Trudging through the Everfree Forest, Flitter the changeling is tired yet still captivated by the life around him with such colour. He hadn’t been a scout, just one of many guards protecting the hive with the outside world just out of reach from him.

He wanted to see what was out there though, experience more other than the dull greys and blacks of the hive and now he finally is, call him a traitor but he just set off without informing any changeling and is now searching for shelter. The bug feared his choice but didn’t once regret it. His decision had gone well so far and so what if he wanted to meet other creatures? Changelings can want things too.

Other changelings in the hive were sure to feel a similar way but finding them would be near impossible. Having reached a small clearing, a castle in the distance gave him the slight glimmer of hope he needed, and setting off towards it the lone creature looked forward to maybe even getting to meet other creatures besides the not-so-talkative changelings back home. Always having wanted to experience new things, this changeling was not popular back at the hive even by their standards but he felt confident this castle would contain somepony (or at least something) that would be different compared to the hive.

Entering through a back entrance the wanderer studied his surroundings, a library, I’ve only ever heard of these. The books stacked up so high he had to strain his neck just to see the top and large colourful banners hung from a wall showing two different ponies looking regal and strong. Turning in place he studied all the walls with them on an wondering who they could be.

“There doesn’t seem to be anypony here though.” Or was there? He couldn’t sense any love nearby but whatever was calling him wasn’t just in his head. What is that, it’s…alluring? I can’t tell what it is. Something was here, wanting him to go to it, he wasn’t cowardly -being a guard for a ruthless queen will do that to you- but it didn’t feel right just heading to whatever this unknown thing was.

Eventually feeling he had no choice he succumbed to the call and made his way through what felt like a maze, every small book looked different and unique and each and every one held some of their own magic yet why in a library of all places, a place of spell books and grimoires, was something alluring him?

His stomach growled, hungry, the hive had plenty of love kept in reserves for emergencies but that wasn’t an option, he’d have to love for love after this.

Having walked for a while through what felt like an endless library he reached what he wanted to, a small room in a corner of the library with half a wall purposefully missing showing that the circular interior and the books stacked in a circle around the room. They all looked normal… but one, the rest had worn covers but one directly in front of him, behind the table it entirely dissimilar, not bland colours, a pink and purple pattern with a shimmering crystal on the side, the book looked enticing and it was.

Keeping his eyes locked on it he made his horn spark green, levitating it out slowly and placing it on the table so he could read it. Lighting a candle with one of the few spells he knows, he reads the cover ‘libido super amorem’. He knew he shouldn’t but he had to, he wanted to read this book no matter how many times his mind told him why he shouldn’t.

It even feels like love though, only a little bit though, there’s something else here too.

Reading the first passage he was already captivated by the pristine pages and handwriting. To whomever reads this, I have spent years studying magic and its affect on ponies but never did I mean to make this discovery, the spell contained within this book is here so it can be investigating but not used, it grants power to the pony who casts it but I beg you do not. It could threaten the will every creature in Equestria in theory.

That’s it? It’s so vague, but if it only grants a power then how bad can it be? He was lying to himself at this point, the book played with his mind and before he knew it he was casting the spell already feeling its effects on him. Flitter would be disappointed in himself if he wasn’t too caught up in the moment, there was even a warning but still his horn was glowing green.

The spell looked like it was reaching out towards him, slowly making its way from the pages to his horn but when the pink glow did it sent a sudden jolt through his body. It started at his horn, feeling like electricity, and slowly made its way throughout the changelings entire body, ending finally with a huge blast of pleasure at his genetalia.

His body felt different, he was still definitely himself and a changeling but now… something feels different. His eyes felt weird now, yet tilting his head to look between his legs he saw the first and only piece of evidence he needed, his throbbing cock, he had one before and he was quite well-endowed for a changeling but now it just feels like it’s waiting for something, I’ve heard of ponies thinking with their dicks but this isn’t right.

The new feeling in his loins wasn’t the only surprise he noticed though, all changelings have a constant and insatiable hunger for love, it’s changed, his mind was filled with images of the other changelings back at the hive, their curvy asses and bodies only making his downstairs situation worse. He was right, it had changed, no longer did he feel the need for love to satiate him, it was something different.

