The Pony in the Woods

by Mackstack

II: Intertwining

Previous Chapter

II: Intertwining

Fluttershy lay awake in her bed, staring at the ceiling of her cottage. It had been only a couple of days since her romantic meeting with Lythe, but it felt like it had been years. Every fiber of her body ached to be rutted senselessly by the mysterious mare that waited for her, but she couldn't get out to find her. Her so-called friends had locked her in her room, watching her every move as she had pined embarrassingly for freedom. They'd come inside, one by one, and begged for her safety, pleaded with her to keep herself safe from the 'monster' that lived in the woods. But what did they know? They'd never even met her. Lythe was her friend, perhaps the only true friend she had.

Her hooves slid down her body, coming to rest over her quivering sex. She began to playfully rub herself as she thought of the incredible life she could live with her new friend, the incredible sensation of those tentacles burrowing inside of her again. Oh, what she'd give to be back with Lythe right now. She pushed her hoof into her pussy with ease, her slightly gaping walls parting quickly around her.

Her friends had tried everything in that book of Twilight's to snap her out of the trap, all to no avail. They'd tried medicinal herbs, kind words, powerful spells, the works. Twilight had even tried conjuring herself a cock, in an effort to fuck some sense into her. Perhaps a powerful rutting would have been enough to break the bond?

Unfortunately not. Twilight had had no success with any of her ideas, and so she found herself resigned to waiting. It had been six days, the chemicals must start wearing off soon?

Fluttershy sat bolt upright - quickly pulling herself free of her own body - as she heard a faint tapping at the window. Her empty hole twitched with excitement as she moved to the window, throwing it open. To her euphoric delight, there sat Lythe. That bizarre little pony she had longed for so much. Finally.

Looking over her shoulder, Fluttershy listened for hoof-steps. Nothing. No light crept in from under the door. Everyone must of been asleep.

Perfect.

Leaning forwards, Fluttershy clambered out of the window, before leaping gracelessly down onto her new partner. Pinning the strange earth pony to the floor, Fluttershy began to quickly and passionately kiss her nape and neck, coating her smooth skin in a thin layer of saliva which glinted slightly in the moonlight. She moved down Lythe's body, coming to rest at her crotch. There she got a good look at her partners 'cock' for the first time, and she loved it. What she saw was three small tentacles, writhing aimlessly. The two at the sides were far smaller than the central one, and they were shaped oddly, almost like a flower or a petal. As for the central one, it was far larger, but nowhere near the size it had been on that incredible night. Clearly, it had the ability to grow and change itself.

"Fluttershy? I came to apologize. I'm sorry if I was super aggressive with you! It's just, when I have sex I don't know what comes over me. I get really forceful sometimes and I can't help it! I'm sorry if I hurt you, and I didn't mean to drop you like that! It's just, I panicked when I heard those ponies coming. I never know how others will react to me..."

Fluttershy tore her attention away from the mesmerizing genitalia and looked up at her friend. She smiled warmly, putting her at ease.

"Hey, that's okay, don't worry yourself! I mean, I'm a little sore, but what's a few bruises between friends?"

Lythe sighed in relief. She was so glad her new friend could see through the pain she'd accidentally inflicted upon her. As she did, Fluttershy began to shift her hooves towards the mare's plant cock again, desperate to feel it against her body. Lythe leant forward and grabbed the approaching mare, and stared deep into her eyes.

"Please Fluttershy, not now. I'm scared that we'll get caught if we play out here. Could we go back to the forest, where it is safe? I get scared beyond those trees."

Nodding in approval, Fluttershy climbed to her feet and led the strange mare away from the cottage. As they walked, Lythe grinned to herself. Obviously her influence was still clouding this mare's mind. Now to seal the bond.

