“Well that didn't work,” said Spike.
Who was my friend, my number one assistant and at the moment, my tormentor.
I want to tell him to keep his voice down, or to stop breathing so damn loud, but all I can do is groan in response. My head aches, my stomach churns, and for a moment I wonder if I’m about to show the ground what I ate for breakfast. When nothing comes up, and the pounding in my skull begins to dissipate, I just glare at the young drake.
“Evidently,” I muttered.
“Got some backlash from that one?” Spike asked, his hand gripping tight the quill I requested he hold for me.
I merely nod in response, my mind already thinking back to where I had gone wrong. Obviously it had all started when I was born, but that wasn't quite specific enough. As that was only tangentially connected to my acceptance of Celestia’s offer to tutor me, however that didn't explain things much better.
The spell, I thought, had been perfect. Though with most of Starswirl’s final works, this one lacked something necessary to actually make it work properly. Evidently more power, and a better refined spell relay had not been the correct anwer to this particular conundrum.
“Twilight? Are you alright?” Spike inquired.
I nodded. “Just fine Spike. In fact, now that my skull is no longer the home of a dozen angry tap dancing earth ponies I’ve gotten rather hungry.”
“Really? That spell must have taken a lot out of you,” Spike remarked.
“It did,” I concluded, glancing over the pile of scrolls, books and other research aids I had sprawled out on the table before me. “Do you think Mrs T would kill, or just maim me if I left this all here?”
“Nah. She hates that new intern of hers. I bet she’d love to see the mess we left behind,” Spike replied, jerking a thumb over his shoulder.
I chuckled. “Fair. Either way I’m starving, do you want to hit up that place on the corner of Fifth and Sunset way?”
“You mean the place with all the weird fusion cuisine?” Spike asked.
“Oh come on, it didn't look that bad,” I retorted.
Spike sighed. “Fine. I was kinda eying up the seafood pizza they had on their menu anyway.”
“Great. You grabbed the bits, right?” I inquired.
Spike rolled his eyes, and pulled a bag heavy with gold from his backpack.
“What would I do without you?” I teased, leaning in close to give the drake a peck on the cheek.
“Starve probably,” Spike muttered while trying to wipe the wet spot my lips left on the side of his face.
“Probably,” I admitted.
“This is really good,” Spike muttered.
I merely nodded, too busy chewing on the ramen veggie burger to answer without spitting precious food everywhere. The flavors mixed well, and even the odd contrast between sweet and slightly savory only added to the experience. The ambience wasn't bad either, as the outdoor eating area was mostly empty, with only a few other patrons dotting the patio.
Spike bit into his next slice of pizza and groaned in happiness, drawing a small smile to my face. A part of me wanted to chide him for being a bit overly indulgent with his order, but I felt too good to care. In fact, I felt so good I kind of wanted to eat more, a lot more.
Stopping myself before I could do so, I looked down at the remaining bit of burger left unbitten. It appeared normal at first glance, but when my eyes finally managed to focus, I noticed something odd. There was something flaky and pink in the middle of the veggie burger itself.
Barely even visible at first, I initially thought it was some kind of foriegn spice I had never heard of. Only for an odd heat to begin blooming in my loins, one that quickly grew so hot that I began to feel uncomfortable. Liquid arousal had started to drip down my legs in twin rivers of excitement, and I had to clamp my legs together in order to make the smell less noticeable.
I quickly tried to think of unsexy thoughts, but my mind irrovercably went back to the incredibly attractive P.E teacher I had a few years ago. The image of his muscled legs, toned body, and steely gaze made me wetter still. I tried to bite my lip, but the pain only turned me on even more, making my face become bright red from the embarrassment.
I looked around in a panic, hoping against hope that Spike hadn't noticed my little prediment. He hadn't, thankfully, though that wasn't because he was being polite, but rather because he was laying face down in his food.
“S-Spike, are you okay?” I whispered, hesitantly leaning forward and bumping my hoof against his forehead.
The drake rolled to one side, revealing that he was fast asleep, snoring contentedly with a layer of pizza sauce across his face. The sight would have bothered me, but again I had larger concerns, like my own steadily building arousal. As it was quickly growing out of control, and already I could feel an almost irresistible urge to masterbate furiously.
Glancing about the area revealed that all of the other mares felt similarly, while every male was fast asleep. The sight set off alarm bells in my mind, and I tried casting a toxin scrubbing spell on myself but ultimately failed. The magic flittered and died within seconds, leaving me so unbearably aroused that I fell to the ground, my forehooves snakeing between my legs.
