1. Fight the tentacle beast

Fueled by her anger as well as her confidence in her alicorn magic Twilight decides to face the writhing tentacle mass that was crawling towards her all by herself.

“Stay back, girls. And watch Rainbow for a while,” she told the fillies as she jumped into the air and flapped her mighty wings, determined to end this foul beast.

As she was flapping her wings towards the threat she let out a barrage of beams which the creature blocked out with its tentacles. The tentacles sure got seared, but it kept its main body safe.

Twilight stopped her advances as she simply stayed afloat, before she tried to aim past the tentacles and directly onto its main body.

Of course the monster was still advancing, and was short before being right onto her.

Twilight quickly concentrated her magic in her horn before letting out a strong blast which hit its mark as it zoomed past the tentacles.

The beast shrieked painfully as it swung one of its appendages at the alicorn. Twilight quickly flew up, but barely managed to dodge the swift swipe before positioning herself directly over it and firing a few more blasts.

The tentacles quickly shielded it again, while two others came from each side. A shield sphere was quickly erected by the purple alicorn which repelled both tentacles, but they also made her grunt in exhaustion from the strength of the blows.

Seeing how she was currently too close for comfort she flew a bit higher, but the creature wouldn’t have that as it sent quickly all of its tentacles after her.

Twilight herself simply tried to dodge, but there was of course a problem with that.

The purple princess neglected to put the paralyzation venom in her calculations, as well as her arousal from the drained corruption of Scootaloo, when it came to facing this creature. This all slowed her down and weakened her rather strongly, limiting what she could do.

And this limit was right now her capability to dodge.

Every tentacle managed to at least clip her and Twilight even threw a few small shields up when things got too close for comfort.

One last tentacle reached for her hindleg just as she blocked a tentacle form the side with a small shield. Twilight’s eyes widened, and she didn’t have time to scream as she suddenly was yanked down.

Quicker than her sluggish form could react another tentacle wrapped around her other hindleg, and then around her frontlegs.

Twilight started to panic and her horn glowed with her arcane might, but the beast was prepared for that.

A tentacle quickly lunged for her bony appendage. This one however was different as it opened itself like a mouth, but in three parts, as it latched onto her horn like a hungry parasite.

Twilight tried to fire her magic, but only a stream of it left her horn, which quickly traveled down the beast’s tentacle. She tried again and again, but could each time feel the energy simply being drained by the tentacle.

The cold reality quickly dawned on her.

She wasn’t going to escape.

Of course that didn’t mean she wouldn’t try. She put up a real physical struggle, but even her earth pony strength was no match as the tentacles were wrapped tightly around her legs.

Another set of tentacles quickly burst from the monster. Tentacles she recognized.

The tentacle beast teasingly waved its thorny appendages in front of her face, clearly enjoying the distress and panic that crossed his preys face as she realized what it was about to do.

“N-No!” she protested as she started to use her magic again, but all it did was making her moan as the tentacle sucked it right up.

The beast didn’t heed her protesting cries as it shot its three thorny tentacles forward which punctured her skin and tore through her flesh. Twilight cried out loudly, as tears started to form in her eyes.

However, before she could concentrate on the pain any further shots of a foul liquid traveled through the tentacles and were directly injected into her.

Almost instantly a burning sensation took hold of her.

‘T-This is just like the bee-girls, o-only stronger!’ she gasped loudly as her whole body started to convulse.

Just like with Rainbow Twilight’s clit and teats started to swell. While Twilight’s teats were a bit bigger than Rainbow’s naturally she was still rather average. That of course changed as they started to grow with each pump of liquid inserted in them.

Her erect clit was not better off, as the small nub noticeable enlarged, making it super sensitive to the touch, or even a wind breeze as it radiated heat.

As soon as Twilight’s teats and clit were adjusted to the beasts satisfaction it pulled the painful stingers out.

Twilight tried to hold back a whine as she felt her own lust increase. Her teats were now swollen like that of a pregnant mares, much to her shame. But of course this was not all. The creature seemingly wanted to teach her a lesson after all the trouble she had caused it, so that two new tentacles appeared. They had a cup-like form as they neared Twilight’s taut, swollen teats.

She could feel the cold feeling of suction right before the cups latched onto her utters. The strong suction and pumping that followed immediately caused Twilight to let loose a huge spray of her mother milk. A sensation which was coupled with a huge burst of pleasure.

