Dripping water was the only sound in the cave, a quiet, slow march of teardrops slipping off the ceiling’s stalactites and collecting in thin puddles on the ground below. There was no wind, no voices, absolutely nothing else besides her own labored breaths.
Starlight Glimmer shivered in the dark, weakly attempting once again to wriggle her hooves free from the slimy, sticky ooze that kept her trapped in place. Part of her still wanted to burst into tears, or cry for help, or just scream with all the strength that remained to her.
But she could not give into her fear, not yet. Her friends would quickly notice she was missing, they’d send out rescue parties, they’d find her before whatever horrible fate came for her in this wretched cavernous lair.
Starlight tried again to cast a spell, to no avail. There was more ooze caked on thick around her horn, matting part of her mane and hardening to prevent any sparks of magic from springing loose.
She had thought it was just a nightmare, the previous night when the shadows at the end of her bed revealed a pair of glowing green eyes, when all in an instant she lost her sense of sight and sound, paralyzed and helpless. A year ago Starlight would never have let her guard down like that, even while asleep. All she got was a brief glimpse of her captor, though she was quite certain she recognized those eyes.
Queen Chrysalis had kept a low profile these past few months, ever since the redemption of her hive. Starlight had voiced her concerns to Twilight in the past about leaving the threat of Chrysalis unaddressed, though Twilight had assured her they would be ready. Well. I wasn’t. She hoped Twilight wouldn’t be disappointed in her. Ponynapped in the middle of the night, strung up like some damsel in distress. Fuck. This is pathetic. Nopony would take her seriously as a sorceress after such a humiliating defeat, she thought to herself. Starlight shook her head. What’s wrong with me? I’ve got bigger problems to worry about.
Although, at that moment, Starlight’s only company was the quiet of the cavern. What’s taking her so long? Starlight wondered in her head. She wants me to be afraid, is that it? Good luck with that. Starlight forced a smile, hoping it would help encourage her. But all she felt then was the terror of her predicament, and she fell slack again in her sticky binds, exhausted. And, as if to capitalize on her distress, she felt a change in the air, and the distant, thin sound of fluttering wings.
She heard the sound long before she saw the green glow emerge from several yards in front of her. And as the sound of the wings grew closer, sharper, louder, more and more of the cave began to glow a toxic shade of green. The ooze stuck to her horn and hooves glowed too, and all around her so did small globules of the substance, and up above, hanging from the cavern ceiling, empty semi-liquid polymer cocoons glowed too. Starlight’s jaw dropped at the sight, as her eyes gradually adjusted to the light. The queen’s wings were a death knell, fluttering so fast they made a high pitch hiss, a dull murmur like a bee’s.
From the blackness ahead came the first glow, and with it that pair of huge green eyes. Please somepony help me.
Queen Chrysalis landed on the floor of the cave, and once her hooves touched the ground the droning, mechanical buzz of her tireless wings finally ended. She was tall and thin, and her jagged exoskeleton glistened with a sickly green sheen, as though she were made of brittle black glass. Her chitinous hide was oily and slick, as though she had only just recently risen out from a pit of hot tar. Her face had a skeletal sharpness, and those eyes, those cold, green eyes, glowed in the dark like a spider’s. Chrysalis’ grin revealed rows of needle-like teeth, teeming with venom. She had wide hips and slender, spindly legs, and as she began her approach her black hooves cracked and scraped like knives against the ground. Her joints bent at odd angles, and so as she came she resembled a rogue marionette, both fragile like glass but strong and precise.
Starlight’s nose flared up when Chrysalis’ scent struck her, a thick miasma of decomposing flesh and the damp stench of mold.
“How rude of me to keep you waiting,” Chrysalis cooed, swaying her hips as she began her approach.
“Chrysalis!” Starlight exclaimed, “...My friends are gonna find me! Let me go, Chrysalis, and I promise you we can talk this out!”
