A Day In The Hives - Lust

by Shaded Changeling

Rating: mature
Tags: Sex, Slice of Life, Alternate Universe, Twilight Sparkle, Changelings, My Little Pony: Friendship is Magic, Comedy
Length: 24930

Twilight visits the Lust Queen's Hive, but is she ready for what the Queen of Lust has planned?

Twilight Sparkle was looking forward to her next hive, but is she truly ready to visit the Hive of the Lust Queen herself? Only one way to be sure.
Twilight gets to spend a single day with the Queen of Lust herself, Seeing how she handles her Hive, though what she didn't expect, is what that entails. Now Twilight must try to get information from a Queen that loves nothing more than Pleasuring Ponies. Will she retain her sanity? Or will the Lust Queen break her?

A separate section of 'A Day In The Hives' created due to the nature of the Hive.

Contains: Sex, Sex, and More Sex

To be more helpful: Cum inflation, Gangbang, vanilla sex, Light Bondage, Impregnation, Futa, Oviposition, and some toy play.
(Background contains: Encasement, Tentacles, Milk, large boob, unbirthing)
And one Fuck-happy Changeling Queen

Comedy tag for dirty humor
Now in Bite Sized Chucks for your viewing ease. :twilightsmile:

Thanks to Neosuduno for helping me write this. Would have been worse without him.

Published 2016-04-24 21:50:01 UTC
Last updated 2016-04-27 14:16:44 UTC

First Experience

Twilight had been rather excited when she had received a letter from Celestia a couple days after visiting Cytes. It had been another invitation to a Hive, one inside of Los Pegasus. Although what caught her off guard, was the insistence that Spike not come along, no matter what. In fact, it was written in large block capitals and underlined three times. Which meant that Spike had to sit this one out, much to the young dragon’s misery.

Twilight had to get all of her supplies restocked before hopping on the train. Though this time it seemed she would have to find her way there herself. Luckily the Queen had given her rather detailed instructions, even gave her explicit instructions should she need it to get through her Hive.

Los Pegasus was farther south than Ponyville, and easily more populated. The entire city was practically made of Casinos and gambling. Celestia always said she avoided this town as best she could. Twilight never really understood the reasoning, something about preferring to be kept out of media scandals. Twilight looked over the list of new questions as the train began to pull into the station. As she walked off the train, she pulled up the note that held the directions to the Hive.

As she looked around the city, she couldn’t help but notice the lack of any real Hive-like structure. Sure, Cytes’ Hive had been hidden underground, but Vanhoover General was huge, it was completely believable that there would be a Hive there. Looking around, Twilight couldn’t see any real buildings that fitted that bill. Sure there were plenty of large Casinos, but none of them were really to scale. There was no way a Hive structure could be implemented in any of these, also, the directions actually put her a bit farther from them than what probably would point in that direction.

Twilight followed the directions as best she could, got turned around a few times, back tracked to find street names, walked past a few small entrances she missed. The entire walk took her much more time than she would have liked, but after checking and rechecking the location, she was certain she found the right location, if only it wasn’t so unimpressive.

She looked up at the multiple layered, long building. A magically lit sign displaying “Wet Dreams: Dedicated to your Lust-filled pleasures.” Twilight sighed as she rolled up the instructions and headed through the two doors blocking out the rest of the world. The instant she stepped in, everything seemed different. The smell of incense overpowering the rest of the scent that most likely would have been there otherwise. Twilight reeled from the initial force of the scent, but quickly recovered and walked down the main waiting room. She walked up to the front desk before realizing a Changeling was sitting there. “How do you take it?”

Twilight blinked at the question at first, then pulled up the instructions. “Oh no… I’m not here for that…”

The Changeling shrugged. “Prices are there.” He pointed at a hanging board, and Twilight had the misfortune to read through it.

Services:

Hoofjob: 5 bits

Blowjob: 10 bits

Tongue Job: 10 bits

WingJob: 15 bits

UdderJob: 15 bits

Hornjob: 10 bits

Other Non-Rear piercing activities: 20 bits

Standard Package: Sex: 50 bits

-Anal: 75 bits

+Foreplay: 10 Bits

+Toys: See catalog for full pricing

Additional Members: 45 Bits Each
Common Roleplays:

Female:

Sexy Nurse: 75 Bits

Nun: 60 Bits

Swimsuit: 95 Bits

Maid: 100 Bits

Police: 90 Bits

Teacher: 65 Bits

Male:

Firefighter: 60 Bits

Doctor: 75 Bits

Butler: 100 Bits

Poolpony: 95 Bits
Other Requests: 100 Bits
Transformations:

Pony Change: 15 bits

Non Pony Race:

Griffon: 30 bits

Minotaur: 45 bits

Dog: 40 bits

Yak: 35 bits

Dragon: 100 bits

Other Races: Ask Changeling

Domination Treatment: (See Dungeons)

Specific Changeling Request:

Newbie: 30 Bits

Standard: 60 Bits

Named: 90 Bits

Royal Treatment: 2500 Bits for Standard (Speak with Queen for further prices.)
Discounts: 5% per each additional member.

Managing to pull her eyes from the list, she looked back at the Changeling, who had reached down and pulled out a catalog, opening it and turning it so Twilight could see it. The first two words her eyes caught were “Butt Plug” and by that point she had already slammed the book shut with a bright blush on her face, mostly from the image that she scanned when closing the book of a pony inserting a Butt Plug in… well… the butt.

“Toy prices are individually listed here.” The Changeling said. “If you’d like I can set up a room alone for you and the…”

“I’m not here for that.” Twilight said quickly. “I’m Twilight Sparkle.”

The Changeling’s horn lit up as another book was pulled out and placed on top of the closed ‘Toy listings’ The Changeling opened the book and ran his hoof down the pages. “Ah. Here you are.” The Changeling said. “You aren’t supposed to be here for another five minutes. Though I suppose the Queen wouldn’t mind.” The Changeling closed the book. “Up the stairs to the third floor, last door on the left hallway once you exit.”

Twilight nodded and thanked the Changeling before rushing away from the desk, her face still flushed with red. She quickly found the staircase and climbed the flights of stairs. She calmed down once she reached the top floor; at least, her face wasn’t flushed red anymore. As she walked down the hall, she couldn’t help but pick up on the grunts and moans coming from each room as she passed. A few growls hit her ears as well as a few screeches from certain rooms. Curiosity made her peek into one of the rooms, to see a Pony busily humping a Minotaur, her hoofed legs spread out as her muscle toned body bounced, her large tits leaking a small white liquid. She quickly ducked and rubbed her eyes in the hopes to purge the sight from her memory.

She decided the best thing to do would be to get to Ovi’s room before something else equally terrible happened that scarred her for life. The lewd moans and groans filled her ears and she pinned them back to her head in an attempt to stop her cheeks getting any redder. When she got to the door at the end of the hall, she let out a sigh and raised her hoof to the door, finding it safer to knock first, despite what the sign next to the door said.

“Come in.” Rang from the other side of the door. Twilight let out a sigh of relief when the sounds of groaning didn’t hit her ears; she put on a smile and pushed the door open. “Queen Ovi, I’m…” She stopped instantly. Lying on a rounded bed in the center of the room was a black Unicorn Mare lying with her head upside-down facing the door, her orange mane left to flow naturally. However, that was not the startling thing, the startling thing, was the gray stallion behind her, constantly pushing his hips into the Black Unicorn. Her face flushed red yet again.

“Oh Miss Sparkle,” The Unicorn said, speaking completely normal despite the Earth Pony ramming her. “Come in, take a seat.” She gestured over to a spare couple of chairs, a few of which had dresses draped across them. “You’re here early, I’ll be with you in just a minute.”

Twilight’s face was the pure expression of shock as she quickly turned away from the ‘act’ and walked over towards the chairs and sat down, before casting her eyes back down to the Unicorn.

Ovi smiled before pushing herself up and using her front hooves to push the Stallion back onto the bed, raising herself so that the Stallion’s shaft was visible underneath, Twilight looked away, but that didn’t stop her from hearing it.

Ovi grinned. “You don’t mind if I…” She ran her hoof under the Stallion’s chin, “Speed this up a little, do you?”

The Stallion shook his head, his tongue hanging out of his mouth slightly.

“Good…” She raised her hips up before dropping her flank onto the rod beneath it, as soon as she was hilted, her Labia slammed shut around the fleshy shaft. The Stallion let out a pleasurable moan as the Queen massaged his cock with her vaginal walls. The feeling of a million tiny fingers stroking and rubbing the fleshy organ pierced his mind; the touch itself was enough to coax a few drops of semen from the Stallion’s tip. The Queen smiled at the pleasured moan the Stallion released as she gave him the best sex he would likely feel for a long time.

It didn’t take very long for the Stallion to release a low grunt and buck his hips forward, entering the uterus before releasing the first stream of seed into the Queen. Ovi’s smile widened as she continued her assault on the Stallion’s member coaxing more and more of the seed from his testicles. As the loads increased, Ovi’s stomach felt deliciously full as she released a lewd moan, tasting the slightly salty seed that now filled her. Though this time, it wasn’t just for a little food.

Her eyes lit up bright orange as her pouch continued to milk the Stallion, draining every drop of cum and Lust he had within him. As the Stallion’s thrusts slowed and Ovi felt her womb pleasantly full, she licked her lips and let out a little hum.

She lowered her head down to the Stallion’s, who was now looking up at her panting. She took her hoof and ran it over the Stallion’s chest playfully. “Thank you for the opportunity, lover.” Her horn lit up as she pulled the Stallion up into a deep kiss, letting her tongue snake out and work its way around his mouth, coaxing a final spurt from his twitching member and gurgling testicles as they tried to please the Queen’s wishes.

As the last wave of Lust flowed into Ovi, she released the kiss as the Stallion fell back onto the bed, motionless aside from the small twitches his still hard member produced.

Ovi let out a little giggle before looking down at her stomach, taking a hoof and patting it. “Oh, you do fill me up quite nice. I may need to remember your name.” She grinned as her folds finally released the Stallion’s base as her vaginal walls ceased their massage. She slowly pulled herself off the slightly twitching shaft, a small amount of white cum leaking from her snatch as she did so. Once she had pulled off of the Stallion, she glanced back down at his member, smiling, she repositioned herself and placed her mouth over the shaft, sucking what little Seed remained both in and on the member. She pulled her mouth away from the slowly shrinking member with a light, wet ‘pop’ before looking back at her leaking pouch. “Excellent catch.” She said, her horn lighting up as a robe floated over to her, wrapping itself seamlessly around her slightly expanded stomach.

She turned back to Twilight, who was holding a notebook in front of her, hiding her bright red face with her ears pressed firmly against her head.

Ovi looked over at a couple of Changelings that had entered. She pointed at the Stallion; “Make sure he is pleased when he wakes up.” The two changelings nodded and giggled as they picked up the unconscious Stallion.

Ovi grinned, and lit her horn, straightening out her mane before walking over to Twilight, her horn lit up as she lowered the notebook from Twilight.

Twilight instantly looked away, trying to cover her face with a hoof.

“My, my,” Ovi said grinning. “The way you’re acting, it’s almost like you’ve never heard of sex before.”

“No… No… I’ve heard of it before…” Twilight said, trying to calm her face down. “I’ve just…”

Ovi grinned. “Oh, I’m sure you have your reasons. Not all Ponies are able to just walk in on a girl getting rutted and have absolutely no reaction. Most of those ponies are either my normal clients, or aren’t ponies at all.” Ovi replied. “So shall we get right to the action?”

Twilight gave a nervous cough. “Uh… Sure…”

Ovi let out a loud burp before lighting up her horn, as she removed the robe, her slightly bloated belly now down a few sizes. She let out a hum. “I do love when they eat Pineapples before coming here.” She smacked her lips. “Tastes delicious.”

Twilight grinned nervously. “Well… Uh… I uh…” She coughed. “We-well I…”

Ovi rolled her eyes. “Come on; is this really the Faithful student of Celestia? One look at sex and you are sent into a tailspin. You’re almost as bad as her…”

Twilight chuckled nervously and lit her horn, pulling the list from her bag. “So uh…” She looked over the list. “Wha-What was the… Uh… Why did you decide to settle in Los Pegasus?”

Ovi smirked. “Set up?” She laughed. “Oh… This isn’t the main Hive.”

Twilight looked at her surprised. “B-But I was supposed to meet you in your hive! This throws off so much of my-!”

Ovi frowned and shook her head. “Twilight, my Main Hive is in the middle of nowhere. It would be so unbearably boring to show you around my Hive.” She walked back to the bed and lay down. “I’d have to leave you alone to go and fuck my personal Breeder. And no offense to him, he does try, but it gets soooo boring when you fuck somepony who can’t give you Lust. He’s doing his duty to help me take off some stress, but honestly, I would prefer not to get pregnant.”

Twilight coughed. “Alright… Well… Uh… Why did you set up here?”

Ovi blinked. “Oh yes.” She replied. “Well, this is the gambling capital of Equestria, which means there are plenty of wealthy stallions to buy my services, they can even bring friends with them for a little discount. Along with that, there are plenty of Mares and Stallions that want to… Blow off some steam.” She flagged her tail and wiggled her flank a bit. “And being the ‘Kind, caring soul’ I am, how could I turn them down?”

Twilight blushed and ducked down to write down a couple notes. “So… How long have you had your Hive?”

Ovi tapped her chin. “Hmm… Well, you are the history buff, how long has ponykind been having Sex for pleasure?”

Twilight’s eyes widened. “O-Oh… Uh…”

“It’s better than Dolphin Sex, that’s a plus.”

Twilight coughed. “Well… What about you? How long have you been Queen?”

Ovi took a breath. “Hmm… Well, my mother was Queen Cervix; she had a Pouch that could hold four Stallions at full mast, easy. My grandma was Queen Copul… She broke the record for longest sex at one week. The Breeders had to change their diet so that they could feed them with their sem-”

Twilight cleared her throat loudly. “Well… That’s uh… Fascinating…” She said. “But what about you?”

“Five hundred years.” Ovi replied. “Cytes was there when I was born from the Breeder who so luckily had the chance to be my surrogate mother… And father for that matter.”

Twilight’s horn stopped glowing as the paper fell to the ground, her eye twitching with this new information.

Ovi sighed as she looked at the shocked Unicorn, while she waited for Twilight to come back to Earth; she lit her horn and pulled over a book. “Oh… I have another appointment in ten minutes!” She looked around the room, then back at her stomach. “Carrie. Come in here please.”

The door opened as the smaller Changeling walked in, her center was wrapped in a white bandage, while her wings poked through the bandage. “Yes Mother?”

Ovi looked at her daughter, glad to see her walking again. The sooner she got rid of that bandage, the better. “Honey, I didn’t realize how closely I packed my schedule, I need to head down to the storage and empty out my reserves and newest catch, so I can make room for both of the other clients. I want you to make sure Twilight Sparkle here is alright and functioning normally when I get back.”

“Okay, Mom.” Carrie replied. “Um… By functioning, do you mean mentally or physically, because my hooves still shake a little…”

“No… You are not to touch her sensually in any way, unless she asks for it.” Ovi smiled. “Now I need to get down to storage.” Ovi walked out of the room and began to head towards the basement of the building.

Carrie looked over at the bed her mother had no doubt used multiple times that day. There was one very noticeable wet spot on the bed, right in the center. Carrie shook her head and lit up her horn, cringing only slightly as she focused on the spot and used her magic to extract the juices from the bed, She held it in her magic, floating in a ball of liquid above her. Curious, she split off a small marble-sized sphere from the ball and pulled it down to her mouth, tossing the liquid inside.

