Pipsqueak's Liquid Lunch

by Cosmonaut

Rating: mature
Tags: Pipsqueak, Scootaloo, Rumble, Sex, My Little Pony: Friendship is Magic
Length: 11993

Pipsqueak's relaxing day at Rumble's place takes a swift turn for the sordid, once he realizes he's alone with the stallion, things quickly escalate into a situation much more for sexual.

Pipsqueak thought he'd have a relaxing day. Go for a walk, grab some lunch and chill out with friends. However, a relaxing day at Rumbles place takes a swift turn for the sordid, once he realizes he's alone with the stallion, things quickly escalate into a situation much more for sexual...

Published 2015-05-05 03:40:03 UTC
Last updated 2016-04-10 18:12:28 UTC

A Blow and Go

Pipsqueak had a problem.

“Are you sure that you don't want me to open the window?” asked Rumble, studying Pip carefully, " You look kind of sweaty."

"No it's fine I'm fine really its not that hot in here."

“Alright, if you say so.” Rumble shut his eyes and leaned back into the couch.

It was a warm Saturday afternoon and Pipsqueak was sitting next to Rumble on the opposite end of the couch. Scootaloo had invited Pipsqueak over for lunch but had forgotten to place an order, she had left about 15 minutes ago to go pick up the food and said she would return as soon it was cooked and ready to go. Rumble had declined to join her and stayed home and was now sitting on the couch waiting patiently for her to return. Pipsqueak was also decided to wait with Rumble, and therein lay his problem.

Pip was hopelessly attracted to Rumble, and he was trying his best to hide his growing erection from the stallion sitting a few feet away.

"Sorry again about keeping you waiting, she never seems to plan ahead for these sorts of things," sighed Rumble, his eyes still shut.

"Oh it's not a bother, I had breakfast! Porridge and crackers. I'm not starving or anything..."

“I just wish we had something to do here, we're still unpacking so we don't actually have much stuff out,” Rumble gestured to the mountain of cardboard boxes stacked against the wall.

“Don’t worry about that at all, Rumble! I’m perfectly fine!” replied Pipsqueak, looking at the boxes.

Pipsqueaks eye wandered, and began to busy themselves, glancing over Rumbles body. Since hitting puberty the young colt had grown into a magnificent specimen of a stallion. He was larger than Big Macintosh, with strong supple muscle that rippled sensuously under his skin as he walked, and bright purple eyes that Pipsqueak found himself getting lost into every time they had a face to face conversation.

And that was to say nothing about the massive organ between his legs.

Pipsqueak had never seen him at full mast, but in company with friends and while walking behind he couldn't help but notice the two swollen orbs between his legs and the proportionally large sheathe housing his no doubt impressive shaft. With Rumbles current sitting position that sheathe was currently on full display resting on top of his tight sack.

Pipsqueak felt his mouth watering, his cock throbbing.underneath his hoof. In an attempt to hide his erection, he had one of his forelegs pressing down on his spotted shaft and was awkwardly squishing it in between his thighs so Rumble would not notice his arousal. Since Pipsqueak was a bit of a runt, standing a few inches shy of average height for a stallion, his own equipment was also proportionally smaller than average, making his efforts to hide it a success, but it was doing nothing to quell his intensifying need to get off.

"I'm going to pop off to the loo for a moment,” Pipsqueak said, jumping off the couch and trotting away.

“The what?" Responded Rumble, not opening his eyes

“The bathroom.” replied Pipsqueak quickly.

“Alright Pip, I'll be right here.”

"Control yourself damn you! He's got a mare! You're just a friend over for lunch! Not for a blow and go!"

Pipsqueak sighed, hanging his head as he looked into the mirror. He had wanted to relieve himself in the toilet, however, as with the new house it had actually been out of order as the hastily scribbled sign on the toilet lid so told. Propping himself up on the sink he could feel his erection pulsing beneath him, his mind adrift as he fantasized about Rumble sitting in the other room on the couch

Not really knowing what else to do, Pipsqueak grumbled and stroked himself as he thought of all the lurid things he could let Rumble do to him.

Pip flattened his ears as he stared his own body in the mirror. Despite the knowledge and despair that would bring him, Pip had one measured himself at full mast. His own erection stood only at 5 inches long, which was a few inches below average for a stallion. Stroking it still felt very good. Under sized, underweight, with a smaller than average cock, long mane and tail, slight features, light brown eyes, and wider than average hips for stallion. Pip felt like walking ball of awkward. On more than one occasion he had been mistaken for a mare from behind. Iif he were to be motivated enough he could pursue a relationship with a pony that would find that attractive in a stallon, unfortunately the stallion on his mind right now was more than likely 100% not interested in doing anything with a pony like him.

Pipsqueak stopped stroking his erection, if he kept it up at this point he'd paint the underside of his friends sink with semen, and that would be incredibly gross and rude for a houseguest to do. With no other recourse Pip decided he was going to walk back into the living room, hopefully with Rumble sitting stoically on the couch. Pip could feel his erection pressed stiffly against the underside of belly as he walked out of the bathroom. At least it wasn’t big enough to be noticed.

“There you are! Dude, you've gone for like 10 minutes!"

Rumble seemed a bit flustered, as if he wasn't expecting Pip to come back at all. His cheeks looked a bit flushed, and he was leaning straight a bit more than he was before pip left.

As pip turn the corner road to the front of the couch he immediately saw it what was causing Rumble to look so flustered. Rumbles cock was fully erect and bobbing gently.

“Rumble? What the-”

“I'm... I dunno. You were gone for so long and I was thinking about what me and Scoot were gonna do after you'd left and it just... You know how it goes sometimes!”

Rumble blushed, his light grey cheeks tinged with pink. Even at this age and size he could still be adorable without even trying. Of course it was hard to tear his focused away from the towering length in front of him. It took all of Pipsqueaks willpower to not completely gape at his friend's cock.

Pip felt his penis twitch madly against his belly. Since there was nowhere else to sit, and the floor wasn’t carpeted, Pipsqueak resumed his spot sitting on the couch.

Neither of them spoke for a single, painful minute.

“So uh,” Began Pipsqueak, trying to break the air of awkwardness that settled into the room. “Heh, how do you even get around flying with the- you know. Isn’t that uncomfortable?”

“Yeah it is actually. I have to sometimes stop flying and just wait for it to settle down. I can't really do the whole flying with a boner thing as much as Scoot goads me into doing it. She likes to show me off and brag about me sometimes.”

“Oh yeah?” chuckled Pipsqueak, trying to not eye the throbbing length of cock a couple of feet away.” I'm sure she brings up your measurements all the time.”

“Actually I don't know how long it is,” admitted Rumble.

“Really?!” Pipsqueak look shocked. “Really. I figured for some reason that you or uh, scoots would have-”

Rumble shrugged. “Nah, I'm not the kind of stallion to take a tape measure to his dick, but I know that other ponies do. Although, I've been getting curious…”

Rumble turned his head to Pipsqueak. “Have you measured yourself?”

Pipsqueak felt shame creeping onto his cheeks. “Y-yeah.”

“So you know exactly how big it is?”

Pip cringed at Rumble describing his cock as big. “Yeah.”

There was a pregnant pause.

“Hey pip.” Rumble said with some trepidation. “I kind of want find out right now.”

Pip felt felt his face grow hot. "You do?"

“I know it's unorthodox but uh, we don't own any rulers or tape measure... But, I have an idea, to use as a measure."

Pip stared at Rumble, waiting for the punchline to what must surely be a joke.

Using your uh," he gestured towards Pipsqueaks penis.

"Hahaha, that's-!" Started Pip, but he cut himself off when Rumbles expression didn't change. “Really?”

“Yeah...just. not for long. I just wanted to know for myself I guess. We dont have to but like, I dunno… you didn’t say no so…”

They both swiveled to face each other on the couch. Rumbles left leg fell off the side of the couch, his right, he stretched out all the way to the other end past Pips hips. Pipsqueak scootched himself closer to Rumble, bracing his foreleg on Rumbles muscular hind leg until...

