My mind was hazy... everything was a blur. My stomach churned, head spinning... this was worse than any flu I'd ever had. I heard voices. They sounded... distant and faded yet my almost superhuman senses told me they were close, within a few feet of my body.

“Such an amazing specimen.” Said one voice, followed by a scoff.

“Hardly, he's quite old,” said a second.

“If he could resist my pheromones for that long, whilst still going hoof-to-hoof with you in combat, even when you had the drop on him...” the first trailed off.

“So what should we do with him?” asked the second.

“Hmm... it would be such a waste to just kill him off. Blueblood is hardly a remarkable being. I think after everything is done, I'll do away with him...” she trailed off again. “Afterwards, I'll breed with this one. I do believe he would make for a profound mate.” Again the second scoffed at the first's statement.

“Have fun trying to fuck him. He'd probably rip you in half,” the second laughed snidely.

“How I mate with him will be non of your concern. I believe we'll reach an agreement... but in the mean time. Zypher!” the first snapped. I could sense the arrival of another presence. “Mimic his appearance. I wouldn't want any suspicion arising over his sudden disappearance.”

The new arrival spoke. “What was his usual routine?” the masculine voice asked.

“You're head of security. That shouldn't be too hard to copy, should it?” the first stated.

“Anything else? Personal matters?” he asked and there was a pause.

“Drat, I really wish I had researched this fellow more. Apparently he climbed Mount Tia and is an elite combat operative... and I think he has an intimate relationship with the orange one, Applejack they call her. He was sweet talking her earlier when he went to get something to eat. Play the part, and don't arouse suspicion. Shining Armor is already poking his head where it doesn't belong.”

The second voice from before spoke up again. “So where do you want him in the meantime. I hardly think stuffing him in a closet will do. Bastard survived a waterfall, getting sprayed with bullets, Mount Tia-” she was cut off by the first.

"He may be remarkable but he is by no means superficial." The first spoke up for a final time. “Put him with the other. She hasn't escaped yet so I don't reckon he will be able to do so either.” I felt an impact hit my skull before everything went black again...

Third person...

Kianna tried to heave the unconscious body onto her shoulder but could barely get his torso off the ground. “Holy shit... this... grrr... fuck!” she swore before letting go of his body. “Christ he weighs a ton...” she commented then looked to one of her heavy troops. “Help me out,” she ordered, the bulky stallion hefting him up onto his back.

“Jeeze... what's this guy eat? Cement?” he commented, immediately feeling the big man's weight weighing him down. The group looked to the other changeling who flashed green just before his entire stature changed. He became bipedal and rather large, clothes appearing on his body to match that of the unconscious man's.

“How do I look?” he asked but Kianna shook her head.

“A bit bulkier and with a deeper tone,” she said. His body stretched out slightly more and he deepened his voice.

“How's this?” he asked and the woman nodded before tossing him Burdy's MK23.

“Don't use it unless you have to.” Zypher, the changeling male, nodded in return.

“What about that big one? The shiny one?” he asked, commenting about Burdy's hand cannon.

“We all switched to these pistols to be matching. I'll stow this away somewhere. If you start carrying it instead of that one I gave you, it might arise suspicion...” the woman turned to the other changeling in the room. “And we wouldn't want that, right boss?” she asked rhetorically.

“Indeed. Now all of you get back to your duties!” she snapped. The group all left, Kianna and her group going one way, the doppelganger Burdy going another direction.

Kianna's crew split off in different directions, only the heavy trooper carrying Burdy followed her to the sub levels of the castle below. Going deeper into the, for the most part, untraveled parts of the castle and eventually reaching a medium sized set of doors.

Kianna spoke first. “It used to be an old mine or something. Apparently this is where Chrysalis hid Cadance the first time...” she mentioned. The heavy trooper spoke up.

“So... wouldn't this be the first place to look?” he asked but she shook her head.

“Not if he isn't missing,” she chuckled as the stallion loaded the body into a mining cart. Kianna drew out Burdy's handgun and admired it for the time being. “You know... I wouldn't mind getting myself one of these,” she commented.

“So just take his,” the stallion stated bluntly as he opened the set of miner doors.

Kianna shook her head. “It's his. Ponies would notice,” she replied before taking hold of the mining cart. “Get back to your patrols... I can take it from here,” she informed him. He nodded and made his way out.

Kianna looked to the big man in the cart, then to his handgun and thought back on what her squad mate said about just taking the gun. “I haven't earned it yet,” she mentioned before racking the slide and chambering a round. She held her thumb on the spur of the hammer and depressed it slowly before flicking on the safety and ejecting the magazine. Loading one more shell into the mag, she quickly slapped the full magazine back into the well and stuffed the hand cannon back in the man's custom holster.

The idea of the man becoming a breeding tool was a disgrace in her mind, and hardly the fate that should be rendered upon him. She poked him in the chest as she latched the strap on his holster to keep his handgun properly holstered. “Don't go dying on me just yet,” she commented before beginning to push him down into the mines...

Zypher walked about on his patrols, feeling slightly uneasy about it. One wrong move and he could blow his cover and everything would be ruined. As he continued along, his stomach grumbled slightly. 'The orange one, Applejack they call her,' his memory surfaced what his queen had told him. She was, by recorded accounts, a good cook as well.

The smell of apple-cinnamon filled his nostrils. It was the most alluring smell he had ever taken in... but that may have been his stomach speaking. He nearly fluttered along as he followed the most enticing smell, quickly finding himself at the kitchen which was, by first glance, empty.

Sniffing the air, he made his way into the kitchen and quickly found the source of the smell. Looking at the baked apple pie, his stomach grumbled louder than it ever had before. It was so tantalizing. He quickly wondered to himself if perhaps this pie was for the wedding or...

“Hey there Burdy,” spoke a southern accent that took Zypher by surprise and made him jump, nearly losing his disguise. He turned to see the orange mare, whom he presumed the queen had spoken of, approaching him.

“H-hey,” he stammered, a little unsure about how to speak with her. 'Think... couples,' he thought to himself.

“Ah left out some food fer yah... seein' as 'ow yah never got much tah eat,” she said. She was really cute, and he smiled brightly inside. How lucky he had gotten to be assigned as the disguise for this man along with being intimately involved with this mare through his disguise. Things couldn't be better.

“Thanks baby,” he said before leaning over to give her a kiss. Applejack quickly backpedaled.

“What are yah doin'?” she gasped and Zypher again was shocked.

“Uhh... I uhm... you know?” he replied, figuring perhaps their way of intimacy was different than how he learned.

“No... ah don't know. But yah better start explainin' yerself mister!” she shouted. Zypher bit his lip, quickly thinking about what to say.

“Honey, please don't be-” Applejack quickly cut him short.

“Huney?! What in tarnation's gotten inta yah?!” she yelled and his stomach grumbled, almost louder than Applejack. “Yah better knock off whatever's gotten inta yer head and go speak with Twilight, cause ah don't like tah think where yah'll headed!” she yelled but again his stomach grumbled.

“I uhm... I can't really think,” Zypher stammered out, his hunger needing to be tided over so he could think up an excuse. His stomach again groaned out, in dire need of that mind numbing apple pie.

Applejack blinked. “Are yah... feelin' all right?” she asked but Zypher shook his head. Generally changelings fed on love, but he was willing to be, one million percent, that apple pie would suffice his needs.

“I'm starving...” he mumbled, still feverish about her outburst and wondering whether or not it had blown his cover. Applejack pulled a chair up to the table.

“Well... best be havin' a bite tah eat... then yah can explain yerself,” she told him. He quickly obliged and took his seat, his stomach having a sinking feeling but also a starving one. Applejack sat across from him as he quickly devoured the pie, savoring every little bit and even licking the tray clean.

Tided over, he sighed contently, almost forgetting about the problem on hoof. “So... mind explainin' what in blue blazes has gotten inta yah?” she asked and Zypher thought up a lie so quick he nearly surprised himself.

“I'm so sorry Applejack. It's just with the wedding, and everything else, I got so hungry I couldn't think properly. It just... everything sorta slipped outta my mouth without me even thinking about it. Words just sorta fell outta my mouth, yah know?” he replied and Applejack sighed.

“Well then... yah best be keepin' yerself fed. Yah don't wanna upset Twilight, 'specially with everything in consideration,” she commented and he nodded.

“Yes, I know. I'm so sorry AJ... and if, you know... best forget this ever happened?” he suggested and she nodded, pulling out a tray of apple fritters.

“Well, in any case, best take these fer the road. Keep yerself fed 'n' what not,” she said, Zypher quickly taking the tray with him, giving the mare a nod and proceeding out the kitchen doors. He walked along on his new bipedal legs, holding the tray of freshly baked fritters in his hands. He let out a relieved exhale as he left. That... was too close. 'Our intelligence committee sucks.'

The changeling wiggled his fingers as he downed some apple fritters, licking the glazing off his fingers when he was done. “Damn these things come in handy... this guy's got it made,” he mentioned. Though love was the most nutritious thing for a changeling, he couldn't help but to feel overly satisfied with the fritters, chomping them away one by one and within minutes finding himself out of the tasty little morsels and wanting more.

“Maybe tomorrow,” he told himself, taking a look at the time and realizing it was very late in the night. It was a surprise she had even been up and he didn't want to pester her to bake him some more, regardless of how good they were.

As he continued along his hand fell to the firearm placed on his hip. Drawing it out, he looked at it most curiously. Apparently they were more dangerous than any weapon Equestria, or any other nation for that matter, had to offer.

