Sex Ed: Changeling Style

by dirty little secret

Homework 2: Observation

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Author's Note

Warning: This chapter contains orgy, oviposition, some hyper-endowment, light cum inflation, and some cum swapping.


Homework 2: Observation

I flitted up through the classroom's entry hole and followed my classmates, who were in turn following after Chrysalis. Or, rather, I followed my classmates' rumps... and even as spent as I was, I caught myself taking an interest in more than a few of them.

We walked on and on, out of the residential area of the hive, through the slime production area, past the mushroom farms, and past row after row of honeycombed incubation cells.

Everywhere we went, we drew the eyes of all the adult changelings... and their gazes were all too knowing – their grins all too smug.

Finally, we approached the deepest layer of the cavern: the Queen's Lair.

I had never been here before, and probably none of my classmates had either. The tunnel was smoother, straighter, though it seemed even smaller... or maybe that was just the dimmer-than-normal lighting.

We followed her for a long way down the claustrophobic tunnel, its monotony only broken by occasional pairs of changeling guards who stared down at us disdainfully.

Finally, we came to a wider section. It was a large room, and well lit, though it seemed to serve as little more than a doorway. Slowly, the huge black doors on the far side of it creaked open. The Queen was home.

The class was silent now, trailing after Chrysalis, cowed as if they had done something wrong and were being brought in for punishment. Inside, the walls were polished to a mirror-black finish, and it was pleasantly warm in contrast to the chilliness most of the cave gave off.

We passed through one great, echoing hall before reaching the staircase at the end of it and descending even further.

I had never dreamed our changeling cavern went down so far, yet we followed the loosely spiraling staircase lower and lower, all the way to the bottom where it ended.

Here, the green light was intense, though it seemed to lack any source. Thin curls of mist swirled around the floor in places, but it was very warm – almost hot.

Chrysalis called out, and her call was returned by a dozen or more eager changeling stallions who emerged from the mists. Mares came in behind them, seeming less eager... but they stared at the Queen with strangely wide eyes. I spotted more than a few tongues licking lips.

“Welcome, class, to my harem.”

I hadn't noticed the absence of Chrysalis' voice until it returned. Only then did I realize just how silent she had been on the way here.

“Your assignment now is simple. You are to observe the changeling reproduction process in its full glory.” She turned and strutted away. “Gather around me, and feel free to take notes.”

Chrysalis stopped in front of a shorter mare, lifting the mare's chin up with her hoof. “You're first, my darling. Are you ready?”

The mare nodded.

Chrysalis didn't waste any time. She rushed around the mare and mounted even before her ovipositor was fully erect. By the time she was ready to thrust in, though, the smooth black shaft was up and ready, dripping with its mysterious moisture. She penetrated slowly and smoothly, gliding into the mare in one long thrust.

“In the harem, we strive for maximum efficiency. The hive has only one queen, and we need all the young changelings we can get.” She grunted slightly as she bottomed out inside the mare. Juices squelched out around the base of her shaft. “Can anyone guess how we accomplish this?”

A few of my classmates glanced at each other, but none of them hazarded an answer.

“We multitask, of course.” As Chrysalis began sliding in and out of her mare, she looked behind her and called out, “Number Six. You're first.”

One of the stallions jumped to the front. A thin chain around his neck held up a tag that read '6'. He didn't seem to mind his lack of a name, prancing around eagerly behind Chrysalis. His body was magnificent, even to one who preferred mares. Lithe, rippling muscles that made his chitin bulge and the glossiest of manes.

When he reared, the whole class could see it wasn't only his muscles that were well-endowed. He already sported a generous hard-on, but it was his balls that made my eyes go wide. Huge and dangling low, they were nearly the size of my head. They dangled and bounced hypnotically, full and heavy.

Chrysalis snarled. “What are you waiting for?”

He leapt onto Chrysalis' back, shoving himself into her with a well-practiced swing that in turn shoved her into the mare below. All three gasped.

I, along with my class, gaped at the spectacle in front of us. Our ruler, our Queen, was sandwiched in between her two lovers, moaning as the stallion called Six spread her wide. The mare below trembled, and her tightly stretched pussy clenched around Chrysalis' long, smooth rod.

When Six pulled back, Chrysalis took charge... of course. With space to move now, she pressed herself back against him, hilting him again with a wet squish. She pressed forward, pulling herself off of Six and at the same time slamming down into the mare beneath her again.

The mare squeaked, but quickly cut herself off. Were they even allowed to make noises?

Again and again Chrysalis rocked back and forth, rolling in between her two stationary lovers until, finally, the stallion grabbed her hips and shoved forward, preventing her from pulling out of the mare below. His legs trembled, and the whole class stared in awe as his enormous sack clenched.

