Twilight Sparkle woke with a start, her body immediately moving as she pushed power into her horn. Despite twisting every direction she could think of, every part of her body was stuck fast, unable to do so much as twitch in any which direction. Her magic proved just as bad however and dissipated before it could even reach her horn, proving that it was being inhibited somehow Her eyes had finally adjusted by then and she looked around and was only slightly shocked to see that she was a dimly lit cave that was was covered nearly completely in some manner of green gel that clung to the walls and floor.

Looking down she found that she was bound to the wall by the same green gel all the way up to her neck. Carefully, she flexed each hoof and part of her body once more and found that the gel stuck fast and had absolutely zero give to the strange green gel. Rather then give up she instead focused her efforts on her horn, where she found a thick wad of the same gel clinging to the appendage. The green gunk was a bit deeper of a color then what she had seen on the walls and floor, which made sense as this was obviously capable of resisting her magic.

She craned her neck in every direction, hoping to loosen some of the gel that held her against the wall, only to find that once again her captor had prepared for such an eventuality and there must have been some gel along the back of her neck as she was unable to move. With a growl the unicorn pushed more magic into her horn, testing the limits of the blocker by shoving as much raw power as she could. Sure enough the gel began to crack and with a resounding bang, her horn exploded with power, destroying the clinging green goop.

With her horn free, it was child's play to free the rest of her and the unicorn simply teleported out of her cocoon.

Once free from her imprisonment, the unicorn did a quick stretch, ensuring her limbs were loose and ready for a fight. With that done she scanned the room once more and found that a large section of green goo that had appeared to be random, now looked like some sort of bizarre flesh like door.

Before moving anywhere however she lit her horn once more and scanned the room with a spell. “Figures.” She muttered.

The room itself was protected by heavy anti scrying and teleportation matrixes that seemed to be etched into the very stone. She could move around within the room easily but any attempt at leaving would see her teleport cancel, or worst case scenario, teleported into a solid stone wall. The anti scrying measures were also more than capable of shutting down her attempts to see outside the room and without knowing where she currently was, she would not be able to use the message spell Celestia had taught her.

Step one, capture a guard, then tear the location of this cave from his mind.
Step two, send message to Celestia
Step three, hold out until help arrives or teleport to a significant distance, whichever is more likely to result in survival.

Twilight had prepared for nearly any eventuality and after one last scan to ensure there were no security spells on the door or room, she pressed forward. As she neared the door she was left wondering how to open the flesh like object, only for her question to be answered as it opened itself, the center mass of green pulling to either side, not unlike a pair of drapes parting in the center.

Pushing the disturbing sound the door made out of her mind, the unicorn cautiously peeked into the hall beyond. A long, dark hallway lit only by the same green bioluminescent gel stretched left and right. She heard no distinctive clop of hoof on stone, nor the flutter of wings, either gossamer or feathered. No beings seemed to wander the halls and no guards stood outside her impromptu cell.

On second thought… Step one, escape, and relocate to a high elevation in order to find a landmark. These are definitely changelings, and the scope of their hive mind is unknown.

With neither right nor left appearing different in any way, the unicorn arbitrarily chose left.

She crept softly through the dank tunnel, carefully stepping on the green gel that randomly covered the ground at points as it seemed to dissipate the sound of her hooves perfectly. While moving she made sure to keep her senses active and constantly checked her six while maintaining a small suite of scanning spells and a set of minor illusions that would obscure anyone not looking directly at her. This ensured that she would see anyone coming and if she didn't, they would likely look right past her and give her enough time to activate the mana costly invisibility spell she knew.

Up ahead, the tunnel began to curve and branch, with the occasional green fleshy door appearing on either side.

Doors meant minor rooms, main thoroughfares don't utilize doors. With that tidbit of knowledge in mind she kept to the far side of the hall, ensuring she didn't accidentally open any of the doors by walking too close. Sure enough the doors didn't open automatically like the first one had, and she made her way up to a cross roads relatively quickly.

Glancing left and right she found that one sloped down while the other sloped upwards. Downwards may lead to basement or sub basement of some kind, escape from such a place is unlikely. Turning to the right, the unicorn’s pace remained slow and methodical even when her heart swelled with hope as she felt the tunnel begin to rise steeply, indicating that she may yet escape.

The unicorn smirked to herself. This is going to be easy.

That was not easy at all.

The hall had continued to rise until it became sheer, though it maintained it's padded and well worked look, forcing Twilight to levitate herself up the expanse. Of course, this wasn't a design flaw as changelings could walk on walls but to someone who could do no such thing this was nearly impossible. As such the unicorn was forced to abandon her scanning spells, and instead chose to maintain her set of minimal illusion spells instead.

Which turned out to be the correct decision as she passed by several changelings walking down the wall to her right.

Twilight was ready for this eventuality however and she activated the invisibility spell she had prepared earlier just as they glanced past her position. Normally such an act would mean nothing to an emotivore who could detect her without sight, but Twilight had designed the spell to hide every facet of her being, including smell, sound and even emotion.

The changelings didn't appear overly concerned either, merely strolling down the wall at a slow methodical pace, only looking around occasionally. Evidently the guards were leaning heavily on their ability to sense emotions, and rarely even bothered checking around them using their more traditional senses.

As such, Twilight’s spell was hardly even drained as they had only briefly glanced past her position before passing her by.

With a smirk, Twilight dismissed the invisibility spell and pushed her way up the tunnel, a landing now in sight.

The rest of her journey through the hive was much the same, guards became more numerous but they frequently relied on their emotional senses to the point that they hardly even bothered turning their heads. This would have been good news for the unicorn as she could easily sneak up, incapacitate and interrogate her captors, provided she was able to cut them off from the hive mind. Whoever was in charge was evidently not completely incompetent though, as they patrolled in small groups of three or more, making capture impossible or at least too costly to bother.

Still, they hardly if ever seemed to try any spell or action that would scan for hidden enemies, making her stealthy escape a simple task.

By the end of it, her magic had hardly even taken a hit and the unicorn figured she could probably sneak back into her cell and still have enough magic left over to sneak back out again.

She waited patiently in an alcove, watching as a trio of guards walked silently passed, their eyes pointed forward the entire time. Twilight Sparkle waited a few more seconds, listening as their hoofsteps echoed down the hall. With them gone she slipped out of her hiding spot and made her way over to the distant source of natural light she had seen minutes earlier.

