Twilight’s first thought, they were just waaaaayyy too big. Her second thought, thank Celestia Spike wasn’t home. Her third, how her friends were going to react when they came in for tea this afternoon. She glanced down at the large, squishy mounds she was lying on. They were probably the softest things she had ever felt, and each of the two were much bigger then her head, maybe even close to twice as large. Laying on top of them was extremely uncomfortable but there wasn’t anything she could do about her position. After all, her breasts were attached to her.
She moaned into her breasts, letting her head sink into them as her arms slid to her sides. She had found something to base the spell on two weeks ago, a spell that accelerated the growth of somebody. She had waited to try it out until Spike was gone and now she was stuck lying on top of breasts so heavy she couldn’t sit up straight. Was this really the price she would pay because she wanted to be larger than b-cup. Unable to think of anything productive, she began to scream into the mountains of fluff.
Which was a terrible idea because another side effect of the spell seemed to be a much higher level of sensitivity. She was grateful that they had burst through her shirt before she could feel anything through them because she would be soaked if they had strained slowly against her shirt. She ran her hands down them, enjoying the feeling as her violet fur rubbed against itself. She let a tiny moan escape her lips, her thoughts drifting towards the nipples she couldn’t see.
Smacking herself, Twilight almost screamed in panic. If she didn’t get things together and figure something out, she would still be laying here, her breasts fully exposed when her friends arrived. She began to swing her head around bringing books out to look at before sending them back to the shelf because they couldn’t help her. She still had about an hour, so long as it didn’t take too long….
It was then that she realized that as she swung her head, her breasts moved around as well. That was hardly surprising. However, there was also a certain pressure in them, almost like something was moving and pushing around inside them. She gripped them with her hands, preparing for the pleasure this was going to bring, and slowly ran her hands underneath, trying to get a feel for what the source was. Finally, her hands reaching the front, she felt her nipples and bit down hard on her lip. She gripped the obscenely large nipples, parts of her body that had already been weak for her, and began rubbing them for they felt sore too.
Using magic, she lifted her breasts a bit off of her arms so that her hands could have a little more dexterity. She began pulling and rubbing her nipples, shots of pleasure shooting through her breasts along with a sense of increasing pressure. She began moaning shamelessly, the pleasure from her breasts beating out what her toys had ever provided her. She moved her hands backward and rubbed them slowly forwards, using her magic to provide a downward force in contrast. She couldn’t believe the kind of stimulation you could get out of larger breasts and for just a second she wondered if Fluttershy’s were this sensitive.
Deciding that her arms were going to tire if she kept this position, she let her breasts flop onto the table. She moaned at the mix of pain and pleasure caused by the shear force her new breasts had hitting the table. At least they were still perky enough to be liftable and to have a solid thwack when they hit the table. Gripping the top of her breasts now, she slid her hands down and began pushing and squeezing on them. Moaning even worse now, it crossed her mind for a second that she was turning the chair into a mess with how soaked she was becoming.
She began to play rougher and rougher with her oversized breasts. There was always more for her to play with and she began trying to keep all of it feeling great at the same time. After becoming obsessed with leaving no part of the breasts unplayed with for more than a few seconds she realized her poor nipples were being ignored. Laying her now tired arms on top of her breasts, she reached down and began tugging and pushing at her nipples again. She could tell that she was getting extremely close to finishing and began focusing on her nipples, pulling them out almost as far as she could reach before pushing them back in far. Her tongue rolled out of her mouth, her mind thinking about what it would be like to suck on her own nipples. If only they weren’t this oversized!
Finally, twisting her nipples, she reached her climax, spraying onto the chair and further soaking her legs and skirt. She was practically laying on top of her breasts at this point, panting with her mind elsewhere, thinking about her puddle of femcum. That was when she realized that she felt something wet over with her hands. Her natural curiosity, mixed with the relaxed mindset that came after cumming, got her to lift her tired arm and take a look at what was on her fingers.
There was milk on her fingers.
At first, Twilight couldn’t piece together what it could be, the obvious answer seeming like an impossibility. When she did, she found her mind reacting two ways. One part of it wanted her to reach down and take care of herself, her libido kick started by the knowledge she was lactating. The other part of her head had one question that endlessly repeated: what does it taste like?
Lowering her hand down to her mouth, she wrapped her tongue around her fingers, sucking off the beads of white that were on them. She moaned as she sucked further because the milk had a really rich flavor. Reaching forward, she ran her finger around her nipple and brought it back to her mouth, closing her eyes as she tasted it again. She lowered her other hand down to her once again dripping pussy and began to finger herself again. She repeated this act of gathering milk a couple times as she thought about what book might help her here.
“Well then, thats one way to prep for a party Twilight.” Twilight’ s eyes snapped open upon hearing the Pinkie’s voice from the doorway. She realized in horror that not only were her breasts not fixed, but she had also been sitting here masturbating for anypony who came by to see. She began stammering and only after checking the clock could she settle on what to say.
