Chapter 7: Confessions and Sins

The white goddess chuckled as she rubbed a finger across the bottom of her bosom, swallowing another dollop of creamy goodness. Shortly after, she shifted her body slightly, allowing a group of tentacles to shoot out from her back, taking a similar folded position that a pair of wings would. This done, she arched her back as she let out a moan, stretching and threading her fingers together. As she did so, more of her body revealed itself to the congregation, including her navel, her thighs, and most especially her genitals. It was a sight that took the sisters' breath away, and when she finally countenanced their presence, she smiled, whisking her hair from her face as she vaulted from her resting place, revealing her secret glory as more of the cum splashed out.

"Ah, I do apologize," she said as she stretched her legs. "It's just been so long since I've looked upon this world with my own eyes or tread upon it in my own body. I was merely enjoying the euphoria of having my own body again. I hope you can forgive me."

"W-we can," Luna shuddered part of her face flushing red. "But where has Cadance gone?"

"Worry not," Lilith assured, swirling her hand on her thigh to reveal a familiar cutie mark on her glutes. "Sister Cadance is with me, now. She has offered her body to me of her own accord, and I will treat it with respect."

Celestia smiled. "And the children?"

Lilith giggled for a moment. "Children are such precious things. To them, our actions are their greatest mystery. They are told many stories of their creation, yet they never learn the truth until it's too late. Not here, however. While I don't think they should join in right away, they should at least get the truth. Then, when they feel they're ready to try for themselves, we will welcome them with open hearts and free minds."

Celestia sighed with relief as she laid a hoof on her shoulder. "So they will be allowed to witness this spectacle, but will be spared from anything serious."

"Indeed, princess," Lilith replied, reciprocating the alicorn's action. "But before that, I must ask something of you."

"Anything, my goddess."

Lilith smiled as she briefly stole a kiss from Celestia, filling her mouth with her salty flavor. She ran her sticky fingers through her lilac mane, leaning into her as she probed the princess's mouth. Celestia gladly returned the favor, taking great pleasure in getting her first taste of her patron. Then, as she sucked on the white mare's lip, she smiled and stood at attention.

"Though Cadance's body is rife with magic, and your subjects' lust empowers me greatly, I am going to need more power if I am to make aim to make good on this plan of ours," Lilith explained, her body dripping nonchalantly as she spoke.

"And how do you propose we accomplish this?" Luna asked, a blush still upon her face.

"Simple," Lilith replied, running a hand over the moon mare's face. "I would like for you both to stick your horns inside of my body."

The princesses' eyes grew wide then. Though in their experience as members of the COIL, they had performed a wide variety of queer acts, they had rarely used their horns in such a manner as this. They shared a glance, then took their positions at the front and rear of the goddess, the two lowering their necks in preparation. They shut their eyes and nodded towards the goddess, breathing out as they were pointed near their patron.

"And why must we do this, my goddess?" Celestia asked, steeling herself.

"By tapping into your magic from it's source, the influx of raw arcane power should be plenty enough for me to work my charms among the pony folk," the goddess replied, turning as she straddled Celestia's head, her horn stretching out her soaking snatch a tad. "And the best way to achieve that is to induce orgasm from your horns."

Shortly thereafter, Luna joined her sister, shuddering as Lilith's fingers took hold of her horn. She further shivered as she felt her wet tongue drag across its sensitive nerves, already feeling her body tense up. The princesses were becoming ever more apparent to just how wet the goddess' whole body was. Even as she brought their bodies together into a kiss, flicking the tip of Luna's horn with her tongue, parts of her were streaking down both their foreheads.

"You're free to keep those mouths hanging open, my dears," Lilith teased as she began to slip Celestia's lance inside of her. "I'm sure you'll want to savor every drop of this."

It was then that Lilith began her balancing act between the two princesses. To one end, Celestia's horn was slipping in and out of her soaking seminal snatch. To the other, her fingers were wrapped around Luna's horn, her tongue swirling about as she lubricated its length. Her ankles wrapped around Celestia's neck, causing her to cry out as her tongue caught a nice warm drop streaming down from the goddess's roasting loins. Lilith pulled the two closer—practically to kissing distance—as her tentacles began to become more restless. The two princesses had now become her playthings, sharing in a kiss as she held them in place in a sensual vice grip.

As Twilight began to recover from the afterglow of her orgy, she found her jaw soon dropped onto the floor as she saw her idols getting intimate with a white mare between them. If not for the fact that this mare fit the description of the being from Rarity's dream, she would have immediately raised objection. As her eyes adjusted more to fully grasp what she was seeing, her eyes became drawn to three massive shapes in the middle of the ensuing eroticism. Like ripened bananas, three massive cocks dangled before her. One for each of the princesses, and one that unmistakably belonged to the goddess.

Just the sight of them made Twilight's mouth water.

As Lilith bore into the two princesses, Twilight saw potential to try and swallow one of those royal cocks. Hoping that the goddess was distracted, she tried to slink under Celestia's nethers, her tongue just inches away from the tip of that glorious taint. She was mere moments from getting to taste that marvelous mass of meat. Yet, in her excitement, she had failed to be mindful of one thing in particular.

She had failed to notice Lilith had more tentacles at the ready.

