Are You Happy to See Me or Is There an Apple in My Butt?

by Rawrienstein

Rating: mature
Tags: Princess Celestia, Alternate Universe, Main 6, Princess Luna, My Little Pony: Friendship is Magic, Spike, Comedy, Queen Chrysalis, Sex
Length: 26156

Rainbow Blitz wants to play a game of horseshoes with Applejack, but Applejack is busy with something else at the moment.

After a long rainy day, Rainbow Blitz wants to play a game of horseshoes with Applejack or even that weird apple ball game, but Blitz finds Applejack preoccupied with something much more pleasurable. Hopefully, Blitz and Applejack can settle this situation in a calm, rational, and not-weird-at-all manner, like the adults they're supposed to be.

Or hide behind a tree and watch.

Trolly kind of name, but it's not a troll-fic. Though at the same time, it's probably not something you should take toooo seriously.

Warning: It's my first time. I wanted to make a comedic-clopfic but combining funny and sexy is hard, and I know I probably screwed something up. Let me know what you think and what I should be doing better.

Things to watch out for:
Ch1: Gay Horse Sex, Anal Sex, Rimming, Oral Sex, Mutual/Masturbation, Apples in Butt, Bad Grammar.
Ch2: Gay Horse Sex, Anal Sex, Rimming, Oral Sex, Two in One, No Apples in Butt, BDSM elements (blind folds, restraints and orgasm denial), Ménage à trois, Bad Grammar
Ch3: Gay Horse Sex, Anal Sex, Two in One, Cock Worship, Still no Apples in Butt, BDSM elements (restraints and orgasm denial), mass orgy, extreme sex toys, Bad Grammar
Ch4: Gay Horse Sex, Anal Sex, Oral Sex, Still no Apples in Butt, Mass Orgy in the Background, BUCKETS OF CUM, Bad Grammar
Ch5: Gay Horse Sex, Rimming, Oral Sex, Only Plastic Apples in Butt, Wing Play/Fetish, Cum is not a holiday decoration

Note: I've added Barbra (r63 Spike), but only because she's important to the 'Plot' (excuse for all this gay horse fucking), but I will not add her to the sex, because she's a little too little...but more importantly she doesn't have a dick and that is my anti-boner.

Also, art is made by me.

Published 2014-06-09 00:20:02 UTC
Last updated 2015-12-05 09:51:53 UTC

Chapter 1 - The Awesome Rainbow Blitz and Applebutt

Are You Happy to See Me or is There an Apple in My Butt?
The Awesome Rainbow Blitz and Applebutt

So, there I was, The Awesome Rainbow Blitz just innocently flying over to Applejack's to hang out. Maybe we could play some horseshoes or that weird Appleball game AJ made up.

I could always tell I'd reached Sweet Apple Acre's when the smell suddenly changed into something really special. It had this earthy, apple-y, and uhh, tree-y scent. Basically, it smelled like Applejack, or he smelled like Sweet Apple Acres. I dunno, but it'd rained a couple hours ago so there was that fresh water scent mixing in with it. I had to do a quick loop-de-loop, because all these smells were really energizing.

During my loop, I saw a blur of orange on the ground below. After I re-oriented myself, I saw the no-longer-blur of orange was Applejack. He was sprawled out on the grass for some reason. I had no time to think about why he'd be doing that, because an idea struck me. He probably hadn't seen me. Earth Ponies had this terrible problem of only thinking in two dimensions. If I was sneaky enough, I might be able to snatch his hat. I loved hearing that frustrated, country accent. 'Git over heer you no gud varmit!' or something and then he'd try to chase me. Being the fastest pony alive, he had no chance of ever catching up with me, so I'd have to slow down and let him catch me. It was just unfair to him how awesome I was, but it was still a lot of fun to tease him.

I hovered closer to the ground for a sneaky landing and saw Applejack on his back. He was rubbing some big, black stick. I was kind of confused, so I decided to take a closer look. Either way, I wanted to get his hat. It looked better on me anyway. I took light, wing assisted steps towards him and hid behind a tree a not too far from him. I peeked my head to the side of the tree to see what he was doing and my jaw dropped.

Holy crap, his dong was huge.

It had to be two inches thick and a little more than a foot long. It was like, some kind of vein-y tower of fucking. Wait, okay, that sounded really stupid, but I seriously could not believe that a cock like that existed outside of porn magazines and fantasies. Not my fantasies of course. Fantasizing about my best friend's cock would be weird. Especially the idea of wrapping my hooves all around it while AJ humped into my grip. Nope.

He rolled his hoof up and down his length, savoring every inch of touch. Applejack's eyes clenched tighter like there was nothing in the world except him and his cock giving him all the pleasure he could ever need. He took his hoof and dragged it along the his pre-covered tip, making a squishy suction noise. He slowly placed it over his mouth and licked it off.

Being surrounded by all these apples must have made me hungry, because my mouth was watering up pretty bad.

"Mmm, oh Rainbow."

Oh crap! When did he see me? I ducked behind the tree again. I don't know what that would have accomplished, but having your friend call you out on watching them make their own special applesauce isn't exactly something I had prepared for. I waited for a while, still hearing the friction of hoof against flesh and the slick of pre-cum.

"Unf, Blitz stop puttin' yer stupid, cute ass in my face all the time."

That perked my ears up and maybe my wings too. I peeked out again to see his eyes were still shut tight. He arched his back followed by a low moan and he thrust himself farther into the air. My wings were definitely full span.

He took deep breaths as his hoof speed up on his thick length. "Uoooh! Damn it, Blitz. Gotta come burstin' into my fantasies." He trusted his stallion-hood faster and ground his hoof harder against it. "That stupid smug look on your face, I just wanna kiss those lips so bad!"

Okay, this might have sounded stupid, but I thought AJ had the hots for my bod. I could understand some ponies having this problem. I was pretty much the most awesome athlete in Equestria and being the most awesome athlete pretty much gave me the best body in Equestria. Since I have the best body in Equestria, it only makes sense that I would have a really awesome butt and lips. It was all simple mathematics. Except for the part where I was totally a dude, and he was totally a dude, and he totally wanted to shove his big dick down my throat.

Jeeze, all these apples must have made me really hungry, because my mouth was watering really badly.

I realized my own little guy wanted to see the action. I might have been accidentally encouraging him with some casual fondling. I mean, you see one guy going to town on himself and talking about you while he's doing it. You might get a little chub yourself. Or a full erection. And leak bit of pre on the grass. He's all by himself out here and I didn't want him to feel like he was weird or something. That made sense to me.

I looked down at my own and had to admit another painful truth. AJ was now bigger than me in just about everything now. He was heavier, taller and now had a bigger dong. I was going to blame stupid Earth Pony genetics. I wasn't small or anything. I just wasn't as big as tall, orange and dicky over there showing it off to all of Equestria. I had one advantage over him though. Most stallions have black skin underneath, however, I have an awesomely non-black colored one. It was pink. Radical pink. And it was enjoying the casual fondling as I watched my best friend to make sure he didn't feel weird for milking himself alone in an open field. That made sense to me.

"Oh fuck, I wanna put my dick between those cheeks so bad."

There must have been an annoying fly buzzing around, because my tail rose to deal with something.

His enthusiasm was pretty contagious. I followed his hoof work along my own stiffness, and it wasn't hard to replace my forelegs with his muscular ones in my mind. They wrapped around my shaft and pumped it up and down. When he took both hooves to himself, I tried to follow suit. But I stumbled into the tree I was hiding behind, when Equestria reminded me how gravity worked. I tried to re-adjust myself to see AJ at work, but I heard a loud snap.

Applejack snapped to attention and looked in every direction in search of the cause of the sound. "Uhh, is anypony there? Missy Mac? Appleseed? If it's y'all. I swear I can explain. Oh sweet Solaris, I hope it wasn't Grampy." He looked back down to his throbbing erection, spilling pre everywhere as he moved about. He shoved his stetson over it, somehow managing to blush even deeper.

Crap! I ducked behind the tree again. I glared daggers at the stupid twig beneath my rear hoof, but it did bring attention to my very stiff pinkness. Oh man, if AJ sees that I was going at myself while watching him do it, he'll think I'm some kind of uncool stalker weirdo! Who would think this made any sense at all? I slapped myself in the forehead.

"Missy? Lil' Apple? Are y'all hidin' behind that tree?"

I am idiot.

I heard the sounds of hoof-steps on grass growing louder by the moment. I wanted to fly away, but my wings were too stiff for some reason. Maybe if I ran really, really fast, but then he would see me and the only downside to having a natural rainbow mane is that nopony will ever confuse you for someone else, especially after doing something wrong. Maybe I could climb this tree and pretend I was a bird. I had the feathers and Butterscotch taught me how to do some good bird calls.

"Now see, us stallions sometimes get these special urges and we have to deal with-Rainbow Blitz!"

Before I could enact my fowl plan, it was already too late.

"Uhh, hey Applebutt!" I tried to cross my legs and forelegs to cover my shame, but the radical pink really stood out against my sky-blue coat, not to mention the additional friction wasn't helping the little guy's excitement issue. Okay, maybe if I play it cool enough, he won't even notice.

"Pretty crazy rain we had today? Like it was raining cocks and dicks-I mean-How about that busy market yesterday? I bet you made a lot of good fucks-Damn!-Hey, you've got a hat on your dick!"

Smoothest pony alive.

"Blitz, how much did you see 'n' hear?" Applejack flatly asked.

"Well, now I know I have a really nice booty and lips, and you possibly have the biggest dick in Equestria that apparently accessorizes very well." I had to admit, his dick looked better in that stetson than I did. I pointed my hoof for emphasis, but exposed more of myself. It had obviously grabbed his attention.

"Aaand just what exactly were y'all doin' behind Cheryl, sugarcube?" he said while looking directly at my little problem.

"Cheryl?"

"The tree, her name's Cheryl. Now answer the question."

"Just making sure you didn't feel weird."

"By peepin' on me behind Cheryl?"

"No! By making applesauce with you behind, uhh, Cheryl."

"Did y'all just call masturbating, 'makin' applesauce?' Wait, no, I don't even care about that. Why in the wide world of Equestria did y'all think hoofin' yourself behind my poor apple tree would make me feel less weird?"

"Well, you were jerking off by yourself and I thought it was kinda lonely. So I would keep you company by jerking off with you...behind a tree you named Cheryl. This might sound a little weird when I say it out loud, but I swear it makes sense in my head."

Applejack stood there for a moment staring at me or through me. He blinked once, returning to reality, before turning around and saying, "Eeenope."

"Wait! Don't go! I swear I this'll make more sense eventually!"

I got up and started following him, when I noticed something sticking out of his tail hole. Well, first I noticed that his balls were huge. So that's another thing on the list of stupid Earth Pony genetics that's bigger than mine. But as I came closer, I noticed it was a stem and leaf sticking out of his butt. I had to make it up to him and the best way to do this would be getting whatever this is out of his butt. That made a lot of sense to me. I ran up to his rear and stuck my face underneath his tail and between those farm-work chiseled cheeks.

He froze on the spot. "What in tarnation?!"

Upon closer inspection of the leaf and stem, it had to be an apple lodged inside. If I just grabbed the stem, it would get plucked off leaving the apple behind. I needed to get to the apple inside, so I pushed my muzzle deeper into Applejack and slid my tongue inside to feel for it.

"Oooh dear Solaris!" He pushed his ass harder against my muzzle. Which was a good thing, because it made it easier to find the apple. It wasn't very deep. I kept licking at the smooth, fleshy walls of his tail hole in hopes of getting the fruit lose. It was good that Applejack had cleaned up before hoof. It was always a good thing to prepare for something to suddenly get stuck in your butt, like an apple or something. Applejack must have been pushing pretty hard with how loud and throaty his moans were getting. It really motivated me to lick and push harder.

I felt a wetness covering my hooves and pulled my tongue away from my important, life-saving work. Somehow my hooves were massaging the length of Applejack's now-stetson-less cock. Pre slicked my hooves. I wondered what it tasted like so I lifted them up to lick-

"If y'all fucking stop now, I WILL destroy y'all Blitz!"

So in awesome non-death-defying action, I returned to getting that troublesome apple out and making sure my best friend was comfortably not jerking off alone in a field. Made sense to me.

Returning my hooves to his stallion-hood, I could really feel the strength of it. It was hard like a diamond and impossible to hold still when it twitched. His balls were hard at work too. They were constantly contracting and relaxing. His apples were pumping out gallons of pre all over my hooves. I might have also gave them a lick and suckle and buried my muzzle deep in that musky sex scent. Maybe I took one juicy ball in my mouth and rolled my tongue around it. I might have enjoyed that delicious, salty sweat flavor and then did it again to the other one. It really helped the flow of pre, which helped make AJ's meat perfectly slick and smooth, which made it easier to make sure he didn't feel weird for getting off alone in an open field.

It was so slick; I could put my own cock next to his and we could be cock buddies. That'd have to be double not weird. He's not getting off alone in an open field, and I'm not getting off while watching my best friend in an open field behind a tree named Cheryl. I positioned myself a little underneath him and pushed his cock downward. It took a lot of effort, but I managed to wrap my forearms around each of our cocks and ground them together tightly. The friction between us felt like I was starting a fire. I heard another deep moan as his flare leaked more on my nuts when they bumped against each other. I might have moaned and added more bodily fluids to the mix, but that was what being cock buddies is all about. It was totally normal for two stallions to be cock buddies. You couldn't be cock buddies with a mare. And why not be cock buddies with my best friend? But elevating my friendship only solved one problem, I needed to focus on that apple bothering my friend.

The apple was close, now. It was at the entrance, or exit in the case of Applejack's rear and just needed a couple more pushes. I diligently worked my tongue around the entire rim, coating his plot-hole with a thick layer of saliva. Applejack grunted and heaved as the intruder was pushed a fourth of the way out. I decided that I should strike now and released our cocks from my grip. His cock hit his stomach with a loud slap and a stallion juice splashed on the grass below. I used my free hooves to grab his firm flanks and used my mouth to bite deep into the apple. Then I pushed him away and I tugged at apple as hard as I could. Applejack howled in what was probably not a very happy way, but I managed to force the apple from his rear with a satisfying popping sound.

"That HURT Rainbow!"

Nope. Not happy.

"Ermsurryafflejyak!" I spat out the offending apple. "But we got the apple out of your butt, Applebutt! Now you don't have to be mad at me. In fact, you don't even have to thank me. You're my best friend after all." I gave him one of my trademark smiles. The type that meant we ended the argument with a laugh and went out to play horseshoes or Appleball or something, but Applejack's face showed no mirth nor a desire to play Appleball.

"I told y'all, if y'all stop, I WILL destroy y'all. And then for some dag blasted reason, y'all stopped." His hard-on twitched accenting every testosterone-powered word.

"Uh, that's because I got-"

"Shut yer sexy mouth and turn around!"

I promptly shut my sexy mouth, losing my trademark smile, and did what I was told in more non-death defying action. I liked to reserve all my death defying antics for safer things like flying. Daring Doo re-enactmenting, and lion taming.

I felt his muscular forelegs roll over my rear, giving it a quick feel over before pushing my tail out of the way. He grabbed the insides of my cheeks with his hooves and pushed them apart. I could feel the open air flowing inside my exposed innards and had to open my stupid sexy mouth. "Uh, what are you going to do?"

My question was answered with a warm, wiggling tongue. He stopped for a moment and responded, "I'm going to destroy y'all."

Well, if this was what getting destroyed was like, then I would love getting destroyed every day. Though I didn't think I had any apples in my butt, but I did clean myself just in case. I was glad to know our friendship was strong enough to check up on each other in case we had apples secretly lodged in our butts or something. Made sense to me.

His tongue dug deep into my rear, forcing a more girly than normal moan out of me. I guessed his tongue being stronger and bigger than mine is another thing on the list of stupid Earth Pony genetics, but I let that slide as his tongue felt around every nook and cranny inside of me. His tongue massaged my prostate, sending my balls into overdrive, but then it retreated entirely leaving an empty feeling. Applejack's tongue slowly glided across my taint to my nuts. His dexterous tongue lifted both of them into his warm mouth and caressed them. The wet warmth stroking at the same time drove me crazy, but then he let out a low hum on my balls that caused my legs to give out. Applejack's strong hooves held my rear in place as I shakily got my front up and uncrossed my eyes. Fortunately, he released my balls from his mouth before I lost all control and pushed my cock backwards behind me. He dragged his tongued from my balls down my shaft, licking left and right all the way down. The pleasure was becoming too much and I let a super uncool squeak from my throat. I heard AJ laugh, but then he wrapped his lips around my flare and licked and sucked and pulled and holy shit, "I'm gonna cum!" Being destroyed was fucking awesome!

