Total Changeling Domination

by Very Sleepy

False Mothers

Previous Chapter

“Uhhhh…. Sir Pharynx, the scouts have finally located some zebras… and there’s a lot of them,” Chronicle relaid his report to his superior officer hovering in the air far above the Zebrica rainforests once again.

“Yes! YES! Fucking Tartarus! Finally! Fuck!” Pharynx roared, releasing long pent-up frustration. “I’ve been so over playing this dumb game of cat and mouse. Where are they? Where the fuck are they?! By Chrysalis I don’t even care if it’s a zebra stallion at this point! I’ve been dying holding onto this fucking hard-on for hours now, waiting to stick it into some dirty striper holes like I was promised months ago!! I swear, after I’m done using them they aren’t going to be able to walk ever again!”

“Ummmm…. Well…. Uhhhhhhh,” Chronicle now hesitated to speak.

“What?! Clit got your tongue, soldier? Speak up!” Pharynx yelled at him. “Where are the slutty stripers located so we can get this fuck fest going already?!”

“They’re in a hole… sir… six feet below the ground…all dead… Some sort of mass grave. By the looks of things they’ve been there for a few years… and they did not have a pretty exit.”

“..................................................”

Other than the sound of their buzzing wings, the swarm of hovering changelings sat silent for what seemed like an hour. The silence only broke as Tylus keenly noted and spoke, “well, at least it took care of your hard-on problem… sir.”


“M-m-monster! That was a monster! Kituko!” Zuri shrieked back in the empty void that composed the soulscape.

“Please calm down…” Cercus replied solemnly, holding the shaking filly tight in an attempt to comfort her.

“They raped her… They stole her soul and turned her into a child!... That is the nightmare my people have been subjected to for years?! At the mercy of these twisted monsters?!”

“It’s not the end of the world. We can still fix this,” Cercus repeatedly reassured her, though not even knowing if that was true himself. “We still haven’t been caught. We can’t let Ember’s sacrifice for us be in vain.”

“I do not deserve to live…” Zuri was now sobbing uncontrollable, the changeling's words bouncing off of her ineffectively.

Okay. That was officially enough. It was time to resort to a little mind magic.

Using the very skills his mother’s side of the family had taught him, Cercus gently reached into his striped companion’s mind, easing the tremendous stress that had just recently been placed on her psyche. An ungodly unhealthy amount.

*sniff* I’m sorry about your friend, Cercus. She seemed a good companion… and a noble spirit,” Zuri finally spoke as she settled down.

“Ember is so much more than a friend to me,” said the changeling, hugging her even tighter. “And I know she sacrificed herself believing we could fix whatever trouble she got into. So think! What can we do to beat these soullings and free her and all of the zebras from their grasp?”

“I was hoping you would know,” Zuri replied, standing back on her hooves. “You seemed to be more familiar with this type of magic than I.”

“All I know is what my mother taught me. That this breed of changeling specializes in soul manipulation. Once they get a hold of it, they can control everything about you. Your mind, your actions, your memories… even your age it seems. And-and they do that by making their victims orgasm! It provides a brief moment of vulnerability in a person’s being that lets magic slip in. The new owner can then store their souls in a place like this, inside of them, building whatever reality they desire.”

“You are saying this… ‘soulscape’… is not of my mother’s creation?”

“Heck no! It probably belongs to whoever is running this place. And I can already guess that it’s going to be a changeling queen.” Cercus shuddered at that very word again, bringing flashbacks to her last encounter with one of the few fabled hive queens that existed in this world. It was a heart stopping experience all around.

“Then if this space is not hers, my mother must know something of this then,” Zuri went on, pacing back and forth. “She would not have lied to me otherwise!”

“What? Do you think your mom purposefully sold you zebras out to the soullings?”

“I do not know… But if that is the case, I’ll kill her myself,” Zuri seethed.

Cercus gulped as the zebra filly stomped on the floor of the void, moving its location once again. The changeling soon found the both of them standing in the queen’s royal chambers. A similar room as Zuri’s but more grand by all accounts. The very place his striped zebra filly had begun her hunt for him.


“You know, now that the boys have begun their little zebra hunt, the rest of us women likely aren’t going to get any dick for weeks,” Luna cooed as Seta and her entangled limbs in the below deck beds. The two older slaves shared a kiss of passion as their enlarged tits mashed into each other.

“Try months,” Seta corrected as their lips parted. “That just leaves the non-zebra girls alone for some girl on girl action, I don’t mind that. At the very least, watching our betters breed those stripers into submission will be quite a show.”

“Hmph, we’ve done nothing but train for years into becoming perfect sex slaves to serve their every whim, and this is how they repay us,” Luna remarked, sounding slightly peeved. “Even the sexual skills of goddesses like us don’t compare to striped pussy, just because it’s a new commodity.”

“Hmmm, that doesn’t sound like the right thing for a slave to be saying,” Seta remarked with a frown, pausing their tender moment. In a pink flash, the changeling mother ignited her mind magic as wispy tendrils of her changeling power shot into Luna’s head.

Luna closed her eyes and took a deep breath before opening them and speaking, “my master can fuck any pussy he wants… I deserve nothing in this world of men. His mere attention towards me is the purpose of my existence that I strive to achieve.”

“Is that better, dear?” the changeling asked as her mind magic retreated.

