Assimilation of Magic

by EpicGamer10075

Chapters

Chapter 0: Aftermath
Chapter 1: Into the Veil
Chapter 2: The Void Within
Chapter 3: Life of Darkness

Chapter 0: Aftermath

Pain.

Pain was the only thing she could feel.

Physical pain, yes, but moreso the pain of guilt. Of shame. Of failure.

All of her children were doomed to die because of a stupid mistake.

That’s all this was. A mistake. A stupid, terrible, horrible mistake.

She knew she should have been more careful. She knew she should gone slower. She knew she should have seen the signs and cared more about them, but her stupid emotions got in the way.

All because she wanted to vindicate herself. To prove that she wasn’t a failure.

‘You failed!’

A fool.

‘You fucking idiot!’

A waste.

‘You useless fucking waste! What the fuck were you doing, Chrysalis!?’

‘I-I... Mommy...’

‘Don’t fucking say that! You’re supposed to be fucking professional!’

‘B-but, I w-wanted to...’

‘Wants are fucking irrelevant! I’m trying to train you to replace me whenever I die, because that can happen at anytime, and I can’t have you doing what you fucking want then!’

*sniffle*

‘You’re fucking pathetic, Chrysalis. How can you lead our hive when you’re whining like bitch just because you didn’t get your way?’

She shook her head. She didn’t want to think about it, no matter how much she knew it to be true.

She was a failure.

She let her own race die just because of a stupid mistake.

Her mother was right all these years.

The pain of her cracked carapace seeping out its hemolymph sapped at her mind, a dark, cold void being all that was left for her consciousness to exist within when her senses fled her.

“Queen-Mother?”

A cracked voice slightly broke the monotonous blackness that surrounded her.

“Q-Queen-Mother?”

The blackness shifted back and forth, then very slowly started to lift.

A piercing white light flooded her vision but for a moment, with no time for any mental process before a crushing pain burned at her sides, the white light flooding her sight again while the voice squealed, “Queen-Mother!”

A hoarse, crackling groan was the only thing that could leave her lips. Fortunately, that seemed to be enough, the crushing pain receding while the light dimmed a decent amount.

Some ragged breaths escaped her as her eyes blinked repeatedly, the whitewashed world around her slowly fading to become a bright green forest, vivid and lush grass beneath her and tall trees shooting high into the sky to block some of the light coming down from above.

She felt a cool, relatively soft surface on her barrel that she was laying on, her forelegs splayed in front of her and peeking into the edges of her clearing vision. Her hind legs lay jutting out behind her, likewise resting on the cool grass, the area on her body just between them held no unique discomfort, meaning that her hive still may go on.

Turning her eyes to look leftward, she saw a tree rather near her with a large patch of green hemolymph splattered on it, a trail falling down to the more vivid plant life below. She managed to turn her head enough to look at her side, the teal stripes running across it being cracked a bit with a light amount of green goo plastered over the worst parts of it.

She then turned her head slowly to the right to see a pair of her children staring at her with wide, terrified eyes. Not terrified of retaliation, but of... death. Of her death.

Was it... sympathy? No, she had made sure to eliminate all of that when training them.

Well... if she died, then her hive would have no Queen, so the children would have no order and would be unable to organize anything and thus would be unable to survive for very long. They want her to live so that the hive can live; that makes more sense.

Looking at them, she saw one to be an infiltrator and the other a nurse.

A nurse... why was a nurse in Canterlot? Why was she there during an invasion? Why did she send a nurse into battle?

Because there was noling else, that’s why.

But she still could have left the ‘ling to live so she could have something to fall back on if she failed... Why didn’t she do that? That made a lot more sense... The nurses aren’t meant for battle anyway... Why did she put them there...?

Because she was a fool.

She ended her hive because she was a fool.

‘You idiot!’

A waste.

‘You useless waste of time!’

A failure.

‘You’ve never fucking done anything right!’

“Q-Queen-Mother?” The nurse asked.

She noticed something warm and wet was trailing down from her eyes and across her cheeks.

*sniffle*

“I-I...” She tried to speak, her voice broke partway through.

Clearing her throat, she tried again, “I am... sorry, Nurse-Child.”

The children reeled back a bit with surprise clear in their expressions.

“‘S-sorry’?” The nurse asked in bewilderment.

“W-why would you be sorry? We all failed...” The infiltrator followed up, voice clear with shame.

She shook her head. “No...” A deep, crackled exhale left her mouth, “I failed...”

The other changelings blinked in confusion, then glanced to each other before looking back to her while looking like they were trying to say something.

“I-I...” Her voice was cut off when coughs escaped her, small spatters of hemolymph flung from her mouth as her body racked from the abrasive wheezes. A worried look from the nurse was stopped from becoming a frantic dart towards her by her right foreleg twisting and raising slightly to signal the ‘ling to pause.

“I-I was foolish...” She began again, her voice still showing its wear with her wheezing, scraping tone, “R-reckless... arrogant... and look where that got us...”

The infiltrator was about to speak, but the hoof pointed at the nurse shifted towards the other ‘ling, stopping the words in their tracks.

“It’s not your fault... y-you were only following my orders... you never knew how to do any different...” Another fit of racking coughs spat up some more hemolymph from her throat, but she managed to swallow it back down before it fully escaped her body. “And e-even despite my failure... I still put, y-you,” She pointed back towards the nurse, “In danger, for no reason...”

The changelings looked rather shocked by the statements, the nurse looking down in thought before the statements continued.

“You’re a nurse... you’re not supposed to b-be in battle...” She said, the warm wetness rolling down her face growing slightly in volume. “I only put you there, b-because I wasn’t thinking about... the c-consequences...”

The other ‘lings had somber and confused expressions as they looked back at her, wheezing breaths leaving her for the while it lasted in silence.

“We, um...” The infiltrator spoke, though paused to glance back towards the nurse, who’s lip was bitten with a tension that didn’t seem to be understood. “We didn’t get very far... out of Canterlot...”

She looked towards them expectantly, though resignation was clear in her expression.

“We landed in a forest near the base of the mountain,” The infiltrator continued, tone harbouring a faint sorrow and pain. “There was a pony village on its edge, where some... event, was being held.” The changeling’s eyes squinted, twitching in tense anguish for a few moments before the mouth below continued in that same tone, “A... party, seemingly... and the occasion to celebrate was of our... defeat...”

The harsh wheezing slowed slightly at that, but then began to pick up a hotter, nearly burning tone.

“They celebrated... our deaths?” She asked, anguish flaring in her voice.

The other changelings glanced to each other again, communicating silently before the nurse responded with that taut tone, “They may not have known our... fates, but they did at least celebrate our failure...”

More wheezing, burning breaths filled the dead, cold silence, a tint of bewildered pain coming from the smaller ‘lings. The heat soon became mixed with a deep, wet sorrow, the tears streaking down her face blazing with a rage restrained only by depression.

A slow, deliberate breath in, a hefty swallow of hemolymph and snot, then a raking breath back out.

“Such is war...” She closed her eyes, the tears now seeping out through her lashes. “All fighters see themselves on the r-right side, with naught a care... for the death they wreak. Not before, from tension; not during, from action; and not after, from c-celebration.”

Silence reigned yet again, the changelings having not the words to speak that may break the anguish that seeped through them all.

“So... n-now what?” The nurse asked, worried and dreadful.

Another long inhale, this time through the nostrils, with an exhale to follow.

“There is, but one option...” She spoke, her tone laced with despair, “One opportunity... t-to curtail our demise... A-and I am afraid it is no more reckless than that which has already brought us this close...”

The nurse’s hooves shuffled in worry while the infiltrator’s eyes narrowed in confusion.

“What is this option, Queen-Mother?” The infiltrator asked.

An odd mix between a grin and a grimace were seen on her face, her legs turning to press the hooves at their ends into the ground. “Well...” She started, her hooves sinking into the soft grass as her legs tried to push her upwards. “T-to live, we must reproduce, and to survive, we must eliminate our enemies. I was thinking...” Her legs finally managed to lift her barrel, pushing it higher and higher until her legs managed to straighten out, keeping her body from falling back down, “We kill two birds... with one clutch of eggs.” A green shimmering flame along the back end of her barrel brought out a large, tubular mass that’s purpose was specifically to inject those eggs she spoke of.

Chapter 1: Into the Veil

Chrysalis hated ponies.

She always had.

In her youth, she was taught of the foolish values the ponies have amongst themselves; fuzzy, gay stuff like ‘friendship’ and ‘romance’, yet also stupid, terrible things like ‘class warfare’ and ‘discrimination’. Those things tend to occur among ponies because they always focus on their own happiness above all else, leaving true order by the wayside.

When she was a bit older, she personally encountered some ponies and her hatred of them was only made worse. She saw their obliviousness to the world at large, to any possibility of good coming out of other species, and to any real order, despite how much they seemed to preach ‘harmony’.

And as Queen, all of that reached its apex when her starving hive was in desperate need of food, and so a somewhat rash decision with so many of it faults going unnoticed or uncared about by those ponies was completely undone by a fucking miraculous event that killed most of her hive with a blast of love-based magic.

...The irony of that certainly did not escape her.

So now, she knew she had to be more careful with how she would take these ponies, what with their stupid gay ‘friendship’ and ‘love’ magic.

To that end, she found the crux of all of it; this one pony that Princess Celestia relied upon to do her bidding above all else and that had indirectly killed her hive, revered as a supposed hero amongst pony folk with her also supposedly heroic friends.

How fucking hypocritical.

A civilization just trying to live at the expense of mostly just two ponies were declared national enemy and were hunted for months, getting locked up despite the fact that they had already gotten flung out with so much force that most were dead; meanwhile, the ponies who made that happen are revered as heroes and dance above a dungeon filled with blood and death.

Chrysalis snorted in anger at it, but the reverberated air quickly brought her attention back to the reality around her. She was flying through the late dusk air on her large, chitinous, buzzing wings towards the little town of Ponyville near the base of Canterhorn, directing herself towards the large tree/library that sat near its center.

The thought of her wings soon made her recall her mother, Queen Chitin. She was extraordinarily strict and harsh, as the solidity of her name would suggest, mostly to raise her child in the same mold as her to keep the hive living longer. Chrysalis, though, with her somewhat softer name, folded quite a bit under her mother’s iron hoof, making her rash and prone to outbursts of emotion. Sometimes that was good, pushing her hive to the breaking point to keep it going through harsh starvations or wars, but most of the time it was incredibly bad.

She knew damn well just how bad.

Regardless though, she now found herself landing on a balcony of the library, a large glass door allowing her to peek in to the candlelit room, seeing two beds on the left wall placed equidistantly from the other walls and each other. On the far side of the right wall, a door lay half-open with only the darkness to see beyond it, though just to the right was a bookcase stuffed with books and just to the right of that was a candle-laden desk with a familiar purple pony sitting at a chair before it.

This pony, named Twilight Sparkle, was apparently the personal student to Princess Celestia; a fact which the unicorn vehemently denied contained true value, despite the fame and riches that would come of truly accepting and embracing that. Instead, she wished to be on the same level as other ponies and form friendships with them for some indescribably stupid reason that apparently granted her the title of ‘Paragon of Friendship’.

It was all pathetic in so many ways.

Regardless, Twilight Sparkle was rather giddy and confused about something, the crackling and sticky taste of the respective emotions being complemented by the excited giggles of the pony as she seemed to ask a lot of questions.

“Why do I feel this way? Why does it feel so exciting? Do I want her to take me?”

The questions were only somewhat muffled as they rolled through the glass door from the shuffling and writing unicorn’s mouth, her focus being drawn to her own body by the cotton candy-like lust Chrysalis could mildly taste now that she focused on it.

Soon though, Twilight slumped back in her chair in exhaustion and let out a hefty sigh. “This is so confusing...” She said at length before lighting up her horn and pulling something out from under her bed with her magic. When held up to the candlelight, it was shown to be a poster with a pony front and center on it, surrounded by stars and a crescent moon with the words ‘Watch and be Amazed’ on the top with ‘The Great and Powerful Trixie’ riding along a purple cape attached to the pony’s neck that flew across the bottom.

Of course, the pony on this poster was Trixie, a sapphire unicorn magician that had fallen from grace a few years ago, and the reason Chrysalis knew her was that she had encountered this Trixie before.

When the changeling Queen was in Manehatten about five years ago spying on large congregations of ponies so she could know when to mount a large-scale attack, some fireworks by the magician had caught her eye. An odd performance of magic done with minimal magic was shown on a stage in the middle of the city plaza for about an hour, with autographs of the nation-famous magician being given out for a few minutes afterward.

Now, Chrysalis would have usually just shrugged it off as another pony just doing a bunch of peppy stuff for the petty enjoyment of others, but she was caught by the magician. Somehow, Trixie had figured out that the black-coated and green-maned pegasus she was disguised as wasn’t her real form and had managed to see through all of her attempts at dodging questions. Even trying to flee didn’t work, as she was quickly accosted by the pony’s tricks and exposed for the creature she was.