He hadn't been instructed on how to use it, but from the looks of it all he had to do was use one of his fingers to pull back on that lever that was semi-protected by the metal guard around it.

Extending his arms and holding the gun in both hands, he noticed the sights. There was one up front, and a notch in the back. There were three green illuminative dots, two on the rear notch and one on the front post. He quickly came to the assumption that by placing the front post perfectly between the notch of the rear sight, that would indicate where his shot would be placed.

“Hmm...” he smiled to himself. After this was all over, he wouldn't mind getting one from Kianna for himself, maybe a bigger one like what those two troopers of hers carried. He quickly slid the handgun back into its holster and continued on, figuring it best not to play with the gun in case he did something that would make it go off.

He continued mingling through the hallways but stopped as he came across two guards standing duty. Zypher waited for a moment and tilted his head to the side. Minutes past and soon enough a cute petite mare walked in front of the two stallion guards, giving a giggle and mentioning something about how big tough guards get her so wet then fluffed her tail in their direction.

The two stallions lost concentration and mindlessly followed the mare away. A few more minutes past and the stallions returned and stood guard once more. The doppelganger casually strode past them, both stallions giving him a wink as he did so.

He continued along with a smile, knowing full well as long as everyone completed their task, the queen's plan would perform perfectly. Walking along, he soon found his hand drifting down to that handgun again.

Whatever it was about the pistol made him feel... empowered. As though he had utmost authority over everyone else, even as much as the queen. “Evan, Darling,” came a breathtaking voice from behind him. He turned around, only to be taken off guard by the most beautiful mare... most beautiful anything, he had ever seen.

Rarity stood before him, her hair finely combed. She wore a rather plain white dress that draped down but stopped short of her hooves. “Darling, I require some... assistance,” she said, and that was all she needed to say.

His jaw sat slightly slacked, struck in awe from the mare's stunning beauty. “Uh-huh...” he mumbled before shaking his head and simply nodding. “Of course, ma'am,” he replied. Rarity just giggled.

“Please darling. You can just call me Rarity, you know that,” she said, turning and leading the way. He realized this is what the two guards must've felt like. Captivated. Had the queen ordered him right this moment to return to patrol, he'd probably go AWOL.

He couldn't keep his eyes from her flank, watching it sway with each step she took. In moments he found that his body was swaying in much the same way she was, his body following her every movement.

A sudden growth in his pants stretched a tent formation but he didn't care. There was a lingering smell in the air, one he couldn't help but shake from his mind. They reached Rarity's room and she led him inside. “Do you think you could be a dear and help me with my dresses. I'm having this problem that's rather... unavoidable,” she asked, though she didn't really need to.

“Yupp...” he stated. Rarity closed the door behind him and locked it. That 'click' of the lock made his cock throb in his pants.

“I just need some help measuring lengths and girths,” she stated, trotting over to a mannequin that was fitted with a dress.

'Wait! What?! Dresses... really? DAMMIT!' Zypher's head drooped in defeat. She hadn't specifically said they were going to the proverbial bedroom but that's what he was immediately hoping for.

A soothing tune reached Zypher's ears as Rarity put on a gramophone. He looked to see Rarity slowly slipping out of her dress in a very erotic way. Despite the fact most ponies didn't wear clothes, watching the act had him rock hard and ever hopeful that he may still get lucky.

The smell from before hit Zypher and he quickly realized it was the pheromones of a mare in heat. He shuddered feverishly, his erection throbbing in his pants. 'Please goddess... oh please...' he prayed as he stood there idly.

Rarity pulled out a measure tape then turned back to the doppelganger. Zypher quickly made note to himself that he couldn't just stand around like an idiot. He'd have to make some initiative that he wasn't just standing around waiting for some piece of ass.

Rarity waited patiently as the bulky man stood next to her. “Just some basic measurements darling. You know, length and girth... those sorts of thing,” she said, somewhat coyly. She was planning, by most parts, to play fairly.

Applejack had scorned her about her approaches to Evan in the past, so her plan was to let him make the first move, then simply throw herself on him. It wasn't like it would be her fault, just as long as he made the first move.

She quickly shook her head, conflicted about the idea of it. 'She's going to have a foal. Rarity, you shouldn't do this!' she scorned herself angrily, but was quickly engulfed by the overwhelming sensation of her estrus that had struck just hours ago. 'What she doesn't know... can't hurt, right?' she thought mischievously.

As Evan, or whom she figured to be, approached, her tail naturally rose just ever so slightly, inviting him forwards but not in an all too obvious way. He stood idly next to her and she handed him the tape measure. “I'll take the tip...” she slowly leaned her head forwards and extended her tongue, giving the end a small and most gentle lick with her tongue before taking it into her mouth.

She could tell, just by the man's body language... and by the tent in his pants, she was having an effect on him. But alas, she would let him make the first move. Taking the end of the tape, she pulled it along to the front of the dress, making sure her rump was directed his way.

“The flank darling?” she asked, making note for him to measure to the rear of the dress.

“Duh... what?” he asked, obviously lost in his lustful imagination.

“Measure to the flank darling?” she asked again, being a little more prompt this time. He nodded then quickly rolled the tape out to the flank, but didn't measure it and simply kept staring at her flank. “What is it?” she asked, putting double meaning into her question.

“Perfect...” he said in a hushed tone as he looked to her flank. Her tail, to his utter dismay, had censored her most intimate parts this whole time.

“I don't recall having perfect as being a measurement darling, but thank you for the compliment,” she remarked, shaking the man out of his daze. She had tried several times before to crack his naive nature but had little success. She thought perhaps finally she had chiseled away enough to crack him.

“What do you think of the dress darling?” she asked, taking hold of the measure tape and making it look as though she was performing more measurements, though in reality she was just positioning herself in erotic poses. Though even so, she kept her nethers hidden from view with her tail.

“It's beautiful,” the man replied.

“Would I look good in it?” she asked, swaying her rump to and fro, further tantalizing him.

“Amazing, but...” he trailed off and she perked a brow, looking up over her shoulder to see the effects she was undoubtedly having on him.

“But?” she asked and he shook his head.

“Uhh, but nothing. There's no butts in perfect... err... well... uhm...” he stammered. She raised her tail just ever so slightly, letting him get a glimpse of just the outer lips of her slit, but not the whole picture. He bit his lip as Rarity licked hers in an erotic way.

“So, darling... there's been something on my mind for ever so long and it's been... keeping me up at night. All those nights, I spend alone in my bed with nopony there to comfort me in my time of unrest...” she trailed off, her hindlegs spreading apart slightly. She turned her attention subtly back to the dress.

“Please, answer honestly when I ask you. What do you think of me?” she asked, leaning over and putting an arch in her back, keeping her rump held high as her tail fluffed to the side, revealing her glistening pussy for him to marvel at.

She felt his hand stroke along her flank, a purr of pleasure emitting from her mouth. Her back arched more and her pussy winked at him. “Mmm...” Rarity moaned out just as a second hand went to work on her opposite flank cheek, both hands rubbing on the respective cheek's cutie mark.

Rarity whined out a moan and simply pressed her rump into his crotch, feeling his thick cock through his pants and rubbing against it attentively, feeling it pulse with every movement. “I'll take that as a...” she trailed off with a sharp inhale. Zypher didn't speak another word, simply gripping her plot tightly and pulling her into him.

A thought quickly zipped through the changeling's mind. Had this man ever been intimate with this mare, then she'd know what his private parts looked like... and he currently didn't. Matter of factually, his cock was still in it's native form. The waves of euphoria rushing through his body simply made him disguise it as an equine style length, with the complexity of the man's tanned skin.

The mare began to grind into him as he thrust himself into her. “Ohh... mmm, darling you have no idea how long I've waited for this,” she moaned out, taking a load off the changeling's mind as that no doubt meant the two hadn't had intercourse before.

Rarity was stuck in a tidal wave of mind numbing pleasure, despite having not yet even been penatrated. “Oooh... darling, take me. My body is ready,” she whined out, her horn flaring with magic and slipping his belt off. The man was quick to pull off his shirt but Rarity stopped him.

“Perhaps... on second though...” she trailed off, turning around and moving up to the man. Her hoof ran down his torso, feeling his every curve and muscle in a slow and sensual way. She moved to her hindlegs and pressed up against him, embracing in a passionate kiss.

Their tongues danced together and for a moment Rarity thought about how peculiar his tongue texture was, but quickly brushed it off as nothing. Her magic went to work on his pants, quickly stripping them off as she laid him down on the bed. He was quickly submitted by the mare, in no state whatsoever to deny her of any passion she had craved for an unbearable amount of time.

Stopping for a moment, she gave him a lustful look, the best bedroom eyes she could muster and it was all she needed to do. She felt him struggling beneath her, rushing to get his briefs off. She put her fore-hooves down on his arms, stopping him for the time being.

“I'll get those,” she told him as she slowly rearranged her self in a 69 position. She hadn't even gotten hold of his underwear when she felt the mind numbing sensation of his tongue going to work on her slit. She quivered, nearly going into a state of spasm as she quickly drove her rump into the mans face, his tongue piercing her tight little pussy and forcing a squeal of pleasure from her mouth.

Yanking off his boxers, she was bestowed with his towering erection that, by quick judgment, must have been at least 18inches. Her mouth gaped open, like her quivering pussy would undoubtedly do when he penetrated her.

