Twilight let out a sigh, she had expected this to happen, but even so, Discord had still managed to separate them, again. She knew there would be no point in yelling, as Discord’s magic would likely prevent her voice from escaping the walls. So instead she hoped they all just moved forward, then she took her own advice, and began down her path.

…..

Don wasted no time trying to break the walls, they may have been just grass and vines, but he knew even his magic alone could not break through the power that probably protected those plants, instead he just started down his path. One of the very first things he noticed as he trudged down his path, was that the sun was being blocked out by very large, unwelcoming black clouds. He knew that must have been Discord’s doing, as none of the pegasi were out now. He prepared to have to cast magic on himself, to keep his fur dry in case it rained. But his fur was not on the top of his mind, what was bugging him, was the castle in the center, it was several buildings connected, it looked like a crazier version of the Princess’s palace. He knew he would have to traverse that before he could find the Elements. He turned his thoughts to making his way towards the castle.

As he tried to direct himself and figure out the mazes secrets before seeing them, Don noticed that the ground had suddenly become cold stone, and the walls of vines had become walls of sticky slimy stone covered in weird tendrils. He was wary of them as he passed them each time, but for the most part, they seemed lifeless, which he was thankful for. However, the moment he wasn’t expecting it, the tentacles on the wall suddenly leapt to life and shot out at him. He was caught off guard, and they managed to wrap around his legs and waist. He didn’t waist his energy struggling, instead he extended his claws and sliced clean through them. As the tentacles fell to the floor, once again lifeless, it seemed like the entire wall sprang to life with tentacles, there were too many for him to slash them all and they seized him with ease. Don knew he had only one chance to escape, or risk finding out what these things did, which he wasn’t keen on, he focused his energy and thought about the castle. With a burst of magic, he vanished, he felt the tentacles release him, when he opened his eyes, he was in front of the castle entrance.

He let out a sigh of relief “that was too close, hope Twilight doesn’t encounter those things, geesh, better yet, I hope she gets the same idea I did and just teleports here” he wasn’t very optimistic with the idea.

He hadn’t even thought of it until he was grabbed. He knew Twilight was much brighter than he was, but she was also much more cautious. She would worry about it backfiring due to Discord’s magic, which, come to think of it, he probably should have done. But he didn’t dwell, he acted on his instincts and that seemed to serve him well so far, so he entered the castle and made sure to leave the door open behind him, indicating somepony had already been through.

…..

Twilight was coming to her wits end with the dead ends in this maze. Every five minutes she hit another dead end, it seemed like there was nothing but dead ends for her in this maze. She went for another twenty minutes of dead ends, until she finally found a path way that looked promising. By promising she meant completely different from any other pathway she’d seen so far. It was dark and the floor was stone instead of grass. It was also much larger than the others, she could have fit an entire buffalo herd down this path, but didn’t wish it tested. As she walked down her path, she began to hear a squishy sound every other step she took. She assumed it was just her hooves in the ground, but as it started to grow louder she came to realize otherwise. Eventually she turned a corner and found the source. She stared at a large orange glob that was at least ten feet tall, and had disgusting, slimy tentacles protruding out of many spots in its body. Twilight was thoroughly disgusted with what she saw, but disgust was soon replaced by terror. As the beast acknowledged her presence, several of its tentacles shot out at her. She screamed and ran, she ran as fast her hooves could carry her.

Once she had turned her third corner, she realized the beast had not given chase, it probably did not expect to having to work for its prey. She felt terrified now, if that thing had gotten a hold of her, who knows what it would have done. She didn’t want to picture it, she also didn’t want to picture what other things Discord had put in this maze without their knowledge. She shuddered at the thought, and continued on down the path. It was not long before Twilight once again began to hear the squishing sounds. She checked behind her, determined to make sure the beast had not followed her. However this time there was another noise coupled with it, she couldn’t make it out, but it sounded like moaning. She was much more cautious than before and stuck her head around the next corner, and gasped in horror. There, across the room, was another orange beast, but this one had Fluttershy in its clutches, and by clutches, she meant it was shoving its tentacles in several parts of her body. Twilight was horrified and immediately entered the room to assist Fluttershy, but as she got within twenty feet of the beast, she stopped. It seemed occupied with Fluttershy, but there was no guarantee that if she approached it would not turn on her too. It was at this moment Fluttershy lifted her head at Twilight

“t-twilight, help me, please…I...I’m starting…to...to like it, please, you’ve got your horn, save m-” as she tried to continue, a tentacle slid its way into her mouth and down her throat.