However, instead of the usual reception the Queen got—being screamed at and getting the royal guard called on her—she was seduced by the unicorn, who, after successfully prying the changeling from her understandable hesitance, ended up being extraordinarily adept at sex.

Chrysalis was fed quite a lot of lust by the time she left, as well as gaining a sort of respect for the surprisingly cynical pony.

Because of that, she wasn’t particularly surprised when another pony—a pretty timid and cute one at that—held a sort of lust for Trixie, even though the level of ignorance about the source of that lust served to be rather entertaining. That thought, though, soon combined with the plan already held in her mind at what she was to do here, giving her a devilish idea.

After a short while of staring at the image of the beautiful mare that incited in her such confusing feelings, Twilight Sparkle sent the poster back into the chest under her bed and let out another hefty sigh laced with lust.

“Why did I like feeling like that so much?” She breathed, her body feeling weirdly warm and tense as her mind went back just a few days to when the Devilish and Incredibly Powerful Trixie was leering down at her with her blazing red eyes, the crackling flare of her crimson magic filling the purple unicorn with such terror, yet with a level of excitement underneath.

“Why was I excited?” She asked herself again, the image of those powerfully glowing blood-red hues with the diabolical grin just below seared into her mind, the knowledge of how wholly she was under the magician’s hoof making her feel so warm with a shiver-inciting tingle sent through her loins.

Sighing once more, Twilight glanced out the window to her right to check the early night time and resigned herself to get some sleep, thankful at least that Spike was with the Cutie Mark Crusaders so that he wouldn’t be so irritated by her fitful lack of sleep.

She was just reaching out to the burning candle with her magic when a solid knock sounded from the floor below, quickly followed by two more. The unicorn blinked in incomprehension for a few moments, then turned to her bedroom door and realized what that sound meant, and let out a drawn-out groan because of it.

Getting up out of her chair, Twilight slogged over to the door and yanked it open with her magic, another series of pounding knocks echoing up from the main entrance, signaling that the first weren’t just some hallucination, as much as the mare would have liked that. She next trotted down the wall-sidled staircase whilst grumbling annoyedly about ponies not letting her get any rest, and continued her monotonous pace towards the door as yet another series of knocks blasted from it.

Letting out an even more exasperated groan, the lavender unicorn finally landed before the pair of doors and grabbed their handles with her magic, turning and yanking them back in sleep-deprived vigour, prepared to yell obscenities at her rude guest when a view that she never would have expected appeared before her.

“T-T-TRIXIE!?” She shouted with her eyes shooting open and her body jolting back in surprise.

And there Trixie was, leering at her with that grin that so enraptured the other mare, making her try to shake her head to clear it of the illusion, but still the leering unicorn remained, standing there, very much real.

Even without that blazing crimson glow present in her eyes and on her chest, that expression still seemed to peer straight into her soul and exposed all of her inner weaknesses, making her feel like she was burning up under its gaze. She felt so flagrantly hot and wet in the area just betwixt her hind legs, eventually letting her somehow draw her attention away from the gleaming grin of the blindingly confidant magician and to the streams of warm fluid leaking down her legs.

Twilight then let out a frightened and embarrassed ‘Eep!’ as she teleported to the bathroom, her cheeks flaring so hotly with the thought that she just wet herself in front of Trixie!

However, when she yanked the cover up on the toilet and hopped onto it, she looked down at her hind legs while keeping her magic lit to discover that the fluid creeping down them was not the typical yellow that she thought it would be, but instead a largely clear colour that she had no idea what meant.

Torn between bewilderment and embarrassment, Twilight hardly felt the time fly by until the door was thrust open by orchid magic, making the unicorn jolt back with her vision turning to the door, only to see that same devilish grin leering back at her.

“T-T-Trixie...!” The purple mare stuttered out in shock, her body attempting to push further backwards and her magic winking out, though the light of the night seeping through the curtains was still enough to let that grin gleam into her eyes.

“Well, well, well, Twilight Sparkle...” Trixie said in that absurdly confident and beautiful voice of hers, its bluster rocking through the other unicorn’s core. “Trixie sees a cute little mare that has been enraptured with her Greatness and Power,” She continued while sauntering on in, her horn soon flaring to bath the entire room in its dazzling glow.

Twilight was hyperventilating as the sapphire unicorn trotted over to her with her swaying hips and salacious grin, her eyes wide open with the pupils hardly more than pinpricks.

“Aren’t you going to say something to the object of your endless fascination, hmm?” The showmare teased as she stopped just before the other pony, “Or are you too busy examining Trixie’s luscious body?” She ended while twirling around and raising up to her hind legs, using a forehoof to keep her mane from obscuring her leer at the librarian while pointing her flanks towards her with the platinum-coloured tail swished back and forth, letting only the barest glimpses of her genitals peek through.

Twilight’s breathing hitched at the sight of the cobalt area down there, her body flaring with even more warmth than just the other unicorn’s predatory grin. The space between her own hind legs was nearly frothing at this point, clear fluid that gleamed with the orchid magic’s light drooled out of her vagina, and a blazing heat made her moan out through a bitten lip when she pressed her hind legs together to try to cover her privates.

A hearty cackle erupted from Trixie’s mouth when she heard that moan, then twirled back around to face its progenitor with a somewhat softer, though no less laviscious grin.

The lavender unicorn sputtered a bit as she tried to regain higher cognitive processing with violent shakes of her head, eventually managing to stutter out, “W-w-what are you doing here, T-Trixie?”

“Are you implying that Trixie cannot just visit one of her most passionate fans?” Trixie asked, her expression turning into a saddened pout.

Twilight’s mind was shoved back into the void at that turn-around, but a few more blinks and head-shakes got her back to focus. “I-I-I mean, why would you come back to me, a-after having just fled because of your, um, actions with the Alicorn Amulet...”

The magician’s expression jumped back into that confident smirk that so utterly defined her, her voice scoffing before replying, “Well, Trixie was still in the area, and she remembers seeing just how excited you were under her hoof. And so now,” She continued, gaining a tint of teasing, “Trixie wants to have a little bit of fun with you, Sparkle~”

“‘F-fun’?” The purple pony asked in bewilderment, her eyes squinted slightly in incomprehension.

“Yes, fun,” Trixie confirmed, leering back at the librarian. “However, this bathroom does not seem quite the ideal place to do so, so instead, Trixie shall wait for you in your bedroom so that you may then truly get to experience the Great and Powerful Trixie!” She exclaimed with a bright and powerful grin, then winked towards the other mare before turning on the spot and sauntering back out of the bathroom, her tail swishing with the same choreographed teasing as before.

Twilight was left panting with lust in the darkened bathroom, her body still so hot with the area between her legs drenched in fluid and so incredibly sensitive. As embarrassed as she was about all of this, she still wanted to see what the other unicorn wanted, as she might be able to explain what precisely was happening to herself.

Lighting her horn again, the lavender mare grabbed one of the towels in a stack in a corner and pulled it towards her crotch. Preparing herself for the flaring sensation, she then lightly grazed her inner right thigh to catch the liquid, leaving it to sort of tickle her in a way that made her groan out in exasperation as she tried to stifle a moan. The heat only got worse as the towel bared closer and closer her marehood, more fluid being spurted out of it that was soon caught by the towel as it came down around it.

Heaving pants and high-pitched moans escaped her drooling upper lips as she lightly pressed the towel into her labia, a blazing sensation enrapturing it as she slowly rubbed up and down in an attempt to clean up all the fluid. The sensation was only made worse as her rubbing went up to her partially smeared teats and down to her sweat-covered butthole, lighting an inferno in them that started to tighten something in her loins.

Moaning unabashedly now, Twilight rubbed faster and harder with her mind too far away to stop her, the blazing of her genitals seemed to burn with heat while the tension in her loins grew to be nearly painful.

Letting out a frightened gasp with a lewd moan mixed in, she yanked the towel away from her crotch while looking somewhat fearful at it, afraid that she was starting to hurt herself. She shivered with the lack of building heat and saw the fluid looked mostly cleaned up, even though it was starting to pour out of her vagina again.

Groaning again in resignation, she got to her strangely weak hooves, leaving her wobbling for a few moments with a dull tension throbbing in her loins and light trickles of liquid trailing down her hind legs as she started to walk out. Across the hall and down a room she went with the tricking only getting worse, having to shake the feeling off when she arrived just before the door to her bedroom.

Taking a deep breath and swinging a foreleg in front of her, Twilight tried to calm her anxiety before tentatively peeking into the room, only for her brain to explode at what she saw.

There, on the large, plush bed and lit by the candle on the opposite side of the room, was the Great and Powerful Trixie, laying on her right side with a foreleg propping her head up to look into the other unicorn with smoky eyes and a hefty smirk. However, lower down, right between her hind legs lay not a small and rosy vagina, as would be expected, but a dark, towering mass of a stallionhood that throbbed with power and need.

The huge pole soon jostled up and down as its understandably smug owner giggled at the librarian’s utterly floored expression. “See something you like, Sparkle?” The sapphire mare teased, taking her left hoof to the base of her shaft and swinging its erect length right and left.

Twilight could hardly speak, a flaming blush on her cheeks while the mouth below moved about and occasionally sputtered out something while her eyes remained fixed on that pillar of meat, utterly enraptured by its girth. Even the blaze in her loins and the words passing by her ears didn’t wake her from the trance, the scent now wafting by with its potent masculinity made her vagina froth with juices.

A roll of amethyst eyes and the horn above lit up, an orchid glow soon yanking on the frozen pony’s tail, making her squeal out sharply before darting her eyes around in embarrassed fear until they laid back on the large stallionhood of the other mare. This time, however, she was free enough to lick her lips and sputter out, “U-uhm, T-T-T-T...”

A small scoff escaped Trixie’s mouth, stopping the stuttering as she taunted, “Trixie rolls her R’s, not her T’s, Twilight Sparkle!” She pushed off the bed with her right hoof, moving her into a sitting position that only made her shaft look more massive along with exposing her huge balls. “You should know that with how much you seem to be enraptured by the Hung and Virile Trrrrrixie!”

Twilight darted her eyes between the stallionhood and its owner’s face, mouth moving about and licking its lips for several seconds before she eventually shook her head quite vigorously and forced her gaze to remain on the magician’s eyes. “U-um, I-, w-why...” Her eyes quickly darted back to the thick pole and her nostrils inhaled another hefty whiff of musk, leaving her unable to finish her question.

The well-endowed pony caught on, though, replying with a short cackle and a teasing, “Well, why wouldn’t the Great and Powerful Trixie have such an amazing dick?” Sliding one of her hooves along its length, she then asked, “So are you just going to stare at Trixie’s glorious cock, Sparkle, or shall you attempt to tend to its clear desires?”

“U-um, you mean...” The bookworm muttered as she lifted a hoof to point at the huge dick and big balls below.

“Yes. Trixie is horny,” Trixie deadpanned.

Licking her lips again, Twilight clenched her thighs to feel the wet blaze between them to have gotten even worse along with the inferno on her face, but she still trotted forward tentatively, her eyes tracing along the large, dark, veiny shaft and the huge, fur-coated, musky nuts underneath. That potent stallion-stench that tickled her loins so hotly became even stronger as she approached, filling her nose with its burning scent as the lewd pole took up more and more of her vision.

The unicorn slowly lifted herself onto the bed without taking her eyes off the dark blue marecock, then reached her right forehoof out towards it as she arrived just before its owner. The purple hoof creeped closer and closer to the faintly throbbing length, shaking with lustful anticipation as it neared with enough slowness for the cyan mare to get in an irritated scoff before they finally made contact.

The huge, dense, blazing cock throbbed into her small hoof as she faintly pressed into it, biting her lip as the sensations made the area between her thighs grow even hotter and wetter. She inhaled more of the incredibly potent musk as her muzzle subconsciously leaned towards the hefty balls, her hoof slowly sliding down the massive length and tracing one of the bulging veins that squiggled along its side.

Soon enough though, Twilight found her nose just before a pair of fuzzy sapphire testicles with her hoof caressing around their enormous size. A soft coo came from above, making her clench her thighs and bite her lip again in restrained pleasure, a laboured pant escaping her lips before she pressed her snout into the soft, musky, and sweaty balls and took a hefty whiff.

The lavender unicorn’s eyes rolled up into her head at the heady scent, a pleasured, if somewhat irate, sigh coming from its progenitor as she wrapped her left hoof around the enraptured pony’s mane. A few more sniffs and a needy moan came from said pony before she pulled her muzzle back, though now taking both forehooves to rub and caress the big nuts as she stared in lustful awe.

An exasperated groan left Trixie as she finally had enough teasing and yanked the purple mare’s head upward her her foreleg, making her yelp in surprise before her mouth was shoved against the flare of the magician’s gigantic dick, and while she tried to resist for a short while, a quick lick across the tip of her horn shot her mouth open far enough for the cock to shove itself in.

Twilight let out another pleasured moan at the taste of the magnificent shaft, the sweat and musk now invading her mouth and sliding across her tongue from the huge pillar of maremeat that went deeper and deeper into her maw, quickly finding resistance against her throat. The showmare was nothing if not persistent, however, so she plunged her dick straight in there, mush to the dismay of the choking and writhing mare that took it.

