Chrysalis places an ad in a paper.

After taking a few minutes to recover from some of the most intense sex of their lives, the two mares climbed slowly back to their hooves, Twilight’s belly so bloated with eggs that Moondancer had to help her up.

“So, how are we going to do this?” Moondancer asked, drawing a cold chuckle from Twilight.
“I want to fuck her while the parasite destroys her personality. You go from the front and fuck her skull, I will go from behind and take her ass, then finish up in her cunt to make sure that she is ready to start forcing out eggs as quickly as possible.

Moondancer gave a smirk, and they both approached the downed alicorn with sadistic looks on their faces. Rarity watched them as they approached, almost a dozen eggs now lying scattered in the plush red carpet behind her.

“Can someone come and help deal with all the eggs this whore is putting out?” Twilight said, the guards all looking to each other for a few moments, knowing that if they helped, it would likely mean giving up their job and becoming a nurse.

After a few moments, one of the older guards stepped forward, gathering the eggs into a pile and pulling them and Rarity somewhere out the way, before taking to the task of keeping the eggs clean.

Celestia raised her head towards the two ponies. The ex-ruler of Equestria looked like shit if they were being honest, her eyes were red and puffy from all the crying she had been doing, and the light in her eyes seemed to have gone out around the same time that her hopes of escape or victory had been crushed.

Moondancer slapped her across the side of the face, leaving a red mark behind that made her length twitch slowly back to life. Celestia barely reacted at all, simply staring down blankly at the floor and trying to ignore the fate that she had allowed to befall her kingdom.

Twilight moved up behind her, slowly climbing her way onto her back, her heavily pregnant belly pressing into her back and distorting slightly as the eggs were shuffled around. Even this did not draw a reaction from the princess.

Now that she was full hard, Moondancer let the skull penetrating spike sprout from her cock, waving it in Celestia’s face, which also failed to draw any kind of reaction. With a huff, she placed it right between Celestia’s eyes and looked to Twilight.

“Alright,” She begin “We both press in on three. Get ready, I’ll count us in,”
“One,” Moondancer made sure she had a firm grip on Celestia’s head.
“Two,” Twilight lined her cock up with Celestia’s anus and took a firm grip on her flank.
“Three!” They both rammed their cocks forward as hard as they could, Moondancer requiring a larger amount of effort then she had expected because of the fact Celestia’s skull was very thick.

Neither of them slowed until they were inside however, the first part of her body to give being her anus, which spread around the huge cock forcing into it dry, slowly beginning to drool blood down it as Moodnacer finally managed to force the spike through the thick skull and into her brain.

At this point, Twilight let out a loud moan and arched her back, the pain making Celestia’s anus clench oh so wonderfully around her shaft as inch after inch of cock meat slid in, lubricated by blood and her ex-teacher’s screams. She was not stopping until she was all the way in, and with each inch Celestia’s screams reached a higher pitch.

Thankfully, her voice broke before she managed to do any serious damage, and she took to silently convulsing beneath Twilight as Moodancer groaned happily “That’s it you fucking slut… This is your place.” She said, one of her hooves reaching out to comfortingly stroke at Celestia’s magically flowing mane.

“I’m going to lay eggs in your brain, and then you are going to spend the rest of your life squeezing eggs out to take over the rest of your kingdom!” She said with a laugh, starting to thrust in and out of her skull slowly.

Twilight chuckles softly, starting to thrust in and out of Celestia’s anus as blood slowly poured down her length. The convulsions of her anus were simply amazing, sending waves of pleasure rocking through her.

She pulled her hooves taunt around her neck, cutting off her sobbing and turning it into more of a surprised gag as she begin to rapidly thrust in and out of her rear, giving her every inch of the thick member as Moondancer took her from the front, already close to laying the egg in her brain.

Twilight was feeling rather sadistic towards Celestia for some reason, and her hooves moved from her neck to smack roughly at her rear, forcing a sadistic laugh from her lips. Moondancer looked at her in a mildly concerned fashion, but was soon distracted by a rather sudden orgasm that she had allowed to sneak up on her.

Her back arched and she let out a loud groan, the egg forcing from her cock and being injected straight into Celestia’s skull before she pulled back, attempting to patch up the hole she had made. Twilight was not making things easy for her however, the Alicorn seemed to have gone mad with power and was now brutally raping the pony that had once taught her everything she now knew.

Blood was drooling down her length and down Celestia’s rear, forming a small pool of blood on the floor that only seemed to fuel Twilight to thrust even harder, intending to break the poor mare before she even before she had chance to transform.

At this point, Celestia was looking totally broken regardless of the alicorn thrusting in and out of her rear. She had wrapped her hooves lightly around her face, and was sobbing softly into her hooves. She knew that she was going to transform into nothing more then a broodmare now, and that thought filled her with dread.

Twilight leaned forward bit softly onto her ear, hooves stroking softly at her mane. “Stop crying, I am sure that you are going to make an amazing broodmare Celestia~” She teased coldly.

Moondancer pulled away from Celestia now that the hole in her skull was patched up, and without even another word, she begin to move off, away from the whole scene. She had honestly not expected Twilight to treat the pony that had taught her everything so brutally, and it seemed that she had a lot to learn because of this.

She needed to get away from the whole horrible scene and find somewhere to sit down and think things through. Honestly, she did not have any clue what she was going to do to the elite guards that had killed her friends. She could not just turn them into breeders, that would be too simple a fate, she wanted it to at least be interesting…

Twilight had no problem whatsoever with the brutality that she was showing, trying to squeeze every ounce of pleasure from her teacher that she could, taunting and teasing her as she sped towards one hell of a climax.
“Shh… Shh… Just...”

A large section of Celestia’s mane fell to the floor, keeping up its magical flowing for just a few moments before it went limp, turning a simple shade of pink now that there was nothing magical about it.

She gave a grin at this, and begin helping to peel the rest of Celestia’s skin away, reviling the black form of a changeling beneath. The giant pure white alicorn was very hungry at this point, and Twilight waved over one of the guards to feed her as she helped to peel the rest of her skin and mane away.

