"Sunset you can't be serious!" Moondancer said.

"Your mom doesn't have a sister," Twilight added.

"She is my aunt," Sunset said as she shoves the two away from her and walks up to her aunt.

"You are a smart one my niece. How did you learn that?" Luna ask.

"I spent enough time in mom's room to go through all of her old things and the journals she kept," Sunset said causing Luna to give out a laugh.

"Reading through her old journals and going through her old things. Like how me and her use to do with our parents," Luna said chuckling. "So you know what happen between us then?"

"Mom banish you to the moon because you were overcome by your lust for sex causing the ponies at the time to have sex all the time by keeping it night and spreading a mist of lust. Which lead to many problems because no work was being done. So you and mom fought and she used the elements of harmony to send you to the moon for a thousand years," Sunset said.

"Yes and, I'm now back to bring a never ending night of sex," Luna said.

"What did you do to mom?" Sunset ask.

"She's resting back in our old home," Luna smiled wickedly as she grabs Sunset and held her against her body.

"Seize her! She has the princess!" Mayor Mare shouted causing the soldiers who have been watching this family reunion to leap action.

Luna seeing the guards coming for her release a wave of magic that knock all of them back. She transformed herself into her darkness form causing Sunset to be engulfed into her form. The ball of darkness flew at Moondancer who was suck into the ball as well, Twilight managed to teleport away as the ball was about to suck her in as well. The ball of darkness flew around the town hall sucking up all of Sunset's herd members. But also other ponies Octavia, Vinyl, and Derpy were all suck into the ball having been too close to the ponies the ball of darkness was after. Then the ball of darkness flew out of a window and flew into Everfree Forest.

!

Later -

Sunset blinks as she found herself in a school girl outfit. She was wearing a plaid knee length skirt, a white blouse, a plaid jacket to match the skirt, a pair of black shoes and white socks. And standing in the hallway of Canterlot high, as she remembers it with the school bell ringing.

"You are late Miss Shimmer," human Cheerilee said appearing behind her.

"Ummm, I am real sorry Ms. Cheerilee," began Sunset still trying to figure out what happen.

"And you just got volunteer to help with today's lesson," said Cheerilee and her eyes flashed a second then she shoved Sunset to class.

Cheerilee led Sunset down the corridor to a classroom and inside. Sunset paused for a second at the doorway. The room was full of other students, but they all wore the same outfit she's wearing and all of them are girls, from Bon Bon to Vinyl. There was one empty seat and Cheerilee ushered Sunset towards it then walked to the front of the class closing that door behind her.

"Today class, we are going to learn about a very important topic," began Cheerilee. "We are going to learn about being in a center of an orgy. Can anyone tell me the most important thing about being the center?" No one raised their hand. Cheerilee frowned and looked up and down the rows until her gaze fastened on Sunset. "Tell me Sunset, what is the most important thing about being a the center of an orgy? I know you have a lot of experience in that area."

Sunset flushed at the statement, but made herself meet Cheerilee's gaze.

"Always give everyone a turn?" ventured Sunset after a moment of thinking.

"Very good Sunset, you have proven that you are indeed a very good whore. Hasn't she class?" Cheerilee beamed.

"Yes," said the students as one.

Luna turned back to Sunset.

"You deserve a reward for your cleverness Sunset And I wonder what I should give you? Oh, I know! You get to kiss me!" With that said Cheerilee ripped open the front of her button shirt and a pair of huge tits spilled out. "Now come up here Sunset and give your teacher a big wet kiss!"

Sunset to her surprise found herself standing and walked to the front of the room and stood in front of Cheerilee. She didn't want to do this but her body is moving on it's own. Cheerilee pulled Sunset to her and planted a long hard kiss on Sunset's lips, her tongue sliding into Sunset's mouth to twirl around Sunset's own tongue.

"Mmmmmmm, Sunset you taste wonderful," whispered Cheerilee. "I think you deserve another reward for that."