The Everfree was as dark as ever, the overgrowth swallowing any warm light that approached. The occasional chirrup of bird-song had been replaced with guttural groans and roars as the various beasts and creatures of the forest began to stir. But none of these noises worried Fluttershy. She was full of new-found confidence. Her best friend would protect her, after all. The two walked further, the topic of conversation darting from Lythe's hobbies to her odd anatomy. With every question Fluttershy aimed at her, Lythe would respond with vague small talk, never quite giving a full answer. But as time passed, that same recognizable tree loomed into view, and Fluttershy knew she was safe here.

Lythe laid her friend down against the coarse trunk of the tree, before settling by her side. As they gazed at each other, the quiet creak of tentacles and vines began to fill the air, as the tree's 'occupants' came to life around them. Leaning forwards they embraced, as the tentacles - perhaps inquisitive - crept downwards. Breaking apart, Fluttershy returned to staring into the eyes of her partner.

"So, Lythe, I need you to tell me the truth about yourself. Those other ponies told me stories about you, and they all sounded incredibly mean. They said you were infected by that plant, and that you're its slave, trying to infect other ponies. They were lying, right?"

Lythe slid forwards, resting a hoof on Fluttershy's inner thigh to reassure her. But with Fluttershy's mind still clouded with lust, the move was anything but kind-hearted, and instead an entirely sexual advance. She could feel her vagina twitching in anticipation, and her heart began to beat faster and faster. She had been waiting days for this, and it was obvious. You could smell the results of her lust on the air.

"Well, Fluttershy," Lythe responded, her hooves idly drifting up her leg, "I can assure you, I am entirely pure. They may accuse me of being a corrupted soul, but I can promise you I'm not. I only want to make the ponies I play with happy. I love to see ponies smiling, but they are scared of the way I look. That's why I live out here with the plants. And yes, I was once a normal pony like you, but this fine specimen changed me. I stumbled across it, and it showed me things I couldn't believe, so I submitted to it. You see, these plants aren't evil, and I'm not a victim. They're just, different."

Her hoof made contact with Fluttershy's genitalia and the mare let out a gasp of surprise and arousal. Her legs twitched in response and her tongue lolled as Lythe inched her hoof into Fluttershy's body.

"S-so, what did it show you?"

Lythe looked up from her hoof, happy to respond to Fluttershy's question.

"Why, it showed me what I could become! What wonders I was missing out on, you see. The body of a pony is weak, and if I submitted to the Hive I could be made strong. I did so, and it bestowed upon me the greatest of gifts. It fused a part of it's conscious with my own, and changed my body. My hair fell out, and these magnificent tentacles grew in their place. Rather fine, don't you think?"

She flicked her head back and forth, causing the tentacles to waggle oddly in the air.

"And as for the stuff happening between my legs, oh my goodness. I can see how fascinated you've been with them, so just imagine how they must feel to own? The euphoric sensation of splitting some lucky mare wide open as you ram it inside."

As she spoke, she pushed her hoof even further, until almost half her leg had disappeared into the wall of flesh. Fluttershy's face was as red as a tomato. Lythe had her melting in her hooves.

"Now, obviously you know that it can grow and change size. You've been lucky enough to feel that for yourself. And you know it can relax your body in the strangest of ways. But what I don't think you know, is just the extent it can change you. But enough of me talking. I bet you want to see it in action, don't y-?"

"OH CELESTIA YES!"

Fluttershy's response was loud and brash, but it was just what Lythe wanted to hear.

"Well, in that case, let me get this hoof out of the way, and we can begin."

She slowly withdrew, as inch after inch of damp leg emerged from her partner's body. Finally freeing herself entirely, Lythe stood up over her. Looking up to the tree, she watched as one of the large tentacles lowered itself from the darkness, coiling around Fluttershy's waist and lifting her off of the ground. Now she was entirely at Lythe's mercy. Walking around her prey, Lythe inspected every inch of Fluttershy's body. Those cute little hooves. That sweet, naive face. Those beautiful genitals that called out for a pummeling.