Sure enough, there was a small balcony, barely large enough for two ponies to stand abreast upon at the end of the hall. Beyond the black metal balcony lay an enormous wasteland that seemed to stretch in all directions as far as the eye could see. Normally such a visual wouldn't be helpful to any would be escapee, but Twilight was not a normal mare in any stretch of the imagination.

The unicorn activated another spell, giving her eyes the ability to zoom into a point in the distance like a pair of telescopes. A quick scan of the horizon and Twilight was already getting a good idea as to where she was. To her left was a large sprawling lowlands that gave way to forest, to her right was a large mountain range and directly in the center was a sprawling series of plains and forests with a single large mountain poking out of the center.

Canterhorn.

With the mountain in sight it didn't take long for the astute mare to figure out her current location down to the mile, using only Canterhorn, a trio of peaks in the mountain range to her right and a notable hill that rose to her left. With her location secured she quickly checked her flank, and noting that the guards had not returned, summoned a small quill and slip of paper she had managed to steal from an unwary guard a few hours earlier. It wouldn't be perfect but Twilight scribbled a quick note indicating her exact location and a plea for help, including the code phrase Celestia had taught her that would ensure the alicorn took the note seriously.

With one last look over her shoulder, she lit her horn and formed the spell necessary to send the slip of paper directly to her mentor. Then when the spell was ready she released it and watched as the spell activated, disintegrating the note in a bloom of purple fire.

She very nearly laughed at how easy it was, but her mirth died when the note rematerialized directly in front of her a second later.

“What the…” She muttered.

“Bravo Twilight Sparkle, truly you are the most ingenious individual that Equestria has to offer.” Announced a haughty, feminine voice from mere feet behind her.

Twilight spun around, her horn already alight with power and a spell at the ready.

Twilight didn't even so much as flinch when she saw that it was Chrysalis there behind her, she would recognize that arrogant, haughty tone anywhere. The unicorn had no time for banter, as she knew well just how numerous the queen’s army was, having spent several hours moving amongst them in secret.

The spell was quick, dirty and not her best work, amounting to a simple burst of electricity that she hoped would allow the unicorn enough time to teleport further from the mountain and hopefully away from whatever was blocking her message spell. Or at least she would have, if the spell didn't fizzle the second she heard Chrysalis speak.

“Cease.” She said simply.

The unicorn’s treacherous body moved without her consent, making her spell sputter and fail milliseconds before casting, causing a small jet of sparks to erupt from her horn and to rain down on the stone floor.

Twilight tried to move, to cast, to do anything to get away from the queen but her entire body and very magic seemed to rebel, leaving her standing there stock still in the center of the hall.

The changeling queen smirked, stalking closer to the unicorn in a slow, deliberate fashion. “Twilight, Twilight, Twilight. Did you really think it would be that easy?”

Duh. She thought to herself.

The queen rolled her eyes. “Your allowed to speak, provided it's not to cast a somatic spell.”

“How did you know about those spells?” Twilight asked, her eyes narrowing dangerously.

Chrysalis smirked, slipping close to the unicorn and running a hoof down her captive’s cheek. “I have been around for aeons my young pony, I have forgotten more lessons on magic then you've ever learned.”

Twilight snorted, wishing she could recoil from the changeling’s surprisingly cold touch. “It won't matter, your my only enemy still left, and I have left strict instructions to be followed if I should ever disappear.” Her eyes narrowed, and a smirk came to her lips. “It should take less than forty eight hours before they realize it's you and after you so foolishly mentioned your home in the badlands, it will take mere days before the royal guard will be on your doorstep.”

Rather than be intimidated, surprised, or even slightly annoyed by the revelation, Chrysalis only seemed vaguely amused. “That would happen, unless you turn back up within the next twenty four hours.”

Twilight’s eyes went wide before narrowing once more. “Explain.”

The queen shrugged, slipping beside the unmoving pony and brushing her chitinous hide against Twilight’s soft fur. “You will be returned, safe and unharmed within the twenty four hour window that you allowed in your instructions. Since you will be returned in ample time, no invasion force will be unleashed and my forces will remain unmolested.”

Twilight wished she could shiver, as the changeling had circled around her by now, pressing her cold, hard shell against Twilight’s warm coat. “Why wouldn't I tell them where your base is located?”

Chrysalis finished her little circle and stood once more before the unicorn. “Because you will be loyal to me, of course.”

The unicorn looked at her with a hard, unreadable expression for several long seconds before exploding into laughter. If it was possible for her to move she had no doubt she would be rolling around on the ground, clutching her stomach as she laughed.

For once, the queen’s expression faltered somewhat and her smirk fell away. “What is so funny?”

The unicorn laughed a little harder, and continued to do so until she nearly ran out of breath and was left gasping. The queen’s eyes narrowed and she lurched forward. “You will tell me why you are laughing. Now!” She shouted.

Twilight didn't need whatever spell Chrysalis had used to pull the answer from her. “Simple, I have guarded my mind against any kind of deep hypnosis or mind magic, this little charm you used to get me to obey you is all your capable of. Besides, this spell isn't true obedience, and doesn't last long, you couldn't even make me do something that's self detrimental, nevermind betray my country nearly a day after the fact.”

Chrysalis’ hard expression fell away and a huge smile spread across her face. “Oh Twilight, I don't intend on changing your mind, rather I intend on altering the very grey matter in that big head of yours.” The changeling tapped the unicorn’s skull for emphasis.

This time it was Twilight’s turn to lapse into a brief moment of panic. “You wouldn't… You can't. There are no spells or magic of any kind that can alter the fundamental nature of a being’s brain.”

The changeling slipped a little closer, her smile growing to truly disturbing proportions. “You think I would bet my entire plan on doing just that if I knew it was impossible? Come now Twilight Sparkle, you may not like me but do I strike you as a fool? Speak honestly now.”

The insult died before it could reach Twilight’s lips and she reluctantly muttered. “No, I do not believe you a fool.”

“I didn't think so. Now then, follow closely, I have wasted enough time testing you, it is time for your rebirth.”

Twilight’s heart fell and her eyes went wide. She put everything she had into trying to resist the compulsion spell, straining weakly against her desire to follow the changeling. After nearly a minute of struggle she reluctantly gave up, gasping for air.