Hoping the book would give him more clues he turned back to it to see it had lost some of its colour, no longer and shimmering and almost glowing pink but not more dull. It’s used up all of it’s magic… and all it did was make me horny.

Feeling his travel here was a waste of time he set off back through the library, I know something has changed but I don’t know what. Coming here was a waste of time. He had hoped to meet somecreature else but now only was disappointed, he’d just set off again, if he was in a castle then surely there was other civilisation around close.

Flying over a rickety bridge he pondered, thinking on what kinds of creatures he’d meet, ponies surely but any others? He had no clue, he did hope that whatever this new hunger is it would go away soon.

Trotting past more trees he thought about the book unable to get its words out of his head, I just hope i can at least make friends or something like that with some creatures.

Hearing something new up ahead he picked up his pace, his mind had wandered during his walk to quite a few different topics but it always returned to something lewd, Flitter felt thinking about if the book caused it anymore was pointless considering he couldn’t hope to find more answers out of it. But at least I’m okay, my minds still foggy but i can at least think clear enough to understand that casting the spell was a stupid thing to do.

Avoiding tripping on a few more roots sticking out the grounds was hard work but soon he could relax when he got out of this forest. There were a few timber wolves that he had the pleasure of stumbling across but other than the slight danger they provided when sleeping he didn’t come across any other threats.

Taking a few more steps forward and letting his eyes adjust to the light he saw he had finally reached the outside of the forest. Resting against a tree sounded pretty good right now and he really was appreciative that his hooves could get a rest.

Looking into the distance there was a kingdom on the side of a mountain in the distance, Canterlot, the memory emerged, the now sitting was there when they attacked and failed miserably, in hindsight their queen’s hubris would’ve always made them lose but it’s not like the others in the hive are like him and willing to risk everything for a hope at a better life.

Much closer was a castle made of what was crystals? and in front of that was a small village that assuredly would have ponies in. It looks so much nicer than the hive, so peaceful and orderly, these people probably get to choose what they want to do every day. And now I do too, I guess.

Ending his optimism and getting back up onto his hooves he spied his immediate surroundings now, looking at the large cottage where the noise was coming from, it was right in front of him and impossible to miss, even looking like a large tree it didn’t look out of place in the meadow.

This is it, when I decided I would do this and I will. I know deep down this won’t end with me going back the the hive with my tail between my legs, I’m sure of it! Approaching the quaint cottage he wondered what to say, if there’s a pony there then what in Tartarus do I say? A pony isn’t just going to act normal seeing a changeling, are they? I need to think of a plan of action.

And yet all those thoughts immediately left his head when his eyes laid upon the mare outside of the house in it’s garden tending to it.

There was a beautiful yellow pegasus pony crouching in what was her garden, she wore just a hat and small gloves for her hooves, but the changeling halted his approach, too captivated to move any closer. She was facing away from him mostly which mostly obscured her view of him, but he could see plenty, her rear was high in the air with her head down digging a gloved hoof into the ground.

The sun gleaned off of her rounder body and his eyes made sure to focus on it, her huge ass was shaking in the air melodically side-to-side with her humming, the pony’s pussy was also in view, the lips slightly spread showing the tight pink inside the now lustful changeling wanted (or needed) to see, her ponut making him lick his lips. Said yellow mare’s attractive body was being admired by the unnoticed visitor who had suddenly realised he was growing hard, so much so that he had a full erection.

That was quick! After realising it wouldn’t leave he eventually decided to approach her, unfortunately (or fortunately) making his view of her curves and genitalia even clearer. Now he could admire just how large her jiggling crotchboobs were, and how sexy she was from this angle. With each small movement the lusting changeling saw her body respond in tandem dancing before him and giving him the best show he’d ever witnessed.

I saw ponies in Canterlot but this one’s… beautiful. So easily could he imagine plowing into her depths, which was odd since he had never lusted for a pony before.

Ignoring his erection that demanded attention, Flitter stepped towards Flutters, he couldn’t help it, her body enticed him towards her and he was helpless to it despite a small part putting up resistance.

Right behind her the changeling tried and failed to get the idea of having his way with her out of his head so speaking before his body escalated would be for the best. “Umm… Hello.” Wanting to avoid startling her, his voice was quiet.

“EEP!” It failed. Fluttershy shot up into the air kicking up dirt along with her, terrified. The mare hadn’t even heard him approach and the last thing she expected was any other pony with her.

