How To Train A Tentacle

Chapters

A Time of Princesses
A Chance Encounter
Learning The Basics
Candy Blush
Royal Slumber Party

A Time of Princesses

“It was a time when tentacles roamed the world. The tentacles of yore came in all sorts of sizes and colours, with a variety that rivaled the different types of dragons: some small and sneaky, some fast and wild, others as large as a mountain and inhabiting the caves within. Their colours were unique and a tentacle could be found to have many colours of the rainbow if you looked around hard enough.

“Life wasn’t as certain or as calm as today; it was a time fraught with dangers from the likes of these beasts. It was a time where travel had plenty of risk, and more than the usual fare of creatures to deal with: manticores, bugbears, and bark bandits were an ever present danger. But with tentacles, mares and stallions alike had to worry about their booty being plundered, and it wasn’t their belongings they were worried about.

“The creatures left them filled to the brim with cream or eggs - depending on the species - or even more unique fillings for the most exotic of creatures. Fillies and foals didn’t dare travel alone or out to the forests. It was truly a different time.

“They were an aggressive species, getting a hold of anypony they could, but one could protect themselves if they knew what to look out for. Generally, there were signs when extra caution was needed, at least for some of the species. If one were to disregard the obvious clues when they ventured out and explored, it could only take one mistake, one missed trail of slime before somepony ended up in a tentacle pit.

“Ponies here would be at their mercy, getting poked, prodded, milked and stuffed until both pony and tentacle were finished and well spent. It seemed natural for an encounter with them to turn sexual as quickly as possible, as they had the right equipment for it. Tales from mares who had one of these encounters stated how one species was bumped and ridged, designed for optimal pleasure; stories from stallions yielded the same type of specialization.

“It was a creature designed to ravage ponies right from the start and seemed to get better at it the more it evolved. For the complete table of the evolution of tentacle tips, please refer to the detailed list in Appendix C7…

“…oh my…”

Luna didn't take her eyes off the book as she looked over her sister’s shoulder, licking her lips. “B-but what happened to them?” she asked curiously, her wings twitching rhythmically as they stayed splayed out.

“It doesn’t say. It seemed like they all just disappeared,” Celestia said as she closed the book. “This was the most recent reference we could find on them so far, and this is probably older than Starswirl’s beard.”

“You think any of them are still out there?” Luna asked as she looked out of the window into the night’s sky.

“No one knows.”

The Royal Court was busy, loud, and it seemed as if everypony always had something to say. The two fillies shared a bored look on their face as another of their top advisors came in. He was a frail looking unicorn, with a royal purple coat and an aquamarine coloured mane, elaborately coiffed by one of the hairstylists that treated most of the nobles.

“Headsworth is back from his trips investigating the issues with the southern trade," the announcer pony declared as the unicorn walked in, and the two princesses tried to straighten up a little as they sat on their thrones.

“Thank you, Your Majesties,” he said with a small curtsy. “As you know I was off investigating why the sugar trade from down south had been blocked. It turned out there’s a series of major storms that have hit, and are most likely still affecting them at this very moment. They don’t expect the roads to be open until much later in the year.”

Luna quietly sighed, but Celestia loudly groaned and rolled her eyes. “Ugh… I wish ponies could just go and kick those clouds right out of existence. Then we wouldn’t have to worry about this!”

“Were it so easy, Princess,” the unicorn said with a small chuckle. “But alas, this means another setback to the annual baking extravaganza. Ponies are already starting to feel uneasy out there and it won’t be long before they start coming through our doors and complaining.”

“I hate when they do that,” Luna said exasperatedly.

Headsworth’s features remained stoic as he continued the report. “There’s also an issue with the Spring Festival losing its main singer due to the flu. With her unable to perform, that will cancel the whole thing. The only event we have next month is the Guild of Sticks opening their public museum; but they are always such sticklers about proper stick etiquette that it’s probably more trouble than it’s worth. We will need to come up with something to bring the town’s morale back into high spirits. What do you suggest, Princesses?”

Celestia quickly looked up after absentmindedly adjusting the regalia on her hoof. “Uh… well, I think you would be the pony best suited to start looking into that! Please find what would be most effective in dealing with that kind of problem.”

“I will get on that right away!” Headsworth said with a bow before urgently heading out from the room.

The announcer pony on the side grabbed another scroll and started reading through it as the court prepared for yet another guest. Luna was slowly rocking back and forth where she sat, but Celestia couldn’t help but flop onto her back over the arm of the chair, idly flicking at Luna’s blue mane with a hoof.

“Anything else of interest?”

“Well… there’s a group petitioning about the firework trade being disrupted as well.”

“Next…”

The scroll got tossed into the pile and the pony reached for another. “The military is requesting to go over their new training regimen.”

“Next.”

“Uh… there’s one to go fix a sundial at the Hoover’s Family Farm down in the pastures outside of town. It seems a bird had hit it and now the time is off.” The fillies couldn’t help share a glance at each other and shrug; it was something to get them out of the castle. The pony looked quite unsure as he continued, “But we can just send somepony down and fix-“

“We’ll take it!” the two shouted in unison as they jumped from the thrones and started soaring for the nearest exit.

“Just cancel all the other meetings for today!” Celestia shouted back. “We’re off dealing with critical infrastructure!”

The two were finally free, soaring up into the clouds, jumping and bouncing off of them as they giggled. A hoof sized cloudball went soaring through the air, exploding in a fluffy mist as it hit the back of Celestia’s head.

Luna giggled and dived below the clouds to avoid her sister bearing down on her with a big clump of cloud in her hooves. “Hehe! It was an accident!” Luna called out as she dodged another projectile. “You’re overreacting, Tia!”

“Get over here!” Celestia called out as she whipped another cloudball and finally hit Luna square on the rump, misting the fluffy cloud on impact.

“Tia! You’re getting me wet!” she playfully squealed out as she soared further down, away from any resupply of clouds.

“Oh, you know you like it,” she said as she tossed another one, hoping to tilt the score, but it seemed like that one shot was the only lucky one to hit as the last of her ammo was depleted.

Luna smirked and stuck out her tongue as Celestia caught back up. The two erupted in a fit of giggles before looking back down to the ground, continuing with their super important mission.

It wasn’t a hard place to find: a few houses and a barn tucked away inside of a small grove, with unsown fields surrounding the property. The residents here already seemed hard at work, taking supplies out to the fields to plant seeds: wheat and corn mostly. One of the mares had stopped in the barn and was able to point them in the right direction to the sundial, though she looked quite surprised to see the two princesses here, nervously stammering along for what little she spoke. She looked particularly reluctant as she trotted off with a cart, even as the two princesses assured the mare she could just leave them to their work.

The sundial seemed well crafted. It was a large stone table right in the middle of the small dirt courtyard. Somepony had intricately crafted a sun and moon on either side, with rays coming off of them to denote the hours of the day. The center was forged out of smooth bronze and embedded into the rock.

It was quite impressive for a place so out of the way like this, but the pointer on the dial seemed a lot more blunt and rounded than other versions of sundials. It seemed girthy and was ribbed all the way down, but like the mission said, it looked like something hit it and bent the pointer ever so slightly.

The two glanced at each other before sharing a small, knowing chuckle at the phallic shaped end. “It looks like a wang,” Luna couldn’t help but blurt out.

Celestia walked over and stroked down the length with her wings as she glanced around the empty courtyard. “I wonder if they use this for more than checking the time. It looks about right.”

“Probably,” Luna said simply as she stared at the suggestive looking object. Her horn began to glow, wrapping the bent length in a blue glow. “Do you think they knew what it looked like?”

“You’d think.” Celestia stood back and her horn lit up as well. With enough magical power the solid piece of bronze started to move, straightening back up to its original form. Who knew if a bird hit the dial, or if some pegasus accidently dropped an anvil on the whole thing, but it didn’t really matter now.

The shadow was pointing straight and true. The only issue that both of them noticed right away was that it was five minutes off. Celestia furrowed her brow and stared at the sundial intently as her horn lit up again and all the shadows moved back ever so slightly as the sun moved.

“There! On time again,” Celestia said proudly.

“Are you sure?”

“Yea, I’m pretty sure… I think...” she said with a wave of her hoof before staring at the finished project a little more. “So… you want to sit on it?” Celestia said with a sly smirk as she looked her sister over.

Luna blushed a bit and her tail flicked out at the insinuation, glancing around to check if anyone was around to hear. “W-well… are you going to sit on it too?”

Celestia stretched her stiffening wings. “I can’t. It’s going to be all wet and gooey.”

Luna snrked, trying to hold back from bursting out into laughter; of course she’d be the one testing it first. “Alright, you win,” she said with a half sarcastic tone as she started to float up onto the table. “Just keep watch.”

“Oh, I’ll be watching alright.”

“Good… don’t want you to miss anything,” Luna quipped back as she lined her rump up, feeling the cool tip dipping right between her flanks until it touched against her midnight folds. “Oooh… it’s thick,” she noted, rubbing herself along the broad end of it, dampening it with a sheen of natural lubricant.

She took a few short breaths to calm herself and started pushing back. Her tight slit needed some leveraging and wiggling around before the tip finally squeezed in, spreading her tunnel open wide. Looking back at her sister, she gave a chuckle in between pants as she started rocking her hips up and down, slowly getting deeper and deeper onto the solid length.

As it sank down as far as it could go, Luna rested for a few moments before pulling back up, getting those wonderful ribs to rub all along her tunnel. She slid back down onto it, stopping just short of her inner barrier in a controlled motion.

The good thing with this was that it felt sturdy, she could ride this however she wanted and it wouldn’t move one bit. It was her controlling the show and angling in just the right way to hit those needy spots; there was a particular itch deep inside, right on the roof of her tunnel that she just loved to get scratched. It wasn’t often that something was able to get this far inside, but she loved every moment of it.

“W-we… should get one of these,” Luna panted out hotly as she sunk down and scratched that deep itch for a few moments. The unyielding metal didn’t move one bit no matter how hard her fillyhood squeezed around it.

“Well maybe you can ask the blacksmith for a metal wang for your birthday. You know he’ll love that,” she answered back as she leaned on the table, getting a good look of those folds spreading apart and the flashes of pink inside.

It was a sight few got to see.

Luna didn’t answer back as she squeezed her eyes tight and her mouth hung open. The wet slicking sounds slipped out from her as the rod became soaked. It was enough that small ropes of liquid were starting to drip off and fall onto the table below.

For Celestia, she was pretty sure she could watch this until night time, but she was promptly awoken from her daydreaming with the sound of a squeaking cart wheel rolling along the road. She snapped up and glanced over, hearing voices talking and starting to get closer.

“You need to get off,” Celestia said in a sharp whisper, and tapped on the stone urgently.

Luna kept thrusting along the length, biting her lip with intense focus on her face. “I-I’m trying!”

Celestia looked back, hearing those voices becoming dangerously close. Who knew when they’d be turning the corner and busting them right there.

The metal rod sunk into her one last time as her wings flared out and a visible shiver ran down the length of her body. Luna bit her lip tightly as she wiggled her hips, riding the orgasmic wave until a few gushes of clear liquid came splattering down onto the rock, glazing it in her juice.

Luna’s dopey, post-orgasm face stayed until she was being pulled off and placed onto her hooves with a quick tug of her sister’s magic. Looking back, the length of that pointer was covered in a thick coat of her fillyness, and a small love puddle was starting to form on the stone.

Finally her hooves began to work as Celestia pulled her along and they made a break for the road. It was just in time. The cart turned the corner and two farmers waved as they made a dash out of there.

“Everything’s fixed! You don’t have to go looking at it yet!” Celestia yelled out as she passed, quickly leaving the confused pair in the dust.

A Chance Encounter

Sitting upright in their thrones as yet another pony approached was starting to run short on their patience once more. It was hard enough listening to a few, but each of them kept following up with something going wrong that the government had to fix, or about the obvious disruptions in trade. Those were the common themes that they heard by a dozen ponies so far, but right now it felt like hundreds.

“Thank you!” the lady said when the court introduced her, though her name had already been long forgotten. “I thank you, princesses, for listening to my situation. I’ve had a dreadful morning already and I’m hoping you can help. There had been this rumour of snakes slithering about through the forests, but... not like a normal snake, like a whole bunch of them. A umm… herd of them?” she finished with a small shrug, thinking that was more or less right.

The two alicorns perked up a little bit more, straightening up and listening intently. This certainly wasn’t the regular fare of citizen complaints or kingdom reports.

“I could hardly believe such a thing. I hadn’t seen a snake in years! But today, I opened the cellar door, and what do ya know, the entire flock of snakes just zoomed past! It happened all so fast I barely believed it myself!” she said, flinging her hooves around for emphasis, enough that she almost ended up crashing onto the ground.

She stopped and pointed right at the floor for emphasis. “But there were snake tracks on the ground, going right into the trees and off to who knows where. I don’t know what they were doing down there, but it certainly didn’t help the mice problem any. And I don’t want to get bit by them if they do come back. Who even knows if they are poisonous?! Now I went to my neighb-”

“Thank you!” Celestia called out as she stood on her throne, quickly stopping the mare in her tracks. “I think we’ll be able to handle a few snakes and get rid of this. Shouldn’t take too much trouble, but we may be gone the whole day if we do so.”

The announcer pony raised his hoof and hesitantly spoke up, “We can send a few guard down to-“

“Nonsense! This is a matter that requires our personal attention,” Celestia said as she jumped into the air and Luna followed suit. “Just cancel all of the other meetings for today!”

“But…” the announcer pony uttered, but the princesses were already long gone.

“So, this is the cellar she must have been talking about,” Luna said as the door creaked open, lighting up the stairs into the dark basement. As much as she liked the night, going down there wasn’t rated high on her priorities. Thankfully, it didn’t sound like there was anything down there either.

“And this is where they slithered away,” Celestia said, pointing at the fairly obvious trail on the dirt. It looked like an entire gaggle of snakes had just been slapping against the ground in a tight formation all the way into the bushes.On closer inspection, there were even small droplets that had been left behind by the miscreants.

Since the mare said it was only from this morning, they couldn’t have gone far. The two beat their wings and started floating along the trail into the forest. The path was faster to follow as they soared over bushes and around trees, and the further on they went, the more frequent the drops were and the fresher they looked.

It wasn’t until the path suddenly ended that the two fillies hovered around, looking for where to go next. The tracks looked like they veered off to the side and just disappeared. But as they drifted closer, a large bush suddenly rustled. The two shared a quick glance at each other before they started to float to either side, trying to get a peek through the heavy leaves; something was certainly in there.

