There weren’t very many shadows in Ponyville, but for those that knew how to make use of the unseen, overlooked places, they could be found and used. Chrysalis, First of her Name, Spear Tip of the Swarm, the Lady of Ten Thousand Faces, was an expert in such spots. With the type of skill that most could only theorize in their wildest fantasies, she made her way street by street toward a central point in this sleepy backwater of a town.

No, she wasn’t making her way toward the Castle of Friendship to enact her revenge on Twilight Sparkle or that accursed Starlight Glimmer. Such a thing hadn’t even crossed her mind as she wove through alleys and groups of unsuspecting mares and stallions. Her target was a much bigger thorn in her side.

For months she had felt a disturbance in this hick town filled with her worst enemies. A whirlwind of lust and lewdness reverberated so strongly that it could be felt from all corners of Equestria. It was overwhelming, all encompassing, and for a Changeling such as herself it posed a problem, a very dangerous one in fact.

If she was to rebuild her hive, she needed to find a pony with a vast amount of love that she could capture. Such a thing would have been child’s play for a queen as magnificent and powerful as herself. If not for this lust, that is. She could sense nothing else but it. From the moment she woke up to the second she closed her eyes, its taste was at the tip of her tongue. This made finding a worthy foundation for her new empire nigh impossible. And this would not do. In fact, this was the indignity that broke the proverbial camel’s back.

It was all Chrysalis could do not to break cover and charge toward the worm that was throwing a wrench into her plans and turn him into little more than paste. The only thing that held her back was the knowledge that when she found this pony and took him back to her temporary lair that his death would be legendary even in the deepest, darkest depths of Tartarus.

Chrysalis grinned savagely at the thought, her long dagger-like fangs gleaming as she ducked past a group of foals making their way to school. She was getting closer. Just a few minutes, a block or two at the most, and she’d have no more distractions. Then she’d be able to regrow a proper hive wherein she could destroy both her traitorous old hive and the ponies that turned them against her.

Turning the corner, she saw the... thing helping one of the elements. The Changeling honestly didn’t know what kind of pony to expect. To her surprise, it wasn’t a pony, nor anything else that she had ever seen in her long life. It was holding a crate of gems, walking behind the white unicorn whose name escaped her. The two were chatting with each other as they navigated the marketplace.

Chrysalis narrowed her eyes as she stared at the creature. Lewd emotions were pouring out of the creature in an unending stream. Not a thousand ponies at their dirtiest could have hoped to produce such an output of salaciousness.

She reeled back as an image popped into her mind. It was the white unicorn in a pair of stockings, with her mane tied into a ponytail. Before she could process that the picture morphed. Now there were two ponies, the cream-colored earth pony selling sweets and the green-ish unicorn helping her that waved at the creature as it passed. The two were falling all over each other, panting and breathless.

Chrysalis gagged, her wings buzzing in rage. She tried to block these mental images out, but it was no use. They rode on the waves of lust, battering her mind like waves against the shoreline.

Each scene was different, sometimes with one pony, sometimes with groups, all of them in different states of composure, dress, and attitude. With each one, Chrysalis could feel something tightening up in her chest.

“Daddy, what’s that?”

“Oh, that’s one of those Changelings, honey. Though I don’t think I’ve ever seen one that looked like that. Usually they’re so colorful…”

The Changeling queen didn’t hear this exchange, nor did she notice that some of the town’s ponies had seen her. She could only focus on the filth she was seeing. Chrysalis ground her teeth together, her body shaking with rage.

She could feel what little self-restrain she had being stripped away by the second. The corners of her vision began to turn red.

Death was too good for this creature. Banishment was too good for this creature. Any torture or magic that she cast upon it was far more than it deserved. This was no mere mortal, this was a being morphed out of the vilest of pits.

“You!” she shouted, pointing at the beast. “You.”

Some ponies jumped her volume and the amount of loathing in her voice, turning their attention toward her. The Element of Harmony and the creature stopped and turned to see what all the commotion was as well.

The white unicorn gasped. “Chrysalis?! Oh my word!”

Chrysalis growled. She began shoving ponies out of the way as she marched toward the two. The white unicorn blocked her path, horn at the ready.

“I don’t know what you’re doing in Ponyville, you fiend, but I can assure you that—eep!”

Not paying the unicorn any mind, the queen shoved her out of the way so that she could stand face-to-face with this being of lewdness.

The creature smiled. “Oh hey, you’re one of those bug horses, aren’t y—"

“What in the swarm is wrong with you?” she demanded, interrupting it.

The creature looked to his left then his right. “Me?”, he—it sounded like a he at least—asked.

“Yes you!” Chrysalis said, stomping a hoof into the dirt. “Where do you get off—”

She flinched as another unwanted image came to mind, this time of her wearing a saddle. She took a half-step back, growling.

“Stop that!”

“…Stop that?”

“Yes!”

The creature cocked his head to the side. “What should I be stopping?”

“You know what you need to stop, you dirty shaved minotaur ape creature,” Chrysalis said. “Now—”

Another image flashed in her mind’s eye. This time she was in dark leather, looming over him with a whip in her mouth.

“That! You stop that right now!”

“Lady, I don’t know what you’re talking about. All I’m doing is—”

“Why? Why would anycreature think of something like that?!”

