Chapter 1
The door to the bedroom opened, and Lyra and Bon Bon walked in side by side.
“I still can’t tell you how happy I am that you still want me, Lyra,” Bon Bon said with a slight blush as she continued into the room, while Lyra stopped by the door.
“Of course I wouldn’t leave you; we’re made for each other!” Lyra replied as she sat down on the ground. “Just ‘cause you’re not really a pony doesn’t mean that you’re not still you. This is actually the most exciting thing to happen between us in forever! And you know how much I love exciting!”
“Well then,” Bon Bon said, fluttering her eyelids as she looked back towards Lyra, “how about we… celebrate this reaffirmation of our devotion to each other?” She lifted her tail up and to the side, putting herself on full display to the unicorn.
Lyra smirked. “What, feeling a little hungry?”
Both Bon Bon’s expression and her tail immediately dropped as she turned to face Lyra. “W-well… I won’t lie, this past week has been extremely draining on me… But it’s more than just that!”
“Aw, come on, Bonnie! I was just messing with ya!” She trotted up and placed a hoof on her marefriend’s shoulder. “I know I’m more than just food to you. What we’ve got can’t be faked!”
She returned to all fours and put a hoof to her chin as she thought back to the wedding that started this whole mess. “At least, not without some powerful brainwashing magic.” She looked back at Bon Bon. “But I’m pretty sure you can’t do that!”
Bon Bon chuckled quietly. “Oh, Lyra…”
“Seriously though,” Lyra continued, “as exciting as having some fun with you tonight does sound, I had something else in mind. Bon Bon… could I get a closer look at your natural form?”
“What? Do I have to?” Bon Bon asked with a frown. “I’m still not comfortable being outside my disguise around other ponies… even you.”
“I… guess I could understand that,” Lyra replied sheepishly. “But I’m just really curious about what you look like! I didn’t get a good look at any of the changelings that attacked Canterlot, and even if I did, I probably wouldn't have remembered because of the whole brainwashing thing. And when you revealed yourself to me earlier today at Twilight’s house, I was so shocked and caught up in the moment that I didn’t actually take in any details! Pleeeeease?” She put on her best puppy dog eyes face.
Bon Bon growled slightly as she looked at Lyra, and finally relented. “Alright, fine. You know I can’t resist that face.” She turned to the side, and was engulfed in green fire. When it cleared, a changeling with pink eyes and a light pastel green back plate was standing in her place.
Lyra clopped her front hooves together. “That is so cool! I don’t think I’ll ever get tired of that!”
“I’m glad you like it,” Bon Bon said testily. “Can I change back now?”
“Hold on,” Lyra said as she rose from the floor and trotted towards her. “I want to actually get a close look at you.”
Bon Bon grumbled something to herself as Lyra approached.
The first thing Lyra noticed as she got closer was that her body wasn’t all solid chitin as she had initially thought. The hard, matte black chitin plates were interspersed with what appeared to be tough but supple leathery skin. A quick glance at the rest of her body revealed that this skin was at her knees, her shoulders, and presumably all other major joints on her body. It was the exact same shade of black as the chitin plates and, when Lyra took a step back, she found it extremely difficult to tell where one material ended and the other began. The transition between the two was nearly seamless. Lyra absentmindedly glanced down at her own foreleg, where her coat gave way to her hoof.
As she looked back up, her gaze fell upon Bon Bon’s legs, which were filled with those strange holes. She moved her head down, careful to keep her horn away from the holes, and peered into one of them, but was disappointed when there was nothing to see except Bon Bon’s other leg. They were just holes that went straight through; there wasn’t anything in them.
Lyra brought her head back up, planning to ask Bon Bon about them, but was distracted by the light green chitin plate on her back and the ephemeral, insect-like wings that laid atop it. She thought that they looked exceedingly fragile, filled with holes as they were. “So… these things really do work? You can fly?”
“Yes,” Bon Bon replied tersely.