Cheerilee pushed Sunset down to her knees in front of her then ripped open her pants. Sunset's eyes bulged at what she saw there. Sunset looked up to the big swaying tits of Cheerilee and then back to the fourteen inch long cock staring her in the face and gulped.

"Now, Now open wide that slutty mouth of yours and give me a good blowjob. Show the class how to suck cock," Cheerilee said.

Sunset looked again at the tits above her and the cock in front of her and licked her lips. Damn the things sure did look tasty she thought and before she knew what she was doing, she had grabbed the huge rod in her hand and was starting to lick it all over with her tongue. Up and down the shaft she ran her tongue, licking the swollen member of Cheerilee. Sunset rubbed the huge slab of meat all over her face and took first one ball and then the other into her mouth before licking back up the shaft to the tip and tasting the drop of precum that was oozing out. Cheerilee moaned and then Sunset plunged her mouth down onto the the hard cock and took it deep into her throat.

"Ahhhhhhhhhhhhhhhh," moaned Cheerilee with delight as Sunset deep throated her massive cock. "What a good whore you are Sunset, sucking my cock like that. What a talented mouth you have. Such a good cock sucking slut, isn't she class?"

"Yes Ms. Cheerilee," said all the students who watched Sunset devour the fourteen inch dick of their teacher. Slurping sounds filled the classroom as Sunset pumped her mouth up and down on the Cheerilee's cock, faster and faster.

"Oh my, I think I'm is going to cum," said the big boobed teacher as she ran her hands through Sunset's red locks and a look of estacy filled her face. "Yesssss, here I come Sunset. Taste my cum you nasty little Whore bitch!"

Cheerilee a gave one more loud scream of pleasure and then she emptied her balls into Sunset's mouth in a massive creamy load of goo. Sunset knelt there for several seconds with the cum dripping down her chin. She was still dressed in her schoolgirl outfit and the room had gotten very quiet as all the other students were staring at her intently.

"Well class," said Cheerilee as she wiped her cock over Sunset's face. "Did you all see what a wonderful slut Sunset is? What would you like to do with her now?"

"Fuck her!" roared the students with one voice and they rose out of their seats. As Sunset watched as they stood up all of them have large tents on their skirts. As one they moved toward Sunset who knelt there frozen looking at the students who all like their teacher has a cock. Thirty students advanced on her and she found herself seized by the foremost who is Applejack and lifted into the air like a rag doll.

"Pretty little whore. You will service us all now slut." Applejack said smirking as she toss Sunset into the center of the class and the students gathered around her.

"Strip slut," ordered Rarity as she and the other female students formed a wall around Sunset.

Sunset knew better than to argue at this point. She took off her school jacket and dropped it to the floor. Then she undid the cuffs on her long sleeved blouse and started to unbutton the starched white blouse. She could feel the eyes of the female students fastened on her as she undid the buttons, exposing large amounts of cleavage to view as she does has one of the largest set of breasts in school. Sunset shrugged off the blouse and found that she had a demure white bra under the blouse. Next, Sunset undid the belt on the plaid skirt and dropped it to the ground so she was standing there in only her bra and matching white panties along with her black shoes. Sunset kicked off the shoes and reached for the clasp of her bra.

"Oooo, I think the cute little schoolgirl bully is going to get gang fuck by all the girls she use to bully," laughed Cheerilee as she sat on her desk stroking her cock and watching Sunset's striptease.

Sunset figured the futa teacher is correct as she took off her bra and exposed her big soft orbs to the gaze of the other school girls. Finally, she put her fingers in the waistband of her panties, pulled them down and stepped out of them to stand naked in the classroom.

"What a hot body you got there Suset," moaned Cheerilee as her hands flew up and down on her cock as she jerked off at the sight of the naked schoolgirl. The students said nothing but then as Sunset looked at them, one by one their skirts slid aside on their groins and long slimy cocks began to emerge. Inch by inch they came out and Sunset swallowed hard. Five inches, six, seven, eight, nine...how fucking big were these things? Ten, eleven, twelve, thirteen inches. Sunset couldn't believe her eyes as the cocks continued to grow. Fourteen, fifteen, sixteen inches appeared.