She was close now, her orgasm having built up like so much pressure behind a dam. It would be so easy to just give in, send all the pressure slamming into Celestia and be done with it. But she held off. She was not going to cum just yet, she was not allowed to cum just yet!

Redoubling her efforts, she pulled her shaft free of the Alicorn’s ass, then brutally slammed it into her cunt. Warmth welcomed her on every side, wrapping around every inch of her length as she let out a loud whorish moan, the juices that were pouring from Celestia’s cunt mixing with the blood that had come from her rear, making a strange mixture.

After a moment, the alicorn realized that she was not going to be able to hold on any longer, and she rammed brutally into her cunt one last time, a groan tearing from her lips as her cock begin to spray thick ropes of green, fertile gunk into the cunt of what had once been the empire’s ruler.

Tearing her cock free, she smacked Celestia’s now chitin rear and gave a chuckle, looking down to the elite guards, who were now lying down, but still watching. All the hope seemed to have been crushed out of them, and she could not wait to finish the job. Her cock was already throbbing, but she had something special in store for the next one.

Moondancer dragged the squirming form of Celestia over the elite guards, who were still chained up. She took a small vial from within her mane, twisting the cap off and giving a mirthless laugh as the two guards looked worried.

“Don’t worry boys, this won’t hurt in the slightest,” She lied, tipping their heads back in turn and forcing the potion down their throats, each of them getting half. She then stepped away, sitting down to watch.

The lust potion they had been given was over fifty times stronger then it needed to be, as it was meant to be dilated in water first. She had not time for such things.

Celestia stared up at the two guards fearfully as their cocks spilled forth, filling out with blood. They both let out groans, then looked to each other fearfully, then back to the Princess. It was not surprising that they did not stand a chance against the effects of the potion, but it was surprising when they gave in after only a few seconds.

The first guard roughly grabbed Celestia’s mane, spitting in her face, which surprised Moondancer. “Filthy whore. I’m going to rape the shit out of you for allowing this to happen to us!” The elite guard hissed, which was even more surprising.

Moondancer leaned back and begin to tease at her cunt with a hoof as the second guard moved up behind Celestia and spanked her rear roughly, before climbing onto her back and teasing his cock around her entrance. “You better be a good whore for us, or I will hurt you.” He said, spanking her again. Celestia did not even make a noise, simply throwing a glare at them that said everything she could want without words.

The guard at her mouth used his magic to pry her jaws about, rubbing his balls at her nose to further rub in what he was about to do, before he pressed his cock forward and sank it into the tight tunnel of her throat, not even bothering to take it slow, just ramming the whole thing down her throat in one smooth motion and forcing a shocked gag from her.

Celestia gagged, eyes flying wide as she begin to choke on the thick slab of meat that was causing a large bulge in her throat, the only thing stopping her from biting down and castrating the male being her magic. The guard let out a soft chuckle, then nodded to his comrade. “Go ahead, she feels fucking amazing!”

The male behind Celestia gave a nod, his cock teasing up and down her suddenly wet rear lips “Look at this bitch! She’s dripping already!” He jeered, but then instead of ploughing forward into her snatch, he moved his cock up and rammed the barely lubed thing straight into her virgin asshole.

This did force a squeal from Celestia, who’s eyes snapped open wide, the guard in front giving a laugh before slapping her across the face, some of her fur falling away at the impact. “Yes, that’s it! Hurt her, it makes her throat convulse and it feels so fucking amazing!”

The two of them begin to roughly thrust back and forth, raping the Princess they had once served, the both of them driven half mad by lust. Celestia had tears streaming from out of her eyes, rolling down her cheeks and onto the guard’s length that was brutally raping her throat, only helping to further turn him on as he roughly grabbed her face, ploughing her throat with all his considerable strength.

The one behind her let out a cold chuckle as he watched her face get pounded, wrapping his hooves around Celestia’s rear as he forced inch after inch of his dry cock into her cooter, the warm tunnel of flesh clenching wonderfully around his cock, convulsing madly as if trying its best to force the invader back out. Of course, it totally failed to do so, and the rough convulsions only further powered his pounding.

He was soon blurring in and out of his Princess, the warm walls trying their best to cling to his cock and failing to do anything but make it even more painful fro the Princess that was getting so brutally raped from both directions.

Around the guards, the rest of the world seemed to melt away, it was just them and the Princess who they were brutally fucking. She was sobbing openly now, the stallion pounding her ass having knocked any remaining fur, showing nothing but chitin beneath. He was kind of sad that his brutal raping did not get to turn her flank red, but then he realized that if he could not turn her ass red, in the least he could rape her even harder then he already was.
Now not only was he going fast, he was going hard, each thrust smacking loudly against her ass like a jack hammer, forcing another pained squeak from her and other moan from the stallion that was fucking her face.

Speaking of which, the guard that was so lovingly hammering into her face was now slowly approaching his climax, and with each second that passed his thrusting only seemed to get more brutal, and soon it was so hard that Celestia’s nose was dripping green blood, which flowed down and marked her perfect face, then slowly rolled down his length, mixing with the saliva that was already coating it until it turned into a bloody green foam.

The guard fucking her face found this more arousing then anything else he could have imagined, and soon smacked a hoof roughly into her face to try and draw even more blood from her.

Soon there was a green torrent of blood pouring from her muzzle, coating his length and staining his perfect white fur a tone of green. He gritted his teeth and looked to his partner. “I’m getting close, hurt her some more for me!”

Celestia was unresponsive at this point, the parasite having truly taken hold and almost having turned her into a broodmare. It then realized that its host was under attack from a pony, and like all good parasites, it begin work to deploy counter measures.

The guard at the rear roughly tugged Celestia’s tail to try and make her ass even tighter then it already was, his teeth gritted. Unlike the guard at the front, he was being far less brutal about raping his former leader. Of course, when his friend asked him to help hurt her, he was more then happy to provide help, although far more squeamish about causing long term harm.

