Ex-Smooze Me! Please!

Lesson 6 - Grime time

Fluttershy flew as hard as she could. She was a little wobbly, but as she picked up speed she knew that she was going to make it. The door grew larger as she approached it, climbing through the strange inky blackness. Her ribboned hoof pressed against the trapdoor, and it budged. The other pony hadn’t locked it!

For the first time in days Fluttershy saw sunlight as golden beams poured through holes in the dusty shed. She timidly peeked her head up through the trapdoor. She was almost free! All she had to do was make it out of the shed, and fly to one of her friends. Applejack lived the closest, maybe she would try for Sweet Apple Acres first.

Fluttershy slowly and quietly stepped out of the trapdoor, and into a dusty sunbeam. She had to be careful. Shaking from fear, she carefully closed the door. A loud rumble permeated the shack, and Fluttershy shrieked as she found herself clinging to the rafters.

She took a few heaving breaths to calm herself down. It was okay. It was just an earthquake. She whispered to herself to bring her confidence up. “You can do this Fluttershy... Just make it outside.”

The sound of her voice calmed her, and she glided to the floor. She could do this. Sure, earthquakes were weird. But they weren’t as weird as that horrible changeling who did those awful things to her. Awful things like touching her, and calling her kitty. And things like softly nibbling up and down her coat as she massaged Fluttershy’s most tender parts.

Fluttershy paused in her efforts, caught in thought. She imagined the other pony, how it would touch her and make her feel. Fluttershy relaxed. Why had she been so tense and afraid just a moment ago? All she needed to do was lie down and touch herself. She looked down at her hoof as she reached between her legs. She saw a blue ribbon.

Fluttershy shook her head, remembering what she was doing. This was bad. She had to get out of here, now. She didn’t have the time to be scared. She wasn’t sure how long she could focus. She opened the door and stepped out into the light.

She was momentarily blinded as the bright day was too much for her sheltered eyes. She couldn’t let that stop her, Angel was counting on her. Fluttershy began to run, escaping that horrible shed. The warm grass and fresh air had never felt so good. Fluttershy felt joy well up inside her as she galloped. She was free!

The ground rumbled again, tossing her to her knees as the earth shifted beneath her. Fluttershy squeaked and her wings locked up as the grass split open and long purple tendrils burst from underneath. One exploded beneath her and she shrieked as she toppled to the side to avoid it. Fluttershy truly panicked, fear overwhelming the poor pegasus causing her wings to lock to her sides.

She scrambled to her feet as another burst up to her right. More and more dark purple tendrils ruptured the ground and began to grow around her. Fluttershy lost all sense of composure and turned to run. A thick tentacle coiled around her leg as she started forward, tripping her up. “Help!” Fluttershy screamed for help, her peaceful cottage was so close.

She began to be lifted by the tentacle as another wrapped around her mane and tail. The slimy things began to pull her back towards the shed, her prison. She struggled, digging her hooves into the ground to try and walk forward as she tried to escape this horrible trap. Fluttershy felt something wet and slimy across her backside and glanced back to cry out for the monster to stop. Tears of fear fell down her face as she saw the horror awaiting her. (NOTE: xx)

There were more tentacles waiting for her as she was dragged towards the shed. She left dirty skids in the grass, her hooves marking the earth in desperation as each new tentacle wrapped her in its wet embrace. Fluttershy found a grip on the edge of the shed, clinging to the door as the tentacles pulled her. She screamed and pulled with all her might, fiercely fighting to stay in the sunlight.

She was pulled with unholy strength and her hooves gave out as she was ripped from the wall. She saw her blue ribbon get caught on the door frame, dangling freely in the last dusty beam of sun. The shed collapsed around her and Fluttershy cried out in anguish as she was pulled back into the darkness below. She was separated from her savior, her Angel bunny.

The dark was not kind to Fluttershy. She continued to struggle, flailing wildly against the tentacles that held her hostage. As her eyes adjusted to the inky blackness she realized what creature held her. The entire roof of the cellar was covered in a gelatinous mass, a horrifying mess of goo. Fluttershy screamed as a fresh realization hit her. She had found Lord Smooze.

