Chapter 1
“... Well, this is just great…”
Sunburst winced strongly when he heard how sarcastically bitter the changeling’s tone of voice sounded. It had only been twenty minutes at most, but the stallion had already built himself a makeshift bench out of some rock fragments so he wouldn’t have to sit on the cold ground. During that time, Sunburst heard the constant groans and strained yelps that came from the cave’s only other occupant. Even though he considered trying to help out himself, just a single glance back at that mountainous wall of rocks was enough for him to know his assistance would be useless.
“UGH!!” With a final hard kick against that pile of boulders, the dark green changeling finally relented with a pained grimace on his face. He was scowling lividly by the time he finally walked away from the rock pile, sporting a slight limp due to how much strain he placed in his hind-legs with those kicks. He may have had a functional horn to use his magic -- as well as a massive pair of moose-like antlers for additional stability -- but after dealing with that cave-in unsuccessfully for so long, all he could do was hang his head while walking away tiredly. “Jeeze… All those years spent in training and recon missions, and I can’t even move some stupid rocks…”
Sunburst, who was trying to distract himself with a magazine in his saddlebags, sighed sympathetically as he looked up from his reading. Due to how severe the cave-in was, the unicorn had to keep his horn lit so that either of them could see a single thing. But alas, due to neither of them knowing how long they would be stuck in the cavern, the stallion tried to use his magic as sparingly as possible to avoid fatigue. “Honestly, Pharynx,” he said with a brief shrug while addressing the General, “I doubt even Princess Twilight could move that wall of rocks by herself. If anything, you should just try to conserve your energy and avoid getting hurt.”
“Urrrghhhh…” Pharynx gritted his fangs, and glared back at that cave-in like it just insulted his mother. Even though he knew that Sunburst was ultimately right, the idea of sitting still when he could be doing something was leaving his wings to buzz angrily against his chitinous back. However, the changeling was also aware that after only twenty minutes of rock-kicking and screaming through the pile, he was already sweating as badly as a fillyphile at a little league game. Meanwhile, the only pony who had gotten trapped was looking fairly casual in his homemade bench, which prompted Pharynx to reluctantly sigh in relent. “Well… Okay, fine…”
The changeling begrudgingly walked back towards Sunburst, while the stallion scooted himself over so Pharynx could sit beside him. Even though he felt like a doofus for accepting a seat during a cave-in, the General’s legs were aching too badly to really complain. Instead, Pharynx sat himself down while glaring at the cave-in, silently cursing it for ruining his daily schedule. Meanwhile, Sunburst glanced up from his magazine to peer at the wall of rocks as well, his head tilting in recollection of what had happened.
“Heh…” Sunburst couldn’t help huffing with an amused, albeit nervous-looking smile on his muzzle. He used a free hoof to aimlessly tug at his goatee while talking to himself. “I’ve probably been in more caves in the past year than I have my entire life. Canterlot, the Crystal Empire, Maud’s place… I honestly thought I would be past worrying about cave-ins, you know?”
Sunburst tried to give a smile up to Pharynx, but the changeling continued to stare at that rock wall with a pissed-off scowl. The pony eventually looked away from him, trying not to cringe from the awkwardness he was feeling. Fortunately, the silence only lasted a few seconds before Pharynx closed his eyes with a brief groan. “Ugh… Well, these cave structures were a lot less solid back when Chrysalis was in rule. Back then, most of these walls were more like petrified nests than actual stone. I’m pretty sure even Fluttershy could’ve punched through some of them.”
Sunburst’s brows rose up past his bifocals, and he glanced back at Pharynx with a faint smirk. “Really now?” he asked curiously enough, before shrugging his shoulders to add, “Honestly, I wouldn’t be surprised. I’ve seen the Elements fight before, and I know she can handle herself just as well as the others.”
“Yeah, I know that too,” retorted Pharynx, who turned his head away from the stallion to conceal his conflicted look. “I mean, I literally fought them myself back in Canterlot, remember?”
“Oh… Oh!” Sunburst quickly nodded before averting his eyes from Pharynx too. He was thankful to have been outside of Canterlot when the Wedding Invasion took place; but at the same time, he had learned enough about the events from Twilight Sparkle (as well as the drunken admissions from Starlight Glimmer one night) to understand how disastrous the event really was. Not wanting to ruin any conversation due to past trauma, Sunburst quickly cleared his throat and tried to ask, “S-So the caverns actually changed molecular structure after the reformation? I… I wouldn’t have thought such a thing would occur.”
“Well, most of the nests that made up Chrysalis’ hive were made by her underlings,” noted Pharynx, who kept his sights away from Sunburst while explaining the details. “As soon as her magic was wiped from the structure, so were the chemical compounds that made up the remains in the hive. Since they were no longer organic matter, they hardened to stone while we were all readjusting to these new bodies.” The General held up one of his olive-green hooves, his muzzle skewing the tiniest bit as he huffed silently to himself.
“Hmmm…” Sunburst noticed the changeling’s look of contemplation, but didn’t say anything about it while right beside him. Despite knowing that the changelings needed to evolve from their former scavenger biologies, Sunburst could only imagine how difficult it had to have been to completely change one’s culture after their previous leader was dissipated in an instant. And considering how loyal Pharynx was to the original hive, Sunburst really didn’t want to ask anything that could earn him a murderous scowl or a black eye.
“And before you ask,” added Pharynx more sternly with a glance back at Sunburst, “no, I don’t know why that’s the case. I might’ve graduated at the top of my class, but I wasn’t in the science division when I got it. You would have to ask someone in the research and study department.”
“Y-Yeah, don’t worry,” said Sunburst with a hoof raised insistently. “I already talked with a couple of the scientists when I arrived yesterday. Thorax did a great job showing me around for my book research.”
