Remedy rushed out into the forest to find her. That mare with the flowing pink mane. That mare that smelled of his fondest memories; When his mother, and queen coddled him sweetly; When his brother and sisters giggled within this very forest, and tended to its flora, and fauna. Back when love not only tasted but felt warm. Back in a time when his life was whole. With the Zebra's "help" now he was confident that he could talk to her. He could reason like how he did back then, with a 'hello, how do you do?' or maybe a 'Greetings my fellow pony, could you spare a moment of your time?'

He could see her now talking to her pet rodent. He was so close he could eavesdrop.

"Oh no Angel bunny. Don't you worry; Why it's been almost a week since Cadence and Shining Armor got married. I'm sure all of those Changelings are far far away by now."The bunny squeaked and squealed as if trying to reason with her. But she lowered him down and puffed up her chest.

"Angel, I'll be fine. Zecora is coming with me so I won't be gone for long."

Remedy grimaced. He didn't expect she was close to the Zebra, for them to meet. It changed everything, How could she properly learn about him? She'd wonder about the Zebra. This Zecora couldn't muddle his plans even more. What pained him more was she already knew what his pitiful kind was. Changeling. There was nothing more this Changeling wanted than to change what his kind had become.

She was the source. He knew it, his heart grew heavier in sorrow as he drew closer to her. He pushed his pain aside, he couldn't think about the past now. She was already heading into the forest. In his eyes, there was now only one option. He shifted his form to the one he hated most of all, and hummed a few rhymes in his head as he waited for the perfect time to drop in. He watched the pony scurry about the forest, no doubt lost without her guide.

Watching the Pegasus trail aimlessly only fed into Remedy's predatory instincts, ones he felt little need to use on such a delicate creature before him. His body still flexed alert to her movements, he didn't forget she had the power to tame grizzly bears. He wondered what else she could charm until she stopped suddenly and jumped into a nearby bush. He cocked a brow in curiosity. There was no way he had been trailing her too closely, maybe panic had finally settled into the Pegasi? He took this moment. His throat tightened, an innate reaction when his venom ducts readied.

He calmed his nerves, pushed back the bile and readied a quick rhyme. "I see one must still learn, that the paths in this forest can easily twist and turn."

The Pegasus lifted her head from the bushes, and gave a sweet smile. She sighed in relief and jumped out of the bush and said "Thank goodness you found me."

Remedy choked his instincts far down. The urge to pin her right here was burning his throat as his sedative glands primed eagerly. He knew he could easily take her now, but he wanted to learn a bit more about his promising queen. He reached a hoof around Fluttershy and slung it over her shoulder. Her wings looked well preened, definitely flight worthy.

He asked "A bewildering thought, why one with wings doesn't consider flight, then you could see my hut with unneeded... fright." Remedy caught himself, the Zebra's bewildering prose was far more irritating then he'd expected.

The Pegasus flinched softly. Remedy removed his hoof and started walking toward the Zebra's hut. The Pegasus trotted beside him keeping pace as she replied.

"I would have, but one of them got hurt when I fought the Changelings at Canterlot."

Remedy winced. He already knew she had faced his kind, but to know that she had fought them almost severed his composure then and there. He knew he was tactful, but to make her believe in his word would be nigh impossible.

"I remember hearing from gossiping lips, come to my hut and I fix your wing-"

His senses flared. Urging him to bite her and do his deed already. He felt his chitin warm as the rush of beta queen DNA dulled his mind. Slowly his mind filled with primitive thoughts. Bite, feed, breed. Bite, feed, breed. Bite. Feed. No.

He seized control, finishing his sentence."... and I'll have no quips."

He hurried his pace to a trot. The Pegasus was keeping up easily. She muttered something under her breath, But Remedy was more concerned about reaching the hut in case there were any other ponies that dwelled within the forest. The sunlight peeking through the canopy was dimming. He knew that she would be getting impatient soon, so he hurried at a full gallop until the hut was within eyesight.

As the two reached the steps of the hut Remedy get his stomach churn. the hut was still in tatters after his last feeding. He turned to her.

"Silly me for forgetting, I left my house in quite a mess. Wait out here for a moment-"
His chest coiled as the beta DNA tried to pull the reigns. Remedy fought back spitting out
"so I can assess-" he threw himself into the hut shutting the door behind him.

