On the Inside
Leech merrily skipped along, as she approached the community market; it was open most saturdays and, seeing as how it was a warm spring morning, she saw no reason not to treat herself to a trip. Sure, Tekky had asked her to pick up a few things, but that wouldn’t take her long. Considering it was one of the first truly pleasant days of the year, she was just happy to get out.
A light breeze ruffled the thin material of her sundress, as she made her way along. While it was true she’d often wear much more revealing garments, even while traipsing about in public, the weather seemed fitting for it and literally nothing else. Yes, going commando was a delightfully cheeky way to covertly feel naughty, as well as having the benefit of allowing her marehood to breath. Still, nopony would be able to tell; that is, unless she wanted them to know.
Proceeding towards the edge of the market, she slowed. Something wasn’t quite right. While nothing was grossly out of place, there were a curious number of townsfolk gathered to one side of the commons, with small numbers of people fleeing to, or away from, whatever held the crowd’s interest. As far as she could remember, there weren’t any particularly interesting stalls in that area; well, besides a well known ice cream cart. Regardless of what was going on, her interest was piqued, so she altered her course to investigate.
Weaving through the throng, she was met with an exceptionally curious sight. Standing at the ice cream stand, nearly a full head and shoulders taller than anypony else, was this thing. Clad in naught but a simple leather loincloth, its fur was an odd pattern of colors. With creamy colored legs, belly, and face, its arms, back, and tail were primarily a burnt orange tone, with a rust red border. As it turned, Leech got a decent look at his visage.
Judging from his features, and build, it was definitely a he. A patch of green marked his crown, as well as the interiors of his ears. His eyes, both a stunning emerald, looked about fretfully. Whoever he was, he sure as hell couldn’t have been in town long, given the spectacle he was making of himself. More importantly though, he seemed to be in distress. Be damned if Leech knew what he was, but she wasn’t going to stand by and gawk like everypony else.
Knitting her brow, she shoved her way through the mass of ponies, pushing her way towards the odd creature. “Alright, let’s all calm our tits, what’s the fuss about,” she loudly announced, stepping up towards the tall lad. Unabashedly adjusting her breasts, and leering at the assembled ponies, their attention drifted to her. If nothing else, she planned to take some heat off the newcomer. Speaking of which…
“Hey there, tall, colorful, and weird. I’m Leech,” she thrust her hand up towards the beast’s chest, giving him a broad smile. He cocked his head, studying her for a moment, but remained silent. “Oh come on, you ain’t gotta be scared of me!” she added, shooting him a flirtatious wink.
“I...I don’t think it can talk,” a merchant said, causing Leech to look over.
Cocking an eyebrow, the feisty unicorn’s gaze returned to the towering man-thing. “That true, you can’t talk? Or, like, can you just not talk ponish? Tu hablas español?” she asked, looking him over. She wasn’t sure what she’d just said, but she felt confident she’d read it in a book somewhere. Before she could question him further, he opened his mouth, and she took a step back.
To her disbelief, his chin split in half; straight down the middle. His lower jaw unfolded like a pair of mandibles, each lined with a number of needle-like teeth, but the oddities didn’t end there. As the chartreuse interior of his maw was exposed, three thrashing tentacles emerged, writhing about in the open air. Yeah, be damned if she knew what this thing was, or what his intentions were.
Several of the ponies around screamed, running in panic, while others stood with mouths agape. The situation was quickly spiraling out of control, with the strange creature at its nexus, yet Leech stood her ground. Years of living on the streets had taught her to be observant, so she dredged the willpower to study him a second time.
His shoulders were square, yet relaxed, while his hand were open at his sides. The muscles about his frame, while substantial, lacked any sort of aggressive tension. But the most striking thing, the detail which spoke more than any other, were his eyes. Fearfully, he looked about, trying to make sense of the bedlam around him.
“Hey, everypony chill the fuck out!” Leech loudly shouted, stomping a foot. Fuck if she was gonna let the situation get any worse, especially if it was due to a simple misunderstanding or ignorance. The crowd’s panic diminished slightly, upon hearing her outburst.
“Shut your mouth, you aren’t doing yourself any favors,” she hissed, locking eyes with the athletic critter. He nodded once, quickly retracting the tendrils into his gob, before sealing his strangely shaped pie hole. ‘Well, at least he can understand me,’ she thought to herself, squaring off against him.