“Can I see them in action!?” Lyra asked excitedly.
“Fine…” Bon Bon said. Her wings started buzzing, and she slowly lifted into the air.
Lyra grinned widely. “Neato! They seem so fragile I wasn’t sure if they actually worked!”
Bon Bon gently landed back down on the floor. “They’re a lot tougher than they look. We have something similar to the natural magic that pegasi have to help them fly.”
Lyra reached out a grabbed one of the wings in her hoof, and began moving it up and down while staring at it intently.
Bon Bon turned to glare at her. “Could you please not do that?”
“Oh, heh, sorry,” Lyra sheepishly responded.
Seeing Bon Bon look at her prompted Lyra to move up to her head. She took a close look at Bon Bon’s pink, multi-faceted eyes, and she could swear that she could barely see a reflection of herself in each of the facets. The area immediately around her eyes was skin, not chitin, and she had eyelids as well.
“Lyra…” Bon Bon said out the side of her mouth. “This is really awkward…”
Lyra smiled sheepishly as she backed away, and looked at the rest of her head. Bon Bon had a horn now, but it was nothing like hers. It wasn’t round, but instead flatter and jagged. Lyra actually thought it looked rather dangerous. The top of her head was almost entirely chitin, except for a small patch of skin around the horn and around her ears, allowing them to swivel about as a pony’s would. The ears were pony shaped and mostly skin, but with chitin lining the opening. Her nose was hard chitin, with two nostrils exactly where she’d expect them to be, and the area around her mouth was almost entirely skin. Two small fangs pointed out from the front of her mouth, and Lyra thought that they actually seemed more cute than anything else. She was curious if the inside of her mouth was any different, but she knew she was already making her marefriend feel uncomfortable enough, so she decided to leave it be.
Lyra moved back down towards Bon Bon’s flank to finish her inspection. Her tail was a far cry from the curly, voluminous blue and pink tail that she loved; it was scraggly and full of holes. On any pony, she would call it downright sickly looking. But, looking back at the rest of Bon Bon’s form, it somehow seemed perfectly appropriate.
Lyra gained a mischievous grin as a thought formed in her head. Her horn glowed, and a moment later, Bon Bon’s tail was yanked up into the air.
Bon Bon let out as gasp. “Lyra!”
“What? You know what a curious mare I am! When I said I wanted a closer look at you, I meant all of you!” She looked down at Bon Bon’s backside, and her grin was replaced with a look of confusion. There were still two openings down there, but they weren’t quite the ones she was used to seeing when she lifted her marefriend’s tail.
Her normally puckered backdoor was now replaced with a round, featureless opening, like somepony had drilled a hole into wood and smoothed and rounded out the opening. It was composed entirely of skin, with no chitin in sight. In fact, her entire backside seemed to be skin, which brought her attention down to the next opening. Instead of the lovely, inviting folds of her marehood that Lyra always loved seeing, there was a featureless slit in her skin that gently folded in towards her depths. Curious, Lyra reached up with her hoof and began feeling around the entrance. The skin in this area was less firm and had much more give than the skin on the rest of her body. She found that she was actually able to fit a good portion of her hoof inside.
It was at this point that Lyra realized there was something very odd about this situation. “You know,” she began, “If I was doing this while you were in your pony form, you’d be going wild.”
Bon Bon turned to look back at her. “Um, about that…” It was hard to tell, what with the matte black chitin/skin, but Lyra could swear she was blushing. “Changelings… don’t actually get aroused by just physical contact. We have to feed off of the arousal of our partners.” She put on a weak smile. “And right now, you’re a lot more curious and confused than aroused.”
“Huh,” Lyra replied. “That’s… interesting.”
There was only one thing left that Lyra wanted to take a look at. She lowered her head, eager to see if Bon Bon’s small but perky teats were still there. What she found, however, made her eyes bug out of her head. Instead of teats, what she found where two orbs that looked like some kind of halfway point between breasts and a pair of testicles and, more shockingly, what appeared to be a sheath in between them.
