Tales of the Cutie Mark Crusaders

by cuteycindyhoney

Rating: mature
Tags: Comedy, Cutie Mark Crusaders, Sex, My Little Pony: Friendship is Magic
Length: 26684

Twilight didn't know how her becoming a Futanari would effect one of the CMC!

When Twilight inadvertently became a Futanari, little did she know her change would trigger a similar change in another. Lately Scootaloo had been feeling a little tense. Her life was about to begin an exciting new chapter that would have profound and lasting effects on her best friends!

Published 2015-02-08 07:20:01 UTC
Last updated 2016-03-03 02:22:02 UTC

01 Scootaloo Rising

Tales of the Cutie Mark Crusaders

01 Scootaloo Rising

By Honey Moon

Wings flapping strong and fast, Scootaloo headed towards Ponyville. “I can’t believe this.” She said, risking bugs in her teeth as her scooter sped along with greater speed than she was normally able to produce. The filly attributed her increased velocity to agitation over what she had witnessed. “Princess Twilight is a Futanari? That’s just not fair!”

The almost painful tension she had felt deep in her tummy had eased up, but it threatened to return as she thought of Fluttershy just meekly letting Twilight mount up and ram in. “I, I think Fluttershy even saw me watching them!” she said as she took a curve at astounding speed.

The wheels of her scooter left the path, but Scootaloo didn’t notice as she leaned into the turn and negotiated it with greater ease than she ever had before. “Nah, she couldn’t have seen me. Fluttershy is way too timid to just let Twilight do “that” while somepony was watching!”

The filly pulled back on the hoofbars, wings beating furiously as she stopped in front of Carousel Boutique. Still pondering what she had witnessed, Scootaloo was unaware that there was none of the normal wheel screeching as she stopped on a bit. She hopped off of the vehicle as it dropped down soundlessly onto the ground below.

“I just gotta tell Sweetie Belle and Applebloom about this!” She trotted up and put a hoof to the door, but it wouldn’t budge. “Oh, that’s right. Sweetie Belle said Rarity was in Canterlot for some fashion thing this weekend.” Froo-froo things like fashion shows never interested her before, but for some reason or other Scootaloo suddenly thought seeing a bunch of fashion fillies wearing pretty clothes might be something she’d really want to see. The odd tightness in her tummy seemed to be coming back. That is until a stray thought entered her head.

Scootaloo’s mouth dropped open. “Wait a minute. Did Princess Twilight fib to me? She had to know that Rarity is out of town for the weekend! Sweetie Belle wouldn't be here with her sister away. Besides, once her momma noticed she went into season yesterday, all heck broke loose! Sweetie Belle won't be allowed out of the house for a couple of days, until her season passes.” She laughed. “Twilight must have really wanted to get at Fluttershy if she told me a fib. I guess I can understand that.”

The filly remounted her scooter and tore off in the general direction of Sweet Apple Acres. From a distance things looked normal. Several ponies did turn to watch Scootaloo in passing. Although she still held on to the hoofbars, there was a subtle difference from her usual riding stance. Scootaloo's hind legs were trailing behind her as she sped by.

Scootaloo felt more her old self as she approached the tree house she, Sweetie Belle, and Applebloom used as headquarters for The Cutie Mark Crusaders. She parked her scooter and was just about to climb up to the clubhouse when she saw Applebloom walking her way.

“Am I ever pooped!” Applebloom exclaimed with a grin. “I feel good though. Applejack let me buck a whole acre by ma self this mornin'. I don't think she thought I could do it, but I reckon I showed ma big sis I'm not so little any more!”

“Applebloom, have I got news for you!” Scootaloo grinned. “I know something totally cool about Princess Twilight and Fluttershy.”

Applebloom paused. “Is Twilight trying to study “The Stare” again?” she asked with a giggle. “Applejack told me that Twilight is still tryin’ to figure out how Fluttershy turned into a big ol' bat.”

“It's nothing like that!” Scootaloo felt the odd almost painful tension again, but ignored it while delivering her news. “Princess Twilight is a Futanari, and Fluttershy sure seems to like it!”

“What in tarnation are you talkin' about, Scoot?”

Eyes closing to slits, Scootaloo continued in a conspiratorial whisper. “Twilight is an Alicorn Futanari! She has a penis, and she was bucking the heck out of Fluttershy with it!”

“You have got to be joshin' me!” Applebloom shouted, before looking both ways to see if anypony could hear. “I know Twilight is a princess and all that, but since when does she have a penis?”

“Since she was using it on Fluttershy this morning!”

“Does that mean Twilight is really a prince?” Applebloom thought a moment. “Prince Twilight. That could work, but she’s way to pretty. Maybe if he cut his mane short and bobbed his tail.”

“Nah, Twilight’s still a princess. It's just something that happens sometimes to us Pegasi if there aren't enough males around. Twilight is part Pegasi now, and you know that she kinda just hangs around mares. You should have seen her go! Fluttershy really liked it, too!”

Applebloom frowned. “I don't think we ought a talk about that. Remember all the trouble we had with Gabby Gums? If we spread rumors about something THAT personal, we'd never hear the end of it!”

“I'm not telling everypony! I just told you. Well, I'll tell Sweetie Belle as soon as she gets back. Maybe we can be Cutey Mark Crusader: Reproductive Researchers!”

“Ew! I don't even wanna know what that Cutie Mark would look like!” Applebloom laughed. “I say we just forget about it. Now how about headin' on down to the lake? I wanna take a swim. My coat is all matted and sweaty from buckin' all mornin’!”

Scootaloo felt nervous for reasons she couldn't explain. Applebloom did look a little overheated. Some of her mane had even escaped from the big bow she liked to wear on the back of her head. Somehow it made her look really good. “I, I'll get our snorkels and swim fins.” she announced as she turned and raced to the tree house.

Applebloom gasped. “Scootaloo!” she cried as her friend soared skyward. “You're flyin'!”

Scootaloo nearly faltered and fell. “I, I'm in the air!” she screamed joyfully as she managed to circle the treetop. This wasn’t anything like the embarrassingly short little hops she had managed in the past. This was the real deal! “Holy Celestia, look at me! I'm really flying!”

Applebloom raced up the ramp to the clubhouse and was there to greet Scootaloo when she landed. “Wow, that's great Scoot! When did ya learn how to fly?”

Heart pounding, Scootaloo could only grin for a moment. “That was the first time! This is awesome! This is fantastic!” She leaped into the air and made another circle of the tree.

The rush of air in her face and through her mane was so much stronger than when she rode her scooter. With a loud squee of joy, she climbed ever higher. She was in Rainbow Dash's domain now, and it felt wonderful!

“Way ta go, Scoot!” Applebloom cheered as her friend soared through the clear blue sky. “Do it! Do it!” she hollered as Scootaloo zeroed in on the one small fluffy white cloud adorning the sky.

“Take that!” Scootaloo yelled triumphantly as she flew right up and kicked the cloud into wispy streams of water vapor. She was beginning to feel the strain of this new activity and headed on back down.

“Scoot, I'm so proud a you I'm fit to bust!” Applebloom cheered. “Wait 'til everypony sees you in the air!” She giggled. “I can't wait to see Diamond Tiara's face when ya buzz her!”

“This is really a workout though.” Scootaloo gasped when she landed again. “I better be careful. Rainbow Dash says that lots of fledgling fliers make the same mistake and hurt themselves by overdoing.”

Applebloom laughed as she watched Scootaloo launch herself over the railing and fly around the tree again. “Don't tell her I said it, but you're doing better than Twilight did her first few times.” she giggled. “Remember how she kept crashin' when practicing her part in the Summer Sun celebration?”

Scootaloo remembered Twilight all right, but she was remembering what she saw earlier that morning when Twilight was seriously mating with Fluttershy. Was Fluttershy in season? Was twilight trying to put a foal in her belly? For some reason that odd tense feeling in her belly was starting to turn into a dull pain when she thought about Fluttershy getting pregnant. “Yeah, I, I remember!” she said quietly when she landed and tried to fold her wings. She couldn't!

“What's the matter, Scoot?” Applebloom asked. “Aren't you happy?”

“Sure I am!” Scootaloo shouted, while trying to will away the most serious case of “wingboner” she had ever had in her life. “I'm just a little winded from exerting my wings.”

“Well, I'm still all sweaty.” Applebloom reached a hoof in back of her head and untied the bow holding her mane. “Let's celebrate by goin' swimmin'!”

Scootaloo watched with mouth wide open as Applebloom bowed her head down and then whipped it back up. It was just like that scene with Rita Haybaler in that old movie when she does that thing with her mane. Scootaloo groaned as the dull ache became a sudden sharp pain, to be followed by blessed cool relief.

Applebloom gasped and fell on her haunches when she saw something large suddenly emerge from her friend's body. “Scootaloo, what the hay is that?” she shouted while pointing a trembling hoof under Scootaloo's belly.

Breathing sort of funny, Scootaloo looked under herself and let out a squeal. “What the, I, I'm a Futanari! How the heck did that happen?”

Applebloom tried to compose herself. “Is Twilight contagious?” she asked with a slight quaver in her voice. “I don't wanna be no stallion! I’m happy bein’ a filly!”

“No, no, I told you!” Scootaloo hastened to assure her friend. “It, it's rare, but sometimes this happens to Pegasi mares if there aren't enough males around. I don't think it ever happens to Earth ponies. You don't have to worry!”

Applebloom inched a little closer. “Are you sure ya didn't just fall into some Poison Joke and turn into a stallion or somethin'?” she walked around and studied Scootaloo's hind quarters until she managed to get a quick peek under the nervously waving tail. “Nope, your hoo-ha is still there all right. I was worried for a second.”

“No, I'm still a mare, honest!” Scootaloo said while blushing. “It, it's just one of those survival of the species things. It usually happens when you're a full grown mare though. I don't know why I got mine now, but this is seriously cool!”

“Are you joshin' me, Scoot?” She moved even closer. “Are you sure that's not some fake thing you glued on?” She reached out a hoof and ran it along the length of the firm staff.

“It's real!” Scootaloo cried as incredible sensations ran through her body. “It's really real, honest!”

“Oh my gosh, it is! That's an honest to goodness penis!” Applebloom whispered as prodded it again with her hoof. Scootaloo flinched and she pulled back. “Oh Scoot, I'm sorry. Did I hurt you?”

“N-No, it didn’t hurt.” Scootaloo whispered. “It was the complete and total opposite of hurt!”

Applebloom felt sort of warm inside. This was very educational. It was her first close up look at a real live pony penis. Sure she'd seen animals displaying lots of times on the farm. Last time Winona had wanted to birth a litter of puppies, she had kindly let Applebloom watch as a big handsome boy dog mounted her. That sure didn't go over too well with Applejack!

“It's kinda big.” Applebloom finally commented as she ran the smooth side of her hoof along its length again. “Not nearly as big as ma big brother's penis, but its lots bigger than that diagram Miss Cheerilee showed us during her fillies only lesson about being responsible when you go into season for the first time.” She ducked her head low under Scootaloo's body and took a good long look. “It sure looks huge on you. I betcha if you were as big as ma brother, it would be almost as big as his. Scoot, you practically got five legs!”

“Don't talk like that!” Scootaloo moaned as her new addition was openly stared at. It really seemed to like the attention, and started to throb. “Wait, when did you look at your brother's do-dad?”

Applebloom giggled. “I followed him and Miss Cheerilee one day when they didn't know I was watchin' 'em. They went up to the hay loft, and so did I.”

Scootaloo was trembling from the tips of her ears to the very end of her tail as Applebloom sort of absentmindedly kept on sliding a hoof up and down the length of her cock. “What did you see?” she asked breathlessly. “You gotta tell me!”

“Just between you and me, I’m thinkin’ that some a the love poison is still workin’ on ‘em. It was sorta weird. They kissed a lot, and my brother's big ol' whopper just slid right out and got hard 'n stiff. It was scary big. Miss Cheerilee wasn't scared though. She, well, she gave it a kiss!”

“She, she kissed his do-dad?”

“Eeyup! She kissed it right on the end, and then opened her mouth really wide and sucked on it like a piece of sugarcane. I never heard Big Mac make such funny noises! They kept on goin' like that for a long time. Then, Big Mac groaned and sorta lurched forward. I thought Miss Cheerilee was gonna drown when he popped off in her mouth like that! Some a his stuff even came outta her nose! She's a real trooper though, and swallowed most of that stallion gunk down. From the looks a things, I bet she likes the taste!”

Scootaloo's whole body gave a sort of jerk, and she let out a very soft whinny. “M-Miss Cheerilee let him squirt it in her mouth?”

Applebloom gave a little jump herself as a big shimmering droplet of clear fluid oozed from the little hole at the end of Scootaloo's member. “Look out, you just leaked a little!”

“Applebloom, don't stop now!” Scootaloo begged. “Um, I mean, tell me more!”

“Scoot, I'm a farm filly. I know what will happen if I keep going!”

“Please?” Scootaloo begged. “Just a little more? It feels so good!”

“Your stallion part has ya all worked up.” Applebloom said quietly. “You're not gonna want to stop after just a little more.”

“It's because you're so pretty!” Scootaloo groaned. “That was stupid! It just slipped out! Don't listen to me! I, um, I'll go someplace private and, uh, settle down.”

“Listen Scoot. I didn't think that was stupid.” Applebloom smiled shyly. “You're my friend. I think I like having a friend think I'm pretty.” She sighed. “I sure hope ma big sis doesn't catch wind a me messin' around with a filly like this, even if she is a Futarootie. I don't think she would take to kindly if she found out I sorta like fillies as well as colts.”

Scootaloo almost choked. Didn't Applebloom know? Just the other day while earning a few extra bits by cleaning up at Sugarcube Corner, she had seen Applejack kiss Rarity. It happened when there were no other customers in the shop and Mrs. Cake was in the kitchen. She was in back of Applejack, sweeping up, and guessed that Applejack forgot she was there. It looked just like the two mares were on a romantic date! It was probably the prettiest thing Scootaloo had ever seen, even though she could swear that Rarity stuck her tongue into Applejack’s mouth.

The mares then went back to eating their shared Sundae. Thank goodness they weren’t saying all of the icky lovey-dovey weird stuff Miss Cheerilee and Big Mac were spouting back on Hearts and Hooves day! That would have just been too much! They just seemed relaxed and happy in each other’s company.

Rarity had even seen her watching, but didn’t seem upset. Her horn glowed, and she fed the cherry from the top of the Sundae to Applejack. While Applejack was distracted by levitating treats, Rarity briefly put a hoof to her lips in the universal sign of “Keep Quiet”. Scootaloo vowed to herself that she would never tell a soul what she had seen, and frankly, enjoyed.

Scootaloo whimpered softly while trying not to think about Applebloom’s big sister while Applebloom was touching her penis. That felt like a betrayal or something! “So, um, you'll do it, uh, some more?”

“I think I might be obliged to help ya out a bit.” Applebloom thought for a moment. “Okay, let's do this properly.” She motioned to the railing around what Sweetie Belle insisted was called the club house's Veranda. “Put your front hooves on the rail. That way I'll have more room to work. More importantly, you gotta be lookout. We have to stop if you see Applejack, Granny Smith or Sweetie Belle comin'.”

Scootaloo laughed almost manically as she reared up and put her hooves on the rail. “What about Big Mac?”

Applebloom froze. “Yes, him too.” she said after a long second of nervous contemplation. “I only left him out by mistake! I wasn't thinkin’ he would get jealous seeing me do something like this to some other pony instead a him, or anythin’ like that!”

“I guess you really do like colts too.” Scootaloo said with a giggle. “Unless it's just your big brother you like!”

“Oh shut up!” Applebloom blushed. “Ya should have seen him mount Miss Cheerilee though. For some reason, she put a bright yellow balloon on his penis first. She said that from now on they'd have to be careful when she was in season, since she only had a few left and couldn't get any more. After she rolled the balloon onto him, wow! He went super deep way up inside her, and seriously started to buck! Miss Cheerilee loved it! She was a howlin’ like a Timber wolf and really rockin’ her flanks!”

“Applebloom, we, um, maybe we could try that too.” Scootaloo tried to smile casually, but she looked more like a starving pony that just found a big pile of luscious juicy apples.

“Whoa Nellie!” Applebloom gasped. “We can't be doin' THAT now! Didn't you hear Diamond Tiara teasin' me an Sweetie Belle yesterday after school for being in season for the first time, before we got our Cutie Marks? Imagine what she'd say if I was a blank flank havin' a foal!”

“I, I g-guess you're r-right.” Scootaloo stammered as another big droplet of clear shimmering liquid dripped from her quivering penis. She didn't dare mention that the idea of putting a foal in a pretty filly's belly was making her heart race!

“Okay Scoot. Let me scoot under you a bit so I can use two hooves on you.”

Trying to stand still as a statue, Scootaloo stared under herself as Applebloom got on her back and wriggled under her. She almost drooled when she caught sight of Applebloom's pretty hoo-ha. She never thought a pony could want something so badly! She was super hard, and the wonderful reason was right there!

