Feeding Frenzy

by Some Leech

Rating: mature
Tags: Porn, Ocellus, Fetish, Comedy, Sex, Twilight Sparkle, My Little Pony: Friendship is Magic
Length: 5161

Finally able to sate her curiosity about reformed changelings, Twilight humbly asks Ocellus to help with some research...

There's a lot Twilight doesn't understand about reformed changeling, since they're practically a new sub-species, but she plans on remedying that. With Ocellus attending classes at the School of Friendship, the curious Princess invites the friendly little love-bug down to her laboratory for a little experiment...

Kinks Include: Futa on Female, Potions, Love-Drunk Shenanigans, Oral, Vaginal, Rut-Lust, Rough Sex, and a Cream-Filling Climax

Artwork by Hatter's Lye
This was a collab and goes along with an animation Hatter's Lye made. The full loop is on his Subscribe Star (hatter-s-lye), but he's also got tons of good stuff on his twitter (@HattersLye)

If you want to help support me, I have a Tip-Jar/Patreon HERE

Published 2021-06-16 20:20:05 UTC
Last updated 2021-06-16 20:20:05 UTC

Amorous Analysis

“I’m so glad you decided to show up,” Twilight chirped, closing and locking the door behind her guest.

As Ocellus trotted to the center of the room, she drew to a halt and surveyed the interior. Within the bowels of the School of Friendship, far departed from the classrooms and dormitories, Twilight’s lab was relatively hidden. Glancing around, spying various sorts of equipment and potion lined shelves, she could understand why such a place wasn’t easy to find - after all, the last thing the Princess would need was somecreature accidentally getting hurt.

“I really can’t thank you enough for this, Ocellus, you don’t know how unique of an opportunity you present!” Twilight exclaimed, trotting around to face her guest.

“I don’t see why I’m so special. It’s not like you couldn’t have asked Thorax for volunteers before now,” the little changeling murmured, sheepishly smiling at the mare.

Twilight’s grin broadened, as she peered down at the bug-like filly. Nearly half her size and covered in an arctic blue hide, her lustrous cyan eyes drifted across the room. She retained a soft carapace and horn, like the rest of her kin, yet those weren’t what held the Princess’ interest - no, that concerned something altogether different; Ocellus was a juvenile changeling.

“As you’re well aware, you’re the only one of your kind attending this soon-to-be illustrious institution - as such, you’ve presented me with an invaluable opportunity. Reformed changelings are relatively common and would be easy to study, however adolescents are a relative mystery,” the alicorn explained, studiously pacing before her guest. “If you wouldn’t mind, I’d love to run several tests on you - nothing harmful, of course, just a few things to help is better understand how the changelings have changed,” she giggled, amused by the inadvertent wordplay.

Halfheartedly shrugging, Ocellus looked up to the Princess’ face. Twilight had played an instrumental role in defeating Chrysalis and freeing her people, not to mention helping the newly founded Changeling kingdom with support, so she saw no reason to deny the request - sure, it may have been a little weird get poked and prodded, but it couldn’t be too bad.

“I’ll do whatever I can to help, Headmare Twilight, just tell me what you’d like me to do,” she hummed, her grin broadening.

“We’ll start with some simple measurements,” Twilight beamed, levitating a clipboard and measuring tape from a nearby countertop. “Hold still for me.”

Meticulously documenting the little changeling’s dimensions, she steadily moved down the young mare’s body. Lifting one of Ocellus’ hind legs, wrapping the tape around the limb, she peeked to the shapeshifter’s loins; it was a necessary step, but one which allowed her to confirm something she’d read about. There, hanging between the girl’s thighs, rested quite the interesting package.

The equipment could pass for stallion’s, at a glance, but she knew better. According to Thorax, juvenile changelings went through a physiologically tumultuous time throughout puberty. Their genitalia almost always presented as male, because of the various hormones surging through their growing bodies, regardless of their sex. It was an intriguing phenomena and one which she was compelled to investigate.

