Twilight turned to Chrysalis with a glint in her eye “Remember that you wanted me to dominate you the other day, and I selfishly got you to dominate me. Well, I want to make up for that”

The pair were laying surrounded by the books read during the day, on a scattering of cushions in the middle of Golden Oaks Library. The evening was drawing in and Luna’s moon was climbing up its arc.

“And given what you ended up going through the other night, I guess I’m going to be regretting it by the end of the night?” Chrysalis smiled back, albeit it with a little trepidation.

“Perhaps” Twilight bopped the changeling’s nose “But, before we begin, I’m going to prove I’m better than you in every way. And if I do, I get to do anything I want to you, much like you got to do to me”

“Sounds fair” the Queen mused.

“So, as we are both a mixture of Earth, Pegasus and Unicorn breeds, I guess we have three traits to check?”

Twilight’s horn flared and before she knew it Chrysalis found herself next to the pony, on a cloud many thousands of feet above Ponyville. A teleportation that far caught the changeling by surprise, as she like most spellcasters could only move a couple of creatures a short distance at most.

“I think that proves I have more magic then you?” Twilight asked perhaps a little smugly, enjoying the look of surprise on her friends face.

“I don’t doubt that Princess. You beat me during my attempted takeover when I was at my most powerful and you were a brand new Alicorn. Now you’ve refined your magic, I wonder what you’re truly capable of”

“Wow…I’m surprised to hear you say that. I didn't mean to boast" Twilights ears dropped a little.

“No worries Princess. It’s a simple fact…and it saved me from myself. I surrendered as I had no chance of ever taking over, and that actually set me and my subjects free”

Twilight nuzzled her friend “You’re welcome. I guess it was all part of some grand scheme”

Wanting to change the subject she herself regretted having brought up due to the shock of the teleport, Chrysalis looked around “The views beautiful up here…I really don’t visit the clouds as often as I should”

“Well, don’t get used to it as we have two more trails yet…we’ll come back tomorrow and I’ll show you the wonder of Luna’s nights…in terms of the stars rather then what we get up to of course”

The pair smiled as the thoughts of what had been filling their nights these past days entered their minds. “Next up would be Pegasus and flying I guess?” The Queen assumed, given their current location.

“First back to the library?” Twilight asked.

“Yes, sounds a good enough test. On a count of three?”

“Okay.”

Both of the alicorn sized creatures stood up on the cloud and stretched out their legs and wings. Twilight began to count “Three…Two…” and before she finished Chrysalis had already took off. That little cheat Twilight muttered to herself with a laugh as she set off in pursuit.

Twilight had still not gotten fully used to her wings yet, having only had them for a few months, whilst Chrysalis had been flying her own life of many, many years. This gave the Queen a distinct edge as they plummeted downwards at a steep angle towards Ponyville below

But despite the slow start, the pony’s wingspan was greater than that of the Changeling, allowing greater thrust with each flap, causing it to become a close fought race. Both were tempted to use their magic to gain speed, or reduce friction, but didn't really want to disappoint the other by cheating.

Rainbow Dash watched this from the cloud she was resting on, and wanted to join in the race despite the lateness of the night. She flew over quickly catching the pair, but saw two faces of pure determination from the two rulers. Despite being a hothead, she realised that it was best probably not to get in the way of some form of epic challenge. Besides, neither of them are a match for me Rainbow thought as she settled down on another cloud to watch the race, wishing she had some popcorn.

As the pair raced towards the ground, they saw that they had misjudged the angle of descent and were coming up short of the library. Chrysalis shallowed out her angle in order to adjust her path, causing a slowdown in the changelings speed. Twilight continued down in the steep decent…her plan would actually mean a longer route but at a faster speed. Given how evenly matched the pair were, this is where the race was going to be won or loss.

She picked up speed and just before hitting the ground used her wingspan to transfer all the vertical speed into horizontal. Twilight sped through the streets of Ponyville, the town that she knew like the back of her hoof, ducking and diving around statues, fountains and other obstacles. A faint trail of stars were visible behind her, the first time the Alicorn had travelled fast enough to cause a wake. She sped towards her home and landed in front of the door, moments before Chrysalis did the same

A cyan Pegasus’s mouth hit the clouds she was sat on That…was…awesome Rainbow thought to herself She has really come on since that first lesson…I can still feel that painful first landing…upside down on her back. Although her horn getting stuck in the mud was funny!

