The Surprise Closet

by Deus Foalt

The Surprise Closet

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“No...no, but I took a left...why am I…”

Rainbow Harmony groaned uneasily before folding up her map, stashing it hurriedly in her saddlebags. She glanced quickly around, but all the crystalline hallways looked the same to her. Why couldn’t she have transferred to a school that wasn’t so confusingly laid out? Granted, there weren’t any other friendship schools, especially none accepting students mid-year, but...the map they’d given her to find her classes was woefully inadequate. It didn’t even seem to have any of the same numbers that were on her schedule. Now she was ten minutes late to her first lesson, and that was not a good look. She couldn’t even ask for help – everypony else was in class and nopony was in the halls to ask for directions. What was a young, lost filly to do?

Okay...breathe. The young pegasus inhaled deeply, doing her best to calm her wings’ nervous fluttering. It was her first day at this school; surely her teachers would forgive her for getting lost. It happened to everyone at some point, right? All she had to do was get going, maybe even poke her head into a door and just ask. Nopony ever really did any important teaching in first period, right? She’d just be asking how to get to her class anyway. It wasn’t perfect, but it was a plan.

Her hoofsteps echoed through the hall as she casually trotted up to the nearest door in the hallway she’d stopped in, glancing up at its number to hopefully use for reference if needed: 001-T. This one had a number and a letter, apparently. No matter; she didn’t plan on staying anyway. After pausing briefly to gather her thoughts, she pushed on the door and peeked around the corner cautiously.

“Hello…?”

Harmony’s eyes caught up with her mouth, and she realized that the room was empty. Her stomach sank as no matter how many times she combed the room, no ponies or otherwise appeared before her eyes. All she could see were tables, chairs, a bunch of school supplies, a closet, a coffee maker, and a fridge. Of all the rooms she could have found, she found the one with nopony in it? Heck, she'd even managed to find a room that wasn't even a classroom, just an empty teachers' lounge. Ugh, just my luck. I can’t ask the supplies closet for – wait, what?

The young filly paused mid-internal rant, before cocking her head and stepping into the room proper. Something about the closet did seem interesting after all. The door was made of a pretty kind of wood, painted a nice shade of pink with ornate swirls of white on it; far nicer than most closets usually looked. But, now that she stepped closer to read the plain piece of paper taped to the door, it said something else than what she’d thought when seeing it all the way back at the entrance. It wasn’t a supplies closet, it was a…

“...surprise closet?”

Now her interest was truly piqued. There were always rumors at her old school about how the teachers would party in their lounges when nopony else was around, with all sorts of neat stuff that was forbidden to students. While she was still very late for class and should probably have just left well enough alone, now she had to investigate. The rumors had always been unbelievable, but here she was, staring at a surprise closet, with no teachers around to stop her. Surely she could just look and then try to stumble her way into class, right? Nopony would ever know.

Despite any protests her conscience otherwise might have had, Rainbow Harmony soon found herself on her hind legs, stretching as far as she could to get to the handle. No wonder this was in the teachers’ lounge; she couldn’t even reach it! Maybe if she stretched even more, fluttering her wings for that extra height...just a little...bit...more…!

Ha! Got it!

Time slowed to a halt as she wiggled her forehoof around the handle, before falling back and tugging. It took a little effort to open the door, seeing as it was unexpectedly heavy, but soon she was rewarded with the slow creaking of worn-out hinges as the contents of the surprise closet were revealed. This was it; this was the stuff of legend that’d make her lots of friends! She’d be so popular and cool, right after she told them what was in this secret closet:

Nothing?!

Nothing. Not even shelves to put supplies on. At least, not as far as she could tell. The lighting from the lounge didn’t seem to spill too far in, and stopped halfway, almost as if the back of the closet was absorbing the light. All she saw was the rough, unfinished wooden flooring, and some weird metal bar things in between a gap in the wood, which only led to more darkness. There had to be something else here, though...right? In fact, if she squinted hard enough, there was...something shiny further back in the darkness. Maybe they just hid the good stuff deep inside?

After glancing briefly around to make sure she was still alone – she was, and the door leading into the lounge was neatly shut so as not to suggest her presence – she hopped into the closet. The inside flooring was coarse and prickly on her hooves. The air was ever so slightly musty and unpleasant. But she pushed forward, sinking deeper into the darkness as she moved towards the glint of light. Her vision was far from adjusted to the darkness in this half of the closet, but as she finally made it to the far end of the room, she could see that it was...just a shiny key, with the word “SPARE” engraved on it. Great. There was just a spare key? What a lame surprise.

