Author's Note

From Mr101:

First time writing tentacle clop. Gotta admit, it was rather fun! Abyss let me put my OC Moon Dancer in as a small cameo in order to tempt me to work my butt off. (That's what he thinks!) Fun fact: I wrote about 1.3k of this listening to the Benny Hill theme on x1.25 speed.

If you want to read more of Mr101's work, go check out: http://www.fimfiction.net/story/168823/a-romp-in-the-empire

Applejack

Well... it’s time... Applejack thought as she pushed her hat onto her head. The sun had set about an hour ago, leaving Sweet Apple Acres with little light. Luckily, there were no clouds in the sky, letting the moonlight light her way through the snow and out to the road.

She and her friends, with the help of several Lunar Guards, had set up a large tent a mile out of Ponyville. It had taken them a few days to get everything set up, but they got everything done two nights before the event. Ponies from all corners of Equestria had been streaming in all week, taking up all of the hotel rooms in the small town, more than eager to witness the event tonight. It was a one night a year event, and even though announcing the event had been a little delayed, every single ticket had sold out, most likely due to the fact that the Elements of Harmony were competing.

Applejack couldn’t help but feel a bit nervous as the tips of the tent came into view. After having some time to actually think about what was going to happen at the event, she was starting to feel a bit skeptical about her abilities. This rodeo was definitely something else. Since she and her friends were competing, Princess Luna had let them get a sneak peek for the creature she had summoned, and boy, was she shocked. Its limbs and appendages looked like they were super slick, and they had whipped around the arena with surprising ferocity. She had snuck a glance at Rainbow to gauge her feelings about the competition, and she was surprised to see that she had flicked her ears back, her tail tucked in between her legs. Even though she had been in a similar state, she had fought to remain calm and collected, praying that her lapse in confidence had remained unnoticed.

Applejack felt a shiver run down her spine as she kept walking. She remembered how she had to bend the truth for her little sister earlier today, which it in itself was no easy feat for her. Applejack was grateful that Big Mac had helped her in explaining what she was doing tonight to Apple Bloom, for she just didn’t have it in her to lie to her sister. She had been surprised that her brother hadn’t shown that much shock when she mentioned that she was going to be a part in the event, and she was even more shocked to find out he was going to be a part of the crowd. Not when she was taking part, thankfully. However, Applejack was more than surprised that Granny Smith found the whole thing hilarious when she brought it up with her.

“Well, ya only live once don’tcha?” she had asked her. “You shoulda seen what ah was like back in mah day, heh… the raunchy stuff ah used to get up to with the other mares and stallions woulda made anypony blush nowadays!” Applejack shuddered at the thought.

The mare was brought out of her thoughts as she approached the arena. She let out an impressed whistle as she took in her surroundings. The arena was covered in a large, dark blue tent with assorted star markings all over it, mimicking the night princess’ mane. A very faint glow came from under it, indicating there was life inside of it. The mare heard a flutter of wings from behind her and turned around to see Rainbow Dash landing, a confident smirk on her face.

“So, you showed up then?”

“‘Course ah did!” Applejack replied, glaring at Rainbow Dash, “As if ah’d not!”

“Dunno, thought you’d be scared,” Rainbow causally taunted as she folded her wings.

Applejack gritted her teeth and was about to butt heads with the pegasus when she caught sight of the other girls approaching.

“So, you girls ready for this?” Rainbow called out as she faced the rest of their friends.

Twilight nodded and smiled smugly at them all. “I’ll have you all know that I studied up on the creature that Luna summoned for us, so I have some knowledge on my side! And as you all know—”

“Knowledge is power!” Pinkie interrupted with a grin.

Twilight huffed at her before coughing, “Yes. That.”

“Pfft, knowledge schmoledge!” Rainbow scoffed with a roll of her eyes. “Everypony knows that I’m gonna win this!”

“Oh yeah? I bet yah ain’t ever even done a rodeo before in yer life!” Applejack snapped back.

“Says you, Dad used to take me and Mom to this ranch his cousin owned. We used to ride the giant sandworms for fun over the desert nearby,” Rainbow replied as she nonchalantly inspected her hoof.

Applejack and the others just blinked at her, processing what the pegasus had just said.

“Okay…” Twilight said. “Anyway, as I was saying, I have knowledge on my side, so I’m pretty sure that I’m going to win.”

“Well ah have experience!” Applejack retorted. “And experience is much better than knowledge!”

“Well, Ihave grace,” Rarity sniffed, tugging her scarf tighter around her neck.

Applejack and Rainbow Dash snorted, then shared a knowing glance. “As if grace is gonna help ya...” Applejack muttered under her breath with a teasing smile.

