Pinkie Pie's Party Surprise

by dirty little secret

Bonus Chapter: Very Warm Goodbyes

Previous Chapter

Bonus Chapter ~ Very Warm Goodbyes

Pinkie Pie exploded into the main room downstairs.

The music had been turned off, and the cake table was empty except for a few scraps and stale leftovers. Streamers and confetti littered the floor.

Her four friends inside had been propped up on chairs, chatting in one corner of the room, but they all stood up and brightened as soon as Pinkie jumped in.

“Well well well, if it isn't the birthday girl herself!” Twilight giggled. “Did you have a good time?”

Rainbow Dash stepped into the room behind Pinkie. “You already know we did!” She hopped into the air, hovering on her wings, and laughed at Twilight's blush. “Pinkie here was just getting ready to tell us about the big surprise she has for us.”

Applejack ground her palm into her forehead. “Ah think we've all seen her surprise already.”

“And, well...” Rarity shifted uncomfortably from foot to foot, holding a hand to her lower belly. “I, for one, think I've had enough surprises for one day. It does get uncomfortable after some time.”

Pinkie laughed. “Don't be silly! I've got a different surprise for all of you!”

“Would this surprise happen to be under your skirt?” Twilight raised an eyebrow.

“Not yet!” Pinkie winked. “But I hope they will be soon!”

Pinkie raced for the door as her friends shared a collective “Huh?”

In a flash, she was outside and back in again, this time holding her little wooden box. Six bottles clinked against each other inside.

Rainbow's eyes widened as she drifted closer. “Is... Is that what I think it is?”

“Yes indeedy!” Pinkie smiled wide and made her way over to her friends, Rainbow following her in the air the whole way. She giggled as she realized that Rainbow just happened to have been hovering at just the right angle to look down her shirt the whole time.

“Pinkie, dear?” Rarity peered down at the white liquid sloshing around in the little bottles. “Just what does Rainbow think that is?”

Pinkie giggled. “Oh, nothin'.” She blinked her eyes innocently. “It's just five bottles of Zecora's 'gender bender' potion.”

Twilight's eyes went wide. Fluttershy gasped.

“My potion ran out, and now I'm back to normal... but you girls could still have some more fun with it.” Pinkie winked at them. “So take a bottle home, and share it with somepony special!”

Her friends all glanced at each other.

“Um... I don't need to go anywhere to find somepony special.” Fluttershy cringed down, wringing her hands in front of her long skirt. The way it made her soft breasts push together made Pinkie breathe just a little more raggedly.

“Yeah!” Landing next to Pinkie, Rainbow nudged her in the side with an elbow. “I've got somepony special right here!”

Rarity looked her deep in her eyes. “Indeed. Everypony deserves to be treated as... somepony special on their birthday, right?” The corner of her mouth turned up in a tiny little smirk.

Pinkie's eyes went wide, and her grip on the box tightened. “You want to... all... with me...?” She blinked for a moment, then smiled. “Okay! Who wants to go first?”

Without any hesitation, Rainbow grabbed a bottle out of the box. “Me!” With her thumb, she popped the cork off it. She did hesitate just slightly, though, with the little glass bottle poised right in front of her lips. With a blink and a tiny shrug, the moment passed. She tilted her head back and guzzled down the milky liquid inside.

“Um, Rainbow?” Pinkie set her box down on a nearby chair. “Before you drank that, you probably should have–”

Rainbow waved a hand at her and rolled her eyes. “Don't sweat it. You drank it, and you're fine. In fact, I'm not even sure it's doing anything. I don't feel any diff– umf!” One of Rainbow's eyes twitched, and she clenched her legs together, bending over a little.

“Oh! Don't worry! I'll get it!” Pinkie dropped to her knees in front of Rainbow, reaching her hands out to grab the waistline of her friend's tight-fitting short shorts. The new bulge in them was obvious. In one swift stroke, she pulled down both Rainbow's shorts and panties, freeing her from the tight, stretchy clothing.

“Ah...” Rainbow's shoulders slumped, and she panted heavily. “That's better. Whew... those were really tight.”

Between Rainbow's narrow hips, two modest sized, but tight and tasty-looking balls hung right in Pinkie's face, with a stallionhood just beginning to poke out of its sheath just above.