But as soon as she started back towards the door, resolving that there really wasn’t anything worth discussing with anyone, she quickly experienced a much bigger surprise, if not the one she’d been looking for – the door swung shut, creaking loudly as it slammed back into place. Darkness became Rainbow Harmony’s world in an instant, lit only by a single pathetic shaft of light coming from under the door. She felt her heart leap into her throat; the surprise wasn’t that this closet had ghosts in it, was it? Quickly, she tried shoving the door back open – but it didn’t budge at all, seeming ten times more heavy than it had been just seconds earlier. It seemed not to matter how much she groaned and dug her shoulder into the door; she just wasn’t strong enough. Was she...trapped? It was her first day and she’d already managed to get stuck in a cabinet in the teachers’ lounge! And was it her, or were the walls slowly closing in on her? Were there ghosts?!

“H-help! Anypony, somepony! I’m stuck!” Harmony whimpered as her voice echoed around the interior of her wooden prison, and bounced back without an answer. “Hello…?!” She knew everypony was in class, but...this was getting scary. She’d gladly have agreed to detention for a year if it meant she could just get out of the increasingly-cramped, musty cabinet in the corner of the teachers’ lounge. But as it was, even after a few minutes straight of calling and pleading for help, it was clear that she would have to wait until someone next entered the lounge. The darn lounge was soundproof, probably to hide all the parties the teachers had in here...when they were actually here. So with a great sigh of defeat, she slumped down against the rear wall and plopped onto her rump, quietly sniffling as she tried her best to take deep breaths and reassure herself:

You’re okay...it’s stuffy, and cramped, but nothing’s happening...someone will be here soon...

Come to think of it, things weren’t that bad. Her eyesight had adjusted to the darkness now, and she could faintly make out some colors, such as some strands of her mane and coat. She could also still see the weird grate that she’d seen earlier, back when things were much brighter. Though she couldn’t see very far down it, when she put her ear next to it, she could hear some faint slithering sounds. Just what was it that she was hearing? Maybe this was the surprise; a hole that made weird sounds? Maybe it was the ghosts, but they just kinda played with stuff down that hole. Granted, none of this was really worth the trouble if it were true, but at least she wouldn’t come out of it with nothing to share.

Time passed. The ticking of the clock from across the room grew ever louder, and the little filly found herself shifting around more and more as that weird sound grew in volume too. Even her own breathing seemed loud now. It was weird, and she didn’t like it. She only wished she had something to do; despite how scary it was, she wished she had something (besides the useless map) to distract herself from it all. She looked through her saddlebags, hoping to find something else good, but no dice. She didn’t even have any homework to finish ahead of time since she hadn’t been to class, nor any textbooks. She’d even forgotten to bring her favorite book with her. All she had was that stupid map and the dumb spare key still hanging on the wall. She wished she had anything else with her right now.

Soon, she would find herself wishing she hadn’t wished that at all.

Her state of simultaneous boredom and anxiety morphed quickly into surprise as she felt something graze her hind leg. First and foremost it was cold, but secondly and more importantly, it felt...slimy. She couldn’t help but to let out a shrill shriek as she lay eyes upon what seemed like a snake, but...it wasn’t? There were no scales, no eyes, no mouth or slithering forked tongue. All she could see was one long, slick, dark-purple tendril rising out of the grate in the floor, curling over itself as though it were a snake being charmed by some music. With every inch that emerged, much to Harmony’s disgust, it got thicker and thicker, and somehow even more slimy than the tip.

“G...get away! Ew!” Though she had given up forcing her way out previously, she knew she had to keep trying now. She didn’t like the slowly-growing tendril, and definitely didn’t want to be trapped in a closet with it...but just as before, her full body weight being tossed around did nothing, other than to hurt her a little bit.

And much to her growing dismay, the tendril began slowly slithering its tip towards her general direction, almost as if it were playing with her. It was soon joined by not one, two, or even three more, but at least four more tentacles, each slowly emerging and waving back and forth in its own lilting rhythm. She flattened herself against the far end of the closet, kicking at the lead tendril as it approached. It appeared to hesitate, if only until its companions caught up, before continuing its predatory approach.

