*This chapter contains themes of a sexual nature. If you are not comfortable with this kind of thing, turn away now. You were warned*

"Nova, these are my changelings! You cannot take--" Chrysalis was interrupted as Nova put his hoof on her muzzle. He gave her a wicked smile before turning back towards her horde.

"Calm yourself, Chryssy. You shouldn't yell when I'm about to deliver a speech." Nova hissed. Though the number of changelings lost had increased, there were still plenty of changelings around to form an army. They all stood together in a crowd, awaiting orders from their new master. Chrysalis was saddened to see that the changelings that she took care of and protected had turned on her and aligned themselves with Nova. She deeply regretted ever bringing him along, but now there was no turning back. She had two options: Run and be killed....or stay and fight under his orders. Despite her choices, she knew they would affect one individual in particular: her son, Von. If she died, Von would be without a true family once again. If they fought, no doubt Nova would force her to kill him. Something that she could never bring herself to do. She wanted conquest, but now she just wanted it all to end.

Chapter 24: Declaration

Von yawned and stretched as he rose up from his bed in the Canterlot Castle. It had been quite some time since he rested that well. With everything happening around him, he thought he wouldn't be able to get a decent amount of sleep anymore in the night Luna brought. But he managed to. And why wouldn't he when he was sleeping next to his new lovely ma...girlfriend, Gilda. She was sprawled on the bed, beak wide open and was drooling as she snored softly in her slumber. Von was amused by this little display of hers as she would most likely kill him if she found out that he was watching her sleep.

Gilda's eyes shot open and were looking intensely at Von.

"What are you doing?" She asked as she yawned and straightened herself on the bed. Von laughed a bit and smiled at her.

"Watching you sleep." He admitted. Gilda glared at her half-blooded lover and her face flushed with a bit of red. But despite that, she was still angry.

"If you so much as tell anyone about even a BIT of what you saw, I'm gonna pound you into next week." Gilda declared. Von simply smiled at her.

"Kinky." Von bluntly stated. Gilda blushed again after realizing where Von was getting when he twisted her words around and looked away.

"That's not what I meant!" She shouted. Von laughed and fell onto his back while Gilda continued to stare at him in anger but she couldn't help but give in and laugh with him. Albeit, it was a perverted joke but it was funny to say the least. "Hey. Are we going into town to see those pony friends of yours?" She asked.

"They have names, honey. And yes, I am. We haven't seen each other in so long, so I'd want to spend time with you alone. But it's better for you to get along with my friends until that time comes in the day." Von told her. Gilda sighed and looked away from him.

"It's not like they'd want to hang around me anyway. Not after how badly I treated them last year." She said to him. Her tone was sad, but angry all at once. She was always so tough, at least she was to him back in their childhood. And even after all these years, she still looked like she could wreck anypony that crossed her. But she was acting different now, acting in a way that Von was hardly familiar with. Something must've happened with her during their time apart and as her coltfriend, Von needed to find out. He straightened up and rested his hoof on her shoulder and she turned her head and stared at him.

"Tell me what happened." He demanded. Gilda stayed silent. She was hesitant. She wasn't all that fond of revealing her more....'gentle' side but around Von, she was more comfortable with it. She accepted that part of her because of him. With a heavy sigh, she began to recall the events of last year and told Von of them. How she consistently bullied Pinkie, how she ditched Rainbow Dash and called her 'lame', a word Von found very annoying, and how she even yelled at ,mocked and made Fluttershy cry. Fluttershy, of all ponies. No wonder the girls don't like her so much, he thought. "Why did you do all that?"

"Why else? To show them who's boss. You really think I was gonna sit by and let them make a fool of me?" Gilda asked with anger in her voice. On the outside, Von could tell that Gilda can be a real jerk when she wants to. But on the inside was the Gildy he knew from the old days, the Gildy he used to play with and the Gildy he fell in love with. He preferred that kinder side than her more brutish side. Right now, she was acting like a brat. She needed to be kinder to the ponies. She needed to be true to herself. And Von was just the stallion to bring that part of her out. When Gilda wasn't looking, his magic aura enveloped Gilda's tail and tugged at it. It wasn't that hard of a tug, but it was enough to make her wince in pain and earn her attention. "What was that--" Before she could finish, Von took his hoof and lightly bopped Gilda on the head with it.

