Fall of Equestria: Gilda's Punishment

by TheOneWithoutAName

Rating: mature
Tags: Non-consensual, Fluttershy, Sex, Anthro, My Little Pony: Friendship is Magic, Dark, Original Character, Porn, Fetish, Rainbow Dash, Gilda
Length: 8625

Gilda was captured. The brash griffoness shortly afterwards gets shipped on the warbeast farm where she meets her old friend Rainbow Dash. And much to the hens chagrin said mare is trying to corrupt her to the side of bestiality!

Four years have passed since Rainbow became a broodmother to the warbeasts. She lives a rather fulfilling life and found her true calling. Her life couldn't be any more grand...at least she thought that until she heard that her friend Gilda was captured and brought along on the farm. Said hen was chosen to be a breeding slut for the warbeasts as well. Albeit...she isn't as enthusiastic as Rainbow about that particular prospect. Though Rainbow just knows how to make her change her mind. A good hard rutting.

Commissioned by: Anonymous

Editor: Koekelbag

Prereader: linkster

Contains: Bestiality, Eventual Consensual Rape, Mother/Son Bestiality Incest, Spitroast, Hyper/Large Cocks, Titjob, Bukkake, Impregnation, Cum Inflation, a bit of Double Penetration and Prolapse, and a Naughty Griffoness Crushing on our Favorite Prismatic Slut

Published 2018-01-31 18:10:06 UTC
Last updated 2018-01-31 18:10:06 UTC

Gilda's New Mates

Author's Note

~~It is sadly still undedited, but I honestly, didn't want to keep you guys waiting any longer. The edited version will follow as soon as it is ready.~~

Edit: Edited now!

~~Until then~~ I hope you will enjoy this sequel and that it comes close to its predecessor. Be sure to leave your critique if you have the time and give me your thoughts on it! :yay:

Gilda's New Mates

Four years have passed since Rainbow Dash was impregnated by warbeasts for the first time. Four years since she found her new true calling in life on Fluttershy’s warbeast farm. It was a time in which the prismatic mare adjusted quite nicely to her new perverted lifestyle, just as her body has.

As she trotted along on the field, smiling at the different warbeasts that were either lazing about or fucking some mares she walked in the direction of the hut. Thungrox wanted to talk to her after all. She stopped on the side of said hut where a full-body mirror was placed. A rather strange location some might think, but Fluttershy certainly loved to admire herself and her pregnant belly. Something Rainbow actually found herself doing as well after some time. She loved to be bred, just as she loved her look from it. Albeit she wasn’t sporting such a belly right now as she gave birth to a set of warbeast twins a day ago. Of course, she was quite confident that she was going to be impregnated again soon. Something that filled her with debaucherous glee as she rubbed her flat belly.

No pony would guess that she was the top broodmare on the farm, thanks to spells that helped her keep her body in a pristine shape. Though she likes the term broodmother even more. And seeing how many warbeasts she had given birth to, she felt that this title suited her much better.

Her hands then traveled up along her soft short blue fur and up to her massive set of breasts. It was quite interesting. When all of this started her breasts were as A-cups small and laughable at best. At least according to some stallions that weren’t really into her athletic physique. She knew as well that she had the smallest cup-size out of all of her friends. Well...had. While the spells kept her body in a good shape they didn’t hinder her from one of the upsides of being a breeding machine to a horde of sexually active warbeasts.

It was strange the first time her breasts lactated, but as soon as a warbeast, both young and old, suckled on them Rainbow couldn’t help but feel a shiver of excitement travel down her spine. And with each subsequent pregnancy and birth her breasts just seemed to grow more and more until someday she managed to beat even Fluttershy in cup-size. And Fluttershy has a truly enormous E-cup. Well, enormous is probably a term best saved for herself now. Her grown F-cups certainly hold a lot of milk in them. At all times.

A rather big change for her, but also not the only one. There was still another. Her cutie mark. She wasn’t exaggerating that this was her new true calling in life as even her cutie mark agreed. Said mark changed on the first birth which were twin warbeasts. This is a rather rare sight to behold since twin births don’t happen often, at all. Well, for any other mare anyway, but not for the Rainbow Broodmother Dash. She found out that her body is actually so fertile and capable that she has always been birthing twin warbeasts. Something that was confirmed by the change of her cutie mark which showed a womb with two warbeasts inside.

Some ponies might be bothered by such a drastic change, seeing as cutie marks were an integral part in their old society. But Rainbow didn’t feel bothered by it. She barely remembers what her old mark looked like, and she also didn’t care. It was an old part of her life, in contrast to this new one. And this new cutie mark was something she was wearing with pride. She puffed out her naked chest all too pridefully in front of the body mirror, making her breasts stick out even more, and causing her to grin. She felt awesome. In all the right ways.

But still. Thungrox wanted to see her, so she better gets going. No need to piss him off after all, so she casually walked to the door, quickly entering the abode.

She walked to the living room, seeing the caribou sitting there with her buddy Fluttershy on his lap, bouncing happily on it with a silly degrading look upon her face. Wet squishes could be heard each time her pussy was speared on his large cock.

