Changeling Mating Season

by Deergenerate

Rating: mature
Tags: Pharynx, My Little Pony: Friendship is Magic, Gallus, Romance, Changelings, Porn, Ocellus, Fetish, Comedy, Sex, Thorax
Length: 11656

Changeling Mating Seasons only happens once every 7 years, but once it hits, everyone knows about it.

Changeling Mating Season. It is a very weird occurrence that most other races have little to no knowledge about. Of course, now that the Changelings have opened their walls, and lives up to other races, all of that is about to change.

Changeling Mating Season mirrors that of Cicada broods. Once, after every 7 years, the mating season hits on the exact same date, and immediately it starts. The wings of males begin to uncontrollably buzz, even when they have their carapaces closed, and every female's heat begins in unison.

The thing that sets this mating season apart from other races, is that for the past 1,000 years, the changelings were a Matriarchal Society and the females were always in charge of almost everything, including sex.

Even with King Thorax on the throne this hasn't changed, so this season is going to be a wild ride for many. (Pun intended.)

Includes:
Vaginal, Oral, Changelings in Estrus, and LOADS of Malesub & Femdom, plus things I haven't thought of yet. Later chapters may contain gender swap and maybe FUTA I'm not sure yet.

Published 2018-12-22 07:00:01 UTC
Last updated 2019-05-06 00:11:53 UTC

Tis the Season

Ocellus had been having a very weird feeling as of late. The only way she could really describe it was... Excitement. She cocked her head to the side and put the book she was studying from down.

She was currently sat down in the library with her friends studying. Was it the test that was coming up tomorrow? No, it couldn't be.

"What am I excited for?" She thought aloud as she glanced over to a calendar and checked the date. It was currently May 12th. She ran the date through her mind for a second.

"Wait..." She said quietly. "It couldn't be. The Mating Season starts May 15th..."

She reached over for a sip of some water she had put out for all of her studying needs. She took a sip as she ran the numbers in her head.

'The last one was how many years ago? 6?' She thought as she put the water down. Then she started to choke on her water. She coughed loudly, alerting her friends who immediately glanced over. "No it was seven years ago!" She shouted in a panic, clasping her hooves to the sides of her head.

"What was seven years ago, Ocellus?" Silverstream asked setting her book down too.

Ocellus looked over at her friends who were staring at her in confusion. Ocellus nervously swallowed before she turned to rush to the door. "I need to go talk to the head mare!" She shouted as she ran out.

Ocellus was nervous, incredibly nervous. She practically barged into Twilight Sparkles room as she was enjoying tea with Starlight Glimmer.

"I need to speak with you!" She shouted in a panic.

Twilight and Starlight looked at her in concern. "What's wrong Ocellus? Is one of the other students hurt?" Twlight asked loudly.

"Changeling Mating Season is in three days!" Ocellus shouted in a clear panic.

Twilight and Starlight immediately relaxed in response. "Oh come on Ocellus." Starlight said waving her hoof. "I know your first estrus is scary, but it's not that bad."

"Besides, all your friends had their estruses already... Barring Gallus and Sandbar... if you need help or advice they could help you." Twilight replied before taking a sip of her tea. "I was actually surprised that you didn't go into estrus last year. Aren't you eighteen?"

"It's not like that!" Ocellus shouted in response hyperventilating. She sat on her haunch and put her hooves to the sides of her head. "We Changelings only have our mating season once every 7 years, and during it we Changelings can barely control ourselves, especially us females!"

Starlight sighed. "I'm sure it's gonna be fine, ok? You and you're fiends are all adults, and I'm sure if you REALLY need help, one of them will pitch in, granted it's consensual."

Ocellus gulped and nodded.

"And uh... one last thing..." Twilight said. Nervously thrumming her hooves. She nervously pulled out some note cards. "C-can you tell me more about the Changeling Mating Season? It's not really known to the rest of the world..." She said awkwardly tapping her hooves.

Starlight opened her mouth in discomfort. While Ocellus just stared at her. "Look I am not asking anything weird! This is for biology!" Twilight reassured.

Starlight and Ocellus exhaled in response. "Ok that's much better." Starlight said.

Ocellus nodded and took a seat.

Twilight turned to Starlight. "You know, you don't have to be there for this..." She said.

Starlight leaned back in her chair. "I would be incorrect in saying that I haven't thought of Pharynx and Thorax on the occasional lonely night. I'd love to learn a little about how Changelings well.... do it." Starlight said with a smirk before she took another sip of her tea.

This time it was Twilights turn to stare at her.

After a few seconds of awkward staring she shook her head and looked at Ocellus. "Ok. Feel free to tell us. This is all going to be added to the Changeling section in the Canterlot book of Biology!" She practically shouted.

Ocellus awkwardly rubbed her elbow as she looked at her.

"Ok explain away." Twilight said.

"W... well basically we Changelings are kinda weird compared to the other races here in Equestria…" Ocellus said. "Somelings actually think we might be the byproduct of Cicadas and Termites being magically hybridized. When Mating Season occurs, the male's wings start buzzing wildly, beyond their control, and the females g-go into heat."

Ocellus gulped before continuing. "The male's wings buzz, like with Cicada's to attract the females but, Cicada can stop when ever they want. Male changeling's wings only stop when a female is erm… h-hanging out with them... Even males who don't want to participate are kinda dragged in because of their wings."

Twilight and Starlight's eyes widened a little at that revelation.

"Another thing that happens is that the males kinda… find most of their strength drained by innate magics in the females. The f-females basically spend all of the mating season doing what ever they want with them... I-in fact I am certain it's gonna be worse this time seeing as how Pharynx is practically the only dominant male left in the hive..."

Twilight and Starlight's mouths widened as they stared at each other.

"Ok... wow... I'm sorta glad you told us about this Ocellus." Starlight said as she frowned. "If there is this much non-consensual things happening, I guess that is one more thing the Changelings have to change."

Ocellus looked at her and shook her head. "Its not something we can control! It's our biology not our society."

Twilight looked at Starlight. "Biology can't really be changed. The best we would be able to do is tell the females to not go after unwilling males, besides I'm pretty sure that Thorax already talked to them about it." Twilight finished scribbling down her notes, before she looked down at Ocellus.

"Ok this puts new light on things, Ocellus." She said slowly. "You said females sorta... suck the strength out of the males right?"

Ocellus nodded.

"Does this cause any real harm, and does effect non-changelings?" She asked tapping her hooves together.

Ocellus shook her head. "No, the most it does is make them weaker. Easier to hold down and stuff like that..." She said rubbing her elbow yet again. "And no... it shouldn't affect non-changelings..."

Twilight wiped the sweat from her brows. "Oh phew. That could have been bad."

"Ok Ocellus," Twilight said. "I'm gonna give you the same choice that I gave the other creatures with differing schedules to ponies ok?"

Twilight put a supporting hoof on Ocellus's shoulder. "If it gets too bad, feel free to return to the hive for however long it takes, but try to stay at the school ok?"

Ocellus nodded before she got up and took her leave with a smile. "Thank you Miss Twilight." She said with an immense feeling of relief.

"Hey wait," Twilight shouted after her. "How long does the Changeling estrus last for?!?"