The alicorn had trouble believing that she seemed to get off on the tentacles milking her for her, well, milk, but the evidence was overwhelming as she could feel waves of ecstasy from her teats with each forceful suck and pump of the tentacles.

Shame graced her features as she loudly moaned out, which caused a rumble from the creature, which most likely could be interpreted as a chuckle.

“W-What are you laughing at?” Twilight said with a bit of anger, before the continued suction motions suddenly spiked up in force which caused her to whine as she bit her lip.

That was when it hit her. The creature seemed to be smarter than she gave it credit too, considering the teasing, as well as the ‘answer’ to her question being the increased stimulation of her teats.

Of course the knowledge wouldn’t help her since she doubted the creature would just let her go if she asked. She obviously caused it some pain and it was more than willing to use her body for payback.

And her sensitive teats definitely helped with that.

‘Oh buck, I’m getting close!’ Twilight thought as she tried to ignore the stimulations trying to use her mind to will them away. Much to her surprise only a second later the suction stopped, making Twilight blink in confusion.

Confusion that didn’t last long as the creature brought her to his beak-shaped mouth.

Twilight knew what it was planning.

The mouth opened and like Twilight expected a thick tendril snacked out of it. It was the strange creatures ‘tongue’. The one it wanted to use on Rainbow not ten minutes ago.

The cock-tongue twirled around in the air right in front of her eyes, flexing, as if to show off its texture and girth. Twilight had to admit that it was impressive, seeing as it was twice as thick as his regular tentacles. Without a doubt the last of her resistance would crumble if THAT was inserted inside of her. With having such a threat before her Twilight’s scrambled mind could do little more than actually do some last desperate effort in an attempt to save her body, innocence and mind.

She begged.

“B-By C-Celestia! H-Have mercy!”

The tentacle stopped and bent itself, like it was attempting to get into a thinkers pose. Almost as if it was thinking seriously about her request. A process which let Twilight feel a shimmer of hope. However this shimmer was instantly crashed as the tentacle unexpectedly shot forward and buried itself right into her dripping snatch with force.

A loud orgasmic scream was what followed as Twilight’s virgin tunnel was pierced widely open. The tentacle making quick progress in spreading her innards to accommodate his large tongue-cock.

Twilight’s juices splattered all over the thick appendage and over the ground as the tentacles on her hindlegs pulled her further down on the cock-tongue, filling her up to the point she felt it at the entrance of her cervix.

Thankfully the tentacle decided that it was enough for now before it pulled its marecum slick covered length out of the inexperienced mare before it was driven right in, as the creature started its thrusting.

As to be expected the tentacle beast did ram her hard and fast. It’s frustration over the burns on his tentacles spurring it on in making the mare completely submit to his fleshy appendages.

The burns at least healed fast with the magic that was absorbed from her horn. An especially large burst of it went through it as she had climaxed, intriguing the creature as it started to play with her horn additionally.

Of course the direct stimulation of her horn was sending Twilight wild together with the stimulation on her teats and marehood.

She almost missed the slight slimy poke at her backdoor. Almost.

Her eyes were unfocused, but she still managed to turn her head enough to see a tentacle prodding at her rear.

But the way she was violently fucked, she could do nothing to protest as it pressed forward and sunk into her tight flesh.

Twilight screamed again at another new sensation. A scream which was quickly silenced as another tentacle suddenly dived for her mouth before it plunged deep into her throat making her gag.

She had no time to adjust to any of the new sensations as the new additions simply started their handiwork as they trust into her rear and muzzle respectively.

The discomfort from her rear and throat quickly turned into pleasure, letting Twilight with one of her last clear thoughts conclude that the slime on the tentacles was probably some sort of aphrodisiac. It made her rear burn, as she felt her arousal increase. The waves of pleasure came crashing down on the poor adorkable purple mare, destroying her every thought that was not connected to mind-numbing pleasure.

Twilight didn’t even notice when she started sucking on the appendage in her mouth, or when her rear holes seemed to suck the tentacle cocks in, while squeezing them and desperately begging them for their seed. Not to mention the obscene muffled moans that let every pony around her know how much she loved the rough treatment of this thick fleshy shafts pounding into her violently.

