Cadance's Mare

“Cadance! Hi! I thought I’d gone to the wrong room for a second.”

Cadance laughed. “Nope; you’ve come to the right place.”

“Oh, good.” The voice paused, sounding hesitant. “So, uh—can I come in?”

That voice. Shining knew it almost better than he did his own. But it couldn’t be. Had Cadance really—

He could only assume that Cadance had nodded in response, because the same pony spoke again. “Thanks. Where’s Shining?”

That did it. On sheer impulse, a thoroughly nonplussed Shining popped his head above the side of the bed, his eyes wide. “Twilight?”

The newly crowned Princess of Friendship blinked back at him, still halfway through the door. “Shining!”

“Hey!” Shining got to his hooves and trotted around the side of the bed. He seized Twilight in a bear hug. “It’s been too long, kid. How’ve you been?”

“Kid?” Twilight grinned. “I technically outrank you now.”

“Nope,” Shining said. “Prince, remember?”

“The Crystal Empire still gives that title out?”

“Better me than Blueblood, right?”

Twilight laughed. “I’ll say.” She squeezed him tight to her. “It’s good to see you, B.B.B.F.F.”

She pulled away, her hooves still on his shoulders. Then she glanced up to his mane, and her eyebrows shot way up. “Now that’s a nice bow. I didn’t know you wore those.”

Shining cleared his throat. “Oh. Uh. Actually—“

“Oh, wow.” Twilight peered around his shoulder, spotting the bodice and—though his tail puffed a bit to try and hit them—the panties. “What’s this?”

Shining sputtered vainly. “Uh. Well. Um.”

A grin on her face, Twilight ducked down until her head was below Shining’s underbelly. Shining grunted when he felt the soft fur of her muzzle against his swaying flare, which, despite the sudden surprise, had reached a stiff full mast. “Mm,” Twilight murmured. “Now there’s a friend I haven’t seen in a long time. How have you been, Mister Spearpony?”

A groan slipped from Shining’s muzzle as Twilight gave it a playful lick. Meanwhile, Cadance was giggling. “Mister Spearpony?” she asked, smirking.

“I was still a kid!” he protested. “And she knew that I wanted to go into the Guard, and...well...it was her idea!”

Twilight gave his thick head a messy slurp before pulling back. She licked her lips, smiling. “Guilty,” she admitted. “I was a weird filly, okay?”

“You’re telling me,” Cadance said. Both Shining and Twilight looked at her. She looked incredibly amused.

“Okay,” Twilight said. “Maybe most fillies don’t, um—“

“Get it on?” Shining offered.

“—have frequent, mindblowing sex with their male siblings,” Twilight finished, stifling a snicker as Shining turned beet-red. “But from your reaction earlier, I’m guessing you didn’t know I was coming?”

“Not at all.” Shining shot Cadance a wry look. “Was this your ‘surprise’?”

“Guilty,” Cadance admitted cheerily. “I thought she might help spice things up a bit.”

“How—“ Shining began, but Twilight cut him off.

“Ooh,” she said, grinning. “What’s this?” She circled around him and trailed a hoof around his rump. Her hoof nudged against the side of his panties and Shining stiffened. Oh, right. He was still wearing those. And was that Twilight’s other hoof prodding against his sock-clad thigh?

Twilight let out a quiet squeal. “Shining! You look so cute!”

Shining’s mouth refused to work. “Bluh.”

“I never knew that you liked wearing this kind of thing,” Twilight said. She gave his flank a little squeeze and petted his side.

“Neither did I,” Shining said in a small voice. He cleared his throat. It was kind of hard to look or sound dignified when you were dressed up in the outfit of a two-bit mare. “I kind of...wanted to try it out tonight.”

“And that’s why I asked Twilight here,” Cadance cut in. Twilight glanced up from her nuzzling of Shining’s flank and smiled. “After all, as much as I love you, Shiny, if there’re only going to be two mares here tonight, then we need a real stallion to join us.”

Shining’s mouth flapped clumsily. “...Huh?” he finally managed.

Cadance turned to Twilight. “Did you get that spell working?”

“Oh! Yes,” Twilight said. She looked a little sheepish. “I actually had to use an invisibility spell, though. It seemed kind of...distracting to most ponies.”

Cadance laughed. “That makes sense.” She snaked a hoof around Shining’s shoulder and turned him to face his sister. “Well, it’s just the three of us now. Why don’t you take it off?”

“Huh?” Shining said. “What do you mean?”

She winked. “You’ll see.” She gave Twilight a glance.

“Okay,” Twilight said. “But Shining—don’t freak out, okay?”

