Magic will help!

by LilSlipsy

First published

An impromptu trip to Ponyville and a quest to lose their virginity. What could possibly go wrong for Flurry and Pumpkin when magic was the answer?

An impromptu trip to Ponyville left Flurry Heart with only one quest in mind: to finally lose her virginity. With Pumpkin Cake reluctantly by her side, it was a plan that was sure to work. Though, with all of the colts in school till who knows when, Flurry would have to forge her own path to get this idea to work.

Twilight had some books that would surely help. Right?


An idea that was directly spawned from looking at this image by PonyPron (2141495 on Derpibooru - NSFW). Dtcx97 may have been some inspiration as well (2132070 - NSFW).

Thanks to PonyPron for the awesome cover image as well! <3

Tags: Foalcon, Filly, Tentacles on Fillies, Bondage, Magical Miscalculations, Aged Up, Consensual

Or will it?

View Online

The trees whipped by as the train sped down the rail, nearing the Ponyville station with Flurry Heart in tow. This was always the most boring part for her, just sitting by herself, waiting on a train with nothing to do. At least she’d probably have some fun with Twilight when she got there; hopefully Cadence and Shining Armor at least told the mare that she’d be foalsitting on such short notice.

Those two were off saving Equestria or something from what she heard before getting shipped off to Ponyville ‘cause it was safer’. After making this trip for similar reasons previously, it was pretty predictable whenever something like this came up.

Mom and Dad had even wised up and stopped sending a chaperone along for the trip. It was pretty much a challenge – and an easy one at that – to evade any guardian her parents set up; no normal pony could ever hope of keeping track of her unless they were on the same tier as royalty themselves; even Sunburst wasn’t able to keep her fully contained.

Flurry smiled and stretched her large wings as soon as she heard the speaker chime, “Now approaching Ponyville station.” She hopped up and headed to the nearest door as soon as she spotted the platform and felt the train slow. She heard the speaker calling out all the other stops: Canterlot and Appleloosa, but it was time to get off of here!

The train loudly hissed out steam as it came to a stop; Flurry would have been practically ready to hoof through the door if she didn’t have magic. She looked out the window at a nearby bench and vanished with a flash of her horn, reappearing right on the wooden deck of the station about 10 meters away from that bench.

Weird… she swore she was going to pop out closer. That hot and stuffy train must have been getting to her. The rays from the sun quickly washed away that thought and the fresh, slightly warmer Ponyville air was welcomed; she finally escaped that train and could have some fun with her aunt and the other ponies in town.

“Flurry Heart?” a filly’s voice called out in surprise. It was the familiar cream coloured filly standing there with her curly orange mane and tail.

“Pumpkin!” Flurry cheered before galloping over and practically tackling her with a hug.

The rest of her family was there too, with bags packed and looking eager to get aboard this train. Mrs. Cake was standing by her husband who was almost trotting in place as he eyed the train nervously. Pound Cake was busy reading a large pamphlet with lots of flames covering the sides and a large, vehicular contraption sporting giant wheels that were crushing several carts.

“I’m staying in Ponyville for a little while... and…” She looked over to the rest of the Cakes and how they certainly didn’t look like they were sticking around for much longer, especially with train tickets all in hoof. “Where... are you going? You’re not leaving Ponyville just as I’m getting here… are you?”

“Afraid so,” Pumpkin said with a sheepish smile and held up the ticket in her hoof. “Pound and Dad wanted to go to Canterlot for our vacation to go see that new monster truck show that’s been touring all around Equestria.”

“Noooooo!” Flurry bemoaned and shook her head feverously.

Pumpkin Cake gave a solemn shrug, looking just as disappointed as Flurry was. “Well, it might be one of the last shows in Equestria, so they really want to go see it. I heard they were going to be performing all the way in Saddle Arabia by next year.”

Flurry grimaced; that just wouldn’t do. Plus, with the way Pumpkin looked, there was no way she’d actually want to go see those trucks instead of hang out in town. “Hey Mr. and Mrs. Cake?” she started to say but it already looked like they were pretty preoccupied.

“We haven’t been to Canterlot in years and I heard it was even busier now!” Mr. Cake complained fretfully. “What about the hotel? What if we aren’t able to book a room? Or what if they already sold out by the time we get there?”

His wife was casually agreeing with him every time he brought something up, giving a simple, “Yes, Dear,” as he continued.

“Helloooo?” Flurry called out again, looking back to Pumpkin who just shrugged.

She was about to open her mouth again before getting abruptly cut off. “We won’t be able to chat for too long kids; we don’t want to miss this train!” Mr. Cake said in a panic. He seemed to always be like that when something was happening and practically fainted last time things went wrong at Pumpkin’s house when Flurry was over.

Flurry shook her head and trotted right up to him, putting up a hoof to his shoulder to grab his attention. “One less pony to worry about then!” she said loudly, finally getting him to look at her. “If Pumpkin stays, that’s one less room and ticket that you’ll have to worry about. Plus, I think she’d have more fun staying here with me for a few days,” she added with a hopeful smile; Pumpkin even looked a little more excited at that idea too.

“But she was coming for our family vacation!” he said, sounding almost flabbergasted at the idea. “She might not get to see the monster trucks in years if she doesn’t come along now!”

Flurry and Pumpkin shared a glance and the cream filly just shrugged apathetically. ”Well…” Flurry said, looking back with a smirk. “If you let her stay I might just be able to pull some strings with Aunt Celestia and Luna to get you a room near the castle and three tickets to the show as well.”

All three of them shared a glance, Pound grinning happily while Mr. Cake looked like a huge weight had suddenly been lifted off his shoulders. He took a calming breath and lowered himself to put his hoof on Pumpkin’s shoulder. “I don’t want to force you to do this, but if you want to stay while we go to Canterlot-”

Pumpkin jumped up and hugged her father. “You three go enjoy the show! I’ll be able to make do while you’re all gone.”

The whistle on the train sounded off, practically making Mr. Cake jump in surprise. “We need to get on the train!”

The two fillies giggled as the Cakes boarded in a hurry. Soon enough, another whistle went off and a blast of steam shot out as the wheels started to turn. They all waved their goodbyes as Flurry and Pumpkin headed off to Twilight’s castle.


“So why are you in Ponyville all of a sudden? You didn’t even write to tell me you were coming,” Pumpkin asked with a bit of curiosity, even if she knew the answer. “Big bad monster?”

