'T-this can't be happening! This isn't happening! How?! How did I not realize that an entire research paper was due today?!’

In the midst of having a total mental breakdown, Twilight Sparkle relentlessly poked and prodded at her brain for some sensible sort of explanation, desperately trying to make sense of the mysterious gap present in her memory. For the life of her, she could not explain how this impossible situation had come to pass.

With her head in her hands, a mixture of panic and sheer confusion dominated the young mare's face as she stared down wide-eyed at the top of her desk. There was no time to slap together so much as a crude rough draft. Her professor had just announced that he would be coming around to take up their papers. It would only be a few short seconds before he eventually reached her desk.

Instead, she continued to repeat the same bewildered questions over and over inside her mind, desperate to recall the finished research paper she'd merely tucked away inside her backpack somewhere before school. She always had these assignments planned out and pre-written weeks in advance of their due dates, surely she couldn't have failed to do an assignment in time!?

’Ohhhh, what in Tartarus am I going to do?! I don't even have anything to give him! I don't even know what this paper was supposed to be about!’

Yet, no matter how hard she racked her brain for answers, none would manifest in time.

"Ahem!"

Twilight froze, sensing her professor's presence as he stood beside her desk. With an audible gulp, she slowly looked up. His left shoe was tapping impatiently against the classroom’s hardwood floor, almost in time with her rapid heartbeats.

He waited with an outstretched palm suspended in front of her. Simultaneously, a thick stack of papers floated just behind him, surrounded by a golden aura. Meeting eyes with one of the oldest and most difficult professors to ever teach at Celestia's School For Gifted Unicorns, Twilight felt an ominous chill race down her spine. Clad in his signature black suit and tie that he wore every day, his dark brown coat and even darker mane accentuated Professor Snarp's somber aura. The aging unicorn was infamous for his overly strict teaching methods. He was probably one of the harshest graders in the entire equestrian school system. Just a single glare from his piercing golden eyes sent shivers down the through even the most diligent and attentive students. Said glare was currently doing the same to her.

"Miss Sparkle, I require that you submit your research paper to me this instant." He demanded, clearly irritated that she was making him wait.

"I-i uh...w-which one would that be again, professor?" Twilight stammered in reply, giving him a weak smile as she clung to the vain hope that this was all just a big misunderstanding.

"The one that is due today, Miss Sparkle." He reiterated, his fragile patience already worn quite thin. "The paper covering restoration magic's effects on the bodies of the recently deceased."

Twilight felt the blood draining from her face at the professor's words, a heavy feeling of dread dawning on the mare as she was horrified to not only have never heard of such an assignment but also to be utterly clueless of the subject itself.

’What!? B-but I don't remember anything like that! Have we even discussed restoration magic this whole semester!?’

Either not noticing or just not caring for Twilight's mental breakdown, Snarp continued.

"And this one had better be a vast improvement over that pathetic excuse for a paper that you handed in to me last week!" He snapped, piling on even more pressure.

To make matters worse, one by one, other students all around the classroom had stopped what they were doing as many began to take notice of the developing situation. Opening her mouth to deliver the ugly truth, Twilight could feel the beginning of tears forming in her eyes.

"I-i don't h-have it, sir..." Twilight finally choked out, her voice quivering as if she were confessing to a grievous murder. "I-i don't even remember you giving us this assignment."

Twilight covered her face with her hands, bracing for the inevitable firestorm that she was sure would erupt from her professor. Yet, rather than shout at her, he instead started to... laugh? Never once had she ever heard him laugh before. The sound was far from pleasant.

"Oh-ho-ho? Is that so, Miss Sparkle? Well, I'm certain that everypony else in this room right now remembers it quite clearly. After all, was it not you who so loudly and rudely announced, in the middle of my lecture, that you already knew everything there was to know about this particular subject?" He asked with a sinister grin. "If I recall correctly, you even went so far as to claim that you had ‘already written this paper and that it was ‘far superior to anything that anypony else in the class was capable of writing.’"

