A Changeling Breed

by Nagiman

Rating: mature
Tags: My Little Pony: Friendship is Magic, Alternate Universe, Sad, Romance, Porn, Fetish, Sex, Thorax, Ember
Length: 8063

Mating season is arriving in the Dragonlands, however a certain Dragonlord has some problems and calls upon a friend for advice that turns into something a bit more.

Mating season is arriving in the Dragonlands and Dragonlord Ember is in a little bind. Calling upon her friend Thorax for advice, she seeks wisdom and answers to some deeper questions. Being a friend, Thorax hurries his way to meet with Ember, when arriving finding a friend lost within herself and dives into a problem he never thought he would be the answer for.

Contains - M/F, Interspecies (Dragon / Changeling), Oviposition, Infertility (Heavy Topic), Oral, Cloacal Penetration (Vaginal), Amateur Interspecies (Learning About Each Other)

Cover Image by Meggchan

Published 2022-05-18 20:30:00 UTC
Last updated 2022-05-18 20:30:00 UTC

Barren Dragonland

Author's Note

Ember and Thorax aren't my normal shipping, but the idea came to me and reminds me of myself in a way. I am single and without a partner in my life, however, I live through my Nephews and Niece as if they were my children. So I felt compelled to write this story as a way to give the idea of being able to still live on with hardship as they can always be overcome through means of Family, Friends, Social Circles, and even community. Never stop searching for answers and never give up on hope. Now please, enjoy this tale.

Barren Dragonland

Black smoke blotted out the sky like a canvas, lava spewed from geysers spotted around the ground, the heat of the entire land was something to be compared to that of the sun, and the sound of roaring and fire echoed through the empty valleys. The Dragonlands were considered by most to be too hostile for creatures to live except for the dragons themselves due to needing the heat to hatch their young and act as an additional layer of deterrence to those who would consider stealing one. However, with the joining of Equestrian nations everywhere, creatures big and small traversed the lands in peace with each other, following societal norms where possible.

To travel through the Dragonlands without good reason was usually a terrible idea still, especially during mating season or close to it as competitions between the males were many while females became more defensive. For King Thorax though, he had a mission to come to visit his friend Dragon-lord Ember at urgency. The changeling king's dark green carapace did nothing to protect him from the heat, even with his shapeshifting abilities turning into a dragon would only give him the appearance and not the protection. Even still he pressed on, trotting as fast as he could through the cracked earth and molten plains to avoid contact with the other dragons, and made his way to the stone spire where Ember resided for now.

Reaching the spire he found the entrance much bigger than himself, allowing for his giant orange antlers to go through without needing to adjust their size. He felt more at home anytime a place fit his size without needing to mold himself to fit into the building or surroundings. His purple eyes scanned around the massive cave-like entrance treated with gemstones as the glittering light reflected off the surroundings, his green body seemingly changing color as he looked at the precious stones in awe. As he looked over the different gems a roar boomed behind him which gave the king a scare and caused him to fall face forward from the surprise.

As the changeling lay on the ground the roar turned into a fit of laughter from a familiar voice, Ember, the sapphire blue dragon with fiery red eyes, her talons as sharp as razors if she so wished to use them as such. Her arms wrapped around her stomach as she chuckled away, stuttering her words, "I... wow... I... mean... jeez... Thorax..." she wheezed out.

"Uh... Hi Ember," Thorax said as he got himself back on his hooves and turned around. "I wasn't expecting a welcome like that." His face flushed red with embarrassment as he rubbed the back of his head, looking away from the dragon.

Ember started to calm down from her fit of laughter, taking deep breaths as she spoke as best as she could. "Oh man, you should've seen your face. Just pure terror from such a minor roar too." She wiped tears that rolled down her eyes and shook her head a few more times before she finished out her chuckles. "Either way, welcome to my home. Glad you didn't run into any trouble, otherwise I'd have to crack some knuckledraggers' skulls for trying to hurt ya. Not the first time I've caught someone trying to break the peace treaty because they thought they were better than others." She walked over and wrapped her arm around Thorax's neck and pulled him close before she started walking with him. "So as you can see we do things a bit differently around here, most dragons just hoard treasure in piles, however, I like having mine in a bit more decorative manner to add a bit of flair, being the Dragonlord and all, I felt it was a proper thing to do."