That massive, thick cock was quickly thrust into the very depths of the bookworm’s throat, the soft blue crotch the was lit in the candlelight pressing against her snout while the huge, fat balls resting on the bed pressed into her chin. She gagged and choked even more on the stallionhood, her throat trying to contract to its normal state, but only ending up to compress and writhe around the shaft that kept it open.

Trixie let out a quiet moan as she held her purple counterpart’s face to her crotch for a few more seconds, then let up enough for the lips around her dick’s base to pull up along it, covering it saliva as the submissive unicorn gagged a bit more, all the way until they were just before the large flare. She kept the mare there for a moment, letting her taste the salty precum that spurted from her urethra, before yanking her head back down to her base, gags and chokes coming with even more fervor this time around.

A relaxing to the flare and yanking back to the base, again and again and again in a rhythm as it sped up to a cycle every second, gags echoing through the dim and musky air as the huge shaft repeatedly impaled Twilight’s throat. Saliva was left in the purple pony’s wake as she was pulled back, only to have it serve as lubrication on her way back down, however, the liquid the mare was most focused on was the precum that spurted out of that incredible dick.

That lovely creamy and salty taste smacked into her taste buds each time the huge girth was shoved straight into her throat, plowing the tongue out of the way with hardly any resistance. The lavender librarian knew that that substance was only the precursor to the even greater semen that would eventually be pumped down her throat, the powerful throbs of the massive cock shoved in there spreading her esophagus out even further while the sweet, sweet cum flooded into her stomach in huge quantities.

Pints of the white fluid that would begin filling her up, quarts distending her belly like she was pregnant, gallons inflating her like a balloon that stretched her skin, barrels eventually making her burst in a an explosion that sprayed cum everywhere~. Everypony around would hear it and come to see what had become of Twilight Sparkle, the Element of Magic and personal student to Princess Celestia.

The mare was quickly pulled from her thoughts as she was yanked from slobbering even more on the musky, precum-coated cock that stood so prominently between the Great and Powerful Trixie’s hind legs. She drooled and sputtered incoherently while trying to paw her way back to the massive stallionhood just before her face, but the blue hoof entangled in her mane kept her from moving.

“Trixie does not plan to merely turn you into a receptacle for her cum, Twilight Sparkle,” The hung unicorn stated while yanking the other pony’s head up, eventually managing to get her to look back into her dominant eyes. “Trixie shall make you into her broodmare,” She whispered, drawing a moan and a shiver from the disheveled bookworm.

Twilight was then thrown onto the bed on her back with her hind legs wide open, her fluid-covered private parts displayed for the lustful and hung blue unicorn to gaze upon. Said unicorn soon moved to stand with her forelegs on the opposite sides of the fallen mare’s barrel, her huge cock protruding out from her crotch and starting to press into the other’s labia.

The pressure and heat the purple pony felt on those lower lips got worse and worse as the thick, throbbing pole was pushed with more and more force into her virgin tunnel, precum spurting from the former and splattering across the latter. The librarian’s lower lips soon began to spread with a pained moan coming from her, one that turned into a cry as the flared head of that massive dick finally penetrated her, prying apart her tight canal with such a dense, blazing mass.

A scoff from above brought the unicorn’s attention to the showmare that was beginning to impale her, the dimly-lit sapphire face flushed and breathing heavier in pleasure despite the disbelief on her face. “Have you not even had sex, Sparkle?” She asked with raised eyebrows, but soon shook it off and turned back into her teasing tone. “Trixie will show you what you have been missing out on by pounding your little pony pussy until you pass out!”

Hardly a moment passed before the Great and Powerful Trixie showed the lavender bookworm how powerful she really is, her hips quickly shoving half of her entire shaft down the tight snatch, prompting a shriek of pain and pleasure from the mare as her canal felt so fully invaded even without the additional length that had yet to enter her. Her pussy kept clenching sporadically around the thick stallionhood, inciting moans and whimpers from her that the owner of that stallionhood found so deliciously submissive.

After several more moments passed, Twilight managed to control herself somewhat with only semi-frequent clenches and moans that sounded across her bitten lip, her eyes soon focusing on the dark, cruel amethyst eyes of the sexy magician that gleamed with dominant intent. The grin just below them quickly grew at the meek attention, her hips pulling back slightly in preparation, which made the lower mare roll her eyes back into her head at the mind-blowing pleasure at something so minor, before the cock down there got shoved back in hard.

Another shriek of pleasure echoed throughout the room from Trixie’s massive, throbbing dick getting stuffed even further into the purple pony’s pussy, now even taking the medial ring in with the flare bashing into the submissive mare’s cervix.

“Oh... o-o-oh...” The bookworm moaned out, her hoof slowly reaching across her barrel and into the bulge now protruding from it because of the massive piece of maremeat rammed into her snatch. “W-wow... So... s-so f-f-full-l...nnngggggh!” She panted and stuttered, her pussy clenching around the cock that burned and tightened her loins, pushing her over the tipping point and making her nearly scream in pleasure as juice spurted from her overstuffed hole and all over the throbbing shaft that was impaling it.

A pleased cackle rang out through the room as the sapphire magician looked at the orgasming mess below her. “Cumming already, Sparkle?” She gave a small thrust out and back in, making the other mare cum even more and shiver even harder in pleasure. “If that’s all it takes, then...” She leaned forward, her forehooves moving to wrap around the purple pony’s withers with her muzzle just next to the latter’s ear, “Trixie can’t wait to see how much of a whore you’re going to look by the end of this.”

Just after uttering that, Trixie jerked her hips back with the attached stallionhood coming with it, only to get quickly shoved back in only a moment later, its flare smashing into the inexperienced unicorn’s cervix. Said unicorn was barely coming down from her pleasured high as a friction yanked back on her love tunnel, making her gasp, but the powerful bashing against her insides made her squeal as the orgasm came back full force.

The dark blue cock that was covered in precum and marejuice got pulled back again and shoved back in again, and again, and again, each time faster and with more force than the previous, its throbbing heat and pulsing veins squelching along the madly tight insides of the cutely squealing librarian, drool from her maw starting to splatter all over her face from the harsh thrusting her body was experiencing. All the while however, the cervix within got slammed with the rigid pillar of meat harder and harder, its hard form soon losing tension and begin to fold to the whims of the harsh invader.

Growls left the showmare’s throat as she kept going faster and harder, the irritation of resistance forcing her will into her toned hips, ramming her cock into the plump purple pussy with much more force than would be expected of a unicorn. Soon enough though, she started to feel a bit of give in that hard wall in there, giving her the incentive to finish what she started; pounding again and again and again with the strength of that barrier slowly fading away until finally, something popped in.

“OOOOHHHHHHHH!!” Twilight shrieked at the oh-so-deep intrusion, the massive, blazing, throbbing cock now into her very womb, where stretched out her cervix for a few seconds before a hearty yank pulled it back out again.

Trixie, despite realizing how close she herself was to orgasm, still remained determined to ride it out as long as possible as she thrusted her dick back into the other mare, the flare penetrating her womb again. Out and in, out and in; the rhythm repeated, though now on the threshold of the disheveled and shrieking lavender pony’s cervix instead of along her pussy, the flare stretching the former barrier out with each pass until it was hardly more than a sensitive ring around the mare’s vagina.

The room was filled with the hard slaps of hips and flanks, the softer plaps of balls and butt cheeks, and the high-pitched squealing orgasm that went on and on and on. The squelching of fluid-covered genitals sliding and slamming against each other carried an undertone to it all, with the grunts of effort coming from the dominant mare proving a bass to fill any gaps of noise.

Eventually however, the action came to a head as the hung magician plowed her cock into Twilight with even more force than usual, getting a spike in volume in the latter pony’s shriek that drew on with a deeper tone as the head of the massive blue cock flared and a huge, blazing load of cum shot into her very womb. Sputters of noise left her throat alongside the dying moan as more blasts of semen followed, the hefty nuts resting against her butt clenching as they shot those huge ropes of jizz into her insides, the amount soon growing past what her subconscious could count.

After some time, the bookworm was left sputtering nonsensically as her eyes looked up at the ceiling without focus and her body shook sporadically, the pleasure having utterly overwhelmed her mind. The gigantic pole stuffing her pussy softened somewhat, eventually getting pulled out with another unabashed moan coming from the purple pony.

Trixie’s exhausted, though rather amused face then came into view, waiting for the lower mare to slowly gain the slightest amount of consciousness needed to look back into her beady green eyes.

...Wait, green?

The showmare’s face then broke into a vicious grin as it saw the bewilderment and fear seeping into the other unicorn, the now showing teeth exposing the large fangs that were among them, gleaming in the dim candelight.

“Hah, bwah... t-twah...” Twilight stammered out, but shook her head lightly to try to clear it before trying again, “Tri... Trixie, w-what...?”

A deep, dark chuckle escaped the sapphire mare in a voice that was definitely not the magician’s. “Remember what I said, Twilight Sparkle?” She begun, the voice growing slightly echo-y as a green flame slowly enveloped her, twisting around for a moment before a ebony, shiny carapace replaced the soft light blue coat, the frost swoop of a mane became a teal, hole-riddled mess, and the pony’s entire body grew into a tall, vicious changeling Queen!

“Chr-Chryshalish!” The unicorn slurred in surprise and tried to escape, though no part of her was moving after such a shattering orgasm just moments before.

The deep chuckle again rang out, the black muzzle of the large creature leaning down with its mouth bared open, fangs glinting in the light as the little lavender librarian was unable to escape what was to come.

“AHHHHHHHHHH!!!” Twilight shrieked out as a pain pierced into her neck, the high alert of her vigilant mind soon fading to the exhaustion of afterglow and whatever else might be seeping into her bloodstream. The pain mostly went away after a moment, a warm wetness slurping along the puncture points and seeming to seal them, the glowing green eyes popping back into her view and leering at her with that smug, confident grin that told her of her failure.

However, even despite knowing she had failed, that grin still reminded her of the pony that held it so often as her mind faded into the blackness.

Chapter 2: The Void Within

“YOU’RE PREGNANT!?!”

The blue of eyes of Pinkie Pie with filled with stars as the face they sat on took up all of Twilight Sparkle’s view.

“Omigosh omigosh omigosh! You have no idea how many parties this calls for! This is gonna have all the parties! There’s gonna be one now and the gender reveal in a month and then another when we can feel the baby and one more at birth and then more for every single birthday and- and- oh, this is gonna be amazing!”

Six mares and one drake watched with bewilderment and amusement as the party pony ran around and rambled on loudly within the hospital room, the purple unicorn laying on the bed with a blanket atop her growing fearful as the energy made her feel somewhat threatened despite knowing full well that her excited friend had only the best of intentions.

“Alright, that’s enough, Pinkie,” Nurse Redheart said while wrapping her foreleg around the pony in question’s barrel and muzzle to stop her bouncing and rambling respectively. Gesturing towards the patient with her head, she got the excitable mare to adopt a guilty look and calm down as she saw the mildly panicked state her friend was in.

“Are you alright?” The nurse asked with concern, getting a wavering nod from the unicorn as she calmed down. “Good. Now, Pinkie,” The alabaster mare turned to the poofy-maned pony, “Twilight may be used to your... idiosyncrasies, but she is a lot more fragile like this, so you need to remain more composed around her, okay?”

Pinkie nodded with relative self-control, trotting to stand alongside her friends as they observed the purple mare, a question weighing heavily on their minds.

“So, um, Darling,” Rarity started with an awkward smile, “A-about your pregnancy, we, um... How do I put this tactfully?” She asked herself, pausing for a moment to thing before continuing, “We know that you will obviously be a parent to this child, b-but, um...”

“Who knocked you up, Twi’?” Rainbow Dash interrupted bluntly.

“RAINBOW DASH!” The ivory unicorn shrieked at the crude remark while Twilight and Fluttershy blushed in embarrassment. “Have some care! This is obviously a delicate issue for her!”

The cyan pegasus merely shrugged and rolled her eyes, replying flatly, “Yeah, well, I’d rather not have you stuttering for a few more hours.”

Rarity huffed indignantly before turning her attention back to the pregnant mare with a politely inquisitive expression and asked, “So, um, who is it, Darling?”

Twilight blushed even more at the attention and pulled up the blanket to cover her muzzle to try to hide said blush.

“Uh, a-are you alright, Twilight?” The other unicorn asked with concern.

“It’s, um...” The purple pony started, but quickly quieted to mumbling.

“Couldn’t hear that, Twi’,” Applejack said, leaning forward a bit to listen better.

Twilight gulped and tried again, though it only came out as more quiet mumbling.

“Geez, I thought you’d be more proud about having a kid,” Dash responded with a somewhat irate roll of her eyes, the crassness earning another glare from her fashionista friend. “Unless...” The pegasus squinted at the pregnant pony for a few moments before asking, “Was it AJ’s brother?”

