A Change In View

by Shadic Midnight Blitzer

Chapter 2

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“Thank you for helping me Sclerite learn all of these things.”

“It’s been a pleasure helping you grow Ocellus. Oh! I think he’s starting to awake! Remember what I told you, dear.”

Darkness clouded my vision as I began to regain consciousness. Immediately I tried opening my eyes, but they remained shut as if my body was too weak and tired to move. The feeling of numbness and emptiness coursed through my veins, and I felt alone.

I tried moving my arms and legs, but to my surprise, I felt as if they were being bound to a surface by a sticky substance. My breath started to become heavy. Panic began to fill my mind as I tried to remember, but somehow I couldn’t! What happened when I was unconscious!? What happened before that?

I suddenly gasped for air as water was suddenly doused upon me, freeing me from whatever was holding me and allowing me to see and move. Looking around me, my eyes widened as I noticed a familiar green gel-like substance. I tentatively turned my gaze around and to my horror, I saw a pair of changelings looking back at me.

“T-This can’t be real…” I muttered out loud in fear, my body tensing up as I stared directly at one of them. Suddenly she began to walk towards me, causing me to back away as I began to find a way to escape. Hope dawned upon me as I saw a hallway a few feet away. I soon formulated a plan. It might not be the best plan, but it was worth a shot.

“Get away from me!” I yelled, dropping onto the floor before picking up a rock and firing it at the changeling. I didn’t care if it hit or not, all I cared about was escaping. If I can get a good distance between us, I might be able to evade them long enough for me to leave this forsaken place.

Just before I was able to leave the room, the hallway suddenly disappeared, replaced with a hard wall which I smashed into. Groaning in pain, but still determined to leave, I tripped myself towards the next nearest exit, only to growl as it closed. It was then during my desperation when I looked up and saw a hole in the ceiling, allowing me to see a gray sky above.

I tried extending my wings, but just as I began to flap them, I suddenly felt my weight shifting and I came crashing down onto the ground, letting out a yelp of pain. What happened to my wings!? Did those monsters do something to them!?

Out of the corner of my eye, I spotted the two changelings walking towards me again. Fear crawled under my skin, and in a last-ditch effort, I grabbed all the stones and pebbles around me and began to shoot them at the pair. Unfortunately, all I did was waste time as the older one simply raised a shield to block my projectiles. With nothing else to throw at them, the smaller one began to walk towards me, causing me to tremble.

“Please. Get away from me.” I ordered, backing against a wall as the changeling continued heading towards me. A sudden memory of pain flashed through my mind as she lit up her horn. The rockets, the changeling patrol, her. I became paralyzed. She was going to kill me! She was going to kill me! They probably were waiting to host a festival where they would publicly execute me but were given the order to finish me off if I ended up waking before time. And now she was walking to me to finish the job. Desperation filled my mind, the will to survive only filling me with terror to the brim.

“Please! Don’t hurt me!” I yelled, curling up and closing my eyes as I prepared for the worst. Suddenly I felt myself getting yanked by a magical aura, and my heart froze when I felt a strong concentration of magic on my wings. No. Killing me now wouldn’t be enough for them. They were going to subdue me by ripping my wings off!

I tried to scream, but anxiety clamped both my mouth and eyes shut. M-Maybe if I tried to ignore the inevitable pain, it will end up hurting much less. Y-Yeah… maybe I won’t feel the excruciating experience of feeling all of my tendons and bones getting ripped from my back!

To my surprise, the event never came to pass. Instead, I felt something sticky being pulled out from my wings, and as I turned to check what it is, I realized it was the same substance that had tied me in the first place!

“Oh. That’s why I couldn’t fly. But… Why remove them? Wouldn’t it be easier to have them tie my wings so that I can’t fly out of here?” I thought to myself in confusion. Even so, I shifted away, extending my wings but feeling them too weak to use. I couldn’t trust them, no matter what they did.

Before I could go through another thought, I suddenly yelped as I felt the small changeling hug me, feeling something soft pressing against my chest. A hand rested on my head as she began to stroke it, ruffling my mane while letting out soft tranquilizing coos from her mouth. All of this surprised me and caused me to wonder where this was all heading towards.

“There there. You’re not in danger. Everything will be alright.” The changeling said, using her soft voice to lower my anxiety, when a sudden thought passed through my head again, immediately raising my defenses.

