Unseen Alicorn Issues

by Holocron

Rating: mature
Tags: Twilight Sparkle, Anthro, Profanity, My Little Pony: Friendship is Magic, Alternate Universe, Porn, Fetish, Random
Length: 4084

Princess Twilight starts masturbating while thinking about having sex with her friends.

Since becoming an alicorn, Princess Twilight Sparkle has not only developed a goddess-like body, but a sex drive unlike anything she had ever felt. Now, she can't stop herself from getting aroused for almost no reason, and can't get anything done unless she spends several long hours intensely masturbating. And today, like any other jerk off session, she finds herself on her bed, trying to get through this. But now, her mind is wandering to her friends, and all the things she would long to do to them with her massive, alicorn cock.

Commissioned for Knarfdarf
e621: 5363897

Published 2025-02-15 21:20:02 UTC
Last updated 2025-02-15 21:20:02 UTC

So many Fantasies

Ascension; that was the only word to describe what had happened to Twilight Sparkle when she finished a special trial. The very fabric of now only time and space, but the fates and destinies of her friends that she held in her hands. Her reward for this trial, this task placed upon her by Princess Celestia, Twilight was no longer a unicorn. She had been ascended into that of an alicorn. By respect, or maybe instinct, those around her bowed before the arcane crowning of a new Princess; the Princess of Friendship, ruler of the town of Ponyville. The weeks of learning royal etiquette, as well as what responsibilities she would be expected to fulfill, there was something else about the mare that has changed.

It wasn’t just a new pair of wings to match the horn from her head that partially sparked with excess magic, but her entire body had changed. Twilight wasn’t a petite or flat mare as a unicorn, but had a relatively modest frame. Supple breasts, slender waist, and a soft looking curve of her flank. But once she became an alicorn, her features expanded out, swelling until they were many times larger than they were before. To call them breasts was a vast understatement. These boobs were gigantic, voluptuous orbs of soft titflesh, defying gravity as they pushed out so far ahead of her, they reached the door she planned to open before she could reach out to open it, forcing her to use magic to open the doors she would cross.

Easily bigger than the blessed genetics that Applejack often prided herself with. More than once, her friend would joke, calling Twilights massive bust barrels rather than her own jugs. Just like her breasts, Twilight’s ass was just as massive. Normally, amongst her and her friends, Pinkie Pie's ass was the biggest, and even then, it was from years of gorging on so many sweet and tasty pastries. But now, if the bubbly and giggling party mare’s ass was double wide, Twilight’s was a quadruple wide. Big enough to draw attention and turn heads, but just barely small enough to not get caught in doorways. Though the mare has considered having all the doors in her home expanded just in case. And between these juicy and sexy features, her waist defied all logic with how smooth and slender it was. The only ones who could remotely compare, who weren’t royalty, were Rarity and Rainbow Dash.

But the former worked hard to ensure her delicate, lady-like, alluring body, and the latter was a star athlete, and so had a strict diet and workout routine. At this point, the only mare who could relate with Twilight’s goddess-like, yet proportionate body, was Fluttershy. Though having smaller features, the pegasus’ tits, waist, and ass still were in a healthy, soft, and beautiful balance. Still, this new development was pretty difficult to adjust to, as so many things about Twilight’s life had to change. She couldn’t read without levitating the book in front of her, since her massive boobs pressed and squished against the pages, blocking more than half of it anyways.

Though she couldn’t deny that there was a benefit in being able to use her own boobs like pillows when she wanted to take an afternoon nap. Fluttershy and Applejack were kind enough to help her with proper ways to sleep like that. Rarity was nice enough to help with clothes that could cover her well enough. Only Rainbow and Pinkie were supportive, but couldn’t help but make tits and ass jokes about their friend; all in good fun. But even with all of this, which Twilight was trying to use too. There was something else about this new body, something that she regretted the very second she ascended; her libido.