“What!? I-is that a…” Lyra began once she finally picked her jaw up off the floor. “B-but you already have a…”
“Changelings… don’t really come in male or female, Lyra,” Bon Bon said, and Lyra could almost hear her blushing in embarrassment. “We’re all like this. We all have… both. So we can go as either mares or stallions.”
“So… okay, wait a second,” Lyra said. “Are you saying that you can change into a stallion?”
Bon Bon nodded.
An idea popped into Lyra’s head, an idea that she knew she would have to jump on now or she would never again have the courage to suggest. “Then… could… could you turn into a stallion version of yourself? I-I mean, a stallion version of your pony self?”
Bon Bon turned around to look at Lyra, one eyebrow raised in curiosity. “I thought you didn’t like stallions.”
“I-it’s not that I don’t like stallions!” explained an increasingly flustered Lyra. “They’ve just… never excited me in the same way that mares do! And especially the way you do! But… so, i-if it was you as a stallion, then… then maybe…” Her face was more red than green by now as she struggled to communicate what she was thinking and feeling.
“Alright, calm down,” Bon Bon replied with an amused smile, the first genuine smile Lyra had seen from her while in her changeling form. “I usually don’t like going as a stallion, but for you, I’ll give it a try.”
Bon Bon sat down on her haunches and closed her eyes. Five seconds, then ten seconds passed with nothing happening. Lyra raised a hoof and was about to say something, when the changeling in front of her was once again engulfed in a torrent of green fire. When it cleared, the pony Lyra knew and loved was sitting before her.
Or at least, it appeared to be the same pony at first glance. The pony has the same split colored pink and blue mane and tail that had first caught Lyra’s eye when she had moved to Ponyville, the same cream colored coat that she had come to love, and the same cutie mark that had earned Bon Bon the affectionate nickname of candyflanks. But upon closer examination, some differences became apparent. The pony’s snout was larger and more squared than rounded, its legs were stockier, its barrel thicker and more filled out, and… Lyra’s eyes drifted down towards its crotch.
Yes, this pony was definitely a stallion.
The stallion opened his eyes. “So, what do you think?” The pony’s voice was noticeably a stallion’s, yet was also somehow still unmistakably Bon Bon’s.
Lyra found herself short of breath. She meant what she had said about stallions never enticing her the same way that mares did, but this… Confusion and arousal were warring in her mind, but from the way her body was reacting, it was clear which one was going to win out.
Lyra looked up at Bon Bon and gulped noisily. “I… W-wow…”
Bon Bon eyes widened in surprise. “Wow is right! I haven’t felt you this excited in a long time!” He spread his legs apart. “And you haven’t even seen the best part of this form yet!”
Lyra looked back down and saw Bon Bon’s penis emerging from his sheath. It was all Lyra could do to not drool on herself as it quickly grew to it’s full length. It wasn’t particularly large; in fact, If she was any judge, it was actually slightly smaller than average. But the simple fact that this cock belonged to Bon Bon—her Bon Bon—was doing more to excite her than any amount of endowment ever could. Lyra reached out a trembling hoof to the top of his organ, and slowly stroked down towards the bottom, drawing a moan from Bon Bon.
That moan cut through the cloud of arousal in her head and caused her to remember what Bon Bon had just told her. “I thought you said you don’t get off on physical contact.”
“W-we don’t,” Bon Bon said. “But physical contact does let me feel your emotions much more clearly and strongly… including your arousal…”
Lyra got a mischievous smile once again. “Well, in that case…” She suddenly reared up and shoved Bon Bon up against the side of the bed.
“Oof! Lyra, what are you—” He was cut off as Lyra smashed her muzzle up against his in a fierce kiss. She wrapped her hooves around him and pressed her body up against his, sandwiching his cock in between them. The full body contact left him completely stunned from the flood of emotions he was now receiving from Lyra, and he had no choice but to let instincts take over as her tongue began exploring his mouth.