The pair stood gasping for air in front of the library, although Twilight felt a lot better than the changeling did having been victorious “Two-Nil to me” the Princess panted as the pair went back inside the library. They took a few minutes to recover from the race over a cup of tea, needing a warm drink after the coldness of the air outside.

“So, that just leaves the earth pony powers” Chrysalis asked, knowing she had already lost the contest. “It’ll take too long to grow something!”

“Physical strength seems to be the contest of choice; at least it was between Applejack and Rainbow Dash. A wrestle till one of us submits?” Twilight proposed giggling.

“Sounds fun”

The pair made their way quickly down the stairs, not noticing Spike looking at them curiously from the bedroom balcony. Fully grown adults wrestling? “Mares, who needs them?” he called out absentmindedly.

Rarity crawled out from underneath the covers she was hiding under, the pair having snuck in whilst the rulers were out and not wanting to get caught together “And what’s that supposed to mean?”

“I said mares…plural” Spike thought on his feet “Who needs two of them, when one as special as you is perfection”

“Nice save Casanova, now get back under here” Rarity replied with a ladylike giggle.

Meanwhile, a few stories below where the original non-pony couple were having fun, Twilight and Chrysalis were limbering up. The contest was over, so this was a battle of pride only for the changeling, whilst Twilight found herself oddly caught up in the competition - fifth place in her first running of the leaves being her competitive highlight so far.

With all the furniture pushed magically to the edge of the room, and soft matting conjured to cover the floor, the scene was set. On an unspoken command, the pair locked hooves, and pushed and turned with all their might. The quickly fell on the floor where there hindlegs also locked and they rolled around.

From a casual observer, it would not look too dissimilar to a romantic embrace, and there was an element of that to it.

Eventually Twilights strength won out and she managed to pin down the changeling. No matter how much the changeling struggled, she couldn’t break free of the Alicorn smiling smugly on top of her

“So, I’m stronger, more powerful and faster then you.” Twilight poked out her tongue out as Chrysalis snarled a little.

“We never really doubted that did we?” The queen retorted a little snarky

Twilight stared down at the changeling “Now now, you are a bad loser aren’t you? Well, I’ll have to train that out of you!”

“Train me? I’d like to see you try!”

Twilight jumped backwards off the changeling and before Chrysalis could get to her hooves she found herself being levitated by the pony high into the room. Chrysalis tried to fight back, but found herself unable to overpower the Alicorn’s aura. She eventually gave up struggling, and just hang there lazily, her hooves crossed infront of her in a huff.

Twilight tried to remain in confident dominating mood, but found the Queen’s body position of a sulking foal humorous. Regardless, she tried to sound authoritative “You will do what I say for the rest of the night, understand?”

“Yes Mistress”

Twilight levitated Chrysalis until they were almost face to face.

“You’re free to say stop or ask for a breather at any time, but I expect you only to do that if you really need it.”

“Yes, Mistress, I’ll try my best”

“Well, I’ll be gentle…but don’t expect me to go easy given what you did to me the other night”

Before the changeling could respond, Twilight leant forward and planted a kiss on the lips. Chrysalis tried to reach out to Twilight but her hooves couldn’t break the shield around her. So she just hung there and let the kiss happen.

After a suitability long period, Twilight broke it off and trotted over to some of the chests and started looking through them.

“Chrissy, I expect you to try to control yourself tonight. If you orgasm without permission, I will ensure you spend the rest of the night in a constant state of orgasm. I find a rather nifty spell to do that, and I’m itching to try it out!” Twilight clapped her hooves excitedly at the end.

Chrysalis played that over her mind – she couldn’t imagine what would be worse, being denied orgasm like she had done to Twilight, or being forced to cum over and over again. She thought it was best not try to find out. “Yes Mistress, of course Mistress”

Twilight found what she was after and put the changeling down. She then lifted some clothing and approached the Queen carrying the items in her Aura. Twilight spread the items on the bed, a latex body suit of bright yellow and Chrysalis almost baulked at the colour.

“What, I think it’ll be cute to see you in such an unnatural colour for a changeling” Twilight laughed, seeing the Queens face. Twilight and Chrysalis started getting the suit onto the Queen. The body was fairly easy to get into, the fabric was enchanted to be a bit more flexible than usual. The were no holes for the wings, so Chrysalis was forced to have her wings fixed to the side of her body. And rather then having a hole for the tail, it was encased in a solid form, styled in a very pony fashion.