The code surged through him. His body stiffened as he felt it shift him to his true form. His muscles twisted and ebbed with new growth. He thought the gene had already shifted his form, but it seemed his identity had halted the process. With his target so close, it must have forced itself malignant. As his chest muscles stretched he felt his stature grow to that of his old queen. His lower glands grew two internal sacs. He felt his blood rush into each of them and from his blood, the glands firmed with small eggs.

The sacs tightened around each clutch of eggs. His shaft unsheathed from the stimulation of new glands growing from his prostate. The sacs filled with his pre-cum. One grew a sweet warmth, the other a jarring coolness. One to numb the nerves the other to heighten the senses. He leaned back as his shaft was now fully unsheathed. His tip grew a needle-fine point at the urethra, his shaft ebbed and pulsed thicker, then flexed and tightened into a weapon of pleasure, he felt the code hum its directive again. Bite. Feed. Breed.

That was the old creed. He wanted something better, something that would undoubtedly last longer. A way to live in peace, and love without secrecy and traps. This would be his last hunt, he vowed. From then on he would never take another pony unwillingly. He heard the hut door open. He shifted his form, and flew to the webbing of his last meal, clinging to the webbing.

Her soft voice echoed in the dark hut. "Zecora... I'm sorry for barging in like this but I really must be going, I'm sorry for taking up your time." Fluttershy place down her saddlebags.

No, he was so close. He felt the real Zecora begin to shake within her cocoon. He quickly shot a thicker webbing by the Zebra's head, before she could scream then flew into the shadows beside the Pegasus.

"Not at all dear friend please take a seat... Just working on a salve for your tired feet."
Remedy grimaced. The primal code was trying to take full control again.

"Feet?" The Pegasus questioned.

Remedy gave up the rhyming charade saying "Forgive me, my thoughts of late seem to come and go."

She tilted her head coyly and asked: "Why are the lights out?" Remedy could tell she was getting too suspicious. his predatory nature urged him to take her before she fled, but Remedy resisted with all the power he had. He wanted his queen willing to help. He just had to calm her, treat her like a friend would. He readied his sedative glands.

"From time to time the bright light from a fire hurts my Zebra eyes. The remedy is simple, use the gentle light from fireflies, but I can understand your concern, soon it will be moon's turn. Tell me once more your ailment, so you can be on your way."

"My wing." The Pegasus said. her voice was calm again. She leaned her wing close to him. He spat a glob of the numbing gel onto his hoof before her eyes turned to him. He sweetly smiled saying.

"I have just the thing." He softly placed the glob on her shoulder blade, working it in. He readied another glob. Before she could fully ask he had worked the other glob onto her other shoulder blade. Small trails of pink essence drifted from the Pegasi's breath and she exhaled in relief.

"Thank you so much." The Pegasus cheered.

Remedy leaned in closer as he tasted the essence. His body lurched back as he was dumbfounded by the power such a small amount had on his senses. Zecora's essence had been tainted, forced from her by desire. But The essence the Pegasus had given was of pure thankfulness. It was wholesome and pure. It left his full stomach empty. Binging on Zecora's sexual essence was about as nutritious as triple fried ice cream cake. It was then that Remedy felt the beta queen code and his mind meld.

"Your welcome dear Fluttershy, but don't you agree, for my services on your wings I should ask for a fee?" his body inched closer to her, as he strafed out of the moon's glow.

The Pegasus turned around taken aback by Zecora's returned rhyming."I... I guess..." the Pegasi squeaked."but didn't bring any bits with me... could I pay you back?"

Remedy felt his back muscles twitch in anticipation. His fang was already mixing a concoction of Nymph DNA, aphrodisiac and a little numbing gel."You think simple currency can pay for what you have received? What I need is larger... what I desire can't be bought you see. I need you, and your talent to nurture and care. I have children that need somepony suitable, like you dear." Yes. This is what he needed.

"I-I never knew you had children here... are you sure they are safe in the forest?"

Remedy was in perfect position to finish the deed, but now that he and the DNA were one. he didn't worry about taking her to early. He'd wait for her to accept her calling to her new life. He could easily talk to her. No matter how long it took Until she looked unexpectedly right at him. Her face glowed by the firefly's light.

Remedy remained calm. He strafed slowly, watching as she searched for the whites of his eyes. He shifted to his original form."No dear Fluttershy, they won't be safe here at all... That's why I need your help." He said sweetly.

She walked to where he was. Before he noticed her hoof about to slip on a fallen jar, he was in mid-pounce. Her body shifted and the jar flung into the air crashing into the shelves. The mass of fireflies darted past their faces. A second passed before Fluttershy's expression of worry turn to horror as she saw Remedy's true form.

