It hurt, it hurt a lot. Muffins twisted and writhed, her mind holding steady for now, but it was a constant fight.

"She hasn't been taken?" One of the ponies above Muffins was looking down and talking to the other, they sounded completely emotionally numb.

"Something is wrong, their mind is sharp and full of edges." Muffins' eyes were wide, she had just said that! "Try another, the best I can do alone is drive her body."

Fear gripped the gray alicorn, she didn't want this, two might be too much to fight! She tried to buck, to kick, even to use her magic, but nothing moved, nothing worked and worse, she felt the flank of one of the other mare's pressed down against her rump. The feel of another thing moving, reaching and entering her made Muffins want to scream. She closed her eyes, one of the few things she could do. The fight was inside her and, as she felt the second of the things start to squirm and fight her mind she could do nothing but focus on that. Feeling her legs move and lift her up, Muffins' eyes were opened and she watched herself, unable to stop her body from trotting along after the two ponies.

"You sent Muffins out alone?" Gel was furious, he was angry and really upset. "Where did you send her, where is she?" His hoof clopped hard on the floor.

Twisty shook her head. "I… I told her to find and capture one of them. She should have been back by now!"

"You think?" Gel looked around from the balcony. There, he thought he caught a flash of green mane. Spreading wings that he didn't have a moment before, he glided down and into the noon-day crowd of Canterlot's streets. He pushed and shoved, working his way to where Muffins would be. There was nothing. He spread his mind, reaching out.

"No." A voice, a strong voice, Celestia. Gel turned on the mare and he saw the anger in her eyes. "Calm down, Gel, tell me what would make you break your oath."

"Twisty sent Muffins out to find the ponies… sent her alone. She hasn't been back yet." Gel almost collapsed, his body showing signs, for the first time that Celestia had ever seen, that he was not in full control. "Let me look, you can burn the power from me after but I need to find her."

Another presence landed and Gel realized that the captured queen was with Celestia. "I can try and find her." The words buoyed up Gel's flagging hope and he looked into the mare's eyes.

"Please, please…" He begged, the stallion actually begged her. Vicious had a moment of feeling completely back to herself when she realized that he would as quickly turn angry if she tried to use this against him.

Vicious reached out. Celestia felt it, Gel felt it. She wasn't using finesse, she wasn't using any kind of filter, she just spread out and inhaled. Sickness and horror, there was a small pocket of it, and along with it there was a mind, feeling tiny and alone, that was still safe. Vicious exhaled. "I felt them, this way. Your mare yet is okay but she is fighting a losing battle."

Muffins awareness lifted, something touched her, something felt… it was a changeling, a powerful one. She managed to pull her mouth into a smile as she kept up her fight, the soft mantra whispering in her head. "Gel is coming, Gel is coming. Gel is coming."

Spike arched his back, pushing his rump up and into Cloud's belly. He felt the heavy shaft laying along his spine, heavy, ready. He wanted it inside but he also was quite happy to let Cloud play as he wished.

"You want it, Spike?" Cloud tasted the name, it felt good to say, to drop those letters from his lips while pleasure held him in its grip. "All of it?"

Spike lifted his head and pressed up into the neck of the stallion above him. He tilted his horn to the side, so he was looking into the dark fur of Cloud. "Fill me, I want it all. I want you." His voice hurt, it really hurt, he had ached so long to say that, to have Cloud whisper to him his own name, that it hurt not to say his lover's back. "Cloud, take me."

"Spike, I want nothing more." The words fit in Spike's equine ears so well he had no clue how he had lived so long without hearing them. The stallion above him drew back, pulling that long and messy length down the unicorn's spine and then pushed forward, up and under Spike's flagged tail. The tip rested against his tight pucker, he felt something leak free, smear on his sphincter. He wanted to wait for Cloud to buck, he really did, but dragons are greedy. Spike pushed backwards.

"Oh Cloud…" The stallion under Cloud sounded like he had passed out saying his name, but with the weight the pegasus was putting on him, he knew that wasn't possible. Cloud held his back legs steady and pulled with his forelegs.

The heavy shaft just inside Spike's rear pushed deeper, or more, it pulled deeper. Cloud had hooked Spike's shoulders with his forelegs and was dragging himself up and into the other pony.

Deeper and deeper, both ponies grunted and squirmed, pushed and pulled until rump touched groin. "Gotcha." Cloud leaned down and nuzzled Spike's cheek, getting a lick and nuzzle back from the stallion. "Now, lets get this party going."

Spike's eyes flew from half open to wide as Cloud pulled back and rammed back home, it felt like the pegasus was trying to push himself all the way through. It felt like at any moment that hefty, swollen bell-end would push up his throat. It felt like bliss.

Cloud worked into a steady rhythm, bucking the wonderful stallion under him. Pushing harder and harder, he reached down and began to stroke the hard length he easily found under Spike's belly. The dance was on, both stallions working and stepping, the pace slowly rising as each cried out the other's name again and again. Soon enough Cloud could barely hold himself back and, rather than end the ride unannounced, he slid to a stop, fully hilted.

"Spike?" His name dragged the unicorn from the lust he felt, Cloud's hoof was not moving and Spike really wished it would. He grunted a reply. "You ready for me to stuff you with my pony-plaster?"

Spike giggled at the name the stallion used, he wriggled his rump a little, getting a groan from the other pony. "Pump me so full I taste it."