“Yes… thank you, Seta,” Luna smiled as she realized her impure thoughts were corrected. It seemed as though the mind changeling was doing a better job at seeing to her eternal duty than she was.

“Good. Always remember you and I are supposed to set good examples for the girls out there!” Seta beamed before giddily shoving the lunar princess down between her legs. “Now get to tongue lashing down there and see if we can’t get any more of the mares onboard to join in!” she giggled.


“Zuri… you’ve returned at last,” A tall imposing zebra mare of regal stature spoke to them. “And I see you’ve accomplished your mission. Well done.”

The filly was glaring, shooting her eyes around the room. Strange. All of the usual mare guards and servants were oddly missing for once, leaving just the three of them alone to speak. Something was off.

“I am no longer here for that, mother,” Zuri curtly shot back at her. “There are bigger concerns at play than you finding another boy lover to exercise your lusts upon.”

“Mmmm, I take it you’ve finally seen them,” Zabella sighed. “...Very well. The truth it is then. It has finally all come to an end.”

“Tell me honestly, mother, did-”

“I am not your mother!” Zabella interjected with a raised hand, silencing the young zebra.

“What?” Cercus and Zuri both replied in unison.

“Your mother… your real mother… regretfully passed from this world when she gave birth to you, Zuri, twenty three years ago.”

“T-That does not make any sense…” Zuri gasped. “You are my mother… I-I remember-”

“You remember what, young filly?” Zabella shot in. “A childhood? Tutelage under my close watch? Growing to agree to serve my whims for the betterment of Zebrica? Tell me, how sure are you of those thoughts in your head?”

Zuri’s thoughts instantly lingered back to the recent conversation she had with Cercus. The abilities one had after possession of one’s soul…

“In truth, I am not the queen you think I am. I am not a princess, I am not a ruler, I am not even one who has a single drop of royal blood to my name. The only thing I ever claimed to my own was the position of a mere shaman, like my own mother before and her mother before her. I made my living treating my village’s sick and injured. It was all I ever wanted. A simple, honest life of fulfillment… until the war that tore our country apart began.”

“T-that is a lie! H-how would you then end up pretending to be my mother, leading this… fake existence of our once proud nation!?” Zuri exclaimed, quite obviously struggling to believe or process all of this information as she shook uncontrollably.

“Do you remember what we called our purge, Zuri?” Zabella replied. “It is one of the true memories you have of me.”

“The Great Reset,” Zuri breathed…

“Correct. There is a zebra saying that, in life, when one encounters a seemingly impossible, unsolvable problem, sometimes the best solution is to simply… start over again. But the trick is to not simply start from scratch, but approach at a different angle. That was exactly what I did. I made a deal with the devil. To save our people.”

“To save us?! You call this saving?! I’ve seen what they’ve done!” Zuri screamed. “Giving your own people up to these monsters who turn us into mindless children for their sexual perversions?!”

Yes. And I would make the same choice a thousand times over, should it be asked of me, child.” Zabella did not seem phased in the slightest bit by the emotional zebra’s outburst, having made peace with her decision long ago. “The war sundered our once great nation to the point of collapse, our people were aimed for extinction, thousands perished by our own hands with millions more soon to come from famine and malnutrition. And for what? To serve our own hubris? To satisfy our pride? For such a foolish cause… No. The changelings weren’t just our desired salvation, they were our deserved punishment.”

“Ummmmm, what is this war you keep talking about?” Cercus asked, unable to maintain his curious nature of its disastrous effect it had on Zebrica. “What was it even about?”

“Blood and beauty,” Zabella replied to him plainly.

“So what? It’s easy to speak about our deserved punishment when you sit up high as a false queen!” Zuri growled.

“I have not been spared in the slightest!” Zabella shot back angrily now. “I’ve suffered the changeling’s perversions more than any other. As they dragged more and more of our people into this twisted realm, growing their power, they thrusted each of them upon me, lending me their magic, ordering me to perform upon them, if for nothing more than to satisfy their amusement.”

“Soulling magic requires an orgasm to harvest a soul…” Cercus breathed.

“I have slept with my country men and fellow women… their sons and daughters whose ages were a mere fraction of mine… Even as many of them struggled against me, confused beyond words of who I was or what I was doing to them, I brought them to fruition. Harvesting each and every single one of their souls, innocent or not, for these changeling’s to control.”

It was only then did Cercus get a good glimpse into the motherly zebra’s eyes. They were bloodshot beat red. As if the mare herself had not slept a single sound night since her arrival in the soulscape.

“I am tired, Zuri… so very tired of it all,” Zabella sighed weakly. “I am perhaps the oldest living zebra in this realm and the waking one, my entire country converted and held as mere children who have no memory of whatever adult life they may have experienced. I am all that remains of a polluted generation that inflicted such horror and death upon itself in a foolish war.”

“That is why you wanted Cercus…” Zuri spoke, everything suddenly clicking at once.

“Even here, I was granted a vision of his arrival. An outsider to the soul’s hive, yet one capable of wielding the very same magic. One that may grant me the very same fate I’ve delivered to so many of my people yet have been denied the same.”

“Soul magic? Y-You want me to use soul magic?!” Cercus squeaked. “I-I’ve never tried anything like that before! I’m not even related to that hive’s focus! It could be dangerous! I don’t want to hurt you!”

