The Changeling Gorbfest

by MightyShockwave

Rating: mature
Tags: Changelings, Starlight Glimmer, Random, Thorax, Twilight Sparkle, Main 6, My Little Pony: Friendship is Magic, Dark
Length: 6488

Starlight and the Mane 6 get invited to the Changeling Gorbfest. It's not exactly what they were expecting, but it's more fun than it sounds!

Starlight Glimmer accepts King Thorax's invitation to participate the time-honored tradition known as the Changeling Gorbfest. However, when discover that changelings have a wider diet than just love, hijinks ensue. Don't worry, King Thorax assures, the Changeling Gorbfest is more fun than it sounds!

[Tags: Vore, and lot's of it!]

Published 2017-04-17 01:40:01 UTC
Last updated 2017-04-17 01:40:01 UTC

Antipasta

A few days later the train pulled into a small station built within a stone’s throw of the Central Hive. The land was still mostly dry and arid compared to the cool, comfortable interior of the hive, but the magic of the massive stone structure didn’t cease after Chrysalis’s black throne was destroyed, and ponies couldn’t even build a foundation before it was swallowed up by the shifting rock. It was a small trek, but Starlight didn’t think it was so bad. She made the same trip under circumstances direr than simply getting a little thirsty and sweaty.

The group of friends stepped off of the train, along with a herd of other tourists. A huge banner with the phrase “Welcome Gorbfest Guests” hung from the station awning, flanked by images of smiling changelings with mouths wide open upwards as if to receive libations from an unseen source. Changelings buzzed excitedly around the train station, welcoming tourists with hugs and nuzzles, including Fluttershy as she stepped off the train.

“Oh, um…nice to meet you,” Fluttershy muttered as a brown and green changeling began to rub his cheek against hers, making her blush when he began to give her little licks.

Suddenly, a powerful, yet dorky, voice boomed out.

“Contain yourself, my subject!” King Thorax said, cantering over to greet the group.

The changeling looked dismayed, but backed away, giving Fluttershy a coy wink before buzzing off.

“Sorry, I’m still teaching my subjects to be more considerate of the concept of ‘personal space’,” Thorax continued. “I mean, we’ve all spent so much of our lives starving that some changelings get a little excited about being able to make their own love. Either way, I’m surprised to see you all here. Are you here for the Gorbfest? Welcome to the Hive, by the way.”

“You betcha!” Pinkie said, prancing in place with excitement. She couldn’t wait to see the Hive again, especially now that she was OUTSIDE of a cocoon filled with brain-numbing goo.

“I had so much fun last year that I wanted to invite my friends!” Starlight said. “By the way, it’s good to see you again, Thorax.”
“Aww, thanks, it’s good to see you again too,” Thorax said. “Exchanging letters is nice, but nothing compares to seeing somepony else in person.”

“Friendship lesson #98,” Twilight thought to herself. She held her tongue, though, and just nodded smugly.

“…So, will you all be Gorbfest guests?” Thorax asked.

“I think I’ll just watch again this year. But everypony else would love to participate,” Starlight said.

“Wonderful!” Thorax said, his wings buzzing with excitement. “Shame about you though. I’d love for you to participate. I’d even let you be my personal guest of honor, if that’s what you’d prefer.”

Starlight smiled and blushed, averting her eyes as if she was embarrassed. “Well, the offer is tempting, REALLY tempting, but I think that Twilight should be your personal guest. After all, you’re a King, and she’s a Princess, so…”

“Well, I understand,” Thorax said. “But, we’ll see how she’s feeling later. For now, everypony, why don’t you all follow me? We were waiting for the tourists to arrive before we set the Gorbfest in motion. Are you all ready?”

“Puh-leeease! I was born ready!” Dash said, pumping her hoof in the air.

******************************************************************************************************************

Thorax led Starlight and the Mane Six at the front of the herd, while the rest of the changelings present slowly guided the rest towards the grand hive. It was imposing and menacing, but Twilight remembered to never judge a book by its cover. Besides, it seemed like the changelings were making an effort to spruce up the place. As she approached, Twilight saw pink hearts crudely painted on some of the rocky crags. The changelings’ collective artistic skill seemed…lacking, but Twilight remembered that it was the thought that counts. After all, that was Friendship Lesson #309.