Seeing her more clearly, she wore small gloves on her hooves and a hat that looked good on her, but soon in the air the hat fell on her face obscuring her vision, falling to the floor with a thud as she couldn’t land properly, the mare turned to face his direction, unaware of the show she once again gave him.

There was an attempt to clear the awkward atmosphere, “I’m Flitter, what’s your name?”, but not a very good one. It was enough for him, it was polite and distracted him enough he could try to stop thinking about her curves again.

Finally fixing her hat, she spoke, looking up as she did, “S-Sorry, I’m Fluttershy, I didn’t see you… behind… me.”, her words slowed as she saw the holed hooves in front of her. I-I-Is t-that a… her eyes didn’t even need to look at his to know.

He was watching her, the entire body of the mare freezing up, suddenly all at once he realised his mistake that he so stupidly forgot, changelings are enemies to them, i need to show them I want to be friends. “It’s nice to-“

“CHANGELING!” She screamed mostly to herself, her wings picking her up and zooming her back into the cottage deceptively quickly. The door slamming didn’t make him feel the most welcome, but at the very least the former scout felt undeterred. If I explain to her that I don’t want to hurt her or anyone then maybe she can let me in and we can be friends or something. coming to the conclusion, a voice in the back of his head chirped in, Or more than that.

It’d be difficult convincing a pony, especially this one considering how timid she seemed, that a changeling meant no harm. Now he thinks about it though she does seem familiar, she was probably at Canterlot or something. Deeming it not important right now he trotted with purpose towards the house, his mind on her and only her.

Knock, knock, knock. There! That should wor-

“Nopony’s in!” A panicked scream came from the other side of the door, the yellow mare had her entire body splayed against the back of the door, her stress not letting her move from that position.

It’s now or never. taking a deep breath, the unwelcome guest spoke up, “I didn’t mean to scare you, I know how I must look as a changeling but I don’t want to hurt you and would just like to get to know you or something like that.” We could get to know each other really well. the voice unhelpfully added again.

“B-But I… Umm well… I…” sighing heavily she put all four hooves back on the floor, not able to find any good reason to not let him in. What if he attacks me? He did just say he didn’t want to hurt me. But what if… sighing again, she raised her hoof to the door handle.

On the other side the changeling was ecstatic, first he got the enjoy the view earlier and now he could meet the ~~sexy~~ nice mare. Speaking of which the bug realised his cock was still at full mast, but now he was too busy watching the door slowly creak open hoping she wouldn’t notice the throbbing, Maybe now we can see eye to eye.

Greeted with the sight of her he saw she had removed the only ‘clothing’ she was wearing, now being fully nude, but that definitely didn’t mean she was comfortable there. Her hoof tapped at the ground with her eyes focusing intently on it, not daring to look at the changeling there at her front door.

Let’s hope this works. “Can- Umm- May I come in?” Doubtful would be putting it lightly, he fully expected her to slam the door in his face but at least that hasn’t happened yet.

She seemed shocked to the changeling, not expecting what he said. Looking up her eyes met his.

Everything changed for Flutters, her ears went from droopy to fully collapsed on her head, her eyes widened and her head felt so clouded now. She felt her folds moistening and becoming hot as she suddenly became aware of the changeling in front of her that she had just been staring.

But he was watching this all unfold, he saw the huge change in her body language but was watching her eyes most of all, they flashed pink before changing completely, the bright blue eyes quickly shifting into the shape and colour of a pink heart before changing back to her eyes from before with a pink colour now, looking like the gem from that book.

The two stared into each other’s eyes for longer, both captivated by the other until Flitter stopped much quicker than she did and quickly snapped her out of her trance. “Fluttershy? Are you okay?”

That worked perfectly, with a huge jolt she was focusing on him again instead of zoning out, her cheeks showing a large blush rising rapidly to go with her now flustered expression. Looking back at the floor again with the blush still prominent and not fading she spoke up nervously “I-I’m okay, y-you can come in if you like, please.” And as timid as ever she stepped to the side allowing him entrance.

Smiling and walking inside he looked around, it felt warm and cozy, like what he imagined a hug would feel like. There were animal related things everywhere like birdhouses and food bowls (not that he knew what they were but he could guess).