35, Female, fertility: Good, No STDs… She swished the liquid around a little more. In heat.

She shook her head and carried the ball over to a large empty bowl, allowing the liquid to drain out of her magic and into the bowl without letting a single drop miss the container.

As she did, she turned to look at Twilight. The Unicorn was still working to comprehend the details she was just told. Carrie walked up to her, she waved her hoof in front of Twilight’s eyes, she tried snapping, blowing wind in her eyes, nothing really getting the attention of the Unicorn. So she tried the only other thing she could think of, she licked her horn.

The response was instant, the Unicorn lit up her horn and teleported to the other side of the room, she looked back towards Carrie in pure shock before the expression lightened. “Carrie?”

“Hello Twilight…” The Changeling said. “Sorry about doing that… I know it is pretty sensitive, but it seemed to be the only way to get you out of that trance.”

Twilight blinked again and then raised her hoof to her horn, feeling it still dry. “Well… I have to thank you for that I guess.” She looked around the room. “Where’d the Queen go?”

Carrie sat down in the chair. “My Queen had to go and prepare for her next appointment. She should be back shortly.”

Twilight nodded “So… Carrie…” Twilight began. “What do you do around the Hive?”

Carrie sighed. “Well, I used to keep track of my Mother, make sure she was doing alright, though now, it’s just the opposite.” She looked down at her center to the bandages. “Ever since this started, she’s been really defensive of me. Not that she wasn’t before, if I were in trouble, she would come, but now… She seems a little more violent.” She sighed. “I’m sure it is just her protecting me, but sometimes I wonder if she is doing it for her own reasons or not…”

Twilight levitated her supplies over to her. “What do you mean?”

Carrie sighed. “My Mother is good at making ponies dance around her hoof, she can get the shyest pony you’ve ever seen to agree to the most public of acts, or the most aggressive pony into a little sheep.” She sighed again. “I don’t know… Maybe I’m just thinking too far into this…”

“Well, so far from what I’ve heard, she does care about you. She nearly killed that assassin that almost killed you, just because he had harmed you. Maybe she really does care about you.”

“I know… But I feel like she doesn’t want me as her heir, and I don’t know why.” Carrie replied. “She is always talking about Selena and how she can pleasure twenty stallions a day… I’m just here… Worrying whether I can ever have Nymphs!”

Carrie sighed again. “I’m sorry, Twilight. I really enjoy working with my Mom, but it’s just this stab wound.” She reached up and touched it. “It’s throwing me all over the place, random mood swings are just a side effect of the medication Cytes gave me. It just makes my life so much harder!” Carrie shouted. “Why did this happen to me! Why couldn’t it have happened to any of the other Caretakers?”

Twilight back up slightly. “uh…”

“None of it would have happened if My Queen had just listened to me about going to Canterlot. But Noooo she wanted to see if there were any Stallions that were willing to pay for her services.” She groaned. “It’s not like they don’t have their own Whores! They could probably pay for any whore they wanted. Why did mom have to go there?”

Twilight blinked. “Uh…”

Carrie’s eyes began watering. “I’m sorry! I shouldn’t have yelled. It’s not me! I’m not like that!” She shuddered. “I-I swear! I’m not that violent!” She sobbed. “You have to believe me!”

Twilight looked at Carrie curiously. “Carrie, are you alright?”

Carrie looked over at Twilight, her eyes leaking tears. Her lip quavered before she wailed. “I don’t know!” She collapsed to the ground, putting her hooves over her eyes. “I can’t tell if these are my emotions or not! M-Mood swings are more impacting on Ch-changelings. So I k-keep switching and…”

The Door opened and Ovi stepped back in, her stomach smaller and her snatch no longer leaking small amounts of semen. Her eyes glanced over to Twilight, then down at Carrie. “Carrie, are you alright?”

Carrie wailed. “I don’t know mom!” She sobbed. “I can’t tell.”

Ovi patted Carrie on the back. “There, there, Honey.” She said. “It’s alright, there’s nothing wrong with you, it’s just the medicine talking. Go lie down for a bit, give it time to wear off.”

“O-Okay mom.” She sniffled. “G-Good Luck.” She walked from the room.

Ovi watched her go with a sigh. “I’m sorry about that, Twilight, I had to go empty out my Uterus and store all the Lust inside a crystal.”

Twilight nodded. “Oh, it’s no trouble. I understand that you are probably going to have a bit more of the… Intimate activities.”

Ovi smiled. “Well of course I am. Lust Queen here, I can absorb more than any of my Changelings, even though there are many more Harvesters within my Hive than any other, every Changeling must do their part to ensure we are all fed.”

The door opened as a Changeling and a Stallion entered “My Queen, this Stallion has just come here for a quick ‘Royal Treatment’ He heard how good it was to fuck you, and decided to try it himself.”

Ovi tapped her chin. “Well, I suppose I could always use a little warm up. Very well.” Ovi walked over to the bed and laid down again, placing her head on top of her crossed hooves as the green stallion climbed onto the bed. Twilight looked away as the Stallion’s shaft began to grow from its sheath.

As the wet slaps hit her ears, she looked over to see Ovi smiling as the Pegasus rutted her. “So, were you going to ask me something?”

Twilight cleared her throat as the blush returned. “Yes… Uhm… Why do you have so many Harvesters?” Her gaze kept flicking back to the Stallion behind Ovi.

“Well, Miss Sparkle. The easiest way to explain it, is that Lust is something of a… Tainted Love.” The Stallion behind her began to slow down as she spoke, prompting her to turn to look at him. “Oh no, do continue, I’ve had much worse.” The Stallion began putting more energy into his thrusts as Ovi turned back to Twilight. “Lust’s base emotion is Love, however it is not true love, it is tainted by physical desires. So in order to get the good, delicious Love, we need to purify the emotion. Now, we can use Lust for energy, but it isn’t as efficient.”

The Stallion looked at Twilight embarrassed and gave a few quick thrusts before attempting to pull out, but Ovi’s horn lit up and gripped his shaft. “I’m sorry, did I say you could stop?” The Stallion shook his head. “That’s what I thought, now get fucking. I want to feel that Lust.”

The Stallion looked nervously at the Queen, but after her magic gave him a bit of ‘Stimulation’ he gladly continued. “Now where was I?” She tapped her chin. “Ah yes! That is not the only trick we have though, one of my personal favorites is our ability to feed off of the semen of any creature. It doesn’t even have to be in the mouth! So long as it enters our bodies, we can feed on it. It is free physical energy, though we still need emotional energy to keep ourselves going and… Is that honestly the best you can do?” She turned her whole body to face the Stallion. “I’ve had mares fuck me better than this! Come on, show me how you use that meaty little…”

The Stallion grabbed Ovi and lifted her up before dropping her body onto his cock as he thrust it upwards, Ovi grinned maliciously. “Oh come on, you can do better than that.”

The Pegasus began flapping his wings as he pulled Ovi up almost off his tip before slamming her down, using his wings to lift him up. Ovi let out a gasp.

“Oh my, you almost had me startled there.” Ovi joked. “Maybe I should just leave you to the others I’m not sure that you… OH!” The Pegasus repeated the action, lifting himself faster, quickly punching through the cervix and entered the uterus. He grunted as he began slamming his rod through the cervix wall repeatedly. A minute later, Ovi’s eyes snapped open as her horn lit up. The Stallion let out a primal grunt as he began to release burst after Burst of semen, all caught in a magical field, preventing it from entering the uterus. Ovi leaned into the Stallion. “uh uh uh.” Ovi nibbled on his neck. “No Cumming. I’ve got an appointment.” She whispered as the stream of cum was suddenly stemmed, the Pegasus’ eyes widened as the pressure within his cock increased.

Ovi whistled as the Changeling that had showed the Pegasus in flew over. “Show him a good time.” She said as she pulled off of the Pegasus’ Cock, holding the magical ball of Seed above the Stallions tip. The Changeling smiled as the Queen left the cock open, she quickly flew down and landed directly on top of the cock, beginning to gyrate her hips.

The Pegasus could feel his testicles still making semen to pump into the new Womb, but being refused by the Unicorn standing a few feet away, her horn still lit up as she watched the Changeling getting prepared. “And…”

Ovi’s horn stopped glowing, and the flood was released, the Pegasus jolted his hips forward and pierced through the Changelings cervix, making the Changeling gasp as its empty womb was suddenly filled quickly by the firehouse of seed. “O-Oh Ovi!” The Changeling shouted. Giving a lewd moan of ecstasy as her womb was filled with warm seed. The feeling alone making the Changeling’s wings flare open. She raised her hips slightly and slammed back down onto the Stallion as another burst entered her womb. “This feels amazing!” The Changeling cried.

Ovi walked behind the Stallion and began nibbling at his feathers. “I warmed him up a bit for you…” Ovi said as she preened the Pegasus’ feathers, each feather she finished releasing a shiver that transferred into a thrust by his cock.

“Yes. Yes! Fill me!” The Changeling shouted, feeling her womb filled to the brim. “Make me your Whore!” The Stallion bucked his hips, releasing another few streams of Semen, causing the Changeling’s stomach to grow with each thrust.

Ovi giggled. “A mighty well endowed one here.” The Changeling on top of the Stallion had its tongue hanging out of her mouth. The Stallion felt his balls churning to make more semen for the Changeling, but only managed to get a few more measly squirts before falling flat, his member twitching slightly. The Changeling on top fell to the side, the Stallion’s cock still lodged in her Vagina, which was now leaking both semen and the Changeling’s juices.

Ovi smiled at the two of them. “Oh… I do enjoy sharing the fun~” She said in a singsong voice.

Another few Changelings entered into the room, they looked bigger than the others. “You two. Take these two to a spare bed, and do try to keep them intertwined.”

The Two Changelings nodded and walked over, their horns lighting up as they lifted the two of them up and carried them out.

Ovi looked over at Twilight, who was now sealed in a bubble, her eyes closed as she scribbled down on her notebook. Ovi rolled her eyes and walked over creating a large pin with her magic that punctured the bubble.

Twilight jerked up as the bubble exploded. Ovi smiled. “So… Where was I again?” She rubbed her head. “Ah! Right, Semen. Now, while we can feed off of it like physical food, we still need emotional energy, but the good thing about Cum, is the fact that it can store Lust really well, so all you need is a jug full of a Stallion’s cum or a Mare’s juices and you’ll be good.”

Twilight nodded and wrote down the rest of the notes. Ovi walked over to a small cabinet and opened it, pulling out a candle and using her horn to light it.

Twilight only now realized exactly how strong the Musk was in the room, it overpowered everything else within the room. Ovi took the candle and walked over towards the bed, placing it down, the orange flame shifted to a bright red as the overpowering smell of musk slowly dispersed. Twilight looked down at the Candle to see it pooling a black tar like substance at the bottom, as the smell of musk vanished; Ovi picked up the candle and snapped off the blackened section. “Whew!” She said. “That was getting a little strong, even for me.”

Twilight blinked and then scribbled down on her notepad. “So… Uh…” She coughed. “How does your Hive benefit Equestria?”

Ovi tapped her chin. “Well, we help release stress, can help relieve relationship based tension… A good roll in the hay does wonders.” Ovi tapped her chin. “We handled the rules in between Hives about sexual reproduction with Ponies…”

Twilight gasped.

“I know, Scandalous.” Ovi said, with a huff and flip of her mane before letting out a giggle. “In all seriousness, it is fairly common, sometimes Changelings just want to have a baby with a pony, of course there’s any number of factors we need to consider, how much Changeling should be in the baby? How much Pony? And of that, what traits? It is a very complex arrangement. My Hive is only responsible for the reproduction, it is up to Chrysalis to get everything else sorted out.”

Twilight wrote that down quickly. “So… Before your next client comes in…”

“Clients,” Ovi corrected. “From what I heard they agreed to a whole plethora of fun-filling activities.”

“You mean fun-filled right?” Twilight asked.

“What fun would it be if I was already filled?” Ovi replied.

Twilight blinked before blushing, “Oh… Uh… Right…” She cleared her throat. “So… How does your naming system work?”

“Ah… Yes…” Ovi replied. “Well, all of my Changelings are unnamed Drones. A majority of them are harvesters that all serve towards the help of the Hive. So that the creation of naming seemed rather pointless. Now, each and every Changeling is unique, skilled at something different. Now that doesn’t warrant a name, they all have their own preferred pony disguise or other race they like the most, and they get to have sex if they like. Now, there are three levels of skill with us: Newbie, Standard, and Named. Now Newbie is for those who could be classified under ‘Virgin’ skill level. A bit rough, and inexperienced. Standard, which means that they can give you a good time, but only really in one field, and usually only one at a time. They are a bit more skilled than Newbie’s, but the named Changelings are where it gets interesting. Now Named Changelings, they are the cream of the crop and can do anything your perverted mind can come up with.”

Ovi put out the candle and put it away. “Now, the Named Changelings are all highly skilled and willing, but there are a few other reasons I name Changelings. My boys for instance, they get named after they do something extremely useful, say… get hit by a magic blast intended for me, than I give them a name.” She looked over her stock of other candles. “Need more of those…” She shook her head.

“Anyway, my daughter is the exception. She is my daughter, which automatically makes her worthy of a name.”

Twilight wrote that down. “So… Cytes told me that she had an ancestor that was High Queen, did you happen to…?”

She didn’t even get the rest of the question out before Ovi was laughing. “You… You think that…” She let out a string of laughs. When she was better, she wiped a tear from her eye and looked at Twilight. “That was a good one. A Lust Queen leading all of Equestria.” She chuckled. “Oh… That was a good one.”

Twilight blushed a little. “R-Right… Uh…”

There was a knock on the door. “Come in.”

When the door opened, there was a Changeling leading a group of five Stallions into the room one of them was an Earth Pony, two were Pegasus, and the other two were Unicorns. “Queen Ovi, the next Clients are here.”

Ovi looked over at the Stallions. “Ooooh…. This should be interesting…” Ovi said. “You all paid 2000 Bits?”

The Changeling nodded. “They gave us all Ten-thousand Bits.”

Ovi grinned. “Well then…” She looked over at Twilight. “You are in for a show this time.”

Twilight blushed again. “Uh… Y-yeah…”

“So… Would you boys like anything special?”

“Well,” The Earth pony stepped forward. “My friends want to be sure that you are as good as we’ve heard.”

She walked up to the Earth Pony. Her tail flagged up. “So… would you like to try my…” She turned, ensuring that he could see her flank, her tail working its way to his underbelly and rubbed him. “Skills?”

“I would, and so would my feathered friend here.” He motioned to a dark blue Pegasus. “We want to test it out.”

“Well then…” Ovi said, walking up to the two of them. “Why don’t we get started big boys?” Ovi walked over to the bed. “Let me see what I can do for your… Little friends…”

The Earth Pony stepped forward first, and Ovi lit up her horn, making him stop. “Oh… Looks like someone’s being a little shy…” Ovi said sadly. “Well,” She hopped back down, flagging her tail. “Let me see what I can do about that…”

She walked up to the Stallion and killed the light on her horn, she walked next to the stallion and then ducked down to look at the Stallion’s sheath, the small tip of the shaft sticking out only a bit. She smirked and licked her lips, before using her tongue to lick the tiny head. Shortly after she started, the shaft was coming out fully. “Oh… Look who decided to join…” She took her tongue, and wrapped the serpentine tongue around the rod, using the tip to lick the musky balls. The Earth Pony’s length twitched slightly as it began to rise up slowly. Hardening under the pleasure of the Queen’s tongue.

