Chrysalis sat next to a fire, warming herself over its pitiful flames. A storm howled outside, hungry and ravenous with sheets of water falling from the sky. Thankfully, she had found a cave and was keeping herself mostly dry.

This was one of the many things she hated about the Everfree Forest. It was unpredictable, random. One moment it could be warm and humid, the next she could be washed away by a torrential storm, lost to the downpour and crackling lightning.

She felt warmer than she should’ve, however. This was from more than just the mere licks of the flames; this was something magical. Something which was fueling her onwards like a nice ration of love.

Her gaze settled upon the magical artifact she’d stolen and she wondered what type of magic was powering it, giving it this tremendous strength. Was it really the same kind of latent energy as the emotions she usually drained from ponies and feasted upon?

She thought emotional energy could only come from sentient beings. However, this artifact seemed to be feeding her with plenty to spare. For the first time in weeks, she felt legitimately full, gorged on a meal she wasn’t even actively aware she was enjoying.

It was interesting to say the least, though interesting was par for the course within this accursed forest.

She wondered if the zebra had finally noticed that her precious totem was missing. The last thing she needed was that hulking behemoth prowling the forest with a vendetta and a desire for her magical little trinket back.

Though Chrysalis could, at the very least, ensure that she was ready to meet this inevitable foe when she eventually went on the hunt. She might’ve been a runt but there was an easy and expedient remedy to this affliction.

She grabbed the artifact, and once more, it started to glow with such vigour. It was like it could sense Chrysalis’ desperation and shame, and was ready to address them in an instant.

Chrysalis held it out in front of her, over the flames, looking into the totem’s cold wooden eyes. They now glowed a vibrant green.

It really was a well-crafted piece of art, with an attention to detail that was surprising for something carved from wood. It was smooth and the features of the zebra’s wooden face looked natural and realistic, down to the wrinkles that creased its weary looking and aged complexion.

Before she could examine it further, however, the thing started to brighten further and an eerie mist wafted forth, coating her hands in a shroud of green. This aura soon crawled upwards, gliding along her forearms with an intensity that it had not had before.

It felt damp and chilly, like the dew of the Everfree the morning after a storm.

Was it reacting to her because she was actively trying to harness its power, or was this something else?

What was causing this sudden surge in potency? An emotional trigger, maybe?

As the misty aura travelled higher, Chrysalis winced, feeling a pain she’d not felt since her teenage years. She felt her body growing swiftly, feeling the joints, bones, and muscles within her arms expand and become far stronger.

Though surprisingly, the agony of such a sudden change was bearable for such an utterly transformative procedure.

The spell must’ve had an anesthetic quality to it, numbing the worst of these growing pains. For sure, they were torturous but they still felt well within her threshold and limitations. Maybe a lesser creature would’ve blacked out but Chrysalis was by no means lesser.

Higher and higher the aura travelled, moving up her arms and towards her shoulders before rolling down and covering her torso, belly, and legs in a shroud of magic.

As more of her body fell under the spell’s influence, Chrysalis’ pain grew, becoming universal. She heard little cracks and pops, like branches crunching under her hooves. It was a distressing sound, knowing that their source likely came from within her very own body but there was nothing she could do. Her hands seemed glued to the totem and her fingers were locked like a vice around the object.

The magic obscured her view, denying her a live showing of just what this totem was doing to her. The only sign that it was causing her to grow was the fact that she could feel her head moving away from the flames as her stature continued to multiply, her height increasing rapidly with every passing second.

She gritted her teeth and hissed, feeling even the dampened pain crawl along every nerve and muscle. How had the zebra managed to endure this with a smile?

Maybe it was only this barbaric the first time around?

The seconds seemed to drag on, feeling like hours as the spell ravished her body with such unfortunate efficiency.

It felt like a week had gone by, by the time the spell finally dissipated. Though Chrysalis doubted that even a minute had elapsed since the nefarious spell had worked its way into her.

