Before bed, Junebug caught Sweetie in the hallway between bedrooms. Maybe Sweetie caught her. Sweetie was the panting and sort of sweaty. Sweetie was also the one with black carapace taking over her soft, white fur. Sweetie was the one suddenly unable to contain the wings and horn and crystalline eyes. She blinked one moment, and saw through compound the next.

"Shhh. Soon, Sweetie. We know you can do it." The changeling-pony, much more in control of her own natural form, soothed Sweetie Belle by rubbing her back and the base of her neck gently, massaging until the black spots receded, the multi-faceted eyes blinked back to reveal Sweetie's typical, innoccent stare. Wings, horn, faded away into thin air. Junebug smiled sweetly at her.

"Thank you," Sweetie said, and hugged her new friend tightly. Her special friend.

Junebug hugged Sweetie back. Her tongue extended and lapped once at Sweetie's ear before flicking back into Junebug's mouth.

Sweetie squealed quietly, but kept her composure, at least inasmuch as her form was contained. Still Sweetie on the outside.

"Very good," Junebug said. She gave Sweetie one last pat on the head and a gentle kiss on the nose before heading off to the bathroom. To 'freshen up'.

"Meet us in the bedroom," Junebug said.

Sweetie Belle had dreamed of nothing less.

***

By the time Junebug arrived in the bedroom, Sweetie Belle had worked herself up into a tiny storm of desire. Her little pussy had started calling her to the moment she'd lay in bed and begun thinking about Junebug's thick, black thing extending and getting ready to plunge inside her. She'd started to get wet, and hot, and then she'd started touching, and spreading her lips and feeling how wet she was inside, and by the time she'd begun circling her little clit her head had rolled back and her eyes were closed and she was hovering just outside of heaven, waiting for her special pony to come bring her the key to the clouds even higher up.

Junebug giggled as she found her lover, thrashing in her bedcovers, barely able to contain her noises through the blanket she was biting down on.

"Do not tell us you are going to finish without us?"

"What?" Sweetie's eyes snapped open, and she spit the wet corner of blanket out of her mouth. "No, of course not! I was just, um... waiting for you..." Sweetie gestured nervously to her dripping filly-hole as she pulled her hoof arduously away from her pleasure button. She spread her legs and gave her special pony a perfect view of her insides and out, the way her little pink lips parted ever-so-slightly, and she couldn't help but twitch as she tried to reach her hind-legs back behind her head...

"You are so wonderful, Sweetie Belle. We're so excited we chose you to be our special pony."

Sweetie blushed, and smiled nervously at Junebug while tucking her chin into her chest.

"Now, perhaps it is time to show you... our true self..." Junebug cleared her throat and closed her eyes. She hung her head low against her chest, her swirling mane covering her head and draping down to the floor. The air around her seemed to waver the same way the horizon did on a hot day, and before Sweetie's eyes, the changeling that was a foal had begun to transform again, this time into a more familiar set of skin.

Pink and white gave way again to dark, inky black. But this time Junebug, or the changeling who was Junebug the pony, was much bigger than her initial form, much taller than the demure filly that had walked into Ponyville Elementary School a few days ago. Her mane was a deep, forest emerald, that hung over her face and down to her hooves. Her body was longer, more regal, and her eyes beamed brilliantly with life, like a pony's instead of a mere insect.

With a shake of her head, Queen Chrysalis smiled down at her 'special pony'.

"Greetings, my new subject. I'm so pleased to... 'finally' meet you." Chrysalis giggled darkly with a hoof to her mouth.

Sweetie's eyes were sending a mix of signals to her brain, and all of them were clouded with the insistent heat gripping her body and forcing every other thought to between her legs. Was the pony she met... the changeling she'd known this whole time... that was her?

Should she be upset?

Sweetie felt confused. A muddle of things in her stomach. Why had Chrysalis been so nice to her? Why did she seem so kind, so wonderful...

"Everypony misunderstands you," Sweetie said out loud, blurting the words as though she'd rehearsed them, or was sliding into an impromptu speech. "You're not mean. You're really, really nice. You just wanted to help me feel good."

Chrysalis nodded, smiling with wide, innocent eyes.

"Of course. That's all I ever wanted for anypony. It's just so unfair that I've been unable to share my 'love' for so long..." Chrysalis stuck out her lower lip and began to pout, lowering her gaze to the floor.