“You’re all going down! My Pinkie sense is going to help me win!” Pinkie giggled.

“I-I’m an animal expert…” Fluttershy said, her voice soft and completely not as confident as she wanted. “I–um, I think I’m going to win…”

“Ah, you all made it!” a voice called out from behind them from where the arena was.

The girls turned round to see who was speaking. They all saw a bat pony approach them with a large grin on her face, her fangs bared. She had a large part of her purple mane covering her right eye and she constantly shuffled her wings to keep warm in the cold winter night.

“Greetings,” she said with a short bow. “I’m Private Moon Dancer. Princess Luna has requested that I escort you to her when you arrive.” She stepped to the side, a fiery glint in her eye. “Please, follow me.” At that, she turned the rest of the way around and trotted back towards the performer’s entrance, leaving the six of them standing around in the snow.

“Well... if Princess Luna is expecting us, we really shouldn’t keep her waiting,” Twilight said as her body was wracked with a small shiver. The rest of the girls nodded in silent agreement as they all followed the bat pony into the arena. As they neared the tent flap, Rarity trotted up beside Moon Dancer.

“So… could you possibly tell us what exactly is going to happen?”

“Well…” Moon began, cocking her head to the side. “Depending on who wants to go first, you just basically gotta last out the timer without being, you know, fucked senseless. Not much else to it. So long as you stay on, you’ll be fine.”

“I-I see…” Rarity blushed at the bluntness of the guard.

“You know, I’m kinda jealous to be honest,” Moon continued as the group entered the tent, a small blush tinting the dark fur on her cheeks red.

“Why?” Rainbow asked.

“Kinda wanted to give it a go, ya know? The thought of having all those tentacles pumping inside you, spreading you wide for everypony to see...” She flicked her tail a little as her body gave a pleasurable shudder. “Hitting your spot over and over... mffph!” Moon replied, shivering a little and biting her lower lip. Her blush deepened to the point to where it was quite apparent.

The group stared at the mare, each one with a different level of blush on their cheeks. Moon noticed their blushes and blinked slowly. She then smiled sheepishly, coughing into her hoof and returning her gaze ahead. “But, alas, I’m on duty tonight. So... I don’t know, maybe next year? I’m just glad to hear that Princess Luna revived this festival.”

“Yeah… next year, “Rainbow nodded, swallowing a lump in her throat as she felt her excitement build. She flicked her tail down in between her legs to hide her growing arousal. She followed the rest of the group around the back of the stands and up a few flights of stairs, her wings too stiff at her sides to be of any use right now. Soon, the group soon arrived at a door bearing Luna’s emblem.

“Please wait here for a moment,” Moon instructed. She tapped the door twice, then opened it and stepped inside.

After a few moments, the girls heard an exchange of voices between Luna and Moon Dancer, and before they could try to think what they had said, their friendly guide poked her head out and gave them a toothy grin. “Alright, come on in!” she said as she stepped back, allowing the six of them to walk inside.

The girls thanked her as the entered, the bat pony resuming her post of guarding the tent entrance. Luna was sitting on a large regal sofa, similar to Rarity's drama sofa albeit in the richest of midnight blues.

“Ah, welcome, Elements,” the princess of the night greeted with a warm smile. “I am glad to see you all here on this finest of nights.” She stood up and walked up to the only other door, this one leading to her seat overlooking the arena. Opening it with a flick of her horn, she let the sounds of the crowd’s roars and cheers fill the room. Princess Luna took a few moments to revel in the sounds of the more than eager crowd assembled before them all. “So...” she started, a sultry look in her eye. “Who wants to go first?”

Applejack stepped forward before anypony could utter a word. “I will, yer highness.” She gulped as Luna’s eyes ran all over her body. Her left hind leg started shaking from nervousness, but her experience from prior rodeos gave her just enough strength to quell her fear of failing in front of her friends and the princess. She’d never been the first to perform, and the knowledge of that made her just a little nervous.

Princess Luna’s smiled deepened. “So be it. The Tentacle Rodeo shall commence!”

Oh, what the hay did ah get mahself into? Applejack asked herself as she settled down onto one of the tentacles. If she didn’t clench her hind legs together, the tentacle was just thick enough to touch the inner parts of her thighs. Before, up in Princess Luna’s deck, she had thought that there would have been an actual saddle for her to use, but she discovered that it was quite the opposite as soon as she had reached the arena floor.

