The forest at night was dangerous—creatures, bandits, and worse prowled beneath the canopy. This particular forest was a cool, shaded wood of conifers—blue-green spruce, aromatic pines, tall and stately firs. Even beyond the normal dangers, creatures stayed out of the woods for fear of tree spirits, drakelings, bugbears, or rogue wizards.

Not Zellorin, though. She strode with confidence, knowing she was the most fearsome creature in all the woods.

She didn’t look all that threatening. A succubus imp a scant three feet tall, she wore maroon leathers that complemented her blue skin. A shock of off-white hair sprouted from her head, and four black horns, like antelope prongs, grew from it.

But she was still a demon—a low-ranking demon, but a monster capable of taking souls nonetheless. For that reason, even the mightiest creatures tended to avoid her.

Succubi had a reputation for insatiable horniness, and Zellorin was more than happy to live up to the stereotype. She fed on lust, the desires of her partners empowering her the way that sunlight energized plants. She could feed on just about anything (she’d had an encounter with two forest wolves a few weeks back that still sent her salivating; the wolves had considered themselves proud alphas, but by the time she was done with them, they had been reduced to, pardon the pun, her bitches) but her favorite victims were human men. She loved infiltrating human villages, seducing men in the dark of night, and making their every desire come true even as she fed off their lust—sometimes even in the same room where the human’s spouse was ignorantly snoozing away, none the wiser. A mild sleep spell from Zellorin often helped with that.

Ahead of her, the pines and firs became sparse as the forest thinned into a wide meadow. She could see it clearly in the near-full moonlight that was illuminating the woodland. A small human village occupied the meadow. The entire settlement appeared to be at rest, the only signs of life being a handful of torches burning at windows.

Smirking, Zellorin felt that this was her lucky day. It had been several days since she’d last fed, and she was growing quite famished. Circling the village to find the first hut to pay a visit to, she scoped one out at the edge of the village. She made for it, her hips sashaying seductively.

But suddenly, something warm and wet brushed against her lower thigh in the space between her boots and her shorts. She glanced down and started. It was a tentacle, supple and slimy, wrapped tight around her body. Zellorin’s face twisted into a mask of displeasure. “Get out,” she growled, swatting at it. “Go find someone else to bother.”

But rustles in the bushes behind her caught her attention. She turned just in time to see more tentacles, a veritable swarm, emerge from the brush. Her eyes widened and a squeal of shock and protestation surged out of her throat before they grabbed her and spirited her away into the dark confines of the forest.

The going was fast, and Zellorin found quickly herself disoriented and woozy. By the time her mind cleared, she was already in a small glade deeper in the woods. Tentacles of all manner of sizes emerged from the brush and from the ground, waving about her. They were a pale pink, and covered in some sort of dripping fluid. She was being held spread-eagle, one tentacle to each limb. She tried struggling, but there was no way for her to shake them off.

The tentacles turned their attention to her clothes. One small and particularly dexterous one began undoing her leathers; it took off the strap that covered her nipples and bound her voluminous breasts, and fit snugly under her laces, loosening her boots enough to wriggle them off. It traced the garter on her right thigh for a moment before passing it by, electing to leave it on. With another tentacle’s help, it tugged off her shorts, revealing her plump ass and bare sex.

This latter area is where the tentacles turned their attention to next. Small tentacles began circling it and rubbing up against it, sending small jolts of electric pleasure down Zellorin’s spine despite herself. More tentacles cupped under her chin almost soothingly.

Zellorin’s thin, heart-tipped tail thrashed in consternation. “Listen, y-you,” she growled, the ferocity somewhat lessened by the way that her voice continually cracked with small gasps of pleasure. “I’m not s-some—ahh—some mortal sl-slut for you to—gnnah!—to do whatever you p-please with! I’m—hnn!—a demoness, and I demand to be treated as—hgglrk! Gl-glrk! Mnnnrgh!”

Any protestations cut off—a thick tentacle had shoved itself right down her throat. She sputtered around it; she was far too practiced taking cocks for it to trigger her gag reflex, but she thrashed her head from side to side in vain in an attempt to force it out of her.