“Uh, eyes up here, Scootaloo!” Applebloom said sharply. “That there is off limits!”

“I, I was just looking, honest!” Scootaloo gasped. “You know I know no means no!”

Applebloom couldn't help giggling. “Just remember that, okay?” She tried to make herself comfortable as she reached out with both front hooves. “I heard that Snips and Snails lend each other a hoof this way sometimes. Whenever they aren't swiping watermelons, that is.”

“Huh, why do they swipe watermelons? I heard Snails say he doesn't like them.”

“They're not for eating, Scoot.” Applebloom said as she gently began to stroke both hooves up and down the length of what she secretly thought was quite a pretty penis. “Colts make a hole in one end, and bore out a tunnel to accommodate their penis. Then they pretend the watermelon is their favorite filly, and get busy.”

Scootaloo was only half listening. The smooth sides of Applebloom's hooves felt wonderful as they slowly moved up and down her length. Still, a tunnel through a watermelon seemed important somehow. She couldn't think straight though with Applebloom underneath her and playing with her brand new penis.

Something was happening deep inside of her. Scootaloo was a veteran of many masturbation sessions. Past experience hardly prepared her for this. Gentle hooves rubbing her penis felt worlds different than slowly grinding her hoo-ha against a cushion, or in more daring times, against the corner of a table. She had a sense of power growing, of something about to burst forth. She had paid close attention in Miss Cheerilee's special fillies only class. Was she about to squirt? Was gooey white stuff full of sperms about to shoot out? She whimpered and trembled as Applebloom continued to rub both hooves up and down the sides of her shaft.

“Don't forget to keep watch.” Applebloom reminded as her ungainly position led to a big wet drop of slimy stuff landing on her. She could smell its musky scent and feel the heat through her coat. It was sort of exciting. That was when she realized that she was in the direct line of fire as she stared at the now continuously dripping hole in the flat head of Scootaloo's penis!

Scootaloo felt like she was just about to do something incredible when Applebloom suddenly stopped. “Not yet!” she wailed. “I think something was about to happen, but I need more!”

“I know, just hold yer horses. This big ol' snake is pointin' right at my face ya know!”

Scootaloo whinnied softly. “Don't talk like that!” she begged, while fighting the urge to thrust her body forward and rub her new favorite part against Applebloom's pretty face. “You'll make me get crazy!”

Applebloom stared directly at the blunt head of Scootaloo's rigid staff as she resumed slowly rubbing. Another drop oozed out and added to the wetness on her tummy. Miss Cheerilee was right. When you were in season, you started thinking mighty hard about how it would feel to have something this wonderfully warm and hard way up inside you. She felt herself growing moist in that special way as she stared at the perfectly formed penis jutting almost proudly from Scootaloo's body.

This had to be why Miss Cheerilee firmly instructed that all fillies avoid colts at the time of their first season. They were even permitted to take a couple days off from school if needed. A filly in her first heat would not be thinking clearly, and would be really feeling her oats. She was likely to tease and tempt a young colt until they both reached the point of no return. It was rare colt indeed that would be able to resist a flirty filly with her inhibitions dangerously lowered by the hormones raging through her young body.

Miss Cheerilee claimed that a sensible filly kept them at a distance for a few days to avoid all risk. By her next heat, her body will have settled down somewhat. She would be able to think clearly and carefully about what would happen in eleven short months to a filly that unwisely surrendered to temptation and allowed a colt to mount her at such a vulnerable time.

The wise teacher advised frequent masturbation to take the edge off of that feeling of need. She recommended twice a day, once in the morning before leaving for school, and once again before bedtime. More, if a filly could find a discrete quiet place for some “personal attention”. Otherwise it was far too tempting to make a mistake that could change the whole course of your life.

Of course Diamond Tiara scoffed at that, stating that she NEVER did anything as nasty as touching herself. Silver Spoon looked kind of embarrassed, and for once did not join in and agree with her rude cohort. Miss Cheerilee just smiled and said that there were two kinds of fillies in Equestria, those that admitted they masturbate and those that were lying through their teeth. The rest of the girls started to giggle when the teacher added that she herself tried never to lie. That was as good as an admission that their beloved teacher masturbated as well.

The class ended when the teacher passed out informative illustrated pamphlets explaining the different ways a filly could pleasure herself with hooves, a pillow to bounce on, cucumbers (if one didn't mind losing their maidenhood to vegetables) or Applebloom's personal favorite, a nice hoof held pulsating shower-head. Applebloom was convinced that it took a mare to invent something so delightfully useful. Nopony even laughed when Silver Spoon hastily grabbed herself a copy and hid it in her saddlebag when Diamond Tiara wasn't looking.

Sure Scootaloo was a tomcolt, but the rough and tumble filly was not “really” a colt, even if she now had a penis. Surely all of those scary warnings didn't apply just because she turned into a futarootoo, or whatever the heck it was called. Would it be really be so bad to let Scootaloo stick it in for just a second? Of course it wouldn’t be! Cutie Mark Crusaders have just scads of self control, stick with-it-ness, and willpower! They'd both be in complete control of things at all times.

Applebloom nodded to herself as she made up her mind. This was a Golden-Delicious opportunity. It was a total win-win. Scoot would find out what the inside of a filly felt like, and she would know how it felt to be filled up with such a pretty penis. Just in and out once, and they'd both know what it was all about. Scootaloo wasn't a colt, so what could possibly go wrong?

“Wait, why are you stopping?” Scootaloo cried. “Nothing happened yet!”

Applebloom squirmed out from under a panting and dejected Scootaloo. “Um, maybe we better go inside, and uh, talk about this.” she said with a nervous smile.

“I understand.” Scootaloo said sadly. “I don't want to risk messing up our friendship, just because I grew an extra part.”

“Oh hush.” Applebloom smiled bashfully. “Just come in so we can discuss it in the Great Idea Spot.”

They entered the clubhouse and moved to the target painted below the ceiling lamp. Scootaloo took a steadying breath, wishing that her penis would go limp and withdraw into her body. “I'm sorry if I embarrassed you, Applebloom.”

“What, who's embarrassed? I'm a farm filly, remember? I know all about animal husbandry and stuff.” She took a deep breath. “Scoot, do you remember what rule 34 is?”

“Of course I do.” She cleared her throat and recited in a sing-song voice. “Cutie Mark Crusaders rule number 34. What happens in the clubhouse STAYS in the clubhouse.”

“Now look Scootaloo.” Applebloom gulped. “I know ya wanna to try, uh, something. I, well, I'm a mite curious myself. I'm up for a little experiment, if you are.”

The shaft jutting from Scootaloo gave a visible jerk, and dripped a bull's eye on the target adorning the floor. “Could we really?” she gasped hopefully while trying not to openly stare at Applebloom's apple bucking toned flanks. “Could we have, uh, some sex?”

“Hey, I'm not sayin' ta just go all crazy!” Applebloom warned. “We have to keep things under control if we try this, uh, experiment. Listen Scoot, ya have ta promise just to sort a stick it in me for about a second. That way we can both learn what it feels like. Think ya could handle that?”

Scootaloo nodded her head so vigorously that she nearly gave herself a whiplash. “I can handle that, I promise! I know that Applejack would buck me into next week if I got you preg, um, I mean caused you to have a problem!”

Applebloom trembled. “Don't say the “P” word, or I might chicken out!”

“Chickens can't fly.” Scootaloo said smugly.

“What the hay does that mean?”

“Uh, never mind. How should we do this, Applebloom?” A strange thought entered her mind, and she spoke before she could stop herself. “Should we kiss first?”

The friends stared at each other for several long seconds. “I've never really kissed anypony before, unless you count birthday kisses from Big Mac and Applejack, or kissin' Granny Smith goodnight.”

“Maybe that was too weird.” Scootaloo said softly. “Sorry Applebloom. Just pretend I didn't say that.”

“Well, I dunno about all that. Just one kiss wouldn't hurt, I guess.” Applebloom whispered, feeling her face grow warm as she blushed. “Just so we know what everything is like, I mean. As Cutie Mark Crusaders, we have to be sure to do this experiment properly.”

The fillies carefully watched each other, not sure who would make the first move. After a few moments of silent anticipation, Applebloom shuffled her hooves and moved about an inch closer to Scootaloo. A monument later, Scootaloo flapped her wings just enough so her hooves dragged across the floor an equal distance. They both paused and giggled nervously.

It took nearly five minutes of alternately repeating their actions before their bashfully grinning faces were close enough to make the next step possible.

“Well, here goes nothin'.” Applebloom said softly. She closed her eyes and leaned in closer.

Scootaloo felt all fluttery inside. Were they really going to do this? She nervously put her mouth to Applebloom's, and forgot how to breathe.

The fillies kissed. It was awkward at first, but they soon warmed to this exciting new activity. Applebloom moaned softly and opened her mouth slightly in a wordless invitation.

Scootaloo had heard about “Fancy” kissing, and always wondered why ponies would want to do it. Now, feeling sophisticated and bold, she dared to slip her tongue into Applebloom's mouth. She was surprised at how nice it felt. Applebloom's mouth was sweet and cool. She could even faintly taste zap apple-butter, daisy and dandelion on whole wheat, Applebloom's favorite snack-time sandwich.

Lost in the moment, the fillies let their curious tongues play against each other. When they finally parted, a shimmering string of saliva stretched between the tips of their tongues, until it vanished like a soap bubble.

“Oh wow, I, I like kissin'!” Applebloom said huskily. “Thanks Scoot!”

“You're thanking me?” Scootaloo giggled. “Applebloom, you're the greatest!”

Applebloom moved rather skittishly as she turned away from Scootaloo. Heart pounding, she felt herself getting embarrassingly wet between the hind legs as her body began to tremble.

Her tail suddenly seemed to have developed a mind of its own. Without even thinking about it, she had gone and flipped it up until it covered her back and draped up over her head. Her nether regions were now completely exposed. Applebloom looked back and smiled sheepishly through her tail at her friend's hungry eyes. It made her feel all warm and gooey deep inside just knowing Scootaloo was enjoying the view.

“Remember” Applebloom whispered as she instinctively spread her hind legs a little, while slightly bending her front knees as she presented herself for mounting. “Just put it in for a second! You gotta take it right back out when I tell ya to, so we don't make a mistake.”

“Applebloom. I give my word as a Cutie Mark Crusader. I will pull, uh, “IT” out the total absolute exact split precise second you tell me to!”

“Okay Scootaloo.” Applebloom said rather huskily. “Ma body is ready.”

Scootaloo just couldn't help staring at her friend. Mane wild and free from it's usual bow, with her tail up on her back and mingling with it, Applebloom looked so grown up and sexy! It made Scootaloo think of those artsy pin-up calendars trades ponies had hanging in their shops in some of old movies she had seen. Applebloom looked just like one of those naughtily posing mares with big manes like they wore years and years ago. She looked fantastic!

Applebloom had complained about being all sweaty, but somehow it wasn't just the clean musk of honest sweat Scootaloo could smell. It was like Applebloom was wearing one of the super expensive perfumes that Sweetie Belle's sister Rarity always used. No, it was way better than any perfume!

Scootaloo's nose twitched as she tried to casually keep sniffing the air. She had no idea that perfume manufacturers spent millions of bits trying to simulate the pheromones that had her so captivated. The scent seemed to go right to her insides and make her feel hotter and hotter by the second.

She flapped her wings and stood up on her hind legs, but then settled back down on all four hooves again. “I, I don't want to hurt you, Applebloom. Isn't the first time supposed to be painful when you get your maidenhood popped?”

Applebloom thought Scootaloo looked so cool rearing up with wings spread and her big ol' penis sticking straight out like that. She tried to stifle a moan of pure disappointment when her friend dropped back down on all fours instead of mounting her. Trying to ignore her sudden irritation at the delay, Applebloom laughed nervously. “Well, Twist told me that it only hurt a tiny bit.”

“Twist!” Scootaloo gasped. “Twist already did it?”

“Oh fudge! I promised her I wouldn't tell anypony that she told me!”

“Who was it with?” Scootaloo asked urgently, her penis somehow feeling even harder. “You gotta tell me!”

“Oh, okay. Just don't tell another living pony!” Applebloom giggled. “Twist said Featherweight isn't a featherweight were it counts. Once he gets started, he's heavyweight champion of all Equestria!”

“Is she, um, you know, in trouble?”

“Nah, she played it smart and avoided him durin' her first season. She invited him over a week later to teach him how to make peppermint sticks when her momma wasn't home. They never did get around to makin' any candy.”

“That sounds cool!” Her voice dropped to a whisper. “Twist isn't as pretty as you though, Applebloom.”

Applebloom felt warm all over hearing that. “Let's forget about Twist and her Special Somepony. We, we have an experiment to do.” Feeling embarrassed, she couldn't keep the need out of her voice. “Come on, Scoot, don't keep me waitin'!”

Flapping her wings again, Scootaloo accidentally lifted clear off of the floor in her excitement. Flying seemed so easy now, but despite her joy at finally becoming airborne, there was something else that just seemed so much more important.

Hind hooves settling back to the floor, Scootaloo tried to walk like Spike on her hind legs. She approached Applebloom from behind, and settled her upper body onto her friend's back. “Am, am I too heavy?” she asked softly, thrilling at the warmth of Applebloom's body below her.

“No, no, it's good, honest!” Applebloom answered excitedly. Somehow Scootaloo's weight on her back just felt so right! “Uh, try ta put it in now, okay?”

Scootaloo didn't need to be told twice. She started to hunch and wriggle against Applebloom, moving ever more frantically as she tried to get herself lined up. “I, I can't do it!” she whimpered as her hardness kept sliding along delightfully slippery warmth. It won't go were I want it to!”

“Keep tryin'!” Applebloom begged, moaning each time the wonderful hard shaft dragged over her dampness. “It's gotta go in! It has ta go in!”

Scootaloo kept trying. Suddenly, she froze. Both fillies gasped. “I, I found it!” she gasped, as the flat head of her penis lodged against the delicate opening of Applebloom's vagina.

“Stick it all the way in!” Applebloom begged. “Do it before I change ma mind!”

Scootaloo closed her eyes tight and bit her tongue as she rammed forward. Snug heat enveloped her as she sank deep into Applebloom's core. “You're hot inside! You're so hot inside!” she cried as she settled herself completely against her friend's flanks. “I'm way up inside you! This is the best feeling ever!”

Applebloom let out a whinny. It did hurt a little. She felt her maidenhood give way with a sudden tear as Scootaloo's shaft impaled her. Her nostrils flared and she snorted as the pain ebbed. “I, I'm a mare now.” she moaned, accepting the fading pain as a badge of honor. She felt a feeling of fullness that was like nothing she had ever dreamed of. Applebloom took a deep breath, feeling oh so grown up now. “Scootaloo, you made a full grown mare outta me!”

Face buried in Applebloom's mane and tail, Scootaloo somehow managed to remain perfectly still. “I, I'll pull out now Applebloom, but I'll never forget what you did for me!”

“Scoot, uh, you can, um, move around a little first.” Applebloom said huskily. “T-Try goin’ in and outta me, okay? That w-way we'll know all about it.”

“I'll stop whenever you say.” Scootaloo vowed as she pulled out about half way. It was wonderful! The slippery tight sheath rippled along her shaft as she withdrew. It was like Applebloom's warm caressing body didn't want her to leave. She shoved right back in, and whinnied at the sensation of being completely joined with her friend. She breathlessly whispered in Applebloom's ear. “Just tell me when, and I swear I'll pull it right out!”

“Yeah, yeah, okay.” Applebloom muttered, hardly listening. Feeling something so big warm and hard moving in and out of her was so distracting! How come Miss Cheerilee didn't tell them it would feel this dang good? No wonder she kept coming back to big brother for more! Having a real live penis way up inside you was so much better than even a pulsating shower head! “Scoot, you, you can go a little faster now.”

Scootaloo held Applebloom firmer with her front legs, while her busy flanks rammed her hardness in and out at an ever increasing rate. “This is so good!” she panted. “Applebloom, you feel so good around me!”

Applebloom gasped rhythmically in time with Scootaloo's powerful thrusts. This was what it was all about! This, this was mating! An urgent little warning bell seemed to ring in her mind, but Applebloom ignored it as she concentrated on how wonderful it was to be topped by a what-a-ya-call-it futaloo like Scootaloo. “Scoot, you, you feel real good in me!” she cried as she spread her hind legs wider and ducked her front end lower. “Keep goin' just like that!”

Scootaloo could feel that scary strange power growing within her again. “Applebloom” she whimpered. “I, I think I better stop now!” she managed to gasp. “”I, I think I'm gonna explode soon!”

“No, don't stop yet!” Applebloom begged. “I, I'm a getting' real close! It's gonna be bigger than waitin' a week for a broken shower head ta be replaced! Ya gotta keep goin'!”

Scootaloo had no idea what plumbing had to do with it, but she was getting very worried. She was no dumb naive filly. She knew that they were playing with fire, and it wasn't water she was about to shoot out! “Applebloom, I should stop!” she cried, while ramming in even faster. “You have to tell! I don't think I can stop unless you tell me to!”

