A Night with the Princesses

“Well, well, well.” Princess Celestia said, her eyes fixed on the numerous fillies and colts, licking her lips; which were curled into a near devious smirk. “Who should I play first?”

“Patience sister.” Luna commented, looking over what was on the tonight’s fun menu. “We have all night and there is no rush.”

“Easy for you to say.” Celestia replied with a chuckle. “You’re not as pent up as I am.”

“Just wait until the guards finish up.” Luna commented, then turned her attention to the foals. “Hello to you all, our dear fillies and colts.”

“Hello Princess Celestia and Luna.” The Foals replied in unison.

“Are we all excited to be here?” Luna asked, not that she didn’t know. The foals all nodded excitedly. “Good, now what should we play first? Or maybe we can do some story time?”

“Story time!” The Foals cried out together, some even skipping about playfully as Luna walked towards them.

“Looks like she has everything settled.” Celestia mumbled to herself, leaning towards Twilight. “Make sure everything is ready. I want the foals ready for our playtime tonight.”

“Of course Princess.” Twilight nodded, looking through her checklist. “I even have an improved spell just for this occasion that can help.”

“Excellent.” Celestis nodded, raising a hoof to pat Twilight on the head as she moved to join Luna.

“And that is how the first constellations were formed.” Luna said, finishing her foals book, placing the book down to show off the numerous pictures to the fillies and colts. “So little ones, what did you think?”

The numerous foals all nodded and smiled, some even hugged Luna for reading them a story. Especially when she would make her voice deeper for the rougher characters, and as soft as a bell for the kinder ones. While Luna picked up another picture book to read, Celestia was busy with some of the other foals watching television. Silly little cartoons about unity, kindness, flashing colors, and how friendship always manages to save the day. While Celestia herself had long outgrown such shows, the feeling of the soft and loving foals curling up against her as they watched with great enthusiasm made it worth it.

“Did you like the show?” Celestia asked, seeing the excited look on the foals’ faces when the show had reached its end. “Want to watch some more?” The foals eagerly nodded in excitement. “Well, I believe we have some more over he-” Celestia paused for a moment, pressing her hoof against her chest. A loud thump echoed in her body as she felt an ache and itch creep along her body.

“Princess Celestia? Are you okay?” Some foals asked. “Do you have a tummy ache?”

“Oh, it’s nothing, really.” Celestia lied with a soft and warm smile. Tilting her head, she saw Luna was feeling the same way. “Twilight, can you come here?”

“Of course Princess.” Twilight answered, walking over to Celestia. Unlike before when the Princesses arrived, Twilight was now wearing, what seemed to be, a nursery attire. “How can I help?” Celestia leaned up to Twilight’s ear and whispered into it. Twilight’s face switched from curiosity to confirmation. “Of course Princess, it will be handled.” Walking over to one side of the room, Twilight mentally prepared herself. “Almost time. Now for the last step.” Igniting her horn, Twilight released a faint, near transparent light from her horn outwards around the room. It was just bright enough to gain some notice from the Princesses, but dim enough where the foals didn’t notice magic. As the spell enveloped the room, each and everypony in the room, Princess, foal, and even Twilight herself became slightly brighter in a glossy glow; a sign that spell had achieved its proper effects. “Perfect, and just in time too.”

“Now would you young foals like to learn about the Alicorns of Equestria?” Celestia asked, taking an extra breath but maintaining some level of composure.

“Aren’t you, Luna, Cadance, and Twilight the only Alicorns?” One foal asked.

“Well you are mostly correct.” Celestia chuckled a little, beginning her story. “But you see. A long, long, long time ago, there were hundreds of Alicorns. An entire kingdom of Alicorns. And every year, the Alicorns came together to celebrate a very special event.”

“What event, tell us, tell us!” The foals asked, eyes excited at the fantastical story.

“This event was very special, sacred even to the Alicorn kingdom.” Celestia continued, her breath becoming closer to panting but she had to finish. “The name of this event has been lost for centuries, but families would send their children to the alicorns for a fun time. Just like you all are doing now.”

“That is correct.” Luna added, nuzzling Pipsqueak. “I myself have been waiting for such a night for quite some time now.”

“And what did the children do with the Alicorns?” The foals asked.

“Well…” Celestia said, running out of self control, her horn gently pulling the foals closer; so close in fact, that they could faintly hear her heart beat. “...They...have...fun…” Celestia’s eyes widened as she started breathing harder and faster, almost as if she had just finished a heavy workout. Her eyes looked around the room, darting back and forth wildly as she licked her lips.

“Yes, we’ll all have plenty of fun tonight.” Luna replied, lifting Pipsqueak closer to her, until he could stare into her shining eyes. “And our fun is about to begin.” With that, Luna gave Pipsqueak a gentle and passionate kiss on his unexpected colt lips. Pipsqueak, while shocked, did not resist as he almost melted in Luna’s embrace. “Yes...come...savor it…” Luna’s words faded as she started panting in Pipsqueak’s mouth as she started kissing him harder.

“Yes, yes, yes, yes.” Twilight whispered to herself, preparing for what was to come. Excitement shivered through her body as she watched Luna give into such a passionate display. She felt her own body grow hotter from just watching. Her breathing became a small panting as she watching. “That is so hot, finally, we can...we can...we...” Twilight felt as her train of thought was slowly fading away, words were becoming less and less coherent with each breath.

It started with their hearts, the Princesses each saw it in their eyes. Their dazzling eyes warped slightly, fading a small shade in color as they narrowed into almost feral slits. Gritting their teeth hard, the Alicorns muffled much of the low groan and soon to be growls as the confused foals watched on. Some stayed by the Princesses, unaware of what was transpiring, while other ones got up and moved to the rest of the foals away from the Princesses. Hunching down, the Princesses felt the next stage hit them. And it hit them hard. Muscles tightened and expanded, increasing their mass and size slowly. Bones making faint snapping and cracking sounds as they readjusted to their growth. Wings extending and stiffening from the strain.