He roughly tugged her tail, using all the strength he could muster as a grunt tore from his lips, seconds before thick ropes of cum begin to stream out from his cock, quickly being pounded into the walls of her ass by his still frantically thrusting cock.

Celestia whinnied in pain, the guard at her face grunting out as he prepared to blow his own load, before being caught totally off guard when she suddenly vomited parasites all over his waist and cock.

He screamed in shock and fell onto his back, crying out as his orgasm suddenly hit him, preventing him from brushing the large white grubs off. His cock fired strings of white goop at the air, splattering onto Celestia’s muzzle as the parasitic grubs begin to burrow into his flesh, leaving large holes in their wake.

The guard at her rear saw the whole thing, but was unable to help as his own climax was still tearing through him, he calmly pulled out and watched his friend screaming with pain, thrashing around on the floor as the grubs slowly burrowed into him.

Moondancer gave a slow chuckle from atop her throne as she stared down at the convulsing guard, her horn glowing as she lifted Celestia up, placing her down away from the two guards that had so horribly abused her. Her nose bleed had already stopped at this point, her rather alarming regenerative powers having taken hold.

“This is what you get for betraying your leader.” Moondancer calmly explained, watching the scene unfolding between the two guards.

The grubs knew not to harm their pray, so as they burrowed through him, they made sure to avoid all his important organs and only devour the flesh around it. The flesh they ate was either used to help drive them further forward, or used to produce a numbing agent that stopped the guard feeling any pain. His screams slowly turned into soft whimpers, and then stopped altogether as he broke down into sobbing, looking at his friend.

“Please kill me!” He begged “I don’t want to turn into one of those things...”
His friend simply gave a cold hearted chuckle, then spread his hind legs apart “Sorry, no can do,” He said, a grim smile on his face “Nothing personal, but I really want to rape you right now.” He explained, forcing his cock against the other guard’s anus.

“What the fuck are you doing?” His friend hissed, trying to kick him away. The other guard had an advantage however, in that his limbs were not currently numb and he was not currently being eaten from the inside out by parasitic worms.

He simply shoved his friend’s weak attempt at a strike away, then forced his still very dry cock into his ass, making his friend scream out in pain and arch his back. The guard that was now on top seemed a lot more sadistic now, mockingly laughing as he pinned him down, starting to slowly thrust back and forth as the stallion sobbed in a broken fashion beneath him.

Then, holding his hips firmly, he begin to slowly thrust in and out. Each thrust in brought a gasp of pain, and each thrust out brought another gasp of pain...Pain which only drove his friend to become even more brutal with his raping.

As Moondancer watched, she gave a soft chuckle, her own cock slowly twitching to hardness as she moved over to Celestia, who was now staring blankly ahead, just waiting for her body to start pumping out eggs so that she could have a purpose in life again. Moondancer grabbed onto her rear and moved herself up behind the alicorn, nibbling softly on the tip of her ear.

“Hello, your highness~” She teased mockingly, rubbing the head of her cock at the ex-ruler’s cunt. She did not give any ceremony, no further taunts or attempts to make her feel bad. Celestia was part of the hive now, and such taunts were meaningless to her. She simply lined up her cock and thrust it softly inside, moaning into her ear.

She knew that the poor males had mistreated her, she could feel the confusion coming from the poor broodmare. ‘She was just a tool to be used, so why were the males being so mean to her? If she broke then she would not be able to squeeze eggs from her cunt, why would they want that?’ Was what Moondancer imagined was currently going through her mind.

With one powerful thrust, she hilted inside of her, nipping softly at the tip of her ear as she begin to work her hips back and forth, simply giving the broodmare some slow loving sex so that she could get back to doing her job. The poor thing, they were such simply creatures that did not deserve such abuse.

Her hooves wrapped lovingly around Celestia’s neck as she thrust, moaning softly in her ear as her hips worked back and forth in a smooth, gentle motion. The broodmare seemed to like this, as she let out a series of loving chitters as her transformation finished, the new mare being connected into the hivemind.

Just as Moodancer had thought, she had been really upset with the mean males using her, but she was starting to relax now that Starless was taking her and treating her properly.

Her hoof reached forward and softly stroked over her ears as she shushed softly into her ear, even starting to hum a soft song as she thrust back and forth, watching the situation between the two males unfold before her with quite a bit of mirth. The potion had simply made them horny, the abuse they had dished out had been unneeded and totally of their own free will, they deserved everything that was coming.

The guard with the parasites in him had gone limp, the grubs having made it into his brain, which they were currently in the process of rewiring for their own needs. His friend chuckled softly down at him and wrapped his hooves around his neck, starting to hammer him just like he had hammered Celestia.

At the moment, he was not aware of anything that was happening however, he simply let out a number of different noises that were mostly a product of the work the grubs were doing to his mind.

The guard that was hammering him did not seem to care however, he let out a dark chuckle and begin to give him everything he had left, twisting his leg in a painful direction as he taunted down at him. His ass was currently going mad, milking the cock as if it was trying to crush it, which again, was because of the fact his brain was being worked on.

“Fucking hell, if I had of know that you were this much of a faggot, I would have made you my bitch ages ago,” He taunted as he twisted the stallion’s leg in the wrong direction. This did not even coax a reaction from the stallion, forcing the stallion pounding him to give a smirk “Fucking hell, those parasites are really doing a number on you.” The parasites had now realized that their host was under attack, they needed to protect themselves, but did not currently have the means to produce more parasites.

At this point, the guard that was being pounded suddenly snapped his head forward, his blunt teeth biting down on his friend's throat with enough force to crush it, and break the skin, blood gushing from the wound and painting the both of them in shades of red.

The stallion that had been doing the pounding suddenly stopped, eyes wide with horror as he realized that he was dying. “O-Oh.” He said simply, but he had not yet given up and with one last thrust, his cock throbbed rapidly and begin to spray thick ropes of cum inside of his friend, the pair of them staring into each other’s eyes one last time before his blood pressure got too low, and he fell back, going limp as his cock sprayed out one last load.

