Pharynx made his way through Ponyville, in disguise of course. No need to attract any unwanted attention, or god forbid have Thorax say anything resembling I told you so.

He looked around at all the ponies and thought to himself, I’ve waited so long to have this again and now I cant even decide which one I want to eat!

He saw a pretty little beige mare go into her house and just said. “Fuck it, that one! Why not?”

Following behind, he approached her front door. It was locked. “Damn!” Looking around he saw the streets were too busy to just kick the thing in, so he snuck around back and scaled the wall to an open window.

Falling through the window into a bedroom he found the little mare having at herself with a vibrator. At least that’s what she was doing until a random pony broke in.

“What the hell?! Who are you!?”, Bon-Bon screamed. Covering herself with the blankets as she watched the intruder get back to his hooves.

Pharynx ignored her. “Geez what a horny girl, you just got home.”

“What are you doing in here?!”

Pharynx ignored her again. Walking up to the bed he grabbed Bon-Bon by her rear hooves and drug her to his side of the bed.

“AHH!”, she yelped as she was pulled along the mattress. Looking up Bon-Bon watched the pony transform into a changeling.

“I’ma give you a good rutting before I eat you”, pharynx declared, extending his forked tongue with an evil grin.

“W-What!?”, Bon-Bon stammered. Looking down she saw the changeling’s ovipositor was out and standing between her thighs. “nonononono, GET AWAY!”

Pharynx punched the squirming mare in the stomach, knocking the wind out of her.

“Hold still”, he ordered in a flat tone. Yanking the wheezing mare back he slid his slimy appendage into her still moist cunt.

“P-PUL * cough * IT OUT!”

“I will, when you’re full of eggs.”

Bon-Bon went wide eyed at his words. Looking down she saw the large masses floating around in his translucent belly. “GET OFF!” She fought back against, him but Pharynx simply layed himself on top of her.

Pinning her hooves to the mattress, Pharynx started humping. “I forgot how soft pony pussy was.”

“Lyra, some-pony, HELP!”, Bon-Bon yelled out, but no-pony came. All she could do was watch the body of the changeling on top of her move rhythmically back and forth as he raped her.

It wasn’t long before she felt the first one… then a second, and a third. “Ewww-w-w!”, She cried as the large green eggs forced their way into her body. She could see the bulges they made on her tummy as they worked their way inside.

“Ohh that’s good”, Pharynx moaned as he layed his non-fertil eggs into a different species… for fun.

After Bon-Bon was good and stuffed, Pharynx removed his ovipositor and climbed into bed with her. He must have layed at least nine of those big eggs in the girl and her belly showed it. Not like it mattered. He was going to get the protein back very soon.

Bon-Bon felt the changeling rubbing her swollen gut. “g-go away”, she moaned as pharynx grabbed her shoulder and rolled her onto her side.

“I filled you up, your turn”

“Huh?” Looking up Bon-Bon saw Pharynx coming at her head, with his mouth wide open. “NO!”, she screamed as she scurried to the edge of the bed.

Pharynx quickly grabbed her rear hooves and brought them up to his mouth. Bon-Bon attenpted to kick him in the face, but the changeling held her firm.

Gripping her tight Pharynx looked Bon-Bon in the eyes. “You struggle… I bite.”

Noticing the razor sharp fangs in Pharynx’s mouth Bon-Bon relented. Against her better judgment she allowed the changeling to swallow her legs.

Knowing she was about to be eaten Bon-Bon started sobbing. “Lyra, save me-e!”, she cried as the changeling’s throat moved further and further up her body.

“I DON’T WANNA BE FOOD!”

Pharynx meanwhile was eagerly feasting on the delectable mare. Her delicious flavor helping to drown out the annoyance of her constant wailing.

As he approached Bon-Bon’s neck he extended his forked tongue to taste the tears streaming down her face.

His maw wrapped around her head, Pharynx tilted his neck up and swallowed; sending the helpless mare down into the hell that was a changeling’s stomach.

As soon as she slipped inside, Pharynx spread himself out on her bed and began rubbing his gut. Watching them squirm inside was always the best part for the sadistic bug monster.

As soon as she came into view Pharynx began taunting the poor thing. “How you doing in there my little pony? Is my stomach treating you alright?”

Bon-Bon looked out at the changeling who’s belly she was trapped inside of. She thrashed about screaming as the stomach began the long, slow process of digestion. “Let me out, it’s horrible in here!”

“Yah a stomach’s not really fun. I do like the squirming though, keep that up”, Pharynx rubbed the squirming mare for a few moments, but then the bedroom door opened and Lyra stood dumbfounded.

“Uhh hi?”, Pharynx said to the confused mare.

“Where’s Bon-Bon?”

“Bon-Bon? Ohhhhh… yah she’s”, Pharynx pointed at his massive gut.

“What?!”, Lyra asked, more out of disbelief than concern. Running up onto the bed she peered into the changeling’s stomach. There she was clear as day, Bon-Bon in a tummy.

“T-This, this is”

“What, horrific? Monstrous? I’ve heard it all”, Pharynx went on. “She ain’t coming out so don’t even ask”

“This is… super fucking hot!”

“Huh?”, Pharynx was deeply confused at the mare’s reaction. As was Bon-Bon but she had larger concerns than her friends kinks… or so she thought.

“You ate her! And now she’s all wrapped up in your tummy!”

“Uhh yah, I did.”

“And now she’s your food’

“Yah, she is”

“HAWT!”

“What the fuck is wrong with you? You freaking goofy mare!”, Pharynx yelled as he scooted back to the head of the bed.

Lyra layed forward on her stomach, watching her lover dissolve in the changeling’s belly. “Can I listen?”

“Hell no! Keep the fuck away from me!”

“You want me to call the guard?”

“Don’t do that, just…”, Pharynx thought about it and realized he really didn’t have much of a choice. He couldn’t get away with a belly full of pony, and this girl was obviously not… normal. “Fine just, hooves where I can see’em.”

Lyra smiled and crawled forward to Pharynx, laying her head on his belly.

“Lyra, help me please! IT BURNS!”, Bon-Bon begged

“I can hear her! This is soo cool!”, Lyra listened to the sounds the stomach was making as it worked on her lover. She heard the sizzling of acids and the groans it made when it pressed in on Bon-Bon.

“Will you eat me next?”, Lyra asked.

“No way, I don’t want whatever is wrong with you becoming a part of me”

“Awww come on. What if I cover myself in chocolate syrup.”

“I hate chocolate. Go feed yourself to a dragon, those freaks will eat anything.”

“Dragons eat ponies?”

“Duh.”

During this whole interchange Bon-Bon had become delierious from the pain of being digested. Her pretty mane had fallen away and the poor girl was bleeding in several places.

“Lyra.. please, help”, Bon-Bon weezed

As the acids rose above her head. The mare gave a final series of thrashes and then… everything went still.

“She’s gone”, Pharynx said as he rubbed his gut back to it’s translucent state. “Now, you gonna be a good pony and keep your mouth shut?”

“If I tell the guards are you going to eat me?”

“FUCK”

Author's Note

Yes I know Pharynx would have transformed by this point in the series, but I like evil bug Pharynx more.