As a unicorn, Twilight had, or at least believed she had, a healthy sex drive for a mare her age. She went on double dates with Rarity when she tried to help hook her up with some of the fine stallions in town. Even Applejack once tried to get her and Big Mac on a date, though she ended up just being good friends with the stallions. Not that she was a virgin either. Some of those dates did go to some places, but never enough where she would go steady with everyone. Though Pinkie was kind enough to help her during her especially bad heat cycles by introducing her to the anonymous mare booths hidden throughout the town. But this alicorn body was different; far, far different.

Even outside her estrus, Twilight felt like she was in a constant state of heat. She never would’ve believed that anypony could be this horny and remain sane for long. Part of her wondered if Celestia, Luna, or even Cadance had such heightened levels of arousal. Which would explain why during her brother, Shining Armor’s first few months in marriage to Cadance, he ended up in the hospital with a broken pelvis. They said he slipped and fell down some stairs in the Crystal Empire, but with her new body, Twilight was starting to doubt that story, and wondering if Cadance had something to do with it. Either way, that speculation wasn’t helping her.

Within the Ponyville Library, she was pacing back and forth in her room, trying to think of something, anything that could relieve herself. And on top of all that, with her goddess-like body, accelerated and increased libido, and forced to make so many lifestyle changes was one thing, there was still one last thing that she couldn’t manage easily. It was something no one, not even her closest friends knew about. Twilight dare not even speak about it with the other Princesses, somewhat fearing what the answer would be. While everything about her, to the average observer, gave the mare the impression that she was the sexiest, most seductive and fuckable pony in town, between Twilight’s legs was something else.

A massive, meaty, pussy stretching, womb breaking cock that was in an almost constant state of arousal, poking up and almost halfway between her fat tits at almost any given time. This was what she hated the most about this new body. All the features she now had were a nightmare to deal with, and this fat, juicy cock only made it work. Even as she was trying to go about her day, looking through a book, enjoying some good reading snacks, and just trying to get through the day smoothly, she started feeling lightheaded. The thick cock poked up, pushing the book a little as she was losing the needed blood in her head. Nothing but hours and hours of jerking off would settle this down, and now, she would have to put the book down and deal with this.

Flying over to her bed, the mare reached down, grabbing at her throbbing, massive cock. Once her hands touched it, it was already leaking put thick, oozing globs of strong smelling precum. Pleasure was surging throughout her body, making her nipples so hard as she was already feeling lightheaded. Slowly, she was losing herself to the pleasure, rolling her tongue over her lips as she moaned out, uttering her sweet and sultry words. It was just so good, and while she hated this cock, she couldn’t deny how utterly addicting this all was. And as she jerked herself, gripping the slippery size with both hands, her mind began to wander.

Back as a unicorn, Twilight never really cared much for romance, but she at least knew she was attracted to stallions. And while there were plenty of suitable stallions back in Canterlot, she only cared for her studies, especially as she was the personal student of Princess Celestia. Though part of her was envious that her foalhood friends, Lemon Hearts and Minuette were able to find some stallions. Then when she moved to Ponyville, on the urging of her friends, she dated here and there, even fucking some of the nicer stallions. But now that she was an alicorn, her thoughts were far more corrupted and perverted. If not for her own strong willpower, she would’ve asked Pinkie to set up an insane, debaucherous orgy with every available stallion in town. And it wasn’t just stallions now, but even mares were catching her thoughts and fantasies.

Licking her lips and cooing, she wondered if Applejack was at least curious enough to give it a try, maybe even if she fell into the earth pony stereotype of being secretly into incest? Twilight’s cock throbbed at the idea of her and Big Mac double teaming the sexy farm mare, filling her up as they rubbed their cocks against her insides. But then afterwards, their siblings would call in some of their other relatives. Maybe Braeburn would be into the idea, though Twilight suspected that the stallion swung both ways, so perhaps he could fuck her ass while stroking off her massive cock before blowing a massive load like a shooting geyser. Maybe even the rest of the Apple Family would want to get into a hot and heavy orgy with the Princess?

“No…no…Applejack…she’d never go along with it…” Twilight grunted to herself, moaning out as thinking was so hard, rivaling the way her cock was throbbing out and spurting out a little. “And Big Mac…he’s…he’s not into me…like that…” Gasping, she was using what magic she could muster to fondle along her huge, cum filled balls.