As she looked at the shaft that was slowly growing, she nodded as her tongue began to unwind from his length, coming off with a small flick of the head, bringing a small squirt of pre with her. She turned to the Pegasus. “So… How would you like me to get you up?” She asked, rubbing the side of her body against the stallion, making sure he got a look at her glistening wet folds. “I could use my tongue, my hooves, or even my magic if you like it…”

The Pegasus smirked. “I just saw your tongue, so what about your hooves?”

Ovi smiled. “Very well,” Ovi ducked under the Pegasus, laying flat on her back as she raised her hooves up to his shaft, rubbing it smoothly, giving the sheath a nice light rub, seeing the stubborn stallion refusing to allow his shaft to peek out, she frowned. “Someone doesn’t want to play…” She said with fake disappointment. “Let’s see if the other two boys can convince him?” Ovi moved down a little and began massaging the ball sack, while stroking the sheath. One hoof began fondling the balls, trying to prompt a reaction from the Pegasus. Seeing a small twitch as the rod began to poke out. “Oh… There he is…” Ovi replied.

She looked up at the Pegasus’ eyes. “Well, let me show you why they call me a Queen.” She raised her hoof as an orange flash of fire surrounded it, and a couple holes appeared in the black fur, she winked at him. When she ducked back down, she lowered her hoof to her leaking snatch, getting one of the holes lubricated as she raised it up to the small rod; she put the shaft through one of the holes, and caused the hole to shrink down, lightly squeezing the cock. Then she began to run it up and down the shaft, her other hoof still fondling the Stallion’s balls she smirked as she heard a low moan from the Pegasus. “Enjoying yourself?”

The Pegasus responded with another low moan. Ovi snickered as she cast her eyes towards the Earth Pony, noticing his shaft was shrinking. Her horn lit up and surrounded the cock, stimulating it with small magical strokes and clenches. “I’m not going to let you go limp on me.” She said in a singsong voice.

A few seconds later, Ovi looked at both of the Stallion’s rods, seeing them nice and hard. “Well, I think you boys are ready for the main event.” Ovi pulled her hoof off of the slightly twitching shaft, covered in pre. She looked at the shaft with a glint in her eye. “Looks like you’re first.” Ovi said, bringing her lips up to the tip. She licked the pre off the top of the shaft and heard the grunt from the Pegasus as her tongue worked its way over the opening.

After feeling the slight shiver from the Stallion, she opened her mouth and put the shaft into her mouth, allowing her tongue to work its way around the cock, stroking it while she suckled on the shaft. “Oh fuck…”

Just as she started, she felt the Pegasus jut his hips forward, jamming the cock to the back of her throat before letting out a blast of cum. Ovi felt the semen fill her throat as she swallowed, letting the cum fall into her stomach. She giggled, stimulating the stallion’s cock again as he bucked again. This time though, Ovi wasn’t left with just the one Stallion, the Earth Pony worked his way behind the Mare, and had positioned himself over her. Lining up his cock with the labia, glistening in anticipation.

Ovi shook her flank teasingly, throwing off his aim a little, but eventually allowing him slide in a little. She let out another Giggle as she began to pull her mouth off the Stallion cock. “You want a standard, or the Royal?”

“Give me everything you’ve got.” The Earth Pony replied.

Ovi giggled. “You asked for it.” She quickly replaced the cock in her mouth, beginning to bob back and forth, feeling both rods pierce her separately as she moved back and forth. Unknown to her in her current position, both Stallions nodded at each other and they lowered their front hooves to grab the two legs closest to them. The movement at first surprised Ovi, but when she realized what they were thinking, she decided to help them. Her horn lit up as she cut weight off of her disguise, allowing the two Stallions to lift her off the ground easily and continue to ram their shafts into her. She felt both of the Stallions reaching a climax but one was lagging behind, her tongue snaked its way down the Pegasus’ shaft and began to flick at his balls, spurring the creation of more of the semen that would be shot into the Mare’s mouth.

Ovi timed it perfectly, both Stallions jerked their hips forward, the Pegasus’ cock sliding down Ovi’s throat while the Earth Pony pierced through the cervix and both let loose a blast of semen, Ovi moaned as the salty substance was shot into both her stomach and her womb. The two Stallions continued to thrust into their respective holes before one of the Unicorns walked forward, unable to wait any longer. The Earth Pony and Pegasus smiled and pulled out of Ovi, only long enough to flip her around, so her back would be facing the ground. The Unicorn slid underneath them, lining his member with the second hind opening. Ovi looked down at him. “I haven’t used that hole in a little while. This will be interesting…”

Both of the original Stallions went back to their fucking, each of the two entering her from behind alternating so that she always had a full cock inside her rump, her magically tight ass making the Unicorn Stallion reach climax rather quickly, much to Ovi’s pleasure. Soon, the Unicorn had shot a stream of his own semen into her rectum, causing the Queen to curl her back as the Pegasus came in her mouth for the third time. She moaned at the amount of Lust and Semen she was being filled with, the Lust beginning to fill her mind. Greedily, her eyes shot over to the last two Stallions, her horn lit up as she dragged them closer to her. Her horn stopped the Pegasus from bucking her as she pulled the dick out with a wet pop.

“You two are next.” She said, her eyes glowing bright, her horn lit up as she focused on the Pegasus, in a flash of orange light, he was on the other side of Ovi. Her body began to grow out as her disguise vanished, being replaced with the Changeling Queen. She began buzzing her wings as her magic pried the Pegasus’ hooves off her front legs, she then extended the hooves and planted two of the Holes over the Stallions’ cocks, she began to slide the Rods through the Holes before her magic gripped the Pegasus holding her head. “You aren’t done.” She pulled the Pegasus’ cock back into her mouth.

Now unrestrained by her pony disguise, and filled with Lust from her five lovers, she began to use everything her body could to coax as much semen and lust from the Stallions as possible. Her fangs grew out and stopped the Cock from leaving her mouth, with each small click against the fangs, the Pegasus’ member twitched. The Earth Pony’s member was being pleased by a million small fingers massaging the cock, and as he lurched his hips forward, Ovi forced him to push further, causing his balls to fall into the magically widened cavity, his words reduced to lewd moans and grunts as his balls and cock were given the same treatment.

The Unicorn currently lodged in her ass found his shaft clamped down on, as a rather strange event happened for him, Ovi’s glowing eyes glanced down at him and she giggled with the Cock lodged in her throat. “Dirty boy…” Ovi pushed the three Stallions out of her as she flipped herself over, never missing a beat with the two Stallions getting a hoofjob from her. She quickly pulled all three Stallions back into her holes, looking down at the Unicorn now lodged in her Vagina. “I suppose if it is what you want?”

The Unicorn looked between Ovi’s hind legs, seeing a flash of orange fire as a Pair of balls was placed there, a few seconds later, the balls gave way to a long shaft, Ovi thrust the new cock down towards the Unicorn, feeling it enter his mouth, he gagged at first by the sudden entrant, but quickly a squirt of pre was shot down his throat and he relaxed, happily sucking on the cock offered to him. The room was filled with the lewd moans of every member as they were pleasured, much to Twilight’s dismay…

Despite how much Twilight wished it wouldn’t, her own folds were feeling rather moist, she clamped her hind legs tightly, trying to force them to close her folds and stop her winking clit. She wasn’t sure whether it was the musk, the pheromones being released by Ovi, some want to be pleased like that, or some weird mixture of all three, but she was very aroused.

Ovi was very aware of the arousal of the Unicorn, the scent of a virgin touching her nose, a virgin Mare no less, which meant that either one of these Stallions was in denial, or Twilight was wet. She grinned slightly as she continued to milk the Stallions. Smiling inwardly, Ovi’s horn lit up as all five cocks were now being assaulted by a magical fondle along with what her body was already doing.

The added Stimulation did exactly what she wanted it to, Charging her horn, she warped the Pegasus she was giving a Hoofjob to in front of her, opening her mouth wide while Teleporting the Unicorn to her rear, opening her folds wide for him. Both stallions wasted no time in adding their cocks to the already filled Queen. Ovi’s horn lit up once more as she grabbed all five sets of balls and began to massage them, this final stimulation caused all five Stallions to jerk their hips forward, all firing off their loads into the Changeling Queen, in response, Ovi shot her hips forward into the Unicorn below her, firing a stream of white cream into his mouth.

Ovi’s labia slammed shut around the two intruding cocks, her Vaginal walls working their ways furiously to satiate both Stallions, the same could be said of her mouth, as her tongue wrapped around both shafts and was adding pressure to just the right sections in order to get the most semen from the Stallions. Her anal passage was soon filled with the white cream, she let out a loud lewd moan, her body unable to cope with the enormous amount of Lust filling the air, her entire body working to milk the Stallions as much as possible as she reach a point she hadn’t in a long time.

Ovi let out a loud gasp as she not only released semen, but her snatch sprayed a transparent lubricant over the two cocks lodged inside, she shot her hips forward, causing the stallion below her to gag, sending a shiver up her spine that only caused her to pull back and buck harder, a feeling that was reciprocated by every Stallion around her. Her pouch and stomach were unable to hold the pure sea of cum that was invading her body and both began to stretch, which began to show on the carapace, her midsection growing slowly, passing the point of her first expansion in no time at all.

Ovi’s hips let loose another buck into the Stallion below her, causing a final spurt of cum to fire off down the Stallion’s throat. The feeling was reciprocated; all of the Stallions shot their hips forward once more as they released another burst of seed, causing Ovi’s stomach to gurgle. The Stallions holding her up finally ran out of energy to do so, and fell to the ground, causing Ovi to collapse onto the Stallion below her. Her hips jerked forward once more, firing off a small bit of semen before an orange flame surrounded her pseudo-penis as it disappeared.

Ovi’s horn glowed as she soaked up the afterglow, smiling giddily as she did. She kept this giddy expression and feeling until she heard a gurgle in her bloated stomach and felt a rising sensation from within it. She groaned as she rolled herself over onto her hooves and stood up, feeling her cheeks puff up as her head lurched forward, launching orange liquid across the floor. She groaned as she felt a second rising and lurched forward as her stomach ejected more orange liquid that splattered over one of the Stallions.

She shook away a light headache that was forming as her Lust levels evened out. Once the headache abated, she took a deep breath and patted her bloated stomach, hearing the slosh that arose from it. She then look down towards the Unicorn lying on the ground, his stomach seemed a bit bloated as well. Ovi grinned as she felt her own bloated form. “Ah…” She smacked her lips. “You don’t know what you are missing, Twilight.” Ovi said as she pulled a long robe from the closet, wrapping it around her body. She turned to the Lavender Unicorn, who was now blushing profusely. “There’s no feeling better than getting filled to the brim and…” She burped. “Oh… Celestia… I need to go drop off this new catch before I burst!”

Ovi tried to move, but a loud gurgle caused her to sit down and rub her stomach. “Oh… Wow… Been a while since I was this full…” She let out a breath. “Well! I gotta get these five to the recovery room.”

Twilight looked over at her. “What do you mean by… EEP!” She saw Ovi’s horn light up as the small puddle of her juices was pulled out of the chair, floating over to Ovi. Ovi opened her mouth, as the ball was draw towards her, she stabbed into it with her fangs as she drained the ball. Her stomach gave a low gurgle as Ovi smacked her lips. “I was right.” She said. “You’re a virgin~.”

Twilight blushed. “S-So?”

Ovi swished the liquid around a bit. “Twenty-five… Virgin…Blood type A+… Good fertility… No STD’s… Why haven’t you been fucked yet?”

Twilight’s blush brightened. “Well… Uh…”

“Come on Miss Sparkle, you need to…” Her stomach growled. “Ugh… Come on…” She tapped her hoof against the ground impatiently. “I swear… If that…” A few Changelings entered the room. “’Bout time! What took you?”

What looked to be the only male Changeling stepped forward. “We are sorry, my Queen, but we had to retrieve one of them from a bondage web.”

Ovi glared at the Changeling they were speaking about. How she knew which one it was, Twilight wasn’t sure, but the Changeling she glared at cringed back. “I…I’ll just get the bloated one…” She said running over to the Unicorn and grabbing him.

Ovi glared at her until she left the room. “Make sure that the unicorn has at least… One male. He seems to enjoy it.” She stood up. “Now, all of you are to move them. I need to get…” Her stomach rumbled. “Fuck! I need to go! Twilight, you want to come?”

Twilight nodded. “Great! Let’s go!” Ovi grabbed Twilight in her magic and began to rush down the halls. Twilight didn’t even get to catch any of the lewd moans before they were both hurtling down the stairway. When they stopped Twilight was deposited in front of a door. Ovi was doing the same dance she expected Pinkie to do when she needed to pee. “So Twilight you want to see how we handle emotions and cum?”

“Not really…”

“Too bad!” Ovi shouted. Her horn lit up as the keyhole disappeared and the door opened, giving way to the room beyond. Inside the room were a number of clear crystal blocks, all seemingly made from what looked like buckets. And given the bucket in the middle of the room, that was a pretty good assumption. Ovi’s stomach lurched as she ran up to the Bucket, vomiting directly into it, her wings shooting out as her stomach emptied its contents.

After the first few heaves, she wiped an orange liquid from her lips and lit up her horn, turning the bucket over and pulling it up, leaving a crystal in the shape of the bucket. Ovi groaned. “Oh… I hate this part…”

Her cheeks puffed up again as she launched another wave of the orange liquid into the bucket. She continued to fill up and empty the buckets easily until she got to the sixth bucket.

She dry heaved a few times, before lurching as a small amount of orange liquid came out, she heaved a few more times before groaning. “Come on…” Her horn lit up as she lurched forward and shot out a stream of light orange, slow moving liquid, Twilight looked down at Ovi’s stomach, seeing it gurgle and her carapace constrict around her bloated stomach. A small trickle of white seed working its way down Ovi’s leg.

She lurched a few more times as the bucket filled up with the lightly orange tinted cum. When she finished, there was a small string of cum hanging off one of her fangs; She flicked her head as the small string landed in her mouth as she slurped up the small rope like a noodle. Then she groaned. “I think you made that worse…”

Twilight blushed and blinked. “What?”

“Well, you added your own lust into the air. I absorbed it, so I had to use some spare semen to help fill the bucket.” Ovi replied, poking her sloshing stomach. She sighed. “Wow… They filled me up really well…” She smiled. “Though I have to thank you.”

Twilight blinked. “Why?”

“Well, been a while since I had six ponies giving me lust at once.” She tapped her chin. “Now I need to repay the favor…”

Twilight’s ears pinned against her head. “Oh no… You don’t have to do that…”

Ovi smiled as she began to walk towards Twilight, swinging her hips as she did. “Don’t be ridiculous.” Ovi replied. “I simply cannot leave you without some form of… compensation.”

Twilight began to back up. She gave a nervous chuckle. “Uh… You… You don’t need to your highness…” She reached up to the door, but Ovi’s horn lit up and slammed it closed as it surrounded Twilight.

“Don’t be ridiculous… I promise you’ll enjoy it…” Ovi ran her hoof under Twilight’s chin, but before Twilight could reply, Ovi grabbed her and pulled her into a kiss.

Twilight’s eyes widened as the Queen pulled her in, but quickly a small amount of liquid entered her mouth, all at once, Twilight felt like she enjoyed the sensation she was getting, and she felt herself collapse to the ground.

