Rainbow finishes getting dressed, not bothering to shower or even clean up as she hurries out of the house. On her way out she grabs a few other items, namely a few blunt objects in case she has to fight anything. However she passes over something important. Something she hadn’t thought about in years. Resting in the drawer next to her bed was a small necklace. One of the artifacts she had gained from her adventures with her friends, perhaps it could have helped her, or perhaps it would have done nothing. She really didn’t know and she wouldn’t know. Not even knowing what was waiting for her at Twilight’s home, all she knew was that she had to stop it, she had to help no matter what. Gritting her teeth she runs out the door, bag bouncing at her side as she hurries out.


While running she begins to feel a strange twinge in her stomach. Was it fear, worry, she didn’t know, and she sure as hell didn’t care. “I can’t be scared of whatever is waiting for me. I have to do this, I have to save it… I have to save my friends.” She thinks to herself as she runs through the streets, certainly drawing the attention of some watchers, other people whispering among themselves as a fairly sweaty, unwashed, messy haired woman runs through the streets. Carrying a heavy looking duffel bag with her. Rainbow didn’t usually care what others thought about her. But there was something different about today. She couldn’t help but grin slightly as others started admiring her form. But she quickly shakes off those thoughts, trying to clear her mind as she grunts slightly.


“W-what is wrong with me today?” She wonders to herself, soon finding herself standing outside of Twilight’s house. Perhaps it was Fluttershy’s voice or something Twilight had done but before she even stepped inside of the house Rainbow Dash was already being slightly affected by the Cockroach Queen's abilities. It wouldn’t do anything huge to her yet, but Twilight knew this woman would probably be one of the harder ones to deal with, after all she was a jock, a fighter, and unlike Moondancer who had a weak will, or Fluttershy who willingly gave herself over. Rainbow Dash had a strong will, she would no doubt fight against Twilight. So Twilight took a small amount of precaution. As Rainbow Dash makes towards the front door Twilight Sad in her throne, having turned it around as she looks out the window with a grin.


“Ah, Rainbow Dash. I know you won’t join willingly at first~” She muses slightly to herself, a wide grin spreading across her lips as she leans forwards, pressing the bottom of her muzzle up against one of her upper arms. Licking her lips as she grunts again, pushing out another load of green scat all over the ground behind her. The drones behind her gather eagerly as they both devour as much as they can, chittering and moaning loudly with each mouthful. Eventually Twilight stands up, stretching her body, holding all of her arms out as a growl of pleasure leaves her maw. “But I know you will grow to love your position soon enough. Even if we have to… Convince you a bit.” She explains, chuckling slightly as she starts to make her way out. They had some things to do first, some fun to be had, and in order to prepare her hive for any damage that could be coming. After all she was prepared for at least somewhat of a fight. But she knew Rainbow wouldn’t last too long, she was far too cocky, and no matter what she could try Rainbow couldn’t break through their beautiful Chitin.


Rainbow Dash soon stands at the front door, reeling back; she goes to kick down the door,but as she lifts her leg she gasps in surprise, falling back onto her ass with a grunt of pain, slipping on the sludge pile behind her. “F-fuck..” Rainbow grumbles in annoyance, rubbing the back of her head as she stands back up, looks like she couldn’t just force her way in, at least not through the front door.. “Then again, maybe this wouldn’t be the best way in..” She thinks to herself, holding a hand to her chest as she thinks. “Come on, I need a plan.. But I’ve never been good at anything like this..” She sighs. “T-twilight if only you were here too.” She says before shaking her head, clenching her fists as she exhales. “No.. I have to do this, I can’t just give up or get worried, I have to do this.” She holds a hand up and knocks on the door, smirking slightly before hurrying down the stairs and around the back. She wasn’t sure what was inside the house but she would have to distract them if she wanted to get inside.


