Author's Note

From 314:

Why hello there you fine purveyor of clopfics. I am 314 and the collaborator to The Abyss for this fantastic chapter, but you probably already knew that. If you like what you see here, feel free to check my other stories. They're few but, judging on popular opinion, written better than I ever thought they would be. Perhaps you've heard of Storytime, the foalcon fic that people who dislike foalcon like? No? Well, now's your chance to find out if you like that sort of thing. Regardless of if you check out my writings or not, sit back, and enjoy this chapter.

Rainbow Dash

Rainbow gazed on with heated interest as she watched Applejack limp onto the lift, a trail of cum leaking out of her used holes. Rainbow couldn’t believe her eyes as she stared at Applejack’s flanks. Both her asshole and pussy had been fucked and stretched so much that they hadn’t been able to fully close, allowing a mix of her love juices and tentacle cum to leak from her. She knew she was up next, and after seeing the sheer amount of sexual depravity in the ring, she couldn’t help but feel herself grow damp at the thought of what would happen if she failed.

Applejack got fucked so hard... I wonder how good it fel– “No, don’t think like that!” Rainbow berated herself, her voice so soft she barely heard herself speak. “I’m here to win!” Even though her words sounded confident, she felt anything but. As much as she hated to admit it, Applejack was a rather fierce competitor. If she wasn’t, neither of them would have even shown up tonight.

At last, the elevator halted in front of her friends, showing a smiling and cum-soaked cowpony staring back at them. Her normally neat ponytail had come undone, letting her hair hang freely except where it was matted with cum. Her tail was in a similar state, but by the grin on her face, she clearly didn’t mind. Stepping off the platform, she raised her hooves in a hugging gesture, silently asking somepony for support. Before anypony could say or do something, Pinkie dashed forward and squeezed her tightly, not caring about the mess of fluids as it spread to her coat. Applejack chuckled softly as she brushed some of the cum from her breast, wavering slightly as she leaned against Pinkie.

“D-did it hurt?” Fluttershy asked, almost fearful of the response.

Applejack let go of Pinkie, a thick strand of cum connecting the two of them for a few brief moments. After licking her lips free of any remaining tentacle juices, she shuddered for a second as she pushed out no small amount of tentacle cum onto the lift behind her. The crowd behind her roared their approval. “It was better than any stallion you’d ever get, I can promise ya that. It hurt a bit at the beginning, but ya stop caring real quick, ‘specially when things start gettin’ fast.” Even as she spoke, a few drops of cum dribbled down her inner thighs. “Tell ya what Dash, if you wear mah hat and not fall off, I’ll give ya fifty bits.”

Rainbow’s eyes lit up with excitement. A challenge, eh? This should make things more interesting! She shot Applejack a smug smile. “Deal!” She spit into her hoof and bumped Applejack’s, sealing the bet.

“Heh, awesome. Now if ya excuse me, I’m gonna go lie down.” Taking another few sluggish steps forward, she staggered over to one of the two couches reserved for the contestants and flopped onto her side. She’d have a perfect view of the fucking Dash was sure to get, a view she wouldn’t miss for the world.

All eyes turned to Rainbow, and hers turned to the platform waiting to lower her into the pit. “Let’s hear it for our next contestant, the Element of Loyalty: Rainbow Dash!” Rainbow heard Luna shout. The crowd began to cheer for her, making sure she had no chance to chicken out. Not like I would be a chicken anyways.

With a heavy gulp, she stepped onto the lift, her hoof squelching in the leftovers from Applejack’s turn with the beast. Pulling away from the strange texture, she waved to her friends. The platform gave a jolt, then began to send her down below. As the lift started its journey, she lifted her hoof to her nose and took a couple quick sniffs. Hm... I wonder if that’s how the tentacle’s cum smells or if it’s mixed with AJ’s cum... She felt a blush warm her cheeks as she felt everypony’s eyes on her, so she quickly dropped her hoof back down to the ground.

The audience never stopped whooping and hollering at the arrival of a new victim of the beast; some even started chanting her name, a chant taken up by everyone around the arena. Her cheeks turned a deep red, especially as she caught sight of some Wonderbolt uniforms in the crowd. Wait, if the Wonderbolts are here, then I totally have to put on a good show for them! At last, the machine ground to a halt and left her staring at the mass of green tentacles, all ready to throw her to the ground and fuck her senseless. The Princess was saying something about her, but the roar of the crowd had just become simple background noise.

