(the train to Manehattan)

“There was no need to punch me you know?” Asphyxious said rubbing his snout.

“But it was funny to watch.” Amy said giggling while wearing some of Bunnie’s clothes since hers no longer fit. Amy said the tank top and spandex shorts didn’t really suit her, but she’d ask a tailor for an outfit later.

“Oh I see, so if I punch you in the face right now that will be funny?” Asphyxious asked glaring at Amy. “Or am I misunderstanding that?”

“Punching me would result in your face meeting my hammer.” Amy replied said while holding her piko-piko hammer that, as was her odd hammerspace ability’s prerogative, came out of thin air.

“And you see my point, it’s not funny when it happens to you.” Asphyxious replied before looking over at the grumpy Rarity, her new body was apparently immune to sunlight, but she still had her vampire powers, so, she was like Blade now.

“I care not for your petty feelings. And I won’t help you hurt Applejack.” Rarity scoffed as she smoothed out the hem of her skirt, having donned a rather classy dress that she said she altered from a maid outfit, considering she did it within minutes screamed about her skills with a needle and thread.

“Who said we were going to hurt Applejack?” Asphyxious asked before looking to everyone. “Is there a part of the plan I missed on the way here?”

“Why are you going to Manehattan then?” Rarity asked.

“To fix her. To turn her back to the way she was.” Bunnie said while she was petting Pikachu who was resting on her breasts as usual. Rarity glared at them.

“Why not do that for Carrot Top and Cheerilee? They’re the ones abusing their power.”

“We fixed Cheerilee, at least in the head, but that hive still needs a Queen. So we made a deal with Carrot Top to free some of her broodmares.” Bunnie said.

“Not only that Ava and my kids are keeping a close eye on them.” Asphyxious added as he looks out the train window. “I’m more than sure Carrot or her followers will at least erect a small shrine in Ava’s name, especially since Ava was so insistent on it.”

“Holy molasas…” A pony in another booth said, looking out the window ahead of them. “I don’t want to go to Manehattan anymore...”

Rarity looked out of the train and her eyes widened. “What on Equus?!”

Manehattan was covered in layers of a black and green substance that seemed to be growing.

“What in tarnation has AJ been doing?!” Bunnies asked just as wide eyed as Rarity.

“I don’t know…” Rarity whispered.

“Well whatever AJ did we got to do something about it.” Amy said.

“It so… Beautiful.” Asphyxious said in awe.

“How’s that beautiful?”

“They have done more than just changed what the city looked like. They have evolved into something more than a changeling.” Asphyxious expelled as he had the look of child in wonder on his face. “I have never seen this happen before!”

“Well I am pretty sure the ponies that live there don’t see it that way.” Bunnie said giving Asphyxious a deadpan look.

“Right sorry, I got over excited over the possibilities of what this could mean.” Asphyxious apologized.

“It means Applejack has gone nuts and taken over Manehattan.” Amy said.

“What do you plan to do now that she’s taken over Manehattan?” Rarity asked.

“I don’t know but we got to at least try to fix her.” Bunnie reasoned not sure of herself about it.

“Fix her? She’s not a machine.” Rarity growled. Before she could continue however, there was a thud on the top of the train.

“Yay, guess who it is?” Asphyxious asked sarcastically. A black hand punched through the roof like it was paper, then tore the hole in two separate direction until it was wide enough for several Changelings to drop in. The occupants of the cart noticed that their eyes were red instead of blue, and they looked a lot bigger. “Interesting. Soldier class changelings.”

“Big whoop. Let just smash them and find AJ already.” Amy said as she sent one of the changelings flying with a swing of her hammer. She was shocked, though, when the one behind the Changeling she sent flying grabbed her face with one hand and threw her to the side, causing her to go flying out of the train.

“Bunnie why is your friend so stupid?” Asphyxious asked not moving from his seat. “Has she forgotten why we’re here in the first place?”

A Changeling came up from behind and grabbed Rarity, who screamed as it ran off with her.

“Amy is sometimes a hit first ask questions later kind of gal. But right now Rarity needs help.” Bunnie said as she move out of the way of the changeling that was behind her.

“Okay you save the girl, I’ll see if I can get these guys to talk. Or at least find out if they can?” Asphyxious asked as he looked at the first changeling soldier. “You look so cool.”

“Ok. Be careful Sugar Lich.” Bunnie said she rocketed up after the changelings that are carrying Rarity. “Hold on Rarity! I am coming for you.” She yelled.

“How can I hold on!? I’m being held onto!” Rarity screamed as she flailed.

“Just hold still so I can blast the changelings off you.” Bunnie said as her robotic arm transform into her arm cannon.