“Um,” a voice drifted to her ear, causing her to look over. Ocellus stared back at her, bearing a slightly confused expression.

“Well then, now that we’re done with this portion of the exam, how about you have a seat over on the table,” Twilight intoned, smoothly withdrawing and brushing the mane from her face. Regardless of her fascination, she’d rather not come off as some sort of weirdo!

Turning away, Ocellus scrunched her snout. She may have only known Twilight for a few days, yet the way the Princess had been looking at her loins left her feeling a touch self-conscious. It wasn’t her fault that she had sprouted a fully functional pair of nuts and a dong - heck, it happened to most mares her age! Lugging it around was a pain in the rear, and having to willingly conceal it was tiresome, but those didn’t touch the main problem - the thing felt absolutely amazing.

After waking up one morning and finding it had appeared overnight, she’d let her curiosity get the better of her. Having only recently discovered the joys of rubbing one out, the newfound organ put her marehood to shame. Like an oversized clit, the log of flesh was wondrously sensitive and, judging from a few of the other changelings her age, on the larger end of the spectrum. As much as it shamed her to admit it, she’d taken to enjoying the fresh appendage.

The mixed blessing of her endowment aside, she had a job to do. Hopping up onto the padded table, she cast an inquisitive glance to Twilight. She wasn’t sure what to expect, though she hoped the Princess wouldn’t take too much interest in her naughty-bits; it wasn’t like the attention bothered her all that much, but she feared she’d scare the headmare away with the monstrous organ. The alicorn waved a hoof in her direction, before trotting over with her clipboard full of notes.

“Go ahead and get comfortable, I have a few questions I’d like to ask - that is, if you don’t mind,” Twilight merrily intoned, dragging a stool over to the table-side.

Nodding, Ocellus eased herself down and faced the Princess. “I’m gonna go ahead and warn you, I don’t know everything about changelings.”

“That won’t be a problem,” Twilight noted, hopping onto her seat. “Tell me, how have things at the school been?”

“Everything has been going well. Everycreature is super nice and polite, even though it took me a while to warm up to them,” the changeling bashfully replied, rubbing her neck.

It was true, every single creature she’d met at the school was exceptionally friendly - both the students and the staff. She’d even found herself chatting regularly with a rather diverse group of her classmates! The school’s quarters were comfortable, the courses were pleasant, and the cafeteria hosted a broad array of food to suit nearly any palate. Her only small grievance revolved around the post-P.E. showers.

“No complaints?” the Princess pressed, sensing the mare’s unease.

“Well…” the changeling began, shifting uncomfortably, “a few of the mares were pretty curious about...you know…”

Washing up after gym was a necessity, especially because it was one of the first periods of the day. Unless she wanted to attend the rest of her classes feeling super grody and sweaty, she needed to shower afterwards - as such, a few of her female classmates had taken note of her somewhat atypical hardware. Most of the questions her fellow students had were innocent enough, but that didn’t make her feel any less embarrassed.

Twilight reared back, askance, at the shapeshifter’s admission. “They’re not peeping on you, are they?”

“N...no, it’s just hard to hide something so big,” Ocellus grumbled. Her stallionhood, while fun as all get-out to play with, was a bit of a double edged sword. The appendage was undeniably sensitive and enjoyable to have, yet it attracted unwanted attention - especially if she happened to get worked up. It was almost like the stupid thing had a mind of its own!

“Come on, it can’t be that big!” Twilight dismissively chuckled.

Between having gotten a peek at it herself and having heard from Rainbow Dash that the mare effectively had a fifth leg, she was well aware that the svelte changeling was packing some serious heat - still, she wanted to see it at full mast. Sitting back, she watched as Ocellus rolled to her side. Her eyes went wide, as she gazed upon the semi-rigid length before her.

Somehow, between getting the measurements and the all too brief questioning, her guest had managed to get a semi. Covered in fuchsia flesh, the coloration of the appendage contrasted wonderfully against the Ocellus’ hide. The hue, while pleasant, didn’t hold a candle to its absolute size; only partially erect, the tool dwarfed that of a fully grown stallion’s!