Her expression had just about ripped Remedy's sangfroid. His instincts took over. First securing his queen, then locking down the doorway. His ducts flared under his tongue, as he hissed a numbing mist above the Pegasus. Stilled she resisted and crawled her way toward the doorway, but Remedy was steps ahead of her.

Thanks to the numbing mist she wasn't moving all that fast. His gave a deep gulp queuing the same ducts to shift to a thicker gel. His neck jerked and he readied a wad of the goo and aimed at the doorway. From there the Pegasus cowered and Remedy readied himself over his prize. He snapped his fangs into her wither, pumping the DNA-rich aphrodisiac slurry into her blood. As some of her blood seeped past his teeth, his tongue suckled at the base of one of his fangs and let her blood rest on his tongue.

He let his mind wander comfortably within her code. She was an enigma of her species, and tender of animals even though her kind were sky dwellers. Her heart was that of someone who saw the best in any creature, given the chance. Her identity mirrored his own, when he was younger. Now he knew why he was drawn to her. Like a moth to candlelight. She reflected the past he yearned for. He focused back onto the Pegasus, how she moaned in pain.

He flinched. No. His Queen. He pried his primal urges back as he stood over her. She still hadn't agreed. He nudged at her shoulder, rolling her back to the ground. She was still, motionless. He craned his head in closer. Closer. Before she could shy away, he kissed her softly. Their lips locked innocently, and he pressed deeper into the kiss. their tongues patted another sheepishly. The Pegasus retracted hers, and winced.

His skin grew warm, and the Pegasus darted her head away. He leaned his back to hers, gazing into her sweet eyes. He felt his mouth peek open and breath in her essence again. Sweeter than the last time. The sensation alone loosened his whole shaft free. He felt his legs lower as his pecker was close to penetrating. He shot his legs up, and the tip slide through her labia.

The Pegasus squirmed to the gesture."I didn't agree to this" she insisted.

His shaft throbbed, it wanted to worm its cold meat within her warm walls. Remedy settled for a coy graze over her stomach. He felt his egg sack rub along her clit. His neck lowered and he let out another breath of numbing mist. She quieted after that, he let the mist work its magic. soon enough her mouth cracked open like a clam shell. He didn't hesitate, his snake coiled into her mouth and he hissed more mist into her. Her body seized to his coup-de-gras.

His greed slid his shaft back to her clit, it slithered past her slit. The heat of her inner walls signaled the shaft to thicken within her. before it had fully stretched the Pegasus began to cry. This coaxed Remedy conscious back. He searched her thoughts, what did she want? Who did she love?

A sturdy stallion came into focus, and Remedy eagerly took the form. Fluttershy shuddered as his shaft exited. the slick walls dancing along the contours of his sex. His mind dulled to the pleasure. Yet he didn't forget she wasn't willing. Even then his lust beckoned him deeper into her cave. He'd almost fit all of his girth within her tight confines. He watched her head and eyes roll back, then focus on the thatch above.

He drove into her again, noticing her streaming tears her gaze fixed above and away from him. His hissed disparagingly nudging her head back to view, but he had misplaced how fatigued his mist had made her senses and her head rattled forward, eyes shifting back to him. Now she had noticed his gift more clearly. her lower lip sunk deeper into her muzzle as he worked her quicker but only penetrated half his member. he inched more by each thrust, until he had made it halfway in. His shaft firmed as it shot out a stream of pre-cum deep into her, then he plunged his meat until he felt his new egg glands tingle with warmth. The needle fine point had painlessly poked into the base of her birth tubes. With it, a steady trickle of DNA rich aphrodisiac tickled through her nerves. Then he felt his shaft tighten as he sprayed the cooling gel within her.

He softly pricked the fine tip needle into her wall until he felt his shaft coat with her juices. His shaft flexed greeting her warm fluids with his own He felt his gland eagerly draining his pheromone-laced pre-cum. Even as their fluids began to drip on silken streams to the ground he kept pricking her. His mouth crudely huffing her intoxicating essence. A vapor trail snaked past her clenched lip, he could hear how rough she had been chewing it easily within the silence of the hut. He craned his head in close as he double the needles dose, her mouth paused, then slowly cracked open as he snapped his tongue in her mouth and wrapped hers tightly. Making one hard pull before pushing into her slowly. Her cry flooded his senses with essence as well as blissful noise. He felt his back shudder in pleasure as his shaft resumed pumping into her with renewed vigor.

