Lustful Dreams

by grey mane

Rating: mature
Tags: Sex, Twilight Sparkle, Anthro, My Little Pony: Friendship is Magic, Rainbow Dash
Length: 5820

Request for ELZZombie featuring Rainbow Dash and Twilight Sparkle

Twilight Sparkle experiments with entering the realm of dreams that Princess Luna often visits, her small visit causes her to visit Rainbow Dash in her dreams. The small trip quickly turns into an erotic fantasy Rainbow has enjoyed while lusting after her lavender friend, one Twilight will experience first hand. This story was a request for one of the best artists I've had the pleasure of getting to work for and follow ELZZombie.

Fetishes include: Futa on female, futa on futa, breast expansion, cum inflation, oversized cocks, breast lactation, and public sex. Enjoy.

Published 2017-07-21 01:50:07 UTC
Last updated 2017-07-21 01:50:07 UTC

Sweet Dreams

It was a dark night in Ponyville, the stars were blocked by a few clouds and the moon was not reflecting any light that evening. It was calm and quiet for all who had begun to rest up for the next day. All at once a thunderous sound burst through the village startling what few ponies were still awake, as far as they knew there wasn’t a storm scheduled for at least another week.

As they quickly ran into the homes hoping to avoid getting rained on, two more of the sound echoed across the night sky with only moments between them. The last of the weather team took to the sky closing his eyes hoping to find the direction the thunder came from. The first roaring sound he heard coming from his right caused him to look in that direction, hoping to see where or even if there was a rogue storm cloud could be.

With a groaning sigh he shook his head before flying off to his home. Looking back at the Crystal Tree Twilight now called her home, all he could do was simply shrug as he tried not to ponder what she was doing.

Holding up her hand Twilight levitated several beakers and tubes as she groaned, “Spike I thought you said they were properly secured in place.”

“They were the last time you needed them.” He yawned curling up on the floor with his arm under his head.

Looking at her half awake assistant Twilight gently set down the last few tools where she needed them, “Oh Spike,” She groaned waving a hand over him, “well that can’t be helped too much.” As a purple aura enveloped Spike, he slowly faded from sight.

Walking over to her desk Twilight went over her notes, each of them taken from countless books that now littered the room around her. The closest of the books to her was a study into rapid eye movement sleep (or R.E.M.S. for short), and what caused it the most. While it was attributed to vivid dreamers, it listed three stages of REM Sleep anypony went through before entering deep sleep.

Next to that book was another focused on Lucid dreaming, and learning how to control your dreams. At best Twilight could guess that Luna’s control over the dream realm was associated to some of this, but however much was unclear and couldn’t truly be studied. At least until now as Twilight pieced together the last few bits of a spell, looking over her notes one last time she groaned at what little results she had and the countless theories.

“Okay, so I won’t have any control over any of the dreams I visit like Princess Luna does.” She whispered to herself as she began pacing back and forth, “But let's say it's safe to assume that while Luna doesn’t need permission to enter a nightmare, there is a good chance that one could be needed for a dream.” Thinking back to when they had to deal with the Tantabus Twilight groaned as she scratched her head, “But if that is true then is it expressed permission that is needed, or is it because she’s a Princess that it's already given? And what about creatures that can invade dreams as well?” Twilight sighed as she rubbed her head pondering the countless variables that now stood before her.

Setting her notes down Twilight took a small walk through her home, hoping it would help to clear her mind and give her the answers she was overlooking. Reaching her upper balcony Twilight looked out at the seemingly endless view, as her mind slowly drifted back to her experiment at hand.

Looking up at Cloudsdale she gave a sly groaning hum as she crossed her arms under her breasts, “I wonder if I don’t need permission, but I just need trust. Or perhaps it could be the pony whose dreams I’m entering, just needs to be unaware of the fact I’m actually there.” Walking back into her home Twilight sighed as she looked at her friend’s chair, “Sorry Rainbow Dash, but I need to test this out. If all goes well, I may tell you about it later.”

Walking back down to where she left her notes and theories, Twilight looked over everything one last time. Everything seemed to be in order, and if she took care of every variable she could document then all should go as planned. With one arm up about shoulder level faintly stretched out as though she was trying to grab something, her other arm rested on her hip in similar fashion to the first.

Focusing on bending the magical energies both around and within her, Twilight focused on the Dream Realm. Feeling the room grow colder she could hear the faint sounds of laughter and giggling, most were from foals while others from adults. As she opened her eyes the realm she barely touched vanished from her in an instant.