“Done already? Most disappointing.” Chrysalis remarked without turning around.

“I’m never done.” Twilight growled.

Twilight wasn't sure how, but she was ninety percent certain that the queen was smirking like a filly who just got away with pilfering the entire cookie jar.

Together the pair walked down the now barren halls of the changeling hive, guards and other random member’s of the queen’s species stepping aside and giving the pair a wide berth. Twilight noticed that the guards acted slightly different from the civilian changelings and seemed to be embarrassed for some reason. The unicorn chuckled when she noticed one particular changeling cower when Chrysalis passed him by shooting him a glare.

She was tempted to ask questions or to needle information out of the changeling but she knew almost instinctively that the queen wouldn't answer any such questions. She had evidently removed the proverbial kiddie gloves after her defeat in Canterlot.

It was only at this point that Twilight realized something odd.

The changeling guards whom she had seen the most of, had seemed to look like the average changeling with sporadic holeslining their bodies but the civilians were much, much worse off. Holes bigger then Twilight’s hoof perforated their forms, to the point that limbs were rendered unusable, hanging on by mere millimeters of chitin. A few changelings were even sporting holes in their necks and heads and seemed to lack basic movement, or even ears, or jaws and eyes.

The pony forced herself to look away, unable to continue to gaze upon the broken and damaged forms of the many changelings that had come to gawk at her.

“Do they still deserve to starve?” Chrysalis asked coldly, never turning around. “Speak plainly, worm.”

“No, they never did.” Twilight replied instantly. “You cannot feed them through force though and to extract love like some sort of mosquito would not help.”

The queen spun around and fixed the unicorn with a hard glare. “Fool! Did you not believe I knew that? I was not going to cacoon you all, I was going to forge your memories and alter your minds so that you would believe changelings had been the fourth pony tribe!”

Twilight’s mouth hung open.

“Love by force is foul. It cannot be used to feed our young and holds all the nutrition of hay. Survival would be possible but that would be all we would be doing, surviving.” The changeling’s features softened and she rose back to her full height. “I may have gotten carried away in the moment, but I never intended to do anything more then to become your friends.” She sighed, and turned back around. “Come now, and no more questions until we are in my chambers.”

Twilight’s jaw slammed shut and she followed the queen in silence, ruminating on the information she had just been given.

Many minutes later, the pair were now deep, within the hive, most of the details of which Twilight hardly even noticed as she was too caught up in her own thoughts.

“We are here.”

Twilight looked up to find what looked like a normal bedroom in the royal apartments in Canterlot castle. A large four poster bed stood directly before her, a dresser beside it and an end table on the other side. Beyond that the room was simple, losing the look and feel that the royal apartments had. The walls were clad in banners both ancient and unknown, Twilight could tell that several of them must have been several thousand years old while others looked brand new.

“What are all these?” Twilight wondered aloud.

Chrysalis snorted and waved a hoof to the gathered banners. “Friends, allies, and a few, enemies. All have met their final end and remain as little more than a memory, but that matters little now.”

“What do you intend to do now?” Twilight asked, genuinely concerned.

“I have tried things the pony way, now I will try things the changeling way.” Her eyes darned and she glared at the pony. “You will become my first royal daughter in centuries, then with your loyalty all but assured I will use your knowledge to undermine the nation of Equestria in it's entirety.” Her smirk grew dark. “You will destroy their economy, sew descent and chaos, and when the plan has reached it's final conclusion you will kill the princesses and take their place as the sole monarch of Equestria.”

“No.” Twilight muttered, looking on at Chrysalis with horror in her eyes.

“Yes. In the chaos we will abduct and capture numerous ponies to keep my subjects fed, then when you sit upon the throne you will ensure that changelings hold all the positions of power. With such power we will be able to extract all the love we could ever dream of by being the ones who pick up the pieces of a grieving nation.”

“I won't let you win Chrysalis!” Twilight snarled.

“Oh, but you already have. You will be mine, Twilight Sparkle, body, and soul.” Chrysalis grinned, her eyes beginning to swirl with a strange green and black light.

Twilight instinctively twisted away, trying to yank herself out from the queen’s hypnosis but a short command destroyed her attempt.

“Look into my eyes, Twilight Sparkle, do not look away, do not blink, stare into the depths and lose yourself.” The changeling whispered.

“N-no.” The mare muttered, feeling her head turn to the queen and her eyes focus intently on the changeling’s.

But for all her talk of never giving up, she was all but helpless in the queen’s grasp and she quickly began to feel her will slip away, lost within the swirling miasma of the queen’s eyes.

“Yesss.” The queen hissed. “You are mine, Twilight Sparkle. Open yourself to me and give me your will.”

“Yes my queen.” The mare murmured.

The queen’s eyes flashed with a dark and terrible light, a light that washed away all semblance of self, pushing the unicorn away from the controls of her own body. The light in the queen’s eyes faded and her grin filled with malcontent. “Good. You are mine now, you love to be mine, don't you Twilight?”

“I love to be yours.” She murmured.

“You love everything I do to you.”

“I love everything you do to me.” The unicorn droned.

“You are ready.”

The queen turned and climbed onto the bed, quickly laying on her back and spreading her legs wide. “You will push yourself inside me, until your body is entirely in my womb, and you will love every second of it. The spell will not last long so do this quickly!”

The mare nodded slowly, her eyes drawn to the changeling’s slit that dripped with a slimy green liquid. “By your command.” She muttered.

Twilight should be horrified, should be scared beyond belief but the queen’s commands overrode any such feelings and replaced them with what could only be described as pleasure the likes of which she had never experienced in her entire life. It felt as though her entire body were alive with electricity, and even the subtle touch of the air brushing past her fur was like the most intimate of caress.

She trotted forward quickly, eagerly running toward the changeling who purred contently. “Good. You want this almost as badly as I do. Come to mama Chrysalis.”

Twilight smiled despite herself, eagerly crawling up onto the bed, her eyes permanently glued to the slightly parted lips of the changeling’s dripping pussy. It wasn't like a pony’s cunt in the slightest and if it wasn't for the placement thereof Twilight wasn't sure she would even know what it was.