Pip let out a soundless gasp. He was right in front of Rumbles enormous cock, and the head of his own penis was resting against the warm flesh of Rumbles! It was so large that the tip of the head was level with the top of Pips nose. There were great thick veins bulging out along the length of it, and the flesh was glistening and slick with precum, which Pip noticed was oozing from the tip and slowly coating the shaft. Pip felt his mouth salivating as he stared at the monstrous member.

His own penis, mottled brown and pink towards the head, was completely dwarfed by the spire of flesh it rested against, the tip just about reaching the medial ring on Rumbles.

“Pip?”

“Yeah?” Pip tilted his eyes up to Rumble. The size difference made him feel like a colt again.

“Can I uh, measure?” He said. Pip felt the strong throb of Rumbles length pulse against his own.

“Sure.” Replied Pip, trying his best to hide his intensifying arousal. Aside from the copious amount of pre dribbling down the massive shaft, Rumble looked nowhere near as visually excited as Pip. He was as calm as a coma about the whole thing.

Rumble inched himself a little closer, so that their respective lengths were pressed up together.

Pip restrained a soft moan when he felt Rumbles hoof wrap around his cock.

“How uh, much?”

“Sorry?” Pip said breathily.

“How long is yours, exactly?” Rumble said, pressing his hoof just a little harder against the mottled length.

“F-F-Five inches long, exactly.” Pipsqueak sputtered weakly. Pip was again aghast. Rumbles hoof was so big that his own diminutive cock vanished from sight cupped like this. The soft pad of his hoof provided more stimulation on his sensitive flesh that he’d expected. Pip felt his penis twitch hard against Rumbles rock hard length, which didn't move at all.

Alright, so if you're five at the tip," Rumble slid his hoof off Pips penis (which elicited a quiet moan from the smaller stallion) and up the slick length of flesh, "ten" he paused, noting the spot where his cock was double the length, and glided it up even higher, where Pips brown eyes followed in rapt attention.

Fifteen... Sixteen, seventeen." Rumble rested his hoof at the very top of the fat, glistening head of his cock. "Wow".

"Wow" repeated Pipsqueak. His normally rapid mental math was stunted by how impossibly turned on he was. Rumbles cock was seventeen inches long! That was more than three times the length of his own, and nearly as thick as his leg! He knew that Rumble was big but, now that he exactly knew, it simply staggered him. Pip was so lost in his lustful calculation he couldn't hide how hard he was staring up and down at the titanic shaft pressed against his puny penis.

“Pip?”

The pinto flinched, now realizing how hard he was staring.

“Yes Rumble?”

“Do you want this?”

Pip felt his heart skip a beat.

“C-Come again?” He sputtered.

Do you want this? Rumble punctuated his question by flexing his cock muscle, causing his shaft to push pips penis backwards slightly, the tip wedging itself under Rumbles hard ring.

“I...I-”

“Because if you do, it's right here, and I'm right here, and nobody else is here," Rumble slid his hoof up and down all seventeen inches of his well lubricated shaft. A fat glob of pre oozed out the tip and rolled down the front of his shaft, pooled along the medial ring, and coated Pips cock, which was pressed underneath it.

It was too much. Pip abandoned all pretenses and doubts about this whole situation and reached his hoof up to pull Rumbles fat cock head into his mouth.

Mmmmpff, Pip moaned loudly, swirling his tongue around the tip, and was immediately rewarded with a glob of warm precum. Pips hoof rested just below the back of Rumbles shaft, his brain registering ever bulging vein and bump along the length he was rubbing.

Pip swallowed the pre building up and leaned forward, opening his mouth wide enough to swallow the entire tip and another inch or so of his turgid shaft. It was just the right size to fit inside his mouth, the fat head fitting inside comfortably, filling half of his mouth, pulsing warmly and sending more pre down his throat. Pips tongue was pressed against the underside, tightly, but with enough space to move around and massage what was there.

“Ahhh, that feels real good Pip.”

Mmmmmhmmm. Moaned Pip in response. He'd never given a blow job, but he's had a mare blow him once before. It had indeed felt amazing, but she had easily managed to swallow his eager length. The size of the cock that Pip was currently choking down didn't leave him much recourse other than to suck on the head. Despit his best effort it wasn't much of a proper blowjob.

Rumble realized the same thing, and after another minute, pressed his hoof against the side of Pips head and told him. “Sit on the floor and open your mouth.”

Pip whined happily, withdrawing off Rumble and gulping down the pre that had been gathering in his mouth. He positioned himself on the floor in front of Rumble, looking up at him with his tongue hanging out. Sweet Celestia he looked even more enormous from this angle. The giant shaft twitched excitedly, the fat sack, containing balls as big as oranges, was tight and glistening and so full.

Rumble changed his seating position, and gently pushed down on his cock until it was just horizontal enough for Pip to accept into his waiting mouth. Pip opened his jaw wide, and Rumble slid himself in.

Pip gagged, feeling the fat cock head he was happily suckling moments ago shoved to the very back of his throat. Pip placed a hoof along the length outside his mouth. Despite the capacity of his mouth filled, there had to be around ten inches of cock left outside.

The twitching of his own mediocre length reminded him of the lack of attention to his own cock, but he had his hooves (and mouth) filled at the moment. It slapped weakly against his belly.

That feels much better, Rumble sighed happily, resting his hooves on Pips head.

Pip did his best to pleasure Rumble, moving his head back and forth, wiggling his tongue around, humming while stroking the piece of meat on his mouth. There was not much else to think about as Pip slurped and sucked on the few inches of the seventeen inch long cock he was attempting to please. The strong aroma of Rumbles musk filled his nostrils, since he couldn't breathe through his mouth, and made him feel even more aroused and light headed than he thought possible.

Orally pleasing Rumble, despite feeling amazing, was more difficult than pip had hoped. His jaw was getting tired, and the penisin his mouth twitched and pulsed constantly. Pip wanted to stroke himself as well. Despite the task at hoof and his incredibly foggy, lust fueled thoughts, he found his mind wandering. How did Scootaloo manage to please this beast of a-

Pip opened his eyes wide in a brief moment of clarity.

Scootaloo. Rumbles mare. Who would be back soon.

And he was currently blowing her coltfriend

Pip felt a slight panic. Scoot was a mare who tended to be very passionate about everything she did, and pip did not want her to catch him with 7 inches one of the things she was most passionate about doing stuffed down his throat.

Pip attempted to slide his head backwards, but Rumbles iron grip produced only slight neck strain.

Mmm?

Attempting to catch Rumbles attention proved difficult. He was groaning and grunting himself and Pips vocal attempts of contract only produced louder groans of pleasure from the massive Pegasus.

Getting desperate, Pip roughly tapped on the length of cock outside of his mouth.

“Sorry pip, but I'm close.”

Mph?!

Rumble lurched forwards, putting his weight on Pips head and pushing him further down. Pipsqueak vocalized his discomfort, but his vision was suddenly filled with the length of dick he couldn't fit into his mouth.

And suddenly, his mouth was immediately filled with just that.

Pip gagged as the entire length of Rumbles monstrous shaft was forced all the way into his maw and down his throat. He could feel the hard medial ring bulging in the back of his throat, and the steady throb of Rumbles cock twitching inside his mouth. Pip felt extremely light lightheaded. He could barely breathe! And the only oxygen he could inhale was the thick musky air where his nose was shoved against the base of Rumbles dick.

Rumble rested there for a moment, then began to pump about half his length in and out of Pipsqueaks mouth. It was slow at first, but Rumble began to rapidly pick up the pace and was now pistoning three quarters of his dick into Pips mouth.

Pip could go nothing but sit there, moaning and whimpering as Rumble fucked his throat. He wasnt able to properly pleasure Rumble with his lips and tongue, he was just too much for him. All Pipsqueak was good for now was a means to get Rumble off; a living fucktoy, a receptacle for the imminent load of semen to be unleashed from the swollen sack slapping at his chin. It was the single most degrading moment of his life.