Starlight could hardly bring herself to meet Chrysalis’ gaze for long, too overcome by the sharpness of the light and the fear strangling her heart.
Chrysalis bared her fangs, laughing softly as she finally reached Starlight. Starlight opened her eyes, trying her very hardest to be brave. Chrysalis licked her lips with her forked tongue, and her eyes glowed with anticipation.
“Fear,” Chrysalis snickered, “It’s almost as delicious as love itself. You would make an awful changeling, Starlight Glimmer —you can’t act to save your life. No need to put on a brave face. I can read right through you.”
Starlight quivered, and again struggled with her sticky restraints, desperate to escape. Chrysalis licked her lips.
“Chrysalis, c’mon, you don’t need to do this! I want to help you!” Starlight stammered.
“You will help me, make no mistake,” Chrysalis said, and her smile finally began to fade, “...It took a thousand years to build my hive. I bred generation after generation. I built the greatest fortress the world has ever seen. And in a single day, all of it came toppling down. All because of you.”
“It’s not all gone!” Starlight insisted, “If you would just hear me out, and just try what I told all the others, you’d see things the way they do, and you could all be together again!”
“You’ve turned them into something they were never supposed to be,” Chrysalis said, “And I’m going to show you what that's like, Starlight. It’s only fair.”
Chrysalis leaned in closer, so close that Starlight could taste Chrysalis’ breath on her lips, earthy and damp and cold.
“You are weak,” Chrysalis said, “And a pathetic excuse for a protege. As much as I loathe Twilight Sparkle, at least she would’ve put up a fight.”
Starlight felt her eyes well up with tears. She had failed Twilight, and all her friends, and herself most of all.
“I’ve gotten to learn more about you, since our last meeting. About your former exploits. Beaten and brought to heel by Twilight Sparkle, now made to carry out her every whim,” Chrysalis said, “Your friends are not coming for you. If anything, they’ll hardly notice you’re gone. You never belonged in their world. You belong here. And so you’ll stay here. Forever.”
“...Please,” Starlight whispered, helplessly, “Please let me go.”
“Wow, begging already. Good,” Chrysalis grinned, “It’s music to my ears, actually. But it won’t help you.”
“W-What are you going to do to me?” Starlight asked.
Chrysalis took a step back, sighing as she glanced around at the cave.
“Since you destroyed my old hive, it’s only fitting that you help create my new one,” Chrysalis said.
Starlight felt the color drain from her face.
“A single pony has enough love to sustain a changeling for years,” Chrysalis said, “But to rebuild my kingdom, I’m going to need more than that. Much more. And it’s my belief that with a little assistance, a single pony could be capable of generating three times as much love as what was once thought possible. But to be sure, I’m going to need a test subject.”
“Oh, Celestia help me,” Starlight said. She fought back the urge to puke. There were tears streaming down her face now, “Chrysalis. Please! I’m sorry! Don’t hurt me!”
“Hurt you?” Chrysalis laughed, “Oh, Starlight. By the time we’re through you’ll be begging me to never let you go. You’ll know love like you’ve never known it before. Eternal pleasure. Eternal freedom. Eternal purpose.”
Starlight shook her head in disbelief.
“What are…What are y-...This is insane!!” Starlight shrieked.
Before Starlight could prepare herself, Chrysalis had thrown her to the ground, ripping her slimy binds off from the ground. Starlight’s hooves were still bound together, but now she was lying on her back.
“G-Get off me!” Starlight squirmed, as Chrysalis flipped herself around, and without much ceremony, sat herself down right on Starlight’s face.
Starlight squealed in horror, as her lips were forced right against Chrysalis’ labia, and her nose was stuck right up against Chrysalis’ winking asshole.
“You make a good throne. I guess you’re not useless after all,” Chrysalis snickered, swaying her hips and grinding her pussy over Starlight’s mouth.
“Go on, bitch. Don’t make this worse for you,” Chrysalis said, in a more stern tone. Starlight lay motionless, however, defiantly still. Chrysalis sighed.
