Author's Note

You guys remember Whoa Nelly, right?

Power of the Purple Brew

Ponyville marketplace was bustling with activity. Ponies were coming and going, carrying goods, chatting, haggling. Although it was only a midday, Zecora had already made a quite decent amount of bits, selling her products.

She leaned onto the dark wooden counter of her alchemy stand, her chin cupped in her hands as she looked around to distract herself, tired a bit from all the commercial activity.

To the right she could see stocky and muscular Applejack, wearing her usual stetson, overalls and sleeveless shirt. She was chatting happily with a male customer, completely oblivious of his longing gaze.

Zecora smiled and looked to the left, at the carrot stand. It’s owner, Carrot Top, chose a light unassuming summer dress. It, by contrast, accentuated her earth pony musculature even more. She had been absentmindedly adjusting the thick bush of her fiery orange mane. Unlike Applejack, she seemed to be completely aware about the effect she had on stallions passing by.

The zebra was about to continue to scan her surroundings, when she noticed a person approaching. Zecora looked at the potential customer and her ears stood at attention. Walking to her stand was a large earth pony mare.

It was worth noting, there was normally no such thing like a scrawny, feeble or petite earth pony mare. So when talking about a ‘large’ earth pony one should expect someone truly formidable.

And indeed she was.

Baggy gray trousers couldn’t downplay the monumental quality of her wide hips. Her unsightly light blue shirt didn’t do a very good job at hiding the hints at the grandness of her breasts.

Zecora, herself being a quite well-endowed mare, in the same league with Fluttershy, Pinkie Pie and Mrs. Cake, let out a soft whistle full of amazement.

The earth pony’s coat was minty-green. Her trimmed mane’s color akin to that of a fresh grass. Her muzzle was a bit shorter and rounder than average. She came close to the alchemy kiosk and stood still; her ears dropped to the sides of her head. Her locked hands fidgeting uneasily.

Zecora noticed that newcomer’s arms, albeit thick and robust were a tad flabby, and the shirt betrayed her sizable belly.
The alchemist did her best to hide a knowing smirk. Apparently, the mare was a big city dweller.

Zecora stood straight and smiled. “Greetings, my dear! No need to fear.”

“Oh, yes, hello!” answered the mare in a quiet, yet powerful, low tone.

"Something you require?" the zebra mare continued. "What is it you desire?"

“Well, my cousin from Ponyville wrote me a lot about you, Miss Zecora!”

The shaman smiled but, before she could respond, the mare babbled on. “Like, how you are selling those wonderful creams and ointments, and beauty products... And how they are enhanced by an unbelievable exotic sorcery, and stuff...”

“Oh, that would be a mild exaggeration.” Zecora giggled, covering her mouth with her hand. Noting her customer’s confused look, she hurriedly added, “But the art of my people sure has a robust practical foundation!”

“Um... That means...?” the mare mumbled in a very Fluttershy-like manner.

“That you are not wrong," Zecora smiled, "the alchemy is rather strong.”

The mare nodded. “Right. So, I came here all the way from Canterlot... I want to ask you...”

She fell silent for a moment and then blurted out, “Canyoumakemebeautiful?”

Zecora cocked her head to the side and sized the mare up. That was an extremely tricky request.

In Zecora’s opinion, the mare wasn’t ugly. She wasn’t disproportional, nor was she deformed. Her body certainly didn’t bear any signs of disfiguring injuries. Although large, even for an earth pony, her size wasn’t unbecoming. Zecora pursed her lips in thought. If this mare would’ve payed slightly more attention to her fitness, she could’ve been considered handsome, in exotic way. But, her plea was so full of bitterness, it betrayed something deep and disturbing in Zecora's opinion.

“Before I reply, I would need you to specify,” Zecora answered, rubbing her chin.

The gargantuan mare took a deep breath, then leaned forward, closer to alchemist’s face.

“Well, Miss Zecora- Oh, by the way my name’s Whoa Nelly. Sorry, I should’ve introduced myself right away...” she whispered in a fast pace. “The thing is, I was always kinda ugly. Couldn’t get it on with a colt ever since before high school. They’re ignoring me, obviously, and I just cannot bring myself to strike up a conversation first.

“I become too anxious, too afraid a colt would just laugh at me, or just will walk away disgusted. I never go to the parties, because I’m afraid other mares would laugh at me behind my back.” she winced. “I’ve tried... Tried things... I’ve tried to dress differently. Went to that fancy boutique in Canterlot... But then I saw myself in a mirror. Saw how grotesque I’m looking in all this lace and frill and unicorn stuff..."