“No. This has got to be a trap. If execution isn’t what they plan, then they must be trying to lower my guard so that I can be an easier slave to subjugate! I won’t let her control me!” I thought to myself again. Unfortunately for me, no matter how much I tried to resist, my body slowly began to become tired, not enough for me to become sleepy, but enough for them to beat me up like a pulp if they so desired. Even so, I tried staying alert. Changelings are changelings. They are not to be trusted. At least that was what my dad said before… before that day.

My train of thoughts was interrupted when I once again felt something soft and heavy brushing against my chest. Looking down, my face suddenly flushed as I noticed her large mounds pressing against me. I tried to squirm my way out, but it only resulted in her hugging me tighter, her body pressing firmly against mine. I stared at her, confused by this whole ordeal.

“What are you planning to do? T-This must be some elaborate scheme to conquer me or something… Or is this something genuine? Like Celestia would I know!” I thought internally, trying my best not to blush. Thankfully though, the changeling finished the hug, allowing me to stand more comfortably, though now the feeling of her on my chest was ingrained into my mind.

“Hi! My name is Ocellus! What’s your name?” The self-named changeling asked, which caused me to become rather confused, which I soon voiced.

“Aren’t you supposed to be calling me by a designated code like 011 or something like that?” I asked jokingly, but with a hint of seriousness. If my assumption that I was going to become a slave was true, then slaves don’t have an identity right? Again, I was surprised when Ocellus began to giggle a bit, which annoyed me a bit.

“No silly! I just want to know who you are! Alright?” The changeling said, stretching her body, and without an ounce of doubt, certainly trying to allure me with her body, as her chest and hips swayed in front of me. Was it intentional? Not necessarily, but I still found it distracting.

I rolled my eyes. Something was up, but perhaps playing along and trying to gain her favor might be my best shot at surviving this place.

“My name is Midnight Blitzer. Who’s your friend over there?” I asked curiously to the other changeling, who had a small black tiara on her head. It wasn’t the crown that I remember Chrysalis wearing, so it couldn’t be here, but she wasn’t a regular changeling either.

“Oh, that’s Princess Sclerite, she took care of me while I was a youngling.” Ocellus replied, looking at the older changeling with a smile, who returned the expression.

“I did. Now, I must head out to deliver the Queen the message while you get busy with him.” Sclerite stated, causing me to become confused, but also worried as I looked back at Ocellus.

“W-What did she mean by ‘busy’?” I asked hesitantly, worried at what the small changeling could do to me. The thought of the rockets exploding near my waist still sent shivers down my spine. Once again Ocellus giggled, but unlike last time, I was perturbed by it. She seemed to be excited by something, the way she hopped from time to time and shifted her legs showed that. Of course, that meant that whenever she did move, her large chest would sway from side to side, which I still found annoying.

“Why don’t you sit down on that table for me Midnight? We need to check on some things on you before we’re able to present you to the Queen.” The female changeling said, adding a subtle sway of her hips at the end. I knew it was a trap, there was no other explanation as to why she’s acting so ‘kind’ to me, but at the same time, curiosity was scratching at my head.

“Welp, as they always say, curiosity kills the cat, and unfortunately for me, I’m going to be that cat.” I mentally muttered before nodding at Ocellus. Hopefully by ‘checking on things’ she didn’t mean that she was going to open my chest and rip out my heart. Gruesome I know, but the last few times I checked, changelings weren’t the nice type of creatures to be with. But with the female drone acting contrary to what I expected, I guess there’s nothing else I could do but trust in her right?

Trusting in a changeling huh? Well, that’s something you never hear!

Looking away from her for a moment, I looked through the hallways, which constantly opened and closed, and noticed a female changeling walking with a grey pegasus with a black mane. The two appeared to be having a nice conversation based on their expressions and giggles. Suddenly, the female changeling began to push the grey pony against the wall, but to my surprise, he only smiled as the two began to lean towards each other. Before I could see what happened next, the entrance was closed, blocking my vision and leaving me confused.

“Why was he smiling? Shouldn’t he be afraid after being pushed by her? Is there something that I’m not aware of? Or am I just not connecting the dots?” I thought to myself, hearing some shuffling nearby. I turned around, only to become shocked as I saw Ocellus completely naked, her dress having been dropped onto the floor along with her bra and panties, letting her show off her large perky tits and dripping love entrance.

