Her Majesty, The Changeling Queen

by SpoonfedArt

Rating: mature
Tags: Shining Armor, Sex, Queen Chrysalis, Non-consensual, Violence, Princess Celestia, Alternate Universe, Anthro, Main 6, Porn, My Little Pony: Friendship is Magic, Princess Cadance, Dark, Fetish
Length: 15083

Conquered. Captured. Forced to kneel before their enemy. Equestria has fallen, and now Twilight and her friends will be subjected to the perversities they couldn't even imagine by the victorious Changeling Queen.

Conquered. Captured. Forced to kneel before their enemy.

Equestria has fallen, and now Twilight and her friends will be subjected to the perversities they couldn't even imagine by the victorious Changeling Queen.

Contains: F/F, micro, high heels imprisonment, functional pussy piercing, сunnilingus, rimming, degradation, anal vore, forced transformation, corruption, power theft, bad end, and a lot more stuff that I don't even know how to describe. It gets pretty wild.

Cover art is a cropped version of a (NSFW) picture by maarthul. Derpibooru id: 1728887.

Published 2022-08-01 22:00:00 UTC
Last updated 2022-08-01 22:00:00 UTC

Taking What is Hers

The Changeling Queen drank in her most awaited triumph. She sat on the grand throne of Canterlot, her legs crossed, watching over the pathetic, cowering ponies before her. Soon, all of them will be food for her victorious army. Some have already gotten a taste of the new changeling rule, others heard the stories and trembled in fear of what awaited them.

Foremost of all of them were the six captured mares, forced to stand still in front of their new Queen. Black collars were fastened tightly on their necks, each of them imbued with a dark green gem, while the two unicorns had smooth magic-blocking crystals secured atop their horns. They looked at her with a mix of fear, disgust, and hatred, conflicting emotions laid bare upon their pretty faces.

Some, like Rainbow Dash and Applejack, tried to display defiance, standing upright and proud. Another one huddled meekly behind her pegasus friend, looking everywhere except for Chrysalis’s face. Poor Fluttershy – she was such a sweet little thing. Her love would surely have an exquisite taste.

Pinkie Pie had lost her usual bubbliness, even if her spirit was not yet fully broken. She looked with undisguised contempt at the changeling, but her expression turned to one of worry when she switched her gaze to her friends. She was eyeing Fluttershy particularly often, clearly concerned for the terrified mare.

Beside her, Rarity stood still like a piece of marble, looking forward with a dead, unfocused stare. She kept a solemn, dignified stance, betraying little emotion, but couldn’t stop the occasional twitches from passing through her face.

The five of them were all beautiful and interesting in their own way, yet right now Chrysalis paid them little mind beyond a lazy glance. The Queen was focused much more on the centerpiece of her collection – the purple mare who had come so awfully close to spoiling her plans. Close… but not close enough. Still, she needed to be punished for it.

Twilight Sparkle, Celestia's personal student and protege. How sweet it will be to break her, to undo all the hard work the Sun Princess had put into tutoring the young mare and turn Celestia’s most prized pupil into her most obedient toy. And Chrysalis will have plenty of fun on the way. It promised to be a truly delightful experience, especially with her mind-controlled brother accompanying every step of the mare's descent.

She eyed Twilight with a mocking smirk, taking in the sorry sight of her defeated opponent. It was a pleasure to see the once wilful mare so utterly crushed, her stare drawn down to the changeling’s feet. But it was not for Twilight's lack of strength to look her opponent in the eye. No, the reason why Twilight couldn’t tear her gaze away from Chrysalis’s high-heeled platform boots was much more peculiar than that.

The Changeling Queen swayed her leg, enjoying the light clang of glass as an object rattled within her transparent shoe. She took in the dismayed look upon Twilight’s face, pleased to see the mare so intently focused on her feet. Even the sight of her brother standing obediently beside Chrysalis's throne didn't attract her attention as it previously had.

“Do you like my new boots, Twily? I see you’re very interested. Come here and take a closer look.”

"What have you done to them? You… monster," Twilight seethed.

Chrysalis just chuckled in response. "Oh, they are perfectly fine, I assure you. Come check it for yourself," she invited the mare again.

Twilight hesitated, anxious about approaching the changeling.

"It's not very polite to refuse your Queen's offer."

The unicorn felt an implied threat in the casual reprimand. Walking forward, she tried not to let fear show on her face. The sounds of her steps echoed through the unusually silent royal hall as she approached the throne, coming to a stop several feet away from her nemesis.

Chrysalis pushed one of her legs forward and brought Twilight's attention to her boot. "Take a closer look, girl. You have my permission to get on your knees." She flashed the mare a cruel smile.

Twilight really did not want to debase herself in such a way. But she knew Chrysalis well enough to understand that she was given more than just 'permission'. A punishment would follow if she didn't do as she was told. And… Twilight really did need to see the object up close. If only she didn't have to degrade herself so much in the process.

Taking a heavy breath, she lowered herself and peered through the glass walls of the changeling's shoe.

Locked within it was a miniaturized frame of her immortal mentor. Twilight felt her gut wrench at the sight. Princess Celestia was pressing her hands into the walls, alive and conscious, but completely powerless inside her prison. She was reduced to mere apparel for the changeling's footwear. Her screams could not pass through the barrier either – Twilight only heard unintelligible squeals as she opened her mouth.

The Princess of the Night could be seen in a similar predicament, imprisoned within the other shoe. Both of Equestria's rulers, the near-divine alicorns, had fallen to the Changeling Queen and were now displayed as trophies in the most demeaning of ways. Constantly underneath her lithe feet, they tumbled helplessly around their glass cells whenever she moved her legs.

Chrysalis happily provided a demonstration to Twilight right then and there, shaking her foot in front of the unicorn's face with a mocking laugh. Twilight cringed every time she heard the glassy *ding* resounding from the Princess's collisions with the hard sides of the boot.

"So, what do you think about my shoes, Twily? Quite the eye-catchers, aren't they?"

"You won't get away with this," the mare scowled.

"Tsk-tsk, didn't Celestia teach you any manners?”

Chrysalis smirked as the gem on Twilight's collar began to glow. Without any change in her expression, the Changeling Queen directed a stream of agonizing hatred straight into the mare’s mind, the emotional avalanche running over her psyche like a train.

It was worse than pain, worse than any torture that she could imagine. Her vision blurred as her most horrific dreams suddenly united with reality, making her body freeze in terror.

She saw shadowy silhouettes and murky surroundings, indistinct yet somehow immensely frightening. A piercing scream rattled her eardrums, so loud and all-consuming that it seemed to be both within and all around her. She was suddenly sure it was Pinkie’s voice. There was no usual cheer in it though – just raw, undiluted panic, as if she was being murdered at this very moment.

It felt like minutes or hours were passing by, maybe even days, the notion of time dissolving in the sea of overwhelming emotions she was forced to experience. All of them horrible and unbearable, if not for the fact that she had no choice but to bear them. Yet in truth, it was only a few seconds until Chrysalis stopped and let go of her wrecked mind.

There Twilight blinked, feeling like she had woken up from a deep slumber. For a moment, she was totally oblivious of her surroundings. But as she saw Chrysalis staring smugly at her, the memories quickly rushed back into her head. She whirled around and was greeted by the sight of her friends looking at her with grave concern. They didn't seem to pay any particular attention to the pink pony among them, as if none of them had heard her panicked wails.

Pinkie didn't scream, Twilight suddenly understood. No, it was her own cry of terror. That’s why it rang so loud in her ears; why her friends and every other pony in the hall were staring at her like she’d just had a vat of burning oil dumped over her head.

“Care to try again?" Chrysalis brought Twilight’s attention back to the task at hand, pointing to her feet.

Twilight looked up at the changeling with greeted teeth. She knew that everything she’d just experienced was only in her mind, but that didn’t make it any less excruciating.

"Your boots are very beautiful, my Queen." Her reply came without any emotion. She tried to give in as little as possible, no more than was necessary to avoid further punishment.

Chrysalis considered the mare’s answer, clearly contemplating whether she deserved to be disciplined for her lack of effort. A second passed, and an upward movement at the corners of her lips indicated that Twilight won’t have to endure another horrifying experience.

“Oh thank you. Your opinion matters a lot to me, Twily,” she mocked. “Say, if you like my shoes so much, why don’t you kiss them?”

Twilight stared at Chrysalis with disgust, revolted by the offer. It was one thing to degrade herself with words, but this… this was pure filth. And yet, the memory of her punishment was still fresh in her mind, and she knew she wouldn’t be able to endure it endlessly. There was no choice but to do what the Queen had commanded her.

The glass felt cold on her lips. She tried not to look at the pained expression of her mentor, who was staring at her in shock from within. And still, she couldn’t help but glance at Celestia, hoping to find some solace in her close presence. Somehow, the sight of her made Twilight feel both better and worse at the same time.

“Good girl,” Chrysalis gloated from above. “Since you’re already there, maybe you’ll be so kind as to clean my shoes as well? With your tongue, of course.”

It should’ve come as no surprise to Twilight that her captor would be cruel enough to order something like this. But hearing the words spoken in the changeling’s mockingly sweet tone still sent a shiver down her spine.

The tall, see-through platform of Chrysalis’s boots extended from her heel up to her toes, raising her feet by a good five inches. There was plenty of material for Twilight to scrub for sure, and something told her that the Changeling Queen will not let her stop until its whole surface was coated with her spit.