“Probably. I wasn’t around long enough for them to tell me, but it’s either that or some spell gone wrong. They’ll tell me when I get back.” Flurry gave a bit of a shrug at the whole thing but then her eyes lit up. “Oh! I’m staying over with Aunty Twilight as well and your family’s gone for the week… are you thinking what I’m thinking?!”

The two fillies grinned ecstatically, both yelling out the same word, “Sleepover!”

Flurry giggled heartily, while Pumpkin snorted a few times, causing Flurry to giggle even harder as they kept walking over to the castle. Though, Flurry’s chuckling simmered down suddenly when another thought came into her head; one of a conversation she remembered having the last few times she was visiting Ponyville.

She looked over to Pumpkin with a mischievous grin on her face. Pumpkin certainly noticed it too with the way her ears flicked back, preparing for what she knew Flurry was going to bring up. “So… have you two done it yet?”

“No, Flurry!” Pumpkin retorted and shook her head as her face immediately flushed a crimson hue. “I’m not… n-not doing that with my brother!” she said firmly, but that only got the alicorn to smile even more.

“I can’t believe you haven’t tried it already,” Flurry said with a hint of superiority and a little perk in her step. “You see each other all the time and his room is right beside yours. There’s probably so many times that you could have just snuck into his room and done it.”

“That’s not the issue…”

Flurry paused for a second, causing both of them to stop in their tracks. “So you have thought about it!” she said triumphantly, grinning ear to ear and stepping close enough to whisper. “What did you think about?”

Pumpkin looked around awkwardly, hoping nopony was listening to this, but luckily there wasn’t really anypony out today. She gave a little huff before finally relenting. “Well… what is it like?” Pumpkin said softly as her eyes glance back to their own flanks for a second. “To have somepony doing stuff down there.”

“I know when I have somepony doing stuff there I… uh…” Flurry quickly said but then suddenly paused, thinking about what to say exactly. “It’s like… wrestling. You’re grabbing each other and play fighting, then, if you’re the one winning, you’d just sit on him and BAM! You’re doing it! It’s supposed to help mares in heat too.” She looked around and fluttered her wings a little in the warm Ponyville air. “And it is pretty hot down here.”

Pumpkin nodded along, eagerly listening to every word, yet something just wasn’t sitting right with her. Last time, Flurry told her to just wag her tail at her brother a lot and then it would happen; that lead to a week of her consciously keeping her tail tucked between her legs every time he was around. Eventually, she forgot about the whole thing since it wasn’t like Pound was going to do something weird like that… and even with wrestling… she wrestled and fought with her brother before and nothing like that came about. Pumpkin tilted her head a little, “Flurry… have you done it?”

“What?” Flurry said in surprise before her face really started to heat up and turned a few shades of red. With a huff and a dismissive wave of her hoof she gave a hesitant smirk. “Wouldn’t you like to know?”

Pumpkin just held her stare, looking at the filly oddly as she tried to figure out what was up with this whole thing.

The sudden silence was starting to get to be too much for Flurry. She grinned a little more to try and highlight her achievements, but Pumpkin’s questioning eyes didn’t change. Flurry’s smirk faded suddenly as she sighed. “Fine…” she said solemnly, “no, I haven’t…”

“Pfff,” Pumpkin said and rolled her eyes. “You were trying to get me to do it first! Like one of your experiments!”

Flurry just shrugged and gave a sheepish smile.

“Where do you even learn about this kind of stuff anyways? Is everypony just shaking their flanks up in the Crystal Empire?”

“There are a lot of books up there!” Flurry defended, “…and there’s a lot of time, when Mom and Dad aren’t off taking out baddies. Sunburst even showed me some books… well… maybe not ‘showed me’ exactly… but there was one or two that I borrowed from his secret library. That security enchantment was just asking to be dispelled.”

“Well maybe all of that stuff is just in a book and losing your virginity or whatever is just a theory or crazy idea,” Pumpkin said, wondering if any of it truly made sense. It’s not like she saw ponies ever doing it before. You’d think ponies would be out on the street and everypony would know about it if it was as exciting as Flurry had kept telling her.

The alicorn shook her head. “Nope! It’s real! And I know how to prove it is too!”

“How?”

That sly smirk flashed across Flurry’s face once again; the kind that was making Pumpkin think twice for asking. “We could find a colt to help test it!” It was a plan that was sure to work and just meant that they’d be having a sleepover of three instead.

Pumpkin bit her lip a little and closed her eyes nervously, thinking about going around town with Flurry just shaking their tails at every colt who walked by; some in her class made her shudder to even think about. She finally gave the smallest of nods. “Who do you think would even want to try that out? What if they just think we’re crazy?”

“Relax, colts probably do that stuff all the time… from what I read,” Flurry said as they started walking to the castle again. “Besides, with the two of us, we’ll be able to convince them no problem. So, what do you say Pumpkin?” she said as she bumped her with her rump. “Do you want to do it while I’m in town?”

Resigning herself to the idea, Pumpkin finally nodded. “Alright, sure. But you’re doing it first!”

“Hehe, yay!” Flurry cheered. “Don’t worry. I can go first if you really want. Oh you’re going to love it so much Pumpkin!”

Pumpkin rolled her eyes, wondering what plan she had gotten caught up in again. At least she’d find out if this was a real thing, or just the ravings of a mad-filly.

The alicorn was taking lead as they walked, almost looking like some kind of animal out on the hunt. Though, oddly enough, there wasn’t anypony their age on the streets at all. The only ones out were shopkeepers and other adults just going about their daily business.

They were practically to the castle before Flurry brought up how, when they were looking for colts, none were around. Usually they would have been tripping over them if it was a normal day where they weren’t looking for one.

Pumpkin was quick to let her know that it was still school time and everypony was probably still stuck there. The only reason she wasn’t there was because of her family’s trip to Canterlot.

It wasn’t good for her search to already start out as a failure. Plus, who knows when ponies actually got off from school? As they trotted up the crystal steps, Flurry conceded this small defeat for now. Though, she didn’t plan on just waiting around doing nothing.


“Aunty Twilight!” Flurry said with arms outstretched as she flew right at the surprised mare.

Books, quills and paper exploded out from her bags as the alicorns collided, sending Twilight into a heap on the floor. The mare groaned and lifted her head. “Oh… Flurry Heart…” she said with a defeated chuckle. “I wasn’t expecting you...”