“Well, that’s nice, I suppose…” Pharynx didn’t exactly have the most chipper mood, but Sunburst didn’t hear any animosity against Thorax himself. However, the moment he glanced back at that wall of rubble, Pharynx shook his head while muttering under his breath, “I really wish he actually checked the stability of these new caverns, but whatever…”
Sunburst’s ears dropped down to the sides of his head. He tried not to give much attention to himself while the changeling was so upset, but he felt compelled to say with an uneasy shrug, “I mean… I was technically the one to lift that rock away in the first place…”
The stallion looked down at his hooves during that awkward pause, not wanting to continue speaking about the incident during their predicament. All that he tried to do was pull away a seemingly harmless stone fragment for analysis, only for it to end up being a core piece to keep the cave’s opening intact. Sunburst was worried that Pharynx would beat him senseless after the two got trapped, which was the biggest reason why he tried to keep his distance after the initial collapse. But much to the pony’s surprise, only a moment passed before Pharynx’s expression softened with a sigh. “Hey, don’t be like that,” he said genuinely back to the stallion in question. “I wouldn’t have thought that tiny piece of rock was holding up this place either. If anything, I’m just glad nopony got hurt or killed from it.”
Sunburst nodded his head silently, but kept his muzzle shut due to his discomfort. Even though he knew that Pharynx was ultimately right, it was still weird to think the changeling upset at him for the accident in the first place. “Wait, really?” he asked blankly after pulling his head back up. “I-I mean, thank you for telling me that. I’m just, uhhh… kinda surprised, that’s all.”
“Psh.” Pharynx rolled his insectoid eyes, but didn’t try to scoff too openly to Sunburst’s response. “Well, it’s not like this cavern should've been used in the first place! I tried to warn Thorax about doing some stability checks, and he was all like, ‘Oh, you get all paranoid about everything!’ And that led to a huge fight, and well…”
The General didn’t finish his statement, and instead motioned his hooves outward to emphasize the pile of boulders before them. After a brief shrug, Sunburst smirked a little wider and said to Pharynx, “Well, at least you can hold this over this head the next time he tries to claim that.”
Pharynx actually smiled with a cheerful cackle in response to that. “Oh, I definitely am!” he said while nodding his head. “I swear, after all the times he brought up Chrysalis in arguments, he deserves a little payback.”
“Yeah, that seems about fair…” After chuckling a little alongside Pharynx, Sunburst blinked a couple times with a more confused expression. He looked back at the changeling to ask, “Wait, does he actually do that? That seems a little mean-spirited.”
“Yeah, well…” Pharynx’s smile was quick to disappear, and was replaced with a more remorseful scowl he pointed away from the pony. “... Back when he tried to tell the Hive about his experiences in the Crystal Empire, he was... basically disowned by everyone. And… I was one of the first...”
Pharynx hung his head while scratching the back of his neck, choosing to avoid the wide-eyed stare Sunburst was giving him. He then closed his eyes before exhaling sharply, and added, “And in my defense, I will fully admit I was giving Chrysalis too much credit for her achievements. I mean, I knew how bad things were going, but I was always well-fed and respected by her. The only reason I stuck around for so long was because I thought she was helping us. I know better nowadays, but still, uhhh… yeah.”
Sunburst could only nod his head reluctantly, not needing to ask for any further details regarding Pharynx’s past. The pony had only been in the Changeling Kingdom for a few days, but he had already seen a few bickering matches between Pharynx and his brother Thorax in close quarters. While he already knew that the two had enough history to warrant some conflicts, it was still impressive that they were able to make amends for the sake of their nation. But alas, after hearing the tone of remorse in Pharynx’s voice, Sunburst tilted his head while trying to say, “Hey, ummm… Just so you know, Starlight and I have talked with Thorax before in private. And… I can honestly say that he never said anything bad about you.”
That statement prompted Pharynx to glance back at Sunburst with a surprised look. “Wait, seriously?” he asked confoundedly. “Like… not even about how I used to act?”
“Well, that may have been brought up a couple times,” Sunburst admitted with a sheepish chuckle. “But at the same time, he always made it clear that he understood how dedicated you were to the Hive and its citizens. He said that was the biggest reason he refused to demote you after becoming King.”
Pharynx stared at the stallion wide-eyed for a moment, needing to blink a couple times while processing that detail. He slowly looked away from the stallion, and began to speak in a faint mutter to himself. “Huh… Wow, I wouldn’t have thought he had the authority to--Wait a minute, who in Tartarus wanted to DEMOTE me?!?”
As soon as the changeling belted out that question in an enraged yelp, Sunburst nearly hopped off the bench to avoid any involuntary swings. Fortunately, all that the General did was shoot the pony a warning glare in wait for a response. Sunburst instantly looked frazzled by Pharynx’s unwavering stare, and he threw his hooves up to shout flusteredly, “I-It was just a formality suggested by Celestia and Luna! I-I-I mean… you did work pretty close with Chrysalis, remember? Lots of ponies were worried you’d pull a Discord or something!”
“Ugh!” Pharynx looked downright offended by that assumption, and rolled his eyes with a heavy scowl. “Oh, that’s just lovely!” he shouted sarcastically. “Jeeze, it wasn’t like I was the one who took over Canterlot! I was just following orders!”
Sunburst gave a very strong wince the moment he heard Pharynx say that. “Uhhhh… I’m pretty sure that excuse won’t get you many sympathizers.”
“Yeah, I know,” said Pharynx with another eyeroll. “Like, I get why I’d be questioned and all. Heck, I’d probably make that suggestion myself. But for crying out loud, even I knew that Chrysalis was nuttier than squirrel shit! I just didn’t want to bite the hoof that fed me.”
“Hey, that’s totally fair,” assured Sunburst with a hoof still raised. After thinking it over for a second, he gave another amused huff and said, “Trust me, I know what it’s like to not wanna rock the boat. You met my Mother, remember?”
Given how upset Pharynx looked earlier, it was strangely relieving to see him give a genuine laugh to that response. “Oh, goddess, yeah!” It wasn’t clear if Sunburst’s statement was genuinely that funny, or if Pharynx just needed a distraction from their wait for rescue. But whichever reason it was, the stallion wasn’t one to judge when Pharynx asked him, “Yeah, you mean Stellar Flare, right? I remember talking with her after we helped fight the Legion of Doom.”
“Mmhmm, that’s the one,” he said with a more natural smile. “I gotta say, it’s weird knowing she actually talked with you guys.”