“Keep goin' Scoot! I'm almost there!” Applebloom cried as her body shook. “You're gonna make me do it!”

Whinnying and snorting as her body slammed repeatedly against Applebloom's firm round rump, Scootaloo tried to head off the coming explosion. How could she though? It was her very first experience as a Futanari, and Applebloom was so sexy and pretty! She bit the inside of her mouth and tried to think about the Equestria games, but it was just no use! “Gonna squirt soon!” she nearly screamed. “Gonna squirt, I feel it coming!”

“Squirt?” Applebloom gasped. The little warning bell she had ignored suddenly returned as a great big school bell clanging in her head. If she didn't stop things right now, Scootaloo was gonna squirt her full of sperm!

“Real soon!” Scootaloo repeated joyfully as she plowed even harder into her friend's tight body. “It's gonna happen! I'm a real Futanari!”

Applebloom felt Scootaloo's front legs grip even tighter around her middle. It felt so good, but was oh so dangerous! She weakly tried to squirm out from under the panting Pegasus, but it was no use! She was trapped! The hardness within her was moving erratically now. It felt like it was even getting bigger as it slammed into her hard enough to scoot her along an inch at a time across the floor!

Just at the brink of her own release, Applebloom tried to shout for Scootaloo to pull out, but her quivering body betrayed her. Applebloom opened her mouth, but only cried out as she succumbed. No pillow bopping or long exciting shower had ever made her feel like this! Her body quaked in the grip of the most powerful climax the young filly had ever known!

Scootaloo groaned as she reached the tipping point. Applebloom's body began to sort of clutch at her, as if trying to pull her even deeper. She rammed in one final time as her wings spread to their fullest. She felt the flat head of her penis press against Applebloom's very center as her body went rigid.

“Oh Applebloom!” Scootaloo cried joyously. Her orgasm struck like lightning. Body shaking, her insides sort of flexed repeatedly as her penis jerked. She felt as if something was rushing out of her in long powerful bursts of hot wetness!

Groaning, Scootaloo experienced her very first ejaculation as a Futanari while buried as deeply as she could possibly be inside a filly at the peak of her very first heat. Over and over she pumped thick gooey sperm laden semen into her extremely fertile friend. One tiny droplet would have been enough to change Applebloom's life, but Scootaloo just kept on going! She released nearly a stallion sized load into her friend by the time it was all over!

Slumped down on the floor, Applebloom panted as her body trembled. Scootaloo was lying on top of her, breathing heavily in her ear. “Oh no!” she moaned softly, the center of the Great Idea target inches from her eyes. It was sort of appropriate. Scootaloo had just shot her down!

“Applebloom that felt so good! Thank you so much!” Scootaloo said dreamily. She craned her neck and looked back at her flanks. “Drat! First flight, first day as a Futanari, and first, uh, you know what, and I still didn't get my Cutie Mark yet!” She giggled. “Oh well! Best day EVER!”

Applebloom gave a frightened squeal. “Cutie Marks!” She felt her heart skip a beat. “Please not now! Please not for this! I don't wanna Cutie Mark that says I do sex stuff!” She closed her eyes tight. “Scoot, ya got ta tell me! I never thought I'd say it, but please tell me I'm still a blank flank!”

Twisting around a little, Scootaloo managed to check Applebloom out, without withdrawing from her nice warm snugness. “Nope, your sexy flank is still blank.”

“Oh thank Celestia!” Applebloom sighed.

Scootaloo gave a little wriggle. “Applebloom, I'm still all hard up in there.” she smiled bashfully. “Can we go again? I bet I can go longer this time. I'll be sure to keep going until you “do it” again too!”

“What? NO! Scootaloo, you gotta pull out!” Applebloom cried in panic. It was far too late for that, and she knew it! “We made a mistake!” She moaned. “I made a mistake! I'm in season, and I went and let ya go and fill me full a pony sperms!”

“Oh shoot, I forgot about that!” Scootaloo scrambled off of Applebloom. Her still hard shaft slithered out of Applebloom with a slurping plop. “Oh Applebloom, I'm sorry!” she cried, her own panic growing when she saw just how much pearly white goop was flowing out of Applebloom's body. Her panic was joined by guilt when she noticed a few pinkish streaks in the growing puddle. She had popped Applebloom's maidenhood, but good! “I'm so sorry, but you didn't tell me when to stop! I swear I would have, but you never said! You even yelled at me to keep going!”

“I know, I know!” Applebloom cried as she staggered back up onto all fours. “What do I do? How do I get it out of me?”

“How should I know?” Scootaloo said fearfully. “Miss Cheerilee never mentioned what to do at a time like this!” She tried to keep calm. “Hop up and down. Maybe you can make it run out faster that way!”

Bouncing around the clubhouse like Pinkie Pie only seemed to accomplish one thing. “Oh gross, I can feel some of it runnin' down the insides of my hind legs!” She looked down. “Ew, I'm startin ta drip on the floor!”

Scootaloo just stood and watched. “Keep hopping!” she said, not understanding why the sight was making her penis feel hard as iron. She actually had to gulp and lick her lips. “Keep going, Applebloom! Shake your flanks a little more, too!”

“Huh? Scoot, you ain't supposed to be likin' this!” Applebloom complained. “It's not a free show! I'm in big trouble here!”

“It'll be even bigger in eleven months.” Scootaloo said excitedly. “You know, when your belly is all big and round!”

“Don't be sayin' things like that! Ya shot me full a sperms! We gotta do somethin' ta keep me from havin' a foal!”

Scootaloo remembered something she had heard around school. There was an old pony's tale about this exact situation. Suddenly, she was very eager to try it out! “Um, Applebloom, I, uh, I could, maybe, um, do something to help.”

“What? What? I'll try anythin'!”

Scootaloo blushed. Would Applebloom know the truth? When she asked her mentor if it was true, Rainbow Dash had laughed and told her that mares who talked their stallion friends into trying that technique as birth control were all called the same thing...Mommy! She gulped. Nothing ventured, nothing gained! “I, I could try to suck my stuff back out.”

“Scoot, that, that's nasty!” Applebloom dove at Scootaloo. She threw her front legs around her neck and hugged tight. “You'd really do somethin' like that for me?”

“Uh, sure! You know I'd do anything to help a sister Cutie Mark Crusader!” Scootaloo hoped that Applebloom wouldn't realize that she only wanted to try “Filly Grazing”. She didn't even care that Applebloom was full of her mess. If Miss Cheerilee could swallow semen, so could she. It didn't matter though. She was just dying to taste her friend!

“Ya have ta hurry!” Applebloom cried as she flopped down on the floor. She lay uncomfortably on her back, with all for legs splayed out. “Hurry and get those tiny wigglin' critters outta me before one goes and poaches ma first egg!”

Scootaloo stared between Applebloom's hind legs. Her vagina looked kind of like a flower, sort of. Only flowers didn't have dribbly white stuff all oozing out like that. “Maybe gravity would help.” she said softly while mesmerized by the cloudy opalescent liquid she had produced. “Maybe you should sit on my face.”

“What-a-ya-mean?” Applebloom asked. “Just hurry! This is no time fer talkin'! Just start ta suckin'!”

“Uh, okay.” Guilt flared again in Scootaloo, but she kept her mouth shut. If Applebloom was on top, she was sure a lot more stuff would come out. Still, it was too late anyway, what with all the goop she had shot way deep in there. “Hold on.”

Scootaloo leaned down and brought her face within inches of Applebloom's leaking sex. She sniffed. The smell was odd. It was all musky, and sort of mushroomy from her goo, but there as an underlying fragrance of pure filly in heat goodness that made her hardness twitch in appreciation. She stuck out her tongue, and hesitated a moment.

“Hurry Scoot!” Applebloom cried. “Your critters are tryin' to make a foal in there! Get 'em out a me!”

“Okay!” She brought her mouth right to Applebloom's vagina, and gave it a tentative lick. A weird memory chose that moment to strike. Did all Futanari juice taste like bird poop? No, that wasn't it! She licked again, and thoughtfully rolled the collected slime across her tongue. The watermelon with a tunnel in it she had eaten at the library! Her stuff tasted just like the weird cloying taste in the watermelon.

Scootaloo lapped up a bigger sample of her slop and closed her eyes tight as she thought. She savored the musky taste while trying to be as deductive as Daring Do unraveling some historical mystery from ancient pony times.

Twilight was a Futanari. She knew that for a fact. Everypony knew how close Twilight was to her five bff's. Did she and Rainbow Dash “do it” like Twilight and Fluttershy were doing it today? The answer had to be yes. Who could resist a pony as super awesome as Rainbow Dash? What if that wasn't bird poop after all? What if Rainbow dripped Twiligoop in her mouth that day she flew overhead?

Scootaloo tilted her head back and gargled with the fluid in her mouth as she remembered eating the watermelon in the library's pantry. Twilight must have bonked that watermelon like Applebloom said Snips and Snails do, and then left it in the pantry. It all fit together! Twilight played with Rainbow! She serviced a watermelon!

She swished her semen noisily back and forth in her mouth like she was rinsing after brushing her teeth. Yes, this really was the weird but sort of yummy taste in the watermelon! Great galloping goats! If she was right, and she was certain she was, she had eaten Twilight's gunk twice. COOL! Did that somehow make her turn into a Futanari like Twilight?

Futanari are the rarest of the rare. Could it all just be a coincidence? Of course not! It must be some kind of magical biology thing! She and Twilight were probably the only Futanari in the whole wide world! Scootaloo felt like she should she send Equestria's newest princess a thank-you card for the wonderful gift of flight and her nice new penis! She swallowed happily, and then shoved her tongue as deep as she could into Applebloom.

Applebloom squealed. “What are ya doin' Scoot! Don't force it deeper! Ya gotta suck it out!” She reached to push Scootaloo away, but ended up just placing her front hooves lightly against the back of Scootaloo's head. “Don't lick, you gotta suck!” She whimpered. “And stop makin' it feel so dang good!”

Scootaloo was enjoying herself despite feeling more than a little guilty. She couldn't undo what she did to Applebloom, but she also knew that whatever else happened today, nothing could make things actually worse. She wriggled her tongue, listening to how Applebloom squeed and squealed as she writhed on her back.

“You're not suckin'!” Applebloom gasped. You're just stirrin' it all around in me!” She tried again to push her tormentor away, but totally completely accidentally only pushed Scootaloo's face even firmer between her hind legs.

This was wet and wild! Scootaloo noticed that the flavor was changing as Applebloom got wetter and wetter. She noticed that fun sounds her friend was making would grow more intense if she did certain things. That's why Scootaloo practically attacked Applebloom's pretty little pink button and wriggled the tip of her tongue against it just as fast as she could.

“What ah ya doin' to me?” Applebloom wailed as her body began to go crazy. She was wiggling like a snake and just couldn't stop! “You ain't suckin', but, but, don't stop!”

Scootaloo decided that Filly Grazing was her second best favorite thing in the world. It followed a very close second to mounting a pretty pony and driving her penis deep inside!

Applebloom was shoving her face even harder into her wetness. Breathing was a little strained, but Scootaloo didn't mind. She had to put her front hooves on Applebloom's hind legs though. Even though her head was being held, Scootaloo felt like she was about to be bucked off of her friend!

“It's ah happenin' again!” Applebloom squealed as her body writhed. “You're gonna make me! You're gonna make me go off!”

Her mouth was getting tired, but Scootaloo managed to force herself to lash her tongue faster. Applebloom responded by letting out a whinny and practically drowning Scootaloo when juice freely flowed from her body as it was overwhelmed.

When she finally felt able to speak again, Applebloom whimpered. “Scoot, did ya get it all outta me?” she asked hopefully.

“Uh, about that.” Blushing, Scootaloo stuck out her tongue. “I don't think it's possible. I, um, squirted way deep inside you. My tongue isn't anywhere near as long as my penis. I couldn’t possibly get down deep enough to where I shot most of my stuff.”

“Trust me Scoot, it's long enough.” Applebloom said dreamily. She shook her head. “Wait just a darn second! What am I sayin'! Ya didn't get it outta me! Scoot, I'm in big trouble! Ya got me all preggered up!”

“Applebloom?” Scootaloo asked softly. “Since you already are, can we do it again? Please? Pretty please with a sugar cube on top?” She moved up over Applebloom, and kissed the worried filly's face. “You know it'll feel good!”

“That's how ya got me in this mess!” She looked down between them and her eyes opened wider. “It's still all hard, ain't it?”

“Uh-huh!” Scootaloo hunkered down a her hindquarters a little and started to slowly slide her length along Applebloom's wonderful wetness. “I' still real hard, see?”

“Scoot, ya can't be goin' and puttin' more juice in me!” Applebloom tried to squirm out from under the very eager, very hard Pegasus. “Ya do know that ya squirted a foal up in me already, don't ya?”

“Um, yes Applebloom. I know, and I'm sorry, but you didn't tell me to stop!”

“I know. I may be mad, but I ain't puttin' ALL the blame on ya, Scoot.” Applebloom said quietly, trying to not notice how really nice that hard thing felt while rubbing and sliding along her poor little hoo-ha. “I should'a stayed at home and masturbertatered like Miss Cheerilee said!”

“Come on Applebloom! You remember what else Miss Cheerilee said.” She cleared her throat and recited in a rather poor attempt to imitate their teacher's voice. “A filly is at her most vulnerable with the onset of her first cycle. This marks the most fertile time of her entire life. If a filly joins with any stallion or a colt of age to be aroused by her condition, she will most certainly receive a foal for her troubles.”

“Don't remind me!” Applebloom shouted. “We joined, but good!”

“It was good, wasn't it?” Scootaloo couldn't help a lopsided grin when Applebloom glared up at her. She continued with her Cheerilee impression. “This trait is a holdover from ancient pony times. It's from an era long before the arrival of the Royal Sisters. It even predates the time when Unicorns first tamed the world with their magic. Ponies had to reproduce quickly when dealing with so many predators to assure survival of the species.” Scootaloo smiled. “Face it Applebloom. If it’s gonna happen, it already did!”

“Ya don't have ta sound so all fired proud of it, Scoot!” Applebloom said sharply. “You're crazier than a worm bein' swallowed by the early bird cause it couldn't decide which apple to bore into!”

“This isn't a worm.” Scootaloo laughed as she continued to rub. “Come on Applebloom. You know it'll feel good!” she taunted while attempting to get back inside that wonderful tightness.

“Scoot, I said no more!” Applebloom cried, while twisting and turning. She had to prevent that wonderful shaft from entering her again, or her willpower would go right out the window.

“I'll last longer this time.” Scootaloo blushed. “Everypony says that the first time goes too quick. I promise I'll last plenty long enough so you can, um, “go off” again, twice!”

“Scoot, I said...” Applebloom paused. “Did ya just say twice? Ya ain't joshin' me, are ya? I'd be a mite more forgivin' if ya made me feel like that a couple more times.”

“I'm a Futanari now. Besides, you know I have lots of stamina from all my practice with my scooter.” Scootaloo grinned down at Applebloom. “If you let me do it again, I'll get you there twice!”

Applebloom stopped wiggling around, and her eyes closed to slits. “Prove it!”

“Do you mean that?”

“I surely do! Remember, you said twice! Now let me up so as I can, um, offer myself properly for mounting.”

“Let's do it this way.” Scootaloo said, hunching away while trying to get herself situated. “Biped style like Minotaurs do it is supposed to be really cool!”

“Ya did it once and suddenly you're an expert?” Applebloom tried again to get out from under Scootaloo. “Just let me get...” Applebloom whinnied and gasped when the blunt head of Scootaloo's shaft found her opening and wedged back in. “I, I reckon there's no talkin' ya out of it now.” she said huskily as she was slowly impaled.

Scootaloo was delighted. Was it because she was looking directly into Applebloom's pretty eyes? Somehow it felt even better to sink into Applebloom while watching the expression on her face. “No, I'm not stopping now.”

“Who, who's askin' ya to stop?” Not wanting to be a “dead-flank”, Applebloom gave her hind quarters a wiggle. When Scootaloo moaned, she giggled. “Still think ya can last long enough for me ta pop off twice?”

“Sure I can.” Scootaloo said. Some of the assurance had left her voice though. “You just wait and see! I'll outlast you, Applebloom!”

“That sounds like a challenge ta me! You know that there ain't an Apple live that would turn her back on a challenge!” Applebloom soon found her rhythm and was moving with Scootaloo as she thrust into her. She loved the look of determination in her friend’s eyes as they both worked to please each other, but fight down their own impending release.

“This, this is so good!” Scootaloo moaned as she quickened her pace. Applebloom's inner heat was thrilling as her shaft plunged in and out of that wonderful tightness.

The clubhouse was filled with the gentle sound of soft whinnies, and the slurping of a hard shaft being forced over and over into a very tight but awfully wet sheath.

Applebloom felt herself growing closer. “Uh-oh!” she gasped, trying to hold out until Scootaloo was closer to exploding. “Slow down, Scoot!”

“You're close!” Scootaloo gasped, desperately trying to ignore the tension building within her. “Go ahead! Do it! I'll make you feel real good!” She put her lips against Applebloom's and kissed her again as she risked teetering over the edge by plunging in and out even faster.