"They sure are hung aren't they Sunset," laughed Cheerilee. "Just imagine those huge cocks ripping into you. Ooo boy, they are going to split you in two when they shove those things into you!"

Seventeen, eighteen, nineteen, twenty inches of cock and finally they stopped growing. Rainbow Dash crooked a finger at Sunset, gesturing for her to come to it.

"No way, you can't put those things in me, they are too fucking big!" Sunset said shaking her head.

Rainbow Dash made the same come here gesture and slowly Sunset moved over to her, heart pounding. Rainbow gestured to her glistening slime covered cock. The fact that the girls around her are now were silent was even more scary thought Sunset, but she slowly reached out and wrapped her two hands around the huge monster cock. Rainbow Dash nodded at her and she began to run her hands up and down the shaft giving it a two fisted hand job. After a few minutes of this Rainbow Dash gestured at Sunset to turn around and bend over. Trembling, Sunset did as she was told. She was not certain she could survive that thing being stuck into her, but there were thirty sex hungry students around her. Sunset crouched there and felt something rubbing against first her ass then against her pussy lips. She glance back and saw it was the knob of the huge monster cock and shivered. There was a slight pressure and the tip of Rainbow Dash slid inside her pussy. Rainbow Dash was impatient and pressed forward with all the weight of her muscular body. Suunset gave a gasp and her eyes went wide as the enormous head of the shaft finally popped into her pussy. With only Twilight and Minuette, Rainbow Dash's cock is the largest thing that she had ever had inside her, and it stretched her painfully wide. Rainbow Dash put only a couple more inches inside her pussy and stopped. Sunset wonder why as she leaned there against one of the school desks, partially impaled on the monster cock. Then she looked forward and saw another of the huge dicks in front of her face. Applejack too crooked a finger gesturing her forward and with a sigh Sunset leaned forward, her breasts hanging down and took the head of the cock into her mouth a few inches.

"As you can see Sunset you been fearing how much giant cocks would hurt you but instead you should have been looking forward to how much pleasure you can have from them," Cheerilee said appearing in front of Sunset's face.

Cheerilee lay down beside Sunset on the table and wrapped one powerful arm around her neck and shoulders to prop her head up, and then she kissed Sunset. Sunset gasped Cheerilee's mouth all but engulfed the lower half of her face, sucking the spunk that coated her lips and chin into her mouth. Rainbow Dash lunged hard into Sunset and drove nearly the full length of her huge cock into her pussy with one thrust. Rainbow Dash sighed with pleasure and cock writhed inside Sunset's spasming cunt. She pulled out and then lunged forward, slamming the head of her cock against Sunset' tight cervix, causing Sunset to scream into Cheerilee's mouth. The teacher thrust her tongue between her student's parted lips and Sunset spluttered as her large pink organ filled her mouth and snaked down to the back of her throat. The teacher licked the sperm from Sunset' oral cavity, all the while stroking Sunset's belly as she was fucked.

Rainbow Dash was fucking Sunset enthusiastically now, causing her to cry out each time the cockhead hit her cervix. Rainbow Dash was burying her cock as far as it would go inside Sunset with every thrust, so although she was battering the entrance to Sunset's womb. Rainbow Dash began to power-fuck Sunset with rapid, hard, jackhammer thrusts. She violated the school queen bee at an incredible speed, faster than Sunset would have believed possible. Rainbow Dash was completely focused on fucking her. The steady sound of hard flesh slamming up against firm human flesh echoed throughout the classroom.

All the while, Cheerilee continued to throat fuck Sunset with her tongue. Sunset had no idea how long it lasted, but finally, Rainbow Dash groaned loudly and bucked into her, holding her cock all the way inside her pussy as she get it to go. Rainbow Dash arched her spine and threw back her head, emitting a shriek of joy as her orgasm began. Sunset moaned as her vagina was blasted by jet after jet of cum. Rainbow Dash muscular body trembled and shook with the power of her climax as she filled Sunset's cunt to overflowing with sperm. Sunset cried out as the thick spunk stretched her vagina walls even further before it began spurting back out of her pussy around the thickness of the cock. Rainbow Dash shuddered as she slowly withdrew her still erupting cock from Sunset' pussy and smearing the cum-spurting cockhead all over her pussy lips.