Slipping around the back of the house she scours the building, looking for any entrance inside narrowing her gaze slightly, crossing her arms as she wonders just where to go. Tapping her arm slightly, it doesn’t take long for her to spot what appeared to be a window right at the base of the building. One that was likely meant to lead right into the lab, after all Rainbow Dash knew she had one. Perhaps whatever was inside of the house wouldn’t know about it. Kneeling down she managed to push open the window after much effort, the strange green sludge holding it closed cracking away, and along with that came a rush of hot air. Hot air that smells heavily of shit and filth. It made Rainbow Dash gag heavily, quickly turning her head away, and wincing in disgust as she shutters. But, not having anywhere else to go Rainbow Dash eventually takes one last deep breath of fresh air. Before slowly and shakily climbing into the window, managing to squeeze her body through thanks to her small, athletic form.


Landing on the opposite end with a light thud and grunt, Rainbow Dash quickly tries to pick herself up, wincing in disgust and shaking her arms around, trying to get the sludge covering them off. Another slight gag leaving her mouth. “E-eugh, what the hell is all of this?” She questions using her hands to pick up the last bits of whatever was dangling off her arms, wincing slightly as she holds it up to her face, getting a better look at just what was covering her body. It was thick, viscous and a greenish-brown. She hadn’t quite noticed until now, but as the slime that was blocking the window crawled back over it, blocking out all natural light she finally noticed. Whatever the sludge was, it was starting to glow. It was a dim glow, a dim filthy green, and the stench wafting off it was incredibly strong. Making her gag and choke, shaking her head before taking a few deep breaths. “G-god.. W-what happened here?” She questions shaking her head and shaking off the last of the sludge as she looks up towards the door.


“What is all of this anyways? It.. looks like shit?” She questions, crossing her arms before hearing something upstairs, moving towards the door opposite of her. Covering her mouth she looks around for a place to hide, looking around the room before finally diving behind the table in the center of the room. Which hid her perfectly, though unluckily there seemed to be an excess amount of filth on the table. To the point where it began to spill over the edge of the table, plopping down onto her head. Making her grit her teeth, half making her want to bolt for the door and just attack whatever was coming down the stairs head on. But she manages to bite that back as the door opens up. She holds a hand over her mouth, though since she had sat down in the sludge a good amount was already covering her hand. The stench invades her nose almost instantly as she forces back a gag, eyes rolling back as she shutters she feels so gross, so filthy. Her hair was matted down with the filth and she could already feel it against her skin, easily soaking through the clothes on her back.


Slowly the sounds of footsteps grow louder and louder and biting her lip she shuts her eyes, clenching her fists as she bares herself against the back of the table. As the steps get closer she finally manages to pick up just how the footprints sounded. They sounded like hard, claws clacking heavily against the ground. Ones that certainly weren’t human. At first she thought that maybe it had been some kind of heels against the ground, but no, she had spent more than enough time around Rarity to know that wasn’t the sounds of heels, and it certainly wasn’t some kind of animal claws. She had no idea what it was, but it sounded like some kind of armor. “Hmm.. W-what was that noise?” A familiar voice questions, Rainbow Dash perking up a bit, causing some of the filth to splatter on the ground around her, falling off the top of her head and shoulders which were down covered in the sludge, her skin felt so grimy, and slimy she didn’t even notice the missing sludge until the voice gasps in surprise.


Quickly she looks down to herself as she slowly starts to scoot further down the side of the  table, trying to get away. In all honesty Fluttershy, who was standing on the other side of the table, already knew she was there. She was doing her best to try and hold back her gags and groans but it was getting harder and harder to think the stink was clouding her mind. “F-fuck I-I have to get out of here..” Rainbow thinks to herself, fanning herself with one free hand as she begins to sweat. Slowly Fluttershy makes her way around the room. Humming softly to herself as she looks around, smiling slightly as she rests her hand on the top of the table. Licking her lips she grabs a handful of the filth and pulls it up to her mouth, munching down on it eagerly as she stuffs her face with the filth, licking her lips as her eyes roll back from the foul, yet delicious taste. While stuffing her face, Rainbow Dash slowly tries to scoot away, gritting her teeth as she stares up towards whatever creature was in the room with her. Upon looking up she is finally able to put a face to the voice. And at first she thought it was Fluttershy which was the voice she heard before. In fact when she had perked up she was going to stand up and greet her friend. But seeing the thing now. She was glad she didn’t.