Pushing even more along this coming orgasm, Twilight’s mind then drifted more along towards how much she wanted to fuck her other friends. She and Rainbow had a bit of rough start, but there was something about the athletic mare that made the alicorn wonder if she could fuck her so hard and deep that she might ruin those well muscular abdomen? Given how fit she was, Twilight could only imagine how tight her friend was, and maybe she had such firm control over her muscles, that maybe she could make herself so incredibly tight, that maybe she would get Twilight’s cock to blow buckets worth of spunk in her within friend, turning that strong belly into a bloated, round belly. Given how tight those muscles were, maybe she could spray them out too?

Shaking her head, Twilight gasped out some more, feeling her cock swelling some more. She was so lustful, and though it shamed her to think about her friends like this, she couldn’t stop. Which then brought her to Rarity. The classy lady that was this unicorn had a slender waist, giving her a well shaped, hourglass figure. Twilight had seen such mare bodies in Canterlot among the nobility, and so her fantasy spread about. She could envision her friend as a noblemare, eager to please her Princess, making her cock throb at the idea of sitting upon a throne, and making this classy mare stripe from her noble dress. Her body would be a perverted canvas of piercings, markings, and other indications that she was Twilight’s slut.

Rarity would crawl on her hands and knees, panting like a bitch in heat, moaning out as she would worship at the throbbing cock, this meaty symbol of alicorn supremacy over this slutty mare. She would have her fuck her own face on this dick, swelling her throat on it, gurgling with the primal need to drink down the hot seed of the alicorn’s dick, filling her belly before breeding her in front of the royal court. Rarity wouldn’t be a noblemare anymore, just Princess Twilight’s concubine, her living fuck toy and loving cocksleeve, fit only to be filled and bouncing on this dick, all the while the court could see her being used in such a way. Envy and scorn would cross their faces, as they wanted to be impaled on the alicorn’s dick instead of her.

Twilight gasped again, feeling the build up only grow hotter. But it wasn’t enough, she couldn’t stop herself from thinking about how hot it would be to fuck her friends. She didn’t want to see her friends like just piles of fuck meat. They were beautiful mares, good mares, she owed so much to them, and she felt so terrible thinking of them like this. But this connection only made the longing and shame all the hotter. Her cock was all but screaming for their bodies, and her lust addled mind only further fantasized about who she could fuck. Applejack might not be into mares, Rainbow could be into mares, but was too much of a hassle, and while Rarity could be a closeted, kinky slut, Twilight would be too embarrassed to ask. But that only left Fluttershy and Pinkie. Surely either of them could be more fuckable?

“N-no…they’re…they’re my friends…” Twilight moaned, eyes rolling back as she took this cock, wedging it between her massive tits. Because of the arousing build up, her size had grown, poking up from between her juicy mounds. “So wrong…this is so wrong…oh fuck…but it’s so hot…” Pressing her fat boobs against her equally fat dick, she was suckling along the oozing head, letting the taste of her thick precum numb her senses as she couldn’t stop but think about how she would fuck her last remaining friends.

When her mind went to Fluttershy, her cock let out a small burst, splattering against the ceiling but that was only a small amount compared to what was building inside her balls. Just the idea of her friend’s perfect, beautiful body against her. Sliding her cock between those juicy tits, and the way the timid, sheepish mare would love to worship and deepthroat this cock. Even if she couldn’t handle it, Fluttershy was far too kind to stop her. Twilight could treat that throat like a fucktoy, and her friend would only do all she could to please her. She felt so guilty, but the chance to fuck this soft and beautiful mare was just too much for her. She wouldn’t stop until she bred the mare over and over again, leaving her as a feral beast like the ones she tended to.

“Oh my…Fluttershy…I’m sorry…” Twilight moaned softly to herself. “I can’t control myself. You’re just…so…oh fuck…so sexy…” Gasping out some more, she could feel she was going to cum soon. But something was still holding it all back. “I…I need to think…who else could-” She didn’t need an answer as the fantasy shifted to the most obvious option; Pinkie.