And Pip couldn't love it more.

Rumble groaned even louder and bucked his hips into Pips mouth hard, holding himself there. Pip inhaled sharply through his nose, feeling Rumbles engorged cock swelling and pulsating on his tongue, then traveling down his tightly packed throat, until he felt a huge load of cum gush into his stomach.

Pip exhaled in relief, feeling the repeated bursts filling his belly. Each pulse unleashed a fat stream of jizz, filling him and filling him and filling him up so fast that in only a matter of seconds that Pip realized he didn't feel hungry for hayburgers anyone

And Rumble hadn't stopped emptying his load into his stomach.

Pip groaned, the pleasant sensation of a full meal rapidly being replaced with the more unpleasant feeling of being overstuffed.. He felt stretched inside beyond belief and there was still cum being dumped directly into his belly, which had now expanded so much he could feel it pushing into his legs a little more with every one of his laboured breaths.

Just as he was about to lose consciousness from the lack of fresh oxygen, he heard Rumble sigh above him, and slowly began to ease his length out of Pips mouth. The tip of Rumbles fat cockhead was still mostly flared, and with some difficulty, Rumble finally eased it out of Pips mouth

“Whew, that felt good,” sighed Rumble happily.

“Ohhh.” Pip moaned, sitting back on his haunches. He ran a hoof over his swollen belly. It looked like he'd gorged himself at an all you can eat buffet. Or swallowed a watermelon. Pip tentatively squeezed his stomach. It gave a little and his stomach gurgled from his liquid lunch.

Rumble exhaled heavily. “You okay?”

“Y-yeah,” replied Pip with a cough, rubbing his throat, and looking up at Rumbles towering member. It was still rock hard and twitching, slick with saliva. Watching it made Pip shudder in anticipation. Did Rumble even have a refractory period?

“Did you get off?” Asked Rumble.

“No.” replied Pip.” Id’ve touched myself but I was occupied.” He stroked his competitively small erection, which twitched urgently. He was close.

Pip carefully squeezed his belly, "Blimey! How does Scoot handle this?"

Rumble snorted, and flattened his ears. He suddenly looked wide eyed and worried and... was looking past Pipsqueak.

"Why don'tcha just ask me yourself?" Came an icey question from behind Pip.

Knowing exactly who the owner of the voice was, Pip turned sound to see Scootaloo standing at the door. Saddlebags weighed down with fast food and drinks pinched her wings to the side, and a supersizr hayburger feedbag dangled from her neck.

Her bright purple eyes were narrowed directly at Pipsqueak. All 79lbs of athletic orange fury started approaching him at a brisk pace.

Pipsqueak, weighed down and exhausted from the gallons of cum he'd just had pumped into him, closed his eyes in total fear of the Pegasus bearing towards him…

Looks like bad times ahead for Pipsqueak!

Author's Note

Here's some visual aid to the various scenes in the story~

Where the Sun don't Shine

Pipsqueak gulped hard as Scootaloo approached. Even weighed down by cartons of fast food she could really move her legs. For a small Pegasus mare, she was incredibly intense and strong for her size. Something they both understood going by the amount of times Scootaloo had beaten Pipsqueak at hoofwrestling.

"I'm gone for FIFTY MINUTES. What. Happened?"

She glared at Rumble. Despite being twice her weight, the big stallion seemed to falter under her gaze.

"What happened, was after you left you we were both just hanging out on the couch and then Pipsqueak left to go to the bathroom and I got bored so I was thinking of you and started getting hard and then Pipsqueak comes back and he's got a boner and then he started talking about my dick and then we decided to compare the size and then he wanted to blow me and I said yes so... Yeah..."

Scootaloo scrunched her nose up. "Is that so? That fast for Pip to get his lips around your dick?"

Rumble nodded sagely.

Pip winced. "y-yeah"

"Well, looks like you have to pay up rumble. I was gone for less then an hour."

"Fiiiine." Rumble shifted his weight on the sofa, and slammed some bits on the table. Scootaloo swiped the coins into her saddlebag without even counting.

Pip blinked, his body still tensed for a beating. "Wot?"

Scootaloo began to unload her fast food cargo and started placing it on the table. An Extra Large cup of root beer sloshed in her grip as she passed it to Rumble.

"Was I? Wait." Pip swiftly looked back and forth at the two pegasi.

"Was this a set up?"

"Yes and no." Answered Rumble with a sigh after a long pull on his straw. "This was a bet. And I lost."

"Lost HARD!" snickered Scootaloo, slurping some sprite.

"Lemme explain." Scootaloo cleared her throat before Pipsqueak could interject. "Pip, I know you have a crush on Rumble. Every time we were hanging out together as a group of friends, you would always be walking behind him, or if you're sitting down you'd be sitting next to him, and the more I watched you the more I noticed that you were usually staring at him or his butt or his face. Despite Rumble catching the eye of practically every other mare around him, he was completely oblivious to the fact that you had eyes for him."

"What did you say I had?" Rumble asked.

"Gay horse blinders." Scootaloo reminded.

"Right." Rumble thoughtfully bit into an oatburger.

"So, when I told featherbrain here about it he didn't believe me. I bet Rumble 20 bits that if I arranged him and you alone together in a room that in less than an hour with just the tiniest bit of suggestive pushing for Rumble that you would literally be all over his dick.

Scootaloo laughed into her hay fries. "Seriously Rumble? Dick measuring? I know how big your cock is. You know how big your own cock is. I'm sure half the town knows with how much I brag to everypony."

"Well." Rumble swallowed his mouthful of hay fries. "I didn't know how to approach the situation. I'm good with cute mares like you, not another stallion. I couldn't just stand on the couch and shove my penis into his mouth and say shucks I sure wish this was being sucked on right now!"

This prompted another laugh from Scoot, who was trying to keep her hayfries in her mouth. Pipsqueak turned a deep red. If Rumble had stood up and shoved that cock to his lips, he probably would have just blown him no questions asked.

"I can't believe this..." Pipsqueak finally said after another couple of minutes. Rumble tapped a small rolled up bag on the table with PS stenciled on it.

Hey pip you gonna eat this?

Pipsqueak tapped his stomach. "I'm not hungry anymore Rumble, go ahead."

"Cmon Rumble, control yourself." Scootaloo mockingly slapped his hoof away. Give Pip a break. It looks like he swallowed every drop!"

"I did." Muttered Pipsqueak.

"Whoa... That's alot. Hey Rumble, how much did he fit in his mouth?"

"Almost the whole thing."

Scoot let out a low whistle. "That's more than I can fit. I can barely get to the ring."

"Thanks for the compliment..." Pip mused, actually feeling kind of proud about it.

"No problem..." Scoot eyed him up and down. "Did Rumble get you off?

"I haven't orgasmed yet, no," replied Pip.

"Ugh, rude." Scoot scrunched her face up at Rumble. "Pip gets you off, and you don't return the favor?

This line of questioning immediately piqued Pipsqueaks interest.

"I'm not really into sucking dick," Rumble said quietly.

"Woow!" Scootaloo lightly slapped Rumble with her wing. "Pip sucked your dick!"

"And it felt really nice."

"And you don't want to return the favor? Least you could do is get him off!"

That reasoning put Rumble into a few moments silence, tossing the idea around in his head. "...Yeah, you're right. I guess I can use my hooves or something..."

Rumble." Scoot scooched over and lifted Rumbles muscular foreleg up. It looked large and heavy in her hold. "Rumble, you don't even like touching yourself with these big clodhoppers, and you're offering to put these all over Pip's little dick?"

"No offense." she quickly glanced at Pipsqueak.

"None taken." Pip sighed, stroking his little prick, which was slowly getting hard at the thought of some needed attention from the stallion of his fantasies.

"Well I-" Began Rumble, withdrawing his hoof.

