Twilight's Throbbing Friendship

by DashReborn

Rating: mature
Tags: Princess Celestia, Sex, Anthro, Main 6, My Little Pony: Friendship is Magic, Alternate Universe, Princess Luna, Spike, Cutie Mark Crusaders
Length: 4145

Twiligh's new member requres much more attention that she realized, Her friends should be able to give her a hand!

Almost being caught in the Throne room caused Twiilght to lock herself away and try to figure out how to reverse the spell that gave her a massive throbing stallion cock... But does she really want it gone? Or does she want to share it will everyone she knows?

Sequal to Twilight's New Throb

All characters in the story are aged up apropriately, no one in my stories are to young!!!

Story KinksCum Inflation, Excessive Cum, Magical Futa, Transformation/Gender Swap, Invisibility and public funtimes and probably so much more later on!

Published 2016-11-05 23:10:01 UTC
Last updated 2016-11-15 01:45:08 UTC

Found out

Chapter 1. Found Out

Twilight sat on her bed, legs hugged against her bare chest, chin resting on her knees. She had put her hair up in a neat tail that tickled the small of her back with every breath. Putting her hair up always seemed to help her think, and she had been thinking for a good while. It had been three days since the Throne Room incident, she had been able to teleport herself and a good majority of the cum with her to her bathroom. Twilight knew that Spike had to have known something was off, Dragons after all have a very heightened sense of smell, and she could hear him sniffing outside the door not long after he and Rarity had entered the castle. She had since closed herself off in her room, having Spike fetch books and food and leave them outside the door. Spike had asked about than night once, and questioned the odd state in which he found her nightgown on the floor near the kitchen. Waving it off as a spell that went wrong, and it wasn’t technically a lie, Twilight took the garment magically, leaving Spike still on the other side of the door. No doubt he was worried or even suspicious of her, Twilight knew Spike enjoyed the amount of free time he was given since Twilight didn’t need him as much.

Spike had done a lot of growing up in the last few years. He had turned 20 this last month and yet he still seemed so innocent to the world. He was almost as tall as Twilight, his green spikes made him look taller but his head met her chin. As most dragons do, Spike had bulked up quite a bit, something most mares in town had definitely taken notice to and he loved every moment of it. On occasion Twilight would catch him looking in the mirror, flexing, admiring his own toned body. Twilight couldn’t help but linger on those thoughts, Spikes lavender scales that were soft to the touch but could easily repel most any physical threat. His toned chest and abs that stuck through any shirt he wore. Twilight imagined laying next to him how she used to when he was just a hatchling but his bulk now more to hold. She imagined pressing up against his back, letting her breasts feel every scale as she hugged him close. A heavy throb between her legs brought her back to reality and shook her head, Now I’m having sexual thoughts about Spike... no one is safe in my mind.

With a sigh Twilight let herself fall flat against her bed, arms out wide, breasts bouncing freely in place, cock arcing toward her belly half erect. She had tried so many counterspells, anti curses and even some herb potions she had learned from Zecora. All ended in failure and one even caused her to grow a set of cantaloupe sized balls right below her cock. As alarming as it was she still had her pussy and it even caused another episode that was not fun to clean up. The new cum factories did however give her a good idea of how much and when she was going to cum now so thats was a... bonus?

Twilight even began accepting the fact that this spell was permanent and she was just going to have to live this way. She wouldn’t want to tell anyone obviously, how would she? Hi guys, it’s me Twilight, look at my huge cock that I accidentally grew because I wanted to masturbate one night! I ended up fucking my own brains out, also I have since thought sexualy of allof you and probably will fuck you at any time! Twilight covered her eyes with her arm, what am I going to do...

A distant sound made her ears perk up. Twilight uncovered her eyes and looked toward her window, which was covered by thick curtains so no one could see inside, where she thought the sound was coming from. It was a constant hum, slight high pitch, a voice maybe. Sitting up, Twilight moved to the edge of her bed to stand, throwing on a large bathrobe to cover herself. It was growing louder and closer, it wasn't a hum but a constant blur of words, almost in a panic! Somethings was wrong! Twilight rushed to the window and tore open the curtains to look out and see what was happening. Nothing came to her right away, Ponyville seemed as it always did, mares and stallions all going about their business, going to and from buildings. One thing did stick out though, a bright pink mare wearing and apron and what looked like jeans was standing in front of her castling looking up into the distance. Pinkie Pie? What is she doing?