"You know, I only need a few parts of you for my plan," Chrysalis said, "You won't be needing legs, or eyes, or ears, or that pesky horn of yours. Should I saw them all off right now? Or will you obey?"
Disgust turned into fear, and Starlight quickly decided having to play some depraved little games was preferable to whatever torturous scenarios a twisted mind like Chrysalis could concoct.
Starlight shut her eyes and stuck her tongue to lick around Chrysalis’ clit, in soft, slick motions, up, down, and all around. She began lightly, before gradually increasing the pressure and speed, flattening it and curling it.
“Good bitch,” Chrysalis smiled, adjusting her ass to spread out further across Starlight’s face. Starlight could only breathe through her nose, which was buried deep in Chrysalis’ ass. The sweaty, damp musk and ripe scent of old, dried shit around her asshole made Starlight wince, as did the sour, slimy taste of Chrysalis’ pussy, which was dripping wet. Chrysalis had a hold of Starlight’s head with one of her hooves, forcing her in deeper. Starlight stuck her tongue deep inside, swirling and flitting and lapping with a ferocious kind of speed. To her horror, her heart had begun beating faster, and something inside her brain clicked on, and the taste of Chrysalis’ pussy and the smell of her asshole were still foul, but the kind of foul that she wanted. Starlight moaned and attacked Chrysalis’ pussy. I can’t stop myself. Why can’t I stop myself? Fuck. It’s disgusting. Why the fuck can’t I stop? All of her fears were almost forgotten then, and all she could think about was digging deeper with her tongue, and lapping up every horrible fluid that had leaked past her lips.
Chrysalis dimmed her horn, and grinned, wickedly.
“An eager little whore, aren’t you?” Chrysalis asked. She noticed a wetness begin to spread between Starlight’s hind thighs, and her smile grew even wider; her plan was working.
Chrysalis lifted herself up, abruptly, standing herself up.
Starlight remained lying on her back, gasping for breath, perplexed. No, no, what’s she doing? Did I fuck up? Starlight snapped out of her daze for a moment, but was too exhausted to rattle off any more taunts or pleas for mercy.
“You get off to being my bitch, is that it?” Chrysalis laughed, sticking her hoof into the puddle that Starlight had left on the ground where she sat. Chrysalis sniffed at the liquid and shuddered in delight. Love. Pure love.
Starlight’s face was drenched in sweat and other fluids, and her mane was wildly unkempt. It had been so hot underneath Chrysalis’ ass, and she had lost out on so much oxygen, that she could barely think straight anymore. All she felt was the wetness around her pussy, and the burning sensation in her heart. I’m so fucking hot. I can’t breathe!
“You horny little brat,” Chrysalis cooed, “You want more, don’t you?”
“No,” Starlight managed, though the shakiness in her voice betrayed her, “I don’t want this!”
Chrysalis glanced down at the puddle again.
“I don’t believe you,” Chrysalis snickered, “I can see your mind. I know what you want. I know who you want. Would you like that?”
“What?” Starlight’s brow furrowed in confusion. Chrysalis, cackling all the while, disappeared briefly in a flash of green light, and a moment later in her place was left a familiar face.
Chrysalis’ version of Sunburst was practically flawless. She had mastered his nervous twitch and each unkempt strand of hair. It was a perfect duplicate, all except for one, especially significant discrepancy.
Starlight was blushing like a schoolgirl, after catching sight of the monstrous sixteen-inch cock dangling under Sunburst’s chest. The real Sunburst had never been so well-endowed, Starlight recalled, sourly.
“You’re sick,” Starlight coughed, horrified. I can't give in to this fucked up little game. Twilight will be here soon. Please, Twilight, please hurry...
“This is what you’ve always wanted, no?” Chrysalis laughed. Starlight winced. Even the voice was perfect. She had copied his beard and stubble to a tee, and the tired bags under his eyes. Part of her felt more at ease just looking at him, her oldest friend, despite her knowing this was all an illusion.