“Ok, sure, this guy might not be able to talk, but that doesn’t mean he’s gonna hurt anypony. Isn’t that right?” she clearly stated, looking to him to answer. Sure enough, he shook his head, causing her to grin. “Aaaaaaand I’m sure that your kisser, while looking a little - cough - unconventional, is harmless as well?” she continued. He winced, before holding up a hand in the ‘just a little bit’ sign. “Oh for,” Leech facepalmed, “at least you’re non-toxic, right?” she groaned.
The creature excitedly nodded, while jamming a thumb into his chest. Leech wasn’t sure why he was so worked up, but at least he seemed to be a bit more chipper. Shifting her attention to the anxious ice cream vendor, she leaned over the counter. While the gathering of ponies had calmed slightly, a great many of them were still milling about, watching the scene unfold.
“Gimme two sundaes,” Leech politely ordered, slapping a handful of bits onto the cart. The vendor nodded, as he hastily constructed the desserts. If nothing else, hopefully she could lure the big fellow off; preferably to a more private area.
Scooping up the two tasty treats, Leech looked up at the now beaming creature. “Alright, so, if I give you one of these,” she tutted, waving one of the heaping cups of ice cream before him, “you gonna come with me?” His pupils dilated, and a pair of the brightly colored tongues crept between his lips, as he bobbed his head.
Passing him the dessert, Leech gently took hold of his free hand. Hungrily, he brought the dessert to his maw, where all three of his tendril-like tongues began to lap at the sundae. She couldn’t keep calling him it or thing, so she improvised. “I’m gonna call you Mlem,” she chuckled, inspired by his trifecta of muscular oral appendages. Mlem nodded, apparently content with the makeshift moniker. Smiling to herself, she led him away from the throng of onlookers.
Slipping into an alley, with Mlem in tow, Leech navigated through a number of secluded backstreets. After a minute or so of walking she stopped, satisfied that they’d finally gotten somewhere quiet and well away from all the curious townsfolk. As she went to turn around, she felt something gingerly pluck the sundae from her hand.
“Hey!” she protested, grumpily staring up at her newfound associate. Somewhere on their brief jaunt, Mlem had finished his dessert, although he clearly hadn’t been left satisfied. He winced, upon hearing her tone, and offered the ice cream back to her. He’d only had a few licks from it, so there was plenty left, but she decided to pass.
“Nah, go ahead,” Leech sighed, hopping onto, and seating herself on, the closed lid of a dumpster. Mlem’s smile returned, just before his monstrous visage split open, to allow him to damn near engulf the frozen treat. Watching him eat really was fascinating, if not slightly disconcerting. In a matter of moments, he’d consumed every trace of the dessert, leaving him to drop the empty cup to the ground.
Stooping down, Mlem brought his snout to Leech’s hand, giving it a few sniffs. Seated on the edge of the dumpster, her head only came up to his chest, but her anxiety about him had steadily been bleeding away. He almost acted like a big puppy; a big, weird, sort of monster puppy. Slowly, she reached for his head, before giving his ear a light scratch. Just as she was starting to feel comfortable with him, his muzzle drifted to the hem of her dress, near her inner thigh.
“Ah! No, bad Mlem!” she chirped, softly smacking his crown. He recoiled slightly, a small frown upon his face, although his eyes fitfully wandered over her body. While she couldn’t be completely sure, it almost seemed as though he’d been interested in her...No, there’s no way he’d be that forward. Then again, he was some yet unidentified creature, so she couldn’t be sure. ‘Well, only one way to test it,” she internally mused, grinning to herself.
“You show me yours and I’ll show you mine,” Leech snickered. Leaning forward, she pressed her arms together, giving Mlem a superb view of her obsidian cleavage.
Screwing his brows together, Mlem raised to his full height, and took a step back. Unabashedly, he pulled his loincloth aside, revealing a pair of large, plump, and fuzzy balls, with a furry sheath situated just above them. Evidently, modesty was not in his repertoire, or he was just enthused enough to accept Leech’s offer.
Her gaze wandered over his equipment. Both of his nuts had to be at least the size of a small mellon, each holding untold amounts of spunk. His dick though, safely hidden away within its fleshy covering, is what really piqued her interest. She could tell already that it was not the standard sort of stallionhood, just from the looks of it, and a part of her desperately wanted to figure out what sort of tool he was packing.
