“Oh would you give it a rest.” The changeling sighed, using his magic to hold her lips shut. “There we go, now let's get you nice and wet.”

Cherry thrashed, attempting to kick her captor and dislodge the lusty changeling. The first few kicks did little to dissuade him, and the creature seemed to be emboldened by her distress, only to get a hoof to the chin, knocking him over. Cherry winced, the distinct crack of her hoof being enough to make her feel a bit of sympathy pain, even after what he had tried to do.

“Are ya’ll right?” She whispered, gazing down at the changeling as he lay there, eyes spinning in his sockets.

“No mommy, I don't want anymore love.” He whispered before giggling suddenly.

The pony sighed, and took this moment to give herself a once over, and noticing that her once packed womb didn't quite feel as packed as it had been a few moments earlier. Running a hoof over the bulge, she felt not the distinct bulge of changeling eggs, but rather the slosh of changeling seed. Her tits were as enormous as ever, and when she gave the mammoth things a poke, she could have sworn she heard them slosh with milk. With a frown on her face, the pony straightened her back and gazed down at the changeling, silently happy that his gloating was at least mostly jest.

Though that didn't completely make up for the idea of her being pregnant with a load of changeling young, as she had no idea how their biology actually functioned. Shaking her head, she gave the changeling a kick to the side, trying to wake him from his snuff the worry that she may have accidentally given him brain damage. “Hey, get up.” She announced gruffly.

The changeling male’s eyes continued to roll around in his sockets until he pressed a hoof against either side of his head. Groaning to himself, the male continued to press his hooves into his temples, evidently still suffering the effect of Cherry’s kick. “Okay, I deserved that.” Silver Anvil muttered weakly.

“Damn right ya did.” Cherry jubilee snorted. “Now get up, we got a long way to go buster.”

“Just give me a second here, still feels like my brain is floating in a vat of goo.” Whined the changeling, who only rose slowly, his normally hard cock having retreated ninety percent of the way into its sheath.

A sight that Cherry was tempted to gaze at, but she knew better than to tempt herself at this point. Though that didn't stop a small part of her from imagining what it would feel like to go for round two, as he was really, really big. Suddenly she couldn't help but think back to how great it felt to have her pussy all but destroyed by his monster cock. The unnaturally long black appendage spreading her wider than anything ever had in her entire life.

She didn't even mind that she had tits so big they brushed against her knees and struggled to be contained between her legs. Not when she was receiving that mammoth dick in her somehow quite accommodating pussy. Her cream colored fur still contained a bit of his scent, and her long bouncing red locks showed evidence of their recent romp. Twigs and dirt marred her normally perfect form, though she didn't even seem to mind the sweat and grime as it all smelled so… good.

Cherry's mind momentarily went to her career in the brothel industry, remembering how she had looked down on those in her employ for their hedonistic lifestyles and what she perceived as a lack of ambition and discipline. Now she supposed she was in a similar position - poetic justice perhaps - and she was honestly unsure if she could deal with the heat burning through her. Even now she could feel her body clenching unconsciously as she imagined having the changeling rut her senseless. Despite her annoyance with being impregnated the brief thought of having more cum spurt into her womb triggered a small orgasm, which thankfully brought her back to her senses… for the moment.

No, she had goals; things she wanted to achieve and places she wanted to go! She wouldn't let this minor inconvenience rule over her. No matter how much it begged for attention, no matter how close at hand more relief was… She stopped herself before this cycle could repeat again. 'So much for not tempting myself', she mused.

Shaking her head, the former king pin forced hers mind back to task, namely getting her companion to don a disguise. “Should you really be walkin around like that?” Cherry Jubilee pointed out, gesturing to the changeling’s body.

The changeling nodded, the male tearing his gaze from cherry’s body. “R-right.” He stuttered before lighting his horn and replacing his appearance with Silver Anvil’s.

“So, should I even still call you Silver Anvil?” She asked, tapping her hoof impatiently.

The now disguised changeling shrugged. “You can call me whatever you like to be honest. I do actually like Silver Anvil though. It's the first thing I was really able to call my own.”

“That's kind a sweet…” The earth pony smiled. “Alright Silver Anvil. Where do we go next?”

“I don't know.” He sighed. “I was fairly certain we would be caught by now.”

“Uh huh…” Cherry muttered, her attention drifting from his lips down his silver furred form and to where his enormous cock was still poking slightly from his sheethe.

“But I think if we start heading further east there is a good chance we can hit a main road of some kind.” The changeling remarked, turning his head to the side and staring off into the distance. “Now that it's obvious there is a real chance to escape we will need to find civilization.”

“Right.” Cherry Jubilee agreed robotically, nodding along with what he said while her gaze was slowly drawn back to the stallion’s dick.