“Uh. Sure.”

Twilight took a quick breath and closed her eyes. Her horn flashed. Shining watched her, nonplussed.

And...nothing. After a moment, he cleared his throat. “So, uh—what did that do, exactly? What invisibility spell were you talking about?”

Twilight smirked. “Look down.”

Shining’s eyes moved past Twilight’s muzzle, down past her neck. They drifted across her chest, then down…

...to her…

...legs.

“What the heck?” Shining said. His jaw dropped.

Cadance snickered. “I told you he might have that reaction.”

“Looks like it,” Twilight said, grinning.

Shining sputtered. “B-but...what?” He definitely didn’t remember that being there when they were younger.

And it was so...big. Shining swallowed, his mouth drying up as he eyed the monster bobbing gently between Twilight’s forelegs. So that was what had been rubbing against his knee earlier. It was certainly long enough to, poking out a good two or three inches out in front of her. It was fully erect—it had to be, Shining told himself—and easily a good two inches thicker than Shining’s own. Not to mention the length.

He gulped again, that fat, black shaft filling his vision. An uneasy smile flitted across his face. “Welp,” he said. “Guess I couldn’t have expected that.”

“Why’s that, dear?” Cadance asked sweetly. “Because you’re so used to your sister being the mare?”

“I...I guess,” he said. He struggled to keep his eyes off of it. At the top of his vision, he could make out a light blush on Twilight’s face, the corners of her lips turned up into a faint smile.

“I hope I did it right,” she said, somewhat hesitantly. “I didn’t really have a reference other than my books, and...well, the spell seemed straightforward enough, but there’s always room for error, and—”

Shining cut in. “Believe me,” he told her seriously. “You did it right.” Damn it; why couldn’t he look away? It didn’t hurt that it was by far the biggest stallionhood he’d ever seen. Gods; he could actually see her nutsack from here: a pair of fat, heavy balls that hung down past her knees. He wondered how much seed was in them. His own orgasms were usually fairly messy, but hers…

He wanted to say that he didn’t even want to think about it. But truth be told...he absolutely did.

“Like what you see, honey?” Cadance slung an arm across Shining’s back and squeezed his side. His panties strained even harder against his swelling stallionhood, his balls filling up with cum just from the sight of that monster. Her voice purred into his ear: “Have you ever seen a more virile stallion?”

“I…” Shining glanced down between his legs and instantly wished he hadn’t. He couldn’t even see his flare from here. He’d always been proud of his above-average size—a good eighteen inches when fully hard—but this...this was just obscene. He’d never felt inadequate about his size in his life, but there seemed to be a first time for everything.

“I haven’t,” he said quietly. “Ever.”

Cadance’s breath was hot in his ear. “How does it feel,” she said, “knowing that your sister is a bigger stallion than you’ll ever be?” Her forehoof traced small circles across his rump. Shining’s flanks clenched softly, a bead of sweat trailing down his forehead as he struggled yet again to look away from Twilight’s massive member. “Knowing that you’re nothing but a tiny little mare next to your younger sister?

“Do you like it?” she whispered.

Shining swallowed. “I...I think I do,” he mumbled.

Cadance kissed him sweetly on the cheek. “Don’t worry,” she said. “You’re still my little mare. But for now…”

She glanced at Twilight and raised an eyebrow. “Twilight? Won’t you come over here for a moment?”

“Sure,” Twilight said. She gave Shining an apologetic smile as she made her way over. Her massive member bobbed and swayed with her every step, smacking lightly against the insides of her forelegs.

“So what do you think?” she asked. There was a sly undercurrent to her voice. “Do you like it?”

“Um,” Shining said. “Yes. Very much.”

“Cadance said you might,” Twilight said, grinning. She stopped a hooflength away from him, her tool slapping against her belly as she came to a stop. “She’s been telling me about a few of your adventures with your new subjects.”

“She, uh,” Shining said, blushing lightly, “told you about those?”

“Yup.” Twilight smirked. “If you’ve been so horny, you should’ve called me earlier. Celestia knows it’s been way too—mmph!”

The two of them grunted as their heads were suddenly pushed together, their muzzles colliding with a smack. Shining’s head spun for a second, trying to react, to get his bearings—but then he felt the familiar warmth of Twilight’s lips on his own and forgot all about it.

Gods, it had been too long. He was a married stallion, and Cadance was the love of his life, but Twilight had been his first. Ever since they were young, they’d shared a special connection that went beyond just familial. Shining groaned quietly, letting Twilight’s tongue slip through his lips. His slid across hers, and she moaned into the kiss, pressing her neck against his. No matter what other ponies might think, their relationship had always been a bit more...physical.