The parasite infested guard spat him out like he was nothing but a rag doll, then begin to devour his flesh.

Moondancer gave a dark chuckle, rubbing Celestia’s ears one last time before she blew her own load, not even bothering to moan as she pulled her cock out. After looking at the gory scene going on below, she let out a smirk “That, takes care of that.”
“Bring me Luna!” Twilight ordered simply to one of the guards. She was horny after seeing what had happened to Celestia, and wanted to do something interesting. The guard faithfully trotted over to the cart as Twilight turned back to Celestia, who was no longer scared in the slightest. She was now staring blankly ahead at a wall as a seemingly endless stream of eggs forced from out of her cunt, a puddle of her own elite guard’s cum at her hooves.

Perfect. She was going to do such good work for the hive. Meanwhile, the guard that had been attempting to pull Luna from the cart had encountered a problem in the fact that Luna was heavy. He had mostly likely been attempting to show off how strong he was, but now he was being squished under a cocoon.

Twilight let out a sigh, her horn glowing to life as she slowly lifted the pod off him, placing it down next to Celestia and ripping it open. The Princess of the night spilled out onto the floor in a river of green gunk.

Unlike her sister, Luna had put up one hell of a fight, and as such her midnight blue fur was marked with bruises, cuts and other wounds she had managed to pick up. Those would need to be tended to, but for now Twilight needed to check something.

After zoning out for a few moments, Twilight Sparkle came back into reality with a huge smirk plastered across her face. A hoof reached down and begin to rub at the spike on her cock that was normally used for pumping eggs into ponie’s brains.

It did not take her long to reach climax, and once she did, a thick spurt of green gunk ejected from her cock, followed shortly by an egg. She caught the egg in her hoof and begin to walk towards the remains of the elite guard, which had still not been cleaned up despite the converted guard having been moved.

She dipped the parasitic egg into the pool of blood. Some of it soaked through the shell, and the parasite begin to pump out hormones, reacting as if it had been buried in a male.

But she was not going to be putting it into a male. She slowly walked back over to Luna, spike at the ready. She grabbed her mane roughly with magic, and before she was even fully awake and aware, Twilight sent the spike into the back of her skull in one smooth and fairly painless move.

She then leaned her head forward to stop her brains from spilling everywhere, before putting the egg inside of her skull manually, patching up the hole before too many outside bacteria managed to get inside.

The parasite was still under the impression that it was in a male, and as it slowly hatched and begin its life cycle, Luna’s eyes snapped open and she looked towards Twilight.

Before Twilight even had chance to react, she had been tackled to the floor and guards were closing in from every direction to try and help her. She simply waved them away with a hoof as Luna begin to frantically hump her leg with a number of unintelligent whines.

“What is happening? I can’t control my… body...” Luna groaned, Twilight simply laughing as her leg was frantically humped. She had been expecting side effects, but nothing like this.

Before the humping could go further, Luna stumbled back, clutching at her head as she groaned in apparent pain. Twilight scrambled to her hooves as quickly as she could.
“Bring her food! Now! I want to see how this turns out.” She said in a hurry, the guards running around in a panic as they now had not one but two alicorns to feed.

One of the guards came rushing over and begin to feed Luna more of the slop that they had cooked up from who knows what. Luna did not care however, all she knew was that she was hungry and that the slop helped to ease that hunger.

Twilight watched with amazement as Luna rolled around, groaning out as her cunt slowly seemed to seal itself up as if it was a wound of some kind… Then the flesh begin to slowly push outwards, forming into a bump as the guard that was feeding her stepped backwards, letting her have the bowl as they all stared at the strange occurrence that was taking place.

The mound of flesh kept pushing outwards, slowly forming into a large pair of testicles, and then… Twilight paled as a huge stallionhood sprouted from between her legs, forming out of the flesh even as her skin begin to peel away and her mane fall out.

Even if there was a stallion her size, Luna would easily put them to shame. Twilight was just beginning to regret her decision when Luna shook the rest of her skin and mane off, then dived on the guard that had been feeding her, pinning him to the ground with all four hooves as she pressed her huge cock to his rear.

The guard, naturally called out for help at this point, attempting to struggle free… But the huge changeling… Prince… Was having non of it, she… Twilight was just going to call her she to avoid confusion, was horny, and that was all that mattered.

Luna pressed forward and the guard screamed out in pain, begging for lube. Most of his friends just stood around and laughed at him, but one of the guards trotted over and provided lubrication to the monster of a shaft.

This only seemed to make things worse however, as now Luna managed to force the head of her new tool inside, and this made her want to fit even more of it in the tight rear of the poor stallion guard. She begin to press forward, inch by inch, the guards screams echoing through the throne room until the giant member was finally hilted inside of him.

Luna then wrapped a hoof around the stallion and begin to use him like he was little more then a sex toy. Twilight felt really, really bad for him, until she realized that his whimpers and screams had turned into moans. She had no idea what the hell she had just done, but in the least the guard was enjoying himself now.

She slowly moved over to Luna and the guard, crouching down to get a look at the mistake of nature she had just created. The huge, thick and black horse cock was being brutally slammed in and out of the poor male guard, and honestly she was mildly surprised that he even had room to fit it all inside of him.

Turning her gaze away from the scene, she looked around the throne room, noticing how all the changeling guards were giving her the “You fucked up look.”
The elite pony guards were just trying not to look at all.

After wrestling with a few conflicting thoughts, Twilight realized that she did not have any regrets about what she had just done. Luna was a fine mare, and just as fine a stallion, and if she was now fertile, then she would be able to knock up all the other broodmares they had with some of the finest seed in the land!

She then realized that Luna was no longer paying attention to her, and had now dumped the downed guard on the floor, cum dribbling out of his ass and forming a puddle on the plush red carpet that was going to be a total pain to clean out. Without even breaking stride, Luna had moved from the guard she had dumped and deeper into the castle.

Twilight gave an annoyed hiss and turned to the rest of the guards in the room “Why did non of you think to stop her?” She asked, not getting a response as all the guards were now throwing slightly worried looks to where Princess Luna had gone, non of them wanting to face her.