The mass extended over the whole roof, probably extending hundreds of feet in every direction beyond her shed. It was enormous. She even saw a few pinpricks of sunlight as the holes the monster had created in the roof to catch her were patched up. Fluttershy whimpered, and renewed her struggles.

Lord Smooze ignored her and pulled her against its ooze, forcefully spreading her limbs. It prodded her body all over, coating her with slime as she wriggled and writhed, senselessly crying.

Fluttershy was beyond panicked. Her heart was racing, her muscles burned, and she was screaming. What was this monster? Had the insane changeling been saying the truth all along? What was it going to do to her? She had to escape! Images of being torn apart filled her mind.

This creature was alien and terrifying. A floating eyeball appeared in the mass and stared at Fluttershy as she heaved a few desperate sobs. She watched in horror as another appeared, and then another. Then a mouth appeared and began to scream like her, mimicking her terrified voice. She closed her eyes in fear as more and more eyes and mouths appeared, staring at her and screaming.

Fluttershy froze as her absolute terror petrified her. She could no longer react, this was all just too much. Her mind could not comprehend what was happening, and she began to shut down. She stopped struggling, going limp in it’s grip, and the now thousands of mouths began to wheeze softly in an unearthly chorus.

The tentacles positioned her compliant body, wrapping her forehooves above her head, and pulling her hind legs wide. Fluttershy was jolted to react when a prodding tentacle pushed against her soft underside, gently working it’s way underneath her tail. She knew it was going to penetrate her.

Fluttershy was exhausted, the adrenaline had run out during her struggling. She was hot and sweaty, and her muscles refused to respond to her. Her eyes opened wide as the firm tentacle pressed tightly against her virgin bottom. She wasn’t able to stop it as it oozed inside, wiggling back and forth as it delved into her. Fluttershy bit her bottom lip and stared straight ahead as she was violated. She grunted in pain as it stretched her, it’s hot slimy ooze coating her insides. Her eyes unfocused from the pain and her ass made lewd squelching noises as it was filled. (NOTE:XXX)

She could feel it inside of her. What was it doing? It was deep, lurching around inside of her gut. It pressed into her hard, thrusting her hips forward and making her tighten her lower body in shock. Fluttershy grunted as it claimed more of her, spreading her ass wider and digging deeper. The sensation of being filled like this was appalling to her.

It was vile. Sickening sounds assaulted her as the thousand mouths began to grunt, and puckered assholes began to form in the Smooze, floating absurdly around the mouths and eyes. They began to make awful squelching noises, and Fluttershy watched with blurry eyes as the floating assholes began to open and close. It was an obscenity she had never before even begun to imagine. Fluttershy felt a sharp pain within her as it invaded where nothing should ever venture. The tentacle was deep, and it hurt badly. It conquered more of her gut, squishing through with a sickening slurp.

Fluttershy cried out in agony. Her eyes focused, so she looked away from the aberrational floating organs and down to the awful scene that was consuming her. Her legs were spread wide, showing all of her delicate flower. The dripping tentacle invading her was fat and quivering; it seemed to be flowing into her compliant body. Her bottom half was covered in sweat and slime, and her chest was heaving. (NOTE: XXX)

Fluttershy felt it halt, and she took a moment to catch her breath. The awful thing was just wriggling about, pulsing. It was feeling her out, trying to figure out exactly what she was inside. Fluttershy saw what could only be entrails appearing in the fleshy mass. She realized what was happening, what this horrible awful creature was doing. It was mimicking her, starting from the inside. Fluttershy shuddered.

She looked at the dangling parts of grotesque flesh it was creating. It was a long way from copying all of her. It was going to have to feel her whole body, all of her insides. Fluttershy cried as she took that thought to it’s logical conclusion. It was going to dissect her. Peice by peice. It was going to kill her.

Fluttershy had her thoughts derailed when the tentacle began to slurp inside her. She cringed and felt it squish her innards as it pulled out. Fluttershy closed her eyes and wailed as it sucked out of her, slurping and tugging on her abused flesh. She began to push, trying to force it out of her body like it was waste.

Fluttershy grunted again as her ass made awful obscene noises, stretching to accommodate the awful tentacle. She felt vacuous as it left her, the sensation was not pleasant. Deeper parts of her insides had adjusted to being stretched and filled; now that they were empty they hurt. Her cute little bum had been broken, damaged irreparably.