Applejack shot the rainbow-maned mare a really weird look, but said mare’s attention was on Twilight’s shaking head. “Okay, so... was it Fluttershy’s brother?” Dash then asked, getting a ‘eep’ and a blush from the other pegasus. Another head-shake and she paused for a few moments, staring at the heavy blood flow to the purple pony’s cheeks, then asked, “Was it your brother?”

“That’s enough, RD,” The farmer stated while slapping her crude friend’s face with a forehoof and letting the bookish unicorn slowly drain the crimson from her face while Nurse Redheart rubbed her forehead with a hoof in her own irritation, though allowed the conversation to continue regardless.

“Hey, I don’t why she’d be so embarrassed otherwise!” Rainbow defended, but still got a disgruntled look from Rarity, who then shook her head and turned back to her lavender friend.

“So, who is it, Darling?” The pearl unicorn asked with a smile with some odd emotions behind it, not the least of which was curiosity.

Twilight remained silent for a short while but eventually mumbled out, “Trixie...”

“Hm? Speak up, Darling,” Rarity responded, leaning forward with an ear turned to the other unicorn.

“Um, it’s Trixie...”

“What was that? We can’t hear you,” The ivory mare said, looking a bit concerned at the abnormally quiet responses.

Pinkie pulled out a megaphone from her mane and held it out to her friend, adding with her usual elation, “Here, this will help!”

A pause of quietness before Redheart simply stated, “No.”

The earth pony shrugged and put the megaphone back into her mane while the other ponies shook their heads and turned back to the purple pony, who currently was pushed back into the bed in fear clear in her pose.

“We don’t mean to stress you out, Darling,” Rarity started with concern as she saw what her questioning was doing to her friend, “But I believe we would prefer to know, but we will not push you if you are too uncomfortable.”

Twilight paused as she tried to gather herself before clamping her eyes shut and pursing her lips as she attempted to force the name out. Failing for a few moments, she started to shake, making a few of the other ponies open their mouths as if to respond, but they were interrupted by a frightened shouting of, “TRIXIE!!”

Silence reigned for a several seconds as shock settled in to the other ponies and dragon, quickly followed by bewilderment and a barrage of questions.

“Trixie?! That stuck-up braggart?!” Applejack shouted in angry confusion.

“She’s a mare though, how would that even work?” Dash asked, baffled.

“Wait,” Spike started, then threw a glance at the confused nurse, “If it’s been about a month and a half, then...”

“She used the un-mouthy magic?!” Pinkie shouted in surprise and light fear with wide-open eyes.

“She must of had her way with dear Twilight right when she came to Ponyville!” Rarity exclaimed, shivering in fear at the horrendous acts the sapphire mare must have wrought upon her friend.

Spike smacked a table with his fist in anguish, shouting, “Dangit! I knew I should have went with you...”

“And I thought she was bad before!” Dash yelled in anger.

The conversation quickly degraded into a amalgamation of shouting in anger by four ponies and one dragon, Fluttershy backing up from the chaos and glancing towards Twilight, who was constantly sputtering out words in an attempt to intercept the argument, but tears started welling in her eyes at her failure. As she put her hooves to her eyes to cover her weeping, the yellow pegasus shuffled over to and sat on the bed, wrapping a wing and both her forelegs around the unicorn to help calm her down.

Nurse Redheart noticed the movement, and with her growing irritation at the unrest in what was supposed to be a calm atmosphere, screamed, “SHUT UP!!”

The room quickly returned to silence with the absence of Twilight’s weeping and Fluttershy’s comforting, the others soon looking towards them and drooping their heads in guilt at what they did.

“Now then,” The nurse started at a slightly subdued volume, “I know that you’re her friends and have every right to be worried about her condition, but shouting about it doesn’t help! And if you can’t abide by that lenient rule, then you can simply leave.”

The mares and drake looked around at each other for a few moments, trying to gather their thoughts and calm themselves, before Applejack looked to the crying pony and cleared her throat to get her attention. “S-sorry, Sugarcube,” She begun quietly, “We’re jus’ worried about ya...”

Twilight’s crying started to slow as she nodded in understanding, wiping the tears from her eyes to better see her remorseful friends.

“Needless to say,” Rarity begun with somewhat forced composure, “We still are a bit... confused, about the entire situation,” She glanced at the others to see the passive questioning in their eyes, “But, we will defer to your comfort at the moment. So if you want us to leave,” She grew a sorrowful grimace, “Then we will.”

The others felt the same sorrow, but still accepted it and said nothing for a few moments until Rainbow Dash asked with a gulp, “Do you... want us to leave?”

A few glances were thrown her way, but silence was still the main background as Twilight sniffed a bit more with drying tears, eventually nodding slowly.

“A-alright, Darling,” Rarity responded hesitantly, “We’ll, um, leave you be.”

As she and the others barring Fluttershy started to leave through the door, Pinkie looked back with a pouty lip and a slightly drooping mane and tail, asking quietly, “C-can I still throw you a party?”

Twilight gave a small smile in return and replied, “Later, alright?”

The pink pony nodded and left with the others, Spike offering a nod back to his adoptive sister before he left as well. Fluttershy patted her bookish friend on the back as she got up, getting an appreciative smile in response while she trotted to the open door and closed it behind her.

The purple unicorn sighed as she laid back in the hospital bed, stewing in wait for a short while as the other remaining pony in the room kept quiet, knowing full well the overwhelming thoughts that often made one wish to be alone during a pregnancy.

Eventually though, Nurse Redheart cleared her throat to get her patient’s attention, then begun, “Just more thing I should note, Miss Sparkle.” Getting a raised eyebrow from the unicorn who was now looking at her, she said, “It’s not just one child you have...”

“What?!”

Twilight winced slightly at the volume, but replied composedly, “Um, that’s right, Spike; I have quadruplets.”

Spike stared back at the unicorn who was sitting on her bed with wide eyes for several seconds, eventually closing them and letting out a hefty exhale. “Jeez, I thought we were gonna have at least an easy start with this whole parenting thing...”

The mare giggled a bit and patted her assistant’s head. “I know, but look on the bright side! We’ll have a lot more helpers to organize the library!”

“Yeah, after a few years,” The other purple creature quipped, shaking off the head pats. “In the meantime, though, you’re gonna have some pretty crazy company. Like, imagine the CMC’s, but every single day.”

“Y-yeah...” Twilight replied with some sourness seeping into her voice; the chaos from those erratic foals had caused her no shortage of headaches, and the idea of having them over even more was enough to dampen her bounding enthusiasm of having children.

Spike easily noticed the shift in emotions on her adoptive sister’s tone, replying with some regret, “Sorry. It’s just... I’m a little worried about this whole thing, ya know?”

The unicorn smiled back, though somberness still showed in her expression. “I understand, Spike,” She replied, putting her hoof onto her belly and rubbing it softly, “I know the circumstances are far from ideal, but I still am so happy about it.”

A few seconds passed in silence before the dragon said with a warm smile, “Alright. Do you need anything right now? ‘Cuz I wanted to finish some stuff up at Rarity’s.”

“No, I’m fine for now. Thanks, though, Spike,” Twilight replied with a soft giggle at knowing why he wanted to be with Rarity so bad, though still went to wrap her forelegs around him, getting a pair of arms wrapped around her in turn.

Releasing the hug, Spike offered a nod and walked to the door while saying, “See ya later, Twi’.” He then opened the door and exited, closing it behind him to finally leave the lavender unicorn with some time to herself.

Sighing heftily, the mare laid back onto her bed, her thoughts drifting away from her friends and to how she ended up here.

A couple weeks ago, she started experiencing mood swings, going quickly from nearly trying to kill Rainbow Dash for ruining her organization to gleefully hopping around for getting a new book. She also started experiencing the ‘morning sickness’ of throwing up and wetting the bed, the latter of which taking a while for the others to know about due to her embarrassment. Eventually, after her friends found out about all of what was happening, they dragged her to the hospital where she then found that she was pregnant.

After all that madness though, Twilight merely wanted some peace, so her mind next took her back to the pony that was supposedly to blame for all of it. Regardless of the criticisms from her friends about the magician’s tactics or her ethics, she still found the mare so very tantalizing, especially given that she knew she wasn’t the one to actually rape her to begin with. The confusing emotions around that part prevented her from saying what really happened then during her hospital visit, but some other parts of that encounter still stuck in her mind.

The purple unicorn subconsciously licked her lips and clenched her hips as she recalled the lovely sapphire mare with that massive cock jutting out from her crotch, the massive dark blue balls covered in sweat and secreting musk... Oh Celestia, she could never get that stallionhood out of her mind!

Biting her lip, the lustful pony then slid her forehood down to her marehood, finding it already blazingly hot and starting to leak fluids, quickly slickening as she rubbed the soft lips up and down, forcing a small moan from her mouth. She started breathing heavier as she hastened her pace, her attention dragged back from her pussy to the mouth-watering cock that the Great and Powerful Trixie had that one fateful night.

The large flare of that dark blue stallionhood enraptured her imagination, precum drooling out from the urethra and down its blazing length. The large veins bulging out of the magnificent shaft pulsed with the blood rushing through them, heating up her hooves as she traced them down to the thick medial ring and the darker coating that covered the lower section. Following the more subdued lines even further down to their ending at the gigantic orbs packed with cum that sloshed around as she caressed their enormity with her hooves.

Pressing her muzzle into that massive nutsack, Twilight inhaled the delicious scent into her nostrils as her tongue poked out to lick at the thick layer of sweat drenching the blue fur down there, unable to hold back against her mouth opened further to press the flat of her tongue into those balls and lap up the salty fluid covering them.

A loud, sharp moan barely broke her fantasy, only letting her realize just how much juice was frothing from her pussy at the thought of that glorious dick before her imagination drew her back in.

Done lapping up sweat now, the purple mare found herself dragging her tongue up the pillar of maremeat, catching all the precum in her mouth all the way to the flare, where she quickly wrapped her lips around it and shoved her head down the take in as much of the cock as she could. When pressure soon started to build on her throat, a hoof was placed against the back of her head and used to shove her even further downwards, making the immensely thick pole go up into her esophagus, immediately making her gag.

However, the pain of that choking only made her feel more pleasure as she felt like she was being put in her place for once, made only better by the one doing it being the lovely and dominating blue magician that had taken up so much of her thoughts recently. The massive pressure stretching her out reached an apex as the shaft’s entire length was soon lodged in her maw, the massive balls pressing against her chin and covering the layer of drool quickly forming there with its own splattering of sweat.

The Greatly-Endowed and Powerfully-Hipped Trixie then began thrusting her cock back and forth, pulling it out and exposing its slobber-covered length to the air and letting the other mare’s throat relax before slamming it back it, swiftly stretching the tunnel back out and making the submissive pony gag even more. Again and again she thrusted, leaving trails of spit splatting away from the lavender mare’s lips while pounding against her head so hard and denying her so much air that she started to get lightheaded.

Finally then did the magician smack into Twilight’s face for the final time with all the force that was demanded, firmly lodging her shaft within the other unicorn’s throat as it throbbed and flared, cum soon blasting out of its urethra in huge ropes and into the little purple pony’s belly. Rope after rope bursted into her, filling her gut and quickly beginning to distend her barrel, a forehoof somehow mustering the will to find its way there and rub the protrusion lovingly.

Back in reality again, the masturbating mare was still going, having to whip her head about to fling off some sweat from her mane as she moaned unabashedly, unable to care for whom may hear from outside.

Her mind, of course, was too busy focused on the shaft pulling out of her maw, letting her flop back onto her bed and leave her hind legs wide open for the slobber and cum-coated cock that the Great and Powerful Trixie was showing off. The huge flare of that cock was soon pressed into the purple pony’s palpating pussy, beginning to stretch it out with its gigantic, blazing girth, making it feel so very much bigger than it did on the outside.

The slick, throbbing shaft pushed deeper and deeper into Twilight’s tight tunnel, though it moreso felt like it was splitting her apart. She could already see the protrusion in her barrel by the time the dick was up to the medial ring, though that thick ring required a bit more pressure to insert on top of the building stress her canal was gripping it with, but with sapphire forelegs grabbing onto her own hind legs, it was swiftly managed.

The slow and languid push further and further in was no doubt teasing by the well-endowed mare, her hips rippling with muscle gained from hauling a wagon across Equestria for years and showing off their strength as some fluids from her crotch trickled down them.

Eventually, though, the wide flare of that immense stallionhood pressed into her cervix with the balls barely resting on the receiving pony’s flank, leaving a short bit of the rest of the pole outside her, making her desperate for the full package. Of course, the other mare felt the same way and quickly pulled her magnificent dick back, the large flare providing an additional source of friction and stretching on the way out until it reached the very entrance of the dark violet pussy.

Pausing for a moment at the entrance to let her partner writhe in need, Trixie next plowed her slick and thick dick into the librarian’s love tunnel, splitting her open once more and pounding into her cervix with the huge balls plapping into her ass, forcing a loud shriek of pleasure out of her mouth from the unbelievably deep pleasure. No time was left before another thrust was made and another shriek was forced, quickly followed by another and another as the thrusts became a rhythm of plowing, moaning, and plapping that struck hard and fast at the barrier to her womb, chipping away at the only thing that may prevent her getting pregnant.