Twilight was appalled by what she saw, but then she noticed something peculiar, Fluttershy…had her wings! It was then that Twilight understood what this was and shouted out

“HA! Nice try Discord, I saw through your illusion, you took away Fluttershys wings, this is just a fake”.

Twilight smiled at her own cleverness and decided to examine the scene now that she no longer had to save the Fake-Shy. She looked closely and found more evidence for her theory, the Fake-Shy was barely even struggling, in fact it was more like she was giving herself to it. More evidence, Fluttershy was the emodiment of kindness, she would never leave her friends or their mission for sex, Twilight knew this for sure. Now that she had fully justified her theory she got a bit closer and stared hard at the Fake-Shy, who seemed to have given up talking to Twilight and just let herself be screwed. Twilight saw the multiple orgasms leaking from Flutterhsy’s slit and dripping onto the floor. She also saw the beasts own liquid orgasms dripping from the Fake-Shy’s behind and slit as well. Twilight couldn’t help herself, she stared at the scene with great liking, she thought to herself how wonderful it might be to have Don with her in the heat right then. She shook her head, she would not let her loving thoughts distract her. She turned away from the scene and continued on with her mission, wondering what might have happened if she had tried to assist the fake Fluttershy.

Twilight made sure to check every corner she went around so as to not run into anymore tentacled monsters. Every time she even heard one of their distinct squishing sounds, she traveled down the opposite path. The problem with her plan was, every time she went down another path, it almost always led to a dead end. This then ended with her back tracking, sneaking by the tentacle monster and moving ahead. Each time she went by one she kept a close watch on them for any signs of movement towards her. She counted herself lucky, despite a few close calls with the beasts, she had not really encountered anything else during her travel so far.

As she came to another long path, she noticed that this one had absolutely no light coming from within it. She would have preferred to take another route, than to risk this one, but there were no other paths to take, so she lit a light on her horn and began her way down the hall. She observed that although the walls were not very far apart, there was still more than enough room for a tentacle monster to slide down this way. So she kept her eyes locked ahead of her and never let her mind wander from protecting her front and rear. She was so focused on her front and back, she didn’t notice the walls themselves starting to move. It was only once they were practically wiggling in place that Twilight saw she was in trouble. She didn’t wait to see why, she took off down the hall, desperate to escape whatever horror the walls would bring. She could see the faint light at the end of this path, but before she got there, the walls sprang tentacles from them. Twilight screamed, but they did not attack her, instead they began spraying an eerie green liquid at her. She ducked and dodged as much as she could to avoid any of it touching her. She was too slow however, and felt some spray her on her horn and hips. Twilight dove at the last few feet of the path and rolled out back into the grass. She stood up and immediately, disgusted, and began to wipe it off her, she materialized a mirror in front of her so she could see it all. She wiped it all off her hips, but as she went to clean her horn, she watched the liquid absorb into it. Twilight began to shudder at what it might do to her, a unicorn’s horn linked directly to their nervous system. Whatever had been sprayed on her, she knew it would affect her tenfold now.
Twilight stood and looked down on the grass at the green goop, trying to figure out what it was, and why it looked so familiar. Then it hit her, it looked just like the liquid Trixie had used on her. That was bad, because that meant it was a powerful aphrodisiac, that now was taking a direct trip to her brain. She knew that she would soon start to feel it and would have to focus so as not to be influenced by it. It was probably used to make her more willing to let those beasts grab her and have their way with her. She sighed, knowing it was going to by a long, painful trip before she could find Don or Rarity to remove this from her brain. Until then she would have to contend with the horny voice in the back of her head that was starting to form.