Applejack wrapped her legs as best she could around the tentacle, slightly put off by how slippery it was. She used her front hooves to try and wipe some of the white slime off of where she would grab onto, then did the same with her hind legs. Even though the tentacle was still slick, Applejack felt a bit more confident in her chances. She kept her tail loose, though she tried to keep it tucked around her flank. Fully aware of what would happen to her if she fell off, she felt a blush form on her cheeks as she imagined getting fucked in front of this large crowd of ponies and her friends. A little stream of her arousal seeped from between her puffy lips, making her seat just a little bit slippery. The mare failed to notice, but the tentacle shuddered slightly as her juices slid down its sides.

“Welcome to the Tentacle Rodeo!” Applejack heard Princess Luna cry in glee, followed by the cheers of the arena. She looked around, taking in the many, many faces. She blushed a little more as she saw many faces she recognised. Carrot, Derpy, Caramel and to her surprise. Mr. and Mrs. Cake. The mare also saw her friends, each one sitting beside the Lunar Princess who sat on a makeshift throne.

“Are you ready, fair Applejack?” The princess asked her with a booming voice.

Applejack could have sworn she saw a lustful glint in her eyes, sending a small shiver down her back. She swallowed a lump in her throat and exhaled, nodding with a determined look on her face. “Ah sure as hell ahm, yur highness!”

Luna grinned and turned her gaze to one of her guards and nodded, “Then begin the countdown!”

Applejack gritted her teeth as the entire arena shouted in unison.

“Three! Two! One! GO!” As soon as everypony reached the bottom of the countdown, the unicorns that were holding the tentacle monster in place released it from their grasp, letting the competition begin.

Ah shit... Applejack thought as she slipped forward a few inches. She saw the end of the tendril a good ten feet or so away from her, and she hoped that she wouldn’t reach that far. Besides, she only had a minute to last. How hard could it be?

No sooner had the monster been released, it violently shuddered with what only could be described as a foal-like glee. The tentacle she had latched onto immediately arched into the air, catching her off guard for a brief moment before it quickly swung back down. Applejack yelped as she nearly lost her grip, her rear end shooting upwards with the tentacle’s downward movement.

The monster kept this up for a few moments as it tried to dislodged the mare from its tentacle, but Applejack was having none of it and she was able to figure out how to clamp her rear legs around the tentacle to stay on. However, this had a slight negative drawback.

Well, sort of negative.

The extra grip on the monster may have helped her stay on it, but due to just how hard she was holding onto it, her pussy’s lips were slightly parted and the tentacle was rubbing against her sex with each twist and turn. The mare let out a loud moan and whined a little as she fought to keep in control. The beast tried a new tactic, now swinging her around in circles above its head.

“T-That all yah got?” Applejack taunted, despite the rubbing causing her voice to stutter slightly.

The arena cheered and roared in approval, some onlookers merely staring with dropped jaws at the display. Some were even getting aroused, trying to either cover it with their tails or simply ignoring it. Applejack’s friends watched the display with deep red blushes on their cheeks, watching every movement not of the tentacle, but rather more the area where the tentacle was rubbing against Applejack’s privates.

Come on! Applejack thought as she tightened her grip on the tentacles. Her muscles burned for release, but she knew that it was nearly over. Just gotta h–hang in there!

She dared not look at the timer, lest she lose her concentration and lose her grip on the tentacle, despite how much she was contemplating it. The tentacle rubbing her off was simply pure ecstasy. She had been with a few stallions in the past on raunchy one-night stands and had even been with a couple of mares. When she wasn’t able to find company, she tended to enjoy the occasional night with her hoof and an assortment of toys from time to time, but this was surely something else. It felt like no stallion’s cock or mare’s lips that she’d felt before; heck, not even her dragon dildo felt like this.

And this tentacle was just rubbing her.

Applejack longed to have the tentacle ram in and out of her tight snatch, over and over, not even giving a damn that she would be on display, but she knew plain and simple that that would mean she would lose. Well, it wouldn’t be a loss to her given the pleasure she could get from the beast.

No! she mentally shouted at herself, gritting her teeth and holding back another moan as the tentacle rubbed her labia now with more tenacity. A-Ah can’t lose! Not in front of Rainbow...

The arena was filled with a sudden ringing as the timer hit zero. Applejack looked up with sweat sticking to her brow, her chest panting as she listened to the roars of approval. Before she knew what was happening, the unicorn handlers once more restrained the beast, letting her slide off. As she shakily stood on the ground, she couldn’t help but notice that the monster seemed… annoyed, a little let down even. If she didn’t know better, it seemed that it was saddened at the sight of losing its first victim.

As she smiled to the crowd, waving her hoof and relishing in the sweet taste of victory, she caught sight of her friends who were slowly waving back, still blushing furiously. But what was more odd, was that, although she was applauding the mare’s effort, there was a dangerous hint of what seemed to be disappointment, and mischievousness.

