The following afternoon saw Applejack hard at work in her orchard. Having magically grown a penis (which her family was blissfully unaware of) did not mean she could get out of doing her chores, especially with how close cider season was.

One thing that was certain, however, was that her jean shorts were definitely tighter than they had been, before she had acquired her new equipment. The tightness against her tallywhacker and the added friction from constantly moving her legs to buck her trees was creating quite an uncomfortable experience. A noticeable boner had formed in the front of her britches, that anypony would have likely seen, had they approached her, and rubbed her in all the right regions to keep her constantly needing to stop, or else she would have a dark, sticky stain that she would rather not have to explain to her family when she was called in for supper.

"I'm gonna have to talk to Rarity about getting some bigger pants," Applejack said to herself, as she sat down under the shade of one of her trees to take a much deserved break. She stared down at her crotch, her eager erection staring right back. If she expected to get any work done, she was going to have to take care of it. The orange mare to a quick look around, and decided that she had sufficient privacy. "Fuck it," she sighed, unzipping her fly and letting boner break free. Grasping her cock, she began to hastily jerk it, letting out a relaxed sigh.

Using her left hand to stroke her shaft, her right hand fondled her breast, occasionally tweaking a nipple. She moaned and gasped in pleasure, luxuriating in her alone time. Or, she would have been alone, if somepony hadn't stumbled upon the show.

...

Caramel had been hired on, earlier in the season, and had spent the afternoon looking for Applejack, to warn her of an oncoming storm the weather team had spontaneously planned. "Where is she?" he wondered aloud, sighing with frustration.

"Fuck it," Applejack's voice rang out from near by. He had found her! Hurrying off in the direction of her voice, he saw her sitting underneath the shade of a Suncrisp tree, furiously beating her meat- wait, what? Were his eyes playing tricks on him? He blinked. AJ still had a colossal cock. Had she always had that? While he had never seen her naked, before, he had certainly never noticed any buldges in places mares shouldn't have any, especially not one that huge.

And, to make things worse, he found it all extremely hot. It was no secret what Caramel's preferred genitalia were, and to see one of his closest friends with an excellent example of an erection, he couldn't help but feel very aroused. Quickly ducking behind a bush, he watched Applejack jack off. It was wrong. Applejack was not only a good friend, but also his boss. Plus, he was already in a relationship. If his special somepony knew he was gawking at someone else touching themself, he would definitely be in trouble.

But, he just couldn't look away. Applejack had the biggest dick he had ever seen, and to watch her stroke, rub, fondle, and lick up the occasional drop of pre was just so damn arousing. Without even realizing it, he began to rub his own modest erection through his jeans. This is so wrong, he thought. I shouldn't be watching, much less touching myself. The pace of his penile petting increased, matching the speed of of the beautiful, orange mare, whom still had no idea she was being watched.

I'll just watch for five minutes, sneak off somewhere, call out to her, so she has plenty of time to make herself decent, and pretend I don't know what she's packing, he reasoned with himself. No one ever had to know about what he saw, today.

Applejack suddenly removed her hands from her body, and hastily yanked her shorts off, and flung them to the side. She lifted her heavy balls out of the way, and thrust two fingers into her soaking snatch, her other hand gripping and squeezing her nuts, while her cock continued to dribble precum.

She still has a vagina! Caramel stared, wide-eyed at the strange, sexy sight before him. He knew hermaphrodites existed, but had never thought there would be one in Ponyville, much less be someone he talked to on a regular basis. This is too much, his mind scrambled. TOO MUCH!

Caramel grunted, loudly, as he came, his jizz splashing the inside of his jeans. "Oh, fuck!" he moaned.

"Who's there!?" Applejack screamed, quickly covering her cock with her hat. "I know yer out there, so just show yerself!"

Shit! Caramel panicked. Maybe, I can sneak away. There's plenty of trees and bushes, so I have plenty of cover. But, luck had always been cruel to poor Caramel, and right now was no exception. Just as he was turning around to put his plan into action, he tripped over his own hooves, making even more noise, and landing directly into Applejack's line of sight.

"Caramel!?" she gasped, blushing. "Git over here!"

"Please, Celestia," Caramel muttered. "Just, please, kill me, now. It's all I ask."

