Prologue: A Bride in Black

Twilight could not remember ever being so nervous in her life.

She could feel her heart hammering in her chest, while a strange white noise rang in her ears, making it impossible to listen to her friends’ reassurances. They were all there with her: Spike, Fluttershy, Applejack, Pinkie Pie, Rarity, Rainbow Dash, Starlight… even Trixie. All dressed in beautiful flowing dresses, except Spike, the little dragon wearing an unbearably cute tuxedo. They were huddled close together despite all the free space in the enormous Canterlot Castle room, all of them trying to cheer her up; her friends, her extended family, her whole world.

So why did she feel so utterly alone?

She felt somepony tugging at her dress, and a little startled yelp left her lips as she skittered away. Blushing, she soon realized it was only Rarity, and she quickly calmed down; the unicorn was just adjusting a fold in Twilight’s white gown. Always the perfectionist, even in this somber occasion, it was almost enough to make Twilight smile. Rarity said something Twilight didn’t understand, so loud was the buzzing in her ear, so the alicorn just nodded, hoping it would be enough. Rarity frowned, obviously concerned, but she didn’t have time to insist: a vivid fanfare of violins and trumpets sounded off in the next room, making them all jump.

The ceremony had started.

The group of ponies and one dragon scrambled to get into formation, standing side by side in pairs. They shot Twilight a few last glances, hopeful smiles and worried frowns all around, and once the song hit its next stanza they marched out of the room. Through the open door Twilight had a glimpse of a large familiar room, hundreds of ponies sitting in attendance, the music making her ears twitch. Everything was so beautiful on the other side of the door, so happy, so colorful… then her heart did a somersault when she spied a hint of black on the far side of the room, and the door closed on her, cutting her off.

Now she was truly alone.

The static in her ears grew to deafening proportions, she could see white spots dancing before her, her heart apparently trying its best to burst through her chest. Her mind swirled with a thousand thoughts: was her plan going to work? Would she regret this forever? Was this a mistake? Why was her dress so tight all of the sudden? She waited and waited… Then it finally happened.

The music changed again. The happy tempo slowed, the violin strokes becoming triumphant and powerful, beckoning her forward. This was her cue, no time to think anymore. She felt like she was standing on the edge of a bottomless cliff, and she had to willingly leap into the void. For just a second she thought about running away, she thought about all the hopes and dreams she would be forfeiting once she stepped through that door… but it didn’t matter: she had to do it.

A quiet feeling of peaceful resignation fell upon her.

Her racing heart slowed, the ringing in her ears went silent, and she released a breath she only now realized she had been holding. This was it, no going back, no time for regrets. She just had to step through the door, and face the music. A curious smile blossomed on her lips without her prompting, and she did nothing to chase it away. To Tartarus with her doubts. She was Twilight Sparkle, Princess of Friendship, savior of Equestria and paragon of Harmony. She had chosen this path, she had vowed to do this, and she would not let fear bog her down. She would not run!

With a decisive step, she approached the doors, and with a magical push she marched into the Canterlot wedding hall, the bridal chorus welcoming her in. It was just as she remembered, the room hadn’t changed since Cadance’s and Shining Armor’s wedding. White banners adorned the walls, flower petal sprinkled the lush red carpet beneath her hooves, ponies of all shades of the rainbow turned on their seats to look at her. The room was radiant with colors and warmth, the band played a perfect rendition of “here comes the bride”, the sun shone brightly through the open archways… it was truly breathtaking to look at.

But, there was one black stain on this beautiful canvas. One dark creature that didn’t fit with the harmonious celebration, one false note in the melody. A wolf amongst sheep, a monster of the night prowling on a sunny day.

And it was waiting for her at the altar.

Twilight chased the depressing thought away, and she walked confidently down the aisle, smiling softly to the surrounding ponies, nodding to the familiar faces. Most of Ponyville was in attendance, as were all her old Canterlot friends. She was glad to see several new faces in the audience, like dragon-lord Ember, who seemed to be utterly confused by the ceremony. Next to her sat Thorax, king of the new changelings, who seemed to be trying to make himself as small as possible, his antlers trembling with fear; understandable considering who was standing at the end of the aisle. A gryphon diplomat, a minotaur envoy… even the yak prince, Rutherford, had taken the time to come, though he seemed to be sound asleep; an Equestrian wedding was probably a boring affair for a yak.

All of Equestria’s newest allies were present to acknowledge this historic event.

Twilight kept walking, the altar fast approaching. The front rows were occupied by her closest friends and family, all wearing conflicting expressions. Rarity and Fluttershy leaned against one another as they cried silently, Rainbow Dash wore a fierce scowl, Applejack had a confident but somber expression… and Pinkie Pie was smiling from ear to ear, bouncing in her chair; she even waved happily as Twilight walked past. Always the optimistic one, that Pinkie, it made Twilight want to laugh.

She then felt a pang of sadness when she met her mother’s eyes: her parents held each other as they watched their precious daughter walk past, a trembling Spike huddled between their hooves; the tears running down their cheeks were clearly not ones of happiness. Twilight tried to reassure them with a smile, but she faltered when she saw her brother sitting next to them. Shining was shaking with anger, his eyes bloodshot, his horn fizzling dangerously; if it weren’t for Cadance holding him back, he would probably charge at the creature standing at the altar. The princess of love tried to smile at her step-sister, and failed. They both knew what this wedding entailed.

With a deep breath, Twilight finally looked up towards the altar, where her betrothed awaited her.

Chrysalis, queen of the changelings, her old enemy; and now her bride, soon to be wife. The changeling was bored, and she did nothing to hide it, her disdain for the current procedures completely evident; she was not even wearing the tuxedo Rarity had reluctantly tailored for her. No, chrysalis was naked, her glossy carapace shining like polished latex, her long powerful legs flexing in impatient anticipation, the generous curves of her hips on full display...

Twilight’s throat suddenly felt very dry, and she quickly looked away from the changeling’s backside. Chrysalis shot her a glance, rolled her eyes, then tilted her head dismissively, as if to say “just hurry up already”; there was no warmth in the changeling’s eyes. Twilight felt a chill run down her spine, but she ignored the bitter feeling and started to walk up the steps. Of course Chrysalis didn't care about the ceremony, nor did she care about her bride. Twilight knew this union was not one of love.

As was often the case with political marriages.

As she ascended the altar Twilight’s gaze flicked to the mare officiating the wedding, and she couldn’t help but avoid Celestia’s worried eyes. Like a mother hen protecting her young, the ancient alicorn had been ferociously opposed to this union. She had gone as far as propose she take Twilight’s place and marry Chrysalis herself… but it was impossible. The solar goddess was much too important to be married off in this way, as was Luna. Twilight on the other hand, she was but a young princess, with little political influence. And it had been her idea, she couldn't make another pony bear its burden.

It made sense really. With this union ponies and changelings would finally know peace: Thorax and his reformed changelings would be protected from their brethren, the rogue changelings still hiding amongst the population would be free to live their lives, and Chrysalis would give up her plans for revenge… all in return for one alicorn bride. And as her wife, Twilight would be in the perfect position to make Chrysalis see the error of her ways, the changeling would not even see it coming!

Reforming a villain by marrying them was a little unorthodox, but Twilight was confident it would work.

Luna had called her plan foolish while Celestia had begged her to reconsider, but Twilight had not wavered: as long as there was but a glimmer of good in Chrysalis, the changeling could be won over. Cadance had reluctantly agreed with her on that point: since the queen could love her subjects —even if her love was twisted and selfish—maybe she could learn to love a pony. It was a gamble, but it was one Twilight was willing to take, for the good of both changelings and ponies.

Finally, Twilight climbed the last few steps, and she turned to face her bride; Chrysalis still looked like she was dying of boredom, but Twilight didn’t let it get to her. The orchestra went quiet, a feverish sort of tension filling the room, and all eyes turned to Celestia. And they waited. And waited some more.

The silence stretched, a few awkward coughs sounding amongst the audience, but still Celestia didn’t move. The alicorn seemed to be frozen in place, her worried eyes riveted to Twilight’s, as if imploring her former student to change her mind: it’s not too late, she seemed to be saying. The audience was becoming restless, but Celestia only stared at Twilight, offering her one last chance to back out.

Twilight’s smile grew, her heart going out to her old mentor, but she only shook her head; she would not run away. Celestia closed her eyes, a solitary twinkle streaking down her cheek, and she put on her usual princess mask. She smiled, her eyes empty of light, then she began her speech, silencing the hushed whispers. The words were practiced… but Celestia’s voice was hollow, her eyes unfocused as she went through the usual wedding banalities. Twilight winced, she had never seen her mentor so shaken, and she quickly tuned the alicorn out, choosing instead to watch her bride.

Chrysalis was now wearing an amused grin, her eyes narrowing with glee as she watched Celestia drone-on. Was she remembering the last time she had been standing on this very same altar, listening to Celestia say those very same words? Of course, she had been wearing Cadance’s appearance at the time, the real alicorn trapped underground, hurt and alone… Twilight felt a little burst of anger, but she quickly snuffed it out; if she was to make Chrysalis love her, she couldn’t let the past blind her. The changeling’s ear twitched, and she turned to her soon-to-be wife, as if sensing her thoughts.

Twilight managed to not look away as they locked gaze, even if those dark green eyes still unnerved her; she would have to get used to them sooner or later. And, now that she could look at them without fearing for her life, Chrysalis’ cat-like eyes were strangely… alluring. The changeling queen tilted her head, a curious expression on her muzzle, and she finally broke the staring contest. Her slit pupils roamed over her bride’s body, as if considering her for the first time, and Twilight did the same.

It was strange, to look at her old enemy in such a way, and Twilight was surprised to find she didn’t mind what she saw. When she wasn’t trying to kill you, Chrysalis certainly wasn’t bad to look at: she had a strange alien beauty to her, she had an aura about her, something intriguing and… dangerous. Twilight couldn’t help but let her eyes stray a little too far south, towards the changeling’s rear, and she felt a twinge of shameful excitement fluttering in her belly. Chrysalis’ eyes widened, and her muzzle stretched into a fanged smirk. The changeling shifted her weight, making her hips roll sensually, watching Twilight’s reaction. The alicorn gulped thickly, her eyes following the hypnotic movements.

Just then Celestia coughed, startling Twilight out of her hip-swaying-induced trance. The solar princess was looking at her former student expectantly, and when Twilight only blinked in confusion, Celestia pointed towards the rings floating in her magic. Oh… OH! Twilight’s cheeks exploded into a blush, and she quickly bowed her head; she did her best to ignore Chrysalis’ teasing chuckle. She shivered slightly as the cold golden ring settled over her horn, and she rose in time to see Celestia grimace as she put the other ring on Chrysalis’ crooked horn.

It was done, they were married. Twilight felt a little woozy as the fact settled on her, and she barely heard the crowd erupt into polite applause; she was too busy thinking about the next step. Tradition dictated that she now had to kiss her wife, turn to the audience, and say her first words as a married mare. If kissing her former arch nemesis wasn’t nerve-racking enough, she knew that her first words had to be perfect: they would go down in history, and would be remembered forever. She couldn’t mess up on both counts!

Fighting very hard not to scrunch her muzzle, Twilight took a step towards her wife, and Chrysalis did the same, the tall changeling leaning down graciously. With a stomach full of butterflies, Twilight puckered her lips, desperately trying to remember the precious few things she had learned about kissing. Books were surprisingly unhelpful on the subject, all asserting that no explanation could replace the real thing, which was completely unhelpful for a first-timer! Twilight regretted being too embarrassed to ask one of her friends for help, but it was too late now; Chrysalis was already leaning towards her.

Twilight trembled, watching the changeling come closer and closer, and she closed her eyes. She felt Chrysalis’ breath on her muzzle —it was surprisingly nice and cool, almost minty— and she braced herself, her eyes scrunched shut, the hairs on her nose tickling as they came into contact with Chrysalis’ muzzle, then…

Twilight’s eyes fluttered open, surprised. Chrysalis’ lips were incredibly soft, not at all like she had imagined. The kiss was gentle, chaste, almost shy, and Twilight found herself leaning into it. She had expected something to happen, like a jolt of electricity, or some sort of feeling or wonder, or disgust, or… something! Weren’t first kisses supposed to be magical? Still… this was kind of… nice. It was almost as if the changeling knew she was new to this, and was taking it slow.

She shared a look with Chrysalis, and the changeling winked at her playfully, their lips brushing against one another. Twilight’s heart swelled with warmth: yes, she had been right! Chrysalis did have good in her! Her plan would work! Happier than she had been in weeks, Twilight willingly stepped into the kiss, her clumsy enthusiasm making Chrysalis chuckle against her lips.

Chrysalis quickly took control of the kiss, Twilight happily letting the more experienced mare lead her. The crowd was starting to whisper amongst themselves, the kiss was dragging longer than was strictly necessary, but neither seemed to care. Chrysalis purred in satisfaction, and her mouth opened, trying to deepen the kiss; her tongue poked at Twilight’s lips, requesting entry. The alicorn hesitated, a little afraid of taking this next step, and finally decided to trust her new life partner. Twilight parted her lips with a slight shudder of anticipation, and…

A fat tentacle-tongue suddenly rushed into her mouth, her cheeks bulging as it poked at her flesh, and the enormous fleshy tendril coiled around her poor little tongue… just like a snake.

“WAAAAAAAAAGLURKGLARKARHAGLH!”

And thus, the first words from Chrysalis and Twilight’s marriage echoed through the shocked wedding hall, to be forever remembered, written down in history.

Chapter 1: Wedding Night Jitters

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The royal carriage shook as the wheels hit the deep potholes dotting the dirt path, and Twilight sighed in relief: they were close to Ponyville now, close to her castle. Or, as it would be known going forward, Queen Chrysalis and Princess Twilight’s castle. Wait… was she a queen now? Would she be called Queen Twilight? She frowned, finding the idea of being in a station above Celestia to be… unnatural. Her expression didn’t escape her traveling companion.

“What,” Chrysalis chuckled, “still angry about that kiss? I thought it was magical!”

Twilight didn’t answer, she didn’t even look at the changeling; this carriage ride could not end soon enough.

She couldn’t remember much after Chrysalis had extracted that freakishly long tongue from her throat: she had almost passed out from embarrassment and oxygen deprivation. She vaguely remembered Celestia and Cadance having to tackle Shining Armor to the ground, the great hall descending into chaos, Chrysalis’ laughter echoing around the white walls… Then the carriage ride, where Chrysalis had teased her without end, even booping her on the nose with her tentacle tongue at one point. But even then Twilight had remained confined in her pouty silence.

“You know, if you aren’t going to use your mouth for talking, I have a few ideas for how to make use of it.” Chrysalis smiled wide, her freakishly long tongue slithering from her fanged maw.

“I’ll talk, I’ll talk!” Twilight winced back from the changeling tentacle; it reminded her too much of a snake. She breathed, trying to keep her cool. If she wanted to win over the changeling, she had to remain calm.

“Marvelous!” Chrysalis purred, her tongue retracting back into her mouth like an eel. “So, sweetie, why the long face? Already regretting your little foolish deal?”

Twilight shook her head, thinking back to her status as a possible queen. “No, I was thinking of Princess Celestia—”

“Oh, not an hour into our honeymoon and already you are thinking of other mares, how lovely.” Chrysalis snarked, her smirk growing as Twilight blushed. “Though, I don’t blame you. That big white mule really does look nice, she has curves in all the right places. I wouldn’t mind riding those fat flanks of hers.” She winked at her horrified wife. “I’ll talk to her, see if she’s interested in a threesome.”

Twilight’s cheeks went crimson, and she hid her face behind her hooves.

Chrysalis inhaled, her long green tongue running on her lips. “Hmmm, your embarrassment is delicious, I might get addicted to its taste.” Twilight whimpered, and Chrysalis chuckled darkly. “You know, this wouldn’t have happened if you ponies had just given me what I asked for in return for peace. My demands were very reasonable, all things considered.”

Twilight looked up, her eyes narrowed. “You asked for Starlight’s head on a platter. In the literal sense.”

“Exactly,” Chrysalis nodded, “I wasn’t even going to make her suffer! I’m so kind sometimes, I amaze myself.”

“What about Thorax? You wanted him alive.”

Chrysalis’ grin grew, the changeling showing off her sharp fangs. Twilight shivered, once again reminded just who she had married: an unrepentant monster, non-reformed, still as evil as she had always been. But, as her wife, it was her job to rein her in. And if possible, even reform her. She sucked in a deep breath, then leveled a flat stare at the twisted changeling.

“You aren’t going to hurt them, or anypony else.” Twilight’s voice was steady. “If you hurt anyone, our engagement is off.”

Chrysalis tilted her head, watching the little alicorn with a neutral expression, then her smile returned. The changeling slowly left her seat, leaning towards Twilight, her maw opening in a nightmarish display of wicked teeth and unnaturally long tongue. Twilight held her assured façade for a few moments, but she couldn’t stop a whimper from escaping her throat when the changeling’s fat slimy tongue brushed against her cheek, leaving a trail of oozing saliva on her coat. She shivered in disgust as the snake-like tentacle met her lips, and she clenched her jaw to deny it entry.

“Hmm, so fierce.” Chrysalis purred, her tongue retracting into her mouth. She was looming over Twilight now, her forehooves on either side of the alicorn’s head. “No, I will not touch them, my sweet. I won’t hunt them down, as long as you ponies leave non-corrupted changelings alone.” She growled, showing off her fangs in a nightmarish smile. “But you, my dear, you are mine, and I can still devour you.”

With a playful snarl Chrysalis’ jaw snapped shut over Twilight’s shoulder, tearing at her beautiful wedding dress. Twilight shrieked, trying to push the changeling off, but Chrysalis was like a rabid dog, her fangs making short work of Rarity’s masterpiece. Twilight aimed a solid buck at the monster’s head, and she watched in horror as Chrysalis’ magic easily overpowered her, pinning her to the seat. With a thrill of dread, she realized the changeling might be as powerful as she was in terms of magical powers, and was definitely superior when it came to raw physical strength.

Twilight’s horn shone brightly, ready to blast the changeling away, but her concentration was shattered as Chrysalis’ impossibly long tongue wrapped itself around her horn, her spell fizzling out. Chrysalis hummed, apparently enjoying the taste of Twilight’s magic. When the fat tentacle left her horn, the slimy green goo it left behind still blocked her magic, and Twilight was incapable of doing anything but scream as the wolfish changeling tore at her dress, leaving it in tatters. Twilight thought of Rarity, she thought about the sleepless nights her friend had spent on her dress… and suddenly something snapped inside her.

“NO!”

Her magic surged, evaporating the green slime covering her horn, and Chrysalis was thrown against the opposite bench. The changeling was instantly back on her hooves, but she was too slow to avoid Twilight’s magic-powered tackle. The two of them fell to the carriage’s wood floor, making the whole coach shake. Twilight breathed heavily, standing above a stunned Chrysalis, heavy bursts of hot breath leaving her nose.

“I’m not your plaything.” Twilight snorted, looking down at her monstrous wife. She placed a hoof on Chrysalis’ belly —a part of her noted that her exoskeleton was soft and warm, not hard and cold as she had thought— and she pushed the changeling down. “I won’t let you do as you please.”

Chrysalis remained dazed, looking up at the angry alicorn. They stood in that position for a few tense moments, before a satisfied smile returned to the changeling's lips. Twilight stared confusedly, wondering why her new wife was watching her with such a hungry expression. Then, faster than she could react, Chrysalis struck like a cobra, her fanged maw closing around Twilight’s throat. Twilight opened her mouth to scream… only… the changeling didn’t bite down like she expected. No, Chrysalis was… nibbling on her neck?

The changeling queen gave a strange sound, between a purr and a growl, her hooves reaching out to grab Twilight around the barrel, her grasp surprisingly gentle, compared to her previous violence. The alicorn yelped as she was pressed against Chrysalis’ stomach, too confused to give much resistance, her neck still getting covered in soft nibbles and urgent kisses.

Chrysalis licked Twilight’s coat, her tongue quivering like a snake’s. “Yes, you’ll do just fine.” She inhaled deeply, taking in Twilight’s scent. “I had my doubts, but you’ll make for a good mate in the end.”

“W-what?” Twilight stuttered, watching Chrysalis with a wary gaze. She scooted back, trying to get away, but the changeling held on to her, sniffing at her wolfishly. “What do you think you're doing...”

“You looked like a cake in your dress, I just wanted to have a taste.” Chrysalis joked, purring into Twilight’s ear. “Don’t worry sweetie, I just wanted to make sure you were a worthy mate: it’s no fun to dominate someone who doesn’t try to fight back.” Chrysalis sniffed at her mane, making Twilight shiver. “Hmmm, yeesss, now I’m sure of it.” she smiled toothily, devouring Twilight with her gaze, “You, my delicious little alicorn, you will be a perfect mother for my new brood.”

“M-mother?” Twilight was more confused than ever. Motherhood was one of the things she had resigned herself to lose when she had agreed to this marriage. “Do you mean adopt or… What? Why are you looking at me like that?”

Chrysalis chuckled, her tongue darting out to brush against Twilight’s lips. “You really don’t know anything about changelings, do you? I’ll just have to…” She leaned forward, pressing her nose to Twilight’s muzzle. “Teach you.”

Before Twilight could retort, the carriage’s door was suddenly yanked open, startling the alicorn. She instinctually hugged Chrysalis closer, and the Queen took the occasion to resume her sensual nibbling. A soft moan rose from Twilight’s throat, just as Luna’s head barged into the carriage, horn alight with terrible power, a worried expression on her face.

“Twilight, are you alri— Oh…”

The dark alicorn froze, her mouth falling open comically as she watched her friend straddling the changeling queen. Her eyes went from Twilight’s state of disrobe, to the strings of saliva coating Twilight’s lips, to the way the alicorn was riding Chrysalis, before finally settling on their lower extremities, which were so closely pressed together. A blush exploded on Luna’s cheeks, her embarrassment only rivaled by Twilight’s; the young princess looked like a ripe tomato. Twilight tried to stand up, but Chrysalis latched-on more fiercely, her sharp fangs nipping at her wife’s coat possessively, leaving shallow bite marks. Twilight squealed again, her high-pitched moan seeming to jolt Luna awake.

“M-my apologies, I-I… Celestia asked me to keep an eye on you… the carriage was shaking, I heard you scream… I t-thought you were in trouble and I…” She shot Twilight a glance, and she audibly gulped. “I… I’m glad you two are… getting along… my sister will be relieved to know… Ahm… Please excuse me.”

Luna was gone in a blink, closing the door, leaving a mortified Twilight behind. Chrysalis didn’t seem to care, the changeling leaving toothy hickeys all over Twilight’s coat as the coach resumed its bumpy ride.

*******************

Huddled in the entrance hall of Twilight’s castle, the girls were having a hushed discussion, waiting for their friend to return. Fluttershy, Rainbow, Rarity, Applejack, Pinkie, Starlight... even Trixie was present. Spike busied himself with serving tea and biscuits to the group, shaking his head whenever someone asked if he wanted some help. He just wanted to keep his mind busy, to focus on being a good host and not think about anything else. He shivered slightly when Rarity ran a soft hoof over his spines, the reassuring gesture very much welcome. Before he could thank his friend, the front door shone with a green hue, creaking open. They all stood up, anxious to see their friend, and their eyes went wide as Twilight and Chrysalis walked in.

Or more precisely, Chrysalis strode in, carrying Twilight by the nape, like a mother cat with her kitten —or like a panther hauling its kill. Fluttershy bleated in fear, shrinking to the ground as the changeling queen approached, a blushing Twilight still dangling from her maw. Rarity almost fainted as she saw the pieces of torn cloth clinging to her friend, her beautiful dress completely ruined; it was like it had been fed to a starving dog! Starlight frowned, her horn shining in warning, but she said nothing.

Chrysalis loomed over the group of ponies, her eyes flicking between each of them —she shot a murderous glance at Starlight— then she unceremoniously dumped Twilight on the ground before them. The alicorn grumbled as she rose to her hooves, glaring at her wife.

“That’s not how you do a bridal carry.” She said between her teeth, dusting herself off, pieces of her dress falling all over the floor.

“I was told the pony custom is to carry your bride into your new home.” Chrysalis said, smiling down at the embarrassed alicorn. “I only did what was required of me.”

“You could have carried me on your back or front hooves, not drag me through town like a sack of potatoes.” Twilight shot back, her tail flicking. “Everypony saw us!”

“And now everypony knows you’re mine.” Chrysalis countered, leaning down to press their muzzles together. “They will gossip, they will talk about our union, and all will know Twilight Sparkle was conquered by the Queen of the Changelings. One of the most powerful ponies in existence, all miiiine.” She placed a long lick over Twilight’s nose, the alicorn remaining calm. She was starting to get used to that horribly long tongue, even if the few eeews from her friends made her cringe. “And don’t lie to yourself, Twilight Sparkle,” Chrysalis smirked, showing off her fangs, “I can feel how much you enjoy my love bites.”

“Horseapples.” Twilight growled, feeling her cheeks light up.

“How rude, I hope you won’t teach such language to our children.” Chrysalis cackled, leaning back. She looked around, taking in the castle. “Hmm, I remember when my drones took over this place. It’s nice, in a filly playset kind of way. I have a lot to do if I want to make it into a respectable hive. If you’ll excuse me.”

Chrysalis trotted forward, the girls having to scramble to the side to avoid getting trampled. They waited for the changeling to disappear through a door, and they all rushed Twilight, both worried and relieved.

“I’m fine, I’m fine girls.” Twilight sighed, hugging all her friends with one hoof; she was holding on to Spike with the other. Even Trixie gave her a hug while trying to look reticent, the magician doing a bad job at hiding her worry. “She didn’t hurt me.”

“Didn’t hurt ya mah flanks, look at yer neck!” Applejack pushed her mane away, revealing the many bite marks covering Twilight’s coat. “You look like one of Winona’s chew toys!”

“Oh my goodness, are you hurt?” Fluttershy instantly forgot her fear and rushed to Twilight’s side, examining her friend. She prodded at the shallow grooves crisscrossing her nape, frowning. “Hmmm, she didn’t puncture your coat… it’s not too deep, but it is going to leave a mark...”

“Ok, that’s it!” Rainbow Dash jumped in the air, a fierce expression on her muzzle. “I’m going to teach that rotten changeling a lesson!”

“Yeah! No one chews on my friends!” Pinkie Pie shouted; she pulled a red bandana from her poofy mane, and tied it around her brow. “Let’s rock!”

“Trixie will stay behind to cheer for you.” Trixie said, the unicorn pressing her sides against Starlight, trying not to shiver.

“You’re all staying here.” Starlight huffed, placing a hoof around Trixie’s back. “She’s too dangerous to attack head on.” She turned to Twilight, her eyes full of worry. “Are you sure you’ll be alright?”

Twilight nodded. “I’m sure.” She gave Rarity a glance: the unicorn was using her magic to snip at the threads of fabric still covering Twilight, freeing her from the tangled mess. “I’m sorry about the dress Rarity.”

The white unicorn shook her head, shooting Twilight a stern glance. “Nonsense. Who cares about that dress, no matter how fabulous it was. It’s you I’m worried about.”

A familiar warmth spread in Twilight’s chest, and she gently hugged Spike closer. As long as she had her friends, she could face anything.

They sat down around the platters of cookies and tea, Pinkie Pie taking the role of hostess now that Spike refused to leave Twilight’s side, and for a few moments Twilight could pretend everything was normal. Trixie and Starlight got into a silly fight over a cookie, Rarity and Applejack argued over the unicorn trying to salvage the ruined dress, Pinkie and Rainbow Dash planned ways to get back at Chrysalis, and Fluttershy just laid on the sidelines, smiling gently.

This was nice. A little improvised bachelorette party with all her best friends. If it weren’t for the worried glances they shot at her, she could almost forget about the situation. If only it could last forever…

“Hmmm, so tasty.”

Fluttershy squeaked like a trapped mouse, scrambling to get away as Chrysalis appeared out of nowhere, almost as if she had seeped out of the shadows behind the poor pegasus. Silence fell amongst the ponies as the changeling’s mouth opened wide, a pink mist seeming to flow into her fanged maw; Twilight realized with a start that she was feasting on their love.

“Aaah, such a delectable blend.” Chrysalis shuddered, her tongue slithering out, lapping at the air. “So many types of emotions. Friendship, “she watched Fluttershy, “kinship,” she shot Spike an amused expression, the dragon shrinking back against Twilight’s side, “and so much lust!” She smirked widely, her gaze locked on Rarity who only glared back, before flicking to Trixie. The showmare eeped, slinking back to hide behind Starlight. Chrysalis’ eyes twinkled as they flicked between Trixie and Starlight, an evil smile spreading on her muzzle. “Oooh, now this is a new development. How... interesting.”

Starlight frowned deeply, her horn igniting, and she took half a step towards Chrysalis, but Twilight beat her to it. The alicorn flared her wings, shielding her friends, and she glared at her old nemesis. The message was clear: stay away from them. Chrysalis chuckled darkly, and her eyes flicked down, towards Twilight’s legs; Spike was still hugging Twilight’s foreleg, afraid to let go.

Chrysalis leaned down, watching the little dragon shiver. “You didn’t tell me you already had a child, how naughty of you Twilight. I knew you were an adventurous sort, but I didn’t think dragons would be your type. Did you lay his egg yourself? He has your colors.”

“Spike is my assistant, as you know very well.” Twilight growled, draping a wing over the young drake. “I hatched him when I was a filly, but it was mostly Princess Celestia who raised him. He’s like a brother to me, so don't you dare touch him.”

“Brother, hmm?” Chrysalis leaned closer, watching the small dragon squirm. “Maybe that’s how you feel about it, but him, deep down…” She laid on her belly, her fang-filled smile making Spike retreat into his feathery cover. “Hello little one, I’ll be your new mother from now on.” She snickered at his horrified expression. “You can call me mommy if you want.”

“That’s enough!” Rarity stepped around Twilight, ignoring the alicorn’s hushed warnings, and stood in front of Spike. “I will not let you terrify the poor dear, you… you ruffian!”

Chrysalis eyed the unicorn with interest, slowly standing up. Rarity’s confident expression gradually melted away as the changeling queen rose to her full height, easily dwarfing the seamstress. Rarity held her ground as Chrysalis leaned close, her muzzle a breath away from her neck, and she shivered slightly as the changeling sniffed deeply, Chrysalis obviously enjoying her scent. The Queen smirked, and her slimy tongue darted out, leaving a long slimy trail on Rarity’s neck.

“EEEEEEEEEE!" The unicorn’s shriek was deafening, and she scrambled back, rubbing her soiled coat frantically. "She licked me! It’s all over my fur!” She started to run in circles, screaming bloody murder. “I can feel it leaking down my neck!”

“Rare, c’mere, a’ got an old handkerchief from work.” Applejack ran after her friend, trying to calm her down. The unicorn only shrieked louder and ran away, shouting about filthy rags and dried sweat. “Gosh darn it! RD, a little help!”

Rainbow Dash shot Chrysalis a death glare, and she zoomed after Applejack, the two of them in hot pursuit of the still screaming unicorn. Fluttershy hesitated, shot Chrysalis a glance, squeaked, then scrambled to follow after them. The changeling queen chuckled merrily as she watched them go, her wings buzzing in glee.

“Your friends are amusing.” Chrysalis said, and she leaned to whisper into Twilight’s ear. “Any chance we could get that white unicorn to join us in bed? I bet she’s a screamer, I would love to hear her shout my name…”

Twilight grunted as she pushed the changeling away, her cheeks crimson. “That’s enough.”

“I don’t hear a ‘no’.” Chrysalis cackled, leaning back to her full height. Her eyes flicked to Pinkie Pie, the mare pouting at her with her hooves crossed. “What about you, interested in a little private party under the sheets?”

Pinkie blinked, and her pouty expression lightened. “Party? As in a fun party?”

“Yes, the best kind of fun.” Chrysalis assured, her wide smile revealing all her terrible fangs.

Pinkie was now bouncing in place. “Oooh, I’ve never been to a changeling party! Will there be food? Baked goods? Presents?”

“Of course! Why, I can give you the tastiest of treats, you’ll be stuffed full once I’m done! You will leave with a round belly, that I can assure you. As for presents, they will arrive a few months afterwards, if you accept my gift.” Chrysalis purred, smiling wide as she watched Pinkie bounce happily. “I have to warn you, it can be a very heavy load to bear.”

“Trixie is confused.”

“You’re not the only one.” Starlight grumbled, standing side by side with Trixie.

“Ah, you.” Chrysalis spat, shooting a dirty stare at Starlight. “The little whore who corrupted my poor drones.”

“Corrupted? They saved themselves!” Starlight shot back, stomping her hoof. “They’ve never been happier, now that they are free from you!”

“Lies. You stripped everything that made them changelings. You doomed them.” Chrysalis hissed. She turned to her wife, her wings buzzing angrily. “Are you sure I can’t yank this one’s head off? I’ll make it quick and painless, I promise.”

“No.” Twilight sighed, massaging her temples.

“Spoilsport.” Chrysalis grunted. She turned back to Starlight, and the showmare hiding behind her. “What about her friend? That pretty blue coat would make for a fine rug.”

Starlight’s eyes widened, and she snorted in anger. “Ok, that’s it!”

Twilight quickly stepped between Starlight and Chrysalis, her wings pushing them apart. Before they could start anything, a loud scream startled them all. They turned towards the sound of loud galloping, Applejack bursting through a door, her face pale as a sheet.

“What happened.” Twilight rushed to the earth pony, fearing the worst. “Was that Rarity I heard? Where are the others?”

Applejack shot Chrysalis a glare, the changeling only smiling innocently. “Twilight, ya need tah come see this.”

Twilight blinked, gave Chrysalis a curious glance, then followed her friend. What could Chrysalis have done to make Applejack so nervous…

*******************

“I can’t believe this…”

The map room. Chrysalis had found the map room when she had left earlier.

“You were gone for just a few moments… how in the hay did you make all… this?”

Chrysalis had found the map room, and she had covered everything in changeling resin. The green paste now oozed from the walls, the ceiling, the ground… even the table and their chairs had been covered in green goo. And, worst still, a new seat now stood at the table: Chrysalis had constructed a throne for herself, just next to Twilight’s seat, huge and forbodding, like the changeling herself.

“I have my ways.” Chrysalis smirked, watching her handy work smugly. “Give me a few days, and I’ll have turned this whole castle into a proper changeling hive.”

“Eeew, gross.” Rainbow Dash stuck out her tongue, poking at the green walls. “Where did this stuff even come from?”

Chrysalis smiled wide, her tongue snaking out. “Are you sure you want to know?”

Rainbow Dash blinked, then she slowly backed away from the oozing walls, looking a little green herself. Twilight groaned, burying her face in her hooves. She could hear Rarity having a mental breakdown somewhere close by, she could feel Starlight’s anger radiating from across the room, and to make it worse Chrysalis quietly slithered behind her, hugging her lovingly.

“I know, it’s beautiful.” Chrysalis whispered into her ear. “Now we just need a nursery, a dungeon, a feeding hall… Soon our hive will be complete, and we can work at repopulating the changeling race. Aren’t you glad you pushed so hard to have us marry? Hmm?”

Twilight couldn’t answer, too busy being horrified.

Oh Celestia… What have I gotten myself into…

*******************

Hot water streamed over Twilight’s body, the shower washing away her exhaustion. She sighed, turning the knobs, the day’s events replaying in her mind. So many things had happened, so much had changed… and the night was still young.

She wrapped a towel around herself as she stepped out of the tub, her eyes drawn to her reflection on the fogged bathroom mirror; she looked like a disheveled mess. Usually she didn’t care about her appearance after her afternoon shower, a quick brushing before bed was good enough. But today… today somepony was waiting for her in her room. Today, and for the rest of her life, she would share her bed with somepony else. Panic creeped up on her. Should she put on some makeup? Clothes? A bow in her mane? Would she have to take another shower after they… did it?

Would it hurt?

“I-I’m not ready…”

Twilight shivered despite the warm mist surrounding her, the alicorn in the mirror sporting wide terrified eyes. She knew what would happen once she stepped out of her bathroom, she knew what was expected of her on her wedding night. She knew what Chrysalis would take from her tonight, and she wasn’t ready.

Trembling, she tried to review everything she knew about sex, her mind going through the dozens of books she had read, the biology lessons, the psychology essays, and even the naughty magazines stashed under her bed. She thought about Chrysalis, her sleek carapace, her shapely hips, her slippery tongue —that long and fat changeling tongue— would Chrysalis use that tongue on her? Her cheeks began to burn, much hotter than her shower, and she felt surprised to feel a jolt of excitement buried under her fear. She tried to hold on to that excitement, hoping it could overpower her panic.

After a long and careful preening, two teeth cleaning, and a whole bunch of mane-brushing, she felt presentable enough. Bracing herself, she stepped out of the steamy bathroom, into her cool bedroom. She was momentarily relieved to see Chrysalis had respected her promise and had not covered everything in changeling resin, and her gaze turned to her bed; what she saw made her blood run cold.

“I thought you were a prudish mare, Twilight Sparkle, I never thought you could be so perverted.” Chrysalis said casually, not taking her eyes away from the naughty magazine she was reading —the rest of Twilight’s collection was strewn around the bed, an array of the alicorn’s most secret fetishes. “I guess it’s only natural you would be attracted to large posteriors, considering who you studied under.” Chrysalis hummed, closing the magazine and looking at the cover. “Thick Flanks Galore, subtle."

A strange strangled sound came out of Twilight’s throat, and Chrysalis smirked at her wife, her wings buzzing.

“So, what do you think.” Chrysalis laid back on the bed, taking a pose she had seen in the magazine, stretching like a cat and arching her rump in the air; Twilight’s eyes couldn’t help but be drawn to her shapely flanks. “Do I match your tastes?” Twilight gulped audibly, and Chrysalis chuckled merrily, poking at the magazine. “I know I’m not as big as some of the mares in there, but…” Chrysalis was consumed by green fire, transforming in the blink of an eye, “I can always change myself to something you’ll find more… appetizing.” Princess Celestia said, waggling her eyebrows, her large white rump jiggling at Twilight invitingly.

“No! Turn back turn back turn back!” Twilight screeched, covering her eyes, trying very hard to ignore the tingling in her stomach. “She’s like a second mother to me!”

“Truly?” Celestia said, her surprised expression turning into an emotional smile, tears of joy brimming in her eyes. “I’m so happy you feel this way.” A long slippery tongue ran over her pink lips, her motherly grin becoming lewd and hungry. “Come here my little pony, give mommy some sugar.”

“Chrysalis!”

“No? How about this.” Green flames flickered again, and Celestia was replaced by a stern looking Shining Armor. The unicorn shook his head, his deep familiar voice making Twilight shudder. “Twily, I’m very disappointed in you.” He gestured to the collection of smutty literature surrounding him, particularly one featuring a muscled white stallion covered in oil. “What would mom and dad think?”

Twilight’s eyes bulged out, and she scrambled back. “This isn’t happening, this isn’t happening…”

“You know, if you wanted to know more about stallions,” Shining said casually, turning to lay on his back, his hind-legs spread wide, “I could give you a few private lessons.” He started to rub his belly, Twilight’s gaze following his hoof as it slithered down… towards his…

“AAAAH!” Twilight tried to turn around to flee, but a burst of green magic took hold of her, and she was dragged kicking and screaming towards the bed. “This is wrong, this is wrong, nooo!”

“Relax Twily, I’ll be gentle.” Shining purred; Twilight shot a quick glance behind her, and she had a glimpse of something pink and huge before she turned back, her cheeks red as cherries. “Let your BBBFF take care of you.”

“NOOOO!” Twilight tried to teleport away, but the magic surrounding her snuffed out her spell, and she was hoisted on the bed, the fake Shining Armor taking hold of her. She fought against the tight embrace, batting at those powerful black hooves. “Not like this, not like this, not like… this?” Twilight blinked; black hooves? She looked back, and was greeted by the smirking muzzle of a very amused changeling queen.

Chrysalis chuckled, hugging Twilight to her belly. “You are deliciously easy to tease, you know that?”

“That… that wasn’t funny…” Twilight choked, trying to get away; Chrysalis only hugged her closer.

“You know, I’ve been with your brother… intimately.” Chrysalis whispered into Twilight’s ear, her hooves roaming over the alicorn’s fur, tracing circles over her belly. “I can replicate him very accurately, if you are curious about his dimensions… Or if you want to know what he likes to do to a mare…”

“Stop it!”

“Fiiiine, no more transformations, I swear. You’ll just have to settle for my own perfect body.” Chrysalis chuckled, pressing her muzzle into Twilight’s nape; she took a deep breath, inhaling Twilight’s embarrassment, and her shameful excitement. “Hmmm, tangy and sweet… so tasty…” Her tongue slithered over Twilight’s neck, the tentacle brushing over the many bite marks, as if making sure they were still there. “Hmmm…. mine.”

Twilight shivered, her breath quickening as she felt Chrysalis caressing her belly, the queen’s hooves going lower and lower. She felt the changeling’s tail wrap itself around her own, her flanks pressed against Chrysalis’ belly; she was completely vulnerable. Twilight closed her eyes, fear overtaking her, and Chrysalis’ hoof stopped unexpectedly, just shy of touching her intimacy. Twilight squeaked faintly, waiting for Chrysalis to continue. This was a completely new experience for her, and she could only hope Chrysalis would be gentle with her.

She tensed as Chrysalis’s horn flared, the changeling shifting in the bed… and she blinked in surprise as she felt her familiar soft covers fall over them both. Chrysalis tucked them in, releasing Twilight from her grasp, and with a burst of her horn all the lights in the room went out. More confused than ever, Twilight stood still in the dark, wondering what was going on.

“Humm… Chrysalis?”

“Hrm?” The changeling grunted close by.

“W-what are you doing?”

“Trying to sleep.” Chrysalis mumbled. “This day was tiring, I’ll keep teasing you tomorrow.”

“Oh… I-I thought… I thought you would want to… you know… AH!”

Chrysalis was instantly pressed against her, hooves plunging between her thighs, spreading them forcefully. “Don’t tempt me,” Chrysalis growled in warning, “I can smell your excitement, I can taste it; there is nothing more delectable than the scent of an aroused virgin.” She silenced Twilight’s protest by grinding her hips against the alicorn’s rear, making the her heart race with a burst of fear. Chrysalis sniffed, and Twilight distinctively felt the changeling wince in the dark, her forceful grasp going slack. “I would love to take you right here and now, but I can smell your fear. I don’t like my food to taste sour, Twilight Sparkle, it spoils my appetite.”

Twilight remained still, processing what she had just heard. Was Chrysalis holding back… because she felt scared? Because she wasn’t ready? Did this mean the changeling really did have a heart hidden under her carapace? Twilight dared to hope, her faith in her plan returning: she knew the two of them would not get along easily, they were too different to become instantly friends, even less true lovers… But this little act of compassion was a good first step.

A smile blossomed on Twilight’s lips, the fear gripping her throat slowly replaced with a deep sense of gratitude.

“Hrn,” Chrysalis groaned, her nostrils flaring, “you tease…” Her hooves hugged Twilight’s chest, her muzzle pressing against her nape.

Twilight chuckled, closing her eyes. “Goodnight Chrysalis. And thank you.” She hesitated for a few seconds, then she started to snuggle deeper into her wife’s embrace.

The changeling queen grumbled, holding her closer. “Don’t thank me, I’ll be rutting you until you scream soon enough.” She started to nibble on Twilight’s neck again, her wicked teeth carefully nipping at her coat. “I just have a sweet tooth, this isn’t for your benefit, only mine.”

“Sure.” Twilight sighed, schooling her smile. She had no illusions about Chrysalis, she knew the changeling queen was still dangerous, but now she knew for sure there was a kernel of good hidden under her monstrous exterior. She just had to help it grow. I was right, this marriage was a good idea, I can make it work. Princess Celestia I won’t let you down.

“Sparkle, stop tasting so smug or I will bite you for real, I’m warning you.”

Twilight didn’t respond to the threat, too tired to do much more than mumble, exhausted by a very emotional day. She slowly drifted off, listening to Chrysalis’ heartbeat, the smooth rhythm lulling her to sleep.

Chapter 2: What Are Friends For

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“Twilight, wake up… Twilight… Twilight!”

Slowly emerging from the lands of dreams, Twilight blinked owlishly, wondering why somepony was whispering into her ear so urgently. Judging by the light stinging her eyes, it was already late in the morning, but she distinctly remembered scheduling a sleep-in today… and her bed was so comfy and warm… Just five more minutes… She gasped as the rude intruder shook her like maraca, her eyes flying open to find a worried Rainbow Dash staring down at her.

“R-Rainbow?” Twilight slurred, rubbing the sleep from her eyes. “What’s going on—”

“Are you okay?” Rainbow cut her off, her hooves touching her all over, looking for injuries. “Did she hurt you?” The frantic mare threw the covers off, making Twilight squeal in the chill morning air.

“Rainbow!”

“Shhh! She’ll hear you!” Rainbow Dash put a hoof over Twilight’s mouth, turning towards the bathroom door; the sound of somepony using the shower could be heard. “Here, do you need any of these?” The pegasus produced a saddle bag and emptied the contents on the bed.

“What…” Twilight watched dumbfounded, the many items scattering on the covers; creams for friction burns, band-aids, pain medicine, salves for sore muscles, an ice pack… and a tablet of morning-after pills of all things. “What in the hay…”

“Take what you need, I have a bunch more at home.” Rainbow whispered, shaking the bag to empty it completely, until a pair of fluffy pink hoof-cuffs fell on the covers. “Oh… oops.” Without a hint of shame Rainbow snatched the cuffs away, stashing them back into the bag.

Twilight levitated the tablet of morning-after pills, giving Rainbow Dash a deadpan stare.

“Hey, don’t look at me like that!” Rainbow snapped in a low irritated voice, taking the tablet with a huff. “I was in a hurry, I just took a bunch of stuff from my got lucky supplies, I didn’t stop to check what I was grabbing!” Rainbow fidgeted with her bag, throwing Twilight furtive glances. “So… how did it… go.” She winced, rubbing her mane awkwardly. “I mean… you don’t look hurt soooo… did you… I dunno, was it… Ponyfeathers this is so weird… did she… you know…”

“She didn’t hurt me.” Twilight assured, sitting up to put a reassuring hoof on Rainbow Dash’s shoulder. “Thank you Rainbow, but you don’t have to worry. Last night was actually very nice.” She was touched by her friend’s worry, Rainbow giving a long sigh of relief. She was just about to tell her friend that nothing had happened yet, but she was interrupted by the bathroom door opening.

Dash spun around, Twilight getting a mouthful of rainbow tail, and Chrysalis stepped out of the bathroom, followed by a wave of steam. Rainbow opened her wings to flee… but she froze, her limbs locking out in surprise. Twilight blinked, wondering about her friend’s reaction; she leaned around Rainbow to have a better look… and almost fell from her bed.

Chrysalis’ mane clung wetly to her carapace, her dripping tail swishing along with the sensual swaying of her hips, a satisfied smile on her muzzle. Droplets of water were dribbling down her shapely flanks, curving around her hips, running all the way down to her perforated hooves. She was undeniably sexy, but this wasn’t what made Twilight’s mind grind to a halt.

There, swinging between Chrysalis’ hind-legs, was a massive neon-green stallionhood, the slick length bobbing with each step, water dripping from its large flared head. Chrysalis sighed, shaking her mane and tail dry, her limp cock swaying like a pendulum under her; on second glance, the “water” dripping from the tip was suspiciously syrupy. Chrysalis levitated a towel over her ragged mane, making sure it was dry, then she wrapped the towel around her green stallionhood, shuddering as she rubbed it clean.

“Aaah, marvelous.” Chrysalis threw the now sticky towel over her shoulder. She turned to smirk at Rainbow Dash, her hips rolling sensually. “Oh, what’s this, bringing me breakfast in bed Twilight? How kind of you my dear.” Chrysalis’ tongue slithered out, the changeling making a show of just how long and thick it was. She growled seductively, her tongue leaking slime all over the floor.

Rainbow made the strangest little noise, something Twilight would expect from Fluttershy, and she jumped from the bed, flying off in a hurry. Just before she could exit through the balcony door, she seemed to hesitate, and quickly turned back. She rummaged in her saddlebag, her eyes darting back to Chrysalis’ endowment, blushing deeply, and she fished out an item. Wordlessly she handed the tablet of morning-after pills to Twilight, nodded at her with something that looked almost like respect, and she was gone in a flash.

“Wuh…” Twilight looked at the tablet, then at the rainbow trail quickly disappearing in the morning sky, and finally towards Chrysalis. “Wha…”

The changeling fell on the floor, laughing her horn off, her stallionhood flopping around like an out of control firehose. “By the swarm, you ponies are so easy to rile up!”

“C-Chrysalis!” Twilight jumped to her hooves, her cheeks burning brightly. “This isn’t funny!”

Chrysalis wiped her eyes, chuckling merrily. “I beg to differ.”

Twilight grumbled, watching the strange stallionhood warily, the length draped over one of Chrysalis’ thighs. It was so weird looking, it had to be fake. “You said you wouldn’t transform to mess with me anymore!”

Chrysalis blinked, tilting her head curiously. “What do you mean?”

“This!” Twilight’s magic took hold of the neon-green cock and yanked on it; she hesitated when Chrysalis gasped, but the changeling was surely just acting to mess with her some more. “Turn back to normal!”

The changeling gave Twilight an amused glance, her own magic taking hold of Twilight’s, keeping it pressed against her stallionhood. “Twilight, my dear…” She chuckled, and Twilight watched in horror as the length started to grow, her magic sensing its throbbing as it shuddered to life, green blood pumping urgently into the all too real organ. “This is no transformation… it is entirely mine.” The length gave a mighty kick, and Twilight jumped back in surprise, falling on the other side of the bed with a loud yelp.

Twilight scrambled to her hooves, keeping an eye on Chrysalis, the changeling still laying on her side with her hardening cock twitching in her lap. “You… you’re a stallion?” This had NOT been in her plans.

“I am a changeling queen, you foolish little pony. You have no idea what you have agreed to by becoming my mate, have you?” Chrysalis ran a hoof over her pulsing member, her eyes never leaving Twilight. “As I said yesterday, you have a lot to learn when it comes to changelings, and we have all the time in the world.”

Twilight watched with wary fascination as the light green cock started to go soft, the length slowly retracting back into its internal sheath. Just like a dragon… Twilight’s mind noted; she couldn’t help but be curious about the changeling’s organ, there was so little known about them. She was quite sure the queen had female genitals as well, did that mean she was a hermaphrodite? Thorax and the reformed changelings had just begun to exchange information with ponies, and there was much they held back… so much to learn!

With a wet sound, Chrysalis’ stallionhood slithered home, her penile slit closing, leaving only her smooth carapace. The changeling’s wing buzzed as she got to her hooves, her back arching as she stretched like a cat, giving Twilight quite a show. Yep, definitely has a set of female genitals as well. Twilight thought as her cheeks burned. The alicorn tried to look away, but Chrysalis turned before she could, catching her staring. The changeling shot Twilight a playful look, her tongue poking from the edge of her fanged mouth.

“You know you can do more than look, my little alicorn.” Chrysalis winked at Twilight, her tail flicking invitingly. “Well, the bathroom is free, I’ll go take a walk around the castle.” She trotted past Twilight, letting her tail graze against her muzzle. “I still have to find a suitable room to house our nursery.”

Twilight felt her heart skip a beat, suddenly remembering Chrysalis’ words: you will be the perfect mother for my new brood. What she had taken for a fanciful joke now sounded like a very serious promise, if Chrysalis had working stallion parts. She gulped, watching the changeling disappear through her bedroom door. Chrysalis’ tail flicked to the side, letting her have another glimpse of her intimacy: a narrow black slit nestled between a set of soft looking plump folds, a hint of oozing green flesh winking at her playfully. The door closed on that heavenly view, and Twilight was left with her jumbled thoughts.

*******************

Twilight usually loved to have lunch with her friends. It was becoming harder and harder to find the time to have the whole gang together, now that everypony had so many responsibilities; she cherished those few occasions with all her heart. And here they were, all six friends, sitting around a table at their favorite restaurant in Ponyville, what should have been the grandest of times… if only things were not so dreadfully awkward.

“I don’t believe ya.” Applejack snorted, taking a bite out of her daisy sandwich. “Ain’t no way her thingy is that big.”

“I’m telling you AJ! It was huuuge!” Rainbow Dash held her hooves wide apart. “At least this big! It was all smooth and leaky and twitchy!”

“Rainbow Dash!” Twilight snapped, looking around; wide-eyed ponies were listening in on their conversation, food falling from their open mouths. “Will you stop talking so loud! And it wasn’t that big… Well it was pretty big, but…” She blushed, shaking her head. “Why are we even talking about that!”

“I agree with Twilight, this is hardly proper table conversation.” Rarity harrumphed, dabbing her lips with a napkin. She maintained her poise for a second, then she leaned over the table, and asked in a loud stage whisper, “Is it really green?”

“Oh for pony's sake…”

“Yeah, it looked like one of those glow-sticks Vinyl likes to throw around at parties.” Rainbow Dash nodded, not even trying to lower her voice. “Wait, Twilight, does it glow in the dark?”

Twilight buried her ashamed face in her hooves, wishing for the ground to open and swallow her whole.

“I still don’t understand what you guys are talking about!” Pinkie pouted, her hooves crossed. “I’m pretty sure I would have noticed if Chrysalis had a fifth leg.”

“I’ll tell you later Pinkie.” Rainbow waved the party pony off, focusing back on Twilight. “So… how was it? You said it was very nice right? So, you must have had fun with that thing.”

“Rainbow…” Twilight sighed, trying to ignore Fluttershy whispering Oh my… at her side; the poor pegasus was so red in the face Twilight expected her to drop in a dead faint at any moment.

“I mean, we were all super worried about you and stuff; we even had Starlight research spells to kick changeling butt just in case. Hay, I don’t think any of us had a lick of sleep last night. But what do I find when I come check on you? You sleeping all peacefully with a big satisfied grin on your face. You were having fun with Chrysalis while we were worrying our flanks off!”

“RD, ‘tain’t fair, leave Twilight be for pony's sake!”

Rainbow Dash pointed at the apple farmer, frowning. “Hey, you guys were all over my case when I had that juicy date last week!”

“No we weren’t! YOU were the gosh darn idiot that wouldn’t shut up about it!”

“Well I think it’s only fair if I get to ask one question at least: Twilight, how did you even manage to handle that huge snake?”

“Oh my…”

“Wait, Twilight aren’t you afraid of snakes?” Pinkie asked, still confused. “Why would you handle one?”

“Ah lost mah appetite.” Applejack grunted, pushing her plate away. She glared at Rainbow Dash, who only glared back.

“What?! I just want to know how a bookworm like her could deal with that freaky pecker!”

“What do wood-peckers have to do with this?” Pinkie bounced impatiently in her seat.

“Oh my…”

“I know you guys are curious too, I’m just saying what we’re all thinking!”

“Yer being a right proper feather-brain is what you are!”

“Now now Applejack darling, calm down, she can’t help being an uncouth hooligan.” Rarity patted the farmer’s leg, then she glanced at Twilight… then Rainbow… she coughed… and finally she asked, “Green, really?”

“Oh my…”

Twilight groaned, her head still in her hooves, but she couldn’t help but feel relieved. This senseless bickering and friendly banter was familiar, it was a welcome return to normal between them. No more of those glum faces and worried looks that had been the norm since the marriage pact had been signed. It felt good, even if Rainbow’s teasing was aimed at her; she half suspected the pegasus was doing it on purpose to cheer her up. That mare had strange methods, but you couldn’t argue with the results.

She chuckled as Rainbow and Applejack got into a heated argument, Rarity hovering close as she produced a color-palette from her saddlebag and asked which green was the closest to Chrysalis’ coloration. Twilight watched as Pinkie jumped into the fray, making everything even more chaotic, and she exchanged a look with a still blushing Fluttershy. The pegasus fidgeted in her seat, hesitated some more, then she leaned over to Twilight, whispering softly.

“Don’t be angry at Rainbow Dash please… she was… she was really scared for you.” Fluttershy looked down. “We all were.” Her eyes flickered to Twilight, and a little shy smile blossomed on her lips. “She’s just happy you’re safe, but she’s too stubborn to just say it.” Fluttershy’s eyes narrowed just a little. “You are safe… right?”

Twilight nodded, smiling back. “Yeah, I’ll be fine.”

And the wonderful thing was, she was telling the truth: she felt just fine. Twilight shared a complicit look with Fluttershy, her heart soaring with new confidence; it was time to kick her plan into gear, and bring Chrysalis into the light. She vowed that at her next lunch with her friends she would bring a reformed Chrysalis, she just had to reach out to the changeling and prove she trusted her… even if it meant losing something precious in return.

*******************

The castle was oddly quiet when Twilight came back from her lunch. Well, the castle was always quiet, the huge halls much too big when the only ones that lived in it were herself, Spike, Owlowiscious and Starlight; though Twilight could add Chrysalis to the list now. But this quiet was different: it was the kind of silence that screamed something is going on. Twilight quickly put away her saddlebags, her hooves clacking on the crystal floor as she trotted deeper inside. She called, her voice echoing around the empty hallways.

“Spike?” No response, he was probably still playing with the CMC. “Starlight?” Still nothing, but she was bunking up with Trixie until things calmed down, so that was normal. “Chrysali-“

“Over here.”

Twilight blinked, her ears swiveling as she followed Chrysalis’ echoing voice; it was coming from the floor that housed her library. She felt a jolt of apprehension, a vision of her precious library covered in changeling creep running through her mind. She quickly ran up a flight of stairs, ran down a corridor, and slid to a halt in front of the library door. Heart racing madly, she pushed the doors open, and barged into her most sacred sanctuary.

“Oh thank Celestia…”

The room was fine, not a hint of changeling resin to be seen. Chrysalis was simply lounging on a chaise longue, a book between her hooves, a peaceful expression on her dark muzzle. Twilight idly noted that her pose was another one from her naughty magazines, with the changeling’s hind-legs crossed, putting emphasis on her rear. It was a lovely sight, all things considered.

Chrysalis flicked her tail, a smirk on her lips. “Haven’t you learned it’s rude to stare, Twilight Sparkle?” She shot a teasing look at her wife, her eyes glowing in mirth. “Come closer, I will not bite… not too hard, at least.”

Twilight hesitated, thought back to Fluttershy’s gentle words, and she walked into the room, closing the door behind her. Chrysalis’ ear twitched as Twilight turned the key, locking them inside, but she didn’t say a word; she just turned another page of her book, and kept reading as Twilight trotted closer. Twilight wasn’t sure about what she was about to do, but she knew for sure she didn’t want Spike to barge inside in case things got… physical.

Don’t think about it, don’t think about it…

With every step Twilight felt her confidence slip away, but still she soldiered on, willing her hooves forward. By the time she had reached Chrysalis she was a nervous wreck, and she stood frozen in front of the changeling; Chrysalis didn’t seem to care, too absorbed in her book. A very familiar book. Wait… was that…

“My diary!” Twilight exclaimed, her cheeks coloring. “How did you…”

“Hiding a secret journal inside a hollowed book is so passé.” Chrysalis said casually, flicking another page of Twilight’s most intimate secrets. “Though I must say, I expected something a lot more juicy from a repressed virgin like you. Oh wait, here we go: Today I watched Big Mac working in the sun, he was perspiring quite heavily and his semitendinosus muscles were particularly turgid, it was a very arousing sight. He’s such a fine earth-pony specimen, he can plow my fields any day…”

“Stop!”

“Oooh, and is this a drawing of you scissoring with another mare? How quaint. Wait, is that who I think it is?”

“AAAAAH!”

With a flap of her wings Twilight leapt at Chrysalis, embarrassment making her forget all about her nervousness; Chrysalis only laughed and kept the book out of her reach. The couch rocked as they wrestled for the diary, the changeling twisting like an eel to avoid Twilight’s batting hooves, Chrysalis suppressing the alicorn’s horn whenever she tried to cheat with magic. Before long Twilight was trapped between Chrysalis’ powerful hooves, the changeling hugging her squirming wife to her belly, the diary floating in her green magic.

“I’ve never seen someone use their diary as a pornographic flip-book.” Chrysalis teased. She quickly turned the pages, chuckling as a scientifically accurate drawing of a stallionhood went from soft to erect, in vivid details. “Oops, and there it blows.”

“Stop it…” Twilight grumbled, struggling against the changeling’s powerful legs. “It’s private, give it back…”

“Fine.” Chrysalis shrugged, putting the diary down. “No offense my dear, but it wasn’t that interesting. Now this on the other hoof.” She levitated a copy of the Friendship Journal, opening it at random. “This is a lot more useful.”

Twilight blinked, surprised. “But… that’s a recollection of all of our friendship lessons…” She twisted to give Chrysalis a curious glance. “Do you like it?”

“It’s fascinating.” Chrysalis slackened her grasp, giving Twilight room to get comfortable, but still keeping her pressed close. “If I had read this years ago, I would have done things differently.”

“Really?” Twilight perked up, her wings fluffing against the changeling’s belly. Was Chrysalis responding to their friendship lessons? Was it so simple? “Did you learn something from it?”

Chrysalis nodded, leaning to press her jaw on the top of Twilight’s head, minding her horn. “Yes, I wish I had read this book years ago, before I planned Canterlot’s invasion.” Twilight felt giddy inside, her heart soaring… “I would have been able to drive you and your friends apart much more thoroughly: if I had this information, I dare say my victory would have been assured.”

Twilight sighed, slumping against her wife; of course it wasn’t that simple. “So, you’re reading our journal and my diary to—“

“To find out about your flaws and weaknesses, yes.” Chrysalis admitted easily, closing off the book. “You know, as your wife it is my duty to warn you: letting this kind of information into the world is incredibly reckless. With this a changeling could replace any of you and never arouse any suspicion, even to your closest friends.” She sighed, hugging Twilight close. “If I had known about this book I wouldn’t have bothered with our treaty, it would have been easy to take your place to feed on friendship and love until I was powerful enough to destroy Canterlot.”

“Too bad you married me instead.” Twilight said smugly.

“Oh, it’s not that bad.” Chrysalis ran a hoof across Twilight’s flanks, making the alicorn shiver. “Getting to tease you for all of eternity seems like a good trade. And when I grow bored… well, let’s make sure I do not grow bored, shall we?”

Chrysalis took the journal in her magic and started to read again, leaving Twilight to stew with her thoughts. Getting a solid reading on Chrysalis’ real intentions seemed impossible, the changeling’s attitude alternating between playful teasing and barely veiled threats. It was unnerving to say the least… but it was also exciting in a way. Chrysalis was a puzzle, one that Twilight couldn’t wait to solve.

Tentatively, Twilight squirmed out of the changeling’s embrace, and surprisingly enough Chrysalis let her go without fuss. She hesitated, trotted a few paces away, but still Chrysalis didn’t move to stop her. It seemed the changeling just wanted to read peacefully, she didn’t even look up from the journal. Twilight smiled; spending an afternoon reading with her former arch nemesis sounded quite lovely, all things considered.

Twilight silently levitated a book from its shelf, and she headed towards her favorite reading chair. She then paused, her eyes flicking between the plush seat and her wife; she hesitated, then made her choice. Wordlessly she slipped back onto the chaise longue, Chrysalis welcoming her back into her embrace without comment. Twilight idly wondered if she had passed some sort of test, and she settled against Chrysalis to read.

Having someone next to her while she read wasn’t new to Twilight; her brother, her parents, her friends, Spike… So many reading buddies she could think of. But… this was different. No matter how much she tried to concentrate on her book —a fascinating study on sedimentary rocks freshly off the press, written by one professor Maud Pie— Twilight couldn’t help but be extremely aware of Chrysalis’ presence.

Her every sense seemed heightened, focused on the changeling, she could feel it all: her coat gently brushing against that smooth carapace, Chrysalis’ heart beating against the small of her back, her mane fluttering as the changeling’s minty breath blew into it, the soft twinkling of their magic mixing together, her tail flicking against Chrysalis’ thighs… Twilight blinked, a thought occurring to her: if the changeling had a normal stallion equipment, her sheath would be pressing against Twilight’s rear at this very moment, and the alicorn’s tail would be tickling her balls…

“Sparkle, what are you doing?”

Twilight started, her book wobbling in her faltering magic. “N-nothing?”

“You are grinding your rear on my lap.”

“N-no I-I’m not!” Am I?

“You shouldn’t tease me like that, it’s not fair.” Chrysalis purred in warning, her tongue darting out to flick at Twilight’s ear. “If you aren’t ready for things to become hot and steamy, you shouldn’t play with fire.”

Twilight blushed deeply. Am… am I still not ready? she wondered, and found that she wasn’t quite so sure anymore. Her hesitation was not lost on Chrysalis, the changeling narrowing her eyes as she watched Twilight’s internal struggle. The dark queen sniffed at the air carefully, her head tilting to the side… and a smile appeared on her lips. Twilight heard the changeling purr behind her, the vibrations tickling her back, and she found the sound to be somewhat… soothing.

Chrysalis resumed her reading, still purring like some sort of giant bizarre looking cat, and Twilight quickly went back to her own book. The alicorn found she could actually concentrate on the words now, and she pressed her back against Chrysalis’ chest, seeking her warmth. She got comfortable, her tail flicking to land on Chrysalis’ flanks, and she shuddered as the changeling tail did the same to her; Chrysalis’ tail was amazingly soft, almost like silk, not at all like she expected from its ragged look. Twilight turned a page, but a question was now nagging at the back of her mind.

“Chrysalis…”

“Hmm?”

“Can I trust you?”

“No.”

The answer was blunt and immediate, but above all it was honest. Twilight mulled it over, wondering what the changeling was thinking, but quickly realized it was a foolish endeavor; Chrysalis loved to be twisted and manipulative. She just had to learn the rules of her game.

“I’d like to trust you, if you’d allow it.” Twilight whispered, snuggling against her wife. The changeling said nothing, but her strange purring intensified.

The familiar sound of pages turning lulled Twilight into a comfortable trance, and she was soon completely relaxed, despite her present company. Actually, she was starting to enjoy Chrysalis’ presence, despite the lingering sense of danger. It was like being in a cage with a wild panther: it was fluffy and gorgeous, it could be petted and fed… but it could also turn on you in a heartbeat. In the same sense she guessed Chrysalis wouldn’t hurt her, as long as she didn’t get hungry or bored.

Twilight was finishing the third chapter of her book when she felt a familiar pair of fangs grazing against her nape, Chrysalis nipping playfully at her coat. She ignored the changeling, and kept reading, even when Chrysalis started to nibble at her neck more forcefully. Thinking back to her comparison to a wild cat, Twilight suddenly understood what the biting was about.

She’s… she’s marking me!

She gasped, now conscious that Chrysalis was staking her claim on her body with every bite, like a wild animal marking its territory; Twilight’s submissive side couldn’t help but love it. She felt her heart race, an urgent warmth spreading in her lower belly, her cheeks darkening. Chrysalis inhaled her scent, the changeling making her strange growl-purr again… and she stopped gnawing on Twilight’s nape, only to start kissing it instead.

Twilight tried to focus back on her book, but everytime Chrysalis’ soft lips brushed against her coat, a little jolt of pleasure raced down her spine. The changeling carefully placed a gentle peck on each of her bite marks, one of her hooves trailing down Twilight’s sides, the other tracing circles over the alicorn’s belly. Twilight squirmed when the black hoof reached her cutie mark, but she didn’t try to escape the changeling’s grasp; on the contrary, she leaned closer, grinding her rear into her mate.

Chrysalis’ kisses became more urgent, her lips slowly traveling north, Twilight’s breath becoming shorter and shorter. She was practically panting when Chrysalis reached her jawline, and a little helpless whimper escaped her throat as the changeling pressed her dark muzzle into the crook of her jaw, kissing and sucking at her coat insistently, no doubt leaving a visible hickey under her lavender fur.

Another mark… Twilight closed her eyes, biting her lips as Chrysalis suckled and nibbled relentlessly, until she resumed her gentle kissing trail.

A kiss on the jaw, another on the cheek, one on the nose… Twilight slowly opened her eyes, almost shyly, and she found herself staring into the deep emerald eyes of the changeling queen. Her changeling queen. This time she did feel a jolt of electricity as Chrysalis kissed her full on the lips, a throaty moan rising from her chest, and when Chrysalis opened her mouth she willingly spread her lips, her tongue darting out into her wife’s dangerous maw.

Twilight half expected Chrysalis to assault her mouth with her tentacle tongue again —she almost hoped she would— but this time the changeling was surprisingly gentle with her. The powerful tendril brushed against Twilight’s tongue, coiling around it, guiding it away from the changeling’s terrible fangs. Minty… Twilight thought, moaning helplessly. She barely put up a fight as the tentacle carefully pushed her tongue back into her mouth, before it slithered past her lips, poking at her cheeks, filling her completely.

“Hmmm…” Twilight’s eyelids fluttered, the minty taste of Chrysalis’ saliva mixing with hers, the slime so abundant she had to swallow it down. “Mmh!”

She shuddered as Chrysalis’ hoof traced a path down her belly, until it reached her plump little teats. The changeling teased her erect nipples, cupping them one after the other, as if weighing them; perhaps gauging how much milk they could produce? Twilight shivered at the thought, and a terrible blush of confused shame spread on her bulging cheeks as she felt a warm trickle between her thighs. She closed her hind-legs instinctively, trying to hide her leaking excitement, and she whimpered with burning embarrassment as Chrysalis’ nostrils flared wide.

The changeling threw her head back with a gasp, inhaling deeply, her tongue still wreaking havoc inside Twilight’s mouth. Its base was thick enough to completely gag Twilight, the alicorn’s lips stretched around the slimy tentacle as it pulsed against her tongue. Twilight squealed around her mouthful and her eyes opened wide as she felt something press against her rear; she knew very well what it was. Twilight moaned out loud as Chrysalis’ cock began to emerge, the slick member sliding between her thighs, spreading her legs open as it grew in girth. Her whole body jerked as the hardening length brushed against her drenched intimacy, a burst of heady arousal squirting from her starved pussy. It was the last straw for Chrysalis.

The changeling’s pupils expanded, her wings buzzed, and she snarled like a starved beast. Twilight barely had time to take a whimpering breath before the fat tentacle in her mouth surged down her throat, Chrysalis closing her maw around her muzzle in a nightmarish parody of a kiss; almost half her face was inside Chrysalis’ mouth! Twilight’s neck buged out as the tentacle coiled around inside her throat, cutting off her airways.

“Urk! Gluck! Guurglk!”

Twilight’s muffled gurgles were not lost on Chrysalis, the changeling grunting as she tried to control herself, but Twilight’s desperate whimpers only spurred her on. She hunched over her mate, her pulsing cock spurting precum all over Twilight’s belly, the gooey mess already covering the alicorn’s teats and most of her thighs. With practiced accuracy she pressed her huge flared tip against Twilight’s tight little slit, and she prepared to ram herself home…

“MMMMH!”

Twilight felt a surge of fear as the all too large cock-head started to spread her folds, and she choked on the wriggling tentacle lodged down her throat. With all her might she pushed the heavy changeling away… and against all odds Chrysalis didn’t resist, the enormous tongue slithering out of her mouth with a wet slurping sound.

Twilight took a deep breath as soon as her airways were clear, and she sputtered as the abundant changeling saliva choked her. She rolled on her belly, coughing out green slime, her ragged breath slowly returning to normal. Panting, Twilight got to her hooves, her mouth and intimacy dripping with shared fluids, and she finally managed to look at her partner.

Chrysalis looked half crazed with lust: her eyes were dilated and wild, her fangs were dripping with a suspicious milky liquid —venom?— and her raging stallionhood slapped against her belly in rhythm with her racing heart, precum leaking freely from its tip; there was already a puddle forming on the crystal floor, and the changeling’s stomach was dripping with it. When Twilight’s gaze met hers, Chrysalis seemed to regain some of her senses; the changeling took a deep breath, her pupils narrowing, and she relaxed visibly, her stallionhood softening just a bit.

“C-Chrysalis?” Twilight panted, watching the changeling carefully. “Are you alri—“

“Twilight Sparkle, you must choose.” Chrysalis interrupted, her intense gaze bearing down on her mate. “Either flee while I can still control myself, or stay to be rutted into submission.” Her cock loudly slapped on her belly, spraying precum everywhere. “I have reached my limits. Choose, now.”

Twilight gulped, her belly fluttering as she watched the strange changeling stallionhood pulsing with desire; was Chrysalis so hot and bothered… because of her? It was oddly flattering to think she could cause the usually collected changeling to lose her mind like this. She felt almost proud.

“Sparkle…” Chrysalis growled in warning, her nostrils flaring, her pupils dilating again.

