My Little Pony: Friendship is Sexy

by Ekhidna

Rating: mature
Tags: Alternate Universe, Romance, Random
Length: 8026

The day Twilight arrives to Ponyville goes the same way it does on the show........except for a few minor change of events.

Twilight arrives to Ponyville to take charge of the summer sun celebration peparations, she could never guess things would turn out to be so strange so fast, and maybe, just maybe, she will learn a thing or two about friendship.

**Warning: This is a clopfic, an ancient one at that. If you are not comfortable with it then don't read it**

***This fic does NOT, I repeat, does not belong to me, as far as I know no one has claimed it and I will do no such thing either, if the real author sees this then I will gladly give you the proper credit you deserve, I am publishing this amazing fic just because it pains me it is not known and because every brony has the right to enjoy it***

Published 1970-01-01 00:00:00 UTC
Last updated 2013-11-04 16:40:53 UTC

Chapter 1

“We really don’t have time for this,” Twilight Sparkle hissed under her breath. “Make up an excuse Spike, tell them… you have a stomach ache!”

The baby dragon rolled his eyes. “Twilight,” he sighed, “can’t you just enjoy yourself for one afternoon? You’re supposed to be making new friends.”

Twilight Sparkle and Spike had come to Sweet Apple Acres to oversee preparations for the Summer Sun Celebration Banquet. Instead, they had met Applejack, a spunky tomboy of a pony who had immediately gone about introducing them to the entire Apple family before inviting them to a brunch that had turned into a banquet in its own right.

“There’ll be plenty of time to make friends AFTER we save Equestria from Nightmare Moon,” Twilight responded testily. Rising up from her plate of apple pie, she trotted over to where Applejack was just finishing her own meal. “Listen Applejack, the meal was wonderful, but Spike and I reeeeeally have to be going now.”

Applejack looked up from under her large hat and shot a large grin back at her. “Well shucks Miss Twilight, we can’t let y’all leave just yet, the fun’s just gettin’ started!”

Twilight shuffled her hooves uncomfortably, wondering how to extract herself from this situation, when she suddenly realized that the members of the Apple family had all finished their desserts and were now beginning to get a little too playful with each other. Twilight gasped in embarrassment as she saw that Apple Fritter and Red Gala were entwined with each other on the ground with their noses stuck between each other’s hind legs. The young mares were completely oblivious to everything around them as they licked each other lovingly.

“Umm… now it’s REALLY time for us to go,” Twilight said nervously, but Applejack just laughed and gave her a smack on her violet rump. “Nonsense, little lady! It’s time we showed y’all just what kinda fun we have here at Sweet Apple Acres!”

Twilight stiffened as Applejack circled around behind her and forwardly pushed her multicolored tail away with her nose, exposing the pony’s rear to her tongue. “Oh my gosh!” Twilight exclaimed sharply as she felt Applejack’s tongue slither up the length of her sensitive slit. She jumped away skittishly and attempted to cover herself with her tail.

“Don’t worry sugar, c’mon and have some fun with us!” Applejack called after Twilight as Red Delicious and Golden Delicious walked up and began nuzzling her. She giggled as the two brothers licked at her neck. “Ah was gonna give Twilight first pick, darlin’s, but I guess we need tah show her what she’s missin’!”

Twilight’s eyes were drawn down to the large erections that Red and Golden were sporting almost against her will. For a moment she pictured one of the boys mounting her from behind and… Twilight quickly pushed the image out of her mind as something else occurred to her. “Wait a minute, Applejack… aren’t they your family?”

Applejack had begun to lick the two ponies back, but she flashed Twilight a big smile. “Ah heck, cousin, brother, sister… it’s all the same here at Sweet Apple Acres! We’re a right close and lovin’ family!”

With that Applejack rolled over onto her side and stuck her head underneath Red Delicious’s belly. Red lifted one leg off the ground to give Applejack better access as she began to lick along the length of his large shaft. Lapping up the bead of thick pre-cum forming on the head of his cock, she savored the taste before exclaiming “Mmmmm Mm! Sweet as always, cousin!”

Applejack lifted one of her hind legs into the air to allow Golden Delicious access to her wet crotch as she continued to lick her cousin’s stiff cock. Golden dove in immediately, his large tongue working eagerly along the lips of her pussy before flicking playfully at her clit, causing Applejack to shudder and moan in delight.

Twilight watched awkwardly as Red Delicious repositioned himself so that his long cock pointed directly at Applejack’s face. The blonde pony looked up at him and said “C’mon cousin, gimme all ya got!” before taking the head into her mouth and bobbing back and forth. Red threw back his head and pushed forward, burying more of his cock in Applejack’s mouth while she did her best to deepthroat as much of it as she could. Once he’d gotten as far as Applejack could handle, he held it there for a moment as he enjoyed the feeling of the mare’s wet mouth squeezing around his cock before reluctantly pulling himself out and allowing her to breathe again. After a quick break, Applejack went back to licking and sucking him with great enthusiasm.

Finally Red cried out “Ah’m gonna cum, cousin!” before once again ramming as much as he could down her throat. Applejack stretched out her long neck to accommodate his length and closed her eyes as Red shot his load of thick pony cum directly into her stomach. When Red was just about done, he pulled out of her throat; a few final spurts of cum shot out into her open mouth, as well as across her freckled face.