Like a cane would drag a pathetic performer from a stage, a pair of lashing lengths wrapped about Twilight's waist, snatching her up as she found herself splashing against Lilith's dangling chest. Quicker than she could process, her muzzle was now buried between two bubbling orbs, a mixture of sweet milk and salty semen now scantly sauntering across her tongue. As she found her face being absorbed by these two balloons, a chuckle rang in her ears.

"You didn't think I'd forget you, did you?" the goddess asked as she began to press Twilight's horn deeper inside of her. "After all, you are perhaps my most loyal of servants. Why would I leave you out of this when you look so desperate for compensation of your hard work?"

Twilight couldn't find herself able to respond, if only for the fact that her mouth was filled with more white things than she could describe. Instead, she could only gurgle as something began to brush against her backside. Her whole body began to shiver as she felt a hot sword stab inside of her, filling her already gaping snatch with liquid warmth, the tentacles bracing her against her body like an opossum as she kept at pace.

With the three alicorns now in place, Lilith began to increase her tempo, her thrusts and shunts becoming faster and more aggressive. The tentacles she'd thrust into the vulnerable vulvae of the larger princesses pulsed and pumped in more rapid succession, barely leaving either them a moment to breathe. The titanomachy that took place was a sight to behold, the three princesses at the mercy of a debauched deity. The glow that would normally come from a unicorn's horn during arousal was now replaced a black miasma that began to swirl inside the white woman's body, blending into an even gray. The two sisters began to cry out, unable to hold back the pressure Lilith was pushing onto them as they grit their teeth.

Then, in a harmonic wail, the magic of the three princesses spilled into the goddess, filling her frame with a black mist that coalesced into a large, throbbing mass. Like some form of virus, it spread across her body as she released them both, sending shivers though her body as the energy pushed around her, causing her body to stretch and warp. All the while, Lilith groaned, holding her stomach in a way a mother might do with her unborn child. She kept one of her hands firmly clasped to her pelvis, as if trying to keep it all inside of her as she cried out.

"It's so big," she whimpered as she wearily attempted to stand back up. As she walked, she seemed to be coming apart as that dark, raw alicorn magic tried to push it's way out. Even as a liquid construct, she seemed to be sweating in distress as she grasped a railing nearby. "I'm not sure if I can hold it all in... I feel like I'm going to burst any second now!"

Quickly, Applejack and Rarity braced themselves against their patron, guiding her up the stairs as she continued to whimper.

"Thank you, girls," she muttered, a weak smile on her face. "I don't think that room could hold me."

The three of them hurried to the surface, wasting as little time as possible as Rarity threw open the door. With a sickening plop, the goddess collapsed onto her knees, eliciting gasps from passersby as the black blob continued to spread outward through her body. With a deep, pained cry matched only by the laborious howl of childbirth, her body began to spill out, splashing forth and expanding like mad. Like a silvery tsunami, she surged outward, a massive spire erupting from here her body once stood.

For a brief instant, the two girls could see Cadance's body, limp and listless as her body was continually caressed by the several liquid cords lapping at her hide.

Soon enough, the other four girls, alongside the remaining two princesses and their charges, took to the surface, amazed and aghast to see the object of their hard work finally come to fruition. They watched in awe as their goddess grew upward and outward, her body towering over the town as she began to let out a deep, high moan. As Lilith marveled over her completed form, so too did her followers, as their bodies began to flush with excitement, the flames of their lust being fanned by the mere sight of her. They began absentmindedly stroking their sexes, their eyes never leaving that unholy beauty before them. Celestia could only look on in astonishment, her mouth hung wide open.

As Lilith began to walk, ponies in the streets who had begun to flee suddenly stopped in their tracks. Their screams died down as they began to burn brightly with bewildered embarrassment. They looked first to the goddess, and then to one another, the fear that once filled their hearts now being replaced with desire. Though the titanic temptress loomed over them, they seemed to slowly care less of her. Instead, they moved towards one another, their eyes meeting as they began to heed the nagging whispers Lilith seemed to be supplanting in their consciences. Pairs of lips began to meet, screams of delight replaced those of terror, and a cacophony of copulation commenced.

Princess Celestia couldn't hide her hubris any longer. As she looked on to the spectacle of sex that took place right at her hooves, she felt a distinct pride in seeing her desire come true. To her eyes, it was a beautiful sight to see her subjects sharing the sensual stimulus that she had been granting to many ponies in secret prior to this. No longer suffering the bondage of taboos, they were letting their deepest desires surge forth, their blissful lust funneling into Lilith as they cried out with joy. And Lilith stood sentinel over them all, a smile crooked upon her face.

Of course, as is oft the case with events such as these, somepony had to have the audacity to challenge this new world order.

Octavia "Melody" Philharmonica and Vinyl Scratch descended from their tenement, and both looked equally surprised to see so many black cloaked mares and stallions just in front of their doorstep. However, the sight that stole the most words from either of their mouths had to be the fact that not one, not two, but three of the Equestrian princesses appeared to conspirators towards this congregation. Though Vinyl's silence was more of amazement at seeing so many ponies in such weird attire—to her, it looked more like attire for a rave party—Octavia's was of pure distress, incredulous towards the idea of the royal court being associated with such a common, vulgar, sick, licentious crowd.