Alright Rainbow, deep breaths. You can do this... Gazing around the arena, she spotted Applejack’s hat lying in a puddle of sticky cum a little ways away. As the handlers fought to tame the creature for her to get on, she trotted along the outer edge of the ring towards the hat. She picked it up, shook it a few times, then placed it firmly atop her head. She thought that she’d be able to ignore the sheer amount of cum on it, but she couldn’t help but wince when she felt a few droplets slip onto the back of her neck. Even though she had shaken it, every square inch of the hat was still covered in cum. Some of it was already drying, but most of it was still wet. Regardless of that fact, she wore it proudly, even staring back up at Applejack and poking her tongue out defiantly.

She glanced back down to the arena floor, then made eye contact with the unicorn handlers. After nodding at them, they lit their horns and subdued the beast, then held out a thick tentacle for her to sit down on. She eyed it a moment, sizing up her enemy and trying to judge how to hang onto its slick surface the best. Applejack probably used her strong thighs that she got from applebucking... I wonder if I could get my front legs around that thing... After a few beats of her pounding heart, she nodded again and tensed up as she felt them lift her with their magic. They plopped her down on the surface of the tentacle and let go, still holding the tentacle she was on.

Dash pushed the hat a little firmer on her head and did her best to ignore the rather pleasant friction coming from between her legs. She squeezed the beast with her hind legs and wrapped her forehooves around it as best she could, ready to ride the tentacle for all its worth. The timer at the top of arena flashed sixty seconds, seconds that would last a lifetime.

“Five! Four! Three! Two!” the crowd chanted, stomping on the stands and calling out the numbers with as much excitement as their princess. This is it Rainbow... Showtime! “One! Begin!”

Before Luna finished speaking, the tentacles were bucking. Up, down, left, right. Her vision blurred at the constantly shifting motions, years of flight being the only thing helping her keep her balance. It was thrashing even more wildly than with Applejack, ruining any chance she had to hold on. She started to slide down the tentacle, leaving a wet streak in her wake. In all too short a time, the tentacle bucked particularly hard and threw Rainbow off, sending her to the ground.

“And Rainbow Dash is down after only nine seconds!” came that booming Canterlot voice.

She hit the cum-covered floor and rolled, tumbling head over hoof. The crowd roared in approval, for they knew she was done for. Her coat absorbed most of the sticky liquid, her mane following shortly after. In only a second, she had turned a bluish-white, her mane’s vibrant colors dulled. She shook her head to clear it, only to spot the tentacles closing in from all sides. Oh hell no, I can’t lose yet! With no other option available, she flew straight up, eliciting gasps from the crowd. She knew that it was probably against the rules to try and escape the creature by flying, but she sure as hell didn’t want to go down without a fight.

Aww fuck, the cum’s throwing my balance off! As her wings beat, semen rained down onto the hungry tentacles below which only seemed to feed its lust. Before she saw it coming, an extra-long appendage shot out of the mass and wrapped itself around Rainbow’s rear hoof. “Gah!” she shouted, quickly pushing it off with her other hoof. The cum was an effective lubricant, making the intruder disappear as fast as it appeared.

Before she could fly higher, another tentacle appeared and wrapped around her belly just behind her wings. It pulled against her hips and refused to budge, dragging the struggling pegasus back down towards the ground. She knew all too well that if it pinned her against the ground she’d be done for, so she kicked and fought with all her might, her hooves throwing useless punches in the air, her wings vainly trying to prevent the inevitable conclusion.

She brought them back in for another big flap, only to have them held down by the appearance of another tentacle. Rainbow tried to push her wings back out to free them from her opponent’s grasp, but another one booped her on the tip of her muzzle and shot a small load of cum into her open mouth, surprising her just enough to make her lose her concentration. That momentary lapse was all the tentacle creature needed to fully pin her wings to her side, and as it quickly tightened around her belly, Rainbow knew she was done for. The tentacle coiled around her torso multiple times, making sure that she was tightly bound. She gulped, wondering how rough the creature was going to be with her.

A moment later, the creature pulled her down to the floor, soaking her belly in fresh cum. She got a good hold on the cum-soaked dirt and pushed up, trying to escape the tentacles’ grasp. Looking back, she used a hoof to try and push the tentacle pinning her wings away, only to slip and fall forward into a deep puddle of old tentacle cum. With her entire head submerged, she felt Applejack’s hat get knocked off by yet another tentacle. She thrashed around, trying to find something solid to get some leverage. Cum seeped into her ears, muting the sounds of the cheering crowd and the sounds of the tentacles swishing through the air above her.