The group was herded into a giant, gaping maw of a cave, and natural sunlight gave way to an ethereal green-tinted illumination that came from glowing cocoons stuck on the walls and ceilings. It bathed the caves in a gentle light that made the otherwise cold stone seem almost cozy and inviting. Twilight stared in amazement as she watched the walls slowly shift and churn around her, as if she had entered the belly of a giant beast. The stone itself seemed alive, and portals would slowly open and close with a steady rhythm. It was almost hypnotic to watch, and she ended up accidentally bumping into Thorax’s butt when he suddenly stopped in front of her.

“We’re here!” Thorax said. “Welcome to the Grand Feasting Hall!”

Twilight quickly gathered herself, standing up and joining her friends before looking around. Contrary to the rest of the hive, this room appeared mostly static. Large openings dotted the sides and ceilings, but these looked motionless, and often hosted several multicolored changelings looking down at the guests. There was a large stage made from elevated rock at the front of the room, and several long dining tables took up most of the floor space.

“Everypony, please, take a seat while we wait for the Gorbfest to begin,” Thorax said, gesturing to the tables before turning to Twilight and her friends. “Come, why don’t you all sit close to the front? After all, as the personal guest, Twilight should be up on stage with me once I start making announcements.”

Thorax led Starlight and the others up to the table at the front of the room, just underneath the center of the stone stage. He sat with them as changelings began to buzz out of the openings lining the room, carrying plates of hot, steaming food. They placed plate after plate on the dining tables, and one bright orange changeling wearing a chef’s hat dropped off a few plates of steamed grass in front of Twilight and her friends.

“Food?” Twilight asked. “I thought you changelings ate love?”

“We do, we do,” Thorax said. “But, essentially, the Gorbfest is a celebration of feeling stuffed. It was one of the brief times under Chrysalis’s rule that we’d generate so much love that we’d actually feel satisfied for a day. It’s something that I decided we should extend to guests interested in participating in this time-honored tradition.”

“You should have seen the pony food last year,” Starlight added. “Looks like they’ve gotten a lot better at it.”

Thorax smiled awkwardly. “Yes, we’ve been practicing. It’s actually not too bad as long as you just follow the instructions from cookbooks. Trust me, we want only the best for our guests! After all, the more they love us, the better we all feel.”

“Makes sense,” Rarity said. “After all, what better way to show goodwill than through generosity? I’m sure that under your leadership, the changelings will become a great and well-respected nation.”

“Thanks, Rarity,” Thorax said. “It really means a lot to me.”

A few more changelings buzzed down, each dropping off more plates of food. Carrot-dogs, fried hay, roasted veggies with butter and seasoning, it was a real smorgasbord of delicacies.

“Enough about me, please, eat,” Thorax said. “Including you, Starlight. I know you said you won’t be participating in the festivities, but you are still an honored guest. I bet you’re starving, too.”

“Well, yeah, I am feeling a little peckish,” Starlight said, before levitating a carrot-dog and taking a big bite out of it. “Oh wow, that’s good!”

“Tell me about it!” Pinkie said as she practically inhaled anything that was put in front of her. “This is some of the best cooking I’ve had in my whole life!”

“Well, eat as much as you please,” Thorax said. “We made sure to prepare a lot for guests this year.”

The Mane Course

As Twilight ate, she too was impressed at the sheer quality of the food. It almost came close to what Princess Celestia would serve her whenever she visited, and the princess had the best chefs in Equestria working under her! It was also a welcome change from the stale garbage that was train food, so her taste buds might have been a little less picky than they normally were. As she ate, her eyes scanned the room, looking at the other tourists. A lot of them were stuffing themselves, but Twilight also managed to spot a few who seemed to be getting full and stopping. One mare was being whispered to by a changeling, and Twilight had to wonder what he was saying to her in order to make her blush and giggle like that. Other ponies seemed a bit…reluctant. Their eyes seemed a little shifty, and they pushed away food that was placed in front of them. Probably nerves, Twilight thought. She could relate. She was still intensely curious as to what the Gorbfest actually was. The changelings brought out plate after plate, but none actually partook in anything they brought out. Twilight knew that pony food was probably incompatible with changeling biology, but a vast majority didn’t even go around hugging ponies or even talking to them to sate themselves with love. The changelings, whenever they’d drop off a plate, would instead fly back to the hole they buzzed out of, just staring at the dinner guests and licking their lips.

“Thorax, why aren’t the changelings also feasting?” Twilight asked.