"Aawwmmpphhh!" Sunset groaned into Cheerilee's mouth as another big dick was pushed against her sex this one own by Applejack.

As Applejack slid her huge phallus easily into Sunset' slick channel, Cheerilee grabbed Rainbow Dash by her dick and pulled her up to Sunset' head. The older futa pulled away from Sunset' face and pressed the Rainbow Dash's drooling cockhead against her lips which smelled and tasted good. Sunset willingly opened her mouth wide and took the fat shaft into her mouth.

"Now Sunset give Rainbow Dash a good time like you did me," Cheerilee said as she rubs the top of Sunset's head.

Sunset complied and sucked hard on the huge cock. Her cheeks hollowed out around the rapidly thickening shaft as Applejack began pounding into her pussy with increased vigor. Cheerilee licked around Sunset' lips as they encircled Rainbow Dash's cock, a sensation that was strangely erotic to Sunset, and when she retracted that incredibly prehensile tongue a thick rope of sperm stretched between Sunset's and Cheerilee's faces, until the teacher licked her lips, causing it to break and fall across Sunset's already sticky face.

Applejack started to slow her thrusts, seeking to make the experience last longer, but as she did so she changed the angle of her cock so that it was no longer directly striking the Sunset's cervix but driving across her G-spot! Sunset almost panicked when she felt the rising pleasure in her pussy. With every thrust the big-dicked student was dragging her cock across Sunset's G-spot and slamming her groin into her exposed clitty, sending waves of pleasure through Sunset. Rainbow Dash erupted for the second time, filling Sunset' mouth with her sweet, intoxicating, spunk. Stars spun before Sunset's eyes, and at the same time Applejack began thrusting harder and faster as her climax came upon her.

"OOOHHHhhhhaaaaiiiieeeeeee!!!" Sunset screamed, spraying the spunk that had just flooded her mouth, as she and Rainbow Dash orgasmed simultaneously.

Sunset could not hold back her cries as the cumming cock inside her triggered her own orgasm. The pleasure almost overwhelmed her. The sensation of Applejack's cock pumping spurt after spurt of inhuman sperm into her cunt brought wave after wave of indescribable pleasure to Sunset. Her body jerked and twitched like a puppet on strings as she rode the geysering cock inside her.

No sooner had Applejack pulled out than Fluttershy moved in to take her turn, giving Sunset no chance to recover from her climax before she was filled with she-cock once more. On and on it went, each student fucking Sunset's pussy and then moving up to feed her their dicks, until every one of them had pumped her body full of cum at least four times. Between each turn the futa students would lick and suck the cum from all over Sunset's body, their tongues adding to the pleasurable sensations wracking Sunset's body as the questing organs probed and lapped at every nook and cranny.

Cheerilee stop the students so that she could suck out all the cum from Sunset's pussy. But the short break couldn't keep Sunset from riding one orgasm to another as the student resumed gang banging her pussy. Sunset's thoroughly fucked cunt was aching and sore from her continuous fucking, but that didn't seem to matter compared to the pleasure that the futa cocks aroused in her. By the time they had all been satisfied Sunset was practically unconscious, not from the pain, but from pleasure so intense that it was practically a torture of its own. But she she couldn't help herself as she still wanted more.

"Sunset!" a voice shouted from the door of the classroom.

Standing there are Celestia and Luna both of whom look unhappy seeing Sunset covered in sex juices and the other students lead by their teacher having just fuck her brains out.

"Sunset are you ok?" Celestia shouted as she rushes over to her and lifts her off the cum covered school desk holding her to her body.

"So much... cum," Sunset mumbles.

"Now, now sister Sunset needed to learn how much pleasure she's been missing," Luna said.

"I know. But having her classmates from the human world gang bang her?" Celestia snaps at her.