Luna raised a hoof and the crowd began to quiet down. “Mares and gentlecolts, fair Applejack has become the first to tame the beast!” Again, the arena roared with approval, however Applejack noticed that the majority of the stallions, and some mares, were looking a little disappointed.

“However…” Luna continued, causing the cheers to stop instantly and Applejack to look up at her on confusion, “Applejack! I know for a fact that you’ve had experience in rodeoing before. Is that not correct?”

“Ah have…” Applejack said, unsure as to where the princess was going with her question.

“So… I’d say that that is a little bit unfair to the other Elements, who have not experienced a rodeo before, wouldn’t you agree?”

The crowd murmured a little as they thought about the question, some nodding in agreement.

“Hey! I’ve had experience!” Rainbow huffed as she crossed her front legs.

“Rainbow, you have not ridden giant sand worms across a vast desert,” Twilight replied with an unamused look upon her face. Rainbow opened her mouth to argue, but the princess interrupted her before she got a chance.

“So… how about you try again, fair Applejack? Tame the beast twice in a row and you can show us all just how skilled you are!”

Applejack was about to complain that this seemed unfair and that she had won fair and square, but the princess’ question caused the arena to roar with approval, and soon the crowd began to chant her name over and over again.

“Ah... ah don’t know, Princess. Ah’m a bit worn out, and–” Applejack said before Rainbow’s voice rose above the rest.

“Oh, come on, you chicken?” Rainbow taunted her. “I could totally take down this thing twice in a row, and you’re telling me you’re too tired to go another round? I bet you’re afraid that you’d lose this time!”

Applejack felt her pride start to swell up inside of her, pushing aside any complaints of being asked to do the challenge a second time. It didn’t help that the mere thought of riding the tentacle again was making her pussy tingle with excitement, and on top of that, she just had to prove Rainbow wrong.

With an irritated flick of her tail, she yelled, “Fine! Ah’ll do it again! And this time, ah’ll ride it for double the time!”

The crowd went mental as the night princess coyly smirked.

“Very well, fair Applejack.” Princess Luna nodded to the guard as he reset the timer with double the time on it. Applejack once again took her spot on the tentacle, doing the same routine as she did last time in order to ensure she could grip the beast. What she didn’t seem to notice was that this time, the tentacle was strangely rigid.

Luna grinned a mischievous grin. Applejack had fallen right into her trap, and it was time for the onlookers to get a real show. “And now, with the timer being doubled!” Luna bellowed. “Begin the countdown anew!”

As the crowd began to count down from three once more, Applejack exhaled and gripped tighter, this time wriggling her rear so her pussy was snuggled into the tentacle, ready to enjoy another round of rubbing.

“GO!” The crowd cheered. Applejack braced herself for the tentacle to make its move. However, nothing happened. The crowd whispered to one another in confusion as the tentacle remained as it was.

“Uh... Princess—?” Twilight began, but was cut off by Luna raising her hoof.

“Watch,” the princess replied simply.

Twilight and the others returned their attention to the tentacle and Applejack. As the timer kept counting down, still the beast did nothing. This made some of the spectators look unamused down at the monster, as if their expressions would somehow get the creature to move.

“Well… come on… git!” Applejack huffed as she squeezed her rear legs around the monster. No sooner had she done so, the tentacle violently jerked backwards, sliding out completely from under her, making her yelp in shock as she found herself falling to the ground. Her eyes widened as she watched the beast start to shake. Just before she hit the ground, several miniature tentacles burst out from the beast and shot towards her with a speed that was far greater than any pegasus. Before she had a chance to say or do anything, she felt one of the appendages wrap around her barrel tightly, saving her from hitting the gound. She let out a small sigh of relief but it was cut short as two tentacles grabbed her rear legs and spread them apart, keeping them firmly held out wide at least a forty five degree angle.

Applejack struggled against the tentacles as more approached her. “What in tarnMMPFH?!” She was interrupted as a smaller tentacle tightly wrapped around her muzzle, keeping her mouth shut. She quickly tried to pry it off with her front hooves, only for them to be tugged away just like her rear legs. Applejack blushed as she felt the eyes of the spectators on her, their lust filled cheers ringing through her ears.

The tentacles lifted her front end so that it looked like she was standing in mid-air. She muffled a gasp as her tail was yanked up, exposing her swollen lips to the crowd facing it. Her cheeks went a shade red that rivaled a tomato as she heard the loud cheers from stallions and mares alike as her most private area was put on display for them. It didn’t help that she was getting more and more turned on by the second, as shown by her arousal leaking down her inner thighs.