Golden Delicious stepped away and licked the sweet juices from his lips as Applejack stood. Twilight began to back away as the blonde pony approached her purposefully, but there was no escape. Applejack forced Twilight into a passionate kiss as she shared the cum she hadn’t already swallowed. The kiss lasted only a moment before Twilight jerked back, but to her surprise she found the taste of Red’s seed to be… delicious? Twilight hesitantly swallowed what she had in her mouth, feeling very conflicted.

“Welllll… maybe we can stay a little longer,” Twilight said as she watched Applejack lick the rest of her cousin’s cum off of her lips.

“Ah knew yew’d come around, sugar.” Applejack said as she circled around Twilight again.

This time, the purple pony leaned the front of her body down towards the ground while pushing her rump higher into the air and presented herself to Applejack with a flick of her tail. Twilight shuddered and bit her lip as she felt the orange mare’s tongue lap up and down the lips of her pussy before pushing its way inside of her.

Applejack moaned with delight and shoved her tongue in deeper as Golden Delicious, not content to just stand by and watch, nuzzled her rear end before jumping up and mounting her. His long cock slid into her easily, and as he began to thrust wildly, Applejack’s face was pressed even harder against Twilight’s soaked pussy.

After a few minutes, Applejack stopped licking to shout out “C’mon cousin, yew can go faster than that!” Golden Delicious redoubled his efforts as he did his best to pound the horny pony beneath him. “Oh yeah, now yer gettin’ in deep!” she sighed.

Twilight felt a twinge of disappointment as Applejack’s attention turned entirely to the fucking she was receiving; her dripping cunt burned with desire as she stepped back to watch the horny ponies. Suddenly she felt somebody brush up against her and, turning, found Big McIntosh smiling at her.

Applejack looked up at her, panting. “We ain’t gonna leave ya hangin’, sugarcube. Yer our guest o’ honor, and that means ya get Big Mac!”

Stealing a peek, Twilight saw that Big Mac did indeed live up to his name. He was so well hung, in fact, that the purple pony started to have second thoughts. “Um… I’m not sure if this is a good idea,” she said, pawing the ground nervously.

“Aw shucks, Big Mac’s real gentle!” Applejack reassured her, punctuating her sentence with a long moan. Nodding towards a nearby tree, she said “Just brace yerself up over yonder and ah promise ya he’ll show yew a real good time!”

With butterflies in her stomach, Twilight walked over to the tree and placed her front hooves against its trunk while standing up on her hind legs. Then she shut her eyes and tried not to clench up as Big Mac strutted over to her. The red pony’s powerful front legs gripped her torso as he jumped up onto her; Twilight gasped as she felt the head of his massive cock push against her opening. At first it seemed like it wouldn’t fit, but with one powerful thrust, Big Mac’s massive shaft sunk home.

As Applejack had promised, however, Big Mac started off with slow and gentle, but very deep, thrusts. The stud licked Twilight’s long neck tenderly, and soon she began to loosen up as the inexperienced mare found herself quite surprised at how good Big Mac’s cock felt sliding in and out of her. Before she knew, she found herself yearning for him to go faster.

“Oh, that feels… really good!“ Twilight grunted. “You can, ahhh… you can go faster if you want!”

Big Mac obliged, and his pace began to quicken. Twilight felt the weight of his sturdy body press her against the trunk of the tree and his front legs dig into her sides as he fucked her roughly. Warm juices, a mix of her own lubrication and Big Mac’s thick pony cum, ran down her hind legs. Finally, she gave in completely.

“Please fuck me, Big Mac! Harder!” she begged.

Applejack smiled, satisfied to see that her new friend had given in to her pleasure. Then, turning her attention back to her own situation, she said “Let’s switch, cousin.” Golden Delicious dismounted from her reluctantly; it was only a moment before Applejack had rolled onto her back, however. Her tight pussy, orange on the outside and pink on the inside, was dripping wet as she looked up at him with all four of her legs spread wide. Golden Delicious climbed back on top of her, immediately thrusting the entirety of his long pony cock into his cousin’s inviting hole and eliciting a long moan from her as he bent his neck down to lick at her face.

Although Twilight had become lost almost entirely in the rough fucking she was receiving from Big Mac, her eyes opened slightly and she saw Red Delicious standing off to the side, his cock fully erect again as he watched. A naughty thought struck her, and her unicorn horn began to glow slightly. The young pony gasped in surprise as he felt an unexpected pressure run up and down the length of his erection, and Twilight smiled to herself.

“Yer the tightest pony ah’ve ever had, miss Twilight,” Big Mac grunted as he gave her an especially hard thrust, causing her to shudder. Then he added “Except for mah sister of course,” as Applejack shot him a look.

The orange pony smiled and winked at her brother. Then she gasped and let out a long moan, wrapping all four of her legs tightly around Golden Delicious to keep him buried deep inside of her as she began to cum. “Fill me up, darlin,” she encouraged as the insides of her cunt squeezed his shaft urgently. It was more than the poor pony could take, and Applejack felt his cock bulge slightly as he began to cum. The two ponies shook as they shared a powerful orgasm. Golden Delicious unloaded his thick pony cum into her, and soon it was running down her rump and into her tail as it spilled out of her.