Thorax's face changed to a deep purple as the dragoness' arm strangled the life from him as he was dragged down a hallway. Wheezing as best as he could to get what little air into his lungs, he reached out and tapped on Ember's shoulder who looked down and released him quickly. He gasped as much as he could, inhaling air as if it was food after being in a desert. Coughing and hacking as he took in his release, words stumbled out of his mouth, "That's great... oh my... just give... few seconds... please."

"I'm sorry Thorax, I forgot you aren't used to a dragon's strength. Take your time." Ember blushed red as she patted her friend's back gently, her face painted with the slight shame of nearly killing her guest.

"It's alright Ember, the way you sent your message I figured it was urgent but you seem just a tad bit overly happier than you usually are. Is everything okay?" Thorax shook the last bit of fatigue out of his body as he got himself standing again. His eyes looked deep into the dragoness', trying to see if he could place what was going on as he could feel the heavy emotions swirling around her.

Ember turned her face away from the changeling, her body starting to tremble subtly as her emotions took hold of the reigns. Holding back the tears wanting to release them into a flood but held by the dam she held. "I... well... there is something important I did want to speak with you with." She took hold of her arm with the other one, her demeanor having switched from cheery to somber. "I'll tell you more, just not here. I don't need any of the other dragons hearing about it. Let's go to my chambers since no one dares goes near it." Ember started walking again at an increased pace, leaving the changeling to stare at her back for a few seconds before taking into a gallop to keep up.

Following through the big hollowed cave, the sound of lava flowing through the walls filled the near-dead silence as the pair hurried along the hallways. Thorax kept his eyes glued closely on the dragoness, still trying to figure out what was the matter from her body language and emotions. A large metal door decorated with the finest of gems and gold sat at the end of the hallway and with it being about thirty times the size of both of them, however, it opened with ease to Ember with a single touch of her hand. "Oh wow, that's a big door."

"Had to be to get dad to fit in it when he ruled. Hurry up bug butt, don't need others to see you coming in here and getting ideas." Ember gestured to the open doorway and watched as the green changeling made his way through with haste before she closed the door behind them.

The room was just as massive as the door but was wide open except for a few piles of gold lying around along with a giant purple silk cushion sitting in the center of the room that would equal the size of a house. The bloodstone scepter sat in a holster near the cushion, the crimson glow of its magic emanating and coating the white stone floor in the red light. The smell of sulfur and ash filled the air along with the sight of molten magma flowing down through part of the wall towards the outside.

"It seems pretty homely of a place Ember. I could fit nearly all my hive in here without issue." Thorax looked in awe at all the space that could be used and only stayed for a single dragon. "So what do you need to talk to me about?" He took his stance in front of the dragoness, his back towards the giant cushion.

Ember's cheeks turned red with embarrassment as she took steps toward the changeling. "It's not a simple thing and I needed someone to speak with to hear what they think." She opened her wings and took a launch upward, closing them again to fall onto the cushion with a soft landing. "I... well... I guess... ya, I should start from the beginning. So years ago is when I met Spike before you, and he sorta grew on me from there. Then after some talking with him as ambassador things started to get a bit more intimate from there. We dated and eventually mating season arrived, I claimed Spike as my mate to bring a clutch of eggs for my own, however, nothing came of it. We mated and I didn't lay a clutch." Ember trembled as she spoke, her eyes starting to water.

Thorax felt his gut being punched as the sadness swept through his body like a raging river, pulling anything with it in the mighty rapids. He knew something wasn't right but now it felt even worse as he tried to keep the negative emotions at bay from overwhelming him. "So something happened that you didn't expect then. Are you sure it wasn't maybe just a fluke type of thing?"

"It wasn't, we tried for a second time as well. When it happened again, I went to see some of the top medical experts. I found answers I didn't want to hear but had to be told." Tears now rolled down Ember's cheeks as she tried to cover her face with her claws. Her voice turned to sobs as she forced out the words, "I'm infertile, I'm unable to lay a brood of my own. I don't think Spike will want to try another time with me if he finds out but I don't know what I should do."

Carefully, Thorax climbed up the cushion and placed himself beside his crying friend, taking care to not get his leg or hoof caught in her thick blue spines or curved horns as he wrapped it around her back and locked her between the two front hooves. Once he had her secured he rocked slowly back and forth letting her drain the sorrow that had seemed to be pooled inside, along with all the stress, shame, and frustration. "It's okay Ember, let it all out. I don't know personally how it feels but I can taste all those negative emotions and how bitter they are. I can say without a doubt that Spike wouldn't abandon you because he's the one that stood by my side when I joined the Pony society, even going as far as getting me citizenship in the Crystal Empire as a traitor to my kind."