'W-what!?' Twilight balked, utterly taken aback by the professor's utterly outrageous claim.

"B-but that doesn't make any sense! I don't remember doing anything like that!" She protested, adamant that he just had to be mistaken.

"Ah, so here you are now, not only pretending that you don't even remember all of that, but that you also know absolutely nothing about the topic of this entire assignment?!" He roared, an empty fist slamming down on her desk in a very startling manner.

Twilight was left utterly speechless as she recoiled from the furious stallion, unable to utter another word from under his icy glare.

"Or is it, perhaps, that you hold yourself above the rest of us? Just because the Princess decided to make you her precious little protege, maybe, you think you're somehow better than the rest of us now, hm? Well, pardon me if I fail to understand what that foolish mare could have possibly seen in a pathetic failure of a student like you." He growled, his words cutting like daggers through her heart.

Twilight felt tears starting to roll down her cheeks as many of the other students in the classroom began to cheer on the Professor. Even those whom she thought hated him were now pointing and laughing at her. They all seemed thrilled that the 'perfect student' was finally getting what she deserved.

"N-no! Please, Mr. Snarp! I promise I would never think anything like that! Please, j-just give me another chance to explain!" Twilight begged, finally able to find her voice as she started to sob.

But then, just when it seemed like he would start berating her once more, he suddenly went silent. Now thoughtfully stroking his chin as the crowd of heckling students quieted down, he appeared to be genuinely considering her request! Eventually making up his mind as a strange smirk spread across the stallion's muzzle, his voice took on a sinister tone.

"Oh yes. You will indeed get another chance. Of that, I am certain."

There was something off about his wicked smile, but Twilight was too overwhelmed with relief to notice the warning signs.

"Oh, thank you so much, Mr. Snarp! I promise I won't disappoint you ever again!" She sniffled, reaching up to wipe the rivers of wet streaks left behind on her cheeks.

Twilight was about to ask the professor what exactly she would need to do when suddenly his horn erupted with a violent plume of bright blue flames. With a startled yelp, she recoiled from the blaze. The light contrasted starkly with Snarp’s familiar golden hue as the stack of papers floating behind him were quickly reduced to piles of smoldering ash.

Looking up at him with fear in her eyes, Twilight found both of his pupils to have become tall and narrow, resembling those of a cat more than they did a pony.

"Yes, you will get another chance, Twilight Sparkle... But! Only once I believe that you have truly learned your lesson!" The professor's voice boomed, crashing through the room like a shockwave.

Then, before Twilight could react, he cast his horn downwards, firing a dark blue beam from its tip. The bolt splashed against the floor beneath her desk, causing a strange black ooze to begin seeping up through the floorboards all around it. It spread rapidly across the classroom, surrounding her desk in mere moments.

Twilight, scared and confused, moved to jump up out of her desk only to be stopped as four slender black tendrils shot up from the ooze, wrapping themselves tightly around both her wrists and ankles. They felt cold and flimsy against her coat while still gripping her tightly.

"W-what's happening?! W-what are you doing?" Twilight cried out in fear, struggling fruitlessly against the writhing restraints.

Out of desperation, she attempted to charge up a spell of her own, only to be stopped once again by a fifth tendril which sprung up from coiled itself around the base of her horn. Gasping sharply as her spell quickly fizzled, a strange tingling sensation echoed down through the root of her horn. Within moments the bony protrusion was covered in a thick layer of sticky semi-transparent slime.

Twilight helplessly struggled as she was hoisted up out of her desk and high into the air. She cried out for help, was horrified to find all her classmates gone and the room empty as the ooze slowly consumed the floor.

Looking back down, Twilight found Snarp smiling up at her, his gums now lined with several rows of long needle-like teeth. He began to cackle demonically while slowly sinking into ooze beneath his shoes.

"Y-your not Professor Snarp! W-what are you!?" Twilight cried, fear gripping her as she watched the monster disappear beneath the surface of the ooze.