“The power to manipulate souls resides in the strength of your own soul, young one,” Zabella smiled warmly at him. “And from all I could discern from my vision, I have never seen such a kind-hearted, noble, soul in all of my long life. We may have just met, but there is not one other on this planet I would entrust my entirety to more than you.”

Zuri blinked several times upon hearing this, gaze shifting to her changeling companion as she suddenly started to see a new light to view him in.

“Well… okay. I’ll try,” Cercus gave a nervous gulp. Though it did bring him a good deal of confidence, thinking back to the wise words of his father: everything a girl can do in this world, guys can do a hundred times better! Well except handling cock. Nope, girls had that area of expertise locked down as the MVP champs. But Tylus hadn’t brought up soul magic in his exception, so by all laws of logic, he should have this in the bag. “D-do I need to make you cum for this to work?” he asked, stepping closer to her as it appeared he was prepared to do just that.

Zabella chuckled lightly, patting the adorable bug on the head. “Not this time. I will allow you to take my soul willingly.”

“All so you can become a filly again?”

“Yes… my final wish. I do not desire to remember the acts I’ve committed over these past few years, nor should I remember the horrors of our war. Let it all be forgotten with me.”

“Okay…”

“Mother… I-I…” Zuri started, shaking her head disbelievingly. “I don’t know whether I should thank you or hate you for everything you’ve done for Zebrica.”

“I suppose, heh, it doesn’t really matter in the end,” Zabella chuckled to her. “I will not be remembering anything from this life, after all.”

“You did what you thought was right,” Cercus said solemnly. “And you followed through with it to the end. That was all you could do. All any of us can do, really.”

Zuri seemed to struggle with her thoughts before finally muttering, “t-thank you. For putting me on this path then. You may not, but I will remember you.”

It was then the young filly watched as her once believed mother spread her arms, closed her eyes and relaxed. A total of two small glowing spheres floated out of the mare’s chest and drifted towards the changeling, phasing into his body.

Cercus, focused on his inner magic, his horn igniting with flashes of emerald, pink, then finally yellow. “O-Okay… I think I’ve got this,” he managed to speak. “Are you ready?”

“One more thing, young ones,” Zabella shot in. “If you truly wish to topple the queen of the hive controlling Zebrica’s souls, you will need help. She is very strong.”

“H-How did you know we were going after the queen?” Zuri asked.

“To be so young, and full of hope and charge… I remember how it felt. It was nice…” Zabella sighed, looking up into the blank sky space above.

The spell completed as Cercus activated full control over the zebra mare’s soul and being. All that she was and ever will be was in his grasp, and all it took was a mere reflection to an earlier point in its existence.

Zuri watched silently as the tall, curvaceous figure of the adult mare shrank down and morphed into a blinding flash of light. Afterwards, in the mare’s wake was now an innocent ten year old zebra filly, sleeping soundly in peace.

Cercus didn’t have anything to say to the young Zabella now. Instead he merely activated his magic once again, lifting the striped girl up and storing her soul’s essence inside his body as he had seen the soulling before him perform in similar fashion. She would be allowed to sleep to her heart’s content for once in a soulscape of his own design for the time being.

“It seems… as though you are the only real thing in my life now, Cercus,” Zuri commented in slight despair as she watched her false mother disappear inside the changeling. “What is even left?”

“There’s something else,” Cercus abruptly said, turning to face her. “She had two souls inside of her. One of them was hers, the other I think is yours, Zuri!”

The filly was agasp, staring at her own chest, unable to fathom she had existed without her soul for all this time.

“That would explain how your memories of recent events are so twisted! And…” he added, biting his lip nervously as he pursued his striped companion’s soul inside of him. “Oh boy… I just figured out what she meant when she said your mother passed away twenty three years ago…”


“Do you think master found the zebras?” Luster Dawn asked her sister slave, back in the ship’s living quarters.

“I know he did. Master never fails in what he sets out to do,” Winter replied reassuringly, the kirin holding the younger pony filly tightly to her. “I bet he found the most beautiful zebras in all of Zebrica… and he is teaching them all how to properly love. Like we do!”

“And Ember is keeping him safe,” Luster sighed contently. “But I miss Ember. She was fun, and master loved her.”

“And she kept us safe too,” Winter added regretfully, staring at their living quarters door handle.

Ever since Cercus and Ember had snuck off into the forest together, it didn’t take long for Pharynges to take notice and, for some reason, devote all of his attention to having a piece of the two of them. Winter knew her many teachers back at school had drilled into them to never reject a man’s advances, to never speak ill of them, and to fully submit their bodies to their whims… but on the other hand, the changeling was just an asshole.

“Come on, ladies! Open up! I know you're in there!” Pharynges was heard through the locked bedroom door, banging on the door. “I’ve got a cock with your names on it!” he called to them as if thinking that was some sort of enticement.

Luster and Winter stayed exceptionally quiet, hoping to sell that idea that no one was in this room. Really the only silver lining in all of this was Flurry Heart being thankfully granted a reprieve from her master’s “affection” for a short while. Opinions between all of the girls at school seemed to vary wildly from topic to topic, but one thing they all could agree on was that the alicorn Flurry Heart was really given a short stick in life. Both metaphorically, and looking at her master’s legs, somewhat literally.

“Maybe there’s another boy we could appease to safeguard us from him until Cercus returns,” Winter whispered quietly.