“Don’t worry Twilight, that will come later. Due to the nature of the Gorbfest, we have to let ponies eat first. Remember, we don’t eat ‘food’ like your kind does.”

Twilight turned to Starlight, who simply gave an encouraging nod.

“Hmm, makes sense,” Twilight said. “Though, I am curious. What IS the Gorbfest, in particular?”

“Well…” Thorax began. “First everypony pairs up with a changeling, then…”

The ringing of the bell interrupted him.

“Oh, actually, it’s about to start,” Thorax said. “That bell should mark when everypony is starting to get full. Why don’t I just show you? Would you care to join me up on the stage?”

Twilight swallowed her last gulp of buttered eggplant. “Sure.”

Thorax and Twilight both fluttered onto the great stone stage, with Twilight taking a step back to give Thorax the center of attention. It wasn’t too tall, but even at this height Twilight had a great view of the dining hall. The rest of the ponies all looked absolutely stuffed, rubbing big bellies in warm bliss and chatting with their neighbors. Even her friends looked absolutely satisfied; Rainbow Dash looked so stuffed that Twilight thought she’d barely be able to fly!

“May I have your attention please,” Thorax said with a loud, powerful voice over the dull roar of the guests. The ponies’ voices dulled to a murmur, and they all turned to him one by one. Twilight couldn’t deny it, his presence commanded attention. Thorax’s head pincers were magnificent and striking, and he stood tall and well-built. He reminded Twilight of a more masculine Celestia, and she was proud to have such a strong ally. Her attention was so focused on him that she failed to notice that the entrance to the dining hall had vanished, leaving only solid rock.

“It looks like it’s about time to start the Gorbfest!” Thorax shouted to the applause of ponies and the excited buzzing of changelings. “Now, I imagine that, for almost all of you, this is your first Gorbfest. As honored guests, you deserve the full experience! I would like everypony interested in participating to pair up with a changeling right now!”

With that, swarms of changelings began to flood from the holes. It sounded like a swarm of locust as the changelings began to descend, deftly landing on their smooth legs. They began to mingle with the ponies, chatting among them and one by one pairing up. Twilight watched as her friends were approached by a group of six changelings, and they began to hit things off. The changelings seemed to have magnetic personalities; even the brown and green changeling who licked Fluttershy at the train station paired up with her, who seemed to be a lot more receptive to his advances now that he was actually treating her with respect. Rainbow Dash examined a changeling’s wings, and Pinkie Pie seemed like she was having the time of her life joking around with her changeling, who was impressing her with his transformation abilities. All ponies, except for Starlight.

“No thanks, I’ll just be observing,” Starlight casually told an orange and blue changeling that approached her.

“Fair enough, there are plenty of ponies to go around this year, it seems,” replied the changeling in a dorky voice before he turned his attention to an orange pegasus mare with a yellow and black mane.

Eventually, everypony was happily chatting with a changeling. There were a few changelings without partners, but they seemed content to just stand by and hang around the hall. Thorax cleared his throat, and began to speak again.

“Alright, it looks like everypony has a partner, and the Gorbfest can begin, Thorax said to the cheering audience. “Before we start though, I would just like to say a few words. The goal here is to have fun. If anypony isn’t having fun, all they need to do is say so. The Gordfest isn’t for everypony, and sometimes it’s best to just sit it out if it’s too much. What I can say is to at least give it a chance. I think if you embrace things and see them for what they are, you’ll find that it’s an experience that’s one-of-a-kind.”

Thorax paused and turned to Twilight with a warm smile and gentle eyes.

“Princess Twilight, would you please step forward?”

With a dignified smile and nod, Twilight stepped forward, taking her place by Thorax’s side. She was the tallest of her friends, but she felt short when Thorax had to look down at her. His pincers began to glow an ethereal blue, and Twilight felt herself lifting up into the air. She could barely contain her excitement; thoughts were racing through her head. She’d finally get to see an AUTHENTIC Gorbfest! And she was the first before anypony else! She couldn’t wait to write about this!

Her excitement, though, turned to confusion as Thorax began to open his mouth wide. Very wide. So wide that Twilight could see the pulsating opening of his bright-pink throat. Thorax’s bizarre biology was completely alien to Twilight, and the dimly glowing flesh dripped with green-tinted saliva. She didn’t have much time to see anything else before she felt herself catapulted towards his gaping maw. She entered his throat violently, the force of his magic able to jam her in so far that fore forelegs and wings were pinned to her side by Thorax’s tight lips. Her muffled, confused cried were the only thing heard in the now completely silent room. Everypony present looked at the grotesque display in completely horror.

