A New Equestrian Lifeform

by LegionofPony

Rating: mature
Tags: Non-consensual, Sex, Twilight Sparkle, Main 6, My Little Pony: Friendship is Magic, Other, Drama, Porn, Science Fiction
Length: 9155

Twilight gets lost in a cave, only to discover a very different type of sentient creature! When she discovers its true origins however, she and her friends may be the only ones who can save an entire species. (only intro currently available.)

Twilight gets lost in a cave, only to discover a very different type of sentient creature! When she discovers its true origins however, she and her friends may be the only ones who can save an entire species.

First off: this story is by no means strictly a clop-fic, but will contain extensive amounts of sexual content interwoven with a story. This may mean that not every chapter will contain sexual content.

Second off: content warning! This story contains/will contain some pretty fetishistic content. Every chapter that contains any of these will be marked with what it contains individually at the very top before the story starts.

Third off: This story is on indefinite hiatus until I state otherwise.

I got this idea while working on my other story, and decided maybe it deserved to be expanded upon and be made into another story all it own instead of it only being used in my other story. As a side note to this, this was also inspired by a story I read a long time ago on a domain long gone. Sorry, can't remember a title or author.

Enjoy my virgin venture into the strange world of tentacles and a creature from an alternate dimension, for it shall be...odd.

Published 2015-04-10 19:10:02 UTC
Last updated 2015-04-10 19:10:02 UTC

Chapter One: The Discovery and into the Depths

Contains: tentacle sex (non-consensual), involuntary use of drug/hormones, minor mind control (implanting suggestions instead of control, really) cervical/uterine penetration, impregnation via oviposition and cum inflation including egg fertilization. YOU HAVE BEEN WARNED.

~ ~ ~

Twilight quickly got to her hooves again in a panic, struggling to concentrate and re-cast the light spell in order to see what she had collided with. When she tried, she felt something gently tap her horn - making a tiny amount of pain mix with a massive amount of dizziness.

Twilight remembered something from the unicorn anatomy books she'd read before: when a unicorn's horn is struck during spell-casting it will usually interrupt the spell and disorient the unicorn casting the spell, giving an opponent the upper hoof. While the effect of the strike is dependent on how hard the horn struck, any touching of the horn while casting will leave a unicorn woozy and possibly overstimulated, which is sometimes a good thing.

This wasn't one of those times.

When Twilight again tried casting a spell, the thing again tapped her horn - making another bout of dizziness overtake her. Then she felt something wrap around each of her hooves and her torso, gripping her firmly but gently. Whatever it was didn't seem to have a malicious intent towards her, seeming to be trying to hold her in place more than harm or move her. They felt like vines but were so...warm. Twilight immediately panicked and tried to cast another spell to try to zap the thing and get it off her hoof, but this time, something encased her horn just as she went to cast the spell, making her again lose concentration as a sudden burst of pleasure shot down her spine.

Twilight remembered something from a more...adult book she'd read before - in part of the book, a unicorn's horn is rubbed instead of struck while a spell is being cast, making quite the opposite effect occurs, making pleasure replace pain. When the unicorn in the book had sex with another pony, they had asked their partner to use their horn as an erogenous zone, the unicorn channeling a little magic into their horn and getting pleasure by having their mate suck on it and later place it in...other orifices...

It would seem something like that was happening to her now, and Twilight felt as another wave of pleasure shot through her skull and down her spine, seeing in the muffled glow of her magic that her horn was...encased by something. Something transparent green, hollow and tube-like. Twilight tried to end her flow of magic and thereby stop the pleasure rolling down her spine but found herself unable, instead feeling the tentacle starting to gently knead her horn inside itself, as though trying to coax the magic-casting growth to keep producing its magic.

As Twilight felt more pleasure flow through her while her horn was rubbed, she suddenly felt an uncanny feeling that something was trying to speak to her and she just couldn't hear it. A moment later, Twilight felt something land against her head - then felt an intense pressure in her skull as though something had been forced in, but without the accompanying pain that would have been present if a physical object had penetrated her skull. She felt very dizzy for a moment as she briefly saw black, then lost all of her senses as she shortly after lost consciousness.

~

Twilight was out for but a moment before returning to the land of the waking, and upon waking noticed a very strange feeling in her head. Twilight no longer felt alone in her own mind. In her head she then heard a seemingly telepathic voice, extremely quiet and seemingly disjointed even though it was right inside her mind.

<...-t las-...-ome....-reature... cam-...t-...hel- m-?>, the voice garbled.

Twilight was puzzled - what was it saying? Was it possibly not a full message? A different language?

Twilight felt another intense burst of pleasure from her horn as more tentacles came forth from the darkness now, her eyes adjusting to the faint glow of the magic from her horn and seeing a number more approaching her from various directions. Twilight knew she should feel scared or horrified even, yet for some reason she simply couldn't explain she...simply wasn't. She was completely calm. She knew she should at least try to escape whatever this thing was, but she couldn't will her legs to move. All she could do was stand there and have her horn suckled by that tentacle as more approached her, compelled for some reason to simply remain there and be pleased by it.

Twilight felt another pair of tentacles trail up her back legs and then along her flank, soon after moving in-between and tapping at the entrance of her anus before slightly pressing against it. When she cried out and started struggling, the tentacles seemed to stop their pressing against her plothole and instead moved to the base of her tail, the rounded tip gently rubbing against the dock.

