Inside Me

by Ham

Rating: mature
Tags: My Little Pony: Friendship is Magic, Dark, Original Character, Porn, Sex, Fetish, Profanity, Non-consensual
Length: 15498

Rosette shamelessly indulges in consensual tentacle sex, but one day, she gets more than she bargained for.

Rosette has needs. Needs that stallions just can't seem to satisfy. She's also excellent with summoning spells.

Summoning the strong, smooth tentacles of creatures from beyond her dimension has become her favorite way to get off. It's very straightforward; cast a spell, let the creature have its way with her, and close the portal again when she's satisfied.

But Rosette has gotten a little too complacent with taking advantage of things she doesn't fully understand, and one day, she gets a lot more than she bargained for.

FETISH WARNING: Contains Parasitic Tentacle Infestation starting in chapter 2, and resulting chemically-altered mental and physical state in later chapters.

Published 2020-10-19 04:10:01 UTC
Last updated 2020-12-05 06:00:43 UTC

Chapter 1

"You're going to do it again!?"

I scoffed. "Of course I'm doing it again, Pitter-Pat. It's a hell of a lot better than a stallion can do."

Pitter-pat, my eternally-cautious companion, grimaced. "But you know what all the warnings in those books say, Rosette," she argued, chewing nervously on a wisp of pale blue mane. "Messing with summoning magic for trivial purposes is dangerous, especially when you're summoning things from the abyssal realms. And, I mean... it doesn't say it in the book, but I'd imagine you can put even more emphasis on that when you're letting those things put their... appendages inside your body."

"And who said my needs are trivial?" I replied, not letting Pitter's paranoia sway me. "Look, everything is totally under control. I've got these summoning spells down perfectly. I open a nice little stable portal, big enough for those things in there to put their tentacles through, but not whatever gross body they're attached to. I get a much better fucking than the lame stallions in this town can ever hope to give, and then I close the portal again. And if the monster on the other side gets a little more vigorous than I like, I just close the portal early. It's not like those ghastly things can do anything about it."

Pitter-pat whimpered, but she hung her head. It seemed she knew she wouldn't be changing my mind. "Just... be careful, alright?" she mumbled, looking away. "Don't overdo it. If you wanna get laid by a weird alien, fine, that's your business. But nopony wants you to get hurt, Rosette."

"I'll be fine," I insisted, ushering Pitter to the door. "Go out, enjoy your day. I'll catch up once I'm... y'know, satisfied."

Pitter nodded. "Right. I'll meet you for dinner downtown."

She forced a small smile, and trotted from the room.

I shut the door. Eagerly rubbing my hooves together, my horn ignited as I cast a spell on the summoning circle I'd already drawn on the floor, watching the wood ripple and fade, becoming an inky black hole into some parallel realm.

"Yoo-hoo!" I sang, backing my rump up over the portal and lifting my scarlet tail aside, revealing the puffy, peach-colored pussy and nicely rounded asshole both hidden underneath. "Any creatures down there want to fill some tight pony holes?"

My body was, if anything, even more eager than my mind. I felt my clit wink out of its hood, causing a few wayward drops of my essence to fall from it into the portal. All the better, I supposed; something laden with my hormones would get the creatures' attention faster.

It only took a second for the first tentacle to rise up. Each time I did this, it seemed a different creature responded to my call. Over the past few weeks, I'd seen tentacles of multiple sizes, colors, and textures. Today's visitor was purple, with rubbery slick skin, and was seriously thick. I licked my lips; this one would be a workout, and that was just what I needed today to quiet my raging needs.

"Hey there," I chuckled, waggling my rump. "Wanna play?"

The tip of the tentacle gravitated to my pussy as if it was magnetic. I felt the cool, wet tip touch lightly against my clit, which once again responded with an eager, involuntary wink, spritzing the slimy purple flesh with more mare juices.

Eldritch monstrosities weren't the most subtle things. I'd learned that pretty quickly. So I wasn't surprised at all when the visitor slipped right into my moist tunnel and promptly bottomed out inside me, though I did give a little gasp as my insides stretched around its girth.

Before I could even move, three more purple tendrils rose out of the other realm. Moving quickly, one of them wrapped itself around my middle, hoisting me into the air. As my hooves left the floor, I recalled the first time I'd ever summoned one of these creatures; it'd been shocking to be lifted so effortlessly, and I remembered being a little scared. Now, I took it in stride. It couldn't drag me back to it's own realm; there was no way my body would fit through the narrow portal. I dangled in its grip, letting out a squeak of pleasure as the tentacle in my pussy started to thrust.

"Fuck yeah..." I breathed, relaxing my body and letting the tentacle holding me up do the work. "I'm all yours bud. Do whatever you want, as long as you make me cum."

As if accepting the invitation, I felt another tentacle poke at my rear entrance. I flagged my tail higher, keeping it out of the way the visitor could do its thing. I clenched my teeth for a moment as my narrow asshole suddenly became much wider as a tentacle pushed in.

What shocked me was the ease with which it entered. In my experimentation, I'd come to learn that, while every tentacled horror had something unique about it, some things were consistent across all of them. One always-present trait I was very grateful for was the natural lubricant that coated them all.

This was different, though. I hadn't noticed it in my pussy, where things were already so wet, but this creature's tentacles were coated in something so slick it seemed practically frictionless. In a matter of seconds, it was deep in my ass with no effort at all, triggering all sorts of nerves that didn't usually get much attention as it started pumping with a similar rhythm to the other tentacle.

"Oh! Oh that's... that's niiiice," I managed, giggling and twitching as the two tendrils moved in tandem to pleasure me. These creatures never had a problem getting in my pussy, considering I was usually a sopping, winking mess by the time they tried to enter, but I'd never had one slip past my puffy ponut so easily before.

...Though, to be fair, I wasn't as tight back there anymore, considering the number of unearthly abominations that I'd allowed inside recently.

Still another tentacle snaked along under me, brushing against my belly and wrapping around to my face. I knew what it wanted, and I knew it would force its way in, but I saw no reason to make it go through the trouble. I opened my mouth wide, letting my tongue hang out, and the violet appendage quickly slipped into my throat.

...Sweet? How curious.

I was hardly an expert, but in my experience, tentacles usually tasted either bland and watery or sometimes a bit bitter or acidic. But the slippery secretion coating these ones had an almost syrupy taste to it that was incredibly pleasant on my tongue.

Extra wide, super low friction tentacles, and they taste nice, too? I'll have to ask this particular tentacle monster for a second date when he's done with me.

Fully penetrated, there was nothing to do but ride out the fucking my summoned creature had in store for me. At least until I got bored and decided to close the portal, but that wasn't happening anytime soon.

The first tentacle, which had at least a solid two minutes to far to pound my pussy, was certainly doing its job. I twitched and whined as I felt an orgasm approaching.

"Harder!" I tried to call, though it came out as little more than a grunt around the tentacle in my mouth.

I ached for release. Suspended in the air, I didn't have much leverage to do anything, but I flopped around as best I could, trying to push my hips backward onto the pair of tendrils sliding in and out.

Please! I mentally yelled, writhing in the monster's hold as it started to pound me harder. I need it, I need it, I need to...

Finally, I tipped over the edge, An orgasm tore through me, tensing every muscle in my body. My pussy and anus clamped down on their respective welcome guests, and I heard the telltale sound of my juices squeezing out around the tentacle and dribbling on the wood below. I moaned eagerly around the tentacle in my mouth, which it took as an invitation to slide deeper into my throat.

Bliss. This, for me, was bliss.

As I hung there in midair, coming down from the wave of pleasure, and knowing another would follow soon, since the three tendrils inside me didn't even pause, I thought about how I'd come to end up here.

I'd always had a... somewhat negative opinion on sex. The doc said there's a possibility something's wrong with my nerves. I don't believe it; I think the problem is more that this town is full of pansy stallions with limp noodles hanging between their legs. Whatever the reason, finding relief had always been a struggle. Everypony I'd tried hooking up with left me feeling disappointed and still achingly horny, and cumming was a rare treat I almost never got to experience.

That is until, in a moment of hormone-clouded desperation, I summoned a beast from another dimension in the hopes it could use me harder than the droves of pathetic stallions could.

Spoiler alert: It did. And so did the next one, and the one after that.

Outside my house, just beyond those shades covering the windows, ponies were going about their day, totally unaware that their neighbor was just on the other side of the wall, stuffed full in every orifice with the appendages of some unknowable entity. I imagined what they'd think if they knew. They'd be disgusted. Horrified. If even my closest friend was constantly trying to talk me out of this, most ponies would think I was an absolute freak for willingly letting my body be subjected to these alien monstrosities.

And you know what? Fuck 'em. At least these monstrosities can actually get me off.

Noticing my total lack of resistance, the creature intruding in my holes started to ramp it up. Very little sound was able to make it out of my mouth, but it didn't matter. I was past the point of speaking now, my voice replaced with grunts and gasps and whimpers of pleasure. My velvety inner walls clenched, squeezing the slick tentacle. It hammered against my cervix, sending explosions of feeling through me and making my hind legs kick instinctively at the air. Its companion in my ass probed deeper, well past my rectum now, poking into the end of my colon, stretching it to shapes and sizes I'd never experienced before.