“Hey, she was actually great!” said Pharynx while shrugging more cheerfully. “I remember Thorax got a lot of tips from her in regards to city planning and setting up councils for the Changeling Kingdom. She also told us…”
During that pause, Pharynx hopped off the makeshift bench while sporting a devilish-looking grin. With a quick flash of his magic, a gust of green flames enveloped the changeling’s body, and caused Sunburst to yelp with a jolt from his seat. In less than a second, Pharynx used his magic to morph his form into the specific mare they were discussing. Much to Sunburst’s shock, an exact replica of the orange mare was standing right before him with a smug-looking smirk.
“Now, before I head back to Sire’s Hollow,” began the mimic of Stellar Flare, whose voice was exactly the same as Sunburst’s real-life mom. “I was hoping that you two could give me some insight on my son’s, errr… Dating situation~”
“Wait, what?!” shouted Sunburst, who quickly jumped out of the bench with a mortified look on his face. Unfortunately, Pharynx kept going as he recited what the mare had told him back then.
“Now, I don’t want to make any assumptions about changeling abilities and whatnot, but I was curious… Is there any way to sense a pony’s orientation with your magic?~” The fake Stellar shot her son a faux-concerned expression, most likely due to how entertained Pharynx was getting. Meanwhile, Sunburst’s jaw nearly dropped to the floor while hearing the words coming out of “her” mouth. “I mean, I would love my son no matter who he chose to court, but I just wanted to make sure I wasn’t wasting my time recommending mares for him, you know?”
“Woooowwwwww!” Sunburst had to walk away from the copy of his Mother, who couldn’t help giggling after seeing the pony’s reaction. “Please, please don’t tell me she actually did that!”
“Sorry, Sunburst,” said the fake Stellar, who kept speaking in her voice despite breaking the charade. “Although you gotta admit, it was nice of her to clarify she isn’t hompohobic. At least you know she loves you unconditionally.”
Now it was Sunburst’s turn to groan with an annoyed look on his face. “Ugh… It’s not that she doesn’t know my orientation,” he grumbled bitterly in response. “It’s just that she can’t get it through her head that I’m Bi.”
Sunburst picked up the magazine he had left on the bench, and showed the front cover for Pharynx to read its title: ‘Equestrian LGBT Monthly’. Pharynx’s brows raised up in surprise, clearly left unaware of such a detail regarding Sunburst. “Oh, ummm…” With another flash of his green flames, Pharynx reverted back to his normal form. “She didn’t mention that.”
“No, of course not,” he muttered before tossing the magazine back to the bench. “I swear, for a woman who bragged about getting in the Dean’s List at her college, she really can’t seem to process the idea of me liking more than one gender!”
Pharynx merely shrugged before pointing out, “Well, maybe she just thinks it’s a ‘Phase’ or something. Not that I agree with that notion!”
Due to how quickly Sunburst was about glare at him, Pharynx made sure to add that second part very insistently. “Dude, come on!” he added after seeing Sunburst’s eyes narrowing on him. “I lived my whole life in a society where we can sense attraction and emotions from others! Changelings may be a lot of things, but we’re not ignorant.”
Sunburst quickly sighed and waved his hoof apologetically. “Yeah, sorry,” he admitted with a light blush, even though he was still scowling underneath. “It’s just irritating for her to treat it like that.”
Pharynx breathed out through his nostrils while rolling his eyes, not giving any argument against Sunburst’s point. Instead, the changeling took a second before saying, “Well… Just so you know, the whole ‘Gay or Straight’ thing is kinda bullshit anyway. Most ponies have at least some level of attraction opposite of their orientation. So if anything, being Bi is more normal than anything else.”
“Ohmigosh, thank you!” Sunburst was wide-eyed in shock, but still had a relieved smile while pointing a hoof at the General. “I am so glad you agree with me on that!”
“Honestly, I’d be surprised if you found a changeling who saw it differently.” Despite the fact that the two were still trapped under literal tons of rubble, Pharynx seemed distracted enough from that threat to smile back at Sunburst. “Seriously though, I likely would’ve guessed you were Bi anyway. I sensed a few emotions from you around my brother and Starlight that matched quite a bit~”
“NNGH!” Sunburst jolted back with his eyes bulging from his skull. Meanwhile, Pharynx just snickered like a little kid who heard their parents say a swear word. The stallion scowled in embarrassment while keeping his muzzle pointed to the ground. “I-I wasn’t! That was… That wasn’t physical attraction, and you know it!”
“Oh, I don’t?~” Pharynx raised his brows to shoot a rather amused stare back at the flustered unicorn. “You’re going to say a changeling can’t catch feelings of attraction? That would be like if I claimed you didn’t know how to run a school.”
“I wasn’t implying that, Pharynx!” Sunburst didn’t want to snap in front of a General, but that retort was more than enough to make him try and clarify his statement. “I just meant that I wasn’t trying to flirt with them or anything! Seriously, I’m taking this book research very seriously!”
“And what is the book about?” asked Pharynx, who tilted his head with intrigue. “Because I don’t believe you brought that up to me.”
“Oh, well ummmm…” Sunburst ended up glancing away from Pharynx with a more embarrassed blush, and shrugged his shoulders sheepishly. “I was mostly trying to learn about how… how well changelings can sense arousal from others. Which I know is different from attraction or love,” he was quick to clarify, “but still, I… I was hoping to learn those details for a romance novel I was working on.”
“Wait, a romance novel?” Pharynx looked the stallion up and down for a moment. “Huh… And here I was thinking you were doing scientific research or something.”
“Hey, at least I’m not writing porn!” After making that point, Sunburst waited a few seconds before adding hesitantly, “I mean… The money would probably be better, but I work in a school now, so…”
“Yeah, yeah, I get it.” Despite the stallion’s shameful look, Pharynx was still smiling with a more curious expression. “And… you were needing to clarify if changelings can sense arousal?”
“Well, the romantic interest is a changeling. I had an idea that he would sense the protagonist getting a boner from across the room or something.”
“Oh, jeeze!” Pharynx shook his head, and looked down to his hooves while chuckling. “Yeah, it doesn’t work that well, Sunburst,” he clarified with a cavalier tone. “Although…”
Pharynx shot a glance back at that unmoved pile of rocks over the cave exit, which he hadn’t been able to budge an inch since the cave-in. He was sure that Thorax already had an army of changelings outside to help dig them out, but only time could tell how long that could take. And despite knowing he could’ve possibly found a means of escape himself, he wasn’t going to leave a lone stallion completely by himself in these unstable caves. So after reassessing their situation, and noting that they would likely be here for hours, one of the changeling’s brows rose up when he turned back to Sunburst with a smirk.