She stomped in irritation "That dress! I looked like a Sun Cathedral’s bell!" Then, embarrassed by her sudden outburst, she lowered her voice, “I- I ran away.”

She paused and looked straight at the zebra, despair in her eyes. “Please, Miss Zecora. I’m so tired of all this!”

Zecora rustled her striped mohawk. For an experienced spiritualist like her, the picture was clear.

“I now know, I think, what remedy I should bring. However, it wouldn’t be an ordinary endeavor.”

Whoa Nelly brightened up, her smile beaming. “I understand. I have money...”

Zecora shook her head. “Listen, what I have to say: wait till I close my shop for a day. One bit or a pile - such talk is futile. The key to your trial isn’t a simple phial.”

It was around four o'clock when Zecora collected leftover goods that weren’t sold into her rucksack. The business day was still in a full swing, but the shaman preferred to return to her hut in the Everfree before the dark.

She looked around for her troubled earth pony customer. Nelly, who was pacing around the big solar clock in the centre of market square, noticed zebra’s investigating gaze and approached her with a hopeful expression.

“We need to go to my forest home,” Zecora said as she stepped closer to Nelly. “Stay close to me and try not to roam. Even Everfree’s marges harbor many dangers.”

“Yes, sure, Miss Zecora. I haven’t imagined an alchemist’s habitat to be any safer,” other mare nodded enthusiastically.

And so they headed for the forest.

The shaman’s hut was a dozen of miles distant from the town’s outskirts. Eventually Whoa Nelly began to huff, but didn’t complain and kept walking defiantly after Zecora.

When they approached the dark green ramparts of the Everfree, the earth pony stopped for a moment. She gulped quietly and picked up a large sturdy stick from the ground. Then took a deep breath and strode forward, makeshift weapon brandished. Zecora smiled approvingly, without turning her head.

After a careful walk through the forest, they both entered the shaman's shack, located inside a huge tree, not unlike the Golden Oaks library. Zecora closed the front door after Nelly came in. The zebra took off her rucksack and motioned her companion to stay still. After that, she approached her big black cauldron, filled it from a buckets on the floor and started the fire.

When the water began to simmer, Zecora took a glass flask of an ominous-looking liquid from a table nearby and poured some into the cauldron. The brew became acidic purple. Nelly watched as the zebra added some long and thick mushroom, with a blunt narrow cap, then some dried vines and a scoop of some greenish goo.

The alchemist turned her back to the cauldron, making an effort not to look at the brew, which she continued to stir nevertheless. She nodded at Nelly.

““What is it?” the earth pony asked, uneasiness in her voice.

“It is the remedy you wanted to be ready. But to take a peep, first you must strip.”

“Um... I’m sorry?” Nelly’s eyes expanded in shock.

“You think I just want to trick you into being nude? No, to complete the ritual you must be in your birthday suit!”

Whoa Nelly tentatively grabbed the hem of her shirt and stalled for a moment, looking at Zecora.

“Why, don’t be so shy. Both you and I are mares! Or that is exactly because of your hidden desires?” Zecora teased her and giggled. “Sorry, tis just a jest.”

“Unless...” she added after a short pause and winked at the buxom mare, a sly smile on her lips.

Nelly didn’t answer. She grabbed at her shirt again, pulled it off and tossed onto the floor. Then unstrapped her plain cream-coloured bra.

Two huge breasts burst free from their containment. Evidently heavy, they where nicely shaped and firm. Both decorated with large nipples, surrounded by the fist-sized areolas. While not exactly an Alicorn grade amazing-chest-ahead, the rotund mare’s melons were lacking only a little in comparison.

Her tits sagged down a bit, swinging slightly like a pair of delicious exotic fruits, when the earth pony bent down to take off her gray pants. She tossed the pants on the pile of other clothes, only to bend again, taking down her Prench cut panties, color matched with the bra.

Nelly stood up straight. Now completely nude, her frame broad and sturdy; her oat belly wasn’t yet too prominent to disrupt the impression of an aesthetical bountifulness. Overall, her form could’ve been described as pleasantly plush; earth pony power hidden under the layer of fat. Without the clothes, her hips looked even more grand, provoking thoughts about fertility and breeding. The dark puffy lips of her pussy, nested under the chubby mons pubis, looked modest but inviting. Her vast, extensive derriere, barely covered by her short tail, complemented the splendor of her chest.

Zecora, who appreciated natural sexuality regardless of who radiated it, slowly licked her upper lip before beckoning Nelly to approach.