Pinkie licked her lips. She wanted, needed, to coax that little guy out. Without thinking about it, and without warning Rainbow at all, she dove in, reaching around to grab Rainbow's ass and pull her closer. She kissed the rounded little tip poking out of the sheath before moving down to glide her tongue across the smooth crease between the two firm balls.

Before Pinkie could even get a second lick in, Rainbow's warm, heavy cock flopped against her face, drooping over her eye.

She glanced up at Rainbow, with the rapidly swelling stallionhood still draped over her cheek, and she smiled.

Rainbow looked back down, panting with her tongue hanging out slightly. Her shaft twitched and firmed up a little, batting against the side of Pinkie's face.

Pinkie knew what Rainbow wanted. She slid her hands down to her own chest and pushed her own boobs up, making sure her cleavage showed nice and clearly through the cut in her shirt. Turning her head slightly to the side, she planted a long, sensuous lick along Rainbow's growing length.

“Oh my gosh! I never knew stallions felt like that!” Rainbow gasped as Pinkie's wide tongue once again stroked across her new appendage. “No wonder they like it so much.”

Rainbow's cock quickly firmed, soon becoming completely hard. It was much smaller than Pinkie's had been, but still not bad; given Rainbow's smaller proportions, it seemed to fit.

Letting her tongue splay wide, Pinkie pressed it against the slight flare at Rainbow's tip and opened her mouth. She looked up into her friend's eyes and waited.

Rainbow didn't make her wait long. With a slight thrust of her hips, she slid herself into Pinkie's welcoming mouth.

Grinning around the cock in her mouth, Pinkie began working her way down. She had to raise herself up a little in order to get the angle right, but she easily worked her way all the way down to Rainbow's sheath.

Pinkie's eyes opened wide when she felt Rainbow's hands grab the back of her mane.

Rainbow pulled Pinkie's head up, only to shove it back down. “It's payback time!”

“Mmn hmn mh!” Pinkie replied, closing her eyes.

Again and again, Rainbow plunged herself into Pinkie's mouth. Pinkie could feel every vein at the base of it as they slid across her tongue, and she could feel the medial ring tickling the back of her throat. The heat radiating from it grew, and in her throat, the tip flared out.

Rainbow's thrusts slowed, and she began pausing at the deepest point each time. “Oh damn, Pinkie, I'm gonna–”

As the first hot spurts shot deep into her throat, Pinkie's eyes flashed open. She quickly settled down, though, and started swallowing like mad, trying to keep up with Rainbow.

Rainbow's endowment may have been smaller, but her volume belied her size. Pinkie could barely keep up as the cock in her throat pulsed again and again.

Just when Pinkie thought she couldn't take any more, Rainbow's orgasm began to die down. The spurts became smaller, and Rainbow began pulling out of her mouth.

In the end, only a tiny trickle escaped Pinkie's mouth, slipping out of the corner of her lips and dribbling down to her chin.

Rainbow slid herself completely out, letting her now-limp cock dangle in Pinkie's face. After a slight pause to catch her breath, though, she took hold of the base of it with one hand, slung it sideways and slapped it across the side of Pinkie's face, leaving a sticky white splat behind. She grinned down at Pinkie. “There. Payback.”

Pinkie smiled. “Yeah, I probably deserved that.” She turned to her other friends. “Don't you think I deserved that after I–”

Four mares gaped at her, their mouths hanging wide open.

“Oh... right... privacy.” Pinkie gave a weak, nervous giggle.

Applejack blinked for a moment before shaking her head. “Well, that sure was somethin' you don't see every day.”

With a deep breath, Twilight came back to herself as well. She knelt down and grabbed a bottle from the box. “I think I could stand to see it again.” Smirking, she popped the cork out and stood up. Her little white panties slid down her legs, enveloped in a violet magical glow. Holding the bottle up to her lips, she sucked it down.

Pinkie grinned, wiping the cooling smear off of her face with the sleeve of her shirt. This was something she could look forward to.

Twilight glanced at the other three mares. “Well? Are you going to join me?”

After a shared glance between the two of them, Applejack and Rarity shrugged. They both swept up bottles of their own.

“Uh, just make sure you take those shorts off first, A.J.” Rainbow winced. “It was uncomfortable enough in exercise shorts, and those jeans don't look like they have a lot of give.”