They’d had an inside joke at one point—that B.B.B.F.F. also stood for “Big Brother, Best Fuckbuddy Forever.” And it was true. Every night that they’d laid together, Shining rutting his little sister raw, her moans filling his ears as his seed filled her womb...those had been some of the best nights of his life. His happiest memories were of snuggling beside her in his bed, one hoof around her side and the other resting on her gurgling, cum-filled belly.

A light blush tinged his cheeks as he felt what could only be Twilight’s member brushing against the tip of his own. Gods, it was actually sticking out far enough past his own legs to reach his flare! Finally, after years of rutting Twilight senseless, it looked like he might be on the receiving end—and the thought turned him on like none other.

He could hear her labored, heavy breathing. Her hooves squeezed his shoulders tight, pushing him back as her neck twined around his own. His blood was roaring in his ears, washing away the rest of the room.

He grabbed for her neck, pulled her close. He could feel her muscles tensing, flexing beneath his hoof. There was a tightness in his chest, like he was wound up like a spring and just about ready to explode. His tail flicked madly behind him, his panties crumpling as he took the offensive, delving deeper into Twilight’s mouth, exploring parts of her he hadn’t seen in years and savoring, treasuring every nook and cranny of her body that he found—

With a groan, he pulled away, gasping for air. Blinking, he realized that he was lying with his back on the floor—and that Twilight was on top of him. The bottom half of her shaft was pressed firmly down on his own, with its tip drooling a steady stream of milky-white precum onto his chest. Her massive balls rested on his crotch. He could actually feel the seed in their depths, churning like an ocean as his own, smaller nuts struggled to put out even a fraction of Twilight’s volume.

Gasping, he slowly reached up and rested a hoof on the side of Twilight’s head. Carefully, gently, he ran it down the side of her cheek, then wove it through a strand of her mane. “Wow,” he said softly, shivering as her member throbbed against his.

“Wow,” Twilight echoed, somewhat shakily. She grinned down at him. “I guess...we’ve both been waiting too long for that, huh?”

Shining chuckled, a bit awkwardly. “Guess so.”

The two of them glanced over as Cadance cleared her throat. “Well,” Cadance said, smirking. “Now that that’s out of the way…”

She snorted. “I swear; the sexual tension in this room was so thick I could have cut it with my horn. Good thing I actually did.” She raised an eyebrow, her horn flickering.

“So that’s what pushed me,” Shining muttered. He gave Cadance a dirty look. “You could’ve asked.”

“Oh, please,” she said. “As if you weren’t about to jump her in about thirty seconds anyway. Or vice-versa,” she added thoughtfully. “After all,” she said, a predatory smirk on her face, “a stallionhood that big has to come with one heck of a libido.”

Twilight suddenly groaned. “Oh, gosh,” she said. “You have no idea. You don’t even know how hard it was to keep from masturbating on the way here.” She blushed, glancing down at the carpet. “Is this what stallions feel like all of the time?”

“Sometimes,” Shining said. “On a bad day.”

“Or,” Cadance added, winking, “a very good one.”

“Kinky bitch,” Shining mumbled. Cadance beamed.

“However,” she said, wagging a hoof, “I am not the kinky bitch here tonight.” She shot Shining a meaningful look. “You are.”

“I—” Shining abruptly remembered the silk-clad panties rubbing against his balls, pinned to his crotch by Twilight’s own. He glanced up, saw the little pink bow bobbing gently against his horn. He blushed bright red. “Right.”

“So Shining,” Twilight said casually. She had her hooves planted on either side of his chest, her body pinning him to the floor. Her legs rubbed against his; he could feel the skin covering her massive nuts slowly rolling across his own, her sloshing seed weighing heavily on his crotch. “You said you liked my cock, didn’t you?” He nodded, and a grin crossed her face. “You like how big it is, don’t you?”

Another nod. Shining swallowed, his eyes darting down to his chest. Twilight’s big, black flare stared back at him, a steady drool of precum wetting his already sticky chest. It had pinned his own shaft to his stomach, which, even at full mast, was barely two-thirds of Twilight’s size. Twilight saw the look in his eyes, and her grin widened.

“To be honest,” she said, “Some of my favorite memories are of my big brother filling me up with his big, fat stallionhood. But now, I can tell you weren’t that big at all.”

She softly stroked his clean-brushed mane, her hips jerking gently on top of his own. The steady rocking pushed her tool up and down across his stallionhood, the two shafts frotting and throbbing steadily. Shining bit his lip, stifled a moan as a bubble of precum burst from his member.