Flurry hug-tackled her again and wouldn’t let go until Twilight finally picked her off with her magic. “Nice to see you too,” Twilight said as she composed herself and got up off the floor.

The filly couldn’t help but trot in place excitedly, looking like she was going to jump right back at the mare if she let go of the magical leash. “Mom and Dad are fighting something again so I’m staying over! Oh, and Pumpkin is too!”

Pumpkin gave a smile and a wave when Twilight glanced over. “Well, it’s really not the best time for me to foalsit right now. Graduation’s coming up again at the school and everypony’s there right now to practice practicing graduation. And we only got a few more days before the actual graduation practice starts, so we don’t have much time.”

The two fillies couldn’t help but share a glance and chuckle. “Sooo… does that mean Pumpkin can have a sleepover while I’m here?”

“That’s fine,” she said as she started picking up the scattered items and hurriedly cramming them into the bag. “I think you’re old enough to be left alone now without burning the place down… and it’s made out of crystal so you won’t be able to.” Twilight furrowed her brow a little bit and gave her a stern look. “But don’t try to!”

“I would never!” Flurry said quickly and gave the most innocent looking smile she could muster without being sent into a giggle fit. Though, her features couldn’t hold very long as a new, devious thought entered her mind and she chuckled a little. “Buuuut, I did also want to ask you about if you had any books on summoning.”

Twilight raised her eyebrow curiously.

Flurry held her hooves up defensively, like she had just been accused of stealing form the cookie jar. “It’s for non-fire, burn-down-the-castle reasons. It’s just that… I wanted to learn a little bit more about that kind of magic and we don’t really have anything back home about it. Since you probably have the biggest library in Equestria… pleassse?”

Twilight couldn’t help but snort. “I do have that biggest library in Equestria…” she said to herself. “They are in the third basement library.”

“Thanks, Aunty Twilight!”

“I do have to hurry though!” Twilight said suddenly, remembering just how late she was and trotted for the door.

“Oh, and can you send a letter to Aunt Celestia and Luna telling them to get three tickets to the monster trucks and a place in the castle for Pumpkin’s family,” Flurry quickly shouted as the mare trotted away, only to stop in the doorway and look confused once more. Flurry just gave a sheepish shrug. “It was the only way they’d let Pumpkin hang around while I was in town.”

“I’ll… see what I can do…” Twilight said as she closed the front door and broke off into a sprint.

“Ok, come on, let’s go!” Flurry said as she headed for the stairs leading to the several basements this castle had. It was amazing how many rooms there were here and how deep it went… also with the amount of libraries there were too. It was amazing how that mare had each book’s location practically memorized.

Pumpkin went along for the ride, going down staircases and through long, winding hallways; it was virtually a maze here. “So… why are we looking for magic books in Twilight’s library?”

“Well… if we can’t decide on, or actually find a colt. Why don’t we just summon one?” Flurry said with a skip in her step, launching off a flight of stairs and floating down as Pumpkin had to give chase.

“We could just wait a few hours till everypony’s out from school!” Pumpkin had to shout as the alicorn gained more distance. Though, with the selection of colts in her class… maybe having somepony completely different would be best.

Flurry landed halfway down this hallway, right at the entrance’s large door. “Yea, but we could also summon one now,” Flurry said with a smirk as they slowly made their way into the giant library.

The room was a large rectangle with shelves lining the sides and several rows spanning its entire length. Pumpkin couldn’t really fathom how a pony needed so many books; and she knew this was only one of many libraries here! “You think we’ll find it?”

Flurry was already in the boxes of index cards, sorting through them furiously before finally finding one that she was looking for. “Oh, I know we’ll find it.”


“We’re never going to find it!” Flurry said as she flopped on her back in defeat after another book held little information to what she was truly looking for. “Summoning Basics, Introduction to Summoning Rituals, How to Summon Friends and Influence Spawns… all nothing.” The books stacked around her were high and answers were few on how to actually summon a pony, let alone the colt they were looking for.

It was pretty exhausting coming up empty so many times, and this large room was actually starting to feel a bit stuffy. Ponyville was usually a lot warmer than up north, but it felt like somepony had turned the thermostat a little higher than normal. “Did you find anything?”

“Bats, oranges, and a tuba… but no colt yet.” Pumpkin looked about as defeated as Flurry.

“Ugh… I know a certain pegasus that would have been great for this!” she said half-heartedly, thrusting her hoof up in the air to emphasize her point.

“No, Flurry,” Pumpkin said casually. “Besides… he left town already, so it’s not like he’s even here.”

“I know… but one can hope.” With a final boost of effort, the filly sat back up and grabbed another book, resorting to basic creature summons out of desperation now. This book had a list of creatures just looking to be summoned; strange creatures, exotic creatures, even a bat like Pumpkin had already found. Though, one made her take a second look.

This one vaguely reminded her of an octopus with the tentacles that came out from it. She almost flipped the page before taking a better look and reading the descriptions. The creature was noted for its bright pink colours and seemed to be an excellent summon for helping around the house, or even as an emergency raft.

Flurry wanted to just find something else from that rather mundane description, but the longer she stared at those rounded tips, the more it reminded her of those diagrams showing examples of stallion parts. “Hmm…” It could be worth a try. “Pumpkin, I think I found something!”

“Ok… here me out,” she said as Pumpkin made her way over and eagerly looked at the find, only to look absolutely confused. “I know it’s not a colt, but I think we can still do it with this thing. Like look at these!” She tapped her hoof again the tip of the tentacle. “These are exactly the same shape!”

“Like a noodle?”

“No!” she shouted, but gave it another look. “Well… kind of I guess. But, I promise you that this is basically the same… and it’s not like there’s any other options unless we want to sift through this entire collection again to see if we missed something.”

“I guess we could try it, but I don’t know… seems kind of weird to do it with a noodle.” Pumpkin gave it another look, skimming through the page a bit. It did seem kind of helpful so maybe it would do what Flurry wanted, and it sounded pretty too. “I do like pink though... hmm… sure!”

“I knew you would like it!” Flurry said excitedly as she quickly jumped up, fast enough that it made her feel a little lightheaded and her horn tingle strangely. It felt like she was just excited, though it did kind of feel weird… and the more she thought about it, she kind of was feeling a little off all day.