Lythe watched as another tentacle lowered itself down from the tree, this one far thicker than the one before. It lumbered down, almost too heavy for the tree that held it. The branches creaked wildly as they warped under the weight. The tentacle leveled itself with Fluttershy's rear, and began to push against her pussy. With Lythe having been up to her elbow inside her just a few moments before, it had no issue starting it's job. Fluttershy moaned powerfully as the tentacle stretched her body wider and wider, passing the limits of what she had thought possible. This vine was easily thicker than the cocks of any of the animals she had tended to. Perhaps wider even than that of a fully-formed dragon. And yet this incredible vine, secreting the same liquids that had allowed her to stretch so easily before, pushed inside her like it was nothing. Eventually she could feel the rounded tip of the vine butting against her cervix, at which point the plant began to piston back and forth with insane power. She could feel her whole body swinging as the vine rammed her senseless, and she was loving it. She screamed so loudly with lust that the birds in the canopy flew away in panic. The brutal loving was so amazing, Fluttershy's whole body felt like it was on fire.

She looked up for her lover, only to see she had vanished. Craning her neck upwards, she saw that Lythe too was now suspended in the air. Again, she had used her tail like a whip to hang herself from a branch above as she watched the scene unfurl. Fluttershy watched in awe as several of the tentacles on her head began to grow, groping forwards for their target. They came to rest on her body and began to creep along her towards her rear. They were much, much thinner that the goliath inside her at the moment, but Fluttershy was glad of that. As much as she was enjoying herself, she didn't want to take too much at once. These two new arrivals came to rest on her thighs, and Fluttershy was awash with euphoria as she felt them press against her anus. Her soft ass had been crying out for some attention, and now it was here.

The slid in as a gasp emitted from Fluttershy. They were nowhere near as taxing as the big guy, and so they crept past her colon with ease. They too began to slide back and forth, timed almost perfectly with the larger beast that abused her pussy. This was all too much for Fluttershy.

"Please, Lythe, I love this so much, but I think I need you to slow down! I don't want to break anything, you know? I mean, I know you want to go fast, and I appreciate that, but I'm just a little worried, you know?"

She looked up at Lythe who had lowered herself down, now resting mere inches from Fluttershy's face. While she didn't slow down initially, she did begin to do something else. Another of the tentacles on her head sprang to life, and began to creep towards her mouth. It rested against her snout, before brushing erotically against her lips. Fluttershy opened her mouth and took a deep breath in anticipation, but nothing happened. Instead, the tentacle kept moving past her, coming to rest on her shoulder. From there it moved towards her neck, coiling itself around her. With no hint of remorse on her face, Lythe pulled it tight, cutting off Fluttershy's airway.

"Fluttershy, you silly mare. I'm in charge here, and you'll do what I say. Now, your body has already submitted to my advances, and you're mind is so, so close. I don't want to hurt you, but don't forget who's the boss around here."

Fluttershy stared up at Lythe, her eyes bulging slightly as she batted her hooves at the tentacle bound to her neck. But to no avail, the muscles were far too strong. She lifted her hooves away, and held them up in a praying motion. Lythe released her grip slightly, allowing Fluttershy to speak.

"Please, Lythe, Mistress. I realize what I did wrong, and I'm sorry!"

"Good girl. I'm giving you the greatest of gifts, and you ought really appreciate that."

Lythe completely loosened her grasp, Fluttershy gagging for air as the tentacle retreated towards Lythe again. Fluttershy raised her head - a wide smile on her face - when she felt the tentacle being rammed down her throat. It dug down her esophagus, coming to rest deep inside her body. Now it was Lythe's turn to smile. She concentrated as she withdrew and reinserted the length into Fluttershy's throat again and again, bucking her from both ends as the tentacles in her rear continued to work.

She watched as Fluttershy's eyes rolled backwards slowly, and she picked up speed in response. The plants lodged within her victim pistoned faster and faster, shaking her body like a leaf. As they went they secreted load after load of that incredible liquid, lubricating her holes, relaxing her muscles, clouding her mind. Lythe was on the verge of total dominance. All she had to do was push a little further. She guided down yet another tentacle, this one easily as large as the first. As it hung behind her, Fluttershy couldn't watch where it went. But she could feel it.