“Let’s begin shall we?” The female changeling said, giving me a mischievous look as she walked towards me, swaying her nice round ass behind her. My mind suddenly shut down at the sight of her beauty. Something deep inside me starting to become triggered by her as I began to sense an erotic smell coming from her as she began to drip onto the floor. For a moment I became distracted as I lost control of my body. However, when I realized what was going to happen, I immediately shook my senses back into their place, backing away from the lustful changeling, only to fall backward onto the table and land with an ‘oomph!’ As I reoriented myself, my mind only went on a frenzy as she stood right above me, her boobs swaying above my face. No matter how lustful she was, all I could feel was unexplainable fear.

“Wait! What are you doing!?” I yelled, feeling scared and intimidated. The changeling however smiled as she began to pinch her nipples, letting milk drip from them and onto my chest. My face flushed, but still, I remained scared of her.

“I said I wanted to check some stuff with you, did I? Plus, I imagine that you must be very stressed after being out there all alone. Why don’t we have some fun shall we?” Ocellus said sensually, hearts in her eyes, before suddenly forcing me into a kiss and breaking the little trust I had in her. Even though she appeared kind, deep inside she was just like the rest. Forceful, not caring about their victim’s opinions and only about themselves. The young female changeling continued to pin me down, not allowing me to move. Resisting as hard as I could, I suddenly was able to push her away from me, and all I could see within her eyes was pure lust.

“B-But I don’t want to!” I yelled as squirmed as hard as I could. She could’ve simply ignored me, kissed me again, and done whatever she wanted to do with me, but to my surprise, she suddenly stopped and looked at me with a worried expression.

“Y-You don’t want to?” Ocellus asked before realization hit her face as she looked at me in the eyes. She covered her mouth and began to look at herself with a shocked expression. “My… Oh, dear! I-I-I I’m so sorry! I-I don’t know what came over me! I just wanted to be near you so that… and so… but then I got too excited over being able to service you and begin a sort of ‘foreplay’ to what’s to come in the orgies that I-I… I’m so sorry! I should’ve asked you if you wanted to do this! Not that it would matter because Chrysalis would still make you fuck her, but still! I’m so sorry!” Ocellus yelled before she began to cry.

As I looked at her teary face, I could tell that she meant it. This wasn’t just an elaborate scheme, at least on the smaller scale of things. Perhaps she still had a plan, but just one look at her told me that she genuinely cared for me or at least tried to, and upon realizing what she was going to do to me, she became regretful.

I suddenly began to feel guilty as she continued to tear up. I had tried to kill her and those that accompanied her simply because they were changelings. And yet, even though changelings naturally hurt ponies and she had a good reason to hurt me after nearly getting killed by me, she’s trying to show me compassion. If revenge was her plan, it would’ve been easy for her, from firing at me to ripping my wings, ignoring my pleas, and continuing what she planned. And yet, here she was, crying next to me while I simply looked at her and did nothing.

I tried lifting a hand to comfort her, but yet, I couldn’t. Her kind had hurt me by taking away everything from me. My nation, my parents, my freedom. Everything. She nearly hurt me. The first time I could pass as self-defense, but for what she just did...

I looked away for a bit, trying to think about what I should do. It wasn’t like I wasn’t interested in what she planned to do, rather it appeared so sudden and forceful. Perhaps…?

Ocellus’s tears began to slow down as I grabbed her by the hand as I decided on something. Perhaps I can’t trust in the changelings, heck I still don’t trust her completely yet. But if what she said was true, then what’s the problem of trying it out with her, some changeling I might end up trusting in the end, if I’ll end up doing the same thing with Chrysalis? Somebody like Queen Chrysalis I definitely wouldn’t trust, not in a thousand lifetimes. But Ocellus? Maybe.

“I-It’s ok Ocellus… “ I started to say, trying to sound genuine as possible and not solely because of her crying. “I-I… I would be lying if I said that I wasn’t interested in trying it out… just don’t pull a fast one on me like you just did, ok?” I said as I began to wipe out her tears. Ocellus looked at me with stunned eyes, as if she couldn’t believe that I, the pony she just hurt, was going to give her the chance.