My nostrils flared, taking in shallow breaths each time the tentacle in my throat pulled back, and then holding onto the precious oxygen for each forceful forward thrust. My vision spun as sensation, so much sensation, overwhelmed me from all angles.

Pumping, squelching, shifting, pounding, fucking. I wanted more. I needed more!

All at once, I came again. I didn't even realize it had been building up until it struck. I squealed, twisting my body, legs kicking and muscles tensing, a wildfire of pleasure consuming every inch of me. It reaffirmed what I thought earlier; if this was the wrong way to seek pleasure, I didn't wanna be right. Nopony, not even the most masculine, experienced stud, could fuck me like this.

Unrelenting, the tentacles only seemed to push harder in response. I sucked in breath through my nose, feeling the guest in my mouth sliding along my tongue, pushing further into my throat.

They want to get deeper, I realized.

Usually, these creatures were content to just fuck me. I assumed they got some kind of nourishment from the chemicals my body produced during sex. This one, though, didn't seem content to just fill the same spaces a horsecock would've filled. It wanted to probe further down into my body.

I certainly wasn't uncomfortable as it was right now, and admittedly curious. Knowing I could cease the summoning spell at any time and banish the thing, I decided to see what it intended to do. I focused on relaxing my whole body as much as possible, concentrating on keeping myself from clenching, letting my throat, pussy, and ass remain as welcomingly open as I could.

I expected what happened next, but that didn't make it any less intense.

The slimy appendage in my mouth made the first move. It slithered past my tonsils, and I felt a bulge appear in my neck as it made its way lower. Soon I felt the tip tickling a bit behind my ribs; it was almost in my stomach! My jaw ached, my mouth open wide as my guest explored deeper into me than any before.

I was totally unable to articulate now, but my eyes bulged in surprise as the tentacle up my butt suddenly rammed itself deeper as well. It slid in effortlessly, the ridiculously smooth coating letting in glide through my sphincter, even as I stretched wider and wider around it. It hurt, but in a good way. I knew my ass would be crazy sore later, but in the moment, it sure seemed worth it.

The tendril turned a corner, following the twisting path of my lower intestine. It could only go so far before its own width simply didn't allow any more in, so it set to work essentially fucking the whole lower part of my digestive system.

Something unexpected happened with the third. My vaginal cavity was already full to bursting with the slippery purple protrusion, but I felt it press against my cervix anyway. Only an inch or two at the very end of the tentacle was narrow enough to slip through the tiny opening, but slip it did, writhing around and feeling up the inner walls of my womb, stimulating pleasure centers I never knew I had.

My third orgasm hit, far stronger than the first two, yet completely silent, save for the shallow breaths being sucked in through my nostrils, and the sound of copious sexual fluids hitting the wood floor as they escaped from me with each frantic wink of my engorged clit. Spots appeared in front of my vision as I shivered, stunned half-senseless by my own burst of pleasure.

In that moment, I was no more than a sack of flesh, a sleeve for this welcome invader to fill. Had I been an earth pony or pegasus, I would've been completely powerless to make it stop its assault on all my orifices. Fortunately, I had my magic, and since I could tell I was reaching my physical limit, I could tell it was almost time to use it.

But one more quick orgasm couldn't hurt, right?

I heard a gurgling sound, and the pounding of the tentacles slowed slightly. The cool, smooth flesh shivered and squirmed inside me.

It's getting ready to cum.

"Cumming" might not have been the right word for what these things did. After all, I wasn't sure if the appendages inside me were actually sexual organs or not. Whatever the case, the act usually resulted in a cold, smooth, and often surprisingly refreshing liquid, almost like milk, being pumped out of the tips. It wasn't as pleasurable as the actual fucking was, so sometimes I ended the act before the abomination could deliver its load.

This one had been so good to me, though. The least I could do was let it finish too.

The gurgling grew louder as I watched a bulge make its way through the tendrils, bracing myself to have the usual delivery made to the deepest parts of me.

And that's where something went wrong.

Remember how I said I've played with a lot of these tentacled beasts, and how each one had a few things that were unique about it? This one, it turned out, had another unique trait.

I could tell something was amiss the moment the first spurt was pumped into all my holes. Mainly because it was so heavy. This wasn't a stream of smooth-flowing liquid at all; it felt like the tentacles had deposited a few pints of wet cement into me.

By the time I even understood what was happening, the second deposit was already happening. I flailed, eyes wide, as I felt more of the strange weight quickly filling me.

Using magic, I instinctively yanked the tentacle in my throat out, gagging myself in the process. Unfortunately, it made another drop-off in my mouth and the back of my throat as I did so.

Definitely not liquid. The closest approximation I can think of is tapioca pudding. A sticky substance, full of tiny, squishy round gobs. I tried to cough so I could clear the airway, but the gunk was too viscous; it wouldn't budge.

So, in my panic, I shut off the summoning spell completely. All at once. This gave the creature no opportunity to retreat into its lair. With a wet squelch, all the tentacles were instantly severed as the portal between dimensions ceased to exist, and I fell to the floor with a dull thud, two of the appendages still buried very deeply in my lower holes.

There was no time to pay any attention to that though. I levitated the glass of water from my bedside table over and urgently chugged it. Mercifully, this softened the pudding-like goop in my throat enough that I could swallow it and take a deep, gasping breath. i slumped to the floor and rolled onto my back, panting hard.

"What the fuck was that?"

My voice came out in a rasp. Not surprising, since something had been ramming itself down my throat for the last half-hour. With a flash of magic, I slowly pulled the two lifeless tentacles out of my pussy and ass, a brief spasm of pleasure still managing to make its way through me as they slid out. Behind them came a pile of grey-purple glop, full of little clear balls of some jellylike substance.

I slowly caught my breath, and with effort, staggered to my hooves. Another gob of the foreign substance fell from my pussy as I did so.

I felt like I'd just eaten a Hearth's Warming dinner for six in a single sitting. Glancing in the mirror, I noticed my stomach was a bit bloated; not ridiculously so, but enough that I knew I'd be in for a hell of a time digesting that slop that was sitting in my stomach, to say nothing of the piles more resting in my colon and womb. The tentacles hadn't held back with delivering their gummy load; although each one had ejaculated into me only three times before I ended the act, I estimated they'd put almost a gallon of vile greyish gunk inside me in total.

"Note to self," I muttered angrily under my breath as I opened another tiny portal and shoveled the dead remains of the beasts tendrils back into the abyss, "in the future, don't let the purple one cum."

I took a few sluggish steps. Certain organs that weren't used to being very full of thick, chunky monster goop protested to my movement, and my stomach gurgled loudly in protest. I glanced at the clock, and realized I was supposed to meet Pitter-pat in about 15 minutes.

Can I still go out?

I took two more steps, and the load weighing me down shifted. A tremendous, unladylike belch forced its way out, bringing up the taste of the monster's strangely sweet fluid coating. I felt nauseous and lethargic.

Fuck it. I'll apologize to Pitter-pat later. Time to take a nap while my body works through all that gunk.

I teetered over and collapsed into bed. Utterly exhausted from the brutal fucking and multiple orgasms, and relieved to just lie still and focus on digesting its unexpected load, I almost immediately drifted off to sleep.

Chapter 2

Bam! Bam! Bam!

I stirred slightly. Who's making all that racket?

Bam! Bam! Bam!

"Rosette? Are you home? Are you okay?"

I slowly opened one eye. The voice clearly belonged to Pitter-pat. She sounded frantic.

"Rosette? Please answer me!"

"I'm here," I croaked, my voice still heavy with sleep. "Cool it. I'll be there in a minute."

I glanced at the clock, and blinked in surprise. My 'little nap' had continued for five hours. No wonder Pitter-pat seemed concerned.

I slid to the edge of the bed and started to stand. A deep, drawn-out gurgle sounded from in my guts, reminding me of why I'd decided to nap in the first place. I glanced at the sheets behind me, and was surprised to see they were still pristine; I expected at least a little of that faintly purple muck would've slowly oozed out of my pussy or ass while I was asleep. That stuff must've been seriously sticky if it hadn't budged at all.

I sighed. No matter, my body would process what it could, and the rest would eventually dry out and come loose at that point. At least I didn't feel seriously nauseated anymore, though I definitely still felt a bit bloated.

I plodded to the door and pulled it open. Pitter-pat stood on the other side, chewing her lip. "There you are," she said, relieved. "You didn't show up for lunch like we planned. I waited a while, but you never showed, and I started to get worried maybe something bad happened with the... um..."

"The tentacles?" I asked flatly. "They were great, actually. Unfortunately they filled me with this... lumpy pudding crap when they came. I was feeling gross so just went to bed. Sorry to worry you."

Pitter pouted. "See, Rosette?" she asked, all huffy. "I told you it was dangerous to fool around with those things! You never know what they might do to you!"

I rolled my eyes. "I got fed an unwanted meal. I'd hardly classify that as dangerous," I argued. "I had a couple of awesome orgasms with those things in me. I just gotta make sure I stop them before they cum from now on."

Pitter looked defeated. "You're still gonna let those... those nightmares fuck you?" she asked, shaking her head.