And just as soon as it started, it suddenly stopped. Applejack leaned on top of me. His entire muscular frame wrapped around me. His embrace was warm and strong, and the addition of neck nibbling to ear nibbling might have induced a moan or two. His member chilling between my legs next to my pink one was cool too. They were probably talking about hot mares or something in that funny penis-twitch language. If I ever needed a snuggle buddy, I'm sure I could upgrade Applejack to that. I felt a fore-hoof grab my rear and pull up while the other pushed my front down. The heat of his cock left from between my legs and then I felt a heavy pressure against my little pink tail-hole. He let go of my ear from his teeth and whispered, "Y'all ready to get destroyed?"

Before I could think of much, his pre-slicked, titanic cock slid its way inside me.

"Hot damn, yer tight!"

"Not tight. Too big." I barely shuddered a response as my brain was lost in a strange combination of pain and pleasure. He moved my insides around just by flexing his cock. I could feel every twitch and throb as it pushed my walls apart.

"Oh, well that's too bad, because we're just gettin' started. I'm only a quarter in, and I intend to be all the way by the time I'm done with you, sugarcube." Applejack began pushing more of his diamond-hard length into my poor ass. I could only whimper as he split my insides apart. I felt a bit of relief as the pressure relented for a moment. He pulled himself back to my entrance, but suddenly refilled me as he pushed more of his cock deeper inside me again, and again, and again. The thrusts were rhythmic and steady. Each one stretched my insides further apart. Each one forced a little more of that monster deeper into me. The slick noises of all the pre and spit grew louder as Applejack's grunting became wilder. I barely noticed my own sweat-covered body. Pleasure had taken over pain as each thrust pushed me closer and closer to release.

But then he slowed down. He changed to long, deep thrusts from his flared head all the way to the hilt. Each powerful strike shook my entire body. I felt his balls slapping against mine making me shudder and squirt pre. I turned my head around and saw a lump in my stomach grow when he thrust forward. His cock really had rearranged my insides. Cool. He filled me up entirely with all that stallion meat and emptied me when he left. He leaned into my ear and whispered, "You close?"

"Fuck yes..." I whimpered. I gasped as he grabbed my cock and ground it with his hoof against my stomach. He accelerated up to a breakneck pace in my ass. He pushed himself all the way to his balls and pulled out a couple inches before pushing himself back in.

He took his free hoof and guided my lips to his for a sloppy, but passionate kiss. He slipped his tongue into my mouth, and I let his tongue wrap around and dance with mine. His tongue was powerful and I couldn't really think straight. All I knew was that Prench kissing between two cock buddies was a normal and wonderful thing. It might have made sense except for the sensory overload of all these sensations. I had to break the kiss, because I felt my body coil up, ready for release.

"F-fuck, I'm coming!" I sputtered.

"Me t-too," AJ grunted back.

Every part of me went rigid, except for my wings which flapped wildly, as Applejack pumped hot streams of cum from my cock. My seed stained my chest and the grass below white. My vision blurred as I could barely comprehend all the pleasure I was experiencing at once, and my attempts at vocalizing it was best described as long strings of delirious profanity and moaning. Mostly moaning.

Applejack gave one last heavy thrust, pushing me into the semen covered grass, and came deep inside. Long, hot jets of thick seed quickly filled me and leaked from my abused plot-hole. Then he kept to coming. I couldn't believe he was still coming, there was no way his balls had THAT much. I shouted, "Put it in my mouth!" Thinking that I could make less of a mess if I just drank the rest of it. He pulled out, unplugging my ass and letting the fountain of cum pour from my gaping asshole. He shot a load onto my back, before he flipped me over. He shot another load on my chest before rushed to shove his flare into my mouth. I stretched wide to cover his huge flare with my lips as another load struck against the back of my throat. I gagged, but tried to gulp down the rest of his apple flavored seed. After one taste I wouldn't dare waste another drop, so I wrapped my tongue around his flare and my hooves around his shaft. I tried to pump what was left of his balls into my mouth. There were a couple of creamy mouthfuls left and I savored every drop. A good cock buddy never let anything go to waste.

Applejack kept pumping me with his hooves, squeezing what little was left in me. He pulled my still stiff length upward and dragged his himself above it. Then he dropped down. I felt the hot walls of his ass surround my entire cock, squeezing and pushing against it. I curled up and I somehow came again inside of him. It was a small load, but it caused Applejack to moan and squirt another stream on my chest.

I wanted to scoop some of the delicious apple seed from my chest into my mouth, but I was just too sleepy. Applejack showed his exhaustion by passing out on top of me with my cock still inside. I could feel my own semen leaking from his ass on to my balls. Unfortunately, he weighed a lot more than I did, so I couldn't move his stupid Earth Pony genetics off my tired body. I decided to upgrade him to cuddle buddy to take advantage of the situation and turn this into a sticky mid-afternoon sleepover. I gave him a cuddle buddy kiss good-nap and passed out.

"And that's how were here now," Rainbow Blitz stated matter-of-factly while he raised a cuffed hoof to point to the jail cell they were sitting in.

"And public indecency is against the law," a pink policemare added.

"We were on private property!" Applejack exclaimed, also wearing cuffs, while he banged on the blue cell bars.

"Private property that was still in public eye. We only know about this because of an anonymous complaint."

"It's my land and if I wanna fuck my boyfriend until we pass out in a cum covered mess, then that's my right as a tax paying Equestrian citizen!"

"Boyfriend?!"

"Damn right you're my boyfriend after that!"

"Dude, I'm totally not gay."

"Blitz, are you still in denial?"

"I don't know what you're talking about. We just had completely straight, pleasant exchange of stallion bonding."

"That story didn't sound anything like a straight bonding experience," the policemare interjected as she adjusted her collar and coughed.

"I know! Blitz just doesn't want to admit that he likes it in the butt, because he thinks it makes him seem girly!"

"I'm the stallion-ist stallion in Ponyville." Blitz looked away with a huff.

"Will you both just shut up!" A lavender alicorn raised his hooves to massage his temples. "Ugh, how much is parole?"

"Yes, Prince Dusk Shine, you may simply issue a royal pardon, your highness."

"I know, but how much is the parole for this."

"I apologize for over speaking, your highness. It's 400 bits in total."

Applejack and Rainbow Blitz both shied away from making direct eye contact with their furious friend as he pondered the best way to deal with this situation.

"I told y'all we shoulda got Elusive to take care of this."

"Are you kidding me? Think of all the crazy rumors he'd start telling! I don't care if he'd never ask for the money back, I don't want him adding more fuel to the fire that I might be gay."

"Sugarcube, the entire town already knows your gay."

"Shut up! I can't believe you perverts! You two just can't hold it for two seconds. You know how much damage control I'm going to have to do now? You know how much I hate censoring the local media, but if word got out that the elements of harmony are a bunch of sex crazed exhibitionists, do you know how much that would hurt Prince Solaris' image!? Do you understand how disappointed he would be if he knew I had such depraved friends?!"

A series of frustrated, unintelligible grunts and sounds left Dusk Shine's mouth ending with the jail cell being ripped open.

"Royal decree to transfer of issue of punishment to me, Prince Dusk Shine. This is verbal law!"

"You can do that?" Both Applejack and Blitz asked in unison.

"Umm, yes sir, though I could have opened it for you," The policemare nervously responded.

"Both of you are coming with me to the palace." Dusk's unicorn horn glowed a light purple and surrounded AJ and Blitz in a similar light. They were lifted against their will and floated out of the broken jail cell. They struggled to get back to solid ground, but the angry prince pulled them along outside the police station.

"W-wait! Your highness! Those hoof-cuffs are police property!"

His frown slowly turned into devilish grin and his eye twitched a little.

"Don't worry, I'll return them. I just need them for right now."

Applejack and Rainbow Blitz looked at each other knowing this might be the last day of their lives as Dusk Shine carried them to his palace on the edge of Ponyville.

Author's Note

Oh wow, you actually made it through? I hope you liked it, maybe if it wasn't sexy, at least I hope you found it funny. Like I said in the description, this is my first fanfic and first clopfic. Please let me know what you think in the comments below. Criticism is encouraged.

Chapter 2 - Dusk Shine Teaches Them a Lesson

Are You Happy to See Me or is There an Apple in My Butt?
Dusk Shine Gives a Lecture

A stallion on a mission.

With a gaze full of fire and steel.

Not even the deepest, darkest horrors of Tartarus could have stopped him.

These were words one would have used to describe Dusk Shine as he pulled Applejack and Rainbow Blitz through the Ponyville Market Square. However, words were definitely not said as nopony was dumb enough to talk to a pissed-off stallion that could lift ursa ~~majors~~ minors.

"Oh wow! Are you guys gonna have a party?!" a pink, dumb-enough pony yelled as he literally exploded from Sugarcube Corner. He landed in a heap in front of Dusk Shine causing him to jump back dropping Applejack and Blitz.

"Whoa! Bubble Berry! That was awesome!" Blitz admired the remains of a smoking cannon hanging from the window above them. Debris of glass and wood sizzled around them from the window above. "You totally exploded from the second story!"

"Just getting some kinks worked out of the new Party Cannon MK. III! It's shown some pretty 'explosive' results!" Berry paused to giggle at his own pun. "Thanks for Mechanical Machines and Contraptual Concepts, Dusky, it's been a really great read!"

"Berry, if ya'll don't see me again, tell Missy Mac she was the best big sister I'd ever had and-"

"I didn't say you two could TALK!" Dusk interrupted with a stomp of his forehoof. The cobblestone below his hoof shattered and crumbled as he ground his hoof into it. Blitz and Applejack scooted back a bit.

"Aww, you seem a little cranky-wanky, Dusky-Wusky, like more cranky-wanky than usual." Bubble Berry was quick to invade Dusk's personal space. "Does somepony need a huuuug?" Bubble Berry asked with a sing-song voice. The smell of burnt fur made Dusk cringe as Berry delivered his usual 'cheer and light-hearted obliviousness' package by hugging Dusk before he could respond.

"No thank you, Berry." Dusk pushed Bubble Berry away. "We're not having a party. I'm administering royal punishment." Dusk wiped away black soot that Berry had left on his hug-zone.

"Well, I got destroyed yesterday. How bad could royal punishment be?"

"NO TALKING!" Dusk responded to the stupid question. He flicked his horn and surrounded Blitz's muzzle with a glow of purple light. A zipper appeared in a puff of smoke on his lips and pulled itself together, muffling his protesting to murmurs. Applejack preemptively sucked his lips inward and bit tight to hold back the urge to say anything.

"Oooh, that sounds pretty important! Can I help?" Bubble Berry asked as he shook himself clean of the burnt remains on his coat and mane.

"Sweetie, what's that smell? Is tha-a fire! Oh dear, Solaris! Honey, get the kids! Bubble Berry, there's a fire! Call the Fire Department!" A stallion's panicked voice rang through Sugarcube Corner with the sound of galloping hooves.

"On second thought, I think I need to clean up my toys before I go play outside," Bubble Berry said sheepishly and bound back into Sugarcube Corner. "I got the fire extinguisher!"

"Uhh, shouldn't we help them?"

Dusk flicked his horn and another zipper replaced Applejack's mouth. The pissed-off prince ruffled his wings and with another glow of purple resumed dragging Applejack and Blitz towards the palace on the other side of Ponyville.

After about half an hour of awkward stares and raised eyebrows, they were inside the new palace formed outside of Ponyville. It had been a couple of years, but it still held that fresh magically sprouted from the ground by the power of harmony and friendship scent. It was similar to lemons. Dusk shine trotted towards the main throne chamber with the six thrones of harmony carrying his two now sleeping friends in his magic.

"Barbra!" Dusk Shine yelled.

"Yeah?!" A young feminine voice responded. The sound of scampering feet followed shortly.

"Come over here!" Dusk Shine reached into a box on the left of the room and pulled out a brown bag and a large black tome.

"I'm coming!" a small purple dragon with soft green spines jogged into the main hall.

"Barbra, here's your allowance. You've been a good assistant this week so take the rest of the day off and go have a sleepover at Elusive's or something. I need the palace to myself for the rest of the day." Dusk Shine dropped a small sack of coins into the dragon's claws.

"Whoa, this has to be double my normal allowance!" She weighed heftier than usual sack by tossing it in place. "Do you need me to do anything before I go? Like take these bozos outside?" She pointed to the sleeping Applejack and Blitz.

"No, no, I'll handle them. Now go out and have some fun." Dusk Shine pointed towards the exit with a smile.

"Umm, okay, thanks a lot." Barbra began to turn around, but paused. "Wait, what are you going to be doing?"

"Uhm, whatever do you mean?" Dusk Shine's composure slipped slightly and it was all Barbra needed to see.

"You've got something sneaky planned, don't you?" she asked.

"I don't know what you're talking about. I'm going to be performing an experiment with Rainbow and Applejack." Dusk Shine may not have been the element of honesty, but his poker face was far from decent as Barbra's green-eyed stare pierced Dusk's miserable facade.

She smirked, "Okay, but you don't mind if I ask for a little more time off tomorrow do you?" Her smirk transformed into a predatory grin. Dusk could see it in her eyes and understood he was now at the mercy of a 13 year-old.

"Yes, that's fine! Now please let me get to work."

Dusk Shine raised an ear as he withdrew a purple tome from the box. He listened to the the patter of feet on crystal floor and mischievous giggles become quieter and quieter until the slam of the palace door brought a wide grin to his face. He turned his attention to the two ponies laying in the center of the room. "Aww, the poor babies fell asleep," he said sarcastically. He pulled a candle on the right side of the room like a lever. The sounds of rotating gears and metal on metal emitted behind the bookcase in front of him.

"..."

The bookcase remained in place, while the wall had clearly rotated away from it. Torch-light flickered behind the bookcase, illuminating an otherwise dark, winding stairwell. Dusk put a hoof to his face. "Okay, maybe I should have adhered the bookshelf to the rotating wall after all." With a shrug of his wings, he stood by the two sleeping ponies, and they disappeared as Dusk released a bright flash of light from his horn.

A soft, groggy moan reverberated in Rainbow Blitz's throat. He could feel his a rolling sensation traveling across his lower regions. He was definitely erect and could guess he'd been stiff for a long time. His balls were caressed and gently squeezed. He could feel cool air on his stallion-hood as pre-cum was slowly rolled back and forth by some force. He twitched and thrust his hips a little, but there was no warmth of lips or hooves. He slowly lifted his head to look around and blinked his eyes, but noticed everything was black.

"Am I blind? Oh crap I can't see!"

"No yah dern idjit-Oh Damn!" Applejack was interrupted by a wave of pleasure but continued, 'Y'all got a blind-fold over yer eyes."

"Oh." Blitz tried to lower his hooves to take the blindfold off but realized that he was hanging by his forelimbs. The soreness of his hooves told him that he was still in the hoof-cuffs from jail earlier this morning. He struggled to move around and felt his lower hooves were tightly chained down. Dangling in mid-air with a hard-on, Rainbow Blitz did the one thing he was really good at and realized that his wings were also bound tightly to his midsection with more chains. He shook and wriggled, but the laughing clinks of metal chains left him defeated. Rainbow Blitz decided to use the other thing he was really good at.

"AJ, I think I'm stuck, a little help?"

"Sorry pardner, but I'm stuck too."

Blitz felt somewhat helpless. Maybe if he struggled hard enough, he could break these cuffs, but the patient stroking motion grew tighter and faster causing Blitz to moan in surprise. He tried to move his hips to pull himself away from the sexual hold, but could not shake free of its tight grip. His penis was completely locked in place. Another force pulled downward on his balls, causing his legs to cross involuntarily. A mixture of pain and pleasure arose as his testes were held tightly and tugged and then released, only to have the entire process repeat itself. A squirt of pre-cum hit the ground below as the forces on his body became more aggressive. A series of grunting and panting sounds to his right gave the impression that Applejack was suffering a similar fate, but Blitz's train of thought was quickly derailed again as the entity attacked his cock head by rubbing in tight quick circles. It was driving him crazy as he desperately thrust his body to feel no warmth or pony behind it. He could feel his body coiling up and his balls aching to release as his climax neared, but right before the sensation of release he stayed there. It was a hellish pleasure. His body twitched all over, waiting for the delicious signal of orgasm. His hooves curled up and tongue was bit tightly. He tried to thrust his hips again, but he still locked firmly in place as the carnal forces worked on his sex. He was stuck in sexual twilight.