"Well nothing. C'mon Rumble, its the principle of the thing. I don't leave you with blueballs after I get eaten out. Give Pip a blowjob or I won't give you any head, or use my wings or anything for a week.

Rumble grumbled his displeasure, but relented. He started clearing off the fast food wrappers on the cushion to make space.

"I hate how cum tastes though."

Scootaloo rolled her eyes. "Nopony said you had to swallow! Here." Scoot gulped the last of her sprite and handed Rumble the empty cup. "Spit when he cums."

Pipsqueak clambered onto the sofa. He was careful to avoid squishing his stomach. It was still bloated and churning full of stallion cum.

"You hate how it tastes? So you've done this before?" Inquired Pipsqueak.

"Not exactly." Rumble blushed.

Scootaloo grinned hugely. "So, this one time I was sucking Rumble's dick, and instead of me trying to swallow any of it, I tell him to just pull out before he cums and let me take it all over my face. So he blows his load and gets it all over my face. I mean I WAS COATED! I looked like Sweetie Belle if she were melting."

Pipsqueak found that analogy incredibly easy to visualize for some reason.

"So," continued Scootaloo, "while I'm cleaning myself off, I scoop off a big fat glob-full of it that was dripping onto my chest, and put it in my mouth."

Rumble snorted in disgust.

"So, when I'm all cleaned up I walk back to Rumble in bed, snuggle right up to his chest, and start giving him little kisses on the lips. When he opens his mouth to kiss me back, I shove my tongue in with a mouthfull of his cum! You should have seen the look on his face!"

Scootaloo grabbed her sides and started laughing her head off.

Pipsqueak bit his hoof to contain his laughter, not wanting to laugh right at the face of the stallion who would soon have his mouth around his penis.

"Absolutely disgusting." Rumble contorted his face into a grimace. "I had just brushed my teeth too."

"Aw quit your bellyaching and give Pip his blowjob already, Rumble."

Pip leaned backwards in preparation for his blowjob. Despite having a really bloated belly, it wasn't so bloated that it obscured his penis. He bit his lip in anticipation as Rumble lowered his head. One of his ultimate fantasies was about to come true. It couldn't be more perf-

"Holy shit your dick is so small! Exclaimed Scootaloo.

Pip flushed red in shame. Almost perfect.

"I mean, yeah, sorry. You're a small stallion as it is. I'm just used to Rumble, and the stallion attached to it."

"Rumble stuck his tongue out at Scootaloo, then, turned his head and licked up Pipsqueak's meager length in one long smooth lick.

"Oooh!" Pipsqueak gasped, his little dick twitching in response to Rumble's tongue. It was heavenly, feeling those strong ministrations to his previously unattended erection. Even his tongue was big, and Pip could feel a lot of it against his flesh. Pipsqueak reckoned that it was about half the size of his own cock.

Rumble licked again, more slowly this time, and Pipsqueak shuddered, figuring it might be a little longer than he judged.

"Its not an ice pop, Rumble! C'mon, get in there!"

Spurred on by Scootaloo, Rumble opened his maw wide and engulfed the whole length.

Pip gasped.

If this was a dream he never wanted to wake up.

Rumbles tongue was everywhere, and his lips were locked at the base of his diminutive cock. He felt the warm heat encompassing his shaft, the slithery feeling of his hot tongue, and the strong suction of those lips pressing onto his skin. Pipsqueak rested his hooves on top of Rumbles head, completely overwhelmed.

Just a few minutes later, he felt his balls tightening and his shaft surge, and before he could even utter a warning Pipsqueak came harder that he ever had before in his life.

And then it was over.

Rumble withdrew from Pipsqueak's mouth as soon as the last twitch had stopped. He leaned his head over and and spit the load into Scootaloo's empty cup.

"That's it?" Scoot said in disappointment, looking into the cup. "I thought you had more in ya, Pip."

Pipsqueak merely sighed, leaning back with a satisfied smile on his face. "I wish."

"You're not much of a stallion. Rumble would have overflowed this cup in like, three, or so spurts."

Rumble mhmed, swishing water around his mouth and spitting it into the cumcup.

"Yeesh! How do you cum so much? I mean, I know you're a big guy and all, but you have loads like a zebra!"

"Good diet and exercise," shrugged Rumble.

"And a mix of different herbs that he eats that just so happens to give him bigger loads and longer orgasms." Scootaloo straddled Rumbles chest, tracing a hoof along the outlines of the rippling muscle beneath his coat. Just one of the many awesome things about my stallion."

Feeling content with the answer, Pipsqueak snuggled himself into the couch in a more relaxing position, eyeing the small Pegasus sitting on the larger. They were whispering quietly to each other, and despite the proximity, Pip didn't care to listen in to the conversation. The comfortable fatigue that accompanied an orgasm was taking its hold on him, and he shut his eyes and let his mind wander.

Pipsqueak could hear goings on though. The ruffling of feathers. Scootaloo jumping off and running somewhere, then running right back, all amidst more ruffling feathers and heated whispering.

After another minute or so of this pip cracked one eye open to see that the two Pegasi were up to.

Scootaloo was still sitting on Rumbles chest, and Rumble was sporting another very hard, slick erection.

Pip opened both his eyes, and looked to Rumble and Scootaloo, both had their purple eyes locked with his browns.

"What's going on?" Pipsqueak asked carefully.

"Nothin' yet. Although Rumble was wondering if you'd be down for a round 2?"

Pipsqueak licked his lips, but shook his head.

'pologies, but if I pack anymore into my stomach I just might burst."

"Not in your mouth." Rumble said.

"In your ass." Finished Scootaloo.

You want to put that up me bum? Pipsqueak gestured to the throbbing spire of flesh he has struggled to handle with his mouth.

"Scoot does it all the time! And she can still walk straight!" Rumble boasted.

"I can open my mouth a great deal wider than my bum."

"Aw come off it ye bugger," mocked Scootaloo. "His cock is not actually made of steel. just feels like it is. There's some give!"

"You dont want me to mount you, Pipsqueak? Rumble said teasingly.

"I just dont think my body can take it..." Pipsqueak stared at Rumble hard, suspicious of this sudden enthusiasm. "Is this another bet?"

"More like a bribe." Rumble grinned.

Scootaloo placed a hand to her chest. "I promised Rumble something he always wanted, long as he gives you a good rutting. While I watch."

"Sooo?"

Previously, Rumble seemed disinterested in the scenario, but whatever it was that Scootaloo promised, had to be good. Rumble looked genuinely excited, not so much for the prospect of rutting Pipsqueak, but for what was to come afterwards.

Denying him of whatever that would be seemed wrong, but so did being treated like their gay fucktoy. Pipsqueak felt ashamed at how much that line of thinking turned him on. The prospect of it was stirring his erection.

"I'll take that as a yes!" Rumble picked up Scootaloo as if she were light as a pillow and placed her on the floor.

"Okay Rumble," Pipsqueaks eyes traveled upwards as the stallion loomed over him. "How are we uh-"

"Bend over." Ordered Rumble.

Pipsqueak did as he was told, turning himself over and draping his forelegs over the arm of the couch, propping his ass up.

"Move your tail out of the way, Pip."

"Okay." Pip swished his tail aside, exposing himself. His full stomach swayed beneath, squashing into the couch a little.

This was the first time Pip would be doing anal, and before this, Pip had used a small dildo before. Pip told Rumble so.

Rumble assured that pip would live to see another day. Rumble planted his hooves on the spaces next to pips head. The smaller stallion traced his eyes up along the leg, eyeing the contours of the thick muscles bulging along, and up to his chest.

Pipsqueak heard his stomach gurgle again. He hoped he'd live to see another day.

"Oooooh!" Pipsqueak felt the head of Rumble's cock pressing against his ponut;slick and warm and smearing pre all over it. "Aaah!"

A grunt from Rumble above, and the cockhead pushed in.

"AAAAAH!!"Pip shouted and arched his back. Rumble was sliding more and more of himself into Pipsqueaks tight channel. Pip felt a fullness he had never felt before in his life.