Suddenly a wet squelching sound drew Twilight’s attention down further, where a sixth tentacle slithered slowly through the air towards her. It was far thicker than the others, and it dripped the same viscous fluid slathered on her horn from its tip. Coiling like a snake, it eventually found its way between her calves. Flinching as the tentacle smeared its slime across her leg, Twilight's pupils suddenly shrunk to pinpricks as she watched it suddenly raced up towards her skirt.

Screaming out for help yet again, Twilight struggled with all her strength against her slimy bonds, but they held firm. Gradually, the tentacles began to spread her legs apart, allowing this new tentacle even better access to its now obvious destination. Twilight watched on in horror as the tendril vanished under the rim of her skirt, its bulbous head visibly swelling in size as she braced for the inevitable.

Just a few moments later, Twilight let out a yelp as something warm and wet brushed up against the front of her panties, coating them with sticky slime. The substance soaked straight through the thin fabric of her underwear, tickling the mare’s vulva. Then, out of nowhere, a sharp jolt of pleasure sparked from her clit, eliciting a shocked gasp from the unicorn.

The tentacle wrapped tightly around her horn had also begun to slowly stroke up and down her horn's length, delivering even more jolts of unwanted pleasure.

'What are these things doing to me?! Washy is this stuff making me feel so-'

"Ah!" Twilight gasped, feeling the thicker tendril press its face firmly up against her pussy through her moistened panties.

"Oh, yes~...now aren't you just delicious." A seductive feminine voice moaned from below.

Now panting as she peered downwards, Twilight still saw no other ponies in the room. The monster masquerading as her professor was also gone, replaced by a tall pile of ooze where he once stood.

"Let me go, please! I-i can't take it anymore!" Twilight begged, face reddening as the tentacle continued to prod and stroke her increasingly sensitive sex. All the while, the waves of pleasure were growing more and more intense with each passing second as she fought to resist the roaring desire gradually building up within her.

"Now, now, would you truly be learning your lesson if I were to do that?" The voice laughed darkly

"Please! I a-ahh~." Twilight tried to beg, getting cut off yet again as the tentacles' thrusting and stroking intensified.

The rubbing against her pussy was getting faster and faster, and she could feel her hot clit burning with arousal. Already, a powerful climax was approaching at lightning speed, with each jolt driving Twilight closer and closer to the edge. But then, just as she was on the verge of cumming, all sensation suddenly stopped. Gasping for breath as she squirmed and bucked her hips, Twilight's mind had become entirely clouded by a wild desire to feel the tentacles' touch once more.

"W-wha? W-why did...?" She moaned between labored breaths, baffled as to why the creatures had so suddenly decided to stop molesting her. "W-why did you stop?"

"Oh~? Are we finally showing some desire to behave?" The voice teased, sensing Twilight's need.

"I-i..." Twilight grunted, the last of her defenses crumbling as an unnatural lust for pleasure wholly consumed her.

"You need what? Hmm? Couldn't quite hear you, little one~." The voice taunted.

"I...n-need more! Please!" Twilight cried out, writhing in the tentacles' grasp.

Her request was granted swiftly as the tendril hiding inside her skirt promptly slid her soaked panties aside, allowing the room's cool air to caress her exposed dripping slit.

A seventh brand new tentacle suddenly tore away Twilight’s skirt with one quick swipe, giving the mare a better view of the events unfolding between her quivering thighs. The one which had been teasing her virgin flower all this time had now aligned itself with her pussy lips, it's intent obvious. However, her realization was cut abruptly short as the tentacle plunged itself forward, diving deep into her tight virgin tunnel.

Twilight screamed out in ecstasy, her vaginal muscles clenching down hard around the invading appendage as a wet warmth rapidly spread from her crotch.

And then suddenly everything went dark...

Author's Note

Fun fact of the chapter: This story is the first thing I've ever written that wasnt a school assignment.