"What is the meaning of this?!" the earth pony spat. "What are you doing here with all these perverted ponies?"

"Isn't it obvious?" Celestia impishly tittered, her eyes briefly glancing to Twilight. "I'm merely helping to spread the magic of love and friendship to my little ponies."

"By loosing a giant monster upon Ponyville?!" Octavia rebuked. "Do you even realize how crazy you're acting right now?"

"Well, you know what they say, Octavia," Twilight said with a crooked smile. "Love makes you do crazy things!"

As Twilight put a hoof to her shoulder, Octavia's eyes began to widen, sweat beginning to bead off her forehead as she attempted to push Twilight away. Driven mad with lust, Twilight wasn't about to have any of it. The junior alicorn kept trying to force her way upon her, in spite Octavia's clear disapproval. Soon, she had the earth pony on her back, pinned down by her forelegs as she used her rear legs to spread her captive's outward. As Celestia and her fellows had done with one another, Twilight locked eyes with Octavia, intent on bringing her in on the fun.

And yet, as she made eye contact and attempted to bore into the bassist's brain, there was a definite feeling of refusal as she did so. No matter how hard she stared, she was being rejected by some force inside of the mare. What had in a brief moment been the windows of her captive's soul now stood as a mirror of her own. She now began to see herself in those eyes, and just how far she'd come in so few days. Then, her conscience suffered a vicious riposte of clarity.

She was but mere moments away from raping somepony to win the affection of her senior. She had spent the past few days touching her friends in ways that had only just now weighed their full gravity upon her. Whether directly with Rainbow Dash under Lilith's sway, or indirectly with Applejack, she'd been forcing them into acts without their consent the whole while.

What were once the eyes of madness then softened as she released Octavia, hanging her head in shame before Princess Celestia.

"Is there something wrong, Twilight?" Celestia asked, herself now visibly worried.

"There is, Princess," Twilight sighed as she pointed wearily towards Octavia. "I've been reduced to molesting somepony."

The princess' eyes widened as she looked between her former student and the earth pony. Her once stoic facade began to show cracks as she too began to feel a tidal wave of dismay surge through her. She turned towards Lilith, whose lumbering form left massive footprints in its wake. In that terse, yet tense moment, the solar matriarch slowly began to reach that same realization that Twilight had. As it sank into her conscience, her heart soon followed, her own head hung in shame.

"...Oh?" she shuddered, her voice now trembling as she tried in vain to not make eye contact. "Oh…what have I wrought upon you all?"

As the cultists looked to their high priestess, they too became acutely aware to the disquiet of what they were committing. They felt that same sense of shame and embarrassment as the princess, and the pang of remorse that Twilight had stung them all deeply in their hearts. Eventually, the solar mare shed a tear and turned her head up.

"I have loosed a daft goddess upon this world," she sighed. "What I had intended to be the start of an era of love and peace has instead become a harbinger of wantonness and sin"

Twilight placed a hoof on her former teacher's chest.

"Don't worry, Princess," she whispered, bunching up close. "There must be some way that we can fix this."

"There is," Celestia agreed wearily. "But we'll have to come up with a plan, and the way she is now, we cannot leave Lilith unattended."

"That won't be a problem."

Suddenly, the congregation turned its attention towards three unicorns. Two of them were mares color a distinct shade of lavender, their manes streaked with pink. They both shared a similar form to one another, wearing near-identical mane styles, but while one had a solid coat, the other had a visibly striped coat. They also had similar cutie marks, with one being a heart with heart-shaped water droplets falling into it, and the other being a heart with a sword stabbed into it.

Between them was a unicorn stallion bearing a coat black as coal. His mane was a mix of steel and scarlet, his eyes bearing a garnet glimmer. The mark upon his flank was of three fox-like tails bundled together, their palette close to his mane. He briefly curtseyed before the princesses before the he gave a confident smile.

"I suppose I should make this short, seeing as we've not got a lot of time on our hooves," the ebony unicorn chuckled. "My name is Nine Tails. I am a professor at the School For Gifted Unicorns, and I couldn't help but notice the colossal cum creature standing at the horizon. It took me a moment to notice, but my two lovers were able to sense something was amiss right away."

The elder of the two unicorn mares stepped forward, taking a brief wink as she took Celestia's hoof.

"Soaking Wet," she cooed calmly. "It's an honor and a pleasure to meet you in pony. Although, to be honest, I hadn't expected it to be under these circumstances."

Celestia dryly tittered in response as her gaze was turned to the junior of the two unicorns.

"And this is my sister, Sensual Endeavor," she continued. "As Nine Tails pointed out, the two of us are… close."

A dead silence followed. Among the din of moaning ponies, a cough was heard. Most of them were unsure of how to feel about the situation. However, Twilight came to notice something.

"Wait a minute," she said with concern. "How is it that you three aren't all having rabid sex like all the others?"

"Oh, that's easy," Sensual Endeavor giddily squeaked. "The three of us deal with this kind of stuff all the time, so it doesn't really affect us as much."

"And what about me?" Octavia interjected. "Fleur De Lis looked straight into my eyes, and I didn't feel a thing."

"That's because you don't have a libido, Octy," Vinyl snickered, before being silenced by a deathly glare.

"In any event, we'll buy you some time," Nine Tails told the solar princess. "Just be quick about it!"