It all just happened. There was no explanation and no thought left. No scientific interest in explaining why she suddenly acted like a whorse. She just did.

The tentacles all the same simply continued to drill her every hole, taking her violently as they wetted her innards with its salty pre, while the cup-tentacles simply continued to fondle and milk Twilight’s swollen breasts.

She was getting close, as was the tentacle.

The pace increased as the tentacles were a blur as they slapped inside the purple princess again and again. Muffled moans echoed through her mouth, while the tentacle simply continued to facefuck her.

Another mouth-tentacle then creeped forward, Twilight never seeing it coming before it opened its mouth and suddenly wrapped around her clit.

Twilight’s orgasmic cries echoed all around townhall as her juices burst from her once again. The tentacle beast decided to give her its all as with one last mighty push it took the entrance of her cervix and completely pushed itself inside of her womb. Twilight felt the head hammer directly against it. The new sensation sent her directly into a second double climax.

The tentacle beasts tentacles pumped as it churned up its slimy white seed and pumped the purple princess full of it, so that she could bear his offspring. At the same time the beast also tainted her tight sphincter and gave her a load of cum to dump in her belly.

Twilight simply writhed and wrenched her body around in its bindings. Her eyes both long since traveled to the back of her skull as her nerves were completely wracked by all the sensations she was assaulted with.

She was shattered by pleasure.

But even then with a princess as its mindless fucktoy the tentacle beast still had not enough.

None of the ponies knew if it could see, or if it had any other ways to sense them, but it surely seemed to somehow recognize them, seeing as the beast turned around to the shocked and scared CMC, as well as the prismatic mare that was laying on her back beneath them.

Said prismatic mare was masturbating unabashedly, much to the filly’s additional chagrin.

One tentacle quickly snapped out before it wrapped itself around Rainbow’s waist and masturbating foreleg, before lifting her and dragging her into its slimy depths.

“Wha- No!” Scootaloo protested as she tried to hold onto Rainbow’s tail with her teeth. Thankfully Applebloom and Sweetie Belle managed to get her off before she could get dragged into this quivering tentacle mess.

“What gives?!” she screamed indignantly. “We have to help them!”

Applebloom shook her head.

“We can’t face somethin’ like that!” she said while pointing to the mass of tentacles, just as it sent out cup-tentacles to milk the prismatic mare.

Scootaloo simply stared at her in desperation as she switched her gaze from her idol that just started to moan as the cups latched onto her swollen teats to her friends. She wanted to say something, to protest loudly, but she just sunk her head in defeat.

“What do we do then?” she asked heartbroken.

“Easy, we need ta get ta safety,” the farmgirl replied, “That’s what they would’ve wanted.”

Scootaloo nodded as she hopped on her scooter, but just as she wanted to drive some green hands snatched her from it.

A loud surprised shriek escaped her as she suddenly found herself face to face with one of the punk-looking goblins.

“Hey there beauty,” she cooed and much to Scootaloo’s distress she saw four more of the creatures by it. “We missed you at the schoolhouse. You missed all the fun.”

“T-There is nothing fun in what you are doing!” Scootaloo weakly protested as fear gripped her heart. A fear which even increased at the lewd smirk the goblin gave her.

“Well, how about we just show it to you then?”

Scootaloo instantly turned her head, wanting to scream for the help of her friends, but what she saw stopped her in her tracks.

Both of her friends were surrounded by a group of imps. Cocks too big for their little forms already hardening as they leaned against each other in fright, the imps steadily advancing on them.

Before she could see what happened however a finger lifted her chin back to the eyes of the goblin, eyes that burned with lust.

“Don’t worry about them, I think the boys will show them a good time, just as we will show you.”

Scootaloo was about to retort, but the goblin cut her off as she lunged in for a kiss.

The young filly was too shocked to react as this foreign fleshy object suddenly roamed her mouth, licking all of its walls before it found her tongue, and playfully wrestled with it.

Without noticing Scootaloo accepted it and wrestled with her tongue, while her cheeks flushed a light red. As the goblin pulled back Scootaloo’s tongue followed. A thin trail of saliva connecting the both of them.

“I knew you swung that way,” the goblin said with a triumphant grin, “It seems I won’t even have to use the bottle on you anymore,” she said before she pushed the pegasus filly on her back with another heated kiss. Scootaloo this time completely resigned herself to her fate. There was nothing stopping these creatures, seeing as both her idol and Twilight were currently busy being taken by the mass of tentacles.