However, she wasn’t about to quit now; just a simple summons spell and they would be having fun in no time! She started to read the method of the spell and it did focus on the inflections a lot, making sure to cast with the right tone through the entire spell… ok, so maybe a medium level summoning spell. Flurry nervously chuckled a little, “Heh… n-no problem.”

“Is something wrong?” Pumpkin asked skeptically after hearing Flurry’s tone, the one that usually got them into trouble or covered in tree sap.

“N-no! It’s fine, I’ve cast way harder spells before in my sleep,” she said with a dismissive wave of her wing.

That might be what Pumpkin was feeling a little worried about. Twilight sure liked telling stories of how a few unexpected windows were created when Flurry had a night terror. Though, with the way Flurry’s horn was already glowing yellow, it was a little late to try and stop her now.

A beam of magic shot out onto the nearby wall. Flurry was concentrating and mumbling a few words under her breath. A pink glow started to bloom out from the center until it was the size of a large dinner plate. It grew a little more as she bobbed her horn around in a specific pattern.

Pumpkin could see swirls of magic forming on the portal, looking like several vague whirlpools going into the flat surface.

Flurry’s horn crackled and a few sparks shot out from it. The portal flickered greenish-blue for a moment, until the pink colour faltered and disappeared completely.

Pumpkin’s fur was standing on end, feeling the filly’s strong magic in the air. “Flurry! I think something’s wrong!” The portal was making snapping noises and blue cracks of light snaked along the wall.

“N-no… it’s… fin-“Another crack came from her horn, this one loud and sent her to her rump, cutting off the magic beam in an instant.

The portal shined brightly before it shattered like glass, shards of it falling away and disappeared in the air like an ethereal mist. Nothing remained on the wall as the room fell silent apart from Flurry’s huffing and puffing as she stood back up, looking disappointed at the sight. Though, for both of them, they could still feel a magical tingling in the air from the dissipating energy of the spell.

Pumpkin swore there was nothing there, but as she blinked a strange tendril was bobbing in the air in front of the wall. It had a similar greenish hue to the portal just before it broke apart, and she could see right through the semi-transparent creature.

Flurry looked back with an excited smile before her wings flared and she hurried to greet the new guest. “See! I knew I could do it! And look at this little tendril guy here!” She couldn’t help but glance proudly between Pumpkin and her magical accomplishment, before scratching it like she would under a puppy’s chin.

Flurry knew she was good with magic that she naturally had from being an alicorn, but she never actually summoned anything besides some magical vermin like mana sprites or a fairy spider; and never on purpose. Those were just a few of the things that she accidently let loose around the castle when she cast a spell wrong or hiccupped hard enough… at least from what her mother told her about when she was first learning magic.

Pumpkin hesitantly walked closer and could hear a faint sizzle in the air where the portal had previously been. She almost jumped when she caught another of them out of the corner of her eye, right beside her all of a sudden. The more she looked, the more tendrils she could see already appeared into existence around the library. They seemed to come out of nowhere, and there wasn’t even a visible portal. It was like they were just slipping in from the space between spaces.

With Flurry still checking her tendril out, Pumpkin reached over to curiously pet the one beside her, getting a good look at the entire thing.

Its length was a bit bigger than her horn and was translucent enough that she could easily see her hoof on the other side. The tentacle did feel quite warm and felt completely smooth, appearing alive to some degree, at least from what Pumpkin could tell; though, who really knew with magical creatures?

The faint, magical smell of ozone was quickly dissipating and a strange, musky scent was emanating out from this creature. It wiggled around in her hoof, like it was drunkenly figuring out what was going on. The description in the book said it was helpful and stuff, so who knows what it would actually do… but there was one problem with this entire thing.

“It’s not pink,” Pumpkin said with a small frown, looking over at Flurry with a bit of annoyance. She was expecting something with an awesome colour… this green was ok, but it certainly wasn’t pink.

Flurry just shrugged. “Close enough. It looks like it should in the book… kinda… sooo…” She paused for a moment before she popped one in her mouth. Looking back at her friend, Flurry couldn’t help but sheepishly giggle as Pumpkin stared her down.

“Really?” she asked with a roll of her eyes as the alicorn just nodded and mumbled a muffled affirmative. Flurry had always been the one to jump head first into things and good thing she was going to be the first one as well, to actually see if this stuff was real.

The tendril felt pretty strange, like it was half there, yet at the same time kind of not. Though the length of it seemed to be a bit damp and at the very end of its tip, there was a small hole glistening with some kind of wetness. Pumpkin couldn’t help but touch it.

It felt kind of like a sticky water, yet at the same time it was quite slippery. The weirdest thing Pumpkin started to notice was how the goo tingled on her hoof. It was a pretty weird tingle that she could have sworn she felt before… just not on her hoof… actually, it was similar feeling she got sometimes wherever Flurry talked about this whole virginity stuff.

Pumpkin could feel her heart beating faster in her chest the more she looked at the tentacle. Reflexively she gulped, realizing just how far along their plan they were right now. If Flurry was telling the truth, she was looking at the thing that was certainly going to try taking that precious first from her.

They were actually going to do this.

Her tail idly moved side to side and Pumpkin suddenly became a lot more aware of the small breeze on her rump that came from it. Her fur bristled back there as she awkwardly shifted her legs. Her body felt like it was on auto-pilot as she noticed her tail was flagging up higher and higher on its own. “So…” Pumpkin said hesitantly, “is this how we’re gonna lose our…”

Flurry just nodded cheerfully with that silly tendril in her maw, before quickly sliding over and bumping her rump right against Pumpkin’s. The tendril popped out for just a moment. “You bet!” she squeaked out confidently.

Though, Flurry’s heartbeat was going so fast she had to take a big breath just to try and calm herself down. She was already feeling the butterflies flapping in her tummy and her tail felt like it was just going to fly off with how high it was flagging. She wanted this; practically needing this.

None of the other stallions or colts wanted to do anything like this, no matter how she asked: subtly, cleverly, or just by flat out asking. She was ‘a princess’ or ‘too young ‘, but that was where they were wrong. She was old enough to handle anything! Even Pumpkin was too!

The two fillies shared a glance and a smile as Flurry’s mind was made up. She popped the tendril back into her mouth and tugged on the creature, pulling more of it into existence like a mystical tape measure. It draped across her back like a scarf as she turned around and stuck her rump towards the next closest one.