BGM 1

"You're acting like a child, Grizelda." Von said without using her nickname. Gilda could barely think, but she knew Von acted like this only when he wanted to make a point. The moment that he would stop using her nickname and used her REAL NAME, she knew that she pissed him off. "They were only playing. They are ponies! That's what they do! Yes, the way they live their lives is a strange one but that's just how they are. They prefer to live happy lives. Making friends. Achieving their goals. Protecting everything that they love. Just because they lives they live is different from yours doesn't mean that you have to ostracize them for it! We can experience all of those things together if you just give it a chance." He paused for a moment and put his hoof on one of Gilda's claws. "I'm already doing it. What about you?"

"..." Gilda couldn't find any words. But she did know one thing: Von was right. She had befriended Dash for a reason but she couldn't remember what it was until now. The true reason, that is. She wanted to know more about the ponies. She wanted to know more so that she could better understand them, to better relate to them. She wanted to know about their customs, their likes and much more so that she could become friends with them. But as she grew up, she started to care less and less. The life she lived after Von was a harsh one, a life that forced her to toughen up. A life that forced her to forget about what she really wanted in order to become stronger, so that she wouldn't take any disrespect from anyone. But in the end, it turned her into nothing more than a bully. A child that had lost its way. But even with that, she managed to hold onto one threshold of her true self. She lost it, but she got back the other piece: The dragon, though he's not exactly a dragon anymore, that she realized she'd fallen in love with. Her coltfriend, Von.

"You're right. It's just....I'm not used to the kind of customs they have here. I wanted it before, but I turned it all away after I went through so much in my life. It was painful and I didn't want to deal with it anymore!" She screeched. A tear fell down her cheek, but Von wiped it away with his hoof and got a small smile from Gilda. "I pushed all that stuff away because the other griffins thought it wasn't 'cool' for me to want to hang out with ponies and teased me about for years. So, I dedicated myself to becoming the toughest griffin on the mountain and it worked. But I lost sight of myself. I gave up my dream just to become the kind of griffin that the others wanted me to be. But I still yearned for it deep down inside. I still longed to learn more about the ponies around here and to become....friends. But....I don't know what to do." Von lifted her head up with his hoof and stared into the eyes of his lover as their lips connected for a passionate kiss. Gilda leaned in more and embraced him as their kiss went on for a few more minutes until they regrettably stopped.

"Then we'll teach you, starting when we get to Ponyville." Von stated. Gilda smiled and blushed at his words and Von smiled back as well. This is gonna be great. Now the girls will be able to see Gildy for her real self, just like I--

Squeeeeeze

"Gah!!" Von yelled as he felt pressure between his legs. He looked down and noticed that Gilda's tail was wrapped around his length and was squeezing it. Gilda chuckled and leaned closer to him.

"Thanks for that", She said before narrowing her eyes. "But if you ever call me by my real name again, you're gonna be punished." Von cringed a little but managed to crack a confident smile.

"Kinky." Von said. Gilda blushed and the grip her tail had on him tightened more. "Aah! Hey! Quit it!!!"

"So let me get this straight..." Rainbow Dash started. "You're saying....that Gilda wants to change.......and become friends with us?!" Von nodded his head as he stood beside his lover. Gilda held her head down and looked at the with eyes that were pleading for forgiveness. They were genuine, as Twilight was able to point out but they still had their doubts. As much as they believed their friend, they could not trust Gilda. Or at least they weren't willing to trust her that easily. The girls and Kamen looked at one another in silence until Rarity spoke up.

"I'm quite certain that she means it. She would not have gone so far as to request for us to forgive her unless she meant it. Let us give her another chance, darlings." She said. Kamen quickly shook his head.

"Let me tell you why that's bullshit." He started. "She's a natural born brute. All griffins are. You can't seriously believe that she can change, do you?!"

"Everypony can change! How can you be so single-minded to believe that--"

"What about Nova? Did he change?" Kamen asked coldly.

"..." Von stayed silent and looked away from his pegasus friend. Kamen was never one to hold back his words, but they were too cruel. Von tried his hardest to stop his brother's ways, but in the end his efforts were in vain. The more he tried, the more he sunk into the darkness and this saddened Von greatly. Von looked away as a tear formed in his eye, earning the sympathy of the girls and his lover, while Kamen earned Gilda's animosity.