Rainbow’s lungs screamed for air but she dared not open her mouth. A moment later, the tentacle around her belly tightened up again, then lifted her free of the cum puddle. She barely got a hoof up before four new tentacles shot out, wrapping around each of her legs. They flipped her over on her back, then pulled on her legs, stretching her out like a starfish in an ocean of semen. Her hind legs were spread wide, exposing her pussy for the world to see. The crowd roared louder, making her blush as she instinctively tried to lift her tail to cover herself up. She found that she was unable to do so, for a smaller tentacle had already wrapped itself around her tail and was holding it off to the side. Even though she didn’t want to admit it, she knew there was nothing she could do now except accept her fate to be the tentacle’s fucktoy for everypony’s enjoyment.

She wriggled and squirmed, which just so happened to be all she could do against the all-encompassing might of the monster. Her protests seemed to only make the beast hold her tighter, as if it was challenging her to break free. She tried to flick her tail upwards once more but the tentacle held it down, this time pulling it into one of the many puddles scattered about the arena. Her once-vibrant tail quickly turned white as it soaked up cum. She thought about biting the tentacles binding her when she spotted a rather slim one approaching, aiming for one particular spot, a normally hidden spot that was now in plain view to the crowd.

The tentacle’s tip glistened in the spotlight that shone down on her, dancing and waving its way closer and closer to her puffy lower lips. It prodded around her labia, making her eyes widen in shock as she realized what was about to happen. This is it, Rainbow! She bit back a gasp as she felt it slide up against her lower lips, then it paused for a moment before drawing back, looking like a snake about to strike its prey.

Rainbow felt a sole bead of arousal slip out of her puffy lips. She’d never felt so turned on before in her life, and the knowledge that she was about to get the best fucking of her life in front of a large crowd only turned her on even more. With wide eyes, she watched as the tentacle danced away from her needy marehood and towards her face. She couldn’t help but let out a whine as it left her hanging, her hips bucking slightly in search of something that wasn’t there. It brushed against her cheek, almost as if it was nuzzling her. It moved to sit about a foot’s length from her muzzle, then excreted a lot of clear liquid from its tip until it dripped with the strange substance. Excess fell down onto her chest, but she knew it would be the least of her worries shortly.

She winced as the slim tentacle made contact with her cheek once more. The tentacle ran all over her head and neck, coating her in its juices as if it was claiming her as its own. As the tentacle massaged her neck, Rainbow tentatively stuck her tongue out, tasting what the tentacle had left on her coat. It was a rather thick and stringy substance, much like the cum that coated the arena’s floor, but it didn’t have the same salty taste that the cum did. She swallowed what she had in her mouth with a small gulp and licked her lips, watching the tentacle slowly but surely make a trail down her body back down towards her wanting pussy. It ran all along her chest and hooves as it did so, making sure that all of her was marked with its slimy fluids.

Rainbow saw two more smaller tentacles wrap themselves around her stretched out hind legs, weaving around them as they travelled higher and higher. They reached her pussy and, much to her surprise, opened their strange little tentacle mouths. Before she could wonder what they were going to do, they latched onto her vulva, one on each side. They began a slow, constant sucking as they pulled her lips apart, giving the waiting tentacle a perfect target. A moment later, the thicker tentacles tightened their grasp on her legs right before the one caressing her body lunged downwards, its aim just and true. It showed her no mercy as it slid right into her soaked cunt, making Rainbow moan like a filly in her first heat. There was no escaping the feeling of the wet, slimy tentacle worming its way into her. It swelled as it slid inside of her, heading straight for her deepest depths. It went far enough into her that it reached places she had never felt before, only to pull back out in a single, fluid motion, leaving her empty and desperate for more attention.

The tentacle shot back in again, thicker than before. It spread her labia a bit wider, but still not quite as large as a well-endowed stallion. As it was started working itself back inside of her, she felt another tentacle prod her lips as if it was asking her permission to fuck her front end. It never gave her the chance to make a decision. It plunged inside of her mouth a second later, excreting more of its fluids all the while. It suddenly stopped moving, and as she wondered why, she felt her cheeks puff out from the sheer amount of cum the tentacle was pumping into her. Rainbow tried to spit it out, but the tentacle had swelled up against her lips, keeping its fluids locked inside of her. She tried pushing the tentacle out with her tongue, but after futilely trying, she realized her only choice was to drink it all. With a small groan, she swallowed a couple of times, lessening the amount of tentacle precum in her mouth, and on the third gulp, she felt the tentacle shift forward and move straight down into her throat.