Celestia had to observe this pitiful performance from inside her prison, completely powerless to do anything about it. She watched Twilight press her thick purple lips into the glass, followed by her tongue swiping across it, leaving wide wet trails wherever it passed. The moisture blurred Celestia’s view, but it was not nearly enough to hide the shameful sight from her eyes. She could still very clearly see her student debasing herself for the changeling’s pleasure.

Chrysalis raised the front of her foot to give Twilight access to its underside. The movement made Celestia tumble as the steepening of the floor caused her to slide into the bottom of the heel. Under the Queen’s orders, Twilight began cleaning the bottom of her boot. The unicorn was lucky it wasn’t very dirty since Chrysalis was quite particular about keeping her attire immaculately clean, so there was only a smattering of dust that ended up mixing with saliva inside Twilight's mouth.

She cringed from the unpleasant sensation, but continued fulfilling her task with surprising vigor. She was anxious to be done with it as quickly as possible. Though, if one glanced at her now, it might even appear as if she legitimately enjoyed licking her enemy’s shoes.

Unfortunately, no matter how swiftly Twilight was done with one of the changeling’s boots, she still had to clean the other one just the same. This time it was Luna who had the privilege of the front seat to the perverse show. She’d watched the previous one anxiously from the side, filled with a grim understanding that her turn would soon come as well. Her relationship with Twilight might not have been as deep and personal as Celestia's, but it was still incredibly painful to watch her sister’s pupil be forced to do something so unbelievably obscene. And it was ten times worse when Twilight’s tongue danced all around her, leaving sloppy evidence of the mare’s submission all across the glass walls that enclosed Luna’s space.

Eventually, both of the changeling's shoes were thoroughly polished and gleaming with fresh spit. Only then did Twilight pull away from Chrysalis's feet.

"Hmm, great job," the Queen said, inspecting her boots. "You were always a diligent pupil, I know. I'm sure you'll learn to be on your best behavior in no time at all."

Twilight spit on the floor, trying to get the taste of the changeling's footwear out of her mouth. Chrysalis didn't seem to be bothered by that, or by the mare's hateful glare. On the contrary, her smile grew all the sweeter the more Twilight showed her contempt.

"Cleaning your mouth? Good idea, darling. I wouldn't want you to lick my pussy with a dirty tongue."

The last sentence made Twilight do a double take, her brows raising up as she carefully processed the words. Is that what Chrysalis would order her to do next?

As if to confirm Twilight's thoughts, the changeling casually lifted her dress. She wore no panties underneath, so her cunt was left completely exposed. Yet it wasn't her wet entrance that captured Twilight's attention, but the emerald-adorned ring that pierced her clit. The precious stone was huge, and there was something pink inside of it too. Looking closer, Twilight suddenly felt her heart drop at the burst of recognition. This couldn't truly be…

"Yes, Twilight. She was here all along. Always present, hearing every conversation I've had in her guise. But completely powerless to stop me. And to think, all you needed to do was to look under my dress."

Chrysalis flicked the ring playfully, causing the pony locked within to sway and fall as she struggled to maintain her balance in the wobbling prison. Cadance was reduced to an even smaller size than Celestia and Luna were, so tiny she easily fit on top of a finger. Or inside a green-tinted gem just an inch away from her captor's pussy.

To make matters worse, the changeling's juices trailed down the ring's band while she was aroused, slowly filling up the gem, even though it seemed completely sealed. Cadance was already standing knee-deep in the syrupy liquid, its smell so strong and suffocatingly sweet she could hardly breathe. She had taken an impromptu bath in it when she fell, so now Chrysalis's nectar had also thoroughly drenched her fur.

It wasn't the first time something like this had happened to Cadance, of course. After spending many months as a decoration for the Queen's pussy, she'd become intimately familiar with every trigger for her arousal. Successfully deceiving ponies into accepting her disguise seemed to do the trick very well. So not only was Cadance forced to bear witness to the changeling’s infiltration, shuddering as her friends and acquaintances referred to this thing by her name, but she would also regularly take a dip in a pool of Chrysalis’s cunt juice at the worst of those occasions.

The Princess of Love would never forget that dreadful moment when the impostor had recited her bridal vows in front of the excited wedding crowd. For the whole duration, Cadance stewed helplessly within her crystal cage, seeing only the changeling's drooling pussy and the underside of the dress while the sickening fluid rose up to her neck. She was honestly surprised that Chrysalis didn’t cum right then and there, so close to it she seemed to be.

And still, no matter how terrible that experience was, it was nothing compared to watching her cute and gifted sister-in-law be forced to service the devious green cunt that took everything from her. This wasn't how Cadance imagined meeting Twilight after years of separation. As she stared at her frightened face from within a magical prison bound to the changeling's nethers, she could hardly imagine anything worse.

Luckily, she did not need to strain her imagination too hard since Chrysalis has already done that job for her, having spent many a night thinking up the most depraved ways of humiliating her defeated opponents. A nice session of cunt-licking was in the schedule now, and Cadance would have the perfect view. She'll be smack-dab in the middle of the action, in fact.

The pink alicorn could only watch as Twilight shoved her head in between the changeling's thighs. She mouthed a quiet 'sorry' before her lips made contact with Chrysalis's cunt, her nose touching the ring. Cadance didn't know if Twilight was asking forgiveness for failing to save her, or for pleasuring the dreadful Queen, but either way, Cadance had no intention of holding any grudge. This was all Chrysalis's fault and that's where she directed all of her hate. There was nothing she could do about it now, though. Nothing, but watch as her husband’s sister nibbled and kissed the villain's folds.

Twilight tried to be slow and careful, but Chrysalis egged her on, demanding that the unicorn hasten her pace. The licks she delivered to the changeling's moist green pussy made the ring rock chaotically, rattling Cadance's prison. Inside, the miniaturized mare struggled to keep herself on her feet and fell repeatedly into the pool of sticky changeling juice. The filthy liquid got into her eyes and mouth, and on one occasion Cadance had even accidentally inhaled it. Her nostrils burned. The terrible, venomously sweet smell permeated her whole being. She never got used to it no matter how many times she had breathed it in, subjected endlessly to the perverse torture. On the positive side, after sniffing the Queen's dripping pussy for so long she'd truly become an expert in it. She could identify the changeling by the smell of her cunt alone. Interestingly enough, it was quite similar even when she was disguised, only imitating her target, but not perfectly replicating it. That knowledge had to count for something! Though it sure didn't help her much while she was imprisoned.

Twilight saw the alicorn's suffering all too clearly, knowing that it was the result of her actions. She tried not to move the ring, she truly did. But there was simply no way to avoid it when it was latched to the Queen's pussy. She was confident that this was exactly what Chrysalis had wanted to achieve – to make Twilight an unwilling accomplice in her scheme. That intention couldn’t be more obvious when the sadistic monster commanded Twilight to lick the ring directly and suckle on its gem. The poor mare now had to taste the evidence of her biggest failure, to slobber over it while her foe gloated from above.

Her lips enveloped Cadance’s jewel cage and let the alicorn see the insides of her mouth. Twilight felt disgusted with herself, she wanted to spit out the horrible trinket. But instead, she caressed it gently, keeping it stable and softly sucking on the gem. It was the only thing she could do for Cadance right now. To give her a moment of some comfort, however insufficient and fleeting it was. She was afraid that Chrysalis might scold her for going easy, but the Bug Queen didn’t even seem to notice it. She was looking at the hall now, which gave Twilight an opportunity to relax just a tiny bit. Until she suddenly understood what that meant.

“You five, come here.”

The words sent a shiver down Twilight's back. She heard a shuffle of five sets of feet as her friends approached. Rainbow was the first of them, her steps ringing loud as she walked with courage and determination. Applejack went close behind, stopping by her side. Pinkie held Fluttershy's hand, while Rarity dropped her dejected mask and looked with concern at Twilight and then at her friends.

Chrysalis didn't hurry to give further orders, simply watching them as if she was a predator looking at her cornered prey. One of her hands played casually with Twilight's mane, while the other lay upon the throne's armrest. Her smile grew wider the longer this uncomfortable silence continued, filled only with the sloppy sounds of her pussy being licked. With decadent pleasure rushing through her nethers, she was happy to prolong this forever. The only motivation she had to go to the next step of her plan was the knowledge that it would be even better.

Without any warning, she grabbed the back of Twilight's head with both of her hands, while her thick black thighs clamped around it. Twilight's face was pressed forcefully into the Queen's wet and juicy cunt, her muzzle penetrating it. She didn't reach very deep, but it was enough to have her nose enclosed within the fleshy tunnel, the potent smell of changeling pussy nearly making her gag. Twilight thought that Chrysalis would let go of her quickly, but she couldn't have been more mistaken. The Changeling Queen kept her hold for much longer than seemed at all necessary. Seconds turned into minutes and still Twilight was forced to sniff the insides of her captor's cunt, suffocating in the sickly aroma. Chrysalis's hips twitched in pleasure, her thighs slapped the unicorn's cheeks, and her hands pulled and turned Twilight's head.

Finally, she pushed Twilight away, throwing her to the floor like a used toy. Once again her fingers flicked her clit ring with utter casualness, as if it was just a force of habit. As Cadance could attest, that's indeed how it was. Chrysalis would fondle the degrading accessory many times a day, rubbing it like a lucky charm, which made Cadance's time there a living hell. Sometimes, she'd even flick it in her sleep! The ease with which Chrysalis could torment the alicorn was a constant source of pleasure for the lecherous bug, so it was no surprise she did it so often. One flick of her finger and Cadance's whole world was sent spinning – how could a sadist like her not indulge in that?

