After Dark Stories

by Seanzilla115

Rating: mature
Tags: Random, Princess Celestia, Sex, Anthro, Main 6, My Little Pony: Friendship is Magic, Alternate Universe, My Little Pony Comic, Other, Romance, Princess Luna, Original Character
Length: 58644

A series of one shots featuring anthro versions of the Mane 6, and many other characters(both canon and fan made)

In the day, many ponies go about their normal, daily lives. But at night and/or behind closed doors, some bring out a rather naughty side of themselves. This also applies to the Mane 6 and their friends. What kind of secrets do they hold? Let's find out, shall we?

(Pairings: varies)

(features a mix of SS2Sonic, Rainic, and a bit of Lil' Miss Jay anthro style ponies)

-All characters are 18 years or older-

(Request are allowed for future chapters. Just one thing...No loli, no yaoi, no vore, no scat, or any other gross fetishes like those. I am though okay with stuff like futa, tentacle, milk lactation, and stuff like those...as long as they don't get out of control of course. And most importantly....No Big Mac! To be honest, getting a bit tired of people pairing him with practically every single mare in the series!)

Chapter 1: Straight, cosplay, lactation, big boobs

Chapter 2: Yuri, futa, orgy, gangbang, breast expansion

Chapter 3: Yuri, orgy, futa, dominatrix(a bit)

Chapter 4: futa, double futa, yuri, strap-on

Chapter 5: fourway, yuri, futa(and the rare double futa), hypnosis, genderbending, impregnation

Chapter 6: breast expansion, yuri, blowjob, paizuri(boobjob), buttjob, orgy, gangbang, nipple insertion

Chapter 7: Yuri, blowjob, paizuri, a bit of buttjob, gangbang, yuri-gangbang

Chapter 8: Yuri, slime, slime tentacles, consentacles, breast expansion, paizuri, futa (only two times), gangbang(or tentacle bang in this case), buttjob

Chapter 9: Yuri, cum-shower, straight, orgy/gangbang, blowjob, buttjob, boobjob, deep-throat(a bit)

Chapter 10: Yuri, straight, cosplay, harem, reverse gangbang for a bit, blowjob, triple boobjob, milk, fisting, masturbating, scissoring

Chapter 11: straight, group, gangbang, sensitive breasts, hidden aphrodisiac, handjob, blowjob, boobjob, buttjob, double penetration, deepthroat(kinda), slight cum-shower at the end, scanty swimsuit

Chapter 12: straight, group, gangbang, yuri, sensitive breasts, handjob, blowjob, boobjob, buttjob, double penetration, deepthroat, slight cum shower, jumpsuits

Published 2015-12-18 00:00:06 UTC
Last updated 2017-03-29 03:59:51 UTC

Campfire Orgy (Mane 6)

Author's Note

This was an old one I did with a friend of mine on google drive, so I figured I might as well post it on here. As usual, all characters are over 18, and anthro. Also, if you're under 18, or not into lemons, best turn away now.

Campfire Orgy (Mane 6)

“Heh...this was a pretty good idea,” Rainbow Dash smirked a bit as she and the rest of her friends were camping out in the orchard within Sweet Apple Acres, the moon already out.

“Yeah. Thanks for letting us camp out here, AJ,” Twilight smiled as she and the others were roasting marshmallows over a campfire.

“No problem, Twi. Ah figured while grannie, Applebloom, and Big Mac are visitin’ Braeburn up at Appaloosa, ah figured we could do somethin’ fun while they're gone,” AJ figured.

“It’s really nice out tonight,” Fluttershy commented as she looked up at the night sky.

“Sure is. The stars are shining quite brightly this night,” Rarity noted.

“Eeyup! And these s'mores a DEELicious!” Pinkie beamed as she ate her s'more in one bite.

“So, we’ve gone through a lot of the typical camping stuff. Camp stories, s'mores...what else?” Twilight asked.

“Hmm… well…” Dash began before she felt a tiny thing of heat go through her system for a moment, causing her to blush a bit before shaking it off, “I...think we haven’t tried truth or dare, but that’s more of a sleepover thing.”

“Well, it could be worth a shot regardless,” AJ shrugged, “And since y’all brought it up, you start us off.”

“Alright. Hmm…” RD pondered as she looked between her friends, “...Twilight, Truth or Dare?”

“Hmm… Truth.”

“Okay…” Dash nodded before grinning slyly, “Have you ever read a dirty book?”

“Uh… w-well, I...ahem, did once from Celestia’s secret collection...but it was on accident!”

“Ahh...alright. Tour turn, Twi.”

“Fine...hmm...Pinkie Pie, Truth or Dare?”

“Dare.”

“Alright. I dare you to…..hmm...dare you to...say the alphabet before me.”

“Okay! ABCDEFGHI…”

“The Alphabet.”

“Hey! Cheater!”

“It was a trick dare, Pinkie. You should’ve seen it.”

“...Shoot you’re right. I should’ve seen that coming,” Pinkie pouted, ‘..Alrighty..fluttershy. Truth..or dare?”

“...U...um...t-truth…”

“Okay then. Have you...ever done the naughty with your coltfriend?”

“....U...um...I-I change my mind. dare,” Fluttershy squeaked, the shy pinkette blushing heavily.

“I dare you to answer that question.”

“....Um...um…” Fluttershy stuttered, blushing heavily, “...Y….yes…”

“Thought so. Your turn.”

“O..okay. U….um….R...Rarity. T...Truth or dare?”

“Hmm… I will say...dare, darling.”

“Oh… u-um… I… I dare you to...t...to...um…”

“Well go on, dear. Spit it out.”

“I...I….” Fluttershy stuttered before blushing, “I d-dare you to strip down to your bra and panties.”

Rarity gasped in response before blushing heavily.

“I-I’m sorry! I...I don’t know where that came from!” Fluttershy yelped, hiding her blushing face behind her hair.

“...No no...it’s alright. I said dare, and I...ahem. Shall accept it,” Rarity spoke as she undid her light purple tanktop first, unbuttoning it as it fell to her sides, showing her lacey black bra that held her moderate DD-low E cups back. She then removed her bottoms next, showing her lacey black panties, “Th...there. It is done...Applejack. Truth or dare?”

“...Uh… Ah say…truth.”

“Hmm…” Rarity pondered before she felt a bit funny, “..Who do you prefer? Stallions, or mares?”

“Uh… u-um… Ah… Ah like both, okay?!”

“Wait..really?” Rarity blinked as she and the others looked at the southern belle.

“...Y-Yes…A-ah like both...l..let’s jest move on. Rainbow dash, Truth or Dare?”

“Hmm… dare!”

“Fine...hmm...ah dare you..” AJ began before she felt a bit fuzzy, “...Ah dare you to kiss Twilight on th’ lips. Tongue and all.”

Dash just blushed in response before looking at Twilight, who too blushed as they looked at eachother. After a moment of silence, the two began to kiss..which soon deepened as (like AJ requested sorta) their tongue’s wrestled for dominance. The other mares just watched this with blushes before the two ended the kiss.

“..Uh...T..Twi, Truth or dare?”

“D-Dare.”

“..Uh…” Dash stuttered as the kiss she and twilight shared started to get to her, “I...dare you to get out of these clothes with me…”

Twilight flushed a bright red before she did so, taking off her tank top to show her white bra, which held back her Modest D, low E Cups. She took her skirt off next, showing her white panties. Dash smiled at this before she took her tank top off, showing she had gone braless, causing the others to blush as her high C cups bounced a bit. She then took her shorts off, showing the lightning yellow panties underneath.

“Wow… real dedicated to becoming a Wonderbolt, Dashie,” Pinkie smiled as Dash discarded her and Twi’s clothes to the side.

"You know it. Pinks?”

“Okay. Fluttershy...Truth...or dare?”

“D-Dare?”

“Alright...hmm…” Twilight pondered, her mind starting to get a bit hazy as she felt a warm feeling in her body, “...I dare you...to lick and suckle those breast of yours for a few minutes~”

“Wh-what?!” Fluttershy squeaked as she held covered her chest...even though it was already covered..

“You have to. It’s a dare after all,” Twilight smirked.

“....” Fluttershy just gave a small whimper in response as she unbuttoned her shirt, showing the forest green bra that was dangerously stretched by her F-G Cups. She reached for the front hook and undid it, letting her breast bounce out into the cold, night air.

“Wow… she’s got the biggest breasts out of all of us,” Dash noted before sighing, looking at her breasts.

“Aw no worries, Dashie. I’m sure your breast will get big...that, or you can have Twilight make them big,” Pinkie suggested.

“...I’ll consider it later,” Dash replied as Fluttershy cupped her breasts and nervously began to lick the left nipple a bit before suckling on it, “Damn girl…”

“Mmmm~” Fluttershy gave a small moan as she suckled off her left breast, pinching the right one soon after. In her mind, she imagined her coltfriend doing this to her, feeling his tongue lick the erect nipples..and feeling his rock hard cock against her marehood.

“Wow...look at her go…” AJ blushed a bit.

“Didn’t think she was the type of mare to..well,do stuff like this…” Rarity blushed.

“Me neither,” Pinkie admitted, the party mare starting to feel a bit wet from just watching as Fluttershy continued to suckle off her breast, switching to the right one as a small trail of white substance dripping off her left erect nipple, “Oooh, she’s got milk already.”

Fluttershy didnt’ seem to listen as she continued suckling her own breast.

“...Uh...okay, Fluttershy. That’s enough,” Twilight stated, only to get more silence in response, making it awkward, “Uh...Dash, AJ? Mind giving me a hand?”

“Uh...s..sure…” Dash muttered, both she and Applejack a bit entranced by the scene.

And with that, Dash unconsciously walked forward, a bit of drool trailing off her lips as she knelt down in front of the breast Fluttershy wasn’t currently suckling on before eventually, the tomboy began to suckle off it.

“Ahhn~~!”

“D-Dash! I said help! Not make it worst!” Twilight exclaimed, a heavy blush on her face.

“Wh-Why is she…” Rarity stuttered, blushing heavily as well at the sight before AJ stood up and walked over, “A-Applejack dear. Please tell me you’re not jo-”

At that instant, AJ took Fluttershy’s other breast and began suckling off it as well, making teh shy mare moan loudly.

“Yup...we lost her to Fluttershy’s milk jugs,” Pinkie stated, her hand unconsciously groping her own breast underneath her shirt, “Though I wouldn’t blame her. Those looks pretty tasty~”

“What is with everypony tonight?!” Twilight exclaimed.

“...I… I think we may be in heat, darling,” Rarity realized, already groping one breast while fingering herself.

“...” Twilight immediately ran for her backpack and pulled out a calendar, seeing a few weeks labeled ‘heat cycle’ ,”...Oh no...you’re right.”

The mares around her just moaned as they teased themselves (Pinkie and rarity), or were being suckled on (Fluttershy).

“Ugh! Why didn’t I see this coming?!” Twilight facepalmed before she felt a pair of familiar pink hands grope her from behind, “Gah~?! P...Pinkie?!”

“Couldn’t help it. Watching AJ and Dashie suckling off Fluttershy has got me really horny~” Pinkie admitted with a slight purr as she began to lick Twilight’s neck a little, causing the alicorn to gasp and moan softly as the excitable pinkette groped her.

“P-Pinkie… I…” Twilight began before Rarity cupped her face, “...R-Rarity?”

“Sorry, Darling. But...and pardon my language, but I am too fucking horny right now to control myself,” was all Rarity said before she kissed Twilight.

Twilight started to struggle, but she eventually gave into her horniness and began to melt into the kiss, not caring if Pinkie undid her bra so she could ‘play’ with the alicorn’s breast. She just moaned as Pinkie did so, Rarity sliding her hand down Twilight's panties and began to tease her marehood.

Things were getting just as steamy with Fluttershy, AJ, and RD as they were in a threeway kiss, Dash groping Flutters’ breast, AJ groping Dash’s flank, and Fluttershy groping AJ’s flank.

Fluttershy let out a muffled moan as Dash squeezed her breast while she had a hand under her skirt, teasing the shy mare’s ‘flower’ while AJ squeezed her flank.

“Oh yea~” Fluttershy moaned, a bit of drool and milk dripping from her lips before Dash pulled her into another kiss, “mmm~”

“Enjoying this~?” Dash asked, separating the kiss.

“H...h..hai~” the normally shy pinkette nodded, her body feeling like it was on fire as waves of pleasure shot through her.

“Yer not the only one enjoyin’ this,” AJ panted a bit, licking the shy mare’s neck while squeezing her flank, “We’re really enjoyin’ squeezin’ them big boobs and flank of yers~”

“Oh… you tease~” Fluttershy moaned.

“Heh...I bet you want something big and meaty in your pussy..don’t ya~?” Dash asked with a sly grin, two of her fingers exploring the normally shy mare’s inner walls

“Ahh~! Y...ye-ahn~!”

“Thought so… Too bad we don’t have any strap ons or anything, otherwise I’d hammer into ya...but…” Dash paused as she looked over her shoulder to see Rarity eating Twilight out while Pinkie fondled her breast, “I think we have the next best thing~”

Meanwhile, Twilight moaned from the pleasure trip she was having from Rarity and Pinkie teaming up on her, her horn glowing faintly from the waves of pleasure shooting through her body.

“Enjoying this, darling~?” Rarity asked, her own horn glowing a bit as she paused from eating Twilight out and began fingering her.

“Oh~ yes~!” Twilight answered, the pleasure already overtaking her as her horn began to glow brighter.

“We thought so, Twilight~” Pinkie giggled as she began pinching Twilight’s erect nipples, causing the alicorn to moan loudly.

“There’s only one thing that could make this better,” Rarity admitted, looking up at Twilight with a sultry look, “If we had something to suck on~”

“S...suck...on~?”

“You know what I mean. Something only a stallion would have~”

“O...oh-ohh~!” Twilight gasped when she felt Pinkie tug her nipples, her horn now glowing like crazy.

“Yes…” Rarity nodded as she looked over her shoulder to see the ‘treatment’ AJ and RD were giving Fluttershy, “And it seems dear Fluttershy wants one as well~”

Twilight managed to get the picture, and then suddenly, she climaxed, causing magic to spurt from her horn and hit both RD and Pinkie, the two moaning as they immediately took their lower garments off just as a large, thick stallion cock grew from their clits, complete with a set of balls.

“...So I get this, and yet my rack stays this small?” Dash complained as Twi blasted her with another dose of magic, making her breasts low E Cups, “...Sweet! Thanks Twi!”

“My pleasure. Now then…” Twilight started before she turned around adn stared at Pinkie’s member, “...damn..I think I made her and Dash’s cocks too big…”

“All the more for me to do..this~” Pinkie smirked as she soon grabbed Twilight’s head and slid her member right in, causing the alicorn to give a muffled gasp before the excitable pinkette began to thrust in and out of her mouth, “Like th-ohh~” she shivered in pleasure when Rarity began to lick and suck her balls from underneath.

“Well, they’re certainly enjoying themselves. Now… why don’t I satisfy your needs, Flutters?” Dash grinned, crawling underneath the shy mare as her thick member lined itself with her ‘flower’.

“A..ahh~” Fluttershy gasped softly as she felt the tip of RD’s member touch the entrance to her marehood, “R..rainbow~”

“Heh…” Dash smirked as she gripped her hands on Fluttershy’s waist and plunged her member right in, causing Fluttershy to moan loudly as the tomboy pegasus thrusted into her, “How’s this feel? Anything like your coltfriend?”

“Aahhn~~!” Fluttershy moaned as she bounced up and down Dash’s member, the normally shy mare too much in pleasure to respond.

“..I’ll take that as a yes~” RD smirked as she looked over at AJ, “Hey AJ, mind trading places with Pinkie for a bit?”

“Sure. But every one of us better git a shot wit’ th’ stallion parts. Only fair game, right?” AJ asked, earning a nod from Dash, ”Thought so.” she then walked over to Pinkie, who was still deepthroating Twilight as Rarity was sucking on the alicorn’s horn, “Hey Pinkie, Dash needs ya to help her out with Fluttershy. Ah’ll take over from here.”

“Aw~... okay. Hey Twi, give AJ one o’ these, will ya?” Pinkie asked, sliding her member out of Twilight’s mouth to let her speak.

“O...of course~” Twilight nodded as Rarity stopped sucking her horn for a moment, letting her hit AJ with a futa spell, the southern belle discarding her clothes as a long and thick stallion cock grew from her marehood.

“..Heh..possibly just as big as Big Mac’s… maybe a tiny bit bigger,” AJ smirked a bit before noticing the looks her friends gave her, “..Ah accidently walked in on him once, it was a moment we tried to avoid talkin’ ‘bout since.”

“I see...well, have fun,” Pinkie waved as she walked over to RD and Fluttershy, the former now pratically fucking the shy mare in a doggy style position, “Hey Dashie, quick question. Wanna feel what it’s like to fuck and get fucked at the same time?”

As Pinkie asked this, she was behind the tomboy as she placed the tip of her stallionhood next to RD’s marehood.

“Wh..what’re y-” Dash began before Pinkie slammed her member into her marehood, “GH~?!”

“This is what I mean. Bet you never expected to feel it before. So… what do you think?” Pinkie asked as RD was still thrusting into Fluttershy, causing her to ride Pinkie’s cock before the excitable pinkette even started moving.

“D..damn-ohh~ Pinkie..that’s..something~” Dash panted, her fingers digging into Fluttershy’s flank as she was getting a bit more wild.

“I thought so. Now let’s get really wild,” Pinkie smirked, plunging into Dash further and began to get just as wild as Dash was.

With Twilight, the alicorn gave a muffled moan as AJ gave herself a buttjob with her flank, the alicorn currently eating out Rarity as the pure white unicorn stroked her friend’s horn.

“I never thought I’d say this, but I think I’m starting to prefer mares over stallions~” Rarity moaned, using her free hand to grope her breast.

“Really? Would Futa mares count?” AJ checked as she moved herself off Twilight’s flank and walked over, offering her member to Rarity.

“...Possibly, yes~” Rarity purred as she gripped Applejack’s member and began to suck on it.

“Thought so… more areas to please~” AJ moaned a bit as she began to move her hips forward, causing rarity to give a muffled moan as Twilight continued to eat her out.

“M...Mmm~!” Fluttershy gave a muffled moan as she was being spit roasted by Pinkie and Dash, the latter taking her mouth while the former was pounding into her flankhole.

“Now this is something else,” Dash smiled, thrusting her member in and out of Fluttershy’s mouth as the normally shy mare’s tongue rolled around it.

“I’ll say~” Pinkie agreed, giving Fluttershy a small smack on her flank, causing her to give a louder moan, “Oh ho~ seems somepony likes getting her flank spanked...and more~”

“How many fetishes can a filly have anyway?” Dash wondered.

“Knowing Fluttershy, she probably has lots,” Pinkie answered before she grabbed Fluttershy’s arms, “But enough talk. Dashie, when I lift her up, take her ‘flower’ again. will you~?”

“I’d be more than happy to,” Dash grinned as she slid her member out of Fluttershy’s mouth.

“A..ahh~ Wh..why’d yo-ahh~” Fluttershy gasped as Pinkie lifted her up, the excitable pinkette still gripping her arms, “Ahhn~! N..not s-” she was soon silenced when RD slammed her member right into her marehood, ”AHN~~!”

“Just relax Flutters. Consider this a means to help satisfy your coltfriend and maybe more~” Dash told her.

“...After this Dash… I… I might go bi,” Fluttershy confessed.

“Oh?”

“y...yes~o..of course I..i’d ask my coltfriend if we can share with wh...who I have in mi-ooh~”

“And who would that be? Would it happen to be Sunset, who’s oddly not here?”

“...Y-Yes…I..I’m sure-ooh~!’ Fluttershy gasped as Dash and Pinkie began to thrust into her simultaneously, the latter still gripping her arms.

“Well then, we’d better make sure you get plenty of practice~” Pinkie purred, licking Fluttershy’s neck as Dash pulled the normally shy mare into a kiss.

Fluttershy moaned as she got banged by her two friends, her breast bouncing and lactating milk as the two double teamed her.

Back with Twilight, the alicorn was giving off a loud moan as she rode AJ, who had her hands on the bookworm’s hips while Rarity licked both AJ’s cock and Twilight’s lower lips.

“Now this is fun,” AJ admitted as she thrusted upwards into Twilight’s ‘flower’.

“I..in-ahn~!indeed~!” Twilight moaned loudly before Rarity groped her from behind and began to kiss her, “Mmm~~!”

“Yea… Ah bet this’d make anyone bi, or prefer mares, norm and futa,” AJ smiled as she felt her cock twitch inside Twilight’s marehood, which soon clamped down on it, “Ugh~ Ah..ah think ah’m about t’ cum~!”

“U...us too~!” Pinkie shouted as she and Dash felt their cocks twitching inside Fluttershy’s lower holes.

And within seconds, the six mares climaxed, AJ getting Twi off so she could shoot her load onto the alicorn’s face and breasts while Dash and Pinkie pulled out just in time as they covered FLuttershy’s face, breast, back, and flank with their load. With this climax, though, Twilight’s horn burst out some magic again, swapping the cocks around so now she, Rarity, and Fluttershy had them.

“Y...you girls had fun with us…” Twilight panted as a sly smirk grew on her and Rarity’s face, “Now it’s our turn~”

“Okay girls, pick your target,” Rarity smiled.

“I call Dash,” Twi immediately smiled walking to the tomboy pegasus.

“I’ll take...Applejack. Rarity, mind helping me~?” Fluttershy asked

“Gladly~” Rarity smiled as they walked to the earth pony.

“Aw~ What about me~?” Pinkie whined, feeling left out before Twilight hit her with another futa blast, “...well, since I can’t take Dashie..I call AJ with Flutters and Rarity!”

“..Oh horsefeathers,” AJ pale a bit as she was surrounded by the three.

“Gangbang?” Pinkie checked with her friends.

“Gangbang~” Rarity and FLuttershy nodded with lustful smirks.

With that, Pinkie took AJ’s head and began to deepthroat her, the southern belle’s eyes widening before the pleasure set in, her hands unconsciously grabbing Rarity and Fluttershy’s members and began to stroke them while she rolled her tongue around Pinkie’s member.

“Cute and all, darling, but you’ll need your lower holes satisfied sooner or later,” Rarity stated before Aj managed to get Pinkie’s cock out of her mouth and began to suck on hers next, “oohh~...I suppose some ‘lubing’ wouldn’t hurt~”

“Y..y-ahh~” Fluttershy gasped when AJ moved onto her cock next, “Very nice.”

At the same time, RD and Twi were deep into a kiss as the former was using her hand to stroke Twi’s member while the Alicorn fondled the tomboy’s breast, their tongues wrestling for dominance inside each other’s mouths.

“You have no idea how long I dreamed of this, Dash,” Twi whispered, pausing their kiss to look at the tomboy’s eyes.

“You’re not the only one,” Dash smiled softly, “...Though, I thought I’d be the one with the cock and taking you, but who’s complaining?”

“We can do a quick role swap after if you want,” Twilight offered.

“...You do realize I’m gonna tear that ass and pussy of yours when it’s my turn..right?” Dash asked with a smirk.

“Yea, and I’ll enjoy every second of it, gorgeous. But for now, how’s about you get to sucking me off~?”

‘..Heh...with pleasure~” Dash smirked as she lowered herself down to Twilight’s member, “But...with an added bonus~”

“Wh-” Twi began before Dasg wrapped her now large breast around her cock and began to give her one wild paizuri, “ahh~~~!”

“Thanks again for the boob booster...unless these’ll get in the way of my flying.”

“O..of course they-ah~ Won’t~” Twilight moaned.

“Good. Now then, sit back and enjoy the show~” Dash smirked as she began to suck Twilight’s cock while still giving her the wild paizuri.

Back with AJ, Pinkie and Fluttershy were banging her lower holes while Rarity took her mouth.

The southern belle gave a few muffled moans as she was ‘assaulted’ in all three of her holes, her DD Cup breast bouncing around madly.

“Never imagined I’d have this much fun~!” Pinkie giggled with a slight moan as she hammered into AJ’s marehood, “..I think I’m a bit thirsty~” she then took on of Aj’s left breast into her mouth and began to suckle, causing the southern belle to give a loud, yet muffled moan.

“Looks like fun,” Fluttershy admitted, “M..may…?”

‘No. You already had your fill when you suckled off your own breast,” Pinkie stated, pausing for a moment before she switched to AJ’s right breast.

“Oh…” Fluttershy whined before Rarity cupped her face, “R..Rarity?”

“You can suckle from mine, darling. I wouldn’t mind at all~” Rarity purred as she offered one of her breasts to the shy mare.

Normally she would decline, but she was feeling too much pressure to care as she managed to lean over AJ and began to suckle off Rarity’s left breast.

“That’s a good filly,” Rarity smiled softly as she resumed thrusting into Aj’s mouth, the cowpony giving off more muffled moans as Pinkie continued to suckle off her breast while she and Fluttershy continued to pound her lower holes.

Back with Twilight and Dash, the two were now sharing an opened mouth kiss as the former was thrusting into the tomboy’s marehood while in a missionary position. The moans got even louder when they reached their climax, Twilight pulling out in time to cover Dash in her seed.

“Nice… tasty, but next time… don’t be afraid to shoot it inside,” Dash told Twi, the tomboy tasting some of the cum that landed on her.

“Right..now..” Twilight paused as she used a spell to switch her cock over to RD, “It’s your turn, Dash~”

“Finally,” Dash smirked, plunging right in..or rather up since Twilight was on top of her.

“Ohh~! oh~!” Twilight gasped as she began to ride the tomboy’s member,the alicorn groping herself as she did so.

“This is awesome,” Dash smirked, placing her hands on Twilight’s waist as she thrusted into Twilight’s marehood, her fingers digging into her flank, “Likey?”

“L..likey~!” Twilight moaned loudly.

Back over with Aj, the three inside here were on the verge of climax as their cocks twitched inside all three of her holes.

“I think it’s time, girls,” Pinkie smiled, the excitable pinkette starting to get tired as sweat dripped off her body.

“Indeed…” Rarity panted.

“Ahh~ G..girls..i..I’m…”

“AHH~!” All three moaned in unison as they immediately pulled out, covering the southern belle in cum as it covered her face, breast, back, flank, and the rest of her body.

“Ah~... now that… was...somethin’,” AJ panted as all four collapsed on the ground, completely exhausted and Pinkie, Rarity, and Fluttershy’s members disappeared.

“i...indeed...it was…” Rarity panted, “...We should do this again sometime.”

Meanwhile, Dash was plowing Twilight doggy style, gripping her flank hard as she pounded into her.

“Ahn~! D..dash~! I-ahn~!” Twilight moaned as she was hammered into by the tomboy.

“Same here, Twi… take it...” Dash grunted, the tomboy pretty much on the verge of climax.

“G..give it...give it to me~~!”

“G..GAH~!/AHN~~!” the two moaned as they climaxed, Dash shooting rope after rope into Twilight as the alicorn released her juices all over Dash’s cock.

“..S...sorry...I...oh man..” Dash groaned as she and Twilight collapsed, the tomboy’s member disappearing once they hit the ground.

“I-It’s okay,” Twilight panted, getting an idea before pulling off one last spell to create dildos each of the mares’ respective colors, “...Just in case we wanna try this again.”

“G...good...good idea…” Dash grinned a bit as all 6 finally started to fall asleep, their energy completely spent after that huge ‘session’ they had, but not before each taking their own dildo for later.

The next morning, Twilight was the first to wake up as she slowly opened her eyes, seeing Rainbow Dash laying right next to her. However, instead of being surprised, she just smiled happily, recalling the events of last night.

Dash soon yawned as she began to wake up as well, seeing Twilight smiling at her, “...Morning, Twi.”

“Morning, Dash,” Twilight smiled, the two kissing for a moment, “How’s my favorite pegasus?”

“Alright..and still horny as hell,” Dash smirked before she noticed something, “..Hey. Where’d the others go?”

“...No idea,” Twilight admitted, seeing they were gone before she and Dash noticed they still had their magic dildos, “...looks like they left.”

“Yea...but what can ya do? It’s their heat cycle, so they’ll most likely find somepony to have some fun with...knowing Fluttershy, it’ll be her coltfriend,” Dash shrugged.

“Point taken,” Twi admitted, but smiled seeing Dash was still wet, “Then again, it’s our heat cycle, too, so…”

With that, Twi put her dildo in place, the toy turning into her stallionhood, a slight smirk on her face.

“Shall we pick up where we left off~?”

“Oh yeah,” Dash smiled.

After Gym 'session' (Lyra X Bonbon)

"Phew...what a day," Bonbon exhaled as she walked into her and Lyra's shared home, wiping some sweat off her head with a towel she had bought with her, "Lyra, I'm home!" she called out, only to get silence in response. "...Guess she's still out."

She then sat down on the couch, dropping her bag to the floor as she let out a bit of a sigh. She decided to go to the gym today, and invited Lyra to come along with her, but she refused because she had something planned for today. While she respected her wishes, Bonbon hoped Lyra would've come with her. In fact...Lyra had been pretty busy as of late. But with what exactly?

"Lyra..." Bonbon whispered before she gave a slight yawn. "...Maybe I'll take a quick nap before I head into the shower. I want to at least..." She paused as she yawned again.

However, unknown to the creamish-colored mare, Lyra was hiding out in the closet, a bit of a sly grin on her face as she forced back a chuckle. She had something special planned for Bonbon, and wanted to surprise her.

“...Lyra, I can hear your breathing.” Bonbon sighed.

“?!” Lyra tensed at that. “...Damn it.”

“Might as well come out…” Bonbon told her, her eyes still closed a bit as Lyra walked out of the closet, “You really upset me by not coming with me.”

“I was...busy,” Lyra explained.

“I thought we promised no more secrets?”

“We did. I just wanted this surprise to be special...more or less,” Lyra replied as she walked over to her friend/roommate.

“Lyra. At this point, nothing will surprise me,” Bonbon deadpanned. “I’ve been molested by a slime girl, I got eaten by a snake, a big-ass one, mind you, and I had to fake being a bride to an asshole indicator.”

“...I sometimes forget you’re a spy.” Lyra sighed a bit as she sat next to Bonbon. “You and that dictator didn’t…”

“Thankfully I kept it to blowjobs,” Bonbon replied. “I had to rescue Discord from this asshole caribou who planned to turn all the mares on the planet into sex slaves.”

“Woah, wait, what?!” Lyra gawked at that.

“Trust me. If I didn’t rescue Discord in time, your horn would’ve been chopped off and be used as some caribou’s sex toy,” Bonbon stated in a serious tone.

“...I….I….I see….” Lyra slowly nodded. “..well if I had to be a sex toy...I'd rather be yours~”

“Excuse me?” Bonbon blinked as Lyra leaned in close to her.

“You know at this point I love you...right, Bonbon~?” Lyra purred, whispering it into the creamish-colored mare’s ear. “Remember in the dream world we both wanted to be joined to the hip?”

“...That was still freaky, but yeah.” Bonbon slowly nodded. “I loved it.”

“Good~” Lyra smiled sensually, using her magic to lift Bonbon’s sports bra up, letting her luscious melons out into the open.

“Ahh! L...Lyra!” Bonbon exclaimed in a bit of surprise as she covered her chest. “What’re you…?”

“You’re a spy. You figure it out~”

“...You want to fuck...ok, I’ve had thousands of men and women before.”

“Of course…” Lyra nodded slowly as she took her own top off, letting her not as large, but supple breasts out into the open. “...Hold on...you’re not a mom, are you?”

“...Lyra, what did we agree on?”

“...Never ask about your age.”

“And not to keep secrets,” Bonbon added. “Now wanna see how to really have sex?” she asked, touching her before blinking when she reached her marehood, feeling something hard underneath her skirt.

“Surprise~”

“Is...is that a…” Bonbon blinked.

“A cock? Yes.”

“...How did you…?”

“Learned a futa spell from a spell book I bought at this adult shop in Canterlot,” Lyra explained as she stood up, taking off her skirt before moving onto her panties, letting her “rod” stand out in the open at full mast. “It’s temporary, though, and only lasts for the night.”

“I...I see…” Bonbon noted, a bit shocked at this, but also a little bit entranced as she looked at Lyra’s cock.

“Like what you see~?” Lyra teased.

Bonbon could only nod in response, the creamish-colored mare unintentionally crossing her legs as a bit of a wet spot started to form in her gym shorts.

“...Wanna do it with my clothes on?” Bonbon offered.

“But how will I…?” Lyra started before Bonbon tore a hole open in her gym shorts, exposing her butt and marehood. “Oh…”

“Also, you need to do it raw or not at all,” Bonbon added as she turned around and leaned forward on the couch. “Now...choose your hole so we can start~”

“...Hmm, why choose...” Lyra began before using a spell on herself, causing her temporary cock to split into two. “When I can take both~”

“...What kind of spellbook was that?” Bonbon whispered before Lyra gripped her waist, causing her to tense a bit as the unicorn mare rubbed her twin members against both of her lower holes. “Ahh~”

“Feels good, doesn’t it?” Lyra purred. “It’ll feel even better once they’re both inside~”

“Y...yeah~” Bonbon moaned a bit as Lyra continued to teasingly rub her cocks against her lover’s holes, Bonbon’s hips moving back to urge Lyra’s cocks inside her.

“Heh. Well...since you want it so bad, then…” Lyra began, positioning both her temporary members so they were aiming at Bonbon’s waiting holes. “Here it is~”

With that, Lyra slowly but forcefully thrust her rock hard “rods” into Bonbon’s pussy and flank-hole, causing Bonbon to cry out with pleasure as she was doubly filled. Lyra smirked a little as she started to thrust her cocks into Bonbon at an even pace, the creamish-colored mare moaning loudly while the mintish-green unicorn rode her like a dog, her large breasts swinging back and forth each time Lyra pulled in and out of her.

“Heh...better than a strap-on, huh~?” Lyra whispered into Bonbon’s ear, giving it a slight nibble as one of her hands reached for Bonbon’s luscious melons.

“Ahh~! I...I will admit...yes…” Bonbon panted, letting out another moan as Lyra gripped and began to squeeze her melon-sized breasts.

“Good. Then that’s two things I’ve managed to accomplish tonight.” Lyra grinned as she squeezed her friend/roommate’s breasts, “milking” them as she pinched and tugged a bit on the erect tan nipples. “Let’s see if we can go for three~”

“Heh…if you’re trying to milk me, g-go ahead...try it~” Bonbon challenged with a daring and lustful grin.

That was all the impetus Lyra needed to squeeze and pinch Bonbon’s nipples harder as she continued thrusting into her, building up speed and force as she moved. Bonbon panted and moaned out as Lyra continued to slam into her lower holes while squeezing her melon-sized breasts roughly. After a while, the two switched positions, and then Bonbon was bouncing up and down on Lyra’s cocks, her ample bosom bouncing as well in front of the mintish-green unicorn mare’s face while her shapely flank jiggled each time her hips collided with Lyra’s lap.

‘Ahh...mmmf~! Damn...didn’t realize I was this horny t-’ Bonbon mentally began before Lyra placed her mouth over one of her puffy, erect tan nipples, earning another moan from the creamish-colored earth pony mare before the unicorn mare’s hands found their way back to her supple rear, giving the cheeks a bit of a firm squeeze, “Ahh~! Damn...somepony’s getting frisky~”

“You bring out the animal in me,” Lyra purred teasingly, moving harder and faster inside Bonbon before softly biting Bonbon’s nipple, earning a loud moan of pleasure from the mare as she instantly climaxed, spraying one of Lyra’s cocks and the couch in her juices. ‘Oh ho~ somepony’s sensitive around the nipples~’ She didn’t have too long to savor this triumphant thought, as she felt Bonbon’s marehood squeezing the cock inside from her orgasm, pushing Lyra towards her own climax. After a few more hard thrusts, Lyra cried out as she came, too, her cocks releasing copious amounts of spunk inside both of Bonbon’s lower holes, some of it spurting out and landing on the couch and floor.

“Wow . . . and you have these all night?” Bonbon asked.

“Eh...eheh….yeah…” Lyra panted heavily. “Unfortunately...if I have both out at the same time after I cum...I get really exhausted, and the time they’re out is cut short.”

“...How short?” Bonbon asked before yelping a bit as the two cocks in her lower holes disappeared.

“Like that…” Lyra replied, giving a bit of a sheepish chuckle before she noticed the look Bonbon gave her. “....Uh….why’re you looking at me like that?”

“Don’t think you’re getting off this easily, Lyra Heartstrings.” Bonbon frowned as she got off of Lyra’s lap and reached down to under the couch, pulling out a box of sorts.

“....Uh….what’s in there?” Lyra slowly asked.

“You’ll see . . .” Bonbon replied in a whimsical singsong voice.

Lyra just blinked in confusion at that as Bonbon opened the box, the unicorn’s eyes widening a bit when she saw her pull out a strap-on. But...the reason she was shocked at the moment was the nearly foot-long stallion cock attached to it. “....Wh...where...did you get that?”

“You’re not the only one who went shopping.” Bonbon grinned, almost sadistically, as she donned the strap-on. “They called this model the BIG-mack~”

Lyra gulped audibly, though whether it was with trepidation or lustful anticipation, she couldn’t quite say.

“In fact...let’s lube this up a bit~” Bonbon stated as she climbed up onto the couch, making sure her “cock” was facing Lyra’s face. “Suck it~”

To Lyra’s own surprise, she obeyed without hesitation, taking Bonbon’s strap-on cock between her lips and sucking it into her mouth, both sets of lips drooling with desire from Bonbon’s newly domineering attitude. Bonbon didn’t waste anytime as she moved her hips back and forth slowly, causing her “cock” to slip in and out of Lyra’s mouth, placing a hand on the unicorn mare’s head to keep her steady. It would also do as excellent leverage when she really started going to town on her friend/roommate, the creamish-colored mare now practically deep-throating the unicorn mare.

‘Note to self: try to get my stamina up when I try that again on Bonbon,’ Lyra thought before Bonbon pulled out, her strap-on cock practically drenched in Lyra’s drool and spittle. “Gah...damn...you were getting really rough there, Bonbon.”

“Oh, you haven’t seen nothing yet, Lyra~” Bonbon grinned as she got down off the couch, but not before lifting Lyra up by her legs, her “member” practically brushing against Lyra’s pussylips. Lyra gave a small gulp as she looked down at the massive “cock” ready to penetrate her pussy, both in a bit of anticipation, and slight fear. “Don’t worry, I’ll be gentle . . . unless you don’t want me to be . . .”

“...G...go right ahead,” Lyra managed to get out. ‘I’m most likely gonna regret saying that, aren’t I?’

Bonbon smirked and thrust inside Lyra in one smooth, fluid, powerful motion, plunging deep into her marehood and spreading her lower lips wide around Bonbon’s strap-on phallus. Lyra let out a loud scream of shock and pleasure at the action as Bonbon began to roughly thrust her cock into her, the tip of it almost kissing her womb as her fairly large breasts bounced in front of Bonbon’s face. However, Bonbon had other ideas as with one swift motion, she turned Lyra around and held her legs up, making sure they were practically over her head as the creamish-colored mare continued to dominate her friend/roommate, Lyra screaming with ecstasy as Bonbon drove roughly and forcefully into her.

‘Ahn~~~! Damn...I knew I’d be regretting this..but Celestia-damn, does it feel so good~!’ Lyra mentally screamed out, her eyes nearly rolling into the back of her head as her tongue stuck out of her mouth.

“Told you I was gonna show you real sex~” Bonbon whispered into Lyra’s ear as she continued to ram her “member” up Lyra’s now-soaking-wet pussy. As if on cue, Bonbon began to get rougher and wilder in her thrusts, making sure to bury her strap-on cock in Lyra’s snatch, a bulge nearly evident around the mint-ish green unicorn mare’s stomach area.

“Best sex ever~” Lyra moaned, delirious from sheer lust and pleasure as Bonbon sped up her pace.

After a few more minutes of wild thrusting, Lyra was nearing her climax as her pussy clenched down onto Bonbon’s “cock” as she felt endless waves of pleasure shoot through her body. Bonbon drove even deeper and harder into Lyra’s marehood, feeling her own orgasm approaching as she continued. After a few more hard thrusts, both Lyra and Bonbon screamed out in pure lust and pleasure as they climaxed in unison, the former spraying out a lot of her fem-cum all over the floor and Bonbon’s “cock” while the latter creamed her strap-on, the “cock” attached to it releasing a sort of cum-like substance into the mintish-green unicorn mare.