"Aaaaaah, AJ! I'm so close, *pant* but I can't cum!"

"Me *grunt* tooo, uhh!"

The grunts and moans of two horny stallions echoed in the room, but then a set of hooves clacking against the ground and a laugh began to grow.

"I see you're enjoying my punishment." Dusk Shine's voice had taken a dark, commanding tone. "I hope this will be a good lesson for the both of you." The forces on both of their sexes grew even stronger, causing them both to moan in pleasureful agony. "It's a combination of spells I've discovered." The sound of a tome hitting the floor and ancient paper sifting filled the room. "I'm not going to explain all the technical details. It would be lost on someone not experienced in Magic Theory, but I'll simply tell you. You're not going to come until I say so." Dusk re-enforced his statement by adding another sensation around the rim of Blitz's rear entrance. "So I hope you learn something from this." And the force plunged deep into him.

Blitz gasped deeply as another thick jet of pre shot out of his throbbing, stallion-hood. It was too much as his tongue lulled out of his mouth. The force in his rear, while no-where near as big as Applejack, glided forcefully and pushed his entire body upward every thrust with more power than Applejack. Every ram into his ass drew a girlish moan from his throat and a squirt of pre from his cock, but he continued to be stuck at the edge of orgasm.

"Aw, is the poor baby going to cry?" Dusk Shine mocked, watching tears roll down Rainbow's blindfolded face.

"I'm, I'm not-! Oh please let me cum Dusk Shine!" he bawled back.

"Mmm, maybe. Applejack is being such a good boy, accepting his punishment."

"Let us both cum! I don't care! Just stop, please please-ooooooh!-please!"

Rainbow Blitz felt his restraints loosen and the forces leave his body. He then suddenly fell to the ground. He took off his blind fold to see Applejack was released and had done the same.

"Maybe if you entertain me enough, I might let you cum. Applejack, show me how you work that huge cock."

Before Rainbow could steady himself, an orange train bowled him to the ground on his back. Applejack was burning hot and smothered Rainbow with molten hot kisses and licks. His sweaty musk alone sent Rainbow's eyes rolling back as AJ made a trail of saliva down his lips, neck, chest, stomach and inner thigh. He returned to his normal path by dragging his tongue up Rainbow's pink shaft, finally giving him the warmth he'd desired as he shot another squirt of pre. Applejack wrapped his lips around Blitz's cock flare and swirled his hot tongue on it, slipping to the center and pushing in the piss slit, until Blitz screamed. Applejack quickly released his flared cock and shoved his muzzle between Blitz's toned cheeks. AJ buried his nostrils in Blitz's balls, sucking in the musk of sex, and pushed his tongue far inside of Blitz's rear, lubing it with copious amounts of saliva. Blitz was beyond his limit and laid limply as he endured all the pleasures forced into him. AJ retraced his love trail back up to Blitz's lips and pushed his head into AJ's for a long, sloppy kiss while positioning his cock on Blitz's gasping tail-hole.

Dusk Shine's eyes widened as AJ pushed the entirety of his cock into Blitz. Blitz limply wrapped his legs around AJ trying to pull him deeper and closer as his rear contracted around the burning-hot intruder trying to do the same. They both moaned into each other's lips and AJ quickly picked up his pace. Blitz could feel hot spurts of pre on his anal walls as AJ's desire to release his hot seed grew more intense. AJ broke their kiss, a long bridge of saliva breaking from each other's lips and pushed up Blitz's hips higher so he could ram his stallion-hood faster against Rainbow's slick inner walls.

"D-damn it, Dusk! Let us c-cum! This is just too much!"

Dusk had to admit. The primal sex unfolding before him was extremely entertaining. His wings were fully erect and so was his stallion-hood, but that alone would not be enough for their punishment. "No, I don't think you've earned it. In fact, I think I should just leave you like this until next morning." Dusk began to pace in circles, "You two just don't get it. The way that little scandal out there could have cost Prince Solaris' reputation. I am the royal protege of Prince Solaris. You are two of my closest friends. So important to me that the bond we form is a primal force of magic known as the Elements of Harmony. If the public were to figure out that part of the key to saving Equestria were two gay colts that just fuck each other's brains out in public!." Dusk's eye twitched and stroked his tail. "Prince Solaris would have to disown me! He would revoke my crown and lock me away in a dungeon on the moon! He would-"

Before Dusk could continue Applejack tackled him to the ground. "RB! Help me out!" Applejack called out to Rainbow. A purple light began to glow from Dusk's horn, but Applejack quickly wrapped his mouth around it and suckled hard. Dusk's eyes crossed and moaned at the wet sensation wrapping around his horn, easily losing his concentration and dropping the magic gathered. Dusk limply tried to push Applejack away, but his Earth Pony genetics were way too heavy.

Rainbow refocused his eyes and regained enough sensibility to shamble over to Applejack. "But my dick hurts."

"Don't give up on me now, Blitz." AJ paused to push his mouth all the way to the base of Dusk Shine's horn, swirling his tongue on every groove before coming back up. "If we're gonna come, we need to fuck Dusk Shine until he can't hold that hex on us anymore."

"How'd you figure that out?"

"I don't know. I just want to shut him up, and I'm horny enough to fuck his ass."

"Sounds good to me. Wait, damn it, his dick is bigger than mine too."

"Shut up and suck'm dry!"

And with a second wind Blitz hungrily dove down on Dusk's larger-than-his stallion-hood. Dusk was not as thick as Applejack, but just as long. It was somewhat regal and elegant, though black and not pink like Blitz's. Blitz could feel Dusk's pounding heartbeat through his flesh as Blitz's lips glided down it's length. He rolled his tongue all around, lapping at every inch to savor that feeling of hot cock in his mouth. Dusk tried to cover his mouth with his hooves, but the moan was still audible through his throat. Blitz only made it about halfway, reaching Dusk's medial ring, before gagging and retreating to the tip.

Applejack got an idea and pulled Dusk's back on top of his chest. He resumed sucking and licking Dusk Shine's horn from behind him, but started applying pressure to Dusk Shine's black tail-hole. Rainbow saw what AJ was attempting. AJ's monsterous cock was too big for such a fresh hole, so he and added his tongue to the mix. He rolled it along the underside of AJ's throbbing cock until he reached the rim of Dusk Shine's ass. Blitz traced the sides of the hole, making them slick and moist and then pushed his tongue in.

"Fuck!" Dusk Shine burst out.

Blitz and Applejack grinned and Blitz pushed deeper while Applejack pushed harder. Blitz's tongue danced between AJ's cockflare and Dusk's tailhole. Both giving moans of approval, before AJ's entire head penetrated causing Dusk to cry out in pleasure.

Blitz got a wicked idea and shoved his cock between Dusk's open lips. Dusk's sex addled brain was lost in pleasure and he accepted the stallion meat that forced its way onto his tongue. Blitz let out a deep sigh as Dusk's warm mouth swallowed and sucked at his length. Blitz then leaned over, putting his light pegasus weight on Dusk and Applejack, and wrapped his lips around the prince's cock. Blitz bobbed his head on Dusk's meat and thrust his hips into Dusk's mouth. His balls bouncing on Dusk's nose, filling Dusk with the musky scent of sex.

Applejack continued to push into Dusk's tight entrance. The lubricant provided by Blitz helped make it smooth, but it still required a lot of effort as Applejack felt his cock push more of Dusk's innards around. Dusk's walls constantly squeezed and pushed at the invader, but every relaxation of his tail-hole muscles the cock pushed in deeper until he reached the hilt. AJ slowly retracted himself until the tip and filled Dusk up again. Dusk moaned into Blitz's cock and squirted a salty load of pre into his mouth. Blitz watched AJ's giant cock quickly build up in pace, reaming Dusk's ass. His balls flapping up and down as the force caused his entire body to quake.

Blitz could no longer feel Dusk's tongue or lips on his member and turned to see his eyes crossed and rolled back. Blitz smirked and got off of Dusk as another wicked idea struck him. He re-positioned his slicked cock and placed it by the ramming piston of Applejack's. Applejack looked over and saw Blitz's grin and stopped. Dusk came to a bit and noticed he was only having his horn sucked when he felt two pulsing stallion-hoods on his tail hole.

"W-wait! I there's no w-AH!"

Blitz could feel the twitching of Applejack inside the far too stretched walls of Dusk Shine as they both pushed themselves until they're balls were rubbing against each other. They both flexed inside of him, drawing a whimpering moan. Blitz pulled himself back, grinding the underside of his cock against AJ's, and pushed himself back inside. AJ did the same at the opposite time, making an engine of raw fucking as they worked to build up speed. They ground themselves back and forth against each other as hard as they could, using the soft walls of Dusk's ass to hold them together.

"Oh Solaris, stop, please." Dusk cried.

"Can't. Stop. Until. We. Cum," Blitz replied. Each word accented by a powerful thrust, that forced more pre from Dusk's leaking cock. Applejack nodded to Blitz as they picked up their pace. Blitz used his flexibility to bend over to suckle and roll his tongue on Dusk's cock head while continuing to fuck him, while Applejack deepthroated Dusk's long horn, bobbing his head in rhythm to his thrusts. Heated sex covered Dusk's entire body. Sweaty bodies ground against him and pleasured every angle.

"Holy fuck, I'm coming!" Dusk screamed as jets of hot milk struck the back of Blitz's throat. He quickly slurped and sucked as much of Dusk's pent up balls contained, guzzling pint after pint. Dusk thrust his head upwards as his horn glowed bright white and fired raw magic into the ceiling.

Blitz and Applejack slowed to watch the the amount of raw power flying from Dusk, but then felt a strange sensation lifting off of them before their cocks violently released their loads into his Dusk's broken tail-hole. They cried out in the intense pleasure of finally achieving release. Both of their seed mixing together and over flowing onto the floor. A huge pool of stallion milk drenching AJ's legs. Blitz's legs collapsed on top of Dusk as Dusk's last spurts of hot jizz spread itself between their chests. Dusk finally stopped screaming, with the last of his magic sputtering from his horn and collapsed back onto Aj's chest.

Blitz leaned over Dusk to kiss Applejack and said, "Totally not gay."

"Whatever, sugarcube," Applejack responded with a smile and pulled him in to deepen the totally-not-gay kiss.

"Aww, you guys did have a party with out me."

"Huh?" Both AJ and Blitz looked around for the source of the sound.

"If you guys wanted to have a party just for three, I would have been okay if you just told me," Bubble Berry said with tears in his eyes. "But lying to your friends isn't very nice, especially when one of them is supposed to be the element of Honesty," He said as he walked down from the stone stairwell. Bubble Berry's main was flat and dull, unlike the bouncy bright pink fuzziness it usually was. "Don't worry though. I know exactly how you can make it up to me." His tone lowering with every word, but with an ever widening grin. "I know you'll love every bit of it," He whispered into Blitz's ears as he pulled out the slightly burnt copy of Mechanical Machines and Contraptual Concepts. In a flash, Berry bashed him over the head with it with a loud thump, then Applejack, and finally Dusk Shine. Bubble Berry tapped their heads to make sure they were unconscious. Feeling they were out cold, he dragged their limp bodies up the stairwell one-by-one and whistled casually as he worked.

"Don't worry, you'll see what happens next chapter. When you learn not to cross Bubble Baxter Berry."

Author's Note

Thanks for the words and the thumbs (for a first time fic, getting more green than red is great to me). I'll keep working at not sucking and figuring out how to be funny and sexy. I hope this is better. I pushed the comedy and sex further apart so it could build and not be interrupted all the time by a cheap gag. Though I feel the threesome was pretty clumsy in third person. I might stick to first person for the next chapter as it's pretty obvious there will be more group sex. I know there are great ways to do it, I'm just not good enough yet. Criticism is encouraged as always

Chapter 3 - Bubble Berry Shows Sharing is Caring

Are You Happy to See Me or is There an Apple in My Butt?
Bubble Baxter Berry Shows Sharing is Caring

"Whoa, what happened?!" Barbra asked aloud. She slowed her pace to a stop and gazed upon the charred remains of what was once the second story of Sugarcube Corner. She looked down to see glass and wood frame work smolder around her feet. She lifted her foot and saw glass embedded around her tough scales and brushed them off. A silent fire truck was parked in the center of the road with a loose hose strewn about the ground. A small crew of fireponies examined the area while a pink policemare questioned a smiling Bubble Berry with a smoking book on his back and fire extinguisher in his mouth.

"Okay, let me set the record straight. You left at least 25 electrical 'party related' appliances on the same electrical outlet through a series of interconnected power splitters. Fired an experimental weapon that you call a 'Party Cannon' using illegally purchased gunpowder in a firearm restricted district. The negligent combination of these caused an electrical fire that threatened the lives of two small children. And to top it all off you're trying to bribe me with this cupcake." The policemare held the plastic baggy containing the incriminating cupcake in her hoof in front of Bubble Berry's nodding head. "And this is not a joke?" Berry continued nodding his head with his cheery, full smile demeanor.

"I'm sorry, Bubble Berry, but I'm placing you under arrest for unauthorized ownership of explosive material, endangering the public via negligent operation of a lethal device, and attempting to bribe a Police Officer." Bubble Berry's head instantly stopped nodding and dropped the fire extinguisher with a loud clang. The policemare reached for her hoof cuffs with her mouth, but by the time she turned around she saw Bubble Berry running off towards the Everfree Forest.

"I can't do another 3 months in the slammer! They'll eat me alive in there!" He yelled while the slightly burnt book on his back bounced with his gallop.

"Ugh, and I was hoping this would be easier than the last time." And the pink policemare gave chase. "Halt! In the name of the law!"

"Oh great, another mess Dusk Shine and I are going to have to clean up." Barbra rubbed her poor aching temples as the headache set in. "What's worse is that I don't even get to have my weekly sweet binge. How am I supposed to get through the weekend without my sugar rush?" She sighed and gazed down the road. "But at least I can get my eyes full of hunky stallion," she giggled to herself and skipped down towards Elusive's Boutique.

It was a long walk to the Boutique. She took a leisurely pace to take in the clean spring air while she thought of what she would talk about once she reached Elusive's. She was stopped by the Cutie Mark Crusaders as they told her about their latest tree-sap-covering adventure, but had to refuse the opportunity to join them for their camping trip this weekend in the White-Tail Woods. Roasting marshmallows by the campfire sounded nice, but sometimes those boys were just too crazy. It didn't help that they were also a couple years younger and a lot less mature. The sun had reached noon when she saw the purple top of Elusive's home.

When she arrived at the door, she stopped herself and quickly checked her appearance. She smoothed her spines and sniffed her peppery breath for offending odor. Satisfied with her appearance she mentally prepped herself as she raised her closed claw to the door. 'Okay! Just be cool and smooth! Hello, Elusive, is that a new cologne you're wearing? It smells divine, can you hold me in a gentle embrace that would let me become lost in that scent and let me stare into those beautiful, blue eyes, like diving to the deepest depths of the ocean and finding the treasure was the journey itself and then let me touch that perfectly groomed mane that sparkles so radiantly in the sunlight and oh Elusive! You're so refined and gentlecoltly, please just whisk me away and make me your princess!'

"Ehem-Your highness, if you would like, you may enter." The sound of gracefulness danced in Barbra's ears as the glass of her dignity fractured.

"I just said all of that out loud, didn't I?" She dropped to her knees. The weight of her embarrassment growing too heavy to stand.

"Maybe, but that's okay." Elusive held a gentle, sincere smile as he stroked her spines.

"I'm such a dork," She slapped her palms to her face.

"Now now, none of that non-sense." Elusive gently lifted his hoof, guiding Barbra's eyes into his. His reassuring smile and gentle gaze stifled Barbra's tears and he said, "A lady never wallows in, whatever you're wallowing in."

Barbra averted her eyes, "I think it's self loathing."

"Well loathing isn't very lady-like, especially of the self variety. Let's just not speak of this again and start over. Ehem." Elusive span in a tight circle head pointed high and came to a stop in front of Barbra. His face carried a puzzled expression that turned to surprise, then joy as he said, "Oh! Good day to you, Lady Barbra. Please come inside, I have some tea ready. If you'd like, we could have a little tea party."

She quickly recomposed herself and responded with, "I'm thirteen, not six." She wiped the remnant of mistiness from her eyes and entered Elusive's home.

"Well, I'm twenty-one and I love tea parties. Now come come, I don't think you've come all this way to stand outside and admire the flowers." Elusive ushered Barbra in, directing her towards the kitchen. "Even though they are quite lovely, aren't they?"