“Always tryin' to get me out of my clothes, aren't ya, Rainbow?” Applejack laughed. “Though, I reckon I saw enough to have learned that lesson already.” With her free hand, she popped the buttons of her shorts open.

“Are you going to join us, Fluttershy?” Kicking her own panties away from her feet, Rarity downed her potion, grimacing at the taste. A moment later, her tail shot up. “Oh! Oh my... that does feel... interesting.”

Finally managing to squeeze out of her tight jean shorts, Applejack gulped down her own bottle. “If'n you don't want to, ya don't have to, Sugarcube. We'll understand.” With a small puff of orange smoke, Applejack's new equipment arrived, the balls jiggling as they fell into place.

“Ah... no. I, well, um... I want to... but...” Fluttershy glanced away.

“Well, then what's the hold up? Chug a bottle, and let's go! There's nothing to be ashamed of.” Rainbow glanced toward Applejack's crotch, then looked back at Pinkie. “Speaking of things to be ashamed of... How come mine's so much smaller? I must have got a defective potion or something.”

Pinkie shrugged. “I dunno. Zecora said that drinking more only makes you hornier, and that the size just depends on the mare who uses it.” She turned to Fluttershy, grabbing the last full bottle and offering it to her. “Are you ready, Flutters?”

“I... um, I don't know.” Fluttershy turned away, still looking at Pinkie out of the corner of her eye, barely visible past the trailing curl of her mane.

“Oh, do come on, dear.” Rarity stepped over next to her and laid an arm over her shoulders. “It's just a bit of harmless fun, and it will be most enjoyable, I'm sure.”

“Well...” Fluttershy slumped, letting her long-held breath out. “Okay.” She plucked the little glass bottle from Pinkie's hand. “I guess it can't hurt to try it, just this once.”

Everypony watched Fluttershy as she slowly sipped down the potion. For a few moments, nothing happened, then a few more. Time seemed to stretch on forever, and still nothing changed.

Pinkie glanced back down at her box. Maybe there had been a defective potion in there.

The sound of fabric ripping rang out in the quiet, and the shreds of what used to be Fluttershy's panties fell to the floor below her skirt.

“Oh... I – my goodness!” Fluttershy stumbled slightly. “I didn't expect it to be so heavy.”

Pinkie didn't remember that particular feeling when she first took the potion. She glanced around at her other friends. They shrugged. “Hey, Fluttershy,” she said, “how about you come show it to me?”

Fluttershy's breathing quickened, making her bulging sweater heave. Another bulge was already growing in the middle of her skirt below. “Oh... well, I'm not sure if I should really–”

“Oh, come on!” Rainbow stepped forward, her limp blue cock still swinging freely. “You didn't take that potion just to hide it from everypony, did you?”

“Well, I guess not.”

“Remember the self-confidence lessons we were working on?” Twilight asked. “Come on, show 'em what you've got.”

With a deep breath, Fluttershy squared her shoulders, making her chest bulge out. “You're right.” Without losing an iota of her resolve, she reached behind her back and unfastened the high waistband of her skirt.

When the skirt dropped, everypony's jaws dropped. Fluttershy's new stallionhood hung down well below her knees, resting against the front of an enormous pair of balls. It was far bigger than any Pinkie had ever seen, and still growing as Fluttershy's arousal bloomed.

Fluttershy winced. “Oh, it's awful, isn't it? I should never have taken off my–”

“Awful?” Rainbow laughed. “I wish I had one like that! It's amazing!”

“You really like it?” Fluttershy looked back up.

Pinkie rushed up in front of her. “I like it a lot! And I'm getting it inside me! Yay!”

Rarity stepped up next to her. “Do you really think that's such a good idea? I don't think it will quite–” she glanced down, then back up again “–fit.”

Staring at the hardening yellow stallionhood in front of her and licking her lips, Pinkie dropped down to her hands and knees. She cupped her hand along the underside of it near the tip and lifted it up. “Don't worry.” She grinned wide. “After years of eating cakes in one bite, I can handle it!” Leaning a little forward, Pinkie slid her tongue across the wide expanse of Fluttershy's flattened tip.