Twilight smiled down at the little puddle his pre had made on his stomach. It looked absolutely pitiful next to the massive milky-white lake she’d left on his chest and floor. “But that’s okay,” she murmured, stroking his cheek softly. “I’m going to take care of my big brother now. Or should I say, my little sister?”

Her hoof traced down his side until it met the bodice. Shining licked his lips, the hairs on his neck standing on end as Twilight leaned down until their muzzles were almost touching. She spoke again, almost in a whisper.

“After all,” she said, “only a little filly would dress herself up like this. Or maybe a little slut—“

She suddenly smacked Shining’s upper thigh. His ass instantly tensed, flexing against his panties as Twilight’s member ground against his own. Shining groaned, another bubble of pre gathering at his tip.

He moaned against the sudden pressure of her muzzle, her lips locking in his as her tongue invaded his mouth. He didn’t even bother moving his arms: Twilight had the power here; she was in control, guiding his every movement as she pressed him even harder against the ground. When they came out of it, she was breathing heavily, and he was panting.

“You want to see it, don’t you?” she cooed. “What a real stallion looks like. I’ll bet a pretty mare like you has never seen a real cock in her life.”

Shining licked his lips, swallowed. He’d never imagined that letting Twilight take control like this could be so hot. And every time she called him a mare...his face wanted to blush, but the burning at his crotch screamed for more.

“Y-yes,” he said, in a soft voice. “Please. Can I see your cock?”

For a moment, it seemed as though she were stifling a giggle. It disappeared as quickly as it came, though, to be replaced by her casual, lustful smirk. “Sure you can.”

She slung her leg off of his, turned, and landed on her haunches beside him. Still grinning, she snaked one hoof up his shoulder and pressed lightly on the back of his neck. He didn’t resist as she bent him forwards and to the side, his back bending until the tip of his muzzle was just brushing against the tip of her swollen shaft.

Admittedly, he didn’t have to lean far. Where Shining’s member “only” reached the top of his belly, Twilight’s reached nearly to her chin. She sucked on her lip, groaning softly as Shining, mesmerized by the pillar of meat before him, softly nuzzled the side of her massive flare.

“You know,” Twilight groaned, her eyes fluttering shut. “I didn’t really expect it to feel so...overwhelming.”

Shining’s gaze flicked up to her, but he kept his muzzle against the side of her shaft. It felt almost hot against his coat, warm, throbbing like a living thing. He took a deep breath, inhaling her scent. It was thick with musk, the scent of her arousal already driving him crazy.

A gasp slipped from Twilight’s lips as Shining’s tongue flickered from between his lips, darting against the underside of her flare. “It’s just...wow,” she murmured. She stroked his mane softly, groaning quietly as he sucked on the side of her shaft. “I didn’t expect it to be so big. So...overpowering.” She shivered.

“I can barely think,” Twilight said. She gasped again as a bubble of pre burst from her tip, popping over Shining’s nose. Shining inhaled its scent, letting the warm, whitish liquid dribble across his nostrils. It smelled of Twilight, a scent he’d known all his life—but different. Stronger. Masculine.

“It’s like there’s an ocean between my legs,” she groaned. “Just waiting to break free. Ooh,” Twilight moaned, Shining moving his muzzle down to nuzzle the gap between her mammoth-sized balls. “Yeah. Right there.” She shivered again, swallowed.

“And this thing,” she murmured. One hoof petted the back of Shining’s neck, the other drawing small circles around her engorged tip. “It’s just...everything in my mind is screaming sex, sex, sex to me. It wants to fuck. It needs to fuck.”

A soft, sly smile crossed her face. She gave the back of Shining’s neck a light squeeze, and he groaned into her hefty ballsack. “Good thing there’s a suitable mare right here,” she whispered.

He groaned again, his stallionhood throbbing as he buried his face in Twilight’s nuts. They were easily the size of bowling balls, a pair of fat, heavy spheres laden with at least a gallon of cum apiece. He could feel it sloshing inside, their weights swaying gently as he nuzzled against their surfaces, burying himself in their scent.

Shining took a deep breath as he felt two hooves snake beneath his armpits. Cadance’s voice whispered into his ear as she massaged his crotch, his cock throbbing harder than ever. “Looks like our little mare’s excited, isn’t she?”

He could hear the amusement, the lust, the excitement in her voice. She pressed gently against his panties, then slid her hoof below the waistband to rest on his aching balls. Shining moaned, the tip of his tongue lapping against Twilight’s cum-filled orbs as he slowly dragged it back up to her tip. Cadance giggled as Twilight moaned, a steady stream of pre dribbling down the side of her shaft.

