Twilight's Lustful Sleepover

by mrmidnight

Rating: mature
Tags: Sex, Comedy, Profanity, Princess Celestia, Slice of Life, Twilight Sparkle, Anthro, My Little Pony: Friendship is Magic, Alternate Universe, Porn
Length: 3991

Twilight, fed up with walking in on Spike having a pleasureable time Decides to visit Celestia

When Twilight, walk's in on Spike during a more enjoyable session with Sweetie Belle and Silvia. She decides she needed to get out of the castle for a night. So she decides to visit Celestia, figuring she could vent her frustration.

Contains Threesome, Incest flashback, Orgy, Lesbian sex

I hope you guys enjoy yourselves while reading.

art by Marauder6272

Published 2019-08-09 15:20:01 UTC
Last updated 2019-08-09 15:20:01 UTC

Well there wasn't much sleeping

It was a typical day for Twilight Sparkle, well as Normal as it had been for the Alicorn Since her Number one assistant had gotten ahold of a particular Genie, her life hadn’t been the same again. When she first Met the mysterious Silvia. Twilight hadn’t believed that this Silvia was a genie. Though when Spike had made a wish that would make prove to Twilight that Silvia was a genie.

This only resulted in twilight’s breast growing much more significant, more significant than they had before. Twilight remembers how her breasts were such a modest B cup and went on growing and growing till they were nearly four times their original size. She remembers being able to fit in her clothes, but now she needs to get her shirts adjusted.

Twilight was hoping that Rarity, would be able to do it. Though since she’d been out of town for nearly a month. So it came down to Twilight, desperately having to get Sweetie Belle to help her out. She might not have been as good as her sister. However, Sweetie Belle would be able to get the job done at least until her sister returned.

Speaking about Sweetie Belle, Twilight had been seeing her more, and more. The young white unicorn had been spending an awful lot of time, hanging out with her assistant. Now she didn’t mind that, especially since it might’ve helped Spike get over his crush on Rarity, but maybe give him some way of releasing the sexual genie, and Twilight’s life could return to normal. Just the same routine.

That was until Twilight had decided to check up on Spike. It seemed the dragon was late doing his morning duties. It was over an hour, and the dragon still hadn’t shown up for his daily regimen. So Twilight would do the only thing she could do. She began heading off towards his room and climbing up the stairs.

Twilight admitted it was a significant pain just trying to climb them with her new tits, but she eventually made it up there. Well that was when Twilight didn’t get slammed in the face by them. First-time Twilight tried walking up the stairs like this she accidentally fell three flights of stairs.

She wouldn’t be doing that again, not at all since she moved towards his bedroom. Twilight couldn’t help thinking; What's that noise? Nah it’s probably just the wind. She remained more relaxed as she reached overturning Sikes doorknob. She ignored the sign on the wall, which read Do not Disturb. She didn’t understand what the tie, on said doorknob meant.

Twilight just walked into the room and pushed it aside, but when she walked in there, she couldn’t help screaming. Twilight screamed so loud that the castle began shaking.

It went on as Starlight Glimmer on the other side of the castle sitting in the bathroom with a small stick was looking over it praying that it wouldn’t be positively raised her head, going,

“What now?” Not noticing that the little stick had gone on saying positive.

Back with Twilight and her screaming match. What caused the young Alicorn to scream and lose her absolute shit, was when he walked in seeing Spike laying on the bed, completely butt ass naked. Now that wouldn’t be a problem. The problem was that he was laying on the bed with two equally naked women, riding him like he was a horse — one over his hips, bouncing up and down.

The other one was sitting on Spikes Face; She couldn’t help but blush her face turning more scarlet for a second, as his tongue moving around. Her legs are grinding against each other, as she looked at them. It all changed when she screamed. The one mare, whom she recognized was Sweetie Belle screaming as she jumped off Spike, revealing a massive thick cock, which just bounced back and forth — causing Twilight to step back. It was clear she had never seen it and never seen something so damn big.