Hands pressed into the armrests, Chrysalis got up from the throne in one quick fluid motion.

"Shiny dear, bring me the package," she called out to the stallion, not even giving him a glance.

He immediately hurried to retrieve a rectangular box from behind her seat. Lowering to one knee, he ceremoniously presented it to his Queen.

"Thank you, love." As a reward, Chrysalis sent a glob of nasty changeling spit into his face. His dumb smile only grew wider.

While her drool descended down his muzzle, Chrysalis opened the box, casually throwing the lid on the floor, and pulled out a long, transparent object. Swirling on her heels, she proudly demonstrated it to her victims.

"Do you like it, girls? I've had it made just for you!"

The mares' expressions one by one turned from confusion to disgust as they recognized what the thing was, or at least its intended purpose. In her hands, the Changeling Queen held a sizable buttplug made out of see-through silicone. It was separated into six sections, pictures etched on the surface corresponding to the cutie marks of the six mares that stood in front of her.

"Haha, I see you all are just as excited as I am," Chrysalis jeered, swinging the plug playfully. "You're gonna look so adorable inside of it!"

Twilight muttered a curse under her breath. Just how far would these perversions go? Was there no end to the depravity of the Changeling Queen? She felt sick just thinking about what Chrysalis was likely planning to do next, but it was her utter impotence in the face of these horrible things that devastated her most. The Princesses, her friends, her brother – they all really were just toys in the Queen's hands, weren't they?

Chrysalis sure thought that way. She approached the mares with a strong, intimidating stride. Inside her boots, Celestia and Luna flew up and down in rhythm with her footsteps, repeatedly smacking against the glass. Completely focused on her new source of entertainment, Chrysalis didn't even notice it.

Rainbow stood firmly in place as the changeling neared her. The horsecock-shaped buttplug earned only a derisive scoff from the mare.

"Go stuff that thing up your ass, freak." She crossed her arms atop her chest.

"Oh, I will…" The Queen grinned, her eyes sparkling with ill intent. "But I thought you might want to see it from outside first." She brought the dildo up to Rainbow's face and rubbed its tip across her lips.

The pegasus clenched her teeth, glaring at Chrysalis. She was definitely not amused by this brazen violation of her personal space. The muscles in her arms tensed as she fought against a desire to slap the buttplug away, or better yet to smash the changeling's smug face with her fist.

She had to keep her composure no matter what. It wasn't even her own fate that worried her, but that of her friends. She knew that the Changeling Queen would not find it beneath her to make them a target of her revenge.

"Get on your knees, pretty girl." Chrysalis tousled her prismatic mane, running a hand through it as if she was checking out a new toy.

Rainbow complied, slowly and begrudgingly. She glanced at her friends and saw Twilight give her a little nod. Against her expectation, Chrysalis simply moved past her, leaving the kneeling mare behind without a second glance.

Pinkie was next on her list of victims. The changeling smelled her mane and licked her ear, clearly appreciating the sweet aroma that the young baker carried around her. A black hand suddenly darted down her skirt and gave her pussy a rub. Nimble fingers penetrated inside. A few seconds later, Chrysalis raised her arm up and sucked the flavor from her digits.

"Exquisite," she stretched out the word, staring Pinkie in the eyes. Then her hand dropped down once again, reaching for her own crotch. "I've tasted you, how about you taste me as well?"

When her digits emerged from underneath her dress, they were covered in a layer of sticky nectar. Pinkie cringed away as Chrysalis brought the hand up to her muzzle. Her mouth stayed closed, so the changeling went for the nose instead, plugging the nostrils with her filthy, dripping fingers. The pink pony could barely breathe, and what little air she got was laced with such a potent dose of cunt stench that it immediately made her face twist in revulsion.

“You’ll have to keep sniffing my fingers until you clean them, darling. Your choice.”

Pinkie huffed angrily and opened her mouth a second later. She didn’t even wait until Chrysalis pushed her hand inside, swiftly gobbling up the wet digits and running her tongue around them, her cheeks hollowed. Her scrunched expression showed just how much she loathed to do it, anxious to be done with the task as quickly as possible.

As soon as the changeling’s fingers were clean she whirled her head to the side and spat in disgust.

“Bleh.”

Chrysalis just chuckled, patting the mare’s head and blowing her a kiss.

It was Applejack’s turn now, and she was ready for it: standing straight and firm, she challenged the Queen with her confident gaze.

Only to have a fat blob of changeling spit hurled straight into her face. She flinched lightly, instantly resuming her vigil. Chrysalis gathered more saliva and spat on Applejack a few more times, covering her features in the sticky liquid. Thick, nasty strands of it hung from her nose and rested on her cheeks and lips.

That did nothing to dissuade the willful mare from her passive resistance. She continued looking at the villainess with an unshaken gaze. But Chrysalis seemed more amused than angered by Applejack's attempt to look tough despite the obscene mass of spit slowly descending down her face. The changeling just smiled as she collected a huge glob of drool inside her mouth and prepared for one more assault on her victim's dignity.

Placing a hand on Applejack's forehead, she tugged the mare's eyelid up, forcefully keeping it open as she brought her head forward and sent the biggest wad of spit yet directly into the farmer's eye socket. Applejack couldn't help but cringe as filthy changeling saliva covered her eyeball. The situation didn't get much better when Chrysalis removed the hand and let her blink, since that only spread the drool over her eye.

It was both humiliating and uncomfortable, but Applejack's resolve wouldn't be so easily broken. She recovered as quickly as she could and stared at Chrysalis grimly once again, willing herself not to close her abused eye no matter how much her body compelled her to.

"That wasn't enough for you?" The Queen seemed almost impressed by the mare's foolhardy resistance. Or maybe she just was thankful for the opportunity to continue breaking her in. "Tough girl, aren't you? Well, I've got something that you will enjoy."

Applejack felt a magical aura forcefully bending her knees, tugging them down to the floor. A second later, Chrysalis stood over her. The changeling's wet cunt was right above her face, black fingers holding her eyelid wide open. She lowered herself onto the mare, pussy just an inch away from touching her eye.

A short burst of syrupy juice escaped the gushing snatch, hitting its intended target. Applejack squirmed in pain and scrunched her muzzle, but she was forced to stay in place, unable to close her eyes.

"What's the matter, dear? Not so cocky anymore?" Chrysalis laughed, squirting even more of her nectar onto Applejack's eyeball. "If you wanna glare at me, you'll be doing it from between my legs, remember that!" she lectured, targeting the other eye next. This time, she just unceremoniously brushed her cunt back and forward across the opening.

By the end, both of Applejack's eyes were burning underneath the filthy changeling sap. There was no way she could glare at the Queen when she could barely see anything at all. Tears poured down in rivers, slowly washing away the cloying liquid. Eventually, they would clear Applejack's eyes, but they could not do the same for her damaged dignity.

Chrysalis let the mare go, spitting at her one last time before she stepped away, happy with the outcome of her 'lesson'.

“You look so much prettier now,” She mockingly commented on Applejack's tear and spit-stricken appearance as she strolled to her next victim. “Makeup really does wonders, don’t you agree?” Chrysalis asked the alabaster mare.

Rarity turned her head away, hoping against hope that it might dissuade the changeling from approaching her. It didn’t work of course. Chrysalis grabbed Rarity’s muzzle and made the unicorn face her.

“I remember when you showed your collection of cosmetics to me. It was truly marvelous, I didn’t even have to fake excitement,” the Changeling Queen smirked. “You’ve had a set of lipstick with just the loveliest shade of royal purple. That one really suited you. Too bad it looks quite worn out now.” She rubbed Rarity’s lip with her thumb.

“But don’t worry, my drones had found it, among many other things.” Chrysalis summoned a tube of lipstick with her magic, the item manifesting within her hand. “Let’s make those delicate lips of yours look the best they can, hmm?”

It didn’t seem like Rarity had much of a choice here. Chrysalis softly applied the lipstick, her hand moving with practiced ease. If not for the terrible circumstances, Rarity might’ve even appreciated the skill the changeling had. It was definitely a touch of a true professional.

“Now that’s much better.” Chrysalis looked carefully at her finished job “Purse your lips for me, dear. Mhmm. That’s good.” The lipstick disappeared from her hand.

“You’ve done a lot to make my moment of triumph as beautiful as possible, and I really appreciate that. Even if you were doing it for all the wrong reasons. So I decided that I want to have a little something to remind me of the good time we’ve had together.”

The Queen turned around and raised her dress, exposing her huge black butt. “Give my ass a nice kiss, would you? Right here, on the left cheek.” She touched the desired place with her index finger.

Rarity lowered to her knees, trembling fearfully. Not wishing to prolong her own suffering, she did exactly as she was told, pressing her lips into the pliable ass-flesh. It was just as horrible as she expected. The humiliation was palpable. She imagined what she must’ve looked like to her friends at that moment, and to everyone else in the hall. So pathetic. Degraded. How would she ever be able to look other ponies in the eyes?

Despite the repulsive nature of the act, Rarity made sure to leave a good, solid smooch on the changeling’s fat rear. She was horrified at the thought of being forced to repeat the action if Chrysalis happened to be dissatisfied with the result. Anything but that!