Twilight continued on through the maze, being extra careful to avoid any tentacle-like object now, to avoid being tempted. Except now there seemed to be more than ever before. Twilight knew this was Discord’s way of trying to distract her, and she had to admit, it was starting to work. She shook her head

“No” she said aloud

“It isn’t working, I won’t be distracted”

But even as she said it, she felt her body beginning to want one of those monsters more and more to pop out and ravage her. She hoped dearly that she could reach the castle, and then the center, soon, before she started going crazy.

…..

Don was starting to have trouble staying conscious, his will and drive to defeat Discord kept him moving, but his body felt like he was dragging hundreds of pounds worth of weights on him. As if that wasn’t enough, he was climbing stairs which seemed to go on forever. Even with his magic, the relief it gave him from the exhaustion was only temporary. Each time he cast the spell he would feel fine for a few moments, then the blinding pain would return, seemingly ten times worse than before. It was a crude strategy, but he had to keep doing it, without any relief at all, he knew even his will couldn’t fight forever. He failed to see what this blinding pain was supposed to prove, or was Discord just causing it for his own entertainment. He could find no other reason why he would cause it other than maybe to show how determined he was. He cursed Discord after each painful step, wishing him the illest will in the pits of Tartarus. Finally after what seemed like another eternity of walking, Don looked up from his own steps and saw he had reached the top. The moment his final foot had left the last step, he collapsed forward onto the floor. It was also at that exact moment that the pain vanished from him, and he felt seemingly fully rejuvenated.

As his senses rested themselves, he sprang back to his feet and took in the sight in front of him. A long metal bridge extended out from the castle and over above the exact middle of the pit. Don almost laughed, he had been wondering how he was going to end up in the center of the maze, but it seems Discord’s sense of humor or irony answered his question for him. Once he crossed that bridge, he would, technically, be in the center of the maze. Don walked to the edge of the bridge, and looked over, he was high enough in the air that he could see most of the maze clearly from up here. As he looked over hoping to see Twilight, he instead saw Rainbow Dash and Rarity running away, but in the complete wrong direction, from a large group of the weird tentacle beasts he had beaten to a pulp on his way through the castle. He was about to shout down to them, but before he could, he was interrupted

“Don’t waste your breath my boy, they won’t hear you, trust me”

Don turned across the bridge and saw Discord, sitting on what looked like a throne, over the center of the maze. Don growled at him and started across the bridge, but he stopped halfway across. Discord smiled at him

“What’s the matter Don, I’m right here, come and get me”

Don raised his eyebrow “It’s too easy”.

Discord laughed at him “Come and get me”

Don growled again and took off towards Discord, but just as he was about to reach the end, five of the metal planks disappeared beneath his feet. Don was moving too fast to stop himself and plummeted straight down through the hole. He reached out and grabbed one of the remaining boards with his claw at the last moment, then he just hung there by one claw contemplating how to get back up. Discord, meanwhile, was laughing in his chair

“Oh that WAS too easy wasn’t it, the look on your face when the boards vanished was priceless! I wonder how long you can hang there before you fall hmmm? Maybe I should make that board vanish too, and just let you fall”

Don let out another low growl and quickly tried to think of a way out. Then like lightning, it hit him, he closed his eyes, and focused his magic, he vanished from the board and reappeared at the end of the bridge. Discord gave a disappointed look, but it quickly vanished

“Oh well, I suppose I shouldn’t have gotten my hopes up. Well then Don, what will you do now? You’re all alone against me, no friends to help you use the Elements to try and beat me. If you think about it, all you did was just waste your time, cause now you can’t do anything”

Don smiled “don’t you ever stop talking”.

Discord’s smile faltered as a look of annoyance flashed across his face

“I wasn’t planning on using the Elements to beat you, I always planned to face you myself. Things are much easier that way, cause now I don’t have to worry about you harming Twilight and can focus all of my power into beating you.”