Standing right above her was a massive insectoid creature. It looked like an absolutely massive cockroach. The creature was standing on two legs, three arms dangling to its side while the other one lifted a handful of filth up to its mouth, munching down on the filth again. Rainbow Dash’s eyes only widen further in fear as she sees the long filth coated pink hair dangling from the creature’s head glints in the lights. Feelers twitching from side to side picking up on the quiet gasp Rainbow had let out. “Hmhm~ You know Rainbow.. You shouldn’t hide from your friends.” Fluttershy’s voice comes out of the creature’s mouth. There was no way that was her friend right.. It couldn’t be her friend, this had to be some kind of trick or trap meant to mess with her and keep her from running. But she wouldn’t fall for any of that. She wasn’t dumb, so as her eyes darted around she once again tried to find anything she could use as a weapon or even a quick distraction. As well as looking for a way out.


Eventually she spots a large sludge-like stalagmite jutting from the middle of the table, one that with enough force could easily be broken off and knocked into whoever was nearby. So with a grin, right as this strange Fluttershy-like  was about to reach out for her Rainbow Dash takes a deep breath, and shoots up slamming both of her arms firmly into the stalagmite, knocking it right off the table and sending it crashing into the creature who yelps in surprise, raising her own arms to protect herself as she braces for the impact, slamming right into her as she stumbles back. Using this time as a distraction Rainbow Dash makes a mad dash for the door stumbling over the sludge on the floor. But she manages to reach the stairs, or at least what she had hoped were stairs. But upon opening the door she was met with a slick, slimy slide. She tried for as long as she could to try and climb the slide, trying to get any footing on it as she grunted and groaned. Even the hand rails were impossible to grip onto. There was nothing she could do, was she trapped down here?


“That was a little uncalled for Dash… I’m only trying to help..” Fluttershy’s voice says as the cockroach creature picks itself back up. Thanks to the thick chitin on its body it was left completely unharmed by the attack. Simply dusting chunks of dust, and licking off the saliva covering its body as its mouth spreads into something akin to a grin. “Just hear me out Dashy, I promise you’re going to love what we have planned for you~” She explains walking closer and closer to Dash, who only tries to move away. Staring at her with eyes filled with fear, horror, and confusion. Stepping onto the sludge slide she loses her footing, falling back onto her ass with a grunt of pain as she looks up towards Fluttershy. Who simply smiles and offers a hand to her friend. “Come now, let’s not do any rash, okay?” She questions Rainbow dash looks towards her hand, staring for just a few more seconds. 


“W-who? What are you?” Rainbow Dash finally asks, gulping quietly as she stares at the creature. “Are you.. Fluttershy? Or what? Do you just have her voice, or what did you do to her? Why are you in Twilight’s-” The Cockroach giggles softly, reaching a free hand down and holding a finger to her lips with a small shake of her head. 


“Shh no worries. All will be answered soon enough. Just let me help you upstairs~ But yes I am Fluttershy, I’ve simply learned quite a bit more about myself and what my role truly is under my great queen~” She explains Rainbow Dash pulling her hand back again for a moment. What did she mean by her queen? What was she going to do or take her to. But she couldn’t just sit here and not do or say anything. Staring up at Fluttershy she eventually sighs and takes the cockroach’s hand. 