Twilight watched all of this occur, her gaze fixed on the Princesses, not as shocked or confused as the foals. She had seen the change a few times and she knew what was to come. Especially as the Princesses’ bodies would settle, the best part of the change would come. And it would hit the foals with more than they could handle. The Princesses’ tits began expanding, leaking droplets of creamy milk from their hard nipples. Below that, their cocks grew erect and stiffened to a point past any fertile stallion could accomplish, which only seemed to accommodate their massive balls that hung low and heavy lie cum filled fruit. Finally, the change caused their cunt to gush their glistening juices, sparkling in the room’s light and winking rapidly, desperately begging to be filled and pleased.

Twilight’s nose wrinkled as the stage of the change had began its effect. A smell, a musky smell that hung low in the room, nearly drowning all around the Princesses in their aroma. Twilight felt her own body changing. Not as fast as the Princesses, but rather Twilight’s body contorted much more violently. While the Princesses’ transformation looking like a slow growth, Twilight’s looked like a much more vicious scene. Feeling her attire becoming more and more constraining, Twilight used her magic to rip it off, revealing a naughty and rather scandalous lookin lingerie.

“P-Princess Twilight?” One colt finally asked, showing just enough courage to ask. “W-what’s happening?” The colt stood there, his eyes looking at Twilight with almost saddened eyes. Not saddened as if he was sad, but saddened as in he was shocked that the normally kind Princesses were turning into feral beasts and the usual straight faced Twilight was twisting in a scary manner.

“You’re...about...to...find…” Twilight grunted, her changed nearing its end, the musky scent her pussy and cock emitted only holding a fraction of the Princesses’ strength. “...out!”

Pipsqueak suddenly yelped as Princess Luna leapt at him, knocking him on his back and exposing his sheath. Leaning in, Luna sniffed at it slightly, her warm breath causing the colt to shiver as he felt the musk from so close. It was almost intoxicating as he felt his little cock getting bigger. Without a second delay, Luna started licking at the cock, letting it grow bigger against her tongue until it was long and hard enough for her to take in her mouth. The colt yelped a little as he felt Luna’s feral but skilled tongue lap around the length, suckling on it playfully. As Luna sucked on his small colt cock, Pipsqueak looked around. He wasn’t fully aware of what was going on, but he saw how the faces of all the foals were flushed and their eyes were fixed on the Princess. He felt his cock hardening and tingling in her warm and silky mouth.

“P-princess?!” Pipsqueak groaned, almost moaning softly like a weakened animal. “I feel something tingling. It feels good, is it suppose to feel good?”

Luna did not respond, she lacked any capability to comprehend words, let alone even say them. She was running on a feral instinct; a need to breed. Pipsqueak raised his hooves, resting them on Luna’s head to try and push the Alicorn off, but this only made the beastial pony suck harder and faster. Pipsqueak groaned louder as he felt what was going to be his first orgasm rapidly approaching.

“P-princess!” Pipsqueak squealed loudly, feeling his tightened balls release and a small spurt of cum gushed out and spattered itself in Luna’s mouth. Luna only seemed to purr for a moment and continued to suckle on Pipsqueak’s cock.

While Luna played with Pipsqueak, Celestia had a much bigger plan in mind. Though not a tactical plan, but rather, she used her magic to pull in a number of the foals to her side. A small filly was dragged on her back to the monarch, only to have her tiny pussy opened by Celestia’s hungry tongue. The filly yelped outly, unable to process the shock and slow growing pleasure. Another filly was pulled even farther down, her face turned to face and press against Celestia’s massive cock. The large shaft was nearly as big as the filly’s body, and the musky smell was intoxicatingly strong. The filly’s face blushed, she could resist a small taste. But Celestia had no interest in being either gentle or merciful.

Using both her magic to hold her in place, and bucking her hips back and forth, Celestia rubbed and grinded her cock against the filly’s face, letting glops of precum smother her and mess up her muzzle and mane; making sure she got a strong taste of the musky dick. But Celestia wasn’t only targeting fillies, her magic snagged a pair of nearby colts and pulled them towards her flank. Her open, winking cunt dripped heavily, inviting anypony to fuck her hard and deep. Though there was no way the colts would be long enough, Celestia didn’t care. She wanted cock now.

Lifting the two colts, Celestia tickled at their little cocks out of their sheaths, while swaying her hips in an hypnotic manner, pleading to be filled. One they were hard enough, Celestia pushed the two together and had both their cocks shoved into her eager cunt at once. The monarch moaned loudly as she felt her pussy walls being rubbed the the colts. This only made her tongue action on the filly increase. This pleasure caused the poor filly’s eyes to roll back from her orgasm.

The filly below her soon was going to bear more than just a cock rubbing against her face. Celestia reared herself back, and forcibly aligned her lips to the thick cockhead. Celestia snorted, then pushed herself against the mouth, ramming past her lips and hitting the back of her throat. The filly gagged and panicked, but for some reason, she wasn’t choking. It would appear that Twilight’s magic had not only allowed the foals to take the girth of the Princesses, but also couldn’t be choked by it. This didn’t mean Celestia was going to be any less gentle as she proceeded to start thrusting in a pseudo face rape motion; all while her mouth tongue fucked one filly, and the two colts behind her were used as little more than fleshy sex toys for her sobbing wet, dripping cunt hole.

Celestia moaned loudly, almost like a ravaging beast as she feasted on the filly’s pussy, making her squeal in a high pitch tone. The filly below Celestia was nearly being bottomed out by the alicorn’s massive cock, causing her little throat to bulge. Celestia felt her balls tighten as he orgasm was rapidly approaching. The two colts behind her were panting, showing their little dicks were ready to squirt their small load in her. Celestia welcomed this feeling, she craved it desperately. Shoving her tongue nearly to the filly’s cervix, the beast mare’s orgasm hit every pony she was fucking hard.