“Don’t act like you don’t crave this. You little whore. I can feel your heartbeat, I can read your mind. Stop pretending. Just beg me to fuck your brains out already.”
“Why are you doing this? This is insane!” Starlight demanded, fighting the heat boiling up inside her with all her might. She could smell Sunburst’s cock from the ground. No, she said, catching herself, Chrysalis. Not Sunburst. Chrysalis!
“Mmmm. I can feel your love for him. For me. For this cock. You want it. You need it. Say it.”
“No!” Starlight barked, “This isn’t real! Don’t touch me with that!”
“With this?” Chrysalis laughed, approaching Starlight, sticking her cock right in Starlight’s face. Starlight felt herself go pale. The shape matched Sunburst’s, only it was larger. Way larger. She had always insisted to herself that she didn’t care about size. But she couldn’t take her eyes off this…this…monster.
Starlight opened her mouth, instinctively, and her tongue almost shot out, eager for a taste. But she could only hesitate, too terrified to move.
Chrysalis rolled her eyes. She grabbed her cock and whipped it against Starlight’s face. Chrysalis helped Starlight up to her knees, and began teasing Starlight’s lips with the head. Starlight immediately registered the same salty, sweaty taste Sunburst had always had. How could she possibly have copied that??
Chrysalis grabbed Starlight by her hind thighs and lifted her up.
“I’ve got you, Starlight,” Sunburst said. He lifted her up as if she weighed nothing. Was he always this strong? She had stopped wrestling with her restraints. I couldn’t get away even if I tried.
"N-No, d-don't!" Starlight whimpered, "Please!"
Starlight felt her breath hasten before Sunburst’s erect cock teased her folds, slipping its way inside with a wet slap.
Fuck. I’m already drenched.
“S-Sunburst,” Starlight gasped. She sank down deeper on Sunburst’s cock, another three inches, another three inches, another three inches, until she could feel the twisted pressure in her gut. She felt such sensation she could not process whether there was more pleasure or pain, only that she had never, ever felt so full. She was impaled on his cock, that was so thick she swore she could feel its imprint pressing out from inside her stomach. Starlight screamed, out of terror, pleasure, and pain, and her scream turned into something distinctly animalistic, the second Sunburst grabbed her by her thighs and forced her to start bouncing on top of him.
Starlight could feel her mind short-circuit with each bounce, and the heat radiating through her body was unlike anything she had ever felt before. What is she doing to me? Oh please, Twilight, come save me...
Starlight knew how ridiculous she must have sounded then, moaning like a whore, deliriously bouncing up and down, helpless under Sunburst’s grip. He's tearing me in half!
Starlight did not notice Sunburst’s horn glowing; when her eyes weren’t shut tight she could hardly see through the tears. The pressure in her forehead was growing. I can't think...I can't think...Somepony help me. Her friends were coming. She knew they were. Why couldn't she remember any of their names? She was panicking then, as she realized she couldn't remember anypony's name at all. Not even her parents. Only Sunburst's name could pass through her lips, and even then, all she could remember about him right then was how hot he made her, how much his cock filled her up and how much she needed to cum with him inside her. No! Don't...give in! Oh fuck... With each thrust, more and more of her intelligence seemed to wither away, as her thoughts all turned dim and dark. She could not think about escape. She could not think about how afraid she knew she should have been. All she could think about was his cock, and how hot and tight her body had become.
“Oh my fucking Celestia! Don’t stop! Sunburst!! Don’t stop!” Starlight shrieked, “I’m c-close! I’m f-fucking close!”
Starlight felt the pressure build inside her. Her mind was mush, her heart was about to give out, and her bones had all turned to jelly. Her eyes had begun to swirl with green, and her head had begun to go slack, as she moaned and muttered and whimpered. She could feel the rising tightness near the peak, near the edge of the slope she needed to slide down, and she only needed a few more thrusts, just three, no two, one more, and...