"Six to eight weeks!" Ocellus called back before turned a corner to head back to the library.

Starlight choked on her tea when she heard this. "Oh Celestia… Why is it so long?"

Author's Note

Uh oh, Looks like Ocellus and the rest of the Changelings are in for a pretty hard couple of weeks.

Let's hope they don't break anything.

Losing Control

It was now May 15th, and the heat had hit Ocellus full force. She had told her friends about it on the 12th, and they were all pretty supportive of her... mostly. She remembered back as she sat on a bench watching her friends have a race, to determine which among them was the fastest.

She sighed as she thought back to what they said.

"Hey, I was a little jealous of you that you didn't have to go into heat, but it's fine. I'm here if you need someone to talk to." Smoulder had said.

"Same here." Said Silverstream gladly.

"Yak definitely help!" Yona shouted.

"I mean... Me and Sandbar don't know what a heat is well.. Like... But we will help in anyway we can." Gallus said happily putting a hand on her shoulder.

Looking back Ocellus was glad they were supportive, but right now she regretted not actually returning to the hive. At this point she was sweating as she kept her legs firmly pressed together. The small blue changeling was practically shaking. She didn't expect heat to be this overwhelming.

Everything caught her attention now, everything that sounded vaguely like buzzing that is, and it drove her positively insane. Flies or bees flying by, power tools, humming, and anything like that. She was going crazy, and the heat in her nether regions was definitely something she could live without.

She couldn't help but groan in discomfort.

There was a loud whooshing noise to her side. She turned her head to see Gallus set down next to her, a look of great pride on her face. "Haha. Knew I was the fastest!" He shouted.

Ocellus looked back to see that the others were still miles behind. So far behind in fact that it would definitely take a good 20 minutes for them to even get in eye shot.

"Woah..." She said.

Gallus walked over and flopped onto the bench next to her. "Yeah, we griffons are the fastest race on the planet!" He said with great pride. He then hesitated for a minute. "If the wonder bolts didn't exist, we griffons would be the fastest race."

Gallus started thrumming his fingers on the bench next to him. Ocellus's eyes widened and she started shaking a little. It reminded her too much of the wings of a male buzzing.

She gulped and tried to ignore the thrumming, but it was too much for her. She could just ask him to stop, maybe she should just ask him to stop.

Ocellus turned to Gallus and opened her mouth. She was about to say something before she glanced down between his legs. His member was resting comfortably in his sheath as he tapped one of his lion like feet waiting for the others to get here, but that would clearly take a while.

Ocellus couldn't take it any more, and a devious smile appeared on her face. She had heard that gryphons were quiet good in bed, but that was just hearsay among some of the old infiltrators.

"H-hey Gallus..." She started.

"Yeah?" Gallus asked looked at her and cocking his head to the side.

"I think I know a way you can help me." She said placing a hoof on her shoulder.

Gallus went a weird tingle wash over his body. It felt kinda magical which was weird. "Uh... how?" The griffon innocently asked.

Ocellus smiled more. "Can you come with me please?" She asked stepping off the bench.

"Uh... Sure I guess." Gallus said as he stood up. His legs were shaking for some reason and he practically immediately fell face first onto the ground.

Gallus felt really weak. Like, so weak he could barely stand. "Ugh... sheesh, that race mush have taken more out of me than I thought..." He said as he stood up.

"So uhh..." He stammered out as he tried to walk. "Where are we going? How can I help you?" He asked as he stumbled next to her.

"I'll tell you when we get there." She said with a wink. "Let me help you."

Ocellus, with very little effort, which shocked the Gryphon, picked him up. "Woah, you are a lot stronger than you look." The larger gryphon exclaimed in confusion.

Using her great training as a Changeling, and plenty of illusion spells she snuck her and Gallus into the Student dorms. The Illusions were anything from making her seem like she was a teacher dragging him into class, to making it seem like Gallus had a broken wing and she was taking him to the Infirmary.

Once they reached her room, she opened the door flopped the weakened Gallus onto her bed, and closed the door behind her. She locked it and quickly closed the blinds with her magic.

Gallus tried to raise his head to be able to see just what was going on. Ocellus dropped herself onto the bed right next to him. "So, are you still willing to do anything to help me?" She asked sensually.

"Y... yeah I guess..." Gallus said nervously crossing his legs. He tried to pull himself but found himself too weak to do even that. He was feeling completely drained.

Ocellus pulled herself closer to him. "Even..." Ocellus put a hoof on his stomach and started to trail it down towards his slowly hardening member. "something like this?"

Gallus blushed, and the feathers on his head immediately fluffed up. "I... I guess..." He said slowly and hesitantly.

Ocellus smiled. "Thanks, you're the best!" She practically shouted.

"Q-quick question though." He asked before she could even begin. "Wi-will this cause you to like... have eggs or something?"

Ocellus smiled sweetly and bopped Gallus on the head. "Of course not silly. Changelings can only have nymphs with other Changelings. If we could practically the entire changeling race would be hybrids. Not to mention, we are invertebrates and you are vertebrates, our species are separated by like... Millions of years of evolution. It would be literally impossible for changeling eggs to be fertilized by any of the other species." She explained as she waved her hoof through the air.

"Uh.. ok that's a relief." Gallus replied with a gulp.

"So then Gallus," Ocellus said as she pulled her self up on top of him. Gallus was gasped as the air was sort of crushed out of him. Ocellus was, for some reason, much stronger than him now. He gulped as he saw the previously timid and sweet changeling lick her lips at him with hungry, glowing, eyes and a devilish smile. "are you ready?"

The very idea of being dominated by her pushed him over the edge and gave him a full on out erection, which had already began leaking pre. Gallus grunted and tried to hide his erection between his legs in fright.

Ocellus giggled a little at that, before, with a levitation spell, she forced his legs, giving her full access to the gryphon's twitching member.

Gallus gulped again as Ocellus pulled herself up and held herself over his rock hard organ. "I asked you a question." She stated in a sing-song voice.

There was one thing Gallus was almost always embarrassed to admit. He was a virgin, plain and simple. The closest he had ever been to sex was the time he went on a date with Gabby back at Griffonstone, but that relationship didn't really make it past the first date. He blamed it on the waiters being jerks.

"I... I guess... B-be gentle, I've never done this before." The Griffon said timidly.

Ocellus smiled at him before she dropped onto his rod. She grunted after she took the entire thing in. Griffon members were definitely unique, especially when compared to what she was usually used to.

Ocellus purred as she placed a hoof on either of Gallus's forelegs, pinning them down above his head. Gallus on the other hand threw his head back with a loud "Meep."

Ocellus smiled down at Gallus. Changeling females prided themselves during mating season of how much they could make the males squirm, and she felt she was doing a pretty good job. Part of the fun was making the male act as feminine as you could after all.

Ocellus pulled herself up to the tip, before she dropped down again. She started to repeat this motion grinding herself on top of Gallus. Gallus's head went each and every way as he let out short and rather quiet squeaks and moans.

Ocellus opened her mouth and let her tongue lull out, she couldn't help but moan alongside Gallus as her cheeks blushed pure red. This was exactly what she needed.

Gallus himself started to weakly thrust his hips to go further into her. He was still completely tapped in the strength department by Ocellus's latent magic, so he couldn't do much but go a couple extra inches in at a time.