The body complete, Twilight approached with a hood,and placed it over the changelings head. The hood had an enclosed muzzle, and the ears were enclosed to muffle sounds. It even covered the Queens horn. There were only two holes for the changelings eyes, and a few breathing holes around the muzzle. It also covered the changeling’s mane completely, instead having strips of fabric acting as a fake mane.

The hood connected to the rest of suit, leaving nothing of the original animal on show. With all the holes on her legs covered, and her wings enclosed it effectively turned her into a large yellow unicorn pony, the horns jaggier shape being the only clue at who was underneath.

Twilight led the pony over to one of the mirrors, and Chrysalis gasped as she saw herself in full

“I look awful!” Chrysalis stammered “I mean…I…sorry Mistress”

“It’s a very different look for you” Twilight giggled “But don’t let Fluttershy or Apple Bloom hear you comment on the colour!”

“Of course Mitsress”

Twilight’s horn flared, and pretty flowers appeared all around the room and a wicker basket appeared in front of the bright yellow pony.

“I want you to skip around the room and collect the flowers in the earth pony fashion. And make a show of it”

“Yes Mistress”

Chrysalis picked up the wicker basket in her mouth, and bounced over to the first set of flowers. Putting down the basket carefully, she bent down and plucked the flowers from the ground, placing them in the basket. Twilight watched from a laying position on the bed as the Queen acted as a little innocent pony, feeling rather happy to have reduced, at least on the surface, the powerful ruler down to a regular Ponyville flower seller.

Chrysalis was burning up with embarrassment inside, but was determined to please Twilight, so made the best show of it. She then proceeded to skip towards the next group, starting to hum a little tune as she did, and tried to be as daintily as possible. It was something she wasn't used to, she even played Cadence as rather a cold pony, so acting all soft was a real challenge.

After a few minutes, all the flowers had been picked and Chrysalis brought the basket over to Twilight. The Alicorn lifted a few flowers out of the basket and wove them into her mane.

“What do you think?” Twilight asked, flicking her head dramatically.

“As beautiful as ever Mistress”

Twilight got up and wandered over to a spanking bench, lifting it into the centre of the room. “Climb onto this” Twilight asked

“Of course Mistress” Chrysalis moved towards the bench, confused as to what was going on. Obviously Twilight wasn’t really used to this dominating thing, as there was little flow between everything so far. Chrysalis made a mental note to leave a copy of ‘Fifty shades of hay’ on Twilights bed before she left, as education for the next visit.

As the Queen mounted the bench, she felt four magic aura surround her hooves. A number appeared floating in the air in front of the bench and twilight came over. “This will measure how much your struggle. If the number goes above five, I’m using that spell tonight! Try moving a bit to see what I mean”

Chrysalis moved against the magical bonds and the number shot up to seven. Moving a little bit less to see what caused a five, the changeling realised that it wouldn’t take much to get into a lot of trouble. Okay, that’s quiet clever she admitted to herself.

Twilight brought over a crop and hovered it in front of the Queens face “You seemed to prefer the old fashioned crop for punishing me...” Twilight let the crop fall to the ground, the noise causing the bound changeling to jump a little, and instead floated over a flogger – a purple one with violet and red streaks, Twilight's mane colour “This would be much more suitable”

Twilight circled round to the back of the bench, and swished the flogger down hard against the changeling’s rump. The latex took away a bit of the bite, but it was still a fairly solid strike. Chrysalis had to brace herself before each strike, fearing that she would struggle too much.

Twilight found flogging her submissive oddly relaxing, the motion being almost mental yoga like in it’s movement – moving an object in regular patterns was actually part of a unicorns meditation technique taught at Celestia's School for Gifted Unicorns. And the stifled moans became almost a constant background noise.

Chrysalis wasn’t finding it so relaxing, and found controlling her limbs becoming more difficult, as the heat of the flogging built up in her rump. But her eyes remained fixed on the number in front of her, fearing the result every time it jumped with a strike.

After a good flogging, Twilight took a pause much to the Changelings relief as she relaxed against the bench and lowered her head. She then realised that staring at the number was even more of a control then anything else – the pain and humiliation of a flogging was lost as her mind was focused on the task at hand. She made sure to try to remember that for her own use in the future.