Scootaloo was playing dirty! Applebloom discovered that having a tongue abruptly shoved in her mouth was very bad for concentration. Wailing into Scootaloo's mouth, she began to shake. Once again she climaxed. Hind legs spread wide with hooves pointing at the ceiling, her front legs hugged Scootaloo tightly as waves of pleasure rippled throughout her trembling body.

“I made it.” Scootaloo moaned as she slowed her pace. “I, I can hold out one more time!”

Panting, Applebloom managed to speak. “D-don't slow down!” she cried as she took over. “Ya gotta keep goin'!” Scootaloo may be a Futaloop, but Applebloom was a farm filly. Her hind legs were getting mighty strong from apple bucking. Holding Scootaloo tightly, she managed to roll them over.

“What are you doing?” Scootaloo squealed as she suddenly found herself on her back, wings pinned to the floor. “Applebloom slow down!”

Mane whipping around her face, and tail flying from side to side, Applebloom rode the shaft within her like a wild rodeo pony. “Gonna make ya do it!” she cried. “Gonna make ya squirt again before I go a second time!”

“Wait, wait!” Scootaloo whimpered, no longer in control. “I'm supposed to make you go first!”

Applebloom kept on going, the challenge all but forgotten. Being on top was great! She shimmied her flanks while bouncing up and down just as hard as she could on Scootaloo's beautiful penis.

Scootaloo desperately tried to will the coming explosion away. She grabbed at Applebloom with her front hooves, but all she really did was help steady the wildly gyrating pony. “Slow down!” she whimpered as the sheath around her hardness sort of squeezed at her. “You're close, r-right? Go on, do it!” she begged, trying to think about anything but Applebloom bouncing up and down on her throbbing penis.

Applebloom stared into Scootaloo's eyes. Gosh, she looked so pretty when helpless on her back! “Squirt!” she gasped. “Go ahead and squirt!” Two could fight dirty. She remembered how proud Scootaloo had sounded at the news she was “In Trouble”. “Go ahead and squirt in ma belly! A little more won't hurt now! Ya said yourself, I'm already preggered! Ya can't make me MORE pregnant!”

Scootaloo groaned. “D-Don't say that!” She begged through gritted teeth as her hardness gave a warning jerk. “Got, got to, hold on! I, I will hold on!”

“Ma belly's gonna get so big! It's your fault there's a foal in me!”

Scootaloo couldn't help herself. The thought of Applebloom getting nice and round was just so thrilling! She jabbed upward sharply as Applebloom slammed down. Just one jab into blissful snug heat was all it took. Her body throbbed as jets of hot fluid blasted from her quivering penis.

Applebloom was surprised. When the hardness in her jerked, she cried out as her own body found release. The ponies discovered that mutual climax was a wonder to behold! They cried out together

After lying sprawled on top of Scootaloo for nearly a half hour while lost in the afterglow, Applebloom laughed weakly. “I guess that was a tie.”

Scootaloo had almost dosed off, but opened her eyes and grinned up at Applebloom. “I think we both won.” She giggled. “Applebloom, you're the best!”

Applebloom wriggled a little, enjoying the feel of Scootaloo still lodged within her. “You ain't bad yourself, Scoot.” She paused a moment. “I don't know what the heck is gonna happen now, but can I ask ya somethin'?”

Feeling nervous, Scootaloo nodded. “Sure. I'll do anything you say.”

Blushing, Applebloom smiled. “It ain't nothin' bad. I just wanted to know if we can keep doin' sex stuff, even when my belly grows and everypony knows I'm havin' a foal.”

“Really, you're asking me?” Relief washed over her. “I would have agreed if you said no more, but of course we can keep doing stuff together!”

Taking a deep breath, Applebloom let out a sigh. “Then ya don't think this is too weird? I, um, Scoot, ya know I love ya, but I don't think I'm IN LOVE with ya. I just, uh, really like what we just did, that's all.”

Scootaloo giggled. “Heck no! It isn't weird! We can just be “Friends with Benefits” and meet up when Sweetie Belle is busy with her sister and we can have the clubhouse to ourselves.”

Applebloom giggled in return. “That leaves ya open to find other, uh, playmates. Scoot, ya gotta promise to tell me every detail iffin' ya bag yerself another filly.” she grinned bashfully. “Especially if ya get her into trouble.”

“Well, I know right now it won't be Sweetie Belle.” Scootaloo shook her head. “Not that I wouldn't love to be with her. I just don't want to get her upset. You know how naive she can be.”

“Yeah, Sweetie Belle might not understand.” Applebloom's eyes opened wide. “Sweetie Belle! I plum forgot! She told me she was fixin' to talk her way out of being kept at home just because she's in season! She could be here any minute!” She climbed up off of Scootaloo. The softening penis sort of slithered out of her sated body with a wet plop. All four legs felt more than a little wobbly as she went to the window. “I see her just a comin' around the bend! She's gonna be here in only a couple a minutes!”

“Oh no!” Scootaloo stared at Applebloom's hind quarters. From her vantage point lying on her back on the floor, she could see up under her friend's tail. “Ew! Applebloom, you're a mess! You're still oozing goo, and it's dripping on the floor!”

“Well, whose fault is that?” Applebloom shouted. “No, we gotta keep calm!”

Scootaloo was thankful that her penis finally lost its hardness and retreated into her body due to sheer nervousness. “Sweetie Belle's too innocent! She'll be shocked and totally freak out!” She looked at the mess on the floor, and again at what was seeping out of Scootaloo. “We have to clean this up!”

Applebloom looked around. She grabbed a piece of cloth from their lunch table and started to wipe at the gooey splotches off of the Great Idea target.

Scootaloo grabbed another and dunked it in the pitcher of water on their eating spot table. “Hold still!” she ordered, while trying to wash the worst of her slop off of Applebloom.

“That's cold!” Applebloom protested after nearly jumping out of her horse shoes. “Cut it out! Ya practically froze my hoo-ha off!”

“Sorry, sorry!” Scootaloo threw the sopping wet cloth in the corner as the door slowly began to open. “I, I think I got most of it though! Now just act casual!”

“Hi guys.” Sweetie Belle said cheerfully as she entered the clubhouse. “Did you see the two very special fabric swatches I sort of “borrowed” from Rarity's sample books? I left them on the table. Once we settle on which one is best, I'll tell Rarity we need her to make new curtains for the clubhouse!”

Scootaloo and Applebloom stared at each other. “Uh-oh!”

“Uh-oh?” Sweetie Belle repeated as she entered and closed the door behind her. She couldn't help sniffing at the musky almost overpowering smell in the clubhouse. It was something she had smelled once before. She had dropped in to visit her sister just as Fancy Pants and Fleur de Lis were leaving Carousel Boutique a few days ago. Even after Rarity had galloped around in a near panic opening all of the windows, her big sister's bedroom had smelled just like this.

The guilty weight of the book in her saddlebag made Sweetie Belle think of the appropriate entry she had read just last night in Rarity’s diary. It couldn't be, could it? What did Rarity title that entry? Oh yeah. Ménage à trois. The included sketch was rather thrilling to see after reading Rarity's account of things. Sweetie Belle felt a sudden warmth centering between her hind legs, but spreading all through her body. “There was a colt here!” she finally announced. “There was a colt here, and he did stuff!” Her eyes flashed. “It better not have been Button Mash!”

02 Sweetie Belle’s Literary Interests

Tales of the Cutie Mark Crusaders

02 Sweetie Belle’s Literary Interests

By Honey Moon

(One day previously, in Rarity's apartment above The Carousel Boutique)

Sweetie Belle stood safely in the corner and watched her sister pack. “Rarity, I galloped right over after school to help!” she protested.

“I know darling, and you are helping.” Rarity answered as her horn glowed while closing another suitcase. “Moral support is very important while one is choosing just what to take on a trip. Just stay back out of the way, please.”

“Oh, okay.”

“Spike dear, do you have everything?”

“I sure do, Rarity!” The baby dragon called happily from beneath the ten suitcases he was struggling to lift. There was no hint of sarcasm when he continued. “Are you sure you packed enough?”

“I certainly hope so. I shall be away for several days after all.” A small overnight bag levitated and began to fill with toiletries. “This will be enough, I hope. I wish to travel light this time. There have been some complaints from porters at the train station

“Those lazy porters!” Spike muttered. “I could come with you, Rarity.”

“Thank you for offering, Spike, but the castle staff will attend to shipping my belongings home.”

“I could go with you.” Sweetie Belle said hopefully.

“Oh darling, this trip would only bore you.” Rarity smiled. “After the panel discussions and the show itself, I and a few other designers and top models will retire to thrash out the intricacies of next season's fashion trends.” For some reason Rarity's eyes practically glowed. “There will be long evenings in crowded hotel rooms as we, uh, work out every little detail between us. Perhaps I will even entertain as hostess in my suite at the castle.” She went on softly to herself. “The bed is certainly large enough.”

“What was that?' Sweetie Belle asked. “I didn't hear that last part.”

“I will be up way past your bedtime, Sweetie Belle. Young fillies need their rest.”

“Rarity!” Sweetie Belle squeaked indignantly. “Mother and daddy let me stay up one hour after princess Celestia lowers the sun on school nights. Two hours on Friday and Saturday!”

“I shall still be up when Celestia raises it again.” She went to her little sister and affectionately rubbed her neck against Sweetie Belle's. “Maybe next year I will take you. You'll be more grown up by then.”

“That's what you said last year!” She sighed. “I'm grown up now, too! What can I do to prove I'm not just a dumb little filly any more?”

“Is this about your Cutie Mark again?”

“No, uh, yes, um, maybe.”

“Trust me. When you least expect it, your time will come.” Rarity glanced at the clock. “Goodness! Spike, we must hurry if I am to make my train!”

Spike staggered towards the door. “I'm on my way!” he shouted gleefully as he struggled to keep his balance.

“Sweetie darling, be a dear and lock up the shop for me? I really must be off without a second's delay!”

“Yes Rarity.” Sweetie Belle said glumly as she watched her sister depart. “I'll lock up.”

Sweetie Belle sighed as she left Carousel Boutique. As the door swung shut behind her, a hind leg shot out and stopped it just before it closed. There was no way she could let such a golden opportunity slip through her hooves! “I'll lock up, Rarity, in just a couple of minutes.”

It took two and three quarter hours of intensive and careful systematic searching before Sweetie Belle “totally accidentally and unintentionally” stumbled upon what she was desperately searching for. “Thank goodness she didn't take it to Canterlot with her. I'll just be sure to come back to help her unpack.” she said softly as she slipped her find into her saddlebag. “With just a tiny bit of luck, I'll be able to get it back under her mattress before she ever notices it's gone!”

Sweetie Belle had swiped Rarity's diary once before, during the “Gabby Gums” fiasco over a year ago. She, Applebloom and Scootaloo had published excerpts from it as a Gabby Gums exclusive. That story lead to nearly total ruination until they apologized to all of Ponyville with an open letter in the Foal Free Press.

Sweetie Belle had kept it secret from her friends that there was ANOTHER diary in which Rarity recorded stories and events of a much more stimulating nature. Thank goodness Rarity never seemed to suspect that she had seen it too. “I can't wait to get this home!” Sweetie Belle said excitedly as she made sure the boutique door was securely locked behind her.

She ran at a full gallop all the way home. “Mother, do we have any cucumbers?” she asked breathlessly as she entered the kitchen door. “I really need one!”

Her father looked up from his newspaper. “That's what I like to see. Healthy snacking! None of those tooth rotting hay and sugarcane smoothies for my little Sugar Sweetie!”

Sweetie Belle sighed. “Daddy, you promised not to call me that any more!”

“Sugar Sweetie, your little friends aren't here.” He smiled. “I guess you are growing up though, since you're only interested in good healthy snacking.”

“I wasn't going to eat it!” she said sulkily.

“What was that?”

Cookie, as any good mother would, acted fast to divert a conversational disaster. “Hondo dear, didn't you say that Miss Fluttershy will be coming over later? Shouldn't you be out back fishing so she can have something to feed her critters with?”

“Yes indeed. Those darn fish won't catch themselves!” Pausing only long enough to ruffle Sweetie Belle's mane with his hoof, he headed back out to the stream behind their home.

“Sweetie dear, please be a little more considerate of your father's feelings. You know stallions are so easy to shock.” her mother said with a smile as she presented a smallish cucumber to her daughter. “I don't think he ever quite got over walking in on Rarity while she was enjoying a startlingly large zucchini back when she was your age. You know he'll always think of the both of you as his little foals.”

Sweetie Belle couldn't help blushing. “Sorry mother. I'll be more careful from now on.” She blinked. “Did you say a zucchini? WOW!”

“Your sister has always been a bit of a show pony.” Pearl paused and her eyes took on a sort of glow. “It's really a shame. Your father used to love when I called him The Great Zucchini as a pillow name. Mister Five Legs just doesn't have the same zing.”

“Mother, too much information!”

“Oh hush!” Cookie chuckled. “You have two hours before dinner. I'll call you when it’s ready. We're having cucumber salad and some nice fresh hayburgers.” She kissed the top of her daughter’s head. “You have a nice relaxing time. I’ll keep an eye on your father.”

Heading up to her bedroom, Sweetie Belle did her best to ignore the guilt she felt. Mares and fillies were generally quite open and accepting about self stimulation, aside from certain stuck-up ponies like Diamond Tiara! Mom was so kind and understanding, but she would certainly take a dim view to her using Rarity's secret sex diary for inspiration! She would be in HUGE trouble if mom found out she swiped her sister’s personal property again!

It was so nice of mom to act as look-out in case daddy should come back too soon. Sweetie Belle didn’t want to traumatize him the way Rarity must have with that Zucchini! If mom wasn’t keeping watch, she would have to wait until late at night to really let her mane down.

“This is better than my usual research material!” Sweetie Belle whispered excitedly as she closed the door to the bedroom that used to be her sister's. Lately she had been making quite a study of the Play-Filly and Play-Colt magazines she had discovered behind a secret panel deep inside her sister's rather spacious closet. Her big sister had never mentioned them, or asked for their return. The one time Sweetie Belle got up the nerve to mention finding the secret panel; Rarity had put a hoof gently against her mouth to silence her.

“Sweetie dear, the proper education of an inquisitive yet discreet filly can take many forms, do you not agree?”

Sweetie Belle certainly did! Those centerfold pictures were breathtakingly educational! Sweetie Belle simply adored reading and rereading the letters to the editor as well. It was so exciting to learn about ponies doing very intimate things with their special someponies, total strangers, groups of strangers, family members, inanimate objects, and in one thrilling letter, a real live Manticore!

“This is way better!” she breathed as she hopped up onto her bed. “I bet lots of those stories are even fake. I mean really. How could a mare get her head stuck in the bushes long enough for a Manticore to mount her like that? Why would she keep going back to let him do it again and again? I wish I knew where Rosa Crostata lives. I'd just trot right up and ask her if it's true!” She giggled. “Rarity's stories have to be really real though, since she never wants anypony to see them!”

Sweetie Belle lay on her side. She gave a little wriggle and made herself comfortable with the cucumber ready and waiting next to her pillow. She opened the book to a random entry and began to read.

My dearest diary, Applejack and I were really at odds this day. It would seem that being caught out in the thunderstorm the weather Pegasi created had put us both on edge.

I fear that I was quite unkind to her. We both said things we regretted. Thankfully Twilight's filly like interest in her impromptu slumber party eventually helped us clear the air, as well as clearing the large tree branch out of Twilight's bedroom.

Side note Diary. I simply must do something about Twilight’s boudoir. You would think a pony born in Canterlot, who even had rooms in the castle, would display a little more refinement. Why, her boudoir looks as if it belongs to a LIBRARIAN!

I will work on that later. It was so darling to see her simple joy at the idea of her first slumber party. The poor thing must have had a lonely fillyhood. She never talks about it though, so I just am thankful our little gathering was so enjoyable for her.

I must admit diary, it was Applejack who made the first move toward healing our rift. She was the bigger pony, and helped me see that compromise was indeed what was needed to clean up the mess our arguing inadvertently created.

Sweetie Belle shook her head. “Where's the good stuff? Rarity already told me about how she and Applejack became much closer friends after Twilight's slumber party. Did Rarity go and seduce Big Macintosh the next day?” The thought of Applebloom’s handsome big brother sent a delightful shiver throughout her body. She read on, and was quite surprised at how off her guess was!

Diary, when we finally went back to bed in a much kinder frame of mind, I ended up lying awake for some time. In the dimness of the bedroom, I listened to the breathing of my two friends when I felt the bed shift.

“Rarity, you awake?”

“Yes Applejack.”

“I just wanted ta say I'll try to be more respectful of your fussy ways.”

“Indeed.” I said softly.

“That came out a mite wrong, there.” She paused. “How about refined ways?”

I couldn't help a giggle. “I promise to respect your simple country ways too, dear.”

She rolled over and faced me, extending a hoof. “I'll hoof bump to that.” She paused. “I really did wash 'em good, ya know.”