“I might have an idea for something unique to include in your changeling story.” Sunburst was caught by surprise, and stood blankly while Pharynx walked up towards him. “But I gotta warn you, it’s something I can’t just explain through words. The magic needs to be felt to understand, you know?”
“Oh, uhhh…” Sunburst’s cheeks began to blush a little, but he was still able to nod his head upon hearing Pharynx’s insistence. “Well, I mean… I was already meaning to learn these things, so I’m not worried at all.”
“Perfect~” Due to the isolated space they were in, Pharynx only needed one last glance around the cavern before smirking to himself. But as soon as he looked back at the pony, he made sure to ask, “And just before I do anything, I kinda need your consent for this since it’s related to, uhhh… arousal.”
Even though the stallion’s blush grew heavier, only a couple seconds passed before he meekly nodded again. “Ummm… W-Well, I…” Sunburst looked the changeling up and down for a second, and gulped nervously. “I, uhhh… I can’t think of anything better to do right now, so… Y-Yes, I consent.”
Sunburst made sure to give Pharynx an affirming smile after his agreement, mostly so the General wouldn’t think he was coaxing the pony too forcefully. Fortunately, Pharynx was already grinning as soon as he heard those last three words. “That’s all I needed to hear. Thank you~”
Pharynx lit up his horn brightly, which illuminated the caverns far greater than Sunburst’s golden aura. The changeling’s magic carried a near-bioluminescent green, similar to the color of his flames during transformation. Both the green horn atop his head, as well as the dark red antlers protruding beside his ears, lit up brightly enough to make Sunburst wince and avert his eyes. Meanwhile, the changeling’s smirk grew even more mischievous while narrowing his eyes on him. “Now,” he began in a more informative tone of voice, “even though changelings technically are able to sense arousal from ponies, it’s not nearly as prevalent as you were thinking for that book. We can’t sense a pony getting aroused from across a crowded room. However…”
That was when Pharynx lowered his head, pointing his horn and antlers straight at the stallion. “Changelings can certainly get a pony pent up without even touching them~”
“Wait, wha--NNNGHHH!!” Before Sunburst could finish his baffled response, his entire body locked up intensely from the green aura that wrapped around him. Pharynx didn’t move an inch from his position, and kept his horn brightly lit while enveloping Sunburst in his magic. The pony looked like he was about to be levitated off the ground, but his hooves never lifted up from the stone below. Instead, Pharynx narrowed his eyes to heighten his focus, and directed that bright green aura to slowly move up the length of Sunburst’s legs.
“Aaaahhhh… AHHH!!~” Sunburst clenched his eyes shut the moment he felt that alluring aura encompassing more around his backside with a tingly warmth. Unlike unicorn magic, which didn’t really carry much sensory feel in a direct sense, Sunburst felt like Pharynx’s changeling abilities were able to concentrate that aura well enough to brush against his fur. Not to mention, that magic was also able to rub across more… sensitive regions of Sunburst’s body like he was being petted by a gentle claw.
“Yeah, I’ve seen that reaction before~” Pharynx chuckled with a delighted grin while keeping himself focused. As that aura grew brighter around Sunburst’s body, and also became smaller to focus around the pony’s backside, the changeling tried to explain, “Just so you know, that magic you feel isn’t from my aura. The magic is actually activating the sensors of your nerves remotely, so it only feels like you’re being touched. It’s similar to the sensations an amputee might feel from a missing limb. You might think you feel me rubbing you, but it’s technically all in your head~”
“Hmm?” Sunburst reopened his eyes, but they remained half-lidded and strained when he tried to glance back at his rump. His brows raised when he saw how thick and concentrated the changeling’s aura looked against him; but upon closer inspection, Sunburst was shocked to see that the magic wasn’t even moving his fur. Even though it felt like he was being petted, he could see that he technically wasn’t being touched at all. “WHOA! That’s amaz--MMMMMGHHH!!”
Pharynx let out a more demented chuckle after interrupting Sunburst’s statement, right as his aura slipped between the pony’s fidgeting legs. Sunburst threw his head back with a sudden jolt, and his entire body could be seen quivering while stifling a brief moan. As the pony’s eyes clenched tightly shut again, his hooves tried to dig into the ground in response to the titillation that instantly swept through his system. More specifically, Sunburst had to struggle to stay on all fours while feeling a particularly intense tingling sensation right around his sheath.
“Yeeaaahhhh, that’s right,” cooed Pharynx, whose grin became much more seductive while watching Sunburst squirming before him. “Once again, I’m still not touching you. But with the level of magic circling around your crotch, you probably feel like you’re being groped, right?~”
“Unnfff!” Sunburst was barely able to speak while his muzzle was so tightly pursed, but he was able to nod his head somewhat affirmatively to that question. Between his heated groans and spasms, the stallion certainly felt like something physical was grinding up against his sheathe to make it stir to life between his legs. Even though he knew that nothing actually was touching him, he was left deeply blushed while twitching from every magical pulsation. “Ho… H-Holy… Nnnghhh!!~”
Pharynx continued to stare the stallion down studiously, and smirked with confidence when he saw the head of Sunburst’s cock emerging from that swelling sheathe. In just a matter of seconds, the changeling’s aura proved to be tantalizing enough to make Sunburst grow fully erect. The pony’s marbled length was surprisingly well-endowed, sporting a thick girth while growing to just under ten inches in length. Sunburst’s balls could be seen hanging a little lower as he grew rock-hard, and they dangled enticingly with every involuntary spasm of his legs. And even when that thick cock began to repeatedly smack against the underside of Sunburst’s barrel, Pharynx’s horn and antlers remained brightly lit to keep the magic flowing.
“Ho… H-Holy FUCK!” As soon as that expletive came out of the pony’s mouth, the front half of his body collapsed to the floor due to how badly his forelegs were buckling. He tried to groan out in an attempt to collect himself, but his muzzle grimaced tightly when he overheard Pharynx’s entertained giggling. Meanwhile, the stallion’s hind-legs tried to remain rigid while holding up his backside, even though his knees were wobbling at an alarming rate. And right between them, Sunburst’s cock was already beginning to spasm due to the tantalizing pleasures it was enduring under that changeling aura.