The dragoness pushed herself deeper into Thorax's comforting hug as the tears still fell from her eyes. Blubbering and sniffling, Ember choked on her emotions as she tried to regain the oxygen she emptied in her wails of grief. Her claw grasped onto the carapace and scrapped against it as she sobbed. "I... do... he... how... could..." she stuttered out not able to fully get out the rush of thoughts that crushed her mind under the weight of the mountain they had formed.

Kissing the dragoness on the forehead, Thorax shushed her gently as if he was coddling a child. "Ember, just listen to your heart and you'll know that what I say is true. Spike is different from other dragons as he wasn't raised by them, he understands being different. Now go ahead and calm yourself, I think I can solve your problem but I need you to be all here and not just a part of you, okay?" He gave a gentle fatherly look down into the water-logged red eyes of Ember who was still sulking away her pain.

A few more minutes passed as the dragoness dried her tears, her stomach turning to the point of minor hiccups, and the weight of her mind being lifted off her shoulders. Ember gave a sniff before wiping the last tear clear of her eye with a single claw. "Alright Thorax, I think I'm good now. Do you truly have something that can help or are you just saying that to try and make me feel better?" She pushed the changeling's hoof off her shoulder with care as she looked him in the purple orbs for his so-called eyes.

Nodding to the question with a smile on his face, Thorax said, "I do have a possible solution, however, it is not something that we do much anymore as changelings, it was something that we used to do back when we weren't well," he gestured to his colorful body.

"I'll try anything Thorax, anything to help me feel more normal," she begged as she grabbed onto his shoulders. "Please just tell me what it is that I need to do to help and I'll do it."

Thorax grimaced just a bit at the dragoness' desperation but felt how much she really wanted this to happen, just as he had when he joined pony society. "Okay, okay, just slow down a little bit while I explain. Back when we tried to conquer Equestria and other places, we used a technique of slowly taking over while growing our army. We'd mate with what we were after, studying every inch of bodies so we could replicate sensations for intimacy without causing problems. While we mated with others we'd lay our eggs into the wombs of females, or sometimes into the anuses of males."

Ember's face turned to a one of slight horror hearing what the changelings did, her stomach doing a flip in terror but her heart yearning for that chance. "Sounds like it would have been noticeable for something like you to come out of another species. Doesn't sound like it will help me at all." Her face and mouth dropped into a frown, disappointment starting the cycle again.

"Hold on, that's only the first part. We laid our eggs, but when it came to the actual birth they would come out as if they were that species. If it was something that only gave birth to a single child then we'd only plant an egg, maybe two for twins. However, if it was an egg-laying species, the eggs would take on the shape, size, and coloration of that species as well. Everything birthed would look just like the normal species only later converting back into a changeling shape as they grew off the love of the host."

"So you're saying that if you plant changeling eggs in me, I'd still give birth to dragons, but they'd later turn into changelings down the road." Ember looked with some hope again.

Thorax nodded and responded, "However there is one thing we never experimented with, that being having another species male to impregnate the eggs that have adapted to a host's body. So there is a possibility that if you mate with Spike after I've added the eggs to your body, then you could potentially have fully-fledged whelps. That's assuming that is how it could work but again we've never done that before other than to conquer, so it really is a risky choice either way."

Ember sat there silent, the idea racing through her head of having her own brood to call her own, but at the same time, the risk of them being changeling instead of dragons was a big risk as well. Potential heartache knowing her children could not be her own in terms of species. "I just want to ask one more thing Thorax. Does planting the eggs hurt?"

"That I can say with confidence is not a problem. The eggs are soft and flexible to allow for things to pass by if planted into a male and are small in size until your body goes into birthing mode where they'll change into what they are supposed to be." Thorax set his hoof on Ember's lap, he could feel the hesitation she leaked but could feel the heavy negative emotions alleviating and being replaced with some happier ones. "I'd say give it some thought before choosing or it might be something you can discuss with Spike. How's that sound?"

Still lost in her thoughts, Ember nodded in agreement to the changeling, her body unmoving as her mind was wracked with so much to take in. As she sat there Thorax got up off the cushion and down onto the floor below. Unable to comprehend what was going on, all she made out was his last words, "Contact me in a few days with your answer and I'll be back to talk it over more if need be."