“It's huge...” she whispered to herself, wondering how Twilight ever took such a lengthy piece of meat. Nonetheless she went to work on him in a lustful endeavor. At first she just brushed her cheek up against it, taking in a lungful of his husky scent. Her tongue started at the base of his cock and traveled upwards, which she quickly realized had a remarkable resemblance to that of an equine shaft.

Her tongue ran laps up and down his length, both of them in a state of complete bliss as they felated each other. Rarity felt as though every fantasy she had about the man was finally coming true.

His tongue lapped up every drop of her juices that was dripping out of her like a leaky faucet. Her legs kept quivering uncontrollably and she found herself biting her lip every so often to stifle a very feminine moan.

Licking around the tip of is cock, she quickly took it in, forcing it down as far as she could but finding herself to luck out at around half his length. But she wouldn't stop there, not wanting to disappoint the man she had lusted over for the longest of time. If she couldn't take the whole length she'd just have to improvise.

Her horn lit up and a magical aura covered the lower half of his length, stroking it in unison with the bobbing of her head. She felt the man grunt and moan into her pussy, a smile coming across her face as she knew she was having the exact same effect on him as he was on her.

Within moments she felt his cock begin to swell inside her throat. Looking to please him, she shoved his cock as far down her throat as she could, holding back her gag reflex as she felt the head flare inside her.

A load of sticky hot cum blasted down to her gullet. She felt him grunt into her pussy, a sure sign of satisfaction as she clenched her eyes shut, another load getting dumped into her throat. She moaned, her vocals getting stopped by the thick cock lodged down her throat. Moments passed as the man unloaded into her. Finally done, yet still rock hard, Rarity withdrew his cock from her mouth, strands of green cum dripping down from her lip. She leaned down and placed an attentive kiss to the head of the cock.

The man nearly froze as he saw his native colored semen but was put at ease as the mare didn't take any suspicious notice of his oddly colored cum. She rearranged herself atop him, pressing her lips lustfully to his, tasting her own juices as he did his.

The man was quick to spread her flank cheeks apart, rising his massive obelisk to her soaking entrance. The duo both let out a gasp as their most intimate parts met. Savoring the moment, the doppelganger popped just the head of his shaft into the mare, getting a slight whine from her.

Having been patient enough in waiting for this moment for the last few months, Rarity let herself drop and take the man's entire length with one short stroke. She let out a howling scream of pleasure as she immediately reached her peak. Her inner walls squeezed around the intruding member that was buried inside of her. With a deep exhale, the man grabbed her flanks and pulled her hips into his just a slight bit further, feeling his tip grinding against her cervix.

She straddled herself atop him, her hooves resting against his finely toned chest. Her rump rose and fell, a squelching sound echoing in the room with every movement. Despite being in heat, her tight little pussy fit like the perfect glove around the man, stretching wide to accommodate him yet not too tight as to cause discomfort.

Looking down to where all the action was happening, Zypher could see a small bulge in her stomach that moved along with their movements. He could see how deep he was inside the mare. Moving his hips at a more earnest pace, he kept the mare above him in a constant state of orgasmic high.

Her increased tightness added to the pleasure both partners felt as she continued to straddle him, albeit rather sloppily. Taking notice she was in no real state to be the dominant one, Zypher rolled the mare to her back, pinning her beneath him. Having slipped out of the mare he rearranged himself atop her.

Remembering that the mare's pussy was slightly too small to accommodate his entire length, he secretly shortened the length of his cock by just two inches, hoping she wouldn't notice. Pressing his cock to her entrance, he easily slid into the well lubricated hole and found himself hilted inside the mare, balls deep and on the verge of orgasm.

“Mmm, yes, buck me Burdy. Make me your mare. Fulfill your every desires and sate yourself with my body.” Zypher blinked. Sure the mare was in heat, but she was going absolutely wild over him.

'This guy... is sooo lucky,' he thought to himself, wondering just how many other mares were this crazy over him. Her hindlegs wrapped around his back, pulling him in tighter as her began to thrust into the lusty mare.

He could literally feel every single muscle inside of her gently milking him, trying desperatly to coax him into cumming into her. He thought to himself. After the queen's plans succeeded, he'd have every mare at his disposal... but he may only want this one.

He continued to pound away at her, every thrust rubbing his head up against her cervix and keeping her in a blissful ongoing orgasm. Her wet juices dampened the fur all down her thighs, and slicked up against his as well.

Zypher generally proved himself to have a longer endurance in the bedroom, even though his genes inhibited from successful mating that didn't stop him from the occasional roll in the hay with females. But this mare... Rarity they called her... her name said it all. Rare. Beautiful, exquisite and far better in bed than anyone he'd ever been with.

A gush of warm marecum splashed out against his thighs, the warmth, along with the thought of it, made him grunt, a sudden and intense tidal wave of pleasure rocking his entire body as he drove himself into her deepest depths and let loose a torrent of cum.

Her inner muscles milked him for every drop. Having been his second cumming in less than ten minutes, much to his regret, her pussy was able to milk him for his entire load, not a single drip of it escaping.

He let out a massive exhale, flopping back as soon as his balls were emptied into the mare. His cock pulled out of her now gaping pussy with an audible 'plop', followed by the erotic sight of the mare's twitching, gaping love hole.

The sight was definitely one Zypher would keep in his memory banks but was shocked to find the mare dragging herself over him. “If you wouldn't mind darling, Burdy... seeing as how you're still hard... I want you where no stallion has ever been,” she told him, lowering her flank down towards his still erect, and well lubricated member.

'Never been? But she wasn't a-' “AHHH!” His thoughts turned vocal as he felt the mare begin to slowly impale her puckered tail hole onto his cock. At first the mare peeped in discomfort and pain, her little sphincter immediately trying to repel the invading member.

Zypher gasped in shock as he realized what she was about to do. “Rarity!” he gasped but she held a hoof to his mouth.

“I want this darling. It's special,” she informed him, taking inch by agonizing inch of the changeling man's dick. Had he the chance, he would've quickly shrunk his size in a heartbeat to alleviate the pain the poor mare was experiencing. He had heartlessly taken several mares virginity's before but she... she was different somehow, even if it was her anal virginity.

Stopping halfway, Rarity began ascending. Zypher wondered if she had enough but just before she reached the tip, she began a descent, making it a few inches further towards his sheath.

He bit his lips as she continued this pattern. His hands trembled to her sides. He didn't want to force her like he had a few others. Something felt... different. She started downwards for the twelfth or thirteenth time but found herself struggling on his medial ring. She huffed in a mix of pain and overwhelming pleasure.

Her hooves landed on his chest, yelping as she forced herself down on him. His ring slid into her convulsing anus and with the extra force put into her thrust, she found herself impaled with his entire length, her flanks resting just atop his balls.

She sat like that for several moments, the duo gasping. Rarity looked to him and quickly leaned down to force her muzzle upon his mouth. Their tongues began to dance once more, Zypher letting the mare dominate him for the most part.

He could feel her anus working on him, but unlike her pussy, her anus seemed to try and drive him out, yet all the same it felt fantastic. It was a lot tighter, to the point it was nearly uncomfortable but alas it was just bearable.

Rarity pulled away from the kiss, a string of saliva connecting the their mouths. With an almost painful ascension, she quickly slid herself back down with a low toned moan. He could tell this was painful for her but he also knew the pain was starting to subside. Rarity spoke through a gasp that was mostly filled with pleasure. “This is so... so different. It feels strange,” she whispered.

Zypher gasped, shocked that he was already nearing another orgasm. Every time she descended the friction of her inner muscles trying to push him back out drove him to a new milestone of pleasure.

She was definitely something else. Realizing perhaps he could help the mare with his new found appendages, his fingers found themselves put to work. His thumb rubbed the little nub at the tip of her slit, making Rarity wail out in a blissful and purely pleasured moan.

While his thumb went to work on her clit, his index and middle fingers slid into her well lubed slit. Despite having just been gaped open just minutes ago, she was already clasping down with a tight grip on his fingers, so much so that he doubted he could fit a third unless he forced it, which may cause further pain to the mare.

Even though he lacked experience with the fingers, he found himself quickly bringing the mare onto the brink of an orgasm. He couldn't really tell by her body language, but by the feeling of her pussy around his fingers. She was contrasting around him, and her sphincter was clenching against his shaft, each thrust of hers made her anal opening feel like a ring sliding up and down his length.

He grabbed her flank in an uncontrollable lust and began guiding her movements, making diligent not to be overly rough with her. He continued fingering her sloppy pussy which was just now starting to leak out his green tinted cum. His stomach nearly lurched but again he was settled when the mare didn't seem to notice, or much less care.

He found his intruding fingers going knuckle deep with each of his strokes, exploring her creamed depths as his member plundered her tail hole. The friction of her convulsing anus started to drive him to his peak and he found himself yet again flaring earlier than he'd like to. His increased girth inside the mare made her squeal, marecum drenching down upon the man's fingers along with some more of his essence.

He grunted as his balls tensed up and blew a third, almost minuscule, load into the mare's bowels. She continued to jerk and shiver with each of his pulses. After several minutes of holding that pose she collapsed upon the man, his member finally shrinking and plopping out of her used hole which oozed cum onto the both of them.

“Darling...” Rarity whispered in a hushed tone that was so gentle it fluttered Zypher's heart. He nodded. “Can you... stay the night with me. I know it's-” he cut her off, holding a finger to her mouth.

“Anything for you,” he said, almost surprised by his own words. He was generally pretty heartless to say the least and on any other mare would have just left as soon as she passed out. That was one of the main reasons for being appointed the right hoof of the queen, by her herself. It was an honor he held greatly...