The other mare was none other than Silvia who just fave a long smile as she was riding on the face of her number one assistant. Twilight, meeped in surprised as she groaned her magic reached overtaking one of Spikes Pillow is tossing it over at the two, which caused Silvia to fly off Spike and right towards Sweetie Belle, who fell back right off the bed.

“What the hell Twilight?” Spike called out looking over to His friend and not even bothering to cover his massive penis. It’s hard throbbing mass moved some while wet, thanks to the young white mare.

“I don’t know How about every time I try finding you, you're in the middle of a fuck session. I mean come on I once saw you in the library, screwing on the librarian’s desk.

“Oh come on it wasn’t that bad.”

“Granny Smith had a heart attack!”

“No, she didn’t she called out saying, Granny Smith wishes she were a young flower to join.” Spike corrected her.

Twilight only wanted to scream but walked out the door,

“That’s it I’m getting out of this madness If you need me I’m heading to Celestia’s for the weekend. There I’m sure I won’t run into the sight of sex going on nonstop!” She walked off Leaving Spike and The girls there who seemed to eye each other, for the longest time. Simply exclaiming.

“You girls thinking what I’m thinking?”

“I think so; I’ll get the whipped cream.” Sweetie Belle said with a wink, while running towards the kitchen, while Silvia reached over and playing with her precious breast, as she moaned seductively.