Well, everypony except Starlight.

“Woo-hoo! Go Twilight!” Starlight said as Thorax made a loud gulp, sending Twilight into his throat a few inches more.
Her shout set off the whole room like a trigger. Changelings began to gobble up their partners, some forcefully, some gently, and some letting their partners run or fly around for a little bit, enjoying the thrill of the hunt. There was also a mix of emotions in the room too; many ponies expressed “discomfort” at the prospect of being swallowed, but other eagerly leaped down the throats of changelings. It was complete chaos, and Rarity was almost sick.

“Well, shall we begin?” Her changeling partner asked.

“Begin!? Ugh, I thought this Gorbfest was just some harmless tradition! Not a feast!” Rarity replied irately. “Fluttershy darling, are you alright?”

Rarity turned to her where her friend was sitting, only to find all that remained of her friend was a wiggling pair of yellow hooves sticking out of a very rotund-looking changeling’s mouth. Seconds later, they disappeared behind the changeling’s lips, and the changeling gave a cute belch as if to announce that the deed was done.

“First of all, manners!” Rarity chastised the full changeling while using her telekinesis to roll up a napkin and bap him on the head. “Second of all, spit her out you brute!”

Rarity couldn’t say more, for at that moment her changeling partner ambushed her from behind, jamming Rarity’s head into his mouth from above and quickly swallowing her up to her neck. Despite her protests, her ladylike figure was simply too weak to resist the changeling’s natural power. He went to town on her while the others were in their own predicaments.

“Pinkie Pie, ya sure this is a good idea?” Applejack asked while Pinkie Pie’s entire lower half was inside of a changeling’s throat. A solid buck to the face put her partner in a daze, and he was now just content to lick her withers and neck. Applejack wanted to give him another good hit, but for now she just let herself be tasted while she had more pressing matters on her mind.

“Yeah Applejack, this is super fun!” Pinkie said as a massive gulp sent her deeper into the Changeling’s tight, greedy esophagus. “Ooh, hold old, let me make this more exciting!”

Pinkie managed to force her forelegs underneath the changeling’s lips, much to his discomfort.

“Wee! Now I’m totally helpless! It tickles Applejack, you should try it!” Pinkie squealed as the changeling swallowed her up to the middle of her ribcage.

“Gee Pinkie, Ah dunno,” Applejack said as another loud gulp sent the changeling’s lips around Pinkie’s neck.

“Miss, you’re really pretty, and tasty,” Applejack’s partner said out of the blue, breaking her concentration.

“Wh-what did you say?” Applejack said in shock.

“You’re a really pretty pony,” said the changeling, who seemed to be recovering from Applejack’s buck.

Applejack smiled and averted her face to hide her blush. “N-nobody’ called me purdy before,” she said.

“Please give me the honor of eating you, I’ll be really gentle, I promise,” the changeling said, nuzzling Applejack’s side.

Applejack’s brow furrowed for a moment, before turning back to Pinkie. Or, rather, the lump in the stomach that Pinkie Pie was now. Applejack could hear Pinkie’s high-pitched giggles through the changeling’s stretchy belly. Applejack had to admit, that laugh definitely did make it seem like a fun experience.

“Well, alright, but ONLY when ya spit me out when Ah tell you to!” Applejack demanded.

“Of course! Of course!” Said the changeling. He neglected to say that ponies enjoyed it so much that they typically never wanted to be let out, but she didn’t need to know that! “Would you like to go down head-first or tail-first?”

“Applejack shrugged. “Ah guess head-first, it’s probably more natural that way.”

While Applejack bowed her head and waited for the changeling’s moist embrace, Rainbow Dash was busy dealing with her own partner.
“Take that, and this!” She yelled, dive-bombing the cowering changeling. He usually loved the hunt, but this mare was giving him a solid whooping.

“Alright! Alright! I won’t swallow you!” The changeling said. “J-just stop hitting me!”

Dash banked hard, ready for another pass, but she was surprised to hear the changeling giving up. They had a lot of mettle when she fought them in Canterlot, it was a little surreal to see one cowering before her. She fluttered down and landed right beside him.