As her eyes flicked back open, Twilight’s gaze met with Shining’s. He swallowed, a question bubbling in his throat. “C-can I,” he mumbled, stumbling over the words.

“Suck it,” Twilight said—no, commanded. Her whole body shuddered as her flare throbbed, her every muscle flexing in time with the blood pounding through her monstrous length. A tingle went down Shining’s spine. He was more than happy to comply.

He pivoted to his left, swinging his right leg up and over Twilight’s so that he had one on either side. He adjusted his weight, not wanting to press down too hard on Twilight’s lap; fortunately, she’d spread her legs wide to make room for her oversized balls, so most of his weight rested on the floor.

As he thumped into place, his stallionhood smacked meatily against Twilight’s. Now that both standing were upright, it was easy to see how much of a size difference there was. Shining’s ears went back as he realized that the top of his flare just barely passed Twilight’s medial ring; her balls were at least half again as tall as his, and swollen with more of her seed than he could even imagine holding. Her massive shaft slid lazily against his, pressing it back with its sheer weight and girth.

Shining swallowed, and slowly leaned forward. Sucking a dick wasn’t actually new to him—when Cadance had mentioned his escapades with the Guard, that’d only been the half of it. But, truth be told, that kind of thing was almost expected in the barracks. Put enough sweaty, pent-up stallions in one place, and sooner or later, something was bound to happen.

It didn’t hurt, either, that he’d always had one of the biggest—if not the biggest—and meatiest packages there. Shining’s stallionhood had never been called into question; even then, sucking another stallion’s dick still meant that he was in control. He was in charge of their pleasure, their moans, their every grunt and snort. He loved the feeling of control, the rush he got when he knew that another stallion’s orgasm was in his hooves.

But here… He shivered again as Twilight’s hooves, clamped tight around the back of his neck, guided him forward over his own, laughably “small” shaft. Her stallionhood towered above his, dominating his field of view, an enormous black pillar of musk and virility. Her nostrils flared, her hooves twitching on his coat as she struggled to hold back what must be an impossible rush of arousal.

Here, she was in control—and Cadance, too. In this room, Shining was the playtoy, the subordinate. Here, the Captain of the Guard was gone, leaving behind a small, pretty mare who would all but beg to suck a stallion’s cock. How he—she—longed to swallow Twilight’s length, to caress it lovingly, to choke around that impossible girth. To be played with, to be owned, to be used, with his pleasure at their command.

He liked being in control. But he thought he might like being out of control even more.

His hooves shaking, Shining leaned toward Twilight’s erection until the tip of his muzzle was just barely brushing her flare. Then, he poked his tongue out between his lips and licked it along her cockslit.

Twilight’s whole body lurched, the sudden contact evidently overwhelming her senses. Shining blinked as Twilight’s shaft bumped against his muzzle, the warm, thick cockflesh depressing slightly around his nostrils. He took a greedy breath, letting her musk, her scent fill his lungs as his hooves slowly traced down the sides of her shaft.

Twilight’s eyes fluttered open and met his. She nodded. Shining nodded back, an almost imperceptible tilt of his head.

His tongue flicked out, tasting her pre. It was less bitter than his own, holding a richer, almost sweet flavor. He lapped it up greedily, cleaning off the underside of her flare as Twilight’s hooves wound their way through his mane. His own hooves made long, slow trips up and down her length, squeezing her monstrous tool as his own cock throbbed against it.

He rolled his tongue across her cock’s fat head, his lips smacking occasionally against it. The salty taste of precum filled his mouth as he suckled greedily at her cockslit. When he pulled his muzzle back, her flare glistened with his saliva.

Twilight only grunted. Her grip on his mane tightening, she pulled him forward so that his muzzle was directly on top of her flare. “Suck it,” she groaned for the second time, pulling his mane tight. It wasn’t a request. This time, Shining fully obeyed.

His lips parted, his tongue darting forth nervously at the titan that awaited it. At first, he wasn’t sure if he could take even a fraction of it. Yet, to his own surprise, he found that he was able to stretch his mouth just wide enough to fit Twilight’s flare inside. He took her head into his mouth, his jaw creaking slightly as he forced the first few inches inside.

Her shaft filled his mouth, stretching his jaw. At least his maw was able to close slightly around the base of her flare. He eagerly set to work suckling at the top of her tool, savoring the occasional twitch of her head inside of his mouth.

It was actually inside of him, he realized. It was enormous—it felt enormous, dominating his mouth, filling every cavity and warm, wet space inside. Her firm, rock-hard cock felt as solid as the floor beneath his hooves, her bulbous mass engorged with blood and lust. Shining steadied himself, then carefully pulled another inch of Twilight’s length into his mouth.