Rainbow nearly gagged as she felt the tentacle slide several inches into her, but she held back, her prior experience with pleasing stallions helping her out. She breathed in through her nose and started bobbing her head back and forth like a good little slut, much to the delight of the crowd.

Once she fell into a good rhythm, she realized that the tentacle in her pussy was pushing her back and forth between it and the tentacle in her throat. With each thrust, they grew slightly bigger, reaching deeper and spreading her wider. Her limbs were still held out but she was no longer trying to fight it, content to just sit there and be fucked, a hot and sweaty mess for the whole crowd to see. She could have sworn that she saw a flash of light from a camera at one point, but her vision was too blurry to make out any details. All she could really focus on was the surface of the tentacle fucking her mouth, slick with her saliva.

It moved far down her throat now, tickling the inside of it and making her breathing pause each time it did so. She swallowed as best as she could, her neck bulging out with each gulp, and she could have sworn she felt the tentacle bottom out in her stomach a few times. Every time it went in to her stomach, she felt so full, just like she had finished a full meal. It was a sensation unlike any other, and one that she cherished with each pleasant thrust. Rainbow had never before been so fucked in her life. Getting filled to the brim with tentacles was something that she’d kill for to do again, as the pleasure she was receiving was something that no stallion could even hope to reproduce.

As she started to wonder what it would feel like if a tentacle started fucking her in her ass, she felt the slippery appendage in her mouth pull out from her throat into her mouth, then spurt more of its cum onto her waiting tongue. She greedily swallowed what she could, but she couldn’t help but feel a bit disappointed. Let down, even. Rainbow had seen what it looked like when the beast climaxed, and she knew that this wasn’t it.

The tentacle slid forward until it brushed against the entrance to her throat, silently waiting. Rainbow so desperately wanted it back inside her, fucking her throat raw, so in the hopes of coaxing it back downwards, she ran her tongue over the bottom of the tentacle, as fast as she could. She felt it twitch a bit in her throat, and right as she was about to give up, she felt it suddenly fill her mouth with cum, forcing a bit out of her mouth and down her muzzle. It still didn’t feel like the beast had climaxed, so she mentally shrugged and swallowed the tentacle’s load. Like before, the tentacle took the perfect opportunity and forced itself down her throat, leaking little streams of cum all the while, but this time something was different.

Much to Rainbow’s surprise, once the tentacle reached her stomach, it kept sliding in. Her eyes went cross-eyed as she watched more and more of the tentacle slide down her throat, the tentacle coiling itself in her stomach. She felt her midsection stretch as more and more pushed itself inside her, and when it felt like she could take no more, the tentacle stopped. It pulsed over and over ever so gently in her stomach, as if it was saying that it loved how warm and comfy it was. It was even still leaking its fluids, filling her up more than she could dream.

The shape of the tentacle bulging in her throat and distending her belly was plain to see by any onlookers, adding to the cheers from above. In her pussy, the tentacle seemed to have reached its maximum girth, so it was soon joined by a second. The new tentacle started off just like the first one, slim and slick. As the first tentacle fucked her good, the new one slowly slipped inside of her, stretching her wider and in ways she hadn’t felt before. They took alternating turns pushing into her, making sure she was stuffed with their hot and slimy surface at all times.

Rainbow heard one of her friends yell something but she couldn’t hear what they said or who it was from the sheer amount of noise in the arena. She knew that she wouldn’t have been able to reply anyways because she was too busy acting as a slinky between the three appendages of the lustful monster.

The tentacle filling her stomach left just enough space for her to get a little air in through her nose, and the two in her pussy kept going, pushing her nearer and nearer to the point of release. Her pussy was sopping wet, both from her arousal and the tentacles’ lubricating cum. The tentacles’ pace grew, eliciting a string of moans and pants from her with each glorious thrust. Her legs all twitched and bucked on their own as she forged a path to a most blissful release.

Moments later, the tip of one of the tentacles in her pussy flared into twice the size of a golf ball and focused solely on her G-spot while the other one reached a feverish pace, hilting all the way inside of her with each thrust. She would have screamed out in lustful cries of need if it wasn’t for the tentacle slowly fucking her throat. Instead, the cries turned to whimpers, begging the monster to continue its relentless assault on her body. The tentacle rubbing her pleasure spot was always switching up its approach, speed, and intensity of pressure, pushing her right up to the edge of release.

Not a moment later, the tentacle in her stomach pulled back enough to remain in her throat, then it started fucking her much more forcefully than before. It never entered her stomach, but it shot little bursts of cum every couple of seconds, probably to keep her throat lubed up for what it had in store for her. She felt a tentacle yank her tail to the side as another one prodded and poked at her puckered asshole, and that was all she needed to slip over the edge.