Slowly, she leaned forward, like a predatory cat. Just as her snout got a few inches away, Mlem gently patted her cheek, causing her to look up. Glowering down at her, he shook a finger, just before releasing his loincloth to re-conceal his package. The cheeky bastard was actually making sure she held up her part of the bargain!
“Alright, alright, you win,” Leech grumbled. Reclining backward, she pulled up her dress. Splaying her legs, she reached down and ran her fingers over her plump, onyx black marehood. “There, we’re even now…” she trailed off, as she watched Mlem licking his lips. Glancing down, she noticed a bulge beginning to appear from within his meager garment. Looks like he was just as interested in her, as she was about him…
“Tell ya what, hot stuff,” she grunted, hopping off her perch. Sauntering over to him, she pressed her pointer into his chest, while giving him a devilish smirk. “How’s about you lie down, and we’ll both get to do a little bit of exploration…” she purred, walking her fingers down his chest.
Mlem smiled, just before he trotted over to an open area besides a tall stack of discarded pallets. Kneeling, he brushed the packed earth free of any detritus, prior to easing himself down. The spot, while in a public alleyway, was pretty well hidden, so the chances of anypony stumbling across them were minimal.
Strutting over, Leech leaned down beside him. Placing a hand on his shoulder, she pushed his torso down, leaving him in a supine position. “Alright, big guy, you wanted a better look?” she purred, stepping over his head. Pulling her dress up and over her head, she straddled his face, giving Mlem a full shot of her meaty nethers. His jaw unhinged, and the three appendages crept out, as he looked up at her.
“Just mind the teeth,” she snickered, beginning her descent upon his visage. Just as she started to lower herself, two of the tongues shot out, wrapping themselves around her thighs, to jarringly pull her down to his face. She gasped, taken off guard by the abrupt act. Before she could protest, the third prehensile tendril wormed its way into her snatch. Her knees buckled, leaving her to crash onto him.
“Oh fuck,” Leech groaned, feeling the muscular organ wriggling around her interior. It wasn’t as girthy as a cock, although its movements more than made up for it. Speaking of cocks...She glanced down, noticing the substantially tented loincloth at Mlem’s nethers. Finally, time to see what this puppy was packing.
Settling onto her knees, while Mlem cheerfully serviced her, she moved her face to his crotch. Leech felt like a kid on Hearth’s Warming morning, about to unwrap her present. Grabbing the leather of his garment, she pulled it to the side, and marveled at the sight of his tool.
While she’d equated Mlem to a large puppy, she’d been more correct than she could have imagined. His member shared several canine characteristics, including a tapered, spear-like head, as well as a bloated, bulbous base. Royal purple in color, it was proportional to his size; in that, it was massive. The stupid thing had to be at least a foot long, and the base was almost as wide as a small grapefruit.
Licking her lips, Leech thrust her snout upon it. Slowly, she dragged her tongue over its velvety surface, as she breathed in the heady, animalistic musk of his essence. Happily gyrating on Mlem’s face, she eased the tip of his length past her lips. As his taste coursed over her tongue, she was reminded of a number of flavors; notes of equine, diamond dog, and timberwolf danced across her palate. Sadly, her reverie was broken, as a second tongue crammed itself into her snatch.
Now, it was hard enough to properly suck a dick while in a sixty nine, but adding two tentacle-like appendages to the mix made it that much harder. Still, Leech was undeterred. Cupping Mlem’s nuts with one hand, while stroking his shaft with the other, she loudly fellated the odd beast. Streaks of her saliva, mixing with his pre-cum, coated his length. His taste, much like his appearance, was curious; vaguely fruity and spicy, reminiscent of some exotic cocktail.
A deep purr escaped Mlem, while Leech lavished his package. Now grasping her thighs, with his hands, he was able to fully utilize his tongues for a far more carnal purpose. Slipping the third appendage into her marehood, to join the other two, the triad of prehensile tendrils made a mess of her insides. Swirling, pumping, and lashing about, they worked her interior in ways that no creature ever had.