"Listen, you! I actually wanna try to show you that I can change. I don't want to go back to that old life of mine. I don't care about being the toughest anymore." Gilda paused for a moment to catch her breath and shot him daggers. "I want to make friends and I'm not gonna let some jackass tell me that I can't change!!!" She screeched. Kamen glared back at her in response.

"You wanna go, bird brain?!" He yelled.

"Oh...please....don't...." Fluttershy squeaked, but her voice went unheard. She, Pinkie and Applejack tried their best to hold him back.

"Hold yer horses now! Don't need to start a fight here." Applejack told him.

"Come on, Kammy! She deserves a least a little chance." Pinkie pleaded, but even she was ignored. On the other end, Twilight, Rarity and Rainbow Dash tried to hold Gilda back but it wasn't going that well either.

"Bring it on, Fillyphile!" Gilda shouted. Kamen was steamed the moment that word popped out of her mouth and moved past the ponies holding him back and tackled Gilda to the ground and unleashed a flurry of hooves on her. Gilda blocked some of his hits and swiped at him a few times with her claws, but Kamen didn't let up. Even after getting scratched once or twice, he kept wailing on her. The girls attempted to pull them apart, but were only met with Kamen shrugging them off or Gilda nearly clawing one of them. Von stood there, helpless. His best friend and his lover were fighting and not even he could do anything to stop it. It made him feel weak. So powerless. Like he wasn't able to do a thing.....just like with Nova.

"No.....not again....." He muttered. He glared at the two and stopped his hooves in rage. "ENOUGH!!!!!!!!!!!" The moment he shouted, a large burst of wind shot out of his mouth and blew the two of them away, but the girls were caught in the crossfire as well. He took a moment to catch his breath, as did all the others as they stood back up. When they looked towards Von, they noticed a red liquid drip out from underneath his bandages. It didn't take them long to realize that Von's wounds had reopened.

"Von!" Gilda shouted as she pushed past the ponies and ran to his side. "Are you alright?!" Von smiled, seeing the worry in her eyes. They might not have seen it, but Von could.

"Y-yeah. I'll be fine. But that's not important." He stated.

"Like hay it isn't important!" Applejack said.

"I'll say. We need to get you fixed up, darling." Rarity said.

"And we certainly need to clean up that blood." Twilight pointed out. Von smiled and turned away from them.

"It's alright. I just need some rest", Von started. "But right now, I want you all to see that Gilda really does want to try. Can't you just let her show you what she can do?" He pleaded to them. Kamen had a look that told the girls that he wasn't going to give her a chance no matter what they said. But they, on the other hand, weren't as single-minded as Von pointed out he was. Talking amongst themselves, they soon came to an agreement and turned to face their half-blooded companion.

"Alright." They said in unison. Von smiled and jumped for joy, but winced when he landed as more blood started to soak his bandages.

"Quit messing around, you idiot." Gilda scolded. Von merely laughed and kissed her cheek and she kissed him back. Kamen shook his head in disappointment and flew away from the scene as Gilda continued speaking. "So what do we do first?" Von tapped his muzzle and went deep into thought. He hadn't planned on anything that he could have her do to show she could change. He had to think of something and fast. He looked around at his friends until his eyes locked on Rarity. He laughed a little while staring at the unicorn, causing the seamstress to stare at him in confusion.

"What is it, darling?" Rarity asked. Von simply smiled at her and his smile was redirected at Gilda.

"I think i have an idea." He said.

~15 minutes later~

"I am not coming out in this!!!" Gilda shouted from a dressing room in Carousel Boutique. Rarity stood by the door waiting while Von himself was standing by one of her mane-nequins and and was on the brink of laughing.

"C-come on, honey. I'm sure you look fine in it." He said reassuringly.

"I am not coming out in this! I feel.....weird. I don't even know how I let you talk me into this!" Gilda shouted again. Rarity had had enough of Gilda being so stubborn and proceeded to pound on the door with her hooves.

"Now, Gilda. I do not see why you are being so unreasonable. For one, you are wearing a dress of my design and the fact that you refuse to come out in it is insulting to a lady, such as myself." She said in a haughty manner. "Secondly, you said yourself when we came here that you've never worn a dress before. So you are BOUND to feel weird about it, darling. Finally, don't you wish to show yourself off to your stallion? I'm sure he'd really like it." Rarity's words must have convinced her because Gilda stayed silent for a good while. Gilda, like Rarity pointed out, had never worn a dress before in her life. She was doing this in order to be friends with them but she was also doing this for Von's sake, to make him happy. And though she wasn't going to admit it, she actually wanted to dress up for him.