Something that would have disturbed the rainbow-maned mare long ago now seemed quite normal and unspectacular. Though still, that wasn’t what really mattered right now. After all, if the caribou wanted to see her, she might as well see what he’s up to.

She got on her knees, facing the caribou and acting as obedient as she could.

“Uh, you wanted to see me master?” she asked.

She wasn’t a big fan of Thungrox or the caribou, even after accepting her position as a broodmare. They were for all she cared still huge jerks. But even despite that, they had the power to take her away from her home and newfound family if she acted out of place. That is why she has come to terms with being polite to them. It was a small sacrifice to live a happy and fulfilled life. Sure, she got fucked sometimes by him, or any other jerk Thungrox offered her to, but that was the exception. The caribou recognized her incredible warbeast potential and sheer awesomeness, so he let her be for most of the time. That was a freedom she didn’t have with that idiot Soarin. Not that it mattered anymore. Her devotion and obedience got her a red collar, so she found herself treated better anyway.

Fluttershy on the other hand seemed not to care if she was fucked by caribous, stallions, warbeasts or some dogs if it comes down to it. Her friend was slutty enough to enjoy every second of it as can be seen by her drooling face as her arms were held back by Thungrox while he smashed his hips up into her bouncing form, eliciting some more raunchy moans from the once so shy mare.

The caribou of course had already noticed her, staring at the prismatic mare intently for a few seconds, as if to gauge her before coming to the point of the matter, “Yes. I summoned you here because I have purchased a new female that will get broken down. She is a ‘special one’, so she will stay here with us and breed warbeasts, just like you. And considering I heard that you know her I think you slut will be the best suited to introduce her to her new life.”

“I know her?” Rainbow instantly parrots with a curious gaze.

Thungrox nodded, “Indeed. It is a griffoness called Gilda. She is quite feisty, so I see how you were friends. Make sure to get her slutted up until the evening. Otherwise I will lend you out to the local pub,” the caribou warned, making Rainbow shiver.

The local pub was full of jerks. She rather would stay here with these loving beasts that cuddled up to her at night than having to service some idiots there, so she nodded rapidly with a slight grimace.

“S-Sure, master. I will get right to it! Uh, if she is already here that is.”

The caribou grinned, fucking up into the pegasus, making her cry out as he hilts into her and sending her into a climax, right as his seed smeared into her slutty overused pussy. Fluttershy was mewling and trembling throughout this ecstatic experience, grinding her hips time and time again to milk more and more pleasure from this majestic cock she was subjected to.

“Very good. Right as we speak she is loaded onto the farm grounds. That is all.”

Right as he said that he heaved Fluttershy from his lap and let her fall onto the table, exhaustively panting while a deluge of cum was flowing from her cunt.

Rainbow stared at her for a moment, silently nodding as she quickly stood up and moved back out of the house and onto the fields.

She sighed a breath of relief, glad to be outside again, before a grin spread across her face.

Gilda was here! Her old foalhood friend and flying buddy! It has been an eternity since she had last seen the hen!

The feeling of seeing this old part of her life couldn’t have made the excitable mare any more ecstatic! Even more so than the time she went to Appleloosa to a competition with her warbeast kids! To be fair, the end was disappointing since she lost to some sophisticated mare that went full on tentacle rape, but still!

Rainbow felt herself practically skipping over the fields, her eyes scanning the grassy ground until she saw a crate leaned up against the fence.

That had to be her!

She stopped, trying to breathe and control her excitement. No need to pull a Pinkie Pie on her old friend. But then she also remembered that her old friend might not be as enthusiastic as her at being reunited. At least not if she found out about what they would do together… It isn’t exactly close to the activities they did as friends before and Gilda could label her lame or worse, be disgusted by her new lease on life.

“Ugh. Stupid complicated convincing stuff,” she groaned out, wondering how to best show Gilda just how awesome her new self is. Being a mom was something both of them would label boring back then, so having this job was hard to sell. Especially with how bad a reputation it had.

“Meh. I will figure this out. If anything my awesomeness will convince her sooner rather than later,” the prismatic mare shrugged, shaking off her doubts and steeling herself as she opened the crate.

Gilda had a bad day. The worst actually.

First off she got noticed by a weak-ass pegasus stallion jerk. Normally that wouldn’t be a problem for the athletic hen. She would simply beat that guy up before leaving, making sure none of his buddies would be able to follow, let alone find her. Being hunted by prey animals like them was after all as lame as one could get. Still, Gilda was not stupid. If she saw a group, she knew she couldn’t kick their flanks. Stupid herd animals were heavy enough to hold her down and overpower her. Not to mention these stupid caribous and their dirty tricks.

She evaded capture like that for years, no problem. It kind of annoyed her though. Having to watch her step like that. Dare she say it, she actually preferred ponies the lame way they were, with all the singing and dancing, instead of these collars. Of course even back then some of these lame ponies were pretty cool too. Her friend Rainbow for example. And...eh, maybe that Pinkie Pie too. She helped her with her baking after all.

She pretty much was just making friends when these shitheads took over the world, making her wonder if the world military was simply this incompetent, or if the caribou had some one-hit-win weapon, like the Elements of Harmony. How could Equestria exactly lose with this Rainbow Power?