"We will, professor," Twilight replied, a hopeful smile on her face.

As quickly as they arrived, the trio of ponies ran in pursuit of Lilith, leaving the two bystanders and the cultists alone in the chaos. Quickly, the high priestess filed the crowd inside the compound, her eyes focused on the creature that she helped unleash.

"For this kingdom, I must stop this thing at any cost..."

***

As the Princesses looked upon their subjects, a large book laid before them, its pages splayed open as Celestia cleared her throat.

"If we are to put a stop to this mad goddess, I must first teach you all of her origin," Celestia started, her hoof against the page. "In olden pony times, Lilith was a major deity of romance and fertility. Her divine onus was to bless the young and fruitful with her gift in preparation for the spectacle of intercourse, and the miracle of creation. She would visit mare and stallion alike in the form a curvaceous courtesan, showing them the ways of love making, taking her leave not long after.

"However, as time wore on, she became more interested in the act of sex itself, rather than the purpose it had. Soon, the visitation of mortals wasn't enough to satisfy her lust. She began to molest both god and mortal alike, taking them into the throes of estrus in as many ways as she possibly could. Day after day, without a moment's pause, she ravished with reckless abandon, even discarding her original guise in favor of a form more able to please and be pleased.

"Soon, all of creation was under threat of domination beneath her mercurial heel. Without any way to stop her, both gods and mortals felt as though they were going to be forever trapped in an orgiastic prison with no means of escape.

"It was then that one of the mortals formed a ingenious plan—If Lilith's sole desire was to romance anything that moved and steal the purity of all she crossed, then they would offer her a mare so fetching and pure that she would have no choice but to stay with her. Through a bid with the gods, the two sides agreed to perhaps the smartest gambit either side had ever thought of.

"Soon enough, a trap was laid. A maiden fair and pure laid bare in a field, just ripe for the taking. Her body was ready, and she made herself look as enticing as possible. Naturally, it wasn't long before Lilith found her. But where so many other mares and stallions had their innocence taken by force, this mare had given hers willingly, letting the goddess please her in ways only a willing virgin could be pleased. Their courting lasted for many hours, and their ecstatic cries echoed across night and day alike. When their matrimony finally concluded, the exhausted deity was finally vulnerable.

"The gods swiftly took action, binding her to the form she had chosen to adopt and sealing her away in the very cauldron you see now, the flames of her insatiable lust forever keeping it warm until somepony was tempted into opening it anew."

The princess finally took a deep sigh.

"As you might expect, I was foolish enough to let myself be tempted by her."

All this time, her subjects remained quiet, the looks upon their faces filled with shock, horror, disgust, and any combinations thereof.

"So, in order to stop it, we need to find a virgin willing to give herself to Lilith?" Twilight asked, her eyes scanning the room.

The princess nodded. "It appears that is the only way."

All eyes began to turn to Octavia, who began to burn the brightest shade of red she'd ever burnt in her life.

"Oh no, I do not like where this is going!" the bassist blurted. "I am not about to sacrifice my dignity to that…thing!"

"We don't have a choice, Octy!" Vinyl countered. "One of us is gonna have to take one for the team, and considering a lot of Ponyville right now is in a fucking frenzy, we don't have a lot of volunteers!"

"I don't care!" Octavia shouted back. "That thing is massive! It could probably kill me if I tried to bait it!"

"Actually, that's not quite true," Celestia interjected. "Though Lilith as she is now is a solid construct, she is made of a large amount of liquid. Thus, in the event she did drop down upon you, you'd more than likely just get sucked inside. Once you're inside, you need only find her center of mass. There, you should find Cadance and—"

"Wait, so that thing is being controlled by Princess Cadance?" Octavia sputtered.

"Less being controlled by her and more being hosted by her," The princess corrected. "In essence, she is Lilith's 'heart'. She is the linchpin that holds her form together. Thus, should the willing maiden find herself inside Lilith's body, she would need only to reach Cadance and engage in direct intercourse. Once climax is achieved, Cadance's body should separate from Lilith's, causing her to come apart and allowing us to seal her again."

"And you're trusting me to be the one to do that?!"

"Time is short, Octavia," Princess Luna chimed in. "If we do not act soon, Lilith's power and size shall grow exponentially. She will be able to cross the breadth of Equestria if she is not stopped before reaching Canterlot. If she makes it far, then we may become demons from the sheer amount of lust that will inevitably pour into the land."

"Well, you have only yourself to blame, Your Royal Highness," Octavia scoffed. "I am not about to sacrifice my dignity to undo a foul up that you lot allowed to happen!"

A pause hit the room.

"So you would rather let a horny giantess go stomping about Equestria—and likely even further out—then take one for the team and finally see what all the fuss is about?" Vinyl asked, a look of genuine concern on her face "Never mind the rampant sex that this bitch is gonna spread in her wake; there's also bound to be a metric flankload of property damage, quite possibly the largest baby boom in our country's history, and goodness knows what else, which can now only be controlled by the willing sacrifice of a single mare!"

Vinyl looked to her roommate deeply, her violet eyes staring her down.

"The point is, we're short on time, and right now, you're probably the only pony who can save us all," she finished, her voice deprived of all humor. "And if you won't, then everyone, including us, will suffer the agony of sex eternal."