Fortunately, her fresh lipstick left a clear kiss mark on the dark skin. When she pulled away, all of her friends could admire the purple imprint of her lips on the Queen’s divine booty.

If there was an ass that deserved to have Rarity’s seal of approval on it, it would definitely be this one – big and bubbly, the changeling’s butt was a true marvel of nature. Round ass-globes sculpted by the hands of a sex god, pressing into each other as they fought for space. They seemed to be perfectly designed to elicit worship from the lesser beings. Even a subtle movement of her hips would send them into a hypnotic jiggle, capturing the attention of anyone who wasn’t partial to huge, enticing butts of shapely villainesses.

Even under these terrible circumstances, Rarity couldn’t help but appreciate the sexual appeal of the changeling’s ass. It was the only source of comfort she had right now. At the very least, her lips had marked one of the very best rumps in Equestria, if not the best. There was some solace in that, some dignity. Even if the situation Rarity had found herself in seemed just as dark and inescapable as the Queen’s backside.

“And your autograph as well, please.” Chrysalis gave her a thin purple marker.

It was difficult not to feel stupid as she placed her signature on the changeling’s ass. This was ridiculous. And yet she dutifully wrote down her name underneath the kiss mark, thankful that Chrysalis didn’t make her do something even worse.

The Changeling Queen held a small mirror behind her back, checking out the result with a pleased expression.

“Great work, darling! I’ll make sure it will never age.” As she said the words, green outlines formed around the mark and the writing on her skin, glowing with the changeling's transformative magic. The image was forever imprinted into her repertoire of guises in its exact detail, giving her the ability to indefinitely maintain it on her skin. The lipstick might fade, but her memory will not.

“Now that we’re done with that…” Chrysalis turned to face the rest of the mares. Fluttershy hid behind them, knowing all too well that her turn was coming. She shook visibly as the Queen gave her a wink.

But it wasn’t Fluttershy who became her next target. Magical energies suddenly swirled in Chrysalis’s grasp, her horn glowing as it charged a mighty spell. One by one, Applejack, Rarity, Twilight, and Pinkie were surrounded by her aura, their bodies shrinking while they cried in panic. Very soon their cries transformed into barely-audible squeals. They could all fit easily within the changeling’s palm, where they were brought by her spell.

She chuckled softly at the sight of them on top of her hand, jumping and screaming helplessly as she raised the butt-plug into their view. With another spell, the four of them were teleported into the various sections of the transparent dildo, one atop the other, separated by thin layers of silicone. Twilight was at the very top of the plug, in the spot that would reach the deepest inside of Chrysalis whenever the fateful moment came.

“Welcome to your new home, girls. Enjoy your stay.” A taunting smirk touched her lips.

Rainbow and Fluttershy were the only ones left in their original sizes, looking in horror at what had happened to their friends. The blue pegasus was itching to do something about it, yet she was stopped by the grim realization that now her chances of success were even slimmer than before. Her knees remained on the floor, but her face bore an expression of rage and hate.

Chrysalis approached, turning around in front of the mare to present her rear.

“Would you be so kind as to tongue-fuck my asshole, darling? I want it to be properly warmed up before I push you and your friends inside.”

Rainbow recoiled at the depraved honesty of the Queen's demand. This was much worse of a task than she expected, even after everything Chrysalis had already made them do.

“I’m not touching that. No way,” Rainbow spat.

“Oh, okay then.” The changeling’s lips spread into an obscenely devious smile. ”I’ll just have your friend do it instead.”

Fluttershy trembled as the Queen’s gaze fell on her. The threat nearly made her faint.

“Don’t you dare,” Dash seethed.

“It’s your choice. Somebody has got to lick my ass.” Chrysalis turned to the kneeling pegasus, looking at her with an expectant expression. “So, who will it be?”

Rainbow’s gaze veered off towards Fluttershy. She knew she couldn’t let Chrysalis force her dearest friend to do something so filthy, and the sight of her, pale and quivering, further reinforced that commitment.

“I’ll do it.”

There was never any choice here. Despite her sickly-sweet suggestions, Chrysalis clearly didn’t have any intention of altering her plans no matter what her victims did.

“That’s what I thought. Now get to it.” She grabbed the back of Rainbow’s head and pushed it in between her massive asscheeks.

Those soft pillows enveloped the mare’s face, and she felt her nose make contact with the Queen’s asshole. This was much more exposure to the fat changeling butt than she was prepared to handle at the moment, so she pressed her hands into the black flesh that threatened to swallow her head and pushed herself away.

“I’ll go at my own pace!” she proclaimed, though it sounded more like an attempt at a bargain.

“I want to feel your tongue on my pucker in no more than ten seconds. Is that enough time for you?”

Rainbow didn’t answer, and Chrysalis took that as a ‘yes’.

The pegasus prepared herself for the nastiest dive of her life, trying to think about Fluttershy, and how much she needed to be protected from this. That hardly made her fate any more pleasant, but it gave her the resolve to meet it head-on. She spread the Queen’s asscheeks and shoved her muzzle into the crack.

Her tongue gingerly touched the anal ring, drawing a circle on its edge. It was pristinely clean, to Rainbow’s relief, but the musky taste of a sweaty butthole was still there, as strong and disgusting as one might expect.

Satisfied with Dash’s start, Chrysalis turned her attention to Fluttershy once again. She beckoned the mare with her hand. Unsurely, Fluttershy took a step forward, and then another, unable to resist an invitation from the intimidating Queen. She stopped a few feet away, but Chrysalis wrapped an arm around her waist and pulled her in. Their bodies touched and the changeling made sure the contact would be as intimate as possible, pressing their chests together. Fluttershy’s huge, squishy rack was the envy of every mare in Ponyville, but it was still dwarfed by the divine pair of breasts that Chrysalis brought against her. Their big nipples rubbed against each other through the fabric of their clothes, making Fluttershy squeal at the unusual sensation.

“Give me a kiss, dear.”

Chrysalis didn’t wait for an answer. She caught Fluttershy’s lips while the pegasus froze in fear, insistently pushing her tongue inside her victim’s mouth. Fluttershy suddenly felt hot, getting lost in the changeling’s mesmerizing eyes. Something compelled her to return the kiss. The Queen's saliva tasted intoxicatingly sweet, she wanted to keep drinking it forever.

While Chrysalis explored Fluttershy’s mouth, Rainbow explored the changeling’s soft, sweaty asshole. Her tongue reached into the green tunnel, wriggling and twisting, thoroughly tasting the fleshy walls in the process.

For some reason, munching on the Queen’s butt was making her feel dizzy, unusual thoughts running through her head. Fear slowly enveloped her mind, like it never had before. Hazy images flickered within the darkness of the changeling’s ass, silhouettes of her friends, Chrysalis overpowering them, laughing. She thought she could hear her friends calling out to her from a distance, their voices weak and incomprehensible but clearly filled with panic.

Rainbow pushed herself away from the Queen once again, looking around groggily. The voices must’ve come from the plug that Chrysalis was holding, yet how could they? She had seen already that their weakened vocal cords could not reach that far.

Her contemplation was broken by a hand roughly grabbing her head and shoving her back between the asscheeks, pressing so hard that her muzzle penetrated the anal ring. One breath of the air inside the changeling’s asshole was enough to make her forget all about her previous worries. She felt a strange desire to keep licking and sniffing the foul place between those thick black buns. Her head swam with frightening visions while her tongue swirled around the monster’s rectum.

This had been the price that Rainbow was unknowingly paying for the privilege of slurping on a pristinely clean butthole. Changelings didn’t feed on regular food, but on emotions and feelings, which produced an interesting quirk in their physiology. Love that they consumed was digested within their bodies, quickly metabolizing into pure hatred and fear that were discharged from their back ends.

Chrysalis had been eating particularly well lately too. As a result, a potent stream of brain-melting changeling excretions oozed out of her asshole, immediately invading Rainbow’s mouth and nose. The mare’s bloodstream was gradually filled with the Queen’s personal brand of malice, which couldn’t help but bend everything to her evil will.

Shining Armor—her dear husband—knew the effects of sniffing the Queen’s rearhole better than anyone else in the world. She had a habit of forcing him to lick her ass out as a punishment for mistakes and disobedience, torturing the stallion with the digested products of his own love. Now Rainbow was made to go through this harrowing experience as well, and her suffering was all the greater for the love that Chrysalis had sucked out of her friend. Fluttershy’s affection tasted like the finest honey on the changeling’s tongue, but it turned into the darkest, most suffocating hate by the time Dash had a chance to feel it.

"Ahhh, that would be enough." Chrysalis pulled her hips forward and then thrust them back as hard as she could, using her fat butt to shove the blue pegasus away without even looking at her. Rainbow fell on her back, dazed, while the Queen turned around and measured her with a patronizing gaze. "I see you've quite enjoyed the taste of my ass. No need to thank me, the pleasure was all mine."

Rainbow was enveloped by a green aura before she could even get up, and watched in horror as the room grew around her.

"Tell your friends I've said 'hello', okay?" Chrysalis laughed, teleporting the mare into the plug. Raising it up to her face, she studied the transparent tool with a smile, as if it was a rare collection she was about to complete. Only one spot remained vacant, decorated with three pink butterflies.

Fluttershy looked at it with dread, her trance broken. The Changeling Queen shook the cock-shaped plug in front of the yellow pegasus, making the ponies inside smash into its silicone walls. The sight caused Fluttershy to wince and eep as her heart called out for her dear friends.