Maybe Rainbow Power only helps against chaos and shadow magic, but not against cocks. Heh. That would be stupid.

Though she is digressing now. Pretty much this pegasus stallion she stumbled into turned out to be some military pegasus thing. Wonder...something. He distracted her long enough and even cut her off more than once. And by the time she managed to actually fly off a net was slung around her form as the reinforcements were there.

It was a pretty stupid thing to happen to her. Worse was that she got her lackluster loincloth like clothes ripped away and was gangraped by them afterwards. Though that wasn’t worse because of some sort of pain since griffons are always extremely rough during sex, but because of the humiliation that came with the act.

That stung.

Even more so as she was cleaned up, had her feathers removed from her wings and was pretty much sold away immediately.

Captured. Fucked. Cleaned. Feathers picked. Sold. Transported in a freaking crate. Her only food and water source a bottle of cum with some animal feeding tube towards her mouth to suckle on. Fuck if she knows what this thing was called. She was cattle at best at this moment.

And as if that wasn’t enough. The absolute cherry on top was, that she was roughly handled by the most incompetent mail guy she could imagine. How often he let her fall to the ground or managed to let it get caught onto something is a thing she could hardly count. Either he didn’t care, or he was a weak dweeb. Possibly both.

Luckily he was soon done, having set her somewhere. Still outside from the sound of it. Not that she cared. Gilda was way too pissed for this and she was ready to suckerpunch the first fucker that opened this crate and maul them afterwards.

Well, if she manages to get the shackles loose. Though she was confident as she carefully started to wear them down during the trip. She moved her arms, straining them and feeling them getting more and more fragile.

Just as she heard the crate being opened, she felt them give way, making her beak form a predatory grin, her fists clenching.

It was time for some sweet payback.

Just as she heard one last feminine grunt the lid was lifted. The strangely feminine voice was of course droned out by the griffoness’s hunting instinct as she made herself ready to pounce.

The bright light of the sun was blinding her, but still her eyes could adjust enough to see a pony silhouette.

She pounced.

The being yelped before she was pressed on the ground with her back, Gilda threateningly holding her shoulders. She was just about to knock her out with one claw raised, when she stopped, the world slowly getting clearer, making her recognize a familiar rainbow mane…

She blinked once, then twice.

“Rainbow?” she wondered before letting out a shout of surprise as the naked mare turned the tables around, taking Gilda’s frame and throwing her to the ground next to her, before playfully taking up the exact position the hen had not a moment ago.

Gilda was dazed. She was confused. She was dizzy. And she wasn’t quite sure what was happening as she looked up at her old friend. Her old naked friend. Her old naked friend with a rack that was almost touching her with how large it was. Quite the contrast to her own C-cups.

Gilda honestly gave up hope on seeing her again in this world. When this all started she went to Ponyville, observing it. But Rainbow wasn’t there and seeing how close this got her to being discovered she had to get away from it. The next years she would always look for her iconic rainbow mane, but never found her. Sometime she just gave up. Seeing her now...it felt almost unreal.

There were so many things she could ask her old, long-lost friend… What happened to her? Where was she during all this time? Why was she here? Does she remember her? Though one thing stood out beyond all the others...

“Where did that rack come from?”

Rainbow snorted, holding back a laugh, before grinning down at her and swaying her jugs a little, “Jealous~” she teased, making Gilda huff with an annoyed expression.

Gilda was normally the one to tease Rainbow with her own C-cups. Jabbing at her A-cups and getting a rise out of her. Not that she could brag now...

“As if!” the griffoness roared in defiance before noticing Rainbow look at her strangely, almost...seductively? Whatever it was, it was making her uncomfortable, “W-What are you looking at?!”

Before she could protest or even react her friend’s head rushed down to hers, as her beak was captured by blue lips. Gilda’s eyes shot wide open. She felt Rainbow’s body so close to hers. The large blue-furred boobs pressing into her much smaller ones. The warmth of a body so intimate freezing her for a moment. Old feelings resurfaced for a moment, but they suddenly halted then she felt a hand travel along her plumage and down between her legs…

Gilda quickly threw her friend off, backing away from her on the ground, before remembering that she could very well stand. She was panting and blushing up a storm, rage and embarrassment quickly surfacing.

“W-What the fuck Rainbow?!”

Her old friend got to her hooves, huffing at her, “You know, there were times when you would have rutted the entire hoofball team just for a kiss from me.”

“T-That is not important! J-Just what happened to you?! Y-You! Y-You! You weren’t this slutty back then!” she complained before realizing something and looking around. The warbeasts immediately captured her attention, before she went back to Rainbow. To her huge breasts before she noticed the cutie mark…

She gulped.

“T-They got you?”

Rainbow shook her head while walking over to her friend with a slightly nervous smile, “Well… If you mean by that, that my awesomeness got transferred to a whole new level, then yes. Kinda got here to stay with Shy and found out I was a special one, just like you!”

The implications sunk in making Gilda cringe, “A special one? One of those b-beastfucking drooling warbeast breeding factories?” she clarified, to which Rainbow nodded with a grin.

“The one! Which is kind of awesome. Believe me Gilda, you are going to love it here!” Rainbow tried to convince her, but the hen was already backing away from her further.