As Octavia's eyes caught the stares of almost a hundred stallions and mares, she began to cringe. Her cheeks began to burn as she looked upon their eyes. What were once wide, wild eyes of madness were now deep, dark pits of concern. As her own eyes gazed into them, she felt a pang of sorrow. It was like staring at a herd of wounded deer bearing pleading looks across their face, or a bunch of malnourished puppies simply asking to be fed.

It wasn't helping that what to be her inner voice of reason was screaming at her to turn away. And yet, she didn't know which voice to listen to. One was telling her to doom an entire nation just to protect herself, and the other was telling her to do just the opposite. Both made cases for one another, but she could only side with one of them. Though it flew in the face of all which she stood for, she could not doom thousands to the fate she desired so greatly to avoid.

And so, with a deep breath and a deeper sigh, she spoke.

"I suppose that I have no choice," she groaned, a grin of defeat upon her face. "Vinyl, if you would be a dear, I believe I'll be needing as much of your audio equipment as you can spare."

"Why's that?" Vinyl asked, cocking her head.

Octavia gave a wickedly elated smile.

"We're going to show this bitch how we do things in Ponyville."

***

A few minutes more, and amongst the calamity of carnal equines, a massive tower rose in Ponyville's town square. Stacked as high as eight or so ponies could manage, several subwoofers and speakers now stood high atop the town. At its peak stood a mare who had chosen to sacrifice her dignity and purity of self for the sake of millions. She bore a smile of sardonic determination as her eyes looked upon the creamy colossus that stood at the border.

"Is everything ready down there?" she called out, looking down from her perch.

Twilight flew up to Octavia's position, a pair of ear muffs and goggles in her arms.

"We're ready when you are," she replied, handing the headgear to the bassist. "Vinyl wanted you to have these; it's probably going to get loud."

Octavia smirked, equipping herself. "That's the idea."

Twilight gave a hopeful smile.

"We'll regroup with Professor Nine Tails and get her over," The junior princess said as she turned about-face. "When you're ready, just yell for it."

Octavia nodded, spreading her legs apart as Twilight descended to meet the others.

"Alright, girls," she said as she flapped her wing, her tentacles slithering behind her. "Let's give this bitch a taste of her own medicine."

And so, six mares charged into the direction of the white giantess that stamped her seminal feet across the town. Her body juddered with each step, and her tentacles groped many buildings, intent on introducing the unaware mare and stallions inside them to her wondrous power. Twilight and company dodged numerous bits of Debris, and Pinkie made quick use of her boon of duplication to avoid the newly-falling chunks of tiles and stones. Rarity and Twilight ran abreast, their horns adjacent to one another as they channeled their magic collectively towards the goddess. Applejack and Rainbow Dash were once again in tandem, and Fluttershy had taken the form of a falcon to follow them.

Professor Nine Tails and his assistants continued to circle around Lilith, trying to keep her from leaving the town border. Though they had done a good effort to keep the daffy deity at bay, the two mares in the professor's trio were now wrapped in Lilith's coils, at the mercy of her slimy lengths. As his ears drooped to the sound of their semi-reluctant moans of bliss, things looked bleak. Then, as the bearers of the Elements of Harmony entered closer into view, a small glimmer of hope shined in his eyes.

"Oh, thank goodness you're here!" he called, out of breath. "I hope that you lot have a plan, because I'm afraid ours has gone a little south."

"We do indeed, professor," Twilight said confidently, her extra appendages idly swinging behind her. "I suggest you cover your ears and follow us."

"Why might that be?" the professor quipped, his eyes vaguely following the wriggling lengths of the alicorn princess.

Twilight simply grinned. "It's going to get very loud."

Confused, the ebony stallion followed the lavender princess, regretfully abandoning his companions. Applejack and Pinkie helped to guide the professor, with Fluttershy, Twilight, and Rarity running interference.

With concentrated beams to the her loins, the two unicorns guided the goddess towards their trap, baiting her with jolts of pleasure whilst dodging her own assaults against them. Bolt after bolt stuck into her liquid form, causing it to judder and jiggle with each volley. Like a carrot tied to the end of a stick, Lilith was kited toward the girls' set up.

Octavia's eyes glanced up, and a smirk crawled to her face.

"What took you so long?" she chided, wiggling her flank tauntingly. "I was sure I was going to have to start dancing with myself."

"Is it time?" Twilight called out. "I don't think we can hold her for too long!"

"Not just yet!" Octavia called out, still doing her one-mare dance before the deity. "See if you can get her closer!"

Twilight gulped and nodded to Rarity, the two unicorns flanking the two sides of the speaker tower. With a combined burst of energy, Lilith froze in place. Her eyes rolled back as she was reduced to kneeling, her head just barely grazing the tower as her whole body splashed down. Fragments of her form flung off into the distance as tiny rivulets drooped from her extremities.

In the periphery of her blurred vision, a gray wriggling blob floated about. As her senses returned, a fresher scent graced her nose. That smell of a yet unclaimed mare drifted to her, and it quickly secured her attention. Her sights became set upon the presenting pony before her, propping her body up with her hands. Lifting herself up, she turned about face, taking the tower carefully in her gooey hands as if it were a massive penis.