“You can take a seat, I’ll… umm… make some tea.” Heading off to the kitchen she turned, giving his lusting mindset foo for thought. Her cunt was openly dripping onto the floor below, winking at him repeatedly and spreading an arousing aroma around the room.

Rushing to the table he sat on the floor next to it making sure the wood hid his wood, thoughts in his head running wild.

In the kitchen was Fluttershy the most aroused she’d ever been, W-What’s happening? I feel so hot. It must be something to do with him… him. He is quite handsome for a changeling… but why am I s-so h-h-horny. Dragging her hoof away from her clit she decided to make the tea she said she would, he’s so… I’ll just make the tea.

She’d never been attracted to someone before, Rainbow and her had been flirting for a while but they never did anything even if she was pretty sure they both wanted something. This changeling however, she’d also never felt this submissive, and this is Fluttershy were talking about, but I just met him! And i still want him to… What was with all those thoughts like that at the door? He’s… a-attractive but I won’t worship him… maybe

Having finished making the tea and pouring it into two small cups carefully she tried to forget everything she was just thinking, as well as ignoring the urges overwhelming her brain. Just be nice to him, when he leaves you can go to Twilight and see what this is, I don’t really want him to leave though… I can just figure this all out then if it still hasn’t gone away.

In the living room was another trying to control their urges. I originally wanted to just meet new creatures but all of this is happening. I can’t say I’m not enjoying it but this is difficult. But his lust kept popping up, telling him what he knows he wants, And her face, it’s beautiful, I can’t wait to ram my cock down her throa-

Pre-cum was leaking out his shaft and onto the table, the intrusive thoughts were getting worse and worse but he refused to give into temptation, no matter how fuckable his second head thought she was.

“Oh you want to sit down there? O-Okay then.” There was a sofa there but she didn’t mind. Setting down the cups she held in her wings onto the table, she dropped her flank onto the floor opting to sit close to him, she saw him watch her but didn’t mention it, only blushing more. Well at least he finds me good-looking too.

They spent a good while sat talking to each other, what their lives had been like up until now as well as what they both liked, both ignoring the arousal as well as the smell.

The two warmed up to the other but it still was awkward. Shifting in place to get more comfortable, a yellow ponies’ hoof gingerly touched something under the table, warm and strange, whatever it was it got more of a reaction out of him than it did her. Flitter jumped but clearly enjoyed it, then what was? Wait, it’s his…

The blush returned, with her moving back slightly “I-I’m sorry.” Her eyes were glued down to under the table, I can see it, it’s so big and... The mare was hypnotised, licking her lips she watched under the table, something noticed clearly by the one across from her. “D-Do you have a… umm. Are you… Could you…”

Fuck it. Turning his body he revealed what was hidden, his cock springing up in front of her face with her eyes still on it. The pre-cum dribbling slowly just in front of her mouth, her hot breath breathing onto his length making it throb even more. Other than the heavy breathing she was motionless, entranced.

Studying the item in front of her she saw it in its full glory now, the long and entirely black horsecock with equally impressively large balls hanging underneath. It was perfect, the head was large, the ring too, she didn’t even know him that well but only one thought was clear now in her fogged mind:

I need it.

All rational thought went out the window, the shy personality left as her head moved down and up dragging her tongue slowly up it, making sure to get all cum in her mouth. The taste was delicious, addictive, she craved more. It was sweet and tangy, similar to the tea she’d just made, but the major difference was that this was something she needed, something the mare could think about day and night. This is… worth worshiping.

Flitter was feeling amazing, she only licked it yet it felt like heaven, and the sight in front of him was just as heavenly. She was lust itself, her pink eyes met his, her yellow fur was now disheveled with sweat and there was clear anticipation in her body… Is she… she’s waiting for me to tell her what to do. Oh well, morality was overrated anyway, and he felt this would feel much better than making friends would. “Well? Are you going to suck it or not?”

The eye contact remained and she looked ecstatic, like all joy up until now was nothing compared to it, and after giving him the biggest smile she’d ever given anypony she lowered her head onto the shaft barely fitting its enormous girth into her hot, wet, waiting mouth, her tongue swirled around the head with her eyes breaking from his and rolling into the back of her eyelids. She didn’t have any rational thought left, everything was about worshiping this creature and his magnificent cock and balls.