"Human world?" Sunset said as she snap awake hearing the human Celestia talking about the human world.

"There you go ruining this fantasy, I made for her," Luna said as the classroom faded away and the students and Cheerilee shapes blurred revealing shadows that faded away. Both Celestia and Luna change from human to pony, both of whom are completely naked.

"Mom?" Sunset ask staring at her mother who now has pink hair and seems to have a more lust figure then she had before.

"While, I was entertaining your herd and the ponies who your aunt caught. She decided to use our old play room on you. It makes any fantasy real till it's turned off and built to stop if the one in it is being hurt," Celestia said glaring at Luna. (1)

"I was watching to make sure it's safe," Luna said as she walks up to her sister. Side by side Sunset could see that both of them stood at the same height but her mom has slightly bigger breasts and butt. Looking down Sunset saw that her both her mom and aunt cocks are the same monster sizes, with her aunt being slightly bigger.

"My sister may have an edge on me on breasts and butt, I have her beat with my cock," Luna said as she cause her cock to jerk up by flexing her muscles.

"NO!" Sunset shouted as she buries herself into her mom's breasts.

"Luna!" Celestia snaps at her sister as she comforts her daughter, holding her close to her.

"She's going to have to get use to it. Now that you're back to how, I remember you Molestia," Luna said.

"Mom?" Sunset ask peaking between her mom's massive breasts.

"Yes Sunset, I'm back to my true self and not so struck up as you knew me as. Your aunt fuck me till, I came back to my true self and we together will bring a night of never ending sex. Like in the old days," Molestia said.

"But? Why did you let her do this to me?" Sunset said breaking down as she remembers what those shadows of the students she use to know did to her.

"I'm sorry Sunset," Molestia said hugging her daughter. "But with me and your aunt back together you need to learn what you're going to have to face. You are still my daughter and heir and you have duties you need to do."

"By having me have sex and be a slut!" Sunset shouted.

"I will never see you as a slut. We don't have a word for that in this word. This world is all about sex and, I have been repressing my needs and my ponies too long. It's time for us to show them what they have all been missing for all of these years," Molestia said.

"Mom no! We can't have sex all the time! We need to do things so that we can survive we can't just have sex all the time!" Sunset said trying to reason with her mom.

"Enough of that talk," Luna said as she pressed up against Molestia, pushing the sides of their boobs together.

"You must be hungry," Molestia smiled warmly as she and Luna shoved both of their breasts into Sunset's mouth.

Sunset tried to push herself away but her small and weaker body against both of her mom's and aunt's stronger ones, there was nothing she could do. Both of the nipples in her mouth began spurting delicious milk that fed her hungry stomach. She stop fighting as her will gave in as she drink her fill from both of the milk sacks feeding her.

"You remember how mom use to do this to us?" Molestia ask Luna, as she enjoys the feeling of her daughter drinking not just hers but also her sister's milk.

"Shove our heads into her breasts and force us to drink to calm us down? Yes, I do," Luna said as she gently rubs Sunset's back. "Together we can turn her back into a pony and we can rule as a family."

"Yes as a family," Molestia said as she lovingly looks down at her daughter.

"How were the herd and the other ponies?" Luna ask.

"I left all of them fuck out of their minds. I forgotten how great it feels to let loose like that. But remember Sunset is off limits! The magical effects of our playroom kept her from getting too hurt from all those huge cocks that were shoved into her. But her body can't take it as it is outside of the playroom," Molestia said as she pops her breast from Sunset's mouth along with Luna's seeing she had enough to drink. "I can't bare the thought of losing her."

"We won't lose her," Luna said looking at Sunset who has fallen asleep. "And in time she will learn how great it is to be the heir to the land we built up for her to takeover."

"Yes," Molestia said. "But you miss Twilight. She's Sunset's favorite and her first lover. She's small but is the prefect match for Sunset. We need to get her here."

"Don't worry about that. She's already coming and she's not alone," Luna said.

Author's Note

1 - Like the holo-deck in Star Trek.