As a shadow was cast down upon Octavia, she brought her gaze higher, staring into the puffy abyss that rose above her. Though part of her mind was still screaming at her to back away from what she was doing, she knew it was too late to retract her decision now. She simply swallowed her tongue and prepared for the worst. As drops plopped around her, she shut her eyes and opened her arms, ready to be swallowed by those flared folds like a sacrificial lamb.

As the fleshy portal drew ever closer, she giggled a bit, perhaps as a reflex of her own deep-seated aversion to what she was about to do. Truth be told, she couldn't decide which was scarier; the fact that she was going to give up her virginity, or the fact that she was going to give it to this massive mare that now loomed above her head. She couldn't do much but giggle wickedly to try and take her mind away from it.

As she felt herself pass through the gynecological gateway, she took a breath, making a gesture towards Twilight to start her half of the ritual. She did not want to call out to Twilight for fear of alerting the titan to their plan, so she instead made a more physical signal that she was ready, placing her hooves over her ears and hoping that the intended message got through to Twilight.

Thankfully, Twilight was astute enough to notice Octavia's signaling, and made a similar motion to Rarity. Rarity nodded, following the cabling to meet up with Twilight at the console. The rest of the group slowly came together, the professor being the last to arrive, his eyes still fixed on his flailing female companions. Earmuffs and goggles were passed around like candy, and they equipped themselves properly for what was going to be the most daring endeavor they had ever gone through.

When everyone was ready, Vinyl approached the console with a slightly solemn, slightly excited face. She had done things like this many times in the past. Only now, many lives were on the verge of being swallowed in a sea of estrus. Even in the chaos, however, she felt a certain pride in being allowed to become the heroine of the piece. With a smirk, she said four words.

"Let's wub this shit."

Mashing her hoof into the console button, Vinyl brought to life the massive tower before her, causing the massive spire to erupt in sonic force. A load squeal of pleasure shook the town, threatening many of its windows with the chance of shattering as Lilith bore down on the decibel-endowed dildo, taking it deeper into her body. Her tentacles began to relax their grip on Soaking Wet and Sensual Endeavor, dropping them right into Nine Tail's range for him to catch in his magic.

Narrowly evading the descending deity, the ponies watched in awe as her squeals nearly drowned out the oscillating music now juddering the whole of her being.

Phase one had been completed, and now phase two was set to begin.

***

Octavia could barely concentrate in the field of sound that now surrounded her. Much of the world around her was erratic and shaky, filling in the field of white with flecks of assorted color. Octavia's breath was held, and she began to swim, following the bubbles as she began to make out a distinct squeal among the many noises. Her eyes opened slightly as she followed the trail of noise. It was like tailing faeries in a fog. Following what little indicators she could, she followed the current upward.

As she paddled her way through the spunk, the oscillations began to die away, giving way to the gasps of a lone mare, muffled slightly by the liquids around the bassist. With greater fervor, Octavia scrambled to that noise, determined to stop the madness around her as expediently as possible. Amidst the kaleidoscopic menagerie, a more definite periwinkle shade was in Octavia's sights. She could see Cadence, bound by silvery liquid chains, her body being teased by their contact in every spot possible. She was flushing with red as her body remained splayed around in her little pocket of air.

With hardened resolve, Octavia kicked faster and faster, breaching her way inside the sphere of air like a breaching dolphin. In that instant, the whirring and whining of electronic music died away, leaving only the sounds of their breaths to fill the dead space inside. Cadence's eyes drooped down to address the earth pony, her wings at full mast as her body flooded an even deeper shade of red. Octavia looked upon the princess, her cheeks burning brightly as she discovered the mare was erect in more ways than one.

"Thank goodness," the periwinkle princess gasped, her body pulled taut by the lengths wrapped around her. "Are you here to rescue me?"

Octavia nodded slowly, her eyes still fixed on Cadance's colossal cock.

"I didn't expect it would be in quite this way, but yes," she panted. "Just let me catch my breath; I had to swim up a good distance."

Cadance didn't object. She too was at the mercy of the beast that surrounded them. She had bigger problems to worry with than a pause for breath.

Octavia made her gasps terse and shallow, slowing down with each subsequent breath. Her vision became clearer, and her senses of hearing and scent became sharper. She felt more alert and alive now, and as she looked to Cadence, she made a loud gulp as she approached the mare.

You can do this, Octavia, she murmured in her head. "You just have to ride that… thing attached the princess. Just close your eyes and nature take its course."

Steeling herself with a few more breaths, she approached the restrained mare, straddling the enormous erection before her, gasping as her dormant labia began to pull apart from its contact.

"Please," Cadence pleaded. "Be gentle with me."

"I will certainly try," Octavia murmured, pressing her lips against those of the princess. "It's my first time, though."

Cadence nodded as best she could, and Octavia began her initial descent down the princess' glossy goober, gasping as its girth ground against her pubic bone. She inhaled sharply, drawing out a long moan as she continued to bear down on the behemoth bulge. She began to hold her hooves against the shaft as her eyes rolled into her head.

Though it was a sound shared only between the two of them, the caterwauls that crept from Cadence and Octavia rebounded ceaselessly in their little pocket of protection.

