A Night to Remember

by Fabulosity

Rating: mature
Tags: Twilight Sparkle, My Little Pony: Friendship is Magic, Dark, Fluttershy, Sex
Length: 3040

An invitation for a slumber party at Twilight's castle has been sent out to all of the mane six, after a tough week of saving Equestria yet again. Fluttershy, accepting the invite, finds out that she gets more than what she originally hoped for.

It's been another hard week saving the whole of Equestria. Twilight returning to her castle, exhausted; decided that maybe inviting her friends over for a slumber party was a good way to celebrate. However all of her friends, except Fluttershy denied her invitation. When Fluttershy visits the castle however, things don't turn out as originally planned.

Published 2015-12-15 05:30:03 UTC
Last updated 2015-12-15 05:30:03 UTC

A Night to Remember

Another weekend had quickly come around; it had been a busy week afterall. Now it was time for some rest and relaxation, though for some ponies it was time for strict rest without the relaxation. Twilight had invited her friends around to have a possible slumber party, but due to this week and its overwhelming amount of ‘saving the day’ all but one pony was completely exhausted. Fluttershy had accepted Twilight’s invitation and thus had arrived at the princess’ castle.

Upon entering the famed quarters of the princess of friendship, it wouldn’t take long for her to get acquainted with Twilight and they’d quickly do some gossiping about the week and the tough events that had unfolded during it. However the slumber party never happened, not without the rest of their friends and both ponies; especially Twilight Sparkle had become too exhausted to actually do something fun.

It was decided then. Both ponies hugged dearly and went on their way to separate rooms, close to each other within the sleeping quarters of the castle. Atleast they’d be sleeping close together, while still in separate rooms… but it was the thought that counted afterall.

Twilight walked toward her room in a state of exhaustion she could barely measure right now. The team had gone up against so much this week and she was finally glad to be able to catch some shut-eye. Twilight trudged down the hallway and headed towards her room. "Well... that was... eventful. I'm going to bed now. Please don’t wake me up." She said, waving a dismissive goodbye to both Spike and Fluttershy, not even having the energy to teleport to her room.

Once in her room, Twilight simply tore away her saddle-bag, leaving the purple mare completely naked. Twilight locked the door with her magic and slumped onto her nice, big and soft bed fit for a princess. She removed her crown, placing it aside and sighed deeply. Twilight felt alittle energy return to her, as she crawled up and lay out on the bed. Being the big nerd that she was, and the typical reserved type; a hoof slid down the barrel of her body gently and started rubbing at her bare mound; leaving her to simply purr in the silence of the room. A tired rub out session was just what the mare needed after all the excitement from this week.

Fluttershy had already been in her bed, before Twilight started her little session. The fighting and friendship challenges that had happened during the entire week had been more than enough to cause the mare the need to recharge. However as she already lay in her bed - getting comfortable and rolling around under the blanket. While she wasn't quite asleep yet, she had agreed with Twilight to take an early night’s retirement in order to grab some of that precious sleep; before the next event would occur. Completely unaware that Twilight was having some ‘me’ time while resting in the next room.

The alicorn princess massaged her own insides slowly with that single hoof. She could feel her heartbeat rising as she encouraged her sexual organ to produce its delicious fluids. When she felt her foreleg grow tired though, she lessened her advance and huffed lightly into her pillow, arching her back a little and flicking her tail, working her hoof in alittle deeper. When Twilight came back down again, she nestled into the pillow and sighed lightly, rubbing her clit with the edge of her hoof, as she rode the same hoof right towards a blissful release, soaking her bed in the process and then some precious sleep.

That was until she stopped to stretch all her limbs, and simply pass out. A naughty hoof was still lodged halfway into her own sex, lips and legs spread, and her body still screaming with need. Her magic and dreams took over, now she found herself kissing Fluttershy in that very same dream. It was strange, but she certainly wasn’t about to say no. Again and again she’d smooch her gorgeous partner, rubbing her soft hooves along the mares body. Meanwhile, in the waking world, she was muttering abit to herself about how hot Fluttershy was, and her magic was starting to take hold. An aura of physical magic emitted around Twilight and many tendrils of that same magic slithered toward the door of her room, snaking underneath and then along the floor, down the hallway, making its way toward Fluttershy’s room; which was right next to her own.

