Total Changeling Domination

It was nearing pitch black outside the castle, save for the slight illumination the moon provided. Dozens of hidden drones patrolled the crystal castle despite, from an outsider’s perspective, it seeming like any other night.

Tylus lay upwards in his rented chambers. His arms bent relaxingly to cushion his head on the mattress. Sighing in content bliss at the serene scene of chirping crickets outside, hooting owls, and beautifully light bedroom.

It would have been more relaxing… if not for the lumpy sateen clad bedsheet monster in his bed, viciously eating away at his cock!

Oh wait… it was just Seta. Tylus pulled up the bedsheets to reveal the changeling’s adorable head bobbing away atop his slickened member. Well, up and down bobbing half of the time, the other half was adamantly spent nuzzling his cock to her face like it was a lovable puppy.

Tylus pulled the bedsheet upwards with his magic to have a look. He quickly spotted the woman planting several kisses on his mushroom-tipped member, only to freeze like a deer caught in headlights.

“Well, this is certainly one of the more interesting blow jobs I’ve recieved,” Tylus grinned, “not that I’m complaining or anything.”

S-s-sorry… I’m not actually sure what’s going on either! Seta telepathically spoke to him through her powers as the changeling attempted to compose herself and resume a normal sucking tempo. I guess I’m just not used to anyone being so… ‘nice’... to me. Growing up in my hive, no one ever really stood up for me like you did… Or complimented me. Or even bothered waking me up before they fucked my throat!

“You’ve never had a friend in your hive?” Tylus asked, finding it hard to believe himself. “No wonder you wanted to get out of there.”

I’m one of the youngest in my brood. And that meant my life was usually a living Tartarus. The oldest siblings always got their way with us, except of course, for Queen Nexia. I’d always be the one sucking my sister’s cocks, or taking them in my ass, never the one giving a pounding, always taking them.

“That must’ve sucked,” Tylus added, completely missing the pun he just made, too interested in the learning of their rival hive’s customs. “In Chrysalis’s hive, we were lucky, I guess. We didn’t exactly want to mate with each other. Not even in the slightest, that would just be weird. Sure we had bullying from the oldest broods to the younger… but that was mostly them cucking their youngers with the mares we abducted to feed us love.”

Ahhh! You keep on talking without insulting me! S-stop it!! Seta’s thought frantically screamed at him as the changeling popped the cock out of her mouth and resumed planting a few dozen loving kisses over the entire length. It’s making my stomach feel funny! I don’t know what to do about this!

“Heh, well, just do whatever feels natural, Seta,” Tylus smiled with a perverted grin. “That’s the changeling way.” He didn’t want to admit it to Starlight, but so far Seta far surpassed her in oral skills. Guess all those rough sessions with her abusive sisters must’ve had its upsides.

I-I guess it’s just gotten harder… ever since you let me open up a link to your mind. I still can’t believe you said I could do that, by the way. Seta suppressed the butterflies in her stomach and resumed polishing Tylus’s cock. Wanting nothing more for the changeling to fully release his hot steamy load straight down her gullet. And since I’m in your head… I know you’re not lying. Everything you’ve said to me is sincere…. Except those dumb jokes.

“Well, I’m spending time in our suite, cumming with you around. It wouldn’t have been hard for you to sneak your powers into my head while my defenses were down,” Tylus said. “And you can’t get into a magic user’s head any other way, right?”

Nope. Only a small window when they actually cum.

“Well, you were right that it was an amazing experience. Not just convenient for being able to talk to you while your mouth is occupied.” The powers that Seta and her hive were born with weren’t single-sided. Not only could she see and alter thoughts and memories, but she could also share them with the others in her connection. Every night in the suite, the trio would gather and watch as Seta extracted some of the most perverted and naughty memories Starlight had and played them for all to see. Most being prior to the changelings’ actual arrival in Equestria. Starlight’s first time masturbating and orgasm, the time she lost her virginity to a stallion, and the special ‘VIP’ club she hosted for the most strapping stallions of the town she used to run. Neither of the changelings were that surprised to find the mare an embarrassed wreck in the face of others viewing her perverted memories for their own sexual thrill. But, to the changelings themselves it was merely another issue to train out of the mare, who didn’t understand what it meant when a master owned everything to a mare. Heck, the average slave owner would claim custody over their mare’s souls if they could.

Well… since our pet Starlight is spending time with her friends tonight… would you like to watch some of my naughty memories? My time with my sisters in the hive wasn’t that fun… b-but I have had plenty of naughty experiences out in the field with my missions!

Tylus gave a quick ponder to the thought of how many of the Equestria’s sex crimes and incidents changelings must had been responsible in the years for before they took over.

“Maybe after this. For now, I just want to enjoy the view,” Tylus sighed in contentment. “And that would be a lot easier for me if you didn’t insist of giving me a blow job under these bedsheets.” To Tylus, Seta had a smoking hot body in addition to her head he wanted to see as she tended to his dick.

Shhhhh! I’m hiding from your queen! Seta’s thoughts were very much giggling in his head as her magic playfully yanked the bedsheets back down to conceal her. If she sees me doing this to one of her sons, who knows what she’ll do to me!

Though he was left without a view of her, Seta’s horn gave a light pink glow as Tylus’s vision was overtaken with a different sight. He saw her, naked, sprawled out on the rocky ground of a cave. Above her stood a good dozen equally naked changeling sisters, all furiously beating off their futa cocks in her direction. Seta was panting, exhausted, unable to move as the cocks erupted above her and started to rain down. Her chest and tits were coated in a copious helping of thick virile changeling jizz. Her eyes closed as her face received an equal coating of baby batter. But those were merely the stray shots. The worst of the lot came as her chin was magically yanked downwards and they treated her mouth like a shared toilet. The stream quickly filled her mouth to the brim with their thick cum before the magic pushed her mouth closed and plugged her nose, forcing her to swallow the cum concoction down. Everything else went into her hair.

The scene proved a bit more than Tylus’s cock could handle as it twitched and flared, releasing its pent up load directly down the smiling mouth of Seta. The skilled changeling eagerly slurping up and swallowing down the entire thankful load into her stomach, to serve as her sustenance for the coming days.

Wow… that one was quite an impressive load. Seta gave his spent cock a quick cleaning to ensure it had been thoroughly milked by her throat. I’ve seen every one of my sisters’ cocks in my face before, and none of the came that much! The giggling changeling planted a final kiss goodnight on the still flared head.

“I think my cock has just come to appreciate your efforts in cheering him up more than your sisters ever did,” Tylus smiled as Seta crawled upwards to him and exitted from underneath the covers. The naughtily grinning girl curling up into his side as she hugged his arm to her chest. To Tylus, at first he was rather surprised with the unexpected fondness Seta had started taking towards him over their time in the suite. Not an unwelcome aspect of their relationship, of course. For a part of him knew exactly what the girl needed… And for the first time in the universe… it wasn’t just a good rutting.

For a while, the two of them simply lay still in the bed. Enjoying each other’s embrace and company as the moon slowly moved across the sky. It was a serene peace in a way, a blissful image in a way that reminded Tylus just exactly what the perfect moments in life were really all about.

“Can… can I ask you about Chrysalis?” Seta broke the silence with a less playful tone.

“Couldn’t you just read my thoughts about her?” Tylus replied, grinning.

“I could… but you’re not Starlight. I would rather not poke around in your head without your permission. And… I would rather hear it from you instead.”

“Well, okay. Shoot.”

“I don’t quite know how to ask this but… why do you, and everyone else, all… let her behave the way she does?” Seta asked plainly. “I mean, I can see the sex slave collar on her neck just like any other mare. But, she doesn’t assume the role. She does as she pleases.”