Twilight cried out at the sudden burst of pleasure, feeling the thing rubbing into the erogenous zone at the base of her tail. The tentacle suddenly moved up to her croup, then rubbing on that sensitive spot and making Twilight react out of reflex - her back legs spreading slightly and locking into place as her tail flagged to the side, her vulva winking to the imaginary stallion behind her as the tentacle kept rubbing on her croup. Twilight knew why her body was reacting this way - whatever this thing was was unintentionally – or intentionally? – imitating what a stallion would do as he mounted a mare, her body acting on reflex to it.

When another tentacle moved to Twilight's muzzle and started pressing against her mouth, Twilight turned her head away in disgust - only for the tentacle to follow and again attempt to press against her lips. When she groaned in frustration and rapidly shook her head, the tentacle flinched back then retreated, seemingly understanding it wasn't wanted there.

The tentacle at her mouth instead moved down to one of her wings, then Twilight felt as another tentacle ended up at her upper back and slowly proceeded to her other wing. Twilight felt herself tense as the tentacles reached those delicate limbs, subconsciously fearing for their safety as these strange tendrils seemingly started caressing them as a lover would.

Twilight gasped as the tentacles started to gently rub against her closed wings, making them spread them open on reflex to at gentle touches and making pleasure jolt through her from the contact. Twilight gritted her teeth at the sensations as she felt her sensitive wings unfurling from the tentacles' ministrations, the feathered limbs then swiftly raising up as the tentacles found the erogenous zone at the base of each wing, rubbing them ever so softly and making them flare up - the erotic pleasure causing Twilight's vulva to start winking and moistening in response to the sensual stimulation.

Twilight heard the voice inside her mind slightly more clear now but it still very disjointed, but at least now she realized it was clearly speaking her language. It sounded feminine yet masculine, yet nothing like anypony she'd ever heard before - a much deeper, more guttural tone then even the deepest-voiced stallion she'd heard, yet intermittent with high notes that only a mare could produce. It sounded more like a duo of voices then just one, with both speaking the same words at the same time, yet sounding like there were clearly two different speakers.

the voice said, Twilight slightly tensing up at the tone it used. Did she hear 'Sorry' in there? What was it sorry for? Twilight got a bad feeling, and it only grew as Twilight felt the tentacles on her wings suddenly stop rubbing, somewhat to her disappointment. One of those that left her wing instead moved up to her shoulder and suddenly curled tightly around it, Twilight then feeling a sudden jolt of pain as something thin and needle-like soon after penetrated her skin. That sudden prick of pain, even if it was only very minor, made her yelp and snap back to reality - making her fight-or-flight instincts kick in as she started to struggle against the tentacles.

The tentacles apparently detected Twilight's escape attempt and quickly tightened around her hooves, wrapping several more around her body, locking her in place. Twilight was scared now, very scared even; this thing had hurt her, had stabbed her, and she was trapped by it.

~

When she felt the sharp pain disappear from her shoulder and instead felt the tentacle move back to her wing seconds later, Twilight's body somewhat calmed down as it started to rub her again, pleasure starting to surge through her as the tentacle on her horn started its suction again.

The voice said, more words becoming clear now as Twilight somehow got a clearer signal on the speaker.

Despite the sudden and sharp pain in her shoulder moments ago, Twilight didn't think the -tentacles were they called?- meant her harm if this voice were to be believed. After all, if the owner of the tentacles had wanted her dead, there were many opportunities for it - chief among them that the tentacles could constrict her until the desired result was accomplished.

That left the question: what -did- they want from her?

~

The tentacles lightly massaged her wings until Twilight started to feel a burning sensation inside her pelvis a couple of minutes later, with the closest comparison she could make being her estrus - although the burn was not quite as intense. Twilight felt herself get very sensitive to the touches on her wings and horn as another pair of tentacles slid around her stifles and canons, then feeling very distinctly as they gently started pulling her legs apart and spreading them, putting her now slightly-swollen mound on display and causing a sudden burst of pleasure to rock through her as her lower lips were ever-so-slightly parted.

Twilight felt another, thinner tentacle suddenly slid up her flank and gently prod at her now-dripping slit, that simple touch causing a burst of sharp, intense pleasure. Another prod made her moan as she felt the warm, slippery thing rub her vulva and spread her lips slightly more, merely grinding against her and seemingly slathering itself in her fluids. Twilight then felt as another thin tentacle soon met the first, with both then swiftly slipping only slightly inside her slit, working together to spread her lips and making Twilight gasp as her vagina itself was suddenly exposed.

This is wrong - something's wrong! Twilight thought, her rational mind kicking in through the pleasure, fighting to think as her instincts tried to drag her into thinking this was totally OK; to relax and let it happen. She knew she could try and escape again, but also knew that the tentacles would capture her before she'd moved a few hoofbeats away...if she even got that far. She knew there was no escape now with the tentacle at her horn preventing her magic, with the others surrounding her and holding her to prevent any physical escape. She was truly trapped.

Twilight's body meanwhile responded to being penetrated, her vaginal muscles tensing and relaxing under the tentacle's touch and making more pleasure shoot through her as the tentacles started to slowly slide in tandem deeper into her now-soaked passage. Her body started unwittingly helping them get deeper inside as she produced more lubricant and started reflexively clenching around them, her body drawing them deeper into itself as though it were a stallion's penis.

Twilight groaned in pleasure as she felt the tentacles spurting something inside her as they slid deeper into her passage, before then pulling out slightly and sliding along with much more ease now. Some kind of lubricant? Twilight asked herself, passively analyzing the situation as she was wont to do when something new presented itself to her. When the tentacles reached the end of her passage a minute later, they made her hips lightly buck in response as they then started to instead spread her slowly wider, making her moan again as they opened her foal-passage steadily more.