So busy was Zellorin trying to deal with the sudden intruder in her mouth that she didn’t notice that the small tentacles teasing her pussy had withdrawn in favor of a much larger, more confident one. It held near the entrance to her sex, the tip almost, but not quite, brushing against it, before suddenly—

Zellorin’s eyes widened and a muffled shriek of surprise and protestation sounded in her mouth as her unprepared pussy took the lower tentacle. It was thick and big, but the liquid that coated it helped smooth the transition. It pushed a ways in, without heed for foreplay or getting her ready, and Zellorin bucked her hips in a fruitless attempt to dislodge it. Not only did her efforts not work, they only succeeded in pulling the tentacle even deeper. The thick appendage wriggled a little bit and a sudden pressure applied to her g-spot, and Zellorin descended into a whimpering moan as her cunt shuddered from the abrupt and unanticipated wave of pure pleasure. Her entire body trembled.

Amidst the sudden sensations, she realized in the back of her mind that this was really happening. She, the predatory sex demoness, had found herself snared by something with lewd designs toward her. The tables had turned, and there was nothing she could do about it.

Well, she thought, at least I can feed on this creature’s lusts.

The two tentacles inside of her began a rhythmic fucking, the one in her mouth pushing forward toward the back of her throat and then even deeper, forcing Zellorin to deepthroat it whether she wanted to or not. Her eyes fluttered, and she breathed slow and cautious breaths through her nose.

But the one in her pussy slid out as its counterpart slid in, grinding along her tunnel walls. She whined at the sudden emptiness, her body aching with need. It stopped just at the entrance to her pussy. The twin tentacles held in that position for a brief moment, and then they reversed, the one in her pussy surging forward and the one in her mouth withdrawing, the tip resting on her tongue, effortlessly resisting any tries on her part to spit it out. It all went so maddeningly slow.

But Zellorin didn’t have long to complain about that. The tentacles picked up their pace slowly but surely, one going in and another sliding out, and then the reverse, and then again, and again, going a little faster each time, until before long Zellorin’s still-bound body was shaking from the regular, rhythmic force of the two tentacles fucking her holes in perfect, flawless cadence.

A deep, pleasurable ache was spreading from the imp girl’s loins, creeping like slow fire up the rest of her body. It filled her torso, her legs, her arms and face, until her entire body was aflame with lusty desire.

She’d had lays with a fair number of people and creatures around the world, but never felt anything like this. She’d never been helpless before, completely vulnerable to the intentions of another creature. Maybe that was why this new ecstasy, fierce enough to make her shudder, was spreading through her.

Or maybe this bed of tentacles was so practiced at fucking it had a few things to show even a demoness.

As the two tentacles fucking her face and her pussy kept up their pace, smaller brethren of theirs emerged from the bed of tentacles surrounding her. They crept up towards Zellorin’s body and then, gradually, they began exploring it on their own. They gravitated towards her luscious breasts, fondling and squeezing and cupping them. One even tapped its tip gently to her by-now-very¬-erect nipples, teasing and rubbing them. Even amidst the symphony of sensation she was undergoing from getting double-teamed by those other tentacles, the sudden attention paid to her tender tits made Zellorin moan around the tentacle that was still fucking her throat.

Other tentacles began rubbing along her sides, caressing her hips and her ass, and one wound itself around her tail, suddenly tightening and prevent her from even thrashing that. Another one snaked its way across her bare stomach, the warm wetness making her want to squirm.

And she was left to their discretions.

The smaller tentacles continued exploring her body, and the larger ones continued fucking both holes, and Zellorin forced herself to be content with simply lying there and taking it. Before long, she felt it building: an orgasm. It crept up on her, slowly at first, but gathering more and more steam the sooner it got, until—!

When it broke Zellorin wanted to scream from how hot and wild a surge of wonderment it shot through her, but all she was able to do was make a series of half-muffled, whimpering short cries around the tentacle in her throat as her pussy involuntarily clenched around the counterpart inside of it.