“Ooh...” Fluttershy looked down at her. “Are you sure you're – ah! – going to be... oh, oh my goodness... okay?” With Pinkie hard at work down below, she could barely even breathe. Her erection kept growing.

Rather than answer, Pinkie opened wide, impossibly wide, and wrapped her lips around Fluttershy's flaring head.

Fluttershy squeaked. She held her hands up to her mouth, watching as more of her shaft slipped through Pinkie's. Her breath came in ragged gasps. The sweater suddenly feeling much too warm, she reached down and slipped it up and over her head, leaving her wearing only her comfortable bra.

Still slipping Fluttershy's shaft in and out, going a little deeper each time, Pinkie glanced up appreciatively at her friend's exposed body. She reached a hand out and cupped it beneath Fluttershy's massive balls, feeling them tighten as they moved in her fingers.

Fluttershy's mouth dropped open as Pinkie finally bottomed out, kissing her lips up against the sheath. It shouldn't have been physically possible, but then, Pinkie never was one to let that stop her.

Pinkie stopped, full to the brim, enjoying the feeling of warmth from the completely hardened stallionhood filling her throat.

Before she could pull back for another plunge, her skirt lifted, and another cock flopped onto her bare backside, sliding downward toward her sex.

Rarity tossed her gown onto the back of a chair. “I hope you're prepared to do a little multitasking, dear.” She winked, reaching down and rubbing the slender head of her new member up and down against Pinkie's quickly moistening lips. “But I'm afraid I simply cannot stand to merely sit and wait.”

Finally, Pinkie let herself slide up off of Fluttershy. “Go for it!” she said, before plunging back down to the hilt.

The next time Pinkie pulled away from Fluttershy, Rarity's tip pushed in between the plush lips of her marehood. Pinkie moaned around the cock in her mouth. After being on the giving side for a while, it felt amazing to be receiving again.

Pinkie began rocking back and forth, one shaft sliding in while the other slid out. With each thrust, she pulled away from all but Rarity's tip, but when she pulled away from Fluttershy, grinding her pussy against Rarity's sheath, she only came up high enough to barely get Fluttershy's medial ring out of her mouth.

Rarity grabbed Pinkie's hips, her delicate fingers digging deep into the soft flesh, and she pushed and pulled, giving more energy to Pinkie's thrusting.

Reaching down to brush a few curls away from Pinkie's face, Fluttershy moaned. “Oh please don't stop, Pinkie, that's... that feels incredible.”

Pinkie glanced to the side. Rainbow stood sandwiched between Applejack and Twilight, her cyan-splotched stallionhood already beginning to stiffen again as the two of them massaged it. Applejack's new member dangled between the freely hanging halves of her unbuttoned shirt, while Twilight was already completely topless, her stallionhood lifting the front of her skirt up and exposing her bare legs. Pinkie was brought back to the matter at hand, though, when her hand worked its way between Fluttershy's balls and leg, feeling her friend's muscles tensing.

“Oh! Oh goodness!” Fluttershy started making small thrusts of her own, and her tip began to flare wide. “I think I'm...”

The growing flare deep inside Pinkie's throat was finally too much, even for her. She gagged, and she started pulling the huge member out of her mouth.

Rarity gave a deep moan and rammed herself as deep as she could inside Pinkie, shoving her back down onto Fluttershy.

Pinkie's eyes went wide as the two cocks each pushed as deep as they could inside, both of them swelling. Despite the constriction in her throat around Fluttershy's broad flare, she was enjoying herself. As deeply as she was being penetrated on both sides, she could almost imagine the two cocks meeting in the middle.

With a tiny squeak, Fluttershy came. Pinkie could feel the first pulse travel down, the bulge sliding along the length in her throat. There was no need to swallow – Fluttershy pumped her load straight and deep inside her.

As the pulses from Fluttershy continued, Rarity released as well, spurred on by the convulsions she could feel around her new – and very sensitive – shaft. She sprayed the depths of Pinkie's sex with waves of warm cream.

Pinkie moaned as she was filled to the brim from both sides. It drove her near her own orgasm, but not quite close. There wasn't enough motion anymore; not enough stimulation.

Gradually, the two stallionhoods buried in her stopped their sporadic pulsing and began to soften. Rarity gave Pinkie's ass a few light, almost congratulatory, slaps.