“R-Really? A-Are you s-sure you want to do this?” Ocellus asked with concern. My heart shrunk. No. Truth be told, I didn’t want to do this. Due to what just happened, it just felt… forced. But at the same time, I wanted to do it. I was interested in how it would feel, and if it made her happy, then I guess that’s a good thing.

“Yes. I do.” I said, giving her a soft smile. Ocellus finally stopped crying and looked at me with a smile of her own, realizing that I meant what I said. She suddenly hugged me, her large mounds pressing against my chest, but unlike the last few times, I decided to accept it, appreciating the warmth being formed.

“Thank you. I’m sorry that I made you uncomfortable, but I’ll make it up soon. I promise you’ll be satisfied by the end of this.” Ocellus said, before leaning over and planting her lips onto my own. My body froze as she began to kiss me. To tell the truth, I was still afraid, but as time passed on and our tongues began to dance around each other, fear was soon replaced by something else, something I couldn’t accurately tell. It felt as though a flame began to ignite inside of me. Was it carnal lust, or something else?

“Probably carnal lust.” I thought to myself as I felt Ocellus slowly beginning to grind herself on top of me, moaning into my mouth as she began to drip. Our tongues tied together as we made out, eventually parting from each other, our mouths connected by strands of saliva. All I saw within her eyes was lust as she caved to her sexual demands, yet I somehow felt happy about it. Soon I felt something between my legs growing, which she noticed as she only increased her fervor, the brown pelt that covered my nethers becoming wet as she continued to grind against it.

Ocellus then lifted herself, giggling as she turned herself around, presenting her soaking pussy in front of my face. My face heated again as she began to sway in front of me, her heart-shaped ass mesmerizing me. I hesitantly grabbed it with my two hands, causing her to shiver and release a light moan. Slowly she traced her hands down my body until she eventually reached my pelt, which was now completely wet. She giggled as she saw something bob underneath it.

“Let’s see how big you are Midnight.” Ocellus exclaimed greedily, pulling down my pelt, before suddenly getting smacked in the face by a large thick blue shaft. I winced as I felt the soft blow, and was about to ask if she was alright when she grabbed it with her hands, causing me to release a moan as she gently traced her fingers around it.

“Wow… your cock is very big!” The female changeling said excitedly. I groaned as a hand traveled down the large mast and groped my balls, the young changeling feeling up their size and weight. “I might be new to this, but if I were to guess, you feel very pent up and full of cum! When was the last time you relieved yourself?” Ocellus asked, causing me to become embarrassed.

“To be honest, I never got the chance to relieve myself for… obvious reasons.” I replied with a nervous laugh, not wanting to directly mention that the changelings removed any time for me to ‘have some fun’. Didn’t want this moment to lose more luster than it already lost due to my outburst. When it all comes down to survival and running away, you don’t have time to do such things.

“Oh. Well... you’re in luck because you have me!” The female drone said excitedly, shaking her ass in front of me. “Let’s start with something simple. I’ll suck you off while you lick me right there! Ready?” Ocellus asked, bowing down and spreading her pussy with two fingers, her hand becoming wet. I nodded.

“Alright,” I said with confidence, looking at her winking pussy. Taking her hand off, I slowly leaned up, bringing my mouth close to her soaking tunnel. I took a deep breath, feeling a perfume-like scent coming from her. Not wanting to make her wait, I tightened my grip on her cheeks before sticking out my tongue and lapping up the surface of her entrance. The effects were immediate, as she let out a loud moan, spreading herself and letting me cover as much of her as I could. My mind went wild as I tasted her love juices, prompting me to start lapping her insides as much as I could.

“H-Hey! N-Now it’s my turn to show you what I can do!” Ocellus yelled, moaning loudly before firmly grabbing my cock. I moaned as she began to stroke it with one of her hands, feeling each thick vein being studied by her fingers. A clear fluid began to stream from the tip, coating her hand and the rest of my member as she stroked up and down. Using her other hand, she placed it around my balls before giving it a soft squeeze, causing me to groan into her pussy and in turn, make her give the same response.