“Please, don’t do it! You’re hurting them…” she pleaded with Chrysalis, even though she well knew there was no mercy to be found in the changeling’s dark, sadistic soul.

“Oh, I am? Sorry, darling,” the Queen responded with mock concern, dragging the dildo across the mare’s face. Twilight’s purple form could be seen within its tip, bobbing right in front of Fluttershy’s eyes. Pinkie was underneath her, followed by Rainbow Dash and an empty gap. Applejack and Rarity completed the collection, with the alabaster pony at the very bottom.

“Since that bothers you so much, I won’t do it anymore. In return, you’ll help me lube this thing up.” Chrysalis pressed the plug into Fluttershy’s lips. “Will you do that for me?”

The pegasus lowered her eyes, knowing what she had to do, but struggling to say the words.

“I… I wi-will.” As soon as she opened her mouth, the changeling was pushing the plug inside. Fluttershy’s tongue rubbed against it while she delivered her response.

"Mmm, you are such a sweetheart. Your spit will be the perfect lube. But let me do something before you begin."

Chrysalis suddenly moved the tool down, and Fluttershy followed it with her gaze, confused and anxious. Her big blue eyes opened wide as she understood what the Queen was about to do. Raising them up to look pleadingly upon her face, the pegasus felt the last of her hope quickly evaporating. The villainess met Fluttershy's gaze with a smirk… and then shoved the dildo inside her green changeling pussy.

For a split second, Twilight had an opportunity to see her former foalsitter from up close. Cadance was looking at her empathetically from inside the gem prison. And then the view was replaced by green walls of inner flesh, passing by as she and her friends were pushed deeper and deeper.

"Phew, this is so icky!" Pinkie exclaimed.

"I swear, if she makes Fluttershy taste this stuff…" Rainbow cringed in disgust at the layer of changeling cunt-juice that now covered the plug.

Twilight pitied her friend. She was all too familiar with the venomously sweet flavor of the Queen's pussy, and Pinkie had been forced to sample it as well. By the looks of it, Fluttershy would soon be joining the club.

"Aahhh, now this is much better," Chrysalis half said, half moaned, pulling the dildo out of her cunt with an arcing swing that sent a wave of nectar droplets in Fluttershy's direction. They splattered across her body and a few hit her face, making the mare squeeze her eyes shut.

But that was still nothing compared to what awaited her next.

"Open up your mouth, cutie. You've promised," the Queen cooed. She was having way too much fun with this.

The smell of a wet changeling cunt invaded Fluttershy's nose as Chrysalis brought the butt-plug up to her face. The pegasus might've agreed to fulfill this perverse task, but she definitely didn't expect it to turn out as bad as it was now. Sucking on that thick rubber cock with her best friends inside of it would already be terrible enough, but being forced to also choke on the nauseating flavor of her tormentor's cunt all the while made it ten times worse.

Sticky juices covered the toy, hiding the expressions of the mares behind a liquid filter as it was pushed inside her mouth. The heavy taste of pussy made her choke. Twilight was inside her maw, while Pinkie ended up right between her teeth. Rainbow stood behind them, screaming in exasperation as Fluttershy's face grew closer, unable to do anything but watch as her friend was viciously molested.

A black hand softly rubbed Fluttershy's cheek. "Keep sucking on it. You're doing great."

The Queen's words made her feel better, even if she knew that they were not sincere. As vulnerable as she was right now, Fluttershy was willing to hold onto any semblance of hope and warmth, whether real or fake. She stared into the changeling's eyes, mesmerized by their unnatural beauty. The taste on her tongue became tolerable, and after a few more seconds, even pleasant, filling her with a legitimate desire to lick and suckle on the toy.

"Gooood girl." The sweet, purring voice took hold of Fluttershy's mind. "Why suffer, when you can enjoy it instead?"

She knew it was a trick. Some changeling magic that she should've resisted with all her might. And yet she didn't. She didn't want to resist. It was too easy to surrender to the forbidden pleasure, to forget about the pain and fear, and just let what needs to happen happen. In the makeshift reality that Chrysalis had constructed for her, Fluttershy's weakness was a strength. Her surrender was a victory. And her suffering was joy.

Wasn't that a much better alternative to the terrifying truth?

Fluttershy's pussy buzzed as Chrysalis pushed the plug deeper inside her mouth, and she greedily lapped up the luscious flavor from its surface. The more she accepted her defeat, the better it seemed to taste. And the wetter her traitorous cunt grew.

The toy reached into her throat, leaving only Rarity's section outside of her mouth, while Applejack was right between her lips. She began to gag, but the Queen did not relent, stuffing a few more inches inside before finally pulling the thing out up to its tip. To Fluttershy's surprise, Chrysalis took the other end of the plug into her own mouth and pushed it forward once again. Their faces grew closer with each second. As the changeling continued to submerge the toy into Fluttershy's throat, the pegasus couldn't help but meet her gaze. She gagged again, coughing lightly, but the Queen just kept going, only pushing harder. Until their lips finally met in a perverse kiss, the whole plug stuffed inside Fluttershy's mouth.

It was an uncomfortable, strenuous act. Her brows trembled, eyes watering. And yet she didn't feel like she was in pain. Pleasure surged through her like never before, her pussy twitching, buzzing, leaking. A ghastly realization hit her – the shameless depravity was actually getting her off. She didn't feel sad when she thought about her friends stuck inside her; on the contrary, that image caused her toes to curl in pleasure, and a moan to escape her lips.

Was it wrong to enjoy it? Was she a monster too? Fluttershy wished she could say she had no control over it, but that would be a lie. She just didn't want the pleasure to stop, didn't want the reality of what she was doing to catch up with her. She let it happen.

Chrysalis pulled back, and with her came the toy, freeing Fluttershy's mouth and throat. It was soaked in her spit, colorful silhouettes of the five mares visible inside. All of them had just seen her maw from within, had passed her teeth and gums like the open gates of a giant castle, and watched her tongue swirl around them. Now it was time for something much worse.

"You were incredible, darling," Chrysalis praised Fluttershy, flashing her pearly-white teeth. "Now I just need you to do one more thing for me." She spun the toy around and placed its back end inside Fluttershy's mouth. "Hold this tightly and lie down on my throne."

Looking at the decorated chair in confusion, Fluttershy unsurely followed the changeling's orders. She didn't really understand what was asked of her. But once Chrysalis showed her what she had to do, it all clicked inside her mind, the horrible, perverse notion making her pussy tingle as she assumed her place.

Fluttershy's upper back and head were lying on the throne's seat while her feet stood firmly on the floor. The artificial horsecock rose above her face, held securely between her teeth. She could see her friends looking at her through its transparent walls, trying to gesture something and show their support. None of them knew that the mare they called a friend was actually a dirty, treacherous whore who got off to their and her own suffering. Even now, as the Queen's absolutely massive ebony ass loomed up above her head, she felt the unwholesome pleasure coursing through her pussy, eagerly awaiting the fall.

"Stay steady, dear."

Chrysalis spread her fat buttcheeks and lowered her pucker directly onto the toy, submerging the tip inside. From within, Twilight watched in horrified awe as a green cavern steadily swallowed her up. The other mares could do nothing but wait as the dark cloud of ass descended upon them too, blocking the light and leaving them immersed in musky rectal gloom.

The Changeling Queen didn't stop until her rear was pressed firmly into Fluttershy's face, rocking in circles on top of her, rubbing her muzzle with that huge, squishy booty. Hands holding onto the throne's armrests, Chrysalis raised her rump up high, until only the very tip of the plug remained inside. And then slammed it down in one quick move.

Underneath, Fluttershy furiously stroked her pussy while her face was used as the Queen's personal ass-pillow. Lust overwhelmed her brain and she stared dumbly at the fat butt that repeatedly smacked her face. She could see the purple kiss mark on its left side decorated by Rarity's elegant signature – a constant reminder of the unicorn's humiliation. It called to mind the memory of her friend kneeling in front of the changeling's ass, painted lips pressed into the black flesh. Back then, that sight evoked fear and disgust, but now… now Fluttershy felt perverse joy at her friend's shame. Her fingers rubbed her clit while her juices continually splattered on the floor, pleasure chiseled from pain, treading the wanton, sinful path towards total moral degradation.

Her descent was made even worse by the fact that she could see Rarity right now, just as she could see the rest of her friends. Or at least she saw glimpses of them, like an obscene slideshow where the Queen's twerking ass determined the cuts. Their anguish and fear were all too real and all too close… which only made Fluttershy enjoy them all the more. It was good she didn't know they were already suffering from inhaling the changeling's hate-infused ass-stench, or else she'd masturbate to that too!

Her lust needed no additional fuel anyway. It was already greater than it had ever been. Every shameful thought only served to reinforce her carnal desires as her hand worked madly down at her crotch. Dozens upon dozens of ponies were watching her humiliation, but she didn't care. She couldn't see them beyond the massive swell of the Queen's ass anyway.

*PLAP* *PLAP* *PLAP*

That huge, world-ending butt battered Fluttershy's face, not letting the pegasus to even think about anything else. But that was still nothing compared to the effect it had on her friends. They weren't just underneath the changeling's rump, but inside of it, watching the world around them disappear beneath the meaty rim of her asshole with every blink. Green flesh slid across the transparent rubber, surrounding them on all sides with an utterly obscene view of her spit-slickened inner walls.