“O-okay I’ll hold you to that.. J-just don’t try anything o-okay?” She questions, trying to be menacing or at least seem a bit braver than she was actually feeling. But Fluttershy giggles and chitters once again. But she takes Rainbow’s hand and as swiftly as she comes down she quickly starts to skitter upwards, dragging Rainbow behind her as they make their way up the sludge slide and soon to the main hall once again. The light inside of the living room was almost blinding in comparison to the basement. Given it was still heavily dimmed by the film of filth covering the windows. But it certainly wasn’t as bad as the dim glow downstairs. Standing in front of her are two other cockroach creatures. One of them had a deep purple hairstyle, while the other was mainly red with streaks of purples and whites. Twilight and Moondancer as well. Rainbow Dash narrows her gaze between all of the others. Staring at them but staying silent as she shutters slightly.


“Hello Rainbow Dash, It’s nice to have you join us finally. I hope your little prank wasn’t too detrimental to you.” Twilight says with a small chittering laugh, leaning slightly on her upper hand, looking over her friend with a lick of her lips. “After all I know downstairs isn’t exactly the cleanest~” She remarks with a laugh. “Well either way it’ll be nice to have you join the hive. You can be whatever your little heart desires~ After all I only want the best for my friends.” She explains chittering again as Rainbow Dash looks around the room. Unsure of what to make of everything that was being said to her. 


“W-what are you?... Twilight, what happened to you, what happened here? We both know this isn’t you. C-come on we have to stop this.” She says trying to stay as calm and collected as she could. Her mind was racing as she tried to piece all of this together. There was no doubt this was Twilight, and the other creature still holding her hand was Fluttershy, but what she didn’t understand was why and how. How did all of this happen? What happened to them? Shaking her head, Rainbow Dash manages to pull her hand away as she steps a bit closer.


“Oh Rainbow Dash there is honestly nothing to worry about~ We all love this, everyone loves it. I simply want to share this with my friends. Just how wonderful it feels to work for me, as your queen~” Twilight coos softly, licking her lips as she leans forwards, reaching a hand out to Rainbow Dash who stares for a few moments before eventually pulling away, shaking her head as she narrows her gaze.


“Twilight, if you don’t allow me to help I’ll get the others and we’ll save you ourselves.” She says stepping forwards as she stands in defiance of the Queen roach. Twilight just stares for a few seconds before smiling warmly as she turns and starts to walk away. For just a moment Rainbow Dash thinks that maybe, just maybe she managed to change her mind. A small smile spreads across her lips as she waits to hear her response. But eventually the cockroach woman shakes her head waving her hand through the air with a small grin. 


"You know, normally I'd agree with you Rainbow. But this time I truly believe you just don't know what you're missing out on." Twilight looks towards either of the drones at her side, giving them a firm nod. "You girls know what to do~ once you've had your fun, bring her back to me. I have something important for her." She explains both of the drones nodding as Moondancer suddenly moves forwards, attempting to grab at Rainbow Dash who quickly moves to the side. Thankfully since she was absolutely covered in the shit sludge it was hard for them to grab her. Smirking, Rainbow herself glances towards either side of her, taking in the layout of where they were as she jumps to the side, moving out of their range as she clenches her fists. “Come on! Show me what you guys got!” She shouts, punches her fists together as she stares down all of the cockroach women in the room. The two drones crouch down slightly as Moondancer is the first to move, dashing towards her in a mindless erratic fashion. Rainbow does her best to follow the drone’s movement dodging out of the way; however while thinking the creature was going to swipe at her she was caught of course when its tail swung out, the tip forcing itself in her mouth, eyes widening as she tried to pull away. 


But before she can get the tail out of her mouth she suddenly feels and tastes a warm rush of gas enter her mouth. Instantly making her gag as she quickly tries to pull away once more, however due to the massive size of the tail it was stuck in there pretty well. It certainly didn’t help that as the tailhole expands it forces itself wider and wider. Within a moment a fat log of filth starts to push its way out into her awaiting mouth. Before she can fight and struggle Fluttershy approaches from behind, leaning in close with a quiet hush, wrapping her upper arms around her body while her lower arms grip Dash's hands, pulling her tight against her form. Leaning in close as she licks her lips. "It's okay Dashy just give in~ it'll be fun and enjoyable. Just give it a little taste, yeah?" She offers a small giggle escaping her mouth. Rainbow Dash squirms and struggles as the log pushes deeper and deeper into her mouth. She could feel the warmth pushing off the log and bouncing around her mouth as she pulled her tongue back. It was nearly unbearable, her eyes rolled back as a soft whine escaped her mouth as she still tried to pull away. 