A shiver went down Celestia’s spine as Luna let out a gasp so hard it was almost a scream.

“Tia!” Luna squealed. “Tia, Tia, Tia!” She went from casually floating to dipping down and diving into the bush in mere moments. Leaves flew everywhere as she tumbled about and battled whatever was inside, until she came rolling out of the bush, bouncing along the ground until she came to a stop.

Her hooves held on tight to a bright pink tendril thrashing about. It squirmed and tried to pull back into the safety of the bush, slowly dragging her along with it.

Celestia flew down for a landing, before placing a hoof along its soft length and petting it like it was a scared puppy. “Shhh… shhhh… don’t worry, you’re fine... shhh…” she softly cooed out. The length seemed to pause for a moment, and the two fillies shared the biggest of grins. “That’s it… easy there… we’re not going to hurt you… but we would like to talk with you, and see you. Do you think you can come out of that bush for us?”

The creature didn’t move, almost like it was contemplating the choice. Celestia kept giving it gentle pets, while Luna found more purchase while her back was on the ground, and with a bit more restraint, only pulled on it lightly, hoping that would help persuade it into coming out.

Another tendril peaked out from the leaves, and then another, then a whole bunch more as it wiggled itself out of the bush. It moved more smoothly than one would think for what was essentially a giant pile of sentient spaghetti.

Luna’s wings were already flared out and pressed on the ground as she wiggled around on her back, flicking her tail side to side excitedly. “Tia!” she whispered loudly, trying to contain herself without scaring off the creature. “They’re real! They actually exist! Eeeee!”

“I wonder where this thing came from. None of the books said anything about them being from around here… and especially not now,” Celestia said curiously as she stroked the creature. She had to move her hoof as Luna started climbing up its limb, dragging herself along the ground as she wiggled closer.

Now that it had partially come out from the bush, the entire mass of tentacles was a few heads taller than Celestia. Its tendrils were mostly wrapped tightly around itself, with a few limbs grabbing on and curling around nearby leaves and twigs. The creature seemed to lean away a little as Luna pressed herself against it, rubbing and rolling herself on it like a needy cat.

“Heh, I think she likes you,” Celestia said with a sly smirk.

“Mmmmhmmm,” Luna just purred out in agreement, fluttering her wings against the creature, flicking her soft feathers between the crevices made by the layered tentacles.

The two could feel the creature shake, and it continued to pull back more, but Luna’s cuddles were relentless. Finally, it let out something that sounded like a loud, dissonant sigh as a large ripple shook the creature. It seemed to shorten a little and widen up, almost like it was relaxing into a flatter shape just by the slightest amount, even if the tentacles deeper inside still looked tightly wrapped.

However, the more Luna pushed into it, the more the tips of the tendrils started curling around her once there was nowhere else to go. It had a few hooked around her hooves and some squishing in between the pits of her wings, but one had curled right past her tail, between her legs and onto her belly as it started to try and curl around her thigh; it was close enough that it gently hugged against her crotch.

The two shared a mischievous look, both glancing down expectantly every so often as they asked silent questions between each other. Luna wiggled a little more, angling herself until a moist kiss pressed against the length of the tendril between her legs. However, the two couldn’t help but look at each other skeptically, knowing something was wrong.

Where was the ravaging of legends?

Celestia looked the creature up and down, studying it, analyzing its exotic moves. “Hmm… I wonder if it knows what we’ve been saying.” Her eyes widened a little as the creature momentarily paused and a few tips pointed right at her. “Uhh… do you understand me?”

The two watched in awe as those tips nodded affirmatively.

“Tiaaaa. Ask it to ravage me!” the filly whined as she wiggled around on the creature.

Celestia looked down and motioned for the tentacles to continue, but nothing happened. The tendrils didn’t shake in any direction, only pulled back like they were unsure. “Wait… do you know what she’s asking?” she asked carefully, and the tentacles shook their tips negatively.

Luna let out a disappointed groan as her hips gyrated against the vine, hoping to entice it into her wet filly trap.

“Hmm… what do you know?” Celestia asked as she looked it over quizzically, rubbing her chin with a hoof. “Do you know… what a pony is?”

One of the tips glanced between the two until the creature finally gave a hesitant nod, almost like that seemed to be the best answer.

“That’s good. Do you know what this is?” she asked as she pointed to her hoof, then again asking the same thing about her tail, yet only receiving the same hesitant nods.

Luna started to get back onto her hooves since things weren’t progressing as she hoped. She tried pushing things further; the small string of juices connecting her fillyhood to the wet kisses on the side of the tendril was evidence enough. “What about this?” she asked as she arched her back, moving her tail to the side and reaching a hoof down to her rump, spreading her rear, and revealing the welcoming pink that contrasted the dark colours of her filly lips; she made sure it got a good look.

“Have you ever been in here? One of these?” she asked as she wiggled her rump and her hoof dipped down to rub the pearl winking out. “Mmm... d-do you want to be?” she said in a huff.

The creature didn’t nod at all. It was hard to tell, but it seemed more confused than ever.

“Luna, I don’t think it’s really too sure about both of us yet,” Celestia said as she held onto a nearby tentacle, petting it like a puppy she just met.

“Yea… you’re right…” Luna said solemnly. “I just thought after reading that book in the library that it would be more… you know....” Celestia gave an empathetic nod before Luna’s eyes lit up suddenly. “Wait! Maybe our friend here doesn’t know about any of that stuff because it’s just a little baby, like it’s not much bigger than a few of us and you said that some can grow super huge too!”

“That could be it…” Celestia said with a curious optimism. “It did say in the book that they haven’t been seen in ages. Who knows where it came from, or how long it’s been out here in the wild, trying to hide in ponies’ cellars.”

“Probably forever out here,” Luna said as she pieced everything together. “It must be a baby if it doesn’t know simple things like what’s under a pony’s tail! And there’s not too many books out here, or anypony else around that would be trying to teach it. Especially since there hadn’t been any other tentacles around at all; probably no parents either! Aww!” She couldn’t take it anymore and grabbed onto one of the tendrils, cuddling it against her chest. “You poor thing!”

“You can come with us.” Celestia took a few steps forward with a confident smile on her face. “You don’t want to stay out here in the cold all huddled up in a bush, do you? We have a nice, big castle you can stay in too!”

“Yea!” Luna chimed in. “We have lots of space and maybe a whole closet or room you can stay in! It’s much better than some damp old cellar… or maybe if you like those, we can find something in one of the basements as well!”

The creature seemed to relax a bit as they spoke, and its tendrils flicked around rapidly, sending a ripple down its body.

The two shrugged as they looked at each other. “I… take that as a yes?” Celestia asked cautiously. ”Do you want to go?”

The creature’s tips nodded and a bright smile crested the filly’s face. “Yay!” Luna cheered and pranced on the ground, ready to run right back to the castle. “Let’s go then!”

Celestia turned around and beckoned the creature to follow as they trotted away. A sudden chirp sounded out as it hustled along, oddly moving like one would imagine a plate of spaghetti would.

The two looked back after hearing the bird-like call coming from it; it certainly wasn’t any kind of bird that they heard before, but it was close enough. “D-did… did you just chirp?!” Luna asked as she fluttered up excitedly into the air.

Celestia couldn’t help but flap her wings to hover off the ground as well. “Oh that’s so adorable! Do it again!”

Another small chirp rang out and the two fillies excitedly clapped their hooves at the new trick, before swooping down and each grabbing onto a tendril.

“Ok, let’s go! It’s going to be great! And we have a book that you’re just going to love!” Luna blurted out as she eagerly took point on one the fastest trails back to the castle. The delighted chirps that kept coming out filled the two with giggles as they made their way back with a new friend.

Learning The Basics

“Go go go!” Celestia loudly whispered as she trotted full speed around the corner. “Stop!” she said as she quickly backtracked, guiding Luna and the creature into a small alcove on the side of the hallway to hide from the guards on patrol. Luckily, the guards turned the corner just before them, missing them entirely.

The two fillies stuck their heads out and grabbed onto a tendril, guiding it through the hallways as they moved. A pleasant chirp squeaked out from the creature, but Luna looked back quickly, putting a hoof to her mouth. “Shhh, not here. We need to be quiet now, but don’t worry, we’re almost there.”

The private library was in sight, its oak doors just halfway down this hallway, and then they wouldn’t have to worry about any random ponies seeing them with their new friend.

Luna went first, pulling the creature in with her as it wiggled along. Celestia grabbed the door with a wing and was about to dive in before she heard somepony call out.

“Princess!”

She froze hearing that familiar voice of their advisor and the clacking of his hooves as he ran along the stone floor.

“Oh, it’s good that I found you!” Headsworth said as he trotted right over, looking ready to follow right into the library.

Celestia started to close the door as much as she could while standing in the middle, trying to block the way in. She had as innocent of a smile as she could muster and hoped that he didn’t look past her at all.

“Princess, a few folks are requesting an audience with you right away. They don’t seem too happy with what’s been going on as of late and are getting quite frustrated.”

“Oh…” Celestia said as she thought for a moment. “Well we’re busy right now, uh… learning? Yes! Learning of a way to help boost the morale in town! That’s it!” Her smile grew wider at their foolproof excuse. But she felt a chilling tingle down her spine as a loud chirp came from inside.

“What was that?”

“Nothing!” Celestia blurted out as the unicorn angled his head to get a better look but she stood up on the tips of her hooves trying to block his sight. Hopefully Luna had gotten it far enough in that it wouldn’t be easily spotted.

“Anyways! We do need some alone time to think of what to do and research here in the library,” she said back, as she started to back up and slowly creak the door closed. “You’ll be able to handle those ponies just fine! We trust you.”

Headsworth nervously looking back down the hallway and gulping were the last things she could see from him as the door shut closed.

With an ear pressed to the door, she heard his hooves slowly start to walk away. “Alright, Luna I think he’s gone,” she said with a smile as she turned around and headed over to the back of the quiet library. “Luna?” she asked as she looked around, wondering just how good those two must have been hiding. Her face turned into a smirk. “There you are.”

The two were in a familiar nook in the back, hidden away from any prying eyes. Luna was lying on the creature like it was a pile of pillows, and she even draped a tentacle around her belly as she snuggled into it. The creature itself seemed a bit more spread out and partially curled around some of her limbs.

“Tia! I grabbed the book too,” she said with a smile as she looked up and showed off the cover of the detailed tome they read earlier.

“Oh good,” Celestia replied as she sat on the floor beside the two, getting a good look at what page they were on.

“See, this is one of your relatives from really long ago,” Luna said as she pointed at the different looking tentacles on the pages in the back; the ones that mostly gave detailed pictures. “There used to be a bunch of you around in the world, finding ponies and ravaging them when they met. But they’re all gone now it seems, since you’re the only tentacle we’ve ever found.”

“And it doesn’t seem like you had a mommy or daddy tentacle that was able to teach you, so I think we can do just that!” Luna couldn’t help but wiggle up a bit more, and instead of backing away like the creature had done before, the tendrils flowed around the filly as she pressed into the mass. “Like these,” she said, pointing to some of the detailed tips on the page. “Do you know where they might go on a pony?”

The tentacle shook a few of its tendrils in the negative.

“Well… I guess the simple version is that they go into ponies and have fun with them; poking... thrusting, and mmm… stretching…” Luna said as her tail flicked around, and a small pink dot jumped out between her nether lips at the mere thought. She bit her lip as her sister moved over, putting a hoof to Luna’s thighs and spreading them even further apart.

“And this is where the magic happens, right in between a pony’s legs,” Celestia said cheerfully as her hoof teased going upwards but never fully went there, earning a small whimper and a buck of her sister’s hips. “That’s where you want to go. Especially when they’re practically begging for your touch like she is.”

“Mmhm!” Luna said as she looked up eagerly, biting her lip and hoping for a closer touch. Her fillyhood had already started to drool a little more, running down in a clear line along her midnight folds, moistening the base of her tail. She curled cutely into the wriggling mass, like she was telling it a super important secret. “You know, you could try this out with me if you want, since your ancestors liked this kind of stuff so much. Plus, you can use me however you like, to see if you like this too.”

Celestia moved her hoof out of the way as a tendril slid along Luna’s leg, getting closer to that needy target.

“T-that’s it… don’t be shy,” Luna said as she stared down at the creature, licking her lips as it moved. She pushed out her hips to try and meet it, but it started to sink down closer to her tail, aiming for her butt.

Luna’s wings reflexively flapped as soon as it pressed on that tight ring of muscles. The two fillies glanced at each other with a delighted smile, but Luna couldn’t help but chuckle and light up her magic, raising the tendril up a little bit more until it touched against the puffy lips of her sex. “How about we start here first. Learn the basics, before moving onto more… advanced techniques, hehe.”

Her magic guided it around her lower folds like some erotic tour guide. “Since tentacles usually go after only female ponies, this is where you want to start with. All females have this spot between their legs, and hidden inside is a hole that you can make really wet.” She brought its tips between her folds, spreading them open from side to side and dipping in just enough to give it a small taste of her tunnel.

A ripple went down the length of the creature until its entire mass shook and it let out a delighted chirp. “Heh, I think that means it likes it,” Celestia commented as she stared at the pair before her horn discreetly lit up. Luna couldn’t see any magical aura from here, but she had a pretty good idea what her sister was doing right now.

“That’s the tunnel, which you’ll be getting to explore as much as you want, hehe,” Luna said with almost an unrestrained giddiness. The tendril moved in her magical pull, up along her fillyhood until it flicked against that needy pearl. “Mmm~ and this is a really good part too that you should never ignore. This little bump, mmmph~ is what makes a pony feel really, really good and you can get her to cum real easily with it. Which is what you want. You want ponies to cum if you play with them… cum a lot.”

Celestia smirked and stepped over, holding a hoof to her face like she was whispering to their new friend as well. “If you do it enough, you can make her a squealing, blubbering mess. I know, I’ve tried.”

Luna’s blue face turned a few shades of red hearing that. “It-it’s true, she can make me speechless and I can barely feel my legs after a few good orgasms in a row. And that’s what you want! Those two spots are more than enough to make any filly cum, mmmm… n-now! Ravage me!” she squealed out as she turned her magic off.

Luna watched eagerly as the tentacle took a few moments to realize it was free and slowly moved forward. The tip of it gave her puffy lips a gentle poke before it curiously started to dance around her folds, brushing over the thin hairs on her mound as it felt around. A tentative tap on her clit had her biting her lip, wanting to call out for more, but holding back and letting the creature go at its own pace for now.