The tentacles never slowed their pace as Rainbow slipped into her first orgasm. Her body bucked and thrashed out of control as pure pleasure shot throughout her. Wave after wave of unadulterated pleasure crashed upon her mind, nearly making her faint from the sheer intensity of it. She fought to remain awake, for she wanted to remember everything down to the littlest detail.

As the pleasure started to die down, she saw several bulges travel down each tentacle. As she panted, laying limp in the tentacles’ firm and unyielding grasp, she winced as each bulge spread her pussy wide, but the slight pain of being stretched even further was quickly replaced by a soothing feeling as the tentacles came inside of her, finally claiming her as its own like it had done with Applejack. Each quick shot of hot cum pushed her over-stimulated nerves near the edge, and she quickly slipped into another orgasm.

Her body convulsed so hard it looked like she was having a seizure yet the truth was the complete opposite. She felt everything she had from the previous orgasm, but it felt so much better with addition of tentacle cum. Rainbow’s lower belly expanded as her womb was forced open, expanding with each burst of cum from the tentacle. Suddenly, Rainbow felt a tiny tentacle from the one fucking her pussy slip inside of her womb. Her eyes rolling into the back of her head, she moaned as she felt it squirm about inside her, stroking and rubbing her innermost sanctuary. It swam through the sea of tentacle cum inside her for a few more moments before it slipped out of her, moving down to focus on rubbing her G-spot with the other tentacle.

The tentacle in her throat slowed to a more reasonable pace as Rainbow’s jaw was forced wider for each bulge of tentacle cum that travelled down its length. It painted the inside of her throat white with its cum, shooting it straight down into her stomach. She could barely breathe as sweat dripped down her body, her muscles aching. Out of the corner of her eye, she watched her stomach expand as it was pumped full of tentacle spunk, then when it felt like she could take no more, the tentacle pulled itself from her throat, came once in her mouth, then finally emptied the rest of its load onto her face and mane.

Rainbow panted, smiling as she felt a bit more the tentacle’s cum land in her mouth, which she quickly swallowed. The crowd around her roared at the display of sexual depravity, pushing her on. She loved to hear the applauding audience, especially when they were cheering for her. She lived for the spotlight, and even though her body was drenched in cum, she wouldn’t have it any other way.

She felt a tentacle brush against her hind leg as it pulled out, but her overloaded nerves could barely feel the other one still in her. Damn, now I know how AJ felt. When’s the next one? After a few more seconds, her senses slowly returned to her nether regions, and she was once again aware of the tentacle fucking her in a steady rhythm. Right as she opened her mouth to lick her lips, the tentacle that had just fucked her pussy slid right into her mouth, giving her a taste of her own juices mixed with its cum. Rainbow swallowed what she could, moaning and whimpering in pleasure as the tentacle explored her mouth.

Once she could again feel every inch of tentacle slick with marecum plunging in and out of her, with a fresh tentacle joining the one in her pussy and another one brushing against her tailhole. She instinctively clenched, despite the fact that she was a drooling mess of a mare by now. Still, it poked the puckered piece of flesh and sprayed a small bit of tentacle juices on it. It must have been some kind of mild muscle relaxant because it slowly loosened, allowing its tiny tip to slip in if it had wanted to.

However, its siblings had other plans. Before she could have four tentacles in her, the ones holding her hooves all reacted. The ones holding her front hooves down released, while the ones on her hind legs began to raise her in the air. The tentacles kept up their relentless fuckfest even as Rainbow went airborne, though the one in her mouth slipped out. She let out a moan as the pull caused the two tentacles in her pussy to penetrate deeper and wider than they had before. The crowd above cheered at the beast’s move, watching to see what would happen next.

Rainbow’s vision finally cleared and she found herself staring at the ground, upside down. The two tentacles holding her legs apart suddenly let go, making her instinctually clench down on the tentacles in her pussy in a vain effort to keep herself from falling. She felt every little detail on them as she slid from them, trying to keep them inside her. As the tips left her pussy, she whimpered at the sensation of feeling empty and braced for impact, only to have another limb wrap around her stomach and jerk her to a halt. Some of the tentacle’s cum trickled out of her mouth from the sudden stop, landing on the ground to join the rest. The little bit that didn’t fall ran down the corner of her mouth, adding to the large amounts of old and fresh semen on her body.