Despite just how foreign it was, Twilight found herself utterly hypnotized by it and now that she was close, she couldn't help but lick her lips. Chrysalis chuckled at the sight, looking down at her mind slaved pet with amusement. “Go on, give it a taste. We have time enough for a short diversion.”

Twilight nodded eagerly, squirming a little closer and putting her head squarely between the queen’s legs. She hesitated for only a moment, her lips mere milimetres from the changeling’s winking pussy before diving right in without a care in the world. She pressed her lips against the queen’s kissing her deeply and eagerly, sliding her tongue inside the queen’s pussy.

Chrysalis had experienced thousands of sexual encounters over the millenia and rather then get turned off to the act, she had become somewhat of a connoisseur of sex. So when Twilight leaned forward and kissed her in the most intimate way possible, Chrysalis instantly realized several things.

For one, she knew Twilight had done this before, though her knowledge of changeling anatomy was limited, her tongue almost instantly sought out the queen’s clit. Which wasn't where the pony equivalent was, and though initially confused, Twilight continued her search.

She was also aware that Twilight’s tongue was far longer than what she would have guessed. The thin dexterous appendage slipped deep into the queen’s pussy, far past the depth that a normal pony would be able to reach. I am so keeping that. Chrysalis thought to herself as she forced down the urge to arch her back and moan aloud.

The unicorn pressed deeper in her search for the changeling’s love button, mashing a few inches of her muzzle into the queen’s pussy. This time the queen did not resist the urge to moan, and her entire body shuddered in pleasure as she felt her pussy begin to stretch. It didn't help that the ritual necessary to make Twilight’s rebirth possible also cranked up her pleasure all the way to eleven.

Every twitch, every slight move and subtle touch were like bolts of electricity through the queen’s body. She could see her abdomen stretch and distend as the mare pushed a few more inches of her muzzle into the her pussy, a sight the changeling eagerly enjoyed.

Twilight Sparkle wanted, no, needed, to be inside her queen, needed to be reborn and made a new, to give herself fully to the swarm. And yet she felt an even more overwhelming need to enjoy the moment, to bring her queen at least an ounce of pleasure before she was reborn anew.

She gripped the queen’s aching sex with her hooves and gently pulled it apart, stretching the changeling’s lips and making her squeal in delight. That was not the end of the unicorn’s ministrations though and all the while she stretched and toyed with the queen’s cunt, Twilight’s tongue was working overtime.

Though her muzzle was now buried as deep as possible into the queen’s slimy love canal, Twilight didn't find it difficult to open her lips and let her tongue slip out and explore the queen’s body. Taste suddenly flooded through Twilight’s addled mind, a sensation that had been forgotten in the midst of her intense lust. The queen tasted strange, and for a moment Twilight couldn't quite put her hoof on it, until all at once she realized that Chrysalis tasted exactly like a lime popsicle.

With that image fresh in her mind, she eagerly dove back in, working her tongue with a fervor she had not possessed a moment before.

Chrysalis wasn't sure where the sudden enthusiasm came from but she figured it didn't matter in the end, as the unicorn’s surprisingly skilled tongue had quickly surpassed the changeling’s expectations and then some.

Twilight worked faster, harder, feeling that with each passing second her queen’s tight passage loosen more and more. With each twitch of the queen’s cunt, Twilight knew her final journey would be made that much easier and she relished the thought. Her tongue caressed Chrysalis’ every fold, licking and lapping at every inch of the changeling’s pussy before pushing a little deeper and repeating the process.

As she pushed deeper once more, Twilight couldn't help but let out a small squeal of pleasure of her own. The touch of the queen’s cunt pressing against her muzzle was akin to the most sensual caress she had ever experienced and it was intimate on a level that she could hardly even compare it to anything else. Stranger still was how she seemed to be almost in tune with the changeling, feeling an echo of the same pleasure her queen felt.

Twilight didn't have time to question it however as she had reached as deep as she could possibly get before having to begin the arduous process of inserting the majority of her head inside her queen. She hesitated, her pace slowing somewhat as she wondered just how she was going to accomplish this task. Would she have to take her head out and go horn first? Or perhaps just angle her head a little differently?

As if reading her mind, Chrysalis lit her horn and cast a quick spell, shrinking the unicorn’s own horn to roughly the size of a foal’s. “Go on my daughter, I have made the passage easier and breathing unnecessary. Go forth and become one with the swarm and succumb to my will.”

The unicorn didn't even hesitate this time, pushing her head forward with a powerful surge of her hind legs. Inch after inch of the pony’s head pushed into the queen’s folds, spreading her wider then what she had felt in centuries. Not even laying the egg of a warrior could compare to the sensation of having a fully grown mare’s head pushing deep into her love canal and nothing could compare to the pleasure she now felt.

A pony would balk at such a thing, or cringe in pain but to the queen this was not so strange, and was indeed quite the opposite of painful. Her body had been changed, shaped by the ritual that would enable her to rebirth the pony and bring her fully into the swarm. As such, she found the distinct sensation of having that most intimate part of her stretched beyond what should be possible to be orgasmic on a tier equal to the most sensual acts she had ever experienced.

The changeling’s body shook and the queen cried out in pleasure as she felt Twilight’s horn slip inside her and begin to press against the inside of her body. The short, stubby unicorn horn was placed perfectly and seemed to know exactly what it was doig as it pressed and stretched at every pleasurable spot inside the queen’s cavernous cunt.

The unicorn let out a tiny muffled moan, her entire body squirming in pleasure as she felt the tender touch of her queen reach up the side of her face and threaten to cover her entire head. This level of intimacy was unlike anything she had imagined and Twilight’s heart surged at the realization that her queen had chosen her to do this over everypony else. She would soon be Chrysalis’ daughter in mind and body. The mare was filled with an undeniable lust but beneath that was a completely new joy wherein she lost herself.

With renewed intensity the unicorn pushed herself deeper and deeper, her hooves digging into the strangely plush bedding in order to give her more grip. The changeling’s body was a little slower to react however and it seemed to only reluctantly part for the insistent unicorn, taking several arduous seconds to stretch and distend enough to allow the entirety of Twilight’s head to fit inside. With the hardest part over she let out a low moan of satisfaction, feeling another small portion of the same pleasure that her queen did.

“Oh fuck the hell yes.” Chrysalis muttered, her hooves gripping the sheets tightly as she felt the Twilight’s head slip completely inside her body.