Twilight felt so relaxed and yet so on-edge at the same time, whatever this thing had injected into her relaxing her muscles even while her survival instincts screamed at her to run, to escape whatever this thing was before it could finish...whatever it was doing with her. She mentally panicked as she learned she couldn't get her muscles to respond to her at all anymore, a slight numbness becoming apparent in all her limbs. Her wings drooped at her sides now, the primary feathers nearly touching the ground as the muscles in her wings totally relaxed.

The tentacles had started vibrating as they massaged Twilight's inner walls and stretched them still further, ramping Twilight's pleasure to new heights as they spread her slowly and steadily, apparently trying to not hurt her. The vibrations made Twilight involuntarily moan and buck her hips against the tentacles, her breeding instincts starting to kick in harder as she was opened so wide, as well as whatever was in that hormone cocktail it had injected into her having its effects as well. Just as it was starting to hurt a bit, the tentacles stopped opening her passage, leaving Twilight both intrigued and frightened as to what was going to happen next as it left her marehood so wide open.

~

Twilight looked down in the dim light and what she saw made her pupils dilate as she tried once more to command her muscles to run, her horn to cast the blink spell - ANYTHING. Instead, Twilight could only watch as one HUGE tentacle, easily the diameter of her hoof and foreleg quickly trailed through the air as it made its way between her legs. She tried to squirm again as well as her mostly-paralyzed muscles would let her, struggling to prevent that huge thing from getting inside her. Even as she twisted and turned in its grip, she knew it all was fruitless - she knew couldn't escape, so why was she even tiring herself out?

Twilight moaned deeply as the huge tentacle touched her entrance and started to penetrate her well-spread passage, the tapered tip slowly moving deeper as the rest of the girth started to almost-painfully spread her further, the very thick shaft filling every inch of her passage and sending her into sensory overload. The tentacle seemed to be very gentle with Twilight though - constantly moving deeper, but almost tenderly sliding into her passage as it slowly introduced more of itself into her.

Twilight suddenly felt an intense burst of pleasure as the tentacle rubbed what must have been her G-spot, making the pleasure instantly overwrite any pain and forcing a rather loud moan from her, making her writhe in pleasure and her passage contract against the smaller tentacles in response to the powerful stimulation. Twilight felt her body tense and her hips buck against the large tentacle as a small burst of her juices sprayed from her slit, a brief flash of massive pleasure flowing through her as she had a mini-orgasm.

<-id you like -at?> the voice asked with almost perfect clarity, making Twilight jump slightly at the sudden question. As Twilight felt what seemed to be a gentle prodding in her head, she realized 'it' seemed to be trying to get a response from her.

"Y-yes Mel, I LOVED that!" Twilight responded before she even knew she spoke, leaving her confused as soon as the words left her mouth. Why had she just called this thing 'Mel', and why had she admitted she'd liked this? Did she really...?

When the tentacle seemed to receive Twilight's response, it responded by rubbed her G-spot spot again, getting another contraction from Twilight and making her cry out this time as more of the large tentacle pushed in, seemingly arching down to rub deeply against it.

The tentacles kept rubbing her most sensitive of spots as it steadily slid deeper, making Twilight further writhe as massive pulses of pleasure surged through her whole body. The rest of the large tentacle slowly but surely kept sliding itself up her passage, now slightly increasing the speed of its entry.

Twilight could only moan in response as the aphrodisiac and hormone cocktail the smaller tentacle had injected her with earlier took full effect, making her mind foggy in a haze of lust as she was filled fuller and fuller of the thick green length. Twilight felt like she was in full heat now, her body demanding she be filled, to have herself mounted and spread wide. Demanding to be bred by a stallion. While it wasn't a stallion's penis, the tentacle plunging deeper still into her foal-tunnel definitely was something and her body responded very positively to it, her constant contractions helping it get deeper inside as her body instinctively welcomed the invader inside.

the voice said - a soft, seemingly-genuine calming tone to it.

~

The tentacle moved slowly, almost tentatively, as it slid deeper still into Twilight. It rubbed against every inch of her passage with the tapered tip as it moved deeper, seemingly either merely exploring her vagina...or possibly searching for something. As it finally reached the end and tapped against her cervix, it would seem it was the latter.

When Twilight felt her full passage stretched moments later as the massive tentacle reached the final barrier of her cervix, she moaned deeply in pleasure as the well-lubed tentacle started to move in and out of her now, tapping its thin-tapered tip against her cervix again with each thrust in.

The voice sounded jubilant, as though this were a great accomplishment for it.

Each thrust in stimulated Twilight's now-hypersensitive walls, flowing white-hot pleasure through her veins - each pull out making her buck back against the tentacle on reflex, trying to make it penetrate her again and to help it drive itself deeper into her. Twilight felt the thing getting rougher with her as the tapered end of the tentacle started squirming harder as it began to enter her cervix, the sensation making her eyes go wide and her pleasure spike as twinges of pain were introduced.

The voice said with determination, one word with each hard thrust, the tentacle getting rougher still as her body started to rock with the impacts.

Twilight cried out in a mixture of numbed pain and ecstasy as the tentacle gave one particularly hard thrust into her a second later, the tapered head finally penetrating her cervix and entering her very womb.

The voice said with what sounded like relief.