I thumped a hoof against hers. “I know darling. I fear I was just a touch unreasonable.”

“Ah, let's just ferget all a that. Gettin' yer hooves dirty is an every day thing at Sweet Apple Acres.”

“Well, a good mud pack is very beneficial.” I told her. “Your hooves look very healthy. I simply must drag you down to the spa for a hooficure so we can put those lovely hooves in their best light.”

“Nah, I don't go in for all that highfalutin frou-frou stuff.”

“Darling, you looked simply gorgeous wearing that princess gown you found in Twilight's closet. I wonder if she harbors a secret desire to be a princess. It is such a shame she was not born as an Alicorn. No matter. I just adored seeing you in it.”

Applejack giggled. “Well Rarity, you kinda turned me on with how you looked with yer mane all drippin' wet.” The poor thing gasped. “Uh, sorry Rarity, can, can ya just pretend I didn't say nothin' 'bout that?”

Her eyes were opened wide in the moonlight. I could feel her trembling through the mattress. The poor thing was scared! Did she think in these modern pony times, I would take offense at such a complement? “Applejack that was a lovely thing to say, especially when I was feeling sure I looked a fright.”

“I, I best be headin' home now.” Applejack said softly as she started to get out of bed. “I, um, I'm real busy down at the farm. I probably won't see much of ya for a while.”

I put a hoof on her shoulder. “Applejack, would you like to talk?”

“Nah, I better be a headin’ home.”

I made my decision, diary, without a second of hesitation. “Applejack, would you like to kiss me?”

“Wha-what did ya say?” The poor thing gasped.

“Darling, have I ever told you how much I admire your legs?” I brushed a hoof against one of her hind legs. She nearly jumped from between the sheets, but I took delight in her soft little whinny. “All of your good honest outdoor work has granted you quite a lovely figure and beautiful coat, my dear.” I paused. “Applejack, are you going to make me beg? Kiss me, you foal!”

Sweetie Belle nearly dropped the diary. “This is the most exciting thing I ever read!” Much to her surprise, a vision of Applebloom filled her fevered imagination. “No, don’t think that! Applebloom is not Applejack! Applebloom wouldn’t be interested in kissing me, um, another filly.”

Sweetie Belle sort of casually raised a hind leg. She rubbed a front hoof against her vagina. She was soaked! Sweetie Belle had to suppress a giggle. For some reason Applebloom insisted vagina was a dirty word, and would only refer to the center of her marehood as her “Hoo-ha”. For a farm filly, she was quite naïve.

Scootaloo was no better. After a fit of giggles the first time she heard Applebloom say it, Scootaloo had adopted the word as her own. Well, all fillies couldn’t be as sophisticated and worldly as she and Rarity! It was funny though when Scootaloo said “How’s your hoo-ha hangin’?” to Diamond Tiara and the prissy pony had no idea what she was talking about! She turned her attention back to the book.

Dearest Diary, I shall never forget the look of hopeful delight on Applejack’s face. She opened her mouth to speak, but only a soft little winsome whinny came out. She gulped, and then the dear thing leaned closer. I think she meant to only give me a quick peck, but once our lips met, I took the lead. I let my tongue ease past her lips and swiped it across her teeth. Applejack whimpered ever so softly, but allowed me to enter fully. When my tongue met hers, I was delighted to taste just a hint of apples in the sweet warmth of her mouth.

Sweetie Belle moaned “I wish I could have seen that.” She muttered, before her magic turned the page. She COULD see it, practically! Everypony knew Rarity had quite an artistic flare when it came to designing fashions. Few ponies suspected that this talent also extended to being a gifted portraitist.

Sweetie Belle stared at a wonderful almost photographically perfect picture of her sister kissing Applejack, while they snuggled together under the covers. In the background you could see Twilight sleeping peacefully in another bed, completely unaware of what was going on in her bedroom.

The filly had to giggle though. “Rarity is so Rarity, even in her art.” The image of her sister had not a single hair of her mane out of place, even though Applejack’s was flowing naturally and free over the pillows. It was such a nice touch that Rarity placed Applejack’s ever present hat in the background. It was balanced at a jaunty angle atop Twilight’s telescope.

Sweetie Belle continued to read. Diary, it was exquisite! When we finally parted, Applejack sighed. “Rarity, you taste nice.” She said with a little smile. “That was ma first kiss, and I reckon it was worth waitin’ for.” She paused. “Um, Rarity, could we uh, do it again?”

“Of course we can, my dearest Applejack!” We kissed again, and this time I was delighted by her taking the initiative.

I tell you diary, Applejack is a pure delight to kiss. Mare or stallion, I have never met somepony with such a long tongue. I dared to think of just how far Applejack would be willing to go with me. “Darling, are you sure you have never kissed another?” I asked softly when we again parted. “You were wonderful!”

Her eyes gleamed in the moonlight. “Thank ya kindly, Rarity. You were wonderful too.” She sighed somewhat sadly. “Now I know it fer sure. I’m a filly-fooler. I guess I better be thinkin’ of movin’ on before folks find out.”

“Applejack, such talk is utter nonsense.” I said sharply. Glancing at Twilight’s slumbering form, I continued in a softer voice. “Do you think this is the first time I have shared a bed with a mare? This isn’t some dark age in olden pony times. This is modern Equestria!” I may have come on a bit strong, so I did what I thought I must. I captured Applejack’s sweet lips again, and most aggressively kissed her!

I may have gone a bit too fare. “Rarity, you, you bedded down with other mares?” Applejack asked softly when I let her come up for air.

“Oh my dear, I shouldn’t have said that.” I stroked a hoof through her mane. “I had no intention of spoiling your first kiss.”

Applejack was silent for a moment. I feared I had undone any possible good I had given her, until she moved slightly in the bed. “Rarity, could we, um, maybe, just so I can see?” Diary, Applejack timidly slipped a hind leg between mine!

“Darling, of course you may see.” I couldn’t help giggling. “Although I think you may enjoy feeling even more!”

Applejack was still a bit unsure, so I helped her position her body. Hind limbs entwined, I sighed happily as our most tender selves made contact.

She trembled in my embrace. “Our, our hoo-ha’s are a touchin’!” she exclaimed in pure delight.

Sweetie Belle could not help giggling as she read. “So that’s where Applebloom picked it up! I wonder if “hoo-ha” is an Apple family thing.” She thought of Big Mac saying hoo-ha, and suddenly it wasn’t funny. Body trembling a little, she returned to the book.

“Darling, we must keep quiet!” I hissed. “Twilight may not understand if she should awaken.”

“I thought you said this was modern Equestria?” Applejack asked quietly.

“It is, but Twilight is an innocent. Have you not noticed her pure delight in something as childish as a sleepover? I fear she may not be emotionally old enough for more adult forms of pleasure. Give her time. I’m sure she will discover stallions before long.”

“Maybe she’ll discover mares.” Applejack said with just a touch of longing in her voice.

“My dear Applejack, do I detect some interest in our slumbering hostess?”

“What, no, I, I was just sayin’!”

I laughed, and wriggled against her. “Applejack, have no fear. Twilight is lovely. I, for one, would love spending a little quality time with her, if I thought such things interested her as yet.”

“I reckon you really do play the field.” she said softly.

“Does that thought bother you?” I sighed. “My dear Applejack, there is nothing wrong with a mare enjoying her marehood. True, I have been with many ponies, but that should not let you think for even one moment that being with you right now isn’t very special to me!”

“It isn’t that!” Applejack protested. “I, um, I mean that, uh, it’s okay to like a lot of ponies!” She sounded genuinely embarrassed. “Have ya ever noticed how pretty your momma is?” She froze. “Oh gosh, I’m sorry Rarity! I shouldn’t a said somethin’ like that! I meant in the down home, pony next door kinda way!”

“Darling, that is quite alright.” I couldn’t help grinning. “Mother may not share my sense of fashion, but she is lovely in all other respects. Why, if she wasn’t my mother, I would most certainly be interested in Cookie Crumbles!”

Looking up from her sister’s book, Sweetie Belle gasped. “I, I guess I’m not alone. I wonder if Rarity ever had weird dreams about kissing mom too. Maybe I’ll read something about that later.” She tried to banish thoughts of mom from her mind and returned to the diary.

“I like Mrs. Cake, too.” Applejack suddenly blurted out. “Oh, and I really like Princess Celestia. My, but she’s a big’un! I could stare at her flanks all day long!” The poor thing gasped, “I shouldn’t a gone and said somethin’ so wicked about the princess!”

I felt I could not let Applejack to be the only one to express such taboo interests in our sublime ruler. “Darling, I have often fantasized about someday somehow kissing Celestia’s royal hooves. I don’t have a hoof fetish, well, not much of one, but those golden slippers she wears are gorgeous! I would simply die if I could ever manage that!”

Applejack giggled like a filly and seemed to grow a little bolder. “Have you ever stared up between Princess Celestia’s hind legs when she raises the sun during the Summer Sun Celebration?”

“Darling, what pony hasn’t? I dare not, but often contemplate bringing my opera glasses for a much closer peek!” I held her tighter. “Now hush, you have me burning with need! Let us forget Sun Butt for the time being, and enjoy each other’s company!”

“Sun Butt?” Applejack gasped at my little blaspheme but did not pull away. Instead, she kissed me again quite eagerly.

Diary, we began to move together. It was marvelous! Her warm dampness against mine was such a thrill. Twilight sleeping on the other side of the room seemed to add a delightful spice. It added a bit of fear as well. Her guest bed had a rather pronounced squeak!

The rhythmic protesting of bedsprings nearly drowned out the delightful sounds of Applejack’s panting as we ground our marehoods together. It was all I could do to keep from crying out! “Darling, we must stop!” I managed to whisper, instead of screaming at her to ride harder. “We, we must remain silent!”

“I, I was!” Applejack panted. “This dang fool bed won’t shut up its creakin’!”

It wasn’t just the bed I was thinking of. Diary, I have a slight tendency to become a bit vocal during lovemaking. There was one way to prevent this. “Just hold still for Celestia’s sake!” I demanded, before wriggling completely under the covers.

The bed announced my every motion with a squeak, so I had to move with slow deliberate care. It felt like it took hours before I squirmed and twisted until I managed to turn myself around. Then it was only a matter of putting my face between Applejack’s strong beautiful hind legs. I wished the covers did not block all light, but there would be time later to enjoy the sight of Applejack’s vagina. My mouth simply watered as I scented her glorious marehood. I put my lips against her labia, and tasted pure ambrosia!

Applejack let out a squeal I worried would awake Twilight. “Rarity, that, that’s.” She never finished. I felt her move, and then was aware of a timid tongue gently touching me!

I let my tongue enter her tunnel, and hoped Applejack would follow my lead. She did! Oh Diary, her tongue is so delightfully long and supple! She was a quick study too. I did my best to give her pleasure, and Applejack did a remarkable job in mirroring the technique it took me years of practice to perfect. Applejack is a natural born “Filly-Grazer”!

Diary, it was thrilling! Sixty-nine always was my favorite number! Applejack was so wet. I eagerly swallowed the fluid I gathered on my tongue, and darted back in for more. I felt her swollen clitoris and attacked the precious pearl with my tongue. Applejack let out a whinny and the dear thing returned the favor!

All too soon we were squirming and shaking, humping at each other’s faces as we reached orgasmic bliss together.

Diary dear, the next morning it was so difficult to pretend nothing had happened, but Applejack and I pulled it off admirably. I can tell you this, diary; I shall surely be spending much more time with my darling Applejack. I simply must ease her along until she is comfortable with her sexuality, and ready to come out of the barn!

Sweetie Belle was trembling on the bed when she closed the diary. “Oh wow!” She squeaked. “Oh my goodness!” She wriggled as she made herself more comfortable. “I need to read more!” She gingerly put a front hoof between her hind legs again, and shuddered as she felt how soaked she was. “I really need to read more!”

She flipped pages in the book, sparks flying from her horn. “Let's see something earlier! I want to see what else Rarity has done!” Sweetie Belle whispered as she opened the book and began to read again.

Diary dearest, I could not fathom the sheer effrontery! While using the “necessary” outside of the Canterlot train station, I noticed a hole in the distastefully dingy wall. A stunning blue eye was peering through from the stallion side, intently watching as my golden stream flowed downward into the slot in the floor.

“Sir, you are a cad!” I shouted, but not too loudly. I had no wish to draw attention to my humiliation. The eye kept right on watching. I couldn't even lower my tail for fear of anointing it. “How dare you watch a lady relieve herself!”

He did not answer, but the eye pulled away. A single golden bit slipped through the hole to jingle as it struck the floor. “How dare you!” I hissed. I levitated the coin and shot it right back through the hole. I heard a grunt as it struck him in the eye.

“It serves you right!” I said smugly.

That was when the unexpected happened. In through the hole slipped a simply huge prod! I was stunned! “What, what is this!” I gasped as I stared at a penis that seemed to be carved from flawless ebony. “You remove that this instant, or I shall scream for the palace guard!”

The organ remained. Oh diary, I simply could not tear my eyes away! I was shocked, but I had not seen such a fine specimen of pony masculinity in simply ages! The proudly engorged organ displayed that slight downward curve that suits my body right down to my hooves! I could not stop myself from thinking it would hit “my spot” with delightful precision.

My business finished, I could not help myself. I turned and gave his member scrutiny equal to that he had given to my relieving of myself. As I stared in near awe, I could count the beats of his heart with each little twitch.

Diary, I know not why, but I was drawn to this stranger's penis. No, I shall not lie to you, diary. I blame the pressure of preparing for the grand opening of my boutique. For weeks I have been far too busy to seek the company of mare or stallion. To be frank, I was in a state.

Sweetie Belle took a deep breath and read the last sentence over. After reading about her sister and Applejack, she was now going to get to read about Rarity and a stallion! “Rarity really does trot both sides of the paddock! That is so sophisticated!” Sweetie Belle noticed that the room felt rather warm.

“Oh, I need it soon!” Sweetie Belle whimpered. Twilight Time sure was paying off! With a few sparks, her horn began to glow. She grasped the cucumber with her magic and slowly brought it to her vagina. Managing the difficult magical maneuver of multitasking, Sweetie Belle lifted up the book and turned the page as she set the rounded end of the cucumber against her damp little opening. She held it there at the ready as she continued to read.

Diary, I was thinking dangerous thoughts, yet tried to the last to remain a lady. “Sir, you are an uncouth animal!” I muttered before my resolved wavered and I gave the broad blunt end a tiny little sniff. The scent was decidedly male, but the scent of a male who knew the importance of proper personal hygiene. He should thank his lucky stars for that as the clean musky aroma of a stimulated male sent delightful shivers up and down my spine. “How dare you presume to display yourself to me, a total stranger!” I exclaimed before extending my tongue to give him a soft gentle lick.

I heard him whinny and snort through the thin wall. I licked again, dragging the tip of my tongue roughly over his dilated meatus. He snorted and gave a little twitch. I savored the flavor of his arousal as warm viscous fluid oozed out onto my questing tongue.

Sweetie Belle inhaled sharply. “Oh wow, Rarity tasted some stranger’s penis! She lapped up his juice! What’s a meatus though? Is that fancy for pee hole?” Without a second’s thought, she caused the cucumber t drift towards her face. Pretending she was Rarity in a nasty stall, she licked her own essence from the vegetable. This was far from the first time.

“Oh, I wonder if Button, um, I mean colts taste as good?” Sweetie Belle whispered while returning the cucumber to her vagina. Her magic caused it to swipe up and down against her tender labia before once again taking its place right at her opening.

She turned the page, and stared for quite some time at an exquisite self portrait of Rarity daintily licking the broad flat head of a huge penis sticking out of a hole in a wall. “I wonder if Rarity’s train pulled into Canterlot station yet. She might be in that stall again right now!” With a sigh, she returned to her reading.

Diary, I was in a quandary. Dare I risk it? I dread the thought of that wide head becoming lodged behind my teeth, but I simply had to try! I opened my mouth to its fullest, and accepted him between my lips.

The wall shook as he attempted to thrust deeper, but I was safe. How much or how little I took was under my complete control, and I liked that! I sealed my lips around his warm hardness, and gave him a friendly little suck. Still more of his lubrication spurted onto my tongue.

I hunched down uncomfortably, so as to free my front hooves. I stroked that magnificent staff as I sucked for all I was worth. Diary, I could not help admiring how the perfection of my fabulous white coat contrasted with his wonderful ebony hardness. I smoothly ran the sides of my hooves up and down that massive shaft, as I let my tongue dance against the sensitive underside of his throbbing member.

I sucked, and sucked some more as I played his staff like a fine orchestral instrument. It may have lacked artistic appeal, but his panting and whinnying was as if music to my ears!

He finally spoke as his breathing grew heavy. “Wait! S-Slow down!” he grunted, but I did not.

I must say, I have quite the touch when it comes to giving hoof jobs. Combine that with my superb skills at fellatio, and no stallion can hold out against me! “Too soon!” he cried helplessly as my mouth began to fill with his ejaculate.