He pushed away the thoughts of his heartless nature and nestled contently with the mare. Hopefully tonight would be peaceful...

Burdy's perspective...

I awoke face down on cold stone. My head was thumping heavily, which aided in awaking me quickly and reminding me of the dire situation. I quickly rose to a knelt position but then realized it was pitch dark where I was.

“Ahhh... ugh!” I groaned, a hand rising to cradle my forehead and as I did so, my hand brushed against the Eagle Eye which I remarkably still had. I flicked it on, turning on it's night-vision mode. Everything around me lit up for my only good eye to see.

It was cold down here, wherever I was, but luckily I had my combat jacket which I quickly rolled the sleeves down to try and keep myself semi-warm. I let out a sigh and my cradling hand fell to my side where it brushed up against my filled holster.

“!” My hands tightened around the pearl grips which glowed slightly, the holy cross in the middle, despite being black, also glowing. I drew out the pistol. The words inscribed onto the sides glowing brightly as well. 'Thy lord shall set thee free' and 'Belladonna' glowing brightly in golden inscription.

It was so bright that I wouldn't even need my Eagle Eye to see the glow. I noticed the safety was on and quickly flipped it off before ejecting the magazine and finding it full of ammo. Slapping the mag back into the well I racked the slide but again gasped as a loaded cartridge was ejected. I quickly depressed the hammer and loaded the live shell back into the mag.

Why had they bothered to kidnap me yet leave me with means of escape? Did they want their plans to fail. Did they plan on me escaping as part of their plan? Goddess this was so confusing... maybe they left me with my equipment to confuse me...

“Fuck...” I swore quietly before taking a scan of the area. I was in... some sort of cavern... a... I wasn't sure yet. I stood up and let my body balance itself out, slowly walking along as to not upset my fragile equilibrium.

I kept my hand cannon up in front of me, held in both hands and ready for a fight. Though thoughts quickly ran through my head and I checked my waist belt. Although my handgun was here, the extra magazines were not. Meaning, since I had a full magazine plus one in the chamber, that gave me eight shots...

“Oh shit...” I muttered, realizing it wouldn't do me much good in a true conflict, especially with Kianna siding with... Chrysalis? I just didn't understand it. What the hell was she. Why disguise herself yet again. It just didn't make any sense.

As I continued along I found myself at a set of rail tracks. “A mine?!” I grunted. Looking one way, I saw it came to an abrupt stop at a dead end of the rail tracks... which meant if I followed the other way it should be my way out.

I wasn't sure what was going on, but by goddess I was gonna stop this plan... whatever it was.

I rushed along, staggering and losing my footing from time to time as I pushed my body to it's current limit. I was dazed from that... perfume or whatever that Chrysalis had been wearing or using or... whatever. Everything didn't make sense.

I staggered quickly up an ascending slope but stopped suddenly as the path just... dropped off. The wooden rail bridge across had crumbled long ago and now I was faced with an endless abyss... well, I'm sure the cavern below ended at some point but it was a long drop, seeing as how I couldn't see the bottom even with my Eagle Eye.

“Dammit.” I flopped down onto my back, facing the ceiling of the cavern. I flicked off the Eagle Eye, finding myself consumed into the darkness. My mind began to slip into unconsciousness as I lay upon the cold floor...

That small colt running along in the meadow. Giggling playfully. The older man behind him. Them laughing together. The colt riding on the man's shoulders... suddenly it got cold. My body shivered and I was brought before my grave stone. 'In loving memory of: Evan Burdick. 1995-2015. Dearly beloved and forever to be missed.' There was... barking... wait, barking? That was never...

“NGH!” I shot straight up, hearing a loud barking nearby. I flicked on the night-vision setting for the Eagle Eye and gasped as just a few feet away stood a Golden Retriever, barking my way. “UHH!” I gasped again, standing up in disbelief. What the hell was a dog doing down here?!

The dog ran a few feet away then turned back and barked again. Maybe... it was leading me out. Dammit, now I wish all dogs could talk like Lassie, then it would be so much easier to understand them... I had been spoiled the last few months.

My Desert Eagle drawn, I quickly followed the dog as it ran along, leading me deeper into the caverns of the old abandoned mine... or maybe it was leading me out? I continued his lead but came to a sudden halt as I nearly bumped into a changeling mass on the ground. It was a large one... “CHRYSALIS!” I snarled, drawing my handgun.

The dog growled ferociously. 'IT WAS A TRAP!' My conscious thought and I spun, figuring perhaps Kianna would sneak up again. There was no one there. I spun on my heels, my gun directed back at Chrysalis. The dog growled then whined at me, walking weakly over to the changeling and licking her gently.

The changeling let out a weak moan of despair. I... I didn't get it. What the hell was happening. First she was getting married to Blueblood, then she was brainwashing him with perfume or something, then she trapped me down in the caverns with my equipment but also trapped herself down here in a weak state and got a dog to lead me to her... was it all some absolutely absurd ploy?

“Who...” she whispered.

“Chr... Chrysie?” I asked in slight disbelief.

There was a pause before she rose her head weakly to look in my direction. “I... I can't see,” she whimpered. I quickly realized that without visual aid it was nearly pitch black down here. Surprisingly enough the dog didn't have trouble finding it's way around.

I holstered my handgun daringly then knelt down beside her, holding her hoof with my hand and bringing it to my face. She stroked it gingerly. I spoke out in wonder but also slight aggravation. “Why did you trap me down here?!”

“I didn't,” she said meekly, obviously barely able to even sit upright.

“You did! You sprayed Blueblood and me with that... that perfume that made us all woozy!” I reminded her but she just shook her head.

“That... was not my doing. Krystal... my... sister,” she said before laying down in a weakened state.

“Krystal?” I asked. My answer however didn't come. “Prove it,” I ordered, though not very harshly.

“No one knows what it's like... to be the bad... man...” she whispered softly. My heart dropped. It was her... the first song we had listened to... the first day I arrived to this world... everything flooded back into my mind.

“CHRYSIE! Are you okay?!” I gasped, cradling the changeling.

She lay in my arms weakly. “So... hungry. He catches mice and rats... so that he has energy... and I feed on whatever extra energy he can spare... days... weeks...” she whispered. I looked to the dog, realizing that he, remembering what Fluttershy had said about the gender of Chrysalis's dog, looked a little malnourished.

“Max... his name is Max...” she whispered to me. “Oh Maxy...” she whimpered. I held her close.

“Don't worry Chrysie. I'm gonna get you outta here!” I assured her but she shook her head against my chest.

“No... leave me. Take Max,” she said, the most selfless thing I had heard in a while.

“I'm not leaving you here!” I told her and she looked weakly up to me, her eyes seeming to sparkle.

“You would... for me?” she asked and I nodded, remembering about how changelings fed off love. I wasn't exactly on the idea of falling in love with her or anything that outlandish, but maybe a little affection could get her on her hooves.

She began to lean upwards, a hoof stroking my cheek. Her eyes fluttered shut and I decided to roll with it. I leaned down as well and pressed my lips to hers, my eye closing shut for a moment of passion with the queen.

I held the kiss, meaning for it only to be a peck but ended up holding it for much longer. I started to feel weak, tired and wobbly. The kiss continued and her hooves wrapped around my neck, pulling me in tighter.

I tried to gasp for air but couldn't manage as my energy seemed to be zapped out of me. In moments my world turned to darkness and again I was thrown into my dreams...

Third person perspective...

Zypher moved along at a brisk pace, patrolling his usual routes. He had reported to the queen her plans were well under way and she had made arrangements for the wedding to commence tomorrow. No pre-wedding rehearsals, no last minute changes, nothing.

The queen was right when she spoke of Shining's distrust in her, despite all her efforts to put him at ease. Continuing along, a voice called out to him. “Excuse me, sir?” asked the voice. Zypher turned, his body still disguised as the big lugging human male.

He found himself in the presence of a rather stunning mare. She had smooth dark gray hair and a light gray coat. Her eyes were a sparkling darker purple and the way she batted her eyes to him. “Yes ma'am, can I service you in anyway?” the doppelganger replied earnestly, playing the part of security chief.

“I would appreciate an escort to my room... well, more specifically I wouldn't mind someone with a bit of muscle to carry my cello. If you would please?” she asked. He gave a nod.

“Of course ma'am. It would be my pleasure,” he offered her his assistance to which the mare smiled.

“Well for that I thank you. The guards around here are so rude, not even replying to your request. Please, call me Tavi, my friends all do,” she introduced herself formally, holding out her hoof for the man to kiss.

He gave a gentle and most gentlemanly kiss to the mare's hoof before escorting her to her room, carrying along the rather light instrument. 'Hmm... maybe it's just because this guy's a little bigger and stronger...' Zypher thought to himself, figuring his mass may aid in the reason the cello was so light.

Arriving to her room she unlocked the door. “Where would you like it?” Zypher asked.

“Inside if you wouldn't mind,” Tavi said, putting more of a sexual tone to the innuendo. Zypher rolled his eye, having the other patched up to keep in accordance with the man's appearance. Walking inside he looked around and realized there wasn't much to the place. A washroom, a small kitchen area then there was the living room that had a bed and a small dining table.

“Small place...” he mentioned as he set the cello down in the corner of the living quarters.

“It's not much but it's all I need.” He heard her voice reply. Looking back over his shoulder he saw her hanging up her bow tie by the door. Needing to get back to his routes he turned to leave then when slack jawed as he nearly bumped into the mare in front of him.