“You have lost your motherfucking mind,” she stated, before her back hit something suspiciously furry…

She looked behind her with dread, seeing already the towering form of a warbeast she was currently leaning on, as well as another right next to this one. Only Rainbow’s voice took her attention back to her old friend.

“Those are from my first litter. My first two sons I gave birth to here. Kind of funny that they are the first ones who want to welcome you. But kind of hot too,” she breathed out, her fingers already tracing along the pink lips of her blue cunt. A display that captivated the griffoness.

“I-I am NOT going to get fucked by warbeasts! I’m not some kind of slut!” she protested, forcing her eyes to meet Rainbow’s, who gave her a deadpan, which made Gilda blush in embarrassment. She corrected herself, being reminded of her own sexual escapades, “O-Or at least not that kind of slut!”

Her denial of her situation, as well as her uncertainty about it all however only sealed her fate as in her distraction, the warbeast she was previously leaning on got on its hind legs slowly, before setting its front hooves on her shoulders. Gilda had only enough time to squawk as between her legs erupted a towering pole of hot warbeast cockflesh.

“T-Tartarus, no!” she protested as the tip quickly squished against her pussylips, which much to her shame were wet from the teasing and show her prismatic friend had put up. But that of course wasn’t her main concern. She was after all about to get fucked by a warbeast, and she knew that right now she had no way to stop it from happening. Her reflexively flapping wings did nothing to postpone the inevitable. So she clenched her beak as she felt the pressure increase on her pussy, before it was spread apart widely and his cock was forced inside of her much too small hole for this beast.

Gilda gasped from the pain of intrusion, and much to her confusion, the warbeast slowed the speed he sank his shaft into her. This made it more bearable to get used to it, sure, but it still was strange. Especially as the warbeast nuzzled her cheek from above in a comforting manner. It took her mind off of the cock for a moment. But only just a moment as she felt her innards being stretched out with each new inch that sunk into her. She never felt so full in her entire life. And she once fucked a minotaur she owed money. She knew big.

After a few more inches it stopped, right at the entrance of her womb and Gilda looked down, seeing the massive bulge that came from having a warbeast cock lodged into her. It was alien to see, but also an alien feeling as well. Her walls burned from the stretching, but even that lessened with each second.

She briefly wondered if that was all, looking over to Dash, who just grinned.

“You know, I thought the same the first time~” the teased, seemingly reading Gilda’s mind at that moment.

The hen had no time to prepare as she felt the cock of the warbeast suddenly pull out, practically dragging her walls with her and making them more visible than ever on the outside. The pink flesh almost looked like it was hugging the cock desperately, making the griffoness whine from the strange sensation. But before she could complain she felt it already spearing back inside again. The warbeast’s hips had practically shot forward, and sunk immediately into her completely, even battering open the entrance of her womb and claiming this place completely for its breed. Additionally he used his momentum to fall to his back, letting Gilda sit on him in a reverse cowgirl style position, facing away from the beast. Her legs weren’t even reaching the ground now, making gravity her adversary as her legs dangled by the warbeasts massive set of balls as her body could only sink unto the hot pole she was sitting on to the maximum of her capacity. Something that made her gape, from her upper, as well as lower mouth.

The warbeast itself groaned in satisfaction. Her fleshy, hot walls felt like a great fit around its cock, something Gilda would protest against. Though said hen was currently busy trying to find purchase with her legs. Not that she had ever any chance of finding it.

The warbeast moved his hips, making her bounce on her own, with no way to control it, despite instinctually wanting to flap her useless wings. Without feathers and encased as they were she had no chance to fly out of there. And the few flaps that she managed to give in the encasement were pathetic at best. Her brain was simply completely overwhelmed with spikes of pleasure and pain. And the worst was of course that the pain was slowly subsiding, leaving the pleasure to lull her into enjoying what was her worst nightmare.

At least she imagined it to be the worst, but right now, each thrust seemed to prove the opposite. She shouldn’t enjoy it. Not a mindless warbeast cock! Even as it was sawing into her, making her walls spread invitingly and rubbing on all the right places…

Shame was burning strong in her, making her squawk in frustration.

“C-Can’t give in!” she cried out in frustration, clenching her beak and holding back her moans, her fists clenching.

A blue hand then cupped her cheek, turning her head to see Rainbow giving her a comforting look. The look seemed alien on her, making Gilda briefly wonder if she learned that on her time on the farm. Was she comforting other mares too? Something that actually made her features darken.

“Hey, it’s alright, Gilda,” Rainbow continued to console her, being quite familiar with the shame that followed the realization of enjoying something that was heavily frowned upon by any black collar.

“Y-You are saying that to every dumb mare, don’t you!” she accused with a glare, “Well, I ain’t one of them!”

Gilda tried to take a swipe at Rainbow, but said mare caught her arm, holding it in her grip. The hen tried to trash it, using her other claw, but the rainbow mare caught it too, suddenly pressing close to her and squishing their breasts together teasingly. Something that made Gilda blush slightly as Rainbow chuckled sultrily.

“H-How are you so strong?! Y-You should be a weakling now that you are on the farm!”

“Well, frolicking about with a bunch of warbeasts has its benefits, believe me.”

