as soon as their eyes met. “Well done, Zilly. Well done.”

Zilly smiled back, pleasure-drunk and wavering back and forth a little. She noticed Kuddio standing next to the Queen. He must have come in sometime, but this was the first time she'd actually noticed him. He glanced and smiled at her, but he seemed mostly focused on a big padded box next to him.

Doctor Skaggit interspersed himself between the two of them. His horn was still glowing, but not as brightly as before. “Yes, excellently done. You're now the mother of a fine brood of thirty-seven baby changelings: seventeen colts and twenty fillies. Congratulations.”

A couple of the changeling midwives pushed a padded bassinet up next to the bed. It was full of squirming white grubs. Some were sleeping, but most of them looked up at her with their big blue eyes and smiled dumbly. One cooed at her. They were so tiny...

In that moment, something changed inside Zilly. Maybe some might say that her heart grew bigger, but to her it felt like something inside her broke. It was wrong. She'd never felt like this about anything. What was wrong with her? But it felt like something broke free inside of her, dropped right out of her, and latched onto that wiggling mess of grubs. She should have felt disgust and wanted them gone as soon as possible ... but she didn't. She ... she loved them. She could feel all the love-energy Chrysalis had given her during the birth flowing out of her into the grubs. And the strangest thing was that she didn't even mind. She wanted them to have her love.

“So,” Chrysalis said with a smirk, “time to send them off to the crèche?”

Zilly paused for a long moment, looking at them. From the way Chrysalis gave her time to stare and think, it was clear the Queen already knew what she would do ... she just had to come to terms with it herself. These wiggling things worked some strange magic on Zilly, and though she would often play at regretting it in the future, she knew she never would truly regret her next words: “No... I think I want to keep them.”

Chrysalis' smile went from a smirk to a much warmer and more genuine one. “Excellent. Are you feeling better?”

The fog in Zilly's mind was clearing rapidly, and though she still got tingles of pleasure as one of the midwives wiped her nethers clean, Zilly nodded.

“How about another brood, then?” Chrysalis stepped closer. “I have another batch of eggs fertile and ready for you.”

Zilly's eyes went wide. “A-another?”

“Yes. If you haven't figured it out yet, you should know that I've been considering your future in the hive. I've decided to offer you a place in my harem of full-time broodmares.”

Yet again, Zilly was left breathless. She had always thought highly of herself, but even she had never thought she'd be offered such a prestigious opportunity. And if anyone had asked her yesterday, she would have been sure that despite the high honor, the life of a broodmare was not for her. But now...? Could this really be what she wanted to do with her life? Was she just under the influence of Doctor Skaggit's spell and a deluge of hormones, or was this really what she wanted?

Chrysalis must have noticed her hesitation, because she leaned in and whispered into Zilly's ear, “My broodmares get access to my private stallion harem for their fertilization...”

Zilly gasped, remembering what she'd seen the day Queen Chrysalis had taken the class to watch her with her harem. To think of herself getting filled like that... “I'll do it!”

“Excellent.” Chrysalis smiled. “Are you ready?”

Zilly would have thought herself far too tired to do anything but lie there and concentrate on breathing, but filial attachment wasn't the only need her coursing hormones were screaming to her. Her body was already gearing up to do it again, desperate for another turn through the relentless cycle of changeling reproduction. Rather than answering Chrysalis directly, she sprang up from the bed, spun around, and presented herself lewdly to her Queen.

As she looked over her shoulder, she could see Chrysalis smiling ... and she could see Chrysalis' ovipositor slipping down under her belly. The sight of that smooth shaft, already dripping with Chrysalis' lubrication set off fireworks in Zilly's brain. She couldn't look at anything else.

Even so, she was vaguely aware of everyone watching her. The midwives, Doctor Skaggit, Kuddio ... her new brood of grubs gave even a little cheer as Chrysalis mounted on top of their mother and lined herself up.

Zilly didn't care about being watched. She'd been watched before, and right now her mind was focused entirely on one thing.

Chrysalis slipped into her with incredible ease, barely needing to spread her pussy lips apart at all. Even so, the sheer mass of that black ovipositor gave Zilly the sense of growing fullness she'd been subconsciously craving ever since giving birth. And she knew she was only about to get even fuller.

Grabbing her roughly, Chrysalis began thrusting in and out. She gave Zilly strong pushes that lingered at Zilly's very limits, pressing deep into her. Zilly noticed with a strange little feeling of pride that Chrysalis' hips were touching her ass cheeks now. The first time, she'd been unable to take all of Chrysalis' ovipositor, but now she could almost hilt the entire thing inside her. Chrysalis didn't press her to her limits; she could tell that there was a little more length to go if the Queen really pressed against her ass, but it was something to feel proud about. At this moment, she wanted nothing more than to pleasure her Queen, to feel another batch of eggs flow into her empty womb. Maybe if she served long enough as a broodmare, she'd be able to truly take everything Chrysalis had to offer, but for now, she took pride in what she could give.

If Chrysalis' grunts were anything to go by, Zilly's welcoming inner flesh was being well appreciated ... but Zilly's legs were beginning to tremble. Despite her intense desire, she had just been through a very trying ordeal, and her body just didn't have enough energy to cope with it.

But Chrysalis was wise, and she was well-acquainted with the limitations of her drones. She pulled out just long enough to move Zilly over to the bassinet and lean her over it. Then that magnificently smooth ovipositor slid back into its rightful place.

Zilly looked down over her batch of cooing babies as Queen Chrysalis fucked her even harder than before ... she smiled at them. “Are you – mmnf – are you ready to get some more brothers and sisters?”

One of the grubs reached up toward her, but didn't manage to touch her face because Chrysalis suddenly pulled Zilly close, jamming her ovipositor all the way into the new mother.

Zilly squealed. It hurt a little, but she glowed inside at the thought that it wouldn’t be some day in the future that she took the Queen's whole length, it would be right now. Chrysalis trembled in place for a moment, clutching Zilly against her chest. Zilly just smiled, knowing what was to come.

She melted into her Queen's embrace as the first bulge stretched her pussy open again; she moaned as she felt it travel down Chrysalis' length inside her. Just as it popped free and settled into her womb, another pushed its way into her entrance. It set off another wave of orgasms in her tired body. Her inner walls milked Chrysalis' ovipositor, helping it pump egg after egg into her, sucking at its slippery-smooth length to get as big of a brood inside her as she could.

And Chrysalis seemed happy to oblige. She stayed there, hilted as deeply as possible, for long minutes. Her body trembled and jerked, her own pussy winked and spurted juices onto the floor behind them ... until she had given Zilly every single egg she had. Even once she had run dry, she stayed for a moment, holding Zilly tight and gasping for breath. It wasn't often she had an orgasm quite that mind-blowing ... she was glad she'd selected Zilly to be a broodmare.

As the Queen slipped free from Zilly's exhausted pussy and let the young mare go, she saw that Zilly fell limply over the edge of the bassinet. She used her magic to set Zilly back on the birthing bed. The poor filly had passed out again ... but she had passed out with a huge, slack smile on her face. A little of Chrysalis' egg-goop seeped from Zilly's still-distended vulva. Zilly's belly was bulging noticeably – not anything near the way it had just before she gave birth, but an appreciable bulge all the same.

Chrysalis nodded. She turned to the head of the midwives. “Send word to my harem guards. Zilly is to be allowed inside and given a priority appointment. Reserve number seven and number nine for her – she's going to need all the semen she can get.”