She had her rump pointed in his direction, tail raised high to give him a clear view of what she had to offer. “Nghughh!” he gasped and Tavi merely giggled.

“Look up,” she said slyly. Zypher could barely break his stare away from her magnificent plot, only to be thrilled by the sight of a mistletoe above her. An equally sly smile splayed across his face. 'This guy... must be in heaven 24/7...' Zypher thought to himself as he went to go down on the mare.

He stopped suddenly as thoughts about Rarity streaked through his mind. He wasn't quite sure why but he couldn't bring himself to please the gorgeous mare in front of him. He just wanted...

“UGH! Dammit... I'm so sorry but I have to report asap to command...” Zypher appologized quickly before rushing off, leaving Octavia in a state of utter and complete shock. As the man shut the door behind himself she gave a very audible 'HUMPH!'

Evan's perspective...

I was being cradled gently in somepony's hooves. Rocked slowly to and fro. At first I though it was my mother, caring for me while I could not. “I'm so sorry,” whispered an apologetic voice. “I was so hungry... and you seemed so full of energy.”

I fluttered my eye open, to be basked in the sight of Chrysalis's face above me. Caring for me as I lay in a weakened state. My eye blinked in slow rhythm as we just stared at each other. “Why?” Chrysalis asked. My left hand rose to her cheek and stroked it.

Words needn't be said. Friendship went beyond most any boundary. “I'll... be alright. Don't worry about me... can you walk?” I asked, she nodded.

“I was going to ask the same,” she replied. I stood up with a groan, stretching out and taking a good look of the area with my Eagle Eye. “I can barely see,” she said, and a third voice spoke up.

“You don't need to,” said the overwhelmingly masculine voice. We turned and I was awestruck by the sight of my oldest friend I could remember. A dark black trench coat draped down to his knees, jet black pants and boots, black leather gloves and once again donned the holy cross shirt. His eye patch rod over his left eye much like mine. “Getting out is the easy part. Stopping everything is where the real danger lies,” he informed us.

An unlit Cuban cigar hung out of his mouth... MY ARNIE CIGAR! Dammit...

He waved me over and took hold of my custom F&F watch then scrolled through all the options before bringing up the maps. “If we escape through the sub levels of the castle we're going to get spotted easy. And I don't think we have much in terms of weaponry huh?” he asked, my head shaking.

“We'll get out through the bottom of the moutain... here,” he said, pressing a button, a route highlighting itself on the mini map of my Eagle Eye. “Now... take her hoof and lead the way,” Derreck ordered.

I grabbed Chrysalis's hoof. “What's going on?” she asked curiously.

“We're getting the hell outta Dodge,” I replied, leading her along and following my Eagle Eye's path that it marked out for us. I called back to Derreck as we rushed along. “What if the path is caved in?”

“We blow through it. Don't worry though, we'll get out without a hitch,” he assured us. Continuing along, Max followed briskly behind Chrysalis, ensuring his master would be safe. Hmm... and here I though dog was man's best friend.

This place was cold, freezing even... friggin mines. If I never had to see a mine again...

Derreck suddenly grabbed me from behind by my shoulder, his sudden tight grip nearly flipping me to the ground. “WAIT! HOLD UP!” He ordered us. I looked to him and he pointed up high. I looked and quickly folded back my Eagle Eye.

Up high in the caverns of the mine came a beam of light. “An opening...” I stated, trailing off. Derreck nodded. “Think we could get out?” I asked but he shook his head.

“Way too small for us. Besides, we don't have the equipment to sneak back into Canterlot...” trailing off, he looked to Max. “But he's just an everyday dog,” he stated, Max and Chrysalis looking to us curiously. “How clever is that dog?” he asked and Chrysalis immediately cut in to protest.

“Why?! What are you planning to do?! Don't take my Maxy from me!” she whined but I sat next to her.

“Chrysie... the moment anyone secretly working for... your sister,” I began, already forgetting Chrysalis's sister's name. “Sees us, they're gonna raise the alarm. They see an everyday dog... nothing suspicious.” I informed her.

She bit her lip. I could tell she didn't like this. Grabbing her dog and hugging him tightly, she shed a few tears before whispering to the dog to be careful. Derreck knelt next to the dog and began whispering, Max... somehow, from what I could see, understood Derreck.

The man lifted the dog into his arms then quickly ascended the cavern wall, helping the dog through the hole that lead outside. Sliding back down the wall, he skidded over to me. “Now hurry up and lead us out of here. We won't have much time!” Derreck ordered.

Rushing along, we descended down the miner tunnels for what felt like hours. I quickly noticed that Chrysie was starting to get gassed. Even despite my age I must've had great endurance... either that or she was still malnourished from the time she had spent down here without a proper food source.

“Come on, hop on my back. I'll carry you,” I offered. She looked to me with a shocked look, almost surprised I would help her in such a way. “Leave nopony behind, changelings included.” She hopped up onto my back and I found she was actually incredibly light... though again it might be due to her undernourishment.

We continued racing along and I got a strange feeling. “Derreck... how'd you find us?” I asked and he just shrugged.

“Instinct,” he replied and I rose a brow.

“So... you found me but need my Eagle Eye to find our way out?” I asked and he nodded.

“You stink. It was easy to smell you out even in the mazes that are these tunnels. Finding our way out is a different story.” I decided to take that as an answer and not bother asking anymore questions. It'd have to do for now.

Coming to a stop, we spotted a rail cart still mounted to the tracks. “Whatta yah think?” Derreck asked.

“Looks like three would be a tight fit,” I replied and he nodded.

“Anything to cut time. This the right path?” he asked. I scrolled through the map and shook my head.

“No, but it takes a Y and if we take the left path than it'll hook back up to our way out... the other way is unmapped,” I replied and Derreck nodded.

“Then... without further ado, all aboard the crazy train,” he chuckled. I helped Chrysie into the old rusty cart. Even so, after decades of neglect, it felt pretty sturdy and unlikely to just fall apart. Derreck began to push us along and pretty soon we picked up rapid speed and began a descent that felt more like a roller-coaster. Derreck leapt into the back and wrapped his hands around us. “Hold tight!” Derreck ordered, not like we had any other choice. We ended up picking up such speed that the Eagle Eye was starting to blur and distort its vision. I flicked off the night mode but kept monitoring the mini-map.

The cart shuttered and squealed under the speed, Chrysie squeaking in fear. I held her tight, whispering for her to do the same and assuring she'd be okay and that everything would turn out alright. Our corner started coming up fast. “We need to go left!” I yelled to Derreck.

“Hate to break it to you... no brakes...” he commented and I just groaned as we flew past the fork in the road at rapid speeds that made me wonder if the cart would simply flip over if we hit a corner.

“Shit!” I cried out. We continued speeding along, the mini-map mapping out the unknown as we traveled along. Up ahead in the distance of the tunnel I could see the dim illumination of light.

“THERE!” I yelled. “I SEE LIGH...” I trailed off as the Eagle Eye finished mapping out the tunnel. “DERRECK! IT'S A DEAD END!” I cried out, quickly realizing that this part of the mine must've never been completed, hence why it was never mapped out.

My eyes went wide as we reached the end of the rails, which simply dropped off the side of the mountain through an exit. The mining cart launched our bodies off the mountain several hundred feet about the ground. Time seemed to slow for me as our bodies separated from the mining cart. “Ohhh... shhhhhhiiiiiit...” Though I knew the words left my mouth, everything seemed to be silent.

I felt gravity grab me by the ankles and start dragging me towards the ground. My eyes went wide as I fell freely towards the ground. Just as all seemed lost a pair of forelegs swooped down underneath my armpits and hefted me back into the air. I gasped as everything exploded back into regular time.

I looked above myself, Chrysalis's wings extended out in a magnificent display. I hadn't noticed but I must've been out for quite a while earlier because it was early morning, the horizon just lighting up with a beautiful orange haze that was the dawn of morning.

The small amounts of light that did pierce over the horizon shone through Chrysie's wings. I looked down below and yelled out as I spotted Derreck plummeting towards the ground with the mining cart. “DERRECK!” My voice seemed to echo in a long distant scream.

The mining cart struck the ground and mysteriously erupted into a small mushroom cloud explosion. “DERRRRRRREECCCCCK!” I cried out, Chrysalis quickly flying down near the crash sight.

Fires continued to burn for whatever goddess forsaken reason. Why a mining cart would explode was beyond me but that wasn't the first thought on my mind. As Chrysie set me down I fell to my knees, looking to the burning wreck. “Ahhh... n-no... no it...” I trailed off in disbelief. He couldn't be dead. He just...

The flames whispered and waned slightly. A dark clad figure moved through the fires that raged on and slowly came into view. I watched in disbelief as Derreck walked forwards. “Oh... you're still alive... after a fall from way up there... and a mining cart that somehow exploded... without so much as even a scratch... or burn...” I brushed some soot off his leathery trench coat. “Just some soot on your shoulders.”

He flicked my hand away. “Are you gonna wonder about everything in this world that doesn't make sense? Like talking ponies with magic, alicorns that control the sun and moon cycle and talking dogs?” he asked. I didn't answer and he nodded. “Exactly. Now shut up and listen. Give me that Eagle Eye and F watch.” He grabbed the two items and began fidgeting with them. “If I can redial the power output, I can probably get the antenna of the Eagle Eye to relay a message to Flim and Flam and... oh, I uhh,” he looked to us. “This may take an hour or so, sooo...” he began fidgeting with the Eagle Eye.