"A-alright. I'm coming out." Gilda said calmly. Von went over to the dressing room and stood by Rarity as the door slowly opened. Von's tail swished quickly with anticipation until Gilda came out and revealed herself to them.

"So? How do I look?" She asked softly. Von and Rarity were both at a loss for words. Gilda looked....beautiful. Rarity had given her a bit of an 'extreme' makeover upon arriving to her store, but she didn't expect that she'd look this well. But then again, it was Rarity's handiwork.

"Absolutely smashing." Rarity said proudly. Gilda smiled and blushed, embarrassed but also happy about her new look. Now it was time for an answer from the one she really wanted to show off for.

"What do you think, Von?" She asked as she turned towards him.

"..." Von was speechless. He just stared at her as she radiated with beauty. He'd never seen such beauty before. If there were a beauty contest, she'd outshine even Celestia. "Wow..." He managed to utter. Gilda let out a somewhat feminine giggle and smiled at him. But her face turned completely red when something caught her eyes as they trailed down his body.

"Well, I can see you're happy about me wearing this." Gilda said in a teasing manner. Von smiled.

"Yeah. I am." Von replied. Rarity was unsure where Gilda was getting at until she followed her eyes and gasped as she noticed what she was looking at and averted her gaze as quickly as she could.

"Clearly, you're happier than I imagined you'd be after what I did for her." Rarity said nervously. Von blinked, unaware of what they were talking about until he felt it himself. Due to his excitement, he was completely oblivious to the fact that he'd gotten an erection.

"Hehe...oops." Von said with a nervous smile.

~Later that day~

"We have to buck these here trees in order to get the apples down. Y'all could just fly up there an' pick em, but that might take ya all day." Applejack said. After having her dress sent back to Canterlot, Von brought Gilda down to Sweet Apple Acres.

"So how exactly do we 'buck' apples?" Gilda inquired. Applejack giggled and walked over towards one of the apple trees. She turned her backside to the tree and reared her legs back.

"Ya do it like this!" She shouted as she slammed her hooves against the tree causing it to shake until all the apples that had fully ripened on the tree fell and landed into the buckets below. Applejack smiled at them and moved out of the way as Gilda moved up to a tree full of apples. Gilda wasn't all that confident in what she was about to do, but she had to at least try. But rather than turning around, she balled one of her claws into a fist and punched the tree as hard as she could. The tree barely shook and no apples fell to the ground. Frustrated, Gilda punched the tree a few more times but still no apples fell.

"What the hell? It's not working." Gilda complained. Von and Applejack laughed together while Gilda glared at them until Von took a step forward and lowered his head.

"I got it." He said. He dragged his hoof against the ground and at break-neck speed, he charged and rammed into the tree. It shook and only an apple or two fell. "Aww. I was hoping for more. Oh well." Von laughed as he started to pull himself out of the tree. But he didn't budge. In fact, he couldn't move at all. "What the hay?! I'm stuck!" He cried. He kept trying to pry himself out of the tree, but to no avail. He was surprised that Gilda and Applejack didn't rush to help him right then and there, but there was a reason they didn't: They were laughing. If he could, he would have turned and glared at them for laughing at his misfortune. "It's not funny, you guys! GET ME OUT OF HERE!!!" He yelled.

After all was said and done, Von and Gilda began to depart back to Canterlot. Von hadn't mastered teleportation, but he managed to do well to get back without his wings by using his levitation spell. It was a flawed, but it got the job done.

"I have to admit", Gilda started. "you got some pretty cool friends. I guess their not as la--" Gilda broke her sentence when she noticed that Von was raising a brow to her. She knew he didn't like that word, so she cleared her throat before starting again. "--as BAD....as I thought they were. Maybe I might be able to become...friends with them." She finished. Von smiled and he released his spell and landed beside Gilda when the two reached Canterlot Castle.

"It's too bad we couldn't hang out with the others. But I want to spend more of my time with you." Von said and blushed when his eyes met with Gilda's, who also blushed in response. As the two proceeded upstairs, Von stopped suddenly. His ears twitched as he caught the sound of buzzing. It was the buzzing of insects. No....of something else.

"What's wrong?" Gilda asked, turning to her halfling mate. Von's ears twitched more and then a chill ran down his spine. It was a chill he was all too familiar with. Von's eyes widened with fear and he ran towards Gilda.