The kitchen table was prepared with a very expensive looking tea set. Finely crafted and detailed gold fringed cups and plates sat neatly organized, though the plates were noticeably snack-less. There were two chairs with delicate, purple cushions. Elusive used his magic to retrieve another chair from the closet and placed it by the table next to Barbra. She sat on the seat and was gently settled in.

"Thank you, Sir Elusive." She tried to stifle a giggle.

"Of course, Lady Barbra. Though, you'll have to pardon me. Your wonderful company was not expected." Elusive poured what smelled like a mint tea as he took his seat. "I had arranged to meet with Butterscotch, and he's normally quite punctual." Elusive paused to look at the clock on the wall and lost his playful demeanor as a concerned look took place. "But today, he's almost two hours late. We're supposed to be at the spa relaxing from a hard work week by now and I'm quite worried. He has never missed one of our get togethers and I'm still hoping this won't be the first." He paused and scratched his chin. "He said he would be visiting Bubble Berry to bring some of those delicious strawberry scones that Berry made for our last brunch." He leaned in to whisper with a sly grin, "But between you and me, Butter's been hitting the sweets a little too much and has become a little soft."

He winked with a chuckle, and Barbra couldn't help giggling back. Then a knock at the front door caught Elusive's attention. "Oh, I hope that's him. If you'd like, Barbra, I would enjoy having you accompany us. The more the merrier, they say." He trotted quickly towards the door, but lost his enthusiasm as a disheveled, pink policemare covered in twigs and barbs stood where a much cleaner, yellow stallion should have been.

"Mr. Elusive?" she asked, trying to recover her breath.

"Um, yes, ma'am, how may I assist you?"

She paused and took a deep breath. She pulled a notepad from her shirt pocket and placed it in her hoof. Her eyes stopped on the remainder of tree branch on the notepad and decided to ignore it instead of removing it from the spiral rings. "Sir, you're friends with a pink stallion named, 'Bubble Berry', correct?" Her tone had lost most formality and gained an impatient terseness.

'Oh dear, what have you gotten yourself into this time.' He slicked his hair back disguising the removal of sweat from his nervous brow and responded, "Uh, yes?"

"When was the last time you'd seen Bubble Berry?"

'Mmm, when was the last time I'd seen him?' "Probably last week at a small party we had between friends."

"Did you know that Bubble Berry had a weapon that he called a 'Party Cannon'?"

"Wait, weapon? It's merely an extreme party decoration device. Eccentric, yes, but effective."

"Well, it's an eccentric party decoration device that used unauthorized gun powder in amounts that would create enough force to launch objects at lethal speeds, classifying it as a deadly weapon. That requires a permit. He also nearly burnt Sugarcube Corner down with it."

"What?!" Elusive's body grew tense as a million horrible thoughts ran through his mind and immediately jumped to the worst possible conclusion. 'Butterscotch, were you caught in that fire? Burning to death in horrible skin melting heat. Your beautiful passionate being scorched to ashes!' Tears built and flowed down his cheeks as his thoughts ran deeper down a darker path.

"Is Butterscotch okay?!"

"Wha-who?"

But before she could inquire any further, Elusive burst from the doorway, tears streaming down his face, towards the remains of Sugarcube Corner. "Please forgive me, Butterscotch!"

"Sir, wait!" The policemare tried to give chase but ended up falling flat on her stomach with a puff of dust. "I can't do it anymore."

Barbra stood by the doorway and looked down at the miserable policemare.

The poor pink pony thought out loud, "I should've just listened to Mom and became a gardener like her."

"Um, hello there?"

"Wha-huh? Oh shit-I mean." She scrambled to get up and wiped her self clean of dirt and her mind clean of poor life decisions. "You're Prince Dusk Shine's assistant, Barbra, right?"

"Yes."

"Okay, tell Dusk that his friend, Bubble Berry, has a warrant for his arrest. He was last seen heading towards the Everfree forest, if you see him alert us. I'm too tired for this crap."

"Uh, okay. Wait, is Butterscotch okay?"

She signed before replying, "There were no casualties reported and the fire didn't reach past Bubble Berry's room. So I'm going to say Butterscotch is fine. I haven't seen him all day, but right now I just want to go home. Everypony is out on vacation except for me and all this paperwork is killing me. The addition of your friends deciding to go nuts this weekend isn't helping." The policemare turned around and drug her hooves forward towards the Ponyville police station.

"Sorry, but thank you for your hard work!"

"Meh." The policemare shook her head free of a couple twigs and continued her plodding pace.

"Wow, that was weird." Barbra looked back inside the Elusive-less boutique and continued, "And this is depressing. No sweets and no stallions. What's next?" She took a couple steps out of Elusive's shop to see the progress of the sun. "Well, it's only a couple hours past noon. I'm sure there're plenty of things I can do. I should probably lock up the boutique though."

She heard a click behind her and turned around to see the door had closed. She raised a claw to give the door a push, but it would not budge. "Don't tell me these are one of those stupid automatic locking doors." She pushed again and harder and kicked and shoved and rammed and begged, but it was no use; It was one of those stupid automatic locking doors. "And of course I left my allowance bag inside. Of course, I am such a dork! I hope Elusive has a spare key or something. I can't begin a weekend like this."

So then she went back to Sugarcube Corner, trying not to think about how things could get worse as they always seemed to find new ways to surprise her.

***

When she arrived at Sugarcube Corner, she saw yellow tape stating, 'Do Not Enter!' surrounding the building's outer perimeter. She saw pink figure was definitely not obeying it and sneaked around the alleyway beside Sugarcube Corner. 'Well if everypony's doing it,' she thought to her self as she joined the exciting world of tresspassing and ducked under the tape.

The pink pony opened a side entrance to a cellar with a key. It must be Bubble Berry, although his coat and mane seemed flat and lacked his usual Bubble-ly trait. He entered the cellar, but after a couple minutes a bright pink pony stepped out of a parked wagon with a big heavy bag.

"Fuck," he said in a cheery voice.

It was Bubble Berry? 'Okay, now I know some weird things happen whenever Bubble Berry is involved, but something fishy is going on,' she thought to herself. Barbra crawled behind a nearby trash can to get closer. She took another look and noticed that Bubble Berry was very excited. This was normal, except when a bouncing black stick in the crotch region was very excited too. She retreated quickly, covering her eyes. "I really didn't want to see that." She decided that listening would be just as good as seeing and heard the large bag was dragged down the steps with loud thumps. Barbra began to stand up, hoping to inspect the cellar when she heard more hooves exit the wagon.

"Fuck?" A cheery question.

"Fuck!" A cheery response.

It sounded like two ponies. Maybe not the most intellectual discussion, but still they were two ponies. She heard two more heavy bags hit the ground and were being dragged towards the cellar. She had to see who these ponies were. Something wasn't right. She peaked again and her eyes widened. 'Two Bubble Berries?!' she screamed mentally. And of course she had to notice that they too were just as excited. 'Two more dicks I really didn't want to see!'

"Okay, something really bad is happening. This is like all those crappy changeling propaganda movies, I gotta warn Dusk Shine!" she whispered to herself.

She waited for sound of the cellar door closing and sprinted towards the prince's palace.

***

"Uhhh," Blitz groaned. "Where am I?" He groggily opened his eyes to see very little. It was dim with small candles lighting the large room in spots. He could barely identify a couple bags of sugar and barrels of some sort off into the corners. He leaned forward to see more, but felt his body was restricted by some metallic objects surrounding his hooves. He was hanging by his forehooves in mid-air, but there were supports holding his waist, neck and rear hooves. "Oh not this crap again!"

"Well maybe if you Greedy-Mc-Horny-Pantses would've invited me, it wouldn't have to be an again!" a grim voice echoed throughout the room.

"Bubble Be-rry!" Blitz's question quickly escalated in pitch as he felt something hard and slick split his cheeks and buried itself with no warning at all. The sounds of gears winding up and pistons releasing filled his ears as the intruder pulled itself back and quickly rammed back up his unsuspecting rear. He looked down to inspect the invader between his legs and saw a long, thick, metallic rod attached to a confusing series of gears and pistons. The thrusts were hard and unforgiving. There was no bend or leeway to the iron-stiffness of the rod as it pulled itself out to the tip and then dove back deep inside.

Applejack's, Dusk Shine's and another's squeaks of surprise caught Rainbow Blitz's attention. He looked around but the room was too dark to see more than silhouettes of his friends bouncing up and down, probably experiencing the same thing he was.

"Berry! Wait, -unf- we can explain!" Dusk Shine tried to gain the center shadow's attention.

"No need to explain, Dusky." He slapped his hoof on a panel. The room illuminated and brought everything into detail.

Blitz saw Applejack in a similar position. Large metal rods rammed into him in sync with Blitz's. Dusk Shine had the same restraints, but had a vibrating cap on his horn. Dusk strained to concentrate his magical aura, but it would dissipate before it could become anything more than a glow around his horn. Blitz was surprised to see Elusive bound in the same manner with a cap on his horn, receiving the same treatment.

"All of you naughty ponies." He slapped another button on the panel. The pistons increased their pounding pace and drew moans of pleasure and pain from them. "You all just had sexy fun plans all for yourselves and didn't even think to invite poor, bored Bubble Berry."

"Berry, I don't foll-ow!-What is the meaning of all this? Where-ah!-is Butterscotch?!" Elusive asked.

"Don't you try to play innocent with me, Mister!" He stuck his scowling face against Elusive's and continued, "Butterscotch told me aaall about your after spa relaxation-dinner-sexy-time-fun that you always have."

"Well, we're sort of in a relationship, Berry. Ah! It's something couples do, occasionally."

"I heard you had no problem inviting Barbra to your 'exclusive' fun time with Butterscotch!"

"You were going to fuck my assistant!?" Dusk Shine more yelled than asked.

"Isn't she like, 12 or something?" Applejack asked.

"She's 13 and what?! No! I invited her to join us in relaxing at the-ooh!-spa! Afterwards, I would send her home and then Butterscotch and I would resume our nor-ah!-normal plans. She looked like she was having a rough day and I just wanted to help!" Elusive forced Berry back with his forehead.

Berry pushed back as he yelled, "Help by fucking her underage pussy!" He then pulled back and ran to the panel of buttons and levers.

"Even if she's 13, that's still a foal, or a whelp I guess," Applejack interjected.

"Shut-up Applejack! Bubble Berry, you know exactly what I said and meant. How do you even know all this? On second thought, forget it, just let me go and tell me where Butterscotch is!"

"Fine! Butterscotch is here but first! I need to share my invention with you and more importantly, teach Dusk Shine, Applejack, and Rainbow Blitz about sharing."

"Damn it, Bubble Berry! Let me explain! I was-ooooooh!" Bubble Berry slapped another button on the panel and watched Dusk Shine's eyes roll to the back of his head as cap on his horn vibrated faster. His hips twitched back and forth as his stallionhood became excited.

A wide grin grew on Bubble Berry's face and he returned to manipulating the console. After a series of levers and button presses, a group of small, wet, rubber rings attached to mechanical limbs lowered from the ceiling. They arranged themselves in a line in front of Dusk Shine's now towering erection and pressed against his cockhead. After another button press, the rings slowly pushed themselves over his flared head, squeezed his length tightly, and covered most of his shaft in segments. The cold material made Dusk shiver, but the tight, smooth glide caused him to let out a low moan. The rings slowly drew themselves together. They banded tightly in the center of his cock and then slowly expanded to the hilt and flare. His wings twitched in the binds that held his torso in place as the rings repeated their contraction and expansion. The pace of the rings gradually accelerated to match the pumping of the pistons in his rear and caused another long moan of pleasure.

"Do you like it?" Bubble Berry leaped over to Dusk Shine. His smile full of mischievous mirth as he lowered his head to the pleasured stallionhood. He took in a deep whiff of the musky scent. "I worked all week to make the Super Party Fucker 9000 MKI just for you guys." He kissed Dusk Shine's cock flare deeply, swirled his hot tongue around the top and pushed it down Dusk's love slit.

"Oh, fuck, this is amazing Berry!" Dusk responded. "It feels so good."

Bubble Berry let out a cruel laugh and let go of Dusk's cockhead. He bound back to the control panel and hit another button causing the rings to contract and then tighten.

"Too tight!" Dusk Shine grunted as the rings grew so tight that they pushed the blood towards the head and hilt. The rings stuck close together as they quickly slid down to the hilt and forced a pained gasp. Then they forced their way up to his head, engorging his cockflare to a painful swell and pushing out a squirt of precum. Dusk Shine let out a long cry as the tightness continued rolling up and down his shaft as a merciless pace. "Oh Solaris, this is too much! Bubble Berry, please let me explai-" Bubble Berry quickly silenced him with a bar-gag between his lips that muffled his protests and begging. He pressed another button and a ring wrapped around the top of his ball sack and constricted. Dusk could only let out a distressed whimper.

"While this is all extremely, umm, impressive, Bubble Berry, I am still more concerned with Butterscotch's presence. You said he is here, but I do not see him," Elusive said.

"Well, it's because he's right here!" Bubble Berry pressed another series of buttons and more gears and pistons joined the mechanical chorus. A compartment on the floor in the center of the room opened up, revealing a pile of yellow and pink figures. The word, "Fuck!" was constantly repeated in a cheery tone. Slowly the figures were lifted up by mechanical arms displaying two additional Bubble Berries surrounding a sex addled yellow stallion. The yellow pegasus' tongue lulled out, eyes rolled back and entire body limp, except for his pulsing cock.

"Damn it! Butterscotch's and Bubble Berry's dicks are bigger than mine too!"

Butterscotch's length and girth easily matched Applejack's, though it seemed even larger on the much smaller pegasus. Bubble Berry was a little thicker and a couple inches longer than Blitz.

"Yer more concerned that they have bigger dicks than you rather than the fact that there are damn three Bubble Berries?" Applejack asked.

"Shut up, Rainbow." A mechanical arm shoved a bar-gag into his mouth. "Anyway, Butterscotch has been very helpful with testing the Super Fucker 9000 MKII." Bubble Berry pulled a lever and pointed towards the other Bubble Berries, "The big problem with mechanical toys is that they lack the nice warmth that a tasty, sweet pony cock and booty has." The Bubble Berry over Butterscotch's disproportionately large stallion meat was impaled on it by the mechanical arm forcing him down.

"Fuck!" screamed the Bubble Berry as his rear jiggled on impact with Butterscotch's crotch. The pink doppleganger's eyes rolled back, falling limp, and a quick jet of thick white icing shot from his cock onto Butterscotch's already white-stained chest.

"They also can't come sweet pony semen like us! So, I decided to visit the good ol' mirror pool again to make plenty of warm and juicy pony butts and dicks. But unlike last time I've got it aaaaall under control."

The other Bubble Berry below him was thrust upward into Butterscotch's squishy, soft rear and was forced deep inside. "Fuck!" The Bubble Berry cried out in pleasure. Butterscotch barely uttered a throaty moan as his big butt rippled on impact.

"Sense all they want to do is fuck, they just sit around in the cellar fucking each other. Or me!" He finished with a laugh. He rotated the panel and revealed two Bubble Berries humping each other while they licked and kissed his cock.

"Butterscotch! Darling! What did you do to him?!" Elusive pleaded for answers, watching the mechanical arms force the Bubble Berries to ride Butterscotch's body on both ends.

"Butterscotch left his bit pouch at home, so I asked if he could help me with the experiment in exchange for the sweets that he wanted. He said as long as he didn't cum, it was okay. And I made sure he couldn't possibly cum," Bubble Berry bragged as he pointed to 3 mechanical arms in Butterscotch's crotch region. One arm had an extremely tight rubber ring squeezing his member, while the other two had tight rubber rings squeezing each testicle. His jewels seemed blue and engorged. "He said he was saving up a super-duper big load, just for you this week."

"Oooooh, Elusive. I'm so sorry I missed our spa date," Butterscotch whisper-moaned. "I really didn't know he would leave me for two hours."

"Two hours?!" Elusive's eyes bulged.

"I want to come so baaad."

"Oh Butterscotch! Let us go, Bubble Berry, and let me take care of my Butterscotch!" Elusive struggled harder, but it proved to be no use against the arms that held him steady in place.

"Mmm, no." Though he did stop the pounding on Butterscotch's sexes. "Today, we all learn about sharing." The Bubble Berry below Butterscotch was dislodged from his tail-hole with a pop as a fountain of white splashed on the ground. The Bubble Berry above was also removed with a pop as clear squirts of precum flew three feet in the air from Butterscotch's raging stallion meat. "Butterscotch has been a good boy, so I'll let him get his reward." Bubble Berry conducted a series of pressed buttons and pulled levers that removed the metal rod from Elusive, flipped him chest up, and spread his legs wide apart in front of Butterscotch's pulsing cock. Butterscotch was thrust forward, until he right on Elusive's pristine pucker. It tightened in fear of the twitching mass that squirt hot pre all over it.