Twilight followed her gaze only to gasp in surprise as a cyan pegasus with a rainbow mane plowed directly into her window! With little time to react Twilight tried to throw up a protective barrier. “aaaaaaaaaaaaaAAAAAAAAHHHHHHHHWATCHOUT!!!!” Rainbow Dash crashed into Twilight moments later, throwing them both threw the glass door and back into Twilight's room. Tumbling against each other, crashing against chairs and hitting the back wall. Twilight smashed against the wall upright and slumped down to her knees dazed from the pain. “Rainbow Dash, you alright?” Twilight looked around and couldn’t see Rainbow anywhere.

“Umm...Twilight, I’m okay but...um,” Twilight looked down and froze. In the tumble she thought she had sunk to her knees but she was in fact sitting on Rainbow Dash’s stomach. To her horror her cock was resting on Rainbows small but ample breasts and covering the left half of her face. The thoughts of Spikes body had made her member fairly erect but seeing it rest, for real, on another pony, Twilight bit her lip. Rainbow tried to move her head to the side causing the fur on her cheek to tickle the underside of Twilights cock. “Ahh!” Twilight gasped, grabbing at Rainbows head, “Don’t... move.” Twilight's mind scrambled, the haze of lust was quickly overcoming her thoughts and she needed to figure out how to get rid of Rainbow before she... She looked back down at Rainbow and into her eyes, the deep pink irises. Rainbow Dash was speaking but Twilight couldn’t hear her, she was being drawn in. Rainbow was an athlete, and it showed, she was slender but toned. Twilight squeezed her legs together slightly feeling Rainbows body under her. Rainbows breathing made Twilight very aware of Rainbows hard abs under her butt. Rainbow was beautiful and she needed her, Twilight leaned into Rainbow until she could feel herself pressing into Rainbows lip, kissing her.

Twilight then felt a sudden sharp pain on the back of her head before she realized she was laying flat on her back. “What is happening today?!?!” She could hear Rainbow Dash shout. Pushing herself up into a sitting position, Twilight rubbed her now sore head. Rainbow Dash had not moved much, she too was sitting but against the far wall looking quizzically at Twilight, “Wh- Why do you have a cock? What is happening, did I put to much powder in my drink this morning?!”

Twilight thought for a moment, then smirked to herself getting an idea, “Oh Rainbow, I do believe it’s partially your fault.” Twilight did her best to look embarrassed, but the thoughts of her cock smothering Rainbows face and breasts made her want to moan and stroke her more than stiff cock.

Looking suspiciously between Twilight and the throbbing member now protruding from her crotch, “What? My fault,” Rainbow huffed, “How would I be the cause of such a massive thing! I can’t even use magic!”

Twilight stood, letting the bathrobe fall to the floor, baring herself fully to the cyan pegasus, “Oh I am so sorry for kissing you so suddenly, but I was in the middle of one of my spell when you crashed in and I believe the only way to reverse the spell is to...” Twilight paused thinking, “use up, yes, use up all the lust that my magic seems to have planted in me.” Twilight sauntered over to Rainbow, moving her hips seductively, her cock bouncing hypnotically. “I was going to have some private time with myself but I think you owe it to me to fix what you caused, I think that’s fair.”

Stopping right in front of Rainbow, Twilight folded her arms under her breasts forcing them up giving Rainbow a hefty helping of the lavender canyon that was her cleavage. Rainbow Dash couldn’t believe what she was seeing, let alone hearing. Just moments ago she was trying a new mixture of sports drink that Pinkie gave her, now she was being seduced by her best friend and Princess of Friendship! She could feel the heat radiating off her own cheeks as she stared down at Twilight, the feeling of a cock rubbing against her stomach, it was way too much, all to sudden. It didn’t help that she could still smell Twilight's musk left over from when Twilight’s cock rest on her face. Twilight then put a pout on her face, “But I understand if you want to leave, It’s too much for you to handle.”

Her pride now brought into the situation, Rainbow looked back down at the throbbing member pressing into her stomach, leaving a gooey stain on her white tank top. The thing had to be a good foot long, give or take several inches. “So you just have to relieve this thing and the spell will go away,” Rainbow asked. Twilight perked up at that, “Oh yes, it’s that simple, help me cum and this whole mess will be behind us!”