"Oh no! That's awful!" Sweetie Belle had absentmindedly started rubbing her tiny pussy as she spoke, stroking her hoof up and down the length of her slit and savouring the soft wet sounds it made as she squirmed in her bed.

"Indeed. But now that I've met you, Sweetie Belle, my special pony... I know the two of us can convince the rest of Equestria of the... error of their ways."

Sweetie Belle nodded. Her eyes lost focus for a moment, then came together back on her Queen, the stately posture and glimmering, punctured wings, and her ringing, echoey voice, that filled your ears the same as thick royal honey in your... in your...

"In your cunny," Sweetie Belle finished to herself, playing idly with her tiny sensitive clit, jerking each time she ran a hoof across it.

Chrysalis nodded and laughed. "Yes, that's right, Sweetie Belle. You need one more dose in your cunny, don't you?"

"In my pussy too," Sweetie Belle said matter-of-factly, nodding her head and spreading her legs wider. She held a hoof on either side of her dripping cunt and looked up at Chrysalis with a helpless expression. She whimpered and pointed down at her pussy by tilting her head towards it.

"Pretty please," Sweetie Belle said. "Be my special pony."

"I'll always be your special pony, Sweetie Belle."

Chrysalis was in bed beside her. Her special pony. Her changeling Queen. The two were one and the same.

As Sweetie watched, Chrysalis brought one hoof to her chin. She traced it delicately around the outside of Sweetie's face, along her soft cheeks and tender, oh-so-sensitive ears. Sweetie panted and bucked her hips upwards at nothing, her pussy relieved even just from the sensation of motion, from the idea of imagining what might happen, or what was to come when her Queen decided to bless her with a sweet sample of that delicious jelly.

They were in bed together still. No cave. But Sweetie imagined it just the same. When she closed her eyes, the torch-light flickered, and the watching eyes behind those. Sweetie heard the clicking, the stepping of exoskeleton onto stone.

When her eyes opened, she could see her spots. Larger, moving, taking up whole limbs, a half of her body—then the whole thing. She could feel something like the air melting around her body as the outside changed. Then the inside. Sweetie looked down at her hooves, blackened and riddled with holes. She felt empty.

"Please," she said, looking helplessly to her Queen, who simply nodded at her, and helped Sweetie lay back onto the bed. Sweetie took the position she first had when granting access to her new special friend, only this time, in the comfort of her own bed instead of a school toilet seat. Sweetie spread her legs wide, stretched them as far as she could, now able to reach behind her head easily somehow. She locked them in place there and used her forelegs to spread her pussy even wider, give her Queen a look inside at her prize, the part of Sweetie that she owned most fully and completely. Sweetie could feel the beginnings of her orgasm, even though Chrysalis was yet to touch her special place.

The ovipositor that Queen Chrysalis revealed was even larger than 'Junebug's had been. Sweetie felt herself quivering at it for a moment, then shaking away the feeling as soon as it had come, and replacing it with a raw, intense thirst, that let her mouth fall open and her tongue loll out and her eyes lock unmoving on the thick end of the black rod that Chrysalis held between the two of them, moving it slowly from Sweetie's chest, down her stomach, tracing a thick, profane line into Sweetie's white-fading-to-black fur. Leaving a sticky trail along the path, which went in circles around Sweetie's clit until the young filly shoved her hoof in her mouth and started screaming.

Seemingly satisfied, Chrysalis pulled her hips back for a second. When she moved them forward, the tip of her insectoid member was dead on target, and it parted the folds of Sweetie's underage cunt effortlessly, moving smoothly and with the soft, tantalizing sounds of Sweetie's juices slicking up everything. Chrysalis thrust forward slowly, arduously, making Sweetiue feel every last inch, until finally she was buried deep inside, and the tiny filly in the bed was thrashing desperately back and forth, blanket returned to her mouth, struggling to dull the sensations consuming her body that seemed to beg her to scream as loud as she could. Chrysalis tried to help by holding a hoof over Sweetie's mouth, but while that succeeded in dampening some of the noise, it seemed to have an additional effect of making Sweetie moan even louder, which cancelled out the benefit in the first place.

Behind the corner of blanket Sweetie was biting down on, she stared at Queen Chrysalis's royal 'cock', buried so deep Sweetie was sure she could feel it in her stomach.