“Look carefully into the brew,” the alchemist said, keeping her gaze away from the cauldron as much as she could.

With trembling hesitation, Nelly approached the alchemical apparatus. She looked fearfully at Zecora and the zebra nodded firmly.

The large earth pony put her one hand on the table, full of ingredients. Leaned closer, over it, peeked into the cauldron. As soon as she looked into the shrilly violet swirl, her eyes dilated and she froze in place, her lips parted in surprised expression.

Zecora put the ladle aside and, hiding behind Nelly, gently squeezed the other mare’s shoulders.

“Look carefully into the brew,” she repeated. “For the key to your beauty lies inside of you.”

Whoa Nelly found herself naked, standing amidst the surreal, inconceivable landscape. Surrounded by a lilac mist, there were strange looking pink heaps of... of something. She squinted her eyes at it, puzzled. It looked fleshy, slimy, constantly moving. Emitting weird wet sounds.

She took a few tentative steps, unsure what to do or what was going on. Her wide hooves sunk slightly into the pink and fleshy terrain with a faint squelchy sound.

That was when ominous slitted eyes materialized around her. All of sudden, without a noise, without any indication of some spell in action.

She let out a desperate cry and bolted away. But, the more she tried to run, the more she realized she just remained in the same place. The eyes floated around, silently ogling her.

She stopped, taking deep breaths. Stared back, for some reason expecting to hear a vile, mocking laughter. Only silence greeted her. Biting her lips, she tried to cover her naked body, putting an arm over her tits and a palm over her groin. The staring eyes remained silent. But something changed in them. The eyes’ expression became different. Whoa Nelly peered intently into those inequine oculi and, to her surprise, she thought she noticed hints of... regret?

Not knowing what to make out of this, she tried to shrug and shifted her arm slightly, giving a peek at her nipples. Regret in the gaze of the silent observers changed to a tentative hope. It was so honest and innocent, that Nelly giggled involuntarily.

Like a bunch of colts peeking into the fillies’ changing room! she thought, bemused. Silly monsters! Who ever would have wanted to peek on me!

But that gave her a wild idea.

An idea, that left her flabbergasted.

An idea, that felt irresistibly tempting.

She parted her arms, revealing herself to the unknown creatures once again. To her amazement, the eyes looked at her with appreciation, admiration even.

That was completely new to her. It was always other fillies who made colts turn their heads! Silent complements evoked an unusual, thrilling feeling inside her.

Unsure of what to do next, Nelly smiled tentatively. She suddenly didn’t want to run away anymore. She wanted to impress! Nelly pivoted on the spot, raising her hands and making her tail to lash at her hips. Just like she saw a dancer do somewhere, long ago.

The eyes radiated with glee. Nelly struck a defiant pose, resting one hand on her hip. She began to enjoy this impromptu show. Her show.

Without warning, a multitude of thick tentacle-like appendages appeared from within the surrounding mist.

Nelly yelped in surprise and almost jumped. The tentacles came to stop, the eyes all around Nelly looking at her carefully, as if they were sorry for scaring her. Nelly waited a few seconds, then relaxed again.

Another stray thought made her face flush with embarrassment. Feeling extremely naughty doing so, the mare held out her hand and beckoned the creatures with her index finger.

The tentacles, glad to obey, surrounded her. Nelly watched them with bewilderment. Then they began to feel her up. Some tentacles caressed her legs and thighs, leaving slimy trails on her green coat. Others stroked her shoulders and her back, while even more of them massaged her sizable buttocks.

Wary at first, Nelly quickly found their warm, slippery embraces to be... actually quite nice. She was surprised how everything about it felt strangely right, natural enough to accept without giving a second thought. Fascinated, the mare let the appendages roam freely over her body.

She completely relaxed, basking in their attention. Languished a bit, she made a motion to lie back and the thick, fleshy vines caught her up, supporting her weight effortlessly.

Two of them wormed all the way up her belly and cupped her giant breasts, lifting and gently squeezing them. The tips of the tentacles, containing fleshy suction cups, poked at her nipples, then enveloped them whole and began suckling, sending jolts of pleasure through her body.

Nelly leaned back, giving herself up to their loving ministrations. She spread her legs slightly more, and the tentacles immediately slid between her voluminous hips. They grabbed her tail and moved it aside.

The mare felt a tiny outburst of fear. Being a virgin, this would be her first ever experience with penetrative action. She held her breath, but an appendage simply begin to massage her vulva, not trying anything else.

Used only to 'magic wands', Nelly quickly found that she would’ve definitely preferred it this way instead. With a warm, flexible thing endowed with a mind of it's own.