“I know. I know. She makes us all look bad,” Tylus sighed. “And yes, if she were any other slave taking that tone we’d probably be on her ass in an instant. Spanking and fucking it until she was nice and behaved again. But… she is our queen… we all send her a card on mother’s day. And between you and me… I think some of us are afraid to even try and stop her at this point… not to mention we are afraid to think what would happen if anyone actually did.”

“What do you mean?”

“Her methods are crass and sometimes cruel, but they get the job done. In a way, we all owe Chrysalis everything. Without her drive and determination pushing us forward, Equestrian mares would have never realized what they truly were, and would still be living subpar lives as women with rights. And let’s not forget you and I never would have met…”

“I guess that’s a decent enough reason,” Seta giggled.

“On top of that, who else would have been willing to risk their very lives, leaving a world of unending pleasure to venture into another world without their magic? All for the desire to help others come to same realization that the ponies have. I mean, we could try to put her in her place,” Tylus shrugged. “But if she stops doing what she’s doing. Who knows what we’ll do the next time we need to topple an entire kingdom… Though, Equestria was frighteningly easy to conquer... I swear, before we came along, any bad guy with a few minions could have taken over and enslave Equestria in a single day.”

“Yeah, apparently no pony but the princesses and those six mares know how to fight. Guess they should be even more thankful to have you guys guarding the realm,” Seta beamed, hugging Tylus’s arm even tighter.

“Well, it’s my turn to ask you something,” Tylus spoke.

“Oh, what is it?”

“What else did you see in those human creatures? I know you well enough to tell that you were hiding something from everyone,” Tylus said, though his tone made it clear he wasn’t upset with her.

“It was that obvious, huh?” Seta sighed. “Uggg! Alright… I guess I’ll tell you. I-It’s just… I really like the humans and everything! I think… I think they would make a great addition to your world! But after I spilled the beans over that ‘feminism’ nonsense, and seeing how everyone reacted, I...I realized that I didn’t want to be the one responsible for convincing everyone that they were a lost cause.”

“It’s alright, Seta,” Tylus cooed gently, patting the changeling’s head with an asuring hand. “How bad can it be?”

“Well, I was pretty rushed with that many of humans to look inside. I didn’t get a very good peek deep inside them but from what I could tell… unlike the mares, some of the girls aren’t bisexual. They only have their eyes set on a single gender.”

“Oh…” Tylus winced. “Certainly seems restrictive…” Girl on girl action remained an ever so important cornerstone to a master’s enjoyment of his pets. Usually when their cocks couldn’t handle everything the world threw at it, there was nothing wrong with simply laying back and watching a show of two or more mares going at each other like there was no tomorrow. More often than not, that was all it took to get a master’s cock up again for another few rounds. “Chrysalis isn’t going to like that. Guessing she’ll probably put them through training with each other.”

“Well, a bisexual desire could always be hidden in the girls’ minds,” Seta shrugged. “Some are just buried deeper than others. Hidden under shame and self-doubt.”

“Anything else you discovered?” Tylus asked.

“Other than most of them are virgins and would kick you all in the nuts if they knew you were trying to get them to have sex with each other?”

“Odd way to say thank you...” Tylus pondered. “But who am I to judge a whole different culture. It’s not like a kick would hurt.”

“I was thinking it was funny you brought up your queen’s ‘methods’... because for some reason, every single one of those students was rather depressed and saddened at a possible thought that their families were all dead. I’m… I’m not exactly sure why Chrysalis would pull something in their world like that, but I think it was fair to say an emotional state like that does not bide a decent breeding environment,” Seta said.

“I-I don’t even want to know what my queen pulled,” Tylus groaned as he facepalmed. “But still, I don’t think those facts alone would be enough to dissuade us from trying our hands with the humans.”

“It wasn’t just that,” Seta claimed with a firm shake of her head. “There was something else… It was the oddest thing. I felt it out of the corner of my mind. One, or maybe a few, of the students Chrysalis pulled through the portal… they weren’t like the others. Not even close. I-I didn’t have enough time to figure out which ones it was, but their thoughts… their emotions were just hostile. Dangerous even… A lot of anger, rage, and hatred. I know every person’s mind I looked into was human, but these didn't feel human. It’s kind of hard to explain. I didn’t want to put them in a room alone with one of the students.”

“Wait… seriously?” Tylus asked, now a good deal more worried in the face of a possible danger. It was almost certain Chrysalis didn’t properly screen the school’s students before dragging them through the portal. Well, not anymore than from a ‘looks’ perspective. And like it or not, they were responsible for the safety and wellbeing of the humans during their stay. “Which one of them was it?”

“I just told you, I don’t know!” Seta exclaimed. “I need more time to look into their heads.”

“I guess that isn’t so alarming then. Always bound to be a few bad eggs in the bunch.” Tylus sighed. “But you should really go back and find who exactly is thinking those evil thoughts. We can chuck them back through the portal if they are really that bad.”

“Good idea,” Seta said and reluctantly got out from underneath the covers. Fixing herself up quickly as she made her way for the door. “Now that things have calmed down a bit, I think I will spend a bit more time in their minds.”

“Go at it then,” Tylus yawned sleepily. “I’m sure you’ll find what we’re all looking for. I’ll be waiting here when you get back.”

“Okay,” Seta called back, closing the door behind her. Silently, the naked femling made her way down the hall of the Friendship Castle. Careful to keep quiet as she moved. There was a time in the past such a thing would have thrilled her more with the thought of being caught in such a state. But, such was the norm of the new Equestria.

As Seta walked the halls, she passed Shining Armor’s room, where he and his slave resided.

“That was quite a commotion with Chrysalis, was’t it, dear?” Cadance spoke idly as she brushed her hair. “It was rather unfortunate the drones brought their pets to see her like that. I’d hate to think Chrysalis is making a bad example of how us girls should behave…”

With a snap of his fingers, Cadance dropped the brush without a moment’s hesitation, rushing over and dropped to her knees below where Shining sat up their bed.

“It’s necessary, I’m afraid,” Shining sighed as he grabbed at his wife’s breasts, squeezing them like they were oversized stress toys. “Thorax has become… a bit less complaisant over our shared rule. He’s been trying to get me to retire, just so he could take sole leadership over Equestria.”

Cadance softly mewed and purred in his hands. Her trained sex already starting to dampen as Shining toyed with her privates with full control.

“J-just Thorax as king?” Cadance spoke through a haze of moans. She imagined the millions of ponies living in Equestria under a changeling’s rule. Made to fuck, breed, and cum all day… powerless to fight back against any unjust rule they imposed on their prisoners. The thought of being so helpless was no small turn on for her.

“He’s not a bad guy,” Shining Armor went on, putting a small damper on the alicorn’s fantasy. “That’s actually the problem though. He’s an idealist. Thorax seems to think things would be better for us if he did everything his way.”

“And what exactly does Thorax want more control over?”

“Mostly us ponies. As it stands now, I maintain most control over Equestria’s pony population and he is in charge of the changelings. But, he’s pushed for some ideas that would change what we teach our foals in schools. Punishments for not impregnating your woman as often as you possible could. Even some more extremes like wanting to replace a pony’s cutie marks with new ‘sex’ or ‘slave’ cutie marks. I don’t think he really believed me when I told him that’s not possible. Along with a hundred other reasons why we shouldn’t do it.”

“I have heard stories of some young blank flanks getting sex related cutie marks,” Cadance giggled. “They became quite popular in their classes.”

“Guess Thorax heard about them too,” Shining sighed. “Now he wants to try and see if everypony can get one. Mares and stallions.”

“So... that’s why you let Chrysalis off the leash in her mental condition,” Cadance purred as she crawled onto the bed. Seduction following her every movement as she made sure her husband got an ample view of her wet slit. “She would naturally clash heads with Thorax and take control of the hive again.”