“I gotta say,” remarked Pharynx with a tilt of his head, “it’s really nice being able to do this spell with a pony who’s aware of it happening. Most of the time I just do this for pranks or revenge.”
Sunburst’s eyes shot wide-open, and he gawked up at the changeling before blurting, “W-Was that why Shining Armor jizzed himself at that party last year?!”
Pharynx tried not to laugh while clasping a hoof over his muzzle. His magic finally dissipated a little as he leered away from the compromised stallion, and let out a couple of muffled chuckles through his hoof. As soon as he was able to recollect himself, Pharynx’s horn reignited to leave Sunburst squirming again. “O-Okay, I… I only did that as a dare, alright? Thorax tried to claim I wouldn’t do anything stupid without getting caught, so I proved him wrong. Plus, I heard how Shining treated him during all that Spike stuff, so it seemed only fair.”
Sunburst had a fairly conflicted look on his face, although it was hard to see through his aroused blush. Even though he was just as guilty about that day as anypony else in the Crystal Empire (and for very justified reasons, even in retrospect), Sunburst couldn’t blame the General for wanting to “avenge” his brother. He looked like he wanted to say something about Pharynx’s actions, the only thing to come out of his muzzle was a heftier moan the moment he parted his lips. “AAAHHH!!~”
Pharynx’s grin grew more confident the more he watched the pony writhing in titillation before his hooves. Since Sunburst was willing to show consent for such a unique experience, the changeling didn’t try to think too hard about how far he could go. Not to mention, the more he was able to see the stallion’s surprisingly large cock, Pharynx’s head tilted with a more curious expression. “Hmmm… So, quick question,” he asked while trying to catch the pony’s attention. “Do you happen to have anything useful in that saddlebag?”
“Nnnnghh!!” Sunburst’s eyes were still clenched shut, but he tried his hardest to lift up one of his hooves to point back at the bench. Right beside the arranged pile of rocks was the stallion’s saddlebag, with an engraving of his cutie mark over the front flap. “I… I-I happen to have some… c-condoms in my bag… and lube…”
“Ooh! How convenient!” Since Pharynx was preoccupied with his magic, he had to walk to the bench and pick up the bag with his hoof. He was quick to find the items Sunburst mentioned, and he glanced back at him with a cheekier grin. “So, what’s the deal with the condoms, bud? Were you planning to get some changeling tail while you were here?~”
Sunburst had to let out a faint, shuddering breath before he could find it in him to lift his head. Since his cock was still throbbing hard from the changeling’s magic, with a couple thick droplets of his precum already trickling down the underside of his length, Sunburst needed a moment before groaning out, “I… I have a… f-friends with benefits relationship with Starlight, okay?!”
Pharynx’s eyes shot wide open, not expecting to hear that kind of admission from the pony. Even though he certainly sensed some strong feelings between both of them, he had to blink a couple times due to his surprise. “Ohhhhh… that actually explains why your auras felt so different.”
“Y-Yeah,” muttered Sunburst while his hips tried not to thrust into the air. “B...both of us keep it secret… d-due to our careers…”
Pharynx nodded his head silently, understanding that a Headmare and Vice Headmare would likely be judged harshly for sleeping together. Even though he was continuing to tantalize Sunburst without mercy, the changeling made sure to put up a hoof and say sincerely, “Don’t worry, I promise I won’t tell anyone about that. What you and Starlight do is purely private.”
“Th… T-Thank you…” Sunburst was still grimacing, but that promise was comforting enough to make him grow a shaky smile. Of course, since the first drops of his pre were already dribbling to the ground between his hooves, and a lot more was slowly trickling down his throbbing shaft, the pony couldn’t stop moaning between his strained breaths. All that Sunburst could do was writhe on the ground with his nerves tingling endlessly, and his cock growing more needy for some proper attention.
“Unnfffff…” Pharynx may have still been standing, but it was clear that the stallion’s overwhelmed state was leaving an impact on the changeling as well. The General had to bite his bottom lip to keep from groaning too audibly. However, due to how much his hind-legs were beginning to twitch, it would’ve been obvious he was getting pent up if Sunburst was able to keep attention. But with the stallion left completely lost to the pleasures ruminating around his backside, Pharynx’s long, slender cock was left unnoticed as it protruded from its sheath, and dangled between his legs with every step he took. “Man, it’s been a while since I got a guy this riled-up~”
Sunburst could barely hear that strained statement from the changeling above him, but he still tried to moan out weakly to catch his attention. He wasn’t able to lift himself up just yet, and could only hope his titillated state would alter in some way soon enough. Fortunately though, the very moment he was able to reopen his eyes, Sunburst gasped when he saw Pharynx standing right over him; more specifically though, he was able to get an up-close view of the changeling’s long, strangely exotic-looking member that resembled something akin to a deer’s.
“So, are we gonna do this or what?” Pharynx may have been getting as riled-up as the pony, but his grin was still determined while holding up the bottle of lube in his free hoof. He made sure to perk his brows for emphasis, before adding, “Because I’m more than fine with whatever you’re into~”
Sunburst’s eyes widened immensely, with the pupils repeatedly darting between the changeling’s face and the cock pointing right at him. Despite how difficult it was to sort his thoughts while his cock continued to throb direly, Sunburst eventually shuddered with an antsy smile growing across his muzzle. “Nnnghhh… Y-You mean…”
Pharynx didn’t even wait for the pony to finish his question before nodding back with a smirk of his own. “What can I say?” he said while shrugging casually. “I’ve had plenty of experiences, so I know what gets me off. And Prostate Stimulation is definitely one of them~”
“Nnnnffff!!” As soon as he heard that titillating detail, Sunburst used whatever composure he had to pull his head up from the ground. The stallion struggled to get back on his hooves, with his legs fidgeting from every hard throb his cock made beneath his barrel. But at the same time, Sunburst’s grin was just as curiously wide as the changeling standing before him. “And… y-you wouldn’t be breaking any protocol by having sex with a civilian, Officer?~”
Pharynx shot the pony a coy smirk, before lunging his head in to answer Sunburst’s question without words. The pony’s eyes shot wide-open, and he could barely even gasp before Pharynx’s muzzle locked against his own. The very moment their lips met for a deep kiss, Pharynx pushed in to take charge, and quickly emphasized his well-tuned experience with men. Sunburst was left completely frozen in the changeling’s grip, but his eyes soon rolled back before he let out a blissful moan into his mouth. By the time the stallion’s eyes finally closed, and his hips began to fidget to make mini-thrusts and drip more pre between his legs, the two were fully indulging in the moment by holding each other close for that impromptu makeout session.
