Cadance's Mare

Cadance’s voice dropped an octave, hitting a low, throaty note. “Make your mistress cum, and maybe I’ll consider getting your little fillyhood some fun.”

Shining was nodding even before Cadance finished her sentence. As she lowered her rump toward him, her black panties evidently discarded, he opened his muzzle slightly, poking the tip of his tongue between his teeth. He took a deep breath of her scent, savoring the familiar smell, as she softly rubbed her puffy lips against him.

His tongue flickered out, first licking along the outside of her labia. “Mm,” Cadance murmured. He knew what she’d look like, though he couldn’t see her face: eyes fluttering shut, cheeks tinged red, her front left hoof tapping on the carpet. Cunnilingus had always been Cadance’s weak spot. “Ooh, yes. A little—deeper.”

Shining Armor was too happy to oblige. He finished suckling at Cadance’s clit and let his tongue probe curiously inside her. As he licked against her inner walls, tasting her juices, Cadance’s whole frame shivered with pleasure. A spurt of her honey splattered against his muzzle, and he lapped it up eagerly.

A groan—this one from beside him—reached his ears. “Wow, Shining.” Twilight sounded tired, but amused. “If you can eat Cadance out half as well as you sucked me off…” She chuckled.

Out of the corner of his eye, he could just make out the tip of her stallionhood: puffy, dripping with a few ropes of semen, and only half-hard. He let out a grunt, his nostrils flaring as Twilight suddenly planted her forehooves on his hips, shoving her member up across his crotch and into his belly.

His cum-filled gut sloshed, groaning around Twilight’s flared tip. She massaged his flanks lovingly, caressing his panty-clad waist as her hips jerked slowly up and down.

“So if that’s what you felt every time I sucked your dick,” she said thoughtfully, “I wonder how much better it’ll feel when my shaft is inside of you.”

Shining’s eyes widened—but then Cadance ground her pussy a little tighter against his face, and he pushed his tongue deeper inside her, massaging her insides.

He groaned as Twilight gave his rump another squeeze, her monstrous shaft reaching a two-thirds chub as it rubbed against his own, painfully erect, boner. “I wonder how tight you’ll be?” she murmured, closing her eyes as her shaft throbbed against his jiggling belly. “That’s always what you called me, right?” She leaned down, giggled softly, then planted a kiss on his neck. “Your tight little Twily?”

“Mmph—he might be—ooh—looser than you think.” Cadance moaned as Shining’s tongue went to town on her, delving more deeply into her crotch. “He’s a sucker for a good soldier’s cock—and he’s never shown you his full toy collection, I’ll bet.”

“Toys?” Twilight asked. She giggled again, gave Shining’s stomach a soft hump. It wobbled from side to side, his hot, liquid meal sloshing against his insides. “You never showed me any toys. Or shared.” Shining couldn’t see her face, but he knew that she’d be pouting right now. “That’s okay, though. Because now…”

He moaned into Cadance’s marehood as Twilight’s tool reached its full length atop him.

“...my toy is big enough for the both of us.”

Her hoof trailed along his flank, then gave one of his buttcheeks a little squeeze. “Such a cute butt,” Twilight said. He could hear the smirk in her voice. “A cute little filly like you...I’d love to fill you up.”

“Oh—oh—oh!” Cadance’s moans reached a peak. “Shining—I’m—oooh! Oh, yes!”

Her voice hit a fevered pitch as her thighs convulsed, clamping against each other as her pussy twitched and spasmed. Spurts of Cadance’s sweet, warm honey splattered across Shining’s muzzle as she came, drenching him in her juices. He coughed, blinking them away as Cadance howled, her marehood winking wildly over his muzzle and covering him in her clear, tangy taste. He licked his lips, savoring her juices as his own erection throbbed.

Then he let out a muffled cry. Twilight had given his balls a light squeeze—not enough to hurt, but enough to set them throbbing. Shining gritted his teeth, his eyes squeezing shut as Cadance lifted her rump from his face. His balls felt swollen, almost painfully pent-up. Twilight gave them another playful poke and Shining nearly cried out. His cock throbbed against the underside of Twilight’s, a spurt of precum that would have been oversized for any normal pony splattering the bottom of Twilight’s medial ring.

