Home, that’s what these dark halls meant. Home among his own race, free to snicker at the folly of the lesser ones, to drink the sweet nectar of his Queen instead of the swill those ponies dared to put before him.

The mask of that cream-coloured earth pony slipped from Rax effortlessly as he stepped through the halls of their hive, his brothers passing this way and that. Some were busy moulding the walls of further hallways, others were collating intelligence gathered from Equestria and beyond. His Queen had been planning this for so long, had amassed a large number of changelings already but… But it was not his place to question her judgement.

"Rax." The changeling halted in his tracks, that familiar, feminine voice instantly catching his attention. "You have returned from Equestria?"

Bowing deeply, Rax awaited Chrysalis’ approach. There was a beauty to her unmatched by the pompous pony princesses, by the preening unicorns or haughty pegasi. Her black carapace almost sucked in the light of the green torches lining the halls and her mane fell about her withers like the water from their reservoir. No other changeling among them could hope to imitate the perfect form of her legs or the regality her face radiated.

"Yes, my Queen. I bring news of Princess Celestia’s protégé."

The strangest thing happened then: she touched him. From his crest to his chin her ashen hoof ran in one, smooth motion. Never before had she bestowed such an honour upon him and Rax could not even recall her ever touching him at all. She would have no need of it, having her own attendants to take care of whatever tasks were needed.

"The strategists will wish to hear of that. Later." Her hoof curled onto his chin, holding his head up as she leaned in. "Your return is quite fortuitous; I have a task for you, my loyal subject."

Months away, spent among those snivelling ponies with the only comfort being the love he was able to draw from them. Months spent anticipating the return to his brethren, to hear word of their plot. Months, snatched away from him with a few words!

"I live to serve you, my Queen."

Chrysalis had no more words for him, nothing save a muted laugh as she turned about for him to follow. Chatter rose among his brethren as he passed, a few words flitting by to catch his ear – chosen. Lucky. Spawn.

It was in the light of the torches, reflecting off her carapace just so that Rax could make out the slight swelling to her body. It was coupled with a sway of her hips and a swish of her tail, nary a look back but Rax knew that smile would still be upon her lips. She was always like that whenever there was a brood to be passed on; affectionate in a way that was utterly unlike her.

Rax’s final doubts were banished as their course took them downwards, into wider hallways with fewer of his brethren about and most of those who were wore armour. Every one of them stared forward, not so much as batting an eye at the spy passing them. The further they went, the heavier Rax’s steps became; this was never a place for one such as he to pass through.

It was warm down here, like all the lower parts of the hive. In a way it was almost comforting, to be back among a familiar and more pleasant clime. With Chrysalis still before him that thought quickly vanished with the guards at his rear. She was slowing down now as she passed under a wide opening. Green torches burned in sconces set about the room, illuminating and revealing just where he had been taken to.

Near the back was a large, viscous bed of their secretions. Enchanted, no doubt, to maintain its shape without hardening, the sight was utterly inviting after being away from home so long.

"Rax." He halted, eyes flicking to Chrysalis’ who now turned about to him. "Do you know why I have brought you here?"

Silence was often the better option when the Queen herself was involved, though Rax still couldn’t keep his eyes from passing over her body. How could those ponies not see her superiority? Why did they persist in the folly of following their weakling princesses?

"Rax!"

His wings were flared out, buzzing. It was a struggle just to think clearly through the haze of anger, his eyes scanning around the room for some threat to lash out at. It all died down the moment they fell on his Queen, replaced by a burgeoning feeling of lust. The feeling was sweeter than love, almost too sweet but he had gorged on it, night after night with those stallions.

Licking her lips, Chrysalis advanced upon Rax, walking around him as he settled his wings back to his sides. Why was this happening? Only in the hallways he was fearful for what this encounter might bring and now his thoughts were filled with his Queen and how terribly much he desired her.