Her tongue beat against the back of the filly’s pussy with the force of a small punch. The colts behind her felt their dicks being nearly crushed and milked by her tight and strong cunt folds. And the filly underneath nearly choked on the sheer volume of cum being pumped from Celestia’s cock. There was such a vast amount being shot out, that the filly’s cheeks puffed out, her small belly expanded to near pregnant sizes, and she was actually forced off the cock, causing a small pool of cum to form as she lay twitching in the spunk pile.

Looking around the room, Twilight herself had finally finished her transformation. Being still a little inexperienced, she lacked the arguable tact that Luna had when choosing her first prey, or Celestia’s use of magic to snare and drag any warm body in her proximity. But Twilight still had one trick; her wings. Looking up, Twilight’s eyes almost narrowed as she spied something that was a little rare. A batpony, a batpony filly that was trying to hide herself on the ceiling. If Twilight had any coherent thoughts, she may even call the filly clever for trying to hide there. It was even just barely outside the scent of the musk that was keeping the other pegasi foals to the ground.

Kicking off the ground, Twilight spread her wings and took to the air, taking the batfilly off guard and grabbing hold of her. In a swift, yet struggling motion, Twilight managed to turn the filly around and as she grabbed her sides with her hooves, Twilight leaned forward and bit at the back of the batfilly’s neck, causing her to stiffen up. Using this moment of stillness, Twilight angled her sizable dick at the filly’s pussy entrance and rammed it in at full force.

The batfilly loudly yowled, not from pain, but by the shock of having a large cock being shoved inside her. Celestia’s musk may not have affected her yet, but Twilight’s spell at least kept her from being hurt. Twilight, adjusting to her angle, began to beat her wings a little, keeping to two aloft in the air as she started humping wildly into the filly. The batfilly’s mouth opened wide from the sudden feelings of pleasure she had never known. Her tongue hung out as she let out soft moans. Even her own body seemed to betray her as her pussy seemed to tightly squeeze and hold Twilight’s cock, and what little room her wings got seemed to push her against Twilight; backing her small flank on the large dick inside her.

Twilight gritted her teeth as she shoved her cock in and out of the small batfilly at a faster pace. Her wings almost causing the two to fly around the room as she fucked the tight and wet hole. The batfilly panted and squealed, feeling her pussy quivering with delight as she reaching her own little orgasm. Twilight panted heavily as she felt her cock swelling inside the filly, making her squeal as he first orgasm crashed through her body like a reckless surge of pleasure. The feral alicorn reared back and released her heavy load of cum in the batfilly, filling out her belly to make a sizeable bulge before the small foal went limp. Twilight only lowered herself slowly to the ground, letting the batfilly dangle off her limping cock until she gently plopped off.

Gently moving the exhausted foals to the side, Celestia looked for her next prey. And this was an exotic dish that came in the form of two shivering, yet panting griffon cubs. A male and female at that; siblings possibly. Though Celestia didn’t care; she merely licked her eager lips as use grabbed the male’s tail with her magic, dragging the poor creature across the floor, his talons digging into the ground to no avail before finding himself under Celestia’ mighty bulk; her cock flopping over his small and tender ass.

“P-princess…” Was all the griffon could say before squealing in shock as he felt his tight asshole being pulled open by Celestia’s invading cock. The spell allowed him to take the length and girth, but it was no less terrifying to feel his monarch raping him so viciously.

The female griffon watched for a moment, her eyes burning the image of her possible brother being fucked so viciously in her mind. Backing away slowly, she hoped to flee but her leg soon met with the unyielding force of Celestia’s magic dragging her towards her. She tried to run, flapping her wings and clawing for anything that she could hold; but found nothing. With her next prey so close, Celestia lifted herself slightly, allowing the griffon female to be forced under the male; his small griffon cock being angled to align with the female’s ass. The two griffons shook their heads in opposition, but it fell on deaf ears as Celestia grunted loudly like a beast.

Celestia’s bulk slammed down on the griffons hard, forcing her large cock to bottom out in the male’s ass, and this in turn caused the female’s ass to be fucked by the male. It was a possible display of forced incest, and Celestia only desired the feeling of her cock being squished within the soft folds of an innocent’s tight fuckhole. The two griffons could only seem to breath more and more heavily, the intensity of Celestia’s strong musk struck at the two relentlessly; giving them a strong dose that all but melted away their senses and resistance. It wasn’t long before the two simply lay limp and took the dicking being force upon them.

Celestia, her mind more akin to a sex starved animal, had no care or concern if her prey was awake or even active, all that mattered was pleasure. And pleasure was what she would have. Humping at a faster pace, Celestia bucked her hips in and out of griffon ass as though it were some whore’s fuckhole, and it was about to be no less filled to the brim. Celestia’s tongue hung out over the pair, her balls growing in size and tightening against her thighs; a clear sign she was ready to cum another heavy load. The griffons could only pant as the male felt his tiny balls churning with a small about of cum and the female felt her pussy quiver as if it was begging for her “brother’s” seed.

Celestia pulled back, nearly her full length out, only to ram it all back in the griffon’s ass, busting so much cum in his body, the griffon could almost taste the thick alicorn milk in the back of his throat. The female griffon felt a small warmth enter her pussy as the male ejactualted a rather small load in her; but both griffons went limp from the experience, unable to keep up with Celestia. But Celestia was not done with them, or at least not the female. Pulling her cock out of the male, Celestia nudged him away with her hoof and slapped her still hard and partially cumming cock against the females pussy.

The griffon female’s eyes widened as she saw the full size of this beast as it wedged itself between her cheeks, kissing at her wet pussy entrance. She tried again in vain to flee, but could only shiver and twitch; her body too weak to move as Celestia shoved her length in the tight cunt that lay before her. The griffon yelped as she felt herself being stretched and filled by Celestia’s massive cock, beating against her womb as if it was trying to fuck her throat from the back. Celestia bucked her hips harder and harder, ramming her length in and out of the griffon as if she was trying the break the poor creature.