“Ew, ew, stay away! I-I’m warning you, I’ll...I – MMMMPH!” Rainbow Harmony reeled back, whining and squirming against the rough closet wall as she felt one of the tentacles launch itself into her mouth, which she’d conveniently left wide open while calling for help. Oddly enough, it tasted sort of like...grapes, but weirder. It would actually have been a somewhat pleasant taste if it weren’t for the fact that there was a slimy, wriggling tendril tracing around her gums and tongue attached to that taste. The tentacle lingered there, allowing her to get a feel for its slimy texture, grape flavor, and surprisingly tough firmness before slowly beginning to snake its way inwards. She flailed all four of her limbs, trying to use any of them to push the tentacle out of her mouth. The tentacle proved too slippery to get any real purchase on, however, and all she succeeded in doing was tiring herself out. It seemed not to be inconvenienced in the slightest, as well; she felt it still going deeper into her mouth. Past the back of her tongue, her tonsils...and into her throat.

“Ggh...hhhk...ghhm...hhhhk!” The pegasus filly floundered desperately as she soon found herself choking on the slithery intruder, who showed no signs of slowing down. Her vision blurred as reflexive tears sprang from her tear ducts, and her body shuddered as her lungs were deprived of their normal airflow. She couldn’t breathe – what was this thing doing? And...why could she feel it poking even deeper no matter how far it went? Would it ever let her breathe? Her mouth was stretched wide open by the tentacle’s girth now, drool running down the sides of her cheeks. Now wasn’t the time to worry about drool, though; she had to breathe!

“MMMMMHHGK—! Hhh...hhhk...hhhgg…”

Much to Rainbow Harmony’s relief, the thing had at least noticed her distress and – somehow – allowed her to breathe again, if only with great effort. Where before it had felt like she was trying to breathe air around a thick, solid snake, it now felt more like she was breathing in through porous, wet clothing; it was a difficult task, but it still let her breathe, if not with some discomfort.

She had bigger problems than discomfort, and even bigger ones than her tight throat bulging outwards under the girth of its uninvited intruder, however – almost as if they were coordinating their actions, three more of the tentacles now made their moves. Two of them coiled around the length of each of her hind legs, saturating her fur with moisture all the way up to her thighs, before collaborating to spread them so far apart she thought she’d split. One more wrapped itself around her midsection, pinning her forehooves tightly to her chest with one coil, two, three...and finally four. Finally, they all worked together to rotate her until she was left struggling in the air, suspended at a 45 degree angle that left her head close to the floor, her hind legs stretched out high above, and the back of her mane resting on the rough wood floor. Though she thrashed and “ghk”ed in protest, she could tell that her coiled captors were not going to let her go, nor could she kick herself free. The one slippery tentacle slithering constantly down her gullet was plenty slick such that it glided down with little resistance. It was clear that the tendrils could exert as much grip and force as they needed to to keep her helpless as she was, while also being slippery whenever they wanted.

“Hhh...hhhf...hhMMG! MMMMMGHH!”

The filly, though her sore jaw and throat had sapped her will to struggle, broke out in a new wave of choking protests as she felt a cold, gently undulating tentacle caress her special place. Nopony was supposed to touch her there, especially not a mass of tentacles intent on trapping her inside a weird closet on her first day of school! Why couldn’t it just leave her alone…?

Almost in response to her elevated distress, everything paused. The tentacle that was shoved down her throat stopped descending, but still remained where it was, keeping her jaw hinged open and her inner throat muscles quivering around it. The other tentacles also held position, even the one lightly resting on her privates, but soon she didn’t care too much about what they were doing. She heard – among the moist, whisper-quiet sounds of the tentacles shifting in place – something almost like rushing water in her head, and a vibration that traveled all the way down her gullet. This was followed by a slight trickling sensation in her tummy, a tingling on her tongue, and then...everything slowly got hotter.

She didn’t quite know why, but suddenly, she started blushing furiously. Slowly, every inch of her still-wiggling body seemed to relax, yet grow hotter by the second. Her filly bits in particular were heating up and feeling kind of weird. It was almost like an itch, but...nice? Completely instinctively, she thrust her hips forward as best she could, and let out a moan of ecstasy as she felt her privates tingling much like her tongue was. It felt so good, and oddly enough, so did the tentacle bulging her mouth and throat open. She wanted more with each passing second – maybe if she humped, she’d feel more of it? Yes, she did – every gentle brush against her filly bits felt amazing.