She parted her thighs even more, delighted and aroused. Her pussy began to wink at the naughty monsters. The tentacle’s sucker caught her clitoris right away and attached itself to it, sucking and tugging lightly. Nelly yelped and brought her legs together from a sudden powerful stimulation. The creature understood it's mistake and came almost to a halt. After Nelly relaxed again, it resumed it's manipulations with her clit, now twice as gentle than before. Meanwhile, another tentacle began to fiddle with the puffed up ring of her ponut.

Nelly gasped, basking in the sensation of her every sensitive spot being pleased, teased and attended to. She became so wet, her juices were literally flowing in a steady stream between her thighs and down her asscheeks. After a few more moments she came, shuddering and groaning.

Giving her time to come to her senses, the tendrils resumed their dance over her body. In a few more minutes, the ceaseless petting brought her to orgasm once again. And then again. And again.

Lost in the erotic euphoria, Nelly began to swing back and forth, towards the tendrils teasing her pussy and ass. Despite the ecstasy she felt, some other, more powerful, craving began to raise from the depth of her self.

“That’s not enough” she whispered, and shuddered once again as another orgasm shook her body.

“I want- I want more!” She turned her head, looking in the eyes floating around. Their puzzled looks were her answer.

“I want more!” she repeated louder, her tone became imperious. “More!”

The eyes around her feigned ignorance.

Nelly growled. For a moment, she collected her resolve and, then blurted, “Fuck me! Fuck me, you, beast! I want you! I want you inside of me!”

As if by her command, something began to rise from the heaving pink ground. Nelly looked at the growing thing and, much to her surprise, recognized it.

It was a gigantic stallion cock! It grew and grew, until it stood taller than Nelly herself and was just as wide as her own body, glistening all over with natural lubrication. Completely autonomous, from the look of things.

The mare licked her lips. She jerked forward, toward the cock and the tentacles immediately set her on her feet then left her standing. Nelly approached the grand phallus and stroked it with her palm, examining it, her face full of wonder.

Filled with desire and curiosity she grappled the rim of it’s cockhead with both hands. Her muscles tensed and, to her own surprise, she easily hopped on top of it in one swift motion.

Nelly paused for a second, bewildered by her own sudden gymnastic prowess. But soon the huge dick grabbed her attention back, like if calling her. She settled atop the cockhead as if it was the Sun Throne itself, looking around like a boss.

Then, not fully understanding what she’s doing, the mare spread her legs and pushed herself down.

Disregarding that the thing was bigger than her whole body she began to rub her pussy against it, trying to get the enormous column of flesh in. Breaking every known law of nature and magic, she managed to do it.

Neither she became larger nor the dick became smaller, but somehow the huge, flat head vanished inside. Her vagina opened like a maw, devouring it.

There was no pain, only the feeling of fullness. So complete, so delightful... it bewitched her.

Caring about only one thing by now, Nelly braced her body and made herself jump. Using the momentum, she began to bounce up and down, ecstatic and carefree. The pleasant pressure down in her nethers grew stronger and stronger.

Finally, the bubble of sexual tension burst into a whole firework of ecstasy. She came hard and so did the cock. Nelly rolled backward and slipped down, displaced by the sheer power of eldritch sexual abomination's orgasm and a torrent of sticky white seed that showered the surroundings.
The floating eyes squinted in a peculiar manner, somehow forming a sweet and amiable expression. A faint illusion of fluttering butterfly-like hearts appeared around them. Nelly, standing on the ground, could not help but smile.

Now, that her inhibitions had dropped like severed chains, she wanted to play more and more.

She stroked sides of the huge pillar of pleasure with her hands and it somehow lowered it's tip to her face. Nelly planted a kiss on it's huge flared head and gave it a thorough licking, exploring every inch with her tongue. She hugged the monstrous device and began to grind her body against it, loving the sensation of the phallus' warm flesh against her hardened nipples. It reciprocated, leaning on her, pulsing with excitement.

She noticed the other tentacles are still around, wiggling suggestively as if offering their services. Nelly lifted her tail higher and moved it aside. The wiggling intensified.

Laughing with mirth, Nelly slapped her voluptuous ass, indicating her willingness, as if her winking pussy wasn't an enough confirmation by itself. One of the tentacles immediately plunged into her drooling vagina. Seeing her arousal and excitement, it knew she doesn't need much of a foreplay by this point. The buxom earth pony moaned in pleasure. Then she felt another tentacle gently massaging her anus. It probed her puffy ring a few times and paused, as if asking her permission.