Twilight licked her lips, the minty flavor clinging to her mouth, and her gaze fell on her chaise longue: the poor chair was covered in mixed fluids, the cushions dripping with precum, saliva and her own arousal; it was beyond saving. She looked around, and the realization of the mess they had made in her precious library was like a bucket of icy water; it would take hours to get rid of the smell alone! She shot Chrysalis a glance, and she guessed the changeling wouldn’t wait for her to get a mop and bucket. A flare of warmth in her lower stomach told her she could very well take care of the mess later anyway, but, they couldn’t continue here.

Wordlessly she trotted to the door, her tail flagged high. She heard Chrysalis whine piteously as she unlocked the door and stepped into the corridor beyond. She listened, making sure no one was home yet, but she could only hear the usual silence. She turned to her wife, the changeling seeming to be on the verge of frustrated tears, and she called with a husky voice.

“I’m going to my room.”

“As you wish.” Chrysalis spat, throwing her a venomous glare. “I don’t care, I’m sure that white unicorn whore will be more than happy to get a good rutting in your stead!”

“Well… I was hoping you’d join me,” Twilight smiled smugly as Chrysalis’ eyes widened, “but if you prefer trying your luck with Rarity…” She felt a new surge of arousal drip down her thighs, and Chrysalis’ expression turned ravenous. Yes, this was it, the way to control the changeling: lust. She shook her rump, fanning her tail to send her heated scent towards the panting changeling. “So, what will it b—”

“Run.” Chrysalis said calmly.

“W-what?”

“Run,” the changeling repeated, crouching like a cat, “if I catch you, I’ll take you where you stand. I don’t care if some pony finds us out there, I’ll just mount you and rut you senseless.” She growled, her enormous tongue darting out. “Since I’m a kind ruler, I’ll give you a head start. Ten, nine, eight, seven…”

Twilight broke into a gallop, her eyes wide and eager, her arousal dripping all over the floor as she ran for her room. The thought of being caught by one of her friends was almost as exciting as it was terrifying, and she almost slowed down purposefully, but a loud snarl echoed behind her. She was running as fast as she could in the next heartbeat, her monstrous wife in hot pursuit.

The hunt was on.

Chapter 3: Twilight's First (clop)

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Twilight ran like the wind, her hooves making a racket as she galloped down the corridor, her panting hot breath misting before her; she was just that excited. She knew this castle by heart, which should have been an advantage against the predator stalking her, but considering the trail she was leaving there was no way she would escape: her juices leaked down her legs in a constant flow of arousal, dripping all over the crystal floor. Maybe her pursuer could slip on a puddle and give her a little more time.

Just on cue she heard the telltale sounds of furious pursuit behind her, the strong hoof-steps coming closer and closer. Twilight squealed and tried to go faster, ignoring the little voice in her mind begging for her to stop, raise her rump, and completely submit. She shook her head, and she flicked her tail in a sign of defiance; the soaked hairs sent droplets all over the wall, but she couldn’t very well stop to clean it up.

Almost there…

She scrambled up the last flight of stairs, just a corridor away from her room, but before she could start running again she heard a distinct buzzing sound. She was promptly taken down, a snarling shadow leaping on top of her. She made a show of resisting, her hooves batting at the dark shape looming over her, but her leaking excitement only intensified. The monster overhead inhaled deeply, savoring her heady scent, a shuddering sigh leaving her fanged maw.

“Delicious.” Chrysalis breathed hotly, her tongue lolling out. She looked down at the struggling pony, her eyes glowing in mirth. “Caught you, my little alicorn.” She stepped over her prey, putting a hoof to Twilight’s chest to keep her pinned down. “What should I do with you…”

Twilight felt something hot dripping on her belly, and she glanced under the changeling. One look was enough to give her a good idea of what Chrysalis really wanted to do with her: the changeling’s stallionhood bobbed between them, throbbing with desire, the flared tip leaking a constant stream of sticky precum on her stomach. The syrupy liquid seeped into her fur, making a mess of her carefully groomed coat, and she loved it. Twilight whimpered, both eager and nervous at the sight of the imposing length, her lower belly burning with need.

Chrysalis’ cock suddenly flexed, and a strong burst of precum spurted from her tip, hitting Twilight square on the muzzle. Twilight squealed, her nostrils flaring, her mind swirling with the musky stallion scent, her tongue darting out to collect a generous sample from her lips. The virile taste exploded on her tongue, Twilight’s senses overwhelmed, her back arching as she moaned with desire. Chrysalis watched her writhe with a satisfied smile, her cock somehow growing again. The changeling growled in hunger, and suddenly she struck, her fanged maw descending on Twilight.

The alicorn squeaked in surprise as Chrysalis unexpectedly kissed her, and she soon melted into the heated embrace, their lips locking together. Twilight opened her mouth, her tongue brushing against the changeling’s lips, expecting Chrysalis to deepen the kiss, but she only received a growl in return. Chrysalis kissed her with urgent passion, her lips pressing against Twilight’s lovingly, a far cry from her previous nightmarish kisses. Twilight responded in kind, little whimpers leaving her throat as she kissed back, followed by a loud gasp as Chrysalis tugged at her lower lip sensually.

After making sure Twilight knew who was in charge, Chrysalis stood up, panting with desire, leaving a stunned Twilight to squirm under her. The changeling took the time to enjoy the view, watching the mighty alicorn whimper for more, Twilight’s drunken expression truly beautiful to behold. Chrysalis then stepped back, smirking at her mate.

“I’ll give you another chance.” Chrysalis purred, showing off her fangs. “Run.”

Lost in a sea of lustful thoughts, Twilight could only obey; she stood on wobbly hooves, her arousal dripping from her soaked tail, and she started to stagger away from the chuckling changeling.

“Ten seconds left my sweet,” Chrysalis warned, crouching down, “if you don’t give me a good chase, I’ll have to punish you…”

Twilight tried to take off in a gallop, only to stumble on the next step, sprawling on the crystal floor. A growl from behind made her heart race, and she quickly got back to her hooves, running away as fast as she could.

She didn’t get far.

She grunted as she was brought down again, Chrysalis putting an imperious hoof on the small of her back, between her wings, keeping her pinned belly-down. The changeling growled, leaning down to press her muzzle into Twilight’s mane; she sniffed, and swiftly took the alicorn’s horn between her lips.

Chrysalis purred proudly as Twilight moaned under her, the alicorn’s horn fizzling uselessly in her mouth. She sucked on it like a lollipop, her prehensile tongue wrapping tightly around it, sending jolts of pleasure directly into Twilight’s brain. The alicorn’s eyes rolled back, a string of drool hanging from her muzzle, and she arched her back to press her horn into the suckling changeling lips, giving little throaty moans with each sucking motion.

While Twilight was losing her mind, Chrysalis’ cock was spurting precum all over her back. Her mane and wings were soon thoroughly soaked, but the changeling was not satisfied. Chrysalis hunched over her mate, her legs folding so she could use her bulk to pin Twilight’s squirming body, and she groaned in pleasure as her cock was pressed between them. Twilight’s eyes widened as she felt the enormous length throbbing against her back, her heart skipping a beat now that she could feel just how big it was. Maybe Rainbow wasn’t exaggerating after all… She quickly lost her train of thought as Chrysalis started to grind her meat against her, the changeling still sucking on her horn urgently.

Chrysalis grunted as she ground her cock between Twilight’s wings, her flare rubbing against the soft pony coat, something thicker than her normal precum flowing from her tip. She studiously rubbed her changeling secretion on Twilight’s back, making sure the alicorn carried her scent, a warning to any stallion that came too close: Twilight was hers. Once she was sure her pheromones had durably seeped into Twilight’s coat she chuckled in satisfaction… and stood up, letting the alicorn’s horn slide between her lips, giving it one last sensual suckle.

Chrysalis ignored Twilight’s breathless protests, the horny mare begging for more, and she levitated the wobbly alicorn to her hooves, leaving her swaying on her hooves like a newborn deer. Chrysalis’ magic took hold of Twilight’s head, and the changeling made sure the panting princess was looking straight at her eyes as she growled hungrily.

“Run. Next time I catch you, I’ll eat you whole.” She snapped her jaws over Twilight’s flanks, spurring the alicorn into action.

Twilight ran as fast as her shaking legs could carry her, the burning in her lower belly fiercer than ever. She felt something building deep inside, like a dam about to burst, and she hurried her frantic galloping. She was so close, both metaphorically and physically, just another bend and she would be at her room, where she could finally surrender herself completely. She skidded unsteadily around the corner, her eyes riveted on her bedroom door, just a few paces away… and she felt a hot breath wash over her dripping nethers.

“Times up.”

Twilight tensed, and her eyes went wide as Chrysalis’ tentacle tongue pressed against her burning folds, the changeling placing a looooong and sensuous lick over the length of her pussy. The fat tendril slowly slid over her virgin flesh, the enormous length getting coated in her arousal. Twilight’s mouth fell open, the tension in her lower belly intensified, a ball of pleasure growing as the long tongue slithered endlessly over her winking folds, brushing its whole length against her clit.

She was trembling by the time the tentacle was approaching its slender tip, her wings spread rigidly at her sides. Her breath came in ragged pants. She felt like a spring wound-up to its limits. She braced herself… and Chrysalis’ tongue reached its end, the changeling giving a playful flick to her engorged clit, delivering the final blow.

“Oh…” Twilight said breathlessly, and she stumbled over the edge.

Blinding pleasure wracked Twilight’s body, the ball of pleasure in her lower belly exploding into a firework of ecstasy, locking her limbs into place. She shivered in orgasmic bliss, her eyelids fluttering madly as she squirted all over the floor, her tongue lolling out; she could hardly breathe. The jolts of pleasure raced up her spine, turning her legs into jelly, almost making her collapse into a heap. She barely managed to stay standing, her orgasm slowly subsiding… but Chrysalis had other ideas.

Twilight gave a startled moan as the tentacle slid over her quivering pussy once more, the lick urgent and fast this time, the tendril pressing deeper into her folds, almost sinking in. She whimpered, the tentacle tip fast approaching, her clit completely exposed… and Chrysalis gave it another flick, more forcefully this time. Twilight could only collapse as she was overtaken by an even stronger orgasm, her mouth open in a silent scream of absolute bliss.

She didn’t know how long she was squirming on the ground, her mind completely overtaken by pleasure, but it felt like a blissful eternity. Chrysalis’ tongue mercilessly slathered her squirting pussy, teasing her clit, threatening to slip inside, the changeling watching with almost cruel amusement as her wife writhed on the ground in euphoric agony. Twilight got no respite, her body pushed to orgasm again and again, until she felt like she was losing her mind; and still Chrysalis kept at it, her tentacle eventually coiling around Twilight’s clit.

It was too much. With a final breathless rattle, Twilight slumped on the floor, her legs twitching uselessly. Chrysalis gave an evil victorious cackle, her tongue slithering inside Twilight’s gushing cunt for the first time… but it paused when it had barely sunk past the slender tip. Chrysalis frowned, her tongue prodding carefully at Twilight’s velvety walls, and she groaned in frustration. The tentacle snaked out of Twilight’s oozing tunnel, giving one last playful flick before it disappeared down Chrysalis’ gullet.

Twilight was barely conscious, her body wracked with orgasmic spasms. Little throaty whimpers left her smiling lips with each aftershock. She could not resist as Chrysalis’ fanged maw descended on her neck, and she gave a halfhearted moan of protest when the changeling hoisted her by the nape once more, her legs tucking against her twitching belly like a helpless kitten. Chrysalis effortlessly carried her off, like a predator hauling its prey to its lair, where it could devour her at its leisure.

Oh Celestia… why is this making me so excited… Twilight could feel her arousal dripping down her limp tail, leaving a new trail as Chrysalis carried her through her bedroom door. Their bedroom door.

Chrysalis kicked the door closed behind her, before she trotted to their bed, where she carefully lowered Twilight. The alicorn gave a little mewl of thanks, making Chrysalis smile as she crawled next to her twitching wife. She laid next to her, watching in satisfaction as Twilight slowly recovered, her cock softening but remaining unsheathed. Chrysalis placed a gentle hoof over her wife’s chest, and she remained there listening to her panting gasps, until Twilight’s eyes started to come into focus.

“Ah, finally.” Chrysalis said teasingly. “I was thinking I would have to start the lesson without you.”

“L-lesson?” Twilight stuttered, still a little breathless. “What lesso- Mmmh!”

Chrysalis kissed her wife full on the lips, then she leaned back with a loud smack. “You know,” she whispered hotly into Twilight’s ear, “when I was teasing you about being a virgin, I never imagined you would be so completely unspoiled.” She traced a hoof over Twilight’s lower belly, making her shiver. “For a mare of your age to have an intact maidenhead... How quaint.” Twilight wanted to crawl into a hole and hide forever. “I’m surprised, since I did find a dildo under your bed, the earth pony farmer model, size large I believe? The red coloration is a nice choice.” She winked playfully.

“N-no, that’s not—”

“Is it not to your tastes? Maybe green is more your color.” Chrysalis purred. With a flick of her horn she draped her limp cock over Twilight’s thighs, making her blush terribly. “Or… maybe you prefer to use… another entrance?” Her tail swished against Twilight’s rump, sinking between her ass-cheeks. “How surprisingly naughty…”

“I never used it at all!” Twilight squealed, squirming from Chrysalis’ teasing grasp. She jumped out of the bed, standing on her wobbling legs. “It was a birthday present, as a prank!”

“So why was it outside of its box?” Chrysalis grinned, reveling on Twilight’s embarrassment. She laid on her belly and tucked her legs under her, completing her feline appearance.

“I thought it was a baseball bat at first.”

“Liar.”

“I-I took it out to be polite—“

“Liar.”

“The box took too much space—“

“Liiiiar.”

“Ok fine: I was curious about how it looked up close…”

“Aaaaand?”

“… and I may have used it as a hug pillow once or twice.”

Chrysalis chuckled, her wings buzzing as she stared at her flustered wife. “My, you are such a delicious gift, Twilight Sparkle… I think you may be worth abandoning my villainous ways just to share a lifetime with you.”

Twilight perked up, a hopeful smile on her blushing muzzle. “Really?”

“No.” Chrysalis cackled as Twilight slumped down, looking at the ground in dejection. Then, something that looked like a genuine smile appeared on Chrysalis’ muzzle, her eyes softening. Her voice lowered, and she said in a whisper, barely loud enough for Twilight to wonder if she had misheard, “But I can see myself truly loving you, someday.”

Twilight’s head snapped up, but Chrysalis’ usual smirk was already in place. The changeling slowly rose from the bed, her hips rolling sensually as she strutted over to her wife, her limp stallionhood swinging between her hind-legs. Twilight gulped, quickly forgetting about what she might or might not have just heard, her gaze flicking from Chrysalis’ shapely hips, to her huge green cock.

“Like what you see?” Chrysalis purred, pressing her muzzle into Twilight’s mane, sniffing deeply. “Hmmm, I don’t think I can wait anymore…” Her length started to pulse, each throb leaving it a little stiffer, a little bigger. “I’m going to take your first, Twilight Sparkle…” She bit down on Twilight’s nape possessively, making sure the alicorn wouldn’t move, and she growled in approval as Twilight flicked her tail up, inviting her in. She put her hoof on Twilight’s back, and started to mount her, already at full mast.

Twilight whimpered in anticipation, her legs spreading instinctually, bracing herself to support her stallion’s weight… but she couldn’t stop a thrill of fear from making her shiver as the huge member brushed against her flank; she was still intimidated by its sheer size and strange coloration. She heard Chrysalis grunt, and the changeling stopped her advance, her length sagging, going limp. Twilight felt her cheeks burn as her wife dismounted, taking a few steps back, a very disgruntled look on her muzzle.

“Still?” Chrysalis made a face, as if she had bitten into a lemon. “You disappoint me, Sparkle.”

“I-I’m sorry!” Twilight took a step closer, her heart racing with the familiar dread of failing a test. “I can’t help it!”

Chrysalis kept her distance, a grimace on her muzzle. “Yes, I can see that now, you really can’t stop feeling scared. Humph, maybe I really should go find that unicorn, she seems like a fun lay; Rarity you called her?” She turned to the balcony door and stalked off, her ragged wings spreading. “Or that rainbow pegasus… Though the blonde seemed like good breeding stock… The pink one had some good curves… So many choices!”

Twilight panicked, watching Chrysalis walk away without a second glance. She had to do something, or she could lose the changeling’s fleeting affections. She looked around the room, searching for something to help her calm her nerves… and her gaze fell upon her desk, where a collection for blank scrolls and ink-filled quills awaited her command. Her eyes widened, a crazy idea forming in her mind, and she quickly snatched a set from her table, the quill scratching on the paper as she dictated.

“Dear Princess Celestia,”

Chrysalis paused in the middle of opening the balcony doors, her ears twitching.

“I write you this letter to give you my findings on changeling anatomy, more specifically the changeling queen reproductive organs.”

Chrysalis turned, looking at her wife with a curious tilt of her head. She sniffed at the air, and an amused smile blossomed on her twisted muzzle. She flicked her tail and slowly trotted back, her horn flashing to close the balcony door behind her, her eyes focused on Twilight’s confident expression.

“This study will focus on the male side of the queen’s hermaphrodite equipment, the female genitals will be part of future observations.”

If there was one thing that made Twilight feel at ease, it was writing a letter to Princess Celestia. Of course, she wouldn’t send this particular letter, but she was confident analyzing the strange changeling stallionhood through the scientific process would make her less intimidated by it. Ponies fear what they don’t understand, she reasoned, and she was the type of pony that poked at the unknown with a short stick and a notepad. She started to circle the smirking changeling, her enchanted quill happily noting down her every word.

“The changeling phallus is lime colored, similar to the dorsal segment of the queen’s carapace. It has a sizable length, easily on the highest percentile of stallion measurements. Its shape is similar to a pony’s, with a long shaft and a flared head, but it lacks a medial ring, since the changeling has no external sheath. The surface is smooth, with no visible veins, and on closer inspection it seems the skin is semi-transparent.” Twilight paused, gulping heavily. “The underside is… hmm… it… *cough*, the underside bulges outwards, most probably because it houses a large urethra, which implies large quantities of… emission.”

“This is the strangest foreplay I’ve ever seen.” Chrysalis purred, biting her lips. “I like it…”

“The changeling queen seems to respond well to my observation, she’s becoming noticeably more aroused. It’s interesting to note that thanks to the transparent nature of the penile surface, it’s possible to observe the changeling’s pre-ejaculate flowing through the urethra, once you are close enough.” Twilight’s breath was becoming short, her hot panting washing over the hardening length, helping it grow. “You can follow the flow of lubricant all the way to the base, where the phallus emerges from an orifice that closely resembles a cloaca—“

“It is NOT a cloaca!“

“—closely resembles a cloaca.” Twilight insisted, raising her voice to talk over the affronted changeling. “The presence of both anal and vaginal orifices on the changeling’s backside implies this orifice to be purely sexual in nature, so the term cloaca will be adopted until a more accurate name can be determined. There are no visible external gonads, so the sperm production must be internal. So far, the changeling male genitalia is startlingly similar to an insect’s, like a cockroach or a grasshopper—“

“Now that’s just rude.”

“—which is to be expected considering the changeling’s overall morphology.” Twilight stifled a giggle; it felt good to be on this side of the teasing, for once. She then leaned under the grumbling changeling, careful not to jab Chrysalis with her horn, bringing her lips closer to her twitching cock-head. “The changeling flare has now swollen to an impressive degree, though I suspect it will expand a lot more when it reaches its climax, like other equine penises.”

She inhaled deeply, her eyes fluttering, a strand of drool leaking from her open mouth.

“Oh wow… no don’t write that… Hrm, the changeling’s arousal has a very… powerful scent. While I don’t have any first hoof experience with a pony stallion’s production, the smell is similar to what is described in literature on the subject.“

“You mean the literature I found under your bed?”

“I am starting to feel a little woozy, which implies the presence of very powerful pheromones.” She took a deep shuddering breath, her face flushed and hot. “Hnnn… Oh Celestia… No don’t write… oh forget it. For the sake of scientific rigor, I will now attempt simple oral stimulation of the changeling’s phallus. The changeling queen doesn’t seem opposed to the idea, if her loud purring is of any indication. Let’s begin.”

Eyes closed, Twilight slowly leaned forward, her breath ragged from anticipation. She jerked back with a squeak as the throbbing length bumped on her nose, but she quickly came back for a second try, her tongue sticking out. She whimpered helplessly as she had her first taste of stallion meat, her tongue quivering as she licked the smooth flare clumsily; Chrysalis didn’t seem to mind her lack of expertise. She shivered as her tongue was coated with the changeling’s precum, her tail flagging high.

“Mmmh…” Twilight collected a second helping, swallowing thickly. “The changeling pre-ejaculate is sappy in texture, it has a strong musky flavor, perhaps a sign of the subject’s… virility.” Twilight shivered, her tail flicking madly. “And it seems to have some aphrodisiac properties: my own lubrication has increased exponentially, no doubt due to the aforementioned pheromo— AH!”

Twilight cried out loud, her eyes crossing; she almost dropped her parchment and quill, but years of practice helped her continue her dictation spell, even if the quill’s writing became slanted.

“Aaah… Oh by the moon…” Twilight bit her lips, suppressing a loud moan. “T-the subject’s tongue is currently stimulating my v-vulva, perhaps attracted to the scent of a receptive mate. Hnnng, I am still sensitive after having peaked several times in a row, my clitoris is completely exposed… Ooooh, a fact the changeling queen is all too happy to exploit. She seems to avoid putting her tongue inside me, now that she knows I still have my hymen, perhaps showing she is more worried about her mate’s well-being than she lets on— MMMFT”

“Now, now, “Chrysalis purred, her hips giving another forceful thrust, sinking her cock deeper into Twilight’s tight little mouth. “let’s not make any hasty conclusions.” She then plunged back under Twilight’s thrashing tail, slurping on her flowing nectar.

Mouth full of throbbing changeling meat, Twilight sputtered and gurgled, not knowing the first thing when it came to giving head. Her quill kept writing frantically, noting down her heated thoughts.

So… big… I can feel her heartbeat against my tongue! Twilight thought wildly, her jaw stretched wide to accommodate Chrysalis’ girth. So warm… So… So tasty!

Her tongue ran clumsily all over Chrysalis’ flare, licking its hardened ridges, lapping at its smooth glans, and she was unprepared when it suddenly expanded, spurting a heavy burst of precum straight down her throat. She choked around her mouthful, desperately trying to swallow, a gooey mixture of saliva and precum escaping around her lips as she coughed messily. Her spit started to run down her chin and drip from Chrysalis’ length, falling to the floor in gooey strands.

“By the Swarm, you are so sloppy!” Chrysalis groaned, her eyes rolling back in pleasure as she gave shallow thrusts into her mate’s muzzle. “Yeees, just like that, use your tongue…” Chrysalis then hissed, her wings buzzing. “Ah, careful with your teeth… Remind me to teach you how to service me properly one of these days.”

Twilight gulped down the mixed fluids as fast as she could, her cheeks bulging with cock and juices, her face becoming red as she barely managed to breathe between each gulp. She moaned desperately, but Chrysalis only increased her pace, her cock plunging deeper and deeper. She gave high-pitched gurgling sounds as the mess in her mouth was stirred into a froth, more and more escaping around her lips.

“Ooooh, I love those little noises you make…” Chrysalis whined in pleasure, her thrusting reaching a fevered pace. “That little amateurish tongue of yours is heavenly… Ah, so good… Hnnng!”

Twilight’s eyes went wide when the throbbing flare suddenly expanded, Chrysalis giving a deep rattling gasp overhead, her hips going still. The whole length jerked powerfully, almost slipping out from Twilight’s muzzle, the changeling trembling in pleasure.

“No… it’s too soon… have to hold it…” Chrysalis groaned, her legs quivering. “You’re too… damn… cute… AH!”

Chrysalis’ whole body tensed, the underside of her cock swelling, a visible bulge surging down her length. Twilight eyed the approaching lump warily, she could see it bubbling closer through the transparent shaft: it was a mass of something white and thick, much thicker than Chrysalis’ precum, and there was a lot of it; there was also a second bulge forming at the base. She could do nothing but watch as it reached her lips, Chrysalis’ flare growing hugely and…

“GRAH!” Chrysalis grunted in frustration as she came prematurely, her cock spewing its rich load all over Twilight’s tongue. “Dammit!”

Twilight’s cheeks bulged out, sprays of gooey white spunk escaping around her lips, her mouth filled to the brim in a single shot. She valiantly tried to swallow, the flare now too wide to pass through her teeth… but the next burst erupted before she could take more than two gulps. Thick, gooey semen exploded from her stretched muzzle, her throat swallowing as fast as she could, and she flailed in a panic as the next shot took the only route left: her nose.

AAAH, it’s everywhere! She thought wildly, her quill scribbling faster than ever. Oh Celestia it’s so thick, it’s like trying to swallow whipped cream! The taste is so strong… The smell… Oh ponyfeathers there’s a third one coming, I can’t…

Twilight threw her head back, changeling spunk exploding from her overfilled mouth, the thick sludge oozing down her cheeks, hanging in gooey strands from her chin. She had time to take one shuddering breath, then she was blasted square in the face by the third and final shot, the changeling seed splattering all over her muzzle and her mane. She could only whimper submissively as the hot sticky facial seeped into her coat, the stuff clinging to the inside of her throat as she tried to swallow what was left in her mouth.

Chrysalis sighed deeply, taking a step back to admire her handy work. She chuckled at Twilight’s glazed appearance, the alicorn rubbing her eyes frantically. “Sorry about that sweetie. It seems a little bit managed to slip out.”

A LITTLE BIT? Twilight gurgled, her eyes opening wide. There was so much… So thick… I could barely swallow it… Twilight’s quill flew over the parchment, taking notes on the changeling semen: its flavor, its consistency, its obvious virility.

“Aaaah, but you do look beautiful painted with my seed.” Chrysalis purred. She leaned to give Twilight a messy kiss on her cum covered lips, her tongue darting out to take a sample of her own production. “Hmm, not bad.”

Twilight gulped down the last of Chrysalis’ semen, her legs quivering. “I have now successfully completed a session of oral sex with the changeling queen…“

“Are you still doing that?” Chrysalis snorted, amused. She circled around the alicorn, sniffing the air carefully. “Well, whatever makes you happy.”

“The changeling queen remains completely erect despite her very premature ejaculation.“

“I will make you eat that scroll.”

“Despite her threats it seems the changeling queen is getting into position for sexual intercourse, in the classical pony position; I can feel her breath on my exposed vulva, she’s licking me now, oh Celestia…”

“Hmmm, you are more than ready.” Chrysalis purred, her tongue slithering over Twilight’s dripping folds. “Now, don’t move; this might sting a little.”

“The changeling is about to mount me,” Twilight said breathlessly, her legs spreading as she braced herself, her eyes closed with anticipation. “I read that losing one’s virginity can be very painful, but I’m sure the changeling queen will be careful, I trust her to be gentle since it’s my first time so please don’t go too hard I’m not scared I’m just a little nervous oh gosh do it already I’m going craz— Ow!” Twilight’s eyes flew open, crying out from surprise rather than any real pain. She looked back, full of indignation. “Did you just bite my butt?”

“I did warn you it would sting.” Chrysalis smirked, her tongue running over the two small dots on Twilight’s rump; they looked like the marks from an injection at the hospital. Chrysalis showed off her fangs, the points dripping with venom. “Now you won’t feel any pain, just pleasure. You’re welcome by the way.”

“Did you just drug me?!” Twilight asked, appalled, her quill punching a hole in the parchment.

“What? No!” Chrysalis leaned back, looking genuinely offended. “I only injected you with a cocktail of chemicals that will have a few side effects on your brain chemistry.”

“That’s the definition of drugging somepony!”

“Ah,” Chrysalis blinked, “I guess I did drug you then.” She shrugged. “You’re welcome.”

Twilight facehoofed, grumbling in frustration. “So, it was just something for the pain? Nothing… mind-controlly?”

“Yes, just for the pain.” Chrysalis nodded, becoming serious for once. “I know what you are thinking. You’re remembering what I did to your brother, yes?” Twilight hesitated, then she nodded. “Sparkle, that stallion was only a pawn in my plans, I cared not for him; I just needed to make him love me.” Chrysalis smirked, placing a kiss on Twilight’s cutie mark. “I don’t need to make you love me, and you know that.”

Twilight blushed bright red, but before she could answer Chrysalis had reared up, the changeling’s chest landing on her rear heavily. Twilight squeaked, her hooves shuffling to keep herself standing as Chrysalis hoisted herself on top of her, her black crooked hooves taking a firm hold over her side.

Chrysalis snorted, heaving her great bulk one last time, and they both gasped in unison as her flared tip brushed against Twilight’s soaked folds. Chrysalis shifted her hips, adjusting her position expertly, her cock poised at her mate’s entrance, ready to ram inside.

Twilight whimpered, the last bit of her apprehension snuffed out by a wave of lustful eagerness, her folds winking madly around her lover’s cockhead. She felt Chrysalis bite on her nape, her hold careful but dominant, and the changeling growled in hunger. It was time. Twilight braced herself, ready to be plowed silly.

“Ah!” Twilight gasped, her hooves kicking at the crystal floor as Chrysalis entered her.

Chrysalis was surprisingly gentle, her cock slipping inside Twilight’s tight folds with infinite care, as if afraid to hurt her despite the pain-killers. Twilight bit her lips, her flanks trembling, her whole being focused on the large flare pushing against her tender virgin flesh, the sensation of fullness completely new to her. The thick shaft pressed against her clit as it pushed deeper inside, sending jolts of pleasure up her spine… then Chrysalis met resistance.

The changeling stopped her advance, as if hesitating, a conflicted expression on her muzzle; she seemed confused by her own hesitation. Twilight waited, her gasping breath misting as it left her cum soaked muzzle, but Chrysalis remained still, her hips trembling with obvious repressed desire. Twilight snorted, deciding to take things into her own hooves. She squared her legs, and gave a firm push against her lover.

“Hng…”

Twilight groaned; she could feel a strange stinging in her lower belly, but it was quickly drowned by a sea of pleasure, Chrysalis’ cock sinking deeper into her no-longer virgin tunnel. Chrysalis’ eyes widened as Twilight slowly shuffled back, sinking herself onto her immobile shaft. Twilight kept backing up for what felt like an eternity, little squeals of pleasure escaping from her throat as she was filled, she was reaching her limits… and that’s when Chrysalis suddenly came back to life.

The changeling suddenly rammed her hips forward, apparently unable to stop herself, and Twilight cried out in pleasure as Chrysalis bottomed out, her flare crammed tightly against her depths. Chrysalis winced, quickly letting go of Twilight’s nape to look at her lover’s face worriedly… and found the expression of pure bliss on Twilight’s grinning muzzle. She was blindsided by the alicorn’s enthusiasm as Twilight pressed their lips together with a moan of hunger, the princess controlling the kiss for a few short seconds… before Chrysalis growled into her mouth, letting go of her tight self-control.

Twilight cried out as the cock lodged deep inside her cunt suddenly lurched back, dragging her walls with it, and her shout devolved into a gurgle as Chrysalis’ tongue plunged into her open mouth, and into her throat. Stuffed from both sides, her pussy full of changeling stallionhood and muzzle bulging with wriggling tentacle, Twilight surrendered to her lover, her wings flapping against the changeling’s sides, spurring her on.

Chrysalis growled, her hips slowly retreating until only her tip was still inside, Twilight’s walls spasming all over it, begging to be stuffed again. She waited for Twilight to start whimpering in need, and she rammed herself home with a snarl, her cock sinking to the hilt in one smooth powerful motion. Flare met cervix as her hips slapped against Twilight’s flanks, and Chrysalis purred possessively into Twilight’s tentacle-filled mouth; they were perfectly matched for each other. The changeling withdrew, quicker this time, her hips quivering in desire, and she quickly thrust back inside, harder than her last. A third thrust soon followed, then a fourth… Soon her hips were a blur of black carapace slamming on lavender fur.

Twilight couldn’t think anymore, her mind solely focused on the enormous cock stuffing her relentlessly; she didn’t even notice her quill scribbling madly on an almost full parchment. Every thrust rocked her body forward. Chrysalis was using her full length, her cock sliding in and out with a smooth rhythm. Twilight’s mouth didn’t get any respite either: everytime Chrysalis pulled back her hips, her tentacle tongue plunged down Twilight’s throat, making her neck bulge out, only to slither out when Chrysalis’ cock rammed back into her cunt. She had to take big shuddering gulps of air between each thrust, and she quickly felt her end approaching, the brutal pounding pushing her to a quick finish… No, she was already there. Twilight screamed in bliss around her throatful of tentacle, her body overtaken by a sudden climax, her tight cunt clenching powerfully on Chrysalis’ stallionhood.

Chrysalis grunted, her thrusting pausing as Twilight’s tunnel contracted around her shaft, seizing wildly. She considered going still to enjoy Twilight’s orgasmic spasms, it would be kind on the poor virgin alicorn… but where was the fun in that? She rammed her hips into Twilight’s quivering rear with an evil smirk. The alicorn’s pleasured scream was music to her ears, and she took a new rhythm, her thrusts becoming short and quick, her cock barely retreating before she hammered back inside.

Twilight was losing her mind. She was losing her gosh darn mind, and Chrysalis knew it, she was sure of it. She could barely form a coherent thought as the changeling fucked her through her orgasm, her unending climax slowly eroding at her consciousness. She could barely keep herself standing as Chrysalis jack-hammered into her, and the tentacle in her throat didn’t help matters at all. She held on as long as she could, her mind going blank with ecstasy, but she was brought back from the brink as Chrysalis flare started to grow, pushing against her sensitive walls. Her eyes widened, knowing what was coming.

Chrysalis was panting now, her tongue flopping out of Twilight’s mouth to hang limply from her open maw. She grunted loudly as her cock flared wide, making it hard to thrust, the shaft itself swelling to make room for her abundant production. She growled in defiance, her hips moving erratically as she gave a few last powerful thrusts, she held her climax back as long as she could, letting it build up inside…

Chrysalis roared with all her might, her hips ramming into her mate one last time, the thrust so powerful Twilight’s rear-hooves left the floor, and she hunched over her lover, her hooves grasping Twilight’s side possessively, holding herself pressed against Twilight’s depths.

Through the fog of her ongoing orgasm, Twilight felt her wife’s cock give a powerful jerk, making her whole body shake. She whimpered as Chrysalis’ shaft swelled with very familiar bulges, the lumps pushing against her sensitive walls as they rushed to her depths. Chrysalis’ flare expanded. Twilight felt her last barrier crumble. The bulging shaft pressed against the opening to her womb. Twilight gave a mewling squeak…. And Chrysalis’ cock erupted, Twilight’s mind going blank.

Chrysalis snarled victoriously, her stallionhood firing its virile load directly into Twilight’s fertile womb, the thick changeling semen overflowing with sperm, ready for a hunt of their own. Chrysalis kept herself hilted as she came endlessly, her cock bulging with new bursts of seed again and again, quickly filling Twilight to the brim. Soon Twilight’s belly started to grow, bloating with the sheer volume of Chrysalis’ production, the hardened flare keeping everything inside. Chrysalis grit her teeth, her own semen pushing back against her cock, but she refused to back down.

It was only when Twilight had the look of a mare halfway through pregnancy that Chrysalis finally relented, the changeling pulling back her spurting cock in one smooth, messy lurch. Thick globs of semen exploded from Twilight’s overstuffed cunt, and the alicorn gave one last cry of bliss as she collapsed on the floor, out cold. Her pussy released a heavy gush of changeling spunk as she laid there, her legs twitching. Her magical quill wrote a few last illegible scribbles, and the scroll rolled up on his own, before it fell to the ground.

Chrysalis stepped over her unconscious wife, her magic taking hold of her firing cock; she carefully painted her mate with the last of her seed, making sure her whole body was glazed over. When Twilight’s last feather was covered in white, Chrysalis’ climax finally ended, the last few drops squirting over Twilight’s sleeping muzzle. She huffed, her legs trembling, her cock going limp. Chrysalis shuddered with a pleasured grimace as her shaft retreated back into her internal sheath, drops of thick semen getting squeezed out, dripping on the puddle at her hooves.

Chrysalis took a deep breath, and she gave her lover a satisfied smile.

“Hmmm, I can’t wait for you to start showing,” she purred, knowing her changeling biology assured Twilight’s pregnancy, “I wonder how many broodlings you’ll spawn on your first batch… No matter, I’ll fill you up again as soon as you deliver, my little broodmare.” She looked at Twilight’s gaping pussy, her flowing seed having slowed to a trickle, the rest still trapped in her womb. “Hrm… maybe you could use a refill right now…”

“Twilight? Are you in there?”

Chrysalis’ was startled by the sudden call, the young male voice coming from the corridor outside. She turned just in time to see the door start to open…

*******************

“Twilight?” Spike called, closing the front door behind him. When no answer came, he waddled into the castle, wringing his claws in worry. “I hope she’s okay… Applejack said she was fine but I really don’t trust that Chrysalis… Thorax said she was mean…”

He quickly made his way to the castle library, knowing it was the most probable place to find Twilight. He was almost there, when a strange scent tickled his sensitive nose, and he winced in disgust.

“Eew, what’s that smell?” He pinched his nose, and looked into the library. “What the…” His eyes went from the large puddle, to the weird sticky stuff covering the long chair, to the strands splattered everywhere. “What happened in here?” He approached and crouched down, his claw moving to touch the strange puddle… but he reconsidered at the last moment. “I dunno why, but I have the feeling I really don’t want to touch that…” Spike grumbled.

He waddled out of the room, then came back with a bucket and a mop, a clothespin on his nose.

“Can’t let Twilight see her library like this.” Cursing Chrysalis under his breath, Spike quickly mopped up the strange sticky liquid. “I hope this isn’t drool or something…”

He threw a plastic tarp over the long chair —it was beyond saving— and he cleaned up the last of that sticky stuff. He was just about to turn in, when he saw something else on the floor: sprinkles of a clearer liquid he had missed at first, a trail of it exiting the room. Spike grumbled darkly about drooling changelings, and he set about mopping up this new mysterious fluid; it was still fresh, so whoever had done it must not have left very long ago.

“Oh, come on!” He groaned, watching the trail continue towards a stairway.

Spike followed the trail, mopping up like the good assistant he was, though he would ask Twilight for at least 3 bowls of ice-cream in return for dealing with this. He then found a wall covered in a spray of whatever this stinky stuff was, and his mouth fell open. 4 bowls!

Spike was starting to get tired when he finally reached the floor that housed their rooms —his, Twilight’s and Starlight's— he dealt with three distinct puddles on the way, and he finally reached the end of the trail: Twilight’s room. Spike gulped, fear returning to him. Was Twilight in there? Something told him she was. But was she okay?

He reached for the doorknob, his heart hammering in his chest. “Twilight? Are you in there?” He pushed the door open, and…

“Just a second!” Twilight called back. “Don’t open the door, I made a mess in here, you don’t want to see this.”

Spike breathed a sigh of relief, and closed back the door. He had to wait for a few seconds, and Twilight stepped out of the room. He carefully studied her, making sure she was healthy, but apart from looking at little tired, Twilight looked just fine. She quickly closed the door behind her before Spike could look inside, though he had a glimpse of an enormous puddle stretching the length of the room.

He gave Twilight a glare. “So, it was you! What was all that stuff?”

Twilight blinked, then her eyes flicked to the mop and bucket, and she seemed to understand. “Ah, sorry about that Spike.” She rubbed her head, smiling guiltily. “I was experimenting with something, and it kind of went crazy on me.” She giggled. “It was pretty wild, let me tell you.”

“Sure.” Spike pouted, looking at his boss/sister/mother —he didn’t even know how to cosnider her sometimes. “Where’s Chrysalis anyway?”

“Oh, she’s around.” Twilight said airily. “Probably in Ponyville making a pest of herself.”

He grunted, turning back to grab his bucket. “I hear you. She’s really freaky, and with her being a changeling she could be…” He froze, his bucket falling to the ground. “… anypony…” He slowly looked over his shoulder, watching Twilight with wide eyes.

“Something wrong, Spike?” Twilight asked, tilting her head, a kind smile on her lips; she looked and talked like Twilight, but…

“How do I know you’re not her?” Spike took a step back, pointing a trembling claw at ‘Twilight’. “Say something only Twilight would know!”

“Oh Spike, you’re so silly sometimes.” Twilight shook her head, and she placed a loving hoof over his head. “Remember when the CMC came for Twilight Time, and they brought all their friends?”

“Yeah…” Spike started to relax, leaning into Twilight’s hoof.

“Remember that platter of snacks you made?”

“I sure do.” Spike laughed, moving to hug Twilight. “We had to throw it all away.”

“Yep, but at least we learned a good lesson from it.” Twilight giggled, hugging him back.

“You said it.” Spike took a step back, then he glared at Twilight. “You know, I had to clean half the castle because of your mess.”

“Oh, come on Spike,” Twilight rolled her eyes, “it couldn’t have been more than 1 percent of the castle’s total floor surface, maybe 2 at most.”

Yep, that was Twilight alright. “I want 4 ice-cream bowls.” Spike pouted, crossing his arms.

“Hmm, I guess you deserve it.” Twilight smiled, giving him a loving noogy.

“Great!” He grabbed his bucket and started to waddle off, licking his lips. He had made it to the corner when Twilight spoke up.

“Wait!” Twilight frowned, looking uncertain. “If you eat that much ice-cream you’ll get a tummy ache...”

“No, I won’t!”

Twilight shook her head. “Yes, you will. One bowl mister.”

“Oh, come oooon!”

“Nope. If you behave you can get a second one after dinner.”

“Fine.” Spike stomped off.

********

Chrysalis watched the little drake waddle away, feeling strangely satisfied. She didn’t really know why she had done all this, just to keep the dragon from stumbling in on his mother figure covered in cum, or why she cared if he got the runs from too much ice-cream… but it felt nice.

Maybe there was something to this whole friend-shipping, maybe being good wouldn’t be so bad; maybe she should give up her old ways, and become a nice changeling…

Naaaaah

“Hey Spike,” She called in Twilight’s voice, “wait up!” She rushed into the room, and quickly came out with a rolled-up scroll. “Can you send this to Princess Celestia for me please?”

Spike blinked at her, looked at the scroll —there was a hole in it, strange…— and he shrugged. “Sure.”

One breath of magical fire later, and the letter was swishing away in a puff of smoke, heading to Canterlot.

“Perfect.” Chrysalis grinned wide, feeling giddy with mischief. “Just, perfect.”

Chapter 4: Bitter Coffee, Sweet Treats

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Mornings were never easy for Twilight.

Years of intense self-studying after classes had turned her into something of a night owl, costing her parents a fortune in candles. The moon had become her favorite reading companion, something her Sun Goddess of a teacher found amusingly ironic. These days Twilight often stayed awake so late it could be called early, and she had quickly learned to worship coffee in all its black, bittery goodness. In fact, it was the heavenly aroma of a steaming cup of joe that made Twilight stir, the alicorn grumbling as the early morning sun stung her bleary eyes.

“Gnnn… Gnoffee…”

Twilight rubbed her eyes, wincing slightly as she pulled on her tender muscles. I feel so sore… Did I fall asleep on a pile of books again? Grumbling, she stirred, feeling her limbs protest. She was aching all over, particularly her lower section, but it was the good kind of aching. The kind she felt after the Running of the Leaves, or after a strenuous day of adventuring. Good, honest physical exertion. What the hay did I do last night…

She stretched, groaning contently as her back popped, her legs twitching. The soreness in her lower stomach sent a tingle up her spine, and she gave a little satisfied moan. She wiggled her hips, feeling the pleasant aching flare up. Did she fall asleep while getting a massage at the spa or…

“You really are too cute for your own good.”

Twilight’s froze mid-stretch, her eyes fluttering open, squinting against the morning sun. She slowly turned her head, and found the cause of her aching body standing beside the bed, a smile on her dark muzzle. Chrysalis was watching her with something that resembled a loving gaze, which made her heart swell. But as soon as the changeling met her eyes Chrysalis schooled her expression, her usual smirk returning.

“Ah, finally awake my sweet?” Chrysalis purred. She was carrying a tray covered with a metal lid, the smell of coffee escaping from the edges. “How do you feel?”

Twilight blinked a few more times, her sleepy brain slowly catching up… and memories from the previous evening rushed through her mind's eye. A fierce blush exploded on her cheeks as everything came back to her in flashes. The chase. Getting caught. The delightful foreplay. Chrysalis mounting her. The first thrust. The intense pounding. The way she had been screwed into oblivion even through her climax. When Chrysalis had filled her womb. Being showered in a hot sticky spray of semen as her consciousness slipped away…

I had sex yesterday. She thought, flabbergasted. I had sex with Chrysalis… Oh Celestia I said all those dirty things! Was I in heat? She came inside… all over me too… Wait, did she wash me after I passed out? I still feel kind of sticky, so probably a cleaning spell… D-do I thank her? Is it weird to thank your lover? L-lover… S-she’s my lover now… W-what do I say? What do I do? I-I never read about the proper protocol for the morning after, I always stopped at the act! I have to say something, she’s looking at me! Say something Twilight! “Eeep…” AAAAH!

“Twilight?” Chrysalis tilted her head, the ghost of a worried frown on her muzzle. “Are you alri-“

“I’m fine!” Twilight squeaked in a little voice. Her blush intensified, and she cleared her throat, trying to silence the frantic screaming in her mind. “*Cough* I mean, I’m fine.” She tried to sit up, and she had to bite her lips as her sensitive nethers brushed against the bed covers. She still felt a little raw, but it wasn’t too bad. “Hmm, it stings a little… down there.”

“Ah, yes.” Chrysalis trotted closer, setting the tray on Twilight’s bedside table. “My venom will have worn off by now, but the soreness should go away soon. In the meantime,” Chrysalis lifted the lid, showing of the contents, “I thought you would want some food.”

Twilight had to swallow to avoid drooling, her stomach giving a loud gurgle. Chrysalis had prepared a delicious looking breakfast, complete with pancakes, orange juice, a slice of rich chocolate pound cake, and of course a steaming mug of coffee. Only now did she realize she had skipped dinner the night before, and she felt ravenous. She didn’t know what to say, surprised by the changeling’s attention, and honestly a little bit suspicious. Her stomach had no such hesitation, its growling echoing around the room.

“Umm… Thanks…” Twilight mumbled. She still felt a little awkward, and she avoided Chrysalis’ amused gaze. She had never been so intimate with somepony before, she felt like she had stepped into a world she knew nothing about. “Y-you didn’t have to…”

“Oh, but I did.” Chrysalis purred. She unfolded the tray’s extendable feet and set it on Twilight’s nap. “It’s my duty to care for my mate.”

Twilight felt her wings fluffing up, completely unused to this kind of attention. She hid her pleased smile behind the coffee mug and took a big gulp; it was just how she liked it. She eyed the chocolate cake. “Looks good, did you bake it yourself?”

“Why yes, I learned from the best.” Chrysalis’ magic brushed against her coat, particularly over her belly. For some reason, the changeling grinned wide, and she continued her tale. “I once replaced the wife of a famous pony baker a few centuries ago. I learned all his recipes while I was draining his love, then I took his place after he expired. Those decades of feasting on love and adoration were most pleasing, so I did the same to another baker not long after.” Chrysalis chuckled, a dangerous glean in her eyes. “Ponies love pastries so much, they are easy prey when you know how to bake. Just one little drop of poison in the batter is all it takes.”

Twilight felt a chill running down her spine. Ah, there it was, the reminder of Chrysalis’ true nature. The way the changeling had told her story, without a trace of remorse for the lives she had destroyed… It was eerie. A true monster.

Twilight shook her head, and she pushed those thoughts aside. Chrysalis might have been a monster, but now she was her wife, and she could be saved. Twilight had to look forward if she wanted to bring Chrysalis into the light, she couldn’t get hung up in her sordid past. She had to trust her.

“Hmmm, we’re making progress.” Chrysalis purred happily, watching Twilight deal with her internal struggle. She rearranged the cushions behind Twilight, propping her up comfortably. “Now, I must warn you: I will begin building hive chambers starting today.”

Twilight frowned, not eager to live in a mess of changeling creep. “Do you have to?”

“Yes.” Chrysalis nodded, a strange intensity in her eyes. “I have to. And eat, you need to eat.” She levitated a fork to Twilight’s lips, a slice of cake on it. “Eat.”

“Fine.” Twilight chomped down on the offered treat —delicious!— and she raised her hoof in warning. “You can build, but only use a couple of empty rooms, and no gunking up the outside!”

“As you wish.” Chrysalis nodded. Her wings extended. She took a buzzing leap towards the door, turning one last time to make sure Twilight was eating, then she flew out of the room in a hurry.

That was strange…

Twilight shrugged, and dug into her breakfast. She felt a thrill of happy giddiness: she wasn’t stranger to the concept of breakfast in bed, but when it was served by someone who had just become your lover… It gave the gesture a whole new meaning. She suspected Chrysalis had ulterior motives for being so kind. Maybe it was just to butter her up so she would allow the hive building. But all that could wait, for now she just wanted to enjoy a meal prepared by her wife.

*******************

After a shower and a good brushing, Twilight trotted down the stairs, a spring to her step. The hot water had done wonders for her aching muscles, though she still had a pleasant tingling in her lower stomach. She made her way to the dining room, knowing she would find Spike there, eating his breakfast. Maybe Starlight would be back too, though it would be surprising. She needed to sort those two out soon, she reflected, and with Chrysalis’ improvement she felt confident it could work out. Her ears perked as she approached her destination, she could hear noise inside. She put on a big smile, and pushed the doors open.

“Good morni-“ She froze, her eyes bulging out. “What the hay?”

“Oh hey Twilight!” Spike called, waving at her from his seat at the table; a table overflowing with pastries, cakes, and all manners of sugary treats. Spike himself had his mouth half-full with a red cupcake sprinkled with blue sapphires, crumbs all around his snout. “Are you feeling any better? You were really out of it yesterday…”

“I-I’m fine.” Twilight mumbled, distracted by the pastries. She slowly came closer to the veritable feast, completely lost. “What’s all this?”

Spike shrugged, wolfing down the last of his mineral treat. “Ask Chrysalis. I found her cooking up a storm when I woke up earlier, she’s really good at it!”

Before Twilight could say anything, the door to the kitchens opened, and in strode Chrysalis, pushing a food trolley laden with more and more fatty goodness. The changeling perked up as she saw Twilight standing there, flabbergasted, and she quickly crossed the room to meet her.

“Chrysalis, what are yo—” Twilight was silenced by a loving kiss, Chrysalis leaning into her until she almost fell backwards. After a few seconds of startled hesitation, she responded in kind, kissing back the purring changeling.

“Eew, gross!” Spike groaned, sticking his tongue out. Twilight quickly disengaged from the kiss, and Chrysalis let her go with a chuckle. “Don’t do that while I’m eating!”

“Now, now little one, no need to be jealous.” Chrysalis trotted to Spike, and to Twilight’s astonishment the changeling leaned down to place a teasing peck on Spike’s forehead. The dragon protested with exaggerated disgust, but not fear as Twilight expected. He reacted the very same way when she was affectionate with him. Chrysalis ignored the dragon’s theatrical retching, and she trotted back to the kitchen door. “Twilight, have a seat and eat, I’ll go finish the rest.”

“The rest? Chrysalis, wait!” Twilight called, but the changeling ignored her, disappearing into the kitchen, a wave of delicious smells wafting from the door before it was closed. She glanced at Spike, the dragon stuffing his face with a new gemstone-encrusted cupcake. “What the hay is going on in here!”

“I ‘unno.” Spike mumbled, his mouth full. “She just said you needed to eat a lot for some reason. Maybe she thinks you’re too skinny or something.”

Twilight grumbled, taking a seat at the table across from Spike. “I’m not skinny. I’ll have you know I have a very healthy body fat percentage. It’s even slightly higher than the average for my age and corpulence.” She eyed the mountains of sugary food, and she gulped hungrily. “Maybe she’s trying to kill me via a heart attack?” She then turned to Spike, her brow furrowing. “And since when do you two get along so well? I thought you were scared of her?”

Spike gave her an odd look. “I was, but you gave me a whole speech about giving her a chance, remember? You made me promise I’d try to talk to her at least.”

When did I do that? Twilight thought. Maybe during the little get together when I got home from the wedding? I was pretty distracted. “Right, right… and, you two worked things out?”

Spike nodded, licking his claws clean. “Yeah. She’s really weird, and a little creepy, but she’s been nice so far… when she’s not being all mushy.” He shrugged. “Also, she got me a bunch of gems, so she can’t be that bad.”

Twilight shook her head, a little overwhelmed. “Wait, wait, wait, hold up.” She levitated a slice of black-forest cake and took a bite to give herself some courage. “Oh ponyfeathers, that hits the spot. Okay, when did she bring gems?”

“Yesterday, a couple of hours after you went to bed early.” Spike said with his mouth full, the dragon already munching on another cupcake. “She showed all scratched up, with a big bag full of gems; apparently she went to the Everfree to get them. I was kind of scared at first, but she gave me a big diamond, and we talked for a while. We even talked about Thorax, she told me lots of stories about him growing up.” Spike’s eyes twinkled, a large smile on his crumb covered snout. “And then she cooked for me! She knows a bunch of dragon dishes Twilight! She made ruby lasagna, with emeralds shavings on top!”

The way to a dragon’s heart is through his stomach. Twilight thought, somewhat impressed by how fast Chrysalis had gained Spike’s trust. She felt a surge of affection towards the changeling. Chrysalis going out of her way to accommodate Spike was a nice surprise: it was proof she was improving. She took another bite, the cake perfectly moist and creamy. She decided to put aside the nagging feeling she was forgetting something, and just enjoy herself.

What could go wrong?

*******************

“Eat.”

“Chrysalis, will you stop that? I’m already full.” Twilight groaned, looking up from her book. They were in the library, Twilight sitting in her favorite chair. Chrysalis was hovering next to her, a plate of apple turn-overs in her magic. “Look at this!” Twilight pointed to her stomach, a noticeable bump stretching her coat, proof she had overindulged during breakfast. “I can’t eat anymore!”

“Yes, you can.” Chrysalis insisted, poking Twilight with a forkful of yummy apple treat. The changeling had an intense expression on her dark muzzle, her eyes wide and demanding. “Eat.”

Twilight sighed, and decided to ignore her wife. She leaned back into her chair, wiggling on the many cushions Chrysalis had gotten for her. It was comfy, but she almost felt like a bird perched on a nest at this point. Chrysalis finally got the message and left, no doubt to continue her hive construction. As long as the changeling didn’t cover the whole Castle in green goo, Twilight was fine with it. She just hoped to get some lasting peace and quiet…

*****

“Eat.”

“Chrysalis I’m trying to finish this official report, get out of my office!”

“No. You must eat.”

“Ok fine. Mmnh, ‘ere, one bite, now ‘eave me a’one.”

“No, eat more.”

“Oh, for pony’s sake…”

*****

“Eat.”

“I’m reorganizing my books!”

“Eat anyway.”

“No!”

*****

“Eat.”

“No, I don’t like carrot cakes.”

“Liar. Eat.”

“Raaah!”

*****

“Eat.”

“Stop following me, I have to go to the little filly’s room.”

“Alright.”

“Finally…”

*****

“Eat.”

“Eeep! What the… CHRYSALIS GET OUT OF THE BATHROOM RIGHT NOW!”

“No. Eat.”

“AAAAAAH!”

*******************

Applejack tilted her hat back, wiping the sweat from her brow as she watched a field of apple trees, all harvested before midday; a new record for her! She counted the large buckets piled up next to her, ready to be hauled away for storing. She was about to go look for her brother when she heard galloping on the nearby road. Curious, she trotted over, wondering who could be visiting Sweet Apple Acres this close to lunch. A smile blossomed on her lips as she recognized the lavender alicorn hurrying up the dirt path, Twilight shooting glances over her shoulder every so often. And was it her impression, or was Twilight a little wider around the sides?

“Well howdy Twilight!” She called, making the alicorn flinch in surprise. “Wew, mighty jumpy this morning, ain’t ya?”

“Oh Applejack, Thank Celestia! You have to hide me!” Twilight whispered loudly, running over to hide behind her friend. “Please, she’s after me!”

Applejack frowned, her hackles rising. “Who, Chrysalis? What did that rotten bug do to ya?” She stomped her hoof, her head flicking to look for her lasso. “I knew she couldn’t be trusted!”

“No, no, you don’t understand.” Twilight leaned closer, her eyes full of despair, and she whispered into Applejack’s ear. “She’s trying to feed me…”

AJ blinked. “Beg yer pardon?”

“She won’t stop cooking for me Applejack!” Twilight whimpered, hunkering down beside her friend.

“… Is the food bad or…” Applejack asked, her eyebrow rising high.

“No, worse: it’s delicious!” Twilight shook her head. “She started with bringing me some in bed, then she kept going with more and more tasty treats and—”

“So, lemme get this straight.” AJ breathed; it wasn’t the first time she had to deal with Twilight’s bouts of neurotic behavior. “Yer hiding here, cause yer wife is making you good food, and even got you breakfast in bed?”

“She’s been too nice all morning Applejack, it’s freaking me out!” Twilight leaned her head around her friend, watching the road with wide eyes. “She’s clingy, she keeps asking me if I’m comfortable, if I need more cushions, bringing me food…”

“Yeah, that sounds awful.” Applejack deadpanned, rolling her eyes. She stepped away and grabbed the fidgety alicorn around the shoulders. “Twi, sugarcube, I gotta ask: did she hurt ya?”

“N-no! Well… a little…” Twilight blushed, looking down. Applejack swelled like an angry bullfrog, but she stopped at Twilight’s next words. “But some soreness is to be expected after coitus of that intensity.” Twilight grabbed her burning cheeks. “It was incredible… My legs still feel kind of wobbly… I never thought one could be brought to orgasm so many times…”

Applejack opened her mouth, then closed it, before finally saying. “So, yer here to complain about your wife spoiling you too much, after a great night of loving?” Twilight nodded earnestly. Applejack took a step back, looking miffed. “Twi, did ya come over just tah brag?”

“What? No!”

“Land sakes, I already get enough of this from Rainbow.” Applejack grunted, trotting away in a huff. “Because I ain’t got no special somepony don’t mean I want to hear all about y’all having fun in the bedroom.”

“Applejack, I didn’t—“

“Don’t get me wrong, ‘am glad you were right about trusting Chrysalis, and that she didn’t hurt you none. But ‘ah don’t need to know about how big her dingaling is, or about her being great in bed.” Applejack winced, and she shook her head. “Gosh darn it, now I’m imagining you and her in the middle of —nope, so much nope.”

Twilight followed Applejack up the path, babbling excuses, until they both stopped, their ears perking. Twilight’s eyes widened, and Applejack swiveled her ears.

“What’s that buzzing noise… And do you smell apple fritters?”

Twilight only sighed in resignation, waiting for the inevitable.

“Twilight, there you are!” Chrysalis called, flying down to land beside her mate. She was levitating a platter of apple treats next to her, and she promptly shoved it under Twilight’s nose. “Eat.”

“Oh Celestia, smite me now…” Twilight grumbled, taking one fritter with her magic. “Applejack, you remember Chrysalis. Chrysalis, this is my good friend Applejack. I don’t think you’re ever been formally introduced.”

“I reckon not.” Applejack narrowed her eyes, looking at the changeling with naked distrust. “Running for yer life ain’t really the best way to meet somepony.”

“Ah, yes, the apple farmer.” Chrysalis turned to the earth pony, unconcerned by her open hostility. “I hear you are a strong fighter. You injured a lot of my troops, during the Canterlot operation.”

“You mean the Canterlot invasion.” AJ snorted. “And yeah, I whooped some changeling flank, wasn’t that hard.”

“Oh, fearless little thing, aren’t you?” Chrysalis smiled, her eyes shining. “Good…”

Twilight remained silent, watching her friend and wife size each other up. It was like watching two bulls locking horns, trying to make the other back down first. After a long staring contest, Applejack’s nostrils flared, and her eyes flicked down to the apple fritters. Some tension left her stiff body as she sniffed at the baked goods, hunger softening her up.

“Say,” Applejack grumbled, giving Chrysalis the stink eye, “dem fritters don’t smell too bad.”

“Hmm, I know my way around an oven.” Chrysalis purred back, showing off her fangs. “And fritters are easy, not much to brag about.”

“Hmph, I remember you throwing mine in the trash, during Cadance’s wedding. Not gud nuff for ya?”

“I don’t recall, I was too busy conquering Equestria at the time.”

“Too busy losing, more like.”

“It was a close thing.”

“That’s what all sore losers say.”

Twilight’s gaze flicked between Applejack’s stubborn glare, and Chrysalis’ amused smirk, the two exchanging barbs like fencers. She wasn’t sure if those two were about to hit it off, or literally hit each other, but she prepared a couple of spells just in case. After a while Applejack’s eye twitched, and she nodded to the platter.

“Mind if I have one? I’m so hungry after mah morning chores, I could eat anything really.”

Chrysalis tilted her head, her eyes roaming over Applejack’s body, shamelessly checking her out. Something twisted inside Twilight’s chest as she watched Chrysalis’ appreciative smile, the changeling obviously enjoying the view. Twilight schooled whatever expression was on her face when Chrysalis’ gaze flicked to her, a little satisfied smirk flashing on the changeling’s muzzle.

“Hmmm, not bad…” Chrysalis purred, licking her lips. “Yes, you can have some. You can have as many as you want. Eat.”

“Thank ya kindly.” Applejack grunted, flicking a fritter into her mouth. She chewed, her eyes closed, her face expressionless. She swallowed. She went for a second one. “Hmph, they ain't too bad, I’ll give ya that.”

“If you want, you can come over to the castle later on.” Chrysalis said innocently, her hungry eyes anything but. “I hear you’re Ponyville’s best baker? We could exchange notes: I know centuries worth of recipes, a lot of them apple based. Some that have been forgotten by all, lost to time.”

“Centuries worth…” Applejack blinked, her eyes focusing on something far away. “Forgotten recipes…”

“Somepony could make a lot of bits with that knowledge.” Chrysalis began to circle Applejack, whispering into her ear. “Imagine being the exclusive seller of the best apple treats in the world. Why, ponies would flock to your farm, you wouldn’t need to go sell your produce in town anymore.” She leaned closer to the daydreaming farmer from behind, almost in a mounting position, the stinging in Twilight’s chest flaring up. “You could easily pay for your grandmother’s new hip.”

Applejack jerked away. “How’d you know ‘bout that?” She asked, shooting the changeling a suspicious look.

“The Friendship Journal.” Chrysalis smirked, giving her some space. She trotted back to Twilight, pressing her side to her wife’s; the alicorn didn’t comment, but leaned into her as well. “You talked about it in one of your entries.”

“Ah, right, that thing.” Applejack scratched her head, her expression softening. She scuffed her hooves, deep in thought, and she looked at Twilight, searching for her opinion. The alicorn hesitated, then nodded. Applejack took a deep breath, then turned to the changeling, flicking her hat up. “Alright, that sounds like a good idea, but I still don’t completely trust ya. Ah’ve dealt with enough swindlers to recognize a con artist when I see one.” She pointed at Chrysalis, who only smirked back. “Now, if y’all excuse me, I gotta go find my brother, we have to haul all this here produce back inside.” She turned to trot away.

“Take this, as a peace offering.” Chrysalis set the platter on Applejack’s back, despite her half-hearted protest. “I insist. Share it with your family, tell them it was a gift from Queen Twilight and her wife.”

“Don’t call me queen, please.” Twilight grumbled. She gasped as Chrysalis hip-checked her playfully.

“Don’t worry, your precious princess won’t mind.” Chrysalis smirked. “I’m sure she’ll be the bigger mare, and who knows… Maybe she’ll even bend over for you.”

Twilight’s eye twitched, but she didn’t raise to the bait. “You know, I can tell you’re trying to mess with me.”

Chrysalis put on a hurt expression, seeming genuinely saddened by Twilight’s suspicion. “No, I would never.”

“I’m not stupid Chrysalis.” Twilight flapped her wings, slapping her feathers on Chrysalis’ side. “You’re being way too nice, you’re up to something. Don’t think I don’t realize you are flirting with Applejack just to get under my skin. I don’t know what you want to achieve by making me jealous, but it won’t work.”

“Ah, but Twilight, my sweet,” Chrysalis purred, leaning to whisper into Twilight’s ear, “what if seeing you jealous was my goal, all along.”

“Then I’d say you’re losing your touch for evil schemes.” She retorted, flicking her tail against the changeling’s underside.

“Oooh, I wouldn’t bet on that.” Chrysalis’ smirk grew, showing off her many sharp teeth.

“Ah, so you are planning something. Good to know.” It was Twilight’s turn to smile, and Chrysalis’ eyes widened. I’m starting to find her buttons, Twilight thought smugly, she’s too proud for her own good. She felt so giddy after one-upping the changeling for the first time that she couldn’t help but do a little spin, brushing her tail against the changeling’s stunned muzzle teasingly. “Gotcha.” She sing-songed, in the same tone she had heard Celestia use so often.

Chrysalis kept looking at Twilight with wide eyes for a few seconds, then her muzzle slowly melted into an expression that should never, EVER be shown outside of the bedroom. Her tongue flopped out as her lewd grin grew, drool dripping on the ground messily. She focused on Twilight with a starved look of unadulterated desire, her pupils so dilated you could barely see the green of her eyes. Her wings buzzed, her whole body seeming to radiate pure lust. It was a wonder her cock had not flopped out at this point.

Twilight gulped as Chrysalis practically made love to her with that lecherous gaze, her own cheeks reddening, her tail flicking madly as she felt the first signs of wetness between her thighs. She thought back to the evening a day prior, and her whole body shivered, hungry for a second serving. A drip ran down her thigh, and she completely forgot about everything but the panting changeling before her. She took a faltering step closer, heart racing, her face flushed, her trembling lips puckered as she closed in…

“Uuuh… Twilight?”

Twilight inhaled sharply. Applejack was still there. Applejack was just a few paces away, frozen in shock as she watched them flirt so openly. The apple farmer looked like she wished to be anywhere else, a fierce blush on her blonde cheeks. She seemed to be petrified by indecision, torn between rudely leaving without giving a proper goodbye, and staying there watching one of her best friends engage in what could only be described as mild foreplay.

“Applejack, I’m so sorry, I forgot about you, I— Mfft!” Twilight was silenced by a passionate kiss, Chrysalis locking their lips together with naked hunger. “Mmmh!” She stumbled back as Chrysalis pushed against her, their necks pressing together.

“Hum, I can see yer busy Twi, so… I’m just gonna…” Applejack took a few hurried steps back as Twilight was pushed to the ground by the sheer passion of Chrysalis’ kiss, the changeling stepping over the downed alicorn dominantly. “... Bye!”

Twilight could only moan hotly against Chrysalis’ embrace as Applejack galloped away, the platter of apple fritters somehow remaining balanced on her back. She tried to push the changeling off, and Chrysalis reluctantly backed away, nipping at her lips. Twilight got to her hooves, and she had to buck the changeling away as Chrysalis moved to mount her. Chrysalis hadn’t even unsheathed her cock, but still she reared up with eager snorts, scrambling on top of her mate.

“Stop that.” Twilight breathed hotly, using her shoulder to shove the clingy changeling away. “What has gotten into you?”

“You are such a sexy little thing.” Chrysalis growled, showing her fangs. “I just want to drag you back home and rut you again and again, build my hive around your bulging body…”

“Well, I don’t want to get fat, so you can forget about the ‘bulging’ part.” Twilight huffed, pushing a strand of her disheveled mane back. “And you can stop with the pastries, I can’t eat that much. I’m not a bottomless hole like Pinkie Pie.”

Chrysalis smirked, hissing in a whisper, “You will be soon, my sweet little broodmother.”

“What was that?”

Chrysalis smiled wide, but her teasing answer died on her lips. Her ears twitched, and they both turned to listen to the sound of hoofsteps coming closer. Big Mac was stomping along the path, hauling a large empty cart, his usual wheat stalk dangling from his lips. His calm gaze went from Twilight to Chrysalis, his expression remaining neutral, thought his eyes did pause on Twilight’s disheveled mane.

Blushing, Twilight quickly tried to put her hair into order, only making it worse, while Chrysalis looked at the approaching stallion. The changeling’s gaze roamed all over Big Macintosh, focusing on his powerful chest and muscled hindquarters, Chrysalis doing very little to disguise her indecent interest. She even leaned to the side, checking out his underside, particularly his lower belly. Chrysalis’ eyes widened, and she gave an appreciative whistle.

If Big Mac was bothered by Chrysalis’ overt ogling, he didn’t show it. He kept walking slowly, ponderously, chewing on his twig. When he was close enough he paused, leaning back to look at Chrysalis; there were very few ponies taller than him, and the changeling Queen towered over him. Chrysalis stared back with a seductive gaze, even going as far as winking suggestively at him. Big Mac only chewed on his straw, unimpressed, and he turned to Twilight. The alicorn’s eyes were twitching as she glared at her flirty wife, but she soon remembered herself.

“Big Macintosh, hi!” Twilight said with forced cheer, her wing flapping to slap Chrysalis on the sides. “How are you?”

Big Mac chewed on his straw, watching her with his trademark deadpan stare. His nostrils flared, his chewing pausing for just a second, but he didn’t say anything.

“Great!” Twilight grinned with a hint of manic energy. “This is Chrysalis, my wife. Chrysalis, this is Big Macintosh, Applejack’s brother.”

“Hello gorgeous.” Chrysalis purred, licking her lips suggestively.

Big Mac slowly blinked, he moved the twig to the other side of his mouth, but otherwise said nothing.

“The strong, silent type? I like that…” Chrysalis leaned down, bringing her muzzle to the same level as the impassive red stallion, sniffing at him. “Hmmm, so many repressed emotions, so much tension down there. You really need to blow off some steam. I can help if you want…”

“Aaaand, we are leaving.” Twilight said through gritted teeth. She gave Big Mac an apologetic smile, and she magically yanked on Chrysalis’ ear. “Until next time Big Mac!”

Chrysalis allowed herself to be dragged away, her tail flicking to slap against Big Mac’s flanks as she walked past, making the stallion start. “See you soon, I hope.”

Big Mac chewed on his stalk, looking back as Chrysalis walked away; the changeling was rolling her hips at him, her tail flicking teasingly. He blinked, his flanks quivering. “… Eeyup.”

Chrysalis grinned wide, waving her tail goodbye, completely ignoring Twilight’s grumbling. Big Mac watched them go, his face expressionless. Then, with a loud manly grunt, he began loading the buckets of apples into his cart, his muscles bulging under his coat. Twilight sped up, tugging on Chrysalis’ ear to keep her from looking back constantly, though she had to admit the spectacle was very distracting. If she didn’t know any better, she would have said Big Mac was flexing more than was strictly necessary. When they were far enough Twilight rounded up on her wife, her face flushed and angry.

“Okay, you made me jealous, now stop it.” Twilight said hotly. “You can’t go around flirting with ponies like this, they’ll think you’re being serious!”

Chrysalis smirked at her, then seemed to deflate. “Ah, you’re right.” She sighed theatrically. “These old habits of mine are so hard to resist, I just love teasing ponies so much.” She pouted at Twilight, putting on big, fake puppy-dog eyes. “Can I at least court your little friends, pleeease? You do trust them, don't you?”

Twilight frowned, knowing full well the changeling was trying to mess with her. Chrysalis probably expected her to forbid it, to play the role of the possessive wife, make her the bad guy. Well, she wouldn’t fall for her trick. If chrysalis wanted her to act jealous, she would be sorely disappointed. Two can play at this game!

“Fine.” Twilight huffed, turning away. She trotted towards Ponyville, her nose high in the air. “If you think you have a chance, go and try your luck with them.” She snickered internally. She knew her friends, none of them would be interested by the changeling’s indecent flirting. As far as she knew the only one that was even remotely interested in naughty stuff was Rainbow Dash, and she hated Chrysalis. “I won’t stop you.”

“But, what if one of them accepts?” Chrysalis chuckled, catching up to Twilight bumping their hips together. “You don’t mind sharing me with another pony?”

Twilight snorted. “I don’t care at all!” Like it would ever happen. I’m going to be around to make sure nothing happens anyway. “Sharing is caring after all.”

“What about that stallion back there?” Chrysalis purred, nibbling on Twilight’s ear. “Earth pony farmer, size large, red coloration?” Twilight almost tripped on her own hooves, her cheeks going up in flames as she remembered the dildo under her bed. Chrysalis chuckled, whispering teasingly, “Such a fine earth-pony specimen, he can plow my fields any day…”

“Don’t quote my diary like that!” Twilight whimpered, her head swiveling to make sure no one was around.