The mares stared at it in shock, still not able to fully comprehend that they were indeed repeatedly slammed inside of a changeling's ass. The idea seemed so outrageous that their brains simply refused to process it, even if all their senses confirmed exactly that. But there was no getting away from the obvious truth. It was all around them. The sights, the sounds. Smacking of flesh on flesh, torn apart by deep moans of the domineering villainess. And soon, the mind-wrecking scent, the hateful essence pouring invisibly through the toy's tiny breathing holes.

It was as if the captive mares were slowly submerged into a chilling dream, reality warping around them to amplify its most disturbing aspects. Like a perverse nightmare come to life, from which one could not wake up. The Queen’s moans boomed in their ears with unnatural clarity, taunting them with the pleasure that their suffering produced. While the green walls that clamped around began to seem like the insides of a demon, though that might not have been so far from the truth.

Twilight stared up, mystified and horrified in equal measure. She could see the darkness extending further beyond into the changeling ass, an infernal cavern full of malice and hate. It was a source of her despair, and a torture device of choice for their captor.

“This changeling creature done lost her marbles!” Applejack cried out from down below. Panic was evident in her usually stoic voice.

“Look at what she’s doing to Fluttershy!” Rainbow smashed her fists into the silicone wall.

“I don’t think I wanna…” Another voice came from the very bottom of the toy. Rarity seemed to be on the verge of fainting. “I’m already feeling sick. Air is so… so thick here.”

“And it stinks like ass!”

“Yeah, we noticed that, Pinkie.”

“We really are inside her… her pooper!” The pink mare continued, obliviously. “Yuck! It’s just soooo weird!”

Weird indeed, Twilight agreed inside her mind. None of Celestia’s lessons had prepared her for something quite like this. But they needed not surrender to despair. The fight was not lost until they were still standing!

“Keep yourself together, girls!” she encouraged them, clapping her hands. ”It’s not over yet. We’ll show this overgrown bug what happens to the villains who try to mess with us. Friendship will prevail!”

“Yeah! Tell ‘em, Twi!”

Rainbow echoed the sentiment, and then Applejack joined in as well.

“Ain’t no villain stopped us before!”

“We’ll kick that meanie right up her fat butt!” Pinkie hollered in approval.

Rarity added something about scratching off the humiliating mark Chrysalis made her leave, but at that point, her refined voice could barely be heard above the enthusiastic shouts of her friends. She didn’t mind it. The energy was high in the air. Individual things they said didn’t matter anymore – it was about the collective spirit.

Their rallying cry was apparently so effective that even Fluttershy joined it, though she could not hear them. Except her cry was actually a high-pitched orgasmic moan. It rumbled through the toy she held between her teeth, jiggling her friends as if they were in the middle of an 8-point earthquake. The sudden cataclysm transformed their excitement into panic, and their shouts turned to yelps. At the same time, a wave of pure ecstasy rushed through Fluttershy’s loins, her overflowing juices splashing all around. Eyes rolling up, she cried ever louder as her pussy hijacked her brain. This was the best, most pleasant moment of her entire life. But also the most shameful.

"Cumming already, darling? Haha, that's just so perfect!" The Changeling Queen sat down on Fluttershy's face, enjoying the vibrations her moans sent. "What would your friends say if they knew how naughty you've been?"

Fluttershy didn't want to think about that. Yet that's exactly where her mind flew the second her climax began subsiding. As the orgasmic daze released its hold, all of the shame and guilt came crashing back like a tsunami wave, sweeping her into an endless ocean of self-loathing. This was the price she had to pay for her cowardice, for the pleasure she was too weak to resist.

The Queen raised her rear for one more thrust, looking down at the toy with a grin: "I hope you've enjoyed taking a tour through my ass, girls. Because you'll be there for a loooooong time!" She dropped down, sealing them in darkness.

"You can open your mouth now, my dear pet."

The pegasus unclenched her jaw, following the Queen's direction. It felt sore after holding the plug, but she only now noticed that. As Chrysalis slowly got up from her face, Fluttershy took her first breath of air that wasn't choke-full of changeling ass-stench.

The toy remained stuck in between the Queen's thick buttcheeks. Chrysalis lowered her hand and pushed the plug inside with her long black index finger, submerging it into her depths until its wide stopper sat snugly atop her asshole. Once her cheeks snapped back in place, the buttplug disappeared from view completely, leaving no trace of its presence.

Fluttershy stared at the changeling's ass in shock, terrified to see her friends swallowed up by it. If she didn't know they were hidden within, she wouldn't ever be able to guess it. Did Chrysalis really plan to just leave it like that? For how long? Hours? Days? Weeks?

The pegasus felt sick at the idea of her friends remaining there for so long. But for some reason, she didn't quite appreciate the possibility that she might end up stuck together with them too. And she should've, after all, there was still one spot available inside!

"We sure had some good fun, didn't we, sweetheart?" Chrysalis asked, shaking her fat buns above Fluttershy's face. "But all good things come to an end. Unless you're the Changeling Queen that is. Hahaha!"

Her maniacal laugh sent a chill down Fluttershy's back.

"You must be really craving to tell your friends all about the wonderful time you've had here. Don't worry, I won't keep you away from them any longer. I'm sure they've all been missing you very much as well."

The Queen's magical aura enveloped the mare, and she accepted her fate. No sounds escaped Fluttershy's lips as she watched the voluptuous ass above her grow to a truly gargantuan size. The round globes hung above her like two eclipsing moons, while the throne's cushion turned into a huge empty plaza. Fluttershy stood in the middle of it, looking up at the changeling's gigantic butt with awe and fear. And then the sky crashed onto her.

There was nowhere to run, nothing to do but to be smooshed underneath the changeling's bottom as Chrysalis took a seat on her rightful throne. The soft folds of her massive ass completely enveloped the pegasus, virtually immobilizing her. The Queen's rump was now her whole world, its every little shift sending mountains of pliable flesh rolling over her. But for Chrysalis, Fluttershy was just a tiny fleck under her butt, a fallen crumb that accidentally ended up on her cushion. And soon she'll be even less than that.

Rubbing her booty across the seat one last time, the Queen prepared to put the finishing touch on this affair. With a wave of her hand, she teleported the yellow mare into the toy, reuniting her with her friends.

And with that, the changeling's collection of colorful miniature dolls was complete, safely stored away in her private place, where they'll be free to slowly stew in the stench of her asshole.

"Shiny, fetch me the Elements, please. And set up my footstool."

Chrysalis relaxed on her throne while the stallion brought her a small decorated box. Her finger traced along the gem embedded in its center, unlocking the magical lock, and taking a quick glance inside. Confident that all of the Elements were present, she closed the lid and placed the box under the throne.

In the meantime, Shining turned to the side and sank to his knees. Bowing, he positioned his back horizontally in front of the Queen and stood still like a table in that submissive pose.

"Thank you, honey." Chrysalis laid back and casually dropped her legs on top of his spine, crossing her feet. Her platform heels dug into his flesh through his shirt just hard enough to be distinctly uncomfortable. Celestia and Luna stood within, demonstrated to the public in all their imprisoned beauty.

The Queen's fingers trailed down to her pussy. As usual, she flicked the piercing ring, happy to see its gem almost filled with her juices. Cadance swam within, up to her neck in the changeling's girlcum. Her cell shook wildly as Chrysalis began energetically rubbing her clit, sending ceiling-tall waves through the enclosed space and constantly changing the direction of gravity. The villainess barely even paid attention to that—though torturing Cadance was always a pleasant thing to do—and instead focused primarily on her ass.

Within it, the six mares were slowly getting to grips with their terrible misfortune, talking to each other nervously to retain some semblance of sanity in the increasingly bleak circumstances. Fluttershy was relieved to find that her friends did not blame her for her shameful surrender to her base desires, yet she still couldn't help but feel guilty about it. None of them knew just how much pleasure she had derived from their suffering, and how deep the corruption had penetrated her soul. She wasn't sure if she would ever have the courage to tell them. It was much easier to let her friends placate her fears as they all tried to keep their collective spirit up among the encroaching anal doom.

Their conversation froze when they suddenly noticed the darkness dissipating around them. The walls of the changeling's rectum began to emit an ominous green glow, light washing over their concerned faces. They looked around, but the cringe-inducing sight of the Queen’s inner tunnel didn't do much to help them understand what was going on.

"This can't be good," Applejack commented with alarm.

And it sure wasn't. The plug's silicone that protected them from direct contact with the changeling’s flesh began to melt away into nothingness, getting thinner with every second.

Twilight’s eyes opened wide in shock: “Oh nooo…”

“What’s going on, Twi?” Rainbow asked. “Is she doing some–”

The green walls began pushing into their chambers as the plastic evaporated almost completely. Dash needed no further explanation when she could see the slimy anal flesh constricting all around her. Panicked yelps filled the air as the tunnel clamped down on the mares, quickly enveloping each of them.

"Eww, this is super duper gross!" Pinkie let out a high-pitched cry. The observation seemed almost mundane coming from the girl so prone to exaggeration, but this was one time where she could hardly overstate the magnitude of her emotions.

Rainbow pressed her hands into the walls and tried to spread them apart, completely unsuccessfully. Her strength was not nearly enough to overpower the changeling’s ass. Neither could Applejack or Pinkie do it, no matter how much they tried. While Fluttershy and Rarity barely even attempted resistance, simply accepting their fates.