The sneaky tendrils approached her bedroom door, easily slipping underneath and thus entering the shy mare’s room, snaking and sneaking around as if an actual predator were hunting for its next prey. Whenever it approached the mares’ bed, it paused for a moment and watched her as she slept. It were as if the magic had a mind of its own; watching the cuddled up shyasus as she laid out on her own bed, wanting to finish what Twilight had started in her own room.

Fluttershy was still unaware of anything that was going to happen. The shy-sided Pegasus was snuggled up into her pillow, resting on her side too and even cuddled her legs close together. It was alittle chilly today, especially during the winter season. Fluttershy kept her eyes closed; still waiting to pass into a gentle slumber. The cute mare had the magical nightlight on, as she didn’t like the dark that much, creating a dim shadow around the room. Though when she thought she heard something, she'd open her eyes and lazily stare forward; still unable to see the tendrils. "Hm?” She’d mumble, not having picked up on the new presence that was just lurking at the bottom of the bed.

Twilight’s magical tendrils coiled up Fluttershy's hind-legs in a matter of seconds, and while they didn’t feel like anything, they still held her legs tightly closed as Twilight dreamed on, happily hoofing Fluttershy now in her dream. The magical tentacles moved swiftly, sliding long appendages right into both Fluttershy's holes, pushing them deeper and sinking until they'd slide in and out of Fluttershy's nether reaches slowly, working to pleasure the poor shyasus while she lay there in bed. More magical tentacles worked to restrain her forelegs, tying around her knees, keeping her in that half fetal position, while the tentacles now began to ram up her backside.

Fluttershy felt something suddenly ensnare her hind-legs. "What is-?!" Naturally the soft spoken pony was completely alerted to whatever it was attacking her, though the room was still mostly dark; she could notice something snake its way up her back legs and she'd shiver. "W-What is happening...?" The pinkette would quiz and suddenly something was snake-like would sink its way into her backside, pushing against her natural star and she'd squeal out loudly at first. "Aaaayyyaaah!" Trying to reach down to try and pull at the tendril, though her forelegs suddenly were caught and tied together by both knees. Now she was held in place and unable to move her front legs to help. Lying on her side still, she'd close her eyes for a moment and try to kick back against the tendrils as best she could. "P-Please stop... who... why are you-uuuragh... it hurts!" Fluttershy would squeal out.

Twilight was hoofing Fluttershy so well, that she was moaning like a horny slut, this was the best dream she'd ever had. If only she had some way to make it better. After a few moments of hoofing, Twilight looked down to find she had grown a penis; seemed like fair enough reason to fuck her. Twilight kissed Fluttershy, laying her own on the girl's bed, and pushed herself inside, fucking Fluttershy slowly to get used to her new appendage. Outside, those magical tendrils coiled around Fluttershy's barrel, working slowly up to her neck as well, the pair of tentacles starting to thrust faster into her nether holes, working diligently and thrusting with excitement. This girl was tight and very cute; it would serve Twilight well to fuck her in every medium of consciousness.

Fluttershy squealed again, feeling those tendrils ensnare around her very tummy, up around her neck now and while she couldn't do a thing about it; those tendrils poking around in both her nether holes, caused her to squeal out repeatedly. "Uuuargh! Aaaaarh! T-Twilight...?!" Fluttershy wasn't sure if this was Twilight, but she took note of the purple coloured appendages and knew immediately that it had to be. As the pinkette kicked and squirmed around in her own bed, she felt herself moistening up due to those actions and arching her back; wrestling around in her own defense in that very same bed; fighting back against the tentacles, she even managed to roll over onto her own back. "Ooooww! It hurts my insides, Twilight… please stop… my bum!" The sweet and kind Pegasus would comment, biting her bottom lip tightly in the process.