The green hand of the goblin tickled her belly as it trailed along it with a finger teasingly, before it went deeper down.

It quickly found her filly parts, as it trailed along her labia, making the filly moan into the goblins mouth.

But the endearment soon ended as the goblin suddenly shoved four fingers into the little filly making her whine from surprise and pleasure alike.

The goblin pulled away from her mouth gazing deeply into her eyes.

“You are a good little slut, aren’t you?” she cooed as she started to move her fingers in and out of her, making Scootaloo pant.

A slap across the cheek brought her out of her trance.

“Are you?” the goblin asked a bit more forceful as she continued to fingerfuck her.

A pleasurable groan escaped the orange filly as her insides slickened from the stimulation.

“Y-Yes,” she managed to stutter out, making the goblin happily smirk at the orange filly.

“I like this one. I think we should keep her,” the goblin announced, “It is not often that you find someone so young who has a natural disposition to being an obedient little pet. You are our pet, aren’t you?”

“Y-YES!” Scootaloo cried out as the gobbling suddenly slammed her fingers into her dripping snatch even deeper.

“Good. Now, who wants to be the first to ride her face?” the goblin asked, and instantly another stepped forward and directly over their new pet.

“Ah, no fair!” one of the other goblins said, while the one who was going in position merely stuck out her tongue.

“You need to be faster then slowpoke,” she teased before she lowered her privates down.

Scootaloo had no time to prepare as the sticky cunt of the goblin suddenly was smashed against her muzzle, smearing her sticky girlcum all over her.

“Open your mouth and lick it, pet,” the goblin fingerfucking her ordered, and Scootaloo could do nothing but oblige.

Her tongue started to lap at the female privates, making the goblin on top of her coo.

For some strange reason Scootaloo found the taste to be rather enticing. It had a slightly salty note, but the good kind of salty. It also excited her. In fact so much that she couldn’t help but lick her a bit more enthusiastically, much to the goblins delight.

“S-She’s a keeper,” she said she enjoyed the filly’s oral ministrations.

The goblin fingering Scootaloo then stopped.

“Well, we better step up our game then and show her some real lesbian sex!”

The filly couldn’t question her, even though she still whimpered at the burning need in her groin that was suddenly left unattended. Thankfully a new sensation soon assaulted her.

The goblin took one of her legs before lifting her body up slightly to bring one of her own legs under her as she smashed her wet sex against Scootaloo’s in the classical scissor position.

The filly moaned, which led to the goblin instantly pressing her sex against her mouth hard. The goblin groaned, enjoying the slight vibrations, before she managed to gasp something out.

“A-Ahh! Push that tongue of yours inside of me!~”

The filly did just that, following the orders of her new green-skinned owners. Her equine appendage now eagerly lapping at her insides, exploring the goblins wet twat.

Said goblins eyes closed in enjoyment and her tongue rolled out of her mouth in a rather undignified manner, making the other goblins giggle.

Said undignified goblin pouted adorably.

“I’d like you see hold your own against her! Her short fur is so soft and it is tickling my clit!”

The others actually stopped giggling at hearing that, eyeing their new pet with wonder.

“Her fur?” one of them questioned with curiosity before stepping over. She grabbed the foreleg of Scootaloo that was flailing due to her slant position in her fingers, rubbing along the interesting appendage.

“It really is soft!” she said cheerfully, before she got a thoughtful look.

She stepped over the appendage and with her fingers pulled it between her legs, before humping her moist pussy lips over the soft and tickly fur. As said lips were parting the goblin could only revel at the alien sensation that invaded her.

A gasp escaped her.

“This really is rather nice!” she admitted as she held Scootaloo’s leg and continued to slide along its furry length, using it as a tool for pleasure.

Scootaloo herself didn’t know what to think of this as the sticky wetness of this new participant spread all along her short fur, staining it in her owner’s fluid.

She could hear faint steps, before she felt the same wet and warm sensation spreading over her other foreleg as well, as another goblin got curious and decided to sit on it.

“Hey! Where do I rub against?” the last remaining goblin asked, seeing as the goblin in the scissor position had both hindlegs trapped in her hands, while two rubbed against the forelegs and one was tonguefucked by the lesbian filly slut.