"I-I'm not normally the bottom, Bubble Berry!" He gave Butterscotch a pleading look.

"I'm sorry, please forgive me-oh dear Artemis your butt is so tight!" The machine slowly pushed Butterscotch and Elusive together. Inch by inch, Butterscotch's titanic member was enveloped by Elusive's tight, rigid walls. Elusive squirmed in pleasureful agony as the pre spraying invader straightened his insides. The flare, then to the medial ring, and all the way to the end, Butterscotch's cock forced a visible bulge in Elusive's abdomen. Elusive could barely utter a sound in response, but his stallionhood was quick to show its excitement.

"Ohhh, it's so good, Elusive. I can feel everything tugging and pushing me. I want to pump everything inside so bad." Butterscotch's cock twitched and flexed as his hips micro-thrusted in his restraints.

"Well, that'd be too boring if you just came right away," Bubble Berry chuckled.

"But, but Berry! You said you were going to let me cum." Butterscotch pleaded as tears built in his eyes.

Elusive could only take shallow breaths as he adjusted to the girth of Butterscotch, but his full mast stallionhood swayed happily.

A muffled sound of rage reverberated in Rainbow Blitz's throat and gagged mouth. Elusive was bigger than Bubble Berry.

"Yeah, but I don't think Elusive's learned anything about sharing. So you're going to share with him how much fun it is to bottom a big and juicy cock." And pulled a lever.

Butterscotch and Elusive were quickly pulled away from each other. They both cried out. Butterscotch's over-sensitive cock head and medial ring pulled and scraped at Elusive's inexperienced inner-walls. The overwhelming emptiness inside of him mixed with the pain of the intense stretching, but a strong tingle of pleasure brought a drop of pre out of him. Butterscotch and Elusive were then pushed together with the same brutal speed that they were forced apart causing them to cry out again. The squelch of hard, wet flesh against hard, wet flesh echoed in the cellar over the sounds of pistons, gears and moans. Applejack and Rainbow Blitz both cringed but could not help that their stallionhoods showed their excitement. The Super Party Fucker 9000's arms moved them with a rigid push, stop, pull, stop, pace that had little room for mercy as Elusive's anal walls and prostate were abused by Butterscotch's orgasm-denied cock. The only solace was the gallons of hot precum inside him that slicked his walls.

"And now for you two."

Applejack and Blitz internally screamed. "Uhh, now Bubble Berry," Applejack said, "We honestly weren't trying to go off and fuck like crazy without ya'. It was all Dusk Shine's fault!" While not technically a lie, Applejack's muzzle scrunched up, and he desperately avoided eye contact with everypony. Blitz let out a muffled groan.

"I believe you Applejacky. I believe you, but this isn't about punishing. It's about sharing. So today, you're going to share your humongous cock with me instead of just Blitz and Dusky."

"I didn't even want to do Dusk Shine! I just wanted to come with Rainbow! I'mma one stallion kind of stallion, Bubble Berry!" The arms adjusted him with his half-mast stallionhood pointed directly into the air and his legs spread comfortably. Rainbow felt a strange tinge in his heart at the mention of coming just with him.

"Well, how would you know if you're not a five stallion kind of stallion if you don't try?" Bubble Berry asked as a chorus of 'Fuck!' rang through the room. Five Bubble Berries descended upon his stallionhood, all hanging from mechanical arms.

"Oh dear Solaris."

The Bubble Berries hung above his semi-hard shaft and decided to remedy it by wrapping their tongues and lips along every inch. Applejack's length grew to a tall and hard under the long, hot manipulations of five Bubble Berry mouths. Each one rolled their hot wet tongues up, down, side to side and around. Sometimes they would suck another's tongue into their mouth for a short kiss, but would shortly return to praising their cock-god with another stream of kisses and licks. Applejack could barely comprehend the pleasure running down his stallionhood, but his apples knew exactly what to do and worked to churn out more precum. The Bubble Berry licking the underside of Applejack's shaft tasted the sweet pre and lowered himself to Applejack's huge cum factories. The scent of stallion musk was strong and the Bubble Berry eyes crossed in mere anticipation. He regained his focus and wrapped his lips around the base of one stallion orb and sucked it inside. He rolled his tongue in long, gentle circles around it. He could feel Applejack's pounding heart through his tongue and the tugging of Applejack's powerful balls. Applejack took deep breaths through his nose as he bit his lip to resist the moans and cries of pleasure that were about to escape his mouth.

"Mmm, maybe you're not a five stallion kind of stallion. Well, we better try six just incase!" Bubble Berry laughed again as another Bubble Berry was placed above his towering shaft. The new Bubble Berry hung upside down with perfect access to Applejack's pre-leaking cockhead. He took total advantage of the free fountain of yum and greedily wrapped his entire mouth around the large cock flare. He sucked hard and long. The inner-walls of his mouth tightly enveloped the engorged cock flare. A hot spurt of pre landed on his hungry tongue. He stopped his sucking and began rolling his tongue up and down Applejack's cock slit, desperate for more of that apple flavored bodily fluid. Applejack failed to stifle a gutteral groan of ecstasy and tried to thrust his hips forward into the wet warmth.

"A six pack of Bubble Berry always gets'm, and now for you Blitz."

The bar-gag was removed from his mouth allowing him to respond with, "Uh, are you going to make me share my butt or something?"

"No, actually, I just wanted you to admit you're gay. Your denial is just hurting yourself and your friends."

"I'm not gay! I just might enjoy being fucked in the ass by a big hot Applejack more than the average stallion."

"See? I remember every Hearth's Warming, you getting plastered on apple cider and making out with Applejack. And then probably trying to fuck behind the Hearth's Warming tree."

"What?! I don't remember that ever happening. Besides, Applejack is like, my cock buddy or something."

"Yah never remember anything after you get too wasted, but you always talk about the stinging in yer butt afterwards and cock buddies are just a thing you just made up, yah dern idjit!" Applejack managed to interrupt before moaning loudly.

"Yeah! We all know you're super into stallions and romantically into Applejack, and you have no attraction to mares what-so-ever!" Bubble Berry continued.

Everypony let out an moan that sounded like an agreement, but Blitz only noticed the strange feeling in his heart coming back at the mention of being romantically involved with Applejack.

"Applejack is totally my better than best friend, but just that. Friend! And, I-uh, I think Sora's super hot," Blitz shrugged.

"You treat Applejack exactly like a colt-friend. You even do cute kisses on the cheeks! And I'm not just talking about the face!"

"Those are super best friend kisses!" Blitz blushed.

"There are no such thing as super best friend kisses!"

"By the sun and the moon in the heavens, Rainbow Blitz, yer the densest fool I've ever loved."

Blitz's felt his heart pound in his chest.

"And the only reason you think Sora's hot is because she's a Wonderbolt. You think all of the Wonderbolts are hot, especially the stallions! I remember because you totally keep telling me whenever we get drunk together."

"I like ponies in sexy uniforms?"

"Grrr!" Bubble Berry mashed at the console and another chorus of 'Fuck!' rang throughout the room as ten cooking-oil covered Bubble Berries were brought along on robotic arms. "Fine! I'll just surround you with so much stallion that you can't help but admit it!" Then they all slipped out of the arms.

"Fuck?"

"Mmm, I guess sexy, oil-time fantasy doesn't really work with restraints. But still, sex'm up good boys!" Bubble Berry suddenly dropped Rainbow Blitz to the ground. The metal piston pump at his rear was still working and forcing him to the ground on his back. He spread his wings in hopes of flying, but found them too stiff to gain lift and was immediately engulfed by a hot wave of slippery pink.

The mass of pink wet flesh all focused on drenching Blitz with stallionness. Stallion muscle massaged every part of him with sensual enthusiasm. Slippery stallion hooves gripped at his rear, occasionally slapping with a satisfying smack. Stallion muzzles licked and kissed at every open spot of his body. They hugged and kissed from bottom of his hooves to tip of his ears. Tongues rolled up and down his stomach and chest, sometimes venturing to give his erecting stallionhood a taste.

He could feel hot, throbbing meat rubbing against every part of his body too. Blitz felt two heated poles rolling up and down his still expanded wings. Each feather drenched in the oily stallion heat as the Bubble Berries forced his wings to wrap around their cocks and thrust into them. A Bubble Berry slid underneath him and licked and kissed at the back side of Blitz's neck while the Bubble Berry's erection flexed between Blitz's cheeks. He felt the metallic toy leave his rear to be replaced with the Bubble Berry's hard cock and then another cock joined and filled him completely. He screamed into the stallionhood in his mouth and was rewarded with a spurt of pre hitting the back of his throat. They thrust opposite of each other like he and Applejack did to Dusk Shine and proceeded at a fast pace. He now understood the blissful hell Dusk Shine endured.

A new warmth surrounded the tip of his own stallionhood. At first he could barely focus enough to tell if it were a tail hole or mouth, but then it enveloped him to the hilt and bounced with a jiggle. The Bubble Berry's soft ass on his abdomen resembled the squishy walls that easily parted around Rainbow's pink hardness. The hot anal walls loosely gripped at Rainbow as the Bubble Berry rose and fell, providing a comfy, pleasant sensation that was interrupted by the joining of another cock. Another Bubble Berry's meat ground against his shaft inside of the now tight tailhole. He felt the cock push his own harder against the hot insides of Bubble Berry. The increase in friction and addition of more pleasurable stallion heat felt amazing.

The other Bubble Berries figured out more ways to use his body for their pleasure. A pair tried pushing their way past his lips, so he adjusted his head to allow one into his mouth while the other slid across the side of his cheek. The mouth-less cock slid around and along Blitz's face until it stuck itself in the crook of his neck and chin. Blitz clamped down to give it friction as the cock began thrusting against his throat. Another pair used his free fore-legs to pleasure themselves, rolling up and down the entire leg before descending to the elbow and grinding against the smooth fur there. Blitz rolled his fore-legs to provide as much tightness as possible as his entire body became a greasy pre covered hot mess.

The sensations were dizzying. He couldn't deny this was one of the best feelings in his entire life. His balls pumped pre like crazy as the bliss of being surrounded by horny stallions using every bit of his body for pleasure. He loved the feeling of stallions. He loved the feeling of cock. He loved the feeling of Applejack holding him tight as they came behind the Hearth's Warming Tree when they first had sex together. He didn't love the humiliation of being caught by Dusk Shine, but he did love the after sex snuggling in Applejack's room.

Blitz was close to the edge, but he didn't want to cross it. The feeling in his heart, and possibly something connected to his very essence, became distracting to the point where he almost didn't even feel the first Bubble Berry ejaculate a thick load into his mouth. He came back to the sweet taste of strawberries and thickness of partially melted ice-cream rolling down his throat. He swallowed the tasty treat, but the distracting feeling returned. He felt a new resolve as his eyes brightened and thrust the Bubble Berries from his body, many of them cumming upon the rough release, if not pouncing each other to reach their finish.

"I get it now! Applejack! If your gay for me, then that must mean being gay is awesome, because I'm awesome. And I think you're pretty awesome too. And I'm really sorry for putting down being gay because I'm really bad at touchy feel-y stuff."

Bubble Berry scratched his chin and shrugged, "Eh, close enough." Another mechanical arm grabbed Rainbow and hoisted him to Applejack. The Bubble Berries working his hard stallionhood were dropped to the ground and began fucking each other. More arms grabbed Rainbow's limbs and spread him apart over Applejack's excited, saliva stallionhood.

"Are you ready to fuck your gay boyfriend?" Blitz asked with a smirk. Applejack's cock pressed against Blitz's entrance.

"Oh fuck yes." Applejack simply responded and Blitz's tailhole was split wide as the giant stallionhood dove deep.

They both moaned in bliss as the Super Party Fucker 9000 forced their bodies together, over and over again.

"Bubble Berry! I wanna kiss my boyfriend!" Blitz demanded as his cock flung pre all over Applejack's stomach.

Bubble Berry shrugged and lifted a lever that pushed Blitz's face into Applejack. Their foreheads collided, echoing a painful smack, but they laughed and pressed their lips against each other passionately.

Dusk Shine managed to rear his head back and slipped out of the bar gag. He desperately cried "That's sweet and all, but what about me?!" His cock and balls still being mangled by the extremely tight rings.

"No, fuck him, what about me!" Butterscotch screamed. "I've been fucking an unconscious Elusive for the past ten minutes and I still haven't been allowed to come!" His dark blue, engorged balls slapped against the passed out Elusive's tight ass. Elusive's still-stiff cock flung about wildly, squirting precum upon every impact. "Solaris, damn it Bubble Berry, let me come!"

"Okay, okay! Cheese 'n' crackers," Bubble Berry mumbled and flipped a switch.

The rings surrounding Butterscotch's cock and testicles broke apart and felt the flood of damned-up, hot semen rushing down his shaft. His eyes crossed and rolled to the back of his head as his mega climax neared. He was pushed deep and his entire body shook with pleasure. His cock spilled it's massive load into the tight confines of Elusive's innards. Butterscotch felt his own intense heat cover himself as his balls continued to pump gallons of repressed cum. Elusive was easily filled and his stomach bulged, full of hot seed. It sprayed out of the sides of his tight tail-hole as Butterscotch continued to pump more into him. Elusive's own cock began to twitch from his distended, cum filled insides and came too. His own fluids dirtying his pristine chest and stomach. Butterscotch had a blissful grin on his face as he passed out when he was finally emptied his body of every drop of cum.

Applejack and Blitz looked over as they heard the splash of bodily fluid hit the floor. Butterscotch's cock had returned to a small flaccid state and let a fountain of pegasus juice drain from Elusive's now gaping asshole. Not to be out done, Rainbow flexed his anal muscles and focused all his efforts on getting Applejack to cum as much and quickly as possible. The hot spurts of pre-cum made it difficult to concentrate, but he gripped on the stallionhood as it left and relaxed as it pushed deep inside of him. It didn't take long for Applejack let his own load flow into Blitz and he managed to grind out his own orgasm on their bellies. Though not as grandiose in sheer amount of semen, they made up in obscenities and volume. After riding it out, they bathed in each other's kisses and drifted to sleep, still stuck together.

Dusk Shine looked pleadingly at Bubble Berry, his cock leaking extreme amounts of pre-cum. His aching body twitched desperately for release. "Fine, fine, I guess you've learned a lesson about...something." He released the rings, but tripled the rate of the vibrator on Dusk's horn. His eyes crossed again as Bubble Berry trotted gleefully to him. His hard cock bounced against his stomach with every step. "But you're gonna let me have some fun too!" he said as he jumped on Dusk Shine's twitching erection. Bubble Berry's supple rear devoured Dusk's tall meat-pole in a flash causing Dusk Shine moan loudly. Bubble Berry smiled as his fleshy walls squeezed and pulled his length. He happily bounced his fluffy ass up and down on Dusk Shine. Bubble Berry's stallionhood slapped Dusk Shine's stomach and left an earth pony precum stain that smelled like candy.

"And for the coup de grâce!" Bubble Berry flicked the vibrating cap off Dusk Shine's horn and wrapped his mouth around it. He slurped, sucked and savored it until Dusk Shine's horn sparked. Bubble Berry's tongue tingled at the sensation. He doubled his efforts on both the horn and the cock. Dusk Shine tried to pull his horn away from Bubble Berry but he held Dusk's head in place with his hooves until Dusk came. His cock pumped into the depths of Bubble Berry's ass as his horn released tons of raw magic into Berry's mouth. A strangle sweetness overcame Bubble Berry's mind as the raw magic filled Bubble Berry's stomach and the alicorn cum filled his ass. Berry smiled as the sweetness caused his own peak and spilled a messy load over Dusk Shine's chest. He burped and loosely fell off Dusk's cock on to the ground below with a splash. "After orgy sleepover, everypony," He weary whispered. Cum leaked from his tail-hole while he drifted off to sleep with a smile on his face. His hair and coat returned to their bright, happy forms.

"We knew we should have reinstated the royal concubines," a deep voice reverberated in the shadows.

A sense of dread grew in Dusk Shine, but then a sensation of drowsiness took its place. His eyes grew heavy as a dark blue alicorn stepped into the light.

"Or maybe tis what the new elements of harmony are truly purposed for."

And then Dusk Shine joined the rest of his friends in the messy-after-sex slumber party.