The pain had snapped her rational mind back to focus, making Twilight remember something. She had read somewhere that cervical penetrations, or even contact for that matter, could be extremely painful for some mares, making her wonder why she was screaming in ecstasy instead of horribly agonizing pain. This lead her to only assume that apparently whatever the creature had injected into her earlier contained a pain-killer of some sort that caused any pain it may cause her to be reduced, with the aphrodisiac it had also apparently injected given her current state, allowing her to feel only the pleasure instead. That suggested foresight and sentience...

As the tentacle enter her very core, Twilight felt the soft squirming mass moving around inside her, prodding her womb's interior as though it were still searching for something. She felt it press deeper, the thicker taper spreading her cervix somewhat painfully wider until it entered what must have been one of the horns of her womb, only then finally stopping its constant prodding as it apparently found that it reached the end of her reproductive tract.

The voice said, giving a sincere-sounding apology.

Twilight once again tensed as it said that, only passively squirming now as her body demanded she instead stay and be sated by her 'stallion', her will to escape nearly non-existent now that she'd been penetrated to the very core. The last time it apologized had been when it had injected her, so what was it going to do to her now?! Then Twilight felt the tentacle's tip pull back to the main body of her womb and start to get big. Really big.

~

The tapered tip of the tentacle blossomed out and expanded massively, Twilight feeling the bottom part of it stretching across the entire base of her womb, apparently locking itself inside. Twilight then felt something at the tentacle's base moving up towards her slit and make contact with her vulva briefly before pressing through, making another burst of intense pleasure surge through her as she had another mini-orgasm and gave another small squirt of juices to help lube the tentacle more. When it finally reached her canal, the tentacle pressed the lemon-sized thing inside it deeper into Twilight, easily moving through her spread and well-lubed passage even more as the lump went deeper still into her.

Twilight couldn't help it as she slammed her head back at that sensation, reaching her peak as her passage involuntarily contracted around the tentacle, her orgasm finally coming in hard. She started wailing in ecstasy as she came as hard as she ever had, humping back against the tentacle as she had one of the most powerful orgasms of her life. She felt the lump steadily being moved up her passage, her constantly-bucking hips and vaginal contractions aiding it as it moved steadily towards her womb.

The lump moved slowly through Twilight's passage for the next couple minutes, leaving Twilight in a constant state of bliss as it slowly made its way deeper into her canal, making her climax multiple times in the process. Finally, it reached the end of her passage as Twilight was overtaken by her fourth orgasm, the lump tapping her spread cervix as she felt the tentacle's internal contractions get stronger. Twilight felt the lump as it tried to force its way into her cervix, making it stretch slightly wider and making Twilight cry out as another sudden shot of dulled pain stabbed through her.

Oh no... was all Twilight could think afterward as the tentacle started to pull back and thrust into her again, trying to ram the lump through into her womb and causing the pain of spreading to slightly increase. Twilight was forced to endure the sensations as it slowly spread her cervix wider with each thrust, unable to do much else but whine at the pain then cry out at the pleasure of her deepest barrier being stretched further.

the voice said with perfect clarity now, as though it were speaking right into her ear, seemingly responding to her whine.

The owner of the voice then started taking actions to nullify the pain it had caused her, seemingly sympathetic of her displeasure. Moments after she'd cried out, Twilight felt another thin tentacle start suckling on her clitoris as well as the others resuming their ministrations on her wings, horn, dock, and croup. The intense pleasure that surge of stimulation caused, combined with the stretching and movements inside her passage, made her thrust her hips back against the tentacle filling her entire tract as she felt another beyond-intense orgasm overtake her and screamed out again. The tight contractions from her orgasm finally helped the lump pass her cervix, with it now landing at the entrance to her womb.

~

When the lump finally passed into her uterus, Twilight felt it quickly move through the tentacle and to the head. The very tip of the tentacle spread open as the lump reached the tip, with Twilight then feeling as the head pressed hard against what felt like her uterine walls, squirting a warm liquid there - then pressing something round, soft, warm and smooth against it. Twilight felt a weight remain there as the tentacle moved back; the round object was not moving at all. It was apparently stuck there.

Twilight felt as the tentacle moved back slightly and squirted on her womb's interior again, feeling another round object quickly passed through her vagina, cervix, then pressed into the lining of her uterus before the tentacle then moved back again, seemingly resting as it laid against the bottom of her uterus.

Twilight felt another orgasm burst through her as the other smaller tentacles outside of her kept up their constant assault on her horn, wings, clitoris and body. The overwhelming pleasure from it wracked her nerves and made her convulse as she came spectacularly once more, her senses overloaded and her rational mind unable to function through the pleasure, base biological functions and instincts all that still worked for the overstimulated alicorn.

The voice in her head said with a coo, a seeming sense of elation and pride surrounding the statement.

A realization struck Twilight as her current orgasm ended and her sentient mind came back to her for a second: this thing had likely just laid eggs in her womb! Oddly Twilight felt at ease with that thought, as though something was alright with that fact despite how weird her own thoughts seemed to her. She moaned loudly as yet another intense orgasm subsequently rocked her body as it squirmed in her, making her rational mind once more fade into oblivion as she was overtaken by another mind-blowing flood of endorphins, hips constantly rocking as her inner muscles milked the tentacle again.