“Ahh! Just use her side!~” one of the goblins masturbating herself on the filly’s forelegs moaned out.

The goblin harrumphed for a moment before she stepped over and rubbed herself over the side of the filly’s barrel. Her grumpy demeanor of course vanished shortly after she started her masturbatory motions on the young pony’s fur.

Soon all the goblins moaned, groaned and cried out as they each rubbed themselves off on the prone little filly.

Scootaloo meanwhile continued her tonguework. Her strokes making the goblins love tunnel flood with her juices. Juices the filly all too happily slurped up like they were a tasty treat for her.

And that doesn’t even begin to describe the sensation the filly received from the goblin currently mashing her snatch against hers. She would never have thought that such a simple action could actually feel so good. Each stroke and wet rub of their hot caverns elicited a moan from the filly.

She simply couldn’t help it seeing as her body was beleaguered from hot goblin bodies who all rubbed along her, spraying their translucent girlcum all over her!

In the end it seemed all so alien to her. She couldn’t comprehend what was happening as the goblin continued to rub her vulva against hers, while she was having her tongue being squished by the pussy of the one riding her face, while another three used her forelegs and barrel as a masturbation aid.

The goblins were moaning quite lewdly as they all stroked their cunts against her soft equine fur. Their excitement dripped from their wet orifices and covered the filly’s body.

Further and further the pleasure went as Scootaloo’s mind went higher and higher. Just like the other goblins. Breaths grew ragged and movements grew erratic as they came closer and closer.

The goblin on her foreleg was the first to go as she spurted her juices all over her foreleg. The other foreleg quickly followed and Scootaloo could feel the warmth dripping from both of her appendages.

It really turned her on.

A heavy stroke of her pussy smashed against the goblins finally drove the slutty filly pet over the edge. Her body convulsed as she squealed quite loudly into the other goblins pussy. Her juices were a real spray as they burst from her, the young filly body simply not used to the orgasmic sensations that took her. At the same time she could feel the other goblins cumming as well. A hotness against her groin told her the goblin giving her pleasure had reached her own high, while she could now also feel a spray of juices running down her barrel. The last who came was the one still riding her face. And she did that literally seeing as Scootaloo couldn’t keep up her tongue lashes. Thankfully she was close enough that a few determined humps against Scootaloo’s attractive face sent her over the edge, drenching the filly’s entire head and making it a sticky mess.

Suffice to say that by the end of it Scootaloo was in desperate need of a bath as she was reeking of the musk of the goblins girlcum.

The goblin girls quickly enough stood up to look down at their new pet, thoroughly satisfied with their work.

“We definitely keep her,” said one goblin, while the others could just giggle or smile.

Scootaloo didn’t hear that anymore, but she wouldn’t have cared anyway. She was coated in hot female juices and couldn’t be happier. She was a good pet and would remain so for her masters.

But there are still other filly’s to be remembered.

Applebloom and Sweetie Belle.

They definitely didn’t have it easier, seeing as they were surrounded by the imps. And the imps loved to see them struggle.

They started to use their magic on the scared fillies, giving them sexual phantasies. Phantasies which would come true any second for the imps as they were eager to gangbang these fillies into oblivion.

The fillies mind was easy enough to invade and they couldn’t simply swish the pictures in her mind away. Pictures that raised their lust and arousal. They were so inexperienced they had no idea what was coming to them.

Their tunnels started to moisten as an unbearable heat started to emanate from them.

Applebloom whined at the feeling, while Sweetie Belle only whimpered. Both of their concentrations faltered and went from the imps to their little foalmakers.

More pictures flashed through their minds, making them slowly hike their tail up on their own, their bodies clearly driven by instinct at this point. The instinct to breed.

Both of their privates glistened with unadulterated lust at this point.

The filly’s were confused at this, not understanding what was happening to them, but at the same time their instincts told them that the red creatures could help them. The pictures in their minds hereby being a good indicator for the two.

Meanwhile he imps grinned mischievously. They were ready.

Two of the demons stepped behind the filly’s exposed rear and set each hand on their butt cheeks.

Squeaks came from both of them at the new foreign touch, but they didn’t protest. They couldn’t protest at this point.