“Don’t you dare shoot- whoa!” Rarity yelped as the Changeling suddenly shot into the sky.

“Ah nuts.” Bunnie grunted as she fired at the changeling that was holding Rarity causing it to let go of her. Which Bunnie rockets up to catch her from falling.

“You bitch…” Rarity snarled.

“You’re welcome.” Bunnie said as she kept Rarity in her arms which caused Rarity to be pressed between her breasts.

“I don’t swing that way, so could you keep me as far away from your oversized chest?” The fashionista growled.

“I will do that once we land somewhere safe on the train.” Bunnie said as she decided to carry Rarity bridal style back to the train. “And don’t diss the tits, I’ll shoot you with the Whore Gun if you keep it up.”

“Shutting up….” Rarity squeaked as she paled a bit, having a not-dead but not-alive body was still odd for her after having adjusted to being dead already, since her new body was both clearly alive, yet still in a state of stasis like her undead previous body had been.

“Wait a second...isn’t that? Ava!” Bunnie screamed upon seeing a few changelings absconding with an unconscious Ava from the train, she’d been surprisingly crippled with motion sickness the moment the train started moving, something about how she couldn’t stand trains or planes from before being Displaced, and it oddly seemed to still affect her. “They’re taking Ava!”

“Those ruffians are foalnapping a lady while she’s indisposed! Such brutes!” Rarity screamed furiously, she wasn’t going to outright say it for a short while, but she was grateful to the mare for supplying her new body for no cost, even if it did have the humiliating brand of R-01 on her brow.

“We got to save her.” Bunnie said. That when a changeling soldier’s head came out the train window before being pulled back in side by a large clawed hand. It didn’t help some smoke came out of the train car. Shortly after, an anthro dragon teared it’s way out of the train and gave out a roar.

“No one kidnaps my friend!” Asphyxious roared as he let his large wings out, before running on the train to get to the front of it. He was a good 18 feet tall from head to tail, his body was covered in large muscles and thick black scales with blue highlights. The thing that shocked Bunnie the most was when Asphyxious jumped off the train, he then started to run on all fours after Ava and the changelings.

“Whoa.” Was the only thing Bunnie could say about what she saw. Bunnie had no idea Asphyxious could run that fast, and if he got this angry by someone taking his friend. How would he react if she was kidnapped? Or one of their children? Bunnie blushed a little at the thought of having children before shaking her head as she landed next to the train.

Suddenly, the train stopped. “Now what?” Amy said in annoyance once she somehow came out of the train car next to them, considering that she’d been ejected earlier. She saw Changeling warriors tearing the train engine open. “I am going to have to make you lot stop because it’s hammer time.” Amy said as she charge at the changelings with her hammer.

One of the changelings pulled out a crossbow and fired an arrow into Amy’s knee without looking.

“Argh! Now I know how that guy in Skyrim feels.” Amy yell in pain as she stop to deal with the wound.

“What do we do with this one?” One of the changelings asked the one with the crossbow.

“Leave her. The train’s already out of commision.” Was the reply. The changeling nodded at this before flying off back to the city.

“Amy! You alright hun?!” Bunnie asked worriedly as she set down, and Rarity quickly moved out of her grasp to look the injured hedgehog over, the bolt had gone clean into her knee, the head poking out the back while still having the shaft in the joint. “Ew, oh, shit. I have no idea how to-!”

“Darling, do you have something to bite down on?” Rarity demanded of Amy, who held up her piko-piko hammer’s shaft. “Good, because what I am going to do is going to hurt. A lot.” Rarity warned seriously, and Amy grit her teeth before putting her hammer’s haft in her mouth, biting down. “Bunnie, be a dear and hold her leg still.”

“Okay.” Bunnie knelt next to her friend’s leg and held it straight and still. “So what’re you-?” Rarity suddenly struck the bolt’s end so hard and fast with a pinpoint palm-strike that it shot clean out the back of Amy’s knee, causing her to scream in utter agony around her hammer and reveal a clean gaping hole through the useless joint. “Holy shit!”

“Wrap it! We need antiseptic, and a splint while we move her to a hospital.” Rarity ordered as she tore the bottom of her skirt off in a long strip and quickly set to wrapping the bleeding wound as Bunnie speedily found some long sticks while Rarity looked around for something to hold the splint together. “Drat, one of us is going to have to look on the train for a proper first-aid kit and-.” Bunnie shot Amy with the white beam of the Reversal Gun, and suddenly Amy was so small she was draped in her clothes. “What did you just do?!”

“M-my leg! I’m not hurt!” Amy cheered as she pulled up the now-enormous spandex shorts to reveal her intact leg. “And I’m back to my petite little-!” Bunnie then shot Amy with the Whore Gun, and she grew back into her clothes, still healed. “Damn it Bunnie!”