The first thing she noticed, as the aura faded, was that her clothing now littered the ground, the tattered remains little more than dirty rags. Clearly the spell did not affect her attire, meaning that her already worn wardrobe had not endured intact.

Yet, even though she was nude, she didn’t feel a chill in her bones. It was strange. She couldn’t honestly remember the last time she’d legitimately felt this warm. Her thin and runtish body had never been particularly good at retaining heat.

“Strange,” she murmured, her eyes widening as she realized how much deeper her voice sounded. It was quite the foreboding growl.

It would seem that this interesting little spell also had its way with her vocal cords, strengthening and thickening them like it had every other muscle in her body.

She continued to examine her new form, seeing that she looked much fuller than usual. She was easily a good half-a-metre taller and her body was now toned.

Though she didn’t bear all of the muscles and mass she’d spotted on the zebra, missing a bit in terms of stature and power.

Still, she didn’t doubt that she was far stronger than she once was, with arms that were easily thick enough that a pony couldn’t comfortably get a hand around one of her bulging biceps. Hell, they might’ve even needed to use both for such an act.

She flexed it, for show, feeling a genuine sense of wonder and strangeness as a potent and foreign bulge formed within her arm. Was this what muscles looked like? Was this what they felt like? It gave her a sense of power, of authority and control. It was addictive in a way, with this little taste making her want so many more. Especially if they felt this wonderful.

“Holy shit,” she whispered.

Her breasts were also fuller, bigger than they had once been. While she had been a fairly endowed Changeling, at least by the standards of a drone or infiltrator, the totem had gained her at least a cup size and possibly even two, really bringing her in line with the standards of a queen.

For sure, she was still far from her goals, being quite stunted compared to her ancestral foremothers. Yet, she was nearer to them then she’d ever been before.

The only negative side effect of the spell, other than the brief bout of intense pain, was the sudden presence of a flabby belly. It wasn’t much of an issue, merely making her look a little chubby, but still, it helped reinforce her suspicion that the totem likely drew upon a reserve of some kind of emotional energy.

It would seem that by utilizing the spell, she was also feeding upon it. While that could prove dangerous with overuse, it also told her that she now had a reliable food source and no longer needed to expose herself to the Equestrians for sustenance.

This totem truly was a blessing.

She placed it aside, making sure to run one of her fingers across its head. It was shocking how much larger her digits now were.

“So, this is how it feels to actually be a creature of significance,” she murmured.

Chrysalis stood up and stretched, surprised that her hands now touched the cave’s roof. Previously, this was something she would’ve needed to flutter off of the ground to achieve.

Had she really grown that much? It would seem so.

Now she had to figure out what exactly she could do with her new stature, height, and power. She tried to think for a moment, though felt a strange fuzziness tickle at her brain, rolling across her lobes and clouding her judgement with a strange fog that seemed to deter intelligent thought.

Strange.

She shook her head and tried to ignore it. It must’ve been some lingering effect of the spell, leaving her a little hazy after so utterly altering her body. Not shocking, by any stretch, considering how significant the changes were.

The first thing she needed to do, however, was find herself a new wardrobe. As much as she enjoyed the sight of her own gorgeous body, she couldn’t very well stroll through the wilderness buck naked with all those branches and thorns just waiting to prickle at her tender carapace.

So, she tucked the totem away behind some rocks, smothered her meagre flames, and left the cave to go find something to wear.

Initially, her plan was to return to the Zebra’s encampment and steal some clothing while making sure that Amazonian brute hadn’t discovered the artifact’s absence.

For the life of her, however, she couldn’t seem to find the path she’d taken on her retreat to the cave. She told herself that this was merely due to the strange nature of the Everfree. Though she wasn’t quite buying that.

There was something else at play, there had to be. She had an impeccable memory and had formerly been able to remember things with a photographic capability. It was one of the reasons her mother had selected her to run the Office of Intelligence all those years ago.