The changeling Princess gave an annoyed grumble “Fine, I’ll go deal with her!” Twilight tore off in the direction that Luna had gone.

Chrysails had moved off from her throne and deeper into the castle, her guards stood to attention as she passed, saluting her calmly. It appeared that they had a situation that needed to be dealt with. She did not know why her guards had been unable to deal with it, but she knew that they would not ask her to attend to something if she did not need to.

She came to a large set of clean, white double doors with small porthole windows in them, they stood out from the normal doors and architecture of the rest of the castle. Chrysails had her builders working on converting the rest of the castle to be more to her liking, but as of yet they had not made it this far into the castle.

She looked towards her two guards and sighed “OK, what seems to be the matter? Why could you not just explain the problem to me over the hive mind? I was having a lovely time and then you have to come in and ruin it for me.”

“You need to see this Princess. It was far too amusing simply to be explained over the hive mind. The chief is posing problems.”
Chrysails frowned “What kind of problems is a chief posing to you? You are highly trained guards! Is he throwing muffins at you or something?”

The guards shook their heads slowly “You told us you did not want us to hurt any of the staff that were in the castle, but he is refusing to leave. We have told him that changelings have taken over the kingdom and that he should return to his family for processing… He replied with ‘I’m married to my job. I don’t give a fuck who owns the castle as long as they pay me and leave me to cook.’”

Chrysails almost burst out laughing, the guard looked nervous but kept speaking “We have tried everything to get him to leave, but he just keeps cooking food for everyone and asking to take food orders.”

She did laugh at this. Changeling guards, trained from birth to follow her orders, they had cut their way through countless heavily armed guards, only to be defeated by a chief? How could she do anything but laugh. It was mad. They had followed orders however, she had something special for the maids and guards of the castle, but wanted all the other staff to go home to their families for processing.

The changeling queen slowly stepped forward and pushed open the door to the kitchen. Inside was a bright red stallion with a dark green mane. Over his mane and tail he wore a set of green hair nets, he did not even appear to have noticed that Chrysails had entered, his hooves moving in a blur as he used a razor sharp knife to chop up potatoes and vegetables.

She slowly walked towards him, noticing that the chrome surfaces of the kitchen were spotless, despite normally needing a crew of eight ponies to keep the kitchen running. Upon noticing her, the chief hissed in annoyance, moving towards her, and before she could react, she was also wearing a set of hair nets.

At this point, all the changeling queen could do was blink at the strange pony “What is it that you are doing?” She asked, looking at the giant mountain of vegetables and potatoes that the chief was still adding to. She was… Confused to say the least.

“Vegetarian cottage pie.” The chief explained in a rushed tone, not even slowing down his work. Chrysails was even more confused now, but she tried to keep her tone calm, not wanting to laugh at this stallion.
“Why are you making cottage pie?” She asked.

The chief scoffed “Why are ya’ makin’ cottage pie?” He mocked in a thick accent that Chrysails could not identify. “A fuckin’ army just took over ma’ Kingdom lassie, as I am sure ya’ well aware, an’ ya’ know what that means? They’re gonna’ be a load of hungry invaders to feed.”

By now, she had given up attempting to follow the logic of this stallion. He must have been mad or something, but as of yet he was the most interesting pony she had ever met.
“You do know that changelings don’t need to eat right? And, your city has been taken over, along with the rest of the kingdom shortly, don’t you have family you want to go and see?”

The chief hissed, having just realized something. He dashed over and filled a huge pot with water, then using his insane earth pony strength carried the pot full of water over to the cooker, turning it up to high as he slid the container of water onto it, turning it up to high.

“Ey’ I’m well aware miss, but non of that fuckin’ bothers me. As long as I get ma’ paycheck and I get fresh food stock delivered, I don’t give a rat’s arse! I work and live in the castle, and all my money goes towards collecting a fuck ton of clocks and other knick-knacks that’ll mean fuck all when I’m dead, but they make me happy so I don’t care. If ya’ wanna stop me fuckin’ cookin’, you’ll need ta’ chop my bloody head off.”

Right. OK. This… Was strange. She needed to deal with him however, but everything he had said had sort of blended together into one solid wall of words that hurt to think about. She reached a hoof up to rub at her temples, then shook her head. Who was she to deny this stallion the one thing that made him happy? The food he cooked would still taste good, and moral would go through the roof.

“Well, OK,. I won’t stop you. I’ll send some changelings down to help you and to take orders, and I will be sure to order in whatever you want. I’ll also try not to touch your room, or the knick-knack shop.”

He gave a nod, “Now with all due respect, get tae fuck. I’m trying to work here.”

Before she could reply, a huge chitinous monster came tearing into the kitchen. Chrysails was caught off guard as she had heard nothing over the hivemind about this. She then realized that it was because she had been distracted from the hivemind by the chief.

The chief who was now being dived by a giant alicorn with a large futa cock. It was twice his size, and covered in enough chitin to stop almost anything that was thrown at it. The poor earth pony did not even flinch, ducking under the clumsy grab and kicking out a hoof that swept one of the changelings hooves from under it.

Princess Luna cried out in shock and fell onto his back, and then he used all his strength to throw her off him, back out through the door she had just come in through.

Chrysails had given up attempting to question anything that was happening at the moment. She turned to the chief and politely coughed “I’d like to put in an order of chocolate cake, if you have the ingredients.”

Then she slowly backed out the door, looking towards the two very dazed guards that had totally failed to do their job of guarding the doorway. She simply gave them disappointed looks, then begin to hunt for the crazed futa Luna that had escaped once again.

Shining Steel, one of the castle maids was currently dusting a suit of armour. Sure giant evil insects might have taken over the kingdom, sure he might lose his job soon, and sure, he might look like a bit of an idiot considering he was the only male maid and because he had to wear the same frilly French maid outfit as the female maids.