The tentacle pulled all the way out with a wet slurp, leaving a thick coating of foul grime inside of Fluttershy. She tried to push it out, but it wouldn’t go. She couldn’t clench herself tight enough to push anything out anymore. Fluttershy whimpered as she leaked a little of it into the blackness below. It was breaking her, peice by peice.

She felt more of the tentacles begin to coat her, groping her body slowly. As she quietly lay, she watched a horrifying chimera of body parts amass above her. Ears, hooves, wings, legs and other parts floated aimlessly above her, mixing and matching irregularly. A head managed to get two eyes, a mouth and a nose on it, and the pieces stuck correctly.

The pony head watched her intently and then went through a series of expressions, from abject fear to unbridled joy, abruptly switching from one to the next. It even cried and laughed as Fluttershy just stared at it in horror. What sort of horrible monster was this thing?

The head grew arms, then reached for her as it fell down on the tip of a thick tentacle. Fluttershy tried to back away, but the tentacle held her rigid as the floating pony head looked at her curiously. It then spoke, softly and in a wrong warbling tone, ”F..lu...tter..shy...”

Fluttershy cried in absolute dread, closing her eyes. “No... No... Oh Celestia, no...” She felt something warm and sticky over her mouth. She refused to open her eyes. She would not witness anymore of this monstrous horror. The warm sticky substance covered her face, filling her nostrils. She couldn’t breathe as tendrils creeped down her nose, tickling the back of her throat.

Fluttershy opened her lips for a desperate breath and the thing filled her mouth. She tried to scream, to cough it up, but it only flowed deeper. The tendrils from her nose met up with the oral invader, becoming one tentacle in her throat. Fluttershy gagged, her body rejecting the invader. It shoved through her convulsing muscles, into her stomach and filling her quickly. She couldn’t breathe around it. All she could manage was a desperate gurgle as it forced her mouth open wider and pumped some awful substance directly into her body.

Fluttershy’s body tried to throw up again, the strain hurt and nothing came out as the thing poured into her like a hose. Her stomach begin to hurt, expanding as it was forced to be filled with a viscous and heavy fluid. She tried to scream as her soft belly was forced wider and wider. The fluid filling her up was vile, it made her nauseous but her body couldn’t expel it. The nausea and gagging weren’t the worst part, though.

Somehow, the awful tendrils were behind her eyes. She was forced to open her eyes as the horrid tentacles burst from her tear ducts, and wiggled about abhorrently in front of her face for a moment. The tendrils then turned back on her and began to feel around her face and eyeballs. Fluttershy couldn’t breathe or scream, and her head was held rigidly in position by the powerful Smooze. The repulsive sight was too much for her to handle.

As quickly as it entered, it withdrew. Her stomach was left full of some awful substance, but her throat was cleared as it pulled out of her mouth. Her tears leaked uncontrollably, and her nasal passage stung. Fluttershy took a deep breath, and then spat as much of the awful thing out as she could. It was bitter and foul, like choking on a decaying vegetable. Fluttershy couldn’t get the taste out of her mouth, or the slime out of her eyes She didn’t want to think about what had just happened, so she thought about the awful burning it left behind.

It didn’t wait long to renew it’s assault, rubbing her all over with its tentacles as it defiled her body. She felt something warm in her stomach. The heavy feeling began to shift and lurch, and then Fluttershy moaned in quiet desperation as it started to climb out of her stomach. Her body convulsed as it tried to expel the foreign substance, but it clung desperately to her insides as it crawled up her throat. It began coating her throat and mouth in a thin, wriggling film. Each place it touched would tickle, and then slowly warm up to a tingle. The substance it had left was alive, and covering her insides.

The warm tingly feeling spread through her chest and body. She wheezed for a moment when her lungs got tingly. She heard the macabre Fluttershy clone cough and wheeze as well. It was building its respiratory system, cloned from her own. Fluttershy felt it breathe on her, the foul breath gurgling forth. “Fluttershy...” It’s tone was steady now, it was beginning to sound just like her.

Fluttershy whimpered. She wanted this to end. She didn’t care how anymore.

