Canterlot , one of the most magnificent cities in all of Equestria. At least it would have been were it not for the recent destruction brought on by the Changeling invasion. Princess Celestia of Equestria was standing on her balcony viewing the once magnificent City.
Many buildings were damaged in the attack, some were burned down to the ground and had to be completely rebuild.Celestia spent the majority of the days supervising the reconstruction works, the paperwork was never-ending and her mind kept drifting back to the past. Back when Canterlot was barely a small crystal mining community at the base of the mountain. The days before the Nightmare and the destruction of the castle in Everfree City.
Later that evening she finished up and excused herself, leaving the rest of the days work in Luna's hooves.
"At least something good came out of this" she thought silently as she watched Luna work with the architects and engineers on some plan or another.
~*~*~*~
A week earlier
At the doors of her bedroom, she wished her guards a good night and closed the door behind her. Once inside she sighed slightly and made her way to the balcony. With closed eyes and her horn aglow with a golden light she turned it towards the sun, starting its gentle descent to give way to the moon and Luna's Night.
Leaving her regalia at the nightstand she took a good hard look at the reflection in the mirror, that moment she noticed two glowing orbs in one of the dark corners of her room.Without turning around she lifted a brush from a nightstand behind her and started to glide in through her mane and tail. Finishing after a few minutes she put the brush back and finally spoke.
"You can stop hiding, i know you are there" , after a few moments of silence a dark form appeared out of the shadows. The creature looked like a pony sprouting a twisted unicorn horn, insectoid wings and slender long legs with holes in them. It stood as tall as Celestia, sharp fangs glistening in the dim light of the room and.
"Good evening,princess" ,the voice was as if two voices were speaking slightly out of sync, half growling the last word.
Turning around Celestia just smiled and gazed into the creatures eyes. "Queen Chrysalis, how nice of you to visit."
Chrysalis did not reply, but lowered her jagged horn and charged towards Celestia. When they made contact... she brushed her muzzle against Celestia's and then ended up in a neck hug.
Celestia returned the gesture and smiled. "I missed you old friend, come sit with me." They made their way towards the bed and both took a seat at one end of the large oval bed with golden sheets. After a hour of idle chit-chat and mare talk Chrysalis asked her why she wanted to see her.
"Can't I just miss an old friend of mine without having a ulterior motive?" At that they both laughed for a moment, then Celestia sighed again and they both turned serious. Then a pillow flew towards Celestia's face and hit her head on, stabbing itself on her horn. With a shocked expression she stared at Chrysalis who was rolling on the bed trying to control her laughter.
A few dozen shredded pillows later they were both lying next to each other and breathing heavily. Celestia nuzzled her again and smiled "Did i tell you how much i missed you?"
Chrysalis rolled her eyes and replied, "About a hundred times now" , then she leaned in and started nibbling on her ear,making sure to keep them between her fangs. "But i think... you missed something else... more then me..." she whispers into her ear between nibbles as she heard Celestia half giggle half moan.
Both lying down, Chrysalis slowly rolled her snake like tongue out and started licking the base of Celestia's ear, moving it towards her muzzle just as the mare closed her eyes and opened her mouth, anticipating the prize. Their tongues evenly fought for domination until Celestia started to move her hoof between Chrysalises flanks, abruptly she stopped and opened her eyes in shock.
"What.. how do you have a..." she was stopped by a gentle hoof to her lips. Chrysalis wore a serous expression and Celestia was afraid she offended her. When she got up to apologize Chrysalis spoke.
"I am a changeling queen, i am both mother and father to my brood. It is my responsibility to ensure the survival of my children, my whole race. That is why i have both female parts and a...males appendage"
Celestia let the words sink in for a bit then just smiled. "So you are a male at the moment because...?"
She was surprised to see her friend blush and turn head from her. "It is because im aroused by a female, in such situations i cannot choose the gender, my body picks the one for copulation. "
Without saying another word Celestia picked her up in her telekinesis and turned her so that she has a good view of the... extended muscle, before gently letting her down on the bed. She studied it with some interest and determined that it is the same as a stallions, just bigger. "Finally something fit for a ruler she snickered inside her head. All the while Chrysalis was letting her "study" it, she remembered how Celestia was always curious about everything when they were younger.
What she didn't expect was Celestia licking the tip, making her gasp and try to scoot away, but she was still held in Celestias telekinesis. Looking shocked at Celestia she saw her smile and slowly glide her tongue down towards her balls. All she could do was close her eyes and lean back waiting for her friend to satisfy her curiosity.
Celestia meanwhile was busy taking one of the nice plump balls into her mouth, moving her tongue all around it, doing the same for with the other one until they were both coated in her saliva. Satisfied she gently let it out and started blowing on them, getting a moan as reply. She turned her attention to the rod, she was mesmerized seeing it slowly pulsating, inches from her muzzle. She quickly gathered as much saliva as she could in her mouth and let it fall on the tip, making its way towards the already coated balls.
Before it reached the base she took the rod inside her mouth, slowly moving her head lower and lower, watching that she doesnt gag on it, when she felt she reached as far as she could she slowly withdrew, going down quicker this time. All the while Chrysalis was moaning and trying to compose herself. Her best fillyhood friend was giving her head!
Finally taking the whole thing in Celestia started moving up and down, slowly at first but building speed. At this point Chrysalis was keeping her eyes shut tight and concentrating on feeding off Celesta's feelings. In the past they did similar, but it never got this intense, only kissing and snuggling.
Finally having feed enough she opened her eyes wide, put her hooves on Celestia's head and thrust her dick as deep as she could before blowing her load, she watched her gulp it down and when she was satisfied she released her head.
A green translucent goo was dripping out of Celestia's mouth while she was trying to catch her breath.Finally she just collapsed next to Chrysalis and gently rested her chin the others stomach.
Smiling, Celestia let out a wistful sigh "That was... interesting. I take it you got your fill, hmm?" she looked up at the changeling who had a smirk on her face. After both recovered they each stood up at almost the same moment, a few seconds of silence and they spoke simultaneously.
"I need to ask you a favor."
THE END... OR NOT?
(Authors note: Challenge Failed, time it took to complete: 1 hour, 47 minutes ,16 seconds and 2 milliseconds
Also, first real fanfic written, a cheap bad clopfic, yay me.)