“You’re early.” Pinkie of course just started laughing at that causing Twilight to start blushing even more, especially since she was dying to put her fingers back in to continue the wonderful job they were doing.
“I always come early silly!” Pinkie came bouncing over, her a-cup breasts and fit body not following suit too well. Coming down in front of the table she leaned over and examined Twilight’s new breasts a little closer. “So,” Pinkie said with a mischievous grin, “are these part of the party games?”
“Pinkie, I beg you don’t go touching them. I tried casting a spell and things went,” Twilight trailed off as Pinkie, rather than standing up, went underneath the table. Twilight sighed, having no comprehension of what Pinkie was doing. It was no secret that Pinkie was into mares, a fact that didn’t bother most who came to her parties, and Twilight was a little surprised she had submitted to not playing with her new fun bags so easily. She bit her lip thinking about what Pinkie may have done to them, scolding herself at the same time for thinking so naughtily.
“Pinkie, what in the world are you doiiiiiiiinnnggg!!!!!!?” Twilight’s question became a shriek of ecstasy as, in a single motion, Pinkie went from somewhere under the table to in between Twilight’s thighs with her large, rough tongue licking the insides of her thigh, just barely not touching the lips of her pussy. Twilight bit her lip hard, trying not to scream as she felt Pinkie begin using that tongue with a skill the purple unicorn would never have imagined.
“Well, if we want any chance of making you presentable then we’re going to need you to settle down don’t we? So, I figured I’d help out in the best way I can without touching those new additions of yours,” the last words out of Pinkie’s mouth being made almost exclusively of giggling. Somehow Pinkie also managed to say all of this without leaving her thighs, her hot breath on Twilights snatch making her whine for her tongue to slide in. “You would like some help, right Twilight?” As Pinkie asked she stopped and Twilights head immediately snapped up out of her breasts.
“YES! Please slide that tongue of yours deep into my sopping cunt Pinkie!” She didn’t care how she sounded, it had been months since the last time she had been with a mare or a stallion and she craved whatever Pinkie had to offer. Gripping her breasts hard, she heard the pink mare giggle again just before sliding her tongue over Twilights twitching lips. Giving them a soft kiss as a tease, she then planted her face into Twilight’s pussy, her tongue diving in to track down Twilight’s most sensitive spots. Twilight in the meantime was back to twisting her nipples and violently playing with her breasts as wave after wave of pleasure rolled off of her. As she began getting close to climax though, throwing her head back to shout in ecstasy, she also managed to tilt the chair back, sending her to the floor and away from Pinkie’s hungry tongue.
“Oh no you don’t,” Pinkie cried out as she dove after the unicorn who was now struggling on her hands and knees. Twilight felt her strong hands take a hold of her ass, Pinkie’s time as a baker showing as they began kneading into it while her mouth immediately found it pray again. Twilight screamed into the ground with pleasure as she thrust her ass back at Pinkie in an attempt to help the pink mare’s tongue reach even deeper. Somehow, pushed against the ground with her poor air bags squashed against the floor wasn’t just causing her discomfort but was also filling her with even more pleasure. Pinkie’s tongue was relentless, driving Twilight ever closer to a climax far more powerful than her first had been.
Pinkie decided, her ass tingling as part of her Pinkie sense, to make her friends climax as strong as possible the very last second before she hit it. Twilight found out about this decision as her scream of pleasure went up another decibel when Pinkie finally took one nice, long suck on Twi’s clit. Twilight sprayed Pinkie from head to toe in her femcum, their position on the floor actually having a better shot of getting the cum on Pinkie’s body than the rest of her body. Pinkie sat behind Twilight, panting from lack of oxygen.
Twilight heaved herself up onto her back, requiring a tremendous effort from the exhausted mare. Her breasts, the start to all of this fun, didn’t feel nearly as crushing as she’d been expecting and if it weren’t for how exhausted she was, she would probably start collecting the milk she felt leaking from the nipples. That was when she felt a rough tongue run up the far side of her breast, the side she couldn’t see, collecting the milk that was still sitting there from the pair being smashed onto the floor.
“Pinkie, please stop. I don’t think I’ve got the energy to go through that again.”
“I don’t think you get to make that call bookworm.” Twilight’s eyes snapped open hearing RainbowDash’s voice. The b-cup athlete must have come in while she was cumming all over Pinkie. “You know Pinkie, just cause Twilight says something doesn’t mean she’s right about it. I think what she needs for the party is a nice long milking.” Rainbow drew each of these words out and each of them made Twilight bite her lip harder, the fantasies from earlier coming back to mind and helping her get back in the mood.
“How long have you been here Dash?” Pinkie asked cheerfully, apparently not at all ashamed of having been watched. In fact, the pink furred girl was already stripping off her soaking wet clothes and licking her lips. “Also, I have to agree with Dash. I am dying to know what that stuff tastes like.”