After another flogging session, Twilight released the aura surrounding the Queen hooves and allowed the yellow covered creature to get up. Chrysalis gingerly got off the bench, her rump feeling rather sore from the floggers attention. She shuffled awkwardly on her hooves, unused to any pain on her body.

“Stay still” Twilight ordered, and she teleported the clothing off, revealing a sweaty changeling underneath. The Princess carefully studied her captive’s rump, noticing a faint red blush on the dark skin.

“Hmmm, interesting that you can still detect the floggings blush on your beautiful dark skin”

“Thank you Mistress”

“Thank me? For what?”

“For complimenting my body Mistress. And for giving me a wonderful flogging”

“Ahh, the pleasure was all mine…you weren’t supposed to enjoy it!” Twilight tried to sound masterful, but just came off giggly. “But now we’ve warmed up, there is something I want to try with you. Go lay on the bed”

“Whatever you desire Mistress”

As the Queen went over to the bed, Twilight went over to a chest and started rummaging through it with her hooves muttering. Finding the object, Twilight hovered it infront of her.

“Mistress, A strap on?”

“Yes, I want to make love to my beautiful captive“

Twilight stood beside the chest and put the harness on around her waist, leaving the shaft hanging between her legs. She looked down at herself and giggled as she walked over to the bed, the purple dildo swinging about with the feminine sway of her hips.

Twilight hopped up to the bed and lay down. She hovered a small tub of lube over, and started coating the dido, which Chrysalis didn’t take her eye off. This struck Twilight as a bit odd “Everything okay Chrissy?”

“Yes Mistress…it’s just…well, it’s an interesting thought. Changelings don’t actually mate this way” The Queens voice was surprising meeker then usual.

“Chrissy, have you ever…had sex before?”

“Obviously I've laid eggs as the changeling Queen. But in terms of the pony way and in my natural form, no Mistress. It’s only been when disguised as another creature, where I have been both the female and the male.”

Twilight brought the changeling into a hug “I remember that” Twilight sighed “but I won’t force it onto you like you did for me.”

Chrysalis looked at the pony “Twilight, I would be honoured if you were my first. It would be only fair afterall”

“I’ll take it slow Chrissy, I promise and do let me know if something’s wrong“ She gave the changeling a bit of a squeeze “I just want you to be happy, and as I care for you, also to be safe”

“Thank you Mistress"

Chrysalis lay down on her back, and spread her hind legs. Twilight looked at her goal, and crouched over the changeling. The pony adjusted the object between her legs, finding the sensation of trying to line up her hips carefully a little strange as the phallic object swung about How do colts manage to deal with this all the time? Twilight thought to herself.

Eventually getting used to it, she pressed gently forwards and got the tip pressed into the changeling’s lips. Twilight had been concentrating on accuracy but she looked up and saw a little fear in the changeling Queen’s eyes, but also anticipation.

Twilight tried to be as gentle as possible as she eased herself forwards and the dildo slowly slid into the changeling’s marehood. The strapon was enchanted so that the wearer also felt some sensations similar to a colt, and Twilight felt the moist lips stroke round the shaft. She gently eased back again ensuring the tip stayed in and then started moving in and out in regular strokes, feeling every movement as if it was a piece of her own body.

Whilst Chrysalis had had lots of sex as various animals, the shape-shift from her natural form meant she never really felt anything properly in any sensation, sexual or otherwise. She always got enough sensation to ensure she could fake the appropriate responses of pain, shock, pleasure, whatever, but didn't really feel anything. To actually have natural sex was incomparable to anything she had before.

Whilst there was nothing binding her still, and Twilight was too busy at her own task to control her with magic, the changeling found herself as helpless as if she had been as she had real sex for the first time. She wouldn't want to go anywhere anyway and just grabbed Twilight with her hooves and pulled her lover into a passionate kiss.

With their lips locked, Twilight activated the magic within the dildo, making it to start to vibrate causing further pleasure for both the receiver and the wearer. She continued to move slowly in and out, trying to judge the correct speed. It felt very unnatural to the pony mare – she had only had sex once, and that was with a stallion that was actually the changeling now beneath her. Having only had the Queen do this to her a few months ago, it was tough to try to judge the correct speed etc.