"Get down!!!" he shouted as he tackled Gilda to the ground and narrowly avoided getting swarmed by a horde of changelings. Von hadn't seen his changeling brethren in so long, but they seemed so different from his younger years. They were more aggressive, but the most noticeable thing about them was that there were less of them. Disregarding that, however, Von helped Gilda back onto her feet. "You ok?"

"Yeah." She confirmed as she looked at the horde surrounding them. "Are these..."

"Yeah. Changelings, just like me. But they wouldn't come alone. No...mother must be here." Von stated. "....And so must HE." After a moment of silence, two figures landed in front of Von and Gilda. One figure being the royal and once-proud visage of Queen Chrysalis, while the other was that of the psychotic, power hungry and parricidal changeling, Nova.

BGM 2

"Good to see you again, baby brother. How's your injury?" Nova asked with a sadistic smile. Von stayed silent and looked towards his mother. She just stood there and glared at him, something he didn't expect, but he could see a hint of sadness in her gaze.

"Von, who is this?" Gilda asked. As tough as she was, not even she could handle the fear that Nova was emitting from his very core. Nova glanced at her and examined her.

"A griffin? Hmm. Well, at least it's a step up from those filthy ponies. At least griffins taste good." Nova cackled at his last remark and Gilda growled at him. "I am Nova. His older brother. And the new ruler of the changelings."

"Liar! Mother is still alive, so you are not able to take control!" Von yelled in defiance. Nova just smiled at him.

"On the contrary, Chrysalis relinquished her leadership to me. I'm in charge now." Nova corrected. Von growled and noticed that only Nova could have made his own brothers and sisters become as aggressive as he was. "Anyway, I came here to tell you something. It's nothing too big. I'm just declaring war on you all." He said matter-of-factly.

"What?!" Von yelled. He looked to Chrysalis, hoping that she would object, but she did nothing. She stood there, staring at Von. Gilda stepped forward, but Von held her back.

"You can't do that! Do you know how many lives will be lost if you do that?!" Gilda screeched. Nova laughed and smiled at her.

"Yeah! That's why I'm doing this. Duh." He said, emphasizing the last word. "So get prepared, bring your army, you have 3 days, i'll kill you all. Yada yada yada. I hope we can have some fun when we fight again, little brother. Well....if you make it to me alive!" Nova laughed once more before he, Chrysalis and the horde took flight and retreated to their hideout. Von and Gilda stood still and watched their foe depart. Von's anger had reached its peak and he ran into the castle after shouting: "Damn him!"

~Moments later~

"Is this true?" Celestia inquired. Von nodded his head in confirmation.

"Yes. He's given us 3 days to prepare for his assault. What are you going to do, princess?" He asked. Princess Celestia rose from her throne and summoned two of her guard.

"Prepare the royal guard and summon Shining Armor. We will need his protection spell to keep them from reaching the castle. I also want you to call for the Elements and inform them of the situation at hoof." She ordered.

"Yes, your majesty." The guards said as they bowed and ran out of the castle. Von lowered his head and looked back up at the princess with a serious look on his face.

"I'm fighting, too!" He declared. Gilda gasped and look at him.

"Are you crazy?!" She asked him. But Von didn't respond.

"You do not need to do such a thing, Von." A female voice whispered. When Von turned, he saw Princess Luna walk in past the guards. "We have dealt with an assault by the changelings once already. We can handle another on our own. You are inexperienced in combat. Though we appreciate the sentiment, it may be best if you--"

"I'm fighting!" Von bellowed, interrupting the lunar Alicorn. "And that's final!" Celestia, Luna and Gilda all stared at him in awe. He was very serious about fighting, otherwise he would not have shouted at one of the princesses like that. Celestia smiled and walked over to him, but her smile turned into a stern look when she approached him.

"If you are going to fight, then I expect you to be well trained." She demanded. Von managed to swallow the lump in his throat that was caused by him being so nervous and nodded his head. He bowed his head in respect and walked back to his room with Gilda following behind.

"You're not seriously gonna fight, are you?" Gilda asked again. When they entered the room, Von closed the door and sighed heavily.

"I must. He's my brother and he's got my mom and her army under his control. He's also threatened the lives of my friends and all that I love here. I won't let him do this!" He declared. "He won't listen to me anymore. If worse comes to worse......I'll kill him." Von lowered his head and a tear fell down his cheek. Gilda could tell he was serious, but could also see that he did not want to end Nova's life, let alone kill in general. She wrapped one of her wings around him and pulled him close to lay a comforting claw on his shoulder.