“...Was that…?” Lyra began with a pant.

“No...it’s almost like it...to add a sense of pleasure, but none of... the high risk of impregnation…” Bonbon panted heavily as she plopped Lyra back down on the couch, “Also….we….are….even.”

“Y….yeah….” Lyra nodded in a tired manner. “. . . That was . . . incredible . . .”

“Best surprise ever...huh~?” Bonbon asked as she laid next to Lyra.

“Y...yeah…” Lyra nodded slowly, too tired to get back up. “...Want to….do it again….tomorrow night?”

“Depends...on how wild...you want it...to get…” Bonbon answered.

“Locker room...at the gym...when nopony else is looking?” Lyra suggested.

“Sounds like a plan,” Bonbon replied, smiling at the thought.

“Glad you like it.” Lyra smiled back.

Author's Note

Took quite a while to finish this one, but thanks to a few friends of mine, it's finished.

Private Spa 'fun' (Silver Hawk X Fluttershy X Vinyl X Octavia)

Author's Note

Pretty much got the idea for this one shot after looking at a pic by Indigosfmworks. Hope you enjoy, and if you have any request for a one-shot, either send me a note, or put it in the comments section.

Private Spa 'fun' (Silver Hawk X Fluttershy X Vinyl X Octavia)

Fluttershy gave a content sigh as she laid in the soothing waters of the spa. She had received some month long passes to an exclusive spa/resort, and she invited her friends and coltfriend to come along with her. Needless to say, everypony was having a blast. Applejack, Pinkie, and Rainbow were having some fun at the beach while Rarity and Twilight were relaxing at the spa, leaving Fluttershy along with Silver Hawk.

Speaking of said stallion, he needed a vacation after all the late nights at the hospital doing paperwork and such, so he was glad when his marefriend invited him to come along. Plus his parents were in town, so he knew Timid and her friends were in good hands.

“Ahh….I need this,” Silver Hawk sighed a bit as he sat in the spa pool he and Fluttershy reserved a few minutes ago.

“Glad you’re enjoying yourself, Silver-kun,” Fluttershy smiled softly as she moved in a bit closer to him.

“I am,” Silver nodded as he leaned in a bit, “Don’t get me wrong, I love working at the hospital. it’s just...the late night shifts have gotten too much for me to handle lately.”

“I know,” Fluttershy nodded, a small worried look on her face, “Timid-chan told me you looked so tired when you came home.”

“Hai,” Silver nodded slowly, “...Don’t get me wrong. I love working at the hospital...it’s just...lately things have gotten stressful.” He then turned towards her, a small soft smile on his face, “But let’s not stress on it. I just want to enjoy my vacation with you, my shy-angel.”

“Silver-kun…” Fluttershy blushed, smiling a little at him.

“Heh…” Silver chuckled a bit as he stood up, ”I’ll be right back. I’m gonna go get something from our hotel room.”

“Okay,” Fluttershy nodded as Silver Hawk walked off.

The shy pinkette gave a soft smile as she leaned in a bit in the soothing water. As she did, she recalled all the times she and her coltfriend spent together. The dates, the nights they’ve spent together, it was all good, but...recently in bed, she felt as if something was...missing. but what though?

“Cannonball!”

“Hmm?” Fluttershy blinked, losing her train of thought as someone jumped right into the pool, “Kya!”

“Ugh...honestly, must you do that everytime we come here?” a second voice groaned.

“You expect me not too?” the figure that landed in the pool countered as they poked their head out the water, revealing a white Unicorn mare with wild electric blue hair, wearing an light blue two piece swimsuit with yellow circuit lines on it, “You know how I am when we come here, Tavi.”

“Vinyl...I...ugh,” the dark grey mare with long black hair sighed before she was pulled in by the unicorn, “Vinyl!”

“Come on, Octavia. Relax a…” the unicorn began before she noticed Fluttershy, her hair currently over her face, “Oh hey. We got us a spectator...yo.”

“What?” Octavia blinked before she noticed Fluttershy as well, “...Vinyl, what time did you set us on for this?”

“...Uh…”

“You got it mixed up again, didn’t you?” Octavia frowned.

“Umm, time..?” Flutterhy asked, catching their attention, “Isn’t this…”

“Oh who cares, Tavi. It’s not like I never did it to you in front of an audience before,” Vinyl grinned, taking a moment to look at Fluttershy, “Though...I do admit this one’s got quite the body on her.”

“Umm…” Fluttershy blushed at that, “...I’m flattered.”

“Vinyl, I’m not doing it in front of…” Octavia began.

“Then you don’t get it for a month.”

“...That’s not fair.”

“Them’s the rules, babe,” Vinyl shrugged as she leaned against the edge of the pool, “Besides, who wears the pants in the relationship?”

“...you do.” Octavia groaned.

“What was that? I couldn’t hear you.”

“You do, Vinyl Scratch.”

“Damn straight. Now strip.”

“St-strip?!” Fluttershy squeaked out as Octavia began to take off her black one-piece swimsuit that hugged her developed figure rather well, “?!”

“Now give us a little dance,” Vinyl smirked.

“Fine,” Octavia nodded as she began to dance a bit for her, almost like that of a belly dancer.

“Umm, Fluttershy. Sorry but I think I forgot the room….” Silver began, coming in before blushing at the sight before him, “...Uh…”

“Oh look. Another guest.” Vinyl noted, quickly behind Silver.

“Gah!” Silver yelped a bit in surprise before he ended up falling into the pool.

“Oops. Sorry, dude.”

“Oh my…” Fluttershy whispered as she swam over to check on him, “D-daijoubu, Silver-kun?”

“I am,” Silver responded as he stood up, “Though...I have a question. Why’s there someone else here? I thought…”

“Keeping these though,” Vinyl grinned, holding Silver’s swim trunks.

“Huh?” Silver blinked before looking down, seeing he was now pants-less, “Ahh! O-oi oi!”

“Tavi, hot dog.” Vinyl ordered as Octavia was instantly in front of Silver Hawk and started licking his cock.

Silver tensed up a bit at this, a heavy blush forming on his face as the dark grey mare stroked and licked his member.

"O...oi. y..." Fluttershy began.

“What are you doing? He’s your man, join in,” Vinly said, pushing Fluttershy down and pressing her lips against his cock.

“G-gah~” Silver gasped out from the sudden action.

Fluttershy blushed a bit at this, her eyes starting to close half-way as she began to suck on her stallionfriend’s ‘rod’.

“Nobody look at me. By the way I’m gay.” Vinyl pointed out, “But don’t mean I don’t like making my girl fuck dudes.”

“What?” Silver blinked as Octavia groaned.

“Vinyl...you make it sound like I’m a...ahem, prostitute from how you said that,” Octavia stated in slight annoyance.

SLAP

“Ow…” Octavia groaned rubbing her butt.

“I did not give you permission to speak. Keep licking and sucking.”

“R...right,” Octavia nodded as she eventually joined Fluttershy in sucking on Silver Hawk’s ‘rod’.

“Forgive her. She acts all willful, but she’s a bitch who loves being abuse,” Vinyl said to Silver Hawk.

“S...sok-ahh~” Silver groaned out, feeling his rock hard cock before licked form both sides by Octavia and Fluttershy, ‘Th...this has to be a dream, right?’

“Nope,” Vinyl grinned, walking behind the stallion before sticking her finger in Silver’s ass.

“Ahh!”

“Still think it’s a dream?” Vinyl grinned, taking her finger out of Silver's flank.

“...No.”

“Good...because enjoy it. You got yourself two hot and sexy mares to enjoy at the moment, buddy,” Vinyl grinned, “So sit back and enjoy. Oh and if you get Tavi pregnant, you’re dead. Got it?”

“N...noted,” Silver nodded, gulping a bit at that last part.

“Good. Tavi, wild bronco.”

“...you ever rode him before?” Octavia asked Fluttershy.

“O...on a few occasions, y-yes,” Fluttershy nodded, blushing still as the two mares stopped sucking on Silver Hawk’s member, “Wh-why?”

Octavia then push them down and straddled Silver Hawk.

“...E...eto…” Silver blushed a bit from the look Octavia gave him, his ‘rod’ twitching a bit against her shapely rear.

“Do you like my ass or my pussy?” Octavia said blunty.

“...W...well...you do have quite a big butt…” Silver admitted.

“I see...well, ass it is then.”

“I’m sorry wh-Ack!~” Silver gasped out as Octavia grabbed his member and positioned herself over it so it would go into her anal entrance. before Silver could say anything, Octavia pressed herself down on his cock, causing it to go into her ass, “G-gah~!”

“Heh heh…” Vinyl chuckled as she watched Octavia riding Silver Hawk. She then looked over at Fluttershy, the pale yellow pegasus blushing as she unconsciously played with herself as she watched, “Hey...you like tongue?” she asked

“Wh…” Fluttershy began before Vinyl eyes glowed red and a large serpent like tongue came out of her mouth, “Eh...eh?! H...how…?!” she began before she looked into Vinyl’s eyes and her eyes went red as well and a tongue as long as Vinyl’s came out, “...”

“Just relax...and enjoy it~” Vinyl purred as she lowered herself down to Fluttershy’s waist and removed the bottom part of her soft forest green two-piece swimsuit before she could resist, “Damn girl...you’re wet. And that makes it easy~” At that, her tongue went inside Fluttershy’s pussy, “Taken.”

Fluttershy let out a soft moan as she felt Vinyl’s tongue explore the inner walls of her ‘flower’ before it punched her womb, causing Fluttershy to moan as her wings became bat-like.

“N...Nani?! Wh-gh!” Silver grunted from the tight grip Octavia’s ass had on his member.

Vinyl then bit Fluttershy as fangs were briefly shown. As this was happening, the shy mare’s moans started to become less soft, and more wild as her hair started to become a bit wild looking.

“There. Better?” Vinyl asked as she stood up.

“Much~” Fluttershy purred out, a rather lustful look on her face.

“Tavi get the hell off, Flutters here wants to ride him.”

Octavia just nodded as she moved off Silver Hawk, an audible pop filling the air for a second as the dark grey mare backed off from the snow-white pegasus, his member twitching more as pre-cum leaked from the tip, which Fluttershy’s long tongue quickly claimed.

“Mine~” Fluttershy whispered as her long tongue trailed around her mate’s cock and licked up the pre-cum, “Mmm~”

“F..Fluttershy...wh...what happened to…?” Silver began, panting a bit before he gasped out when Fluttershy bit his cock while sucking it, "Gh?!"

“Blood and cum, nice combo,” Vinyl nodded.

“Why is she acting like this? What did you do?” Silver demanded, blushing heavily as his marefriend continued to blow him.

“Oh sorry. I’m a Batpony,” Vinyl informed as a pair of batwings popped out of her back.

“B...batpony?”

“Yup,” Vinyl nodded, “Sensed a bit of batpony in your gal here and...well, congrats. You practically have a succubus on your hands.”

Silver would’ve responded, but he was starting to feel too good at the moment as Fluttershy continued to give him a blowjob, the normally shy pinkette groping and squeezing one of her large boobs as she did so.

“She’s focused purely on sex,” Vinyl giggled as Silver Hawk looked into her and Fluttershy’s eyes, going into a daze.

“S...sex…” Silver whispered, his eyes glazing over.

“Too bad you're taken. I think you would be quite the catch,” Vinyl sighed, “Tavi please me.”

“Right,” Octavia nodded as she walked over to Vinyl.

“Flutters, you do whatever with your little boy toy here. I’m gonna be busy with my gal,” Vinyl stated.

“Hai,” Fluttershy replied as she looked at the hypnotized Silver Hawk while sitting down at the edge of the pool, discarding her remaining piece of clothing, “Silver-kun...pleasure me~”

“H….hai,” Silver nodded as he stood up and walked over. When he got in front of the pegasus turned batpony, he pressed his lips against hers as the two began to share a passionate, yet lustful kiss as their hands explored each other’s bodies.

“Damn...look at the go,” Vinyl noted as Octavia groped her from behind, “...Also, you call that groping, Tavi?” she then blurred behind Octavia and groped her sizable breast form behind, “This is how you grope~”

“Ahh~” Octavia moaned out as Vinyl fondled and squeezed her breast.

“Where do you want it?” Vinyl whispered into Octavia’s ear, the dark grey mare feeling something hard pressing against her rear, “Pussy, or ass?”

“Both.”

“Both eh? Heh...you kinky bitch,” Vinyl grinned.

“J...just shut it and rut me already.” she said before feeling two hard cocks against her.

“Fine…” Vinyl grinned as she lifted Octavia up by her legs, positioning her over the two rock hard ‘rods’ she had, “You asked for it~”

With that, Vinyl slammed both cocks up into Octavia’s marehood and ass, causing the dark grey mare to moan loudly as Vinyl began to thrust into her in a fast pace, causing her breast to bounce each time she went in and out.

Back over with Silver and Fluttershy, the two were in a 69 position as Silver Hawk was eating out the normally shy pinkette’s pussy while Fluttershy was giving him a paizuri, sucking on the tip of his member each time it popped out between her ample bosom.

“Mmm~” Fluttershy moaned as she tasted every inch of her mate’s cock, feeling it twitch as Silver was close to release.

Silver Hawk gasped out as he continued to eat Fluttershy out, his tongue exploring her inner walls as his chin brushed against her clit. He soon felt Fluttershy tensing up, indicating she was close as well.

Eventually, the two cried out as the came, Silver releasing his load as his seed spilled over Fluttershy’s face and breast while Fluttershy’s fem-juices sprayed over Silver’s face.

“Umai~” Fluttershy purred, licking up the cum on her face and breast, “More ~”

“Want to be the fucker and not the fucked?” Vinyl asked, Putting Octavia down for a moment, “I got a special trick for just that."

"...Show me."

“Cool. Follow my lead.” Vinyl said as they both went to Silver and bit his neck.

Silver tensed a bit as his body began to change..in more ways than one. Aside from his wings turning into bat like ones, his body started to become more female in appearance. his face started to contort into a more feminine look while a pair of breast began to grow out of his chest, stopping until they were almost a cup-size or two shorter than Fluttershy’s and Octavia’s. His member and balls soon began to shrink until they were soon replaced with a pussy and clit.

“You like?”

“No...I love it, much better,” Fluttershy smiled a bit as she looked at the now female silver Hawk, “isn’t that right, Grey Robin?”

“Hai, Fluttershy-sama,” Silver Hawk/Grey Robin nodded slowly.

“Good. Glad ya like it,” Vinyl smirked “We are naturally dominant and we like being the ones with the ‘dick’ with these sluts.”

“So it’s permanent?” Fluttershy asked.

“Yup.”

“Good. I’ve been feeling something’s been missing recently, and you’ve helped me with it.”

“Ahh cool. So I did ya a favor,” Vinyl grinned.

“Yes...go ahead have the first go at her.”

“Sweet,” Vinyl smirked, “You can go ahead and have some fun with Tavi. I’m gonna show this little robin here a few things.”

“Just save enough for me.”

“Gotcha,” Vinyl nodded as she looked over at Grey Robin, “Hey.”

“Hai?” Grey Robin spoke, looking at her.

“Got something for ya.”

“Hmm? What is it?”

“See this?” Vinyl asked, pointing to her now single cock, “Until you learn to be a proper slave to cock, Fluttershy won’t want you. Understand?”

“H-hai!” Grey Robin nodded, “I don’t want to lose Fluttershy-sama’s love!”

“And you don’t want to go back to being that male who can’t satisfy her right?”

“N...no. I don’t want to go back to being a male.”

“Good girl.” ‘Man...this guy’s dedicated to her...I like that.’ Vinyl thought with a grin “Now look.” she said showing Fluttershy who forced her tongue down Octavia’s throat, “See that?”

“H-hai.”

“That’s a proper slut. Now show me your eagerness,” Vinyl ordered, “We’re going to train you till you don’t even remember you old male life 5 seconds ago.”

“R...right,” Grey Robin nodded as she looked straight at Vinyl’s member. She gave a slight gulp before she grabbed it and began to stroke it.

“Nah nah...you gotta lick and suck on it.” Vinyl scolded. “For that mistake.” she grinned as the cock grew larger.

Grey Robin’s eyes widened at the size of it, her blush increasing a bit more. She then began to slowly lick Vinyl’s rod’, occasionally sucking on it.

“Deeper.”

Grey Robin nodded as she forgoed the licking and began to suck on Vinyl’s cock more, the snow-white batpony mare starting to moan a bit as she tried to fit more of it into her mouth.

“That’s it...that’s what I’m talking about~” Vinyl smirked, placing her hand on Grey Robin’s head as she thrusted a bit into her mouth, “Whose your daddy~!”

“Mmm~~!”

With Fluttershy and Octavia, the two were now in a scissoring position as the former was dominating the latter, rubbing her pussy harder and harder against Octavia’s before climaxing and a cock grew from her.

“Enjoying yourself?” Fluttershy asked, a small grin on her face as she looked at the panting Octavia, “If so, don’t worry. There’s more to come~”

Octavia then pressed her away as she got up and kick Grey Robin off her Vinyl.

“Woah. What’s gotten into you, T-?” Vinyl began before Octavia tackled her to the ground, “Woah!”

“She’s too rough with me,” Octavia said as she laid on top of Vinyl.

“So? I’m rough with ya as well,” Vinyl countered, her cock sandwiched between Octavia’s butt cheeks, “So what’s the difference?”

“You’re a bit more gentle when you do it.”

“Oh…” Vinyl blinked at that before she looked over at Fluttershy and Grey Robin, the former practically getting rough with the latter as she slammed her cock into her mate’s pussy and pounded into her, the normally shy pinkette using her long tongue to lick on Grey Robin’s erect nipple, “...Well damn.”

“Whose a whore?!” Fluttershy snarled, pounding harder and harder into Grey Robin, “Whose my bitch?!”

“I-I am, Fluttershy-sama~~~!” Grey Robin moaned out.

“...Maybe changing her into a batpony was a bad idea,” Vinyl sweatdropped a bit “Then again, she had a lot of lust pent up.”

“Vinyl…”

“Ugh...fine. Just for today...or a week, give or take. But in exchange, you gotta give me something in return, Tavi.”

“What's th…” Octavia began.

“A baby.”

“Excuse me?”

“I want a baby with you, Octavia,” Vinyl stated, a small faint blush on her face. “Now what’s it gonna be?”

“...Deal,” Octavia nodded, “And...I will admit, I’ve wanted wondered what it would be like to be a mother.” she blushed before feeling something hit her womb, “Ahh~!”

“Heh...in that case, let’s get to it then,” vinyl smirked, her hands griped on Octavia’s flank before she began to thrust upwards into Octavia in a fast pace “give me a little high note!” she moaned with a trust.

“...Silver hawk...will you please wear a bra or something?” AJ said, covering her eyes.

“I’m a boy, Applejack-san. Why should I?” Silver Hawk asked, unaware he was still a she at the moment.

“Umm, are you…”

“I don’t think he noticed...or rather she.” Pinkie said.

“Oh c’mon girls. Silver-kun is clearly just a boy,” Fluttershy smiled as she groped Grey Robin.

“Gh~?!” Grey Robin tensed at this, “...Why do I feel turned on?”

“...”

“...Why’s everypony staring at me like that?” Grey Robin asked.

“...Silver Hawk dear...how do I put this…” Rarity began.

“...Grey-chan, I think you should show the girls your talent.” Fluttershy frowned as Grey Robin’s eyes suddenly glazed over and, before any of them could realize what happened, groped the girls.

“Ahh~!”

“The hell?!”

“Oh gracious~!”

“You are all welcome to misuse the bitch if you want~” Fluttershy purred a bit.

“....well...I wouldn’t mind,” Rarity said, licking her lips.

“Sweet! Orgy party pt 2!” Pinkie cheered

“No bitch training.”

“I’ll get the crop.” Rarity smirked.

“Note to self...thank the new parents,” Fluttershy whispered to herself.

“Please stop already, Vinyl!” Tavi cried/moaned as she was fucked for days straight by Vinly, her belly swollen to the point she looked a few months pregnant, “You already impregnated me!”

“Tough luck, Tavi. You wanted a kid, so I’m gonna give it to ya. Just cause I want to be a dad doesn’t mean your life as my bitch is over!”

“AHH~~!”

Hot at the beach (Rainbow dash X Various) *Request for Ebony Stallion*

Hot at the beach (Rainbow dash X Various) *Request for Ebony Stallion*

"Whoo....I needed this," Rainbow sighed a bit as she rested on her sky blue beach towel, the cyan pegasus wearing a rainbow-colored two-piece swimsuit.

Fluttershy had invited her and the others, along with Silver Hawk, to an exclusive spa/resort after winning some month long passes. Rainbow was a bit curious on the contest Fluttershy entered for those passes, but she didn't care at the moment. She was at the beach, and wanted to enjoy herself.

It was then she heard some giggling, causing the tomboy to look up as she spotted a pair of...ahem, well-developed mares playing in the water, their ample bosoms bouncing a bit each time they splashed each other. As she watched, Rainbow began to feel...envious. Compared to her friends, she was the shortest in terms of breast size. While she didn't care much about that, she sometimes wishes she could have boobs as big as her friends, if not for a day.

"...Ahh. I'm worrying about it too much," the tomboy waved off as she laid back down. "Besides, it's not like there's a spell or potion to make my breast bigger."

"What was that?"

"Gah!" Rainbow screamed as she jumped up, panting a bit as she turned to see Twilight standing behind her, the Alicorn wearing a dark blue one piece swimsuit, "Twilight?!"

"Sorry. Just wanted to come check on you," Twilight apologized as she walked up next to the cyan pegasus.

"Oh..." Rainbow blinked as she sat back down, "Well don't sneak up on me like that. Bad enough I get that from Pinkie."

"Yeah,"Twilight nodded as she sat down next to her, "Mind if I ask you something?"

"Ask away."

"I overheard you say something about a spell or a potion to make your breast bigger," Twilight noted, causing Rainbow Dash to tense a bit, "Mind telling me what that's about?"

"...Ugh...look. I'm gonna level with ya Twi. Compared to you and the other's, I'm the shortest in terms of boobs," Rainbow stated.

"Oh...but, my breast aren't..." Twilight began.

"You're a freakin' D cup. I'm a Low C cup, Twilight," Rainbow deadpanned, "That's still pretty short if you ask me."

"...I don't understand though. Why do you want big breast?" Twilight asked, blushing a bit on the topic, "Wouldn't they...you know, hinder you in your flight training?"

"True, which is why I just want them for at least a day or so," Rainbow replied, "You know, see what it's like and stuff."

"...I see," Twilight noted.

"Yeah. But like I said, it's not like there's a spell or potion that could..." Rainbow began.

"Actually there is."

"...what?"

"There is a spell for just that, but I-woah!" Twilight yelped when Rainbow Dash tackled her to the ground, the cyan pegasus now face to face with the alicorn.

"Why didn't you tell me this before?!"

"Um...well for one, I figured you wouldn’t be interested," Twilight explained, "Se-"

"Are you kidding me?! If it means having a rack as big as Fluttershy for just a day, then hell yes!" Rainbow shouted in excitement as she jumped off of Twilight and moved back, "Now come on! Hit me with it! I'm not getting any younger today ya know!"

“But Rainbow Dash, there are side effects that you sh-”

“Don’t care! Hit me with that spell!”

“...Ugh….fine,” Twilight sighed. ‘Don’t say I didn’t try to warn you.’

Rainbow Dash had an excited grin on her face as she stood ready, the tomboy pegasus standing still as Twilight prepared to use the spell on her.

The violet Alicorn took a deep breath as she began to focus the spell, her horn glowing as she closed her eyes. She then slowly raised her arms as she aimed her open palms at Rainbow Dash, the cyan pegasus doing her best to remain still. Twilight concentrated, the glow of her horn spreading to her hands, and then her eyes when she opened them. The glow leaped from her hands to Rainbow Dash’s chest, swirling around her breasts as the cyan mounds began to grow larger, pumping up from a low C-cup as Rainbow described them to a high D-cup.
“Tell me when to stop,” Twilight said. “Otherwise, they’ll just keep growing.”

“Gotcha,” Rainbow nodded rapidly as she looked at her growing breasts, which were slowly swelling up to a Moderate E-cup.

“I’m serious, Rainbow Dash. Let me know when to stop, otherwise you could end up with a J-cup, or an O-cup or something,” Twilight advised her before she realized what she just said. “...Celestia damn it.”

“...As tempting as that sounds...no thanks. Stop when they’re around...an F or G cup. I want these girls to be as big as Fluttershy’s!”

Twilight sighed with relief, glad Rainbow Dash had some sense still, and as Rainbow Dash requested, stopped when Rainbow Dash’s breasts had reached a low G-cup.

“There. Satisf-” Twilight began before Rainbow Dash tackled her into a hug, the Alicorn’s face now buried in her tomboy friend’s new, if temporary, ample bosom.

“Thank you, thank you, thank you, thank you, thank you!” Rainbow Dash shouted effusively.

“Mmm! Mmm!” Twilight tried to shout but was muffled by Rainbow Dash’s new bosom.

“...oh. Sorry.” Rainbow sheepishly chuckled as she released the hug, letting Twilight get a chance to breathe. “Got a bit over-excited there.”

“Ya think?” Twilight deadpanned before clearing her throat. “Anyways...this’ll most likely last for the day...or a week, given how big they are. But you have to listen to the side-effects this spell h-”

“Yeah yeah. Side-effects...whatever…” Rainbow waved her off as she groped herself a bit. “I think I’m gonna show these badboys off!”

“Rainbow Dash, please wait! You need to li-and she’s gone,” Twilight sweatdropped as Rainbow ran off, her oversized breasts bouncing a bit as the top of her swimsuit strained to hold them in. “...Ugh…”

“Eh...damn, these things are big,” Rainbow smirked as she looked at her now-large breasts, the cyan pegasus walking by a few mares and stallions, most of them instantly looking her way with lustfully admiring expressions. “...Heh. looks like I’m already drawing a bit of a crowd. Might as well give them a little show.” And with that, she began to strut a little more, wiggling her hips and making her enlarged breasts jiggle and bounce as she moved.

“....Luna damn…” One pegasus stallion gawked as the stallions, and a few mares, were eying the cyan pegasus mare. “Do you guys see the size of those things?!”

“Yeah...and did you see that flank of hers?” a unicorn stallion asked back.

“...Shall we pay her a bit of a visit?” a Earth pony mare asked her fellow onlookers with a sly sensual grin.

“Heh…like they can handle me,” Rainbow whispered to herself, a grin on her face as she heard the stallions, and a few mares, gawking at her a bit, the “tents” in the stallions’ swim trunks sufficient evidence of what they wanted to do with her. ‘...Damn...I already got a few stallions rock-hard...it won’t hurt to give them a bit of h-woah, wait, what?! Did I just think that?!’

As she tried to shake those sudden thoughts out of her head, a few of the stallions, along with a mare or two, began to follow the rainbow-haired pegasus.

‘...Come on, Rainbow. Keep it together. So what if you got those guys and gals ogling you like a hot piece of meat? So what if you got them rock-hard and dripping wet...so...what...if...you want...to give them boobjobs u-ack! What in Tartarus am I saying?!’ Rainbow mentally shouted before she realized something. ‘Wait...is this one of the side-effects Twilight tried to bring up?...No no. it has t-’ She then suddenly felt someone grope her from behind, causing the tomboy pegasus mare to tense. “Who the ---?!”

“Hey there~” a unicorn mare with baby blue fur greeted with a purr, said mare wearing a one-piece swimsuit that hugged her voluptuous figure as she fondled Rainbow’s breasts. ”Flaunting these around, I see~”

“Yeah, what’s it to you?” Rainbow asked, trying and failing not to moan from the sudden stimulation. Apparently her magically enlarged bust was also super-sensitive, and it went right to her marehood.

“Well…” the mare began as she looked around a bit, stallions and a few mares surrounding the two. “You’ve drawn quite a crowd with your breasts. And telling by how warm you feel...” She leaned in close to Rainbow’s ear. “You’re horny as hell right now...aren’t you~?”

“H….horny?” Rainbow repeated, forcing back another moan when the mare squeezed one of her barely covered breasts. ‘...Yup. This has to be one of the side-effects Twilight tried to warn me about.’

“It’s ok . . . if you’re looking to have some fun, there’s plenty of us who’d be glad to help you,” the baby blue mare sensually purred in her ear, never ceasing her groping of Rainbow Dash’s mountainous breasts.

“...I….Is that so…?” Rainbow panted, the cyan pegasus starting to fail in holding back her moans. ‘....Fuck it.’ “Well….got a private place we can go to?”

“Perhaps. Why...scared somepony will see this~?”

“Yeah, it’s not like I wanna get a reputation . . .” Rainbow admitted, surprisingly bashfully for those used to her exuberantly confident and brash demeanor.

“Ahh...I see, then,” The baby blue mare noted. “Well...I know a special spot on the beach where nopony will come in and bother any of us~”

“Really….wh-where is it?” Rainbow asked with a pant, her faint blush starting to grow as the unicorn mare continued to grope her.

“Here~” the unicorn mare purred as her horn glowed, engulfing her, Rainbow, and the crowd in a faint aura.

“Wh...what did you do?”

“Perception spell. Much better than a plain old invisibility spell,” the baby blue-furred mare explained before squeezing both Rainbow’s breasts once more. ‘Makes it safer and easier for naughty stuff~”

This time, Rainbow didn’t hold back her moan, letting out a loud, husky noise that died down into a slight whinny as she let her arousal take over.

“There we go~ Now...let’s make this a bit easier...shall we~?” The unicorn mare grinned lustfully as she stopped groping Rainbow’s ample bosom. She then reached for the strings holding up Rainbow’s top and undid them, letting the top of her swimsuit fall to the sand below, exposing her bountiful blue breasts to the lasciviously admiring crowd. Speaking of said crowd, they couldn’t wait longer as they began to take their own swimwear off, the few mares there exposing their well-developed bodies to the open air while the stallions’ semi-hard cocks stood up.

“Well, well...looks like they couldn’t hold back anymore~” the unicorn mare noted as she slowly undid the string holding up the remaining part of Rainbow’s swimsuit. “By the way...my name is Ocean Fantasy~

“Nice name,” Rainbow complimented. “I’m Rainbow Dash, and I’m about to make your day 20% hotter!”

“I like the catchphrase,” Ocean Fantasy remarked, having finished undoing the string holding up Rainbow Dash’s swimsuit bottoms, which Ocean caught before they fell to the sandy ground. “Mmm, you were definitely gagging for it. Look how wet you made these~”
“Well...you were groping me after all,” Rainbow countered with a teasing, yet sensual grin.

“True, but enough talk. Let’s give them a bit of a show before the ‘fun’ begins~” Ocean Fantasy purred as she took her own swimsuit off, the unicorn mare stepping in front of Rainbow Dash with a lustful grin on her face. She leaned closer, and gave Rainbow a deep, passionate kiss, surprising the tomboy a bit before she returned it, the cyan pegasus moaning into the kiss.

Some of the stallions grinned a bit as they started to stroke off to the little show, while a few of mares began to tease themselves a little. The remaining few were each taken by one or two of the stallions as the mares began to blow them.

Rainbow mentally berated herself for kinda getting herself into this situation, but her mind was getting a bit cloudy as she continued to make out with Ocean Fantasy, dimly aware of the orgy breaking out around her. Ocean Fantasy’s hands explored the cyan pegasus mare’s body as she had one hand grope one of her breasts while the other slowly snaked down to her marehood, which was dripping in the tomboy’s fem-juices. Rainbow moaned, edging her hips closer to Ocean’s hand, desperately wanting it on and in her marehood.

Ocean Fantasy grinned a bit into the kiss as she complied to Rainbow’s silent lust-filled request, slipping two of her fingers slowly into the tomboy’s waiting snatch, earning a moan from the pegasus mare before Ocean Fantasy silenced her by deepening the kiss even more. Rainbow sucked Ocean’s tongue into her mouth, treating it like she would a certain male appendage, her hips bucking as Ocean fingered her. While her hand was busy tending to Rainbow’s marehood, her other hand was busy tending to one of the tomboy’s breasts, ‘milking’ it as she pinched and tugged on the erect midnight blue nipple. Rainbow continued jerking her hips, arching into Ocean’s touch, silently begging for more of it as she felt her first climax coming close.

“Ahh-ahh~ Not until I get a taste~” Ocean smirked sensually, breaking the kiss as she kneeled down to face Rainbow’s wet marehood, the baby-blue furred mare licking her lips a bit as she spread the cyan pegasus mare’s legs a bit before slipping her tongue in. Rainbow Dash let out a loud, whinnying cry of surprised pleasure from the new sensation of another mare’s mouth and tongue on her marehood.

“Ahh~! G….f-fuck~!” Rainbow moaned out as Ocean ate her out, a few more moans filling the cyan pegasus mare’s ears as she slightly looked at the crowd around her. “C...Celestia...damn~”

The few stallions and mares that weren’t jerking off seemed to escalate their ‘fun’ a bit as the stallions had started thrusting their already rock-hard ‘rods’ into their own mares’ pussies, some even double-teaming a mare or two. For their parts, the mares seemed to be enjoying it quite a bit, as if their loud moans and cries and whinnies weren’t giving away just how much they were enjoying themselves as rock-hard cocks thrust into their wet, hungry holes.

‘D...damn...didn’t think it would escalate this quickly...though they were wa-gah~!’ Rainbow mentally cried out as she neared her first climax. “Fuck~ G..gonna cum…F...FUCK~!”

She let out another whinnying cry of pleasure, louder and higher-pitched this time, as she came, her juices spilling out onto Ocean Fantasy’s face, the unicorn mare lapping up her fem-cum as she let out her own moan of pleasure.

“Mmm...sweet~” Ocean licked her lips as she finished drinking up Rainbow’s juices, the tomboy panting a bit as she fell to her knees, “Oh? You’re not tired already, are you~?” She then looked out at some of the lone mares and stallions in the crowd. “It would be a shame if you didn’t help our guests relieve their stress~”

“. . . Yeah . . . you’re right~” Rainbow agreed, gaining her second wind as a new surge of lust ran through her. “It’s time these ponies got to know what 20% hotter really feels like! I’m right here! Come and get it!”

“Heh...good to hear.” Ocean smirked as she motioned a few stallions, and possibly a mare or two, to come on over, “You heard her. Come and get it~”

Two or three of the stallions in the crowd grinned as they walked on over to the two blue mares, their cocks hard and ready. All of them were gazing at Rainbow Dash’s mountainous bosom, though one actually spoke what was on all their minds. “So . . . you think we can try out your tits?” he asked, somewhat shyly despite the crudity of his words.

“...Heh, heh….well…” Rainbow began with a sly, yet lustful grin as she lay down on the sand, teasingly pressing her two mounds together. “If you think you can handle them, then go ahead~”

The stallion who had spoken up first, a red-maned, gray-furred unicorn, got down on his knees, straddling Rainbow Dash and sliding his member between her breasts. He moaned in pleasured excitement as he felt his erection squished by such soft gargantuan mounds of flesh, and soon lost himself in his excitement, jackhammering into Rainbow’s cleavage. Rainbow let out her own moan of pleasure as the stallion on top of her gave himself a boobjob with her breasts, the cyan pegasus giving him a bit of help by licking the tip each time it popped out between her ample mounds.

“Now, now. I think it should be fair if you gave another one some help~” Ocean spoke, motioning a pegasus stallion with an azure mane and dark green fur to go over as he walked up to Rainbow, kneeling down so his rock hard cock was facing her...well, face. Rainbow gave the pegasus stallion an open-mouthed kiss on the tip of his member, sucking it before the stallion just drove on ahead, thrusting into her mouth and down her throat, much to Rainbow’s surprise.

“Mmm~!” Rainbow let out a muffled moan as the two stallions double-teamed her, the unicorn on top pressing his hands further into her luscious melons while the pegasus stallion thrust his member into her mouth at a rapid pace, using it like it was her marehood. For her part, Rainbow drooled as much as she could, lubricating her mouth so that the pegasus stallion could thrust more easily and quickly, providing a nice wet hole for him to fuck.

“Heh...glad you’re enjoying it~” Ocean chuckled a bit as she watched the “show” in front of her, teasing herself a bit before one stallion grabbed her breasts from behind. “Ohh~ My turn, is it~?”

The stallion in question, a light-ish brown-furred earth pony, nodded as he slid his cock between Ocean’s legs, brushing it against the outer lips of her pussy. Ocean let out a low trilling moan and teased the stallion by shifting her hips so that her thighs and her pussy lips were grinding against the tip and length of his cock. The stallion let out a grunt of pleasure as he continued to grind his member against her marehood, but he couldn’t hold it in any longer as he lifted her up by her legs, holding her up in a spread eagle position as he quickly thrust his member into her, earning a loud moan from Ocean as the stallion began to rapidly thrust into her. She bent her legs backwards like she was kneeling, but in midair as she wrapped them around the stallion’s waist to hold herself steady as he drove into her.

Back over with Rainbow, the two stallions she was with had switched places and positions as the unicorn stallion was behind her and using her shapely rear to give himself a buttjob while the Pegasus stallion was having his way with the cyan pegasus mare’s breasts. His palms brushed against her erect midnight-blue nipples as he pumped his erect member between her oversized melons. At the same time, the unicorn stallion was squeezing and pressing Rainbow Dash’s glorious glutes into his member as he moved between her deliciously round and plump buns.

“Ahh….damn. A...about to cum…” the pegasus stallion grunted out, his cock twitching between Rainbow’s breasts.

“M...me too…” the unicorn added, his own member starting to twitch violently between the cyan pegasus mare’s supple flanks.

“Then cum!” Rainbow cried out. “Cum all over me!”

“W...well...if you insist!” the pegasus stallion groaned out as he thrust his member faster and harder between her breasts, the unicorn doing the same with her flank. After a few more hard thrusts, both stallions cried out in pleasure as they reached their climaxes, their cum spilling out all over Rainbow Dash’s breasts and flank. As hypersensitive as she was by this point thanks to the spell that had enlarged her breasts, the feeling of the two stallions’ cum on her skin triggered Rainbow’s own orgasm, and she cried out ecstatically as she came, her juices spilling from her marehood onto her thighs and the sandy ground below.

“D….damn….you guys were pent...up…” Rainbow panted a bit, looking at her cum-covered boobs and flank.

“Well...given that little show you were giving with that unicorn mare, we couldn’t help but jerk off,” the pegasus stallion admitted.

“Heh...point taken…” Rainbow grinned a bit as she looked over at the crowd. “So...who else wants a boobjob?!”

“J….just b-ooh~ boobjobs~?” Ocean asked, the unicorn mare now riding on top of the stallion that had taken her beforehand. “Why not take it a-ahn~ Step further~?”

“I may be horny, but...I’m saving my virginity.”

The stallions shrugged. At least they got her tits, and her flank, and her mouth. Those would suffice greatly, they reasoned to themselves. Two of them, though, got a really crazy idea after seeing how huge her breasts were and pressed their cocks against her nipples. To her and everyone else’s shock, their cocks managed to go inside her breasts like they were her pussy.

‘What the hell was in that spell?!’ Rainbow mentally shouted while out loud, she let out a gasp of surprise that turned into a pleasured moan.

“Well . . . this gives a whole new meaning to tit-fucking~” Ocean commented in between moans as she continued to ride her stallion.

“W...we’ll say…” the two stallions Rainbow had grunted as they pumped their members into her breasts, all while the rest of the crowd were still fucking each other as though they were in heat.

Seeing her mouth was a bit unoccupied, a tan-ish yellow earth pony stallion walked over to Rainbow and knelt down, making sure his massive member was facing the tomboy’s mouth. Rainbow gave the stallion another open-mouthed kiss on his massive member, before sucking it between her lush lips, the sensation driving him even wilder than before as he began to thrust into her mouth.