The old Octavia would never have dreamed of performing such base and vulgar acts. And yet, as she began to swim in so many pleasurable hormones, she felt her old self burn away, her mind now welcoming an ever-burgeoning sense of clarity as a euphoric high filled her.

The mare Octavia had once been was gone now. The new Octavia was beginning to taste freedom for the very first time.

And that freedom tasted oh so very sweet.

***

Outside, Twilight and company watched as the seminal goddess seized up. Her back arched inward as her erect phallus begged for attention as she wrapped her slender fingers around the shaft. Not caring for who was watching, she pumped her penis promptly, letting out raspy, immodest moans for all to hear as she continued her strokes down the auditory dildo.

With their former matron now definitely distracted, the rest were free to watch and discuss. Twilight turned to Princess Celestia, anxiety building in her as she tried to summon the courage to speak her mind. This was perhaps her only chance to spit it out, now that she was finally lucid.

"Princess?" she asked, her voice slowly dying of embarrassment. "I have something I need to get off of my chest."

Princess Celestia looked to her student, a hopeful smile on her face.

"Yes, Twilight?" The princess asked, holding Twilight's chin.

"There's a reason why I went through all this, Princess," Twilight sighed. "It wasn't just the wild sex, or the fact that I was under a magic oath to you, but the fact that you were the one behind it all."

"I'm not sure I follow," Celestia replied, blushing a bit.

"Truth be told, princess, I've always held you in high esteem," Twilight continued. "To me, you're the most important mare I've had the pleasure of knowing. Ever since I was a filly, I've looked up to you for guidance, always hoping to earn your praises and grow closer to you as a student."

Nearby, Lilith continued to pleasure herself, taking one hand from her dick in favor of tweaking one of her sopping nipples.

"In a way, I've always feared letting you down. I've always wanted to please you in any way I could, hoping I could be rewarded for my hard work by the end of it..."

The goddess' breath came increasingly more erratic and frenzied as she continued to pump her loins upon the speaker shlong whilst stroking her own in rapid succession.

"I've always had this desire to be with you, Celestia," Twilight sighed. "To be by your side, huddled in your bosom like any beloved would."

Both Twilight and the Princess felt their bodies light up a delightful shade of red. Lilith continued to masturbate furiously, her cries threatening to shatter windows with how loud and aggressive they were becoming. Her body was starting to form massive bubbles, and veins began to appear where there were previously none. Her white body was beginning to turn a shade of pink as she knocked her head back, her off-hand now holding her chest as felt ever greater stirring from within.

"I guess I'm just trying to say that..." Twilight paused, her throat feeling particularly dry as she strained herself for words. "I love you."

Before the princess could reply to Twilight's statement, a piercing shout filled the air as Lilith's orgasm exploded outward. Before any of them were even vaguely aware of what was happening, the ponies who were unphased by Lilith's power were plunged into the pearly depths of immeasurable amounts of cum. Swallowed by a silver tide, ponyville was awash with whiteness, swept up into a carnal current that carried them elsewhere. As Twilight and the others surfaced, they quickly began to notice familiar faces amongst the throng.

Lyra and Bon-Bon clung together in a lover's embrace, sharing what they thought would be their final kiss. Their front legs were wrapped around one another, braced against their backs with wandering hooves. They weren't mindful of who was watching them as they greedily swallowed each other's tongues, sharing each other's breaths as they turned their heads to better share their palettes.

Lotus and Aloe were much more joyful, rubbing the strange goo into each other's coats as if it were a newfangled beauty product. The whiteness began to smear into their blues and pinks, making them glisten in the sunlight as it matted into their hides. They seemed equally flippant of their actions, simply enjoying their own personal time together.

But amongst all the entranced ponies, Berry Punch's reaction was by far the strangest. She seemed to be swimming in the river of cum, scooping up generous gulps into her mouth like a dolphin surfacing for air. She seemed to be enjoying herself the same way a pig enjoys rolling in the mud. She may have been drunk, but Twilight certainly couldn't tell. She was more concerned with riding out the waves.

A few minutes passed, and the waves began to ebb slower and heavier as it began to dissipate in the more open fields around the town. Twilight and the others tried to swim to a pole or some other stable structure to hang onto as the current slowly began to slow, a white body spilling out from the tide. As the string of ponies washed ashore near the goddess, they looked upon the mess that had become of the town. As the villagers looked dazed and confused at the blanket of white that covered their town, most were at a loss for words.

That was with exception to Octavia, of course.

As she laid cuddled near Cadance, her hooves near her beating breast, Octavia looked to the sky, a bright, peaceful sun greeting her. A sense of satisfaction flowing through her veins as she thrust a hoof up into the air in triumph.

Vinyl dashed up to see Octavia, eyes wide as she rushed to her side.

"Octy!" the DJ cried out, "Are you alright?"

Octavia said nothing at first, simply nodding her head and smiling.

"How did it feel?" Vinyl asked, helping her up.

"It felt amazing, Vinyl," Octavia replied. "Awkward, a bit wonky, and certainly not what I anticipated, but amazing, nonetheless."

Vinyl Scratch and Octavia hugged, and as the other citizens began to look to one another, they eventually just dismissed it all with a shrug and resumed intercourse as if nothing were wrong.

Twilight and Princess Celestia looked to each other, a burning shame in each other's eyes as they inched closer to one another. They tried to face each other, but they couldn't help but stick to periphery glances toward one another.