Flurry’s lips anxiously tightened around the tentacle in her mouth as she looked back and wagged her tail at the creature. She could feel a tingle flash down her spine as that tendril touched along her flank, curiously gliding along her fur.

She had thought about this moment a lot, but she could only imagine so much with those books. Her heart was pounding, wings stretched right out, and there was a tingle between her flanks that was calling out for more; it didn’t help that she could feel the air under her tail where it was most damp.

Pumpkin couldn’t help but watch and had just enough of an angle to see under the Princess’s tail; a shininess came off of the slightly darker-shaded lavender of her fillyhood. Normally, Pumpkin would have looked away, but it was hard to do, seeing her friend’s bits like that. They were looking a lot puffier than usual and really wet; like she had just gotten out of the bath and that was the only part she didn’t dry. Pumpkin shifted her hips a little bit, feeling that tingle in her loins and a really slippery feeling between her legs. Did she look the same back there too? She wasn’t going to dare look back as the tentacles started to move like a blur.

The one touching Flurry’s rear was searching along, getting closer to her mound until they finally hit their mark. “O-oooo~” Flurry let out in softly, but then squeaked out as they started to move faster. It was hard to tell, but like there was some trick of the eyes, suddenly there were two tendrils, and then a third, appearing out of nowhere but seemed like they were there all along.

They quickly slipped under her legs, coiling around her barrel and even around her neck too. “Mmmph!” Flurry squeaked out as they tightened up and pulled back suddenly, sending her chest crashing down to the floor. The tentacles hooked against her inner thighs, spreading her legs open and pulling till her rump was pointing straight up to the ceiling.

These weren’t being exactly soft, opening her legs up and putting her bits on display for the entire world to see. However, she felt something between her nether lips wink out hard at that very thought, begging for it to continue. “Ooh!” she lewdly moaned out, feeling them coil around her tail and pulling it taut.

Pumpkin gulped and took a half step back seeing her friend getting taken down and wrapped in the sudden binds. Before she barely had a glimpse, but now she could see every detail of Flurry’s privates. Her fillyhood was clenching tight but suddenly something snapped back and a pink dot jumped out for a moment; her tailhole looked pretty similar too, but everything on the filly’s rear was so much more pronounced than any other pony she had glanced at before; more puffy and noticeable that even her two teats were pointing straight out.

The way those tentacle curved around her thighs just accentuated that filly’s well-toned butt, stirring something inside of Pumpkin the more she stared. There were so many questions on her mind right now that she wanted to ask, but with Flurry strung up, it didn’t look like she’d be able to answer them at all. However, with the way two new tentacles appeared above Flurry’s rear, it looked like they would both be getting some answers.

Pumpkin took a few steps closer to get a better look as the tendril descended down. Drips were coming from that hole in its tip, landing right on Flurry’s sex and mixing in with juices that were already running down towards her dock. She looked quite juicy down there, and Pumpkin could catch that regal scent floating in the air, knowing pretty well where it was coming from.

Flurry was huffing hard in anticipation, trying to move her head to the side to have a look, but to no avail. They had her wrapped up tight and she was practically drooling with the tentacle tickling the back of her throat after wiggling deeper into her maw. It felt around frantically, spreading a slippery liquid all over, making her tongue feel just as tingly as her backside was.

She couldn’t help moan out around the tendril as the creature’s liquid dripped onto her mound. It sent her squirming and trying awkwardly to stick her rump up as much as she could in the creature’s tight grasp. Her fillyhood begged for some relief from the tingles, and when it finally made touchdown it sent her eyes rolling to the back of her head.

The tentacles slipped along her folds, firmly rubbing in and mixing their juices. Flurry sunk into that relief as much as she could; the creature was helping, yet making it worse at the same time, like an itch demanding to be scratched more and more.

She never imagined her first time like this and wondered if a colt would have been the same. Her books had piqued her curiosity, but this felt so real, so exhilarating and exciting.

It felt so… hot.

One of the tendrils flicked across her slit again, connecting with her winking nub in just the right way that had her moaning in delight and reflexively bucking out in vain. The creature’s quick movement continued, pressing right into her filly folds, spreading them apart until its tip squeezed into her tunnel.

Flurry’s eyes widened as she felt it inside her, something wiggling in there, burying itself where nopony had ventured to go. She was losing her virginity and it… was feeling really good, but she couldn’t revel in it for too long. The second tip circled its way around her other hole, pressing right in the center before sliding in just as fast as the first had. She would have yelled out at the top of her lungs, but the tendril in her mouth just turned it into the lewdest of moans.

Both her tunnels being pushed into felt practically overwhelming but they didn’t stop. A shiver went down her spine and her tunnels clamped on tight, though did little to slow them. That tingly liquid it liberally spread along her walls just made her loins scream out for more; to be touched; to be rutted. They filled her holes fully, but it still felt like something in her core just continued to build up the more they wiggled around. Flurry remembered something about a big finish, and with the way it was going, it felt like she was getting taken on a ride to cross that line as fast as possible.

Pumpkin couldn’t take her eyes away from the action, watching those tendrils wrap around each other before diving deep into her friend. With one last push they slid in as far as they could go, looking like they stopped suddenly after hitting something inside, causing Flurry to moan out again and sounding like she was eating one of the most delicious treats in all of Equestria.

The cooler air brushed against her privates as Pumpkin wagged her tail, trying to do something for the heat that was rapidly building there. She felt sweaty there, yet at the same time it certainly didn’t feel like sweat. It just seemed to get worse the longer she stared, but it was so fascinating; she could see Flurry’s parts getting spread open wide and her pink walls showing through the translucent tentacles.

The tendrils started to slide out almost the whole way, and they were entirely covered in Flurry’s wetness; the juices were practically a foreleg’s length up the thing! How much did she take?!

They started to push in again, but this time they were a little bit faster, sinking right up to that wet line in an instant. As much as Pumpkin might say otherwise, this was something she could watch all day. Though, another of the tentacles appeared out of the corner of her eye but was heading straight for Flurry’s horn.

“Mmmm-uk… mmmm-uk... mmmmm-uk,” Flurry moaned and was repeatedly cut short every time the creature dipped into her throat. With her chin pressed against the floor, it had a straight shot down her neck and she had to gulp hard around it, trying to stop from drooling on the floor more than she already was.

Flurry didn’t see anything coming from above, but she certainly felt something kiss her horn. She looked up to see one of the tentacles pressing on it with the small hole in the tip. Though, as it pressed a bit more, the entire tip spread apart like a blooming flower as it encapsulated her horn.