And there was still more hot cock sinking into him.

Pips mouth open and shut soundlessly. His heart was pounding, and he could barely think. All he could focus on was the raw sensation of being filled with so much cock. Rumble stopped sliding forwards and sighed, hilting himself inside. Pipsqueak could feel him throbbing gently, squirting more hot precum with every pulse.

Is... Is it in all the way? Asked Pipsqueak with a heated gasp.

"Only up to the ring," grunted rumble, grinding himself against Pipsqueak. "Feels like all that's gonna fit." Rumble punctuated fit with a short, hard thrust, which elicited a girlish squeal from Pipsqueak.

Rumble began pistoning in and out of Pipsqueak, similar to the throatfuck from before but with much smoother and longer strokes. Every vein and bump registered in Pips head, and the hot round ring bapping his ponut every thrust only spurred on more light gasps and high pitched mewling.

Pipsqueak was so utterly lost in pleasure that he didn't realize Scootaloo was busy watching and pleasuring herself until he heard her own gasping moans. The petite mare was furiously rubbing her slit and clearly enjoying watching Pipsqueak being fucked.

Another particularly hard thrust and Pipsqueaks entire body jolted forward, his swollen belly pressing against the armrest. Pip whined, unable to touch himself; he was going to cum any second now but he was unable to do anything but take it. Rumbles forelegs didn't budge from their position, like two pillars of iron situated on each side of Pips head. Pipsqueak tilted his head and peppered Rumbles hoof with small, desperate kisses.

"HEY! I've got a better idea for your mouth, Pip."

Scootaloo flew up to the arm of the couch and shoved her sopping pussy into Pipsqueaks' face. Since her ass was hanging in midair, Scoot wrapped her hind legs around Pips head, and threw her forelegs around Rumbles shoulders for support.

Pipsqueak was unable to voice his surprise with his snout now buried into Scootaloo's pussy, and began to lick, lap and suckle at everything laid out before him. He must have been doing a good job, (or Scoot was on the verge) because the worked up Pegasus immediately seized up and flooded his face with her hot juices, beating the side of his face with frenzied wingflaps.

A few thrusts more, and Pips orgasm overtook him, and jettisoned a few small streams of cum against the couch cushion. The orgasm was so intense that his muffled scream sent off another chain reaction orgasm from Scootaloo, who howled out and drenched Pipsqueaks snout a second time.

The next seven minutes or seemed to last seven hours. With every waking second bringing higher and higher plateaus of pleasure. Scootaloo had cum so many times that Pips head looked as if it were dunked in water. Pipsqueak felt raw, used and thoroughly spent from all the fucking.

Finally, another minute after Pipsqueak had spurt another watery, weak orgasm into the couch, Rumble grunted loudly and held himself firm against Pipsqueaks rear, unleashing another gigantic load of hot spunk into the already overstuffed stallion. Pipsqueaks belly churned as it expanded even more, pushing into the armrest and couch cushion and smearing his previous loads against his growing stomach. Pipsqueak announced his pleasure in a low whine. He'd never felt anything like this before, and as more and more cum was pumped inside, he never wanted it to end.

"Whew... Oh fuck I needed that." Scootaloo flapped her wings and removed herself from Pipsqueaks drenched face. "Damn Rumble, you worked at number on pip. I don't think he can even move now. His belly looks like Mrs. Cake's back when she was carrying her twins!"

Rumble grunted in response, grinding his hips into Pipsqueak a little more. He didn't feel any less erect.

"Hold on a sec before you pull out." Scootaloo flew somewhere behind Rumble and started digging through a drawer. "Okay pull out."

Just like that, Rumble pulled himself out of Pipsqueaks no doubt ruined asshole. The empty sensation Pipsqueak expected was cut short by the feeling of a cold hard something pushing its way back in an inch or so. It was very much the opposite of a warm, throbbing cock.

"Yikes!" Pip yelped. "What the hay is that?!"

"Pip, relax. Lemme explain what it is. Besides," Scootaloo tapped her hoof against Pipsqueaks distended stomach, "you're not trotting off anywhere soon."

Scootaloo leaned back and scooched herself up on Rumble until she was laying on his chest, her head nestled under his chin. Rumble nipped her ear and rested his hoof on her belly.

"So, where do I begin..."

Unforeseen Consequences

"So obviously, like I said, our active sex life was difficult to maintain, like, incredibly difficult."

Pipsqueak nodded sagely. He was snacking on some leftover hay-fries as Scootaloo spun out her little story about the magical butt-plug stuffed up his hole. At first, he didn’t believe her, but the longer her story went on the less full he felt. It was quite a nice feeling. Having the plug in there sent a warm pulsing throughout his entire body. In fact, he was so comfortable curled up on the couch cushion he could probably fall asleep.

“Rumble's dick is as long and thick as my leg. I’m so puny,” Scootaloo rolled her eyes. “It wasn’t so bad when we were teenagers. Rumble wasn’t finished growing and I could take that thing without any problem. Of course when he turned nineteen he had one last growth spurt and well, y'know, look at him. He’s almost as big as that rodeo clown stallion I met out west!"

“Almost?” called Rumble out from the kitchen.

“Yeah almost, Rumble,” Scootaloo yelled back with a laugh. “Troubleshoe's is taller than Celestia. And you aren’t.”

“Well I’ve never met this pony so…” continued Rumble glibly, the sink running in the background.

Scootaloo snorted and shook her head. “Anyway, he grew, and suddenly sex was bordering on impossible. He was too big for my little pussy, I could barely go down on him and neither of us were having a good time… well. Not too, too big. We could still fuck... just not comfortably on my end. Literally, my end.”

“Anyway,” Scootaloo took a sip of her drink. “We both went to Zecora to see if she had a solution to our problems. I thought she was going to make me taller-”

“And you still wish you were.” Rumble cut in, coming back from the kitchen holding a gallon bottle of ice water.

“Nah, I’m a lot faster at this size,” Scootaloo spread her wings out proudly. “Any more weight would make as slow as…. well, probably you. You’re like a rock with wings."

Pipsqueak smirked, and shuddered. The pulsing in his backside was increasing steadily. He reached a hoof to his belly and patted it. Almost all traces of bloat from the cum he’d taken in earlier was rapidly deflating. Was his stomach always this soft and cushy though? Pip couldn’t help but stroke it and jiggle it softly.

“So, Zecora rhymes us a solution and gives us that neat little trinket in this fancy pouch,” Rumble continued for Scootaloo, who was currently squished underneath him and couldn’t speak. “The scroll was all sorts of mumbo jumbo and we didn’t read it. After we had sex that night, Scootaloo put it on and afterwards in the morning she was completely healed! There was no bloating, and even more crazily, her pussy went back to like, the way it was before we began our relationship. Nice and tight and not stretched in any wa-OW!”

Rumble shrieked and flapped off the couch so hard he hit his head on the ceiling.

“You bit my ass!” Rumble glared down at Scootaloo and rubbed his left cheek.

“I did not!” replied Scootaloo indignantly. "That's your flank!”

“It’s attached to my rump!”

“Not even close! Besides, you sat yourself on my face!"

“I am not a rock with wings!” Rumble landed and stuck out his tongue.

Scootaloo growled, a smile on her face. “You’re right, and you’re not a featherbrain either, because your skull is filled with rocks!"

Scootaloo spread her wings and tackled Rumble. The big stallion yelped and lost his balance, falling to the floor with a room shaking thud.

As entertaining as the wrestling fight on the floor was, Pipsqueak couldn’t concentrate. The pulsing sensations running throughout his body were beating even faster now, in tune with his heartbeat. He curled his legs close to his body. A powerful shudder ran through his core and warmth blossomed in his crotch. Although he felt suddenly erect the throbbing was decreasing in his shaft. Pip could feel his insides squirming -his face shifting ever so slightly. His ass was ballooning out and becoming softer, curvier, plumper. Then, the strangest feeling yet, he felt his backside split and open, cool air kissing his nethers as a tunnel formed and began to deepen.

