Warmth. Happiness. Security. All were things Rax had cursed Equestria for lacking. Stuck halfway up a mountain and farther north than he would ever have liked made for a freezing clime compared to the humid forests of his home. The other two were inextricably tied together; secure in the hive he was most content and secure here... Where was here?

Here was by the side of his Queen, securely held by her hooves close to her body. Torches in their sconces burned as brightly as he recalled, Rax had no way of knowing how long had passed since he collapsed against her heaving body earlier. Floating on an ocean of pleasure he hadn't felt his Queen levitate him to a position near her. Now, he felt again her sheath pressed to him.

Rax's breath caught in his throat. The haze of lust from her pheromones had passed but the feeling of that bulge against him while familiar was both far more welcome and far more pleasurable. Black hooves clopped together quietly as the changeling debated what to do; lie here and he'd surely go mad from frustration having Chrysalis so close but still asleep. The wings on his back ached from a mix of stiffness and barely contained arousal.

Turning about, Rax saw the wide, contented smile on his Queen's face and felt one grace his own. He had pleased her as he had always hoped he might but the best was still before him. The changeling's hoof trailed a slow path down her gravid belly and he cooed softly, imagining himself filled with their new brood. With it Equestria and all the love they could ever want for would be theirs.

"Are you truly so eager, Rax?" He snatched his hoof off Chrysalis upon hearing her softly speak those words. "I'm surprised you have it in you after that performance." Her voice was laced with such sweetness that Rax wasn't sure if more pheromones were at work, leaving him with a stupefied grin.

"I only seek to grace you with such love as you deserve, my Queen," Rax murmured, his eyes tracing over her body.

"And you have," the Queen cooed, "even now I feel stronger and my brood swelling with it."

"It is but a taste of what lies for us in the lands of the accursed ponies," Rax responded, letting his hoof wander further downwards. The Queen's belly was not all that had become swollen with his love; two fat orbs sat beneath her sheath. He could feel the need in them by the way they throbbed at his touch. "Once your brood has risen."

"Rax." Chrysalis hissed. Her voice descended into a deep groan as she took hold of the drone and pulled him onto her stomach, rolling from her side to her back. His sheath twitched against her smooth carapace and she could not stop herself from licking her lips. "Is it my brood you desire... or me?"

It had to be the pheromones, nothing else could move him towards speaking of his desires so plainly! And yet... and yet... caught in that gaze, of those green eyes and the paler green of her mane vying for his attention. In the dim light of the cavern she looked more beautiful than he could ever have imagined and before he knew it the words had left his lips. "I desire to serve you. My Queen."

Despite his efforts to stop it and maintain some show of composure despite all that was happening, Rax felt his sheath swell up as he spoke. It was accompanied by the sensation of Chrysalis' stirring between his haunches. No, there would be no slow teasing this time, no tonguing and sucking to bring her to attention. No... Rax sat back against his Queen's sheath and ground it between the cheeks of his rump.

It was so easy to slip the thickening thing in and then start squeezing, grinding himself back and forth as a growl rose in his throat. Gone were the squinted eyes of a cold, calculating ruler; in their stead her eyelids were at half-lid, almost like those of a lover. Certainly moreso than any of the wretched ponies he had bedded to win himself a place close to the royal court.

"You--mmph--you feel so tight, Rax!" Chrysalis grunted, sliding her hooves to his hips. "Do those ponies know nothing of how you should be kept?"

No. None could compare to the hot hardness of his Queen nor match the delightful shivers it drew from him. Every rock of his hips saw more of that cock slip from her sheath. More to slide up and against him, sinking into his tail. Rax never realised he was clutching Chrysalis' sides tightly nor that she had grabbed him just as fast.

"My... My Queen, I--ahhn--I have been abroad for so long, I beg of you do not tease me!"

There was a whine from the changeling when Chrysalis inclined her hips forward, grinding ever more inches of her cock against him. Then she held him there, watching with giddy glee as he struggled to force himself against the shaft.

"Perhaps you should not have teased me, Rax." Her breath washed hot over his face, rich with a scent that was maddening. "But I see I have your full attention now." Green eyes led blue down between his hind legs and the stiff black member that jutted from his body. Rax bit deeply into his lip upon seeing Chrysalis shifting a hoof towards it and then hissed when it finally met the head of his cock, thick precum spilling from it. "So tell me what you desire of me, Rax."

Shifting his hips so that he was pushing against the hoof also meant that Rax could move himself up along the thicker shaft that bore down on him. Precum had begun dribbling from it, too, evidenced by the warm, moist sensation against his carapace as he moved up. He tried so very hard to clamp his jaws shut. It was so very, very wrong to speak of his own desires.

"I... I desire only to s-serve-"

"No." Chrysalis cooed, shifting her hoof down the shaft of his penis and eliciting a shiver from him. "Tell me what you desire."

So close. He was so close to the tip of her cock now, to having it filling him as he had filled it. Now to have that question turned upon him at his weakest, it was almost cruel.

"You, my Queen. I desire y-you. Your brood, your love. I-" For a second time Rax was cut off sharply by his Queen. This time it was not her words but her lips, coming against his in one smooth motion.