“Then I would take back control of her,” Shining Armor grinned. “I know that slut almost as good as you now, babe. She has a weakness, just like anyone,” he grinned, unfasting his trousers. His cock was long since ready for another night of breeding. “She likes to act all high and mighty. But on the inside, she’s just another cumslut dying for a man’s approval and cock.”

“Hehe, I guess that does just about sum us girls up,” Cadance giggled as she took her husband’s cock into her hands.

Seta finally arrived back in the main crystal room where all the humans were kept. The door was unlocked, thankfully. However, the room was not completely empty itself. There were two standing guard. Well… kneeling and sitting guard that is… That complicated things a tad. She took watch peeking around the door to see what they were saying.

“Just look at them all,” Misty Fly marveled from her master’s side. “All these human things… sleeping like babies.”

“What I wouldn’t give to join them in that,” Serrate grumbled. The changeling sat in a chair, head supported by his hands as the weight of boredom crashed into him. “Guard duty is the worst. What are we guarding from anyway? No one besides us even knows these creatures are even here!”

“Well, there was that one changeling chick,” Misty recalled from her kneeling position below her changeling master. “Do you trust her not to pull something?”

“Tylus is watching her tonight… lucky bastard,” Serrate grumbled. “Did you see the tits on her? Freaking udders are completely natural too! I wouldn’t mind watching her myself if I was Tylus. I’d watch her all night long! I’d watch her in every one of her holes and keep on watching her until she blacked out!”

“Hmmmm,” Misty Fly pouted, disappointed at the thought of her owner’s disappointment. He needed something special. She thought for a moment, then spotted the elephant in the room. “You know, master,” she cooed seductively as she started crawling over to the center of the crystal room. “No one else is here… We could have a little fun…”

“W-what are you doing?” Serrate asked hesitantly, though noticeable less bored. But his slave’s idea of fun didn’t seem focused on him for once.

The mare crawled over to the nearest sleeping human, a girl by the name of Violet Blurr. Misty grinned, rubbing her hands together mischievously.

“B-babe! We aren’t allowed to do that!” Serrate nervously exclaimed. “These girls aren’t collared yet!”

“Oh, relax!” Misty replied dismissively. “It’s not like
they are going to wake up. They’ll never know!” A soft pop in the air indicated a top button on Violet’s blouse had been undone. “Oops!” Misty giggled, “my bad.” Her fingers continued to ‘accidentally’ undo the rest of the buttons atop the girl’s top.

Serrate wanted to stop her. He knew that he should have. But… the thought of being the first one to see these creatures in the flesh was all too appealing to him. He gave a nervous gulp as he rose from his chair and made his way next to Violet. He wasn’t allowing it to happen. He was just really really slow at stopping her!

Misty triumphantly pulled apart the two sides of Violet’s top, revealing a light purple colored bra within. That too was quickly pushed upwards to finally reveal the girl’s pendulous rack. Two swaying globes of flesh, majestically moving on Violet’s chest from the slightest touch.

Misty and Serrate both marveled in awe at the lewd display of the school girl’s breasts.

“Amazing…” Serrate gasped. “They look so soft… so, touchable…so inviting!”

Misty was licking her lips gleefully, knowing her master well. She reeled up, yanking the changeling’s pants down. Expertly dodging the cock that sprang free, nearly hitting her face.

The mare cooed softly as she started to stroke her master. He was as hard as a rock. Maybe even harder! Serrate was, without a doubt, turned on.

“There he is,” Misty giggled as she pumped away.

“Babe… it’s a n-nice view and all,” Serrate groaned, “but if I do anything else to her, someone is bound to find out!”

“You don’t have to fuck her yet, silly,” Misty Fly giggled. “Maybe just… feed her a little. I bet their stomachs are just rumbling to be fed every mare’s favorite protein meal!” She gently pried open Violet’s mouth with her other hand.

“W-well… I guess they might be a bit hungry…” Serrate muttered as he took over pumping his cock. Curse his slave for knowing him so well! He aimed his pulsing member to Violet’s agape mouth. Misty quickly scampered over, laying down and positioning her head next to Violet’s to catch anything her master missed.

With resounding groan, Serrate cock twitched and pulsed as a stream of jizz gushed forth from the tip and flew downwards. The first rope hit off its mark, Misty blinked as a line of cum hit her nose and Violet’s cheek. The next stream came on point, hitting Violet’s lips as most of the creamy baby batter fell into her mouth. The sight of which caused another twitch in Serrate’s cock, causing the rest of his shots to to venture off wildly. Coating both women’s faces in a healthy load of his cum.

Misty Fly all too gleefully licked up what landed on her and shared it with the sleeping human.

“What are you two doing!?!” Seta exclaimed, bursting into the room.

“Crappity crap crap! Someone’s here!” Serrate panicked.

“Haul ass!” Misty Fly exclaimed.

Not even wanting to look around and give their voyeur a better look at him, Serrate grabbed his slave and instantly teleported away in the blink of an eye.

Seta trotted over to the spot where the pair had been, now only a green dissipating puff of smoke lingered.

“T-that… that probably wasn’t very nice…” Seta cringed, staring down at Violet, whose face and neck area was thoroughly covered in changeling spunk, on top of her bare breasts being exposed. While she didn’t know much of the humans yet, she would have guessed they would have preferred it if people didn’t strip them and jizz on their faces while they slept. Though, that was just a hunch.

Seta dropped to the ground aside Violet, quietly tugging her bra back down to cover her tits before moving to button up her top. She understood why that changeling fled. Even for changelings, they had rules… which they had just broken. There would have been hell to pay if he had gotten caught doing that.

Speak of the devil.

Chrysalis flew into the room not a moment later, rapidly scanning the crystal room full of sleeping humans. Her gaze soon located Seta. A naked enemy changeling, kneeling next to a cum-glazed human. A human that just happened to be innocent, defenseless, and sleeping!

There was fire and fury in Chrysalis’s eyes as she shot over to the younger changeling.

“What have you done you stupid bitch!?!” Chrysalis angrily screamed. “Couldn’t even wait a few hours, could you?! You raped an innocent human!! Have you the slightest shred of decency!!?”

Seta took a panicked series of step backwards. Shooting her gaze between the cum-covered face of Violet next to her to Chrysalis. It was obvious to see how the queen had come to that conclusion.

This was it… She was going to die here.

Every sensible thought in her head told her to deny the allegations. That she didn’t do it. That it was one of her own drones and their sex slave that showered the human girl with cum. But… she couldn’t.

“I-I’m sorry! I’m so sorry!” Seta exclaimed, dropping to the ground in a frantic apologetic bow. “I d-don’t know what came over me!! Please!!”

Chrysalis’s gaze seemed to… soften upon hearing the fellow femling’s words. Her buzzing wings dropped her to the crystal floor. Her icy stare remained trained on Seta though, not letting her out of her sight for a moment as she strolled over for a nearby chair.

“Interesting choice of words...” Chrysalis muttered as she took a seat. With that, the queen’s horn began to glow it's emerald green as the changeling focused her magic.

With a magical *poof* something materialized onto Chrysalis. It was Misty Fly! The naked mare was positioned laying over the queen’s lap. Her rump positioned hanging off the side just right for-

SLAP! SLAP! SLAP!

Chrysalis’s hand came screaming down at the mare’s behind, landing a several resounding spanks on Misty’s rear end. Shock and pain hit the mare in an instant as she lurched forward. Tears starting to well up in her eyes.

SLAP! SLAP! SLAP SLAP SLAP!!!