The changeling’s back legs twitched and spasmed as pleasure coursed through her, having been rendered almost completely numb from the feeling. She looked down at her distended midsection with a loving smile. To see her body stretched and contorted in such a way brought back memories of having been filled to the brim with burgeoning new life, and in a way it was.

The changeling couldn't help but smirk as she felt Twilight begin to climax, the mare’s body writhing as she succumbed to her base urges. The queen was tempted to tease the pony, to remind her that she just came from the feeling of only being touched, but it was hardly necessary at this point and Chrysalis doubted she would even be heard.

When Twilight’s orgasm had finally dissipated, she seemed to gain a surge of new energy and the pony pushed herself forward with renewed determination. Soon her neck disappeared into the changeling, pushing the enormous lump in her midsection further up her body. Chrysalis felt a sliver of worry suddenly worm into her thoughts only to dismiss it, she had made sure the mare no longer required oxygen before she was allowed to wake up and just barely reinforced the spell, it should last long enough to complete the changes necessary to bring her into the fold and then some.

The changeling forced herself to relax, tearing her eyes away from the sight of her distending stomach and laying back and spreading her legs a little more. Something about the new position wasn't quite as… arousing though and she quickly conjured a mirror on the ceiling. “Perfect.” She muttered, watching intently as the mare crawled deeper and deeper with each passing moment.

Twilight had opted to press her forelegs against either side of her body and rely on her back legs to push deeper, something the changeling was grateful for. Her body was incredibly stretchy and with each passing second grew more so, but she wasn't sure if she would be able to take the mare quite as easily if Twilight hadn't done what she had.

It didn't take long for the mare to push herself deeper as the changeling’s body was already stretched incredibly due to the mare’s head being the largest part of her body. Still, the going was not easy and with each inch Twilight pushed forward, Chrysalis was forced to grow even larger, the pony getting closer and closer to the changeling’s womb.

It wouldn't be long now, and Chrysalis watched in smug satisfaction as Twilight had inserted herself down to her hips and was now straining to find purchase in the odd position. “Having trouble my little grub?” She teased, noticing the muffled curses coming from inside her.

“Mmf.” Twilight grunted back.

The changeling giggled, watching as the mare tried in vain to push herself deeper with nothing more then her back legs. The position was a little too odd for her though and with a resounding sigh she fell still.

Chrysalis shook her head, a little impressed by the bit of compulsion she had used as this was beyond the enthusiasm such a simple spell should be capable of. Perhaps my little bookworm had a hidden fetish. Chrysalis thought to herself.

The mare grumbled silently before lighting her horn, making CHrysalis’ mid section begin to glow like some bizarre mono colored disco ball. “What are youUUuuu-”

The entire pony’s body lit up in the same pink as her magic before her entire form was suddenly forced much, much deeper. Inch after inch flew into the changeling’s passage, causing the queen to squirm as an unexpected orgasm tore through her. “Oh yes, deeper my daughter, deeper!” CHrysalis cried, her grip on the bed tightening to the point that she risked tearing the fabric.

Twilight was always eager to please and add a little magical compulsion to the mix and that facet of her personality had effectively been turned up to eleven. So it was that when she found her path suddenly blocked with only the tiniest opening, she didn't even hesitate. A slight readjustment of her angle was all she needed to press her horn against the hole and though it muddled her concentration slightly, she was an expert spell caster.

Chrysalis’ eyes went wide as she felt the pony’s horn push into her cervix, making her hooves tremble and a strangled moan slip past her lips. She wasn't sure how but the pony had managed to keep up herself-telekinesis and was forcing herself into the deepest reaches of the queen’s body.

The view the mirror gave her was nothing short of incredible and Chrysalis marveled at the sheer size of her distorted midsection. Her hips that had been stretched to a point that was normally impossible, had been given a slight break, as only the last half of the mare’s back legs were outside the queen’s snatch. Her stomach was perhaps the most changed, her midsection having to grow to the point that it was able to contain a being almost half the queen’s size and weight. Chitin that was normally harder than steel bent and warped, retaining it's strength without suffering any cracks or fissures.

Twilight was oblivious to this all, for despite the fact that she was no longer able to see, as her entire body was now completely and utterly covered in the queen’s strangely thick gel like lubricant. This odd substance should normally have dulled the feeling of touch as it clung to and covered every inch of her, yet Twilight swore the feelings of pleasure only increased since she had pushed deeper.

Something about being closer to the changeling made the feelings more intense, and her already overwhelming lust became even greater then before.

The mare grunted in effort, the changeling’ cervix proving a difficult barrier to the pony. She could feel another orgasm coming on, the feeling of her body being touched and caressed by the queen’s velvety folds was unreal and was growing more intense by the second. Despite this immense pleasure she refused to give in so easily however and she pushed aside any thoughts of pleasure and focused entirely on the task her future mother had given her.

With a surge of magic she shoved her body forward, eliciting a scream of pleasure from her queen that was like music to her ears. The pleasure filled cry was strange shrill noise, but to Twilight’s ears it was the single most erotic sound she had ever heard in her entire life. With a smile on her face, Twilight pushed forward, eager to make her queen cry out in such pleasure again and again.

Chrysalis’ hooves tore through the sheets and it took over ounce of her not inconsiderable will power to resist the urge to squirm in pleasure. Her entire body twitched and spasmed as she came harder then she had in centuries. In her lust addled mind, she was faintly aware of the fact that Twilight Sparkle, one of her greatest enemies, was making her cum harder then she had in long, long time.

The pony’s head was now entirely within the deepest reaches of the queen’s body and Twilight knew instinctively that it was going to be difficult here on out as the womb was only just large enough for her. As she pulled her shoulders through the breach and pushed herself in she began to pull herself into a different angle, hopefully allowing her just enough room to curl into a tight ball.

The pleasure was mounting however and even Twilight’s will was not enough to hold off the waves of pleasure that assaulted her mind. Just as her forehooves completely slipped Chrysalis’ cervix, she felt it, and this time it was going to be a doozy. The unicorn bit her lip and moaned pathetically, her back hooves already twitching before her orgasm even arrived.

Chrysalis’ vision had become tinged with pink, so full of love that it felt as though it would ooze out of every pore. The sight of Twilight’s hooves disappearing into her pussy had been incredible, and the knowledge that she was about to make her worst enemy into her best ally was even better but even that compared to what happened next.