"They're not nightmares," I grumbled. "They're just some kinda extradimensional creatures that happen to be really good at pleasuring a mare. Just drop it, okay? I'm perfectly fine. Let's go out and do something to get your mind off it. Maybe a visit to the market?"

Pitter-pat considered it. "...Fine," she said finally. "As long as you're feeling okay."

I felt fine, save for the slight bloating. More of an annoyance than a problem. I nodded. "I'm good."

Satisfied for now, Pitter-pat led the way. I took a step or two to follow, but then I paused.

There was a very strange feeling somewhere inside me. It lasted only a second, so brief I couldn't really tell where exactly it was. But almost felt like something moved in there, sending a tingle through my body.

Must've been a pile of that pasty glop un-sticking from the upper surface of my womb or something like that. I couldn't think of anything else it could've been.

Pitter glanced over her shoulder. "Um, Rosette?"

I shrugged off the brief sensation. "Coming, Pitter!"

The sun was starting to set, but the market would be open for another hour or so. Pitter wanted to pick up some ingredients for a cake, and I, honestly, just wanted some fresh air.

I was starting to get used to the feeling of the weight bogging down my insides. I'd never carried a foal, but I figured it was at least something like this. I knew it would be a few days until I felt normal again, but carrying it around was bearable.

Every now and then, the stupid gunk would shift when I moved my body. It almost felt like something was squirming in there, which was, of course, impossible. It was just how my body was interpreting the sensation of goop peeling off my inner walls, only to end up sticking somewhere else.

Every now and then, one of those shifts would happen in the deepest part of my pussy, or in my womb. Those ones sent tiny, unexpected tingles of pleasure through me when they happened. I kept my tail low as we wandered the market; the little pleasant jolts made my clit wink once or twice, and I didn't want any of the limp-dicked stallions around to get the idea that I was interested.

Just ignore it, Rosette, I silently told myself. It's just an inconvenience. It'll pass.

A tapped a forehoof impatiently as Pitter-pat painstakingly sorted through a large carton of eggs, in search of the perfect ones to purchase. I wished she would hurry up; I was looking forward to relaxing at her place and enjoying the sweet smell of chocolate cake while she did her baking. Maybe I'd catch up on a mystery novel or do some-

Oh. Oh boy. Oh boy, that didn't feel right.

A wave of queasiness washed over me all at once. My head spun and my stomach turned. Making sure Pitter was still distracted, I half-ran, half-stumbled into a narrow alleyway next to the marketplace. Spotting an open trash can next to a rusty fire escape, I reared up on my hind hooves and hung my head over the contents, heaving.

An upset stomach was, unfortunately, pretty expected, given my situation. It was actually kind of a relief; I hoped this meant I was about to bring up a sizeable helping of that greyish sludge, freeing up some room in my gut. I coughed, gagged, and felt the contents of my stomach travel up my throat.

But it wasn't the tapioca goop that I spat up. It wasn't even the remnants of breakfast. I retched up a mouthful of oily, syrupy liquid. As it filled my mouth, the taste was immediately familiar on my tongue.

It's so sweet.

My muzzle hung open as I coughed up the liquid. It was mostly clear, with just the faintest purple tinge. Before I could stop to think about it, my stomach churned, and another, bigger mouthful was quickly expelled into the trash, coating the old refuse with a glittering, slippery sheen.

I stood there, panting, trying to make sense of it. Clear, sweet slime... that wasn't what the monster pumped into me... that was the lubricant on its many appendages. Sure, a small amount would've ended up inside me by nature of the tentacles probing my stomach and intestine, but it was just a coating. There's no way there would've been mouthfuls of it. Could it be a by-product of the digestion of the thick greyish gunk?

I wiped the smear of oily fluid off my snout. Maybe it was gonna be a rougher night than I thought.

"Rosette! Where did you go?"

I quickly trotted out of the alley. Pitter spotted me and tilted her head.

"Hey," I said as I made my way over. "Uh, I'm still feeling a little sick actually. I think I'm gonna take a rain check on tonight. We can hang out tomorrow. I'll be over this little bug by then."

Pitter-pat frowned. "Well... alright, but contact me if you need anything," she urged. "I wanna make sure you're ok."

"I'm fine," I said confidently. "Like I said before, my stomach's got a lot of work to do. Maybe a little more than I originally thought. Give me a day and I'll be good."

Pitter nodded. "Okay. Get some rest, Rosette."

I gave her a small smile and headed home. The sun was just setting now, but despite my nap earlier, I was ready to turn in.

I didn't know it at the time, but it was not going to be a restful night.

Have you ever been woken up by an orgasm before? I hadn't. Not until today.

All my physical sensations kicked in before my mind did. I moaned in ecstasy, convulsing in my bed and squirting everywhere. I didn't know where I was or what was happening; my consciousness had only just turned on upon registering that I was cumming my brains out.

It was an intense orgasm, too. My pussy contracted tightly, eagerly displaying my clit again and again with its rhythm. On instinct, my hoof flew to the peeking nub, rubbing it to ride out the pleasure for as long as possible.

Only when I finally fell limp did my mind decide to start turning on functions like thought and reasoning.

Where am I? In my bed. Am I having sex? No, there's nopony else here. What time is it? About three in the morning, apparenty.

So what the fuck just happened?

Like I said before, it took a lot to make me cum. More than the average stallion could provide. The thought of having a spontaneous orgasm from my pussy rubbing against the bed or something was absurd. It felt incredible... but what caused it?

A familiar, sweet smell hung in the air. I sat up and turned on the lamp, staring at my sheets. I'd squirted hard when the orgasm hit, but the liquid that coated the sheets, based on the smell and texture, was a mixture of sharp, pungent mare juice and sweet, pale-purple lubricant.

I slowly reached down and touched myself. A tiny trickle of sweet slime was oozing from my puckered ass as well. The stuff was everywhere! It occurred to me that I could also taste it, meaning I'd probably been burping it up overnight.

Where is it all coming from? And more importantly, what had made me cum?

The sheets were beyond help. They'd have to be laundered, but what was the point in changing them now? More lubricating fluid would probably be leaking out of me for the rest of the night anyway. Still confused, I turned off the lamp and slowly laid back down, ignoring the squish of the sodden bed sheets against my coat.

"Whatever," I said into the darkness. "As soon as this runs its course everything will be back to... ah!"

An indescribable jolt came from somewhere within me. Various muscles clenched in response, and I felt more slime dribble from both of my lower orifices. I used my magic to light the lamp again and stared down at my belly.

Something was moving. I saw a small bulge rise in the base of my gut, long and low like a whale breaching the surface of the sea, before sinking back down again. It was slow and sluggish, but unmistakable. This was no shifting of the heavy greyish gunk, or roiling of my stomach as I tried to digest.

There was something alive inside me.

I got out of bed and grabbed my saddlebag. I knew Pitter-pat would give me shit for acting so unconcerned, but I'd worry about that later; I had to nip this in the bud now. Pony medicine had plenty of solutions for infections and even parasites; all I had to do was get a nice, strong prescription and whatever unwanted guest was squatting in my guts would be dead in a day.

I made it exactly two steps when the pleasure started.

I felt a sudden, excited wriggling in my womb. Something narrow and slick that was inside slipped through the tiny opening of my cervix, into the deeper part of my vagina. And then it slid back in, and back out.

My knees went weak and I leaned a hoof on the wall for support, panting. It had barely started, and I already felt close to cumming! I assumed the constant wriggling of whatever was in there was making everything more sensitive than normal. The rhythmic sliding grew faster, and in spite of myself, I couldn't help but moan slightly. This felt almost like... almost like when the tentacles I summoned were fucking me, but the tentacle doing the fucking was on the inside.

Eggs! I realized.

It all made sense. The little gelatinous spheres suspended in the sticky goo, they were eggs! When the monstrosity came in me, it dumped a huge load of fertile eggs into three different body cavities, and now those eggs were hatching.

The feeling was too much. I moaned, long and loud, as an unavoidable orgasm burst from me, spraying my sexual fluids and more clear, smooth lubricant across the floor. My hind legs shook as I struggled to stay standing.

"F-fine..." I managed, gritting my teeth, angry at the wriggling intruders. "Have your fun. You won't be in there for long."

With a humph, I clenched my inner muscles, keeping the little wrigglers from sliding around as much. Muttering to myself, I headed for the emergency room.

"So," Dr. Withers said boredly, looking at my chart, "you have worms?"

"Tentacles, actually," I corrected, wishing he would get on with it.

The doc gave me a flat look. "Right. Worms," he said.

I snarled at him. "Worms are something you get from eating infested food," I reminded him icily. "These got in there courtesy of a magical creature."

"Look," Dr. Withers said, scribbling in his chart. "You're telling me you have narrow, flexible parasites, and discharge from the affected orifices. I don't care what they are. For the purpose of treatment, they're worms."

"Fine," I said, throwing my forehooves in the air, and immediately biting back a squeak of shock as a tentacle stirred at the motion and slid along the lining of my intestines. "Will the treatment for worms do the trick?"

"Should kill just about any parasite," the doctor mumbled, giving me a prescription for some pills. "Take two of these three times a day and that should clear right up."