"Caramel!" The orange mare (she was a mare, right?) seethed. "I said to get over here!"

Sighing, Caramel pushed himself up, and walked towards Applejack, not making eye contact with her angry woman.

"What did you see?" Applejack asked.

"N-nothing," Caramel lied.

"Caramel," Applejack growled.

"I-I saw e-everything," the tan stallion stammered, staring at his hooves.

Applejack noticed the wet spot on the front of his trousers. "Well, I see you enjoyed yerself," she stated. Caramel continued to look down, blushing, tears forming in his eyes. "And I didn't even get to finish. Maybe, you should put that lyin' mouth of yers to work on mah pecker, as an apology fer peepin' on me, since you seemed to enjoy watching it, so much."

Caramel's head snapped up, his eye's meeting AJ's for the first time since this conversation began. "I-I can't!" he exclaimed. "I have a coltfriend! I can't just-"

"And he won't have to ever find out about this. That, or I could tell 'im just how much of pervert you are."

Caramel just stared, his mouth agape. Was this really happening? Was Applejack really blackmailing him, right now? He should just gallop away, tell her family what was going on, and he would be just fine. But, wait, that would mean admitting he watched Applejack... have a private moment. That wouldn't be good. Besides, her cock did look tasty, and he wasn't sure if he'd get this opportunity, again.

Sighing, he got down on his knees, and began to service Applejack. Her huge cock was already coated with slick, salty precum. He savored the flavor, while deeply inhaling her musky scent. There was definitely something masculine about the smell, but that was overpowered by the strong, feminine scent, that tickled his nostrils.

"Is that how ya felatiate yer boyfriend?" Applejack grunted, annoyed. So far, he had only worked up the courage to suckle the head of Applejack's thick dick. She grabbed the back of his mane, and pushed him forward, causing him to gag on the orange penis poking the back of his throat. "Hell, with piss poor sucking like that, he's probably fucking somepony else at least once a week!" Applejack taunted. She continued to push and pull his head up and down her cock, coating it with his slick saliva, earning grunts and gags every time her erection prodded his esophagus.

Tears stung the emasculated colt's eyes. AJ's words stung. The love of his life would never do that to him. But, he felt something else with each insult: burning hot arousal. It was shameful, but her words were making him hard and horny. He relished every rude remark the orange mare hurled at him, his sucking increasing with his excitement.

With a moan that vibrated AJ's cock in all the right ways, he came, for the second time that afternoon, this time without even laying a hand on his cock.

"Did you just cum, again?" Applejack barked. Caramel nodded, not ceasing his oral attention on his mistress. "Damn! And in your pants, again! Well, I guess that's two orgasms you owe me." Caramel nodded in agreement. He lifted his hands, one stroked the portion of shaft that wasn't in his throat, while the other fondled the huge balls that hung just below.

"Fuck!" Applejack gasped, pushing Caramel's head down until his nose was pressed firmly into her pelvis, while her enormous erection erupted right down his throat. Caramel was caught by surprise, and choked and gagged on the spunk. Unable to swallow it all, most of the splooge spluttered out of his mouth, coating Applejack's thick thighs.

Applejack let out a relaxed sigh. "Ya got a bit better towards the end," she panted. "But yer definitely gonna have to work on your swallowing." She adjusted her position, so that she was now on her hands and knees. She reached a strong hand behind herself, lifting her tail out of the way, and spreading her moist labia. "I know you're a coltcuddler, but surely you know what to do with this."

Without even saying a word, Caramel raised himself up so that he was staring directly at AJ's vagina. While he knew the basic idea of what he was supposed to do with it, he had never actually done anything with a pussy, before. He slowly moved his face about an inch away from her winking snatch, his breath teasing her.

Growing impatient, Applejack firmly pressed her ass backwards, right into Caramel's snout. "Hurry the fuck up!" she shouted, grinding her crotch into his face. "I would hope you don't leave yer boyfriend waiting around this long." The dickmare's harsh tone ignited a fire in him, and he began to lick all around the orange cunt, savoring the unknown flavor. Despite being gay, he didn't find the experience unpleasant. In fact, he was getting a bit of enjoyment from it.

