At the Crystal Empire Gym, Queen, or rather former Queen, Chrysalis was busy working out. Once an enemy, now a somewhat trusted guest to the royal family, the changeling was a frequent regular at this gym. As part of her rehabilitation, she was strictly forbidden from using her change shifting powers. This meant that for once in her life, she had to mind what she ate, and if she wanted her captivating figure, she had to work for it. Finishing up a run on the treadmill, her large breasts and ass bouncing and swaying a little, she was wiping the sweat from her brow when she noticed a familiar mare.
Rainbow Dash, the Element of Loyalty, as well as a popular Wonderbolt Rookie, was busy lifting weights, or rather, struggling to lift weights. Chrysalis had met the mare several times before, mostly to destroy her, but couldn’t help but laugh a little at the pegasus’ attempts. Clearly, the mare was taking on more weights than she could handle, but Rainbow had always been one to push herself, and so despite the easier choice being to do more reps with less weights, she wanted to pump as much heavy iron as she could.
Normally, Chrysalis would have her chuckle and move on with her work out, but she couldn’t help but admire the mare’s athletic physique. Rainbow’s body was an almost well balanced form for allure and aerodynamics. From what she saw in the Wonderbolts skin tight bodysuits, she knew this mare was quite the sexy piece of ass. A nice pair of perky tits, that even from this distance, Chrysalis could tell was really soft, as well as a tight looking ass that pushed against the bench she was laying on, all with a slender midsection that displayed an impressive set of abdominal muscles.
Obviously, Rainbow wasn’t the most seductive of her friends, at least beating Twilight Sparkle in form, but fell short under Applejack, and especially under Rarity, Pinkie Pie, and Fluttershy’s voluptuous bodies. Chrysalis couldn’t help but chuckle a little louder, mentally comparing the pegasus to herself. This was an especially cruel inside joke to her. Even without her shapeshifting magic, Chrysalis’ body was like that of some fertility goddess. Breasts that matched against the alicorn princesses, including her soft, supple ass that bounced hypnotically whenever she strutted herself.
‘Well, since I’m ahead in my work out, I might as well have some fun.’ Chrysalis thought to herself. Smirking, she walked her way over to Rainbow, making sure the mare didn’t see her until she was in front of her. “Having a hard time, little mare?” The changeling giggled at her words.
“Huh?! Oh! Oh it’s just you.” Rainbow commented, grunting as she continued to try and work these weights. “What do you want, Chrysalis?”
“Me? Oh, nothing really. I was just curious about what you were trying to do.” Chrysalis playfully hummed, leaning a little over the mare with a smug smirk. “Because from where I was standing, you were struggling with a little weight.”
“Not that it’s your business, but I’m training for the Equestrian Games.” Rainbow explained, having a little pride mixed with the frustration in her voice as she continued to work the weights. “The Wonderbolts…are playing…this year…and since I didn’t…want to wait…for training…later today…I figured…I’d…hit…the gym!” Gasping out, she just barely managed to get the bar back up and over her.
Her face was red, flushed, and clearly pushing herself too hard and too far. Chrysalis giggled again, mocking the mare a little with her attitude. Rainbow scoffed, leaning up to grab a small rag to wipe the sweat away. She had been trying at this for hours, the same weights she saw Applejack lift like it was nothing. And if that muscle bound farmmare could do it, then so could see. Her stubborn and competitive nature had gotten the better of her, Chrysalis could smell these emotions on her, and while she wasn’t allowed to gorge on love anymore, she loved the smell of Rainbow’s frustration.
“Well, since you’re done with these paltry weights, how would you like a real workout?” Chrysalis proposed to the mare, slowly making her way to the other side of the bench. Looking down across Rainbow’s body, her wicked smile only grew. “I promise, it’ll be quite the experience. That is…if you’re not afraid it’s too much for you?”