These words seemed to rub the hen the wrong way as she glared at her friend, trying to ignore her own embarrassment and the soft squishy sensation of this heavenly breasts that were pressed on her.

“Y-You are just so perfect, aren’t you?!” Gilda accused indignantly.

“Not really, though I am pretty close,” Rainbow replied with a smirk, before showing a worried frown, “Gosh, Gilda. Just what happened to you? Normally you are much more cool, ya know?”

“I am still cool!” the hen instantly replied, as a sly grin formed on Rainbow’s face.

“Oh really? Then how about a challenge to prove it, like we did back then? If you win I will help you to get out of here, no strings attached. The challenge is rather simple too. You just have to make my sons cum first. But if you lose, we both are going to have some nice juicy warbeast fun time for the rest of the day!” Rainbow dared.

“T-That’s insane!”

“Oh come on!” Rainbow whined, “I bet you haven’t been laid for years!”

“I-I totally have!” she lied, and from the renewing brightening of her cheeks and her stutter Rainbow knew that all too well. It wasn’t hard to conclude that her living all by her lonesome in the wilderness didn’t give her any cocks to occupy with. Only her clawed hands and they were hardly any competition to real males.

“Suuuuuuuuure. And you are totally not chickening out on me right now even though you have nothing to lose. I mean, if you don’t take the dare you get fucked the entire day anyway.”

That made Gilda bite back a snippy retort. She didn’t like what her friend said but…

Dammit, she is right.

Honestly she was still confused, still trying to figure out just how her friend changed and if there was anything left of the mare she once knew. It was kind of a painful thought, but a necessary one. She acted kind of normal in a way, but then again not with this extremely raunchy attitude. Normally she was the first one to chicken out when it came to carnal humor or activities for that matter. She was a bit of a prude sometimes and not...this. But that was something to think about after she won and wiped that smug grin off her friend’s face.

“I’m in!” she agreed with determination, “B-Bring it on dweeb!”

Rainbow’s face lit up like a Hearth’s Warming tree, giving Gilda a foreboding feeling, but she pushed it away in favor of concentrating on the task at hand.

Her friend had stepped away whistling, gaining their attention, forming some sign with her arms as if trying to get a dog to do a trick as she hollered, “Alright, SPITROAST position guys!”

Interestingly enough the warbeast obliged, getting up and making Gilda gasp as he stood on his hindlegs, with the gravity center now pulling her towards the ground as she hung above it horizontally, only supported by his hot warbeast cockflesh. It was a strange, arousing sensation to say the least. But before Gilda could dwell on it a shadow suddenly fell over her as the other warbeast stood on its hindlegs, with its huge cock throbbing close to her face, and making the hen grimace.

Rainbow was already there, giving its balls a few loving kisses as if to reward it, before one hand started to stroke along the thick flesh. Soon enough she ceased her kissing and turned towards her friend with a sly grin.

“Alright, open wide~” Rainbow teased, her hand helping to guide the monstrous cock as it neared the hens beak who nervously obliged, albeit she didn’t try to show it. It was only a moment later before the girthy cock plunged inside.

Gilda’s surprised squawk was instantly muffled as her jaw seemed to almost unhinge as the large and musky cock was shoved deep down her beak, before stretching out her throat. She counted her blessings that griffons had such a flexible jaw to swallow bigger prey, otherwise this might have been more difficult and probably a lot more uncomfortable to pull off.

Just as the cock was settled, bulging down her throat obscenely, she felt the other warbeast move his hips again, making her bounce once more. His hot cockflesh was not losing any time, quite determined to breed this griffon slut in earnest. His hot musky rod was piercing deep into her, making the hen cry out in unwanted bliss as the beast worked over her sensitive walls.

Rainbow couldn’t help but coo in approval of this perverted deed, watching the beginnings of a warbeast spitroast in its finest form between her good friend and two sons.

The other warbeast meanwhile started to move, sheathing her throat as she dangled, spitroasted between these hulking beasts. She could only helplessly gurgle around the cock in her throat that was pushed back and forward, rubbing its musk all along her gullet and making quite sure that she would taste his musky cock for weeks to come. Not to mention smell of him with how his massive balls started to slap against her chin as well.

Pre was already flowing freely as one beast was smearing her hot insides with the sticky substance, making the hen heat up and her walls throb even more in apparent need. Years without cock and only her claws had made her quite weak when confronted with a real cock. She had trouble with the caribou and stallions as they raped her, but these guys couldn’t measure up to this creature who was practically born to fuck and breed any female they managed to lay their eyes on.

Gilda tried to suppress the immense waves of pleasure that came with each incredibly and teasingly deep plunge into her wet folds. The pre splattering in her esophagus and on her tongue wasn’t much better. The strong salty taste seemed quite mesmerizing as it was smeared in her maw with each long and deep thrust. Long lines of spit and said addicting pre were smeared on her face and chin as the large churning balls of the warbeast slapped against her in the most humiliating and exhilarating of ways.

She was drawing closer to her own finish. Something she desperately held at bay by sheer will, but even that will was slowly torn down with each wet juicy plunge. And juicy they were as her pussy was drooling up a storm. Wet schlicks could be clearly heard as her own cum was flowing down along her legs, before dripping down to the ground, no doubt forming a puddle of her own arousal. A clear testimony of her shameful enjoyment.

