Author's Notes:

Here's a bonus as a "thank you" to the fans of GTA:P. You rock :P

Fluttershy blushed and looked at the drone who was hugging her, a light smile appearing on her face. "I guess I'd be... okay with that..." she said as her heart quickened pace, not expecting to be a sex mom for a bunch of Changelings. "But, if they're your children then that makes them mine as well... And, I'll do whatever it takes to keep them alive and happy..."

The drone who was hugging her smiled and moved her hand to Shy's breast. "Not now, sweetie," Shy cooed, gently taking the drone's hand.

"Flutters?" Asked Chrysalis, leaning in. "They may not have enough energy to change their appearance or fly, so... Now, might be the best time..."

The shy mare blushed heavily. "O-Oh... Right... Um..." she stammered, looking at the other drones. "Oh, boy..."

The drone pulled back to look her in the eyes. Fluttershy looked into the drone's eyes before looking down at her penis. The shaft was the same color as her body but the head was green. Blushing, Fluttershy smiled and looked at Chrysalis.

"Sorry, I'm just... I'm not use to... having sex with more than one at a time... It sort of feels like I'm... cheating on you..."

"No need to feel that way," Chrysalis said with a smile. "This is normal... Sex is the fastest way for a Changeling to gain energy... It's also the most fun, so... Have fun. And pretend their me."

The pegasus nodded and ran her hands down to the drone's hips. "I'm not used to this..." she said to the drone. "So you may have to guide me a little..."

The drone nodded and gently gripped Fluttershy's shirt, lifting it up. The pegasus smiled and blushed as she pulled off her shirt herself, exposing her large tits. The drone gently held the right breast with both hands before lifting it slightly and wrapping her lips around the nipple. Shy let out a sharp moan as she felt her own rod twitch. As she enjoyed the sucking, a second drone came over and began doing the same to the other breast.

"Oh, my gosh!" Flutters gasped and out the knuckle of her right index finger in her mouth, gently biting it.

She then let out a gasp when a third drone got behind her and gripped her pants. As they were pulled down, Shy's thick cock sprung free as the pegasus blushed harder. The third Changeling then began to lick and kiss the shy mare's butt while a fourth one walked up in front of her.

"Oh, my..." Shy said with light moans, seeing the fourth one get to her knees.

The new drone then gently grabbed Shy's cock and began to stroke it. After a couple strokes, she leaned in and began to suck on the head. Flutters let out a loud moan as the drone took more of the cock into her mouth, licking around the shaft.

Rainbow bit her lip and gripped her own breast while she watched before looking over at the other drones. Two had turned to face each other and their breasts and cocks were rubbing together. Letting out a sigh, Dash pulled off her shirt and removed her bra.

"Fuck it," she said, getting the attention of Chrysalis, who simply eyed her with a smirk.

The cyan mare finished undressing before making her way towards the remaining 16 drones, specifically the two facing each other. As she neared them, they looked at her.

"If you need some lovin'..." Dash said with a smile. "I got lots to give..."

A few of them smiled as one came over and held her hips before licking up her cleavage to her neck. Dash let out a soft coo before chuckling.

"Lay down..." she said, making the drone stop her licking.

She then got down on her back, looking up at the cyan mare as Dashie stood over her. The mare then lowered herself so that her pussy was lined up with the Changeling cock before dropping down with a sharp gasp.

"Oh, that feels great..." she moaned out before rocking her hips.

Another drone made her way over and got behind Dash, holding the mare's shoulders before Dash felt something slide into her ass. She let out a soft grunt and looked back with a smile, rocking her hips some more as she enjoyed both holes being filled. As she did this, another came over and squatted down over the first drone's face, her pussy resting on the lying Changeling's mouth. She then leaned in and began kissing Dash's chest.

"Oh, you girls are amazing!" Rainbow moaned out and tilted her head back.