Well... such a thing was a lost cause as the real Twilight Sparkle’s belly could attest to. However, the mare’s pussy was still so very slick with her juices as she vigorously rubbed up and down with both of her forehooves now, a heat beginning to rise on the puffy lips and not in a good way...

Back within the fantasy, a harsh thrust from the hung unicorn finally made a path into the darker pony’s womb with a near-deafening screech of pleasure bursting forth from her spittle-covered lips. That thrust was not final, however, as only a few seconds were spent to get used to the feeling before the magician pulled back out of the cervix and back just beyond letting the medial ring get some air before the entire shaft was plowed back in.

Another rhythm arose after the cervix was punctured, now the barrier was left as a bump in the tunnel to grip around the shaft that pistoned in and out of the womb it was meant to protect, precum flowing in as it slowly built to something more while it flowed from the hefty balls that slapped against the lavender flank with enough force to turn it red.

The submissive purple mare was left sputtering nonsensically in pleasure as the massive shaft rammed into her womb and pressed outward on it, flaring a large protrusion in the soft barrel for hardly a moment before the pole was yanked back out, only to do it again and again and again. Relentlessly the other pony thrusted, feeling the tight clamps of the canal on her shaft as another flare rose in her stallionhood, her pace becoming faster and more powerful with louder plaps of the harsh contact between the unicorns’ hips.

Eventually, Trixie slammed in with forceful finality and stayed there as her balls clenched, forcing a huge load of spunk up through her shaft and blasting out into the other mare’s body with enough force to be seen pushing out her flesh before it quickly splattered back down into the rest of her womb. More ropes of cum soon followed, the virile fluid flooding her and quickly making her feel even more bloated than the ejaculate into her stomach left her, making her mind stray even further from her body as pleasure overwhelmed her.

However, back in Twilight’s actual body, she still had not managed to finish.

She had had trouble with pleasuring herself before, the stress and friction from rubbing her pussy becoming somewhat painful after doing it for so long, but it all was eventually forgotten amidst the nearly consciousness-losing pleasure that the built-up orgasm could finally impart onto her. It was getting worse every day, and now it seemed it had become impossible, a thought that no doubt terrified the often madly high-strung unicorn.

Even as she went further, imagining the massive cock finishing off and pulling out of her plastered snatch with a wet shlick, remaining rock hard as it was hefted around a bit to show off all the cum covering it and trickling down across the balls below, the masculine musk there so powerful now that it could be seen emanating from their tantalizingly swollen and sloshing surface. The cock was then pointed down just slightly to the purple mare’s other lower orifice, its hot and slick flare soon pressing against her tight, virgin ponut to bringing a gurgling shriek from its owner from its immense sensitivity.

The huge flare then popped into the thick meaty ring, breaking the lavender mare’s voice as the shaft slid further inward with help from the slickening juices that it was coated it, such lubricant not helping the pussy still being feverishly rubbed in reality. A painful pleasure soon emerged as the cock felt so insanely thick down there as it stretched her insides outward, unlike the true pain emerging from her real abraded labia.

Twilight flung more sweat off her brow as she shook her head again, fear building in her as she tried so desperately to orgasm, though even with the thought of the massive blue cock being shoved all the way past its medial ring into her anus, she still couldn’t do it.

Attempting to focus back on the fantasy, the frenzied unicorn imagined the crotch of the sapphire magician finally pressing up against her plush ass, the huge globes of cum that hung below grazing against it as well, though their heat and musk was still easily felt by the impaled pony.

‘Impaled’ did truly feel like the right term there as well, what with her ponut being stretched to a thin cock ring and her anal cavity being flooded with the largest shaft imaginable. Her face clearly showed that pleasure too; eyes rolled up in their sockets to leave mostly blank whiteness, mouth wide open with the tongue hanging all the way out and drooling across the maw from whence it came, ears drooped but still twitching with unrestrained pleasure, and her horn sparking wildly with the ecstasy bursting through her mind and leaving her all but unconscious.

That face clashed heavily with the one felt on her real face; eyes clamped shut and teeth ground together in painful desperation, sweat pouring down it all with tears beginning to flow as despondence started to set in.

So hard did Twilight try to orgasm, not unlike the rock hard cock pulling out of her asshole while it clenched sporadically in unfathomable pleasure, trying to keep the turgid and torrid length inside of her. Arriving back at the entrance, the shaft was then shoved back in at speed, invading the rectum and swiftly stretching its walls back out with such harsh and vicious force.

Still nothing happened. The pain in her vaginal lips was nearly unbearable, but she continued to persevere with the threat of madness lingering over her.

The huge stallionhood pounded away at the purple ponut, stretching and relaxing it as the depths were flooded and drained in a relentless cycle that left no room for breathing. The hefty, musky balls she could feel slap into her ass and splatter their trickles of sweat and cum over it as another load began to churn within them, preparing for its release.

Shouts of pain left through Twilight’s gritted teeth, though the feeling of relief was still held just before her, forcing her to keep going further.

With a final PLAP, the cock utterly impaled her, creating a bulge even through her chubby, cum-filled belly as cum flowed up and out to fill the mare’s body once more. The thick, creamy semen rocketed out from the swaying and clenching balls and through the rock-hard shaft to fill and stretch her belly even more, making her feel bloated with pure cum in a way that somehow only added to her pleasure.

However, all of that imaginary pleasure was for naught, as the pained purple unicorn finally gave up with a near-scream as she yanked her hooves away from her sex and wrapped around her hind legs, curling herself into a tight ball that smelled so heavily of marejuice but sounded of sobs as the pony felt the frustration fully take hold. The chafed pain on her marehood was nothing to the pain of her inability to orgasm, the helplessness of being unable to do something so simple sinking in as she wailed into the night, eventually crying herself to sleep.

“Are you alright, Twilight?”

“Ahh!” Twilight shrieked as she jumped back in her booth at Sugarcube Corner, staring with wide eyes that carried heavy bags under them at the worried ivory mare on the other side of the table.

“...I suppose that’s a ‘no’ then,” Rarity replied cordially, though still looked back with those concerned eyes. “What’s happened to you to get you this high-strung, Darling?”

The purple mare gulped down the fear as she slowed her heartbeat with the knowledge of her current situation. “I, um... w-was focused on something,” She replied as she looked to the stark vanilla milkshake that was now on the table before her, leaning forward to wrap her lips around the straw and suck, trying her hardest to not look suggestive as she did so.

“You have been pulled out of such focus before, and it hasn’t been so violent before,” The other unicorn remarked as she floated her own milkshake up to her lips and took a dainty sip, letting the statement linger as if it were an open question.

Inhaling through her nostrils, Twilight pulled back with a slight blush from forgetting her magic and responds with hesitance, “I-I don’t know... I think it might be the mood swings...”

“It was still a little extreme, Darling,” The ivory mare responded, still looking at her friend with worry. “You do look rather exhausted, however. Perhaps that may be related?” She asked, though it was hardly a question.

“M-maybe...” The exhausted pony said, staring down at her forehooves as she tapped them nervously on the table. When she glanced back up at her friend, she saw a look that implored a deeper statement, and so she added, “I-I haven’t really been getting any sleep recently...”

“Why not?”

Inhaling again, Twilight paused to think for a short while before eventually shaking her head and saying, “I don’t know... I-I just can’t get to sleep.”

“Hm,” Rarity grunted, taking a moment to think as well. “It may be still related to your pregnancy,” She said slowly, “But I think it would only be because of how focused on it you are, leaving you incredibly stressed.”

“Y-yeah...” The lavender unicorn muttered in response, taking shaky breaths as she tried to calm herself from the unrelieved tension.

The other mare nodded, replying, “Clearly.” A few more moments passed in silence before she begun, “Well, I was headed to the spa with Fluttershy just after this, but seeing your current state, I think it would be best for you to come with us.”

Looking back towards her friend, Twilight considered the offer for a minute, eventually deciding that a nice bath and massage may help her take her mind off her worries for a while. “A-alright, I think that would be nice,” She said while scooting out of her booth.

“Ah ah ah!” Rarity tutted, holding her hoof up to stop the purple pony from leaving. “I still need to finish this,” She explained and took another sip of her milkshake, getting a slightly embarrassed look from her friend at her own hastiness.

“Oh, mmph, Trixie...”

There was no response to that, physical or verbal.

Of course there wasn’t; posters weren’t alive even when somepony was making out with them.

“I love you so much...” Twilight mumbled lustfully as she continued to slobber all over the stiff piece of paper that was usually hidden under her bed.

Pulling back, the mare then stared back at those sparkling orchid eyes with her own love-filled ones, biting her lip as she remembered the feeling of that huge cobalt cock pressing against her marehood. She could practically feel that hot, thick, throbbing length sliding across her velvety lips, precum smeared across them as lewd sounds echoed through her room.

“Mmlahhhh...” The unicorn slobbered out, her lust-drunk state preventing her from hearing the door opening behind her. As she pounced back onto the poster with a hoof rubbing in place of the stallionhood against her pussy, a gasp sounded from behind her, but was unable to break her from her reverie.

“F-fuck... so big...” The mare mumbled as she kept making out with the poster, unable to feel the eyes that watched her multiplying to a full six pairs of all different colours. “Ooompf, T-Trixie...”

Eventually Twilight rolled over, vigorously rubbing her muffin for a few seconds before she sat up and pulled the poster away again, looking at the slobber she left all over it and imagining that it was all over the sapphire magician’s face instead. However, when she moved the sheet down to think for a moment without the heady image of the Great and Powerful Trixie in her face, she jumped back into the headboard of her bed as she saw five ponies and one dragon staring at her with shocked expressions from the doorway.

“The hay are you doing?!” Spike shouted in bewilderment.

“And why would you be doing it?!” Rainbow Dash asked, confusion tinting her lust.

Pinkie Pie giggled and pointed at the purple pony, exclaiming, “She’s got the hots for Trixie, duh!”

Rarity gasped loudly, then yelled with anguish, “How could you fall for that insufferable braggart!?”

“N-no, I-I-” Twilight tried to respond to explain herself, but was cut off.

“An’ here Ah thought ya were reasonable, Twi’,” Applejack said scornfully. “Ya fell fer a mare, an’ one that got her head suck up her plot all the darn time,” She continued, shaking her head.

The berated unicorn turned to the only other one that may help her, but the yellow pegasus in question was still frozen in shock, a crimson blush covering her face.

“U-um, F-Fluttershy?” She asked in concern.

“...Oh my...” The orchid-maned mare muttered, then promptly fainted.

Rarity gasped again and rushed down to her best friend in horror. “Look at what you’ve done! Our dear friend has fallen because of your treacherous ways! And,” She turned to see the still disbelieving expression on Spike and let out yet another horrified gasp, “You have exposed poor Spike to your terrible and lewd ways of madness! WHAT HAVE YOU DOOONNNNE!!”

“U-um, I d-didn’t mean to,” Twilight responded quietly as she shivered while watching her friend wailing.

“It does not matter any more, Twilight Sparkle,” A heated voice replied, making the unicorn look past her friends to see Celestia behind them, her mien of utter disappointment and disgust. “You have betrayed us all and now put at risk all of the ponies around you. As such,” She continued in a darker tone, “Your punishment will be more than just a temporary exile, no... You are to feel the wrath of the Sun upon you.” Her horn flared a blazing orange as her expression switched to rage, the very light beaming through the windows now seeming to heat to a dangerous level.

“No no no! Please! I-I don’t want to be like this!” The terrified mare shrieked as she backed further into her bed, soon having to clench her eyes shut to avoid the brilliant light before her.

“THE DISEASE THAT TAINTS YOU SHALL NOT BE ALLOWED TO FESTER AND SPREAD!” Celestia shouted in the Royal Canterlot Voice. “WHAT YOU WANT IS IRRELEVANT!”

The air around her quickly got hotter, feeling to now burn at her coat and the flesh beneath it. She screamed in pain and she felt herself engulfed by flames, her body burning up and her life ceasing to be.

“GAH!” Twilight shouted as she jerked up in her bed, eyes wide and body shuddering in terror. Panting, she darted her gaze around her bedroom, finding it lacking the poster that was covered in her fluids or her friends at the door. “It was just a nightmare...” She muttered as she fell back onto her pillow, closing her eyes to calm herself down.

After several seconds of heavy breathing, the lavender unicorn sat back up and shuffled off of her bed before trotting off to the washroom. She rubbed her eyes as she entered, her head seeming to be weighed down by her exhaustion, but she eventually managed to raise it enough to see her face in the mirror above the sink.

The mare sighed again as she placed her forehooves on the sink’s edge while continuing to stare back into her dreary eyes, shivering slightly from the memory of her nightmares. When she begun to turn her gaze downward to find her toothbrush, a something black on her chest caught her attention.