One mare that wasn’t being fucked in the crowd, a mint-green pegasus mare with a light blue mane, couldn’t help but lick her lips a bit, seeing Rainbow’s marehood was currently being unattended as the cyan pegasus mare was being triple-teamed by the three stallions. Just because Rainbow didn’t want to lose her virginity didn’t necessarily mean she couldn’t take a tongue or some fingers, or maybe even a little pussy-on-pussy . . . Spurred on by that thought, she moved down to join Rainbow and the three stallions, kneeling to spread Rainbow open with her fingers before digging in with her tongue. “Bon appetit~” she whispered lustfully as she dove into Rainbow’s marehood, licking the cyan pegasus mare’s copiously leaking juices right from the source.

“Mmm~~~!” Rainbow let out another loud muffled moan from the action, the cyan pegasus mare practically being gangbanged at this point. ‘Seriously...wh-ahh~what in the hell was in that spell~?!’

“Twilight, you have any idea where Rainbow Dash is?” Applejack asked as she sat next to Twilight, the blonde-maned mare wearing an apple-red two piece swimsuit.

“Yep, probably getting gangbanged.”

“....What did she ask for this time?”

“Bigger breasts.”

“Didn’t hear the side effects, did she?”

“No, she did not.” Twilight sighed.

“...What were th’ side effects?”

“Increased libido, attraction, and super-sensitivity,” Twilight explained

“And making ponies around you horny as hell?” Pinkie asked, hanging out with Maud.

“Yep...amped-up pheromones that will make her as horny like that one time Fluttershy asked for that spell.”

“Wait. Fluttershy asked fer that spell?” Applejack asked.

“So did I,” Pinkie spoke up, “For me and my sisters.”

“My breasts were needed as a place to put boulders ,” Maud added in her usual monotone voice.

“You used your breasts as a rock carrier?”

“Correct.”

“...What is with everypony today?” Applejack sighed as she facepalmed.

“I don’t know, but I’m gonna go fuck my husband if you guys don’t mind,” Twilight said as she put her glasses away, “Only reason I’m in this damn swimsuit, and he’s late.”

Back over with Rainbow Dash and the crowd, the three stallions and mare were still tending to almost every hole in her body, the four getting a fair bit wilder with their attentions. The sea green mare now had her tongue deep inside Rainbow’s marehood, just enough for her to feel it but not enough to tear her hymen, and the three stallions were thrusting faster and more roughly into her mouth and breasts. With Ocean Fantasy, she was currently being taken by two stallions as they rapidly thrust into her pussy and flank-hole in unison, the baby blue-furred unicorn mare moaning out in pure lustful pleasure as she was double-teamed by the two stallions.

As for the rest of the crowd, the few mares there were now practically getting gangbanged by the stallions, one or two being spit-roasted while another was getting filled in all three of her holes.

‘Damn...at this rate...g-ahh~gonna lose it~!’ Rainbow mentally moaned as she was nearing her third orgasm from the three stallions thrusting into her breasts and mouth and the mare fervently licking her pussy. Then said mare plugged one finger, well-marinated in Rainbow’s juices, inside Rainbow’s flank-hole, and Rainbow came with a scream that was muffled by the stallion cock still in her mouth, the vibrations of her scream triggering his climax as well, his seed pouring into her mouth and down her throat like a powerful waterfall.

At that same time, the two other stallions had reached their own climax, their spunk filling Rainbow’s oversized breasts while the tomboy let out another muffled, yet loud moan, indicating she was having multiple orgasms as her juices sprayed all over the sea green pegasus mare’s face. Said mare eagerly drank up Rainbow Dash’s orgasmic nectar, savoring the flavor as it went into her mouth and down her throat.

“Ahh~! C..come on..fuck me~! Fuck me senseless~!” Ocean Fantasy moaned as the two stallions with her were getting even wilder and more frenetic in their thrusts, their cocks twitching violently in her lower holes as the baby blue unicorn mare was nearing her own climax. “Fuck~! A...ahh~~~!” Her lower holes clenched and unclenched almost rhythmically around the two stallions’ cocks, milking them for every bit of seed they had as she came, her pussy spilling its nectar onto the stallion that had taken that hole as rope after rope of cum filled both her lower holes, most of it spurting out as it hit the sandy ground below.

At that very same time, the rest of the stallions and mares in the orgy had reached their own orgasms, the stallions covering their own mares in rope after rope of their seed while some were releasing their loads into them and in turn having their cocks and groins splashed with their mares’ orgasmic juices.

“A...ahh…” Rainbow gasped out as the earth pony stallion that had taken her mouth pulled out, the cyan pegasus’ mouth still a bit filled with cum as the other two stallions pulled out of her breasts, leaving the rainbow-maned tomboy laying their as she panted heavily. However, the two other stallions were still riding out their orgasm as they sprayed the rest of their loads onto her ample bosom. “L...Luna...damn…”

“Enjoy yourself~?” Ocean asked with a purr, the baby blue unicorn mare crawling over to the cyan pegasus as her marehood and flank-hole dripped out bits of cum.

“Oh, yeah . . .” Rainbow replied breathlessly. “Now that . . . was definitely 20% hotter.”

“Only 20%~?” Ocean Fantasy asked teasingly.

“Don’t push it,” Rainbow frowned a bit as she tried to get up, picking up her discarded two-piece swimsuit. “Now...if you’ll excuse me, I need to see a ‘friend’ about something.”

“Oh? I-”

“Again. Don’t...push it,” she said, “See you never and don’t tell anyone about this.” Then a stallion slapped her flank and she kicked him in the dick. “Hey! Fun’s over! Go fuck your marefriend, sicko!”

“Message received,” the stallion moaned, though he didn’t sound entirely displeased, at least for someone who’d gotten kicked in the dick. Maybe he was one of those stallions that actually got off on being abused by a mare. “Ow . . .” He watched as Rainbow stomped away while getting dressed.

“There you are,” Applejack noted as she saw Rainbow walk up to the group.

“Enjoy y-” Pinkie began, o, now funly to be ignored by Rainbow as she stomped over to Twilight.
he stomped over to Twilight.

“Okay, seriously, Twilight, what the hell was that spell?!” Rainbow snapped at the Alicorn.

“I did try to warn you,” Twilight countered, “But you were too over-excited about your breasts being bigger.”

“...True, but you should’ve told me that...oh I don’t know, they make me horny and cause anypony else around me to act really horny!” Rainbow argued.

“If you keep this up I will do something worst to you.” Twilight warned.

“What? Give me a bigger ass?”

"..."

“I hate her I hate her I hate her~!” Rainbow Dash moaned as she wore a chastity belt...and under it was a massive foot long cock trying to get out. It was gonna last till her birthday...which was 6 months away.

“...oh hey~”

“....” Rainbow looked to see Ocean Fantasy with a little filly and wearing a business suit. “...Ocean? What’re you doing here?”

“Taking out my filly.”

“...your married and you have a kid?”

“Divorced,” Ocean answered, “My ex didn’t like me cheating on him at times...and I called his cock a pencil once.”

“...you...did what happen on the beach on a regular basis anyway don’t you?”

“Maybe~”

“...Should you really be talking about this stuff in front of your kid?”

“Trust me if she anything like me and my mom she’ll be doing the trend….need help with that chastity belt?”

“...I have no idea what you’re talking about.” Rainbow whistled.

“Mmm hmm…” Ocean nodded a bit as she put her filly down, “Sweetie, can you go and play with your friends for a bit? Mommy needs to do something.”

“...is mommy gonna go play with her friend?”

“Yes.”

“I don’t like the noises, so okqy.”

“..” Rainbow blinked a bit as she watched the filly leave, leaving her alone with Ocean “Heh. Good luck getting this thing off.”

“If I do, will you be my marefriend?”

“Oh please. I’ll marry you if you can…” Rainbow started till Ocean grabbed the Chasity belt and tore it off, “...your strong.”

“Thank you. Now….let’s have a bit of fun~” Ocean purred as she used a perception spell.

“...Crud.”

Next time when you ask your friends for something...be sure to listen to them first before running off.

Author's Note

If you guys would like to see more of Ocean Fantasy, let me know. I hope you enjoy this Ebony Stallion

Celestial Lunacy of Lust (Celestia X Luna X Guards) *Request 1 for Shadowcloud*

Author's Note

Originally one big request Shadowcloud made, so I decided to more or less split it into three different one-shots, two of which will be somehow connected.

Celestial Lunacy of Lust (Celestia X Luna X Guards) *Request 1 for Shadowcloud*

Luna sighed as she rested on her bed in her room, a bored look on her face. At night, she would be busy keeping an eye out for anything suspicious, and look into the dreams of other ponies to make sure they’d have a good night’s slumber. In the day, however...she mostly stayed in her room with barely anything to do. She already played all the games she bought during a trip to Neighpon, Twilight and her friends were most likely busy with there own things, and who knew what her sister was up to at the moment?

“Luna, are you in there?” Celestia’s voice asked from behind the lunar princess’s door.

“...Yes, sister. I am here,” Luna replied as she sat up. “What is it you need?” ‘Probably want to hand something off on me while she goes to the spa. Or….ugh. She goes Molestia on me.’

“I need to speak to you about something,” Celestia responded.

“Hmm?” Luna raised a brow at that.

“Meet me within my bedroom,” Celestia responded. “I do not wish to talk to anypony else about this.”

“....Very well.” Luna nodded as she got off her bed, though she couldn’t help but feel there was something up. Whenever her sister wanted to talk to her about something, it ended with two things. One: she needed a day off from all that paperwork, and two: she needed some “stress relief” when the spa was closed. She wondered which one it would be today, though she couldn’t help but not be entirely averse to number two. Her older sister did have a nice thick, juicy plank, after all. While she did have a rather curvy body herself, it didn’t match her sister’s, which in turn...got her more attention from quite a few stallions. Shaking the small blush off her face, Luna walked over to her dresser, picking up a comb as she began to straighten her hair a bit. While she wasn’t usually like her sister, she did her best to keep herself decent for the guards and such.

After a few minutes or so of walking around the castle walls, Luna had arrived at her sister’s room, the midnight-blue Alicorn seeing a small crack in the door as she barely saw her sister standing within the room. Taking a small deep breath, Luna opened the door and walked in.

“Okay sister, I am here a-” Luna began before she noticed something...well, two somethings. Specifically, Celestia was just wearing a sheer white nightgown, which combined with her fur made her look like she was wearing nothing at all, and she had a royal guard on each side of her. “...Sister...why are two of the guards here?”

“Who says it’s just the two of them?” Celestia countered, motioning to the few other guards standing on the opposite end of the room

“....Sister...you’re not in your ‘Molestia’ persona right now, are you?” Luna frowned a bit in annoyance.

“Maybe I am . . .” Celestia purred. “It’s been awhile since we unwound, had some real fun, and too much work and not enough play makes very grouchy and unhappy princesses, sister dear.”

“...Then why’re the guards here?” Luna asked, referring to the royal guards in the room. “Usually when you act like this, it’s just the two of us...with me being dominated by you most of the time.”

“I wanted to try something different, something we could both enjoy,” Celestia replied.

Luna raised her eyebrow a bit, trying to figure out what she meant before she recalled a book her sister let her “borrow” last time she acted like this. “....This is an ‘orgy/gangbang,’ isn’t it?”

“Yes. Yes, it is,” Celestia answered matter-of-factly.

“And there is no possible way I can talk you out of this, is there?”

“Nope. Like I said, this is to help us both unwind,” Celestia stated, giving Luna a sly grin. “Besides, I’ve noticed you’ve been acting bored lately during the day.”

“....That is true…” Luna sighed a bit. ‘I cannot believe I’m gonna do this…’ “...Very well. Let us get this over with. But…” She paused as she held up one finger. “One at a time for us. We will see how it goes from there.”

“As you wish,” Celestia conceded as she began taking off her nightgown, slowly revealing her curvaceous form to everyone in the room. Luna couldn’t help but blush a bit as she, along with the guards in the room, stared at Celestia’s bare body, admiring the generous swells of her bosom and her wide hips and shapely flanks that marked her as a full-grown mare.

“..Holy shit…” one of the guards whispered, only to get elbowed by the one next to him. “Ow!”

“Idiot. Don’t curse in front of the princesses,” the other guard hissed.

“It’s fine,” Celestia spoke up, giving the guards a sensual stare. “It’s not everyday you get a chance to fuck the princesses of the sun and moon, you know~”

“S...sister…” Luna blushed a bit in embarrassment.

“Just setting the mood, Luna.” Celestia giggled a bit before giving her sister that same sensual stare. “Now...how’s about you show the guards your body next~?”

“Ok . . .” Luna murmured demurely, removing the semi-sheer black gown she wore, revealing her own voluptuous shape. While she wasn’t quite as generously endowed as Celestia, she did nonetheless boast a large pair of midnight-blue breasts tipped with even darker blue nipples and a narrow waist that flowed outward into broad hips, an admittedly generously-sized flank, and thick, sturdy thighs and gracefully formed calves. The blushes on the guards increased more than a bit upon seeing that, two of possibly the hottest mares in Equestria in the nude was truly a rare sight. Add the fact they were going to sleep with them...a few guards had to pinch themselves to make sure they weren’t dreaming.

“No, my dear, loyal guards . . . this isn’t a dream,” Celestia said, her seductive purr causing them to stiffen even more in that region. “Now...before we begin the fun…” She then looked over at Luna, motioning her to come closer. “How’s about a little show~?”

“...Very well.” Luna slowly nodded, a blush evident on her face as she began to approach her sister. It was one thing of...doing “that” with her when they were by themselves, but to do it with some guards watching before they participated...it made her nervous, and yet...strangely excited.

Celestia smiled as Luna approached, and as soon as Luna was close enough, Celestia captured her lips in a soft, gentle, yet passionate kiss. Luna was surprised a bit by the sudden kiss, but she slowly started melting into it, returning the kiss as she and Celestia made out. Celestia decided to take it up a notch as she slipped her tongue into Luna’s mouth, capturing the lunar princess’s tongue and began to “wrestle” with it for dominance, the sisters’ tongues practically fencing inside each other’s mouths as they kissed. The guards began to drool a bit at the sight, their stallionhoods starting to harden firstly underneath their armored pants. Seeing the looks on the guards’ faces, Celestia separated the kiss with her sister, a small bridge of saliva trailing from their lips as the pure white Alicorn mare slowly placed Luna on the bed.

“Wh...why did you stop…?” Luna asked, panting a bit as Celestia climbed up onto the bed.

“The guards are enjoying the show, so I think we should give them something better to look forward to~” Celestia purred, moving a bit closer until she was facing Luna’s breasts. The pure white alicorn licked her lips a little before she hefted up Luna’s right breast and gave the darker-blue nipple a lick, causing Luna to cry out sharply in surprised pleasure.

“Oh, sweet Celestia…” one of the guards uttered, gawking as he and the others watched Celestia tend to her sister’s ample bosom. The midnight-blue alicorn gasped and moaned as Celestia slowly licked her now-erect right nipple before moving onto her left one, giving it a small lick before taking it into her mouth, earning another moan from the lunar princess. That was nearly the breaking point for them as all the guards began to take their armor and clothes off one by one, hoping Celestia would finish soon so they could join in.

Celestia merely smirked at this action, the solar princess wanting to do one last action before the real fun could begin. As she continued to suckle Luna’s left nipple, using one of her hands to tend to the right one while she pinched it, her other hand was slowly snaking up the lunar princess’s leg, feeling it up as she started reaching towards Luna’s pussy. Then her graceful fingers began playing in Luna’s marehood, and Luna actually screamed from the pleasure, her sensitivity to stimuli amplified by the excitement of knowing she was being openly watched and lusted for by so many stallions.

“Ahh….mmff...ahn~” Luna panted and moaned out as Celestia continued her treatment to her breasts and marehood, the latter slowly being soaked in her juices from how her sister was teasing it, slipping two fingers in and out while her thumb slightly brushed against her clit. Luna bucked her hips, wordlessly begging for more of Celestia’s touch.

Celestia merely smirked at Luna’s lewd action as she obliged, increasing the pumping of her two fingers as her thumb rubbed against Luna’s clit, causing the midnight-blue Alicorn to moan out loud. The guards, having gotten their armor and clothing off, slowly began to jerk off at what they were witnessing between the Alicorn sisters. “Damn it...I’m about to lose it here…” one guard whispered as he continued to stroke his rock-hard “rod,” while he and the rest of his fellow guards continued to watch Celestia more-or-less go to town on her sister.

“Hear that, Luna? They’re starting to get a bit impatient~” Celestia grinned a bit lustfully, pausing from suckling on Luna’s left nipple to look at her.

“If they are so pent up, then they should come . . .” Luna replied, and then gasped, both from realizing what she had just said and from Celestia’s lingering touch.

“Come? Come where? To us? On us? In us?” Celestia teased.

“...C...come to us…” Luna muttered, blushing in a bit of embarrassment.

“Good girl. And as for your request…” Celestia paused as she motioned two guards over. “We’ll do one at a time, and see how it goes~”

“Yes, sister . . .” Luna murmured, feeling herself on the verge of climax.

Celestia gave a small dry chuckle at that as two of the guards in the room walked towards the bed, their rock-hard stallion cocks hanging out in the open. The solar princess licked her lips in anticipation while Luna looked at the two “rods” the guards were wielding with excitement and trepidation. “They are . . . impressive . . .”

“Thank you, Princess Luna,” one of the guards replied, as respectfully as he could manage despite his surging lust.

“..Well, go on, Luna. You don’t want to keep him waiting~” Celestia smiled sensually as she pulled her guard in, the solar princess kneeling down to the pure white pegasus’s cock and, without warning, wrapped her lips around it and began to give him a blowjob, causing him to moan in pleasure.

Luna followed Celestia’s example, kneeling before the guard that had directly addressed her, a tan unicorn, and taking his cock into her mouth, more slowly and measuredly than Celestia did with her stallion.

“Ahh~” the two guards gasped out, grunting a bit as they were being blown by the two Alicorn mares, Celestia being a bit wilder, yet making sure it was pleasurable for her guard, while Luna was going at a slow even pace. Neither guard could say they weren’t enjoying themselves, so the sisters’ differing techniques did lead to the same pleasurable result. Celestia paused in her sucking for a moment to give her guard’s cock a slow, pleasurable lick before she resumed sucking on it, one of her hands fondling his balls while her other hand was tending to her pussy. Luna began to take her guard’s cock deeper into her mouth, relaxing her throat so that it could take the guard’s massive member more easily, fondling his balls as well.

“Gh?! Oh, man…” the Unicorn guard Luna had grunted out as the midnight-blue Alicorn mare was now practically deep-throating his member, the stallion bucking his hips forward, jerking into her mouth and throat like it was her marehood.

“Mmm~” Celestia gave a muffled moan as she continued to suck off her guard’s rock-hard cock, moving his balls around a bit in the palm of her hand, the guard gasping and grunting out in pleasure as his cock began to twitch violently inside her mouth, indicating he was close. And telling by the look the guard Luna was tending had, he was on the verge of climaxing as well, Luna sucking harder and vibrating her throat muscles with her moans around his member to stimulate him further as he continued to pump into her mouth.

“Ahh...damn..I’m about to lose it…” the pegasus guard grunted out. With the combination of him jerking off earlier followed by Celestia sucking him off, he was mere seconds away from releasing his load.

“M...Me too…” the Unicorn guard gasped out.

Within a matter of seconds, both guards let out a loud grunt/gasp as they reached their climax. The unicorn guard gripped Luna’s head and pressed her firmly to his groin so that her lips were wrapped around the base of his cock like an O as he released his load into her mouth and down her throat. Luna’s eyes widened a bit at how much her guard was releasing while Celestia gave a loud muffled moan as her mouth was filled with copious amounts of cum from her guard.

“Mmm~” Celestia moaned as she moved her mouth of her guard’s member, swallowing the spunk in her mouth as she licked her lips. She then looked over at Luna, giving her a lustful stare. “Well, shall we let it escalate now~?”

“Escalation is fine, sister,” Luna replied, trying and failing to maintain her composure while still savoring the cum she had swallowed from her guard. “Our gardens beg to be tended~” She followed that with a wink at the guard she had just sucked off. ‘By the moon, what has gotten into me?’

“Good. Plus…” Celestia paused as she looked at the rest of the guards. “I think we kept the rest waiting long enough~”

“Indeed~” Luna gave a small purr, looking over at the other guards as well while giving them a sensual gaze that made them harden even more. The first two guards blushed harder as their stallionhoods hardened up once more, the rest looking at each other before they headed towards the bed.

“Take as many as you want, Luna. You’ll have yours…” Celestia paused as she looked at a few guards, 4-5 of them to be precise. “I’ll have mine~”

Luna was surrounded by three guards, one a tan earth pony with an electric blue mane, another a blue-gray pegasus with a silver mane, and the third a bronze unicorn with a red mane --- all of them hard and ready for her. “You don’t have to be shy, my faithful guards. Take me as you will,” she exhorted them lustfully, and she got her wish, as the blue-maned earth pony joined her on the bed and rolled them so she was on top, her sopping wet marehood hovering over the tip of his stallionhood. The silver-maned pegasus got in front of her, his cock pointed to her face, and the red-maned unicorn was behind her, playing with her shapely, sizable flank with his cock sawing in and out of her cleft.

Celestia welcomed her guards with as much lust as she stroked off a pair of earth pony guards, the pure white pegasus she had beforehand sliding his member between her flank cheeks. This left the tan unicorn Luna had, along with another pegasus, standing in front of her, waiting for the chance to take her sopping wet pussy. Celestia just grinned sultrily at both of them. “Why don’t you see if you can both fit inside~?” she proposed.

Both stallions gave each other a look that showed their slight surprise, but also showed they wanted to give it a shot. “Well, I’m waiting~” Celestia smiled lustfully, taking the cock of one of the guards she was jerking off into her mouth and started sucking it. That, along with Celestia’s invitation, broke the two stallions’ self-control, and as soon as they were able to figure out how to align themselves, they both thrust into her marehood, moaning from the sheer tightness and warmth as it engulfed both their cocks. Celestia gave off a loud muffled moan around the earth pony’s cock in her mouth as she felt the two stallions thrust their “rods” into her at an even pace, the guard behind her continuing to hotdog her shapely rear.

Over with Luna, she gave a muffled moan as she blew one of the guards she had, her supple breasts wrapped firmly around his length as the other two guards had taken her marehood and flank-hole, all three thrusting with abandon into her. ‘Mmm...dear gods this feels...amazing~...ugh, blast you, sister, for getting me into this,’ she thought as the three guards continued to thrust into all three of her holes, her supple titflesh rubbing against the length of the cock that was in her mouth. She began to buck wildly, her hips moving in tandem with the thrusts of the other two guards in her pussy and flank-hole.

“Ahh...damn. Her mouth and breasts feel amazing,” the blue-maned earth-pony guard gasped out, slightly feeling Luna’s tongue brushing against the tip of his cock as he slid it in and out of her mouth and between her breasts.

“Her pussy . . . so tight and wet . . .” the silver-maned pegasus guard groaned as he continued pumping into her from below.

“Her flank . . . it’s the best I’ve ever felt . . .” the red-maned unicorn guard moaned as he pounded into her tight anal passage.

“We….we could say the same about her sister~!” the pure white pegasus guard moaned out as he and the rest of the rest of the guards continued to plow into Celestia, the guard behind her having slammed his member into her waiting flank-hole while the solar princess continued to stroke off one of the other guards and suck off the second. Celestia gave a small gasp as she moved her mouth off the guard she had just been giving a blowjob, switching over to the second as she blew him next, her hand stroking the first guard while the other three guards continued to plow into her pussy and ass.

Luna gave another muffled moan, feeling as if she came twice as she and her guards switched to a different position. The lunar princess was currently sandwiched between the unicorn and earth-pony guard as they continued to ram into her. The unicorn suckled one of her breasts and fondled the other while the pegasus held onto her head and plowed his cock deep into her mouth and throat. The three guards grunted out as they increased the pace a bit, getting a bit rougher with the lunar princess, making sure not to hurt her or anything, but deep down...they wanted to make her theirs. And Luna, to her own surprise, actually wanted to be theirs, to be taken and claimed and fucked so thoroughly there would be no doubt to whom she belonged too.

The same could be said for Celestia, more or less, as she was also sandwiched between two guards plowing into her. The unicorn guard below her roughly suckled on her breasts while the earth pony guard in front practically facefucked her, his balls smacking against her chin. While this was happening, she stroked off another guard while the pure white pegasus guard behind her rammed into her pussy like he was in heat. Of course, Celestia’s hips were bucking wildly into the guards’ thrusts into her pussy and flank-hole, showing that she was just as aroused and excited by this act as they were. After the busy week she had, she definitely needed something like this to help relieve the stress, and give her immense amounts of pleasure at the same time, and these ponies were delivering in spades.

“Ahh...fuck...I’m about to come any second now~!” one of the guards grunted out as he felt his member twitching violently inside the inner walls of Luna’s pussy.

“M...Me, too~!” the pure white pegasus guard moaned as his own cock was twitching like crazy inside Celestia’s flank-hole.

“So . . . are we!” the two stallions inside Celestia’s marehood groaned as their cocks pulsed and twitched almost in unison from Celestia’s inner walls squeezing and gripping them.

Almost within a matter of seconds, Luna and Celestia had reached their own climaxes, the two spraying out tons of fem-juices out of their marehoods as it drenched the cocks inside them. This also seemed to incite the guards further as they thrust harder and faster, nearing their own orgasms until they all gave a loud sharp yell, at which point they pumped loads of cum into the Alicorn princesses’ waiting and craving holes, which squeezed their stallionhoods tightly as if to milk them for every last drop. Both Celestia and Luna gave one more loud muffled moan at this, one huge wave of pleasure shooting through their bodies as the guards they were sucking off pulled out, unintentionally letting out a few more ropes of sticky hot cum that landed on their faces and breasts. The other guards that had their cocks inside the two princesses’ lower holes pulled out as well, spraying one last rope of spunk onto their backs and flanks as they all plopped down to the floor and bed, panting heavily.

“W…..W…..well? How...was it….Luna?” Celestia asked with a heavy pant, a bit of cum leaking out of her mouth as some leaked from her marehood, dripping onto the floor.

“So good . . . so good . . . Celestia . . .” Luna moaned, panting as well and drooling cum from all of her holes.

“Good...but guess what...we’re not done yet~” Celestia grinned.

“W...wha…” Luna panted as the door opened, revealing several female guards that belonged to Luna’s army. “...Sister?”

“We had a regular gangbang...but now we move onto a Yuri gangbang~”

‘...Damn you, sister…’ Luna thought in annoyance.

“Princess Celestia, I received a message from Twilight Sparkle about a spell you gave her. Something a-” Celestia’s personal assistant began as she opened the door, only to gawk and blush heavily at the sight before her.

Celestia and Luna were surrounded by nude mares, some pegasi, some unicorns, some earth ponies, all of whom were licking what looked like male semen from their marehoods and mouths and flank-holes. Celestia perched in a crouching position over the mares licking at her pussy and ass, holding close the mare she was directly kissing and swapping cum with, along with the two others sucking at her bountiful breasts. Luna was on her hands and knees, bucking into the mouths of the mares working on her lower holes and eagerly making out with a third mare, filling her mouth with the cum she’d received from one of her stallion lovers, pressing two more mares close to her breasts so they could suck and lick and even bite them. Eventually, the mares Luna and Celestia were kissing stood up as the Alicorn princesses released their lips and started to kiss a different set of lips on those same mares, the mares bucking their hips as their princesses dug into their marehoods with their mouths and tongues.

“...I...I’ll uh...get back to you about it later…” Celestia’s assistant slowly said as she backed out, closing the door as she left to go take a shower...a really cold shower.

Summoning Mishap (Mane 6 X Slime tentacles) *Request 2 for Shadowcloud*

Author's Note

Sorry this took a bit, but here's yet another request by Shadowcloud. Also...well, this also ties in a bit(or rather takes place during) the Celestia and Luna one-shot.

Summoning Mishap (Mane 6 X Slime tentacles) *Request 2 for Shadowcloud*

“Remind me, Twilight, why’re we standing in here again?” Rainbow asked as she and the rest of the mane 6 stood within Twilight’s bedroom.

"Well, while I was looking through some of the books Celestia sent me the other day, I came across a spell," Twilight replied.

"A spell?" Rarity repeated, earning a nod from Twilight. "Well, what kind of spell is it?"

"Ooh! Is it a spell that makes anything into cake?!" Pinkie asked, poking out from behind the pure white unicorn, startling her a bit. "Or is it a spell that could make us into giants?!"

"Pinkie, don't be weird.” Applejack sweatdropped a bit before looking back at Twilight. “But seriously, what’s this spell y’all are talkin’ about?”

“Well...it’s more or less a summoning spell,” Twilight explained before holding her chin in slight thought, “though I’m not sure what it’ll summon.”

“...And yet you want to try it out?” Rainbow Dash asked in a deadpan tone, “Also...why in your bedroom?”

“Well...after what happened with Starlight, I couldn’t risk trying the spell in the map room,” Twilight replied. “Also...well, I was curious and wanted to try it.”

“Uh-huh...and if it turns out to be something huge, scary, and/or evil?”

“We’ll do our best to hold it back before it can get out into Ponyville,” Twilight answered.

“Ahh…” Rainbow nodded.

“Um...what if it doesn’t turn out to be evil, but something...um, cute?” Fluttershy suggested.

“I dunno.” Twilight shrugged. “But we’ll never know unless I try the spell.”

“Oh...um, okay.” Fluttershy nodded before she and the others heard the door being locked, causing them to turn to see Pinkie putting a few locks on the door.

“...Pinkie dear, what are you doing?” Rarity asked.

“What? I’m just making sure whatever Twilight summons doesn’t get out,” Pinkie replied. “Besides, it’s pretty obvious what’s going to happen.”

“Excuse me?”

“Come on, think about it. Six mares, three of which are pretty busty, a summoning spell…” Pinkie listed off. “Just need something tentacley, and this would be something out of one of those hentai mangas from Neighpon.”

“...Pinkie…” Rainbow spoke up.

“Yes, Dashie?”

“Did you have coffee this morning or something?” the tomboy pegasus asked with a slight sweatdrop.

“I don’t drink coffee,” Pinkie replied.

“...”

“...What?”

“...Nevermind,” Rainbow Dash groaned before looking back at Twilight. “So we gonna do this or not?”

“Right.” Twilight nodded as she took a deep breath, holding her hands out as her horn began to glow.

Within a few seconds, a magic circle began to appear within the middle of the room, Rainbow and the others standing back as the circle began to grow in size. The six mares stood ready for whatever was going to appear from the circle, Fluttershy being slightly more nervous than the others while Pinkie was curious on what was going to come out. Within a matter of minutes, something started to slither its way out of the circle, causing the group to tense as it slowly crawled out. What was starting to come out was….slime?

“Slime?” Pinkie Pie asked, her tone full of curious energy and excitement.

“Stay ready just in case,” Twilight whispered as the slime, which was a more neon blue-ish color began to form into something. Something...female? “...What the?”

The slime had formed into the shape of a woman, even forming facial features that would have been quite attractive if not for the uncannily blank eyes. Some of the slime took the form of hair atop her head and going down her back, even flaring out into some kind of bulb standing from her scalp. It blinked for a moment in confusion as it looked around, seeing Twilight and the others staring at it in a mix of curiosity, confusion, and awareness.

“...Wh...what’s it doing?” Fluttershy quietly asked as the slime ‘girl’ looked at them.

“I’m not sure…” Twilight replied. “...Um...excuse me?”

“?” The slime blinked as it looked over at Twilight, looking at her in curiosity.

“Do you . . . know where you are?” Twilight asked. “Do you have a name?”

“...?” The slime just tilted its head in confusion at that, the bulb bouncing a bit from the movement.

“...Ah don’t think it can speak,” Applejack noted.

“It...it looks like,” Fluttershy noted as the slime looked back at her, or rather...her body kinda.

“I think she likes you!” Pinkie Pie exclaimed.

“R...really?” Fluttershy asked as she looked over at Pinkie, causing her covered bosom to bounce a bit.

“Yup,” Pinkie nodded, causing her own bust to bounce a bit as well as the slime looked at the Mane 6, or rather...their bodies in curiosity.

The slime noted that most of them...well, they were pretty busty, especially the shy-looking one, the pink one, the orange one, and the pure white one. Even the rainbow-maned blue one, who was the least busty of the mares, had a decently sized chest, and the purple one was a little better-endowed in the chest, though not overly so compared to the other four.

“...Is it checking out our bodies?” Rainbow spoke up.

“Yes, it is,” Twilight replied. “Considering what I summoned it for . . .”

“Wait, what?” Rainbow blinked at that before she noticed Pinkie started taking her clothes off. “?!”

“Pinkie, what are you doing?!” Rarity exclaimed with a blush.

“What? It’s kinda obvious what’s gonna happen here in a few,” Pinkie replied, the bubbly pink mare in just a cherry-colored bra and matching panties before she took those off next.

The slime noticed the action the pink one did in curiosity, giving a sorta innocent smile before it looked at the other mares in the room.

“...Um...wh-wh-” Fluttershy began before a pair of slime tentacles emerged from the slime and tore off her forest-green sweater and tan skirt, along with her pure white bra and panites, leaving the now heavily blushing mare in the nude. “?!”

“Umm . . . could you not go so forcefully and suddenly?” Twilight asked hesitantly.

The slime looked at her for a few moments, giving a small nod before using its tentacles to carefully take Twilight’s clothing off next, leaving her in the nude. “. . . At least she listens.”

“...Twilight,” Rainbow spoke up, giving the Alicorn an even frown, “What the heck is going on? What do you know about that thing? You said you didn’t know what that summoning spell was gonna bring out, and yet you suddenly know what this thing is.”

“Well, I didn’t know what was going to specifically come out, but I do know what this is,” Twilight replied. “It’s a kind of sentient slime that usually takes on female form and feeds on fluids. It also seems to have a particular taste for the fluids produced by female sexual arousal.”

“Sexual Arousal?” Applejack repeated, “...Wait. Are you sayin’ this thing is some sort of...sex creature or somethin’?”

“Of course!” Pinkie Pie chimed in.

“And you’re certainly excited about it…” Rarity noted with a mutter before using her magic to stop the slime’s tentacles. “No...let me do it myself. If this is gonna happen, at least let me undress myself.”

“...Know what? Fuck it,” Rainbow sighed as she started stripping as well, taking her sports bra and shorts off while Rarity gracefully removed her own clothes, performing a surprisingly elegant striptease.

“...And yer sure there’s no negative consequence here or anythin’ t’ this, right?” Applejack asked Twilight.

“I’m sure, yes,” Twilight nodded.

“...If yer sure…” Applejack said as she started undresing as well, undoing the knot on the front of her shirt so she could fully take it off, revealing her lusciously plump tan breasts before following up with her denim shorts, revealing a patch of blonde above her marehood and that she gave a whole new meaning to the term “apple bottom.”

The slime gave a small ‘ahh’ as she looked at the six completely bare mare’s in the room before looking at Twilight, as if waiting for a command or some instructions.

“So…” Twilight began as she looked at her friends. “Who wants to go first? Or...well, would you rather it take two of us at the same time to make it go by faster?”

“Ooh! How about Fluttershy first?!” Pinkie suggested, causing the shy mare to blush heavily. “She’s probably the most sexually pent up out of all of us.”

The slime looked over at the shy mare in question, and formed its lips into an inviting smile.

“...W….well...I-I suppose I’ll give it a try…” Fluttershy whispered, blushing still as she nervously walked over to the slime, who brought her over closer with its two slime tentacles. “Kya!” The slime began to play with her body using its slime tentacles, though it was more like a curious exploration than anything else, at least at first. “A...ahh~”

The slime then noticed the shy mare’s large supple breasts, seeing them move up and down a bit from Fluttershy’s breathing, her buttery yellow nipples starting to erect from a combination of the cold air in the room and from the slime’s tentacles tracing all over her body. The slime leaned forward with its humanoid shape and curiously captured one of Fluttershy’s nipples in its mouth, causing Fluttershy to gasp sharply with surprise and then moan as it sucked her nipple like a nursing calf.

“Wow…” Pinkie blinked at the scene, seeing a bit of juices starting to trail down Fluttershy’s leg, “...Wow. I wasn’t kidding when I said Flutters was probably the most sexually pent up out of all of us. I mean, just suckling off her breast already has her wet.”

The slime continued sucking Fluttershy’s nipple, but having noticed the flowing evidence of the shy mare’s arousal, it extended another tentacle to her marehood, gently probing before starting to suck her juices with the tentacle.

“Ahn~!” Fluttershy gasped out loudly, feeling the tentacle slightly probe her “flower” and suck up her juices while its owner continued to suckle off one of her luscious breasts before moving to the other nipple, earning another loud gasp/moan from the shy mare as her body felt like it was on fire.

“Uh...I think I forgot to mention that her tentacles alone can send anypony into a sorta heat like state,” Twilight added a bit sheepishly.

“Seriously?” Rainbow deadpanned. “You should’ve mentioned that beforehand.”

Before Twilight could say another word, Fluttershy let out another loud moan when the slime did a slight tug on the nipple she was currently suckling on. More of her luscious fem-juices began to flow between her legs, and the slime used its other appendages to eagerly lap it up.

“Ahh...th-this feels...s...so good~” Fluttershy whispered out, a moan escaping her lips.

“Well . . . it’s not hurting her, so . . . perhaps we shouldn’t complain too much?” Twilight offered sheepishly.

“...I suppose not,” Rarity mummered.

“....Ah suppose Ah’ll give it a try as well.” Applejack sighed a bit as she stepped over, catching the slime’s attention as she stopped suckling off Fluttershy’s nipple for a moment, looking at Applejack with her head cocked in curiosity. “...Well, what’re ya waitin’ for? Ah’m offerin’ mahself t’ ya here.”

The slime just blinked as it began to approach her, leaving a panting Fluttershy as she fell to her knees.

“Wh...why...why did you…?” the shy mare began before a few slime tentacles grew from the slime’s back and headed towards her, engulfing the busty pink-haired mare and resuming where she’d left off. As this happened, the slime’s body came closer to Applejack, before she wrapped her primary arms around the sturdy mare and pulled her closer for a deep kiss.

“?!” Applejack tensed up a bit by the kiss, but she slowly melted into it as her body relaxed, embracing the slime and even kissing her back, “Mmm~”

As she made out with the Earth Pony mare, the slime made two more tentacles as they slowly snaked up Applejack’s body, feeling every inch of her long, firm legs as they made their way up to her supple D-cup breasts. Once they reached their target, the two tentacles wrapped themselves around the mare’s bosom and began to squeeze, hard enough to be felt, but not so hard as to actually hurt.

“Ahh~!” Applejack gasped out as she separated from the kiss, a blush evident on her face as the two tentacles fondled and played with her breasts, the slime smiling at her, “ahh...hoo nelly~”

Back over with Fluttershy, the other tentacles teh slime made were making sure the shy mare was fully tended to, one currently sucking up her love juices while two were wrapped around her impressive EE-cup breasts as the tips were tugging and “suckling” on her now-erect nipples. When Fluttershy let out another moan, one tentacle had made its way into her mouth, surprising her a bit, though due to the tentacles putting her into a large heat-like state, she had imagined it was a large, thick cock and so eagerly sucked it as the tentacles continued to pleasure her body.

‘Well...she’s g-oh mah~getting into it…’ Applejack thought as she noticed that, the farmfilly starting to get a bit hot in her body as well the slime’s treatments via it’s tentacles, a bit of her juices starting to trail down her leg.

The slime blinked a bit until she noticed the trail of sex juices trailing down Applejack’s leg. The slime let out an ‘ahh’ as she made one more slime tentacle and had it go to Applejack’s marehood and press against it, earning a moan from the blonde mare as the tentacle began to suck up her juices.

“Mmm…” Rainbow’s eye twitched in slight annoyance as she noticed the slime going for both Applejack’s and Fluttershy’s breasts first, the tomboy looking down at her own breasts. “...Damn it.”

The slime cooed at Rainbow Dash and extended more tentacles her way, as if saying, “You could have just asked.”

“...Heh...sure you could take me?” Rainbow smirked a bit. “I may be a bit flat compared to the others, but I can get pretty wild.”

“...Fl...at?” The slime tilted its head.

“Yeah, fl-” Rainbow began before she blinked. “...Did...you just say something?”

“...Flat?” the slime repeated once more.