Come on Rainbow, it’s Twilight, your best friend and she needs you! Yea but the size of that thing, what am I supposed to do with it, it’s a third leg. Just rub it a bit, you’ve read in those magazine that stallions love that! Rainbow groaned and reached down to the hem of her tank and began pulling it up, “No one will hear about this, this is just to help you get better!” Twilight stared at Rainbows now exposed breasts, “Oh yes, just between us.” Twilight took Rainbows hand and lead her to her bed, smiling wickedly

Author's Note

I appolagize for the long wait! Writing two character in third person is much harder than I thought it would be! But I hope I pulled it off well enough and am going to get this story rolling!

Messy Rainbow

“The way you move is hypnotic,” Twilight moaned, gazing on at the cyan pegasus grinding along the length of her cock, “Ahh, how you try to hold in your groans, ah-ahn, and oh GOD!”

Twilight turned and bit the pillow she was laying on, moaning loudly into it. Rainbow Dash, unable to bring herself to take the giant stallion meat inside, decided to lay the cock against Twilight's stomach and grind herself against its length. One hand she kept in her hair, keeping it out of the way, and the other she kept on the flared head of Twilight’s meat, massaging it.

“Ah-mmm” Rainbow bit her lip, she could feel every throb from the cock, every vein and the medial ring always bumping her clit just right. It wasn’t long before she started leaving a slick trail of juices that made the grinding much easier. Her right hand also getting covered from massaging the flare making it shine with precum.

Adjusting her posture, Rainbow brought her cum covered hand up to her muzzle, grinding solely with her hips now. Curiosity getting the better of her she sniffed the gooey substance only to be overwhelmed with stallion musk. The smell was pungent almost attacking her nostrils and seemed to travel directly to her brain, fogging it. Rainbow could feel her pussy juices flowing down her leg now. She brought the two most covered fingers close to her mouth, hesitating as the smell heated her loins.

“Do it,” Twilight breathed, catching Rainbow off guard, “unlike any cream you’ve ever tasted, almost magical.”

Slowing her grind, Rainbow looked at her forefingers as the precum slowly slid down them. She brought her fingers closer to her mouth, breathing even more of the dampening musk. Rainbow closed her mouth around her fingers, wrapping her tongue around them, immediately tasting the cum. At first, it seemed like she stuck a Bit in her mouth but a moment later an explosion of flavor struck her taste buds. She threw her head back, fingers still in her mouth, humming a loud moan into them. She couldn't place the taste... or even if there was a taste anymore, just pleasure. Sucking on her fingers, getting as much of the cum in her mouth as she could, she couldn’t get enough. Her tongue went wild, wrapping and digging at the fur around her fingers finding as much cum as possible. Her hips started thrusting forward and back faster than any pony could think possible, but this was Rainbow dash after all. Pulling her fingers from her mouth, Rainbow savored the cum in her mouth, tasting every bit, letting it mix with her saliva, and then she swallowed.

Rainbow threw her arms behind her to catch herself as her back arched forward. She let out a long, loud, lust filled cry. The combination of her constant grinding and the cum in her throat opened the floodgates inside, all the build up pleasure exploding throughout her body, her hips spasming as she came all around her cock seat, flowing down her legs, pooling on Twilight’s belly and staining the bed covers below.

Twilight watched in awe as Rainbow came, her body spasmed all over, her wings unfurling into a ownward arc. Her muscles shown even more finely and beautifully with every convulsion. She could feel Rainbows girl cum flowing on her cock and dripping onto her stomach. She wanted so much to cum herself, to thrust inside Rainbow and show her true pleasure! It seemed to go on for hours, but only moments later Rainbow loosened up and fell forward, landing on the full length of Twilights member and chest, her head coming to rest next to Twilights.

“That..” Rainbow huffed, hardly able to take a full breath “was...awesome.”

Twilight grabbed Rainbow Dash’s arms and began to push her to the side, “Oh Rainbow, you have no idea.”

Instead of just pushing her off to the side as Rainbow thought Twilight was doing, She pushed her up and flipped her over, leaving just enough room for Twilight to turnover and straddle Rainbow, much like how she landed when Rainbow came crashing in. Cock on the face and all, except this time it was slimy from the mixture of both Rainbow’s and Twilight’s cum.