“They are all too afraid of him, and not just because of his royalty status,” Luster replied fearfully. “I heard a rumor Pharynges learned a sleep spell, and has been sneaking into other master’s bedrooms and using it on them so he can enjoy their girls to himself. He’s convinced he can get them to abandon their master and join him since he thinks he’s so amazing with his dick. He wants a harem the size of a town.”

“Who’s the idiot who taught him about NTR in the first place anyway?!” Winter growled angrily. That was supposed to be an advanced subject for seniors!

“NTwhat?” Luster replied back, only to freeze in abject horror as the bedroom’s lock suddenly began to glow with the unmistakable hue of Pharynges’s magic! Both girls couldn’t even bring themselves to scream, holding each other even tighter in their hooves fearfully as they helplessly watched their precious door lock become undone.

“AHA!” Pharynges exclaimed triumphantly bursting into the room, his cock bobbing erect below his belly expectantly… But, to his absolute surprise, the two fillies were nowhere to be found inside! “Wha… I could have sworn I saw them come in here,” the royalling muttered to himself, glancing about every corner, spotting no hiding places either. “Where did those dumb sluts run off to then?” He exited the room in a hurried trot, venturing off to search elsewhere.


“AHA!” Cercus exclaimed triumphantly as two very special fillies popped into existence before him. “It was difficult, but it worked! I managed to pull them into the soulscape!”

“MASTER!” Both Luster and Winter cried in unison, diving at their beloved owner, tackling him to the ground.

“Hehehehe, girls, girls!” Cercus giggled giddily as his entire face was planted with a loving onslaught of kisses. “I love you both too!”

“Don’t ever leave us again like that!” Winter exclaimed.

“It was so scary without you!” Luster added.

“Oh come on. It couldn’t have been that bad. I haven’t been gone that long!” Cercus scoffed.

“Pharynges was coming after us,” Winter said.

“Oh shit. Never mind. I guess it was a nightmare,” Cercus suddenly conceded.

“Don’t worry. He didn’t get to touch us,” Luster reassured him.

“Good…” the changeling breathed.

“Waaiiiit… who is this,” Luster suddenly squealed, finally looking up from her master’s face to see that they had not been alone.

“Is that a-Is that a…ZEBRA?!” Winter exclaimed. Her master had done it! Just like she knew he would.

Standing before them both was not a similarly sized filly as them that Cercus had encountered in the forest, but rather, the mare that she would eventually grow into. Zuri now stood on two long and luscious toned legs, as a full grown woman, staring down at them below. Calm, measured, and refined. Perhaps she set the bar rather high, representing striped zebra perfection with a toned stomach, chest large and weighty, and hips that made both girls hot under their collars. Winter and Luster struggled to maintain their composure at the drop-dead bombshell of a zebra woman, thanking their god, Cercus, that she was likewise as naked as they were. If for no reason other than no clothes being available after her aging. But nudity was seeming to be an ongoing trend within this realm for some reason, not to mention it was the least of her worries now.

“She’s so beautiful!” Winter gasped, wiping a bit of drool from her agape mouth.

“Is she going to be our new sister?!?” Luster squealed only for her heart to lurch, slightly painfully, upon seeing the zebra mare’s empty neck.

Except Zuri’s neck wasn’t exactly empty revealing only that her body wasn’t quite flawless. From the base of the grown zebra’s neck, appeared a jagged scar. It was seen as a horizontal line, traveling clean from left to right. A detail that was not present when the mare was in her filly form. Though it wasn’t as if that bothered the two girls. None of their bodies were perfect, yet their master loved them all the same.

“Who are these two again?” Zuri asked testingly, staring down the two girls that had been abducted from the real world. It made her slightly envious, watching how readily they had embraced Cercus like that in such jubilation.

“They are my family,” Cercus beamed, walking between the both of them and wrapping his legs around them. “Closer than family actually! Winter here is a kirin and Luster here is a unicorn pony.”

Winter and Luster were both quick to catch on to their master’s purposefully vague explanation to their exact job description. Likely due to the fact this beautiful mare’s empty, but scarred, neck.

“Mmhmm!” Winter smiled at her. “We are just very… good friends!”

“Who take care of each other from time to time when one of us needs to be taken care of!” Luster added innocently.

“So… they are your sexual servants?” Zuri concluded.

“...Geez, did we make it that obvious?” Winter fell flat on her flank.

“Your master is a changeling. Just like the ones holding my people captive. I could only assume it was something all of his type took part in,” Zuri went on, clearly unimpressed.

“Yeah… Zuri is really smart,” Cercus chuckled. “And making her assume her oldest form probably just made her even smarter, but that’s a good thing! We’re here to help her! Me and both of you girls now too!”

“Help… as in?” Luster quickly asked.

“Saving lives this time!”

“Oh, well that sounds like fun either way!”

“Speaking of which, where is Ember?” Winter asked, glancing about the large empty white open space. It was just the four of them here. “Wasn’t she helping you to begin with?”

“Ember is kind of what we’re going after,” Cercus chuckled nervously. “See… she was abducted by another changeling woman in here. One from a different hive of soul wielding magic.”

“Hmmm, okay…” Luster and Winter both nodded and noted. “And?”

“Wait-wait-wait,” Zuri interjected. “That is not shocking to you two girls?” She was slightly disappointed, having looked forward to the shocked expressions these two children had when they realized what exactly was on their plate.