“We need you big and strong, if you weren’t that bolt would’ve done more than destroy your knee.” Bunnie warned, and the pink hedgehog pouted again. “Just think that maybe Sonic likes big girls?”

“Fine, whatever, but what’re we gonna do? Those freaks took that Ava mare, and clearly targeted Rarity too. Our ride’s also kinda….” Amy looked at the destroyed train engine, the ruptures in the boiler clearly rendering it unable to pressurize for locomotion, and several buff earth-pony stallions were clearly preparing to manually pull the train, which while doable, wasn’t as feasible as it seemed. “Rrrragh! I hate it when I can’t just hit things to fix a problem!”

“It’ll take a good bit to get the whole train rolling, we might as well fly there ourselves.” Bunnie informed, only for Rarity to blush at an idea.

“Um...that gun that makes Amy here all gigantic and strong works on stallions too right?” Rarity asked rhetorically, since she was more-or-less filled in on things on the way about the situation, which was most of all the reason she was even here.

“Yes~....” Bunnie hissed lustfully, drooling at remembering when Jade tested the Stud Gun on Asphyxious.

“Well then...why not help those stallions get this train moving?” Rarity suggested, pointing to the team of already big, strong, and buff stallions straining to get the stopped train moving, the three women all blushing hotly at the things the gun would do to get those train-draggers to turn into train-runners….

“...Rarity, are you secretly a genius pervert?” Bunnie asked eagerly as she switched the gun from Whore to Stud.

(Applejack’s Throne room)

“They’re moving the train, your highness. Should we send out a-”

“Shut up…” Applejack growled, massaging her head. “Let them come… I’m going to tear them apart… Personally…”

“And the, dragon?”

“What of it?” Applejack asked, grinning as her red eyes glowed brighter.

“I-it’s trying to get into the city. It’s already broken down the main gate.”

“So? We have more than just drones. Send the new weapon…” Applejack said, crossing her arms.

“That’s a huge risk your highness. What if they kill them?”

“They won’t…” Applejack snickered. “Send out the first one…”

“As you wish, Queen Applejack. And… What of our associates?”

“I believe Celestia’s dealing with that Ava mare… And tell Discord our “friends” are here.” Applejack ordered.

(Meanwhile with Ava)

Celestia watched as Ava struggled against her restraints, the average-height but incredibly shaped and buff mare was a serious problem the moment she had awoken from whatever stupor she’d been in before. The first thing she did was hit her with a magic blast that seemed to bring her to life, yet, didn’t, even though it quite painfully regrew her horn and wings. Then Ava tried to physically shape-shift out, only for the magic limiter that was placed on her horn after that first blast to stop almost anything she tried.

Ava was officially a sweat-coated mass of muscle, and irritation, clearly she had great compunctions against being restrained, almost to the level of obsession with not being restrained at all. And she clearly was uncomfortable having been stripped of her robes, laid nude so that she didn’t have any hidden weapons or tools, not even her surprising penis sheath over her vagina.

“You are of the same origin as Rouge the Bat… are you not?” Celestia asked, her voice shaky.

“Not likely.” Ava growled, her shark-teeth grit so hard they seemed likely to break, and the tiger-like rumble from her chest was very unsettling. “Not all Displaced are from the same Earth. And if she was, well, that bitch helps prove my case my Earth was a ball of shit before it was blown up.”

Celestia narrowed her formerly-undead yellow eyes. “You have no right to be in this world… Your presence alone is throwing this world into a worse state.”

“Funny! I’m here to fix all the shit those morons broke! Including you Tia.” Ava growled possessively, her slit emerald eyes raking up and down Celestia with familiarity. “Damn. If you still look this good a few thousand years old, then I guess I’m marrying into a seriously stable and healthy physical relationship back home.” Ava then purred as she looked Celestia in the eyes. “Now, be a dear and open these restraints, so I can undo the damage this Applejack mare is causing.”

“You have no idea… Whenever a ‘Displaced’ enters our world, things get worse. First it was the Homeworld Gems, then the Crystal Gems. Then Rouge and her friends. Then Asphyxious Hellbringer. Then Sam and Ember…”

“Oh? So us restoring Luna and Cadence to the throne is considered worse? Me freeing the broodmares from a hive and helping stabilize them was worse? Us de-bimboing every Bimbo we can is worse?” Ava asked rhetorically, grinning sharkily.

“Whatever you fix, cannot compare to the hell your arrival will open. This universe is set in a balance. The more outsiders enter, the worse our world becomes. This place is fragile...”