“I’ll get the others here.” She winked and wiggled her nose. Spike gave a small laugh as he knew it was going to be a hot couple of days.

~~~

Twilight was flying off, letting the wind flow through her face as she tried and enjoy herself feeling relax. There were times she wondered why Rainbow dash had loved being in the air, but now she knew why. It simply felt amazing. The pounding of the wind the speed. As she flew off. Nothing seemed better, except maybe the feeling of test tubes on her hands, and the combining of chemicals.

It was exhilarating, the feeling of pure adrenaline with a long moan while she moved on heading towards the castle, Canterlot had never seemed more beautiful. While she pulled down landing right before the castle. The world had never seemed calmer as she reached over knocking on the door. She was giving a long hard knock. Till they finally opened before her.

Twilight walked inside the castle. She was giving a smile, passing by the guards, Noticing the strong, handsome, men standing at each end of the place. Twilight couldn’t help but give a glance at them and admiring the stallions. In some cases, she felt herself undressing them with her eyes.

‘No that is wrong, that is wrong, wrong, wrong!” Twilight thought as she shook her head hard. Her hair is flipping around.

The guards continued ignoring her as she moved in more in-depth. A long moments pause, while she headed off. Twilight couldn’t help but wonder if she was doing the right thing. If she took the time, she could’ve run back home and ignored what Spike had been doing but gave a long sigh, and figured it was too late.

“Oh, Twilight, it’s nice to see you?” She heard the familiar voice as Twilight turned around and there she saw her teacher standing there. Celestia looked towards Twilight with a smile giving off the pure rays of Light Twilight had always seen her.

Wearing bright white garnets, her body tall, and lean her ample breast out. Though Twilight couldn’t help but think they could’ve looked a bit bigger, but shrugged it off for not seeing her for the longest time. She was walking over swaying back and forth. She moved in closer to twilight Smiling

“Is there something you need Twilight?” Celestia said almost in her sweet motherly voice that brought so much comfort to Twilight as she looked around blushing some,

“Well, I needed to get away from Spike for a few days. Could we go somewhere a little more private? I’d feel so much more comfortable.” Twilight was sweating bullets as the guards were standing around watching as they remained in place. Celestia smiled and giving a nod,

“I think I can do that dear, come on we’ll head up to my room. It’ll be fine.” Twilight nodded at this as she followed the older, wiser Alicorn off as they went to her Bedroom. Just swaying her hips for the time being.

“How’s Been, Luna?” She asked instead curiously looking up to Celestia.

“She had a special meeting with Cadance, and Shining Armor she won’t be back for the next few days.” Celestia could only imagine what her sister might’ve been doing though she could think of a few things that were going on, which involved many condoms.

Though She didn’t say anything to her sister, she was worried about her student. They climbed up towards the tower that Celestia’s room, a large room with great beauty. In the Center, a bed that could fill more than two people for the longest time.

Celestia would soon head over sitting upon the bed getting more comfortable, as she looked over towards her former pupil and fellow princess.

“So what's the problem?” Celestia asked, keeping a calm smile, Being slightly opened about it. She moved over, patting the seat for the time as she made as much room. Twilight looked somewhat nervous as Twilight took a deep breath and sighed eventually moving over and finally joined her. She sad on the bed feeling much more comfortable.

“It’s Spike, ever since his new friend had come here. It’s been a madhouse. It feels like every other day I walk in on him having sex. It’s just constantly!” She exclaimed with annoyance.

“Is that all Twilight?” Celestia asked, giving a slight giggle, as she thought it was cute and adorable. Especially with how Twilight was blushing to all this.

“Didn’t you hear me? Spike keeps going around the castle, and I keep walking into him having sex, fucking around fornicating!” Twilight claimed as she seemed to be freaking out, but Celestia was giggling, even laughing hard much to Twilight’s dismay.

“What’s so funny?”

“Nothing. It’s just that I figured you’d be used to it. I mean, especially when you were living with your parents and Shining armor.”

“What are you talking about?” Twilight said completely confused, by this. It was bizarre as Celestia could only do the thing she did best.

“Think about it, Twilight. Wasn’t there anything odd that happened when you were a kid. That seemed much more different?”

“I don’t think that there was much different. I was a normal foal who loved to read. My parents were wonderful and never did much. I know I never saw them do anything sexual.” Twilight quickly responded as she nodded her head, but Celestia rolled her eyes

“I remember one time I was Visiting your home, your mother was, and still is open about her sexuality, half the time I visited she was walking around completely naked. Moreover, if she wore anything, it always seemed to be something sexy.” Twilight’s eyes twitched and shook her head as she seemed to be in denial.

“Oh, she must’ve just been home alone, during that. I may have been out at the library. Cause I don’t remember any of that.”

“Twilight you were sitting on the couch reading the whole time. Your mom was cleaning around you. It was funny watching her use magic to raise your legs cause you so faced deep in a book.”

When Celestia had told her that there was an array of memories came over her, as she remembers that day. Her mother was walking around naked her breast bouncing. Her hips moving as she cleaned and was bending down.

“Oh, my goddess!” She didn’t know how to react, but then small flashes back to her childhood, as she remembers walking into the kitchen one day to get some orange juice, she must’ve been ten maybe eleven. She couldn’t remember. However, what she was remembering was the fact that she wasn’t alone.

Shining armor, Her BBBFF, was in the kitchen completely naked, his strong muscles as he was a fit young man even then. Her mother was laying on the table leg’s in the table, as she was being fucked by her older brother out in the open with no denial. She was just getting taken to pound town. They barely notice her. Though maybe they did but didn’t care. Just fucking away and having sex.

Twilight screamed at that. As she exclaimed,

“Oh my god, I walked into my brother fucking my mother, and didn’t even bat an eye!” Celestia laughed, as she looked over to her student as it was kind of funny the thought of it, the very movement of it as Twilight was looking scarred by it.

“Honestly Twilight I think it wasn’t the only thing I remember one time I was there, for dinner, your mother decided to please your father some while you were busy asking me questions. I think Shining armor was on his first date with Cadence.”

Twilight thought back to it as she felt her eyes widened than as She remembered it. She was busy looking over at Celestia whom she was asking all sorts of questions and having a good time. Though she heard gulping and slight moaning with a gasp, that was coming from her father, who grunted. Even when she was looking over toward shim he was eating, His eyes closed and he had a charming look on his face. She didn’t need to be a genius to figure out what was going on there, especially with Twilight Velvet not being seen.