"Alright. If you're gonna go fight, then I'll come, too." Gilda said, smiling.

"Forget it! You're staying home where you're safe!" Von yelled. Gilda glared at him in response.

"I'm not letting you go out there on your own! I'm going with you!" Gilda argued back.

"No way! I want you to stay alive! That's one of the reasons i'm fighting."

"There's no point in being alive if I can't have a future with you!!!" Gilda screeched. Her words rang in Von's head and quelled his anger.

"Gildy...." He paused for a moment and groaned in annoyance. "Fine! You can come with me." Gilda smiled and her tail swished back and forth with joy.

"But before we go off to war..." Gilda smiled and let go of him. "..Is there anything that you want to do? You know....anything special?" She purred. Von blushed when she did that and thought for a moment. There were a couple things that he wanted to do, but he wasn't sure if she'd want to. She giggled when she saw how hard he was thinking and wrapped her tail around his length again, causing him to gasp. "I have a question."

"Y-yes?" He asked through moans as Gilda's tail massaged him.

"Are you still a virgin?" She asked. Von's ears dropped and he looked away in shame.

"N-no....I'm not." He mumbled. He had hoped to give his first time to somepony that he cared for most, somepony he wanted to spend his life with and that thought was snatched away by the very creature that birthed him. Gilda looked him in the eyes questioningly.

"Who was it with?" She asked. Von's face became entirely flushed with red the moment she asked.

I want to tell her, but how can i?! 'My first time was with my mother and I enjoyed every second of it?', he thought. He looked Gilda in the eyes and gave her a sad look, pleading for her not to make him answer. But Gilda didn't change her expression and Von sighed. He breathed in deep and exhaled, prepared to give his answer. "My...mother...." He muttered.

"What?" Gilda asked. "I didn't hear you."

"My mother. It was my mother." He said outloud. The room fell silent. Von finally admitted it to somepony. Granted, it was his new lover but he finally came out with it. He was happy, but now he was ashamed. He was certain that Gilda wanted to be his first, but that chance was now ruined for her.

"......Wow...." was all she could say.

"I'm sorry. It happened unexpectedly and I've been saving my virginity for that special somepony and that special somepony is you. But...she took it from me before we had the chance to reunite and--" His speech was interrupted by a very odd thing: the sound of his griffin lover's laughter. He looked at her and saw that she had a big grin and was laughing hard. "What's so funny?" He asked.

"The fact you believe that you're not a virgin anymore." Gilda said as she started to calm down.

"So...you have no problem with it?" Von asked.

"Well, I still think it's gross that your mom was actually WILLING to do that to you. But it was in the past and I'm not gonna hold it against you." She reassured him. "So since it doesn't count...." Gilda got up and walked away from him and sat back down, leaning against the wall and began twirling her tail in her claw.

BGM 3

"Why don't you come and have some fun with me?" She purred. "If we're going to war, then we'd best get it out of the way while we have the chance. Besides....this is something that we both want." Von couldn't deny that. But he also couldn't deny how incredibly sexy Gilda looked right now. He liked being teased by her. It just made him want her more and vice versa. "You just gonna sit there and stare at me?" She asked in a sultry voice. Von happily trotted over to his lover and watched as she opened her legs, revealing her love hole. It was glistening with wetness, giving hint that Gilda was thinking about this for quite some time. He lowered his head and started to lap up her juices. Gilda moaned in delight as she watched her lover eat her out. It was embarrassing, but she enjoyed it very much. She let go of her tail and ran her claws along his horn, causing him to gasp and his face turn red. She giggled and moaned as Von ran his tongue up her slit and loll it around her clit.

He smiled when he got a loud gasp as a reaction and continued to work his magic, pursing his lips and giving the swollen nub a kiss and nibbled on it gently, eliciting another gasp and another and another until her legs closed and held him in place. He then went back to licking her slit while Gilda moaned and bit one of her claws to keep herself from screaming. But she stopped when the pleasing sensation was halted and she looked at him with pleading eyes when her orgasm was so close.