“I ain’t afraid of nothing! Bring it on!” Rainbow declared, her pride having been thoroughly poked by the changeling. Before she could say another word, Chrysalis’ horn ignited, and in an instant, both of their work out clothes were gone. She gasped. “What the fuck?! What are you doing?” Looking around, she saw that thankfully, there wasn’t anyone else in the gym to see them.
“Don’t worry, that wasn’t my changeling magic, just some unicorn spell I learned.” Chrysalis assured the mare. “Besides, I needed those annoying garments out of the way to get the tool for the workout.” Reaching down, she gestured to what she was talking about.
Though hidden behind what had to be enchanted clothes, between Chrysalis’ legs was a huge pair of dark balls that hung down to her knees. All topped with a massive, dark, throbbing cock that when laid across and over Rainbow, nearly touched at just below her tits. The pegasus’ eyes widened in shock, having never seen anything that big before. Swallowing nervously, she felt her body was paralyzed as the changeling stared down at her. But after another moment of so, Chrysalis chuckled again.
“What? Are you scared?” Chrysalis taunted, further poking and prying at Rainbow’s ego. “And here I thought someone like you could handle it.”
“I never said that!” Rainbow snapped, her pride speaking before her common sense did. “I was waiting for you to get that cock in her.” Her own lips curled into a smug smirk to match the changeling’s. “Or is my pussy to fucking awesome for your little prick?”
It had been a long time, a very, very long time since Chrysalis was issued such a challenge. And while she had somewhat strides in being rehabilitated, there was still a part of her that longed to conquer, to possess, and to claim as her own. And for the first time since being freed from her statue prison, her mouth wasn’t smiling, wasn’t smirking, it was curled in an upwards grin that was demented, ravenous, and exhilarated. If not for her pride, Rainbow might’ve been put off by this look, but her eyes were fixed on this cock, slowly being slid across her belly and the blunt cockhead pressed against her pussy lips.
Despite every instinct screaming in her mind, compelling her to ram this cock in the mare, claim her and breed her full of eggs, Chrysalis wanted to take it slow. She wanted to savor every little emotion she was going to get off the mare as her dick carefully made its way into her pussy. Rainbow was tight, and yet it was like her insides were so flexible. Even before getting halfway in her, Chrysalis could tell this pegasus would make a fine broodmare, and the way she was holding onto her smug composure only pushed her on. And while Rainbow was holding herself together, even laying her arms back to relax on them, Chrysalis could smell the uncertainty, the worry, the anticipation, and above all else, the arousal; and she fucking loved the taste of it as she sniffed for it.
“Oh shit…you’re getting tighter…” Chrysalis huffed, moaning out as her tongue was hanging out the side of her mouth. She could feel her balls tightening, as well as her cock swelling. She was going to cum. “You feel that? My cock…I’m gonna cum…I’m gonna blow a hot…fucking load in that pussy of yours.”
Normally, Rainbow would try to say something, or maybe even struggle a little bit, but every thrust this cock was beating into her rattled her mind, numbed her senses, and sent a tingling shiver down her spine. Her arms and legs were starting to feel numb, and her pussy was squeezing down harder on Chrysalis’ cock. The mare’s body was getting more and more addicted to this feeling, and the changeling was loving every second of it. Even if she couldn’t directly feed on Rainbow’s love and lusts, she could still taste it on her tongue, letting the warmth tingle in her senses.
Chrysalis shivered, her cock only further swelled, growing a little more to stretch out Rainbow’s pussy canal even more. Her love tunnel wasn’t just being filled, it was being ruined. There was no way this mare was going to be able to even feel another stallion’s pathetic dick when compared to Chrysalis’ mighty cock. Even if she didn’t realize it, or care to admit it, Rainbow's pussy belonged to this changeling now, and soon enough, her womb would be filled with every thick drop of potent spunk. Chrysalis huffed and moaned a little more, arching forward to get somewhat better support as she humped faster and faster.
“Fuck…so good…fucking tight…” Chrysalis moaned, panting her breath over the mare, who was moaning back at her. “Who would’ve guessed one of the Elements of Harmony would be such a slut.” She wanted to laugh, but only sultry sounds escaped her lips.
