Twilight snapped awake. She had nodded off, again. How long had she been out of it? She dragged her phone up to her face groggily. 5.55am. She grumbled as she stood up. She had lost hours of time that could have been spent on working. All-nighters used to be so easy before she had friends. Now it seemed like she was always out of energy.
She needed coffee. A pot of cold coffee was still on the counter, and she was too tired to make more, so she just turned the heat on. While waiting, she thought about how lucky she was that Principal Celestia had allowed her to set up her little laboratory in the old janitors room. And that she was allowed to stay there for entire nights, so long as she attended her classes.
The janitors room turned laboratory was actually surprisingly impressive. Once one looked past the clutter of spare parts, ripped and burnt clothes and obsolete notes, of course. The room was nearly soundproof, which was surprising but not at all unwelcome. It only made her wonder what janitor Discord was using it for, before Principal Celestia had fired him. Twilight had even dragged in two small generators, that cut the electric bill significantly on some of her experiments. Something the staff at Canterlot High were ever so grateful for.
Her clothes were hot and sweaty and glued to her skin. It was still early and the door was locked, so she only felt a little embarrassed when she dropped her sweaty clothes on a chair, and pulled on a fresh lab coat. It felt strangely nice against her bare skin.
She poured herself a cup of barely-hot-enough coffee and returned to her current experiment. She was working on final adjustments when she fell asleep. She had made two devices. One was similar to her previous device, but instead of seeking out and absorbing magic, it should only open a portal to Equestria. The other device made sure that the portal stayed under control, containing it, and any magical anomalies coming from it, inside a small area.
The former still had small adjustments to be made to it. It still needed magic to function, and had activated when Sunset had visited yesterday, presumably reacting to her magic. Twilight had managed to contain it without getting caught, but obviously, slight adjustments were needed.
She sat down and stared at her notes and the open device blankly as she sipped on the coffee. Actually, she should probably stop for tonight. Classes would start in a few hours, she had already lost time by sleeping, and it's not like she even made that much progress trying to figure out why the device did what it wasn't supposed to.
She could continue another day. She took another sip and determination took hold. She wouldn't figure out what was wrong with the device today. But she wasn't about to go to sleep without any results. One more test.
She made room on the floor for the containment device, a large metal ring, approximately the size of a hula hoop. The wires from it attached to the main device, which was attached to both of the generators and a socket on the wall. A power outage could be disastrous in this experiment. She tested that both generators and the device were working, before setting the portal device in the middle of the containment ring.
But it still needed magic to activate. Luckily she had just the thing. She made sure to distract Sunset while she was over enough to make her forget her jacket. Sunset was always wearing the leather jacket, and so it had absorbed some of her magic. Not much, but enough.
The jacket smelled distinctly of Sunset, and Twilight felt a twinge shame, not only for loaning the jacket, but also for doing something her dear friend would certainly not approve. She held the jacket above the device and pressed the button. The jacket glowed red for a second, and then the device beeped once. She carefully put the jacket on the floor behind her, before focusing back on the experiment.
Nothing happened at first, but Twilight simply waited, crouched next to the ring. Then a red led lit up on the containment device, before the light on the portal device followed. The device sprang open and floated in the air, and below it, a magenta glow stretched across the floor. It stopped when it reached the metal ring, as it was supposed to, before it flashed brightly. And suddenly there was a hole in the floor.
Twilight peered in to the portal. At first she saw only darkness. Then the shadows moved. She leaned back, expecting something to spring up at her. Instead, a single tendril, about the thickness of her finger, carefully slithered up. She followed it as it climbed up, before it reached the containment field. The bowl shaped field became visible as the magical being brushed against it.
Twilight leaned to take a closer look. The tendril was a pale green colour, it's surface looked soft, with no hairs or pores. Two more about the same size followed it. Her eyes widened and she hastily put down her cup to grab a notepad. These were not the “attack plants” from the Friendship Games.
Her curiosity doubled as a new tendril appeared, this one vastly different from the others. It was thicker, at least as thick as three fingers, and the tip of it looked almost like a budding flower. As she leaned to take a closer look, the flower “bloomed” to reveal a hole. The thing twitched and blew out a steady cloud of sickly yellow mist. The containment field was soon filled with it, but it couldn't come through.
She could still smell the almost sickening sweetness from it. She scrunched her nose as she made a note to tinker with the containment device a little more. She wondered what the purpose of the gas was. It could've been used to either entice prey, or to warn predators. Of course it could've very well been some kind of toxin. She fidgeted in place suddenly feeling uncomfortable. The lab coat she had on somehow felt cold against her heating skin.
A loud hollow bonk suddenly came from the containment field and she recoiled from the unexpected sound. The one responsible was a new tendril, this one easily as thick as her wrist, with a blunt head and covered in a clear liquid. It had dashed from the portal and slammed against the containment field, leaving a trail of wetness clinging on the inside of it.