Shaking her head, undoing the siren’s call of the changeling’s equipment, Twilight absentmindedly scribbled down a few notes and hopped from her chair. The fact that her student was already a touch worked up did little to detract from her plans. She still had questions to ask, yet those could be addressed later - for the time being, she was inspired to progress to the experimentation.

Years ago, shortly after Chrysalis had laid siege to Canterlot and nearly toppled the Empire, she’d developed a fascination with the insect-like shapeshifters. Once everything had been cleaned up, following the near catastrophic invasion, her curiosity led her to the royal archives where, much to her amazement, she discovered that there was perilously little knowledge on the changelings. One of the only well documented pieces of information was that the deceptive creatures fed off love, which gave her an idea; if she could find a way to feed them, she may be able to broker a peace treaty with them.

Her plan involved crafting a synthetic love serum - something the changelings could sustain themselves with without having to forcibly extract the energy from others. Years of study, trials, and correspondence with Cadance and Zecora, the Princess of Love and an exceptional alchemist zebra, had led to her finally crafting the elusive elixir - sadly, it came too late. Just a short span of time after she’d perfected the potion, Queen Chrysalis had been defeated and the changelings had reformed.

She wasn’t going to complain, since everything had worked out well in the end, but some part of her felt gypped. All that time and effort had been effectively wasted, although that didn’t mean she couldn’t test her little concoction. The reformed changelings did still live off love, though a mutualistic give-and-take symbiosis, meaning her potion should still have an effect - if nothing else, she could market it as a recreational beverage or meal substitute.

Trotting up to a cabinet, Twilight opened the metal door and retrieved her prize. Levitating a small phial from within the piece of furniture, she turned and proceeded back towards her guest. She’d made a fresh dose the night prior, knowing that the student was coming, guaranteeing the freshness and potency of the heady brew.

“Would you mind trying this for me?” the Princess nonchalantly asked. As she hovered the bottle over to the shapeshifter, her guest readjusted to sit on the side of the table. To the best of her calculations, the formula wouldn’t have any detrimental effects - still, she needed to conduct an actual trial of the arcane concoction.

Squinting down at the flask, Ocellus tilted her head to the side. The fluid within the glass looked odd, although not unappetizing. Unstopping the bottle, watching the rosy, opalescent fluid shift about, she gave the stuff a cursory sniff. The delicate aroma was unlike anything she’d ever smelled before, like some combination of the best foods she could imagine mingled together in perfect harmony. Pressing her snout to the opening and closing her eyes, she drew a second deep breath.

“W…what is this?” she stammered, feeling her mouth begin to water.

Standing at the table-side, Twilight proudly held a hoof to her chest. “It was originally supposed to be a meal replacement for you guys, but I never got to test it out. I’d be honored if you try it and…” she fell silent, as the changeling eagerly lifted the bottle and took a sip.

Ocellus’ eyes flew wide, when the ambrosial liquid touched her tongue; the taste was indescribable, like liquid goodness. Tilting the flask, hungrily chugging the contents, small trails of the drink trickled past her lips. It was, beyond a doubt, the most marvelous thing she’d ever had in her mouth.

Swallowing mouthful after mouthful, until the bottle ran dry, she shook the final stubborn drops into her muzzle. Lowering the emptied flask, she peered over at her host; seeing the Princess smiling up at her, she coyly turned her cheek. Hastily re-stopping the container, she set the phial beside herself. Gift or not, she shouldn’t have guzzled it down in such an impolite fashion.

“I presume you enjoyed it?” Twilight tittered, fetching her clipboard from the stool. It was obvious that the filly liked the taste, but she was hoping for an honest critique.

As a subtle warmth pervaded Ocellus’ gut, she nodded enthusiastically. “More than enjoyed it! How did you make that stuff?” she blurted.