Satisfied that she was now enjoying herself, the tentacles resumed their activity. The oral one descended yet deeper into her body, but to Harmony’s frustration, the one by her privates moved out of thrusting range. Whining, she wiggled her hips, doing her best to signal the tentacle that she wanted it back where it was. She was sorry; this surprise was good now! But could it just come back so she could feel good again?

To her delight, it did move closer. But wait...it was below her tingling, and for some reason now-wet filly parts! What did it think it was –

“Mhk...hhh...mmmmmnnnnnnnn..!!!”

That’s what it was doing. She felt it trying to push not into the tingling, wet filly parts that she desperately wanted it to play with, but instead at her butt. That wasn’t right, was it? Things usually only ever came out of there. Yet it seemed sure of itself; it kept pushing, and pushing, circling a little bit around the outer edge, leaving a little bit of its slime behind. Harmony became uncomfortably aware of the fact that she had been clenching that area almost constantly since the whole encounter had started. Did that mean it was going to hurt? Should she try harder to keep it out?

She didn’t get to think any further, as the thing finally pushed its way in. She felt the almost irresistible urge to run to the little fillies’ room, as well as a sort of strange pressure and pain behind her belly. But as more of the cold tendril slipped in and expanded her tailhole, these feelings of discomfort slowly faded, replaced by a satisfying fullness and warmth. She shuddered as she felt it inching upwards, almost as if it were crawling on her back, but it was on the inside. Never would she have considered the fact that anything could go back there, let alone so deep...but as it got deeper, she felt something start to happen. She felt a sort of strange itch, much like the one coming from down there, but this one was...heavier, and being scratched almost every second as the tentacle continued on its path, only to pop back up. It felt good and frustrating at the same time, almost as if she was finishing up scratching one bug bite only for another to appear right after...except on the inside.

As she wiggled around, now moaning in simultaneous delight and frustration at the two intruders within her body, she slowly came to realize that the itchin her privates was getting bigger and bigger, too. She wanted it scratched, bad. Her insides were swirling, her heart thumping, and her moans slowly morphing into needy wailing as her need grew, and grew, and grew. She knew she wanted to be touched in her now-pleasurably-throbbing bits again, and though she didn’t know the proper terminology herself, her body knew she wanted to be...pleasured so much more, more than anything else in the world. She just wanted so much more…!

Harmony got more, but only in the form of yet another surprise after just a few minutes of squirming and relishing in her pleasurable containment.

“Hhmmmgg~...Hhhhhh~....nnnnnnkg~....mmm – mmmg?!”

Though she had been spaced out in her aimless, unsatisfied lust, her vision quickly sharpened as she felt something strange. There was the one tentacle pushing into her throat, but she felt a distinct tickling deep within her chest as something else moved around. Her eyes widened as it moved up her throat, stretching it even wider than it had been before, and squeezing out beside the slimy, slithery limb already lodged in her maw: another tentacle – or rather, the same one that had entered her rear just a little bit ago! This was quickly followed by a strange rumbling in her stomach, and a sudden eruption of pain and pleasure alike as something else emerged from her rear – the one that was still stretching her gullet wide open, and now began stretching her secondary hole as wide as it could, too. It was weird feeling both of the tentacles moving in opposite directions: one moving up, the other down, and then switching directions, almost like two opposing pieces of dental floss. The warmth in her body multiplied ten times more just at the thought that she was as full as she could possibly get...but the heat was still building, still making her squirm and beg for something that she still didn’t fully understand. She wanted to...she was so close to...she wanted it to just touch her filly bits again...so that she could…!

Rainbow Harmony never did get to finish that thought. Everything became kind of a blur from that point. All she could focus on was the intense heat between her legs, the insatiable urge to hump the air, and the twin movements of the girthy tentacles filling up every possible inch that they could. Her jaw and throat were sore from being stretched so wide, and her fillyhood was so wet that her juices had begun to run down the front of her body. The juices crept over her stomach, past her chest, up her chin, and then slowly leaked into the corners of her over-occupied mouth. She’d never really noticed anything coming from down there before, much less tasted it, but now that she did...it wasn’t anything unpleasant at all. It tasted kind of like cotton candy, which when mixed with the ever-tingling grape taste of the tentacle, led to a sort of grape cotton candy that she just couldn’t get enough of. Each drop of juice made her thirsty for more. Even though it tasted so good...why did it make her feel so...naughty? It was almost like a forbidden sort of grape cotton candy nectar.