Spinning wasn't a word big enough for what Sweetie felt inside her head. She'd used up all the words she already knew meant out-of-control, and in finding new ones, discovered it was easier to express her feelings with wordless, passionate moaning, no longer remotely concerned about somepony like Rarity overhearing her, just know it was right, and good, and felt like Chrysalis, her new Queen, was worshipping her, was making every inch of her body feel good. Sweetie quivered each time the big, black dick slid inside her, and clenched as hard as she could as it pulled back out, savouring the sensation of the big thing slipping in and out of her little pussy.

With a mischevious grin, Chrysalis stilled her hips, planting her ovipositor halfway inside Sweetie's cunt, teasing her by moving ever-so-slightly back and forth, in increments of half-inches, massaging the inside of Sweetie's cunny and pressing hard into her young walls.

Sweetie scrabbled at air with her hooves and thrust her hips forward to no avail. Chrysalis was keeping the distance perfectly.

"You want more?" she asked, her words sweet, syrupy, lilting into Sweetie's ear like the soft, long tongue that had been teasing them for days straight.

Sweetie nodded almost mindlessly, her head bobbing up and down in automatic response. Her hooves found their place on either side of her cunny, and she spread it wide again, begging for Chrysalis to thrust forward and bury herself again, begging for the big load of sticky, gooey stuff that her Queen was saving up for her, to make her better, to make her complete, to make her whole, to make her change into the perfect little changeling pony...

"Please," Sweetie said, her voice raspy, hurried. "Please, I need it..."

Chrysalis nodded. She pushed forward ever-so-slightly, another inch inside Sweetie's cunt. Sweetie gasped and felt her body begin to shake. Was it happening again, already, she couldn't keep track anymore...

Yes, it was. Sweetie was cumming again, couldn't control herself, her body was sending so many signals she couldn't keep track of them, everything was on fire, everything felt hot and soft and wet and warm and deep, insistent tugging, felt like her whole body was going to turn inside out any moment...

"Unhhh!" Sweetie couldn't articulate herself anymore. Only noises. She grunted and bucked wildly as her underage pussy clenched around Chrysalis's length, squeezing it tight like a vice, praying to milk out the precious payload she was waiting for...

Though she seemed composed, no closer to the frantic shivering of Sweetie's orgasm than she had been a moment ago, Chrysalis seemed suddenly to decide she was ready to bestow her subject with its new gift.

As the jelly began to spurt from the tip of Chrysalis's regal almost-cock, she continued thrusting, hard, pounding herself into Sweetie so fiercely the little filly's entire body shook each time she pounded home. Slam. The first load of orange, sticky honey-fluid began to dribble out of Sweetie's cunt. Chrysalis pulled her ovipositor out and began to rub it over the top of Sweetie's slit, covering her clit and folds in more of the intoxicating jelly.

Honey. Sweetie could smell it. Sweet candy. Head spinning. Her senses held onto and guided in circles, back to her Queen, back to the space between them, staring as Chrysalis squirted out the last of her jelly-deposit, then buried her ovipositor back into Sweetie's pussy.

"Ahh! I can't... it feels..." Sweetie's head was fuzzy, and when she wiped her hoof across her foreheard, she felt the same black chitinous exterior that Junebug had introduced her to the day previous. She felt her wings flickering on her back, though she wasn't sure how she'd manage to get them there in the first place. Her marshmallow-coat was darkening, parting with tiny holes, all of her vision was blurring together into a hundred reflections of the same thing, her Queen's face, Chrysalis staring and smiling and her sharp, tiny teeth at the corner of her mouth.

Chrysalis slammed inside her again, picked up Sweetie with her hooves and held her close as she began to bounce the young filly on her hard member. Sweetie's head lolled from side to side, her tongue out, as she found a rhythm, and began bouncing her butt up and down, plunging Chrysalis's royal cock inside herself, riding it like a merry-go-round at the fair. Sweetie felt a laugh bubble in her chest, a giggle, and she let it out, almost crying, her eyes were wet too, every part of her was like lightning. Sweetie rubbed at her own chest with her hooves, her nipples and stomach and down to her clit, she started rubbing that too, she needed to cum again, that was all she wanted to do. To cum. To serve. To be full.