Twilight was imagining what her mother was doing. The way velvet was sucking twilights dads cock and in front of the princess no less. She was overly embarrassed,

“Oh, goddess. I could die right now.” Twilight pushed her face into her hand as she had just the thoughts of being around all that sexuality and not even realizing it. How had it changed? When did she start noticing it?

“It’s ok, Twilight; there’s nothing to be ashamed, some people are more sexually more active than others. Even I have my moments.” Celestia calmly said with a simple smile wrapping her arm around the young princess.

“is that so?” Twilight asked almost curious about the whole thing as she looked up as she gave a long nod. She looked over at the comforting look on his face the long silence as She didn’t know why her body moved around gently as she whispered,

“Is there a problem if I stay just for the night with you?”

“I don’t think there will be a problem with that,” Celestia whispered back as the two seemed to lean in closer, as they suddenly began sharing a kiss a long, slow kiss that lasted for a minute, their lips locked up together.

The kiss felt warm, at least in Twilight’s opinion, as she held onto it. However, she soon felt Celestia’s tongue pushing in rolling firmly as the young Alicorn did the only thing she could think of which was opening her mouth inviting it in. Soon Twilight felt her tongue swirling around, and Celestia had wrapped her tongue around her mouth while moaning back. As Twilight felt herself being pushed back onto the bed. Celestia’s hand reached over cupping Twilight’s breast.

Twilight moaned gently, as she arched her back up pushing into Celestia’s hand as she gasped more. Her voice muffled by the long kiss. Their horns are touching each other. Eventually, Celestia would pull back whispering.

“How does that Feel Twilight?” Celestia whispered as she moved over, kissing her neck. Twilight responded with a long, passionate moan at this point as she exclaimed.

“Yes, oh goddess, this feel’s good.” She mumbled her face is turning from the stunning purple to a crimson red. Twilight was feeling pretty embarrassed, yet at the same time. The Alicorn was excited, her heart beating faster. However, then what Celestia did next was surprising as she grabbed ahold of the top of her shirt. She had been wearing a button-down shirt when Celestia began ripping it apart. Buttons are flying off the top, as Twilight was exposed.

It was then she realized that she forgot to put a bra on.

“Celestia!” Twilight called out, more surprised as she reached over and covered herself. Celestia, moved over slowly pushing her arms away, whispering gently.

“Hmm please, they’re beautiful.” Celestia winked as she leaned down and giving twilight’s large firm breast and began kissing them. Celestia, smiled, watching her expression. While she moved down more Twilight, only moaned gently. Her hand reached around, caressing the back of the white princess head and not expecting this at all. She mumbled softly.

“T-Thank you, Princess…” Celestia continued moving down kissing and playing with Twilights breast, teasing her as Twilight felt herself getting more excited not long after that, Celestia would begin pulling back and going down kissing down and touching over the purple alicorns body.

Twilight gasped hard, while she pushed back breathing harder. She was experiencing so many new things as she gave a hard sigh when. She was feeling her pants being ripped off by magic. Her fingers curled as she watched Celestia giving a seductive smile as the Alicorn spread Twilights legs right apart. The wild feeling as she looked down and watched Celestia stick her head right between Twilights legs.

“What are you- Oh, holy shit!” Twilight moaned and screamed feeling Celestia as she seemed to go for it. She stuck her horn down into Twilights cunt, pushing it back and forth with a wink.

“Just relax sweetie, and just enjoy this,” Celestia muttered, and she moved her head back and forth, while her horn began penetrating Twilight who laid there moaning hard. She felt filled while giving a long groaning hard, as she felt herself being Horn fucked by this as she looked down.

If anyone saw this, it was kind of funny watching how her eyes crossed. Celestia kept ramming into her thrusting faster as she moved back and forth. Just innovating it while Twilight moaned more bucking her hips back

“Oh, sweet goddess, please keep going.” She cried her horn is glowing brightly as she gasped louder, just moving her hips. Celestia held onto her with a long gasp. Her hips bucking against the head as Celestia licked her lips more. The way her student was enjoying herself, and she hadn’t even gotten to the main. It was exhilarating.

“Ahh!” Twilight screamed out into the heavens as she felt her pussy tighten, she was cumming she could feel it. However, at this point, she had no words to describe. With all her encyclopedia knowledge, she felt words come to her that she had never spoken. The only words she could describe with this feeling came down to a large.

“Fuck! Fuck! Fuckity!” She bucked faster her hair going bent out of shape as she screamed more, lubricating Celestia’s horn.

The Alicorn of the Sun would pull back with a lustful smile as she looked towards her student with a simple smirk as she exclaimed.

“Did you enjoy that Twilight?”

“Uh-huh,” Twilight responded her head is nodding as she seemed calmer her mind at bliss. As she looked over watching Princess Celestia pull away, getting off the bed. It took Twilight a second to realize she was heading over to the door.

“Hmm well, this is only the beginning. I’m going to make sure you have a night you never forget.”

She pulled the door, and five more walked in. It took Twilight a minute to realize that those five were durable handsome guards outside of their uniforms. Looking at her with each the biggest shit-eating grin on their face, and the hardest cocks imaginable. Twilight squeaked seeing this somewhat intimidated but decided.

“What the heck, I only live once.” She nodded, before as this seemed to be all they needed as they ran at her, their cocks bouncing. Twilight didn’t know what hit her. Though for the rest of the night spent being filled, fucked, ravaged beyond her wildest dreams. However, in the end, felt like she’d been treated like the Princess she was. All while Celestia watched in the corner of her room.

No hole was left unturned or unfilled. Twilight felt raised in the air. Bend over as she got fucked in every combination imaginable: the hard thrusting, the movement of their forms. The bed is creaking and squeaking. Twilight moaned louder, as the five nameless sweaty guards just kept going.

The guards just seemed to keep going, fucking Twilight in the makeshift gangbang. It is only going grunting more. It was a night for them. It was pure extasy. Though it was night, they’d never forget but would never tell anypony.

It wasn’t until the brink of dawn when the Assault on Twilight’s cunt ass, and mouth. The guards had made it through the night but barely, as they collapsed on the ground. Twilight laid back there breathing heavy her eyes swirled, and just worn out, her body filled as she gasped hard not being able to believe what she’s done — giving a slight moan. Before passing out.

Celestia smiled as she sat there, watching how her student had gone. The way she fucked taking it like a champ. Celestia was genuinely proud of Twilight. Just smiling, she reached overusing her magic to cover her student with a blanket. She would soon join her taking a long nap