There apparently hadn’t been a more capable drone in all of the hive. Unsurprising, considering the dimwitted nature of her siblings.

Now, though? Now, thoughts and memories were a bit fuzzier, a bit harder to call upon.

Surely, this must’ve just been a little bit of lingering exhaustion. Not even just from the spell but also from the weeks of rough sleep and being on the run. Such a state would surely wear down anybody. Even the brightest of minds would dull under enough stress and hardship.

But regardless of why her memories were absent, she still had a problem to deal with. Her lack of clothing.

The thing about Changelings, when it came to selecting attire, is that they could shape organic material for whatever purpose they desired. The only stipulation was that they could not create or destroy mass, meaning she couldn’t create a blouse from a mere leaf.

So, she needed to find a suitable stockpile of material in the first place. And while she knew that the Everfree had plenty of foliage, she had yet to stumble upon a single cotton plant, nor was she able to find even a single sheep to harvest for its wool.

This left her with two options. Either she could steal it from the zebra, who was proving to be difficult to locate, or…

She heard a growl rumble behind her. It was a deep and beastly sound.

Or she could hunt something for its pelt.

Chrysalis wheeled around and saw a leopard hovering from a nearby branch, glaring down at her, ready to pounce.

She smirked and lowered herself closer to the ground, adopting a stance that showed she was ready for combat.

By the standards of the Everfree, a leopard wasn’t the worst of its predators. In fact, it was pretty tame compared to some of the monsters and beasts that inhabited this accursed domain. Still, it was a carnivore. A hungry one at that, if it was desperate enough to try and tussle with something of her mighty stature

The creature leered at her.

Neither of them moved, merely staring each other down and daring the other to act first.

Chrysalis turned out to be the impatient one, her jagged horn suddenly glowing as she unleashed a beam of solid superheated plasma.

It was far more potent than what she was prepared for, her eyes widening as it launched forwards at a swift and unimpeded pace.

Had the totem also increased the power of her magic?

The beam plowed forwards with reckless abandon. Bolts arched outwards and ignited the nearby foliage, starting dozens of little fires.

Before it reached the branch, however, the leopard dove through the air, dodging it in the nick of time with only the tip of its tail getting singed. A wound that it liberally voiced.

What should’ve been a mere probing spell ended up exploding the tree, rupturing it into a powerful inferno. Splinters plowed through the air, pelting the forest floor and bouncing off of Chrysalis’ carapace. Burning charcoal and flaming leaves fluttered through the air in every possible direction, adding to the chaos.

Chrysalis was in awe, though paid only the barest amount of attention to the motion before snapping back towards the leopard. It was probably better to focus on the now angry predator prowling about, likely wanting to get revenge for its burned hide and wounded ego.

She saw the beast out of the corner of her eye and wheeled around to face it, slamming her arm sideways to halt its attack. This worked far too well, sending him flying through air, screeching as he tumbled upon the ground several metres away. The power of the strike was impressive as the beast must’ve weighed a hundred kilos.

Chrysalis blinked and looked down at her forearm. That should’ve shattered her bones, yet there wasn’t so much as a blemish left behind by the surprisingly potent assault.

Was her new form truly this strong?

The leopard was shaken but still in the fight, getting back to its paw and pressing close to the ground. It drew its chops back, revealing row after row of razor-sharp teeth. This would’ve been enough to shred any normal creature with ease.

Unfortunately for this beast, Chrysalis had abandoned normalcy with the first ration of magic from that intriguing little totem.

The two of them circled around each other, facing off and daring the other to make the next move.

This leopard was surprisingly patient, seasoned with a built-in proficiency for combat. It was a predator, designed by nature to hunt the most intimidating of creatures and feast upon them.

Chrysalis was more of a parasite, a being who existed to harvest the life force of creatures who actually produced something for a living. Combat was foreign to her. Yet, she was proving scarily adept at it.

The leopard snarled and lunged forwards, swiping at her with a massive paw.