“Damn it!” She shouted slamming her fists on her desk, “So close, so fucking close.” Looking over her notes again Twilight groaned, “What am I missing?” Thinking for a moment Twilight began to blush as she recalled a small conversation she had with Celestia.

“Luna?” She asked looking at her naked sister walking the halls, “Well she told me that you can’t take anything from the waking world into the dream realm.” Covering her lips Celestia giggled, “Though she could just be using it as an excuse to walk around as bare as can be, after all she still has her crown on her head.”

Looking at her own gown Twilight blushed all the more as she looked around, “Well its not like anypony is going to see me.” She reassured herself as she grabbed the base of her shirt, “And if Rainbow Dash sees me, she will just think it’s a dream right?” A rhetorical question she hoped as she pulled her shirt over her head and dropped it onto the floor.

Starting to work on loosening her belt, Twilight’s breathing slowly began to grow heavy as the rush of stripping like she was began to excite her. Sure she had been naked before, but to bathe in the privacy of her own restroom where no pony would see her. This was a new experience altogether as she knew there was a good chance somepony could see.

Slowly sliding her pants off she sighed, “It's alright Twilight, you’ll be back before anypony could wake up. And even if you’re not, your clothes are in this room waiting for you.” Closing her eyes once again Twilight concentrated on the spell, slowly her body locked up letting out faint shivers as her bare body was greeted with a cold kiss.

As the sounds of faint laughter and giggling reached her ears, Twilight tried to not react as her focus began to waver. Feeling the magic around herself falter she began panting as she fell onto her hands and knees. Thinking she had failed again, Twilight was curious as to why the world around her was still as dark as could be.

Looking at her arms and hands she hummed under her breath, “There would have to be light for me to see myself, and yet there doesn’t appear to be a source.” Thinking for a moment she heard the laughter again, “Who’s there!?” She called out covering her body as best she could.

Slowly a ball of light drifted past her eyes with the laughter sounding closer than before. Looking around for a moment, Twilight cautiously moved the arm covering her breasts and reached for the ball. Bringing it closer she could faintly see the outlines of foals running and laughing, at best guess they seemed to be playing or rough housing.

Letting the orb go Twilight gasped as she smiled, “I did it!” She squealed in excitement as a few more glowing orbs began floating by, “Okay, now where is Rainbow Dash?” Walking among the orbs taking her time to look into several of them, Twilight pondered if Luna had an easier way of doing it.

As she walked among the orbs Twilight faintly heard her name being called in the distance. Turning around she slowly walked trying to keep her focus on where it was coming from. As she progressed her steps slowly grew faster as the voice calling her seemed to be moving away from her.

“Twilight!” A rather raspy voice called out to her, causing her to try and dig her feet into the ground.

Hearing her name being shouted again, she soon walked up to an orb that seemed to flash in the same pattern as a heart beat. Looking into the orb Twilight saw Rainbow Dash reliving past experiences she seemed to be enjoying. As to why Dash was calling out her name she couldn’t tell as of yet.

Eager to test her theory and document the experience that would follow, Twilight pressed her finger into the orb. As it began to shine brighter Twilight felt a warmth slowly start to envelop her body. Looking around in Rainbow’s dream, Twilight stared in confusion at the location her friend’s dream had taken them to.

“I don’t recall ever being here before.” Twilight muttered to herself as she looked around and touched the world around her, “So real to the tou-” She began to speak only to hold up a toy that made her blush, “Why would Rainbow have an anal plug?” Feeling a pair of hands wrap around and grip her breasts, Twilight gasped as the fingers began teasing her nipples.

“Oh you know why I have that Twi.” Rainbow answered as she pressed her bare chest against Twilight’s back, “To better prepare you for your favorite toy.” Before Twilight could ask she felt a rather large cock slide between her legs, rubbing against her slit till she felt Rainbow’s waist against her ass.

Looking down at the hard vain throbbing cock Twilight gulped at its size, “You have a strap on?” She nervously asked only to feel Rainbow squeeze her breasts as she pinched the nipples.

“You can call it a strap on.” She giggled while slowly pulling her hips back, “These don’t feel quite right to me.” Rainbow chuckled as she twisted Twilight’s nipples, “I know just what to do to fix that.” Turning Twilight around she shoved her onto the bed, for a moment Rainbow stood before the lavender mare enjoying what she saw.