“...Uh...yeah. My boobs are flat compared to the others,” Rainbow stated after she shook off the shock. “I mean, it’s not like I can make them bigger or anything…” She then looked over at Twilight. “Unless you have a spell just for that.” Before Twilight could reply, the slime girl sent small tentacles into her breasts through her nipples. “Hey, what’s the big…” She didn’t get to finish her question, as the tendrils pumped something in her that made her breasts and body grow. “?! Uh...Twilight? What’s it doing to me?!”

“Not flat,” it said as Twilight sat back and watched with interest.

“..Interesting…” Twilight noted as she looked at the now semi-large, busty Rainbow Dash. “It seems to be learning with each passing minute…”

“I...I see…” Rainbow slowly said, looking at herself before looking back at the slime girl, “...Well...whatever you did...thanks. I’m not so…” Before she could finish, the slime created a few more tentacles and dragged her over. “Woah!”

“Get . . . wild . . .” the slime said, somewhere between a hiss and a purr as she kissed Rainbow, making her blink before she started feeling hot and horny, returning the kiss eagerly..

“Hey. You forgot…” Pinkie began before she noticed some slime tentacles tending to Applejack. “..Oh. Nevermind.”

“Mmm~!” Both Applejack and Fluttershy let out muffled moans as the tentacles fondled and “played” with their bodies, two of them making sure to lap up their fem-juices. Something was then pumped into them from the tentacles in their mouths, causing them to become more slutty in their actions, giving off lustful moans as they began to grind against the tentacles that were sucking up their love juices..

“...Um, Twilight dear? What...did it just do to Applejack and Fluttershy?” Rarity asked, both gawking and blushing at how lewd her two friends were acting right now.

“I...think it pumped something into them,” Twilight responded, “but what exactly?”

“Ahh?” The slime girl tilted her head a bit, pausing from kissing Rainbow for a second to look at the three remaining mares. “...Join?”

“Join?” Rarity blinked before she realized what the slime girl meant. “Um...no, thank you. I’ll wait for my turn.”

“Same here,” Twilight added.

“Whhheeee!” Pinkie cheered, jumping the slime girl and kissing her passionately.

“Hey! It was still my turn!” Rainbow snapped a bit.

“Share…” it ordered.

“Hmm?” Rainbow raised a brow at that.

“Share?” Pinkie repeated before the slime split in two, making sure the tentacles that were still tending to Applejack and Fluttershy didn’t dissipate. “...I get the busty one.”

“They’re both busty…” Rainbow deadpanned. “...But fuck it. Too horny to care right now.” She kissed the slime girl back, as both slime girls allowed themselves to be groped by Rainbow Dash and Pinkie Pie.

‘S...so hot~’ Applejack and Fluttershy thought, both mares now extremely horny as the tentacles were now practically making them their toys at this point as they gushed tons of fem-cum, the tentacles lapping up the juices. The slime girls smiled at this, growing bigger and curvier the more juices they drank from the mares they’d captivated.

“Wait...are they getting bigger?” Rarity blinked.

“It looks like,” Twilight responded as she wrote all this down, “Interesting…”

“Heh...more of her to grope then~” Rainbow smirked in a sensual manner as she continued to grope her slime girl, who gave a small ‘ahh’ as she enjoyed it.

“Indeed,” Pinkie added, practically “milking” her slime girl as her fingers twisted and squeezed its nipples...or what she assumed were its nipples. “Let’s get you to leak that out…”

At that, the slime girls made tentacles that whipped Pinkie’s hands away.

“Ow! Hey~!” Pinkie whined at that as she stared at the slime girls. “What was that for?!”

“No leaking,” the slime girls spoke in unison with frowns on their faces. “Punish.”

“Eh? Punish?” Pinkie blinked before she was suddenly picked up. “Woah!”

“Hey, hey, hey...leave her alone. She didn’t mean it,” Rarity told it, earning the slime girls’ attention. “Leaking bad, we understand now, ok?”

“...Okay,” the slime girls nodded as they let Pinkie down. “We play with you. No . . . leaking.” With that, they began to caress and fondle Pinkie Pie with their tentacles, focusing particularly on her bountiful bosom.

“Ohh~ That’s more like it~” Pinkie purred out, enjoying the way the slime girls’ tentacles caressed her body until two tentacles latched themselves on her nipples. “Ahh~!”

The first slime girl then looked at its other half that got the idea as it created a super-thick and large tentacle and pressed it against Pinkie’s anal entrance.

“Ahh~!” Pinkie moaned out from the sudden action as the tentacle thrust in, clenching her flank around the tentacle.

“Looks like the slime girls are starting to get horny themselves,” Twilight noted, noticing the tentacles that still had both Applejack and Fluttershy preparing to do the same thing, if not more.

“Looks like,” Rainbow noted before a few tentacles grabbed her as well. “...Should’ve seen this coming.”

“Yes in…” Twilight said before Rarity groped her. “?!”

“Its getting boring to just watch, dear,” Rarity whispered into the Alicorn’s ear. “Plus...just watching this go on is, and pardon my language, really making me fucking horny~”

The slime girl saw this and went over to Rarity, rubbing some of its slime off on her crotch and the slime reshaped into a, for lack of a better term, slime dildo.

“...Well...that’s rather handy,” Rarity noted.

“Feel . . .” the slime girl whispered.

“Is she saying she can still feel her biomass even if it’s not currently part of her body?” Twilight wondered aloud, though she had to admit she was pretty horny, too, at this point.

“On your knees, bitch.” Rarity smirked as Twilight’s attention was grabbed by her sudden command..

“Wha...when did you…?” she blinked at the sight of Rarity in an S&M outfit.

“I have my secrets, dear,” Rarity replied with a grin before frowning a bit. “Now as I said, get on your knees, bitch.”

Twilight gulped, but to her surprise . . . obeyed, getting on her knees before Rarity. Rarity smirked as she got behind Twilight, gripping her “cock” as she positioned it between Twilight’s tailhole and marehood.

“Hmm...which one to choose first~?” Rarity pondered a bit, “Where do you want it, bitch? Pussy, or ass?”

“Pussy!” Twilight blurted out before Rarity could get any funny ideas about going for her ass. While it was a nice one --- so she’d heard --- and the slime “dick” would probably automatically lubricate itself, she was a bit hesitant about going there for the first time.

“...Very well,” Rarity said as she aimed her slime dildo above Twilight Sparkle’s marehood. “Fair warning, this will get...rough~”

“I can handle rough . . .” Twilight murmured.

“Oh? Well, let’s see about that~” Rarity grinned lustfully as she slammed her “cock” into Twilight’s waiting hole, earning a semi-loud moan from the Alicorn as she began to thrust into her.

Back with the others, the twin slime girls eagerly kissed and licked and sucked and groped their captivated mares with their mouths and tongues and tentacles. Both slime girls let out small, moaning sounds as they eagerly “drank” the love juices of the four mares in their grasp. Applejack and Fluttershy both seemed to be lost in lust at this point as they sucked on the tentacles in their mouths while their hands unconsciously rubbed a pair that snaked their way into their hands. At the same time, their breasts were currently being squeezed and “suckled” on by a pair of tentacles while two more, one for each mare, were thrusting in and out of their flank holes.

“Ahh~” the slime girls cooed, enjoying the taste of their love juices, all while they tended to both Rainbow and Pinkie, who were writhing in pleasure under the slime girls’ touches.

“Ohh~ Oh yeah~ That hits the spot~” Pinkie purred as her slime girl had more or less engulfed her, the bubbly pinkette feeling like she was getting a full-body massage.

“...Feel...good?” the slime girl that had Rainbow Dash asked the rainbow-maned pegasus.

“YES~!” Rainbow cried out ecstatically, getting the same treatment as Pinkie as her body was also receiving what felt like a “full-body massage.”

“Ahh...good.” The slime girl smiled a bit.

Back over with Rarity and Twilight, the two mares were moaning in near ecstasy as well while the former continued to thrust into the latter, the pure white Unicorn’s “cock” sending out a wave of pleasure throughout her entire body each time she slammed into Twilight. There was plenty of pleasure on Twilight’s end as well, her inner walls squeezing Rarity’s slime-constructed shaft as though it were a real cock, her fluids actually making it harder and firmer as Rarity thrust it inside her. As this went on, Rarity was suddenly groped by a third slime girl.

“Huh?” Rarity blinked before seeing all four of her friends having full-body massages inside their slime “chambers.”

“Your turn,” the third slime girl said as she began to engulf her and, by extent Twilight. As it did, Rarity and Twilight felt it drain their magic, leaving them unable to stop it and save themselves. In fact, it was getting even stronger as it and the slime on their friends glowed.

“T..Twilight? Wh-ahh~what’s happening~?” Rarity managed to ask through her moans.

“I..I d-ahn~ I don’t know~” Twilight replied. “But...it was able to-mmmf~! Absorb our magic~”

“How do we . . . ?” Rarity started to ask, only for another moan to escape her.

“Feel good . . .” the third slime girl moaned. “Cum now.”

“Ahh...cum now~” the first and second moaned out as their bodies and tentacles sent out a vibrating motion, which the other four mares felt, all moaning loudly as they were nearing their climaxes, too.

“Ahh...f-fuck~! G...gonna…” Rainbow panted.

Within a matter of seconds, all six mares moaned loudly as they climaxed, gushing out buckets of fem-cum as the three slime girls absorbed it. Something strange began to happen, though, as the slime engulfing the six mares began to recombine with the three slime girls, and then the trio of slimes in female form began to merge together as well.

“...A...are they...fusing?” Twilight asked while panting.

The slime began to reform into a female shape once more, only...well, compared to the regular slime girl, this one was by far curvier and taller. Or as Rainbow Dash adequately summed it up:

“Holy Celestia and Luna, she’s humongous! Her tits are even bigger!”

“Ahh...thank you,” the slime g...er, woman said, smiling at them, her voice sounding really sensual.

“...Wow. She sounds like a really hot Milf...like Love Tap,” Pinkie noted.

“Hmm~” the slime woman mummered as she eyed the six mares, “Hmm...you girls still look stressed. Let me take care of that~”

“You’re not gonna suck us dry, are you?” Twilight asked.

“No~I’m just…” the slime woman began as she made various slime tentacles. “. . . gonna relieve you of any remaining sexual tension~”

“Works for me!” Pinkie Pie cheered.

“...Fuck it. Still too horny to care right now,” Rainbow said, shrugging a bit.

“S...same here~” Applejack and Fluttershy panted, the two still feeling the heat-like effects from before.

“...Might as well go all the way, then,” Rarity added.

“...And you~?” the slime woman asked as she looked at Twilight.

“Ok . . .” Twilight whispered, in a small voice, as if she didn’t quite trust herself to speak. Indeed, she felt like she was on the verge of just throwing herself before this beautiful slime woman and surrendering completely to the ecstasy that she could offer.

“...Very well~” The slime woman smiled in a sensual manner and began to walk back over to the Mane 6, her wide, womanly hips (some would even call them foal-bearing hips) swaying as she moved. Once she was close enough, her slime tentacles wrapped themselves around all six mares, the touch alone starting to send them into a heat-like state until they began eagerly writhing against the tentacles, urging them closer to their breasts and between their legs. The slime woman soon complied as she sent a few more tentacles at them, a few snaking around their supple breasts, three or four latching themselves onto a few of the mares’ erect nipples, while twelve each headed towards their marehoods and tailholes, probing the two lower holes for a second or so until they went straight in.

“Ahh~!” all six mares moaned out in pleasure before six slime tentacles, one for each of them, went straight into their mouths, earning another moan from them as they began to suck on them.

“Ahh~That’s more like it~” the slime woman cooed as her tentacles “played” with Twilight and the others, the slime herself giving off a slight moan as she felt the sensation as well, aroused by their pleasure and the taste of their juices that she was getting through her tentacles.

Fluttershy, Applejack, and Rarity were being tended to the most by the tentacles, practically getting gangbanged by them as the tentacles pumped rapidly and powerfully into their moist snatches and sucking mouths and clenching flank-holes. A pair that were currently wrapped around Fluttershy’s had grown suction cup-like mouths as they pulled and suckled on her nipples, trying to milk her, so to speak, as one tentacle was giving itself a boobjob with her supple bosom. Applejack’s arms were bound by a tentacle as the ones that were tending to her were getting a bit rough, but the farm mare was too horny to care at the moment as waves of pleasure surged through her body each time the tentacles pumped wildly into her. Rarity was certainly enjoying herself as well, the normally ladylike unicorn mare moaning out unashamedly as she was getting the same treatment as Fluttershy, only her hands were occupied stroking another pair of tentacles as well.

Over with Twilight, Rainbow, and Pinkie, Rainbow Dash was eagerly humping the tentacles, squeezing one between her enlarged breasts as she sucked it. Pinkie Pie was literally bouncing as the tentacles inside her holes thrust away with rapid abandon. Twilight Sparkle was groaning with unrestrained pleasure as there were not only tentacles penetrating her mouth, pussy, and ass, there were tentacles moving between and around her breasts and even a tentacle gliding between the cheeks of her rump.

“My, my~It seems you all had quite the amount of stress in your bodies~” the slime woman noted as she looked at each of the Mane 6. “Especially the Alicorn~”

“So good . . .” Twilight managed to say through her moans and the tentacle in her mouth, her expression one of near-mindless bliss. “Thank you . . . more . . .”

“Ohh~?” the slime woman hummed as she had her tentacles move Twilight closer to her. “You want more~?”

“Y-yes~~” Twilight moaned out

“Then more you’ll have~” the slime woman purred as she drew Twilight Sparkle even closer. She gave a small, cooing sound as she fiddled with her “pussy” a bit before something started to grow out, something almost twice the size of a stallion cock, causing the lust-filled Alicorn to drool at the sight. “Like~?”

Twilight didn’t so much answer in words as she immediately dived upon the slime woman’s new “cock” and began to suck it eagerly.

“Ohh~! I’ll take that as a yes~” the slime woman purred in pleasure as she began to move her hips along with Twilight’s head, practically trying to deepthroat her as the two moaned out. At the same time, the tentacles that had the rest of the Mane 6 were getting a bit rougher and wilder with them in response to the slime woman’s growing arousal and lust.

“Ahh~” both Rainbow and Fluttershy moaned out as the tentacles moved them closer together, the two pegasi currently making out, their tongues wrestling for dominance in their open-mouthed kiss, the tentacles not stopping one bit as they thrust wildly into their lower holes and toyed and fondled with their breasts. Another tentacle actually passed between their lips, both of them alternating between sucking the tentacle and kissing each other.

“MmmF~! Ahh~!” Applejack moaned out as Rarity was currently eating her out while a pair of tentacles pumped roughly into the farm mare’s ass and mouth and a pair of “suction cups” were “milking” her ample bosom. The same thing was happening with Rarity as she continued to bury her face in Applejack’s copiously dripping snatch, her hips bucking against the tentacles inside her ass and pussy while suckers attached to more tentacles were gripping her nipples, seeming to milk her breasts as well.

For Pinkie, she was enjoying her own “party” as she tended to each tentacle that had surrounded her, eagerly sucking one off while stroking a few others and bouncing on the tentacles moving inside her lower holes.

“Come on~ Give this pie her filling~” Pinkie demanded in her moans, a few tentacles, two or three at best, were rapidly pumping fast into both her lower holes while another pair were groping and squeezing her breasts and another was moving between the plump cheeks of her rear.

Back over with Twilight, she moaned out loud as she was hung up by the tentacles, keeping her in the air while the slime woman thrust and slammed her “rod” into the alicorn mare’s pussy, an evident lump being seen around her stomach area.

“Ohh~” the slime woman purred out deeply and loudly as she continued in her rapid thrusts, “That feels good~Ooh...I might cum soon~” She then leaned in close to Twilight’s face, her mouth currently occupied by a tentacle or two. “And I can sense you and your friends are nearing as well...correct~?”

Twilight let out a loud, eager moan, nodding rapidly, bucking her hips harder into the slime woman’s thrusts.

“...I will take that as a yes, then~” the slime woman said, grinning as she gave her a few more hard thrusts. “Then let us cum...together~! A...ahh~!”

Within a matter of seconds, the slime woman and the Mane Six all reached their second orgasms, the mares spraying out loads of fem-cum while the slime and her tentacles eagerly drank up the mares’ orgasmic juices, and at the same time pumped their own orgasmic fluid into and onto them, drenching them in a semi-clear liquid. As the six mares rode their orgasms out, the slime woman gently placed them down on the floor, each one panting heavily as their bodies were drenched in sweat and the slime’s liquid.

“Enjoy yourselves~?” the slime woman asked, earning tired moans in response. “Good~ because within an hour or so...we’ll resume~?”

“Wh….what?” Twilight asked within her pants.

“I have this body for a few more hours, so...rest up well~”

‘...I better send Celestia a letter about this...and where she found the book that has this spell in the first place,’ Twilight thought.

Beach club bangout (Octavia X Vinyl X Various Stallions) *Request 2 for Ebony Stallion*

Author's Note

Another request for Ebony Stallion, and the last one I'll be taking for now. Regardless, I hope you enjoy this.

Beach club bangout (Octavia X Vinyl X Various Stallions) *Request 2 for Ebony Stallion*

Octavia sighed as she sat at the bar. She and Vinyl had came to the beach for a bit of sun and relaxation, but...well, turned out Vinyl had a gig here at the local club, and, to make things interesting, decided to have her perform a little dance number during the show. Sometimes she hated when Vinyl would do something like this, be it invite her for a collab concert (which turned out okay for most of the time), or try to do something like this.

“...Ugh. Honestly, Vinyl…” Octavia sighed, the dark-grey mare wearing a pure black two-piece swimsuit with music notes on it. “I was looking forward to relaxing, not have a bunch of horny stallions stare at me.”

“Hey. Not my fault the manager wanted to add something extra to my show.” Octavia turned to see Vinyl walking up to her, the unicorn wearing a neon-blue two-piece swimsuit that showed off her figure. “Yo, barkeep! A couple of drinks here!?”

“Gotcha.” The bartender nodded as he prepared a few drinks for the two mares.

“...So this wasn’t intentional?” Octavia asked as Vinyl sat down next to her.

“Well...more or less.” Vinyl shrugged. “Plus...well, couldn’t find anypony else that had a rockin’ bod like yours.”

“...I see,” Octavia noted. “...I’m guessing the other choices you had in mind were busy, correct?”

“Yeah...I was gonna go with Fluttershy, but I doubt she’ll enjoy stripping in front of so many stallions, given her shy nature and all,” Vinyl replied. “Would’ve gone with that Trixie chick, but no way am I gonna deal with that ego of hers. Would’ve LOVED to get Pinkie, but she’s currently visiting family.”

“...Fair enough, I suppose,” Octavia admitted, relenting slightly as the bartender brought them some drinks. “...There’s no alcohol in these, is there?”

“No…” Vinyl replied, only for Octavia to give her a “really?” look, “...Okay, maybe a bit. Look, the concert isn’t for a few hours, so I figured we could go ahead and have a few drinks to help us relax. Ya know?”

“...and there’s no drugs in these, correct?” Octavia asked once more, just to make sure Vinyl didn’t add any weird drugs like ecstasy or anything in the drinks.

“Nah...would’ve, but being buzzed is just as good,” Vinyl responded as she held her cup up. “So what do ya say, Tavi? Up for a few drinks before the show?”

Octavia pondered this for a bit. If she really was gonna perform on stage...she might as well feel relaxed after a few drinks. “....Very well.”

“Awesome,” Vinyl grinned, “Yo, barkeep! Keep the drinks comin’! We’re gonna get hammered tonight!”

‘I feel like I’m going to regret this later,’ Octavia thought as she took a sip of her drink.

Three to four hours passed, and it was about five minutes until showtime. Vinyl took a few deep breaths, despite being a bit drunk as she prepared to perform onstage and play that music loud. Octavia on the other hand…

“So V-hic! Vinyl..”

“Shudup.” Vinyl giggled, kissing her roomy on the lips. “Sho...ya ready for the show, Tavi?”

“You know...I was aga-hic! Against it...but I’m a bit ehehheh…” Octavia giggled in her drunken state.

“You’re not against me and my bod, are ya?” she smiled.

“No...no…” Octavia replied, groping herself a bit.

“Then here’s the deal. You show them a good time and i’m all yours to play beautiful solo music with,” Vinyl offered. “Sounds like a good deal?”

“Hmm…”

“I’ll let you be the dominant one this time.”

“...Very well. I’ll give them a sh-hic! Show to remember!” Octavia replied a bit loudly.

“Awesome...then let’s go out there and give them an early show.” Vinyl smirked as she poked her head out, seeing the room filled with a large crowd of stallions, one or two mares accompanying them. “And it looks like the crowd is getting a bit impatient.”

“Then go ahead and start playing that music, Vinyl baby!” Octavia laughed a bit, then caught her top before it could fall off. “Oops...heh...almost fell off.”

“Heh…” Vinyl chuckled a bit at that as she ran out on stage, the crowd yelling loudly in excitement while the unicorn ran behind the console. “Sup, everyone?! DJ-Pon3 in the house! Ya ready to get wild up in here?!”

“YEAHH!!!!” the crowd cheered wildly.

“Then let’s get down to business~” Vinyl whispered into the mic as she laid a record down, causing a slow, yet wild beat to start playing in the area. “Oh, and guess what? We got a show for ya as well…”

“Ohh~ that must be my c-hic! Cue…” Octavia noted as she walked out on stage, her shapely hips swaying a bit in tune with the music as it boomed throughout the room, the crowd’s eyes fastened to her as soon as she arrived.

“Nice...isn’t it~?” Vinyl asked the crowd in a slow, sensual manner as she began to slow the music down a bit. “Well she’s just...begun~”

“Yeah~ Feast your eyes on this~” Octavia added enticingly as she began to dance, her body moving in a seductive rhythm. As she moved, her large voluptuous F-cup sized breast began to sway with her movements, enticing the crowd as a few stallions hungrily stared at her.

“Heh...nice~” Vinyl whispered to herself, eying Octavia’s shapely rear in a lustful manner. “...Let’s do something about those, shall we~?”

“Oh~?” Octavia blinked a bit before she noticed Vinyl using her magic to take her swimsuit bottoms off. The dark-grey mare gave a small grin as she used one of her hands to block her marehood from the crowd, teasing them as she continued her sensual dance. She switched her hands to cover her pussy every few seconds, teasing the crowd further and at the same time, making them want her more.

“Damn, babe...you keep this up, I might want to start jumpin’ ya,” Vinyl whispered, still eying that delicious flank of Octavia’s.

Octavia heard Vinyl’s whisper, and to be honest, that aroused her even more than the stares of the stallions in the audience, as she began to reach up with one hand to undo her top while the other still teasingly covered her pussy. Once she undid the front string, her top fell to the floor, letting her bountiful bosom bounce free.

“Heh...starting to get hot in here…” Vinyl whispered, using her magic to take her own swimsuit off. “Maybe a little dancin’ will help cool me off~”

The crowd cheered eagerly, wanting to see Vinyl dance and shake her goods as well. Not wanting to disappoint the crowd, she set the console to auto-play and began walking up next to Octavia, the Unicorn’s swimsuit dropping to the floor as she prepared to join her roommate, her DD-E-cup breasts giving a small bounce with each step.

“Ohh~?” Octavia chirped a bit as she noticed Vinyl next to her. “Decided to join me, have y-hic! You~?”

“Oh, yeah,” Vinyl replied sultrily. “Seeing you get into it like that . . . made me really hot . . . Just had to join in . . .”

“Ahh...fair enough~” Octavia replied with a slight purr. “Then let’s give this crowd a show they’ll never forget~”

“Oh, hell, yes~” Vinyl nodded in agreement.

With that, the two began to dance with each other, each movement they made being sexier than the last as the crowd kept a steady eye on the two mares dancing so erotically on stage, their hips shimmying seductively and their bodies grinding into each other. Octavia gave a small coo as Vinyl moved behind her, her hands tracing up and down the dark-grey mare’s body as they slowly reached up to her roommate’s bountiful breasts.

“Damn, Tavi...I never get tired of looking at this bod of yours...especially…” Vinyl paused, whispering into Octavia’s ears before the Unicorn’s hands reached their target and groped the dark-grey mare’s bosom. “These~!”

“Ahh~!” Octavia gave a semi-loud gasp/moan from the action, the crowd starting to get more excited after seeing the action, a few stallions beckoning the two to fuck each other on stage.

“Don’t worry, you wild stallions . . . you’ll get everything you’re looking for and then some,” Vinyl teased to the audience, her hands fondling Octavia’s luscious melons, “Right...Tavi~?”

“V...Vinyl...isn’t this a-ahh~” Octavia moaned out a bit when Vinyl squeezed her breasts. ‘...Screw it. I may be drunk right n-hic! Now...but all this lewd dancing with Vinyl has gotten me a bit too horny.’

“Heh...I’ll take your moan as a yes~” Vinyl grinned a bit, the white Unicorn starting to lick her partner’s neck as she continued to feel her up, Octavia moaning some more from Vinyl’s kisses and touches.

“Ahh~” Octavia moaned out, her head slowly moving towards Vinyl’s, the unicorn pulling her into a deep kiss, the dark-grey mare melting into it as she returned it with just as much pleasure. She then turned herself around to deepen the kiss, the two mares lowering themselves on the stage as they made out with each other, grinding their sweaty, yet sexy bodies against each other.

“Damn...look at those two go,” one stallion in the crowd commented as they watched the two mares make out.

“Tell me about it…” another stallion added, a noticeable tent in his trunks. “I’m already rock-hard from watching the dark-grey mare dance earlier.”

“I think you speak for all of us here at this point,” a third stallion added, just as visibly hard as the second.

“I’m about to jump up there and join in,” a fourth spoke up.

“No, no...be patient. Let them two hot and sexy mares fuck for a bit,” a fifth spoke up. “Once they’re good and ready, then we can really start this party~”

“Oh, hell, yes,” the second assented with a grin.

Back over with Octavia and Vinyl, the two moaned out as they switched over to a 69 position, the two eagerly burying themselves in their partner’s sopping wet marehood. Normally Octavia would object to something like this, but...well, given that she was still a bit drunk and horny as hell right now, she couldn’t control her urges. Neither could Vinyl, for that matter, and honestly, she didn’t want to. She wanted to wait until after the show to fuck the daylights out of Octavia (or in reverse, given she offered herself if she gave the crowd a good show), but she couldn’t wait and decided to do it with her here and now.

“Ahh~” Vinyl moaned out as she continued to eat Octavia out from below, her hands gripping her roommate’s shapely rear. “Mmm~ damn, Tavi. You’re just gushin’ down here~”

“Mmf~! W-well… you’re not helpi-ahh~” Octavia moaned, pausing from licking Vinyl’s marehood when the unicorn put two fingers into her pussy.

“Oh, you like that, don’t you~?” Vinyl half-purred, half-moaned, thrusting her fingers in and out of Octavia’s sex.

“Y...yes~But not so ro-ahn~not so rough, Vinyl~” Octavia moaned.

“Oh, this isn’t rough, Tavi...this is~” Vinyl grinned lustfully as she nearly put her entire hand into Octavia’s marehood.

“Ahh~~!” Octavia moaned out loudly, nearly spraying her juices all over Vinyl as her fingers kept penetrating her sopping wet “flower.” Vinyl grinned and drank up Octavia’s orgasm, savoring the taste of her ecstasy. “...I...I told you not so rough...but damn~”

“Heh...glad ya liked it at least.” Vinyl chuckled a bit at that. “Heck, the crowd seemed to enjoy our little show~”

“Hmm~?” Octavia raised a slight brow at that as she looked up, seeing the crowd eying both mares lustfully and hungrily. “...so it seems~”

“...You up for an orgy or something?” Vinyl offered/asked, hoping Octavia was still drunk, yet horny enough for one.

“Hmm...on one condition…” Octavia began as she looked over at Vinyl, a slight glint in her eye. “I play with you for a bit. I recall you said you were going to let me be the dominant one if I gave these nice, yet horny stallions a good show, and...well…” She motioned to the crowd, who were hoping to instantly join in, or watch them go a bit further. “You can see what I mean~”

“Oh, I see~” Vinyl purred. “...Alright. Deal.”

“Good. Now…” Octavia began as she turned around, making sure she was facing Vinyl’s marehood while at the same time, giving the crowd a teasing look at her own, “Let’s begin~”

With that, Octavia lowered her face back down to Vinyl’s marehood and gave her clit a small nibble, earning a sharp gasp from the unicorn before Octavia stuck her tongue in her waiting snatch, using two of her fingers to pinch her clit. Vinyl arched her back and let out a sharp cry of pleasure from feeling Octavia pinch her clit and dip her tongue deep inside her marehood.

“Celestia damn...freakin’ teases~” one of the stallions in the crowd whispered.

“Tell me ab-aw dude! Are you jerking off?!” the one next to him exclaimed.

“I can’t help it! I’m ready to fuck somepony now!” the first one snapped.

“Just wait a little bit longer, okay? The moment they’re done, we can start this orgy,” another told the two.

“Why don’t you get us looking the part and shower us?” Vinyl offered, catching the crowd’s attention. ”Besides, we’re really thirsty~”

“Indeed~” Octavia agreed, pausing from eating Vinyl out.

“So whip out those dicks and get us messy~...last one to cum is the last one to fuck~”

“...Out of my way!” the stallion that was jerking off shouted as he ran towards the stage, fighting almost half the crowd to get there so they could give those two mares a “shower.”

“You go first.” Vinyl and Octavia winked as the first stallion made his way to the stage.

“Don’t mind if I do,” the stallion smirked as he started jerking off, followed by the few that followed him up there.

“Come on, boys~we’re waiting for that shower~” Octavia purred.

‘...Celestia damn, Tavi’s fun when she’s drunk,’ Vinyl thought with a grin before giving a loud moan when Octavia resumed eating her out.

“Don’t worry. The s-ooh man~ the sooner we finish, the sooner we can finally start this orgy~!” one of the stallions grunted as the group that surrounded the two mares picked up the pace.

“Then come on...give it to us~” Vinyl grinned a bit lustfully.

“We will!” another stallion grunted as he continued pumping his massive cock, on the verge of climax.

After a few more seconds of pumping, the group of stallions surrounding the two gasped out, their “rods” spurting out copious amounts of cum. It all landed on Vinyl and Octavia, the former giving a loud moan of ecstasy as she reached her own orgasm, her juices spraying all over Octavia’s face as she lapped it and some of the cum up.

“D….damn...forgot how good you are with that tongue of yours, Tavi…” Vinyl panted as she rode out her first orgasm.

“Heh...thank you…” Octavia chuckled a bit, licking up some of the cum that landed on her hands.

“So…” Vinyl began as she looked up at the crowd, the unicorn mare taking off her shades to make sure they didn’t get messy. “Who’s up first~?”

“I am!” declared a bronze-furred, auburn-maned stallion as he strode toward the two mares.

“Nice. Now choose...either one of us…” Vinyl began.

“Or both~” Octavia added in a bit of a sultry tone, the dark-grey mare getting on top of Vinyl, their breasts and marehoods pressing against each other.

“Works for me,” the bronze stallion said, getting down behind the two mares, teasing both of their pussies with the tip of his member. Then, making his choice, he thrust into one of them while considerately using his fingers to pleasurably probe the other.

“Ahh~!” Octavia and Vinyl moaned out in unison, the former currently being thrusted into by the bronze stallion while the latter was having her pussy probed by his fingers. Surprisingly, the stallion was able to coordinate fingering Vinyl with plowing Octavia, moving both his fingers and his cock inside them with great speed and force.

“Ahh~ Mff~! F...fuck~!” Vinyl gasped out as she felt Octavia’s erect silvery-pink nipples rubbing against her own each time the stallion thrusted into her. The dark grey-mare let out a loud gasp when she felt him spank her shapely flank.

“Can’t help myself,” the bronze stallion said, continuing his rapid and forceful thrusts inside Octavia’s marehood while his fingers continued sawing in and out of Vinyl’s marehood. “Your flank is perfect for spanking.”

“Ohh~! Th-than-ahn~thank you~” Octavia moaned out, the tone of her voice alone causing some of the other stallions around them to become rock-hard once more.

“Heh...see you’re enjoying y-mmf~Enjoying yourself, Tavi~” Vinyl panted, the unicorn noticing the other stallions staring at them. “Could use one myself~Whoever else didn’t cum last, step up~”

“...you take the DJ and I’ll help with the dark-grey mare?” a pale-red pegasus stallion asked another Pegasus with pale-blue fur.

“Deal,” the pale blue Pegasus replied, grinning wickedly.

“Hey, look at it this way, you wanted to see DJ-P0N3 up close and personal, and now you’re getting real close and personal!” the pale red Pegasus commented, returning the grin. “Me . . . I’m gonna get down and dirty with a classical musician!”

“The more the merrier,” remarked the bronze stallion still pounding into Octavia.

“...heh. Sounds good to me.” Vinyl grinned a bit as she crawled out from underneath Octavia and started crawling towards the pale-blue pegasus, her tongue extended toward his hard and erect member as she got closer. Meanwhile, the bronze stallion had taken Octavia firmly by her shapely hips and begun pounding harder into her sopping wet marehood, Octavia crying out in pleasure, her rump slamming into his pelvis with each thrust he made, such was her eagerness to be plowed.

“Here…” the pale-red pegasus spoke up as he walked in front of Octavia, presenting his rock-hard cock to her, “A little something for ya to enjoy~”

Octavia grinned and took the pale red pegasus’s shaft in her hands, pumping the length of it while kissing and licking and sucking the head. The pale-red pegasus sighed in pleasure and started pumping his hips forward, causing his member to go in and out of the dark-grey mare’s mouth as he and the bronze stallion spit-roasted her, her breasts swaying back and forth.

Over with Vinyl, she was currently pleasuring the pale-blue pegasus with her breasts as she gave him a boobjob, her tongue rolling around the tip of his cock as she rubbed her DD-cup melons against his “rod.” The pale blue pegasus moaned with pleasure from feeling Vinyl’s breasts engulfing the length of his “rod” while her mouth and tongue pleasured the head.

“Enjoying yourself, big boy~?” Vinyl asked with a purr, giving the stallion’s member a slow, yet pleasurable lick.

“Celestia and Luna, yes . . .” the pale blue pegasus moaned in reply.

“Heh...good~” Vinyl purred as she stood up, turning around to present her own shapely rear to him. “Then how’s about a little hotdoggin’~?”

“Don’t mind if I do,” the pale blue pegasus said, and placed his member in Vinyl’s rear cleavage before squeezing her shapely, round cheeks around it, then began pumping, moaning from the pleasure of her soft rear engulfing his shaft as his hips moved. Vinyl gave a small purr as she started grinding against his cock, causing the shaft to rub against her tailhole.

Back over with Octavia, the dark-grey mare was giving a muffled moan as she was now riding the pale-red pegasus in a reverse cowgirl position, the bronze stallion currently thrusting his cock into her mouth. Octavia’s muffled moan came from not just savoring the bronze stallion’s cock in her mouth, but savoring it after it had been inside her marehood, meaning she could taste her feminine juices on his shaft and it made her even wetter, making it easier for the pale red pegasus under her to thrust inside her marehood.

“Ahh~Luna damn this is good~” the pegasus grunted, thrusting his member upward into Octavia’s sopping wet snatch.

“Tell me about it~” the bronze stallion grunted, feeling Octavia’s tongue swirling around his cock. “Her tongue feels amazing~!”

Octavia moaned happily, glad for and aroused by their approval, as she sucked harder on the bronze stallion’s shaft while rocking and undulating her hips eagerly as her pussy squeezed the pale red pegasus’s member.

Within the remaining crowd of stallions surrounding the two, a unicorn with a dark-silver mane and near black fur mummered as he eyed Octavia’s shapely rear, and Vinyl’s mouth, as if he was trying to decide which of them to go after, the unicorn mostly staring at Octavia.

“Fuck….and I was the last one to cum,” a greenish-yellow unicorn stallion cursed.

“Me too…” a purple stallion added, before looking at the other two. “...rock-paper-scissors on who get’s who?”

“Sure,” the dark-furred unicorn replied.

While they were busy with that, the pale-blue pegasus couldn’t take it any longer as he gripped Vinyl’s arms, slightly surprising the unicorn mare before she moaned out loud when she felt his cock penetrate her flankhole. “YES!” the pale blue pegasus moaned as he felt Vinyl Scratch’s rear passage enclose and tightly grip his cock, beginning to thrust like a mad stallion.

“Ahh fuck~~!” Vinyl moaned out loud, her breasts bouncing wildly with each hard and fast thrust the pale-blue stallion gave her rear entrance. “Oh, fuck, yes~! Harder~! Rougher~!”

“I am~!” the pale-blue pegasus grunted out.

“Then allow us to help,” the greenish-yellow unicorn stallion spoke up as he and the purple stallion walked over. “We take her from all sides, then we switch partners after we cum. Deal?”

“...You two okay with this?” the pegasus asked as he looked over at the bronze stallion and the pale-red pegasus, who were still eagerly plowing Octavia’s mouth and pussy.

“If she is, sure,” the pale red pegasus relied.

“Ahh~” Octavia gasped out when the bronze stallion pulled out of her mouth to let her breath and talk, her mind still a bit dazed from the alcohol, but also overfilled with pleasure. “...Well...the more the merrier~”

“Heh...in that case…” the pale red pegasus smirked as he lifted her up, his cock lubed up in her juices as he plunged her back down, this time in her flankhole as she let out a loud moan. The bronze stallion then stepped in front of her and plunged his member back into her pussy, making her moan loudly once again. Finally, the green-yellow unicorn thrust his cock into her mouth, silencing her a bit, though she continued to moan around the thick shaft, as the three went to town on her.

The pale blue pegasus, meanwhile, sat down on the floor, using his legs to spread Vinyl’s open, presenting her sopping wet marehood to the dark-furred unicorn and the purple stallion, who looked at each other as if silently debating which of them would take her first. “W….well…” Vinyl panted out, her ruby-red eyes filled with lust as she gazed at the two. “I’m waiting~”

After a few more moments of silence, the dark-furred unicorn stepped forward, gripping his rock-hard stallion cock as he rubbed it against Vinyl’s wanting snatch, lubing it up a bit in her love-juices. Vinyl moaned, arching against him, silently begging him to just stick it in, and after a minute or so, he showed mercy and did exactly that, groaning with pleasure as he sank in all the way to the hilt.

“Ahh~! Oh, fuckin’ Tartarus, yes~!” Vinyl cried out in pleasure as the two stallions thrusted in and out of her lower holes in unison, leaving the purple stallion to take her mouth, which eagerly enclosed his cock and began sucking.

“Ahh~damn, her mouth feels amazing~!” the purple stallion grunted out as he thrust his cock in and out of Vinyl’s mouth.

“And her pussy . . . it’s like it wants to swallow me!” the dark-furred unicorn cried out as he continued pumping into her marehood.

“Her flank . . . is fucking tight!” the pale blue pegasus still in Vinyl’s flankhole groaned as he thrust.

Back over with Octavia, the three stallions with her had switched positions and the dark-grey mare was sandwiched between the greenish-yellow unicorn and the bronze stallion. The former took her marehood while the latter was currently pumping his cock into her flankhole, using his hands to fondle Octavia’s breasts as she swallowed the pale red pegasus’s stallionhood, her muscles clenching and unclenching to caress the length of it as he pumped it down her throat.

“Aw, damn...at this rate, I’m about to cum any second~!” the pale red pegasus grunted out, feeling his balls starting to swell and tighten up and his member thicken inside Octavia’s mouth and throat.

“S...same here~!” the other two stallions grunted, feeling their own cocks twitch violently inside Octavia’s lower holes as the dark grey mare was nearing her own orgasm.

Meanwhile with Vinyl Scratch, she and her three stallions were increasing the pace of their intercourse as they all neared orgasm. Vinyl’s hips and rump bucked harder on the stallions claiming her lower holes as said stallions thrust harder and faster inside her, while the stallion that had claimed her mouth and throat pumped his own member more forcefully and rapidly.

“Ahh….mmff~~! I...I’m about to explode any seconds...gh…” the purple stallion grunted out before he gasped loudly, shooting his load down Vinyl’s throat as the unicorn mare’s mouth was filled with the stallion’s seed, Vinyl eagerly swallowing it, her throat pumping and working to take all of the massive load. The other two stallions in her lower holes came as well with one more deep thrust each, filling her marehood and rear passage with their seed, both holes clenching and unclenching rhythmically as if to milk them, Vinyl coming so hard that it was rapidly seeping out past the member of the stallion plugging her pussy.