She imagined what it felt like to be filled by that massive, throbbing member of his and found that her body seemed to respond in kind. Her pussy quivered and began to grow moist, her very womb seemed ready to receive more of his seed. Licking her lips, Cherry began to consider just what it would be like to feel him inside each one of her holes, considering which would feel better. Though each had its merits, the mare ultimately came to the conclusion that the only way she would know for sure would be to try it every hole one after another.

“But there would be more patrols that way, what if we…” The changeling muttered, only to be cut off when he was all but tackled by a wide eyed pony. “What the hell?”

With surprising speed and strength Cherry Jubilee pinned the male beneath her bulk, using her earth pony resistance to hold him in place. “What do you say cowpony? Up for another ride?” Whispered the mare huskily.

Silver growled, resisting not only his own urges, but the apparent urges of his lusty partner. “If we do it again we will get stuck in a cycle of fucking and get caught! I was fantasizing about that exact same result before you knocked some sense into me.”

“Don't care, need cock.” Cherry replied, her eyes narrowing dangerously.

The changeling could feel her weight shift, and knew what was going to happen next, but before she could align his cock with her pussy, he bent his body in such a way that he was able to slip through her defences. The changeling’s unponylike joints enabling him to move in a way that only the boneless changelings could. Then, just as she was spinning around, her eyes wide and filled with lust, he conjured his magic, and pulled forth a small potion.

Before he had the chance to uncork it she reared up, intent on tackling him again and knocking the male onto his back and into an easier position. That was until she was caught in the air by the male’s magic and held there just long enough for the changeling to uncork the potion and jam it into her mouth. So shocked by this sudden shift, Cherry Jubilee wasn't even able to resist the flow of liquid before it was already slipping down her throat.

Then, when she was able to resist, she quickly realized what she had been about to do, and how soothing the potion made her feel. Without a reason to fight back, she slowly settled onto her hooves and guzzled down over half of the strangely vinegery liquid. When she finally felt free of her hormones, and no longer imagined herself brutally dominating the changeling in an attempt to claim every last bit of seed he had inside him, the potion pulled back.

And was subsequently pressed against the male’s lips who downed the rest of the bright purple liquid. Once empty, he smacked his lips and tossed the bottle aside, before giving Cherry Jubilee and appraising look.

“So, how do you feel?” He asked.

The pony ran a hoof down her chest and frowned, the touch no longer sending a bolt of electricity through her brain while still making her feel oddly good. “Fine, for the first time in a while. Wait, don't tell me you had something like that the whole time and didn't use it.” She growled, jabbing a hoof at him. “Why didn't you drink that before getting all creepy on me before?”

“I kinda, sorta fell into the same lust state you just did.” He explained, before hanging his head. “I also wanted to save it for longer then this, as it's the only one of its kind that I have.”

“I see…” Cherry Jubilee muttered, before being alerted to a shift in the breeze.

The wind seemed to grow a little stronger, blowing most of his scent away from her and giving her that extra bit of relief she didn't know she needed. Backing away slowly, the pony placed a hoof against her chest and breathed in and out several times, concerned by how easy it had been to give in a moment ago and doing everything she could to make sure it didn't happen again.

“You good?” Silver asked.

“I’m fine, but weren't you an earth pony?” She deadpanned.

The stallion looked up, only now realizing he had modified his disguise in order to use magic. After a moment of consideration, he shrugged nonchalantly. “Eh, it will probably help us if I could use magic.” He explained.

“Okay, so which way are we going then?” She inquired, while looking around.

The male jabbed a hoof in a seemingly random direction. “Judging by where the sun is setting, I’m thinking that's east, which means there is a good chance that we are currently at the edge of the Everfree forest.”

The mare gulped. “Are you sure we should go that way, I heard that forest is mighty dangerous.”

“It's also the last place they’d look.” The male concluded with a smirk. “Celestia wouldn't waste resources if she thinks we got eaten by a hydra or something.”

Cherry frowned and thought about it before reluctantly shrugging, the mare not able to come up with a better idea herself. “So we just trot through the Everfree and then what?”

“Hopefully we find Ponyville, or another town on the border of the Everfree, after that we get cleaned up, find some supplies, and figure out how to change back these bodies of ours.” The changeling continued, gesturing to his enormous cock, and Cherry Jubilee’s titanic tits.

“R-right.” She murmured, the weight of her breasts only now becoming apparent. “These things will make that long hike mighty difficult.”

He snorted while starting to trot in the aforementioned direction, Cherry Jubilee following beside him so as to not be subjected to the siren call that was his potent scent “Your telling me, these bowling balls chafe like you wouldn't believe.” He remarked with a grunt.