Leech retracted her head, allowing Mlem’s dick to slip from her muzzle. It was simply too hard to concentrate, given the unimaginable cunnilingus she was receiving. Moaning loudly, she ineffectually stroked his shaft. It wasn’t that she didn’t want to reciprocate, she just wasn’t sure how; that was, until…
“Are we - Mmmph - gonna fuck or what?” she bleated, desperate to regain control of the situation. Leech was, amongst other things, a prideful creature. While she loved being dominated, she’d always enjoyed knowing she was able to manage her sexual encounters. Thus, she hoped that, upon freeing the creature’s tongues from her cunt, she’d reassert herself. Unfortunately, she thought wrong.
With a gentleness belying his size, Mlem hefted the mare from his visage. Carefully, while cradling her hips to himself, he stood and set her down. Now positioned on her knees, Leech pressed her chest to the ground. It was a universal symbol, a common sight amongst nearly every terrestrial species. She was presenting herself to him, begging him to be claimed.
Dropping down behind her, settling onto his knees, Mlem appraised the mare. Her groin and inner thighs glistened with her nectar, and her entrance, drooling and engorged, was quite inviting. Sadly, their difference in size meant plowing her in a doggy style position wouldn’t work. Normally, that would be a problem for a male, but he was no normal male.
Draping himself over Leech’s back, Mlem grabbed her arms, before straightening himself. “E...easy there, big guy!” Leech stammered, unsure of what he was doing. He wasn’t being excessively rough, but she could tell that he was incredibly strong. Two of his tongues wrapped around her upper thighs, just below her hips, pulling her into the air; the third wrapped around her waist, and darted to her crotch, before slowly dragging itself over her clit.
Contentedly, Mlem watched the unicorn moan and squirm, held slightly aloft, as he played with her. Glancing down, he pulled her to himself, only stopping when the spear-like tip of his cock teased her gash. Leech gazed back, and their eyes met for a moment, before he slowly began to press into her.
A throaty half-purr, half-growl escaped Mlem, as his tool steadily plunged into the unicorn’s marehood. She was exceptionally accommodating, far more so than many females he’d coupled with, yet she was still rather snug. Deeper and deeper he went, until the bulbous root of his length bumped against her entrance.
While Mlem’s dick wasn’t as lengthy as some of the dickmares she’d been with, it was remarkably girthy. Instinctively, she clenched around his length, as she felt him begin to withdraw, before he hammered himself back into her. Immobilized as she was, it was the only thing she could do to pleasure him. Arms held behind her back, waist hefted to meet his strokes, and with a tongue dancing over her clit, she was virtually powerless, although she really didn’t mind.
Pulling Leech to himself, while simultaneously thrusting his hips, Mlem began to rut the girl in earnest. His two tongues, wrapped about her thighs, pulled her legs apart, allowing him to shuffle between them. Rhythmically, he plunged into her. His movements slowly increased in speed and power, allowing his weighty bally to slap against her clit.
Feeling the bloated trunk of Mlem’s shaft hammering against her entrance, Leech moaned. She realized he hadn’t hilted her, knowing there were still at least two or three inches of fat cock taunting her marehood, but she planned on remedying that. Willing herself to focus, she regained some semblance of composure. Looking over her shoulder, she leered at him. “Harder,” she growled, her insatiable lust spurring her onward.
Mlem smirked; well, it was as close to a smirk as he could manage, what with his lower jaw split in twain. Cocking his hips back, he ground them forward, only slowing when the base of his tool ground against Leech’s sopping wet snatch. Perilously few females were able to accommodate all of him, yet Leech was oddly insistent, and he didn’t want to disappoint her.
With a grunt, he applied more force. Then, seemingly from nowhere, he hilted her. With a resounding pop, the final few inches of his length squeezed into her confines, causing her to scream in orgasmic bliss. A shiver went up his spine, feeling his entirety embraced by the mare’s velvety interior. Gradually, after giving he and his partner a moment to adjust, he began to move again.
Leech thought she was going to die. For fuck’s sake, she’d instantly cum, when Mlem crammed the fat bit of his dick into her stretched cunt. The tongues, his size, the strange shape of his equipment, it was all delightfully refreshing. While there was nothing wrong with a horse cock, she had to admit, the abnormal creature’s rod was an exhilarating change of pace. Impaled upon his length, and feeling him pop in and out of her gash, she clamped down around him.
Strings of saliva hung from Mlem’s mandibles, and his chest heaved mightily, as he rutted the mare. His thrusts became progressively more violent, harder and faster by the second. The cat-like pupils of his eyes slowly shrank to fine slits, while his heart thundered within his breast. He knew he wasn’t going to last much longer, so he leapt into action.