When Golden Delicious was spent, he untangled himself and pulled out, leaving his cousin lying exhausted on the ground with her legs splayed and a big smile on her face. Red Delicious approached her stiffly, groaning as Twilight got him off with her unicorn magic. Applejack turned her head towards him just in time to catch his first massive blast of cum directly in her face. Jet after jet of warm cum sprayed over Applejack, coating her entire body. By the time he was finished, the orange cowpony was dripping head to hoof with the sweet, sticky substance.

Twilight felt herself beginning to go over the edge as well as Big Mac pounded her relentlessly. Sandwiched between the powerful pony and the trunk of the apple tree, she bit her lip and did her best to stay standing as she felt her legs weaken. The situation seemed totally unreal to the bookish mare as she experienced an explosive orgasm. Big Mac continued to thrust deeply, pumping Twilight full of cum as she convulsed uncontrollably underneath him.

When they had both finished, Big Mac pulled out and stepped away as Twilight slumped down against the tree with her tongue lolling out of her mouth. Her hind legs were open wide, exposing her cum-covered and well-fucked backside. At this point, Twilight was beyond caring who saw.

As Twilight recovered her strength, she felt several tongues lap at her cunt. Looking back lazily, she saw that Apple Fritter and Red Gala were enthusiastically gathering up the cum oozing from her pussy. When they had gotten their fill of it, the two ponies turned and gave each other a cum-swapping kiss as the Delicious brothers mounted both of them from behind. Nearby, Applejack had cleaned up a bit and was hungrily lapping at her brother’s cock as it slowly began to come back to life.

Rolling over and rising to her feet again, Twilight sighed contentedly. Her visit to Sweet Apple Acres had been more fun than she’d thought, but it really was time to go. As she trotted away, Applejack raised her head off of Big Mac’s cock and yelled out “It sure was nice meetin’ yew, Twilight. Y’all come back any time now!”

Picking her way through the raucous orgy, Twilight finally managed to track down Spike. When she finally found him, he was energetically banging away at a tiny pony with a big pink bow that she recalled was named Apple Bloom.

“Spike!” said Twilight with a disapproving frown. “She’s way too young to be having sex!”

“So am I!” replied the baby dragon smoothly. “She wanted it! And she’s too small to handle any of the other ponies!” he argued as Twilight rolled her eyes.

“I’m almost finished, then we’ll go,” Spike said as he slapped Apple Bloom’s ass, causing the little pony to squeal in delight. The two youngsters continued to go at it wildly until Spike pulled out and started to jerk his scaled cock. Apple Bloom spun around immediately and opened her mouth as Spike threw back his head and gave her a messy facial. When he was done, cum was plastered all along her face and mane and was dripping out of her filled mouth. Even her pink bow was completely covered in the stuff.

Spike barely had time to say goodbye before Twilight’s magic whisked him up onto her back. “I’ll come visit again!” he cried out after Apple Bloom as the two of them trotted away.

Chapter 2

“Come on Twilight, tell me that wasn’t fun!” Spike teased as he walked beside the exasperated mare.

“Ugh! We have more important things to worry about than who was right and who was wrong,” she snapped. “Now, what’s the next thing on the list?”

Shaking his head, Spike checked the parchment he was carrying. “Weather. It says here there’s supposed to be a pegasus pony named Rainbow Dash clearing the clouds.”

Looking up towards the sky, Twilight observed that the sky was not, in fact, clear of clouds. “Well, she’s not doing a very good job, is she?” Twilight quipped.

No sooner had the sarcastic words left her mouth than a rainbow blur crashed into her, sending her tumbling across the road. It was several moments before Twilight realized she had ended up face down in a puddle of dirty water with another pony heaped on top of her. When she heard the pony giggle playfully, it further dawned on her what position they had happened to land in. A rainbow-colored tail hung down over her face, meaning the pony’s other end was…

Twilight’s head stopped spinning immediately as she felt a rough tongue slurp at her pussy. “Hey, you’ve been to Sweet Apple Acres, haven’t you?”

Caught completely off guard, Twilight could only lie there bewildered. “Wha…. hah?”

The pony on top of her chuckled. “You taste like apples back here!” She took another lick before adding “Oh yeah, I’m Rainbow Dash!”

Finally regaining her composure, Twilight struggled to get out from under the pegasus, but Rainbow Dash refused to co-operate. “What the heck is going on here, get off of me!” Twilight yelled angrily.

Holding her down, Rainbow Dash laughed again. “Uh uh, you aren’t going anywhere until I’ve had some fun with you!” Then, pushing Twilight’s hind legs apart even further, she buried herself in the irate mare’s pussy.

Determined not to be so easily pulled in to another sexual encounter, Twilight twisted and turned, but Rainbow Dash had her pinned. “Spike!” she cried desperately. “Get this crazy pony off of me!”

Beside them, Spike smiled and shrugged. “Gosh Twilight, what can I do? I’m only a helpless little baby dragon, after all!”

Dash happily pushed her tongue deep into Twilight’s slit before flicking it over the mare’s sensitive clit. “You can’t fool me, you naughty little pony; I can taste the cum in you. I‘ll bet you’re a total slut!” she said as she licked her lips.

Trying one last thing, Twilight asked “Aren’t you supposed to be clearing the clouds out of the sky?” but Rainbow Dash just shrugged her off. “Yeah, yeah,” the blue pegasus replied. “I’ll get it done, just as soon as I’m done with you!”