The same could be said for Octavia as she and her three stallions climaxed as well, the pale red pegasus grunting as he released rope after rope of sticky hot cum down her throat, then pulling out and releasing one or two more spurts of cum on her face and breasts. Octavia let out an ecstatic moan as she came, her marehood and flankhole clenching and unclenching around the other two stallions’ members as if milking them of all their seed that they were pumping inside her.

“Ahh...damn that was awesome…” the bronze stallion panted as he and his fellow stallions pulled out, causing their cum to leak out both of Vinyl and Octavia’s lower holes. “So...as agreed, let’s switch mares.”

“Yeah…” the pale blue pegasus nodded before looking out at the crowd, seeing it evolved into a large orgy as the horny stallions all were grabbing the nearest horny mare in the room and fucking them. “Once we finish them off, let’s join the rest of the party.”

“Of course.” The dark-furred unicorn nodded as he, the pale blue pegasus, and the purple stallion headed towards Octavia while the greenish-yellow unicorn, the pale red pegasus, and the bronze stallion walked towards Vinyl. Both mares had wicked, lustful grins on their faces as they saw their new partners sauntering towards them, cocks hard and ready.

“Bring it,” Vinyl challenged with an inviting grin.

“Come~” Octavia beckoned them in a sultry whisper.

Not wanting to disappoint them, the six stallions pretty much got to work instantly as the dark-furred unicorn picked Octavia up by her legs, holding them over her head while groping those luscious melons of hers, his cock aimed right for her flankhole while the pale blue pegasus’s “rod” was aimed right at the drak grey mare’s dripping pussy. After teasing her a bit, the two stallions mercifully thrust inside her waiting holes, well-stretched by their cohorts’ previous efforts and thus opening up effortlessly to them.

“...Well, I don’t have enough room.” The purple stallion shrugged before looking over at Vinyl, who was on her side as she was roughly penetrated in both her lower holes by the pale red pegasus and greenish-yellow unicorn, the mare moaning out as she was licking the member of the bronze stallion. “Hey. Need an extra to help tame her?”

“Go right ahead,” the bronze stallion replied, nodding as he moved aside, letting the purple stallion walk next to him as they presented their girthy, rock-hard cocks to Vinyl, who eagerly sucked each of them in turns, using her free hand to stroke off the one she wasn’t currently sucking on. “Ahh~that’s the spot~”

“MmmF~! Fuck her pussy is nice and slick~!” the pale red pegasus grunted out, holding Vinyl’s leg up as he thrust into her cunt rapidly.

“Same could be said about her ass~!” the greenish-yellow unicorn added, his hands groping and squeezing Vinyl’s breasts while he pounded into her rear passage, his fingers twisting and pinching her light-grey nipples.

“Harder . . .” Vinyl moaned.

“Ahn~! F...faster~!” Octavia moaned out, her eyes nearly rolling into the back of her head from the overwhelming waves of pleasure shooting through her body, her tongue sticking out of her mouth as the two stallions she had rapidly and roughly hammered into her lower holes.

“As you wish!” one of the stallions roared, as all of them began to thrust even harder and faster into the two mares’ pussies and asses than they had been before.

Vinyl gave a hoarse, lust-filled moan as she felt her lower holes stretching further by the two stallions while she managed to take both of the earth pony stallions’ cocks into her mouth, the unicorn mare sucking them vigorously as best she could.

Octavia was overtaken by her lust at this point as the dark-furred unicorn licked her neck while the pale blue pegasus took her erect nipples into his mouth, suckling and nibbling on them roughly as he tried to “milk” those luscious breasts of hers. The dark grey mare’s moans were almost musical at this point, a testament to how deep into lust she had gleefully sunk. “Aaah~ I’m going to . . . to come . . . again~!” she cried.

“Mmmm~~!” Vinyl gave a muffled moan, on the verge of reaching her third climax as well as she continued to suck off the two stallions’ cocks.

The pale red pegasus climaxed with a shout, filling Vinyl’s marehood with several spurts of his seed, and the greenish-yellow unicorn let out a guttural groan as he, too, came, nearly painting Vinyl’s bowels white with his own seed. The bronze and purple stallions grunted out as they came as well, releasing their loads all over Vinyl’s face, breasts, and back once they pulled out.

“C...cu...CUMMING~~!” Octavia shrieked out as she reached her third and possibly final climax, spraying her love juices all over the pale blue pegasus’ cock and balls. The pale blue pegasus moaned ecstatically as he came from feeling Octavia’s marehood clenching his shaft with her orgasm, pumping her full of his seed. The dark-furred unicorn let out a deep groan as he finally came, filling Octavia’s flankhole with his seed as the pale blue pegasus had done with her pussy, jerking his “rod” a bit as it sprayed his remaining load all over her breasts.

“Ahh...hoo, man...I don’t know who was more amazing. The dark grey mare, or the DJ,” the pale blue pegasus panted as the other stallions pulled out of both Octavia and Vinyl, “frosting” the rest of their bodies in their spunk. Both mares moaned contentedly, licking and lapping up what they could of the stallions’ spun, completely drunk on their lust.

“Well I don’t know about you guys, but I’m gonna join the rest of the orgy,” the greenish-yellow unicorn spoke up. “You five coming?”

“Might as well,” the bronze stallion replied, shrugging before looking at Vinyl and Octavia, the two moaning a bit as they made out. “These two are pretty much busy.”

“...Fair enough,” the two pegasi added as they, along with the dark-furred unicorn, and the purple stallion walked off the stage to join the rest of the orgy, leaving both Vinyl and Octavia in their lust as things started to blank out.

“Mmmm….my head…” Octavia whispered as she began to wake up, her head throbbing from the hangover she felt as she sat up. However...once her eyes were fully opened, she noticed two things...no, three things...one: she was stark naked. Two: she was naked on what looked like a stage in a currently empty club, and three...she was covered in sweat and a familiar white substance. “...”

“Ahh...man, that party was wild…” Vinyl groaned as she sat up, stretching a bit. “Still...it was…”

“Vinyl…” Octavia spoke up, Vinyl tensing up at the even, yet unsettling tone. “What...happened...last night?”

“We . . . started an orgy?” Vinyl replied somewhat bashfully.

“...An orgy…” Octavia repeated, that tone still in her voice. “Please tell me, Vinyl Scratch. Why did we start an orgy?”

“...Eh-heh….funny story. You see...you got a bit too drunk from all those drinks we had and...well…” Vinyl began nervously.

“...Well, what, Vinyl? Please tell me.”

“You...started dancing sexually on stage, I was still a bit drunk and started to join ya and...well, one thing led to another, and we had a party-sized orgy,” Vinyl finished.

“....You added something to those drinks...didn’t you?” Octavia asked with a large frown.

“I just wanted you to not be so nervous . . . Tartarus, I wanted me to not be so nervous,” Vinyl admitted, “so...I may or may not have had the barkeep add a bit of something to one of the drinks so we’d be nice and chill for the concert. But...there were two side effects to it.”

“...Please tell me, Vinyl. What were these ‘side-effects’?” Octavia asked once more as she stood up, the frown still on her face.

“....well...your body will feel really sensitive, putting you into a near heat-like state and such, which...well, pretty much increases if you’re drunk…” Vinyl explained, not liking that look Octavia was giving her. “B-but on the bright side, the second side-effect pretty much prevents you from getting pregnant.”

“...”

“...You’re still livid, aren’t you?” Vinyl gulped.

“Yes,” Octavia replied simply.

“...And there’s no way to calm you down, is there?”

“No.” Octavia shook her head. “Now...I want you to get dressed. Once we’re back home...S&M, and I mean the full works, too.”

“...Including wax candles?” Vinyl asked.

“Yes…” Octavia added in a slight dark tone, looking Vinyl straight in the eye. “Let’s see how you enjoy being on the opposite end of it...Once, maybe twice a week for a full month.”

Vinyl swallowed her drool, but her mouth wasn’t the only place she was salivating from. She was a bit excited for it, but at the same time...she was really nervous. “Ok . . .” ‘I should’ve seen this coming...note to self: next time a club owner asks me to bring Tavi on stage to do something sexy…make sure to not get too drunk so I can bring Tavi to our room and save her for myself.’

Shy Trio surprise attack (OC X Fluttershy X Coco x Marble)

Fluttershy gave a small sigh as she finished cleaning her place up and finished feeding the animals. Reason? Her fellow club members Coco Pommel and Pinkie’s sister, Marble Pie, were coming over to hang out today. She recalled a few months or so back that her friends---mainly Rarity and Pinkie---had suggested forming a club with Coco and Marble. It was a bit...awkward at first, given their shy nature and all, but they eventually got used to each other pretty well and would hang out whenever Coco and/or Marble were in town. She did enjoy their company, but...if there was one thing they kinda disliked...it was that most of the out-of-towners that came to Ponyville---minus Coco and Marble---would often try to hit on them due to their...ahem, well-developed bodies that nearly rivaled Celestia and Luna’s.

“Ahh...okay. I just need to rest for a moment an…” Fluttershy began before she looked over at a nearby picture of her and a snow-white pegasus stallion with an ice-blue mane. A small blush grew on the shy pegasus mare’s face as she looked at the stallion in the picture.

The stallion in question was her coltfriend Silver Hawk, a stallion that once lived in the nation of Neighpon before moving to Equestria, getting a job at the local hospital. It took Fluttershy nearly a year to work up the strength to ask him out, which he gladly accepted. Eventually, she started opening herself more and more to him before she admitted her love for him, which Silver Hawk in turn returned. She loved him with all her heart, but...well, Coco and Marble had an eye for him as well once they met him...which soon caused a bit of tension between the three shy mares. But if there was one thing they could all agree on...it was that they shared feelings for the stallion.

“...Silver Hawk…” Fluttershy whispered, a small smile on her face as she looked at the stallion in the picture. As she looked at it, a warm feeling was starting to build up inside her...a feeling of want that subconsciously led her hands to grope her large breasts and then one hand to break off and begin stroking her covered marehood. As she did, she began to imagine her and Silver Hawk sharing a passionate kiss, preparing for a very special night of sex as the shy mare unconsciously moved onto her couch and continued to play with herself. “S...so warm…” She then began to lift up her forest-green sweater a bit, getting a bit of air and letting her large F-cup breasts hang out, aside from the fact that they were being held up by a white bra. She slid a hand under a bra cup, gripping her breast and squeezing and caressing it while her other hand worked under her skirt, playing with her marehood through her equally white panties, which were rapidly dampening thanks to her love nectar, “Ahh~”

As this was happening, the pale-yellow pegasus mare was unaware of the door slowly opening up, Coco and Marble’s faces poking in as they looked around.

“U-um, Fluttershy?” Coco was the first to speak up. “Are you here?”

“A...ahh~”

“Mmm?” Marble blinked a bit before looking forward, her entire face blushing brightly at what she saw. “?!”

“What? Is...some...thing…” Coco trailed off as she looked in the same direction as Marble, a heavy blush forming on the creamy-white mare’s face. “Oh..oh my…”

Fluttershy was unaware of the two as she continued to play with herself, her bra having come undone so that the humongous mounds of her chest were free and exposed to the air. The pale yellow pegasus mare gripped one of her breasts, tweaking the darker yellow nipple while her other hand was deep between her legs, the fingers plunging into her dripping pussy, her sweet voice moaning Silver Hawk’s name as she went.

“...Sh-should we say something?” Coco whispered to Marble, their blushes increasing a bit when they heard their fellow shy mare mention Silver Hawk’s name. ‘Sh...she must be thinking about Silver Hawk again.’

“M-m-maybe?” Marble stammered.

Coco gave a small nod as she and Marble carefully began to approach Fluttershy, the two starting to faintly smell the scent of the pegasus mare’s pheromones as they got closer.

“Ahh...mmf~ s...Silver Hawk…” Fluttershy whispered to herself as her fingers continued to plunge into her marehood, the pale-yellow mare imagining Silver Hawk’s “sword” thrusting in and out of her as her hand was pinching and tugging her erect nipple, as if she was trying to milk it. “C...close...so…~”

“Um...F-fluttershy?”

“?!” Fluttershy tensed as her eyes snapped open, the shy pegasus slowly looking up to see Marble and Coco staring at her, a heavy blush on their faces as well. “...H...how...long were you two standing there?”

“. . . A while . . .” Coco admitted bashfully.

“..Silver Hawk…” Marble added bashfully.

‘...Oh dear...I must’ve been imagining about having sex with him again…’ Fluttershy thought, her own blush increasing immensely as she quickly put her sweater back on and pulled her skirt down, wiping her fem-juice-covered hand against it as she cleared her throat. “I...I’m sorry about that. I...I didn’t expect you two to arrive so early.”

“I...It’s fine. But…” Coco paused as she looked over at the picture of Fluttershy and Silver Hawk, her own blush increasing. “Y..you’re not the only one that has a similar situation.”

“M...mmm hmm,” Marble added.

“Eh? R...really?” Fluttershy asked.

“We . . . like Silver Hawk, too,” Coco admitted. ”E...everytime I see him, whether it’s a picture of him or something, I...I get really warm and...well…” She paused as she blushed further.

“S...same here,” Marble admitted with a stutter.

“...I see,” Fluttershy noted, the pale-yellow mare mentally frowning a bit at hearing her two club mates liking her coltfriend that way, but at the same time...she felt a bit guilty for introducing him to them in the first place, making them act like...well, like the way she did minutes ago.

“...Ha….have you two...ever done it?” Coco shyly asked.

“...Once or twice, yes…” Fluttershy replied.

“...How...is it?” Marble shyly, yet curiously asked.

“It’s . . . wonderful . . .” Fluttershy admitted.

“...You’re lucky to have him, Fluttershy,” Coco spoke up, looking down a bit. “Having someone as nice, caring...a-and handsome as him…”

“M-mmm hmm…” Marble nodded slowly. “I wish...there was a way...we could...sh-share him…”

“Maybe . . . there is . . .” Fluttershy replied, making the two other shy mares look at her in confusion. “T...Tell me. You’ve heard of harems...right?”

“H...Harems?” Marble and Coco repeated before blushing in realization.

“Wait. A...are you suggesting…?” Coco began.

“Y-yes . . . we can . . . share him . . .” Fluttershy confirmed.

“...W...will he...agree to it...though?” Marble asked.

Fluttershy was about to respond to that, but couldn’t figure out what to say as she knew Marble was right. Would Silver Hawk agree to it? She had suggested the harem idea so she, Marble, and Coco wouldn’t feel any tension between them whenever Silver Hawk was mentioned, but now...she wasn’t sure if he’d agree to it or not.

‘M..maybe I should talk to him about it when he gets home a…’ Fluttershy mentally began when she got an idea, recalling one of the nights she and Silver Hawk did it. “...Coco, you wouldn’t happen to have any supplies for making clothes or anything, would you?”

“...W-well...I do happen to have some after visiting Miss Rarity’s place,” Coco replied. “Why?”

“I have an idea, but we’ll need Rarity’s help.”

“...Huh?”

“You want me and Coco to make you what?” Rarity asked as Fluttershy and Coco were at her boutique.

“Harem costumes,” Fluttershy replied. “For me, for Coco, and for Marble. To surprise Silver Hawk.”

“Hmm? Now why w...ohh…” Rarity realized where her shy friend was going with this, a small chuckle escaping her lips. “Well, aren’t you being the kinky one right now?”

“W...well…” Fluttershy paused as she blushed, “I...I recall that night where I dressed as a nurse for him, and...w-well…”

“Say no more.” Rarity held a hand up. “Though...I am quite surprised you want to bring Coco and Pinkie’s sister into this. Why is that?”

“...W...well…” Fluttershy began before whispering her reason to Rarity.

“I see . . .” Rarity replied, raising an eyebrow in fascination and curiosity. “And you think this will ease him into it?”

“I..i hope so,” Fluttershy admitted with a nod.

“...Coco? Do you have any objections to this?” Rarity asked as she looked at the shy, periwinkle maned mare, who was blushing quite a bit as she gave a small shake of her head from side to side. “I guess not, then. Very well. Luckily I have some in storage since the pony who previously ordered them canceled said order. I can make a few adjustments to fit all three of you, and they’ll be good to go.”

“Oh, thank you so much, Rarity,” Fluttershy said.

“Yes, Miss Rarity, thank you . . .” Coco added.

“It’s no problem, dears. You are my friends, after all, and I want to see you both happy,” Rarity responded with a small smile.

Later that night, after a rather busy day at the hospital, Silver Hawk stopped by to visit Fluttershy. He was in the neighborhood, more or less, and figured it’d be the perfect time to see his beloved marefriend before heading home for the night.

“Hope she’s not asleep yet,” the snow-white pegasus whispered to himself as he prepared to knock on the door, only for it to slowly open up. “Eh? It’s open?” He then slowly opened it and peeked inside, looking around at the empty living room. “...Fluttershy? Hello?”

He got silence in response.

“...Butterfly-chan?” he called out once more, using his little nickname for Fluttershy. “Hello? Are you there?”

“. . . Up here . . .” a familiar shy, yet surprisingly sultry-sounding, voice replied from upstairs.

“Hmm?” Silver Hawk blinked a bit as he looked at the direction the voice came from. ‘Odd...why’s she upstairs? Wait...is she planning to do something similar to that one night she dressed like a nurse?’ he mentally pondered before shrugging. He then started walking up the stairs, making sure not to bump into anything within the dark room. Once he reached the second floor, he noticed that Fluttershy’s bedroom door was slightly ajar. “Hmm?” Curiously, he stalked forward. Once he was close enough, he slowly opened up the door...only for his face to be engulfed in a bright blush at what he saw.

“Silver Hawk . . .” Fluttershy whispered in her light, breathy voice, which now sounded so seductive, wearing a loose yet scanty outfit similar to a harem girl’s dress, alongside Coco and Marble in similar outfits, all three mares having a shy, blushing, yet kinda sultry look on their faces. “Do you like it?”

“...I like pie,” Silver Hawk whispered, his ear twitching a bit as his wings straightened out, letting out an audible “pomf.”

“I...I think that’s a yes,” Coco noted.

“Mmmm hmmm,” Marble added.

“..Uh…” Silver Hawk finally found his voice as he shook his head. “Ahem! Wh...what’s all this, Fluttershy? Wh...ahem! Why’re your friends Coco and Marble here?”

“Because . . . we’re . . . in love with you, too,” Coco admitted shyly.

“Mmm hmmm,” Marble chimed in, too shy to form actual words at this point.

“Eh?”

“H...what they say is true, Silver Hawk,” Fluttershy spoke up. “We...we all love you…”

“But...it was starting to cause some tension between us,” Coco added. “S...so...Fluttershy suggested that we share you.”

“H...harem…” Marble added.

“H...harem?” Silver Hawk repeated, his own blush increasing.

“. . . Yes,” Fluttershy confirmed. “If...If it’s alright with you, w...we want to share you, Silver Hawk...we want you…” She paused as she blushed further. “To make love to us.”

“...You’re...not all in heat...are you?” Silver cautiously asked.

“Just in love . . .” Fluttershy replied.

“Oh…” Silver Hawk said as he pondered this over, ‘A harem?! I..wh...okay wow. Now I know how most characters in harem manga feel. Still...Three mares at once? It’s a bit of a handful. But…’ He paused as he looked over at the three shy, yet curvaceous mares. ‘...They’re all so beautiful, right, especially Fluttershy…’ He took a slow deep breath, “Alright. I’ll accept the deal. But…” he held a finger up, on one condition.”

“Eh? Condition?”

“Yes. Once per week, I’ll take one of you three out on a date,” Silver Hawk proposed, “That way, all of you will feel comfortable and such. ‘Course...I’ll be busy most of the time at my job, so...I am free around Friday, so I can give one of you girls some time to prepare, especially Coco and Marble since they live out of town. Deal?”

“Deal,” Coco said.

“Mmm hmmm,” Marble added.

“Deal,” Fluttershy finished.

“Good. Glad we could come to an agreement, because...heh. Well…” Silver Hawk began a bit sheepishly as he pointed to the slow-forming tent in his jeans. “Seeing you three dressed like that and such...well, it can really turn a stallion on.”

“And seeing you . . . thinking of you . . . really turns us mares on, too,” Fluttershy replied, her airy voice heavily tinged with seduction. Before she could say anything further, she felt a pair of hands cup her breasts, earning a gasp from the pegasus mare. “Ahh~ C...Coco? Marble?”

“Sorry. We couldn’t wait any longer,” was all Coco said before licking her neck, while Marble had her arms around Fluttershy’s waist, one of her hands sliding underneath the pegasus mare’s harem skirt.

“Ahh~” Fluttershy let out a soft gasp as she felt Marble’s hand rubbing against her covered womanhood while the other hand was softly caressing her breasts with Coco. Silver Hawk watched this display, his cock at full hardness and straining inside his jeans, while wondering if he should join in just yet. Fluttershy panted a bit before Coco and Marble carefully removed the top that was covering her supple breasts, causing them to bounce a bit in the open.

“F...feeling warm...myself…” Marble panted a bit.

“Same here…” Coco added as she and Marble decided to slowly remove their own tops, letting their E-cup breasts out into the open as well.

“Dear sweet ponies of the sun and moon…” Silver Hawk whispered with a large blush, his now rock-hard member threatening to tear out of his jeans.

“It’s . . . it’s ok, Silver Hawk . . .” Fluttershy called out softly to him. “Join us . . . please . . .”

Not wanting to disappoint them, Silver Hawk gave a nod as he headed towards the bed, taking his shirt and shoes off before he began to undo his jeans. Once he undid his belt, he took his pants off, freeing his enlarged member from its bindings.

“...Oh...oh my…” Coco whispered with wide eyes.

“B...big…” Marble added, the two mares entranced at the sight before them.

Fluttershy smiled, breathless with amazement and yet familiar enough to be amused at Coco’s and Marble’s reactions. “Like what you see?”

“...Y...yes.” Coco and Marble slowly nodded.

“I’m glad . . .” Fluttershy replied sultrily.

“. . . So am I,” Silver Hawk said. “And I like what I see, too.”

“Thank you~” Fluttershy said in a sultry tone, smiling as she beckoned him to come over. Silver Hawk nodded as he crawled up onto the bed and sat before the three mares, presenting his “rod” to them. Fluttershy looked to Coco and Marble with a seductive grin. “I’ll show you how it’s done~” With that, she reached out to Silver Hawk and kissed him passionately while stroking his “rod” in her hand.

Silver Hawk gave a small moan as he returned the kiss with as much passion, his hands tracing up and down Fluttershy’s body, feeling every inch of the shy angel before him. Fluttershy moaned into the kiss, continuing to pump her lover’s erect shaft as she basked in his touch.

“Mmm…” Marble muttered a bit as she and Coco watched, the two mares teasing themselves a bit.

“Ahh~” Fluttershy gasped as she took a moment to breathe before deepening the kiss, her tongue taking her lover’s as they began to “dance” around each other. Silver Hawk pulled Fluttershy closer, wanting to feel the pegasus mare’s curvy body against his own. Fluttershy let out a soft moan within the kiss, her breasts now pressing against her love’s bare chest as her hand continued to tend to his cock, all while she felt his hands rubbing and even occasionally squeezing that shapely rear of hers.

“Ahh…” Coco gave a small moan as she rubbed two of her fingers against her covered marehood, her free hand tending to one of her breasts as she and Marble continued to watch, the creamish white mare imagining she was in Fluttershy’s place. Marble was imagining much the same, and stroking her marehood to the sight of Fluttershy making out with and stroking off Silver Hawk.

After a bit, Fluttershy and Silver Hawk released the kiss, a small trail of saliva bridging between their mouths as they looked at each other. Fluttershy was about to kneel down before…

“Wait,” Silver Hawk spoke up, making her stop as he noticed Marble and Coco playing with themselves/ “Why not give them a chance?”

“Very good point, actually,” Fluttershy admitted. “I just wanted to show them how to please you . . . but now I think it’d be fun to watch you show them how . . .” There was a glimmer of seductive mischief in her eyes that was unmistakable at this point.

“Yeah…” Silver Hawk nodded, looking over at Coco and Marble. “Hey.”

“E...eh?” The two shy mares blinked, panting a bit as they looked at him.

“Come over. It’s your turn to give me a go,” Silver said, Fluttershy beckoning the two to come over. Coco and Marble were nervous, but neither of them hesitated, albeit moving slowly towards Silver, which ironically made them look even more seductive. Once they were close enough, the two stared at Silver Hawk’s erect member for a moment before they looked at each other, as if wondering which of them should go first. After a few moments of silence, Coco decided to go first, gripping the snow-white pegasus stallion’s cock, earning a small grunt from him as she started stroking him off a bit, doing her best to emulate Fluttershy’s earlier motions.

“Mmm…” Marble gave a small mutter, a bit annoyed that Coco went first in taking the stallion’s cock. It was then she gained a bit of an idea, recalling a few things she did when she was feeling horny with a toy she “borrowed” from her sister Limestone one time. Not wanting to miss her chance, she took the tip of Silver’s cock into her mouth, earning a grunt from the pegasus stallion as she started sucking on it.

Coco smiled softly, glad for the help as she continued pumping Silver’s length, carefully avoiding bumping Marble’s sucking mouth on his tip. She then forwent her stroking as she began to lick Silver’s cock, earning another grunt/moan from the stallion as his member was being double-teamed by both Coco and Marble.

“Well..they seem to b-ahh~” Fluttershy gave a small gasp when she felt one of Silver Hawk’s fingers prod against her moist marehood.

“No reason you should feel left out,” Silver said, smirking a bit as he enjoyed the feeling of Fluttershy’s wet lower lips parting for his fingers, as well as the feeling of two new mouths on his cock.

“Oh~! S...Silver Hawk~” Fluttershy whispered as she leaned against him, bringing him into another passionate kiss as Silver’s fingers continued to rub the inner walls of her “flower.” Coco and Marble seemed to be enjoying themselves, too, as they switched up, Coco now sucking on Silver’s cockhead while Marble was giving its length a few licks.

“Mmm~” Silver gave a low moan within the kiss he shared with Fluttershy before he tensed up a bit, suddenly feeling Marble’s mouth against one of his balls.

“Mmm~ hmmm~” Marble hummed softly as she sucked Silver’s balls.

“Mmm~” Coco moaned a bit as she relaxed her throat muscles, going further down Silver’s cock as she continued to suck it, her own shapely rear swaying as she did so. Silver couldn’t help but notice and feel an intense tingling in the hand that wasn’t pleasuring Fluttershy, as if reflecting the immense urge he was getting to smack that plot. Coco moaned a little more, feeling his cock thicken and throb in her mouth and throat, as if he was even more aroused than before.

“Ahh...Silver,” Fluttershy gasped as she released the kiss, “stop for a moment...I have something special in mind.”

“Hmm?” Silver Hawk blinked as Fluttershy kneeled down and whispered something to Coco and Marble. After a moment of silence, Coco and Marble released Silver’s cock and balls from their mouths before they, along with Fluttershy, pressed their luscious melons against his member, “Holy…!”

The famed triple boobjob, and Silver Hawk was experiencing it. Six heavenly soft mounds of luscious female flesh, engulfing his member at once. He felt like he could die a happy stallion, except for the part where he’d be leaving these wonderful mares alone. That wouldn’t do, so he had every incentive to remain alive for this. Fluttershy gave a small chuckle at this, seeing the satisfied look on her coltfriend’s face before giving a nod to both Coco and Marble, the two nodding before all three shy...well, normally shy mares rubbed their bountiful bosoms against Silver’s stallionhood, which was starting to twitch violently.

“Ahh...damn. About to burst any minute now…” Silver Hawk whispered, feeling his balls starting to swell up as the three mares refused to cease rubbing their bodacious busts against his erect and twitching member.

“Not yet. Just one more push~” Fluttershy said in a sultry manner as her tongue flicked against the tip of Silver Hawk’s cock each time it popped up between her, Coco, and Marble’s breasts.

“Ahh...g-gah~!” Silver cried out as he finally climaxed, his seed bursting forth from the tip of his cock and spraying all over the not-so-shy trio’s ample breasts, somewhat covering their lovely faces as well.

“Oh...oh my…” Fluttershy panted a bit, brushing a bit of her mane out of her face to look at her cum-covered breasts. “Y...you were really pent up…”

“Hey. I’ve been really busy this week and such,” Silver Hawk countered with a small chuckle.

“Ahh...well, don’t worry...we’ll help relieve that stress,” Fluttershy assured him, using her finger to wipe off the cum that was on her face before she put it in her mouth. “Mmm~”

“S...so much…” Coco whispered, looking at her cum-covered bosom before Marble moved in front of her. “...Marble?”

“Mmm~ hmmm~” Marble moaned as she began to lick and suck the cum off Coco’s breasts, having finished with her own.

“Ahh~!” Coco moaned out from the action as Marble started to have her way with her.

‘Yep, this thing isn’t going down anytime soon,’ Silver thought.

“Since they’ll be busy for a while…” Fluttershy began, giving him a sultry look as she turned around and got on her hands and knees, presenting her sopping wet pussy and flank hole to him. “Let’s have our own fun~”

“..Heh. Don’t mind if I do,” Silver said with a small grin, moving aside the part of Fluttershy’s outfit before gripping her shapely rear as he began to rub his cock against her marehood, lubing it up a bit with her love nectar as the pale-yellow mare gave small, soft moans, grinding against him to entice him even more. Not wanting to keep her waiting any longer, he positioned himself a bit before he slid his enlarged member into her, causing her mouth to widen into a near-perfect O shape as she gasped from feeling him enter her once again. Silver Hawk breathed out a bit as he slowly thrust into her, his hands gripping that perfect flank of hers as he began to increase his thrusting speed.

Over with Coco and Marble, both now bare of any clothing, the creamish-white mare was giving small moans as Marble’s head was currently between her legs, the greyish mare tending to her marehood with kisses and licks, and sucking on her clit.

“Ahh~ Oh...oh my~ Celestia th-ahh~!” Coco gasped out as she felt one of Marble’s fingers slide into her soaked snatch. ‘Oh...oh my...where’d she learn to do this?’

“Mmm hmmm~” Marble hummed as she fingered Coco’s snatch.

“Ahh~” Coco moaned as she felt Marble’s finger rubbing against her inner walls, the shy periwinkle-haired mare grabbing her breasts as she began to grope and fondle herself.

Over with Silver Hawk and Fluttershy, Fluttershy’s bountiful breasts bounced with each powerful thrust Silver Hawk made into her, his hips audibly slapping against her luscious rump. Silver then moved his hands further up to grip Fluttershy’s ample bosom, earning a sharp cry of pleasure from the pale-yellow pegasus mare as the snow-white pegasus stallion got a bit more rough with her, his hands currently trying to “milk” those luscious melons of hers. Fluttershy bucked harder against his thrusts, moaning and crying in pleasure as Silver Hawk squeezed her breasts and tweaked her nipples.

“Ahh~! Mmmff~!” Coco moaned out, lightly biting her finger as she and Marble were now currently scissoring each other, rubbing their fem-juice-drenched marehoods against each other, the two almost nearing their first climax.

“Mmmm~ hmmm~!” Marble moaned, one hand keeping herself up while the other was currently squeezing one of her breasts.

“Ahh~ I...I’m getting close…” Coco whispered out, one of her eyes slightly open as she watched Silver Hawk go to town on Fluttershy, the shy pegasus mare now in the pegasus stallion’s lap as he roughly and rapidly thrust into her, all while the two were sharing a passionate open mouth kiss, their tongues visible as they made out. Coco let out another moan of arousal as she scissored against Marble, spurred on by the sight of Silver Hawk and Fluttershy going at it. In her mind, she was imagining she was in Fluttershy’s place once more, spurring the mare to hurry up her time with Marble so she could get her turn.

“Mmm~ C...close…” Marble whispered, the grey mare about to hit her first climax.

“Same...c...cumming…~!” Coco moaned out.

“Mmmm hmmmm~!” Marble cried out as she came all over herself and Coco, her juices spilling out and mixing with Coco’s.

Fluttershy gave her own loud moan as she climaxed as well, her juices practically soaking Silver Hawk’s stallionhood, along with the bedsheets underneath them. Silver Hawk let out a rapturous cry, thrusting into Fluttershy one last time before climaxing inside her, releasing his seed into her rhythmically clenching and unclenching marehood.

“Ahh...ahh...enjoyed yourself?” Silver Hawk asked Fluttershy while panting.

“Y...yes...But…” Fluttershy paused, catching her breath as she looked over at Coco. “I think...Coco...should have a go...next~”

“Ok . . .” Silver Hawk replied. “Won’t take much longer . . . than a minute . . . probably less . . .”

Fluttershy gave a small giggle at that and moved off him, his cock sliding out of her marehood as she crawled over to Coco, who was panting a bit and lying down on her back. “Coco...it’s your turn.”

“H...huh?” Coco panted, still riding out her first orgasm a bit before she noticed Silver Hawk moving over to her, his cock still rock-hard and drenched in love juices, most likely Fluttershy’s.

“Would you like a taste first? Before we get started?” Silver Hawk offered.

“...Yes, please,” Coco replied, a tiny hint of lust in her voice as she sat up, her face directly in front of Silver Hawk’s member before she gripped it and started sucking it off once more, giving a small moan as she tasted a combination of Silver Hawk’s spunk, and Fluttershy’s juices. Silver Hawk moaned as well, his hand reaching down to gently grip Coco’s head and stroke her hair as she sucked him.

While this was happening, Marble looked up to see Fluttershy, her fem-juice- and cum-soaked marehood leaking a bit, almost as if it was begging to be eaten out. Then, before Fluttershy could even blink, Marble claimed her lower lips with her mouth, like a dog or cat eagerly drinking.

“Ohh~! M...Marble! So sudden...~” Fluttershy gasped out, nearly losing her balance as Marble ate her out. ”How did you learn all this~?”

“...Mmm...Pinkie…” Marble muttered, blushing.

“P...Pinkie?” Fluttershy repeated before blushing herself. “Oh my…” ‘I knew Pinkie was always...strange..but…’ Her thoughts were interrupted when Marble resumed eating her out, causing the shy pegasus mare to gasp out once more.’Wow...she must be a strict teacher…’

“Achoo!” Pinkie sneezed, holding a spanking paddle as Maud was bent over. “...Fluttershy must’ve found out about personal family time.”

“Most likely…” Maud replied in her usual monotone before Pinkie smacked her flank with the paddle.

“Did Mama Pie say you could talk?”

“...No.”

“Mmm~! I will get you to moan! One way or another!” Pinkie exclaimed. “Starting with your butthole!”

“Oh...oh my~” Fluttershy gasped out, her back against the headboard of her bed as Marble was still eating her out, making sure to get a taste of her nectar mixed with Silver Hawk’s seed.

“Mmm~” Marble smiled as she took her fist.

“Eh? What are you-ooohhh!!!~” Fluttershy moaned as Marble got her whole fist inside her marehood. “Oh~! Oh sweet Celestia and Luna~!”

“Mmm hmmm~” Marble hummed as she moved her hand within Fluttershy’s inner walls, feeling every inch of it.

Back over with Coco and Silver Hawk, the snow-white stallion panted a bit as the creamish-white mare continued to suck him off, her flank swaying a bit as she did, much to Silver Hawk’s delight.

“Mmm~” Coco gave a small moan as she gave Silver Hawk’s member one last, yet slow suck, popping it out of her mouth. “Delicious~” She then laid back down on her back and spread her legs open, presenting her waiting pussy to him. “I’m ready…”

Silver Hawk nodded as he positioned himself over her, rubbing his member against her marehood, the creamish-white mare giving off a small moan as he teased her before the thrust his member right in, making her gasp out a bit loudly.

“...There’s no…” Silver Hawk began.

“D...Dildo…” Coco panted, blushing, “S...Sorry…”

“Don’t be…” Silver Hawk said before whispering into her ear, “Now you’re feeling the real thing~” Coco blushed further at that before Silver Hawk began to thrust into her at an even pace, making her moan out softly as she felt his member slide in and out of her pussy.

Back over with Fluttershy and Marble, Fluttershy was moaning as Marble continued licking up the combination of Fluttershy’s own fem-juices and Silver Hawk’s seed, and so was Marble, due to enjoying the mixture quite a lot. Add the fact that she was now fisting the shy pegasus mare, and the juices wouldn’t stop coming as she continued to lap it up. Fluttershy panted and moaned heavily as she fondled and groped her breasts, her fingers pinching and twisting her erect nipples.

“Oh my...this...this feels so good~” Fluttershy whispered, twisting and tugging her own nipples before she suddenly felt something wet on her fingers. She slowly looked down to see a white substance leaking from her nipples. ‘Milk? Am I...Milking?’ Then she let out another moan of arousal at the realization, beginning to fantasize about feeding Silver Hawk her milk, or even Coco and Marble.

“Mmm~?” Marble blinked a bit, pausing in lapping up the love juices as she looked up, noticing the milk that was starting to leak from Fluttershy’s nipples. Licking her lips a bit, she raised her head up to Fluttershy’s left nipple before taking it into her mouth, earning a loud gasp/moan from the pale yellow pegasus as the greyish mare began to suckle on her nipple. “Mmmm~” Marble eagerly began to suck the milk from Fluttershy’s breast, while letting one of her hands drift down to resume where her mouth and tongue left off.

Back with Coco and Silver Hawk, the creamish-white mare gasped and moaned as Silver Hawk thrust hard and fast into her, her arms wrapped around him as her breasts squashed against his chest. Silver Hawk then moved his head a bit so he could face her, Coco staring into his eyes before she pulled him into a kiss, slightly surprising the stallion a bit before he returned it, their kiss growing more passionate as both ponies grew more comfortable.

‘Fluttershy was right. This feels...wonderful~’ Coco thought as she deepened the kiss between her and Silver Hawk, who gladly let his tongue out to play with hers.

Silver Hawk broke the kiss for a moment, catching his breath for a bit before he moved Coco onto her side, his cock still inside her as he got onto his side as well, holding her leg up and resuming his thrusts into her, causing Coco to moan out once more before the two shared a passionate kiss once again, his free hand finding its place on one of the creamish-white mare’s ample breasts. Coco reached up to squeeze that hand with her own, encouraging him to fondle her breast more.

Back over with Fluttershy and Marble, the pale-yellow pegasus was close to her second climax due to Marble fingering her marehood while suckling off her nipples to drink up that milk of hers. Marble used her free hand to pinch and twist the nipple she wasn’t currently sucking on as Fluttershy’s milk stained it.

“Ohhh~ Marble~ I’m going to . . .” Fluttershy started to warn the other shy mare, just as her climax hit. “Oh, Marble~!”

“Mmmm~!” Marble hummed as her mouth was being filled with the shy pegasus mare’s milk while her hand on Fluttershy’s other breast was completely drenched in it, along with her fist inside Fluttershy’s marehood being drenched in her fem-juices.

Silver Hawk and Coco were nearing their own climaxes, the former feeling his balls starting to swell up while the latter’s marehood started to clench tightly around the snow-white pegasus stallion’s “rod.” “This feels . . . so wonderful . . . Silver Hawk, I’m going to --- aaahhnn~!” Coco cried out as she came.

Silver Hawk let out a loud yell, the force of Coco’s second orgasm causing him to reach his own climax, rope after rope of his cum spraying into her pussy, so much that some of it spurted out.

“Ahhh….ahh….” Coco panted as Silver placed her leg back down, the creamish-white mare riding out her second orgasm as she rested.

“Well...I guess that leaves...Marble…” Silver panted, catching his breath as he sat up a bit. “But I need re-oh boy...!” He gulped, looking down to see Marble already sucking on his balls. “...Where’s Fluttershy?” He then looked to see Fluttershy already eating out Coco’s leaking pussy. “...Wow. You three sure you’re not in heat or anything?”

“Mmm~” Marble hummed as she suckled on his balls, the grey mare wanting to get a taste of him before she and Silver Hawk start fucking.

“Just . . . in love . . .” Coco moaned.

“...No, seriously, a-woah!” Silver Hawk yelped when Marble pounced him, the grey mare’s soaking wet snatch already above his cock. ‘Holy crap, she’s feisty when horny.’ Fluttershy then held down his legs as Coco, having regained strength, held down his arms. “...Umm, girls?”