“I came just before you dived under the table. Have to admit, you two put on one hell of a show.” Rainbow smiled as she stripped off her clothes too. Pinkie was lean and in shape but Rainbow was in such great shape that you could search every inch of her and you probably wouldn’t find even a centimeter of body fat on her. Twilight watched as the two of them position themselves kneeling at her breasts. She felt one of Pinkie’s hands rubbing her thigh as the two breathed on her nipples, causing them to became even more erect and Twilight to whimper in anticipation.
Finally, Rainbow couldn’t hold back any longer. One hand pleasuring herself, the other keeping her steady, she lunged down, putting as much of Twilight’s gigantic mammary in her mouth as possible. Just as Twilight was beginning to comprehend the sensation, Rainbow began slowly sucking her way off of it, staying at the nipple and sucking hard their. Just as Twilight’s lower body began to rise, Pinkie brought it back down, her fingers sliding right back into Twilight’s sopping wet pussy. As Rainbow finally let go with an audible pop, Pinkie lunged down herself, attempting to lick Twilight’s breast from top to bottom before taking the nipple in her mouth and sucking even harder than Rainbow had. The whole time her fingers were still going to town on her pussy.
Rainbow didn’t leave hers unattended long though, licking up milk from parts of her breasts she hadn’t gotten the first time. The two then began to work in tandem while Pinkie somehow shoved her fingers ever deeper in Twilight’s snatch, one of them always sucking on the nipple and encouraging more milk to come out while the other was licking or rubbing the rest of the breast she had.
Twilight, enjoying the pure bliss that came from getting milked by two very lustful mares who didn’t seem to have any problems doing whatever they wanted, was writhing on the floor in pleasure. Realizing that her hands were rather empty and unable to get purchase on the extremely slick floor, Twilight came up with a great idea for her two milk maids. Reaching outwards, she reached up and grabbed ahold of two asses, one significantly firmer than the other. She heard Pinkie giggle while Rainbow gasped at the added sensation as she slid her hands down and began fingering both of their pussy’s. The two quickly repositioned themselves to put their drenched holes much closer to Twilights hands before going back to the object of their affections.
Twilight had no idea how close she was to yet another climax, nor did she have any sense of how much time had passed, the only thing she was really aware of was the vast amounts of pleasure the two provided her, her fingers inside them, and the fact that her breasts were beginning to feel a little abused. She reluctantly pulled her hands out of her friends, causing both of them to whine and shake their asses in the air, so that she could begin lifting herself up and ask to change position.
That was when the door opened though and Rarity and Fluttershy stepped inside, obviously in conversation. Fluttershy stopped with a squeak, staring at the completely exposed mares in front of her. This got Rarity to look around and take a step back upon seeing the display. Both of them were as red as Twilight felt. Finally, licking her lips, Rarity stepped forward and closed the door again.
“You all look like you’re having fun. Did you learn a new spell for all of us to try out Twilight?” Twilight blushed even harder, remembering all the rumors about what Rarity did at some extremely private parties at Canterlot. At least Fluttershy would be able to put a stop to all this, especially since Rarity will probably keep her out of it.
“Well, not really. I only cast it on myself rather obviously.” Twilight let herself fall backwards, her breasts squishing her chest now that she wasn’t sitting up anymore. “At least these monsters don’t hurt too much any more.”
“What in Equestria are you talking about deary? After all, all three of you have quite a bit of… growth to you.” It was then that Pinkie, Rainbow, and Twilight looked at each other and themselves, Twilight once more raising herself. It was true, Twilight thought as she could actually see her nipples now. They were still far larger than even Fluttershy’s f-cup breasts but she thought she might be able to stand up under their weight now. Pinkie squealed in delight, gripping her perky new c-cup breasts as she bounced up off the floor. Standing up slowly, Rainbow grinned to herself at her now d-cup measurements. Fluttershy was staring at all of them as Rarity stepped forward to take a closer look.
“So, what kind of new spell is this Twilight if you were supposed to be the only one affected?” Rarity’s curious tone, mixed with the embarrassment lowering her bodies lust, made it so that Twilight began to consider the question as she layed back down on the floor. Biting her lip, she thought hard, trying to ignore her friends who had moved the conversation onwards without the purple unicorn. Her eyes popped open and she brought herself up much faster than she should have, her large mammaries smacking against her in response. That ,of course, got everybody else’s attention, pulling Rarity away from examining Rainbow’s new size and Pinkie from doing who knows what with Fluttershy.
“Its the breast play. Pinkie didn’t grow when she was eating me out but now that the two of you have milked my tits, you’ve both grown substantially. It seems like you’re taking away from the monstrous size I had too since I can lift my back with these attached now.” Twilight gripped her breasts and a thought from earlier came back to her. Still a little lust addled, she gripped one of her breasts and brought it up to suck on nipple. She moaned loudly as she enjoyed both the taste of the milk and the sensation of her nipple getting sucked on. Letting go with a popping noise, her breast flopped back downwards. Every single one of the girls were watching this unbelievably erotic display.
