With a heavy blush and a moan muffled behind a bitten lip Twilight watched as the Changeling circled Rainbow. The blue mare was shuddering as her body contended with the mix of hormones, magic draining venom and of course the heavy clutch of eggs that made her taut belly bulge wonderfully.

A hoof pressed against the shared marehood between her legs Twilight could not help but revel in the haze of lust that chrysalis so readily shared. Logic and reason, independence and rebellion. Evreything gave way to a beastial desire to pleasure themselves as they watched the changeling slink behind the panicking prismatic pegasus.

A sharp groan of discomfort sounded out beside Twilight and in an instant the Princess turned Queen turned her head to look at her friend Rarity. The pale mare was hunched over her hooves pressing down onto her own belly and groaning, her hind legs crossed tightly around her exposed Ovipositor.

“Rarity, what's wrong?” Getting to her hooves and quickly moving to her friend Twilight looked Rarity over.

“N-nothing, just a cramp” The unicorn lied as she groaned again. Pressing a hoof to Rarities belly and pressing down electing a gasp from the mare Twilight felt the telltale bulge of eggs still inside her womb, she had not lain a full clutch within Rainbow and was suffering for it.

“Rarity you didn't-”

“Oh I couldn't, any more and the poor dear would have problems flying, I can't do that to her” Rarity interrupted her ovipositor bulging at the base as an egg was pushed wetly into the shaft. Without somepony to carry the egg it was doomed to dry out.

Steeling herself and moving forward Twilight straddled Rarity pressing belly to belly with her hind legs around the pale unicorns middle as the purple princess sat upon the seamstresses lap. Twilight's dripping pussy pressed down hungrily upon Rarity’s bulging member as she looked into Rarities Sapphire eyes.

“Twilight!” Rarity could hardly contain herself as she rested her forehooves on Twilight’s flanks her hooves pressing into her firm rear ever so slightly. Wrapping her hooves around Rarity's shoulders as she pressed her face to her alabaster friends neck Twilight groaned softly at the sensation of her friend holding her in such an intimate pose.

Panting softly, her body shuddered as she prepared herself for her next move. With an unsteady roll of her hips Twilight pulled her flank up feeling Rarities faux member slide over her dripping marehood until its tip was pressing directly into her soft lips, parting them somewhat as a pale green fluid leaked from the member mixing with Twilight's clear lubricant with a steady drip, drip, drip.

With little more than a squeak Twilight slammed herself down, impaling herself on Rarity with enough force to make the white mare grunt in a mix of pain and pleasure. Twilight only felt the latter. While new to the sensation Twilight, in that brief moment, took pride in her capacity to take the feminine cock. Her insides spread wetly around its throbbing girth as she simply pressed herself into Rarity holding her tight.

With a tender hoof the would be dominatrix lifted Twilight's chin, blind to the drool that was slowly leaking from the horny mare's mouth and dripping down onto her sweat coated foreleg, and pressed their lips together. Her eyes fluttering closed Twilight could almost forget about the extenuating circumstances and the rather hefty member pressed deeply inside of her. With a sudden urgency Rarity pulled Twilight closer and thrust into the purple princess cum queen claiming another inch of her velvetine pussy.

Breaking the kiss to moan Twilight caught sight of Rainbow Dash, her mouth sealed shut with a glob of glowing green slime as she tried to crawl away, her hind legs were already deep inside the changelings throat however and the bug-pony seemed to be enjoying her prays struggle. Her observations were cut short by another powerful thrust, however this time her marehood was spread taught by the sudden girth.

Looking down Twilight saw her marehood spread painfully wide around a bulge in Rarity’s cock, her supple lips wrapped tightly around its widest point, the egg on the edge of popping into Twilight's birth canal on its way to be pumped into her womb. Without a second thought Twilight plunged herself down, gasping at the painful stretching feeling abated and a sudden fullness overwhelmed her the fertilised orb slipping deeper into her body with each quiver and clench.