His own shaft throbbed. Twilight moaned, her hips jerking slightly and forcing another two inches of her girth over his tongue. Shining’s eyes widened as Twilight’s flare suddenly pulsed—then relaxed, shooting off a few premature spurts of pre. It splattered all over the back of his throat, coating his tonsils in a sweet, salty white. Shining swallowed it eagerly, already impatient for the next load to come.

“Ooh, yes,” Twilight groaned, her eyes fluttering shut. Her grip on the back of his neck tightened. He could actually feel her balls swelling against his own, their store of seed sloshing, churning against his crotch. A steady stream of pre was now dribbling into his mouth, a river of arousal pouring straight down his throat.

He gulped some down. It was delicious—but nothing compared to what he expected the main course to be. He swished his tongue along the underside of Twilight’s cock, feeling the bumps and ridges of her engorged veins. The skin covering her stallionhood was smooth, but warm—almost hot, pulsing and throbbing with a heat that set his own body alight.

“Fuck,” Twilight mumbled. “You’re good at this.”

A pair of hooves reached around Shining’s shoulders, a familiar weight settling onto his back. He could feel her breath against his cheek as she ground her crotch against his panty-clad hips. “And why wouldn’t he be?” she murmured, softly stroking his belly. “A good mare is supposed to know how to please her stallion.” The warmth of her body seemed to meld with his, her heartbeat thudding against his back. “And I know that this mare just loves to suck all of the big—”

Her hoof traced a spiralling line down toward his crotch. Shining moaned around Twilight’s cock as Cadance squeezed his panty-clad bulge.

“—fat—”

His balls lurched within their prison. The soft silk rubbed against his stallionhood as a bubble of pre burst from his tip, splattering against his chest.

“—cocks—”

Shining put his hooves to work, jerking off the lower half of Twilight’s shaft as his wide-stretched muzzle eagerly made its way down to her medial ring.

He heard the words that Cadance was saying. And, deep down inside, he knew that they were true—and relished it.

“—that he can get his prissy little hooves on.”

Cadance’s hoof made long, slow strokes along his length. Shining grunted, readjusted his lips, and set his sights back on Twilight’s medial ring. It towered above him, bulging obscenely from the rest of her shaft.

He wanted this. He wanted to gag on Twilight’s cock, to feel it throbbing in his throat as she choked him with her thick erection. Without him even thinking about it, his hooves wandered down to her crotch, where they met with her huge, plump balls. He felt his hooves sink gently into her cum-laden orbs, her balls impossibly warm and heavy beside his own. Her member throbbed as he massaged her fat nutsack, his hooves kneading them like dough. He wanted to slurp her cock down, feel it spurting its load inside of him, flooding his stomach with her hot, thick cum—

With a sudden inhalation, he realized that the weight of Twilight’s hooves on his head had redoubled. She wasn’t just letting him go at his own pace—she wanted him to suck her off, and she meant it. She wanted him to swallow her cock, to take it all down—medial ring and all.

He sputtered, tears coming to his eyes as her fat ring forced his jaw even further apart. He heard something crack, then gagged slightly as Twilight’s tool let loose a thick spurt of pre larger than most stallion’s entire orgasms down his throat. It landed directly in his stomach, a fat glob of precum that settled heavily in his belly.

Twilight’s eyes flew open. “Oh, gosh!” she gasped. “Shining—I’m so sorry! I didn’t mean—”

But Shining didn’t hear her. He was too busy moaning, writhing around her girth. His own erection, more at full mast than it’d ever been, had spurted off two respectable blasts of pre of its own—though they were still nothing compared to Twilight. He was awash in bliss, a shock of pleasure overriding his every neuron as Twilight’s shaft filled his mouth and throat like they’d never been filled before.

Cadance cut in. She was petting his mane softly, holding his chest tight to hers. “It’s okay,” she murmured, her lips brushing across his ear. “He likes it. Don’t you?”

Shining’s eyes flicked up to Twilight’s. Once he’d gotten a hold of himself, he nodded up at her—or at least, as good a nod as he could manage with her girth spearing his throat. An uneasy, though relieved, smile broke out over Twilight’s face.

“Oh, good,” she said. She sighed, then grinned down at him. “That mean you’re ready to take even more?”

Another attempt at a nod. Her grin spread even wider.

“Then keep going.” Twilight cocked her head to the side. “Show me how a mare pleases her stallion.