Celestia leaned down, biting the back of the griffon’s neck to force her pussy to tighten and milk out as much cum as Celestia was ready to pour into this tight hole. Celestia felt her cock ready to release the next load and she was ready to feel this cunt hole expand to bloatation with her thick and creamy cum. The beastial alicorn almost roared as she reached her climax, pumping nearly a gallon of her spunk in the griffon. So strong was the force of her orgasm, Celestia actually pushed the griffon off of her cock from cumming alone.

After his time with Princess Luna, Pipsqueak seemed to delve into the depths of depravity. The joyous and strange feeling of an orgasm and cumming had caused the young colt to now look at not just Luna, but the other fillies in the room with a small hardon. Looking around the room, Pip saw that he wasn’t the only one who felt this way. Aside from the foals who lay twitching on the ground that the Princesses had enjoyed, and the foals the Princesses were currently taking, the remaining foals were in a confused, yet euphoric state. Pip watched as some explored each other and even themselves.

There were a couple fillies who were rubbing at their small pussies as they watched, while others seemed content to lick and taste each other. Deep kisses and intense cuddling and touching was the lightest thing the foals were doing. Some colts, who weren’t jerking their tiny dicks off were trying and struggling to try fucking some of the fillies. There were even some colts who were sucking off and fucking each other. Pip wasn’t too sure how to take this, there was no way to explain this feeling. His dick wanted to be in something. Looking to Luna, Pip saw she was busy with a small number of batcolts fucking her as she fucked one of them. Shrugging his shoulders, Pip went off to find a pair of legs that would open for him.

He didn’t have to look for long, a pair of twin unicorn fillies were busy eating eachother out as Pip approached them. Pip said nothing, not that the fillies were or could even listen, showing off his small cock make their attention turn slightly towards him. Seeing a real penis in front of them broke the fillies out in a small blush as she let Pip approach them. Pip picked one and moved in closer, parting the filly’s legs gently as he let his cock flop down on her wet pussy lips. The other filly came to Pip from behind, pressing her muzzle against his flank and back in a nuzzling manner; almost purring as she could almost feel his heartbeat.

Pip took a deep breath before proceeding, slowly pushing his cockhead in the filly’s tight hole. The filly moaned softly as she felt her inner folds open. It was tender and gentle, like being closely hugged on the inside. The other filly wrapped her arms around Pip’s waist, hugging and kissing at his body in a love drunk display. Igniting their horns, the fillies seemed to cause a magical connection between the two, sharing their pleasures. Pip could feel the filly he was fucking getting tighter from this, and the one embracing him only grinding herself against his body in a more fluid motion.

Pip felt his body tingle with delight, it was a feeling close to what he felt with Luna. His little balls swelled as he felt an orgasm approaching him. The fillies seemed to be in a near constant state of orgasming as they felt their little pussies gush with sensations they never considered or even thought about before tonight. Pip continued to thrust himself in and out of the filly, getting ready to release his load. The filly at his body seemed to shiver with delight as she came all over Pip’s coat, soaking his side with her nearly acquired sluttiness. Pip grunted as he released his cum in the filly, causing her to squeal in delight as she felt full of cum.

“Mine!” Shouted the filly at Pip’s side, pushing the colt to the sides, causing his cock to plop out as a small stream of cum trickled out of the filly.

The second filly wasted no time smacking her mouth against the other filly’s creampied pussy, shoving her tongue in the gooey hole to greedily slurp at the cum that lay inside. Both fillies loudly moaned as they still held a magically shared pleasure as they fed into each other’s pleasure. Pip only shook his head before looking over what was happening. The filly, so drunk off pleasure, was only wiggling her little butt as she slurped at the filly’s cum filled pussy.

“I was still enjoying that.” Pip grumbled under his breath, but the sight of the rude filly’s untouched, glistening pussy gave the colt not only an idea, but even a renewed boner.

Quickly, Pip wasted no time mounting the filly and shoved himself in the wet and warm hole. The filly moaned as she felt herself being spread open by cock, but only seemed to sway herself more; allowing Pip to fuck her a little deeper. Both fillies moaned and panted as she came again and again, each orgasm bringing out the next. Pip felt the filly’s pussy squeeze and seem to want to milk more cum out of his small balls. Taking a deep breath, Pip continued on, he wanted to keep up his endurance. Looking over to Luna, Pip knew he wanted to go another round, but needed to make sure he’d be able to last.

Luna purred softly and almost seductively, like an animal in heat as she fucked his massive cock in and out of the batfilly’s cunt, stretching it to near impossible sizes. The feral alicorn slut seemed to almost call more and more of her batfoal subjects to her. When before, she had on colt behind her and a filly below her, Luna had multiplied her partners. The filly under her was joined by a long maned colt who was smothering himself in Luna’s cum heavy balls while another filly fidgeted herself under the fucked filly to lick at the sensitive clit and to her Luna’s length run across her tongue with each thrust.

What was once one colt jamming his cock in an almost desperate attempt to please himself and his princess, was now joined by another batcolt who joined his fellow colt in shoving his cock in Luna’s flexible cunt. And while the two work her pussy, two more batcolts were busy shoving their cocks in and out of Luna’s tight and eager asshole. But this was not all of them, Luna still had one more hole to be filled; her mouth. Propping themselves in front of her, were two batcolts with their cocks being sucked on at once as Luna bobbed her head over the pair like a cock starved whore. As far as anypony could tell, Luna looked like she was being gangbanged hard by nearly a dozen batfoals.

Luna seemed to purr in delight as she felt her body being filled and rubbed every which way, and how her massive cock seemed only to thrust in and out the batfilly below her with no hesitation or remorse. She only fucked like a beast and roared in pleasure as she felt herself being fucked. The batfoals seemed to be less shy and resistant than they were before. The strong musk of Luna’s body seemed to only drive them into a sexual frenzy in their beloved princess.