She hung in the air for a moment longer before the tentacle around her waist lowered her to the ground on all four hooves. It then let go, coiling back to join all of the other limbs of the beast. She wasn’t being touched at all, a fact that made her whimper and almost start begging for that magnificent beast to fuck her again. She flicked her ears back and bit her lip, her hips swaying back and forth. Her natural instincts kicked in and she lowered her front half to the ground with her back half raised high in the air, presented for the whole crowd to see. Her pussy was slightly gaping, not quite as wide as Applejack’s yet, but plenty wide to see strings of cum in it.

As she presented her plot to the crowd, she definitely saw a few camera flashes, photographing her abused, sore, and dripping wet marehood for their private times at home. They can take all the pictures they want if it means this thing will keep fucking me. She even raised her ass a little higher, hoping to entice the beast into doing more. But still, it hung back and didn’t do anything.

“Is that it?!” she shouted, shakingly returning to her normal standing position. “Is that all the sex you’ve got? What abo–” A tentacle flew forward and stuffed itself into her mouth, rushing down to her throat and silencing her instantly. She started to stagger backwards, only to be caught by two tentacles pushing into her pussy and shoving her back down into the classic mounting position.

As the one in her mouth pulled out again, she tasted her own marecum on it. It was thicker than before, but she didn’t have a chance to dwell on the fact. It shot back down her throat again, hitting her stomach and the tentacle cum inside of it. Her belly swelled again, and a tiny bit of cum came out of her mouth to splash on the ground.

The beast resumed fucking her with even greater intensity while the thin tentacle returned to prod at her tailhole, this time pushing in without hesitation. She had taken stallions there before, but it was a whole different world to have a slender and slippery tentacle sliding up into her. It reached what she thought was her limit, then it kept going. She felt shivers run down her spine as it continued to slide into her without a single pause.

She felt it brush against something inside her and she gasped at the strange feeling, only to have the tentacle in her mouth stuff itself further inside her. Even so, the tentacle in her ass backed off a bit but it still stayed deep within her. Sweet Celestia, how far in me are these things going to go? To compensate, it started to swell right where it entered, slowly widening her asshole until it was easily the girth of a stallion. It didn’t bother thrusting yet; it just sat there and let her feel utterly filled in all three of her openings.

She was being thoroughly, relentlessly, and senselessly fucked into a panting, sweaty mess of mare and she loved every bit of it. Oh, what I would give to get to do this again. Sign me up for Luna’s festival next year and every year after. The side of her face was pressed into the cum-stained dirt, leaving her mouth free for the tentacle to slide in and out of all the way down to her stomach. Every so often, it would bring a little bit of its tentacle cum with it, smearing it across Rainbow’s face, but she couldn’t care less. It made her feel like a dirty little slut enjoying her fucking.

And even if the tentacle in her mouth wasn’t enough, she had three more paying attention to her back end. Two of them plunged relentless in and out of her pussy, both as thick as the average stallion and with a stamina far exceeding one. They went as deep as they possibly could, stretching her insides and filling them with a goopy, stringy mess of cum and fluids. On top of that, there was the one in her ass, stretching it wider than she had thought possible. It had even swelled to take on more of a stallion-esque appearance, but the tip of it was still lodged deep within her. It didn’t move like the others; it just sat there and gave her the amazing feeling of fullness.

However, it didn’t sit still for long. The end slowly started to move again, deeper into her, though the girth stayed back in reasonable areas. Instead of pain this time, when it touched her insides, there was nothing but sweet, blissful pleasure. The feelings caused Rainbow to moan around the thick appendage in her mouth, only to make it wiggle and squirm as it continued to travel into her. She had no idea how it was going as far as it did, but the crowd above saw it keep moving into her and the cheers grew even louder.

She felt some weird bulge start to form in her gut, pushing it out a little like the tentacle fucking her mouth had earlier. Again, nothing was there but pleasure, and it was greater than she could have imagined. Steady it went, never speeding up, but never slowing down, only content to fill her up completely.

After a minute of travel, Rainbow’s tummy had expanded to make her look like she was a few months pregnant, except for the occasional shift as the tentacle continued its quest. She had no idea how many feet of it was in her, but more was always good. Finally, at last, she began to feel full again, just like she had feasted upon an eight-course Hearth’s Warming day dinner. It was rather comforting and she could felt nearly every inch from the tentacle tip in her stomach to where it had first entered her body. It was quite the sensation to feel a part of her that she had never felt before, and there was no doubt in her mind that it felt fucking awesome.