But non of that mattered to Steel, his job was to clean the castle, and as he had no family to return to, and the bugs had not forced him away yet, he was going to keep doing his job. If they did throw him out of the castle, then he was done for anyway, so he was just going to keep his head down and hope that nobody noticed him. He would just blend into the background like some furniture, or the suit of armour he was currently cleaning.

He put the bottle of polish back in his saddle back, finishing up polishing the armour before moving onto the next suit. He just wanted to be left alone, not to be noticed by any of the horrible creatures that had taken over the castle.

But of course, he was not going to get his wish, because right at that moment a huge black chitin alicorn came galloping down the hall with an even larger futa horse cock between its legs.

Steel frowned, looking at the suit of armour, then down at the bottle of polish he was using. It was just normal polish, surely it should not be effecting his mental state in such a fashion? He frowned and looked back towards the creature sprinting towards him.

It was indeed feminine in form, shapely legs, midnight blue eyes, and a long flowing blue mane with holes in it that might have reminded him of Princess Luna’s had he not currently been in a state of total shock.

His eyes trailed down, and it did indeed have a huge horse cock between its legs. In the final moments before the creature was upon him, his mind went into overtime, overworking itself to try and put together a plan on what to do. Finally, his brain spat the finished plan out for him to put into action.

“Holy fucking shit. What the fuck is that?” Steel asked out loud as the alicorn smashed into him like a ton of bricks and sent him spinning to the floor. He bounced, then rolled to a stop upon hitting one of the suits of armour, which broke into several different bits that were quickly scattered all over the floor, getting dented and battered as they rolled around, undoing all his hard work. He gave a growl and lurched up, attempting to spray the polish into the eyes of his attacker.

The huge alicorn simply batted the bottle out of his hoof like it was little more then a minor annoyance, hissing down at him in an aggressive fashion. At this point, all the fight drained out of him and he gave a soft whimper, tucking his tail between his legs as a show of submission.

The huge alicorn reached a hoof down and begin to mockingly stroke it over his weak feminine body, making him blush darkly up at the changeling, who fixed her midnight blue eyes on him, melting all the fight he had in him.

There was just something about those eyes. He did not need to fight, he could just lie here and stare into them, let all the fight melt out of him. Those blue eyes, those calming, relaxing blue eyes. They were all that mattered.

He slowly lay back in her hooves, drooling slightly as the huge alicorn spoke “That’s it subject, just submit to me.” Her voice was harsh, but somehow it soothed his mind like silk and soon he found his length slowly growing to hardness between his legs, pushing up the skirt of his uniform.

Luna chuckled down at him, and he smiled up at her. He did not know why it was he was smiling, but it felt good, so that was all that mattered.

She slowly leaned down and pulled his skirt away, letting his modest horse cock hang free as she teased at it with a hoof, tutting softly to herself “You don’t need this subject… We have so many eggs and we want to give them to you…. But we need to get rid of this for that to happen.”

Steel blinked, of course… He had been so stupid. He did not need a penis, the only thing he needed was the eggs his queen was going to so lovingly provide. He humped softly at the air, and Luna let out a chuckle, spitting onto her hoof and reaching it down to rub over his taint, smearing it in saliva and sending a most pleasing sensation through him.

The powerful alicorn then slowly lifted him up, spreading apart his hind legs as she moved his taint towards her muzzle, her tongue pressing forward and sliding in without the slightest bit of resistance. It was long, far longer then he had expected in his wildest dreams. It danced around inside him and drove a whorish moan from his lips as it wiggled around inside him, rubbing at his prostate and making his cock throb.

He could not remember the last time he had been this turned on in his whole life. He wanted to grind his muzzle back against her, scream for more, and then cum all over the inside of his dress.

Luna puckered up and then pressed her lips forward, latching onto his taint and beginning to suckle at it. Steel let out a sharp cry of pleasure as a bright crimson blush rushed to his face, his cock twitching like crazy, warning Luna that he was about to blow his load.

She tutted softly and moved away from his anus, lowering him back to the floor as he whimpered and whined in a needful fashion. Had he done something wrong to be punished like this? Had he displeased her?

The changeling that had once been Luna looked down at the feminine stallion with the slight blue tint to his eyes and gave a soft laugh, before forcing his head down against the floor and spreading his hind legs apart. The poor confused stallion really thought she was going to let him get off that easy?

How pathetic. She spat some of the green gunk the builders used onto her hoof, then coated his shaft in in, before casting a spell to put a tight magical cock-ring around the base of his shaft.

Now the stallion really was confused. She used her powers and made all that confusion go away, leaving him as nothing more then a blank, drooling husk ready for her to pump eggs into.

Her cock softly rubbed over his ass, teasing him. The stallion did not react, but she imagined that he would have made some kind of pathetic noise if he had been able to react.

She made sure that she had a tight grip around his middle, then slowly pressed her cock against him, trying to take it as slowly as possible to cause the minimum amount of pain. It was still going to hurt, because her cock was huge and this stallion was clearly a virgin, but if she just…

His anus stretched more, the stallion letting out a cute whimper before her cock sank into him, his ass stretched painfully wide around the head of her length, which twitched softly inside of him before suddenly pressing forward roughly, sinking inch after inch of her cock into him.

After the first few seconds he was pretty sure that he could not take any more, the head of her cock had crushed against his prostate, driving such insane levels of pleasure through him that he had no hopes of unleashing because of the goo covering his cock.

Luna then pulled back, pulling the poor maid with her before he slammed forward again, hammering him into the wall as he tried to use his hooves to block himself from being slammed into it. With each of the brutal thrusts, more and more of her cock forced into him. He whimpered, whinnied, screamed out and arched his back, but he was unable to orgasm.

Luna watched him thrash around, slowly becoming aware of more powers that she could use with her new body. She dipped into the hive mind and was suddenly flooded with knowledge from thousands of lives and voices, all of them knowing and being aware of hundreds of different things.

It would be so easy to get lost in that sea of knowledge, but she had a very strong will, and she soon found exactly what she was looking for. Her horn glowed to life, and the sickly green glow wrapped around the maid, making him cry out.