It felt nice that the creature was starting to wrap up her limbs a little bit, coiling around her spread legs and squeezing against her forehooves; she just pressed back into its mass. If there was anyone else here, everyone would be able to get a good look at her, and it gave the creature as much access as it would ever need. The only thing that may have been distracting to the creature was her tail swishing back and forth, bushing up against every tendril in its way; she couldn’t help that in her excitement.

The tentacle gave a few more curious pokes to her clit. As nice as it was, there was one thing that her loins were begging for. Her magic softly guided the tip a little lower, right until its taps were hitting that sweet spot; that entrance that she’d wanted it to dive into and rut the moment she first saw the tentacles hidden in the forest.

She bit her lip as she watched it. With another poke, it went in further, spreading her lips ever so slightly around the pointed tip. It didn’t pull back. It held there and then gave one more push, finally squeezing its tip in between her tight entrance. She could feel her tunnel finally widening as it squeezed inside.

“Oh… r-right there. Keep going,” she panted out softly as her hips rocked side to side, getting comfortable as this tendril lit her nerves up with electric anticipation. Its curious exploration delved deeper into her, sliding along her wet canal and tapping against the side of her walls.

“Oooo~” she breathed out softly, finally closing her eyes and letting the blissful tingles take her away. She bit her quivering lip; the anticipation almost took her to the edge already, but she wasn’t about to soak the floor just yet.

The tip kept sinking in, putting more and more length between her filly lips until it couldn’t go any further. Luna panted out hotly as it squished against her cervix, searching at the center of that barrier, and tickling the deepest part of her. She had a small smirk on her face as her eyes opened, and she instinctively started to buck her hips at the creature, begging for more.

Not a lot of things could comfortably get that far in, and nothing could fill her quite like this throbbing tendril was; warm, alive and deep inside. She could feel strong shakes and ripples traveling down its length and spreading over the mass behind her.

Celestia even let out a soft, “Mmhh~,” as she watched; her horn glowing just a bit brighter and a pink hue starting to grow on her face.

“N-now just in and out… in and out…” Luna said almost breathlessly, trying to keep everything together as her chest rose and fell even faster.

Reluctantly, the tendril started to pull halfway out of her tunnel; the previously hidden length looked absolutely soaked in a thick sheen of her juices. It didn’t take long before it slid back in, bumping up against the end and gently making her hips rock.

“I-in and… mmmm~ out…” she softly moaned as it did so with a delightful tempo. The tentacles wrapped around her limbs gently squeezed her as more ripples washed along the creature. There was a squeak that was trying to come out from it, like it was trying to say something but it was caught in its throat until a deeper, slower chirp came from the creature, like it was finding excitement in an entirely different way than anything it experienced before.

The two fillies looked at each other and let out a small giggle; this most certainly was this creature's first time, and it was delightful to hear the needy sounds it made. The sense of naughty accomplishment was probably why Celestia tried getting Luna to make the same kind of sounds more than a few times in the past. It was nice to teach, and nice to feel this slow, methodical pace; it was exactly what she wanted, but this was still just an appetizer.

“O-ok… now I want you to go as fast as you can,” Luna said as she wiggled around, preparing herself for the ride she so desired. “Don’t worry, I can take it.” The creature paused for a moment as she braced herself. The tendril started to move at the same speed, but slowly started to pick up more and more. “Faster…” she whispered under her breath a few times to push it until wet slicks started ringing out as the tendril turned into a blur.

“O-oh yea! R-right there! Faster!” she stammered out as it kept up its pace. Her tunnel was spread wide each time, and barely had enough time to squeeze close before the tip opened her again. She was already on the edge, but she didn’t think she could hold on this time, even if she wanted to.

“Ohhhh~” she squealed out as her eyes squeezed shut and her body went rigid. “Oh, oh, oh, oh!” Her belly shuddered as a wave rocked through her and made her fillyhood clamp on tight enough that the tendril momentarily slowed. “Hmmph~” she let out, trying to squeeze her legs closed on instinct, but not being able to budge at all in the creature’s grip.

The sensation peaked when wetness started to squirt out from her, gushing along the creature, only to be flug around from the tendril’s quick movements. It landed on the floor, covered her tail, and even a few drops sailed over and hit along Celestia’s face; she didn’t even blink, but only licked her lips as the hot liquid landed.

Luna’s eyes finally opened wide and her hoof wiggled down to her crotch, trying to push the creature away as the sensitivity got to be too much. “O-ok! Ok! T-that!” Luna said in heavy pants as she tried to catch her breath. The tendril did slow down, pausing deep inside her and just gently feeling around. “T-that was an orgasm… g-good job!”

Her head fell back into the wiggling pillow behind her, getting a few moments of respite.

“Mmmm… was it good?” Celestia asked, biting her lip as her eyes wandered the filly’s exhausted body.

“G-great… amazing… I don’t think I’ve done that so hard in a long while,” Luna said with a delighted smile on her face. Her eyes relaxed as she breathed out another heavy, satisfied breath. She turned her head to the side, fishing for one of the tendrils with her tongue, licking along the length of one of them to try and coax it closer.

Soon enough, she had a taker that was moving near, pressing against her tongue whenever she licked its tip. Her lips grasped onto the end of it and pulled it deeper into her maw, suckling on the end and getting a gooey reward dripping out from it. The creature’s liquid had a familiar taste to a similar kind of stallion goo, but much more slippery. Also, the more that she tasted it, she could catch specific notes that were much more nature-like, almost like some grasses from a field in the deep wilderness; it was like it was an exotic delicacy in and of itself.

She huffed again as she gulped down the pool of liquid building in her mouth; the warm goo heating her belly and the tendril getting pulled in just a little bit further. Her hips bucked at the tentacle, enough that it slid around ever so slightly. The creature seemed to get the hint and began to move in tandem.

“Mmmm~” she softly moaned out as the tentacle started moving at a moderate pace; it wasn’t going as fast as it could, but it was a nice warmup again. Plus, the tip wiggling in the back of her throat was another welcome distraction, though there was something missing. Her magical glow surrounded the tip of another tendril, pulling it down below until it pressed right up against her clit. She sucked hard around the length in her mouth as soon as she made contact; it helped her concentrate and keep her magical grasp active while she rubbed it along her sensitive nub.

“O-oh?” her sister squeaked out in surprise and another strong ripple shook the creature.

Celestia’s horn wasn’t glowing any more, but a pink tendril had coiled itself around her leg, and disappeared right behind her rump. The playful smile and the small flick of her tail hinted at what the tendril had found. It was probably searching around, curiously poking at a way into those royal folds.

With the way Celestia’s eyes lit up and her stance widened, it was easy to guess the exact moment that one of those slippery tips were able to squeeze inside. Her mouth hung open as she let out a deep groan in absolute bliss; magic was one thing, but something real, throbbing, and alive was a completely different experience.

“You’re doing great, just keep doing that,” Celestia said as she put a comforting hoof to the length that was on the ground beside her. The further it sunk down into that new tunnel, the more that the tentacle shook, tremors rippling down the entire limb as it got used to the hot plunge. It was kind of similar to those shakes when getting into a warm bath.

Celestia’s wings flapped in time with the wet sounds coming from behind her. Her hips started to rock back and forth and a moan escaped her lips. Even though she hadn’t jumped into the wiggling mass right away, the expression on her face was clear; she wanted this, and wanted more. That hungry look was shared between the two sisters as she started to walk closer.

Luna would have loved to keep up the intimate staring, but her eyes rolled to the back of her head as another wave of pleasure rolled through her. It felt like heaven as it was thrusting deep and fast. Her magic still grasped that tendril, rubbing the tip on that needy button, quickly getting closer and closer to another finish.

The sudden caress of her sister’s wingtips tickling against the side of her ribs was enough to push her over the edge. Luna’s hips bucked hard into the air, enough that the grips around her legs almost broke free. The tip around her love button was pressed in hard during that last final moment, rubbing as firmly as her magic would allow, rocketing her even further.

“Mmmph~aahh~!” Luna squealed around the tendril as wetness drenched everything between her legs in a second coat of juice. Her entire body finally relaxed as the orgasmic throes started to come down, and her magic around the tentacle quickly faded away. However, the tendril still pressed against that nub. The thrusting seemed to slow once more, but didn’t stop entirely as it casually slid.

Her second orgasm had her blinking hard, trying to focus on her sister staring down with that smirk on her face. Another sudden tickle made her squirm again and her belly shake as a wingtip slid across her fur.

“Mmmm… you look so cute when you do that. Don’t you agree?” Celestia asked the creature, getting a small nod from a nearby tendril and a deep squeak.

“M-mmhmm,” Luna responded with a muffled call, almost sounding a little delirious as she suddenly started giggling as she came back to reality.

Celestia stepped up a little bit closer, enough that her mane brushed against Luna’s side as she looked the filly over. Even with the wet sounds coming from her rear, she was moving calm and steady as ever as she stepped up and straddled her sister’s belly.

Luna automatically tried pulling her hooves forward for a hug, but the tentacles held firm against her exhausted efforts. A soft sigh escaped her as Celestia slid her hips down, smearing a trail of wetness across Luna’s belly and teats, all the way down until their stuffed fillyhoods touched each other and the throbbing of her sister’s winking clit against hers could be felt. The soft bumps of their teats squished into her as Celestia pressed in tight; they could easily feel each other’s perky nipples.

All this was enough to get lost in the sensations, eagerly drinking everything in, but suddenly her eyes opened wide feeling another curious poke down below. “Hmm?” Luna squeaked as she felt another tap, immediately getting her to lift her head and pull the tendril out from her mouth with her magic. She couldn’t see anything, but she certainly could feel the wet tip hitting right in the center of her butt; not enough to press in, but certainly enough to know that it was interested.

It was a bit more advanced than she was expecting to go, but with a student like this, who was she to stop it? “Ok…” Luna said with another quick puff to catch her breath. “If you want to try there, you can… just you have to make sure that it’s wet down there before you do. Like really wet. The butt doesn’t make it all wet like my filly bits, so you have to be creative whenever you try it. Maybe you want to use the tentacle that’s inside me already? That’s already covered. Or… I guess you could just squirt out some of your own liquid that’s been dripping from your tips. Either way… just make sure it’s really slippery.“

The creature paused, thinking about those words before it started to slide the tendril out from her slit. It was absolutely glistening in a thick sheen of her juices; perfect for the job to come. Even though she couldn’t help but whine at the sudden emptiness in her belly, it would soon be filled more than before with her rump getting taken for a real ride. Luna wiggled her hips as much as she could to brace herself; she hadn’t done this in a while.

With a soft touch she could feel the slippery tip press right in the middle of that second hole. It didn’t take long for the pressure to build up until it slowly squeezed inside. The tendril gripped on to the ring of muscles, curiously testing how stretchy it was by pressing down and spreading her hole ever so slightly.

It was always strange feeling something going in there for the few times her and her sister experimented with that, though it was always a good side dish to the main course. “O-oooo,” she softly breathed as it pressed further in, letting its thicker length spread her even more. She rocked her hips as much as she could as it slid more of itself inside her. There were slight taps the further down it went, but it didn’t seem to be stopping anytime soon.

This was deep. Deeper than she realistically expected anything could go, pressing against places she had never felt before. It seemed like they were both learning something today.

“Mmm… o-ok… try going back and forth again…” Luna softly recommended since it didn’t seem like it was stopping any time soon. It probably would have started tickling the back of her throat if she left it to its own devices for too long… not that she would have minded. She smirked a little. It would have been a funny surprise to suddenly have a tentacle tongue lashing out at her sister.

But it seemed her sister had other plans anyway. Celestia pushed her pink mane to the side as she let out a sudden, pent up moan from the more forceful thrusts pushing into her. She looked down at Luna and flopped down on her even more, getting close enough to give a poorly aimed kiss to the side of her mouth.

It didn’t seem like Celestia really noticed the miss, but Luna moved her head to the side quick enough to assist, meeting their lips together as they both let out hot blissful pants into each other’s mouth. It was enough to make her want to just squeeze her sister, hug her with all her might, but with her hooves tied up and held by this creature, the two could practically do whatever they wanted to her and she could only take it.

“Mmmm~” Luna purred at the very idea, feeling her pink pearl down below wink out at the mere thought and only further encouraged by the tendril wiggling through her butt. She bucked her hips up, desperate to get it the attention it deserved: a leg, a teat, another clit, or even a tentacle, anything to help her needy button.

As if reading her very mind, Celestia gave a soft chuckle and pressed her hips down, squishing their swollen clits together tightly and rubbing hers all over as she moved and gyrated. Their juices, and the tentacles' own slippery substance mixed into a hot wet mess that coated everything down below with the most intimate of warmth. Luna could feel more of that substance trickling down with every thrust, as well as her sister’s lips getting spread open wide and pressing tighter against her own.

Celestia’s horn softly glowed, but it was immediately forgotten about as another one of the creature’s tendrils searched for her slit. Before, the tendril had curiously inspected everything, but this time, the tip pressed right into her with confidence, sliding down fast and far, all the way down her tunnel.

Luna gasped hard, feeling both of them slide down each hole at the same time, filling her lower half up entirely. This felt like the best spot in the world to be in, especially with her sister here to experience everything too. The tendrils slipped in and out from her, picking up speed the longer it went on. The one in her fillyhood was starting to thrust into her surprisingly fast and was unrelenting; the one in her rear was trying to pick up the same speed but never actually matching.

“O-oh, T-Tia… b-both of you… Mmmm~!” she squealed in the small moments between each of their kisses.

With one final smooch, Celestia sat up with her horn growing slightly brighter, planting her hooves on Luna’s shoulders and humping hard. Heavy moans escaped as she rode Luna’s hips like she was the star of a rodeo show. (NSFW 3103700)

Luna’s eyes practically rolled to the back of her head as their clits ground into each other so tightly it almost hurt. She couldn’t trade this, or wouldn’t trade this for anything in the world right now. She was nearing that wonderful edge and feeling everything light up like a giant thunderstorm, shocking every nerve in her body from head to hoof.

Her squeals filled the room; loud enough that she was certain anypony nearby would have clearly heard her. Her tongue lolled out from her mouth as it hung open. She could feel a curious poke on her cheek, but a hoof quickly met the other side of her face as Celestia leaned down, pressing into her lips hard and squeezing her legs tight against Luna’s sides.