Tightening her hold on Rainbow’s legs, pulling at them a little to savor every extra inch she could shove into the mare’s soft fuckhole. The pegasus’ face was clearly twisting into a euphoric, mind melting pleasure. She wasn’t fully fucked silly, but it wouldn’t take long for her to be filled with the body shaking ecstasy of her coming climax. Chrysalis smirked, taking a deep breath. The sweet scent of Rainbow’s love and passions sent shivers and tingling shakes throughout the changeling’s body, driving her to hump faster. Her heavy balls swung between her legs, beating and slapping against Rainbow’s body as she was getting closer and closer to her orgasm.
“Come on, come on you little slut.” Chrysalis moaned, looking down at the mare. Her tits bounced and swayed with each thrust that beat hard and deep into her pussy. “Keep moaning for me. I wanna hear that sweet sound when I knock you up with my brood.” It was impossible to tell if she was serious or not, but her moans were making Rainbow’s body more and more aroused. “I’m gonna fuck so many eggs in that womb, blow my fucking load in there, and breed a new hive out of your whore body.”
Humping faster and faster, Chrysalis was at her breaking point. She couldn’t hold herself back anymore. Pulling her cock a little over halfway out of the mare’s pussy, she slammed herself back in. As she bottomed out, her cockhead became a little thinner, allowing her to slip through Rainbow’s cervix, and her load was released directly into the mare’s womb. It wasn’t hot, nor did it feel like normal cum as something was being pumped into her body. Rainbow’s own sweet nectar sprayed all over the length that was inside her, dripping to the floor under them. Chrysalis shivered, licking her lips as she looked down at the mare.
“You like that feeling? The soft, warm, and moistness against your womb?” Chrysalis playfully asked, but Rainbow could barely respond. “I’ll tell you a little secret.” Leaning in close, she whispered in the mare’s ear. “Those were just my eggs.” If there was any sense of thought left in her head, it had been fucked silly, as Rainbow didn’t give a response. Pulling back, the changeling laughed, gripping and tugging some more at the mare’s legs. “And now, I’m going to breed them.” She couldn’t hold back anymore, having given into her instincts, she had to breed this mare now. “Welcome to the hive, bitch!”
Chrysalis pumped and fucked faster and harder, her cock throbbed and swelled as she was working herself closer and closer. She could feel herself getting ready for another burst. But rather than eggs, this would be cum, the thick, strong, virile spunk that could breed her. Biting at her lower lips, she hissed and shivered. Chrysalis loved this, the feeling of dominating a mare. She panted out, her nipples hardening, cock throbbing, and she was about to cum again. Rainbow’s pussy was so good, she couldn’t help but think about fucking her again.
“Almost, almost, come on you little slut. Cum on this cock.” Chrysalis huffed, watching eagerly as the mare’s belly jiggled as the eggs already in her womb were churning from the previous orgasm. “Time to fuck your eggs full of your Queen’s seed.”
Humping faster and faster, the sound of wet slapping echoed out in the section of the gym. Still, no one was around to hear it, and even if there were, Chrysalis was so driven by lust and passion that she wouldn’t care if anyone walked in on them, it wouldn’t stop her. Her cock was so close and she was going to blow at any moment. Rainbow continued to moan out and pant. Her eyes were rolling back and twitching, as well as her tongue dangling a little out of her mouth as her tits bounced with each hard and deep thrust Chrysalis was fucking into her. She had been cumming so many times, that she was barely conscious anymore.
“Fuck…fuck…fuck…here it comes…” Chrysalis huffed, shivering as she took a deep breath. Rainbow’s lust and passion was so strong, like an addicting tingle, she slammed herself back in the mare’s pussy. “Take my cum, slut!”