The bubbling, pink slutmare was the biggest whore she knew. Pinkie was friends with everyone, knew nearly everything about everyone in town, but most importantly, she had fucked nearly more than half the entire town of Ponyville. Thanks to her parties, she would get close to many of the parents, more than once fucking the fathers, and even the mothers of the foals she would host birthday parries for. And for the much older ponies she would host parties for, she would have plenty of After Dark parties, which were rumored to be places in which any pony there could fuck the slutmare all night long. Twilight didn’t believe them at first, but after that time at the glory hole booth, she began to believe some of it.

And speaking of rumors, at least once, from how cryptic Pinkie had been, Twilight suspected that maybe after Chrysalis’ invasion of Canterlot during the Royal Wedding, her friend might’ve met her brother beforehand. Though she had no proof of it, at least once or twice, she thought she saw Shining Armor look at Pinkie in an awkward way. Maybe she was overthinking it, but maybe when her brother had a bachelor’s party, Pinkie was the whore of the night? Normally, such a thought would fill Twilight with shame and annoyance. But right now, she was so full of arousing feelings, that if anything, she would use this as an excuse to just bring Pinkie over, and fuck her in every possible way for what she might’ve done to her brother. The thought only filled the alicorn with deeper lust and longing.

“Pinkie…why do you have to be…such an adorable…fucking whore…” Twilight moaned out, her massive tits pressing and rubbing against her cock, making it throb madly between her softness. “If I find you…you fucked my brother…I’m gonna fuck you…then…I’ll fuck your sisters…and your mother…” Her cock throbbed even harder at the idea.

Twilight knew how close Pinkie was with her family, and while she was thinking of fucking her siblings, Maud, Marble, and Limestone, and then her mother, Cloudy Quartz, more and more thoughts filled the mare’s mind. Why just settle for her friends, when she could fuck her friends and then their mothers. The very idea that she would fill them with her fat cock, stuffing and ruining from in ways their husbands never would’ve been able to, only to possibly impregnate them all. Gasping and moaning, she was just edging herself to her release. She was practically begging herself to cum, just as another milf-like figure came to mind. Though not officially a mother, this mare was like a mother to everypony in Equestria; Princess Celestia. The very idea of her mentor in such a way only filled Twilight with a pleasure unmatched by the others.

“Fuck…I’m gonna…gonna cum…” Twilight moaned out, feeling herself getting so close. Her cock was about to cum, her shame and pleasure mixed and swirled within her. Her magic was in overdrive, allowing her to rub her cock, fondle her balls, and even massage along herself, groping her tits, hips, and ass. “I’m sorry…Princess. I can’t stop…my cock…it feels…feels so good…”

Princess Celestia was like that of a goddess amongst the regular mares in Equestria. As well as this, she’s had centuries, possibly even millennia of experience on her. Though this was back when she was a unicorn. Now as an alicorn, maybe Twilight could compete, or at least somewhat keep up with her mentor, fucking her cock between those gargantuan, gravity defying tits the solar alicorn had. Not to mention, her pussy was probably one of, if not, the best in all of Equestria, with the motherly, loving expressions she would make while it being twisted into looks of sheer, raw, primal pleasures. It was too much, Twilight could feel herself. Using her magic, she reached down, showing a smaller, conjured cock of arcane splendor in her tight, puckering asshole, pressing so hard against her prostate, she couldn’t stop what was coming now.

Twilight came, hard. The orgasm was like that of a geyser, mixed with an intense hose that blasted a long, hot, and thick stream of her seed upwards, plastering the high parts of her ceiling. The rest that couldn’t reach her ceiling fell back on her, soaking her tits, belly, and face. She was gasping as this wasn’t stopping after the first, second, or even third burst of cum. Fantasies about her friends, especially her former mentor, were too much for the pleasure centers of her brain, which caused her to cum over, and over, and over again. She just couldn’t stop it at this point. She was panting and moaning out, nearly crying her sultry sounds of pure, euphoric bliss as she was pumping gallons out of her throbbing, hard cock.