“Aaahhh~” Sunburst only pulled back for a second to breathe, but was quick to push back in and reciprocate the General’s passionate kissing. Their tongues eventually came into play, with Sunburst showing a lot of enthusiasm by exploring the inside of the changeling’s drooling maw. Pharynx didn’t seem to mind the pony’s curiosity in the slightest, mostly since his own reptilian tongue continued to slide in between Suburst’s lips. The changeling’s horn and antlers eventually stopped their luminescence, as it was evident he already got the stallion as pent-up as he would’ve preferred.
“Mmmmm…” After almost two minutes of sloppily making out with one another, Pharynx was the first to pull back from Sunburst’s lips with a wet pop. The General shot a sultry grin back at him, and tilted his head with intrigue. “So… If you were the protagonist in that little ‘novel’ of yours, what would you wanna do with a changeling like me?~”
That question caused Sunburst to shudder with a near growling groan through his elated grin. He instantly went back in for another deep kiss, taking the reins from Pharynx while he was left with his eyes wide-open in surprise. But unlike their first kiss, Sunburst only let it last for a few seconds before pulling back with a dominant grin. His eyes narrowed intensely on Pharynx, and he licked his lips before saying with confidence, “Turn that sexy ass around and bend over~”
Despite how quickly Pharynx’s brows flagged up in shock, it was accompanied with a titillated grin that left him shuddering hard. “Nnnfff~ I was hoping you would say that.”
The changeling didn’t even hesitate after getting the pony so rearing to go, and quickly went back to the makeshift bench. His horn lit up again, but only to uncap the bottle of lubricant that was floating in his aura. He braced himself over the seat of the bench, and leaned against his forelegs while his rear was pointed right back at Sunburst. Pharynx looked back at him with a lustful grin, and casually lifted up his tail to reveal the petite little pucker just underneath. “You want the condoms too? All military changelings are regularly tested to stay on payroll, and I doubt you can get me pregnant, so it’s up to you.”
Sunburst blushed tremendously, with his eyes glancing down at that prime little tailhole that was sitting in wait. Even though the idea of going into Pharynx raw sounded very tempting, the stallion sighed before lighting up his horn. He floated the box of condoms towards him, which Pharynx accepted with a brief shrug. As the unicorn fidgeted with getting the prophylactic wrapped around his endowment, Pharynx used that time to apply the lubricant with his magic.
“Honestly, that’s a smart move,” noted the changeling while keeping his face pointed away from Sunburst. He gasped a little while rubbing the cold gel against the outside of his hole, causing the ring to pucker tightly for a moment. “Nnnff! I, uhhhh… I hope Starlight won’t get suspicious if she sees a missing condom in the box.”
“Nah, it’s cool,” assured Sunburst, who had a much simpler time getting his condom on than expected. “Starlight and I have an open arrangement, and I doubt she’d get upset by me doing this. Plus, I use condoms for masturbation, so she likely wouldn’t even know.”
“Well, it’s nice that you two have such a--Wait a minute!” Pharynx looked back at Sunburst with a weirded-out expression. “You use condoms to jerk off? Why?!”
“Because the ribbed latex helps me last longer, and it makes cleanup way easier.” Sunburst didn’t show any shame with that response, and stood in wait while his thick cock was tightly wrapped in the latex. The small nub of the reservoir tip was sticking out from the plump head, although it would be surprising if it did much considering the stallion’s girth. “Also, it’s way less embarrassing to explain a condom as opposed to a crusty sock.”
“Okay, that excuse I can understand.” Pharynx may have still found it weird, but he wasn’t one to complain when he saw how ready Sunburst was to commence. So after taking a deep breath, the changeling lifted his backside up so he was in a more presented stance. His tail remained invitingly flagged up high, and he looked back at the stallion with a more insistent stare. “Hopefully, you can be just as diligent in the actual deed as you were when you asked for it~”
“Hmph~” With an amused huff, Sunburst walked up towards him while his wrapped cock swung rigidly between his legs. His grin widened when he got a closer look at Pharynx’s hole, which was repeatedly puckering in need while slathered in a thick sheen of lube. Sunburst bit his lips with a pent-up groan, but was quick to ask in a confident voice, “Are you saying you want me to go hard, General Pharynx?~”
The changeling smiled especially wide from that question, and provided his answer by reaching back with both forelegs. He used his hooves to spread his muscular cheeks wider apart, showing off his tailhole eagerly for Sunburst’s use. “What, you want me to order you to rut me senseless? Just get in there already~”
Sunburst’s grin was as wide as could be, and he instantly hopped up to mount himself atop Pharynx’s back. The General’s insectoid wings buzzed loudly against his back, and furiously flapped against Sunburst’s sides to make him giggle in titillation. Meanwhile, the plump head of his cock was quick to press up against the underside of Pharynx’s tail, eliciting a heavy moan that made the changeling clench his eyes shut. “GNNNGHHH!!~”
Sunburst held both of Pharynx’s cheeks tightly in his hooves, keeping them stretched apart while the changeling braced against the bench again. The generous lubrication he applied -- as well as the small addition provided from Sunburst’s condom -- was just barely enough to help open him up while that meaty stallionhood was pushing against his opening. But even with how thick that head must’ve been, all that Pharynx did was grip the stones beneath him even harder while gritting his teeth. “Nnnnghhhh… T-That’s right, keep going, Private!”
Sunburst was just as deeply blushed and fidgety as Pharynx while pushing in harder; however, the stallion reopened his eyes and blinked a couple times after hearing that last part. Fortunately, Pharynx realized what he said as well, and quickly said, “Uhhh… F-Forget I said that! I, ummm… have a similar arrangement that you have with Starlight.”