“Relax, we’re alone out here.” Chrysalis slowly crawled over Twilight’s back, playing at mounting her once more. “I could take you again right now, and no one would be around to—”

“Twilight! Twiliiiight!”

Chrysalis instantly jumped off Twilight’s back, just in time for Spike to miss seeing them in a very compromising position, the little dragon running around a bend in the road. As soon as he spotted them he made a beeline for Twilight, waving a rolled-up letter in his claws. A letter with the royal seal of the moon. Twilight felt her heart drop, a hundred scenarios running through her head.

“Spike! What’s happening?” Twilight held her wing to support a panting Spike, the poor little dragon completely out of breath. “Is Luna in trouble?”

“No *gasp* it’s *inhale* Celestia…” He handed the letter to a suddenly pale Twilight, then promptly collapsed theatrically. “Never *wheeze* eating so much… cake… ever… again…”

Twilight quickly unfurled the letter, mumbling out as she scanned it in a hurry. “Greetings… most dire times… Summoned to Canterlot… Come alone… Do not tell anyone…” Twilight gasped, her wings opening in terror. “Celestia has collapsed from shock?!”

“Oh, how awful.” Chrysalis appeared at Twilight’s side, a worried frown on her muzzle; for once she seemed to be completely serious, no trace of her usual malice. “Is she okay?”

“I don’t know…” Twilight whispered, rereading the letter as fast as she could. “The letter says she’s been delirious all morning, bedridden with one of my old plush dolls in her hooves… She keeps repeating my little pony has grown so much… and something about whipped cream?”

“Sounds serious.” Chrysalis grunted. She put her hoof under Twilight’s chin, making the frantic alicorn look her in the eyes. “Go. Go help your Princess, I’ll take care of everything here while you are gone.”

Alarm bells ran in Twilight’s head, but she was too frazzled to give it much thought. She only nodded, gave Spike a pat on the head, and spread her wings. After a second of hesitation she turned to give Chrysalis a quick peck on the lips, and then she was airborne, zooming towards Canterlot in a purple streak.

*****

Chrysalis watched her wife go, her expression neutral. Hmm, so this is what guilt feels like. I don’t like it. Without a shred of hesitation she squashed the unfamiliar emotion like one squashes an annoying bug, and promptly forgot about it. She then turned to the collapsed dragon, and frowned with genuine annoyance. “I told you not to eat too many pony treats.” She scolded him in an angry-mom voice, a tone she hadn't used for what felt like an eternity, yet still came to her naturally. “What about all the dragon food I cooked for you?”

“I ate some of it. I like those recipes too…” Spike panted, holding his rounded stomach. “It’s just that they have a weird aftertaste… it’s not bad or anything… Just… strange, kinda like copper coins. What’s the secret ingredient anyway?”

“Something good for your health. You’ll get used to the taste soon enough.” Chrysalis grunted, helping the little drake get to his feet. She tsked. “No wonder you are so small and plump for your age, with all the pony food you’ve been getting. The princesses do not know the first thing when it comes to dragons, do they?”

“Twilight is writing a book on dragons, but yeah, there’s a lot missing.” Spike groaned, waddling away with a pained expression. “And I’m not small— Hey!” Spike protested, his arms whirling around as Chrysalis levitated him into the air. She deposited him on her back, and he grabbed a handful of wispy green mane to avoid falling over; Chrysalis was a lot taller than Twilight.

“Yes, yes, you are a big dragon, and not a little whelp with a stunted growth, you aren't still wingless and pudgy like a hatchling because you haven’t been fed a key dragon food group.” Chrysalis rolled her eyes, walking down the path. “So ungrateful. After all the time I’ve spent hunting animals in the Everfree—”

“Wait what?”

“After all the time I’ve spent hunting minerals in the Everfree.” Chrysalis repeated, louder. “Now, where to? The Castle?”

Spike remained quiet, squirming awkwardly on Chrysalis’ back. “Can I ask something?”

Chrysalis bit down on her usual answer. Instead of snarking you just did, she just hummed in agreement.

“Why are you so nice with me?”

Chrysalis kept walking, the question echoing in her mind. Why? It was a good question. Caring for Twilight was logical, the alicorn was vital for the future of her hive, the future of her children. But why did she care about the little drake? At first she only wanted to gain Twilight’s trust through him, but now… Now why did she care about his health? She wasn’t quite sure herself, and the only answer she had come up with so far annoyed her greatly.

“Why don’t you tell me our destination, and I’ll think of an answer on the way there.”

“Well, I was at Rarity’s place when the letter arrived.” Spike mumbled, embarrassed. “I was helping her with a project.”

“Rarity, hmm?” Chrysalis perked up, thinking back to the gorgeous white unicorn. “That sounds like a great idea.” She began to trot faster, Spike putting his little arms around her neck. “Let’s go visit Rarity.”

Chrysalis quickly put aside her doubts and focused on her task ahead. She had her nest, she had her food source, now she only needed one thing to rebuild her hive to full force: more brood mothers. And with Twilight out of the way, there was nothing to stop her. If Rarity refused, there was always the other four. Six if she counted Starlight and that sexy blue mare who never left her side. Oooh, wouldn’t that be fun, stealing Starlight’s "best friend" for herself? Chrysalis idly moved Trixie towards the top of her list of next candidates, just below a certain apple farmer.

A hungry smile spread on Chrysalis lips, her eyes focused on the faraway carousel boutique. There was nothing more exhilarating than going on a hunt, and she had the perfect lure riding on her back.

Chapter 5: Unicorn Wrangling

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Musical humming echoed around Carousel Boutique, mixing with the sounds of clinking silverware as Rarity set the table for lunch. She wanted everything to be perfect when her little assistant came back.

Her azure magic carefully placed two sets of plates and assorted cutlery, everything perfectly aligned. She gave the salad bowl a gentle toss, mixing the French dressing and chopped radishes with the lettuce, adding just a pinch of salt to the mix. She sashayed her way to the oven, swaying her hips to the tune of her little song, and removed a large plate of hay fries from the heat. She made a face: she wasn’t fond of this greasy dish, but it was always a hit with foals, or in this case, dragonlings.

As a finishing touch, she put a bowl of her finest emeralds on the table, and gave the tasty spread one last critical look.

“Perfect.” She nodded. She turned to her clock, smiling gently. “Spike should be back soon, he ran out in such a hurry, the poor dear.” She trotted into her personal lounge, picking up a few discarded strips of cloth, then she slipped into her front room, where she eyed her display ponyquins with a critical gaze. “Humph, I hope he does come back, I really need his help for this new lineup.”

Just then the doorbell rang, the musical chime making her titter softly.

“Speak of the dragon!” She pranced to the front door, calling with her melodic voice, “Comiiiing!”

She put on her best smile, humming her happy little song, she opened the door… and everything fell apart. Instead of the cute little dragon Rarity was expecting, there stood the tall, dark, beautiful creature who had plagued her most indecent dreams for the last couple of nights.

Chrysalis, Queen of the Changelings, in all her terrible glory. The changeling stared at her with a look that could only be described as flirtatious, dangerous fangs glinting from a lecherous smirk. Rarity felt her fur stand on end, a jolt traveling down her spine. Her heart skipped a beat as she imagined those fangs closing on her throat: it would be over before she even felt them rip through her flesh, and the last thing she would see were those deadly emerald eyes looking down at her... Those gorgeous, deliciously feline, enchanting eyes.

Rarity shook her head. She barely managed to keep her shameful reaction hidden, but it was a close thing. Fighting to keep her tail down, Rarity narrowed her eyes, and graced the changeling with a disdainful scowl.

“Oh, it’s you.” Rarity spat, as if speaking to a nasty pimple she couldn’t wait to get rid of. “What are you doing here?” She prepared a few choice insults, wondering if she should go with subtle scorn, or overt dislike. Anything to tell her in no uncertain words that she is not welcome in my boutique. She had just chosen her next barb when a little voice derailed her thoughts.

“Hi Rarity!” Rarity blinked. Had Chrysalis just spoken with Spike’s voice… without moving her lips? “Sorry I had to bail on you like that.”

Wait a second… Rarity leaned to the side, and was astonished to find the little dragon riding on Chrysalis’ back, just like he usually did with Twilight. And he seemed all too happy about it, waving at her with a big grin. What in the world? She quickly swallowed the nasty insults she was preparing, and forced a smile on her lips.

“Spike, dearie, I was starting to fear you wouldn’t come back!” Her horn flared, and before Chrysalis could say anything she levitated the little dragon to the ground, ushering him inside. “Come in, come in, I just made lunch for us!” She practically pulled Spike into her boutique, all the while wondering how she could politely tell the changeling to take a hike. She didn’t want to be rude in front of Spike, but she also had no intention to invite Chrysalis inside.

“Thanks Rarity!” Spike said brightly. He then turned to the changeling, and waved her in with a big innocent grin. “Come in Chrysalis, I’ll show you around!”

Drat! Rarity cringed internally. She eyed the changeling, and she had to restrain herself from slamming the door on Chrysalis’ smug muzzle. She had no way to politely take back Spike's invitation, the drake much too young to understand the social faux-pas he had just committed, and she suspected this had been the plan all along. She shot Spike a quick look —confusion was starting to appear on his smiling face— and she resigned herself. Sighing, she opened the door wide, allowing the changeling into her home.

“Why, thank you for your kind hospitality, Rarity.” Chrysalis purred as she stepped inside. The changeling’s strange resonating voice made Rarity shiver. Not in fear, no, something a lot more carnal made her insides stir. But she didn’t let her resolutely neutral expression slip. “I'm sorry for the intrusion.”

No, you are not. Rarity grumbled internally as she closed her front door. She watched warily as the changeling sauntered into her main show room, her hips rolling with practiced motions, like a model on a walkway. Her shining black carapace caught the light just right, it was just like polished latex— No! Get your mind out of the gutter Rarity! She scolded herself.

Rarity made sure her sign read ‘closed’, and she followed her impromptu visitor. Spike was showing off her creations, the adorable little dragon praising her talent and lauding the quality of her work. Spike had learned the trade of salesmanship quite well, Rarity had to admit, but this was one customer she would not mind to never see return. Chrysalis listened attentively and asked a few questions, seeming interested, much to the delight of the babbling dragon. He was such a good little assistant. He obviously enjoyed a captive audience, but Rarity wasn’t fooled.

I can see through your charade. Rarity narrowed her eyes, willing her thoughts to reach the changeling. You are not here for dresses, and you don’t care about my stitching work. I don’t know why you are here, but you’ll leave empty hooved. Chrysalis’ eyes flicked to her, as if reading her angry thoughts, and a little smirk flashed on the changeling’s muzzle, letting one of her fangs glint dangerously. Rarity felt a tingle running down her spine. Oh goodness… Those teeth… Get a hold of yourself Rarity…” She looked over her shoulder, noting her raising tail, and she eyed her front door with a hint of despair.

Twilight, where are you?

*******************

Twilight flew over Canterlot in a hasty lavender streak, her eyes riveted on the Castle just ahead. Once she passed the castle walls she began to see commotion beneath: servants and guards were running everywhere, going in circles, crashing into one-another, like an army of headless chickens. This always happened when something happened to the princess, and the tense energy in the air didn’t help Twilight’s nerves.

She angled her frantic flight towards the highest tower, making a beeline for the Princess’ bedroom balcony. She could see somepony on it, and she sped up when she recognized the ethereal mane of Princess Luna, the alicorn apparently waiting for her on the platform. She landed just a tad brusquely, stumbling clumsily as her hooves met smooth marble, and she slid to a halt in front of a frowning Luna.

“Princess Luna!” Twilight said breathlessly. She had not spared herself on the way over, and she could feel sweat running down her sides. “I came as fast as I could!” She leaned around Luna, trying to slip past the alicorn. “Is Princess Celestia okay?” Luna’s wing shot open, blocking her path.

“Twilight Sparkle, a moment please.” Luna said, her eyes narrowed. “Before I permit you to see my sister, I would like to make sure you truly are yourself.”

Twilight was taken aback, but quickly nodded, her hooves fidgeting in impatience. She just wanted to see her former mentor.

Luna’s horn shone brightly, and Twilight felt the expected changeling revealing spell wash over her… followed by a scrying spell against magical mind control. Then a third spell to detect evil twins. Then another, and another… Twilight was blasted with a whole battery of spells, Luna’s eyebrows furrowed more and more as each of them returned negative, as if she was hoping Twilight really was not herself.

“Hmmm, Luna?” Twilight shrugged off the ‘evil-spirit-possession detection’ spell, and Luna seemed to be preparing to cast yet another. “What’s going on?”

Luna grunted, her tongue sticking out as she fired spell after spell. “Just making sure—”

“Is that my little Twilight I hear?”

Luna was bodily shoved aside by a burst of golden magic. She hit the railing head first, shattering stone into dust, Twilight watching in horror as the alicorn was thrown off the balcony. Before she could dive after Luna, Twilight gave a squeak as something soft smashed into her. Everything went pink.

She was taken into a bone crushing hug, her legs flailing uselessly as she was rocked from side to side like a baby. The mystery pony nuzzled her mane affectionately, a familiar perfume tickling Twilight’s nose… a perfume that reminded her of a sunny summer day.

“Prinfeff Feleftia?” Twilight mumbled in confusion.

“Oooh, listen to her, she’s speaking so well for her age!” A slightly hysterical voice cooed above her. Twilight gasped as she was finally released from the forceful hug, and her eyes widened as she finally saw the state of her old mentor.

Celestia was wearing a ridiculous pink fluffy bathrobe, something Twilight distinctly remembered gifting the princess when she was but a small filly; the princess had used it once to make her happy, before putting it away. The alicorn’s hooves sported mismatched slippers, all in different states of disrepair, and her frazzled mane was covered in hair curlers. A demented grin and a pair of wide, crazed eyes completed the disaster that was Princess Celestia.

There was no beating around the bush. Celestia looked like she had gone completely mad.

“Princess, what the hay…”

Princess Celestia gasped, taking a step back. “Language!” Her horn flared up, and Twilight squeaked as the princess gently pulled on her ear, tsking at her. She was dragged into the room, where Celestia shot her a stern motherly glare. “I didn’t raise you to be such a potty mouth, Sunset, for shame!”

“Sunset?” Twilight struggled against her mentor’s magic. “I’m sorry, but I don’t understa— Eeep!”

“No need to apologize Twilight, I’m not mad.” Celestia cooed, hugging Twilight to her chest again, “You are such a smart little filly, I’m sure you’ll learn not to wet your bed soon enough.”

“Princess!” Twilight squeaked, her cheeks reddening. “Please, you’re not well!”

“Oh no, you’re right! We’re late for the ball!” Celestia gasped, looking around frantically, hair curlers flying everywhere. “Aurora, go fetch mommy’s crown!”

“Aurora? Who’s—”

“Wait, I completely forgot about my sister’s birthday!” Celestia cried out, her eyes wide. She let go of Twilight and ran to her closet, leaving a trail of hair curlers in her wake. “It’s Lulu’s tenth anniversary, she’ll never forgive me if I don’t get her a present!”

Twilight looked in complete confusion as Celestia rummaged through her clothes, mumbling incoherently as she threw everything over her shoulders. Twilight blushed as a pair of black fishnet stockings flew through the air, and she averted her eyes when a pair of lacy red panties followed. Twilight let Celestia dig through what was apparently her lingerie collection, and she quickly galloped to the balcony, hoping Luna wasn’t hurt. She breathed a sigh of relief as she saw Luna landing on the edge, a respectable bump growing on her noggin.

“Princess Luna, are you okay?” Twilight ran to Luna’s side, supporting the alicorn just in case. “That was a nasty blow, maybe we should get you to the infirmary.”

“Nay, I am well enough.” Luna grunted, massaging her head. “It’s my sister I worry about.”

“What happened to her?” Twilight looked into the room, watching as Celestia kept digging in her closet, a frilly sock draped over her horn. “I’ve never seen her like this… What could possibly do this to her?”

Luna gave her a strange look, as if putting the pieces of a puzzle together. “Pray tell… have you sent my sister a letter since the wedding?”

“No, I haven’t.” Twilight mumbled, distracted by the sight of Celestia rolling around on a pile of racy lingerie. “I’m working on a full report about Chrysalis, but it’s not ready yet.”

“Oh, thank the Moon.” Luna breathed, holding her chest. “It was your horn-writing, so I assumed—”

“Oh no wait, I have!” Twilight perked up, remembering the official report she had sent in the morning. “Sorry, it completely slipped my mind.”

Luna slowly turned to look at Twilight, an expression of complete shock on her face. “Y-you did? You really sent that thing?”

Twilight nodded, too busy watching Celestia run around her room while spouting gibberish to focus on Luna. She didn’t understand why a report on Equestria’s national budget would bring such a reaction. Usually most ponies just fell asleep when reading those, which was baffling to her.

“I-I’m sorry Twilight Sparkle, but I would have thought you would be the last pony to have an interest in such… matters.”

“No, no, I love it.” Twilight said absently. Celestia was now flapping her wings, shouting let’s fly to the castle! over and over again for some reason. “It’s fun, as long as you don’t get intimidated. It IS a lot to take in, but it’s worth it.”

“Y-you don’t say…” Luna carefully slipped away from Twilight, her shocked look morphing into something that looked almost like… respect? “I-I just assumed Chrysalis would make it… unpleasant for you?”

“Well, she made concentrating on writing the letter difficult, that’s for sure.” Twilight grunted, remembering the constant badgering for her to eat. “She’s been riding my back all morning actually, trying to stuff me like a cupcake. Don’t get me wrong, it’s delicious, but I’ve never felt so full in my life.”

“S-stuff you like a c-cupcake? F-for you of all ponies, to talk so candidly about such things.” Luna mumbled, stunned. “Times really have changed… I can’t believe… Delicious?”

“She knows her stuff, yes. You can come over to the castle to try some if you want.” Twilight offered offhandedly. “I’m sure Chrysalis won’t mind, we already shared with Applejack.”

Luna shot her a startled look, her cheeks a deep crimson, but before she could give an answer Twilight was surrounded by a nimbus of golden magic. The young princess gave a squeak as she was yanked into the room, Celestia taking her into a bear hug once more.

“Cadance, there you are, you naughty filly!” Celestia exclaimed happily. “I thought I was going to have to start the tea party without you!”

“Mfft!”

Celestia sniffed at the struggling alicorn, and she scrunched her muzzle. “Have you been running around the gardens all day? You’re covered in sweat!” She started to drag Twilight towards the bathroom, ignoring her protests. “I’ve told you a hundred times Sunset, don’t go outside the castle without an escort, you are too young to be around on your own. Now come on, I’ll give you a shower.”

“What? No! Princess wait!”

“Now, now, don’t be fussy Aurora, I’ll feed you after your bath.” Celestia gave a motherly smile, entering the royal bathroom with a struggling Twilight in tow. “I can’t have you nursing on me when you are so filthy.”

“Nursing?” Twilight’s eyes went wide. “Princess Luna, help me!” She looked towards the balcony, but the Night Princess was nowhere to be seen. “Help!” She hooked her hooves around the bathroom door, fighting against the golden magic. “HELP!”

“Oh, I really spoil you too much… Fine, you can have some right now, but no biting! I know your gums are itching from your first teething, but mommy has sensitive nipples.”

“NOOOOO!”

Twilight’s hooves slipped, and she was slowly dragged into the bathroom, her hooves sliding on the marble floor like something out of a horror movie. She managed to call for help one last time, and the door slammed shut on her, leaving Twilight at the mercy of the deranged motherly alicorn.

*******************

“Milk?”

“Yes, please.”

Rarity carefully poured a dose of creamy milk into a steaming cup of tea, and she handed the saucer to her impromptu —and unwanted— visitor. Chrysalis inclined her head graciously as she accepted the drink, her green magic gently stirring her tea with a silver spoon. The changeling was lounging on Rarity’s fainting couch, stretching like a cat. It was the only chair that even fit the large changeling, and Rarity had to admit that the vivid red cushioning highlighted Chrysalis’ glossy carapace quite fetchingly.

A crimson and black dress would look fabulous on her…

No, stop it! Rarity chided herself. She’s not a model to be gawked at. It doesn’t matter if her body has that gorgeous tint to it, or if she has near perfect proportions. And I shouldn’t care about her exquisite facial features… Rarity batted her hooves over her head, as if trying to physically chase her thoughts away.

Chrysalis chuckled, taking a sip of her tea to hide her amused smirk. “I should thank you for the meal.” She purred, her tail flicking teasingly. “The food was excellent,” she winked at the unicorn, “as was the view. You seem to have indulged on the latter as well.”

Rarity’s eyes twitched. She wanted to give the changeling a piece of her mind, but she couldn’t. Her gaze flicked to the little dragon sitting next to her, Spike watching them talk with a large innocent smile. Sighing, Rarity poured a cup for her little assistant, putting three sugar cubes into it, just as he liked it. She then placed two chocolate cookies on the saucer, levitating it towards the little dragon. Spike licked his lips, but before he could take the saucer a green aura overpowered Rarity’s magic.

“Ah-ah, no baked treats for you.” Chrysalis tutted, levitating the cookies back into their jar. “You’ve had enough for today.”

“Aww, come on!” Spike pouted, turning an imploring gaze to the changeling. “Just one?”

“No.” Chrysalis narrowed her eyes, and the dragon slumped on his chair, grumbling.

“No fair.”

“You’ll get more when you get home. Now sit up straight.”

“Fiiiine.”

Rarity watched the exchange carefully, her brow furrowing.

It had been over an hour since Chrysalis had managed to get herself invited for lunch, and she had been everything Rarity had expected. Fake, duplicitous, manipulative... and a downright shameless tease. Rarity had met horny teens with a hundred times more subtlety when it came to flirting. Chrysalis was so blatant she might as well be carrying a sign with “Let’s bang” written on it, in shiny neon lights.

But, strangely enough, Chrysalis was also restrained, in a way. She used double entendre and expressions that went right over Spike’s head, leaving the dragon completely unaware of the shameless flirting happening right under his nose. Rarity had thought it was merely part of her game, but she had caught the changeling eyeing Spike, as if to make sure he remained in the dark.

And there was more. Since Chrysalis had arrived, Rarity had noted that the changeling lost all her sly mannerism when interacting with Spike. She became more direct, stern. She had first noticed when the dragon had started to gorge himself on hay-fries, and the changeling had told him off. It was strange to say, but in a way, Chrysalis acted almost… motherly.

Rarity snorted out loud, amused by the ridiculous thought. Chrysalis’ eyes were instantly on her, the changeling’s lecherous grin returning.

“So,” Chrysalis said softly, “when can I come back for a private fitting.” She waggled her eyebrows. “I’m sure you could reserve an evening for me... or a night… a day or two… We’ll see how long our session goes for.”

“Darling, don’t be silly.” Rarity smiled back, twirling her spoon in the air. “I’m sure we would be finished in a few minutes at most.”

“Is that how long it lasts with your usual pony clients?” Chrysalis smirked, showing off her fangs. “I’m not surprised, you look deliciously… professional.”

“I have some skill with a needle and a thread, yes.” Rarity sipped her tea, her disdainful eyes never leaving the changeling. “Though I wasn’t always so discerning, and I often slipped up when I was younger.” She narrowed her eyes. “I know all about small tiny little pricks, and how to avoid them.”

“There is nothing small or tiny about me.” Chrysalis purred, obviously enjoying the exchange. “I believe your friend Rainbow Dash might have told you about my dimensions?”

“That pony has a knack for tall tales.” Rarity said dismissively, stirring her tea. “She’s easily impressed.”

“True.” Chrysalis nodded, her eyes narrowing playfully. “I trust you prefer to take your own measurements.”

“I would rather not strain my eyes.” Rarity said daintily. She took a deep swig of her warm tea, satisfied she had gotten the last word.

“Wow,” Spike said, his eyes flicking between the two of them, “you two really like each other, huh?”

“PFFFT!” Rarity gagged and spat her tea in a theatrical spit-take. On one hand she regretted the stains she would have to clean up later, on the other she was very satisfied by the angry expression on Chrysalis’ tea-covered face. Rarity coughed, then turned on Spike. “What *cough* what makes you say that?”

“I dunno, you’ve been talking a lot, and you keep smiling.” He shrugged “Kinda reminds me when you’re with Applejack— “

“Spike, darling,” Rarity interrupted through gritted teeth, “be a dear and go fetch the roll of paper towels.” She nodded to Chrysalis, the changeling’s muzzle dripping with tea and spittle. “Our poor friend needs a cleanup.”

“Can do!”

The little dragon jumped to his feet and quickly waddled away to the kitchen door. As soon as he was out of earshot Rarity leaned forward, and she hissed under her breath.

“Alright, what do you want?”

“Paper towels.” Chrysalis deadpanned, her furrowed brow dripping with tea.

“Oh please, I’m sure you’ve had much worse facials.” Rarity snarked. “Now, out with it. What. Do. You. Want.”

Chrysalis’ smirk quickly came back, and she extended her tongue to lap at her dripping lips. “You know what I want, darling.”

“Not exactly the subtle type, hmm?” Rarity scoffed, reclining back. She hid the thrill of excitement at the sight of that long, fat, slimy tongue, her heart skipping a beat when it ran over one of those wicked, beautiful fangs. She shoved these thoughts away, and shot the changeling a disdainful look. “I expected better from the Queen of the Changelings.”

“Why would a hunter lose their time being cunning, when dealing with a prey that yearns to be devoured.” Chrysalis purred. “I would rather rush to snatch an offered treat, rather than wait for another to take it first.”

Rarity frowned, a few choice words rising to her lips. It figured the changeling could feel her conflicted emotions. She had to be careful about how she handled Chrysalis, lest she be lured into her game.

“Rarity, I can’t find them!” Spike shouted, interrupting her thoughts.

“In the pantry, look in the back.” Rarity called back. “Now where were we…”

“Let me guess,” Chrysalis said, looking towards the kitchen door, “there are no paper towels.”

“Oh no, there are.” Rarity poured herself another cup, and she took a sip. “They are in the top cupboard, on top of the sink.”

A strange expression appeared on Chrysalis’ face, but it was quickly hidden beneath her usual smirk. Still Rarity was sure of it: she had seen a flash of irritation in the changeling’s eyes. Interesting…

“How mean,” The changeling cackled, “to make a fool of that little dragon.“

“Oh, I’ve done much worse to him.” Rarity said nonchalantly, looking at her hooves critically. “Spike isn’t the sharpest tool in the shed, but he has his uses. He can take a lot of abuse, and he’s so willing to help. A perfect little laborer.”

Rarity took another sip, and she shot a furtive look at Chrysalis, gauging her reaction. The changeling’s pupils had narrowed to fine slits, and the corners of her mouth were twitching down. The reaction was too genuine to be rehearsed, Rarity was sure of it. She hid her surprise, and went on with her lies, internally sending her apologies to the little dragon. Sorry Spikey-wikey, I’m only saying this to see how she reacts.

“I think he has a crush on me, poor deluded soul.” Rarity giggled, as if finding the very idea ridiculous. “Of course, such sentiments are easily exploited, and he does everything I ask. I just need to flutter my eyelashes, and he will move mountains for me. It’s quite pathetic really.” Rarity felt dirty for uttering such lies, but the changeling still needed one last push. “Did you know I use him as a pin cushion? He says it doesn’t hurt, but I think he’s just being brave to impress m—”

“Enough.” Chrysalis growled, her tone acidic and cold.

For the first time since the changeling had arrived Rarity felt a thrill of real fear, confronted with the infuriated changeling. Chrysalis bared her fangs with no hint of playfulness, green venom dripping from the sharp points. Rarity felt her fur stand on end, her flight instincts running amok, telling her to run, telling her she was in terrible danger… and she couldn’t stop a drop of arousal from streaking down her thigh. She and Chrysalis remained locked in a staring match, a few more drips soaking up her tail.

After a few more minutes Chrysalis took a deep breath, her feral expression softening. She gave Rarity an appreciative glance. “You are a good liar.” She said, her tone reluctantly respectful. “I’m impressed, you almost fooled me.”

Rarity tittered haughtily. She took a sip of her tea, then shot the changeling a teasing look. “Almost?” She hid her racing heart and swollen folds under a mask of aloofness, even if the changeling could probably see right through it. It was a question of principles.

“Why yes. Almost.” Chrysalis smiled wolfishly. “You are still alive, aren’t you?”

Oh heavens… Rarity had to bite her lips to keep an excited squeal from escaping, hidden behind her tea-cup. But she could do nothing to hide the gush that escaped from under her tail. Oh Rarity, you are such a hopeless girl…

“Hmmm, I knew it.” Chrysalis purred, sniffing the air long and deep. “I knew I recognized that scent when we met at Twilight’s Castle. The delicious blend of latex, leather and metal.” She narrowed her eyes, smirking toothily. “The smell of one who enjoys pain, tight knots, and leashes.”

Rarity kept her cool, despite her flowing nethers. She threw her mane back, and leveled a flat stare at her guest. “The term is BDSM, and I do dabble in the practice from time to time, yes.”

“Do you like my carapace because it reminds you of a latex suit?” Chrysalis teased, knowing the answer. “Is that why you have been drooling over me?”

“Maybe.” Rarity sniffed with affected indifference, but there was a hint of caution in her voice as she continued. “I would prefer if this information didn’t reach my friends. They wouldn’t understand.”

Chrysalis smirked evilly, and Rarity felt her heart drop. Figures. The changeling was going to humiliate her for this, she just knew it. Her reputation would be in shambles, the tabloids would have a field day, her career was over and—

“Here you go!” Spike barged into the room, a roll of paper towels in his claws. Rarity quickly pressed her tail to her dripping intimacy, trying to hide her leaking arousal as best she could. “I had to stack a bunch of chairs to get to it but…”

The little dragon stopped, then he sniffed the air, his brow furrowing. Rarity wished for the sweet release of death as she watched Spike inhale her shameful scent, burning embarrassment coloring her cheeks. She shot a look at Chrysalis, but the changeling only seemed amused by the scene; Rarity wouldn’t get any help from her. The little dragon gagged and made a face, his tongue sticking out.

“Eew, it’s that smell again!” Spike pinched his nose. “It’s the same stinky stuff that was all over the castle floor yesterday!”

Rarity’s eyes widened, and her gaze flicked to Chrysalis. The changeling chuckled, then mouthed the word “Twilight”, before winking at her. Oh my… Rarity gulped. So She and Twilight really have been… intimate.

“Spike, dearie,” Rarity started, wondering how she could salvage this, “that smell is—”

“Perfectly natural.” Chrysalis interrupted. Rarity stared at the changeling with wide, imploring eyes, but Chrysalis only smirked back. “If you want to know, that scent is coming from…”

Please don’t, please don’t, please don’t… Rarity implored, shaking her head at the changeling. But Chrysalis was anything but merciful, and her perforated hoof slowly raised to point directly at the unicorn. Rarity closed her eyes. I’m done…

“Me.” Rarity’s eyes shot open, staring at Chrysalis in surprise. The changeling winked furtively at her, her hoof now pointing at herself, then turned to a pouting Spike. “After Rarity spat on my face I might have tried to lick my muzzle clean, and, well.”

Chrysalis extended her tongue, showing off just how long and thick it really was. Oh my… Rarity gulped, and the musky scent intensified. Chrysalis wiggled her tongue around, her oozing saliva dripping everywhere, taking credit for the smell.

“Shee?” Chrysalis mumbled around her tongue. “Itsh only my shaliva."

Spike watched the organ with wide eyes. “Wow… that’s so… cool!” He jumped on his little feet. “I can do that too!” Spike stuck out his own forked tongue, and he started to pull on it like a magician on a rope. “Look!”

Chrysalis chuckled, swallowing her tongue in one long slurp. “I can see little one, that’s very impressive.”

“I can do tricks!”

“Oh? Show me, I’m watching.”

Rarity reclined on her chair with a relieved breath, her heart slowing down from its wild gallop. She watched idly as Spike demonstrated his own freakishly long tongue, jumping rope and curling it around his body. Chrysalis clapped her hooves and praised the little drake, Spike glowing with pride. Ponies were usually weirded out by his draconic tongue, and he seemed to feed on Chrysalis’ encouraging words.

Once again, the changeling completely dropped her snarky attitude with Spike, and that reaction when Rarity had pretended to abuse the little dragon’s helpful nature… Why was Chrysalis acting like that? Why would she care for Spike? Just—

“—why?” Rarity didn’t realize she had spoken out loud until Chrysalis shot her a look.

They stared at one another for a few heartbeats, then Rarity’s eyes flicked to Spike, the little dragon currently rolling on the ground, entangled in his own tongue. Chrysalis followed her gaze, her eyes softened, a pensive expression on her muzzle. The changeling hesitated, then she opened her muzzle, taking a steadying breath before answering.

Rarity expected lies, maybe some grand story about Chrysalis having learned the errors of her ways, being a nice changeling deep down inside, being misunderstood, anything to get Rarity to drop her guard.

“I don’t know.” Chrysalis said softly, only for Rarity’s ears. The changeling’s eyes were deeply conflicted, and Rarity was sure this was no act. “I don’t know.” Chrysalis repeated, her brow furrowing.

Rarity remained still, captivated by the confusion in Chrysalis’ eyes. She couldn’t be certain this wasn’t an act, but something told her the changeling really was telling the truth. A contemplative silence fell between them, only interrupted by the grunts of the struggling little dragon.

Rarity now had a choice: trust the changeling and try to understand her better, or show her the door. She thought of Twilight. She thought about her friend and how adamant the alicorn had been when telling them Chrysalis could be reformed. Her friend Twilight, who had gone as far as marry this monster, just to give Chrysalis a chance. One chance, that’s all Twilight had asked from them…

Rarity cleared her throat, and decided to throw the changeling a tentative olive branch.

“So, tell me,” Rarity began, pouring herself a new cup of tea, putting on a mask of mild interest, “have any of my designs struck your fancy?”

Chrysalis seemed to wake up from whatever thoughts she had been lost in, and she quickly turned back to Rarity. “Ah, yes!” Her teasing smile returned, but it wasn’t quite her previous devious smirk. It was softer, more genuine. “I did enjoy that white halter dress with the satin finish, the fell work was masterful. The golden embroidery on the back was also quite fetching; split stitching just makes the design pop out.”

Rarity blinked, surprised once again. “You know sewing?”

“I’ve been alive for longer than you can imagine, my pretty.” Chrysalis purred, her eyes lidded. “I’ve had many lives, I’ve learned many trades, and I’ve mastered many skills.” She smiled cockily, and her next words were tinged with a strong, familiar accent. “I ‘ave bin to many countrees, ma délicieuse petite Rarité. One of dem you kno veree well, si je ne m’abuse.”

“You’ve lived in Prance?” Rarity breathed. Suddenly she didn’t have to fake her interest anymore. She didn’t care if she was being so obviously baited, it was too tasty a morsel to resist.

“Oui, for a few lifetimes.” Chrysalis chuckled at the unicorn’s enthusiasm. “I’ve assumed many identities over there, learning trades to better blend in. A baker, a ballet dancer, a painter… And the apprentice of a famous fashion designer.” Chrysalis hummed as if lost in her memories, her horn shining as she absently helped Spike disentangle himself. “She was a shrewd one, that seamstress. She found me out before I could replace her, but I did learn a lot of her secrets before she tried to skewer me with a cloud of needles. I believe I’ve read in your journal she was your inspiration, what was her name... Jenny Linvan?”

“Tell me everything!” Rarity gave a high-pitched squeal, practically bouncing in her chair.

Chrysalis snickered, and she levitated a few pieces of paper towels to Rarity. “Of course, my pretty. But please, do contain your… enthusiasm.”

Rarity blushed, and quickly dabbed at the moisture under her tail, before Spike could get to his feet. The changeling winked at her, and she levitated Spike back into his chair once Rarity had thrown the soaked paper away.

“Now, where should I begin…” Chrysalis hummed, absently serving a new cup of tea for Spike, dropping three sugar cubes into his cup. “I arrived in the capital on a rainy day, and I found myself taking refuge in a most peculiar store. A boutique, very much like yours, with the most exquisite designs on display.”

“Tell me about them.” Rarity urged, levitating a blank parchment and a pencil, ready to take notes.

As she and Chrysalis got into an animated discussion about fashion, Rarity couldn’t help but wonder if she was being led right where Chrysalis wanted her. Considering the changeling’s victorious smirk, it was very likely, but in the end she had no choice but to let herself be taken. Chrysalis knew secrets she would kill for, gossips nopony knew about, designs never released or long forgotten…

The changeling was a well of information. Rarity just had to be careful not to fall in.

*******************

“She has fallen under her influence, I tell you!”

“Princess Luna, are you sure about this?”

“Yes! King Thorax, a thousand times yes! I wouldn’t have fetched you so urgently if I was not convinced! Do you take me for a fool?”

“Eeek! Okay, okay! No need to get mad…”

Princess Luna snorted hotly as she marched through the castle’s corridors, the scaredy changeling king scrambling to follow her hurried gait. They arrived in the hallway that housed Celestia’s chambers, the royal guards framing the golden doors saluting crisply as Luna approached.

“Alright, you know what must be done.” Luna cracked her neck, as if preparing for a fight.

Thorax gulped, and said in a small voice. “Drain Twilight of any changeling venom, if there is any—”

“There is.” Luna growled. “’Tis the only substance that will have eluded my spells.” Luna raised her ornamented hoof and prepared to push the doors open, her horn lighting up just in case.

“Hmm, Princess?” Thorax whispered. “Why do you think Twilight has been corrupted again?”

“She has made very inappropriate advances on my royal person.” Luna growled, her tail flicking. “Twilight would never do something like this, she is pure of heart.”

“I knew it… I warned you guys, Chrysalis can’t be trusted… I knew this whole wedding was a bad idea…”

“We all knew, but Sparkle wouldn’t listen!”

“Oh grub, Chrysalis is probably already nesting, she’s going to build a new army, she’s going to come after my hive, she’s going to eat my face, she’s going to…”

Before Luna could snap at the panicking changeling the door opened, and they took a few hurried steps back as a familiar purple head appeared. Twilight was looking over her shoulder as she silently slipped out, walking on the tip of her hooves. She breathed in relief as she closed the door behind her, and turned around; she gave a startled squeak when she realized she had company.

The three of them were frozen in shock, Twilight’s flustered gaze flicking from Thorax to Luna, the two rulers staring at Twilight with wide unbelieving eyes. Or more precisely, staring at her clothes.

The young alicorn was wearing what could only be described as an old and tattered baby outfit. She had a cute pink nightcap on her head, faded with age. Her hooves were dressed in little fluffy sockies, and she had an old bib covered in hearts around her neck. Twilight’s mouth opened in embarrassment, a pacifier falling from between her lips with a plop. The two guards shot furtive looks at the horrified princess, and one of them was unable to suppress a snort.

Twilight’s head snapped towards the guard. “Not. A. Word.” She hissed. She levitated the little hat off her head and yanked the bib from her neck. “Hours…. I’ve been stuck in there for hours, waiting for her to go to sleep!” She kicked the socks off her hooves one by one, grinding her teeth. “I’m going to repress everything that happened in there… Maybe a memory spell…” She put her hoof on her muzzle to stifle a burp, her eyes widening as a milky scent tickled her nose. “… Nope, not thinking about it, it’s fine. It’s perfectly natural, very nutritious, there’s nothing gross about it. It’s fine!”

While Twilight continued to rant, Luna discreetly leaned closer to Thorax, and whispered into his ear. “So?”

“Well…” Thorax said softly, his brow furrowing. “Twilight’s been bitten, yes…”

“Huzzah!” Luna cheered in a hushed voice, throwing one hoof in the air. “I knew it!”

“But, I can only sense pain-reducing venom, very diluted at that. Nothing that would affect her mind.” Luna lowered her hoof, her smile melting away. “There is no trace of corruption of any kind. She just has Chrysalis’ scent all over her, and…” Thorax’s gaze flicked to Twilight’s belly, and his blush intensified. “Oh grub…”

“So… she is herself?” Luna mumbled, stunned. “And Twilight wants me to… join them?” She gulped. “No, I could never— “

“What are you guys whispering about.” Twilight asked, making Luna give a startled yelp. She discarded her last little sock and trotted closer to the royal pair. “Luna? Your cheeks are really red, are you okay?”

“I must go care for my sister!” Luna blurted, her wings flapping open. “Farewell!” Her horn flashed, and she was gone in a burst of blue magic.

Twilight shielded her eyes with a wing, then she sighed in aggravation. “Alright, something’s definitely going on, and I’m pretty sure I know who is responsible.” She turned to Thorax, and she breathed in relief. “Thorax! Oh thank Celestia, I have so many questions!” She moved to hug him, but the changeling king quickly backpedaled, holding his hoof up.

“Don’t come any closer!” He whimpered. Twilight paused, confused by the changeling’s apparent fear. “I-I’m sorry, the scent, it’s…” He shook his head. “You smell like Chrysalis… I can tell you two have been... intimate.”

“Oh…” Twilight blushed deeply. “But… I took a shower this morning?”

“Sorry, but any changeling will be able to smell it. Stallions might too, but only a little.” He shivered. “I should go. Chrysalis is a rival queen, to be so close to one of her pregnant brood-mothers is dangerous. She could kill me for even being in the same room as you.”

“Wait wait wait, pregnant?” Twilight jerked back, her brow furrowing. She shook her head, giving Thorax a reassuring smile. “No, I can’t be pregnant, I know my cycles, my heat isn’t for another two weeks.”

“That won’t matter when mating with a changeling queen.” Thorax whimpered, cowering back like a cornered rabbit. “No matter when it happens, a queen's… fluids, will make the mare enter an early estrus. All your fancy pills and contraceptive spells won’t work either.” He looked down, his ears flopping in distress. “I’m so sorry Twilight, I told you this marriage was a bad idea, you must be devastated…”

Twilight stood still, slowly coming to terms with what Thorax had just revealed. Carefully, she sat back on her haunches, and brought a hoof to her stomach. She gently rubbed her belly, unbelieving, her mind in turmoil. I’m… pregnant? The thought alone was unbelievable. Sure, she had always wanted to have foals one day, she wanted to know the joys of motherhood, teach her foals everything she knew.

But this was so sudden. She didn’t know if she was ready for this so soon. She was torn between happiness and surprise, so for now she settled on being terrified.

“How… how can you tell?”

“Your scent.” Thorax tapped his nose. “It’s a little hard to tell, since Chrysalis covered you in her pheromones, but it’s there.” He made a face. “Actually, I’ve never seen her mark a mate so thoroughly; she marked you as a fellow queen, not a common brood-mother. It’s an honor she never gave before… I wonder what she’s planning.”

“Are… are you sure?” Twilight asked in a little voice, still unsure on how to react.

Thorax gulped, as if afraid of asking his next question. “D-did Chrysalis start nesting?” Seeing Twilight’s confused look, he elaborated. “A nesting queen will go into a hunting frenzy, bringing a lot of food for her gestating mate. She will make sure her mate is comfortable and she’ll build hive chambers to have a safe place to lay her eggs. Oh, and she might be really clingy until the pregnancy has completely taken.”

“Oh… that explains her weird behavior…” Twilight mumbled, her brain slowly accepting the idea. I’m pregnant. I’m going to be a mom. A little smile tugged at her lips, a wonderful warmth filling her chest.

“So, she really has started her hive already.” Thorax shivered. “We should do our best to stop her before she can…” He paused, and he gave Twilight a perplexed look. “Wait… are you happy about it?”

“Maybe….” She said in a little voice, her hoof tracing circles on her belly. She still felt incredibly scared by the prospect of being a mother, but she could feel a strange glow warming up her heart. Just the thought of a little life growing in her belly… little life… wait, did Thorax just say… She slowly looked back at Thorax, her eyes wide. “Did… did you just say lay her eggs?!”

“Hmm, yes?” Thorax tilted his head, then he understood Twilight’s horror. “No, no! You aren’t going to lay eggs, you aren’t a platypus!” Twilight breathed in relief. “It’s Chrysalis who’s going to lay eggs.”

“She’s going to what?”

“Queens lay eggs… I thought that was obvious.” Thorax shrank back from Twilight’s outburst. “They can breed with both mares and stallions, it’s the best way to make sure the hive has a healthy number of drones. It’s one of their main purposes! We’re still looking for a substitute queen for my hive, otherwise we won’t get new drones.”

“So… a queen is the only changeling that can reproduce?” Twilight frowned. That made sense, considering how insect-like changelings were. Insect queens were often the sole reproductive members of a hive. But that meant… “Is… is Chrysalis your mother then?” At Thorax’s hesitant nod, Twilight gulped thickly. “Does… does that mean I’m your mother in law?”

Thorax blinked, as if puzzled by Twilight’s question. Then his eyes widened. “Ah, no! That’s a very pony way to look at this, caring about family links like that. It’s not how changelings do things. A queen thinks of her hive as a whole, she cares for her children as a collective, not as individuals. I don’t think a queen is even capable of being what you ponies call ‘motherly’, she would go crazy if she loved all her children like you ponies do. We’re just too many.”

That gave Twilight pause. Thorax had said a queen was by nature incapable of being motherly… but what about the way Chrysalis had acted with Spike?

“If Chrysalis is nesting already, I must go back to my hive, warn my people.” Thorax started to pace, his wings buzzing in agitation. “We need to find our own queen, or Chrysalis will take over us when her brood is born.”

“Thorax, stop.” Twilight said kindly, reaching out to him. She retraced her hoof when he winced back in fear. “Listen, I know you don’t trust Chrysalis, but you can trust me. She won’t touch you or your hive ever again.” She gave a confident smile. “I’ll make sure of it.”

Thorax watched her with a dubious frown. “I don’t know Twilight…” He then perked up slightly. “Actually, we should be fine, since you signed a pony marriage contract with her. Normally she would be going around trying to find more mates at this very moment, to produce a large quantity of drones. But since she has to respect your pony customs to keep the contract valid, she can't build a harem of mares and stallio—”

Twilight jumped to her hooves, startling Thorax into a squeak. Her eyes were wide, her confident smile gone. “Yes, yes she can!” Twilight said in horrified realization. “I gave her permission to court my friends!”

“… You gave her permission?” Thorax blinked. He shot Twilight a bewildered look. “So, Luna was right about you being open to that kind of thing...”

“No, I’m not! I thought she was joking!” Twilight started to dance on her hooves in agitation. “I thought she was teasing me!”

“Oh… well you might want to hurry home Twilight.”

“N-no, I know my friends, they would never… And Chrysalis, she was so kind with me and…”

“Twilight, you don’t know Chrysalis like I do.” Thorax insisted. “I thought you would be the last pony to put your guard down, but she obviously already got to you, made you trust her. She will do anything, become anyone, all to get what she wants from you. Don’t trust anything she does or says!” He hesitated, then laid a hoof on her shoulder. “Remember at Cadance’s wedding, how she managed to get your friends to turn on you, just to get you out of the way? Do you think she won’t do it again?” He gestured to Celestia’s door. “Do you really think it’s a coincidence you’re here, and she’s in Ponyville, alone?”

Twilight stood there, her mind processing all this information, her stupor lasting for a few hurried heartbeats. Then she was running down the corridor, her hooves scrambling to gain traction on the smooth marble flood.

“She’ll probably go after your closest friends first, she had her eyes on some of them for a while.” Thorax warned, buzzing after her. “Then she’ll look for a stud to fertilize her eggs…”

“A-a stud?!” Twilight had a vision of coming home to find Chrysalis in bed with Big Macintosh, and she felt her blood boil. Her hurried canter turned into a full-blown gallop, angry snorts escaping from her nose. “Oh no she won’t!”

Thorax buzzed besides her, looking at her in confusion, and his eyes went wide. “Oh… Oh no… You actually… You actually care for Chrysalis…”

“Yes, I do,” Twilight breathed, her eyes narrowing, “and she’ll remember that once I’m done with her! She’s mine!”

Thorax flinched back, a flash of fear appearing on his muzzle. “Listen to yourself… This doesn’t sound like you!” He whispered urgently. “Please don’t lose yourself like this, that’s what she wants! She wants you to become like her! She isn’t worth being jealous… She’s pure evil…”

Twilight ignored Thorax and leaped through the first open window she found. She took to the skies, leaving a stunned Thorax behind. She swooped down towards Ponyville, wind screaming in her ears, her horn sizzling. She looked to the west, and her heart skipped a beat when she saw the sun lowering over the horizon. It was much later than she had thought.

Hopefully it wasn’t too late.

*******************

“Well, this was lovely, but it’s getting late.” Rarity took off her glasses. She graced Chrysalis with a teasing look, flicking her tail playfully. “Unless you want to spend the night, we should wrap things up.”

“Is that an invitation?” Chrysalis responded with a suggestive smile.

“Why yes.” Rarity fluttered her eyelashes. “It’s an invitation for you to leave before I have to kick you out. I was only being polite about it.”

Chrysalis chuckled, and she put down the parchment she was scribbling on, adding it to the pile of sketches she had created. “Shame, I was almost finished with this one.”

“How awful.” Rarity sighed dramatically. “Now you’ll be forced to come back another time to finish your design.”

“Having to see you again seems like a horrible fate, yes.”

“I can imagine. Hosting a dreadful creature such as yourself has been atrocious for me as well.”

“You flatter me.” Chrysalis bowed, and took Rarity’s hoof to place a gentle kiss on its tip. “Let me remain for the night and I will show you how truly dreadful I can be…”

“You shameless cad!” Rarity retracted her leg and hid a giggle behind her hoof, her rosy cheeks pleasantly warm to the touch.

A whole afternoon. For a whole afternoon Rarity and Chrysalis had worked together, moving to Rarity’s workroom on the first floor. And it had been a marvelous time, Rarity couldn’t deny it. Despite all her misgivings for Chrysalis, she had to admit she had been charmed by the witty changeling and her silver tongue. Chrysalis knew how to banter and gossip like the best socialites, and she had something a lot of fashion sycophants lacked: raw, natural charisma.

Beauty, intelligence, wonderful conversation skills… truly a deadly combination, one that Rarity was particularly susceptible to.

“There is no shame in the appreciation of perfection.” Chrysalis let her lidded eyes roam over Rarity’s frame, licking her lips in unrepentant hunger.

“Why Chrysalis, are you trying to seduce me?” Rarity tittered, turning to put her glasses away. It was mere coincidence that her tail brushed against Chrysalis’ chin, honestly. “A married mare, making such advances… How improper!”

“Even the most virtuous will succumb to temptation,” Chrysalis breathed into Rarity’s ear, making the unicorn shiver, “when presented with an irresistible treasure.” Her hoof brushed against Rarity’s cutie mark. “And I’m far from virtuous.”

Rarity bit her lips, and her tail started to flag, her soft hairs brushing against the changeling’s barrel. Chrysalis was so tall, she could practically step over her, something the changeling was taking advantage of as she loomed over her prey. Rarity could feel Chrysalis’ breath on her nape, the changeling pressing her muzzle into Rarity’s mane, almost mounting her in the process. Rarity rolled her hips teasingly, and she suppressed a little excited squeal as her rump brushed against Chrysalis’ chest.

The changeling’s hooves fidgeted on the floor, as if barely restraining herself from rearing up, giving Rarity a burst of satisfaction, to know she could put the collected changeling in this state. Chrysalis snorted in excitement, the blast of hot breath sending tingles into Rarity’s spine, a vulgar wink escaping her control. An open invitation, one that Chrysalis could feel against her chest.

Rarity knew they were treading dangerous waters, but she couldn’t help herself.

It had started small. A few brushes as they worked. A tail dragging on the other’s flanks. A breath tickling the other’s mane. An underhanded salacious compliment. Their sides pressing against one another as they crowded around a sketch. Rarity and Chrysalis had teased one another for hours, the unicorn slowly falling prey to the changeling’s seduction… then Chrysalis had escalated their little game.

Rarity should have put a stop to it, she should have rebuked Chrysalis when she had first sniffed under her tail, before skittering away when Rarity had looked back in mock affront. The changeling had only gone further and further since, her playful teasing turning into what could only be described as a mating ritual. Gentle nibbles on her flanks. Furtive kisses on the base of her tail. A too friendly nuzzling of her mane. Playful half-mounting to nip at her nape. Rarity had accepted all these advances, her remorse overwhelmed with primal desire.

And when the changeling had dragged the tip of her sharp fangs over the curve of Rarity’s neck, leaving a faint pink outline, the points threatening to pierce her coat… She had needed more paper towels after that one. The thought alone was enough to make the fire in her belly flare up, and soon Chrysalis’ chest was dripping with fragrant droplets.

Chrysalis sniffed at the air, and she growled loudly. Emboldened by Rarity’s scent, Chrysalis took a step closer, her chest brushing over Rarity’s rear, her legs moving to embrace the fashionista’s shapely hips. This would not be a playful mounting, this was serious, she was about to…

“No… Stop.” Rarity gasped out, her breath shortened. “We can’t.”

Chrysalis exhaled in disappointment, her hooves falling back to the floor. “Why do you deny yourself?” She backed a few paces, and Rarity felt the changeling’s breath on her dripping folds. “You desire this as much as I do.”

Rarity quickly turned, her face flushed but set in a stubborn frown. “I can’t do this to Twilight.” She shook her head. “This afternoon was lovely, but it was a mistake. Please, leave.” She gestured to the door, and the stairs beyond.

“Afraid you won’t be able to resist?” Chrysalis teased, her tongue slithering out from between her fangs. “Afraid you will give yourself to me?”

“Yes.” Rarity answered bluntly.

Chrysalis took a deep sniff, and her eyes fluttered madly. “Hmm, so much lust… and yet you still resist… So much control over your desires…” She shivered, then gave Rarity a ravenous glance. “I must have you.”

“No.” Rarity gestured to the door, more forcefully this time. “I won’t betray my friend.”

“Is that the only thing stopping you?” Chrysalis purred, circling around her prey. “The only reason you deny yourself?”

Rarity opened her mouth, ready to snap at the changeling and throw her out before her base desires could win over her tight control… But her tirade died on her lips as Chrysalis’ horn flashed, and a green orb appeared before her. Rarity took a step back, watching with wonder as the orb started to glow, a swirl of green slowly resolving into an image of Twilight. The alicorn was trotting on a dirt path, her nose in the air. From the high angle and the way the image flicked to focus on the alicorn’s rear, Rarity understood she was watching one of Chrysalis’ memories.

Then Twilight’s voice resonated around the room, echoing strangely.

“If you think you have a chance, go and try your luck with them.” Memory Twilight said, her tail flicking dismissively. “I won’t stop you.”

“But, what if one of them accepts?” This time it was Chrysalis’ voice that echoed from the orb. “You don’t mind sharing me with another pony?”

“I don’t care at all! Sharing is caring, after all.”

The orb slowly melted away, dissolving into a green haze, frozen on the image of a smirking Twilight. The naughty look on the alicorn’s face sent a thrill into Rarity’s belly. She gulped, Twilight’s words quickly making her convictions crumble, eroded by her burning desire. She felt her excitement flowing freely on her thighs, but she held to the last shreds of her self-control.

“How do I know this isn’t fake.” Rarity breathed. “You could have made it all up…”

“You know I didn’t…” Chrysalis purred, stalking behind her, leaning down to press her muzzle into Rarity’s dripping intimacy, like a dog sniffing a bitch in heat. “And think about it, do you really think I would put my marriage with Twilight in jeopardy with such a blatant lie?” Chrysalis’ voice then softened, and she said in a whisper. “She is very important to me…”

Rarity was hit by the sincerity behind that last statement. She was no Applejack, but she was convinced the changeling had meant that, with the bottom of her heart.

“So?” Chrysalis leaned over her, breathing into her ear teasingly. “What will it be?”

Rarity’s mind scrambled for an out, and she grasped at her last straw. “I-I have no condoms, and as I’m sure you are aware, I am in heat, so…”

“Would this make you feel better?” Chrysalis produced a box of anti-pregnancy pills. She smirked. “One of your friends forgot it at the castle, she left in a hurry when morning came.”

“A-at the castle? In the morning?” Rarity squeaked, the implication chipping at her crumbling resistance. “You don’t mean…”

“I’ll always remember that sight, her and Twilight in bed, watching me rub myself.” Chrysalis licked her lips. “Delicious…”

“So… I wouldn’t be the first to… with you?” Rarity’s gaze flicked to the box of pills, and she gulped audibly. “And Twilight is…”

“Twilight is occupied, but if you want to wait for her to join us, we can.” Chrysalis shrugged, unconcerned. She took Rarity’s hoof and placed the box on it. “I will go downstairs and tell Spike you will be taking me for a private fitting. I will send him home, and lock the boutique. Then, it’s your choice: when you come down, we will either have a nice cup of tea and talk, or…”

Chrysalis bit down on the base of Rarity’s neck, more forcefully than before. Rarity gasped as those dangerous fangs threatened to sink into her flesh, her tail flagging high as a squirt of arousal sprinkled her workroom floor. Chrysalis growled, holding the unicorn by the throat for a few heartbeats, then she took a step back, smiling wide, showing her nightmarish maw.

“Choose, ma belle. Tea, or the best ride of your life. I will be waiting for you.”

Rarity panted hotly as Chrysalis turned away. The changeling strutted her way to the door, her rolling hips disappearing down the stairs, giving Rarity one last parting glimpse at what she could hope for. Rarity heard the changeling talking with Spike downstairs, but she didn’t give it any thought: all her attention was focused on the box of pills resting on her hoof. She trembled with indecision, her heated desires clashing with her conscience, the fact that Twilight was such a libertine making her even more excited…

There was only one right choice.

Rarity took a deep breath, regaining control over herself, her tail slowly lowering. She eyed the box with a disdainful frown, the corner of her lips twitching down.

“I won’t let you toy with me so easily.” Rarity huffed. She tossed the pills on her dresser, and took a resolute step towards the stairs. “Think you can manipulate me so easily?” She stomped her way downstairs, her brow furrowed. “I think not.”

She had a cheeky changeling to teach a lesson in manners.

*******************

“I… need… more… flying… lessons… *gasp*!”

Twilight was panting for breath as she landed on her bedroom balcony, her wings in disarray. She had forgotten how tired she was when she had left Canterlot in a huff, and now she could barely keep herself airborne. She had ended her trip gliding rather than flying, and the sun had already set over the horizon.

“It’s fine… it’s fine…” Twilight panted, pushing her balcony doors open. She eyed the empty bed, half relieved to see it empty of any big red stallions, and half terrified by the absence of any stupid sexy changelings. “That doesn’t mean anything… she’s probably downstairs… in the kitchen…”

She dragged herself to her bedroom door, groaning all the way. Once in the corridor, she started for the kitchen, but paused when she saw light coming from a room down the hallway. Spike’s room.

“Spike?” Twilight called, hope flaring in her chest. “Are you in there?”

One suppressed burp later, and Spike had opened his door, a plate of… something, in his claws. “Oh, hi Twilight! How was your trip to Canterlot?”

“I don’t want to talk about it.” Twilight groaned. She eyed the food Spike was munching on, her nose scrunching. “What the hay is that? It smells awful.”

“I dunno, Chrysalis called it a secret-ingredient-loaf.” He shrugged, then shoved another forkful of bready goodness into his maw. “It tasted a little weird at first, but now I really like it! It has powdered amethysts in there, it’s spicy!”

“Yuck” Twilight made a face, then remembered herself. “Spike, do you know where Chrysalis is?”

“Oh yeah, I was with her all day.” Spike said happily, munching on his dragon food.

“Thank Celestia…” Twilight breathed in relief.

“She’s at Rarity’s boutique right now.” Twilight’s heart skipped a beat. “She told me she was going to stay there all night for a private fitting.” He took another bite. “Those two really got along, it was pretty nice… are you okay Twilight? Your eye is twitching really bad…”

Twilight was running like the wind before Spike could finish his question, her exhaustion forgotten. In a flash of magic, she teleported to the front of her castle, still running as she charged her next teleport. Ponyville flashed by as she sprinted in the night, the red flashes from her magic giving the houses a ghostly quality. The few ponies still out looked at her go by, but otherwise didn’t bother her; it was just Twilight being Twilight they commented.

A few blinks later she arrived at Carousel Boutique, her horn sizzling with excess magic.

She eyed the boutique, her heart sinking as she realized the blinds were drawn, the door locked tight. A quick teleport later and she was inside. It was not in her habits to teleport into a locked house like this, but this was an emergency. The boutique was dark, the ponyquins seeming to follow her with their empty eyes. She shivered, and silently crept deeper into the boutique. She perked her ears, trying to locate her crazy wife, and a noise quickly reached her.

It sounded like the clinking of silverware on fine porcelain, coming from Rarity’s lounge.

Twilight silently crept closer to the closed door, listening carefully. Were they having tea in there? She slowly pushed the door open, completely confused.

“Ah, Twilight! I was wondering when you would arrive.” Chrysalis raised her teacup in greetings, perking up in her long-chair. “Come, sit, the tea is still hot!”

Twilight stood frozen in the doorway, her wide eyes roaming over Chrysalis’ body. The changeling was reclining on her side, her spent stallionhood draped limply over her thigh, semen dripping from the tip, joining a small puddle on the floor. Her carapace was crisscrossed with what could only be whipping scars, the lashes leaving shallow furrows on her usually smooth skin. Her belly was covered in rosy drips, candle wax Twilight realized, and the changeling still sported broken cuffs on her front hooves, the metallic links going into her leg-holes.

Twilight slowly came closer, her eyes focused on Chrysalis’ cock. It had obviously just been used, thoroughly, and there were smears of red lipstick all over it… even up to the base.

“I was right you know.” Chrysalis purred, startling Twilight. The changeling smirked cockily, her fangs glinting dangerously. “She is a screamer.”

“W-what did you do to her…” Twilight whispered, her head flicking around; there was no sign of Rarity anywhere. “Where is she?”

“Oh, do not worry my sweet,” Chrysalis’ horn flashed green, and a glowing orb appeared between them, colors swirling within, “I was going to show you…”

Chapter 6: Rarity's Concerto (clop)

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“Aaaw, come on, let me stay!”

“Trust me, little one. In this matter, you won’t be able to help. Not before several years at least.”

“But I assist Rarity all the time! I’ve been down here all day organizing her gems! I’m totally helpful! *Burp*”

Chrysalis shot Spike a deadpan look, the little dragon covering his mouth to stifle another burp. He gave her an innocent look, his awkward grin not convincing in the slightest; the gemstone shards peppering his snout didn’t help his case. Chrysalis rolled her eyes, and gently pushed the drake through Carousel Boutique’s front door, ignoring his halfhearted protests.

“Now, you go back home,” Chrysalis leaned down to look him in the eyes, “and don’t you dare eat more pastries. Those are for Twilight, you don’t need to get any fatter. I left something for you in the oven. It will look like a fruitcake.”

“Aww…” Spike scuffed his feet, pouting. “Not one cupcake?”

Chrysalis narrowed her eyes, then groaned. “Fine, one cupcake, but you eat the mea… I mean, you eat the secret-ingredient-loaf whole. Ah-ah, I don’t want to hear it! It will make you grow big and strong. Now scram!”

Spike grumbled and started to waddle away to the castle, kicking pebbles as he went. Before he could get out of earshot, Chrysalis called for him.

“And when Twilight gets home tell her I’m here!” She smirked evilly. “I don’t want her to worry!”

Spike waved back in acknowledgement, and he disappeared around a corner. Chrysalis cackled in mischief, then quickly got down to business. With a burst of green magic, she unraveled the curtains of the bottom floor, locking the front door with a satisfying click. Chrysalis shot a glance towards Canterlot Castle before the last blind fell down, obscuring the boutique. “I hope you are enjoying yourself over there Twilight… because I certainly will.” She cackled in the gloom, a wolfish grin stretching on her muzzle.

“What are you snickering about?”

With a burst of blue magic the chandelier flared to life, bathing the showroom in warm light. Chrysalis looked over her shoulder, and her grin widened as she took in Rarity’s assured expression. The unicorn had her muzzle set in a confident glare, a far cry from the nervous wreck Chrysalis had left upstairs. Rarity held her nose high, her eyes imperious and haughty. The picture of a disdainful lady. Now that was the mare Chrysalis wanted to rut into the ground.

“So,” Chrysalis purred, “have you made your choice?”

“Yes, I have.” Rarity gestured for Chrysalis to come closer, her expression neutral.

The changeling smirked victoriously. She sauntered over and leaned towards the unicorn’s throat, ready to bite down on her prey, ready to take what she wanted… she wasn’t ready for the vicious slap that hit her across the muzzle.

Chrysalis’ head whipped to the side from the impact, the sharp sound of hoof connecting with carapace making her ears ring. She stumbled to the ground, more from surprise than any real pain —it would take much more to hurt her through her carapace— and she leveled a shocked gaze to the fuming unicorn standing over her.

“If you think I’ll be manipulated so easily, you are more foolish than I thought.” Rarity said through gritted teeth. She didn’t try to hide how excited striking Chrysalis had made her, but she still remained in control. “You spoke of leashes before, well let me tell you something, darling.” Rarity sniffed. “I am the one who holds the lead in this household, I don’t submit to just anypony. Now, get out!”

Rarity twirled around, her tail slapping wetly against Chrysalis’ open muzzle, and she walked away in a huff. The changeling watched the unicorn with wide, hungry eyes, her desire to have this beautiful mare only increasing after this display of assertiveness.

By the swarm, she is so fierce… She will be a perfect breeding mare. I MUST have her! Chrysalis thought widely, her chops oozing with saliva and venom. She wanted nothing more than to leap on Rarity’s back. Bite down on her soft throat. Take the unicorn by force. Listen to her screams slowly turn into pleasured moans, the venom coursing through her veins taking away her free will…

But she couldn’t. It was too soon to revert back to her old habits: Twilight wouldn’t understand, the alicorn was still too innocent, she would not accept Chrysalis’ actions… not yet at least. Soon things would be different, very soon. For now, she couldn’t break Rarity by force, she had to find another way. Thankfully, Chrysalis had more than one trick up her sleeve.

Since her plan to appeal to Rarity’s submissive side had failed, she opted for something more subtle, and far more wicked. The unicorn wanted to be dominant? Well fine, Chrysalis would give her what she wanted. She would give Rarity exactly what she wished for; what she dreamed of, deep down inside. Chrysalis smirked, and her body was consumed by green fire.

Rarity gasped as green light flashed around her boutique, and she quickly turned to see what the changeling was up to… and she froze. Her eyes went wide, her tail flicked, and her lips moved to mouth a silent “Oh no…”

Fluttershy looked back at her with those big, innocent, watery eyes. The poor pegasus was curled up on the ground, tears flowing freely. She was holding her cheek with a stricken expression, an angry red hoofprint spreading on her coat: Rarity’s hoof print. The petite yellow mare whimpered pathetically, hiding behind her flowing pink mane, her body shaking with suppressed sobs. She flinched back when Rarity spoke, squeaking in fright.

“What are you doing…” Rarity breathed, taking an unconscious step forward. She knew this wasn’t Fluttershy, but she could not stop her heart from aching at the sight of her dear friend in such a poor state. “Stop it…”

“I’m sorry Rarity… please don’t hate me…” It was Fluttershy’s voice, it was Fluttershy’s heartbroken voice to a T. Even her little snotty sniffle was perfectly imitated. “Please… I don’t want to lose you…”

“No, Fluttershy I…” Rarity began to reach out, and stopped just before she could embrace her friend. No, not her friend. “Chrysalis, please stop… please don’t do this…”

“NO!” Fluttershy wailed, her sorrowful cry echoing around the boutique. The pegasus latched onto Rarity’s hooves, looking up at the unicorn with those big, imploring, tear-filled eyes. “Don’t throw me out! Please Rarity, I’ll do anything!”

Rarity stood still, her mind at war between her brain that knew this wasn’t real, and her aching heart that was screaming at her to console her crying friend. And Fluttershy’s words echoed around her mind. Anything.

Fluttershy crawled on the ground, prostrating herself before her friend, hugging Rarity’s hooves to her chest. “Please… I’ll… I’ll do anything you want…” She said submissively, her little voice quivering. “I’ll do anything you ask… anything…” Fluttershy kissed Rarity’s hooves, her imploring voice slicing through Rarity’s self-control.

“You can do whatever you want with me… without consequence…” Fluttershy’s eyes flashed green for less than a heartbeat, then they returned to their original azure hue. “You won’t have to hold back… I’ll take it without resisting…”

Rarity couldn’t look away. She couldn’t look away from these gorgeous blue eyes, the same eyes that had haunted her darkest fantasies for so many years. How many times had she dreamt of this, how many times had she moaned Fluttershy’s name in the middle of a climax, her mind picturing the pegasus looking up at her in total submission, under her total control. Just like the fake Fluttershy was looking at her now.

Chrysalis was giving her a chance to play out one of her most private, most secret, dirtiest fantasies. She was giving her an offer she could hardly refuse. Fluttershy then gave a meek little whimper, and something snapped in Rarity’s mind. The unicorn inhaled deeply, shuddering as she took her decision.

“Anything?” Rarity breathed, her tone calm and commanding.

Fluttershy nodded, her eyes brimming with desperate tears. “Anything…”

“Alright,” Rarity slowly cupped her hoof under Fluttershy’s cheek, marveling at how soft her yellow coat was, “do what I say, and I’ll forgive you.” Fluttershy leaned into her hoof, making soft happy noises. “But if you don’t obey me… I’ll have to punish you...”

Fluttershy winced back fearfully, as if cringing back from a blow. Rarity faltered, and she almost reached out to console her friend… but Fluttershy’s eyes flashed green, reminding her this was just a fantasy. A fantasy where she could do whatever she wanted, without consequence. Rarity took a deep steadying breath, and when she looked back at the tearful Fluttershy there was no pity left in her gaze.

“Do you understand?” Rarity took Fluttershy’s chin none too gently, making the crying pegasus look her in the eyes. “If you accept, you will be my little pet for tonight.”

Fluttershy hesitated, then finally nodded, tears falling onto Rarity’s hoof. “Yes Rarity…”

“Yes mistress.” Rarity corrected, savoring how the words rolled on her tongue.

“Yes mistress!” Fluttershy squeaked out with a shiver.

“Good girl.” Rarity gently patted Fluttershy over the head. “Now, don’t move.” Rarity’s horn flashed, and Fluttershy’s vision suddenly went dark, a strip of black cloth snaking its way over her teary eyes. The pegasus trembled as she was blindfolded, but didn’t resist. “Follow me.”

Fluttershy blindly stumbled on her hooves, and she whimpered as Rarity’s magic tugged at her mane, directing her forward. She obediently followed Rarity’s directions, squeaking out whenever the unicorn yanked on her mane. She heard a door open and close. They crossed a room, probably Rarity’s lounge, and then stopped. Fluttershy’s ears twitched as she heard something heavy being dragged on the floor, like a wardrobe or a dresser. She couldn’t be sure; she couldn’t see anything through the blindfold.

“Go forward,” Rarity commanded, “there are steps. Go down, and wait for me.”

Fluttershy gulped and she carefully groped her way to the first step, afraid to fall down the flight. As far as she knew, there was no underground to Carousel Boutique, where was Rarity taking her…

“Faster!” Rarity snapped.

Fluttershy squeaked as Rarity gave her rump a sharp spank, probably leaving another red hoofprint. She blindly staggered her way down the hidden stairway, bumping against the wall when the stairs turned in a half spiral. She soon found the landing, almost tripping on her clumsy hooves, and stood waiting for Rarity’s orders.

The air in the underground room smelled strange. It had scents Fluttershy didn’t recognize, and she whimpered in fear. Rarity’s boutique was welcoming and nice, but this room… there was something oppressive about it. Being blind only helped her become more and more frightened.

She had to wait for a few interminable moments, then Rarity spoke from behind her, startling the poor pegasus. “Not many ponies have been down here, my dear. You should feel honored.” Rarity walked past, her tail brushing against Fluttershy’s flanks. “So very few share my interests, particularly here in Ponyville. I usually have to go to Canterlot to find clubs that cater to my particular… tastes.”

“W-what t-t-t-tastes…” Fluttershy mewled timidly.

She cried out when the blindfold was ripped off, and she gasped in fear, looking around wildly. The room was illuminated by candles, the walls covered in red velvet, but it was the tools all around that made her shiver. The walls were lined with racks overflowing with scary objects, ranging from whips and crops, to ropes and hoof-cuffs, and a whole assortment of latex clothes that looked far from comfortable. There was also a display case in a corner filled with dildos, of different sizes, shapes and colors.

A raised pillory, a bed framed with chains, a suspended cage and other shackles of all kind completed what could only be described as a dungeon.

“Welcome,” Rarity purred, walking into Fluttershy’s field of view, “to Carousel Boutique’s backroom.” She smiled teasingly. “I hope you like my creations?”