“It won’t stop…my cock won’t stop cumming…” Twilight moaned, panting as she was jerking as she was still cumming. “There’s so much…my balls won’t empty…I’m sorry, I’m sorry, I’m sorry I’m such a naughty mare…” The shame and pleasure swelled and burned within her, she couldn’t stop as she was drooling, gibbering, nearly to the point of foaming at the mouth in her orgasm. “I’m just…a mare with a cock. I’m not a pervert…I just can’t…control myself…” This continued on for several long moments, nearly cumming nonstop for well over a minute or two before it seemed that she nearly calmed down.

Laying back on her bed, Twilight was panting, wallowing and writhing in the sloppy, steaming mess that not only was coating her own massive tits, belly, and face, but was also dripping down from the ceiling splatters on her face. She was moaning a little as she was rubbing herself as she was trying to get her body matted and messy in the cum that she could barely think. If she was lucky, this would’ve bought her about a half hour, maybe even an hour if she was especially lucky, of clarity. But it wasn’t going to last. Twilight knew her cock, and it wouldn’t be long before she would think of something that would start the chain reaction, getting her cock so hard that she could only masturbate over and over again for it. Exhaling hard, she sighed, just laying there, staring up at the ceiling.

Though she felt shame and embarrassment thinking about her friends like this, she couldn’t help but feel even more embarrassed over the fact of how much she enjoyed this. Twilight knew all too well that there was no way, no matter what, that her friends, let alone Celestia, would be into such erotic ideas. Still, the fantasies were nice, and somewhat fun. But as she was trying to rationalize her thoughts, more were starting to spark and flicker within her mind. What little that did pass through her thoughts was the arousing fantasies. She had jerked off to such things before, but usually her post-nut clarity should’ve kicked in by now. Instead, she was finding that these thoughts weren’t just staying, but were even stronger than before. She had thought of her closest friends, and even her mentor. But what about others?

What about Princess Luna? The seductive looking, yet mysterious mare who could grant any dreams? Maybe she could visit Twilight, giving her some amazing wet dreams? What about Princess Cadance? She had such an alluring, slutty looking body in a dress that wasn’t just form fitting, it was practically a second skin; making it impossible not to notice the older mare’s erotic looking, plump nipples and areolas. Twilight wondered how her brother could go even a minute without fucking his wife into a destroyed, stuffed and sloppy mess whenever the chance came. If it was her, she would be fucking that royal whore with every inch of this bitch breaking cock. But there were more to the alicorn’s fantasies than just her fellow Princesses. There were many more.

Moondancer, Twinkleshine, Lemon Hearts, and Minuette, her foalhood friends back in Canterlot would be pretty hot to fuck and fill with every ounce of her hot seed. And even beyond her home city, there were so many mares in Ponyville, more than she could count. Miss Cheerilee was a pretty sexy teacher, no doubt having some fetishes for fat cock. The flower mares, Daisy, Rose, and Lily Valley all looked so beautiful and fuckable. Lotus and Aloe, the spa mares who would no doubt feel so great servicing the Princess’ fat cock, especially between those sexy tits they have, all covered in lotion and soapy suds. Not to mention there were plenty of sexy mares who have been less than honest and good with the Princess.

Trixie Lulamoon, as prideful and egotistical as she was, had a sexy body that would no doubt stretch so hard on the alicorn’s cock. Just the idea of seeing her face twisted in fucked silly pleasure was sending shivers from Twilight’s spine, down to her cock and balls. Then there were some mares like Queen Chrysalis. As evil as she was, the prospect of fucking a changeling was pretty hot to the Princess. She could take any form, so in a way, Twilight could fuck anyone, even herself. Once that thought came to her, she happened to look over at a nearby mirror, seeing herself laying in the gooey mess that she had put herself in. The sight of such a slutty, whoremare covered in steamy spunk was too much for her. Twilight’s cock was growing again.

“Fuck…and I just got it to settle down too…” Twilight cooed to herself, seeing her dick filling up with passionate desires again. Rolling her eyes, she reached for it, grabbing and starting to jerk herself off again. “Okay, shit…guess I can’t get back to reading yet.” Starting to pick up her pumping pace again, she sighed, just accepting that it was probably gonna be hours and several more gallons of orgasms before this slab of cock meat was going to settle down.