“You guys?” he uttered weakly, still overwhelmed. Even his voice didn’t sound like it belonged to him. It was higher pitched and tiny. Another powerful shudder and he lowered his head, his rapidly lengthening mane spilling over his face. The shifting on his face quickened. His nose felt like it was twisting on his face. The back of the couch squished against his expanding rear. There was even some new strange tingling on his lower belly. Pip whined as the feelings inside his body reached a crescendo.

Then it was gone.

Pip gasped, trying to catch his breath from the internal turmoil he’d just gone through. Rumble and Scootaloo hadn’t noticed, still busy play wrestling on the ground. Pip wiped the sweat from his brow, then paused to look at his foreleg. It seemed even smaller and thinner than before. The couch he was sitting on seemed a lot larger than before and he felt sort of… empty inside.

“UNCLE! UNCLE!” Rumble cried out, slamming his hoof on the carpet. Scootaloo relinquished his right wing and sat down on his back, having conquered the battle.

“Pansy!” taunted Scootaloo, standing up and prancing on him.

Rumble blew a raspberry. “Nuh-uh. If I hadn’t just ate I’d pin you no sweat.”

“Yeah suuure…” Scootaloo bapped the back of his head. She glanced at Pip on the couch then did a double take. “Whoa… Pipsqueak? You okay? You’re all sweaty and,” she cocked her head, “and you look… different?”

Gingerly, Pipsqueak got to his hooves and shook his mane out of his face. His long brown hair fell down past his chest halfway down his legs.

“I feel different-”

Pip gasped. Was that his voice?! He sounded so delicate and feminine.

“You got a frog in your throat dude?” Rumble raised an eyebrow. From his vantage point on the floor he couldn’t see Pip that well, just his frontside. “And you totally need a manecut. Right now you look like a mare.”

Pip felt a clenching in his rear at the comment. A powerful chill ran up his spine -that’s not the kind of physical reaction a stallion had. Pip lowered his head to take a gander between his legs.

Instead of his usual spotted friend he saw two soft baseball sized mounds swaying together.

“I AM A MARE!” Pipsqueak cried out.

“What!?" Rumble and Scootaloo said in unison. Rumble jumped to his hooves (knocking Scootaloo over in the process) and looked Pip over. The stallion had been small but it appeared he’d shrunken. She had to be as small as Scootaloo. Maybe even smaller! Pip turned around and looked over her plumped ass. It was big and round and situated beneath her ponut were a pristine set of slick pussy lips, flush with arousal.

“I’ve been turned into a mare!” Pipsqueak exclaimed again, somewhat louder reaching a hoof to caress her new genitals. They were wet and sensitive and very warm. “How could this happen!?”

Scootaloo was immediately on the ball. “Rumble! Run over to the bottom drawer in my room and grab that pouch we got that thing in. NOW!”

Rumble swiftly galloped down the hallway.

“Get down here, Pip,” ordered Scootaloo. With some slight difficulty, the new mare descended to the floor and stood straight in front of Scootaloo. Standing face to face with her, Pipsqueak realized she had to tilt her eyes slightly upwards to meet her gaze.

“Holy crap Pipsqueak!” Scootaloo's violet eyes bugged out. “You’re smaller than I am!”

Pipsqueak felt a hot blush crease her face as Scootaloo circled her. It was so weird, being subjected to her gaze like this. Smaller than Scootaloo… now Pip was absolutely positively tiny, since Scootaloo was a few inches smaller than a mare of average height. “You’re definitely a lot curvier than I am,” whistled Scootaloo, circling past Pips ass.

“Well, you are a Pegasus,” Pip winced at the sound of her new voice.

“Celestia, you sound adorable with that accent as a mare,” teased Scootaloo, sidling up to Pip. “Like manufactured in a science lab adorable.”

“I sound ridiculous!” she whined.

“You sound like that musician who lives here in town,” noted Scootaloo looking down at him and enjoying their difference in height. For once in her life, she wasn’t the shortest mare around. “But way cuter.”

“Scootaloo!” Rumble galloped back into the room and folded his wings.

“Yeah?”

“I couldn’t find it!”

Scootaloo face-palmed. “You are so useless. I’ll go get it,” she zipped over to her room and shut the door behind her.

Pipsqueak gulped. She was used to being overshadowed by Rumble as a stallion but as a mare in this new body their difference in size was insane. Pipsqueak looked up, and up and up at Rumble. The stallion towered over her now. She was eye level with the space beneath his chest. If that big, thick cock of his was erect right now she’d be kissing his wide, fat flare-

Pipsqueak shook her head. Wow those thoughts came quickly. But standing next to him was driving her insides wild. The horniness in her body was rapidly mounting. Also had Rumble always smelled this delicious? As a stallion he’d commented on his odor as being pleasant once (because it was) and right now the scent wafting off his body was no short of intoxicating. This heady, thick aroma assaulted Pips senses and muddled her thoughts, calming her panic and replacing it with unbridled arousal. What she really wanted to do was shove her head in his chest and inhale his scent deeply-

“Does it feel… itchy? Or something?” Rumble said, breaking their silence.

“Huhn?” Pip gave her head a little shake.

“You’re crossing your hind legs and twitching,” he noted.

“Oh! No. I’m fine,” Pipsqueak uncrossed her legs and stood still. “Thanks for asking.”

As soon as she uncrossed her legs she could smell her new scent wafting through the air -the scent of a mare in heat. Pip felt her pussy lips flex and wink on reflex in the presence of such a large, virile stallion. It was a lewd action that only made her even more impossibly hornier. A primal desire to be bred coursed through her veins. To be mounted and rutted like the bitch in heat she was.

“Found it!” Scootaloo zipped back into the room with a small scroll between her teeth. She spat it on the table and unraveled the string. “Way to completely total my junk drawer, Rumble."

“Like I was going to pick out that paper in that huge mess,” grumbled Rumble, bending his neck down to read the paper. “What’s it say?”

“Be of note, owner of this trinket,” Scootaloo read off the paper. “To remove all traces of the male essence, insert the small end into one of your entrance. This is to be used only for a mare, for a stallion to use, will turn his body fair.”

“All traces of male essence,” Rumble repeated. “Well we know that works.”

“And I guess from Pip behind us we know that it works on a stallion too, and doesn’t stop removing male essence until there’s no more of it to remove,” noted Scootaloo, rubbing her chin thoughtfully.

They shared a glance back at Pip, who was biting his lip and staring up at the ceiling.

“What should we do?” asked Scootaloo. “Is there a way to change him back? Put the male essence back in him?”

“Sure Scootaloo. Let me just flip the switch on the side of the cursed butt-plug to reverse the effect,” Rumble replied sarcastically. “How are we supposed to know anything about this silly thing!? We should ask Princess Twilight for help.”

“Ew, no way! That’s so embarrassing on so many levels,” hissed Scootaloo, lowering her voice. “We should go back to Zecora. It’s her thing she sold us anyway.”

“For us to use,” whispered Rumble. “You won’t be embarrassed telling her you’ve been sharing that thing? Just because we clean it doesn’t mean it isn’t dirty.”

“Well it’s not like we’ve got a heck of a lot of options.”

“Oh there’s options, you’re just not thinking of any,” Rumble retorted.

“Who died and made you Starswirl the Bearded?”

Pip couldn’t concentrate on what they were saying. She was ridiculously sweaty and horny, and try as she might, she could not pull her eyes off of Rumbles big fat juicy balls dangling mere inches away from his face. The aroma emanating from her loins had increased tenfold, and she was practically dripping juices from her entrance. Having her longer tail pressed up between her legs did next to nothing. In fact, the only thing it was doing was soaking her tail hair and coating it in that sweet scent as well. The effects of her body seemed to be affecting Rumble as well even if he wasn’t conscious of it quite yet. She could hear his breathing coming in shorter, deeper pants, and his cock was slowly slipping from his sheath and hanging down. Pipsqueak retained a desperate whine, watching that dark shaft thicken and lower itself another couple of inches. Changing back to her stallion self was becoming less and less of a priority. Pipsqueak wanted to be rutted.