The first was quickly followed by a second and a third. Rarity groaned in relief and thrust up into Twilight, the slick green lubricant coating the eggs relaxing Twilight's cervix and letting the slick orbs cling to the walls of her innermost chamber.

Twilight gasped as Rarity cleared the table with her magic and pushed her down upon it. While continuing to fuck her, each thrust accompanying an egg slipping into her womb. From her new position her back arched over the small tea table Twilight could watch Rainbow struggle weakly as she was slowly engulfed by the changeling.

With a strange slowness the changeling swallowed Rainbow up to her neck as the prismatic pony groaned at the cocktail of sexually administered chemicals flooding her system, chemicals that Chrysalis made Twilight immune to, the only effect of the trios breeding on Twilight would be the glowing green fluids that pooled inside her velveteen shared walls from Rarity's thick cock.

Shuddering at the final burst of fluid from her oversensitive member Rarity collapsed over Twilight panting softly as the intense pain from before passed like a half forgotten dream. Looking over her would be lover Rarity watched with Twilight as Rainbow was fully consumed by the changeling, their instincts to resist such an event buried deep behind the mental doors created as they slowly bonded with their parasitic partners.

Rainbow was little more than an obscene bulge in the changelings middle, a faint blob of colour that twisted and wiggled making the changeling groan in a perverse pleasure. A green fire spread over the black chitten and soft green flesh of the changeling as they slowly became a second skin to the blueberry mare within.

Author's Note

Hope you enjoyed this chapter.

So this one is far shorter then I would have liked and that is for a few reasons, I scrapped it three times and I am still not fully happy but I want to move on and work on other chapters. Expect far more smexy soon (Next chapter wont be about the mane six so look forward to that!)

I also have a little question, what kind of kinks do you guys like to see? I don't want a huge list just write two or three kinks that you like about this story or that you want to see in the story!

As always I am looking for pre readers, I had a few that have PMed me and I will be contacting them soon.

Hive so far;

Hive Queen: Twilight Sparkle and Chrysalis

The epicentre of a hive the queen manages her children and ensures they are happy and healthy, her pheromones not only allow her to quickly control her hive but make her quite apt at seducing ponies also.

Hive Breeder:
Breeders are a common sight deep within the hive there bellies bloated out with growing changelings and their pussies dripping with glowing marecum. They are exclusively female and a male stallion bonded to a breeder will become a mare in short order.

Hive Nurse: Rarity.
While breeders bellies swell with eggs that hatch into strong changelings before they are born, nurses wombs are filled with unfertilised eggs that can be fertilised with the seed of almost any creature, there forms are often sleek and sexy they are not built to fight or carry the considerable weight a breeder is able to cope with. All Nurses are female but they do have an ovipositor do deposit fertilised eggs into Breeders or, in cases where there is no breeder to take the egg, they will fill any changelings womb full of eggs, sometimes they even do it to other captive species.

Hive Drone:
The backbone of a hive drones are built to do anything. They are hermaphrodites with a stallionhood that can double as an ovipositor, they can secrete an adhesive goo that can be used to build hives, store love or even restrain prisoners.

Hive Soldier: Rainbow
Strong, cunning, adaptable. Soldiers are rare in a hive and are unique in that they can be male or female depending on the gender of the pony bonded to them. Soldiers are often found gravitating around the queen or any respected member of the hive they deem need protecting. Oddly enough when a Soldier is not guarding something they are helping the Nurses and Breeders with an impeccable diligence.

Hive Guardian:
Guardians are the biggest changeling in a have, they stand taller than a fully grown Hive queen and serve a few roles within a hive, they are expert diggers and will expand a hive deep underground working with drones to make new chambers to support growth. They are exclusively female and are often a Nurses first choice when the breeders are full.

Please make a comment with the character you want to see Twi visit (except the mane six I have plans for them), what role they should have in the hive and what Twilight does when she visits them, if I find it sexy I will write it.

Remember to like and Favourite.