I could not release him, or I would risk soiling my face or possibly ruining the set of my mane! I had no choice but to keep my lips sealed around that powerfully erupting staff as I desperately consumed every thick rich creamy spurt that blasted across my rapidly wiggling tongue. I swallowed it all and didn’t waste a single droplet. Diary, it was simply exquisite!

Sweetie Belle couldn’t help moaning deep in her throat. “She drank it! Rarity put a stranger’s penis in her mouth, and drank all of his stuff! That’s fantastic!” Without even thinking, the glow of her horn intensified. The cucumber gave a slight wiggle, and then slowly began pushing into her body.

The first time she had “used” a cucumber; there had been some pain involved. Sweetie Belle expected that. It was the reason why she decided to do it. She wanted her first time with a colt to bring nothing but pleasure. Still, she hadn’t expected to bleed that much. Mom had eased her fears and took her right to the doctor. Everything was just fine, and Sweetie Belle had enjoyed mom taking her out to dinner afterward. She felt so grown up when mom had calmly discussed what it meant to be a mare with her over dessert.

This time, she felt nothing but the thrill of something hard stretching her lips and pushing inside. If only it could be a real live colt penis! She knew the danger though, and would just have to wait until this first heat was over. If Button Mash played his cards right, he would get quite a surprise next time he begged her to go out with him. Sweetie Belle couldn’t help grinning. “I’ll teach him what “joystick” really means!”

That was for the future though. Sweetie Belle needed to sate herself today! The cucumber began to slide in and out of her. She honestly wished Scootaloo and Applebloom could know what this felt like. They would have to hold their cucumbers with their hooves. They couldn’t utilize its entire length. Unicorns that mastered levitation magic had no such limitations. The vegetable actually disappeared as it completely entered her panting body. She slid it in all the way until it gently bumped her cervix deep inside.

Knowing that the princess would never approve of this application of her lessons, Sweetie Belle concentrated like Twilight had taught her. She sort of put the levitation spell on automatic. The cucumber pushed in and out of her in a steady pace, with just the right amount of shimmy as it passed over that super special place deep inside. Sweetie Belle had learned from her magazine studies that it was called the “G” spot, and was quite proud to have discovered it within her! Panting in time to the cucumber’s thrusts, she turned yet another page.

Diary, when his eruption finally finished, I felt a burst of irrational hostility toward him. I knew I was in the wrong, but could not contain myself! He had climaxed, but what about moi? Did he not care about my needs? “Don't you go flaccid, you animal!” I cried angrily. “I have not finished with you!”

“Jeeze lady, be quiet!” he gasped as he attempted to pull his wonderful penis out of the hole.

I grabbed with both hooves. “Do not even think of leaving me like this!” I hissed, need burning bright within me. “Now it is MY turn!”

Diary, I knew he must have been uncomfortable standing on his hind legs, while leaning with his body up against the wall. I did not care. I was wonton. No, I was crude! I turned around and backed my rump right up against that filthy wall! “Put it in!” I demanded as my hind legs straddled that glorious weapon.

“But-but, I can't put a foal in you!”

“Can you not scent I am between my seasons?” I cried in pure unadulterated frustration. “I am safe today! Put it in me at once, Celestia damn you!”

“Just keep it quiet lady!”

Diary, I may be developing a bit of a problem. Several partners have commented on my tendency to, well, become rather vocal when I am aroused to such a fever pitch. I fear I become quite the bitch. “Do not tell me to keep quiet, you fucking bastard!” I could not stop myself from shouting.

I lowered my hindquarters, tightly wedging his shaft against the bottom curve of the hole it protruded from. He gasped fearfully. “You do not leave a lady waiting! Finish what you started or I shall hold you here and scream for the palace guard!”

“Yes ma'am!” he whispered, a note of fear in his voice. “Please just keep it down!”

“You just keep it up!” I snapped needlessly as I released him. His hardness throbbed as it lay across my vagina and quivered against my belly. “Put that damned beast in me this instant!”

“Lady, be quiet!” he begged as his shaft moved a little under me. “I, I can't get it in! The hole isn't letting me move right! If I move too much, I might fall over!”

“Must I do everything?” I said in exasperation. I grasped his hardness with my magic as I moved forward.

“What are you doing? Is that magic? Don't squeeze me so hard!” The surprise in his voice informed me that he was either an Earth pony or a Pegasi. A unicorn stallion would have had plenty of experience using magic to manipulate his penis to climax.

“Just relax, you big foal!” I taunted as I seated the head against my soaked opening. I groaned in relief as I once again backed up to the dirty wall. It was delicious feeling him slowing sink into me.

Sweetie Belle turned the page and had to gulp. The illustration Rarity had drawn of herself backing onto the huge penis was so exhilarating to see! She had nearly drooled onto the page! It may have just been artistic ego, but Sweetie Belle was completely enthralled by the beautiful expression on her sister’s face! “It must have felt so good!” she moaned as the cucumber increased its tempo while she continued to read.

Dearest diary, I could picture him prone against the wall and helpless. His front legs would be spread, hooves braced in the corners as tried to keep upright. His hind legs would undoubtedly be trembling as they supported his entire weight for far longer than he was used to. It was so empowering to know I was completely in control of him! I knew his awkward position would hold him back though, so I took things in hoof on my own. Risking marring my rump against the filth of it, I began to bounce myself against the wall.

“Oh yes!” I cried, as I impaled myself on that lovely shaft. “This is what I have missed!”

It was quite heady being in such complete control. My unseen partner was in no position to do more than just go along for the ride. It was so exhilarating! There are so many fine males out there, but one heard stories. Stallions often used a mare in heat, and tossed her aside when his needs were fulfilled. The horseshoe was on the other hoof now! I was not in heat, but I intended to use him!

“Give it to me!” I cried as I threw myself into using that glorious prod. “Give me what I need!”

“Lady, please!” He begged huskily. “My, my wife is out there somewhere! Please be quiet! Somepony might investigate! She could find out what I'm doing!”

My heart was pounding. My mane flew about my face. I would surely need to attend to it, but for the moment I would not let myself worry. “You two timing bastard!” I shouted. “How dare you mention another mare while joined with the likes of me!”

“I should go!” he whimpered, but made no move to withdraw his rock hard organ from my body. “I, I made a mistake! I, I better go find my wife!”

A proper lady does not mention such things, but there are exercises one can do to, shall we say, keep tight. I knew there was no way my unseen lover would leave me prematurely as my sheath gripped him! Still, I felt the undying need to express my dominance.

“Your mistake would be leaving me before I get what I want!” I cried. “Would you wander the station with that fierce weapon exposed for all to see? What would your wife say if she saw my juices glistening on it?”

He groaned in response. “Please stop yelling!” I swear, dearest diary, I felt him grow larger within me!

I glanced upward, and could see the station clock through the quaint crescent moon cut in the crude wooden door. My train! I couldn't miss it! I fear the wooden structure hiding the necessary from view was shaking quite a bit as I slammed my rump against the wall like some wild street-corner “business” mare in the red light district of Fillydelphia!

I was so close! I couldn't help snorting as I breathed great gulps of air. By now my mane was a helpless tangle, and my lovely coat was quite matted with perspiration. I did not care one wit! “You started this, you twice damned animal! Now finish it by shooting your fucking wad in me this instant!”

He whinnied fearfully, but his body obeyed! Oh Diary, I simply exploded! He had climaxed at my command! Thank Celestia I was not in season! I sailed from one orgasmic peak to another just knowing this stranger was ejaculating his hot virile seed within me with no danger of saddling me with a foal!

Sweetie Belle let out a squeak and the book almost dropped from her magical grasp. She threw her head back and cried out as she was blissfully consumed by the force of her climax. The powerful orgasm rippled through her body; while visions of Rarity having anonymous sex with a total stranger burned brightly in her fevered mind.

When the convulsive shudders finally subsided, Sweetie Belle let the cucumber slip from her body. She giggled softly at the wet squelching sound it made, and then lifted it to her face and carefully licked it clean. “That was a good one.” She said happily as she bit off the end of the cucumber with a loud crunch. She gave a contented sigh and happily ate her vegetable lover while reading the last of her sister’s entry.

Diary, time was of the essence. I felt weak in all four legs as I slipped off of him. “Goodness!” I exclaimed at the nasty sound produced as his thickness exited my body. “Please let me have one.” I muttered as I hastily opened my saddle bag and explored the contents. “Oh, thank Celestia!” I sighed as I located one stray tampon. My magic grabbed it, stripped the wrapper, and quickly slipped it up into my body to prevent his gift from oozing out and making a spectacle of me.

I did the best I could with my mane, and hoped that the warm sunny summer day would account for the unkempt condition of my coat. “Thank you, darling.” I said cheerfully as I unlatched the door.

“Lady, don't go!” he whimpered. “I, um, it won't go down. I can't leave like this! Please, can you suck it again or something?”

“Sorry, but I have no time to spare.” I couldn't help grinning. “Perhaps I could find your wife for you.”

“Don't joke like that!” he nearly screamed. His magnificent cock bobbled up and down, pearly white fluid still slowly oozing free. “Please, just another hoof job? I'll pay! I'll give you twenty bits! I'll give you fifty bits! No, make it a hundred!”

“Sir, I gift my favors when I please, where I please, and to whom I please. How dare you imply that I would SELL my body for a paltry few coins!”

I threw open the door, and nearly hit a lovely Earth pony mare. Her coat was a very attractive gold, but her mane? Gracious, who could go through life with a GREEN mane? “It's about time!” she snapped. “Everypony could hear what you were up to, you shameless harlot!”

I laughed. “No need to be jealous.” I tossed my mane in the general direction of the necessity stall. “I shall leave the rest up to you.”

She looked in at where my erstwhile partner was still protruding from the hole. “That's disgusting!” she announced, while taking a step closer.

“I wouldn't say that, darling. I found it most satisfying indeed.”

She took another step, obviously pondering the majesty of that still wet glistening ebony treasure. “You took a stranger's penis into you?” she said with feigned disdain. Her wide open eyes and the hint of drool on her lip told a different story. “How could you do something so deviant?”

“I am an adult mare Unicorn between her seasons. What I do behind closed, well, outhouse doors, is my own personal business!” I gave her a smile to take away any sting. “I will say this, he was simply magnificent! I have been under a lot of stress lately, and the delightful climax he gave me put my body right at ease.”

“My, my husband and I, um, we haven't, um, not for ages.” She gave me a little bashful smile. “He may have lost interest in sex, but I still have needs!”

“Of course you do, darling!” I nudged her closer to the magnificent shaft. “Go on, you deserve some quality time.” I gave her a little sniff. The poor thing was not just aroused. She was most definitely in season as well. “You had best let him spend outside though, or your inattentive husband will surely suspect something as your belly swells.”

“You're right. This is not a good day for me. Maybe, um, I'll just, uh, finish him with my mouth. My husband used to like that, before he...” She suddenly gasped in recognition as she stared at the formidable weapon protruding from the hole. “I haven't seen it in so long! Honey, is that you?”

“Sweet Celestia, I can explain!” my lover cried in sheer panic. “Darling, you gotta help me first though! It, it won't go down! I think it's making up for lost time! I'm so hard it hurts! I need to shoot again! Please? Could, could you suck it, like old times?” He moaned. “I, I don't think it will take long.”

Uh-oh! Diary, I nearly broke into a gallop but remained still when a simply beautiful smile adorned her face. “You cured his erectile dysfunction! How can I ever thank you? I haven't been laid in nearly two years, and I went into heat just this morning! Lately I've been hearing my clock ticking!”

I smiled in return. “Believe me, my dear. It was my pleasure.” I glanced at the station clock. “I must be off. Now go and enjoy your husband’s delightful tumescence!”

The stallion moaned fearfully from the other stall. “Please honey; just suck me a little bit! I need to cum again or it might never go down!”

She giggled gleefully. “Suck it nothing! This is my chance! Honey, now about that family you said you didn't want? I'm going to ride you until one of us passes out!” With that, she slipped into the stall and slammed the door shut.

Sweetie Belle reverently closed the book. “Rarity is such a wonderful author! I wish I could tell her how good her stories are!” she giggled. “They’re useful, too!”

The filly felt a little wobbly in all four legs as she climbed out of bed. She hurried into the bathroom for a quick wash-up before dinner. She was a bit self-conscious about how whiff she became after a really good masturbation session. It was bad enough that daddy would know she was still in season. Sweetie Belle had no wish to upset him with the knowledge that his little foal considered herself to be a mare, and did things a mare would do!

Feeling poised, relaxed, and quite contented, Sweetie Belle enjoyed dinner with her mother and father. That changed right after dessert. “I have to stay home?” she asked, trying very hard not to whine. “Daddy, that’s not fair!”

Hondo looked uncomfortable. It may be his daughter, but he was he was a stallion. Father or not, he was fully aware that Sweetie Belle was in the midst of her first season. “Sugar Sweetie, it’s for your own good! I will not have colts sniffing around my little foal!”

“Mother!” Sweetie Belle protested. “I had plans to meet up with Applebloom and Scootaloo in our clubhouse tomorrow! It’ll be fillies only!”

“You know your father. He’s put his hoof down.” Cookie smiled. “I’m sure your little friends can get along without you for just one day.” Her horn glowed as she cleared the table. She leaned close to her daughter as Hondo opened his newspaper to the sports section. “Let it drop, honey.” She whispered. “I’ll talk to him tonight.”

Sweetie Belle managed a small smile. “Mom, you’re the best!”

Shortly before princess Celestia lowered the sun, Applebloom stopped by for a little visit. The friends sat on the front porch. “It’s durance vile, I tell you!” Sweetie Belle proclaimed, but not loud enough for her father to hear.

“A vial a what now?” Applebloom asked, clearly puzzled.

“I’m under house arrest, just because I’m a mare now!”

Grinning wickedly, Applebloom nudged her friend with a gentle hoof. “Did your poppa find out that Button Mash accidental like showed us his penis?”

Sweetie Belle hastily shoved a hoof in Applebloom’s mouth. “Don’t ever say that out loud! Daddy would lock me in my room forever if he found out a colt displayed because I was in heat!”

“We were in heat.” Applebloom gently reminded. “He was displayin’ for both of us, I reckon!”

Sweetie Belle sighed. “You’re right, Applebloom. We’re two glamorous fillies on the very brink of marehood!” She laughed when she realized she had inadvertently sounded just like her big sister. “Too bad Scootaloo didn’t go into her first season at the same time.”

“Have you noticed that Scoot seems to have gotten just a mite taller lately?” Applebloom said with a smile. “I’m powerful happy for her!”

Sweetie Belle smiled. “She’s been really practicing hard with her scooter, and making sure to eat right too.” As with Applebloom, Sweetie Belle tactfully steered clear of mentioning their friend’s undersized wings and inability to fly. “I think she’s trying to impress Rainbow Dash again with what a great athlete she is.”

“There ain’t nothin’ wrong with that.” Applebloom said with a smile. “Scoot really looks up to her.” The sun started to rapidly drop from the sky as Princess Celestia lowered it. “Oops, I best be getting’ along home now.”

Sighing, Sweetie Belle walked Applebloom to the path. “I’ll do my best to talk daddy into letting me join you guys for lunch tomorrow! I’m almost positive that between me and mom, I can get paroled!”

“You just tell ‘im that I’ll buck any pesky colts right inta next Tuesday if they mess with us!”

Sweetie Belle laughed. “Would you really do that?”

Applebloom thought a moment. “Nah, I’d like to see a couple more colts display, just for comparison purposes, ya understand. Just don’t tell ma sister I said that! I plan on waitin’ quite a bit before I start messin’ with the fellas.” She trotted off. “See ya tomorrow, I hope!”

“I’ll be there, one way or another!”

Later that night, a lone light showed in Sweetie Belle’s window. She just couldn’t get enough of Rarity’s exciting adventures! It was astounding how many ponies she was on VERY friendly terms with. Well, Rarity did represent the Element of Generosity, after all! The light finally went out just a scant few hours before Luna lowered the moon and Celestia raised the sun on a brand new day.

03 Crusaders Unite!

Tales of the Cutie Mark Crusaders

03 Crusaders Unite!

By Honey Moon

The next morning Sweetie Belle rushed down stairs and managed to get to the front door before her father spotted her. “And just where do you think you’re going, Sugar Sweet?”

Sweetie Belle poured on the charm. “Why daddy, I was just going to get your morning paper.” She trotted outside and spotted the newspaper. Knowing she was being watched, she made quite a show of concentrating on her magic until the paper levitated and followed her back into the house. “Here it is, daddy!”

Rondo smiled proudly. “My little filly is getting very strong!”

Cookie glanced in from the kitchen and gave her daughter a wink. “Princess Twilight told me just the other day that Sweetie Belle is making wonderful progress, as are her little friends in their after school tutoring sessions with her. Our little foal is sure growing up!”

“Not too fast.” Hondo muttered.

As she set the table for breakfast, Cookie asked a simple question. “Sweetie dear, does your little club have any colts as members yet?”

Sweetie Belle looked up at her mother, and saw the mare wink. “Why no mom.” She cringed a little at the words, but forced herself to continue in a much younger filly like voice. “Colts are too icky! We don’t let them anywhere near our clubhouse!”