Mixing Of Species

The days had passed and as expected, Thorax received word from Ember to come back to the Dragonlands once again. His travels this time were filled with more noise and clashes as dragons fought over mates, females cheering on the males in contests of speed, strength, and horde size. This didn't deter him as he swiftly made his way through the brawling grounds as quietly as he could as not to become one of the targets. Arriving at the stone spire once again, the changeling king entered the familiar opening and stepped into the lobby.

"EMBER!" he shouted as he entered the lobby area. The sound echoed through the surrounding areas and faintly disappeared the further away it got. Though it didn't matter too much as the front set of doors opened to the blue dragoness from her throne room.

"No need to shout Thorax. I'm not that far away." She gave him a sarcastic smile as she walked down the few steps leading up to the stone doors. She crossed her arms over her chest when she stopped in front of the big bug, her face still showing some signs of distress, but her emotions were much more stable and at least in a neutral state at this point from what Thorax could taste. "I've given your proposal some thinking and I still have some questions and thoughts but, I think today will be the day I decide after that talk." She wiggled a claw toward the changeling, "Let's go to a more private area to speak and get away from the knuckleheads using some of my grounds for their fighting."

The pair walked through the halls in silence, this time going deeper down than before. The hallways in the lower chambers were a bit drabber with the lack of decor below. Down below the heat became a bit more intense from the walls due to how much closer to the lava they were than the upper levels. Coming to a stop, Ember opened a plain-looking stone door into a room that seemed a bit more colorful on the inside. The stone was a mix of colors from warped stone and minerals, the floor had circular holes lined with sand, and a stack of pillows sat over in a corner.

"What type of room is this? It seems pretty... tame yet calming," Thorax asked as he walked into the room, almost falling into one of the pits with sand.

Ember's face cracked a small smile as she walked over towards the pile of pillows, setting two down from the pile for each of them. "It's the nursery for the Dragonlord's brood where it would be the most protected and it's where I was hatched as well." She carefully lowered herself on the pillow, the soft silky cushioning tickling her scales as she made herself comfortable. "Here, take a seat and we can talk."

Thorax walked around the few holes that were left in his way and took his seat across from Ember, facing her with a small feeling of embarrassment for being in a whelpling's nursery for their chat. "Well, nice to see that you have some fond memories of this place at least." He gave a cheeky smile to the dragoness. "So what other questions do you have?"

Taking a few seconds, Ember closed her eyes and took a deep breath, getting her mind in order before she tripped over herself to be made a fool. "I have a few questions left that I need to be answered before I make the final decision, but it will be made today. How do the eggs work in terms of time to know when they come out?"

"They follow your body's functions. When implanted, your body will detect them as belonging and a natural part, so when your time to conceive has finished they'll do their work as if you did everything else right." Thorax focused his eyes right on Ember's, making sure his words were chosen carefully with the utmost seriousness.

Ember nodded slowly as she processed the information that she was getting from the changeling. "How long do you think we'd have for me to mate with Spike afterward to have these eggs turned into full-fledged dragon eggs if your theory is correct?"

Thorax tapped his hoof on his chin, thinking through his theory and possibilities. "If my theory is correct, and it is only just a theory. I'd say you'd have a total of two days for conversion. Again, this is all just theory work and we haven't tried any of these methods fully so results may vary."

"I understand that portion. As wild as it is, living a dream and living with fact are two different worlds and I am considering those risks as well. The last thing that has been on my mind is if this theory fails I still want these children to have a good life and be shunned by neither species. Will you be willing to help in regards if they have their changeling traits, especially in the conversation of what happened for this to occur?"

Sitting there silent, the two stared at each other for what seemed like an eternity, the bluntness of the final question hit Thorax like a brick wall. Never once did he consider the situation of Ember going through and having it fail. Eventually, he broke the silence between the two of them. "I guess that isn't something I really could have seen coming from a bunch of maybes but, I will take the responsibility for enacting something we have stopped in practice. You have my word Ember."

Ember's face broke into a smile as she sat there for a few moments, letting the silence fill in. "I guess I've made my decision then. Thorax, I want you to impregnate me with your eggs so I can have my clutch." She pulled herself off the pillow and walked over to the changeling, holding out her claw. "An agreement we can both go with but with it being a theory I still have some reservations about it, however, I'd rather take that small chance over not trying it at all."

"You're sure about this Ember? I mean we could see if there are other ways. I just don't want to see you hurt over this backfiring in some way that we didn't account for." Thorax's face grew red as he got a bit flustered from the lustful pheromones that Ember was emitting from her emotions.