Twilight examined it as she wrote down notes about it. She noticed it's “body” wasn't a simple cylinder as the others. It had a ring around it, approximately 4 inches below the head, and the surface had more texture, making it look almost veiny. She noted that it almost looked like an equine phallus, before blushing and shaking the thought out of her head.
Leaning closer again, she discovered the wetness was coming from the tiny pores covering it. As she watched, three more tendrils appeared. All of them similar to the first ones, except these were much larger, almost as thick as her wrist.
There was another unexpected sound. Except this time, it was less of a bonk and more of bzzt. And it didn't come from the containment field, but from somewhere next to it on the floor. She turned to see her foot, next to an overturned coffee cup, next to the containment device. The device made another electrical noise, as the coffee made short work of the delicate machinery inside, before the device turned off.
“Oh,” was all she could mutter as the field disappeared.
Too fast for her to react, one of the tentacles launched at her. It wrapped around her neck, not tight enough to choke her, and pulled her face in to the portal. She barely managed to grab on to the edge of it to stop herself from being pulled completely through.
Twilight grunted as she struggled futilely against the creatures grip. She flinched as two more rose to her face. Both of them were the type that blew the mysterious gas. She just remembered to hold her breath as both of them bloomed and covered her head in gas.
She held her breath as long as she could, but it wasn't very long before her lungs felt like burning. She tried to pull back one more time, but only hurt her throat. Finally her mouth opened and she took a deep, possibly her last breath.
But she didn't die. She took another breath, and hoped that the gas wasn't poisonous after all. With one of the tentacles still wrapped around her neck, she could hardly hope it to be a warning to predators. So the most likely case was that she was… prey…
Suddenly she felt tired again. Not sleepy tired this time, more of a lazy tired. She felt… serene, for the lack of a better word. Thinking was hard, and the creatures didn't seem threatening at all any more, or even that interesting. In fact they were kind of funny.
Twilight shook her head, trying to clear the haze in her mind. At this rate, she would end up just lying in place while the creatures devoured her. It was pointless though. As her lungs filled with the gas, her head emptied. Her fear was gone, along with her chances of survival.
Her curiosity remained, or at least enough of it for her wonder about her rising body heat. Her skin felt almost burning and her brain was whispering thoughts to her that she didn't quite manage to understand.
Suddenly the tentacle around her neck released. She fell back, gasping for air, filling her lungs with even more gas in the process. She stumbled to her feet her entire body shaking with… something. What was this feeling. It wasn't one she had felt before, she was sure.
She didn't even flinch as one of the phallic tentacles neared her face. As she stared in to the small hole at the end of it, she realized what she was feeling. There was an emptiness inside her that needed to be filled. The voices in her head cleared. Fuck, breed, cum; these were the things she needed to do.
Her lips wrapped around the cock in front of her before she even realized what she was doing. Her fingers found her pussy wet and burning. She fell to her knees as her fingers sank inside herself.
Somewhere in the back of her mind, she was terrified. Somewhere inside her head she knew this was wrong. Every single aspect of what she was doing was wrong, immoral, sick and stupid. Yet she moaned as she suckled on the sweet flesh of the magical being, savouring the taste of its wetness. Her entire body twitched in pleasure as her fingers rubbed up and down her vaginal walls. But her fingers weren't enough.
She pulled the tentacle out of her mouth and guided it to her lower entrance. It didn't wait for her permission, but launched itself inside her immediately. She gave a choked scream, as she felt herself stretch around the first few inches that made it inside. She fell to her back on the floor, her fists clenched and her legs kicked.
Twilight had never had anything other than an exploring finger inside her before. By all logic, having something so big force its way inside so roughly should've been unbearably painful. But logic had left Twilight Sparkle. There was only pleasure now. Explosive, blissful, all-encompassing pleasure.
The tentacle pushed further inside, her wetness aiding it as much as it's own. Her eyes rolled up as another inch filled her. She groaned as her burning insides squeezed around the pleasuring rod, and she came, harder than she knew was possible. She kicked the floor and grit her teeth, as her back arched and her lovejuices squirted on the tentacle and the floor under it.
Encouraged by her increased wetness, the tentacle forced more of it inside her quivering insides. Twilight screamed as the flaring head pushed over her g-spot. Her thighs ached as she kicked against the floor, her palms burned as she clenched her fists and her fingers dug in to her skin.
She bit her lip to muffle herself and let out a shaky moan, as the creature forced more of itself slowly inside her. Her lips stretched even more as the ring around the thickness pressed inside her. Then it came to sudden stop, as the thing hilted itself inside her, the head knocking against the entrance to her womb. Twilight threw her head back and squealed as she was absolutely filled.