“Do you like how I’m doing? Cause things will just get better!” Ocellus exclaimed, giving my cock a tight squeeze, grinning as a small shot of pre-cum splattered onto her face. She licked it off with her tongue, before surprising me as she opened her mouth and inserted my dick inside. I moaned as I felt the wet insides of her mouth coating my member with saliva as she began to bob up and down. Every time she moaned, a vibration was sent down to my mast, causing me to squirm and release more pre. Now with two hands, she squeezed my balls, massaging them and causing me to instinctively jerk upwards, pushing more of my cock inside of her mouth.

Not wanting to be outdone by her, I pulled my face back from her sweet pussy before placing a hand and pushing and finger inside, rubbing the inner walls. She moaned, releasing another vibration of pleasure, as she clamped down on my finger, which started to become moist with her juices. Slowly I began to push it in and out, feeling her ridged and causing her to moan even harder. Spreading her soaking tunnel, I inserted another finger, causing her body to tremble.

A pressure began to build up at the tip of my cock as she only began to blow me harder. My member began to twitch as my balls began to stiffen. More and more pre began to leak from the head. My body began to sweat as my breath became raspy. And as my legs started shaking and my cock started throbbing, I realized that I was about to burst soon.

“I-I’m cumming!” Ocellus suddenly yelled as she clammed hard on my hand. Fluids squirted out from her tunnel, splatting over my face and covering my hand with her juices. I grunted, feeling my climax just coming too when suddenly it began to subside. Wondering why my orgasm was being stalled, I looked and realized that she had stopped stroking me as she recovered from her climax. By the time she recovered, my cock was still hard, but no longer near climax. I frowned.

“Welp. So much for trying to cum.” I said out loud jokingly. Ocellus’s ears flattened a bit as she stood up.

“Oh! Sorry! Guess I was too preoccupied with my orgasm that I wasn’t able to bring you to yours.” The female changeling said. I simply let out a light-hearted laugh.

“It’s fine. I’ve been blue balled for so long, so it wouldn’t hurt for one more day… unless… you want to go onto ‘the next phase’?” I offered, grinning as I saw Ocellus blush, her eyes darting around.

“B-But… But Chrysalis! She’s supposed to receive your first load! I’m just a proto-queen! And I promised her!” The changeling stated in panic, however, her body continued to betray her as she began to leak more juices. I got up, smiling while being intoxicated by all the euphoria entering my body. Now making it my turn to tease her, I swayed my large cock in front of her, making sure she got a good look at it.

“Oh come on. You’re the one who wanted to start this whole ordeal with me, so why not finish it with a bang? You must be interested in knowing how it must feel to get fucked, and I’m curious as well with my things, so why not find out together?” I asked, smiling as I saw her fidget and looking around.

“Uh… Fine! But if we’re found out and you get in trouble, well there’s not much I could do to help you there.” Ocellus said as she walked over to a nearby wall before leaning over and spreading her ass. “Now pound me as hard as you can if you’re truly ready to have some fun!” The female changeling said, her attitude having shifted. She shook her large heart-shaped ass in front of me, causing me to lick my lips in anticipation. My whole demeanor had changed by then, and no longer I was scared about what was going to happen. I was excited, I was emboldened, and I was ready to fuck her no matter the consequences.

“Oh, I’m ready!” I yelled enthusiastically as I walked over to her and grabbed her large boobs, squeezing them and feeling the milk leaking out of her nipples, causing her to let out a quiet moan. My cock bobbed in anticipation, pre-cum lubing the surface of my excited member as I began to line it up against her welcoming pussy. Slowly I began to prob at it, the folds of her tunnel parting themselves only for me to stop myself from fully penetrating her. I grinned as she continued to groan as I let pussy lips suck the tip of my large cock.

“S-Stop t-teasing me! Just fuck me already!” Ocellus cried out, getting overly excited by my probing. I simply laughed as I gave her a devilish look.

“Then beg for it,” I said, feeling empowered by her desperation for me to just do the deed right then and there.

“P-Please! Fuck my pussy! Make me your horny changeling slut and fill my womb with your hot seed!” The proto queen cried out, her body shaking in anticipation. I smiled as I grabbed her by the waist, letting her pussy begin to pull in my cock. I moaned as I started penetrating her, feeling her hot moisty innards as it squeezed the tip of my cock. The young curvy changeling groaned along with me, our sounds mixing as she began to squeeze the tip, feeling up its girth and preparing to take it all.