There the two panted and moaned together for a while in insatiable libido. It wasn't long after he'd freed her essence that she, maybe instinctively, was guiding her own hips into his gyration. She was under his thrall, he was sure of it.

Even as he scanned her form he noticed her eyes tune out to the world around her, and she let her instincts take over. He rewarded her placidity, he unlocked his engorged shaft from her slowly as not to rip her raw walls, and bowed his head lower to her warm slit. A quick stretch of his tongue and he coiled it around her throbbing clit. Remedy let the tip of his forked tongue rub her button as if polishing a pearl.

He added a soft cocking motion as his tongue gave her clit a miniature blow job. He could hear the Pegasus moaning low in exhaustion. Her pants were close to his own in pace. though slowly he watched her legs jerk and spasm, her body still gyrating to a cock that was throbbing to rejoin her too. Her mouth was billowing essence as her jaw was shamefully tilted to the ground and drooling freely.

*Ponyville-Town hall*

"Wakey, wakey, daughter mayor." Pinkie said.

Mare Mayor's eyelids softly batted opened. She stretched her restless legs, as her hooves stretched more she felt the cocoon buckling around them, finally a hoof punctured through and the mayor lifted her hooves to her face as she felt her body falling. Then a powerful gust flung her to her feet.
"How." Mare gasped. Her voice sounded different. It had an extra "hum" within it, as if two ponies were speaking in unison.

"You're not and earth-pony anymore, honey." Pinkie reasoned within the mayor's mind."My lek has gifted you with a new form, and purpose! Now you can feel everypony's love, and best of all you can help the rest of Ponyville embrace this gift. The time has come for you to receive your own children. Mine be arriving in a few days and I would hate to disappoint Lek. You have no time to waste. I want their coming-of-age party to be perfect!"

Mayor mare nodded "Yes, my queen... but how-"

"Don't worry I've brought you some help." Pinkie giggled.

A strong knock echoed through the still town hall. Mayor walked over to the door, before she even opened the door she felt her body overcome with pheromones and her back-legs buckled in a flooded heat. The doorknob twisted, and the silhouette of a towering creature stepped into the town hall lit only by the full moon.

"Hello. Child. Shall I share my gifts?"

"Yes Master Lek." Mayor mare moaned."Bless me with your joy."

*Within Zecora's hut. *

Remedy opened his mouth ready to welcome her into the hive, but he hesitated. His future was before him, willing to do just about anything. He rested his shaft along her slit as he lowered and asked her if she was still going to honor her promise to watch his children. instead, he found himself crudely saying.

"You-Promised home." Remedy scolded his primitive directive. Why now of all times was it making him into a savage. He cleared he throat sheepishly as he heard her mumble.

"I P-promised Zecora-"

He knew then that her mind was not under his thrall, only her body. He wished he'd reasoned this earlier, but it was undeniable to him, as he felt the Pegasus try to coax his shaft back into to her. All she wanted was the stimulation. So he glided the shaft along her clit and continued. He felt the directive drone louder within him. 'Bite, Feed, Breed. Feed the hive. Seed the hive. ' But he wanted something better, he reasoned. 'Feed the hive. Seed the hive' it chanted. That was the old way. The more he remembered his divergence the stronger he felt his mind become.

"I ask you now... They need a home." He quivered as his mind pounded in his defiance.

"I... Change back to yourself. I can't listen to Big Mac ask me this!" she said.

'Take her. Mate her. ' his directive protested, yet he reasoned she wasn't his prey, but his new family. She deserved this much. He shifted back for her and felt The Directive silence as he regained his magical power.

"It is imperative that my kind survive... Help us."

She blushed and said "B-but you've already taken my marehood. Why not 'get rid of me'... l-like Zecora!"

He sulked his head in shame."Because you are Kindness... known for her understanding and compassion. I planned for this night... I wanted it different, but I became too hungry. I learned your routine... The Zebra is in no danger, merely in a hibernation cocoon."

"So that is her up there... poor Zecora."

He felt his heart sink lower."She is safe. I will free her soon." He puffed up his chest making a regal pose."I need you... Chrysalis has long been leading my kind on the path of disharmony, but we were different. We were even accepted... I'm sorry I've failed to prove otherwise." He felt his shaft soften and retreat in shame.

"So... you mean to tell me if I help you. That the Changelings... they won't be like Chrysalis'?" He smirked, had he peaked her curiosity?