His cock suddenly felt so very sensitive. His back arched and his ass convulsed pleasurably around the cock as he moaned out like a whore, Luna stroking softly at his mane with a dark chuckle “That’s it… Just submit to me, my amazing, wonderful subject.” She whispered lovingly into his ear.

In that moment, he realized that he loved this mare, and would be prepared to do anything for her. She was so strong and powerful, a god compared to him. Steel simply existed to do everything that Luna wanted, to be nothing but a mindless toy for his pleasure.

Luna sent another jolt of pleasure into his brain and he cried out, his blue eyes glowing brightly for a few moments as the spell worked even deeper into his brain. He was sure that he could could feel his cock shrinking under him, and he loved every second of it.

“I-I love you Luna!” He confessed loudly, meaning every word that spilled from his mouth. His cock shrank, and with each inch that it did, untold waves of pleasure tore through him. He needed his Queen’s eggs deep inside of him, he needed to be turned into a perfect broodmare for her.

Luna bit into the back of his scruff, making him scream out as his tiny cock spurted one final load of cum all over the floor, the goo now having fallen from the tiny thing. As pain tore through him, he felt his cock finish its transformation into a clit, a slit slowly opening below it.

The alicorn laughed softly and pulled back, ramming her hips forward and sinking into his(Now her), newly formed cunt. Steel’s eyes flew wide and she screamed out like a whore, before Luna pulled her close, the thick futahood throbbing rapidly before she hit her peak.

She screamed to the heavens as her cock finished twitched, spurting thick ropes of green gunk into Steel, quickly followed by the first of many huge egg shaped lumps.

Steel felt the eggs force into her, and she had never been happier in her whole life. Each one brought another squeak of pleasure from her, and then the first egg forced into her and she let out a sharp squeals.

She soon lost Count of how many eggs had been forced into her, but she felt her womb starting to bloat with them, and all she could do was submit to Luna’s power.

After Luna was done with her, she was dropped gently to the floor, the eggs sloshing around inside her and filling her with a whole world of bliss. The alicorn then ripped her cock free and gave a chuckle, moving around to the front of her as her cock bloomed into a viscous point.

“I’m going to lay an egg in your brain, you will be rewired into something far more useful to the hive. How long is it that you have served in the kingdom dear?”

Steel blinked softly “I’ve… I have been a maid for seven years, your highness. Luna smiled down at him, “And throughout all that time you kept your head down, even though you were barely getting any acknowledgement for it?”

He slowly gave a nod, that was one way to look at it. Luna smiled softly at him “I think you deserve a reward for that, don’t you?”
Steel blinked up at her in a confused fashion “A reward? What do you mean by that?”

She chuckled, “What I mean is, I could join you with the hivemind, you could live forever in my head. Do you like the sound of that?”

Steel gave a slow nod, and Luna stepped closer to him, touching her horn to his forehead… And then everything faded into a sea of bliss, before his whole world became a white void, filled with doors.

As he got accustomed to his new home, Luna looked over his now blank body, giving it a soft kiss on the forehead before pressing the spike into it gently, not doing anything fancy, simply sinking the cock into his skull and planting the egg into his brain, leaving her to transform into their newest broodmare.

(What follows is a non canon ending to this chapter that the commissioner wanted changed into the one with the maid. I am not removing this one in case somebody else enjoys it)

One of the castle guards was stood against the wall, his spear held at the ready next to him as his dull eyes scanned about for any kind of trouble. He had finally been promoted to a proper guard rather then just being used to clean armour and weapons, and all it had taken was the total decimation of just about the whole changeling army to do it.

It had been his dream, serve the Queen, fight for the Queen, die for the Queen. Now he had finally made it, he had one word to sum it up: boring.

He was bored, bored, bored. He was so bored he wanted to smack his head off a wall. Nothing ever happened in this part of the castle, it was just the castle treasury that was down this way, which sounded really important when he had first heard about it, but now he was here guarding the crown jewels he had realized something.

Nobody gave two fucks about some dusty old relics. It was meant to be exiting, the crown jewels were meant to be the most important thing in the whole castle, but they were only used once or twice a year at most, and nobody was going to bother them when there kingdom was being taken over.

A sigh tore from his lips, and for a moment he slouched in his armour. His back ached from holding it up, which was strange because he was not even sure he had a spine. Suddenly, his ears perked up. Hoofsteps, rapidly approaching.

Finally! He had something to do. He turned, raising his spear as his eyes stared down the narrow hallway. If anything came down this hallway, it was dead,. He would stab it with his spear, and with how narrow the place was, he could not miss.

Suddenly, an alarm was going off over the hivemind. Princess Luna had been converted, but she had escaped. Capture, don’t kill. Right. Got it.

And of course, the pony rushing towards him had to be fucking Princess Luna. The huge fucking alicorn changeling took up almost the whole narrow corridor on her own.

He panicked. There was nothing he could do. He needed to put his spear away, because impaling heron it was clearly going to kill her, but then that would leave him without a weapon.

With no other choices left, he tossed his spear to the side and begin to gallop like greased lighting away from the raging form of what had been Princess Luna. He was far slower then her however, and before he was even halfway down the hall she was upon him.

He let out a loud scream as she slammed him into the ground, pulling his head back and smacking it into the floor, which knocked off his helmet, then before he could call for help over the hive mind, she did it again, stunning him.

He lay there in a dazed heap as she mounted the poor confused changeling, who was pretty sure his nose was bleeding. He felt her huge futa cock press against his rear, and a loud, long whimper tore from his lips as he made a frantic attempt to struggle free.

Luna was having non of it however, and pressed his head harder into the ground as she moved her hips forward. Pain flared through his ass and he hissed through his teeth, and then, before he even had chance to react, the head of her cock sank into him.

His eyes dilated and he tried to scream in pain, but she was not having any of that either, her hoof forcing into his mouth and cutting his screams off before they had chance to start. He noticed how her hooves tasted oddly of cream cheese, then she begin to force her length into him, and he could do nothing but whimper as it pushed into him.
Changelings were quite stretchy, but this cock was far larger then any he had ever attempted to take before, and pain was tearing through his body with every inch of the dry length that was rubbing itself against his walls.