Applejack continued to grunt and grind against the timid colt's snout, having to do something to make up for his inexperienced tongue. "Damn, you're terrible at this!" AJ barked. "It's a good thing yer datin' a stallion, otherwise you'd be a disappointment to two mares." With a renewed vigor, Caramel made his tongue movements less erratic, focusing more on caressing her cunt and slurping her slick marecum. "That's better!" Applejack said, appreciatively.

But, just as Caramel had finally found the spots that made his mistress moan the loudest, her firm ass pulled away from him, sharply. "I think it's time to give me what I really need," Applejack said, in a husky tone.

"Y-you don't mean..." Caramel muttered

"Yeah, I do," Applejack grinned, unfastening Caramel's belt. Yanking his pants down, his golden cock bounced freely, still sticky with his drying semen. It was only half erect, but was quickly hardening at the steady stimulation, growing to its final size of five inches. "Now, stick your cock in my cooter!" AJ ordered. Caramel faltered, looking uneasier than he had been, previously. "Oh, for the love of- let me guess; yer usually receiving?" Caramel could only nod.

Sighing, Applejack roughly shoved Caramel onto his back. "Guess I gotta do all the work," she grumbled, mounting Caramel's modest member. Caramel gasped, as he felt a pussy wrapped around his cock for the first time. Applejack's slick slit slid up and down Caramel's rod, while her own cock slapped loudly against his stomach, precum profusely leaking from the dark orange head.

"O-oh, sweet Celestia, I think I'm gonna-" Caramel gasped, his cock throbbing. Suddenly, Applejack's pumping ceased, leaving only the tip inside her entrance.

"Not yet, you ain't," the dominant mare growled. "I ain't even close, and you ain't finishing until I do. That clear?" Caramel nodded with a groan. "Good," she continued, as she began to continue humping him, but this time at a slower, more deliberate pace, that made sure to hit all of her right places.

"C'mon, now," she grunted. "You gotta do more than just lay there like a dead fish! Fuck me, like the stallion yer boyfriend is!" Caramel weakly thrust into his partner. Applejack snorted in annoyance. "I said t' fuck me like your boyfriend would, not the way you would! Harder!" Caramel's thrusting increased, causing Applejack to moan in approval.

"L-like this?" he asked, grabbing a hold of her ass for leverage.

"Harder!" she grunted. "And no talking, neither! I'm tryin' to pretend a real stallion's poundin' my pussy, and the timid, pussy shit ain't helpin'!" Caramel nodded in affirmation, squeezing her plump plot harder, increasing the rate of his thrusting.

"Fuck!" Applejack yelled, hilting Caramel inside herself, as her snatch tightened around his pecker, spraying her pussy nectar onto his crotch, while her cock shot rope after rope of thick, salty cream all over his torso and face.

Caramel screamed as he, too, reached his own climax, filling Applejack with his essence. After a moment of silence, save for their deep panting, Applejack hastily pushed herself off of Caramel.

...

After Applejack and Caramel had cleaned themselves up, and put their clothes back on, the two sat underneath the apple tree, not saying a word, nor looking at each other. Finally, Applejack was the first to move, and turned her head to look at Caramel, who was staring at the ground, tears in his eyes. What she had done was wrong, and she knew that, but now she had to make things right.

"Hey, Caramel," she said, breaking the silence. The shy stallion turned to look at her, hastily wiping away his tears. "I just wanted to say that I'm sorry. It wasn't right for me to threaten to blackmail ya, not that I was even going to actually go through with it, and it definitely wasn't right to... coerce you into doing that, especially since you've already got a special somepony."

"I-it's all right," Caramel whispered, fresh tears blurring his vision. "I forgive you. I went along with it, so I'm equally to blame. I'm just..." he sighed. "I'm scared Soarin' will find out."

"Don't you worry about that!" Applejack snapped. "He ain't never gonna find out, and, even if he did, I would tell him what happened, and how it ain't yer fault."

"Thanks, AJ," he sniffled, smiling slightly. "You're a good friend."

And then the rain started to fall.

Author's Note

I promise the next chapter will be less feelsy, and more sexy, fun, futa action.

Also, this may possibly be the last update, for a while. Circumstances will be leaving me without stable Internet connection until probably July, so just hang in there.