Pinkie pushed back against Rarity, finally pulling Fluttershy's enormous length out of her throat. She gasped for air the moment it left her lips.

“I'm sorry!” Fluttershy knelt down next to Pinkie, her soft, wet member laying against the floor. “Are you okay?”

After a few more moments of panting, Pinkie looked back up. “Yeah. That was awesome!”

Rarity slid her now-limp cock out of pinkie, causing a wet plop as some of the mixed fluids inside her dripped out onto the floor. She looked up, over Pinkie's shoulders. “Did you enjoy yourself?”

Fluttershy glanced away and blushed. “Um... yes.” She brought her hands down to cover herself as she slid back into her sheath, which was entirely ineffective, since her petite hands couldn't possibly cover something so huge.

Rarity grinned. “Good. I told you it would be enjoyable.” She turned to the side, stepping out of the way. “Oh, Twilight, Applejack! Care for a turn?”

Pinkie sat up, but before she could even say anything, another warm cock slapped up against her lips. It wasn't Applejack's or Twilight's though – it was light blue.

“I've had my payback, now it's time for some fun!” Rainbow ground her stallionhood against Pinkie's puckered lips. “You up for it?”

Pinkie opened her mouth to reply, but it was filled with warm, round flesh before she could.

“Hey, Rainbow!” Applejack threw her hat down. “You've already had a turn, and some of us still need attention!”

“You snooze, you lose.” Rainbow folded her arms behind her neck, enjoying the attention she was getting from Pinkie's lips.

“Come on, Pinkie, you know that's not fair. Come over here, and we'll share. Rainbow can even join in if she wants.” Twilight beckoned Pinkie over with a finger and slipped her skirt off with her magic.

Applejack shrugged her own shirt off and leaned against the table behind her. She stared at Pinkie and raised an eyebrow, letting her firm breasts protrude out proudly and crossing her muscular legs at the ankles.

Pinkie couldn't argue with a view like that. She pulled her mouth away from Rainbow, but kept stroking the blue shaft in front of her. “Come on, Rainbow, let's go.” She rose up, and headed for her other two friends, dragging Rainbow along by the cock the whole way.

As soon as she arrived, Rainbow spun Pinkie around and shoved her back down toward her eager stallionhood. She moaned as Pinkie went back to work.

This time, though, she wasn't alone. From the right and the left, Applejack and Twilight butted in, both of them pushing their cocks into Pinkie's face.

Pinkie went into a frenzy, licking and slurping at all the stallion-meat she could reach. It was incredible; she'd never had so many cocks in one place, and for them all to be her very best friends... it was just too much. She had to have more! She pulled back away from the trio of multicolored stallionhoods in front of her. “I want them! I want them all!”

“Well, you got 'em.” Applejack turned slightly to the side, butting the tip of her cock against Pinkie's cheek. “Go ahead an' take 'em!”

“No, like that!” Pinkie rose up and flopped her back onto the table, scattering dirty plates out of the way and spilling what was left of the punch. She lifted and spread her legs out, putting herself on full display for her friends.

The three of them looked at each other. “Well, who's first?” Applejack asked.

“Well, for the best efficiency, the fastest of us should go first, I suppose.” Twilight held a finger up to her lips.

Rainbow was already on her way. “Works for me!” She zipped up to the table and pressed her tip against Pinkie's dripping lips. It slipped in easily, and the rest of Rainbow's length quickly followed.

Twilight and Applejack both looked at each other and shrugged. They rushed around to the other side of the small table, where Pinkie's head hung off the edge, and they positioned themselves on either side of her.

One in each hand, Pinkie grabbed the shafts in front of her face. She pulled them in close, right alongside each other, and she lifted her head up to lick, even as Rainbow's thrusts made her jiggle back and forth. Moaning from the long-overdue stimulation she was getting down below, she spread her tongue wide and slathered it across the two stallionhoods pressing in from both sides.

Applejack moaned, pulling Pinkie's hair up to put more pressure against the two shafts. Twilight reached one hand out to grab a handful of Pinkie's breast, while her other hand stretched out to grab Applejack's, rolling it against her palm and tweaking the pert nipple with her fingertips.