Luna tried to kiss back, tried to do something in this position, but she was stuck, enduring those wonderful tendrils down below and her sister’s well practiced rubs along the top of her mound. She couldn’t hold back the moans and squeaks, but Celestia pressed in hard and kept the sounds from her mouth muffled. The tendrils and Celestia herself held her down. Even as she tried squirming she couldn’t move, couldn’t talk, and could barely think.

But she was still able to do the one thing she could do right now.

She came.

A chorus of lewd moans rang out as the two fillies pressed in tight, squeezing and bucking their hips together as it all became too much, finally kicking them off the edge. The tendril in Luna’s fillyhood pressed in hard, as deep as it could go, bumping against the very end in a mix of pleasure and pain. The other in her rear was still fast and steady, taking her over the rise of her orgasm and propelling her that much further.

Luna’s legs tightened in her binds as both her holes clenched up along the thick intruders. With another release, she let everything go, but as she bucked her hips the deluge that had come before was practically a mist this time; she squirted all she had left.

Celestia’s legs were tightening around her sister’s core as she followed over the edge. Her horn had died out, unable to maintain any sort of focus with that tentacle slipping in and out. She squeezed her eyes tight and angled her rump up as far as it could go before she sent a few strong pulses of wetness shooting out and landing on the floor a distance away, blasting out every time the tendril retreated.

“O-ok!” Celestia squealed out suddenly to the creature. “T-that’s enough… oh wow that’s enough… mmm~.” Her eyes glanced around the room, until they fell back to her own rump, looking at it like she was deeply analyzing everything. The tendrils slowed down and stayed deep inside them as the two panted hard.

“That was good…” Celestia said as she tried to catch her breath and looked between the others. “Don’t you agree?”

“Bleh hubbb a daaa buuu… hehe…” Luna blurted out as she stared up at the ceiling before breaking down into a fit of giggles that brought tears to her eyes.

Deep, disorganized squeaks called out from the creature, almost like it was having some sort of hiccups all of a sudden… or just catching its breath like the rest of them. If it even breathed like they did, or if it breathed at all.

“Heh… I take that as an all-around yes,” Celestia said with a small smirk as she laid there for just a few more precious moments. Everyone slowly tried to regain some sort of composure in the pile of sweat and sex they were in.

Luna started to blink rapidly like she was trying to wake up from a long nap. Her mouth only let out a slew of mumbles until a word finally came out. “That…” she said, pausing as her brain tried to catch up with reality, “…was way better than reading about it.”

“I bet.” Celestia couldn’t help but let out a soft chuckle as she looked up at the creature. “You did good… both of you.” She quickly leaned down and nuzzled against her sister’s cheek, spending the extra time to hug her for as long as she could.

With a small sigh, she let go and started to slide off to get back onto her hooves. The tentacle stayed in place, but when she strategically spun around, it slipped from her fillyhood with a wet pop. It was enough to make her shiver from the sensation of her tunnel slowly trying to return back to normal; but the contrasting pink in the middle of those spread, white folds and the dripping trail below her tail wasn’t going away any time soon.

Luna wasn’t much cleaner with her tail taking the brunt of all their juices, and all the way up past her belly coated in a damp sheen; they all needed a serious bath before tending to any real royal duties.

The tendrils held on, but started to slip loose as Luna rocked herself back and forth, trying to build up enough momentum to fall forward and land on her hooves. When gravity finally took hold, she landed on the floor like a dog on ice. She finally managed to stand up straight, but her hooves were shaky and she could barely feel them.

“Whoa!” she blurted out as her legs buckled and she stumbled forward. Her sister reflexively grabbed her shoulder, and the creature pulled at a part of her tail and tried lifting her by her stuffed holes.

“Heh… careful now,” Celestia said as they both helped balance the falling princess, righting her and keeping her up for as long as was needed.

Luna shuttered at the tendril pressed up inside her. She reached over to grab Celestia's shoulder, panting and breathing hard to get back to normal. “I’m… good…. I’m good…” she let out, lifting her head and smiling warmly. It took a few moments, but the feeling in her legs was starting to come back.

“Heh, you really exhausted her!” Celestia said. “And on your first time as well! That’s pretty good for a beginner who didn’t even know what a fillyhood was earlier today, don’t you think?”

The creature’s chirps sounded high pitched once again as it called out and shivered all over.

“That’s exactly what you should be doing,” Luna started to say. “Maybe a bit more on my clit, but you were hitting almost all the spots, and the sheer amount just filling me… mmm… it was a good start to that ravaging I was looking for. You were great!”

She turned around and the tendrils slipped out from her holes, her hoof grabbed onto the nearest one, still slick in her juices, and hugged onto. Her lips kissed against the wet tip, getting the intense flavour of her own sex and savouring every moment of it. “I’m so glad we found you.”

“And if you can keep doing all of that,” Luna continued as she reluctantly pulled out from the hug. “You’ll be able to live up to the stories of your ancestors in no time!”

“Yes,” Celestia agreed. “The basics you’re seeming to grasp pretty easily, but you’ll need to be a bit more confident in your approach, more assertive. A leader!”

“A tentacle who gets what it wants!” Luna added with a small jump and a flutter of her wings. “Any pony you ravage will be cumming until they can’t cum no more, hehe!” It was taking everything she had not to just jump into the creature to see how many rounds she could truly take. It was one thing to be feeling this until the morning, it was another thing entirely to be feeling it until the end of next week; having to bring a pillow to sit on in the royal court wasn’t easy to explain away.

“But… do you think you can do that all over again?” Celestia got an eager, yet slightly cautious nod from a few of the tendrils in return.

The two fillies exchanged a devious glance as they thought about the next part of their training. “Good,” Luna smirked, “Because we have a few more ideas in mind.”

Candy Blush

“Princess Celestia? Princess Luna? Are you still out there?” Candy Blush called out from the middle of a forest trail. She looked anxiously down each end of the path while she waited near a larger boulder on the side. The unicorn filly had a swirly pale-purple mane and a pink coat of fur that matched Celestia’s pink mane. Her ears were flicking up at every flutter of leaves from the wind, or at tweets from a nearby bird.

“I know you told me to wait here, but it’s been awhile,” she said as she sat on her haunches. “I just hope you didn’t forget about me…”

The bushes shifted as Luna put a branch back up to where it was after she was done monitoring the filly on the road. Candy still didn’t know they were here, but they were nearly ready right now.

“Is she there?” Celestia asked, still trying to see through the leaves.

Luna nodded. “Yup, right where we asked her to be. A filly walking alone in the forest is perfect.” She walked over and eagerly pet one of the tendrils on their new friend. “Pretty close to a natural place to find a tentacle out in the wild.”

It was one thing to invite another pony into the castle for something like this, but that would only do so much. The creature needed something in its natural environment in order to learn some of the skills it had been lacking. It was half an adventure to move it around the castle without being seen, but it was well worth it now that they were out. After finishing off the library with a few magical cleaning spells and taking a nice bath to wash their own stickiness away, it was time to get dirty once more.

The two smirked at each other as they stood on either side of the creature, rubbing along its wiggly sides with their hooves.

Luna couldn’t help but smile brightly at the idea, her hoof shaking from the anticipation. “Alright. Now you’re up!” Luna said, barely containing her eagerness.

The two fillies nudged the creature along until it snaked around the bush and onto the forest trail. However, much to their dismay, it didn’t move any further than that, even as Candy Blush took notice.

“You can do it!” Luna whispered out loudly. “Go ravage her!”

“She won’t mind at all!” Celestia called out too as they laid out on the bush as far as they dared.

The creature slowly started to wiggle closer and Luna called out, “That’s it! Just as we practiced!”

The unicorn eyed the approaching creature, looking it over from top to bottom and appearing more and more confused as it neared. Instinctively, she took a few steps back before gulping and letting out a shaky, “H-hello?”

The two princesses weren’t sure if Candy could hear it with the other birds calling out, but they certainly caught a suspiciously quiet chirp coming from the mass of tendrils. The creature stopped moving too. It wasn’t particularly close, not the personal space invader that the books described these creatures as, but it was close enough for a tendril to have poked her if it went out as far as its long limbs could reach; and oddly enough, the creature looked just a bit bigger than before now that they could see it from a distance.

“Uh… my name’s Candy Blush… w-what’s yours?” she asked with a shaky smile. Another soft chirp came from the creature and Candy’s ears perked up. “I-I’m sorry, did you say something? I uh… didn’t quite hear that.”

Neither of them moved any closer to each other; the filly tilted her head around, like she was trying to see if there was more to this creature deeper inside its coils. Some of the tendrils moved around in a similar motion, bobbing back and forth to match her head movements.

Two tendrils shot out from either side, each covered in either a yellow or blue glow. Candy and the creature squeaked as they made contact: one lassoed her forelegs and the other coiled around her core.

Candy pulled hard on her sudden binds, digging in with her hindlegs to find enough leverage, but the tendrils kept her in place. Her eyes widened as more tentacles shot out, but these ones went right past her until they were tugging on the creature, pulling it along like a sleigh being dragged by an invisible horse.

The filly kept tugging, pressing in with her hindlegs until she was standing up on them. The same blue and yellow glow surrounded another set of tendrils as they reached out and coiled around the base of her legs. Idle limbs brushed against the fur on her chest as the creature neared.

“Nnngh! W-what are you?” she groaned out as she strained against her binds.

She only got another chirp back.

"Ahh!" she squeaked out at the curious touches tickling against her chest and underbelly. Candy twitched around at every poke, almost like they were shocking her as they touched.

The magical glow surrounded two glossy tendrils, thickly coated in the Princesses’ special liquid; specifically prepared for this moment. They floated beneath the filly, carefully moving up so as to not brush against her legs as they rose between them. Candy didn't see them, but her eyes shot open wide when they touched against their target.

The tips slid against her slit, gliding along the thin fur and dampening it with a wet coating. She tried to glance down, watch what was going on down there, but the mass was so close that she'd have to bury her face in the creature to even check at all. She just squirmed as she tried adjusting her hind legs.

The tips moved their separate ways: one lining up between the filly's folds and another moving up until it pressed against her tailhole. She sucked in a breath as they squished in, opening her up in both spots as they moved simultaneously. Her eyes stayed wide as her head shook, still trying to look down but having no such luck.

Her silence turned into a loud squeal as she let out the breath she was holding. “A-ahhh! Ahh! D-don’t you think this is a bit forward of you… w-we only just met!" Her tail flicked and her hind legs tippy-tapped rapidly when it was getting too much.

"A-aahhh~!” she squealed again, squeezing her eyes tight as her voice soared to the highest pitches it could go. With her mouth wide open, a blue glow surrounded another tentacle and promptly stuffed itself to the back of her throat, cutting her off instantly. Her eyes opened in surprise, staring at the appendage sliding into her.

"Hmmmm?" she let out in a bit of confusion before she piped up again. "Hmmph! Hmmma phhmmm mmmaaa!" Her eyes started to waver, rolling back as a long moan came out from her. The two tendrils buried in her rear went deep and were starting to pull back, leaving her tunnels empty for a few moments before rushing right back in.

"Mmmph! Mmmmph! Mmmpph… mmmmm…" she started to moan out in time with the tendril sliding into her fillyhood. The yellow glow surrounding it kept it moving at a steady pace, sinking it deep until the tip kissed against her innermost parts, over and over again. What was once dry and untouched was now drooling thick strings of filly juice down her legs and onto the creature below.

The tendril in her tailhole had a blue glow surrounding it. The entire thing pistoned back and forth like there was a race to win.

Candy had long since stopped pulling on her binds with the distractions taking her mind away from escape. Her forelegs were limp and had disappeared inside the creature, being caressed and squeezed by the coils inside. She moaned hard around the tentacle muffling her; it didn't have any glow on it and slowly slid back and forth, content with feeling her suck down saliva and how the back of her throat contracted reflexively.

The filly's lower half squirmed around as much as it could. Her legs tried to squeeze closed, but physically couldn't with the mass between them and tendrils securely holding her.

Where her moans had been steady before, they soon became ragged as the length in her fillyhood sped up, matching the same sprint-like speed from the tentacle pounding her butt.

With one sharp twitch, she went silent for just a moment before letting out the longest and deepest moan that she’d made since this started. The glow along the tentacles strained as they tried to thrust, fighting against Candy's tightening walls. Suddenly, her inner grip wavered, sending the tendrils into overdrive, and her into a spasming fit. Gushes of liquid shot out, slamming into the ground and spraying all over the creature beneath.

Candy breathed hard around the tendril as she came down from the peak of her orgasm. She tried relaxing into her afterglow, but the moans in her throat started to build again; the tendrils down below weren't slowing in the slightest.

Back in the bushes, the two princesses watched on. As alluring as the sight before them was, Luna couldn't help but glance over, watching her sister's tail snap back and forth, spreading her royal scent around and giving more than an eyeful of the winking delight beneath.

Luna reached closer, dipping under her tail and getting close enough that she could feel the immense amount of heat radiating off her sister's sex like a pot on a hot stove. It almost made her want to pull her hoof away but she continued.

"Eeep!" Celestia squeaked, almost jumping at the sudden touch. She slowly looked back at Luna's smirking face as that hoof rubbed around in circles.

Luna pulled off before blowing on her hoof and shaking it like it had just been in a fire. "Ow. You almost cooked my hoof," she said with a playful wink. "She's really got you hot and bothered."

Celestia just bit her lip and nodded before looking back at their friend. She couldn't help but to take a single step forward.

The glow around the tentacles buried deep inside Candy had dissipated, and their furious pace was now a slow rhythmic thrusting. The filly's eyes were partially open but sprung to life as the tendril slipped out from her maw, letting her gasp out for an unobstructed breath of air.

With renewed vigour she wiggled around, struggling, but finally managing to get her forelegs pulled out from the mass. "L-let me down," she grunted out.

Thankfully, her binds seemed to unravel around her, letting her wiggle out more and more until she got some purchase on the ground. But with one last tug the creature was not keeping her up any longer and gravity took control, sending her tumbling down.

"Mmmgghhh!" she let out in a frustrated moan as she dug a forehoof into the ground. Her privates were still a point of interest and stuffed quite full with this creature's appendages. She shook her hips back and forth to try and dislodge them, but her exhausted attempt was no use.

Instead she rolled onto her hooves and tried to stand on her shaky legs. She pushed with all her might until one hoof was steady enough to lean on; her other limbs were like rubber and this one was barely above that. Just getting out of the creature's reach looked daunting; a few meters might as well have been half way across Equestria. It didn't help that the ever present thumping into her rump was sending shuddering waves through her body, seizing up muscles and threatening to topple her over.