~~~

Twilight would return home in the early mornings limping and moving down slowly; She was hurting yet, somehow it just felt right. She didn’t mind. She just had a small limp. She also had to borrow a shirt from Celestia. Something she was hoping to return as soon as she could. However, after she got a nice shower.

Twilight moved on, seeing her castle and proceeded to walk inside.

The moment Twilight walked in, anyone standing outside of the castle would hear a loud screaming of,

“Oh, come on!”

In the castle in the very center as she walked into was a room of debauchery mares and stallions all-around naked and in the middle of passion. In one corner, she could see Scootaloo, and Applebloom, fucking around with a few studs, one of them who looked like Soarin. On the cutie Map, Diamond Tiara, was dancing and undressing to the sound of music and stripping around as she was showing off her impressive body.

Spike in the middle, of all of it surrounded by different mares. Which was shocking who it was. It was Sweetie Belle, Applejack, and rainbow dash. All in the throws of passion and being fucked by Spike. All at the same time. It took her a minute to realize there was three of him. Each is thrusting and fucking the mares.

Twilight only sighed and shook her head.

“When in Ponyville, I guess.” Moreover, began ripping the top off joining them. It seemed like the only thing she could do. Though there was definitely no regret. Twilight was just going to embrace her more Lustful nature.

Author's Note

Hey, there guy's well here's a fun little story I thought you guys would have a good time and felt it would be interesting to have a Twilight Central story. So tell me what you guy's think is there something I could've done. By the way, remember I'm currently taking commissions if your interested Please Pm me.