The growling changeling queen didn’t relent. Slamming the mare’s bare butt with unrelenting force. Red imprints of her hand were starting to cover the entire portion of Misty’s rump. The pegasus was frantic. Desperate to push herself out from Chrysalis’s lap. Her wings beating the air as she used her arms in an attempt to pry herself out. But, against Chrysalis’s strength, all it took was a mere hand pressed against her back to render Misty’s efforts in vain.

SLAP! SLAP! SLAP! SLAP!

The harder the crying mare tried to get away, the harder the changeling spanked her behind. Even Seta winced slightly seeing that Chrysalis was putting her changeling strength into the force of her hand. Power that was only blunted by Misty’s firm bubbly butt.

SLAP! SLAP! SLAP! SLAP!

It took longer than expected, but Misty eventually realized she was trapped. All she could do was bawl her eyes out as her vision dulled from the constant stream of pain.

“I-I’m sorry!!” SLAP! “Please f-f-forgive me!!! SLAP! “I-I-I-I’m just a dumb mare!!!!!”

SLAP! “Where is your master?!” Chrysalis screamed. Misty didn’t respond in anything other than crying. SLAP! “Answer me, you dumbass slut!!” SLAP! SLAP! “I can’t use a collar to track him, unlike you!”

“H-h-he went back home t-t-to Las Pegasus!” Misty bawled through tears.

SLAP! SLAP! SLAP!

The flurry of spanking came to an halt. Though a tearful Misty trembled and flinched in anticipation of the next blow.

“Well, he’s not your master anymore,” Chrysalis growled. Misty didn’t even have a chance to respond before she was teleported away in a blast of Chrysalis’s magic.

After the long outburst, now there was only silence in the room. All that was left was a nervous and speechless Seta staring across to meet Chrysalis’s gaze. Needless to say, the queen’s expression didn’t relax from the fury it had released on Misty.

Chrysalis signaled Seta over, gesturing to her lap, in the same position Misty had been in. The look she shot her just shouted “don’t make me use my magic.”

Seta gave a nervous gulp but resigned herself to the queen’s fate. From everything she knew, Chrysalis was not someone she would want to go against. Her stomach laid into Chrysalis’s thighs as her butt hung off one side of the changeling’s legs, her tits off the other. The queen softly rubbed Seta’s bare behind, as the young girl braced for the entitiable sting spank to land on her ass.

“My my my… what have we here?” Chrysalis cooed, taking Seta quite off guard. Instead of spanking her, the queen was parting her legs, daintily dragging one of her fingers along the woman’s slit. A soft moan escaped Seta’s lips. “Is this little slut getting turned on by seeing a mare being put into her proper place? And here I thought Nexia prized herself on her girls being so much better than that...”

S-she’s got it all wrong! T-that isn’t from that. It must be from Tylus… right...?

Chrysalis’s finger parted Seta’s lower lips, delving into her sacred place as the girl let loose an involuntary gasp. She began to squirm helplessly in the queen’s grasp.

“So… tight,” Chrysalis noted. “Remarkable tight… It’s almost like these walls have never taken a cock inside them… Despite all of that alone time you seem to be spending with one of my sons…”

“I-It’s not like that!” Seta exclaimed, realizing how this made her look. It was true, she hadn’t let Tylus and his mouth-watering cock to venture into her pussy. “I like him! It’s just… I’m not ready for that kind of-urp!” Seta was suddenly cut off as she was dragged upwards, locked in a chokehold by Chrysalis. The bend of the queen’s arm pressed firmly into her neck, restricting her ability to breathe.

“That was a clever trick, girl,” Chrysalis growled now into her ear. “Or should I say… Nexia spy?! Trying to take the blame for what happened here when I knew all too well you had nothing to do with it. You probably knew that I would be watching over the room through my own methods, thinking that noble act to spare those two idiots from my wrath would win me over on your good character. But, did you even stop to think that maybe I knew that you knew that I would be watching the room and would attempt to fool me through that selfless sacrifice!?! Or maybe… you knew that I knew that you knew that I was watching the room and knew that I would be thinking that you were trying to fool me! Oooohhh, quite the talented spy, indeed. I can see why my sister sent you in undercover now.”

“W-w-w-w-what?!” Seta stammered as she clung to Chrysalis’s arm, desperate to relieve the chokehold on her neck. Though at this point, her brain was closer to giving out than her lungs.

“But you couldn’t fool me, bitch!” Chrysalis growled, increasing the tightness of her hold on her. “You slipped up! You’ve lost! Only an ametur spy wouldn’t commit her body fully to her mission!” Seta gasped for air, her legs flailing helplessly in the air against the queen’s massive changeling strength. “This is the end for you, girl,” she said plainly, yet menacingly. “Get ready to die!”

A moment of thought was all Seta was gifted with as her lungs depleted themselves of air. The flailing of her frantic legs came to a stop as they hung limpy from her body. Seta’s vision slowly started to fade, swearing she could see a light that beckoned her forward. All she could do was close her eyes in acceptance as she resigned herself to her fate.

Seta’s body hit the floor. Chrysalis grimaced as the younger female of her rival hive gasped for air. Her lungs thankfully filling themselves with oxygen once more. With the aid of Chrysalis’s magic, her windpipe expanded back to its original shape, aiding in the process of her recovery.

“Fascinating…” Chrysalis marveled, the anger in her voice now long gone. “None of your sisters popping out of the woodwork to attack me... Even you yourself didn’t lift a finger to even try and fight back against me…” An emerald aura surrounded Seta, helping the collapsed changeling to her feet. The queen stared deeply into Seta’s scared eyes, as if searching for something. “Why didn’t you fight back? Your cover was blown… Why not flee? Fly back home to safety.”

“I...I’m not a spy,” Seta gasped, hoping that it was sincerely the last time she had to explain things. “And… I have no home to go back too…”

“Then why did you come here, girl? In the middle of the night to the room holding my treasures?”

“I just… just wanted some more time to look inside them. That’s all!” Seta wheezed. “I saw much when I peered into their minds. These humans… they are strong and proud, and amazing creatures! But… there is also much stress, anger, and rage inside them. I-I can’t in good conscious let us help them without knowing everything there is about them! And my magic, on this many people… it takes time!”

“I see...” Chrysalis muttered, quite taken by surprise from the girl’s sincere sounding words yet again. If she was a spy… the convincing act she was putting on would probably make her one of the best changeling spies in the world. And there was no way Chrysalis thought that was true, seeing as that title surely went to herself. “This seldom happens at all, but, perhaps… I was actually mistaken for once. You may very well be what my boy claims you are.”

“W-what?” Seta stuttered. Though, she was rather thankful the queen wasn’t try to kill her anymore. “I mean, yes! Tylus trusts me!” She figured it best to leave out the addition that he trusted her enough to let her inside of his head...

“Good. Now that we are friends, I suppose a proper apology is in order then, hmmm? Come with me,” Chrysalis ordered. Seta, though confused, quickly complied, daring not to disobey the queen and mother of Tylus. The pair of female changelings marched out of the crystal library, closing and locking the doors behind them. It was soon becoming obvious to her that this type of apology would not be the type that include that word: sorry. Instead, they traveled down the dark and empty halls of the Crystal Castle silently. Though the walkways were empty and dead, as one might expect for a time long past midnight, it didn’t take a genius to see that the living spaces and bedrooms were quite the opposite. Light shone through the bottom underline of almost every door, indicating a likely romp between a perverted pair or more inside. But the normal accompanying moans and screams of mind-numbing pleasure were absent, likely due to the fact that the castle’s occupants put up a series of soundproof spells to respect the wishes of those who actually wanted to use this time to sleep.

“Can I ask… where are we going?” Seta spoke.