Twilight tried and failed to stifle a moan as she felt Dash’s tongue run along the sensitive lips of her slit again. Resigned to her fate, the mare tried to hide the pleasure she was feeling as she said “Fine, you win.”

The spunky pegasus didn’t even stop to acknowledge her victim’s consent; instead she probed deeper into the unicorn’s folds, withdrawing with a large dollop of semen on her tongue. Altough Dash preferred to play with other mares, even she recognized the distinctive taste of the potent seed. “Big Mac really filled you up, didn’t he?” she said as she smacked her lips. “I love the taste of freshly-fucked cunt.” Once she’d had her fill, Dash jumped off of Twilight.

“Roll over and we can have some real fun, you slutty little pony!” she commanded playfully. Although Twilight told herself she was only going along with this to speed things up, secretly she was eager to see what would happen next, and she obeyed. Turning around, Dash lay down on top of Twilight once more, her blue pussy hanging just above the mare’s face as she went back to eating her out.

Hesitating only for a moment, Twilight gave the dripping slit an experimental lick. The taste was enticing, and she soon found herself lapping at it hungrily as she attempted to emulate the technique Dash was using on her. The pegasus began to grind her wet sex against Twilight’s mouth, encouraging the inexperienced mare to work harder. Dash’s body shook in ecstasy as Twilight’s tongue flicked back and forth across her clit.

“Okay, stop, that’s enough,” moaned Dash, rising and stepping away from Twilight again.

“Umm… are we done?” asked Twilight, feeling disappointed in spite of herself.

Dash laughed. “Of course not, now it’s time for the big finish!”

Twilight lay there, curious, as Dash sat down between her hind legs, laying one of them over her body so that the two ponies’ wet pussies were in direct contact with one another. Then the pegasus began to gyrate her lower body, grinding her slit against Twilight. “C’mon, do it with me,” Dash panted.

The feeling of Dash’s privates mashed against her made Twilight burn with pleasure. Awkwardly, she attempted to match her partner’s motions. After a little bit of practice, the two ponies had matched their rhythms. They lay together in the middle of the road, twisting and grinding against each other and moaning erotically.

As Dash neared her orgasm, her rubbing became increasingly aggressive. Sitting up and wrapping her front legs around one of Twilight’s hind legs, she began to buck violently. Clinging tightly to Twilight’s leg, Dash let out a long, erotic moan and beat her wings feverishly as she came hard. Slick lubrication flowed out of her and into her lover‘s purple fur as she rubbed herself wantonly against her. Biting her lower lip, Twilight had no choice but to lie still as Dash sated herself on top of her.

With one last grunt, Dash stopped shaking and unceremoniously slumped to the ground with her wings fully outstretched. “That… was awesome,” she sighed, her eyelids half-closed in exhaustion.

Although Dash’s intense orgasm had helped fuel Twilight’s own lust, the unicorn was disappointed and annoyed that she hadn’t been able to cum as well. In her head, Twilight imagined jumping on top of Dash and using her the same way she had been used, but she was far too reserved to go through with it, let alone admit that she had enjoyed the lesbian lovemaking session at all.

Instead, she stood and, after clearing her throat and regaining her composure, said “I hope you have enough energy left to clear all of these clouds out of the sky,” Twilight chastised her.

Dash was completely oblivious in her post-orgasmic bliss, however. “Yeah yeah, I’ll do it. Just gimme a little bit,” she responded, brushing Twilight off.

It took quite a bit more cajoling, but at last Dash made good on her promise. As boastful as she was, Twilight had to admit that the spunky pegasus was quite skilled. In just moments, the overcast sky was clear as a bell.

Ready to continue on her way, Twilight found Spike loitering nearby with a hard-on in his hand. “I hope you enjoyed the show,” she spat at him. The baby dragon blushed and shrugged meekly, but didn’t protest as Twilight led the way onward.

Chapter 4

“This day has been a complete disaster,” Twilight said in a huff. “We haven’t even checked everything off of the list yet, and then we’ll barely have any time at all to research the Elements of Harmony!”

“Oh please,” Spike said, rolling his eyes. “You can’t even pretend you didn’t enjoy that last stop. Whose idea was that vibrator again?”

Twilight blushed. “O-of course that wasn’t me. Never mind that, what’s the last item on our list?”

Music was the last item of business left for her to check on. It wasn’t long before they came upon a pink-haired pegasus conducting a birdsong choir. Twilight found herself holding her breath as she introduced herself, fearing that she would be pulled into yet another sexual misadventure, further derailing her quest. To her relief, the pony was so incredibly shy that Twilight could barely drag a name out of her. Nevertheless, the birds seemed more than ready for the Summer Sun Celebration, and Twilight prepared to leave without incident.

Then the shy pegasus saw Spike.

“A baby dragon!” she cried, crashing into Twilight in her haste. “Oh, I’ve never seen a baby dragon before! He‘s soooo cute!” she gushed.

“Well, well, well!” Spike said to Twilight smugly.

The pony, who introduced herself as Fluttershy, continued to fawn over the baby dragon as Twilight went to leave. Fluttershy continued to follow the pair.

“Wow, a talking dragon! And what do dragons talk about?”

“Well, what do you wanna know?” Spike asked.