Gallus soon found himself rapidly approaching the edge. "Ocellus! I'm gonna... ooh.. I'm gonna..." He shouted in a feminine sounding voice, before was interrupted by Ocellus placing a hoof to his mouth. Ocellus's horn started to glow, and Gallus found himself pushed to the very edge, but it wouldn't come out.

"You aren't allowed to unless I cum first." Ocellus said sternly. Gallus's wasn't able to do much but nod. His entire face flushed red as he continued to thrust in a vain attempt to make it happen. His eyes glazed over and his tongue lulled out. He started to drool uncontrollably.

Ocellus smiled as Gallus's moans became louder and more frequent. "Ah... Ah... Pl... please just do it!" He practically shouted as his head was thrown back.

The previously strong, sarcastic and self assured griffon begging her for release is what finally pushed her over the edge. She threw her head back with a loud keen as her inner walls clamped around Gallus. Her horn went blank as her spell ceased, and Gallus came to, at the exact same time as her.

Gallus let out a feminine scream as Ocellus continued grinding her hips, even in the middle of her orgasm, milking him almost completely dry.

For what felt like a full 30 seconds, he couldn't feel anything aside from his member blasting his seed into Ocellus, and Ocellus continuing to bounce on top of him.

After a while, Gallus pulled herself off of him and slumped down besides him. Gallus panted as the stronger changeling wrapped her hooves around him and pulled him into a tight embrace.

"Ah... Ah... Gnnn…" She sighed as she experienced her afterglow. Ocellus fell asleep while still clutched around the blue form of Gallus, and despite being much larger than her, the Griffon couldn't muster the strength to pull himself free, not that he wanted to. Soon the effects of the rather strenuous event, alongside Ocellus's magic, which continued to keep him weak, docile and powerless, took their toll.

Gallus's eyes slowly fluttered close as he too fell asleep.

A Bad Time for a Meeting.

'Of all the days they had to do this, did it have to be today?' Thorax thought to himself as he sat in his chair during a council with the leaders of the other countries. His wings were insistently buzzing, even though he had them hidden behind his backplate, and they were causing practically his entire body to shake.

Alongside that he could only take two of his female guards to this meeting, seeing as how all of his male guards were... busy. These female guards were both staring at him with lustful eyes, and were clearly standing much closer to him then they were supposed to be, causing him to violently blush.

What made matters worse, was the fact that all the other leaders were staring at him. Luna and Celestia had looks of pure confusion, Queen Nova looked annoyed, Gruff was staring at him impartially, Ember looked positively resentful, staring daggers at his guards, and Rutherford had a distinct frown. The entire group was currently in a large room in the Canterlot Palace.

"Ok, Thorax is it? Can you stop the buzzing please? That is getting irritating." Nova said with a deep frown.

Thorax threw his hooves into the air, "What am I supposed to do about it? I tried to reschedule this meeting but I guess none of you actually read the letter!" He was incredibly irate at the moment. He had tried several times to move the meeting to a better timeframe, but it seemed like no one cared.

"I did." Ember said with a frown. "You could have told me about it earlier, maybe we could have scheduled something!" Ember crossed her arms over her chest and hissed slightly.

"We can help you out King Thorax..." One of his guard said dirtily, causing him to turn an even deeper shade of red. Ember's eyes narrowed even more and Luna and Celestia averted their gazes, hiding their reddened cheeks.

The two guards opened Thorax's wing plate slightly with their hooves, and used levitation to keep his wings still. Nova sighed in relief as the buzzing stopped and Rutherford's frown disappeared, however, Ember only seemed to get madder.

Celestia cleared her throat as she turned her head back to the table they were sitting at, which featured a map of the world, with all of the nations clearly colored in. "Now then onto the task at hoof. Nova, you claim that Griffon fishing ships have caused some large damage to Seaquestria. Is this true?"

"You go that right!" Nova said standing up and pointing an accusatory finger at Gruff. "Your boats have scooped up almost a dozen sea ponies in their nets, and one of your anchors just punched a hole through my palace roof!"

Gruff slammed his forelegs onto the table. "I'll have you know that we returned those Sea Ponies immediately after catching them! And if you don't want anchors hitting your palace move out of the Sea!"

"I demand you stop fishing our waters right now!" Nova screamed as her guards growled.

"Well where else are we supposed to fish!" Gruff said. "Do you just want us Griffons to starve!"

"Eep!" Came a shout from the other side of the room, causing everyone to turn their heads to Thorax once again. The Changeling Monarch had his mouth covered with his hooves in embarrassment, and everyone could see one of his guards quickly pull their hoof away from his rear.

"OK that's it! You two, outside with me! Right now!" Ember shouted kicking her chair away and pointing at the two changelings females with murder in her eyes. Her guards quickly rushed forwards and pulled her back, to keep her from rushing across the table and tearing into the Changelings.

Nova slammed her forelegs onto the table and glared at Thorax and his Guards. "Ok! What is going on with you three!" She shouted staring at them with angry eyes.

Celestia looked at her. "Did you uh... read the letter he sent out?"

Nova, Gruff and Rutherford shook their heads in response. Luna blushed further in response and explained what was going on.

Their eyes widened in unison as they turned over to Thorax, who was still being practically molested by his guards.

"Does anyone have any political issues with the changelings right now?" Nova asked turning to the other leaders.

"I'm about to!" Ember shouted, but none of the other leaders really said anything.

"Ok... you can go..." Nova stammered out.

"Thanks." One of Thorax's guards said with a wink, as the two picked the Changeling King up and carried him out of the room.

The room stayed silent for a minute, the only sound being the angry grumbling of Ember.

Celestia cleared her throat once again. "Back to the main topic..." She said.

"We griffons aren't stopping." Gruff curtly remarked.

"Oh yes you are!" Nova shouted.

Luna sighed. She would gladly take Thorax's place at this point.

Thorax's guards dragged him down the hall of the Canterlot's palace. Thorax could already feel their draining effect kick in, and since there were two of them it was much stronger. So strong in fact that the king couldn't even keep his own head held up.

"So where are we taking him?" One, by the name of Tibia, asked. "The Hive is just so far away, and I don't want to have to fly the entire way there just to get to spend some quality time with the king."

"Didn't Princess Celestia say that we were cleared to use one of the guest bedrooms if the meeting lasted for too long?" The other, named Antennae, replied while grouping the king's rear for the second time that day.

Thorax let out another high pitched eep in response causing the two to smile deviously. "This is going to be a lot of fun..." The two said in unison.

Thorax gulped in response. "C... Can't we do this later?" He said quietly.

"Ah ah ah, my king. You promised that if we guarded you during this meeting, you'd let us do what ever we wanted with you." Antennae whispered into his ear lustfully.

Thorax sighed. This was going to be a very long night.

Dominating a King

Thorax found himself deposited on the guest bed. Thorax looked up at the Tibia and Antennae who licked their lips as they stared down at him. The room was completely dark, the only light coming from the Changeling's glowing carapaces and eyes.

Tibia turned to Antennae. "So, how are we going to take our dear king?" She said, her voice sultry as can be.