Author's Note

Okay, endgame in cumming.

hahafunnyjoke.

Chapter 4 - Artemis Does the Other Side

Are You Happy to See Me or is There an Apple in My Butt?
Artemis Does the Other Side

Barbra ran back to the palace as fast as her tiny dragon legs could take her. Her breath was labored and her thighs burned, but the only thing on her mind, 'Oh crap! Changelings are invading Ponyville! The only way this could be worse is if they were zombie changelings!' She stopped and thought, "But don't they need magic to disguise themselves? And would they need to feed on love if they're zombies? Maybe they need to eat recently married ponies or maybe they could-'

"Hey Barbra, whatcha doin'?" An irrationally exuberant , mint-green stallion interrupted.

"Huh, what? Oh, hey Harpsy."

"You look like you've got that, if something could be a zombie face going on." He waved his green hoof around her face. "It's got the thinking parts going, while knowing there's a lot of better things that you could be doing going too."

"What? No! I wouldn't just stop in the middle in the street just to-yeah, you're right. Just wondering if changelings could be zombies."

"Mmm, possibly. The big problem would be if they would still feed on love or not." Harpsy hoofed at his chin in thought.

"Yeah, that's exactly what I was wondering, maybe they would eat married ponies?" Barbra mirrored the motion and they both stood in deep thought.

"Hmmm," they both mused.

After a couple of intense ponder-filled moments another stallion interrupted, "Harpsy, sweet-heart, I know you have your whole, 'Zombie-Human-Artemis was never on the moon' face on, but I would really like to go home." The cream colored stallion pushed the green one towards home. "Sorry Barbra, I know how much fun you two have thinking about this junk, but I'd rather start working on our piano duet sooner, rather than later." Harpsy remained lost in his thoughts as he was dragged towards home, chin in hoof.

"Oh yeah, and I've got to go warn Dusk Shine about the changeling invasion that could destroy all of Ponyville. Talk to you two later!" She said with a nonchalant wave and ran towards the palace.

"Okay, have fun with th-..." The cream colored stallion stopped.

Harpsy snapped back to reality and asked, "Wait, Babar, did she just say changeling invasion?"

"Yes, yes she did."

"Everypony panic!"

"Aaaaaaaaaahh!" they screamed as they both ran into the market square.

***

It wasn't long before Barbra had finally reached the palace. Tired and sweaty, she burst through the door and shouted, "Dusk Shine!" She slowed down to catch her breath and walked into the throne room. After taking a deep breath, she shouted again, "Dusk Shine!" Barbra waited for a reply, but only heard her faint echo against the empty palace walls. Annoyance quickly replaced urgency as she muttered, "Agh, he can always find me when he wants to reorganize the library, but the instant I need him for something important. I can never find his stupid butt." She scratched her smooth spines, thinking of possible locations for his stupid butt.

"He must be in his room playing with Applejack's and Rainbow Blitz's stupid butts. What were they even doing? I remember they had hoof-cuffs on, but what would they be doing with hoof-cuffs?" she asked herself. She decided to take a quick look around the throne room before leaving and noticed the very out-of-place bookshelf. "Okay, I know Dusk Shine has come up with some weird organization systems, but I don't think bookshelves facing backwards really helps anypony." Barbra took a couple steps to inspect the misaligned bookshelf and noticed the groove along its legs on the floor. "Oh great, that's going to take forever to buff out...and how long have we had a staircase here?"

Barbra took a cautious step down the stairs. "Dusk Shine! Are you down there?!" she yelled. She was again greeted by her own echo, though it was much louder and reverberated for much longer. She sighed and continued down the staircase and wondered aloud, "I really don't remember us having a staircase here at all. Maybe this is a new lab he's been working on?"

Magical torches burned and lit the way downward, spiraling further and further and further.

"Wow this goes on for a while."

***

"Okay, this is ridiculous, I must have walked 20 flights of stairs by now!" she spoke to no one in particular in an attempt to preserve her sanity. Tired, scaled footsteps echoed through the staircase as she still continued downward. She stopped for a moment to rub her aching feet, grimacing at what might be a blister in development. "I knew I shoulda bought those bunny slippers. Super cute and super functional, agh, I don’t get paid enough for this!"

Her whining ended when she finally reached the last step as her feet's echo petered out into a large, dimly lit room.

"Dusk Shine! Are you in here?!" she called again, but was reminded that her only company in the whole palace was her own voice. Not quite defeated, she walked towards the center of the room, noticing how barren it is. "Why is there such a long staircase down to nothing?" Towards the center she found a pair of hoof-cuffs, blindfolds and chains on the ground.

"Huh, well, I guess they were here earlier. Oh, and is that..." She picked up the slightly burnt and slightly bloodied copy of Mechanical Machines and Contraptual Concepts.

"Oh crap."

The only reasonable explanation darted through her mind, 'The real Bubble Berry was body snatched by changelings and they're using Dusk Shine's immense knowledge to construct mega-pony-robots to take over all of Equestria, and now they've abducted three of the only ponies that could have stopped them!'

The only reasonable explanation.

"I gotta warn Prince Solaris and Artemis!"

But before she could leap heroically into action, she slipped on a slick, but syrupy substance and landed with a splish.

"Ew, gross," she rose to her feet and examined the oddly scented liquid that covered her. "What is this stuff?" She tried to shake it off, but it seemed to cling to her scales. "Agh, no time! I gotta save Dusk Shine and all of Equestria! Time to get another stained glass window!"

And slipped again.

***

Three large, regal figures sat at a small, intimate table. A white, large alicorn had a mostly neutral expression, but a slight downward turn of his lips revealed his seriousness. Beside him was a smaller, though larger than the average stallion, midnight blue alicorn. His expression was a mix of anger and annoyance. Across the table sat a glossy, black creature that shared the same shape of an alicorn but twisted and perverted. A razor sharp brow and an dagger flinging glare through a long, ragged, green mane was directed toward the white stallion.

"We need them damn it!" The equine-like creature's voice reverberated within it's throat as it slammed a hole filled hoof on the table.

"Your plight does not fall upon deaf ears, it affects our ponies as much as it does your children. However-"

"It doth not grant thou right to our ponies!" The smaller, dark blue alicorn slammed his hoof on the table in return.

"Yes, thank You, Artemis. Our brightest minds in Equestria are integral to finding a solution to this terrifying magical disease. We need them safe at home to produce a cure."

"They do not need safety and comfort! My brood, my children! They waste away, day after day as this infection spreads! These ponies need to save my hive and as long as the infected remain they pose just as much a danger to you as well." He pointed his other hole filled hoof at the white alicorn.

Artemis glared at the offending hoof, but the white one remained calm and responded, "And I understand your urgency, King Cocoon. The effects of this disease on both your people and our own are astonishing. However, you must understand that it still does not grant you right to abduct our researchers."

"And if I were to hoof them back to you, you would just willingly create a cure to help us? Ha! I know many things about you Solaris, and I know the games you like to play. I refuse to be entrapped by your pony politics."

"We oust thou nothing!" The blue one's wings exploded from his sides as he continued, "Thou trespass into our lands, abscond with our people and then come once again to make demands as if thou had any right to life after what you did to my brother?!"

"Artemis."

"Thy monsters are devious liars and deserve the fate thou hath earned! We could simply take our ponies back by force if we had to!"

"Artemis!" Solaris raised his voice to match Artemis'.

"And brother! How doth thou sit and be disrespected so! This foolish creature believes himself a royal and doth not even address thou by title! We cannot-"

"Artemis! Please, calm yourself!"

"Neigh! We shan't allow an enemy of Equestria make demands of us believing that he deserves anything other than life in a dungeon!"

But before Solaris could respond, a puff of green smoke appeared in front of him. From the smoke, a small scroll fell into his lap.

"A black ribbon," he whispered to himself as he felt his heart skip a beat. Prince Solaris' composure vanished as he quickly unwrapped the scroll. His eyes quickly scanned the message below.

Help!
Dusk Shine!
Changelings!
Invasion!
Ponyville!
Now!

His glare intensified on King Cocoon and yelled, "Guards arrest them!"

"What?!" Cocoon's eyes darted around the room as Solaris' guardsmen aligned spears at him. Cocoon's two guards bared their fangs in a defensive stance around their king. "What is the meaning of this, Solaris?!"

Artemis scanned over the scroll and shouted, "We knew they could not be trusted!" He raised his head high and ordered, "To arms my little ponies! We must defend Ponyville from the changeling menace!" And then he flew through the roof with a crash.

Prince Solaris stepped to the side to avoid the falling rubble and then refocused himself on the changeling king in front of him. His rose colored eyes flared to crimson and said, "Tell your guards to stand down, King Cocoon."

They immediately hissed at Solaris in defiance.

King Cocoon's mind tried to process the rapid series of events but could only respond, "Wait, I have no idea what you're talking about! What is going on?"

"I am not in the mood for you to suddenly play the fool. Tell me what you've done with my student, right now!"

***

As Barbra opened the front door to the crystal palace, a dark blue blur landed with a loud crash, knocking the little dragon off her feet.

"Barbra!" Prince Artemis rushed to her side, "Art thou alrig-" He noticed the dry white flaky substance covering her body. "We had not known dragons matured so quickly-" he smelled air around her and cringed "-or were so enthusiastic in deviance."

"What?" She brushed off a couple flakes from her arms as she rose to her feet.

"Worry not, we do not judge thy choices and lifestyle. Now, Barbra, we must find Dusk Shine! Where are the others?"

"Oh, I think they got abducted too. The changelings definitely got Bubble Berry though, I saw them going down into the Sugarcube Corner cellar in the back alley." Barbra pointed her finger towards the center of Ponyville. "I also saw a lot of things I really didn't need to see." She shuddered at the unpleasant, black, wibbly-wobbly memory. "They were all disguised as Bubble Berry, which was kinda weird, but there was definitely more than one of Berry. Which way more Bubble Berry than Ponyville can handle!"

"Thank thee kindly, young Barbra. Thou hast done well. Hold here and wait for our return." Prince Artemis spread his wings ready for take off.

"Wait, I'm not going with you? I thought you said we must find Dusk Shine." She tugged at a blue pinon of Artemis' wings.

"Yes, the royal we," he responded simply and lifted off with a powerful stroke of his wings that knocked Barbra off her feet again.

She laid there and watched Prince Artemis zip upward in a midnight blur towards Sugarcube Corner. "No hunky stallion hangout time, lost my allowance, got covered in white, stinky goop, and now I don't even get to fight the changeling invasion." She flailed in frustration on the ground. "This day-off sucks!" She wondered if maybe being turned into a changeling zombie might be a less boring fate, but the sticky sensation between her toes told her she might as well take a bath.

***

"Changeling invasion!"

"Everypony panic!"

"Run for your pony lives!"

"Woof!"

"Get back here!"

And more screams of panic and terror filled Artemis' ears. 'Tis worse than we thought. They must be weaving disharmony in our people to distract us. We must find Dusk Shine and the others before its too late!' He thought to himself.

His dark blue eyes widened when he spotted the charred roof of Sugarcube corner. 'They've already began their attack? We can only hope we're not too late. We fear the loss of a pony that has done so much for us.' He shook his head to clear his thoughts. 'No! We must stay focused. We must find the elements bearers!'

He flew around the slightly smoking building until he spotted the cellar entrance. He swiftly, but silently landed by the wooden doors.

Upon landing, he clutched at his chest as his heart began to pound. He felt a strange sensation, like entering a strong magic field. But instead of repelling him, he felt compelled to come closer. He could feel his cheeks flush and his chest tighten, mixed with a powerful urge to bend somepony over. It was dizzying and difficult to keep his eyes straight.

"Agh, no, we must concentrate," he muttered and shook his head. "This must be some sort of changeling magic."

He leaned his ear against the cellar door and heard the sounds of multiple ponies grunting and then a yelp of pain. 'That sounded like somepony needs help!' But before he could burst through the doors he felt something wet and warm engulf his lower royal jewels.

Hot breath and fuzzy mane hair embraced his rear as a pair of hooves wrapped around the prince's large, firm flanks. The hot, wet sensation delicately rolled around his large sapphires as if savouring every detail.

The fleshy appendage was so pleasurable that Artemis barely maintained his composure, but he quickly grabbed the horny offender with his powerful telekinesis and brought it in front of him.

"Bubble Berry?"

"Fuck!" The pink stallion replied with a large grin.

"We have never heard of a changeling attacking so unconventionally, nor so skillfully, but 'tis obvious thou art not the true Bubble Berry. Now tell us thy secrets! Who art thou and where art the Element Bearers?!'

"Fuck?" The pink stallion thrust his hips in the air as his hard black cock bounced up and down.

"Neigh, perverted abomination! We demand thou reveal the location of Dusk Shine and the other element bearers!" Artemis shook the pony around in hopes of coercing an answer, but instead felt a hot, slimy object pierce his tailhole.

"Gah!" He squeaked and released his grip on the Bubbled Berry look-a-like. As soon as he hit the ground, the pink one became a blur between Artemis' rear legs and assaulted his peaking stallionhood with his tongue. The slimy object in his rear had to be an impossibly long tongue as it pushed deeper and flexed around every inch of his anal walls.

Artemis' rear legs nearly gave out as the unexpected assault drove a long moan from his throat, but he once-again regained his concentration and brought both offenders before him.

"Of course there would be more than one of thou...unsure of how both art so skilled in the act of pleasuring an immortal," he noticed the length of the stallion's tongue, "-although, an instrument of that caliber would explain much."

"Fuff." The Bubble Berry copy responded, nodding his head with his very long tongue dangling back and forth.

"Fuck!" The other Bubble Berry copy continued while thrusting his hips in mid air.

"We deduce a pattern," he noted as he scratched his chin.

"Fuck!" They both replied.

The Prince could feel his cock stiffen beneath him. The magical sensation surrounding him overpowering his senses.

"Fine, show us the location of the element bearers and we shall grant you pleasure unlike any thou hast ever experienced."

Their eyes widened as their jaws dropped. They both pointed to the wooden cellar behind them while nodding enthusiastically. "Fuck fuck fuck!"

"Hmm, truly these art not changelings. We wonder what magic had spawned them...and why art they so promiscuous?" He eyed their erect stallion parts as they continued to wriggle in his magical grasp. "But we did give our word to please ye both," he said as his voice dropped to a sultry whisper. "Though, I do hope you understand-” he raised one’s cockhead to his mouth and gave it a kiss “-the best pleasures art shared," he whispered and gave the other flare a light suckle.

“Fuuuuuuck~” they both moaned.

“Good boys, now get us ready.” The prince gestured to his groin with a smile as he released the doppelgangers from his grip. The two scrambled to attend to his twitching royal rod with long licks. Their long tongues wrapped around and interlocked with each other on Artemis' length.

Artemis moaned as the wet dexterous muscles slathered his cock with saliva.

"Mmm, 'tis enough." Artemis lifted them both back in front of him with his telekinesis. He kissed both of their cockheads again, but then wrapped his lips around the first and slid all the way down to the hilt without a hint of gagging.

"Fuuuuck!" The clone choked out.

Artemis' throat was smooth and firm. His throat muscles swallowed powerfully and rapidly. The Bubble copy's eyes rolled back as his hips twitched and spasmed into the hot, fleshy chasm. Artemis' lips formed into a smile and then thrust his head back and forth while swallowing constantly. It wasn't long before the Bubble copy unloaded everything he had. Artemis withdrew his lips to the head to savour the sweet, candy-like flavor that burst on to his tongue. He rolled his tongue in circles on the flare and sucked at the tip as the thick stream of hot cream filled his mouth. He continued swirling around the sensitive head until the last drop had been thoroughly gobbled up and the clone had gone limp.

Artemis unceremoniously dropped the spent Bubble Berry and hungrily gazed at the other. He flexed his hard cock, slapping it against his belly, causing a loud wet echo.

The copy's tailhole clinched.

The prince moved the clone precisely between his legs with his magic and could feel his target align with his slick cockhead. Additional precum slicked the entrance to Berry's love hole, but the sheer size of Artemis' stallioness caused the clone to squirm slightly.

"Fear not, carnal creature. Alicorn cum is the perfect lubricant." He said with a devilish grin. And true to his word, Bubble Berry's eyes crossed as he glided effortlessly down the enormous, black length. His rear tightened in surprise, but it could not slow the pulsing intruder down at all.

"Fuuuuuuuuuck," was all he could manage to whimper as Artemis forced him down to the hilt. A large bulge of alicorn cock twitched inside his belly as the prince flexed his hard length.

