Applejack glanced nervously between Rainbow and Twilight. “Are you sure this is safe, sugar?”

Twilight glanced up from the black book in front of her. “Absolutely.” She glanced back down before murmuring, “Mostly…”

“Because that reassures me just fine…” Applejack murmured back before she glanced back to Rainbow. “And you’re alright with this, Dash?”

Rainbow shrugged non-committedly. “Hey, Twi says it’s safe and I trust her.”

“Alright…” Twilight started, looking up from her book again, “I’ll start with me first, then you, Applejack. Ok?” Applejack nodded, gulping nervously. “It’s perfectly safe…” Twilight reassured gently, “But… just in case… you might want to step back.”

The response was immediate as Applejack and Rainbow dived for cover, tipping over a table and hiding behind it. Twilight rolled her eyes before she glanced at the book again. “Okay… this should be simple enough…”

From behind the table, Applejack saw a flash of light which imprinted itself on her eyes. She blinked them a few times, trying to clear away the back spots before she peeked over the top of the table. Twilight was still stood behind her desk, blinking away the spots behind her own eyes.

“So…” Applejack prompted as Rainbow’s head peeked over the top of the table, “Did it work?”

Twilight looked around, confused, before she turned to Applejack. “I think so… I don’t feel any worse; that’s always a good sign.” She paused and glanced down, her mouth echoing a small ‘oh’. “Good news, Applejack…” she started, her voice distracted. “The spell worked…”

“That’s brilliant though, right?” Rainbow interjected before Applejack could reply. “See, AJ? Nothing to worry about. Right, Twi?”

“It’s bigger than I thought…” Twilight whispered to herself. A few seconds later, she looked up at Applejack and smiled briefly before asking, “Ready?”

“Uh…” Applejack started, clambering over the table to join Twilight. “Ready when you are, sugarcube... jus’ don’t rush it, ‘kay? I don’t want to find more on me than necessary.” Behind her, Rainbow ducked down behind the table again and pressed her hooves over her eyes.

“Got it,” Twilight replied, “Don’t worry, Applejack, you’ll be fine.” Applejack sighed, trying not to panic. She trusted Twilight to keep her safe, just like she’d promised. But the one thing she knew about magic kept making itself known: It had a mind of its own.

There was another flash of light, dotting Applejack’s vision once again. She blinked rapidly, trying to clear her eyes and trying to sense whether something had changed or not. She still felt normal though, four legs, two eyes, mane and tail, her trusty hat and… oh. She glanced down, peering through her legs at the new addition, peeking out from her stomach.

“So, did it work?” Rainbow interrupted Applejack from her thoughts and she brought her head up quickly, glancing around. “Applejack?” Rainbow prompted again, her forehooves resting on the table.

“Aye… it worked,” Applejack confirmed, shifting about on her hooves and feeling how her new addition moved in response.

From behind her, Rainbow turned to Twilight again and asked, “So, Twi, how long does this spell last for then?”

“About two hours and sixteen minutes, give or take a few…” Twilight replied, peeking over her desk at the two of them.

“Perfect,” Rainbow shouted, making the other two wince slightly, “So what are we waiting for? Let’s get started!” She hopped over the table enthusiastically, glancing between the other two and almost trembling with excitement.

Applejack and Twilight shared a nervous look. “So… how were you planning on doing this?” Applejack asked as Twilight shifted uncomfortably.

“Well…” She glanced between Applejack – shifting from hoof-to-hoof – and Rainbow – looking between the two of them impatiently – before shrugging. “I don’t know… I just thought we could… you know… get started?”

Rainbow’s jaw dropped as she switched from Twilight to Applejack. “Well… yeah, I get that,” Applejack sighed, rolling her eyes. “But you didn’t make any plans or anything as to what we’d do?” Twilight shook her head helplessly.

“Oh for Pony’s sake…” Rainbow said exasperatedly, “Applejack, stand behind me. Twilight, in front of me.” The other two looked at her blankly. “Are you going to get started or not? I’m still waiting, Twilight.”