She squirmed and moaned for what felt like several minutes, before she realized the thing had stopped moving. It was just gently throbbing inside her, not moving an inch back or forth, still pressing against her depths.
Why did it stop? She wanted it, she needed it to fuck her. Breed her. She started thrusting her hips up and down, trying to force the thing to move. It wouldn't budge.
“Wh-what? What are you doing?” she question desperately. “Fuck me. Can you hear me? Do you understand me? Fuck me. Please, fuck me, you can't stop now. I need it. Fuck me!”
Suddenly it reacted. The length inside her still didn't move, but more of the creature rose from the portal. There was almost 20 feet of it, coiling around above Twilight. She was silent now. She still didn't have what she needed, but she was hypnotized by the movement of the creature.
Suddenly she gave a choking sound. It was moving inside her again. But it wasn't fucking her like she wanted. It was pushing deeper inside her, trying to force itself inside her womb.
“No! DoHHhh! I'LL DIE!”
The thing either didn't hear her, understand her, or care about her. It kept pushing forward. Twilight kicked and punched the floor, screamed and grit her teeth, and squirmed around. But not from pain. There was no pain, only mind breaking pleasure. And suddenly something popped inside her.
Her shrill scream echoed in the room and deafened her. Every muscle in her body tensed and her eyes crossed as she came again. Wetness exploded from her cunt and her insides pulsed around the invading length. Then her aching body fell limp and she collapsed, barely conscious.
She barely noticed as the thing filling her throbbed and sprayed a hot liquid inside her. She felt heavier, and looked down to see her belly bulging out. She grit her teeth together, as the thing moved again, this time pulling out violently. A lewd wet plop came from between her legs as the thing freed itself, a spray of green liquids splashing on the floor after it.
Twilight watched as the thing slowly pulled back, disappearing in to the portal, followed by the other tentacles. Their work done, they receded back in to their lair. The portal closed after them and silence fell over the room. Twilight let her head fall back to the floor as she passed out.
Twilight woke again, to the school bell ringing. She realized the sound meant that it was 7am. The 7am bell was for the teachers to set up for classes that would start at 8. She tried to sit up but immediately fell back down. Her entire body burned. Not just her muscles aching, but her skin was literally heating up.
She clambered to her feet slowly. She looked down at her body. She was sweaty and trembling, her thighs and the floor below her were covered in green liquids, the same that were still leaking from her used pussy. Perhaps worst of all, her stomach was bloated, filled with the creatures obscene cum. She could swear her stomach was bigger than before. She looked like she was pregnant on her fifth month.
And suddenly everything got worse. Something moved inside her. No. She couldn't actually be pregnant with that creatures offspring. She pushed her hand to her stomach. She could feel it squirming around inside her. It was barely moving, but she could definitely feel it.
Then she felt a sudden pang of pain. More of the green liquid, as well as her juices, sprayed from her crotch, splattering on her legs and the floor. She doubled over as the squirming got more frantic, and started to move down her body. She was giving birth.
Twilight fell backwards on the floor. She spread her legs and gasped for breath as the thing inside her forced itself outside. She screamed as she heard the wet splash. Then suddenly everything stopped. Only about half of the thing was outside, the other half was still completely inside her, spreading her all the way to her womb.
She peered down and choked on her breath at what she saw. The thing between her legs looked almost exactly like the thing that fathered it, if a little paler in colour. It was shaped like a horses cock, with the flaring head, the veiny length and the medial ring.
She reached a hand for it. She needed to get it out. Her hand wrapped around it and her entire body twitched. She could feel it. She could feel her hand around the shaft. It was attached to her. Her cock.
Pull it out. She didn't care how, it had to come out. But again she wasn't listening to her own thoughts. Fuck, breed, cum; she still needed to do these things.
She watched with fascination as her hand started stroking up and down on her cock. Sparks of pleasure exploded inside her every time her hand moved over the head or the ring. Her hand wasn't enough though. She needed something to put it inside of.
Knock, knock.
“Twilight, are you there?”
Twilight stared at the locked door with her mouth agape. Sunset Shimmer. Sunset was behind that door.
“Damn it. The one time you're not spending the night here. I don't even know where you live.”
Sunset Shimmer. Her friend. Her love. Her broodmare. Her cock throbbed at the thought.
She stumbled to her feet and walked towards the door.
“Twilight? Is that you? I can hear someone.”
She leaned against the door and unlocked it. She pulled it open, hiding her body behind the door.
“Thanks, Twilight,” Sunset walked in. “I think I forgot my jacket- Oh my gosh. What happened here?”
As Sunset stared at the mess on the floor, she didn't notice Twilight closing the door, and locking it. Fuck Sunset, breed Sunset, cum inside Sunset.
Twilight pounced on her friend, forcing her to the floor with a surprised yelp. Sunset fell face first in to the puddle of cum on the floor.
“T-Twilight?”