“You may have cum, but I still have this monster to deal with,” Twilight slowly began to stroke her massive stallion member, putting on a fake pout, “and you promised to help me get rid of it.”

Twilight started thrusting between Rainbows full B cup breasts, rubbing against the right of her muzzle. The cyan fur tickling every nerve of her cock along the way. Rainbow, having caught her breath, looked at Twilight quizzically, what does she expect me to do after that, I can barely move my own body, that orgasm rocked me so hard. Opening her mouth to speak, Rainbow wanted to ask what else she could do, but found her mouth stuffed with part of Twilights cock. Instantly, the taste of Twilight’s cum filled her mouth and only a moan escaped.

“Oh Rainbow, so eager to help, I knew I could count on you!” Twilight rose and shimmied her way down Rainbow’s body, past her legs and lifting them. She could see Rainbow’s glistening pussy now, the matted cyan fur thinning just before the lips showing off the tight pink folds. Oh how that must taste, Twilight thought to herself, oh just a little and onto the real fun!

Bending low between Rainbows legs, Twilight locked her mouth around the dripping lips, forcing her tongue to explore every fold and lap up every ounce of juice. Rainbow let out a surprised gasp as she grabbed at Twilight’s hair, whether to push her away or to keep her there she couldn't seem to decide. Twilight explored further, her tongue delving deep into Rainbow’s juice box.

“W-w-w-wait, AHH, Tw-wilight! S-sensit-ah-ve,” Rainbow cried, all the pleasure from her previous orgasm rushing right back. It seemed like Twilight’s tongue was ten feet long, Rainbow could almost feel every inch of her pussy being attacked by the thing. And then it was gone. The pleasure no longer building, the feeling of being suddenly empty troubled Rainbow. Her fingers still grasping Twilight’s head, she could feel her rising. Part of her wanted to hold her there, but the rest of her knew she had zero strength to do that right now. Twilight licked her now drenched lips, moaning as she swallowed Rainbow’s juice.

Now of the fun part, Twilight inched forward, almost bouncing, until her massive stallion meat plopped itself right on Rainbow’s button. Rainbow’s head shot right up, pleasure and fear both driving her.

“Whoa, wait, I-I know I said I would help but...” Rainbow hesitated, she knew she couldn’t fit that monster inside, she had already tried at first, but now she had the horrible empty feeling inside, “I couldn’t, you can’t fit...”

“I don’t see you pulling away,” Twilight prodded at wet lips, spreading them slightly.

“Ahh!” Rainbow gasped, she needed to be filled, but she couldn’t bring herself to admit that to Twilight.

“Tell you what,” Twilight grinned, “I am going to start pressing into you, and if you REALLY don’t want this grand stallion inside you, then you can move, otherwise...” Twilight leaned forward placing her arms to either side of Rainbow’s waist.

Rainbow could feel the increasing pressure against her, it felt like a stool she was being forced to sit on. Yet she could feel herself spreading more and more. She wanted to move, but she didn’t want to feel empty anymore, she wanted Twilight’s tongue back, anything back inside her. So she stayed, curious how the massive cock would fill her needs. Afraid, curious, lusting, Rainbow couldn’t tell what she was really feeling but it immobilized her, and Twilight loved it. Feeling she had gotten the answer she knew she would get, Twilight pressed harder against the athletes tight pussy, spreading it further than anything she could possibly imagine, before the cum covered cock’s lubrications took effect and Twilight suddenly shot forward, spearing the cyan pegasus.

Clenching her fists, toes curling mouth agape, Rainbow screamed. Both pain and pleasure rattled through her body. She could never have imagined a feeling like this, her whole pussy filled beyond the maximum, stretching painfully, yet giving her that exact feeling of fullest she so desperately wanted. Instinctively, she reached for her belly, like she had eaten a full meal, to rub it. In addition to her toned abs, she found a large lump. Opening her eyes, she brought herself to look down to her stomach where, to her surprise a long deformation from her waist to just below her ribcage was bulging forward.

“Beautiful, isn’t it?” Twilight asked, looking at the exact protrusion in Rainbow’s belly. She brought her hands up, as if to grab her cock, and placed them on Rainbow’s belly, and began to rub up and down, “Ohhhh good Celestia, you are so damn tight!”