Luna’s body swayed, bucked, and moved like a sexual fluid. Her cock went in and out with ease, the foals behind and in front bucked themselves in and out of her body. Some already cumming from the pleasure and dropping to the ground. But the rest continued on, their eyes and bodies only for Luna as they fucked to the point of exhaustion. Luna showed no concern, only a desire to keep humping and moving. Even as the foals dropped one after another, the princess continued to fuck them; the one attached to her cock had long passed out, but Luna opted to continue fucking her limp and sleeping body until the motion of her hips caused the foal to pop free. It wasn’t long before Luna’s actions and sex had exhausted the batfoals, so many of them now laying sprawled around the princess.

“C-can I fuck you Princess?” Pip asked, presenting himself to Luna. Pip’s body seemed matted and covered in the sex juices of the fillies he had fucked. Looking over the Princess, Pip saw how she had her eyes not really on him, but the erection he held between his thighs. Swaying himself, the colt expressed a more begging body language. “Please?”

Luna gave no answer, aside from what sounded like some small cooing sound; like an animal that wants a treat. But Pip had a different plan in mind. He saw how dripping wet with juices and cum Luna’s pussy was and he didn’t want to just fuck her from behind like everypony else. Charging at Luna, Pip’s momentum was enough to cause Luna to slip, having her fall to her back with her soft belly and thick cock aiming upwards. Pip said nothing as he aligned and rammed his cock in Luna’s cunt, causing the surprised mare to moan as she felt Pip enter her.

This was a different sensation to Luna. While from behind, a cock or cocks would feel one way. But while on her back, Pip’s cock was striking her insides at a different angle. Her sensitive and sweet spots were being touched and rubbed against in a manner the other foals couldn’t reach from their angles. Pip somehow knew this and with a small yet cocky glint in his eye, he aimed to top the other colts by fucking Luna better than they had.

Twilight’s body thrusted hard against the filly she had hoisted on her cock like a limp doll before her next orgasm caused the poor foal to slide off. Twilight groaned as she seemed to let out another spurt of cum from the feeling of the foal slipping off her dick, covering the filly in a fine layer of steaming spunk. The horny alicorn panted, darting her head back and forth, looking for her next foal. But suddenly, she caught a whiff of something. Something familiar, something she’s smelled before. Sniffing again and again, Twilight’s eyes widened as she realized who the scent belonged to. Turning her head towards the source, Twilight followed it until he found her prize, a young pale yellow unicorn filly with a near bowl cut red mane and an orange sweater. It was Twilight’s favorite filly author, Prancy Drew.

“P-princess.” Prancy asked, while trying to use her powers of observation to figure out everything; though the strong musk that Twilight’s cock emitted was making the filly blush. “I-it seems like you and the other Princesses have gone through some sort of change.” If there was any part of Twilight that wasn’t in the middle of a haze of lust and desire, it showed only for an instant as her eyes twinkled at her author using her observation on her. But it was only that, a short moment. Twilight only licked her lips hungrily as she approached Prancy. “B-but whatever it is, has affected the other foals here, even myself. I feel so aroused, which could only mean that whatever is causing this may in fact be the cure.” The filly only swallowed nervously as she formulated a plan of some kind. “So if it means helping you get over whatever this Alicorn change is…” Turning around, Prancy showed Twilight her small plot, raising her tail to let Twilight’s nose get a good, strong whiff of her little pussy. “...I’ll help in any way I can…”

Twilight wasted no more time, mounting Prancy and shoving her full length in the filly’s wet hole. Prancy gasped a breathless scream as she felt her insides being stretched mercilessly by Twilight’s girth and length. Prancy could only pant as she felt Twilight’s body began to thrust in and out of her. The motion of the Princess’ body caused the foal’s own body to shake and bounce against Twilight’s; which only drove the fat cock inside her even deeper.

“P-princess!” Prancy moaned, her soft and gentle voice only driving Twilight to fuck harder, cock punching the foal’s cervix. “Y-you’re so deep, fuck...it feels so good!” Prancy opened her mouth as she began to moan louder and louder.

Twilight grunted, fucking in and out of Prancy, her cock beating and stretching the foals body like a loose fuck toy. Twilight leaned down and bit at Prancy’s neck, making the foal yelp as she felt her pussy cum all over the dick inside her. Twilight, feeling how much tighter the filly’s pussy was squeezing her, only bit harder and fucked deeper. This experience was far more stimulating than Prancy could handle, the filly’s mind was nearly fucked into mush as she came over and over on the Princess inside her.

“P-princess Twilight…” Prancy panted and moaned, her tongue dangling out as she came again and again. “Fuck me harder Princess, beat my tiny cunt with your massive cock!”

Twilight couldn’t resist the cries Prancy was giving her. Her cock only swelled as she felt herself ready to climax in the tight filly. Prancy panted heavier and heavier as she felt the cock inside her stretch her out nearly to twice as thick as it was when it was first shoved inside her. Twilight’s orgasm exploded in the filly, bloating out her belly and making her scream in her own orgasm. Within a few seconds, Prancy’s eyes rolled back and she flopped limp on the ground, with only Twilight’s still hard and still cumming cocking holding her somewhat up.

Celestia wandered about the room, looking for her next carnal meal. But found nothing. Every filly and colt was unconscious, too weak after all the fucking to even move. And those were the lucky ones; the more common ones were laying, twitching in a pool of mare juices and thick cum. Sniffing at the air, Celestia seemed to make her way in an almost randomized motion around the room, trying to catch the scent of a foal that wasn’t completely coated and used up. Leaning down to a few that she could find, the monarch could only lick at the limp and spent cocks of the colts, and maybe even rub her hoof against the moist snatches of whatever filly she could roll over. All in all, Celestia quickly found herself without any hole to fuck. Or so she thought.