"Twilight?" The princess squeaked in a rather unbecoming, shamed tone.

"Yes, Princess?" Twilight asked, kicking up some dirt idly in her hoof.

"I just wanted to say... I share the sentiment."

Twilight's jaw began to droop.

"If I'm to be honest, I've held a similar endearment to you for some time now," Celestia continued. "I've watched you grow from a young filly into my most prized pupil. I've received several letters of you learning and growing as a young, productive mare of society. To see you achieve so much in such relatively small time has honestly been the most stunning achievement I've accomplished in years."

To say Twilight was tickled pink would be an understatement.

"I've been holding things like this back for ages, Twilight." Celestia looked to the now exhausted body of Lilith, now prostrating before the town. "I feel it is this overwhelming restraint that allowed Lilith to beguile me in the first place. I was so obsessed with keeping that sordid facet of me sealed away that she found the one link in her chains I had overlooked. She managed to convince me to cut loose and set in motion this whole daffy dilemma."

The alicorn approached the deity, holding her chin up.

"What good would dooming her to the same fate that I had doomed myself to for eons do?" she asked. "If anything, I think we all learned a lesson from this."

"We have?" Twilight and Lilith asked in reply as the rest of the mane six converged.

"Indeed," Celestia said as she helped Lilith onto her weary feet. "Nothing good can come from holding back one's urges. It only gives them more incentive to break loose and cause even more trouble than they should. Instead, they require natural outlets to be let loose in, and explored to satisfaction."

"I see..." Twilight said, her coat now flushed so red that it almost became more pink than purple. "So what will we do with her?"

Celestia smirked. "I have my plans for her. But for now, I think it's time we settled this unresolved tension, then clean up the mess we've made."

"W-what do you mean, Princess?" Twilight stammered, practically shrinking into an insecure little ball.

Celestia then silenced her student with an impassioned kiss to the lips, wrapping her forelegs around her as she playfully pulled her down into her embrace.

It was then, in front of the weakened deity and Twilight's friends, that they publicly made their love for each other truly known.

***

And thus, after perhaps one of the most massive orgies Ponyville had ever known, the town began to restore itself to status quo. After several hours worth of cleaning and repairs, Princess Celestia was now in Mayor Mare's office with a scroll at her desk. It had been opened, the wax seal frayed apart as she mayor read it over.

"I see," the tan mare of artificially greyed mane affirmed as she rolled the scroll shut. "So I assume you're taking measures to prevent a repeated incident?"

"Yes, Mayor Mare," Celestia confirmed, nodding briefly. "I have given the book to an expert in the field in which it details."

The mayor cocked an eyebrow. "And what of Lilith?"

"She's being moved to someplace where she can… indulge herself without disturbing anypony."

"And where might that be?"

Celestia simply smirked. "You'll know in due time. In any case, I must take my leave. I've an appointment with Twilight, and I simply mustn't keep her waiting."

The mayor was about to say something, but was quickly silenced by the closing of the door in front of her.

***

Night had begun to fall as Princess Celestia and Twilight lay cuddled next to one another. A plethora of papers lay scattered around the two as several hastily-scribbled notes whilst the two nuzzled each other.

The two were quiet for a while, simply enjoying each other's company, before Celestia decided to break the ice.

"So, Twilight, how was I?"

Twilight froze. Her mind began to short-circuit, the gears grinding to a halt as the record that was her train of thought abruptly skidded off-kilter. Her mouth tried to form words, but almost all of them slurred into an incomprehensible mess of mumbling as part of her secretly wished to melt away at that very moment. However, as her mind scrambled, a fail safe soon came through, and she began to slowly laugh off her mentor's question.

"I assume you liked it, then?"

Eventually, Twilight settled on merely nodding, resting her head upon Celestia's breast and sighing to herself.

"I'm glad to have finally gotten my chance," Twilight murmured quietly. "It makes me feel…complete."

The elder princess giggled.

"I'm just glad that we've finally established our relationship," Celestia said happily. "I was honestly getting of having to hide it."

"I know, Princess," Twilight sighed. "I'm glad we're finally by ourselves for a change."

"You know, I'm standing right here."

Both the princesses practically leapt from their hides as their eyes turned to Spike.

"How long have you been here?" Twilight squeaked in a manner that the princess couldn't help but giggle at.

"About five minutes," Spike replied, shrugging. "I was just about to leave, anyhow; just wanted to let you know we have to start making plans for Nightmare Night."

"Oh...kay," Twilight shuddered as she slunk back. "Can it wait a few minutes?"

Spike simply shrugged and walked away.

Once he was out of the room, Princess Celestia let a lewd grin creep upon her face.

"So, Twilight," she giggled, her hoof trailing her former student's chest. "What say you to another roll in the hay?"

"Roll in the—" Twilight paused, before realizing what Celestia meant. "Oooooh... I think I get the idea..."

The two then proceeded to stand, walking to Twilight's bedroom. As the two of them prepared for another sensuous romp, Twilight placed a sign on the door before closing it.

On the sign read for simple words.

DO NOT DISTURB

BRAINSTORMING

Author's Note

And with that, our story concludes! I might add a bonus chapter at some point, but as is, it's good and done.