Over the intense pleasure, Twilight then felt the tentacle retract back, rubbing along her uterus as it then withdrew slightly. She felt it move back to her womb's entrance before she felt it moving up again and it wasn't long before Twilight felt another lump now quickly moving up through her slit and passage, then moving until it passed through her cervix and into her womb. Twilight came and came again, the waves of intense pleasure overtaking her never-ending - her fluids trailing down the tentacle's exterior as it implanted her and her ecstasy never waning as she felt another squirt and another soft, round object pressed into the opposite uterine wall and sticking there.

Another lump was passed through her vagina and placed in Twilight's womb, now totaling four, before the large tentacle reformed into one, reduced its swelling, and retracted to allow the two smaller tentacles to penetrate her cervix, with each then moving to either horn of her uterus. Twilight felt the tentacles start pulsing as they had earlier, slightly vibrating now as the throbs steadily increased in intensity. She then felt as the larger tentacle pressed itself into her cervix again, seemingly plugging and sealing it.

Another orgasm overtook Twilight as the smaller tentacles then started to gush a warm, sticky liquid into her womb.

~

Twilight felt her pleasure ramp up to blinding levels as she felt the warm fluid start squirting into her, the small tentacles starting to pull back slightly into her womb's body as they delivered their load. The squirts soon increased to streams - what the thick, creamy fluid was becoming quite apparent as the tentacles seemingly planted their seed into her. Twilight nearly fainted as she felt the tentacle spraying the gooey fluid into her very womb, coating her walls and the eggs in the milky substance. She felt her heat-like symptoms ending as she felt the sticky liquid enter her, her body accepting it as a stallion's seed and ending her heat.

A constant stammering of nonsense throughout was all Twilight could manage as she was inseminated, convulsions wracking her whole body once more as her tunnel milked the tentacle throughout her massive, on-going chain of orgasms - each one seemingly more intense then the last until all she could see was white.

The tentacles continued to ejaculate inside Twilight seemingly forever, making her nearly faint again as she started her tenth orgasm - exhausted and barely able to even twitch now as her body screamed for the over-stimulation to stop, overworked in every respect and needing it to just end already. Twilight felt her belly expanding as her womb was starting to overfill now, the fluid making her uterus stretch almost painfully as the tentacles kept pumping and filling her with cum, the large tentacle plugging her cervix and passage to allow none to escape.

The voice nearly screamed in Twilight's mind, a tone of desperation reminiscent of what she'd heard from the wails in the cave earlier.

Mercifully, the tentacles withdrew from Twilight's womb after spraying into her for a couple of minutes, leaving her womb totally filled and looking as though she were ten months pregnant. A total of four round lumps that could only be eggs and an excessive amount of what could only be assumed as semen filled her, leaving her uterus stretched to its limits and then some.

As the large tentacle finally withdrew from her cervix, Twilight felt herself orgasm one more time as the tapered tip instead entered her canal, her body flooding her with endorphins a final time and kneading out a last shot of fluid from the small tentacles. The smaller tentacles started pulling her cervix together before they finally withdrew from her abused foal-maker, then Twilight felt the large tentacle rimming her cervix as it sprayed more of the sticky substance over the edges. Unknown to her, there were hormones in the fluid to make her cervix swiftly close the rest of the way, with the sticky fluid itself there to seal it once it fully closed some seconds later.

All tentacles then withdrew from her body, with the small ones closing her well-stretched vulva and the large one stopping at to spray more of the sticky fluid on it, sealing it closed as well. The retreat of all the tentacles on her finally allowed Twilight to collapse to the ground in total exhaustion as she was released from their tight grip, every over-sensitized nerve in her body still thrumming with pleasure and every muscle aching with exertion, her swollen belly especially protesting its new burden.

The voice said in Twilight's mind, a jovial tone once again in its voice.

Twilight could only lay there and pant as the smaller tentacles circled her, then moved onto her as the tips seemed to peck softly at her whole body. She felt the tip of one move over her lips, making another trill of pleasure go up her spine and fray her over-exerted mind that much more.

At long last, Twilight fainted as the voice kept repeating it gratitude inside her head - her endorphin-soaked brain and over-worked muscles finally taking their toll on the alicorn as her mind and body simultaneously gave out, letting her embrace the darkness of Luna's dream realm and recover.

Meanwhile all of the tentacles retreated into the darkness from whence they came, their jobs now completed. As the unconscious Twilight lay shivering on the cold stone, a number of different tentacles returned shortly after - carrying with them a number of twigs, sticks and logs. They proceeded to place them next to Twilight, arranging them before a spark of magic suddenly lit the tinder, a small fire starting next to the shivering alicorn.

After the fire was steadily burning and the size of a small campfire, the tentacles then fully retreated - leaving their pony host to rest, and the fertilized eggs they left inside her to gestate and develop in her womb.

Author's Note

Well, I wrote that.

That was my first adventure into the "Super-Weird" fetish category...hope y'all liked it! If so, please let me know if I should continue (though I probably will anyhow...eventually).

Also, I truly do love constructive criticism, discussions or praise on my work; so please feel free to leave a comment below if you so desire.

I am accepting paid commissions. If you'd like me to write a commission for you, please check my blog post on commissioning me for how to do so.

OR

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Prequel: The Storm, Entry, and Exploration

"Thanks Zecora!" Twilight Sparkle said with a large smile, picking up the package of herbal tea in her violet magic and transferring it to her saddlebag, watched as the package slowly descended out of her sight into the cloth bags. Twilight had come on her monthly trip up to Zecora's hut to get her month's supply of herbal tea and to chat with her, always happy to spend a couple hours of her time with an old friend.