“Thank you for explaining that sweetheart,” Rarity, the first to recover, said as she strutted over to grip one herself, “but it seems like you could still use some attention so they get down to a manageable size. Not to mention,” glancing upwards with a lustful grin, “I’ve always thought d-cup wasn’t quite big enough.” Twilight gulped under her friends gaze, her body remembering how close she had been to release a minute ago.
“I think,” Rainbow said as she walked over to Fluttershy, her wings twitching in the constant wing boner she had maintained since her arrival, “that any bigger would get in the way of my athletics. So Fluttershy, how about we help make this a real orgy?” The poor yellow pegasus, with wings that looked like they might strain themselves, squeaked in response while staring at the the large breasts Rainbow was pushing against her.
“Oooohhh, can I join you two then?” Pinkie said, bouncing over to Twilight and Rarity. “I’ve always envied just you girls with b-cup titties, now I could get up to Fluttershy’s size! How could I say no to that.” Rarity purred, gripping her own mounds as she no doubt thought about what that would be like. Twilight sighed, her arousal peaking with the two lustful girls rubbing their furry thighs against her legs and Rainbow pushing Fluttershy into the wall, the two girls kissing.
“So how do you want to do this girls?”
“Well, I know this pretty little party favor that a mare can use to gain a rather impressive stallionhood. I don’t see why we don’t play with that,” Rarity said, her voice dripping with enthusiasm. Twilight nodded and shocked the two as her horn began glowing. The Rarity threw her head back, moaning in pleasure, as a large purple cock appeared and grew between her legs. Twilight gasped, throwing her own head back as magic rushed into her breasts. Twilight laughed, thinking about how she hadn’t lost control of a spell in years. She looked forward to see what Pinkie was gasping about.
Standing perfectly erect between Rarity’s soaking, white thighs was a thick, foot long cock, twitching madly.
“Well, I heard the size varied with the unicorn casting but damn Twilight, how much have been wanting a good rutting?” Pinkie giggled while Twilight laughed. Rarity looked confused, unaware of the pleasure the two were getting out of Rarity’s vulgar new speech.
“Can’t say I’m much for cocks myself Rarity. I’ll just settle for teasing sweet little Twilight.” Pinkie came over and helped Twilight to her feet. Before Rarity could stand up or Twilight could protest, Pinkie laid her down a little less then gently on the table her tits had been lying on earlier. She climbed on top, grinding her pussy against Twilight’s crotch as she positioned herself. Getting settled she leaned her head down and gave Twilight a long succulent kiss, something that made Twilight realize how much she had been dying for one.
“I’ve been dying to give you one of those,” Pinkie said, her eyes full of lust and affection. Before she could respond though, Pinkie had her tongue going down her throat and her breasts locked in her strong grip.
“You two certainly seem inviting. So if you don’t mind,” Rarity said, placing her hands on Twilight’s thighs and lining herself up, “I’ll go ahead and get started down here.” Twilight moaned into Pinkie’s mouth in response, anxious to get Rarity inside of her.
Rarity opted, instead of a gradual easing in, to just shove in as much as she could in one strong go. Both gasped as Twilight felt eight inches invade her needy pussy. Feeling herself brought to the edge of climax immediately, she ground against the cock in her and the body on top of her. Pinkie and Rarity both moaned at the sudden aggressiveness with which Twilight was trying to get off. Pinkie responded with trying to suck out Twilight’s tonsils and milk her breasts and Rarity, finally recovering from the totally unexpected sensation, began moving in and out, taking long, strong movements to keep Twilight on the edge of her orgasm.
Twilight’s next surprise came when Pinkie started moaning into her mouth. Finally she broke the kiss, gasping in sudden pleasure, sitting up to look behind her. Rarity was now gripping Pinkie’s ass, probably fingering the pink mare from the mischievous look on Rarity’s face. Pinkie let herself come back down, giving Twilight a long lingering kiss as she enjoyed the combined motions of Pinkie grinding against both her breasts and pussy while Rarity pulled out for yet another monster thrust. Finally Pinkie let Twilight come up for air as she clambered off of her.
“Sorry Twilight, but I am dying to get a kiss somewhere else now please.” With that, Pinkie climbed back onto the table, this time sitting erect with her crotch placed just above Twilight’s face. Twilight, completely consumed with lust and pleasure, immediately began eating out the pink mare clumsily. Despite her inexperience, Pinkie seemed to be brought to her limit immediately, screaming out in pleasure as soon as Twilight’s rough tongue stroked against her welcoming lips.
Rarity, plunging in and finally hilting herself in Twilight, leaned forward and took hold of Twilight’s still monster sized knockers. Pulling back again, much to Twilight’s displeasure, she twisted the nipples and pulled them backwards, causing Twilight to give a little squeal of pain, sending some nice vibrations up through Pinkie’s pussy. Twilight felt herself feeling surprisingly empty, waiting for Rarity to provide her the next thrust. Like a wave crashing, Rarity came in with massive force, filling her all the way up to her womb. Both girls gave long moans, Rarity’s soft fur rubbing against Twilight while she kneaded her breasts even better then Pinkie had earlier. Rarity repeated this motion four times before Twilight felt her body strain against hers.