“Oh no. We have changelings back home with freaky magic powers too!” Luster giggled up at her. “One controls time and slows down everyone’s aging. Another can mind control hordes of ponies with a flick of her horn!”

“And-And!” Winter added excitedly, “The greatest hive of them all is the one that makes men!” The kirin cheered, gesturing boastfully to Cercus. “Well technically he’s the son of one of those hives.”

“Time, mind, and men…?” Zuri stuttered, already realizing that this was the other changelings the scaly lizard woman was referring to earlier. In a way, it was slightly comforting to know not only Zebrica had gone mad in chaos out there.

“Honestly yeah, men is such a cooler superpower to have,” Luster agreed with her sister.

Anyway,” Cercus coughed, getting the group back on track. “We’re all here to fight back against these soullings and step one of that is getting Ember back from the drone who abducted her using their own magic against them. Now, I only have two souls inside me, which only gave me enough juice to pull you two girls into the soulscape, but we are hoping this drone will give us more when we beat her.”

Zuri expression suddenly shifted serious, as she bent down low to the fillies level for a large request. “But we need to find where this changeling is hiding in here, and to do that, girls,” she paused, biting her lip, thinking of how to best phrase the next part only to figure she should just come out and say it, “Cercus is going to need your …souls…”

“Sure,” Winter shrugged.

“Is that all?” Luster asked.

Zuri was shocked. “......Girls, you realize I am not speaking metaphorically. He will need to use your souls. Your literal souls. The immaterial essence that embodies the entirety of your being, existence, and self! The very key to your personality, memories, and form! He could control all of it should he so choose!”

“Yeah, that’s fine.”

“I’m cool with all that.”

“If master wants to change us that’s up to him!” Winter added.

“I won’t!” Cercus proudly chirped.

“Oh? Well, yeah, there you go then,” Winter smiled back at Zuri.

Maybe Zuri was wrong. The soullings weren’t the craziest creatures in this realm. And here she was, believing herself to be exceptionally trustworthy, allowing this foreign changeling to keep her soul.

“We trust master with our life,” Luster said. “Why not trust him with more?”

“At least we are in agreement then,” Zuri sighed as she rose back up to her feet. Apparently she was in good hands all along. Zabella had not talked praise of just an average bug.

It took some time and patience, but Cercus was finally able to deduce the inner intricacies of soul magic slightly further, grabbing both unicorn and kirin’s very willingly offered souls and storing them inside himself. The two girls only smiled sportingly as their essence was taken. In a flash of yellow light, their physical forms were gone, stored alongside their souls inside their shared master. It was all quite envious to Zuri, admiring the young trio’s closeness. Had she someone in her life like that before all of this? A lover? A mate? Why did it hurt her head trying to remember?

“How are you feeling?” Cercus snapping her back to reality with a tug on her tail. “Have your memories come back, now that you’re in your true age?”

“Some, but not all,” Zuri sighed in response. “My soul is finally free, but my mind appears to be repressing them all the same. Wherever the truth lies, I fear it is too painful for me to bear.” She idly rubbed the straight scar that ran over her neck as she spoke. “Regardless, it is not the most pressing matter right now. I believe you and I have a job to do.”

Cercus beamed up and her, earning him a smile in response before the zebra flashed inside him, storing herself beside Winter and Luster in his own soulscape.

The youngling took a brief moment to realize his incredible fortune. Having the souls of three of the most beautiful women in the world stored in his chest. Now all that was left to do was find and rescue the fourth!


“Mommy! Mommy!” A young zebra colt called out, trotting excitedly up to the tall imposing changeling woman standing on the formless void. “I found a cute young dragon girl off the side of the road! Her parents are dead! Can she stay with us?!”

“A dragon girl you say, Zahi?” Ani gasped, quickly walking over to meet the diminutive dragoness who stood at half her height.

“H-Hi… my name is E-Ember….” the young dragoness, barely older than a mere hatchling now, squeaked shyly with a blush, unable to meet the intimidating changeling woman’s gaze directly. “I have nowhere else to go… c-can I live here with all of you?”

“Of course, dear! Of course!” Ani reassuredly stated, quickly scooping up and embracing the dragon in a tight loving hug to her naked breasts. “You can stay with us forever and ever! I will always be here for you. All of us will be! Isn’t that right, children?”

A mass of black and white striped zebra foals were amassed around them in a circle, nodding their heads in the utmost agreement.

“You’re going to love mommy!”

“She’s the best!”

“I’m so lucky mommy brought us into her life!”

“Oh stop~” Ani gushed with a blush of her own, as she set the young Ember down on the floor. “I just know what my children need! Proper attention, care, and love! Isn’t that right… Zayd?” She playfully reached over and under a nearby colt’s legs. The young boy giggled madly as his mother quickly found and stroked his cock, rubbing it to full hardness. He laughed in glee as he helplessly flopped onto his back, Ani smiling mercilessly from above as her skilled hand showed no mercy to the inexperienced colt. In a matter of moments a white stream of cum was seen spurting up into the air before landing back down on the boy’s bare belly. “Oh my! More and more each time!” she said, closely inspecting her cum soaked hand. “I can tell your love for me is growing,” Ani smiled proudly at her child who beamed back at her.

“Now Ember, as my newest daughter, I believe the honor of cleanup should go to you! Love in this house does not go ignored, young lady!”