I snatched up the prescription and hurried out, glad that I'd been able to keep myself from leaking for a short while. Pills in hoof, I quickly made my way home. Or at least, I tried to.

I suppose I'm grateful it was barely sunrise and nopony was out in public yet. My stomach- and this time, it was actually my stomach- gave a lurch, and I felt tentacles begin to writhe around inside me. I broke into a jog, trying to get home before they got any more feisty, but it was fruitless. I belched and hiccuped, spitting up mouthfuls of syrupy lube, and could feel my legs weakening as alien sensations started to dominate my attention. Still blocks from home, I did the only thing I could think of, and fell into some thick bushes where at least I'd be hidden from onlookers until the episode was over.

Seconds later, I felt it. A tentacle slithering up my throat from somewhere below. I gagged when it passed my tonsils, before finally slipping out between my lips. The purple tip swiveled like a periscope in the early morning air.

I grabbed the tip in my magic and yanked, but I might as well have been trying to pull out my own tongue. Whatever was anchoring the other end of this thing to my stomach did not intend to let go.

I don't know if it sent a distress signal to the others in there or what, but the next thing I knew, tentacles started roiling in my guts, causing a mind-bending combination of pleasure and discomfort. I sucked the tentacle tip sticking out of my mouth back in like a piece of spaghetti, and glanced down at my stomach. The phenomenon was clearly visible from the outside now; the profiles of multiple tentacles made bulges in the skin, a twisting, swirling mass of parasites just below my peach colored fur.

A strong movement in my rectum made me jerk. I felt a lot of pressure, so much that it was quickly becoming painful. I pushed to try to void my bowels, pushing out what had to be at least a pint of clear-purple lube, soaking into the soil under me. Behind it came a tentacle, definitely bigger than the one still feeling its way around my mouth. Upon touching the air, it started up a rhythmic pumping, making me suck in air around the throat tentacle in surprise.

It was fucking my ass, just like the one I had summoned the day before, only this time, I could do nothing to stop it. These tendrils weren't reaching into me from some murky abyss; their lair was my own body.

I lay there, panting. The smooth lube made it easy to endure; this tentacle wasn't as big as the one I'd willingly taken yesterday, so I found I had to simply lay there, holding the ever-changing mass in my stomach, while it slid through my sphincter again and again.

This time, I was in the same situation a pegasus or earth pony would've been in with summoned tentacles. Utterly helpless, I couldn't take the invaders calmed down, and I had no way to make them stop. I wasn't in control; I wasn't a simulated fuck toy this time. I really was their plaything.

A thought occurred to me. A terrible, nasty, fucked up thought.

Since I can't stop it... maybe I should just enjoy it?

Don't get me wrong. I wanted the monsters out of my body as soon as possible, but there was no way to make that happen right this second. And honestly, what they were doing did feel pretty good.

Maybe being a tentacle fucktoy for a few minutes isn't the worst fate...

I opened my mouth a bit. The tentacle within shot out and started the same motion as its brother in my butt. I took careful, controlled breaths through my nose while it slid up and down my whole throat.

Hesitantly, my hoof drifted toward my pussy. I discovered my vulva was soaking and engorged. With a little moan, I started rubbing.

Sensing activity, the tentacles in my womb joined the party. Seconds later, a bright purple tip slid out between my pussy lips, surprising me. How had it managed to reach the outside without causing me serious pain? Maybe these things were dilating my cervix, letting them slip through.

I lay there in the bushes while the sun came up, twitching and panting as my gut coursed with bumps and bulges, showing off the tangle of tendrils inside me. My pussy had become unbelievably sensitive after leaking clear goo and being felt up from the inside all day. I caught myself bucking my hips in time with the tentacle's fucking, winking again and again as I rode out orgasm after orgasm.

Morning travelers started to pass by outside, oblivious to my hiding spot. I focused on keeping my moans at bay. I even bit down on the tentacle in my mouth a few times as marecum and lubricant sprayed from my tender twat.

I lost track of time, but judging by the angle of the sun, I think more than an hour passed before the invaders finally calmed down and retreated back into my holes, nestling themselves deeper in my body. I lay there, belly bulging, coated in sweat and slime.

And I realized I'd had a really fucking good time.

"See, Pitter?" I whispered to nopony. "Fucking tentacles is a ton of fun. I wish they were outside my body, but..."

Feeling exhausted, but more sexually satisfied than I had in a while, I clambered out of the bushes and fled to the privacy of my home. Downing the anti-parasite pills as instructed, I proceeded to flop down on what I realized were still-soiled sheets. Considering my lower body was soaked in my own fluids and slippery goo, I supposed it was just as well. My pussy, ass, and throat all aching but feeling pleasantly used, I took a much deserved rest while I waited for the medication to start to work.

But inside me, the situation was only just beginning.

Chapter 3

For once, I slept peacefully. No ponies banging on my door, and no frisky parasites fucking me from within. They were still squirming around in the core of my body, but surprisingly, I was kind of getting used to that.

Some time later, I woke up of my own power, which was heavenly. It quickly became apparent that I'd been drooling a steady stream of faintly purple slime, and wetness around my lower half indicated that my other two orifices were doing the same, but that wasn't important right now. What mattered was that the tentacles had settled down considerably. Every now and then, I would feel one slowly shift, or gently rub along the inner lining of one of my organs, but it was nothing like it had been before.

"Not feeling so hot now, huh?" I smugly asked, as if the creatures in my body could answer. "Seems like you're getting pretty sluggish."

Haughtily, I popped open my bottle of medication and tossed the second dose down my throat. "You'll be dead by sunset and I can put this whole mess behind me," I continued, using a towel to wipe the excess lubricant off my privates. "Next time, do yourselves a favor and stay in your dimension, instead of trying to rent a room in Hotel Rosette, yeah?"

Confident that the worst was over, I brought the little bottle of pills with me and made my way to Pitter's place. The slender little mare opened the door when I knocked, and smiled when she saw me.

"Hey, Rosette! Feeling better?"

"Much," I said with a nod as I let myself in. "How are you doing?"

Pitter shuffled a hoof self-consciously. "Well, not bad, it's just..."

She trailed off, but she didn't need to say more. As I stepped into the home, I caught a whiff of a sharp, familiar smell on the air.

"Oh."

"Yeah... my heat started," Pitter admitted giggling nervously. "I know you don't mind, but it's just so distracting! I've been meeting a stallion named Beryl for coffee a couple times a week, and we really hit it off, so I've been thinking about inviting him over to, y'know, quench the heat a little."

I grinned. "Or you could solve it right now with-"

"No, Rosette," Pitter said loudly, putting a forehoof on my snout. "I'm not summoning eldritch horrors to get me off. A stallion's nice, girthy cock will do just fine, thanks."

I shrugged. "You do you, Pitter."

"Speaking of which," my friend continued as she trotted into the kitchen and poured some tea, "are you over your upset stomach now?"

"Seems like it," I said. "I went to the hospital last night and got a prescription that's working wonders."

"Glad to hear it. Want some tea?" Pitter asked, offering me a cup. I graciously accepted and we went to sit in her parlor and catch up.

As I seated myself right beside her, it really became apparent how bad the poor mare's heat was. My nostrils tingled from the hormone-laden scent; I could tell any stallion sitting where I was right now would be rock hard. I sipped my tea and chatted, politely avoiding the topic, but definitely aware of the instinctual little twitches of her hips.

"So Pitter, one of these days we should take the train up to Canterlot," I suggested. "There's a shop I've been meaning to visit to pick up a new- AH!"

All at once, my gut became a churning mass of tendrils. My body, which was barely even bloated just seconds ago and looked nothing out of the ordinary, swelled until it looked like I was pregnant, with ripples and bumps running under the skin at the tentacles flailed and writhed.

Pitter-pat screamed, dropping her tea as she scrabbled to the other end of the room. "W-what the hell is that?" she managed.

I tried to stand, but lost my balance. I hit the floor, crying out in alarm as a large tentacle slipped out of my ass, and not one but two more burst from my pussy in a shower of mare juice, making me clench my teeth as they stretched the hole much wider than normal. The invaders scanned the room with jerky, excited movements.

"Rosette, what the fuck!?" Pitter squealed, pressing herself against the far wall to stay as far from them as possible. "Those things are inside you now!?"

I felt a tentacle feeling around in my esophagus. I swallowed hard and tried to close my throat so I could still speak, though it came out in a weird voice. "Okay, yes, it turned out they were growing inside me..." I admitted hoarsely. "B-but I took the antiparasite meds they gave me! It seemed like they were slowing down, dying... but something must've triggered them, they're suddenly-"

I couldn't get anything else out. A tentacle- a big, wide tentacle- forced its way up my throat. I vomited slippery clear fluid on Pitter's floor as it forced its way out between my lips.

"Well they're clearly not working!" Pitter screamed, darting past me and into the doorway. "Those things are huge! We're taking you to a magical healer right now, there are ponies in Canterlot that can fix this!"

I used my hooves to physically force the throat tentacle down so I could speak. "I can't exactly go out in public like this!" I managed before it slipped right back up and out again.

"I'll run to the station, sometimes the train caboose can be reserved for private travel, especially if there's an emergency," Pitter explained. "I'll be back in a few minutes!"