As the moments past, Rainbow grew acquainted with the feeling, the pain slowly subsiding as Twilight massaged her belly, and her own cock in the process. Rainbow, wanting to feel a little more, started to make slight movements with her body, easing herself forward and back. Small movements, yet big results, every little movement she made, the massive cock adjusted and touched a whole new set of nerves.

Feeling Rainbow moving around, Twilight could tell she wanted more, and she was more than happy to give the pegasus more, so much more! Twilight began to pull backwards, her cock slipping out of the athletic pussy, Rainbow moaning the whole way. Before her medial ring reached the exit, Twilight thrust back in. Fullness overtaking Rainbow again, screaming, but this time she could hear much less pain and much more lust. Feeling that as enough, Twilight started a rhythmic thrusting, keeping her cock more than half way inside. Every thrust made Rainbow’s pussy spasm, increasing the tightness and pulling Twilight more and more inside. As Twilight began moving faster she became aware of a churning feeling in her nether region. Having not grown accustomed to them yet, Twilight forgot about her cum factories. Being now fully aware of her swaying sack as the pleasure started a feeling of fullness in them. Each thrust felt like another churn and she knew she was going to have a big finish. She had been pretty close since Rainbow’s first orgasm, her little pussy massage was beyond amazing and she almost came then, but this meant she was moment from giving Rainbow all her seed.

A sudden clarity came over Twilight’s mind, she was about to cum inside Rainbow Dash! While the thought fueled a new speed to her thrusting, it also worried her. She hadn’t cum inside anything since she grew her new balls, what if that changed her cum since the throne room? What if, what if I get Rainbow pregnant? The thought worried her, but she couldn’t stop herself, she was thrusting fast and hard, and she was so close.

“Rain-hah-bow, oh Celestia, I’m so close,” trying to warn her friend, wanting her to make the decision, only to have Rainbow lock her legs around Twilight’s waist, “I can- I can’t hold it!”

That building pressure kept going, Twilight slowed her movements but thrust harder, getting a grunt from Rainbow every time. Finally Twilight pulled completely out for a moment before thrusting fully forward, hilting herself inside Rainbow, her balls slapping painfully against Rainbow’s tight ass, and the waves of pleasure took them both. Twilight could feel the ropes of cum spewing though her and into Rainbow’s womb. Filling to the max within seconds, her womb began to balloon out. Twilight could feel the overflow of cum seeping back out around her cock, but the combination of her flared cock and the ring, the cum was blocked off to much to let it all out. Twilight watched through hazy eyes as Rainbow came, her wings spreading to maximum, knocking books and quills off of the night stand, squeezing her cock for every ounce of cum, and her stomach as the muscles spread trying to hold her belly tight as an overflow of cum pushed outward against them. Twilight watched the spectacle, normally she would be furious, but watching Rainbow’s wings reach their span was somehow beautiful, as if they symbolized all the released pressure of lust pleasure that build up inside her. Had she not been so focused she would have felt her wings doing the very same thing. Rainbow, through all her gasping and pleasure did notice, and she too thought that Twilight looked more beautiful than she ever thought the egg-head could.

Gallons later, Twilight lay upon Rainbow’s engorged belly. In the end, Rainbow’s impressive abs won out as her belly swelled only a bit and the rest of Twilight’s seed sprayed back out around her own cock. Still, swollen enough to look 5 months pregnant. Twilight giggled at the thought, pregnant. Me, Twilight Sparkle, a parent. The thought didn't worry her as she thought, but pleased her, as she slowly drifted off and fell asleep upon her lover. Rainbow Dash, not quite passed out folded her wings around them both. She was happy, she didn’t quite know why, but she was. She soon followed Twilight and fell into a much needed sleep.

Author's Note

This one took a bit! I found that writing a clop fic is more that just sensless sex! I mean, it is... but... whatever. I want to start making the characters a little more believeable. Can't wait to see what you all think of this one, I had fun writing it and im off to write the next chapters!

Also, I think I like the way it's going right now, where i have one chapter that is story, then one that is clop. I think ill stick with that to get things going from place A to B, instead of leaving chapters ending the a new character catching Twilight and then her shagging them... not saying that WON'T happen but it won't be how i drive the story.

Any how, enjoy!