Strangely enough, this new, enticing flavor made her head begin to swim a little bit; she was faintly aware of sweat beginning to drip down her body as she squirmed, pleaded, and begged the tentacle thingy to just help her out. But unlike every other implicit request she’d made before, it never listened. It just kept sliding in and out, rhythmically squeezing her torso, readjusting her hind legs, and even occasionally giving the winking little button in her filly parts a teasing flick before pretending that it didn’t know that was what she wanted it to play with the most. Almost every inch of her body throbbed and twitched with utter craving for minutes – no, hours – no, it had to be days, it seemed that long – that ultimately went unfulfilled.

All she could hear were her own high-pitched moans, groans, and whines as she tried desperately to reach for something she didn’t know about, but that her body craved so badly that it couldn’t decide whether to tense up or to relax at any given moment. If she’d cared to listen hard enough, she might have even heard the walls of the cabinet creaking and swaying as the tentacles shook the enclosure with their expertly-calculated undulations. But she didn’t. All she cared to do was thrust, moan, and shudder as she teetered on an invisible cliff over, and over, and over, and over with every single second that passed…


Guidance Counselor Starlight Glimmer let herself into room 001-T with a heavy sigh. She loved her position as counselor, and she loved the little rascals that came to her for advice, she really did. She just sometimes wished they’d give her a break, at least on days like this where her bed was beckoning to her far too early. Her job had been somewhat easy when Twilight first opened the school, administrative snafus aside; not too many foals needed counseling, and sometimes even those who did were just asking how to get to their class and she was the closest adult around. But now it was almost non-stop with the trials and tribulations, and she was at her wits’ end. Usually she was up to it, but lately...would it be impolite to ask for a week off, she wondered? After all, she wouldn’t be doing the kids any good if she started snapping at them…

But she had to get through today regardless. Coffee. That would help. All she had to do was trudge over, and –

Starlight froze. For the first time since she’d shambled into the lounge, her brain checked in with her ears and found that there was something unusual going on. The sound of rumbling wood was a key highlight, as were some soft squelching noises. Above all else, though, she heard the high-pitched keening and moaning of somepony begging for something. A small smirk graced her face as she turned towards the surprise closet; its door was shaking slightly in place. She peeked through the door, and sure enough, there was a mass of wriggling, splorching purple tentacles wiggling around as they did their job. Interested in a bit of friendly teasing, she stood back and pried open the door; after all, whoever was inside couldn’t do it themselves. It was just one of the surprises of the surprise closet.

But as always, the surprise closet was full of surprises.

She didn’t see any of the ponies who she knew to frequent the closet on certain days: not Twilight, nor Trixie, nor Rainbow, nor Rarity. Instead, she beheld a tiny pink pegasus filly with flowing, frizzled rainbow-colored locks. The filly glanced towards her, eyes widening and pupils contracting as she realized the jig was up; she’d been caught in the teachers’ lounge without a teacher around...and in the surprise closet, no less. She didn’t really recognize the filly, at least not at the moment...but the filly definitely recognized her.

“Mmmg! Hhhhmk! H-hhhhngmmnk!”

Well. This was an interesting sight, wasn’t it? She had trouble believing a little bit of what she saw, but she still took her time roving over the rest of the squirming pegasus filly’s body, taking in every detail she could: quivering wings, slime-slick fur, twitching hind legs, a doubly-stuffed tailhole, and a petite, puffy pussy that while sopping wet, had little to no attention given to it whatsoever. Her lips traced a small, knowing smile; she still remembered her first encounter with this particular group of rowdy tentacles deep in a dark forest. They’d ravaged her for almost an entire day straight, pumping her full of aphrodisiacs over and over, but never quite rutting her in the place she wanted to be rutted the most. She eventually learned that day how to get herself off through nothing but oral and anal, but...it was a hard-learned, sweaty, exhausting, frustrating lesson. Not that she wouldn’t repeat it, of course.

But outside of memory lane, there was still a situation she had to address: a young filly in the teachers’ lounge, who was likely aroused enough that she wouldn’t be able to focus on her lessons even after being disentangled from the tentacles and allowed a few minutes’ rest. There was really no solid remedy for the aphrodisiac brew that the tendrils secreted other than to be brought to climax until exhaustion outweighed desire. After all, the surprise closet was usually something for faculty to use on days that they didn’t need to do any large amount of work. So...this called for a little ‘administrative assistance’, didn’t it?