Sunburst abruptly stopped his strokes, and lifted a squirming, moaning Starlight off his cock in one fluid motion, setting her back down on the ground. Starlight’s eyes were swirling green spirals, and she was drooling all over herself and babbling nonsense under her breath. She seemed vaguely distressed about something, though hardly had the mental capacity now to say much about it.
“Sun…burst….No…Please…I’m….close,” Starlight mumbled, “Come back....Please...Fuck me...”
Chrysalis phased out of her disguise. Starlight did not bat an eye, still muttering Sunburst's name and pleading for him to pick off where he had ended off. Chrysalis smirked to herself; her spell had worked perfectly. Starlight was trapped in the illusion, trapped right at the moment before she was to orgasm. Chrysalis inspected Starlight’s body, which was a quivering mess, convulsing uncontrollably, and her face was stuck now as a blank half-smile.
“Say goodbye to all those brains, Starlight,” Chrysalis said, flicking Starlight’s snout. Starlight mumbled some more nonsense, before managing to string a sentence together.
“Please, please I need to….finish…I need,” Starlight murmured, “Pleeeease.”
Chrysalis sighed. She could use some release herself, sooner or later, but her work here was not yet finished.
Her Sunburst disguise was her best yet. She had a lot of time to study every detail, two nights ago when she had slept with Sunburst disguised as Starlight. He had cum inside her enough times that she was certain her first clutch of eggs would be sufficiently fertilized. All that was left now was to find a place to deposit them.
Emerging from her pussy, Chrysalis’ ovipositor revealed itself, a roughly eighteen-inch long, slick, bright green tubular-like appendage, delicate and flared at the tip.
According to the spellbook Chrysalis had studied, the longer Starlight spent on the edge, the more potent her love would become. Potent enough for my hive to grow strong, Chrysalis thought, smiling to herself.
Chrysalis mounted Starlight again, positioning her ovipositor against Starlight’s soaking wet pussy.
“W-What’s…h-happening??” Starlight groaned, weakly, “...Sunburst?”
“Shhh, it’s OK, I’m here,” Chrysalis whispered, mimicking Sunburst’s voice.
"Ohhhh yes, Sunburst, please, please finish me. Fuck me. Ruin me," Starlight murmured.
Chrysalis grinned. She needed Starlight to want this. She needed Starlight's body to be running rich with love. And now that the spell was in place, only Chrysalis herself could ever break it. Otherwise Starlight would be left permanently denied, permanently horny, and permanently brainless. This is quite the improvement, Chrysalis wanted to say, though she knew Starlight would not have been able to understand her.
Starlight groaned as Sunburst’s cock slid inside her again. Oh thank god. Her entire body was screaming in need of a climax. I need to finish so so so fucking bad.
For some odd reason, Sunburst’s cock felt bumpier as it slipped inside her. Her head was spinning, and lust was oozing out of her with each breath. She moaned and gasped and shuddered, and rode Sunburst’s cock mindlessly. Her world was cock and heat and sweat. And she loved it.
Chrysalis grinned, amused by Starlight’s incoherent mutterings and dizzy attempts at earning an orgasm. Keep trying, bitch. It’ll only take an eternity. Chrysalis rocked her hips slowly in and out, grunting as she felt Starlight twitch and spasm around her. She had not laid eggs like this in at least a hundred years. She had almost forgotten how good it felt.
Chrysalis pressed deeper, stretching Starlight’s walls. The mounting pressure kept Starlight immobilized, trembling in place. Starlight just barely managed to gasp out of a few whispery moans, as Chrysalis covered the entire distance to Starlight’s womb.
Chrysalis felt Starlight clench against the invading shaft, and Chrysalis knew Starlight wanted so badly to climax. Chrysalis almost pitied her. Almost. But a lifetime of denial and frustration seemed a fitting punishment, Chrysalis had concluded. The queen was cackling to herself, watching Starlight's face twitch with confusion and discomfort.