Sitting up on the bed Twilight covered her body with a pillow as her eyes locked on the massive cock, “W-what are you doing with that?” She asked staring at Rainbow’s cock as it seemed to twitch before her eyes.

Rainbow walked up to Twilight smiling as she placed a curled finger under Twilight’s chin, “I get it, playing the virgin tonight.” Grabbing the pillow Rainbow tossed it across the room and pressed her cock against Twilight’s chest, “I love it when you surprise me with a role to play.” Lowering Twilight’s chin, Rainbow pressed the head of her cock against her lips, “It always turns me on, and I’ve never had a virgin before.” Gently grabbing the back of Twilight’s head, Rainbow Dash shoved her cock into her mouth before the lavender alicorn could say anything.

Twilight muffled around Rainbow’s cock as she tried to back away and speak. The feeling of Twilight’s voice vibrating, and her tongue moving around caused Rainbow to groan. As her eyes rolled back from the pleasure she felt, Rainbow began pressing her nails into Twilight’s scalp.

“Oh fuck…” She panted shoving her cock down Twilight’s throat, “you’re much tighter than usual.” Rainbow groaned as she began moving her hips, sliding her massive cock in and out of Twilight’s throat.

Each chance Twilight had to gasp for air she took it, only to gag as Rainbow thrust her hips back into Twilight’s face.

“Sweet Celestia in Canterlot!” She shouted as her cock throbbed feeling Twilight’s esophagus contracting tightly around it, “Keep it up and I just might cum sooner than I normally do.” Feeling Rainbow’s cock slowly slide out of her throat, Twilight began coughing and gasping.

“Rainbow…” She tried to speak between coughs and gasps hoping to talk her friend out of continuing.

Before Twilight could say anymore her sight was soon blocked by the sack that had been tapping against her chin. Twilight could only stare in confusion as she felt Rainbow resting her cock on Twilight’s forehead.

“Come on egghead.” Rainbow teased rubbing her cock against Twilight’s horn, “I promise you’ll like the taste.”

“We don’t have to do this.” Twilight begged as she leaned back hoping to crawl over the bed and put some space between them.

As Twilight slowly inched away from her friend, Rainbow pinched her nipples giving them a good twist as she pulled up.

“I didn’t know you were so eager for that.” She giggled as Twilight's breasts began to grow in size, “All you had to do was ask, and I would have been more than happy to tit fuck you.” Letting go of Twilight’s nipples she gripped her friend’s breasts giving them a hard squeeze, “But first we need a little something for the friction.”

Feeling Rainbow’s grip growing tighter with each passing second, Twilight fought to keep her voice from escaping. Her thoughts drifted back and forth between trying to stop all of this, and whether or not she was enjoying it.

As Rainbow continued to squeeze Twilight soon felt a bit of moisture running down her breasts, “There’s the good stuff.” Rainbow purred as she gave her friend’s breast a quick suck, “You taste sweeter than normal, I wonder why.” Giving Twilight one more hard squeeze, Rainbow rapped her cock between Twilight’s breasts.

Slowly she moved her hips to allow Twilight’s milk to lube up her shaft, “Rainbow, please-” Twilight began to beg only to have her mouth stuffed with Rainbow’s cock once again.

“Oh damn, I should have done this last time.” She moaned as her cock was pleasured with Twilight’s plump soft breasts and her warm mouth.

As her cock began to throb, Rainbow Dash started to pant and groan as she tried to hold back her ever building load. Twilight whimpered a little feeling each pulse that touched her tongue, along side the seeping precum that fell into her mouth.

“Oh fuck!” Rainbow cried out as her breathing became deeper and heavier, “Little more…” She begged herself as her balls began to ache demanding the release, “here it comes egghead!” She moaned shoving her cock back down Twilight’s throat.

Feeling the warm thick fluid flowing down within herself, Twilight began to feel a little off as Rainbow began thrusting her hips back and forth.

“Take every last drop Twilight, you know you love it!” She moaned between thrusts as her cock slowly became limp.

Twilight began to cough and gasp for air as Rainbow slowly pulled her limp cock out of her, “Oh sweet Celestia…” She gasped only to hear a pleasured agreement from Rainbow Dash, “why did you do that?” Twilight asked slowly rising from the bed covering herself with her hands.