A faint whimper came from the side of the alicorn’s body. Celestia turned to see Twilight rubbing her face against the side of her flank like an affectionate animal. While normally caring about the well being, or even anything about her student, in her feral state, Celestia only wanted satisfaction. And it was now in the form of the eager Twilight. Igniting her horn, Celestia wrapped her student in an aura of a purple and pink magic. Before her eyes, Twilight felt as her body was slowly shrinking, or rather, regressing. Within moments, Twilight’s body became that of a young foal, though still an alicorn, she was now a weak and helpless foal. And Celestia was looking at her with hungry eyes.

Twilight offered no resistance, the strong musk of her teacher’s cock was making her dizzy, unable to stop herself as she slip in under Celestia’s legs to kiss at the thick, precum dripping cock. But Celestia was no interested in foreplay or being gentle. Celestia arched herself back, raising both hooves on Twilight’s small back before ramming her cock in the newly made filly’s mouth, stretching her throat out from the girth. Wasting no time to see if Twilight could handle this at once, Celestia began to hump in and out of Twilight’s mouth. The mare moaned in pleasure as she savored every thrust into this moist cocksleeve. But Celestia wasn’t alone in this urge, Luna picked up both the sound and scent of this hot sex and followed, positioning herself behind Twilight; her own cock aiming at the filly’s snatch.

Twilight moaned over Celestia’s cock, quivering as she felt Luna thrust in and out of her tiny body with even less mercy than she showed to the other foals. Celestia did the same, violently throat fucking Twilight’s mouth as if she meant to break the alicorn filly. Even feral, it seemed like both Princesses seemed to know that Twilight would be able to take far more punishment than the foals, and so fucked the pony’s holes like a loose sex toy. Twilight’s cunt and mouth both drooled for more cock in her body, showing nothing but a ravenous, carnal hunger for more sex.

Both Alicorns looked at each other, their lust filled gazes staring into each other. Though they are more beast than pony, they still could see the longing and heat addled desire in the other’s eyes. With only the animalistic moans echoing from their throats, the Princesses leaned into each other. Their soft lips pressing hard and yet softly against the other, their tongues dancing and embracing each other in a sloppy display of the passion. Luna and Celestia moaned and felt the insides of their mouths as their tongue rubbed and moved around, their cocks growing harder and thicker in Twilight’s filly body as they fucked her with no remorse.

Twilight could say nothing, all that escaped her cock stuffed mouth were muffled coos and moans. Her small rump shook eagerly to take Luna even deeper inside her. Thick bulges formed in her throat and belly as the Alicorns plunged themselves to the balls inside the turned filly pony. Even as she was being spit roasted by the two large monarchs, Twilight did not remain still. Her head bobbed up and down the thick shaft, wetting it on her saliva and taking it to the base with each deepthroating motion. While her ass worked its sexy magic keeping pace with Luna’s thrusts. The newly made foal’s body swaying and bouncing off the dicks to dry and milk out the Princesses’ thick loads.

Twilight’s body shook and violently thrashed about as the cum filled her, causing her to experience a mind and body breaking orgasm again and again. Her body was in a state of constant bliss. Her juices gushed and sprayed out of her pussy as the Princesses continued to fuck in and out of their filly’s fuckable body. They were only after to satisfy their unquenchable lust and drive. Twilight continued her never ended feeling of euphoric orgasms as she felt her pussy and throat cunt tighten as take in each inch of their thick cocks. Her eyes rolled back as she felt the dicks inside her swell and fuck her all at once; but they did not cum, they were denying her the thick, creamy spunk that her little body was begging for. If she was still a unicorn, Twilight’s mind and body would’ve been permanently broken, becoming a slave for the Princesses to fuck to her feral heart’s content.

Both Celestia and Luna could feel themselves reaching orgasm as they rutted in and out of Twilight’s filly body. Their heavy balls churning with boiling cum, ready to burst in Twilight’s tiny body. Twilight shivered as her climax caused her throat and pussy to tighten up, gripping both cocks in a vice like embrace as they swelled with their own coming climaxes. Leaning back, both Princesses almost roared a heat filled moan of euphoric pleasure as they rammed their cocks deep into Twilight’s body. The angle in which they moved, accompanied by how hard their cocks were twitching and pulsing in Twilight caused the filly’s body to be lifted off the ground. Her dangling legs kicked as she was losing all semblance of consciousness from the dicks in her holes and the orgasms bombarding her body.

Gritting their teeth, Celestia and Luna felt their climaxes burst forth. The thrashing filly cock sleeve was too much for them. At once, the two large monarchs blew their thick and pent up loads deep in Twilight’s body. The filly shook and soaked the cocks inside her with her juices. Both Princesses, having held them back, pumped load after load, volume, after volume of their cum in their filly fuck toy; swelling her belly and throat. Twilight squealed as she greedily swallowed what cum she could, filling her small belly, but even that was too much.

Cum leaked off the sides of her mouth every time the cock twitched. Her petite pussy fared no better. Her womb could only so much before having her belly bulge out even more. But this was not enough. The vast volumes of cum Luna was pumping in her was leaking from the sides of her pussy. It was only a few moments before the Princesses finally loosened up, letting Twilight’s sweating and twitching body plop to the ground, while large beads of cum dropped onto her coat. But even with the massive cocks pulled from her, Twilight still flailed her body about as her own juices, saliva, and the Princesses’ cum loads gushed out of her orgasming body.

“I believe that was quite enjoyable.” Celestia commented, her sanity returned to her as she reclined back in a soft corner of the room. The angle allowed her to look at all the resting foals; who have now been cleaned up and were comfortably resting on sleeping mats and soft blankets and fluffy pillows. Taking a sip of a glass of wine, the Princess only sighed again in satisfaction. “Truly, this was a fun time.”