“Snooping in the teachers’ lounge, were you?” Starlight giggled as she first watched the filly’s eyes widen, and then her feeble attempts to shake her head despite the two hoof-thick purple tentacles lodged in her throat. The filly’s attempts to shake her head were adorable, in their own way. “No, no. You’re not in trouble. I can understand the curiosity. In fact, I wouldn’t be surprised if you were just lost or –”

She squinted for a second. This filly did seem a little familiar, actually…

“Hey. You wouldn’t happen to be the new transfer student, would you…?”

The filly nodded, at least as best as she could.

“Rainbow Harmony, then?”

Another shaky nod, punctuated by a few needy whines.

“...we gave you the wrong map, didn’t we?”

The beginnings of an exasperated eye-roll, interrupted by a wave of shuddering and leg-twitching, and then a meek nod.

“Oh.” Starlight said quietly. Yeah, this whole thing...might have been partially her fault. She wasn’t responsible for updating the maps when things changed, but...maybe she should have double-checked that the one she’d sent was still accurate. Turns out this one had led the filly right into the surprise closet, or at least close enough to tempt her. Maybe...she could do something to compensate, other than inviting the filly to her office to fix the whole aphrodisiac-induced arousal problem.

“Say...you look a bit...worked up,” Starlight observed, before trying not to facehoof at how incredibly obvious her observation really was. “I bet you want help with that, don’t you?”

Another nod, this time with much relief and a little bit of whining.

“Okay. So, I can’t help you myself right now, because I do have a few things to finish up real quick, but...” Starlight trailed off as she bent down to meet the young pegasus’ eyes at a more intimate distance. “First things first, the, um...tentacles doing their thing right now, we usually call...Jeffrey. So when I say Jeffrey, I mean the tentacles, or 'it', okay?”

“Mmmhhmhmn…”

No doubt the filly questioned her naming abilities, but hey; what else were you going to call a group of tentacles other than something unpronouncable like Xabolthoeur? Anyway, back to business. “So...Jeffrey usually...makes you feel pent up like that. It’s good pent-up, but can get a bit overwhelming after a while. You can make it take that feeling even further until it feels so good, and then most of the tension goes away. It’s great.”

“...h-hhmmnw?”

Starlight bent down ever so slightly more to be closer to the filly’s gently-twitching ears and rapidly-panting muzzle. She paused briefly as an odd smell hit her nose: grape, which was Jeffrey, but...was that cotton candy? Come to think of it, the filly seemed coated in more than just sweat and tentacle-based lubricant...was that what her juices smelled like? As tempted as she was to try a taste herself, for her curiosity’s sake...she had to finish helping the poor thing out. It was kind of most of her job, after all: helping young ponies.

“All you have to do is ask Jeffrey to do it with a specific phrase,” Starlight instructed, making sure that Harmony was still paying attention with a gentle tap. “Then it'll do it, and let you go. After it lets you go, don’t worry about your normal classes. Step on out, and I should be there to help walk you to my office. Even after Jeffrey...finishes, you’re probably still going to feel weird, but I’ll help you with that in the guidance office, okay?”

“Hmmky...hmn…”

“Now, the phrase is…”


Rainbow Harmony watched as Starlight walked away while wearing a comforting smile, before closing the door to leave her alone in the grasp of these...wriggling, sentient tendrils. Though they had mercifully stopped moving when they discovered they weren’t alone, with the guidance counselor now absent, she felt them begin to move again; moving...down there to torment her for who knew how long on the never-ending rollercoaster of frustrating good feelings. If Harmony could have bit her lip in hesitation, she would have, but nonetheless, the words still caught in her throat, much like the girthy intruders had even while sliding back and forth. She wondered if she should even go through with it, but...she just couldn’t take it anymore. Starlight had said if she just (tried to) say just five words, that it’d be over. That indescribably good, but frustrating feeling would get better, replaced only by pleasure, happiness, rainbows, and more. Well, Counselor Starlight hadn’t said all of that...but the implications had been made clear enough. And so, gathering her courage, she did her best to speak the phrase required of her:

“Jeffrey, please let me cum.”

Of course, her mouth, throat, and everything else were currently full of Jeffrey, so it ended up coming out more like “Jfffyygpmmmeekhhhmm.” But, luckily, Jeffrey seemed to understand her well enough. One of the free-floating purple tendrils responded immediately, slithering its way to her dripping-wet bits. It paused for a second, almost as if asking for permission. She nodded, at least so far as she could. She didn’t really know what exactly it was going to do, but she knew from earlier that she wanted it touching her at least. That had felt great when it had brushed against her on the outside. Maybe it was going to do more of that? Maybe touching that little button spot, sending more of that good-feeling lightning up and down her spine.

