Sounds of snapping twigs and jostling leaves could be heard throughout the forest as Flaaffy sprinted through them, trying to get out of the woods that he was exploring just a few moments ago. Closing in from behind and above him was a Mankey, using all four limbs to pursue the Flaaffy from the canopy of branches above them. 

During a search for food, he seemed to have crossed into some Mankey's territory, who started attacking him in a fit of rage. With his longer limbs and the ease of which he navigated through the trees, the Mankey was at a distinct advantage over the Flaaffy. An acorn whizzed past the Flaaffy's ear, and he realised that the Mankey now yanking them out of the tree with a foot and using them as projectiles. 

Thankfully for the Flaaffy, a light could be seen shining through the trees just ahead, an exit into the nearby grasslands. Tripping over a vine in the undergrowth, the Flaaffy stumbled into the sun, rapidly scanning the area for somewhere he could run. A hole could be seen in the cliffside across the field from him, it appeared to be an entrance to some sort of cave. Thinking it would be dark enough to avoid the Mankey in, Flaaffy hunched down and sprinted towards the cavern.

The Mankey leapt from the branches of the oak tree onto the grass, landing on all fours and renewing his chase of the Flaaffy on the ground. When he saw where the sheep was headed, however, even his rage against the Pokemon who trespassed on his territory couldn't compel him to give chase. The Flaaffy was headed straight for Spinarak Cave, and all the revenge in the world couldn't make him step one foot into there. Satisfied that the Flaaffy would receive than his share of punishment, the Mankey climbed the bark of a nearby tree and began swinging through the branches back into the forest.

Flaaffy sped through the cave, his tail lighting his way as he went around corners and through crossroads in the tunnels. As he got deeper and deeper into the cavern, his sense conquered his panic, and he slowed down while attempting to get his bearings. From the dim light of the orb on his tail, he could see nothing but the granite walls of the tunnel stretching out into the darkness in front of and behind him. Flaaffy had gotten lost in a cave that he knew nothing about. With a sinking feeling in the pit of his stomach, Flaaffy picked a direction and started walking into the inky blackness.

As Flaaffy walked through the tunnels, it became clear that this cave was anything but dead. Flapping wings just at the edge of his vision and the shrieking of Zubats were constant companions, and now and then, he could feel something just out of his line of sight brush against his leg. Every sound and sensation, real or imagined, made him jump, until he was shaking from fear of what lurked in the shadows of the cave. 

From the shadows behind the Flaaffy, a Paras watched in silence, curious yet cautious of the visitor to the cave. He seemed lost and frightened, and the Paras weighed his desire to talk to him against his own shyness. Eventually, his curiosity got the better of him, and he skittered over to greet the Flaaffy. His legs not making a sound as he walked up behind the frightened Pokemon, he quickly arrived behind him unnoticed. Uncertain about how to introduce himself to the strange Pokemon or even how to catch his eye, he simply clicked a single claw loudly in the air.

As soon as he heard the clack of the Paras' claws snapping together, Flaaffy spun around on his heels, already charging an attack. A glowing electric ball was forming between his hands. It grew to the size of the Flaaffy's head within seconds, at which point he flung it towards the Paras. Flaaffy had little time to aim in his fervour to attack, and the move went wide, smashing into the side of the tunnel and dissipating harmlessly into the rock. Frightened by the sudden violence, the Paras scuttled away into the darkness of the tunnel, quickly leaving the Flaaffy's small sphere of light. The Flaaffy nearly laughed at his actions, until he noticed the tunnel rapidly becoming darker as the light on his tail dimmed to nothing.

Now stumbling through the dark without even a vague idea of his surroundings, it was all the Flaaffy could do to keep from breaking into tears. Even more panicked than he had been before, he broke into a head-on sprint through the tunnel, stumbling over rocks and cave Pokemon as he did so. Suddenly, his dash was brought to a halt, as his entire body slammed against something that felt like a large, taut net. Flaaffy tried to pull away, but to no avail; whatever he had run into stuck to him like glue. He was confused for a moment, but as he heard the sound of chittering above him it became all too clear what it was.

Ariados leisurely climbed across the web towards the Pokemon who had gotten stuck in it and was now fervently trying to pry himself from its strings. As he struggled, he was gibbering wildly; from what Ariados could make out, he was afraid of being eaten. Ariados laughed at his worry, a harsh, insectile sound. She had different plans for this lost sheep.