Fluttershy’s eyes boggled, taking in Rarity’s clothes. The fashionista was decked in a dominatrix outfit, the black shiny latex in stark contrast to her white fur. Rarity wore a frilly mask that did very little to hide her identity, a tight corseted bodice that made her rear stand out even more than usual, and long laced boots all the way to her thighs. She was terribly attractive in this getup, and Fluttershy blushed fiercely when her gaze turned to her friend’s rear.

The only part of Rarity’s body that was completely uncovered was her backside, the latex suit letting her flanks in full view. Her buxom rear seemed even more enticing than normal, with the bodice bringing attention to her wide hips. Rarity’s mane and tail had been tied up with black nylon, giving her a severe look. Her lips were shockingly red, her lipstick glossy and thick. The unicorn had a red collar with a leash in her magical grasp, and she was watching Fluttershy with a haughty gaze.

“Last chance to back out, Fluttershy”. Rarity warned, waving the collar under the pegasus’ nose. “Once I put this around your neck, you’ll be mine until I release you. Understand?”

Fluttershy gulped, her body shivering, but in the end she nodded her consent. Rarity smirked, and she clasped the collar around Fluttershy’s neck, making it nice and tight. The unicorn then carelessly yanked on the leash, making Fluttershy stumble to the ground, at Rarity’s hooves. The fashionista smirked, caressing her pet’s cheeks, her eyes shining with hunger.

“Now, I must warn you: I enjoy more than just domination.” Rarity breathed hotly, almost getting off on the admission. “I enjoy pain. I enjoy receiving it, but I also enjoy giving it.” Rarity purred, her horn giving off little sparks. “I am going to hurt you, dearie. I am going to make you scream. Do you understand?” At Fluttershy’s terrified nod, Rarity’s smirk grew. “Good.” She then tugged on the leash, leading a trembling Fluttershy towards the racks full of whips.

Midway she hesitated, then leaned into Chrysalis’ ear to whisper, “The safeword is ‘cockroach’, like a certain bug I know. Don’t hesitate to use it.”

Fluttershy’s terrified expression froze, then an incongruous smirk stretched on her little muzzle, her eyes becoming slitted and green. She shot Rarity an arrogant snort. “If you think you can hurt me so easily, you have less brains than I gave you credit for.”

Rarity frowned. Watching Fluttershy sneering in this way was just unnatural; she would have to wipe that smirk off her pet’s face. “Don’t tempt me…” She discreetly levitated one of her best whips, coiling it in the air behind Fluttershy. “You’ll regret taunting me once I start.”

“Oh, you poor deluded mare.” Chrysalis purred, a fang glinting in Fluttershy’s muzzle. “Before the night is over, you’ll be mine, and you will the one screaming like a bitc-”

CRACK!

Fluttershy gave a loud pained cry, her blue eyes instantly filling with tears as she collapsed on the ground, a faint pink lash crossing her left cutie mark. Rarity inhaled sharply, half aroused and half horrified by what she had just done, her gaze riveted on Fluttershy’s distressed expression.

“G-get up.” Rarity stammered, tugging on the leash. Her excitement was slowly taking over, but she still felt bad for Fluttershy. The changeling was just too good of an actor. “Get up w-whore!”

Fluttershy whimpered pathetically, but she slowly got to her hooves, her stricken flank quivering. The pegasus looked back at Rarity with a submissive and fearful stare, and the unicorn raised her whip for a second strike… and she held her whip in the air, hesitating. For a few moments Rarity was overtaken with doubt, her sadistic side battling with her conscience… and Fluttershy’s eyes flashed green, her sobbing muzzle stretching into a cocky grin.

“I barely felt that.” Chrysalis taunted. “If you hesitate again, I’ll take that whip, and I’ll carve my name on your pretty white coa-”

CRACK!

Fluttershy screamed once more, her legs buckling, but she didn’t collapse this time. The sobbing pegasus shivered on her hooves, tears dripping from her wincing muzzle. The second lash had marked a pink trail over her back, crossing over one of her wings, a few feathers broken and twisted. And this time Rarity didn’t hesitate. She raised her whip for a third lash, and the braided leather struck over Fluttershy’s side.

CRACK!

The pegasus stumbled, her hooves giving out from under her, and she sobbed on the ground. She cried out in pain and surprise when another lash bit into her neck, the leather whip coiling around her throat.

“Get up!” Rarity snapped, all reserve now gone from her tone. She was in control, and she would teach this little pegasus to obey. “Get up you whore!”

She uncoiled the whip from Fluttershy’s throat, and raised it above her head, ready to strike. Fluttershy scrambled to get to her hooves, but she was only halfway standing when the next lash teared into her remaining cutie mark. She barely kept herself from collapsing again, her cry echoing around the dungeon. She grit her teeth as the whip cracked again, and again, and again, her whimpers barely heard over the flurry of lashing blows.

Her intimacy overflowing with arousal, Rarity paused to admire her handy work, her breath coming in excited pants as she watched the pink marks crisscrossing over her friend’s coat. She was careful not to use the full power of her whip —she wanted to hurt, not injure— but her enthusiasm was getting the best of her. With an eager breath, she raised her whip high, and with a sharp motion she sent the braided leather flying with more force than she intended. The harsh lashing tore into Fluttershy’s coat, leaving an angry red scar on her back, almost splitting the skin.

Rarity inhaled sharply, afraid to have gone too far… and the dungeon echoed with a high-pitched moan of pleasure. Rarity watched with wide eyes as Fluttershy threw her head back, her eyes rolling back as she squealed in bliss. The slender pegasus shivered in delight, her frayed wings splaying out, tail flagging high. Rarity could see Fluttershy’s tight little slit shining with excitement, her slender folds quivering, the first few drips leaking down to her little perky teats. Fluttershy then turned to her, teary blue eyes begging and submissive.

“M-more… please mistress…”

Without a moment’s hesitation, Rarity whipped her naughty pet with another violent lash, another deep red mark appearing on Fluttershy’s neck, her squeak just as blissful. “Did I say you could talk?” Rarity hissed. She folded her whip, and pushed it under Fluttershy’s chin, closing her panting mouth. “Bad girls get punished.”

The whip uncoiled, and struck with brutal intensity over Fluttershy’s back, her pleasured moan making Rarity’s folds gush with arousal. This was what Rarity had always wanted: to have a pet that enjoyed pain as much as she did. To have a willing toy she could satisfy her darkest urges with. With a manic grin, Rarity struck again and again, each cracking lash making her squirt like a fountain. Each new red scar added to her intense satisfaction. Fluttershy’s little squeals were like music to her ears, and she added the cracks of her whip to the sadistic concerto.

Before long Fluttershy was covered in long red lashes, her blue eyes unfocused from pleasure and pain. It was strange, but no matter how hard Rarity struck, the whip never seemed to draw blood, it never seemed to actually injure her friend; not that she would ever want to. Narrowing her eyes, Rarity looked at her whip, noting the lack of any red on the threshed black leather. A nasty smirk blossomed on her red lips, and her horn fizzled with magic.

With all her considerable power, she drew her whip back as hard as she could, the deafening crack seeming to split the very air, and she sent the most vicious lash she could muster against Fluttershy’s cute little rear.

“RAAAH!”

Rarity flinched back from the guttural snarl, Fluttershy’s eyes shining bright green as she howled in pleasure, the bestial scream of bliss definitely not suited for the little pegasus. A long green tongue flopped out of Fluttershy’s open mouth, Chrysalis’ disguise rippling as she shivered in pleasure, almost fading away. Rarity eyed her pet’s rump, and was satisfied to see a hint of green in the red scar, but still no actual blood.

“Hmm, you are a durable one, aren’t you pet?” Rarity purred, caressing the long red mark with her whip. “You seem to be enjoying yourself?”

“Y-yes mistress…” Fluttershy squealed, her blue eyes streaming with tears of pain and pleasure. Her submissive expression then shifted to a hungry smirk, her pupils flashing green. “Harder.”

CRACK!

Chrysalis snarled again, and Rarity paused to let the changeling writhe, her dainty pussy gushing all over the floor. Rarity waited for a few heartbeats, then she lashed her pet with more restraint, and it was Fluttershy’s gasping moan that accompanied the crack of her whip. A new brutal lash, and Chrysalis roared in blissful agony. Rarity grinned wide, her eyes crazed with lust, and she went into a frenzy of unrelenting lashes.

Rarity alternated between strong, vicious lashes, and slower, stinging whips. Explosive snarls and subdued squeals followed, Chrysalis and Fluttershy’s voices mixed into a symphony of pained screams, it was like whipping two ponies in one, and Rarity made full use of the changeling’s sturdy carapace. She lashed out again and again, until her whip started to become frayed.

She had just made Chrysalis scream when the leather strips suddenly snapped, the braids coming undone, the noise of tearing leather sending a jolt down her spine. She could feel her lower belly tensing, just a little push away from a mind-blowing climax. Rarity threw away her broken toy and stomped over to her pet’s quivering body. She shoved her soaked rear unto Fluttershy cute little muzzle, the only part of the pegasus’ anatomy she had spared.

“Well, what are you waiting for?” Rarity snapped, her juices dripping all over Fluttershy’s flushed features. “Look at what you’ve done. Clean me!”

Fluttershy squeaked and rushed to press her dainty muzzle between Rarity’s soaked thighs, her tongue hesitantly sticking out to sample her mistress’ juices. Rarity’s whole body shook as her pet’s little tongue brushed against her engorged folds, a burst of raw pleasure swelling in her lower belly. Fluttershy lapped at her plump pussy lips, her shy tongue exploring with gentle enthusiasm. Every lick was like a bolt of lightning in Rarity’s spine, but it wasn’t enough. She was almost there, if only Fluttershy could just…

The pegasus’ shy little tongue found Rarity’s clit, giving it an innocent lick. Rarity’s eyes widened, her breath catching in her throat. The tension in her stomach seemed to snap free, a wave of intense pleasure rushing through her body.

“Oh… dear…” She gasped, her flanks quivering. Then her muzzle stretched into an indecent expression of pure ecstasy, and a shrill orgasmic scream exploded from her throat.

Fluttershy lapped clumsily at Rarity’s squirting cunt, like a little filly with a melting ice-cream, the pegasus making little mouse-like squeaks whenever a gush of mare-cum spurted into her mouth. Rarity’s loud orgasm only intensified, and soon Fluttershy’s muzzle was left completely drenched. The streaming fragrant nectar of a mare in heat dripped all over Fluttershy’s front, joining the puddle forming between her front hooves. The poor pegasus was showered in her friend’s orgasmic squirts for several long minutes, and still she licked her mistress diligently.

Rarity slowly came down from her high, her panting breath catching in her throat, her legs quivering in pleasure. She was just about to praise her pet when something shifted behind her, and a green flash made her eyes go wide. She opened her mouth, but her warning died in her lips, a surprised shriek escaping her throat as her pussy was suddenly invaded by an enormous slimy tentacle. She was completely filled with a single brutal thrust, her tight cunt instantly overstuffed with changeling tongue. Rarity’s eyes rolled back completely, and her scream of bliss shook the walls of her dungeon.

Chrysalis, in all her terrible undisguised glory, hunched down to devour her prey, her fangs threatening to sink into Rarity’s plush rear. Her fat tentacle tongue made a mess of Rarity’s dainty tunnel, the muscular mass pushing against the soft velvety walls, stretching the unicorn’s tight cunt. Rarity could only scream hoarsely as she came again and again, her pussy gushing with her juices and Chrysalis’ abundant saliva. Once Rarity’s tight slit was stretched and ready for plunder, Chrysalis quickly slurped back her tongue, her cock dropping free in the same motion.

Eyes fluttering with lingering pleasure, Rarity stumbled on her hooves, trying to take back control of the situation. She panted, making a valiant effort to look stern, and she turned just in time to see Chrysalis’ stallionhood flop out from its hidden sheath. She watched with wide eyes as the length swung limply between Chrysalis’ legs, a strand of drool escaping from the corner of her mouth as it began to grow in pulses, the throbs synchronized with Chrysalis’ heartbeat.

“N-now, wait just a seco- EEEEE!“

Rarity shrieked in surprise as Chrysalis suddenly rushed her, the changeling’s eyes shining with feral intensity. Rarity was mounted in a smooth practiced motion, dark hooves hooking around her hips, and she could do nothing but moan out loud as she was speared by Chrysalis’ semi-flaccid cock, the soft shaft plunging into her gushing core in a single smooth thrust.

She grunted as Chrysalis bottomed out, the squishy changeling flare mashing against her cervix, before it retreated in a jerking motion. Chrysalis gave a second thrust, and this time her cock was noticeably larger, her flare already hardening. By the third thrust the changeling was almost at full mast, Rarity’s dainty little pussy already stretched to her limits by the growing girth.

“Bad girl!” Rarity screeched, holding on to her role as the dominant partner as best she could. “Get off me this instant!” It was a hard order to give, being stuffed so completely was making her weak in the knees. “Don’t make me hurt you again!”

She managed to dislodge Chrysalis with a vigorous buck, the enormous stallionhood popping out of her overtight cunt with the sound of a plunger. She tried to turn, but as soon as she was free of the changeling’s weight, Chrysalis had reared up to grab her hips again, and that huge cock pressed against her folds once more.

The now hardened flare squeezed against her tight slit, her plump grey pussy lips slowly giving way to the changeling’s urgent desire, and with a sudden lurch Chrysalis slipped into her warmth. The changeling snorted dominantly and rammed her hips into Rarity’s cushy rump, bottoming out without any restraint. She began to thrust like a wild stallion, Rarity’s breathless shrieks mixing with the sounds of hard black carapace meeting soft white coat.

Rarity saw stars, her eyelids fluttering, but she managed to stay lucid. “I said…” Her horn shone, and she grasped blindly at the nearest display rack. “Get off me!”

She struck out with the first object she found, a riding crop, the harsh leather catching Chrysalis just over the eye. The changeling snarled in pain, her cock giving a powerful jerk as it fired a huge gooey spurt into Rarity’s depths. A second stinging slap made Chrysalis dismount clumsily, her stallionhood gushing thick strands of slime, making a mess of Rarity’s pussy.

Chrysalis’ cock popped out with a burst of milky splooge, a spurt landing messily on Rarity’s generous rear. Rarity gave a third lash with her crop, making sure her pet was going to behave, and she looked at her rear with wide unbelieving eyes.

“Did you just… inside me?” She asked shrilly, her eyes following the viscous strands oozing from her cunt.

“Oh, no,” Chrysalis panted, smirking arrogantly, “that’s only precum.”

“You disgusting, vile creature.” Rarity tsked, using her magic to spread her folds open, letting a big lump droop to the floor. “You’ve sullied me.” She turned to her misbehaving pet, her cheeks flushed with anger and desire. “You deserve punishment.”

With a flash of azure magic, Rarity yanked on Chrysalis’ leash, her riding crop lashing out to strike at the changeling’s flank. Chrysalis resisted for a few seconds, but a new, stronger strike made her follow Rarity’s lead. She growled, but let herself be taken towards the bed, her cock bobbing under her.

Rarity eyed the length with a hungry gaze, but she kept control over her base desires, and managed to direct her pet to lay on the bed without drooling too much. Chrysalis snarled in protest as her mistress locked her front hooves in cuffs, and she was soon chained to the bed post, laying on her back, unable to move.

“My goodness…” Rarity breathed, watching the green length slap against Chrysalis’ belly. “Rainbow Dash wasn’t lying for once…”

“Why don’t you have a taste.” Chrysalis snarked, shaking her hips to make her cock bob from side to side. “You might enjoy your own flavor at least.”

“I think not.” Rarity sniffed, taking a step back. She marched away, leaving the changeling chained to the bedpost, her cunt still leaving a trail of precum as she went to one of her many display cases. When she came back she was levitating two big red candles, and she was wearing a sadistic smirk. “You need to be disciplined.”

Chrysalis’ grin widened, her excitement oozing from her flared tip. Rarity only snickered, eager to make the changeling squirm once more. She took her time lighting up the candles, letting the wax become nice and hot, and her eyes roamed over the changeling’s body, admiring the damage she had done.

The changeling was covered in deep gashes, her carapace crisscrossed with the marks of Rarity’s lashing. None of them seemed to have actually pierced through to Chrysalis’ flesh, but there was no doubt the changeling would carry lasting reminders of her submission for some time. It made Rarity’s cunt drip with renewed excitement, her juices mixing with Chrysalis’ gooey precum. She ran her gloved hoof over a long scar that ran the length of Chrysalis’ belly, her breath catching in her throat.

If she had been this harsh with a pony, the result would have been… disastrous. Chrysalis on the other hand could take a lot of punishment, and Rarity found herself thinking about all the things she would do to her new pet… It was obvious they would be doing this again soon. Perhaps Twilight would enjoy wielding the whip; using it on her, making her scream alongside Chrysalis… It was an exciting thought, and Rarity shivered in anticipation. For now, the candles were hot, the wax was bubbling merrily, and she had a changeling to punish.

Or did she? Rarity titled her head, tapping the tip of her hoof to her chin. She eyed Chrysalis’ throbbing length, and a shameful thought appeared in her mind. Chrysalis was a shapeshifter, so why not take advantage of that ability? Rarity had already used the changeling to fulfill one of her darkest fantasies about one of her closest friends, so why not take care of another. One she had never admitted to anyone, so ashamed she was of her desires.

“Pet, you can become anypony, correct?” She said carefully, tilting her candle, a drop of liquid wax threatening to spill on the changeling’s belly.

“Yes.” Chrysalis smirked. She then threw her head back with a hiss, her cock pulsing with a burst of precum as Rarity spilled a cruel amount of burning wax right into one of her lashing scars. Rarity gave the panting changeling a scolding glare, the unicorn raising the second candle, ready to spill more. “Yes, mistress.” Chrysalis growled. She groaned in pleasure and pain as Rarity spilled a single drop on her chest.

“Good girl.” Rarity praised. She laid on the bed next to her pet, and put her head on her hooves, watching Chrysalis squirm as a second drop sizzled on the green part of her belly, where her carapace was thinnest. “Could you become a stallion?”

Chrysalis eyed her with a calculating look, then nodded. “Do I know that stallion?” She asked carefully. “The accuracy of my disguise depends on the information I have on him.”

“I daresay you know him… intimately. He’s…”

Rarity faltered. Once she asked for it, she wouldn’t be able to take it back. Once she said the name, she wouldn’t be able to hide her forbidden attraction. She was considering changing her request when Chrysalis’ eyes widened, and her smirk grew to worrying proportions. Before Rarity could say anything, the changeling was consumed with green fire, the heatless flames making Rarity cover her face.

When Rarity looked back Chrysalis was gone. Shining Armor was chained to the bed, his eyes wide and conflicted, his pink stallionhood leaking a small trickle of precum over his perfectly white coat. Rarity almost came again from the sight alone.

“Rarity, this is wrong.” His deep voice made her shiver, a little moan escaping from between her red lips. “We shouldn’t do this, I can’t do this to Cadance…” Rarity groaned, her hind-legs crossing as her pussy gushed like a broken faucet. This was a fantasy so depraved she had been ashamed to even dream about it, and here she was, living it. “I... I’m sorry, I just can’t- Eeep!”

Rarity took a shuddering breath as she watched the red wax spread on Shining’s pure white fur, his muscled belly tensing as the burning liquid settled on his perfectly groomed coat. She was amused to see that his throbbing erection started to sag; it seemed he didn’t get off on pain as much as she did. Well, too bad for him. He was always free to use their safe word, otherwise, he was hers to do as she pleased.

She held her breath as she carefully let a second drop splash on his chest, and she watched in rapt attention as his muzzle scrunched into a pained hiss. She kindly blew on the hot wax, helping it grow cooler, and she gently reached out to push a strand of mane from Shining’s face. She wanted to see him grimace and squirm.

“Do you want me to stop, handsome?” She breathed hotly, her lidded eyes promising unspeakable things. When Shining hesitated, she reached out for his groin, and purred as she cupped his plump balls. “Oooh, so full… What’s the matter, Cadance hasn’t been taking care of you?” She carefully squeezed, tsking as she felt how tense they were. “These are ripe and ready for harvest. Let me help, my poor little pet.”

“I-if Cadance finds out- AH!”

“She won’t.” Rarity blew on the new hot drip, her hoof massaging his balls soothingly. “Just let mommy take care of you…” She cooed, watching his length slowly coming back to life.

“Rarity… I…” Shining Armor gulped, he gave the smirking unicorn a helpless look, then he leaned back, and closed his eyes. His nod was almost imperceptible, but it was enough for Rarity.

“There we go, good boy. You remember our safe word?” He nodded again, and she licked her lips. “Good.”

She brushed a gentle hoof over the length of his cock, helping it grow to full mast. Once she arrived at the tip she played with his leaking flare, smearing his arousal on his glans. He truly was a hunk of a stallion, his cock was delightfully fat and reasonably lengthy, his medial ring obscenely large. When he was completely hard and ready, she smirked, removed her hoof… and dripped a vicious line of burning hot wax over his sensitive belly.

“Hnng!” Shining grit his teeth, his back arching, his chest heaving.

“There, there, it’s alright.” Rarity cooed, brushing his mane with her gentle magic. “Poor dear, you’re very new to this, aren’t you?” She tutted condescendingly, watching his length softening once more. “Don’t worry, you’ll learn to like it. I’ll teach you.”

Rarity crawled closer, laying down between his thighs, her muzzle a breath away from his balls. She hummed gently as she fondled them, her soft hooves massaging his overfilled gonads, making them grow even bigger. She smiled pleasantly as his shaft quickly grew to full mast once more, and she lovingly grasped the length in one hoof, the other cupping his heavy balls. She pumped her hoof over the throbbing length, marveling at the veiny surface, murmuring encouragements as it grew harder and harder… and she smirked, levitating one of the candles over Shining’s chest.

“Wait, don’t…” Shining grit his teeth as a new dose of hot wax dripped on his fur, and he groaned as Rarity pumped his shaft to keep it erect as the burning subsided. He took a gasping breath, relaxing, and he immediately gasped in surprise as Rarity poured more over his belly. He writhed on the bed as the merciless sadist emptied the first candle’s liquid wax, then took the second to continue dripping more on his quivering belly.

“Tut tut tut.” Rarity shook her head, her hooves fondling and pumping as she relentlessly poured more burning hot drops. “You shouldn’t talk back to your mistress.” She gave a disdainful sigh as Shining went soft despite her expert hoof-job, and the poor stallion groaned helplessly as she squeezed on his balls a lot less gently. “Ah, how disappointing.” She let go of his length, and gave one last squeeze before she sat back on her haunches, watching the stallion squirm before her. “I guess I have to teach you some self-control first.”

Shining panted, the last few drips cooling down, and he gasped as Rarity’s magic took hold of his cock. The warm aura rippled over his length, softer than any hoof-job, Rarity squeezing just the right places. He throbbed to full mast in a few heartbeats, Rarity helping him along with gentle encouraging coos. He groaned when his length was standing proud and tall, and he eyed the floating candles fearfully. Rarity smirked, the candles tilting threateningly, but not a single drop spilled from the melted rims.

“Now, here is what we’re going to do.” She purred, her magic pumping over his length without any respite. “If you last more than ten minutes, I’ll let you out of these restraints and you’ll be free to take me however you want.” Shining perked up, his cock giving a mighty throb. Rarity giggled, leaning back to avoid a spurt of precum. “Careful now, we haven’t even started.” She produced a little hourglass, showing it to her pet. “If you do not last this long…”

She wiggled her candles, a few burning drips leaking over the edge, almost dripping over him. Shining gulped, his eyes flicking from one candle to the other, and she directed an imploring gaze to his mistress. Rarity only smiled back.

“Just imagine it.” She purred, wiggling her rear enticingly. “You, mounting me like the stud you are. Our hips slamming together as you make me yours. Why, I’ll even allow you to spill your load inside me if you wish.” She fluttered her eyes, and breathed on his throbbing pole.

“But, know that I’m in heat, you could give me a foal tonight if you aren’t careful. Your own little bastard with your secret concubine. The first of many I dare hope. Oh, by your throbbing I can see you like the idea! How awful. What would your wife think, honestly. Of course, it all depends on you.” She smirked. “If you want me, you have to last this long.” With a wink Rarity reversed the hourglass, and her horn flashed with power.

Shining gasped out loud, his eyes going wide as Rarity’s magic crackled over his length, the aura forming a tight glove over his meat. The magic then began to pulse over his whole length, milking him, his balls getting the same treatment. He arched his back, a groan escaping from his muzzle. Rarity just giggled behind her hoof as she watched him writhe in bliss.

In just a dozen seconds he was already on edge, his eyes closed as he tried to hold his climax at bay. Then, impossibly, Rarity’s magic became even more pleasurable, her magical cock-sleeve rippling over his length.

“Only nine and a half minutes left.” Rarity sing-songed, dangling the horrifyingly full hourglass in front of Shining’s nose. “Good luck.”

Shining Armor could only grit his teeth and try to hold back, but he could do nothing against the seductive temptress breathing on the tip of his cock. He squirmed as he received the most pleasurable magical hoof-job he had ever known, his tip leaking more and more. Rarity’s magic was so warm and soft, there was no way he was going to last ten minutes. Heck, he wasn’t sure he would last another minute.

Actually, he was sure of it, he was going to blow his load in a matter of seconds if this kept up. He whimpered as he felt his balls swelling, the veins on his cock bulging out. An overwhelming pressure grew in his lower belly, his whole length jerking. He closed his eyes, ready to blow his load all over the unicorn…

Rarity stopped her magical ministrations. Shining’s eyes shot open, and he gave Rarity a pathetic imploring gaze, a soft whine escaping from his muzzle.

“Tut tut tut, not yet.” Rarity tsked with a little condescending smile. “I haven’t given you permission to cum yet.”

Rarity patiently waited for his pre-orgasmic throbs to subside. She shook the hourglass in front of Shining Armor tauntingly, the candles hovering closer. He gulped, his stallionhood calming down, the length going limp… and Rarity’s magic was milking him instantly.

He threw his head back with a hiss, trying to hold back this time, trying to think of anything that would make him go soft… but it was useless. He was brought to the edge again, his flare growing larger and larger… and Rarity stopped just at the last moment once more. He whimpered, and only got a playful wink in response. He watched in silent despair as his mistress waited for his balls to calm down, before starting the cycle again.

And again.

Before long Shining was a panting mess. He had been brought to the edge so many times he had lost count, and by this point his balls were huge with denied release. When Rarity stopped her magic once again, he eyed the hourglass, and almost cried when he saw it was barely past the midway point. He eyed the floating candles, and blurted out in surrender.

“Just pour them on me!” He begged, struggling against the hoofcuffs. “Pour them on me, anything you want, just let me cum!”

“Good, we’re making progress! Let me see…” Rarity tapped her chin, as if considering his request, then she turned to him, smiling kindly. “No.” Her magic started its heartless pumping once again, and Shining whimpered in pleasure and despair.

A few of minutes of cruel edging later, Shining thought he was going crazy. His balls were so swollen he was convinced they were going to burst, and his cock had never been so hard, veins bulging out over the whole length. He gave the hourglass a desperate look, and felt his heart soar when he saw it was almost empty.

Just thirty more seconds, and he would be free to give Rarity all his denied love. He wasn’t even thinking of Cadance anymore, he just wanted to take Rarity against a wall, and spill his load all over her back, or shoot it down her throat... Or Celestia forgive him, stuff her womb full, on this most dangerous of days.

He waited for Rarity to stop her magical pumping, already on edge… but the unicorn didn’t stop. Confused, Shining Armor watched Rarity’s horn shine brighter and brighter, the magical cock-sleeve milking him harder than ever. Too late did he understand that Rarity had no intention of letting him win, and he gave a shuddering gasp as he felt his climax approaching. Rarity then gave his balls a mighty squeeze, and he knew he was doomed.

With a long whinny of frustrated relief, he fell over the edge. His balls jumped against his thighs, sending a huge burst of dense stallion cream into his cock. He grit his teeth, angling his hips, he was going to cum all over this sexy unicorn…

His cock flopped against his belly with a *plap*, Rarity’s magic letting go of it altogether. Shining’s eyes bulged, his gaze finding the frowning muzzle of his mistress. Rarity eyed his throbbing cock with disgust, her head shaking.

“No no no, you have to wait.” She tutted, flicking her hoof against his pulsing balls. “Just ten more seconds and you win!”

“R-Rarity, please, your magic…” Shining begged, his load already traveling up his shaft. “Please…”

“Ah-ah-ah, don’t cum yet.” Rarity tittered, her merciless gaze boring into his desperate eyes. “Don’t cum yet.” His flare grew hugely. “Don’t c-“

Shining Armor gasped, his own warm load spurting all over his own face, his body convulsing as he finally came... But he felt no pleasure. Rarity had taken him to the edge, only to let him fall down just at the last moment. He could only watch with a cum covered open mouth as his blue balls emptied mechanically, without an ounce of satisfaction, the lack of any pleasure almost painful.

Shining could almost cry from frustration. His semen spilled uselessly on his chest, his ruined orgasm seeming to go on forever, his cock jerking without end. Rarity sighed, giving the hourglass a pointed look, the last few grains of sand falling down as Shining’s was showered with the last spurts of his own spunk.

“Ah, so close.” She threw the hourglass over her shoulder, and shrugged. “Oh well.”

The two candles instantly turned upside down, spilling their accumulated wax over Shining’s cum covered belly. The burning wax mixed with his hot load, the sizzling sound covering his pained hiss. Rarity grasped Shining’s softening cock to keep it away from the boiling wax, and she used her magic to catch the last few spurts, keeping them away from her latex outfit. She ran her hoof over the limp stallionhood, cooing softly.

“You poor dear.” She placed a loving kiss over the tip, leaving a perfect imprint with her red lipstick. “I was going to let you ride me, but…” Rarity left the limp shaft to flop on the bed, and it slowly slithered back into its sheath. “It seems you are spent.”

Rarity watched attentively as Shining slowly caught his breath, the poor stallion covered in his own semen, a dazed expression on his muzzle. Denying a stud for so long, edging him to build his release, only to ruin his orgasm in the end… That was one of Rarity’s favorite little games. She felt her pussy winking in excitement. Maybe she ought to finish herself with one of her toys, and make him watch…

Shining Armor’s eyes flared green, and his submissive whimpers turned into a growl. The stallion gave her a look that flickered between anger and admiration, his voice echoing strangely as he spoke next.

“That was cruel,” Chrysalis panted, sounding reluctantly impressed, “even by my standards.”

“I do my best.” Rarity purred, folding her hooves under her chin innocently. “I’ll admit you have some acting skills. I forgot myself and really believed you were Twilight’s brother for a while there...”

“Oh, but I was.” Chrysalis chuckled, her legs tugging at her hoofcuffs experimentally. “The best way to impersonate someone is to become them, body and mind. The more I know about my disguise, the easier I will replicate them.” She smirked toothily. “And I know Shining Armor very, very well.”

“You don’t say…” Rarity breathed, her mind clearly considering the real Shining Armor, and how she would love to have him. “Hmm, a shame he’s taken already.” She placed a teasing lick on Shining’s drained balls. “And I do not think Cadance is the sharing type…”

“If Cadance knew, it would be… tragic” Chrysalis breathed hotly, her voice losing its echo, returning to the stallion’s usual voice. “She must never know about us.” Shining Armor begged, struggling against his chains. “Please mistress, please don’t tell her!”

Rarity felt a tingle of satisfaction running down her spine. Hearing this big burly stallion begging her so pathetically, calling her mistress… It was simply divine! She slowly started to crawl on top of him, taking care not to smear too much cum and wax on her latex outfit. She sat astride his lap, humming thoughtfully, her plush rear grinding on his sheath teasingly. She gyrated her hips, making Shining groan helplessly.

“Hmmm, I don’t know, you’ve been a very bad pet tonight.” Rarity tapped her gloved hoof on her chin, her dripping intimacy brushing against Shining’s, his sheath twitching dangerously. “You couldn’t even last more than a few minutes…” She gasped, feeling the soft tip of his stallionhood starting to emerge, pushing against her puffy folds. “Oh! And you have the nerve to touch me with your filthy monstrous prick!”

Shining groaned, squirming under Rarity, his cum and wax-covered chest heaving as he tried to control his erection. Rarity’s grinding and the smell of her desperate heat did very little to help him stay sheathed. His cock inexorably started to flop out, the soft tip pushing against Rarity’s soaked folds, slowly sinking into her warmth.

“You naughty, naughty boy.” Rarity purred, grinning maliciously. She rolled her hips from side to side, helping him slide inside her, his limp stallionhood barely able to push past her tightness. “Who said you could put your disgusting tool inside your mistress?”

She pressed her gloved hooves against his muscled chest, twerking her rear teasingly, Shining’s cock almost flopping out of her tight folds. Shining could only whimper as his shaft inexorably slipped free of his sheath, his length limply pushing deeper into his mistress’ oozing tunnel. Rarity’s soft cunt pulsed around his soft meat, drawing him deeper, spurring him on.

Rarity gave a little shudder of bliss as Shining reached her depths, his pole slowly hardening inside her. She clenched her cunt around his half-mast, little high-pitched groans escaping his lips when every contraction left him a little more erect, veins starting to bulge against her sensitive walls.

“Don’t get hard.” Rarity commanded. She closed Shining’s panting muzzle with her riding crop, holding his chin raised. “Your freakish member is too large for my little hole, if you get hard you’ll destroy me.” She leaned back on her haunches, displaying her tight folds stretched around Shining’s still growing length. “Just look at that monster... It just won’t fit! Don’t. Get. Hard.”

“Yes mistress.” Shining whimpered, doing his best to control his raging erection. He wanted nothing more than thrust his hips into Rarity’s heavenly depths, but he managed to keep himself at a half mast, hot frustrated snorts leaving his nostrils. He was just beginning to go limp, when Rarity suddenly brought her hips down on his lap. “AH!”

“Yes, just like that!” Rarity moaned, bringing her ass up and down again, her generous rear slapping against Shining’s legs. “Keep it nice and soft for me!”

Shining grit his teeth, but his eyes were inexorably drawn to the lovely sight of Rarity bouncing on his cock, a look of intense pleasure on her masked muzzle. She looked so beautiful in her latex outfit, sweat shining on her pretty white coat as she rode him. His eyes focused on her plump teats, the shapely mounds attractively large for a mare. Rarity’s nipples were a little darker than her fur. So dainty and perky, perfect for nursing a couple of hungry foals. His foals, if he wasn’t careful.

He groaned as the thought of a pregnant Rarity ran through his mind, the vision of her perfect white coat stretched around his foals making his cock suddenly spring up with new vigor. Rarity yelped out loud as her next bounce ended with her stuffed to the brim with rock hard stallion meat, Shining’s cock expanding in her tight confines explosively.

“AH! You brute!” She screeched, her eyes fluttering with pain and pleasure. She lashed out with her riding crop, whipping Shining’s bound legs, making him squeal pathetically. “What did I tell you!” She kept bouncing and grinding her hips, her horn sparking as she lashed at her misbehaving pet. “You’re splitting me in half!”

Shining threw his head back with a hapless moan, the stallion unable to do anything but be ridden by a merciless Rarity. She gave loud mewling cries whenever she impaled herself on the rock hard stallionhood, followed by breathless whining when she withdrew, her pussy grasping tightly around Shining’s cock as it exited, unwilling to let it go. The frantic humping followed by sensual grinding quickly had them both panting, sweat dripping from their brows, but Rarity still didn’t give her pet any respite.

“Do I have to do all the work?” Rarity snapped, her breath short with exhaustion. Her riding crop slapped Shining across the muzzle, leaving a bright red mark on his pure white coat. “Move your hips you useless- AH!”

Rarity was rocked by a powerful thrust, her faltering magic sizzling out, her riding crop falling to the ground. She collapsed forward, her hooves landing on Shining’s belly to avoid falling into the mix of semen and wax, and she barely had time to get her bearings before the next thrust made her scream out loud.

She braced herself as she was rutted by the bound stallion, his balls slapping wetly against her ass whenever he threw his hips into her. Not to be outdone, Rarity started to bring her ass down faster and faster, meeting Shining’s desperate thrusting midway, his cock almost slipping out every time, only to hammer to the hilt on the next thrust.

It was only a matter of time before Shining approached a new climax, and Rarity smirked evilly as she felt him throb dangerously against her depths, his tip flaring out of control. She pressed down on his belly, keeping him from thrusting up, and she started to roll her hips in a sensual belly dance, his cock jerking madly as she ground her rear against his lap.

“Careful now…” Rarity panted, her gaze lidded. “You don’t want to spill your thick load inside, now do you?” She leaned all the way back, groaning as his shaft bulged against her belly, a clear outline appearing on her coat. “Just look at that.” She brushed her hoof against the swelling of his flare, making him moan as he felt her caress through her flesh.

“So deep, so big… if you came now you would release directly into my womb.” She gyrated her hips once more, the bulge twisting and pulsing under her coat. “I’m in the most dangerous part of my estrus cycle… if you climax now, I will bear you a bastard foal.” She clenched around him teasingly. “You don’t want that, do you?” She started to raise her hips, as if preparing to pull out.

Shining gave a little whimper, his cock lurching deeper into her, as if trying to breach her cervix, and reach her foal chamber. His whole length pulsed with obvious intent, and Rarity gasped theatrically.

“Prince Armor, you can’t possibly mean it?” She wiggled her hips, his tip almost popping out. “Do you want to breed your mistress? Do you want to knock me up so bad you would risk your marriage?” A strong throb made her titter softly, and she suddenly brought her hips back down, taking him to the hilt. “I’m flattered. But, I will have to decline.” She licked her lips, looking down at him teasingly. “At least for now.”

She reached back and grasped his balls, her hoof fondling and weighing them, gauging how close he was. Satisfied she still had some time to torture him, she started to gyrate her hips in a slow and sensuous dance, making him moan out loud.

“Now, let’s try this again. Don’t cum.” Rarity commanded, her pussy clenching around his cock.

“Don’t. Cum.” His flare started to expand even more, but his balls had yet to release their load.

“Don’t. Cum.” She felt his shaft swell dangerously, the underside of his cock pulsing, and she prepared to pull out at the last moment. As soon as she felt his balls draw up, she would jump off his lap, and make him swallow his own production.

“Don’t. Cum.” She squeezed his balls, waiting for the signal to pull out. She pressed herself down, taking him as deep as she could, the rounded tip of his flare pushing her cervix open. It was strange, but she could swear his cock had grown even bigger, the shape changing dramatically. His balls were still immobile, so she still had time to tease him.

“Don’t. Cu- EEEP!” Rarity screeched in surprise when she felt Shining’s cock suddenly bulge out, a surge seeming to shoot through his length like an arrow, and she barely had time to curse before Shining’s flare erupted. “Merde!”

A spray of burning hot seed sprayed directly into her fertile womb, the thick virile stallion cream filling her sacred chamber in a single powerful shot. The gooey spunk clung to her insides, millions of sperm rushing for the poor ovum she had naturally released, instantly sealing its fate. Rarity ovaries released a new batch of eggs, only for them to be swarmed and fertilized in a matter of instants. Rarity felt her belly filling with warmth, her mind reeling from the terrifying implications. It was only when the second shot gushed into her already filled womb that she remembered herself.

Cursing in Prench and Ponish and all the languages she knew, Rarity let go of Shining’s balls, his gonads completely inert even as he came like a firehose. With a grunt of effort, she pulled Shining’s enormous pole from her depths, the flared tip scraping against her walls, making it next to impossible to withdraw.

It was when the third shot bathed her pussy that Rarity managed to lurch back, the excess lubrication making it easier to slide the spurting stallionhood to her entrance. Shining’s cock flopped out in an explosion of spunk, the incredibly thick splooge spattering everywhere in a shower of lumpy semen.

Rarity watched with wide, unbelieving eyes as her cunt gushed with a veritable flood of thick stallion cream, the burning in her belly ominously abated. Her gaze then flicked to Shining’s throbbing stallionhood, and her breath caught in her throat. It wasn’t Shining’s member anymore. It was enormous, smooth, and green. Her stunned gaze followed a bulge of creamy semen as it traveled through the semi-transparent shaft, and she barely reacted as the spurt arched beautifully in the air, before it splattered wetly on her open-mouthed muzzle.

“I told you.” Shining Armor sneered. He was consumed by green flames, turning back into the arrogant changeling queen. “I told you I would make you mine.” Chrysalis growled, a victorious smirk on her fang-filled maw. “I can sense my brood already nesting in your womb. You belong to me now.”

Rarity squealed, her brain rebooting as Chrysalis’ words sunk in. She thought about the pregnancy pills in her work room, and she started to scramble to get off the bed and rush upstairs…

“Suck it.” Chrysalis commanded, her eyes shining with power. Her scepter bobbed before Rarity’s muzzle, tall and proud. “I let you have your fun, my little whore, but now it’s my turn. Pay respect to your new Queen and Master.”

Rarity flinched back. Chrysalis’ voice carried so much raw authority, it was like a slap in the face. It was the kind of authority that came from natural leadership, the kind that only monarchs and war chiefs were born with. Rightful, natural, pure dominance. Rarity had been claimed by this Queen in the most primal ways, Chrysalis had staked ownership over her body, and Rarity felt a thrilling sense of pleasure from the thought.

Even if the changeling was still chained, she just radiated power. A power Rarity found irresistible, a power she had been attracted to since meeting Chrysalis, and she was not willing to fight her desires anymore. After such a heated session of playful dominance, she was too horny to resist Chrysalis. She didn’t want to resist, she wanted to submit. No, she already had.

Rarity gulped, trembling in realization.

She was not in control anymore.

She was too far gone to fight her attraction to Chrysalis’ power.

She was locked in a little room with a dangerous creature bent on using her like a breeding bitch… and it was the hottest thing that had ever happened to her. She had finally found the pony she was willing to give herself to, and like the bursting of a dam she completely gave control over to her new master. Chrysalis saw the surrender in her eyes, and the queen smiled mockingly, showing off her flesh-tearing fangs, making Rarity shudder.

“Suck it.”

With a lewd whinny, Rarity instantly threw away her façade of self-control, and gave in to her submissive side. She pressed her lips to Chrysalis’ royal scepter, red lipstick smearing over the flared tip as she tried to take it into her mouth. The cherry flavor of her lipstick mixed with the taste of raw maleness leaking from Chrysalis’ tip, the drops of semen still clinging to the glans virile enough to make her head swim.

“Hmmm, goooood.” Chrysalis purred, her hips shifting to press against her new conquest’s muzzle. Her horn flared to life, and a nasty smirk spread on her lips. “Let’s see how much you can take.”

With uncaring ferocity, Chrysalis magically shoved Rarity’s head down, forcing her to take her sizable stallionhood into her dainty little mouth. Rarity gave a meek little squeak as the massive flare shoved its way past her lips, and she obediently started to suck and run her tongue all over her master’s cock. Chrysalis grunted in approval. Her magic eased its hold, the green aura now gently caressing Rarity’s mane.

“Yes, good little breeder, please your Queen.” Chrysalis hummed. With a sudden burst of magic, she tore through the strip holding Rarity’s mane, letting her hair expand freely. A curtain of curly indigo mane fell around Rarity’s muzzle, framing her compliant expression, her blue eyes looking at Chrysalis with reverent obedience as she sucked on her master’s cock.

“There she is…” Chrysalis licked her lips. “The little submissive harlot I sensed when I first met you, hiding under a thin veil of control. You just needed a little treat, and you rolled over for your new master.”

Rarity gave a high-pitched moan, her head bobbing, taking more and more into her muzzle.

“This is your place.” Chrysalis’ magic caressed Rarity’s bulging cheeks. “A cock in your mouth and my seed leaking from your womb. Get used to it, my pretty, this will be your life from now on.” She pinched Rarity’s nose, taking away the unicorn’s breath. “I will chain you to my bed, every morning I will use your little mouth to get my pole nice and hard, then you will watch me rut my favorite like the good little pet you are. When Twilight is nice and full, you will get the leftovers; that’s all you deserve.”

With an eager gurgle, Rarity bobbed her head in anticipation, and with a smooth practiced motion she took Chrysalis’ massive pole down her throat.

Chrysalis let go of Rarity’s nose, a pleasured groan escaping her lips. “Oooh, you are good at this. You will have to teach Twilight how to properly blow my cock… Maybe she will enjoy using you as well, as will the rest of the hive.” Chrysalis tilted her head, smiling teasingly. “Would you like that? Would you like to be our hive’s public-use whore? My children cannot reproduce, but they do have urges to satisfy. I’ll put you in stocks during the day, let anyone use you at their leisure; maybe I’ll even give you to my pony studs from time to time, just to produce more perfect breeders like yourself.”

Rarity moaned submissively, her tail flicking madly over her back, strands of gooey semen clinging to the curly hairs. She bobbed her head faster and faster, lower and lower, the smears of lipstick going farther and farther down Chrysalis’ length.

“Just imagine it,” Chrysalis taunted, her magic pushing back Rarity’s mane to look into her obedient eyes, “your belly bulging hugely, always filled with foals and semen, stallions pounding into you every hour of the day. Your own children will line up to ride you after they have grown… a life of submission, isn’t that what you have always dreamed of?”

Whinnying in agreement, Rarity finally managed to reach her goal, her lips pressing against the changeling’s base, leaving a nice, big red smear. She held herself hilted, her throat bulging with the shape of Chrysalis’ cock, the flare’s outline stretching her coat dangerously close to her chest. Chrysalis groaned in pleasure, her stallionhood twitching madly, Rarity’s vision slowly darkening as she began to choke…

At the last moment Rarity threw her head back, the flare popping out of her throat, and she took a deep breath. She was ready to take it down her throat again, but Chrysalis’ had other ideas.

“Enough!” Chrysalis thundered, her eyes shining with desire. “I will not waste my seed in your stomach. Get off the bed, I will ride you properly this time; I want to make sure you are nice and full before the night is over.”

Rarity squealed eagerly, she gave her master’s cock one last lick before letting it pop out of her mouth. She scrambled off the bed and quickly presented herself, her tail flicking over her back to let her oozing cunt be on full display. Chrysalis growled in hunger, and she gave a mighty yank with her bound hooves.

The shrill sound of snapping metal made Rarity flinch, pieces of broken chain-links clattering everywhere. Her master was free. She was about to be claimed once again. Arousal streaming down her thighs, Rarity eyed the dungeon exit, and she decided to run for it. Leading the changeling into a merry chase would anger Chrysalis… meaning she would rut her even harder. Rarity breathed with anticipation, and she bolted.

She had not taken more than a few steps before a loud CRACK echoed around the room. Rarity cried out as she fell to the ground, taken down by a stinging lash, right over her uncovered cutie mark. Her eyes wide with pained pleasure, she looked back at her flanks, her breath catching in her throat as she saw the bright pink mark crossing over her cutie mark. It wasn’t deep enough to leave a scar, but it stung just enough to make her gush even more.

“Now now, where do you think you’re going, my pretty?” Chrysalis purred, stalking towards the downed unicorn, the broken hoofcuffs still on her hooves. "You aren’t leaving this room, not before I’m sure I’ve broken you in.”

The changeling’s tongue lashed out with shocking speed, the long powerful tendril cracking over Rarity’s flank a second time, a longer pink line crossing over the first. Rarity cried out, her eyes rolling back from blissful agony. She still tried to crawl away, dragging herself towards the door, her face flushed and eager for the next lash. It swiftly came, her shrill scream accompanying the resounding CRACK of the tentacle whip, her other flank now stinging with delicious pain.

A flurry of lashes followed, each leaving Rarity in a state of crazed euphoria. She wanted more. She wanted Chrysalis to keep whipping her until she was but a quivering mass of pain. She rolled on her back, leaving her uncovered lower belly accessible, and she screamed in bliss as a stinging lash bit into her soft flesh. The next lash was gentler, and it lightly slapped against her perky teats, the tentacle coiling around one of them. The changeling tongue squeezed her plump breast, weighing it. Chrysalis growled in approval as her tentacle retracted into her mouth.

“Your teats will soon be nice and full. You’ll produce a lot considering their size.” Chrysalis purred, stalking closer to her downed prey. “Maybe I’ll use you as a wet nurse instead, chain you in the nursery and let my brood feed off your love and milk.” She loomed over her mate, her drool dripping onto Rarity’s flushed muzzle. “Don’t worry, I will come visit you often, keep you nice and filled. My children will nurse while I mount you, they will feed while I claim you… just like this!”

Chrysalis struck like a ravenous panther, her maw closing around Rarity’s throat with little care for her safety. She effortlessly hauled the unicorn into a standing position, Rarity’s hooves stumbling as she screamed in apparent horror. Chrysalis sniffed the air, deeply satisfied by the total absence of any real fear coming from the unicorn: Rarity was acting terrified, but deep down she was having the time of her life.

Chrysalis smirked, eager to mount the kinky mare; she had always dreamed of finding a mare so depraved, a mate that enjoyed pain just as much as she did, and she would not let Rarity get away now that she had a taste. The unicorn was hers, and she would make sure Rarity remembered it.

Rarity whimpered submissively, her legs buckling as Chrysalis reared over her, the changeling still biting her tender throat to keep her from bolting off. She was convinced those wicked teeth had pierced her coat, but she was just too excited to care. She could feel Chrysalis’ copious load still streaming from her cunt, the gooey slime oozing all over her legs, soiling her favorite black latex boots. She quickly did the math in her head, and she reasoned she still had a good few hours to take the pregnancy pills. For now, she could just indulge in this new fantasy.

If things got out of hand she could always use her safe word… at least she hoped Chrysalis would respect their safe word. The idea of being in genuine danger only made her more aroused, and she squealed eagerly as Chrysalis bit down just a little harder, warning her to stay still.

Chrysalis took hold of Rarity’s side, her crooked hooves hooked around the unicorn’s foal-bearing hips. With a dominant snort, she pressed her flared cock to Rarity’s tight slit, the tip straining to slip inside. One brutal thrust later and Chrysalis was buried to the hilt, her massive shaft stretching the little unicorn to her limits. Rarity mewled in distress, her scream turning into a surprised hiccup as Chrysalis unexpectedly came instantly, her cock spewing in a long continuous stream. If there was any doubt that she would be knocked up before, this new batch of virile stallion cream sealed the deal.

Rarity was rocked by a vicious second thrust, her front hooves stumbling from Chrysalis’ sheer ferocity, a spray of changeling foal batter gushing around the green stallionhood. She was clearly filled to capacity, but Chrysalis didn’t care. By the third thrust Rarity was giving little submissive whinnies, and by the fifth she was screaming in euphoric agony. Again and again Chrysalis pounded into her, the changeling growling in anger as her load streamed around her cock, Rarity’s womb unable to handle it all.

With a frustrated grunt Chrysalis released Rarity’s throat. She took a second to admire the bite mark on Rarity’s neck, the pink scratches too shallow to leave a lasting mark. She didn’t want to damage her mate’s perfect coat; she would mark her in other ways. With a burst from her horn, she ripped off her collar, the buckle snapping off. With a few spells the red collar turned bright green, with dark changeling symbols appearing over the enchanted leather. Without asking for permission, she roughly collared her new prize, the strap fusing shut over Rarity’s neck, impossible to take off.

Chrysalis smirked at her little leashed pet, then she snarled like a wild animal, and her fanged maw struck down, tearing into Rarity’s bodice. The latex corset was instantly reduced to shreds, the leather strings that held Rarity’s belly tightly constricted snapped free. Chrysalis threw her head back, her next thrust so powerful Rarity’s hind-hooves left the ground, and a particularly huge load surged through her cock.

Rarity howled in orgasmic bliss as her womb was blasted with a torrent of thick changeling seed, her belly expanding freely as she was filled with a ridiculous amount of foal batter. She absently felt the tingles of forced ovulation deep in her belly, the changeling greedily claiming her eggs, the fertilized ovum joining the many already nesting in her womb. She wondered if she would really take those pills after all, and when Chrysalis rammed into her once more she couldn’t remember why she even cared.

Again and again Chrysalis hammered home, her stallionhood releasing in a continuous stream. Her creamy load was whipped into a froth as it flowed around her pumping length, a jet of spunk exploding from Rarity’s overstuffed cunt whenever Chrysalis pounded into her mate. Crazed with lust, the changeling bit down on Rarity’s beautiful mane, yanking the unicorn’s head back, making her scream even louder.

The dungeon echoed with the loud slaps of hips meeting cushy rump, the grunts and shrill shouting making the displayed torture tools rattle, wet splattering sounds completing the lewd concerto. It was only when Rarity’s voice began to break that Chrysalis slowed down, her breathless growls betraying her own exhaustion.

Chrysalis gave one last brutal thrust, packing a new copious load into her broodmare, Rarity’s belly swollen like a mare ready to give birth. Chrysalis snorted. She wanted to keep filling Rarity, but she didn’t want to injure her new mate. With a smooth lurch backwards, she withdrew from Rarity’s depths, her cock spewing constantly. Chrysalis frowned as she watched the deluge of spunk that gushed from Rarity’s cunt, and looked around the room for something to plug the tide.

She eyed Rarity’s dildo collection, noting the unicorn’s creations included many non-pony models —diamond dog, minotaur, dragon, yak… the kinky unicorn knew her stuff— she considered their size, wondering which one would do the trick… and her eyes widened when she found one that was very, very familiar. With an amused snort she levitated the neon-green dildo, the exact same color as her own softening cock. It smelled like it was brand new, and it slid smoothly into Rarity’s stretched pussy, stemming the white tide completely as it pressed against her depths.

“Such a naughty little filly…” Chrysalis purred, giving a few playful thrusts, making sure it was snugly crammed as deep as possible, holding all her seed inside Rarity’s womb. “The shape is a little off, but don’t worry. You’ll have all the time in the world to study it.”

Chrysalis watched proudly as Rarity’s belly rippled, full to the brim with changeling semen. She would drain the unicorn once she was sure she was completely filled with broodlings, she wanted Rarity to be huge and full when she started to show. She wanted the world to know Rarity was hers, body and soul. Speaking of which…

Chrysalis magically took hold of her flagging cock and gave it a few pumps, quickly bringing it back to full mast. She stepped over the trembling unicorn, hotdogging Rarity’s plump rear, and she began to cum again. Chrysalis fired the rest of her load all over Rarity’s back, making sure the unicorn was marked with a scent even ponies would easily smell. She growled as she rubbed her spewing cock over that soft, pure white coat, and she tore at the last shreds of latex suit, ripping it out of the way.

Her fangs caught a fold of Rarity’s fur, almost piercing it, and the unicorn screamed like a banshee… before flopping on the ground with a shuddering gasp. Chrysalis took care of spreading her scent over Rarity’s round belly, firing the last of her load on her pretty dainty muzzle.

Chrysalis stepped over Rarity, pushing her cock against Rarity’s panting muzzle. “Look at what you’ve done.” She snapped, imitating Rarity’s previous imperious tone. “Clean me.” She commanded, shoving her softening cock past those luscious red lips.

Rarity did her best, considering her exhausted state. She sucked and licked as Chrysalis humped her muzzle. She didn’t even protest when Chrysalis hunched down to thrust deeper into her mouth. She moaned helplessly as her throat got a new stuffing, her collar straining as her neck bulged with the softening length. A few wild thrusts later and she was force-fed with a small sputtering load directly into her stomach, Chrysalis’ reserves completely drained.

The changeling withdrew, pausing to let a few trickles drip into Rarity’s mouth, then she finally stepped away, admiring her work. She gave one last cruel lash with her tentacle, giving Rarity’s neck a nice pink mark. The unicorn mewled breathlessly, but otherwise didn’t stir. Chrysalis watched proudly as her seed oozed all over her new conquest. Rarity’s blinked blearily, her eyes heavy with exhaustion. A few moments of dazed panting later the unicorn squirmed on the ground, a pleasured moan escaping from her lips.

“Goodness, that was…” Rarity groaned, her big belly rippling. “Amazing…”

“Oh, you are still conscious?” Chrysalis said, pleasantly surprised. She had been convinced the unicorn would be completely broken by now. “Impressive.”

“Darling, please, I am an experienced mare.” Rarity grunted, giving Chrysalis a cocky expression. “Next time you won’t get the better of me so easily. Just give me a few hours and you’ll be shouting under my whip again…”

“I look forward to it.” Chrysalis purred.

She had to admit she had gained a lot of respect for the unicorn, and even a kernel of affection. Chrysalis slowly leaned down towards Rarity, her smirk softening into a genuine smile, her lips pursing invitingly. Rarity watched her approach with a conflicted expression, torn between accepting and rejecting the changeling’s advance… but finally the unicorn met her lover’s kiss with an eager moan, their lips brushing against one another in an all-too-affectionate display, considering how brutal their love making had been.

After a few passionate moments, Chrysalis stepped back, her eyes locked with Rarity’s flustered gaze, a string of saliva linking their two muzzles. A shy little smile appeared on Rarity’s lips, her cheeks burning with a bright blush, her guard falling for just a second…

And the image froze on Rarity’s smitten expression, the memory finally ending, leaving Twilight and Chrysalis to stew in a shocked silence. They exchanged glances, Twilight completely stunned, Chrysalis studiously innocent. There was something evil in Chrysalis’ attentive gaze. It was if she was waiting for something, the malice in her eyes almost tauntingly obvious as she observed Twilight’s reaction. When Twilight remained petrified, Chrysalis decided to give the alicorn a little push.

“So,” Chrysalis purred, her smile infuriatingly casual, “what did you think of that, sweetie?”

Chapter 7: Honey, Can We Keep Her?

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“I wonder what’s taking her so long.”

Spike eyed the front door for what felt like the hundredth time, idly munching on one of Chrysalis’ ‘special dragon treats’. The food item was a long, flat, red-brown piece of dried… something, with a smoky flavor and a rich spiciness to it. It reminded him of hay-jerky, but tastier. Spike happily chomped another piece off, reflecting on how much he enjoyed Chrysalis’ cooking now: just a day ago the changeling had to practically force him to try the food she had cooked especially for him, but now… now he couldn’t stop eating the stuff.

“I guess Twi’s spending the night outside.” He shrugged, and turned on his heels, popping the last of his special dragon jerky into his maw. “Hmmm, maybe I should swing by the kitchen.”

The front door swung open, startling him into a surprised fiery belch. He fanned the green flames away, and turned to the entrance, a smile forming on his lips… and he froze. He blinked, rubbed his eyes, looked back to make sure he wasn’t imagining things, and blinked again. Nope, he wasn’t dreaming. Twilight really was dragging a bound and gagged Chrysalis by the tail, like a black sack of squirming potatoes.

“What the hay…” Spike whispered, waddling towards the two mares hurriedly. “Twilight, what’s going on?”

“Not now Spike.”

Twilight’s reply was short and impatient, making Spike falter slightly. The alicorn stomped inside, hauling the wiggling changeling, her horn burning bright red. Now that he could see her face, he realized Twilight looked furious! Her brow was furrowed, her eyelid twitching… and was her mane smoking slightly?

Recognizing the signs, Spike wisely took a few steps back, letting the alicorn march by. He shot Chrysalis a look: the changeling was wearing a strange tight-fitting getup, strips of leather hooked through metal rings binding her legs together, a dog muzzle keeping her mouth shut. Far from seeming scared, Chrysalis looked back at Spike with a mirthful expression, her green eyes twinkling with mischief.

“Twi…” Spike said carefully, “why is Chrysalis all tied up? And why is there an inhibitor ring on her horn?”

Twilight snorted, her ear flicking. “Let’s just say she did something very, very bad.” She made her way towards the stairs leading to her room, her pace stiff. “And I’m going to make her regret it.”

A muffled chuckle interrupted the angry alicorn, followed by a loud ripping sound. “Oooh, that sounds like fun.” Chrysalis purred, the shreds of her dog muzzle falling to the ground. “Are you going to teach me a lesson? Make me call you mistress Twilight?” She licked her lips, her eyes shining with anticipation. “We should have stayed in Rarity’s basement for that.”

“Shush!” Twilight spun around to glare at her bound wife, her cheeks burning brightly. “Don’t say that kind of thing in front of Spike!”

“Says the pony who dragged her wife in full bondage gear through the streets of Ponyville. I know it’s the middle of the night, but a few ponies saw us. I wonder what they will think...”

“That was the first thing I found to tie you up!” Twilight snapped back, her blush intensifying.

“What’s a bondage gear?” Spike asked, confused.

“Nothing!” Twilight rushed to say. She quickly scrambled to stand in front of her wife, blocking Spike’s view. “Now, please go to your room, we’ll talk in the morniiiiEEEEH!”

With a shrill cry of surprise, Twilight jumped away from Chrysalis, her wings fluttering. Spike ducked under the skittery alicorn, and shot the changeling a look: Chrysalis had extended her tongue, and the dripping tip was wiggling in the air, just where Twilight’s rear had been. He gave Chrysalis a questioning gaze, and the changeling just chuckled wickedly.

“She’s just sensitive to tickling.” She hummed, savoring the taste on her tongue. “Very sensitive…”

“Okay, that does it!” Twilight stomped back, her cheeks so red she could give Big Mac a run for his money. “You are in so much trouble!”

“Am I?” Chrysalis purred, her lidded gaze responding to Twilight’s glare. “Oooh, how exciting!”

With a sensuous groan Chrysalis stretched against her bindings like a cat, the leather straps digging into the crook of her thighs, constricting around her stomach, accentuating her curves. Spike wondered why she was doing that, until he heard Twilight gulp loudly, her tail swishing in the air. He watched as a strand of drool escaped from Twilight’s mouth, her angry expression suddenly vanishing. Completely confused, he shook his head and decided to chalk it up as adults just being weird.

“Y-you won’t make me forget what you did.” Twilight stammered, her hoof stomping against the crystal floor. She tried to find her words, shot Spike a sideways look, then hissed, “You betrayed me!”

“You gave me permission.” Chrysalis countered instantly, smiling innocently. “And I was only following my changeling nature. Calling it a betrayal is quite insensitive of you. For shame.”

Twilight reeled back, then she came back with a snappy retort. “You manipulated Rarity into doing… that!”

“Did I? I gave her a choice, and she came to me willingly.” Chrysalis bit her lips. “Quite enthusiastically, if you’ll recall.”

“Only because you showed her that memory, the one where you lied to me!”

“I have never lied to you since our engagement. Not once.” Chrysalis batted her long eyelashes, her tongue sliding on her lips. “I was honest about my interest for your friends, is it my fault you misunderstood? And, I showed you exactly what you missed while you were in Canterlot, I didn’t try to hide it.” She smirked devilishly. “You have nothing against me, darling.”

Spike turned to look at Twilight, waiting for her response. He didn’t know what this was about, but he felt like he was watching a tennis match, and the ball was on Twilight’s side. He had seen this kind of lover’s spat back in Canterlot, when Twilight’s parents had an argument. He knew better than to step between them. So he just watched Twilight flounder, silently rooting for her. The alicorn opened and closed her mouth like a fish out of water, her eyes darting back and forth as she tried to find another argument. It seemed the angrier Twilight got, the more Chrysalis smiled.

“I… I…” Twilight seemed to choke on her own outrage, and Spike could practically see her mind grasping for anything to hang on to. Finally, she sighed, a mournful sound full of regret. She closed her eyes in defeat and she hung her head. “I trusted you.”

This time Chrysalis didn’t instantly snark back. This time it was the changeling who seemed to stumble, her smirk flickering out, a flash of doubt appearing in her green eyes. For the first time since their wedding, Spike saw something other than self-assurance on Chrysalis’ face. Her expression was almost… remorseful? It was gone before he could be sure, her smug smile reappearing before Twilight could look up and catch it.

“Don’t worry my love, this is all for your own good.” Chrysalis assured, her eyes shining brightly with eager honesty. “You will understand soon. You will understand the way of a changeling queen.”

“What are you talking about?” Twilight reared back, her brow furrowed with a hint of worry.

“You’ll see.” Chrysalis purred, her fangs glinting as her eager smile grew and grew. “Once our hive is big and strong, once these halls are full of subjects for us to enjoy, you’ll understand I did this for you.”

“Wait, do you mean…” Twilight took a step back, her ears raised in alarm. “N-no, I’m not that kind of pony, I don’t want that!”

Spike was more confused than ever. “Uh, what are you guys talking about?” But both pony and changeling pointedly ignored him.

“Yes, you do. I have felt it while you watched my memory, a hunger you have always denied.” Chrysalis pushed back, the leather straps groaning against her powerful limbs. “I can give you what you secretly desire!”

“No!” Twilight snapped, her horn sparkling with magic. She put on a resolute expression, ready to put her hoof down. “We are not going to start a hare-“ she shot Spike a quick glance, then said between her teeth, “we are not going to do that. It’s just you and me, and you are in big trouble!”

“Ah,” Chrysalis chuckled, “am I exiled to the couch?”

Twilight narrowed her eyes, and she did her best to look intimidating. It kinda worked, somewhat. “Not before I make s-sure you know who you b-belong to.” She growled. Well, it was an awkward kitten growl, but still. The stuttering didn’t help.

Chrysalis gave Twilight a bewildered look, the alicorn still holding her wonky dominant stare, even as her lavender cheeks burned bright crimson. “Did… did you just try to use one of Rarity’s lines? By the swarm, you are so cute!” Twilight sputtered in affront and embarrassment. “But, I understand if you do not want to share me, I am quite a catch. I will respect your wishes.” Chrysalis sighed theatrically, lying down on the ground in apparent defeat. “I hope she won’t be too disappointed, she seemed so happy… How tragic.”

Twilight frowned, tilting her head. “Who are you talking abo—”

Twilight’s worried question was interrupted by a series of dainty knocks at the front door. Twilight’s eyes went wide, and Spike turned on his heels, a big smile blossoming on his snout. He would recognize that knock anywhere! He rushed across the entrance hall, passing by a pale Twilight and a smirking Chrysalis, his little clawed feet clicking against the floor. He grunted as he pulled the giant door open, letting a stream of moonlight inside, followed by somepony equally as radiant and beautiful.

“Thank you Spikey Wikey, and sorry for coming so late.” Rarity said breathlessly, trotting inside with her horn alight. She patted his head as she passed him, her hoof oh so gentle and kind. She then magically dragged a huge cart through the door, a massive pile of suitcases threatening to spill from it. “Oh dear, I hope I didn’t forget anything too important… I tried to only take the essentials.”

Spike didn’t hear much, too preoccupied with admiring Rarity. She was strangely disheveled, he noticed. He had never seen her with her mane drawn back into a ponytail, nor was it usual to see her outside without her makeup. It was like seeing her in a more natural state. She had never looked more beautiful... Wait… Was Rarity wearing a collar? He had never seen her wear something like that.

Rarity noticed his staring, and she brought her hoof to the bright green leather collar, smiling demurely. “Ah, yes, somepony gave me this gift, and I haven’t been able to remove it.” She sniffed, looking a little cross. “I’ll have to repay them in kind, once they help me take it off. This kind of apparel should be reserved for… special occasions.”

“Is that Twilight’s cutie mark?” He asked, pointing to the collar’s dog-tag. “Why are you wearing Twilight’s cutie mark?”

“Ahm, I added it as a whim… it seemed like the right thing to do considering… it’s… complicated.” Rarity evaded, looking around the entrance hall for an excuse to change the subject, and she soon found it. “Twilight! You’re back from Canterlot!”

Spike had to scramble to follow as Rarity hurried towards the alicorn, before she threw her hooves around Twilight. That gave Spike pause: hugs were more of Pinkie’s thing, he didn’t expect that from Rarity. Nor did Twilight, judging by the little squeak that escaped the alicorn’s muzzle. Rarity squeezed her friend tightly, before drawing back… and Spike had to rub his eyes again because he could swear the unicorn had just placed a quick kiss on Twilight’s lips… but that was just ridiculous. He was just seeing things. Actually, this whole night felt like a fever dream.

“What the hay was in those jerkies?” Spike mumbled, his gaze going from Rarity’s smitten expression to Twilight’s terminal blush.

“Oh Twilight, I’m so happy that you’re willing to let me join your herd.” Rarity swooned, caressing Twilight’s mane. “This is not how I imagined I would find my prince charming, but…“ she laughed behind her hoof. “I suppose a queen will do.”

“Ra-Rarity… I…”

“Tut-tut, don’t worry dear, no need to be shy about it.” Rarity silenced Twilight’s stuttering with a gentle hoof on the lips. “Chrysalis told me everything. We talked a lot while we were waiting for you, and I wholeheartedly accept your invitation.” She then turned to look at Chrysalis, and she gasped theatrically. “Oh my! Twilight, out in the open, really? And in front of Spike no less?” She fanned her cheeks, some redness appearing on her white coat. “She just vanished while I was packing upstairs, but I guess you couldn’t wait for me...”

“W-what? No!” Twilight stammered. “We didn’t!”

“Hmph, Chrysalis did warn me that you were insatiable.” Rarity rolled her eyes, her hoof caressing Twilight’s cheek teasingly. “I’ll have to teach you how to properly tie her up though; some of these knots are a little loose.”

“I’m sure she will learn quickly enough.” Chrysalis chuckled. In the blink of an eye the changeling had slipped free of her bindings and was standing next to her two conquests. “You will have a lot of occasions to teach her, now that you will be living here.”

Twilight inhaled sharply, her ears perked up in alarm, but her voice was drowned by a very enthusiastic dragon.

“Rarity is going to live here?” Spike asked cheerfully, rushing to Chrysalis’ side. “For real?”

“W-wait…” Twilight’s voice was barely audible, her feeble protest ignored by all.

“Yes dear, Chrysalis and Twilight, ah… let’s just say they invited me to sleep over.” Rarity gently rubbed his frills, giggling as he bounced in happiness. “Permanently.”

“I… I didn’t…”

“Oh wow, this is so cool!” Spike groused, happier than ever. “Thank you Twilight!” He hugged the alicorn with all his heart. “You’re the best.”

“Quite,” Rarity nodded, giving Twilight a coy little smile full of hidden meaning, “she’s so very generous, so… sharing.” Her indigo tail brushed against Chrysalis’ flanks, and the changeling’s own green tail weaved itself around her curly hairs.

“N-no, listen…”

“Seeing you this happy is worth it, Rarity.” Chrysalis purred, leaning over to nibble on the unicorn’s neck, playfully tugging at her collar. Spike found that a little weird, but he was too happy about having Rarity as a housemate to think much of it. Chrysalis whispered something into Rarity’s ear, making the unicorn titter softly, then she turned to Twilight, a big smile on her fanged maw. “But, I’m afraid Twilight has something to tell you.” Her eyes twinkled evilly. “What were you saying earlier honey?”

Three pairs of eyes turned to Twilight, all watching the alicorn intently, three types of smile aimed at her: one innocent, one joyful, and one infuriatingly smug. Twilight gulped audibly.

There was only one answer she could give.

*******************

“Are you sure?”

“Positive.” Thorax nodded, shivering slightly. “Twilight has started to fall in love with Chrysalis, I’m sure I sensed it. There’s more: she was filled with jealousy… and a lot of… hmm… lust… I don’t think she’s handling Chrysalis all that well.”

Celestia sighed, her head falling back on her pillow. “Heavens, that filly is such a hoof-full sometimes.” She tried to roll out of bed with a groan, but was stopped by an imperious blue hoof on her chest. Celestia frowned, and shot her sister a sour look. “Luna, how many times do I have to tell you: I am completely fine.”

Princess Luna snorted, pushing Celestia back into her fluffy covers. “Nonsense. Not an hour ago you were having an imaginary tea party with your doll collection.” She narrowed her eyes. “You were calling them by the names of all the fillies you have raised… even the ones you have lost. It worried me, Sister.”

Celestia sighed, and she looked at the ceiling with a tired gaze. “It’s nothing, just… I am afraid old age is catching up to me.” A little smile appeared on her lips. “It feels like just yesterday Twilight was a small little filly running between my hooves; she was worse than an excited kitten at times. So little, so innocent, and now…”

“It is a shock to us all. Truly awful.” Luna harrumphed, a little blush shining on her cheeks. She had decided not to tell Celestia about Twilight’s indecent proposal, and for many good reasons. Who knew how Celestia would react. “Now, do not worry, I will go check on her myself, make sure she is safe. You stay here and rest.” She turned to the silent changeling king, her eyes solemn. “Thorax, I thank you for your help in restoring my sister’s sanity.” She ignored the little outraged ‘Hey!’ from Celestia. “I will entrust you with guarding her until I return.”

“I am not a defenseless little foal, you know.” Celestia pouted, crossing her hooves over her chest.

“Says the mare who has spent a whole day talking to dolls and trying to put guards in baby clothes.”

Celestia’s eyes widened . “Oh Stars, please tell me I didn’t…” At Luna’s evasive gaze, she groaned. “At least tell me I did not try to give them baby bottles…”

“Well, no, you didn’t try to feed them…” Luna answered, fidgeting awkwardly. Celestia sighed in relief, and Luna added under her breath, “Not from a bottle in any case…”

“What was that?”

“I said I’ll be going now.” Luna marched to the balcony, her head held high. “Now, rest, and try not to have another psychotic breakdown.”