However, the deep, powerful but slow strokes Twilights were making were perfect for the changeling mare and the passion was building up in a way she had never experienced. Whilst it was a different form of intimacy than the oral sex they had had so far, this was a less civilised and more primal way of expressing it.

Twilight leant forwards, but twisted her head to the side to expose her neck “Chrissy, if you want to feed on me, go ahead”

“Really Mistress?”

“Oh, I know what it does for you. But just a small feeding to enhance your passion, don’t drain me”

Chrysalis lent forwards and sucked gently on Twilights neck as the pony carried on with her lovemaking. The sucks started to happen in time with the hip movements, and the pairs lovemaking of two different forms synchronised perfectly. With Twilights affections flowing through her, and the actions of the Princess purple prosthetic phallus pleasing a primal passion, the Queens pleasure was growing too much for the mare to control.

“Please Mistress, can I come?” she begged, releasing her lips from Twilights neck.

“No, not yet” Twilight responded around a few pants of her own, trying to ensure the pair came together, which would be for the first time in their relationship. The vibrations and magical feedback were getting Twilight close, and the feeding was also helping.

But it was too much for the changeling and as Twilight thrust in another stroke Chrysalis body spasmed in orgasm, moaning in pleasure as she did. Twilight was disappointed, but was too close herself to really let it show. The feelings of the changelings muscles contracting around the shaft magically connected to her spurred the pony on, and with a couple more thrusts Twilight came herself.

Twilight lay softly ontop of the Chrysalis, and gently removed the dildo from her lovers marehood before removing it from herself the earth pony way, a little too spent to bother using her magic. She then leant in and cuddled her lover. “That was wonderful darling” she cooed as she planted kisses on the changelings flushed cheeks.

Chrysalis snuggled up to Twilight “Mistress, I’m sorry I came before you allowed me. Whilst I’ll accept any punishment, please don’t make me come all night!” the changeling begged, hold her lover close.

Twilight leaned into the Queen “Actually, I can’t do that to you. It was fun to threaten with, but I don’t think you could take it. Unfortunately, apart from myself, I only think Celestia would be strong enough to withstand the spell”

“Now that would be fun to watch” Chrysalis replied flurtively.

Twilight shot her friend a scowling look, but Chrysalis shrugged it off “Oh come on, every stallion in Equestria, and plenty of the mares, would pay good money to see two of the Princesses together! Just think of the ratings!” the changeling threw her hooves out excitedly.

The pair giggled and returned to their warm embrace.

"Oh, and you're wrong about being better then me at everything!" Chrysalis stated.

"Why's that?"

"Because I have the better lover!"

"No, I think you make the better lover"

"Then I win that!" Chryslus poked out her tongue out.

Twilight rolled her eyes "Doh! Nice catch 22 there Chrissy...you're probably better at wordplay than me as well"

The next morning the pair made their way back upstairs to the library, chatting away about everything they had done the night before. They entered the main library room from the lower stairs walking closely side by side, their tails entwined.

“Twilight, Chrysalis?” Rarity called out in surprise as she descended from the bedroom, her mane and makeup all over the place and a certain amount of blushing.

“Rarity?” Twilight called out in surprise, causing Spike popped his head out of the kitchen “Spike?”

The four creatures of four different races just sort of stared at each other, the truth of what all of them had been up to the night before obvious to all of them.

“We just go on our way and all pretend that nothing happened last night, alright?” Twilight looked at her friends in turn unfurling her tail from her lovers.

“After I say this…” Rarity replied “Princess, Queen, I’m so happy for you”

The pair of large rulers just blushed “Look, I’ll fill you both in later, but please don’t tell anypony else” Twilight begged “Not that we’re ashamed or anything, but it’s complicated”

“Twilight, Chrysalis, my lips are sealed” Rarity nodded “We won’t say a word except that whatever this…” and she waved the hooves over the pair “…is I've never seen you both look so happy”

“I Pinkie Promise” Spike added “But enough of this, I made breakfast, for two of course. But I’ll quickly whip up some more”

“Ah Spike, we can all count on you” the three hooves animals all replied in unison, causing them all to laugh as the four satisfied creatures entered the kitchen.

Author's Notes:

The last chapter of Twi Chrysalis for a while, its time to move on

Oh, and typing "Twi :Heart:" the spell check suggests "Twihard" - I think Twilight would make a good action hero

Also - the seven word allitertion may be a bit unnatural, but once I typed it it had to stay in