“Ha! I call shenanigans. Big news in case you didn't get it with the whole alicorn package; I’m a literally frickin’ Goddess! If that’s the case, me simply being here should’ve blown your whole planet to shit the moment I stepped on this rock! Get over yourself, free me, then I can undo this shit and be on my way. You holding me here is only making things worse rather than better. Oh? What’s that? The pot calling the kettle black?” Ava asked fiercely, still straining as her magnificent muscles tried to rip her shackles free from the wall.

That when they hear a dragon roar. A very angry dragon roar.

“Damn… Already the lich has arrived…” Celestia said, pulling out a long sword from its sheath.

“Seriously lady? What’s with you and trying to restrain or kill gods? Asphy’s not all the way there yet, but he’s getting there. Put that toy away before you get hurt even more hun.” Ava warned with a roll of her eyes. “Besides, I’d rather you not fuck up me bringing you back to life already, even if it’s as a Living Dead.”

“I tried to save my people from their damnation… I failed, losing my life, my sister, my niece… Even my pupil…” Celestia said, glaring.

“You’re not listening. I gave you back your life. Your sister is ruling the country right now, and your niece is helping her. As for whoever your pupil is, I figure she’s next on the list of things we’re patching up.” Ava deadpanned.

“Patching up a raped woman is impossible!” Celestia snapped.

“Uh...hello? Looking at one.” Ava admitted, shrinking a little and looking vulnerable. “She just… it was… the most terrible thing that has ever happened to me. But I forgave her, and now she’s in here, with the rest of us.” Ava grinned darkly.

“She has that monsters child in her… There’s no fixing that.”

“She ended up being turned into a Broodmother and mechanically birthing my foals to feed a war machine….” Ava leered at Celestia spitefully. “Don’t talk to me about rape and bastard foals. I know far worse.”

Celestia ignored Ava. “Be glad that I do not wish your death. But the only way to stop the suffering is to get rid of the Displaced.” The former Princess then began to walk away.

“Okay, again, Goddess here? If you did something that kept me from going home-!” Ava shouted after her as the solid door to her cell slammed shut.

“Damn bitch…” Muttered Ava’s cellmate. Lightning Dust. “She’s psycho. Must’ve lost her mind after Rouge took over, now she’s working with AJ, an equally messed up mare…”

“Yeah, yeah, exposition and all that. Look babe, I’ve gotta get out there, beat some sense into Tia, help stop AJ, and prevent Asphy from destroying the planet for me being foalnapped. I’m not part of his Hoard, but the bastard is persistent and won’t stop trying.” Ava then looked at Lightning Dust in interest, her eyes looking her up and down analytically.

“It’s not exposition.” Lightning said, using her index finger to scratch her thumb hard enough to make herself bleed.

“It’s dialogue helping provide context for the situation, it’s exposition. And could you not do that? And why are we shackled? I’ve been imprisoned and enslaved before, they’re not exactly necessary if they did the limiter right.” Ava asked.

“That’s the thing, the limiters are limited.” Lightning laughed at her terrible joke. “They’re the kind that can be taken off easily with hands. Like my wing shackles.”

“Oh, well that makes sense. Also, nice bod. You’re definitely built for flying. You’ve gotta get more definition in your buttocks from what I can see over here though, they’re not providing enough base for your thighs.” Ava appraised, getting Lightning Dust to scoff and roll her eyes.

“I don’t care about my body. I only care about flying and being the best!” Lightning winced as she dug into her thumb and pulled out a tiny sphere the size of an ant. It had a small red light flickering on it’s black form. She narrowed her eyes before throwing it with what little room she had at Ava’s limiter. Once it made contact, the limiter began melting.

“Whoa! Tits! Hun, for this I’m going to Magnify your wing muscles.” Ava said moments before the limiter melted off and tinkled on the floor, which she hid by rattling her chains.

“Shh! They can hear us… They’ll call Celestia back before you’ve recovered.” Lightning Dust whispered.

“So? The only reason they caught me was because I was sick, and trust me, my magical refractory rate is ridiculous.” Ava then melted into a formless black heap of liquid black flesh, freeing her from her shackles before the mare reformed, only 8-feet tall this time and smirking like a cat that got the canary. “Now then, let's get you out of those restraints, and your wings so strong you can carry a dumpster.”

(elsewhere, with Asphyxious.)

Asphyxious slammed another soldier changeling into a wall, the number of them were beginning to make him angry. It didn’t help he lost where the changelings that took Ava went. So he spent the better half an hour going on a rampage throughout the city. “Tell me where my friend is or I’m burning this city to the ground!” He roared at the swarm of changelings buzzing overhead. “I will not lose them again!”