To her delight, it did do some of that – Jeffrey brought up the very tip of a much smaller tentacle to gently wrap around it and squeeze. As soon as it did, she gasped a wet gasp, feeling her hind legs buck outwards on instinct. The small rivulets of juices coming from her lower parts were quickly made larger, and some new streams formed as well, ferrying in yet more sweet cotton candy goodness.

But even as she delighted in the new pulses of pleasure and the tingly-sweet mixture of its juices and hers, it seemed more was yet to come. One final tendril positioned itself right at the outside of her slit. She began thrusting outward, hoping to repeat the motions that had felt so good before, but then stopped as she felt it doing something...different. Last time it had just kind of stayed there as she did this, but now, it was...pushing. Slowly but surely. Hang on...was it trying to get inside that way? Could it even do that? She knew it’d done this to get in her mouth and butt, but...her filly bits didn’t have a hole, did they? At least, not one big enough for this thing to fit inside! If they did, nopony had told her that!

Apparently, there was a big enough hole there. After a bit more pushing, she suddenly felt something give way, and the tentacle began sliding inside her. Almost immediately, that itch she’d been feeling for so long now, almost relegated to the back of her mind, got so much worse...and then so much better. It...it was going inside her, but in the front! She could feel muscles that she’d never felt before being stretched wide, clinging so tightly to the slippery limb that was intent on exploring her insides. And every single nerve in them tingled more and more the further they got stretched, the wider the tentacle got. By Celestia, she wished she’d known she had a hole there sooner – it being stretched like this felt way better than everything else so far! She thought she’d been stuffed nicely full and happy before, but now...she was reminded of that one time she went to a buffet. But this was better than that; there was the tingly grape cotton candy juices trickling all the way down her throat, the super-good warmth that made her shake wherever it went, and now even some more tingling coming from that special button spot!

“HHHHHHMMMMMNNNG!”

She almost lost herself in Cloud Nine then and there. Her vision exploded into stars and flashes of light for the briefest of moments, and she lost control of her muscles for a good second or two as they thrashed around reflexively. But then there seemed to be still more. From all the cotton candy, heat, and tingling, she felt something else. It was subtle at first, but it almost felt like a wave. Gentle at first, it was growing from both ends, peak to trough, deep within her core. Every time the tentacle in her sopping slit stopped, it dipped, and every time the tentacle moved, it grew yet higher. She thought she had an itch before, but this was something bigger...it was a wave she wanted to ride until she got to what felt like would be outer space, sooner or later.

The tentacle creature seemed to know exactly what she was feeling, because it did something that made everything just about twice as good: between the steady rhythm of the first tentacle rocking back and forth inside her quivering front, it inserted a second one, stretching her even wider. She gurgled and almost passed out for a second as she watched her belly expand just a bit, and she could even see the outline of the topmost tendril shifting atop her taut stomach whenever it moved. But after the moment had passed, she was back to squealing as she rode the waves of pleasure all the way to the moon. If learning about this new hole had been Cloud Nine, the second tentacle had brought her to Cloud Eighteen...and there seemed to be no limit to how high she could go, at least so far.

But eventually, there seemed to be a peak of peaks approaching. The liquid heat shooting around her body became burning, but pleasurable lava striking every single nerve she had. The alternating tentacles in her slit were driving up that strange thirst more and more, but that seemed to be coming to its limit as she felt herself tensing up, holding her breath. Something was coming. Everything got tighter, smaller, hotter, heavier, slower, and better. Time seemed to slow to a stop as she felt absolutely everything hanging on the edge, and then –

“Mmmmnh…! HHmmmn! MMM! MMNH! MMMMNNNNNGGGGGHHHK… MMMMMMHHHHHHFFF!!!”

There it was.

Her hind legs went into uncontrollable spasms, and her eyes rolled to the heavens as she felt herself explode. Not in a bad way, but in the best possible way – it felt better than eating her favorite ice cream, watching her favorite TV show, hanging out with her bestest friends, and snuggling with her favorite stuffed toys, all combined at once. She almost forgot to breathe entirely as her joyful shrieks filled the room, no doubt audible to just about everypony in the world by her account. But she didn’t care. This felt better than the first time she managed to glide on her wings without help, better than the first time she got an A in flight class, it just...there were no words to describe it.