Candy took a tentative step forward, so focused on her goal that she barely heard the bushes shake. She was about to take another step but her whole world flipped around as something tackled her from the side, sending her tumbling to the ground again.

She shook her head to try and reorientate herself and shake her damp frazzled mane from her face. What was once a sight of blue sky was replaced with the two royal sisters looking down at her with devious grins. They were on either side of her, each pinning her hooves to the ground.

Candy was covered in tentacle juice all over, with her own liquid all down her legs and tail. She looked like a mess, and couldn't help but twitch every time the tentacles reached deep enough inside her; this was no way to greet royalty.

Her face reflexively went red in an instant, but her nose started to scrunch and her stare turned into a glare. "I knew you two had something to do with this! You two are crazy!" Candy snapped out. "You just?! Ahhhhh! While I was waiting for you?!" She huffed and puffed while lying on her back, glaring, chuckling, and twitching from the ever present pleasure.

"But…" Celestia put her hoof on the filly's chin until their eyes met. "Did we make you cum?" she asked with a sly smirk on her face, with Luna's own smile beaming beside her.

Candy gulped and meekly nodded. "Y-yes, Princess. Quite a lot," she smiled back nervously as if remembering again exactly who she was speaking to.

“Good,” Celestia said as she brought a leg over and straddled the filly’s chest. Candy stared down between Celestia’s legs as those sopping wet lips pressed in against her fur. The heat on Candy's chest moved up as Celestia’s hips gyrated and gently rubbed herself higher and higher. She leaned over as much as she could to whisper into the filly’s ear. “Let us see if we can do it again.”

Candy looked up with a mix of fright and eager anticipation, glancing between the face of the ruler of the entire nation and that royal fillyhood approaching her muzzle.

But as much as she wanted to focus on those white thighs, her mind started to melt as soon as Luna dipped down below. The night princess latched onto one of her teats, sucking on it like one of the hungriest of foals in the world. Her soft lips against the perky nub got Candy's attention, enough that her belly pressed up, eager to beg for more.

"O-oh, y-you two…" she purred out and gently bucked her hips. "Oh, Celestia~"

Celestia smirked as soon as she heard that. "Heh, yes?" she asked, but didn't wait for a response as her slit slid up, rising over Candy's chin before squishing right down onto the filly's lips. Celestia grabbed a hoofful of mane, while her other hoof was planted firmly on the ground above Candy's head for stability.

"Mmm… phhaphaha..." Candy mumbled out and tightened her face, trying to get used to the lava-like heat on her.

Celestia just pressed in harder, feeling all the vibrations from those muffled words. "Mmmm… tell me all about it," she purred and got a giggle back that tingled a little. "That's it."

With the three of them bunched up like that, the mass wiggled closer and moved much quicker than before. Luna could feel a curious tap against her leg, and without hesitation she shifted over by practically throwing her lower half toward the grabby tentacles.

With a squeaky chirp, the tendrils swiftly started to wrap around Luna's legs and coiled her dock, flipping her tail up onto her back in the process. Her rump started to rise high up into the air as the mass came closer, high enough that she could have been doing a handstand if she tried to do this alone. She grabbed around Candy's barrel and held her lips tight around the filly's teats; she wasn't letting go anytime soon.

The tendrils met up with Luna's midnight folds. A few of the tips squished right on the edges of her mound, squishing her lips together with a gentle pinch. Her hips rolled and her rump pulled up as much as it could. The pinch didn't last as its grip slipped free, being much too slippery to hold on for long.

The tendrils paused for a moment, but soon one moved right inside her crevice, spreading her as it pressed in. The tip flicked just inside her entrance, feeling against her soaked tunnel. Within moments it straightened up and thrust all the way down to end. "Mmmm~!" Luna squealed in delight into Candy's body.

She felt another pressure on her rear: another tendril poking her butt. Instead of a mildly lubricated tentacle, this one felt suspiciously hot and covered in a thick coating of fluids. Luna glanced down and noticed that Candy's filly bits were empty and lewdly spread open; the tendril up above looked completely soaked in a mix of the creature’s goo and an excessive amount of filly cum.

Luna was about to grab onto another tendril with her magic to help fill Candy’s hole, but one was already on its way there. It didn't even pause before it sunk into Candy. She heard the filly's muffled squealing. With how wet Candy was, the fresh tentacle slid in easily, but it looked like she was certainly feeling it more than the excessively lubed one that was previously inside.

Another poke on her rear brought Luna's attention back to her own rump. The filly cum-soaked tendril pushed against her ring of muscles, spreading it open wide and easily sliding inside. She could feel a lot more deliberate movements than before too; it wasn't wasting any time.

"Mmmm… t-that’s it...rut us…" Luna moaned out softly, glancing back at the whole nest of moving limbs and winking at them. She saw the creature shake and heard a lower-pitched chirp come from it. She smiled, though she couldn't do much more than that in these binds; her body was going to go wherever, and take whatever the creature wanted her to.

The thought just amplified the waves of pleasure rolling down her spine. The wet thrusts inside her made her want to just melt into a puddle all over her friend and her sister. She could feel her sister's pink tail against her mane, swishing back and forth excitedly as that white rump moved.

Celestia tugged Candy’s mane as she ground her crotch right against the filly's lips. She was on fire down there and Candy’s cheeks looked like they were too. Heated juices had spread all over the filly’s muzzle, across her cheeks and nose, and even some drops smeared over Candy’s forehead. Celestia was the Princess of the Sun, but right now she could have been the Princess of the Rain with how wet everything was.

Eagerly, the filly below fought against those sizzling lips, sticking her tongue in as deep as she could for as long as she could before the heat inside became too much. Every so often Candy had to pull her tongue back to recoup, resigning to lick Celestia's outer folds and tend to the clit booping her in the nose. When her tongue cooled off enough, she braved the heat once more and dove right back in.

Celestia’s hips humped hard and small grunts of pleasure escaped her lips. She could feel the sun between her legs glowing brighter, turning up the intensity the more this went on. Her thighs were solidly clamped against Candy’s cheeks, but as much as the pleasure built up, she kept herself from squeezing them shut completely and inadvertently crushing Candy into a thigh-made diamond.

With that tongue pushing and pulling inside her though, she was getting closer and closer to setting off fireworks. With a solid tug on Candy’s mane, Celestia squished her crotch in tight. Her inner walls pinched that tongue, holding it there, massaging, and spasming against the welcomed guest. A deluge started to splash out, making Candy wince as the lava-like liquid covered her in a fresh coat all the way up to her ears.

The wince didn’t last long as Candy’s eyes partially opened and went in two directions at once. With the pegasus’ hips bucking hard in her binds, and a heavy moan being shouted into Celestia’s mound, it was pretty clear there was more than one reaching an orgasmic peak.

Candy suddenly gasped for fresh air as Celestia rolled off and sat to the side. With nothing to muffle her anymore, the filly let out a deep, long moan as she basked in the afterglow from hitting another high. Her tired eyes looked up to Celestia and saw the alicorn with another mischievous grin and her horn glowing again. Candy could feel another of those tendrils snaking up along her chest, over her chin, and down into her open mouth. The subtle electrical feeling of magic on her tongue was there for a moment, but by the time its length was sliding to the back of her throat, it was quickly replaced with a mix of the creature's exotic flavour and the strong aftertaste of the princess’s regal vanilla.

Another tendril was led over to Celestia with her yellow glow of magic. The alicorn grabbed onto it with a hoof when it was close enough and gently took it inside her mouth. Her tongue started to rub along the length, her head started slowly bobbing, and her lips suctioned hard every time she pulled back.

Candy would have tried to watch, but the creature buried inside her every hole kept her eyes down. She had to look, see it going inside her relentlessly, working her ever closer to cumming again each time. But with Luna in the way, it was nearly impossible to see anything past her blue mane. With another hard thrust and a firm suck on her teat, her back arched enough that it almost sent her into another orgasm.

Luna pulled the perky nipple with her mouth until it slipped out as she moved her head away. Her horn glowed and a few more of the tendrils slid along Candy’s underbelly and coiled around what little of her small teats that they could grab onto. The tips circled and pressed right into her nipples, guided by the magic surrounding them.

Luna smirked for a moment, before opening her mouth wide and letting another tendril explore her fully. Her eyes were half opened, content with being in this spot forever; completely filled and taken care of.

“Hmmmpph!~” Luna squeaked out and her eyes went wide. For a moment, she tried looking back, but her body held still and she let out a deep moan, sinking into the new sensation that the creature stirred up. Candy suddenly squeaked out as well. The creature had pressed in and rubbed hard, right at the top of their mounds, right on their winking clits. Luna chuckled and tried to say something, but only muffled sounds and drool came out.

Soon the chuckles turned back into laboured breaths and muffled squeals. The two were under assault from all angles and couldn’t move anywhere in their binds no matter how much they reflexively squirmed around. They shared a glance, staring into each other's barely open eyes.

Luna was the first to relent as she squeezed her eyes closed, her back arched as much as she could move, and the rest of her body went rigid. The tendrils had to slow for just a moment with how tight she held on, until wet spurs came shooting out, covering her fur and the tentacles in another fresh coat of juice. With the current activities, the addition was barely noticeable; a drop in the ocean that they were making.

She would have sunk into another moment of relief, but the creature didn’t stop, and she didn’t stop cumming. Her eyes opened wide as the tentacles started to pulse and even grow, they were stretching her wide and tossing her off the orgasmic edge again before the last one had even ended.

Deep chirps came from the creature. The tendrils moved not with curiosity, or some unthinking movement, but instead with purpose, like it was desperately trying to reach a goal; the unfettered pounding between their legs was a testament to that. Before they had time to even process what was going on, the tendrils thrust inside as deep as they could go: bumping the end of their filly holes, sliding half-way down their throats, and going so very deep inside their rears. Even Celestia choked out a sudden noise of surprise as the tendril suddenly slid in far.

“Hmm?” Candy squeaked out suddenly, wondering what was going on. But her question was soon answered as the tentacles throbbed hard, almost like an entirely new heartbeat outside and in. “Mmmmpphh~!” she moaned out as a burst of hotness came flooding into her body, exploding out from the tips and covering her insides. Her foalhood couldn’t contain it and much of the thick liquidy feeling came rushing out and soaking her tail. The heat shooting into her rear and stomach started to blend together in just one big ball of warmth that filled her tummy; she was starting to feel full, but there somehow seemed to be more than enough room inside.

From the moment the burst hit Luna, the filly couldn’t help but chuckle at what was happening and moan from the seemingly never ending orgasm that she was stuck in.

Celestia had to hold onto the creature’s length as it pumped more down her throat, though the princess didn’t make more than a peep once she knew what was happening. The torrent didn’t slow, but she looked like she could take what it gave. That was until the tip of an errant tentacle pointed in her direction. She was lucky enough to close her eyes before a blast splashed right over her muzzle.

For the other fillies, their worlds went white as a creamy goo erupted from almost every direction. The tips snapped back and forth like an out of control firehose, covering the three almost head to hoof.

But it could only go on for so long. Like someone had suddenly shut off the water supply, the tendrils dropped from the air and thudded onto the ground. Luna crashed into Candy, and immediately started to slide right off.

The creature was silent and the only sound was from the exhausted fillies panting hard, trying to catch their breath after what just happened. The ground was a complete mess, like an entire cloud had just come down and exploded like a gooey meteor.

“Woah…” Luna said as she peeked her eyes open to see the sexual carnage before her: Celestia’s pink mane was painted white, Candy was panting hard, and it looked like it would take a thousand baths to truly get them all clean again. Exhausted as she was, Luna managed to pop right back up to her hooves, with wings still straight out. There was only one thing on her mind right now.

“Do it again!”

While Candy laid thoroughly exhausted in a pile of sex, sweat, and goo, Celestia was able to get back to her hooves, standing along side her sister. The creature didn’t move at all, like a giant pile of noodles strewn across the trail and blanketed over Candy.

Celestia swiped the thick globs off her face, and did the best she could with a few cursory strokes against her mane; at least she could see a shade of pink now. She had to rub her eyes a bit, but once she could finally see again, she made her way to their friend.

The filly was panting hard through the muffling tendrils plunged deep into her throat. With a magical tug, it slipped out and limply fell away. She gave a small cough as she finally took in a few big, unimpeded breaths of air. Candy looked up bleary-eyed, barely focusing on her saviours.

Celestia warmly smiled, stroking Candy’s messy cheek while her horn lit up. One by one she tugged the tentacles free from Candy and Luna’s holes. The creature’s cream came flowing out from their foalhoods like a river, piling even more onto the already covered ground. Only a few thick lines of goo came from their butts; most of it remained stuffed deep inside.

Luna reached down, slinging Candy’s hoof over her back to help the exhausted filly up. Candy’s legs shook like they were made of jello, but Luna kept her up. Her tired eyes wandered back to the creature below who almost looked like some weird, wet statue at this point.

“Is… is it alright?” Candy asked.

“One would think so…” Celestia said as the three stared at it. “It seems like a normal thing for tentacles to do, but… that was a lot. Maybe it was just the first time that it tuckered itself out?”

Luna squeaked out suddenly from a firm squeeze on her hindleg. “It’s alright!” She grabbed up one of the limp tendrils and pressed it against her cheek, nuzzling it in tight. “You did such a good job! I bet that felt great!”

A weak chirp came from the creature, almost sounding like a bird that was half asleep and just waking up from a week long nap. The tentacles didn’t stay frozen much longer, they were starting to move slowly, drunkenly wiggling around on the ground and getting back to some semblance of normal.

But with being covered head to hoof like this, it would be hard for any of them to get anywhere close to normal. “I think we need a bath…” Celestia commented, and the three erupted in laughter.

Water splashed all around as Luna cannonballed in beside the other two. Luckily there was a small river nearby to wash up before they headed off to the castle looking and smelling like the most incredible night out ever. Luna finally surfaced, squirting water from her mouth like a decorative fountain.

Celestia leaned back along some of the rocks, while Candy sat on the sandy floor of riverbed's shallows. The creature was a lot more reluctant to get into the water; no matter how much Luna tugged on the tentacles, it did not move from the shoreline. A tendril dipped in every once in a while, but it quickly pulled back after being in the water for more than a few moments.

The water was nice on the warm spring day; cool, but more than tolerable for them. Surprisingly, it also worked quite well at washing the mess off; the water practically made the substance fall off. The lazy current finished the rest of the job, sending the globs down the stream.