The imps wasted no time and both instantly shoved their new filly sluts full with their thick fuckmeat.

Both cried out as their slits were instantly split in two to accommodate their girths, the filly’s birth canals technically too small for what the imps presented them with.

However, the new feeling wasn’t just uncomfortable. They could also feel it quench the heat between their legs as a warm pleasurable sensation took its place.

The imps of course didn’t give them time to think about this new feelings properly as they immediately started to ram them like they were experienced sluts. The intention being clear that they simply used them to get off. They were their new toys.

Despite this however both of the CMC still managed to adjust to the new use of their pussies soon enough. They could still feel the tension that came with the wide spreading, but at the same time even that derived pleasure for them, seeing as their sensitive nerves were stretched while a cock each stirred their insides and filled them up with a thick red meat.

Not long into it did both of them start to moan. Sweetie Belle a lot more high-pitched so than Applebloom.

After seeing how much their new toys got into this they decided to take it up a notch.

Instantly two imps stepped in front of the fillies heads. Both of them looked meekly up, eyes filled with lust, before both of the demons grabbed their manes and pulled on them to get their mouths full of their cock. The filly’s didn’t protest as their taste buds were suddenly assaulted with the salty taste of demon dick.

At least they didn’t until the demons reached the tight throat entrances and forced their demon dicks through it and down their gullets. Choking could be heard from the two as the entirety of their small throats were completely taken by the much too long and thick dicks.

Not that the imps cared as they started to fuck the filly’s faces, while an obscene neck bulge attested just how thoroughly they were working on their throats, training them to be their perfect little cocksocks.

Both fillies stood on their hoof tips considering the demons were a bit too tall for them. This of course had the effect that the filly’s were mainly supported by the hot flesh that was piercing deeply into both front and back. A fact that was a big turn on for the demons. They didn’t get the opportunity to play with minor fuckmeat often.

Quite a few imps already stroked themselves to the sight of two fillies being speared on cocks from both sides.

The filly’s themselves were strained under the forceful use and position they were in. Not that they didn’t enjoy it. Their muffled whorish filly moans could be heard quite clearly through the crowd of imps, and their juices were practically flowing from their holes.

Shove after shove it went. Bulges in both their necks and their bellies. Their bodies were broken in to service something they shouldn’t in their young age. Not that the imps cared. The filly’s innocence was lost the moment they sat foot in that town.

Each time one imp hereby pulled out of her wet and incredibly tight fuckholes, the other would push them into it again. Cocks were shoving her on cocks and vice versa. The filly’s were nothing more than glorified sex slinkies.

And the imps found quite some enjoyment in the two of them. Sure they couldn’t fit all of their length in and had long since pierced her cervix, but the tightness made all up for that. So much in fact that they hammered violently against their wombs, rather dead set on forming it to be the new birthplace of litter upon litter of fresh imps, which would in turn fuck her once they reached their maturity.

The imps grunted as they finally reached their high. All four of them hilted into their filly sluts and pumped their cum directly into them. Hot sprays of their stuff painted their walls, while a tasty meal was directly pumped into their stomachs.

And really directly considering they were all the time pounding against their stomach entrances.

The filly’s themselves shrieked in orgasmic bliss as their own climax came from the stuffing they were getting. Filly’s juices splashed against the imps hips as their balls continued to churn up batch after batch of their tasty baby batter.

Soon enough they pulled out letting the filly’s stand there on their wobbling legs.

Their bellies were full as if they would have a bad case of filly pregnancy. A rather naughty thought. The swollen bellies seemed to relentlessly drag them to the ground and made them collapse in the end, their legs not made to support them through such a sexy ordeal.

Both Applebloom and Sweetie Belle could feel cum splatter against their faces of bodies, just as they were enjoying the afterglow of their orgasms. Some imps simply couldn’t bear it any longer and decided to paint the filly’s in their musky seed.

Not that the filly’s could concentrate on it. Two imps instantly turned each of them to their sides. Both filly’s felt the imps hot chests press both against their fronts and backs before they both suddenly got rock-hard cocks shoved into them again.