“Shhhhhh,” Chrysalis hushed, signaling for her to keep it down. Not in an angry or demanding tone… but rather a secretive one. Even with the anti-sound spells in place, Chrysalis didn’t want to risk an eavesdropper in one of the rooms catching on to what she had in mind. For the life of her, Seta didn’t quite know whether that was a bad or intriguing aspect. She reserved her feelings and the rest of her questions for later as she silently followed the changeling queen further down the crystal hallway. At quite a quick pace at too… apparently the queen seemed rather eager to get to wherever she was going.

“You were right to assume the worst,” Chrysalis said, fixing a lone fallen strand of hair, “those human girls aren’t collared… yet, so an unconsenting act that scene was turning into could have very well been considered rape under changeling law… with all the punishments that come with it. I know half of Serrate’s brain resides between his legs.”

“Punishments? What punishments?” Seta asked, wincing as she remembered the harsh spanking Chrysalis doled out to that poor mare. “What exactly is going to happen to those two then?”

“The mare will be spending the coming weeks or months in the Depths relearning her proper place in this world. Until such a time she learns to respect the rules and laws we have put into place.”

Seta gave a gulp of remorse. She had heard of this place, deep underground. Only women who commit the worst crimes against their position are sentenced to a stay there. Shamed and forgotten by their masters, friends, and family, their minds rarely survived the experience without assistance. There were only rumors that whatever they were fucked by, wasn’t exactly a changeling or pony.

“Serrate will also be severely punished, on top of losing the rights and privilege to his mate forever. He should count his blessings he’s not a stallion,” Chrysalis grumbled. “I would have collapsed his skull inwards for such behavior! Our swarm should be held at a higher standard than the common rabble of this land, do you not agree, Seta?”

“I mean sure, but…”

“After all, we changelings have a more… correct definition of what exactly constitutes non-consensual sex. In a simpler term, it would depend mainly on whatever the woman would attest to the next morning.”

“Ummmm, if you say so,” Seta muttered, though she knew she shouldn’t be judgemental. Queen Nexia from the hive she had grown up in had been a good deal more lax when it came to defining rape. Mares could consent even if under the influence of their mind controlling powers… a notion that Chrysalis would all to eagerly disagree with. To Nexia, mares had such a loose grasp over their brains… Why should anyone have to burden themselves to deal with that when an easier alternative to get between their legs was always available?

“But, the entire mundane topic of all this ‘consent’ is a moot point in the end,” Chrysalis went on. “For once a woman makes that oh so delicious and correct choice to lock a sex collar around their neck, they henceforth consent to anything and everything a male can and will do to them for all eternity…” Chrysalis suddenly stopped at their destination. A door to a room like any other. “Like so…” With that, the changeling’s horn began to glow, targeted at the doorknob. A soft series of clicks indicated it had unlocked. Chrysalis cast a double take ahead and behind them in the hall, to ensure it was indeed empty, before quickly ushering Seta inside. The changeling could feel as she passed through the doorway not only a anti-sound bubble, but several more privacy spells that shouted out ‘complete secrecy’ to her. Chrysalis promptly closed and relocked the magical spells sealing the door with her magic as Seta took in the shocking room before her.

It was a typical high-class bedroom like many other in the castle. Three queen-sized beds next to each other on the wall at the end of the time. In them lay none other than the two royal alicorns, Celestia and Luna. The two sisters slept soundly and quietly, just like all of the humans in the castle… Despite the many things happening to their bodies...

“Woooo! Keep at it, Featherweight!” Button Mash cheerfully exclaimed.

“Fuck her harder!” First Base yelled to Rumble. “Fill that princess up!”

“Faster! Faster! Faster!”

The blankets have been hastily pulled off the two sleeping alicorns and pushed to the floor, revealing their stunningly beautiful and glistening nude forms to the room. Their legs had been spread, allowing two colts, one on each sister, to freely buck themselves inside their royal cunts like there was no tomorrow. Featherweight and Button Mash were up now… with many more young-looking colts crowding around them, bouncing with excitement as they eagerly tried to get a decent view of the action or grope a tit of the legendary alicorns. A messy pile of their smaller-sized pajamas and clothing carelessly littered a spot near the wall.

“Beautiful… isn’t it?” Chrysalis smiled as she took in the scene next to Seta. “Stallions are one thing but these colts are just so.... magnificent! So cute… so eager… so full of life! And best of all, so horny!” Seta gave an awkward glance at the queen who was practically purring now. “They remind me so much of changeling young, I just had to treat them to something special tonight. Something from their dreams!”

“You… teleported them out of their bedrooms and over here... for a chance to lay with the princesses?” Seta asked, trying to put two and two together.

“Quite so,” Chrysalis cooed. “They were a bit disturbed by the rude awakening, seeing as most of them were in bed trying to sleep at this hour, but once they saw what I had for them, they didn’t mind in the slightest! An entire night with two of the finest alicorn cunts in all of the land… quite a step up in quality from what they are used to with their filly friends.”

“Chrysalis is back!” Chipcutter exclaimed, drawing the attention of many of the colts in the room who finally noticed the two changeling women staring at them from the other end of the room.

“Wooow…” Tender Taps gasped as he and many other of the colts not occupied with the princesses swarmed the two changelings. “Who is the girl she brought with her?”

“She’s so pretty!” Another marveled. “I didn’t know there were other changeling girls out there!!”

“Me first! I call dibs on her pussy!”

“Eek!” Seta gasped as hands swarmed at her naked body from every direction. Grabbing, groping, and prodding at every area even remotely close to her privates. They even jumped on her, playfully wrapping themselves around her chest as the momentum, coupled with the surprise toppled Seta over like a tower where she landed on the floor. Seeing how she was an empowered changeling, the fall didn’t hurt… But she figured the friendly mob hadn’t considered that when they made their move. “Aaaahh!! A l-little help?!... Please!?!” Seta called out desperately as the horny pack of shorter colts took full advantage of the opportunity as her protests only stirred them on more. Two of them were already busy spreading and holding down her legs while another two held her arms firmly above her. A dozen young cocks were already poised out, throbbing with her name on it. This had gone from zero to a hundred real quick! And Seta didn’t want to use her magic on them for fear of hurting them!

“Now now, boys,” Chrysalis calmly ushered. “Can it with the rough play.” The swarm of colt cocks and hands came to a slow disappointed halt. “Although this nice lady is a woman… and yes, she is naked… always remember to check before you have your fun, are they collared?”

“Awwwww….” The colts whined collectively, suddenly spotting Seta’s blank and empty neck. What a downer! The many ponies withdrew, even helping her back up and onto her feet. None making a further attempt to grope her body… but they did freely stare at her swaying breasts like any male with manners.

“Good… though I can’t blame you boys for acting so hastily. Thanks to me, uncollared woman are a dying breed in this world,” Chrysalis grinned as she went on. “But, in the meantime, make sure to politely ask uncollared girls like Ms. Seta hereif you can fuck their brains to oblivion before doing so, okay boys?”

“Can we-”

“Not now,” Chrysalis shot in. “She and I are busy at the moment. Go enjoy yourselves with princesses for now. They aren’t going to fuck themselves, after all.”

“Awwww…” The colts collectively whined again as they sauntered back to the two beds.

“Aren’t they just precious?” Chrysalis cooed after they had left their ear shot. “So well-behaved and eager to obey like good little students. I really must give a hand to the school teacher for molding them into such ripe gentlecolts.”

“They certainly seem... lively, I’ll give them that much,” Seta admitted, dusting herself off. “And quite happy…” she added. The scene was almost intoxicating. A room full of ponies crowding around their idols as they fucked their unconscious bodies into a climatic bliss. She doubted even her own mind would have made it intact if that same level of energy was redirected on her body. Seta could even feel herself growing slightly stronger from the love this group alone was feeding into the aura. Such a thing was not so common a sight during her time in Nexia’s hive.