As her orgasm slowly ebbed, Zellorin was distantly aware of two things: the first was that, despite how hard they’d been going at her, and despite the fact that she herself had been brought to and past the brink of orgasm, there was little lust emanating from the tentacles for her to feed off of. What are they getting out of this? she thought hazily. If they’re not even claiming me to sate their own wants?

The second thing she found herself aware of was that the tentacles occupying her holes had temporarily stopped fucking her.

Blinking, and squirming in a fruitless attempt to dislodge them, Zellorin tried to see if they were done, but they ignored her attempts at escape almost secondhand. In fact, the one in her pussy almost seemed… appraising of the fact that she had clenched around it.

She didn’t have long to ponder, however. They resumed, but this time the pace was different. They pulled out at the same time, leaving her reeling from a sudden feeling of hollowness as both her cunt and her throat were nearly vacated, only to surge in at once. The sudden sensation of having both tentacles fuck deep into her at the same time was almost more than she could bear, and Zellorin saw stars.

And they were going deeper and deeper with every thrust. Her whines became little more than ragged gasps of shock and protest, the sensation almost overwhelming her. The one in her pussy was particularly insistent, going further than ever.

The first time it bumped up against her cervix, Zellorin came again. Her body tensed, her muscles screaming as she tried to involuntarily buck her hips, roll her torso, anything—but instead she was left quivering, still tightly bound in the grasp of the tentacles, as she rocked with a second orgasm. Even more maddening, amidst her crashing orgasm, she felt the tentacle forcing itself up against her cervix, leaving her roiling with an impossible pleasure-ache that ignited in her nethers and spread throughout her entire core.

It finally forced itself through, nestling direct into her waiting womb. As she reeled from her post-orgasmic sensations, Zellorin felt the tentacles in her cunt and throat each tremble and tense. And then, she saw it.

A round bulge appeared at the base of the tentacle in her pussy, moving up. Zellorin almost felt like a fool. Of course. She was no neophyte. She knew what tentacles used wombs for. Now it made sense why there was no lust for her to feed off of. These creatures hadn’t captured her for pleasure, but for procreation.

They were going to make her a mother.

The knot in the tentacle met her pussy lips and she moaned around the one in her mouth. It held there, and she wondered if it was capable of even coming in—but then, gradually, it forced its way through. She felt every laborious inch as it traveled down her nearly-too-tight tunnel, and the ache when it met her cervix was just as deep as last time.

Before it was even all the way through, a second one appeared further down the tentacle. Had she been able to, Zellorin would have laughed. Though she didn’t find it particularly funny, that’s all anyone could have done in such a scenario.

The first object finally made its way to her womb, where the tentacle deposited it with a firm push. From the feeling, she realized it was an egg. By the time it was nestled in, the second was almost to her cervix.

And more were on their way.

With every egg pushed, Zellorin’s body rocked, and before long, her tummy began to stretch out. It was just a little bit at first, but as the eggs piled up, it got bigger and bigger. By five, she was obviously pregnant. By seven, she looked quite gravid. And when the tentacle finally after depositing a tenth egg in her womb, Zellorin was so spectacularly swollen that she found herself wondering if she could even walk after this.

But after no more bulges showed themselves on the lower tentacle, she was finally able to rest. That’s all, she figured. That must be. She rolled her eyes up—

And saw a bulge traveling down the one in her throat, nearly to her mouth.

A fierce clap of panic and shock resonated in her, but only momentarily. After all, soon all her attention was on the egg forcing itself past her jaw, shouldering down her throat, and landing with a plop inside of her belly.

Before she could even catch her breath, a second one appeared.

She was made to accept that, too, and it was only after Zellorin was packed full with a dozen eggs—ten in her pussy and two in her stomach—that the tentacles finally yielded. Each one shivered, tensing, before squirting her full of thick, viscous fluid to inseminate the eggs. Then they finally retreated, each and every one withdrawing. Her voice was ragged as she clutched for breath after the one in her throat vacated her, and the one in her sex broke free with a mild pop. Her chest heaved as she lay there, leaking juices. Everything ached, and her egg-swollen womb was particularly laden.

“So… full…” was all she managed to say before passing out.