The tentacles found her soft lower lips, and began to prod them. Fluttershy shuddered as it spread her easily, forcing itself to fill her. The Smooze was warm, wet, and firm. Fluttershy didn’t even try to reject it anymore, letting it stretch her flesh to its limit. She shuddered as it flowed over and in her. It pushed deep, claiming her anatomy and smearing her insides with smooze.

Fluttershy felt pain as it oozed past her cervix, invading her womb. She realized that she would probably never be able to have children as a sharp, horrible pain signified it breaching further into her, probably into her ovaries. She shuddered as she felt it quiver, and something warm and wet began to gush out of it and into her. It was happening again, and it hurt as it stretched her.

All of her had been violated by this thing. She felt the warm tingly feeling spread as the vile ooze expanded from her stomach, her gut, and her womb. It was going to be done with her soon. Fluttershy was too exhausted and terrorized to be scared anymore. She felt numb at the thought that it was going to kill her.

(NOTE:XX)A tentacle pressed into her mouth, and unceremoniously sprayed inside of her with tingly goo. She felt the warmth spreading through her body, oozing from all of her violated holes. Was it digesting her? Was that the sensation? It was nice. Almost relaxing after everything else it had done.

Fluttershy cried as the warm tingly feeling covered her body. It was slow, but steady. And her clone would gasp and groan as it likely grew new and unique pony parts. The feeling spread into her head, and she began to feel dizzy. That’s when the microscopic tendrils of smooze spreading throughout her body began to merge with her nervous system.

Fluttershy was compelled to open her eyes as the Smooze set her down. She took a step forward and looked up at Lord Smooze, and smiled. Fluttershy didn’t want to smile, she wanted to scream. So she tried to stop. She begged her body to listen, but it wouldn’t. She bowed unwillingly to her incomplete clone, grinning stupidly.

She was trapped in herself. Lord Smooze was commanding her body, and her mind had no say. Involuntarily, she laid down on her back and spread herself wide, laying with all her legs out flat against the floor. Fluttershy internally screamed in frustration at her enslavement.

A large tentacle of Smooze appeared above her. It looked more solid than the rest of the Smooze, and was easily larger than her in every dimension. Fluttershy felt a tingle in her brain as the tentacle came crashing down, and Fluttershy’s body just lay there. Fluttershy tried to roll, to jump or run, or even scream. Instead she lay there smiling silently as the tentacle slammed into her delicate body.

Fluttershy felt the impact first, a massive thump that disoriented her and made a little bit of a crunching sound. Then came the pain. A throbbing, awful sensation that ran through her chest. She felt a sharp twinge in her ribs, and she recognized that at least one had broken. Her body continued to lie there, dumbly smiling. Fluttershy wailed in her mental prison and she heard a scream; though, it wasn’t hers.

The clone cried out in agony, and Fluttershy’s eyes were forced to watch it. The clone looked complete, tearfully huddled against Lord Smooze, only attached by a thin ribbon of tissue. It kept crying and howling in agony, even clutching where Fluttershy’s broken rib would be.

Fluttershy felt a tingle in her head again, and the clone shook it’s head. “No... Stop... hurts... Pain...” The clone screamed again and Fluttershy was disoriented by blinding pain as she was smashed by another tentacle, this one just slightly smaller. It didn’t seem to break anything this time, but it hurt badly. Fluttershy tried to cry in agony with her clone, but only smiled vacantly.

The thrashings kept coming, each successive hit getting slightly smaller, but moving faster until eventually Fluttershy was getting whipped by pencil thin tendrils of flesh. The clone was whimpering, shrieking when Fluttershy was hit and cowering when she had a chance to recover. Fluttershy herself couldn’t scream or move; she could only suffer.

Much later, a tiny thread of flesh raised above her, and Fluttershy’s bruised and broken body dumbly smiled as the thread shot through the air. Fluttershy had given up, accepting each awful sensation as a fact of what was left of her horrible life. She wished she was dead. Even the clone had stopped screaming, merely whimpering with each lash.

The thread landed perfectly between her legs, startling the mare as a sharp sensation bit into her clit. The clone squirmed this time, and didn’t whimper. Fluttershy felt the sting fade, followed by something less painful, but ultimately more awful. Fluttershy’s head tingled, and the clone smiled and spoke, its voice tired but pleased. “That was... nice.”