Celestia grumbled, snuggling deeper into her covers. “I would like to see you in my horseshoes… getting that kind of letter from a filly you love like a daughter…” Her gaze became haunted, her eyes focusing on something far away. “So many details… So depraved… Cream everywhere…” She began to shake, her eyebrows twitching madly. “Luna… did you know ponies scream my name while they culminate? I didn’t know that… And now I can hear them… I can hear them calling me… My little ponies are calling for me Luna… My children are calling… So many voices…”

“Princess Luna,” Thorax squealed, “we’re losing her!”

Luna quickly shot a beam of blue magic straight into Celestia’s temple, and the solar princess was out like a light instantly, her soft snores replacing her mounting hysteria. Luna sighed, and shot Thorax a meaningful glance. The changeling king nodded, knowing what he had to do. His dual horns started to glow, and he began to absorb the excess crazed love bubbling inside Celestia’s mind. Soon she would be sane again.

The night alicorn gave the changeling a grateful smile and silently leapt from the balcony without another word, her dark wings carrying her to Ponyville, towards Twilight’s castle.

Something was wrong, Luna could just feel it. There was a puzzle piece that didn’t fit. Something escaped her, and she was sure she would find the explanation at Twilight’s castle. She just knew the young alicorn was not the type of pony to act in such debauched fashion. There was no way that polite, introverted little Twilight could be behind that letter. And there was no way Twilight was interested in having multiple partners. No way the alicorn was interested in Luna. No. Impossible.

Luna shook her head, willing her doubts, and most of all a very unwelcome hope, away. She pumped her wings faster, swooping down on Ponyville like a hawk. She flew over the sleeping town silently, her eyes easily piercing the night as she watched the crystal castle ahead. As quietly as she could, she glided down towards Twilight’s balcony, the glass door to her room thankfully open. Her hooves barely made a noise as she landed, and she listened carefully.

She only heard the soft snoring of two sleeping ponies. Thank the stars. If Twilight and Chrysalis had been engaged in the nightly activities married ponies partook in, it would have been more than a little awkward for her. Quiet as a cat, Luna slipped into the room, her starry mane trailing behind her. She would just make sure Twilight was well, and she would leave. Nothing more. Maybe she would visit her dreams if the alicorn seemed out of sorts.

She saw Twilight’s bed on the other side of the room, and she silently made her way over.

She could see Chrysalis’ outline, the slumbering changeling queen turning her back to her, lying on her side as she held something in her sleep. Twilight no doubt. For this wretched monster to sleep so peacefully while holding dear Twilight in her wicked grasp… Luna had to pause to let her anger subside. As carefully as she could, Luna tiptoed her away over to the bed, holding her breath as she leaned over the changeling, then she froze.

As she had thought, Chrysalis was holding a pony in her hooves. But that pony wasn’t Twilight. Luna watched the sleeping unicorn with wide eyes, her mind scrambling to find any reasonable explanation for why Rarity, of all ponies, was currently snoozing on Twilight’s bed. Luna tried her best not to think about the most obvious explanation… then her gaze fell on the collar around Rarity’s slender neck: a bright green collar with black accents. Chrysalis’ colors. And a very familiar cutie mark on the tags.

“What in the…” Luna whispered, astonished. She shut her muzzle as the ivory unicorn shifted in her sleep, her eyes fluttering open.

“Hmmm… Twilight?” Rarity mumbled, her unfocused gaze finding a petrified Luna. “Darling, come back to bed…”

The unicorn’s words slurred, sleep overtaking her, and she unexpectedly hooked a hoof around Luna’s neck, dragging the alicorn down. Luna gave a squeal of protest as she stumbled on the bed, Chrysalis shifting to accommodate her. She was too startled to fight off Rarity’s insistent hug, and before she even knew what was happening she found herself stuck between the unicorn and Chrysalis, both mares hugging her in their slumber.

What the hay is happening! Luna thought wildly, her mind in shambles.

She tried to squirm her way out, but both unicorn and changeling hugged her closer, Rarity giving a very sensual groan in her sleep. Luna was suddenly very aware of the unicorn’s soft fur, Rarity’s pure white coat brushing against her own, the fashionista pressed against her sides. With a start Luna realized she could feel Rarity’s plump teats against her thighs, the intimate embrace leaving very little room for personal space. Luna inhaled sharply, blushing madly, and the unicorn’s scent invaded her senses.

Rarity wore a floral perfume that mingled perfectly with her natural scent, as well as the virile, unmistakable odor of stallion musk. Luna almost gagged. From this close she could tell Rarity had been thoroughly claimed by a stallion very recently, or by a dozen of them considering how powerful the smell was. Luna tried to breathe through her mouth, but the odor still tingled her nose, and soon she had to keep herself from inhaling deeply and greedily. With a great surge of shame she felt her nethers responding to the musky bouquet and the sexy mare’s proximity, warmth spreading through her belly…

“Hmm, I could get used to the taste of horny alicorns.”

Luna flinched on the bed, making Rarity grumble in her sleep. Slowly, oh so slowly, Luna turned away from the seductive unicorn, and found herself nose to nose with a very awake changeling queen. Chrysalis’ eyes bore down on hers, her crooked hooves hugging Luna’s leg closely.

“Chrysalis, you retched bug.” Luna spat, glaring at her enemy.

“How rude, coming from an intruding night-stalker.” Chrysalis chuckled, pulling Luna closer.

“Release me fiend!” Luna hissed under her breath, trying to free her leg. “How dare you—”

“Shhh, you’ll wake her up.” Chrysalis whispered teasingly, leaned forward to press her nose to Luna’s; the alicorn quickly closed her lips, afraid Chrysalis would try to intrude inside like she had done to Twilight during the wedding. “You wouldn’t want to have to explain to Rarity why you are in our bed, now would you?”

Luna trembled in anger, but a cute little snore on her other side kept her from snapping back. She took a deep breath, and managed to keep her voice low. “Where is Twilight Sparkle?” She narrowed her eyes warningly. “Tell the truth, changeling.”

“Peace little princess, Twilight is safe: she has left our bed not too long ago.” Chrysalis hummed, snuggling closer to Luna, ignoring her shiver of revulsion. “I think she’s a little angry she lost another round against me. This is the third time I have bested her, or is it the fourth?” She purred, her muzzle pressed into the crook of Luna’s neck, her hot breath making the alicorn gasp. “Such a naïve little filly, thinking she could tame me.”

“So you are scheming something.” Luna growled, her horn fizzling. “Twilight gave you a chance, she thought she could save you.”

“Aaah, the hubris of ponies, thinking they need to impose their precious harmony on all others.” Chrysalis tutted, her tongue darting out to sample Luna’s cold sweat, the warm tentacle making the alicorn mewl in disgust. “Save me you say? You mean shackle me, to bind my hooves with your wretched morality.” Chrysalis’ hoof snaked over Luna’s stomach, caressing her coat teasingly. “You were free, once, my beautiful Nightmare, you know of what I speak…”

“Stop it…” Luna said breathlessly, her cheeks heating up as Chrysalis’ hoof slowly traveled down her belly. “Don’t you dare…”

“I could set you free again.” Chrysalis whispered into Luna’s ear, her voice soft and alluring. “Like I will free Twilight.”

“That won’t happen.” Luna grunted, wrenching her hoof free, pushing Chrysalis’ paw away. “She is the best of us all.”

“That she is.” Chrysalis purred. “And she is all mine.”

Luna trembled in barely controlled rage. “Do not mistake me for my sister. Unlike her, I will not hold back if I was to strike you down.” She narrowed her eyes. “I could obliterate you.”

“That you could. In a direct confrontation, I would lose.” Chrysalis nodded, completely unconcerned by the threat. “If only we had not signed that pesky little treaty, hmmm?”

“You won’t win, monster.”

Chrysalis tilted her head playfully, giving Luna an amused smile. “I am currently in bed with two of the most beautiful ponies in the land, while I wait for the pony I love to come join us.” She chuckled, wiggling to press against Luna teasingly. “I’m doing pretty good so far, if you ask me.”

Luna grumbled, ready to fire back a few choice words… but she held back. What Chrysalis had just said reeked of arrogance, the changeling so full of herself it made Luna want to punch her… but it also rang with pure honesty. And there was one word she had not expected Chrysalis to ever use in such candor. One word the changeling had let slip out, one word that differentiated monsters from ponies. One word that made Luna doubt her convictions about Chrysalis.

Thinking Luna was giving up, Chrysalis purred like an overgrown cat and snuggled against her, her fanged muzzle pressed against the crook of her neck. Luna resisted throwing the changeling out of her own bed, and just focused on what Chrysalis had said.

Could it be? Luna thought, her gaze focusing on the crystal ceiling. Is Chrysalis capable of such sentiments? Is Twilight right?

Lost in contemplation, Luna let herself be lulled by the soft snoring of her two bed companions, waiting for them to fall into deep slumber to make her escape.

*******************

Below, on the slopes behind the Friendship castle, Twilight trotted briskly towards a certain caravan. Her ears were splayed back in annoyance, a string of grumbles escaping between her grinding teeth. She paused in front of the caravan door, taking a few moments to breathe and calm down, and she knocked on the door twice.

She waited, knowing full well the ponies inside were awake. She heard two voices whisper to one another inside, the first panicked and shrill while the other remained calm and collected. There was a long back and forth, a few objects being hurriedly put away, and finally somepony approached the door. Twilight tried to be patient as the door slowly opened, but she couldn’t stop her tail from flicking behind her.

“Yes?” Trixie poked her head out, blinking in surprise as she recognized her nightly visitor. “What are you doing here, Sparkle?” The unicorn didn’t make any effort to disguise how annoyed she was.

“I’m sorry Trixie, but I need to talk to Starlight.” Twilight leaned to the side, trying to look inside; she had a glimpse of a very messy room before Trixie stepped in front of her. “It’s important.”

“Starlight is sleeping.” Trixie huffed, pointing her nose up, unwittingly putting the many hickeys peppering her neck on display. “And you woke Trixie up. Come back in the morning.”

Twilight sighed. She wasn’t in the mood for this. “Trixie, I know you two weren’t sleeping.”

“What, can miss perfect princess see through walls?” Trixie mocked… before blinking and worriedly adding. “You can’t see through walls, right?”

“No, I can’t.” Trixie sighed in relief. “But I could see the caravan rocking like crazy before I knocked.”

Trixie blushed a deep crimson, her mouth falling open. “… Oh.”

“Well this isn’t awkward at all.” Starlight called from inside the caravan. “Let her in Trix.”

Trixie grumbled about annoying alicorns, then ushered Twilight inside. Twilight gave the unicorn an apologetic smile, internally vowing to repay the showmare for the rude interruption. Trixie’s caravan was a little cramped, but it was warm and cozy. Old posters plastered the walls, most of them from Trixie’s many shows, though one wall was covered in recent photos: most of them depicted Trixie and Starlight together, though Twilight was touched to see a few photos of the whole gang together here and there. A fair number of them were of Starlight alone though, some depicting her in somewhat… risqué poses.

The unicorn herself was lying on Trixie’s one-pony bed, watching Twilight approach with a deadpan expression. “Let me guess,” Starlight sighed, scooting to the side to allow Twilight to sit next to her. “Chrysalis?”

“Chrysalis.” Twilight nodded. She eyed the bed warily, knowing full well what those two had been doing just moments before. Not wanting to be rude, she sat down… and immediately regretted her decision when she found a wet spot under her flank. “… ew.”

“You can leave if you’re uncomfortable, Sparkle.” Trixie grunted unhappily. The unicorn pointedly climbed next to Starlight, snuggling against her best friend like an angry possessive cat. “Let Trixie and Starlight go back to sleep.”

“Trix, c’mon, be nice.” Starlight nuzzled the top of the magician’s head, before turning back to her teacher. “So, what’s up? Did that overgrown bug do something bad?”

“You could say that.” Twilight said evasively. She thought back to the lovely snuggling session with Chrysalis and her newest… bedmate, and she shivered from the delectable memory. “Well, kinda. I guess. Mostly.” Twilight shook her head. “But that’s beside the point.” She shifted on the bed, ignoring the stickiness under her, and gave Starlight an intense stare. “Starlight, I’m way over my head with Chrysalis, she has too much experience compared to me.”

“Wow, what a shocker. It’s not like we all saw that coming or anything.” Trixie grumbled, huffing when Starlight shushed her. “What? You’re the one who said it was crazy for a virgin like Twilight to try and take on Chrysalis in her own turf. You said it was fooli— Mffft!”

“Go on Twilight.” Starlight encouraged, her horn shining as her magic kept Trixie’s muzzle shut.

Twilight looked into Starlight’s eyes, her gaze resolute. “Yes, I’m inexperienced, but that doesn’t mean I can’t learn. Starlight, are you interested in helping me give Chrysalis a taste of her own medicine?”

Starlight and Trixie perked up, both obviously interested by the idea. They looked at each other, a silent conversation taking place between the two ponies. They kept at it for a few moments, until Trixie groaned and nodded reluctantly. The showmare grumbled as she detached herself from her friend, shooting Twilight a nasty glare. She dug her way under her covers, pointedly turning her back towards Twilight as she prepared to sleep alone. Starlight gave the pouty magician a back rub, smiling fondly, before giving Twilight her full attention.

“Okay, shoot.”

“Chrysalis is too good at manipulating ponies, it’s what she’s best at. I can’t keep up.” Twilight gave Starlight a meaningful gaze, and added, “I can't do it alone. I need your advice, and I need you to teach me one of your personal spells.” Twilight gulped, knowing this was going to be a very awkward lesson. "A very… special spell…”

Chapter 8: All Is Fair In Love And Friendship

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Mornings in Ponyville were a picturesque affair. Birds chirped happily in the trees, a rooster crowed in the distance, and warm sunlight crept through Twilight’s bedroom-window, falling on a sleeping changeling queen. Chrysalis slowly awoke to the beautiful bird choir, the morning sun brushing across her back, a sense of peaceful contemplation in the air… it was awful.

Chrysalis growled, resisting the urge to jump out of bed to teach those blasted birds a lesson. Then, once the massacre was over, she would yank the curtains closed and return to her slumber. Maybe even catch a few of those feathery nuisances and store them for later; she was running low on meat for her special dragon-dishes. She grumbled, her eyes straining against the happy sunlight, the gentle warmth on her back making her feel sluggish and irritated.

She missed the badlands. She missed the desolate landscape where nothing grew, where nothing lived to annoy her. She missed her old hive, the cool and damp atmosphere of her own room. She missed her old moss bed, the rock underneath so much more comfortable than this overly fluffy mattress. But, if there was one thing she didn’t miss, it was how empty her old bed had been.

Fighting off the need to hiss at the encroaching sunlight, Chrysalis blinked the sleep out of her eyes, her slit pupils narrowing against the sun’s glare… and she found herself nose to nose with a snoring alicorn. Only, it wasn’t Twilight. Slowly, as to avoid waking her bed companions, Chrysalis carefully drew herself back, watching Luna’s sleeping features with a smug smile.

My my, this is a welcome sight. Chrysalis idly thought, her tongue running on her wickedly sharp fangs. So beautiful, so pure… so vulnerable. She leaned closer to Luna’s neck, her maw opening wide, teeth glinting dangerously. It would be so easy… a quick bite, a few pulses of venom…

Chrysalis pressed the tips of her fangs against Luna’s jugular, shivering as she felt the alicorn’s pulse underneath. The princess wouldn’t even feel the prick, and even if she did she wouldn’t have time to wake before the mind-altering venom took over her brain. And the next time Luna opened her eyes, it would be to greet Chrysalis as her master, ready to perform her new duties.

Chrysalis felt her loins stir at the thought, eager to add another alicorn to her breeding stock. It was tempting, so tempting. Her jaw tensed up, preparing to bite down… but instead she closed her mouth and simply laid a kiss on Luna’s soft fur.

Aaah, ponies are such hopeless creatures. Chrysalis sighed wistfully. She carefully deposited a second sloppy kiss on the crook of Luna’s jaw, her saliva glinting against the alicorn’s navy coat. So powerful... yet so peaceful and trusting, just like all prey animals. They really were made to be hunted.Made to be conquered, and ruled. So foolish. So soft. So…

“Are you quite finished?”

Chrysalis froze mid kiss, her eyes darting towards Luna’s. The not-quite slumbering alicorn huffed, her eyelids slowly opening to reveal the glowing orbs underneath. Chrysalis felt a hint of worry, wondering what spell the alicorn had just been casting, but she schooled her expression as Luna turned to her. The magical glow quickly diminished, whatever spell Luna had been casting interrupted, Luna’s eyes returning to their usual beautiful sky blue. The alicorn frowned as Chrysalis looked back with an innocent expression, her dark lips still pulling on Luna’s coat.

“While you have made a good choice in choosing not to attack me,” Luna intoned, her voice low and full of warning, “you will do well to cease your disgusting drooling.”

“Ah, so you were awake.” Chrysalis pulled back, a string of saliva clinging to her smiling lips. “Were you testing me?”

Luna didn’t bat an eye, her expression guarded and emotions tightly restrained. “Yes. In more ways than you realize.” She said cryptically.

Was that supposed to scare her? “Oh? And did I pass the test?” Chrysalis expression became sultry, her eyes half lidded, and she whispered, “did you enjoy feeling my fangs on your neck? Did you enjoy being at my mercy? Did the thrill of fear make your heart race?” Chrysalis pressed herself closer to the rigid alicorn, letting Luna feel just how excited this situation was making her. “If you want, we could wake Rarity up, she knows how to treat naughty girls like you.”

Chrysalis squawked in surprise as a blue aura suddenly took hold of her. The magic threw her off the bed like she weighed nothing, and she was pinned to the floor with implacable power. She vainly struggled against the alicorn’s magic for a few seconds, then she released a breathless snicker, and laid still. She watched Luna carefully step out of bed, her horn burning with raw magical power.

“Touched a nerve, have I?” Chrysalis gasped out, the magic squishing her a little harder. Still, she smiled, and sent Luna a sly wink. “I knew you were a submissive little harlot.”

Luna’s wings flared open, ready to put Chrysalis in her place… but a slumbering moan stopped the princess in her tracks. Luna turned with a concerned expression, watching with wide eyes as Rarity tossed and turned, the unicorn obviously waking up to the commotion. Luna shot Chrysalis a glare, her cheeks tinged with red. She mouthed “not a word” to the downed changeling queen, her horn began to glow anew, and with a flash of blue magic she was gone.

“Eeek! What the…” Rarity squealed, the covers flying off as she stood on the bed, her head whirling around to find the source of the flash of light. “I swear to Celestia, if this is another paparazzi taking candid pictures of me I will…Wait… where am I?”

Chrysalis chuckled, shrugging off the remnants of Luna’s magic. “You are home, my pretty.” Chrysalis purred, smoothly getting off the floor, quickly pushing any thoughts of Luna out of her mind. Rarity blinked in surprise at her appearance, her eyes widening as her mind registered that she was indeed at the castle, and what had happened the day before was real. Chrysalis licked her lips, devouring her new mate with her hungry eyes. “You really are beautiful in the morning.”

She truly was. The disheveled state of the usually prim and proper unicorn had a very particular appeal to Chrysalis. No mascara, no lipstick, and her neck bare now that her collar rested inside the nightstand, to be used on special occasions. Rarity wore no subterfuge, no glamour; just her raw natural beauty. And the pleased blush coloring her cheeks wasn’t too bad to look at either.

Chrysalis continued licking her lips, her hooves softly clacking on the crystal floor as she snaked her way over to her latest conquest. Not many ponies got to see the fashionista in this state, and now no others would. Rarity was hers, forever. Hers, and Twilight’s.

“Oh my...” Rarity melted under Chrysalis’ gaze, her hooves reflexively messing with her tousled mane as her new lover stalked closer. “I’m flattered darling, but I know I look like a mess without my… *Mffft!*”

Whatever silliness Rarity was spouting was interrupted by a sloppy, passionate, and wonderfully aggressive kiss. The changeling quickly thrust her tentacle-tongue into Rarity’s mouth, coiling it around the unicorn’s tongue, wasting no time in unnecessary pleasantries. Chrysalis growled with satisfaction as Rarity’s eyes fluttered, the fashionista quickly responding to the kiss.

Rarity began to push back, fighting for control, but Chrysalis wouldn’t have it. She snarled in warning as she pushed the little pony backwards, their lips never parting once. Overwhelmed, Rarity stumbled and found herself lying belly up on the mattress, her changeling lover climbing over her.

Rarity began to roll away, trying to regain some semblance of control over the heated kiss, but she didn’t get far. Chrysalis made a point of showing off her superior size by pinning the moaning unicorn under her, their bellies brushing against one another as the changeling queen asserted her dominance. And yet Rarity still struggled underneath, the unicorn fighting back even as the fragrance of her excitement filled the room, making Chrysalis unbearably aroused. The kiss became even more aggressive, moans and snarls mixing together.

The bout of morning passion might have gone further, if not for the impromptu knocking on the bedroom door. Both mares finally relented in their frantic kissing, Rarity still pinned with a mouthful of tentacle. Chrysalis leaned back with an annoyed grunt, finally allowing the kiss to end. Rarity patiently waited for the enormous tentacle-tongue to leave her mouth, her lips even suckling on it as it endlessly slithered out, teasing her new mate to the end. Chrysalis had half a mind to stuff something a lot harder in her mouth.

“How forward…” Rarity whispered breathlessly, her eyes twinkling with desire. The knocks echoed around the room, louder this time, and the unicorn sighed with obvious disappointment. “But it seems we’ll have to continue this later.”

Chrysalis frowned, very much opposed to the idea of stopping now; her excitement slapped against her carapaced belly, agreeing with her sentiment. She was considering just ignoring whoever was on the other side of the door when the knocks repeated a third time, this time accompanied with a muffled voice.

“Twilight?” Spike called, his scaled knuckles hitting the door faster than before. “Chrysalis? Are you in there?”

Chrysalis groaned, and she quickly got off the bed, liberating Rarity. “Just a moment young one, I will be with you shorty.” She called, shivering as she forced her member to retract into her sheath. She shot the unicorn a glance, taking in Rarity’s disheveled mane, her wet lips, and her flushed face. “You might want to hide in the bathroom. If he sees you in this depraved state there might be some very awkward consequences, for all involved.”

Rarity gave her lover a calculating glance, her eye flickering from Chrysalis to the door, but she didn’t comment. The unicorn simply smiled back and nodded, taking the time to place a teasing kiss on Chrysalis’ neck as she got out of bed. Rarity quickly crossed the room, her disordered tail waving alluringly as she stepped into the bathroom. Chrysalis had one last glimpse of the fashionista’s shapely backside before the door closed, and she shook her head in dismay. No matter, there would be ample time to enjoy the unicorn later.

Chuckling to herself, Chrysalis trotted to the bedroom door, wondering what Spike needed from her.

*******************

Back in Canterlot, Luna slowly drifted towards her sister’s balcony, her lazy flight giving her time to think about what she had learned the previous night. She touched down with a soft clicking of hooves on marble, her long legs carrying her inside, her mind elsewhere.

“Princess, you’re back! How did it go?”

Luna blinked, resurfacing from her inner thoughts and she looked around the room. As Thorax had promised, he had kept his vigil over her sister the whole night, and judging by his bloated stomach he had not gone hungry. The changeling king was positively bulging with stored love, his carapace almost glowing with energy. Luna was momentarily flabbergasted —just how much love could Celestia produce?— then she shook her head and trotted towards the rotund changeling.

“King Thorax.” Luna greeted, nodding respectfully. “Everything went as well as could be expected. The information I have gathered is both reassuring… and alarming in some ways.” Luna eyed Thorax’s belly. “I see your night has been productive as well?”

“You could say that… *burp*” Thorax blushed as he covered his mouth, mumbling an excuse. “I’m glad you’re back, I really need to get back to the hive to share all this love.” He shook his head. “It’s making me a little… loopy.”

Luna watched the king’s rounded stomach, suddenly reminded of a giant green marble. She inclined her head just a bit. “I’m sorry for my tardiness, I had some things I needed to make sure of before I returned. I thank you for your help.” She glanced at the empty bed, her brow furrowing just a little. “And my sister?”

“Shower.” Thorax pointed at Celestia’s bathroom, almost falling in the process as his belly sloshed audibly. “Oops… I’ve never metabolized so much love in my life, all this nectar is a little hard to deal with.” He took a deep breath, steadying himself… and he snorted in surprise. He sniffed again, this time more carefully. He leaned forward, sniffing like a dog, his eyes glazing over, as if entranced by a scent.

“Could you stop sniffing me in this manner?” Luna asked, just a tad miffed. She knew she had not had the chance to shower yet, but Thorax didn’t need to remind her so rudely.

Thorax seemed to remember himself, a deep red blush appearing on his green cheeks. “I’m sorry, it’s just…” For some reason, he backed away from Luna, as if afraid to be near her. “I didn’t think it had gone that well with Chrysalis.”

Luna narrowed her eyes. “What do you mean?”

“Y-you… You smell like…” Thorax gulped, looking very uncomfortable. “Well you smell like you’ve spent the night very close to Chrysalis… and she marked you, thoroughly.”

Luna blinked. “What?”

“Y-yes, you’re covered in changeling pheromones.” Thorax whimpered, covering his muzzle. “I wouldn’t go near my hive for a long, long while if I were you… Or near any other changeling for that matter.”

Luna’s eyes twitched, a vein pulsing on her temple. “Why?

“Well… She marked you as a…” he gulped, taking a few steps back. “She… hmm…”

“King Thorax.” Luna said through gritted teeth, her horn fizzling with anger. “What. Did. She. Do.”

“She… She marked you as a public use mare.” Thorax blurted out, blushing profusely. “A mare the whole hive can mate with whenever they want. What you ponies would call a whore… Wait, why is your horn glowing like that?”

*******************

Chrysalis had just flipped her latest pancake when the magically amplified scream reached Ponyville. She paused in her breakfast-making frenzy to listen to Luna’s shouts, the changeling being one of the few beings alive capable of understanding the ancient curses and insults the alicorn was screeching out. Chrysalis’ ears twitched as a large smile appeared on her muzzle: the shrieks were like music to her ears.

“My word, what in Equestria is that?” Rarity yelped, looking around the kitchen as the shouts shook the Friendship Castle’s walls, the many dishes on the food-laden table rattling before her.

“It sounds just like a siren screaming!” Spike said fearfully, his crumb-covered snout twisting with worry.

“Don’t worry, it’s nothing.” Chrysalis assured, a satisfied chuckle rising from her chest. “It should stop soon enough.” Just then the shouts were cut off, the last echoes ringing lower and lower. “See? Nothing to worry about.” She flipped the pancake over her shoulder, the sugary treat landing perfectly on top of the huge pile sitting in front of Rarity. “Now, eat.”

Spike eagerly obeyed, the little drake digging into his bacon sandwich with gusto. Chrysalis took a few moments to watch him eat, his satisfied smile making her chest well with warmth. She blinked, and rubbed a hoof on her pectoral plates, wondering if she was getting sick. She did feel a little light-headed lately, and the strange emotions rumbling in her heart… yes, she was probably coming down with something. She frowned, and decided to push the construction of the healing-pool chamber at the top of her hive-building priorities. Just after the nursery.

“Darling, not that I do not appreciate you making breakfast for me,” Rarity watched the plate of stacked pancakes, her eyes twinkling with hunger and regret, “but do you have anything less…” she eyed the maple syrup drizzling down the tower of sugary goodness, and she gulped. “Less fatty? I do have a figure to maintain.”

Chrysalis smothered a derisive snort, hiding her amusement by bending over to check on a platter of cookies baking in the oven. “I wouldn’t worry about your figure, my pretty.” She shot Rarity a teasing look. “Besides, I’m sure you will look beautiful with a round belly.” Full of my brood. Chrysalis completed in her mind.

“Yeah,” Spike chipped in dreamily, giving Rarity a smitten puppy-dog gaze, “and it’s not like a few pancakes will hurt.”

Rarity raised an eyebrow, then leaned towards the little drake, smiling demurely. “Oh, so are you saying I’m too skinny?”

“N-no! You’re not skinny!” Spike rushed to say, waving his claws around. “You’re way not skinny!”

“Oh… so are you saying I’m chubby then?”

Spike seemed to choke on his own tongue, and promptly started to try and dig himself out of the hole he had just jumped into. The words “curvy” and “just in the right places” were uttered, much to Rarity’s teasing amusement, and to Spike’s growing horror. Chrysalis watched the exchange with a thin smile, a hint of worry blossoming in her chest.

She had known about the little drake’s infatuation for Rarity of course, frankly it was a little hard not to notice. Even then, she hadn’t thought twice when pursuing the unicorn… but now she couldn’t help but feel… bad. She shook her head, berating herself. She tried to keep the silly thoughts out of her mind as she started to work on a new pancake, but the feelings wouldn’t stop nagging at her mind.

This is but a childish crush, it will pass. She told herself, tuning out from the impish unicorn and the flailing dragonling. And who cares anyway, that mare was mine for the taking. If his feelings persist until he is mature, I could always share her with him, when he’s old enough. He is part of the hive after all.

The thought made Chrysalis hesitate, her brow furrowing in confusion.

Wait… is he? But… he’s not a drone, nor a worker, nor a warrior, and not part of the breeding stock… what is he then? She glowered at a bowl of freshly made whipped cream, her ears splaying back.

“Bit for your thoughts?”

Chrysalis jerked back from her confused thoughts, looking back towards the table. She was surprised to find only Rarity sitting there, nibbling on a small piece of pancake. “Where is the small one?”

“Spike? Oh, the poor little dear ran away after he accidentally compared my rear to a perfectly shaped cushy pillow.” Rarity tittered behind her hoof, her curls bouncing. “He is such a cute little sweetheart.” She said fondly, taking another minuscule bite from her piece of pancake.

“Not as cute as you were yesterday, filled with my semen.” Chrysalis said casually.

Far from being taken aback by the naughty change of topic, Rarity hummed in agreement. “I’ll admit I did enjoy the pregnant look you gave me, even if it was a chore to get rid of; my poor bathroom will never be the same.” She tilted her head, letting a strand of her curly mane fall on her right eye. “You know, I still haven’t decided if I should take my morning-after pills...”

“Yes, you have.” Chrysalis said proudly, looking straight into her willing broodmare’s eyes. “You know you’ve made your choice.”

“Hmmm, perhaps.” Rarity’s lips curled into a mocking smirk. “Or perhaps I’m just confident your weak release won’t take.”

“Weak? You certainly didn’t seem to think so when you were guzzling it down yesterday.” Chrysalis levitated a dollop of whipped cream in the air and left it to hover in front of Rarity’s muzzle. “Hungry for more?”

Once again Rarity didn’t let Chrysalis’ teasing get to her. She purred sensually, her tongue darting out to sample the floating white cream, her tongue slooowly running along the tasty treat. Chrysalis had hoped to catch the unicorn off guard, but she was the one who ended up being surprised by the lewd display, her mind going blank as Rarity made a show of sampling her cream. The unicorn took her time in savoring her sample, moans of pleasure echoing around the kitchen.

“Hmmm, delicious.” Rarity smacked her lips, sighing contently. She held her sultry gaze for a few more seconds, before breaking into a fit of giggles. “Oh my, I see I haven’t lost my touch.”

Chrysalis grunted, trying stop her length from spilling out of her sheath any more than it already had. This unicorn really was a professional when it came to flirting. It took all of Chrysalis’ willpower to keep herself from rushing around the small kitchen table, throwing the mare on the table, and ravaging her on a bed of pastries. Instead she flipped her pancake, grumbling about stupid sexy unicorns.

Still, Chrysalis smiled. Between Rarity and Twilight, her new hive was off to a magnificent start. To have such a perfect broodmother, alongside a queen worthy of herself already under her dominion…

“Don’t you look positively smug.” Rarity hummed, tilting her head as she watched Chrysalis’ self-satisfied smile.

“Why shouldn’t I.” Chrysalis said haughtily, swinging around to look Rarity in the eyes. “Twilight is mine,” she smirked, “and now so are you.”

“Am I now.” Rarity tapped her chin, her eyes lidded. “I seem to remember somepony begging to be whipped, squirming under my control…”

“Before you completely yielded and submitted to my rule.” Chrysalis asserted, smiling wide, her fangs glinting. “And then you willingly followed me to my hive, ready to take your place as my plaything.”

“Or maybe I came over because you gave me exactly what I wanted.” Rarity tilted her head, fluttering her eyelashes.

“Oh? And what is that?” Chrysalis leaned over the table, placing her elbows on the food-laden surface; the unicorn didn’t recoil, and even closed the distance, their snouts almost touching. “A ticket to sleep in a royal bed? A place in a herd? Love?” She snorted derisively, holding her chin in her hooves. “An escape from the crushing loneliness you obviously suffered from?”

“You would know about loneliness, wouldn’t you?” Rarity countered, her smiling lips quirking up when Chrysalis couldn’t hide a frown. “And yes, I was lonely, and finding that my darling little Twilight is looking for a herd is a most welcome surprise. But you forgot one reason, my main reason for coming here.”

“You are a horny harlot and I’m the best lay you’ve ever had?” Chrysalis let her tentacle tongue slither out from between her fangs, her eyes glinting. “Anxious for another ride with your queen?”

“Hmm, maybe just a little.” Rarity said easily, shrugging off the insult. “But no. I accepted your invitation because I was worried.”

Chrysalis blinked, taken aback. “Worried?”

“Worried about my sweet, naïve little Twilight.” Rarity sighed, her hoof idly playing with a strand of Chrysalis’ wispy mane. “That poor dear, so innocent and pure, how could she possibly deal with a perverted beast such as yourself. To be trapped with you, all on her own…” Rarity looked back into Chrysalis’ reptilian eyes, her gaze twinkling. “But now she isn’t alone anymore, is she? She has a friend she can count on, even in her most… intimate moments.” She patted Chrysalis’ cheek. “Thanks for letting me in, darling.”

Chrysalis stood still for a few heartbeats… then she growled, both angry and turned on by the mare’s duplicity. “Oh, I am going to make you scream tonight, my pretty little whore.”

“I look forward to it.” Rarity said heatedly, pushing her nose against Chrysalis’ wolfish muzzle. “Or maybe I’ll teach Twilight a few tricks, give her a few lessons on how to wield a whip, and I’ll get to hear your adorable squeaking again, hmm?”

Chrysalis tensed, ready to pounce on Rarity and put her back in her place, but the door leading to the main dining area opened just before she could. Both pony and changeling turned in tandem, finding a blushing Twilight staring back from the doorway. The alicorn hesitated, her eyes flicking from her wife to her new... concubine? Twilight visibly became flustered by the thought, much to Chrysalis enjoyment. The alicorn awkwardly shuffled her way to the table, eyes on the ground, cheeks crimson. It was just too precious.

Chrysalis inhaled deeply, her body shuddering in pleasure. She just loved the taste of Twilight’s embarrassment, it was almost as delectable as her lust. The way the innocent alicorn had squirmed the night before, when Rarity had joined them in bed, feeling Twilight’s initial reticence slowly melting into confused excitement when the gorgeous unicorn had hugged her in her sleep… Delicious.

“Good morning sweetie.” Chrysalis greeted as Twilight approached the table, a big mischievous smile on her black lips. She expected Twilight to come sit by her side, as far away from Rarity as possible. “I hope you had a good… night…” Chrysalis blinked in surprise as Twilight not only trotted to Rarity’s side, but also sat right next to the pleased unicorn. “Wha…”

“Twilight, darling!” Rarity said cheerfully, shooting Chrysalis a quick little victorious smirk. She leaned closer to Twilight, trying to catch her flustered gaze. “Where were you last night? I heard you get up, and this morning you were not in bed— *Mmmh*!”

Chrysalis jaw fell open, her eyes bulging out as Twilight suddenly, and truth be told a little clumsily, kissed Rarity full on the lips. Judging by the shocked expression on Rarity’s face, the fashionista was just as surprised, even if her shock quickly melted into enthusiastic enjoyment. Chrysalis was slapped in the face by a wave of pure satisfaction radiating from Rarity, almost overwhelming Twilight’s shy eagerness. This was not what Chrysalis had expected.

Twilight and Rarity separated with a sloppy *mouah*, the string of saliva connecting their lips proof of Twilight’s clumsy enthusiasm. They stared at one another longingly, panting slightly. Twilight’s eyes were full of cautious excitement, while Rarity’s were burning with desire.

“Oh… my…” Rarity breathed hotly, her glistening lips slightly open. “Why do ponies keep interrupting me with kisses.” She licked her lips sensually. “Not that I’m complaining.”

“I… I just w-wanted to.” Twilight stammered cutely. “Did I… was it okay?”

“It was marvelous.” Rarity purred, leaning forward to press her nose to Twilight, devouring the blushing alicorn with her lustful eyes. “I wouldn’t say no to a second one…”

Twilight gulped audibly, her blush intensifying. She whimpered helplessly, trembling as Rarity closed the small gap between them, her lips puckering in anticipation…

“Ahem.” Chrysalis cleared her throat as loudly and rudely as she could. Both ponies jumped, as if they had forgotten about her, and they broke out of their saccharine display. Twilight seemed more embarrassed than ever, and Rarity looked infuriatingly smug. “Sorry, I hope I am not interrupting?” Chrysalis growled, her horn fizzling with furious green energy.

“Of course not, dearie.” Rarity waved her hoof dismissively, and she leaned to give Twilight a little peck on her crimson cheeks. “We can always continue later.”

“How nice.” Chrysalis said through gritted teeth. “Here, eat.” She levitated a freshly made pancake towards Rarity’s stack… and completely missed her mark. The warm, syrup infused treat sailed over the pancake stack, before plopping right on top of Rarity’s head.

“EEEEEEEEEEEEEE!”

“Whoops.” Chrysalis said impassively as the fashionista shrieked in dismay, sticky melted syrup running all over her mane. “I slipped.”

“Chrysalis!” Twilight scolded her wife, before she turned to her whimpering friend. She quickly levitated the squashed pancake off her friend’s head, bits of it falling all over the place. “Are you alright Rarity?”

“My mane!” Rarity shrieked, her eyes wide and panicked. “What have you done! You monster!” The unicorn jumped off her seat, syrup running all over her neck. “It’s going to stain my coat! AAAAH!”

“Rarity, wait!”

Chrysalis couldn’t help but grin maliciously as Rarity ignored Twilight’s calls and ran off as fast as she could, no doubt to find the nearest bathroom. The fashionista stopped in the doorway, shot Chrysalis a death glare —this means war, her eyes seemed to say— then she was off to save her precious mane and coat. Chrysalis listened to Rarity’s diminishing hoofsteps, feeling both satisfied and angry at herself at the same time. Having to resort to such petty means of vengeance felt like admitting defeat.

“That was mean.” Twilight said softly, watching her wife carefully. Chrysalis snorted, turning to retrieve the platter of cookies from the oven. “Why did you do that?”

Chrysalis rolled her eyes, her magic plucking the baked treats from the tray and putting them into a bowl. “Don’t play coy with me, Twilight Sparkle. I know what you are doing.” She didn’t need to see Twilight’s expression to know the alicorn had just winced; that mare was just the worst poker player in the world.

“I-I don’t see what you mean…”

“Trying to make me jealous.” Chrysalis spelled it out, her eye twitching. “How foolish do you think I am?” She suddenly turned, shoving the bowl of warm, lovingly made cookies under Twilight’s nose. “Using poor Rarity to get to me… I didn’t know you could be capable of something so hurtful.”

Twilight had the good grace of looking guilty, her eyes falling down to the bowl of chocolate chips and hazelnuts cookies. Chrysalis had to resist smiling: the alicorn was just too kind for her own good. Twilight was so quick to question herself, so ready to give others the benefit of the doubt… Something Chrysalis was more than happy to take advantage of, despite the vestigial hints of guilt nagging at her mind. She discarded the pesky foreign emotion with an internal scoff, and prepared to tease the alicorn some more…. But Twilight beat her to the punch.

“Isn’t that exactly what you did yesterday?”

Chrysalis froze, her mind screeching to a halt. Twilight’s voice had been soft, without a hint of accusation or anger, but Chrysalis could feel the pain under the casual tone. She looked into Twilight’s eyes, seeing the betrayal underneath… and for the first time in her life Chrysalis felt compelled to avert her eyes.

Of course she resisted the silly urge, and put on her usual wolfish smile instead. “This again? We’ve been over this: you gave me permission—”

“But you knew I didn’t mean it.”

Chrysalis slowly closed her muzzle, her eyes narrowing. She watched Twilight’s resolute expression, noting her stiff posture. Strange, she didn’t expect Twilight to push back so strongly. If her observations on the alicorn were correct, Twilight should have accepted the situation, compelled by guilt and fear of hurting Rarity’s feelings. Had Chrysalis miscalculated?

“Perhaps…” Chrysalis said carefully. If she gave a little ground, Twilight’s reasonable nature should push her to reach out and meet her halfway. “I just didn’t think it was such a big issue, lots of ponies still form herds: it’s only natural for your species, instinctive. This monogamous trend of the last few centuries seems silly to me, I didn’t think… I’m sorry.” Chrysalis wore her most sincere pout, wondering if it would work.

Twilight’s gaze wavered slightly, and Chrysalis smirked internally: she could almost feel Twilight’s natural kindness and tendency for forgiveness making her resolve crack. It was almost too easy…

“No.” Twilight shook her head. “You aren’t sorry, I know you aren’t.”

Chrysalis’ fake repenting expression fell away, replaced by a more genuine glare. How rude. She really was sorry! Sorry Twilight had caught on rather than sorry for her actions, but still, that counted.

Fine, if appeal to Twilight’s compassion didn’t work, Chrysalis would have to play dirty. Really, it was Twilight’s own fault for pushing the issue, not her own. The alicorn was forcing her hoof. Chrysalis playing nice was a kindness she didn’t usually extend to just anypony, Twilight was just being ungrateful.

“You didn’t seem to mind Rarity’s presence just now, while you were playing with her tongue.” Chrysalis taunted, her magic caressing Twilight’s lips, still glossy with Rarity’s saliva. “And don’t try to pretend it was just to make me mad.” Chrysalis gave her wife a shark-like smile. “I could feel how much you enjoyed it.”

Twilight blushed deeply, her eyes finally looking away. I win this round. Chrysalis cheered internally, savoring Twilight’s conflicted emotions. Oh, the alicorn was still angry, but her mind was now busy dealing with repressed lust for her friends, the long-buried feelings surging to the surface. Chrysalis smirked, confident the alicorn was about to fold like the naïve little girl she was…

“Excuse me, I have to go to the little filly’s room.” Twilight squeaked. “I’ll be right back.” She rose from her chair, trotted to the door leading to the hallway, and disappeared without another word, leaving a dumbfounded changeling behind.

Chrysalis blinked, wondering what the heck had just happened. She and Twilight had been in the middle of a contest of the minds! A duel of words and wills… and Twilight had just left her hanging! One didn’t just leave a battleground in the middle of a fight, much less for a toilet break! That was just rude!

And to top it all off, her cookies were getting cold.

Frustrated by the alicorn’s shocking lack of manners, Chrysalis grumbled and quickly covered the bowl in tinfoil, keeping the baked goods nice and warm for Twilight. She then set out to clean her baking tools, waiting for her wife to return.

Chrysalis had just put away the last pan when Twilight returned, and the changeling had to resist growling at her. Twilight nonchalantly trotted to her seat. She got comfortable. She removed the tinfoil. She levitated a cookie from her bowl. She took a big bite, a big smile instantly appearing on her lips as she chewed. She made pleased noises as she ate the tasty baked good, then popped a second one in her muzzle, humming happily. Then she finally seemed to remember she wasn’t alone, and focused back on her wife.

“Hmm, sowwy, these awe reawy good!” She mumbled with her mouth full. She swallowed, smacking her lips. “Where were we?”

Chrysalis trembled with barely contained anger. “We were talking about your filthy sexual cravings for your friends.”

“Ah, yes.” Twilight nodded, apparently completely unperturbed by Chrysalis’ bluntness. “Well, I do admit I enjoyed snuggling with Rarity yesterday. And the kiss earlier… that was…” Twilight seemed lost in thought, her cheeks reddening.

Chrysalis snorted. “There you go. You’re welcome.”

“But, that doesn’t excuse what you did.” Twilight shook her head, her expression turning serious again.

“And what did I do.” Chrysalis sneered. “Gave you exactly what you wanted? Made our hive stronger? Rescued that unicorn from a life of frustrated whoring while she waits for her prince charming? What did I—”

“You hurt me.”

Chrysalis physically recoiled from Twilight’s words. She hit the counter as she stumbled backwards, eyes bulging. Completely confused by her own reaction, the changeling held her chest, wondering why her heart was aching so much. Twilight watched her attentively, as if gauging her response. Judging by the guilt radiating from the alicorn, Twilight knew very well what she was doing. Confused and wounded, Chrysalis did the only thing she could think of: she lashed out.

“Hurt you? And what of it?” She snapped, her horn fizzling. She reared up and brought her hooves on the table, a few dishes clattering to the ground from the impact. “I haven’t broken the terms of our alliance, it’s the only thing that matters. Do you think I truly care about you?”

“I don’t know.” Twilight said softly, untouched by Chrysalis’ aggressiveness. “Do you?”

Chrysalis loomed over the smaller mare, showing off her fangs, her wings buzzing furiously. She opened her mouth to deny it. She wanted to tell Twilight she didn’t care about her, and was just using her, that she was just another breeding mare in her hive. She wanted to throw Twilight’s repulsive sentimentality right into her face, she wanted to tell the alicorn she didn’t care one bit… but the words died in her throat. She couldn’t bring herself to say it.

Because it would be a lie.

Chrysalis sighed in frustration, and she took a step back, all tension leaving her body. Her anger had been a show, of course… and Twilight had called her bluff. Bested by this little pony, an alicorn not even a century old… how shameful. She avoided Twilight’s searching gaze, and gave the most minuscule little nod. It was apparently enough.

Twilight gave a deep and long exhale, as if a heavy burden had been lifted from her mind. Chrysalis frowned as she felt the wave of emotions surging from the alicorn: happiness, relief and a surprising amount of guilt all mixed in one sour-sweet blend. It was almost as if Twilight was deeply reassured… but also ashamed at the same time. Strange…

“You know,” Chrysalis began, watching Twilight carefully, “you should be proud of what you’ve just done.”

“W-what?” Twilight straightened on her chair, startled out of her thoughts.

“Using my feelings against me like you just did.” Chrysalis inclined her head, like a fencer acknowledging a worthy adversary. “That was surprisingly devious of you, one might even say… villainous.” Chrysalis gave her wife an appreciative smile. “You managed to actually hurt me, I’m proud of you. I’ll make a changeling queen out of you yet.”

“N-no!” Twilight blurted out. “I didn’t… I haven’t…”

Chrysalis almost laughed out loud. Twilight had surprised her, true, but the young alicorn still had a lot to learn when it came to playing this game. Just a little remark and she was back to being all flustered, her whole façade of control completely shattered.

“A-and I still haven’t forgiven you for s-sleeping with Rarity!” Twilight stammered. She was trying to take back the reins of the conversation. How cute. “AND I want to know what you did in Canterlot! Everypony was completely crazy over there. Don’t try to deny it, I know you had something to do with it!”

“Oh yes, that was me.” Chrysalis admitted instantly. She smiled innocently, snickering internally as Twilight choked back the rest of her tirade. “I knew I had to keep you busy for a while, so I made sure the princesses would keep you in Canterlot while I seduced your friend.”

“Y-you… what did you do…” Twilight shook her head, completely taken aback by the easy confession. “I mean, why… Why would you send me away, just to get to Rarity?”

“Oh, Thorax didn’t tell you?” Chrysalis said casually, tripping up the alicorn once more. Twilight’s strangled gasp was just too cute! “I thought he would have told you all about my nesting instincts, the little traitor.”

Chrysalis took a deep breath, looking at her startled wife. Did Twilight think she could hide her encounter with that spinelss oaf?

“I can smell him on you.” Chrysalis hissed, a hint of real anger boiling to the surface, before she smothered it down with her casual smile. “But don’t worry, I forgive you for hiding your meeting with him.” Chrysalis focused on Twilight’s shoulder. “I won’t even rip his head off for daring to touch you.”

“I didn’t hide anything!” Twilight shot to her hooves, outraged. “The subject never came up!”

Chrysalis quirked an eyebrow. “So you’re saying you didn’t lie. I just didn’t ask, is that it?”

“I didn’t have time to tell you!”

“We had plenty of time yesterday, while you were dragging me through the streets of Ponyville. That was not very nice, by the way.”

“Oh no, don’t even try to—”

“I mean, I showed you everything I did the moment you arrived. I was honest with you.” Chrysalis interrupted, her lower lip trembling as she pouted sadly. “But you, you try to hide your secret meeting with a rival king… And then I’m the unfaithful wife?”

“You spent the whole night copulating with one of my best friends!”

“Yes, but I asked you first.” Chrysalis whined. “I told you I wanted to take that unicorn for a ride, I asked for your consent… Is it my fault you didn’t understand I was serious?”

“We already talked about this! You knew full I didn’t meant it!”

“I was only following my natural instincts.” Chrysalis’ expression turned pained. “I couldn’t help myself, I was in my nesting phase! Looking for more mates is perfectly normal! Isn’t that exactly what Thorax told you?”

“H-he… You…”

“Don’t you think it’s extremely unfair for you to ask me to conform to pony customs, when you will not even consider mine?” Chrysalis pleaded, her green eyes shining with crocodile tears. “Building a strong hive is my main purpose in life, it’s my role. I won’t keep you from being the Princess of Friendship… is it fair for you to ask me not to be a changeling queen?”

“N-no, it’s not, but…”

“I thought friendship was all about acceptance and compromises.” Chrysalis choked out, half sobbing by this point. “Or do you not care about me the same way I do?” She fluttered her wet eyelashes at her blabbering wife, tears rolling down her black cheeks. “Or… am I just another villain for you to reform?”

You asked for this, my sweet. Chrysalis thought giddily. Oh, her performance had been cheesy and completely transparent, but that didn’t matter. What mattered was that Twilight could not answer any of her points without sounding like the bad guy. Your move, my love.

Twilight’s eyes twitched, her mane springing out of place as she tried to find a way to express just how awful Chrysalis was being without sounding too rude… and she seemed to draw a blank. “E-excuse me, I have to go to the little filly’s room.”

Again? Chrysalis frowned, watching Twilight hurry away. What are you hiding…

“Of course sweetie,” Chrysalis purred, “but don’t take too long, or I might get bored. And if I do, I might go have fun with another of your little friends, hmmm?”

Twilight stumbled, and glared at her wife. “If you do that again to one of the girls I will send you to the moon. I mean it.” She warned. She then rushed to the door, ears twitching madly.

Chrysalis waited for Twilight to exit the kitchen, then she crept on silent hooves after her wife. She slipped out the door without a sound, stalking the alicorn through the castle’s corridors. She followed Twilight, keeping to the shadows, hiding behind the occasional pillar whenever Twilight looked back. The alicorn was being suspiciously careful.

Finally, Twilight reached the nearest bathroom, and she rushed inside before locking the door. Still wary, Chrysalis slithered to the door, her ears perked, ready to bolt if needed. She was right next to the door when voices reached her sensitive ears, the frantic whispering barely audible. Eyes narrowed, Chrysalis gently placed her ear on the crystal door, listening in.

*******************

“No! No compromises! You can’t let her gain ground on you like that.” Starlight hissed, making sure the bathroom door was locked tight. “How did she turn the conversation on you again?”

“I don’t know, it just… happened.” Twilight winced, her ears folding as Starlight groaned out loud. “It’s not my fault: she has rational arguments! Even if she uses them in the most unreasonably ways.”

“Twilight we talked about this!” Starlight held her head in her hooves. “If you try to be fair, she’ll take advantage of it. You have to push her back, take control!”

“I did…” Twilight shuffled on her hooves. “I think…”

“Okay, let’s go over our checklist. Again.” Starlight grunted, levitating and unrolling a parchment. “Item one, does Chrysalis understand that what she did hurt you.”

“She does now.” Twilight nodded, nervously pawing at her tail.

“Stop that.” Starlight tapped Twilight’s hoof. “Item two, does she feel bad about hurting you.”

“I think so...” Twilight thought back to how Chrysalis had reacted, and she amended. “No, I know so.”

“Really?” Starlight shot Twilight an incredulous glance. “Are you sure… Ok fine, fine, I believe you, don’t get mad at me.” She grumbled, and returned to her list. “Item three, does she care more about Rarity than she cares about you, we already dealt with. Even if Chrysalis did realize you were trying to make her jealous, the kiss still worked.”

“Don’t remind me…” Twilight blushed, her eyes glazing over. “That was… wow…”

“Yeah, I can see that was really awful for you.” Starlight did her best Maud Pie impression, rolling her eyes. “At least now we can cross item four, ‘will Chrysalis accept the idea of asking Rarity to leave’, since you don’t want that either.”

“I-I didn’t say anything about that…”

“Twilight, you spent five minutes describing how soft Rarity’s lips were.” Starlight glared at Twilight. “In excruciating details.”

“But they really were soft...”

“Item five,” Starlight interrupted grumpily, her tail twitching, “and the most important of them all.” She shot Twilight a serious look. “Does Chrysalis love you.”

“Yes.” Twilight said instantly. She recoiled from Starlight’s skeptical expression. “I mean, I don’t know about love love, it’s a little early to say… but does she care about me, does she like me? Yes.” She said, confidently.

“Hmm, good enough I suppose.” Starlight said dubiously. She snorted, her lips quirking up. “You know, most couples just ask if they love each other, or give each other flowers or other sappy stuff like that. You two are just ridiculous.”

“Oh really, we’re ridiculous? Remember when Trixie got herself eaten by a manticore, just to force you to come back to her?”

“That’s not why she did it.” Starlight grumbled. “It isn’t! Ok, let’s get back on topic.” She eyed her list, before letting the parchment roll itself back up. “That’s an all clear for phase 1, information gathering. How did phase 2 work out so far?”

“I don’t know…” Twilight fidgeted with her hooves. “I don’t really like it… sentimental manipulation really isn’t something I’m comfortable with.”

“But that’s what she does all the time!”

“Yes, but I want to help her be better, not become like her.”

“You need to break her down first, then rebuild her!”

Twilight sighed, shaking her head. “Starlight, I think this Chrysalis stuff is getting to your head… you’re starting to sound like your old self.”

“I know, I know!” Starlight groaned. “It’s just… I was the first to give her a chance, remember? And she slapped my hoof away.”

“That doesn’t mean we don’t have to try again.” Twilight smiled at her pupil. “And I know you two can patch things up. Just look at me and Trixie, you know that friendship can be a messy thing.”

“Please stop comparing Trixie to that bug.” Starlight grumbled.

“Fine,” Twilight giggled, “but you have to move back in and try to get along with Chrysalis.”

“I… I’ll try, for you. But if she even looks at Trixie funny…”

“She won’t touch you or Trixie. I swear.” Twilight said firmly. She now had proof there was good in Chrysalis, and that fact gave her all the confidence she needed. “I think I’m ready to go back, I know what I have to do.”

“Lecture her?”

“Yep!” Twilight chirped, completely serious. They shared a good laugh, any remaining tension leaving Twilight’s body. She smiled, and hugged her pupil tightly. “Thank you for your help Starlight.”

“Good luck Twilight.” Starlight hugged back, sighing into her mentor’s mane. “Don’t let that bug walk all over you.”

“I won’t.” They separated, and Twilight happily trotted the bathroom door. “I made some great progress with her thanks to you, I think she’ll behave from now on.” Twilight smiled. “I just know it.”

She puffed out her chest, ready to return to Chrysalis and continue their talk. She opened the bathroom door… and paused when she found a folded letter stuck to the other side of the door. Her heart skipped a beat when she realized the paper was fixed to the door with a trail of changeling resin. Twilight stared at the green ooze with wide eyes, her breath hitching in her throat.

“Oh… Ponyfeathers…”

“Whoops,” Starlight gulped, “did we forget the bubble of silence?”

Twilight said nothing, and just focused on the letter. Slowly, carefully, she detached the parchment from the door, her heart doing a summersault when she recognized Chrysalis’ hoofwriting, and she began to read out loud.

“Twilight, you were taking too long, so I got bored and left. I did warn you about that. There is food for the whole day in the pantry, please remember to eat once you are done dealing with that fetid business in the bathroom (yes, that means you, Starlight Glimmer).”

“Lovely.” Starlight groaned.

“There’s more…” Twilight frowned, reading the letter again. “Please tell that sack of… ok I’m not reading that… nor that… and that’s not anatomically possible!”

“Just keep on reading.” Starlight facehoofed.

“Insults… more insults… ah, there we go.” Twilight cleared her throat. “-with a spatula. Oh, and Twilight, I’ll forgive you for conspiring with my arch nemesis, since I am so nice. And in return I know you will forgive me for what I’m about to do.” Twilight’s frowned, and she unfolded the last bit of the letter. “You said not to touch your little girl friends, and I won’t, but…” Twilight’s eyes shot open, her reading ending with a strangled squeak.

“What? What’s she going to do?”

“She went to… she... she left to…” Twilight stammered, letting the parchment fall to the ground.

Starlight shot the paper a quick look, noting that Chrysalis had included a pretty good drawing of a smiling changeling queen being mounted by a muscular red earth-pony stallion… though she had been a little liberal with the size of the stallion’s… equipment.

“Uh, is that Big Macinto-”

“CHRYSALIIIIIIS!”

*******************

Off in the distance, a certain changeling queen heard her wife’s screams, her wings buzzing all the faster as she flew towards the apple orchards, a hungry smile on her fanged muzzle. Alicorns were just so fun to rile up!

Chapter 9: Asking A Tiger To Change Its Stripes

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A thousand apples a day keeps the debt collector away.

Thus was the motto of the Apple family… at least when business was waning. Applejack grunted as she bucked one of her precious trees, apples falling straight into the expertly placed buckets around her, the muted thuds incredibly satisfying. It sounded like the jingling of bits to her, and the farm needed those bits. Badly.

With cider season still a ways off, and the proceeds from the Zap Apple harvest already spent, things were going to be a little tight for the foreseeable future. The situation wouldn’t have been too bad… if only they hadn’t needed to rebuild the barn a few weeks back. Again.

They might as well make barn raising a new seasonal Apple family get together, considering how often they needed to rebuild the darned thing. The barn had seen it all: blown away, collapsed, trampled by a herd of cows, devoured by parasprites… and now they could add “gone up in flames” to the list.

“Darn twittermites,” Applejack grumbled under her breath, “where in the hay is that pest control pony when ya need ‘im.”

She collected her buckets, grunting as she hauled her produce into an empty barrel; her brother would pass through the rows of apple trees to gather the lines of barrels later on. She counted the many barrels she had already filled —she had started before dawn— and did a quick calculation: it was enough for a full day of sales and shipment. Any more and it would be a waste. They had the produce, the issue was selling it.

“We need more revenue…” She said under her breath.

Sweet Apple Acres had a hundred different issues that sorely needed fixing, from busted fences to the house shingles, and everything was another drain on their diminishing resources. Not to mention Granny Smith’s long belated hip operation.

Applejack blinked, the mention of Granny’s hip reminding her of her last encounter with Ponyville’s newest resident: Queen Chrysalis. The changeling was a right proper swindler, AJ was sure of it. But the promise of long forgotten recipes and centuries worth of experience was a hard offer to ignore. With the right marketing, and just a little help from some of her contacts in the pastry industry, she could turn that knowledge into a right gold mine.

She made a face, the thought of striking a deal with the changeling leaving a sour taste in her mouth. Still, it was a good opportunity to make some bits, and Twilight seemed to vouch for Chrysalis. What’s more, while she was selling apples in town the day before, she had heard some crazy rumor about Chrysalis being seen entering Carrousel Boutique, only for the sign to be flipped to “closed” without her coming out. Rarity only offered private fittings after hours for a very select few, the unicorn giving Chrysalis that honor spoke volumes. And it would make Twilight happy to see her friends get along with her wife...

“Applejack!”

Applejack snorted in surprise, jerking back as a purple blur seemed to burst out of the canopy above. She quickly recognized the frazzled looking alicorn, Twilight’s ragged mane full of leaves. The farmer noticed the wide-eyed expression on her friend’s face, her twitching ears leaving no doubt about Twilight’s state of mind.

“Well howdy Twi, Ah was just thinkin’ about ya.” She tilted her head, pointedly looking at Twilight’s fidgeting hooves, the alicorn dancing in place. “Problem with the missus again?”

“You could say that…” Twilight licked her lips, looking around. “You haven’t seen her, have you?”

“Chrysalis? Nah, not since yesterday.” Applejack shook her head. “She done something bad?”

“Not yet she hasn’t…” Twilight’s eye twitched. “Do you know where your brother is?”

That gave AJ some pause. “Big Mac? Why?”

“No reason!” Twilight grinned widely… and falsely. “I just need to talk to him, you know, friendly chit chat!”

Applejack quirked her trusty eyebrow. It was clear as day Twilight was hiding something, even without her knack for spotting a liar Applejack would have noticed the signs… but she decided not to pry, and just shrugged. “Well alrighty then.” She pointed her friend in the right direction. “He’s in the south field this morning, on plowing duty until noon.”

“Plowing, hmm?” Twilight breathed, a strange glint in her eyes. “Let’s make sure he keeps at it then.” She turned to her earth pony friend and nodded. “Thanks AJ!” Her wings flared open, ready to take off.

“Hey, wait up! Ah need tah ask you about someth—”

The alicorn was airborne before Applejack could stop her. Twilight flew off in a hurry, weaving through the apple trees in an impressive display of skillful wingwork. Applejack whistled, impressed: she didn’t know Twi had gotten so much better at flying. Usually the alicorn was still a little awkward with her wings, and sometimes she seemed to forget she even had them. Maybe she had trained with Rainbow Dash lately.

The apple farmer had half a mind to follow her friend, but in the end chose not to. Twilight was a big girl, if she needed her help she would have asked. Shrugging off the strange encounter, she went to her toolbox and fetched a hammer, the worn handle sporting a perfect splintered impression of her teeth. She descended the rows of apple trees, hammering the barrels closed, ready for pickup. It was a tiring process that left her neck sore for hours, but there was little she could do about it. She went about her job, focusing on the bits each barrel was worth.

She had just hammered the last barrel closed when a sudden flash of light startled her half to death. She stumbled back, the hammer falling from her mouth, and she blinked the spots out of her eyes.

“What the hay…” She began, before being interrupted by a very familiar voice.

“Applejack!”

The farmer huffed, rubbing her eyes moodily. “Twilight, land sake’s girl! How many times do Ah have to tell ya not to teleport right in mah face!”

“I was looking all over for you,” two hooves grasped at Applejack’s shoulders, shaking her lightly, “have you seen Chrysalis?”

Applejack groaned, exasperated. “No I have nawt.” She shrugged off Twilight’s grasp, and glared at her friend; she looked just as frazzled as before, maybe even worse. The farmer really hoped Twilight wasn’t going to come bug her every five minutes until she found her wife, like the time Twilight had lost her Smarty Pants doll.

“That’s good… I think…” Twilight bit her lips. “Hmm… do you know where Big Macintosh is?”

Applejack blinked, a little taken aback. “He wasn’t in the south fields? I hope that lazy bones ain’t off flirting with that mystery gal of his again.”

“South field? Thanks AJ!”

“Wait wut…”

Too late, once more, Applejack tried to reach out to her friend. She sighed in frustration as she watched Twilight fly away, quickly weaving around the trees… only to smack right into one just a few rows farther, a few apples bonking her head for good measure. Before Applejack could shout if she was okay, the alicorn grumbled and disappeared in a flash of magic.

Okay, something was definitely up. Applejack quickly put all her tools away, she tucked her hat down, and she started to head for the south field. After a moment of hesitation she returned to her toolbox, retrieved a length of rope, and was off at a thundering gallop.

*******************

“Huff!”

Twilight grunted as she reappeared at the edge of the apple grove, this second long-range teleport leaving her a little winded. She took a few moments to regain her breath, her eyes scanning the field of tilled earth before her. She spotted Big Mac on the other side, the earth pony apparently busy plowing the field.

Alone.

“Oh thank Celestia…” Twilight sighed in relief.

She took a deep breath and trotted towards the stallion, mindful not to trip on the furrows. Twilight looked around as she traversed the field, watching out for any sign of her wife. She was glad Chrysalis hadn’t gotten to Big Mac yet, but she still needed to have a word with him. Just to make sure he knew not to trust Chrysalis if she came to seduce him. She winced. This wasn’t going to be awkward at all…

Big Mac’s ears swiveled towards her as she came closer, the stoic earth pony pausing in his plowing to give her a stone-faced glance. He just chewed on his stalk placidly as she stopped next to him, her breath a little short. He blinked at her in greeting, and his eyes flicked to her mane. Twilight gave him an embarrassed smile, realizing how disheveled she must have been after all her running and teleporting.

“Hi Big Macintosh, how are you!” She asked with forced cheer, running a hoof through her mane to try and tame it.

“Good.” He answered simply.

“I’m glad! Haha…” Twilight grinned, just a little too widely.

An awkward silence stretched between them, the alicorn fidgeting on her hooves while Big Mac calmly stared back. She scuffed her hoof on the dirt, gulped, and bit on her lips. He, on the other hand, only slowly blinked and chewed on his piece of straw, sometimes moving it to the other side of his mouth.

Twilight racked her brain to find the best way to broach the subject, not helped at all by the fact that she used to have a crush on the red stallion. More than once she had watched him work from afar, admiring his chiseled physique, his glistening fur… and the view wasn’t too bad from this close either. His big muscled chest, beads of sweat running down his scruffy coat, the scent of a hard-working stallion...

“Miss Twilight, you’re drooling.”

Twilight jerked back, blushing like… well, like an apple. “N-no I’m not!” She brushed her hoof against her mouth, just in case.

“S’okay, I’ve seen you watching while I work.” Big Mac drawled in his usual monotone.

“I-I’d never…”

“I don’t mind none.” Big Mac said casually. “If y’all wanted a roll in the hay you just needed to ask.”

Twilight stumbled back, stammering in protest. The stallion shrugged off his plow-harness and took a few steps closer to her. He quickly closed the distance, his gaze full of confidence, and stood towering over her. She could feel the heat radiating from him, sweat steaming from his flanks, his deep baritone voice echoing around her heaving chest.

“C’mon, the barn is a good quiet place.” Big Mac said huskily. He leaned down, his nose almost touching Twilight’s. “No pony will know…”

“I… I…” Twilight gulped. She felt like she was living one of her old fantasies: she couldn’t count how many times she had imagined this very same situation during her naughtiest private moments. “We can’t…”

“Ain’t no harm in a little fun.” Mac insisted. “It’ll stay between us, our lil’ secret.”

Twilight shivered, a heated gasp escaping her throat. This was a dream come true… but she shook her head firmly. “No.” She took a step back, giving the stallion a resolute frown. “I’m… flattered, but I can’t. I’m married, and I’ll have to ask you to remember that Chrysalis is taken as well.”

She felt a twinge of satisfaction as she said those words, it felt surprisingly good to say it: Chrysalis was hers. She might be ready to entertain the idea of sharing her special bond with Rarity, and even maybe with her other friends… but with a stallion she would use as a stud? No way in Tartarus.

Big Mac chewed on his stalk a few more times, his expression still completely neutral… then he blew a raspberry, the twig falling to the ground. “Oh bother, you’re no fun at all.” He said, rolling his eyes.

Twilight’s eyes widened, her wings flaring open. She knew that tone of voice. “Chrysalis?”

“Eeyup.” Chrysalis put on her usual snarky smile, the expression completely out of place on Big Mac’s face. “Before you ask, I didn’t do anything to him.” She nodded to the nearby forest. “He’s over there, rolling around in the grass with some mare.” She scrunched up her muzzle. “I can taste their love from here, almost nauseating it’s so sweet. They aren’t even mating yet!” She turned to the forest, cupping one hoof around her mouth to shout. “Get on with it! You two are just the slowest pair of— ouch!”

Twilight stomped her way to the Apple family barn, magically tugging along her disguised wife by the ear. She ignored Chrysalis’ complaints and marched them both to a more secluded spot, where they could have a firm talk. Some things needed to be said, and she wouldn’t be deceptive or manipulative, like Starlight had advised. No, she would be direct, and honest. She hurried her pace, Chrysalis stumbling after her.

On the other side of the field, partially hidden by the shade of the apple trees, Applejack watched her friend dragging her brother in a very intimate gesture, her mouth hanging open in shock.

“What in the hay…”

*******************

The barn doors groaned in protest as they were flung open, followed by a very irritated alicorn and her disguised wife. Twilight carefully barred the doors behind them, the shutters all magically closing, plunging the barn into darkness. A burst of pink magic later, and the lamps hanging from the pillars flared to life, their warm light bathing Twilight and the apparent Big Macintosh.

“Hmm, cozy.” Big Mac rumbled, giving an appreciative glance at the hay bales surrounding them. “So, choose your spot: where would you want to be plowed by mister red earth pony farmer, size large.”

“Will you stop bringing up that dildo!” Twilight snapped, her cheeks burning. “And change back right now!”

“Aaah, but why?” Chrysalis purred, shifting her weight to show off her disguise’s muscled frame. “I know from your diary you’ve been having naughty fantasies about this hunk of a stallion. Surely you’d love to get under this nice, tall, sweaty stud. Maybe for an hour or so?”

Out of patience, Twilight gathered her magic, and unleashed her magic. Chrysalis hissed as her disguise was stripped away, her true form forcibly revealed. Her black and green carapace gleaned under the flickering light, highlighting the deep grooves crisscrossing her exoskeleton. Twilight frowned as her eyes followed a particularly vicious lash mark, the scar running over Chrysalis’ flank, right where her cutie mark would have been if she was a pony.

“That was unpleasant.” Chrysalis snarled, showing off her fangs, green venom dripping from the points. Twilight didn’t even blink at the display of anger. Instead, she simply stood her ground. “I would have thought you would have been grateful, with me giving you a chance to live your dreams?” She leaned back, looking down at her wife with naked disappointment. “Not everyone gets the chance of marrying such a kind and understanding creature such as myself.”

“Then what.” Twilight calmly asked, unimpressed by Chrysalis’ theatrics. “I enjoy myself, you use it as an excuse to convince me to add the real Big Macintosh to our herd, and I can’t say anything against it because I technically slept with him already?”

“How dare you accuse me of such a thing!” Chrysalis rose to her full height, her eyes full of indignation. She stood up there, trembling in barely restrained fury… then she groaned and deflated, apparently giving up on her charade. “Alright fine.” She rolled her eyes. “Not that I’ve tried very hard to disguise my intentions.”

“You are unbelievable.” Twilight sighed, sitting down on the straw littering the ground.

“And you are delicious.” Chrysalis whispered, circling around her wife. “I could just eat you whole.”

Chrysalis leaned closer, sniffing at Twilight’s neck, inhaling her scent greedily. Twilight shivered as those wickedly sharp fangs nibbled at her coat, a gasp escaping her lips as Chrysalis’ warm tentacle-tongue coiled around her throat. The tentacle squeezed down, not enough to choke her, but hard enough to make her pant for breath. Chrysalis growled as she slowly pressed closer, her crooked hooves snaking around Twilight to grasp her tightly.

“Why do you keep doing this…” Twilight gasped out, her cheeks flushed from short breath and excitement.

“Why do I keep making you so wet?” Chrysalis purred, sniffing the air wolfishly. At Twilight’s head shake, she chuckled. “Why do I keep trying to fool you then.” Chrysalis tightened her tentacle for just a few seconds, obviously enjoying Twilight’s burst of excitement; there was no fear left in the alicorn. “My sweet, the sooner you accept what you have gotten yourself into, the better.”

“Tell me then.” Twilight turned to her lover, ignoring the grasping tentacle constricting around her throat. She watched Chrysalis’ eyes, her own staying firm and resolute. “I just want to understand.”

“You’ve married a changeling, my love, a changeling queen no less.” Chrysalis said condescendingly, closing the gap between them until their lips were almost touching. “To lie and deceive is our way of life, darling. It’s all we know.”

“But Thorax and his hive—”

“Are not true changelings anymore.” Chrysalis snorted derisively. “I’m sure they do not even know what their purpose in life is, now that I’m gone. They must be so lost without the lies, the hate, the constant hunger...”

“Maybe they are still a little unsure of their new life, but they are happier now.” Twilight insisted. “And it was entirely their choice.”

“Lies.” Chrysalis whispered with a humorless chuckle. “I heard about what happened to Pharynx. He didn’t want to be corrupted, he wanted to keep the old ways alive… and his real form was ripped away by force when Starlight and her whore got to him.”

“That’s not how it happened…” Twilight said softly.