His cock pulsed inside Chrysalis over and over... and over and over. It just kept going, drawing a deep moan from the Queen. Yet more came, but he began to slow just as some of it started spurting out around Chrysalis' nethers. Spent, he slid out of her. His softening cock pulled a wave of greenish cum out with it.

“Seven!” Chrysalis called out.

A bigger, stockier, but no less amazing stallion shoved Six aside and mounted the Queen. As he pressed his broad, flared tip into her, we could all see he was even more endowed than the previous one. It was enough to make me feel a little inadequate, especially since I had just been in that position and only given the Queen a few meager squirts.

He was orgasming before he even finished his first thrust, pumping another prodigious load deep inside Chrysalis. With every twitch of his cock, he shuddered... and he just kept going. Massive throbs traveled down into her over and over. He seemed to be filling her with his deluge for longer than Six had been inside her at all.

I stared. I could almost swear I could see the Queen's belly pulsing in time with Seven's cock.

As he gave his last few twitches, before he even pulled out, the Queen called out, “Eight!”

As yet another perfect specimen of stallion tromped up, I managed to pull my eyes away just for a moment. I gave a glance at the rest of the class, but then did a double-take when I noticed Aphin's hoof at work between her slender legs.

Chrysalis groaned again, but I kept staring at Aphin. She turned and looked at me. Our eyes met... her hoof didn't stop.

I glanced back at Chrysalis in time to see the fat swells moving down her ovipositor as she groaned again.

Aphin was right next to me. How did she get there without me noticing? She took hold of my hoof and lifted it... into something warm, soft, and wet. The silky lips of her pussy twitched against my hoof. I just stared at her.

As Chrysalis moved to her next mare – all without dislodging the stallion feverishly humping on her back – Aphin made her move.

Her own hoof, still slick from her juices, slid across my belly up to my sheath, sliding across it, massaging it gently, before moving even further to caress my testes, even as inadequate as they seemed to me at the moment.

I glanced around. None of the other classmates seemed to notice our activities, and Chrysalis was far too absorbed in what she was doing. I began to move my hoof, earning a shudder of delight from Aphin.

The Queen was busy thrusting into her next mare, and so was Six. He was sloppily making out with Chrysalis as he buried himself in the mare's throat below. When Eight began spasming, Chrysalis bit down on Six's neck, and his cock exploded inside the mare below, instantly gagging her with an obscene amount of cum.

My own cock gradually slipped out and stiffened under Aphin's gentle touch, beginning to twitch in time with her slow strokes. I kept pressure on her, rubbing tame little circles into her clit, slowly opening her lips around the smooth edge of my hoof. Her tiny pussy winked against me incessantly, begging for more.

“Nine! Next mare!”

Chrysalis plunged into her next pair with gusto. This stallion was even bigger than the ones before. His absurdly oversized pair bumped Chrysalis' back legs with an audible pap during every thrust.

A now-familiar tingle was growing inside me. Aphin clenched, then swiped her hoof away from me so she could bite down on it, smothering a squeal as she came, squirting all over my hoof.

She looked up at me and smiled, then glanced down. With one more check to make sure none of the students were watching her, she lowered her head down.

I took my own moment to glance around at my classmates, noticing more than one of them furtively working themselves with their hooves, but none of them were looking at Aphin and me. Their eyes were glued to the spectacle in front of them.

Aphin's soft little lips kissed my tip and slowly slid down, caressing their way all the way to the base of my shaft. I had to stifle a moan. This was the first time I'd ever done something like this when I hadn't been told to do it – I wasn't sure what might happen if someone noticed us.

Chrysalis groaned. I looked up in time to see Nine empty himself into her. This time, I was sure. Her belly was pulsing, expanding, with every twitch of the stallion's massive balls. As he continued gushing into her, she groaned again and her own shaft began pulsing, sending fertile eggs with every throb.

As the Queen pulled away from her latest pair of lovers, Aphin intensified her efforts. Her tongue slathered over me, and her hoof joined in, stroking across the now-slick surface.

“You again?”

I looked up to see the Queen staring at her next mare. The mare blushed and gave a cute smile – a smile Chrysalis returned with a predatory grin.

“Lie down on your back,” Chrysalis ordered. “Ten, make it fast!”

Somehow, Aphin managed to get the tip of my cock inside her mouth. Both of her hooves began stroking me as she dipped lower beneath my belly, and she made precious little humming noises that no one else seemed to hear.

In front of us, Chrysalis lowered herself onto the lying mare and kissed her passionately before slowly pressing the elegant length of her ovipositor inside. The Queen's tight round ass was pointing almost straight at me, her pussy winking furiously even as a long, thin strand of cum dripped from it.