Twilight was now passionately dicking Fluttershy in her dream, rocking the girl back and forth on her bed and moaning along with her as she continued to fuck her best friend. The tentacles however, started spraying Fluttershy with ropes of hot seed, already reaching a first climax and massaging Fluttershy's walls with their need to keep going, fucking her slow, then rutting her fast, switching it back and forth every so often. One tentacle finally drew up and slid right down Fluttershy's throat, fucking her mouth savagely as she was lifted into the air, her body being stretched out and rolled so she could hang suspended in mid-air, properly at least; With her cute pink mane and tail hanging and now swaying with each of the thrust of those tendrils.

The pink haired pony grunted repeatedly as those tendrils pushed in and out, fucking her tiny holes and mating with Twilight's tendrils while the princess herself, slept. The poor pinkette Pegasus hadn't even the strength to pull the tendrils from her body, even to break free and fly or even run away. "Mmph?!" Fluttershy was suddenly silenced as that tendril shot right into her mouth, slamming down her throat and causing such cute, muffled groans as all three holes were now being fucked deeply. "Mmmph?! Mmmnnnnnnnnh!" Her eyes closed tightly, feeling all the motions sliding both in and out. Even now she had received a blast of hot, sticky seed on the inside. "Mmmnh!?" She would grunt in a confused manner, wondering what that hot sensation was within her.

The tendrils were merciless in their rapid fucking, increasing the pace now that they could piston against each other, the mouth tentacle pushing Fluttershy back into the other tentacles to get them deeper and pumping her back the other way for the similar oral effect. As Twilight continued to dream her way through fucking Fluttershy, she bucked her hips a little, pumping that imaginary dick into her friend's tight pussy. She couldn’t seem to get enough, and seeing as how her hooves hadn’t started moving again yet, she wasn’t pushing herself quite far enough to finish either.

As poor Fluttershy squeezed her eyes shut, groaning and moaning as those lewd magical tendrils just abused her, banging and simply raping her delicate insides. "Mph!?" Because of her plush and soft body, the night-rape she was enduring wasn't all that bad. It was actually starting to become pleasurable, though those very tendrils still hurt. "Mph!? Nnnnnmh!" The poor princess continued to groan out against that fat tendril, stuffed still within her mouth. The Pegasus was quickly approaching an orgasm herself, mostly due to the pistons that were fucking their way into her holes over and over. It wouldn't be long now.

Princess Twilight bucked her hips again and groaned, now working her body a little on her bed, rubbing that hoof along her sex again as she tried to stay in the dream, which wouldn’t be hard, her magic was keeping her there while it was raping her friend. Fluttershy would feel the tentacles increasing their pace again, becoming faster than a speeding Pegasi at some points. They pummelled away at the poor animal-lover and rocked her back and forth in the air with their hard pulses. The one in her sex began to slide deeper, penetrating her cervix with the smallest of little squirming lengths and then expanding it out slowly to spread her open and pump hot, jellylike goo into her womb, giving the pony a distended belly just a bit.

The tendrils continued their ensnarement of Fluttershy’s entire body. Now she was up in the air, squirming around and being treated like a fresh meat-doll for the princess of friendship. Squealing deeply, she'd open her eyes the moment she felt that appendage within her pussy, expand her insides in the deepest part of her once hidden garden. "Mph?!" This was going to feel weird, and it did. The moment it shot that gunk, that goo inside her womb; she'd squeal and release a tender, blissful orgasm right off against that invading tendril. Thus releasing the necessary moan that went with it, "Mmmmmmmmmnnnnnnnnrnnrnnh!?!” Falling quiet all of a sudden, feeling as if she had just been made pregnant by those purple tendrils.