Eventually however the log pressed firmly against her tongue. And as it does… It doesn't taste all too bad. She almost bit down on it, it was an amazingly foul taste. Of course it still tasted like absolute shit and was incredibly foul but she couldn't help but love it, as bitter and sour as the taste was, she just wanted more as her eyes widened slightly. Her struggles grow stronger as she tries to resist the urge to bite down on the log and swallow it. But it was getting harder as more of the filth piles into her mouth, but it was just so good. But as Fluttershy reaches her hand up, resting it on the bottom of the rainbow haired woman’s mouth, giving a few light rubs as she chuckles happily to herself. “Come onnnn you know you want to~” She coos softly, before  pushing softly on the bottom of her jaw. Pushing it up as her teeth graze the bottom of the log. With that the last of her resistance seems to melt away as a rush of lust pours over her body. Making her fully bite down on the filthy log, chomping it down as Moondancer chitters softly, with one swift motion she pulls her tail out of Rainbow’s maw swaying her tail around slightly as Fluttershy chitters once more. Slowly moving forwards as Rainbow Dash munches on the filthy long. Her eyes glaze over slightly while Fluttershy rubs and pets her lovingly.


“That’s right cutie~ just relax, keep moving. We’ll all have fun soon enough~ You like that nice snack our drone friend gave you yeah?~ Imagine how good it’ll be from our queen~” She explains in a soft, soothing voice. One that worms its way deep into Rainbow’s mind slowly soothing and working her over, helping that new mind settle into her head. Of course she could only do so much to her friend’s mind. She didn’t have the same sway over people like Twilight, but with Moondancer’s help she could certainly do a little bit of help. A small chuckle leaves her mouth as Moondancer steadily starts to skitter up the stairs, heading towards Twilight’s throne room. With Fluttershy and Rainbow Dash following close behind. All the while Fluttershy continues to whisper sweet nothings to her.


Stepping inside of the throne room Fluttershy glances up to her queen. Since Moondancer had already sped her way up there she was already at the foot of the Queen’s throne, eagerly serving her cock. Sucking and licking at the tip while she finishes unloading a fat log of bug shit onto the ground. “So it seems things went relatively well hm?” Twilight questions looking down to Moondancer and then back up to Fluttershy who gives a small simple nod to her queen. “Wonderful, bring her to me and we can start the proper conversion process.” Fluttershy nods as she leads Rainbow Dash to the foot of her throne, Twilight waving Moondancer off with a simple wave of her hand. Smiling down to Rainbow Dash, crossing her legs and resting her hands on her lap as Fluttershy kneels her down. Right into the giant pile of filth under her knees. Rainbow Dash stares up at Twilight for a few seconds before something seems to click in her mind. Her dazed look turns to a scowl as she finally comes to her senses, she tries to stand back up. Only for the goop to hold her down as she grunts in surprise. 


“H-hey?! W-what the hell is happening? What did you do to me?” She questions looking around, confused. “W-what did you do to me?” She questions, looking down towards the ground as she grits her teeth. She was still trying to remember but her head just hurt whenever she tried to think so hard. A voice in the back of her head mummering softly. “It’d be easier to just obey.” But she shakes her head. “S-shut up!” She shouts thinking it was Twilight or Fluttershy but as the voice speaks again she soon realizes it was her own. But before she can say anything else Twilight reaches a hand down, pushing a filth encrusted finger up against her lips. Shaking her head with a small chuckle.