He whimpered quietly. He felt so full, so ready to burst. He’d have sworn he could feel his unspent seed churning in his fat, heavy nuts. “Please,” Shining whimpered quietly. “Can I—can I cum now?”

Twilight gave his shaft a soft stroke. “Maybe,” she said. “But I don’t know…” She bent over him, smirking. “I kind of want to rut you first.” Her shaft bobbed, her head flaring. “Mm...yeah. You hear that, BBBFF? You’re not going to cum until I get to fill up your ass with this thing. Until I get you stretched around my cock, you’re not going to cum a drop.”

An odd expression flitted across her face, and for a second, it almost looked like Twilight was going to laugh. Then it vanished, leaving only a dark smirk behind. “So what do you say, Shining?” she asked. “Do you want me to fuck you?”

A thousand thoughts ran through Shining’s mind, but all bore one word. He licked his lips, swallowed. “Yes,” he mumbled. “Please.”

“I can’t hear you,” Twilight said playfully. “Tell me how much you want me to rut you.”

“Yes!” Shining blurted. “I want you to stuff me with your cock. I want you to pound me until my hips give out. I want you to fill my ass up and fill my belly up with your cum. I want to be fucked and used until I can’t even walk!”

The second the last word escaped his mouth, Shining’s eyes widened, and he instantly clamped a hoof over his muzzle. Possibly the only pony blushing as hard as he was in that moment was Twilight, whose bright red cheeks did little to hide how his words had made her feel. Then again, her massive, throbbing, drooling erection had about the same effect.

“Well,” Twilight said slowly, raising an eyebrow. “Now there’s an answer.” She grinned, leaning down to massage Shining’s flanks again. “I think I’d be happy to help.”

“Aww.” Shining’s eyes flickered up to see Cadance pouting. “But I wanted to get fucked tonight!”

“Maybe you still can,” Twilight said. She nodded toward Shining’s own erection.

Cadance gave a fake-sounding groan of frustration. “Damn it. And here I was looking forward to a real stallion’s cock.” She snorted, then smiled down at Shining, stroking his mane softly. “Looks like I’ll have to settle for a little filly’s cock.”

Twilight giggled. Her hoof traced across Shining’s rump, then gave his panty-clad ass a soft squeeze. “At least he’s pretty enough.”

“There is that,” Cadance admitted. An evil-looking grin crossed her face. “And if you’re fucking him...then maybe you’ll be big enough for me to feel it, too.”

Twilight blinked. Evidently, she hadn’t thought of that. Shining definitely hadn’t. A silly-looking grin crossed her muzzle anyway. “Now there’s an idea,” Twilight said, snickering. “Let’s see if it’ll work.”

“Can’t do that with a useless fucktoy, though,” Cadance said. She glanced down at Shining and prodded him on the muzzle. “Come on, filly.”

Twilight gave him a light swat on the ass. Shining yelped. “Get up, Shining,” Twilight said. “I want to see the flank I’m about to pound.”

Trembling with anticipation, Shining got to his hooves. He glanced aside at Cadance, who nodded back at him.

“Go on,” she said, smirking slightly. “Don’t you think she deserves a show, too?”

“Ooh,” he heard Twilight say, as he turned his rump to face her. “Now there’s a flank I haven’t seen in a while.”

A tinge of red touched Shining’s cheeks, but he remembered how good it’d felt to show off to Cadance. So he shifted his weight toward his front hooves, feeling his tight panties slide over his rear as he faced it in Twilight’s direction.

“How’s this?” he asked. “Do you like that?”

“Mm,” Twilight said approvingly. “Now that’s a start. What else can you do to get me hard?”

Shining swallowed, then grinned. He knew just how. He started swishing his tail back and forth, rocking his weight slowly from side to side. His panties rumpled over his right flank, then his left, his hips and body swaying gently to an inaudible beat. Then, his own erection bobbing merrily to his “dance,” he suddenly bent his forelegs and kneeled forward, hefting his butt high into the air as his head slid down to the carpet.