“Are you ready sweety?” Rarity sounded drunk as she asked a question with an answer that should have been easy to know. Twilight barely heard it though, watching the pink mares cotton candy tail bounce while her ass was twitching.
“All of us are, if my Pinkie sense is anything to go by. And I can definitely vouch for myself.” Twilight moaned urgently craving for the final thrust that would send her over the edge, Pinkie’s hands playing with her breasts as they had been anytime Rarity was pulled back. “And I think Twilight agrees as well,” she shrieked in delight.
“Well then, sounds like a wonderful triple climax then,” Rarity said with glee as she brought even the head of her cock out. Twilight whined, waiting for the fashionista to impale her again. Finally Rarity came ramming into her, slamming against her womb like a battering ram. As soon as her thrust was finished she felt herself cumming, an odd experience since she felt it not only as her femcum came out of her clenched pussy, but also as it magically came flooding out of her temporary cock. Twilight, her womb getting filled with Rarity’s femcum, screamed out in pure ecstasy as her pussy clamped down like a vice around Rarity. Pinkie, feeling Twilight tense under her hands, plunged her sopping snatch down into Twilight’s mouth and between Twilight’s scream and her tongue shooting even deeper into her, felt her finally feel blissful release. Pinkie and Rarity leaned forward, their lolling tongues meeting and pulling the two into a long blissful kiss.
“Well,” AppleJack’s loud and commanding voice filling the room, “looks like coming late meant not gettin’ to cum at all.” She was casting a disapproving look down at Twilight and Rarity quickly extracted herself from Twilight, shyly trying to hide her ever erect member. Pinkie, still sighing from her orgasm, took a moment to realize she was in some kind of trouble and climb off of Twilight. “Now, somepony mind explaining to me why you all are doing all of this and RainbowDash is trying to get Fluttershy to give her an anal licking!”
“Well you see, we’ve all been using Twilight like a practical sex toy,” Pinkie started, leading to an immediately heated conversation between her, AJ, RD, and Rarity. Twilight just lay on the table, happy that her breasts felt like they weren’t crushing her. Fondling them while she waited for the next girl who wanted to fuck her to come over, she began thinking about what the size would classified as.
“Excuse me, Twilight, but could I maybe squeeze them?” Bending her head backwards, Twilights mouth gaped open upon seeing Fluttershy was the one asking The question. Her tail was glued against her fur, her legs completely soaked from the excess coming out of her marehood. Her face was equally covered, hinting at what Rainbow had her doing.
“Uhm, yeah Fluttershy but only if I get to back to you.” Fluttershy nodded stepping over and lifting her sweater over her head. And there they were. The beautiful blond breasts that every single one of them, except maybe the extremely disciplined AppleJack, had been caught staring at. The entire reason she had looked for such a spell, the source of all the breast envy in Ponyville. Twilight licked her lips as she reached forward and groped the voluptuous funbags that had filled so many wet dreams. Fluttershy immediately began moaning.
In just a few seconds, the two girls were kissing each other, locked in a tight embrace where the only thing that got as much attention as the others tongue was her breasts. It was a far gentler embrace, after all, Fluttershy was the element of kindness and probably had the gentlest hands in Equestria while Twilight was exhausted from having been kept at the peak of her arousal for what had to be over an hour.
Of course, it was because of the breasts that the two moaned into each others mouths, Twilights larger ones making little difference in the massive wall they formed between the two. Twilight forgot all about everyone else as one kiss rolled to the next, she even forgot that Fluttershy was her shy little friend who no one knew how much experience she may have had. All that mattered was playing with her, pulling every bit of pleasure as she could from those breasts and lips. Fluttershy seemed to be feeling the same way.
“I see you two are enjoying yourselves.” Twilight groaned, wanting to assault AppleJack for interrupting an intimate moment again. As she looked over though she found herself blushing deeply for her face was at the same level as AppleJack’s bare d-cup breasts. The cowgirl was completely naked in fact, showing off her muscular, orange fur covered body. She slid her hands down both her’s and Fluttershy’s thighs, leaning in first to kiss Fluttershy and then Twilight. “I got the other three over there having fairly rampant sex. Figured we could have some fun instead.”
“What happened to you trying to protect Fluttershy and being angry at us for all of…. this.” Twilight waved her hand at the copious amounts of femcum and breast milk that covered the entirety of the floor at this point. AppleJack shook her head.
“I was upset because Rainbow was trying to force Fluttershy, our little virgin here, to do something she wasn’t comfortable with. Since she wanted to come over here, I figure its pretty safe to say she wants this.”
“So what about you then?” Twilight grinned at AppleJack and watched as a lustful grin spread over her face too.
“I was dying to get a piece of the action too, hopefully in the same form Rarity got.” They both looked at Fluttershy who was standing there looking a little dazed. With all eyes on her, she brushed her hair behind an ear, a motion that made the two barely restrain growls of need in her direction.