“Sorry. This was Marble’s request,” Coco replied.

“She brought this up while we were waiting on you,” Fluttershy added.

“She likes bondage . . . gonna have to remember that next time . . .” Silver Hawk murmured.

Marble didn’t waste any time as she went down on Silver Hawk’s stallionhood, earning a grunt from the pegasus stallion as she began to ride him, immediately pulling him into a kiss as she did, her shapely rear jiggling a bit each time she bounced up and down his cock. If Silver Hawk didn’t have his arms restrained, he’d be severely tempted to grasp and spank that luscious rump while she bounced up and down on his cock.

“Mmm…” Coco hummed a bit as she watched, an idea popping into her head as she looked over at Fluttershy. “Fluttershy, Marble had a turn with both of us. Should we pay her back for it?”

“...Good idea,” Fluttershy smiled in a sultry manner, seeing Marble releasing the kiss she shared with Silver Hawk before turning around, the grey mare resuming as she was now in a reverse cowgirl position. Taking advantage of this, Fluttershy leaned forward before she started licking Marble’s clit, earning a surprised gasp from the grey mare before Coco, using her legs to keep Silver Hawk’s arms down, groped her fellow shy mare from behind, earning another gasp/moan from her. While Coco wasn’t looking, Silver Hawk was looking up at her sopping wet marehood, almost like she was begging him to ravish it while she was busy helping Fluttershy double-team Marble, the grey mare still riding him despite the double-team. Figuring there was no reason to deny her, Silver Hawk brought his head up and began licking Coco’s soaking pussy, something he hadn’t had the opportunity to do before.

‘Mm...sweet...like vanilla~’ Silver Hawk thought, his tongue brushing against the creamish-white mare’s pussy while said mare was busy fondling Marble’s breasts and making out with her. At the same time, Fluttershy busied herself tending to the grey mare’s clit, getting a taste of her lover’s cock each time Marble went up, Marble moaning from the multiple stimulations of Silver Hawk’s cock inside her, Coco fondling her breasts, and Fluttershy licking her clit.

“Ahh~Good...s...so good~” Marble whispered out within the kiss she shared with Fluttershy, feeling herself on the verge of her next orgasm thanks to the combination of Silver Hawk’s cock rubbing against her inner walls, and Fluttershy and Coco double-teaming her. “C...cumming…~”

Silver Hawk felt Marble’s marehood clench around his cock and spurt her orgasmic juices as she came, and moaned as he continued licking Coco’s own marehood, enjoying the vanilla-like taste of her juices. After a few more slow, yet powerful thrusts of his own, he released his fourth, and possibly final climax, releasing copious amounts of cum into Marble’s pussy, releasing so much that it practically painted her inner walls and some of it even spurted out of her marehood.

“Did you enjoy it, Marble~?” Fluttershy asked as she sat up, licking her lips of her fellow shy mare’s juices.

“Yes~” Marble replied.

“Good. Because i think we can keep going~” Fluttershy smiled.

“...Keep...going?” Silver Hawk repeated as he overheard that.

“I borrowed a little something from Twilight and Starlight before coming back here. Basically...well...” Fluttershy paused as she gave him a sultry look. “We’re not gonna be getting any sleep tonight~ Right, girls~?”

“Oh, Celestia and Luna help me,” Silver Hawk moaned, sounding more desperate than aroused, though despite himself, it seemed he had a little more in the tank than he thought, ‘Well...thank the goddesses of the sun and moon I have the day off tomorrow.’

“Choo!” Celestia and Luna sneezed in unison, “...Odd. somepony must be talking about us…”

“Most likely, sister…” Luna commented.

“Perhaps praying for mercy from a harem of besotted mares,” Celestia mused whimsically.

“...Have you been reading those ‘special’ books again, sister?” Luna asked, looking at the pure white Alicorn with a raised brow.

“Maybe~” Celestia giggled a bit before giving Luna a rather suggestive look. “And you know what happens after I read a few of them~”

“Oh, sister dear . . .” Luna sighed, though she didn’t sound nearly as reluctant as she was trying to convey. “...Will it be just us again, or will you be ‘tending’ to your guards once more?”

“I’m trying out something new…” she replied, clapping her hands as Twilight Sparkle came in with a smirk and a tied-up and gagged Moondancer, Trixie, and Starlight Glimmer, all with her hair style. “Role playing. 4 Twilights...two princesses.” She smirked before performing a spell that made her clit change into a horsecock. “The win condition...impregnation~”

“Well, if that’s the name of the game . . .” Luna performed the same spell that Celestia had just done on herself, making her own clit engorge and then enlarge into an impressive horsecock. “My room, yours, or right here~?”

“Bitch, the entire castle is my room,” Celestia countered, using her magic to make her clothes disappear, along with Luna’s. “Now pick a Twilight clone.”

“Very well…” Luna said as she used her magic to pick up Trixie and Starlight. “These two will suffice~”

“Good. Now…” Celestia began as she looked at Twilight and Moondancer. “Let’s begin~”

“Mmm~” Trixie, Starlight, and Moondancer gave small whimpers as Celestia and Luna began their little “contest,” but that was probably another story for another time.

Author's Note

A little something I thought up after looking at some Shy-Tri(Fluttershy, Coco, and Marble) pics, and decided to try this with a friend of mine. Hope you all enjoy it.

Beach Photo shot (Fluttershy X various stallions)

Author's Note

Hey. It took quite a while, and with some problems with fimfic's PM program, me and my co-writer managed to finish this up. As for who requested this one, it was Ookami88...we had a Lot of Fluttershy related request. Took a bit to pick which one to do, and we went with this one. Hope you all enjoy it.

Beach Photo shot (Fluttershy X various stallions)

"Okay. Just vone more pic und...zere! It is complete!"

'Wh-why did I agree to this?' Fluttershy thought, her face a bit of a deep crimson as she wore a forest-green micro-bikini, which barely covered her breasts and marehood, the upper part barely managing to stay on her ample High F to moderate G-cup breasts. Just a few days ago, Photo Finish came to her place and asked her to do a few photoshoots for old times’ sake, only this time it was at the beach. Since her friends were busy with their own things, Fluttershy complied to do at least a few photos, and enjoy a day at the beach while she was at it....However, she didn't take into account the swimsuit Photo Finish had chosen for her. "A....are we done, Photo Finish?"

"Not yet. Ve just need vone more picture from you," Photo Finish replied as she set the camera up. "Now for zis next one, I need you to do zomething cute, yet make it very, very, very sexy at ze same time!”

"...S....sexy?" Fluttershy repeated, her blush increasing further.

"Yes. Like groping your boobs vhile winking, or giving ze crowd a nice view of your cleavage," Photo Finish stated, making the shy mare blush further. "Oh, come now. Zere is no need to be zo nervous. You are ze star, Fluttershy! You have ze most adorable face I have ever seen, yet you have ze body of a goddess! Now come on! Give me zomething cute, yet sexy!"

“O . . . ok . . .” Fluttershy hesitated, but tried to cover her breasts with her hands, like she was trying to make the thin strip of material cover more than just her nipples, but it was just having the effect of displaying her mountainous cleavage even more.

“Ohh~! Zat is perfect!” Photo Finished beamed as she took multiple photos of her, Fluttershy trying her best to not be blinded by the flashes. “Come on! Do not ztop now! Give me yet another one!”

“A...another one…?” Fluttershy gulped, starting to sweat a bit. “Um...c-can we at least take a break? I’m...kinda getting warm here.”

“...I zuppose you are right...okay. One hour break, zen it is back to business!” Photo Finish declared as she put her camera down before tossing her a bottle. “Here you go.”

“Thank you . . .” Fluttershy replied, as she opened the bottle and eagerly gulped its contents, feeling positively parched. Strangely enough, she began to feel even warmer after drinking it. “I must be getting heatstroke . . . better go outside . . .”

“Good idea. Why not go for ze swim?” Photo Finish suggested. “I’ll be busy prepping for zomething special.”

“...Questions for later…” Fluttershy whispered as she left the set and walked outside, seeing the clear blue sky and the deep blue ocean before her. She then began to look around a bit, taking in the cool air a bit as it blew through her hair. Though strangely..it excited her a bit...not sure why, but it did. As she began to walk off, she was unaware she was being watched by a few stallions.

“Is that Fluttershy?” one of them whispered.

“More like Hootershy,” another whispered back, snickering.

“Damn, she got fine,” a third whispered.

“No kidding. And I thought Celestia and Luna were hot,” a fourth added. “Seriously, did you see that flank of hers? And that chest...hot damn.”

“I think I know what we’re gonna do today, colts,” the first said, starting to smile.

A few minutes later, Fluttershy gasped out a bit as she rose from the water, shaking her head a little to get the water out of her hair.

“Whoa . . .” a stallion breathed out from a rock he and the others were hiding behind, staring at the curvaceous pegasus mare.

“Who . . . who’s . . . who’s there?” Fluttershy asked as she looked around for the voice.

“Sorry, didn’t mean to startle you,” the stallion replied. “Just couldn’t help admiring a beautiful mare.”

“Hmm?” Fluttershy blinked as she turned around, seeing a few stallions poking out from behind a rock. “Oh...um...th-thank you. But...I thought this part of the beach was secluded.”

“We thought so, too,” a second stallion said. “But we don’t mind the company, particularly not when it’s company like you.”

“Oh...um…” Fluttershy whispered, blushing a little as she looked away.

“Come now. Don’t be shy,” a third stallion assured, ”We’re not here to scare ya.”

“N-no, no. it’s not that. It’s just...well…” Fluttershy paused as her blush increased. “Not so used to having so many stallions around me. Plus...I-I really should be getting back to the set. St...starting to feel warm again.”

“...Well, if you want, we could apply some sunscreen on ya,” a fourth stallion offered. “So you don’t get burned.”

She quickly covered her body in fear, thanks to certain books she read from Neighpon….she knew red flags when she saw them. But then she imagined being taken, willing or forcibly by the stallions. “I will make a deal... Get in line, but one cup of my breast or butt and I will scream.”

“Woah, now. We’re not here to harm ya or anything.”

“...You sure?” Fluttershy asked. She was very wary of these four stallions, but she was feeling that heatstroke starting to come back, if not slowly. She didn’t want to end up fainting and get sunburned or worse. Plus it was rather hot today given Celestia’s sun shining in the sky, so...

“We’re sure,” the first stallion replied.

“...W-well...I suppose some sunscreen wouldn’t hurt…” Fluttershy whispered to herself. “....O-okay. But...n-no funny business, okay?”

“Ok,” the stallions agreed.

“O...okay then…” Fluttershy nodded as she slowly uncovered her body, revealing herself to the four as the first one pulled out a bottle of sunscreen of sorts.

'Well, I hope this works like Photo Finish says it does,’ the stallion thought.

“But nowhere near my chest and flank or I'll scream,” she said nervously and...strangely excitedly at the same time.

“Fair enough.” The stallion shrugged as he began to approach her. ’Screw that, you gonna be begging for nothing but cock shy hoots,’ he thought.

Fluttershy kept herself as still as she could, waiting for the stallion, surprisingly eagerly, to place his hands on her body so that he could apply the lotion. Once the stallion squirted a bit of the lotion on his hands, he began to apply it on her body, sending a shiver up the shy mare’s spine as his hands traced around her curvaceous body, carefully avoiding her rear and her bosom. The shy pegasus gave a small coo as she felt the cool liquid against her body...yet it wasn’t cooling her down or anything. In fact...it was causing that heatstroke of hers to intensify.

‘Why do I feel so warm?’ she thought. ‘W...was there something in the drink Photo Finish gave me?’

“Everything okay?” the stallion applying the lotion asked.

“Y-yes . . .” Fluttershy replied, not wanting the stallion to worry, or take advantage . . . or did she?

“You sure? Maybe you need some extra help…” the stallion noted as he looked at the other three. “Mind helping me get some lotion on parts I might’ve missed?”

“A-and make sure to not touch my chest or f-ahh~flank?” Fluttershy added, a slight moan escaping her lips as her eyes widened a bit. ‘W...was that...a moan?’

“Sure,” said one of the other three stallions, acting as if he didn’t notice her moan as the three began to walk over, the first one tossing over the bottle.

Fluttershy couldn’t help but give a slight gulp, the shy mare a bit nervous but strangely excited once more as the other three stallions approached her. Their hands were covered in the lotion as they began to apply it to her body, causing her to softly gasp out as she felt their hands tracing her body, still avoiding her breasts and flanks, but edging closer and closer without actually touching, thus keeping their word. While she was glad they were keeping their word, the sensation of feeling so many hands on her body was...exciting for some reason, the supposed heatstroke starting to flare up within her body.

“She looks bothered…” the second stallion noted while mouthing to the others. “And hot…think we should help her ‘cool down’ further?”

“Hmm…” the first stallion murmured as he looked around a bit, seeing a bit of a lens glare in the distance. “...” He gave a slight nod in response, and continued applying the lotion, getting the pegasus mare even more hot and bothered.

The other three stallions grinned in response as they started to become a bit more daring in their rubbings, adding on to the hot feeling Fluttershy was starting to feel.

“Ahh...n-not so...r-mmmf~rough…” Fluttershy whispered, a blush on her cheeks as her body shuddered from the actions the four stallions were doing to her. She wanted to say something further until the first stallion slightly grabbed her breasts. “Ahh~!”

“Sorry…” the pegasus stallion whispered, his wings unfolding a bit as his arousal became more than he could successfully hide.

“Hey, no fair…” the second of the stallions fretted a bit quietly, his horn giving off a slight glow in annoyance.

Fluttershy let out a soft moan from the pegasus stallion’s hands brushing against her breasts, so worked up at this point that that mere touch nearly made her cum. Before she could get a word in, she felt the unicorn’s hands on her chest as well, followed by the third and fourth stallions-a pair of Earth ponies- were tracing their hands around her shapely flank, causing her to softly gasp/moan out further as her burning feeling was nearly over the roof. “W-what . . . are you . . . d-doing . . . ?” she tried to ask in between gasps and moans.

“What do you mean? We’re just helping you with the suntan lotion,” the pegasus stallion replied.

“Then why...why is my body so hot? Why are you...ahh…” Fluttershy panted out. “Why do I feel like I’m in heat suddenly~?!”

“I don’t know . . . maybe you just need some relief,” the unicorn stallion replied.

“R...relief…~?” Fluttershy repeated through her panting before gasping out further when the pegasus and unicorn stallions were getting a bit more daring in groping her luscious melons.

“Yeah, relief . . .” one of the Earth pony stallions went on. “You obviously look like you could use some. Just gotta let it out . . .”

“L...let it out…” Fluttershy whispered, her mind starting to get a bit foggy. Main reason she didn’t want anypony groping her breasts was because they were incredibly sensitive. If groped hard enough, it would send her into a nearly heat-like state...but given that weird sunstroke she’d been having, along with the stallions’ hands tracing around her body...yeah. It was a miracle she hadn’t tried to jump them at this point as her soft moans began to become more clear.

“There we go…” The pegasus stallion grinned a bit as he continued groping and playing with Fluttershy’s breasts. “Fellas...time to go nuts until she’s begging.”

“Ahh~~” Fluttershy gasped out as the stallions started getting more bold, reaching under her swimsuit a bit to gain more access to her breasts and marehood before tugging them a bit. “Ahn~!”

“Let’s see if removing these will help ‘cool’ you off,” the unicorn stated as Fluttershy wriggled in his grip. Was she trying to get away from them, or was she trying to help them take her scanty swimsuit off? The unicorn shrugged it off as he and the other stallions began to take her swimsuit off, starting with her top as they pulled it up, letting those magnificent breasts of hers bounce out into the open, her dark yellow nipples erect from a mixture of the cool air, and the constant fondling exacerbating her arousal.

“Oh...oh, my~~” Fluttershy moaned out a bit from the action alone as the two Earth Pony stallions slid the lower part of her swimsuit down, earning another moan from her as a small trail of juices ran down her leg, the shy mare clearly close to her climax.

“It’s ok . . . we’ll help you . . .” one of the Earth ponies, this one with a brown mane, whispered tenderly to her.

“We’ll help you through this heat…” the other Earth Pony, this one with an onyx-colored mane, added, his hand tracing against Fluttershy’s left thigh.

“Indeed,” the Pegasus and Unicorn stallions added as they were softly fondling Fluttershy’s impressive bosom.

“Please . . .” Fluttershy whimpered, on the verge of climax.

“Well...if you insist…” the pegasus shrugged as he and the unicorn gave the shy mare’s breasts one hard squeeze.

“A...AHN~~~!” Fluttershy cried out, finally reaching her climax as she sprayed out a steady stream of fem-juices, staining her thighs and the sand below as a jolt of pleasure shot up her spine. This sensation..this burning sensation...it truly felt like she was in heat, the shy mare horny as fuck as she started to crave for something. Something long and hard to help “burn” through her heat. She wasn’t sure what was in that drink Photo Finish gave her, or what was in that lotion the four stallions used, but...she needed to get some major vitamin D right now. Without really thinking about it, she reached out for their cocks, finding and tugging one out of the nearest stallion’s swim trunks, immediately stroking it with her soft, gentle hand.

“Hoo, man~” the unicorn grunted out from the action as he felt the normally shy mare’s hand give him a...well, handjob. “Well...she’s certainly ready for some fun...shall we comply, fellas?”

“Oh, yeah,” the two Earth Ponies and the pegasus Stallion nodded in response.

Within a matter of seconds, they were all stripped naked, and the pegasus stallion found his cock being pumped by Fluttershy’s other hand, while the two Earth ponies now had her breasts all to themselves. “...You take the left, I take the right?” the brown-maned one asked the onyx-maned one.

“Sounds good to me.” The onyx-maned one grinned before they began to suckle upon Fluttershy’s erect nipples, earning a moan from the normally shy mare. The brown-maned one was being a bit rougher as he added in a nibble and a tug now and then while the onyx-maned one was a bit gentler with her, his hand rubbing that shapely flank of hers to get a good feel of it. ‘Damn, she feels so good! What I wouldn’t do to get a good hotdoggin’ with this soft ass of hers!’ he thought.

Fluttershy gasped out in a nearly lustful manner as she stroked off the unicorn and pegasus stallions, turning her head a bit as she began to lick the long and rock-hard unicorn cock in her hand. She forwent her stroking as she slowly lowered her head down on it, taking it into her mouth and beginning to blow him while her free hand still stroked off the Pegasus’ “rod.” As she sucked the unicorn’s member, she began stroking the brown-maned Earth pony’s shaft while her other hand continued pumping the pegasus stallion’s member. Now on her knees in the center of the four stallions, sucking one while stroking two others, the fourth stallion, the onyx-maned Earth pony decided to make good on his desire for Fluttershy’s flank and slipped his own cock between her cheeks, beginning to pump into her soft, plush buns.

“Mmf~oh, yeah..now that’s soft…” the onyx-maned stallion groaned out a bit, a grin on his face as he was using Fluttershy’s plump rear to give himself a hotdoggin’.

“Glad you’re-mmmf~! Enjoying yourself,” the pegasus stallion noted, Fluttershy switching over to his shaft as she blew him off. “Hh...guess what they say about the shy ones is true, especially the ones in heat.”

Fluttershy blushed, but was too aroused and horny at this point to care, eagerly sucking his cock as she pumped the brown-maned Earth pony and the unicorn she had been sucking off earlier, all while the onyx-maned Earth stallion continued to pump his shaft between her plump rear cheeks.

“Ooh, mama...who knew she was this good once pushed enough~?” the unicorn whispered, bucking his hips forward a bit to help Fluttershy with her stroking, his balls smacking against her hand, and Fluttershy gently stroked those as well.

“Damn...at this rate, we might end up cumming sooner…” the brown-maned stallion grunted out, his balls being fondled by the pale yellow mare.

“Once that happens..we can go nuts…” the pegasus stated through his pants while whispering to the three. “Just be sure to make it good for you-know-who. She wants as much sexy footage as possible.”

“Then that’s what we’ll give her . . .” groaned the onyx-maned Earth stallion pumping between Fluttershy’s buns.

“Yeah...a nice good ‘shower,’ followed by some good ol’-fashioned gangbanging…” the brown-maned stallion added with a groan.

Fluttershy moaned out as she continued to suck off the Pegasus stallion, her hands stroking off the brown-maned stallion and the unicorn at a much quicker pace, as if she was trying to milk them for all their worth.

“Ahh...damn..can’t take it anymore...going to…” the onyx-maned stallion grunted out before he let out a yell, his rock-hard cock shooting rope after rope of cum onto Fluttershy’s back and shapely flank, even covering her Cutie Mark. The other three stallions let out groans and yells of their own as they also came, the pegasus stallion pumping his cum into her mouth and down her throat, and the other two stallions all over her face and hands.

“M...mmm~~” Fluttershy purred out as she pulled the pegasus stallion’s cock out of her mouth, gulping down whatever cum was left as she licked her lips in an enticing manner. “Yum~”

Just from hearing that sweet sultry voice of hers, the four stallions were instantly hard once more. It didn’t help she was more or less covered in their load, adding to the eroticism of her visage.

“...That drink she gave her will make sure she doesn’t get pregnant, right?” the brown-maned stallion asked the pegasus stallion.

“Eeyup.” The pegasus nodded.

“Then let’s make her airtight!” the unicorn suggested.

“Sounds like a plan to me...and I call that sexy ass of hers first.” The onyx-maned stallion smirked, looking down at the spunk-covered flank of Fluttershy’s before he pulled the cheeks apart, prodding his rod against her tail hole a bit. Fluttershy wiggled against him, rubbing her hole against the tip of the onyx-maned Earth pony’s rod.

“...In that case, I call her pussy.” The brown-maned Earth pony smirked.

“Which leaves us with the mouth and breasts,” the pegasus noted. “...Switch after you guys are done?”

“Of course.” The onyx-maned stallion nodded and before too long, his cock found its way into Fluttershy’s anal passage, pushing slowly yet deeply inside her until it was all the way in, his hips pressed against her rump. “Oh, yeah~!”

“OH~~!” Fluttershy gasped out as the onyx-maned stallion lifted her up a bit, making her sit on his lap with her legs spread open, her sopping wet ‘flower’ present to the other three as the brown-maned stallion stepped up, rubbing his cock against it to lube it up. Fluttershy moaned, grinding her marehood against the tip of the brown-maned Earth stallion’s cock, which also had the effect of working her rump up and down on the onyx-maned Earth stallion’s member.

“...well...until our turn...turn,” The unicorn shrugged as he stepped forward, moving to Fluttershy’s side as he presented his cock to her. “Come on...suck it. You know you want to~”

Fluttershy eagerly engulfed the unicorn’s shaft with her mouth, moaning around it as the two Earth ponies pumped into her pussy and rear passage.

“...Well, considering he’s sandwiched between them...might as well go for a handjob.” The Pegasus shrugged as he walked over to the other side of Fluttershy, his cock instantly being grabbed by the normally shy mare. “Woah now~! Someone sure is eager.”

Fluttershy moaned around the unicorn’s cock in her mouth as she pumped the pegasus’s cock in her hand. Meanwhile, the two Earth pony Stallions thrust into her marehood and flankhole at an even, yet rapid pace, the brown-maned one being rougher with her as he slammed into her. The onyx-maned one gave slow, yet powerful thrusts into her flankhole, making sure that rump of hers jiggled each time, much to his delight as he couldn’t get enough of it. The unicorn put a hand on Fluttershy’s head, bucking his hips forward and thrusting his cock into her mouth as she sucked on it, all while the pale yellow pegasus stroked off the pegasus stallion, her thumb slightly rubbing against the head.

“Damn . . . this is so good . . . feels like a dream . . .” the brown-maned stallion moaned out.

“Tell me about it…” the onyx-maned stallion added. “I could stare...at dat ass...of hers...all day.”

“Yeah . . . and these tits . . .” the unicorn moaned as he thrust into her mouth. “And her mouth...so warm...almost like a second pussy.”

“Don’t get...used to it now…” the pegasus grunted out. “We might be switching positions here in a few.”

“F...fair e-mmmf~! Enough~” the unicorn shrugged a bit.

Fluttershy moaned again, feeling herself on the verge of another climax as the unicorn groped her breasts and the two Earth stallions relentlessly pounded her pussy and ass. Waves of pleasure coursed through every part of her body, the pale yellow pegasus mare resisting the urge to unfold her wings to make sure she wouldn’t hit the two stallions on her side.

“Hoo...I think she’s ready to cum…” the brown-maned stallion grunted out, feeling her pussy clench around his cock tightly.

“Then let’s . . . make her . . .” the onyx-maned stallion groaned, feeling her anal walls clenching around his cock as well as he gave her shapely flank a smack.

“MMM~!” Fluttershy moaned out before both the pegasus and unicorn stallions squeezed her breasts once more, causing her to cry out in ecstasy as she climaxed once more, drenching the brown-maned stallion’s cock in her sex juices.

A few minutes later, the positions were changed with Fluttershy now bent over sucking the brown-maned stallion’s cock clean of her sex juices while the pegasus was behind her, thrusting into her flankhole, and the unicorn now occupied her pussy, leaving the onyx-maned stallion to content himself with her hands and breasts.

“Oh yeah...that’s it. Moan for us, filly,” the pegasus groaned out, his fingers digging a bit into Fluttershy’s flank as he pounded into her tail hole.

Fluttershy eagerly moaned around the brown-maned stallion’s shaft, working her hips in time with the pegasus’s and unicorn’s thrusts into her flankhole and marehood.

“Damn...these breasts feel amazing…” the onyx-maned stallion grunted. “Seriously, they feel like marshmallows filled with pudding…”

“Can’t wait to have my turn with them,” the pegasus stallion grunted as he continued thrusting into Fluttershy’s tightly clenching and flexing flankhole.

“Oh you’ll enjoy them...trust me,” the unicorn stated, getting a good eye full of the normally shy mare’s luscious melons as he gripped her waist, thrusting upward as he pounded into her sopping wet snatch.

“Mmm...damn…” the brown-maned stallion grunted, holding onto her head as he bucked his hips forward. “She’s sucking my cock in like a fucking vacuum.”

Fluttershy groaned and moaned around the cock in her mouth, determined to milk it for all the cum it could give her. The same was true of the onyx-maned stallion bringing himself off with her breasts and hands, and the pegasus and unicorn stallions pounding into her snatch and flank. She would have them all cum soon, filling and coating her, and the thought of it made her inner walls spasm and flex with lascivious desire and pleasure.

“Ahh..fuck...about to cum here…” the Unicorn grunted out.

“Not yet…” the pegasus stated, seeing the lens glare once more. “...One more money shot once we change positions when she cums again, and then we can ‘shower’ her in our load for the final shot.”

“Sounds good...too me…” the brown-maned stallion grunted out, “I think she’s starting to cum again.”

“Good...the sooner she does, the sooner I can motorboat those melons of hers,” the onyx-maned stallion added.

Fluttershy was oblivious to the stallions’ whispering, her world narrowed down to the pleasure of their cocks filling her every hole, the cock in her mouth thickening as it got ready to spurt down her throat, the cock rubbing between her breasts like a warm, fleshy stick, and the cocks in her pussy and flank, pumping powerfully into both her lower holes. She let out another moan around the brown-maned stallion’s cock in her mouth, sucking harder, working desperately to get his cum inside her belly, and at the thought of how it would taste . . . she came, her ecstatic scream muffled as her pussy gushed around the pegasus’s cock inside her.

“AW, damn...can’t hold it any...g-gah~!” the brown-maned stallion gasped out as he released his load, gripping Fluttershy’s head as he shot his load down her throat. Fluttershy eagerly gulped down his load, moaning pleasurably from the taste and the feeling of the pegasus and unicorn stallions climaxing inside her marehood and flankhole. The onyx-maned stallion also groaned, shooting his cum between and onto her mountainous breasts.

“Celestia be praised . . . so good . . .” he breathed out.

“Okay...time...for one last shot...before...we end it...” the Pegasus panted.

“Good…” The brown-maned stallion nodded. “‘Cause it’s my turn to tap that ass~”

Within a few moments, the four Stallions and Fluttershy had switched positions once more. Fluttershy was now lying on top of the brown-maned stallion, her back against his front and his cock wedged between the thick, plump cheeks of her rear, her legs spread wide open to expose her still-wet and eager pussy. This also had the effect of leaving her breasts free for a paizuri and her mouth free to suck another cock. The onyx-maned stallion took her pussy this time, moaning as he sank into her wet, hot, velvety depths, while the pegasus claimed her mouth, Fluttershy eagerly taking his cock between her lips and into her throat, and the unicorn her breasts, eagerly pumping his cock between the bouncing, jiggling massive orbs.

Needless to say, Fluttershy was completely lost in her heat-induced lust as she was taken by the four stallions, completely unaware of what was going on around her as her mind was completely clouded in sexual hunger.

“Damn...you weren’t...kidding about her ass…” the brown-maned stallion grunted, giving Fluttershy’s rear a smack or two now and then as he pounded into her flankhole.

While this was happening, Photo Finish took multiple photos, grinning as she vigorously rubbed her fingers against her exposed clit.

“Yes...zis is good~” Photo Finish grinned. “Just ze whorish look I vas looking for~!” she moaned before a stallion appeared behind her. “Good boy~” she said, turning around and spreading her pussy and ass. “I got zis filming anyvay with a hidden camera, so come on! Screw me until I go stir-stir-crazy!”

Back with Fluttershy, she was bouncing between the four stallions as they gleefully and lustfully made use of her voluptuous body, lost in ecstasy as they pounded into her mouth, her pussy, her flankhole, and between her breasts.

“Ah...damn...wish this wasn’t a one-time gig…” the unicorn grunted out, sliding his meat stick between those soft, pillowy mounds of hers. “I could get used to hanging around with her. She’s like...the perfect sex weapon!”

Fluttershy squeezed her breasts around the unicorn’s cock, providing a tighter, warmer tunnel for his length, while moaning around the pegasus’s shaft in her mouth, rhythmically tightening her throat muscles to caress it, and bouncing her hips and rear as she took the Earth stallions’ members into her lower holes.

“Ahh...fuck...she really is like a sex weapon…” the onyx-maned stallion grunted out, his hands braced on top of her thighs. “Her pussy keeps pulling me in~!”

“Same could be-unf~!said about her mouth…” the pegasus grunted out, feeling her tongue against his ‘rod’ each time he deepthroated her.

“And this ass!” the brown-maned stallion groaned. “This thick, juicy, perfect fucking ass! It’s like it’s sucking my cock!”

“And these breasts...oh, man, these breasts…” the unicorn moaned out, bucking his hips forward as he felt those soft pillowy mounds of Fluttershy’s rub against his cock. “So soft...so tender...I could get lost in these all day~”

Fluttershy could only moan out in response, her body rattled with lust and pleasure as she was climaxing over and over, multiple little orgasms gradually cascading into one big finish. The four stallions grunted out, feeling the shock of the climaxes vibrate through them, bringing them very near their own climaxes as they began to get a bit rougher and wilder, their own passions and lusts overcoming them.

“Ahh, fuck~! About to fucking cum again~!” the brown-maned stallion groaned out, slamming his cock into Fluttershy’s tail hole like a beast in heat.

“M...me, too~!” the onyx-maned stallion added, gripping Fluttershy’s waist as he slammed into her marehood like a piston, going hard and fast while the pegasus stallion pumped himself forcefully, almost frantically, into her mouth and throat and the unicorn drove faster and harder between her luscious, pillowy breasts.

“I . . . I think . . . here it comes!” groaned the pegasus.

“A...about to….F-FUCK~~!” the unicorn screamed out.

One by one, each of the stallions reached their final climaxes, filling Fluttershy’s mouth, pussy, and flank hole and coating her breasts, before all four pulled out while still climaxing and practically bathed the pale yellow pegasus mare in their seed, the four stroking their cocks to make sure they covered each and every part of her body. Fluttershy panted heavily as she laid there on the sand, her face looking like she went through absolute bliss as her face, breasts, and flank were covered in the four stallions’ spunk, her Cutie Mark even being covered as some landed on her tongue as it stuck in and out of her panting mouth.

“Hoo...think...think that was good enough for Photo Finish?” the unicorn asked.

“Sure it will be . . .” the pegasus replied.

“Hey, Fluttershy. Did you enjoy your time at the beach last week?” Pinkie asked as she and the shy mare were looking through a book store of sorts.

Fluttershy blushed as the memories of that beach trip fluttered inside her, her heart beating a little faster, her breath coming a little harder, and her panties dampening rather quickly. She wanted to forget that experience due to how embarrassing it was, and yet...she wanted to go back again, possibly bring in a bigger crowd and...she quickly shook her head, trying to push back the thought.

“...What’s with the silence?” Pinkie asked as she looked at her shy friend. “...Did you do the dirty at the beach?”

“?!” Fluttershy blushed heavily at that. “Wh-what?! N...no!”

“You sure?”

“Yes, I’m sure!”

“Oh...then would you explain why there’s a DVD/porno magazine combo with you on the covers?” Pinkie asked as she pointed behind Fluttershy, who gasped in shock as she turned around and saw it, especially when she saw the title.

“B...beach...Photoshoot…” Fluttershy read, her entire face a deep crimson.

“Wow...didn’t know you had it in ya to do a porno, Flutters,” Pinkie noted.

“...”

“...Fluttershy?” Pinkie blinked, hearing silence from the shy mare. “...Hello~?”

*Thud*

“Ahh! Fluttershy!” Pinkie freaked.

“Ooh…” Fluttershy groaned, making a mental note to make sure the next time Photo Finish visited to politely decline her offer.

Wonderbolts gone Bucking Wild! (FluttershyX Rainbow Dash X Wonderbolts)

Author's Note

Me and my co-writer had so much fun with the last one, we more or less decided to make a sequel to it, and make it a sorta request for Ookami88. After this chapter, gonna be focusing on a few other chapters focusing on other characters aside from Fluttershy. Figure we'd give the shy busty mare a break. But other than that, hope you all enjoy.

Wonderbolts gone Bucking Wild! (FluttershyX Rainbow Dash X Wonderbolts)

“A-a charity event? Ar-are you sure, Rainbow Dash?” Fluttershy asked.

“Sure I’m sure!” Rainbow Dash replied. “It’ll be great! Tons of fun! And if you’re in, we can make sure some of that charity goes to an animal shelter you like! So. Are you? In?”

“...W-well…” Fluttershy pondered for a moment. The animal shelter Rainbow was talking about was in need of some money due to an incident that occurred a week or so ago, so a charity event would be perfect, “...O-okay. I’ll help.”

“Sweet!” Rainbow Dash beamed a bit as she quickly hugged the shy mare. “Now come on! I know where the event is taking place. Don’t wanna keep the Wonderbolts waiting, ya know.”

“The Wonderbolts?” Fluttershy asked. “Are they doing this?”

“Of course. They cover quite a few charities,” Rainbow answered as the two began to fly off. “Besides, I know you’ll love doing this one.”

“I hope so,” Fluttershy said hesitantly. Reason for this was...well, last time she offered to help, it resulted in her starring in a porno, more or less, thanks to a hidden camera Photo Finish had. Then again...this was Rainbow Dash and the Wonderbolts. There was no way they’d trick her into doing something like that...would they?

“Yo, Flutters,” Rainbow spoke up, snapping the pale yellow pegasus out of her thoughts as the two were nearing a fairly tall building. “We’re here.”

“Oh….r-right,” Fluttershy nodded as they landed near the front door “Th-this is the place?”

“Yep!” Rainbow Dash replied cheerfully. “The event is taking place in the back.”

“The back?”

“You’ll see when we get there,” was all Rainbow said as she tapped on the door a few times.

“Who is it?” a voice asked quietly from the other side.

“It’s me. I’m here to meet the Wonderbolts for the special event, and brought a guest who wishes to participate,” Rainbow replied.

“....Come in. The boss has been waiting on you,” the voice replied as the door opened. “Come in, ladies.”

“The boss? Spitfire?” Fluttershy asked.

“Again, you’ll see when we get there,” Rainbow stated once more as the two walked inside.

As they walked through the halls, Fluttershy took notice of a few things. The place they were in reminded her of a photo studio a bit, various pictures of different ponies hanging on the walls. She also took notice of a strange, yet familiar scent in the air. What it was...she couldn’t quite put her finger on it.

“...R...Rainbow, what kind of building is this exa…”

“Ahh, finally! Bout time you’ve come, Rainbow!”

“...You’ve gotta be kidding me,” Fluttershy whispered with wide eyes, seeing a familiar photographer walking towards them.

“Oh? And you brought Fluttershy with you? Brilliant! Brilliant! Ve would use her for zis project!” Photo Finish declared in slight excitement.

“Project?” Fluttershy repeated.

“Yes!” Photo Finish confirmed. “My newest project --- Vonderbolts Gone Bucking Vild!”

“...Wh-what?”

“It iz a porno, dearie.”

“....What?” Fluttershy squeaked out, her entire face now in a heavy blush. ‘Oh, no...not again!’

“You still up for this, Flutters?” Rainbow asked, her tone softer than before. “Because you don’t have to if you don’t want to . . .”

“...I..I still want to help, but...but…” Fluttershy paused as her blush increased. “Wh..what if I…”

“Do not vorry. There is a special spell on zis place to make sure none of the actors in zis get pregnant,” Photo Finish assured. “Much like ze drink I gave you ze last time you helped me out.”

“...You planned that…”

“Yes, but ze sales for it were phenomenal! Astronomical! Amazing! I just had to vone-up it!” Photo Finish declared. “I vas hoping it would be just Rainbow Dash and her fellow Vonderbolts, but with you here, ze porno vill be even more amazing and sexy!”

“...a...and you and the Wonderbolts are okay with this, Rainbow?” Fluttershy asked her rainbow-maned tomboy friend.

“Yeah, it all goes to charity, and it’s a lot of fun, too!” Rainbow reassured her before whispering to her, “Plus between you and me, the Wonderbolts usually hold an orgy once a month to help relieve stress.”

“Oh...I...I see…” Fluttershy noted, blushing further. She didn’t want to do this kind of humiliating thing again after last time, but she needed to do it so the animal shelter could get some money. Plus in truth…she had enjoyed her experience with the four stallions, despite it coming about as a result of Photo Finish’s machinations. “...O..okay. I’ll help…”

“Vunderbar!” Photo Finish beamed. “Now you just need to get into costume, meet Rainbow and ze other Wonderbolts on ze set, und ve can begin!”

“C...costume...?” Fluttershy repeated at that.

Fluttershy was taking sight deep breaths as she headed towards the set, the shy mare wearing a copy of the Wonderbolts’ jumpsuits, which seemed to show off her voluptuous curves rather well as it clung to every inch of her body that it covered, enough that someone looking at her could tell she wasn’t wearing anything underneath.

“You can do this Fluttershy...you can do this…” the pale yellow pegasus whispered to herself as she walked through a pair of double doors. Up ahead she could see Rainbow, along with a few Wonderbolts- the only ones she recognized being Soarin’, Spitfire, and Fleetfoot- standing in a communal shower of sorts, Photo Finish standing before a camera as she prepped it up

“Und...perfect!” Photo Finish beamed as she finished prepping the camera before taking notice of Fluttershy. “Oh good! You are here! Now hurry, hurry, hurry! Join ze others so we can begin!”

“Ok . . .” Fluttershy said with a nod as she walked over. As she did, she noticed Rainbow and the other Wonderbolts were wearing their jumpsuits, but she could instantly tell they had nothing on underneath, obvious by the bulges she saw in the stallions’ suits. She also took notice how Rainbow, Spitfire, and Fleetfoot’s suits seemed to hug their bodies, especially around their chest areas, which looked much larger than she was used to seeing them. Had they been wearing bindings this whole time?

“Glad you could join us, rookie,” Spitfire greeted before turning towards Rainbow, a smirk on her face. “Heh. You sure know how to pick ‘em, Dash.”

“Don’t I?” Rainbow replied confidently.

“Anything we should know about your friend here?” Fleetfoot asked.

“Yeah. Her breasts are incredibly sensitive. Even a hard grope would slowly get her in the mood,” Rainbow explained. “Heck, with how big her breasts are, I tend to call her ‘Hootershy’ for laughs.”

“Mmm…” Fluttershy blushed in embarrassment at that.

“Hey, I’m just joking…” Rainbow assured her before looking over at the stallions, “You and the other guys ready, Soarin’?”