"Rax, you have served me well in gaining so much intelligence from those accursed ponies." Back around to his front, his chest tightening as her hoof pressed in under his chin again. "But there are still preparations to be made before our invasion. We must bolster our numbers."

Of course, that made sense. They were a strong hive but even they could not match the numbers of Canterlot; how many brood mares would need to be taken before…

That was it. Awareness of his situation sliced through Rax’s mind like a spear through water; the anger, the sudden lust, the want—the need—to force his beloved Queen to her bed… How many mares had fallen to the charm of her pheromones?

"My sweet Rax," Chrysalis cooed, lifting one of his hooves with her own and drawing him further into the bedchamber, "you always were a difficult one to control. That was why you made such an excellent spy."

Pride in his work, pride in whom he served, they were the reasons he had told himself. It was sickening, being away for so long from the hive but the rewards he and his brethren would reap for it would be great. A feast for their hive and the means to swell its numbers to heights not seen since the rise of their race.

For now, though, he would be that means. The look in her eyes—mirroring the lust he felt—proclaimed that as surely as if she had spoken the words. Underhoof, the bedding gave way slightly as they stepped onto it, Chrysalis lowering him down until he sat before her. Her own ebony body was only all the more beautiful for its contrast to the dark green slime.

"What is it you desire, my Queen?" His lips moved in to meet hers as she leaned down.

Whether the mutual field of lust created by them or his own secreted and carefully guarded thoughts of her, it mattered little to Rax. Her mouth was sweeter than the finest nectar he had drunk and her hoof, pushing him back, was impossible to resist. Until he lay below his Queen who towered over him, breaking the kiss as he tumbled onto his back, Rax made not a move.

"You." Her hoof trailed down over his chest, over his stomach and then paused at his sheath. "This brood needs the seed of a fine male. They will need cunning and intelligence." Chrysalis’ hoof descended with her lips. "And dedication."

Rax circled his hooves around her neck, letting her mane spill into the holes and tickle against the more sensitive parts. It drew a shiver from the changeling.

"I… I will give you all you need." Already he could feel his sheath swelling, her all-too soft hoof stroking in a gentle motion that easily coaxed his member out.

"I know you will." She sat, shuffling forward until her own sheath pressed against him. "Have I not only ever chosen the finest brood-mates?"

A groan escaped Rax as he angled himself down, wiggling his hips to press in tighter against her. Too many nights had been spent in his brief respite home in the hive, nestled in his cocoon, thinking over what it must feel like for those lucky few who were taken by their queen. Her own sheath was swelling and Rax longed to feel her turgid member within.

"But there are certain matters which must be attended to first." In a way that almost drew a whimper from the changeling, Chrysalis removed her hoof and sat back. "My eggs must be fertilised by the seed of a suitable mate." A gentle tug of her hoof on his saw him rise and her fall.

It felt almost wrong to watch her lie herself back, her long body stretching out along the bedding. For all his weak attempts, Rax still couldn’t keep his eyes from wandering between his Queen’s hind legs. Just as surely as he felt it, nestled between them was a thick sheath and two engorged testicles. How long had she been suppressing herself to help keep those eggs in?

it felt not at all wrong as Rax placed his hooves on Chrysalis’ thighs, leaning in close to her body to drink in her rich scent; earthy, warm, like a rainforest in the wet season. Careful to keep his fangs away from anything sensitive, Rax pressed his lips to one of her testicles and his hoof to her sheath, drawing a small yelp from the Queen. Those fantasies had been woven with careful moments of teasing but here, now in the state she was, this was not the time.

From there he drew his tongue upwards, over her sheath and onto the head of her cock that now poked out from its edge. Sweet and slightly salty and with the undercurrent of her scent dancing across his tongue, Rax clasped his lips in a tight seal around it.

"So enthusiastic!" The Queen gasped upon the sensation of Rax’s tongue pressing down against the head of her cock. "Yes! Ohh, I chose perfectly!"