It was at that point that I heard the sound of buzzing coming from above me, yet I didn't initially look. Digging into my snatch, I immediately assaulted my clitoris, the need for foreplay completely gone. I just wanted some kind of relief, even if it was temporary, yet I received absolutely none.
My hooves simply did nothing to aid in this endeavour.
As my frustration grew, and my hope diminished, I heard the sound of hooves coming from behind me. Glancing over my shoulder I saw what looked like an insectoid pony with a dark black exterior, a pair of sharp fangs and a jagged horn. Riddled with holes, and wearing a triumphant smirk, the creature, along with his three friends, walked up to me.
More of them had landed nearby, but I paid them no mind, as my attention was focused on the first four. Or more accurately, I was focused on their fat cocks which hung from beneath their bellies like a turgid glow stick. A slightly off green color, their erections would normally have intriguied, yet put me off, yet they made me even more aroused.
“Bend over, pony,” demanded the first creature.
“No you can't make… well maybe…” I bit my lip, and did as I was told, my resistance fading by the second.
I could feel my entire body trembling like a leaf in the breeze, my mind too lust addled to do anything. Other than submit, and offer myself carnally to these four quite aroused creatures who had surrounded me.
“Now then. Do you want me to help you, pony?” asked the same creature.
I grit my teeth and held my breath, but ultimately couldn't hold out for long and nodded reluctantly.
“Say it,” he demanded.
“I… want you to fuck me,” I muttered shamefully.
“You heard her boys. Lets get to it!” he shouted.
A cheer went up around me, and a moment later I felt a weight settle on my back, a cock immediately pressing against my slit. I realized instantly that his body was larger than mine, and he dominated me in a raw physical manner that I couldn't help but appreciate. With his jaws opened wide, he positioned his fangs over my neck, breathing hotly across the right side of my face.
This seemed to cause a fresh wave of arousal to course from deep down in my core, and I couldn't help but spread myself wider still. Not like that helped much at first, as the creature was too excited to land inside of me on the first push of his hips. The feeling of his slippery, slimy cock grinding against me was weirdly good, and I shuddered in barely contained desire.
The second attempt missed as well, though it tickled my folds in such a way that I wasn't even too disappointed. That feeling didn't last long, as the third thrust landed his dick squarely into my dripping honey pot. A cry hung on my lips, though I did not utter it, my entire body possessed by a pleasure so powerful that I felt paralyzed.
Then it was gone, replaced by the warm wiggling feeling as my new lover’s cock tunneled its way inside of me. Within moments he had bottomed out inside of me, and I felt the heat both dissipate and grow at the same time. I wanted more, yet I was at least getting some, leaving me in an odd state of limbo.
That didn't last long, as his hips soon became a blur, either unbothered or excited by the titghtness of my pussy. His naturaly slimy cock must have aided him in entering me, as I had only ever used a relatively small dildo before. The fact that my first lover was this odd creature didn't bother me, at least for the moment anyway.
All that mattered was the tight, domineering hold he had on me, and the repeated thumps as his cock bottomed out inside of me. As seconds turned to minutes I could feel my urge to cum grow, becoming so strong that I could sense its imminent arrival. By then my lover had begun to thrust hard and deep, never pulling out very far before pushing forward once more.
Though initially confused, my unspoken question was answered when I felt him suddenly lurch to a stop. For in that moment something large began to travel up the length of his cock and slam against my cervix. The object was slippery though, and after a moment of struggle, it entered my womb, taking root deep inside of my body.
I came immediately, yet I could feel that it was not the release I had been searching for. It was deadened somewhat, leaving me only wanting more, and yearning for the second egg. Which arrived a moment later, along with a small torrent of warm cum that had the consistency of pudding. A third followed, along with a fourth before all of a sudden I felt my lover leave me.
He was replaced by three others a moment later, with one having slipped under my body while another hopped atop me. The third mounted my mouth, burying me in bodies, and filling me utterly with dick. The feeling which overcame me was incredible, and I struggle to imagine the words to describe it.
Orgasmic, transcendent, utter enthralling, it left me feeling altered, as if some core part of my being had been corrupted. My musings were cut off a moment later when they all began to piston into my holes at irregular intervals. My mouth, my ass, my pussy, every last part of me was defiled, and violated, yet I wanted only more.