Antennae's horn glowed a bright cyan. "However we want." Antennae said, placing a hoof on Thorax's chest and tracing a circle gently.

"Maybe we should get rid of the Antlers though..." Tibia said laying down next to him. She leaned her head down and placed her mouth less than an inch away from his ear.

"We wouldn't want him to stab the wall when we make this bed rock..." She whispered salaciously, causing the lime colored king to shudder.

"I-" Thorax stared, his voice much higher pitched then usual. He cleared his throat before continuing, his voice back to normal. "I really like my antlers. They really tie my look together, and they show that I am the king."

"You're not the king tonight." Antennae announced as she removed her armor and threw off her helmet, which landed against the wall with a loud thud.

"Tonight you are our toy." Antennae said as she slid up next to Thorax.

Pharynx had earlier stated that while guarding the Changelings must stay a uniform color and so had had the armor enchanted to make all changelings wearing it a deep cyan like him, so this was the first time thorax had gotten a good look at Antennae.

Her carapace was a peach color, and her back plate was sea foam green. Her two compact eyes, which were locked with his, were both a deep pink.

Thorax was stunned. He couldn't tell if it was because he had never seen her without her armor on, if it was because she was mating with him, or if it was because of some magical spell, but he couldn't take his eyes away from her.

"Awww..." Antennae said closing in on his face. "The king is smitten with me."

Tibia frowned as she took her armor off as well, revealing a deep yellow carapace. "No fair!" She shouted. "How come he gets to see you first!"

Thorax shook his head and looked away. "S-sorry guys, but there is someling else I'm m-more into..." He said nervously.

"Dang it. I was hoping I could become the hives queen." She joked.

Thorax grunted as he felt Tibia sit down on top of his stomach. "I am serious though. Remove the antlers, they are going to get in the way of our fun."

Antennae looked down between Thorax's back legs. "I mean... if we had what you have they would make fantastic hoof holds..." A devious smile crossed her face. "We might do that later..."

Thorax gulped and shook his head. "No thank you." He whimpered.

"Too late. That's gonna happen." Antennae said as she stood up, "Just not yet. Speaking of changing your appearance..."

Antennae leaned over a whispered something into Tibia's ear, causing the yellow changeling to chuckle darkly.

Thorax looked up at them if he actually had the strength to move right now, he would have probably curled up into a ball. "What are you two whispering about?" He asked meekly.

Both of their horns glowed and they disappeared in burst of cyan fire, in their place stood them, but in their pre-reformation forms, their horns still glowing.

Thorax gasped before they both leaned down and fired some beams which connected with his horn, causing him to involuntarily transform too, into his pre-reformation form as well, which shrunk him down greatly.

"What are you two doing?" He practically cried out using all his strength to raise his head to look down at himself.

"Oh, what's the matter my king. Have you never roleplayed before." Tibia said putting a hoof on his head forcing him back down.

"The two of us always thought you looked so cute back in the old days. Much cuter than you do now. Heck we are certain that if mating season rolled around under Chrysalis, you would have been the first male we went after. You just squirmed so well back then." Antennae said waving her hole filled hoof through the air.

Thorax shrunk down a little. "You could have at least asked me first." He muttered.

"Oh for the last time," Tibia said sliding off of him. "You told us we could do whatever we wanted, so that's what we are doing."

Antennae grinned darkly before she pulled herself up and walked backwards, going in between Thorax's back legs where she was joined by Tibia.

"You surprise me my king..." She whispered, poking Thorax's almost completely flaccid organ. "How the heck are you not rock hard at the moment."

Thorax weakly twitched away from her touch, causing Antennae to laugh. "Ah... so cute." She muttered before grabbed Thorax and forced his legs open with her hooves. Tibia licked her lips before she opened her maw and ran the forked tip of her tongue up the underside of Thorax's phallus, from base to tip.

Thorax shuddered in response and moaned. "He likes that," Antennae said as Thorax's member slowly hardened to it's full length.

Tibia and Antennae both started to run their tongues across Thorax's sex, licking up and down with pure expertise. Thorax's entire body was shaking as he let out moan after moan. These two were good, too good.

Thorax's member started to wildly throb and shake. He was gonna release any second now but the two pulled their tongues away and stopped their relentless assault.

Thorax whimpered loudly in response. He let out a whine as he felt his orgasm slip away when he was right on the edge.

"So what do you say Tibia, top or bottom?" Antennae asked turning to Tibia. "For this first round anyway... I plan on keeping the King moaning all night..."

"Oh, can I have top please?" Tibia requested standing up on the bed.

"Sure thing, but that means I get to tease this little guy more." She said nuzzling Thorax's stallionhood with the tip of her nose.

Thorax could feel the bed's weight shift as she heard someone walking towards his upper body. "What do y-you mean by t-top?" He stammered out before he opened his eyes just in time for him to see Tibia drop her quivering marehood onto his mouth.

"No talking~!" Tibia practically shouted in a sing-song voice. She started to grind herself on top of the kings face.

Thorax's eyes widened for a second before he took a sniff. The aroma of a female in heat overwhelmed his senses. His eyes half closed as he moaned, before he started to run his now incredibly long forked tongue along the sides of her pussy, not quite entering yet.

Tibia's cheeks turned red. "Ah... that feels sooo good." She moaned as she kept grinding her hips.

Antennae licked her lips. The sight was arousing beyond words to her. She grinned before she craned her neck and took Thorax's member into her mouth wrapping her tongue around it. She slowly bobbed her head while moving her tongue up and down.

Thorax could think of nothing else at this point. He ran his tongue along Tibia's edge one more time, giving her clit a couple extra licks for good measure, before he dove his tongue inside, running it along her inner walls. He dotted on every single inch of her interior, not letting up as he almost mindlessly searched for a way to please her.

Tibia bit her lower lip. "Ah... almost there... gnnn." She said until his tongue brushed up against a sensitive cluster of nerves.

"Ah! Yes! Right there! Oohh!" She cried out putting a hoof on Thorax's head. "Don't stop!"

Thorax wouldn't even dream of it. He started to weakly buck his hips in tune with Tibia's grinding, which made things a little hard for Antennae to keep her pace. She rolled her eyes. 'Might as well let Tibia have her fun for now.' She thought.

Tibia's pants became louder and more frequent, until eventually, the dam wall broke. She threw her head back and cried out in pure ecstasy. Antennae grinned, she was certain the whole palace could have heard that but she didn't care.

Tibia coated Thorax's face with her juices, forcing him to close one of his eyes. The Changeling Monarch drank down as much of it as he could until he too cried out, his being muffled by Tibia, as his member exploded shooting white hot liquid down Antennae's throat, which she happily swallowed.

Tibia fell sideways off Thorax's face as all three of the changeling's dropped their disguises at once. The sounds of the room were completely drowned out by the panting of Tibia and Thorax as they lay there.

Antennae chuckled before the room's door opened and a servant poked his head in.

"What in the name of Celestia is happening in he-" The servant started before she noticed the pile of Changelings on the bed. Antennae glared back and the servant and hissed.

The servant blinked a couple times before turning and slowly closing the door behind them.

A Princess and a King

The other leaders sat in the meeting room. They were all trying to ignore a really loud rocking sound coming from a room two doors down. Alongside the rocking, were the occasional sounds of moaning, alongside a rather loud scream that had occurred less than a minute ago.