This time not only their pussies were stretched, but their tight asses too, and there was nothing the filly’s could do as they lost the last of their virginities and innocence to these foul creatures. All they in fact did was moan. No resistance left as they served as the cumdumpsters of the imps. And they had quite a few left to fuck, as each of the imps that surrounded them waited for their turn on getting their hands on some fresh filly fuckmeat.~

Meanwhile Rainbow had her milk sucked out while her body was set up right in front of Twilight, so that both mares could see their faces. It was a message for the purple alicorn, showing her that the beast always gets what it wants and that she can’t do anything to stop it.

Of course the message was lost seeing as the purple mare was too far gone to understand anything outside of ‘cock’, ‘pussy’, and ‘pleasure’. Her tentacles had also long been replaced by new and rested ones, so that she would be constantly fucked and would constantly pleasure the beast as it would pleasure her.

Rainbow herself wasn’t much better off, seeing as she was whining as the tentacle around her waist had stopped her masturbatory movements, trapping her hoof in place, without much chance of finishing the job.

This of course only got worse then the tentacles wrapped around her hooves, before letting go of her waist, as the hoof on her twat was immediately pulled upwards, so that she could not continue her public masturbation session.

“O-Oh, come on!” she whined pathetically as her engorged pussy winked desperately.

Luckily the tentacle beast felt benevolent after he had broken in the purple annoyance. So it showed Rainbow something that would surely interest her.

Yep, it waved the cum, as well as from Twilight’s juices stained large tongue-cock in front of her, showing her how she was the next one. Rainbow instantly knew she was screwed. Literally.

The rainbow maned mare gave the tentacle mass a needy look, just wishing she would be stuffed with it already, much to her shame. But of course she abandoned the brunt of this shame the moment she started to masturbate in the middle of the street, so it was only a minor annoyance for the pegasus.

The tentacle beast decided to continue where it had left off as it wiggled the cock into her pussy. Much more softly of course. This mare wasn’t the purple annoyance after all.

Rainbow couldn’t help but let out a triumphant moan as she felt her innards being speared with the tongue-cock, as it wriggled itself inside of her. The relief finally flooded her very being as it started to piston into her.

Her juices instantly streamed down her legs, before they dropped to the ground.

But she didn’t stay in that position for long as both she and Twilight were suddenly pressed barrel on barrel, while Twilight was at the same time tipped backwards until she was lying on her back on the air with Rainbow right on her.

The tentacle from Twilight’s mouth was pulled out, making the purple mare gasp out. But before Twilight could utter as much as a moan another mouth blocked her. And let’s say the owner of the mouth was rather surprised herself.

Truth be told Rainbow had no ambition to actually kiss her friend, since she saw Twilight just as that, her friend, but a tentacle on the back of her head overwhelmed her which led to the strange moment.

Twilight however was a lot less averse to the idea of kissing a mare and friend as her tongue instantly slithered into the prismatic mare’s mouth.

Of course Rainbow couldn’t protest as right then a poke at her rear alerted her just a moment before a presence invaded her anus, as the tentacle beast introduced her to anal.

In the end Rainbow simply closed her eyes and accepted the tongue that was slobbering rather sloppily all over her own. Now that she thought about it, she found that nerdy purple mare rather attractive…

The tentacle beast successfully used its ‘Shipper’ trait.

Shipper – Shipping attacks have a success rate of 50 % if both targets are not attracted to another, a 75 % success rate when one party is attracted to the other, and a 100 % success rate when both parties are attracted to each other.

Of course neither mares knew that their attraction was just part of a game mechanic, but since they were both taken in all of their lower holes it reduced the possibility that they would actually care about it.

And boy didn’t they seem to care. After Rainbow found her attraction for the nerdy mare some might have thought she wanted to eat purples face so much was she into it. And all the while both were still rocked by hard tentacle thrusts.

Both moaned into each other’s mouths as the tentacle beast decided to take both of them hard, giving them pleasure along their new formed relationship. A cheap tactic, but it worked as both of their feelings blossomed.

The tentacle beast released both of the pony’s forelegs, while bringing a few new tentacles to Twilight’s back, forming a nice bed for the two new love birds.

Rainbow instantly wrapped her hooves around Twilight’s neck, while Twilight wrapped her hooves around Rainbow’s back, imagining that she was fucked hard by her prismatic friend. Both were hugging so intensely as if they feared to lose the other if they ever let go.

Both friends juices were flowing freely and a wet squelching sound emanated from the lewd tentacle bed as the creature decided to speed things up.