“You know,” he heard her say over his head, as he refocused his attention on her monstrous shaft, “it’s actually really interesting to be on the receiving side for once—”

Aside from stifling a small chuckle, Shining kept his mind on his work. The base of her shaft taunted him, still incredibly far away. Still, he told himself, steadying his determination, he’d already gotten over the biggest hurdle. He just had to keep going.

There was a burning feeling in his chest. His heart felt like it was going a million miles an hour. He did his best to swish his tongue along Twilight’s girth, to massage her unmoistened shaft as he pushed his muzzle down and down and even further down—but it was so huge as to make little difference.

Finally, he reached the point where his own shaft would have ended. It was barely two-thirds of Twilight’s full length, and he still had another foot or so of warm stallion flesh to go. Despite the massive difference in girth, he still couldn’t help but feel a rush of pride in his chest when he realized that Twilight had been taking this much down her throat since she was half her age—and that she’d always, from the very first time, taken all of it.

He couldn’t let himself stop short of that goal. So, all of the blood rushing to his cheeks and groin, Shining set back on his monumental task. His own member throbbed mightily as Cadance stroked it, her voice still whispering sweet nothings into his ear as her other hoof traced lazy circles on his chest.

He could actually feel it pushing against his throat, bulging obscenely against his windpipe. Fortunately, he could still breathe—now that he’d gotten over the trauma of her medial ring being forced inside of his muzzle, at least—but he wondered if the bulge her shaft made inside of him was actually visible.

At some point, it became clear that he wasn’t going to get any more of her inside of him from this angle—his throat just pitched at too sharp an angle to his muzzle for anything past her flare to fit inside. So, making sure not to give up a single inch, Shining nudged Cadance back and carefully got to his hooves. He tried to swallow as Twilight’s cock straightened out in his throat—instead, that only prompted a moan from the mare herself, her stallionhood shooting another glob of pre down his throat as his throat’s tight walls clamped down on it.

“You think you’re going to take it all, little filly?” Cadance’s voice held a tinge of amusement and awe to it. He could feel her crotch grinding against his rear, her puffy, dripping cameltoe rubbing and jerking against his panty-clad ass. “Go on. Show the world how much you love your sister’s cock.”

He was so close now. He strained, struggling to reach it. His lips worked frantically on her smooth, veined skin, suckling, swishing, slurping. Five inches now. Four—no, three! He was so close.

He almost didn’t realize when he’d done it. All he knew was that one moment he was eager swallowing—gulping, really—every inch of Twilight’s cock that he could manage. Then, his lips had hit a wall. He could go no farther. Slowly, his hooves trembling beside Twilight’s groaning nuts, Shining raised his gaze and looked Twilight in the eye.

She groaned. “Go-od filly,” Twilight panted. She fondled his ear, petted the side of his neck. A moan escaped her lips as he pulled his muzzle back up a few inches before moving back down. “Ooh. Very good.”

Her shaft was incredibly hard in his mouth—heck, in his throat. A third of his body was speared on Twilight’s massive member, and he couldn’t have cared less. It was incredibly, impossibly hard and hot, a steady stream of precum leaking down his throat and landing in his stomach. It already felt noticeably heavier than it had when they’d started, and from Shining’s own experience with Twilight’s blowjobs, he had a feeling it would be getting a lot bigger before long.

Cadance seemed to have the same idea. She rubbed his belly softly, nipped at his ear. “Are you ready for Twilight’s load?” she asked, not unkindly.

Shining struggled to grunt his assent around the massive pillar of meat in his mouth. Cadance frowned, cradled his chin in her hoof.

“I said,” she said, stroking his cheek, “are you ready for Twilight to pump you full of cum? To fill you up until you’re ready to burst?”

Shining grunted again. Evidently, that wasn’t good enough. Cadance’s expression tightened. A grunted squeal burst from around Twilight’s shaft as her hoof came smashing down against his flank, smacking it—hard. Shining whimpered, his muscular flank aching slightly as Cadance squeezed his other flank.

“Are you ready,” Cadance said softly, “for your sister to make you her mare? To breed you? To make you choke on her cum?”

This time, Shining didn’t even bother to reply. He knew the answer that Cadance wanted. He gathered his will, pulled his muzzle back until he could feel Twilight’s medial ring pressing against the inside of his lips—and then pushed his head forward again. He gulped down Twilight’s cock, inch by inch, letting it force its way down his throat again and again.

“F-fuck,” Twilight groaned. Her cock lurched in Shining’s throat, her flare spreading impossibly wide. He thought he could actually hear her balls churning, sloshing with pent-up seed. “Fuck.” Her eyelids fluttered. “You like my cock, Shining? Are you going to swallow it all?”