“-and I’m saying it doesn’t matter. Why’re you getting so heated over this Rumble?”

Rumble snorted. “I am not. I’m just saying it’d be faster and easier if we went to somebody as magically powerful as Twilight.”

“Which might be pointless if she still isn't familiar with zebra magic.” corrected Scootaloo. “and you are getting heated.”

“I am not!” Rumble growled.

“Not that kind of heated, stand up!”

Rumble straightened himself from his crouch. His cock slapped up between his legs and stiffened completely, bobbing in tune with his heartbeat. A small glob of pre spurted out from the head and landed on the table. Scootaloo harrumphed and tapped it gently.

“Ohhhh,” Pipsqueak whined behind them. They whirled around to look at Pip and gasped.

Tiny little Pipsqueak had propped her forelegs up on the couch cushion and was biting the fabric. Her tail was flagged to the side and her pussy was flushed and dripping down her legs. She winked at the two pegasi, and winked again, body running on autopilot.

“Holy crap Pip! You’re in heat!” Scootaloo exclaimed, and crinkled her nose. “Like really bad. Whew! Wow!” she continued, walking over to the window. “I never have heats this bad. Maybe for like, an hour.”

“It’s probably because we do it so much,” Rumble said, his eyes transfixed on Pipsqueaks pulsing, winking pussy. The intoxicating aroma wafting into his nos was frying his brain. He really, really wanted to fuck right now. As if in agreement, his cock throbbed and spat out another jet of pre-cum, which landed on Pips fat ass.

“I neeeeed it,” begged Pipsqueak.

Rumble licked his lips and looked back to Scootaloo. She was opening the windows and pulling the shades down for each one in the room. He craned his neck down and stuck his muzzle so close to Pips pussy he could feel the warmth emanating off it and inhaled deeply.

It was like a sugar rush that zapped straight to the primal part of his brain. Pip felt the exhale on her new pussy lips and winked three times in succession, splattering Rumbles nose with droplets of warm juices. Rumble felt his cock bounce up against his chest, staining his own coat with pre-cum. He needed to rut this mare. Needed to stick his cock in there and pump buckets of cum in her needy little snatch and-

“I’ll be you think it smells good.”

Rumble picked his neck back up and licked the drool off his lips.

“Uh, yeah,” he agreed, his mind swimming with lurid thoughts.

“I think so too, I can see it’s having the intended effect on you,” Scootaloo extended her wing and slowly wiped her feathers along his shaft. Two of her longest were smeared with long strands of pre. “Wow. Well, you still don’t have it as bad as Pip. This technically his, I mean her, first heat, and its hitting hard. Right Pip?”

“Pleease rut me,” moaned Pip, winking furiously. “Pleeeaase.”

“What should we do?” asked Rumble, his tongue hanging out.

“What we should do is calm Pip down, walk over to Zecora's and see if we can brew up a magical solution,” Scootaloo rubbed her chin, "What I want to do, is let you fuck Pip and fill her up with cum so the heat goes away and she’s not jumping every stallion she sees on the way there.”

Pipsqueak squealed in joy.

‘’What about you, Scoot?” asked Rumble.

“You, are going to eat me out while fucking Pip,” she raised an eyebrow. “You thought I was just gonna watch?”

“No.”

“Then why’d you ask me?” Scootaloo grinned and flew up to the back of her couch. “It’s not like Pips is going to do a good job with that cock of yours stuffed in her cunt. Go ahead big boy, mount that little filly. She neeeds it.”

Rumble wasted no time in lining his cock up, pressing the flare against those warm winking lips and shoving his turgid shaft inside. Pipsqueak screamed and came immediately, her tunnel tightening and rippling over every inch of cock inside.
“Sweet Celestia you’re tighter than Scootaloo,” he moaned, his body shuddering at the massaging the first four inches of his shaft was getting. Pip was writing beneath him in the throes of her first female orgasm, completely lost to the world. Once it passed, Rumble pulled his cock out, and more forcefully rocked his hips forward, bucking seven inches of his length inside.

“D’you need lube?” Scootaloo asked, kicking her legs. They hadn’t needed to use lube before because of how leaky Rumble was but they’d owned a bottle just in case.

“Nah. Need… netter angle,” Rumble arched his back and thrust even harder than the first two times, filling Pipsqueaks cunt with ten throbbing inches of his cock. Pip arched her back and came a second time, her mouth a silent scream as her love canal was utterly, wholly filled to its brim and then some, pussy pumping and milking Rumbles cock desperately trying to coax his load. He shrugged his shoulders and moaned lowly.

“Fuck, I can feel myself getting close already,” he gasped, his balls already beggeining to tighten and chrun with seed.

Scootaloo whistled. “Very nice, but I don’t need the play by play. I need your tongue, on my pussy.”

“I agr-!”

Scootaloo unfurled her wings, curled them around the back of Rumbles head and pulled him down to her own waiting snatch. Eagerly, Rumble lapped at her sticky folds, enjoying the sweet, familiar taste of her warm pussy juices.

Pipsqueak was on cloud nine. She’d already cum twice into her first real fuck and a third orgasm was rapidly approaching. There was no way to tell how many inches of that thick, meaty cock of Rumbles was inside of her. It was just so much, and every delicious moment of him pushing in felt as though a little bit more hilted inside each time. Experimentally, Pip slid one slender hoof down to her belly, feeling it bulge out more and more every time Rumble slammed his hips against hers. It was a dream come true, being rutted like a mare, hot and sweaty with her legs spread wide and-

Rumble pulled back and slammed his cock hard enough that he got in past the medial ring.

A third orgasm ripped through Pip, his vision blurring as another scream of joy left his lips. His pussy throbbing, flexing and pumping over the monstrous shaft wedged in his pussy. Rumble moaned against Scootaloo's folds, triggering her own orgasm and splashing her juices on his snout, and raining droplets down on Pips face.

Rumbles own orgasm was finally coaxed out by Pips desperate, heaving body. His ears flattened and his wings cinched, entire body leaning forwards and plunging his entire length inside of Pip. He clutched the side of Pips shoulders with his forelegs and then with a mighty throb his orgasm rocketed up his shaft and exploded inside his tiny body. Each powerful pump drove pints of hot cum up his rod and directly into Pips waiting womb, overflowing the capacity within two spurts. So tightly was his flared cockhead wedged inside her tiny body that the following bursts of cum bloated her body bigger and bigger with each virile load. By the sixth spurt her stomach had fattened to a size befitting a chubby mare. By the ninth she looked like she was in early pregnancy. By Rumbles fifteenth heavy burst of cum Pipsqueak looked ready for labor, her stomach so tight and fattened with cum that when she rolled slightly on her side and felt Rumbles final burst of cum travel up his shaft into her womb that her belly button popped out the tight as a drum surface of her belly. She was completely, and utterly, filled.
And incredibly sated.
“Ooooh,” Pipsqueak rubbed her belly with a free hoof, and jostled it a bit. It was so tight it didn’t even jiggle like fat. “Ooh stars above.”

“Fuck Rumble,” said Scootaloo, flapping down to his side. “It looks like you literally fucked a baby into Pip.”

Rumble simply snorted, and flopped onto his back to resume his heavy panting. Scootaloo joined him a few seconds later. She straddled his muscular chest and began making out with him.

So… Pipsqueak gulped. “What should we do?”

“Mwuh?” Scootaloo broke her kiss with Rumble and flicked her ear. “Oh yeah.”

As calm as a coma she flapped over and shoved the magic seal in Pips drooling pussy.

“Yikes!” Pip exclaimed. “Why’d you put that back in me?”

“You plan on walking through town looking ten months pregnant, Pip?” said Scootaloo with a hint of sarcasm.

“...”