She rushed out. I feebly reached out a hoof to try to stand, but the tentacles began to move wildly, and I collapsed, shaking. My eyes watered and my throat bulged as the big tentacle in my mouth scanned the room around me with its tip, as if searching for something. The two extending out from my snatch began to move in alternate ways, with one sliding in each time the other slid out. Their frictionless quality let them glide past each other with ease, and stretch my opening into new shapes as they did so.

I felt poking around in my lower intestine. Three tiny tentacle-tips slid out around the main one protruding from my rear. They each took hold of my puffy asshole in a different position, and then all pushed away from each other, making me wail around the appendage in my throat in a mixture of pain and pleasure as my ass was stretched open wider than ever before. The main tentacle, taking advantage of the increased space, slid further and further out, getting wider and wider as it did so, until the long slimy protrusion's base, almost as thick as my foreleg, sat comfortably in my sphincter.

I lay on my back, helpless, under the control of bigger, stronger tentacles than yesterday. Vaguely, it occurred to me that yes, this was definitely beyond the scope of what some parasite meds could handle, and what Pitter was doing was probably best.

I attempted to think about what might've woken the tentacles from their dormant state and triggered this episode... but it was becoming hard to think. All my mental faculties were used up processing the huge amount of sensation.

One of the tentacles in my pussy began to slide faster, putting it off-rhythm with the other one. It also made sure to rub its whole length against my swollen clit with each motion. In seconds, I was cumming again, my cheeks going red as unbelievable pleasure spread through every nerve.

M-more. More. More!

I blinked, confused for a moment. No, that's not right, I thought. Certain aspects of this feel good, but this is serious! I can't live my life until these things are out of me. Who knows what will happen if they get any bigger and more agitated...

My body bulged as an ever growing mass of tentacles distorted it. I knew I looked positively grotesque now, my body bloated and writhing with all my orifices stretched taut around huge purple tendrils.

This is so hot...

Another intrusive thought! Sure I was a bit of a perv, and I knew how to enjoy a rough fucking, but nothing like this! This wasn't some kind of fun, sexy game; this was a rapidly growing colony of parasites, using my body to who knows what end. It was past the point where it was something to try to enjoy until it was over, it was an issue I needed to... needed to...

Fuck! Fuck me harder. Stretch me out! Make me cum again!

I made the decision to stop thinking thoughts until Pitter got back.

"R-R-Rosette? Are you still... oh my."

I laid on my back on the cool floor, in a pool of sexual fluid and tentacle lube. The invaders had retreated to my depths for now, but it was obvious how intense they'd been with me. My pussy and anus gaped open wide enough that one could peer inside, watching the pink flesh twitch and clench in the wake of extreme use. My eyes were watering from the strain; I wiped the wetness off my face, but what came away on my hoof was oily and smooth.

I was so full of sweet lubricant that it was even coming from my eyes.

The whole underside of my body, from the top of the quivering mound hiding my clit all the way up almost to the base of my neck, bulged outward, wrapped around the monsters contained within. The parasites twisted and tangled together inside me, keeping me in a constant, foggy state of half-pleasure. I looked away as my friend took in the sight.

"Yeah, Pitter. I'm here."

Pitter bit her lip. "Okay, well, a train is leaving shortly and you and I have tickets to a private caboose ride. We just need to get you there and we'll have a professional take care of this before the day is over."

She darted into her closet and reappeared with an immensely oversized, hooded cloak. It was dull grey and looked big enough to conceal even a very large stallion. "Wear this," she suggested. "You'll get some funny looks, but its better than ponies seeing you with... you know."

I slowly rolled over and managed to stand, wincing as a twin deluges of faintly purple lubricant poured freely from my widely gaping cunt and asshole, increasing the foul puddle of mixed fluids on Pitter's floor.

"Sorry 'bout the mess," I mumbled.

"Worry about that later," Pitter instructed, throwing the cloak over my withers and tugging its hood up over my head. "Come on now. Let's go before your next... episode starts."

We made for the train station as fast as possible, which unfortunately wasn't extremely fast. The mass of wriggling abominations in my body had made me so much larger that I had to waddle along. I couldn't believe I looked almost normal not long earlier; apparently the tentacles could curl up and tuck themselves into a small space if they wanted to... but they no longer seemed interested in doing so.

I hobbled along, the cloak hiding my entire body and hood enveloping my head, lifted just high enough to see Pitter's hooves so I could follow her. Soon, I heard the sound of trains.

"Hi, we booked the caboose for emergency travel not long ago," Pitter informed the conductor. "My friend here is very sick and needs the extra space and some peace and quiet 'til we get to Canterlot."

The conductor nodded and indicated the spacious car. I managed to heft my body inside, slumping down on one of the benches. Pitter-pat shut the door behind us, and in a few moments, we were off.

"Ok, the hard part's over," Pitter breathed. "We'll be in Canterlot in an hour or so. Don't worry Rosette, we'll be rid of that infestation soon."

Rid of it? my mind replied. It's a shame to get rid of something that feels this good...

I clonked myself on the head with a forehoof. Get a hold of yourself, Rosette! I argued, scolding myself. My situation is horrible. Why do I keep having these moments where it just feels so... right?

Not wanting to alarm Pitter, I kept quiet about the unhealthy thoughts that kept creeping their way into my brain. Tucking my head between my forehooves, I lay on the bench, oozing with tentacle secretions and silently warring with myself.

This was gonna be a long trip.

We sat in silence for the next half hour. Pitter would occasionally peek at me to make sure I was okay. I remained still, occasionally feeling a tentacle slide lazily out of one of my holes, and give it a few quick pumps before gliding back inside. My clit, seemingly insatiable, winked out each time one protruded from my pussy or ass. All the while, thoughts of being free of the infestation and resuming my normal life drifted through my head, though over and over they were interrupted by frighteningly strong desires to let the parasites abuse my holes some more.

But as time went on, a familiar scent started to fill the cabin. It started out faint, but grew stronger as the minutes passed. It took me a bit to realize what it was.

Oh, that's right, Pitter's in heat, I remembered. Poor thing, Im sure this is the last thing she wants to do while dealing with that.

Pitter-pat's scent was pretty strong whenever this happened to her. It didn't bother me, but I knew a stallion cooped up in this train car with her would be going mad with horniness right about now.

My thoughts were interrupted by increased stirring in my gut. The long smooth parasites slid past one another, making me moan in spite of myself. Pitter looked over, panicked.

"Oh no, are they going to-"

Several thick tentacles burst quickly and forcefully from all three of my entrances, nearly knocking me off the bench. This time, to my surprise, they all seemed to be united in purpose. Their three tips swiveled in the same direction and tried to reach for Pitter-pat, who squealed and fled to the back end of the caboose.

I suddenly made the connection, cursing myself for not realizing it sooner.

It's her heat! That's why they reacted in her home before after staying dormant for a while! They can sense her hormones in the air!

The tentacles flailed in midair, sliding through my holes and making my mind explode with pleasure. I quickly lost track of my concern for Pitter as physical enjoyment overwhelmed me. I fell to the floor of the car, moaning in delight around one of the tendrils as my taut pussy sprayed droplets of marecum and slime everywhere.

I tried to focus my mind. I'd been thinking about something, something important, just a moment ago. The intense feeling of the creatures inside me had wiped it from my mind, but I struggled to get it back. What was it? Something about Pitter, I think...

I remember now! Poor Pitter hasn't had a chance to experience this pleasure yet! I should let her try the tentacles.

A different part of my mind responded to the notion. No, Rosette! Pitter doesn't want this, don't force it on her. Why are you thinking this way?

The invaders began fucking me harder, and I could feel their brethren down below preparing to squeeze their way up, preparing to stretch me open wider as they joined the ones already using all my orifices.

That's silly! the first part of my mind argued. Why would Pitter not want this? She mustn't be thinking clearly.

The other half responded again, but this time its voice was quieter, less important. Rosette, it urged. It's the parasites! They must be secreting a chemical that's doing something to your mind! That's why you keep having all those strange thoughts...

The strange part is wanting this to stop! the first half argued, much louder, much more dominant than it's counterpart. Don't be selfish, Rosette. Pitter is your best friend! Give her an amazing gift!

The other side of my mind tried to argue again, but I couldn't even focus on the thought it attempted to form. Pitter was shrieking something from the back of the train car, but the meaning of her words wasn't quite making it to my mind. She sounded desperate though. It would be cruel of me to keep her waiting any longer.

I managed to stagger to my hooves, my whole body bulging and churning with the enormous tangle of tentacles inside me. One step at a time, I slowly made the way down the aisle toward the pony cowering in the corner.

"R-Rosette, stop!" she squeaked. "I know you need help, b-but don't get too close or the tentacles m-might-"

I stumbled, and lurched forward. The bright purple tendril protruding from my mouth lashed out, twirling itself tightly around Pitter's midsection and lifting her into the air. She gave a blood-curdling scream, kicking her legs wildly to try to escape, flicking her sky blue tail in alarm.

Don't mind her, I reminded myself. She doesn't understand yet. Once they penetrate her, she'll get it.