She looked up towards the Changeling Queen that wiped her mouth, an orange liquid dripping out. She leaned down to Twilight. “I hope you’re ready~” She sang. “Because this one is on the house.” She leaned back down and looked Twilight in the eyes as her horn lit up and her eyes began to flash bright orange.

Twilight’s vision was replaced by black as she heard the Queen humming happily.

Author's Note

Originally written as a single Chapter, this has been cut into multiple Chapters so that it might be easier to read and less terrifyingly huge :twilightsheepish: Hopefully it helps.

The Dungeons of The Hive

When Twilight began to stir, the first thing she noticed was she wasn’t on the ground. The second thing was that her mouth was being held open, and something was placed in it.

The instant she realized that, she tried to let out a scream, but it only came out as a muffled yell. She looked around where she woke up, seeing herself positioned on a bed, her hooves spread out and attached to each of the four bedposts by lengths of rope.

She tried to activate her magic, but felt nothing. She looked up towards her horn, seeing a silver band laced across it, a single orange gem placed in it; it was placed on the base of her horn. Her eyes widened as she looked back down towards her hind legs, which were both spread out, exposing her clit to the world. Her tail was braided the full way down.

As her vision cleared she looked over to the side and her eyes widened. Lying on a metal table, not too far from the bed, were a large number of sex toys. Twilight groaned as she looked at the number of toys. It was then she noticed a bit of movement to the side.

A Changeling popped up next to her, smiling seductively as it ran its hoof over Twilight’s chest. “Oh… Look who’s awake…”

Twilight tried to squirm away from the Changeling, but the ropes stopped her from moving.

“Oh… Don’t be so resistant,” The Changeling nibbled on her ear, “I’m only here to show you a good time…”

Twilight continued to squirm. “Oh… The Queen was right.” The Changeling said. “You are so wound up… No wonder she had to bring you here unconscious.” The Changeling walked down to Twilight’s exposed clit, and Twilight began shaking her head. “Don’t worry… I’m just here for your own…” The Changeling’s horn lit up as Twilight’s fur began to rustle. “Pleasure…”

Twilight stared fearfully down at the Changeling as it walked around the bed to Twilight’s head. The Changeling let Twilight see her tongue for a good few seconds before the Changeling raised itself up and gave her horn a long lick.

Twilight’s spine shivered as the horn was licked, she tried to charge up a spell, but nothing happened.

“Feels good doesn’t it?” The Changeling asked rhetorically.

Twilight felt the protrusion wrapped by the Changeling’s tongue; the Changeling began lightly squeezing the protrusion before letting its tongue flick at the tip sending another shiver down her spine.

Twilight moaned lightly as the Changeling’s tongue was released, but before Twilight could sigh in relief, the Changeling put the entire horn in her mouth. She began to bob up and down on the bone-like protrusion, feeling the magical conduits within the horn attempting to fire off some kind of spell, but the horn ring was keeping the main conduits from firing off any spells.

Twilight moaned through the gag, as the Changeling kept bobbing up and down on the horn, Twilight couldn’t prevent her clit from winking happily at the stimulation. The Changeling looked down to notice it. She pulled off of Twilight’s horn easily, leaving a small amount of saliva on it.

The Changeling looked down at the damp spot on the bed. “Looks like somepony is calling…” The Changeling said, lowering her muzzle down to smell the leaking folds. “Mmm… Somepony’s gonna lose their virginity~” She sang, walking over to the table of toys, humming as she did. Her horn lit up as she grabbed a loop that was attached to a number of spheres, each one growing smaller as it descended away from the loop. “Perfect…”

The Changeling waked back over to Twilight, levitating the beads in her magic, She lowered the beads down to Twilight’s sphincter teasingly hitting Twilight lightly with them. Twilight looked down and began trying to scream again, trying to get anybody to notice her.

The Changeling stopped teasing her and looked up at her. “What’s the matter, hon? You feeling a little antsy? Well, I can fix that in a jiffy.”

Twilight tried to squirm away from the Changeling, trying to make her folds and rectum look less willing, but the Changeling continued to inch closer to her holes. Just as the Changeling was a few centimeters from puncturing her hole, the Changeling pulled the toy away.

Twilight, who had closed her eyes for the last few seconds and was begging not to be punctured anally, opened her eyes to see the Changeling smirking. “Got ya~” The Changeling sang, looking over at a darkened section of the room. “How’d I do, boss?”

Ovi stepped out from the shadows, a smile across her face. “Excellent work, Rosemary.” She said as the Changeling was covered in an orange flame and replaced with a white unicorn mare with a pink and red mane. “Yes!” Rosemary hoofpumped.

Twilight looked at the two of them and tried to ask a question, the gag stopping her from speaking, Ovi’s horn lit up as the ball gag was removed from Twilight’s mouth. “WHAT WAS THAT ABOUT?” She shouted.

Ovi rolled her eyes. “Okay… So maybe I used you a little bit.”

“WHAT IN TARTARUS OVI?”

Ovi sighed. “Okay… So… I may have had a bit more Lust and I wasn’t willing to lose anymore semen to try and get the rest of it out, so I just decided ‘Hey, this Lust originally came from Twilight, so why not give it back?’ And while I did, I figured I would give you a little… Up-close demonstration of our more… Kinky services.”

Twilight glared at Ovi.

“Oh don’t give me that look.” Ovi replied. “I personally instructed Rosemary not to go through with anything more than the Hornjob, without your express permission.”

“Teasing was okay though.” Rosemary replied.

“Oh most certainly.” Ovi said, nodding. “Anything to get my new employees used to their new life.”

Twilight’s glare was replaced by a look of curiosity as she looked at the Unicorn sitting there smiling. “Wait… Employee?”

Ovi nodded. “Young Rosemary here used to be a pony.”

Twilight’s eye twitched. “Wha-what?” She looked down at Rosemary. “Y-you…”

Rosemary’s horn lit up blue as she untied the ropes around Twilight’s hooves. “Yup, I used to be a pony.”

“Wh-what happened?”

Ovi cleared her throat. “I believe that is a discussion for later.” She said. “I am not exactly… Proud to talk about my dealings with the darker sides of the law.” She sighed. “Rosemary, feel free to use any of the Pleasure Drones if you like. Should I need you, I will ask.”

The Unicorn smiled. “Thank you, Ovi. I’m going to get a little more practice in.”

“Go right ahead.” Ovi replied. The Unicorn walked out of the room. Flicking her tail a bit as she left. “Rosemary is a good Pony, she loves her some foreplay.”

Twilight climbed off the bed as Ovi’s horn lit up and removed the ring from Twilight. “So… Why did you do this?”

Ovi rolled her eyes. “Come now, Twilight. You are a beautiful mare, nice viscosity in your juices…” Twilight coughed nervously. “I merely wanted to show you a little… Fun.”

“Through Bondage?” Twilight asked.

“Well, yes… There was no other way that I could ensure you wouldn’t use magic… Well, there was Encasement, but I doubt you would enjoy waking up in a tub of semen with a tube being your only way of breathing.” Twilight reeled back, her face saying it all. “Exactly my point.”

Twilight shook her head. “You… You don’t… Do that right?”

Ovi grinned. “Come, walk with me.” Ovi walked out of the room, her horn lighting up as Twilight’s bags floated over to her.

Twilight followed after her, looking around the dimly lit area. The lewd moans and grunts now being replaced by a few screams and slaps. “Where are we?”

“The Dungeon.” Ovi replied. “Specifically the BDSM section.” A loud scream pierced the air. “There we go…”

Twilight jumped and looked back towards the sound of the scream. “Shouldn’t you help them?”

Ovi scoffed. “Oh please… My Changelings know what they are doing. They are merely doing exactly what the clients want…”

Twilight gave another look back towards the scream before following Ovi. “So… What is the strangest…” Twilight stopped being distracted by a number of cages, each one having a Pony inside, a small cowbell around their necks. Their large udders swinging with every movement, almost to the point where they were dragging along the ground. “What?”

“Milking. A surprisingly popular one…” She waved at the ponies. One of them letting out a ‘Moo’ “Poor dears too… I can’t figure out how to fix their minds…” She shook her head. “What can a Changeling Queen do?”

Twilight watched the four mares as they walked over to a trough and began to eat oats and hay from the long holder. “What happened to them?”

Ovi sighed. “Later… Right now, there is… One section of the Dungeon I think you will find quite… Interesting…”

Twilight looked at Ovi curiously. “What do you mean?”

“Just wait…” Ovi said, turning down one of the hallways. She walked past a sign that showed the area was known as ‘Encasement’. Twilight read the title a few times before following. Ovi led her to a room saying ‘Play Room’

“So this next room is a bit strange…” Ovi admitted. “Apparently… They have something called Rocking Horses in some other regions, they are kind of foals’ toys, but… this is essentially making them for… The more interesting types…”

Ovi pushed open the door, motioning for Twilight to enter. Twilight looked in to see a number of Ponies standing on two crescent shaped pieces of metal, their hooves attached to the metal by what looked like a latex covering that worked just above their knees, making it impossible to bend. A saddle was placed on their backs, while a tight rope attached to the neck forcefully flagged their tails. If they had wings, their saddle had long straps keeping the feathered appendages attached. By their heads, two windbreakers were placed on the side of their face keeping their peripheral vision miniscule. A variety of gags placed into their mouths, ranging from reins to simple tape, a collar around their neck was attached to a rope that was tied against a railing.

Twilight blinked at the sight, but looked around to see a few empty ‘Toys’ a Changeling standing next to each one, one of the Changelings was busily riding a pony wearing one of the suits, a butt plug and dildo held in a magical orange light, each time the mare’s body rocked, the Changeling would forcefully push the plugs into her more, causing muffled yells and lewd moans to pierce the room.

Twilight’s face lit up. “Well I’ve seen enough.” She said quickly, backing out of the room.

Ovi quickly closed the door and walked down the hall. “Now we come to this one…” Ovi pushed the door open, showing a few Changelings looking up at Changeling pods, each one containing a pony and Changeling, through the orange membrane, the two could be seen fucking one another, a few of the orange pods held a bit of white floating in it.

One of the Changelings looked at a watch and flew up to the pod, prying off the top of the cocoon as the two inside reached climax, the orange fluid drained onto the drain covered floor, the two collapsing to the ground, the Changeling’s face replete with lust as its tongue lolled out of its mouth with the Stallion making slow grunts, jutting into the Changeling. Ovi closed the door.

“Next up is Mummification.” Ovi said.

Twilight blinked. “Wait… If you do that… won’t they die?”

Ovi shrugged. “Some like it, I think we’ve only used this room… four times.” She pushed open the door, showing the practically empty room, a Sarcophagus shaped cage placed in the middle of the room. There were no Changelings waiting in here, most likely moving to the more profitable fetish rooms.

“And… That’s all the Encasement I’m willing to show you.” Ovi said as she closed the door. “There are more rooms for you to see.”

Twilight took out her notebook and wrote on them. “This place seems a lot different than the rest of the Brothel. Why is that?”

Ovi sighed. “Later… That’s at the end…” She began leading the Unicorn back down the halls, heading down another hallway, Twilight looked at the name ‘Unusual requests’

“Define ‘Unusual’.” Twilight said.

Ovi pushed open one of the doors, an orange membrane stopping them from entering. Ovi simply pointed into the room.

Twilight looked in, seeing a mare being held up by what seemed to be a giant octopus, a tentacle entering into the Mare’s mouth while another two rubbed at her rectum and clit. The Tentacles stopped rubbing as one of the two behind her pierced her glistening folds while the other entered the rectum, the Mare seemed to jerk as the tentacle was covered in a slimy solution, a little ways away, another mare was being lifted up by slightly transparent tentacles that seemed to be pouring themselves into her openings, her stomach expanding quickly. Ovi closed the door, walked across the hall, and opened another one.

Twilight looked in to see a Stallion with his head jammed into a Changeling's cunt, the Changeling flipped around and pulled the Stallion's cock up to her mouth, her tongue snaking out and entering the penis, the Stallion then thrust the cock right into the Changeling as he continued to eat her out.

Ovi closed the door and walked to the next door, showing Twilight the name. “Mirror Fuck?”

Ovi nodded. “Some ponies just want to fuck themselves.” Ovi pushed open the door, sure enough, there were a few ponies inside the room, each getting fucked or fucking a Changeling that looked exactly like them, the Orange membrane in front of the door allowing them to see the Changeling in its natural form.

“Ooookaaaay…” Twilight replied. “I think we should move on…” Twilight looked at her list. “You mentioned that you needed to purify the emotion, what does that entail?”

Ovi tapped her chin, thinking whether she should show Twilight the rest of the rooms, deciding against it, she walked down the hall, pausing only momentarily in front of the more interesting rooms. “Well, the process is rather long, you see, every month, we transport our supplies of Lust back to the hive.” Her horn lit up as a projection of how she described the process was placed in front of Twilight. “From there, we have two options, we can either: Find a family and transform into one member to forcefully inject the lust, hoping it transfers into Love upon seeing a familiar face. Or, we can do it the more complex way.”

“In my Main Hive, we bring the buckets of Lust to a certain subsection of my Hive; the Lust is then liquidated, and allowed to pool in a specific cavern we made for it… Oh perfect timing.” Ovi pushed open a certain door, Twilight looked in to see bathtubs full of Seed. “From there, my Changelings begin to separate the semen from the emotions, then deposit them into the specific chamber, the emotion is separated into Love, and everything else. The cum is then separated into female and male, and placed in its own chamber for later bottling and shipping. The Love on the other hoof is bottled and stored inside the Hive, for transport when needed.”

“Now our Love isn’t quite as pure as that Chrysalis can create… Our Love is still slightly tainted with Lust. But it still tastes like heaven so who gives a fuck?”

Ovi continued to walk. “You were unconscious for quite a while.”

“Really?” Twilight asked.

“Yup, you were out for a couple hours, we had to feed you while you were still out, it was rather interesting to blend up a sandwich…”

Twilight blushed, “Sorry for the inconvenience.”

“Oh don’t worry, if I wasn’t there one of the other Changelings would have mounted and rode that virgin pussy.” Ovi thrust her hips for emphasis. “Seriously, you being a virgin is pretty much like broadcasting a beacon saying ‘Please fuck me’.”

“Oh… Well…” Twilight blushed. “Thank you… I think?”

“Don’t mention it.” Ovi replied, smiling. “I don’t take away one’s virginity unless they really want me to.”

Twilight blushed and looked away again. “So… Uh… What was this place before you took over?”

“A front for illegal sex slave trading.” Ovi replied. “I insured that it was ended.”

Twilight blinked. “Well, not that I am not thankful for you ending it… But why did you do that?”

Ovi stopped walking. “Because it disgusted me.”

Twilight blinked, her mind having to comprehend the words the Queen had just said. “It what?”

Ovi sighed. “The Stallions in charge of this sex slave ring, they were greedy, and were little shits. They stole young children from their families so they could use their bodies, satiate their perverted Lust through the means of unwilling youths.” Ovi turned to her. “They raped them, they stole away their virginity, they killed them. A slave ring was created, multiple ones in fact. They did not affect my business at the time; prostitutes in the street still gave plenty of Lust. However it was not until one of my own Changelings was captured in this ring, that it became personal.” She growled. “She was sold into slavery. She was raped mercilessly. My changelings may be able to take a couple fuckings, but we are not invincible. One stallion in particular ruptured her uterus.” Ovi sighed. “She bled out being speared by that son of a bitch.”