A distraction was needed, but hardly easy to find under these circumstances as the sensations were dumped down to the pleasure and stretching of her throat and pussy, with musk filling her senses. Her eyes darted around, trying to look for anything besides the warbeast cock in front of her, so that she might be able to stave off her nearing climax. As she moved her eyes around, she could see Rainbow out of her peripheral vision, so she focused on her. Said prismatic mare was sitting on the ground and masturbating furiously to the slutty sight she involuntarily made. Two fingers were plunging into her wet needy hole eagerly, a dumb, pleased grin on her face as she watched the show unfold.

It made Gilda’s twat clench, making her eyes shut as she moaned muffeldly from the pleasure. Her whole body started to spasm. She wanted to reel it in. Just to hold out. But she couldn’t. There was no holding back anymore as the floodgates opened and her world was only bliss.

Her pussy was squirting up a storm with perverted wet squelches being heard as the warbeast continued to sheath her, making sure to please this new mate even through her high. He nuzzled her back and neck even, showing his affection.

It was then that the warbeast in her throat hilted. The griffoness muffeldly shrieked as her eyes rolled in the back of her head, while her throatpussy was practically drowned in his seed. It was like a firehose that was going off and it made the griffoness bulge out even as the pleasure seemed to peak again and her whole body had another spasm from a second climax she could hardly comprehend.

Cum was quickly rushing along the warbeast’s cock and pushing in her needy gullet, even shooting out of her nostrils before dripping down on the ground, creating another one of the many cum puddles that could be seen on the field.

After he was done, the warbeast slowly pulled out of the hen’s abused beak. the other warbeast took that time to get back into the previous position again making the hens body stand upright again on the other warbeast as it was still riding her naughty hole.

Gilda’s leg twitched, her brain still rebooting from what she just went through.

Rainbow on the other hand wasn’t going to give her all too much time for it as she walked over to her friend, looking at her face with a shit-eating grin which Gilda could still vividly remember from happier times when her friend would win a dare...just like she did now.

Gilda would have been rather pissed off at this, but in her afterglow and the bout of fucking that was still going on she couldn’t bring herself to think negative. Something different was on her mind.

“J-Just how can they feel so good,” the hen groaned from an especially pleasing thrust as her friend just chuckled.

“Well, I personally think it is because they are more loving than any stallions or caribou around, but I guess it also helps that they are packing quite the thick and long juicy cock,” her prismatic friend said with a goofy grin as she fondled her large breast a bit, “Though now I’m honestly feeling rather horny too. Heya big fella, mind giving a girl some vitamin D?” she asked sultrily as she laid down right in front of Gilda, the back of the head facing her so that she could witness what she had planned, “You are going to love this!”

Just as if on cue her son returned, cock still rock-hard as he walked up to his mother who cooed softly at him and squished her two massive jugs invitingly with her hands.

She can’t be- Gilda thought just as a massive warbeast cock was shoved between her massive tits and coming out of the other end, bumping Rainbow on her muzzle wetly, She is.

Rainbow instantly gave the cum-coated tip a nice long lick, slobbering it up, “Heh. You wouldn’t believe how useful these babies are,” she said kneading her boobs on the hot warbeast cockflesh, just as it started its movements, grinding its shaft against these soft fleshy pillows.

A groan escaped the beast and Gilda couldn’t help but watch, either in shock, or awe was anybody’s guess as the thick warbeast rod was pretty much using Rainbow’s assets as a masturbation tool. Something the rainbow-maned mare and mother of this very beast not only openly encouraged but even invited him too.

The cock was practically pulsing, Gilda could see it from there. Not to mention the heat it must radiate. It made the griffoness pant even harder as she watched with the warbeast still hammering unrelentlessly at her walls.

It was then that a glob of precum splattered at Rainbow’s face, but she seemed to have expected it, moaning in glee as the sticky fluid fell in her open mouth and muzzle. Her tongue sensually licked her lips, trying to get in as much of this delicious salty taste as possible. Another glob went directly between her soft pillows, lubricating them up nicely, and making it slide all the smoother between them, helping the warbeast to increase its pace.

It didn’t take long for the beast to practically start ramming through the large F-Cups of his mother. Rainbow herself couldn’t help but moan along with her son’s groans, enjoying the perverted titjob despite the lacking stimulation of her nethers. The act and musk was enough to make her feel rather heated. Not to mention the cream that would be her reward for helping her son out. She always thought of herself as an awesome mother.

And it was a treat she didn’t have to wait for long as only a moment later the warbeast bucked up into her as a spray of cum suddenly was shooting directly into Rainbow’s face, said mare squealing in pure delight as it smeared over her head and turned it a naughty white.

The warbeast didn’t stop its movements completely and thrust a few more times so that a spurt went off directly in the chasm of her breasts, elliciting a sultry moan from Rainbow as she felt the wet sticky liquid smearing and flowing along them. Another then fired against her chin and neck, giving it also a generous coating. The warbeast was practically making a cum-dripping mess out of his slutty milf mother.