More than the taste or smell, the elixir almost - no, definitely left her feeling energized. Unlike tea or coffee, which would take a while to kick in, this stuff hit her like a rainboom! Obliviously fidgeting in place, perched on the table’s edge, her wings fitfully extended and buzzed behind her. Regardless of how the potion had been made, she’d love to get her hooves on the recipe.

Pleased with her apparent success, jotting down notes about the immediate reaction, a slight movement caught Twilight’s eye. Glancing upwards, past her clipboard, her pupils dilated. Ocellus’ erection had returned with a vengeance, throbbing and growing with each fleeting second. The changeling herself didn’t seem to notice or care about her inadvertent excitement, too busy excitedly looking around the room and seemingly vibrating with unspent energy.

“Do you mind if I - Uh…” Twilight cut herself off, as her guest’s head whip-cracked in her direction.

“Sure, go ahead, yup-yup, that’s fine, sure!” Ocellus babbled, vigorously nodding. “You want to ask about my dick don’t you? I mean, it’s alright, it is a whopper! I saw you looking at it before, and again just a few seconds ago! Gosh! Is it hot in here? I feel hot!” she continued, fanning herself with a hoof.

Though she couldn’t explain it, the inhibitions she’d had about the Princess eyeing her junk were slowly dissipating. Her indifference made sense, in a way, considering the only reason she was at the school and not a pawn in one of Chrysallis’ plans was because of the alicorn and her friends. If anything, Twilight had earned the right to ogle her goods.

Splaying her legs, allowing her titanic member to sag under its own weight, she gave the alicorn unfettered access to her goods. Without a care in the world, acting on instinct, she reached down and idly cranked her length. A shiver of delight shot through her, as the delicate frog of her forehoof glided over the sensitive flesh of her shaft. Subconsciously fixating on the impromptu hoof-job, unable to do anything else, noticed the Princess drawing nearer.

Trying and failing not to stare at the behemoth log of flesh, Twilight moved closer to the picturesque package. It truly was a sight to behold, with its size only rivaled by its glorious form. Not dissimilar to a stallion’s, with a duo of sumptuously ripe balls hanging beneath it, it had both a medial ring and deliciously blunt crown. The fact that the changeling was stroking herself, as fascinating as it was enthralling, doing little to quell her growing interest.

“So - um - how sensitive is it?” she inquired, spying a bead of glimmering pre-cum ooze from the filly’s cock.

“So good,” Ocellus groaned, moving her hoof faster.

“And various other forms of stimulation?” Twilight pressed, keenly aware of her slickening marehood. Seeing somepony so brazenly playing with themselves was unabashedly hot, regardless of whether it was a pupil or not.

Piquing an eyebrow, the changeling’s motions slowed. “I...is that an offer?” she huffed.

Peering up at the shapeshifter’s face, Twilight found herself at a crossroads. Though dubiously moral, there was nothing against the law or school policy about doing anything with a student; on the slim chance that anycreature found out, it’s not like she shouldn’t cook up some excuse about the matter. Musing on the issue, an exotic bouquet wafted to her nostrils.

Sniffing the air and cocking her head, it only took her a moment to determine the source. Leaking pre-cum like a faucet, her guest’s shaft seemingly called to her. She’d heard that changelings held several intrinsic biological features to entice would-be victims, although she’d never been subjected to them before. Taking a breath, she steadied herself.

“Sure,” she sighed. Be darned if anything would stop her relentless pursuit of science, even if it meant sacrificing her pride.

Relaxing her grip, Ocellus pressed her tool downward and leveled it at the alicorn’s face. Her heart thundered in her chest, her stallionhood throbbed, and she gulped in anticipation. While she wasn’t fully aware of it, the amorous miasma around the Princess was driving her latent senses wild. More than excited to finally have somecreature other than herself touch her equipment, she slid to the very edge of the padded surface.

Twilight leaned in and drew her tongue up the battering ram-like head of the mare’s length. The sweet, slightly citrusy flavors of the changeling’s nectar was remarkably pleasant, not at all what she’d been expecting, spurring her to take a second taste. The musk flooding her sinuses was intoxicating, cementing her suspicions about the filly’s biology. Her guest’s dick twitched, smearing her lips with pre and causing her heart to skip a beat. Opening her mouth, only just easing the bloated tip into her muzzle, things took a rather dramatic turn.