Discord laughed “Noble, but stupid, you don’t have a chance against me, you never did, even with the Elements, the student cannot defeat the master”

“Maybe, maybe not, but I’ll never know unless I try”

“Bring it”.

Don focused his magic into his palms, then, throwing them out in front of him, blasted a continuous stream of laser-like magic straight at Discord. Discord held up one of his claws, yawned, and did the same thing, both of their beams met between them and seemed to wrestle in the air for dominance. Don slowly walked, while continuing the beam, so that he was directly in front of Discord’s throne. That way if he was knocked back, he would not be knocked off the tower. Once he had his back to the bushes near the edge, he refocused himself on overpowering Discord. Despite Don putting all of his effort and power into the stream, Discord was still able to match the power with just one hand. On top of that, it seemed like he was barley trying to fight back. Don started to realize his situation would quickly become dire if Discord ever fought back with full strength, and started trying to devise a strategy to win.

…..

Twilight’s legs were becoming sore from the lack of rest she had during this voyage. She had no idea how long they had been in the maze, and with Discord changing the sky above them, she had no way to even tell whether or not it was day time. Even worse was the power the aphrodisiac was having on her, every time she spotted one of the the orange beasts she had to struggle to keep herself from letting it take her. She got more and more in the heat with each step, by the time she found herself in front of the castle she was practically begging something to show up and satisfy the volcano burning between her hindquarters. Every step made it worse, she barely found the strength to push open the doors to the castle. Once she pulled them shut behind her, she collapsed onto the floor, twitching in lust for something, anything to satisfy her. She would have just laid there until someone found her, but then she heard the sound of hooves on the ground up ahead. As she stumbled to her feet she took off away from the stairs in front of her and went around two turns before she skidded to a halt in front of, a deep gorge in the ground, and Applejack.

Applejack’s face broke into a smile when she saw Twilight. Twilight had barely stopped skidding on the floor before Applejack ran over and hugged her. Twilight squirmed out of the hug, just the touch of someone right now was enough to nearly brake her will to resist the poison in her. Applejack seemed fine to her, except for the fact that she kept rubbing her head and she was missing her hat, both made Twilight suspicious

“Another fake?” she thought to herself.

She couldn’t decide, but it didn’t matter at the moment, Applejack began to point into the gorge

“I reckon I got here just a couple minutes before you Twilight. Anyway, this gorge is too far for me to jump, I’ve been trying to think of a way across, but nothing comes to my mind. Now that you’re here though, we can get across with your magic” she motioned at Twilight’s horn “but I just have to ask though, how did you get to keep yours?”

Twilight’s eyes widened at her question “I knew she was a fake!” she thought to herself.

Applejack continued “Sorry, it’s just, while I was in here I took a small tumble down the stairs and I can’t seem to remember since I hit my head. One minute the stair were there, the next, they ain't.”

Twilight didn’t buy that story for a minute, but she didn’t know how to rid herself of the fake. The answer however, presented itself to her. Applejack walked to the edge of the gorge and said “I didn’t try jumpin across myself because down a little lower on some ledges, some of them tentacle thingies are waitin, and I don’t wanna get grabbed by them, I barely got away from the last one I saw”

Twilight broke into a sinister smile, she knew how to get rid of the fake. AJ stood even closer to the edge and said “but I have an idea, you can teleport me to the other side, then I’ll grab you when you jump over”.

Twilight knew what would happen if she obliged, she would jump and the fake would move and let her fall to the tentacles, she wasn’t having that, but she needed some form of relief, so she had a better idea.

“I’m a little weak right now from all of this, could you make it easier on me and take a running jump, that way I don’t have to move you as far”

Applejack nodded and took several steps back. She took off and jumped over the gorge, but right as she was directly above it, Twilight activated her magic and stopped her in midair

“What the hay! Twilight what are you doin?!”

AJ started to panic as Twilight began to lower her onto one of the ledges. She laughed and said “Nice try faker, you’re not Applejack, you screwed up again Discord”

Applejack would have protested but Twilight dropped her then, and she started screaming. She screamed until one of the tentacle monsters caught her around the waist

“Now I’m mighty thankful to ya for saving me, but let’s not be too hasty now”

She pleaded with the beast, but it didn’t listen. The tentacles began to snake their way up her legs, Applejack struggled and broke free for a moment and began climbing up the gorge, but the beast grabbed her and dragged her back to it.