“Absolutely everything!” Fluttershy said. Twilight gagged.

At least I’ll get some peace when I reach the library, Twilight thought to herself as she trudged along. She tried to tune out Spike as her chattered away to Fluttershy from on top of her back. Her thoughts drifted back to the threat of Nightmare Moon, and the secret of the Elements of Harmony that she was determined to uncover. Ponyville had not been what she was expecting… although she had to admit to herself, it hadn’t really been all that bad…

They reached the library just as Spike’s tale was winding down. “Do you want to hear about today?” he said.

“Oh, yes please!” Fluttershy said, her exuberance not having flagged in the slightest.

“No!” cried Twilight in alarm. “Ahaha, I’m sorry, but this is where we’ll be staying during our visit to Ponyville, and I really have to put Spike to bed. Bye!” Without even giving Fluttershy a chance to return the goodbye, Twilight zipped into the dark library and slammed the door behind her.

“Spike, the last thing that sweet little pony wants to hear about is all the sex we’ve had today,” said Twilight in a huff. “In fact, you’re never to speak of it to anypony ever, got it?”

Suddenly, the lights in the library flicked on, followed immediately by a cacophonous yell of “SURPRISE!” Twilight blinked, taking a moment to realize that the room was filled with ponies. Then she blinked again, further realizing that she was practically surrounded by stallions, all displaying large erections. Twilight barely had time to utter a shocked “What the heck is-“ before she was mounted from behind. The stranger put his hooves on her head dominantly, pushing her down onto the floor. The others began to close in around her, helping to hold her down as the well-endowed male pushed himself into Twilight’s vulnerable pussy.

Twilight struggled to look up from the floor as a very excited pink pony bounced up to her. “Hi, my name’s Pinkie Pie!” said the bubbly pony. “Were ya surprised? Huh huh huh, were ya?!” Pinkie Pie bounced up and down, barely able to contain herself.

“What the – everypony get off me!” Twilight said, struggling futilely.

“But I threw this party just for you!” Pinkie said. “I invited eeeeeverypony in Ponyville so that you’ll be able to make lots and lots of friends!”

Twilight scanned the room as best she could from her position on the floor. Sure enough, she recognized several of the ponies in the room. In one corner, Big Mac was laying on the floor while both of his sisters, Applejack and Apple Bloom, gave his huge cock a tongue bath. Rainbow Dash had her face buried in Applejack’s behind, her multicolored tail swishing back and forth as she ate the other pony out. Finally, there was Rarity, lubing up the strap-on she was wearing. The entire room was filled with ponies engaged in various sexual pursuits.

Twilight’s view was obstructed when one of the stallions sat down on his haunches directly in front of her. Pinkie sat next to him and began to stroke his cock with her two front hooves. “You just sit right there, you naughty little filly. Kinkie Pie is going to get you nice and messy!”

Twilight didn’t have much of a choice; she was still pinned to the floor while the stallion on top of her pounded her pussy mercilessly. Pinkie enthusiastically licked and nibbled at the lucky pony’s cock as she gave him a hoofjob. When he came, the pink pony gleefully aimed the spurting member right at Twilight’s face. Ropes of thick pony cum splattered into her mane, against her forehead and all along her muzzle. When the pony was done cumming, he stood and allowed another virile stallion to take his place.

“This is so much fun, isn’t it Twilight Sparkle?” said Pinkie. Twilight started to answer, but began to sputter and cough as another blast of semen unexpectedly flew into her mouth. Pinkie giggled, still stroking the pony cock while it coated Twilight with gooey cum.

While Twilight was receiving her third facial, the stallion mounting her began to buck harder against her and she felt him begin to cum inside of her. When he was done, he dismounted, and Twilight felt another stallion take his place. She moaned in protest, partially objecting to being the focal point of this pony gangbang, and partially because she was starting to enjoy it. When the third deluge of cum stopped spattering against Twilight’s soaked face, Pinkie Pie began to lick the cum off of her.

“Mmmmmm, I love cum!” she said between mouthfuls. “Come on Twilight, let’s share it, it’s delicious!” The pink pony pressed her lips to Twilight’s, forcing her tongue into the unicorn’s mouth, and a large portion of cum along with it. Pinkie’s butt wiggled playfully in the air as she kissed Twilight, attracting the attention of one of the male ponies. When he jumped up on top of her, she giggled into Twilight’s mouth and broke the cummy kiss. “Ooooh, now it’s my turn? Do me hard!”

Meanwhile, Spike was facing a dilemma. He stroked his chin as he looked back and forth, muttering to himself. “Hmmm, Apple Bloom or Rarity? I wonder if I could get them both at the same time… Waaah!”

Without warning, the dragon was scooped up into the air. It was Fluttershy. “Oh, I’m sorry, Spike,” the pegasus said sweetly. “But will you come upstairs with me?” The shy pony was blushing profusely.

Before he could answer, Fluttershy sailed through the room and up the stairs into the bedroom. Setting Spike down gently on the bed, Fluttershy clopped her hooves together in front of her and gave him a shy smile. “Ummm… I wanted some privacy. Do you think we could, um...?” Her voice trailed off as she looked at Spike expectantly. The baby dragon slicked back the green fin on his head; he knew exactly what Fluttershy needed.