Walking over to her friend Rainbow grabbed Twilight’s hips, “Why else, it always helps you to fill in. And in just the right place to boot.” Feeling out Twilight’s full and luscious hips Rainbow groaned in disapproval, “It seems like we are missing something.” As Rainbow slowly dropped to her knees, she dragged her tongue down Twilight’s back.

Feeling Rainbow reaching her ass, Twilight gasped as she felt Rainbow’s tongue slowly moving around her tight puckered hole. Pinching on Twilight’s clit Rainbow rolled the small nub between her fingers, causing Twilight to moan as she struggled to stand.

“Here comes the best part.” Rainbow teased as her tongue pressed into Twilight’s anus, the alicorn responded with a loud moaning ‘yes’ only to cover her mouth.

Looking over her shoulder Twilight could see Rainbow’s lustful gaze, and faint smile to finally have heard that wonderful sound. Pulling on Twilight’s clit she buried her face into Twilight’s ass, shoving her tongue as deep as it could go.

“Oh sweet Celestia don’t stop!” Twilight shouted as her pussy dripped down onto Rainbow’s forearm.

Feeling Rainbow pulling harder on her clit, Twilight looked down and watched as it began to stretch out. Unable to think straight she could only pant and moan while watching as her clit slowly turned into a cock, similar in shape and size to Rainbow’s.

Gripping Twilight’s newly formed cock Rainbow pressed her tongue hard against Twilight’s rectal wall, “You like it?” She asked as her words were muffled by the ass cheeks on each side of her face, “Clearly you do…” Her tongue moved with each syllable causing Twilight to moan as Rainbow stroked her cock, “look how hard you are, how your cock throbs in my hand.” Twilight panted as she placed her hands on the bed trying to stay standing.

Looking down between her legs, Twilight saw Rainbow had started rubbing her cock with one hand while continuing to stroke hers with the other hand. Twilight watch as Rainbow’s cock slowly grew to be as hard as her very own.

Once she was as hard as could be Rainbow stopped eating Twilight’s ass causing her to beg for more, “Not just yet.” She whispered slowly standing up, “I want to see something.” Turning Twilight around Rainbow pressed her cock up against Twilight’s, “Which do you think is better?” She teased dragging her tongue across the tips of both, “Yours is a little saltier,” Rainbow hinted slowly taking Twilight’s cock into her own throat, “Oh Celestia!” She gagged around Twilight’s shaft, causing the alicorn to fall back onto the bed as she felt her friend’s throat tightening as she gulped.

“Celestia’s sweet ass…” Twilight gasped and moaned as she wrapped her legs around Rainbow’s head, “please don’t stop.” She cried out as her voice began growing louder as she felt Rainbow’s fingers moving around within her pussy.

Twilight lost all sense of rationality as her upper body began contracting and wiggling around in pure pleasure. She could only pant, moan, and gasp as she felt Rainbow working her cock with such skill.

As Twilight began to cry out her back arched as her body locked up, “Oh fuck…” She panted between weakened breaths as she felt Rainbow swallowing her cum, “have you… done this before?” She asked looking down between her breasts as her chest rose and fell with each breath.

Slowly pulling Twilight’s cock out of her throat as she sucked every last drop, Rainbow stood up with a lustful smile and a faintly glistening chest. Moving Twilight’s limp cock onto her abdomen, Rainbow lifted Twilight’s legs as she began to crawl onto the bed while sliding her cock against her friend’s. Running her finger through the sticky wet area on her chest Rainbow licked a little off her finger, only to share the taste of Twilight’s pussy juice with her.

“I love how you keep playing the virgin Twi,” She groaned rubbing her cock against Twilight’s, “it’s such a turn on. Almost like you’ve never fucked like this before.” With each rub she could feel Twilight's cock slowly harden back up, “But I know what will make this so much more enjoyable.” Rubbing Twilight’s feminine cum all over her breasts, Rainbow panted and moaned feeling her breasts growing in size.

Watching the shameful display aroused Twilight causing her to suck on her’s and Rainbow’s cock, while wrapping and rubbing her breasts around both. Slowly her eyes followed Rainbow’s body down to her hips, their full lustful curves caused Twilight to think of all the dirty things she’s always wanted to do to Rainbow.

Slowly her eyes followed Rainbow’s body back up to gaze at her full heavy breasts. Rainbow pressed her nipples against Twilight’s as she lay on top of her. Moving her hips slowly Rainbow enjoyed the feeling of her cock grinding against Twilight’s, as their breasts rolled and pressed against one another.