“Oh buck you feel good! Oh fuck! Fuck!” Rainbow slammed into Pinkie, pulling on her hips and pressing in as hard as possible. Spasms ran down her length, pumping a rush of warm, sticky seed inside. Again, Rainbow made up for her lack of size by her volume. It just kept pulsing and pulsing, each throb delivering another wave. “Hunh... unh! Aah!” Finally, Rainbow relaxed, letting herself droop and pull out.

A small stream of white fluid followed her out, and Pinkie squirmed on the table. She pulled her mouth away from the delicious cocks in front of her. “Girls!”

They didn't need any more encouragement than that. Applejack looked up at Twilight, raising an eyebrow, and Twilight nodded.

Rushing back around the table Applejack took her place between Pinkie's legs. “Ready for a real ride, Sugarcube?” In one effortless thrust, she shoved herself inside. “Mnh... you're so nice and warm!”

As Applejack began pounding away mercilessly, Pinkie moaned loudly. She barely even noticed Twilight climbing up onto the table.

Applejack's member pounding inside Pinkie felt huge after having gotten used to Rainbow's. Pinkie could feel the medial ring every time it rushed past her entrance, and she could feel the pulsing veins along the base at the deepest part of every thrust. Pinkie rocked her hips to Applejack's rhythm, aching for just a little bit more.

A slim lavender leg draped over Pinkie's chest, and Twilight sat down on her, just below her breasts. Pushing the soft, jiggling tits together with her hands, Twilight shoved her cock into Pinkie's cleavage. It slid in easily, still slippery from Pinkie's sloppy tongue.

Pinkie tilted her head forward to look, just in time to see the purple-splotched tip of Twilight's shaft poke out from between her breasts and head toward her face. She opened up her mouth and splayed out her tongue, welcoming it inside.

Applejack increased her tempo even more, making Pinkie's whole body bounce on the table. Every time she bounced back up, Twilight thrust forward sliding between her soft breasts.

Pinkie moaned. She was getting close now, very close. Only a little more, and–

With a loud grunt, Applejack froze in place. She remained there, completely tense for a long moment before her seed finally exploded deep inside Pinkie.

Pinkie could feel the powerful spray of cum coating her insides yet again and she moaned, but that wasn't the extra few pushes she needed. Frustratingly, her orgasm faded away yet again. She pulled her mouth away from Twilight's still-thrusting member. “Twi...light! ... Need you... now!”

Ever the good friend, Twilight didn't disappoint. With a flash of teleportation, Applejack reappeared halfway across the room, her cock still soaked from Pinkie's sloppy marehood. With another flash, Twilight stood with her stallionhood poised at Pinkie's entrance.

“Yes!” Pinkie cried out, just before Twilight's warm shaft plunged into her. “Thank you!”

“My... unh...” Twilight paused her thrusting for just a tiny moment. “My pleasure.”

Pinkie arched her back as Twilight resumed pushing her thick, strong cock in and out. With the new angle, she was hitting just the right spot. “Oh! Oh yes! Right there! Mm! Mmn!” Pinkie's legs clenched, and her pussy squeezed hard, only increasing her pleasure. “Yes!”

At just the right moment, Twilight pushed in as deep as she could and held herself there.

Pinkie's rapid breaths stopped. Her legs wrapped around Twilight's back and pulled her in. Finally, the pressure released, and waves of energy flowed up from inside her, rushing from her belly to every corner of her body as her muscles spasmed, milking Twilight's stiff cock for all it was worth.

Twilight grunted, riding out the pulses of Pinkie's climax and feeling the warm spray against her just above the base of her new stallionhood.

As the pulses of energy blasting through her finally died down, Pinkie fell limp back on the table. She breathed heavily, heaving her chest up and down. With a sigh, she brought one hand up to push against one of her own tits.

Twilight's hand pressed against the other breast, rolling it around, and she pulled out just a little, pushing deeply in again afterward.

“Mmn... yeah... That was good.” She lifted her head up to look at Twilight. “Come on! Cum inside me. I want a little bit of all my friends in there!”

Twilight smiled and began thrusting again in earnest. Her tip was already flared, and with Pinkie's passage already so warm, soft, and slippery, it didn't take long. Twilight's thrusts grew more erratic by the moment, and her breath came in small gasps.

Pinkie reached up and tweaked Twilight's little purple nipples at the peak of each breast.