The warm sheath covered her length quickly. Her eyes fluttered at the sensation, feeling almost as sensitive to this creature’s touch as her rear was. The petals of the tip latched on tightly to her forehead, getting her horn as deep in there as it could. The muscles clenched around it, squeezing and massaging her. She could feel it pulling on it, pulling on her mind and… her magic!

A shimmer of her yellow glow travelled down the tendril, sucking her magic out like a straw. With every thrust into her rear, the magical stream was slowly getting brighter and a noticeable hum emanated from it.

As it pulled even more energy from her, it seemed to pump its own magic into her horn like a conduit. It built up as a warmth just pressing on her mind, snaking along her spine and flowing right into crotch. The feeling was enough to make her try and squeeze her legs closed but she could barely even budge in her binds.

She had been sensitive and eager on its first touch, but its magic was making her feel even more sensations firing down her nerves. The tendrils were stuffing her to her core and now she could feel their entire lengths with a new clarity, like she had just emerged from a fog; every bump and ridge on the seemingly smooth tentacles bushed against her inner walls, sending bolts of electrifying pleasure though her whole being.

Flurry couldn’t help but involuntarily convulse and wiggle hard, her core tightening every time they slipped along her tunnel, rubbing along that wet path. It only drove her horn to pour out more magic and it to seem to feedback into her, shooting it right back at her fillyhood in this erotic pleasure loop.

Listening to Flurry really had something going on in Pumpkin. The only time Pumpkin glanced away was to notice the dripping behind her own legs and the pool of liquid underneath. Before, she had felt the air on her slit and that awkward, sweaty feeling down there, but now, this didn’t feel like sweat at all. It felt hot, sticky and wet; really wet. Even though it seemed kind of weird watching her friend and feeling this way, it was still strangely welcome.

The tentacles around the room had seemed to be purely focused on the alicorn filly in their grasp. Others were idly floating around and they hadn’t even paid attention to Pumpkin at all. It was nice not to be surprised by one of these tendrils and wrapped up in a matter of moments like Flurry had. Still, every moan from Flurry sent a shiver down Pumpkin’s spine and all the way to her dock.

“H-hey,” Pumpkin meekly called out to one of the tentacles in the room. They didn’t seem to notice her, but the one she had pet at the very start was pretty near. She turned to go check on it but her hindlegs hit the slippery patch below and the world flipped upside down. The floor met with her back, knocking the wind from her with a loud, “Oof!”

Pumpkin limbs were sprawled out as she lay there, taking a moment to collected herself. She had never had that problem before and never knew she could; but with the damp floor soaking into her back, she was wondering if it would be a good idea to put out a slippery caution sign.

Opening her eyes to look up at the many tendrils hovering above brought attention to the very naughty things there were doing here and just how exposed she was with her legs spread like that. Her orange tail snapped up, quickly covering herself with it, holding the end close to her chest.

One seemed to take notice of the commotion and started to float down towards her face. This looked like it was going to be the one to start everything. Pumpkin gulped a little before she tried opening her mouth to invite it in like Flurry had. It was getting close enough that she tried sticking her tongue out at it; however, it was aiming a bit higher than her mouth.

The translucent tendril pressed its tip against her horn and Pumpkin watched as it petals spread apart as it engulfed her magical protrusion. She exhaled suddenly from its warm hug; feeling almost like she was just getting into a hot tub. It was nearly enough for her to lose the grip on her tail, but she held it and pressed her forelegs tight to her chest.

Pumpkin felt another of the tentacles brush up against her fur and her eyes shot open in surprise as she looked down. The magical appendages seemed to just appear out of nowhere, like they just popped into existence out of the corner of her eye. Though, she could feel them snaking under her back before they quickly curled around her body, coiling her up and pressing tightly into her. She dropped her tail as it pressed her forelegs up until her hooves were near her chin; it didn’t take long for a tendril to slip in the space between to bind her limbs together.

With the way they were wrapped around her, these things made her feel practically weightless, like she was floating in the air. She leaned her head back, but there was no floor! She was floating! Her eyes looked up and the floor was almost half a meter away.

Her entire world started to move as they suddenly flipped her over in a disorientating, mid-air summersault, twisting her like a puppet into where ever it wanted her. She groaned as her tail was coiled and pulled back, involuntarily arching her back as far as she could bend.

With her rump in the air and privates looking at the ceiling, she was pretty much in the exact situation as Flurry; the only difference was those tentacles… she gulped… going inside. Pumpkin‘s eyes were fixed on the alicorn, anticipating a touch on her body at any time. However, it was hard to focus on that when she felt a pull on her forehead and a trickle of her cyan-blue glow starting pour into the tentacle above.

“O-oh… f-fun~” she lewdly let out as the mind-bending sensation rippled through her from head to hoof. She could actually feel the lips of her fillyhood quiver at the sensation and her insides clench on reflex, gripping tightly at something that just wasn’t there, using muscles that she never even knew she had to try and grip at a phantom stranger.

That needy cry between her legs was getting louder, just asking to be touched. However, Pumpkin couldn’t help but feel like taking this slower – a lot slower – but this was happening. With the way another tentacle was twirling around one of her hindlegs and spreading it apart, the creature didn’t really seem like it was going to be pausing anytime soon.

With her free hindleg, she tried spreading herself open a little more too. It felt so strange and she felt so exposed there, waiting for a touch on her filly lips at any moment. A shadow coming into view filled her with anticipation, yet also a twinge of worry.

What was it going to do? What was this going to feel like? Was she going to do this right? She squirmed around in her binds and tried moving her hindleg over a little more like it wanted, hoping that she was doing this right. Did it know that this was her first time and she didn’t really know what she was doing? Flurry had at least read about this kind of stuff and even now the alicorn was rocking her hips back and forth like an expert.

“Eep!” she squeaked as she felt something touch back there; its tip poking right up against her mound, rubbing right at the bottom of her lips, threatening to go into unexplored territory. She knew she was soaked back there but had no idea to what extent. Now she could hear just how wet she was with the tendril flicking against her folds.

The heat on her loins only seemed to grow as their juices mixed. That tingly feeling she felt earlier on her hoof, spread along her folds as it soaked into her skin. It was strange just how much of herself she could feel back there, like the only two points on her body were her horn and every naughty part that she had between her legs. Even the small trickle of juices trailing down she could feel; it tickled along one of her teats, and her belly couldn’t help but shiver at the sensation.