“Why do we need Flim and Flam?” I asked, not exactly sure about how they could help us with everything that was happening. He looked to me.

“We need the Juggernaut...”

Third person perspective...

Lassie continued through the crowds in the streets, looking for Evan. She had seen him once or twice in the hallways of the castle but hardly ever since then. Her estrus was driving her nuts and she found herself rubbing up against street posts and business doorknobs to relieve herself, usually getting scolded by the owners or nearby pedestrians.

Lassie had a bottle thrown at her which smashed near her paws. “CALL THE POUND! THAT DOG IS RABBID!” A pony screamed out. Lassie cursed to herself. That was the bakery owner of whom she had pleasured herself with his door handle and thought to have left behind in the crowds.

Scurrying away and through some back alleys, she made her escape. Looking back over her shoulder she smiled, having once again lost a pursuer. She did however, with her lack of attention to what was in front of her, bump into someone else.

“GAH DRAT! Sorry I... woah!” she gasped, talking in the sight of a masculine dog. He barked in native dog language but Lassie put a paw on his mouth to silence him. “Nah, nah, dude. I got a problem that's way worse... and I think you'll want to help me with my problem first,” she said, not letting Max even begin to tell her the details of the dire situation.

Max tried to begin again but Lassie simply spun around and whisped her fluffy tail under his chin. The male dog seemed to flutter after her as she led him down the alley and away from the observation of other's.

The male dog's earlier intentions were lost as he was coaxed by the intoxicating smell of her needy pussy. Finding a more secluded spot. Lassie giggled as she looked to her enticed mate. The dog, much to her disappointment, immediately tried to mount her, but Lassie was quick to wrestle him to the ground. “Ah-ah-ahhh, not yet there. They say before any grand meal, an appetizer is suggested,” she informed him, placing her swollen pussy right in front of his face.

“Snack time, do a trick,” she told him and Max didn't need to be told twice. He immediately went to work on the female mate, his muzzle pressing right up against her sex, his tongue diving in for the main course. It only took Lassie seconds to scream out in orgasmic ecstasy.

“Woah... hooo... holy cow that was amazing... okay there buddy, time for the main course,” Lassie informed him, standing up and presenting her unclaimed pussy for him to take. “Make me your bitch, stud,” she told him. Max's canine penis was already erected from his sheath as he mounted Lassie and jerked several times in excitement, not bothering to properly line himself up.

“You mind-YEAAHHHHHH!” Lassie screamed as for the first time ever, she felt a full flesh and blood cock penetrate her, finally robbing her of her virginity that she had so long desperately tried to rid herself of. So excited and thrilled, she began to push her hips against Max's thrusts, quickly bringing herself into yet another orgasmic state. Max began to twitch and thrust wildly above her, driving his cock into Lassie with all the force he could muster, his knot stretching her wide and locking them together. Lassie's contracting pussy, along with the feel of his knot inside her, brought him into a joint orgasm between the two, his load dumping a generous amount of seed into her fertile depths.

“OHHHH GODDESS, YES! YESSSSSSS!” Lassie cried out. Several minutes past and Max finally came to his senses and barked hysterically, telling Lassie about everything he had meant to tell her earlier, whilst still mounted on her back.

“Woah-woah-woah-woah-WOAH! WHAT?!” Lassie gasped and Max repeated himself. “Chrysalis isn't the real Chrysalis, and the real Chrysalis is stuck in the mine.” Max barked. “And she's stuck down in the abandoned mine shafts along with a guy she used to know?!” Max barked again. “AND SOMETHING HORRIBLE IS GONNA HAPPEN UNLESS WE WARN SOMEONE WHO CAN STOP IT?!” Max nodded. “Well why didn't you tell me earlier, yah dope?!” Lassie gasped.

Max grumbled to himself and Lassie held a paw to her chest innocently. “What?! It was hardly on me. You're the one that let his urges get the better of him... bah, forget it! We must make haste!” Lassie chimed, standing upright and going to make a dash for the castle but tripping and crashing to the ground as she was held in place by Max's knot.

“HEY!” Lassie gasped then grunted. “GURRR... OF ALL TIMES!” She yelled out. “Come on, we gotta hurry!” she ordered. Max and Lassie tried to work together but were so uncoordinated they ended up just crashing into trash cans and dumpsters, never leaving the back alley...

Krystal overlooked the city from the balcony of her room, smiling contently. “Soon... it will be mine, all mine,” she chuckled to herself. Kianna and her squad mates stood idle in the room, awaiting her new orders. The wedding was to commence within the hour.

Turning back and entering the room, she was accompanied by the doppelganger of the big man. “Well Kianna... it would seem that...” she trailed off and the woman rose a brow. “My usefulness for you has come to an end,” she stated and Kianna gasped.

“YOU SAID-” Krystal was quick to cut her short.

“I offered you freedom in the new world, yes. And I plan on keeping good on my promise. But it would seem that your further presence upsets that imbecile Shining Armor. So, as the soon to be ruler of Equestria, I am requesting that you see yourself out of Canterlot before the wedding commences.” She turned to attend to other things but Kianna stood in her way.

“The payment... seeing as how we're officially done,” Kianna ordered but Krystal just laughed.

“Oh silly girl... in the new Equestria there will be no currency. Only love and copulation,” she noted and Kianna's lips curled as she quickly drew her .44 magnum revolver.

“WE HAD A DEAL!” She roared and Zypher was quick to draw his pistol as well. Krystal laughed and let out a whistle, guards storming into the room. “She's not the real Chrysalis! She's an impostor!” Kianna warned the guards, only making Krystal laugh even more. The guards all flickered briefly, revealing their true, changeling, forms.

Spears and swords were pointed in their direction as Krystal spoke. “I suggest that you take me up on my offer... before you lose your freedom that I have granted you, moreover your life,” she cackled.

Kianna's sniper leaned over. “We're seriously outnumbered here Ki... there'll be another time,” he suggested. Kianna regretfully holstered her revolver and snarled at the soon to be defacto ruler.

“I won't forget this... and you haven't seen the last of me.” She scowled before storming off with the rest of her crew. Krystal laughed and looked to herself in the mirror, mimicking her sister's appearance before snugging a rose above her ear. “This day is going to be perfect...”

Evan's perspective...

Juggernaut arrived at our position, where Derreck yanked open the rear hatch door. “Get in!” he ordered. We didn't need to be asked twice, quickly hopping in. “Juggernaut. Canterlot, on the double!” he orderd vocally, the truck's auto-pilot kicking in and speeding us top speed up the mountainside and towards the massive capital city.

Derreck reached under one of the bench seats of the back and retrieved a black rifle that made my jaw drop. “W-w-where'd you get dat?!” I gasped, my words slurring slightly. He held the AN-94 assault rifle and racked on the bolt, chambering a round before stuffing a few extra mags into the pockets of his trench coat.

“From a friend... but even still. We should try to get in undetected for the most part.” He slung the rifle across his back and pulled out an object that just made me groan from the idea of it...

Third person perspective...

The doors to the ceremonial room swung open, Chrysalis trotting down the aisle, with the doppelganger Burdy being the escort of the bride. Blueblood stood idly by with Cadance as his best mare, having accepted the offer of the part.

Shining and his guards stood lively, now the sole security of the royal wedding. Chrysalis arrived at the wedding altar and took her place by her fiance's side. Celestia asked the crowd to be seated as she began the ceremony...

Lassie struggled and squirmed. “Celestia... that's like the third time you've cum in me. Can't you just go soft already?” she chirped, Max just grumbling a doggy grumble. “Ugh! Figures I get stuck with the one dog who... who...” she trailed off as she watched an overly large cardboard box shuffle past. “Uhhh... !” she gasped, jerking and popping Max's knot out of her dripping cunt. Lassie nearly doubled over in shock from the feel of the emptiness inside of her, but had no time to dwell on it now.

Rushing out to the street where she saw it pass, she noticed it heading into a small time pub. There were three guards standing nearby that quickly transformed into changelings and chased in after the box. Lassie swore to herself, quickly trying to think up a plan to save the box occupants...

Evan's perspective...

We arrived into the mostly deserted pub, only finding a bartender on duty. Despite Derreck's constant talk about being on a tight schedule, he demanded that we stop to get a drink first. Walking over to the bartender, he asked where everypony was, getting the reply that most of the city was attending the royal wedding.

Suddenly the bartender gasped then rushed away. Derreck peered over the counter then just shrugged, pouring himself a mug of booze from the taps along with three ice cubes. I turned, along with Chrysie and gasped as three changelings held swords in our direction.

I was about to go for Belladonna but realized she was no longer in her holster. “!”

Derreck casually mingled over to a free table nearby and whistled for us to join him, apparently in no concern over the armed changelings. Chrysie and I slowly walked over to the table, sitting beside Derreck as the changeling warriors stood across from us.

“HA! We got you now! The queen will be so proud of us,” the middle one said. Derreck took a look at his mug of alcohol and swished it around, the ice-cubes tinking inside the glass mug. “Now... we don't want a fuss... come quietly, and there won't be trouble. But try anything, and we will kill you,” the middle one spoke, frightening Chrysie even more. I just swallowed as Derreck took a sip of the beverage and looked to them with a risen brow, leaning to one side.

'Was he already drunk?'

The changelings followed him with their weapons but he just chuckled lively and took another sip. “What's so funny?!” the middle one spoke again. Derreck just chuckled again, this time a little more insultingly. "What's yer name?" Derreck asked.

A second changeling spoke. "Kill him!" He ordered, Derreck rising a brow.