"More... more..." Sweetie began murmuring to herself as she bounced, staring down at Chrysalis's black rod as it plunged into her pussy. She licked her lips and felt a healthy mouthful of saliva drip down from her chin. It met the honey on her chest and mixed together with the rest of her juices, more filly-cum and sticky honey than Sweetie Belle could separate. She felt her walls clenching just in time as Chrysalis began to swell inside her again.

"Of course, my special pony." Chrysalis smirked and placed her hooves on either side of Sweetie's head. She pushed her down, hard, bottoming out the tiny filly on the full length of Chrysalis's throbbing unit. It was robust, pulsing inside Sweetie's cunt, she could feel it, surely it was going to squirt again, she was going to be rewarded, she was going to be full up and coated and soaked all over...

Both ponies, or changelings, came together now. Sweetie squealed and bit down hard on Chrysalis's shoulder, the pitch of her voice going so high it became inaudible. Her whole body shook as the throes of her orgasm took her over again, rocketing her to a whole other dimension, removing her from the bed and Ponyville and anywhere she had been that was not a dream, back to her Queen, the cave, the honeysuckle, the blinking, buzzing beings surrounding in every direction...

Sweetie bucked so hard she almost lifted herself all the way off Chrysalis's body. But the Queen held her back down, pressing her hard until her smooshy butt was squishing against Chrysalis's body, and she squeezed it, with her hooves, and bucked forward herself, feeling the flare of her head as another load of jelly readied itself to be deposited.

There was no more room in Sweetie's pussy. She was already stretched to her limit, full up with goo, her sweet filly-juices dripping all over the floor, her pussy clenching and winking, squeezing out little trickles of the jelly to mix with her girl-cum. The rest of the goo went inside anyway. It filled her up. Pulsing. Swelling. She felt so full. And it kept coming. More. It was leaking out onto the floor, spreading all over her legs, pooling in the bedsheets...

Smell. It smelled like honey. Hot, wet, honey. Honey and the feeling of being fucked, endlessly, the only way you deserved.

Chrysalis pulled Sweetie off her cock with a soft 'plop', followed by the flood of jelly that spread all over Sweetie's bedsheets. Sweetie let her head fall back, eyes completely closed, sunken into her mattress and sighing loudly, drifting somewhere very far away. She raised a hoof absent-mindedly in front of her face and studied it, staring at the dark shade and tiny holes that had appeared. She felt right.

The two changelings came to each other and wrapped themselves together. Chrysalis gathered one of the unstained blankets from the end of the bed and pulled it over herself and her new subject, cuddling together amidst the smell of sex and sweet insect aroma.

"Thank you..." Sweetie murmured softly, putting a hoof to her mouth and sucking on it gently. She nuzzled her head into Chrysalis's thin green mane, and closed her eyes, still sucking softly on her hoof. The moon was bright in the sky, but its rays were hidden by the curtains over the window.

Chrysalis smiled, and stroked Sweetie's head softly.

"Of course, my subject. You are my special pony, after all."

Sweetie sighed and smiled sweetly, nuzzling closer into her Queen's embrace.

"Can we play some more tomorrow?" Sweetie asked innocently, rubbing her nose against Chrysalis's neck. Chrysalis nuzzled back to her, pressing her nose into Sweetie's, and giving her a soft peck on the lips. Sweetie giggled, and shivered along her whole body.

"Of course. We can play every day. In fact... we should ask your dear sister, Rarity, if she would like to join us."

Rarity. Sweetie blinked, seeing her sister's face in her mind's eye. Blinked again, and it changed, blacker, shinier, more uniform. Sweetie saw a version of her own face staring back at her. Her Queen's face. A jolt from between her legs, whimpering, clutching them tightly. Wet, again.

"Okay," Sweetie said. She closed her eyes and sighed, nuzzling her head into her pillow and relaxing the rest of her body against Queen Chrysalis, who welcomed her into her embrace, drawing her close and clutching tight against her body. "I'll get Rarity to join us." Sweetie blinked, smiled, licked her lips. Beamed at her queen. "I'll do anything you want me to do!"

"That's my special pony..." Chrysalis murmured, a slight giggle in her voice.

As the aether of the dreamscape began to wash over her, Sweetie smelled the sweetest scent, the sugary aroma that had wormed its way inside her head in class just a few days ago. Honeysuckle. Fireweed. Flowery cotton-candy, filling up her senses...

The night was over. But Sweetie's dream was just beginning.

Author's Note

(Austin)