“At the time, I had set up a number of brothels in other cities, all under different names of course, but one in particular was attacked by the ring, they took fifty of my Changelings, twenty-five ponies, and a griffon.” Ovi explained. “Me and the Just hive joined up to end the ring. We found them trying to sell the girls to a rich stallion that was into the whole forced prostitution thing. Now imagine his luck when he finds out he has fifty shape shifters.” Ovi sat down on the stone floor. “They had been deprived of food, they couldn’t keep their disguises up… They knew about us… And they exploited it…”

Ovi let out another growl. “They did not sell them all at once, they sold ten to an illegal brothel inside of Canterlot first. Once we knew about it, we hurried there instantly.”

Ovi took a deep breath. “They were starved… They were weakened, and they were beaten…” Ovi’s horn lit up as the projection appeared in front of Twilight.

On the screen, an extremely malnourished Changeling was cowering inside of a cage, a Stallion opening it and walking forward, the Changeling greedily eyed the Stallion’s cock, and instinct took over.

The Changeling jumped on the Stallion, popped his cock into her mouth and began trying to pleasure him, trying to coax out any of the emotion or liquid vital to her health, but she was thrown off, slamming into the cage with a loud crack. The Stallion stood up, grabbing a bat from a table and came back. The Changeling cowered again as the video changed. “They killed them without even knowing it.”

“They were saved for only the richest clients, but those clients refused to cum inside of them, and my Changelings were forced to leave suppression rings on, they had no connection to the emotions, and no cum… The measly food they were given doing so little…”

Ovi shivered. “They resorted to the only thing that could keep them alive…” The projection changed to one of the Changelings with a rather large Stallion, the Changeling lowered her mouth around the rod offered, but bit down hard on it. The Stallion noticed and tried to kick the Changeling off, but her fangs were keeping her invested in the sausage she had, until another pony ran in and smashed the Changeling in the back of the head, causing the weakened carapace to bleed out as she fell to the floor. “There were ten that were sold… Only five made it out…”

Ovi sighed. “That was when it began…” The Projection changed to Ovi walking up to a plain yellow earth pony and bowing. “I asked the High Queen for permission to address it as I saw fit…” Ovi smiled. “She gave it to me.”

The Next image was of Ovi breaking down a door, the Stallion inside startled by the sudden breaking of wood, he glared at the Unicorn, began shouting, but Ovi simply lifted him up and dragged him across the floor of the Brothel, some of the Mares looking out curiously as their boss was dragged into the lower sections of the brothel. Ovi stopped in front of a cage containing the five starved changelings. Her horn lit up as the lock was melted off; she tossed the Stallion into the cage and welded the door shut.

The Stallion scurried to the door, slamming all of his weight against it to try and get out. He swore at Ovi, who glared daggers back as an orange flame surrounded her and she shed her disguise. Her horn lit up as all five Changelings’ suppression rings were torn off.

All five Changelings, now uninhibited looked towards the flame of emotion within their cell. The Stallion continued cursing before turning to see all five of the Changelings glaring at him, their mouths watering and eyes glinting with primal urges. Ovi began to walk away from the cage as the five Changelings jumped on the Stallion, planning to drain him of everything he had.

“That was merely the first one.” Ovi replied. “Me and Acari began to track down these bastards, we used the Shadow Drones, all of them, looking for any source of intel they could get to find these fucks.” Ovi growled. “They tried to take more from my brothel while we were looking.” She smiled. “Though they made a very big mistake…”

The Projection changed. “They sent them when I was still pissed off.” The Projection showed a number of Stallions breaking through the brothel door, only to get covered in an orange Aura and pulled up to her. She glared at them, but that was quickly changed to a malicious grin. “And I still had hungry subjects to feed, so imagine my luck when he sent five big, strong, Unicorn stallions.”

Ovi’s projection carried the five Stallions through the Brothel, bringing them up to her office. Where the five Changelings from before were still rather malnourished and lying against the bottom of a cage, as soon as the five Stallions entered the room, the Changelings looked up at their Queen longingly, silently begging. Ovi opened the cages with her magic before tossing one of the Stallions into each of them. As soon as they were within the cage and dropped to the floor, the Changelings pounced on them, rejecting the idea of foreplay and slamming their hips onto the Stallions.

“As they were busy being ravaged by my Changelings while they tried to draw everything out of them. I managed to get an idea of where they were keeping some of my subjects.”

“They were spread out over five traffickers throughout Equestria, one in Canterlot, one in Manehatten, one in Coltorado, and a few in places I can’t remember right now… I let Acari handle the others.”

“She helped me in the retrieval of my subjects.” Ovi sighed. “The twenty of so that survived anyway… As soon as we got my subjects out, I realized just how bad they were…” Ovi sighed. “They hadn’t been fed in weeks, their minds were broken, and they barely even recognized me…” A tear fell down her face. “After that, the High Queen ordered the ring’s leaders be taken out to stop the spread of knowledge about us.” Ovi smiled. “Something I gladly accepted.”

“I sent letters to each of them, threatening that if they speak of the shape shifters, they would feel pain like they never had before. Needless to say, a few thought I was joking.” She laughed. “Found out about them easily, and made sure they were broken.” The sound of screaming filled the air as the image of a Unicorn showed him clutching his head while writhing around appeared. Ovi standing over him, her horn glowing as she glared down at him. “I used the combined minds of my Hive to torture them, slowly breaking their sanity.” She glared at the projection. “The full force of millions of voices clouding your head is not something many can comprehend. It only takes a few to drive somepony crazy, a hundred to make them forget who they ever were. Thousands? That’s enough to destroy their mind indefinitely.” The Unicorn on the projection stopped wailing and suddenly stopped, his mouth foaming. Ovi’s projection walked away.

“For each and every Brothel I visited, I saw how badly they treated their ‘employees’.” The Projection showed a model of a brothel, but focused on the basement area, where numerous cages were set up. Griffons, ponies, Deer, Minotaurs, and Dogs were all lying helplessly. “They were unfed, given barely enough to survive. Those few Traffickers that listened to my word were rewarded, I gave them a month to clean up their act, or I would do the same to them. Every time I liberated those remaining within the brothel, they were brought to the ring leader.”

She smiled. “And I knew exactly what to do to him… His brothel was made up fully of these slaves, and take a guess where it was located.”

Twilight pointed at the floor.

“Exactly.” Ovi replied. “When I arrived here, I was disgusted by how the women were used, many of them putting no passion into their weak thrusts, many of them forgetting their family from years of being fucked. When I reached his office, I was fuming with rage. It became even worse when I saw who his own personal… pet was…”

Her fangs grew out as the projection appeared again, showing a Changeling weakly groaning from the floor, her eyes were extremely dull and only held a tiny spark of life in them. Her carapace was covered in cracks and bruises, and one of her wings lay crumpled at her side. “I tried to reach out to her… To feel her…” Ovi’s eyes watered. “There was nothing there… There was no mind left…”

Ovi took a deep breath, “That’s what threw me over the edge.”

“You twisted fuck!” Ovi’s projection shouted. “What have you done to her?”

“You mean my little pet here… Oh I wouldn’t worry about her. She isn’t even that good anymore. Then again, who would want to have sex with a bug.”

Ovi looked at the Changeling, then stared daggers at the Unicorn. “You… You… Fucking…PARASITE!” Her mane exploded, burning Orange as her disguise was shattered in an instant. “She is not merely an object for you to stick your dick in you perverted Fuck! She is a living creature! You broke her! She is nothing but a couple of holes to you! Something you can relieve your stress on!” Ovi stomped towards the Unicorn, every step leaving a flaming hoofprint as she walked closer. “I have seen the others! You think of them as nothing but items! A thing to be used until it breaks and then thrown out with the rest!” As she stepped towards the metal desk between her and the Unicorn, the desk began to melt, allowing her to continue to walk towards the Stallion unimpeded.
“THEY are not just objects! THEY are living creatures! How could you possibly use them like this!”

“They are just whores.”

Ovi glared down at him, walking closer to him. “Is that what you think?”

“I’m running a business, you know what does talk? Money. I don’t care where these girls come from, they use their bodies, they make me rich.”

Ovi’s eyes hardened. “Then perhaps you would like to see the other end of the spectrum?” Her horn began lighting up.

“And just what does that…” He looked up at the horn.

“Let’s see how you like being a whore.” She fired a beam at the Stallion, knocking him off his feet and slamming him into the wall. All at once, the beam expanded, encompassing him before hardening into a cocoon around the Stallion. When the beam was cut off, the Stallion fell to the ground, trapped in the transparent chrysalis. He banged on the shell of the container. “What the hell is this thing?”

Ovi walked over and planted her hoof on top of the cocoon. “That will be your home for a few years… While I make you watch what happens to you…” She smirked. “But first… I think it is time for your little ring to be broken.”

“After this I sent a signal to my Changelings waiting outside, they were to burst in and get all the patrons out. They were disguised as Royal Guards, bless them.” Ovi sighed. “now… Onto one of your earlier questions about Rosemary… Once the patrons were all out, my boys round up all the slaves. We managed to get a few of Acari’s dears to come and help out with the next bit…”

On the projection, Ovi walked out, carrying the nearly dead Changeling on her back. “All of you. I require your attention.”

The Girls around her began talking amongst themselves. Asking questions about who this was. “Listen to me… My name is Queen Ovi, and I am here to offer you a deal.” Her horn lit up as the Cocoon holding the Unicorn was pulled from the side room, he slammed his hooves into the front of the cocoon. “Your ‘employer’ is unfit to lead, he has been keeping you malnourished, and has not respected you in the slightest. Now, I give you a choice. I know that many of you were stolen from your families, however, I also realize many of you were taken years and years ago… if you wish it, I can bring you into my Hive.” She nodded at the Royal Guards, who all removed their disguises.

“If you choose to join my Hive, you will have a life of pleasure, where you will have the same life you have become accustomed to, however, I am not as cruel as Someone” she ground her teeth at the Unicorn. “You will be taken care of, you will not be forced to please anyone you do not wish to, and I will take your opinions into account.” Ovi threw the Cocoon back towards her Changelings, who caught it and glared at the Unicorn with a fang filled smile.

“However, I know that many of you wish to return to your homes. So if you wish, my pink-eyed compatriots here will remove your memories of this meeting, and if you would like, of however long you have been here for. Once that is done, you will be found by the local police, and transported home.” The girls murmured amongst themselves. “I await your decision.”

The girls all spoke amongst themselves, trying to decide what to do, the Griffons all speaking in their native screeches, while the Minotaurs all spoke in third person. A majority of the girls decided they wanted to head back home, while a few of those that had been there for well over a few years decided to join Ovi. A single one of the newer girls walked over to Ovi’s side.

“Wouldn’t you like to go home, sweetie?” Ovi asked.

The Pegasus shook her head. “I don’t have anyone else…”

Ovi frowned. “Well, now you have a large family, each one caring about you.” She looked over at the group that decided to leave. “You will all be brought back home. I promise that.”

The Projection closed. “After that, I did exactly what I said. Acari’s drones wiped their memories, and they were found by the police force.” She stood up and stretched her hind legs. “And those that decided to come with me, I gave them three options. They could either allow themselves to be fully converted into a Changeling, I allow them to remain in my custody, with the full memory, or a third option.”

Twilight looked up at the Queen. “What was that?”

Ovi smiled. “I connect them to the Hive mind.” She said. “It is a rather interesting procedure.”

Twilight’s jaw hung open. “H-How do you do that?”

Ovi’s tail came up and rubbed Twilight under the chin. “A girl needs her secrets Twilight~” She pulled her tail back up. “Besides, it’s a safely guarded secret of the Queens, only to be used under dire circumstances. Which means…” She flagged her tail and swayed her hips “Not for Twilights.”

Twilight sighed as she followed Ovi along the halls. “Where are we going now?”

Ovi hummed. “Well… I figured a scientific mind like yourself, you would be interested in meeting with a few of my Pony girls.”

Twilight’s eyes widened. “Wait… You keep them down here?”

Ovi put out a small pout. “Oh… I thought you would realize by now.” She snickered. “Oh… I renovated many of the chambers down here to be nicer, as well as expanding the brothel from its previous size. A lot of these chambers were carved out after I… ‘Acquired’… the rights to the building after the sleaze ball who owned it… Disappeared.”

Twilight sighed. “Well… What happened to him?”

“Oh… Well… Remember when I said he would be a whore?”

Twilight nodded. “Well, I made good on my promise.” The projection was back in front of Twilight, showing a group of changelings flying up to a wall, placing the pod with the Unicorn inside of it against it. The Stallion shouted at the two of them as they shook their heads. Ovi walked up to the pod. “Are you going to calm down?”

“No! You honestly think this thing will hold me? I’ll get out of here and when I do…” Ovi rolled her eyes and slammed her hoof against the pod, causing the Unicorn to shake.

“Listen to me… Nopony knows you are here. Only my Changelings. So… Here is my deal, you stop shouting, and I can make this pleasurable for you. Keep yelling at me, I fill the cocoon with not only what I need to punish you, but I will personally ensure that it tastes like shit… And maybe I will let my Changelings be the first to ‘play’ with you, before I let your body be ravished by the first pony to step in the door.”

The Stallion spat at the cocoon, right where Ovi would be. “Alright, muzzle it is then.” Ovi snorted before spitting through the membrane, connecting with the Stallion’s mouth, silencing him. “Alright, fill the pod!”

A few Changelings flew over; carrying buckets full of orange liquid, tossing it into the membrane. The Stallion let out a muffled question.

“Lust my dear Stallion. That there, is pure Lust, not quite as elegant of a way to handle Conversions, but it is the most fitting, given what you’ve done. It will make you feel empty after the first few days, and then will slowly work to change your body to fit with the Juices.”

Another muffled question.

“Oh Yes…” Ovi said with a smirk. “This young Breeder, to be precise.” A Breeder flew up, exposing her glistening labia. Ovi’s horn lit up as she scooped out some of the juices. “Now… Normally I would just use my magic to help make it quick and painless, and keep it so that the Conversion is done while they are unconscious, but again… You are a bit special.” She looked down at the Breeder. “We are going to need much more than this, darling… You! Come over here and help this breeder moisten up… No I don’t care how! We need a bucket of this stuff before we top off the Cocoon.”

“Of course I didn’t make it a ridiculously long time for him to stay in there. I think it ended up being… a year or two…”

The projection sped up, moving quickly, a few seconds showed the chamber full of pods, to having much fewer pods a few seconds later. Looking at the Stallion in the pod, she watched as the Transformation happened slowly, The Stallion’s member was pulled into his body, his coat changing to black as holes began to form in his legs, his horn shifting to a curve as wings formed in his side, His tail becoming hole filled and black, while his mane fell off of his now black skin. The fangs poked through his lips and his pupils expanded and changed to an orange color.

The Projection slowed down as Ovi came into view. The pod opened and the now Changeling fell to the ground. Ovi simply glared at her as the projection cut off.

“What happened to him… Er… Her?”

“I made her get used to her new body, through only the best way given what I was going to force her to do. I let a couple infertile Breeders fuck her for a few days, with breaks obviously, and then she spent time learning to dominate them, once I was convinced she knew what she was doing, and she could disguise, I made her leave.”

Twilight blinked. “You what?”

Ovi looked back at her. “Well, he saw ponies and who ever else he had in there as nothing but objects, a thing to stick his dick in, so I made her have to see what kind of life it is. She did it too, rather well from what I heard.” Ovi nodded in approval. “I wanted to see what she thought of that life.”