Even though Zecora lived in the dangerous Everfree Forest, the wise Zebra was getting more visitors than Twilight and her five best friends now - a constant stream of visitors and customers from Ponyville braving the Everfree forest to come and get her potions or tonics, and a great many fewer just coming to spend time and chat with her.

Long past, the citizens of Ponyville had shaken their fear of Zecora merely because she was of a type of pony they didn't understand - quickly finding that instead of a scary monster, she was instead a great alchemist and an even better friend. Once they got past her constant rhyming and spooky-looking decor, they found Zecora was just as friendly as anypony else in Ponyville - and even more so than many.

Twilight removed a small pouch of Bits from her saddlebags to pay Zecora for the tea, but was stopped by a hoof gently pushing her muzzle away. "It was my delight, Princess Twilight! Please Twilight, keep your Bits and the tea; as payment for your friendship, it is free!" Zecora said as she returned the purple alicorn's smile. Twilight stayed for a while longer, keeping the zebra company and discussing events in Ponyville with her.

A number of minutes later, Twilight again thanked Zecora for the tea and headed to the door, intending on leaving and heading home.

Twilight absently nodded her head to Zecora in farewell as she spread her wings and prepared to take off, her mind now elsewhere. She was thinking of how important the visit from Manehattenite delegates could be, her constant compulsion towards perfection making her mind work overtime as she thought of the intricate details. She knew it wasn't really something to worry about - just a casual visit by the delegates regarding pricing of Manehatten goods in Ponyville. There was nothing wrong with the pricing, the prices set exactly as the sellers wanted them, and it was just a simple check to make sure of such.

Despite that, Twilight felt a pang of nervousness as she realized that this was one her assigned duties as a Princess, and she couldn't let Princess Celestia or Princess Luna down by neglecting her royal duties! Her mind was suddenly set on getting home as soon as possible, Twilight trotting a short distance before flaring her wings and taking off into the evening sky. She then flew at her top speed towards Ponyville, eager to get home and make sure everything for the visit would go as planned - her distracted mind not noticing the dark clouds now looming overhead.

~

As Zecora looked over at her weather totem, she realized something unexpected from it. "Rain? Are you sure my weather-vein?" Zecora asked herself as much as the totem, looking again to the sky and noticed there were now more then a few dark storm-clouds above the forest. Zecora suddenly felt a lump in the pit of her stomach as she watched Twilight flying into the cloudy sky, the feeling of worry only increasing as Twilight left her line of sight - the gnawing feeling of worry growing as she saw Twilight's silhouette blend with that of the canopy of the trees, back-dropped by a clouded sky.

Zecora couldn't call out to her, as she was too far away now and wouldn't be able to hear her. Zecora considered going into the forest and tracking her, but knew that would put herself at unnecessary risk - and quite possibly not even able to help her target. As she sighed in frustration at her helplessness to help her friend, she realized all she could do was offer her best wishes as she watched the storm clouds grew thicker over the Everfree - "Celestia watch thee Twilight; I can only hope you'll be alright."

~

As Twilight was flying, she suddenly heard a crack of thunder, startling her and nearly making her fold her wings in on reflex - which would be a rather bad thing as she was currently flying. She instead resisted this reflex, realizing it was merely a harmless thunderclap. Her eyes widened as she realized what such a loud and close thunderclap meant, her mind starting to panic as she felt a huge gust of wind at her back pushing her forward and into a black nimbostratus cloud.

Twilight quickly passed through the cloud unharmed, but she felt a thin layer of wetness on her coat from the it, also feeling a slight amount of static pulsing through her from its energy. As she quickly looked back at it, she noticed the various spikes that identified it as an Everfree cloud and realized how lucky she was to have avoided hitting any on her way through!

As she quickly found herself dodging more and more spiked cumulonimbus and nimbostratus clouds, Twilight realized this was getting very dangerous and in her panic slowed down, moving more carefully now. As the wind suddenly changed direction and started buffeting her, she quickly lost control of her flight, nearly crashing into another cloud - missing its spiked surface by mere inches.

As the wind increased in power and she nearly lost control once more, Twilight quickly made a decision to land and plummeted down in a controlled dive towards the tree canopy - seeing an opening in it and deciding landing safely was better then being forced to the ground in a crash-landing. Twilight's wings adjusted reflexively as she started the process of landing, her feathers adjusting ever-so-slightly to make the decent go as smoothly as possible.

Twilight landed safely moments later, thanking her lucky stars and folding her wings to her sides as she heard another loud rumble of thunder right above her, darkness now overcoming the forest as night and the storm descended upon it.

Twilight had landed randomly, no choice in looking for a beaten path to land on. As she looked around, she found she'd landed in a small clearing and immediately started looking for a path follow to Ponyville or back to Zecora's. Unfortunately, Twilight found nothing but a solid wall of tree trunks, branches and foliage surrounding her - leaving her to merely take an educated guess which direction Ponyville was.

"Well, let's see..." Twilight quietly said aloud, not wanting to disturb the local Forest creatures; "...I flew from that way-" she said, pointing behind her, "...so that means Ponyville must be...this way!" She pointed her hoof to what she thought was north, not realizing that instead it was the south - the wind having thrown her off course and skewing her directions. She moved in her chosen direction and pushed past the foliage with her magic, unknowingly heading deeper into the Forest instead of towards safety.

A thick fog quickly formed in the forest as the storm brewed, and Twilight found her visibility reduced to a few feet even with her magic light spell. Then the storm started with a bellow of thunder - thick, heavy droplets of rain buffeting Twilight's mane, the piercing wind chilling her despite the generally warm climate of the forest.