The heat of the alicorn’s maw, paired with the sensation of pillowy lips wrapping around her glans drove Ocellus to act. In one smooth motion, she leaned in, grabbed the back of Twilight’s head, and wrenched the mare forward. In an instant, over a third of her length was driven into the mare’s snout. Weakly bucking her hips, while holding her host in place, she hummed blissfully.

Twilight gagged, as the tip of changeling cock bumped against the back of her throat. The move had been unexpected, leaving her wholly vulnerable - still, there was no denying how provocative it was. She honestly couldn’t remember the last time anycreature had used her so shamelessly! Committing herself to the task at hoof, she put her muzzle to work.

“Oh buck,” Ocellus groaned.

Simply cramming her stallionhood into a warm, inviting snout had been pleasant enough, but actually having the mare suck and service her elevated the experience to a new level. As the Princess began skillfully bobbing and torquing her head, while putting her tongue to good use, her grip tightened. Nearly draped over her host’s face, supporting herself on one forehoof, she plowed Twilight’s muzzle.

Beset by the frenzied shapeshifter, Twilight found herself in a bit of a pickle. Ocellus’ lack of experience, while refreshing, made it nearly impossible to time her breaths. Given the changeling’s furious face-fucking, she was left to assume her guest wouldn’t last terribly long - that being said, she wasin’t going to back down. Steeling herself, knowing what to do, she relaxed her throat and rammed her head forward.

Ocellus gasped, feeling herself slip into the constricting confines of the Princess’ esophagus. The act was so sudden and so undeniably heavenly that she was almost instantaneously pushed beyond her limit. Without so much flaring, her stallionhood maddeningly throbbed and disgorged her load into the alicorn’s stomach. It was all she could do to grit her teeth, clamp her eyes closed, and ride out the tsunami of rapture.

Though Twilight hadn’t expected the changeling to have much endurance, she’d had no way of knowing the young mare would pop that quickly. As the warm spunk filled her belly, she steadily withdrew. Only when the blunt head of changeling dong was in her mouth did she slow, allowing herself to savor the salty, almost candy-like essence. With a parting kiss, she let the appendage dangle towards the floor.

It was a shame, really, although she was proud of herself for managing to fellate such a monstrous tool. While it was true that she’d only managed to take roughly half of it into her muzzle, it was still the largest stallionhood she’d ever made cum with a blowjob. Wheeling around, hoping to retrieve a towel, she left her back exposed to her guest - the move would prove a fatal error.

Wearily looking up, Ocellus watched the Princess retreat. The simple sight of the mare’s backside, with those two glorious buns gliding past one another, ignited an inferno of lust within her. Though she’d only just climaxed, renewed strength and determination bolstered her resolve. An undeniable urge filled her, a fundamental need which all creatures shared. As her cock stood proud, regaining its rigidity in record time, she leapt from the table.

Throwing her legs wide, sailing like an arrow towards the Princess, her dick swung beneath her. Just as Twilight’s head turned, likely having heard the buzz of approaching wings, she struck. With preternatural precision, guided by fate or blind luck, her cock plunged into the alicorn’s regal marehood. The impact of their bodies drove the mare off balance, leaving her face planted against the floor and ass raised in the air. Wholly lacking any grace, as soon as she locked her forehooves around the alicorn’s ample hips, she sank more than half of her stallionhood into her mate.

Twilight’s world went topsy-turvy, finding herself suddenly stuffed with cock. Her surprise was wholly eclipsed by bliss, as the sensations accosting her left her powerless. Taking solace in the fact that she’d been pretty worked up, saving her from the horror of a dry intrusion, her sex ineffectually winked around the embedded member. Doing her damnedest not to clench up, her body lurched forward; without any fanfare whatsoever, the changeling started fucking.