Twilight quickly backed away from the sink and looked down at her barrel, immediately seeing the black colour coating her fur with a tinge of green tinting the decent bump of her babies. Staring and gulping in fear at the strangely shiny veneer on her belly, she tentatively reached a hoof towards it, eventually managing to touch it and find the regular fluffiness of her fur gone and replaced with a smooth, glassy texture that immediately made her gasp in terror at the realization.

“Oh no,” She whispered, slowly grazing her hoof along in a desperate attempt to prove her idea wrong, but the polished texture still remained. “No no no no...” She shuddered and started breathing quicker and heavier, hyperventilating as her forehooves went to her face and her body curled up into a ball. “Nonononono...” Her words trailed off into sobs as the knowledge of what was happening to her echoed again and again in her mind: She was turning into a changeling, and there was nothing she could do to stop it.

“Welcome to the Carousel Boutique, where everything is chic, unique, and--Oh!” Rarity’s usual line to her customers was cut off when she noticed who had entered and what state they were in, “H-hello Darling, is everything alright?”

The purple unicorn in question looked rather terrible, having not washed herself or eaten for couple days from the horrible truth that had shocked her to her core. The dull tan sweater she wore to cover her chitinous barrel hardly looked any better, but even the ivory mare before her was still more focused on the pony wearing it.

“H-hi, Rarity,” Twilight replied with a dry voice as she gave a faint smile towards her friend. “I, um-”

“W-what happened to you?” Rarity questioned rather bluntly, the appalment at her counterpart’s condition still taking her over.

“Um,” The other unicorn started, only to look at herself in a moment of realization. Licking her chapped lips and clearing her arid throat, she then replied tentatively, “I-I just haven’t gotten any sleep recently...”

“It appears to be far more than just that, Darling,” The fashionista said, eyes still wide at the sight of her dirty friend. “This simply won’t do. Come, Twilight,” She added, turning to trot into the dining room, “I shall get you something to eat and allow to wash off that grime covering your coat.”

Twilight followed her hesitantly, grateful for the hospitality but still very nervous about the truth possibly being found out. “U-um, thanks, but I-I just wanted to see i-if I could ask you for something...”

“Of course, Darling,” Rarity replied quickly, though with some concern seeping into her voice while she arrived at the dining table. “What can I do for you?” She asked with a charming smile as she turned to her friend.

“I-I just wanted some clothes...” The timid pony said as she sat down on one of the chairs next to the table. “M-maybe like a dress or-”

“A dress!” The clothes maker exclaimed with glee, though she glanced again at the state of the mare before her and quickly lost some of her enthusiasm. “Um, not to be rude, Darling, but what purpose would you have for that right now?”

Twilight gulped down some fear at the other pony’s energy, eventually managing to respond, “U-um, I just wanted something that can cover my barrel. I-I’m a little... self-conscious about it...”

The ivory unicorn nodded in understanding and replied, “Of course. That could be accomplished with a dress, but if it just your barrel you are worried about, perhaps there are other articles that would cover that better...” Here eyes wandered off in thought for a few moments before she shook her head and addressed her friend again, “I shall think on it some more in my own time. For now, I believe you have a shower to take?”

“Oh, o-of course,” The librarian replied and moved to stand up, but quickly stopped in thought. “Um, where is your washroom?”

“Oh, right,” Rarity replied, rolling her eyes at her own ignorance, “Up the stairs, second door on the right.”

Twilight nodded and fully stood up and plodded out of the room as her friend trotted over into the kitchen, quickly stopping the other unicorn again with her exclamation, “Oh, and don’t worry about the food; I shall prepare it while you wash up!”

Twilight Sparkle again shivered at the frightening image in her mirror; the black chitin having spread across her entire barrel and started wrapping around her withers and going down her legs. The large sweater Rarity had made for her may be able to cover that, but it wouldn’t be long before the ebony veneer began to peek out into the open.

Sighing in a sort of dreadful resignation, the unicorn looked to her baby bump--now more of a hefty bulge--that had faint green stripes running across it as it seemed to lightly glow with whatever changeling magic was in there. Hardly of a quarter of the way in and she was already feeling the weight slowing her down and sapping her strength.

She placed a hoof on the bulge and slowly rubbed along its smooth and squishy coat, yet it held a tension that kept it from really jiggling, the texture reminding her of a certain sapphire magician’s huge pair of balls. She shuddered with lust as the image manifested in her mind, making her clench her hind legs to try to curb those carnal desires, knowing full well that she could never actually finish and any attempt would leave her even more depressed than before.

Having read all the information she could on changelings--which wasn’t that much, given Equestria’s awareness of them had only really existed for less than a year--Twilight still hadn’t found any reason why this would be happening to her. She had also asked Princess Celestia through some very carefully worded letters to leave out any implication of her condition in an attempt to get any answers the ancient mare may know, but even that didn’t help.

Of course, there was one individual who most definitely would know about what was done to her, but it was... difficult, to say the least, to get to them, and even then there was no guarantee that they could be trusted to give actual answers...

However, what other choice was there beyond suffering with this absence of relief with everypony else ignorant to her plight?

Twilight quickly shook her head in disbelief; she couldn’t possibly be considering going out into the world alone, trying to avoid anypony noticing her to keep her friends from stopping her, hiking through the badlands with the punishing symbol of her mentor above her, all to maybe get some answers from a devious queen who had raped and trapped her in her own mind!

Looking back at her own body in the mirror, the slowly transforming pony decided that she could handle it, that this wasn’t so bad as to sacrifice her entire life and the livelihoods of so many others she had made friends with.

This was terrible.

She couldn’t handle this.

Most of Twilight’s legs were now blackened with parts of her head changing as well, her belly so big and heavy that even standing for more than a few minutes made her quickly exhausted and forced her to lie back down. Such size also clouded her mind with lust more often than not, the teats that she had remained mostly ignorant of before had nearly grown to apples in size, their sloshing heft that always got squeezed between her thighs and under her belly could seldom be ignored.

The normally merely timid unicorn was now kept in her room pretty much the entire day, the curtains closed and herself generally laying back on her bed, using her magic to get things from around the room to work on, such as writing, reading, solving puzzles, and the like. She would have relied more upon Spike, but she was too afraid to let any pony or dragon near her because they may find out what has happened to her.

While the mare’s six closest friends were very nice, she didn’t believe that so soon after an attack by Chrysalis on Equestria they would allow another changeling any chance of remaining here without being beaten nearly to death, and give how much she currently looked like one...

Twilight gulped down some more terror at the prospects before her; she could be discovered and beaten by her friends, stay hidden and remain in suffering, or brave the world around her to try and get answers. While the second option had already tortured her enough and the first stung at her even just thinking about it, the final seemed so ridiculous, but what choice did she have?

She already asked that question some weeks ago, and then she utterly dismissed it. But now that she had seen just how painful the only alternatives were...

How would she even go about that anyway? Given the heavily pregnant mare’s state, and how much worse it would get with time, how could she possibly go all the way from the middle of Equestria to the harsh Badlands without ever getting spotted? Perhaps by the time she had reached other places she would have no real resemblance to the Princess’s pupil and Element of Magic, but that would also mean she would then be a changeling, and despite how much sympathy a creature with a overfilled womb walking across the world should be, even she doubted that ponies would be kind enough to overlook the changeling queen’s invasion.

So what then? Just sneak around in the middle of the night and avoid all ponies at all costs, having to resort to stealing just to live?

The thought of that left a sour taste in her mouth, but it’s not like she had any other choice really; after all, the ponies she’d steal from wouldn’t really need that stuff, right?

“Goodbye, Darlings!” Rarity exclaimed as she and Fluttershy trotted off towards their weekly appointment at the spa, a pleasant wave sent to the cyan pegasus and purple dragon standing in the town square in the middle of the day.

A good few moments of silence went between the latter individuals as Spike’s gaze remained fixed on the ivory mare that continued walking into the distance before Rainbow Dash decided to end it with a teasing, “Done staring?”

“Wha-huh?” The drake sputtered as his rapture was broken, head quickly shaking off the rose hearts to allow his attention to turn to the pegasus beside him.

Said pegasus chuckled and rolled her eyes at her friend’s fumbling actions. “Whatever. Come on, I wanna go get that new Daring Do book,” She said as she trotted towards the large library that could be seen above the small houses around them.

“R-right,” Spike mumbled as he gathered his bearings and walked off after her, embarrassed having being caught in the captivation of his dream mare. “Um... I wasn’t aware that the new book was out,” He said, trying to start up a conversation to better clear the air.

“It’s all the news is talkin’ about!” Dash shouted excitedly, wings fluttering slightly and speed hastening. “Apparently it’s got this, like, temple that’s got a bunch of time travel stuff or something in there! Everypony’s saying is the craziest one yet!”

“Geez, and I thought only Twilight got this excited about books...” The dragon said under his breath.

The rainbow-maned mare still heard it though, and blushed slightly at the ‘uncoolness’ of being that ‘egghead-y’, but her emotions soon dropped off with the thought of her nerdy friend. “Speaking of Twi’, how has she been doing? I haven’t seen her recently,” She asked in a voice very out-of-character tamed concern.

Spike gathered a long breath in his nostrils as he kept walking forward, the large treehouse now only a short ways ahead. “I-I don’t know really,” He eventually said, his face portraying his confused and worrying thoughts. “She never leaves her room any more and whenever I see her, she tends to hide most of her body with a blanket. I mean...” He pondered his words for a moment, “I remember Twilight being pretty happy bout about this pregnancy before, but now...” He shrugged somberly.

“Yeah, she got pretty excited about that at first...” Dash said, looking rather pensive. “Pretty worried about her, honestly.”

The purple drake grunted in agreement while he walked to the main entrance of the library, getting the key from under the welcome mat and opened the doors. “Well, I think it’d be best for her to see someone beside myself for a change,” He said as he entered, suddenly remembering to cast a glance at the mailbox outside, but still found its flag lowered. “Book hasn’t come yet.”

“Aw, dang...” The normally jovial pegasus wilted in sorrow, but quickly shook it off with a reply, “Well, I’d still like to see Twi’.”

“Alright, come on,” Spike said as he walked towards the staircase, his friend following him and closing the door behind her. “Just try to be calm, she’s pretty sensitive,” He remarked while continuing around the wall-sidled staircase, eventually arriving at the top.

Dash watched from behind as the drake walked over to one of the doors and knocked on it, calling through it, “Hey, Twi?” When no response came, he added, “Rainbow is with me, do you mind if we come in?”

“...Is she asleep?” The cyan pegasus asked with a raised eyebrow.

“Eh, she’s probably just in the washroom or something,” Spike said as he slowly opened the door, peering into the small crack and looking around the room before more fully opening the door. “Stay here,” He requested as he went over to the washroom door and knocked on it, calling for the purple unicorn again. Getting no response once more, he adopted a more worried and slightly afraid expression while incredibly slowly reaching for the door handle and turning it, then opening the door itself.

Dash could hardly see inside the second room from her place just outside the first, but the dragon’s expression when he opened the door and looked around said it all. “Where is she?” She bluntly questioned.

The dragon exhaled worriedly and went back out of the room, going to the doors to the guest bedroom and washroom as well as the storage closet and opening them, but still finding nothing within. “She might be in the basement,” He finally said, though his tone was strained with denial. “She barely ever leaves her room, and I don’t think she’s ever left the house in a few months.”

They both then ran down the stairs and went to the basement door, flinging it open and going down the dimmed stairs there before flicking on the laboratory’s overhead lights and frantically looking around, yet Twilight was still nowhere to be found.

“She’s not here!?” Rainbow Dash shouted fearfully.

“A-apparently not,” Spike replied in much the same tone. “She definitely would’ve said something if she wanted to leave given that she always seemed so terrified of going outside...”

A few moments of panicked breaths and whirring thoughts before the mare asked, “Do you think somepony could’ve taken her?”

“You mean she might’ve gotten foalnapped!?” The dragon blanched in response, getting a quick nod back. He started freaking out even more at the thought of that, sputtering ineffectually for a moment before shaking his head and stating, “I’m gonna tell the Princess about this. You go ask around, maybe somepony’s seen her!” He finished with a shout as the pegasus flew up the stairs and out of the building, leaving Spike alone to dash up all the way to the master bedroom so that he may write a letter to Celestia.

“Please, Celestia, don’t let her be taken...”

Chapter 3: Life of Darkness

“Haahh...”

What had once started a pleasant heat in her loins and an odd infatuation to a mare she hardly knew had now become far, far worse.

“Hhaaaahhh...”

It had been turned into torturous blaze as her body was transformed into something she loathed--her fuzzy lavender coat now a thick layer of black chitin, her previously tidy violet mane and tail with stripes of purple and magenta were now dark teal and tussled with sweat and exhaustion.

“Hh-haaah...”

Her pride and glory, her cutie mark of a magenta six-pointed star, has now disappeared as well, the creature she had transformed into having not the type of magic that would allow for that, the blank space where it once stood only serving to remind her more of her weakness.

“Mmmph...”

And yet, even with all of that, it was hardly the end.

“F-fuck...”