“Thought so,” she cantered back over to her stallion and sat back on his chest. “Go take a shower or something. You reek of sex. Reeeek.”

“Fine,” Pipsqueak huffed, heaving her stuffed body off the sofa and waddling out the room.

Things Betwixt

“You’re lucky nobody really noticed Pip. With all the ponies out you’d think they’d say something about you’re.... how you are now.”

Rumble, Pipsqueak and Scootaloo were trotting along the trail together to Zecora's place in the woods... well, two of them were trotting; Scootaloo was sitting atop Rumbles back and very much enjoying herself.

“Celestia I love riding you like this,” she bit her hoof. The way she was positioned, his backbone pressed hard against her crotch. Every step he took rolled his body into her pussy and really worked Scootaloo up. She was sufficiently aroused ;her clit was poking out and Scootaloo was softly grinding herself against his spine.

“Trot faster! Mush!” Scootaloo kicked her hind legs together at Rumbles sides. Rumble swiveled his head and rolled his eyes at her.

“Any faster and I’ll leave Pip behind. Pip’s practically running as it is.”

“I’m fine,” Pip chimed from behind, enjoying the view of Rumbles backside from this new, smaller angle. “Also I don’t think it’s luck nopony noticed, Rumble. Scootaloo was flying around behind you and anypony who stands next to you looks tiny. If I had been walking next to Scootaloo though, I’m quite sure somepony would have noticed.

“Good point,” Rumble nodded and agree. His winds flared open. “Hey! I can see Zecora's hut!”

“Really!?” Pipsqueak ran over and charged between Rumbles legs (enjoying the sensation of Rumbles slick, hefty privates running down the top of his body) up ahead the trail between the poison joke patch. Pip reached the crest of the small hill that looked down the trail. There it was. Big wooden building carved into a tree. Soft yellow light was spilling from the blinds and smoke billowed from a small chimney.

“We made it lads!” Pipsqueak danced on her dainty little hooves. “And she’s home!”

Rumble picked up his pace and met Pip in a few easy strides.

“Great! Now lets’ go an-”

“AH! AHHH!” Scootaloo shouted and her wings snapped open, suddenly grasping Rumbles neck and biting into his dark grey mane. She ground her hips against his back and whipped her long tail around in a brief frenzy, cracking the air with a few strong lashes.

“Ahhhhhhhh,” her tongue lolled out of her mouth and her wings closed tightly against her sides. “Whew! That felt gooood,” she hopped off of Rumble, leaving a dark wet patch of sweet smelling juices right at the end of his back where his tail began. Small trails of fluid spider-webbed down his light grey coat and soaked into the fur.

“Celestia! Scoot I thought you were gonna fly off me,” complained Rumble, wiping the damp spot with his hoof and sniffing it. “You are definitely scrubbing that spot when we get home.”

“Can’t you do it yourself?”

“Yeah, but that’s not the point Scoot!”

“But giving you a bath takes foreverrrr.”

“That’s the deal!”

“What if you clean yourself when we get home and I get you off with my wings and you can just, cum all over me? All over my face. Wings. Everywhere.”

Rumble bit his lip.

“Do I have to clean you up afterwards?”

“Yes,” Scootaloo. “But I won’t make you use your tongue. I’ll be using my tongue. You use paper towels.”

“Deal.”

They spit in their respective hoofs and clonked them together.

“You guys,” Pipsqueak cleared her throat. “Zecora's?”

“Right!”

Zecora opened the door right before Rumble could knock.

“I heard a loud scream, and was awoken from my dream,” said the zebra with a demure smile, beckoning them inside. The fire beneath the cauldron had evidently been emptied and out for a while. The trio marched inside with a little apprehension. Zecora's home had this effect on ponies.

“Now, to what pleasure do I owe your visit tonight, and to be stirred from sleep with such a fright?”

As quickly as she could, Scootaloo explained the not entirely true story of how Pipsqueak had accidentally been lent a magical sex toy as a funny joke and it had turned him into an irresistibly cute mare that could not prevent them from having a threesome. Zecora sat on her stool looking at the two pegasi very sorely.

“And that’s when we came here,” said Scootaloo, who was practically out of breath from running through that story. “So, can you change him back?”

Zecora let out a long, drawn out sigh.

"Little Pip, approach me please."

Pipsqueak trotted over to Zecora. It was like he was a small colt all over again compared to the zebra. She patted his mane, looked inside his mouth, inspected his ears, and played with his stomach, giving it a gentle squeeze.

“Changing Pipsqueak back will not succeed,” Zecora said finally.

“What? Why?” the three visitors said in unicorn.

“For new life has taken root, thanks to someponies virile seed,” she said quickly.
Rumble felt his heart sink.
Scootaloo gasped, her eyes going wide.

“Wh-what.”

“All it takes is one swimmer into the womb, for new life to begin it’s bloom,” Zecora continued, not missing a beat. “While this trinket is indeed very strong, to think it foolproof, is very wrong.”

“I’m pregnant?” Pip squeaked.

Rumble fell to his haunches and held his head, mind swimming with the implications of what Zecora was saying. A foal? He couldn’t have a foal already he was barely out of his teens. And it wasn’t even with the mare he loved it was with… no her. Somepony he wasn’t even in love with. Would he have to get married? That wasn’t his plan. He didn’t even have a proper career going yet. It felt like his future was falling apart right in front of his eyes. Scootaloo's small hooves rapped on his back.

Zecora began to giggle softly.

“You may stop now with the sudden blues, for you have fallen for my ruse.”

A tense silence filled the room.

“WHAT!?” Scootaloo's wings snapped open.

“Little Pip is not carrying any foal, my trinket has removed them all.”

“Then why would you SAY THAT!?” Scootaloo practically screamed. “That is- what the- WHY?!”

Zecora furrowed her brow. “I admonished a trinket powerful and private to you, and not one to use on others, Scootaloo.”

Scootaloo grit her teeth and flushed red, not saying anything, but she looked on edge and ready to throttle the zebra.

“Perhaps you will learn a lesson on privacy and discreetness, instead of using gifted trinkets for foolhardy lewdness,” Zecora trotted to the back room and beckoned Pip to the door. The tiny mare trotted over and vanished behind the curtain.

“What a fucking...wow,” Scootaloo was snorting steam. “I can’t believe she pulled that on us. Who does she think she is?”

“I thought you said you bought that from her,” said Rumble quietly. “It was a gift?”
“It… yeah. I explained her how we were and she just gave it to me. Said its one of a kind,” Scootaloo sat down next to Rumble and folded her legs.

A tense silence settled between them.

“Do you know how bad that’d be if it were true?” Rumble continued, rubbing his hooves together. “How completely screwed our life would be? You’re the only pony I want to start a family with.”

“Ugh… I know.” Scootaloo rested her head against his side. “Can’t imagine what life would be like if what she said was true...Celestia…”

Rumble sighed. “In that case, we should stop sharing this weird little toy with our friends…”

“No more sexy parties?” said Scootaloo with a hint of disappointment. “But the girls love it! It’s the best night of the month!”

“Well we shouldn’t be using this magical thing, no matter how effective it is,” Rumble rolled it in his hoof, feeling the heavy weight of the stone object. “And we can still have sexy parties... just not with this thing. I think.”

They sat together in silence for another few moments, holding each other in their hooves and enjoying the relief that comes with the avoidance of critical disaster.

Scootaloo nuzzled against him. “What should we do now?”

Rumble shrugged, kissing her forehead.

“Dunno. They’re taking a while in the back there. I'm sure Zecora's fixing Pipsqueak as we speak.”

“Wanna know what I wanna do?”

Rumble nodded his head.

“I want to flip over that cauldron, lay on top of it, and have you rut me in the middle of the room,” Scootaloo grinned naughtily, caressing his neck with her wing. “What do you think of that?”

Rumble sighed happily and pressed his forehead against hers.

“I love you Scootaloo.”

"I love you Rumble."

Author's Note

AND THEN THEY FUCKED
THE END