“Oh really?” Chrysalis tilted her head, smiling at her wife. “And what about you, my sweet? Don’t you want to make me renounce everything that makes me a changeling? Don’t you want to reform me, to change me… to destroy me?” Chrysalis pressed her nose to Twilight’s muzzle, her eyes shining in the gloom. “Tell me I’m wrong.”

“You’re wrong.” Twilight said without hesitation. “I don’t want to hurt you, I want to help you.”

“And why do you think I need helping. Why should I want to be corrupted by your precious Harmony.” Chrysalis smirked, leaning back from her wife. “Unless you don’t think you could live with a monster like me, and you only married the promise of a nice, obedient, domesticated Chrysalis. Hmmm?”

A tense silence descended upon the barn, both alicorn princess and changeling queen staring at one another, challenging their partner. Twilight grit her teeth, trying to collect her thoughts. Like always, Chrysalis used a sprinkle of truth to sugarcoat her manipulating words, and it stung all the more to admit the changeling was right in some aspects. Since the start Twilight had done nothing but cling to the hope she could reform Chrysalis, because she thought it was the right thing to do. No, she believed it was right.

“You’re being unfair,” Twilight said, looking straight into the changeling’s eyes, “you knew I would try to reform you, that’s what I do.”

“And you knew I would be deceitful,” Chrysalis countered, “that’s what I am.”

Twilight smiled, raising a hoof to caress Chrysalis’ cheeks. “Then why are you telling me the truth, if you are such a liar. Why are you warning me, if you are so evil.”

“Maybe I just want to give you a false sense of security?” Chrysalis fluttered her eyelashes, leaning into Twilight’s hoof.

“Or maybe you’re not as bad as you let on.”

“Oh no, I really am just that awful… You’re just too naïve to realize it.”

“I may be naïve, but at least I’m not scared of my own feelings.”

“Sweetie, I feed on emotions, why would I be scared of them?”

“Then answer me out loud this time: do you care about me?”

Twilight’s last words echoed around the barn, and only silence answered. The changeling held Twilight’s hopeful gaze, her expression unreadable. They said nothing, the staring contest stretching on, Twilight’s heart beating a mile a minute in the deafening silence… until Chrysalis unexpectedly averted her eyes with a deep exhale. If Twilight didn’t know any better, she would have sworn the changeling seemed… ashamed.

“Fine.” Chrysalis spat. “Listen well, for I will not repeat myself.” She hissed, seeming almost angry with herself. “I care for you, Twilight Sparkle, like I’ve never cared for any other creature.” She glared at her wife. “There, happy?”

Twilight felt like her cheeks were about to burst into flames. She had said this to tease the changeling, she didn’t actually expect such a heartfelt admission. It was strange, seeing how fragile Chrysalis was in some aspects. For a creature who could become anything, seeing her so afraid of change was almost endearing.

“Oh, spare me your pity, it tastes awful.” Chrysalis made a face. “Yes, I care for you Sparkle, but do not think I will put aside my true nature just for you, nor accept to be corrupted like my old hive. I would rather die than betray the changeling way of life.”

“You don’t need to.” Twilight quickly reached out, putting her hoof on Chrysalis’ chest. She blinked in surprise as she felt how fast the changeling’s heart was beating, compared to Chrysalis’ calm demeanor. “I just want to make this work. I just want us to work out. As long as we’re honest with one another, as long as we work together, we’ll find our own way.”

“Peh, that is such a pony thing to say.” Chrysalis rolled her eyes with an amused snort. She slowly put her own hoof over Twilight’s, holding her close. “Here’s my rebuttal, Twilight Sparkle: prove to me you can be anything but a weak little sheep, and I’ll consider being anything else than a wolf.”

Chrysalis yanked on Twilight’s hoof, throwing the alicorn to the straw-covered floor. Twilight sprawled on the ground with a startled yelp, and she hiccupped in surprise as Chrysalis pounced on top of her, like a cat toying with a mouse. The changeling growled playfully, her fangs in full display, drops of saliva falling on Twilight’s muzzle.

“I’m a creature of instincts, my sweet.” She leaned down, pressing their noses together. “If you cower, I will pounce. If you run, I’ll give chase. If you submit… I’ll devour you!”

With a loud snarl Chrysalis snapped her jaws around Twilight’s throat, her fangs sliding harmlessly on the back of her neck. Twilight half moaned, half screamed, torn between wanting to push the changeling away… and pull her closer. The alicorn felt Chrysalis’ many sharp teeth pressing against her tender throat, the points slowly sinking into her coat, threatening to pierce through. And Chrysalis’ teeth weren’t the only things poking at Twilight, trying to sink into her flesh. She squirmed on the ground, unbelievably turned on, a loud whimper escaping from her lips…

*BANG*

Pieces of broken wood exploded everywhere as the barn was violently kicked open, the plank barring the entrance giving in, the doors almost flying off their hinges. Two shields instantly materialized over the two lovers, one emerald and the other pink, and both alicorn and changeling jumped to their hooves. They pressed their sides together, ready to defend their mate. Twilight prepared a battery of spells to deal with the would-be attacker, her eyes adjusting to the sunlight streaming from the open door, and...

“What in tarnation is happening in here!” Applejack stormed inside, worry and anger twisting her muzzle. “I heard screaming…” She stopped in her tracks, her mouth falling open. “Twi… Twilight?”

Twilight’s horn fizzled out, her eyes wide as saucers. She felt just like a little filly caught stealing from the cookie jar, and she was extremely aware of the sticky liquid dripping from her belly, where a certain part of her wife had just been rubbing. Not to mention the wetness under her tail, drips running down her thighs… Applejack could probably smell her!

“It’s not what you think!” Twilight blurted out, holding out her hoof in appeasement. “We were only talking, weren’t we honey?” She turned to her wife, hoping Chrysalis would help her for once…

“E-eeyup.” Big Macintosh stammered, his cheeks redder than ever. Twilight choked on a scream, but her evil changeling wife wasn’t done yet. “We weren’t doing nothing!” He shuffled on his hooves, doing a very poor job at hiding his huge erection, the dark red shaft leaking copiously all over the floor. “Just talkin’, yup.” His swollen stallionhood suddenly jerked up, hitting his belly, the meaty slap seeming to awaken Applejack out of her shock.

“What. The. HAY!”

Twilight recoiled from the furious shout. “Applejack, please listen…”

“YOU were Big Mac’s mystery mare?” Applejack erupted, pointing a trembling hoof at Twilight. “YOU’re the one mah brother has been ditching work for?”

“A-Applejack, this isn’t…”

“And then y’all have the gall tah come complain about yer wife making ya breakfast in bed… breakfast in bed!” Applejack stomped into the barn, her eyes full of sisterly rage. “While you’ve been gallivanting with mah BROTHER behind mah back!”

“Twilight, sweetums, teleport us away!” Big Mac shouted, his voice quivering with fear.

“And YOU! How dare ya fool around with one of mah best friends all hidden like!” Applejack turned to her ‘brother’, her anger somehow rising to new levels. “We’re going straight tah granny and yer telling her about this! Ya join a herd and y’all don’t even tell your family?”

“N-no!” Twilight shouted in desperation. “He’s not…”

“He’s not in yer herd?” Applejack’s eyes widened. “Are y’all being unfaithful?”

“NO!” Twilight yelped, taking a few steps back; Applejack was scuffing her hooves on ground, steam blowing from her nostrils. “I mean yes…” She shook her head. “Applejack, this isn’t even the real Big Ma-”

“Twilight,” Big Mac interrupted, “she’s gonna tan our hides if you don’t get us outta here!” he begged, hooking his hoof around Twilight’s neck. “Go!”

Startled by the sudden contact with the burly stallion, Twilight ran on instincts, her horn flaring to life. Applejack instantly charged them, her muzzle twisted with fury. Twilight squealed, her magic swelling as she hurried to prepare her spell. If there was one thing Twilight understood, it was that sisterly protective anger was a dangerous thing to mess with. She hooked one leg around Big Mac’s hoof, her magic engulfing him, ready to cast her spell.

“Git back here ya varmints!” Applejack barked. She leaped, trying to reach them before they could teleport away…

The barn was bathed in pink light, and Applejack skidded to a stop as she covered her eyes. She cursed, fully prepared to give chase all the way to the Friendship Castle if needed. She blinked the familiar spots out of her eyes, already starting to turn towards the door… and she paused when she realized Twilight was still standing there. But there was no trace of Big Mac.

No, in place of her brother, there stood Queen Chrysalis, in all her undisguised glory. The changeling blinked in surprise, her crooked hoof still hooked around Twilight’s neck.

“Oh…” Chrysalis looked down at Applejack, the farmer’s eyes widening in understanding. “Well this is awkward.” She glared at her wife, looking supremely disappointed. “You were supposed to panic and teleport us away. It would have been hilarious!”

“Sorry, but I do learn my lessons.” Twilight smirked.

“Ah well, I tried.” Chrysalis shrugged, unconcerned. “It was worth it just for the look on your face… and being called honey was a nice treat too. I like it, it’s sweet.”

“I’m glad.” Twilight fluttered her eyelashes. She turned to her friend, smiling innocently. “Applejack?”

“Uh…” AJ jerked back, her cheeks reddening with embarrassment. “Yes Twi?”

Twilight tightened her hold over Chrysalis’ leg. “Rope.”

Applejack quirked an eyebrow. “Rope?”

Twilight nodded.

Applejack tilted her hat down, her eyes narrowing.

Chrysalis’ eyes flicked between them, completely confused. “What are you—”

Before the changeling could finish her question, Applejack whipped her head back, grabbing the rope she had tied on her side. Chrysalis’ pupils expanded, and she instantly tried to bolt… but Twilight held to her leg, just long enough for Applejack to have her lasso twirling in the air. The barn exploded into a flurry of hooves, fangs, hisses and snarls. A cloud of shredded straw rose as the three of them rolled on the ground, a few hay bales crashing to the floor. To an outsider it would sound like two ponies were wrestling with a very angry panther.

When the dust settled Chrysalis was bound and gagged on the floor, an inhibitor ring secured around her horn. She struggled against her bindings, but the expertly tied knots held, leaving her hogtied and helpless. She grunted her displeasure, wiggling on the ground until she was glaring directly at Twilight and Applejack, the two ponies panting as they nursed a few scratches and bruises.

“Woowie.” Applejack whistled, flicking her hat back. “Now that there ain’t an easy critter to wrangle, no siree.”

“Tell me about it.” Twilight groaned. She ran a hoof on her flank, where a perfect impression of Chrysalis’ dentition crossed her cutie mark.

“She don’t have no poison in them fangs a’ hers, right?” Applejack asked, worriedly, noticing a similar bite mark on her leg. It wasn’t bleeding, but it did sting.

“She does.” Twilight put a calming hoof on her friends back when her eyes widened. “But she knows better than to use her venom. Don’t you?” She nudged her bound wife, smirking down at her.

“Hrrrmh” Chrysalis grumbled.

“Good.” Twilight smiled. She pushed Chrysalis’ mane out of her face, the anti-magic ring around her horn glinting in the streaming morning light; Twilight was really glad she had borrowed it from Rarity’s collection the day before. Smiling victoriously, she leaned down to whisper into her lover’s ear, “So, am I still a weak little sheep?”

Chrysalis glared at her wife, a growl rising from her throat… then she snorted in laughter, and graced Twilight with a respectful nod. Chrysalis gave her wife a passionate look, her eyes twinkling with desire, and the one part of her anatomy that wasn’t tied down slapped against her belly. It was clear Chrysalis didn’t mind this situation very much, on the contrary: it was turning her on.

Twilight gulped, her gaze drawn to her wife’s green stallionhood, her hoof unconsciously straying towards the pulsing member. This was a new feeling, having Chrysalis under her power, being on top... and the way the changeling was hogtied, it left her rear pleasantly available. Twilight panted, feeling strangely hot under the collar, her tail flicking in excitement. Maybe she should take the occasion to show Chrysalis her new spell…

“Twi, I’m real sorry I yelled at ya.”

Twilight jumped, reminded she wasn’t alone. “D-don’t be silly!” She turned to her friend, schooling her expression. “You couldn’t have known it was Chrysalis. She’s a little too good at this.”

“Ah suppose…” Applejack kicked the ground, looking ashamed of herself. “I was just so worried when I heard ya screaming… and then thinking ya were playing around with mah brother’s heart… It really got mah blood boiling.”

“I would have reacted the same way if I found one of you girls with Shining Armor... Actually, I would have been even angrier.” Twilight assured, remembering how upset she had been when she had heard her brother was getting married.

Applejack snorted, probably remembering the same thing. “Maybe… but I still feel mighty foolish for falling for that trick.”

“Oh believe me, I know how you feel.” Twilight chuckled. “The last few days have been… instructive.”

“Ya don’t say.” Applejack shot Chrysalis a grumpy look.

Applejack kept glaring at Chrysalis, her blonde tail flicking angrily. Then… her gaze shifted. Twilight could swear the farmer’s eyes flicked towards the changeling’s throbbing member, but surely it was just her imagination. Applejack’s flustered look was obviously from embarrassment, not interest, and she was licking her lips because they were dry... Right?

“Applejack?”

The farmer shook her head, as if waking up from a daydream. “Ah, sorry Twi, Ah’m a little tuckered out Ah guess…” She rubbed the back of her neck, frowning at herself, then she perked up. “Well, nothing a quick break can’t fix. Care to join me, say, around a nice pint of cider?”

“I’d love to.” Twilight said happily, enjoying this return to normality. She now realized she had been stupid to think she was alone during her wedding. No matter what, she could count on her friends. “Lead the way.”

The two ponies trotted towards the Apple family household, a hogtied changeling floating after them in a nimbus of pink magic. Applejack and Twilight chatted amiably, pointedly ignoring their prisoner. Their tails hitched a little higher than was strictly decent, but they did their best not to mention it, focusing on sharing their stories to avoid embarrassing each other. It was never polite to point out a mare’s estrus symptoms.

They also missed the large predatory smile on Chrysalis’ dark muzzle, the changeling chuckling to herself, her fangs dripping with a strange, glowing liquid.

Chapter 10: Twilight's Second First (clop)

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“Wait wait wait… yer tellin’ me that… y’all did it with… Rarity?”

“Why yes darling, I have.”

“Stop callin’ me that… And… Rares? Ain’t no way that’s true, yer lyin’.”

“Am I really? What does your little talent for spotting lies tell you?”

“… Humph.”

Twilight watched silently as Applejack snorted in annoyance, the farmer averting her eyes to glare at her mug of cider. Chrysalis chuckled, obviously enjoying herself, and Twilight sighed softly. Things were not going very smoothly between those two, but it could have been worse. At least they hadn’t come to blows yet… if you didn’t count the initial scuffle in the barn.

The three of them had been chatting in Applejack’s kitchen for a while now, the conversation going from cold aloofness to tensely heated at the drop of a hat. A small barrel of aged cider sat on the ancient table between them, freshly retrieved from the cellar. Applejack took a big swig from her mug, grumbling under her breath, while Twilight took a more moderated sip. The alicorn shivered in delight; having a taste of the Apple family’s personal reserve was a rare treat.

“Sweetie?” Chrysalis fluttered her eyelashes, pointedly nodding to her own mug.

Twilight couldn’t help but smile as she levitated Chrysalis’ mug to her black lips, her wife humming in appreciation for the attention. Applejack watched them with a glower, clearly annoyed by the lovey-dovey display of affection, but she didn’t comment. It wasn’t as if Chrysalis could take a drink on her own: she was still hogtied and helpless, hanging from the ceiling in a rustic parody of a changeling cocoon. The rope halter around her muzzle had been loosened to let her speak, but otherwise Chrysalis was completely immobilized.

“Aaah, delicious.” Chrysalis exhaled, licking her lips while Twilight lowered the mug back to the table. “A perfect drink to go with your jealousy.” She smirked down at Applejack, her eyes twinkling evilly. “Figures the hardy farmer would have a soft spot for the dainty fashionista, hmm?”

Applejack glared at the dangling changeling, but didn’t raise to the bait. She turned to her friend, her gaze full of worry… and truth be told something that really looked like envy. “Twi, yer sure Rares wasn’t mind-controlled or somethin’?”

“I’m sure.” Twilight mumbled, looking at the bottom of her empty mug to avoid her friend’s gaze. Wordlessly, Applejack uncorked the cider cask and refilled Twilight’s mug despite her protest of having had enough. “I really shouldn’t… Ok fine, thanks…”

Applejack gave Twilight a quick smile, then she shot Chrysalis’ mug a glance; it was empty as well. She glared at the changeling, mulled it over for a few seconds… then filled Chrysalis’ mug with a grumble. It seemed AJ’s sense of hospitality was stronger than her grievances with the changeling. For once Chrysalis didn’t poke fun at her, and only thanked Applejack graciously, receiving a neutral grunt in response. If anything, AJ seemed begrudgingly pleased by the changeling’s enjoyment of her cider. They obviously couldn’t be called good friends yet, but it was a start.

Twilight hid her hopeful grin by taking another sip, the chilled cider doing wonders for her parched throat. She didn’t know why, but for a while now she had been feeling strangely feverish, and it was only getting worse. Applejack seemed to be having the same issue: she had taken off her hat, and Twilight could see beads of sweat running down her orange coat. The scuffle in the barn must have tired them more than she thought…

“So…” Applejack cleared her throat. “Is she… is Rares…” She looked down at the table, idly poking at a knot in the rough Applewood, obviously embarrassed. “Is Rarity with y’all now? Part of yer… ya know… yer herd?”

Twilight bit her lips. She was still unsure she even wanted to start a herd. For a pony born and raised in Canterlot, the concept was so… she didn’t want to use the word primitive, but it was the most appropriate term for how she felt about it. In the capital having more than one partner was seen as backwards or even indecent, and Twilight had grown up with that belief. She didn’t necessarily dislike the idea of living with Rarity, or even sharing a bed with her… but it just felt weird to have more than one special somepony. She didn’t voice her opinion, since Applejack was obviously not of the same mindset, nor was Rarity. Speaking of the unicorn…

“I-I guess she is… I’m still a little new at this, but since Rarity has already moved into the castle—”

“And you are more than welcome to join her.” Chrysalis interrupted, waggling her eyebrows suggestively. “Twilight’s bed is big enough for the four of us… or we could give you two a room of your own— *mfft*!”

Twilight grumbled as she forcibly tightened the halter around her wife’s mouth, muzzling the changeling before she could say anymore. “Okay, you’re in time-out again.” Twilight huffed. Chrysalis wiggled and grunted in protest, but the knots held, keeping her bound and swinging from the ceiling. Twilight watched her struggle, her lips curling up.

It was strangely satisfying to have so much control over Chrysalis, it was almost… exciting. Twilight rubbed her brow, her hoof coming back damp with sweat. The cider must have been particularly strong, she felt a little light headed already. And the nagging warmth under her tail… it almost felt like she was in heat.

Twilight heard a polite cough and turned back to her friend. She was confused by the soft blush on Applejack’s cheeks, until she realized she was smiling a little too wide, taking too much evident pleasure in tying up her wife. Her magic had even started to caress Chrysalis’ neck without her prompting, the action completely inappropriate in polite company.

Twilight cleared her throat, trying to dispel the awkwardness. “Ahem, as I was saying.” She did her best to ignore Chrysalis’ muffled chuckle. “Yes, Rarity is living with us now, so I guess she’s part of our… herd. And considering what happened between Chrysalis and her…”

“Fine fine, ya don’t need tah remind me.” Applejack snorted, scrunching up her muzzle.

Twilight held her tongue; it seemed Chrysalis’ remark about her friend’s jealousy was spot on. She felt bad for the apple farmer, and tried to think of a solution… one that didn’t involve playing right into Chrysalis’ game. Learning to live with both Rarity and Chrysalis as herd-mates was already an intimidating prospect, adding a fourth pony to the mix was just terrifying. On the other side of the table Applejack fiddled with her mug, seeming lost in her own thoughts.

The companionable silence stretched on, both Twilight and Applejack daydreaming quietly, while Chrysalis swung from the ceiling like some sort of monstrous piñata. They drank their cider to pass the time, Chrysalis whining as she was left out… then Applejack finally spoke.

“Say… Twi…”

“Hmm?”

Applejack fidgeted some more, seeming hesitant to ask her question. “Ya saw what happened between Rares and this here varmint, right?”

“Yes, in vivid details.” Twilight blushed, the images of the brutal rutting coming back to her. Her head swam with the memories, and she felt more and more dizzy; was she getting sick?

“Hmm… Mind if Ah ask what it was like?” Applejack said, asking as casually as she could. Her cheeks reddened at Twilight’s surprised look, and she quickly added, “Just worried is all, Ah ain’t interested in the details or nothin’.” She really was a terrible liar.

“I don’t know…” Twilight bit her lips, squirming on her bench. A small part of her wanted to tell Applejack everything, to revel in the excitement with her friend, but her conscience loudly objected. “Wouldn’t that infringe on Rarity’s privacy?”

“Maybe…” Applejack played with her mug of cider, her tongue running over her lips; she really looked thirsty for some reason. “Ah just want to be sure Chrysalis didn’t hurt her none…”

“Well, technically Chrysalis did hurt her…” Twilight shut her mouth with a click, but too late, Applejack was giving her a wide-eyed stare. “No no no, not like that!” She rushed to say, before the farmer could get the wrong idea. “Rarity didn’t mind the pain, she liked it! And she hurt Chrysalis first, she even broke her whip… oh Celestia why did I say that!” Twilight pressed her hoof against her muzzle.

“Woah nelly…” Applejack blushed furiously. “Ah didn’t think Rares was into that kind of thing, but Ah guess that explains them scars on yer wife’s coat…”

Twilight hid her face under her hooves, ashamed she had just revealed Rarity’s secret so easily. She couldn’t believe she had let that escape. Why was her mind so fuzzy! It really felt like she was running a fever, maybe she should go back to the castle? She took a deep breath, trying to gather her marbles… and she did a double take. A strange smell began to tickle her nose, distracting her from the dizziness .

She inhaled deeply, focusing on the scent, enjoying its fragrance. All other thoughts left Twilight’s mind, the heady perfume invading her senses. It was both spicy and sweet, like a cinnamon apple tart fresh out the oven. And it was mouthwatering. Twilight sniffed the air, her eyes fluttering as her thoughts became even more jumbled, lost in her search for the source of the heavenly aroma.

“Hmm… Twi?”

Twilight hummed distractedly, too busy with the delicious smell to really pay attention to her friend.

“Could ya… could ya stop sniffin’ me… please?”

Twilight’s eyes shot open in shock, and she realized with a start what the smell was: Applejack was in heat, and she obviously had not taken any medicine for it. The scent was powerful, stronger than any mare Twilight had ever smelled. The alicorn unwittingly inhaled in surprise… and the concentrated dose of mare pheromones filled her nose —she could almost taste her friend on her tongue— making her own belly burn with desire. Twilight whimpered as she felt her nethers become instantly soaked, and she prayed to Celestia her friend wouldn’t notice.

Of course, it was not to be. Applejack’s nose twitched, and her cheeks reddened, no doubt smelling Twilight’s own arousal. Their scents mixed together into a potent pheromone cocktail, the smell of two mares in need of a good rutting filling the small kitchen. Twilight felt like she could just die of embarrassment, every panting breath giving her another lungful of Applejack’s scent… and a new smell appeared, joining their heated musk.

Twilight blinked in surprise, her nose twitching as she tried to place the new scent. It was zesty, minty, exotic. It reminded Twilight of a lime cake, one of her favorite pastries. Amazingly enough the new smell was soon strong enough to overwhelm the mixed scents of two mares in heat, and Twilight slowly turned towards the obvious source: Chrysalis.

The changeling was devouring them with her draconic gaze, her eyes full of lust and hunger. Her nostrils flared wide as she inhaled their shared scent, growls escaping from her chest, like a starved panther on the prowl. Against Twilight’s expectations the changeling’s stallionhood hadn’t slipped out of her internal sheath. No. The smell was coming from another place. Twilight couldn’t see her wife’s marehood from this angle, but she did see the copious amount of arousal leaking from her illusive female genitals, a puddle already forming below.

“Oh…” Twilight squeaked out. Her whole face felt like it was on fire, and a quick glimpse towards Applejack told her the poor earth pony was not faring any better. “I… I think we should go.”

“A-ayeup.” AJ stammered, her wide eyes following the gushes streaming from Chrysalis, her syrupy juices flowing like a waterfall. “Ah… Ah think that’s for the best.”

The apple farmer shuffled on her bench, and Twilight distinctly heard the wet squelching sound of Applejack’s soaked nethers sticking to the wood. Twilight pretended not to notice, and Applejack did the same when her alicorn friend stumbled off her seat, a similar noise making them both shiver. Twilight studiously avoided looking at AJ and started to untie her wife… or at least tried to. She was so flustered her magic couldn’t quite grasp the knot holding Chrysalis suspended, the dripping down her legs doing very little to help her concentration.

After a few moments of magical fiddling, Chrysalis rolled her eyes, an amused snort leaving her bound muzzle. Like a snake slithering from its hole, her tongue slipped from the side of her mouth, the tentacle sliding over her muzzle, reaching for her horn. With a simple flick the inhibitor was removed, the ring falling straight into Chrysalis’ mug below. Her crooked horn instantly flared to life, a blinding flash of green fire engulfing the kitchen… and when Twilight opened her eyes Chrysalis was standing under the slackened ropes, a smug smile on her lips.

“Y-you…” Twilight stammered, feeling foolish for thinking the changeling had been truly helpless. “Why didn’t you do that sooner?”

“Hmmm, and where’s the fun in that?” Chrysalis groaned, stretching like a cat, her shapely rear sticking in the air while she crouched, showing off her curves. She flicked her tail, a shower of fragrant arousal spraying the table, more than a few droplets splashing straight into Applejack’s mug. The earth pony cringed back, her nose twitching madly. “Oops, sorry darling. I hope I haven’t ruined your drink.”

Applejack mumbled something, too low to be understood. She looked down at her mug, where Chrysalis’ juices were mixing with her cider, her expression unreadable.

Chrysalis levitated her own mug, before downing the whole thing in one big gulp. Twilight’s eyes went wide, her magic reached out to try and retrieve the inhibitor ring… but Chrysalis slapped her aura away. The changeling made sure to swallow audibly, and Twilight whimpered as the priceless artifact disappeared down her wife’s gullet. The mug clattered emptily on the table, Chrysalis stifling a satisfied burp.

“Truly delicious.” Chrysalis smacked her lips, then shot Twilight an evil smile. “Shall we get going sweetie? We have to do something about our… situation.” She flicked her tail again, throwing another dose of her arousal into Applejack’s mug; the earth pony didn’t even flinch this time. “Unless you prefer we do it right here on the table…”

Twilight squeaked as Chrysalis’ magic caressed her cutie mark, the green aura slowly flowing towards her nethers. “S-stop that…” The magical tendrils reached her engorged folds, threatening to slip right inside. “Eeep!” The message was clear: Chrysalis was not going to wait very long. Twilight turned to Applejack, her eyes wide and excited. “Okay, we’re going! See you later AJ, t-thank you for the cider, and…” she looked at her bench and the floor. “… sorry for the mess!”

Twilight scrambled for the front door, tripping over herself in her haste. She knew Chrysalis would have no qualms in taking her right there and then, and she was startled to realize that a part of her yearned for it. Judging by the hungry look Chrysalis was giving to Applejack, there was no doubt the changeling would try to drag the earth pony into the fun… and considering the farmer’s flustered expression she might very well accept. Twilight took hold of her wife’s hoof, dragging the changeling away from her friend.

“Such a shame.” Chrysalis purred, letting herself be pulled away with bad grace. “I was looking forward to enjoy some more southern hospitality.” She rolled her hips as she followed Twilight, giving Applejack quite a show. “I hope to see you soon, we have much to discuss, darling.”

Applejack gulped out loud, her cheeks redder than Big Mac’s. Twilight grumbled as she shoved Chrysalis out the front door, the changeling cackling in glee. She gave her friend an apologetic smile, to which Applejack answered with a slow nod, her mouth open and panting. Twilight quickly followed her wife outside, eager to escape the awkwardness. She pulled the door closed… and she had a glimpse of Applejack downing her mug of cider like a mare dying of thirst. The same mug Chrysalis had sprayed her juices into. The door slammed shut on the disturbing scene, Twilight’s jaw falling in shock.

“Oooh, she will regret doing that.” Chrysalis whispered right into her ear, making Twilight squeak in surprise. “My liquid love can be… intoxicating”

“You stay away from her.” Twilight hissed. “She’s obviously going through estrus, she’s not acting rationally.” She stepped away from her wife with a glower and hurried off towards Ponyville, Chrysalis walking beside her. “Now let’s go back to the castle, I need to take my heat medicine-”

“Or I could give you a dose of a more,” Chrysalis nibbled on her ear, “natural remedy?”

Twilight bit her lips, considering her wife’s words. She hesitated… then she nodded, her pace quickening noticeably. “… Let’s hurry.”

The two of them trotted down the dirt path, Twilight’s hooves going faster and faster as the burning need in her belly became worse and worse. She was extremely aware of her dripping nethers, and she was pretty sure she was leaving a nice wet trail on the dirt path. She tried to control the flow of arousal… and she gasped when Chrysalis’ magic teased her winking love button, making her squirt even more.

“Stop that.” Twilight growled, flaring a wing open to slap her wife’s side.

“What’s wrong?” Chrysalis purred, her horn shining brighter. The magical tendril slowly sank deeper into Twilight’s heat, the alicorn almost falling as she stumbled on her unsteady hooves. “Are your biological needs bothering you sweetie?”

“I shouldn’t even be in heat.” Twilight panted. “And it’s so strong…”

“The burning is quite bothersome, isn’t it?” Chrysalis pushed her magic a little deeper into Twilight’s marehood, the alicorn moaning out loud as her quick canter slowed to a trot. “That desire, that need, it’s simply maddening, hmmm?”

“Yes…” Twilight breathed out, her faltering steps coming to a stop.

“Don’t worry sweetie, I would never leave you in such a state.” Chrysalis leaned in close, her own minty scent washing over Twilight, leaving the alicorn dazed. “Let me help you…”

Twilight bit her lips, shivering in delight as Chrysalis caressed her sensitive folds. She looked back, watching in a daze as Chrysalis’ magic flowed over her rump, the green glow grasping at her flesh, covering her cutie mark… and her gaze fell on the faint bite mark crossing her flank. She blinked drunkenly, watching the two puncture marks from Chrysalis’ fangs, a nagging thought trying to reach her fogged mind. Why was that bite mark so important, something told her it was important… and in a flash of understanding it clicked.

“You!” Twilight’s eyes shot open, instantly wide awake. She rounded up on Chrysalis, finding a playful smile on the changeling lips. “You did this to us!”

“Maaaaaybe.” Chrysalis smirked, showing off her fangs, glowing pink venom dripping from the points.

“You promised you’d never use your venom!”

“Nooo, I said I would never use any mind-altering venom, because I don’t need to. I don’t need to manipulate your minds with magic or venom, you ponies are happy enough to willingly jump into my jaws.” Chrysalis cackled. She circled Twilight with a bounce in her step, like a kitten anxious to play. “My little concoction only triggered your natural cycle, it made you a little more honest with your desires. Isn’t honesty an important part of friendship?”

“Okay that’s it, we’re returning to the farm, you’re going to fix us, and you’re going back into those ropes!”

“Well, I do have an antivenom, but…” Chrysalis tapped her chin, pretending to think about it. “Hmmm… No.”

“Chrysalis!” Twilight stomped her hoof. “Give us the antidote!”

“Nnnno.”

“Give. It. To. Us.”

“Make me.” Chrysalis taunted, her eyes full of challenge.

Twilight grit her teeth, her horn flaring to life. She took a step towards her wife, preparing to subdue her again, but the changeling was ready.

Chrysalis bolted off into the tree line, her evil laughter echoing around the orchard. With a whinny of anger and embarrassment, Twilight gave chase, horn fizzling with power. Chrysalis weaved around the trees with catlike grace, her hooves barely making any noise as she dashed on the soft soil, in stark contrast with Twilight’s thundering gallop. Changeling and alicorn disappeared amongst the trees, leaving a clear trail of hoofprints and fragrant juices in their wake.

Deeper and deeper into the forest they ran, trees whipping past as Twilight tried in vain to catch up. The changeling was just too fast, too agile. Chrysalis even bounced off the apple trees to trip up her wife with sharp turns, Twilight skidding after her like a race kart. It really was like trying to catch a cheetah in a game of tag, Chrysalis’ running style more feline than equine, leaving the poor nerdy unicorn in the dust.

Soon Twilight could only see the tip of green tail flickering ahead, before it too disappeared from view. With a snort Twilight pumped her legs to catch up, but she quickly realized Chrysalis had pulled too far ahead. No matter, she didn’t stop running. Even if she couldn’t see Chrysalis anymore, she could still smell her. A smile appeared on her lips, her previous anger replaced with a sharp focus on the chase… and a surprising amount of enjoyment.

It’s like… It’s like I’m hunting for her… The thought was incredibly arousing, Twilight’s panting breath becoming even more ragged from excitement. Oh my Celestia, why is this making me so aroused…

The furious pursuit brought Twilight to a wilder, older part of Sweet Apple Acres. The apple trees no longer were planted in neat rows. They were taller, wider, their bark thick and twisted with age. Their gnarled roots emerged from the ground randomly, ready to trip an unsuspecting pony. Twilight had to slow down, watching where she stepped to avoid twisting her ankles… and that’s when she was attacked.

With a terrifying snarl, Chrysalis pounced from the leaves overhead, startling Twilight half to death. In her exhausted state Twilight could only offer a token bit of resistance as they rolled on the grass, though she noticed Chrysalis did her best to steer them towards a soft patch of grass, away from any knotted roots. For once the changeling didn’t try to go for her throat, and instead went for her lips. Twilight melted into the aggressive kiss, her lips parting to allow Chrysalis to deepen the embrace. Soon her mouth was bulging with changeling tongue, and still they wrestled on the ground, moaning into each other’s mouths.

They rolled on the grass some more, their heated scents mixing with the smells of nature, before coming to a stop on a bed of flowers. Amazingly enough it was Twilight who ended up on top, Chrysalis apparently too busy exploring the depths of her throat to focus on their wrestling match. Twilight put her hoof on her wife’s chest, pinning Chrysalis down, and she jumped on top of her, straddling the changeling’s belly.

Their lips parted with a loud sloppy *smack*, Twilight’s throat bulging as the tentacle slithered out, leaving her panting but victorious. They looked into each other’s eyes, their flushed faces betraying their desire for one another. With a start Twilight realized she was sitting right on top of Chrysalis’ male genital slit. If the changeling got hard, she would slip right inside. Twilight was not against the idea at all…

“Hmmm, not bad.” Chrysalis purred, a big satisfied smile on her dark muzzle. “Did you enjoy chasing me?”

Twilight nodded wordlessly, her breathing becoming more and more ragged as she grinded her dripping intimacy on Chrysalis’ cock-slit, trying to get it to come out. A quick filling would take care of her heat. It was only fair, she had won this round… she needed it! Why was Chrysalis denying her!

“Good, I’ll make a wolf out of you yet.” Chrysalis chuckled. She watched Twilight gyrating her hips, the alicorn snorting in frustration; she obviously found Twilight’s despair quite entertaining. “Sweetie, what are you doing?”

“P-please…” Twilight panted, the fire in her belly burning hotter than ever. “Please give it to me…” All this running had not helped the burning at all. “The heat, it’s…”

“It’s driving you crazy, isn’t it…” Chrysalis hissed, her hoof running over Twilight’s belly, teasing her. “That instinctual craving, that hunger for a stud to douse the flames… isn’t it awful?”

Twilight nodded, her juices dripping all over Chrysalis’ carapace. “Why are you doing this to me… Why did you force me into heat when I’m already pregnant…”

“Because I need you to understand.” Chrysalis pressed against her belly, making Twilight moan out loud. “That need? That heat? That is how I feel. This is how I’ve felt every day, every hour, every second, since I started nesting. Sweetie, I need relief, or I might just go mad.” Her eyes twinkled in amusement. “Well, madder. You wouldn’t want to see me when I truly lose my mind.”

Twilight paused in her grinding, and she shot Chrysalis a startled look. “You mean… you’ve been in heat all this time?”

“The changeling equivalent, yes.” Chrysalis hummed, gently caressing Twilight’s belly. “It may not be as apparent as yours, but I can assure you, it is a lot stronger than what you are experiencing right now.”

The zesty scent of the changeling’s arousal intensified, making Twilight’s head spin. She slowly stood up and took a few steps back, her expression full of curious wonder. Her gaze darted from her wife’s amused grin, to the changeling’s nethers, hidden behind her tail. Chrysalis gave her a wry grin, and she flicked her tail away, leaving her intimacy on full display.

It was the first time Twilight had more than a furtive glimpse at Chrysalis’ female genitals. For the most part her marehood looked very much like a pony’s, with full, soft looking lips, and a long, narrow dark slit. Her folds were engorged, swollen, just like a mare’s in the middle of estrus. Her pussy also winked like a mare’s in heat, letting Twilight have a good look at her insides. Chrysalis’ inner flesh was a bright neon green, just like her cock, and it was oozing with arousal. Her cunt clenched and squirted with obvious desperate need, promising a snug place for a stallion to blow his load into.

Unable to resist, Twilight slowly came closer, kneeling down, reaching for her wife’s intimacy with her hoof. Chrysalis shivered in delight as Twilight’s hoof brushed against her rear, the shy caress stopping just shy of touching her winking slit. Twilight marveled at the way her wife’s carapace seamlessly went from hard exoskeleton to flesh-like softness, just like Chrysalis’ lips when they kissed. Twilight gulped as she watched another set of lips pulse before her eyes, begging for her attention.

Trembling, Twilight brought her head lower, her panting breath washing over Chrysalis’ slit. She had never done this kind of thing with a mare before, and she felt like a virgin all over again. She stuck out her tongue, her heart hammering in her chest, a familiar fear of failure making her shiver. She closed her eyes, her ears twitching in anticipation. She was so close she could feel the incredible heat radiating from Chrysalis’ pussy. A few droplets of her arousal squirted on her tongue, the explosion of flavor making her head spin. She prepared to make contact, leaned forward… and she stumbled when she found nothing but air.

“H-hey!” Twilight protested, her face burning with embarrassment. She glared up at her wife: the changeling had rolled to her hooves at the last moment, leaving her hanging.

“Sorry my love.” Chrysalis chuckled, her tail falling back into place. “But I’m afraid you’ll only be making it worse.” She slowly turned, rolling her hips, teasing Twilight without mercy. “A queen’s nesting cycle is not as simple to deal with as a pony’s estrus: there is no magical remedy, there is no fake stallionhood that can quench the fire, and your cute little tongue will only make me go mad with unfulfillment.” She pushed her nose to Twilight’s, eyes shining and horn fizzling. “I. Need. A. Stud. Trying to keep me from finding one is nothing short of cruel.”

Twilight gulped, intimidated by her wife’s intensity. Chrysalis almost looked desperate in a way, on the verge of tears... But Twilight wasn’t fooled. She was sure the changeling was exaggerating. The changeling was putting on a show to make her kind pony wife feel guilty… and annoyingly enough it was working. If there was even a chance Chrysalis was really suffering as much as she claimed, Twilight had to do something. Thankfully, she had prepared for this.

Twilight smirked, leaning back from her wife, and she shook her head.

“I knew you would refuse.” Chrysalis hissed, her lips pulling back into a toothy snarl. “Of course you would prefer to see me suffer under your jealous grasp than-”

“Okay, I understand.”

“- than let me… be… happy… uh?” Chrysalis choked on her tirade, so surprised by Twilight’s acceptance that she forgot to keep her angry mask on. “You… you do?” She took a few steps back, holding out her hoof to help Twilight get up.

“Of course.” Twilight nodded. She accepted Chrysalis’ help and got to her hooves, dusting herself off. “Thorax told me about your biological imperative to breed with both female and male ponies. He told me about your… ugh… egg laying.”

“Ah, yes, Thorax.” Chrysalis spat, scrunching up her muzzle. “At least that’s one thing that failure of a changeling has done right. Good for nothing grub...”

“So, I have decided to give you just what you need.” Twilight interrupted, smiling confidently. “I’ll provide you with a stud.” She puffed out her chest, striking a pose.

“Oh?” Chrysalis tilted her head, pleasantly surprised. “You’ve chosen a stallion yourself? Who is it? That Wonderbolt you wrote about in your diary? The one with the nice rear and huge bulge?”

“No! I barely know him!” Twilight blushed a deep crimson. “And I really need to have a word with Celestia about those Wonderbolt suits, they are way too form fitting…”

“Hmmm, is it that stallion with the hourglass cutie mark you find attractively smart? Doctor something?”

“No, it’s not-”

“Don’t tell me…” Chrysalis smiled wickedly, leaning down to whisper at her wife. “Is it your brother? How naughty of you, using me as an excuse to get to him. Is Cadance part of the package or…”

“It’s me!” Twilight snorted angrily, her cheeks burning. “I’m your stud!”

Chrysalis opened her mouth… then closed it. She blinked a few times, looking at Twilight like the alicorn had lost her marbles. She leaned to the side, giving a pointed look at Twilight’s underside, and coughed awkwardly. She scratched her mane, seeming lost for words for once. A worried expression appeared on her muzzle, and she placed a hoof on Twilight’s forehead, taking her temperature.

“Stop that.” Twilight huffed, slapping her wife’s hoof away.

“Sweetie, you do know that you lack a certain… ahem…” Chrysalis twirled her hoof around, obviously afraid she had teased her wife into insanity. “… you lack a certain… shall we say, tool for the job.”

Twilight smirked. “No. I don’t.” Her horn flared to life, and she fired up her magic.

The spell was incredibly complex, and it used concepts that bordered on the unethical, or even the illegal side of magic. Which was a given, since it was a spell from Starlight’s creation. Twilight only knew about it from having once inadvertently walked in on Starlight while she was… indulging on the spell’s effects. With company. Good thing Trixie had her mouth full at that time, or her scream would have shattered the whole crystal castle.

With a grunt, Twilight unleashed her spell, the surrounding trees bathed in a pink flash. She grimaced as the spell washed over her body, the tingling focusing on her nether regions. The transformation wasn’t painful, but the stretching sensation was not very pleasant either. Still, by this point she was familiar with it. She had spent the whole night learning it, practicing it, sometimes to hilarious effects. There was a loud popping sound, and the spell finally ended, leaving Twilight panting.

She quickly bent her neck backwards to look at her underbelly, examining her work carefully. Everything seemed to be in order: she had a good-sized sheath protruding from between her teats, two large, dark purple balls nestled between her thighs, and no visible side effects. She might have gone a little overboard with the size of her endowment, but the memory of one of her failed tries, when she had ended with a minuscule stallionhood, was fresh in her mind. Twilight could still hear Trixie’s laughter ringing in her ears.

“There.” Twilight gave a satisfied snort. She turned back to her wife, smiling smugly. “What do you think of that, hmm?” She was eager to see her wife’s surprised face… and she did a double take when she realized Chrysalis wasn’t there anymore. “... Uh?”

“How precious!”

Twilight jumped when a familiar voice sounded from her blind spot, and head whipped to her other side. Chrysalis was circling her, head lowered to examine her newly grown member from all angles. Twilight felt a burst of self-consciousness, her tail snapping between her legs to cover herself up… and she yelped when she unwittingly whipped her balls in the process. She skittered away from her shameless wife, and winced when she squeezed her gonads between the thighs. How did stallions even manage to walk with those things dangling there!

“Now now, don’t be shy.” Chrysalis purred, her magic tugging at Twilight’s tail insistently. “Let me see, let me see!”

“W-wait…” Twilight had hoped to awe her lover with her spell, she had looked forward to Chrysalis’ shocked face… so why was she the one getting embarrassed! “N-no, stop it, let me…”

“Are they functional?” Twilight gave a high pitched squeal as Chrysalis casually grabbed her balls, her magic giving them a nice squeeze, as if she was simply testing the ripeness of pair of grapefruits. “Oooh, they feel nice and heavy, and the smell…”

Twilight blushed madly, an embarrassed whimper escaping her throat as Chrysalis slipped under her like a nursing foal. The giddy changeling pressed her nose to her wife’s ballsack, giving it a nice long sniff, and to Twilight’s gasping surprise she even gave it a little lick.

“Hmm, yes, these are nice and virile.” Chrysalis said nonchalantly, as if speaking about the weather. “But what about the shaft…”

“AH!” Twilight jumped away, a jolt of electricity running up her spine as Chrysalis nosed her sheath. “Chrysalis!”

“Yeees?” Chrysalis kept circling, her shark-like smile growing.

“Just… why are you so…” Twilight spun on herself, trying to keep her grabby wife away from her jewels. “Why aren’t you surprised!”

“Oh, but I am!” Chrysalis cooed, her magic flowing on Twilight’s belly, grasping blindly for her sheath. “This is the best surprise gift ever!” She gave a cheerful growl. “Now let me unwrap it…”

“What do you... AH!”

Twilight cried out as her wife suddenly pounced on her with a playful snarl, the alicorn falling back on a bed of soft grass. She tried to roll on her hooves, but Chrysalis pinned her down with an imperious hoof on her chest. The changeling shot her prey a warning glance, and Twilight understood the message: stop resisting or i’ll bite. Twilight grumbled cutely as she leaned back against a moss-covered root, the impromptu pillow surprisingly comfortable.

“That’s better.” Chrysalis purred, gracing her wife with a smile. She laid on the grass between Twilight’s thighs, exploring the alicorn’s new organs. “Let’s see what you have got for me…”

Twilight gasped softly as Chrysalis gently nuzzled her sheath. The changeling sniffed wolfishly, nosing the sensitive folds of flesh, her hooves busy with Twilight’s balls. Jolts of pleasure made Twilight squirm on the grass, her breath catching in her throat. These were wholly new sensations for her, she had not taken the time to test her new member the night before. Twilight grunted in excitement as blood rushed to her groin, her legs shaking as her cock started to emerge, brought to life by her lover’s teasing nuzzles; Chrysalis was obviously as experienced with stallions as she was with females.

“Yeees, that’s it, let it out…” Chrysalis whispered, her hot breath tickling Twilight’s belly. “What a lovely coloration, this dark violet goes quite nicely with your coat... and I’m sure it will look lovely stuffed inside my green marehood, hmm?”

Twilight could only moan helplessly as Chrysalis breathed on her cock, coaxing it out of its sheath. Her crooked hooves fondled Twilight’s plump balls, sometimes even brushing against her twitching pussy, making the alicorn shudder. With a relieved sigh, Twilight’s shaft finally emerged fully, the limp stallionhood draped over her belly. She was startled to realize that her flat tip was resting on her chest; she really had been too heavy-handed with her spell. Thankfully Chrysalis didn’t seem mind her size, on the contrary.

“You know, I appreciate your choice of such a respectable length, it rivals a stallion twice your size… but you might feel a little light headed when it grows erect.” Chrysalis casually commented, her hooves giving Twilight’s balls a gentle squeeze. The alicorn’s shaft twitched in response, much to Chrysalis’ amusement. “Hmm, I do enjoy a male with sensitive testicles, they always have the biggest production. Now, let’s get you nice and hard, but not too fast.” She placed a kiss on the base of Twilight’s cock, her lips pulling at the violet skin. “We don’t want you to pass out… not yet at least.”

Chrysalis opened her maw wide, Twilight shivering as she watched the large, slimy, smooth tentacle emerge from the depths of her wife’s fanged mouth. Her narrow tongue-tip slowly landed on the base of Twilight’s stallionhood, the touch soft as a feather, enough to make the violet shaft pulse in excitement. Chrysalis’ tentacle then began to glide along the length of Twilight’s cock, the tip barely brushing against the underside, the teasing caress making Twilight groan in pleasure.

Chrysalis took her time, the tip of her tongue leisurely traveling up her lover’s shaft, her hooves slowly kneading Twilight’s twitching balls, the orbs already full to bursting. Twilight’s eyes were wide as saucers as she watched the tentacle approach her cock-tip, her shaft beating with her heartbeat, each pulse leaving it just a little harder, just a little wider. When Chrysalis reached the end of the lengthy pole, she allowed her tongue to slither over Twilight’s flat head, teasing her glans, smearing her abundant saliva all over the flaring tip.

Twilight whimpered in need, the tentacle so cruelly slow in its ministration it was almost maddening. She tried to reach for her cock… but Chrysalis swatted her hooves away with a flash of her horn. The changeling tutted at her, shaking her head, like a teacher disciplining her student. Twilight groaned in protest, and Chrysalis removed her tongue, the tentacle coiling back into her mouth. Chrysalis narrowed her eyes, smirking at her lover, challenging Twilight to do something stupid.

Too lost in bliss to really think about it, Twilight ignited her horn, eager to give herself release… and Chrysalis lunged at her head, mouth wide open. Twilight’s yelp died in her throat as Chrysalis started to suck on her horn, the changeling’s soft lips forming a tight seal around it. Twilight squirmed helplessly as her sensitive horn was molested by her wife’s slimy tentacle tongue, Chrysalis’ lips descending all the way to the base, suckling sloppily. Too soon Chrysalis threw her head back, leaving Twilight’s horn covered in saliva.

Chrysalis gave her lover a wink, and she retreated back to her spot between Twilight’s thighs, cooing happily as she found the violet stallionhood had grown almost to half-mast while she was busy sucking on Twilight’s horn. She started to lick the now leaking flare with a growl of hunger, resuming her teasing right where she had left off. Twilight grit her teeth, trying to resist the urge… but she couldn’t help it, she wanted more. She gathered her magic, willed it to give herself a quick stroke… but nothing happened.

Startled, Twilight tried to cast a simple levitation spell, but again, nothing happened. Her magic was simply gone. She reached for her horn, wondering why her magic wasn’t working. She gasped when she found a very familiar ring secured tightly to the base of her horn, a hard casing of changeling resin locking it in place. She shot Chrysalis a wide-eyed look, and the changeling smirked evilly.

Before Twilight could protest, Chrysalis’ tongue struck out like a snake, coiling around the alicorn’s violet shaft, the tentacle engulfing the whole length in a matter of seconds. Twilight inhaled sharply, her back arching as her cock was encased by the slimy tentacle. Unable to use her magic, she was at the mercy of her lover, Chrysalis’s tongue ensnaring her cock in a tight embrace. Just when Twilight thought it couldn’t get any better, the tentacle pumped over her length like a spring, making her cry out in pleasure.

Again and again Chrysalis pumped her tongue around Twilight’s hardening length, her hooves kneading the alicorn’s balls with sadistic glee. Globs of precum were already spurting from Twilight’s tip, this type of pleasure completely new to her. Twilight could feel it, her first male orgasm was already fast approaching, the pressure building in her loins, so very different to a female’s orgasm. She grit her teeth, her balls drawing up… and Chrysalis unexpectedly let go, her tongue slipping away at the last moment.

Twilight gasped, her eyes crossing in denied pleasure, her limbs twitching as her cock pulsed in faux-orgasm. Chrysalis purred loudly as she watched her lover writhe in blissful agony, her hungry eyes focused on Twilight’s stallionhood, the member now at full mast. The surface bulged with large throbbing veins, stuck on the verge of release.

“Oops, that was close.” Chrysalis chuckled. Her tongue carefully collected a drop of the abundant precum flowing from Twilight’s tip, careful not to brush against the twitching flesh lest she trigger a full release. “Remind me to tell Rarity she was right: this is a lot of fun.” She blew on the throbbing length, making it jump and pulse, an evil smile on her lips. “Though I think stopping just before release is less wasteful, what do you think sweetie?”

Twilight panted breathlessly, dazed and confused. “You… you evil pony…” She managed to gasp out.

“Why thank you, I do try!” Chrysalis said cheerfully. “Now let’s see…” She focused back on Twilight’s stallionhood, idly batting at the alicorn’s hooves when she tried to give herself relief. “Oooh, most impressive! The shape is a very nice touch, I do enjoy big girthy tips, and the slender shaft will make it easier to thrust. All these veins will feel lovely inside me, I can just tell. And that flare! Almost as large as that monstrous stallion I bedded so long ago, poor thing couldn’t fit in normal pony mares; tragic isn’t it? He was so burly, his beard so fetching, such a kind lover… until he found out I was a changeling and almost split me in half with his magic shovel. He sired such a strong brood, a shame he found me out… Oh sorry sweetie, I was rambling, where was I? Oh yes, your stallionhood.”

Twilight whimpered in despair. Chrysalis had kept kneading her blue balls while babbling casually, helping them grow fat and dense. Her poor shaft lay forgotten, pulsing in need, precum flowing all over her coat. Twilight felt like her balls were just ready to explode, but Chrysalis batted away her hooves whenever they drew close, denying her release. Twilight knew stallions could bring themselves to orgasm by simply beating their shafts against their bellies… but she had no idea how to do it.

She squirmed on the grass, contracting her lower muscles, but nothing happened. She wiggled her hips… and her shaft just swung from side to side, leaking like a broken faucet. Twilight’s eyes began to water with frustrated tears, a desperate sob wracking her chest… and her cock jerked up, slapping loudly against her soaked fur. It startled both her and Chrysalis, and before the changeling could react Twilight managed to do it again, harder this time.

Flare met soft fur with a loud *plap*, precum spraying all over the place. Twilight saw stars, the burst of pleasure just enough to bring her over the edge. Her eyes crossed in sudden bliss, and her balls jumped in Chrysalis’ grasp.

“Hey!” Chrysalis snapped. “No, not yet, don’t you dare…” She hissed in anger as Twilight’s shaft bulged, a surge visibly travelling up the underside of her cock. “Oh for the love of…”

Twilight could feel her release rushing up her shaft, her deliverance from the heavenly torture so very close. She closed her eyes, expecting to be showered in her own load… and her flared tip was suddenly engulfed by a slippery warmth. Her eyes shot open, her gaze locking with her wife’s. Chrysalis glared back, her mouth full of cock, her enraged eyes boring into Twilight’s as she suckled furiously. The sucking was heavenly, but the oozing tentacle slathering her shaft was simply too much for the poor unexperienced alicorn.

With a loud whinny of ecstasy, Twilight erupted straight into Chrysalis’ mouth, the changeling’s cheeks puffing out. The spurt was thick and plentiful, Twilight’s back arching as she spewed her virile cream without restraint. Any mare would have choked on her enormous load, but Chrysalis wasn’t just any mare. The changeling gulped down her lover’s seed without spilling a single drop, her throat bulging as she swallowed as fast as Twilight spurted. Chrysalis couldn’t keep her angry expression for very long, a smile fighting its way to her stretched lips, her eyes rolling back as she consumed her lover’s seed.

After what felt like an eternity of continuous spurting and loud gulping, Twilight’s very first male orgasm finally started to taper out, her cock pulsing weakly as Chrysalis greedily suckled for more. Twilight groaned as she fell back on the grass, utterly spent. She whimpered in pained pleasure, Chrysalis still sucking on her cock even as it went soft, trying to draw every drop from her shaft. Twilight’s hips jerked as she gave one final feeble squirt, and Chrysalis finally freed her stallionhood from her maw, the limp shaft plopping down on Twilight’s belly.

Lost in the afterglow, Twilight just focused on controlling her breathing, her chest heaving like she had just run a marathon. The analytical part of her mind noted the difference between the female and male orgasm, and she entertained the idea of doing a publication on the subject. She blearily noticed Chrysalis was walking around her, but she was couldn’t read her expression. No matter. Considering Twilight’s sorry state, there was little Chrysalis could do now.

“Say aaaaah.” Came Chrysalis’ teasing voice.

“Wha?” Twilight blinked drunkenly, her eyes looking up… straight at Chrysalis’ pussy hovering above her head, drips of changeling arousal falling all over her muzzle. “Wait!” Ignoring Twilight’s cry, Chrysalis brought her ass down, her folds winking in anticipation. “AAAAH *MFFFT*”

Everything turned neon green. It was all Twilight could see, all she could smell, all she could taste. Chrysalis’ pussy contracted around her muzzle, keeping her prisoner of her oozing folds, her face buried into her lover’s soft rear. Twilight tried to protest, but every panting breath gave her another concentrated dose of changeling pheromones, every word was another gush of arousal on her tongue. When Chrysalis pulled herself up, Twilight followed, her tongue lapping at her wife’s honey pot, eager for more.

“So, feeling awake again?” Chrysalis asked, her eyes twinkling.

Twilight mumbled incoherently, too dazed to speak.

“Good. Now, be a good girl, and service me.”

Chrysalis lowered herself again, but this time she stopped just short of Twilight’s muzzle. The alicorn gazed up at her lover’s pussy, marveling at how plump and juicy her folds were. The black flesh surrounding her tight slit was drenched in arousal, and Twilight decided to lick her lover clean. Chrysalis cooed in encouragement, obviously not minding Twilight taking things slow.

Twilight licked every surface she could reach, ignoring her wife’s winking slit for now. Soon her muzzle was dripping with Chrysalis’ juices, but Twilight didn’t care. Her shy little licks slowly got closer to the source of the fragrant squirts landing on her face, her nose brushing against the plump black folds. Twilight took a moment to admire her wife’s most private intimacy. She just loved how the black skin surrounding Chrysalis’ slit contrasted with her neon green inner flesh, her folds opening and clenching with squirts of syrupy arousal. Unable to wait any longer, Twilight dove in.

If lapping the spilled juices clinging to Chrysalis’ rear had been delectable, it was nothing compared to having a taste directly from the source. Twilight moaned in delight as her tongue danced on Chrysalis’ slit, trying to sink inside. Her pussy lips were incredibly narrow, and Twilight had to wait for a wink to have access to her lover’s fleshy tunnel. She explored Chrysalis’ pussy with her tongue, her hooves keeping her slit wide open. Her blind fumbling was soon followed by a loud moan overhead, and Twilight realized she had found her lover’s clit, hidden under a fold of flesh.

Twilight insisted on the same spot, her tongue lapping relentlessly on Chrysalis’ love button, trying to coax it out. The changeling began to purr, her legs trembling, and finally Twilight was rewarded for her efforts. The alicorn did a double take when her lover’s clit emerged, for it wasn’t smooth like a pony’s. Chrysalis’ clit was strangely curved and pointed, almost like a claw, but considering the sharp gasps overhead it was just as sensitive as a pony’s. Twilight diligently lapped at her lover’s button, the purring moans becoming more and more desperate. She could almost feel Chrysalis standing on the edge… and she took the changeling’s clit between her lips, and suckled.

“RAAAAAH!”

As always Chrysalis was loud in her orgasm, she roared her pleasure without restraint, her howl echoing around Sweet Apple Acres. Twilight thanked her lucky stars they were so far away from the main orchard, and she kept on sucking and licking, her muzzle showered by gushes of orgasmic juices. After a few moments Chrysalis seemingly lost her strength, the changeling falling on her side, careful not to fall on top of Twilight.

Muzzle drenched with changeling arousal, Twilight rose to her unsteady hooves, her soaked mane clinging to her neck. By this point she barely noticed Chrysalis’ scent anymore, the smell had fully saturated her fur. She had no doubt the smell would linger for a long time, even after a dozen showers. She blinked the syrupy nectar out of her eyes, and she surveyed her work.

Chrysalis was lying on her side, her chest heaving ragged, panting breaths, a big satisfied smile on her lips. Her pussy kept winking constantly, her juices squirting all over the grass, her curved clit now perfectly visible. Twilight gulped at the sight, and she jumped in surprise when her stallionhood slapped against her belly, ready and eager; she had almost forgotten about it. The sound seemed to rouse Chrysalis, her eyes fluttering open, tongue lolling out.

“Ah… by the swarm…” She groaned, slowly standing up, her tail instinctually covering her intimacy, much to Twilight’s disappointment. “I have not had such a powerful climax with my female parts in centuries.” She shivered, drips running all over her tail. She shot Twilight a look over her shoulder. “It seems it takes a mare to know just how to best please another mare, hmmm?”

“Well… I’ve read a lot of books on the subject.” Twilight blushed, her eyes flicking from Chrysalis’ eyes to her tail. “And… I’ve done a lot of… experimentation… on myself.”

“My, but you are adorable.” Chrysalis purred. “I see you are ready for another round?” Twilight gasped as a wisp of green magic flowed around her shaft, and over her balls, giving them a squeeze. "Oooh, already full, so soon? Why, I might just fall in love with you, my sweet little stud.”

Twilight snorted in excitement, her cock slapping against her belly again. Chrysalis recognized her intent, and she flicked her tail away, her pussy winking in need. Twilight knew an invitation when she saw one, and she rushed to answer nature’s call, her stallionhood leaking in anticipation. She ran to Chrysalis’ rear, eyes on the prize. She reared up, ready to mount her lover… and her hooves slid on the taller mare’s haunches. Twilight blinked, her neck bending up, and she realized she was going to have an issue: she was much too small to ever hope to mount Chrysalis properly.

“Is there a problem?” Chrysalis asked teasingly.

“N-no, just…” Twilight craned her neck, looking at her lover’s inviting pussy overhead, so close yet so far. “Give me a second.”

Twilight scrambled to stand on the tip of her hooves, her forelegs barely managing to hook around Chrysalis’ hips. She tried to haul herself up, her flare brushing against her target, an eager whinny escaping her lips as her tip brushed against Chrysalis’ entrance… and remained there. Twilight grunted as she tried to thrust up, her forelegs straining, until one of her hooves slipped on Chrysalis’ smooth carapace. Twilight fell on her butt with a huff, her cock spurting a mocking squirt of precum right on her face.

“Sweetie?” Chrysalis called. “I’m getting a little cold back there.”

With a growl of annoyance Twilight’s wing flared wide. With a single flap she was airborne, and she carefully landed on top of Chrysalis rump, her hooves and chest sliding into position. She squeaked excitedly as she felt her cock slide over her lover’s slit, and she shuffled back, trying to find the right angle. She flapped her wings to keep herself in place, her hind-hooves clumsily batting at Chrysalis’ smooth legs to try and find support, just like a rock climbing pony… And she soon tired herself out, her wings too weak for this kind of constant fluttering.

She landed back on the grass with a snort, looking up with a frown. If only she had her magic…

“Twilight, are you inside yet? I can’t really tell with how numb my rear has become…”

“Okay, okay, you’ve had your fun.” Twilight snapped, stomping her hoof. “Just crouch down!”

Chrysalis cackled in amusement, her tail flicking right into Twilight’s face. “Already giving up? I hoped you would try for longer. You are so cute when you’re flustered…”

“Chrysalis!”

The changeling laughed some more, and she lowered herself to the ground, laying belly down on the grass. She got comfortable, tucking her hooves under her like a cat, and she shot Twilight a glance, her eyes full of mischief. Twilight didn’t care that she was being mocked. Chrysalis’ pussy was at the perfect height now. She couldn’t help but gulp as she watched the flashes of green flesh winking at her, beckoning her forward.

“Come on in,” Chrysalis purred sensually, “it won’t bite… much.”

Twilight slowly came closer, her eyes wide and eager. She leaned down to give her lover a few well-placed licks, delighting in Chrysalis’ nectar… and she reared up to mount her mate, snorting like a bull. Twilight shuffled on top of her mare, her hooves hooking around Chrysalis’ hips, securing her into place. From this angle she could easily see the deep lash marks crisscrossing her wife’s carapace… but she couldn’t bring herself to care about them. Rarity might have marked Chrysalis on the outside, but Twilight was about to claim her wife in a much more primal way.

With a possessive whiny, Twilight rammed her hips forward… and her clumsy thrust completely missed the mark. Her tip glanced off Chrysalis’ smooth rear, her shaft sliding between the changeling’s thighs. Twilight snorted irritably. She shuffled her hooves around, trying to find the right angle. She gave another thrust… and this one slid up, ending with her cock sandwiched between Chrysalis’ shapely rear and Twilight’s belly. She gave another desperate thrust, and her eyes widened as she started to sink into something soft and incredibly tight…

“Sweetie,” Chrysalis turned her head, a strained smiled on her lips, “wrong hole.”

Twilight blinked, not understanding at first… “Eeep, sorry!” She quickly pulled back, her cheeks burning in shame. Chrysalis rolled her eyes, and her smile softened.

“Here, let me teach you.” Chrysalis said with surprising patience, her horn starting to glow.

Twilight gasped as her cock was engulfed in her wife’s magic, and she instantly started to thrust madly, overtaken by her newly acquired stallion instincts. Chrysalis tsked, her magic holding Twilight’s hips back, until the alicorn calmed down. She waited a few more seconds, her magic caressing Twilight’s balls, keeping her nice and erect.

“Now, follow my lead.” Chrysalis instructed. “Don’t try to just blindly thrust your way inside, slowly press yourself closer.” Twilight did just that, gasping as her flare met with Chrysalis’ soft parts, just between her pussy and her anus. “Good.” Chrysalis praised, shivering slightly as Twilight’s tip dribbled all over her intimacy. “Now, carefully angle yourself down, until you feel… Ah! Yes, right there…”

Twilight bit her lips, her hips quivering as she held back from thrusting. Her cock had just aligned with Chrysalis’ winking folds, the black pussy lips grasping at her flare, begging to be filled. She could feel her lover’s warmth washing over her tip, and she couldn’t help but give a shallow little thrust, her stallionhood almost sinking inside.

“N-not yet…” Chrysalis panted. Twilight had never seen the changeling so out of sorts, her draconic eyes were lidded and unfocused, her tongue lolling out the side of her maw. “N-now, slowly push deeper inside… Slow and steady… Yeeees…”

With reluctant restraint, Twilight began to press her hips forward, little whimpers escaping her throat. The tip of her cock was a little too large, and her flare strained to sink past her mate’s narrow slit. Spurts of gooey precum leaked constantly from her stallionhood, helping her slide inside, but Chrysalis’ clenched walls were incredibly tight. Twilight grasped her wife’s hips like handles, she hauled herself closer… and with a lewd squelch her flare lurched inside.

Twilight yelped, surprised by the sudden entry, and her eyes crossed as she moaned in pure bliss. Chrysalis’ cunt was incredibly warm, her flesh soft as velvet, the slippery walls convulsing around Twilight’s flare, welcoming her home. Without knowing if she was pushing inside or if Chrysalis’ pussy was pulling her in, Twilight began to slowly, sloooowly, sink inside. The deeper she went, the hotter and tighter Chrysalis was, her tunnel clearly designed to entice a stallion to thrust to the hilt.

When her fat medial ring reached Chrysalis’ tight slit, Twilight found herself stuck once more. She strained with her hips, trying to push past the resistance, but her lover’s cunt was tightly clenched, not doubt to toy with her. Twilight whimpered, two thirds of her length engulfed in her wife’s furnace, while her base remained in the cold air outside. She pushed as hard as she could, her hips quivering, her hind-hooves digging into the grass as she tried to penetrate further… and just when she gave a frustrated shove, Chrysalis’ slit winked, her pussy lips opening wide.

Twilight careened inside her mate, the rest of her cock plunging to the hilt in one flustered thrust. Her plump balls slapped against Chrysalis’ rump with a meaty *smack*, sending a jolt of ecstasy up her spine. Twilight trembled, her mouth open and drooling, her stallionhood fully sheathed inside her lover. Chrysalis hummed in delight, her walls clenching around her stud, keeping Twilight’s cock nice and deep.

“W-woah…” Twilight gasped out, her eyes fluttering.

“Good girl.” Chrysalis cooed, her eyes lidded with pleasure. “So, how does it fell?

“Incredible…” Twilight shivered, her cock jerking as it was massaged by the drenched, but tight, tunnel.

“You should see the look on your face.” Chrysalis chuckled, her pussy clenching rhythmically around her stud. “Now, go on, start thrusting.”

Twilight eagerly obeyed, her hips drawing back jerkily, her chest heaving with cute little gasps. Her medial ring popped out with a wet *squish*, a spray of mixed fluids bathing her balls. Instantly her hips rammed back inside without her prompting, surprising both her and Chrysalis. They cried out in unison as Twilight hilted, the savage thrust accompanied by the sound of flesh meeting carapace, followed by the wet slurping sound of Twilight pulling back.

With an enthusiasm Twilight usually reserved for reading a new book, the alicorn began to hump into her lover’s soaked pussy, mixed fluids spraying all over her thighs from her sloppy thrusting. Chrysalis was so deliciously wet, so perfectly tight, her walls pulsing and needy… Twilight was in heaven. She whinnied, her pounding becoming wild and uncoordinated. Her flare pulled farther and farther back, threatening to slip out with each clumsy thrust. Her hooves slipped, her cock retreating just a little too far, almost popping out…

“Aah!” Twilight jumped, her eyes rolling back as something curved and hard hooked on the back of her flare, forcefully keeping her inside. It sent a jolt of pleasure into her shaft, and she instantly rammed back inside instinctually. She remained hilted, her breath short, and shot Chrysalis a confused look. “W-what the hay was that…”

“Oh, just a little changeling trick.” Chrysalis smirked. “It helps us keep stallions hard, and it’s useful to stop them from doing something as foolish as pulling out when they are close.”

Twilight stifled a startled moan, her shaft jerking as she felt it again. The mysterious curved hardness poked at the underside of her shaft, near her base, right at Chrysalis’ entrance… Twilight’s eyes went wide, realizing that the thing pressing into her was her lover’s clit, its shape now making a lot more sense. She whimpered as the clawed nub tickled her underside, her hips humping deeper instinctually.

“I did say my marehood only mostly wouldn’t bite.” Chrysalis grinned toothily. “Here, let me show you what else I can do…”

Chrysalis’ slippery walls shifted, her soft flesh rippling around Twilight’s, massaging her shaft from all sides. The alicorn could only grit her teeth, the pleasure becoming almost painful. She didn’t even have to thrust, her lover did all the work for her. Chrysalis’ pussy pulsed around her stallionhood like a throat swallowing, her curved clit keeping Twilight nice and hilted. She wouldn’t last long with this much stimulation.

“This is…” Twilight trembled, enjoying her lover’s amazing cunt. “Oh my Celestia…”

A flash of green startled the alicorn. She covered her face, the heatless flames running all over Chrysalis’ body. The changeling’s rump grew larger, her flanks became cushy and plump, carapace morphing into soft fur. Even her pussy shifted, her walls becoming looser, but no less pleasurable. Twilight moaned, her cock jerking inside the transforming changeling, a burst of thick precum spurting from her flare. Her next throb splattered on a barrier that descended to meet her tip, and she yelped as Chrysalis’ pussy shortened, her contracting depths forcing Twilight to pull back.

Twilight blinked the spots out of her eyes, she looked back at her lover… and almost fainted on the spot. Her eyes went wide, her mouth fell open in a silent cry, and her cock throbbed in excitement. Princess Celestia gazed back at her with her familiar serene smile, her eyes full of motherly love for her dear protégé. She beamed at the filly she had practically raised as a second mother. The filly she had told countless bedtime stories. The filly currently hilted deep inside her tight pink pussy.

“Yes, my faithful student, you called?”

Twilight remained frozen in shock, her eyes round as saucers. She cried out as Celestia’s royal cunt clenched on her cock, drawing another huge spurt of precum. “GAH!”

“I must say, I’m impressed by this hermaphrodite spell.” Celestia’s walls clamped down on her former student, milking her gushing length. “Such a powerful mage, despite your young age… you make me proud so Twilight!” She praised, her ethereal mane brushing against Twilight’s cheeks.

“Turn back turn back turn back!” Twilight begged, her mind boggling. This was like a scene from one of her most twisted nightmares... and it was only made worse by the fact that she couldn’t stop her hips from giving short frantic thrusts, her large rod plunging sloppily inside Celestia’s pussy. “I told you, Celestia is like a mother to me, please don’t…”

“Oh Twilight, I think of you as a daughter too.” Celestia assured kindly, her radiant smile taking Twilight’s breath away. “And I think you deserve a reward.” Her walls convulsed around Twilight, the alicorn gasping in pleasure. “I could bear you a couple of foals, if you’d like?” Celestia’s golden magic took hold of Twilight’s balls, fondling them lovingly. “You could make me into a real mother…”

“Chrysalis if you don’t stop right now I swear I’ll send you to the moon!” Twilight shouted. Her hips were now hammering into her old mentor, completely out of control. “Along with a bill for the therapist I’m going to need after this!”

Celestia’s eyes flashed green. “No? How disappointing, I would have thought… Hmmm, how about…”

The alabaster alicorn disappeared in a flash of green, her white coat burning away, the green flames leaving only pink fur behind. Twilight choked on a scream as Celestia was replaced by Cadance, her pussy becoming even wetter, wider, perfect for frenzied thrusting. The pink alicorn gave Twilight a cheery smile, she opened her mouth… and she jerked in surprise when she felt Twilight’s cock instantly softening, her shaft becoming limp incredibly fast.

“Really?” Cadance shot Twilight a stricken gaze, looking hurt by her reaction. “Twily what the hay!”