“Well… What happened?”

“That is a story for later.” She replied. “Maybe I’ll let her tell you.” Ovi stopped at the end of the Hallway, where another door was placed, marked ‘Conversion’ “Ah, here we are.”

Ovi pushed open the door. “Girls~”

The room full of Changelings and a few Ponies and Griffons looked up, their eyes instantly turning to Twilight.

“Are we getting another sister?” One of them asked as they looked at Twilight. “I don’t know about this boss… But we can get a pod ready.”

Ovi smiled. “While I am sure our guest would like the opportunity to experience the life of a Changeling through our eyes, I doubt she would want to deal with the rest of the side effects.” Ovi shook her head. “No, I just decided that she should be allowed to come and talk with a few of you.” She looked over the heads of the Changelings. “Where’s Lovebug?”

A Pony replied. “She had to step out, said something about making up for a few mistakes.”

Ovi shook her head. “When will she learn? Regardless, I would like a few of you to speak with Miss Twilight Sparkle here, answer a few of her questions, and don’t be afraid to ask your own, though no getting frisky.” An audible ‘Aww’ could be heard from some of the Changelings. “Yes, I know many of you are disappointed, but I had to make a deal with Celestia, now I need to speak with Lovebug, Have Fun~” Ovi left the room.

Twilight looked out at the Changelings, a few of them going back to what they were doing, a couple looked to be playing poker, instead of chips, they seemed to be using sex toys.

One Changeling walked up to her with a smile. “Hello, and welcome to our little hole in the ground.” She said, motioning to the room, the off-white walls, a number of tables placed throughout the decently sized chamber. Along with poker, some of them seemed to be playing Pool. She saw a couple of couches and chairs set up by a magical fireplace, the wood being magically enchanted so that it couldn’t create smoke, the Changelings sitting in them talking amongst themselves. “My name is Firefly, and I’ll be showing you around our little home.”

Twilight nodded. “So… Where are you from originally?”

“Oh… I was just outside of the capital of Prance, they used a tranq spell on me and I woke up in a crowded box a little later. I lost a lot in that time… My parents died while I was in slavery, so I joined up with Ovi. And I love having a family again.”

“You know you do, Firefly.” A Changeling walked by giving her a little nibble on the neck. “Will I be seeing you later?”

Firefly giggled. “You know you will, Amber…”

Amber winked and walked away, swaying her hips.

“That’s my marefriend.” She replied to Twilight’s unanswered question. “We were on the same ship, and well… It just happened.”

Twilight nodded. “I can understand.” She replied. “Now… How was your conversion?”

“Pretty pleasurable actually.” Firefly replied. “It felt really nice, like a really happy dream you don’t want to end… Though I doubt that’s how everypony feels.”

Twilight nodded and wrote that down. “So, do you feel like your life has improved since joining Ovi?”

“Well… I wouldn’t say that being called 'Whore' and fucked by Stallions, and a few mares, is anywhere near the best life. Though the pay is good… I still kind of wish that I wasn’t stolen from my life and plonked into this world.” She shook her head. “Though what can you do?”

Twilight continued to write as they talked. “If you had to guess, how many Ponies or Griffons would have been changed?”

Firefly tapped her chin. “Uh…. If I had to make a rough guess, maybe three hundred all around Equestria.”

“Uh-huh… And now… Are you well cared for?”

“Yup!” Firefly replied. “You see, Ovi is nice, our work here is like a job, we get paid to get fucked, and then we can use our revenue however we like.” Her horn it up as a cup floated over and she tried to drink from it, but had trouble keeping the cup still. “I used to be a Pegasus, still getting used to Magic…” She said to Twilight’s unasked question.

“Ah. Well… Out of curiosity, what is the strangest… Service you’ve had to give?”

“Oooo…” Firefly replied. “That is an interesting question… I think the strangest one I’ve ever done, was what we call the ‘Fruit Salad.’ Essentially what it is, is forcefully putting various fruits up a pony’s…”

“OKAY!” Twilight replied. “Thank you. That’s good for now… Uh… Can you show me these conversion pods?”

“Sure thing, just over here.” Firefly began to lead Twilight to the back of the room, heading into a locked door, behind which was a room that reminded Twilight of the Hives, the black on the walls, the pods hanging from the ceiling, a few Changelings lying on the ground.

Twilight looked up at the pod, seeing a number of Ponies resting within the pods, each one a different ways along with the transformation, as she stepped closer, she began to notice how small some of the Changes were, a few of them looked to be finished, but their wings were dwarfed and fangs hadn’t grown out, some of them were only half converted, their fur replaced by Carapace as it slowly darkened. Twilight looked over at a few others, seeing only fangs jutting from their upper lips. “Interesting…” Twilight said. “I wonder if there are any internal differences?”

“Nope.” Firefly replied. “Even if you look at our blood, it would look just like whatever pony we are disguised as, we are no different than anyling else.”

“Strange… Because Shade is…”

“Oh is that the Dragon Conversion?” Firefly asked, her wings opening in surprise. “The one that still has his blood?”

“Uh-huh… But how do you know about it?”

“Oh… You have no idea how much intrigue he stirred up around here, do you know if he still has his dragon cock?”

Twilight looked at her in surprise. “E-excuse me?”

“Does he still have a Dragon cock?” Firefly repeated. “It isn’t that difficult of a question. We just want to know if he has a huge dick. You don’t know how much some of us want to see a Dragon’s dick in action. I bet it’s awesome!”

Twilight twitched and began blushing. “Well… Uh… I uh… I’ll uh… Uh…” She looked down at her hoof. “Oh! Would you look at the time? I really should be going, Celestia wants a full report on my findings in…uh… An hour! Yeah… So I uh…”

Firefly looked at her disappointed. “Aw… I really wanted to ride a dragon dick…”

Twilight coughed. “Yes well I…”

“Firefly…” A sweet sounding old voice said. Causing Firefly to turn and look back at the door. “Are you making your new sister uncomfortable?”

“What? No…” Firefly lied. “I was just asking about…”

“Firefly…” The Voice stepped into the door, showing a Changeling, the carapace under her eyes slightly cracked, her tail very ruffled, and on her flank, was an image of a flaming heart. “Please be honest.”

“I was just asking about that conversion from Chrysalis who…”

The Changeling held up her hoof. “Please, go enjoy yourself Firefly, Ovi wants for me to speak with her, if she will let me.”

Firefly nodded. “Of course, Miss Lovebug.” She said with a bow. “I’m sorry Twilight…”

Twilights blush began to fade as the Changeling walked out of the room. When she was gone, Lovebug looked at Twilight. “Follow me.” Lovebug walked out of the room.

Twilight followed Lovebug out and to another door on the far side of the right of the room, a symbol of the same mark on Lovebug’s flank etched onto the door. She pushed the door open and beckoned Twilight inside. Inside was a large bed on the far side of the office, a desk to the right, and a corkboard with pictures of ponies on it; a few had a large ‘X’ across them. Lovebug walked up to the bed and hopped up, cringing a little as she landed.

“So Miss Sparkle.” Lovebug said, her horn lighting up as she pulled out a folder from her desk. “I know that this will be rather uncomfortable for you, but I promise I am no longer the pony you were shown.”

Twilight closed the door and cocked her head. “What do you mean?”

Lovebug sighed. “Ovi told me she showed you. I hope she was not lying to me…”

Twilight’s eyes widened. “You…”

Lovebug nodded. “I was the Stallion in control of the Slave trade in Los Pegasus.” She sighed. “I used those girls… All for Bits…” She put her head in her hooves. “Celestia… I was a monster…”

Twilight looked at Lovebug. “What was your name before?”

Lovebug chuckled. “You know what… I can’t even remember. It’s been fifty years since I went by that name…” She took a deep breath. “Hard to believe it was only fifty years ago…”

Twilight nodded, and looked at the Changeling. “Can I ask you a question?”

“Go right ahead, that is why I agreed to speak with you after all.”

“Well… Could you tell me what you did once Ovi forced you to leave?”

Lovebug sighed. “Well, once Ovi and her breeders taught me all they needed to, Ovi gave a very simple instruction…”

“Leave?”

“That’s right.” Ovi said. “Get out of my Brothel.”

Lovebug glared up at her. “You can’t do that! I still own this establishment!”

“Or so you think…” Ovi growled. “You see, you apparently went missing, and they found a will, giving the rights to the Brothel to moi. So I own your brothel. Now I am giving you a very simple task.” She lowered her neck to glare at Lovebug. “Get the fuck out of my Brothel before I throw you out.”

“But… I… I can’t go anywhere. How am I supposed to live?”

Ovi stood up fully, pulling a bag out from a nearby cabinet, and tossing it at Lovebug, “Do it how your Girls did it.” Ovi growled. “You need food just as much as you need to be fucked by a Stallion.”

“I Am a Stallion!”

Ovi’s horn lit up as a shiver worked its way up Lovebug’s spine “Really? Because the Vagina and Uterus inside of those Labial Folds say otherwise.” Ovi said. “In that bag is both enough emotion for you to live for a month, as well as a few ‘toys’ to entertain yourself and your clients with.”

“But-But… I won’t ever deprive myself to that lev-AH!” A string of ecstasy shot through her as Ovi’s magic stimulated Lovebug’s G-spot, causing a burst of lubricant to fire from her nethers. She fell to the ground panting.

“You were saying?” Ovi smirked. “Now… You may return here once you learn to appreciate your new life. None of my Changelings will allow you to enter our brothels, and we will ensure that you learn.”

A Changeling looked in to the chamber, but after seeing Lovebug, she let out a small whimper and scurried away. Ovi glanced back at the Changeling before turning her hatred to Lovebug. “Out. Now!” She growled. “And be glad that I did not steal away your mind and leave you a sex crazed fuck toy for my Breeders. Now out!”

“You cannot… Do that…” Lovebug said standing up. “You can’t just treat me like a common whore.”

Ovi’s eyes glowed as a Breeder walked over and grabbed Lovebug. “You are forgetting, that I am your Queen.” She said. “I say jump, you say ‘how high?’ I say fuck, you say ‘How hard?’” She ran her hoof under Lovebug’s stomach. “I tell you to get out of my Brothel. You say ‘right away’.” Her tongue snaked out of her mouth and ran to Lovebug’s ear. “And don’t forget, you are a whore.” Her tongue ran along the inside of Lovebug’s ear. “You will do any deprivative act that is presented to you, not because you want to, but because you have to.” Her tongue retracted. “Now, get out of my Brothel, before I change my mind about forcing you to fuck the first Stallion that enters that door.”

Lovebug glared up at Ovi. “You fucking bitch. I’ll kill y-MMPH!” The Breeder drove his member into Lovebug’s mouth.

“What was that?” Ovi said, raising her hoof to her ear. “It sounded like you said, ‘Fuck me like the little whore I am.’ Now I know you didn’t just say you’d kill me, because then I would have to fill your stomach with eggs until you burst.” The Breeder jammed the cock further into Lovebug’s mouth, causing her eyes to water. “Now, what I think you meant to say was, ‘at once’.”

The Breeder removed his cock. “A-At Once…”

“At once what?” Ovi hissed.

“My Queen…”

Ovi nodded and motioned to the breeder, who got off of Lovebug. “Now, fuck off. And don’t you dare let me catch you revealing yourself to anypony, or both of us will see how long you can survive while being fucked by five Stallions at once.”

Ovi pointed at the door, a pure scowl on her face. “Do not test my patience.” She said.

Lovebug glared up at Ovi, before turning and walking out of the door, opening the bag, she saw it was filled with a variety of sex toys, with a vial of pink liquid and a jar labeled ‘Semen’. Lovebug looked back up at the Brothel. “I’ll show you, you fucking cunt.” She spat on the ground before walking off down the streets.

Lovebug sighed. “I didn’t realize how difficult these girls had it… I spent days inside of Los Pegasus, being fucked by any Stallion that was willing to pay for a roll in the hay. That jar I was given was filled within the first few days…” Lovebug’s horn lit up as a map levitated over. “Then I just followed the same routine, Get fare for a train, move on, fuck Stallions until I had enough money to buy a ticket, then repeat.” Lovebug frowned. “I tried to speak with one of my old buddies in the trading ring… Guess how well that went…”

Twilight looked at her concerned.

“Seven days.” Lovebug said. “For seven days, I was fucked mercilessly by those Stallions, for seven straight days…” She shuddered. “I was their personal whore, their fuck toy… The last day, I thought I was going to die… Before something amazing happened.” She smiled. “I was saved… By Ovi…”

Twilight gasped. “But she hated you…”

“That’s what I thought at first… But she said that the Guards she sent to keep an eye on me had tipped her off about the location, and she was raiding it to get the girls out. She left me be of course, but she got me out…”

Lovebug sighed. “Then… I kept going, staying away from any old friends, anything connecting me to the past, and I began to work faster, getting better at making a Stallion Climax. Then… Two years later… I came back.”

Lovebug, calling herself that after the first few months, walked through the familiar streets of Los Pegasus, as she came to the familiar wooden door, she looked up at the now magically made sign holding the name of the establishment. She raised her hoof and knocked on the door nervously. She stood outside the door, looking around as she waited, debating just running for it. Before she made the devotion to move, the door opened. “How do you take… Oh…” The Stallion said. “You…”

The Stallion began closing the door, but Lovebug shoved her hoof in between the door. “Wait.”

The Stallion re-opened the door and glared.

Lovebug sighed. “I-I’m… Done…”

The Stallion looked over Lovebug before grabbing her and pulling her inside. “The Queen will be with you shortly, Parasite.”

Lovebug cringed when she was called parasite, a primal knowledge knowing it was what she was, but hating being called it… She took a seat in a chair before pulling up her now larger bags in her magic. Her coat the same color as it used to be, but her mane now styled and with orange eyes. She opened the bag to look at the various jars full of semen, the empty jug that used to contain the pink liquid sitting by itself, the well used toys were placed in the bottom of the bag. She shuffled uncomfortably as she looked at the familiar walls, thinking back at what she had done.

The stallion came back over. “The Queen will see you in the Dungeon.” The Stallion pointed to the door that used to lead to where she would keep all of the slaves that weren’t being used, she sighed as she closed her bag and walked over to the door. She opened it and walked down the stairs, traveling through the larger underground, a few Purple-eyed Changelings were looking at blueprints as they wore hard hats. But Lovebug kept walking, reaching the farthest door. She took a deep breath and pushed open the door.

The chamber beyond had a number of Changelings talking amongst themselves, but once she entered, they all stopped, staring at her fearfully. A few shrunk down, beginning to walk away, and one just fainted right there. But the one that got her attention was the Queen, currently standing in front of her, a scowl on her face that proved her disapproval at seeing the Changeling return. Lovebug shrunk down under the disapproving scowl.

“Queen Ovi… I…” She sighed. “I came to apologize…”

Ovi’s face remained the same. “Explain.” She growled.

“I’m… I’m sorry for what I did…” She replied. “I know that I’ve only been living this life for two years… But I…”

“You think I will forgive you.” Ovi stated. “After what you’ve done, two years of prostitution, you think that will make up for the lives you have destroyed?”

“No…” Lovebug replied. “I…I…” Her eyes watered. “I’m sorry my Queen!” She wailed. “I can’t handle this life! You were right; I didn’t know what was happening. Please… I don’t want to do this anymore.” She sobbed. “I’ll do whatever I have to!”