Twilight froze, hilting herself inside. Her cock pulsed, and thick ropes of fresh cream flowed in, mixing inside with all the others'.

Pinkie kept rolling her friend's nipples between her fingers as Twilight rode out her orgasm, only letting go after Twilight finally relaxed and allowed herself to slide halfway out.

“Mmn... it feels so good to have all my friends' frosting in my pussy!” Pinkie smiled. “This was the best birthday party ever!”

“Actually, you don't yet.” Rarity stepped up, leading Fluttershy along by the hand. “You are still missing one, after all.”

Pinkie's eyes went wide, and she sat up. A puddle of fluids leaked from her lower lips onto the tablecloth. “Oh my gosh! How could I forget?” She jumped up and tackled Fluttershy, slamming them both down to the floor.

“I'm sorry, Pinkie, I should have saved it for the end.” Fluttershy bit her lip. “Now I've ruined everything.”

“Don't be silly!” Pinkie writhed back and forth across Fluttershy, feeling the very huge – and very hard – cock slide around in between them. “You just need another chance!”

“Oh, good.” Fluttershy smiled. “But I'm still not sure it's going to–”

Pinkie slid upward, mashing her breasts into Fluttershy's face. She had to slide up two more times before she finally rose high enough to get her soaked entrance level with Fluttershy's tip. Squirming with delight, she pressed herself up against the flattened head.

It didn't penetrate, not even with Fluttershy helping by pushing against Pinkie's hips. It just pressed against the outside, and Pinkie's entrance wasn't able to stretch over it.

Pinkie pressed harder, to the point of intense pain, but still nothing gave. With a sigh, she gave up and relaxed. It wasn't working.

Fluttershy turned her head away. “I'm sorry. Now you can't have everypony inside, and it's all my fault for being too big.”

Pinkie tilted her head down, looking through the gap between her breasts at the top of Fluttershy's head. “Don't say that! It's not your fault!” Looking back up, Pinkie saw her four friends watching, and an idea filtered into her head. “And don't worry. We'll make this work.”

“But how? It won't fit.”

Pinkie smiled. “Girls? A little help? I think I need a few helping hands... and maybe tongues!”

In a rush of trampling feet, Applejack, Rainbow, Rarity, and Twilight all made their way around behind Pinkie.

“Just you wait, Fluttershy.” Pinkie ground her slick marehood against the head of her friend's enormous cock. “Help is on the way – you're going to like this!”

Fluttershy gasped as the first few hands took hold of her thick shaft. She squeaked when the first eager tongues joined in.

All four mares slathered their affection on the firm stallionhood, sliding hands and tongues up and down all over it. Before long, the tongues began meeting together more than necessary, and a few of the hands strayed elsewhere.

With a loud moan, Fluttershy drew their attentions back to herself.

The huge shaft glistened all over with moisture, mostly from the mouths of the four mares, though a small part of it leaked out of Pinkie's entrance, trickling down the length. With plenty of lubrication available now, Twilight took advantage of it. She wrapped both hands around the top, just below Pinkie's dripping sex. Both her hands together still couldn't wrap all the way around it, but they could make it most of the way. Slowly, she slid her hands down, across the smooth top of the shaft, over the bump of the medial ring, and down across the veins at the base.

As Twilight's hands brushed them out of the way one by one, the other three mares got the idea. They joined her stroking their hands slowly down, some gripping tightly, others just brushing along the surface. Each time one reached Fluttershy's sheath, they let go and moved back to the top.

Fluttershy's breath caught in her lungs. It felt like the initial rush of the first time she had penetrated Pinkie's throat, but it just kept going, as if she was pushing her member into an infinitely deep marehood that just kept coming and coming. The muscles of her stomach tightened, and her legs tensed. What little breath she did manage to draw made squeaking sounds through her throat.

Pinkie felt Fluttershy's enormous flare mushrooming out against her soft lips. It pressed against her legs, forcing them open wider. She ground up against the tip of it even harder. “Keep it up, girls – she's almost ready to pop!” As Fluttershy gave one final gasp, Pinkie made sure to get her entrance poised in just the right place, ready to catch as much as she could.

Fluttershy bucked her hips up and let out a high-pitched moan.