Gruff had a finger in each ear and was trying to ignore it, not wanting to imagine just what was going on in that room, Nova had her head clasped in her hands in pure defeat, Celestia and Luna only stared blankly at the table, Rutherford was shaking his head, his face green due to his mind picturing literally the worse possible things going on inside that room and Ember was literally shaking her face awash with pure rage. The guards of each leader had since left the room, trying to distance themselves from the sounds.

Nova let out a groan before setting her hands down on the table. "How long are they going to keep this up?" She asked before the rocking suddenly stopped. The group sighed with relief, before it started up again not 30 seconds later.

Celestia shook her head. "The Changelings are the closest thing we have to an intelligence Eusocial race..." She stated.

"And?" Nova asked.

"The kings of Eusocial species can go at it for days on end." Luna said, cracking into her knowledge on biology. Everyone groaned in response.

Ember slammed her claws onto the table. "That's it! I can't take this anymore."

Ember got out of her chair and stormed out of the room. "Let me have a chat with them." She said her face an array of pure hatred.

"Thank Boreas..." Gruff said.

Ember threw the doors to the Guest bedroom open and stared into the room. Thorax was currently being held down by both of his guards. His member on full display for her to see. It was rather impressive actually. Longer than most of the dragons her size.

Antennae was sitting down on top of Thorax's chest and had him locked in a deep kiss, while Tibia was sat behind his head, sitting on top of his antlers, and several pillows, with pure bliss on her face as she looked down on the king, clearly imagining what to do with him next.

Ember marched forwards and grabbed both the guards by the scruff of the neck she held them up in the air and locked eyes with them.

"Just who do you think you are?" She asked quietly as she dragged them out of Thorax's ear shot, who still couldn't move.

"Thorax is mine." She whispered to them. "Mine, mine, mine!"

"I don't see your name on him." Tibia said sticking out her tongue.

"Yeah, last I checked the two of you have never done anything together." Antennae asked crossing her hooves.

"Yeah we have! The two of us hung out by a lake once... a year ago... and there was that time I yelled at him because I thought he took Smolder.." Ember said hesitating for a moment.

The two guards raised their eyebrows at her. "That doesn't sound very romantic." Tibia said. "You can't really lay claim to him can you."

"Shut up." Ember said with a frown.

"Well if you want too, we have him all prepped up. It's not like he can say no at this point..." Antennae said narrowing her eyes at Ember and smiling. Her horn glowed cyan, and the door closed behind her. Ember blushed and gulped.

"I really shouldn't..." Ember stated sheepishly. "T... taking advantage of Thorax like that..."

Tibia grinned. "You sssuuurrreee?"

Ember gulped once again and turned to Thorax who at current was panting on the bed, still not moving.

"We know you want too." The two female changelings said in unison, their voice breaking down whatever barriers were still there.

"F-fine!" Ember said frowning. "Can you one of you cover for me?"

Ember dropped the two, both of them landing on their feet.

"Sure thing." Antennae said turning into Ember. "Try not to break him ok?" She said in Ember's voice before stepping out of the room with an exaggerated saunter.

Ember turned back to the bed and looked at Thorax. She would be lying if she didn't say that this was something she had fantasized about once or twice in the past. Finding Thorax being attacked by something, saving him, then professing her love to him and just doing it then and there...

"Well... I guess I technically rescued him... and I am about to confess... and we are about to do it..." She whispered to herself. She gulped.

"So how do you want him?" Tibia asked walking along side her. "Want him weak and powerless or normal?"

Ember blushed and bit her lip for a second. "Uhh… Weak and powerless sounds more inline with what I wanted for my first time with him." She whispered back rubbing her elbow awkwardly.

Tibia clicked her tongue and pointed at her. "You got it." She said. "I've always wanted to see something like this."

Tibia plopped herself next to the bed. Ember couldn't help but blush.

"Do you have to be there?" She asked again. When Tibia nodded, Ember got up on the bed and looked down at Thorax. He was still panting, and his eyes were closed, clearly resting after what had just happened.

"Oh don't worry about him." Tibia said waving her yellow hoof through the air and turning her head. "The King can go for days on end."

"Ok." Ember said as she got up on the bed sat down next to Thorax.

Thorax felt a pretty large weight shift on the bed. Much heavier than the changelings before. He slowly opened his eyes to look at who was on the bed. He turned to see a blue dragon. "Oh c-come on guys. Please don't use Ember."

Ember crossed her arms over her chest. "What's that supposed to mean!" She asked grumpily snorting smoke out of her nose, causing Thorax's eye to widen.

"That's the real Ember." Tibia said with a grin, causing Thorax to weakly try to get up..

"Eek!" Thorax screamed as he thrashed slightly, crossing his back legs over his rod and trying to cover it further with his forehooves. "I'm so sorry you had to see me like this!" His entire face flushed red in pure embarrassment as Tibia only laughed off to his side.

Ember sighed placing a hand on his chest. "Stop moving." She demanded. Thorax gulped before he immediately ceased his thrashing.

"Move your hooves." She said as she lay down next to him. Thorax weakly nodded and obediently went back into his previous position.

Ember clasped her fingers together over her chest. She started to tap her thumbs together as she searched for what to say. "Thorax, I..." She started before turning her head to the Changeling. "I... I like you. I like you more that just as a friend."

Tibia squee'd and put her face in her hooves while Thorax looked ashamed of himself. His body shook and found it really difficult to swallow.

"I'm so, so sorry." Thorax said, he was clearly sad. "I... I like you too but I d... I don't think I can..."

Ember nodded sadly. "You're right. if I show any weakness, another dragon is probably gonna try to take over and You have to lead your nation through this mating season, and deal with females who are literally throwing themselves on top of you."

Thorax sadly looked ahead. "Yeah, they are all dominatrixes at this point, and they literally won't accept no for an answer from me."

"Hey! We may be dominating but we ain't sadomasochistic!" Tibia shouted glaring at the two.

Ember ignored her and sighed. "I don't really see a relationship working out between us, not now at least. Maybe one day..."

Thorax sighed. "Yeah..." He said.

Tibia on the side merely frowned and sighed. "I kinda was expecting something more hot instead of you two sharing your emotions." She said with a frown.

Ember sat up and gave her a death glare. Tibia's ears fell flat and she gulped. "I'll shut up." She said meekly.

"You'd better." Ember said, before she sighed. "She is right though. I do kind of want to... you know."

Thorax looked up at her. "O-one night can't hurt right?"

Ember smiled. "Right."

Thorax smiled back. "H-hey Tibia? C-could you leave please me and Ember would like to-" He started before Ember put a finger up to his mouth.

"Nuh uh." Ember said as she sat down between his legs. "I may not agree with everything those two do, but the way they do things in sex is awesome. If I want you helpless and weak, then I am going to damn well have you helpless and weak!"

Thorax just stared at her for a minute with wide eyes before he nodded meekly. "Yes ma'am." He said quickly.

"Good boy." Tibia said patting him on the head.

"And I don't want to hear one peep out of you!" Ember said pointing at Tibia. "This is between me and my changeling only!"