And the tentacles just didn’t slow down; every additional thrust added another layer of bliss, liquid pleasure, and pure satisfaction to her emotional cocktail. Her sopping filly bits were now just spraying out some the same juice they’d been leaking for so long now with every single pump the tentacles gave her. Where previously she’d been focused on the cocktail of tingly grape and cotton candy, she tasted almost nothing but cotton candy as she seemed to gush more and more with every passing second. Even her throat and tailhole, which had been becoming somewhat sore from the mass of the slippery grape-flavored tendrils within them, now pulsed and emanated similar waves of pure awesomeness. It was unlike anything she’d ever felt. All that time spent wanting more, begging the thing to help her out, humping at the air for reasons she didn’t even understand at the time, she saw it now – this was what she had wanted. Her thirst had finally been quenched, and...

It. Felt. Amazing!


The next few minutes were a haze, but at least a very nice one. Utterly exhausted, Rainbow Harmony was vaguely aware of the tendrils extricating themselves from her quivering form - first from her slit, and then very slowly from her mouth and butt. They slid back down their respective entryways, giving her a nice long taste of just the odd grape-ness, and more strange, but pleasant tongue-tingling. Her legs twitched in the aftermath, and she was both pleasantly and unpleasantly surprised to find that the friction against her tired tailhole and stretched-out jaw and throat was already eliciting that thirst again. It was much more familiar this time, and she knew she already wanted more of...what had just happened. Celestia did she want more. But Jeffrey was on his way out, so...that probably wasn’t an option anymore. Her down there, though happily glowing, was also starting to leak just as much as it had been before. She felt a slow heat begin deep in her chest and spread downwards, prompting her to begin that instinctive humping again, even though nothing was anywhere near for her to thrust against. Was this because of the stuff she tasted, or the stuff it squirted in her so long ago? It...made her kind of want to do it all over again. Just spend all day in that closet, letting it slide in and out, getting to that peak, being on top of the world…

Pop!

Unceremoniously, the tendrils reached their endpoints and tugged out of her mouth and butt. Just as quickly, they lowered her to the ground, and uncoiled themselves from around her hind legs and torso. No sooner had they finished did they retreat back into the drain with a bunch of slorping, slithering, and squelching. One lone tendril stayed behind to quickly wave at her, and then it was gone.

“Hahh... mmph...hahh...f-frick…”

She internally asked herself to pardon her language, but she was just testing to see if she could still speak. She could. It felt weird to not have her throat stuffed so thoroughly now. But that was the least of her concerns, as well as the jello-legs that barely managed to support her as she stumbled to her hooves. She still felt the heat of raw want swirling deep within, and could even hear little drips on the floor as she kept leaking...cotton candy juice, she figured it was, from there. Heck, some was even dripping from her mane. The sound made her want to just step back in and shut the door again. But Starlight was asking her to go to the guidance office, so she had places to be other than the surprise closet.

And so, reluctantly, she gathered her saddlebag – which had been discarded to the other end of the closet whilst she was sitting before Jeffrey appeared – and started towards the door. She stumbled out into the hallway, panting, sweaty, and overall looking like she’d just run a marathon. What a way to start off at school…

“All finished?”

Rainbow Harmony jumped, whirling around to face the sudden speaker. She sighed and relaxed when she saw only Counselor Glimmer standing there, with a little smile and cocked head. Harmony had almost completely forgotten that she wasn’t asked to walk alone to the office.

“Y-yeah...I’m done…” Harmony said, not feeling even close to done. She felt like everything had just barely begun...those tentacles had awoken something in her. All she could do was cross her hind legs and rock gently in place as she tried to ignore the burning itch in her lower bits, but failed.

“Well, let’s get going,” Starlight said, offering a hoof for Rainbow Harmony to hold if she needed it. The young filly eyed it for a second, thoughts and feelings unfamiliar still swarming around her head. How did Starlight plan to fix the ravenous itch in her privates and the juice she was leaking? More to the point, why was all of this happening so suddenly? Why did it feel good, but...also kind of like she was being naughty? Would she get her mane fixed so it wasn’t as frizzy as a bird’s nest? What was she going to tell mom and dad when they asked how her first day was? Would Starlight write a note for that or something? Could her legs even support her all the way to the guidance office?

She took Starlight’s outstretched hoof, and did her best to stay upright as they both slowly strode away from 001-T. She didn’t know the answers to any of those questions, but she did figure that at least they were going to the right place. After all, Starlight was the guidance counselor…

And she felt like she really needed some guidance right now.

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