The tentacle in her mouth began to slide out, but before she could whimper in protest, she felt the smaller tentacle run up after it. With a single motion, the thicker one pulled out completely and left her throat sore and empty. She began to gag slightly, her reflex finally kicking in. It felt like she was going to throw up but it was pleasurable at the same time, as weird as it sounded.

There was a small spray of cum against the inside of her lips, causing her to swallow and letting the tiny tip of the tentacle poke out at the same time. It sprayed even more cum as it came out, coating her muzzle with hot, fresh tentacle fluids. She smelled the potent scent as it coated her nose and eagerly licked off as much as she could. It was a bit of actual cum, and tasted just as delicious as it had before.

Upon seeing the emergence of the tip of the small green tentacle, the crowd went absolutely nuts, even leaving Princess Luna speechless. Thunderous applause came, but Rainbow didn’t know if it was for the monster or her. All she could focus on was the little dancing tip in front of her eyes, almost not believing the sight. It had run her all the way through from her ass to her mouth, and as she was lifted up higher in the air, she felt it pulse inside her, filling every single possible inch with fuzzy warmness and pleasure. Just the sheer thought of being completely run through, totally at the whim of the tentacle beast and ready to be fucked senseless… it was an indescribable sensation.

But for some reason, it chose not to pile on the sex just yet. The tentacle tip that danced from between her lips turned back around and poked her muzzle, then booped it again. It ran its tip gently along the tip of her nose, letting a bit of tentacle cum ooze out as it did so. The liquid ran freely down her face only to fall into her open mouth. Trails of white were left in its wake, but she really didn’t care by now with how much cum was in her and on her. The tentacle brushed against her cheek, then acted in such a way that made Rainbow think it was nuzzling her. What is this thing doing? Is it being nice all of a sudden?

She got her answer.

In a single fluid motion, she felt a third tentacle join the two in her pussy, another one worming its way into her rear, and a final one plunge back down into her throat and stomach. Her mind ceased to function under the pleasure, all coherent thought gone in an instant from the overwhelming sensations. She felt stretched beyond all belief, something she would never experience again. It’d take at least five stallions to even come close, and even they wouldn’t be able to match the pleasant warmth of the tentacle running through her whole body.

She was stuffed to the brim and getting fucked like a slut, and still the beast didn’t let up. She almost felt like she would be split open by the raw force of the thick tentacles, but she didn’t care. She had stopped caring the moment she was first penetrated. Now there was only lust, and she so desperately wanted the tentacle to pump her full of its cum. She felt that it was greater than a want. In her mind, it was a need, something she couldn’t live without.

A seventh tentacle brushed against her leg and coiled up around it, almost like one of Rarity’s fancy shoes. Another one? Where is it going to go? It was different from the others though, and its surface felt rougher. It snaked around a back hoof and squeezed it tightly, not tight enough to cut anything off, but tight enough she couldn’t forget about it. Another one climbed up her other leg and brushed the underside of her bloated and cum-stuffed tummy, then ever so gently brushed against her marehood.

At first she thought she had imagined it, just because the waves of pleasure washing over her made it hard to pinpoint the tiny appendage. But it shifted on her leg again, still climbing up. It traced along her outer lips, the bumpy surface causing a whole new kind of nerve-frying stimulation. It wound all around the three smoother tentacles still screwing her senseless, then brushed against her clitoris.

A greater than normal shiver wracked her cum-drenched body, her sensitive little nub spasming at the mere touch. It had swelled and was now easy to spot, pulsing with each tentacle thrust. Her tail hiked a little higher, natural instincts kicking in for a moment. The tentacle touched it again, as if testing the waters, then before she could react, it engulfed her entire pleasure orb and started sucking on it. Her vision turned white and a dull ringing filled her ears.

The thinner one running her all the way through was still the kind one of the bunch. It was caressing her cheeks and rubbing along the bulge in her neck, gently spraying her face with tentacle cum all the while. It swelled and pulsed inside of her, even growing a bit thicker in some places. Nothing had ever come close to the feeling, and nothing ever would. It was even being kind to her stuffed tailhole, filling it with the thickness of a stallion’s dick. Another tentacle thrusted in and out of her abused asshole, stretching it and making her feel all the more like the beast’s fucktoy.

She couldn’t focus on that for long; she was being fucked too much to make sense of what was happening. Her hind legs gave out, making her flop down into the cum puddles on the floor and causing a tugging sensation all throughout her. It was all she could do to just lay there on her side, getting pounded by no less than six sexy tentacles.