While the tentacle from my mouth held Pitter in place, two medium sized tentacles snaked from my dripping, winking pussy, and another, larger one extended from my ass. The three smooth, slimy projections rose up, surrounding the captive pony in midair.

"R-Rosette..." Pitter whimpered. "S-stop them... don't let them-"

The big tentacle moved first, the base making my ponut strain as the tip plunged itself into Pitter's needy, heat-stricken pussy. The mare screamed in shock, and drops of pungent mare juice rained down on my head.

I managed to kind of grin around my mouth tentacle. Pitter's heat was so strong; she'd be so relieved when she discovered how well this treatment would quench it.

The two smaller tentacles from my pussy moved into position. The first one slipped into my friend's mouth, muffling her screams as it slid down her throat. The other prodded at her tight asshole.

I'd never really looked closely, but now that I was, Pitter's ass looked tight. If I had to guess, she probably wasn't even accustomed to having stallions in there. Fortunately, the natural lube these tendrils produced was so smooth that they'd be able to glide through even the tightest sphincter.

And glide they did! Pitter wailed around the appendage visiting her mouth as her ass was parted, gaped around the tentacle eager to explore it.

I wanted to tell Pitter how grateful I was for her always being there for me, and how I hope she enjoyed the wonderful gift of intense tentacle fucking she was about to receive, but sadly, I couldn't speak around the tentacle in my mouth that was holding her aloft.

This didn't need words, though. She'd receive my message through sensation.

Pitter-pat's body tensed and spasmed as the various tentacles started to fuck her. I watched in admiration at the profile of the widest tentacle, appearing as a bulge in her waste as it rammed into her pussy. Soon, I spotted another bulge a bit higher up; it seemed the one in her ass was exploring eagerly, reaching into parts of her that I knew hadn't been visited by any foreign object before.

The mare gasped for breath around the tentacle in her throat, and I watched it push further and further in, widening her neck as it forced its way down. I could hear her sharp intakes of air; that was the right way to do it, grabbing breaths between thrusts with your nostrils.

Pitter's clit peeked out once, twice, three times, before she gave a muffled wail, spraying her highly hormonal fluids everywhere as an orgasm rocked her. Her face went red; what a great time she must be having!

I watched patiently as time went on, letting the tentacles do their work, stretching Pitter out from all angles and bringing her to another two or three orgasms. The train car was a mess; from her lofty position, Pitter's fluids had gotten on everything, creating a heady, sexually-charged space that the tentacles seemed to really love.

The other mare looked dazed. After a while, her struggling slowed. She hung there in the air, getting rammed nice and hard in every hole. I was feeling pretty good myself; after all the tentacles were coming out of my body, so to fuck her, they also had to fuck me.

After a time, I felt the tendrils swell. Something inside them made them bulge as it worked its way up to the tips, momentarily stretching my abused holes wider than ever, managing to get a delighted giggle out of me that came out as more of a gurgle. As I stared, the tentacles pushed as deep into Pitter as they could fit, and pumped her full of their sought-after prize: the gluey, thick grey-purple egg matrix they'd filled me with just two days earlier. I watched her squirm as her undercarriage swelled to make room for the weighty load.

Finally satisfied, the tentacles deposited the now very filled mare on the floor, before sliding back into my body. Pitter simply laid there, breathing hard, her eyes unfocused and staring at the ceiling. The only sound she made was the gurgling of her organs trying to figure out how to deal with the sudden influx of egg-laden gunk.

"Pitter?" I asked expectantly. "Can you hear me?"

Slowly, the other mare's gaze drifted to meet mine. She worked her jaw for a moment, struggling to find her voice.

"It... It's okay, Rosette..." she said hoarsely. "You can't control it. They're doing something to you."

I tilted my head, uncertain what she was getting at.

Pitter tried to stand, but her legs were still shaking from the intensity of the tentacle invasion, and couldn't support all the additional weight filling her body cavities. "Those things," she continued sadly, remaining on the floor, "they're breaking your body and your mind. But it's not too late. We're going to get help. I guess we both need help, now that they... filled me... but you more urgently than me."

"Help?" I asked. I wasn't sure what help she was talking about.

"Yes, Rosette," she whispered. "It's gonna be ok. There are powerful unicorn healers in Canterlot who can deal with summoned monsters like these. So don't worry. We'll get those things out of you. Out of both of us."

Although it was hard to think through the constant haze of pleasure, her words finally sunk in, and my eyes widened in shock.

Get them out of me? The idea was horrifying! True, a few short days ago, I'd lived my life without them, but I didn't know what I was missing. My mind had been clouded by sensation for a little while now, but I suddenly remembered that the train we were on was bound for Canterlot, where somepony was planning to remove the creatures inside me. That would be awful!

"Rosette?" Pitter asked in a strained voice, still lying on the floor clutching her egg-filled gut. "Is any of this getting through to you?"

I stepped back apprehensively. I couldn't let this happen. I had to escape!

I turned to the back of the car and waddled toward the back door, pulling it open and stepping onto the little platform outside the car. Pitter gasped behind me.

"W-wait, Rosette, what are you doing?"

In my mind, one of those two conflicting opinions, the one that had been growing quieter and less important, managed to speak one more time.

Rosette, this is your last chance to get a hold of yourself... it whispered. These creatures are warping your perceptions, making you think differently because it suits them. If you don't fight it now... they win.

I paused, considering it. The argument didn't seem very convincing. I'm only enjoying this so much because they've rewired my mind to make it so? That seemed pretty far-fetched to me. I wasn't behaving strangely at all. Nopony could resist the constant, unbelievable pleasure that the entities that had taken up residence inside me were giving me.

"Rosette!"

Pitter had finally managed to stand, and was slowly making her way toward me. The other, stronger, opposing opinion in my mind spoke.

Escape now, and this paradise is yours forever! Get away from her and her plan to get the creatures within you removed.
Your former life is sad and dull compared to this pleasure!

Now that made sense. I agreed with it wholeheartedly, and the quieter voice, the one that resembled the old, inferior Rosette, finally fell silent.

I knew what I had to do.

Despite my bulging body, I hoisted myself up onto the railing. The train wasn't moving very fast, and the track was surrounded by long, soft grass.

Escape!

I jumped off.

"Rosette!!" Pitter screamed, reaching the outer platform a few moments too late.

I hit the hillside with a lot of momentum, with enough force that a hefty amount of clearish lubricant sprayed from all my orifices on impact. I tumbled down a long, steep hillside, before finally landing with a wet plop in a pool of slimy, stagnant water at the edge of a swamp. The tentacles, agitated by the rough movement, slipped quickly out of me; one very large one up my my throat, two more from my ass, and another one... no, two, from my pussy. Stale water splashed everywhere as the powerful, muscular tendrils began to eagerly stretch and pound and fuck my body as hard as ever. I managed to crawl a foot or two and rest my chin on a rock, the rest of my body lying limply in the swampy water.

I didn't move any further for a while, but I didn't need to. After all, there was nothing I needed right now. My old friends, my old home, my old life... those things were easily discarded in favor of this.

I came, perhaps harder than I ever had in my entire life, my vision going white with pleasure as my juices spilled into the foul water I was in.

As I lay there, unmoving, my organs straining to hold the ever growing mass of slimy creatures and my cunt and asshole stretched beyond repair, contentedness washed over me.

I knew I made the right choice.

Author's Note

One more chapter left.

Chapter 4

Two Days Later...

The sun rose over Equestria. I opened my eyes and rolled slightly to one side. The small motion caused me to immediately barf up a quart or two of pale-purple fluid.

A smile crossed my oily lips. How could it not? The lubricant was sweet and delicious after all. I was so glad there seemed to be an endless supply of it.

It was hard to move before excreting most of the fluid that built up while I slept, so I tensed the muscles in my lower body, sighing happily as another gallon or so of slick slime burbled out of my wide asshole and loose pussy, tinting the mud and water around my napping spot with a bit of purple.

It was another gorgeous day, and I was feeling great!

I managed to roll over enough to get to my hooves... sort of. I didn't really stand with the stance of a normal pony anymore; both my front and hind legs had to be spread way out to make room for my enormous belly, which at this point was responsible for the majority of my body mass and dragged along in the mud as I moved. It made walking challenging; I certainly didn't get anywhere at an especially quick pace, but then again, I didn't need to. Everything I needed, and everything I ever wanted, was right here inside me.

I looked around the mire that had become my home the last few days. After my escape from the train, I'd made my way away from the tracks, deeper into the uncharted pools and mud pits. The last thing I wanted was for Pitter-Pat to come back with a search party or something; I loved that mare like a sister, but I couldn't let her try to take my new friends out of my body. Now and then, I wondered if she'd truly been foolish enough to get those eggs removed before they could grow into her own little colony of slimy, wriggling little buddies. I hoped she'd seen the light. If she kept them, then by now, she'd have a healthy growing colony using her body nice and hard.

As I plodded along, leaving a wide trail as the huge, writhing sack of tentacles hanging under me dragged through the mud, I took a glance at my reflection in a relatively clear pool of water. My fur and mane was caked with mud and moss, and the whites of my eyes had gone a rather yellow color. I turned around to take a look at the back end, where my greatly loosened lower holes dangled open. They were far past the point where even the largest stallion could possibly hope to fill them, but that was fine. I knew my friends inside me could get the job done.