Soon enough the warbeast retreated from Rainbow’s breasts and Gilda squawked as she came again in just that moment. Seeing her old buddy in such a way was really driving Gilda up the walls in the most lustful of ways, even if she wanted to deny it. Though her juices that were coating the warbeasts balls and cock further were quite the evident proof. Even more so than her burning cheeks. It was simply too hot to not jizz herself.

Rainbow seemed to have caught on as she climbed on her other son, before pressing her body into Gilda’s, making the hen squawk again as she fell backwards and onto the warbeasts belly. Said creature didn’t even stop and continued to ravage Gilda like it was a normal occurrence to have her change position. But then again for all intents and purposes it was.

The pleasure was wracking her by this point so much that the griffoness couldn’t think about much of a response to the soft cyan tits, pressing into hers, not to mention the heat of Rainbow’s body as her rainbow maned friend looked deep into her eyes, drinking in the griffonesses distressfully ecstatic face.

“H-How is he still going?” Gilda wondered, not sure if she should feel elated or worried that the warbeast inside of her hadn’t blown his load yet. Rainbow simply blinked at her for a moment before giving her an answer.

“Oh? Breaker here just likes to drag things out. While my other son, Spurter pretty much likes to cum often. Heh, horny teenagers these days. But then again they are adults with their four years and every warbeast is always totally horny from birth on so...they kinda have always this endearing teenager horniness stuff on them. I’ve fucked them right through puberty, so I know,” she replied with a dreamy grin, before smacking her ass a few times, gaining the attention of her warbeast son yet again, as she groaned, “Come on boy. Giver your mom a nice sloppy fucking!”

The warbeast in question didn’t hesitate and instantly mounted her. In a well-practiced thrust his cock found her whorish twat instantly and thrust inside. It gave away easily and welcomed him with its greedily gulping walls.

Gilda screeched as she felt herself being sandwiched like what must have been the most depraved situation she ever found herself in. Or could imagine for that matter.

Her pussy was quivering, and puffy. Her arousal still hadn’t ebbed, even after having climaxed a few times in a row. It only got worse in her opinion. After all, the fullness she felt was incredible from this beasts cock, and the sight of her best and hottest friend with a cum smeared face and massive jugs mushing against hers couldn’t be more beautiful. It lulled Gilda in a sense of acceptance as she found herself enjoying what was happening to her. Something Rainbow could sense as well.

“J-Just imagine it Gilda. You can have this every single day of your life,” the prismatic slut moaned out, coaxing her further, “J-Just submit and open your womb for a nice litter of warbeasts!”

The hen considered it. Having fun like that each day didn’t seem like such a bad thing anymore. Neither did pregnancy at this point. Especially if that would make her tits grow that massively like Rainbow’s. But still…

Only if…

“Y-You will stay here though, right? You are not g-going up and running, leaving your friend...leaving me again?” she couldn’t help but ask during the forceful and pleasing mating session. Her cheeks were flaring up, she could tell, but still she tried to not let her embarrassment show from these sappy lines she just spouted.

Rainbow’s face was one full of surprise. It could be seen even through the thick layers of warbeast spunk that were dripping from it, some even landing on Gilda’s head. Not that she minded as she felt tense and awaited her friends answer.

Only a moment later the prismatic mare smiled cockily. It made the hen feel melancholic as her friend’s head drew closer.

“I’m not planning to go anywhere if you don’t plan to go anywhere,” she replied. It was a simple statement, but still held so much power. It made the hen dumbstruck as she felt her heart flutter with a happiness she didn’t have for quite some time.

Rainbow enjoyed that look on her. To see an old friend like that was probably the best thing to happen for her. She was drowning herself in the ecstasy of that moment as her head drew nearer, with her eyes half-lidded in a seductive way.

Then just a moment later the prismatic mare lunged, capturing her friend’s beak in a heated, cum-smeared kiss. Gilda moaned into it, her surprise quickly melting just as she did as she felt her friends tongue wrap around her own, challenging her to a lewd tongue wrestling. Gilda of course quickly enough came to herself enough to oblige, doing her best to dominate the deliciously salty and cum-smeared tongue of her friend. Albeit it seemed that Rainbow won this round, much to the hen’s annoyance.

Soon enough Rainbow pulled her face from her friends, leaving it a cum-smeared mess that would clearly stain her feathers if not cleaned up.

“Gonna need to train more. Warbeasts kiss way more aggressively than yoaaAHHHHHHH~” Rainbow teased only to be interrupted by a girly squeal as she felt her son really working her womb open to make room for its litter, “G-Gosh, c-can’t hold out that long i-if they are doing this!”

“B-Bet I c-can hold out longer!” Gilda breathed out cheekily, before squawking out a moan from the rough fucking.

Rainbow bit her lip as she felt her walls stretching all too teasingly. The pre of the warbeast was burning hot, distracting her slutty mind, but still she replied, trying to put up a strong front in front of her friend, “Y-You are on!”

In the end however both of them quickly lost composure. The wet slapping and pleased cries of two submitting sluts clearly indicating their enjoyment. Though an outsider would have hardly spotted both of them as they were sandwiched between two hulking warbeasts. Their large gargantuan cocks gave it their all as they were splitting these whores’ holes wide open and giving them what they so desperately needed.