The thin tentacles inside her ass had pulled themselves free, coming to rest on either side of her hole. As the larger beast approached they gripped either side, pulling her asshole open. With her muscles so relaxed, she could feel herself gaping slightly. But that feeling of emptiness was quickly lost as the vast vine began to push it's way inside. It thrashed and shook as it fought to fit itself inside, what with the length already engulfed by her pussy taking up a large amount of space inside her.

Eventually it managed to force it's way in, stretching Fluttershy's body to an almost impossible extent. She screamed with joy, but the noise was lost as she gagged and spluttered on the soaked plant-cock buried in her mouth. Something about that vine especially felt odd though. It was growing. Not in length, but in girth. The little oxygen she had been able to take in was now lost as this leviathan stretched her throat around it, bulging her body out to an such a degree that she was almost unrecognizable. Fluttershy closed her eyes and tried to take in the euphoric sensations that filled every inch of her core. She tried to ignore her dwindling air supply as she focused on the beasts working their magic inside her. Lythe would pull out soon, right? She wouldn't let her choke, surely?

Moments later the tentacles suddenly came to a complete stop. In unison they ceased their onslaught, before slowly and unceremoniously pulling themselves free. As quickly as they'd been upon her they vanished, shrinking away into the tree and Lythe's body respectively.

As her face began to grow pale with the lacking air, Lythe pulled her final tentacle free of her throat, allowing Fluttershy to take a breath.

"W-why, why did you stop, Mistress?" Fluttershy asked between frenzied gasps. "You can't stop now, please! I need to feel your warmth inside me! I want to feel your cum paint my womb white! I want your babies!"

Lythe smiled coyly, lowering both Fluttershy and herself to the floor.

"You see, the reason I stopped was because I have something very special in mind for you. But there's something you clearly don't know about me. I don't have cum, as such."

Fluttershy was aghast.

"W-what?! But, I need your babies! What am I supposed to do if I can't have them?"

"Fluttershy dear, calm down. I don't think you quite understood me. You see, I don't have cum, but that doesn't mean I can't give you my babies. You see, I lay eggs. It's another gift of my master, you know. It must of told you so in that little book your friend had?"

The pegasus racked her brains, but she couldn't remember anything the book had said. In fact, the last few days as a whole were starting to feel a little hazy somehow.

"Anyway, it doesn't matter if you knew that or not, you know it now. Because now it's just a question of impregnating you, isn't it? Are you ready?"

"Yes Mistress! I was born ready!"

Fluttershy span on her hooves and dropped to the dirt, lifting her ass into the air, presenting her gaping vagina and ass. The tentacles had really done a number on her, Lythe thought to herself. She could probably fit her whole hoof inside each of those holes without touching the sides. Instead she rested a hoof on Fluttershy's side, spinning her round to look into her eyes.

"Darling, my species doesn't lay our eggs there. While the eggs will develop in the womb, they actually gestate much better somewhere else..."

She patted her hoof on Fluttershy's belly.

"And so that's why I felt the need to stretch your throat out so much with my cock. I'm sorry if that hurt you, but it needs to be wide enough to take my eggs. Even after that ordeal, it'll be a tight squeeze. Do you still want to go ahead with this?"

Fluttershy had been watching quietly as Lythe gave her this information. Eventually, she nodded, her face steely with determination.

"Good. In that case, Ms. Fluttershy, if you'd like to relax. This might feel... strange."

Fluttershy rested on her behind, wincing slightly as her sore rear came into contact with the cold earth. Lythe approached, settling just in front of the pegasus' face. She opened her mouth as wide as she could in anticipation, and watched in arousal as Lythe too opened her mouth. Lolling forth was what turned out to not be a tongue, but instead another tentacle. It was nowhere near as big as the others, of course, but that wasn't the only way it was different. The base - in comparison to the other vines - was far fatter than the tip. The tip itself, though, was slightly flared, with a small opening that slowly widened itself. This 'tongue' pushed its way into Fluttershy's mouth, and she ran her own tongue along this strange length as it did.