His toned hind legs didn’t quiver from the strain of holding his ass up into the air. They did quiver, though, from the sheer anticipation and excitement fluttering in his chest of exposing himself in such a submissive, obvious way to another pony. He eased his rump another inch higher into the air, his tail winding gently around one leg as he presented himself.

“Now that’s a good filly,” Cadance murmured. She was in front of him, her foreleg curving around his neck as she nuzzled his cheek. “You know how to get your stallion excited, don’t you, dear? You must really want Twilight to fuck you.”

“Y-yes,” Shining said. His heart skipped a beat.

“How much?”

He swallowed. It was almost an effort, thanks to the mindset he was steadily slipping into, not to outright beg for a rough fucking. He managed to hold himself together, though, and just say, “A lot.”

Shining bit down on his lip, his muzzle scrunching up as a hoof touched his flank. Twilight was behind him, caressing his rump lightly. He could feel her tip sliding between his asscheeks, his big, fat flare weighing on his hips as she eased herself onto him.

For a moment, he wondered how she was able to do that so easily. And then he remembered—Twilight was an alicorn now. As much as he might have tried to ignore it, she was probably as tall as he was now.

At least. Celestia was a good foot above him, and even Cadance seemed to look down on him some days. His mouth grew dry, but his erection only grew harder.

Twilight continued to rub his flanks, her hips jerking lightly. His back was slightly warm and sticky now, a remnant of the pre that was constantly dribbling from her tip. Her shaft was so heavy. Shining would have had a hard time believing that the thing on his back was a stallionhood if he hadn’t known it for fact.

“Mmff,” Twilight said, squeezing his rump again. “Now this is a cute butt. Good and tight.” She humped his rear playfully, her fat, heavy balls smacking against his rump. “I wonder if I’ll even fit?”

“If it doesn’t, I want you to ram it inside,” Shining blurted. He’d surprised himself with his own courage, but now, it was like a floodgate had broken inside of him. “I want you to stuff me with your fat cock and make me squeal—even if it means that I won’t be able to walk afterward.”

“Stuff you?” Twilight giggled, her hoof drawing tight circles around Shining’s Cutie Mark as she slowly pulled her erection back. “Now that’s something I might be interested in.”

Cadance planted a kiss on his muzzle, then smirked at the blush on his cheeks. “Oh,” she said casually, as Twilight lined up her member with Shining’s rump, Shining mentally preparing himself for Twilight’s assault, “I’m sure he’ll make you feel very good.”

A yank of Twilight’s magic pulled his panties down to the ground. Shining whimpered slightly, his ass trembling high above his head as he presented to her. She ran a hoof over his flank, humming to herself as she eyed his now-naked taint.

Shining’s donut flexed anxiously, his whole ass tingling with electricity as Twilight molested it. He clenched his tight ring in anticipation, eager to be filled. His eyes widened as he felt the full breadth of Twilight’s shaft prodding against his tight hole. Well-lubricated from all of the precum she’d been leaking, her girth was still almost unimaginably huge against his ass.

A soft whinny escaped his muzzle as Twilight started to push her way in, his ass and flanks spreading as she forced her way forward. Cadance hadn’t been lying—Shining was no stranger to taking it up the ass—but even the biggest toy he’d used had been no larger than his own length. This was…

He whined softly. This was almost torturous—but also, in even more ways, completely incredible.

“Don’t be such a little filly,” Cadance scolded him.

“But,” Shining said, panting, “she’s—so big.”

“Silly,” Cadance said playfully. “Her whole head isn’t even in yet.”

Just as Shining glanced back over his shoulder to see for himself, the rest of Twilight’s massive flare slipped inside of him. He moaned, his whole body lurching and his eyes rolling back as a wave of pleasure and fullness washed through his body. He’d never been stretched tighter in his life.

Twilight evidently thought the same. “Mmff,” she grunted, massaging his flanks as she struggled to slip another inch of her length inside him. “You’re so tight, Shining.”

Shining moaned. “You’re—nff,” he grunted back, “so big.”

“Am I?” Twilight grunted back. “Or are you just a tight—little—cocksock?”