Candy let out a deep, relaxing breath. "Wow... I... I really needed that… even if you didn’t tell me about this surprise, like at all.... it's been a stressful few weeks.” She reached down into the water and casually washed her mane a little more.

“It has been,” Celestia said. “Not just for you, but for all of us. Everyone back at the castle, in town, us, you. This whole spring has been a bit difficult.”

“Well as for stress relief, I think that whole thing did a pretty good job,” Candy said. “Even if I probably won't be able to walk properly for a week.” Luna couldn’t help but chuckle at that. Candy stuck out her tongue and Luna did right back.

“Hmm… you’re right…” Celestia said as she quickly sat up, glancing back and forth between the two of them. “Oh, you’re right! I think I have an idea that will help get rid of some of that stress and bring some morale back to the town. A way to unify ponies during this trying time.” Candy tilted her head, while Luna’s smile started to grow. “Luna, are you thinking what I’m thinking?”

“Slumber party?”

“Slumber party!”

Royal Slumber Party

“Headsworth!” the princesses shouted as they ran down the hallway towards the throne room. There was a line of ponies that were queued who knows how far down, all waiting for an audience to air some sort of grievance. They heard sharp words coming from inside the room, but after a few moments, they saw the royal purple of Headsworth’s fur trotting out and heading away from the crowd.

He didn’t even lift his head, but they kept after him, galloping down the stone hallway around the corners he turned. Finally, after shouting out once more, Headsworth’s ears popped up and he turned around suddenly. “Oh. Hello, Your Majesties,” he said with a small curtsy. “I didn’t see you there. Were you chasing after me? I do apologise… I must not have heard your call from the many folks who are waiting.”

“Yea, there’s quite a lot of them,” Luna commented.

“I tried my best to calm some of them, but some were… being a bit difficult. Some are very insistent on needing to see you, and I keep trying to say that you are developing a plan.” The unicorn looked like he was trying to hold back a sigh, but stopped himself from doing so. “Just… I don’t know how much longer we can keep telling them that.”

“No need to fret. You’ve done an excellent job consoling those ponies,” Celestia started to say and a hint of a humble smile appeared on Headsworth’s face. “Though, I think we know of a way to solve this problem, but we’re going to need your help.”

He gulped and nodded. “Anything.”

“Good. We’re going to need every filly and colt you can get to come over for a very special sleepover.”

“Oh…” the unicorn said as he mulled it over, and his eyes started to go wider. “It’s… it’s so symbolic and… and… brilliant! Like a way to help unify everypony by getting the younger generations to come together for one night in the royal castle. Everypony would see it as a show of togetherness in these trying times, and fill their hearts with pride and strength.” The unicorn stared in awe with his mouth partially open. “Is that what you mean, Your Majesties?”

Celestia nodded confidently. “Of course.”

It was more than they could have hoped for.

This was the largest meeting hall in the castle, and usually it would have been for a large banquet; tables filled with food and chairs for everypony in the land to sit. But now, the floors were covered in blankets and mattresses, with pillows stacked up high for everypony... or everyfoal.

Practically every filly and colt in the land was here, or at least as many as Headsworth was able to muster up over the last two days. It looked like a sea of different mane colours and coats from all the unicorns, pegasi, and even some earth ponies who were in the mix. It took a while to herd everypony into the room, but by sundown the doors had been shut and the sleepover officially began. The chattering of foals talking with each other filled the room, but they quieted down as soon as Celestia addressed the crowd.

“Thank you all for attending the royal slumber party!”

All eyes turned to watch as she walked out onto a small stage on the side of the hall, a platform where a band normally would have set up and played in the background. There were thick red curtains behind her, with Luna sticking halfway out from it, tending to the creature hidden on the other side.

“Is everypony here excited? You’ll be having some fun tonight!” Celestia said as the ponies in the room started to cheer. She smirked as she listened to them and looked around the room at everypony’s smiling face, but when she saw Candy sitting in the front row with the same smirk, the two nodded knowingly at each other.

“Well…” she started, waiting for the room to tone down a little. “Tonight we’re going to play a little game and meet a new friend. A night of fun where we’re going to learn a little about each other and a lot about ourselves.” She pointed her hoof back at the curtain. “Now let's have a look at our friend here… you can come out…. Don’t be sh-”

The main entrance doors started to swing open, cutting Celestia off as she glared at the intruder. Headsworth poked his head in, “Did you need any snacks or refreshments? Maybe some more blankets or pillows? I think I found some more in the secondary backup storage room, maybe I could bring those i-”

“No!” Celestia shouted out as she tried to close the door with her magic from across the room.

“B-but-”

“We are fine in here for tonight! This is a sleepover for foals only and I don’t want anypony disturbing us at all. And. That’s. Including. You!” she punctuated with the door shoving Headsworth until it finally boomed closed, and the sound of a heavy locking mechanism rang out in the halls right after

The room fell silent as Celestia regained some composure. “Well… no adults tonight, and no rules!” The room erupted into a cheer as if she just declared a national ice cream day.

The loudest of cheers and excited faces were in the front, squished in tight to get as close as they dared. However, there were a few in the back, sitting in small groups while they watched the stage. Practically everypony in here had on pristine dresses or bowties, the best that their parents could send them here with. It was a shame that so many of them were going to get ruined.

Celestia opened her mouth again as she pointed to the curtain, but she paused for a moment before looking back at the crowd with a grin. Another idea turned in her mind the more that she thought about it. “Now... I need a few volunteers to get the activities for tonight started.” Before the words fully left her, hooves were already shooting up in the air, each waving more frantically than the last. “Alright, you… you… you two… you, you, you, and you.”

By the time she finished picking a few in the front, they were already making their way over to the stairs on the side. She turned from the crowd to go and meet the first one, a cyan coated unicorn filly with streaks of red in her purple mane. “Welcome,” Celestia said, shaking her hoof and pulling her in for a quick kiss. The filly’s eyes went wide, her lips twitching to speak but nothing coming out.

The room went silent, save for a few ponies who were still chatting away in the back who might have not seen exactly what happened from that distance. Celestia pointed to the center stage and the filly walked over like she was just learning to use her legs for the first time.

The second pegasus filly already had a blush on her freckled face as she glanced between the middle of the stage and the princess. As soon as Celestia moved in, the filly stuck out her lips too. The second followed the first filly, with the third getting a quick peck before joining the rest. The fourth in line however was a colt, with redness piercing through his brown coat. He didn’t dare make eye contact as he stepped closer, looking almost anywhere else but at the princess.

“You too,” Celestia said with a smirk and gave him quite a lot more than a peck. His eyes squeezed tight, almost like he was preparing for the heavens to smite him down if he even thought about twitching in the wrong way.

“Mmph!” he let out as she pulled back, finally giving him a chance to breathe. “You’re welcome!” he blurted out, before freezing in place as the two stared at each other. One might have not even realized his face was brown with the way redness flushed over him. He finally snapped to and hurried over to the center stage like his life depended on it.

As the last of the line was greeted and herded to the middle of the stage, Celestia stood in the front. “Now, I know lots of you might not know each other, so we’re going to do a little friendship game of sorts before tonight's main event starts. I want each of you to grab a partner or two and follow along.”

The crowd started to move around and partners began finding each other quickly enough. “Good… now on to you,” she said to the volunteers behind her. The only three colts on the stage paired up with a filly, but two of the girls on the end had to partner up with each other; they should be fine with that arrangement.

The brown colt and cyan-coloured filly were paired up. Celestia ushered them over to the edge of the stage, noticing as they went that their hooves weren’t completely made of rubber anymore. “I’ll need you to help demonstrate to the crowd,” she said, watching the colt nervously gulp as she gave a sly smirk. Celestia then turned to the filly. “And you, I’ll need you to just turn around and enjoy.”

The cyan filly looked confused, but turned around until her rear faced the crowd. Celestia’s horn lit up, gently brushing through the purple tail, pushing it over just slightly, but not enough to give everyone an eyeful just yet. “We’re going to be playing some tail games tonight,” Celestia said out loud. “But we’ll be looking a bit more at what's under the tail.”

“Eep!” the filly squeaked as Celestia moved the tail to the side, letting everyone see those soft untouched folds underneath. A few gasps and quiet murmurs came from the room, but that wasn’t going to be stopping the show.

“Now I’m sure many of you haven’t gotten familiar with another pony down there, so today’s your lucky day! We’re going to be doing a lot of exploring and it’ll make for the funnest sleepover you’ve ever had. I just need a little help to demonstrate…” Celestia looked over at the colt and gestured him closer. “We’ll start with something simple... touching it.”

The colt looked like she had just asked him to touch lava, but with a small nod he lifted his shaking hoof closer to the filly’s rump. He stared at his target and could see everything; the crowd could too. The room was almost silent as the distance closed and his hoof landed right on the cheek of her butt. “Closer…” Celestia whispered to the two of them, and reluctantly his hoof squished right against her outer lips.

“Excellent!” Celestia cheered. “That’s the first step. You can feel around there and start rubbing it too.” Her smile only grew and his hoof started to move back and forth, like he was petting the delicate head of a tiny bunny. “And what does she feel like?”

“U-uh… h-h-hot?”

“Hot. Yes, it’s warmer back there, and if you keep rubbing, soon you’ll find it getting hotter, and even wet! If you start feeling some dampness on your hoof, you're heading in the right direction!”

The room was still dreadfully silent; she’d probably be able to hear a pin drop if it wasn’t for the volunteer filly breathing just a little harder than normal. “Now, let’s go over this again with your partners,” she said to the crowd. “Lift your partner’s tail… go on… there we go! Put your hoof between their flanks and keep it there until I say so!”

It was like she was conducting a naughty orchestra as more and more of the foals started to follow along: some nervously, some obediently doing it right away. The result was still the same: a small squeak here, a subtle huff there, and the beginnings of a moan somewhere in the middle. “Don’t be afraid to play around with your partner, rubbing it… licking it… extra praise if you give it a kiss!”

A few seconds after she said that she spotted a few heads slipping underneath tails, eliciting distinct squeaks of surprise. She licked her lips at the sight, ears twitching as the virgin sounds started to build. A sudden whoomph came from beside her as her wings shot out.

This was a great start to the night.

It seemed like a fair amount of the attendees had gotten the hang of things. Candy had moved from her spot on the side, disappearing into the crowd, probably helping guide a few of the more reluctant ponies. All the while, most of the other volunteers were starting to join in with their partners for everyone to see. But even with all of that going on, there was one thing that was missing. “Oh, and we almost forgot about our new friend we wanted you all to meet,” she said out loud for most to hear… although some of the really eager ones were too distracted.

She turned around to start heading to the curtains, but two things caught her eye. First, there was a freckled filly paired with a cute orange colt. She looked to have taken some initiative and was fondling his dangling fluffy orange orbs. There was just one more adjustment needed....

With a quick magical grab, the two foals were lifted up suddenly, brought to the front of the stage and rotated around so that everypony could see under them. “You’re doing great,” she said with a smile to the startled foals. “Just let everypony see what you’re doing to him so they can follow along too.”

The second thing she noticed was that the two fillies paired up at the end hadn’t made a move on each other, and were awkwardly shifting around as Celestia approached. “D-do we have to?” one of them - a marshmallow coloured pegasus - timidly asked.

“No, you don’t have to, but you’d be missing out on a lot of the fun. Hmm… were you looking for something else? Maybe a colt perhaps?” The two cautiously shrugged, but the other yellow unicorn slightly nodded. “Well… if you follow along and try it out until the end, we can look at getting you paired up with any colt that you like in here… or…”

“Or we have something else in mind! Our friend is back there and I need two volunteers to help get things started. It is going to be quite a bit more than just a hoof back there, but I’m sure you are up to it, The Helpers of the Princess?”

The two girls looked between each other before nodding. “O-ok, I think we can do that.”

“Sure, we accept!” the other one said, as she took a deep breath, trying to look braver than her shaking hindlegs let on.

“Perfect!” Celestia smiled as she moved, flicking the tip of her tail along their chins as she passed. “Come along now.”

Just as she neared the curtain, Luna’s head popped out. “I thought you’d never get over here!” she whispered harshly. “I almost had to have all the fun for myself, and have it worn out before it even got to meet our guests.”

Celestia just rolled her eyes and smirked. “That would be a shame if I wasn’t able to watch.”

Luna tried to hold back a snrk but a small chuckle still came out. Their eyes danced over each other, subtly biting their lips trying to hold back the hunger that was inside. Luna’s gaze switched to the two fillies behind the princess.

Celestia took note and promptly welcomed them into the discussion circle. “Here are two of the girls who are going to try out our new friend first. I’m sure it’s eager to meet everypony.”

“You have no idea,” Luna commented as a pink tendril slipped from the curtain below and rose up between the four of them. Luna gave it a little pet on the top of its bulbous head as it pointed back and forth between the two new girls.

“Go on. Say hi to our tentacled friend here,” Celestia said. “It wont bite, but it will be giving you all a big hug soon enough.”

The two glanced at each other for some reassurance, but the marshmallow coloured pegasus was the first to speak up. “Hi, ummm… tentacle?” she said, looking at each of the princesses to see if she was actually doing this right.

The other filly walked up and put a hoof around the wiggling limb, politely hugging it against her chest like a new friend she just met. “Nice to meet you, I’m Lemon Haze, and that is Sweet Puff. The princesses said you liked hugs,” she said with a smile, but then started to blush and looked to Celestia, “W-was that too much, Princess?”

The tendril had curled around the back of her neck, but didn’t look like it was ready to pull away from the hug anytime soon. “That was perfect,” Celestia said as Luna’s horn lit up, the red curtains starting to part as more of the pink tendrils began snaking their way onto the stage.

The two fillies' eyes went wide at the sight of the full creature, and it was getting much closer too. The yellow unicorn’s hug started to become something more as a few tendrils slipped by her legs, feeling around the base of them before slowly making their way up.

“Now is the fun part. You just need to go ahead and hug it. It will take care of the rest.”

The yellow unicorn spread out her hooves as the creature started to pull her in closer, wrapping around her hindlegs and plucking her up off the ground. She gulped as she looked at Celestia. “Is it going to be… touching me… y-you know?“ she said as she pointed back with a tilt of her head, not wanting to say those words.

“Excessively, but our friend knows exactly what to do so you’re in good hooves... or, well… tentacles,” Celestia said with a giggle.