Nelly frowned. Wasn't that something only 'bad' mares in erotic magazines do? But then again, 'good' mares have never been taming any huge magical penises either. She smirked at this thought. Right now, she was a delightfully 'bad' mare. The baddest of them all!

Beaming with mischief, Nelly slightly relaxed her muscles and slapped her ass once again. The tentacle dived into her, so slick with lube it didn't meet any resistance.

Now being taken in both holes, she experienced a completely new height of carnal sophistication. She groaned in ecstasy, swaying her hips. More tentacles grabbed her sides and pulled her back, helping the other two that were hammering into her, filling the air with naughty wet sounds.

Drunk with pleasure, Nelly once again kissed the gargantuan cock she was embracing. She kissed it's wide urethral opening and teased it a little with her tongue. The cock nuzzled her back with affection. Seeing that the monster liked it, she began to tongue it deliberately.

The huge monster tensed up.

Answering her own sudden whim, Nelly opened her mouth wide and enclosed the entirety of it's cockhole with her lips. The eruption that ensued a moment after caught her by surprise. A powerful stream of seed covered her all over, unable to be contained by her mouth alone. Yet, the good portion of it she swallowed, marveling at the surprisingly pleasant taste.

That, and the two tentacles pounding her pussy and ass, sent her over the edge. Nelly came, her love muscles gripped the invading appendages, making them fill her with their own cum. She let out a loud, savage squeal, followed by a neigh, like some prehistoric stone age mare...

Whoa Nelly came to her senses and found herself lying on the bed, naked, covered by a thin blanket. Faint moonlight and voices of nocturnal birds were filling the room.

She turned her head and saw Zecora, also naked, laying on her back, hands under her head.

The Zebra smiled and turned to Nelly. “Welcome back, to my bed. I see, you needed a release rather bad.”

The earth pony's expression became puzzled for a moment. Then she gasped and grabbed the blanket jammed between her thighs. It was soaking wet down there.

“I’m sorry,” Nelly answered, flustered.

“It’s okay, there was no other way. After that dive into the well of passion, 'have you learned something?' would be my next question.”

”I think...” Nelly began and paused.

She remembered her experience...

A literal horde of phaluses, warm and pleasant to touch, that swarmed her. Caressing, stroking, suckling. Entering her pussy, stretching her asshole. Their heavy, irresistible fragrance. The rich and slightly sweet taste of their cum.

Remembered the amazing aura of raw, unruly power they radiated mixed with obedience and eagerness to please her. The admiration and adoration, reverence even, she felt from them.

And, of course, her own wild pleasure.

It may have been an illusion, but now she felt an overwhelming urge to make it reality.

A vestige of her old fears tried to rise from the bottom of her mind, but its vile buzzing was so weak, she shrugged it off almost immediately.

“I think I have, yes. A lot.” she answered again, with firm resolve. “Thank you very much, miss Zecora!”

Instead of answering, Zecora put her hand onto the other mare’s shoulder, then moved it lower, until it rested atop Nelly's left breast; a black nail tracing a quickly hardening nipple.

Without a second thought, hungry for intimacy more than ever, Nelly lunged at Zecora. Both mares joined in embrace, kissing passionately.

“Hey, hey, who’s that?” a young handsome unicorn stallion whispered to his pegasus friend. Both of whom were dressed in a typical Canterlot dandy fashion. The unicorn pointed into the depth of dance hall.

There, standing near the table of refreshments, was a truly outstanding mare.

Her scarlet skintight dress and matching lipstick, sharply contrasted her green coat. It accentuated her huge well formed chest and wide hips. Her long curled grassy green mane flowed all the way down her back, merging into the similarly styled tail. Almost as tall as an alicorn and evidently strong, she looked like a wingless Valkyrie from the ancient myths of the Frozen North.

“Where?" the pegasus turned around. "Oh, man! That’s Whoa Nelly!” he exclaimed.

“Whoa Nelly?” the unicorn seemed puzzled.

“Yes, Whoa Nelly." reaffirmed the pegasus colt, slapping his friend's shoulder. "Lord Supervisor of the Royal Railways’ daughter. For some reason she lived in seclusion till the most recent time. She debuted at the court only a couple of months ago.”

The unicorn eyed Nelly some more, raising his upper lip slightly.

“What a mare...” he said with dreamy look on his face.

“Hey, you better be careful around her, buddy. She may be new, but I already heard she basically eats colts for breakfast!”

But the unicorn didn’t listen. He braced himself, adjusted his tuxedo and strode to her resolutely...