"Positive about this. I've made my decision and I'm not going to back down from it. Now let's figure out how to make this work." She looked the bug shape up and down with sharp eyes as she tried to figure out what would be the best route for him to take her.

Thorax took her claw and shook it in agreement, noting that she was trying to put something together. "Well I could always turn into a dragon but I'm not sure what a male's genitals look like, nor a female's for that matter. Never seen them out before but we didn't reach the point of taking on a dragon invasion." He scratched the back of his head as he blushed hard.

With eyes growing wide in surprise, Ember blinked repeatedly in shock at the changeling's statement. A shapeshift, master of disguise, and able to implant children in anyone who hadn't seen a dragon's intimate parts before. "You're joking, right? You haven't seen dragon parts before? Well now that makes this a bit awkward, then again I haven't seen a changeling's either." Her tone was mild-mannered with her confusion as she pointed to Thorax.

His cheeks burned red from the comment of not knowing what a dragon looked like in bed before he used his magic to shape his body into a slightly taller and muscular dragon that stood over Ember. Looking down he gave a sly smirk as he patted her head with his claw that was bigger than her face. "Well, you could always help me by describing it and I'll do my best or if you have a book with pictures I could go with that as well."

Ember looked up with some shock at the size Thorax took in dragon form, his tone scales and strong looks pumping her blood as her heart jumped just a bit before she shook her head out of the daydream clouds. "I... I... no Thorax, no I won't describe it to you, I want you as you. We can make it work, we'll just do a bit of learning." She watched as the changeling returned to his natural form with confusion on his face. "I know it sounds crazy, but if we're going to be intimate I'd rather it be with the real you and not some form of you if you get what I mean."

"I... well... okay then Ember, we'll do this how you want to do it." The changeling took a few steps forward, his face now level with Ember's in his natural form. The purple orbs looked her in the eyes, tasting the sweet nectar of love flowing off her, and becoming aroused from her feelings. His dick slide out from the small hidden sheath and grew in size letting a long green veiny horse cock flop out and grow semi-erect under his stomach.

"Well now, that looks more like a pony penis," she said as she crouched down to take a look at the growing member. "It looks pretty big, but I thought I said I wanted you as you, not something you aren't."

Thorax's face flushed a deeper red as he looked down at the crouched dragoness. "I'm sorry, just so used to walking around in pony society that it sort of is a habit to blend in public. Just give me a second." Taking a few seconds to steady his mind, Thorax morphed his cock in a light blue glow that turned the big dick into something small, it had a tapered head with a large slit for it to open in a triangle shape at the tip, just a bit behind the tapered head was a pink gem-like bulbous form that was shiny and clear, further down on the smoother portion of the shaft were two blue similar things, with one final yellow one on the bottom near the base of his member. His balls shrank down as well when he did his transformation back to his normal form. "There, all-natural. I hope that isn't too small for you?"

Ember's face dropped in awe at the simple yet different look of a changeling dick. "Wow, that is pretty weird looking, but also cute. It's like a royal scepter but in the form of a dick." She gently reached out and fondled his balls that swung between his rear legs before moving up the shaft with a soft touch against the flesh. Her forked tongue flicked out of her mouth for a second as she started to drool just a bit. "I'd say it fits you perfectly Thorax, just wondering what these things are on it," she asked as she pointed to the colored bulbs.

"I'd have to guess that they are my egg organs since we did change, we did have just the four but all one color prior. Each one has its purpose, the first one at the base being the producer channel, the middle ones being what shapes the egg down in size if need be, and the final one being what adds the lubricant and sticking fluid for the egg before it releases." Thorax looked down between his legs seeing the changes for the first time since he was well used to his pony genitals.

Taking a moment longer to look over the royal rod that Thorax sported, Ember nodded to his words as she followed him through the steps. "Now that is weird but again who am I to complain when you are helping me so much with it. Can you just implant eggs at will then?"

Thorax shook his head at her. "No it isn't just inserted and implant, we do have to have actual sex for me to build up to release, from there I can choose my body to implant the eggs or just release a white mixture that looks like and functions like cum if a female is in proper heat and ready with her ovaries."

"Strange but neat. It seems pretty standard for a changeling then by the sounds of it. I guess that's fine, and the size doesn't bother me at all because Spike is a bit larger than that and can be a bit painful but that's dragon's being rough, to begin with. I do apologize ahead of time if I do scrap you with my claws, I don't mean it in a hateful way." Ember's cheeks grew rosy as she stood up and told the changeling. She walked over to the pile of pillows and lay on her back, her wings extending out to be a bit more comfortable as she spread her legs open. "Well, I'm more than ready then."