I smiled. I looked nice today!

I tapped a forehoof on my belly. "Wake up!" I said in a singsong voice, feeling the tentacles beginning to squirm faster. "It's morning! Let's fuck!"

Almost immediately, two, then three, and then even a fourth tentacle snaked out of my wide pussy. I giggled with glee; I think this was the first time four had come at once, and I was excited that I was finally loose enough to be fucked like that. I leaned against a tree as two more emerged from my ass, and the whole group began to eagerly fuck me.

Surprisingly through, none came up my throat. "Guys?" I asked, tapping a hoof again, this time near the base of my neck. "What's up?"

I felt a stirring down below, and something began to make its way up, though it didn't feel like a normal tentacle. I bent over, hacking up some more lube, before something wide and pink appeared, helped along by my muscles and a lot of slickness. I spat out the foreign object and stared at it with casual interest. It was a wide ovular fleshy thing, and it was so shredded it took me a while to realize that at one point it must've been an unbroken sack.

"Oh," I giggled as it dawned on me. "It's just my stomach."

No matter. I didn't need that, not anymore. My friends provided all the nutrition I needed right into my bloodstream, rendering a lot of organs pretty pointless. All a stomach would do at this point was limit the growth of the colony that had started there, so it was all the better than it was out of the way; more room for tentacles!

I was pretty sure some other internal structures had burst or been ripped apart too, but I knew the tentacles were smart enough to leave the ones that they couldn't replace the functions of alone, so it didn't worry me. With so many of the barriers between body cavities broken down, I positively oozed with that lovely lubricant now; not just my fuckable holes, but all the other ones, too. It wetted my eyes, dripped from my nose and ears... even when I went to empty my bladder, what came out was much more lube than urine.

It suddenly occurred to me why my throat was not yet pleasantly stuffed with tentacles. I still needed to provide them some nutrition before they could pass any on to me. Living out here in an uninhabited swamp, there was no access to nice, well-prepared pony meals, but my friends weren't picky. Any sort of organic material would do.

I glanced around the base of the tree for a moment, spotting a pile of old leaves mixed into the mud. I lifted some of the mud-caked leaves in my magic and stuffed them into my mouth. They were dry and the mud was bitter, but it was okay. Moments after I swallowed them down, the tentacles, satisfied with my offering, slipped up my throat and immediately washed away the bad taste as they coated my mouth with sweet nectar.

Finally satisfied now that all three of my major entrances were once again full of wonderful, slimy appendages, I half-closed my eyes and rested my weight on the tree and my own massive belly, basking in the pleasure as the four vaginal tentacles worked in tandem to bring me to an orgasm that made me squeal with delight. Now and then, I'd give a little giggle as a tiny tentacle would poke out of a nostril or ear, and give a few halfhearted fucking motions before slipping inside again.

What more did a mare need in life? There were truly no worries to bog me down anymore, my inferior former life far behind me. I slept wherever I happened to be, I ate whatever happened to be available, and I fucked and fucked and fucked my beloved colony all hours of the day. Not even a week ago, I would've complained how painfully few and far between my chances for sexual relief were. Now, I came dozens of times a day, my clit growing so swollen and red it looked like a strawberry as it received almost nonstop attention from the denizens of my insides that were determined to stretch me wider and use me harder with each passing day.

The tentacle in my throat retreated, and a bigger one took its place, making me gag, hard. I vomited a generous quantity of lube up, relishing the taste as it forced its way around the tendril and out of the edges of my mouth, as well as sprayed out my nose. After I heaved up a few more mouthfuls, my throat began to get used to the increased girth of its latest visitor, and the gagging stopped. I cooed contently, wiping slime from my snout and slowly closing my eyes, fully intending to not think about anything at all and just spend the next several hours enjoying being the pony-shaped fucktoy I was.

"Rosette!"

My ears perked up. I hadn't heard a voice other than mine in days. As much as I wanted to ignore it and focus instead on the orgasm that was fast approaching, I forced myself to look around.

In the distance, a cute little mare with a sky blue mane was slogging through the mud as fast as her small frame could carry her. Her expression was desperate, and she looked like she'd been traveling through the swamp for hours.

Pitter-pat. Normally, I would've been excited to see my friend, but there was a problem.

She was thin, fit, and perfectly alert. She wasn't bloated in the slightest, and there was no hint of oily excretion dripping from even a single orifice.

She actually got the eggs removed! I realized in horror. And that means she's still determined to get rid of my colony as well!

Panic set it. I knew I wouldn't be able to hide our outrun her; the boulder sized colony of tentacles swirling just beneath my skin didn't exactly allow for much mobility. But I had to escape somehow. I couldn't let her reach me now that I knew her intent.

A thought struck me. I knew a place I could go where nopony would ever take my friends away. I couldn't believe I hadn't thought of it earlier.

As quickly as I could, I drew a wide, intricate summoning circle in the mud. I hadn't used magic in days, but I managed to light my horn, watching the mud vanish as it was replaced with a silent, black abyss.

Pitter was only a twenty feet away now, and closing fast. "Rosette, wha... what are you doing?" she called.

There was no more time. It was now or never. I waddled to the edge of the portal and tipped my body forward.

"Rosette, no!"

There was nothing she could do. I smiled in triumph as I passed the tipping point and began to drop like a rock into the hole.

But something unexpected happened. As the front of my body angled downward, tipping my loose, sagging nethers skyward, a long, thin tentacle shot out of my pussy with lightning speed, coaxing one hell of a squirting orgasm from me on its way out. Just before gravity took hold of my enormous frame, I heard a tiny shriek as it wrapped itself around Pitter's midsection.

And then we fell.

The place beyond the portal was... well, not even a place, actually. Just darkness. Silent darkness, broken only by Pitter's absolutely horrified screaming.

Poor thing. She'd feel silly when she realized we were going someplace fun, not scary.

"Rosette! Wha-what? Where are we? What the hell is happening!?"

With great effort, I forced the tentacle in my throat down so I could speak. "Don't worry, Pitter!" I said cheerfully. "It'll be fine, you'll se-"

Perhaps upset at being stifled, the tentacle forced its way out of my mouth again, with a second one alongside it for good measure, so our conversation ended there.

Soon, it didn't feel like we were falling anymore. Just floating lazily through the darkness. A ledge, made of some kind of wet, slippery rock, came into view, and landed light as a feather, though the tentacle protruding from my twat still clung tightly to Pitter. There was only enough light to see for a few feet around us.

So it wasn't the sight, but the sound that captivated me.

Just beyond my range of vision was a symphony of heavenly, wet squelching, punctuated by strained gasps and strange, gurgling moans. Every few seconds, there would be a squeal or muffled cry of delight, followed by the unmistakable sound of liquid hitting rock.

"R-R-Rosette..." Pitter whispered. "W-what is that?"

I didn't have a precise answer, but couldn't contain my joyful smile all the same. Whatever it was, it sounded like a great time.

Pitter jerked her body, managed to squirm free of the tentacle restraining her, and sprinted a few paces away, out of its reach. "L-light your horn," she begged. "We don't want something jumping out at us..."

I produced a dim light, but it was enough to see what was ahead. I gasped in amazement, and at the same moment, Pitter screamed in horror.

They were ponies, but not like any ponies I had ever seen. Each one was a huge sphere, more than twice my already warped size, their legs uselessly hanging at their sides rather than touching the ground. They were propped up on their bellies instead.

And what bellies! Beneath the skin, hundreds of thick tentacles writhed and twisted around each other, bulging each of the ponies into ever changing shapes. Their manes and fur were patchy, and what fur was left was slick with slime and spotty mildew.

The members of the amazing little herd of tentacle hosts were spread around the rocky clifftop at random. I turned my head and got a view of a mare from behind, and my jaw would've dropped if it wasn't already stretched open wide by the tendril hanging out of it.

Five... no, six! Six tentacles vigorously fucked the hole that was just barely recognizable as the mare's dripping cunt. Another four spread her ass just above it. Her voice was little more than a croak from how much abuse her throat was taking, but the sounds coming from it were unmistakable bliss. A deluge of potent marecum and sweet lubricant splattered from her with each thrust of her colony's members.

The rocks, I realized, weren't slick with some unseen water source. Every inch of the ledge was glistening with months if not years worth of sexual fluid, that never evaporated in the heavy, humid air.

"What the fuck, what the fuck, what the fuck..." Pitter repeated, backing up almost to the edge of the cliff leading deeper into the black chasm. "Are those p-ponies? Rosette, please, make that portal thingy again so we can get out of here befo... you're not listening to me, are you?"

In something like reverence, I carefully waddled toward one of the bloated, squirming ponies, my tentacle-laden underside dragging along the rock below me. The one nearest me, a mare whose coat color was hard to determine between the dim light and the veneer of juices, slowly turned her head. Eventually, her lips curled into a smile, or as close to one as she could manage with two slippery purple appendages hanging from her mouth. When she spoke, it was slurred, the words made more with tongue than lips, since her jaw didn't seem to be properly attached.

"Hhhhhiii," she gargled.