They held that position, tongues fighting each other for dominance for nearly a minute, before Lyra finally pulled her snout from his. “L-Lyra…” was all Bon Bon was able to say in between panting for breath.
“I don’t think I have to tell you just how badly I want you right now, candyflanks,” Lyra said while also catching her breath. “So let’s get you nice and ready!”
Before Bon Bon could say anything in response, Lyra had ducked down to his testes and took one of his balls into her mouth, once again leaving him able to do nothing but moan in pleasure. She suckled on it until it was drenched in saliva, then moved to the next one, repeating the process.
“Lyra… I-I… oooooohhh…”
Lyra lifted her head up from his crotch. “Just shut up and enjoy it.” She dived back down and began licking his cock, starting at the base and slowly working her way up, nibbling lightly at his medial ring and the edge of his flare as she went.
“Ooooooh… T-this is amazing, Lyra… You’re amazing! I’ve… I’ve never done anything like this… Aaah! A-as a stallion before… I-I had no idea…” Bon Bon managed to say in between panting and moaning.
Once she had made a hooful of laps up and down his cock, leaving the front of it soaked with her drool, she hugged it up against her body. The head of his cock now at face level with her, she began licking the top of his penis with the tip of her tongue, starting around the flared edges and working her way towards the small slit in the center, leaving Bon Bon in no state to say anything, or hardly even think anything.
The top of his cock now properly soaked, Lyra opened her mouth wide and engulfed the head entirely. As she worked his cock in her mouth with her tongue, one of her hooves moved down to her snatch, which was now dripping on to the carpet, and began working herself over.
Bon Bon’s eyes, which had been half closed in pleasure, suddenly bugged out of his head. “Oooooooh sweet Celestia!” he moaned out. He was already having trouble thinking through the cloud of arousal, desire, and lust he was receiving from Lyra, and her starting to pleasure herself just made the flood of emotions even stronger.
Lyra was drooling profusely over the cock in her mouth, rivulets of saliva dripping down his length all the way to his ballsack, and soaking into Lyra’s coat where her belly was pressed up against him.
Finally, she lifted her head up off his cock and looked him in the eyes. “Alright, I think you’re ready now… and even if you aren’t, I can’t wait any longer.”
She stood up shakily and laid herself down on the bed, her rear legs dangling off the edge. She hiked her tail up and to the side and turned her head to look at Bon Bon. “Take me.”
Bon Bon slowly got up onto his hooves while panting for breath. “O… okay… I’ve… never done this before… but I hope I’ll be good enough for you…” he said as he mounted Lyra.
“Of course you will,” Lyra replied. “You’re always good enough for me…”
Bon Bon’s inexperience as a stallion showed as his first few enthusiastic thrusts missed their target entirely. Finally though, Lyra felt the head of his cock press up against her dripping folds. “Here goes…” Bon Bon said, and he began slowly pressing into her.
Lyra let a small cry of part arousal and part frustration as she felt him slowly, agonizingly slowly fill her. “C-come on, Bonnie, you…Aah! You can do it f-faster than that!” Lyra said. “Just… just move it back out a bit, a-and shove it in!”
“A-alright…” he managed to say. He pulled back out until only the head still remained within her, and then shoved his hips forward. Thanks to the ample oral lubricant that Lyra had provided him, he managed to hilt himself in her in a single thrust.
“Aaahh!” Bon Bon cried out as his eyes rolled up into his head, while Lyra bit down on the sheets to muffle her own cry. His already shaky forelegs finally gave out, leaving him to collapse on top of her, his head coming down right next to her own.
“Oooohhhhhh Lyra…” Bon Bon moaned out. “I’ve… I’ve never…ngh!” He struggled to organize his thoughts through the veritable tidal wave of emotions he was receiving from her. “I-I don’t think I’ve… I’ve ever felt you this strongly before…”
“You’re off to great start, Bonnie,” Lyra said as she gently nuzzled his face. “But you’re not… ooohh yes!… you’re not done yet! You have to… you have to start moving!”