“Come on. Let’s get a better view,” Chrysalis said, gesturing Seta over to the side of the bed where the two changelings peered over the heads of the shorter colts.

Rumble was positioned above Luna, his arms locked in place above her spread thighs as he relentlessly thrust his cock inside the sleeping alicorn. His eyes were clenched shut, trying to focus himself as he thrust and pumped away to the cheers of his classmates watching. With a few more frantic thrusts, the colt threw his head up to the ceiling as he triumphantly groaned out loud. Seta was ashamed to admit she watched with fascinated perversion as the colt’s cock twitched and hilted itself into Luna’s cunt. Not a moment later did Rumble’s balls tighten up as it unleashed a healthy load of virile stallion cream that came gushing out of the tip. The rich load of cum poured and filled the alicorn’s womb, packing it full as the colt’s cock sprayed like a uncontrollable fire hose inside of it. Attempting to cover every inch of empty real estate.

“Wooooo! That was epic, Rumble!” Tender Taps exclaimed, cheering along with the rest of his classmates.

“That probably knocked her up through the spell for sure!”

“Heck yeah it did!”

Rumble was still panting, slightly exhausted but proud as he withdrew his cock from Luna’s embrace with an audible *pop*. He held his hands up and he received a series of high fives all around. Luna, on the other hand, had not moved or jostled in the slightest from her sleeping position, but could be seen slightly smiling.

“You’ve heard the tale of Chitin, have you not?” Chrysalis asked Seta through the sound of cheering.

“The legendary changeling who single-handedly impregnated an entire kingdom of mares all on his own?! Even the ones that had spells on them that prevented pregnancy? How could I have not? It’s one of my favorites stories growing up!” Seta happily exclaimed, recalling the entire tale in her head.

“I’m glad you like it. I told the entire story to their class, and needless to say, they loved it. I can see why. For once in their life they have a true male role model to look up to that actually knows how to treat mares properly. But I enjoy driving home my lessons with practical applications. Which is part of what we are doing here…”

“You mean…”

“That’s right,” Chrysalis cooed. “Both Celestia and Luna here have vacant wombs and a spell I personally put in place that blocks any impregnation. But… if any fine colt here would want to try their hand at mimicking the legendary cock of Chinin and knock up either one of these alicorns through the spell, well, you can imagine that would be no small bragging right on your hands. On top of laying claim to one of the four fabled alicorns.

“Whoa…. I need to sit down after that…” Rumble gasped as he exited the crowd, cock still dripping a mixture of his cum and Luna’s mare juices. The mass of naked school ponies pivoted over to Featherweight on the other bed who was still eagerly going to town, hammering away at Celestia’s regal cunt.

“So how was it?” Chrysalis asked the colt as her magic surrounded his body and hoisted him into the air. The changeling queen deviously licking her lips as the delicious treat coating the colt’s cock was raised to her mouth’s level before diving in. Wildly licking and slurping away as she thoroughly cleaned the shaft of any tasty remainder of juices and cum.

“It was… out of this world!” Rumble breathed with an joyous tone. “Even though Princess Luna is asleep… her body acts on its own! It’s like it knows what to do, even without Luna being awake! I could just feel how her walls clamped down on my when I was about to cum like-like she was trying to milk me! Even Sweetie Belle has trouble doing that when she’s awake! And it was so tight!! I loved it!!” Rumble recalled every naughty detail that was doubtlessly burned into his permantment memory by now… probably so deep that even Seta’s mind magic couldn’t make him forget.

Finished with her task, Chrysalis withdrew the colt’s cock from her mouth, planting a small loving kiss on the head before turning her attention back up to eye level. “But of course! After all, I did train Princess Luna and her sister myself back in the day. They are both undoubtedly at the pinnacle of the sexual arts. So attuned to what their stallions want their bodies act fluently on muscle memory alone. A perfect goal to set for your filly slaves at school.”

Rumble nodded eagerly as he was set back onto the ground, excitedly shifting his view between the two imposing changelings before him. “I just wish they was a way we could have a round with them while the princesses were still awake.”

“Oh, don’t be silly, young one,” Chrysalis playfully scoffed. “If these mares were actually awake and trying, none of you would last more than ten seconds, believe me. Heh, you wouldn’t want to embarrass yourself like that in front of a mare, an alicorn no less.”

“I guess so…” Rumble muttered before taking a much more hopeful expression. “That’s just why I’ll have to keep on practicing having sex everyday until I’m at their level!”

“That’s the spirit!” The changeling queen beamed, patting the colt lovingly on the head. “And take your time! In terms of age, they aren’t going anywhere!”

Guess the alicorns aren’t the only thing Chrysalis has trained… Seta pondered to herself. The scene was arousing but she was still quite uneasy on why she was here or what Chrysalis had planned for her. Surely the queen of a rival hive would not simply share something so amazing with her merely as an act of charity. And if this level of depravity was common in Equestria, she couldn’t help but wonder what other perverted acts were taking place behind the many closed doors in Ponyville.

“Now, Rumble, what’s the score so far?” Chrysalis asked.

“Oh… ummmm,” Rumble recounted as he gazed back at his naked male classmates. “I think every pony has had a turn with both of them… Besides Featherweight that is. He’s just finishing up inside Celestia. He shouldn’t last much longer.”

Seta noticed Luna’s unconscious body had been left untouched after Rumble had pulled out. To add to that, many of the colt’s cocks were wilting, clearly spent before she had even arrived.

“Two loads each?” Chrysalis lightly scolded as she shook her head in disappointment. “These are alicorns, boys! Some of the best cunts Equestria has to offer! You’ll have to do better than that!” Rumble dejectedly averted his eyes to the ground, ashamed at himself and his cock. If only it was just a bit longer...

Seta knew Chrysalis was merely playing them. In terms of beauty, breast size, and tightness… these two alicorns easily surpassed any mare or filly these colts have likely used to by a wide margin. It was no surprise that they had emptied their balls inside the sisters in a mere two orgasms. The queen was just playing hard to get.

“You will all just have to try again,” Chrysalis sighed as her horn began to glow green once again.

“What do you mean?” Rumble asked, confused. But no sooner had he asked did his balls began to glow green with Chrysalis’s magic. In fact, all of the colt’s in his class seemed to have been targeted in the sack as well. As a group their hands shot to their balls as a funny tingling sensation ran through them.

“Whoa-whoa-whoa-WOW!” Pipsqueak cried out as his once limp cock now shot up to full mast, hard as a rock. The jackhammer felt refueled and ready for hammering again. Chrysalis gave an impish giggle of delight as she watched the cute faces of the colts that stared with such wonder at their own cocks. Featherweight felt it too as the electrical sensation nuzzling his sack sent him over the edge as his bulging cockhead throbbed several times before exploding its healthy load into the solar princess’s womb.

The energy in the room was back in full now as the colts jumped on the sleeping white alicorn with renewed vigor. A tad too energetic from what Seta could see, as a mass of dozen different bodies crammed in at once in an attempt to get their meat into Celestia’s mouth, breasts, and cunt.

“Now, now… no horseplay, boys,” Chrysalis reprimanded with the voice and tone that could match any teacher’s. “Remember, take your turns. Longest cocks always go first. Be patient, you have all night to play with them, after all.”

The class grumbled but complied with the familiar rule set as they back down from the alicorn’s body. Rumble grinned to himself as he took his rightful place between Celestia’s legs, grasping the base of his cock briefly as he guided the tip into her folds before thrusting away. First Base was next as he straddled Celestia’s chest, planting his shaft between the mare’s heavenly orbs. He pushed them inwards from each side and cooed softly as he started to slide between the two unremarkable soft mounds. Last came Strike who jumped up at the back of the bed to the right of Celestia. The colt quickly but gently grasped at the back of the alicorn’s head before guiding her plump lips down onto his pole. The next few in line jumped on Luna, taking similar position, ready to use her body to serve their pleasure. The others patiently stroked their cocks as they waited their turn in the usual order.