Even though that answer was leading to several new questions in his head, Sunburst merely shrugged before continuing. “W-Well, ummm… Alright then. I’ll just assume you’re lucky~”
Pharynx lowered his head with a deep blush, but the faint hint of a smirk on his face indicated that Sunburst wasn’t wrong by any means. “Yeah… So are they…”
The stallion tilted his head with a smirk, and used that moment to really test the General’s limits. “Oh, is that so?~”
“GNAAAHHH!!!~” Pharynx’s head pulled back hard enough to nearly strike the bottom of Sunburst’s chin. Meanwhile, the head of Sunburst’s stallionhood bore down hard on that lubed-up changeling hole, and was able to open Pharynx’s ring quite a bit from that single push. Even though Pharynx was left reeling through his intense-sounding moan, the only response he gave was a tightening of his grip on the bench. But even with how white his hooves were getting from the added pressure, Pharynx tried his hardest to relax his hole so Sunburst could keep pushing in.
“Nnnnnnghh!!” Sunburst hunched his head low, and grimaced hard as he tried to push through such a tight opening. Despite what he just heard from Pharynx, the stallion could’ve sworn that he was a virgin due to how hard he had to push his way through. Luckily for the General who was writhing in such a heavy mixture of pain and pleasure, the former was quick to subside the moment Sunburst gave an even harder thrust of his hips. Less than a second after hearing a wet and audible schlick, both of the guys belted out strained moans while Sunbust’s hips collided with Pharynx’s. “MMMMPHHHH!!”
Sunburst groaned through gritted teeth as he felt the tight, alluring confines of the changeling wrapped around his throbbing cock. He could also feel his balls pressing up snug against the changeling’s, emphasizing how hard he had to go in to leave the General squirming. Pharynx’s eyes were rolled to the back of his head, and his body was left shuddering after being stuffed with so much prime cockmeat. And with every shivering breath he was able to take, Pharynx was able to feel each individual throb of the pony’s shaft buried deep inside of him.
“Mmmmphhh!!~” Pharynx’s blush may have been deeper than someone who just ingested a ghost pepper, but his weak grin showed nothing but pure contentment. “Fuck!!~ You’re not bad for a pony, you know that?”
Considering how he just got balls-deep in the changeling, that statement was more than enough to leave Sunburst smiling proudly. “Well, that’s nice to hear...”
That was when Sunburst’s hooves gripped Pharynx’s cheeks even tighter, and he grunted under his breath before sliding his cock back out. Pharynx shuddered with a more flustered moan while feeling the girth of Sunburst’s cockhead rubbing against his insides, causing his hooves to curl up tightly from every titillating inch the pony claimed. As soon as the comforting pressure of Sunburst’s cock slipped away, all that the changeling was left with was a lingering bout of emptiness that left his own member throbbing direly beneath him. He didn’t just want Sunburst to ram that thick, meaty cock back in to fill him again. He fucking needed it.
“Yeaaahhhh, there we go,” purred Sunburst with a brief shiver, absolutely loving the sight of his cock slathered in so much lubricant across every inch of his covered length. His head was still firmly buried just past Pharynx’s ring, mostly due to how much the General was clenching around it to keep him inside. When he saw how much the changeling below him was writhing with his face as red as a beet, the stallion huffed to himself amusedly. “Hopefully I can give your ‘Privates’ something to live up to~”
With that cheeky remark, Sunburst tightened his grip on Pharynx before ramming his cock back in at full force. Pharynx may have tensed up with a strong yelp of pain, but a thick rope of his precum shot to the ground the moment he felt that cock barrel back in. Due to how badly that thrust rocked him to his very core, Pharynx wasn’t able to notice the thick bulge of Sunburst’s cock protruding from his lower stomach. Instead, the only thing that the changeling could register was how amazingly hard that shaft glided against his prostate to leave him reeling on edge.
“How’s that for a thrust?” asked Sunburst with a cocky smirk, his brows perking up a couple of times. “You want me to keep goi--”
“YES!!” shouted Pharynx quickly enough to make the stallion jolt in surprise. “I swear to goddess if you don’t keep going this instant, I’ll clench your cock hard enough to break it!!”
Sunburst had no idea whether or not Pharynx could actually do such a thing, but he couldn’t be too careful while buried balls-deep inside a shapeshifter. Because of that, the pony quickly slid his length back out, despite badly the sensitivity left his knees wobbling. Fortunately, that hefty grind left Pharynx moaning once more, and his hole tried to clench around that shaft as it slipped back out. As soon as the head was the only part that remained in Pharynx’s opening, Sunburst gritted his teeth as he groaned out, “Sir… Yes… SIR!!”
“AAAHHHH!!” Pharynx moaned out elatedly the moment he felt the pony thrust back in, filling him to the brim with enough cock to leave his body reeling. His member spasmed wildly between his squirming legs, with more of his pre spurting to the floor after his prostate was given such a harsh rubbing. If he was back in the barracks with his soldiers, he would’ve insisted on having one of them jerk him off to intensify the experience; but on this occasion, Pharynx didn’t even need to touch his cock to help himself get close. Instead, all that he did was moan out with his eyes clenched shut, “K-KEEP FUCKING ME, AND THAT’S ORDER!!!”
Pharynx squealed like a little piglet the moment Sunburst responded to that statement, and pulled his cock back out with a single motion to shut him up. And after only a quick breath, the stallion rammed back in to make their balls smack together like a Newton’s Cradle. Pharynx’s muzzle pointed to the stalagmites on the ceiling as he moaned out once more, but he wasn’t even finished before his body tingled from Sunburst pulling back out. Meanwhile above the cock-stuffed changeling, Sunburst was eager to pick up a rhythm as he grinned lewdly to himself, and shoved his cock right back in.
And then back out…
And then right back in again…
And again…
And again…
And again, and again, and again~
“MMMMMMGHHHH!!!~” Pharynx couldn’t even moan anymore, as the relentless assault to his prostate was leaving his teeth as tightly clenched as his hole. But even with how hard he tried to hug around that thick cock, hoping to milk it of every drop that was churning in the stallion’s balls, Sunburst kept sliding his cock in and out like a hot knife through butter. The pony may have been a lowly Crystaller-turned-Vice Headmare without much of a physical background; but as he felt his cock throbbing harder with every thrust he pounded into that tight changeling hole, the stallion couldn’t be stopped as he pumped his hips without mercy.
