Ted rolled his eyes as he stuffed his face with leftovers from dinner. It was nearly sunset when he'd awoken, much to his dismay. The orange mare was currently in the infirmary being watched over by a few medical experts they'd picked up along the way, ranging from changeling field medics to a griffon surgeon.

"...can't believe you left me to deal with both the griffons and Cadance. Do you have any idea how frustrating that is? It was like my entire day just zipped by. I had to not only guide the changelings, but the griffons and the ponies too! Do you know how irritating it is trying to guide creatures that don't listen? And don't even get me started on the mercenaries, constantly demanding my attention, that I actually speak to them in person instead of having a drone stand in my place. Fools, I'm a queen, I have other things to do than entertain them!"

'Kinda like trying to court a creature that doesn't understand my definition of love, I would assume.' The alicorn thought. Still, he let her rant. He hadn't meant to leave her in charge of the Talons for the day, either, but she'd done well from what he could tell. Even asked them to send any refugees they could find their way as well as offering some extra jarred emotion as proof of their words if it was needed. At the rate the hive was growing though, the temple would be a primarily changeling city before long. Maybe he'd need to finally do some advertising? Yes it was dangerous, but with the queen looking over the remains of the griffon's country and preparing for an assault on the minotaurs, she wasn't going to be looking at him for a while now.

'I'll have Scootaloo pass the word around. I'm sure she hangs out in the kinds of places that cater to the kinds we've been picking up anyway.'

The alicorn took one last sip of water and then drank the last bits of changeling honey, as the residents had begun to call the processed emotions. He needed every boost he could get, and if the pink goo helped him become more capable of defending his family, so be it.

"Are you listening to me? You better not be ignoring me, Cimmerian, I-"

A flash of light cut the changeling queen's rant off, leaving them both sitting in his room. Before she recovered, Cimmerian smashed his lips into hers, using his magic to lift her onto his bed.

"I know I made you a promise, Din." He whispered into her ear before trailing nips down her neck. "I want to thank you for taking care of the Temple while I was out of it. I didn't forget my promise, I just found the Elements of Harmony today, and got distracted talking to them." He used a hoof to lay her on her back, gently pressing his barrel against her own. "I promise I'll make it up to you though."

The queen's mind was still hitching, caught off guard by the sudden change of topic and location. "I, I can try some of the things Cadance knows, I mean I know how to-"

He put a hoof to her lips, silencing her. "This is about you and me tonight, Cuddlebug." he softly said while smiling. "Tonight is going to be like trying food. It's going to be about enjoyment, about learning about each other, about fun. No pulling from a veteran. Now then, are you ready to finish what we started earlier?"

"B-but don't, sound ward?" She floundered, eyes tinting slightly despite not actively consuming the love. She giggled awkwardly, the saturation of love and lust in the air flooding her senses despite her attempts at resistance.

"I've had to put up with them for the first few nights before I learned the sound wards." The alicorn grinned, baring his fangs to the queen below him. "They'll live through one night."

Pandinus spent a few moments staring at the alicorn, as if it wouldn't register that this was happening. A brush from the stallion's emerging member woke her up, causing her eyes to widen momentarily. Quick as a flash, the queen lifted him in her own ashen aura before rolling onto her stomach and presenting herself to him, a hungry smile on her face.

Cimmerian took a moment to recover from the sudden movements, taking note of the positioning of his partner. It still struck him as odd that he was committing to such an act; an alien body, and mating with another alien? Still, while his mind was likely missing cues a normal stallion would see or detect (he was certain the wing flutters meant something), there was nothing to decipher about the view before him. The mare's legs were spread wide, giving him a direct view of her moist, gaping opening while her tail was held to the side, cascading along her right flank. He started to approach when it winked at him, the muscles squeezing the hole shut in anticipation of his arrival. 'I don't remember reading about that in health class.' He thought to himself, bringing himself closer. He sniffed at the entrance, allowing the scent of his mate to excite him even more than his anticipation of the event. Then he gave her a cautious lick, eyes scrunching up in confusion; he couldn't place the flavor, as it was as alien as the form before him. Maybe it had something to do with the fact that she ate emotions?