Fluttershy stood next to the low bed and turned around, presenting her backside to Spike. Her long pink mane obscured her face as she looked over her shoulder and said “Please be gentle, Spike… it’s my first time.” Her pink tail flicked to the side, revealing her moist slit. Spike couldn’t help but strut as he walked to the edge of the bed. Twilight will go crazy when she hears about what we did in her bed, he thought smugly. Spike rubbed the tip of his erect cock against Fluttershy’s opening. Before sticking it in, however, he grabbed the pony’s tail and gave it a playful tug, causing her to squeal. Then, still gripping Fluttershy’s tail, he began to slide into her.

The virgin pony’s pussy was tight, but Spike’s cock fit snugly inside. “Oh my,” the timid pony said when he had sunk himself all the way in. “It feels… wonderful!” Spike slapped her ass. “Just wait’ll I really get started!” he boasted. Then he placed his hands on her soft yellow flanks and began to thrust. Fluttershy raised her ass higher in the air, dipping her head down towards the floor, as she submitted to the tiny dragon. It was just as amazing as she had hoped it would be. Before long, she found herself jerking her hips in time with Spike’s movements.

“Are you sure this is your first time? You’re great!” Spike said, trying to flatter her.

Fluttershy’s cheeks turned red and she gave him a shy smile. “Oh, well… I like to watch the animals in the forest when they… when they… you know.” Suddenly she let out a high-pitched squeak. “Oh, right there, Spike! That felt so good!”

“Like this?” Spike said, repeating the thrusting motion he’d just made and hitting Fluttershy’s sensitive spot again. The gentle pony pawed at the floor and tried not to moan, but the erotic feelings were getting to be too much for her. Her pegasus wings unfurled and stretched up into the air, and Spike felt her insides milk his cock. Despite her silence, Spike suspected that she was about to cum. He was right.

“What… what’s happening?!” Fluttershy asked in alarm as the unfamiliar sensations began to wash through her trembling body. Spike grinned at her naivety, slapping her ass again and redoubling his efforts. Fluttershy’s wings flailed and she let out a series of strained moans and squeaks. The forest creatures she’d spied on always seemed to have a great time, but this was much more than she had ever expected. Spike continued to ride the ecstatic pony until she finally collapsed onto the floor.

Wasting no time, Spike jumped down after her and, jerking his cock rapidly, aimed it at the overwhelmed pony. Fluttershy let out an adorable “Eek!” as the dragon began to cum on her face. She barely had time to close her eyes as the first thick line hit the right side of her face. Her pink mane fell down over the left side, and soon it was covered in semen. “Not my mane!” Fluttershy tried to say, but before she could finish Spike shot a powerful spurt of cum right into her mouth, which she swallowed reflexively. Taking the initiative, Spike took a step closer and, grabbing the top of her mane, jammed his cock into her mouth. Fluttershy was confused, but she didn’t resist as he delivered the last of his load down her throat.

When spike stepped back, Fluttershy’s face was a gooey mess. “Um… did I do okay?” she asked timidly.

“Oh yeah,” Spike said breathlessly. “Give me a little bit and I’ll show you a few more tricks!” He was far from done with the submissive little pony.

Downstairs, the orgy was still in full swing. Pinkie Pie was straddling one stallion, bouncing up and down on top of him, while she stroked the cock’s of two other pony’s standing to either side of her. “Ooooh gimme more cum, hurry!” she giggled. Grunting, the two ponies both began to cum, bathing the hyperactive pink pony with white, sticky fluid. “Yummy!” said Pinkie Pie, opening her mouth and trying to catch as much as she could. By the time the two males were done, Pinkie Pie was dripping with cum. They stepped away and two more ponies immediately took their place. Pinkie eagerly began to rub her hooves against their large cocks. Meanwhile, the stallion underneath her thrust his hips upward as he shot his load inside of her.

Beside the Pinkie Pie gangbang, Twilight was no longer being held down. There was no use fighting it anymore, she thought as the tenth pony in a row rutted himself on top of her. She licked a bit of cum off of her lips and looked up at the pony standing in front of her. “Well, what are you waiting for?” she asked him. The stallion answered her by jamming his massive cock into her mouth and fucking her face. Twilight moaned and worked her tongue around his shaft. At the same time, she wiggled her ass against the pony on top of her, encouraging him to pound her harder. The Elements of Harmony were completely forgotten; Twilight felt like a slut and she loved it.

Big Mac lay back against the wall as Applejack and Apple Bloom serviced his massive cock together. The two mares ceased licking and sucking only long enough to give each other a loving sisterly kiss; their tongues swapped Big Mac’s pre-cum back and forth as they rubbed against each other.

“Don’t you fret, little sugarcube,” Applejack said to her sister. “You’ll be big enough tah take Big Mac some day, ah promise!”

“That’s okay, sis,” said Apple Bloom. “Ah can wait.” Her pussy dripped as she thought of Spike.

“You two gunna finish this job?” Big Mac asked with a lazy smile. Applejack and Apple Bloom turned back to him. The older pony began to suckle on the head of his cock while the younger pony wrapped her hooves around the shaft and stroked him up and down while kissing and licking it. It didn’t take too much longer for him to cum. When she felt his cock begin to bulge in her mouth, Applejack pulled back and allowed him to shower both her and Apple Bloom in cum. When he was spent, the two cum-soaked sisters turned to each other.