My cock twitched as I remembered it being buried deep inside that very marehood. Aphin made a slight choking sound, but she pressed a little deeper.

Another changeling stallion mounted the Queen, blocking my view of her with his balls as he plunged into her. This one wasn't quite as huge, but his dangling pair was still bigger than I thought any changeling's ever could be. Every thrust he made gave a wet squishing sound...

...That echoed the same wet sounds coming from beneath me. I glanced down for a moment to watch Aphin's petite little ass wiggling in time with her stroking my cock, then looked back up at what I was supposed to be watching.

Ten didn't last long. With one last grunt, he clenched up and buried himself deep inside, pouring himself into the Queen. Her belly grew even more, making her look almost pregnant with her abdomen swelling out much wider than her hips. “Another!” she cried.

As Ten sloppily pulled out of Chrysalis, her gaping pussy pointed right at me, showing me the cum seething inside. She winked again and again, begging for more even as thick strands seeped out from her overfilled womb.

It was too much, that need, that desperation for cum. My tip flared, popping itself out of Aphin's tiny mouth, but she pressed her muzzle against it, wrapping her long tongue around the top of the shaft and opening her mouth wide.

I exploded into her, coating her tongue with strand after sticky strand, filling her mouth completely with my cum.

As my last spurts died down, Aphin pulled away. Her cheeks bulged, and a thin trickle of light green seed trickled from the corner of her lips... but the way her eyes stared at me, half-lidded and so satisfied with a job well done, it was—

Everything was too quiet. I looked up to see Chrysalis – and the rest of the class – staring at us. My cheeks flushed hot, and my erection quickly withered away.

After a long moment, Chrysalis grinned, still buried deep inside her mare, still slowly thrusting into her. “Such initiative... No, child, do not swallow. Come here.”

Her cheeks still puffed wide, Aphin hesitantly made her way to the Queen.

“Kiss me. Let me taste.”

Aphin's eyes shot open wide, but after a moment, she calmed and leaned down to Chrysalis. At first, it was just a quick peck on the lips, but Chrysalis would have none of that. Deepening her thrusts into the mare below her, she reached up and grabbed the back of Aphin's silky mane, pressing their lips together.

I couldn't look away if my life depended on it.

Chrysalis' tongue slipped out and licked across Aphin's face slowly, picking up the trickle from around her lips before teasing the edge of them. When her tongue plunged into Aphin's mouth, forcing it open, a thick wave of cum – my cum! – splashed out and into the Queen's mouth, splattering all over her muzzle and cheeks. She licked her lips and jutted even harder into the mare below her.

The mare whimpered, staring at the Queen's mouth.

She swallowed a little, but when she spoke, her mouth was still coated. “You want some, don't you?” Diving down, she pressed her lips onto the mare's and slathered her with the sloppiest of kisses. As the Queen's tongue writhed across and inside her, the mare was coated in a thick layer of my cum, making her moan even more.

Chrysalis seemed to be enjoying it as well. She didn't take her mouth away, but her thrusts were becoming jerky and erratic. Her pussy, achingly empty, jutted out at me and winked over and over, spilling a cocktail of juices that must have even included a little of my own.

With one final groan, Chrysalis hilted herself inside the mare, making her squeal. She was buried too deep inside to see much of her shaft, leaving only a tiny sliver outside... but that sliver rhythmically pulsed wider as yet another mare was impregnated by the Queen, stretching the mare's pussy with every throb. Chrysalis' own marehood gave one final, powerful, wink and spurted a spray of droplets toward the class, coating some of them.

Gasping as they were, some of the class caught those drops in their mouths.

All was finally still. Chrysalis breathed a huge, heavy sigh, then slowly picked herself up off of the mare and let her ovipositor subside back into her belly. “I...” She huffed. “I believe that is a sufficient lesson for today.” She walked forward, her belly sloshing with every step, until she stood by the doorway out. “If you are unsure of the way back, ask any of the... Unh!” Her pussy pulsed again, only half-hidden behind her tail, and a thick wave of greenish-white juices flowed down her inner thighs. “Ask any of the guards, and they will show you the way. Go home and... mmn... and think about what you saw here.”

The class as a whole started filing toward the door, eying the enormous puddles on the floor as they stepped around them. I joined them, of course, doing my own part to steer clear of any suspect wet spots on the floor.

Chrysalis caught my eye for a moment as I passed, and she licked her lips, full of lascivious meaning.

Yes, I would definitely think about what I saw here. I probably wouldn't be able to sleep tonight from thinking about it. Maybe if I had someone to take my mind off it... For the first time ever, I found myself hoping that Kizza would be babysitting me tonight.

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