The Queen’s hate-filled excretions had invaded their minds deeper and deeper, making them feel like they were irreversibly swallowed by her asshole, the warm green walls that surrounded them making up the totality of their personal universes. Except for the disgusted screams and grunts of their friends, which they could also hear, but those hardly made the situation any better.

Twilight’s reaction was somewhere in between. She struggled, but without any zeal, as if she knew that all her efforts were hopeless. What could she possibly hope to achieve now? No amount of pushing and fighting would help them escape, since the plug’s stopper remained in place – it was the only part of it that did not melt away. And Chrysalis would, if anything, enjoy the feeling of them tussling around inside her ass.

The unicorn’s guess was not far from the truth at all. Chrysalis was absolutely delighted by the massage Rainbow, Applejack, and Pinkie gave to her rectum. The more they thrashed around, the closer her climax approached. But if Twilight thought they could've prevented Chrysalis from enjoying this by being docile, she was highly mistaken, because the notion of them all meekly accepting their fate was almost as pleasant as the sensations caused by their struggles. There was no winning against the Queen as long as they were playing her game.

Still, she was happy that at least half of the mares decided to give her tunnel a nice kneading with their hooves. Chrysalis made sure to concentrate on it as she rubbed her clit, savoring the feeling, eagerly anticipating the moment when they tired themselves out and their struggles began to weaken. It would only be a matter of time until they understood the futility of their resistance and surrendered to her almighty ass. She could already sense that one of the mares had lessened her thrashing to mere fidgeting, while the other two were slowly relaxing their opposition as well, either because of the lack of energy or motivation.

The amount of changeling's rectal hate-stench in the air around them had for a long while been exceeding the pony-safe level recommended by the Equestrian authorities, leading to a multitude of nasty mental effects. Dizziness, fear, panic, hallucinations. All of them directed on steadily breaking the victims' resistance the longer they were confined within the torture chamber that was the Queen's ass. It was pure pleasure for Chrysalis to simply imagine just how horrible every second of their existence must be at this moment. She wished it could last fore…

"Y-your Highness, may I lick your pussy?" Shining's shaky, hopeful voice woke the changeling up from her reverie. But her furious gaze instantly made him seal his lips.

"Did I not order you to keep your filthy mouth shut unless I addressed you first, you impotent fool?" Her words were dripping with venom and undisguised disdain.

"I'm s-s-sorry, my…"

He wasn't even allowed to finish his apology as her magic clamped down around his muzzle, forcefully pressing his lips together. Chrysalis slowly raised her legs from his back and placed her feet on the floor, not missing the chance to give him a kick in the ribs with her heel in the process.

"Let me repeat it then." Her telepathic aura yanked him towards her, driving his neck directly into her outstretched hand. Black fingers wrapped around his pearly-white skin and held it with a steel grip that did not befit their nimble appearance.

Squeezing him tightly, she raised her other arm up to his face and began delivering a series of harsh, ringing slaps, alternating hits with her palm and the back of her hand.

"DO. NOT. EVER. DARE. INTERRUPT ME." Chrysalis smacked him after every spoken word. "YOU. USELESS. EXCUSE. OF A STALLION."

Releasing his neck, she wound up one final slap. Her hand hit Shining's face with so much force that its sound echoed through the hall as he tumbled to the ground. Before he could even start getting up, her foot was on top of his head, turning his face towards her and pressing his cheek harshly into the rich red carpet.

"Do you understand it now?" She stepped on him harder, the flat surface of her platform heel leaving a long, wide imprint upon his skin.

"Yes, yes my Queen. I do," the stallion sobbed beneath her boot. "Please forgive m-me!"

"Lick my shoe, slave," Chrysalis sneered, rubbing her foot across his face.

Shining desperately tried to reach it with his tongue from underneath. It didn't seem to matter at all to him how utterly pathetic he looked while doing it, bending the snaking appendage toward her boot, twisting himself as hard as he could just to have a taste of her heel. He paid no attention to the princess imprisoned within, his eyes focused completely on his mistress. To him, Celestia was no more than a decoration for the changeling's footwear.

"So pathetic… what did that pink whore ever find in you? Certainly not your intelligence," Chrysalis chuckled, bringing a hand to her clit ring. "What do you say, Cady?" Her fingers flicked it. "Is this the stallion you fell in love with? Was he truly 'the one' for you? You must have some pretty low standards indeed."

After stomping on Shining's face a few more times, The Changeling Queen finally moved her foot away and spread her legs.

"And now… you have my permission to lick my pussy, honey," she addressed him as sweetly as ever. Her performance was so natural that if not for a distinct footprint upon his cheek, one might really believe that she was never angry at him at all.

"Be quick, Shiny, or I'm gonna get impatient," Chrysalis pouted and a flash of malice appeared briefly within her beautiful green eyes.

The stallion lurched towards her crotch, disregarding the ache of his thoroughly abused cheeks. His mouth quickly found the wet folds of her pussy, kissing, suckling them, probing them with his tongue. Doing everything that a good little groom was supposed to do to make his bride happy. Chrysalis leaned back on her throne and placed her feet once again onto the stallion's back, her knees bent outward to give him space between her legs.

"So what was I doing, hmm… ah yes~" the Queen whispered to herself. An evil smile spread across her lips as she remembered her plan.

A moment later, her horn began to emit a soft glow. Inside her asshole, the six imprisoned mares could see the green walls of her rectum starting to shine anew, this time even brighter than before. Energies swirled in circles across them, giving the girls a stunning lightning show. Similar visuals appeared upon her boots, glowing green lines connecting her feet to her blazing crotch, going up her belly and wrapping around her huge tits, ending at the base of her horn.

Sparks flew from its tip as she began to siphon magical energy from the princesses. Celestia, Luna, and Cadence – all of their powers were combined in a single stream that flowed through the changeling's body. The sudden rush of pure arcane might left Chrysalis feeling light-headed, instantly drunk on her newfound strength. She was ecstatic as the electric tingles of the alicorns' divine magic rippled across her skin.

Weakened by the magical drain, Celestia and Luna fell to their knees. They could do nothing to stop the Queen from stealing their power. Neither could Cadance. She drifted almost lifelessly in the soup of changeling's juices, completely submerged within it. There was no point in fighting since by now the noxious, overly-sweet liquid had filled her prison to the brim. Being an immortal alicorn, she could survive without breathing, but it was not a pleasant experience. Her lungs wanted to be filled with air and she had to constantly resist the instinct to inhale, knowing very well what the consequences of that would be. Her hold had already slipped a couple of times, causing the nasty changeling cunt-sap to rush through her nostrils, burning her sinuses. She couldn't open her eyes either, unless she was willing to let the loathsome fluid scorch her eyeballs. All sounds were wildly distorted by the time they reached her ears, making her feel as if she was stuck in a horrible dream.

Twilight and her friends did not fare much better. The Queen's rectal muscles tensed rhythmically, squeezing the mares inside her moist, pulsing tunnel. Through them, Chrysalis was establishing a connection to the Elements of Harmony that a villainess like her should never have. The Elements resisted her, but the divine might that she'd siphoned from the princesses was more than enough to overpower them. Their very essence was open to her malevolent, corrupting influence.

And while Chrysalis executed her evil scheme, Shining obediently continued eating out her pussy. His muzzle was partially submerged inside her tunnel, nose rubbing against her clit as his tongue licked her inner walls. He felt the magical energies emanating from his mistress, all the more intent on pleasing her when she was overflowing with so much power. She could end his life with a snap of her fingers, or turn it into an infinity of abject misery, all without paying him a second thought. His only salvation was to be the best, most dutiful slave she'd ever had.

Unfortunately, even that wasn't enough to keep Chrysalis from turning her hateful gaze toward him. With the first stage of her plan complete, she had an opportunity to fully enjoy the fruits of her labor, and to Shining's woe, she found his tongue-job to be thoroughly lacking.

"Oh honey, you were never particularly good at this." There was a menace hidden in her soft voice, sending shivers down the stallion's back. He intensified his act of submissive cunnilingus to the maximum, swirling his tongue and grinding his muzzle across her pussy, but it was far too late for that. A mischievous smirk grazed her lush lips. "I have a better use in mind for you. Something that would be more fit for your talents."

She raised her hand, looking at Shining with cruel indifference as unimaginable power weaved between her fingers. With a casual flick of her wrist, the Queen's spell struck him, enveloping the stallion in a constricting green aura. Instantly paralyzed, he felt a strange sensation spread across his body. His limbs seemed warm, plastic, easily bendable. After just a few seconds of this, he found with surprise that he could no longer feel his arms and legs as separate parts of his body. It seemed as if they were fused into his frame, his anatomy morphing under the Queen's will. She appeared to grow bigger too, together with her throne and the rest of the room.

"Mmm, now isn't this much better, dear?" Chrysalis smiled, picking up the transformed stallion with her hand. No answer followed her question since he could no longer speak, his lips sewn shut. In fact, he could no longer feel his mouth or tongue at all.

This might've had something to do with the fact that his body had been morphed into the perfect liking of a dildo. White in color, with a blue gradient bleeding over across its fat, round tip. His cutie mark was rendered on its base, just above the nutsack, the distinctive star-adorned shield ensuring quick recognition from anyone who was familiar with the (former) Captain of the Canterlot Guard.

Now he had a new job – serving as the Changeling Queen's toy in a very literal sense. It would take him a little while to fully recognize his predicament, as Chrysalis had no intention of giving him an explanation. She quite enjoyed his confusion, which she could feel emanating from him even in this non-communicative state. Changelings, after all, had a keen sense for emotions, and Chrysalis was always particularly good at it.