Another three inches slipped inside of him and Shining moaned. His vision blurred momentarily; when he came to again, Cadance was petting him softly and murmuring in his ear.

“A good little cocksock like you should be able to take the whole thing,” Cadance cooed. “Don’t you want to be a good cocksock for your sister? I thought you said you wanted her to stuff you full.”

As if in reminder of the same, Shining’s belly was suddenly set wobbling from the force of one of Twilight’s steady pumps. He could feel his previous liquid meal sloshing inside, his big, cum-bloated belly smacking against the insides of his thighs. It “only” went down to the tops of his knees...for now. He had a feeling, though, that it was going to get a lot bigger before they were done.

He was panting as Twilight shoved another two inches inside of him. “Nnff,” he groaned, his chest heaving as Twilight stuffed him full. “I did—I mean, I do,” Shining said.

“Then say it,” Cadance cooed. “Make me believe it. Show me how much of a needy little mare you are.”

“Ungh!” Shining yelped as Twilight shoved another inch inside of him. He felt so full, almost ready to pop. His belly swayed beneath him, full of Twilight’s cum, and ready to be filled up even more. His untreated erection was throbbing insanely hard, about ready to burst.

“I w-want,” he stammered, stumbling over the words. His thick ring clenched around Twilight’s girth again and again, halfway split between begging for mercy and slurping more of it down. Dribbles of precum spurted from his tip, his balls aching with a need for release. “I want you to stuff me until I can’t even walk! I want you to fill me up with so much of your seed that my belly is bigger than I am, so full of your cum that it sloshes with every breath I take. I want—”

His breath caught in his chest, his whole body going stiff as he felt something big prodding against his tight hole.

It was Twilight’s medial ring, a huge, thick ring that was at least a fifth again wider than the rest of her shaft. It strained against Shining’s flanks, pushing them apart as she tried to force her way in. There were tears in Shining’s eyes, his chest heaving with ever centimeter that Twilight pushed into him.

“Oh, Celestia,” Twilight moaned. “You’re just so tight. I thought you were used to this!”

“I am,” Shining panted. “Just—nothing—as big—as you!”

“Looks like we’re going to have to break you in, then, honey.” Cadance caressed his cheek, then brushed his mane over his eyes. She leaned in close, her breath hot on his face. “That way, every time you even think of sex with a stallion—”

Twilight’s hips jerked forward, forcing a little more of her girth inside. Shining’s lip quivered.

“—you’ll be powerless not to think about your little sister’s fat, meaty cock—”

Almost there. A little bit more. He was so tight—

“— stuffing you absolutely, incredibly full.”

Shining wailed as the last inch of Twilight’s medial ring slipped inside of him. His own abused ring clenched, flexing around the sudden empty space. At first, he’d been playing a role, but now, as his arousal reached soaring heights and his apparent self-esteem hit rock bottom, he found himself slipping easily—almost eagerly—into character.

It didn’t even matter anymore, not really, that this had started from a simple kink. Oh, no. He would wake up again tomorrow, once more Shining Armor, Prince-General of the Crystal Empire—but for now he wanted to be that sissy, wanted Twilight and Cadance to dominate him, teasing him until he could take no more.

“Please,” Shining panted. “Stuff me full—fill me up until I can’t take it anymore.” Another quarter of Twilight’s cock slipped through his looser ring and he cried out in pleasure, his voice cracking and hitting a fevered pitch. “Fill me up with your seed—pump me full of your cum. Oh please, oh please, oh please—”

Something hot and heavy hit his flank. It took Shining a moment to realize that it was Twilight’s hips he could feel against his, her shaft having finally bottomed out inside of him. She groaned, long and low and throaty, her hooves gripping his flank and squeezing it tight.

“Oh, f-fuck,” she stammered, her hips pumping against his. He gritted his teeth as her big, cum-filled nuts smacked against his thighs, tenderizing his muscles and teasing him with the loads to come. “Sh-shining, you feel so good.”

“Now there’s a cute subby filly,” Cadance purred. She reached underneath him and gave his tool a squeeze. Shining’s legs nearly gave out from the combination of Twilight’s cock inside of him and his own, near-to-bursting level of arousal.