“Ready when you are, Rainbow Dash,” Soarin’ replied.

“Sweet,” Rainbow smirked at that.

“Okay. For ze premise behind zis, it is simple,” Photo Finish began as she looked at the fairly large group of pegasi. “You have a new recruit, and you all had a very long day. You job is to show ze new recruit how you do things to handle ze stress, i.e. going into a large orgy! Like I explained to Fluttershy here, zere is a spell on zis building to make sure none of ze mares here get pregnant, so you all have permission to go nuts! But start it off softly...maybe a bit of mare-on-mare action before ze stallions join in.”

“R….right…” Fluttershy nodded.

“Okay! Und…” Photo Finish began as she got behind the camera. “Action~~!”

“Phew! Talk about a rough workout today,” Spitfire sighed out a bit as she wiped her forehead a bit, “How about you, rookie? How was your first day?”

“It was . . . it was . . . will every day be like this?” Fluttershy asked.

“Oh, it will.” Soarin’ nodded as he looked at his fellow stallions. “Right, guys?”

“Eeyup,” a pure grey stallion nodded.

“Oh you better believe it, hooters,” a red pegasus with a blue mane added.

“What he said,” a green pegasus added. “Luckily, we have a method to help with the stress.”

“M...method?” Fluttershy repeated.

“You fellas care to explain?” Spitfire asked the other four male pegasi in the room.

One of them, colored purple, just smiled. “Might as well come out and say it. We fuck. All of us. In every position, angle, and hole possible.”

“W...what?” Fluttershy squeaked at that.

“Yup. Basically once or twice a month, we get together to help relieve our stress via orgy,” a light brown pegasus added.

“Trust us. It helps a lot,” a pegasus with crimson fur added on.

“Very much so,” a gold furred pegasus nodded as he looked at Fluttershy, looking up and down her curvy body “And by the looks of it, you’re incredibly stressed out.”

“...W...well...that’s not untrue…” Fluttershy admitted with a blush.

“Don’t worry,” Rainbow spoke as she, Spitfire, and Fleetfoot began to walk over, “We usually start it off gentle, IE some mare on mare action to give the guys something to watch, And make sure they’re good and ready for said orgy.”

“O-ok . . .” Fluttershy said, the shy mare blushing up a storm.

“Good~” Spitfire grinned, her tone taking a bit of a sultry cadence as she was instantly behind Fluttershy. “Let’s start with these ‘melons’ first~”

“Wh-” Fluttershy began before she felt a pair of hands grope her from behind, “Ahh~~”

“Oh, you were right, Rainbow . . .” Spitfire purred, continuing to grope and caress Fluttershy’s bosom. “She is sensitive here . . .”

“Told ya.” Rainbow shrugged. “I call her butt for massaging then. Fleetfoot?”

Fleetfoot grinned. “And I call her lips. Both of them.”

“Fine with me, then.” Rainbow shrugged as the two walked over, the cyan pegasus pulling down the zipper in the front part of her outfit to let her ‘girls’ out into the open.

Fluttershy gasped out softly, writhing ecstatically in Spitfire’s grip as Spitfire continued to fondle and grope her bountiful bosom, the fiery yellow pegasus mare giving the pale yellow mare a few licks on her neck as she did. They were joined by Rainbow Dash embracing Fluttershy from the front, while slipping her hands behind her to grip and fondle Fluttershy’s thick, juicy rump, and Fleetfoot crouched between Fluttershy’s legs to begin playing with her lower lips, despite them being covered by the jumpsuit.

“Starting to relax, rookie~?” Spitfire quietly asked, whispering into Fluttershy’s ear as her hand slowly reached for the front zipper of the shy mare’s jumpsuit.

“Y-yes . . .” Fluttershy moaned softly.

“Good . . .” Spitfire purred, slowly unzipping Fluttershy’s jumpsuit, letting out a low moan of amazement and arousal, as did Rainbow Dash and Fleetfoot, as Fluttershy’s mountainous bosom sprang forth from its former confines, “That feel better~?”

“Y….yes…” Fluttershy whispered, a faint blush on her cheeks.

“Glad to hear...rookie~” Spitfire grinned in a sensual manner as she groped Fluttershy once more, getting a good feel of those soft pillowy mounds of hers, her fingers lightly brushing against the dark yellow nips before tweaking them, eliciting a sharp yet soft cry of pleasure from Fluttershy.

Taking advantage of this moment, Rainbow Dash leaned in and took Fluttershy’s lips, slightly surprising the shy mare before melting into it, feeling the tomboy’s tongue invading her mouth while her hands tended to her shapely flank.

Fleetfoot on the other hand was eagerly lapping at Fluttershy’s lower lips, delighting in the taste of the pale yellow pegasus mare’s fem-juices. As she did, her hand was tending to the shy mare’s clit, tweaking it a bit as her own jumpsuit was zipped open, letting the light blue pegasus tend to her own marehood as her fingers rubbed vigorously against it.

“Yes...yes, zat is good~” Photo Finish whispered as she filmed the scene, the stallions watching the four pegasus mares going at it, most of them looking on in anticipation as noticeable bulges were starting to grow in their jumpsuits.

Meanwhile, Fluttershy moaned into Rainbow Dash’s mouth as Rainbow Dash continued groping and fondling her rump, Spitfire was still playing with her generously sized breasts, and Fleetfoot was now dipping her tongue inside Fluttershy’s marehood. Thanks to a combination of her sensitive breasts being groped, and the musk starting to build up in the air, Fluttershy’s moans started to become a bit more lustful than quiet, indicating she was already starting to get horny. In her mind...she was thinking back to that moment at the beach, reimagining all those stallions tending to her while roughly fucking each and every part of her. Needless to say...she was in need of some cock.

The pegasus stallions could smell her need as well, and their cocks strained against their jumpsuits, as if intending to burst free so that they could penetrate and satisfy her. Without much in the way of hesitation, the male Wonderbolts unzipped their jumpsuits as well, freeing their massive erections and releasing their own musk of arousal.

“Hmm~?” Spitfire raised a slight brow as she noticed this, holding a hand up as Rainbow Dash and Fleetfoot stopped, “Well..looks like the guys are good and ready. What about you, rookie~? Ready to help them relax as well~?”

“Y...yes~~” Fluttershy responded, her soft, honey-like voice sounding rather lustful as she stared at the stallions before her and the other mares, her pussy drooling with arousal and desire.

“Good...two each sound fine~?”

“Y-yes/oh yeah/yup~” Fluttershy, Rainbow Dash, and Fleetfoot nodded.

“Glad to hear…” Spitfire nodded before motioning the male pegasi over. “Come on, fellas. Come join us over here~”

“Comin’,” Soarin’ said, and moved to do as Spitfire instructed, along with the other seven male pegasi.

As the other three mares moved away from her, Fluttershy was flanked by two of the pegasi, specifically the pure grey one and the gold one, as their rock-hard members hung out in the open. Fluttershy immediately reached for their members and began stroking them with her soft, gentle hands, eliciting moans and groans of pleasure from them. As she stroked them off, she started to get down on her knees, getting a better view of their long thick cocks.

“Ohh~ Oh, damn…” the pure-grey pegasus grunted out. “Talk about a soft touch~”

“Y-yeah . . .” the golden pegasus agreed, grunting as well.

Fluttershy gave a small soft, yet lustful smile before she took the pure-grey stallion’s cock into her mouth, moaning out as she blew him, her breasts starting to sway with each bob of her head.

Spitfire was currently tending to the red and crimson stallions as she was on her knees between them, pumping the red one’s cock while sucking the crimson one’s, starting with the tip and edging it deeper into her mouth and eventually down her throat.

“Oh, yeah~” the crimson one moaned out as Spitfire deepthroated him. “That’s what I’m talking about~”

“Lucky…” the red one muttered before grunting out, feeling Spitfire’s thumb rubbing the tip of his cock, reminding him that she wasn’t neglecting him, even as she bobbed her head up and down on his crimson partner’s cock.

Rainbow bit her lip a bit as Soarin’ was using her firm, shapely rear for some hotdoggin’ while her DD-cup breasts were out in the open, currently tending to the green stallion’s cock as she engulfed it with her bosom. The green stallion moaned and grunted eagerly as he thrust his cock between Rainbow’s shockingly large breasts, amazed and aroused by the mixture of firmness and softness brushing and rubbing against his length. At the same time, Soarin’ squeezed Rainbow’s buns around his shaft as he thrust between them, moaning from the sensation of her rump practically swallowing his shaft between its cheeks.

“Ohh...man..who knew your buns were this good~?” Soarin asked as he thrust his member between the cyan pegasus mare’s buns, his fingers gripping it tightly.

“What can I say~? I work out a lot~” Rainbow replied with a grin, moving her breasts in opposite directions to fully harden the green stallion’s cock. “Hey, Fleetfoot~! How’re ya holding up over there?”

At this point, Fleetfoot was sitting on a stallion’s lap, actually jerking him off with her thighs, while she gripped the flanks of the other to pull his cock deeper into her mouth and throat. She briefly removed a hand to give Rainbow Dash a thumbs-up gesture.

“Heh...nice~” Rainbow grinned at that.

“Ohh, yes...Zat is very good~ Very, very good indeed~” Photo Finish whispered, moving the camera so she could get different angles of the orgy going on. “Okay. A few more minutes of jerking zem off, and zen it is time for ze fucking to commence~!”

Anyone and everyone whose mouths weren’t occupied let out an enthusiastic whoop, the stallions pumping their cocks even harder into the mares’ hands, mouths, breasts, thighs, or rear cheeks. The mares eagerly complied as they stroked/blew them off faster, waiting for them to get nice and hard before they got to the fun part, i.e. getting fucked in one or two of their three holes.

“As much I’d love to cum all over your rump, Rainbow . . .” Soarin’ groaned, slipping his cock out from between her cheeks. “. . . I’d rather see if I can give you a Sonic Rainboom.”

“Give it your best shot~!” Rainbow Dash challenged with a saucy, lustful grin and tone as Soarin’ lined himself up with her, his cock parting the lips of her marehood and pushing deep inside her, much to her satisfaction as she moaned in pleasure, before her moans were muffled by the green stallion thrusting his own cock into her open mouth.

“Mmmf~!” the green stallion bit his lip, his hands on the tomboy’s head as he began to thrust into her mouth, all while Soarin’ began to thrust into her marehood, the two pegasus stallions spitroasting the cyan mare.

The pure grey and gold stallions took notice of this before looking down at Fluttershy, smirking a bit as they lifted her up with their arms under her knees, positioning her perfectly for their cocks before they began to rub them teasingly against her lower holes.

“Ohh~” Fluttershy cooed softly as she felt the two stallion cocks teasingly rub against her sopping wet pussy and flankhole, the normally shy mare starting to grind against them in return.

“Ohh...now this is one eager mare. Eh, Sterling?” the gold stallion asked the pure grey one, his hands currently reaching for the pale yellow mare’s breasts.

“Yeah, she’s begging for it, Jolt~” Sterling replied with a lustful groan. “Let’s give it to her, then~”

The gold stallion grinned in response before without a second thought, he and Sterling thrust upward in a rough manner, causing their cocks to slip right into the normally shy mare’s lower holes. This elicited a moan from Fluttershy, in a mix of surprise and pleasure, while the two hammered into her, Jolt’s hands currently tending to her luscious melons while Sterling groped her shapely flanks.

Spitfire was being double-teamed as well by her own stallions, only her pussy was occupied by both the red and crimson stallions’ cocks, the fiery yellow mare’s arms resting on their shoulders as they thrust upward, all while flicking their tongues against her orange-yellow nipples as her E-cup breasts bounced a little each time they thrust.

“Mff~! Oh yeah...come on, you two~! Show me you both have some-mff~! Wonderbolt Material~!” Spitfire moaned out.

“Yes, ma’am~!” the red and crimson stallions groaned in unison, redoubling their efforts as they thrust together inside Spitfire’s pussy, earning an even louder moan from their drill sergeant and captain.

Fleetfoot was giving off her own moans as she currently rode the brown pegasus stallion’s cock, all while she sucked off the purple one’s as her bountiful EE-cup breasts bounced with each step, her even darker blue nipples erect from a mix of the cold air in the room, and the scent of sex filling that air.

“Ahh~” Fleetfoot gasped out as she moved her mouth off of the purple stallions cock, giving it a few licks before she took his balls into her mouth, making sure to get a taste of the pre that had leaked onto it.

“Celestia damn…~” the purple stallion moaned out. “Her mouth is amazing~ How’re you holding up, Chaser?”

“Never...better, Thystle~” the brown stallion grunted out, his hands resting on Fleetfoot’s flank as he thrust upward, making sure the light blue mare would feel it as she rode him, slapping her flank every now and then.

Back over with Rainbow Dash, the tomboy pegasus mare was resting on her back as she was still being spitroasted by Soarin and the green stallion, the two having switched positions as she was now deepthroating Soarin’ while the green stallion was pounding into her pussy.

“Her pussy . . . it’s squeezing me so tight . . . like it doesn’t want me to leave . . .” the green pegasus moaned.

“Tough it out...Forrest…” Soarin grunted out, his hands resting on Rainbow’s breasts as he thrust into her mouth and throat, the cyan mare’s tongue brushing against the shaft as her throat relaxed itself to take him deeper, massaging his length as it went.

“G...got it...sir~” Forrest grunted out as he began to hammer into Rainbow’s moist soaked pussy faster and harder, his balls slapping against her firm yet shapely rear.

Back over with Fluttershy, she was eagerly riding Jolt and Sterling as they thrust hard and fast into her pussy and flankhole, sandwiched between the two as Sterling suckled on her erect nips, his tongue flicking against the right one as he gave it a slight nibble, using his teeth to pull it a bit as he let go, letting the breast jiggle a bit before taking the nipple back into his mouth.

“Ohh~! Oh my...oh, fuck, yesh~!” Fluttershy moaned out, all traces of her usual shyness utterly gone and in their place, a very lusty mare gleefully writhing on her two stallions’ shafts.

“Hoo...I can pound into this big ass of hers all day~” Jolt grunted out, his fingers digging into Fluttershy’s shapely rear as he pounded into her tight flankhole, giving it a spank now and then, causing it to jiggle each time.

“Mmm~” Sterling moaned as he let go of Fluttershy’s right nipple. “I could say the same for her breasts. They’re like soft marshmallow pillows filled with pudding~”

“Oooh, you like my yummy breasts~” Fluttershy cooed, lost to her lust by this point. “There’s plenty for you to enjoy . . . they’re all yours~”

“Heh...don’t mind if I do.” Sterling smirked, grabbing both of her bountiful breasts before taking both nipples into his mouth, suckling on them roughly as his tongue flicked against them. Fluttershy let out a sharp cry of pleasure as she arched against Jolt, rocking her hips harder and pushing her breasts out further into Sterling’s mouth while both stallions continued their powerful thrusts into her eager, clenching holes.

“W...well d-ooh~damn~” Spitfire gasped out, seeing this happen as she was in a sort of 69 position with the red stallion, his cock between her breasts while the crimson stallion pounded roughly into her flankhole. “She becomes an entirely different mare once she’s horny~ Right, Blazewing [red], Scarlet Glider [crimson]?”

“Y-yeah~” Blazewing moaned in reply.

“Damn is right~” Scarlet Glider agreed, pounding harder into Spitfire’s flankhole.

“Y-...yeah~” Spitfire panted.

Over with Fleetfoot..she couldn’t get in a word in edgewise as she had a cock plunging deep into her mouth, using her throat like it was her pussy, and the other stallion now had his cock burrowing deep inside her flankhole.

“Ahh...mmf~!” the brown pegasus grunted out, his fingers digging into Fleetfoot’s flank as he pounded into her tailhole, “How’s...your end…Thystle?”

“Her mouth is so good . . .” Thystle groaned. “Feels like I’m in her pussy . . .how does her ass feel, Chaser?”

“Fucking great,” Chaser grunted out, “seriously, it feels like a cushion each time I hammer into it~!”

“Mmm~!” Fleetfoot gave a muffled moan when she felt the brown pegasus stallion smack her rear, sending a shiver up her spine as she continued to suck off the cock in her mouth, gulping it down her throat and working her muscles to massage the shaft, all while rocking her ass harder and faster into Chaser’s thrusts.

“Yes...very good, very good~” Photo Finish whispered, the mare pretty much playing with herself at this point as she filmed the scene, “How close is-mmf~! Everyvone~?”

“Close . . . so close~” Chaser groaned in reply, still pounding into Fleetfoot’s rump.

“Any minute, any minute now~” Thystle added, still pumping into Fleetfoot’s mouth and throat.

“These two are gonna explode soon, aren’t you, boys~?” Spitfire added as she continued to bounce between Blazewing and Scarlet Glider’s thrusts. “Gonna light my fire, won’t you~?”

“Yeah~” Blazewing agreed.

“Gonna fill you up good, ma’am~!” Scarlet Glider grunted.

Fluttershy, with her legs wrapped around Sterling’s waist as he and Jolt drove into her snatch and flank, groaned and whimpered ecstatically. “So good . . . I can feel it . . . so deep . . . going to . . . going to burst~”

“Yeah, so are we~!” Jolt groaned.

“Yes, so just burst!” Sterling added. “We’ll be right with you~”

“Can’t take . . . much more . . .” Forrest groaned as he continued pounding into Rainbow Dash’s marehood, his hips smacking against her firm, shapely rump.

“Neither can I~” Soarin’ added, grunting and moaning as he rapidly thrust into Rainbow’s mouth and throat, practically facefucking her.

“Good, good~” Photo Finish noted. “After you all blow your loads, ze next scene vill consist of just Fluttershy and Spitfire, ze former being taken by six vhile ze latter is taken by ze other two before switching around after a bit~! Zound fair~?”

“Sounds like fun~!” Spitfire replied.

“Y-YES!” Fluttershy cried out, her sweet voice musical in her rapture.

“Good…’cause w...we’re about to...GAH~~!” Sterling cried out as he and practically every other stallion reached their climaxes. Sterling and Jolt felt Fluttershy’s holes squeeze their cocks tight as she climaxed, which had set off their own, both stallions pumping her marehood and rump full of their cum. Blazewing and Scarlet Glider both erupted into Spitfire’s clenching pussy as she came, their seed filling her to the point of overflowing. Soarin’ and Forrest both pulled out of Rainbow Dash’s mouth and pussy as they came, the remainder of their seed splattering her face and her back and rump. The same was true of Thystle and Chaser with Fleetfoot, aside from Chaser being in her ass instead of her pussy, but Fleetfoot was splattered with their cum, all the same.

“PERFECT~! Zat is a money shot zere~!” Photo Finish exclaimed, taking out her camera as she took photos of the group climax. “Okay! Time for ze next scene~! Spitfire, Fluttershy, get ready~! Stallions, prepare to fuck zere brains out!”

“Ahh….gotcha~” Spitfire nodded as Blazewing and Scarlet Glider placed her down, “Soarin’, Chaser, Fleetfoot, Rainbow Dash, get your flanks over here. Everyone else...show the rookie one hell of a good time~”

“?!” Photo Finish’s eyes widened behind her glasses at the first order...only for a big grin to grow on her face as she focused the camera on Spitfire and Fluttershy, the latter practically swarmed by the remaining six pegasus stallions.

“So...how shall we pleasure you, Ma’am?” Chaser asked as he, Soarin’, Rainbow Dash, and Fleetfoot stood before the fiery yellow pegasus mare, the latter two stroking the former two’s cocks to make sure they were fully erect.

“Hmm...since you like asses so much, Chaser, you get mine. Soarin’, you get my mouth while Fleetfoot and Rainbow Dash get my breasts and pussy respectively. Fair~?” Spitfire ordered/demanded with a purr.

“Sounds fair to me.” Rainbow grinned before she heard Fluttershy’s lust-filled moan as the pale yellow pegasus mare was mounted on two cocks in her pussy, one each in her mouth and ass, and had two in her hands that she was stroking.

“M….mmm~~” Fluttershy moaned out, her eyes halfway opened and glazed over as she was ganged up on by the six stallions. The normally shy mare was lost in a haze of sexual lust as she sucked on Thystle’s and Forrest’s cocks in her mouth, while her hands quickly stroked off both Sterling and Jolt’s cocks and both Blazewing and Scarlet Glider pounded into her pussy, the latter of whom groped her bountiful breasts from behind.

“Well...she’s certainly enjoying herself,” Fleetfoot noted.

Rainbow grinned, definitely enjoying that Fluttershy was getting into the spirit of things. It made her happy she’d gotten her in here in the first place. A moan from Spitfire soon caught her attention as she turned back to see the fiery yellow mare in a reverse cowgirl position as she bounced up and down Chaser’s rock-hard horsecock while sucking off Soarin’s cock. Fleetfoot was currently tending to her captain’s ample bosom, her mouth currently suckling on her right breast while her hand was fondling the left.

“...Gotta stay focused…” Rainbow whispered as she knelt down, moving past Fleetfoot a bit so that the tomboy was facing Spitfire’s sopping wet, fem-juice and cum-soaked marehood. She bent down and began to lick Spitfire clean, moaning from the taste of her superior’s juices mixed with the cum deposited inside her.

“Mmm~” Spitfire purred from the action, a spike of pleasure shooting up her spine as she bounced on Chaser’s cock, her firm buttocks jiggling a bit each time while she was now practically deepthroating Soarin’s cock.

Fluttershy in the meantime was panting and moaning with excitement as they had changed positions, both Thystle’s and Forrest’s cocks deep within her pussy and flankhole while she was stroking off both Sterling and Jolt still, and while Blazewing and Scarlet Glider rubbed their own rock hard members against her breasts. Her head was soon grabbed by Blazewing as he slipped his cock into her warm maw, practically facefucking her as her tongue licked his shaft on its way down her mouth and into her throat.

“Mmm...damn, this mare is horny~” Thystle grunted out, his fingers digging into Fluttershy’s juicy flank as he pounded into her sopping wet pussy.

“You know...what they say...about the shy ones…” Jolt panted, feeling the normally shy mare’s soft hand vigorously rubbing his cock, trying to milk it for all it was worth.

“Yeah...that they’re incredibly freaky when it comes to sex…” Scarlet Glider groaned, his cock slipping between Fluttershy’s soft pillowy mounds as Forrest held them up, giving them a grope or two now and again. “Mmf~! Damn, her knockers are amazing~!”

“And so’s . . . her ass . . .” Forrest moaned as he kept thrusting, faster and harder as his lust got the better of him.

“Her mouth is so warm~” Blazewing grunted out, his hands still gripped onto Fluttershy’s head as he deepthroated her.

“And her hand has such a soft touch~~” Sterling grunted out, now feeling Fluttershy’s hands fondling his balls. “And experienced as well...Did she watch some Neighponese movies or something~?”

Fluttershy moaned around Blazewing’s cock in her mouth, her throat muscles working to caress his length. She played gently with Sterling’s balls and Jolt’s shaft, her caress light as a feather as she rocked atop Thystle’s and Forrest’s cocks inside her pussy and flankhole, bouncing like a mare possessed while Scarlet Glider continued pumping his cock into the valley between her lusciously large pillowy breasts.

Back over with Spitfire, she moaned out, now in Soarin’s lap, bouncing on his and Chaser’s long and thick cocks while both Rainbow Dash and Fleetfoot suckled on her erect tender nipples.

“Ahn~ c...come on, you four~Is that...all you got~?” Spitfire challenged them.

That was when Rainbow Dash started nipping and biting on Spitfire’s nipple in her mouth, not enough to hurt, but enough for her to feel it. Fleetfoot followed Rainbow Dash’s lead, also biting Spitfire’s other nipple in her mouth, just hard enough for her to feel that, too. Soarin’ and Chaser gripped her hips tightly, thrusting harder and faster into her, determined to show their superior that she hadn’t chosen wrong when she’d chosen them.

“Ves~Ves~ come on...give it to me~” Photo Finish whispered as she zoomed the camera a bit closer, showing the pleasure-filled look on Spitfire’s face before moving back over to Fluttershy, who was bringing the six stallions surrounding her to orgasm with seemingly every part of her voluptuous body, all while in the throes of ecstasy herself. “...alright! Time to svitch places~!”

“Dang...was hoping to cum within her…” Forrest muttered as he pulled out, along with the other stallions as they stood up, leaving a heavily panting Fluttershy lying on the floor as she had a look of pure lust on her face, “Alright, Chaser! You, Soarin, Dash, and Fleetfoot have her next!”

“Sure thing,” Chaser replied, reluctantly withdrawing from Spitfire. Not that he was going to turn down Fluttershy by any means, but he had been having way too much fun with his captain, who sure earned her name.

“Fine,” Soarin’ shrugged as he pulled out as well.

Fluttershy panted as she looked up a bit, seeing Rainbow, Fleetfoot, Soarin’, and Chaser walking towards her. “Ready for some real fun, Fluttershy?” Rainbow teased, to which Fluttershy responded with a wide, gleefully lustful grin. “Good to hear.”

“...I got an idea…” Soarin’ spoke up as he lay down on the floor. “Have her lay down on top of me, her back pressing against me. That way Chaser can get a boob/blowjob from her while Dash and Fleetfoot get her pussy.”

“Works for us,” Fleetfoot said, as she and Rainbow Dash helped Fluttershy into position, the pale yellow pegasus mare eagerly grinding her thick, juicy rump into Soarin’s cock, capturing it between her cheeks while Chaser stood astride her, ready to experience Fluttershy’s firm yet pillowy bosom and sweet mouth. Fluttershy purred out in excitement, feeling Soarin’s cock between her shapely flank cheeks while feeling Chaser’s rock hard member between her voluptuous breasts. Fleetfoot and Rainbow Dash were on either side of Fluttershy, ready to dive into her pussy and lick it clean.

Meanwhile, Spitfire was grinning at the six pegasus stallions now surrounding her. “Give it all you’ve got. Don’t even think of holding back on me! That’s an order~!”

“Yes, ma’am~!” the six stallions chorused enthusiastically, before practically mauling Spitfire in their lust for her, moving her about so that they could caress, grope, and fuck every inch of her body they could reach.

“MMMMFF~!” Spitfire moaned out, currently sucking on Jolt’s cock as Forrest had her on her side, ramming into her flankhole while Sterling held up her leg and hammered into her sopping wet pussy like a beast in heat. Her hands were tending to both Blazewing’s and Scarlet Glider’s cocks, and Thystle was thrusting into the valley of her cleavage with his cock, his tip rubbing against her cheek from the position he was in.

Back over with Fluttershy, Soarin’ was thrusting into her flankhole while Chaser thrust into the valley of her massive breasts, the tip of his cock entering her mouth, open from gasping and moaning in pleasure. Meanwhile, Rainbow Dash and Fleetfoot eagerly licked Fluttershy’s pussy, cleaning it of all the cum that had been deposited inside her, their tongues flicking against the pale yellow pegasus mare’s clit and even brushing each other.

“Ahh...damn, Dash. You didn’t tell your friend was so...mmf~!” Soarin’ grunted out, his fingers digging into Fluttershy’s plump rear as he slammed his cock into her flankhole.

“If I’d known she was this much fun, I’d have told you all about it!” Rainbow replied, eagerly tasting Fluttershy’s copious fem-juices now that her marehood was thoroughly cleaned of stallion cum.

“Well, try...and invite her..more often~!” Chaser groaned out. “Her breasts feel amazing~!”

“Aaahh . . . hahhh . . .” Fluttershy panted, gasped, and moaned in pleasure. “Your cocks . . . your mouths . . . you feel amazing, too . . . Yes, I’ll come again~”

“Sweet!” Rainbow grinned at that. ‘I think we...or rather Photo Finish might’ve flipped a switch in her after filming that first movie.’

“Come on! Come on!” Photo Finish shouted. “Ztop lollygagging and eat her out already~! Zis is a porno, not a snuff film!”

“Right...sorry,” Rainbow said before she rejoined Fleetfoot in eating out the normally shy mare, who was anything but shy as she bucked her hips into Soarin’s thrusts and her fellow mares’ mouths.

Back over with Spitfire, she was having the time of her life as two of her stallions were now doubling up in her pussy. She was also testing how much she could fit of two more stallions’ cocks in her mouth, while her ass was also being doubly filled by yet two more stallions. All six of them were jostling eagerly against her curvaceous form as their orgiastic romp continued, their hands caressing and groping her everywhere they could reach.

“Yes, yes...zat is good~ Zat is really good~” Photo Finish whispered as she zoomed the camera in on Spitfire’s blissful ahegao face before switching over to Fluttershy. She wasn’t very far behind Spitfire in lustful bliss as she squeezed her breasts around Chaser’s cock, giving him a tighter tunnel to pump into while licking and sucking the tip every time it approached her mouth, and bucked her hips into Rainbow Dash’s and Fleetfoot’s mouths and tongues while Soarin’ continued thrusting into her flankhole, moaning as his hips slapped against her plump rear. “I have truly outdone myzelf with zis one~! Ohh~Getting really horny myself~~” ‘Note to self. After finished filming, find ze nearest employee and have him buck me like crazy~!’

“Ahh...damn, Captain…” Blazewing grunted as he rammed into Spitfire’s mouth, “At the rate...we’re going, you’re gonna end up making us...mmmf~! Cum…”

“A...agreed…” Forrest added, hammering hard into Spitfire’s flankhole with Scarlet Glider.

Spitfire just gave Blazewing a heated, lustful yet challenging stare, as if saying, “So go ahead and cum!” All while sucking him and Thystle even harder as they continued their friendly competition for her mouth.

“How’re you guys...mmff~! Holding up...over there~?!” Sterling asked as he and Jolt pounded into Spitfire’s sopping wet cunt.

“A...about to cum...any second now…~!” Chaser grunted out, his fingers digging into Fluttershy’s mountainous breasts as he thrust his cock between them, her erect nipples practically digging into his palms.

“Do it . . .” Fluttershy exhorted him, her voice sweetly husky with lust and her expression filled with sexual need. “Cum all over them . . . all over me . . .”

“Well, come on…” Rainbow spoke, a smirk on her face as her fingers rapidly thrust into Fluttershy’s wet snatch while Fleetfoot lapped up the juices. “You don’t wanna disappoint her, do ya~?”

“N...no~~” Chaser grunted out.

“Then...do it already...about to blow any second here as well,” Soarin’ groaned, his cock starting to twitch violently inside the normally shy mare’s tail ole.

“Aaah . . . haah . . . cumming~~” Fluttershy moaned sweetly, letting out a long, almost musical note as she indeed climaxed, her marehood clenching around Rainbow Dash’s fingers, as did her tailhole around Soarin’s shaft, causing him to gasp and practically howl with ecstasy as he finally came, shooting his seed deep inside her rear passage.

“Here it comes~!” Chaser cried out, climaxing hard as his seed spurted out into her mouth and coated her breasts.

“Ahn~!” Fluttershy gasped out as her mouth was filled with Chaser’s seed, a few shots spurting onto her face as her ample bosom was coated in his spunk.

“Yes~! Zat is Excellent~!” Photo Finish declared as she zoomed in on Fluttershy’s money shot before hearing Spitfire moan out orgasmically. “Oohh~! Ze final money shot~!”

“Can’t take it anymore . . . gonna cum!” Blazewing groaned, as he and Thystle pulled out of Spitfire’s mouth and came all over her face, practically showering her with their seed. As her orgasm caused her lower holes to tighten around the cocks inside them, the other four stallions had no chance to pull out before they, too, climaxed, crying out ecstatically as they released their seed inside her flankhole and marehood.

“Excellent~! Zat is a wrap~!” Photo Finish declared as she turned her camera off. “Assistant, handle ze editing~! I vill be off doing some buziness~!”

“Hoo~....ahh, damn…” Spitfire panted heavily, cum dripping from her mouth as she and a panting Fluttershy layed there.

A week passed since the film shoot, and...well, Fluttershy was in her hut with Rainbow Dash, the shy mare blushing a beet red. She couldn’t believe she did...that again, and with her friend, more or less. Then again...the animal shelter did get quite a bit of money from the sales the film sold, but still…

“Hey, come on. It wasn’t that bad,” Rainbow assured her.

“Rainbow . . . when I . . . when I lose control like that . . . it feels like I become someone else . . . or something else . . .” Fluttershy admitted.

“Not my fault you got really sensitive breasts.” Rainbow shrugged. “But seriously, you did a great job. The sales for that film are pretty good, making enough for not just the animal shelter, but a bunch of other places for charity.”

“...B...but what if the others find out?”

“Aside from Pinkie, I highly doubt Twi and the others would find out about us being in a porno,” Rainbow waved it off.

“...”

“...I jinxed it, didn’t I?”

“Wow, guys, you really knocked it out of the park this time!” Pinkie Pie greeted, waving the DVD case merrily.

“Gh~?!” Rainbow tensed as she shot up, only to end up backing up into a frowning Applejack, “...” She then slowly turned to see a frowning Twilight Sparkle and Rarity. “...Uh...hey.”

“...”

“...I’m in trouble, aren’t I?”

“What do you think?” Twilight asked.

“...Mmm~” Fluttershy blushed even brighter as she hid her blushing face behind her hair and wings.

“Honestly, Rainbow Dash, I’d expect something like this from Pinkie.” Rarity sighed.

“Yup, and I’d have really had fun if you guys had invited me, too!” Pinkie added.

“Not. The point,” Twilight cut in.

“Fluttershy, you’ll really need to avoid that Photo Finish mare from now on,” Applejack stated.

“Don’t you think I’ve been trying?” Fluttershy squeaked out. “I’m embarrassed enough as it is!”

“It’s okay, dear…” Rarity whispered as she and Twilight sat next to her. “You don’t have to do any of that stuff ever again.”

“Huh. Uh-huh...okay, thank you,” Pinkie spoke as she put a phone away.

“....Pinkie, who were ya talkin’ to?” Applejack asked.

“Photo Finish,” Pinkie Pie replied nonchalantly. “She wants all six of us! The Princess of Friendship and her inner circle!”

“...It doesn’t involve a gangbang, does it?” Fluttershy nervously, yet slightly excitedly, asked.

Pinkie just grinned brightly. “What do you think?” Then she winked, but at whom?

“....Celestia damn it, Pinkie,” the others collectively groaned with a sigh.

A special night (Fluttershy X OC)

Author's Note

Hey. As you know with my other lemons and stuff, all characters are 18+, and if you're under 18 or not into lemons, then turn away now. I don't own anything in this series of one shoes except any OCs that appear. Oh, and as I usually do in my stories, Fluttershy is Neighponese.

A special night (Fluttershy X OC)

"Phew....what a day," Silver Hawk exhaled a bit as he walked in, the snow white stallion wearing a white doctor's coat on top of a sky blue shirt, and a pair of deep blue jeans. He then put down a briefcase before taking his shoes and coat off and sat down in a nearby recliner chair, "First day on the job, and it was a busy as Tartarus."

Just a few weeks ago, Silver had graduated from medical school, and applies for a job at the Ponyville hospital the week after. Today had been his first day, and it was a tough day due to an accident involving a fire at a local Bed and Breakfast. Needles to say, he was able to help save those that had been caught in the fire, but tired himself out in the process.

"...It maybe tiring, but it's worth it to save all those lives. And..." Silver paused as he looked over at a picture of himself and Fluttershy, the former wearing his normal attire(minus the coat) while the latter wore a soft emerald green sweater and pale brown skirt, "It's worth it just to see her smile."

A year back, he and his younger sister(due to a request from his parents) moved to Ponyville from the distant land of Neighpon. A week after settling in, he had bumped into the shy mare while picking up some groceries...and it was almost love at first sight. Silver found out a few things about her as the two spent the days getting to know each other, one being she was from Neighpon once herself. Every once in a while after a day at medical school, he would go and help Fluttershy out at either her home, or the local vet to help out with the animals. It wasn't until a few months ago when he and Fluttershy admitted their feelings for each other, and the two had been going out since. He had introduced her to his younger sister Timid Swallow, and the two had hit it off almost instantly. Fluttershy in turn introduced Silver to her friends, though it took a bit of effort to convince Rainbow Dash that Silver wasn't dating Fluttershy just for her looks and...ahem, assets. While Silver did admit Fluttershy had quite a figure, he loved her for who she was. in fact, he loved everything about her. That kind, almost angelic smile of hers that would brighten his day every time he saw her, her long pale pink hair that would hang a bit over her face, her feathery angelic like wings, her soft pale yellow fur, her large, yet soft F-Low G Cup breast that would squeeze against him every time the two hugged an-

"Mou...stupid brain!" Silver muttered to himself, trying to shake off the heavy blush that had formed on his face.

He did love Fluttershy, but he wanted to take things to the next level. But...he promised himself that he'd wait until the moment was right, such as after he married the shy mare. Still...he tries his best to keep his urges down around her, especially one time when the two went to the beach. Needless to say...Silver had to take multiple cold showers to keep his stallionhood from popping out of his swim-trunks after seeing his marefriend in a swimsuit.

"...Might as well go ahead and get dinner st-" Silver began before he noticed a pair of notes on the coffee table in front of him, "Hmm?" he blinked as he picked the first one up, "'Went to go spend the night at Sweetie Bell-chan's place for a school project. Be back tomorrow after school, onii-chan. Timid.' ...well at least she locked up before leaving," Silver smiled a bit before picking the second note up, "'Meet me upstairs in a few minutes for something special. Fluttershy, A.K.A Butterfly-chan.'...odd. When did Butterfly-chan get here?...better question, what does she want to see me about?...Might as well check it out."

*GURGLE*

"...After a quick bite to eat," Silver chuckled a bit as he got up and walked to the kitchen, "I wonder if there's anymore of that veggie pizza me and Timid had last night?"

After a few minutes of eating and such, Silver walked up the stairs to his bed room the snow white pegasus stallion blinking a bit when he noticed it was slightly opened.

"...She must be inside waiting," Silver guessed, figuring maybe the shy mare was waiting for him inside or not as he walked towards the door and opened it, "Butterfly-chan, what is it you...need...to...?"

His throat went completely dry as his entire face blushed brightly. Standing there in front of his bed was Fluttershy, the shy mare wearing a white nurses outfit, the top seeming to have trouble keeping her sizable breast in, and a pair of white thigh high socks.

"Um...good evening, doctor Silver Hawk," Fluttershy greeted him, the shy mare herself trying her best not to blush heavily, "H-how was your first day at the office?"

"Uh..." Silver droned for a bit before he quickly shook his head, "Everything was fine, Butterfly-chan. Had a busy day, but it was worth it to save all those lives."

"That's good to hear, " Fluttershy smiled softly.

"Thanks," Silver nodded before he decided to ask, "Uh....first off; why did you want to see me? Second...well..." he paused as his blush increased a bit, "Wh...why're you wearing that?"

"Oh...ano..." Fluttershy began with a heavy blush of her own, "I...I figured we'd celebrate on you officially becoming a doctor, Silver-kun. That, and...well...I...I wanted it to be really special."

"Oh...soka(Isee)," Silver noted, the stallion trying his best to not stare at his marefriend's chest, "What...ahem! What did you have in mind?"

"Um...well..." Fluttershy began as she began to walk over to him, causing Silver to blush further when he saw her concealed breast jiggle a bit with each step she took, "I was wondering if...maybe...you want to..."

"...W...want to what?" Silver squeaked out a bit, his jeans starting to become a bit tighter.

"...H...have....sex?" Fluttershy squeaked, her entire face a scarlet red as she hid behind her hair, the shy pinkette standing in front of him.

"Eh?!"

"I-I know you wanted to wait for a special occasion, demo..." Fluttershy paused as she blushed further, "If...If you don't want to, that's fine with me. W...we could cuddle."

Silver Hawk pondered this for a bit. While he did want to wait until after they were married (or at least after proposing to her) to do stuff like that, that outfit Fluttershy was wearing was starting to drive him nuts, especially with how the top struggled to keep her breast in.

"F...fine."

"Eh?" Fluttershy blinked a bit as she looked at him.

"Th...ahem. The first thing...we'll do it," Silver replied, clearing his throat a bit as the blush faded a bit, "But...remember, if we do this, there's a chance you might become pregnant. And...well, I was hoping we'd wait before..."

"I-I know," Fluttershy nodded a bit, "Demo...I...told Twilight about this, and...well, I asked her if she could put a special spell on him to prevent that from happening." she then blushed a tiny bit further, "I...I really do want to be a mommy, but...I want to wait for our wedding night before we do something that."