The pony’s back legs began to tremble, then all at once her entire body began to convulse and for a second the changeling was worried, only for Twilight’s muffled cry of pleasure to wipe away such worries. It had been less than thirty seconds Chrysalis came, yet the instant she felt Twilight begin to writhe within her, she came again. It was simply too much for the changeling, the feeling of domination, of control, combined with the erotic stretching, was intensely pleasurable. Even more than that though was the fact that the pony was stretching not only her belly but her cervix, something she found bizarrely enjoyable.

Chrysalis didn't care at this point, it didn't matter where this pleasure came from or why, she was too far gone to do anything other than simply lay back and enjoy it.

Twilight’s orgasm was mercifully short, her supplanted will forcing her to shunt out the orgasmic sensation of Chrysalis’ pussy and focus on the goal she had been given. The unicorn grit her teeth and refocused on her horn, straining the limits of what her focus in order to shove more of inside the queen’s already cramped womb.

Her hips were next, followed closely by her upper thighs but unfortunately for her, the space had grown so cramped, and her mind so addled by pleasure that her telekinesis fizzled. With a cry of annoyance the mare tried to pull her legs in the old fashioned way but without some way of leveraging her weight, she could only twist her body in a vain attempt to pull her hooves inside.

Chrysalis was awash in pleasure, her mind nearly lost to feelings coming from deep within her womb. That was all pushed away when she felt a spike of panic and the changeling’s eyes snapped open. Looking down she was quickly able to discover that Twilight had become stuck, which helped to dismiss some of the panic that had threatened to overwhelm the queen.

The changeling lit her horn and gripped the unicorn in her telekinetic aura, doing her best to ignore the strange sensation that always came with using magic on the inside of one's own body. With a grunt the changeling pushed, shoving the unicorn deeper.

Twilight twisted, barely able to react in time to her queen’s unexpected help. Thankfully the unicorn had grown used to the tight confines of the changeling’s womb and she was easily able to twist her body in such a way that she could squeeze her back legs inside with ease. It had grown cramped, as she was forced into a tight fetal position, but it was enough to fit her entire body within the confines of the queen’s womb and for that she was beyond elated.

With her order completed, Twilight could feel the compulsion begin to lift, her pleasure beginning to be replaced by confusion. Sensing her newest daughter’s distress, Chrysalis rubbed her grossly distended belly and hummed softly. “Be still my daughter, you have many expectations to fill, but for now simply lay back and enjoy the pleasures of your rebirth.”

Twilight’s panic seeped away, the soothing voice of her queen wiping away such mundane worries like the fear for her safety and sanity. They were all such small and petty concerns when placed in the true context that she was now thrust into. She was a royal daughter, a princess of her mother's hive but those titles weren't quite hers yet, for now she had but to relax and revel in her transformation.

The changeling’s distended cervix slowly closed, the ancient ritual of rebirth having activated and forcing her body to begin the first stages of the changes. First her womb needed to be sealed completely, an act that was surprisingly pleasurable despite all the vast physiological changes occurring within the changeling’s body.

Chrysalis grunted as she felt the next wave of changes occur within her own body. First her love reserves needed to be accessed, from which the power was drawn for the next steps. Such stores of love were lower then she'd like but ultimately they were enough for her purposes, or at least she hoped so anyway.

With fuel for Twilight’s transformation now secured, the next step was activated and her womb was flooded with a thick, viscous fluid. The gel like substance flowed into her womb, causing a brief surge of panic from the unicorn inside. Chrysalis hummed softly, and continued to rub her belly in slow, methodical movements, whispering the words to a song her mother sang to her when she was little more than a grub.

Sure enough the unicorn calmed down quickly, even as her every pore and orifice were beginning to fill with the strange gel like substance. Twilight’s nose, ears, vagina, ass and every pore of her body were suddenly filled by the strange substance and though she felt the urge to panic once more, her queen reacted quickly, lulling the unicorn before she could act on her instincts. It was a strange sensation to have her every orifice filled so completely in a matter of seconds, and though it felt strange at first, she couldn't help but find the feeling strangely enjoyable.

Her body was being filled with the necessary building blocks for her rebirth and that fact alone was enough to fill her thoughts with joy instead of the panic she would have normally felt. Her belly distended as the gel filled her every hole, even seeping into her lungs which began to heat up.

The heat was the next step and a pulse of magic triggered a transformation in the gel, making it stiff significantly, ensuring the unicorn could neither escape, as well as making the transformation that much easier on Chrysalis. This had the unfortunate side effect of making the unicorn’s slight movements nearly imperceptible and the changeling couldn't help but worry if something had gone wrong.

The queen’s burgeoning fear for her new progeny was short lived however as she could feel a spike of joy coming from her bloated midsection. Breathing a sigh of relief, the queen continued her song, her hooves gently massaging her stomach as she felt her changeling magic continue to work.

Twilight could vaguely feel the heat begin to shift, focusing mainly around her back hooves, where it built and built. The heat never grew enough to become uncomfortable though, and indeed even grew to be somewhat enjoyable. What came next though would catapult that subtle feeling of pleasure into the stratosphere, as the gel both inside her, and around her hooves, shifted suddenly.

The gel in her pores began to squirm, extending tendrils into her body and becoming conduits for the changeling’s twisting magic. The change was subtle at first, the slight loss of feeling that came with her fur falling away, amplified slightly more as her skin began to harden. Despite the fact that she could feel the tips of her back hooves begin to grow hard, her flesh replaced by chitin, she never felt the loss of sensation she would assume would come with such a change.

Even as the inside of her hooves shifted, and her nerves, muscles and very bones were moved around she felt no pain. More than that she even felt… strangely good.

Not only was this her new mother’s will, the completion of which felt good in it's own way, but the feeling of her body being changed was pleasurable in it's own right. Gone was the soft fur that surrounded her hooves, replaced by the hard black chitin of a changeling, a change that quickly spread up from her hooves and stretched up to her knees.

Her back legs twitched and flexed at odd times as the changes deepened and her very being began to be altered by her queen’s powerful will. Within minutes both of her back hooves were replaced by the hole ridden chitin clad limbs of a changeling and rather then slow down, the changes only began to speed up.