Cherry nodded knowingly, glad that at least the bowling balls growing off her body were between her legs and slightly out of the way when compared to the male’s. “I know how ya feel.” She muttered, before suddenly perking up. “So, what did that potion do anyway?”

“It's a way of keeping the guards at the facility focused.” Silver began. “It's also hard to make so don't expect me to come up with anymore of the stuff.”

Cherry Jubilee nodded, the female following him deeper into the forest, unbothered by the slowly deepening darkness that closed in around them. “So how do we do this then? Find food, water and shelter then find a way to reverse what was done to us?”

“Pretty much.” Silver remarked with a shrug. “Celestia also always puts a spell on everyone that enters the facility which only activates upon them leaving.”

Cherry Jubilee shuddered. “Is that why it's so hard to resist well… you?”

The disguised changeling smirked back at the mare. “Nah, that's just my natural charm.”

The earth pony snorted and rolled her eyes. “Please, your objectionaly the single least attractive creature I’ve ever had sex with.”

Silver Anvil scowled and turned away. “Well that hurts.”

“Doesn't make it any less true.” Cherry reiterated. “So, is this spell the reason then?”

“It is.” Silver confirmed. “Upon leaving the spell activates and makes it so that every orgasm makes our changes worse, and increases our libido.”

“I thought they felt a little bigger…” Cherry muttered, distinctly aware of the slight increase in her breast size, most notable being how heavy they felt.

“Yeah I thought it was just a myth, but apparently it's true.” He sighed. “That does explain why no one ever seems to escape for long and everyone who gets recaptured ends up so… big.”

Cherry Jubilee shuddered, the mare already imagining what it would be like to have her tits grow so big that she could no longer walk. Her thoughts would be utterly consumed by lust, leaving her as a hallow shell of a mare unable to think of anything other then sex. The thoughts were enough to nearly make her gag, and she began to consider taking her own life to avoid such a fate, only to push those thoughts away. Yet, to her dread, she also felt her body warm up at the thought - despite the potion she had just imbibed.

“So… How does Celestia catch these escapees anyhow?” Cherry asked aloud, trying to distract herself from her rather grim thoughts.

“Apparently she just waits until they become ‘incapacitated’.” The changeling replied, adding air quotes around the last word. “Then her guards find them, or something worse happens.”

“Incapacitated?” Cherry muttered, only for her eyes to go wide when she realized what the male meant. “Oh, oh my.”

She couldn't help but think of herself in such a situation, her tits so massive that she could no longer move. The stallion’s cock so lengthy and his output so enormous that she became little more than a fleshlight filled with changeling spunk. The image was enough to make a heat begin to bloom between her legs, but she had enough will power to push down that potent image and focus on the task at hoof. Silver Anvil's stallionhood twitched a little at the thought as well...

“Yeah, you can't exactly defend yourself in such a state.” Silver whispered, only to shrug. “But that's why I brought you. Together we will be able to vent our frustrations and not get caught trying to seduce a random pony because we were too horny.”

“But we would need to be very careful.” Cherry cautioned. “If we do that too much, we may very well end up incapacitated ourselves.”

The changeling nodded. “I know, but it is one less thing to worry about and one less way we could get caught. So long as we avoid making a scene and only indulging when absolutely necessary we can find a way out of this mess. I know it.”

“Well I’m glad one of us is confident.” Cherry Jubilee muttered, ducking under a low hanging vine while making sure to keep a close eye on her companion.

“We can do it, it's the best chance either of us has.” The changeling declared.

The mare frowned, and continued to follow her companion, watching him closely as they descended down into a small grove and out the other side. “So, what's the real story then huh? Since you aren't actually a fellow inmate you have to be a guard then eh?” She prodded.

Silver Anvil nodded. “Yeah, well originally anyway but I had some trouble controlling my ahem, urges. So Celestia had me punished and tossed in alongside you.”

“So you really were an inmate then…. Interesting.” Cherry remarked.

“I escaped by getting some old friends to help me out, something I wasn't keen on letting you know earlier.” He winced, stopping a sec to rub the back of his neck. “Sorry about that again by the way.”

Cherry Jubilee glared at the stallion, unwilling to forgive him, but also unable to truly fault him. “So, if you couldn't control yourself before, how in Equestria do you think you will now?” The mare raised an eyebrow. “Cus so far you haven't exactly elicited any confidence.”

“Which is why I started off with one or two of those potions.” He countered, only to wither slightly. “And also why I should have probably stolen more of them.”

“Yes, yes you should have.” Cherry muttered, turning away from the changeling and watching the scenery as it slowly changed.