Before long they both felt the lactation beginning to soak their cocks, as the heads throbbed in Twilight’s mouth.

With a groan Rainbow pulled her cock away, “Fuck that was close.” She panted spreading Twilight’s legs, “Let’s see how much the naughty virgin can really take.” Rainbow chuckled as she rubbed the head of her cock around the entrance to Twilight’s pussy.

“Please no…” Twilight begged as she whimpered, “you’ll tear me in half with that monster.”

Rainbow shown off the glistening head of her cock to Twilight with a smile, “Oh Twi, I’m not going to stick it in there.” Twilight sighed as she stuck out her tongue and opened her mouth, “Not there either egghead.” Rainbow smiled as she flipped Twilight unto her chest, “We are going right here.” She hinted pressing the head of her cock against Twilight’s tight puckered anus.

“Rainbow wait!” Twilight begged feeling the pressure of Rainbow pushing her cock into her ass, “It won’t fit!” She cried feeling her anus slowly spreading as the massive stallion meat slid into her, Twilight’s words became sputtered gibberish even to herself as she felt Rainbow’s cock going deeper and deeper.

Rainbow grabbed Twilight and rolled over onto her back as she felt her hips on Twilight’s ass, “That wasn’t so bad was it?” She teased bucking her hips causing Twilight to let out a groaning gasp, “And look, you can even see where it is.” Rainbow punctuated by rubbing her hand over the bulge in Twilight’s abs, “How does it feel?” She asked bucking her hips harder, causing the bulge to grow slightly before going back down.

Twilight groaned as she moaned feeling Rainbow’s cock sliding in and out of her rectum, stuffing her to the brim causing her eyes to roll back slightly as garbled moans escaped her mouth. Twilight began to lose conscious thought as pleasure began to consume her mind with each thrust.

“Fuck Celestia’s sweet ass…” Rainbow groaned as she reached up to squeeze and fondle Twilight’s breasts, “your tight little ass feels wonderful.” Twilight could only respond with her tongue starting to hang out of her mouth, slowly Rainbow picked up the pace bucking her hips a little faster.

Gripping Twilight’s hips a little tighter Rainbow began pulling her into each thrust, making each as hard as they could be. Leaving Twilight a tear filled, pleasure consumed cock warmer as her breasts jiggled with each thrust. Watching Twilight’s hard cock popping around with each thrust, Rainbow grabbed Twilight’s cock stroking it slowly as she sucked and licked the head.

Both mares began to pant and groan as their cocks throbbed, aching to release their loads. As Rainbow began to feel her sack tightening she stopped sucking Twilight’s cock, leaving her wanting and begging through a garbled voice. Both mares cried in pleasure as Rainbow filled Twilight’s ass with cum, her belly slowly beginning to plump and swell up Twilight ran her fingers over it as she reached for her cock.

“No, no egghead…” Rainbow teased placing a hand on the head of her cock, “you didn’t ask me if you could cum.” Rubbing the head of Twilight’s cock Rainbow watched as she gripped the bed and begged to release her load, “You know the punishment for not asking first.” She smiled as she pushed on the cock, causing it to slowly shrink back down into a simple throbbing clit.

Twilight whimpered as the feeling of wanting to cum through that cock still ravaged her body, “Please let me cum!” She cried out trying to rub what little of the cock remained in Rainbow’s hand.

Once it was back to normal Rainbow bit down on Twilight’s nipple, “You don’t get to cum tonight Twi, you’re being punished for not asking properly.” As she pressed on Twilight’s swollen gut she cupped a little of the cum that seeped out of her ass, “Shame you’re just a dream, and not the real Twilight.” She let slip as she looked at the small pool of cum in her hand, “What I wouldn’t give to fuck her the way I just did you.” Rubbing the cum over her breasts Rainbow wrapped a leg over Twilight and fondled her breast, “But all you are is a sweet dream.” Rainbow muttered as the fantasy she created slowly began to fade and waver.

Twilight found herself lying naked on the floor of her lab still covered in a bit of cum, even her thighs and crotch were still soak with her own sweet juice.

Running a finger through the fluid Twilight tasted herself, “Oh dear sweet Rainbow Dash…” She groaned still feeling the need to cum from a cock that was no longer there, “dreaming such dirty things about me.” Picking up an old book on transfiguration she opened it to the chapter on body manipulation, “And you wouldn’t let me feel that last bit of pleasure in exchange for it.” Holding her hand above her crotch Twilight moaned as she felt her clit throb and swell, “But I’ll fix that soon enough.”