“They are such quick shooters,” Chrysalis winked at Seta. “But I actually prefer that much at this stage and with my magic. Once you fix their stamina, coupled with their eagerness to please, we can quite literally go all night long. But that’s the magic of my hive, girl. What about yours?”

“Well… we don’t know any spell that refills our lover’s balls like that. Though growing up with my sisters and their cocks, that was probably a good thing.”

“Ahh yes, your cocks. Those ‘things’ you girls just love to strut and flail around with. Using them as a toy rather than a tool. But, I’ll give you girls credit for at least realizing a cock is mightier than a sword. Might I ask though, where is yours, exactly, Ms. Seta?” Chrysalis added, noticing an aroused slit was all there was where a mighty mare-conquering piece of meat should have been on her. “I had thought you girls weren’t allowed to waddle around without them… Quite an interesting choice seeing as you haven’t let any cock into that tight little passage of yours… Why don’t you take it out and show me.”

“It’s… it’s right here” Seta sighed. Knowing, yet again, it was best not to deny a queen her wishes. Seta’s horn began to glow pink as her familiar cock took form and solidified on her groin, causing a delightful glint to appear in the edge of Chrysalis’s eye.

“There’s a good girl,” Chrysalis cooed as the massive meaty member throbbed and bounced into existence. “Over here,” she ushered, dragging the changeling over to the empty bed at the left side of the room. She positioned Seta standing off the end as she readied herself on her knees atop of it.

“Whoa!” Crackle Pop gasped as he and the other waiting colts noticed the two changeling females were up to something interesting. Was the fabled changeling queen, Chrysalis, about to work her legendary skills on a serious opponent?! This was not something they wanted to miss! They hurriedly moved as a mass to crowd around the pair and watch. Even the foals occupied using the sister’s bodies couldn’t help but be slightly distracted.

“It’s huge!” Button Mash remarked, shamefully staring at Seta’s cock that easily put the entire class, and quite a few average stallions to shame. Hung like any horse.

“That’s right, class, her package does certainly have a sizable look to it. But looks can be deceiving, can they not?” Chrysalis issued casually to their sudden audience. “For starters, don’t you find it odd that a woman is wielding the most important part of a male’s body?”

The colts considered the thought as Seta grimaced. That was certainly an odd thing to say… And didn’t Chrysalis train the very alicorns in this room using a cock of her own?

“I guess… why does she need one in the first place? Wouldn’t it feel better for a woman if she let a man use his on her instead?”

“An astute point, Skeedaddle,” Chrysalis hummed. “It’s almost as if these girls are trying to replace fine young men like you. They must think that they can use them better than you!”

“No, it’s not like that!” Seta quickly urged. It was almost comical how every colt’s eyes went from astute listening at Chrysalis to menacingly glaring at her. Whatever relationship Chrysalis had with these colts, they ate up her every word. “It’s just the way my hive did things! Errr… my ex-hive. We didn’t have any males among us… so we had to do ‘things’ ourselves!” True enough, even in an all female hive, cocks were not something they could live without.

“And the taste,” Chrysalis grimaced as she went on, craning her head forward as she took the tip into her lips and slid down the entire length, expertly running her tongue along the bottom. Noticeably, the queen did so without asking for her permission like she had stressed to the colts mere minutes ago. “Disgusting,” Chrysalis spat, after removing herself. “Fake and magical taste. Not fit for a mare’s mouth, let alone her other holes.” Skeedaddle was levitated upwards by Chrysalis emerald magic next, allowing the queen to simply rotate her head to the right as she took the colt’s member into her mouth for a repeat blow job. The pony quivered in glee as the queen’s masterful tongue work brought him to the brink faster than Seta herself thought she could even manage on her best day. Skeedaddle had hearts in his eyes, his entire body spasming slightly with delight as he grunted and released his potent load straight down the changeling queen’s greedy gullet. The entire class watched with fascination as Chrysalis’s throat worked the creamy flood of colt cum into her stomach. Only after it was over did she release her loving prize from her mouth.

“Mmmmmmmm, now that is flavor. Divine in every sense of the word,” Chrysalis purred as she savored the taste on her lips. Her magic gently set the still slightly dazed and joyous colt back on the floor where his own two legs struggled to hold him up. Another blast of the changeling’s magic had his cock rearing backup and throbbing like nothing had even happened!

Seta wanted to say she was starting to catch on to Chrysalis’s scheme, but at the same time, a part of her didn’t even think the changeling queen herself knew exactly what she was doing. It seemed as though she was split between trying to humiliate and demean her for not spreading her legs for Tylus… but, at the same time, enjoying and mentoring the colts she had ‘borrowed’ from their bedrooms.

“Oh, if only this girl was collared…” Chrysalis sighed in fake disappointment. “I would let you boys go to town on her ass for daring to use such a thing! There’s a reason these fake cocks aren’t permitted use by female sex slaves!”

“B-but what about S-Suri?” A confused Button Mash asked with a raised hand. A few other colts exchanged questioning nods to the other. Many of them had passed by the building that was formerly known as Rarity’s Boutique. Unofficially, the fashionista was owned by a fellow fashion pony by the name of Suri. An alleged ‘accidentally’ collared mare with a futa cock. The two of them, along with Coco Pommel were officially owned by a changeling who held title to what was once their businesses. To the colts though, they often reminisced of watching the public shows they put on as Suri pounded Rarity’s uptight cunt into the floor. Rarity’s orgasmic expression as blank and pleasurable as any stallion could have given to her in Suri’s position. Plus the extra pair of bouncing breasts were a bonus to watch.

“She… she is an outlier,” Chrysalis sighed with a slight growl. She had spent no shortage of time and resources sending changeling therapists to help fix Suri’s strange mental condition. Of course, changeling therapy always ended simply fucking the three fashionista ponies in the ass, so not much was accomplished in that regard. “Ignore her existence. We are giving her the help she needs.”

“Well, Rarity sure seemed to love her cock,” Chip Cutter chuckled along with a few others in the class.

“I don’t think ‘love’ is a strong enough word,” Tender Taps laughed.

Chrysalis scowled as she saw herself losing the colts. This was the problem with mentoring the male gender in general. They actually liked to use their heads effectively.

Seta, on the other hand, gave a thankful sigh of relief
as the negative emotions towards her dissipated through sheer luck. She gave a small shy smile at the colts surrounding her. None of which seemed to notice as their eyes seemed locked on everything below the two changelings’ heads.

“ACTUALLY,” Chrysalis exclaimed after a moment to plan out her next words carefully. “The fact of the matter, boys, is that while you may think Rarity is being thoroughly pleasured by a mare with a cock, the truth is that a stallion in the same role would have done a much, much better job. Take me, as an example. As queen, I am privileged to be surrounded, day and night, by some of the finest, longest, and juciest cocks Equestria has to offer. In that face of that, I doubt Seta’s cock could even get me close to cumming.”

“B-but I thought I made you cum with my cock,” Crackle Pop stated.

“Me too…” Skeedaddle added.

“I thought it was all of us...” Button Mash said. “Remember when you took us on a field trip to the Everfree forest without Ms. Cheerilee during that school one day? You let us each have a turn at you!”

“And I still think Snips and Snails were eaten by a snake…” Pipsqueak offhandedly comment.

“Errr…” Chrysalis stammered. The fucking minds of males!

“Can we… can we see what happens when Ms. Seta fucks you then?” Button Mash shot out.