Thorax shuddered. Having Ember be so possessive of him was like a dream come true.

Tibia nodded with a gulp.

Ember turned back to Thorax and admired his organ. It was, as said before, much larger than what she was used to. Ember grinned.

"It's pretty big, I like it." She said as she grinned, preparing to put it to good use.

"It's actually one of the smallest in the hive." Tibia spurted out before she clamped her hooves over her mouth when Ember glared at her. Thorax pouted at the comment.

Ember got on her knees and shimmed into position, hovering over Thorax's sex. "I think I am in for quite the ride." She stated, before she dropped her powerful ass back, taking in Thorax's member all at once.

Thorax cried out in response. She was a lot tighter than both Antennae and Tibia. He weakly brought his forehooves up and put them on either sides of Ember's hips.

Ember bit her lower lip and grunted. Thorax pushed against her inner walls. She might not have been prepared enough to take him all on, but she didn't really care, it still felt really good. Much better in fact than most dragons felt.

Ember spent a second or too still getting used to Thorax before she put her hands on his chest and started bouncing up and down on his rod. She let out a long and drawn out moan. Her eyes glazed over as she looked down at Thorax, who had laid his head back, panting into the air.

Ember smiled at this. Seeing Thorax enjoying himself was something she definitely wanted during this experience, alongside seeing him squirm a bit. As Dragon Lord, she prescribed to the idea of making the one you laid with seem as pathetic as you can. In a romantic sort of way of course.

Ember decided to pick up the pace, and go quicker. Thorax's head started to roll meekly from side to side, as his breathing became more rapid. Ember grinned as his entire face flushed red and his hips started shaking and shuddering.

"Gnn… Ember!!!" He shouted weakly, but in response Ember slowed down.

"I thought I told you to be quiet." She sternly reminded him. Thorax couldn't do anything in response but stare up at her breathlessly.

Ember grinned down at him before she got back on track, returning to her regular speed. She laughed as she kept going. "You are mine." She said greedily as she kept bouncing up and down.

Thorax felt himself closing in on his release, but he felt magic blocking him just on the edge. He looked out of the corner of his eye to see Tibia's horn glowing. She winked at him with a devilish grin on her face.

Any masculinity Thorax had in his voice at this point was gone. He whimpered and moaned like a mare, and found himself unable to stop himself from subconsciously bucking his hips.

"Who is the best female you've ever been with?" Ember asked as she closed in on her edge as well.

"Y-you!" Thorax shouted.

"And who do you belong to?" Ember asked again as her walls started to squeeze tightly around Thorax.

"You!" Thorax practically screamed. This is what successfully made Ember explode as her womanhood choked Thorax's aching member. Tibia dropped the spell as Ember let out a satisfied moan, shooting smoke from her nostrils in a massive burst. Her moan was soon drowned out by a cry of pure euphoria from Thorax.

Ember's tight walls milked Thorax wonderfully, pushing him to collapse into a trembling mess of a changeling. When his scream died Ember picked Thorax's upper body and pulled him into a tight embrace, the two locking lips. Thorax's eyes widened before he half closed them. If he had regular eyes, rather than compact ones, they would have rolled back in joy.

Ember pulled off of his, now flaccid, rod and laid down on his chest, the two laying down as they kept their lips locked. Thorax and Ember were both in Heaven. Today had been perfect.

Author's Note

One more chapter with Thorax after this, before we get back to Ocellus and Gallus.

Writing Ocellus is a treat.

A King's New Experience

Author's Note

Warning: This chapter is a request from a personal friend of mine that contains something not everyone will like. (Futa)

Feel free to skip this chapter and move onto the next one. It will contain more vanilla things with Ocellus and Gallus

A King's New Experience

Antennae, disguised as Ember, sat with the other leaders who were still in obvious bad moods.

"I thought you were going to stop them dragon." Nova asked grumpily.

"I said I'd try to stop them. The only way I could actually get those two off of King Thorax is to pull them off of him, and I don't want to touch that!" Antennae said, channeling her best Ember impression. "And what do you mean by Dragon, Hippogriff!"

Celestia cocked an eyebrow. "You never refer to Thorax as 'King' Ember. Is something going on?"

Nova growled back before Gruff turned his head over to the wall. The wall that was in the direction of the Changelings that is. "I think I just heard him scream Ember..." Gruff said raising an eyebrow.

Everyone blinked awkwardly before turning to Antennae. Antennae started to sweat a little. "No, he must have just screamed Remember or something like that." She said trying to defuse the suspicion.

Everyone kept staring at her. "You're one of Thorax's Guards aren't you?" Luna asked putting two hooves on the table.

"What no... of course not!" She said with a hand wave. "You know what I think is going on? I bet one of them turned into me or something. I'm gonna go shut that down!"

Antennae got up and started to walk to the door, after she got out of sight she let out a sigh and opened the door to the room to see Ember locking lips with Thorax. Antennae ran up to them and dropped her disguise.

"Ember you need-" She started but she was cut off when Ember pulled away from Thorax and growled violently.

Thorax looked up at Ember with a stunned expression.

"What?" Ember snapped at Antennae.

Antennae frowned at her. 'How dare she make out with the king like that?' Antennae thought. 'The King should belong to a changeling like me!'

Antennae crossed her forehooves. "If you're going to be a jerk, maybe I shouldn't tell you what's going on in the other room?"

Ember's eyes widened. "Oh crap... what's going on?"

"They asked if I was a changeling." Antennae responded. This caused Ember to put her hands on the sides of her head.

"Oh no!" She said loudly. "What do I do."

Antennae cleared her throat. "Here's what you do. " She said, helping Ember off of the bed, and leading her towards the door. "Tell them that one of us changelings had disguised themselves as you, and that you gave them a black eye. If they ask for a name, say Tibia."

"Hey!" Tibia shouted, before Antennae pushed Ember out of the room and slammed the door shut behind her. Antennae turned to the king and walked back.

"It's my turn to enjoy the king!" Antennae cried out with a dark smirk. "Tibia, you just sit there, you got to play with him twice."

"No fair!" Tibia cried out before Antennea silenced her by putting a hoof to her mouth.

"It's barely ten o'clock. We have the king all night. Be patient." Antennae growled.

Tibia harrumphed before sitting back down. "You're a jerk!"

Antennea looked down at Thorax and licked her lips.

"You've been a bad boy my 'king.'" Antennae said as she stalked towards him. Her eyes were narrowed, and a devious smile had spread across her face. "That dick of yours is property of the Changeling Empire, and here you are, sharing it with other races? How horrible."

Thorax gulped, yet again, as he looked up at her. "Since when is it property of the Empire exclusively?" He nervously asked.

Antennae stood up on the bed next to Thorax, before sitting down next to him. There was a burst of cyan fire and she transformed, although Thorax couldn't tell the difference. "It's not like that but it will be soon. I'm gonna make sure of it." She said setting a hoof on his chest. "But that makes you a premature law breaker, so I have to go ahead and punish you."

Tibia chuckled after she noticed a certain thing between Antennae's legs. She cast a simple spell and flipped Thorax onto his stomach. "What are you doing? Please tell me!" Thorax shouted before he felt something warm and blunt poke at his rear.