He had never seen it but the stories were filled with details of how her penis operated – not like theirs, practical mirrors of the Equestrians. That thought momentarily drew him back to his own need and a hoof quietly set between his hind legs took care of that. But hers would be different – the end should open up to allow the passage of… Aha!

Swirling his tongue over the tip, Rax could feel out the edges that would part. His tongue ran over and back along them, eliciting a series of shivers from his Queen, a haphazard buck of her hips and more delicious inches of her flesh spilling into his waiting mouth. All that time playing the mare would finally come in useful.

But it was awkward, in this position, pulling her member out from her with increasing strength as it stiffened. His mind screamed at him to stop, to just continue drinking upon the trickle of fluid that passed from her but needs must and Rax rose, after leaving a parting kiss upon the tip, to shuffle forward and stand over her.

"My Queen, is this acceptable to you?"

"Yes, yes! Keep going, you’re doing marvellously!" Her words were accompanied by a hoof pushing him down, until his own turgid member was pressed tightly to the curve of her chest and hers throbbed lightly before his eyes.

Stretching out one hoof, Rax stroked back and forth over her balls, leaning in to lightly kiss the tip of her member. Then again, longer this time and a third time, holding it. Chrysalis moaned throatily, pressing her hoof harder to his head as the tip of her cock began to part. Eager to witness this moment, Rax pulled back.

Unlike anything he had seen before, the trifurcated head undulated as each end sought him out. Fluids leaked copiously from the larger opening and Rax quickly moved back to sample them.

"Ah!"

The body below him shook as his lips and tongue met the inside of her cockhead, morphing into a shudder as he trailed his tongue around, lapping at each quivering part of that member. More fluids pooled at the opening and Rax dutifully pressed in, inserting his tongue barely an inch to taste this delight.

"R-Rax! Ngh!"

His hoof trailed back up from her balls, along the shaft and then back in a slow, stroking motion. He lazily nuzzled at one tip, moving back to let the fluids flow across his waiting tongue. Chrysalis was panting heavily behind him, caught between pushing him down and losing herself to the pleasure this drone had conjured. Were her mind not so suffused in lust and need, she might have forced him magically but Rax, as ever, proved too good.

Fluids dripping from his chin, Rax looked on at the waiting cock. His own begged for attention with only Chrysalis’ soft carapace to provide minuscule relief and shimmying forward, he brought his body up until the tip of his own member was close to his Queen’s. It was woefully undersized in comparison but then how could he hope to match up to hers? A mere drone was no match; nonetheless, he had striven not to falter in his duties before, this would be no different.

It took a little more movement, bringing his excited breathing under control before reaching out to lean his body down further on Chrysalis’. He could feel them, the ends of her cock searching for his own, tipping it precariously – the thought of simply thrusting forward with no warning or mercy was difficult to resist.

"Rax… Rax. do it! D-Do not deny us what we both seek!"

It was agonising, moving forward so slowly, especially as the ends of her cock snapped around his own, the muscles straining to pull him in. It was too tight to move any quicker, too tight for even his muscles to overcome. Both their voices rose in groans of relief as Rax slowly sunk in. Gazing down between his legs revealed the sight of her cock distending with the passage of his own length, the little bump of his medial ring sending ripples of pleasure through both changelings.

Rax had not expected it to be quite so easy but with the wealth of fluids oozing from her and those muscles pulling him in, it was impossible not to move on. One last movement of his hind legs saw him push the last of his length in, the tips of Chrysalis’ member coming to rest against his balls. Both lay like that, Chrysalis’ hooves on his rump, Rax straining his hind legs against Chrysalis’.

"More… mmph! More!"

No matter how he pushed, wiggled his hips or tensed his muscles, he had given her all he could. But maybe… a sneaky hoof winding up to her testicles, catching one and gently rolling it against the other drew both a hearty moan from his Queen as well as a new wave of ripples throughout the inside of her cock. The one hoof supporting himself shook, his whole body straining to stay aloft under the assault of pleasure.