“Yeah!” The class seemed to share a good deal of enthusiasm towards the notion.

“Ummmmm…” Chrysalis stuttered again, taking another look at Seta’s ‘fake’ cock. Despite the harsh demeaning words she had thrown it, it was starting to look quite intimidating now. Her other option of getting out of this wasn’t bright either, due to the damnable collar around her neck. Not wanting to set a bad example that, as a sex slave, her opinions didn’t matter compared to a male’s. Even ones as young as these.

“I wouldn’t mind…” Seta said innocently.

“F-fine,” Chrysalis sighed in defeat, truly out of favorable options as she lay back down on the bed and spread her legs invitingly to Seta. “Make it quick, girl… but I have a feeling that won’t be much of a issue with you.”

Seta licked her lips with changeling lust as she eyed the queen’s slick mound. The royal passage long since wet and aroused from her time in this room. It was true that Tylus had completely taken over in the cock department after their initial meeting in their shared suite on that fateful day. All of Starlight’s poundings had been delivered by the male changeling while she herself focused on a more lesbian approach to getting Starlight off. It wouldn’t be far from the truth to claim she was out of practice in regards to this tool. But, even so, that only steeled her resolve to show Tylus’s queen her very best.

Chrysalis bit her lip nervously as Seta wasted no time, grasping the base of her shaft and guiding it towards her fleshy walls that promised a comforting cock massage. The tip of the head made contact and slowly but surely, parted the queen’s moist lips. The many colts gathered around and watching “oooo’d” and “ahhhh’d” as Seta’s member disappeared into Chrysalis’s mound.

To Chrysalis’s dismay, she released an involuntary gasp of pleasure, confirming her worst fears. She had spent far too much time in the human world without a meaty pole to spear her breeding tunnel! Much like Seta, she was well out of practice! Damnable human world!

The entirety of Seta’s cock was lodged inside of Chrysalis now. But, the changeling didn’t pull out. Rather, she held still in her position. Chrysalis, on the other hand, was still spasming with a flustered expression, despite her partner’s lack of movement.

“What’s going on?” Tender Taps asked in a confused tone.

“My… tool,” Seta gasped in shared pleasure as she thought up how to word her explanation, “i-is magical in nature. It can adjust its length, width, and shape to best suit a woman’s particular needs.” The class “wowed” in expected amazement as Chrysalis twitched in moaned. The slight adjustments Seta’s cock was making to itself while lodged inside her were more akin to a key shaping itself to make a perfect fit for a lock.

“Ahhhh,” Chrysalis moaned again. “I-I’m just humoring her, boys. Her cock i-isn’t worth a grain of salt!” Not a single one of the colts believed her. Their cocks all stood up on end from the show, in full, almost painful hardness, signaling an immanent problem Chrysalis would have to deal with afterwards.

Though the changeling queen was given little time to think about any of that as Seta, done with her preparations, pulled out before roughly jackhammering her rigid cock back inside.

“Ahhhh Ahhhhh-n-n-not fair!” Chrysalis moaned in dismay. True to the other changeling’s words, Seta’s new cock fit her to a T! The stiffed pole slid through her tunnel like it was made for her! Bumping against every nook and cranny she had to offer. Her walls could only tighten down in response, only bringing more pleasure to the queen as she experienced an even greater thrill.

The colts watched in apt fascination as two wildly moaning changeling women along with four madly bouncing breasts went at it before them. Their trained perverted hands wasted no time sinking down towards their own slightly envious members as they started to pump away. Not intending to stop for any reason.

“S-so tight!” Seta grunted as she hammered away at Chrysalis’s glistening folds that seemingly invited her deeper with every thrust. The way her walls clamped down on her member was more akin to a feverish cock-milker than a royal’s nethers. But she expected no less from that of a changeling queen.

Can’t cum! Can’t cum! Can’t cum! Chrysalis thoughts struggled to repeat themselves as her mind was reamed with pleasure. Though it was clear that everyone else in the room had quite the opposite thought. It didn’t help her battle when her heaving breasts were enveloped in Seta’s magic. The extremely sensitive bouncing mounds were ruthlessly molested in a pink magical grip that made extra sure to assault her rigid nips. Cheater!

The unrelenting onslaught of pleasure proved far to much for the queen’s womanly body to handle. In that instant, all of her worries and fears melted away. She cared not for how cumming would make her appear. How weak as a queen she would look. It didn’t matter. All she wanted was that sweet, sweet heavenly release!

“AAAHhhhhhh!” Chrysalis’s dam burst as he cock massager clamped down like a vice. The aggravated horny queen moaned to the heavens as her hips acted of their own accord. The gang of colts were mixed between cheering and laughing at the display. Seta grinned slyly as her horn began to softly glow, unbeknownst to anyone in the room.

With the competition won, Seta stopped holding herself off. With one final triumphant thrust, she hilted her cock as far deep into the loser queen as she could. Letting out one final moan of pleasure as her member slid down the amazingly tight passage of a climaxing cunt. Not a moment after the tip speared as deep as it would manage inside, her swelling balls released the stored payload they have been preparing especially for Chrysalis.

The queen groaned in a miserable defeat as she felt her womb being pumped full by her assailant. Though her body itself didn’t seem to mind the loss one bit as it greedily took every drop of cum the pulsating cockhead had to spit out. Her womb was painted white by the time it halted its spasms and twitches.

Ugggg… why am I so weak… Chrysalis fumbled in her thoughts.

Seta grinned proudly as she withdrew her slick cock with a loud pop. The colts took no small pleasure from the sight of the defeated changeling queen, stomach slightly bulged, and breasts heaving with exhaustion. Chrysalis groaned as every colt’s cock aimed at her and was jerked to the point of climax once more. Dozens upon dozen of smaller loads rained down on her naked body from every direction. Coating her body in colt seed in a half taunting half consolation prize. Seta’s horn began to glow slightly again as the class happily released their loads onto their mentor.

“I… I think that’s-urk,” Chrysalis was interrupted as a salty stream of semen sailed to the back of her throat. She quickly swallowed the load down like a good slave, waiting a while long for the rest of cum sprays to coat her skin before addressing the colts. “I think that’s enough learning for today boys… Go back to your toys.”

“Well… I’m sorry to say your visit did not go as planned,” Chrysalis groaned, her face, hair, and body all still matted with ropes of cum. The rest of the class having turned their attention back to fucking their sleeping princesses. Under Chrysalis’s supervision, it was likely that they wouldn’t be getting any sleep tonight.

“I had fun,” Seta smiled, grinning even, though trying her hardest not to appear smug.

“Yes, well… I suppose I should let you get back to bed. I’ll allow you to work with the humans, so long as you never speak of our encounter to anyone…”

“That’s great! Because I-” A foot found it’s way to Seta’s bare ass, punting her out the door to the room. Not a second after her rump landed on the cold crystal floor outside did the crystal door slam behind her.

Seta sighed as she got back up to her feet and dusted herself off. The changeling queen did sure have a way with people.

The door to the one opened slightly, Chrysalis poking her head out once more.

“And… Seta?” she asked.

“What?”

“W-welcome to our family…” The doom slammed in her face again. But nothing could erase the wide joyful smile that soon appeared on Seta’s face.

Only to open again once more a few seconds later...

“But seriously, lose the cock and spread your legs for my son or else I won’t be letting you out of the next headlock I have you in…”

The door slammed shut again.

“Mmmmmm… you reek of sex,” Tylus smugly spoke with a sniff of the air. Not even bothering to move or even open his eyes from the sleeping position he held on their shared bed. “I thought you might. Who’d you end up doing it with?”

“Your mom,” Seta said plainly.

“Awwww, there’s no need to be immature! I was just asking!”