Each of the four mares with their hands on the huge, yellow cock could feel the pulse traveling up its length. They paused, holding on tight.

The first wave hit Pinkie like a fire hose. Her eyes opened wide, and she gasped, but she pressed down against it as hard as she could, feeling at least some of it shooting inside of her.

Excess cum sprayed in all directions away from the tightly pressed gap between Fluttershy's flaring tip and Pinkie's soft lips, arcing into the air and raining down all over.

Rarity squealed as the first few drops landed on her purple mane. Twilight and Applejack just cringed away, but Rainbow leaned in, holding her tongue out.

Pulse after pulse rushed into Pinkie, and she ground back against the throbbing cock. Unfortunately, it didn't have four mares holding it steady anymore, which left it free to slide off of her slippery entrance and underneath her.

Fluttershy squeaked as a thick strand of her own seed flung out onto her belly and the bottoms of her breasts. More followed, wave after wave of it plastering the gap between her and Pinkie.

Pinkie sighed as the last few spurts died down, finally able to revel in knowing that the cum of all five of her best friends would be mixing around inside her. She entertained a quick thought about it creating some kind of super-friendship baby in her womb, but she didn't let it ruin the moment. Instead, she enjoyed the warm, sticky feeling all over her backside and stomach, giggling at how one of Fluttershy's nipples had found its way into her belly button.

Finally, Fluttershy relaxed, letting herself fall limp to the floor.

Rising to her feet and stepping off of her now-messy friend, Pinkie glanced over at her other four friends.

Twilight had Rarity's hands clasped inside her own, trying to console her about the mess in her hair. Rainbow and Applejack had a more proactive approach, though – they were busy licking it off of each other. Below, Fluttershy was just beginning to sit up.

Pinkie whipped her arms out impossibly wide and swept all of them up into a huge group hug. It was messy, but it was warm; it was a little awkward with so many extra appendages in the mix, but it was with Pinkie's best friends in the whole world. What more could she ever want?


The sun was only just barely above the horizon, and Celestia felt full and joyous after the most successful 'First Nightfall' banquet she'd had in years.

“We are just so honored to have you of all ponies interested in our humble little bakery, Princess!” Missus Cake trotted bouncily next to Princess Celestia.

Carrot Cake walked along next to her, the twins in his baby-backpack and the still-unwashed catering equipment in the handcart behind him. “I'm just grateful you were able to teleport us all the way here, Your Highness. Now we'll be back way ahead of schedule, and we'll be able to spend some time with the twins before we need to start working on the next order.”

“It was nothing, I assure you.” The Princess gave one of her signature reserved smiles. “And after the way Princess Luna has taken to your 'Moon Pies', I must secure her a supply of them.”

“Of course, Your Majesty,” Missus Cake said, approaching the door of Sugarcube Corner and fumbling in her purse for her keys.

Mister Cake Set down the handles of his cart, parking it just outside, and headed for the door as well. “We have a full order of all kinds of cream pies just inside. We'll be able to send you back with dozens of Moon Pies, and plenty of others to sample, too.”

The Princess nodded. “Your generosity is very appreciated.”

Finally, Cup Cake found the right key and managed to get it into the lock. It clicked, and she pulled the door open, ushering Princess Celestia and her husband inside.

As soon as they stepped inside the threshold, all three of them froze, staring into the middle of the main room. Carrot Cake raised his hands to cover the eyes of the twins.

Sprawled on the floor in front of them, six mares slept peacefully, intertwined with each other and splattered with an astonishing amount of bodily fluids. At least, Celestia had thought they were all mares, the last time she met them. Now, though, most of them seemed to not be quite so simple to identify. A particularly large yellow stallionhood caught her eye, limply draped across the legs of her protege.

Princess Twilight Sparkle,” Celestia's soft, clear voice rang out in the small room.

The lavender alicorn's head popped up out of the cuddle puddle, blinking and yawning.

“Twilight, what is the meaning of this?”

The End


Author's Note

As always, I adore getting comments of all kinds, the more specific and prolific the better!

Many thanks to my team:
Prereaders:
Mailbox Bomber (from Bronyville forums)
PonySlayer
Jade (from Bronyville forums)
Editors:
paxtofettel
IRpony
Cover image by:
mlpfwb
modified by ocalhoun
modified by PonySlayer