Panting as the spell came to an end, Twilight smiled as she looked at the size of her new addition. Envisioning Rainbow’s room in Cloudsdale down to the tiniest detail, Twilight focused the magical energies around herself allowing it to envelop her body. In a blinding flash she teleported from her lab and into Rainbow’s dark bedroom, where she heard the sleeping pegasus moaning as she faintly moved in her bed.

Keeping as quiet as can be, Twilight walked over to the blind and cracked it open. Looking at Rainbow with the little light she had, Twilight smiled as she licked her lips gazing at her naked friend.

Slowly she stroked her semi-hard cock as she walked towards her sleeping friend, the sight of Rainbow spread across her bed. Her fingers moving in and out of her soaked pussy as the thick fluid dripped off her knuckles, a thick visible stain covered the space between her thighs.

Crawling into Rainbow’s bed Twilight whispered as she slipped between her legs, “Still dreaming naughty dreams about me?” Pulling her fingers away she heard Rainbow begging her not to stop, “Oh trust me, I’m not going to once I get started with you.” She promised dragging her tongue across the wet tender folds of her labia.

Rainbow gasped as the tip of Twilight’s tongue touched her clit, teasing it as it circled around for a moment.

“Oh fuck!” Rainbow panted as she gripped her breasts, “please don’t stop I’m almost there.” Her raspy voice called out as she pinched her nipples.

Shoving her tongue deep into Rainbow, Twilight rubbed against her upper inner wall. Reaching up Twilight began to fondle Rainbow’s breasts, rubbing her nipples as Rainbow’s voice slowly began to get louder.

As her back began to arch Twilight stopped eating her out and pulled her hands back, “OH fuck Celestia in the ass…” Rainbow groaned as she stared up at the ceiling.

“I would but I think you’re ass would be a better fit.” Twilight retorted getting a half shocked look from Rainbow.

Looking around her room Rainbow sighed as she smiled, “Oh, I’m having that kind of dream.” She chuckled spreading the lips of her pussy showing off her pink wet depths, “Come on Twi, show me what you’ve got.” She demanded with all the confidence she had and then some.

Taking Rainbow’s hand Twilight smiled as she helped her out of bed, “Oh I will.” She emphasized by pressing her throbbing hard cock against Rainbow’s abdomen, “I plan on taking that tight…” She grabbed Rainbow’s ass and pulled her in, “sweet ass, and fucking it till I fill you up.” Reaching behind her Twilight grabbed one of the anal plugs, “And then I’m going to watch you walk around with this in your ass.” Getting closer to her ear Twilight began to whisper, “And if even one drop of cum falls out of you, I’m going to fuck your throat raw.”

Rainbow Dash simply smiled as she let out a faint squeal, “Best dream ever!” Turning around she rubbed her ass against Twilight’s cock, “Well don’t keep me waiting.” She said faintly annoyed.

“Oh but I want you to wait, just one moment longer.” Twilight purred wrapping her arms around Rainbow as she channeled a little magic, “Just until you’ve learned your place, sitting on my cock.” Rainbow rubbed her ass into Twilight’s cock as she faintly laughed.

As a flash of light enveloped them Rainbow rubbed her eyes once everything slightly dimmed. Looking around her eyes slowly began to widen as an arm went over her breasts, and a hand covered her crotch. In her mind Rainbow tried to rationalize everything, it had to still be a dream she hoped.

For the longest time she fantasized about Twilight, and now her dreams had her in public. She began to ponder if she had an exhibitionist fetish hidden under all of it. Feeling Twilight pinch her nipples, she felt her heart slowly begin to race as the crowd of ponies around them began to whisper.

Slowly Rainbow began moving her fingers in and out of her pussy, teasing her clit as best as she could.

“Damn egghead, you know what I like.” She whispered feeling Twilight’s massive cock sliding in between her thighs, Rainbow began to moan as Twilight rubbed her cock against Rainbow’s dripping slit.

As she began to enjoy it Twilight pulled her wet cock back and pressed it against Rainbow’s anus, “Oh shit they are actually going to fuck in public!?” Shouted one stallion as several more began to shout and whistle.