“Mmff,” Twilight agreed. She licked her lips, rocked her hips against Shining’s. “Taking—ngh—all of my cock.”

“Oh, yes.” Cadance said, her eyes glittering. Then she pouted, a hoof snaking around Shining’s neck. “But don’t I get to get rutted, too?”

A surge of hope suddenly flared in Shining’s chest. His member flared too, throbbing with a mighty need. He grinned up at Cadance. But if anything, Cadance’s pout only deepened.

She eyed Twilight’s crotch mournfully, gazing longingly at the thick, round half-inch of flesh that still sat outside of Shining’s ass. “Hm…” she said. “I was hoping for a real stallion to rut me.”

She poked Shining on the shoulder, then leaned in and clamped her teeth delicately around his ear. “I suppose, though,” she murmured hotly, “I might be willing to settle.”

A sliver of lucidity slipped into Shining’s brain. He glanced down at his wobbling stomach; he could swear he felt the tremendous bulge of Twilight’s member poking against the underside of his gut. “B-but how?” he asked, gritting his teeth.

“Oh,” she said, fluttering her eyelashes. “You’ll see.”

In a single, fluid motion, she turned in a half-circle and slipped underneath him, her knees bending dextrously beneath her. Shining’s eyes widened, then he whinnied, his knees almost buckling as Cadance’s winking marehood slipped right over his rock-hard erection.

He moaned again; for a split second, he felt a sense of stallionhood surge up inside his chest, filling his limbs with strength. It felt so good to be inside Cadance again

And then Twilight rocked her hips against his, withdrawing her shaft a full foot before ramming it back inside of him. Shining cried out, his whole body shaking as his little sister reminded him who, exactly, was the real stallion there.

Every thrust of Twilight’s shaft forced his own member deep inside Cadance, his wife’s warm inner walls welcoming him inside. Each pull of her hips drew him back, the incredible seal created by his tight ring around her cock yanking him backward and teasing his shaft further. Shining groaned as Twilight’s steady pumps, fueled by an alicorn’s strength, effectively fucked his wife by proxy.

He couldn’t possibly be any more turned on than he was right now.

He loved feeling like this—letting his body be used, stuffed, all in order to maximize the pleasure for all three of them. It was a kind of mutual closeness that he hadn’t felt since his wedding night with Cadance: an instant of pure, shared, carnal bliss

The sounds of sweaty, slapping flesh filled the room. Cadance’s moans filled Shining’s ears, his member delving deep inside her folds with every thrust. He heard somepony crying out, whining with pleasure—and then realized that it was him, crying out his wife and sister’s names in alternative order, as he fucked and was fucked by either.

His full belly sloshed and wobbled over Cadance’s back. He could feel his balls churning, heavy with unspent seed. They smacked against Cadance’s rump again and again—though even that sound was drowned out by the heavy double-thump of Twilight’s jizz-filled nuts against his own flank.

He could feel the pressure mounting, both at his own crotch, and—somehow—at Twilight’s. Her shaft bulged and swelled inside of him, bulging his belly out obscenely as the sound of her churning nuts.

When Cadance moaned beneath him, her winking marehood hilted by his shaft, he realized that she was feeling it too—Twilight’s colossal stallionhood was actually big enough to push against her rump through his belly, shoving aside a good gallon of her own cum in order to pleasure Cadance along with him.

That realization brought his pleasure to a full-on, roaring peak. Shining’s head flew back, sweat flying from his mane as he howled in pleasure. “Fuck,” he moaned. “I’m—I’m cumming!”

“Yes!” Cadance howled. Her whole body shook violently, her voice peaking again and again as her orgasm hit. “Fill me up, Shining—oh yes, oh yes, oh yes!”

Shining’s hips jerked forward, his tight ring clenching around Twilight’s shaft as his pressure built. Then the dam broke—his nuts lurched—and he was cumming, snorting as he rammed his tool inside of Cadance again and again, splattering her insides with his seed.