“Where is that weapon!? It should have arrived half an hour ago!” Called out a changeling soldier before firing it’s crossbow at Asphyxious. The bolt did little more than annoy Asphyxious as he let out a growl, he didn’t even bother to remove the bolt from his shoulder.

“I will not ask again, WHERE IS AVA!!!” Asphyxious roared before letting loose a jet of fire from his mouth. Setting fire to some buildings, which was unsettling since they were mostly covered with morphing flesh. Asphyxious was about to go on the attack again when he felt a rumble under his feet and stopped.

Asphyxious didn’t move as he tilted his head to one side and felt the rumble again. He turned around and felt it again, it was like whatever was making that sound was getting closer. And it was big, maybe as big as a dragon?

Suddenly, Asphyxious felt a large pressure in his back. As is someone had super punched him. “Ouch…” He said before letting out a growl then looked for who just attacked him.

It was Octavia. Her eyes were blank, and her stomach large. Her right arm was pulsating, the veins in it glowing red. Asphyxious looked at her sadly, she was the last person he was expecting to fight. “What have they done to you?” Asphyxious asked as he get back up. “You look… Beautiful. In a partly zombie kind of way.”

Octavia didn’t register what he said. Instead, she sent her fist into his chest, which sent him flying. Okay, less admiring and more fighting! Asphyxious thought as he spreads his wings out to slow down his fall.

Octavia was already waiting for him, and tore off some of his scales. Asphyxious let out a roar of pain before swinging his tail blade at her. It hit dead center, causing her to scream in pain as blood poured out of her new wound and she fell to the street.

“I… Didn’t mean to do that.” Asphyxious said as he looks at her body in shock. “Why did I do that!?!” He roared at himself grabbing his own head.

The musician coughed up blood as tears streamed from her eyes. Her eyes suddenly went blank again, and she got up.

“I can fix this, you need to rest.” Asphyxious said with concern in his voice. He then walked up to Octavia reaching out to her with his clawed hand. Octavia punched him into a building. He was about to pull himself free when he heard something.

“Surprise Motherbucker!” Shouted a voice as Asphyxious was blasted from behind. He was sent flying back to the ground and he didn’t like it. Asphyxious let out a growl and looked back to see how was attacking him this time. It was Vinyl who also have a pregnant stomach and she is looking pissed.

“Great, two mares who’re my hoard mates back home. It bad enough I hurt Octavia.” Asphyxious grumbled to himself as he get up. “Look if any part of you still in there help me restran Octavia so I can heal her!”

“Nopony hurts my Tavi and gets away from it!” Vinyl yelled as she fired another magic blast at the lich. Asphyxious moved out of the way in time and growled.

“Cut that out! What more important, healing Octavia and saving her live. Or kicking my ass and letting her bleed out!” Asphyxious roared at Vinyl.

Vinyl look at Asphyxious then to Octavia then back to the Lich and then back to her marefriend. “We will finish this later.” Vinyl said as she ran over to Octavia. Asphyxious sighed in relief that she saw reason. Once he was close to them he casted a healing spell on Octavia, and as expected she reached out to punch him again only this time he caught her fist.

“I am not here to fight you, I am here to get my friend back and fix what Rouge has done to this world.” Asphyxious explained.

“She can’t hear you Dragon.” Vinyl said coldly. Asphyxious sighed before letting her fist go and backing away from them.

“Once we fine Ava she can bring your lover back.” Asphyxious replied as he looked back at the swarm. “The question is how long do they plan to stay in my way.”

“As long as AJ is their queen.” Vinyl said.

“Okay, help me look for Ava and she’ll help your friend. Something tell me I’m getting a big bill for this later.” Asphyxious growled before letting out a roar and charging the rest of the changelings.

(With Bunnie outside of Manehattan.)

“Hurry up boys.” Bunnie said as she, Amy and Rarity were watching the stallions she shot with the stud gun pull the train they were on. The fact they were easily all 10+ feet tall of wicked body-builder they were pulling the train like it was a sandbag behind a football player, and they were making good time. Not to mention the show of watching the 6 beefcakes work up a sweat with their former overalls barely clinging to their hips as skin-tight as they’d become.

“I have to say Rarity, this plan is awesome.” Amy said with some drool down her chin as she enjoyed watching the buff stallions get a workout. “Sonic’s nice and athletic, but dang these guys are cut.”

“You want to use the gun on Sonic don’t you?” Bunnie asked with a cheeky grin.

“Maybe, if it doesn’t ruin her speed. A buff Sonic is cool and all, but if she isn’t the fastest thing alive, it wouldn’t feel right.” Amy mused. “Well, maybe for bed I’d like her all big and buff, but otherwise I’m happy with her as she is.”