She could feel the magic deep inside her body begin to be twisted, molded slowly into a more preferable shape. The pony hybrid would have cried out in joy, or moaned in pleasure but the gel filling her ensured she could do neither of those things. Yet somehow, she just knew that her queen understood, and that her queen was enjoying this just as much as she was.

Chrysalis had no such restrictions on her own moans of pleasure though and she cried out for all to hear. “By the first mother, I forgot how good this felt.” She muttered, her hooves never straying far from her enormous belly.

There was something tantalizingly about turning her worst enemy into her greatest ally in the most debauched way imaginable. Adding to that was the fact that the spell was designed to make her experience all the pleasure her new daughter did and it made sense that the queen’s orgasms blurred together in a seemingly endless haze of lust.

She could hardly remember the last time she had done this but she knew right then and there that this was definitely something she was going to do more of. “Maybe even the princesses…” She mumbled to herself, trying to imagine just how big her belly would become with a fully grown alicorn stuffed inside her swollen womb.

While Chrysalis was lost in her own little world of make believe, Twilight Sparkle was firmly in this one. A pulse had started deep inside her, a deep resounding feeling that shook her to her very core. With each thrum of activity she felt a little peice of her chipped away, replaced by something else, something alien.

It started from her tail, the hair suddenly dissolving in the strange fluid, with a second tail growing quickly to replace it. This tail was not made of hair as the last one was, Twilight wasn't even sure what this new one was made up of, but whatever it was, as fine as silk and twice as smooth. She couldn't tell the color or appearance of her new tail but if she could she would be happy to see that it was the same color as her old one, and just as long with the only change being a few holes and the texture of it being the same as Chrysalis’.

SHe could feel the now familiar sensation of her fur falling away, being replaced by chitin that crawled up her backside and spread further up her body but that wasn't what she was paying attention to. Deep within her the pulse continued to hammer away at her body, her organs shifting, her skeleton rearranging, her nerves twisting and muscles moving. Her insides were alive with movement but stranger still was the sensation of new organs, muscles and structures replacing the old ones.

All that was overshadowed by the sensation that arose from between her back legs. Her cunt was overstimulated due to the gel, and the pleasure that radiated from everywhere but now it was overstimulated to such a degree that Twilight wasn't even sure if she was orgasming or what was happening. Her womb was the centre of this heat, having grown significantly warmer over the course of the last several minutes.

Little did she know that her body was being made ready to produce eggs as well as potentially repeat the same rebirth she was now currently undergoing. The process was long, but thankfully not painful, quite the opposite really as Twilight was entranced by the strange sensations and alien pleasures. It was unlike anything she could even describe, the way her body was being twisted and reformed like a peice of clay was the most orgasmic experience of her life and she could hardly put words to the experience.

A sudden tightness from her back startled her from her reverie and from her chiten clad spine she felt an odd tingle. The odd sensations mixed together, intertwining until suddenly a pair of wings emerged from her back. They felt large, and strange, but some strange alien instinct told her the wings belonged on her, and already she could feel fresh nerves connect the new appendages to her brain.

By now her reproductive system had been altered to that of a changelings, along with most of the rest of her body. She was only faintly aware of the familiar feeling of her forehooves becoming losing their fur and becoming like the rest of her, as her mind was being clouded by a sudden darkness.

It seemed to press in from everywhere, forcing the pony turned changeling to reel in terror.

Chrysalis quickly stepped in, feeling her daughter’s sudden fear. “Shh child, that is just the hive mind rising to meet you. They are numerous but do not be afraid of them, they are just eager to embrace a new sibling and a new princess.” The changeling gently caressed her swollen stomach lovingly, cooing softly to her new daughter. “All changelings need a purpose when they are born and when you get yours you will walk in the light with your new siblings.”

The explanation seemed to ease Twilight’s worries somewhat but as the change creeped up her neck, and spread up her spinal cord and into her brain, the darkness became all consuming. White hot fear replaced the gentle calm, only for it to be blasted away by a spear of light that shot from the deepest depths of the dark.

That spear was purpose, a single resounding sentence thundering into her mind and imprinting itself on the deepest recesses of the former unicorn’s brain. And that purpose was short, sweet and would drive the new changeling’s actions for as long as she lived.

Serve the swarm.

It was strange, nebulous even, and with the unfocused nature of such a purpose Twilight was free to interpret. A small part of the mind that was still Twilight Sparkle did not rebel against such a purpose, but rather adopted it, changed it and with the realization that such a purpose was malleable, made it hers.

She would serve the swarm to the best of her abilities, but she would do so in a way that she and only she, saw fit.

That realization would only bear fruit much much later, for now she was in the throws of the most powerful orgasm of her entire life.

The chitin had spread to the sides of her face and with remarkable speed it leapt across her features, twisting and changing her into a new, more suitable shape. Both sets of eyelids fluttered open suddenly, revealing that her pupils were narrowing and changing, becoming the same slitted draconic eyes of her new mother.

Her jaw hung open as she screamed wordlessly into the gel that surrounded her. The flat teeth of an herbivore slowly lost their definition, becoming the sharp teeth of a predator with twin fangs emerging from her lips. The last few inches of purple flesh were soon consumed by the tide of black, her new mane having finally emerged from her scalp and falling into place. Much like her tail, her mane was now the same color as it used to be only now it was as holy as the rest of her body and had the same silky smoothness as her tail did.

Finally, her horn rippled, a black sheen covering the formerly purple appendage. That same sheen twisted and distended in certain places, lengthening considerably as it changed the former unicorn’s horn into a more changeling like appearance. Within seconds her straight and smooth horn had been replaced by a long, jagged sharp of obsidian that jutted from the changeling princesses’ forehead.

With her changes finally complete, Chrysalis was left breathless. The entire exchange leaving her exhausted physically, mentally and magicly, her stores of love completely used up by the transformation.

Still, it had been worth it.

She now had a powerful and intelligent ally on the inside of the equestrian government, who had knowledge most ponies didn't know existed and at least partial control of the elements of harmony. Victory could not even begin to describe what she accomplished today.

Now there was just the long, arduous process of pushing the no doubt catatonic mare from her body, check on her connection to the hive mind and care for her needs as her mind finished stabilizing to the new changes. Or at least that's what she planned on doing, as Twilight was very much awake, and after only a few mental pokes and prods she forced herself into the hive mind proper, greeting the cacophony of voices with a proud.