“No time for words cutie~ We have quite a bit of work to do~” She coos softly, rubbing the side of her head. Stroking Rainbow’s cheek softly before leaning in, planting a sloppy, slimy kiss on her forehead. “You know, Rainbow Dash. I never really thought about people who might try to fight against me. I don’t know why in all honesty~ I should have seen this coming, but every now and then we mess it up~” She chuckles a bit. “But you see that’s where you come in my lovely little Dashy~ With how fast you are, your movement, your abilities all of them would be great assets to me~ You would be a truly amazing specimen and a great hunter.” With each word Rainbow could feel her mind clouding further. She knew she had to fight against it, but as that filthy load churns and groans in her stomach she can’t help but feel almost enamored by the thought of her Queen’s filth. No, not her queen, she couldn’t fall for that. But looking down towards the sludge clinging to her body she feels her maw start to salivate. Licking her lips, eyes widening as she stares down. But Twilight lifts her head back up to her gaze. A warm smile plastered on her face as she uncrossed her legs, chuckling softly. "Come now let's give it a shot okay?" She questions, and before she can reply Twilight grabs Rainbow Dash's head with both of her hands. Leaning it back slightly to look in her eyes before slamming her head down and right into her head of her tail pushing that tip deep into her mouth before letting rip a nice ground shaking PLLLRRRBBBTTTTTT


As the rush of foul gas fills her mouth and lungs Rainbow's eyes roll back again breaking away more and more at her resistance, a low moan leaving her mouth, muffled by that fat tail. That voice in the back of her head only grows stronger and stronger. Rattling around in her mind a low grunt escaping her mouth as she almost begins to agree with it, maybe it would be best to give in, don't worry about anything else. Just do as she was told, follow orders, capture others and spread the corruption of their hive across the town. It did sound like a good idea, a lovely idea at that how could she say no. But even as she nurses on that fat tail there are small moments of clarity that shoot through her mind. Knowing she couldn’t give in. She just had to keep fighting for a little bit longer. Just a few more minutes. She just had to make it.. Through her feeding. Shaking her head once more she tries to fight through it but as the beginning of a log of shit starts to push out of that tail the rest of that resistance finally breaks away. 


Biting down on the log she chomps off a good mouthful and quickly swallows it down before continuing, repeating this motion again and again as she munches down her meal. Already she could feel her stomach start to bloat and fill, the skin on it hardening into a strong brown chitin. Reaching down with both hands she grasps her belly lovingly, rubbing and playing with it. It was so full of her Queen’s filth her eyes rolled back in sheer bliss at the feeling as she swallowed down log after log. Staining the inside of her mouth and her teeth as they begin to glow a familiar slime green. Drool dribbles down the sides of her mouth, she just couldn’t help but love each and every second of it. But she knew she shouldn't, she knew she should be fighting it. But she just couldn’t help it. She only wanted more and more. Twilight simply chuckles rubbing the top of the Rainbow head. Stroking it teasingly as she continues to pump her vile sludge into her. 


With each mouthful the chitin moves further and further up her body. Covering the sides of her torso, then to her breasts. However strangely enough they seem to stop right below her neck, seeing this Twilight shakes her head ‘tsk tsking softly as she pulls her tail out of her maw. “Oh my dear Dashy, you’re still resisting aren’t you?” Even if just a little bit~ Perhaps you don’t even notice?~” She teases, stroking her head more, getting it nice and coated with her own filth before pulling her hand away. Reaching down she helps Dash to her feet once more, though she seems to sway and wobble on them, dazed and slightly confused as she finds herself looking around. Once again before she could even do or say anything Twilight lifts the girl up, leaning back as she slams her cock deep into her body. Almost instantly her body begins to bulk up, body swelling with muscles as heat fills her entire form. A loud gasp escaping her mouth sending a shutter of pleasure through her form. She was already starting to sweat even more. She was so hot, and it was only getting harder and harder to think. 