The pain she felt has become an inferno that she lives in whilst in a body not her own, tormenting her unlike the painful heat before, but now as a cold, hollow feeling that has persisted since... well, she couldn’t remember. In this state, time seemed so fluid and ever-changing, unable to be understood and grappled with, leaving her in a state of bewilderment as it all seemed to pass in an instant after enduring a mundanity for what felt like years.

“Ha-a-ahhh...”

The heat inside of her felt such a mess of needy passion and empty pain, whereas the heat outside was so stale and unchanging, the feelings leaving her so disoriented that she couldn’t help but stumble, faceplanting in the black sand beneath her.

“O-ow...mmh...”

She stayed there for a moment, her mind empty but for the feelings of the world around her; she felt the harsh sand pressing against her sweat-drenched muzzle and her heavily pregnant belly, the dry wind grating against her body, hind legs oddly firm with the only reason seeming to be keeping her body in her lewd, submissive position as the wind slid past what was between them, imitating in her mind a sexy and domineering changeling Queen that taunted and teased her.

“F-fuck! Q-Queen!”

She shook it off as best she could--that illusion would be nothing compared to the real thing. Managing to stand up on wobbling legs, she looked forward to see a black spire rising out of the sand, flakes of glowing green spattered about it, not unlike the slick, black body she now possessed.

“Hufff!”

Her panting now showed some energy and enthusiasm, borne of devotion to get to that spire and the hive below to support the royal that would not deceive or manipulate her, as her only intention was to breed her hefty subject.

After navigating dark halls with occasional lights made from amber-like green goo, she found herself in a large spacious room of black rock with many large holes on the walls, seeming to be slots for some sort of large eggs.

‘This is the place,’ Her changeling instincts told her, ‘This is where we will be bred.’

Her wobbly legs finally collapsed, clacking against the hard rock floor and slapping her warm, bulbous belly into it and causing her to shiver with pleasure. She knew her children wouldn’t be harmed by some rough rutting, and so she was free to do with her huge belly as she saw fit--at least, until the Queen came in.

However, any lustful instinct to rub herself silly in preparation for her Queen was cut short by noticing the distinct lack of any life around her. Not in the entire hive did she run into a single other changeling, and while some may be around other parts of the structure, there would at least be some foals growing in this room.

Of course, she knew why all of this was; when princess Cadenza and captain Armour used their magic barrier spell, it slammed into all of the changelings and sent them flying for miles, many dying immediately on impact with the ground they flew to and most others dying afterward of starvation. If only she was more empathetic to the other (now current) race, then perhaps they would have lived...

But, she gasped when she realized that this was her chance to make up for her misdeeds! This was why she was chosen to become a servant to the Queen, so that she may pay for her crimes and help protect the Queen if any of those evil ponies were to try to harm her!

Er-wait, no, she would be too busy sitting around with her massive belly full of her Queen’s brood to help... Well, that brood would certainly be useful if any invaders were to come! Having tens, hundreds, thousands of other changelings would certainly help her amazing Queen defeat the horrible princess of Equestria!

But they would have to be birthed... not that was a huge issue, given her Queen’s immense ‘productiveness’, but dozens upon dozens of eggs pouring out of her... That idea just tingled her in all the right places; not just would it benefit the hive, but feeling that much pleasure would be amazing, and that’s all she should be worried about--broodmares weren’t needed for the intellect, after all.

Wait, no... she had intellect, she had a mind of her own, outside of pure devotion to the hive and its Queen... She knew the changelings were only forced out of Equestria because the wellbeing of all ponies depended on it, and them almost being killed was an accident, wasn’t it?

‘Maybe, but the ponies didn’t care about it afterward,’ She thought, angry at that part of her that still viewed the chaotic and controlling ponies as good and peaceful. ‘They just left them all for dead without a second thought.’

‘How were we supposed to know about that?’ That stupid pony part of her spoke up, ‘And how could we have possibly helped them? There’s no way they would accept help from those that almost killed them!’

‘We didn’t even try!’ She shouted back, suppressing those terribly moronic thoughts. ‘I thought ponies were supposed to be ungodly optimistic and you all just left them for dead because you assumed that they wouldn’t accept any help!?’ She huffed a bit, anger showing now in her physical mien. ‘You disgust me.’

With more focus onto her physical being, she then realized that resting on her tender belly like that was a bit painful, and so she pushed herself up into a sitting position, unintentionally grinding her crotch into the hard rock below, forcing an abrupt moan out from her lips as she remembered just how wet she was.

“Having fun there, Twilight?” An imposing and regal voice suddenly asked from behind her.

“Eep!” The changeling Twilight Sparkle cried, quickly whipping around, only for the weight of her massive belly to throw off her balance and make her tumble onto her side. A deep chuckle came from above, making her shake her head to clear it and look up to see...

“My Queen!” She shouted when the large form of Queen Chrysalis herself came into view, an amused smirk on her dark face.

That smirk turned into a pleased smile when she stuck her tongue out to taste the love coming from her broodmare. That love wouldn’t remain this rich for too long, as when the little ‘ling gets fucked into mindless depravity, her simple mind will be unable to produce any true love, despite the utter devotion she would have for her ruler.

As the tall creature opened her mouth to better feast on the love of her subordinate, another invisible and palpable flavour made itself known to the smaller changeling, making her shudder in lustful anticipation as she subconsciously looked down to the area between her Queen’s hind legs, and although nothing could really be seen there, she still started emitting a potent sensual taste into her emotional feast.

“It is good that you enjoy even the preamble this much, little one,” Chrysalis spoke with a now even face, “As given how long I have gone without breeding, your excessive fluids may be necessary to allow all of my eggs to be stuffed inside your womb.” Her deep, strident voice carried with it an air of power and majesty, making her subject innately wish to serve her, and the words she spoke make the subject shiver with lustful anticipation.

“O-of course, my Queen,” Twilight replied, shaking in submission as she again pushed herself into a sitting position, still woefully smaller than the Great and Powerful changeling before her.

‘Wait...’ She thought at that, inwardly looking at herself weirdly for a moment, before shaking it off to focus on listening to her orders.

“Now, I suppose you are here for a reason,” The royal stated, her commanding voice always seeming to send shivers down her subordinate’s spine. “Tell me what it is.”

The once-pony got a bit confused at that, as the one that had caused her pregnancy and the events thereby should know about everything that had happened to her. “Um, I thought you’d know by now...”

“I do,” Chrysalis said flatly, “But you shouldn’t care. You are my subject, and you do as I wish.”

‘Ohh... sweet Cele--no, Chrysalis, that level of submission is doing things to me...’ Twilight moaned mentally, and then resigned to her order. “I... wanted to know why you did this to me...” She responded, gulping down some fear at her Queen’s cold expression, “T-the pregnancy, a-and the transformation... and why I can’t c-cum...” The embarrassment of saying that word was enough to bring her attention to the flaming green heat on her cheeks, no doubt caused by the immense pleasure she has been feeling all this time.

“And you know why now, don’t you?” The larger changeling said as more of a statement than a question.

A nod came from her subject before she explained, “Y-yeah. Y-you needed somepony to help you m-make more changelings after... y-y-you know...” Her shame and guilt at the implication did not go unnoticed, though her superior’s look still wanted more. “A-and you wanted me because I-I was the one that hurt your changelings the most... A-and so now, the ponies can’t hurt you anymore...!”

“That’s correct,” The cold response came, Chrysalis’s imposing form starting to trot slowly around her subject. “But there is more I wish to do because of my changeling’s demise...” A look of grief showed through her tough exterior for a moment, but then it was back to complete dominance, “Specifically, involving you.”

“O-oh?” Twilight sputtered fearfully as she tried to follow her Queen with her eyes as she went behind her. “W-what do you mean?”

A deep, dark laugh escaped the large, imposing Queen, a malicious smirk on her face when she came back into her subject’s view. “I can’t just turn you into a broodmare and absolve your crimes, no...” She said, finally stopping in front of the smaller mare, who shook under the harsh expression of her superior. “You shall pay for what you have done.”

All of a sudden, the broodmare was thrown onto her back and unable to gather her faculties before a hoof was pressed against her slick and blazing lower lips, making her gasp and falter in her attempts to regain any sense of control. The hard surface of the hoof slowly moved up and down her labia, oh-so-slightly pressing into it and forcing uncontrolled moans from her throat as she quickly flew towards climax...

Before the hoof was lifted away, leaving her incredibly unsatisfied with a burning, almost painful pussy and heftier breaths than even during her time in the desert.

“That was far too quick, you pathetic twat,” Queen Chrysalis insulted, her leer hardly visible though her subject’s blurred vision. “As much as pleasure is your job, I need you to be more than just a writhing pile of pussy.”

Twilight couldn’t respond to that--at first, because of her exhaustion from the teasing, but then, it was because the teasing returned, and abrupt moan bursting forth from her mouth as she shook on the floor, her snatch winking and pulsing wildly as it tried to get more pleasure from the large black hoof pressing into it, to no avail.

And then at the precipice of orgasm, the source of pleasure was pulled away, another crude remark coming with it; “If you’re so eager for orgasm, why aren’t you trying to get there yourself?”

The little changeling quickly realized how foolish she was! Why would she need someone else to pleasure her; she has gotten herself of many times before now, after all. However, when she tried to lift her forelegs off the floor, they felt unmovable--not just from exhaustion, but like something was holding them there.

“Ah, that’s right,” The deep royal voice came from above to taunt her again, “I am your Queen, and you cannot do anything without me allowing it.”

Right, of course, the Queen’s magic. Her royally powerful magic that has somehow held onto its strength after all this time battered and beaten, only to hold this little ‘ling to the floor to show her who’s boss.

“The only reason you’re getting this special treatment is because I have noling else to breed right now,” Chrysalis said, somehow able to notice the increase in marejuice deluging from her subject. “I have been rather pent up, after all, so consider this your lucky day.”

No more could Twilight wallow in guilt about harming her current ruler before the masculine musk that floated at the edge of her perception burst to the forefront, its newfound strength fogging her mind and leaving her writhing against the floor with unabashed moans echoing all through the room.

A meaty smack hit at her plump belly, forcing a loud gasp from the broodmare and leaving her breathless as she felt what was soon to pump her full of eggs rest on top of her with its immense weight and massive girth. Incredible heat could quickly be felt blazing from it and into her own body, flooding her mind with thoughts of her one purpose now; to be bred by that huge, beautiful rod and stuffed full of eggs from the hefty balls hanging below.

“I suppose I should not just why I’ve purposely stopped myself from making you orgasm,” Chrysalis said nonchalantly, as though she had just thought about it. “You obviously haven’t been able to cum before, but now that you are in my presence, breathing in my pheromones, you are now able to.” She slowly humped her subordinate’s inflated barrel, admiring the way the smooth and slightly indented texture from the eggs inside felt along her stallionhood, and also explained, “The reason why is so that when I am breeding someling, they can still orgasm, but when they are away, they are then driven back to me.

“Now then,” The Queen said while pulled her weighty shaft back along her subjects’ belly for several seconds, drawing it out to fully impart its immense size onto the smaller changeling below her. “While I do wish for some pleasure of my own, your punishment is still not over. So,” She let go of her broodmare’s forelegs and grabbed her head with her green magic, yanking her up and pulling her so far forward that she flipped onto her belly, leaving her head just before the huge stallionhood between the other’s legs, “As the crude ponies say, ‘Suck it.’”

Twilight was left more breathless at her belly being smacked into the ground, but heaved some breaths in an out before looking up and finally seeing it; her Queen’s cock.

It was so incredibly large, even bigger than the one she had when she first impregnated her, and its tremendous weight forced it to curve downwards even with the amount of blood flowing through it that would generally leave it fully erect. Its colours were of the bright green and dark black that were so ubiquitous in the hive, the main shaft seeming to glow with its vibrant colour while the dark sheath shimmered slightly from the sweat that had formed there due to the torrid air around them.

Of course, that was not to discount the balls, as they too enraptured the little changeling’s mind. Their enormous, medicine ball-like size and weight left them slightly squeezed between the Queen’s hind legs, even despite how they hung half way down the thighs. Their slick black surface glimmered with more sweat than the shaft above and was slightly hazy due to the thick musk visible around them, both effects telling of the incredible heat given off by the bulbous balls, swollen as they were with oceans of cum.

“Well?” The hugely hung royal teased, wiggling her cock back and forth a bit, its mass leaving it swaying past when its owner stopped while the balls below jiggled and wobbled, smacking wetly against the large thighs they hung between.

No longer could Twilight’s shock and awe keep her unmoving, her lust being so great that she couldn’t help but throw herself at the stallionhood, grasping its girth with her forelegs while she slobbered her tongue all over its flare. She felt the blazing heat of it against her body, and immediately wanted it inside of her, even though it wouldn’t be the ideal orifice for it just yet because of her Queen’s command.

She opened wide her maw, finding it going far wider than she was used to as a pony, and quickly moved forward to stuff it with the massive glowing cock before her. Past her lips the flare went before plunging into her throat, the former’s heat felt nearly scorching to the latter’s tight grip, the odd pain/pleasure forcing the broodmare to grasp harder on the shaft to push it harder down into her esophagus.