Harder, faster, deeper, I wanted it all, and I was given just that. They fucked me hard, long, and after several minutes they began to slow.
The one in my mouth deposited a thick creamy load so potent I could feel my stomach expand. I only grew larger after the creature in my ass dumped his cum into my small intestine. His ally was eager to add more eggs to the clutch already filling my inner most reaches and pushed my stomach to grow even bigger.
I didn't know my womb could contain that much, yet here I was absolutely stuffed with jizz and someone strange creature’s eggs. Yet even if I logically knew that the situation wasn't good, I didn't feel any panic, only a yearning desire for more.
“Alright, next up,” someone shouted.
I didn't look, merely remaining in the same position as my three lovers pulled out and left me feeling empty. Something stopped the next from arriving though, and a moment later a rainbow wave of color crashed over everything.
Loop One
“Well that didn't work,” said Spike.
I blinked, and looked around in shock, all of the aphrodisiac having suddenly left my body in a weird state. My lovers were gone, replaced by disgust, and a growing sense of terror for what I had just beheld.
“You alright Twi? You don't look so good,” Spike remarked.
“No Spike. I am not okay,” I murmured, hastily glancing down at myself.
When I saw the same flat stomach as always, I breathed a sigh of relief, and quickly took stock of my surroundings. I was back at the library, with Spike at the exact moment I had finished casting the time spell.
“What happened? Did you get some bad backlash?” Spike inquired.
“You could say that,” I murmured, holding up a hoof. “Just give me a second.”
Spike, bless his heart, said nothing, merely sitting there nervously, watching me as my face contorted into a series of odd expressions.
I was not getting fucked and filled with eggs which was nice, but something had changed inside of me. Whatever part of my mind which was transcendental and traveled with each loop, had been corrupted. Some manner of conditioning remained despite my body being reverted back to what it had been an hour or so earlier.
This left me with many questions, but it also gave me a clear plan of action. I had to go straight to Celestia, and I had to do it quickly. Lest I get caught again, and this spreading taint grew larger still.
“I need to see Celestia, right now,” I stated.
“W-what? Why? Was it the spell?” Spike demanded.
“It was. You stay here and clean things up,” I declared before turning and walking away.
“Wait! Are you sure you don't need any help?” Spike shouted.
“No. It's just a simple conversation about magic, nothing you need to worry about,” I exclaimed, flashing the drake a smile.
Spike gave me a wary look, as if he wanted to argue with me about it, but ultimately chose not to. “If you say so,” he muttered before beginning to gather up the books.
“Thank you Spike. I love you,” I called.
“Yeah whatever. Get out of here,” he retorted.
I chuckled, and did just that.
“Excuse me, pardon me, on your left,” I muttered.
Pushing my way to the front of the line of petitioners I made eye contact with one of the guards and gave him a look. The expression was returned, and he swiftly opened the door, allowing me to continue into the throne room without stopping. A few people complained, and some minor noble even called me a harlot, but I didn't care at the moment.
Upon seeing Celestia, I felt hope return, and I eagerly trotted up to the throne.
“Ahh, my most faithful student. What are you doing here? I was just preparing for my next petitioner,” Celestia asked, leaning down towards me. “Not that I don't value your company, but it is rare for you to use the privileges I’ve given you.”
“Before I say anything you have to seal the door and ensure this conversation can't leave the room,” I declared.
Celestia was taken aback by my comment for a moment, though she quickly recovered. “If that is what you need,” she replied, already lighting her horn.
A moment later and a magical barrier had erected itself around the premises, leaving me, and Celestia’s guards completely alone. The pair of stallions remained stock still as usual, not betraying a hint of emotion as I turned back to my mentor.
“I have reason to believe that we are about to be attacked,” I stated as calmly as I could muster.
“Really now? And why do you say that?” Celestia replied.
“Do you remember the time spell I told you I was researching?” I replied.
“Yes, what of it?” Celestia pressed.
“I was able to cast it, and see a possible future wherein strange bug like ponies swooped in and… took everyone,” I exclaimed.
“You are serious,” Celestia murmured, her gaze narrowing on me. “And you believe it.”
“I’ve seen it with my own two eyes, and experienced it all no less,” I continued.
“You know I trust you right?” Celestia asked.
I nodded. “I do.”
“Good. Because I will act as if this future is coming, but if nothing happens then the consequences will be dire and they will be on your shoulders,” Celestia stressed.