Ovi’s glare remained the same as she lowered herself down to eye-level. She shot her front hoof back, pointing at the Changelings behind her. “Apologize to them first, then we’ll talk.” Ovi’s glare was the only instructions Lovebug needed, she stood back up and wiped her eyes, before walking over to a small group of Changelings, who began to back away from her. One of them stepped forward, glaring at Lovebug.

“Listen… I’m sor-”

The Changeling slapped Lovebug, very hard. “That was for my Sister, you perverted Twat.” She hissed. “You probably don’t even remember her.” She said as Lovebug rubbed her face. “She died choking on cum because you wanted your fucking money. She died because of you. What makes you think you have anything I want to hear?”

Lovebug’s eyes widened as her lips quivered. “I… I‘m sorry… I…”

“She doesn’t get any compensation!” The Changeling shouted. “For all I care, you could go choke on a dick and die! You don’t deserve forgiveness from us…” Her eyes watered. “She was only fifteen…” The Changeling shouted. “You killed her! She had her whole life ahead of her! She wanted to be a chef! But she died choking on a Stallion’s dick!”

Lovebug began to shrink down. “Please… I’m really sorry… Is there anything I can do to make it up to…”

“You can die!” The Changeling shouted, before breaking down and crying. “I’m sorry Apricot! I promised I would protect you!” She sobbed as a few Changelings walked up and tried to comfort her.

Lovebug shuddered, placing her hooves in front of her eyes. “I fucked up… I know I did. I fucked up worse than anypony thought was possible… I know that…”

The Changeling kept sobbing.

“Though know I’m being completely honest, if I could… I would bring her back…”

A Griffon walked up to her. “So what are you going to do to make up for this, you have a huge debt to repay for Ovi not letting us tear you apart.” Her talons scraped against the floor.

“I… I’ll do anything I can.” Lovebug replied. “I promise… I’ll do everything I can.”

Lovebug sighed. “I killed so many…” She said. “It’s hard to believe that was once me…”

Lovebug wiped a small tear that formed. “Anyway… I made up with many of them, and when I talked to Ovi, I offered my services to her.” She motioned to the corkboard. “I gave her everything I had on the dealings of the Slave rings, and she found them and ended them. Though it wasn’t easy to rebuild the trust I had shattered. Ovi only ever talked to me about these rings, then after the first two, she opened up to me, and apologized for the transformation, but I actually enjoy it…”

Twilight wrote down on her pad. “So… Out of curiosity, how painful was your transfor-”

“Oh Celestia! It was the most painful thing I have ever experienced! You have no idea what it feels like to have your penis being eaten away at, as your lungs are flooded with cum. I mean, the fangs grew in slowly and pierced through my bottom lip a few times, but growing Ovaries was the most painful part. You have no idea how sensitive it is, and when your innards are flooded with Lust and semen, it was like shoving a pole up there, I mean, it was insanely sensitive, I’m not sure if it was just because of that Lubricant they used from that one breeder, but I know for sure that I added my own in there a few times…”

Twilight coughed. “Umm… Okay… Well… How old are you?”

“Seventy-five.” Lovebug replied. “Been a Changeling for forty-eight years.”

“You can’t possibly still be a prostitute.” Twilight replied.

“Oh of course not.” Lovebug replied. “I keep track of all the other sisters out there. Make sure they are doing all right, and not starving themselves or others.” Lovebug smiled. “I also help Ovi track down the remaining members of the sex ring.”

“What does she do to them?” Twilight asked.

“Well… Mostly, she just takes down the major leaders, then lets Celestia find the major leader. She then gives all of the girls the choice to join her or wipe their memories… I am curious how she will handle that now Changelings are common knowledge…”

Twilight shrugged. “I’m sure she…” She yawned. “Has a reasonable method… What time is it?”

Lovebug pulled out an alarm clock. “It seems to be ten o’clock.”

Twilight yawned again. “Weird… I shouldn’t be this tired…”

Lovebug frowned and walked over to Twilight. “Look me in the eye, would you?”

Twilight looked in Lovebug’s eyes, seeing her looking deeply into Twilight’s own. “mm… What I thought… Ovi gave you pure Lust didn’t she?”

Twilight nodded.

Lovebug shook her head. “I keep trying to tell her…” She sighed. “Lust causes you to be aroused by the smallest things, yet once it begins to wear off, you feel extremely tired. Something I learned the hard way when I accidentally puked on a Stallion’s cock…” She sighed. “It was amazing sex, yet if I hadn’t pushed him out, I’m fairly certain he would have kept filling me with cum until I burst.”

Twilight blinked. “Ovi puked on a Stallion after she was done in a six-some.”

Lovebug groaned. “Of course she did… I swear, she is an amazing Queen, but she goes overboard sometimes.” She walked back towards the door. “I need to make sure everything is alright, you can use my bed.”

“Oh no. I couldn’t just take it.” Twilight replied. “You probably need it more.”

Lovebug giggled. “No, it’s no trouble Miss Sparkle. I can sleep just fine, this is more for your safety if I’m honest.”

“How so?” Twilight asked.

“The girls out there would just love to mess around with a Unicorn, specifically a virgin. They won’t enter this room. So go right ahead, sleep. When I come back I’ll monitor you to make sure that all the Lust drains from your body.”

“But I need to be on the…” She yawned. “On the train to Ponyville in…”

Lovebug shook her head. “Allow me to help you then.” She walked up to Twilight, and her horn lit up as the room began to fill with a lovely scent. Twilight couldn’t quite get an idea of what the smell was, as she felt her mind beginning to numb. Slowly her mind gave into her body’s commands and fell into a deep sleep.

Author's Note

Learn more about Lovebug's life in the new story: Lovebug's Journey

The Queen's Methods

When Twilight’s mind began to stir, her eyes were the first thing to begin to respond, she opened her eyes, blinking for a moment as she looked at the soft orange light above her. Huh… When did I light a candle?

“Morning Sleepyhead~”

Twilight’s mind, still slightly drugged wasn’t quite realizing the voice at first, but then she picked up on something very important, it wasn’t Spike. Her eyes shot open to see a Changeling stroking the fur on her chest. “Are you feeling better?” The Changeling asked.

“Uh…” Twilight’s mind began working out the details of why this Changeling was stroking her while she was in bed. She then looked around and realized the Changeling wasn’t in her bed; she was in the Changeling’s bed. Her face lit up. “Uh….”

The Changeling smiled and let out a little laugh. “Oh… You should see the look on your face right now.” The Changeling hopped off the bed and began to walk towards the door. “Oh priceless. Now come on dear, you need to eat some breakfast.”

Twilight’s mind returned to its full ability as she recognized the Changeling as Lovebug, and only one thought appeared in her mind. “You Drugged me!”

“I did nothing of the sort.” Lovebug replied. “I merely… Coerced you into sleep… Through medicinal means.”

“Which means you drugged me!” Twilight pointed out.

“Oh please.” Lovebug replied. “It’s not like I took advantage of you or anything, though I must admit, your Lust was rather tasty.”

Twilight blushed again. “So… Breakfast?”

Lovebug nodded and led Twilight out into the main lounge, where a number of Changelings were sitting around, drinking cups of steaming coffee or Lust or whatever it was. “Honestly I’m surprised you got any sleep.” Lovebug said. “I thought for sure you would wake up.”

“Why’s that?” Twilight asked.

“Well…” Lovebug replied. “Turns out we had quite a crowd come through last night, lots of S&M, lots of basic Fucking, the sound would have woken me up. If only so I could get a light snack…”

“Well uh…” Twilight replied. “Guess I’m a pretty heavy sleeper…”

“Or I used too much Somnambula…” Lovebug mumbled. “Anyway, I doubt you would want the Changeling meal, so what do you say I lead you to the upstairs lounge?”

“Alright… Out of curiosity what is…?”

“Bit of Toast covered in lube and Semen with a full cup of Mare milk.”

Twilight reeled back a bit. “Mare milk?”

“Oh yes, what do you think those Cow Ponies are for?” Lovebug blinked. “Celestia… Saying that makes me feel dirty…”

“I meant to ask about them…”

“Oh, they were from a raid on the Neighponese branch, apparently they were beaten and given supplements and Magical spells that made their udders grow and constantly produce Milk. Their minds are shattered; essentially they are… essentially the same as a newborn calf. Only they have huge udders! I mean, a lot of mares who see them get really jealous because they are impossibly large udders and…” She shuddered. “I hate that I know about this…” She sighed. “This place just brings up bad memories…”

“I can believe that… Given what happened.”

“Don’t feel sorry for me.” Lovebug said. “I’ve accepted what happened, and I wouldn’t be here now if it happened any other way.”

“That doesn’t mean I can’t be sorry for you…”

“He doesn’t deserve your sorrow.” Lovebug said. “He was a monster. I’m glad he’s gone…”

Twilight followed Lovebug up from the Dungeon and across the hall where to doors were placed, Lovebug pushed open the doors with her magic to show a number of ponies inside, all eating various foods from hay to fruits, some Changelings were scattered around, talking amongst themselves while eating.

“There you go, Miss Sparkle,” Lovebug said, “here’s the pony foods.” Lovebug said. “So, before you meet with the Queen today, are there any questions you want to ask me first?”

“Well… Nothing really comes to mind… Except one thing…”

“What’s that?”

“Did you ever have a Foal?”

Lovebug paused then smiled. “Yes, yes I did…” She grinned. “My pride and joy… Little Nymph I gave birth too, did the pony way as well. I named her Vita… One of the few things I did right…” A tear rolled down her face. “She’s my everything…”

“Where is she?” Twilight asked.

“She’s in the Hive now, learning to follow in her mother’s place.” She sniffed. “I can’t wait to see her again…”

Twilight smiled. “Well, I hope it goes well for you.”

“Thank you, Twilight… I’ve got to tell the Queen you still want to talk to her.” Lovebug left the room.

Twilight grabbed some food and quickly ate it, looking over the notes she had. Currently, she had a small chart drawn up that was comparing Ovi’s behavior to that of a Mother Dragon. When she was finished with her food, she checked off her list and walked down the halls of the Brothel towards Ovi’s office, pushing it open she noticed the Queen was alone, tossing a small egg into the air, whether it was hers, Twilight wasn’t sure.

“Ah, Miss Sparkle!” Ovi said, catching the egg and placing it on a counter. “Interesting night wasn’t it?”

“I… Don’t know… I was asleep.” Twilight admitted.

Ovi whistled. “Well, I suppose you sleep really heavy. So any last minute Questions for me before you catch the next train?”

Twilight nodded and pulled up her list. “Something I actually wanted to ask, but was waiting for when you weren’t… Well…”

“Swallowing a Stallion’s dick with my vagina?” Ovi offered.

“Yeah… That…” She cleared her throat. “How do Changelings reproduce?”

“Ah… Well… Depends, which Changelings are we talking about?” Ovi replied. “Because there are three ways that a Changeling can reproduce. The first and most obvious is being fucked by a member of the opposite sex and letting him release his semen into your uterus, but before doing that, you have to allow an egg to drop down into your womb.”

“Allow?” Twilight asked.

“Oh yes, my Changelings don’t really enter heat, so instead, we can choose when an egg is dropped into our uterus, allows for us to control our own reproduction. Now from here, all the Changeling needs to do is wait for the little Nymph to develop inside of their Womb enough for them to lay the egg, or if they want, they can wait to do it the Pony way.”

“The second type is what Breeders do.” Ovi said. “Now, as I’m sure you’re aware by now, my Breeders are the main source of reproduction amongst my Hive, and that is because they have the ability to lay Blank eggs. These are eggs that have been fertilized, but did not absorb any of the traits of their parents. This is an important part of every Hive, as if one class dies, all the Queens need to do is use our magic to program in a very specific class. That way, no Class could ever disappear.”

“The Third way is how I breed, and something specific members of my Hive can do.”

“What is it?” Twilight asked.

“Well, you see, I’m sure that Lovebug told you what I told her I would do when she threatened to kill me.” Twilight nodded. “Well, while using my magic to stimulate one’s egg release is fully within my capabilities, doing it with her would have done very little, but I can take eggs from Breeders and implant them into another, provided I have good aim that day.” Ovi coughed. “Well… The next method is…” She tapped her chin. “Actually… Why tell you when I can show you?”

Twilight’s face instantly lit up. “Oh no… You don’t have to do that.”

Ovi’s horn began to glow brightly. “I mean I don’t really need to know and I’m sure that it is private, I don’t think that…”

Ovi’s horn fired off a bright orange Flash.

Ovi paced around her office’s bed, nervously. Where is he…? He was supposed to be here three minutes ago!

Ovi lowered her hoof down below her stomach, reaching down just below her glistening snatch. She pushed lightly against the carapace to feel the solid wall of the egg that was waiting to be fertilized. “Come on… You shouldn’t be taking this long…”

Ovi could feel her vagina becoming more and more sensitive, trying to find the object that should be in there. Her clit began winking rapidly as her folds kept opening and closing, dripping more and more of her lube as she grew less and less patient. Come on… Hurry up… I can feel my…Oh no…

Ovi stopped pacing as she reached back down towards her folds, her hoof hitting a small bulge on the way down, which caused her eyes to widen. “BREEDER!” She fired through the Hive mind, within a few seconds the door was thrust open and the Breeder ran in, quickly slamming the door closed.

“My Queen, I am sorry for the…”

“Yeah. Yeah. Yeah. I don’t care. I need your dick!” Ovi shouted, watching the Changeling walk closer to her, as he walked close enough, Ovi bent down, exposing the welcoming clitoris to the Changeling.

The Breeder walked up to it, taking a deep whiff of his Queen’s scent, the smell itself caused the Changeling’s loins to begin churning, creating all the semen he would need.

Ovi looked back at the Changeling, smelling her clit while she watched his penis, the growing shaft nearly doubling in girth with the added pheromones she was churning out. She looked up at the Changeling’s face, still taking deep whiffs. She looked at his dick again, lustfully wanting that to plug her.

She shot her hips backwards, causing her folds to open wide as it welcomed the Breeder’s muzzle inside.

Ovi groaned in joy. “Yes… Eat me out… Do it…” She said with a moan.

The Changeling complied, opening his mouth to allow his tongue to snake through the sensitive cavity his snout now inhabited, as he lightly ran the tongue along the walls of the cavity, barely touching them, he could feel the Queen’s shudder as the forked tongue lightly pressed against it. Taking another deep smell of his queen’s vag, he took his tongue and ran nearly all the way around the cavity, causing the Queen to moan in pleasure. “Oh yes… Keep going… I need this…” The Changeling pulled his snout out only slightly, the labial folds trying to keep as much of the intruder in as possible, but as he pulled out a little, his tongue worked its way to the Queen’s highly enlarged G-spot.

As the tongue ran up and down the point, Ovi’s hips jerked. “YES! YES! JUST LIKE THAT! I’M YOURS! DO WHATEVER YOU WANT!” She let out a loud ecstatic shriek as the Changeling opened his mouth, catching the flood of lube within his mouth. He swished the liquid around inside of his jaw, cataloging his Queen without knowing it.

“650, Female, Fertility: Excellent, Lust: High, Favored position: Submissive, Heat: High.”

“Quit telling me what I already know!” Ovi shouted. “Give me some of that!” The Changeling pulled his snout out of his Queen’s Pouch, much to the sadness of the organ, the folds seeming to try to keep him by switching up the scent of the Pheromones, making the Changeling’s dick engorge widely.