Hello!

Chrysalis blinked, shocked by the sheer strength of will behind the mental voice of her new daughter.

Words were dulled in the mindscape, and only the most powerful in the hive, and in magical potential could muster anything more than a whisper. Yet here this new changeling had managed to call out loud enough to be heard over the great chorus.

Already she could hear the excited chatter of a thousand voices all trying to grab the attention of the new royal and rather than be overwhelmed, Twilight seemed… calm?

I’m happy to be a part of you as well but I’m afraid now is not the time for introductions, mother still hasn't given birth to me yet. She said, chuckling at the spike of shame that arose from Chrysalis.

H-hey! The queen yelled, much to the swarm’s amusement.

The chorus of snickering was quickly tuned out, and her and Twilight were isolated in their own small section of the mindscape, wherein Chrysalis fixed her with a mental glare. Well? Why don't you get out, unless you just really enjoy being inside me.

This time it was Twilight’s turn to blush and stammer. R-r-right away mother.

Chrysalis blinked, not convinced the former unicorn even had the energy for such an action after her recent and total transformation.

Only to be surprised yet again when the queen felt the weight within her stir, the changeling royal having somehow managed to twist herself around while still inside Chrysalis’ packed womb. The feeling was strange and pleasurable in equal measures, something that was growing to become a trend for the queen and her newest daughter.

Rather then even weight for the queen’s body to unseal the exit to her womb, Twilight fed her magic directly into the spellwork, making it speed up considerably. Chrysalis’ eyes went wide and only grew wider as she felt the former unicorn’s hooves slip through her now stretched cervix. Her gasp of shock quickly melted into a quiet moan, and the queen fell back to the bed, her eyes threatening to roll back into her skull as she was overcome once more by the pleasure of birth.

Twilight didn't waste any time and quickly pushed her hooves out of her mother's womb and used them to stretch open her cervix, allowing for her long horn to begin to emerge. Chrysalis was left a moaning writhing wreck by the sheer pace the new royal had set and the queen lay sprawled on her bed, her hooves twitching erratically as she came. She was hardly even aware of the end of one orgasm and the beginning of another, the remnants of the spell ensuring she enjoyed every movement that came with her daughter’s birth.

The princess was relentless, her mind no longer consumed by as much pleasure as before, she was able to focus more of her time and energy on finally being free of her mother's womb and back into the world. With a shove both physical and magical she pushed herself with enough force to allow her head to slip past Chrysalis’ cervix.

Her hooves emerged from the queen’s pussy, their shiny black chitin covered in a thin layer of gel that still clung to her body. The pleasure she had felt when first entering Chrysalis had not faded however and had returned with a vengeance. The feeling of her still soft chitin being caressed by her mother's heavenly folds was beyond pleasurable and reached into the realm of heavenly. It was akin to the most intimate of massages, made that much more enjoyable by her sensitive chitin.

As she pulled shoulders free from her mother's cervix she felt it, an orgasm not unlike the many she had experienced when she had first crawled inside Chrysalis’ pussy. This time it was difference, where before her orgasm had a bit of warning, now it seemed to come out of nowhere. All she could do was mutter a few words of shock before she felt the slightly alien feeling of her orgasm arriving.

Chrysalis could feel her daughter’s orgasm coming better than she could, and released the dam she had built up at the same time as Twilight came, joining her in bliss. Mother and daughter both cried out in unmitigated pleasure, as they both orgasmed harder then they thought possible. Both experiencing the strange pleasure of rebirth.

Twilight would have shook her head if she could, instead she merely shrugged, feeling the orgasm going as quickly as it came. With her mind no longer clouded with as much pleasure, she was able to resume her short journey and begin to free herself from her new mothers cloying depths.

She gripped the edge of the bed in her slimy hooves and pulled with all of her might, dragging her hips and hind legs through her mother's cervix and her head out into the world once more. With a strangled gasp, the changeling breathed in her first real lungful of air reveling in the feeling of her lungs no longer being filled with liquid.

Chrysalis looked on with mixed feelings as her newest daughter took her first breath. She should be feeling nothing but pride, nothing but accomplishment but there was a small lingering bit of sadness she felt at the sight. It had been less than an hour, but Chrysalis had grown used to the feeling of having her womb so completely and utterly full and a part of her wanted nothing more then to shove her new daughter back inside her.

She stowed that feeling quickly, forcing a smile on her face as she watched Twilight begin to extract herself fully from Chrysalis’ engorged nether lips. It was pleasurable, intensely so, but Chrysalis ignored that, focusing on analyzing her daughter and hoping there was no complications.

When scans both magical, physical and emotional brought up no abnormalities, Twilight had already pulled all but the tips of her back hooves from Chrysalis’ clinging depths.

The changeling stumbled out onto the bed, covered from horn to hoof in a thin layer of slime. Twilight lifted a now holey hoof and gave it a shake only to find that such an act did little to remove the slime. With an exasperated sigh she lit her horn and after only a few seconds to alter her spellwork to fit her new magic, cast a quick cleansing spell.

If there were any doubt in the queen’s mind that Twilight had been the correct choice, it would have been washed away in that moment. Adapting to even a slight change to one’s magic took hours of study and testing and yet here her daughter had done so in mere moment’s and she had become an entirely new species no less.

Chrysalis shook her head, a wry smile spreading across her face as she watched Twilight clean herself.

The former pony stretched her new gossamer wings, flapping them haphazardly as she stretched the new appendages. Twilight looked back, extending a thin wing and examining it with a critical eye. “Well that's new.” She remarked dryly.

Chrysalis chuckled. “That's not all that's new, I think your horn is a bit longer and most importantly.” The queen licked her lips and gave her daughter a smoldering gaze. “You are even more beautiful than ever.”

Twilight rolled her eyes, trying to ignore the feeling of shame burning upon her cheeks. “Whatever, mom.”

“Typical child.”

Twilight grinned and looked down at her mother. “What now my queen?”

“Now you come here and cuddle with your mother.” The queen commanded, patting the bed next to her.

“B-but I thought you said-”

“I said forty eight hours didn't I?” Twilight nodded. “Plenty of time, now come to mommy.”

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