As soon as she was fully back in the mare’s pussy, she came. The amount of cum pumped into Rainbow’s egg stuffed womb, soaking the fertile insides with her hot seed. Shivering, Chrysalis panted and moaned a little more as she held herself in place. It was amazing, she had come this hard in so long. The mare’s insides were one of the best she had ever had, making her already consider when the next time she’s going to get the chance to fuck this mare again. But before she could pull out, she felt a small bit of wriggling at the tip of her dick.
“Oh…oh yeah, I just fucked a bunch of eggs in you.” Chrysalis, who had a little more sanity returned to her, commented. “As fun as it would be to start my Hive again, I’ll be nice and spare you from this, for now.” Igniting her horn, aiming her magic at Rainbow’s womb.
There was a faint glow coming from where all the changeling eggs, as well as her spunk spilled from Rainbow’s bloated womb. The mare cooed a little as her eyes slowly glanced down, but then her head arched back as a sudden surge of some pleasurable, electric sensation ran throughout her body. Her pussy spasmed hard all over Chrysalis’ cock, squeezing down on the length. The changeling’s magic focused itself on the mare’s womb, causing the soft eggs to slowly dissolve into the rest of Rainbow’s womb.
“Fuck…don’t squeeze me so tight…” Chrysalis moaned, rolling her tongue over her lips as the sensation of the dissolving eggs tingled at the head of her cock. “You’re gonna make me cum again.”
The magic worked a little too well. Though the eggs that could’ve been fertilized by her virile seed were fully absorbed into Rainbow’s body, the pleasure that was rippling throughout her body was too much. This caused her love canal to squeeze, twitch, and shiver so much that Chrysalis couldn’t help but feel her throbbing cock not only get hard, but spurt out another heavy load of cum. Thankfully, this load wasn’t strong enough to risk getting Rainbow pregnant, but the mare’s body was so weak from the hot orgasm. Chrysalis exhaled hard, feeling as she didn’t expect to cum again, and loved how good it felt.
“Ahh, yes. Now that was a real workout. I guess I was more pent up than I thought.” Chrysalis cooed, shivering as she felt her afterglow wash over her body. Her nipple trembled as the last globs of hot spunk was being pumped in Rainbow’s fucked silly pussy. Looking down, she saw the mare was still awake, albeit almost fucked into an orgasm coma. “Oh my, I’m impressed you didn’t pass out. Not bad.”
Slowly, Chrysalis pulled her cock from Rainbow’s stuffed pussy. As soon as she did, the now half erect dick only dripped out a little more cum on the pool under the bench, being mixed with the amount spilling from the mare’s gaping fuckhole. Her body twitched a little as she lay there, her own afterglow leaving her in such a sloppy state. There was no way she was going to make it to the Wonderbolt practice today, and it was impossible to tell if she was aware of this, or if she cared if she did. Chrysalis was more impressed how well Rainbow handled this brutal fucking.
Rainbow tried to say something, but the only words that could leave her mouth were weak gurgling sounds, her sweat soaked body twitching, and the cum still in her pussy gushed and leaked out, mixing with the dirty mess on the bench and the floor. Chrysalis giggled, resisting the urge to line up her cock to fuck back into this mare’s pussy. But that would have to be for another time. Rainbow was clearly fucked into too far of a sloppy mess, and it wasn’t as fun if the mare she’s plowing into was barely awake to react to it. So with some reluctance, Chrysalis sighed a bit, knowing her time with Rainbow was over.
“Well, I better get back to my workout.” Chrysalis playfully hummed. “I can’t wait to see you again for another workout. See you later, Wonderslut.” Leaving the fucked broken mare where she lay, she laughed and looked forward to fucking this mare again.
Walking towards the locker room, Chrysalis couldn’t wait to take a shower after this hot fuck she went through. As she made her way there, she occasionally glanced around, seeing a number of other mares who could use a hard and deep fucking. Swallowing a little, she shook her head. First, a shower. Afterwards, maybe she would see who else she could have some fun with before leaving. Licking her lips, she felt a small rush. Though she couldn’t feed on love, and had to remind herself not to breed anypony, she knew there was more fun to be had at the gym.