I hesitated a moment before gritting my teeth. “I accept full responsibility for my-”
A sudden prick on my neck gave me pause, and I looked down to find that a needle was sticking out of my throat. I pulled the offending dart out a moment later, but whatever its payload had been was already in my system. I could feel a heat begin to bloom in my nethers, one that I was becoming increasingly familiar with.
My magic was impossible to use, but I had faith in Celestia. Faith which faltered when I saw that she had a dozen of the things stuck in her body. The alicorn swiftly removed them, and lit her horn, but stumbled off her throne, and toppled to the ground.
“Twilight, get help. I’ll do what I can,” Celestia stuttered, rising up from the ground, attempting to put herself between me and the now chitin clad guards.
“I don't think that will be happening,” stated one of them. “I don't know how you saw this coming, but know that your effort was wasted.”
“G-go!” Celestia tried to shout, though the declaration came out as barely even a whisper.
“Now then princess, are you ready for a little fun?” asked the second guard, who had tossed aside his armor and was now standing in front of my mentor.
“Aww come on man. I called dibs on her first,” whined his companion.
“Yeah well, I outrank you so go have fun with that one,” declared the apparent leader of the dou, gesturing towards me. “She's a virgin at least.”
“Oh fine,” muttered the other changeling.
“So, do you feel like you’re up to bear a few dozen changelings?” he asked me.
I wanted to say no, but the heat was becoming debilitating, and only the sight of Celestia not giving in stopped me from saying yes.
“N-no,” I stuttered.
The changeling looked annoyed, and lit his horn, casting some sort of aphrodisiac spell on me. This did the trick, and I soon felt my body reacting on instinct, my tail rising as I prepared myself to be fucked.
“I want you to ride me,” he declared.
I looked down at the changeling who was sprawled out on the ground, and reluctantly walked over to him. Standing astride his chest, I looked over to Celestia and found that she was moaning whorishly while the other changeling fucked her. In that instnat I felt an immense amount of dread, as well as a good bit of jealousy flare in my heart.
“Come on. We don't have all day before my brothers arrive,” teased my future lover.
I grit my teeth, but still did as I was told, lowering myself down upon his cock and impaling myself on his length. Already I could feel the heat flare, and simmer at the same time, adding another layer of corruption to my mind.
The moment my hips rested against his cold hard chitinous chest, I began to bounce, repeatedly filling myself with his cock. While this happened I did not look down, but rather I stared at Celestia who lay sprawled out on the ground. Her own lover had used some kind of magic to grow larger, and had successfully mounted the alicorn.
Her pristine white body rippled as the changeling pounded into her, the mare’s flanks quaking visibly. Each small moan of hers was like music, and the sight was oddly enthralling despite the terror it left in my heart. Here my mentor was, succumbing to the same debilitating illness that assaulted me and moaning like a shameless whore.
It was enough to make me stop resisting the urge to hold back the sounds of my own pleasure. Though I kept myself relatively quiet so as to not drone out the more pleasant noise of Celestia’s enchanting voice, I did let go. If my lover cared about any of this he didn't say so, and I could tell he was watching the same scene I was.
Neither of us particularly wanted to be where we were, yet we still continued. My hips sped up, matching the thrusts of the other changeling fucking my mentor. I imagined that it was me laying there with that towering monster astride my back, and filling my pussy. I also couldn't help but put myself in his place too, though this feeling confused me as much as it aroused me.
Within a few minutes I could feel my partner draw close, as did the other male, who was starting to slow down slightly. His thrusts became faster, deeper, reminding me of the time I had been filled with eggs and a glut of changeling jizz. The sight alone made me draw close to the edge of orgasm, and that sentiment seemed to be shared by my lover.
His cock twitched, his muttered moans became louder, and soon I could feel his dick begin to contract. Sitting firmly on his crotch, I waited with bated breath as the first egg entered me. At the same time as I was being impregnated I could see that Celestia was receiving the same treatment.
Large, visible bulges traveled up her lover’s cock, and vanished inside of her, no doubt having landed in her womb. My own cervix had already been breached, and was swiftly getting filled, though with far fewer eggs then Celestia was receiving. Evidently the alicorn’s divine form elicited more desire than my mortal one, as I counted nearly twenty of the things entering the alicorn.
“Alright, time to switch,” declared the changeling under me.
Roughly lifting me up, and placing me aside, I stood there mutely on shaking legs.
“I’m not done yet, quick shot,” stated the other.