“Um, I—”

“Rope? The holes in my legs? Why in Equestria would you even think I’d be able to do something like that? Changelings can’t do… that.”

The creature took a step back, confusion obvious on his features. Wide-eyed, Chrysalis stepped toward him.

“I came here to murder you, creature. No lewdness, no socks, no… how are you—stop that! I’m trying to threaten—I’m going to flay you alive! And yet you’re still thinking like that! How can you still be thinking like that?! Stop it! Stop!”

“Chrysalis!”

Whipping around, Chrysalis, who was now breathing hard, saw Twilight Sparkle and her vile little friends, none of which looked very happy to see her.

“You leave our hyoo-man alone this instant you—”

“Why do you let this… this thing live amongst you?!” the queen demanded, cutting off Twilight’s tirade. “Do you have even an inkling of the thoughts running around in his head? The unfiltered lewdness and—I would NOT kiss Twilight Sparkle! I hate her, so stop thinking about it! Stop thinking about me kissing her friends! By the swarm I’ll… I’ll—”

Wings, buzzing, Chrysalis threw back her head and let out a scream of rage. The rage inside of her boiled over and, as angry as she had even been before, now she was livid.

With a snarl, she launched herself at the creature. Gems went flying everywhere as she knocked it off its feet with a “oof!”.

“I’m going to rip out your soul and use it as a dish cloth!” she yelled, pressing her nose against his as she drew back her lips to reveal her fangs. This was a horrible idea, because the second she did so another image came to mind.

Her fangs weren’t being used to bite and tear. They were slowly, sensually biting at the creature’s neck, never hard enough to penetrate his flesh but just enough to leave a thrillingly pleasant tingle as one of its paws—

With a yelp, Chrysalis rolled off the creature. “I—! You—! How can you—?!”

Gritting her teeth, she made to lunge at him, only for another scene to appear. Ropes, belts, the warmth and smell of another as she held them close. The sounds of her moans as a very phallic object did unspeakable things to her royal person.

“I swear that you’ll know only pain! You’ll die by inches! You—”

Now she was in all leather, surveying a group of bound ponies. This sort of boundage was far lewder than anything she had ever done, and not at all practical when one wanted to coltnap somepony so they could be extracted of their love or switched out with a Changeling agent.

Her eyes grew huge as she took another step back, her tail tucking against her rump. “I-I…”

The longer she stayed this close to the creature the more vivid the images became. She could feel phantom touches, smell smells that she knew weren’t there. Rage turned into the desire for escape as she backpedaled, nearly colliding with Twilight Sparkle, who looked just as puzzled as everypony else watching.

Without a second though, she ducked behind the alicorn, not quite cowering—a queen never cowered—but it was uncomfortably close to it.

“By the swarm, kill it Sparkle! Kill it, for all that is holy and scared on this earth!”

Chrysalis tried to hide underneath Twilight’s wing, only for the princess to take a few hurried steps away from her.

“I… um…” She looked around, first at her hyoo-man friend— who was still flat on his back, looking very dazed— then back at the queen. Her brow furrowed in thought as she then turned her attention toward her friends who, to a mare, looked just as confused about what was going on as she felt.

“...Surrender?” she said, looking down at the shaking, wide-eyed queen.

“Of course, of course! I’ll surrender, I’ll spend an eternity in the dungeons, in Tartarus, I’ll even go to that ridiculous school of yours! Just restrain that thing! Please!”

“Restrain him?”

“I’m begging you!”

It wasn’t Twilight who acted but Pinkie Pie. The party pony, humming a little tune to herself, trotted over toward the creature. With a giggle, she turned around and plopped herself right down onto his stomach.

“Okie dokie! The hyoo-man’s restrained,” she said, giving said hyoo-man’s head a pat.

For a moment, the unending lust and vision receded. Chrysalis nearly wept for joy Unfortunately, queens do not cry, so she did the next best thing: crawling over and grabbing one of Twilight’s hooves.

“Thank you!” you said, kissing it. “Thank you, thank you, oh by the Thousand Faced god thank you!”

Twilight’s face scrunched up as the queen continued kissing her hoof. She tried to pull it away, but the queen held onto it desperately, kissing it as quickly as she could. The princess gestured toward her friends, very uncomfortable with this turn of events. Thankfully, Applejack and Rainbow made their way over, pulling the changeling to her hooves.

“Come on now, quit all that silly business and let’s get ya back ta the castle,” Applejack said as she dusted the queen off. “Right, Twi?”

“Yes…?” she said. “Come this way, I’ll lead you there so we can discuss… things?”

The three left with Chrysalis in tow, an utterly baffled Rarity and Fluttershy taking up the rear. Pinkie, watching as the group, left, leaned down toward her favoritest, humaniest hyoo-man friend.

“How long do you thing I need to restrain you?” she whispered.”

“I have no idea,” he replied. “Probably until they’re gone I guess…”

“Okie dokie!” Pinkie said, wiggling herself around on top of him to get a bit more comfortable. “We’ll stay right here then!”

The human didn’t hear a word she said, his gaze drifting toward the flank that was rubbing itself against his chest. A small smile came to his face as he nodded to himself.

“Nice…”

Down the street, Chrysalis let out a scream.