Pumpkin anticipated it was going to just dive right in like it had with Flurry, but this tendril was firmly rubbing her folds, pushing her entire body forward in the air, making her pant out like she was getting suddenly short of breath. She knew there was more to this – she saw it with her own eyes – but this sex thing was already starting to get intense.

Flurry shuddered hard as she rode the waves of pleasure when everything just rang out at once. Her horn pulsed and sent one of the biggest burst down the magic syphon. She breathed in as hard as she could with the tendril slipping in and out of her throat.

Even though they were still thrusting strong, the creature calmed down ever so slightly as soon as she saw Pumpkin get lifted into the air. That didn’t stop her from feeling like she was just on the edge of something, and that it was taking everything in her power just to hold on; but this creature was making it hard.

Her tummy felt so full every time they buried themselves down into her tunnel, pressing in as far as they could go. She could feel her belly stretch out ever so slightly, pressing against the binds wrapping her. This creature was supposed to help them lose their virginity – it was doing well at that – but it was way more forward than she imagined.

Though, with every thrust on her backside, random memories seemed to come in about her younger years, and magical experiments gone wrong; her mother certainly had no end to those stories. Oddly enough, this creature seemed to fit one of those tales perfectly, almost enough that it seemed familiar.

A mana fiend from what she had been told: hungry to feed off a unicorn’s magic. The translucent, mystical tendrils did seem to remind her vaguely of something just on the edge of when she could remember. Her mother had easily defeated them whenever one was accidently summoned; probably an average unicorn would have been able to keep them back too.

However, with her magic getting sucked out like some delicious milkshake and being tied up like a cow in a rustling show, she didn’t have much of a chance to even try to defeat this creature. Another well-placed thrust sent her eyes to the back of her head; not that she really wanted to try at this rate.

Her eyes glanced to Pumpkin, watching those tendrils play with the unicorn’s folds and hearing her squeak. She just hoped her friend was going to be as ok with this little mistake as she was.

“F-Flurry,” Pumpkin managed to gasp out as she felt the tip of it rubbing right into her entrance, gingerly feeling her inner flesh. It tingled so much and her legs were shaking like crazy, like they couldn’t decide if they wanted to widen or try and clamp right up. “F-Flurry! They’re going… they’re going i-i-INNNN~!” she hissed out as the tip slipped right into her.

“Nyaa~” she squealed out as it snaked along her tunnel, opening herself for the first time. A streak of hotness travelled down her core the further it went. It was a little bit bigger than her horn in size, but it felt like her tunnel was straining around the creature, clamping tightly to try and return to normal.

Though, those new muscles that she felt come to life didn’t feel like they were attempting to push this out, they felt like they were instinctively massaging the intruder, trying to coax it further in. With how full her belly was already feeling, she didn’t think she could take much more.

Pumpkin eyes widened in surprise as she felt another tendril purposely feel right below her dock, circling around that second entrance. She saw it happen to Flurry but didn’t even notice it really, much less consider it was going to go in there as well. She moaned through her gritted teeth, shifting a little bit in anticipation as the tip slowly pressed in… oh, how she hoped it was going to be gentle.

“Ahhh… Ahh~” she moaned as it spread that tight circle open, coating its slippery fluids all over as it sunk in deeper. Oddly enough, it felt like going to the bathroom, yet something completely different at the same time. It caught her voice as her mouth hung there in a silent scream.

With half-lidded eyes another tentacle curled between the tips of her hooves and pointed right at her mouth. “F-Flurry,” she called out again, wanting to let her know that she wasn’t going to be talking for the foreseeable future. “Hey-ghhhhk-“ Her voice suddenly cut off as its tip quickly slipped into her open maw.

Pumpkin tried to suckle on its length but it seemed to just press down on her tongue and dive right into her throat. Her other holes were being stuffed to their fullest, pressing in tight as far as she thought they could go. Just how deep were they? With how she felt from tummy to throat, they could have been touching against each other, meeting in the middle for all she knew.

A lewd squeal came from her as they started to retreat and it felt like she just went from full to empty in a matter of moments. As they pushed back inside and that overwhelming bliss flooded through her and her magic felt like it was being ejected right out while some other kind of magic was getting looped back in, traveling right down below and adding even more fuel to the fire.

The blue glow shined with a bit more intensity, but it was nowhere near the sheer amount of raw magical energy that was coming from Flurry. That yellow glow was building up more and more, until she had to squint just to look. Now that she was experiencing it firsthand, she could only imagine what Flurry was feeling.

Flurry was at the very edge; this was too much. Being taken in every way she had thought of – and even another she didn’t – was sending so much overwhelming sensation just flooding through her body. She felt that all building in her core, filling it up and ready to explode.

With her mind practically flooded, she didn’t even know how she could feel individual spurts of hot liquid shooting out and pooling in her holes; but she was so sensitive she couldn’t miss anything. She could feel hot ropes of that goo clinging to her legs and dripping down.

Her eyes were barely open; enough to catch a whiteness starting to flood down the thin tube in the middle of the creature, heading right towards her mouth. She gulped in anticipation, trying to keep her drool controlled, as well as whatever was disappearing into her lips.

The tendril kept pistoning into her maw and suddenly a warmth flooded the back of her throat as a creamy goop came rushing out. “G-gluk- gluk-“ her throat let out as she tried to keep it all in, desperately trying to gulping it down, but tendrils wrapped around her throat weren’t making it easy; until finally it all failed and came gushing out, flooding the floor in front of her white.

Flurry barely paid any attention to that as the tentacles sped up, seeming to gain focus now that Pumpkin was being fully explored. She tried squirming, but there was nowhere to go, nowhere to stop that building pressuring in her core.

Her eyes snapped shut as something finally shattered inside, and her fillyhood clamped onto the creature like a vise, trying to squeeze the very essence from the tentacle. It didn’t slow them in the slightest, but made the filly squeal out loud as a burst of liquid came shooting out from her loins, splattering out along her forelegs stuffed behind her. (NSFW: 2141495)

Her tunnel didn’t stop convulsing, grabbing and pulling as the electrifying flood of sensation just kept coming. A lewd moan tried escaping, but thick goo came squirting from her nose instead, like she was laughing too hard after drinking milk. The musky cream was all she could smell, and the magical storm of pleasure inside her was all she could feel.