Plap! Plap! Plap! Plap! Plap! Plap! Plap!
All throughout the enclosed cavern, the sounds of slapping flesh and unified moaning echoed loudly while bouncing off the stone walls. The two were soon encased within their own lewd orchestra of sorts, with their rapturous sounds adding to the intensity of General Pharynx’s brutal fucking. Sunburst was already picking up a sweat the longer he pounded the changeling from behind, but he didn’t even pause to wipe his brow as he grew closer to fruition. His balls continued to repeatedly smack against Pharynx’s pair, even as they started to pull upwards in preparation of Sunburst’s release.
“NNNNGHHH!!” The pony refused to stop thrusting his hips, despite how badly his muzzle was skewing in a heated wince. His hooves wrapped around Pharynx’s midsection, and hugged against the softer chitin around the General’s midsection. The head of Sunburst’s cock continued to push out against Pharynx’s stomach with every hard motion, not that the changeling was able to notice while moaning from every brutal pounding he was taking without pause. However, Pharynx’s ears were quick to flag up the moment he heard Sunburst belt out, “I’m… I’m coming!! I’M COMING!!”
Pharynx’s eyes clenched tightly shut, and every nerve in his body was reeling in anticipation as he felt how hard the stallion was throbbing inside of him. He could feel that plump cockhead swelling in his deepest depths, which helped it to rub even harder against his needy prostate. His own cock wasn’t touched a single time while he was being plowed, but it was still twitching like mad while spurting multiple strings of pre in anticipation. And just as he felt the levees about to break, Pharynx took a deep breath before shouting out, “D… DON’T YOU DARE PULL OUT!!”
Since Sunburst was wearing a condom, the idea of pulling out was the last thing on his mind. But as soon as he heard that demanding plea from the General, the result was basically as instantaneous as the changeling flipping a switch. “GNNNAAAHHHHHHHH!!!”
Sunburst pounded his hips as hard as he could, and shoved his cock deep inside of Pharynx before shooting his load. His cock twitched rigidly while the stallion leaned his head back, and he belted out an intense shriek that nearly made the walls of the cavern rumble around them. Meanwhile, Pharynx’s body froze up while reeling in absolute pleasure, and he clenched hard around Sunburst’s cock the moment he felt that first heavy rope of cum shooting inside. Even though he would’ve been perfectly fine with taking Sunburst without a condom, he wasn’t one to complain when he felt that gushing warmth of fresh, gooey cum flooding inside of him like a mare desperate to sate her heat cycle.
“AAAHHHH!!” Sunburst cried out a second time when he felt how hard Pharynx was clenching his cock, keeping him pinned tightly while he filled that condom to its limits. Despite how tightly the prophylactic was wrapped around his endowment, the stallion was grateful not to feel it breaking inside of the moaning General. His nerves were tingling just as intensely as Pharynx, and his fur was standing on end like a petrified housecat. By the time he was finally able to stop writhing his hips, all that the pony could do was collapse on top of Pharynx’s back while hearing him continue to moan.
“Nnnnfffff… NNNNGHHH!!” With a tight grimace on his face, Pharynx was finally able to unload while savoring the sensation of so much hot cum filling him to the brim. His slender cock was spasming uncontrollably, which caused his multiple spurts of cum to shoot wildly across the ground between his hooves. Since his member had been throbbing untouched throughout the entirety of their session, the actual climax resulted in his load shooting like a broken faucet. The stream of cum that left a puddle between his legs was continuous for several seconds, and left the changeling completely wiped-out by the time he fell over the bench with a contented sigh.
“Aaaahhhhhhh…” Pharynx may have just been fucked like a showmare in heat, but his blushed grin was just as confident as he would’ve looked if he was the one topping. Meanwhile, Sunburst was panting heavily on top of his back, and could barely register the General when he heard him say, “That… That was very satisfying~”
Sunburst let out a weak huff while smiling to himself, and closed his eyes as he tried to nuzzle the back of Pharynx’s neck. “I gotta say, I would’ve never taken you as that kind of guy, Pharynx.”
“Oh, you haven’t?” Pharynx glanced back up at him with a curious smirk, and asked, “Well, since you’re aware of that now, how would you feel about visiting the barracks someti--”
CRASH!!!
“GNAAAHHH!!!” The pony and changeling shouted out at the same time, and jolted off the bench upon hearing the mountainous crash behind them. As the two were left on top of one another on the ground, with Sunburst still buried balls-deep in the General, neither of them were able to move before a bright gust of light enveloped the caves. Fortunately though, neither of them were hit by the barrage of rocks that were pushed out of the way by Starlight’s magical blast. Instead, Sunburst and Pharynx’s eyes widened in horror the moment they heard Thorax’s excited voice.
“Oh my gosh, I’m so glad you two are alright!! Don’t worry, we have plenty of water and medical supplies for--WHAT THE?!?”
Sunburst and Pharynx couldn’t move for several seconds, as they were left frozen in place with their backsides pointed at the cave’s opening. Because of that, King Thorax -- as well as Starlight and the dozens of other volunteers who were furiously digging through the rubble -- were left completely shell-shocked upon seeing Sunburst’s cock buried deep inside of Pharynx’s ass. Thorax’s jaw was fully agape, with his left eye twitching horribly from the sight of his brother’s deflowering. Starlight Glimmer, whose horn was still smoking following that powerful blast, looked just as shocked from her friend-with-benefits’ stance atop of Pharynx.
After what felt like an eternity of awkward silence, the two slowly turned their heads to see the crowd of stunned stares pointed at them. Even though they were obviously grateful to be rescued, their feelings of post-coital bliss were promptly replaced with unwavering embarrassment. Both of their faces were as red as could be, with Pharynx being the one to look away from his brother’s mortified expression. Meanwhile, Sunburst tried to rectify the moment as best as he could by growing a very uncomfortable smile towards their rescuers.
“Uhhhh… I-It’s alright, guys! I… I checked all of Pharynx’s vitals, and he’s okay…”
Starlight groaned and face-hoofed with a deeply nonplussed look on her face. Thorax couldn’t look at the two either, and just walked away while blushing as badly as his brother. As for the General himself, his response to the stallion’s statement was a very, very pissed-off glare pointed right at him. “Fucking really, Sunburst?!”
The End