“Yer job ain’t done yet little sis,” Applejack said, sitting back on her haunches and spreading her legs. Big Mac’s cum streamed down her body and around the lips of her cunt as Apple Bloom began to lick her tenderly.

Rarity had dragged Rainbow Dash away from Applejack and managed to somehow tie her up with several large, silky ribbons. “Get off me!” Dash protested, but Rarity simply tsk’d. “Dash, you have been such a bad little pony, taking advantage of our new friend Twilight Sparkle like that. Now it’s time for your punishment.” Dash struggled helplessly as Rarity pounded away at her with her huge rubber strap-on. “And once I’m done with you, maybe I’ll let some of the stallions have a turn with you!” she threatened.

The orgy continued long into the night, but eventually all of the ponies wore themselves out. Spike found Twilight lying on her back in the middle of a huge pool of cum, her fur completely matted with the stuff. She sighed at him lazily. “Maybe Ponyville isn’t such a bad place after all,” she said.

“So what about the Elements of Harmony?” Spike asked her.

Twilight shrugged. “I’m sure there’ll be time, the Summer Sun Celebration Banquet is still a few hours away.” She eyed Spike up and down. “Where were you this whole time?”

“Uh… nowhere!” Spike said, hoping Twilight wouldn’t go upstairs to find the well-fucked Fluttershy passed out in her bed.

Twilight had other plans, however. Her gaze dropped low as she said, “Spike, I’m sorry for the way I treated you today.” Then she spread her hind legs. “Wanna let me make it up to you?” she said provocatively.

Spike put his hands on his hips and smiled. Yes, it had been a great day after all.

Chapter 3

As Twilight stepped into the celebration hall, one thing became immediately apparent - the décor was absolutely fabulous. The room was festooned with a cavalcade of colorful ribbons, banners, streamers and flowers, and the golden balustrades had all been polished to a lustrous sparkle. It was a room that was certainly fit for a princess. Spike’s mouth hung agape, but he attention was fixed on a different beauty: the unicorn completely absorbed in her selection of ribbons.

Spike was positively drooling over the enchanting pony. “She’s beautiful!“ Twilight rolled her eyes at the lovestruck dragon.

When Twilight had tried to introduce herself, however, the unicorn politely brushed her off before continuing her work. “Just a moment please, I’m ’in the zone,’ as i’twere.” Her horn sparkled as she put the finishing touches on the sparkling red bow she was tying to the shining golden column. “Why, Rarity, you are a talent!” she said to herself as she admired her work. All smiles, the charming unicorn then turned to greet her visitors.

It wasn’t until that moment that Twilight realized just what an embarrassing state she was in. Her tussle with Rainbow Dash out in the street had left her a complete mess; not only had the muddy water stained her coat and matted her mane, but her fur was still somewhat moist from Dash’s feminine juices, and what’s more, she stank of sex.

“Oh my stars, darling,” Rarity gasped in alarm. “Whatever happened to you??” Before Twilight could think of an excuse, however, she continued with a huff and a flick of her luxurious purple mane. “Wait, I know. It was that dreadful Rainbow Dash, wasn’t it? She assaulted you right in the middle of the road, didn’t she?”

Twilight responded with an uneasy smile and a shrug. “Oh, don’t worry about that,” she laughed nervously. “I’m just here to check on the decorations for the banquet, and things seem to be coming along nicely, so I’ll just –“

“Oh no no no my dear!” Rarity interrupted her. “This simply will not do at all, come with me at once!”

As much as Twilight was loathe to be delayed yet again, she also realized that she desperately needed to clean up. Giving only a token amount of protest, she allowed the gorgeous unicorn to practically push her out the door and lead her across town to her salon, with the enamored Spike following closely behind them. After a quick bath and makeover, Twilight was feeling much more relaxed than she had been all day.

“I feel so much better now, thank you,” Twilight said gratefully as she looked at herself in the large salon mirror. “I am on a schedule, however, and I really have to be going now.”

But Rarity wouldn’t hear of it. “Nonsense darling, I couldn’t possibly let you leave yet!” Twilight gave her a questioning look as she continued. “Let me guess. Rainbow Dash pounced upon you and, thinking only of herself, left you completely unsatisfied.” Raising her nose high in the air, the unicorn laid a sympathetic hoof on Twilight. “Don’t worry, Rarity has just the thing for you!”

With a sparkle of magic, the top drawer of the cabinet in front of Twilight slid open to reveal the largest assortment of sex toys she had ever seen. Strap-ons, dildos, vibrators of all different sizes, shapes and colors were all laid out neatly before her. Rolling her eyes, Twilight groaned. “Oh no, not you too.” Behind her, Spike did his best to suppress his laughter.

“Come now dear, I know how frustrating it is to be left unsatisfied,” Rarity said as she looked through her collection. “But we can fix that little problem, can’t we? Aha, this will do wonderfully!” Using her magical powers, Rarity levitated a thick double-ended dildo out of the drawer. “I dare say, this will do wonderfully for both of us!”