“Whatever gets your motor running.” Bunnie shrugged. “So Rarity, why didn’t we bring Pinkie and Fluttershy again? I didn’t catch that while we were filling you in.”

“Hell if I know. I think they want to help Applejack.” Rarity said with a shrug. “Anyways, we most likely should hold Coloratura hostage. AJ seems very fond of her.”

“But where can we find her in this city?” Bunnie asked.

“She’ll be in the far back. The most secure place in the city. The Root of Corruption, Applejack’s tower of control. Her castle.” Rarity said, determination filling her eyes.

“Well then. Let’s go full speed ahead.” Amy said raising her hammer up like if it was a sword, before a bolt entered her knee. “NOT AGAIN!” She yelled in pain and fell to the ground as Bunnie and Rarity did the same thing they did with the last bolt.

“Ok we need keep down as we go in.” Bunnie said. It shouldn’t be that hard with that big hole in there gate.

“When I get my hands on the one that shot my knees I am going to turn them into a pancakes.” Amy growled.

“Maybe you should start wearing knee guards then.” Bunnie said as Amy just flip her the bird.

(back with Ava)

Ava and Lightning Dust slunk through the twisted makeshift castle of disturbingly organic and artificial construction. For the sake of stealth, Ava had forsaken any standard form, and was currently a very small black and gray kitsune with six tails, small enough she was actually piggybacking on Lightning Dust’s back as the professional mare easily kept them moving and out of sight. “So any clue where this Coloratura is?” Ava whispered into her current companion’s ear, constantly shifting her own ears around, listening far and wide with her fennec-like fox ears.

“Coloratura? The famous pop singer? Why would she be here?” Lightning Dust was scratching her arm violently, drawing lots of blood.

“I heard she’s a ‘guest’ here, I’m guessing from what I’m getting from some idle chatter, she’s being kept here on Queen Applejack’s orders. And stop that. I might’ve Magnified your healing rate, but I didn’t give you a healing factor.” Ava chided her companion as she sniffed the air and only got blood. “It’ll give us away if they smell so much blood.”

“Huh, well if she wasn’t in the dungeon, then she’ll most likely be in the Queen’s bedchamber.” Lightning flew up to the ceiling, then grinned as a Changeling walked under her. Her blood suddenly formed into an odd looking blade, and the Pegasus dropped down behind the ling, before stabbing the blood blade into it’s neck.

“...Nevermind, I’m just going to alter your body so you can let your blood at will, no more of that stupid self-mangling to get at that.” Ava then had her eyes glow red, and little holes seemed to form in Lightning’s flesh at the wrists and ankles that while dry, would easily let out blood at will.

Lightning then smirked and pulled the blade out. “She is in the bed chambers. They’re going to be wed in an hour.” Lightning then began running down the hallways.

“Blood memory or something? That’s way more efficient than my method, kinda have to absorb their soul to do something like that.” Ava pouted from Lightning’s back, using her now obscenely-strong wings to stay perched.

“My dad gave me this power. And I drain brain cells through direct contact with my blood. Gives me a headache though.” Lightning stated. “Can’t wait to get my damn clothes back on. All this commando shit is embarrassing.”

“Really? I’m not one to talk since I’m pro-nudity, but you should flaunt it hun, you’ve got a rockin bod, built for flight. Honestly I’m kinda worried you might start tornados just flapping your wings now.” Ava commented as her tails flicked about behind them. “Just hope you don’t get hit with the Whore Gun however, that turns everyone into a ten-foot amazon or adonis from what I’ve seen thus far.”

Lightning turned a sharp corner, and froze, “The tartarus are those!?” Two mares with pure black eyes were guarding the bedchambers door.

“Expecting mothers being forced to do something that endangers their foals.” Ava hissed furiously, turning to look at Lightning’s eyes from the side of her shoulder. “I’ll deal with them, stay here a moment.” Ava whispered before she again melted into black biomass, and shrank away into seemingly nothing, disappearing from Lightning’s sight.

Shortly after, both of the brainwashed pregnant super-mares began yawning uncontrollably, and blinked as they tried to stay awake, only to slowly lower to the floor and doze off. Ava then seemed to start growing again as a formless mass of flesh between the two, until she reformed into her usual body. “They’ll be down for several minutes.” Ava whisper-shouted as she gestured for Lightning to approach while she examined the door.

“They wouldn’t boobytrap their queens door.” Lightning Dust said, then tapped her chin. “Although, if it was designed so that only Changelings could go through the door…”

“Is someone there?” Asked a voice from the other side of the door. “Whatever it is keep it down. I am getting ready for my wedding with AJ.” The voice added.