Chrysalis weaved out of the way and brought up her knee, slamming it into the poor creature’s gullet. She could feel ribs give way and crack from the mighty impact, and soon, a tortured scream filled the air, with such a piercing gale, that it made Chrysalis wince.

Even if the beast was feral, Chrysalis could still feel that sensation of agony, wafting forth and corrupting her taste buds. It was delicious, though it provided little nutrition. Fear and agony were like a junk food, meant to be savoured and sampled upon as a treat.

The beast thudded to the ground and skidded across the forest floor until it collided roughly with a nearby tree.

Chrysalis stomped over to it, growling with a ferocity that had honestly been waiting decades to come forth. She had so much anger and fury in her, though very little of it was due to this creature. This poor feline just happened to be the trigger that unleashed a lifetime of repressed agony and outrage with the world.

A wash of negative emotions came forth with such unrestrained glee. Emotions that had plagued and hounded her since she was a feeble born, fostered through decades of impotency and weakness.

Now she was in power, now she was the apex predator who was going to get what she wanted through that same intimidation and strength she’d once been victimized by.

The beast tried to scurry away, conceding defeat. Though as it slowly got to its paws, Chrysalis’ magic coiled around its hindquarters, keeping it effectively pinned to the earthen floor of the forest. There would be no retreat for this defeated foe.

It lashed out and attempted to bite at Chrysalis but she could sense the desperation in this action. This was a beast that had been backed into a corner, desperate for survival and nothing more. Sadly, Chrysalis was not in a very forgiving mood.

Her lips peeled back in a sinister smile, revealing row after row of her own razor-sharp teeth. They must’ve looked so intimidating.

As she displayed them, the leopard started to whimper, its ears pressed tight against its scalp. It likely realized that its days were now numbered.

Chrysalis’ horn intensified and her magic now firmly clutched the creature’s head.

“I win,” she whispered before letting out a deep rumble of cruel laughter.

This sadistic cackle continued to grow. Her cruel voice was deafening and blocked out all other sounds, including that of the beast’s neck snapping like one of the forest’s many twigs.

And this laughter would continue to grow as the world around her burned.

Chrysalis had managed to return to the cave, finding her way back after only a little difficulty.

Now, she sat next to a glowing fire. Nearby, the hide of the leopard was strung up and taking in the fire’s heat. Tanning was a slow and laborious process, though Chrysalis was in no hurry.

She had everything she needed within the safety of this cavern. The totem ensured she had food, the trickle of rain provided water, and the forest outside was full of wood to burn for heat. It was a subsistence living but it was no longer a dire situation.

Though, as the demand to meet her basic functions faded, a new need arose. She had begun to grow bored and needed to address this fresh affliction.

Without the stress of survival bearing down upon her, she realized just how dull this destitute living really was. And she also realized how much her mind was slipping. Without conversation or a challenge to stimulate it, she could feel her mind churn at a far more lethargic pace, her mental capacity fading with every moment of solitude

Her gaze ventured deeper into the cave. She had never really explored the whole system, seeing no reason to do so, in the past.

However, exploration might offer a certain form of amusement.

So, she got to her hooves, wobbling a little as she adjusted to her still foreign height.

She’d allowed herself another meal upon returning, adding a few more centimeters to her already impressive stature.

The spell surely had a maximum capacity. It must’ve. It couldn’t allow her to grow indefinitely or that zebra would’ve been some hulking behemoth and not a mere Amazonian.

Unless the artifact was just as new to her as it was to Chrysalis.

She pursed her lips at the prospect and picked up a stick, pressing the tip of it into the glowing flames. It sat there for a moment until she drew it back, the tip now glowing and casting a feeble light outwards in every direction.

It wasn’t much but it’d be enough for her nocturnally-adept eyes.

As she got up and walked into the darkness, she realized that the cavern was far more extensive then she previously imagined. It must’ve gone on for quite some time. Thankfully, time was something she had an abundance of.