While the stallion tried to figure out what in the world had been done to him, the Queen raised her shiny new plaything up to her face and began pushing it between her lips. To him it felt as if she was about to swallow his head, her big sharp teeth opening up like the jaws of a bear trap. The creepy sight made his skin crawl, but he could do nothing as the warm, moist air enveloped him. Stranded inside her maw, looking into the green-tinted darkness of her gullet, it seemed like she could bite down on him at any moment.

But it was her tongue that swirled around him instead. It coated him in her sticky saliva, while her lips gripped his sides tightly, sliding along the length of his long, tube-shaped body. She thrust Shining in and out of her mouth, making him feel dizzy from the unfamiliar motion. The green walls of her maw didn't just move back and forward, they whirled around him as she spun the toy between her fingers. Soon, he could barely understand where the roof of her mouth was and where was its bottom, confused by the constant, hypnotizing movement of her inner flesh.

Her teeth grazed his skin, giving him a feel for their deadly sharpness. Sensing the fear they evoked within him, she gleefully toyed with the idea of piercing him through. The jagged edges bit lightly into his rubbery flesh, right below the flared tip. To Shining it felt like her jaws were cutting into his neck, pushing hard enough to draw blood, if he had any to give.

Reduced to a trembling mess, the stallion-turned-sextoy finally got a break as Chrysalis pulled him out of her mouth. His fearful twitches made his body vibrate within her grasp, which made for a very appropriate feature given where she was about to shove him next. After a second of quick motion, the hungry hole in front of his view was swapped for another, just as wet and insatiable as the one above. He had only a short moment to notice his former fiancee floating passively within a gem filled with the Queen's cum, before her pussy swallowed him up.

With one quick push, Chrysalis submerged the entirety of her toy inside her tunnel, and a moan escaped her lips. Her new dildo was quite a bit bigger than Shining's cock, which had been so painfully average that she simply refused to let him fuck her with it. Being transformed into such a girthy toy was much more than a stupid cuckold like him deserved, but the Queen felt generous today. It's not like she had a place for useless items in her hand-picked collection of sex toys anyway. Now he could finally properly perform his marital duties, and she wouldn't even need to look at his dumb face. This really was an upgrade all-around.

"You were always just a tool, Shiny," she cooed, using her magic to thrust the toy inside her cunt. "And a tool you will forever be. Mine, until the end of your days, just like you said in your vow, didn't you, honey? Hahaha."

Her thumb rubbed her clit, twirling the ring and taunting the mare locked within. Cadance had spent so long fawning over Shining, wooing him, nurturing their love, only for Chrysalis to swoop in and steal him away right in front of her. And now she will forever keep him in her possession, even though she hardly had any use for him at this point. The Changeling Queen doesn't share her toys, after all, and neither does she ever let her prey escape her clutches.

"Don't worry, my dear husband, I'll find a good place for you inside my drawer once you've served your purpose~" She chuckled softly. Her melodic voice only underscored the cruelty of her intentions. "Maybe I'll even play with you from time to time. Can't promise it, though. I'm a busy mare with a kingdom to rule. I'm sure you understand."

Wet smacks and shlicks coming from her pussy were the only answer to her cruel remark. But Shining's future was already decided, and he wouldn't be able to change it even if he could speak. Once she was done with him, Chrysalis would stuff him in a box full of her fucktoys where he'll have to spend the rest of his pitiful existence. Nothing more than another pleasure tool in her collection, the entirety of his life reduced to fulfilling her perverse desires.

Soon, he'll be praying for her to use him because those moments will be the only standouts of his life. Every time she would open the drawer, he'll be begging the powers above to have her grab him as her toy of choice. To let him feel the hot, velvety wetness of her cunt, as he felt it right now.

With every push, Chrysalis appreciated her decision to transform the stallion more and more. Under her personal guidance, the toy easily hit all her sweet spots, even adding pressure to the unwilling residents of her rectum. The mares could feel its every thrust, getting repeatedly squeezed by the wall that separated the changeling's passages. It was as if a train was running back and forward right on top of them. They squirmed and whined, but there was no getting away from the constant violation. The only place where they could find some protection was deeper inside the Queen's bowels, and none of them were willing to adventure there.

The fleshy tunnel around them was now pulsing with dark green light, illuminating the space for a few seconds and then submerging it back into total darkness, as if they were in some kind of horror movie. All the while, their brains were steadily turning to mush under the influence of the Queen's putrid stench. They could hardly even understand each other anymore, words turning into gibberish from which each of them derived a different meaning. Inevitably, their conversation descended into a series of disjointed utterances, where every mare was speaking only to herself.

Chrysalis could sense the discord arising between them, enjoying it almost as much as she enjoyed pushing them around with her toy. Their nubile bodies had a distinct feel within her ass that was made all the more pronounced when she thrust the dildo inside her pussy. The dual stimulation was quickly driving her towards her orgasm, and at this point she had no reason to delay it.

Her pleasure was further enhanced by the divine power that she was now constantly siphoning from the princesses. Chrysalis had slowed the process down after the first massive burst of strength she'd gained from them, turning it into a perpetual trickle that she could keep up for all eternity. The rulers of Equestria were now no more than her personal batteries, forced to supply the Changeling Queen with their magical energy.

Imprisoned and humiliated, Celestia and Luna just stared in horror as their pure, godlike might was stolen and corrupted by their enemy. All that they've built will be undone using their own powers, and there was nothing they could do about it. Chrysalis was sure to taunt them with it too, forcing the princesses to watch from underneath her heels as she turned their prosperous kingdom into a changeling feeding ground. Their pain brought her a perverse joy that nothing else could replicate, the notion of dominating Equestria's immortals so intoxicating it made her pussy hotter than any form of physical stimulation. Millions of ponies worshiped these alicorns as gods… and now they were locked underneath her feet, their life force turned into fuel for her malicious plans. And she only had to move her leg if she wanted to send them flying or smash their bodies into the walls.

But this time she had an even better idea.

"Ahhh, mighty thank you for lending me your energy, princesses. I'm going to put it to good use, I assure you," Chrysalis taunted her prisoners, raising her feet up and lightly twisting them inwards to have a look at the two mares. "You'll be happy to hear that I also have something to give you in return. So here comes your reward for being my new power-drain bitches."

Beaming gleefully, the Queen smacked her boots into each other, and the tempered glass resounded with a loud *bang*. But for Celestia and Luna, the noise wasn't just loud – it was straight-up deafening. The walls and floor vibrated violently around them. Dazed and disoriented, they crawled weakly on their hands and knees. But before they could recover, Chrysalis had collided her high heels once again.

She repeated the act several more times, enjoying the suffering her victims had to endure while she continued to thrust her white toy inside her pussy without a pause. The perverse pleasure began to overwhelm her as her orgasm rapidly approached. Just before it hit, she grabbed the box holding the Elements of Harmony with her magic, opened its lid, and placed the container in front of her gushing cunt.

"Oh fuck… here it comes, girls. Say goodbye to your precious gemstones!" Chrysalis cried out as she reached the climax, and her pussy squirted a thick stream of nasty changeling piss directly onto the Elements.

The Queen had infused the filthy liquid with all her hate and all the power she'd stolen from the princesses, while also forcefully intruding upon the intimate connection the mares trapped inside her ass had with the Elements of Harmony. The ancient artifacts never stood a chance against such a well-prepared assault. Green smoke rose up from the magical jewelry as it cracked underneath the torrent of villainous piss. Drowned in the changeling's excretions, the Elements soon began to melt, as if they were surrounded by scorching lava. The liquid boiled around them, bubbles rising to the top. Soon, Equestria's most honored artifacts were completely dissolved in the Queen's filthy urine, forming an unholy mix the mere existence of which was an affront to everything that was good and righteous.

Twilight and her friends felt that vile sacrilege as intimately as if it were their very souls that were dunked into a vat of Chrysalis's pee. Their link with the Elements now worked against them, letting the Changeling Queen sink her corrupting roots deep into their minds, molding them the same way her piss was molding the magical jewelry that gave them their powers.

Both of those processes needed time. Luckily, Chrysalis had plenty of it now.

She closed the lid and reengaged the lock, leaving the molten Elements to slowly boil and reform within. Her body seemed to shine after her orgasm, or maybe that was just the effect of all the divine power coursing through her veins. Either way, she felt better than she ever did. All of her adversaries were abused and humiliated, and now it was time to take charge of her new kingdom.

Chrysalis directed her gaze at the audience, licking her lips as Equestrian nobles stared back at her, stunned and terrified.

"I hope you enjoyed the show, my dear guests." Her deathly-sweet voice echoed through the hall. "Come here and pledge allegiance to your new Queen… or share the fate of your former rulers." She chuckled darkly, tapping the floor with her foot.

A collective chill passed through the crowd. None dared to oppose her. With Equestria's heroes marinating inside her ass, Cadance soaking in her juices, and the other two Princesses imprisoned underneath her heels, Chrysalis was sure of one thing: by the end of the day, every noble in Canterlot would know the taste of their Queen's royal boots.

Author's Note

Hope you've enjoyed reading this story! It started with a little Chrysalis idea that I've had and truly developed into something outstandingly obscene as I added more and more stuff. I may have gone a bit too far in a few places in the process. :pinkiecrazy:

If this story has tickled your fancy, please leave a like or a comment, I'd really appreciate that!