"You'll be their queen... they'll adopt your beliefs." He insisted eagerly.

There was a stillness in the air as he watched her brows dance with her darting eyes, clearly in deep thought. Her eyes flashed back to him."I want to help you, but I-I don't know if I can believe that."

There, She'd agreed to help. She'd given consent. Remedy didn't question if it was her loving nature, or the sentimentality to try the find the best in every creature. He was just glad that she would be his queen willingly.

"Luckily that doesn't matter." He felt his lips speak, as The directive switch on and resumed its final function. His shaft buried deeply into her as the base of his shaft thickened and knotted the two. From there a pencil-thin tube uncoiled from the new egg sacks and stretched out to her clit. He felt it suckle her clit and squirmed around it. It lubricated itself in the excess pre-cum, then firmed up as the eggs loosened and fed into the tube.

It unclenched from Fluttershy's clit snapping hard into the thick base of his shaft. He felt the tube meld into his shaft and ready his shaft like a gun barrel, then the tube wiggled loose from the knot. His shaft puffed due to the inflammation of the egg shaft. He guessed the first time was always this painful. As the clutch floated through his cum, the two of them cried in ecstasy. Fluttershy gave a low groan, as her hooves buckled tight around her sides, her eyes narrowed and she lulled to sleep. He arched his back leg lower as he made sure the whole needle below his dick's tip had fully sunk into her. This signaled the needle to pump the surrounding area directly in a potent anesthetic.

Spasms of cum poured out as an egg peeked its tip, his whole shaft shivered as his tip blossomed open and the egg landed safety in the puddle of cum. A few more released, then a load of cum washed over them. A couple more eggs unloaded whilst a hot liquid emptied from one of the new glands by his prostate. This gland could heighten the female's sexual senses, it was slick like oil, yet he used it to easily carry the eggs into their new home. A few more eggs glided through his shaft. Soon Remedy felt he’d emptied his whole clutch, all but one last egg that was primed through his shaft. This one was the biggest of all of them.

Pushing this egg was a full gland's worth of the cooler gel, this one heightened his senses, which in this case he felt was a drawback. But he’d soon realized that he had lost himself in the moment and that he had much more work to do for his queen. This was like a cold slap on the face to keep him awake to finish her transformation. As a beta queen, he could do this all by himself, without the need for a drone to fertilize the cocoon she would morph in.

The final egg lagged behind the surge of cooled gel. It coated the Pegasi’s wall with ease then egg stuck snugly in the gel. His shaft shrank in girth, the tip clasping tightly back together. with the knot retracting, his shaft loosened then delicately punctured the egg. Then he fully sheathed the shaft, leaving the needled tip out. He would use said needle along with a mixture of hair-fine gel to make a squishy string-like webbing. First, he webbed around his queen like a spider to her catch. Then a stronger weave of the oily pre-cum covered that. Hastily he spun his strongest weave that when encased around the warm oil weave it melted to a glistening glass. He smiled proudly.

He looked up to the cocoon holding Zecora. He had promised his queen her freedom. He fashioned a gel-silk net and anchored his queen above the Zebra's cocoon. Then he secured it with tacky gel and loosened the Zebra's egg. He weaved another net and wrapped the Zebra's egg and dragged it out into the forest.

He felt like he had been walking far too long, yet he could still make out the hut's shadow. But that was not good enough for him. He debated on outright cracking her cocoon, but he knew nothing good could come of it. She'd bother his queen, even demonize him even further to the nearby village. No. She had to stay in the egg. But he promised. Where was his word, his honor, his duty to his queen. Wait.

He knew the real reason. The Zebra... she was the first one he mated with, had he ruined his brand new start already by giving into that foul hive directive? He had listened to his instincts so wildly that day. He was too weak from hunger. He'd tricked her like a changeling would. He paused as he felt the sturdy clap of his hoof on wood. Had he been walking the whole time lost in his thinking? That plank was part of a broken bridge. 'This would her new home. The Zebra deserved safety. ' his darker thoughts tried to reason.

"She should be free!" He shouted. as if trying to break free himself. He winced, then slowly he grinned widely. There was no reason both sides couldn't agree. He steadied the egg in his arms and flew over the chasm to the other side. There he found a disheveled castle where he lowered the egg softly to the ground. With a quick kick to the soft base of the egg, it cracked open, and he flew at full speed back to his queen.

Author's Note

The fun part of reading this, is opening the second chapter of Kindness and playing spot the differences Double the reading, double the confusion?