She cried out for help “no, no PLEASE!”

Her pleas made no difference, as the beast got full hold of her, it wrapped around her waist, legs and tail. The tentacles spread her legs open and lifted her tail behind her. Applejack’s eyes widened in horror, she began to scream out, but was silenced before she could by a tentacle forcing its way into her mouth. She desperately tried to close her legs as more of the tendrils snaked up them to her slit. AJ shook her head trying to break free and scream, but she couldn’t escape and her mouth was given no relief. As the tentacles reached AJ’s snatch Twilight watched in arousal at two of them spread the lips of her slit, then another snaked up and teased her for a moment. Before she could get used to the feeling, the tentacle teasing her plunged into her snatch, then it began to vibrate while it thrust itself inside her. AJ’s eyes told the whole story of how she was feeling, she was struggling to fight how good it felt, her body twitched and cringed at the pleasure she wasn’t used to.

Twilight stared at the scene, beginning to wish it was her instead, if this was torture, she wanted to be a gluten for punishment. Two more tentacles snaked up AJ’s behind and spread her butt cheeks apart. Before AJ could do more than moan in protest, a third tentacle forced itself into her rear and began pumping it as well. The tentacles were now in full onslaught of Applejack, two more were smacking her on the Cutie Mark even while her rear and snatch were being molested. Twilight heard AJ give a muffled, but still loud scream, then drops of liquid slid down her snatch and dripped onto the ledge.

Twilight wanted to jump down and let the tentacles have their way with her. It took all of her will power not to give in to the aphrodisiac in her system. She looked down into the chasm and saw that the tentacles had dropped AJ and had retracted inside of the beast. Twilight smiled, now was the time to destroy the fake, now that she had tortured it. Twilight used her magic to lift the fake AJ out of the pit and onto the floor next to her. She saw it open its eyes pleadingly

“Twilight?” it whimpered.

Twilight had heard enough from this thing, she touched her horn to its head and activated her magic, intending to make it dematerialize. However, when she touched her horn to AJ’s head she was overcome with a flood of memories. Visions of her past with Applejack soared through her mind, hundreds of memories within only a few seconds. Twilight pulled herself away and shook her head, realizing the horrible truth...this was the real Applejack. The spell was a spell to reveal secrets and revert Changlings, it only revelaed AJ's memories, so it was her. The moment she realized this she broke down to her knees and begged for forgiveness.

“Oh no, AJ it really is you…oh no, I’m sooo sorry Applejack I thought you were a fake, Discord he-”

“It’s alright sugar cube. Them tentacle thingies mess with your head, but it don’t matter, cause I’m just dreamin. Yep, any minute now i'll wake up, then everything will be alright”.

Twilight knew AJ was on the brink of craziness, denying what had happened would not help, but then, how could she even offer an apology? Nothing she said could give AJ her innocence back, Discord had caused Twilight to take that from her, she could say she was drugged, and that was true, but it didn’t matter. No one, fake or not, deserved what she had let that beast do to AJ. AJ continued muttering out loud “After all, this can’t be real, cause if it was Twilight would find a way to save us, this place gives ya mighty weird feelin, but Twilight would never give up, she wouldn’t let anyone control her, and she would certainly never leave her friend to that monster”

She looked up at Twilight “right Twilight?”

Twilight gave a small whimper and watched Applejack curl into a ball and start rubbing her own tail for comfort “I’ll just go to sleep and when I wake up, everything will be fine”

Twilight watched as she instantly fell asleep, she had always admired Applejack’s will power. To force herself to fall asleep like that was not easy.

Twilight bent over Applejack “I’m sorry AJ” she whispered kissing her cheek.