“Yes, mother,” Ember bowed her head respectfully, scooting over to the colt, dropping to her knees, bending over, and diligently licking the salty substance off from the boy’s stomach. Ani was back above, purveying the dragoness’s vulnerable folds above with a smirk.

Ember suddenly gasped out loud as her tail was yanked upwards, the changeling’s greedy tongue diving in to lap at her now underage folds. “Mmmmmmm, so tasty,” Ani moaned as the dragoness squealed in pleasurable delight. “Did your old mother do this to you, darling?”

“Yes, mother,” Ember moaned back, shaking. “B-But not nearly as well as you!”

“Shhh shhh, dear. It’s okay. You don’t have to think about your past family anymore! You just have to love me…”

“Okay…” Ember whimpered weakly, legs going numb as she collapsed from the tingly feeling coursing through her inexperienced body. “I love you, mother!”

“I love you too,” Ani replied, with the tongue lashing to prove it. “Now go ahead and cum for me, darling. Cum and show me your love!”

The younger Ember squealed out in feminine pleasure as the older changeling woman ate her into a blissful quaking orgasm. Her slender frame shaking and quivering all over as she came.

“Lovely, dear. Simply lovely!” Ani praised proudly, her long extended tongue swirling a circle on her face to lap up the juices left behind on it. “I can already tell you will make a wonderful addition to our little family! Now let's not forget the love you have to show to your brothers and sisters! Which would you prefer? Boy or girl?”

“...B-boy…” Ember weakly gasped, still suffering the haze of her orgasm.

“You got it! Zeev you’re up! Zubair you’re on deck!”

Two different zebra colts stepped up from the crowd, taking position behind Ember’s bent over and prone position. “Now remember boys, cum inside. We are a family here, and in this family we settle for only the truest displays of love!”

“Yes, mommy,” The boys droned on in unison as Zeev started to position his colt cock at Ember’s entrance.

“Good Gooood!~ Now Zula and Zeena. Where are you girls? Why don’t you two demonstrate your love for me next?”

“Yes, mommy,” Zula said, stepping forward.

“Well that’s one of you. Zeena? Where are you darling?” Ani called out, gazing about the crowd of her children.

Zeena was found… but something felt off. The filly was sweating, nervously casting her gaze about from zebra to zebra.

“W-W-Who are you all? W-Where am I?” she shrieked.

“Zeena!” Ani scolded. “There is no need for that short of volume in this house! Inside voices, please!”

“I don’t know you!” Zeena cried, taking a freighted step backwards. Seeing only a crowd of fellow children wordlessly and silently watching a boy thrust his penis inside the prone form of a scaly lizard girl while a tall naked bug lady stood above it all didn’t exactly set her heart at ease.

“HELP!” she cried out to the void. “Can anyone hear me?! HELP! HELP!!!!”

“Young lady, I am your mother!” Ani exclaimed, getting angry. “You will not speak as if I am some stranger! You will-.....” the soulling suddenly sighed as she dropped all pretense. Zeena suddenly went quiet and calm as the light vanished from her eyes.

“I am sorry for that outburst, mommy. I love you,” Zeena said, now perfectly calm.

“It’s okay, darling,” Ani replied back, her voice full of sorrow as the young filly wordlessly trotted up to her and jumped into her arms. “I love you too… We’ll try again later. No matter how many times it takes.”

“Hello…?” A voice came from behind her, a voice not controlled by her.

In an instant all of the zebra colts, fillies, and Ember flashed into the changeling’s body as Ani spun around, seeing only a lone changeling boy standing within her soulscape. “Who are you? How did you get in here?” she shot out to him.

“My name is Cercus… and y-you took one of my friends from me, and I kinda want her back.”

“Oh… the dragon, I assume?” Ani sighed, wiping a stray tear from her eye. “Well yes… I suppose it was wrong of me to take her like the others.”

“Heheh, to be completely honest, I came in here expecting to do things a bit more forcibly… even went through the trouble to bring in my girls to help me, and they really know how to make a grown woman cum, but then I saw you-”

“I’m sorry you had to see that…”

“Do you want to talk about it?” The youngling asked, walking over to take a seat beside her. “My girls would be more than willing to hear you out.” A pink unicorn and blue kirin suddenly popped out of the changeling.

“Yeah! Let’s talk!” Luster beamed at her.

“Winter, Luster, this is Anima,” Cercus explained.

“My friends call me Ani, and you possess soul magic?” She asked, to which he nodded. Ani’s mood seemed to visibly brighten. “My my, you certainly are full of surprises… along with adorable fillies!” she squealed, picking up Luster beneath the hooves and holding the giggling filly up in the air. “Well aren’t you just the cutest thing…” she paused for a moment before bringing the filly in close. “What exactly are the state of your parents?”

“Them? Uggg, they’re boring,” Luster said with a roll of her eyes. “But they are nice enough to give me space with my master.”

“Hmmm, not good enough. And you?” Ani asked, looking at Winter.

“Well my mom is currently a slave up in Las Pegasus, so I guess she gives me space to. No idea who my dad is though.”

‘Cercus…. What are you doing?’ Zuri asked from within him. ‘This woman is our enemy! Not to mention sick in the head! Why are you conversing with her like casual acquaintances!?’

‘Don’t worry. I’ve got this! She just needs a friend… Or are you really that eager to have forceful sex with her?’

‘I-I….uggggg… mjinga!’ The voice in his head grew silent once more.