Antennae smiled as 'he' started to rub the length of 'his' new member between the king's haunches. Thorax nervously looked back and started shaking as he the shaking and throbbing of the rod of meat behind him.

"...That's a penis isn't it-" he started, his voice high pitched and terrified.

"Yep," she interrupted, tone blunt but carrying a lusty inflection.

Thorax was about to cry out in protest, before Antennae grabbed onto his antlers and thrusted in. Thorax shouted out as he felt it stretch him out. It was only a tiny bit shorter than him, at 5.5 inches. He couldn't tell if it was because Antennae was going easy on him, or didn't want to upstage him.

Thorax panted as he got over the initial shock of it. "Ah... crap... gnnn..." He slowly enunciated. All through it Antennae kept herself still, so as to give him time to adjust.

"This may be punishment, but I don't want to hurt you my king." Antennae tenderly said as Thorax grunted. After a while Thorax relaxed allowing Antennae to slip in a little deeper.

"Oop, he is accepting you. Don't hurt him though. The king is to perfect to hurt." Tibia said nervously biting her hoof.

Antennae nodded before the king seemingly gave in completely. Thorax looked down and closed his eyes. "What are you waiting for, let's get this over with." He said nervously.

Antennae nodded before she slowly started to gyrate. She was careful, to not hurt him on his first time, as Tibia had said. Thorax grunted several times before he noticed that it gave way to pleasure, rather quickly at that. The throbbing of Antennae's member brushing up against his prostate causing pleasure to roll over him in waves.

Antennae smiled deeply as she noticed Thorax getting into it too, judging by the way he was shaking and moaning. "I'm gonna be honest here my king. I didn't just do this because I don't want you to get with other races." Antennae said.

Thorax returned her word with an unintelligible moan, followed by panting. Antennae flipped the king onto his back and stared him right in the face.

"I kinda wanted to be the one to take this part of your virginity ya know?" Antennae said sheepishly. Thorax didn't say anything, he merely weakly tossed his head to the side.

"Are you ok?" Tibia asked with a noticeably nervous shake.

"S-shut up and go faster!" Thorax tried to command Antennae, but it was sort of hard to take him seriously with how he was, quite literally, her bitch.

Antennae smiled and nodded before she got going in a proper rhythm. She was a lot quicker in fact, having seemingly jumped from zero to one hundred. "You like that?" She asked as he felt Thorax squeeze himself around her, trying to keep her in, as his head fell limply to the side, and his tongue lulled out.

"You know you do!" She said before, in a move that shocked her, Thorax used all that remained of his strength from the draining, to pull her on top of his chest, and embrace her in a deep hug using his longer legs to hold her. Antennae was entrapped by both his fore and hind legs, but she didn't mind, she just kept it up. This was better as she was essentially given less space to pull back in her thrusts.

Thorax suddenly let out a cry as she felt his interior tighten around her wildly throbbing member. Thorax threw his head back, his antlers stabbing into the wall as his member convulsed, shooting white strands all over his and Antennae's chests.

The feeling of him tightening around her, and his honestly, sexy cries of bliss were too much for Antennae as her defenses crumbled immediately. Two more thrusts and she blew her top as well. With a primal cry she coated her king's insides white. She collapsed on top of him.

"Ah... god... that was soooo good. I can see why you male's like being on top." She said with a laugh. She pulled out and flopped onto the bed next to the king with a content sigh.

Thorax gave a sheepish smile as he looked at Antennae and Tibia. "Does that mean I can be on top next time?" He asked innocently.

Both of the females broke out into laughter before turning back to him. "No." The two said in near perfect unison.

Two pony servants, who had been peeking in on the group from the door turned to each other. "We need to burn those sheets." One said to the other, their voice showing a mix of curiosity and disgust.

Waking Up

Gallus eyes slowly fluttered open. He felt groggy, groggy enough that he felt dazed. The Gryphon shook his head and tried to pull himself up before he realized that he had something really, really strong holding him down. He also felt exactly what had woken him up, which was a rubbing feeling on his quickly hardening shaft.

He quickly looked around, before his eyes locked with the blue eyes of a certain changeling. Said changeling had one of her forehooves wrapped around his waist, and the other around his twitching rod. "Morning sleepyhead." She said salaciously, sticking out her tongue and licking her lips when she was done.

The memories of what happened last night quickly rushed back into his head. "Oh um... morning Ocellus..." Gallus started nervously. He moaned through gritted teeth as she gave him a bit of a squeeze. "What time is it?" Gallus questioned as he tried to pull himself up. The Gryphon gave up on that pretty quickly, he was still too weak to really move.

"It's about 8 o'clock." The Changeling said as she let go of his rod and scooted closer to his head.

"Ah crap! We overslept! Class is starting!" Gallus shouted trying to get up again.

"Shhh… relax." Ocellus whispered as she leaned in close to him. "It's Saturday." Gallus let out a relaxed sigh in response. He felt much better now.

"I never expected you to be the kind of gryphon to be worried about missing school." Ocellus whispered again, her muzzle much closer to Gallus's ear now.

"Well uhmm… I don't want to get in trouble you know?" Gallus said with a gulp.

"That's not a good thing to be in." Ocellus dirtily whispered, directly into his ear. "Unlike me~." Her voice was in a sing-song style, before she gave the Gryphon a kiss, forcing her tongue into the Gryphons beak. His tongue was easily dominated by the changeling's, forcing his eyes to roll back and his mouth to let out a moan.

There was a knock at the door. "Hey Ocellus? You in there?" Came the voice of Silverstream.

Ocellus pulled away from Gallus and put a hoof over his beak. "Yeah!" She called back her voice suddenly very shaky and nervous.

"Oh good. We were wondering if you would like to come hang out with us over by the lake. We've been looking for Gallus but no ones seen him since yesterday, so I guess it's just the five of us." Silverstream said. Ocellus nervously gulped and looked over at the door, sitting down on Gallus's chest, allowing Gallus to feel just how hot and wet she was.

"I don't think I can come today, sorry!" Ocellus shouted back. Gallus could see that she was sweating bullets.

"You sure? What's wrong?" Came the voice of Sandbar on the other side of the door.

"I don't think I should go out today..." Ocellus replied as she nervously flopped onto bed next to Gallus as if trying to hide behind him.

"Is it because of the whole mating season junk?" Smoulder said, clearly irritated, again on the other side of the door.

"Yeah, exactly!" Ocellus said, now less nervous. 'I'm just gonna stay in here for today ok?"

"Ok, Yak see you later!" Yona shouted back at her as she heard the thudding of the yak walking away. She sighed as she heard the others walking away too. She was now significantly less stressed and worried.

"That was a close call. Maybe I should get going." Gallus said, trying to get up. He managed to get up on his elbows, before he was quickly shoved onto his back again.

"No way." Ocellus said with a deep frown. "Your staying in here with me all day." Ocellus stood up and looked down at him.

"A-A-All day?" Gallus nerviously replied as he felt Ocellus straddle him with a yet another salacious smile.

"Don't look so nervous baby," Ocellus started as she leaned down, prepared to kiss him again. "That only means that you get some spend the entire day cuming in me..."