“Get up,” she demanded.

“Y-yes!” the changeling said, leaping up onto his own four legs.

“Now, mind explaining why you’re trying to eat me?” Rainbow Dash said with a scowl.

“I-it’s Gorbfest tradition! It’s loads of fun! Look at how much fun your friends are having!” The changeling meekly said. “B-but if you don’t want me to, that’s alright!”

Rainbow Dash looked around, disappointed but not surprised when she saw her friends either halfway sticking out of a changeling maw or completely enveloped in their tight, stretchy stomachs. Her friends could be really weird sometimes, but this was just too much for her.

“Hmm, so my friends are weird, alright?” Dash said. “That still doesn’t mean I want to get eaten!”

The changeling stayed silent, simply bringing a hoof to his face and cowering in Dash’s presence.

Dash snorted and rolled her eyes. “Well, fine. I’ll just wait until everypony else gets finished. You got any books or something? I don’t want to watch this.”

The changeling brought his leg to his chin in thought in thought for a moment, before he got a wonderful idea that would both entertain her and maybe even make her change her mind!

“No books here, but we do have some entertainment,” the changeling said. “Just give me a moment.”

The changeling closed his eyes and focused his thoughts. His spiked horn began to glow green, and a small cloud of smoke began to gather at its tip. With a flick of his head, the changeling sent the smoke cloud floating forward until it was right in front of Rainbow’s face. She stared at it, unamused, until she noticed a spark of blue light appear in the smoke. It only appeared for an instant, but then showed up again, this time with a red spark as well. Then yellow, then green, then purple…the smoke cloud seemed to slowly erupt with color.

“Whoa, cool trick,” Rainbow Dash said.

“Watch this,” replied that changeling, still focusing on his spell. As he focused, the light in the smoke cloud got more intense and even began to spin around. In moments, the sparks formed a solid rainbow-colored rotating swirl.

“Whoa, rainbows, that’s so cool!” Dash said as she stared at the swirl, letting herself get more and more enthralled by it with each passing minute.

“It IS cool, isn’t it? You may look as long as you desire,” the changeling said, now confident that Dash was no longer a threat. After Chrysalis left, he realized that the hive lost its designated mind controller, and he decided to learn a few spells just in case they would be needed. It was delicious; the poor mare didn’t even know she was being hypnotized! But, not as delicious as her…

The changeling waited for a few minutes for Rainbow Dash to fall into trance. Once her eyes began to reflect the hypnotic swirl, he realized that she was now completely open to suggestion.

“Rainbow Dash, you are so relaxed,” he said, licking his lips.

“I am so relaxed…” Dash repeated in perfect monotone. She was too far gone to mentally resist anything the changeling said, her own threats being magically suppressed by the power of the swirl.

"Being eaten is enjoyable,” the changeling whispered.

“Being eaten is enjoyable…” said Dash in an equally quiet whisper.

“You want to be eaten,” the changeling said, before making his swirl vanish.

“I want to be eaten…” Dash replied with a dumb smile on her face. She was helpless now, but the changeling’s hypnotic power altered her thoughts. Even when she woke up in a few minutes, she’d be in complete bliss when she discovered she was in his stomach. The changeling was drooling before he even opened his mouth, guiding Rainbow’s happily blank face into his hungry throat.

By now, Twilight had been swallowed up to her hind legs. She struggled hard, and her flapping wings gave Thorax a lot of trouble, but in the end his throat muscles, perfected by millions of years of evolution, won the battle of attrition. Twilight was confused and tired; she couldn’t concentrate on anything in the wet, hot confines of Thorax’s trunk-like throat, making spellcasting impossible. They gripped her so tight that she could barely breathe the stale air inside his esophagus. She felt like she was going to pass out, until the muscles all clenched around her and sent her rocketing forward. In seconds, she was forced through a tight, stretchy ring and into a fleshy bag that was still tight, but less so compared to the throat. The whole stomach was illuminated by Thorax’s bioluminescent tissues, which filled it with a gentle pink light. Twilight sat still, shivering at what just happened. She was in complete shock until Starlight’s muffled voice shattered her trance.

“Nicely done, Twilight! You took that like a champ!” Starlight said from the outside while Thorax gently lied down. He didn’t want to hurt his Gorbfest partner.