As she started shivering, Twilight realized she needed to find her way out or shelter soon, lest she freeze out here. Twilight traveled unknowingly deeper into the forest, getting more and more lost as she still blindly seeked a path - with detecting one in the fog even less likely. She started to panic as the fog nearly blinded her, her imagination making her perceive every snapping branch or crunching leaf as an Everfree inhabitant after her flesh.

After stumbling around for a while and nearly running into countless trees, Twilight eventually felt the rain stop pelting her coat and mane suddenly, both her relief and befuddlement. Trying to figure out why the rain had suddenly stopped hitting her when she could still hear the sounds of it impacting the ground nearby, Twilight fed more magic to her horn to increase the intensity of her light spell. Before her, Twilight saw the interior of a cave - finding she'd wondered inside of it before she even noticed she stood in its mouth.

As Twilight saw the entrance to the cave, a wave of nervousness overcome her as she stood in the cave's mouth, a strong compulsion to enter to the cave taking her instincts over and making her hooves move before she even chose to.

She felt drawn. She -needed- to go in.

~ ~ ~

The storm kept on its continuous onslaught, and Twilight definitely did not want to go out into it again without good reason. The wind gusting into the cave only made her shivering worse - drying the cold rain on her skin and making her start to nearly convulse now. As if the forest were trying to encourage her decision more, a bolt of lightning shot down to the ground - the following bellow of thunder making Twilight's wings flare straight up as the bolt landed only a few feet from her, turning a nearby gnarled branch into a singed twig.

Twilight knew how dangerous wild Everfree storms could be after reading books on the subject, so she hesitantly entered deeper into the cave, knowing she needed shelter from the violent storm and freezing rain. Twilight weighed her options: she could face whatever -if anything- was in the shelter of the cave, or she keep blindly moving through the Everfree Forest - home to many wild and dangerous creatures- at night and in an intense and dangerous lightning storm, with the ever-present risk of getting electrocuted by a random bolt of lightning or getting eaten or otherwise harmed by an inhabitant of the forest.

Twilight chose the former.

Twilight -was- an alicorn after all - one of the most powerful beings in the world of Equestria. Her special talent -was- magic, with great feats of her arcane power recorded in the annals of Equestria's history and also known to everypony in Equestria. Surely she could protect herself from a simple Everfree creature, right?

Right?

Twilight had her doubts as she continued trembling slightly both in fear and from the cold - cursing her stupidity for leaving her lost in the Everfree and alone in a dark cave, her inattention to the weather the cause for her current plight. If only she'd payed more attention to details...

Deciding to verify her safety, Twilight lit her horn with a dim glow - casting a simple light spell as her magenta-colored magic bounced off the light-brown rock walls of the cave. She increased her spell's power when she realized she was unable to see but a few feet with the spell's current intensity, pumping more magic to her horn to increase the light's luminosity.

As the glow from her horn increased, Twilight was then able to see more of the cave - thoroughly scanning each inch of the cavern she was in to detect any threats, but detected none and decided to move on. As she traveled further, she realized she didn't really need to stay too far in the cave after all - just far enough to avoid getting wet and freezing from the now-bone-chilling winds from outside.

Twilight -did- however want to make sure nothing dangerous was living deeper into the cave that would do her harm as she slept, her studies telling her that at least Ursa Majors and Minors, and even dragons lived in Everfree caves...and who knew what else did too? Surely nothing a pony would want to wake up to in the middle of the night...

As Twilight traveled deeper still into the cave she found her thoughts brought to her home, and then it hit her - she could simply teleport home. Of course, why hadn't she though of it earlier! Twilight immediately brought again to mind the mental image of her new home's foyer - the 6 large (and one small for Spike) chairs engraved with her and her friends' cutie marks, the large table in the center surrounded by the chairs, the shiny purple crystalline walls...

Instead of feeling the warmth of her home as she entered the final stage of casting the spell, Twilight felt an intense pain inside her head as she started to cast the teleportation spell - scrambling her concentration and forcing her to stop casting, making her kill the stream of magic to her horn.

"What in the name of Celestia's royal flank was that all about?" Twilight huffed to the darkness of the cave, more then slightly annoyed at not only not being home now, but also at the slight headache that had now formed from her botched spell.

Surely that was just a fluke, right? Twilight thought, I just need to try again!

Preparing herself again, Twilight repeated her attempt to cast the teleportation spell - this time bringing a mental image of her bedroom to mind, focusing her magic on herself as she felt the familiar lightness in her body start. As she again started the final part of the spell that would blink her there, Twilight felt an even more intense flash of pain before immediately killing the spell again - this time seeing white for a moment, gripping her head with her hooves as she moaned in pain and collapsed to the cave's floor.

After rolling on the ground in agony for a second before the pain quickly fizzled away, Twilight found her minor headache had intensified into a moderate one - her temples now throbbing along with her horn. Twilight debated on using the spell again, desperately wanting to get home as memories of tomorrow's meeting suddenly came to mind - but decided against it as her head still throbbed to remind her of her previous attempts.

Twilight deduced that this cave seemed to contain some sort of counter-spell magic, but judging by the light-spell still actively lighting her surroundings, the counter-spell must be only effective against certain types of spells. Twilight pondered this, knowing that such specific magic was beyond Ponies - only knowing of a blanket-spell that prevented all types of magic in a very small area. She thought maybe the Everfree storm was causing it - considering how little was actually known about what the storms actually caused, with so few willing to study them - and deduced that this was a possible cause. "Well I'm not trying that spell again anyhow." Twilight assured the shadows, knowing to try again would likely only hurt her more.