"What are you doing?" Pandinus yelled, glaring back at him. "Jump up and rut me already!"

"You know, you're supposed to enjoy the first time, learn what each other likes and what not." He admonished her. Still, this was supposed to be for her, so if that was what she wanted, who was he to deny her?

The alicorn jumped up onto the bed and carefully mounted the queen, using his forelegs on her back to hold himself up. Unable to see, he used his magic to grasp himself, letting out a light gasp of pleasure as the tingling aura surrounded his rod.

"Oh wow" He muttered. He'd been so uncomfortable with his new form he'd not even considered pleasuring himself, then things just became so busy. Sure he'd seen it a few times, peeking out as he relieved himself or cleaned himself in the bath, but sitting here thinking on it was something else entirely.

He closed his eyes, focusing on his target as he rubbed between the changeling's flanks, looking for her entrance. She grunted, a slight buck of anticipation driving her into his barrel even as he felt the wet circle of her entrance. Just as he pushed in, there was a flash of ashen fire around her barrel, but he barely noticed. This was it, what she'd been begging for since her transition to queen.

Cimmerian leaned forward, pressing his weight onto her back even as he slid into her, a gasp from the intrusion being the female's response. As he pressed forward and drew her back, she bucked into him, attempting to force as much of his length into her as possible. First it was only the tip, the queen winking almost as soon as he contacted her nethers with his own. The flared tip slipped inside her next, drawing a needy nicker from below him. It was so warm, so soft, so wet it nearly drove him mad with need. Deeper he pushed, grunting as he felt a sudden bit of resistance. He pushed harder, and was rewarded with another wave of pleasure as his ring slid in, rubbing along the entire radius of her vaginal walls. His eyes widened at the alien sensations, not anticipating such sensitivity from the protuberance of his new shaft. He instinctively bucked, driving himself even deeper and savoring every twitch of her body around him.

"Don't stop. Deeper, give me more." Din murmured into the covers.

He released a groan of pleasure; it felt incredible. Why had he been avoiding this for so long? He could feel her heartbeat, feel her canal pulsating along his length. He could feel when she winked, squeezing him even as she tried pressing back against him. For what felt like ages he pressed more of himself into her before he finally felt his hips meet her rear. Cimmerian breathed deeply into her mane as he basked in the pleasure of their proximity, allowing her warm pulsating insides to massage his pole. He felt an odd tensing of his wings, and extended them before pulling them back with a ruffle to try to remove it. The wings didn't fully retract though, reminding him of their actions every time he'd found himself aroused. Grinning at what it would likely translate to in the mare's head, he displayed them fully, watching with a smile as she stared at his wings.

A grunt and another buck against his hips broke him out of his stupor and he immediately started dragging himself back out, leaving her in an agonizingly slow fashion.

"I swear, Cimmer, if you pull out I'm going to hu-erk!" Her threat was cut off as he drove into her again, this time brutally slamming his hips against her ass. A meaty slap echoed in the room, and both grunted at the impact. Making sure he was stable, the stallion began to give his mate exactly what she had asked for; he began to rut her wildly, slamming into her over and over again. It left him in a haze of carnal pleasure, his ring striking different bumps and ridges along her depths with each stroke, his flared tip spreading her apart with each pump. It was alien, it was weird, it was something he'd never even thought about; it was all he wanted right now, to continue feeling her pulsating warmth surrounding him.

It wasn't long before his strokes became more erratic, his need driving him to greater speeds and crushing the mare into his mattress. The changeling wasn't helping, her tight canal gripping him like a living sleeve, squeezing, pulling and twisting in ways that were likely impossible for other creatures. Several times he found himself drifting away as her body worked its magic on him, only to recover with a powerful buck and resume his pace. His mind a haze, he felt something shift, his tip engorging as it prepared for his climax. He drove himself as deeply as he could, grunting as he felt his body respond. His tip flared, locking him deep inside her as his balls clenched up, churning out his reproductive soup. Trying to hold both of their bodies in position, his forelegs wrapped around her, holding her against his barrel in a death grip that would have crushed a smaller mare. His horn lit up as he instinctively pressed it against her own, the surging mana flowing over her horn as his wings pressed against the sheets, attempting to press nonexistent wings into the bed below. Next he felt the warm flow of something traveling up his dick, pulsing spurts flowing into his chosen mate that left him bucking as each glob reached his head. He needed to make sure it was deeper, it had to be deep inside her to take hold. Nothing else was important now.