She then cast a protective aura around her and levitated her into the air. She headed away from the chasm back towards the entrance and the stairs. As she reached the entrance hall once again, she came upon Rainbow Dash, Rarity, and Fluttershy, all pushing against the front doors, trying to hold it shut. On the other side there were sharp smashing sounds of some creature trying to break through it. As Twilight arrived she immediately cast a spell at the door. When it connected four padlocks and eight logs appeared on the door holding it in place. Her three friends turned to her and sighed with relief. Rarity and Fluttershy collapsed on the floor to rest, Rainbow ran over to Twilight and, surprisingly, gave her a hug

“We thought those monsters got you for sure Twilight. We heard you scream, but it must have been one of Discord’s tricks, we’ve seen plenty of those. Glad to see everyone is safe and unpenetrated."

Twilight shook her head and set Applejack onto floor at Rainbow’s feet

“Not everyone”.

Fluttershy and Rarity gasped, Rainbow Dash looked like she was gonna cry, she knelt over AJ and gave her mane a light rub with hers. Rarity looked up at Twilight

“How? How could she get caught by one of those things, she the fastest except for maybe Rainbow Dash?” Twilight looked down at her hooves...

“It’s my fault” they all gasped at her. Twilight told them the story of how she had thought AJ was a fake and so had not saved her. She left out the part where she had actually given AJ to the beast and made it seem like she just hadn’t rescued her. Thankfully none of them asked, so she didn’t have to lie to them. Applejack twitched in her sleep, Rarity and Fluttershy had worked their way back onto their feet, and Rainbow was now looking around the room, as though she expected a beast to jump from nowhere at them. Once she had looked around twice, she turned to Twilight and said

“We’re still missing Pinkie Pie and Don, where do you think they are? They can’t still be outside, we ran through practically this whole side of the maze trying to get away from the giant monster outside”

Fluttershy shivered at the thought “Oh, I hope they’re ok”

Rarity looked at her hooves “Poor Pinkie Pie is probably scared stiff, all alone with those horrid monsters”.

A sing-song voice suddenly floated down the stairs to them “No I’m not, I’ve been right here waiting for you all to catch up”

Pinkie Pie came hopping down the stairs as though nothing was wrong and bounced over to them. Everypony looked absolutely relieved to see her, except Rainbow Dash, she stood in between Pinkie and the others

“Hold on a sec here, how do we know you’re the real Pinkie Pie? Do something only Pinkie would do!”

Pinkie sat her behind on the ground, put her hoof to her mouth as though she was thinking for a moment. Then she jumped up, and pulled a face mask out of her tail that looked like Twilight, put it on, and blew confetti out of its mouth Twilight rolled her eyes “That’s Pinkie Pie, can we move on now?”

Rainbow nodded and said “We still need to find Don”

“No we don’t” Rarity turned and stared at Pinkie

“What do you mean, of course we do, we need him to defeat Discord”

Pinkie shook her head frantically “He’s already up at the top, he teleported here from the beginning”

Twilight smacked her hoof to her face “why didn’t I think of that sooner”.

Pinkie shrugged “Anyways there is a bunch of claw marks farther up the stairs so I’d say he went that way”

“Then that’s where we are going, come on girls”. Twilight jumped up the stairs and began climbing, the others followed behind her while Rainbow Dash put Applejack on her back and carried her up.

The stairs seemed endless, every time Twilight looked up it seemed like the distance between them and the top was just getting farther. With it being Discords lair, that was actually very possible, but if Don had made it up, then so could they. As they walked farther up they finally came to a break in the stairs where a large ledge with a balcony overlooked the rest of the maze. Twilight knew they were all tired, even Rainbow Dash, so she stopped and walked onto the balcony to rest for a moment. Rainbow Dash, despite being just as exhausted said

“Twilight what are you doing, we don’t have time to rest, we need to catch up to Don”

Twilight shook her head “We’re all exhausted, we won’t be any help to him if we can’t even walk, take a few moments to rest then we’ll start up again”

Rainbow didn’t really have a choice, Pinkie Pie, Fluttershy and Rarity had also collapsed next to Twilight. So she reluctantly set down the still-sleeping Applejack and laid down with them.