Hondo peeked over the top of his paper. “Honey-Bun, your mother and I have been talking. You say you and your friends have a meeting for today?”

“Yes daddy!” Sweetie Belle said with hope clear in her voice.

“Sugar Sweetie, do you promise not to leave your clubhouse?”

“Yes daddy!”

He sighed. “Honey, perhaps you were a bit too overprotective of our little foal.”

Cookie smiled as her husband struggled to change his mind while saving face. “Yes dear.”

“Sweetie, after breakfast I will walk you to your clubhouse.”

“Thank you daddy!” Sweetie Belle ran over and practically knocked the stallion over as she gave him a hug.

Hondo tried not to inhale, all too aware of his daughter’s enticing scent at this delicate time of her life. “Yes, um, you’re very welcome! You are to stay up in your clubhouse until I, or Applejack walk you back home.” He paused. “She’s a mare with a good head on her shoulders. She’ll make sure no nasty colts come near you! Just pull up that ramp behind you, and don’t let anypony in!”

“I’ll be safe with Scootaloo and Applebloom!” Sweetie Belle announced happily. We’ve a team! We plan on having just a quiet strategy meeting to come up with new ideas to get our Cutie Marks. We’ll be busy all day.”

“Good, than it’s settled.” Hondo glanced at his wife. “See dear, you worried all for nothing. Our little foal will be safe with her friends.” He grinned sheepishly. “Cookie dear, I don’t have to work until later today. When I return, we could, um, discuss that thing in the place we were talking about earlier.”

Cookie knew the strain Sweetie Belle’s season was putting on the poor stallion. She was proud of her husband for keeping such iron control on the feelings their daughter’s scent was undoubtedly putting him through. She also knew her own season was blossoming this morning. Sweetie’s heat was helping to mask her own from her husband.

Although Rarity had as yet made no mention of her condition, a mother always knows. Her eldest daughter’s pregnancy had made Cookie all too aware of the ol’ biological clock ticking. Today was the chance she had been waiting for! If she was very lucky, Hondo would not notice her season had started until it was too late! The poor dear only thought he didn’t want another child. She felt so lonely when he slept in the guest bedroom any time she was in season. That would soon change! When she presented him with a beautiful little foal, she knew in her heart he’d change his mind.

Once he left, she would start a few loafs of his favorite banana nut bread. Filling the house with the masking scent of baking goodies would give her the edge she needed to get a nice bun in her oven! Cookie closed her eyes to slits. She thrashed her tail seductively and gave her husband a wicked little smile. “I was going to do some shopping, but that can wait if Mr. F.L. is planning on a visit”

Sweetie Belle glanced from her mother to her father. They were making goo-goo eyes at each other again! She tried not to giggle. It was so cute the way they thought she didn’t know what they were going to “discuss” once they had the house to themselves! She even knew that F.L. stood for Mr. Five Legs! Mom was sure a lucky mare to be married to a wonderful kind handsome stallion like her daddy!

After breakfast, Sweetie Belle retired to her room to get in a little more reading before it was time for daddy to walk her to Sweet Apple Acres. This time she left her door wide open. She would sit her rump down at her desk, keep both hind hooves firmly on the floor, and keep both front hooves in plain sight on her desk. This wasn’t fun time. This was pure research. Besides, she couldn’t risk daddy trotting in on her and getting all shocked and upset!

Sweetie Belle’s resolve to just read was shaken quite a bit within minutes. She had opened the book to a page near the end. Heart pounding, she stared at a lovingly drawn rendering of princess Twilight. Twilight was rearing back, standing tall on her hind legs. Something else was standing tall as well!

Sweetie Belle gulped, feeling warmth spread throughout her body. She stared at the magnificent penis jutting proudly from the loins of Equestria’s newest princess. She could also see the minute details of Twilight’s pretty vagina. “Twilight, Twilight is a futanari?”

Sparks flew from her horn as she frantically tuned pages. “Oh, oh my goodness!” Sweetie Belle gasped as she fidgeted and fought the urge to slip a hoof down between her hind legs. “Twilight got Rarity pregnant! Twilight got a lot of ponies pregnant! Rarity says she even managed to tame the Great and Powerful Trixie while riding in a train!”

Sweetie closed the book, trying to ignore how her body craved attention. “Twilight is a futanari princess! That’s the rarest of the rare! I know she wouldn’t be interested in me, but maybe this is a sign! Maybe I will meet a real live futanari! Button Mash would have to just wait his turn! He would understand. Everypony knows that having a futanari as your first means a lifetime of good luck!”

Sweetie Belle sighed. She knew quite a bit on the subject from a very interesting article in Play-Filly. “There aren’t even that many regular Pegasus futanari in all of Cloudsdale! Finding another one besides Twilight living here in Ponyville would be like winning the Canterlot Sweepstakes on the same day you found tickets to the Grand Galloping Gala while coming in first place at the Running of the Leaves! Still, it’s fun to dream. I guess it’s just as well. I don’t want to be an unwed blank-flank broodmare even if I could somehow get Twilight interested in a filly, when she has a whole stable of beautiful grown up mares to play with!”

Sweetie Belle had decided to barricade her door so she could get in a quick round of pillow bopping to ease her trembling body, but her time ran out! “Sugar Sweetie, get your pack together!” her father called. “It’s time I walked you to your little clubhouse!”

“Oh horse-apples!” The Sweetie Belle swore softly to herself. “Coming daddy!” The frustrated filly did her best to ignore the needs of her body. She slipped her sister’s book into her saddle bag and hurried down stairs.

“Have a nice time dear.” Cookie told her daughter while passing her a small picnic basket. “I’ve fixed lunch for you and your friends.”

“Thanks mom!” Sweetie Belle trotted out the door with the basket balanced comfortably on her back. “Come on daddy!” she called, pretending not to see her parents passionately kissing at the door.

When her father joined her, she couldn’t help noticing that he took the upwind side of the path and moved a few paces ahead of her. A sudden though made Sweetie Belle almost let the basket fall from her back. Was the scent of her heat affecting daddy? Of course it was. He was a healthy normal stallion, after all. Miss Cheerilee had taught the fillies in her class that all healthy normal stallions were affected by the pheromones of a mare in heat. That’s why a wise filly was very careful, even around family members.

Naughty thoughts entered her mind, causing her to flush with embarrassment. Sweetie Belle did her best not to imagine her beloved daddy rearing up to mount her! It would be so exciting, but mom wouldn’t like that at all! She’d never do anything to make her parents so unhappy!

Sweetie Belle dropped back a little more. Now Applebloom telling her how Big Macintosh slept in the barn whenever Applejack was in season didn’t sound quite so funny. “Thank you for walking me to my meeting.” She said sheepishly.

“Think nothing of it, Sugar Sweetie!” Hondo said, trying to look everywhere at once in case a colt was approaching.

The breeze picked up, and Sweetie Belle calmed down. That is until she heard a familiar voice. “Hey Sweetie Belle!” Button Mash called. “What luck! I gotta talk to you about what happened yesterday!” The colt’s brown mane waved in the breeze as he galloped full tilt down the dirt road from the direction of Sweet Apple Acres. The propeller on his beanie was a blur as it spun at top speed.

Sweetie Belle took a deep breath and yelled. “Not now Button. I have important Crusader business to attend to!”

“But Sweetie Belle, I wanted to explain about what happened!” He grinned. “That was my first time! I, I think it means you’re my density! I know it’s not Applebloom because I had a real doozy of a dream about you last night. You were in my bed room, and suddenly you turned into my mom. I’m not sure what that was all about, but this morning I had to buy a watermelon with the last of my allowance!”

Sweetie Belle put a hoof to her face and groaned. Was Button actually trying to get daddy to kill him? “I’ll talk to you at school about it on Monday!” she hissed. “Now go away!”

Hondo looked down at the frazzled young colt staring at his daughter and fought the urge to rear up on his hind legs and trample the youth. “Son, just keep on hoofing.” He said quietly.

“Sir, I just want to speak to Sweetie Belle for a minute, okay?”

Sweetie Belle gasped when Button continued to get closer to her. She scrambled to keep downwind of him, for his own protection. While she would love to see his pretty penis once again, she certainly did not want him to display in front of daddy. That would be a disaster of Olden Pony Days proportions! “Button!” she snapped, trying to warn him by continually glancing at her father. Daddy was growing angrier by the second! “I said we’ll talk in school!”

“But I just wanted to ask if you and me, um, if I could…” He finally seemed to notice the look in her father’s eyes and gulped audibly. “Um, if, if I could look at your homework! Yeah, that’s it! Can I see your homework? I need your help with my homework that I do in my bedroom, where my bed is!”

Sweetie Belle closed her eyes and tried not to whimper. Button had three hooves on thin ice, and the forth was about to step on a banana peel! It was very flattering, but didn’t he know that he was practically telling daddy what he wanted to do to her?

Daddy was being awfully quiet. Was it he quiet before the storm? “No Button, you may not see my homework!” She snapped. Sweetie Belle smiled so he wouldn’t feel hurt. “We’ll talk about that thing you had trouble with on Monday, okay?”

“Uh, um, okay!” Button turned tail and galloped off. He suddenly veered back. “Nice to see you again, sir!” he said while tipping his beanie politely. Then he raced off again.

“That Button drives me crazy sometimes.” Sweetie Belle told her father, trying to look casual after fearing for her friend’s life. “He means well though.”

Hondo sighed. He had been young once, and remembered the terrible time when Cookie’s father had caught him displaying before his giggling cheerleader daughter. His high school’s football coach had seen him galloping for his life, twisting and dodging every attempt his furious future father-in-law made to tackle him. It wasn’t a total loss. He had earned his Cutie mark when the coach begged him to join the team as his star running back!

Hondo decided to hold his temper in check. If Sweetie Belle wasn’t out of her heat on Monday, she was staying home, and that would be final! “The colt has nerve, I’ll grant him that.” He grudgingly admitted.

For some reason Sweetie Belle felt very happy. “Why daddy, I don’t know what you mean!”

Hondo laughed. “Sugar Sweetie, sometimes you sound so much like your sister!”

Sweetie Belle was relieved when they finally reached Sweet Apple Acres. “See you later, daddy!” she announced while heading to the remote private corner of the orchard where the Cutie Mark Crusaders clubhouse was located.

“I’ll walk you to the door.” Hondo said softly, keeping on the alert for Big Mackintosh. It was an open secret all through Ponyville about how the stoic stallion felt about Miss Cheerilee, but the lad was a stallion, after all!

“Oh daddy.” Sweetie Belle couldn’t help smiling. In the proper small dose, it felt really good having her father looking out for her!

Her hooves clippity clopped lightly up the ramp to the clubhouse. Sweetie Belle paused and watched from the Veranda while daddy slowly left and sighed. It's a good thing they were at school when Button had displayed. If she had been alone with Button Mash and had seen what he had to show, things might have gotten a little strange!

Button's was the first “thing” she had ever seen. Judging by the look of jealousy on the faces of some of the other colts, it must be a pretty good one, too! “This is Rarity's fault.” she whispered as her body grew warm. “Why did she have to write EVERY detail in her diary?”

Trying to force thoughts of such a beautiful penis from her mind, Sweetie Belle opened the door and entered the clubhouse. “Hi guys! Did you see the two very special fabric swatches I sort of “borrowed” from Rarity's sample books? I left them on the table. Once we settle on which one is best, I'll tell Rarity we need her to make new curtains for the clubhouse!”

For some reason, Applebloom and Scootaloo seemed almost frightened to see her. The looked at each other and Sweetie Belle almost laughed at the comic look of embarrassment on their faces. That is until her friends chorused “Uh-oh!”

“Uh-oh?” Sweetie Belle repeated as she entered and closed the door behind her. She couldn't help sniffing at the musky almost overpowering smell in the clubhouse. It was something she had smelled once before. She had dropped in to visit her sister just as Fancy Pants and Fleur de Lis were leaving Carousel Boutique a few days ago. Even after Rarity had galloped around in a near panic opening all of the windows, her big sister's bedroom had smelled just like this.

The guilty weight of the book in her saddlebag made Sweetie Belle think of the appropriate entry she had read just last night in Rarity’s diary. It couldn't be, could it? What did Rarity title that entry? Oh yeah. Ménage à trois. The included sketch was rather thrilling to see after reading Rarity's account of things. Sweetie Belle felt a sudden warmth centering between her hind legs, but spreading all through her body. “There was a colt here!” she finally announced. “There was a colt here, and he did stuff!” Her eyes flashed. “It better not have been Button Mash!”

“No, no, no, Sweetie Belle.” Applebloom said casually, in a voice that simply brimmed over with dread. “Button wasn’t here.”

“Nope, no colts here!” Scootaloo chimed in, looking strangely elated, yet as nervous as a cat in a room full of rocking chairs.

Sweetie Belle couldn’t help noticing how disheveled her friends were. Applebloom’s mane was in a cascade off of her shoulders, the ribbon that normally held it neat and tidy missing.

Scootaloo seemed to be trying not to look smug. Her coat was matted with perspiration, and her wings were fully extended in that dread of all Pegasi, a “Wingboner”.

Sweetie Belle sniffed again. There was no doubt in her mind. The clubhouse smelled just like Rarity’s room after her visit from Fancy Pants and Fleur de Lis!

She watched as Applebloom walked across the clubhouse. She noticed it right off. There was a certain something about Applebloom’s gait. Her rump was swaying just a tiny bit differently. “There was a colt here!” she squealed. “There was a colt here, and he plucked himself a ripe Apple!”

Applebloom froze. “How did you know? I, um, I mean, what are you talking about?”

“Rarity can always tell when a filly or mare does it for the first time, and I guess I inherited the same intuition! Applebloom, what happened? You’re in season!”

“Not any more she isn’t!” Scootaloo quipped.

“Shut up, Scoot!” Applebloom snapped. “Sweetie Belle, there wasn’t a colt here!”

Sweetie Belle’s eyes grew big as saucers. As Applebloom protested, she happened to see a small droplet of pearly white stuff drip from her friend’s neither region to splatter on the floor. “Oh my goodness! Applebloom, you even have a creamy-pie!”

Applebloom couldn’t help looking down under herself. “Cow patties!” she breathed. “I’m still leakin’ a bit!”

“I was right!” Sweetie Belle announced, as she hopped around the room like a happy Twilight proclaiming how wonderful a day it was when she got her Cutie Mark. “Applebloom, you were plucked! You’re a mare now!”

“She’s a pregnant mare.” Scootaloo said with an odd smugness.

“Scoot, don’t keep sayin’ stuff like that!” Applebloom cried. “Sweetie Belle, I, I can explain!” Even as she said the words, she wondered how she ever would.

“Who was the colt?” Sweetie Belle asked. She felt a stirring of anger she tried to ignore. “Was it Button Mash?”

“Heck no!” Applebloom needed to distract Sweetie Belle. If she learned the truth, she would probably end up being scared to death of Scootaloo the futaloo! “Scoot, show her!”

“Applebloom, are you pulling my tail?” Scootaloo screamed.

“Not that!” Applebloom cried hastily. “The other thing! Show her the other thing you can do!”

“Oh yeah, you mean the OTHER thing!”

Sweetie Belle watched as Scootaloo stood tall. She spread her wings wide, and Sweetie Belle was certain that they looked quite a bit larger than they used to. She secretly loved seeing Pegasi struggle with the occasional “wingboner” and felt a bit of heat rush through her just from seeing Scootaloo fully unfurl her wings.

With a cry of pure delight, Scootaloo threw open the window and launched herself through it! “Look at me Sweetie Belle! It’s finally happened!” She zoomed a complete circuit around the clubhouse tree. “I can fly!”

“Oh, that’s wonderful!” Sweetie Belle cried, Button forgotten for the moment. “I knew your wings had grown!”

Charging outside, Sweetie Belle watched Scootaloo as she circled the tree again. The joy on Scootaloo’s face made her look simply beautiful!

When Scootaloo landed, something happened that she should have expected. Sweetie Belle threw her front legs around her, and hugged tightly. “You’re squeezin’ the air outta me!” she groaned, before making a big mistake. She buried her face in Sweetie Belle’s mane, and the heavenly scent of a mare in heat seemed to tickle her brain. “Th-That’s enough hugs!” she shouted, hastily extracting herself from Sweetie Belle’s embrace.

“Uh-oh!” Applebloom could see that Scootaloo was biting her lower lip, but it didn’t seem to be helping! That wonderful penis was coming back out to say hello! Sweetie Belle would be shocked and possibly scarred for life if she saw that! Applebloom charged. She placed herself between Scootaloo and Sweetie Belle. “Eeyup, that there is enough hugs for ol’ Scoot. You know she doesn’t like touchy feely stuff.”

“Everypony likes hugs.” Sweetie Belle said cheerfully. She tried to step around Applebloom, but Applebloom kept herself solidly between her and Scootaloo.

The trio continued their impromptu dosey doe around the Veranda for quite some time. It ended when Sweetie Belle suddenly froze. “W-What’s that?” she whispered, pointing a hoof at Scootaloo’s shadow on the wooden deck.