With strength she didn't know she had, Twilight ripped apart her broodmares pants, making Sunset shriek.
“Twilight!? W-what are you doing?” she gasped as her friends hands clasped her buttocks.
“Mmm,” Twilight moaned as she nuzzled against the luscious cheeks. “Making you mine.”
She lifted Sunset's hips up and buried her face in to her crotch. Sunset gasped as Twilight's tongue dove in to her pussy.
“Twiiilight! What's gotten into you!?”
Instead of answering, Twilight sealed her lips around Sunset's clit and ran her tongue over it back and forth. Sunset groaned and her body twitched.
“Ah, Twilight! Stop! Please!”
She tried to push herself off the floor, but her arms were weak from the onslaught of pleasure and her hands were slipping on the wet floor. She twisted herself down until she could see between her legs, and froze at the sight of a drooling horsecock between Twilight's legs.
“W-what? Twilight? What is that!?”
Still getting no answer, Sunset started thrashing against her friends grip. Something was definitely wrong, and she had to stop this from going further. But Twilight was too strong. How was she so strong? She moaned reluctantly as Twilight's cock throbbed and spat out a glob of greenish cum, that landed in her hair, mixing with the already cold fluids on the floor. The sharp musky smell of it filled her head and had her kicking her legs in the air.
Twilight pulled her head from between Sunset's thighs and gasped for air. She licked Sunset's wetness off of her lips and her cock throbbed again from the taste. She flipped the helpless girl over and dropped her on the floor on her back. Sunset gasped but didn't fight.
Twilight leaned over her and lined her cock with the wet pussy. Fuck Sunset, breed Sunset, cum inside Sunset. Impregnate Sunset. She slammed her hips forward, burying her cock halfway inside. Sunset squealed as her pussy stretched around the thickest shaft she'd taken.
Sunset kicked her legs and twisted on the floor, biting her lip as her eyes rolled. She had had a roll in the hay or a few before. She wasn't exactly unfamiliar with sizable cocks either. But that was when she was a pony. Now she was a human. And her poor tight human cunt was not equipped for cock as thick as her wrist.
Sunset panted and moaned loudly, as Twilight pushed more forward. She felt the shaft throb inside her, and spurt out more hot cum inside her. The cum brought with it a numbing feeling, that spread throughout her lower body. It buried under it any pain she was feeling and blanketed her with pleasure.
Twilight growled possessively and slammed forward again. A lewd wet slap echoed in the room as her crotch made contact with Sunset's soaked thighs. Sunset whimpered and twitched and reached her hands up towards her friend. She was full to the brim of hot throbbing cock and she had never felt as good. She no longer cared if something was wrong. She just wanted to feel like this forever.
Twilight smiled as she felt Sunset's legs wrap around her hips and humped in to her. She grabbed onto Sunset's shoulders and pulled out halfway before pounding back inside. Sunset screamed as the cock punched her insides. Her body jerked and she shot out a squirt of her wetness around Twilight's cock.
Twilight grunted as she held her broodmare down and fucked her senseless. She felt Sunset's cunt squeeze her, milk her, and she knew she was enjoying it just as much. Jolts of pleasure ran up her cock and through her pussy every time Sunset squeezed her sensitive head and medial ring. She felt the rising heat inside her and knew she was about to cross her limit.
“I'm going to cum, Sunset! I'm going to cum inside you!”
Sunset's legs pulled Twilight against her and she threw her head back.
“Yes! Cum! Cum inside me! Breed me!”
Twilight roared and slammed forward, burying her entire cock inside Sunset's trembling insides. Her cock throbbed violently, the head flared, and she came. Spurt after spurt of cum exploded inside Sunset's body, filling her, bulging out her stomach and impregnating her, in the same way Twilight was impregnated before.
Sunset let out a long hoarse scream, as she came as well. Her hands pressed to her stomach, feeling it swell. She thrust her hips up into Twilight and kicked her legs as her scream tapered off to a whimper. Her body fell limp as she smiled with half lidded eyes and rubbed her swollen stomach.
Twilight's cock made a lewd wet noise as she stood up and pulled out. Sunset fell to the floor, her body twitching as cum leaked out of her stretched cunt slowly. Twilight smiled as she whimpered and passed out. She knew that the same thing that happened to her was now happening to her dear unconscious friend.
She looked down to see her cock still rigid and throbbing. Fuck, breed, cum, impregnate. She stroked her cock slowly as she walked to the door. Fuck Fluttershy, breed Pinkie Pie, cum inside Rainbow Dash, impregnate Rarity. The bell rang and Twilight smiled as the halls of Canterlot High filled with fertile young women.
Author's Note
Written for Megapone's Fetish Fanfic Fapstravaganza. I was kinda afraid I wouldn't make it, and this story could probably use some more work, but I hope someone can enjoy it as much as I do.