Ariados stuck her abdomen over the Flaaffy and aimed her spinneret, tying his arms to his torso with a thick wrapping of silk. She did the same to his legs, fettering them together at the ankles. Now sure that he was unable to escape, she swiveled her abdomen around and positioned herself over him, two of her legs on either side of him. In position, she simply laid her abdomen on top of the Flaaffy before going still on top of him. Flaaffy was confused at first, wondering what the spider was doing, until he felt something beginning to poke out of the arachnid’s abdomen that slid between his cheeks.

Ariados’ ovipositor began slipping out of her abdomen, sliding across the Flaaffy’s backside as it extended to its full length. It was a strange, tube like organ, transparent and a full foot in length. As it slipped out, it began moving on its own, positioning itself against the Flaaffy’s rectum in preparation for penetration. Flaaffy shuddered as he felt it do so, the slick appendage leaking some sort of moist slime against him that dripped down his taint and ran off of his balls. He attempted to shift himself to get it away from him, but the prehensile organ moved with him, never moving from its carefully chosen position just outside of his ass. Before long, her ovipositor was fully extended, and Ariados wasted no time entering Flaaffy. The tapered tip of the organ combined with the slime it was constantly spilling smoothed the process, and it quickly slipped past his sphincter into his rear.

Flaaffy was unable to suppress a shameful moan as the spider penetrated him, feeling the tip of his shaft poke out of its sheath as she did so. As more of the spider’s rubbery ovipositor was forced into him, his shaft slipped out further, until it was fully erect and throbbing against the web he was trapped in. He had stopped struggling now, as much out of futility as a growing pleasure from what the spider above him was doing. He grit his teeth to stifle another groan as the arachnid’s organ unleashed another burst of slime directly into him.

Ariados felt the Pokemon beneath her relax greatly, either from simple exhaustion or from accepting his fate. Chittering and clacking her jaws in glee, she pushed her ovipositor further inside Flaaffy, feeling him squirm beneath her and suppress his noises of pleasure. Ariados grinned mentally; with her ovipositor now fully hilted inside of him, he wouldn’t be able to hold them back for long.

Flaaffy felt the spider above him finally bottom out into him, her smooth carapace rubbing against his backside as she pushed the last inch of her ovipositor home. Just as she did that, she completely stopped, simply standing above him with that thick tube lodged inside his asshole. He was thankful for the break, trying to adjust as best he could to having a full foot of a spider’s ovipositor inside his rear. It was not entirely unpleasant, as his dripping erection beneath him would indicate. He would not have time to consider it, however, as he felt the base of her ovipositor suddenly double in size.

Ariados let out a sharp hiss as an egg began to pass through her ovipositor, stretching the sheep’s hole wide before sliding out into his goo filled bowels. Flaaffy began to gasp as he felt it pop into him, but it quickly turned into a groan once he felt the next one coming close after it. He had never learned about spider Pokemon before, certainly not this part of them, and he was not expecting this in the slightest. The newest egg sliding inside of him pressed against his prostate, causing him to cry out and a fresh bead of cum to dribble down his shaft. 

After the first egg, many more quickly followed, quickly becoming uncountable as they surged out of the spider’s abdomen and into the Flaaffy’s. Flaaffy’s cries quickly reached a peak and tapered off, the feeling of so many eggs being stuffed into him rendering him insensate. He simply laid beneath the Ariados and drooled out of the corner of his mouth. Squished beneath him and the web, his member drooled a steady trickle of cum, spilling down his shaft and dripping onto the cave floor. Occasionally, he convulsed as the Ariados hit a particularly good spot, completely resigned to the sensations plaguing him.

Soon, Flaaffy’s stomach began to bulge out from the immense amount of eggs being fed into him, pushing him away from the web as it expanded. Flaaffy whimpered at this, the pleasure from the spider’s ovipositor soon becoming mixed with the queasiness of being stuffed so full of her spawn. It wouldn’t get much worse, however, as he soon felt the Ariados’ egg layer slipping out of him as it rapidly retracted back into her abdomen. He sighed as it did so, the only sound he had the energy to muster, although whether it was from relief at the ordeal being over or disappointment was unknown. Before he could voice which it was, he felt a pair of fangs sink into his neck, pumping something into his veins. Within moments, his eyelids felt heavy, and he fell limp as consciousness left him.

Ariados hoisted the sleeping sheep onto his back with a hiss, crawling along the floor towards the light that marked the cave’s exit. After she felt they were close enough that the Flaaffy would be able to find his way out, she set him softly onto the ground, snipping the silk bindings off with her mandibles. With the Flaaffy now lying unbound and comatose on the rock, Ariados scaled the wall and rested on the ceiling, looking down and keeping watch to make sure no wild Pokemon disturbed her resting incubator.