After a few minutes of resting Rainbow Dash stood up and said “alright we’ve rested enough, we need to get moving”

Twilight nodded “I agree, Rainbow, get Applejack and we’ll go”.

Rainbow Dash turned around to pick up Applejack, but she wasn’t there, Dash looked around, panicking she said “umm where’s Applejack!”

Twilight turned and saw that she wasn’t with them. They all stood up and began calling for her, but it only lasted a moment, because as they began to grow louder, a voice came from the stairs “I’m right here ya’ll”.

They all turned and saw AJ walking down the stairs towards them “Just needed to get my head straight that’s all”

Twilight was the only one who didn’t immediately hug AJ, she was too afraid to even look her in the eyes. AJ’s reassurances made her feel better, but the guilt did not wash away so easily. They all stood up to leave, and started to make their way back towards the stairs, but as they reached them, the stairs became unusable. Coming down the stairs, was a group of the tentacle beasts that barely fit on the steps. Twilight didn’t hesitate, she turned to run, but saw that the stairs leading up to them was also overflowing with the monsters. Twilight and the others were forced to retreat back onto the balcony. Once they were out over the ledge, they knew they had nowhere else to go. Fluttershy was beginning to panic

“What’ll we do now?!”

Rainbow Dash narrowed her eyes “We fight!”

Twilight shrugged “We don’t really have a choice at this point, do we?” she lit up her horn, she would not be taken by these things, she would not allow the poison to affect her anymore, she would not!

Rainbow Dash and Twilight charged the beasts, the others followed. Rainbow gave the first beast she saw a buck right in its gut, but she just became lodged in it. The moment her legs were stuck in the beast, it moved the goop Rainbow was stuck in, apart spreading her legs wide. She tried to pound down, but two tentacles sprang from the monster and held her front hooves. Then four more tentacles sprang out and snaked along her looking for something to penetrate. One went up and thrust into her muzzle, another went under her tail and straight into her rear, the last two forced their way into her snatch and thrust back and forth in her slit simultaneously. Rainbow tried to scream, but the tendril in her mouth prevented it.

Everypony met with the same problem, as they each tried to attack the beasts, their attacks were absorbed, and then they were held and raped.

Applejack struggled the most, screaming the whole time “NO, NO, NOT AGAIN, PLEEEEAAASSEE!”.

Within moments Twilight and Fluttershy were the only two ponies left untouched, and the beasts were closing in. Fluttershy had hidden behind Twilight for protection and Twilight was blasting each one that came near them with her magic. Despite her best efforts she couldn’t hold them all off and eventually they piled on top of them. The beasts grabbed them with their tentacles and forced Fluttershy onto her back and Twilight onto her stomach, but they did not do what they expected. Twilight felt herself lifted into the air, then watched as she was pressed down forcibly against Fluttershy’s stomach, except her face was on top of Fluttershy’s slit and vice versa.

Twilight felt the poison resurface, then felt the tentacles push down on her, forcing her lips against Fluttershy’s slit and Fluttershy’s lips against her slit. Twilight couldn’t fight the poison anymore, and felt her tongue enter Fluttershy’s slit to begin giving it a good licking. Fluttershy gave a low squeak and was then forced to do the same. While they were being forced to pleasure each other, one tentacle slid behind each of them and entered their flanks. Although Twilight was used to it from Don and her flank was tighter, Fluttershy’s was not, she was sensitive and soft, and the pounding the tentacle gave her rear was too much for her. Fluttershy came quickly and this only caused Twilight to do the same, Fluttershy’s squeaks only aroused her more and more. By the end of ten minutes everypony was cumming and being forced to love it. Twilight silently prayed to Celestia Don would save her, she wanted him to be doing this to her and no one else. She could only lay there and take it until then, she began to feel hopeless and overcome with how good this really did feel, she felt herself giving in and soon she lost all train of thought to the poison in her mind.

Author's Notes:

A little bit of the darkness now for those who have waited patiently
there is one reference in there from another fic, anypony care to guess which one?