Applejack watched with wide eyes as a new tentacle made its way under her. The mare desperately tried to crane her head to see what it was doing, but the tentacle holding her muzzle shut kept her head firmly in place. She was able to see the shocked and reddened cheeks of her friends staring back at her, each one looking back at her with wide eyes. Rainbow Dash was clearly aroused. Her wings were at full mast, and Applejack could have sworn one of her front hooves were in between her hind legs.

She let out a low moan as the head of the tentacle rubbed against her exposed lips, firm enough for her to feel it but soft enough for her to not feel that much pleasure from it. The beast shook with another level of excitement as it felt her body respond to what it was doing. It poked at Applejack’s entrances, making her whimper softly and try to push back against the tentacle.

The tentacle slid forward then angled its tip towards the ceiling, rubbing in between her swollen lower lips with its side. Applejack felt a shiver run down her back as she let loose a small moan. Quit teasin’ me... She bucked against the tentacles’ grasp, trying to make the tentacle spread her lips more, but to no avail. The tentacle teasing her pulled itself away, letting her puffy lips plop back together, much wetter than they had been before. Before she could feel disappointed, the monster suddenly forced its way into her, leaving her with no time at all to brace herself.

Applejack let out a high-pitched, muffled scream of pure pleasure as the tentacle made its way in. It felt like a stallion cock’s head but much, much larger. The girth alone was bigger than anything she had ever taken, toy or otherwise. She threw her head back as the tentacle began to pump inside of her, making a series of loud, wet, and sloppy squelchs come from her rear end. The stands roared and cheered as the tentacle got down to business and began to fuck the mare relentlessly. Applejack let out moan after moan as her body jolted in the air, all the while being firmly held in place by several tentacles. She glanced up to the stands to where her friends were and took in their expressions.

Rainbow was cheering loudly and judging by how stiff her wings were and the redness on her cheeks, she was still very much aroused, probably more than ever. Rarity and Twilight simply stared with their mouths hanging open, and Applejack was sure she could see both of them eyeing her with a lustful envy. Pinkie was bouncing from side to side cheering, though whether it was for her or the monster, she didn’t know.

Before she could find Fluttershy, she snapped her head back up as the rhythm and speed of the tentacle began to quicken at an alarming rate. She did everything she could to get as much pleasure as she could from the appendage, determined to cum before the monster could be done with her. Her insides clenched around the tentacle, pulling it deeper within her, making her groan and shudder. Saliva leaked from her shut lips as her eyes began to roll back slightly. Two tentacles that were not doing anything began to massage her flanks, firmly pressing into where her cutie marks were, making the mare shiver in delight. Cutie marks were very sensitive to certain levels of pressure, if applied correctly.

The mare desperately tried to arch her back and to push herself against the tentacle, anything to take it just that little bit deeper as it thrusted in and out of her faster than any stallion could even dream of doing. The sounds of the tentacle thrusting in and out of her dripping sex filled the arena with the heavy smell of her arousal, Applejack moaning and shuddering like she was in heat as she was fucked senseless. Her legs began to quiver a little as she felt her orgasm start to build, something the tentacle seemed to sense as it now slammed into her like a blur, never slowing and never relenting as she whined softly, her breathing heavy as she rapidly exhaled from her nostrils.

Applejack’s eyes rolled back once more as she came. Hard. Her whole body shook as her violent orgasm covered the tentacle with her juices, earning a shudder from the monster in return. Applejack continued to let out out a series of pleasure induced-moans and screams, her body jerking every now and again as she continued to squirt. She had never orgasmed like this before in her life and it was too intense to fully comprehend. The tentacle fucking her slowed down a bit, but still kept up a steady pace. Her legs spasmed uncontrollably as she felt her cum run down her legs, soaking into her fur. She began to blink rapidly as her vision became blurry, the sounds of the arena becoming muffled as a low ringing filled her ears. Her pussy continued to contract over the tentacle, squeezing it like a vice as she felt herself become light headed.

All the while, the tentacle never relented. It kept pumping the mare with what felt like a more vigorous thrusting, reaching deeper into her to make her cum more and more. Soon, Applejack felt herself become tired and her eyes fluttered for a brief moment as she felt herself go limp. Then, everything went black.

However, the monster had other ideas.

As soon as Applejack had finished squirting her juices onto the arena floor, the tentacle suddenly increased its fucking even more so that before, the appendage becoming nothing but a single blurred movement, too fast for the pony eye. All along the tentacle, little barbs sprung up that began to quickly and firmly rub against the mare, pulling and pushing against her insides as they moved with the tentacle’s powerful thrusts. The sudden speed increased forced Applejack out of her temporary blackout as she screamed through her closed mouth at the new sensation. She could feel them all along the tentacle, the little barbs toying with her insides and sending new waves of pleasure through her body. The mare snapped her head back up a little with a violent spasm as she cried out, her body cumming with a sudden second orgasm that caused her body to go numb from the pleasure.