Leaning back Rainbow whispered to Twilight, “Thank Celestia this is a dream.” Feeling Twilight’s cock slowly enter her ass she let out a gasping moan, “Fuck yes!” She shouted as Twilight spread Rainbow’s legs and lifted her up for all to see.

Casting a small spell Twilight bound Rainbow’s arms and wings behind her back as she whispered, “This isn’t a dream.” Before Rainbow could ask, Twilight bit the tip of her ear as she bucked her hips into Rainbow.

As the realization set it, Rainbow could only bite her lower lip in a desperate attempt to keep from crying out in pleasure. She didn’t want to admit it, not in front of all of them, not like this, but Rainbow knew she was enjoying all of this. The lustful eyes ogling her body as Twilight rams her ass, how her belly bulged with each thrust causing her rectum to tighten around Twilight’s throbbing cock.

The one thing she was thankful for beyond finally having sex with Twilight, was the fact Twilight at least held her up rather than plowing her into the stone ground. Her one thing to be thankful for was short lived as Twilight set her down. Rainbow was unable to stand on her own, her knees weakened under her causing her to drop and moan as she slid down Twilight’s cock.

Following Rainbow’s actions, Twilight slowly dropped to her knees as she grabbed Rainbow’s hair.

Pulling back on the rainbow colored hair Twilight bucked her hips driving Rainbow’s face into the dirt, “On your hands…” She commanded pulling her hair harder barely lifting her head off the ground, “I want to fuck you like a proper slut before everypony here.” Rainbow couldn’t help but comply as she smiled, struggling to lift herself up as the pleasure she felt left her weakened.

Rainbow’s eyes rolled back as she panted, moaned, and groaned feeling Twilight’s cock begin to throb more and more with each new thrust. Twilight began panting and groaning as she withheld the urge to fill Rainbow with her cum.

Bending over Rainbow, Twilight pulled on her hair as she bucked her hips and twisted her clit, “You’re so wet.” She whispered pulling Rainbow’s clit with her thumb and index fingers as her middle and ring slipped into Rainbow’s pussy, “So tight and warm, you want to cum don’t you?” Twilight groaned as she slammed her hips into Rainbow’s ass as she groaned a loud begging yes, “Well that’s too bad…” Twilight teased pulling her hand back, “I’m not going to let you cum, not till you’ve walked back to my castle.”

Pointing to her left Rainbow looked in the distance only to groan, “That will take all day…” She cried out to an ever watching public, “please let me cum Twilight.” Rainbow begged only to feel Twilight’s wet hand spank her ass.

“You left me begging and wanting in your dreams didn’t you?” Rainbow’s eyes watered up as she looked back at Twilight, “And a naughty mare needs to be punished properly don’t you agree?” Her question was rhetorical, regardless of what Rainbow said or even begged Twilight planned on making her walk.

Slowly Twilight began to sit back pulling Rainbow with her, as she lay on the warm hard ground Rainbow sat on Twilight’s hips. Her legs spread for all to see her soaking wet marehood. Again she cried out begging Twilight to let her cum, as her hips moved with each twitch and throb her clit and labia gave.

As a gentle breeze kissed her sensitive slit Rainbow begged again as a thick drop fell to the ground. Both times Rainbow was aware of how Twilight ignored her begging, only to thrust her hips harder into Rainbow. Rainbow’s breasts bounced in full view of the public causing the pants of many stallions to bulge, some mares even watched in jealousy wishing to be riding Twilight’s massive cock.

Some that had gone without panties, hoping to get a little lucky today, could feel their thighs begin to soak as their nipples stood as erect as several of the cocks there.

Twilight began to groan as her cock achingly throbbed, “Ready Rainbow…” She groaned gripping Rainbow’s hips.

Pulling Rainbow into her last thrust, Twilight began to fill Rainbow full of cum. Her belly swelled with the cum that flowed and filled her rectum.

“Fucking thank Celestia!” Rainbow cried out as her tongue began to hang out of her mouth.

Turning over Twilight slowly stood up as she panted, her limp cock slowly siding out of Rainbow’s ass. Pulling the anal plug out of a magical pocket, Twilight shoved it into Rainbow as some of the cum began to seep out. Casting a spell Twilight’s clothes soon covered her body, as a collar and a leash was put around Rainbow’s neck.

Pulling on the leash Twilight watched as a weakened Rainbow struggled to her feet, “Come on my little slut…” Twilight called as they began to walk to the crystal tree, “you did say it would take all day, and I plan on showing you off to everypony I can.”