“I wouldn’t mind getting one of those too.” The two surprised looks that came her way must have been what prompted her to say, “My pussy hasn’t ever been touched by somepony else and… well, I would like to keep it that way until I find a special somepony.” Twilight tackled Fluttershy, sending both of them tumbling to the floor as Twilight kissed her like she never had been. A soft purple glow surrounded her horn and Twilight groaned as she felt her breasts, somewhere around h-cup now, get a massive wave of pleasure. She thought she heard a similar groan from Fluttershy get cut off as yet another monster cock sprung from between her legs, this one somewhere around eleven inches. Twilight began stroking it, drawing soft moans from her embarrassed friend. While kissing Flutters again though, she felt another large cock begin splitting the cheeks of her ass, drawing out a moan.
A moan that was cut off as Twilight realized what it was she was getting into. Underneath her may have been one of the gentlest ponies alive and behind her one of the greatest friends anypony could ask for. Right now however, both had looks of extreme lust covering their faces and large mare breakers between their legs. And she had just agreed to letting them both shove their cocks as far in her as they could. Twilight’s legs almost give way thinking of how tired and sore her hips would be. Then she felt her pussy drip as she imagined the pleasure she was promised.
“Now sugacube, are you certain that you’re ready for this? I’m not too great at math but this things got at least an inch on Rarity’s and I’m about to shove this into this pretty round rump of yours.” To make her point further she brought her hand down for a loud meaty smack on her ass. Twilight let out a loud moan into Fluttershy’s mouth from the intensity of the sensation’s that sent through her rear and crotch, which also gave her a good chance to break the long kiss with Fluttershy.
“I didn’t really think I’d be able to take Rarity’s the way I did. I think at the very least I’ll survive and if I don’t,” she paused to wave her ass in the air, a movement that got a giggle out of Fluttershy as they both watched AppleJack’s hungry eyes follow it. “If I don’t, then there really isn’t a better way to go is there?”
The hungry look in AppleJack’s eyes let Twilight know that she agreed completely, pressing her head against Twilight’s tight asshole, eliciting yet another moan from her. Quick gasps began escaping AppleJack as she began trying to force the head of the monster sized member down into Twilight’s near virgin ass. Twilight would have been shrieking in pleasure and pain as it worked the first few inches in, if it weren’t for the deep kiss she was receiving from the mare she was practically using as a bed. She was pressed down so hard on Fluttershy that she could feel the different rings on the magical cock the yellow pegasus just got, unable to move from the level of downward force AppleJack’s unmatchable hips and legs provided. She sure as Celestia didn’t want to move though.
Unlike Rarity though, AppleJack wasn’t much for teasing. After forcing five inches down the hole, she retracted faster than Twilight could react only to slam it down again with her full force. For a second Twilight was afraid she hadn’t been lying when she said she might die from this. AppleJack was relentless, moving her hips like a piston, shoving her down onto Fluttershy harder and harder the deeper she got in. Each thrust brought her a centimeter or two further in, filling Twilight in a way she never imagined. Twilight kissed FLuttershy but all she could think about was the gigantic twitching member that was spreading her ass further and further open.
That was when AppleJack lifted Twilight up, allowing Fluttershy a chance to slide out from under Twilight. She felt ashamed for a moment as she realized that the poor pegasus had been squeaking in pain while she had been busy getting impaled.
“Sorry about that sugarcube. Some things are hard to resist for longer than a second.” With that, AppleJack let Twilight slide back onto the ground and began pistoning again even harder and faster. Twilight tried saying she was sorry but was terrified she might bite her tongue as she bounced on her floor.
“Maybe, maybe I could get some attention?” Fluttershy asked this while sitting on her legs, her cock dangling in front of her, hitting Twilight’s bouncing head each time AppleJack brought her back upwards. AppleJack nodded, breathing hard from the fast and rough treatment she’d been giving Twilight. Keeping the eight inches she’d gotten in buried deep in Twilight’s ass, she gripped her by the hips and lifted, bringing them both to a standing position with Twilight bent at the waist and tongue lolling. Fluttershy hastily stood up to and presented her cock to Twilight. Twilight grinned to herself.
Twilight barely kept herself from laughing maniacally as she took in inch after inch of Fluttershy’s gigantic cock. It was easier since her constructed cock was thinner than that of Rarity and AppleJack but it was still a sign of the time she’d spent researching and practicing the art privately. Fluttershy immediately began crying out in pleasure as Twilight went past the five inch mark and kept going, Twilight’s hands gripping Flutter’s hips and Flutter’s hands gripping Twilight just behind the ears. Twilight only gave a moments thought as she brought her head back as to the strange sensation the fur and muscle rubbing against the roof of her mouth and the touching her throat.