Without any warning, I suddenly pushed my cock as hard as I could, letting it slip deep into her love tunnel and filling her up with as much of my member as possible. Her eyes suddenly widened as she felt me penetrate her, and she soon began to let out a loud moan as she leaned back, sliding the rest of my cock and placing my balls deep inside of her. I groaned at her response as I felt her folds clamping and squeezing down on my cock like a cobra, each inch being massaged by her juicy walls. Slowly I began to pull out, savoring both the feeling and sound of my cock exiting her pussy, before slamming back in, letting my balls hit against her soft large ass.

“Fuck! I think I can feel your cock penetrating my womb! You’re so huge Midnight!” Ocellus moaned out loud as I felt what felt like a ring below the head of my cock, as if I had entered into an even deeper part of her body. She began to gyrate her hips, riding on my large cock slowly at first, before picking up speed. I moaned as pre-cum began to leak from my tip, coating her insides and making it easier for her to pick up the pace. Not wanting to be outdone, I began to pull my cock in and out of her pussy in a slow rhythm, savoring each time her inner walls squeezed at it. Soon we had sped up the pace, moaning together in harmony as we leaned our heads towards each other and connected our lips.

As we began to play around with our tongues, the room was filled with ‘schlaps’ as my heavy balls slapped against her ass, giving me a small dose of pain mixed with a large bowl of pleasure. I returned to grabbing her tits, squeezing milk out of them, and causing her to moan into my mouth. Lust took over all of my actions as I continued to thrust deep into her womb. I let out a muffled growl as my cock throbbed, shooting out a rope of pre-cum and causing my member to become more sensitive by the minute. Soon the pace we were at wasn’t enough, which made Ocellus permit me to grab her hands by her back and allowed me to use as much speed and strength as I could. She soon began to scream in pleasure as I ram as hard and fast as I can, each thrust lasting no more than a second before another one came.

I moaned as I felt my cock beginning to expand, filling her pussy even more and causing me to hit the back of her womb, causing her body to shake as her mind went into a frenzy. My balls began to tighten as I began to hear the sound of cum sloshing inside of them. My thrusts began to become faster, stronger, more chaotic as I gritted my teeth. Everything that I felt, my fears, my goals, everything was replaced by one thing.

To breed.

“FILL ME MIDNIGHT! CUM INSIDE OF ME AND CLAIM ME AS YOURS!” Ocellus cried out, her mind succumbing to pleasure as she nearly collapsed onto the ground. Not wanting to let this get in the way, I quickly grabbed her and thrust the last few thrusts I could before pushing as deep as I could, my balls quivering as they touched her entrance, and with a final thrust, they suddenly knotted inside of her and began to pulsate.

The two of us screamed as she began to orgasm, clamping as hard as she could onto my cock and allowing me to finally release my first massive orgasm. I yelled as I felt a torrent of cum suddenly erupted from my tip, feeling the cum painting her insides white and filling up her womb in the first very rope. I let a hand down to her stomach, feeling it beginning to inflate as I began to pump more and more cum, my balls preventing any from escaping. Each time I throbbed meant another rope of cum splattered inside of her. One load, two loads, three loads, the number of times I shot inside of her only increased each minute.

Finally, the pent-up amount of cum forming inside of her stomach couldn’t be held back anymore as I suddenly unknotted from her, cum exploding from her pussy and splattering onto the floor. Yet more and more came as I continued to cum inside of her, sharing yet another kiss as we rode out the tsunami of sperm. Slowly but surely the torrent began to slow down, my balls had stopped twitching, and my cock had finished its throbbing. With no more energy left, the two of us collapsed onto the ground, our bodies shaking and covered in sweat and juices.

“I-I… I love you Midnight…” Ocellus said softly into my ear as she began to lightly doze, still aware of her surroundings but with her eyes closed. My mind shut down as I heard her say this. What should I say? Say ‘I love you too’? Say nothing. It just felt so natural to say ‘love’ after making it, but at the same time, I was a bit nervous. Would she take my response as a friendly or one-time sentence, or would she think as if I was proposing to her?

“I… uhm... “

“My my! Now that was a lovely presentation!”

Ocellus’s eyes suddenly widened as we both turned around and saw none other than Princess Sclerite and Queen Chrysalis standing in an open hallway. We both gulped as they continued watching us, fluids dripping onto the ground below them. After recovering from the shock, I simply uttered one word.

“Fuck.”

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