“We’re not done yet Princess.” Twilight replied, now an adult pony again, her body cleaned and refreshed, and a large clipboard floating in front of her. “There were still many other things you would like to try, that you of course had me write down ahead of time.”

“Excellent. Looks like they’re waking up.” Celestia commented, seeing that many foals were waking up, while other remained sleeping. “Morning my dear foals. How are you all doing?” The foals said nothing. Many blushed, other hid behind each other. Not scared, but not brave enough to approach the three mares. “I know you are all...confused, but let me please explain.”

“We would like to first thank you all for your help.” Luna started, smiling as gently as she could, trying not to intimidate the foals. “And we would also like to apologize if we have hurt you in anyway. But we are asking for your thoughts. If you have anything to say, please say it.” The foals were silent still, looking amongst themselves before finally Pipsqueak stepped forward.

“Well.” Pipsqueak said, forming his words through a blushing face. “I kind of like it.” The alicorns raised an eyebrow in surprise, but let the colt continue. “It was surprising, and even a little scary at first. Seeing you all be so...wild....but after a little while, it was...different. It’s hard to explain, but it felt good watching you all be like that. And when I got to be with Luna like that, it made my p-penis feel really good.”

“So you’re saying you’d like to do it again?” Luna asked, looking at the colt, while surveying the room. “And do anypony else share this opinion?” Though not forming words, many colts and fillies nodded, while others did adorable yep and mep noises.

“There you have it.” Celestia commented, strutting herself forward. “Now that, that is settled, let us proceed to the next round.” Licking her lips, the alicorn looked to the many foals she was going to enjoy. But the state of the room only made the monarch’s mind wander to new possibilities. “How about we take this elsewhere.”

“Elsewhere?! Where could you possibly...” Luna asked, but then the answer hit her mind. “...oh, there. I believe that should be fine.”

“I will make the preparations.” Twilight quickly replied, skipping to a side of the room. “Let's see...it should be...ah I got it.” Her horn began to glow a faint light white, but it only grew brighter and brighter with each passing second.

“Excellent.” Celestia commented, turning her gaze back to the foals. “Please cover your eyes, this spell can be a little bright.”

After the bright light passed, the foals opened their eyes to see the room had transformed into what appeared to be a massive, steamy, pale milk colored bath. The sweet aroma struck the foals as if they had just entered a room made of sweets. Without even looking to the Princesses, the foals all galloped into the waters, splashing in joy at the warmth is brought their little bodies. The Alicorns, however, simply walked in gracefully, letting their bodies sink into the smooth feeling liquid. It was a comfort only they have known and the foals were unaware of how lucky they were.

The foals enjoyed themselves, frolicking in the white waters, while some even cuddled up to the Princesses, it was a feeling that nopony has ever had to share with the Alicorns, and the monarchs were greatly enjoying it. Though just because they were far more stable minded than they were before, that didn’t mean they were done with their Alicorn heat. Celestia watched with eagerness as the foals moved their tout and firm little bodies. How they swayed their flanks and some colts still had free flopping cocks. It only made her own cock grow in size again.

“Sister? Here of all places?” Luna asked, looking at Celestia’s growing cock size. “Have you decency?”

“Oh really?” Celestia responded, giggling as she saw that Luna was also getting aroused, petting her own foals that rested at her side. “Looks to me like you want to fuck their cute little bodies again.”

“After the bath, yes.” Luna replied, but her tone did seem to drift towards a state of arousal as she gently stroked the cuddling head of Pipsqueak.. “You look like you’ll take them now.”

“Perhaps I will.” Celestia replied, turning her gaze towards the other foals, igniting her horn for a moment. A sizable ball of blue magic appeared over her horn, only to fly straight into the water. “Attention, my dear foals. I do hope you are having fun.” The foals who heard her turned and nodded their heads with happy smiles. “Good, good. Because I think we should have a little more fun.”

At the end of her words, a few fillies started moaning with blushing faces. They could feel something sliding along their little pussies. A couple colts joined them in their little moans as their cocks felt as if something warm and tight was sucking at them. Luna looked to the foals, then to her sister as she quickly realized what that ball of magic was. Sex toys, Celestia had used her magic to conjure numerous sex toys and released them in the water. But by the expressions on the faces of the foals, they were all enjoying this.

“Princess.” One filly weakly cried, shivering as she felt the toy play with her. “There’s so many.”

“Many?” Celestia curiously asked. “I only had it so one for each, let me see.” Using her magic to pick up the fill, she could see that the filly already had two large dildos in her pussy and a really massive one in her tiny ass. “Wow, guess they really liked you. Come her.”

Pulling her close, Celestia embraced the filly in a close hug, while having some toys of her own go to her needy pussy. Just one was enough, but she wanted it to be massive, nearly the size of a foal’s whole body being pressed and rubbed against her wet entrance. The mare let out a sultry and more adult moan as she felt her pussy being spread open by the massive shaft. She loved feeling a massive cock inside her, not as much as she loved seducing little foals, but it was still something she enjoyed. Especially with a moaning filly grinding and rubbing against her body as the two were being played with by toys.

Leaning in closer, Celestia planted kisses along the filly’s neck, only to bring her mouth to hers, shoving her skilled tongue down the filly’s throat in a display of passion. Celestia could feel her heart racing again, almost as if she was about to become feral and aroused again. This feeling was soon to become too much. But she still had some time, time to savor the taste of this filly before her more animalistic side would fuck the foal’s cunt inside out.

“You’re such a slutty Princess.” Luna commented, reclining back as she watched the foals fucking and being fucked by the toys.

“Oh really?” Celestia replied with a raised eyebrow. “And what is that?” Pointing to a small series of bubbles coming from in front of the monarch. Taking a small peek, Celestia saw it was Pipsqueak under the waters, licking and eating out Princess Luna’s pussy.

“What?” Luna replied with a giggle. “I gave him a water breathing spell, he can go all day.” She then shivered from what could be assumed to be an orgasm. “And he is learning faster than I thought.”