Just as she was about to go back to taking more, she was reminded why her ass felt so good as AJ gave a massive thrust forward, putting herself two more inches in and Twilight down to the ten inch mark on Fluttershy. AppleJack groaned in pure pleasure while Fluttershy let out a long moan that was louder than anything Twilight had uttered that night. A large splattering of femcum went shooting down Twilight’s throat as Fluttershy came a little. Twilight barely got a second to think about that though as AppleJack continued drilling into her ass.
AppleJack finally hilted, sighing with relief as she buried the last inch of her massive fourteen inch monster into Twilight. Laying over the poor unicorn she gripped Twilight’s gigantic breasts, playing with them regardless what Rarity had told her about them. Meanwhile, Fluttershy was moaning like crazy as was forced to stay sucking her down at her hilt, pinned their because of AppleJack.
Rather than giving either girl a chance to breath or recover, AppleJack grunted as she swung her hips back about two or three inches, eliciting a similar response from Twilight’s head on Fluttershy’s cock, before slamming it back in, causing both girls to begin cumming. Twilight’s head went blank between her pussy slamming closed like a vise for the fourth time that day, this time on AppleJack, and Fluttershy’s massive levels of femcum pouring straight down her throat and into her belly. AppleJack, not quite at the moment of release, continued pounding her, once more dictating the rate of Twilight’s continued blowjob. Gagging slightly, Twilight felt the femcum coming back up the throat as it began spilling out of her mouth in the small amount of room between her lips and Fluttershy’s still cuming appendage. Finally, balls tightening and an extended moan escaping her lips, AppleJack poured her own massive load of femcum into Twilight’s ass, causing Twilight to feel like they were trying to fill her stomach from both directions while AppleJack’s hands gripped her breasts so hard her milk went flying out in jets.
Finally letting Twilight go, the two girls stepped away as she coughed up a copious amount of femcum. Afterwards she layed on the floor, her eyes half closed, her body ready to fall asleep after far more pleasure than she had ever imagined let alone experienced. She closed her eyes only half paying attention to the conversation AppleJack and Fluttershy were having above her.
“Looks like you still have one heck of a wing boner, eh Flutters?
“After never having done it…. that felt sooooo good.”
“It was my first time with a stallions member but I’ve always been more interested in asses then breasts, although yours are something I’ve imagined plenty of times.”
“Yeah. Personally they’re a real curse to me. I always imagined something like this were another girl had breasts rivalling mine and I got to play with them.”
“Man, I wonder if all pegasi have a major breast fetish since thats all Rainbow can think about too.”
“Rarity is really bad about it too. Now that I think about it, you’re the only one who doesn’t stare at my breasts when you think, you know, I’m not looking.”
“Well, as penalty for all those times, lets have little Twilight here take care of you with a different hole this time.” Twilight didn’t really register the importance of these words until she was already being lifted into the air by AppleJack. Before she could respond though, AJ threw her up in the air, her hooves scratching the floor with the force she threw her with. Catching her, Twilight groaned because her hips were aching and AppleJack had caught her in a position where her pussy was nicely presented to anyone in front of them.
And directly in front of her was Fluttershy, jacking off and staring at Twilight’s abused snatch.
Just before she could voice how tired she was, how sore she was, how much she had already gone through, AppleJack lowered her down, her mare breaker easily re-entering Twilights as almost to the hilt. Twilight’s mouth hung open in a silent scream, plain and pleasuring wracking her body and numbing her brain. While holding her, something only possible largely in part to the stable footing her hooves afforded her, she kissed Twilight’s neck sensually, a single finger gripping her thigh hard also beckoning a particular yellow mare forward.
“Well Twilight, I um, hope this feels as good for you as I’m sure it will for me.” Taking a moment to give Twilight another long, extremely deep kiss, the pegasus began sliding her cock in, inch after inch. After having been eaten by Pinkie and harpooned repetitively by Rarity, her pussy was significantly easier for Fluttershy to slide into. AppleJack was being polite enough to not begin moving until Flutter’s was all the way in, minus Twilight slowly going the rest of the way down AppleJack’s gigantic cock. That didn’t keep Twilight from throwing her head back and howling in the ecstasy of being filled up in both holes, her entire body shuddering as she was brought an inch away from cumming already. It was way beyond what anything else today and that was saying something since all her other concepts of pleasure had been blown out of the water by the experiences of the day. And this was just the beginning as she felt Fluttershy cum a little into her pussy, having hilted herself.
“Are you sure she’s okay AppleJack?”
“Oh, I’m sure she just wants us to start pounding away at her like I had earlier. Don’t you sugarcube?” AppleJack waited, not moving a muscle as she waited for her answer while Fluttershy looked into her eyes extremely innocently. Twilight responded by wrapping her legs around Fluttershy and kissing her, surprising the shy mare by attempting to pull her tonsils out. When still neither one moved she quickly broke the kiss in favor of screaming.