"Oh...soka..." Silver noted once more, "...Alright. Let me just do a few things first before we...ahem, get started."

"H-hai(yes)," Fluttershy nodded, the pinkette's heart racing a hundred miles an hour.

Silver walked around the room a bit as he closed the curtains to make sure nopony would accidentally peek in on the two. He then walked over to the bed and took his shirt off, revealing his slightly fit body(not fat, yet not too slim).

"Alright, let's g-" the snow-white stallion began before he heard his bedroom door being locked, "Eh? What're y...oh yeah. I forgot to lock my bedroom d-"

He couldn't finish on time before Fluttershy lept at him and pinned him on the bed, the pinkette laying on top of him as she pressed her lips against his. Silver was a bit surprised at this, but he soon returned the kiss and wrapped his arms around Fluttershy, the shy mare's concealed breast pressing against his bare chest.

Fluttershy give a small, muffled coo as she felt Silver's hands rub against her back, the shy pinkette melting into the kiss she shared with the stallion she loved as her hands slightly gripped his shoulders. She let out a small gasp when she felt him grip her rather large flank, his fingers digging into it a bit.

"Sorry...couldn't resist," Silver said, panting a bit from the kiss as his hands softly rubbed the shy mare's flank, "Your outfit just makes it too tempting."

"It..it's fine. Please c-ahn~" Fluttershy moaned softly when she felt Silver's hands dig into her shapely rear, sending a wave of pleasure up her back. She then resumed the kiss she shared with Silver, the shy mare's tongue pressing against his lips, as if wanting entrance into his mouth.

Silver Hawk complied as he parted his lips a bit and soon took Fluttershy's tongue into his, the two sharing a deep passionate kiss as the snow white stallion continued to fondle the pegasus mare's flank. His hands unconsciously began to move down to her soft, pinkish-white panties before a stray finger brushed against her covered marehood, earning a loud and muffled gasp/moan from her. It didn't help that she felt something hard trying to poke out of Silver's Jeans, the small 'tent' rubbing against her panties.

Eventually, the two separated form their kiss, a small bit of saliva trailing from each other's mouths as they panted a bit.

"Wow...that...that was...wow..." Silver panted.

"Hai..." Fluttershy nodded slowly as she got up off him, "Ano...can you sit up?"

"Oh...sure," Silver nodded as he did so, "Why?"

His response was Fluttershy pointing down, making him look down to see the slightly larger 'tent' forming in his pants.

"Oh....that," the stallion blushed a bit.

"Yes...l-let me help you with that then," Fluttershy offered as she knelt down in front of his jeans, the pinkette undoing the belt and zipper of his jeans before she pulled them down, along with his underwear, "Oh...oh my...!"

Silver blushed brightly when he saw his semi-hard, erect stallionhood, which stood at a almost lengthy 12-14 inches. He noticed how Fluttershy seemed...entranced by it, the pinkette drooling a bit by the sight of it. However, it didn't help that her outfit gave a good view to the upper part of her massive breast, causing his member to twitch a bit as it got harder and longer, stopping at almost 15-16 inches in length.

"So....big..." Fluttershy whispered, unconsciously licking her lips as she stared at the 'rod' before her. The musky smell that seemed to be coming of of it entered her nostrils, sending a small wave of pleasure throughout the shy mare's body as her panties got a bit wet.

"Butterfly-chan. Dai-gah~" Silver gasped a bit when he felt one of Fluttershy's soft hands grip his member and unconsciously began to stroke it.

Fluttershy didn't seem to say anything as she continued to jerk Silver Hawk of, causing his 'rod' to become harder and slightly larger. She wanted to say something, but the pale yellow pegasus was entranced by her stallionfriend's cock, her body starting to heat up a bit while she began to unconsciously lick her lips. Eventually, she forgoed her stroking as she began to lick Silver's rock hard member, causing him to gasp a bit as he felt her tongue against the shaft as it slowly reached up to the tip.

"Gah~ B...butterfly-chan..." Silver panted, "Th...that feels good."

"Th...thank you. I...I...ano..." Fluttershy began with a pant, "P...please lay down."

"Eh?"

"I...I want to try something."

"Oh...alright," Silver nodded a bit as he laid down on the bed.

Before Silver Hawk could ask anything further, Fluttershy soon climbed on top of him and turned around, making it so she was facing Silver's member once more.

"I've...read about this in a book I...um, borrowed from Rarity. It's called...69-ing I believe," Fluttershy explained as she lowered herself down to his member, giving Silver Hawk a good view of her flank and pink-ish white panties, the stallion noting there was a wet spot around where her marehood was, "Its...um, so we can both feel pleasure."

"I...I see," Silver noted, a faint blush on his face as he looked at her shapely rear, "...Well, no time like the present then."

With that, Silver lifted the skirt part of Fluttershy's nurse outfit up before he slid her panties off, revealing the shy mare's 'flower'. He then grasped her flank a bit as he began to gently lick her marehood, causing the shy mare to moan softly as she resumed sucking on his 'rod'. Waves of pleasure shot out through their bodies as the two pegasi continued to sixty-nine each other, Fluttershy getting a bit more wild in her sucking while Silver continued to taste the inside of the pale yellow mare's inner walls a bit before his tongue brushed against her clit, causing Fluttershy to give off a soft, yet loud moan.

"Oh...oh my~" Fluttershy gasped as Silver started to eat her out a bit, the pleasure starting to overtake him as his fingers dug into her rather large flank, 'Oh...oh my. Th...this feels so good... she thought as she turned her attention back towards Silver Hawk's rock hard member, a bit of pre-cum leaking from the tip. She then looked down at her breast, an idea starting to form in her head as she unbuttoned the front of her nurse outfit, letting her ample bust out into the open.

"Huh? Wh...why did you st-" Silver began with a pant before he suddenly felt Fluttershy's ample bosom on his cock, "Holy...!"

"D...do you like it?" Fluttershy asked as she rubbed her breast against Silver's cock.

"Y...yes~! D-don't stop!" Silver gasped out as he began to eat out her pussy, causing the shy mare to moan a bit louder as she began to suck the head of his 'rod' each time it popped out between her large breast, her tongue rolling around the tip every so often.

This seemed to went on for a bit, the two seemingly lost in pleasure as they continued to pleasure each other, Silver's tongue flicking against Fluttershy's clit while said pale yellow mare was getting a bit more wild in her paizuri.

"B...butterfly-chan! I...I'm about to..." Silver began, the snow white pegasus on the verge of climaxing before her let out a loud gasp, "G...GAH~!"

"Ahh~!" Fluttershy gasped as Silver unloaded his seed, some of it getting on her face and breast as the shy mare sprayed her femjuices all over Silver's face, the pegasus stallion lapping up some of the juices, "Oh...oh my..."

"Th...that...that was...damn..." Silver panted as Fluttershy climbed off him, "Eh?"

"S...so...much..." Fluttershy noted, looking at some of the cum on her before she cupped her right breast and slowly began to lick it off, the shy mare giving off a soft moan as she cleaned off her ample bosom. However, pleasure seemed to kick in once more as she took her slightly erect nipple into her mouth and began to suckle on it, the pale yellow pegasus giving off a soft muffle moan.

Silver Hawk blushed heavily as he watched Fluttershy suckle on her own breast, his stallionhood starting to become erect once more. He even began to masturbate a bit as he watched.

"Mmm~" Fluttershy moaned as she continued to suckle on her own breast, the shy mare switching to her left breast as she began to grope and fondle the right one, pinching the erect nipple on occasion.

"God...damn..." Silver whispered, his member rock hard once more as he continued to jack off to Fluttershy suckling her own breast, 'I...I never even knew she had this side to her...'

"Ahn~~" Fluttershy moaned softly as she switched back to her right breast, the shy mare now using two of her fingers to tease her marehood.

"...Damn it. I can't hold it any longer!" Silver exclaimed.

"Mmm? Wh-" Fluttershy began before Silver suddenly tackled her to the ground, "Kya!"

"Gomen, but you were driving me crazy, Butterfly-chan...and I can't hold back anymore!" Silver exclaimed before he grabbed both of Fluttershy's breast and began to fondle and squeeze them.

"Ahn~! S-Silver-kun!" Fluttershy gasped as Silver groped her breast, the shy mare feeling his cock rub against her marehood. Before she could say anything, Silver place his mouth over one of her erect nipples and began to suckle on it, causing a huge wave of pleasure to shoot through the shy mare's body.

Silver Hawk seemed to be lost in himself as he hungrily suckled on her nipples, switching between each one every few seconds. After a bit, he pulled away from her nipples before he moved up a bit to pull her into a passionate kiss, his hands still groping her breast.

"Mmm~~" Fluttershy let out a muffled moan as she returned the kiss with as much passion, her and Silver Hawk's tongues dancing around each other's mouths as the latter continued to grid his rock hard member against her moist 'flower'. Waves upon waves of pleasure shot through Fluttershy's body as she continued to make out with the stallion she loved. After a bit, the two soon separated the kiss, a small bridge of saliva trailing from their mouths as they looked into each other's eyes.

"I'm ready..." Fluttershy whispered, a slight pur in her voice, "Take me, Silver-kun~"

"Hai...Butterfly-tenshi," Silver nodded, a small smile on his face as he positioned himself so the tip of his member was against Fluttershy's marehood.

With that, he slowly began to slide his member into her, causing Fluttershy to gasp/moan as she lightly gripped his shoulders until he hit a 'wall'. With one hard thrust, he broke the 'wall', causing Fluttershy to gasp and wince in pain as she gripped Silver's shoulders tightly, her nails digging a bit into the skin.

"Butterfly-chan, daijoubu?" Silver asked in concern.

"H...hai," Fluttershy nodded, forcing back the tears as a bit of blood dripped form her marehood, "P...please. Keep going."

Silver nodded as he slowly began thrust in and out of her, Fluttershy giving off a soft moan as Silver fondled her breast at the same time. Pain soon melted into pleasure as the two shared another kiss, Silver starting to go a bit faster in his thrusting as he and Fluttershy's tongues began to 'wrestle' for dominance.

Fluttershy moaned into the kiss as wave after wave of pleasure shot through her body with each thrust Silver gave her, all while giving her breast equal attention as his hands fondled and squeezed them. Fluttershy let out a deep moan as she suddenly shot up and pinned Silver Hawk on his back.

"Gah~" Silver grunted from the sudden action before Fluttershy began to ride him in a cowgirl position, her breast bouncing each time she bounced on the snow-white Pegasus stallion's rock hard member. After a few moments, Silver's hands grabbed the shy mare's waist as he began to thrust upwards.

"Ahn~! S-Silver-kun!" Fluttershy moaned out, her wings unfolding themselves as she felt a burning sensation welding up, "I...I'm gonig to...~!"

"M...me too!" Silver panted, his cock twitching inside Fluttershy's marehood as it tightened around it, "B-Butterfly-chan!...I...!"

"GAH/AHN~!" Both Silver Hawk and Fluttershy moaned out as they climaxed together, the former shooting his load into Fluttershy's marehood while the pale yellow mare sprayed her fem-juices all over his cock and balls.

"Oh...oh man..." Silver panted, Fluttershy collapsing on top of him as the pale yellow pegasus mare panted heavily, "Y...you alright?"

"H...hai," Fluttershy slowly nodded, a it of Silver's cum leaking from her soaked pussy, "Though..."

"...Though what?" Silver asked before noticing a small, lust filled smile forming on Fluttershy's face.

"I'm willing to continue~" Fluttershy purred, her eyes changing to a rose-red color, "That is if you are, darling~"

'What the? Did her eyes just change? Silver thought as he noticed this, '...Is this a side effect to tat spell she said Twilight-san used on her?...No point to ponder it right now. Still a bit horny. "Heh...you kidding? I'm still up for some more."

"Good~" Fluttershy purred, licking her lips a bit in a seductive manner "Then prepare for a long night~"

"Hai."

A few minutes passed, and already the two were at it again as Silver was now piratically fucking Fluttershy in a doggy style position, his hands squeezed around the normally shy mare's breast as he 'milked' them, his thumbs brushing against the erect nipples. At this point, the two Pegasi were lost in pleasure as they shared an open mouth kiss, Fluttershy moaning loudly into the kiss as Silver Hawk hammered into her.

"En....enjoying yourself?" Silver asked as he separated form the kiss, a bridge of saliva trailing from his and Fluttershy's mouths.

"Y-yes~! continue to ravage me, my love~!" Fluttershy moaned loudly, the normally shy mare now resting her head in her arms as Silver continued to pound into her, "Do with me as you please~!"

"Well...in that case..." Silver began with a slight grin as he pulled out of her, the snow-white Pegasus stallion moving his hands to her shapely rear as he spread them a bit, "Let's try one more hole then~"

"Wh-" Fluttershy began before gasping loudly when Silver rammed his stallionhood into her ass, "KYAN~!"

Silver panted and groaned a bit as he began to thrust into her flankhole, his fingers digging into her flank as his balls slapped a bit against the normally shy mare's soaked pussy.

Fluttershy's eyes began to roll into the back of her head as her entire body was overwhelmed in pleasure. In fact, it felt almost as if her entire body was on fire...at this rate, she was gonna be addicted to her stallionfriend's cock. Before she could even manage to say a word, Silver gripped her wrist and lifted her into his lap, his cock still inside her ass before he began to jackhammer into her, causing her to moan more and more as her large breast began to bounce around like mad with each hard and fast thrust.

'Mou...whatever spell Twilight used on Butterfly-chan, I think it's side-effects are starting to effect me as well! Silver thought, a feeling of lust taking over him as he continued to hammer into Fluttershy. Before he could ponder further, he felt his balls starting to swell up again, meaning he was close to is third release.

"AHN~~~!!!" Fluttershy moaned loudly as she reached her third climax, spraying her femjuices as Silver suddenly cried out, releasing his third load of hot cum into her ass.

"D....damn..." Silver panted heavily as Fluttershy fell off him, the normally shy mare's body covered in sweat as cum leaked from her flankhole.

However...despite how tired he was, Silver wanted more. He wanted to continue ravaging Fluttershy...he wanted to make her his.

"M...mine..." Silver panted, his own eyes changing to a bit of a rose red color as he climbed in top of Fluttershy, sliding his cock between her breast as he gave himself a boob job, "Mine~"

After a few seconds, Fluttershy's eyes opened a bit as she noticed Silver using her breast to give himself a paizuri. She was tired, but she wanted to taste his hot, delicious cum once more, so she opened her mouth to let the tip of his member enter, the normally shy mare tongue rolling around the tip each time the snow=white Pegasus' rock hard cock slid in.

The two were lost in pleasure once more as Silver continued to use Fluttershy's breast as his own personal 'toy', his hands squeezing the luscious melons as his palms brushed against the erect nipples. When he squeezed them hard enough, he felt a milk like substance leaking from her nipples. Upon this, Silver stopped the paizuri as he moved his hands away from her nipples and began to roughly suckle on her breast, causing the normally shy Pegasus mare to moan loudly as Silver drank the milk leaking from her nipples.

Every few minutes, Silver switched between breast as his hand ended to the one that wasn't currently being suckled on. When Silver gave her right nipple a slight nibble with his teeth, the normally shy mare let out a loud moan as she sprayed her fem-juices once more while her breast started spraying milk, some of it ending up in Silver's mouth while his left hand was covered in it. As Fluttershy was riding out her last orgasm, the still lust stricken Silver got off her and began to stroke his member once more, the snow-white Pegasus stallion having been close to his final climax for a while now until he grunted a bit, releasing rope after rope of sticky hot cum on Fluttershy's face and breast.

"Hoo...hoo....hoo man...that was...damn..." Silver panted heavily as his eyes changed back to their normal color, his energy completely spent after that. Using what strength he had left, he gently picked up the now exhausted Fluttershy and laid her on the bed, the stallion grabbing some tissue to wipe the cum off the shy mare's face and breast. Once her himself climbed into the bed, the currently sleeping Fluttershy moved a bit closer to him and rested her head on his chest, a small content smile on her face, "...Good night, Butterfly-chan."

"Mmm...Anata..." Fluttershy whispered in her sleep.

Silver blushed a bit at this before he gained a small soft smile on his face. He gave her one last kiss on her foreheaad as sleep began to take him as well. He would've pondered what exactly that spell Twilight used on Fluttershy was, but he was just too tired to care as he wrapped his arms around the sleeping Fluttershy, keeping her close as the two fell into a blissful sleep.

-Twilight's castle: the next day-

"Hey uh...Twi?" Rainbow asked as she looked at a book.

"Yes, Rainbow?" Twilight spoke up as she looked at the cyan Pegasus.

"What exactly was that spell you used on Fluttershy yesterday?" the tomboy-ish mare asked.

"Oh....well, Fluttershy wanted to give her stallion friend Silver Hawk a very special night, so she had me cast a spell on her that would prevent her from getting pregnant for a few days," Twilight explained, "Why?"

"Uh...I'm looking at that exact spell and...well," Rainbow began as she held the book out to the purple Alicorn, "Read this."

"Huh?"Twilight blinked as she used her magic to bring the book over to her, and looked at the page Rainbow was reading, "'Warning; side-effects include driving both you and your spouse into a state of pure lust after midnight. This effect will last up to 3-5 days...'....Uh...oops."

"You know for someone as smart as you, Twilight, you can be a bit of an idiot at times," Rainbow deadpanned.

"Says the mare who wasn't paying attention and knocked both me and Rarity into some mud," Twilight countered.

"I said I was sorry, okay?!" Rainbow exclaimed with a heavy, embarrassed blush.

"Sure you were," Twilight rolled her eyes as she put the book down and began to walk off, "Now come on. We promised Rarity and Applejack we'd go to the beach with them. Besides, I have a new swimsuit I've been meaning to try out."

"Which one?" Rainbow couldn't help but ask, her blush dying down.

"You know which one."

Rainbow thought for a moment before her blush returned full circle, her wings completely unfolding themselves as they let out an audible 'pomf'.

Twilight giggled at this as she began to leave the room, intentionally swaying her hips a bit for the cyan pegasus.

'...I freakin' love that nerd,' Rainbow thought with a heavy blush as she flew after Twilight.

Banging on the dance floor (Vinyl X Octavia X various characters)

Author's Note

First: as usual, if you're under 18 years of age or not into lemons, best turn away now. Second: kinda got this idea after looking at some Vinyl and Octavia pics by Lil Miss Jay. That, and it seems whenever there's a lemon story involving these two, there's always an orgy involved most of the time. So I figured I'd give it a shot. One more thing, the thing about Cadance in this one shot...well, let's say it's before the whole 'the one where Pinkie knows' episode, so again, this is non-canon.

Banging on the dance floor (Vinyl X Octavia X various characters)

"Ugh...of all nights for you to be late partying, Vinyl," Octavia muttered in annoyence as she walked through a night club, loud music blaring off the speakers as various ponies danced with each other...if Octavia could call wild movements and grinding against each other dancing.

Reason she was annoyed with Vinyl right now was...well, she and her room mate Vinyl had been invited to perform at a special concert in a week, and she wanted to practice as much as possible to get ready. Problem was...Vinyl seemed to be lazing about a lot more lately, mostly going to night clubs to either perform, or as the unicorn puts it, 'rock the fuck out until she dropped dead'. Today seemed to be no exception as Vinyl was nowhere in sight, and Octavia had a feeling her room mate was here.

"I swear when I find you Vinyl..." Octavia frowned, stopping for a bit to take a good look at her choice of clothing, a simple black shirt, a rose red skirt, and a pair of deep black shoes, 'Good idea I wore this. My normal outfit would make me feel out of place here...but enough of that. Gotta find Vinyl.'

With that, she resumed the search for her room mate in this rather loud place. While Vinyl was a bit...unbearable at times, she was a good friend. Whenever she had a bad day, Vinyl would try and cheer her up. Whenever they weren't busy practicing or attending concerts, they usually hang out at the beach or local spa. Heck on occasion, the two would mix up their music styles to create some pretty good songs. The only times when Vinyl annoyed Octavia however is when she's being lazy around the house, blasting her music to loud, or staying out late at night and coming in early in the morning.

"Whoo! This is my jam!" a voice whooped from not too far away.

'Speak of the devil...' Octavia thought as she looked to the left, seeing a white Unicorn mare she knew all to well.

The wild neon and electric blue mane, the neon blue and electric yellow pants that hugged her hips, the sleeveless matching top that gave her a bit of an underboob, showing her High DD-Low E Cup breast, the matching finger-less gloves that reached to her upper arms, the tinted sunglasses, it was her alright.

'Okay...just get her attention, drag her out of here, and berate her when we get home. Simple enough...' Octavia thought as she walekd up to the unicorn, who seemed to be jamming to the music at the moment, "Ahem! E-"

"Yo! Nice tits!" Vinyl shouted.

"Excuse you?" Octavia blushed in a mix of embarrassment and anger.

"And your ass looks fucking rad!" Vinyl laughed as she began to grind a bit against Octavia, the Unicorn not knowing it was her room mate.

"Wh....I.."Octavia began before she began to growl.

"We should totally fuck w-"

"VINYL SCRATCH IT'S ME!"

"Huh?" Vinyl blinked as she turned around and lifted her glasses, her red eyes gettign a good look at who she was talking to, "Oh...hey Tavi. What brings you here?"

"First: I'm here to take you home. Second..." Octavia began as she took a deep breath, "Why in Equestria are you speaking to me like that?!"

"Hey to be fair...I didn't recognize you," Vinyl explained, "Also, no way, Tavi. We haven't even gotten to the best part of the night yet!"

"...I'm afraid to ask, btu what do you mean b-kya!" Octavia yelped when a passing pink pegasus mare slapped her flank.

"Woah now! Let's wait until the fun starts, okay?!" Vinyl called out to the pegasus mare, who just waved her off in response, "Heh...man. some ponies just don't want to wait."

"Vinyl, would you please explain to me what that was for?" Octavia demanded, rubbing her flank a bit, "And what did you mean by 'until the fun starts'?"

"Oh...well you s-" vinyl began before the music changed to a near slow, bass like tune, "Ooh ooh hold on."

"Vinyl..." Octavia sighed before she noticed Vinyl seemed to be dancing in a strange, yet sexual manner, "What're you...?"

"Ooh...yeah..." Vinyl grinned, moving her hips a bit as she grabbed her pants, "This song...this is like, the BEST song to fuck to..."

"Say what?" Octavia blinked, blushing a bit at that before it increased the moment she saw Vinyl trying to slip her pants off, "V-Vinyl!"

"Huh?" Vinyl blinked, her pants half way down to her thighs as she looked over at Octavia, "Yeah, Tavi?"

"What are you doing?!" Octavia demanded, a huge blush on her face.

"What does it look like? I'm stripping," Vinyl stated plainly.

"I can see that!" Octavia snapped, "Why on earth are you doing that?!"

"...Oh yeah. Didn't get a chance to tell ya yet," Vinyl realized a bit, "Well...uh...how of I put this, Tavi? Basically, it's an Orgy party."

"An...orgy...party?!" Octavia gawked, her entire face a bright red upon hearing that before she began to shake a bit, "WHY ON EARTH WOULD THERE BE SUCH A THING?!"

"Relax Tav, it's only once a month," Vinyl reassured her, "Plus there's a spell on this place that prevents mare from getting pregnant, so no worries."

"But...what about diseases and-?!" Octavia began.

"Easy. We have ponies sign a waver, take a test, and if they're good, they're good," Vinyl shrugged, "Now seriously Tavi, releax. Nothing bad is gonna happen."

"I...b....wh..." Octavia stammered, trying to think of something to say to this, only to sigh in defeat, "Ugh...fine. You can stay if you want..." she began as she started to walk away, "but I'm not sticking around to watch a bunch of ponies start rutting each other like a pack of wild animals."

Vinyl didn't seem to be paying attention as she looked at Octavia, seeing a bit of her shapely rear.

"...Or..." Vinyl began with a smirk as she walked over to Octavia and grabbed her by the waist, "We can give these mares and stallions a show to kick things off, Tavi~"

"Wha-" Octavia began before Vinyl lifted the front of her shirt up, revealing a black lacy bra that held back her rather large breast, "Kya! V-Vinyl!"

"*whistle*God damn, Tavi. Now that I got a good look at them..." Vinyl began as she suddenly groped the dark grey mare, "You got some pretty big knockers."

"V-vinyl! St...stop that..." Octavia demanded, resisting the urge to let out a moan as the unicorn mare continued to fondle her breast, "Th...they're really sensitive."

"Oh ho~? Are they now?" Vinyl smirked as she reached for the front hook of Octavia's bra, "Well then, why don't we let them out into the open?"

Before Octavia could interject, Vinyl had unhooked her bra, letting her High EE-low F cup breast out into the open, the dark grey mare letting out a surprised gasp as nearby mares and stallions cheered on Vinyl.

"Heh...looks like the crowd loves ya, Tavi," Vinyl grinned as she resumed groping her friend, causing Octavia to give out a soft gasp ,"Oh? They’re that sensitive, huh?"

“Y...yes. J...just please stop, Vinyl,” Octavia panted, resisting the urge to moan.

“Why? The show’s just starting,” Vinyl grinned, slipping one of her hands underneath Octavia’s skirt and began to rub two of her fingers against the dark grey mare’s covered pussy, causing to give off a small moan, “Heh...for being such a classy mare, you got quite the naughty moan there, Tavi.”

Octavia bit her lip to hold back another moan, but was failing miserably as Vinyl continued to have some fun with her friend, one hand occasionally pinching the slowly erecting left nipple while her other hand was tending to the dark grey mare’s ‘flower’.

After a few moments, she heard it...the sound of moans and grunts filling the room.

“Heh...looks like the fun’s getting started,” Vinyl grinned a bit.

“I...I…..is that Pinkie Pie?” Octavi blinked, seeing the bubbly pink mare fucking three mares lined up, one with a shy and embraced look, the other with a monotone look, and the other with a bit of a Rainbow Dash look, “Who are those ponies?”

“Her sisters,” Vinyl replied, “She usually comes by herself once a month, but she came with those three specifically.”

“I...I see…” Octavia slowly noted before gasping a bit when Vinyl squeezed her left breast a little.

“Besides, you should worry about yourself tonight. You’re mine babe~” Vinyl smirked as she licked Octavia’s neck a little, “Hold on…” she blinked, touching and squeezing Octavia's marehood a bit, “Oh my god. You’re a virgin?”

Octavia blushed heavily at that as everypony in the room stopped what they were doing for a second.

“Hey Marble, good news. You’re not the only one here who’s a virgin. Told ya,” Pinkie told her shy sister.

“M...mhmm,” Marble meekly nodded, a heavy blush on her face as Maud held out her hand and the other sister groaned giving Maud rocks.

“Knew it,” Maud stated before groaning as Pinkie used a rock dildo on her. “Pinkie…”

“Hey you said rock toys and nothing else. Now Marble, c’here and kiss me.”

“Pinkie’s right. Back to the party fillies and colts! Condoms in the back.” Vinyl shouted, “Someone tag me out.” she instructed, taking Octavi into the back.

“T...tag out?” Octavia repeated.

“Someone else handle the music duh? Now more importantly, why didn’t you say you were a virgin? I was about to rape you, girl,” Vinyl stated as the two reached a back room, the unicorn closing and locking the door.

“...Because...well…” Octavia began nervously before clearing her throat.

“Wait ,were you turned on by me groping and molesting you as hundreds of ponies watch me go at you? Damn, Tavi. You are a freak~”

“N-no I’m not!” Octavia argued, “I told you my breast were sensitive, but you didn’t listen!”

“Everyone breasts are sensitives," Vinyl shrugged, "We had princess Luna here last month, and man did she moan when I touch those babies.”

“I cannot believe I am having this conversation with you,” Octavia groaned as she rubbed the bridge of her nose.

“Would you believe me if I told you princess Cadance set this and multiple orgy spots all over Equestria and runs a strip club?”

“Beg pardon?” Octavia blinked as she looked at her, making sure she heard that right.

“Yeah. Princess Cadance’s a total slut.”

-Crystal empire-

“Achoo!” Candance sneezed, pausing from sucking off a guard, “Sorry. Somepony was talking about me.”

“Uh...i..it’s f-gah~ P-princess~”

“Remember, orgy at 11, so try and keep up. And don’t tell Shining, or I’ll have your dick chopped off.”

“Gulp. Y-yes, Princess~!”

“...Ugh…” Octavia sighed upon hearing that, “...and I suppose Celestia has a secret sex life as well.”

“Wow. You been there too?!” Vinyl gawked.

“I was being sarcastic!” Octavia snapped. “Ugh...This is why I like hanging out with ponies like Rarity…”

“....”

“She’s here to, isn’t she?”

“...” Vinyl said nothing as she turned on a camera to show Fluttershy, Coco Pommel from Manehatten ,and another female in bondage attire being whipped by Rarity.

“Huh?! Wh...I…” Octavia whispered in disbelief.

“Yeah...she’s a real freaky bitch behind doors.”

-Now Coco, didn’t I tell you not to fuck up when I gave you clear instructions!- Rarity snapped as she whipped the soft cream furred mare’s flank.

-Ahh~! S-sorry Mistress Rarity! I...I didn’t mean to mess up!- Coco apologized.

-And you Flutterwhore, flirting around with that Silver Hawk. You are my property!- Rarity snapped as she whipped Fluttershy’s flank next.

-Hmph~!- Fluttershy let out a muffled moan, a ball gag in her mouth.

“How did Fluttershy get involved?”

“Are you kidding me? She loves it. Hard core masochist,” Vinyl chuckled a bit.

“I don’t believe…” Octavia began.

“She took in a dildo as big as an arm, Tavi...a fucking arm!” Vinyl exclaimed, “What’s worst...she wanted more.”

“I feel like we’re seeing total strangers. Pinkie makes love with her sisters, Rarity a dominatrix, and Fluttershy...oh my god is she allowing herself to be…”

“Eeyup...you know, I think Rarity asked me about gender bending spells once. I’d warn silver hawk, but sex night is a secret,” Vinyl stated before snickering a bit, “Plus, I want to see the look on his face when I first see him as a mare! Haha! it’ll be fucking hysterical! I’m getting hard thinking about it!”

“Ugh...I-wait what?” Octavia blinked at that last part before noticing a bulge in Vinyl’s pants, “...Vinyl, that isn’t what I think it is, is it?”

“What?” Vinyl asked before blinking, seeing Octavia on her knees and pulling down Vinyl’s pants, much to the latter’s interest.

“I...it is…” Octavia quietly gawked, seeing the rock hard stallion cock Vinyl had, “How...wh….”

“Oh this? It’s a reward people who satisfy Cadance get,” Vinyl explained, “And let me tell ya, it ain’t easy,” she added as her cock twitched at Octavia’s breath, “Whoo~ Don’t breath on it. I’ll...ahh~!” she moaned, cumming on Octavia’s face, “...Oops. Sorry, Tavi.”

“...” Octavia blinked as she slowly registered what just happened, ”...Did...you just...did you just cum on me?!”

“Bad for you, so good~ for me.” Vinyl smirked a bit, “But hey to be fair, it's your fault.”

“How is it my…?!”

“My cock only comes out for you,” Vinyl smirked as she took her top off, “Cadance said these things only come out when we’re horny, but I’m always horny... or I thought I was.”

“...What do you mean?” Octavia asked, grabbing some nearby tissue and began to clean her face off.

“Every time I have kinky dreams about you, morning wood, seeing you in a towel or swimsuit, boom. And anytime we’re alone, I resist the urge to take you,” Vinyl explained.

“Why don’t you?”

“I don’t know. I‘m a party animal. I like to get high, get fucked, provide entertainment, hang out with my fuck buddy Pinkie…”

“You and pinkie are in a relationship?”

“We’re fuck buddies” Vinyl said with a shrug. “No need to label things can you really see me and pinkie as lovers?”

“...”

“I just go to her for a good time because I respect your wishes and who you are. I am not raping you or forcing you into anything. I get on your nerves a lot of time.”

“Yes...yes you do,” Octavia nodded at that last part.

“But hey. That doesn’t mean I don’t love ya any less, Tavi,” Vinyl shrugged before blinking, “Huh...I love ya. That’s why you drive my dick crazy.”

“...you...truly do love me, vinyl?” Octavia asked, blushing a bit.

“You have a better reason for why you make me so horny?” Vinyl asked as her dick twitched.

“...I suppose…” Octavia noted, “....Very well.”

“hmm?”

“If we’re gonna do this…” Octavia began as she took her shirt off, “...I might as well get ready.”

“Umm what?”

“You and me and this making love…”

“You want to fuck?”

“Ugh...do I have to repeat myself? Yes. I want us to make love,” Octavia stated as she undid her skirt, revealing her black lacy panties.

“...” Vinyl reached down to her arm and punched herself real quick, “Ow!...okay, no dream. Listen I’m... I’m not gonna force you. You came over here because you were worried you don’t..”

“Shut up and give me that one eyed monster.” Octavia frowned as she leapt at Vinyl.

“Woah!” Vinyl yelped as Octavia tackled her onto the bed, “God damn, Tavi!”

“Shut it. You got me horny as hell before, so consider this payback,” Octavia frowned, putting her pussy against Vinyl’s mouth, “That shut you up?”

“Hmpmh?!” Vinyl’s eyes widened at Octavia’s sudden change in attitude. But she just gave a slight shrug as she just decided to go with the flow and began to lick Octavia’s marehood, sending shivers up the dark grey mare’s back.

“How many~?” Octavia moaned, “How many have you selpt with?”

“hmpmhpmh!”

“I’m sorry what?!” Octavia asked as Vinly gave the number five 10 times, “...100 males or females?” she asked, Vinyl shrugging in response, “...you’re insatiable.”

Vinyl just shrugged once more in response as she continued to lick Octavia’s pussy, getting a bit more wild in it.

“You will be fucking only me from now on~” Octavia moaned as she began to move her hips a bit, burying Vinyl’s face further into her pussy, “I’ll be your only fuck toy now~ No more orgies!~”

“Hmpmh?!” Vinyls eyes widened at that as she moved a bit to speak, “Woah woah now, Tavi. Let’s not b-” she started before Octavia, whose pussy was dripping wet, lowered itself over her cock ,”...Oh damn.”

“Shut it and fuck me,” Octavia stated before she lowered herself down on Vinyl’s cock, the dark grey mare moaned a bit as it slowly went in, “Ooh~ Oh my…~”

“Oh well.” Vinyl shrugged as she grabbed Octavia’s waist and thrusted up, getting the whole thing in to the point it slammed into Octavia’s womb.

“Ahn~!” Octavia moaned in a mix of pleasure and slight pain, her hymen having broke after Vinyl’s action.

“Sorry. Had to remind you who wears the pants in the relationship.” Vinyl grinned before holding Octavia and lifted her up as she thrusted into her.

“Ahn~! O...oh my~! Oh sweet Celestia~!” Octavia moaned as Vinyl hammered into her, her breast bouncing around with each hard thrust, unaware of Vinyl taking them back to the party.

“Heh....you enjoying this?” Vinyl asked with a slight smirk.

“Ahh~ ahn~” Octavia moaned, drowned in pleasure as she was unaware of her surroundings at this point.

“I’ll take that as a yes,” Vinyl grinned as she looked at Pinkie, “Yo Pinkie, Double whammy! I got front, you tackle the back!”

“Wh...what?” Octavia panted, the dark grey mare a bit lost in pleasure at the moment before she suddenly felt something poking against her anal entrance, “?!”

“Do I drill it?” Pinkie asked.

“What do you think?” Vinyl asked back ,”Drill like there’s no tomorrow.”

“Okay.” Pinkie nodded, wearing a dildo that spun like a drill.

“Wh-” Octavia began before she felt Pinkie slam the dildo hard into her ass, “GH~?!”

“Oh god~! That face she’s making is hot!” Vinyl moaned as she and Pinkie double teamed teh dark grey mare.

“GAH~! M..my ass~!” Octavia moaned loudly, instantly climaxing from the drilling going on in her rear entrance.

“Looks like she was a freak.” Pinkie noted.

“Oh yeah. Tried to dominate me into not doing anymore orgies.”

“What?! Blasphemy!”

“I know, right?!” Vinyl asked as Rarity came in with Coco and Fluttershy on leashes.

“I’m sorry, but do you dears have batteries for the tapes a...is that Octavia? No one told me she was here. I wanted to discipline that bitch myself,” Rarity frowned.

“Sorry, Rares. She’s taken,” Vinyl replied with a smirk.

“Orgy party my dear.”

“Had to play that card, huh?” Vinyl pouted, “Pinkie, could you?”

“Alright. Marble, come here!”

“M-mhmm!” Marble nodded as she came over, the shyest of the pie sisters now completely bare of any clothing.

“You are Rarity’s bitch now. If you complain, I’ll be very cross.”

“Mm?!”

“Rarity, any complaints?” Pinkie asked.

“Hmm…” rarity pondered as she looked at Marble, “...I’ll take her then. Besides, it’ll give me a collection of my own. A collection of shy mares if you will.”

“More like collection of shy busty mares,” Pinkie quipped, earning a fist bump from Vinyl. “Now go and fuck my sister.”

“Very well…” Rarity nodded as she looked at Marble, “You, come with me. I need to have your ‘sisters’ educate you.”

“Mm mm mm.” Marble quickly shook her head.

“Oh? disobedient?”

“Everytime she says no, you can keep her for a week.” Pinkie said, even signing a contract with Rarity.

“Deal.”

“Mmm?!”

“I’ll tell my mom and dad she really wants to stay with me.” Pinkie assured Rarity as Marble looked at Maud and Limestone.

“Don’t look at us. As long as sis fuck us like she use to,” Limestone shrugged.

“I should be angry she discovered pornos.” Maud pie said in her usual monotone voice, “But I like being fucked.”

“You and your sisters are sex crazy, aren’t you?” Rarity asked.

“No. I had to force Marble here so she knows what to expect. She never liked seeing me touch limestone,” Pinkie shrugged.

“Oh...very well then," Rarity noted as she saw Marble back away slowly, "You! I said c’here!”

“...She ain’t escaping rarity anytime soon.” Vinly sighed as they watched Marble try to run, Rarity hot in her tail.

“Stop...looking at other mares while you’re fucking me~!” Octavia moaned.

“I’m multitasking,” Vinyl shrugged.

“Just shut up and continue to rut me~!” Octavia snapped/moaned before Vinyl came inside. “Ahh~! That was...wait. Why are you still going~?!”

“Honey, I got 2 years worth of cum, and its all for you,” Vinyl smirked, “So be ready. You’re gonna be in for the fucking night of your life, both figuratively, and very...very litteraly~”

“Ahhh!~”

-a few days later-

“I thought you said there would be no pregnancy?~” Octavia snarled as she left the hospital and glared at vinyl.

“Ok. Imayhave lied,” Vinyl winced, “But hey. Look on the bright side.”

“What bright side?!”

“...Your...boobs are bigger?”

“GRR!”

“You can abort it?”

“...”

“...Run?”

“What do you think?!”

“R-Wait. You wanna have it?” Vinyl blinked.

“Yes! But I’m mad at you right now!” Octavia snapped.

“....you wanna get married?”

“..What?” Octavia blinked, her anger disappearing.

“I don’t want kids out of wedlock, so wanna marry me?”

“...Only if you promise me no more orgies.”

“Oh c-”

“Unless it’s just you.”

“Fine. But when you can’t make it, I can still go right?”

“Vinyl…”

“Babe, don’t worry. You and me and that bun in the oven,” Vinyl started as her cock came out of her pants, “We’ll be one fuck happy family.”

“...Vin…”

“Who tend to participate in orgies.”

“Our daughter is not participating in orgies, or anything like that!” Octavia frowned.

“Aw come on. Pinkie and her sisters fuck,” Vinyl tried to counter.

“No means no Vinyl, and that’s that.”

“...You were a lot more fun last night, Tavi.” Vinyl muttered, “Our kid will participate!”

“No.”

“Yes.”

“No.”

“Yes!”

“No!”

"Haha! I love it when ya get mad, Tavi!" Vinyl laughed as she hugged the dark grey mare.

Octavia just sighed a bit as she returned the hug. Even though she annoyed her most of the time, she loved Vinyl, and wouldn't trade her, or the life they're gonna share together for anything in the world.