This was the wrong position! Of course, it made perfect sense, that was how the others must have done it.

Steadying himself momentarily, Rax pushed off from the bedding and pressed his hooves against Chrysalis’ hind legs. Wrapped tightly about them, he could lean against them for support should matters become too… intense. More than that, he had the leverage he needed – a few grinding thrusts with his hips and the grunts from his Queen proved it.

"Rax. oh Rax! Do not tease me so!" A hoof stroked weakly at his rump and he flicked his tail across her nose, letting her get a faceful of his scent.

The bulge in her cock receded as Rax started pulling out, struggling not to whimper as it tried to keep him in, muscles stroking every inch of his member. His own just about reached to the medial ring of hers but he longed for more, to feel every inch of it that he could.

With every moment he pulled, the tips of her cock both pushed and pulled at him, his Queen fighting her own desire to keep him as he was. Then he was out, gazing down at a black cock that glistened with her fluids that now spilled out with ease. One hoof, he could spare one hoof – one to stroke at her length as he pushed back into it.

Chrysalis’ rising moan was worth the extra effort to keep himself steady with just the other hoof and as he pushed in, he followed the passage of his own cock, rubbing at the tip through his Queen’s. The two were quickly caught in the moment and both made a jerking thrust, instantly leaving Rax bottomed out in her.

Hips ground against hips as the two changelings fought to push deeper, take more, heighten their still mounting pleasure. A hoof back on her balls saw Chrysalis back to squeezing the life from Rax and he quickly made to pull out, just as quickly thrusting back in. The rhythm couldn’t be built up yet, not while he struggled to devote his hoof to both her cock and balls. It danced over and back on the medial ring, making her shiver; it ground against the bulge made by his own, making Rax grunt.

Out and then in, pause and then out again. Slowly, the rhythm came to him and with little bucks from Chrysalis to meet him, Rax was quickly building up steam. Bent over her hindquarters, his mouth fell open as he panted thickly, licking his lips once more at the sight of his fluid-coated pelvis. Perhaps his Queen might later permit him to sup upon her.

"Don’t you… Don’t you dare stop! Mmph!" Her hooves pulled his legs wide, opening him to heavier thrusts. "Your Queen needs your all!"

The ends of her cock were splayed out, a barrier against which Rax could thrust. Each one left him a little closer, months of denying himself this finally allowing the tension to unwind. It wouldn’t be much longer, it couldn’t! More than anything he ached to feel his Queen inside him, to feel his body grow gravid with their new brood.

Biting down on his hoof was the only thing that kept Rax from crying out; his thoughts and fantasies surfacing, the wet, tightness of Chrysalis’ cock, the desire for her to plunge it into him – all of it was coalescing to a single point of pleasure that burned hotter with each thrust. Wanton abandon had overtaken his Queen, her hips working furiously to thrust her member back onto his.

Was he pushing her too far? Would her own semen intermingle with his? Would he be forced to lick it clean from her body and only have her eggs to satisfy his hunger? Rax redoubled his efforts, swinging his other hoof back around her legs and putting his strength into each thrust.

Tightness rose in his rear, pressure building until he could hold it no more and with a guttural cry, Rax buried himself in his Queen’s member, the head of his own cock swelling out and distending hers further as orgasm swept over him.

The first load of his semen saw them both silenced, caught in that first glorious moment of pleasure. It would pass, that much he knew, to her egg sac, quickly fertilising that precious load. That first shot was met with another quickly after and then it turned to a constant flow as his cock throbbed almost painfully, Rax collapsing forward and letting his Queen take over the work.

The interior of her cock was just as hungry as the first thrust, the muscles pulling at him, squeezing every last drop he could give. A shuddering whimper escaped the changeling as Chrysalis weakly pushed at his rump, urging whatever was left from him. She hadn’t lost her own will, there would still be that left for him.

And there was still much left for both of them to do.