“I am curious how the rest of the week will go.” Twilight brought up, not engaging in any sex like the others, but rubbing her pussy with her hoof as she watched the foals being played with. “I know I’ll want more after this.”

“Oh my dear Twilight.” Celestia replied, a moan escaping her lips as she leaned into kiss the panting filly laying on her. “We have only scratched the pleasure surface.”

The Princesses relaxed and yet they knew it was only a matter of time before they would become the same heat stricken beasts as they were before. Celestia was the first to feel it, her heart started pounding almost out of her chest as she felt her change coming. Luna only watched, knowing hers was coming soon. Though it seemed as if they were changing in unison, the Princesses had slightly different speeds of transformations. Celestia was the faster and most voracious. Her body bulked up and her cock grew to its massive size in mere moments. Lune was a little slower, working in a more inwards aspect where she was becoming more aggressive, but then her mouth wet into a snarl and she started shaking from the pleasure of changing. Twilight was the last, more just lay back as she felt the change happening and she did nothing but let her body slowly but surely become more feral and wild.

Leaning forward, Celestia grabbed the filly laying on her and shoved her thick cock deep in the filly’s ass, stretching it alongside the massive dildo. The filly moaned and kissed against the Princess’ mouth as she felt her body give into her own bodily needs. Luna was already laying back as she let Pipsqueak come out from the water to not only ram his little cock in her needy pussy, but use his hoof to stroke off his Princess’ cock, making the Alicorn moan and purr like a tamed pet. Twilight, still not having anyone, sank a little into the water and swam like an sea predator and mounted the first soft flank she could grab; who just so happened to be a well developed earth filly. Twilight cooed and purred as she felt her cock sink into the filly’s soft and wet folds as if the foal was made to be humped by Twilight’s dick.

But the other foals were not ignored. Those who had dildos and sex toys, also paired off into pairs of even small groups and began to engage in each other; erupting into a wet orgy. But the conjured dildos and sex toys were becoming unstable, matching that of Celestia’s feral magic. Some simply warped, poking and rubbing inside. Others shock and vibrated at random speeds. But some changed size and shape drastically. One moment, it was the size of a small worm, the next, it was like a manticore’s cock was breaking into their wet and gaping foal holes. The foals experiencing these feelings only moaned loudly, feeling their bodies experience a feeling of pleasure they never could’ve imagined. The Princesses, and the foals only indulge in the wet and mass pleasure orgy that felt as though it could last for eternity.

The rest of this day was spent relaxing in the white waters, followed by a quick drying, though the Princesses opted to lick some of the foals clean, letting their tongues explore more of their little bodies; while some dryer foals licked the Princesses clean. Using the same brightly lit magic as before, Twilight somehow, despite her feral mind, changed the room again, making it more into a more open space but provided a massive sleeping mat, though these wouldn’t be any sleeping , not yet. The feral Princesses fucked and humped the foals without mercy. It was only fortunate that none of them resisted the Princesses as they all. The foals were too enraptured by pleasuring themselves and each other to stop the Alicorns from having their ways with them again. Even when the Princesses were exhausted and dropped to rest, barely anypony got any sleep. Despite resting, the horny Alicorns’ magic played and teased the foals, rubbing their little dicks and teasing their little pussies.

The following week went by in a series of pleasurable moments. The foals were awoken to the sounds of the Princesses moaning like wild beasts as they fucked and were fucked by the colts and fillies. The Alicorn sex beasts humped and fondled the foals’ bodies as if they were soft and cuddly fuck toys. The foals didn’t seem to mind. Throughout the week, many of them were becoming as feral and heat driven as the Princesses. Though while Luna stuck mostly with Pipsqueak, and Twilight stayed near Prancy Drew, Celestia was swallowing cock and cunt like a starved animal. She took in as many colts as possible and savored every moan and orgasm that burst in and on her body. If her body wasn’t already white, all the cum and juices spraying and plastering her would’ve made her slutty and sexy body a steamy white.

By the end of the weak, the foals and Princesses were all weak, covered in sexual fluids, and many were twitching on the floor from their near constant orgasms. But the week had done its work. The Princesses all were through with their heat cycle and had fully calmed down. While Luna and Twilight only had a few splatters here and there, Celestia was a whore queen by all the fluids covering her. Even without words, they all knew they needed to bathe and rest after this.

“I think that was a good week.” Celestia cooed, wobbling to get up before clapping her hooves in a small pattern. Instantly, the door opened, numerous guards and servants, all with cleaning supplies. “Excellent response.” Still wobbly, but standing now, Celestia, accompanied by a struggling Luna and Twilight started making their way towards the door. “Oh, I almost forgot.” Turning her gaze towards the guards and servants, all looked back to their slutty Princess. “For such a fine week, and exceptional service. I will reward you all to enjoy our guests before their leave.” There was a small series of cheers before the doors slowly closed to allow the guards and servants fuck the exhausted foals and then clean up afterwards.

“I think that should be fine.” Twilight commented, struggling to keep pace with the others, showing she was still not perfectly adjusted to this. “Given we’ll clean and modify their memories, rewarding the servants and guards like that shouldn’t have any issues.”

“Though I can think of one colt I wouldn’t mind remembering.” Luna giggled, thinking at how good Pipsqueak was. “I can imagine the dreams I’ll give him when he goes home.”

“I know the feeling.” Twilight sighed, thinking back to Prancy Drew. “Though we can teach them later. It’s best they don’t remember this secret place.”

“You are correct.” Celestia commented, the three Alicorns reaching the royal cleaning spa. “We must play everything safe, that is why we’ve been able to do this for this long.” As the three reclined in the steaming hot waters, their sex coated bodies washing clean and glossy in the shimmering pools. “But I can only imagine how good it will be next time.” She then shivered a little at the thought. “We can invite some of the foals from this session of course, but we will need a lot more. Possible two or three times more.”