“St-Starlight! Are you cr-crazy!?” Twilight’s muffled voice sounded from within the squirming, bulging mass that was Thorax’s belly. “And you too Thorax! I thought we were friends!”

“But you are my friend, Twilight!” Thorax pleaded. “That why I feel so honored to have you as my Gorbfest partner!”

“You ATE me! Even worse, you fattened me up first!” Twilight yelled.

“Well, what did you think the Gorbfest was!?” Thorax replied.

“I…I dunno! Starlight said it would be a surprise, but not like this!” Twilight screamed.

“Don’t worry about it Twilight!” Starlight yelled. “You have to admit, it was fun.”

“Your definition of FUN needs a lot of work, Starlight!” Twilight grumbled.

“Listen Twilight, remember what Thorax said? Give it a chance,” Starlight continued. “Look at it like a friendship problem. Thorax wants to eat you, but you don’t want to be eaten. So, why don’t you just compromise and let him eat you for a little while. Give it, say, 15 minutes? If you don’t like it, you can just teleport out.”

In the dim light of the stomach, Twilight rolled her eyes. “Compromise , lesson #38. You’re a good student, Starlight, much to my displeasure,” she muttered to herself. “Alright, 15 minutes! I’ll trust you to keep the time. So, do we just chat now?”

“Just be quiet and focus on the treatment, Twilight,” Thorax said. “I think you’ll find it really enjoyable.”

Twilight rolled her eyes again, but did as Thorax said. She began to realize that she was lying in a shallow pool of green liquid. She surmised that it might be stomach acid, but it didn’t sting her. Rather, it made the bits of fur it touched feel pleasantly tingly. The air inside the stomach felt a lot better on her lungs too, and Twilight could swear that it had a hint of strawberry in it. The dull, rhythmic thumping of Thorax’s heartbeat was just barely audible, but hearing it served to relax Twilight and make her think about her predicament. Rest assured, when she got out of this, she’d tell Celestia all about the Gorbfest, with all of the COLORFUL details. She knew that changelings were just too different to be trusted!

Suddenly, a loud gurgling noise filled the stomach and Twilight felt the stomach walls shift. She felt fleeting fear, but then realized that although it was tightening in some places, the stomach was getting looser in others. Twilight took the time to stretch out her wings for a moment, getting them comfortable before the stomach began to shift again, tightening around her hind legs and neck. Twilight blushed from the attention, and half thought that it was deliberate, but stayed silent because it actually felt really nice. Never before in her entire life had Twilight felt a full-body massage before, and she hated to admit that she was actually starting to like it. The way the stomach pressed and churned around her was far better than the hooves of even the best masseuses in Ponyville. The strong muscles pinched and twist her in just the right ways to relieve her stress and make her body feel like it was freshly minted. The small pool of liquid slowly came to be smeared all over her body, and each inch that it touched became many times more sensitive to the stomach’s squeezing. Even through her fur, it was like Twilight could feel every single microscopic crease of Thorax’s stomach lining. When the stomach pinched her flanks, she couldn’t help but let out a giggle.

“Sounds like you’re having fun in there,” Starlight’s voice interrupted her. “It’s only been five minutes.”

Twilight didn’t have a snappy retort, so she just held her tongue. Even though the stomach’s massage tickled her all over, she wouldn’t let Starlight have the sense of self-satisfaction.

That was, until, Twilight felt a big pressure point come from outside and rub back and forth. The treatment from stomach by itself was intense, but with this new pressure point it felt even more amazing. It was like she was getting two massages at once, perfectly intertwined and responsive to each other. The stomach altered its churning to cover spots where the pressure point didn’t, and followed its motion along.

On the outside, Starlight heard a moan of bliss come from the confines of Thorax’s stomach as she rubbed his bulging gut.

“See, all she needed to do was give it a chance,” Starlight said quietly so only Thorax could hear.

“I’m glad she’s having a good time in there, I told you that the Gorbfest is a lot more fun than it sounds” Thorax said. “You know, Starlight, I still have room for one more…”

Starlight smiled and blushed, remaining silent. Her rubbing slowly got closer and closer to Thorax’s neck, giving Twilight’s hind legs her attention. While she was busy, Thorax opened his mouth, letting his long forked tongue slowly snake out. As a changeling, his form was fluid, and he had no trouble extending his tongue longer and longer, very slowly and gently wrapping itself around Starlight’s hoof. Her face was totally red as Thorax tenderly began to slowly guide it into his mouth. She bit her lip as Thorax brought it into his maw as she imagined the bliss that only being eaten could give her.