As soon as he was out of Ovi, She whipped around and kissed him, snaking her tongue out and scooping up her own juices before moving them to her own mouth, the sweet aroma filling her mouth as she remembered her own taste. “Oh Fuck! That tastes good!” She turned around again, slamming her rear onto the Changeling again. “You aren’t done yet.”

The Changeling happily complied, his tongue squirming out again as he licked the inside of Ovi’s vagina, each lick causing a shudder to run down both of them, making the Breeder’s cock engorge slowly. Every time the Breeder made a full loop around the Queen’s cavity, he was rewarded with a burst of her lubricant.

Ovi moaned in Lewd approval. “Yes… Oh god Yes! Deeper! DEEPER!”

The Changeling’s tongue worked its way through Ovi’s vagina, coming up to her Cervix, he gave the wall a long lick, causing the Queen to jut her hips forward. “OH CELESTIA YES! GO IN! DO IT! DO IT DOIT DOIT DOIT DOIT!”

The Changeling grinned at the Lust he was getting from the Queen, before taking his tongue to the Cervix, teasingly licking it a few times, but as he tried to lick it the fifth time, Ovi made it very clear she wasn’t going to mess around. She threw herself backwards, knocking the Changeling off balance and onto the floor, quickly pushed down by the Queen sitting on his face. He took his tongue and poked through the cervix, the Queen let out a yelp as his slithering muscle drew up and gave the back of her uterus a small lick.

“AH!” She squeezed down on the Changelings face, a large blast of Lube splattering over his face and on the floor.

Ovi, looking down between her legs, noticed the huge shaft that had begun twitching, greedily, she grabbed the rod, shoving it into her mouth and began sucking on it. Ovi began to bob he head on the dick, barely managing to fit the whole thing in, but as she ran her mouth across the base to try and stimulate him again, the Cock jerked forward, forcing the balls into Ovi’s mouth. Her eyes widened in shock at just how monstrous of a cock was jammed down her throat, she felt it twitch as it fired off the first volley of semen, a large stream that quickly filled up Ovi’s throat and caused her cheeks to puff, a small dribble running down the shaft in front of her.

Her folds slammed shut again releasing another blast of lubricant over the Changeling. “Yes… More… Cum in me more!”

The Changeling did as he was told; he bucked his hips forward yet again, causing Ovi’s eyes to tear up as she tried to hold the monster of a cock and the firehouse that followed the twitching of the member. She heard the balls churn quickly, stimulated by her pheromones to create semen faster than any other creature could hope to top.

However both of them couldn’t just keep up the sixty-nine position, and Ovi was well aware of it, as her own member was now poking out of its sheath. The Changeling felt the twitch and used his tongue to tap the small egg that would later be filled with his semen. He retracted his tongue giving the Queen's G-spot a final lick as he left her folds.

Ovi stood up, letting the Changeling stand up himself. “Plug it! Give it! Don’t you dare hold back!” Ovi commanded. The Changeling smiled as he looked down at his enormous cock, he rubbed it a little before giving the Queen’s cheeks a few slaps, sending the transparent pre to splatter against her black carapace.

The Breeder began to line up his dick with the glistening folds, dripping wet as they quickly opened and closed, trying to entice his dick to enter her. But as the Breeder drew his hips back, he raised himself up slightly, ramming the cock into Ovi’s rectum.

The Queen let out a scream as a wave of Lubricant splattered against the Changelings balls. “Wh-What a-are y-y-ou D-do-oing… AH!” She screeched as the Changeling pulled his dick almost all the way out before slamming his hip back into the Queen's ass. “OH! Th-That’s The Wr-wrong-g Hole… I need your…” The Queen’s words were replaced by a lewd moan as the Changeling plunged balls deep into the Queen’s ass, his shaft twitching as another volley of cum shot out of it, coating the Queen’s rectum in the milky white substance. Ovi’s tongue lolled out of her head, her mind momentarily broken as the Changeling pulled out, once the Changeling was fully out, Ovi grabbed the bedpost, holding herself up as her magic blinked on, levitating over a box, opening up the box, she pulled out the large plug and held it up to the Changeling.

The Changeling looked at it with a smile, he positioned his cock up to the winking folds, the Queen’s legs were absolutely soaked with lubricant from her many fires. The Changeling looked at the butt plug, then glanced over at the counter, lighting up his horn as he focused on another object there, as it was in position, the Changeling rammed the Butt plug straight into the Queen's ass as he jammed his cock into her snatch.

Ovi reared her head back in a cry of ecstasy, quickly her mouth was filled by a thick dildo, plugging up her body as her legs decided to give out, the two toys being pulled out and put back in causing an overload in her mind when combined with the feeling of her sensitive vagina, the huge cock of the Changeling easily rubbing against her G-Spot.

A few seconds later, her mind came back as her horn lit up and threw both sex toys out, she felt the Changeling’s cock ramming against her cervix, trying to get through. Ovi smiled as she pulled herself forward, before slamming the Cock through her cervix. As the cock burst into her uterus, she squealed and focused on the Changeling’s balls, using her magic to stimulate them, within a few seconds, her Labia clamped down around the huge shaft as it twitched, firing the entire load it had into the Queen. Ovi shrieked as her own climax shot through her, splattering the lubricant over the cock, now lodged inside her, she looked down at her stomach to see it expanding as the Changeling kept pumping.

“YEEESS! FERTILIZE HER! DO NOT PULL OUT!” The Queen shouted, watching as the Changeling pulled out nearly all the way before ramming right back in letting out an extremely high hiss as his dick fired the remainder of its reserves into the Queen. Ovi screamed and began to twitch slightly as her stomach expanded quickly, The Changeling keeping his Queen plugged with his dick, waiting for the okay.

Ovi fell to the side, taking the Changeling with her as she collapsed to the ground, panting heavily. She looked down at her stomach, now easily three times that of what it once was. She took her hoof and ran it across the large bulge, pushing in on it to feel the hard egg membrane. She smiled. “Excellent…” She then moved her hoof down further, hitting the thick rod that had formed. Her smile widened as she looked back at the Changeling, still lodged in her ass. “Your turn…”

Ovi pushed the Changeling out of her cunt, convinced that the egg was fertilized, as soon as the Changeling’s cock was removed, her folds slammed shut, sealing the cum inside.

Ovi’s horn lit up as her stomach began to shrink and she stood up, as if she wasn’t just fucked by a cock four times any stallion’s size. Ovi bent down to the Breeder. “Time for you to be a mother…”

The Breeder looked down in between Ovi’s legs, seeing the objective of the arousal, a large shaft had grown underneath Ovi’s pouch, the head sticking out. The Breeder looked at the Royal ovipositor. He stood up and walked under Ovi, taking his mouth and planting it over the cock, beginning to bob back and forth on it.

Ovi moaned at the new stimulation, as she looked back at the Breeder’s rear, she noticed a lack of a certain liquid. She frowned, then lit up her horn, pulling the butt plug over. “This will never do…” Ovi said, “As strange as it is to say, you need to be aroused faster.” She jammed the Butt plug into the Breeder’s ass, causing his dick to jerk forward as it shot a small amount of sticky white semen across the floor, Ovi’s magic began pulling the Butt plug in and out of the anus, speeding up the stimulation as she felt her own member growing.

The Changeling continued to bob, releasing a low moan as his ass was penetrated; he looked down to see a growing puddle between his legs. With every moan, he felt Ovi’s member twitch slightly.

Ovi smiled as she looked over at the Breeder’s Labia, seeing the opening glistening. She then looked down at her ovipositor, seeing it a decent enough size, but she needed it larger. Her eyes glowed bright orange as her magic surrounded the Breeder’s head, forcefully shoving his head further down her shaft. “That’s good… Good… FUCKING HELL!” Ovi slammed her hips forwards as the tip of her ovipositor opened up, firing a stream of colorless sweet liquid, the Changeling swallowed all of it, allowing it to fall into his stomach.

The Breeder looked up at Ovi. “Yes… It is time.” Ovi pressed her hoof against the hardened egg, seeing the bulge in her stomach becoming hardened.

The Breeder pulled himself off Ovi’s member, turning around and flagging his tail, showing off the winking Clit, just below where the Butt Plug was still jamming in and out. Ovi’s horn lit up as the Butt Plug was removed. She then placed her body over the Changeling, pressing the tip of her organ under the Changeling’s clit. Ovi looked the Changeling in the eye. “You’re going to be a father…”

She lurched her hips forward, quickly sliding through the folds and feeling the unused Vagina, the Changeling moaning as the untouched organ was suddenly stimulated with a large amount of musk and pheromones, his snatch began leaking as a flood of lubricant shot over Ovi’s member. “Oh don’t worry.” She said, looking at the Changeling’s distressed expression. “Once I plant this egg in, you won’t ever need to use this hole again.” She nibbled on his ear. “You’ll be a one time mother, and then a royal father.” Ovi shot her hips forward, easily breaking through the cervix and into the uterus. Ovi looked down at the bulge in her stomach, seeing it move slowly down towards the base of member. “Here she comes~”

The Breeder gulped as the Queen began to pull out, before jamming the cock back through the cervix, Ovi’s mind began to cloud with the amount of pheromones in the room as her egg dropped into the shaft, creating a small bulge all around, followed by a sloshing sound. “There she is~” Ovi said. “A few more seconds…”

The Changeling pulled his hips forward as Ovi pulled hers back, before they pushed them back towards each other, just as the egg reached the Changeling’s Labia.

Both members let out a lewd moan as the Egg passed the folds, the Breeder’s vaginal walls helping pull the egg along with the right muscle contortions. As the Egg worked towards the cervix, The Changeling began to feel a four-pronged force pressing against the inside of his Uterus. Ovi’s member twitched as the prongs connected to the uterus walls. The egg pushed into the uterus easily, causing the Breeder to let out a lewd scream and climax, the egg slowly pushing towards the end of the shaft, but Ovi decided to extend the fun.

As the egg almost left the member, Ovi twitched the Shaft, causing the egg to be pulled back into the shaft and out of the uterus, sparking another lewd moan from the Breeder beneath her, she repeated it a few times before the pressure within her shaft became too much, her ovipositor gingerly placed the royal egg into the Uterus, right before a flood of semi-transparent yellow liquid was shot out of the tip, quickly filling the womb of the Breeder, and making him release a lewd moan as his insides were warmed and pleasured by the liquid. As Ovi bucked a few more times, releasing the last few bursts of liquid, she looked down at the Breeder’s stomach, seeing it expand down to his knees.

Ovi smiled. “Oh… Look at the plump little Breeder…” She said, her tip closing up. “You’re going to make a great mother for my child.” Her shaft, having done its duty to keep her bloodline alive, began to recede.

The Breeder moaned as he turned himself over, feeling his bulging stomach, the rubbing of his hoof feeling absolutely delightful.

Ovi looked down between her legs as the ovipositor left the Changeling, it began receding rapidly, vanishing back into her carapace, only to be revealed should her egg be damaged.

Ovi looked down at the plump Breeder, his tongue lolling out, while he rubbed his stomach. The Queen smiled and sat down, taking her own hoof and rubbing it against the stomach, causing the Breeder to lower his own hoof. “Hush now, Quiet now…” She said quietly, rubbing the Breeder’s stomach, feeling the egg's presence. “Shh…” She said, hearing the primitive mind developed and starting its first pulsing signals. “I’m here…” She whispered rubbing the stomach. “Mommy’s here…”

As Twilight’s eyes and mind were transported back into the present, her mouth hung open in shock, her writing supplies having fallen to the ground as her brain was shorted out by what she just saw and felt, and heard… In fact, it was by far the most disturbing thing she had ever experienced.

Ovi, on the other hoof, was still laying on the bed a smile across her face. “Oh… I remember it so well… I also remember Carrie’s birth; she was such a small little thing… But she was so adorably cute. The first thing she did when out of that Breeder’s womb, was the clutch onto me, she only let go when I was the only one in the room.” She smiled. “She was such a cute Nymph…”

Ovi looked up at the clock. “WHOA!” She said. “I didn’t realize it was that late!” An orange flame surrounded her and she was in her Unicorn disguise. “I need to get you down to the train station or you’ll miss the train.” She looked over at Twilight and didn’t think twice about her state as she walked up and charged her horn. “We’re taking the direct route.”

In a flash of orange light, both of them disappeared and in a second they reappeared on the train. Ovi grabbed a ticket and slid it under Twilight’s hoof. “Well Darling, it has been fun.” She planted a kiss on Twilight’s cheek. “Farewell.” Ovi disappeared in a flash of bright orange light.

Twilight just sat there, her right eye twitching more and more, a few minutes passed before her brain did the only thing it could think of.

“AAAAAAAAAHAHHHHHHHHHHHHHHHHHHHHHHH!!!!!” Twilight screamed, going through her mind to try and think of anything else than what she had just experienced. She looked around the train car for anything but couldn’t think of anything else to do.

She charged up her horn and in a bright pink flash, Twilight looked around the train car. “How did I get here?” She asked herself. The last thing she could recall was walking up to Ovi’s office… and then…

“Ticket please.”

“Huh?” Twilight said shaking her head.

“Ticket.” The tall pony said.

“Oh, right, right, here you are.” Twilight lifted the Ticket under her hoof up to the pony.

“Thank you Ma’am. Enjoy the ride.”

Twilight nodded, she pulled out her writing supplies and looked over them. Flipping through it, once she got to the back of the notepad, she looked at it curiously.

One of the sections she had written out was “Queen Breeding” But the entire page was just covered in a very long ‘AH’. But I never asked about Queen breeding… Didn’t I?

Twilight looked around in her bags and found a present box.

To: Twilight Sparkle

From: The Lust Hive Girls

Twilight looked at the box curiously before opening it up and looking in, inside was a letter on top of a smaller box with a lock, the key placed within the letter.

Dear Twilight,
It’s a shame you couldn’t join us last night. We had a hell of a time. To show our thanks for visiting our little family, the girls all decided to pitch in to get you a little gift, Ovi approved of it as well.

Enjoy your presents,

~Lovebug

Twilight read through the letter, and then looked down at the key and box, she took the box out and unlocked it, opening the container. Inside was a small note, she picked it up and looked under, quickly slamming the lid shut. She blushed bright and raised the note.

Twilight,

I decided that you needed to loosen up a bit, so, I gave you a few of the more popular products. Now despite what Celestia thinks, there is absolutely nothing wrong with a bit of dirty fun, after all, a Butt Plug would easily be more comfortable than the metaphorical pole she has up her ass.

Enjoy,

~ Queen Ovi of the Lust Hive.

Twilight looked over the letter and then reopened the box, looking at the ‘Products’. Inside were a number of different sexual toys, a Ball Gag, a Butt Plug, a Dildo, a set of anal beads, and hoof cuffs.

Twilight looked at the contents, feeling her face heating up by the second, she then slammed the box shut and locked it, placing it back into the container, and placing the key in the bottom of her Saddle Bag. She then raised her notes and supplies and began jotting everything down on a single notebook, ordering the information in alphabetical order based on a number of factors such as main subject, subsection, usefulness, and a longer list of sub factors. She did it mostly to hide her burning red face as she rode the train back to Ponyville.

Author's Note

Well... This was an interesting thing to write.... Soo... I wrote porn... :rainbowderp: This is honestly my first time writing this kind of stuff. So feel free to tell me if I screwed up on anything. Now I have to get writing Pen Pals. This took me far longer than I thought it would.... :twilightsheepish:

I guess that if people really like this... I can try to take a shot at others like it... Maybe...