“Aced it.” Ava grinned darkly as she morphed into a Changeling.

(Back with Asphyxious.)

“You’re sure she in here? I’ve had to knock out every changeling on the way here.” Asphyxious asked his two guests resting on his back. For the most part he didn’t mind, but as long as they stay out of the fighting and take care of themselves it should be fine. He looked up at the tall tower that from what Vinyl said was Applejack’s home.

“Yes she is in there dragon. Now just remember I get to kick your ass for hurting Tavi after this.” Vinyl said while support Octavia with one arm over her shoulders.

“Yes, yes I swear you're as bad as Revan… Come to think of it where did she go?” Asphyxious asked himself before heading for the main doors. But she could take care of herself, He had a friend to help. Asphyxious reached out and dug his claws into the doors and began to pull. Large muscles flexed and pulsed in order to pull the doors free, and with a sickening crack the doors fell free of their hinges. Asphyxious dropped the doors to the floor and looked inside. Only to find changeling guards passed out on the floor, along with a number of other changelings and broodmares.

“Oh… I guess she didn’t need my help.” Asphyxious commented looking down at the sleeping changelings.

“Who Rainbow? She still locked up because she too much of a bimbo for AJ to control.” Vinyl said in confusion.

“...What are you talking about? I didn’t ask about Rainbow?” Asphyxious replied looking confused at Vinyl. Witch looked really strange to Vinyl, she had no idea his neck to turn that far and look right at her. From what she could see his neck was short and had large plates of scale in the way. She then noticed how the scales seemed to move to one side or the other. In order to not restrict his ability to move his large head.

“These guards look like they pass out being fucked by somepony.” Vinyl said not realizing she had a small blush.

“How can you tell? Wait, you know what I don’t want to know.” Asphyxious replied as he walked on into the changeling castle. “Let just find Ava, turn AJ back to normal and then I can have a long bath with Bunnie.”

“You are going to need it after I kick your ass across the city.” Vinyl said.

“I didn’t mean to stab her with my tail! I was caught up in the combat, this form’s built for fighting.” Asphyxious replied with a low growl. “If you want to blame anyone, blame AJ for sending her out to fight in her state. She shouldn’t even be fighting, let alone be on the battlefield.”

“I know. Which is why I am planning to kick her ass too.” Vinyl said glaring still. Asphyxious did not say anything as he followed his nose and the scent glands in his mouth. This was the first time he was aware of his body fetchers. Could his body design be a subconscious thought, or was it something imprinted into his body by the heart stones of the other dragons. Could they be trying to help him be better suited for fighting Toruk? Asphyxious let his long tongue out to test the air.

“I taste Ava alright. She’s been through here already if the sleepers weren’t clue enough.” Asphyxious stated as he prowled through the hall, following the distinct tang of his fuckbuddy. “She’s accompanied by two other mares, a pegasus by the taste of feathers, and an earth pony.”

“How the buck do you know that?” Vinyl asked confused.

“I’ve come to rely on the predatory instincts of a dragon to help me out. That includes eating my enemies. You pick up things when you eat them. And the smells that come with it.” Asphyxious explained.

“Eugh! TMI dude!” Vinyl gagged. “Remind me not to kiss you for whatever reason, I want nothing to do with that mouth.” Asphyxious laughed a throaty laugh he sounded to much like a dragon.

“Don’t worry, I always wash my mouth. I also try not to eat those who can talk back.” Asphyxious added as he turned to go down one hall. “But still, they’re tasty. Especially Ava. I’ve tasted her a lot. Sometimes I wish I could take a bite out of her, I know she’d just regenerate it, but it’s not polite to nibble without asking, and we haven’t gone that far yet.”

“Dude, you and this Ava mare are royally bucked up.” Vinyl looked a little green, and then actually vomited to the side. “Eugh...damn pregnancy hormones, making me all kinds of queasy….”

“Ewww… That went down my back!” Asphyxious yelled as his body shivered.

“Oh suck it up. I’ve vomited on way worse places.” Vinyl grinned weakly with a sick sort of pride. “Can’t wait to pop these brats out and get back to partying.”

“Maybe my Vinyl back home could lend you a hand. I hear Blighted the versions of you and Octavia who are my hoard mates are doing quite well recently though they’ve been too busy to visit. I’m just happy they’re not trying to Blight everyone anymore.” Asphyxious added.

“No thanks. I just want to be not preggers, Tavi to not be preggers, and both of us to get back to our careers. This plop has been too much. I’m just hoping I’m still hot to trot once I lose the kids.” Vinyl grunted as she used her free hand to rub her fecund belly. “Stop kickin’ damn it...I know you’re hungry….”