"Oooo," Derreck replied in a semi-shocked way. The middle stallion swung his sword to deliver a blow with the hilt but Derreck casually caught his wrist, stopping the strike early.

Another cocked his sword back. “LET-GO-OF-THE-SWORD!” the other ordered sternly. Derreck looked to them before shoving the middle one back, nearly toppling over all three of the changelings. I didn't get it. Why was he so casual about all this. Was there something he knew that we didn't?

Derreck looked with an inquisitive look to the middle stallion. “So...” he trailed off, giving him a once over. “You're obviously the dick...” he commented, making the three changelings look towards one another before back to Derreck.

“And the ones on each side of you are your balls.” Derreck rose his eyebrows with a smile. “You see... there are two types of balls... big brave balls... and mincey little faggoty balls. You see, dicks have drive and clarity of vision, but without their balls their not much use and aren't too intimidating. Whereas balls need a dick to lead them. Without the other, dicks and balls are useless,” he commented and the third changeling spoke up.

“These could be your last words! So choose them wisely!”

Derreck smiled as he continued his speech. “But you see... even when dicks and balls are together... they're still not very clever... they smell pussy, they come running for a piece of the action... and here you all though you smelt some good o' pussy... stuck it right in without even thinking,” he said, the changelings, along with Chrysie and myself, terribly confused.

“But you've got it all wrong... there ain't no pussy here... just a toaster that's been turned on... making you wish you were born a female,” he said, the changelings now looking to him with a slight sense of fear from his tone of voice.

“Now... like any prick with a set of balls... you have this sinking feeling inside your gut... you almost wish it was all just a dream, nearly crying out as you try to feverishly go soft and get yourself out of this predicament...” Derreck trailed off to take another sip of his booze. “Now that you finally realized the dangers of this predicament you're starting to shrink... and your little mincey faggoty balls are shrinking with you...” he stated.

The changelings all gulped. I would've been petrified of his tone of voice too, but I couldn't understand what had him so cocky and sure of himself. “The fact that your queen can't supplement her entire army with weapons on the day of invasion makes me laugh... but what makes me laugh harder is the fact you've got replica written down the sides of your toy swords...” We all looked.

Derreck reached into his coat and slowly set Belladonna down on the table. “And I got Desert Eagle... point five-oh... written on the side of mine...” we all looked to Belladonna.

“Should precipitate you... into going flaccid, along with you little faggoty balls,” Derreck commented as he took another sip of his booze. “Now... fuck off!” he hissed at them. They quickly zoomed off at a speed that could challenge even Dash.

“HIYAHHHH!” Yelled a voice just seconds after the changelings had left. Lassie smashed through a window in a spectacular show of acrobatics, landing in a defensive pose with a makeshift club. “Wait... what? You got rid of them yourselves?...” she mentioned looking to Chrysalis. “So is she... the real Chrysalis?” she asked, Max rushing in with a happy bark and jumping up to Chrysalis.

“I'll take that as a yes... aww, as if you guys got rid of them yourselves...”

Third person perspective...

“And do you, Chrysalis, take Blueblood to be your lawfully wedded husband, to have and to hold, from this day forward, for better or for worse, for richer or for poorer, in sickness and in health, until death do you part?” Celestia recited.

Chrysalis opened her mouth. “I...” she trailed off, holding the entire audience in suspense. “Well, actually... I have a grave confession to make to all of you... Evan?” she asked, the man quickly drawing his pistol on the regal princess, much to everypony's sudden shock.

“Don't even try it princess!” the man shouted, seeing her horn starting to glow. “Any sligth movement and this puppy goes off... and bye-bye princess of the sun!” His voice was deep and demanding.

Shining yelled out. “GUARDS! ARREST HIM!” Shining yelled but not a single one moved. “GUARDS!” he yelled but Chrysalis just laughed, reverting to her true form of Krystal.

“Bwahahahaha! Surprised Shining?” she cackled as the entire royal guard turned into changelings, turning their weapons to the public and element bearers. Even some of the ponies in the crowd turned to changelings.

Throughout the city ponies changed into changeling form. Back at the castle, Celestia scowled, afraid for her subject's well being. “YOU CAN'T GET AWAY WITH THIS!” Celestia boomed in her regal voice but Krystal just laughed.

“Ohh but I already have. You see Celestia... my sister was such a fool, rising suspicion by taking the form of a royal princess before he wedding. Instead, I locked my sister away beforehand, then seduced Blueblood with the promise of power and authority... and a little pheromones. Who would really think somepony would disguise themselves as a changeling?” she laughed then turned to her most elite guard. “Restrain her, along with the element bearers... and find the other one. The night one!” she ordered.

The mass amounts of changelings swarmed over the ponies, capturing them and quickly seizing control over the city. Twilight wept out to the doppelganger, still believing it was her beloved, seeing as how every changeling had transformed so far. “Evan... what are you doing?” she cried out and the man just shrugged.

“I serve Equestria, and it's ruler, regardless of who it is,” he stated then turned to Krystal. “Ma'am... Kianna's group has been spotted in the city...” he trailed off and awaited her orders. Being the second in command, he had mental telepathy with other changeling warriors.

“She's of no use to us now... and may prove problematic in the future. Dispose of them,” Krystal ordered, Zypher nodding and giving the order through telepathically...

Evan's perspective...

There was a sudden eruption that made Chrysie, Lassie, Max and myself jump in shock. It was followed by two more explosions and an eruption of gunfire. Another explosion rocked the ground beneath us. “Oh shit...” Derreck muttered.

“What? What's going on?” I asked and he turned to the others. "Stay here. Burdy, with me,” he said, taking grasp of my hand cannon. There was yelling and screaming, followed by more gunshots and an explosion. Derreck rushed up to the corner of a building then spun out, Desert Eagle ready.

We both gasped as we saw the sight before us. There, under a pile of rubble, lay Kianna's sniper, struggling painfully to free himself. Derreck and I rushed over, the stallion fretting as he saw us rush over.

The stallion grabbed for his grenade but Derreck yanked it free from his grip, accidentally pulling the pin in the process. Tossing it far away, Derreck turned his attention back to the stallion. “Relax!” he ordered then pulled my Eagle Eye off and spoke into the headset piece. “Juggernaut, to me!” he ordered. Moments later the battle truck came screeching around the corner.

Derreck gripped on some of the larger rubble and began tossing it off. I heard a set off hooves landing on the ground, along with the wisping of a long blade. “SENKA! Wait!” the stallion coughed. The ninja stopped and hesitated, letting Derreck finish freeing the stallion.

“GAH! My legs... I can't feel my legs!” the stallion yelped. Derreck hefted him up and cracked open the hatch on Juggernaut. The ninja moved briskly and hopped in as well. “Gah... wait! We can't go. We gotta get Kianna... she headed back... the castle... Krystal!” he gasped in pain.

Derreck looked to the ninja. “Keep him safe... find the others and get them to safety as well,” he ordered but the sniper held his hoof on Derreck's shoulder to stop him from going.

“Get Kianna... don't... let anything... happen to her...” he grunted. The two looked to each other for a long while and gave each other a nod.

“I see you, sniper,” Derreck said.

“Dwayne... it's Dwayne...” the stallion replied. Derreck rose a brow.

“Dwayne? Odd name for a pony,” he stated but the stallion just smiled.

“It means dark one... I kinda liked the sound of it,” he replied.

“Parker... Derreck Parker,” my big friend stated before slamming the door and banging on it twice. “Juggernaut, search and rescue!” he ordered, the truck squealing off.

“Shit Derreck! We shoulda sent Chrysie with them!” I told him but he shook his head.

“We need her to retake the changelings! It may be the only way!” He told me before whistling for Lassie, the other regrouping with us. We all rushed to the castle, constantly having to take back alleys to avoid conflict. Derreck holstered my handgun and drew out his AN-94, having it at the ready in case things went further south than they already had...

Third person...

The queen inspected the prisoners, proud with her achievement. “Indeed... I would say a perfect success, wouldn't you Evan?” Krystal asked and the doppelganger nodded, continuing his inspections of the prisoners.

As he neared the element bearers, Rarity called out. “How could you? After everything... you just... went cold. I would've never thought you to be this kind of pony!” Rarity wept. Her words tugged at his heartstrings and made him swallow hard.

“Something wrong?” Krystal asked, shocking Zypher for just a moment.

“No ma'am. Just giving them a false sense of hope... it crushes them even harder in the end,” he laughed darkly, the queen adding into the laughter...

Evan's perspective...

We charged through the hallways, Derreck rushing unsuspecting changeling drones and knocking them clean out in a silent manner. Rushing around another corner, we spotted four changelings sneaking into a bedroom. Derreck slung his rifle across his chest, drawing out Belladonna and charging forwards.

Taking the corner hard, he slid into the bed chambers, doing a professional roll. Four shots went off within a second and a half, all four changelings falling and Princess Luna springing up from her deep slumber.

Still dreary, she looked around in pure horror, four dead bodies by her bedside. Derreck grabbed her hoof. “Come on princess, no time to explain!” he ordered, rushing us all down towards the ceremony room.

Reaching the ceremony door, he kicked them open, firing three shots into the ceiling while yelling out. “I OBJECT!” Everyone looked to him as he drew the Desert Eagle then stopped. “Dammit... as if I'm late...” he swore, realizing that everyone already realized what was going on, and was even captured. “Alright... in that case... FREEZE! THAT'S AN ORDER!” He boomed. The entire room buzzed with angry changelings. “Chrysalis, do your...” he trailed off and looked over his shoulder, only seeing Lassie, Luna and myself. “Chrysalis?... Chrysalis?... shit!” he swore, turning back to the baddies and motioning them to wait just a moment.