“R-right…” Bon Bon slowly brought his forehooves back under him and lifted himself off of Lyra’s back. He slowly pulled back before thrusting in again, eliciting another yelp from the both of them, and slowly began working himself into a rhythm.
Lyra could tell that he had never done this before. His thrusts, while enthusiastic, were jerky and crude, a far cry from the few stallions she had been with in the past before her first encounter with another mare. If this was just any old stallion, she would actually be rather disappointed right now. But the immense pleasure she was feeling was stemming from much more than just the physical. Once again, the simple fact that this was Bon Bon rutting her was doing more for her than any amount of skill or experience ever could.
“Oooooh yes, Bon Bon!” Lyra shouted out a after a few minutes of sex. “You… Aah! You’re lasting a long time for somepony… somepony who’s never done this before!”
Bon Bon slowed down his thrusting. “I… I can’t… oooohhhh… I can’t actually cum until you do, Lyra… Not until… ngh! until I feel that unique mix of emoti—”
Lyra turned sideways, reached a foreleg up around Bon Bon’s neck, pulled him down, and kissed him as hard as she could. They held like that for a few seconds before Lyra pulled away again, a small trail of saliva linking their muzzles together. “Less explaining, more rutting,” was all she said.
Bon Bon simply nodded, too dazed to actually say anything, and resumed the pace.
“Oooohhh Bonnie…” Lyra said after another minute, “I’m so close… Just a little bit… Aah! a little bit more, and—” She suddenly felt Bon Bon’s mouth close around her horn and begin sucking. “Oooh yes! I—” Her eyes bugged out of her head when he began gently chewing on her horn as well, which was just the push she need to send her over the edge.
“AAAAHHHH!” Lyra screamed out as she came, fluids splashing out onto the sheets, and a moment later heard a muffled cry from Bon Bon as he bit down on her horn, hard. The feel of his seed emptying into her and the pain from her horn mixed with her pleasure, bringing her to new heights, and her vision whited out for just a moment.
They both lay there afterwards, breathing heavily, neither of them saying a word. Lyra had never felt quite so exhausted from having sex before, and briefly wondered if her marefriend had drained a little something extra from her, emotionally. Either way, she was content to just lay there and bask in the afterglow of their lovemaking. She absolutely loved how warm she felt right now; the warmth of Bon Bon lying on top of her, the warmth of his slowly softening cock still filling her, the warmth of his cum inside—
Lyra’s eyes shot open in alarm. “Oh no…”
“Wha…?” was all a dazed Bon Bon was able to reply as he slowly lifted his head.
“Oh no!” Lyra’s horn lit up, and Bon Bon was roughly rolled off of her back, his penis sliding out of her as he went. Lyra jumped off the bed and, balanced on her hind hooves, looked down in horror at her crotch to see the white fluid slowly leaking out of her vagina.
“You… you came inside me! I actually let you cum inside me!” Lyra shouted in alarm. “What was I thinking!? I could get pregnant!”
Bon Bon blinked a few times before sitting up on the bed. “Um, Lyra…”
An increasingly hysterical Lyra didn’t hear him. “I know we both want a foal of our own, but it wasn’t supposed to happen like this! We were supposed to adopt!”
“Lyra…”
“I mean, I guess that I’d actually be okay with carrying a foal if it’s yours, but still! This is just way too sudden! This kind of thing requires tons of planning!” Her eyes somehow widened even further. “My belly will get so big that I won’t be able to hold my lyre close to me when I play anymore!!”
“LYRA!” Bon Bon shouted, causing Lyra to freeze in place and stare at him. Seeing that he finally had her attention, he continued. “I can’t actually get you pregnant, Lyra.” He was engulfed in green fire as he shifted back to her natural form. “Because I’m not actually a pony, remember?”