“You’re- SHE is my foalhood babysitter! And the wife of my brother!”

“But... Ladybugs awake!” Cadance whined, shaking her hips in a vain attempt to get Twilight hard. “C’mon!”

“NO!”

“Humph, fine, last try.”

Once more the fake alicorn was consumed by green fire, and Twilight closed her eyes, fearing what came next. She valiantly started to pull away, her softened cock easily slipping free of Cadance’s loose pussy…. But it was too late. Her old foalsitter transformed, her wide cunt becoming tight as a vice. Twilight gasped out, her shaft assaulted on all sides by strong muscled walls, the base of her cock gripped by an almost painfully tight slit. Her eyes shot open… and she found herself looking straight into two deep seas of sapphire, Luna’s eyes breathtakingly beautiful.

“If you wish to stop, I will not take offense.” Luna said softly. Her tone was studiously uncaring, but her eyes shone with anguish. “I know I am not as beautiful as Celestia, or as attractive as Cadance, so I will understand if you do not desire me.” She looked away, her ears drooping. “I am used to rejection.”

“D-don’t… please…” Twilight begged, her heart hammering in her chest. Her cock gave a twitch, swelling slightly, a whimper escaping from her quivering lips. She could smell Luna’s heated scent now, in fact she could hardly think of anything else than that spicy, sweet, mind-numbing smell. “No…”

“You cannot even bring yourself to full hardness… I see.” Luna hung her head, her eyes closing in acceptance. “I should have known. How foolish of me, to think you would be the one pony capable of looking at me in that way.” The heartbroken alicorn started to rise, stepping away from Twilight, a single tear rolling down her cheeks. “I am sorry Twilight Sparkle, let us stop and we will never speak of this aga- AH!”

Luna cried out in surprise, her body rocked by an unexpected brutal thrust. Twilight’s hooves forcefully pulled her mate back at the same time as she rammed her hips forward, filling her lover to the brim. Luna looked back, her eyes wide and unbelieving. Twilight said nothing, too ashamed by her reaction. Her cock had sprung to full mast in a single heartbeat, leaving her light headed. Luna’s wonderfully snug pussy rippled around her stallionhood, the Night Princess’ inner barrier brushing against Twilight’s flare: they were perfectly matched.

“T-Twilight?” Luna breathed, watching her fellow alicorn carefully, as if afraid of Twilight’s next action.

Twilight couldn’t take it anymore. The slippery tightness, the welcoming heat, that cute hopeful glimmer in Luna’s eyes… It was just too much for her. Without a word Twilight drew her hips back jerkily, Luna’s walls desperately clenching at her flesh, begging her to stay. Luna’s eyes filled with despair, the sting of rejection already twisting her muzzle… and Twilight rammed back inside her cramped insides with a loud whinny.

Luna moaned out loud, her pussy clamping around Twilight as she bottomed out. Realizing that Twilight wouldn’t abandon her, the Night Princess looked back at her stud gratefully, her ears folded submissively. Twilight smiled back, her hips shaking as she pulled back, only to thrust back inside instantly. Luna’s moaning turned into a guttural scream of bliss as Twilight pounded into her toned rear, the young alicorn snorting like a stallion in rut.

Lost in a haze of lust and pleasure, Twilight simply let her instincts guide her. She hammered in and out of Luna’s narrow slit, wet *shlicks* and meaty slaps punctuating each thrust. She held onto Luna’s hips possessively, noting how athletic the alicorn was, her flanks taut with muscle, as were her inner walls. Luna shifted, her head lowering and ass sticking up in a sign of total subjugation, surrendering her body to her stud. Twilight groaned in bliss as the angle of her thrusts changed, she could now reach just a little farther, her flare bumping against her mate’s deepest barrier, Luna’s body getting jostled with every impact.

The furious mating stretched on, the sound of flesh meeting flesh echoing around the orchard. There was no rational thought left in Twilight, she only focused on screwing this gorgeous alicorn as hard as she could, her newly acquired stallion instincts running wild. The scent of Luna’s heat was everywhere, the fragrant perfume of a receptive mare unmistakable. Twilight’s balls swelled, enticed by the promise of a fertile womb to release their thick load into. The *plap plap plap* of her bulging ballsack slapping against Luna’s rear became louder, faster, Twilight hips turning into a blur.

“Oh my stars!” Luna shouted suddenly, her wings flaring open. “Twilight, we are close!”

“M-me too…” Twilight panted. Her eyes were glazed over, her mind overtaken by the need to rut this mare silly, her instincts demanding she claim the beautiful alicorn as hers… but even in this near-feral state Twilight was still mindful of her partner’s wishes. “W-where should I-”

“Inside!” Luna replied instantly. “Release inside, please! Deliver us from our heat, give us your seed and we will make sure it quickens!”

Twilight didn’t need to be told twice. Snorting with purpose, Twilight leaned over Luna’s back, making sure her mate knew who was in charge, and she began to thrust as hard as she could. Luna quivered under her, the night alicorn on the verge of her climax… and with an ear splitting scream Luna went over her edge, her cunt clenching almost painfully around the throbbing cock lodged in her depths. It didn’t stop Twilight from pounding into her mare, her balls rumbling ominously.

“Luna, I’m going to…” Twilight whispered, dazed by pleasure. “I… I’m about to…”

“Do it, claim us, make us you Lunar Whore!” Luna begged, her shouts echoing around the orchard, no doubt loud enough to be heard in Ponyville, and even beyond. “We will give you healthy foals, as many as you want, please Twilight Sparkle, I beseech you!”

Twilight closed her eyes, her thrusts becoming frantic and clumsy, sweat running all over her body as she rutted Luna into submission. She felt the now familiar pressure in her loins, her balls clenching, preparing to unleash their payload. She started to pound into Luna with slow, purposeful thrusts. She held back her release, her shaft becoming wider, harder, Luna’s inner flesh yielding to her stud. Twilight hammered home, her flared tip smashing into her mate’s deepest barrier… and Luna’s cervix opened, welcoming her rounded glans inside.

Twilight threw her head back, her loud whinny joining Luna’s far-reaching shouts, and her whole body jerked as her release surged from her balls. She humped into Luna desperately, almost slipping out, pleasure blinding her. The thick flood of virile stallion cream shot through her shaft, the underside bulging against Luna’s walls. She gave a final mighty thrust, Twilight’s flare so large it forced Luna’s cervix wide open… and everything went white.

With a snort of deep, primal satisfaction, Twilight exploded straight into Luna’s womb, staking her claim on the Night Princess. Her first shot gushed long and hard, followed by a second. Then a third. Twilight’s shaft pulsed with seemingly endless bursts of thick stallion cream. Luna’s cunt clenched around her stud with long, powerful milking motions, her fertile womb happily accepting everything Twilight had to give.

There was no doubt in Twilight’s mind: Luna would carry her foal after this, the first of many, and she would spend the rest of her immortal life bearing foals for her stud. Her womb was utterly filled with thick, virile alicorn seed, the sloshing mess already pushing against Twilight’s glans, a trickle of cum escaping around the tight seal of her flare. Twilight whinnied, her cock spurting another thick strand of foal batter into the overfilled chamber, her cum squirting all around her tip, threatening to spill out...

Luna’s insides suddenly shifted, and Twilight yelped in surprise as her cock lurched deeper into her mate, the barrier against her flare vanishing. The bubbling mass of thick semen disappeared into the depths of the transforming alicorn, swallowed by Luna’s transforming cunt. Her muscled walls gave way to soft flesh, her fur was replaced by black carapace, the Night Princess becoming Chrysalis in a roar of green fire.

Twilight watched her mate transform with a shocked expression, her mouth open, her cock still firing its load deep inside her changeling wife. She groaned out loud as Chrysalis’ pussy clenched, her velvety walls somehow even more pleasurable than Luna’s, her bottomless depths slurping up Twilight’s release hungrily.

“That’s it…” Chrysalis purred, her eyes fluttering, tongue hanging from the side of her mouth. “Give me everything you’ve got…”

Twilight sputtered, her cheeks burning with embarrassment. “Y-you… How dare you use Luna’s appearance like this…”

“Now now, no need to thank me.” Chrysalis groaned happily, her body quivering as Twilight’s release started to taper out, a few last blasts of seed squirting into her pussy. “Awww, already spent?” She pouted, shooting Twilight a teasing glance. “Shall I transform back into Celestia, just to get you going again?”

Burning embarrassment instantly turned into fiery anger. Twilight saw red, her lips curling back into a silent snarl. The smug smile on Chrysalis’ lips made her blood boil, the idea of letting the changeling have the best of her, again, was just unacceptable. She remembered the submissive expression on Luna’s muzzle… and she vowed she would make Chrysalis surrender in the same way. She grit her teeth, threw her head back, and with a furious whinny she rammed back into her mare.

“Ah!” Chrysalis was shoved forward, her eyes widening, and she groaned in pleasure as Twilight withdrew all the way to her entrance… only to plunge back inside with a vengeance. “OH my, HAve I HIT a NErve?!” Chrysalis gasped out, her voice shaking as her body was rocked by Twilight’s brutal thrusts. “I don’t SEE why YOU are MAd, DIdn’t you ENjoy yourSELF?

Twilight didn’t answer, she only focused on pounding her lover’s tight cunt, her hooves grasping at Chrysalis’ hips to thrust harder and harder. She groaned out as Chrysalis’ velvety walls clamped down on her stallionhood, almost tight enough to immobilize her. The changeling was trying to take back control, but Twilight would have none of it. She hunched over her mate and forced her way past Chrysalis’ grasping flesh, her hard shaft plunging in and out of her lover’s narrow slit.

Chrysalis chuckled, no doubt amused by Twilight’s feistiness. She changed tactics: Instead of trying to stop her stud from thrusting, Chrysalis’ pussy began to clench in time with Twilight’s humping, her curved clit brushing against the underside of her cock as it withdrew. Twilight grunted in pleasure, her thrusting becoming more desperate than forceful. She held out as long as she could, but she soon succumbed to the sloppy insides of her lover. Twilight whined in protest as her traitorous balls clenched, a new release rushing from her loins.

With a frustrated moan, Twilight plunged into the oozing depths of her mate, her cock exploding as she hilted. She threw her head back as rope after rope of thick alicorn sperm blasted from her balls, Chrysalis’ pussy convulsing to guide the virile sperm deeper inside. Chrysalis shuddered, her eyes fluttering, but she kept her composure despite her obvious enjoyment. She waited for Twilight to stop spurting, then she opened her mouth, preparing to tease her wife… and her taunt transformed into a surprised moan as Twilight started thrusting wildly once again.

Chrysalis grit her teeth, smothering her gasping cries of pleasure, but Twilight had heard enough: the changeling was slowly losing her composure. Emboldened by the realization, Twilight began to hammer into her lover with renewed energy, her balls quickly filling with a new load. Her flare, still huge and hard from her last release, bulged against Chrysalis’ walls, making the frantic thrusting much more pleasurable for the both of them. And inevitably, it soon pushed Twilight over the edge once more.

When she felt the blast of thick stallion cream splatter into her depths, Chrysalis breathed out, no doubt thinking Twilight was done… but the alicorn didn’t pause in her pounding. The changeling gave a strange gargled cry as Twilight kept hammering home even as she unloaded, making a mess of Chrysalis’ insides. The changeling’s clit tried its best to immobilize Twilight, keep her from plunging in and out, but the alicorn wouldn’t be denied. Twilight pulled back, snorting in defiance, and she rammed inside just as her cock shot a huge spurt.

Alicorn spunk exploded around Twilight’s shaft, showering her belly, the mess oozing all over Chrysalis’ thighs as Twilight kept on rutting her lover’s sloppy cunt. Tight green walls convulsed madly, Chrysalis instinctually trying to save all of Twilight’s foal batter, but more still squirted around the pumping shaft, falling uselessly on the grass bellow.

“S-stop…” Chrysalis spoke up, her voice strangely weak. “Y-you’re… wasting it… leave it inside… please…”

Twilight completely ignored the babbling changeling, her mind overtaken by the primal need to breed, the need to make her mate surrender, to dominate her mate. Taken by a sudden inspiration, Twilight leaned forward, her neck straining to reach Chrysalis’ wispy mane, she bit down on a mouthful of green hair… and yanked on it savagely.

This time Chrysalis didn’t even try to stifle her orgasmic scream, her eyes rolling back in her skull, tongue flopping out. Again and again Twilight pulled on her mane mercilessly, forcing her mate to crane her head back, Chrysalis’ cunt becoming tighter than ever. Twilight groaned as she valiantly pushed against her lover’s clenched walls, and with a victorious snort she managed to hilt, unloading one last huge burst of alicorn spunk. She weakly tugged on Chrysalis’ mane a few more times, her strength leaving her, and she fell back with a breathless exhale.

Twilight landed on her rump, her softening shaft slapping limply against her belly, totally spent. She gasped for breath, her coat positively drenched in sweat, her thighs oozing with her own thick semen. Her eyes fell on Chrysalis’ cunt, and she felt a burst of pride: the changeling’s slit was gaping slightly, letting her see her lover’s soft inner flesh, the green walls oozing with semen. The sloppy pussy lips then clenched shut, trapping all the remaining alicorn spunk inside. Chrysalis’ tail flopped into place, but the wispy hairs did very little to hide the mess Twilight had left behind, semen dripping all over the changeling’s rear-end. She had done it, she had forced Chrysalis to submit…

“That was fun.”

Twilight shook her head, her tired gaze slowly rising to meet Chrysalis’ eyes; the changeling was smirking at her, seeming perfectly fine, if a little disheveled. If anything, Chrysalis seemed to glow with energy, as if she had not just been rutted into a stupor. Twilight grumbled. She felt like her hips were about to fall off, she was about to pass out from exhaustion… and Chrysalis looked ready for another round or twelve. It wasn’t fair!

“Oh don’t be like that, you were incredible.” Chrysalis purred, her magic raising Twilight’s pouty chin. “You even managed to make me lose my mind for a little while there, you should be proud.” When Twilight kept sulking, she rolled her eyes. “Here, look, this should make you feel better.”

Chrysalis slowly rolled on her side, beckoning her wife closer. Twilight blinked sleepily, wondering what her lover wanted her to see… until she noticed something strange. The green band around Chrysalis’ stomach had expanded, the green chitin becoming soft and see-through, just like her changeling stallionhood. Twilight stared in awe: her wife’s belly had inflated like a balloon, a large blob of thick milky white cream bubbling inside, clearly visible through the transparent carapace.

“Look at how much love you’ve given me…” Chrysalis purred, running a hoof on her rounded belly. “Do you have any idea how many eggs I’ll lay thanks to you? My brood… Our brood will be healthy and strong, I can just tell.”

Twilight slowly crawled closer, eyes locked with the sea of foal batter swirling inside her lover’s belly. She faltered midway, her exhausted legs giving out, but Chrysalis’s magic caught her in an emerald cloud before she could fall on the grass. The changeling carefully deposited her on top of her flank, in mounting position, Twilight’s head resting on Chrysalis’ rounded belly. The green softened chitin was surprisingly comfortable, like a water bed full of warm jelly, perfect for an exhausted alicorn to fall asleep on.

Smirking mischievously, Chrysalis tugged on her stud’s cock, trying to bring some life into it. When Twilight remained soft Chrysalis just shrugged, and used her magic to guide the limp shaft back into her pussy, her slit opening wide to welcome her lover home. Her walls rippled, pulling Twilight deeper inside, all the way to the hilt. On the verge of passing out, Twilight groaned happily. Her stallionhood was barely able to throb, let alone get hard, but it still felt incredible.

“Here, let me take care of you, rest for now.”

Twilight could do nothing but moan as her balls were magically fondled, the shriveled gonads pulsing weakly as they produced more sperm, coaxed by Chrysalis’ kneading. Too tired to move, she laid on top of her mare, letting the changeling’s pulsing cunt massage her limp stallionhood, bringing it to a new orgasm without Twilight having to even move a muscle. It didn’t take long before her balls slowly clenched, the overworked orbs delivering their load lethargically.

A fat surge of semen crawled up Twilight’s cock, her shaft jerking feebly, too tired to fire its load correctly. Chrysalis cooed in encouragement, her walls clenching around the softened stallionhood, the changeling drawing out Twilight’s foal batter herself. After a few moments of rhythmic contractions, a first blob of thick cream plopped into Chrysalis depths, the changeling’s walls convulsing to consume this new generous load. Twilight closed her eyes, smiling sleepily as her lover kept milking her dry, the soft chitin under her head slowly growing from her lazy spurting.

Lulled by the sounds of her semen sloshing inside Chrysalis’ belly, Twilight drifted off to sleep, a big smile on her lips.

*******************

Chrysalis carefully draped Twilight over her back, her wings opening to secure her precious cargo, making sure to keep the alicorn hilted in her clenching depths. Twilight mumbled cutely in her sleep, her balls filling with a new batch of thick alicorn seed. Chrysalis felt her affection for the alicorn grow tenfold, her heart swelling with warmth. She blinked, then frowned. The throbbing in her chest was becoming familiar, but she still didn’t like it one bit. With a grunt she got to her hooves, her belly sloshing with her lover’s semen. She ran a hoof on the green, see-through chitin, considering its size.

Her stomach wasn’t that big, even by pregnant pony standards. During her nesting cycles she usually had a whole herd of stallions at her beck and call, the mindless studs queueing up to rut her in a never-ending orgy. If needed, her egg sack could expand to fill huge chambers. She could turn into an immobile egg factory, a brood queen, her ravenous desire for stallions never sated… so why was she feeling so stuffed?

Chrysalis should have been hungering for more stallions, she should be desperate for more of their egg-fertilizing goodness… but somehow the comparatively minuscule amount sloshing in her belly had completely doused the burning need in her female parts. She felt full, her desire to seek out other studs gone, which was abnormal for a queen in her nesting cycle. Twilight kept spurting in her sleep, each rope of thick alicorn cream making Chrysalis shudder in happiness, adding to the sensation of pure satisfaction.

She felt… whole.

“Have I gotten too old for this? Are my egg reserves exhausted?” Chrysalis mused. She turned to her slumbering wife, a smirk on her lips. “Or have you done something to me, hmm?” Her magic caressed Twilight’s mane, the loving gesture coming naturally, without conscious thought. The alicorn smiled in her sleep, her stallionhood swelling with a new load. Chrysalis chuckled. “Oh well, one stud will have to be enough it seems. I can always compensate with more broodmares.”

Humming happily, Chrysalis started to walk away, her steps careful and slow to avoid jostling her slumbering lover. She considered walking straight through Ponyville, eager to show everyone she and Twilight were now mated in every way possible… but she hesitated. If she waltzed around town in this state, Twilight would probably get angry at her, for some ungodly reason. Or worse, Twilight would be sad again.

Not that Chrysalis cared, of course. Yes, hearing Twilight say those words earlier, you hurt me, had been incredibly painful. Yes the phrase had been like a barbed spear lancing straight through her black heart… but it had only been a reaction to the alicorn’s emotions. When Twilight had asked if she cared for her, Chrysalis hadn’t lied. She did care for her wife. She cared for Twilight’s cute, cushy butt, she cared for her tight pink pussy, and she cared for the brood in her belly. If Twilight had interpreted it to mean Chrysalis loved her or something silly like that, it wasn’t her fault.

Snorting in amusement, Chrysalis set off towards the castle, smiling from how much she didn’t care… and she took the long way around, avoiding Ponyville and all its busy roads. It wasn’t out of consideration for Twilight, of course. She just wanted to have a nice walk in the woods, that was all. Yes, ponies could be so annoying, the infernal bird-chirping surrounding her was preferable to their vacuous blabbering. And the sun shining through the canopy overhead wasn’t too awful either.

After a few minutes of walking, Chrysalis’ pace slowed. She frowned, her ears folding. She could hear a dark voice hissing in her head, familiar and foreboding. The nagging murmur reminded her to be wary of the creeping corruption of Harmony, it begged her to smother the warmth rising in her chest, it reminded her of who she was... and Twilight chose that moment to start snoring like a kitten, her soft breathing completely distracting Chrysalis from the angry buzzing in her ear.

Chrysalis chuckled, and some people would even say she giggled. But those people would be wrong. Changeling queens didn’t giggle, they cackled evilly. Chrysalis tried to stifle the sound, but soon gave up, letting the definitely-not-a-giggle ring around the forest. She was just too happy to let her usual paranoia bring her mood down, and the cute little snores coming from her back were too precious to be ignored. She disregarded the snarling whispers clawing at her mind, and chose to start talking to her sleeping wife instead.

“So, you chose Luna hmm?” Chrysalis tsked. “I would have preferred you pick Celestia, but I’ll make do.”

Twilight’s snores answered her, and she nodded, taking it as a valid argument.

“True, Luna is a fine breeding specimen, but she’s so boring compared to her sister… And her rear is so small! I thought you liked them curvy and plump? Like a certain white alicorn.”

“Zzzzz…”

“Fine, I’ll let Celestia be.” Chrysalis huffed. “Though it is a crying shame you didn’t even consider Cadance. According to Shining she’s more depraved than even me in bed.”

“Mmhmh”

“Oh, you just want to get to Shining first? Then we go for Cadance? Throb once if you agree.”

“Gnmh.”

“Humph, even in your sleep you aren’t any fun… Okay, okay, no Shining Armor either, you can stop now.”

“Mmmh…”

“Yes yes, I love you too sweetie.” Chrysalis rolled her eyes. “Now, have I ever told you about those sirens I met a thousand years ago? Three sisters, or I think they were sisters… it wasn’t very clear. In any case I bedded the blue one —she was a fun lay, let me tell you— and the other two tried to kill me when they found us in the act. They chased me for days, at one point the purple one almost ripped my head off, it was a close call…”

Chrysalis kept on rambling as she slowly made her way through the forest, careful not to wake her wife. She had a lot of stories about her past exploits, and for once she had someone she could brag to, someone she trusted; yes Twilight was sleeping, but it was the thought that counted. She babbled on, a spring in her step, her pussy still milking her stud, her belly sloshing. She went on like she didn’t have a care in the world.

All the while pretending not to notice the not-so-furtive hoofsteps following her.

Chrysalis had to resist the urge to turn and shout at her would-be stalker to stop making so much noise; ponies were just awful at being discreet. Chrysalis had noticed the intruder from the start, just when Twilight had begun to rut her furiously. The peeping tom had watched them from behind a tree, and judging by the smells wafting in the wind Chrysalis could tell their little show had been very much appreciated. Now the foolish pony followed Chrysalis to her hive, as if begging to be devoured. Giddy by the prospect of this self-delivered meal, Chrysalis began to hum a little song, her eyes shining with anticipation.

“This day is going to be perfect,” she sang softly, “the kind of day of which I’ve dreamed since I was small…”

Swaying to the tune of her happy melody, Chrysalis lovingly carried Twilight back to the Friendship Castle, luring another unsuspecting prey to her lair.

Chapter 11: An Honest Heart To Heart

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Silent as a whisper, like a shadow gliding over the forest floor, she quietly stalked her unsuspecting target. She could hear the faint echoes of Chrysalis’ voice, though she couldn’t understand the words of her song. No matter, all she wanted was to follow the changeling and Twilight, just to make sure that… well… actually she didn’t really know precisely why she was following those two, but her hooves were pulling her after them. She tried to tell herself that she was just making sure Twi was okay, that it had nothing to do with the burning in her belly, or the incredible raunchy spectacle she had witnessed. But that would have been a lie.

And Applejack was a terrible liar.

Thinking back, she really shouldn’t have left her house in this heated state. She had been… ah… relieving herself in her room when she had been startled by a loud howl, coming from the old fields to the west. After a quick investigation she had found a fresh trail, hoofprints zigzagging through the trees erratically. She had followed the tracks, her ears folding when more shouts followed —she had recognized Luna’s voice, but refused to believe the polite princess could be so vulgar— she had reached the trail’s end… and had found Twilight and Chrysalis, mating on the grass like a pair of feral beasts.

Applejack should have left as soon as she realized what was going on, it was the polite thing to do. But instead she had stayed, watching from behind a tree. She had witnessed Twilight rutting her wife like a mad stallion, flabbergasted by her friend’s new equipment. She was close enough to see Twilight’s balls slapping against Chrysalis’ rear, to hear the wet sounds of their sloppy mating, to smell the alicorn’s great virility. To her great shame her hoof had strayed between her thighs, and she had not managed to pull it away.

She had seen Chrysalis’ belly swelling with white cream, she had whimpered as she watched Twilight’s seed gush around her cock, splattering all over the grass… such a waste. Now she followed them, wondering if they would stop to give her another show. Applejack was ashamed by her perverse interest, but the burning in her lower belly was just overwhelming. Obviously she had left her estrus-reliever in her room —a dildo that could spurt warm liquid to douse her heat— and her hooves had done very little to sate her need. Her mind was jumbled, her inhibitions lowered, she felt almost drunk with lust.

Applejack stifled a yelp as she tripped on a root, her mind having wandered too far. She hunkered down, her back against a tree, holding her breath. Was this it? Was she busted? She stood frozen in fear, waiting to be pounced upon… but Chrysalis just kept walking and singing. Applejack sighed in relief, glad the changeling was so oblivious. Taking a deep breath, she resumed her stalking, her nose twitching from the virile stallion smell Twilight was exuding. It made her head spin, the inferno in her belly roaring in hunger, pushing her to follow the scent.

Too soon they arrived at the Friendship Castle, after a long trek through the woods. Chrysalis paused at the tree line, and she looked around, checking if the coast was clear. They were at the back of the castle, and there was no pony in sight. Applejack watched the changeling dash through the empty plaza, Chrysalis’ wings folded on top of Twilight to keep her safely held. Applejack approached the edge of the forest as changeling and alicorn disappeared through a backdoor, leaving her to wonder: what now?

A grumble rose from Applejack’s throat, worried about her friend. From what she had seen Chrysalis was using Twilight as nothing more than a glorified semen tap, even during her sleep. Her mind threw awful ideas at her, she imagined Twilight being chained to a wall, her cock permanently erect, ready to be milked by Chrysalis whenever she wanted, thick alicorn seed flowing freely in a constant stream of creamy goodness… With a start Applejack realized she was galloping towards the castle, her legs moving on their own.

Before she could stop herself, she was at the door, her hoof already raised to knock. Applejack held back, wondering what the hay she was even doing there. She had chores to do back at the farm —Big Mac would pick up the slack, but still— she had no valid excuse as to why she would show up at the castle, and she was leaking all over the place. She snorted, her hoof lowering, and started to turn away. She hadn’t gone far before the door unexpectedly swung open, startling her hat off.

“Hey Applejack!” Spike called, a friendly grin on his cute little snout. He blinked, his smile faltering as he saw AJ’s wide-eyed expression. “Whoops, sorry, didn’t mean to scare you.”

Applejack held a hoof against her chest, willing her heart to slow down from its gallop. “N-no, Ah’m just a might jumpy is all.” Jumpy was one way of putting it; she had almost expected Chrysalis to leap out and drag her inside like an overgrown trapdoor spider. She fished her hat off the floor, and gave the little drake a tight smile. “Morning Spike, how are ya kiddo.”

“Good!” Spike’s smile returned. “I was having a quick bite to eat, I can get you something if you want, we have lots of food!” He stepped aside. “Come on in!”

“Erm… Okay…” Applejack hesitated, her hoof hovering over the threshold. “Say, how’d ya know Ah was out here?”

“Chrysalis told me.” Spike said brightly. “She poked her head through the kitchen door, asked me to come greet you.” He waved her in, waddling towards a staircase. “Apparently she needs to talk to you.”

Applejack felt her heart jump to her throat. Chrysalis knew! Applejack wanted to take off running, but saw no way to refuse without being rude to Spike. Already the little drake was looking back at her with a quizzical expression, and she had no choice but to step inside, her ears perked in high alert. She shivered as the door closed behind her, convinced she had just willingly walked into a trap.

“You okay Applejack?” Spike called, a worried frown on his snout. “You look kinda sick. And...” He sniffed, his head tilting. “What’s that smell?”

“Ah, don’t worry ‘bout me sugarcube,” Applejack gave him an awkward grin, “just that time of the year. Ya know. Mare problems.”

Spike blinked. “What?”

Applejack facehoofed, her cheeks burning brighter. “Course Twi wouldn’t have told ya ‘bout that stuff yet.” She shook her head, grumbling about city folks and their fancy estrus potions. “Never mind hon, Ah’m fine.”

“Okay… If you say so.” Spike gave her one last worried glance, then waddled off, Applejack in tow.

Applejack trotted alongside Spike all the way up a flight of stairs, carefully looking the dragon over. He didn’t seem hurt in any way, if anything he was smiling and had a spring in his step. Strange, considering how terrified of Chrysalis the little guy had been just a few days back. It made her wonder...

“Say Spike,” she said casually, “how’s it going between ya and yer new… ah… housemate.”

“You mean Chrysalis? She’s great!” Spike gushed, a big childish grin on her snout. “I was scared at first, but she’s super nice once you get to know her!”

“Ya don’t say…”

“Yeah! We talked about stuff for like, a while! She knows a bunch of things, about history and myths and all that, and she even read me a bedtime story. It’s been a while since Twilight did that…” His smile faltered, but he was soon bouncing again. “Also she made me a bunch of dragon food, she said it would help me grow big and strong!” He flexed his arms, puffing out his chest.

Applejack chuckled, giving the dragon a sisterly pat on the head. She blinked, surprised, and petted him again. Weird, Spike’s head-frill was a lot harder than she remembered. It was now rigid, like an actual scale, rather than the soft fish-like fin she was used to. And… was he taller? Applejack wasn’t sure, it wasn’t that noticeable, but she had the impression Spike had grown just a little since she had last seen him. The more she watched him the more she felt it was only her imagination, but…

“Here we are!” Spike pushed a door open, giving Applejack a big toothy smile.

A chill ran down Applejack’s spine. Were Spike’s teeth always this sharp? “T-thanks sugarcube.” She stepped inside, keeping an eye on the dragon. There definitely was something off about Spike, something that left her on edge, just like when she heard timberwolves howling in the night. It was strange, but for the first time since meeting and getting to know the little guy, she was extremely aware that Spike was a dragon, and not a pony.

“No problem!” He gave a cute little salute. “If you need anything the kitchen is just down the hall, sorry if I can’t get you anything right now, but I have something to do first. Make yourself at home!” With that he was off in a hurried waddle, leaving Applejack with her confused thoughts.

With a furrowed brow, Applejack closed the door, and turned to examine the room. The lounge was spacious, like every other room in this ridiculously huge castle. A crystal coffee table dominated the center, surrounded by crystal chairs, cushy seats, and a large sofa. Grumbling under her breath, Applejack made her way to the sofa, before reconsidering her choice and sitting on a crystal chair. She didn’t want to leak all over Twilight’s cushions, that would just be rude.

She was wondering what the changeling wanted with her when the door shone green, and Chrysalis stepped in with a large fanged grin. Applejack frowned, her ears folding back as the changeling came over, the sloshing white goop in her swollen belly distractingly noticeable. Chrysalis saw her staring, and she tipped her a wink, chuckling when Applejack responded with a glower. The changeling made herself comfortable on the sofa, resting a hoof on her rounded stomach.

“Hello again dearie,” Chrysalis greeted with a wolfish smile, “so glad you could make it. Welcome to my hive.”

Applejack grunted noncommittally, eyeing the changeling suspiciously. “Where’s Twi?”

“Sleeping.” Chrysalis said simply. “She needed a nap after her… efforts.”

“Humph.” Applejack said nothing, waiting for the other horseshoe to drop. She and Chrysalis stared at one another for a few tense instants, before the changeling decided to start her little game.

“So, Applejack.” Chrysalis purred, eyes shining with hunger. “I trust you have enjoyed spying on our love making session?” Applejack tensed but said nothing, her cheeks burning. “Oh yes, I knew you were watching us, I could smell your appreciation for Twilight’s performance.” She pointedly gave Applejack’s hoof a glance.

Applejack’s first instinct was to deny, but she bit down on her lie. Considering Chrysalis’ abilities there was no point in playing dumb, and the changeling would try to use this against her if she wasn’t careful. Casual honesty was her best bet.

“Fine.” She huffed. “Ah watched y’all. Shouldn’t have, but Ah did.”

“You know it’s very rude to peep on others’ privacy.” Chrysalis smirked, her hoof running over her belly lovingly, almost motherly. “Not to mention illegal.”

“Y’all were trespassing on Apple Family land.” Applejack countered. “What happens on mah private property is mah business.”

Chrysalis snorted with laughter. “Really? That’s your excuse?”

“Ah’m in heat, Ah can’t do nothing against mah body’s needs.” She shot Chrysalis a cheeky smile. “Ain’t that the same line ya used with Twi tah justify ya fooling around with Rares? All that malarkey ‘bout nesting and all that?”

Chrysalis’ smile grew, her eyes twinkling. “Oooh, I really like you.”

“Well Ah don’t like you all that much.” Applejack huffed.

“Better than outright hatred.” Chrysalis purred. “You are a good pony Applejack, so proud and stubborn, you will not abandon your values for anyone or anything. I admire that. I’m sure we could be the best of friends, you and I.”

“Ya can stop with the sweet talking, Ah get enough from stallions ‘round this time of year.” Applejack smirked. “Y’all just want the same thing, and Ah ain’t giving it to ya.”

“You wound me, little apple seed.” Chrysalis put on a hurt expression, her pout comically fake. “I can assure you, I only want to get to know you better, as Twilight’s wife it is my duty to at least try to befriend her companions. Rutting you will only be a nice bonus.”

Applejack bristled. That changelling really was just shameless! “Ya won’t get me that easily. Ah’m not as vulnerable and desperate for romance as some ponies.”

“Aaah, there it is, the cerberus in the room.” Chrysalis chuckled. “A little sour about Rarity, are we?”

“Nope.” Applejack lied, her ear twitching. “Ah’m just worried she got taken advantage off.”

“Applejack, darling, you have just the worst poker face I’ve ever seen. And remember: I can taste your jealousy.” Chrysalis inhaled deeply, her eyes fluttering. “Delicious.”

“Was Twi’s jealousy as tasty as mine when she found out ‘bout you and Rares?” Applejack countered with a spark of anger. She quickly clamped down on her emotions, refusing to let the changeling get a rise out of her. She exhaled sharply, then shot Chrysalis an accusing glance. “Ah bet ya didn’t even think about Twilight’s feelings when ya went behind her back.”

For once Chrysalis didn’t reply instantly. She remained still, as if taken by surprise. The twinkling in her green eyes dimmed. Her smile wavered, then disappeared. Her voice was strangely subdued when she spoke next.

“No… I didn’t think about it.” Chrysalis frowned. “It didn’t even cross my mind at the time.”

Applejack carefully watched the changeling’s expression, gauging how genuine her reaction was. She didn’t trust the changeling, but she still wanted to understand her, at least out of respect for Twilight. Depending on how the changeling reacted to her next words, Applejack would have a better idea of her character. She leaned forward, her brow furrowed.

“Ya knew Twi was a sweet gal, ya knew she’d forgive ya. Heck, she didn’t even have the heart to tell Rares. She tries to see the best in ponies, and ya took advantage of her kindness.” She flicked her hat back, and would have spat on the ground if she wasn’t indoors. “Ah know Twi, and Ah know deep down she’s still hurting from it, even if she won’t dwell on it. Did ya plan for that at all?”

Chrysalis’ eyes flickered, as if she was resisting the urge to look away. She took the time to think about her next words, then spoke in a soft voice. “No... I did not consider Twilight’s feelings, I just saw an opportunity and took it.” She closed her eyes, taking a deep breath. “In my mind it was her fault for letting herself be fooled, she let me win, and I only went to collect my prize. I was unconcerned at that time… and in some ways… I do regret it.”

Applejack kept glaring, masking her surprise. Chrysalis’ words rung with deep honesty, the small glimmer of remorse in her eyes seemed genuine. Applejack’s instincts told her the changeling was telling the truth… no matter how hard it was to accept. Still, it wasn’t much of an excuse, feeling bad didn’t pardon a bad deed. But it was a sign Twilight’s hope for the changeling might not be as crazy as Applejack had initially thought. It wasn’t much, but it was a start.

“Yer sayin’ yer sorry, and maybe ya are.” Applejack said carefully, crossing her hooves. “But that don’t mean squat if ya do it again.” She shot Chrysalis a challenging glance, her eyebrow quirked. “So, can ya promise ya won’t do this kind of thing no more?”

“No.” Chrysalis answered with little hesitation, the corner of her lips twitching up. “I can’t promise something like that.”

“Course ya can’t.” Applejack smiled derisively. “Least yer honest about yer dishonesty.”

“I am quite open when it comes to my villainy.” Chrysalis’s smirk grew. “Have I lied even once since we’ve started this conversation?”

“Nah, and that tells me Twi’s right: ya know right from wrong, ya could be a good pony.” Applejack clicked her tongue. “Ya just choose not to.”

“Oh? And tell me, oh wise little apple famer, how would I go about becoming good?”

“Ya could start by not being such a con artist, snake in the grass, crooked, one bit swindler all the time.”

“You might as well ask me to stop being a changeling.” Chrysalis chuckled. “Would you ask a fish to stop swimming? Would you ask a pegasus to stop flying?”

“Shy seems tah manage just fine.” Applejack shrugged, somewhat amused by the back and forth.

“Fluttershy, hmmm?” Chrysalis tapped her chin, looking at the ceiling pensively. “She was such a pretty little thing, I wonder if I should…”

“Don’t ya even think about it.” Applejack warned, her smile vanishing.

“It is in my nature, I can’t not think about it.” Chrysalis fluttered her eyelashes playfully. She then shot Applejack a teasing look. “In the same way you can’t stop yourself from desiring Rarity, even now that she is taken.”

Applejack blushed deeply, but kept her composure. Chrysalis would never stop teasing her about this if she let it get to her, so she decided to act nonchalant again. “Yeah, Ah fancy her. What of it.”

“You should tell her.” Chrysalis leaned forward, her eyes full of mischief.

“She’s in a herd, ain’t no point now.” Applejack huffed.

“And? Just join our herd, and you’ll have her at your disposal.”

Applejack almost laughed out loud. She had seen this coming from a mile away. Chrysalis’ ploy was so transparent it reminded Applejack of the trick she used to catch Pinkie Pie when the pink party pony went crazy: a cardboard box, a stick on a string, and a cupcake. A trap so obvious only dumb critters and sugar-crazed mares would fall for it. That was the type of trap Chrysalis had just sprung out for Applejack, with a sexy unicorn instead of a cupcake. The whole thing was almost insultingly blatant.

So why was Applejack tempted to take the bait anyway?

Applejack hesitated, and the fact that she didn’t outright refuse sent a chill down her spine. Somehow, like a skilled snake-oil merchant, Chrysalis had managed to get her interest even if Applejack knew what she was selling was poison. And now, like all professional swindlers, Chrysalis was giving her an offer she could not refuse… at least not easily.

“Ah knew Ah shouldn’t have come here.” Applejack grumbled, angry at herself more than anything.

“But you did.” Chrysalis smiled smugly. “Because you know you want it. You came because you wanted to be convinced.”

“Horse apples.”

“Come now, you know I can feel your emotions, don’t you?”

“And ya know Ah can feel when somepony’s lying, don’t ya?” Applejack narrowed her eyes. “Do ya really want a mare like me around?”

“Why yes, it will be a fun challenge!” Chrysalis clapped her hooves cheerfully.

“... Yer crazy.”

“Possibly.” Chrysalis shrugged uncaringly. “But let me tell you a little secret.” She leaned forward, whispering conspiratorially. “The best lies are made of truths.”

Applejack scoffed, her ears folding to avoid listening to this heresy. “That don’t make a lick of sense.”

“Join us, and I will teach you.” Chrysalis hissed softly. “Think about it. The castle isn’t too far from your farm, you will have access to Twilight’s royal treasury, you will have access to my knowledge, my expertise. And most importantly…” Chrysalis’ horn flashed green, forcing Applejack to cover her eyes. When she looked back, her heart skipped a beat, her eyes wide as saucers. “You will have access to me.” Rarity purred, the unicorn striking a seductive pose on the sofa.

“Don’t.” Applejack growled, averting her eyes before she could ogle her friend’s lewdly displayed body. “Ya don’t deserve tah look like her.”

“My my, you have it bad, don’t you.” Rarity cooed, her melodious voice sending tingles into Applejack’s lower belly. “Since when have you felt this way?”

“… a while.” Applejack just couldn’t bring herself to look at Rarity while she said this, even if she knew it wasn’t really her. “Stupid foalhood crush that never went away.”

“Aaah, that explains the powerful taste.” Rarity inhaled deeply, making Applejack blush even harder. “Your love is like a fine wine, made from sweet childish infatuation, matured into a vintage that could last for a lifetime. It’s… beautiful.”

“Stop makin’ fun of me.” Applejack grumbled, still looking away.

“I am in no way mocking your feelings, on the contrary.” Rarity jumped from the sofa, and Applejack closed her eyes tightly as the unicorn sauntered closer. “It is not often one finds love so pure, so… delicious.” Applejack could feel the unicorn’s breath on her cheek, her fur seemingly catching fire wherever the soft unicorn-scented breeze brushed against her coat. “Shame, it is not quite as tasty as Shining and Cadance’s, it still needs a catalyst.”

“W-what…” Applejack dared to take a little peek, and her breath caught in her throat when she found Rarity’s full, glossy lips just next to hers, her blue eyes lidded and teasing.

“Darling, you need to confess your feelings.”

Applejack quickly closed her eyes again, and even covered her ears with her hooves. “Ain’t no way that’s happenin’.” She said stubbornly. “Ah ain’t fallin’ for yer tricks.”

“Don’t you wish to at least try?” Rarity’s insidious words snaked their way past Applejack’s hooves, burrowing into her mind. “Having a changeling friend has its upsides, why not take advantage? I could give you a chance to say what’s on your heart to the pony you love, right here, right now. I assure you it will be liberating, let me help you, let me show you I can be useful, despite our differences. Just one chance, that is all I ask. Isn’t that what Twilight asked of you all? To give me one chance?”

Applejack felt her will breaking. She could actually feel Chrysalis’ barbed words hooking into her heart, tearing it apart. The promise of finally confessing to Rarity, even a fake one, was prying her steel resolve wide open, letting Chrysalis’ poisonous words seep into her mind. Without the simmering heat in her lower belly she might have resisted the temptation, but at this point she was fighting a lost battle. She knew she would say yes, and Chrysalis knew it too.

“Come on…” Rarity purred into her ear. The fake unicorn blew into her sensitive ears. “This cannot hurt you in any way, and I promise I won’t ask for anything in return. Just consider it a rehearsal, a way for you to know if this is what you truly want.”

“Ah should buck you straight in the nose.” Applejack said in a trembling voice.

“Such a shame you can’t do it, not when I’m wearing this face.” Rarity breathed. “Though, knowing Rarity, she wouldn’t say no to a strong spanking…” Applejack felt her hoof being pulled towards Rarity’s flanks. Her gorgeous, plump, shapely flanks. “If that’s what you prefer...”

“Alright alright!” Applejack jumped off her chair, turning away from the vile changeling temptress. “If Ah do it, will ya just leave me alone?”

“Yes. You have my word. If you confess, and you still refuse my offer to join my hive, Twilight’s herd, I will not pursue you anymore. I will strive to be your friend, and nothing more.”

Applejack took in Chrysalis’ promise, weighting around the truth it contained. She clearly felt a twinge of falsehood in the end of the changeling’s statement, but at least the most important part was solid. Just a few words, and she would be free of Chrysalis’ teasing. She took a deep breath, still refusing to look at the changeling. No matter how much she looked like Rarity, she still felt off. But… it will have to do.

“Just… gimme a sec… tah prepare…”

“Oh, of course!” Rarity said happily. She trotted away, her dainty hoofsteps making Applejack’s heart race. “I will give you five minutes to gather yourself, while I get into character. Remember to act natural, and above all… be honest.”

“Fine.”

The door opened and closed, and Applejack finally allowed herself to exhale, her head sagging, all tension leaving her body. She knew it. She knew it was a bad idea to come here, so why had she allowed herself to be trapped in this way? She winced, the fire in her belly flaring up, and she had her answer. This heat had just left her completely out of sorts, her hidden feelings surging to the surface.

Heck, judging by Twilight’s expression earlier, it was clear even the usually clueless alicorn had realized she was sweet on Rarity. All these years of stifling her emotions, after all the times she had hugged Rarity just a tad too tight, or looked at her just a little too long, all the near misses she had managed to explain away… Her secret was out. Maybe she ought to just run for it? Yes, she could still leave. Sneak out through another door. Hide under the sofa. Even jumping through the window sounded pretty good right about now…

The doorknob rattled, startling Applejack out of her thoughts. So soon? Had it been five minutes already? No matter how hard she told herself to just leg it, Applejack was rooted in place. Her eyes were riveted to the door as it opened, like a deer in the headlights. No matter, she would just tell the changeling she had reconsidered. She didn’t want to do this. It was too embarrassing. Chrysalis could just go to Tartarus with her idea, there was no way…

Rarity stepped into the room, and the world seemed to come to a standstill. This time Applejack didn’t look away in time, and she was taken in, all her attention focused on her secret crush. Gosh she was beautiful, her bouncy mane so perfectly curled, her long eyelashes seeming to wave Applejack closer whenever she blinked, her gorgeous eyes locking with the farmer’s…

Rarity’s mouth opened in a little “o” of surprise, her lips so perfectly full and soft. She trotted inside, the door magically closing behind her. She pranced her way towards her frozen friend, a friendly smile on her lips. Those exquisite, attractive, stunningly kissable lips… Applejack shook her head, but her mind was still full of Rarity. She took a faltering step back, shot the window a quick look, and gulped. It was too late now, Rarity had reached her.

“Applejack, darling, how are you!” Rarity said radiantly, throwing one hoof around Applejack’s neck.

The farmer tensed under the friendly embrace, her heart beating so hard she was surprised Rarity couldn’t feel it hammering against her chest. “Ah’m… Ah’m good.” She wanted to say more, but couldn’t. The unicorn had stolen her breath away.

Rarity leaned back, her muzzle scrunching, and she took a few hurried steps away. Even when she looked disgusted she was still so pretty. “Are… Are you in…” She coughed, but politely resisted the urge to pinch her nose. “Oh my… Applejack, you really shouldn’t go outside without taking heat medicine, or at least without giving yourself some relief!”

Applejack mumbled an apology, her face beet red. “Ah kinda left home in a hurry… didn’t think about it.”

“Well we simply must get you a potion before you leave. I know you dislike them, but in your state you’ll make every stallion in Ponyville drop out of their sheaths… well maybe it’s not such a bad idea.” Rarity’s ringing giggle made Applejack’s heart throb painfully. It wasn’t fair, she even laughed exactly like the real one. “Now, Spike tells me you and Chrysalis were having a nice chat, and that you needed to talk to me?”

“Just, ya know… wanted to come by say hi.” She said lamely. No matter how good the disguise, she still knew this wasn’t the real Rarity, and having to pretend otherwise was hard on her. She was an awful actor at the best of times, so this was just excruciating. Though… it meant she could do things she wouldn’t usually do. She hesitated, then decided to just go with the flow. She smiled, and tipped her hat at her fake friend, just to see what happened. “Yer looking mighty fine today.”

Rarity blinked, visibly surprised by the compliment. “Ah… T-thank you? How… unlike you…” Her brow slowly furrowed, her eyes darting all over Applejack’s face. “… Chrysalis, is that you?”

“Nope.” Applejack smiled thinly. “It’s really me.”

“Hmm…” Rarity stared at her friend for a few more seconds, then she brightened, leaning back with a smile. “Yes, she wouldn’t tell an outright lie like this. She’s strange like that.”

“That she is.” Applejack nodded. Her smile widened as she looked past the disguise, and locked eyes with the changeling underneath. “And a right proper good fer nothing varmint, like a tick that won’t let go. No wonder she looks like an overgrown cockroach, right Rares?”

“Ah… I suppose.” Rarity’s grinned falsely. Her teeth were gritted, her brow furrowing for a split second, the minor slip up betraying the changeling’s irritation. Good, Applejack hoped Chrysalis was boiling in anger under her disguise. That would teach the changeling to play with her heart. Rarity cleared her throat, and gestured to the seats behind them. “Shall we?”

Applejack nodded, and slowly followed Rarity to the coffee table. The unicorn jumped on the sofa, making herself comfortable… and Applejack scooted right next to her. The sofa was just big enough for two ponies to rest comfortably side by side, if you didn’t mind the occasional brush of the tail, or flank bumping. Rarity quirked an eyebrow, eyeing all the other empty chairs, but she didn’t comment. She shuffled to give Applejack some more room, her tail draping itself on top of her white flanks.

After a few minutes of nervous fidgeting, Rarity coughed, breaking the awkward silence. “Ahem, would you like some tea?” She asked politely, a cautious smile on her lips. “I think Spike is rummaging around in the kitchen, I’m sure he would be happy to—”

“Rares, is it true ya slept with Chrysalis?” The question was blunt, crude, one Applejack would never ask of her true friend. But it was a question she needed to ask, a question she wanted to hear Rarity answer.

Rarity sputtered in surprise, her cheeks coloring furiously. “Applejack! How could you ask me such a—”

“Did ya?” Applejack interrupted, her expression studiously neutral. She hoped some of the deep embarrassment on Rarity’s face was genuine, making Chrysalis squirm was a small revenge after all she’d done.

Rarity sat stiffly on the sofa, pulling herself away from her friend. “Why I never… how rude…” She seemed to be choking on her indignation, her cheeks sporting a rosy shine. “I do not see how this is any of your business… but yes, I have.” She sniffed, raising her nose in the air. “I spent the night with her and Twilight, if you must know.”

A half-truth, but Applejack chose not to press the issue. She didn’t want a detailed description of how Chrysalis had stolen her crush away. “So… yer part of their herd?”

“Yes, of course!” Rarity turned sharply, shooting Applejack a shocked look. “I only accepted Chrysalis’ advances when I knew Twilight was looking to start a herd, she was thrilled about it! Do you take me for a floozy?”

Even knowing she was a fake, Applejack still winced from the obvious hurt in Rarity’s voice. The unicorn looked genuinely upset. “Sorry…”

The apology escaped Applejack, and she didn’t try to take it back. She looked down at the crystal floor, ashamed of her actions. Disguised Chrysalis or not, being this rude just wasn’t in Applejack’s nature.

A tense silence stretched between them. It was like a giant chasm had opened in the minuscule space separating them, and they were slowly drifting apart. Applejack made the pledge to never let anything like this happen between her and the real Rarity, it was just an awful feeling.

“Ah’m sorry Rares…” She repeated, thinking of the real unicorn.

Rarity glared at her friend for a few more moments, then she sighed, the anger vanishing from her muzzle. “Applejack, this isn’t like you.” She gently placed her hoof on Applejack’s shoulder, frowning worriedly when the earth pony seemed to jump under her touch. “Is… Is it your heat? Is it that bad?”

“… Maybe.” Applejack evaded, rubbing her leg with her hoof. “It’s a lil’ strong...” When Rarity gave her another eyebrow quirk, Applejack caved. “Okay, it’s real bad.”

“Yes, I can tell.” Rarity said fanning her nose with her hoof.

Applejack’s lips twisted into a shy smile. “Hey, yer the one that’s always tellin’ me to wear perfume.”

“Yes, well I meant a nice designer brand perfume.” Rarity huffed, crossing her forehooves. “I know you are very attached to the old ways Applejack, but rolling around in your own musk might be taking rustic charm just a little too far.”

“Ya mean like the time ya went and dived into mah pigsty just tah woo that fashion stallion?”

“Please, mud is very good for one’s coat.”

“Rares, that wasn’t no mud, and ya know it.”

They looked at one another for a few tense heartbeats, Rarity glaring and Applejack smirking… and they exploded into a fit of giggles, all tension disappearing from the room instantly. It felt good to laugh, to feel the awkwardness dissipate, the rift between them closing up. In a small way Applejack realized Chrysalis was right: saying what was on her heart felt good, even if it hurt. Now… there was one other thing she still had to say. Yes. She simply needed to say it. It was easy. Just tell Rarity she loved her, no biggie.

The window was looking very tempting again.

“Oh bother...” Rarity chuckled, carefully fishing tears out of the corner of her eyes to avoid ruining her mascara. “I will never live that down, will I?”

“Eenope, Ah’ll always be there to remind ya.” Applejack said with a loving smile.

Rarity looked back, seeming taken aback by the farmer’s earnest tone. “… Always?”

Applejack’s expression turned neutral, but inside she was screaming. Had she said too much too fast? This was a trial run, a rehearsal, but still, she wanted to do it right. “Ah meant we’ll always be friends, ya know.”

“Ah, yes.” Rarity smiled, seeming relieved. “Of course we will.”

“So,” Applejack coughed, trying to sound nonchalant, “how are things?” She could kick herself for that vapid question, but at least she hadn’t commented on the weather.

“Oh, it’s marvelous, I have already moved most of my personal affairs here, I have my own room just next to Twilight’s!” Rarity cheered, leaning closer to Applejack; the farmer almost fell from the sofa trying to scoot back. “I was thinking about announcing the good news to you all over dinner, but it seems word has already spread, hmm?”

“Just a tad.” Applejack mumbled. Rarity was always a little touchy when she was excited, she didn’t have much respect for personal space in those moments: right now the unicorn was leaning over her recoiled body, a manic grin on her muzzle. “I take yer happy to be in Twi’s herd?”

“Why yes! I just knew I would be wed to royalty one day, but I never thought Twilight would be the one!” Rarity’s eyes sparkled with joy. “She is such a darling, I often wondered if things could progress beyond friendship between us… and now I know! Ooooh, just imagine, the beautiful fashionista who rescues a reclusive princess from her library, saving her from the clutches of a monstrous puppet master… they could write novels about us!”

“Ye’ve read too many of them frou-frou romance books.” Applejack grumbled.

“Oh pish posh.” Rarity waved Applejack’s negativity away. “You know you love them too, even if you hide it.”

Applejack chuckled good-naturedly. “Ah read one just to be polite Rares, ain’t my thing.” She then became more serious, her voice softening. “Do ya think ya could love her?”

“Twilight?” Rarity hummed, becoming pensive. “Well, I already do love her, but I know what you mean.” She put her elbows on Applejack’s hip, using her like a table. She ignored her friend’s hey! of protest and rested her head on her folded white hooves. “I love many things about Twilight: her little quirks, her voice, her innocent looks… so yes, I can easily see myself falling in love with her.” She put on a fanciful smile, her gaze far away. “These things take time to grow, but they are a joy to nurture.”

“And Chrysalis?” Applejack asked carefully.

Rarity didn’t react as Applejack thought. She had expected a scoff, maybe a scrunching of her muzzle… but no. Rarity sighed dreamily, her lips quirking at the corners. Applejack saw a flash of wickedness in the unicorn’s eyes, something she had never seen in those gorgeous blue orbs. Was Chrysalis having so much fun she had let her disguise flicker for an instant? The changeling quickly schooled her expression, then responded with a soft purr.

“This will sound strange coming from me, but I have to say: I never expected to have so many common interests with that mare. She is quite unrepentant, and I know I will often butt heads with her, but I think Twilight is right: she can be redeemed, and I am sure she will emerge as a gorgeous creature when she goes through her metamorphosis. Not that her current form hasn’t its own charms.”

Rarity sighed softly, her whimsical smile growing. Applejack held her tongue. Chrysalis was obviously having fun at her expense, trying to make her jealous, but the earth pony kept cool. She still had one question to ask, she didn’t want to break the charade just yet. Rarity shivered, as if lost in a particularly pleasurable memory, then she spoke with good humor.

“Plus, sharing a life with Chrysalis will at least be interesting.” Rarity tittered, her curls bouncing prettily. “And perhaps, in time, when she realizes the errors of her ways we could—”

“What ‘bout me. Think ya could fall for me?”

Rarity’s romantic speech screeched to a halt, her mouth frozen mid-word. Her eyes slowly widened, her pupils shrinking. Applejack held her breath as Rarity seemed to come to grips with her question. She had to repeat to herself that this wasn’t real, this was just a rehearsal, she didn’t need to jump out the window to escape Rarity’s unavoidably negative answer.

After a long, heavy silence, Rarity finally moved, if only to wet her lips. Her mouth slowly closed, and an audible gulp went down her throat. The unicorn carefully, calmly, with the grace of a ballet dancer, removed herself from atop her friend. Rarity leaned back, as far away as the sofa permitted, her gaze finally meeting Applejack’s terrified eyes. Rarity barely breathed, as if afraid to even make a noise. Her lips parted, her stammering voice full of wonder.

“A-Applejack?”

This was it. Applejack could pass her comment as a joke, she could laugh and rib on Rarity for her reaction, just like every other time she had come too close to revealing her feelings. Or she could blame it on her heat making her mind so darn fuzzy, which wouldn’t be a lie. It would be so easy to deny it… but for once she didn’t need to. This was Chrysalis, she reminded herself, the changeling could see through her, she could taste her feelings. So, there was no reason to hide, no reason to resist, and the phrase she had been holding back all those years flew from her lips.

“Ah love ya Rares.”

The simple whispered statement was like an explosion in Applejack’s ears, her own voice seeming to deafen her with the enormity of her admission. She felt like she was falling, even as she sat ramrod straight on the sofa, staring at her wide-eyed crush. Rarity’s hoof rose to land on her white chest, as if protecting her heart, her eyes wide an shocked. Applejack’s ears were full of white noise, and it took her a few instants to realize she was still talking.

“Ah know Ah’m not a sophisticated mare like ya, Ah know Ah’m only a farmer, and Ah know Ah don’t have nothin’ to offer you but apples.”

Now that she had opened the floodgates, the words seemed to rush from her heart. She couldn’t stop them even if she wanted to.

“Ah know that if we were special someponies ya would be stuck at the farm with me, and Ah know Ah can’t ask that of ya. Ah know ya want to travel all ‘round Equestria, openin’ boutiques left and right, and Ah know Ah can’t follow ya.”

She began to gesticulate, becoming more and more frantic as all the reasons she had found for this relationship to never be possible poured out, each one sounding like the death sentence for any hope she could have ever had. She felt like she was in free fall, just tumbling down the unknown.

“Ah know we’re not alike, Ah value everything ya hate: hard physical labor, fertile soil, the sweat off my brow, and Ah could never ask ya tah leave yer world tah come be miserable in mine. And Ah don’t understand fashion, Ah don’t understand all them social gathering hooeys in Canterlot, so Ah’d be miserable in yers too.”

She grabbed Rarity’s hoof, the unicorn squeaking from the sudden contact.

“Ah know all that, but Ah also know Ah don’t care about none of that stuff Ah just said. Ah’ll still love ya no matter what, always have, always will”

Rarity’s face exploded into a terminal blush, her cheeks going so red Applejack worried she was about to faint, or possibly burst into flame. A sensation of peace fell on Applejack’s mind, as if a crushing burden had been lifted, as if for the first time in years she could raise her head without being weighed down. The noise in her head cleared, her heart slowed from its wild gallop, and she sighed in deep contentment. Chrysalis had been right. She had needed this. More than she could have ever known.

“Ah don’t care ‘bout all that… Ah don’t.” She repeated, a sense of clarity overtaking her, like a ray of sunshine piercing through a dark, stormy sky. She felt like she was flying, her heart soaring, free of the chains of doubt. “Ah don’t care if it can’t work, Ah don’t care if it’s crazy, Ah still wanna try tah be with ya. Cause gosh darnit Rares Ah love ya, and that’s that.”

She snorted stubbornly. All the issues that had held her back, all the obstacles she had put in her own path, they all seemed so silly now that her mind was clear. Her heart was shouting at her to just swoop in and kiss Rarity like the world was about to end, but the rational part of her mind reminded her this wasn’t her true crush. No, she still had to find the courage to say these wonderful things to the real Rarity, but at least now she knew she truly wanted to do it. She opened her mouth, ready to give Chrysalis a reluctant ‘thank you’ for her help…

“Ahem…”

Applejack froze, all her happy thoughts suddenly combusting into nothingness, her mind going blank. No, she refused to acknowledge the voice coming from the door. The voice that sounded an awful lot like Chrysalis’ voice. Because Chrysalis was right in front of her, not at the door, obviously. If Chrysalis was at the door, it would mean Chrysalis wasn’t on the sofa beside her. And if Chrysalis wasn’t on the sofa with her, it meant that… it meant that…

“Oh… my…” Rarity gasped out, her breath short, her cheeks still red as could be, a timid smile blossoming on her lips. “A-Applejack, I… I never knew…”

Slowly, her face blank, Applejack turned away from the smitten unicorn in her hooves, her head turning robotically to the door. There, watching from the open doorway, stood Queen Chrysalis, undisguised, her expression unreadable. Applejack distinctly heard something snapping in her mind, like an old tree collapsing before the hurricane ravaging her mind. She couldn’t even look back at the trembling unicorn next to her. She was simply stunned.

Chrysalis coughed, grabbing her attention. The changeling was wearing a neutral mask, but her eyes were shining with burning intensity. Chrysalis opened her mouth, her horn glowing green, and Applejack braced herself for the inevitable onslaught of mocking jeers the changeling was going to throw at her…

“Don’t mind me.” Chrysalis said tonelessly, her magic closing the door as she backed out of the lounge. “It seems you have much to discuss.”

Without another word, Chrysalis shut the door, leaving them alone. Applejack was shocked the changeling hadn’t taken the occasion to tease her relentlessly: between her and Rarity they could have reduced Applejack into a pile of flustered mush in just a few seconds. Worse, Chrysalis could have proposed her to join their herd again, and Applejack would have had no choice but to agree, considering what she had just said. And the look on Chrysalis face…

Applejack jumped as an incredibly soft hoof landed on her cheek, forcing her to look away from the door… and back towards the mare she loved.

Rarity was blushing so hard Applejack could feel the heat coming from her face, her excited smile stretching from ear to ear. The farmer swore she could see little stars and hearts sparkling in Rarity’s eyes, like fireworks in the evening sky. With a shudder Applejack realized she recognized that look. It was the look Rarity gave her when she was gushing about a particularly romantic passage in one of her novels.

Only this time, the romantic moment had happened to Rarity in real life, and the unicorn was apparently about to explode.

“Uhm…” Applejack grinned awkwardly. “So… Ah guess ya won’t believe me if Ah said Ah was jokin’, right?”

*******************

Twilight groaned, slowly coming to. She stretched her legs, gasping softly as her tired muscles protested, and she gave a little high-pitched squeak when she tried to roll on her belly; her hips felt like they were on fire. She got her hooves under her… and she gave a strangled yelp when she inadvertently squished a very sensitive part of her anatomy, one she wasn’t used to waking up with. She rolled on the bed, holding her poor balls in her hooves, suddenly wide awake.

“Ouch ouch ouch ouch…” She groaned, eyes watering from the unfamiliar pain. “Oh Celestia why… Chrysalis… help me…”

She blinked blearily, her hoof searching the bed for her wife. She was surprised to find that not only was she alone, but she wasn’t in her bed. Actually, she wasn’t in a bed at all. Her eyes slowly focused, and she realized with a start she was surrounded by changeling resin. A panicked memory of waking up in a changeling cocoon made her heart race, but she quickly realized she wasn’t prisoner. Her horn glowed pink, revealing her surroundings.

She was in a deep, soft walled alcove, the green changeling resin surprisingly comfortable. One end ended in a solid wall of green, the other opened into darkness. The nook was large enough for her to turn on herself, but barely high enough for her to crouch. Confused, she crawled to the mouth of the compartment, her pink magic chasing away the shadows, and her breath hitched in wonder.

The room was large, with a wide depression in the middle, like the basin for a shallow pool. The walls were peppered with alcoves similar to the one Twilight had woken up in, like cells in a beehive, all the way up to the ceiling. Everything was made out of changeling resin, the myriad of shades of green shining beautifully under her pink magic. There was little doubt in her mind, she was in one of the hive chambers Chrysalis had made in her castle, the room completely unrecognizable.

“Wow…”

As soon as she spoke, green pods hanging from the ceiling began to glow, and she turned off her horn. The pods illuminated the room with a ghostly green hue, the gentle light letting Twilight have a better look at the chamber’s main feature. The basin in the middle was oozing with dark green goo, the surface rippling like water in slow motion. The sight was mesmerizing, as was everything else in the room. She was surprised to find she wasn’t disgusted by the squishy changeling resin all around. In fact the room was pleasantly warm, the soft walls wonderfully comfortable, and the chamber in general made her feel… safe.

A portion of bare wall shifted, and a circular hole opened, quickly expanding into doorway. Twilight watched silently as Chrysalis walked in, head lowered. She looked almost… worried? The changeling seemed lost in thought as she slowly made her way to Twilight’s alcove, only looking up when she was just a few paces away. Her eyes widened as she found Twilight looking back, and she schooled her expression, a smile replacing her troubled frown.

“Ah, my stud is finally awake.” Chrysalis purred, her hips swinging as she came over, her belly sloshing audibly. “Pity, I wanted to wake you with a kiss.”

Twilight’s cheeks pinkened, a smile fighting its way onto her lips. She could see her seed rolling inside her lover’s rounded stomach, the green chitin noticeably fuller than when she had passed out. The sight was incredibly lewd, and very embarrassing, but at the moment she mostly felt proud of her accomplishment. Her stallionhood gave a twitch in its sheath, reminding her she had yet to dispel it. Her horn flared to life, preparing the counter spell… but Chrysalis rushed to flick her hoof against the point before she could cast it.

“Hey!” Twilight pouted, rubbing her horn. “What gives?

“If you think I will let you remove that wonderful piece of stallion meat, you are sorely mistaken.” Chrysalis scoffed “I want everyone to know this seed came from you. Do not force me to put the ring back on.” She opened her mouth, and Twilight saw a glint of silver in the back of Chrysalis’ throat, held in her tongue. The tentacle chucked the ring back down her gullet before Twilight could try to fish it with her magic.

“Do you have any idea how much those are worth?” Twilight grumbled, her ears lowering as Chrysalis swallowed.

“No, but you should probably think about reimbursing Rarity for it, and for the leather outfit you liberated from her store.” Chrysalis chuckled. To Twilight’s surprise the changeling began to crawl into the alcove beside her, grunting as she squished her belly inside.

Twilight moved aside to give her lover some space, but Chrysalis latched on to her and brought her close, forcefully spooning her. Twilight gave a half-hearted grumble, and she melted into her wife’s embrace, lulled into a sense of deep satisfaction by the room’s ambient warmth. They settled comfortably together, just enjoying each other’s presence. Twilight could feel her lover’s rounded belly on the small of her back, making her feel giddy when she thought about what it meant… and her eyes widened in realization.

“Chrysalis…” She looked over the room, noting the alcoves and the green pool. “Is this the nursery you were talking about?”

“Part of it.” Chrysalis said against Twilight’s nape, the changeling busy placing loving kisses on her lover’s fur. “We are in the spawning pool chamber, the hatchery is over there,” She pointed towards a patch of bare wall, “and the grubling nest over there.” Another bare wall, but Twilight guessed they could open like the door Chrysalis had used.

“So, is this where… you know…” She gulped, her eyes darting to her own stomach.

“This is the room pony broodmares are taken when it is time for them to deliver, yes.” Chrysalis’ hoof ran over Twilight’s belly, making the alicorn shiver. “The spawning process is painless, I can assure you. The pool takes care of everything.”

As she spoke the dark green goo in the center of the room seemed to react, slime tentacles rising in the air from the shallow depths. They grasped blindly, as if seeking for something, or somepony, to grab. When they found nothing the slime tentacles slowly retreated, becoming liquid again. The pool’s surface soon returned to its gentle bubbling, leaving Twilight to marvel at the changeling structure.

“And… the other rooms?”

“One is for my egg laying and incubation, while the other is where all the grublings will finish their growth into full-fledged changelings.” She snuggled against Twilight, purring loudly. “I’m sorry to say I had to take down a few crystal walls for that last chamber, I really needed the room.”

“Humph.” Twilight eyed the hundreds of pony sized alcoves around the room, grumbling under her breath. “A little presumptuous, aren’t you?”

“You can never be too prepared.” Chrysalis breathed, rubbing her cheek against Twilight’s.

“You’re being awfully clingy. What happened to you?” Twilight joked, scooting back against her wife. She waited for a snarky response, but none came. Twilight carefully turned on her side, looking at her lover in the eyes. “Chrysalis?”

The changeling avoided her gaze, her hooves clinging all the tighter to Twilight’s body. “Twilight, do you think that you and me, one day… we could be... like them?”

Twilight waited for her wife to clarify her question, but Chrysalis only sighed, and seemed to abandon her query. The changeling buried her muzzle under Twilight’s mane, hiding her face like a cat seeking a blanket’s warmth. Puzzled by Chrysalis’ strange attitude, Twilight made a mental note about pregnant changeling queens maybe having mood swings, but otherwise only snuggled closer to her lover.

After a long stretch of comfortable silence, Chrysalis spoke again, almost too low to be heard. “No… impossible.” She whispered against Twilight’s neck. “I am a fool for thinking it could happen, and an even bigger fool for merely wishing for such a thing.”

“What?” Twilight asked, still confused by her wife’s mumblings.

“Nothing my sweet.” Chrysalis said, emerging from her hiding place with her usual smile. “Just the musings of a foolish old changeling queen.”

“Well, I can’t blame you.” Twilight said, snuggling against Chrysalis’ neck, her head finding a comfortable spot on the crook of her jaw. “Old mares are known for rambling a lot.”

“Might I remind you who is married to this old mare?”

“A very silly pony?”

“Hmm, yes.” Chrysalis held her lover close, curling herself around Twilight. “A smart, gorgeous, perfect silly pony.”

“Are you talking about me or Rarity.” Twilight grumbled with a fake pout.

“Either or.” Chrysalis said casually. She then paused, and added in a casual tone. “And it will probably apply to Applejack soon.”

“Uh?”

“Of course it depends on you, but… well, let’s just say things might have gone a little farther than I anticipated.”

“Chrysalis…”

“I assure you I haven’t slept with her yet, if that is what you are thinking.”

“Chrysalis I swear to Celestia…

“I know you won’t believe me, but I didn’t exactly plan for this. The pieces just fell into place before my eyes, I am but a slave to providence.” Chrysalis gave Twilight a strange frantic look. “I merely put those two in a collision course when I saw the opportunity. A small push in the right direction, it was all it took. I couldn’t help myself, I don’t think, I just do things!”

“Okay,” Twilight sighed, rubbing her temples, “you are going to tell me what you’ve done, in details, and maybe I won’t throw you into the spawning pool when you are done.”

“I would drag you in with me.”

“It would be worth it.”

“Oooh yes it would,” Chrysalis waggled her eyebrows suggestively, “more than you’d think.”

“… Okay, spawning pool experiments later, explanation now.”

Twilight and Chrysalis settled in their alcove, nestled against one another, the murmurs of their conversation mixing with the soft bubbling of the changeling birthing pool. The dark green goo rose in tandem with Twilight’s voice, tendrils grasping at the empty air as the alicorn started to vehemently lecture her wife, Chrysalis’ buzzing grumbles being shushed repeatedly.

After a while the pool returned to its gentle simmering as the conversation settled in a more pleasant whisper, stretching into long minutes. Then an hour. Then several. Pony and changeling lost themselves in idle talking, forgetting for one beautiful instant about their deep differences, and the trials ahead of them.

Chapter 12: Family Love

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Of all the rulers in Equestria, the Princess of Love was perhaps the most beloved, simply because she seemed so approachable compared to the rest of the almighty alicorns; wielders of the sun, moon and magic itself. In comparison Cadance was known for her patience, her kindness, and above all for her all-consuming love towards the stallion who had stolen her heart.

All of these wonderful qualities were being severely tested at the moment.

“I have a bad feeling about this.”

Cadance resisted the urge to sigh, but it was a close thing. It felt like the hundredth time she had heard the same phrase today, repeated over and over again by her dear husband; it was a good thing she loved the stallion so very, very much, or she might have snapped at him to be quiet. Instead she reached out and squeezed Shining Armor’s hoof in a sign of silent support. She gave him a tired smile, making sure he knew she was there for him, then went back to staring out the train window.

The view outside was a pleasant distraction at least. Frozen tundra had long-since given way to rolling fields of green, the Crystal Express leaving her northern Empire far behind. Canterlot Mountain was growing taller and taller on the horizon, the castle gleaning in the midday sun like a beacon of hope. Cadance gazed at her old childhood home with a pang of nostalgia, yearning for the feathery embrace of the alicorn who had adopted her so long ago... but the crystal train wasn’t headed for the safety of Celestia’s castle. No, they were headed towards a far more dangerous, far less comforting seat of power.

The Friendship Castle, Queen Chrysalis’ castle.

No, not hers. It’s still Twilight’s castle. Cadance thought somberly.