Unfortunately, the little changeling could not take it even to the medial ring before her throat got too tight for the immense girth stuffed down it, the realization shaming her and disappointing her ruler.

Chrysalis sighed and said with some irritation, “What good are you as a broodmare if you can’t even take my cock into your mouth?” She shook her head and gripped the shamed subject’s head with her magic and remarked, “Guess I’ll just have to make you then.” She then yanked the head down, quickly forcing about twice as much of her shaft into the tight tunnel, going nearly up to the sheath now.

Even without her pony-self’s gag reflex, the huge, girthy pole stuffed into Twilight’s throat didn’t feel like it should be there. It may have been because of her knowledge of how sex worked, even despite having something similar happen to her before (by the same creature, no less!) or, it may have been that it was cutting off her air flow. With that rock-hard rod filling the entire width of her throat and stretching into into a tight covering around it, air couldn’t make its way past, forcing the mare herself into a writhing mess as she tried to use her throat muscles to expel their clog and grip onto the slick sheath still sticking out with her forehooves, but to no avail.

The Queen could hardly care for her subject’s suffocation; changelings were more resilient than those stupid ponies, after all--and, she could hardly deny how good it felt for the filled maw to be tightening so frantically on her length like that while shaking hooves rubbed at the part of her maremeat that remained outside. Those movements could not last, however, as she pushed harder on the the smaller changeling’s head while shoving her own hips forward, her sheath sliding forward and hitting a pair of lips wrapped tightly around her cock before popping inside.

Now, stretching her broodmare’s mouth to its limit, the massively-endowed royal managed to shove her entire shaft down that puny throat, its clenching hardly wavering, but the hooves that once rubbed at her sheath now were dormant. Looking down below her, the large mare could see just how little functionality the bitch had become at this time, what with her body nearly limp but for the occasional twitch of a hoof or clench of her throat.

Chrysalis laughed at the amusing display, though she felt it could give some more pleasure, and thus magically grabbed hold of the once-pony’s forelegs and wrapped them around her own gigantic ballsack, the feeling of that light touch against it forcing a pleasure sigh from her throat. She used her magic to move the forelegs around a bit, simulating the mare fondling and groping at her nuts, making her bite her lip in the pleasure that came thereby.

She then pulled back oh-so-slowly, drawing out the massive, slobber-covered shaft’s exfiltration until her sheath shlurped back out, an instant of air pushing its way it and pulling the tiny changeling down there from whatever half-conscious state she was in. She seemed to quickly realize how the cock was leaving her throat and her forelegs were rubbing along her Queen’s balls as she seemed eager to make them both feel more pleasure, if her wild throat-clenches or forelegs pulling on her magic was any indication.

“Oh, good, you’re awake,” The ruler teased, leering at her subject with a salacious expression, even though it couldn’t be seen. “I was just getting ready to face-fuck you until you pass out, though some added pleasure from your mouth and hooves wouldn’t hurt.”

While that wasn’t what Twilight was intending to do, as she only wanted to dislodge the shaft and pull away from the nuts, but she couldn’t find it herself to stop and pleasure she could feel giving to her Queen made her question why she ever wanted to stop. Because of that, when the green magic disappeared around her forelegs, she took control of them and gripped tightly onto the huge black orbs to better grope and massage them, and meanwhile, her throat clenches became less frantic and more purposeful with slower motions so that they could be savoured more by the other mare.

“Ohh... you are surprisingly good at this for such a virgin...” Chrysalis moaned, having to pause her movements to get control of herself before she could resume pulling out. The maw of her subject, while coated in saliva and precum, was still too tight and madly spasming for her to pull out quickly enough to truly rut. However, she sought to remedy that.

The small broodmare was relishing in how amazing her Queen’s cock felt stuffed into her throat, even as it was slowly pulled out to its medial ring, the pleasure too great for her to realize what was happening before the vibrant green pole got shoved back in to its base. The burning suffocation came back to her, though now she would not give in to it, for the pleasure of her ruler was the only thing that mattered to her now, and so even while she felt the cock’s blazing warmth and the thick precum spurting from it deeper into her esophagus while her hooves explored the massive girth of the pent-up balls connected to it, her only purpose for drawing the pleasure out was to satisfy the one creature who’s wishes actually mattered to her.

“Ah, now you realize...” The dominant changeling muttered, savouring the tight grip on her shaft for a moment before pulling back again, “What you were made for!” She thrusted back in, the sensations from the previous time--the hot, tight tunnel surrounding her cock, the rubbing against her swollen balls, and the emotional resolve of the other mare to resist failing--they became stronger, and she couldn’t help but laugh at her victory at turning the one being that had ruined so much of so many into her personal bitch.

Chrysalis’s cackle quickly turned into a moan as she turned her individual thrusts into a continuous rhythm, pulling out with a wet shurlp and shoving back in, now with enough force to make a plap sound as her hips contacted her broodmare’s muzzle. Her balls, though, were still held in place by the black forelegs wrapped around and continuing to pleasure them even in the midst of their owner’s extraordinary ecstasy.

More moans escaped the Queen’s lips as she hastened her pace, the noises of her intercourse becoming louder as well while the mare below lay limp but for the wild ministrations of her throat and hooves, all of her will being poured into pleasuring her ruler and wishing so desperately that she would get the gallons of delectable cum injected into her stomach.

However, the tall changeling had other plans. One moment she was thrusting quickly, moaning and muttering in pleasure while her groin smacked loudly again and again against her subject’s face, and the next, she was completely stopped, her face a mask of effort as though attempting to hold back her orgasm as she remained firmly planted in place, her cock stuffed all the way into the smaller creature’s maw.

“You are... far too pleasurable in this position... my little broodmare...” Chrysalis panted out before deftly hauling her entire shaft from said broodmare’s throat, leaving it hanging there in the air, rock hard and covered in slobber and slimy green precum. “I’d rather not waste this prodigious load in your stomach, after all...”

Twilight then realized her fault; while she was to provide pleasure for her Queen, she was a broodmare first and foremost, and impregnation should come before pleasure, and with this amount of semen, she most assuredly did not want to waste it.

“Mmm-hm...” The mare mumbled in assent as her exhausted body flopped to the ground, though she was reminded again of her status when she felt her belly hit the ground first, shocking her with some pain and submissive pleasure.

“I’d prefer if you didn’t hurt those eggs,” The royal tutted, grabbing the bliss-struck mare with her magic and flipping her over so that she hovered above the ground face-up with her drenched snatch facing the other’s stallionhood. “While they may be rather resilient, my children are still in there. And,” She continued as she moved forward to stand above the smaller changeling, “They usually don’t take this long to grow; that’s only because of how weak I currently am.”

‘W-w-weak...?’ The broodmare’s lust-addled mind thought in bewilderment, ‘H-how many eggs w-would she make if s-she was s-strong?!’

Twilight couldn’t think any more on that subject before her body was pulled back and the huge cock that was hanging under her superior was shoved forward, quickly penetrating her all the way to the medial ring. The small mare was left breathless at the insane pleasure, unable to even moan or wriggle in the magic of her powerful (yet still somehow ‘weak’) Queen, who herself was biting her lip and closing her eyes as she savoured the blazing, slick, and velvety grip on her massive shaft.

However, the vaginal tunnel wasn’t as tight as the oral one--likely a side affect of its rutting months before--and thus allowed the girthy pole to easily delve further and further into it, a lewd shlllurp accompanying it to the base, only being broken by a quick pop as the sheath entered and capped off by a quiet plap when the two groins finally contacted.

“Mmmm...” Chrysalis moaned as her gigantic stallionhood throbbed with power, the snatch it was gripped by pressing on it with its own heat from all sides and reciprocating the pleasure that was brought onto it. When the large changeling reopened her eyes, she immediately saw the squirming bitch impaled on her shaft, unable to express any emotion beyond the mind-melting bliss she was drowned in.

“Oh, by the way,” The tall mare said, just remembering another factoid about changeling intercourse, “If you’re wondering why that went in so easily when it took a lot more effort the last time I bred you,” She laughed a bit maliciously and gave a small thrust of her hips, watching the broodmare writhe even more at the pleasure, “It’s because your cervix is a lot weaker.”

The Queen then yanked out her cock, feeling the faint pull of the aforementioned cervix on her flare for but a moment before the rest of the retreat left it just inside the tiny changeling’s pussy. She could feel her huge balls moving this time as she pulled back, their immense weight being thrown back from resting partially against the previously purple plot and then slapping into her own thighs with a light smack.

A new rhythm quickly spawned in this new position with no real pressure stopping this one, the large black royal’s thrust going from flare to hilt and back again in hardly more than a second, and getting faster! The large cavern of the hive’s nursery was filled with lewd squelches of pistoning motions and plaps of hips and balls slapping, faint whimpers of the fleshlight/broodmare and lip-bitten moans of the breeder hardly heard underneath it all.

The smaller changeling was likely orgasming from the moment the cock popped into her--her pleasure was too great to tell, though more may be said about the juices cumming from her pussy; that huge rod that plunged repeatedly into her deepest depths came out covered in a gooey gossamer sheen, its own precum and the marecum of her subject spread all over it and stretched lewdly between it a large splattering on the broodmare’s crotch.

A heat and tension in Chrysalis’s loins started to make itself known as she accelerated her pace--a full cycle every three-quarter’s second now--the pleasure finally having a noticeable impact on her as her moans became louder and more unabashed, though they still went eclipsed by the shlurps and plaps of her intercourse.

Stronger and more prevalent the blazing pressure became, accompanied by the strain of her legs’ movements and the sting of her balls’ slapping to push her pleasure to its peak, a determined grin growing on her face as she readied herself to finally breed the little bitch that had so thoroughly ruined her before. She could only express that much due to her amount of practice in this discipline, though the bliss still got to her under the surface, preventing her from thrusting any faster than once per half-second...

At least, for the few seconds it took before a resounding, final PLAP echoed through the room as the hung changeling hilted herself in her broodmare and remained there, a loud, lewd moan bursting forth from her lips and past her hanging tongue, the pent-up seed finally finding its escape. The massive black balls that rest so firmly onto the other’s black posterior clenching and shooting gallons of spunk through the massive cum cannon lodged in the writhing mare’s snatch and into said mare’s already-inflated womb, mixing with the whiter mixture and larger eggs to blow up her belly like a balloon.

The Queen’s exhaustion made her let go of her charge’s body, though it remained firmly impaled onto her glorious stallionhood even while it injected steaming hot loads of changeling goop into the little broodmare, making her belly quickly press against her ruler’s and push them apart.

Chrysalis found it within her orgasming self to look down at the mess of a mare she made below her, the inflating belly glowing a bright green and pressing into her own barrel with all the cum already stuffed into it. More was still coming, though, making the smaller changeling’s belly distend with its weight and drag her downwards, her ruler’s still erect cock being pulled down with it.

Eventually, after several minutes, it did come to a conclusion; the royal panting from her orgasm while her subject was so inflated and the shaft she was impaled on angled down so far down, that when it started to soften--thus pulling back and relieving some pressure on the overworked pussy--she began to slip down it. The larger mare felt this and backed up to fully let the broodmare slide off of her cock with a wet shliiii-pop! when it eventually came free, letting her body land on the floor below and green goo pour out from her snatch.

At this point, Twilight’s belly had expanded from the volleyball it once was and into the size of a modestly-sized beachball, though the fluid inside’s mass distorted it like a water balloon. That was rather good for the eggs’ survival, though, as the large amount of fluid they were surrounded by would dampen any pressure applied from the outside, and given changelings’ incredibly stretchy bellies, there would be a negligible chance of it popping.

The changeling queen soon gathered enough breath to start laughing, her entire body soon shaking with it. “And with that...” She said, exhaustion clear in her voice, “I have won.” She stepped back further to getter a better view of her bulbous broodmare, the flaccid cock hanging between her hind legs swaying with each of her steps. “It’s a wonder how that empire remained there for so long if this is all it took to break one of its ‘heroes’,” She said, recalling the pathetically few steps she had to take to get where she was then.

“And,” She continued, “Given this fool’s standing amongst those absurd ponies and their leaders, it will not be too difficult to topple that supposed ‘utopia’ they have hidden in.”

“Oh, are you done, Queen-Mother?” A quiet voice suddenly asked.

Chrysalis quickly looked towards the room’s entrance to see the hive’s remaining nurse standing there timidly. “Of course, Nurse,” She quipped, “Why else would I be calling out my victory as such?”

The nurse didn’t seem to know what to say to that, so she instead trotted forward towards the inflated changeling, a slight amount of surprise visible on her face. “I’ll take care of her,” She spoke tenderly as she tended to the broodmare.

The Queen merely smirked as she trotted off to her personal chambers, muttering maliciously under her breath, “You shall not last much longer, Equestria. You will pay for what you have done to us.”

Author's Note

I should note the differences between what Twilight and the Nurse call Chrysalis; the latter says ‘Queen-Mother’ as Chrysalis is both to her, though Twilight’s submission and non-relation to the Queen has her say ‘My Queen’.