The changeling looked at the blue dragoness now spread eagle on the pillow pile, his face looking over her body trying to find where her entrance would be. "Uh... Ember, I don't see where I'm supposed to go. It's not lower but not higher from the looks of it." Looking harder and harder, Thorax just couldn't find where she wanted him to go. "I can't find it."

Ember let out a snicker at the bug as he inspected her body. "Well, that tells me why you don't know what a dragon's genitals look like. Here, let me show you." She slipped her claw down towards a portion that linked her body to her tail and pulled at the scales softly horizontally opening a wet pink hole with a small nub sticking out of the top. "That is my cloaca. All females have them and all males have vertical slits that let their dick retract in and out when they need to mate or answer the call of nature."

"Wow, and you say my dick is weird but you've got just a single hole. I think I can say we're both weird, even though it seems like it's just a normal vagina. I knew that the hippogriffs and griffins had cloaca's but didn't think dragons did." Thorax leaned his head in close to the dripping hole, the light pink flush doing little pulses as he looked it over.

"Well, that doesn't matter too much now. So can we call it even and get on with this thing?" Ember had turned her face, red flushing through at showing off her cloaca to her friend even though it was a mutual agreement in the end. "I just don't want to be here all day or the other dragons may get a little curious as to why I'm not outside watching the fights."

Thorax nodded and approached the pillow pile with care to not step on Ember's wings. It took a bit of work to try and line up his body to penetrate Ember's cloaca but with a bit of work, he managed to slip his dick into her dripping wet and very warm hole. The inside was certainly smaller once past the initial larger entrance which caught him off guard along with some small spines on the inside that brushed against his member as it went deeper in. He took a small break halfway in to check in on the dragoness who was biting down on her finger as she watched the rod disappear into her. "Are you okay Ember? Do you need me to change the size?"

Ember shook her head, "No, I'm good just keep going," she mumbled out. Trying to hold back on the moans of pleasure from the intense feeling of the new dick inside her and from her heat that had been holding out for the past couple of days. The feeling of his cock was comparable to the best day of her life as those bulbs pushed against her cloacal wall in the right places hitting those spots she always wished she could reach with her claws when she masturbated. When Thorax returned to getting himself fully in the tapered head just hit the right depth to send a spine-tingling shock through her that made her shot smoke through her nostrils and roll her eyes back.

Pulling his head back, Thorax avoided the billow of smoke that was sent upwards. He blinked in surprise as he watched Ember break hold on her finger and let out a roar of delight as he finished the last bit of penetration off. Her hole was significantly much tighter at the end and certainly much wetter after she had her little outburst. "I'm all in now, going to start with moving now." Thorax nervously said as he watched her face intently to avoid any fire that may come out of her maw. His rear legs pulled back the royal scepter of his, tickling the spines inside her cloaca with his tapered tip, the pair's sexual organs giving each other pleasure that wasn't very common with their species. Thorax could feel his body shiver in delight as his heartbeat picked up.

The friends enjoyed their first few moments together and now it was time to indulge in their carnal desires. Thorax doing long powerful thrusts while Ember wrapped her arms around his chitinous back slightly digging into the hardened shell. The smell of sweat, smoke, and lust-filled the room, putting the pair into a trance of blissful enjoyment. Her body took every bit of his dick and converted the sensations into a potent aphrodisiac that leaked off her lust to turn the changeling on even more. Their bodies moving ever so gently on the pile of pillows as Thorax pushed himself as deep as he could with each bit of movement, his legs becoming numb to the pain of holding himself up at such an awkward angle.

"Ember this is good and all, but my legs they can't stand to hold me up any longer with this position. Could we change to something a bit easier on them, maybe you could get on your hands and knees so I can lean over you?" Thorax panted as he tried to maintain a steady pace but the burning in his muscles pinched his legs making it near impossible to stay that way.

"Fuck yes, as long as you keep giving me this dick I don't care," yelled the dragoness as she was enjoying her royal mating. Thorax pulled out of her cloaca for just a moment as she folded her wings back and flipped herself over, moving pillows out of the way to make the position a bit more comfortable for her. When in place she lifted her heavy tail to the side, letting her hole be easy to access for the changeling. When ready, Thorax had climbed back over her, his body resting against hers as he penetrated the wet entrance once again with his muscles much more relaxed in the new position. Ember gripped into some pillows with her claws as she felt his dick make its way back in, hitting spots she didn't know she had that drove her even more wild than before. "Holy sweet fuck yes, just like that. Plow my cloaca with that cock of yours and put your eggs deep in me."