“Just start fucking me al-” Her cry of frustration was cut off by a howl of pleasure as AppleJack began pistoning away at her even in this position. Twilight was also getting an all new appreciation for how strong AppleJacks muscles were, seeing as Twilight’s arms were still useless. Fluttershy, moaning even louder as she felt AppleJack’s movement, took her cue and began slowly grinding away at Twilight’s pussy. Although this was once again different from Rarity or AppleJack, mixed with the fact that it caused her pussy wall to grind even harder against AppleJack’s mare breaker, it gave Twilight the same level of pleasure while Fluttershy looked for her weak point. Fortunately, Fluttershy seemed more interested in kissing Twilight then making her pass out in raw pleasure.
“Sugarcube, think you can keep a hold of her? Grinding against the two of you’s bringing me close to climax and I want to play with these monster tits a little more.” Fluttershy moaned into Twilight’s mouth rather than provide a verbal response, but moved her hands from the purple unicorn’s waste down to her thighs, gripping them tightly. As AppleJack let go, Twilight threw her head back, once more shrieking in pleasure as she came down and hilted herself hard on both ladies crotches, coming out of surprise as much as pleasure and drenching both girls. As her pussy formed a death grip on each of the two magically made pleasure sticks, she heard Fluttershy give a shriek of defeat as she released her load of femcum into Twilight. Just before Twilight was sent toppling to the floor, AppleJack got her hands back into their previous grip, gasping in an obvious attempt not to cum yet. Fluttershy and Twilight got into one last passionate kiss as her wave of femcum began to slow.
“If ya don’t mind, I’d like to finish myself already!” AppleJack was obviously frustrated at having to once again stop rutting into Twilight. With her still erect magical cock inside of her, her tongue coiled around Twilight’s, Fluttershy gripped her hips again, this time a good deal steadier. AppleJack began thrusting even harder, her gasps and moans showing how close she was to coming again, her pace and roughness having increased as well. Her hands came around and began pulling and playing with her still oversized monsters. Fluttershy, matching Twilight’s moans in the kiss, began thrusting back a little more confidently. After a few euphoric minutes of this, AppleJacks hands came back under Twilight and she began pounding her harder and faster and ever. In response Twilight ground against Fluttershy even harder, causing all three girls ot beginning moaning like animals.
It went like a wave starting with AppleJack. With one final thrust she shot a gigantic load of femcum straight into Twilight’s ass again, with a matching moan echoing through the library. Twilight responded by cumming again herself, forming tight braces around both and giving one last primal screech as this caused Fluttershy, with an adorable squeak of surprise, to release her own load once more into Twilight. The three swayed for a moment as Fluttershy pulled out. Once she was clear, her legs gave out leaving her sprawled on the floor. As Twilight was removed from AppleJack, she looked down at the poor virgin. She had passed out, her body exposed and covered in her own and Twilight’s cum.
Twilight slumped to the ground as well, her body ready to do the same as Fluttershy’s and make her pass out. With how she’d been treated to day though, that didn’t seem particularly safe. AppleJack sat down in their puddle of femcum, not even a little bothered. That was when Twilight saw Pinkie walking over, her hair matted down with the femcum of at least two of them.
“Hey Twily, had fun?”
“More than I can handle Pinkie. I’m surprised I’m not unconscious after all of this.”
“Well, since everyone else might end up forgetting, I just want to say thank you!” Pinkie wrapped her arms around Twilight’s neck, bringing her in for a close hug with the two of their’s chests squeezing against one another.
“Yeah, I’ll admit, it may have been on accident but this has been one hell of an afternoon.”
“Not just that Twilight but you’ve also made us all substantially bigger! And because of that we all lost our normal inhibitions with each other!” Looking around the room Twilight was shocked to realize Pinkie was right. With milk around her lips and copious amounts of femcum leaking from her pussy, RainbowDash now rested at e-cup breasts. For a second Twilight couldn’t understand how she’d gotten bigger after the two of them had stopped fucking but then it occurred to her that it might have been part of why her breasts had felt that rush of pleasure when she had been using magic earlier. She made a mental note to avoid growth spells of any kind while you were already under the effects of a mis-performed one. Looking over at Pinkie’s she saw a similar effect with hers now resting at d-cup.
Looking to her left, AppleJack had put her hat over her face to fall asleep with her now e-cup breasts resting on her chest. That made sense, thought Twilight, since she had focused on not making me able to sit more than playing with my new tits. Looking over at Rarity she saw that she was slumped over the table she’d fucked Twilight on with her new f-cup fun bags heaving with her chest.
Finally, she looked over and saw Fluttershy with an even bigger rack somehow, resting at what Twilight imagined was about g or h-cup. She then reached up and massaged her own breasts a bit, wincing because the amount abuse they’d taken today left them feeling extremely raw. She saw that milk wasn’t coming out anymore, although they were covered in the stuff. After playing with them a bit, she decided that she was probably at e-cup herself now, the same as most of her friends.
“You’re right Pinkie. This was one hell of a day and one of the few times I’m happy I royally screwed up a spell.”
Author's Note
This was my first attempt at writing clop! I am more then happy for feedback and if you think you'd like to see what the mane six do next with their "augmented features" let me know in the comments below!