“What will happen to them once they’re born?” Asphyxious asked looking back at her.

“These are that bitch AJ’s kids, not mine. Far as I’m concerned, she can eat them or whatever. Unless for some reason when I lay the eggs I get attached or some bullshit reason like that. I only ever wanted foals when I was ready, and I am still not ready.” Vinyl growled hatefully at her belly.

“I could look after them. I have a large family already.” Asphyxious replied. “They fit in with Pupa and the others.”

“Fat chance. I may not care, really, but I’d rather chance them with their dad than you.” Vinyl spat vindictively. “They’re AJ’s kids, and she took the trouble of putting them in me, make her deal with them.” Vinyl growled, before pausing at something up ahead, and Asphyxious looked back forwards, only to gawk at the sight of Ava sitting on a throne, naked and sized up to fill it out completely, grinning victoriously with Applejack actually on a collar and leash at her hooves, and the fact Ava was a Changing herself at the moment made the scene all the more rich.

“Hey Asphy~! I dethroned the queen! I am now Queen Ava! Matron of this hive~! Ha-ha-ha-ha~!” Ava cackled maniacally, her husky voice making it resonate malevolently in a sexy way, and off to the side was Lightning wearing a patched-together suit of changeling armor to cover herself up, while both Coloratura in a wedding dress and Celestia were bound, gagged, and Celestia had shackles on her wings and a limiter on her horn..

“Oh you big tease~.” Asphyxious purred lumbering over to Ava. “I have some ladies who could use your help.” He lowered himself to show Vinyl and Octavia on his back.

“Sorry Asphy, all their eggs are fertile, I can’t just kill them.” Ava said with a sad pout. “That will have to wait until we get Applejack straightened out and I can make some Deals with her. Right Pet?” Ava asked cruelly, tugging on AJ’s leash and showing she had a gag in her mouth.

Asphyxious nods in understanding as he let the two mares off his back. Asphyxious changed back into his anthro dragon form and smiled at the changeling Ava. “Looking good as usual Ava. Better now that you’re actually looking like the Alpha you are.” Asphyxious appraised, getting Ava to beam at him and puff out her chest at the praise.

“What did we miss?” Bunnie asked coming into the room with a blushing de-bimboed Rainbow Dash trapped between her breasts. The fact she was practically a recolor of Lightning save her large pregnant bump and slightly larger D-cup boobs. Also unlike Lightning she was still fully nude.

“Awww the fight is over? Damn it!” Amy said disappointed while Rarity just rolled her eyes.

“Actually it never got to start.” Ava preened as she tugged on AJ’s leash again, getting her to glare hatefully up at Ava. “We waltzed on in, all her guards knocked out by Crescent playing parasite with a special breed of flea, and threatened to kill Coloratura in front of her. When Tia tried to interrupt, Crescent put her to sleep too, but as a Living Dead she had enough resistance to wake up quickly, but not fast enough.” Ava boasted of her tactical genius

“She looks so cute~.” Asphyxious said as he looked at Celestia and smiled. Before looking to Coloratura and the dress she was wearing.“Can I get a copy of that wedding dress? I think Celestia back home would like it.”

“Before anything else, SHOOT THEM BUNNIE!” Ava demanded, clearly not in the mood for more byplay, and Bunnie quickly took the Reversal Gun from her cleavage and shot everyone in the room aside from their group. Nothing happened to Vinyl or Octavia save Octavia blinking her eyes rapidly and looking confused. Celestia actually looked weary before looking shocked and trying to talk through her gag. “Free them.” Ava said to Lightning insistently as she removed Applejack’s collar and gag. “How are you dear?”

“You’ve only prolonged the inevitable…” Applejack said, narrowing her eyes as he skin started to peel away as green slime exited her cheek. “You’re an idiot. You think I’d be here where my enemies are? And don’t even think about following after me. If you change me back, this hive will either die or destroy Equestria… Chew on that, dumbasses.” ‘Applejack’ then turned to dust.

“Damn it. Well we tried. If she want to remain a Changeling Queen. Then I suppose we can’t stop her at least for now.”

“So what now?” Amy ask while keeping an eye out for any changeling that might try to shoot her in the knees again.

“Well as soon as Ava is done with the broodmares. We head out to Hoofington to see if we can reason with this plantgirl displaced.” Bunnie said which everyone nods in agreement.

“But first. Can I get some clothes to wear?” Rainbow Dash asked her face was as red as Big Mac.

Author's Notes:

NEXT TIME ON BIMBO BALL P! Twivine gets an abortion….Not really.

“Anyone hear something?” Asphyxious asked looking around in confusion.

"You didn't hear anything." Pinkie said from a hole while wearing a penguin costume.