She had loved the strange sensation of it all, but now she was ready for the climax. The tip ventured past her tongue, sinking slowly down her throat. It worked its way past where the first tentacle had ended, before Fluttershy felt it come to rest in her very stomach. This was going to be strange indeed.

Returning her attention to the matter at hand, her eyes widened as a bulge emerged from within Lythe's throat. The bulge was massive, easily as big as her entire mouth. It pushed its way out of her throat, the tongue expanding and retracting in an effort to shift this egg forwards. It slowly reached her lips, and was clearly quite an effort to force past the lips. After about a minute of straining, Lythe had the egg free of her body, as it was now pushed along inside her tongue towards Fluttershy.

It rested against her lips for a few seconds, before Lythe forced it forth with a push of her muscular tongue. Having been stretched so much by the vine beforehand, though, the egg passed her lips with ease. It had no trouble moving past her tonsils as it gravitated downwards towards her belly. Travelling further down her esophagus, Fluttershy could feel it suddenly coming to a stop. It was too big for her throat. She closed her eyes and held her breath as the egg was forced - agonizingly slowly - past these tight sections, until it eventually popped free into her belly. She felt it plop down into her stomach juices as it was launched from the tip of the appendage.

At last able to relax, Fluttershy looked up at her lover, ready for her to pull out. But to her shock, she saw another bulge emerging in her tongue. Another egg was coming. It broke free of Lythe's lips, forced itself past her own, inched down her throat, and sank into her belly. As did another one.

And another.

They weren't stopping.

Egg after egg, load after load, Lythe showed no sign of slowing down. Seconds morphed into minutes, minutes into hours. With no light breaking through the trees of the forest, Fluttershy had no idea how long the ordeal went on for. All she knew was that her pussy was soaking wet, and that her belly had grown at least three times its normal size. It rested on the dirt, packed full of hundreds of eggs. The surface of her body was covered in bumps from where they pushed up against her skin. She could feel them moving, being shaken around as she moved, and as yet more were forced inside of her. She rested her hooves on her belly, nursing the skin that had been stretched to such a violent degree that every inch of her body ached. But she was happy. She was going to be a mother of a lot of children. But this must of been the end.

By the time Lythe withdrew Fluttershy couldn't move. Her belly was so distended that her legs couldn't reach the floor, and her wings couldn't even hope to lift her up. Lythe stared at her conquest. Fluttershy looked incredible. She would surely be a proud mother of Lythe's many, many children.

"Ooooh... Lythe, honey... I don't feel well. I think you gave me too many young ones."

Lythe leant down by her side, tousling her hair.

"Don't worry sweetie, you'll be absolutely fine. I realize this must of been hard for you, but you can rest now. Of course, you aren't going to be able to move until those eggs are ready to hatch, but you're happy to stay with me, right?"

"Of course! Why would I ever want to leave, now that I'm going to be a mother?"

Lythe smiled gleefully, her toothy grin fully exposed.

"It's great to hear you talking some sense, missy! You don't need to worry, the Hive and I will look after you until you can move again! Those juices they secrete - the ones you love so much - make for an excellent foodstuff, so you'll be well fed!"

A twig snapped in the distance. The rustling of leaves, the sound of birds flying away in panic.

Lythe's ears pricked.

"Sugarcube? Ah'm sure I heard your voice over here somewheres! The others don't know you've left, we can sneak you back without anybody knowin'! You won't have to get in trouble! Ah wanna help you, jus' shout out where ya are!"

"Well, well. Would you listen to that. It sounds like someone else has come to play, haven't they Fluttershy? Call out. I'll be waiting in the canopy for her. I bet you'd like another of your friends to be a mother like you."

Without a sound, Lythe camouflaged herself amongst the rotting leaves above her.

"Applejack, is that you? "P-please... help me! I think I've broken my leg, and I can't walk!"