When she looked down again, she saw four more drones walking over, two on each side of her with their cocks throbbing and twitching. Dash smirked and grabbed of them before leaning in and taking on her left in her mouth. As she sucked and bobbed her head, she used her right hand to alternate between which cock she stroked while her left hand focused on the remaining dick.

Chrysalis watched both Shy and Dash as she, too, began to undress. "Better join the fun..." she cooed as she slipped out of her skimpy bra and skirt.

When she was all undressed, she looked at the 9 remaining drones. "Come to me, my children," she cooed as she held out her arms.

The other drones immediately came over, looking rather excited. Chrysalis gripped her own cock and smiled, stroking it lightly. "Five of you down here..." she cooed as five of the drones got to their knees, two servicing their queen's balls while two serviced the shaft and the fifth service the head. "Two of you on my breasts..." she said as to drones moved to her chest. "And the last two... take turns with this," she moaned, rubbing her own ass.

The last two smiled and moved behind her before one pushed her cock into the queen's pussy, moaning cutely as she began to pump her hips. The second watched and then leaned into the other drone, rubbing her breasts and kissing her neck. Her cock twitched and throbbed against the first drone's leg. When the first was ready, she pulled out and gave the second done a chance at the queen's backside. This time, the second drone took the ass hole while the first began to kiss the second's neck and chest.

Fluttershy felt her knees begin to wobble before looking over at Dash. Blushing, she looked at the drone sucking her dick. "C-Could you... lay on your back?" She asked.

The drone stopped sucking and pulled off of her cock before laying on her back. Fluttershy then dropped to her knees, aligned the cock, and lowered herself onto it with a moan. One of the others got behind her and poked her ass with her cock. Looking over her shoulder, Fluttershy nodded and the drone pushed her way in. Shy let out a loud squeak of pleasure and started rocking her hips like Dash. Looking at the remaining two, she smiled.

"One on each side, please..." she cooed as the drones did as asked.

Once they were in place, Shy grabbed both their cocks and began stroking them. Blushing hard and biting her lip, she leaned in to one and gave it a lick. It sort of tasted like Chrysalis', but that was probably the normal taste of Changeling cock. Flutters then slipped it into her mouth before sucking and bobbing her head.

Looking over at her, Chrysalis chuckled and let out moans of her own. After a while, Fluttershy's moaned increased more and more and became louder and louder before she stopped sucking on Changeling cock and stroking the other one to furiously stroke her own. The Changelings that were penetrating her holes pulled out and stood as Shy laid on her back. Letting out a loud moan, her cock erupted in a flood of cum, painting her face and chest with semen.

The Changelings around her smiled and knelt down before one began licking her face clean, another licking her left breast clean, the third licking her right breast clean, and the fourth licking her cock clean. As this happened, Dash let out a loud squeal and came hard, squirting juices onto the Changeling's crotch.

"Alright, let's finish this up!" Chrysalis called with a smile as all the Changelings stopped what they were doing.

Rainbow's Changelings helped her up and walked her over to Fluttershy, where she laid beside the mare, both panting heavily. The 20 Changelings surrounded them and jerked off their own cocks, stroking quickly as Dash and Fluttershy eyed each other with blushes. Suddenly, the drones began to cum all over the two mares, coating their bodies in their Changeling cum. When the cum shower had ended, a couple of the drones helped the two sit up as Chrysalis began to jerk off her cock.

"My turn..." she cooed, gently rubbing her cock on Shy's cheek.

She then let out a gasp as she shot cum all over the mares' faces, getting Dash in the mouth and Fluttershy in one of her eyes. With one eyelid closed, Fluttershy let out soft moans as she felt her face become covered in her wife's semen. When the queen's orgasm ended, she got to her knees and gently took Fluttershy's cheeks in her hands, leaning in and kissing her on the lips.

After a few seconds, she pulled back and looked at Dash. "Thanks for your help..." she said, kissing her on the lips as well.

Watching this, the drones paired off in 2's and began to kiss each other.