The tentacle, seemingly satisfied with its work, shot its load into her pussy, not giving her any kind of warning or chance to brace for it. Applejack gasped through her closed lips and she felt an overwhelming warm sensation shoot into her with great speed, filling every single part of her slit. The mare moaned heavily as the beast continued to pump her pussy with all of its might, never once slowing down. Applejack groaned lowly as she felt her pussy become warmer by the second, the tentacle’s seed continuing to shoot deep within her.

The heat was unreal. She had felt the heat of a fireplace warm her body and even felt a dragon’s fire breath warm her body but this was just nothing that she had ever experienced. The cum heated her insides so much that it made her insides tingle with pleasure, but at the same time it didn't make her feel uncomfortable. As the tentacle continued to fuck her whilst planting its seed, by now filling her whole womb, she couldn’t help but blush as she felt and heard the cum ooze out of her, squelching loudly as the thick globs of cum ran down her legs, mingling with her own juices from her two orgasms and her fur. The cum began to splatter onto the ground below, sounding heavier than what she would have expected. With one final tug, the tentacle pulled out of her pussy quickly, leaving her lips spread on display to the crowd as its cum continued to ooze out of her. It shot several strands of thick cum onto the mare’s ass, making her blush as the warmth made contact with her fur.

That was when she realised that the whole arena was silent.

Applejack panted softly as she started to recover from what could only be described as the greatest fuck she’d ever had when her head was yanked back down. Another tentacle flicked her hat off of her head then pushed it down, making her throat a straight line with her mouth. Her eyes went cross-eyed as she felt a new tentacle gently wrap around her neck, coating her mane in its fluids. It took its sweet time as it made its way up to her mouth, massaging her jaw and cheeks with its tip. Applejack squirmed as she tried to keep an eye on that tentacle, but it kept going out of her view.

A few moments later, the tentacle wrapped around her muzzle loosened then slipped away. It returned a moment later, wrapping around her upper neck and settling down with its tip in between her two flicking ears. To Applejack’s surprise, it started playing with them, scratching at the base of each one. She smiled and relaxed a little as she started to enjoy it all. Her body was still recovering from the orgasms she just had, but the tentacled beast gave her no reprieve.

The tentacle from before reappeared and poked her lips. “Mmmph?!” Applejack clenched her lips tightly and tightened her jaw. The tentacle had other plans though. It squirted a few shots of warm cum on her dry lips, tempting her to lick them. She knew that if she did that, though, she’d give the tentacle exactly what it wanted: access to her virgin mouth. She’d never sucked off a stallion before, and she hoped that if she held up long enough that the tentacle would just go away.

She couldn’t have been more wrong. The tentacle suddenly shot more cum onto her face, this time getting some of it up her nose. She coughed violently, desperate for air, and in her panic, she opened her mouth just enough to get some air. Applejack realized her mistake the moment her lips were forced open wide, especially when the taste of tentacle cum flooded her mouth.

Though it wasn’t a bad taste, it wasn’t that pleasant either. Applejack thrashed around, and much to her surprise, she actually got the tentacle out of her mouth. She clenched down so hard it made her jaw hurt, and just as she swallowed what was left of the tentacle cum in her mouth, she felt the tentacle come back. It pressed its tip against her lips and squirmed against them, trying to get back inside of her.

A few moments later, she felt two smaller tentacles brush against her flanks, massaging her cutie marks with their tips. She was lulled into a false sense of security, especially when the tentacle trying to force itself in her mouth stopped squirming so much. The tentacle fucking her pussy sped up a bit, eliciting a pleasure-filled moan from behind her shut lips. She wanted to scream to the heavens about how glorious getting fucked by tentacles felt, but the tentacle at her mouth prohibited her from doing so. It sat there, just waiting for her to slip up again.

And slip up she did. A second later, the two tentacles massaging her flanks slapped her ass, leaving a bright red stinging mark on each cheek. Applejack went off of instinct at that point, and instinct told her to open her mouth and give a very feminine moan, high-pitched and full of lust. Suddenly, the tentacle plunged back inside of her mouth and forced itself down her throat, making her gag. Tears formed at the corners of her eyes as the need to breathe came to the forefront of her mind, but she quickly found out that she could breathe through her nose.

Her rapid panting slowed down a bit as she started to calm down. The tentacle painted her tight virgin throat white with its cum, then began fucking her once her passageway was slick with its juices. The tentacle up at her ears started scratching and tickling the backs of each one, making her let loose a soft moan around the tentacle fucking her throat.