Lyra stared back at the changeling sitting on the bed blankly for a few seconds. “Oh.” She chuckled sheepishly to herself as she returned all four hooves to the ground. “I guess I just got so caught up in the moment tha— WHAT IN CELESTIA’S NAME IS THAT!?”
Lyra’s eyes were glued to Bon Bon’s crotch, where something that only vaguely resembled a stallion’s cock was currently protruding. The entire things was the same black color as the rest of her body. The head was flat, much like a stallion’s would be, but there was no flare to be seen. “Is that what was inside of me?” Lyra asked as she slowly approached her marefriend to get a closer look at it.
“It doesn’t look nearly so appealing in its natural form, huh?” Bon Bon said with a weak smile.
Lyra raised a hoof and moved it along the side of the appendage. It was mostly that leathery skin that Bon Bon had, only much thinner and softer than the rest of her body, and every inch or so was a narrow ring of chitin that encircled the entire thing. She couldn't help but notice that it was completely dry and clean despite having just been in use. Did shedding her disguise burn away all the fluids? As it shrunk, she was surprised to see that the chitin rings actually retracted into each other, like one of those collapsible telescopes she had seen in shops in Canterlot before. She continued watching in rapt silence as it slowly retreated back into her sheath, or at least what passed for a sheath on her.
Lyra sat down heavily on the ground. “Huh. That was…” She looked up at Bon Bon with an excited grin, “actually kinda neat!”
Bon Bon laughed, the first genuine laugh Lyra had heard from her since that disastrous wedding. “Oh, Lyra! It’s things like that that make me love you!”
Lyra smiled back, happy to see her marefriend in such high spirits again. Her mind, thinking about what they had just done and what she had just seen, wandered onto a question that her curiosity would not let her ignore. “So, uhh, Bonnie…” Lyra hesitantly began. “Do you mind if I ask you a kinda weird changeling question?”
Bon Bon tucked her hooves beneath her as she lay down on the bed. “Not at all, Lyra. Go ahead.”
“Have you ever… ya know… had sex with another changeling?”
Bon Bon shook her head. “No, changelings don’t really ever have sex with each other. Like I said, we need to feel the arousal of our partners for us to become aroused, but changelings don’t actually give off any emotional energy. It’s quite impossible for changelings to become aroused by each other.”
“Really? Then how do you reproduce?” Lyra asked face scrunched together in confusion.
“We don’t,” was Bon Bon’s simple response. “Lyra, when I said I can’t get you pregnant because I’m a changeling, what I meant was that changelings are all completely sterile. The queen is the only one in the hive that’s fertile.” She smirked. “And even then, it’s not reproduction in the way you’re probably thinking.”
Lyra raised an eyebrow. “Ooookay…” She was silent for a few moments before continuing. “So that would explain why you were so adamant that I be the one to carry back when we were considering a sperm donor…”
“Mmhmm.” Bon Bon nodded her head. “If they had tried to inseminate me, then the whole thing would have been a huge waste.”
She let out a yawn. "But enough with the questions, Lyra. You may have given me a nice recharge emotionally, but I’m still physically exhausted." She shifted back into the mare that Lyra had initially fallen in love with. "Come on, let's go to sleep." Bon Bon rolled over to the other side of the bed and tucked herself under the covers.
Lyra brought her front hooves up onto the bed so she could get in, but stopped as she looked down at the sheets and a grimace came over her face. "Err… My side is still kinda… messy from earlier..."
Bon Bon lifted her head from the pillow and turned to face Lyra with a smirk. "So you're just going to have to snuggle up close on my side, then!"
Lyra's grimace turned to a grin. "I think I can live with that!" She climbed up into the bed and crawled over to Bon Bon's side before slipping under the covers right up against her. “Night, Bonnie.”
“Goodnight, Lyra. I love you.”
“I know. I love you too.” Lyra’s horn lit up, and the lights in the room flicked off.