It felt like an eternity to the alicorn, but eventually he softened, dislodging from the mare's tunnel and slowly pulling back out. Caught in the afterglow of his orgasm, he was still berating himself. What was he thinking avoiding this? Din had been asking him to do this for weeks now, weeks he could have spent experiencing the pleasure that was still roiling along his body. He was certain that once the two of them-

His ears perked up, noticing the lack of response from the queen. Did she finish? Hell, did she even feel that? Now that his mind was clearer, he didn't remember hearing any moans and groans from her for the entirety of the experience. Nothing he could place as an orgasm from his partner, much less enjoyment. As his head slipped out, limply retreating from the mare, he shifted himself to look at Pandinus.

It was wonderful, everything her lessons told her it would be and more. The warmth that now settled inside her body, the feeling of fullness, her body finally declaring its stores filled after a second round with the alicorn. Not to mention the love! Oh, it was so thick, so pure. The lust was nowhere to be found, expended in his efforts to mate with her and leaving her basting in a cloud of the purest, most potent love she'd ever found.

Pandinus couldn't help herself, she inhaled, she tasted it, rolled it around in her own aura, felt it's warmth, its power. It was for her, love that was directed at her and her alone. She could gorge herself easily, as there was no way she could consume all of it on her own. There would be more too, oh so much more than this. Every night they spent together would be like this, a feeling of safety, a feeling of warmth, a taste of the most pure and focused love she'd ever felt. She giggled slightly, the pink tint of the room telling her it was time to shunt it to the hive. She opened her link and let it flow to her children.

Yes, they were all her children now. Regardless of where they came from, they looked to her for guidance, for protection, for food, and she would provide it for them. For only a moment, she became a transmitter, directing the love from the room to her hive, allowing it to flow through her like water. A month ago the quantity would have left them all reeling from the overload as they had the first time he'd claimed her. With the addition of so many more drones however, it was being distributed easily throughout the hive.

Then it was over, the queen allowing any extra love she'd consumed to flow out of her so her mind would remain clear. She relaxed on the bed, her mate still wrapped protectively around her as her mind buzzed with the numbers. So much love, puddles of it, pools of it, oceans of it, all waiting to be claimed, all waiting to be consumed.

She blinked, the bitter taste of worry and confusion suddenly emanating from the stallion.

"Did you not enjoy that, Din?" He asked her, almost sounding (and feeling) hurt.

The mare was confused. How could she not enjoy it? She'd met her biological drive to store an adequate amount of sperm for later use, she was wrapped in the embrace of a powerful mate, and she was marinating in a most wonderful broth of love.

"Of course I did." She mumbled into the sheets. "I got everything I wanted out of it; seed, love, and now I get to enjoy time with you, time with my mate."

Irritation followed her words, then confusion. "Do changelings not experience orgasms?" He wondered aloud. "No, wait. I think I remember her getting off when I was wiping her down after she molted." More irritation. "You did something, there was a flash of your magic. Undo it."

Pandinus blinked. She dispelled her adjustment, returning her body to its natural state only to gasp as she felt his once-again hardening member prodding against her entrance. As he pressed into her, she instinctively re-cast the shape-shifting spell, her body shifting to better please her mate. The second the fire flashed over her though, he slipped out of her again.

"Leave it alone, Din. I said this is for fun." He growled into her ear. Was he insane? Why would he not want her to use the changes? No male could resist them!