Mmfph, I’m close... Too close. I don’t want this to end! Her wants went unheeded as the monster increased its speed and switched up its rhythm, trying its best to pull another climax out of Rainbow. It filled her every hole with as much tentacle as it could. The beast’s thrusts sped up until all three limbs were pounding in and out of her in unison, acting as the largest thing she had ever been penetrated by. She was stretched wider than her wildest dreams, and it was nothing short of awesome. Her asshole didn’t escape the onslaught either, as the tentacle running through her entire body finally started thrusting of its own.

The sensation of each slick tentacle sliding into her body was too much for her to handle anymore. Coupled with the one still throatfucking her and spraying cum into her stomach, she lost it. She absolutely and completely lost it. The expression on her face was one of earth shattering bliss, and one that was captured by a dozen photographers. She shuddered on the ground as the pleasure swept her away, legs kicking out vainly to try and disperse some of it. The tentacles didn’t stop their relentless assault and only seemed to grow more enthusiastic, making her squirt all over the tentacles fucking her good. Her super-sensitive body quivered, relishing what she knew was the last of the round.

Less than thirty seconds passed before the beast gave one last thrust and buried every single bit of tentacle as far into her as it could. Rainbow squealed as her body seized up, her pussy clenching down and rippling across the the tentacles pumping her with cum. The only one that remained out was the tiny one coiling around her face, and even that was aimed directly towards her eyes and muzzle.

Everything turned white and creamy as the tentacles unleashed an unstoppable torrent of cum. Her eyes were splattered with seed coming from the tentacle in front of her face, the small bulges of cum running all the way through her body. It continued to paint her face, finally painting it completely white. She caught some of the delicious fluids on her tongue and swallowed them down eagerly, not caring about how much she had in her already.

Rainbow’s insides turned hot and sticky as the beast fired shot after shot into her, the tentacles swelling with each pulse. It hurt a little with each bit, but the reward was so worth it. With three tentacles spraying their load into her pussy, it turned into nothing but a place to house the semen, plentiful excess dripping out while even more poured into her, testing the limits of her stretchiness.

Her ass didn’t escape the onslaught either. It expanded with the sheer volume of cum that was pumped into it, and the tentacle sealed itself as tight as possible to prevent a single drop from escaping. It followed the path of the smaller tentacle, flowing further and further into her with each pulse. It too caused her belly to bulge, now reaching the true limits of what it could hold.

The last one to blow its load was the one in her mouth, shooting it directly into her stomach to join the plentiful amount of seed already in there. She had already felt full from the tentacles, but now she felt stuffed inside and out. The storm of semen finally started to dribble to a halt, and the various tentacles began to pull out. The one in her throat retreated from her swollen stomach first, letting the remains of its spurts dribble onto her tongue. She gulped it down with a weary grin, too tired and sore to move.

The one that had run her through gave a last little wave good bye in front of her blurred vision, then started to pull out. The tight seal that had kept the cum from leaking out her rear came loose, letting a good amount of it trickle out at a modest rate. It felt strange to have the cum-soaked tentacle pull out of her and literally cover every single inch of her insides in semen, but she was too exhausted to care. It finally came free with a pop, followed by the other four that were still in her.

She lay panting on the floor, cum leaking out of all three holes and the crowd roaring their approval above her. Much to her surprise, even Princess Luna joined in. Rainbow barely heard the din. Fuck... that was sooooo awesome. When’s round two? She tried to roll onto her hooves and stand up, only to have her legs buckle out from under her like a baby deer. She was drunk on arousal, making it almost impossible to focus. The lift blurred in her vision and she saw the two dim shapes of the handlers start to move towards her.

Before they could reach her, she felt two rather thick tentacles slip under her and lift her into the air. The simple force caused her to cough a little bit of cum onto the floor that disappeared from underneath her. With surprising gentleness, the monster placed her on the lift. As an afterthought, another dropped Applejack’s hat back on her head. Rainbow gave it a fond smile as her vision began to clear.

She smelled nothing but tentacle cum, felt nothing but it, and barely saw anything but it. Cum was still dribbling out of everywhere and all of her entrances had been stretched too much to close easily. Even her mouth was hanging open slightly, her jaw too sore to fully close. Her belly was swollen out in front of her, making her look like a pregnant mare lying on her side. She felt the cum slosh about inside her as she shifted, the sound making her grin again. “Dear Luna, I don’t think anything can top that,” she muttered, sighing in happiness. Except another round, that is... The lift lurched underneath her and she let her eyes close for a moment, reveling in the afterglow of the best sex she had ever had and would ever have.

“Hehe... Pinks is gonna love this...”