"Please...make me cum, Von. I can't take it anymore. Please don't keep me waiting." She cried. Von smiled and sat up and started to massage her with his hoof, it getting covered in her slick fluids the whole time. Gilda let out even louder moans of pleasure to the point where she almost screamed, exciting Von and signalling to him that she was about to release. Gilda bit her claw again and drew a bit of blood, but she didn't care. "I'm cumming!!!" She screamed. She started thrusting her hips up into Von's hoof and moaned wildly. Von just smiled at her and raised a brow.

She's one horny bird, he thought as he took his hoof away and went back to licking her again. Gilda was on the edge as Von's tongue wiggled its way inside of her, eliciting more moans from the griffin. She was lost in a world of bliss and as she was about to release, Von stopped and wormed his way out of her legs and leaned back.

"Not yet. You gotta help me, too." Von bragged as his member came fully out of its sheath. Gilda groaned and stuck her tongue out at him as she moved towards him and grasped it in her claws.

"You're mean." She teased as she started pumping her lover. Von moaned and smiled at his griffin lover. Her grip was a little too tight and her claws were rough, but he didn't care. He wasn't going to be picky on how gentle or rough he wanted her to be. Instead, he just sat back and enjoyed the moment. Gilda massaged his length faster, getting louder moans from him and she smiled. She stared at his member with hunger and rubbed faster and came to a full stop, confusing him.

"Why'd you st--AAaahh!!!" Von let out a loud moan as his length was stuffed into Gilda's mouth. She gagged a little as she lowered her head more until she finally reached the base. She teared up a little, but this was expected since she recklessly shoved it in without thinking. She wrapped her tongue around her lover and raised her head until just the tip was left and lolled her tongue around it. Von started to drool, but he wiped his mouth and placed one of his hooves on her head and shoved her back down, causing her to gag on his member again. She looked up at him and saw that he was smiling down at her and she smiled back and bobbed her head up and down. Von let out small gasps each time Gilda reached the base and ran her tongue around it. They stared into each others eyes as she kept swallowing his piece. Von only closed his eyes briefly when she did things to him that he didn't expect, such as tickling his balls with one of her claws.

"That...*ah*...feels so...*ngh* good." Von said through his moans. Gilda moaned around his stiff member, vibrating it and making him moan louder. "Oh sweet celestia." He said softly. She smiled, realizing that she found something he really liked and kept at it. But her nethers were going completely unattended and this frustrated her. So while he wasn't looking, she slipped her claw between her legs and began rubbing herself. She stuck two talons inside of herself and massaged her inner walls, moaning loudly around Von's shaft and he moaned in response to the vibrations. He opened his eyes after he was lost in ecstasy and looked down at her and his face flushed with red.

Gilda saw him looking and she blushed, but she didn't stop playing with herself. She rubbed faster and the movements of her mouth quickened. She was hardly embarrassed by the fact that fact he was watching her. In fact, she WANTED him to watch. Von's member stiffened more at the sight and Gilda took him out of her mouth and started rubbing it with her free claw.

"Enjoying the show?" She asked in a naughty tone. Von could hardly speak as he was still being washed away by the pleasure she was giving him and he slowly nodded. Gilda giggled at his reaction and swallowed his length again until she reached the base and continued her previous movements. I'm kinda getting tired of being the one in control here. I want him to take charge. But his moans are so cute....and he tastes good too, she thought. Gilda enjoyed the fact she was pleasing her coltfriend as she ran her tongue around him more, but she was starting to get impatient. She wanted to be pleased, too. And the fact that Von was watching her play with herself while pleasing him was not helping at all. She took her claws away from her slit and raised her head until the tip of Von's dick slipped out of her mouth with an audible pop and she licked it one more time in a teasing manner.

"Alright. I think....that's enough teasing for now." She panted as she stood up. She turned around and rested the upper half of her body on the bed and raised her tail, looking back at him. "Time for the main course, honey." Von gazed upon her pink lips and noticed that she was now soaking wet. The scent of it reached his nostrils, causing him to drool and his member to harden more in anticipation. It was so inviting. He didn't want to resist it anymore. He mounted his lover and wrapped his hooves around her belly as he slid inside of her, with both of them moaning. However, he met with some resistance. Von was a bit confused as to why that was, but he ignored it and plunged in deeper. Gilda clawed into the bed until she screeched like an eagle as Von went all the way inside her. A few tears traveled down her cheek, earning Von's attention.

"Are you ok? Did I hurt you?" He asked.