The tentacle slowly slithered out of her mouth, making sure that the mare could feel it rub her throat as it slipped out of her mouth. A few strands of cum shot out, landing on her face and parts of her mane, a small dollop landing on her right eye as she closed it.

Applejack panted as she felt her flanks being rubbed once more by the two small tentacles and looked around as sweat dripped from her brow. Just as she thought the fucking was done, she felt the massaging tentacles firmly press into her flanks.

“What are yah—?” she stopped mid-sentence when she peeked back and let out a soft gasp as it spread her cheeks, exposing her puckered hole to the crowd. Applejack let out a pleasant sigh as the cold air blew over her asshole gently. But then she realised what the monster was planning. By this point, she knew there was no point in arguing or fighting back.

She was the tentacle monster’s bitch as of that moment. And to her, frankly it could do whatever the damn hell it wanted to her.

A separate tentacle suddenly came into her vision from under the one that was inches away from her still dripping pussy. This one was smaller than the other, but still looked impressive compared to that of the average stallion. The mare gasped again and bit her lower lip, a blush staining her cheeks again as the first tentacle pushed its head into her pussy, rolling it around and earning a low shudder and moan of pleasure from her as it began to coat it with a mixture of both of their cum.

Applejack felt her body being moved a little by the tentacles holding her barrel and front legs in place, enabling her to get a better view of what was going on behind her. She groaned a little as the tentacle began to rub itself over and around her tailhole, coating it with the cum mixture, making sure to get it nice and wet.

Least he ain’t trying to hurt me bah going in dry… the mare thought. She let out another shudder as the head probed and prodded before it receded and the smaller one returned. Applejack inhaled sharply as she felt both of the tentacles press against her entrances, trying desperately to push back against them. She’d do anything to have that pleasurable feeling inside her once again. The mare got her wish as the tentacle rubbing over her asshole started to force itself in, stretching her tight hole wide. She winced a little as she tried to adjust herself to the new feeling, the girth alone taking her ass to her limits.

“F-fuuuuuck!” she groaned as it pushed more and more into her asshole. The crowd began to cheer once more as the tentacle quickly picked up pace, not letting the mare adjust as she had wanted to. Applejack gritted her teeth as her ass clenched around the tentacle, a sharp pain shooting up her spine as it continued to quicken its pounding. She felt the two small tentacles release her cheeks and return to massaging her flanks. Or at least, she thought they were going to.

“NGH!” she winced through her gritted teeth as the tentacles smacked her ass hard.

As if waiting for a cue, a barbed tentacle suddenly rammed into Applejack’s pussy, pumping furiously into her with more vigour than before, a series of loud, wet sloppy squelches sounding throughout the arena. Applejack screamed loudly, not expecting it to do that. She moaned lowly as she felt the barbs drag themselves back and forth roughly inside her, each little nub caressing her sensitive flesh. Applejack opened her mouth and gasped loudly as the tentacle in her ass began to roughly thrust into her in opposite tandem with the one in her pussy, neither one being fully in her at the same time. She winced and moaned as the two smaller tentacles continued to spank her rear, one after the other, slowly turning her fur a light shade of red as the skin began to redden. She blushed as she kept moaning from their attention, embarrassed that the spanking was arousing her so much.

Arching her head up, she moaned heavily as she took in the faces of everyone watching her, feeling her body heat up as their lustful eyes gazed over her body. Her eyes caught the tentacle that had fucked her throat twitch near by, a new strand of pre-cum oozing from the head. She stared at it for a few seconds, watching it twitch before she understood what it wanted. She opened her mouth as wide as she could, rolling her tongue out to her chin. Immediately the tentacle quivered and shot into her mouth and straight into her throat before it viously and mercilessly began to fuck her throat again.

Applejack gagged once more and pushed back the urge to vomit as she was taken by surprise once more. She shut her eyes tightly as she swallowed around the tentacle as it furiously pumped into her, moaning heavily as the other two continued their joint assault of her rear holes. The mare let out a loud moan that was audible even with the tentacle in her mouth as she felt the tentacle in her ass suddenly sprout its own barbs to match that of the one inside her pussy. However, these ones felt different, they didn’t feel small and in a row, rather, these felt fat and almost bulbous. And the pleasurable sensation they were giving her was completely different to the ones inside her pussy.

Whilst the smaller barbs were constantly teasing her insides, these large ones were rubbing her gently at the speed at which the tentacle was thrusting into her, causing her to shudder and groan each time one of them rubbed against her. She fluttered her eyes as her mind went blissfully numb once more. She clenched down on the tentacles ravaging her ass and pussy, pulling them in deeper. The mare groaned as the one in her pussy rammed against the entrance to her womb, determined to fill it up once more with its hot seed.