My own tentacles had decided this was an excellent time to fuck my throat for all they were worth, so I greeted her with a friendly wave instead.

The mare's focus faded for several moments. She moaned and went cross-eyed, and I heard more orgasmic fluid rain onto the ground behind her. Eventually, she resumed sizing me up, and then shifted her gaze to Pitter. She frowned.

"That one," she managed between gags. "No colony. So sad..."

She paused, and the pointed to something behind us. "Maybe they will give her one," she suggested.

I couldn't turn around fast enough to see what she was pointing at, but Pitter did, and the little mare screamed again.

A huge mass of purple tentacles had risen up from the pitch-black depths beyond the edge of the cliff. Pitter bolted, but the creature moved with lightning speed, grabbing my friend up with a whiplike snap. For a second or so, she looked at me desperately.

"No! Rosette! Hel- aaaaaaAAAAHHH!"

The alien beast unceremoniously rammed a tentacle so far up Pitter's ass that I watched an prominent protrusion grow beneath the surface in her stomach. Her shriek was muffled a moment later as a similar one forced its way down her throat, sliding so deep that I felt for sure the two tentacles must have been touching inside her. Her eyes watered from the strain, but her flailing was useless; there were dozens more tentacles below, and whatever they were attached to clearly wasn't something pony strength could overcome.

"Lucky!" the bloated mare near me chuckled. "Now she'll get a colony too."

As two more tentacles wrapped up Pitter's limbs, and another thick, weighty one planted itself deep in her pussy, the little mare seemed to give up the fight. At the mercy of the tentacles, she hung limp as she was carried slowly into the abyss.

Before she disappeared from view, they began to fuck.

Pitter's thin little body jerked, and I heard a faint squeal escape around one of the tendrils. I smiled contently as I watched them violate her, much deeper and harder than my own colony had on the train two days ago. It looked like so much fun.

The last view I got of her was of her throat and lower body bulging and churning before the darkness below swallowed her up.

She'd be back, of course. With a nice, thick helping of egg matrix inside her. And since we were here in this realm, she wouldn't be able to make the mistake of getting them removed. Joy bubbled up inside me at my friend's good fortune; soon, she'd be able to live just like I was!

I turned back to the herd of enormous, tentacle-stuffed ponies lying on the rocky shelf. Most of them had already resumed their happy moaning and excited squirming as their orifices stretched into bizarre shapes to accommodate huge masses of wormy limbs fucking them.

As I waddled over, I noticed a stallion. There were less of them than of mares, but there were definitely a few. My eyes drifted unashamed to his cock, which was almost unrecognizable, considering a tentacle was bending and bulging it to terrific proportions as it poked out of the tip.

Stallions had never been able to pleasure me very well, but that dick, squirming and changing in size and shape, looked like it'd be fun to fuck. Not that we could really make that happen; the shapes of our bulging bodies meant his cock wouldn't be able to get anywhere near my pussy.

It was hardly a disappointment. My tentacles were probably doing a better job anyway.

The stallion looked at me. "So small..." he commented slowly. "You should have more."

I glanced around, and realized he was right. I was depressingly tiny compared to the massive, immobile ponies around me. I watched the bulges rippling beneath their skin and wished I could have a colony as big and vibrant as theirs.

"Cheer up. We can help," another mare said, between coughing up huge mouthfuls of smooth lubricant. "There's plenty to-"

She paused to orgasm. I waited patiently. And had one of my own.

"-to go around, and we get more every day from those who live down below, where your friend is," she finished.

I smiled excitedly. Did this mean what I think it meant?

Three tentacles slid out of the mare's mouth and lifted me, bulging belly and all, into the air with surprising ease. They held me up, and positioned between four or five of the massive ponies.

And then, tentacles were everywhere. They burst from every orifice of every pony around me, glistening in the dark with saliva or pussy juices or deep anal secretions. I gazed up at their twitching tips the way a puppy might stare adoringly up at its master. My focus on everything around me faded as one all-consuming thought took hole.

Fill me! Fill me like never before!

In a whirlwind of motion, it began. The tentacles inside my body retreated lower, making room as many new, slime-covered invaders pushed earnestly into my holes.

Instantly, my understanding of what it felt like to be stretched to the limit was completely redefined. The tentacles wound together, forming bumpy, quivering masses. Four of them... no, five, spread my pussy apart, the flesh straining to open unbelievably, unnaturally wide. My ass was quickly stuffed full as well, and I had just enough time to look down and see my engorged body absolutely churning with activity before my vision was obscured by three or four large tentacles making my jaw ache as they forced their way into my throat, then all the way down to my guts.

I felt one or two of the tentacles exit my lower holes, and heard several wet splats hit the rock before they dove right back in again. Presumably they were scooping out more shredded, mushed organs; useless wastes of space, of course, when my colony could now provide all the services those things once did for my body.

I don't know, nor do I care, how long it went on. Every inch of my body was alight with sensation, as it struggled to parse the feeling of being stretched to far, far greater proportions than ponies were ever meant to. Each movement instantly triggered another orgasm, causing my fluids to rain down on the swollen ponies around me almost constantly.

And finally, when they were satisfied with fucking, they began filling.

It wasn't just eggs this time. My various holes were brought close to those of the ponies around me, and whole tentacles, and presumably whatever they were attached to, though I couldn't see what that might be, slid into me. As the herd shared their colonies with me, my belly began to grow. My growing mass passed the bottoms of my hooves; just like the other ponies, my legs would no longer reach the floor. I heard my ribs and hips and other bones restricting my overall shape crack and finally snap free as my body swelled into an enormous sphere, my insides wriggling and writhing with hundreds and hundreds of pounds of eager tentacles. I wouldn't be moving anywhere under my own power anymore, but why would I ever need to?

And still, it continued! My fur didn't fit over my form anymore, and pulled apart, revealing wide patches of bare skin decorated with long stretch marks. Lubricating slime oozed from every opening it possibly could as the pressure inside me built up, running down my face as tears, snot, and saliva.

It vaguely occurred to me that all this probably should've been causing me pain, but there was none to speak of. Had the creatures inside me really developed a chemical that numbed pain without also dulling pleasure? What fantastic beings these were!

Just when I thought I simply couldn't get any bigger, when I felt I might burst like a balloon at any moment, the influx of eggs and wriggling critters finally stopped. Slowly, the tentacles belonging to my fellow ponies, more than a dozen in all, pulled out of me, and retracted back into the gaping pussies, mouths, and anuses of their owners.

I couldn't move. I could barely even breathe. I certainly couldn't think clearly. Just like all the others, I was nothing now but an enormous, stretched-out sack of flesh housing dozens if not hundreds of huge, thick, muscular tentacles, swirling and twisting beneath my taut skin.

I had never known such joy.

My life in Equestria, I now knew, had been a burden. Barely a week ago, I had to spend each day worrying about things like working, shopping, and keeping up social relationships. There were things I was expected to do, ways I was expected to act, and my chances to enjoy myself had to take a backseat to responsibilities.

Here, there was none of that. I didn't need to always look my best, or behave in an expected, acceptable. Hell, I didn't need to even feed or clean myself anymore! The tentacles— those wonderful tentacles— took care of all of that. All I had to give them was something as simple as my body, in exchange for a lifetime of unending pleasure. All the complexities of pony life were replaced with the single, all-consuming desire to fuck. I pitied the many ponies back in Equestria who would never know what they were missing.

And speaking of ponies not knowing what they were missing...

A huge tentacle rose from the abyss, and gently deposited Pitter-Pat on the rock. She didn't acknowledge me, but she looked barely conscious, so that was fair. More importantly, though she was still distinctly pony-shaped, the telltale bloating in her belly was proof that she was, once again, stuffed full of eggs.

I knew when she woke up a bit more she'd still be terribly upset, but relief washed over me knowing that she couldn't make the same mistake this time that she had before. There was no way for her to leave this place, after all, and once her eggs hatched into a healthy colony, I knew she'd come to her senses and realize that I had been right all along. I felt warm and fuzzy knowing that in a few short days, she'd be physically and mentally ready to commit fully, and receive her own teeming, vigorous colony, as I had just minutes ago. Maybe I'd even be able to help fill her, as the other ponies had done for me!

I felt the roiling, swirling agitation in my gut increase, and squealed with glee as my new, bigger, stronger colony set right to work on me. In seconds, each of my holes was stretched around nice, thick groups of tentacles, peeking out from inside as they began their endless quest to pleasure their new host. Gallons of fluid spilled from every exit, and I happily gagged and felt my substantially loosened lower holes contract to whatever extent they could, squeezing down on my treasured new friends.

The fucking started, rough and unrelenting, and my mind went hazy as an orgasm approached in seconds, making my swollen clit peek out again and again, each wink allowing it a moment of ecstatic contact with the slippery tendrils. I relaxed, letting my eyes drift shut, settling into position and letting my thoughts fade away and letting pure sensation and unmatched pleasure take hold instead.

I was completely content. I'd found a new home, a new way of living far better than what I had before, and had been fortunate enough to be able to share it with my best friend.

Life was perfect. And it was all thanks to that beautiful, churning, twisting mass that now filled every inch of my body.

All thanks... to my friends inside me.

END