“What’s what?” Applebloom shouted in near panic. “I don’t see nothin’!”

Sweetie Belle couldn’t lift something as heavy as another pony with her magic, but she could make a pony want to move. “What’s that?” she repeated, while giving Applebloom’s tail a quick magical tug.

Already nervous, Applebloom let out a yip and nearly jumped out of her horse shoes. “What’s what?” she cried as Sweetie Belle outflanked her to get a good look at Scootaloo.

Sweetie Belle stared. “Scootaloo, you, you’re a futanari?” She looked from Scootaloo to Applebloom. “You, in her, a foal?”

Scootaloo flopped down to the deck, trying to hide her erection by lying on top of it. “Sweetie Belle, I can explain!”

Having Rarity as a big sister did have its influence on Sweetie Belle. “Oh my!” she cried dramatically, while lifting a hoof to her forehead. With a moan, she reared up on her hind legs and then toppled over. Her horn flared, and a cushion suddenly zoomed out from the clubhouse to land comfortably under her head as she collapsed to the deck.

“The shock was too much!” Scootaloo cried as she jumped to her hooves. “I killed her!”

“Get a grip, Scoot!” Applebloom shouted. “She ain’t dead! She’s just in a swoon!” She whinnied softly. “Sweetie Belle is too dang pure and innocent! She’s gonna hate us for life now for bein’ such perverts!”

Sweetie Belle opened one eye, and let it feast on the sight of the lovely organ jutting from her friend. “Glorious.” She whispered, sounding so much like her big sister.

“Uh, what the hay did she say?” Sweetie Belle whispered.

Sweetie Belle rose gracefully up on all four legs. “Magnificent!” she said warmly. “Scootaloo, you are simply magnificent!”

“Huh?” Scootaloo cried, backing away from Sweetie Belle.

Caution flew far from Sweetie Belle’s mind. Being unable to masturbate earlier, combined dangerously with her heat. The filly’s body was a raging storm of hormones.

Sweetie Belle gave no thought to Miss Cheerilee’s good advice on avoiding being mounted in your first heat. Surely everything would be fine if she and Scootaloo just did it for a second or two. Poor Applebloom already made the big mistake of going too far. She could benefit from that dreadful mistake!

Sweetie Belle trembled. Her body knew exactly what it wanted. Her tail lifted of its own accord, and she turned her back on Scootaloo. “Why did you two try to hide this from me?” she said in a softy pouty voice as she swayed her rump enticingly. “I thought we were friends!”

“Yikes!” Applebloom whispered. “Scoot, get your flanks outta here! Sweetie Belle ain’t thinkin’ clearly! She’s all goofy from her season!” She tried not to think about how sexy Sweetie looked while holding her tail straight up. “Scootaloo, she’s all mixed up from hormones and stuff! You best go practice flyin’ or somethin’.” Applebloom didn’t even notice that she was licking her lips. “I, I’ll stay put and calm her down a mite.”

Sweetie Belle stomped a hoof. “I am thinking quite clearly!” she insisted. “I’m thinking you want to keep Scootaloo all to herself!”

Scootaloo felt a grin on her face, and couldn’t seem to get rid of it. “Are you two gonna fight over me?” She asked rather hopefully. “That’s kinda cool!”

“Quiet Scoot!” Applebloom scolded while staring at Sweetie Belle’s pretty rump. “I ain’t keepin’ nopony for myself! I’m only tryin’ to protect ya from yerself, Sweetie Belle!”

Sweetie Belle looked over her shoulder and smiled. “That’s silly. Why would you need to protect me from Scootaloo? She’s a filly too, and knows what would happen if she wasn’t careful.” She said softly. “Scootaloo, would you mount me? I’m sure since you already squirted in Applebloom, you can control yourself and keep from going too far and putting a foal in me.”

Scootaloo tried very hard to do the right thing. “Sweetie Belle, I, I don’t know about that!” She glanced down at her throbbing cock. She had no idea that it was normal for futanari to have such thoughts, but she was just aching to plant her seed in another lovely filly in heat. She was practically drooling while thinking of pretty Sweetie Belle with a nice round tummy. Still, she tried her best to resist. “Sweetie Belle, it’s way dangerous!”

“Just mount me for a minute.” Sweetie Belle cooed. “I only want to know what its like. I know you’ll be careful.”

Applebloom felt so hot inside. A wicked thought entered her mind. Like Granny Smith always said, a trouble shared was a trouble halved. She took a deep breath. “Yeah Scoot, you just be careful. I, I’ll watch and make sure ya don’t go too far, ‘kay? When Sweetie says that’s enough, I’ll make ya pull out!” She felt her face grow warm. “Ya’ll can finish on up in me, since I’m already in a motherly mess!”

Scootaloo stared at Applebloom. “What?” she cried. “You, you won’t mind?”

“Huh? Is that what you’re worried about?” Applebloom smiled. “We’re the Cutey Mark Crusaders! We do everything together!” She bit her lower lip to keep from adding ‘even having foals’.

“This ain’t a good idea.” Scootaloo muttered as she timidly approached Sweetie Belle. “Okay, just for a second!”

Flapping her newly strengthened wings, Scootaloo reared up over Sweetie Belle. It was telling of her new found control over them, that she could pause long enough for Applebloom to rush up and relieve Sweetie Belle of the lunch basket still on her back, and the saddle bags riding over her flanks.

Sweetie Belle trembled as Applejack’s hoof sort of strayed and caressed her flank. Sudden images of Applejack kissing her sister invaded her mind. “We, we’re all in this together, Applebloom!” she gasped as Scootaloo settled over her.

“And how!” Applebloom cheered as she watched Scootaloo make herself comfortable on Sweetie Belle’s back.

Instinct took over. Scootaloo hunched and shimmied as she tried to line up her penis with her friend’s lovely little opening. “I, I’m going crazy!” she gasped, feeling moist warmth against her hardness.

“Let me help!” Applebloom reached a hoof up under her friends, and gave Scootaloo’s wonderful penis just a slight nudge. “There’s her hoo-ha! Now do your stuff, Scoot!”

With a snort and a whinny, Scootaloo thrust deep into Sweetie Belle. “Oh, Oh Applebloom, she feels just as good as you do!”

Sweetie Belle let out a low moan. “Oh my, that’s much better than a cucumber!” She closed her eyes tight and relished the sensation of something warm and hard filling her up so completely. “Scootaloo, maybe, maybe that’s enough.”

Applebloom hardly had time to think. She needed to distract Sweetie Belle and keep this thing going! She charged forward. “How’s it feel, Sweetie?” she asked, but didn’t wait for an answer. It just seemed so right to press her lips to Sweetie Belle’s!

Kissing Sweetie Belle was different than kissing Scootaloo. Different, but just as delightful! It was like the difference between a luscious Red Delicious, and a scrumptiously sweet Honeycrisp. Applebloom could taste the subtle differences between her friends, and gloried in it.

Sweetie Belle whimpered softly as she boldly thrust her tongue into Applebloom’s mouth. She could swear she could taste Zap Apple butter! Kissing another mare was even better than Rarity wrote about!

Scootaloo watched over Sweetie Belle’s shoulder. Her cock seemed to get even harder as she saw her friends kiss! “Best day ever!” she gasped, as she began thrusting wildly into Sweetie Belle’s heavenly warmth.

Sweetie Belle swayed and rocked under Scootaloo. “This is so good.” She gasped, when she and Applebloom parted. “I, I think we b-better think about this!”

Applebloom remembered a strange comment she once overheard Snails tell Snips about Unicorn horns. “We can think later.” She practically shouted, while using her front hooves to gently tilt Sweetie Belle’s head downward. Without even thinking, she took Sweetie Belle’s horn into her mouth!

“Applebloom!” Sweetie Belle squeaked. “No, not my horn!”

Applebloom thought a horn would feel cool against her tongue. Sweetie’s was nice and warm. She let the tip of her tongue gently slide along the hard spiral of the horn, and thrilled as Sweetie Belle began to tremble even harder.

Scootaloo squeezed Sweetie Belle tighter with her forelegs. “That, that’s a horn job!” she gasped. She felt that wonderful snugness squeeze even tighter. “I, I think she likes it, Applebloom!”

Sweetie Belle did like it, but she dimly realized she had placed herself in a very perilous predicament. Unicorns rarely let Earth or Pegasus ponies know just how sensitive their horns were. After all, it was an important part of their magic. The root of the horn tied directly into the pleasure centers of a Unicorn’s brain! Rarity wrote of it often in her diary entries, and Princess Twilight once took her aside and shyly warned her of what to expect as her magic grew stronger.

“Applebloom, Scootaloo, we, we, have to, oh my!” She felt that soft tongue tracing over her horn, and it added such a delightful accent to Scootaloo’s penis moving so forcefully within her. She felt the sensual delight of magic building towards discharge, and whinnied. “Cutey Mark Crusaders Ménage à trios!”

Scootaloo buried her face in Sweetie Belle’s mane. “She’s speakin’ Fancy!” she cried, while inhaling the delightful aroma of a mare in heat. She flapped her wings joyfully as she began positively slamming into Sweetie’s welcoming body!

Sweetie Belle knew there was something she really should be worried about, but Scootaloo was so wonderfully forceful! Having her friend’s weight on her back just felt so right as Scootaloo continued to thrust into her! How would she ever go back to cucumbers after knowing this delight? Her tender young body was fast approaching that sensual abyss.

Sweetie Belle had no time for worries! She put all of her concentration into focusing the building magical release. She just had to discharge her magic right as Scootaloo made her climax! No other thought could crowd that need out of her mind!

Applebloom was sucking Sweetie Belle’s horn now. She felt an odd by very pleasant, almost electrical tingling against her tongue. It somehow urged her to suck even harder!

Scootaloo would have thought she was the luckiest filly in Equestria. That is if she could think. Her world contained nothing but her beautiful friends now. Peering through Sweetie Belle’s lovely mane, she thrust like a wild Everfree beast as she watched Applebloom sucking away on Sweetie Belle’s horn.

“Almost there!” Scootaloo cried as her movements grew more urgent. “I, I’m gonna do it!” she warned, hoping against hope that nopony would object and tell her to stop!

Applebloom sucked as hard as she could. She just had to keep Sweetie Belle distracted just a little while longer! She bobbed her head and made nasty slurping sounds as her saliva ran down the horn to dampen Sweetie Belle’s mane.

Sweetie Belle felt it! Scootaloo’s pretty penis gave a sudden jerk as it rammed in just as deep as it could go! The word just came on its own. “Crusaders!” Sweetie Belle screamed as her body succumbed. Just as her orgasm hit, she felt the glorious and sensual discharge of raw magic from her horn. It was all she could do to aim that magic to where it would do the most good!

Applebloom was startled by the sudden heat in her mouth. It burned, but it was a nice burn like touching the tip of your tongue to a pile of freshly ground cinnamon. Then something happened that she never expected. As Sweetie Belle and Scootaloo shook in their release, her loins were invaded!

Applebloom let out a wail of delight as her hoo-ha became the center of a magical firestorm! Somehow that energy seemed to focus itself right into her poor little button! The Earth pony screamed as a sudden and powerful orgasm tore through her with absolutely no warning! She whimpered and moaned through wave after wave of orgasmic bliss, even as her friends did the same.

The three friends lay prone in their clubhouse. The only sound was the panting as they tried to catch their breaths. Sweetie Belle lifted a hind leg and inspected her most private area. “Uh-oh.” She whispered as she watched gooey pearlescent fluid seep from her wonderfully sated body. “I, I knew I was forgetting about something.” She gulped. “I, I guess I’m not in heat any more.”

Applebloom looked over at Sweetie Belle, and suddenly felt very bad. “Um, Sweetie, I, I’m sorry I distracted you.” She whispered.

Scootaloo felt a strange sense of pride and shame over what had happened. “Um, guys, I, I’m sorry, but nopony told me to stop! Why didn’t anypony tell me to stop? I, I could’a pulled out if I heard the words, um, I think.”

Sweetie Belle took a deep breath. “Scootaloo, it’s not your fault.” She smiled at a very nervous Applebloom. “It’s not yours, either. Miss Cheerilee warned all of us about the dangers of out first heat. I was all worked up this morning, but didn’t masturbate. It’s really true what they say about a mare’s first heat. I couldn’t think past that pretty penis going inside of me!” She sighed. “I don’t know what I’ll tell daddy now.”

Applebloom looked thoughtful. “I know what ya mean. Once I saw what Scoot was packin’, I couldn’t think a anything else but tryin’ it out for size!”

Scootaloo felt her face grow warm. “Um, it’s a futa thing guys, but once I smelled your scent, all I wanted to do was put a foal in both of you. I’m so sorry!”

Sweetie Belle smiled. “I’m sure everything will work out for the best. We’re Cutie Mark Crusaders, after all!”

Applebloom looked thoughtful. “Crusaders, maybe we better cut back on all finding our Cutey Mark activities for a while. Maybe we should concentrate on helping others with their Cutie Marks. It’ll be a mite safer, since we’re in a family way. Besides, we can start readin’ up on what to expect when you’re carryin’ a foal.”

Sweetie Belle smiled. “That sounds like a wonderful idea!”

Scootaloo climbed to her hooves and took a deep breath. Thank goodness her penis had withdrawn into her body after all the trouble it caused. “I plan on helping two fillies right now! Guys, I, I love you! I wanna help in any way I can! Will, will you guys marry me, um, if, if your families say it’s okay?”

Applebloom sighed nervously despite her earlier rationalization; she realized she did indeed “LOVE” love both Scootaloo and Sweetie Belle! “I hope I can talk sis in ta acceptin’ me marryin’ a filly and a futaloo. I’ll need her help ta smooth things over with Granny Smith!”

“Futanari.” Scootaloo corrected with a giggle. She thought of catching Rarity kissing Applejack, and smiled knowingly. “I betcha won’t have any trouble at all talking Applejack into it.”

“Rarity’s pregnant.” Sweetie Belle announced abruptly. “Trust me; she’ll know just how to explain me being involved with a filly and a futanari to my mom. Mom will help ease daddy into the idea.” She smiled. “Did you know Twilight is also a futanari? Princess Twilight sired my sister’s foal!”

Scootaloo giggled. “I know, and Fluttershy does too! I bet she’s also pregnant, after what I saw! I should tell you guys that I’m positive Twilight has something to do with me being a futanari too.” She decided not to tell her friends just yet that she suspected she had twice eaten “Twiligoop”.

She smiled and continued. “We’re supposed to be seriously rare, and suddenly two are living in Ponyville. Maybe I should talk to her about it” Scootaloo took a deep breath and just blurted out what was really on her mind. “Does this mean you guys say yes? Please, you guys just gotta say yes!”

“Yes!” Sweetie Belle and Applebloom chorused.

The room filled with swirling pure white light. The three friends rose up from the floor and hung suspended for several seconds as the light coalesced around them. After a moment, they settled back to the floor.

“What the hay just happened?” Applebloom gasped.

Scootaloo’s jaw dropped. “You guys got Cutie Marks!” She looked back at her own flanks. “I did too! We all got the same Cutie Marks!”

Applebloom suddenly looked frightened and closed her eyes tight. “Please tell me it ain’t any kinda sex Cutie Mark!”

“Don’t be silly!” Sweetie Belle said calmly. “They’re wonderful! The background is a heraldic device, tri-colored to represent our manes. That shows we’re inseparable!”

“A herald whatsis?” Applebloom opened her eyes and examined her flank. “Oh, you mean a shield. Oh wow, I got an apple on mine! I’m an Apple to the core!”

“A lightning bolt, like Rainbow Dash has!” Scootaloo said proudly. “It’s outlined by a wing. Maybe it means I’ll be a great flyer like she is! Cool!”

Sweetie Belle looked bashfully at hers. “Um, mine is a music note in a star.”

“That’s ‘because you have such a sweet singing voice!” Scootaloo said and rushed over to give Sweetie a hug.

“Eyup!” Applebloom added, as she joined the embrace. “You’re our number one music star, Sweetie!”

“Guys?” Scootaloo said nervously. The musk and sweat of her friends seemed to invade her soul. “Um, you both still smell really-really good!” She gulped as her penis slowly emerged and grew stiff. “Could, could we do it again?”

Applebloom and Sweetie Belle stepped back from a very agitated Scootaloo. “Would ya look at that?” Applebloom said with a grin. “I think it’s even bigger ‘en before!”

Sweetie Belle giggled. “From what I’ve read, futanari are insatiable. Applebloom, we can’t be jealous if Scootaloo goes astray from time to time.”

“Heck no, I wouldn’t be jealous! Scootaloo is like a royal treasure!” Her eyes closed to slits. “We have to let her spread the wealth.”

“Guys, don’t talk like that!” Scootaloo begged. “I promise I’ll never leave you!”

“Who said you’d leave?” Sweetie Belles asked softly. “We’ll just lend you out like a library book.”

Applebloom sidled up closer to the nervous Scootaloo. “As long as you come home to your wives, ya’ll can have as much fun as ya want, Scoot!” She lifted her tail high and gave her rump a little shake. “Starting right now!”