“See, changelings of my hive cannot have children of our own,” Ani explained as Cercus zoned back into the conversation. “Instead, a simple remedy we discovered is to simply take children from the undeserving, and raise them as our own.”

“Like… abduct them from their parents?” Winter asked.

“Yes… but the bad parents,” Ani clarified with a wagging finger, seemingly drawn more into the genuine conversation with uncontrolled fillies for once in many, many years, seated down next to them with her legs crossed. The soulling popped the same zebra filly as before back out of her chest, catching her in the air, and holding the filly tightly in a hug. “This one is Zeena. She is a bright young thing from the Bonde La Mto region of Zebrica, fluent in several of her people’s surrounding dialects, a prodigy in alchemy, and high aspirations of becoming a witch doctor in the capital when she is older.” The soulling held the motionless filly up for the kirin, unicorn, changeling and zebra within the changeling to inspect.

“Oooooo…” Luster and Winter both marveled, still having not seen their fill of this nation’s land or people yet.

“This is not, however, her current form, is it Zeena?” Ani continued.

“No it isn’t mom!” Zeena suddenly perked up. “This is the me I looked like two years before the war began!” She illustrated her point by holding up her two hooves and pointing to herself. “Actually 23 months, 2 weeks, and five days if we’re being exact! The latest point in my life before things went wrong!”

“Thank you Zeena. And yes. The silly civil war. Damu Na Uzuri, as they called it,” Ani gagged, as if she didn’t make her zebra say those exact words for her with her control over her soul. “It is funny how easily a petty squabble can make some animals truly forget what’s most important in this world,” Ani sighed, bringing the now brightly smiling filly to face her once more. “Her father was one of those brutes… A man not only unable to handle a daughter but also unable to handle his intoxicants. This was Zeena’s previous form.”

The striped filly grew slightly as she was aged upwards. Cercus, Luster, and Winter visibly recoiled as the now slightly older and larger filly was seen with a deep scar cut diagonally over both her eyes. The remaining state of what was left clearly indicated that the zebra was fully blind.

“Now, considering I can’t have kids of my own, what am I supposed to think when I see this?” Ani exclaimed. “Parents who take blessings like these for granted! These tiny little miracles!” Zeena once again shifted back into her younger and unblinded form as she was unaged, smiling brightly at her fake mother once again. “It happened all over this twisted land. Their entire nation was a wreck when we arrived. Needless to say, I had some strong disagreements with their guardians when I came to rescue fillies and colts like Zeena away with me.”

“Disagreements… Like what? Do you tell them what they’ve done wrong?” Winter asked.

“How they don’t deserve kids?” Luster added, leaning forward, clearly invested in the story.

Ani’s gaze shot quickly between the two of them before squeaking out, “In a sense… yes… b-but let’s not delve too deep into the nitty and gritty details of it all, shall we? What matters at the end of the day is that they are in my care and it is my duty to raise and nurture my sweet little orphans.”

The soulling nuzzled noses with her filly before pulling her soul back into her chest. “Because that’s just the problem! I’ve given them my love and affection, like they’ve been missing, like any decent mother would! I’ve given it to them for years in here, and they all reject me! They just see me as a monster!”

“Ummm, we saw you,” Luster shot in. “You were just having sex with them.”

“Indeed I was,” Ani replied plainly. “Love and affection! It is what all growing boys and girls need from their mothers! I read it in a book once.”

“.............................”

‘Please kill this changeling…” Zuri groaned from inside Cercus.

“Ummmm, Ani…. you do know that parental love and sexual love are two very different things?” Cercus explained.

“What? Why? Love is love!”

“Did this book, by any chance, have pictures in it?” Winter asked.

“Some did, yes,” Ani answered. “Actually they were very quite graphic in detail, very informative. Illustrated exactly how a good mother cares for her son. And, strangely enough, even though the example family weren’t bugs it seemed as though the material was targeted directly towards teaching changelings like me!”

“What why?” Luster asked.

“It was titled: Insect Love.”

“Think you might’ve misread the-o-okay… maybe we should try this from a different angle…” Cercus mused.

“I still don’t understand the issue. We can agree sex is good, right?” Ani asked.

“Yep!”

“Totally!” Luster and Winter quickly agreed.

“And you’ve heard of the expression: you can't have too much of a good thing?” Checkmate.

“Well… she’s got us there,” Luster pouted, scratching her head.

“No… nope, try again Luster!” Cercus replied.

“I can see you girls' collars, I know you enjoy sex,” Ani went on. “My children are around the same age as both of you, why would they be any different?”

“Well, duh! For starters, all of us went through years of sexual education at school to get to this point,” Winter explained.

“Yeah, if my mom tried to pull some kinky stuff on me before my first year, I would have freaked out,” Luster added.

“A school you say?” Ani noted with clear interest, materializing a pen and notepad straight from the soulscape as she began to diligently take notes. “I see, I see…”

“It was like one year of intro and history mixed in with some practice on dummies. Then on our second year our masters got to pick us from a line up,” Winter tapped her chin as she thought back.

“The best guys in the class got to pick two!” Luster proudly added. “That’s Cercus. Our master. He picked us both!”

“Yo,” Cercus said with a raised hoof.