Sparsely treed forest had since grown denser and denser until the sun had a hard time piercing the canopy, leaving both creatures shrouded in darkness. Time passed at a snail’s pace, as their own pace was slowed down by their recent ‘enhancements’, making overland travel difficult. Something they both seemed to adapt to thankfully, enabling them to slowly increase their pace to something more acceptable.

As time passed, and the forest began to grow less and less interesting, Cherry Jubilee began to ponder her new companion and his history. Changeling’s themselves were shrouded in mystery if you were a member of the general public, behind the scenes however, Cherry had long since heard about them. Changeling’s were the bane and the boon of many a good criminal, as their ability to disguise themselves as another creature was without equal.

She also knew that their queen was not to be taken lightly, yet was also seemingly under Celestia’s control. Or at least a good chunk of her forces were, something that was strange in itself without the knowledge that Chrysalis hated the alicorn’s guts.

“Sooo.” Cherry muttered, trotting a little closer to the changeling. “How exactly did ya’ll end up working for Celestia anyway? A changeling’s loyalty is not an easy thing to buy.”

The changeling’s mood changed instantly and he all but glowered at the mare, unable to contain his distaste. “You really want to know?”

Cherry stopped and smirked. “After that look? Hell yeah I wanna know.”

Silver Anvil stared her down for several seconds before sighing and turning back around, continuing deeper into the forest, Cherry Jubilee hot on his heels. “Celestia challenged Chrysalis to a battle of lust, if you can believe it.” He began.

“A battle of lust? What even is that?” Cherry inquired, her mind conjuring images of what amounted to sexy wrestling. Images she quickly clamped down on to avoid their conversation devolving into just such a thing happening.

“The challenger and the chalengee basically hate fuck one another until the other finishes and whoever cums first loses.” Silver explained. “There's more to it than that, and they had a long list of victory conditions to meet, but that doesn't matter.”

Cherry hopped over a fallen tree and swiftly trotted up next to the stallion. “So, I guess Celestia won then? How do you even beat a changeling at somethin like that anyway.”

“With a few thousand years of carefully hidden debauchery, apparently.” Silver replied with a snort. “How she managed to contain information about her lecherous lifestyle from even Chrysalis is beyond me. Either way that bitch managed to best even our queen, and all but fuck her into complete submission.”

“Woah.” Cherry whispered, her mind conjuring images of their epic battle, only to quickly realize that it probably wasn't as dramatic as she was imagining.

“Yeah…” Silver sighed. “Chrysalis was so confident in her victory that she totally ignored Celestia’s sex magic, convinced that she would win with her raw skill alone.”

“And now she's that crazy bitch’s, pet?” Cherry pressed.

“Pretty much.” Silver replied with a hint of sadness. “The rest of us kind of had to follow suit. The amount of lust projected across the hive mind all but drove a few of my brothers and sister’s mad. A few of us managed to escape, but Celestia used her control of Chrysalis to make us serve in that horrible facility.”

“Which is a sort of jail for Changelings as well…” Cherry finished.

“Yeah…” Silver Anvil muttered sadly. “She has evil doers, and other creatures that escape the law don't get me wrong but she also keeps us as guards and prisoners with the supposed intention of enabling us to integrate with pony society.”

“But in the meantime she's keeping you as twisted playthings and fodder for her experiments.” Cherry Jubilee added, scowling deeply.

To imprison a bunch of criminals and evildoers was one thing but a whole race? That struck Cherry in a way that not much ever had. A life of crime, and escaping the law had left her with a pretty cold heart, but for the first time in a long while she felt a sympathy for another creature.

For a while she gazed upon the stallion’s back, watching him closely, and trying to understand how he felt. Only to give up and simply follow him deeper into the forest, silently forgiving him for his previous behavior.

Though she wasn't exactly going to tell him that.

Meanwhile Silver Anvil was deep in thought.

If he was going to make it out of this in one piece - an option he hadn't truly considered until now - he needed something to hold onto. He had never really had any big ambitions like Cherry Jubilee apparently had, as his thoughts were mainly sexual in nature, and wouldn't exactly fly in this situation. Even though that was kind of why he escaped in the first place... An angry throb of his stallionhood and a clench of his balls at that thought only proved his point.

Normally at this point his thoughts would devolve into daydreams of ravishing big titted broodmares, feeling them clench around his rigid cock, hearing them beg for his seed, but he caught himself this time… He would have plenty of time to daydream when he had his freedom and had time to decide what to do with it. At the bare minimum he was at least more accustomed to this sort of lust than Cherry Jubilee was. Brought out of his deep thoughts, Silver Anvil was surprised - and unavoidably a little aroused - to sense a slight trickle of love from his partner in crime. 'Well at least I won't starve for now' he supposed.

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