Tears rolled down his cheeks, and the Princess did not even care. Her medial ring bumped passed his prostate, telling him that he was only half way through taking her cock. There was no way it would all fit! His own member twitched to life beneath him, and he frantically tried to will it back into his sheath. This was shameful enough without him getting off from it.

His cock refused to budge however, standing proudly to attention beneath him as he was fucked from behind. Luna had soon bottomed out in him, and her hooves reached around to roughly wrap around his body, the princess starting to use him like a fleshlight, moving him up and down on her cock with her powerful forelimbs as he whimpered and sobbed to himself, totally helpless to her advances as he was used.

Luna moved her way into one of the side rooms, a storeroom. She sat down against one of the shelves and begin to frantically thrust him up and down on it. Each thrust drove another attempt at a scream from his lips, and another wave of pleasure through his body.

She must have noticed his length, because her midnight blue eyes stared down at him confidently as her hoof reached forward. She aligned one of the holes in her hoof over it, then clenched it tightly around the head, beginning to slowly give him a hole job.

He had never been shown any kind of attention like this before in his life, and he was soon moaning out like a whore, nothing more then putty in her hooves as she jerked him off and fucked him from behind.

He had finally gotten his anus under control at this point too, and rather then blindly convulsing in pleasure or pain, it was clenching in a much more orderly fashion, designed simply to bring the Princess the most amount of pleasure possible.

She seemed to appreciate it too, as her brutal thrusting slowly turned into something far more loving, her hoof tenderly stroking up and down his length as she nibbled softly at his ear. Pleasure was rocking through him, and before he even knew what was happening, his cock was pulsing in her hoof and thick ropes of cum were flying from the head of it.

Luna let out a primal grunt as she felt his ass tense, slamming him up and down a few times to make sure he properly enjoyed his orgasm. Then she lifted her hoof off his cock, wiping the cum off on his fur before turning him to face the wall.

Suddenly he was being pushed forward, and he reached his hooves out to brace himself against the wall. This must have been what Luna had wanted, as she begin to hammer into him even harder, her hoof moving away from his mouth to let him scream out to the heavens as she took him like a mare in heat, hammering his ass like she was trying to break him.

His cock, which had been going limp, suddenly jumped back to life, throbbing and twitching beneath him as it was forced to wildly wave around with the force the brutal pounding was putting into him. Luna’s hoof reached forward and she roughly pulled his head back, forcing him to look her in the eyes as she treated and took him like he was an animal.

The poor guard did not like what he saw in those eyes, and he realized that he was very likely not going to survive their sex session together.

He was not allowed to feel fear however, every time fear attempted to settle in his heart, another brutal thrust came along and swept it away, making him scream out like some back alley whore.

And then Luna leaned forward, nuzzling at the back of his neck as he removed the armour plates there, still roughly fucking him into the wall which prevented him struggling or arguing with her.

Slowly, he realized that he was about to cum again. His howls and screams turned into soft little whimpers as his cock throbbed rapidly beneath him, and then Luna launched her head forward, large fangs punching through his chitin and into his neck.

Pain blossomed through him, and he screamed in pain, his cock giving a few more weak throbs before thick ropes of cum came splattered from his cock, so much force behind them that they splattered into the wall as his eyes slowly rolled up.

After his orgasm was done, he realized that his whole body was numb, every one of his muscles was refusing to respond. Changeling venom, his mind quickly realized. But that was not possible, only a very specific type of changeling designed to kidnap food was meant to have that!

Luna dropped him in the middle of the floor, roughly hilting her cock in him as she let out a grunt. Instead of cum, he felt several huge bulges being forced into him, driving yes another whimper from him. This was not good. This was not good at all!

After more then two dozen eggs had been forced into him, he realized that something was wrong. His belly was trying to bulge out, and once Luna removed his armoured it ballooned out beneath him. He whimpered softly, begging the eggs to stop. But they did not.

With each egg that was forced into him, another grunt tore from Luna’s lips, first there were ten of the orange sized lumps, causing a slight bulge in his belly. After twenty, he looked ready to give birth, at thirty he looked seriously obese.

It was not until fifty that he realized his limbs could no longer touch the floor, his belly so horribly bloated that it formed a pillow beneath him and prevented his hooves from even touching the floor. This was when Luna finally pulled out of him, lovingly patting his head with a glint in her eye that told him she was not really being loving at all.

He attempted to question her, to ask her to stop his balls crushing against the ground, but before he had chance to do so, she gagged him with some green goo. He knew that he should have been in pain with this many eggs in him, but the venom was stopping that. Luna stroked lovingly down his body, her hooves settling on one of his limbs.

Before he had chance to react, her fangs sank into it, crushing the chitin and tearing into the flesh. He would have screamed out in pain, but there was non, just a horrible numbing sensation.

Luna patched up the wound, waving his leg at him as he begin to softly sob, then she bit into it, chitin breaking apart with a loud crunch as she devoured the whole limb right before his eyes.

It was a this point he remembered that he could call for help, and as she begin to tear off his hind limb, he closed his eyes and sent an S.O.S over the hivemind. Help was mere minutes away now. He opened his eyes, feeling slightly better about the situation.

Of course, Luna was part of the hivemind and she did not look happy. He did not know why it was Chrysails had not put a stop to this yet, and as Luna removed the last of his limbs, he was pretty sure that he urinated all over the floor.

Luna stepped back, looking at the limbless pony before her, his belly horribly distorted with eggs as he sobbed like a filly. It filled her with a sense of joy, she had followed her instincts perfectly, and her instincts had one mission in mind for her: Breed.

She turned slowly as the door burst open and half a dozen guards formed a tight circle around her, spears and various other weapons pointed in her direction as they all tried to jostle into the tiny space the storeroom provided.

The first of them noticed their limbless comrade, and he did not look happy about it. Luna just let out a soft laugh that was quickly put to a stop when the butt of a weapon smacked into the side of her head and knocked her out.