"Well if you want to put it like that..." Gallus said, before she once again locked lips with him, forcing her tongue inside of his mouth once again, and once again dominating him in the thrashing of tongues that followed.

Once she was done she pulled back. "Of course, there is a certain something I want first. I do want to see how well a Gryphon can use his tongue..."

Ocellus pulled herself up and walked over, sitting against the back board just above Gallus's head. "A-and how would I show you how I use my tongue?" He asked before he was slowly flipped over onto his front via levitation.

Sitting in front of him was the changelings incredibly wet flower. Before he could say anything, he felt levitation grab the back of his head and force it against the Changeling.

"MMPH!" Gallus exclaimed in surprise, the location of his face clearly muffling it. He looked up at Ocellus, who replaced the levitation spell with one of her hooves keeping him firmly pressed against her.

"Shhhh… don't ruin this for me." She said as she stared at him. "Be thorough please."

Gallus couldn't say anything. So he resigned to do as ordered. He slowly, and uncomfortably stuck out his tongue, before running it along the outer wall of the changeling. His eyes widened when he tasted her for the first time. It tasted good, it was some of the best stuff he had ever had in fact.

It overwhelmed his mind. He needed more. He needed it now. The previously reluctant gryphon started to greedily lick up the leaking juices of the female, whose face immediately flushed as she covered her mouth with a hoof.

Once the Gryphon had run out of it on the outside, he wasted no time in barreling his rather long tongue inside the female changeling, assaulting her inner walls to get at her sweet, sweet taste.

The Changeling let out a loud moan, before the rooms door suddenly broke off it's hinges as a yak crash through it, followed by a pony, dragon, and a Hippogriff. Both Gallus and Ocellus turned to the door, their eyes wide in fear.

"Ocellus! We were on our way to tell you that we found something cool by the lake and then he heard you moaning and it sounded like you were hurt so-" Silverstream babbled, her voice incredibly fast before she, and the others noticed the incredibly revealing position the two were in.

"Umm... It's not what it looks like..." Ocellus nervously said, with a fake smile.

Author's Note

Sorry this chapter took so long lol.

Two for One

Ocellus stared at her four other friends and gulped. Her cheeks were obviously flustered and she was shaking slightly.

Gallus was in an even worse position since he was caught right in the middle of 'going down' on Ocellus. She felt him squirming and trying to get away, which she couldn't blame him for.

"You asshole!" Came a sudden roar from Smolder as she marched forwards and grabbed Gallus, she easily lifted the gryphon up with an angry look on her face. Ocellus guessed that Smolder thought she was just that strong and not because of the fact that Gallus was quite literally crippled right now.

"Wha?" Gallus asked with confusion on his face. He quickly noticed that all of his friends were glaring at him with angry eyes. He glanced over to Ocellus to see that she was equally confused.

"How dare you take advantage of Ocellus when she is in heat like this!" Smolder shouted, dragging his attention back to him.

"But I d-" He said

"Gryphon should be ashamed!" Yona said angrily.

"Yeah what's the matter with you?" Silverstream frowned.

"Look! Ocellus did something to me so I couldn't walk and then dragged me here! I didn't really even have a choice!" Gallus shouted.

"Oh yeah? Prove it!" Sandbar shouted, before his legs suddenly gave out and he weakly collapsed to the floor. All eyes turned to him, before going to Ocellus who had her face clasped in her hooves.

"Look guys. Stop ok. I asked him to come and help me ok? In fact I pretty much dragged him here. Sorry." She finally blurted out. "Changeling heat is just so intense, and if I am not constantly with a male for the entire season I am probably gonna go insane! I should have just returned to the hive."

"S-sorry Ocellus." The four of them said as Smolder set Gallus down.

"You should apologize to him instead." Ocellus said, before grunting as the burning in her loins returned. It took all of her restraint to just plain not toy with herself then and there.

The others turned to Gallus as he flopped onto his side. "Sorry Gallus" They apologized.

"Good now do you want to know how you can make it up to me?" Ocellus said with a frown to the four. She felt lust start to permeate it's way into her mind as she licked her lips. She suddenly had a great way to get the four of them involved.

"You three can wait in the library for me. I'll get you in a couple minutes." She said staring at the three other females in the room. Who nodded and left guiltily staring at their hooves. They closed the door behind them and left the three others alone.

"And you." She said pointing a hoof at the weakened Sandbar before smiling wickedly. "Your going to come up here and join Gallus for a while." Sandbar felt himself get picked up by magic and set on the bed next to the Gryphon.

Sandbar stared at Ocellus and started shaking. He was suddenly really excited right now, and he didn't know why. Probably because he was about to loose his virginity to an honestly really hot changeling.

Yeah. That was a good way of looking at it.

"So then you Sandbar. Since you rudely interrupted Gallus, I think it is only fair that you continue where he left off while I tend to him and make sure you didn't hurt his feelings." She said seductively.

Sandbar was about to say something before he felt himself pulled directly in between Ocellus's legs. He let out a muffled cry of surprise before he took a long whiff of the scent of the female in heat. His eyes rolled back slightly before he simply let his tongue come out and instinctually move across her lower lips.

Gallus felt himself lifted up by Ocellus's magic and moved further up the bed, until his crotch was at Ocellus's head height. He knew what was happening after his experience last night so he just plain relaxed. This was going to feel good.

Ocellus's head slowly slid forwards as she took the Gryphon's twitching tool into her mouth and slid up and down it slowly giving it tender and loving licks with her tongue as she did it. This was clearly her way of apologizing for the other four barging in and blaming him.

Her face tensed up and she squeaked slightly when Sandbar traced his tongue over her clit, giving it a few licks before wrapping his mouth around it and sucking it. Ocellus's hips bucked and legs shook.

Hot damn that felt good. How did Sandbar even know how to please a female like that wasn't he a virgin. She separated from Gallus and looked down at him weakly. "H-holy crap. Ah... How are you that good?" She asked before she bit her hoof and allowed her eyes to roll back slightly.

Sandbar separated from her as well and smiled up at her, slightly embarrassed. "I... read a lot of clop books."

Ocellus giggled at that line. "Oh you dirty colt~." She said before licking her lips.

"How about I give you a chance to be a clopper yourself huh?" Ocellus asked as the two were once again picked up by levitation and repositioned. Standing on their hind legs with their members hovering inches away from her mouth and marehood respectively.

They both suddenly felt their hips grabbed by Ocellus's magic and forcibly thrusted forwards. Sandbar grunted loudly and let his head fall back with a moan as he was forced to thrust forwards into Ocellus's open maw. Gallus on the other hand had grown semi-used to this sort of thing as he grinned at Sandbar's reaction.

"Gah… This feels really nice..." Sandbar moaned as his member twitched more and more in tune to Ocellus's magical movements. "Don't stop..." He said as his hips were forcibly gyrated.

Ocellus grinned. Sandbar was definitely more squeamish than Gallus, but to be honest she preferred the gryphon. He was just plain cuter. Ocellus smirked as Sandbar came. She gladly swallowed it up and let the pony drop to the ground as she held Gallus up and kept him going.

"Now would you please go get the others?" Ocellus said.

"S-sure..." Sadnbar said weakly.

Author's Note

I wrote the ending of this chapter while dying of heatstroke with a fever. Please send help.