Fluttershy cried a mental plea as the tendril slowly descended and locked onto her clit. Her body smiled and spread itself wider, inviting more tentacles to invade her. Fluttershy begged for this humiliation to be over as the tentacle began to gently stroke her tired and battered body. Another, thicker, tentacle lowered and began to press around her entrance.

Fluttershy’s clone moaned in pleasure as the sensations began to fill Fluttershy. A tingle in her head was accompanied by a mental command, the voice alien and screeching. “Feel.”

Fluttershy cried out to it in her head. “Can you hear me?”

She felt a tingle, and it spoke back. “Know you...”

Fluttershy begged Lord Smooze as he covered her nether lips in slime. “Please stop... Please...”

The voice was firmer this time, slower and louder, and the tingle actually hurt. “No. Feel.”

Fluttershy heard that as though it was her own thought, her own desire. She had to feel. She had to feel for Lord Smooze. The warm tentacle was suckling gently on her clit, and she felt herself free to move again. She would feel for Lord Smooze.

Fluttershy moved her hoof of her own accord, and guided the thicker tentacle inside of her. It was strong, and slick. It didn’t matter that she wasn’t wet; she would be soon and it was slimy enough that it didn’t matter. The tentacle filled her empty pussy, curling around inside her.

The clone was moaning softly, unable to process these new sensations. Fluttershy smiled and helped the tentacle working her clit, giving it a little tug here and there. She felt her heart rate pick up and her face flush. She was going to feel for Lord Smooze.

Fluttershy pressed her body into the thicker tentacle as more tentacles wrapped around her body, pulling her arms wings tightly around her. A tentacle came down to her face, and she kissed it, running her tongue over it as it penetrated her mouth. Fluttershy felt it thrust into her and she suckled on it, leaning her head forward and closing her eyes to feel more of it.

The tentacles raised her up into the air, and she felt one begin to tease her nipples. The one curling and uncurling inside her pussy pressed against a soft spongy part of her flesh and she shuddered. Fluttershy spread her legs, feeling the tentacles molest her debauched body. (NOTE:XXX)

Fluttershy felt it rising deep within her, the feeling Lord Smooze wanted. The feeling she wanted. She grinned and flexed her body. She wanted to scream and writhe in ecstasy, but she was too busy feeling for Lord Smooze. Fluttershy kept a satisfied grin as she roughly rocked her hips, thrusting them onto the tentacle and squeezing it with her clenching pussy. Her clone had no such control, and flailed ecstatically about on the ground as it experienced its first orgasm.

Fluttershy was lowered to the ground, and her arms were lifted above her. Another tentacle snaked its way across the floor, approaching her quivering asshole. Fluttershy let her face relax, and focused on breathing as she recovered. Her mouth hung wide open with her tongue hanging out as she leaked drool and slime down her chin. Her eyes were half lidded, her eyesight unneeded in her ecstasy.

The tentacle prodded her puckered asshole, and she relaxed to allow it entrance. It creeped inside, filling a void she had forgotten. The clone shuddered as Fluttershy began to get fucked in both holes, the tentacles filling her and thrusting her around in perfect synchronization. Fluttershy looked down and saw a bulge halfway up her stomach.

She was completely and utterly filled, both holes stretched as wide as they could go and thick friction was smearing her flesh, burning it with pleasure. Her mouth opened in bliss and she groaned as she gulped in air. (NOTE:XXX) Fluttershy briefly realized how Celestia damned depraved this was. How utterly despicable the whole debauchery had been. Fluttershy came as she thought about her perversion, this time spraying thick cum as her body roughly spasmed.

Her clone screamed, shaking uncontrollably. Fluttershy grinned devilishly. It was going to feel so much more. She began to move her hips again.

Hours passed, and Fluttershy served Lord Smooze. She was meat, meat whose task was to feel for its master. And Fluttershy felt it, everything. Every conceivable pleasure was inflicted upon the mare, and every awful torture. Lord Smooze even directly altered her emotions.

It started with anger. Fluttershy looked at the bubbling oozing mass and wanted to hurt it. To destroy it. A rage like no other claimed her, and she shook and screamed, desiring nothing more than the complete annihilation of every other thing in the room. Her face twisted with fury, she struggled to break free and destroy the unholy abomination and its horrible clone of her. Just as fast as her rage had taken her, she felt a tingle and it fled.