Caving to her primal desires, inspired by the mare’s rapturous canal, Ocellus plowed the headmare like a beast in heat. Hooves felt nice, the oral was great, but actual sex - by Celestia, having her dick buried in a snug pussy was downright divine. The silken folds around her shaft were inspiration incarnate, nearly forcing her to continue. Delving deeper, with each buck of her hips, she plumbed the alicorn’s depths with a voracity she had never known.

Even if Twilight could speak, she didn’t know what to say. Despite the shapeshifter’s imposing endowment, it felt insanely good. Her entrance struggled, being forced wider with every passing second, as the stallionhood within her was rammed deeper and deeper. Sensing the medial ring bumping against her abused cunt, she summoned what little willpower she had and greedily rocked back.

It had been ages since she’d been laid and she was not about to pass up the opportunity. Between the changeling’s pheromones, her own licentious interests, and the taboo nature of it all, her willpower was found lacking. In the face of such an enthusiastic partner, she acquiesced and did what she could to pleasure the little she-stud.

There was no skill, not a trace of passion, only the bestial need of an animal seeking release. She was Ocellus’ plaything, whether she wanted to be or not, and she loved every moment of it. The few past lovers she’d had were all gentle and caring, treating her like a literal and figurative Princess, but not the shapeshifter - no, to her pupil, she was nothing more than a fuck toy, a female to be bred, and she embraced her role.

Sensing the alicorn’s acceptance, knowing the mare wanted everything she had to offer, drove Ocellus into a full-blown rut-lust. Sinking her forehooves into the Princess’ thighs, she pulled out all the stops. Jamming her medial ring into the pony, with an all but audible Pop, her hips became a blur. Though she was dimly aware of some resistance on the deeper thrusts, the ferocity of her movements was unhindered.

Unwittingly hammering away at her mate’s cervix, the telltale hints of a second climax taunted her. Uncaring, compelled to continue, she hammered away with reckless abandon. As her nuts pulled taut, preparing to unload a heaping helping of foal-batter into the mare’s baby-bakery, she grunted triumphantly. Soon she would claim her lover and sow her seed.

It wasn’t that Twilight couldn’t feel the little shapeshifter flaring inside of her - she just didn’t care. The carnal assault was quickly pushing her to the brink and all she needed to fall into the tumultuous sea of ecstasy was a little nudge. Her g-spot was pummeled, her womb besieged, and she honestly wasn’t sure if she’d be able to walk right after they were finished, but she wished for nothing more than to achieve release. As the scalding, roiling essence of her student’s spunk crashed against her inner gates, bathing her depths with rich, virile changeling goodness, she was granted her wish.

Howling in tandem, the pair climaxed in near-unison. While the shapeshifter fitfully humped away, the alicorn lost her footing. Slipping on the growing pool of her nectar and her mate’s jizz, the Princess fell to the floor. Landing on her side, with her pint-sized lover still within her, Twilight struggled to comprehend what had happened; for the second time, in relatively short order, she’d lost her balance.

Panting beside the alicorn, hugging the mare’s rump, Ocellus hauled air into her lungs. Her mind was in a haze, making it nearly impossible to think clearly. Though she knew she’d just cum, it was almost like there was a disconnect between her higher consciousness and her primordial needs - with the latter growing in strength. Pushing herself up, while keeping her still formidably solid stallionhood entombed within her mate, she stood on her hind legs.

With the Princess on her side, the changeling repositioned herself. Grabbing the mare’s shapely ham with one forehoof, while seizing her dock with the other, Ocellus glared down at her mate. Her mouth hung open, trailing saliva from her tiny fangs, as she leaned in and bit the alicorn’s thigh; she couldn’t say why she’d done it, but it had simply felt like the right thing to do. Bracing her hind legs and steadying herself, she steadily withdrew her length.