She grudgingly dispelled the changes once more, gritting her teeth as she prepared for his thrust. Once more he drove himself into her, her body tensing as she fought against some of her first lessons. Without the altered form, she felt every throb of his rod as he pressed into her, felt every vein as she winked during his entry. She nearly panicked when she felt his ring push into her vagina, the skin dragging along the entirety of her now-sensitive flesh and drawing a pleasured mewl from her throat. No, this wasn't how this was supposed to go at all. She was supposed to make the male finish, bask in his emotions, then leave before something interrupted her-

She blinked in confusion. She wasn't wearing a disguise, so a magic surge wouldn't disrupt anything. The mare's eyes widened in realization, even as he began to rock against her barrel, acting the part of a piston moving in and out of her. That was why he was angry! She'd been treating this like a seduction, one where her own pleasure was not the goal. A sudden flash of fire washed over her form, and she howled in rapturous delight, her body now twice as sensitive to his penetration as before. This was what he wanted to show her, this was what he wanted her to experience. Feeling him pick up speed as if driven on by her articulations, he shifted now and again, his head driving into new and mind-blowing parts of her body with every stroke. She pawed the sheets with her forehooves, unsure what she should be doing, unable to think clearly as her body began to seize up from the sensations. More. She want-needed more. More of those wonderful sensations he was causing her to feel, more fire in her blood. With the last of her focus, she latched onto a way to experience more. One more time her changeling magic flowed over her body; once more the male drove himself into her body.

That was when everything stopped. Din was confused at first, a sudden deadness and lack of feeling in her body leaving her to wonder if she'd done something wrong. Then the pleasure started to trickle in, bit by bit as her body slowly sorted out just what it was that had happened. It kept going, too, building higher and higher till she couldn't think, couldn't hear, couldn't even see.

Ecstasy. Heaven. Cloud Nine. No word conveyed the wave of white that caused her vision to blur. The changelings legs gave out as she screamed her orgasm, her entire body shuddering and collapsing limply. She couldn't think; she didn't want to anyway. All she wanted, all she needed was to drift on the wave of happiness she'd found, locked in the hooves of her mate. Laying on his bed, with his warm body pressing against her own. Her body was shaking, the euphoria still clouding her mind for a few moments as the stallion continued to rock against her for a few moments before he stopped. Why did he stop? She was happy now, happier than she could ever remember being before. Another flash of her magic confused her, why did she lose the spell? And why was her horn sputtering like that? His did it just a few moments ago, didn't it? Realization hit her, and she giggled. Well, she tried to giggle. She wasn't sure what it sounded like, as everything was working funny right now.

Pandinus felt a few of the younger drones calling to her over the link, wondering what had happened to her, and why she wasn't responding. Did she scream into the link as well? A joking admonishment from a few drones confirmed it to her embarrassment. She blinked a few times, her focus slowly returning as her body recovered. Everything was tinted pink, her body instinctively pulling the nourishment from the alicorn during her mental hiatus. She tried flushing it into the link, but her mind was sluggish, the combination of afterglow and feeding leaving her unable to think clearly. She heard the alicorn ask if she was alright, then he nuzzled her, concern tinting the love in his aura. She tried to respond, but nothing worked right, her words coming out in a jumbled mess. At her incomprehensible muttering and gibbering he laughed softly at her, nuzzling into her neck and tracing a tongue along the edges of a shoulder-plate.

The changeling queen couldn't help it. She began to purr noisily at his ministrations, to his apparent delight. He chuckled some more at her insensate mutterings and continued his exploration of her body, eventually shifting to her wing covers. He moved off of her (why did he do that? She wanted to feel warm) and began running his tongue along all the 'skin' he could find. Before long her wings buzzed in contentment, and he caught the elytra, holding them open with his magic. It hurt a little, feeling her wing-covers being held like that, but a second later it didn't matter. More pleasure surged through her body as his wet muscle danced across the pterathorax, the sensitive flesh where her wings joined her back never having been touched before. Another weak mewl left her throat as the stallion nibbled gently on her diaphanous wings. She couldn't feel them directly, of course, but the tugs and vibrations of his humming traveled directly into her back, sending shivers down her spine. Wind, thermals, updrafts, that's what she was supposed to feel with those nerves not, not- oh who was she kidding, he could do that all day and her only complaint would be when he stopped.