The gel like substance inside Fluttershy's womb began to grow hotter, vibrating a little inside her most sensitive of areas as the tendrils continued to fuck her, no, this wasn’t finished just yet. They seemed to want to reduce her to a cum covered mess by the end of all this. Hammering away at Fluttershy's insides, each tentacle became bulbous, lumps raising on the sides of the lengthy objects as they thrust in and out, rubbing all around inside the fuck puppet they'd abducted for their mistress's lewd dreams. Twilight was still blissfully making love to Fluttershy in her dream in the other room, rubbing herself off and groaning into her pillow.

The poor Pegasi remained stranded in the air, as she didn't have much of a choice at this very moment. "Mhn?! Mmmnnnn..." The pinkette quietly hummed off through that tendril lodged deeply within her throat, her tongue lazily squished up against it. The tendrils within her nethers continued to fuck her over, and over. It didn't stop and why would it? Atleast not until Twilight was finished atleast. Fluttershy felt those lewd liquids burn deep within her, creating a vibrating feeling which just sent her body into another spasm, nearly causing an immediate second orgasm. "Mph!?" She released an audible squeal as it happened however. Even the tendrils that worked over her tender pony cunt grew bulbs and ridges; making her roll her eyes into the back of her head, it was rarely such a thing happened; but infact, she had never felt something like this before. The poor girl was going to be ruined for sex completely at this rate.

Twilight would just have to take over for Fluttershy's sexual needs in the future, if the animal-lover had the means of expressing what she'd experienced tonight in words. The tendrils continued to fuck away at their dear, adorable captive; fucking her senseless and finally pumping gooey, hot jizz down all three of her abused holes. Soothing their hard work with healing seed and even leaving her with a taste of chocolate and sex in her mouth. If anything, they would probably arouse her again from that concoction. The tendrils retreated slowly, the one slipping out of her mouth first, and then the other from her tight asshole, the one in her sex continued to fuck her slowly, as if rutting her in such a sensual manner that was both an apology and a means to put the girl to sleep. She was lowered back onto her bed, the vibrating mass in her womb however would simply continue on a low hum within her core.

The poor shy pony couldn't believe what was happening; those very same tendrils within her holes had exploded. "MPK!? MNNNPH?!" Fluttershy squealed out deeply, feeling her holes ooze with such deliciousness. The taste within her mouth was that of chocolate and something else... it tasted strong, yet familiar. During this very moment, she felt that plentiful amount of liquid just ooze from between the corners of her lips, spilling down onto her chin and dripping onto that of her floor as she hadn’t been placed on the bed, just yet. A gentle mumble furthered from deep within her throat, as her insides had been blasted with the same liquid that had also pooled from between her now sloppy pussy and her beaten, left raw asshole, just slurping and leaking down her smooth hind-legs. "Mmn-mmmmnn... mmn..." Fluttershy was utterly exhausted; she had just endured a powerful second orgasm at the brink of the lewd blasts that had shot off within each of her holes.

Her eyes closed tightly and she'd feel relaxed and now at peace when she was lowered back onto that of the bed. As that tendril left her backside, and then her throat - she'd be able to breath properly again; coughing and spluttering alittle to clear her once violated throat; even her tongue was lapping around, cleaning at the rest of the gunk that remained within her sore mouth. "Mmnn..." The poor Pegasus would gently doze off into an exhausted sleep, even as that tendril continued pushing gently at her soft, dripping pink fuckhole. While she didn’t plan for it, it was such a wonderful and enjoyable night with her best friend.

Twilight had yet to reach her own orgasm, but the tendrils retreated to her room, leaving Fluttershy to stir in her own juices and proceeded to gently fuck herself in her sleep. Letting herself enjoy the sensation of sex while she was still dreaming; although, that bulging, vibrating mass in Fluttershy's womb would be a curious conversation to explain tomorrow. Especially because it would vibrate a lot faster when she woke up, probably to the point that she couldn’t even get out of bed it felt so great. But, she was already bedridden due to the lack of energy, so no-doubt the other ponies would leave her alone and not disturb Fluttershy's day of rampant and multiple orgasms tomorrow.