"A....a bit. But I'm alright. I'm just....glad it was you." Gilda said taking heavy breaths. Von felt a warm liquid against his leg and when he looked down, he saw something red. When he followed it back to the source, he noticed that it was coming from Gilda.

"Gilda, you're--!" Von started to panic upon realizing that the reason for her bleeding was because he had taken Gilda's virginity. As Von continued to panic, Gilda's tail covered his muzzle and she smiled at him.

"Like I said, i'm just glad it was you." She said giggling. Von smiled a bit and started to calm down and placed his hooves on her hips and started thrusting. He made sure to go slowly as to not hurt her more than he already did. Gilda cringed as the pain surged through her body, but it was soon replaced by pleasure. As soon as the pleasure started to wash over her, Gilda began moaning with Von moaning with her as well. Von was enjoying himself very well as he was doing this willingly rather than being forced into it. They were making meaningful, passionate love and they didn't want to stop. Gilda reached back with one of her claws and pulled Von's head towards her into a kiss.

Their tongues wrapped around one another and they moaned into each others mouths as Von picked up the pace. They broke the kiss and returned to their original positions, Gilda's tongue hanging out of her mouth and a trail of drool extended from it. It was utterly embarrassing, but she didn't have a care in the world. She was completely lost in bliss as all the pain she felt when they first started was completely swept away. She started to move her hips back in time with Von until they both found a rhythm to follow. As Von thrust harder, Gilda would move her hips back faster causing them to cry out in pleasure. Von removed himself from Gilda and wrapped his hooves around her and flipped her onto her back. He then thrust back into her and moved at a quicker pace.

"Oh sweet celestia, yes!!!" Gilda screamed. Her claws dug further into the bed and she thrust her hips up into Von's, causing him to sink deeper and he started to hit what he assumed was her G-spot. The moment he did, Gilda's claws dragged along the sheets, ripping them up as she squirmed under him and a bright red flush came to her face. Von had hit a tender spot and that cued him to thrust there again. Gilda's mind started to go blank, but she noticed what he was up to and grinned. "Heh...Looks like you're...*ah* pretty close too, huh?" Gilda asked as her moist entrance constricted around Von more. He smiled at her and continued at his pace. She was right though. Von was close to the edge, but Gilda was as well. She sat up and wrapped her claws around him and leaned in closer to him. They stared into each others eyes and kissed again as Gilda thrust her hips up again, forcing herself to scream into his mouth. Von couldn't take it anymore. He sat up and wrapped his hooves around her back and thrust harder as he felt himself nearing his climax.

"I-I'm gonna cum, Gilda!!!" He yelled. Gilda moaned louder and tightened around him and looked down at him.

"M-me too!!!" Gilda screamed. Gilda thrust her hips faster and faster until her body convulsed and her juices flowed out of her and washed over his length and that sent him over the edge. His member twitched as it was about to release until he felt something wrap tightly around it and squeeze. When he looked down, he saw that Gilda's tail was wrapped around and it yanked him out of her. Gilda looked back at him with a lustful grin and started rubbing his length with her tail. "Ah-ah. I told you. I don't want kids just yet." She purred. The feel of her fur against him sent Von's pleasure levels skyrocketing and he found release and came on Gilda's tail and lower body. He sighed happily and when Gilda released him, he laid down on the bed and she moved beside him.

"I love you, Gildy." Von said, catching his breath.

"I love you too, Von." Gilda replied. They smiled at each other and shared one more kiss before drifting off into Luna's dream world.

"Where are you taking me, Nova?" Chrysalis inquired. "This is not the way back home."

"On the contrary, Chryssy", Nova started. "I am taking you home; Your new home, that is." The two of them continued to fly through the air as the changeling horde flew ahead of them, obscuring the path ahead of them. "You wanted a new castle, correct? Well I decided to have one built for you in a place you know better than anyone." Nova smiled and when the changelings dispersed, she saw it. Atop of a waterfall, standing tall and proud and radiating with power and fear, was a castle made specifically to a design the changelings adored. But the waterfall it was on was very familiar. For both Chrysalis and Nova.

"This place..." Chrysalis mumbled. Nova let out a wicked cackle and smiled at Chrysalis.

"Seems familiar, right? Do you know where this is?" He asked jokingly. Chrysalis looked down in shame. She didn't want to admit it, but she knew this place. This place was sacred for her. This was one place that she would not have touched if she took over Canterlot. The place where everything began.

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