She ventured ever deeper, advancing at a casual pace. There really wasn’t that much to see, merely more rocks and granite.

At least, until the tenth minute of her journey.

She stumbled upon signs of civilization at this point. Or at least signs that there had once been civilization within these dreary tunnels.

There was a bronze brazier which still smelled of pitch and dried hay. Around it, a few skeletons that looked equine in nature. Though their bones were so dry and aged that Chrysalis doubted that they had lived within this century. Or likely, even this millennia.

A few metres away, stood a tarnished piece of silver that was oval shaped and about a metre-and-a-half high and a metre wide. Chrysalis approached it and used her hand to wipe away some of the grime that age had allowed to accumulate.

This revealed a well polished surface that reflected light nicely, allowing Chrysalis to get the first look of her face she’d had in ages.

Her appearance was wild, feral, her hair messy and gaze hollow and tired. It was a ghastly reflection to have to stare at.

With a snap of her fingers she fixed this, cleaning up and altering her appearance to be far more acceptable to civilized eyes.

A ragged piece of cloth clung to one of the many bleached bones and Chrysalis tore it free. Since it was made of an organic material, she used a little glimmer of magic to turn it into a clean cloth and wipe away the grime that covered the silver mirror.

She grinned at herself, loving the way her body looked.

Her gaze flicked to the reflection of the brazier, knowing that with some proper lighting she could truly appreciate her appearance.

She walked towards it and tossed her smoldering stick into the pitch and oil. For a second, she thought it wouldn’t catch but then the flames started to spread, the fuel still potent and full of energy just waiting to be spent.

Soon a powerful fire was burning, lightning up her immediate surroundings.

With that dealt with, she turned back towards the mirror, having a perfect view of her new body.

It was everything she dreamed of as a runt.

She was tall, powerful, and beautiful. She had muscles upon muscles with arms the size of tree trunks, that only grew as she flexed them. Her breasts were heavy and as she buffed up her pecs, they even managed to bounce up and down.

It was an impressive form, to say the least.

She felt a strange spark within her gullet, a lustful ember which warmed her crotch and inflamed her lower lips.

Was she… was she getting turned on by her appearance?

Was she getting turned on by her muscles?

She touched a hand to her throat and began to trail it down her body. She was surprised at how powerful and firm her flesh now felt. There was no softness to her skin but instead an iron strength that was infused into every muscle and refused even the slightest give.

It made her shiver, sending a lustful energy coursing through her.

She bit her lip as a tiny moan broke free.

Yeah… she was getting turned on by her body.

Her hand travelled lower, moving between her powerful breasts and along her chubby belly as two of her fingers went for a special destination.

She shivered as her digits probed at her lower lips, a hungry noise gushing forth from her maw.

Her pussy was already soaking wet, just begging to be stimulated.

She drew her fingers away, as she felt juices coat them, inspecting the moisture and pleased to see that it clung to her digits in such thick dollops of lust. It had been eons since she’d felt this level of pleasured satisfaction.

She popped her fingers into her mouth, suckling them clean and savouring the delicious flavour of her depravity.

Once they were cleaned, she brought them back towards her cunt, stroking at her folds.

Chrysalis watched her reflection in the mirror, leering at herself as she gently toyed with her crotch.

She could see the pleasure in her face as it contorted. She could see the orgasmic shudders of pleasure eb through her body as she probed and prodded at her lips. She hadn’t even parted her folds yet and she was already feeling like she was on cloud nine.

After a bit more stroking, she drew in a potent breath, using it to build up the willpower to plunge into herself.

She whimpered and whined, pushing her fingers slowly into her hungry sex. Her folds parted so easily, the wetness making her movements so fluid and efficient. Her digits seemed to course with a potent and latent energy, tingling at her sensitive walls as she stroked at them and edged herself deeper. A moan flittered forth upon a hushed breath as she managed to get her fingers all the way in, to her knuckle, in one smooth motion.