“Eep!” Lemon Haze squeaked as she felt more than a few somethings between her legs, caressing and certainly making up for the rubbing practice she missed earlier.

“You too,” Celestia said to the marshmallow pegasus as she stroked a hoof all the way down her back, right to her dock, getting a heavy shiver as she lingered at the end. It brought a smile to her face when feeling the filly’s natural reaction; it was the start of many more new experiences to come.

Reluctantly, Sweet Puff started to reach out to the creature like a puppy asking to be picked up. The pink tentacles couldn’t help but oblige as the mass pressed against her, wrapped her legs up and pulled her into the blanket of limbs. It wasn’t long before the both of them were making soft but shaky coos as several tentacles rubbed down below; they hadn’t gone inside yet, but that was all but inevitable.

Celestia started to walk out to the front of the stage as Luna fluttered on top of the creature, grabbing onto a few tendrils like a pair of reins, ready to herd it along.

“Now the next part!” Celestia announced, getting the attention of the volunteers on stage and many more in the crowd. “The main event for tonight. Let’s meet our friend and honoured guest, and show them how welcoming we can be. I do want everypony here to give it a big hug! But don’t be surprised when its tentacles hug back... or more; it really likes to play under ponies’ tails. Let it, and it will really show you how to have fun!”

There was some confusion on a few of the faces who were watching her, especially as the two fillies on board the creature left little to the imagination with their legs spread and pink tendrils pushing inside. Their soft coos were getting deeper and turning into heated pants as the real fun began.

Celestia didn’t pause for a moment as she called out to her volunteers, “Let’s give them a good example. Just go up, hug some of the tentacles, and it will take care of the rest.” They looked between each other and after a few moments took some cautious steps forward. Some grabbed onto the mass, while others stood still as the tendrils moved their way. One by one, each of them were lifted up or buried right inside the wiggling nest.

“Hyah!” Luna shouted as she whipped the tentacle reins, driving the creature closer to the edge.

Celestia stuck her head close to the mass as it moved by, whispering into it like it had an ear somewhere in there. “This is a good start, but prepare yourself to last. There are a lot of ponies here just for you tonight, and you don’t want to disappoint.” She couldn’t help but smile slyly as she looked between it and the crowd. “We expect you to have every one of your tendrils inside somepony here. Every. Single. One.”

The creature’s entire body shivered and a few excited chirps came from it. With that, and how a tendril reached and gently stroked her cheek, she was pretty sure the creature understood the message. There were more than enough fillies in here, and even a few colts if the creature really wanted to experiment.

Soon tentacles were flowing over the edge of the stage and onto the main floor as the rest of the mass followed. Luna pulled back and forth at the reins, getting it to move from side to side to wherever the most ponies were at the time.

Those that were in the creature’s way were practically sucked in, disappearing under the wiggling limbs. Some trailed behind, obediently following directions and getting close enough for tendrils to reach out. Others were caught completely off guard, like one filly who squeaked out in surprise as she was picked up, probably not even realizing the creature was approaching since she had been on her back with a colt’s face buried between her legs.

Her wide eyes staring down at the creature in shock probably meant that it was the first time she had even noticed something non-pony was in here. She squirmed in the creature's grasp as another tendril slipped between her legs. The tip glistened, looking like it was already pre-lubricated. It rubbed against her folds, pressing right in the middle as it threatened to go in.

Her eyes looked around desperately for somepony else, only to find Luna staring right at her and quickly grabbing on to one of her flailing hooves. The filly’s world seemed to pause for a moment as Luna pulled her in, getting just close enough until the princess stood up and kissed her.

Celestia smirked from the stage, watching with throbbing wings at the sight before her. There were two pink tendrils already buried under her sister’s tail and they probably had been there from the start.

With the creature parked in the middle of the crowd, and all the volunteers brought along with it, Celestia remained the only one on the stage. Her flanks were already burning at the sight of the ponies wrapped up in the middle of it all. With a small hop, she spread her wings and glided off the stage, landing onto her hooves a little less than gracefully with her stiff wings. But as her eyes looked around at others in the crowd, she saw that there were still some that needed to be corralled closer.

Sweet Puff’s body shook again and another muffled moan came out from around the tendril slipping in and out of her throat. It was hard to do anything else besides that, being all the way up to her neck in the wiggling mass; she couldn’t see any of her white coat anymore.

She had lost Lemon Haze somewhere underneath, but she was pretty sure the other filly was in the same predicament. Another shudder rocked through her body from the tendrils down below.

Everything had moved so fast since she was up on stage. At first the creature’s hugs were all over as it held her tight against its form, sliding between her legs as it felt everywhere. The princess had said it was going to touch under there, and she hadn’t been joking; it was like a dozen hooves were eagerly feeling every spot from her belly to her tail.

She could feel heat and wetness there, and before she knew it, the touching had turned into pressing as one of its tips slipped further in and opened her tunnel for the first time. It went at its own casual pace, but it was enough for her to let out hard huffs as she felt herself stretch. She could see it slipping in if she looked down, and everypony in the crowd could too as well; eyes had been focused right on her and Lemon Haze.

A blush was on her face. She tried to be proper for the princesses, but she couldn’t do anything, and the increasingly loud moans only further dashed her attempts at any semblance of formality. Lemon Haze’s tongue threatened to roll from her half open mouth, and had a hard blush on her face as she struggled to keep her eyes open while everything started to build up. Sweet Puff squeezed her eyes tight as soon as the tendril started to move in and out; she probably looked exactly like Lemon right now.

The length inside her felt hot, spreading her sensitive tunnel open for the first time; she had never even thought about something going into her like that until the few moments before the creature wiggled its way in. There was a discomfort that came with the stretching, but the constant sliding brought something else with it, a tingle of sorts that had her breathing harder and squirming at the hints of pleasure. Plus all the poking, rubbing, and sliding along the rest of her fillyhood was starting to light up buttons she didn’t even know she had until now.

She huffed hard again as she caught the end of the Princess’s short speech to the crowd and watched as more of the volunteers jumped, climbed, or were pulled into this wiggling mass. She could already hear the subtle gasps and squeaks as the other foals were getting tended to.

When she was able to focus and look down, she couldn’t even see her body anymore. The pink tendrils were pulling her in deeper as the entire creature moved. Her stomach dropped a little as she felt it go off the edge of the stage, though she didn’t really know what else was happening out there as her entire world went pink when her head dipped below the surface.

It was hard to tell if the creature was moving or if it was just her, but by the sensation in her stomach they seemed to be headed somewhere around the room. But even if they were moving, the tendrils didn’t seem to be too distracted. Its movements still sent tingles down her spine and a euphoric wave of pleasure along with it every time it pressed back into her.

Focusing on anything else besides the area between her legs was hard. Light from above occasionally broke through the many limbs that kept her suspended. She was so very close to the surface, yet she couldn’t wiggle any higher, only able to bob in the sea of limbs she was swallowed by.

Luckily, the light got brighter and as she felt the creature slow to a halt, her head breached the surface. She gasped for air as hard as she could through her nose and the sides of her occupied mouth. However, Sweet Puff had a few moments of respite as the tendril inside her fillyhood pulled out Though, her respite didn’t last long as what felt like a new tendril began pressing into her entrance, replacing the old one.

Her eyes widened as another slithery appendage slipped between her flanks and started pushing into somewhere else entirely. The tendril already felt hot and slick, slipping inside her butt without much difficulty no matter how tightly it felt like her rear was trying to squeeze it. She pushed out a throaty moan around the tentacle lodged in her throat. It wasn’t entirely the same feeling as how it felt in her fillyhood, but it still added to the unending shuddering rippling through her body.

But even as the tentacle kept her on this pleasure-filled ride, she could still catch a few things happening in the room through her half-lidded eyes. She watched as a filly was hoisted into the air, squealing before the lunar princess herself reached out and kissed that filly on the lips.

And with that, she could also see under the princess’s tail, getting a clear look at those midnight folds spreading open, revealing hints of pink underneath that were almost the same color as the tendrils. An anxious swarm of butterflies formed in her stomach as she stared; she didn’t know if she wanted to look, or even was allowed to look for that matter, but Luna was drawing closer with each moment, and she couldn’t pry her eyes away. But a sudden rush of sensations was enough to break her gaze as she squeezed her eyes closed for a moment and squirmed in her binds.

Luna was close. Really close. The princess’s soft fur pressing into her face snapped her eyes back open to a sight she’d never thought would happen in all of eternity. Pink had given way to the many shades of blue that surrounded half of her vision, and a darker nub that came out from the lowest parts of the princess’s belly.

A comforting warmth touched against her face and there was a noticeable poke from the princess’s other hardened teat pressing into her cheek. There was a subtly regal scent that seemed almost as fresh as midnight air but muted in a strange way, like it was a shadow of an actual scent. This royal sleepover was far from what she could have ever imagined. Her mother never could have prepared her for being stuffed face first and moaning into the underbelly of the princess, feeling what was most likely the princess’s own filly juices dripping down the side of her neck and soaking into her fur.

There was no being prim and proper for royalty now. Not here. So she didn’t even try anymore. The wet shlicking sound rang out from the tendrils right beside her ear, and she moaned without any hesitation, joining in the chorus of other foals singing their pleasured song.

She could feel a noticeable bump on the princess’s belly sliding inside rhythmically, pushing more against her cheek every time it happened. The thought of that tendril inside Princess Luna being exactly the same as what she was feeling thrust into her own fillyhood made everything feel that much sweeter.

All these pleasures kept building upon each other, stacking inside her until it felt like there was nowhere else to go. Her eyes squeezed shut, focusing on the tentacles taking her from all angles. Each of them were moving with their own rhythm, but when they all synced up for one thrust, it was enough to send her off the edge into something entirely new.

The pleasures exploded out from her belly, shooting down each one of her hooves and flooding her head with a euphoric delight. Her limbs wiggled and her core tightened, but the creature held firm and she didn’t go anywhere. She could only let out her muffled cry and press her face more into the princess as a noticeable squirt of wetness ran down her leg.

Even as she huffed out through her nose, the tendrils still kept up their movements, keeping that glow alive in her belly and stoking the flames of pleasure in her once again. It was hard to focus on anything else. The several moans and squeaks from who knew how many foals filled the air and seemed to blend together. She was sure that somepony’s leg was on her belly, but that was about all she could really notice before another of those pleasure bursts were soon upon her.

Her world felt hazy as everything once more turned to pink and her head dipped below the surface. The princess had either moved or was pulled away to somewhere else. She breathed hard, and her pants went up to another level each time the creature brought her to her peak again and again, one time after another until she could barely even wiggle her limbs anymore.

She felt so exhausted, so tired. It almost felt like she was entering a dream as she stayed in the sea of wiggling, thrusting, and rubbing appendages all around her. It all felt even stranger as she was suddenly laying on the floor with her head on the belly of some yellow pony just as exhausted as her.

Lemon Haze maybe?

She couldn’t tell.

She couldn’t even tell what the pink blur moving away from her was.

All she wanted right now was to sleep for a little bit.

“Ohhh… ohhh… ohhh,” one of the colts called out in time to the rhythmic plap-plap-plap from his hips slapping into Celestia’s flanks.

He had a soft lime coat, and a teal mane and tail, with a checkered bow tie around his neck that was barely holding on and probably wouldn’t last the rest of the night. The colt stammered and blushed when Celestia had rounded up on him, noticing his colthood sticking out at attention from all the sights and sounds.

But his hooves seemed like unmovable pillars of stone when Celestia revealed what was under her tail, and blushed profusely. He practically had to be pulled with her tail to actually mount her, but as the tip of his colthood found Celestia’s welcoming folds it wasn’t long before life sprung to his legs.

His movements were jerky and uncoordinated, but after some experimenting he found a motion that they could both enjoy. She couldn’t help but chuckle to herself as she watched the rollercoaster of emotions flashing over the colt’s strained face. “P-Princess Celestia, y-you’re so hot… it… it hurts,” he squeaked out as he squeezed his eyes closed.

“Oh? Do you want to get off?” she asked with a devious smile, watching the colt instantly shake his head as his hips found the energy to move somewhat faster. His little colthood was trying its best and the small massage inside of her was nice. Her body rocked gently every time his hips clapped against her rump.

The wet slapping was getting louder as he thrust harder each time in more sporadic movements. The colt's face tightened and his moans were turning into gasps when he remembered to breathe. His tail flicked out when he sunk in as deep as he could with one final push.

“A-Ahh~!” he practically whimpered as the rest of his body went forward until the weight of his light frame was fully resting on her back. Celestia could feel the throbbing inside of her and clenched her tunnel down around him, milking it for all that it could give, and making him squeal out a noise that could rival any other filly in the room.

A center of coolness on the fire grew inside her as his freshly made seed came flooding out and splattering down to the end of her tunnel. His legs shuddered hard and his breath shook as the last of his orgasmic throes came to a slow end.

“See, I knew you would enjoy that,” Celestia said with a smirk as she relaxed her grip on him and heard him softly grunt. She took a step forward and he slipped out of her. He felt like a sack of potatoes on her back as he panted hard into her mane. By the look on his face he might have been hard pressed to even tell somepony his name right now.

“You did good,” she said as she nuzzled against his cheek. She slid out from under him, but his rubbery legs were no match for when gravity took its hold. The colt slumped right onto a nearby mattress as Celestia’s eyes searched the room before heading off.

Celestia’s hips rocked as she patrolled through the crowd, lending a helping hoof to a foal here or there, or some guidance to some reluctant souls who needed a quick refresher of some of the basics. One group on the side - a few fillies and some colts - were huddled against the wall, glancing all around the room like a bunch of nervous puppies.

She could see their ears perk up as soon as they noticed her approaching and staring right at them. Their whispers weren’t heard over the melody of moans, gasps and other wetter noises; those noises would have given cover for her approach, but she wasn’t exactly trying to stay hidden. Her hips bounced with glee as she strutted forward. The remnants of her gooey little snack was coming out from her slit, dripping off her clit and onto the floor.

“Hey, what’s going on over here? I don’t see any fun going on.” Celestia smirked. She watched them desperately glance at each other, wondering who was going to speak first. It looked like they wanted to just jump through the wall, but unfortunately for them, there was nowhere to go. “Come on and join in. Just grab a pony, anypony, and let’s all have some fun.”

“P-Princess Celestia, I… I don’t think we-”

“Now, now,” Celestia said as soon as one of the fillies tried to speak up. “You don’t want to go and ruin the spirit of this slumber party, now do you?” A few of them shook their heads. “Good! Now come along,” she said as she reached out her hoof to the filly who spoke up.