Struggling to fit the girth in her mouth she decided just making herself force it in would be better, it was painful but nothing compared to the pleasure of not only having his tasty dick in her mouth but the pleasure of serving him, worshiping him.

“Mmmmmm!” Moaning in bliss, she bobbed up and down, slowly making her way further and further down his length. Looking back at him he was also loving her enthusiasm, placing his hoof on the back of her head he pushed her down further making her throat wrap around his dick tightly while she got forced even further down his mountainous length.

And she loved it.

They both did. His complete control over her made her feel things she hadn’t yet, Fluttershy had no clue as to what made her this but she never wanted to go back. His ring blocked her path, but didn’t take long to overcome, to her she probably thought she looked terrible but to him she was lust incarnate.

“F-Flutters, you’re so good at this! Ah!” That book’s the best thing to ever happen to me! I could’ve made friends with her, she seems sweet, but why have a friend when I could have a cock-drunk slut chocking on my cock?

Praise given was more than she could ever ask for, filled with newfound determination, the mare kept trying her best, she’d only ever tried doing things like this to her collection of dildos but the pegasus knew that she would do anything to please him.

Feeling her nose hit his belly he saw her achievement, the yellow pony was deepthroating the entire rod. Moaning loudly, she brought him even closer to orgasm, while he didn’t notice the moan indicated her own orgasm with her spraying her juices from her pussy all over the floor. It was as filling as it was fulfilling for her and considering all she could smell was his musk, she wasn’t surprised at all that her orgasm was that strong.

“It feels too good! I-I’m cumming!” Removing his hoof from her head he thrust climactically into her mouth, climaxing and filling the mare’s stomach directly with his thick cum. It lasted for minutes with him being extremely pent up from her unintentional teasing earlier, only looking down at her did he see the state of her though: she was happily taking his cum seeming to be elated by it but her face turning blue made him pull her head off his lap.

Only his lengthy shots of cum decided he wasn’t done, and shot multiple ropes at her hypnotised, awaiting face. Sticking her tongue out she caught much on her tongue though much missed, landing everywhere else. The changeling looked at her face seeing her eyes closed and a dopey grin on her face as she licked his spunk from around her mouth.

Her face had him all over it, as well as her cottage floor and his own belly. Everywhere was drenched with what he shot out of him. He was pretty sure every creature wasn’t supposed to have cum as much as he did but that didn’t take away the thrill of looking at her now.

“I loved that so much!” Eyes closed she couldn’t see the lustful and dominant look in his eyes. “P-Please can we do that again Flitter! I-“ but she was soon cut off.

He pounced on top of her, forcing her onto the ground with him on top. “No, you will call me Master from now on, won’t you?” The changeling owned her and her enthusiastic nods only proved it, she didn’t only feel dominated now, she felt like she now understood her place in the world. I’m his and I live to serve him. ran through her mind and consumed her thoughts as his face was rammed into hers.

The changeling and pony kissed on the floor of her cottage, his longer, rougher tongue playing with hers and tasting himself in her mouth, the mare was nearly at orgasm again. Grinding his shaft on her, he finally pulled away from her, looking down she saw him rubbing his shaft on the fur on her belly. “Can I-“

That thought stopped seeing him use magic to sandwich his cock between her two crotchboobs. “T-They’re sensitive.” The fact excited her, she had always been embarrassed of their inconvenient size and sensitivity but if her master loved it then she loved them too.

And he did, it was euphoric feeling her huge teats envelop his erection so when he thrust in and out of them them both experienced more pleasure than even the blowjob did. “Ah! Ah! Ah! Harder! Please!” She was screaming, filling the once peaceful cottage with her begging.

Every time his ring rubbed on the breasts it sent a shiver through her body, her body was building up to another mind-blowing orgasm with his doing the same. Here it is!… W-Wait what?

He’d pulled out, dangling the rod over her body while she watched it desperately, she needed that release and now he was just holding it there. “Master please! I need it!”

Horn glowing green, the one who got off of her grinned, “I know.” His magic pinched her nipples, toying with them. “Say you’re my slut.”

A new orgasm racking her body, she obliged while panting out her words “I’m just your slut, Master, I love your cock and will make sure to always be your fuck toy when you want me.” I need more of him!