Their muffled cries could still loudly be heard, even though they refused to end their heated face eating session. Twilight’s face was hereby half slathered with Rainbow’s saliva and the prismatic mare still kept going.

Pleasure levels rose high with each pump into them, the tentacle beast finally breaching Rainbow’s womb deciding to fuck her up for good.

The whorish moans that followed were quickly absorbed by Twilight as she tried to put more effort into her tongue, swirling around Rainbow’s as they shared saliva.

One final hard push drove the two finally over the edge as their grip on each other tightened. Their moans pitched and their juices shot out of their holes. The tentacle beast came with them and pumped them full of its rich seed, while the hot feeling of it streaming into them only lengthened their final moment.

A last moan escaped them both as they tiredly lost their consciousness in each other’s embrace while cuddling closely together in the tentacle bed.

At this very moment the tentacle beast knew it had made the most heartwarming catch in its life.

After everything was over and the royal guard had secured Ponyville, no one ever heard about Twilight, Rainbow or the CMC again. It could only be speculated which foul fate they have suffered. But of course their fates weren’t nearly as foul as an outsider might suspect.

The tentacle beast for example decided to keep the purple princess and her prismatic friend. They made a cute ship. TwiDash he would call them, right after the names the monster heard them use. They also fit in perfectly within the tentacles shipping collection and were always going at it giving each other cute cuddles and little kisses and nuzzles. It warmed the old beasts heart. Of course he always made sure to play with his little figurines once a day, fucking them senseless and filling them up. Surely it wouldn’t take long for them to get knocked up and give birth to his breed, and the tentacle beast couldn’t be happier, as are Twilight and Rainbow.

Scootaloo on the other hoof started to be the goblins pets, but that didn’t mean she wouldn’t see her friends again. As luck might have it the goblins are friends with that particular group of imps and they regularly organize huge orgies, where Scootaloo gets fucked and used with her fellow crusaders as cumdumpsters by all the goblins and imps. Sometimes they even offer her and her friends to other higher standing demons and monsters. Especially that one time where Sweetie Belle and Applebloom were speared on a dragons twin cocks, as she herself was tongue-fucked by said dragon was a real blast. Not to mention that they changed their club name. The ‘Cutie Mark Cumdumpsters’. It sure had a nice ring to it, and the goblin girls loved it, while the imps could only chuckled and grinned mischievously.

In the end they all ended up highly pregnant and leaking milk, which was no surprise by the amount of fucking they did. But they still were happy. Pregnancy sex had its perks, seeing as it made the goblins and imps give their nipples more ‘attention’. Even now they were taken in a huge orgy, and not to mention being the ones with the most fucks. Another perk of being pregnant since every demon finds it sexy.

And so in the end the CMC, as well as Twilight and Rainbow all found their destiny in being the fucktoys, pets and cumdumpsters of this new invading races.

BAD END

Author's Note

You wanted it and you got it. The smuttiest of smutty porn. All parties involved that are near. Twilight was too reckless and didn't think about bringing any of her friends to safety, so she gets a reckless ending. Well, reckless sounds too hard for what happened here in the end, but you get my gist. And it wasn't like she complained by the time the beast was done with her *nudge* *nudge* *wink* *wink*.

I'm in any case glad people understood mostly what the bad end was and were rolling with it, even though I probably should have dropped some hints on the first option, but since it worked out in the end all is well. And let's be honest, it would have been a waste to let such an opportunity slip by! Of course there will also be sex scenes that won't contain a bad ending, but I think we can all agree that such endings are rather fun. I might make them a running gag, even though they are quite a bit of work. But I think it was definitely worth it!

Of course I was thinking about where to go now. Let's be honest, another vote probably doesn't make much sense, since a second bad end would go in the same direction. The second hereby being trying to flee. The CMC escape, while Twilight and Rainbow get fucked senseless. So let's instead go with the third option, the distraction, so that we can move the plot along! And it also seemed that quite a lot voted it the over the past day, so I will take that as my go ahead! But don't expect anything right now, since I have other things I still need to work on. Maybe the weekend? Hard to say right now.

As a reminder, feel free to suggest ideas. I'm at the moment mostly lacking them and have only minor ones to move along. So if you have any big event for the invasion of Ponyville feel free to share. Or share other ideas as well. The world of Equus is large after all!