Twilight didn't notice the subtle movements in the shadows that seemingly responded to her voice, nor did she notice the slithering things that receded back into the shadows as she approached them. She didn't realize that, possibly, a creature was planning on what it was to do with this sentient being in its cave...

~

Twilight thought to herself that she just had to get through the night, wait for the storm to clear enough - if that was indeed the cause of the anti-magic spell - for her to either blink or fly home. Then she'd be fine, right? She'd be able to get back to the safety of Ponyville, the safety of her home, and she'd be able to forget this had happened. All she had to do was make sure she was safe right now.

As she looked into the third cavern of the cave, Twilight realized that if there was nothing this far into the cave that would harm her, it would probably just be safe to sleep just near the entrance. That was only logical.

Twilight then proceeded back to the cave's entrance, reaching her magic out of the cave and snapping a number of branches off a nearby tree - intending to start a fire with her magic alongside some wood, then wait out the night near the mouth of the cave. She knew Everfree creatures, the chief threat among them Timber-wolves, despised fire and avoided it at all costs - so a big, roaring fire would surely keep her safe.

Then Twilight heard the crying - a mournful wail of what sounded like a mare in distress coming from deeper in the cave.

~ ~ ~

Twilight shivered as she heard the wail of the mare again, this time the mournful rattle sounding more pained and distressed than with its first cry. Twilight quickly got to her hooves and left the budding fire behind as she instead ran into the cave, channeling a little extra magic in her horn so she could cast offensive spells as well as her basic lighting spell if she needed to.

"Hello, where are you?" Twilight called as she passed the fourth chamber, traveling deeper into the cave then she ever had before in her sudden need to help that poor, fellow lost soul in the cave.

As soon as Twilight spoke, the crying suddenly stopped.

Twilight went deep into the cave as she sharply took corner after corner into similar brown caverns, following where the cries of the pony who surely needed her help had come from. She felt determined -compelled even- to find the source of the noises, and to save the one who issued it!

When she finally came to her senses and stopped simply following the path the wails of the other had come from, Twilight realized she was totally lost. Remaining uncharacteristically calm, she decided the best way back to the entrance was to go where she came from. She simply turned around and tried heading directly backwards, soon finding it only led to another new cavern she'd not seen before.

Twilight mentally slapped herself for being so foalish as to not mark her path, having read a number of books about cave spelunking multiple times. Deciding better late then never, Twilight marked the entrance to the left path with a brightly-glowing spot of magic, now knowing how important it was to keep her bearings in the dark cave.

A few minutes of wondering later, Twilight came across a large chamber - seeing as a large hole in the ceiling allowed moonlight to come in and dimly illuminate the cavern. When she saw the moonlight reflect off a gem-studded stalagmite, she realized that was not the right place! She used her magic to place a glowing 'X' onto the entrance - placing it so she'd know this was the wrong way if she returned to it later - then turned to leave.

Twilight did not see the quick slithering movement behind her as she turned around to leave the cavern, whatever had made it lone gone by the time turned around again seconds later.

~

Twilight heard a slithering sound, but chalked it up to the running water she'd heard earlier rebounding off the cave walls. Getting an idea, Twilight dug into her saddlebag with her magic and pulled an empty scroll and a quill from her saddlebags. She always kept at least one each of scroll and quill in her bags at any given time, never knowing when she may need to jot down a letter to somepony or write a note down after all. After drawing and marking the cavern with the gems as a dead end, she decided she should try to draw a map of the caverns as she tried to find her way back so she wouldn't get turned around again.

When Twilight heard the wail coming again, she felt a pang of regret as she tried her hardest to ignore it, continuing to try and find her way back to the cave's entrance. As she took another unmarked path, the wailing grew louder and more desperate, piercing into her very soul it was so mournful. That compulsion overtook her again as she stamped her hoof, placing her partial map and quill back in her saddle bag. She started galloping towards the direction she'd heard the wail come from, almost instinctively compelled to follow its call.

She had to help whatever was making that sound.

She had to.

~

After about half an hour had passed, Twilight had finally closed in on the cavern with the wailing, the sound of running water much louder now but subservient to the other louder, more miserable sound. She had again pulled out her map along the way and had drawn the paths and caverns she'd taken to get there, then marked the cavern she was currently in as another wrong path. She'd kept magically marking her path however, a steady glowing coming from the path behind her as the radiant magic emitted its light.

From the sound of the wails so close to her now, only one small passage separated her from the source of that depressing sound. Bracing herself, she she charged forward, horn ablaze with her magic as she prepared to fight -or fight for- whatever was making that sound, her pulse racing as she charged in and found-

-that the next cavern was empty. Twilight kicked the ground in frustration but moved back when she remembered she had discovered another path during her searching.

Twilight stepped inside the other path moments later and traveled for a short while, marking the wall again... before somepony -or something- bumped into her. Twilight fell on her flank from the force of the impact, the collision causing her concentration on her light spell to be broken by the sudden jarring. As the final scraps of magic faded from her horn and left her in pitch darkness, Twilight fell to the ground from the impact and heard the same slithering sound from before start from her left, then moving to her right. Before Twilight knew it, the sound was all around her - surrounding her completely.

Author's Note

WHAT'S GONNA HAPPEN?!