"Mmm, yes, thou make a lovely sheath for my sword," he said as he slapped the pink scabbard's jiggly rear. "Such a supple ass, but now we must test thine integrity." And began mercilessly thrusting the clone back and forth along his cock.

"Fuck fuck fuck!" The Bubble Berry clone squeaked with each thrust.

Prince Artemis started with long, full length thrusts, pulling the Bubble Berry copy up to the engorged cock flare and then pushing him back down until his soft flanks touched Artemis' royal jewels. The moderate pace allowed the alicorn to relish the soft texture of Bubble Berry’s tailhole and his spasming rear muscles.

But then he released the clone from his telekinesis, letting him drop to the ground. The clone felt a moment of relief and managed to draw in a breath before having it forced out by Artemis quickly increasing in pace to short, brutal pounding. The prince threw his entire weight with each assault. The copy's rear rippled on each powerful impact with a loud smack. It all became too much for him to handle as he squealed and painted the ground white with long strings of thick cum.

"Huzzah!" The Prince yelled victoriously as the spasming tailhole surrounding his royal member tightened even more. Artemis clenched his eyes shut and unleashed his own mighty load deep in the duplicate's depths. Each thrust of his cock sending another pint of thick cum. The copy was quickly filled and semen leaked from his rear as the prince continued to bury his seed as far as his length could reach.

After many more thrusts, Atemis' balls had finally emptied. He took a long breath and slowly released, basking in the sweet warmth of a good fuck. The feeling was much stronger than usual. He felt his heart lighten and cheeks still flushed. 'Something much more powerful than mere lust,' He thought. He looked at the hot mess below him.

"Mmm, such a good toy," he whispered as he kissed the pink pony's cheek. "Alas, not able to withstand the full power of an immortal," He mused aloud as he brushed the passed-out pony's fuzzy mane. He withdrew his still stiff member with a loud, wet pop. 'Tis a shame we fear we might break the poor thing with another go.' He shook it twice as a quick attempt to clean it. 'No, no, concentrate Artemis. We art here on a mission, this cursed magic impairs us.'

Artemis' ears perked up to a loud moan came from the cellar doors, though it sounded much more pleasured than the first one.

'Mayhaps t'was a misunderstanding. These art not changelings a'tall. A changeling would consume these emotions.' He looked back at the smiling clones as they rested. 'Neigh, some other magic twisted with perverse, but not malevolent intent,' he thought to himself.

He opened the cellar doors quietly and snuck down the steps. Artemis noticed the magical sensation from before intensifying as he stepped closer. He could hear strange metallic sounds clanging and rubbing against each other accompanied by moans and grunts of a more carnal nature.

'Do not let prior conquests control our mind." Though his still erect stallionhood made that difficult. 'Remain alert and cautious, trickery could still best us.' He concentrated on his shadow and the surrounding darkness. His horn glowed dimly and then he melted into his own shadow. He moved swift and silent to the sounds of moans and cries of pleasure.

'The element bearers!' Once he turned the corner he saw them trapped in machine arms, grinding against one another. A symphony of carnal cries and moans filled his ears.

A passed out Elusive being filled to the brim with pegasus cum, mechanical arms shoving Rainbow Blitz onto Applejack, and a flat maned Bubble Berry bouncing on Dusk Shine's cock.

He could feel his hardened stallionhood erupt from his magical shadow-like form. Fortunately, the random pony penis sticking out of the ground went unnoticed by the others. His hooves demanded to break free and give his throbbing cock any sensation other than the cool air. He focused intensely on the incantation to avoid the rest of his body returning to a physical form. 'Such intense magic flows through here. I-i-we can barely contain ourself.'

Rainbow Blitz and Applejack cried out as they both reached their climaxes together. Their hot cum mixing together as they passed out on each other with blissful smiles and kisses. Prince Artemis' eyes locked on their twitching forms and it finally became too much for him. His stallionhood squirted a thick jet of pre and the rest of him erupted from his shadow-like form.

He scrambled to a dark corner and then frantically rubbed at his rock hard length with his hooves. He no longer cared about anything but relieving his burning desire, but his hooves and magic were not enough to bring him to the climax he desperately needed. He wildly glanced around the room and saw the orgy pile of oily Bubble Berries. He reached out with his magic and grabbed one. The slippery sound of oil against the ground was lost amidst the orgy as he dragged the Bubble Berry’s cum stained tail hole over his rock hard cock.

“B-be a good pony and let me-u-us fuck your fine ass,” he whimpered. He could barely control the lust in his voice.

The pink pony’s eyes went wide when he felt a jet of pre ignite his inner walls as the prince placed him on the gigantic stallionhood. The clone looked at down at the beast he floated over and back to Artemis’ pleading, midnight eyes and quickly nodded, ‘Yes!’

Whether it was out of pity or burning lust, it was easily shoved out of his mind along with any other thought as the enormous, royal cock shoved it’s way through his ass. The blissful contact of flesh against his heat made the prince’s eyes cross. Artemis could feel his cock straightening the poor pink pony’s insides as the copy slid down hilted the unyielding stallionhood. He focused enough to see the large bulge of his cock in the Bubble Berry copy’s stomach pulse to his heart beat. But the feeling of wet warmth only temporarily relieved Prince Artemis’ heat, the desire to release all of the cum trapped in his balls took over him again.

He used his magic to hoist the clone up his near the top of his shaft. He felt the cum of the other Bubble Berrys against his flared head as it scraped against the clone’s anal walls. Then he would drop the Bubble Berry clone back to the base of his cock. The long, deep thrusts quickly dissolved in pace from moderate and deliberate to desperate and wild. Artemis could no longer concentrate on his magic as he felt his climax approaching fast and pushed the copy on the ground.

The oily copy slid a bit and then slid some more as the horny prince pounced his prey. He returned his cock to it’s rightful place, deep inside the clone’s love hole and pushed his entire body against the slick pony below him. He felt the clone’s hard stallionhood between them and grinded it against their lean, oiled muscles as he brutally thrusted into Berry.

The prince felt so close to releasing his load, but could not seem to cum. He saw the copy’s tongue hanging from his mouth and grabbed at it with his lips, seeking to conquer more of this pony’s body in hopes of bringing release to his bulging balls. He sucked at the tongue until both of their mouths met and tried to overpower the copy, but the clone quickly pushed back and wrapped around his own in impossible ways. And then the tongue kept going and going into his own mouth. So deep that the Artemis felt the tongue enter his throat and then it continued beyond the entrance. He felt the copy slide his thick, strong tongue back and forth against Artemis’ throat and all the prince could think to do is swallow against it.

The copy grinned as he throat fucked the Prince with his tongue, until his eyes crossed and his tongue tensed and curled. Artemis could feel the tight tailhole twitch and grip against his thrusts, as if begging him to stop, when hot spurts of semen blasted against his barrel and chest. The moans of the thoroughly spent clone and his white stained coat did little to deter him from continuing to seek his own climax.

Prince Artemis heard Dusk Shine and Bubble Berry finally reach their orgasms. He saw Bubble Berry swallowing the magic that shot from Dusk Shine's horn while his ass was pumped full of alicorn cum.

Then Artemis felt a surge of power enter his horn as the magic field that engulfed the entire building became inconceivably tense and finally forced his release. The wonderful relaxation of his royal jewels sent pints of thick seed through his stallionhood and then buried deep in the copy’s rear. The clone was filled in one massive spray and then white glory gushed from the copy’s filled asshole. But Prince Artemis only had more to spare, he gave another thrust and then another in hopes of emptying everything inside the pony. The copy’s stomach distended with so much cum filling him up.

Finally the prince had emptied everything and his stallionhood finally went limp. The copy had passed out long ago, but a small spurt of cum flew from his cock as Artemis removed the only thing stopping the gallons of cum from gushing everywhere.

On unsteady legs, the prince tried to stand tall and recompose himself.

‘So unreal, no matter how we brag, this is well beyond our own abilities,’ he thought as he saw impossible amounts of cum flow from the clone behind him.

'And how good it all felt...we had no control what-so-ever. Powerful, yes. Perverted, but powerful.’

He stood by the unconscious forms of the elements. They laid all around him in a post orgasmic daze between sleep and awareness. ‘Such a mess.’

"We knew we should have reinstated the royal concubines," he muttered aloud.

"Or maybe ‘tis what the new elements of harmony are truly purposed for," he mused with a smirk.

‘Bring back the royal concubines in the name of science? Who knows what magic this was? We know we're ready for more experimenting though!’

His horn glowed with a solemn spell of sweet dreams, but his mind was only filled with naughty intentions.

Author's Note

I'm slightly changing my original direction, because I never had a direction to begin with.

Which is what my boner thinks is cooler.

Chapter 5 - Apples and Blitz Do Hearth's Warming

Are You Happy to See Me or is There an Apple in My Butt?
Apples and Blitz Do Hearth's Warming

“Woo doggy!” Applejack exhaled.

He slammed his stein on the wooden table causing all the other empty mugs that surrounded him to jump. A woosey Rainbow Blitz stared in disbelief.

“C’mon, Rainbow!” he slurred. “I'm already sethen drinkth ahead of y’all. Howth y'all gonna ‘drink me unda tha table’ if y'all canth even keep up?”

Rainbow could barely see straight, much less coherently form a retort.

But it did not stop him from trying.

“And, you're a...an apple fath apple head…fath...” and let his head drop face first into the table.

Thud.

“Well, I guess we have our champion, now 4 years running,” Dusk Shine said. “At least Applejack keeps it interesting by drinking more than last year.”

“Darn toot-whoa-” Applejack paused to steady himself on the table “-tootin!”

“Darling, I don't know why you keep betting on Butterscotch,” Elusive said to Bubble Berry. “Poor thing just barely made it past his first drink,” Elusive continued.

Behind the pile of empty flagons slept a passed-out Butterscotch with a single empty cup next to him. Elusive rolled his hooves along the poor yellow stallion's back and wings and cooed, “Poor baby.”

“But the odds payout for him winning are so goooood!” Berry squealed. “Go big or go home! That's what my parents used to say!” He cheered with a perky bounce.

“They never said that,” Dusk deadpanned.

“Well, if they knew I struck it cupcake rich they would!” He shoved two big cupcakes into his mouth to accent the values of cupcake richness. “Cupcake rich!” he yelled as an explosion of crumbs from his mouth littered the ground.

“Berry, please don't get my parent’s floor cupcake rich.”

“Hehe, soooorryyyyy~!” He sing-song replied. He swept the mess into a dustpan with his tail and dumped the riches in the waste bin.

“Really appreciate lettin’ us party here after the Hearth’s Warming Eve play, Dusk,” Applejack said strangely well composed. “I can kinda understand not wantin’ to hold it in the Canterlot palace right now.”

“No problem, I just think Solaris and I need some, um, space anyway.”

“Y'all sure yah don't wanna talk about it none?”

“Not right now, I just want to enjoy the holiday, okay?”

A shuffled wing and a slightly tensed face begged the issue be pressed to Applejack, but he respected his friend’s judgement and held his tongue.

‘He knows better to come to his friends when he needs it,’ he thought to himself.

“All right, if y'all say so,” he said reluctantly.

He stood up and wrapped a hoof around his lavender friend, or would have but managed to hug the floor below instead as he lost his balance and fell.

“Oof! Well, I was about to say that I was here for yah if y'all ever needed to talk...but talkin’ later is probably a much better idea.”

Dusk smiled as he shook his head. He offered a hoof to AJ and pulled him up with a grunt. Then Dusk brushed him off with his magic and gave him the compassionate hug that he missed.

“Thanks.”

“No problem, sugarcube.”

“Also, I can clearly tell you're extremely drunk, but where did your slur go?”

“Eh, a lotta practice hidin’ being drunk from Grampy. Sometimes it can get mighty boring on the farm in the winter, sometimes yer a bit underaged to be enjoying big pony drinks, and sometimes mareopoly was made by demons of Tartarus and y'all draw the go directly to jail card every time a cheatin’ big sister plays and y’all never get to be the carriage ‘cuz she's older and gets first pick and I wan-”

“I think I get it, Applejack,” Dusk interrupted a with a hoof on Applejack's lips.

“Ehem, well, it was a marvelous aftershow party, but it is rather late,” Elusive interjected. “I think now would be a good time to retire for the night.”

Elusive gently lifted Butterscotch up with his unicorn magic and placed the sleeping pony on his stylish sweatered back. He waved goodnight to the others and tip hooved his way to their guestroom upstairs.

Then Dusk surprised himself with an abrupt yawn. “Oh wow, didn't realize I was this tired. I feel like I did 20 book reports in a single night, again.” He covered his mouth as another muscle straining yawn interrupted him.

“Y'all have a goodnight, ya hear? Don't fret none over me ‘n Rainbow. I reckon I can mosey this lightweight to our room with no problem,” He said while stumbling to his blue feathered friend.

Dusk reasonably doubted his friend, but another heavy yawn persuaded him to take advantage of his friend’s kindness. After wish of sweet dreams and a small flash of light, Dusk disappeared, but followed by a crash.

“You okay, Dusk?” the muffled voice of Barbra asked.

“I forgot, no teleporting while tired or drunk,” the muffled voice of Dusk responded.

“That's gonna take a while to clean up, Dusk.”

“Augh, let's just handle it in the morning.”

“That sounds like lazy pony talk.”

“No, it's sleepy pony talk, good night, Barb.”

“Fine…”

Soon afterwards, Blitz’s not-so-graceful snores filled the otherwise silent kitchen. Applejack pondered a moment, looked around and noticed, ‘Where'd all the mugs go?’

He then saw them in the sink. They were stacked like a pyramid with a note on top. It was written with bubbly pink cursive and was decorated with sparkly glitter. It simply stated, “Good night everypony!”

“Heh, silly ol’ Berry. Mighty nice of him to clean up for us”

He turned to the sleeping stallion beside him.

“Though it really shoulda been you,” he said. “Y’all did lose after all,” he said as he poked Blitz.

He might not exactly be a perfect angel, but the way he slept was cute in a way. His own way of doing things and not a care in the world. A little coltish, but more charming than adorable. His messy hair covered part of his face in a way that looked like it was a little lazy, but it was more about having a good time than worrying about what everyone thought of him.

Then Blitz snorted, and Aj couldn't help but chuckle.

Applejack yawned and felt his tiredness setting in, so he gently nudged the blue pegasus, hoping to wake him up. Blitz merely snorted and belched an awful, sweet smell back. The scent of alcohol was thick enough to bottle as a disinfectant and made him wonder how bad his own breath had to be.

He pushed a little harder and said Blitz’s name, but all that came back was a murmur of, “Stupid, sexy apples.”

The orange stallion raised a brow to that comment and scratched his head through his ever-present stetson. He ignored it and shook Rainbow Blitz’s body.

“C’mon Blitz! Wake up!”

That seemed to do the trick. Blitz's eyes lopsidedly opened and blinked. He murmured and groaned, protesting his body’s desire to continue his drunken slumber.

“C’mon buddy, y'all can't stay knocked out on the table here.”

Applejack slid a hoof under Rainbow’s arm to pull him over his back. It was a slow and clumsy process that may have ended with a couple knocked heads and curses to Artemis’ stars, but it was finally done none the less.

“Whoa, when did you learn how ta fly, Applebutt? Everything ith tho, spinny…” Blitz slurred as he hugged Applejack’s back tighter for balance.

“Probably after watching you do the same loop 25 times,” he responded.

“I know you were juss lookin’ at my butt the entire time.”

“I don't know what yer talking about,” Applejack nervously chuckled and let the conversation drop to focus on the task at hoof. He put one cautious hoof in front of the other in hopes of making a safe journey to the guestroom, but gravity was a cruel law of apples and did its best to bring the orange stallion down. Applejack, however, was a strong and clever pony. He walked with a wide, slow gait, forcing his way through the cider induced inebriation and seemed to be succeeding.

“Ith totally cool if ya like to thare at my butt, ath long ath ya don't mind me tharing at your's,” Blitz giggled.

“Don't go all ‘horny-drunk’ on me, Rainbow,” Applejack responded.

The constant battle with gravity and drunkenness forced Blitz to tighten his grip on Applejack’s back. His taut, athletic chest and stomach pressed and rolled firmly against Applejack's muscular, strong back. The simple friendly warmth felt a little more intimate. Then he felt gentle, moist pecks along the sides of his neck. A lot more intimate. The kisses trailed up his neck until they reached his ear, where a pair of lips pulled it in and traced it with a slick, hot tongue. Too intimate.

But Applejack did not stop it.