The rubbery toy flew through the air, one end pointing purposefully towards Twilight’s rear. Rarity placed a gentle hoof on her shoulder. “Lift your tail, dear,” she instructed. Twilight looked over her shoulder, sizing up the double-ended horsecock dildo and deciding whether she should bolt out of the salon or do as she had been told. To her utter embarrassment, she realized that her pussy had moistened at the thought of letting this pretty unicorn get her off. Twilight lifted her tail obediently, and the dildo slid its way into her waiting slit.

Seeing that her new friend was willing, Rarity nodded in satisfaction before trotting around and standing with her back towards Twilight, then raised her tail to reveal the delicate folds of tender pink pussy and carefully backed up against the other end of the sex toy. As the thick rubber shaft slid into her inch by inch, Rarity let out a series of tiny sighs and moans, culminating in one final cry of satisfaction when her rear end bumped against Twilight’s. The two ponies stood together, ass to ass, the double dildo shared equally between them.

Rarity’s purple tail flicked against Twilight’s flanks provocatively. “Doesn’t this feel marvelous, darling? So much better than that brutish Rainbow Dash, I’m sure!” Rarity said as she began to rock back and forth. The dildo worked its way in and out of the pretty mare’s pussy, the gentle movements stimulating Twilight at the same time. Twilight bit her lip and found herself matching the Rarity’s thrusts and gyrations with her own.

The two ponies could each feel every movement the other made through the shared sex toy, and they soon found their paces quickening as they drove each other to further heights of ecstasy. Twilight allowed herself to be lost in the erotic feeling of this shared masturbation; she pressed back against Rarity as hard as she could, and in turn felt Rarity pressing back against her. The dildo disappeared entirely as the ponies rubbed up against each other. Twilight moaned as she felt her cunt, spread wide around the thick rubber toy, rub directly against Rarity’s cunt, stretched around the same shaft.

“Oh yes!” Rarity cried, momentarily losing her ladylike composure. “Rub your ass against me you little pony slut!” Then, remembering herself, she held up her head and gave a small “Ahem!”

It was then that Rarity noticed Spike standing in the corner of the room by himself. The young was attempting hide his massive erection. “Um… h-hi,” Spike said dumbly, trying to overcome his embarrassment. Rarity smirked and beckoned him over; with hearts in his eyes, the smitten dragon nearly floated across the room and stood before her.

“If you wanted to join us, dear, why didn’t you just say so?” Rarity scolded him. “I’d never leave such a handsome young man out!”

Spike’s cheeks burned at the praise, causing Rarity to laugh and bat her eyes in a flirting manner. Then she lowered her head and daintily stole a taste of his salty pre-cum from the tip of his cock. The pony’s long tongue snaked out along the underside of Spike’s hard member before she moved to take it into her mouth entirely. Spike gripped the sides of Rarity’s head and began to fuck her face, not entirely sure that he wasn’t dreaming.

Twilight, meanwhile, was still grinding herself against the sex toy and Rarity’s ass. She eyed the drawer, still hanging open in front of her, and her gaze fell upon a smaller, smooth rod. Although she’d never used one before, she recognized it as a vibrator. Her unicorn horn began to glow as she tried to focus on lifting it up into the air. Twilight pulled away from Rarity momentarily as the vibrator flew, somewhat shakily, through the air, coming to a rest suspended in between the two ponies. Then Twilight thrust back violently, burying half of the toy in her ass and causing the other half to be pushed into Rarity. Rarity’s eyes shot wide open at the unexpected anal intrusion, and she moaned around Spike’s cock as the rod began to vibrate.

The double stimulation from the dildo in her pussy and the vibrator in her ass made Twilight’s insides churn and her knees weak. “I’m gonna cum!” she cried out. Rarity’s mouth was too full to answer, so instead she wiggled her behind against Twilight encouragingly. Lubrication gushed from both of their pussies, mingling together and soaking into each other’s fur. The two unicorns came, long and hard, together.

Rarity’s mouth clamped down around Spike’s cock like a vice while her tongue swirled around the dragon’s shaft; she was determined to milk every bit of cum out of him before her own orgasm was finished. Spike grabbed Rarity’s horn as he humped the unicorn’s hungry mouth. Rarity barely had time to taste his first spurt as it rocketed down her throat. Then her mouth began to fill with the thick, warm fluid. Spike was clasped to her face, panting, as she swallowed it all, careful not to waste even a single drop. When she had sucked him dry, she let his cock slip free and kissed the head tenderly.

After several minutes of passion and lust, Twilight’s orgasm began to fade. She felt her legs give out from under her and she collapsed onto the floor. The sex toys slid out of the two mares with a wet *pop*, also falling to the floor. Rarity turned and, lifting the large double dildo back into the air with her magic, began to lick at the juices coating it.

“Oh, what an exquisite taste,” Rarity said, licking her lips daintily. “Your juices taste almost as sweet as mine do, dear.”

Once Twilight had recovered, Rarity insisted on helping her clean up for a second time. “Please, your delicious little behind is positively drenched,” she insisted, and Twilight relented. As Rarity pampered her, Spike approached with his checklist.

“Should I check this one off then?” he asked.

“Check what?” Twilight said, momentarily confused. Then she snapped back to reality. “The checklist! Of course!” She nodded matter-of-factly. “Yes, decorations are coming along just fine I think.”

And then it was time to move on. As the two walked out of the salon, Rarity waved after them with a mischievous glint in her eyes. “Do come again, both of you! I‘ve got so many bridles that would look simply ravishing on you.”