She tugged her hoof away.

“Starlight, are you alright?” Thorax said. “You know there’s nothing wrong with submitting. Ponies have prey instincts, after all.”

“Yeah, I’m fine,” Starlight said, returning her saliva covered hoof to Thorax’s stomach, much to Twilight’s audible delight. “It’s just…I have things to do, you know? Chrysalis is still out there. She’s my responsibility. Then there’s Sunburst, Trixie, my old town, and…well…I’m just not ready to join with you. Not yet. But…one day.”

Thorax closed his eyes and nodded with regal understanding. “I understand. Take all the time that you need. I’ll happily await that day, though.”

“Yes, same here,” Starlight said.

Starlight continued rubbing Thorax’s churning stomach in a peaceful silence. Twilight’s moans got louder and more frequent as time went on. The more Twilight was massaged, the more the tingly fluid coated her, which made her nerves sing with joy. She abandoned all pretenses of subtlety as the pleasure from the tingly fluid and the even-intensifying massage flooded her synapses with total bliss. Twilight realized that she shouldn’t be feeling THIS good, but she no longer cared.

Starlight could tell exactly what Twilight was feeling just by looking at Thorax. He looked positively drunk as his body soaked up all of Twilight’s love and lust for his stomach. She briefly glanced to the rest of the dining hall, and say that not a single pony was outside of a changeling belly. Each stomach squirmed and moaned, and the changelings all looked happier than they’ve ever been. Even those that hadn’t eaten a pony were absolutely hammered on the sheer amount of positive emotion radiating from those gurgling bellies.

“Twilight, it’s been 15 minutes,” Starlight said.

“Don’t let me out! This feels so good! Please! I need more! More!” Twilight yelled from within, pressuring her face up against Thorax’s stomach as if that might let Starlight hear her better.

Thorax’s head craned up and he looked tenderly at his squirming belly.

“Twilight, are you ready to go…all the way?” Thorax asked tenderly.

“YES! YES! PLEASE!! ANYTHING! ANYTHING FOR MORE!!” Twilight yelled.

“Twilight, once this starts, we won’t be able to go back. You’ll be leaving a lot of responsibilities behind,” Thorax added. He knew what her answer would be; nopony could resist the mind-altering bliss of a changeling’s stomach acid. Twilight had sealed her fate the instant she agreed not to immediately teleport out. Still, he felt compelled to at least give her the courtesy of asking.

“I KNOW! I DON’T CARE!” Twilight shouted. “EVERYPONY KNOWS STARLIGHT WILL BE A PRINCESS BY THE END OF THE SEASON! SHE CAN TAKE CARE OF THINGS! PLEASE!! JUST GIVE ME MORE!!!!! MORE BLISS!!!!!!”

Dessert

“Very well,” Thorax said tenderly. He placed a hoof on his stomach, rubbing it tenderly, before he closed his eyes and didn’t hold back. His, and soon every other changeling’s, stomach began to gurgle with an even greater intensity than before. The churning intensified to almost violent levels, and his stomach walls secreted their fluid freely, drenching Twilight completely.

“YES! YES!!” Twilight shouted towards the heavens. She was almost entirely surrounding by the bliss-inducing fluid, with only her head above the surface. Her nerves were completely saturated by bliss, and everything she loved and cared for was shoved out of her mind. Her thoughts began to fade, and her brain regressed into blind state of pure pleasure. She paid no mind as her body began to slowly melt into goop. All she felt was rapturous joy, and that’s all she would ever feel until the end.

Starlight continued to rub the bulge Twilight made as it got louder and louder, and its convulsions got more and more intense. Starlight felt a little jealous of the bliss Twilight must have felt right now, but she knew that she had better things to do than become changeling chub. Still, she treated her beloved mentor to a rub for an hour, until Twilight’s moans slowly began to let less intense, her convulsions less frequent and less powerful. Indeed, all throughout the room the muffled moans got quieter and quieter as the Gorbfest guests slowly succumbed to their fleshy prisons. By the time two hours had passed, the muffled moans had been completely silenced and replaced with the gentle glorping of the weakest changelings processing the last of their meals.

“I guess that’s it,” Starlight said, still rubbing Thorax’s now smooth belly. “Nice Gorbfest, it was even better than last year’s, I think.”