The kiss was unexpected and shattered the last vestiges of Rax's composure. He had been so sure of himself going into this, playing the master as he teased her to the absolute brink. But it was she who commanded him and as her tongue met with his, he knew with more certainty than any other moment in his life that nothing would take him from her service.

And then it was over, Chrysalis pulling back and licking her lips in a salacious spectacle that made the changeling shiver again. It was only driven on more when he realised his rear had become slick with her secretions, filling the air around them with its thick musk.

Had he been in control, Rax was sure he would have thrust himself back without mercy or regret. As it was, Chrysalis gently placed her hooves on his hips and began to slowly push him down. There was no give, though, no gentle entry as his ring parted to allow her entry. She was right about one thing: he was tight.

There was some wiggling on the part of Rax, an act that drew quiet gasps from both and a swell in the emission of precum from his Queen. It was almost enough but not quite until, with a wet pop, the head of her thick cock was inside him.

Chrysalis splaying out on her bed was accompanied by a heavy groan while Rax could only stand over her, panting and considering the throbbing organ inside him. Barely so. But still, it felt right in a way that none of those ponies could hope to match up to. It felt good to have it oozing its load slowly, lubing him all for her benefit.

"All of it, Rax." She hissed, starting to push again. He was difficult to control at the best of times but right now he may as well have been gel between her hooves.

It stretched him as he had never been before. Rax's wings fluttered against his back as he pushed down, inching his way onto the black shaft. His own member was almost painfully hard and the haze of lust he'd been gripped by had no signs of evaporating. Tail flicking from side to side, Rax could only do his best to push harder and then clench tightly as his resistance crumbled and he sought to have his Queen empty herself immediately.

And she hissed back to him again, slithering her tongue out and over her lips seductively. Shuffling back, she propped herself up and grinned at the sounds of her changeling whimpering. But despite what those ponies might say, Rax knew that his Queen was anything but cruel. She proved it once more as she gently pulled him towards her and let those delicious lips meet his own again. It did enough to dull the sound of Rax's moans while she continued to push him down that neither had to fear much of the guards passing hearing them.

After the medial ring of his Queen's cock slid into him Rax began to worry that perhaps there was too much, that he would suffer both the shame of not having her buried in him and lose out on carrying her brood. There was a franticness to his motions as the changeling started pushing himself down, levering his hooves against the firm carapace of Chrysalis' chest. And then... then it happened. His rump met against the soft orbs of her fat testicles.

Rax stroked his stomach, feeling the bulge of her cock throbbing inside him. His Queen bore a grin he'd never seen before, lust mingled with satisfaction and anticipation. She cooed quietly, bringing a hoof back down to rub at his own stiff erection. Precum oozed from the tip onto her stomach, Rax grunting and shuffling about on her. Desire to thrust into one of the holes of her hoof warred against his desire to just stay here and accept her offering.

He did not expect her to have other ideas. Surprise gripped Rax upon feeling Chrysalis start to pull him off her as in time to pulling out. Every swollen vein ground against the soft flesh of his rump, every inch of her achingly hot cock drew another tingling wave of pleasure across the changeling. The two halted at the medial ring, rocking back and forth until it popped out and one of Rax's hooves shot behind him, seeking out her cock so as not to leave that most sensitive of parts stimulated.

"My Queen... please." But she did not stop pulling out and her grin only grew. Rax whined, clenching down with whatever strength he could put to the task, desperate not to have her thick member loosed from him. Precum bubbled from it, liberally coating Rax's insides and while his legs obeyed his Queen, lifting him off her he still desired nothing more than to simply thrust himself back upon her turgid length.

"I must test your depths, Rax. Show me what you have learned." Her fangs were bared at those words, milky white and glistening. The grin made Rax's heart skip a beat and his hind legs wobble.

They gave out almost immediately after. Rax came crashing down upon her length, the massive organ stretching him in an instant as his Queen thrust upwards to meet him. Their bodies met with a lurid, wet smack and the force was such that Rax was overcome with a wave of pleasure, his cock throbbing almost painfully and ejaculating a thick string of precum. It landed soundlessly upon Chrysalis' nose and the Queen, her grin never once fading, slowly licked it from her face.

"More." Was all that she needed to say for Rax to shoot another gob of it onto her chest. His whole body was quivering in anticipation of just what he had agreed to. Pleasure cut through his absent fantasising like a bolt of lightning as his Queen slipped his cock through one of the holes in her hoof. It drew a stronger throb and a shot of precum higher again, back directly onto her lips. "Good boy."

She was lifting him again then, slowly. Agonisingly slow. The copious pre she'd leaked inside him helped somewhat but the tightness was such that there was little helping how slow pulling out was.

Rax didn't even wait until she was halfway out before pushing back, alongside Chrysalis jabbing her hoof-hole onto his own cock and drawing a spatter of pre and a howl of delight. With only one free hoof, Chrysalis had to hook it around her changeling to take a firm grip of him and pull him up. Quicker this time, a little desperation creeping into the movement. A bestial grunt erupted from the Queen as she thrust into him, driving her cock to the hilt in one, swift thrust.