Twilight yelped in surprise, feeling the sting on her leg. Glancing back, seeing that the shapeshifter had given her a tiny nibble, her pupils shrank to pinpricks. Before she could move, only just remembering the theories she’d read on changeling venom, the toxin hit her. A powerful euphoria amplified her post-coitus stupor, while her pleasure receptors went haywire. Gripped by a feverish desire for more, with nothing but thoughts of depravity clouding her thoughts, fire coursed through her veins. Just as she began to comprehend what was happening, the student started fucking her once again.

“S...so much LOVE!” Ocellus growled, gradually moving faster and faster.

It was like the world - like reality itself was being consumed by her need. The Princess loved it, she had no doubt about that, and she was going to sate herself on that passion until she was unable to continue. Slamming her waist forward, watching the mare’s rump jiggle as their bodies collided, a rictus grin split her features.

Mewling like a whore, rhythmically clenching around the stallionhood pistoning into her slavering cunt, Twilight slowly lost herself. All she could focus on was the unfettered rapture eclipsing her existence. Doing what she could to reciprocate, praying that the changeling would never stop, her horn went alight. Some part of her recalled the massive arcane might she wielded - and wield it she did.

A faint raspberry aura surrounded Ocellus, causing her to slow - that was until it’s sorcerous power went into effect. Besides adding a certain magical force to her movements, there was something else - something far more bewitching. Screwing Twilight like a date on prom night, mystical love surged into her system. The amorous influx was a boon like none other, leaving her feeling as if she was some depraved goddess.

“YES!” she bleated, jackhammering into the mare.

Even with Twilight’s age, experience, and teachings, the onslaught was too much to bear. Lying there, beset by the little love bug, she huffed and moaned incoherently. She felt as though she was losing her mind, with one climax bleeding into and kickstarting the next. Her vision tunneled and her limbs felt heavy, yet her voracious desire for more went unsatisfied.

Time seemed to dilate, as she was despoiled by her student. She couldn’t tell how long she’d laid there, being used as little more than a cock-sleeve for the changeling, although it all came to an inevitable end. The shapeshifter hilted, with a particularly herculean plunge, yet her battered marehood had taken a heavy toll from the pounding. Like some relentless juggernaut, the stallionhood buried itself in her womb.

The added snugness around her flaring tip was Ocellus’ undoing. Screaming out, with her shaft throbbing violently, she came. Inexplicably larger than her previous two loads of spunk, the third was deposited straight into the Princess’ foal-factory. Determined to plant every last drop of her precious essence into her lover, she held the mare as tightly as she could. It was only after the adrenaline started to wear off did her preternatural strength wane.

It was like all of her energy had been expended in those final, fateful moments. The world grew dark, her legs collapsed, and her consciousness faded. Her body had done what it was meant to do, gorging on love and delivering a payload of her seed, and was thoroughly spent. As she crashed to the floor, unceremoniously dislodging her mammoth cock, she blacked out.

Hearing a meaty thump and finding her depths jarringly vacated, Twilight was shaken from her stupor. Looking back, seeing the comatose form of her student, she smiled - that was, until she took notice of herself. Laboriously shifting in place, lifting one hind leg, she peered down her chest. Her belly was positively bloated with cum.

Thinking quickly, she clenched down as hard as she could. A sample of shapeshifter spunk would be invaluable - especially from a nubile youth such as Ocellus! Acting quickly, she levitated a sizable Erlenmeyer flask to her snatch. Pressing the bottle’s opening to her entrance, hoping it would catch most of the precious jizz, she let loose.

Flexing her abdominal muscles, she forced a veritable tsunami of changeling cum from her abused sex. Shivering, feeling the thick substance seep from her loins, she sighed. The cum would be worth its weight in gold for research, and the sex to extract it was easily the best she’d ever had. Sorcerously fetching another bottle, to capture whatever else she could squeeze out of herself, she peered at the slumbering changeling.

Yes, her impromptu choice to canoodle her student had definitely paid off. So long as she kept it secret from the staff, her pupils, her friends, and the Princesses, everything would turn out alright - hopefully. Scruples be damned, nothing was going to stop her from more experimentation with the little changeling, even if it meant she’d be walking with a limp for a few days afterward.