“Yeah,” Thorax said, still completely high on Twilight’s love. “I didn’t think the Elements of Harmony would honor us with their participation. Thanks, Starlight.”

Suddenly, a changeling burped loudly enough to draw Starlight’s attention. She turned her head just in time to see glowing lights in the shape of Applejack’s cutie mark escape from her predator’s throat. It floated up in the air for a moment, before vanishing completely.

“Whoa, what’s that?” Starlight asked.

“That’s Applejack’s soul. You see, when we changelings eat ponies, we don’t destroy the soul,” Thorax said. “Back when Chrysalis ruled us, she’d force us to always keep the soul within us. But now, we can give the souls a choice: either stay inside our bodies and mingle with our own souls, or move on to the afterlife. A lot tend to stay inside of their own free will, though. It’s an existence of constant bliss, and we changelings, through our powers of transformation, and change back into their former bodies and allow them to take control for a little while. But, some do choose to leave, and we cannot fault them for it.”

“Huh, I guess I missed that during the last Gorbfest,” Starlight replied.

“Yeah, we didn’t have that many guests, and they were all ponies who didn’t have much going for them anyway. All of their souls chose to stay with their devourer,” Thorax said.

Other changelings burped up souls, but Thorax was right, only a few out of the hundreds of guests decided to leave. The only souls of Twilight’s friends that left were Applejack’s and Pinkie Pie’s. Fluttershy, Rarity, Rainbow Dash, and Twilight herself all stayed decidedly unburped.

Thorax basked in the love afterglow of the whole thing for another thirty minutes, before standing up on wobbly hooves. His belly audibly sloshed around; Starlight doubted that even Twilight’s bones remained.

“It’s a shame you didn’t let me eat you this year though,” Thorax said, stretching out. “I could have used the practice.”

“Practice?” Starlight asked. “For what?”

“Well, I think I’d like to invite Celestia next year to be a guest,” he said.

“Well, only after she makes me a princess and me and Trixie can be the main characters like we deserve,” Starlight added.

Appetizer

“I still can’t believe we’re actually going to see an authentic changeling gorbfest!” Twilight said, barely able to contain her excitement as she reclined on her seat in the train cabin. Now that train lines had been established to the Changeling Hive, Twilight and her friends had decided to take up King Thorax’s offer to invite them to the traditional changeling festival.

“Eh, it’s probably just some weird bug thing,” Applejack said, lazily lounging in her seat and staring at the scenery as it passed by.

“Now now, darling, don’t be prejudiced,” Rarity replied. “Changelings are NOT bugs, they’re arthropods.”

Applejack rolled her eyes. “Since when did you become so brainy?”

“Ever since I began to realize just how bold and striking their colored carapaces were,” Rarity added. “I’ve been drawing on them for inspiration for quite a while now.”

“Whatever!” Rainbow Dash suddenly interjected. “It doesn’t matter what changelings are, I just want to see this whole gorbfest thing. It must be really awesome; my friend in the Wonderbolts went to one for a vacation and liked it so much that she quit the team and never came back!”

“Yeah! Yeah! I want to see too! Maybe it’ll give me new ideas!” Pinkie Pie squealed. “I tried looking it up so I could do some party prep, but I couldn’t find anything about the specifics, other than that it’s REALLY fun! See?”

Pinkie Pie pushed a travel brochure into Rainbow’s face, right at the section that talked about changeling culture.
“The gorbfest is amazing! All ponies should come to see and participate! I’m totally not a changeling!” It said, quoted from an ubiquitous “Pony McPony”

“Pinkie’s right,” Twilight continued. “I must admit, I’m really curious about it. Starlight, you went to the last one, right? What was it about?”

Starlight Glimmer giggled. “Well, I’d tell you, but I think the gorbfest is most fun when guests know nothing about it. I WILL let you know that I had lots of fun last year, and it’ll probably be a blast this year too!”

“Well, if you say so, then I won’t ask any more questions,” Twilight said with a tender smile. She was worried about the changelings, even after their revolution, but her student was already demonstrating wisdom and maturity by using her friendship with King Thorax to build ties between ponykind and changelings. She could not be more proud!

“Oooh, a surprise party? Those are the best kinds!” Pinkie said, nodding in agreement.

Starlight smiled. Oh, and what a surprise it’ll be, she thought.