Sadness filled her as she grieved her fate. She didn’t deserve this. Nothing deserved this. Fluttershy began to cry uncontrollably and a pit of despair dug into her stomach. Her anguish consumed her, tearing her to pieces. She looked at her clone and desperately sobbed at the pitiful creature. It had suffered as much as her. When Fluttershy had lost all hope there was another tingle, and the sadness evaporated.

She somehow felt content with things. Everything was going to be okay. Fluttershy smiled and laid down as she relaxed. She was still breathing, and the clone was breathing as well. A calm peace settled Fluttershy as she she began to fill with a quiet joy. The joy continued to grow. She wasn’t just at peace with things, she was giddy and excited. The happiness grew into a roaring laughter. Everything was just so amazing. Being alive and living was wonderful and nothing was better. And then, she was drained of that feeling as well.

Emotion after emotion consumed Fluttershy, each one more extreme than she had ever felt. After each time she felt a little more empty. After feeling every emotion she could imagine, it started over again. The rage wasn’t as extreme, the sadness wasn’t unbearable, and the joy wasn’t as high. All of her emotions were lessened as she simply had less to feel. After a while, she felt nothing. It had consumed her mind, feeding it to the clone. She gave him everything she had. Everything she was.

Her body was broken and bleeding, almost everywhere. The place in her mind where her feelings should be was void, drained like an empty egg shell used to make an omelette. Her body was no longer her own, it was merely an extension of the Smooze. Her mind was a shadow of His thoughts, she no longer had any desires or drives. Any movements she made were immediate and mechanical, directed entirely by Him. Fluttershy didn’t really exist anymore, instead she was just another part of Lord Smooze. Just a tentacle with a pony shape.

The clone, however, was lively. It stretched and yawned, moving with grace as it practiced flying. It broke free from Lord Smooze’s last tendril, and wandered around the cellar for a bit, exploring and experiencing with its own body now that Fluttershy had nothing left to share with it. Well, almost nothing.

The clone walked up and leered at Fluttershy. “We’re going to eat you now. Okay? Don’t worry. We’ll make it... nice.” It smiled reassuringly at her, like it cared. Fluttershy only stared vacantly into space, feeling nothing. No emotion, no desire, nothing at all. She was empty now. A large, hollow tentacle filled with teeth slowly descended from the roof, dangling over her. Fluttershy looked up and stared mindlessly at her oncoming death.

That’s when the trapdoor opened, and Fluttershy found herself standing in a beam of sunlight.

Everything stopped as Fluttershy’s original clone dropped from the door like a rock, impacting the ground with a heavy slam. Much heavier than any pegasus should ever be. She looked up at the amorphous creature with an angry gaze, and the new clone stepped away in fear. The pony from the trapdoor flared its wings and took a step towards the colossal ooze, “I believed in you...”

Fluttershy just kept her empty gaze focused on the bright light above. The sunbeam looked like heaven, cascading down into the foul dungeon she was in. She was getting dizzy, the blood loss and abuse was catching up to her. But that light was so bright. It seemed to expand, filling her vision with nothing but beauty.

She heard voices, shouting, and smashing sounds all around her, but she didn’t care. That light was so pretty, so captivating. The constant tingling running through her body ended, and she suddenly lost the strength to stand. The voice of her lord was silenced. Her body sank into a puddle of blood that had been pooling beneath her, and she simply lay there. With no direction, she was nothing. Somepony walked over her and was blocking the sunlight. The pony looked sad. It started crying, its tears falling on Fluttershy’s collapsed and empty body.

It was saying things to her now. Unimportant things that she couldn’t understand as it stood in the sunlight. As long as it stood there, the light couldn’t come to her. Why was it standing over her like this? It was as though it was trying to keep the light from coming to her, or her from going to the light. How silly. The light was the end.

All the words the pony was saying must mean something. Fluttershy heard a word that made sense. A word that she remembered. “Kitty...” Hadn’t she been a kitty once? A good kitty? Good kitties did something. What was it?

Weakly, Fluttershy responded,”M...eo...w...” Fluttershy’s empty eyes began to fill and she smiled as she felt something again. She was a good kitty. She closed her eyelids, letting the darkness take her. The light could wait; she was feeling tired right now.