Twilight nodded slowly. “Right… sorry, Rainbow…” she said apologetically before moving around her desk and standing in front of Rainbow as Applejack stood behind her.

Rainbow nodded to herself, kneeling down and licking her lips slightly as she saw something detach itself from Twilight’s midriff. “Now… fuck me senseless.”

Above her, Twilight and Applejack shared another look, this time slightly confused as Rainbow presented herself to the two of them. Twilight could feel her new penis responding positively, even if her mind was still cottoning on. She could only imagine that Applejack was going through the same experience as she felt a breeze cross her new limb, sending shivers down her spine.

Applejack echoed Twilight’s shiver and shared a gleeful look with Twilight. She moved forwards, pressing her body against Rainbow as Twilight moved forwards as well. She could feel Rainbow move beneath her, raising her rear further into the air as her tail swished to the side. Applejack could feel her alien erection, waiting for attention, and moved further forwards.

She felt the tip of her new penis press against Rainbow’s backside and she gasped at the feeling. It felt good… But it wasn’t enough. Bracing herself, she pushed herself forwards, embracing the new sensation as she slid down Rainbow’s slack back. It was so… warm, so damp and so, so good…

Applejack let out a moan of delight as she felt her new tool settle inside Rainbow. A grunt from in front of her caused her eyes to open lazily. Twilight was in in front of her, her eyes screwed shut as her mouth moved wordlessly.

Rainbow was sucking her off! That was all Twilight could think of as the new sensations bombarded her endlessly. She let out another groan of ecstasy and tried to push forwards, trying to enhance her pleasure. Rainbow was happy to oblige, taking more of Twilight’s cock down her throat as Twilight pushed her hips further and further. She opened her eyes, breathing heavily as Rainbow continued to lick and suck.

She smiled at Applejack, who offered her own slight smile. If her slightly strained expression was anything to go by, she was just as overwhelmed as Twilight was. Applejack’s eyes fluttered shut as she started to draw back, the new cock she’d been given was incredibly sensitive and the slightest movement sent her mind reeling.

She drew further out, further and further until she was resting the head of her penis just inside Rainbow. She gasped for breath again before opening her eyes. Twilight was still watching her, her mouth twisted in a happy smile. Applejack winked at her, returning the smile just before she moved herself forwards, slamming into Rainbow and letting out another moan.

Twilight’s eyes rolled again as Rainbow let out a gasp, the hot air running around Twilight’s sensitive cock. “Again…” she whispered quietly, her eyes still held shut. Applejack was more than happy to oblige as she drew back again, her eyes shutting against the pleasure. A moment later, she lunged against Rainbow again, eliciting another gasp and the following moan from Twilight.

Twilight’s eyes opened and she looked down hungrily. That had felt good… better than just the simple suckling that Rainbow was still doing. Almost instinctively, her own hips started drawing back. Rainbow’s head tried to follow it, but she was still held back by Applejack, pressing her down and keeping her still. Rainbow let out a moue of complaint as she let the cock in her mouth go.

Applejack met Twilight’s hungry gaze and smirked. She could make an educated guess as to what Twilight wanted to try. Her gaze flickered down towards Rainbow who was still trying to reach forwards for Twilight’s cock. She smiled again and looked back towards Twilight before nodding, drawing back out of Rainbow slowly. One… she mouthed, two… three.

As one, the two of them moved forwards, spearing Rainbow with their respective cocks. From between them, Rainbow let out a moan of joy. Applejack glanced up as she started drawing out again; Twilight looked like she was in heaven. As she moved forwards again, getting used to the sensation of Rainbow’s walls around Twilight’s gift, Twilight herself lunged forwards, wrapping her hooves around Applejack’s neck and leaning in to kiss her.

Applejack’s eyes widened in surprise before fluttering shut. She wrapped her own hooves around Twilight as her hips continued thrusting. This felt right, to be kissing Twilight and to love Rainbow like this. She loved the two of them, and from the sound of it… the other’s loved her too.

Author's Note

This is what happens if I read something then think things could be done quicker for my own benefit.

P.S. Go read Room For One More by bats
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