“Then they pretty much lock us in a room together for a week to get to know each other better. Then over the next two years we start learning practical skills so we can better express our love for each other better. Different positions, different methods, proper form, proper behavior. Course, the guys tend to have a slightly different set of classes only they take. Bunch of smarty subjects that are a waste of time for girls like us.”

Ani was scribbling furiously on her notepad to the point Cercus thought he smelled smoke.

“Third year we delve into kinks and practical examples, all with our masters, of course.”

“Don’t forget Home EC!” Luster added.

“Yeah, that too! And at that point we’re also old enough to go on field trips! Like to… well, here in Zebrica.”

“Interesting, interesting,” Ani noted. “And who exactly runs and teaches this school?”

“Well it was a mixture of changeling approved women who were good at what us girls do best,” Luster recalled. “It was really inspiring. Some of the best and brightest women in Equestria discovered their true calling was actually sex. Oh, but most of all, at our school our main teacher was Chrysalis.”

“Chrysalis?! Queen Chrysalis?!! That bitch?!” Ani scoffed.

“Yes, she is totally a bitch!” Luster gagged. “I mean, we thought she was cool and everything at the start. She taught us a ton and knew practically everything when it came to sex. But then she got in a big fight with our master and killed him, but then he wasn’t dead, but for a while there we were sooooooooooo scared we lost our reason for existing.”

‘Wait-what did she say?’ Zuri asked.

‘I’ll tell you later…’

“I see. I see. And this ‘killing’ she did to him… is it something she did with all of her students or just him?”

“No, no. It was just Cercus. Big argument they had and stuff.”

“Oh, okay,” Ani nodded, crossing out a large section out on her notepad.

“But mostly the school gives us the time and freedom to do what we want! Letting kids be kids with other kids,” Winter said.

“That is a novel idea! A school… most settlements in Zebrica could not afford proper places of learning before. Maybe that could all change in this realm,” Ani was back on her feet, pacing erratic circles as ideas whirled within her mind. “Yes… yes! It could work!! I can see it already!” The changeling dove down and scooped up the three children in her arms, hugging them all tightly to her breasts in an embrace that radiated love even Cercus could feel. “Oh thank you! Thank you! My children will love this! Now how can I ever repay you for this?!”

“Ummm… oof… our friend’s soul?” Cercus struggled to ask as his face was mashed up against bare changeling tit.

“Ember? Why, yes! Of course! You deserve her!” Ani said, her magic allowed the dragoness’s soul to float from her chest and into the youngling. A short flight considering there was no distance between the two.

“T-thanks… and if it’s not too much to ask, could you help us beat your queen?”

“Queen Seele? Why? Whatever for?”

“Well she’s kinda holding a few million zebra souls to herself and my friend also kinda wants them back. Especially since they are making them do stuff like fuck endlessly as kids for years and years in that one plane of the soulscape we saw.”

“Hmmmm… oh that! That was just the child forms of all of the zebras who fought in the war! I thought it was funny and fitting, seeing as Seela paired each of them up to fuck a member who was on the opposing side! Hehehe!” Ani’s laughter seemed to falter slightly as she noticed her three new friends weren’t finding it nearly as funny as she did. Tough crowd. Maybe she will teach her children at her upcoming school to have a better sense of humor. “Mmmm, well very well. I suppose I owe you enough to try. You may take my souls for the time being. Be gentle with them though! They are my babies after all!”

Cercus, Luster, and Winter all suddenly plopped to the floor as Ani, quite literally, dove herself into the youngling in a magical flash.

“Whoa…” Cercus gasped, mouth agape as he came to terms. “That is, like, a lot of zebra souls she gave me!”

“Awwww, she’s gone?” Luster pouted. “I liked her. She seemed nice.”

Zuri popped out of the changeling in another flash now that the threat was apparently gone. “You are a strange one, Cercus. With your friend at stake, I expected you to have charged into the confrontation in a different manner… yet you seemed to find some humanity in that creature where others would have not. And certainly not me…” she added under her breath.

“Thanks, but I really was just trying to prove my mom wrong about how talking could prove more effective than fucking sometimes. We fuck because we have to, not because we want to!”

“What are you talking about, master?” Luster asked. “We fuck like all the time because we want to!”

“I know…” Cercus mumbled. “It just sounded cooler in my head.”

“So what do we do now?” Winter asked.

“Well, with all of these souls backing me up, there's no limit to who I can drag into this soulscape to take on this changeling queen mother! Thankfully, we all know some of the top mother fuckers in the world who can help us with the task!”

“Our classmates?!” Luster gasped excitedly.

“Mungu nisaidie…” Zuri muttered, already imagining more ‘families’ like the trio before her.

“Oh, but first! Ember!” Cercus proclaimed, popping the dragoness out of his chest, back in her original tall, busty, and beautiful adult form!”

“Whoa…” Ember breathed. “That felt really weird.” Winter and Luster both cheered gleefully as their fellow slave and friend was seen once more, hugging her scaly legs in joy. She bent down to pat their heads, noting Cercus’s proudly beaming form, but also a new figure who was present with them now. “Oh… hello there,” having set her eyes upon the first adult zebra in Zebrica so far, she growled approvingly. “Who are you?”

“Take a closer look, Ember! You’ll never guess!” Cercus said.

The dragoness leaned in closer to the equally naked and equally tall goddess of a woman, squinting her narrow slits for eyes as she focused in on her. Suddenly Ember pulled back and gasped. “Nope. Still no idea who she is.”