The sensitive rod on her head felt like it was throbbing hard until it finally let go with a brilliant flash. All of her magical energy flooded right to her horn, rushing out in a brilliant yellow glow that looked like the sun. The feedback washed right over her body as her horn convulsed in another orgasmic explosion.

Every ounce of energy pushed back into her was focused right on her fillyhood, continuing the cycle, trying to get her to finish again. As fast as she fell off, she was right back on the edge ready to explode even more. Her reserves felt sapped, but this creature seemed pressed to drain every last drop out of her.

Pumpkin could only squeeze her eyes shut and angle her head slightly to block the sudden bust of light flooding through the room. She didn’t know what had set Flurry off like that, but with the way Pumpkin’s magic poured even more into the creature and with how a strange knot in her belly was getting tighter, she could only imagine she’d be following suit somehow.

Her entire tunnel squeezed when it pushed inside her again and again, and every time it bumped up against some internal blockade, she couldn’t help but squirm wildly. Her moans sounded wet as the tentacle slid in her throat, but as she looked down she noticed a white goo traveling closer.

Her eyes widened in surprise as she stared at the liquid slipping into her mouth. She wondered how it was going to taste, but it didn’t take long for it to squirt out and flood her taste buds. The hot goo felt tingly more than anything, but its taste was something else: sweet, musky, yet magical, almost like some kind of ethereal jelly. It was enough that she couldn’t help but try and gulp it down as best as she could, filling her stomach with the same tingly warmth like everywhere else.

The tentacles weren’t going into her as fast as they were with Flurry, but their pace was still enough that she couldn’t relax at all. The air was filled with their squeals and long moans, and Pumpkin was only getting louder.

Her hips rocked in tune with their thrusts and her free leg buck into the open air. The knot spinning inside her was starting to fray, getting ready to snap apart suddenly and have Celestia knows what happen.

Pumpkin squirmed in her binds, her horn starting to shine a bright blue glow as everything unraveled and let loose a torrent. Her horn blasted out what magic she had and her fillyhood squeeze onto the tendril before suddenly releasing and sending a rain of juices spraying along the floor. The syphon on her horn was sucking up every spark that came from her as the orgasm wracked her body.

The creature didn’t stop in the slightest as Pumpkin let out an animalistic yell as loud as she could around the muffling tentacle. It felt euphoric to let everything go in one last burst of energy. Her limbs started to tire and relax into the creatures grip, feeling content to just stay like this.

Flurry cried out loudly in kind as another orgasm came rocketing through her body. The feedback from her horn had each finish happening closer and closer together. She could feel everything but it was starting to become a blur.

The intense yellow on her horn was starting to dim, only coming out in bright spurs whenever it squeezed one more orgasm from her. Her eyes were heavy and she could see that Pumpkin’s had already fallen close. Any energy or magical reserve she had, felt entirely tapped, drained in a spectacular series of uncountable orgasms. It just made the creature pull harder, thrust faster and go further, trying to drain every last drop that it could.

Flurry couldn’t hold on anymore.

Her eyes felt shut.


There were glimpses of action and bursts of pleasure as Flurry fell through this dreamlike state into the real world. She didn’t know how long it took, but she was lying on her side when she saw the creature retreat back into the folds of reality, disappearing completely.

Was it gone? Who knows?

Where was she even?

All she felt like was taking a long nap.


Flurry’s eyes opened suddenly like she was just shaken from a dream. She was already panting hard and scanning around the room, looking at the mess of books strewn about. It took her more than a few seconds to see the orange of Pumpkin’s mane cuddled right up against her chest.

Somehow she must have wrapped her hoof around Pumpkin to cuddle even tighter, but she didn’t remember that at all; she must have still been out for that.

The air was heavy with the smell of sex, matched only by the ozone-like smell of magic from their stolen reserves. However, there was a faint scent of flour coming from Pumpkin’s mane that was a welcome contrast.

Flurry wondered just how the filly was going to feel... how she herself was going to feel! That creature probably stole more magic than it ever had before, a practical buffet just for it! She focused as much as she could on one of the nearby books, covering it in a magical glow and lifting it a few centimeters before her magic cut out.

She put her head back down against Pumpkin’s, breathing out a sigh of relief; her magic was still working and more than she expected after such an ordeal. She felt sore, tried, sticky and utterly spent; more exhausted than she had ever felt in her entire life… but… that felt good… oh so good.

Pumpkin slowly started to stir underneath until she turned around entirely to look right up at Flurry. The two lay there, watching each other with their exhausted eyes on the verge of closing once more. However, Pumpkin suddenly slid up and planted a kiss right onto the filly’s lips.

Her hooves wrapped around Flurry and pressed her in tight, kissing as intensely as she could.

Flurry’s eyes widened as she stayed there dumbstruck, just trying to hug back when her hooves finally worked.

Pumpkin didn’t stop pressing until her lips started to quiver. She sniffed as she finally pulled back. “I… I’m sorry… I just…” she said with a small smile, and tears starting to form in her eyes before going in for another kiss.

Flurry kissed back a little but didn’t dare say anything; just letting her friend’s raw emotions flow out the only way she knew how in this moment. Kissing, crying and hugging left the two just lying in each other’s hooves, in this sticky pile of their own making. Neither of them could tell where one of their messes started and the other’s began, even less with it all being glazed in that creatures goo.

The two slowly started getting to their hooves; the promise of a bath being quite appealing right now. Flurry’s legs were a little shaky and she still felt hungover on pleasure, but things were starting to fall back to normal.

A smirk started on her face and only grew into a bigger and bigger grin. “So… maybe we can do this again sometime?” she said like it wasn’t a crazy request, but only got a look of shock and confusion back from Pumpkin.

“And…” Flurry continued playfully. “Maybe invite your brother too?”

Pumpkin’s face turned even more cherry tomato red and her mouth just hung open automatically to respond, but nothing came, not knowing what to even say to that. Though, Pumpkin stood there, pausing for a long time before she finally answered. “I…. I think I’d like that.”

Now was Flurry’s turn to stand there dumbfounded as Pumpkin walked away and out from the room. Something must have backfired in her brain, something just wasn’t computing, but pieces were slowly coming together and the gears were turning.

Her brother! She agreed to her brother!

“Yea!” Flurry triumphantly shouted before trotting off after her.