Cloud's body ached, he needed to start again, this had taken about all the willpower he had and, as he started to buck, he also began to stroke Spike's hard shaft again.

Two strokes later Spike's forelegs gave out as his climax began. Chest down on the floor, his rump in the air, the former dragon painted his belly and the towel under him as the silliest, happiest smile covered his features from ear to ear.

Cloud felt the tight clenching, felt the angle he had shift as Spike half-collapsed. "Here… comes…" The pegasus lost his control too, bucking hard and fast, grinding his whole, swelling length deep into the unicorn as he began to unload inside him.

The swelling in Spike's bowels only excited him more and he bucked down into the ground as the stallion on him bucked into him.

Spike slowly came to, still crouched in his own mess, his rump up in the air and tightly pressed into Cloud's groin. The angle had meant even more of the pegasus was inside him than normal.

"Can you two keep it down I am trying to relax!" There was a banging on the door and the sound of an upset mare.

"Were we that loud?" Spike lifted his head and nuzzled Cloud.

"We were, probably best to take her out to dinner or something, to apologize." Cloud returned the nuzzle and kissed spike.

Gel didn't delay, he stepped up to the changeling queen and flowed over her, forcing himself around her body and, with very little left over, he just lightly plugged into her mound. "I will keep you safe if you keep Muffins safe. Please, lets go." He spoke it right into her ears, he could feel the squirming of the big mare.

Vicious was, without a doubt, shocked. This was not how a changeling could change, this wasn't natural. But she couldn't deny the goo pony not only would protect her from casual attacks but it… it felt good. She nodded and her wings began to buzz.

The feeling of that horror, of the disgusting things was like a beacon to the changeling queen. She buzzed with wings of fury. She would show her queen, she would show her hive! Nothing this horrible should exist!

A cozy-looking flower shop was the target and soon Gel cushioned Vicious' landing as they touched down out the front and stalked in. "I don't know how these things are doing whatever, but I am sealing you up completely." Gel's words surprised Vicious and she gasped as his body folded around her face and blocked the world away. She blinked and could see. She tried to commend him on his tricks but her voice didn't work right and her lips were sealed closed.

Muffins felt something, the dirt floor she was laying on jolted and the two things in her head relented on their attacks to take control of her limbs again. Muffins got to her hooves but not under her own power. The stairs leading up out of the basement were just in front of her and getting closer.

Gel didn't hold back, he opened himself to the queen. "I don't care about damage, get me to Muffins."

Vicious' eyes widened, power was shared and given freely, she felt the odd changeling and he was like a vast reservoir. She drew on it and then blinked a little startled. Something pressed against her plot!

Turning her head, Vicious saw the freak of a thing climbing from the stealthy mare's nethers, looking nothing so much as a ball of tentacles and tasting, to her senses, like a corruption of everything, she lanced out at the thing with her magic and it bubbled a moment and exploded.

Gel felt exultant, he now knew how the things spread, but more, for the first time in his life he loved the destructive power of a changeling queen. "They reproduce inside a pony, I am going to do something you might think is a bad idea, but I will keep you protected."

Vicious felt Gel flow from her, pouring off her body into two foal-sized copies of himself. But something was odd, he wasn't ALL gone. There was still a covering around her face and head and her back passages were both full. Very tricky stallion…

Gel advanced one of his gooplicates on the first mare that had tried to infect Vicious, she was still turned, another of the creatures questing out of her for the changeling's body. Gel pounced.

The loud 'thwack' as Gel struck the pony's plot confused Vicious, but she saw his ploy. The creature crawling from her was torn in half when he flowed over it. The queen suddenly realized how deadly Gel could be, if he wanted to destroy a pony.

The black gooplicate squirmed and wriggled and slowly Gel worked himself down and into the mare. Shoving forward, parting her depths, he met another of the creatures on its way out. He dove through the middle of it and cleft it in half. He could practically taste where the one bonded to the mare was. Her cervix was open, stretched, and inside there was a whole mess of the things. Gel made himself large and flat and he flowed into her most deep part, wrapping around the parasites and squeezing.

Muffins got to the top of the stairs and saw a tiny gooplicate look her way. She smiled again. The changeling queen was also a welcome sight, even if it was Vicious. The mare that suddenly screamed and screamed, was not.

She felt her parasites die. She felt them ripped and torn, she even felt as the one that was part of her was ripped from her insides. Meadow smiled and slumped to the floor, unconscious.

Muffins' horn lit with magic not under her control but the things driving her were not practiced with it and a blast went almost directly sideways. The tiny Gel darted at her, dodging between her kicking legs. Muffins grinned as she felt the gooplicate leap up and hit her plot. They were scared, something had made them fear this dark terror and Muffins used that. She lowered herself down and relaxed her pelvic muscles.

Gel sensed the support of his mare as he dove into her, worked around and deeper, he found none of the usual spawn but when he reached Muffins' womb he found two of the disgusting things attached to her. Gel didn't hesitate, he reached around within her and snagged both of them. And crushed.

Muffins tipped her head back, her control returning and the constant fight in her head over. "Thank you, lover. My turn…" Her horn began to flare brightly.

Vicious' eyes widened, this was the pony that had challenged her and deflected her attacks. This was the pony who-

The world turned an interesting mix of green and blonde for just a moment.

Author's Note

Vicious gets to strut her stuff, she gets to prove she will be a good member of her new hive. She gets a nice Gel-hug.

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