When he reached the living room where the Hearth's Warming tree stood, Rainbow Blitz's hold had slowly morphed into circling hooves around the larger stallion's chest. Blitz moved more of his body to gain as much fur/skin contact as possible. He slid his body up and down the farm chiseled backside as he moaned into the heat between them.

Then he felt something growing between them. It was soft at first, but slowly stiffened to a nice, thick length. It pulsed and pumped and felt so good.

“B-blitz, what's going on back there?” Applejack asked, adjusting his back to better grind against the erected guest between them.

“Juss havin’ some fun, Applebunth~” he cooed into Applejack's ear and followed it with another dexterous ear lick. “Ya wanna hath thome fun too?”

“I thought y'all said you weren't inta stallions,” he responded.

“Maybe I juss like big, muscle-y earth ponieth? And I donn thee any other thexy earth ponieth ‘ere to haff thome fun with me,” Blitz said and accented his words by grinding his crotch harder against Applejack's tight lower-back muscles. A damp spot quickly grew as Blitz leaked pre along the orange backside. “Oh well, with their loth~”

“Well, I think I’d like to have some fun,” he said, trying to hide the desire in his voice.

“Thath what I like ta hear!” he lazily yelled as he fell off of Applejack, backside down on the ground. He landed with a soft thud and sprawled his limbs out on the ground.

Applejack twisted towards him to make sure he was okay, but an eye full of tasty bubblegum pink distracted him.

Rainbow Blitz's stallionhood stood at full-twitching-mast. The proud above-average cock glistened with salty pre-cum. The pre leaked from its engorged flare and with every virile twitch, came more wetness.

What little inhibition was left disappeared in an instant. Applejack knew where he was truly needed.

He opened his mouth and devoured Rainbow Blitz's cock flare. He tightened his lips around the head and sucked the tasty juices that he could into his mouth. Applejack closed his eyes to focus every bit of his mind on the amazing flavor and texture of hot stallion cock in his mouth. His wide, flat tongue rolled around in deep circles, pressing harder and harder to taste more of of Blitz’s love juice. When he could only taste sensitive pony skin, he buried his powerful earth pony tongue into Blitz’s cock slit to lap up more spurting pre from the source.

“Fuuuuck!” Blitz sighed breathily. His stallion meat shot lightning pulses of unbearable pleasure to his inebriated brain as Applejack's skilled mouth and tongue bullied more juices from it. His instincts drove him to thrust his hips into the blissful source of wet heat and was rewarded with that heat pushing a little deeper into his cock slit. The strange but amazing sensation tightened his balls, which expelled another squirt of flavor. With each squirt, the tongue pushed harder and dug deeper.

They both knew Blitz was close to releasing his building load, but while Applejack wanted to push further by sucking harder and rolling his tongue faster. Blitz remembered the gift that he got Applejack and nearly ripped his cock out from Applejack's fervent mouth with a loud pop. The move nearly brought him over the edge, but he remained composed enough to keep Applejack's hungry mouth from returning to finish the job.

Applejack slowly realized that his mouth no longer tasted the sweet bubblegum colored flesh of his friend, nor the pulsing heat of hard cock on his lips. He finally opened his eyes to see a stumbling Blitz headed to the Hearth's Warming tree.

While clumsy, the view of his pink stallionhood dangling between his legs was appreciated, but the view of Blitz's athletic yet full ass swaying side to side was an experience to live for. Each stumbling step seemed to put his taut ass higher into the air, fueling Applejack's already blazing desire for the little stallion’s body.

“I got you a present as a joke, but I think right now it’d be a lot of fun to use,” Blitz giggled as he finally reached the Hearth's Warming tree. His voice seemed a bit more sober, but his body was still deep in the effects of way-too-much cider. He leaned forward to see where he had placed the gift, but his front fell flat leaving his rump high in the air and his tail flipped over his back.

It gave Applejack an all too clear view of the flank he definitely did not stare at all the time. It was too much for the starving stallion.

“Damn it, I can't hold it in no more. I gotta eat that rainbow ass.” He pounced the defenseless booty and licked at every possible inch. From the juicy outer and inner thighs to the shapely hips to the firm, round ass cheeks, he tasted every bit of the blue pegasus’ rear end, but still craved more.

Rainbow Blitz still reached around the presents in hopes of finding the gift he'd gotten for Applejack, but the constant toying with his entire rear made it impossible to concentrate.

Applejack found Blitz's delicious cock flare again and suckled at the edges. This time he dragged his tongue along the backside of Blitz's cock over his blue ballsack and finally to the other pink prize. He grabbed the pegasus’ hips with his forelegs to hold the blue pony in place as he buried his tongue as deep as possible in Blitz's love hole.

Blitz's eyes crossed as the slippery invader pierced his entrance so quickly. He moaned at the unexpected pleasure of warm, wet flesh pushing around inside of him combined with the constant fondling of his ass. Rainbow shifted and squirmed under Applejack's intense tonguing and, through sheer dumb luck, bumped his nose against the poorly wrapped gift for his friend. He hastily opened it to reveal its contents.

It was a large container of apple flavored ‘Pony Up’ lubricant with a chain of pink apple shaped anal beads wrapped around it.

“W-wait,” Rainbow said as he pushed the opened present to Applejack. “It’s for all those times you jerk off to apples or something.”

“I, uhh, don't do that…” Aj dismissed as his face involuntary scrunched. He quickly changed the topic, “And why'd y'all open up my gift? I think that a bad little colt like y'all needs ta be taught some damn manners.” He easily mounted the smaller stallion with his powerful, trunk like legs holding Blitz in place.

Rainbow dismissively flapped his wings and said, “Pfft, you and every coach in flight school said the same thing, and I didn't learn shi-” He interrupted himself as he looked beneath him to see Applejack's titanic length. He gulped when the full stallionhood flexed and slapped his belly with a wet clap. It was diamond hard and paired with legs that could bring down trees in a single kick. Sweat rolled down his forehead as he feared for his life, but his own cock hardened as danger was what life was all about.

“Dear sun and stars, fuck me with that beast right now.”

“T’aint much of a punishment if y'all want it so bad,” he said as he slicked his stallion meat with hopefully plenty of lubricant.

“Solaris, fuck me right now,” Blitz quivered.

Applejack, even in his drunken and lusting state, knew that there weren't many moments that he could really tease Rainbow Blitz with. This was perfect.

“Hmm, nah,” Applejack simply responded. It took all of his will power to not impale such a wonderful ass, but he sat down on his flank behind the shaking pegasus. His stallionhood stood painfully erect in front of him, but he stuck to his plan.

“Please fuck me?” he begged and even wiggled his rump at the orange stallion.

Applejack’s cock twitched and ached, but he held steady. It’d be worth it.

“Ways I see it: I won a contest, and y’all didn't,” he said as he crossed his forelegs and smirked. “If ya really want this so badly, y'all’d give me a prize.” He finished by flexing his virile stallionhood. Blitz’s eyes followed the pre-cum jet into the air and land on his leg. He trembled at the thought of holding that instrument of pure stallion power and knew he needed to feel it against his body.

“What do you want?! I'll do anything!” Blitz cried.

‘Yes!’ He screamed in his head. A shot of pony juice from his other head concurred. “Ehem, well, I’ve always wanted to get feather dusted.”

“B-but, I just got my wings preened! It cost a lot of bits to get them professionally done,” he cried while defensively holding his wings.

“Mmm, fresh peggy wings that we can lick my cum off? Oh, that sounds damn fine. Now gimmie those wings or y'all ain't gonna have any fun at all.”

It was a bluff that Applejack knew he couldn’t follow through if Blitz denied him. But if he could just hold out until his friend caved, he could finally roll his cock in those soft wings. It was a small fetish that developed over the years of admiring the pegasus’ aerial acrobatics. Those powerful, exotic limbs that could break the speed of sound itself would be flapping against his massive length. Something that only he and Blitz could ever enjoy. The fantasy sent shivers down his spine and excitement up his stallionhood.

After a few moments of deliberation, Rainbow turned around and said, “Okay, but only if I get to use these anal beads.”

While Aj felt that didn't make much sense, his current needs overrode any logic he had left.

“S-sure!”

After a copious amount of lube was applied to the beads, Applejack pushed the entire long-chain into Blitz's tailhole, one-by-one. Each one drew a satisfying squeak from the blue pegasus as they entered. His approving member twitched with every bead.

Finally, Blitz sat up, moaning at the full sensation in his lower body and pulled himself lap to lap against Applejack. Applejack broke out into a huge goofy grin as their crotches connected. Their intense heat and hardness drew throaty moans of pleasure from the contact. Applejack kissed Blitz's lips to encourage him to continue, but he broke the kiss as quickly as it’d come to focus on grinding his slick meat and nuts against his friend’s.

Having their cocks pressed against each other really displayed to Blitz that Applejack's enormous girth dwarfed his and probably every stallion that ever lived. Applejack thrusting the monstrous length against his own almost paralyzed him with lust and fear.

He slowly moved his wings around Applejack's member and his own. Blitz's wing muscles tightened and pushed them together as tightly as possible. Applejack moaned long and low as he squirmed in the amazing softness of the blue feathers contrasted by the pink stiffness.

“Oh sweet Artemis, don't let this night ever end,” Applejack prayed and thrust his hips into Blitz's wings, persuading Blitz to continue.

Rainbow Blitz gradually moved his feathers up and down their cocks. He could only move slowly as Applejack's friction alone was dizzying, and the musk from their work was growing stronger as well making it difficult to concentrate. A jet of precum from Applejack's twitching tower splashed on Blitz's lips. He dragged his tongue over the stain with timid curiosity.

‘Does it really taste like apples?’

He'd always dreamed of it.

His tongue finally rolled over the sweetness on his lips.

Of course it did.

The flavor woke him from his daze. With renewed determination, he increased his pace on their wing job. Blitz hungered more. Fortunately, Applejack was more than happy to provide. His love juices leaked constantly, almost making the lubricant useless. The occasional twitch sent a squirt flying to one of their chests. Blitz stretched his flexible pegasus neck where his mouth hung an inch above Applejack’s engorged flare head. It had to be as wide as his mouth and the musk from such an impossible length of raw stallion made his head spin. Then another blast of hot apple flavor landed on his tongue and pulled him to wrap his lips around the massive flare.

“Blitz!” Applejack cried out. The unexpected addition of Blitz's mouth drew louder moans and grunts from the orange earth pony. Blitz's tongue attacked the engorged head with his thin, but fast tongue. He slid it everywhere he could reach and then pushed it into Applejack's wide cockslit. He was rewarded with more of the delicious flavor of salty apples pumping directly into his mouth and Applejack crying out his name again.

“Blitz, I'm close!”

But Rainbow Blitz could already feel it. Applejack's racing heart pounded through his pulsing stallion meat. His huge apples constricted against his own balls faster and faster. He thrusted wildly into Blitz’s wings and mouth.

“Feather Dust me good, Blitz!”

Blitz released his grip with his wings and mouth and frantically rubbed his feathers over Applejack's flare. His wings moved so fast they became a hot blur of blue. Applejack panted in short, quick breaths as his pony flare’s nerves were overloaded and his balls pumped his load to his tensed flare.

“Yehaw!” He cried.

Hot, white streams of semen exploded into Blitz's wings. Applejack thrusted and pumped as he continued to release everything he had pent up, while Blitz continued his assault on the flare. The pressure behind the streams of cum felt like a faucet turned on full blast and the amount was surely in the gallons. Cum splashed everywhere as Rainbow's wings sent it flying about the room and themselves, only caring to coax more of apple love juices from Applejack's.

Eventually, the powerful pumps of Applejack’s balls relented. His final thrust drizzled along the sides of his cock in amount that surpassed any stallion's total load. Blitz’s stopped abusing Aj’s flare and wrapped his wings firmly around the base of the deflating titan, pushing upwards to squeeze out anything left. Blitz could hardly believe it was over, but looked around to admire their work.

Everything was a hot mess, especially Blitz's sticky wings.

“Y'all got me really worked up there,” Applejack panted. “But I got a favor to repay, now.”

He tackled Blitz to the ground and licked at the mess he made in Blitz's wings. His wide, wet tongue rolled roughly over Blitz's feathers, knocking many out of place, but Blitz only moaned at the big earth pony’s roughness. Applejack lowered a hoof to Blitz's unattended stallion staff and ground it against Blitz’s stomach wildly. Blitz bit his other wing to muffle his screams of ecstasy as Applejack ripped the anal beads from his ass.

All of the simultaneous acts were too much too quickly and Blitz added to the mess. He humped into Applejack's hoof as his cock twitched and burst short streams of white under the orange hoof and his own chest. Applejack jerked Blitz's cock until he too finally became limp.

Applejack smiled. Rainbow Blitz was glowing mess. His glowing mess. He cleaned his hoof of Blitz's salty essence and did the the same for his flaccid member. Blitz squeaked and tensed, sending one last spurt of love into Applejack's mouth. The earth pony slurped and swallowed it down happily.

“Woo-whee,” he burped. “What a mess.”

Nearly everything in the living room was contaminated with stains of his seed: Furniture, family pictures, the rug, even the ceiling. At least it didn't look too out of place on the Hearth's Warming tree. Too bad the strong scent of musk and apples weighed heavily in the room.

“I think we goofed up pretty bad,” Applejack said.

“Maybe we can clean it up before anypony notices?” Rainbow Blitz said.

But then the doorbell rang.

Reality slapped both of the naughty ponies in the face pretty hard.

“Dusk is gonna kill us,” Blitz squeaked.

“Dusk is gonna find worse ways than death to make us suffer,” Applejack cried as he pointed to the piano. “That thing has to be worth a 10,000 bits and it's got my junk all over it.

They both frantically danced in place as they tried to figure out what they could do. The doorbell rang again and was joined by powerful hoof knocks.

“Dusk is gonna wake up at any moment and we're toast!” Blitz squealed. “He turn frogs into oranges! What if he turns us into apples?!”

“We gotta run!” Applejack screamed in panic.

“Dusk Shine! Please answer the door! I need to talk to you!” A deep but worried (and probably drunk) voice yelled on the other side of the door.

“Is that, Prince Solaris?”

“I reckon it is,” Aj responded to Blitz. “But what is anypony, let alone Prince Solaris doing up at this hour?”

“I'm sorry, Dusk Shine! Please talk to me!” The voice gained a sense of desperation and grief.

“You haven't responded to any of my letters and I just want to talk!”

“Agh! Fine! We'll talk if it gets you to stop trying to wake up the neighborhood!” A muffed cranky voice from above yelled back. Stomping footsteps overhead echoed throughout the living room to the stairs. Each pounding step counted the few moments Applejack and Rainbow Blitz had left on Equestria.

Run, hide, cry! Anything!

But they were paralyzed. They knew their fates were sealed. They held each other close for the end was nigh.

And Dusk had made the last step from the stairs.

He turned and groggily greeted Aj and Blitz, “Augh, did he wake you two, too? I swear, he supposedly over 3000 years old, but he acts like a foal.” Dusk stepped past them to the door and opened it.

A chilling breeze came through, but Solaris quickly hopped inside. He did not shiver as Applejack and Rainbow did.

“Thank You, Dusk. Please, let me explain.”

“Prince Dusk Shine.”

“Excuse me, of course.”

“It is the title you forced on me, you could at least respect that!”

“Prince Dusk Shine! Please!”

Then Solaris noticed a scent. He sniffed the air and looked around.

“What interesting décor…”

“What are you talking about? I'm not up at three in the morning for another one of your...what the fuck.”

Dusk Shine looked all around his less than freshly decorated living room.

“HOW THE FUCK IS IT ON THE CEILING?!”

***

“Hmm, an interesting and amusing memory.”

Artemis scratched his chin.

“It seems not to trigger any reaction on any of the instruments, however.”

“Umm, is this ethical, Prince Artemis?“ a small bat pony in a lab coat asked.

Artemis glared at the tiny pony.

“R-right, one of those experiments,” she squeaked and retreated to the other stations.

“I hope the others may have provided anything more useful.”

“Meee tooooo!” Bubble Berry moaned and then promptly returned Artemis’ cock deep into his throat.

“We think we preferred the clones that screamed fuck.”

Bubble Berry swallowed rapidly as a response. His throat muscles easily brought Artemis to climax.

“But thine endless stamina is certainly a boon,” he grunted as Berry’s throat continued to massage his length and drain him of his come.

“Onward then, to the others!”

Author's Note

Not gonna lie to yah, I did this all on my cellphone so there is not only worse editing, but a complete lack of formatting.

At least there's something, right?

No. That's a terrible, excuse.