As an additional pair of arms sprout from her arms she flexes her forms, clenching her fists as she growls with a smirk. “O-ooohhh~ I-I feel so… Strong~ W-what is this power?” She questions, lifting her hands once more. She felt so strong, so twisted and powerful. Her body was bloated with filth, but at the same time she was pulsing with muscle. Twilight smiles leaning in, pressing her forehead against Rainbow’s forehead. Happy to see her friend giving up and giving in. Finally learning her place, the first soldier in her hive. “M-mrrfff… W-what do you want me to do my queen?” She questions in a low growling tone. She knew she had a role in this hive, yet with her mind and body still shifting and changing she wasn’t all too sure just what it was she was meant to do. When Twilight doesn’t answer the first time she goes to ask again. However her face freezes up, jaw locking as a confused grunt leaves her mouth, lifting her head up slightly as it begins to reshape. She grits her teeth hard even as they begin to sharpen, and her mouth turns and changes into a more vertical slit. A pair of strong pincers on either side of her maw clamp together, dripping with a slick, foul smelling slime. 


The stink wafting off her own body, and in specific her maw kept her in a nice dazed state of bliss and pleasure, eyes rolling back as a pleased moan escaped past her lips. A chuckle escapes Twilight’s mouth as she starts to pump harder and faster. Slamming deeper and deeper into Rainbow’s body. Watching that Chitin spread further up and down her form. Muscle and sweat spreading across each and every inch along with her new armored form. “Ahh, you truly will be perfect my lovely Dashy~” She laughs softly, licking her lips “You asked about your role yes? You have a very special role, my soldier. You will be the one to help spread it even further. You see like you were before, there are many who will not fall in line right away. Many of them will fight against us, refusing our gifts. That is where you come in. You’ll show them the beauty of what we are. What gifts we bring~” She moans out her pumps starting to slow. Rainbow can feel a powerful tingling right on her ass and above her tailbone. Before she can do anything her new tail shoots out, quickly swelling out into an absolutely massive tail. Already she could feel her stomach churning, growing full with filth as she licked her lips. Her tailhole felt massive, pulsing and throbbing hard with each passing moment.


“Y-yesss~ That sounds amazing my Queen~ I would be honored to bring such change to this world~” Rainbow Dash chitters quietly, licking her lips as she thinks about all of her friends, how they could help the hive. What they could be, she was so lost in thought that she didn't even realize her tailhole was starting to yawn open. Pushing out a nice fat long of filth out behind her. Carrying the same filthy glowing green scat that all the others did. It doesn’t take long for both Moondancer and Fluttershy to gather behind the new soldier, digging their hands into the pile of filth. Chittering and moaning happily as they gobble the logs down. Finally as the changes reach her feet it doesn’t take long for them to change into strong, filth covered claws.


With one last firm thrust of her hips, Twilight stuffs her entire length into Rainbow’s body, blowing her load hard. Rainbow’s stomach bloats out right away, filling with her seed. Though unlike the others she wouldn’t lay, at least not as much. She wasn’t a breeder after all, she was a proud filthy drone. As Twilight pulls out Rainbow Dash climbs off of her cockroach Queen, offering an eager salute to her master. Twilight chittering and returning it as she leans slightly on her hand. “Wonderful~ I assume you feel quite strong now. You can feel my gift coursing through your form?” She questions, leaning over seeing the pile of shit Rainbow was still dumping out. Chuckling softly as she nods. “Already pushing out your first load. I’ve given you something special in them~ They’re quite potent and carry a small amount of my gift. They will likely still have to be brought to me if their will is too strong. But you should have the power to do as you wish as well~” She explains offering a curt nod to her soldier. Stretching she picks herself up and turns to look out the window, lightly drumming her fingers against the side of her muzzle. “Now we only have one major question.. Who shall we help next?” She questions looking back to the others, smiling towards Fluttershy, Moondancer and Rainbow Dash. A part of her thought of stopping there for now. But where would the fun in that be? She had to keep going, she had to keep changing. Keep building her hive. She felt amazing with the power, she couldn’t stop here, she wouldn’t. But she still had to figure out just what she had to do~