Her fingers wiggled back and forth and Chrysalis watched as her muscles tensed at the stimulation, growing harder and stronger.

This was the body she had always wanted, a form that could be respected through intimidation and fear. Yet to her, these traits were the most attractive thing she could imagine.

Was it strange to be masturbating to the image of one’s own self? Probably, though Chrysalis knew she had a massive ego to contend with.

“Mmm, who’s a naughty little queen?” Chrysalis asked, chuckling as she realized she was not so little anymore. “Well not yourself but…”

She whimpered, feeling her digits probe at an especially receptive spot. It was fun to venture around within her body once again. It’d been ages since the last time she had a partner and even longer since she attempted masturbation.

There were worse ways to pass the time and she soon found herself enjoying the carnal company of her fingers. They were such a reliable and obedient companion.

She used her other hand to fondle with her labia, gently caressing her clit. It was so wonderful, probing, fondling, and stroking at it with such vigour and lust. She was controlled with her motions, knowing just the right amount of intensity to employ, lest she risk overstimulating her poor body.

It was funny, in a way. She was so powerful, yet such small motions could control her with surprising ease.

On and on, she drove herself, edging with more and more vigour. She could feel that ember within her gullet catch flame and smolder with a potent and intense heat. No amount of fingering and stimulation seemed to smother this fire, instead making it even more intense.

She closed her eyes and clenched her jaw, letting out a pleasured little note upon an airy breath of utter euphoria.

Orgasm was oh so close, tantalizing and tempting her onwards. Faster and faster her fingers stroked, pumping away with such unrelenting vigour.

Her whole form felt tense, like she was balancing on a wire just begging to split and plunge her into the blissful embrace of orgasm. She clenched her teeth even tighter and closed her eyes, imagining what her ideal body would look like.

For sure, she was an amazon but how much better could she possibly make herself look? She imagined herself being even taller, her body sculpted from even more muscles and mass, like a goddess of vengeance and war.

A faint moan dribbled forth as she envisioned one her large, tree trunk sized, calves pressing down upon Celestia’s skull and cracking it like an egg.

She moaned, imagining a body capable of conquering all of her foes, of making them grovel at her hooves

She thought of grandeur and conquest, of a victory which was tempting her onwards, lingering upon some unforeseen horizon.

And, just as she thought of herself as Empress of the World, she felt that fire in her gullet finally consume her. She cried out loudly, shuddering as climax took her.

Her whole body gave into the sweet embrace of orgasm, her fingers soon soaked in juices as her walls tried desperately to clench around them. She came, hard and long, her abundant essence draining along her powerful thighs and dripping onto the cavern’s floor.

Chrysalis opened her eyes and smiled at her reflection in the mirror, drawing her digits out of her well fingered hole and holding them up. She wiggled them in the air, loving the way the light sheened off of the juices that covered them.

She flicked them clean and looked further into the cave, wondering if there was a reason to continue her exploration.

It took a moment for her to make up her mind, but in the end, she shook her head and instead turned towards the mouth of the cave, heading back towards her makeshift camp.

There really was no need for any further adventures, she’d found the most fulfilling form of entertainment imaginable, masturbation.

With a clear mind and well-worn body, she shuffled along, allowing her productive mind to start churning again. It seemed to be working much better this time around; now that she’d had a nice bout of stress relief.

She wondered what her next move would be.

The pieces seemed to be falling into place for some kind of resurgence.

She had a reliable food source, which just happened to double as a power pack that could strengthen her body with every feeding. And as her power grew, it only made sense to use her new found strength to further those ambitions she once had.

After all, the Everfree was close to a certain township, with a certain castle, with a certain prissy bitch of a Princess sitting upon her throne.

And well, it might not have been as grand as Chrysalis’ throne but she thought it would do well enough in the interim.

A sinister smile spread across her lips as the dominos took shape, falling into place.

All it would take was one little push to send them into motion.

And Chrysalis knew just the push to give.

It was time to go to war.

Author's Note

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