Releasing Leech’s wrists, Mlem grabbed the back of her waist. With the aid of his tongues, keeping her close to himself, he stood. Hauling her knees behind her head, and standing at full height, he continued to fuck her. It was like a full nelson wrestling move, except he was balls deep in her cunt. With the trio of tentacle-like appendages free, they set to work; two wrapping around the unicorn’s nipples, while the third persisted in toying with her clit.
“Oh my god,” Leech howled, writhing in his grip. She was putty in his hands, and tongues, as he used her. Never in her life had she been subjected to so much stimulation. Well, besides that one time with a soccer team of changelings, but that’s a different story. Some primal, debased part of her brain realized he had to be close, given his chaotic movements.
“Cum in me you big bastard! Give me aaaaaaaaa-” whatever goading statement died off, as she felt something expanding within her. While she hadn’t been sure if the base of Mlem’s package had been a knot, she got her answer, when she felt it start swelling inside her cunt. Part of her was anxious, almost fearful, about the ramifications of being knotted to a giant creature; but another part of her, a much more motivated part, wanted nothing more than to enjoy the full experience.
Nuzzling Leech’s neck, a throaty growl escaped Mlem. It wasn’t an aggressive noise; no, it was simply a primal reminder that he was in charge. Sensing himself teetering on the edge, he gently bit her shoulder, as he fully entombed him member in her marehood. His shaft, buried deep within the unicorn, throbbed, sending thick ropes of seed into his mate.
Leech’s eyes rolled to the back of her head, as a sublime heat was unleashed into her. Mlem’s knot, having expanded to its full size, effectively sealed her snatch like a cork. With nowhere to go, the thick, hot substance flooded every nook and cranny of her canal, bubbling up and into her womb. Held to his chest, she convulsed in climactic bliss. Drool crept down her chin and neck, while Mlem used her like a wanton sex toy.
Mlem’s movements began to slow, steadily grinding to a halt, while he blew his load into Leech. Glancing down, past her bosoms, he noticed her abdomen incrementally swelling, as her insides were filled with more and more of his virile cum. She certainly didn’t seem to mind, mewling like a harlot, so he wasn’t too concerned about her. Now locked inside of her marehood, and with the deed done, his tongues retracted.
“H...Holy shit,” Leech wheezed, looking down at her distended belly. Yeah, this dude could cum buckets, quite literally, from the looks of it. Reclining with her back on Mlem’s chest, she craned her neck upward. He was making sure to hold her securely, so she wasn’t concerned about falling. Even if she did, he was still firmly knotted. Speaking of which...
“Hey, how long until this thing deflates?” she asked, raising an eyebrow. Not like she had anything better to do, but she’d rather not spend all afternoon with a big lug’s cock lodged in her gash. Blushing slightly, Mlem averted his gaze. Without saying a word, his non-answer told her everything she needed to know.
“Great, just great…” Leech groaned, dragging one palm over her face. Looks like she wasn’t going anywhere for a little while. “Alright, can you just go sit down? Maybe we can both get comfortable for a bit,” she suggested, pointing to the free area between the dumpster and stack of pallets.
Nodding, and taking care to be gentle with her, Mlem walked over to the bare spot and sat down. With his back to the wall, he allowed Leech to sit on his crotch. Having freed his hands, he rested them behind his head, as he admired the mare’s back. At least that was his intention, before she started moving.
Raising her hips, just a fraction, Leech brought them back down. Leaning forward, placing her palms on the earth, she started halfheartedly fucking herself on Mlem’s junk. Peering back, she found him watching her, with a shocked expression on his face. Either he wasn’t used to partners recovering that quickly, he hadn’t expected her enthusiasm, or some combination of the two.
“What? You got any better ideas to kill the time?” Leech snickered, re-adjusting herself to squat on the entombed cock. “Just - Mmmph - next time - Nnngh - I want to do it missionary,” she unapologetically requested.
Mlem gulped, observing her fuck herself on his mostly rigid length. Although he was keenly aware that many considered him monstrous, they were mistaken. As Leech looked over her shoulder, a single amethyst eye met his gaze, and he shuddered. No, Mlem knew that the real monsters in the world were much, much scarier than he was.