Thorax's movements had picked up the pace with the change of position giving him a hand in it. His hips bumped against Ember's creating a clapping sound as he did as she wished. Her walls gripped tightly on his rod, tugging away as if trying to milk him dry despite not quite at an orgasm. He watched as her claws dug into the pillows tearing into the fabric and shredding the stuffing inside. Her growls were deadly sounding as he huffed and wheezed with his efforts. "Oh Ember, this feels amazing. I just don't know how long I can last like this."

Ember was reaching the edge of an orgasm that had waited nearly another year for mating season and this changeling was pushing her further than what Spike had done in the past. Her body tensed, her mind drowned by pleasure, and her heart racing faster than the Wonderbolts could fly. She could feel it, that nipping edge of sweet release but her words failed to convey any sensible message to the changeling. "Thorax... I... close... please... I... want..." the scattered words seemingly random as she drooled onto the pillow her head rested on.

Not understanding what Ember wanted, Thorax just continued his pounding until it grabbed him quite literally. Her cloaca closed down around his dick, sealing it inside as the small urethra she had sprayed her fluids out onto the pillows and floor, her insides clenching onto him like a vice grip refusing to let anything go. In return, the simple act of her orgasm was what tipped the bug into his. Muscles tensing and burning as they locked up, his cock spreading its tip open into a small tunnel, and then came his full orgasm. His body quivered as egg by egg left in a slow steady line, piling into the dragoness' cloaca and forming a clump at the back of her womb. Every few seconds adding more and more eggs to the pile, filling Ember's request to have a clutch. Thorax leaned his face deep into Ember's back and managed to let out in a soft voice, "Ember it's happening. I'm putting my eggs in your womb."

Those words pierced through the veil of lustful indulgence and sent Ember into an overdriven sexual frenzy as her orgasm went from small squirts into a raging torrent, making her cloaca squeeze and pulled out any eggs that Thorax was trying to get out slowly. Like a vacuum it sucked each one out as fast as it could, her grip not letting go of the changeling anytime soon, and her claws raking the pillows even more as she screamed "Yes, give me my clutch, make me a brood legendary of a Dragonlord."

Not having any energy left, Thorax collapsed onto Ember's back, her body serving as a pillow as his lower half was used by her. After about thirty more seconds of his start to his orgasm, he was drained of everything. No more eggs left his dick, but still, Ember's cloaca went on milking it until she realized that Thorax was near out cold on her back. Ember broke from her greed-filled lust and relinquished the changeling from her grasp and let his member free of the death-like grip it imposed on it. Gently she removed him from her back and set him down onto the pile of pillows before laying on them herself. Both were tired and panting, but Ember was happier than ever with how things had turned out.

She rubbed her claw over Thorax's head and down his cheek in slow motherly strokes. "Thank you Thorax, that was both a wonderful experience and a grateful one as well. Now it is only time to tell what should happen from here." Her eyes were almost in tears again as she smiled at the green bug.

Thorax lay on his back, eyes glazed over to a lighter shade of purple than normal as his vision was blurred. Still, in a daze, he managed to slip out, "No problem, it was my pleasure for a friend."

Ember still having a bit of lust running through her, moved down the pillow pile and between Thorax's legs. Her claw took hold of the semi-erect dick. "Well, I want to give you a special thank you for giving me something I want so much. Just make sure to not send any of those eggs down my throat." Her mouth opened revealing the sharp fangs that lined her gums along with the forked tongue. Slinking down from her maw the tongue wrapped around Thorax's dick and started to stroke the top half while her hand worked closer to the base and fondled his balls. She could taste her cloaca and some other fluid that had dribbled down from his tip. It had a sweet taste, almost as if it had been made of the finest of diamonds to snack on.

The warm wet slathering of Ember's tongue brought the changeling out of his daze as he looked between his legs to watch the dragoness work her oral organ like a masterpiece being put into motion. His member grew back to full mast with the massage it received, the feeling from the wrapped tongue almost similar to the soft inside of Ember's cloaca. Thorax let out a soft moan as she opened her maw and swallowed the shaft, being careful to not bite down with her fangs.