He released her wings from their wondrous torture after an unknowable amount of time and moved down her body, stopping at each point of interest to impart another nibble or another lick to her shivering body. She could still feel his saliva under her shell. The warm fluid was lathered all over her back, everywhere he could reach, but she couldn't bring herself to care. Where was he getting all of this energy? She'd only peaked once, albeit an extremely powerful peak, and she was having trouble recovering yet he just kept going like he had some sort of magical endurance.

Din would have smacked herself with a hoof if she'd had the energy. He was an alicorn, meaning his body could literally go for days before he required rest; of course he was driving her into the ground. She grinned maliciously, a plan forming in her mind. If he could keep going, so could she. Boosting growth wasn't the only thing she could burn love on, after all.

Cimmerian smiled as he used a hoof to caress the queen's shuddering flank. After the third flash of changeling magic he'd been ready to admonish her a second time. Then she'd started screaming and it took him a moment to realize what she'd done. The fourth flash of magic was what he'd assumed was yet another change to her body, further increasing her sensitivity and leaving her howling her approval to the world. He double checked the sound wards, put in place after his first orgasm left him feeling none the worse for wear. If his magical endurance extended to sex, they could be at this all night; well, he could. And while he had no issue with giving the people of the Temple of the Shadows something to whisper about, he wasn't going to keep them up all night. Besides, Pandinus seemed to still be reeling from her first climax. Just as he'd started to approach her drooling, winking pussy with a hoof the queen gave off an odd glow, similar to when she'd absorbed too much love. Her shaking began to lessen, and she slowly rose from the bed, giving him a hungry stare.

"You, you've got your blasted alicorn endurance, but I feed on love." The queen gloated even as she fought to catch her breath, her fangs showing through her smile. "I'm not going to, to drop out that quickly, Cimmer."

His smile shifted to match the queen's as he leaned forward, using his aura to pull her into a deep kiss. Their last round had left him aching, as he'd not wanted to hurt her by continuing while she was thrashing about and was thus left wanting more.

She responded slowly at first, her mouth hesitantly opening to allow for the much thicker organ entry. Once he was in, running his tongue over her fangs, she didn't even try to fight it, instead wrapping her almost prehensile tongue around his own and pulling it deeper into her own mouth. The two broke off the kiss, a link of saliva still connecting their mouth before the changeling severed it with a flick of her tongue. Cimmerian touched his horn against her own, a light glow surrounding it as he stared deeply into her eyes.

"No magic this time, Din. Just you, me, and a proper, unaltered rutting." He whispered to her.

She giggled, kissing him once more before pushing him onto his back. She straddled him, carefully placing her own aching sex against his sheath and erect cock. She gave him a fanged smile as she began to grind against him, a few coos of contentment leaving her as she felt him begin to buck against her. She shifted, using her position to swallow him up into her pussy and moaning as she pushed back against him.

The first time she'd been milking him. The second time, she'd cut lose, going all out to achieve the most mind-blowing orgasm possible. This time it was what sex was supposed to be, to the alicorn. Two beings locked in a mutual struggle for pleasure, each pushing the other to a goal. Each driving the other closer to climax. He gasped as she ground her flank against his hips, leaning down and kissing him once more even as he felt her shudder in delight. She shifted, she ground against him, she lifted her flank just to slam it back into his hips. He could feel everything, every shift, every twitch, every follicle as her tail mercilessly teased his twitching orbs. He moaned, feeling her begin to convulse around his painfully hard shaft even as he felt his own finish approaching.

"This is it, my mate." She wheezed, beginning to slam against him with abandon. "Last one to finish has to pleasure the other next."

"T-that's not usually-hee how it goes." He grunted.

Soon her actions bore fruit. The mare's eyes widened as he thrust up into her, his flared tip locking him in place. She whined piteously, attempting to buck a few more times and dragging the alicorn into the air with her even as she felt the warm seed beginning to travel deep inside her. The warm pulses set off her own climax. She looked down at him, her slit pupils dilating momentarily as she yielded to her instincts. She buried her fangs in his neck, both shuddering at the pleasure wracking there bodies. Cimmerian stared blankly at the ceiling as he came, his mind empty and unable to comprehend the bite as painful. Nothing really mattered in this moment, nothing but the female he was clinging so desperately to. She was beautiful, she was his, and he decided he was going to spend every available second, every night he could afford, pounding this mare into a whimpering pile of pleasure and happiness. Had to keep the hive fed, after all.