Hesitantly, the filly grabbed her hoof, taking a few steps forward as Celestia guided her in the direction of the creature before the princess helped a few other ponies up with a wing. “Our friend will be able to teach you everything you need to know!” She giggled a little as she followed the foals from behind, herding the group to the center of the room with the mass of wiggling, grabbing, and thrusting tentacles being more active than ever.

They had to step around a few ponies too busy having their own fun, and as they got closer, even a few who looked completely spent and fast asleep lying in a sticky mess. Even if a pony was blind they would have been able to find the creature by following where the most moans were coming from.

Celestia thought it was cute watching them from the back. A few of their tails swished from side to side, barely showing anything to all but the most watchful of eyes. Some had their tails squished firmly between their legs. A few foals gasped and even glanced back with a bright red blush as soon as Celestia’s magic started tickling right under the base of their tails.

It wasn’t on any particularly sensitive spot, but playing with the soft fur along their docks was enough. Tails were instinctively starting to flag, fillyhoods and tailholes revealed, and even the colts were starting to droop out from their sheaths. Celestia could feel the throbbing in her wings coming back the longer she stared. But at least she didn’t have to focus on walking anymore: they were here.

They all stopped and stared at the creature, lifting their legs when a tendril or two wiggled by. But with magic, hoof and wing, Celestia spun them around to look at her and have their butts pointed right at the creature. She smiled again as she looked the group over. “Perfect.”

“Now… make sure your tails are up. Use that little tingle to help and just focus on that.” Her horn lit up for one last feel on their docks, earning a few more gasps and blushes from the various faces. She moved forward and pressed on one of their chests, it being enough to make all of them automatically walk backwards as a group until they were practically sitting on the mass.

Each of them fell back a little, and Celestia could already see a few of the tendrils curling around limbs or hugging onto them. The way each of their faces lit up with varying degrees of curiosity, nervousness, and surprise was just so adorable to her. A small squeak came from one of fillies and Celestia sauntered right over, kissing her until the filly let out a longer moan. “Perfect,” Celestia said once again as she pulled back and licked her lips.

She didn’t stop there. Going down the entire line of them, she gave them each a small kiss on the lips. “All you need to do now is to sit back and enjoy. I hope to be back later to have even more fun with you all,” she said with a wink as she started to leave and circle around the mass.

The creature’s chirps now sounded much deeper, like a low rumbling that came from within. It was keeping up its pace very well, and she could see several different coats and manes within, or limbs, butts, and other parts of a pony sticking out.

There was even one who was strapped to the side of the mass. He looked like he was in the middle of a pleasure-filled ride as he was being rutted from both ends, but the uncomfortable look on his face was obvious every time one of the tendrils tried to poke into that tiny hole on his colthood. There was no way that was going to work with a tentacle that big.

“Oops,” Celestia said as she hurried over to help. “Heh, you don’t want to try sneaking into that spot,” she said as she quickly grabbed the tendril and the throbbing part of the colt. He reflexively shuddered and gulped as soon as he felt the hoof, and his eyes went wide as soon as he saw who was touching him there.

“Instead, you want to make sure it’s nice and slippery,” she said as she tested him with a hoof and spurted some more liquid out from the tentacle’s tip.

“Mmmm~” the colt moaned as Celestia made sure to thoroughly test it again.

“See, he likes it!” she said with a sly smile as she manipulated the tendril around his shaft. “You want to coil around it, and just rub up and down like I did… like you’re making your own tunnel and pleasuring his tentacle!”

The colt let out another heavy moan and his eyes practically fluttered as it moved.

“Hehe… there you go!”

Satisfied that it all had been corrected, she looked back up at the colt before moving over to give him a kiss on the cheek. “I hope that’s much better for you now…” she said, whispering in his ear and making him practically shiver.

The blushing colt could only nod slightly and let out a muffled, “M-mmmhmm,” as his eyes rocked back in absolute ecstasy before an audible squirt came shooting out from between his legs.

Celestia couldn’t help but giggle as she patted him on the head and went back to her rounds around the room, making sure that everypony was having a good time.

The moans had started to die down by now, save for some foals who were still up and playing, or were one of the few who were inside the creature’s tendrils. Celestia walked around, watching over the exhausted foals as many of them cuddled into the blankets and pillows that were laid out for them. Many of them were still wet with miscellaneous juices and fluids, but few seemed to notice.

Celestia could feel something dripping from her own flanks; two wet trails of more than just her fluids were coming from both of her rear holes, globs leaving her thighs and splattering along the ground as she moved. There were many snacks that she had in one way or another. She licked her lips, muzzle still wet from the many ponies she met tonight. But there was one main course that was yet to have the attention it deserved.

With nopony looking like they needed her special encouragement, she started to head to the center of the room, nearing the pink tendrils still wiggling and slipping into the few holes underneath. Her wings helped her flutter up onto the creature, and she plopped her belly down on the top of it.

“It looks like you have done quite a good job tonight, helping everypony here have their own fun,” she said as she played with a tendril in her hoof, and rolled a few more of them together between her thighs. “Now… it’s time for you to have your own reward for tonight, don’t you think?”

A low squeak came from the creature below her and she smirked. “That’s what I thought.” She leaned in close to the creature, almost like it was just the two of them and she was just whispering to a friend. “I want you to finish. And not just any finish. A finish just as hard as you made every filly and foal here finish tonight… and I think I can help you with that.”

Celestia smiled as she lapped at the tendril in her hoof, licking slowly around the tip and swirling her tongue right around the hole in the middle. The exotic grasses that this creature tasted like were mixed in with more than a few different flavours: distinctly feminine and pony-like notes that tasted as sweet and as varied as a fruit bowl.

It was a nice start, but there was one thing missing. She was the only pony at the very top of the creature, and the previous owner of the pile was nowhere to be found. Celestia looked around the room for a few moments at all the pastel coloured coats and discarded dresses, until she found the unmistakable blue of her sister’s leg sticking up in the air from a pile of spent foals.

“Humminah… ah… haaaa…” Luna softly mumbled out. Celestia’s magic lifted her out from the pile and over to them, setting the filly back down on the top of the creature. Her legs were splayed wide open and it didn’t take but a few moments before the pink tips were searching between those midnight folds and making their way in.

“See… this is for you… don’t hold back,” she said with another sly smirk and a heavy lick on the tendril in her hoof. She could feel the creature’s entire body shake and a thick glob came rushing out as soon as she said those words. The creature might have been close, but there was only one way to find out.

Celestia looked back at the tentacles between her legs. They were already near, but the tips were quickly trying to rearrange themselves for entry. Instead she locked her two legs together and squeezed. The tentacles were barely able to pull out, but when they were free, they weren’t able to press inside with her legs clamped down like that.

A few pokes and prods happened, until a tendril was floating up, looking like it was analyzing the situation. “Heh…” she chuckled as soon as she saw one of them practically staring.

“I said, don’t hold back.”

The creature paused for a moment, but it didn’t take long before it started to move again with some speed. She could feel the change as a few of the tendrils wrapped around her core, tightening up and keeping her in place. Her legs were next to get the most attention as the slippery limbs tried to squeeze in between any small gap that they could find.

Celestia clenched her teeth and squeezed back with all her might. It kept them at bay for as long as she could before one of them finally wiggled in and started prying her hindlegs apart. With every little tug, more tentacles were able to wrap around her hindlegs and double the effort, slowly parting her gap until her muscles gave way and everything spread open entirely.

“Hehehe,” Celestia giggled out as she snapped her tail firmly down over her filly bits. Their grip tightened a little and she could feel another of the tips wedging itself through her tail hairs, getting just enough of a grip until it could pull.

“O-oh~!” she let out as her tail shot up in the air. It even lifted her rump a little as the tentacle pulled, completely exposing her backside now. With little in the way of pleasantries, she already felt two of the tips finding their marks, centering on each of her entrances and slipping their tips in. “Mmmmm~” Celestia let out as her head dipped down and she sucked at the tendril in her hoof.

The two intruders were already coated in a thick basting of wetness that mixed in with Celestia’s dripping holes. They wouldn’t have been impeded in the slightest if it weren’t for her tunnel squeezing them every time they tried to pull out. A noticeable ripple shook the creature below when she squeezed just a little bit tighter.

Luna’s eyes were starting to flutter open as she let out soft pants. “Ha… haaa… haaa,” she breathed in as the creature was slipping in between her legs with just as much enthusiasm. “S-sister?” she called out in a moment of confusion.

“Wakey wakey, Luna,” Celestia said with a small chuckle. “It’s time for the final rutting of the night.”

Luna’s eyes widened as she looked down and a sudden wave of realization washed over her face. A wide grin started to appear as she nodded, and hips began to move in time with the creature's thrusts.

“Mmmmm~” they both let out in unison as the wet sliding sounds kept a steady rhythm. However, they were already starting off faster than just a warmup. Celestia could feel each time it sunk into her and tapped at the end of her tunnel. It was enough to push her entire frame forward, and unlike any of the colts she met tonight, she knew she was going to be sore in the morning after this.

Though, as uncomfortable as that tapping was, there was still a fire turning into an inferno as the tendrils spread her wide and massaged every part of her inner walls each time that it sunk in. Her hips tried to thrust, tried to buck and help it along, but with how tight the tentacle grabbed her lower half and legs, there was little she could do anymore but take it. It almost was like that part of her wasn’t hers anymore; in fact it kind of wasn’t since she freely gave it.

The tendril in her mouth was starting to push further, slipping down past the point where she could breathe. Luckily, it came back up enough for her to take those desperately needed breaths, sucking in air when she could.

Celestia’s muffled chuckle still came out as her mind danced with thoughts and swam in the pleasures flowing through her. The creature certainly was doing what was asked of it. It was going at a hard, steady pace in every orifice she had, trying to get itself to the end after a night of being on the edge.

With the building fires in her stomach ready to explode, she wondered who was going to be the first. But as the critical point was reached, it was clear which one of them it was going to be. “Mmmmaahhh~!” Her belly tightened and tunnels squeezed with all their might, slowing the tentacles down for just a moment before a fireball of pleasure detonated inside her.

“Mmmph… mmmph,” she let out as she felt her wetness shooting out, spraying the tentacles with hot pulses of her juices everytime the tendril pulled back. But the creature didn’t pause, didn’t slow in the slightest. It carried the flames of her orgasms on far longer than it had any right to, until only a few small spurts were coming out from her; the raging inferno had been placated for the moment, but the tendrils were quickly adding fuel again.

She thought the creature was on a hair trigger when she first started, but that was obviously not the case any more. Even as she was brought closer to her next orgasm, each ripple from the mass brought hope of it cumming soon. She was stuck in the creature’s binds and there wasn’t anything she was willing to do to stop it.

Celestia couldn’t help but look over to Luna, watching as the already-spent alicorn was taken over the edge for who knew how many times this night. The yellow glow of Celestia’s magic pulled at Luna’s body, sliding it over just a bit more until she was close enough for her to nuzzle into her sister’s neck. They couldn’t say anything intelligible, but they could spend the final moments of the night together.

Something suddenly felt like it changed when the creature let out another deep chirp and another strong ripple went through it. The tendrils started to pulse and grow thicker, stretching her tunnel wide. It was so very close to cumming and she could do little besides endure the ride as it pounded into her. Even Luna was grunting out, huffing hard and squealing as another orgasm hit her.

With one final thrust, her fillyhood, thoat, and butt were stuffed to its limits. The hard, heartbeat-like throbbing from the tendrils counted down until an absolute torrent came shooting out, flooding her body with heated liquid in an instant. Instinctively she gulped, her throat massaging the length as it filled her tummy while the rest of her was filled from the other end. Her tunnels clenched again, reveling in another wave of ecstasy as her fillyhood was filled to capacity and overflowed; even her tailhole had cream slipping out from inside her when it got too much.

Her vision went white as soon as she heard the tips shooting out from every angle, covering her fur as well as everything that was in the splash zone of the creature. She didn’t hear it, but could only assume there were a few surprised foals in the room from the orgasmic sea this thing created.

It didn’t last more than a few moments until it completely stopped and she felt gravity take hold again as the creature limply started to drop. Her hoof wiped her muzzle and slid the tendril out of her throat until she could breathe properly. That was all she could do before her hoof fell back down; it felt so heavy.

She tried again to move, to stand and get up, but only her mind imagined that while her limbs felt so exhausted. Maybe it had been all the fun she had around the room, maybe it was because of how late it was, or maybe it was from the absolute rutting that left her as a spent pile of goo.

Whatever it was, it didn’t take long before her dreams of standing were quickly forgotten about as she laid there huffing into her sister’s mane, using the rest of her strength to lean over and give her a soft goodnight kiss before sleep finally took her.

Celestia flipped to the next page and continued reading. “It was a creature designed to ravage ponies right from the start and seemed to get better at it the more it evolved. For the complete table of the evolution of tentacle tips, please refer to the detailed list in-”

“Oh! Appendix!” Twilight squeaked out as she grabbed the book to eagerly flip to the reference material on the back pages. She wiggled in Celestia’s lap as she searched through the small graphs and charts that went along with the example pictures, as well as a few extra notes that had been put there long after publication.

Celestia couldn’t help but chuckle at the filly’s eager pursuit for knowledge of any kind, and on this subject in particular. It was enough to bring her back through the ages to a moment much like this.

Her first times with a tentacle creature had been one that she most likely would never forget; the pleasures varied and immense from their friend so long ago. After that one memorable party with fillies and foals abound, it was enough to brighten the mood of the town for a while; an air of friendship and bonding from every foal being so very close that seemed to naturally spread to everypony else.

But with such a creature in the area, rumors became complaints, and eventually started to cause an uproar that could only be ignored for so long. Like many fleeting things in life, there was a hole that remained unfilled when they reluctantly had to say goodbye and let it go back into the wild.

“You said this book was very old,” Twilight commented as she peered through the pages. “What happened to them? Are there any of them still out there?”

The adult princess gave a small sigh as she looked to the window and out at the moon lit sky outside.

“There are a few who know.”

Author's Note

A story that I had taken more than a long time to write but it is now out! I hope that you all enjoyed the two princesses helping an innocent tentacle creature learn more about itself in this wild world. I’m sure the ponies of Equestria will be very grateful.

Also, I was able to get a picture commissioned for this story done by Nottrevbe. You can search for it on Derpibooru with the ID number 3103700.

If you like the story, please let me know with a comment below!