Shining responded the only way he knew how—by letting her bottom out inside of his mouth once again. Twilight’s whole body spasmed, another shoot of pre bursting in his throat.

Suddenly, once again, he felt Twilight take a hold of his mane—almost roughly, tugging on his hair and forcing his muzzle back down. His eyes nearly rolled back in his head from pure pleasure as she facefucked him; no longer was he in even the slightest resemblance of control. No: he was a toy, a cocksock, useful for the sole pleasure in getting Twilight off.

“Fuck,” he heard her grunt, her breath ragged. “Your throat is so tight, Shining. Your cute little mouth feels so good—mmph—”

The churning in Twilight’s balls had reached its peak. Shining couldn’t even feel Cadance’s hoof around his own cock anymore; the only thing left in his mind was the anticipation—the long, arduous wait for eruption.

And he got it in spades.

A wave of thick, boiling cum hit the back of his throat, a blast of hot, white seed that was nearly as wide as the tunnel now carrying it. Shining’s eyes flew open wide as huge gobs of spunk erupted from Twilight’s tip, splattering against his insides and rolling down to his gut.

More and more of Twilight’s seed burst inside of him, her monstrous shaft lurching as it deposited load after load directly inside of his stomach. Shining was powerless to pull away, Twilight’s fat, puffy head having swollen up inside of his throat until it was impossible to dislodge. All he could do was wait for her to finish, taking every last drop until she had no more to give.

Shot after thick, gooey shot went off down his throat, Twilight’s flare bulging impossibly wide as it prepared to deposit its final load. Shining’s eyes quivered, his thoughts struggling to hold together as an overwhelming sensation of pleasure and fullness washed over him.

A literal fullness, too. The more spunk that Twilight deposited in his belly, the bigger it grew. Some nights, after he’d cum inside of her two or three times, her belly wound up as big as a basketball, groaning and sloshing with all of the virile seed contained within.

Something was pressing down on his neck, keeping him in place. He heard Cadance’s musical voice whisper, “That’s right, little mare. Drink up. Every last drop.” She was stroking his belly, petting his soft, sticky fur as more and more of Twilight’s seed erupted inside of him.

He groaned around Twilight’s shaft as it released another spurt of spunk down his throat. His gut already felt hot and heavy with Twilight’s seed. He had little doubt that, before the end of the night, he’d be bigger and fuller than Twilight had ever been. The thought cheered him considerably.

His jaw creaking, he waited for Twilight to finish out her orgasm. Fortunately—or maybe unfortunately—he didn’t have to wait long. After her twelfth moneyshot, Twilight groaned, closed her eyes, and fell back onto the floor. Her falling hips helped pull her member out of Shining’s throat, her flared head finally sliding out of his muzzle with a wet-sounding pop.

Shining flopped back, coughing and sputtering. A thick line of cum trailed down his muzzle; he wiped it off, eyed it for a second, and then let his hoof fall to the floor.

He groaned. His belly felt so big. As his eyes fluttered open, he confirmed that—yes, it was. A big, rounded sphere, even bigger than a basketball, stuck straight up from his torso. It was still jiggling slightly from his impact with the floor, and he would swear that he could actually hear it—though he could certainly feel it—sloshing.

Shining groaned again, struggled to pull himself up into a sitting position. No such luck. His belly was too big, too round, and his body too tired right now to let him. He was fine with that. He’d just swallowed over a gallon of cum—he could be lazy if he wanted to.

His own shaft was still incredibly, impossibly hard. A haze had descended over his eyes, his whole mind clouding over with thoughts of lust, of need. His stallionhood pressed directly against the soft, squishy mass of his own gut, his cum-bloated belly folding around it like a mare’s cleavage. He moaned, his hips jerking softly as he tried to fuck his own cum-filled gut. No such luck. Biting his lip, he began to reach around his belly, feeling for an erection that he couldn’t see, but most certainly could feel.

“Ah-ah,” Cadance’s voice said, teasingly. “A polite filly never cums before her masters.”

She leaned over, planted a kiss on his forehead. Shining whimpered softly. He’d waited so long; his erection felt like it’d been hard since before he could remember. All he wanted was to follow Twilight’s example: empty his balls, reach that sweet, sweet release—

—but not yet, apparently.

“Please?” he asked in a small voice. He blinked up at her with wide eyes. Cadance laughed softly, then turned around.

“Here,” she said, her rump looming above him. Shining stared, swallowed. It was a sight that he’d seen hundreds of times before—Cadance’s marehood, wide and winking, dripping, aching with a need to be filled. But this position was...new.

“You want to cum? Please me first.”