“Look. We don't have time to argue, the others are already coming. So why don't we just switch holes and both use her?” offered the first changeling.
“Fair enough, but I want to use her pussy again,” countered the second.
“She's big enough for the both of us, right?” exclaimed the other changeling with a smirk.
“I like the way you think,” his friend declared.
I watched jealousy as the two changelings awkwardly mounted, and speared Celestia’s pussy on their cocks at the same time. The alicorn herself showed no discomfort with this, and merely moaned a little louder as she was fucked by the two of them. Leaving me unsatisfied, but entertained, my gaze never leaving my mentor.
Who looked back at me, sharing this moment for many minutes until her belly was bloated beyond reason and a rainbow wave of magic could be seen in the distance.
Loop two.
“Well that didn't work,” said Spike.
I jumped up from my seat. “Spike, I forgot about something I need to tell the princess,” I declared.
“Oh uh alright. I’ll just stay here then,” he muttered.
I said nothing as I walked away from him, my mind already whirling with possibilities. Battle strategies, spells, and back up plans swirled about my brain. All while I worried silently about the corruption that was beginning to grow more powerful at the back of my mind.
The conditioning was growing worse, but at least for the moment it was merely a buzzing background hum at the edge of my thoughts. When I paid attention I could almost hear whispers urging me to seek out the nearest changeling and submit myself to them. It told me that I was nothing but a brood mare waiting to be bred, but I was not so weak as to give in quite yet.
“Right, take out the guards, alert Celestia, then go from there,” I muttered. “Let's do this.”
Loop one hundred and four.
I stood over the broken and battered forms of two dozen changeling guards, panting profusely as Celestia stared wide eyed at me. For a moment neither of us said anything, as she was too shocked while I was busy struggling with my own urges. After being repeatedly impregnated the whispers had become shouts, and at this point it was hard to even hear my own thoughts.
Sometimes I even thought those foreign ideas came from me and that this voice was some intrusive thing. I resisted once more however, and grinned up at Celestia.
“Does that prove my assertion?” I asked.
“It does,” Celestia muttered in a shocked tone. “I’ll order a dome to be placed over Canterlot right now. In fact we should cast the spell together, lest another one of these creatures sneak in and stop us before it can be completed.”
“And then once they are trapped inside we can find out where this wave of magic is coming from and stop it,” I pressed.
Celestia nodded. “Of course. One problem at a time though.”
“Alright, I’m ready,” I declared.
Celestia merely went with it, unbothered by both the violence I had just unleashed on her guards, and all the hidden changelings that had rushed to their aid. She merely lit her horn, and began to cast the spell which would stop this secret invasion before it could even really begin. I joined at about the halfway point, offering up the rest of my magic and strengthening my mentor’s already immaculate matrix.
The end was near, the barrier was almost ready to be cast, but the shatter of glass made us turn towards one of the windows.
Where a taller, more regal changeling hovered, her wings buzzing as she stared down at us.
Without a word, she blasted Celestia in the face, causing the alicorn to lose control of her magic, and get blown across the room. The backlash had been intense, and my mentor’s horn had been burned black by the flow of mana turning on her. Now without the power to even use telkenisis, I stood powerless, and utterly defenceless before the changeling.
“So it was you,” she began. “It is a good thing I did not underestimate a mage of your calibre. It is too bad your precious princess was not the challenge I hoped.”
We both glanced over to Celestia’s prone and clearly injured form, though I felt no anger in my chest. In fact, all I felt was arousal, and an intense, all consuming desire to be bred by the powerful changeling before me. My old thoughts were gone, replaced by the conditioning drilled into me by being bred more times then a prized pig.
“Tell me, how did you get past my- what are you doing?” she murmured.
I ignored her, and simply turned around, presenting my dripping sex to her.
“What does it look like?” I replied simply, swishing my tail over my puffy pussy lips.
She seemed confused for a moment before grining from ear to ear.
“Well well well. It seems as though my soldiers were useful after all. Very well, in recognition of your strength, you will bear the first of my royal brood,” she declared.
I barely even heard this, though what I did notice was the changeling’s large form draping over my own. In that instant I felt at home, at peace, and even, in love.
As I felt my pussy stretch, and my cunt begin to burn white hot with desire, I realized something.
This was heaven. Endless pleasure, endless servitude, and endless years spent being impregnated over and over and over.
This was the best possible ending to my little spell, I decided and I eagerly looked forward to spending aeons getting fucked by thick changeling cock.
Author's Note
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