Rushing back out to the halls, he spotted Max just outside the doors barking at the floor, and Chrysalis hanging from a chandelier. “CHRYSALIS!” He yelled but she just whimpered.

“There's a spider! I'm terrified of spiders!” she nearly wept. Derreck let out a grunt then rushed forwards and stomped on the little creature several times. “Now... if you don't mind there's a task at hand more serious than a phobia of spiders!” he told her. Chrysalis fluttered down and followed Derreck back into the ceremonial chamber.

“This is the real Chrysalis!” he informed everyone, though they probably already knew that. The sister, whom had taken her stink beetle-esque form once more, simply laughed.

“Oh please. Why would they follow her lead? I've brought them to a power that she could never hope to bring them to. Why in Equestria would they follow her lead again?” she cackled. Drawing Belladonna, Derreck fired the final shot.

The sonic boom was deafening as the bullet traveled to super-sonic speeds. There was suddenly a green sparking electrical storm around the queen that fizzled out the bullet, the slug dropping just inches from her hooves.

The slide on Belladonna was locked back, signaling she was empty. Derreck went ot draw his AN-94 but a strike of green energy blasted us both back. Luna charged forwards but met a similar fate. The blast didn't hurt so much as knock the wind right out of me. I tried gasping for breath but could barely manage.

Lassie rushed to our sides just as Chrysalis flew over head. “ENOUGH OF THIS, SISTER!” She boomed, dodging blast after blast as she flew towards her sister. Chrysalis fired back but the other changeling ruler simply turned her back to Chrysie, her blast being deflected by those damn shield like wings on her back. Chrysie was taken off guard by her own deflected blast that knocked her to the ground.

Krystal looked to the second me. “Finish her off!” she ordered just as Max was charging forwards. I watched in horror as Max snarled valiantly and leapt at the queen, only to have himself impaled on her jagged horn and tossed to the side.

I gasped as I tried painfully to get up, Derreck crawling to Luna's side. I watched as the other me leveled a handgun on Chrysie. 'No... no... NO!' My thoughts boomed in my head. I heard Rarity say something to him that made him deter.

“You wouldn't... you're not truly that heartless... I guess... I guess I had you all wrong,” she wept. It seemed to have a drastic effect on the man as he turned his aim to Krystal.

“FREEZE YOUR HIGHNESS!” he yelled and she looked to him with a semi-surprised face.

“You know Zypher... it shocks me so... not that you would betray me... but that you would still address me as your ruler.” She took a step forwards.

“Not one move. You know as well as I do that...” He staggered back, flinching, grunting and wincing in pain, quickly dropping his gun to the floor as he had a complete body spasm.

“You forget Zypher, that you're not the only one with telekinesis over other changelings. You have forgotten your place... by siding with these... pitiful beings... you have... betrayed me. And for that, I must destroy you!” she said, levitating the handgun on it's previous owner. I clenched my eyes shut as the gunshot went off, followed by several screams.

Opening my eyes, I saw her make her way towards Chrysie. I needed to make a move. Belladonna was empty. Derreck's AN-94 was slid across the floor. “YOU FIGHT LIKE A COWARD KRYSTAL!” Yelled a voice from above. Looking up to the balcony level, I saw Kianna walking along in a plain tank top with just regular cargo pants. No battle fatigues. No armor. No tactical vest... just tank top with cargo pants and boots on her feet.

“Ahhhh! Kianna!” Krystal called back. “I seem to be in need of a second in command. What do you say?” Krystal offered but the woman just growled.

“I say I'd rather die than serve a treacherous scum like you!” she yelled. Krystal's smile turned to a frown.

“Then so be it!” she yelled, firing a blast of green energy at the woman. Kianna's right hand moved like lightning, drawing out her revolver and firing it in rapid succession. The green energy blast was miraculously dispersed by the six .44 magnum slugs, said projectiles falling harmlessly to the ground.

Krystal looked in awe as the woman spun the revolver in a classic western fashion. “BURDY!” she yelled down, holstering her revolver. I staggered to my feet, Belladonna now in my possession but empty at the moment.

Closing her pinkie and ring finger, then holding her middle and index fingers to her temples with both hands, she quickly pointed to me. “You're pretty good... but everyone needs help at some point!” She pulled out what looked like a small brick of metal that would fit in one's hand. “CATCH!” she called out, tossing it down.

It only took me a second to realize what it was. My left hand reached out, my right hand tilting the Belladonna. Grabbing the filled magazine mid-flight, I slammed it into the well of the pistol, thumbing the slide release and locking my aim on Krystal.

I felt... as though there was a hand resting on my shoulder. 'Time to prove yourself to your friends... show your patriotism!' my conscious spoke. I let out a horrifying roar that was on the more animalistic side of nature. I felt my whole body trembled from the roar.

Belladonna was squeezed tightly in my hands, her frame, custom pearl grips and inscriptions all shining brightly. 'Thy lord... shall set thee free!'

My trigger finger squeezed back. The gun rocked in my hands, a massive ball of fiery energy erupting out the muzzle of the gun as the bullet immediately reached sonic speeds. Unlike ever before, the sonic flash seemed to have a... rainbow color to it.

Krystal's electric shield was up once more but this time it did her no good. The bullet seemed to be... mystical... as though enchanted by my very state of anger. The bullet passed through her defenses unaffected and blew a hole straight through her.

There was a long pause as everything sat still and silent. Krystal suddenly staggered, a stream of blood running down her body and forming a puddle on the floor. “What... but... how?” she wheezed before collapsing on the floor in a lifeless heap.

The changelings all looked in shock, which soon turned to anger. Derreck's voice yelled out. “LUNA, THE SPIDERS!” He boomed. Luna's horn lit up, spiders swarming into the room from almost nowhere. The changelings all shrieked in fear and huddled together, being herded by Luna's swarm.

Chrysie and I rushed over to Max who was stuttering for breath. “No... no... please, Maxy... my little Maxy... no!” she wailed out, holding her dying companion in her forelegs. With his last bits of strength, the dog reached up with his muzzle and licked her a few last times before resting into her body and passing away.

Derreck let off a burst into the ceiling with his AN-94 to catch everyone's attention. “ALRIGHT LISTEN UP!...”

Hours had passed and we were herding the remnants of the changeling army away. Kianna and Derreck had simply disappeared from the scene, almost as if they vanished. I walked over to Rarity who wept profusely as a body bag with that one changeling was zipped up. The one who had defied Krystal. “Who was he?” I asked but she just shook her head and pulled me into a hug.

“I'm not sure... but he... he...” she continued to cry. I just patted her back. I looked to all the shocked and traumatized ponies... so this... this was the darker side of Equestria. Rarity let go of the hug and moved towards the other element bearers. I moved over to Chrysalis, whom hadn't moved the whole time since we started ushering the changelings away.

“He... he was all I had... and he just...” Chrysalis wept over her deceased canine companion whom had defended her with his life. Lassie reached my side.

“I know a place we can bury him... a place he'd probably like...” she commented. Chrysalis didn't really answer.

“I'll lead them away... somewhere where they'll never cause trouble again...” she whispered. I left my hand resting on her shoulder.

“It's not your fault... you don't have to exile yourself because of this. I... have a place you can stay,” I offered. Her head still hung low. There was a frantic voice that caught my attention.

“Aunt Celestia! Aunt Celestia what in Equestria happened?” asked 004. I turned to look, seeing Celestia and Luna close by, along with the groom to be.

“It's... a long story,” Celestia replied, all of us understanding that he had most likely underwent memory loss when under the effects of Krystal's pheromones.

“Well I demand to know! My room is a mess!” he commented, quite disrespectfully considering some ponies had went through serious trauma and he was complaining about the state of his room. Celestia groaned, already sick of his ignorance. I could see that his outburst had caught the attention of a few others as well.

“Well...” Celestia began then looked to Chrysalis and I. “If you must know, you were to be married to the queen over there.” 004 looked our way, quickly growing a disgusted look on his face from the sight of Chrysalis.

“UGH! I would never marry such a hideous creature. To think that-” I cut him off, his hurtful words taking further impact on the already distraught Chrysalis.

“Hey Blueblood!” I snapped, grabbing his attention. I swung the hardest punch I could muster straight across his jaw, knocking him flat and hopefully dislocating his jaw. “She's beautiful... and a lot more pretty than you'll ever dream of being...” I snarled then looked to Celestia whom had a rather shocked look on her face.

“Sorry... I uhh... he's an asshole...” I stated but Luna pitched in.

“Don't worry. He's our great, great, great, great, great, great, several times removed grand nephew.” She gave me a smile which I returned before returning to Chrysie's side.

“Chrysie...” I trailed off, a tear coming to my eye. “No one knows what it's like... to be the bad man... to be the sad man...”

“Behind blue eyes...” she finished. I reached my hand down for her to take before speaking out to her, letting her know I'd be there for her.

“Everyone deserves a second chance...”

Author's Notes:

When I first was editing this it was my birthday. I was planning on getting it out on my birthday (Which was the 12th), or the day before, that way I could spend the day dicking around with my new pea-shooter but... well, I spent the day figuring out this chapter. Still gotta think ahead, you know with Kianna's crew and what's gonna happen to Burdy and... I won't spoil it.
Cheers,
Ps: I still did get to have a little bit of fun on my birthday, see?