The queen's thoughts were much the same as his. She lay there on his barrel for a long while, allowing her clouded mind to recover as she tasted him. Her tongue danced around her fangs, bathing in the small leaks her fangs had caused, tasting his lifeblood even as she tasted his love. Her addled mind couldn't determine where one started and the other ended, and she swallowed, her body deciding it wanted, that it needed both.

As the two came down from their highs and basked in the afterglow, the queen carefully removed her fangs, lovingly cleaning any remaining traces of blood from his wounds. Instincts long forgotten by her race began to surface, causing her to cling even more tightly to the male below her. He wasn't just her warm/safe/food. This was no longer an access point to the strongest hatchlings the world had ever seen. The alicorn was her mate, her home, her other. And Maker have mercy on the creature that threatened the being in her hooves.

Their vision finally clearing, the changeling lifted her head and touched her muzzle against his own.

"I, I think we need to try again. I'm not sure who won, so we're going to need a tie-breaker." She said in a seductive tone. Within moments she felt him beginning to harden again underneath her, drawing a smile to her face. She pulled in his love, using it to heal her aching body even as she began to rub against him yet again.

Oh, the night was just beginning.

The sun was rising by the time they were finally burning out, the two lovers covered with a myriad of fluids that had no place matted into fur and dried out on chitin. It didn't matter though. Both were content, breathing heavily in each other's grip. For Cimmerian, his alicorn endurance turned out to have a limit when it came to sex, fortunately for the both of them. For Queen Pandinus, she was learning that her body could only burn love so many times before it just didn't work anymore. After the first three burns, it started requiring more and more love to repeat the effect, and by now the effect was so minimal even actively burning the entirety of her reserves likely wouldn't help her. Still, the two were content, the pleasure shared well worth the exhaustion both were feeling. Even as they attempted to make some sort of recovery, the alicorn once more on his back with the queen laying on his barrel, both found a smile creeping across their faces.

"So was it better than just feeding?" He asked her jokingly.

The queen was limp, unable to form more than a simple murmur of agreement to his query. She couldn't mention this to any other queen, ever. They'd kill her out of rage for the amount of love she'd burned just keeping up with him. The thought of the amount of love she'd fed on brought a deeper smile to her face. She nuzzled weakly into his neck, feeling her body denounce even the simple movement. She allowed the love to flow into her once more, letting it sit in her stomach this time for use in repairing the strain while she slept. She'd also had some of the drones store the pure love formed in his afterglow for later consumption. It was the cream of the crop, the intense emotion leaving her weak in her knees even at the thought of it.

Curious, she pinged a few changelings that were still active, trying to get a count on the love they'd received form her. It was sluggish, but a few pinged back, leaving her with a case of the giggles. She weakly ran her tongue along her lovers neck, a feeling of contentment washing over her. At this rate, she'd have her love pool by the end of the month at the latest. It was wasteful, certainly, but the thought of sitting in liquid love that ran up to her neck while her lover held her close was the most wonderful thought she could find at the time.

Nest here. I, I stay. The words were spoken not so long ago, when she was but a shadow of her current self. A half-starved proto queen that had been captured by the very stallion she was resting with. It had been such a close thing till she'd seen the nymphs, and several times she'd almost tried to escape. She'd thought of using her horn to cut the rope, she'd almost taken off the moment she knew the restraints were gone. She'd almost not followed him into the Temple when he'd asked her to. She'd almost not met the nymphs that even now she could touch through her link; the hatchlings sleeping soundly, free of hunger and fear.

The queen inhaled deeply, the musky scent of her mate's sweat filling her mind. She'd have missed this. All this love, all this and more. She'd never made a better decision in her life.

Author's Notes:

Yes I just looked up beetle wings for this. Yes, I wiki'd something for a sex scene. Yes, I've lost my mind.

Actually, I probably should have looked that kind of thing up weeks ago.