It irked her to no end that she now had to associate the changeling with the Friendship Castle. She used to love the place, she was so proud of her little Twilight for earning such a reward —yet another thing Chrysalis had managed to corrupt in her mind. She dearly hoped the changeling hadn’t destroyed the castle completely, but she had no illusions about the state she would find the place in: it was most likely covered in green slime by this point, the elegant crystal towers turned into hive clusters, the splendid crystal walls marred with changeling muck.

After all, it had been a month since the wedding, ample time for Chrysalis to do permanent damage to the castle… and its inhabitants.

“Twilight, I really hope you’re ok…” She whispered, her heart throbbing painfully.

She heard somepony shuffling next to Shining, and another hoof landed on hers. “She’s fine dear.” Twilight Velvet’s voice was steady and strong, her words carrying the unyielding confidence of a proud mother. “She wouldn’t have invited us if it weren’t safe to go. And you read her letters, Twilight sounded happy.”

“I don’t know about that.” Shining grunted. “She says everything’s fine, but she refuses to go into specifics. Luna hasn’t given us any information about her surveillance either. That’s not like them.”

“I don’t think it’s that surprising.” Night Light offered from Velvet’s other side. His tone was light and casual, the older stallion’s usual optimism in stark contrast with Shining’s doom and gloom. “Twilight is probably too bashful to go into details about her honeymoon, and Luna is just trying to preserve their intimacy.” He leaned forward to give Cadance a playful wink, then turned to his son. “You know how newlyweds can be...”

“Please don’t talk about Twilight being with that… monster.” Shining shivered, a look of disgust on his muzzle. He tugged his hoof free and hopped off the cushioned bench, pacing along the cabin length. “I should have gone to check on her a long time ago.”

“We had to respect their honeymoon.” Night Light said patiently. It was far from the first time they’d had this discussion, it was a heated topic ever since the Sparkle parents had stayed in the Crystal Empire, just after the disastrous wedding. “Having Luna trail them was already a risk. If her family showed up uninvited, if we broke tradition, Chrysalis could accuse us of disrespecting the treaty.”

“I know, I know.” Shining exhaled. He pressed his brow to the window, leaning on it with a defeated expression. “It’s just... I should have been there for her.”

Silence descended upon the cabin, the only sounds coming from the crib attached to the opposing bench. Flurry made the most adorable little noises while she slept, her childish snores sounding like a mix between a bird chirping and a kitten mewling. Cadance watched over her foal, her worry growing tenfold. Leaving her filly behind in these uncertain times was out of the question, but the closer they got to Ponyville the more she questioned her decision to bring her along.

Still, she trusted Twilight, and she trusted Luna. Her step-sister and her aunt had said it was safe, and Cadance knew she could count on her family. The lack of concrete information was worrying, but she pushed her doubts aside. She needed to be strong, for Twilight, for her husband, and for her extended family.

Cadance reached out to hug Shining around the shoulders, humming soothingly as he leaned into her embrace. Her eyes turned to the window, and an involuntary shudder ran through her spine; she could now see Ponyville’s belltower in the distance, they were almost there.

Cadance took a bracing breath. She wanted to believe Twilight was unharmed, she wanted to believe her precious sister’s life hadn’t been ruined by a political marriage. Yet her every thought returned to Chrysalis, and she couldn’t help but shiver when she remembered the nightmarish mare.

Still, it was time. It was time to meet with the monster who had stolen her identity, her husband, her wedding, and now her sister. If Twilight had been right all along, and Chrysalis really was redeemable, she would do her best to help with the changeling’s reformation. But if Chrysalis had harmed her little Twilight, if the little alicorn was broken in any way… She closed her eyes, reigning in her anger.

Cadance spent the rest of the trip deep in thought, hoping for the best, yet still preparing for the worst.

The walk from Ponyville’s train station to the castle had been surprisingly enjoyable, all things considered.

Cadance didn’t know what to expect when they arrived, but the fanfare and welcoming crowd had been most appreciated; even if it had woken up a very excitable Flurry Heart. It seemed Chrysalis’ presence in town had done very little to impact the inhabitants’ mood, though she had caught Shining Armor casting discreet changeling revealing spells whenever he thought nopony was looking.

Even more surprising, the castle was untouched. Not one blotch of green resin to be seen on the twinkling spires, not a single sign that Ponyville had a new Queen. Cadance watched the crystal walls with tentative hopefulness while they trotted across the front courtyard, her horn glowing while she kept a levitating Flurry Heart from fluttering away in the wind; that filly was nothing short of an escape artist, keeping a magical tether on her had become a habit of hers.

“Cadance?”

She blinked and found that her family was looking back at her, all of them waiting at the door while she gawked at the castle. She hurried to catch up, Flurry floating behind her like a cute fluffy balloon. She didn’t dare jump to conclusions yet, not until she had seen Spike and Twilight, but the unblemished castle still made her optimistic for what she would find inside.

She exchanged a quick glance with her husband, the stallion seeming a lot more reserved than she was, and he pressed the doorbell. The crystalline shime echoed around the castle, quickly followed by a distant call.

“Coming!”

Spike’s voice sounded eager and cheerful, putting to rest a few more of Cadance’s fears. They all looked at each other with big smiles while they waited for their favorite dragon to get to the door. Shining’s scowl even cracked a little, letting his usual kind smile shine through; the stallion did love his adoptive little brother/nephew a lot. Soon the door was pushed wide open, welcoming them inside.

“Hi guys!” Spike said with a big boyish grin. “Glad you could make it!”

“Hey sport!” Night Light gave the little guy a bearhug, ignoring his half-hearted protests. “How are you?”

“Fine, fine.” He mumbled, embarrassed by the show of family love. He grumbled when Velvet hugged him even tighter, though he couldn’t quite hide his pleased smile.

“It’s been so long!” Velvet let go of him and gave him a once over, an exaggerated gasp leaving her smiling lips. “Have you gotten taller?”

“Uh, maybe? I guess my basket feels a little cramped lately.” Spike said distractedly. He shot Shining an inquisitive look, apparently aware that the stallion had just cast a spell on him. “What was that?”

“Just a precaution.” Shining smiled innocently. He reached with his hoof, and Spike bumped it with his fist. “Good to see you Spike.”

“Yes, we missed you.” Cadance smiled fondly, her wing unfurling to invite the little drake closer.

“Awww, we saw each other at the wedding.” Spike said dismissively, though he readily accepted the feathery embrace.

Cadance chuckled, but internally her mind was racing. Velvet wasn’t kidding, Spike was noticeably taller. He hadn’t grown much for years, which they figured was normal for a long-lived dragon, but now in just a month he had grown at least a few centimeters. Her feathers ran over his back, finding that his spines were unmistakably harder than before. Instead of being soft and pliable, they were hard and even somewhat sharp. And his smile… something about his smile…

Spike saw her looking down at him, and he responded with an ear-to-ear grin.

His teeth, his teeth were bigger, much bigger. Cadance didn’t stop hugging the little guy, but she couldn’t help but shiver a little. He looked different, it was subtle but it was undeniably there; it was silly to say, but he now looked like... like a dragon. She had known Spike since he had hatched, and yet she couldn’t stop her maternal instincts from nudging Flurry Heart away from him. Away from the predator clinging to her leg.

She shook her head, angry with herself.

This was Spike, the child whose diapers she had once changed, not some pony eating dragon. She resolutely hugged him tighter, and brought Flurry Heart closer. The little filly gave a loud chirp as she recognized her cousin, and the poor drake was instantly pounced upon and snuggled into submission. The family watched with big grins as Spike and Flurry rolled on the floor, the little guy soon begging for help while Flurry nuzzled his cheeks.

“Now now Flurry, stop that.” Shining said with fake sternness. “Leave the poor defenceless baby dragon alone.”

“Hey!”

Cadance took advantage of the general laughter to shoot her husband a glance. Their eyes met, and judging by the way his brow furrowed for just a second, he had noticed Spike’s changes too. Velvet and Night Light probably saw it too, but the couple was too busy fawning over Spike and Flurry to catch her looks.

After a few moments of desperate struggle, Spike managed to free himself, Flurry floating away, giggling at his grumpy expression. “Yeah yeah, laugh it up.” He grumbled, smiling at his family. “Now come on, she’s waiting for you.”

They followed the dragon, the same question probably echoing around their heads: which she was he talking about.

The trip to the dining room was done in cheer, Night Light and Velvet catching up with their adopted son… or grandson, the relationship between them had always been a little blurry. Flurry fluttered over the group, half flying and half floating with her golden magic. That gave Cadance the chance to hang back and whisper into Shining’s ear.

“Is this a normal growth-spurt for a dragon his age? Is it greed again?” She made sure only her husband could hear her.

“I don’t know.” Shining frowned slightly. “Firelord Ember isn’t too keen on giving us information about dragons, we still don’t know much.”

“Do you think… she did something to him?”

“If she did, she’ll regret it.”

They nodded but could say no more, they had reached their destination. Spike opened and held the door for them, letting them inside the expansive dining room. The chamber was huge, the crystal table capable of hosting a few dozen guests, but at the moment only three ponies occupied the seats. Two of them Cadance didn’t expect, one she was surprised to see was missing, while the sight of the third filled her heart with joy.

“Twilight!” A chorus of voices sounded off, accompanied by a corresponding cheer from the young alicorn. There was a small stampede as the Sparkle family rushed to meet in a mess of limbs, wings and nuzzles; it was a miracle no one lost an eye to a misplaced horn. The last time they had all been together had been to marry Twilight off to an unknown fate, and no one was happier for the family reunion than Velvet and Night Light.

After managing to nuzzle Twilight’s cheeks a few times —a feat considering Velvet seemed resolute in never letting go of her daughter— Cadance stepped back from the Sparkle pile. Twilight was safe, she was healthy, and perhaps most important of all she didn’t seem distraught or in any way depressed.

Blinking away a few stray tears of joy, Cadance turned towards the other two ponies present, trotting towards them with a big smile.

“Rarity, Applejack, how good to see you again.” Cadance inclined her head. She was pleased to see the two ponies remembered her wishes and didn’t bow to her. “This is a nice surprise!”

“A pleasure, as always.” Rarity responded with a glowing smile, her eyes twinkling. Actually, Cadance noticed Rarity’s whole demeanor seemed positively radiant, as if the mare had never been so happy.

Applejack simply tilted her hat in welcome, displaying her usual awkwardness when talking with royalty. She winced when Rarity elbowed her in the ribs, the two mares exchanging a glare. They locked eyes, lost for a moment in a heated —if silent— argument, before AJ relented and blurted a proper greeting.

“Howdy princess… uh…” She scrambled for something to say, looking back at Rarity. Her eyes darted to the unicorn’s belly, and she was struck by inspiration. “Ah see ya managed to lose all that baby weight—.” she was interrupted by another elbow, and they were back to silent bickering.

Cadance’s eyebrows rose into her mane, her eyes widening as she watched their interaction. She didn’t need to be the princess of Love to notice that something was going on between those two: the way they stood so close together, the way Applejack’s tail unconsciously brushed against Rarity’s sides while the unicorn’s wrapped around her back-leg, the long looks they kept exchanging… it was blindingly obvious.

“Sooo,” Cadance said innocently, her mind working a mile a minute to unravel the mystery relationship before her, “I am delighted to see you again, but I didn’t expect Twilight to invite her friends to a family reunion.”

The two mares exchanged another glance, then they both looked at Twilight at the same time. Cadance’s ears perked up when she saw the same kind of warmth directed at the young alicorn, the two ponies watching Twilight as if looking for guidance, or perhaps permission? It was as if the invisible threads of a hidden relationship were appearing before her eyes, every little glance, every little gesture from Applejack and Rarity revealing more and more.

Oh my god, did Twilight start a herd? The thought sent a school of butterflies inside Cadance’s belly, but she soon curbed her enthusiasm. Wait, what about Chrysalis, how does she fit into this… let’s find out.

She waved her hoof in the air, smiling kindly, “Not that I mind your presence at all, I thought I would have to deal with Chrysalis, I’m so glad you are here in her place. I’m sure she has been a pain in your flanks, right girls?”

Awkward shuffling, a half hearted noise of agreement from Applejack, eyes lowered to the ground, a surprising amount of blushing from Rarity’s part… Definitely a four member herd, perhaps more? Cadance was about to probe a little further, see what else she could glean, but it seemed the Sparkle family was finally all hugged out.

“Dad, Mom, you remember Rarity and Applejack.” Twilight trotted over, her parents following close behind.

“Of course!” Not one for ceremony, Velvet simply hugged both ponies tightly. “How good to see you!”

Shining Armor politely nodded, smiling warmly, but Cadance could tell he was dying to cast his changeling revealing spell on them. He held on to Flurry Heart, the little alicorn chirping at the mares who cooed in response. Cadance didn’t miss the look Rarity gave Applejack either, the kind of look that screamed “I want one”.

Night Light shook AJ’s hoof firmly, then exchanged a Canterlot courtesy with Rarity. “Are all your friends coming over Twilight?” He looked around the room, as if expecting to see Pinkie Pie hanging from the rafters, or Fluttershy hiding in a corner. “I promised a friend I’d get Rainbow Dash’s autograph, he’s a big Wonderbolt’s fan....”

“No, Rainbow Dash isn’t coming, just Rarity and Applejack.” Twilight chewed on her lips nervously, the complicit glance she shot at her friends all but confirming Cadance’s suspicions. Those three were in a relationship. The nature of it still escaped her, but it was beyond friendship, she was sure of it. “I… well, there’s something I need to tell you… about us… ahm, why don’t we take a seat.”

Family and friends shuffled over to the table, where they sat in pairs. Twilight presided at the head of the table, with Cadance, Shining and Flurry on one side, the others taking place across from them. Only now did Cadance realize Spike had vanished at some point, though knowing the little guy he was probably busy bringing their food.

Twilight cleared her throat, and all eyes turning to her. “I can’t begin to tell you how glad I am to have all of you here, this past month has been…” She faltered, looking for the right words. “It’s been…”

“Exciting?” Rarity supplied helpfully, a teasing smile on her lips.

“Disturbing?” Applejack deadpanned.

“Challenging.” Twilight finished, ignoring her two friends.

“Are you okay?” Shining asked, his brotherly worry instantly returning. “Do you need our help?”

“No no, I’m fine, really.” Twilight hurried to say. “Chrysalis has been…” She hesitated, seeming to consider sugarcoating the truth, but a look from Shining told her to be honest with them. She sighed, then mumbled out with bad grace. “She’s not as bad as we feared…”

Not the best indorsement. Cadance noted, a thought shared by the rest of her family if their looks were of any indication. But it could have been worse… much worse.

“Did she…” Velvet fidgeted with her napkin. “Did she hurt you in any way?”

Twilight didn’t answer, her eyes falling down to her empty plate. The heavy silence that followed was answer enough. Shining’s fur bristled like an angry dog, the red-hot anger radiating from the stallion making Cadance fear he would leap out of his seat to hunt Chrysalis down... until a gentle murmur made him pause.

“Chrysalis isn’t like us.” Twilight said softly. “She comes from a world where sentimentality is a weakness, and where kindness is a flaw to be exploited; and that’s exactly what she did. I’m not making excuses for her, I just want you to understand. She’s done things I can’t forget… things I’m not sure I should forgive. Not that I blame anypony else for it.”

Twilight exchanged a meaningful look with Rarity, the unicorn nodding in understanding, which made Cadance’s mind go into overdrive. What had happened between Twilight, Rarity and Chrysalis? She could sense a wound in the relationship between the two mares, but it seemed long healed and mended. She could feel that the bonds linking the two mares were stronger than ever, going beyond simple frenship. It seemed she was the only one to notice, so she kept quiet, listening to Twilight’s explanation.

“Chrysalis is a liar, she’s manipulative and at times she can be outright vicious.” The brutal honesty took the Sparkle family by surprise, Velvet and Shining seeming just about ready to leap out of their chairs, one to hug her daughter, the other to avenge his sister. “But…” Twilight took a deep breath, closed her eyes, and when she opened them Cadance saw a surprising amount of warmth in them. “She can also be kind, attentionate, and generous. I don’t think she wants to be bad, I think she just doesn’t know any other way of living, and she’s gotten a lot better since the wedding. With a little more time I’m sure we could—”

“So you’re saying she didn’t mean to hurt you, that she just had a hard life, and that you just want to help her be better.” Shining interrupted, his expression hard. “Twilight, I was in the Canterlot Guard, I’ve heard all these excuses from mares and stallions who come to the station with a black eye or a broken nose.”

“It’s not like that.” Twilight assured earnestly.

“I’ve heard that too.” Shining voice was steely, his mind made up.

“Shining, it’s not what you think.” Twilight said patiently. “I think I sounded a little too negative just now: what she did was… well let’s just say she betrayed my trust, and I’m not sure I have forgiven her yet. That’s all. She didn’t lay hooves on me, not even once. She’s never injured me or even permitted I be harmed; she’s fiercely protective of me.”

“What about those scars on your neck?” Night Light asked in a neutral tone, his expression guarded. Twilight’s eyes went wide, her cheeks going red as she tried to hide her neck with her mane. “I noticed them while we were hugging, they look like bite marks.”

“Bite marks?” Shining shot upright, his front hooves on the table. “What bite marks!”

“Oh dear…” Rarity sank a little deeper in her seat, trying to hide her blushing cheeks. “I didn’t use enough makeup.”

“Told ya we shoudda used a scarf.” Applejack grunted next to her, the earth pony keeping an eye on a fuming Shining Armor.

“But scarves are completely out of season!” Rarity whined. “They are so shallow, I thought they would be imperceptible…”

“Don’t feel bad, I have good eyes for that kind of thing: I was a field medic in the royal guard in my youth.” Night Light’s gaze jumped from Twilight’s flustered expression, to Rarity’s forced smile, before finally settling on Applejack’s awful poker face. He blinked in understanding, his mouth plopping open. “Ah… Maybe I shouldn't have brought it up…”

“I don’t see anything.” Velvet leaned forward, a little worried pout on her muzzle. Her magic fussed with Twilight’s mane to try and spot the bites, ignoring her daughter’s squeaks of embarrassed protest. “Where are they?”

“Well, they are on her nape.” Night Light cleared his throat. “You know… in that one spot… when we... ahem…” he put his muzzle to Velvet’s ear, but his whisper carried just high enough for Cadance to catch a couple of words: love nibbles. Apparently Twilight heard as well, her head falling in her hooves to hide her crimson cheeks.

“Ooooh…” Velvet’s eyes widened, and her worried expression was replaced with a mischievous grin. “Oh my…”

“WHAT BITES!” Shining erupted, completely out of the loop. The stallion was so lost in his brotherly outrage that he didn’t notice Twilight and Night Light’s discomfort, nor Velvet’s almost saucy smile. “Tell me where the bites are!”

“Wow, calm down you guys, food’s coming, I didn’t think you were all so hungry.” Spike said from the door. He pushed a food cart inside, his little clawed feet clicking against the crystal floor. The two story trolley was laden with covered plates, and judging from the scents escaping from under the lids they were in for a delicious feast.

Shining was still angry and confused, so Cadance put a calming hoof on his shoulder. “I’ll explain later honey.” She made him sit down, her husband now looking completely baffled after seeing her little smile. “The important thing is: Twilight wasn’t hurt.”

He slowly calmed down, a rosy tint appearing on his cheeks as he realized he had overreacted. Still, he kept frowning. “Not all abuse is physical.” Shining whispered at her, unheard by the rest of the family, all too busy complimenting Spike. “And Chrysalis likes playing with other ponies’ minds. I should know.”

Cadance’s brow furrowed at the reminder, but she put on a happy face when Spike began to unveil the platters he had brought: a golden gratin dish, various steamed vegetable assortments, a mouthwatering casserole of mushrooms and carrots… it all smelled heavenly.

Conversation was a lot more lively while Spike placed the dishes on the table, Night Light and Velvet focusing on Twilight’s friends. They talked about Rarity’s work, Applejack’s farm, and generally avoided any touchy subjects, probably for Spike’s sake. Shining helped the little drake with the platters, a smile fighting its way on his lips.

“Wow Spike, you’ve outdone yourself.” Shining whistled as he levitated a bowl of sauteed potatoes, the little round taters glazed with rich brown sauce. “You’ve always been a good chef, but where did you learn to cook all this? I know you didn’t learn it from Twilight.”

The alicorn puffed her reddened cheeks, her complete lack of cooking skills a usual ribbing target between the two siblings. “Hey, I know the theory, cooking is like alchemy in many ways…”

“Twilight, dearest, don’t take this the wrong way,” Rarity leaned forward with an impish grin, “but you are as bad as Sweetie Belle in the kitchen.”

“That’s a little mean Rares.” Applejack quirked an eyebrow. “Sweetie Belle can fry an egg at least.”

“Oh harr harr.” Twilight crossed her hooves, to the general hilarity of the Sparkle clan. Even Shining loosened up somewhat, his deep chuckle making Cadance smile in glee. Now this was what she was looking for: a happy lunch with her family and friends.

She leaned across Shining to tend to her foal, Flurry eyeing the food spread with hungry eyes. Cadance started to pour a small measure of steamed broccoli on Flurry’s plate, much to the foal’s displeasure. Flurry shot a death glare at her, the filly pointing towards the crusted cheese gratin. “Bleh!” She made a face at the offending vegetables, her little hooves banging on the table. “Bah bah!”

“Eat your greens, or you won’t get your bottle later.” Cadance said with maternal authority. She diced the broccoli into little chunks, then pushed the plate closer to the pouting foal.

“Hmmm, this is delicious!” Night Light made a big show of savoring the fried potatoes, giving Spike a proud smile. “Good job Spike!”

“Awww, it’s nothing.” Spike waved his claw around, his large fanged smile betraying how much he enjoyed the praise. “I mean, if you want a really good dish, you should try the mushroom stew.”

Cadance did just that, scooping a good helping of mushrooms and carrots, before having a taste. Flavor exploded on her tongue, and she didn’t have to pretend to love it for the dragon’s sake.

“Spike, I think your destiny is to become a professional chef!” She magically pinched Spike’s cheeks, making the drake squirm cutely. The rest of the family agreed with a chorus of pleased hums, all enjoying their delicious food.

“Glad you like it!” Spike puffed out his chest proudly. “Though, I did have help making all this.”

“Oh?” Shining mumbled with his mouth full. His mother shot him a glare, and he quickly gulped down his food. “Did Rarity help you? Applejack?”

“Nope.” Spike began to push the cart away, a big grin on his snout. “Chrysalis did! To be honest she kinda did most of the work, but I assisted her. She’s a super good cook, she taught me a bunch of recipes!” He closed the door behind him, somehow missing the awkward silence he was leaving behind. “I’ll be back in a bit!”

The seated ponies kept quiet, the Sparkle family staring at their plates, their food’s tastiness all but forgotten. All of them were now too busy wondering if they had just been poisoned.

So much for a peaceful family meal… Cadance thought sarcastically. I hope nothing else goes wrong today.

If there was one thing Flurry Heart hated more than anything, it was broccoli. She hated it more than the white place with the red crosses and the mean needles, she hated it more than the water room with the bubbles that stung her eyes, she just hated everything about the disgusting green gunk.

So, when she saw an opportunity to escape the plate of stinky veggies, she took it. The grown ups were all too busy talking, as grown ups often were, so none of them noticed as she slipped off her chair and scrambled to climb on the lower deck of the food cart. She hid behind the white sheet covering the trolley, and was wheeled away by her favorite —and only— cousin. She could always count on the small purple one!

She kept quiet while she was taken on a trip through the castle, watching the sparkly walls through a crack in the sheet. The castle wasn’t as shiny and pretty as her home, but it was still nice. Soon she couldn’t even smell the broccoli of doom anymore, and she brightened as the hellish odor was replaced by something far tastier: sweets!

She gave a silent coo as the smell of cakes and pastries filled the air, the scent becoming stronger and stronger, her favorite purple cousin taking her straight towards the source! She loved her weird looking scaly friend!

They passed through a door, the delicious smells now surrounding the cart, the sounds of somepony humming making her ears twitch.

“They loved it!” Said the purple one.

“Hmmm, that’s nice.” A second voice buzzed in response. Flurry tilted her head, trying to recognize the voice. She swore she had heard it before, but her memory was fuzzy. She remembered being surrounded by green walls, floating around in warm goo, a flash of light, people cheering around her… She decided it was a good memory. “Now go on, join your family, you can come back for the desserts when you are all done.”

“But… aren’t you going to join us?” The purple one asked, his voice sounding a little sad. “You don’t have to stay in here alone, I bet you and Cadance and Shining could make up. Maybe they aren’t even mad at you for crashing their wedding anymore!”

A deep buzzing chuckle echoed around the food room, prompting Flurry to quietly giggle alongside. “You are a sweet child, but there are things you know nothing about, yet. Now, go on, scram. And remember, do not say anything about my... condition.”

“Fine.” The purple one huffed. “But at least try to talk to Night Light and Velvet, I bet they’ll like you.”

The mysterious buzzing voice hummed distractedly, and the purple one walked away. A door was opened and then closed, and Flurry suddenly realized she was alone with the stranger. A pang of fear made her tremble, a soft whine escaping her little lips. She stopped when the stranger sniffed the air, and she brightened up. The sniffing sounded like one of those fluffy-paws she loved to play with, the ones that barked and licked her face. Did that mean the stranger was a slobber-friend too?

Carefully, Flurry poked her head out of the white sheet, looking around the food room… and she found herself nose to nose with a giant black muzzle. Dark green eyes stared at her, while a mouth sporting way too many sharp teeth smiled hungrily at her. That was definitely not a slobber-friend. It looked more like one of those mean claw-monsters that didn’t like belly rubs, it had the same slitted eyes and the same purring. The giant claw-monster narrowed its eyes, its buzzing voice making Flurry’s little heart race in fear.

“Well, aren’t you a tasty looking morsel.”

Flurry was starting to regret not eating her broccoli.

Cadance poked at her mushrooms, her appetite somewhat lessened now that she knew who had cooked it. She caught Twilight looking at her with a hopeful gaze, and she forced herself to bring another forkful to her lips. She heard Shining Armor whispering urgently at her, panic clear in his voice, but she ignored him.

She took a bite, noting once again how tasty the dish was, and she swallowed. When she didn’t drop dead instantly, she looked up, and found Night Light and Velvet politely sampling their own dishes as well. Shining Armor grumbled while he pushed his potatoes around, as if afraid they would leap out of the plate to bite his nose.

“Oh for pony sake.” Twilight huffed. “Chrysalis didn’t do anything to your food, you can relax.”

“Yeah, not like she ever did poison anypony or anything…” Applejack grumbled sarcastically, only to wince when Rarity kicked her shins under the table.

“Ahem, speaking of Chrysalis.” Night Light began in a forced light tone. “Where is she?” He licked his lips, some of his nervousness shining through. “I was hoping we could introduce ourselves properly.”

“Yes, the last times we met were…” Velvet faltered, no doubt remembering her last meeting with Chrysalis: at the altar four weeks ago, when the changeling had deepthroated her daughter with a giant slimy green tongue. Not to mention the first time they had met was at the same altar, when Chrysalis had downed Celestia and taken over Canterlot. “... they weren’t the best first impressions.”

“She’s not coming.” Twilight shook her head. “I don’t think she understands the importance of a family reunion, changeling household structures are completely different than ours. Also, she didn’t want things to get awkward, considering…” She shot a look at Cadance and Shining, then quickly looked away. “... considering her past actions.”

“How kind of her.” Shining grunted. He noticed his sister wincing, and he exhaled deeply, putting down his fork. “Look Twily, I’m sorry, but you know this isn’t easy for us.”

“I know, I don’t blame you.” Twilight mumbled at her plate. “I’m not asking you all to be friends instantly, all I’m asking is for you to give her a chance.” She looked up, eyes full of hope. “That’s all I’ve asked, ever since I came up with this plan. There is good in her, I just want you to see it.”

“Well…” Cadance began, a little smile tugging at her lips when Twilight turned to her with a hopeful expression. “I guess if Celestia could give Discord a chance after all he’s done in the past…”

“Discord betrayed us to Tirek.” Shining reminded. “He almost doomed us all.”

“Starlight almost destroyed the world as well. Arguably she succeeded, multiple times.” Twilight countered. She obviously felt terrible for throwing her student under the carriage, but she soldiered on. “She did terrible things, things she regrets deeply, and now she’s one of my best friends.”

“Didn’t Chrysalis ask for her head?” Shining quirked an eyebrow.

“Uh… well…” Twilight fidgeted on her seat. “They’re working on it…”

“Twilight, I need you to answer honestly.” Cadance said gently. “There’s something that separates Starlight and Discord: Starlight wanted to be reformed, while Discord was tricked into it. His betrayal stems from his unwillingness to change.” She looked at Twilight in the eyes, searching for the truth. “Does Chrysalis want to be reformed?”

Twilight exhaled. “No, she doesn’t.”

“Then,” Cadance frowned, trying to understand, “why are you so confident you can turn her away from evil?”

“... Because I want to believe in her.” Twilight mumbled. Before anypony could interrupt, she kept talking. “Whenever it’s just the two of us, she changes completely. She’s less aggressive, she becomes kinder, she doesn’t try to keep her image of a heartless monster. She does little things for me, gestures that prove she cares. Like turning the pages for me when we’re reading together, tucking me in at night when I fall asleep in my study, waking me up with a kiss in the morning… and the way she looks at me when she thinks no one’s watching… I don’t think she even realizes she’s doing all this, and I know it isn’t an act.”

Cadance felt her heart racing in her chest, a glorious feeling of glimmering hope obliterating her remaining fears. This was it. Proof that Chrysalis had a heart, and proof Twilight had somehow managed to steal a piece of it, if not the whole thing. She shot a sideways look at Shining Armor, and wasn’t surprised to find a very dubious frown on his brow. He seemed to holding back a few choice comments, probably to avoid ruining the warm family moment.

“So… are you happy?” Velvet asked, her eyes twinkling. Cadance could see the Sparkle parents holding hooves under the table, their wildest hopes becoming reality.

“I think so.” Twilight smiled shyly. “It was rough in the beginning, there’s still times I have to remind her of our boundaries, but she’s become a part of my life I don’t want to lose.” She avoided her parents eyes by taking another bite out of her tasty dish, blushing lightly.

“That’s wonderful to hear.” Night Light said, a genuine smile on his lips. “So, can we expect to have more grandfoals soon?”

Twilight sputtered, half chewed veggies flying from her mouth. Rarity dodged out of the way, using Applejack as a shield; the earth pony didn’t even flinch as she was pelted by soggy green bits. “*Cough* DAD! *cough*”

The Sparkle family laughed at Twilight’s embarrassment, but Cadance only joined with a distracted chuckle. When she had heard the mention of foals, Twilight’s hooves had shot to her stomach, where they cradled her belly… almost as if… No, that couldn’t be true.

“I’m kidding!” Night Light held his hooves up, grinning wide. He levitated a napkin to his wheezing daughter, and another to Applejack. “But on that note, how is Spike handling things? He looked very… healthy.” His eyes found his wife’s. “Has Chrysalis been treating him well?”

“Oh yes!” Twilight assured with little hesitation. She seemed happy to steer the subject away from her love life. “She’s been spoiling him a little too much actually, I’m afraid he’s going to get fat from all the treats she keeps giving him; she turns into a mother hen around him.”

“That’s… surprising.” Shining quirked an eyebrow, doing nothing to mask his disbelief.

“It’s true.” Rarity nodded, coming to Twilight’s aid. “Chrysalis has been nothing but kind to the little dear… except maybe on the first day, when she was too busy trying to scare us out of our wits.”

“She treats the little ones well, Ah’ll give her that.” Aj admitted begrudgingly. “If she could be less of a nuisance with everypony else—”

“And Spike has become very attached to her.” Rarity interrupted. “They can be so very cute together!”

“Are you talking about me?” Spike called from the door, his ear-scales perked. “Who said I was cute?”

Cadance laughed alongside her family, her chest filling with warmth. This had gone better than she had dared hope. Not only were Spike and Twilight healthy and happy, but Chrysalis had proven her step-sister right: the changeling was capable of love. A creature that could love couldn’t be all bad, nothing that was capable of such a wonderful sentiment was irredeemable. Or at least that's what Cadance wanted to believe, deep in her heart. The fact that the changeling could be motherly to Spike only reinforced her conviction.

Smiling, she turned to her little filly, intent on showering the little foal with her own motherly affection… and her heart skipped a beat when she found the seat empty.

“Flurry?” She looked around, the seeds of worry blossoming in her chest. “Flurry Heart?”

Shining noticed his daughter’s absence, and was instantly on high alert. “Sweetie?” He called, before looking under the table. “Flurry where are you?”

“Did you see her leave?” Twilight asked, her horn glowing as she searched the room.

“No, she must have slipped away when the door was open.” Cadance sighed, her own horn flaring to life. “Don’t worry, I have a tracking spell on her.” She grumbled, and added under her breath, “I wish I didn't have to use it this often....”

She unleashed her spell, her magic quickly locating her precious little escapee. She rolled her eyes when the spell found its mark, she should have guessed Flurry would go there.

“Cadance?” Shining said next to her, his expression tense. “Where is she?”

“She’s in the kitchen.” She groaned. “I hope she didn’t break anything, or eat too many sweets...”

“Nah, don’t worry.” Spike spoke up from his seat. ‘“Chrysalis is in the kitchen too, she’ll take care of Flurry.”

The little dragon went back to munching on his gems, apparently unaware of the effect his words had on Shining and Cadance. The royal couple exchanged panicked glances, and they jumped from their seats as one, ready to bolt for the door.

“Guys, calm down.” Twilight said soothingly, slowly coming closer. “No need to panic.”

“She has my foal.” Shining whispered, his horn fizzling above his wide eyes. “She has my little girl!”

“Flurry Heart is fine.” Twilight spoke like a farmer trying to calm a spooked cow. “Chrysalis would never hurt her, I swear to you.”

“Are you sure?” Cadance asked, looking straight into Twilight’s eyes. “Are you completely sure?”

“Yes.” Twilight nodded without hesitation. “I’ll go get Flurry, you guys stay here.”

“I’m coming with.” Shining snorted, pawing at the floor. “If she even touched a single hair on her mane I’ll—”

“You’ll do or say something dumb, and she’ll happily attack you in retaliation.” Twilight said matter-of-factly. “I know how she works by now, believe me. The worst thing you could do right now is give her an excuse to get back at you.”

“Get back at me?! She’s the one that—”

“I’ll go. Alone.”

All heads turned towards Cadance, most looking surprised, some afraid, and one fiercely against the idea.

“No.” Shining shook his head. “No way.”

“Shiny, it’s going to be okay.” She caressed his cheek with her wings, smiling softly. “Twilight says it’s safe, and I trust her.”

“Uuuh…” Twilight licked her lips. “I mean… I said Flurry was safe, but when it comes to you...”

“See? Even Twilight thinks this is a bad idea.” Shining snorted stubbornly. “You aren’t going alone.”

“Yes, I am.” Cadance smiled at him, trying to make him understand. “I need to do this Shiny. There are some things I need to talk to her about, mare to mare.”

“Darling, are you sure?” Rarity trotted closer, frowning slightly. “Chrysalis would never hurt a foal, but when it comes to ponies she doesn’t consider as part of her hive, she can be a little… ahm…” She twirled her hoof around. “... let’s just say she’s not the most agreeable creature to be around.”

Twilight nodded along. “She still has a long ways to go, even if she’s made progress.” Both she and Rarity turned to Applejack, hoping the farmer could help them convince Cadance.

“Princess, if ya go alone yer gonna regret it.” Applejack said simply. “She’ll bite yer head off then make ya apologize fer the mess.”

Velvet and Night Light blanched at the farmer’s words, the two of them seeming to reconsider their earlier cheer. Even Cadance was starting to second guess herself.

“Oh for the love of…” Rarity whirled around to glare at her friend. “Is the crude language really necessary?”

“Ah ain’t gonna sugar-coat the truth fer Chrysalis’ sake.” Aj huffed stubbornly.

“You know very well that you’re being unfair, she’s been nothing but considerate with you since we started dating.”

“Hmm, girls?” Twilight grinned sheepishly as she tried to slide between her bickering friends. “Now’s not the best time…”

“Ok fine, she’s been less of a burr in mah saddle these days, and she’s fun to argue with... But Ah’m still waiting fer her to apologize.”

“What are you talking about?” Rarity stomped her hoof down, exasperated.

“Ah’m talking ‘bout when that good fer nothing snake in the grass tricked me into confessing tah ya!”

“Are you STILL mad about that? It was the sweetest love declaration I’ve ever heard!”

“Girls!”

“It was a darn dirty trick is what it was, all so I would join yer dang herd!”

“Oh please, don’t pretend you don’t love going out with the three of us.”

“Ah’d love it a lot more if Chrysalis wasn’t trying tah buck me like an apple tree all the time!”

“GIRLS!”

Applejack and Rarity froze, their noses pressed together, their habitual bickering coming to a screeching halt. They blinked, and slowly, oh so slowly, turned to watch the Sparkle family, as if only now remembering they weren’t alone. Night Light’s gaze ping-ponged between his daughter and her friends, his eyes wide. Velvet was smiling like a filly who had just received the best gift ever. Spike kept munching on a ruby, completely confused... and Shining seemed on the verge of having an aneurysm.

“Hmmm…” Cadance cleared her throat awkwardly. “I can see you all have a lot to talk about, so I’ll just… yeah.”

She silently shuffled to the door, ducking her head to avoid the cloud of awkwardness that had petrified her family. She shot one last look at Twilight as she stepped out of the room, and found her step-sister looking back with an imploring expression. Cadance gave a supportive smile, mouthed “Good luck”, and she made her escape before Shining could recover enough to stop her.

She hurried down the corridor, her ears folded to prepare for the inevitable outburst. She was going around the first turn when Shining Armor’s brain finally rebooted, and his reaction was just as explosive as Cadance had anticipated.

“YOU STARTED A HERD?”

She broke into a gallop, running away from the storm of brotherly outrage echoing behind her. Cadance felt a little bad about leaving Twilight in that unpleasant situation, but it was a perfect getaway opportunity. And she had to admit it was an hilarious way to come out to your family; the look on Shining’s face… priceless.

Still, she quickly sobered up as she came upon the kitchen door, her tracking spell telling her in no uncertain terms that Flurry was inside.

“Ok, you can do this.” Cadance whispered to herself. “Twilight said it was safe, Flurry is fine, everything's going to be fine. We’ll just talk… and... sort things out.”

She took a deep breath, put a hoof on the doorknob, and she valiantly pushed the door open. She stepped inside with her head held high, ready to face her nightmare in the flesh. She steeled herself for any eventuality… but still found herself dumbstruck by what she found.

“By the swarm, you are such a messy eater.” Chrysalis growled. The changeling’s back was turned to the door, a nappy held in her green magic while she gently wiped Flurry Heart’s muzzle. The giggling filly was seated on a high-chair, her happy chirps echoing around the kitchen. “Useless foal…” Chrysalis tsked in annoyance while she levitated a small spoonful of baby food, and gently fed the eager filly. “I’ve seen freshly hatched grubs less clumsy than you.”

Cadance kept quiet and just watched the scene unfold. Chrysalis was so focused on taking care of Flurry, she had apparently not realized she had company. Utensils surrounded by green magic flew around the kitchen, a complex spell tending to the many cakes and sweets still being cooked. From where she stood Cadance couldn’t tell what Chrysalis was giving her daughter, but it looked like some sort of vegetable puree.

She didn’t know what she found the most surprising: the fact that Flurry was happily eating veggies, the cute pink-hearted apron hanging from Chrysalis’ neck, or the tenderness the changeling was showing for the child of her worst enemies. Cadance didn’t dare break the surreal moment, but Flurry’s eyes darted to her, and the little filly gave a loud chirp of happiness.

“Mah!” Flurry shouted, launching herself out of her chair. “Bahmuh!”

Chrysalis tensed for just a second, then she turned, slowly, her unnerving gaze locking with Cadance’s. The Love Princess nuzzled her filly without looking away from the Changeling Queen, both mares gauging the other. Cadance felt like a mouse that had just barged into a cat’s playpen, Chrysalis’ feline pupils only reinforcing the image. She briefly considered leaving through the open door, now that she had her daughter… but the memory of Twilight’s hopeful gaze made her reconsider.

With a resigned sigh, she closed the door, locking herself in with her nightmare.

“Chrysalis.” She gave a curt nod, keeping her tone polite.

The changeling tilted her head, observing her, but said nothing. Her predatory gaze roamed over Cadance’s body, lingering on very inappropriate spots, especially her rear. There was little doubt Chrysalis was checking her out, the changeling even licking her lips in a most unseemly display of appreciation. Cadance had never felt more naked in her life, and she couldn’t stop herself from shuddering when her nemesis eyed her plump teats, still heavy with maternal milk.

“Hmmm, such a shame Twilight refused to consider you as a potential mate.” Chrysalis purred, completely shameless in her vulgar interest. “You would have made a wonderful addition to our hive.” She chuckled darkly, smiling like a shark. “Perhaps as a breeder, or a pleasure mare… For my personal use, of course. Such a fine specimen shouldn’t be wasted on common workers and soldiers.”

“I would never let you touch me.” Cadance said through gritted teeth, anger bubbling to the surface despite her best efforts.

“You could become Rarity’s toy if you prefer.” Chrysalis leaned on the table, fluttering her eyelashes. “She does have a taste for making royalty scream under her whip… Though I already planned on gifting her another alicorn that needs to be broken in, I can’t spoil her too much.”

“Twilight is not yours to give away.” Cadance frowned, a little distracted by her mind filing away the information about Rarity’s kinks.

“I would never give Twilight to anyone, she’s mine.” Chrysalis’ eyes flared with green power as she said this, the intensity in her gaze making Cadance gulp. “No, I was thinking of another princess.” She grinned maliciously. “The one who keeps spying on us, the one who looks through our windows at night, watching us sleep or, ahem, engage in other bedroom activities.”

Cadance felt her cheeks heat up, her traitorous mind summoning the image of Luna peering through a window, watching Twilight, Rarity and Chrysalis in bed while they— She shook her head, chasing the naughty thoughts away.

“Such a foolish moon mare, no wonder she remains a maiden in her old age. All she has to do is ask, I’m sure Twilight would be delighted to have her.” Chrysalis sent Cadance a naughty wink. “That goes for you too: Twilight could never say no to you, she’ll change her mind if you ask nicely. Do bring your husband along when you do.” Chrysalis gave a playful growl, wiggling her eyebrows.

“You’re disgusting.” Cadance shook her head. Why had she ever thought she could make peace with this… this creature.

“Oh, come now.” Chrysalis buzzing voice dripped with malice. “It wouldn’t be the first time you shared your husband with me.”

Cadance tensed, her body going rigid with outrage. How dare she… How dare she bring that up so casually! She took a deep, calming breath through her nose, afraid of the words she would shout if she opened her mouth. But when she saw just how much fun the changeling was having, when she saw the big grin on Chrysalis’ muzzle, she couldn’t stop her boiling anger from spilling over.

“Yes, I’m sure Twilight would just love to be reminded of what you did to her brother.” Cadance put as much acid in her words as she could. “Did you know he’s never told her just how much you hurt him? I wonder what she would do if I told her; what do you think will happen if she has to choose between you and her brother?”

She had expected a reaction, but the way Chrysalis visibly flinched at her words still surprised her. The changeling quickly hid her trepidation, but Cadance had seen the flash of doubt in Chrysalis’ eyes. She felt a surge of vindictive pleasure, knowing she had a way to give back just a fraction of the hurt the changeling had caused her. She could hurt Chrysalis, she could make her squirm... but she rejected the ugly thoughts of revenge. She was here to make peace, not even the scores.

She opened her mouth to try and breach the gap, but Chrysalis was faster. The changeling chuckled humorlessly, her eyes narrowing, an evil smile stretching on her black muzzle.

“Oh, you sweet, naïve little princess. You think I was cruel before, when I only wanted to conquer Equestria?” Chrysalis purred, her voice dripping with malice and venom. “That was nothing, nothing compared to the atrocities I will bestow upon your Empire if you steal Twilight away from me.” Her lips drew back, revealing her fangs, her savage grin promising brutal retribution. “You’ll wish for death long before I grant you such mercy, you foolish filly.”

The horrifying promise hung in the air, bitter and cold, but Cadance didn’t let it intimidate her. She could tell Chrysalis’ threats were mostly empty, spoken out of anger and fear, but she didn’t dare gamble with Equestria’s safety. She felt like she was dancing on a knife’s edge, her response could spell disaster for the tenuous peace-treaty between ponies and changelings. She was seriously considering leaving as the best option when a soft whimper made her pause, cutting through the heavy silence.

She looked down to find Flurry Heart close to tears, the little filly clinging to her legs, obviously terrified. The poor girl could feel the tension in the room, even if she didn’t understand the angry words. Flurry shot a fearful look at Chrysalis, and when Cadance followed her daughter’s gaze, she caught an expression she thought she’d never see on the changeling’s muzzle: remorse. It was instantly gone, like the flickering of a candle, replaced by Chrysalis’ usual uncaring grin. But it was too late. Cadance had seen the genuine guilt shining in her eyes.

Two times now Chrysalis had shown cracks in her black armor, two times her mask as a heartless monster had been briefly lifted, revealing some of the changeling’s weaknesses. And Cadance wasn’t going to let this information go to waste.

“Shhh, it’s okay.” She cooed at her daughter, caressing her trembling head. “Mommy’s here.” She pulled Flurry into a loving hug, her little sobs lessening. “We didn’t mean to scare you, right Chrysalis?”

Both her and Flurry turned to the changeling, the little alicorn’s eyes shimmering with unshed tears. Chrysalis made a sour face, shot Cadance a look that held both disgust and begrudging respect, then she turned to Flurry. A soft smile appeared on her black lips, her buzzing voice surprisingly gentle when she spoke next.

“They were but words, little one.” Chrysalis used her magic to catch a stray tear on Flurry’s cheeks, the tender gesture making the foal perk up. Cadance smiled, glad to be making some progress, then the changeling added in the sweetest tone possible, “your whore of a mother is safe from my wrath. For now.”

Flurry babbled happily, comforted by Chrysalis’ soft tone of voice, completely unaware of the meaning of the words. Cadance bristled slightly, but she managed to keep her voice cordial. “You can’t help yourself, can you?” She asked, smiling a little too widely around her clenched teeth.

“I am cursed with unending wit and the sharpest of silver tongues, yes.” Chrysalis said sweetly. “Like you are cursed with those fatty flanks of yours.”

“Strange, you seemed to like them earlier, when you were drooling over them like some old pervert.” Cadance shot back pleasantly.

“I was merely surprised you could fit through the door, with those enormous hips of yours.” Chrysalis tittered behind a hoof.

“Don’t worry, I’m sure Twilight doesn’t mind yours are so small in comparison.” Cadance said with a amiable tone. “She obviously doesn’t care about appearance, considering she agreed to marry you.”

“Slut.”

“Brute.”

“Tramp.”

“Wretch.”

They shared a cheerful laugh, like two life-long friends sharing a cup of tea. Flurry giggled with them, now completely sure Chrysalis and her mother were only having fun together. The little filly fluttered away from the safety of Cadance’s grasp, only to land on her chair next to the changeling. She chirped excitedly, pointing towards the bowl of baby food Chrysalis had prepared for her.

“Hrm.” Chrysalis grumbled, taking hold of a spoon and resuming her gentle feeding. “You’re lucky you’re so cute.”

“Yes, she is.”

A somewhat pleasant silence stretched between them, the sounds of Flurry’s messy eating and the floating kitchen utensils clanking around keeping things lively. What had just happened couldn’t be called a friendly conversation, not in any definition of the word, but at least they had found a point of balance. It was a good step forward.

“Will you stop feeling so hopeful, you’ll make me hurl.” Chrysalis growled, dabbing Flurry’s mouth with her nappy.

Cadance said nothing, too focused on trying to see through Chrysalis’ veil of apathy. She could feel how guarded the changeling was with her emotions, if she could just get her to open up…

Chrysalis rolled her eyes at her, groaning out loud. “Oh please, stop trying to get into my head. Your empathic abilities are quaint, but you’ll get nothing out of me.”

“I don’t need magic to notice just how much you truly care about Twilight.” Cadance said quietly.

“You should refer to her as Queen Twilight, little princess. And yes, I might not hate her as much as I do most ponies.” Chrysalis said with a shrug.

“She spoke of a betrayal. Something you’ve done that hurt her… what did you…”

The air around the kitchen instantly dropped several degrees, and Cadance knew better than to finish her question. “I made an error in judgement.” Chrysalis said calmly, her tone glacial. “One I wish I could regret more than I already do, and one I fear I will gladly repeat. Next question.”

Cadance wanted to probe further, but something told her it would be dangerous to do so. “Fine. What about Rarity and Applejack?”

“Aaah, Rarity, such a fun partner in bed.” Chrysalis smiled hungrily, the atmosphere instantly warming up. “I would be somewhat chagrined if she were to leave my hive, that much I’ll say. As for Applejack, I have yet to lay with her, so I do not know how valuable she is.”

“Not everything revolves around sex.”

“Says the mare who has only bedded one stallion in her life.” Chrysalis snarked. “Spend one night in our bed, and you will never return to your husband’s side. Or perhaps I should just go ask him instead. Does he ever call out my name in the act?” She gave Flurry an eskimo kiss, the filly giggling around her mouth-full of baby food. “Perhaps he was even thinking of me when he sired your foal, hmmm?”

Cadance sighed, refusing to raise to the bait. “You can keep the villain act all you want, but the fact you can feel love means you aren’t as bad as you pretend. You just need to embrace your better side, and I’m willing to help y—”

“Urgh, you ponies are so naïve, it makes me sick.” Chrysalis put the spoon down, and gently levitated Flurry to her shoulder. “A nation of children, just waiting for a worthy ruler.” She carefully tapped Flurry’s back, until the filly gave a loud burp. “Embrace my better side… don’t make me laugh.” She snorted in derision while she tussled Flurry’s mane, the little filly cooing at the attention. “I am pure unfiltered evil.”

“Yes… I can see that.” Cadance couldn’t hold back a little smile.

“Now, enough about me.” Chrysalis put Flurry on the floor, the little filly scampering around the kitchen excitedly. “I imagine you didn't make the effort to come to me, alone, just to have nice chat.”

If that’s what she considers a nice chat… Cadance thought, before speaking carefully. “No. I wanted… I needed to ask you some things… about the wedding. My wedding.”

“Ah, yes, that debacle.” Chrysalis leaned on the table, her head resting on her folded hooves. “Fine, ask away. Do you want to know how I infiltrated your chain of command? Or how I managed to drag you down to those caves without being noticed? How about how I turned everypony against Twilight just to get the Elements out of the way…”

“No.” Cadance shook her head. “First, there’s something I don’t understand, something that kept me up at night…”

“What?” Chrysalis sounded bored now. “I still have a few cakes in the oven, if you could hurry this up it would be—”

“Why didn’t you kill me.”

The question seemed to take Chrysalis aback, the changeling slowly straightening up. “Excuse me?”

“Why didn’t you kill me, when you replaced me.” Cadance went on, her brow furrowed. “You could have easily hid my body, but instead you just left me in that crystal prison… why?”

Chrysalis blinked slowly. “Why would I kill you?”

“Because you could?” Cadance spoke in an even tone. “I’ve wondered so long about this. I’ve asked myself so many times: why you would keep me alive, why you would not kill me, what use could I have been to you… and I’ve been having nightmares about the possible answers.”

“Ah, I see.” Chrysalis’s gaze softened. “You are scared of what could have been.” When Cadance nodded, Chrysalis sighed tiredly. “You ponies can be so melodramatic. What do you think I was going to do? Torture you? Rape you? Forcefully drain your love until you were naught but a dried husk?”

“Maybe?” Cadance squeaked, rubbing her leg.

“Don’t be silly.” Chrysalis grunted, seeming offended by the very idea. “I would never do that.”

“Oh, thank Celestia…”

“I’ll have you know I take good care of my livestock. Your fate would have been the same as any other pony: you would have been used as cattle, farm animals to be bred and milked of love, living a long and happy life of servitude.” Chrysalis said casually, smiling at her own benevolence.

“C-cattle?” Cadance said in a little voice.

“Plus, torture tends to destroy a pony’s mind, meaning we cannot harvest love out of them; it’s a waste of resources. As for raping you, know that I dislike the taste of fear and pain, particularly during mating. I would have waited until you were tamed and willing, only then would I have made use of you.”

Candace gulped thickly, and she took an unconscious step back, towards the door.

“Oh don’t worry dear, it’s likely I would have kept you and Shining as a breeding pair, you wouldn’t have been separated from him: I’m not a complete monster.” Chrysalis chuckled, either missing or not caring about Cadance’s horrified expression. “In times of peace I can expand my egg-sack until I am nothing more than an egg-laying machine, and I only need a few hardy studs to keep me going. It’s a lot more efficient than using pony mothers; managing broodmares can be such a hassle.”

“Broodmares…” Cadance felt her head spinning. “But I thought you were the only one that could reproduce…”

“Oh, haven’t Celestia and Luna told you about my breeding habits? I should have guessed, so prudish.” Chrysalis snorted. “Well, if you ever do ask Twilight’s permission to spend a night in our bed, you’ll understand.”

“I’m not sure I want to understand.”

“It’s your loss.”

Cadance frowned, holding back a snappy response. Chrysalis obviously wanted her to get mad, and she didn’t want to play into the changeling’s hoof. Yet, there was one piece of information that gave her pause, one thought that came to her mind, almost too horrifying to consider.

“You said you needed stallions to lay eggs?” Cadance asked, her voice becoming a little squeaky with fear. “Do you mean pony stallions? As in… Shining?”

Chrysalis’ smile grew to worrying proportions. “What’s the matter, are you afraid a few hundred changelings could appear in the Crystal Empire looking for their sire?”

Cadance said nothing, too terrified to speak.

“How awful would that be,” Chrysalis purred, “for Shining Armor’s first born to be mine, and not yours.” She tilted her head, her tongue flicking past her lips like a snake’s. “Does it make you sad, does it make you angry?”

Cadance narrowed her eyes, recognizing the evil glimmer in the changeling’s eyes. “You’re bluffing.”

“Yes, I am.” Chrysalis shrugged. “I wasn’t nesting at the time, and I didn’t think to store some of his seed for later; I was supposed to have free access to him after I won.” She looked at the ceiling, seeming lost in a good memory. “He was a capable lover, I have to admit I regret my time with him. I would be forever grateful if you loaned him to me for a few nights.”

“Listen to yourself, you talk about him like he’s nothing but a toy.” Cadance sighed, more disturbed than angry. “He still has nightmares about it, you know. The way you brainwashed him, how you used him…”

“You think I forced myself on him, don’t you.” Chrysalis leaned on one hoof, looking almost bored.

Cadance frowned. “He has no memory of what you did to him after you took control… so… yes.”

Chrysalis exhaled, seeming exasperated. “Cadance, why would I waste my time rutting a mind-controlled stallion. I didn’t need his seed, I was busy planning for a war, and it gained me nothing. I would as well lay with a puppet.”

“But, you were feeding on his love...”

“I fed on him while he still thought I was you, before he found me out, you silly little filly.” Chrysalis grunted impatiently. “If changelings could feed by force, if we could consume love from mind-controlled ponies, do you really think we would bother with disguises? Love drained by force is tainted, it is bitter and cannot be converted to nectar, and it leaves the prey broken and useless.”

“So… you didn’t…”

“I didn’t rape him, no.” Chrysalis said crudely. She rolled her eyes as Cadance recoiled from the term. “Oh spare me, that was exactly what you were thinking.”

“You still pretended to be me.” Cadance said through her disgust, a little green in the face. “You went to be with him, wearing my face… you tricked him into making love to you.”

“Yes, ‘making love’ is one way to put it. Though I think ‘rutting like wild animals’ is a lot more accurate. He surprised me on the first night, I didn’t think you two could be so…” Chrysalis wiggled her eyebrows. “Passionate.”

“Don’t you dare…”

“I mean, the biting I expected, but the mane pulling and spanking? Not to mention what he did after the first round. I thought his aim was off at first but then he just rammed himself inside my…”

“Alright stop!”

Chrysalis cackled with glee, obviously enjoying Cadance’s flustered look. “You are almost as easy to ryle up as Twilight.”

“And you are almost as bad as I imagined.” Cadance grumbled.

“Almost? I’m offended.”

Cadance took a deep breath, willing herself to remain calm. “Okay, I still can’t forgive you for what you did to Shining…”

“I wasn’t looking for your forgiveness, you know—”

“... but at least you didn’t… ahem…

“Oh just say the word already.”

“Still, I have one last question.” Cadance gave Chrysalis a stern glance, her expression serious. “I want to know why you attacked us.”

“This again?” Chrysalis growled. “Twilight asked me the same thing, so I’ll give the same answer: do you ask a fox why he hunts for rabbits?”

“Not good enough.” Cadance shook her head. “I want to know, why, why do you hate ponies so much.”

Chrysalis paused, looking almost surprised by the question. “Why do I hate ponies...” She seemed to ask herself more than Cadance. “Hmmm, it’s been so long, I don’t even care for the reason anymore… I’m not sure I even hate you by this point, so much as despise your weaknesses.”

“So long?” Cadance took a step closer, hoping to find some answers at last. “So long since what? I just want to understand, please tell me.”

Chrysalis seemed amused by Cadance’s interest. “Fine, time for a little story then.” She gestured towards a seat at the kitchen table across from her, one that Cadance reluctantly took. “Now, where to begin…” She tapped her chin, her eyes focused on something far away.

“How about the beginning?” Cadance proposed in a quiet voice. This was an unprecedented occasion to learn more about the changeling; she wanted to get as much information as she could!

Chrysalis gave her an amused grin, then she began her story.

“My first memory is of a field, just outside our hive. Me and my little sisters are playing together, laughing and cheering. We were nine princesses, most of them just freshly out of their larval stage, while I was already almost fully grown. Our mother was watching over us, I can still remember the kindness in her eyes… I wish I remembered her name as well. She was beautiful, her wings were like a dragonfly’s, her carapace a vibrant green with a light-blue shine. Nothing as garish as the eyesore Thorax and his fellow traitors turned into, but still beautiful to look at.

“Our land was covered in lush forests, untamed and free. We lived amongst the trees, guarding them from harm, and love was everywhere. Yes Cadance, love. It streamed from the ground, from the leaves, from the very air we breathed. We didn’t have to hunt, the land gave us sustenance, and in return we protected it. It was a paradise for our kind.

“I grew up in those woods, spending my days talking to the trees, and even learning to listen back. I learned many spells from them, magic linked to life and nature, some I still remember today; corrupted, terrible forms of those spells at least.

“I was the eldest of my sisters by a fair margin, and I was the first to find a king to be my mate, the first to start my own hive. Yes, we had kings back then, now stop interrupting me. On the day of my departure there were many tears, many hooves that tried to hold me back. The only way I could get them to let me go was to promise I would return, a promise I intended to keep, no matter what.

“Many moons later, I had my first child. The day he hatched I thought I would die from happiness, and it only got better when his brothers joined him. Soon my hive was thriving, my children growing strong, safe from harm under my care. Hmmm? Did I love them? Of course I did. You think yourself a mother, with only one foal? I was a mother to hundreds, and I loved each and everyone of them.

“For years we lived in peace, we grew larger and stronger, until we were the most powerful hive in the land. Every year our numbers doubled, and every year I reminded myself I still needed to fulfill my promise, and visit my childhood home. But there was so much to do, so many projects to supervise. I kept delaying, because I thought I had all the time in the world to return.

“I was wrong.

“First came the cold. A chilly breeze that disrupted the everlasting summer, and for the first time we saw the leaves wither and die. The streams of love became weak trickles, and we learned what hunger felt like. The trees became silent, never to speak again, leaving us alone in our time of need. Still, we survived, we stored as much food as we could, and we waited for the warmth to return.

“Then came the blizzard. I saw it on the horizon, a wall of white that came galloping towards us, and we barely had time to barricade the entrances before it was upon us. We held it back as long as we could, but the storm was too strong. The frozen winds tore through our hive, destroying everything in their wake. Soon everything was covered in ice: our supply of nectar, our communal pools, the dormitories…

“The nursery...

“...

“On that day I learned the pain of a mother’s grief. I had never lost a child until then, the oldest of my brood were still in their prime, and I had been a vigilant protector. And I lost dozens at once. Eggs, larvae, younglings… The storm took them all. Only the oldest, only the strongest survived.

“We mourned for our dead, but we had no time for a proper burial; the blizzard only got worse. We huddled in the throne room together, my children shivering beneath me, my mate pressed by my side. The cold was so intense, it dug grooves into our bodies, it twisted and warped our carapaces. More died, and still the cold worsened.

“Then they arrived.

“At first we only heard the wailing in the wind, and I thought my children had returned to haunt me. The howling got stronger, it creeped closer, it pierced our bodies far deeper than the unforgiving cold. Then they invaded my hive, and I could do nothing but watch, helpless.

“I watched as they drank the very essence from the few remaining survivors, I watched as those ghostly monsters decimated my children. I watched as the life was extinguished from my mate’s frozen eyes, I watched him die in agony. And when they finally turned to me, I was thankful: I only wished to be released from the pain.

“But the windigos didn’t finish me off. To this day I do not understand why.

“I remained on the verge of death, in a state of semi-hibernation, my consciousness flickering on and off. I don’t know how long I stayed in that cavern, surrounded by the cadavers of my family, but I know for a fact the great winter lasted far longer than what your Hearth Warming Eve stories tell you. There are a lot of things omitted from pony history.

“When summer finally came back, I was slow to wake. By the time I rose, the thawing bodies of my family had started to rot; I’ll never forget the stench. I spent hours crying my heart out, calling out until I destroyed my voice, looking for any survivor. When I finally walked out, alone, I felt I was in a bad dream. I refused to believe what had happened.

“I was starving, and I couldn’t find any source of love, the land had been drained of it. When I came upon a stream and bent down to drink, if only to wash the taste of death from my mouth, I saw my reflection.

“I couldn’t recognize myself.

“Between the unnatural cold and the windigos’ magic, my body had been twisted into the crooked form you see before you. If I could still feel anything, I would have been devastated by the loss of my old shell; I was told I was gorgeous before, now I was monstrous. I merely watched, empty of any emotions, and I walked on.

“I did what any lost filly does: I returned home. I traveled to my old hive, fulfilling the promise I had made so many years before. I hoped my mother had fared better against the winter demons, since she was so wise and powerful… She had not. I didn’t remain in that tomb very long, just enough to find each and every one of my sisters. Maybe one of them had escaped, that’s what I told myself as I dug through the corpses piled up in the throne room. I counted nine queen skulls, and knew I was the last of my line.

“I roamed the land for months, maybe years. I was but a mere shadow of my former self, but I still kept looking for a surviving hive, clinging on to hope. There were none. I was truly the last. The last immortal queen of an extinct species.

“I decided a lonely eternity wasn’t worth living, and went to the only place I could still return to: my hive. On the way I thought of the best way I could end it all, I was so empty of feelings I considered my death as calmly as one schedules their day. All I wanted was to sleep forever, surrounded by my children, with my mate by my side.

“But even this simple wish was stolen from me.

“When I arrived near my hive, I heard the telltale sounds of activity: voices, hammering, machinery. For one glorious moment I dared to hope, I dared to imagine that by some miracle some of my children had survived, despite the thorough searching I did before leaving. I rushed to the entrance, emotions bubbling inside my chest for the first time since the great winter. My heart came alive on that day. It only hurt all the more when it was ripped out of my chest.”

“Stop… please stop…”

“Ponies. Ponies had found my hive, drawn to the gems buried deep underground. They were using my home as a mining base, laying steel-tracks along the corridors leading to my nursery. The most sacred part of my hive, violated for what? Shiny rocks? Precious metals? I looked upon my life’s work, and I wept. I wept as I roamed the destroyed halls of my home, I wept as I remembered my life between these walls… But the tears stopped when I came upon the worst.

“The hatchery, the room where my children were laid, where they were born... they had turned it into a dumping-ground. The chamber was full of rocks, earth, broken tools... and the remains of my family. A mountain of hollowed exoskeletons, thrown away with the rest of the trash. I was still in shock when ponies surrounded me. They tried to talk to me, their voice full of kindness and guilt, they tried to reason with me... But I wasn’t in a chatting mood; can you believe one of them was using my mate’s skull as a helmet?”

“Enough… I beg you...”

“I have very little recollection of what happened next. All I remember is the overwhelming hatred I felt, and the warm pony blood I tasted. For so long I had been empty, for so long I had been starving, I savoured it all like the sweetest of nectars. It was the first time I took a life, and by the end of the hour I had learned to enjoy the symphony of screams, torn limbs and shattered bones.

“I kept one alive, just long enough for him to tell me what they were, and what they were doing in my land. Equestria he called it. I hated the name instantly. He told me of the three tribes, he told me about the windigos, he told me how you ponies brought winter to our land, how you destroyed it with your petty squabbling, only to claim it as yours afterwards. Then I tore his throat open and he could tell me no more.

“I had come back to my hive to die. And in a way, I did. The old Chrysalis was gone, and a stronger, more powerful being was born. I was the last of my race, but also the first of a new breed: the first changeling. You asked me why I hated ponies Cadance? I don’t. I’m thankful. Thankful that you destroyed my heart, so I would never feel grief again, so I would never feel anything ever aga—”

“STOP!”

Cadance pressed her hooves to her ears, tears running down her cheeks. She collapsed on the table, quietly sobbing. She felt a pair of little hooves tugging at her leg, Flurry’s worried chirp making her cry all the harder.

“Are you sure you want me to stop?” Chrysalis asked, sounding amused. “I still have to tell you how I found out I could feed on ponies’ love. Oooh, and also about the time I found I could breed with them; now that was a fun couple of years of experimentation!”

Cadance shook her head, too emotionally exhausted to say anything. She cried for the race ponies had unwittingly extinguished, she cried for the unfairness of it all, and she cried for Chrysalis’ sake, since the changeling had obviously lost the ability to do it herself a long time ago.

“Are you mourning?” Chrysalis laughed. “Cadance, my old hive has been gone for well over a millenia, your tears cannot reach them.”

Cadance shook her head helplessly, unable to speak through her sobbing.

“Ah, for me then? That’s nice dear, but I cannot feed on sadness, much too bitter for my taste.”

Cadance kept crying in her hooves, her weeping soon joined by the confused whimpering of her foal. She felt awful for letting Flurry Heart become so distraught, but she was just too lost in grief to comfort her foal.

“... Alright enough, your blubbering is becoming tiresome.” Chrysalis grunted. She waited for Cadance to say something, but when the alicorn didn’t react, she sighed heavily. “For grub sake…”

Cadance’s ears twitched as she heard Chrysalis’ hoofsteps go around the table. Flurry’s sobs slowly quieted as the changeling gently consoled her. Chrysalis spoke softly to the filly, reassuring her with the care and tenderness of a mother… and only now did Cadance realize how right she was in that comparison. Chrysalis had once felt a mother’s love for her many, many children, and she had suffered greatly for it. No wonder she didn’t allow herself to feel that way anymore… at least not with her own offspring.

“I’m about to do something neither you or I are prepared for, but please do not stab me in the eye with that blunt horn of yours.”

What is she… Cadance tensed as a long crooked leg draped itself across her back, the changeling chitin surprisingly warm to the touch. Shocked out of her funk, she slowly sat up, gaping at the mare who was awkwardly hugging her. It was clear Chrysalis didn’t want to do it, but still she embraced Cadance with one hoof, the other holding a snot-nosed Flurry Heart. The filly seemed exhausted and confused, her eyes fluttering drowsily.

“W… what are you doing?” Cadance stammered.

“I would have thought it was evident.” Chrysalis snarked. “I am offering you a hug. Isn’t that the miracle remedy for you ponies? Now cease your useless wailing before I lose patience.”

Cadance blinked heavily, a new kind of wetness filling her eyes, much to Chrysalis’ displeasure. She leaned into the hug, her tears flowing anew. “Thank you.”

“No, don’t you dare… aaand you did.” Chrysalis groaned as Cadance hugged her back. A full frontal hug too! The changeling clumsily patted her back, completely out of her element. “There there?”

After a long moment of silent hugging —during which Chrysalis audibly became more and more aggravated— Cadance finally took a step back, sniffling just a little. She had wanted to understand the changeling, and now she felt like she did, at least a little. Celestia had once said that no pony was ever born a villain, that the worst baddies had all suffered greatly to become so twisted… and it seemed Chrysalis was no exception.

Of course, Celestia had also added that a tragic past didn’t excuse a villain’s misdeeds, and it didn’t necessarily mean they were capable of turning away from a life of evil. It all depended on them, and them alone.

“Are you done.” Chrysalis deadpanned. She eyed her green mane with naked distaste, the wispy hair damp with Cadance’s tears. She used her pink apron to dry her hair, leaving her lower body exposed. “Please tell me you are done, if Twilight arrives and finds you in such a deplorable state, she is sure to blame me for it.”

Cadance would have pointed out that it was her fault, but she was too distracted by something else. Something huge, something mind blowing, something green and round. She stared with wide eyes at Chrysalis’ belly, only now noticing the swelling on the green part of her carapace, previously hidden by the table and apron. She floundered for a few moments, her brain trying very hard not to come to the obvious conclusion.

“You… you’re…” She pointed a shaky hoof at Chrysalis’ midsection, stammering in shock.

“What? Have you found another excuse to burst into tears?”

“No… your stomach… it’s…”

Chrysalis perked up, her wicked smile returning. “Oh? Didn’t Twilight tell you the good news?” She purred playfully. “You’re going to be an aunt.” The changeling turned, displaying her side. “Many, many times over.”

Cadance barely heard the changeling’s taunt, her eyes wide and mouth open. Not only was Chrysalis’ belly swollen like a mare a few months along her pregnancy, but it had also become transparent. And through the green translucent chitin, Cadance could see the dozens of little eggs filling the changeling’s belly. The eggs themselves were see-through, and she had a perfect view of the cute little larvae wiggling inside.

“H-how… What...”

Chrysalis chuckled at that. “Well you see, when a horny changeling queen and a nerdy alicorn princess love each other very, very much…”

“But… you’re both mares…” Cadance stammered, her head swimming in confusion. “Whose… whose foals are these?”

“The term is ‘brood’,” Chrysalis corrected, “and I have to confess I lied earlier, about not saving Shining’s seed.” She looked Cadance right in the eyes. “These are his.”

“WHAT!”

“Shhh, you’ll wake the little one!” Chrysalis shushed her gleefully, somehow still holding on to a now sleeping Flurry Heart as she shook with repressed laughter. “You can stop hyperventilating, these aren’t Shining’s. Why don’t you have a closer look, you’ll understand.”

Too confused to refuse, Cadance took a few careful steps closer, her head lowering towards Chrysalis’ belly. From up close she could see the broodlings squirming inside their shells, their little front hooves kicking cutely like normal foals did. She was starting to think the changeling was messing with her, when one of them opened its glowing eyes for a few seconds. Its glowing lavender eyes. Even through the green tint of his egg and Chrysalis belly, Cadance recognized that shade of purple.

“No… That’s impossible...”

“Keep looking.” Chrysalis chuckled.

Cadance was about to ask what the changeling meant, when another changeling foal blinked its eyes open, giving her a good look at his azure gaze. Cadance kept watching, spellbound, counting the instances of flashes of lavender and blue. It seemed that the lavender eyed changelings outnumbered the blue at least five to one, but she wasn’t any closer to understanding what it meant.

“What the hay...”

“Well, it’s a funny story really.” Chrysalis grinned. “Do you want me to tell you? It’s not as drab and depressing as my last tale, I swear.”

After just a moment of indecision, Cadance nodded, the emotional whiplash leaving her groggy and numb. Chrysalis grinned a worrying smile, and her horn flared to life. A floating green orb materialized between them, swirling colors appearing inside. The changeling gave Flurry Heart a glance, making sure the filly was fast asleep, then she began her tale.

“It all started about three weeks ago, after a visit to Applejack’s farm…”

How to Tame a Changeling Queen

by RetiredAccount

Prologue: A Bride in Black

Chapter 1: Wedding Night Jitters

Chapter 2: What Are Friends For

Chapter 3: Twilight's First (clop)

Chapter 4: Bitter Coffee, Sweet Treats

Chapter 5: Unicorn Wrangling

Chapter 6: Rarity's Concerto (clop)

Chapter 7: Honey, Can We Keep Her?

Chapter 8: All Is Fair In Love And Friendship

Chapter 9: Asking A Tiger To Change Its Stripes

Chapter 10: Twilight's Second First (clop)

Chapter 11: An Honest Heart To Heart

Chapter 12: Family Love