Shining’s own orgasm jerked his flanks tight around Twilight’s girth. She groaned, her whole member bulging inside of him. The cum building inside of her nuts had nearly reached a breaking point—

—and Shining’s ass was the perfect place to unload.

“F-fuck!” Twilight hollered, her whole body ramming into Shining’s. It forced him to hilt fully inside Cadance, his cock spasming inside of her as the pleasure from his orgasm redoubled. His eyes opened wide as he recognized that mounting pleasure against his insides, the growing, swelling sensation inside of his rear.

Twilight squeezed both his flanks hard, clenching her teeth and moaning between them as her stallionhood erupted. It lurched, spasmed, bulging hugely inside of Shining’s ass as it unleashed a tidal wave of her thick, boiling cum inside of him. Shining moaned cutely, his puckered asshole doing his best to slurp Twilight’s load inside of him as she rammed her hips against his again and again.

Wave after wave of Twilight’s hot baby batter splattered against Shining’s insides, globs of jizz painting him white with cum. Shining’s moans reached a fevered pitch, his own orgasm hitting its peak and tapering off before Twilight was even halfway down with hers.

Every shot was easily three times the size of one of his; by the time he finished, it looked like she was still nowhere close to finishing. Twilight’s shaft flexed and erupted inside of him, full gallons of seed flowing inside of him as her seemingly limitless balls did their best to empty themselves inside of him. She unleashed load after load inside of him, filling him up with an incredible amount of cum.

His belly distended, swelling more and more past its already bloated appearance. It pushed past his legs, then began to spill over Cadance’s sides, burying her rump and his stallionhood beneath a bloated, sloshing sphere. Shining’s moans echoed through the room, his whole body held erect as the intoxicating scent of Twilight’s orgasm filled his entire body, jets of her spunk covering every square inch of his insides as she filled him up past the limits of sanity.

Finally, though, it ended. Shining’s chest heaved as all three of them—him, Twilight, and Cadance—collapsed onto the carpeted floor. They coughed, groaned, grunted, sputtered, their hot, damp bodies pressed together as Shining’s and Twilight’s shafts slipped out of their partners’ rears.

Shining closed his eyes, groaned. Upon opening them again, he realized he couldn’t see anything. Well—that wasn’t technically true. A good half of his perspective, though, was blocked out entirely by the huge, white-coated mountain that rose far above the rest of his body. Staring, slightly mesmerized by its slight wobble, he rested a hoof on it and shivered as it sank down by a good inch.

“Mm.” He felt something stirring against his side; glancing over, he saw the top of Cadance’s head snuggling against his big, bloated cum-gut. “Now there’s an excellent pillow.”

“You said it.” Twilight’s voice reached him from the other side; Shining glanced over to see her snuggling into his belly as well, his cum-filled stomach depressing slightly beneath the weight of her head. She yawned, tucked her wings in a bit tighter as she held Shining’s side—as there was absolutely no way she’d be able to reach all the way around his middle in his current state—tight.

Shining groaned. He tried to shift his weight, but he just felt so heavy. He could still make out the softening pillar of Twilight’s shaft out of the corner of his eye; meanwhile, his big, bloated gut had pinned him down to the carpet, keeping him from moving an inch. He sighed. At least the ground was soft, and he had two beautiful mares snuggling beside him.

He grinned, tugging at his bodice slightly. The force of his expanding belly had nearly managed to snap it—but it had bunched up just enough over his chest to stay alive. “Welp,” he said, not even blushing anymore. “That was something.”

“You said it,” Twilight murmured. She smiled up at him, blinking drowsily. “I haven’t gotten to enjoy my big brother like that for ages.” She paused, then smiled slyly. “Or my big sister.”

Shining chuckled. “You said it. Might not even be the last time.”

“Oh,” Cadance said dreamily, “it absolutely won’t be.” She yawned, cuddled into his side. “That was far too much fun.” She offered him an apologetic grin. “We didn’t go too far, I hope?”

“No,” Shining said, almost breathlessly. He shot back a crooked, good-natured smile. “That was...perfect.”

Twilight nuzzled against his side. “Yes,” she said, yawning again. “It absolutely was.”