She said more than needed but that’s perfect. I meed to make sure she isn’t lying though. ”Get on your front, slut.” Flitter would make sure to treat his new pet excellently, but he planned to be rough.

Yes! Yes! Yes! Spinning around her boobs were now pressed against the polished wooden floor, and with a ‘squelch’ the semen stuck to her body did to. Presenting her ass to him she spread her legs. “Anything you want Master!”

The view from here could not be beaten for the horny bug, her huge ass nearly covered her holes, but it showed all it needed to. The fat yellow ponut he loved so much was in front of him winking, her throbbing cunt did the same though unlike her anus it was dripping and creating a pool of her juices onto the floor.

Striking her cheeks and hearing her throaty moan, he was now hypnotised by her body’s jiggle, attacking Canterlot, he’d only seen some jelly there but if he had to make a comparison he’d make it to that. “Ass up.” I’ll never get tired of this.

Arching her back she was presenting herself and loving it, Master is perfect, this is perfect. I don’t care what happens from here, as long as I get my Master’s cock I’ll be happy. “Yes MastAAAAAAAAHHHHHHH!”

Not letting her finish he rammed his horsecock deep in her snatch, filling her completely. Flutters tongue stuck out of her mouth, her mind broken and only incomprehensible gibberish and desperate moans coming out of her. The master’s entire body slapping into the sluts, his hips meeting hers and his round balls rubbing against her clit. “Tell me how much you love this cock!”

Even exhausted she made sure to scream the answer: “I LOVE IT! I NEED YOUR FAT COCK MASTER AND I DON’T WANT TO LIVE A DAY OF MY LIFE WITHOUT IT! PLEASE! FUCK ME! I’LL BE YOUR COCKSLEEVE FOR THE REST OF MY LIFE! AAAAAAAAHHHHH!”

Like a piston he moved in and out, her soaking insides allowing him to, It’s almost like she was made for my pleasure!. His body loomed over hers, his hooves on her back holding her in place so he could use her best.

Her round cheeks clapping and shaking with each thrust and her puffy pussy being pounded made her perfect for the one who hypnotised her. But I did leave the hive to try new things so why stop at her? I could get a whole country of sluts begging to have a piece of my cock. Focusing back on the present though he had one to pay attention to now. Even with a country I’d keep Flutters, her ass is mine and mine alone.

“Ah! More cock! Ngh! Please! Ah! Yes!” Drool, semen and vaginal juices coated the ground they fucked on, with the top being so rough they were both rapidly approaching their climaxes. “I-I’m cumming Master!” She was in love, it was safe to say, whether it was with his genitals or him she didn’t know but either way she’d do anything, ANYTHING, to please him.

Relentlessly moving, he felt he fell into the role of dom quite well, “You won’t cum until I let you, understand?!” Knowing full well she didn’t want to, he commanded her to, she’d have no choice then. “Cum when I do.”

“Ye-“ Plap! Plap! Plap!Plap! “Yes Master!” Responding wasn’t easy but after enough time she forced it out, her body was tired but her cock-riddled mind needed his seed in her, even if she wouldn’t get pregnant from a changeling.

20 minutes of animalistic rutting later he decided it was time, “I’m cumming! Take it!”

“Do it! Please! Fill me more! Pump your baby batter deep into my womb Master! I’m begging you!” They finished together, him ejaculating the most yet, it filled her up like she had craved with it flooding her body and expanding her belly. Nothing else mattered to her then, as long as she could be his desperate cumslut forever she was more than happy. Her eyes rolled back for what felt like the tenth time tonight and the orgasm shook her unconscious, only thinking of dick before succumbing.

Her Master pulled out soon after, the remaining jizz landing over her cheeks, she laid there sleeping, covered snout-to-flank in white.

Without that spell this all likely wouldn’t have happened, did it corrupt him in some way? It definitely did Fluttershy. Who cares? What happened here is infinitely better than whatever would have happened if I hadn’t found that book.

I know some sweetheart like her will have friends so she’ll be happy helping with them in the future. Licking his lips he started looking at her cum-drenched body again he smiled slyly, Plus she’s much happier serving my cock than she was before. Maybe one more round before she wakes up?

Author's Note

And so it begins…

I’m clearly an amateur at writing so if anypony wants to give me some advice and/or constructive criticism that would be greatly appreciated. I’d really like to improve my writing.