Starlight's ecstasy turned into something stranger then, as Starlight felt her body jerk and convulse in response to the mounting pressure inside her. Frustration overcame her, as she sat on the edge of her orgasm, trapped as though an invisible wall had been raised to prevent her from reaching the downhill ride to cumming.
I need to cum. I need to cum! Why…What’s going on…Starlight felt her mind go blank. He hasn’t cum. He always cums first…What’s going on? Fuck…It’s too much…I…Uhahahhhhh.
Inside her abdomen, Chrysalis felt her egg sac shift inside her, filling with freshly-fertilized eggs.
The first egg slid down Chrysalis’ tube-like member, squeezing into Starlight’s pussy. The egg sank inside through the slimy green tunnel, before making its way to her womb. It was followed by another egg, then another, and the rest of the trail of eggs.
“You like being my broodmare, Starlight?” Chrysalis asked, smirking.
“You like being my bitch, Starlight?” Sunburst asked her. Starlight felt her heart leap out of her chest when he called her bitch.
“Yes….so much….” Starlight murmured in reply.
Chrysalis burst into laughter, just as Starlight gave a sharp cry as the first egg pressed against her cervix, forcing its way inside. Starlight writhed and sobbed against her, utterly confused and helpless and horny.
Soon Chrysalis had deposited her entire clutch inside Starlight’s womb. Starlight’s stomach was bulging as if she was nine-months pregnant, and she was gasping for breath and drooling again.
Chrysalis caught her breath, exhausted, and retracted her ovipositor out of Starlight’s pussy and back up her own. Starlight’s womb was packed to the brim with thirty translucent neon green eggs. Her pussy was leaking toxic green slime, and her skin had begun to darken as the changeling slime seeped into her bloodstream. Chrysalis pawed at Starlight, and sighed.
“Your pathetic life is going to have a purpose now. Being my broodmare is an honor worth far more than serving as Twilight Sparkle's little lapdog, don't you think?" Chrysalis asked.
"F-ah....Pleeease....Help....me..." Starlight managed. Chrysalis raised an eyebrow, almost impressed that Starlight could still almost conjure a real thought. "Fuck me...Please...Fuck me..."
"That's better," Chrysalis smirked.
A week had passed since Starlight's mind had melted, since her world had turned to a toxic green haze, since her body was stuck on an endless cycle of hot, rising pressure and freezing cold disappointment.
Starlight Glimmer was hanging up against a wall of Chrysalis’ lair. Her forelegs were strung up on either side of her head in sticky green slime, while her hind legs were tied up beside them, leaving her bulging stomach and her slime-leaking pussy facing outwards. Starlight’s eye makeup was completely ruined from all the tears. Her eyes were green swirling nightmares, and she was drooling all over herself.
Chrysalis expected it would only take a few more weeks until Starlight gave birth to the first batch. Once that was done, the hardest part of her plan would be complete. Her new drones would fertilize her eggs and find her new sperm hosts and broodmares. With Starlight’s amplified, edge-induced love, her new hive would be stronger and more self-sufficient than her old hive could ever have hoped to be. And more loyal, Chrysalis thought.
In Starlight’s world, she could hardly think a single thought. When she was conscious, all she could see and feel was Sunburst teasing her with his cock. She felt intense waves of heat, and a strange feeling inside of her, but every time, without fail, her climax was prevented by an icy cold sensation. Whether this was hell or heaven, she could not say. Every waking second she was horny and on the verge of release, only to be left eternally frustrated. But she had become so horny that she could hardly think at all about her situation. All she could think was I need to cum. Please let me cum. Please. Someday, somehow, she would.
Chrysalis, meanwhile, knew better. Starlight would be denied for as long as she served as a broodmare, to maximize the potency of her love and empower her new hive to follow her in her final conquest of Equestria. Chrysalis laughed to herself. Starlight was only the beginning. Soon all of Equestria would suffer a similar fate. And she would finally have revenge.