It wouldn't be long now. She could feel it, the way her clutch of eggs was near to being released. Her cock pulsed and throbbed, just about holding back from opening again. No. She had to make sure she was as deep as she could go before passing on the brood. Even one not finding its place... Her hoof trailed along Rax's smooth stomach and she imagined how he might look laden down with eggs. As fine a mate as Rax would have to be re-used, kept full for as much time as possible. Perhaps... even taken as a consort.

Rax, however, was lost to pleasure. The slow rocking about from both of them had morphed into regular thrusting and the changeling gleefully bounced on Chrysalis' cock. Precum leaked from his rear to smear a glistening trail over her balls while his own liberally covered her hoof and chest. It couldn't be too long until he was graced with her... The thought melted away as Chrysalis put more force into her thrusting. it all culminated in her finally snatching his tail and yanking him down until he was practically grinding on her balls while the Queen's cockhead slowly opened.

The first egg passing through her made both of them shiver. Chrysalis fought back orgasm as the rounded thing slid along her cock but Rax could not maintain such control. When it finally popped free of her member, the changeling growled and tried to push his cock into her hoof, feeling himself right at the edge of his own orgasm.

The dam was then broken on both ends - Chrysalis could no longer control the flow of her eggs and simply lay back--careful to keep a tight rein on Rax's tail--twitching and moaning at the passage of every one while Rax worked his own hoof against his shaft, panting as each egg pressed against his stomach and left him just that little bit closer to being pushed over the edge.

There were more eggs than she had expected which would mean a greater force for their inevitable takeover of Equestria. But that wasn't occupying the Queen's mind at that moment. Instead she could only grunt out a demand for Rax to give up the rest of his seed at once! And maybe it really was those words that did it but neither had any way of being sure. What Rax, at least, knew was that the orgasm that consumed him was rivalled only by that from when he had in turn been buried inside his Queen.

Hot strands of cum spattered across Chrysalis' chest and face and she eagerly lapped up whatever she could, still stroking her changeling's cock. Every throb from it meant he clenched down on her and in turn drew another pulse of pleasure from her own cock.

The last egg was barely free of her when the Queen wrenched herself up and, with Rax still in the throes of his own orgasm, began to thrust. It was easy to drag him up by the tail and then drive her hips home against him and it was easy to see her cock taken to the hilt. Rax's swollen stomach bulged against his still stiff member, bouncing against it as Chrysalis started thrusting in earnest.

The edges of her trifurcated cock-head ground against his interior before she could close it up and a larger gob of precum was let loose in doing so. Rax's eyes were rolled back in his head, his mouth hanging open as a long, throaty moan left him. It was not enough to hide the dull thumping of their bodies meeting nor the slosh of eggs in his stomach.

Chrysalis' balls ached. It had been so long since she had imparted a brood and longer still since she had the chance to get off more personally. At least in a willing mate. Magical fields and hooves made for a poor substitute, especially as she considered the fine male bouncing on her cock right now. His hind legs splayed out to either side of her hips, tail still clutched tightly in her hoof... This was exactly what she needed.

But the grip on Rax's tail was too tight and unbalanced by his gravid stomach, he couldn't stop himself as he fell back. Chrysalis was quick to act, however and moved in quickly to keep him straddled as she leaned over the changeling. His hooves grabbed onto her legs as her hips showed no signs of letting up but, in fact, began to thrust harder. Every wet smack of her thighs to him made Rax shake.

"Rax... nngh! Rax, I c-cannot pull out!" Even if she wanted to, the head of her cock had become so thickly flared that it would be impossible to get it out.

"Please don't!" The changeling gasped, spreading his hind legs wider still. "Your love, my Queen..."

Oh it was too much. The passage of those eggs had already done much to push her to the edge and Rax begging for her was the final key to unlocking what held her back. One final, ragged thrust saw Chrysalis buried in him again, stretching him to his absolute limit as her cock erupted in a veritable fountain of semen.

The Queen cried out, burying her head next to Rax's before frantically seeking him out and wrapping his lips in her own. Between that and the way he rocked against her it was impossible not to start thrusting again. Semen spurted from his tight ring, running in thick rivulets down his haunches and back as Chrysalis' orgasm continued to sweep over her.

Rax's stomach swelled up further, slowly, as the Queen released herself into him. Hot cum flooded his stomach, joining the eggs. Under him, Rax's wings strained to flutter against the bed with the warmth that became almost too much. He rhythmically squeezed on Chrysalis' cock, milking every last drop that she had to give.

When Chrysalis could support herself no more and collapsed, dragging Rax with her cock still stuck in him, she rolled to her side and clutched him tightly. His wings buzzed at his back and he gazed down at the face of the one he loved so well.

In time, he knew, he would be led to the halls where brood-keepers were left to incubate their charges. A place of high honour where the nectar they supped upon was rivalled only by that which the Queen herself partook of. She whispered it sweetly to him, telling him that she would see him regularly, that her consort needed to be regularly assured of her love.

And when the day came that their brood rose to take Equestria, Rax would be at its fore. It would be their kingdom, to rule as they pleased.