As the Ember bobbed her head, she got a rhythm going that was neither fast nor slow just a perfect in-between that felt natural to her and didn't hurt her neck badly. Her claws let go of the base of his shaft and both now attended to the big green sack to play with his family jewels by rolling them between her fingers and over her palms, massaging them with care to attempt to speed up Thorax's pleasure. Ember didn't stop for anything as she was able to remove herself and breathe without letting her tongue off of the shaft she sucked.

"Oh god Ember, that tongue of yours, it's amazing. Could I... could I hold your horns while you do this?" Thorax panted out as his body ramped up for another go with the dragoness.

Ember shrugged her shoulders with indifference as she worked away. Feeling the changeling's hooves take hold of each of her curved horns like handlebars. As soon as Thorax had a grasp of them then things changed for the dragoness, as he started to thrust upwards as he held her face down. Ember was caught off guard by the turn of events; Thorax has started to face-fuck her. Slight panic hit from unprecedented change but not enough to scare her off from stopping, instead, Ember changed her plan moving one hand from his sack and making its way down to his anus where she probed it to stimulate his prostate like she had done before with Spike.

Feeling the finger wiggle inside of his ass and press into his prostate sent Thorax wild. His eyes popped with the initial probing then faded in coloration as that little button was pressed by the dragoness. He let out a loud moan as he pushed Ember's face deep onto his dick when she did, her finger swirling around on that little area was more than enough to keep him going but mixed with that rapid tongue and he was done for. His legs tightened once again, this time his tip only opening to a small pinhole as his body only produced a sweet nectar-like substance that shot right into Ember's throat.

The sticky sweet fluid filled Ember's throat and backed up into her mouth and some into her nostrils as she couldn't swallow it as fast as she'd like to. Drowning in fluids was not on her wish list but the taste of it reminded her of feasting on gemstones of all kinds from the most common quartz to the rare dragon ruby. Unable to pull herself up from the changeling holding her down by her horns, she succumb to her fate and endured as best as she could as the fluid leaked down her snout and chin from the small slits at the sides of her mouth and nostrils.

It wasn't long though before Thorax emptied himself and let Ember go. His balls drained once again, as he fell to his back. Panting from a second heavy orgasm for the day left him with no energy left as darkness started to fill his eyes. "So tired," he yawned out as his body became heavy. "Thank you for that little return Ember, just give me a few minutes and I'll be up and going." He passed out before he could say anything else, snoring away on the pile of pillows.

Ember wiped away at the changeling's cum, licking her claws clean of what she scrapped off her scales, the sweet taste still getting to her. After wiping away the last bit from her nostrils, she looked at the snoozing changeling with a smile. "No Thorax, thank you. Sleep for now and rest up," she softly said as she made her way out of the nursery.

Returning to the surface area, Ember arrived at her throne room to the sight of the mature purple dragon with green spines. Spike was waiting patiently in the room on the floor leaning against the throne. He stood up and walked toward Ember with a big smile and wide-open arms. "Ember, I was wondering where you were. It's mating season and I came like the previous times. I think this time we'll hit it off. I made sure for Twilight to cast a spell to increase production for longer-lasting sessions."

Turning her face away to the floor, Ember crossed her arms and shook her head. "No Spike, this time there will be no mating for us. I have bad news that affects you as well, but could be good news for you depending."

"Bad news? What is it Ember? What's wrong?" Spike tried to get the dragoness' attention but she remained cold staring at the floor.

"I'm infertile Spike, I can never have a clutch of my own. I don't want to keep going and trying for nothing. It's a waste of a potential mate for another dragoness, so I want you to go on your own. I do not require your services anymore." Ember held herself, a tear forming in her eye.

Spike looked baffled and a bit shook, however, his resolve wasn't shattered at the news. "Ember... I'm... I'm sorry. I'll still be here as a friend if you need someone to talk to, or even just have me listen." He patted the dragoness on her head as he passed by. "Please Ember, do keep up the spirits, it won't be the same if you stay this way. Just promise me you'll come back."

Ember nodded silently to Spike. She watched him walk out of the throne room and out the front entrance. "I'll be back Spike, I'm just finding myself and hopefully finding new life with these future mixed whelpings," Ember whispered to herself as she rubbed her belly.

For Ember she found herself with something much more than a clutch to call her own waiting, she found a mate that could make her happy every year when it came to mating season. With Spike now free to find a mate of his own and without having disappointment for either of them. Turning around, Ember walked out of her throne room and headed back downstairs, weary from today's mating, she wanted nothing more than to rest beside the father of her future offspring.