Suddenly, the mare choked around the tentacle fucking her mouth as she felt more invaders push themselves into her. She craned her head back as best she could to see what the hell was going on and blushed as her eyes went wide seeing three tentacles pumping into her pussy with the other two in her ass. Each one worked with the others and all had various assortments of barbs.

The mare then saw dozens of tentacles, each one varying in size, shoot towards her. They began to rub themselves all over her body where they could. Each of them leaked pre cum onto her fur along with its own natural juices. Applejack shivered as the warm juices of the tentacles sunk into her fur and skin only to be replaced by the heat of the pre cum that oozed out of them. The mare shuddered a little as she felt the tentacles grind against her body, too many of them for her to try and count as her mind was lost in a world of pure ecstasy.

Applejack moaned over and over as saliva leaked from her mouth, her eyes rolling back as she felt all of the tentacles began to frantically pound into her. The barbs continued to send shivers of pleasurable bliss all through her body, the loud sloppy squelching sounds from hers and the beast’s earlier orgasms slowly starting to fade away as the ringing returned to her ears, the mare on the verge of passing out from the intense fucking. She barely felt her flanks anymore; they were just too numb for her to feel anymore. The two smaller tentacles continued to tease her cutie marks all while smacking her ass every few seconds. As the army of tentacles continued to pound into her with unrelenting force, Applejack gave a weak and feeble moan as she climaxed for a third time, her body going completely limp as she was fucked senseless.

It didn’t take long after she came for the tentacles to follow suit. It started with the one in her mouth that shot its load into her stomach. Applejack nearly choked around the fourth or fifth shot, for her stomach wasn’t big enough to accommodate all of the tentacle cum. She felt it travel up her throat and around the tentacle, and even though she tried to swallow it back down, a fair amount leaked out the sides of her mouth as well as her nostrils. The two in her ass followed immediately after that, shooting their hot sticky load into her, filling it up. Moments later, its cum quickly began to ooze out of her assole and down her inner thighs. Applejack shuddered as she felt the seed shoot into her ass and then ooze out, the feeling very similar to what she felt the first time the tentacle had climaxed in her pussy.

As she gave a final clench around each of the tentacles inside her, she felt the three inside her pussy cum hard, shooting their seed into her womb once again. However, this time they remained inside of her, suddenly stopping their thrusts as they continued to pump load after load of their seed into her. The mare felt her belly expand as she groaned, cum dripping down her legs and onto the floor below in a puddle. As they pumped, the ones rubbing all over her joined in at the same time, spraying the mare all over with sticky hot cum, turning most of her orange fur white. With a loud, wet, and sloppy pop, the tentacles removed themselves from her holes, each one shooting a final blast of seed onto the mare. Applejack coughed and panted heavily as cum leaked out of her ass and pussy, each one gaping wide and revealing the large white mess inside them to the spectators.

The arena was silent, save for the occasional squelch of cum leaking down her legs. Applejack was thoroughly exhausted. Each leg trembled on its own, and she wasn’t sure if she’d be able to make it back to the lift. Slowly, the tentacle monster lowered her back to the ground, then let her slip off of its limb into a thick puddle of cum. Applejack sat there for a few moments, enjoying the warm bliss of the puddle. She flicked her tail once, giving a naughty smile as she felt it soak up a lot of tentacle cum. Surely some of her own sexual juices were mixed in there as well.

Upon hearing the roars and cheers from the crowd, Applejack looked up with a dazed smile. Her vision a bit blurry, she blinked a couple of times and stood up on shaky legs. With a soft wince, the mare raised her right leg into the air a little and gave a feeble, if not proud, wave to the spectators. She slowly made her way over to the lift, and as soon as her last hoof hit the hard wood, she collapsed onto it, her chest heaving up and down as she struggled to slow her breathing. As the lift rose up into the air, Applejack looked up at Luna to find the princess red in the cheeks. She smirked, happy to know that she had made the princess blush from her performance. As the lift reached the resting area for contestants, the exhausted mare shakily got to her hooves and began to walk over to one of the very inviting sofas.

All of her holes were sore from her fucking, but she relished the feeling. Never before had she been fucked so hard that her pussy would gape open like it was right now. Try as she might, she just could not stop the flow of tentacle cum and sexual fluids from her pussy and ass, and to be honest, she kind of liked the feeling of warm cum flowing from her flower. Even though she had failed the second round, Applejack knew one thing for certain.

This beast was going to make Rainbow Dash its bitch.