Both of their bodies were rocked by their large tools alone, rubbing against each other heatedly, especially their tits. And with how cum-smeared and dripping Rainbow’s were this made a real mess out of the once so proud hen as well. It was demeaning in a way, humiliating, but in the most sexiest of ways. Just to have her body rub against her rainbow-maned friends cum-dripping one was something she only imagined in her wildest dreams. It made her all the more greedy as she took her friend’s head suddenly and started to lick the cum off of it.

“G-Gilda, w-what, a-ahhhh, a-are y-you-?” she tried to question between moans and squeals. But Gilda ignored her, deliriously licking. Rainbow couldn’t help but lean into the licks, as she somehow started to feel more turned on and pleased from the treatment. It made her also wonder if that was Gilda’s cat half taking control with the licking and cleaning, but the thought was quickly droned out by the plunging cock that made her belly bulge out obscenely.

Receiving pleasure from both sides like that, seemed to drive the pegasus mare wild, her cries getting more heated and high-pitched with each time her son fucked her naughty pussy. The very same hole said warbeast once was born from. Her brain seemed to be flooded by endorphins as it sparked and she got close to her finish, passing the point of no return.

“C-C-CUMMIIIIIIIIIIIIIIIIIIIIIIIIIING!” Rainbow cried out, submitting completely to her son’s cock. Her walls were spasming and her juices gushing. Her body tensed, and twitched, her mouth open in a loud pleased cry.

Gilda instantly pulled the rainbow-maned head down, returning the favor from earlier and kissing her friend, just as Rainbow’s son started to thrust one last time as his seed was pumped into the virile mare. Each new layer of sperm seemed to make Rainbow cry a bit louder and jolted her body in the indescribable pleasure of being impregnated once again. And that right in front of one of her best friends no less. The hot cum was practically coating her womb, and filling it right up before dousing the rest of her carnal in its gooey load.

A loud muffled squawk followed as Gilda was not far behind. Seeing as she had already won, she let herself go and allowed the pleasure to take her. To ravage her. Her twat squirted just like Rainbow’s before she felt the warbeast gave a few last hard thrusts into her as well. Then he fired. The splatter of burning hot warbeast cum against her womb seemed to set her off again, even while her body still was trembling violently.

This went on for a bit, muffled whorish cries could be clearly heard as both of the females’ stomachs bulged out. More and more cum was generously filling these two and stretching them out. Soon enough their bellies touched, both looking as if they were already pregnant with a litter of warbeasts. And Gilda was quite convinced that they both were pregnant after this. Not that she had a mind to protest, or thought of it as something bad. After all this just meant she could spend more time with her friend.

Soon enough both warbeasts pulled out, the one on top of Rainbow being the first. As soon as he uncorked the slutty prismatic slut’s pussy a cum fountain spurted out from the pull, making her squeal again. The other warbeast beneath them then pulled out of Gilda, causing the same spectacle with an accompanied squawk, before slowly shuffling out under them and letting them lay on the ground.

It all was silent for a moment as both friends and breeding sluts enjoyed basking in their afterglow.

“T-That was awesome~” Rainbow couldn’t help but breathe out huskily, while Gilda groaned.

“H-How does my twat look? K-Kinda feel a bit loose down there.”

Rainbow, as she was the first to recover, got to her knees before taking a look over Gilda’s abused and well-used snatch.

“Oh yeah. You are massively gaping. Heh. But don’t worry, so am I after all this fun. Not that it is over yet~”

Gilda looked around. She felt a bit tired, but also rather swell in an exhilarating kind of way. As her eyes focused she could see that their show had drawn quite the crowd of warbeasts, all eyeing her form lustfully, albeit in a much softer way than the caribous.

“Think you can keep up rookie?” Rainbow teased, getting on top of her again and eyeing her lustfully even as spunk was leaking out of her snatch as she pressed her bloated belly against Gilda’s.

The hen looked up at her friend. That same cocky look she knew from so long ago adorning her muzzle and she couldn’t help but to crack her own grin as well.

“You are on!”

A couple of months had passed since Gilda joined Rainbow as a warbeast broodmother on the farm. The griffoness, despite her earlier protests had accustomed to her life rather quickly. Both had gotten highly pregnant on that fateful day on which they had renewed their friendship. Rainbow hereby surprisingly managed to get impregnated with triplets. A never heard occurrence which earned her the admiration of any bestiality lover since it was thought to be an impossible feat. Gilda joked that this was her new signature move, which followed with Rainbow kneading her breasts and teasing about Gilda’s smaller set. Both had a good laugh at that, fooling around like in their old flight school days. But they of course weren’t only fooling around with each other, but also with the warbeasts.

Even now both she and her friend were riding their cocks, both their cunts and asses gaping as they were double stuffed with one cock each, while their large pregnant bellies swung around in the reverse cowgirl position. Ecstatic cries were directed to the heavens and towards each other as they were face to face.

All around them was a large herd of warbeasts, many quite intent on joining in on the fun should one of them get a free hole to spare as their musky cocks were all erect.

“I-I’m counting t-twenty!” Gilda announced with a cocky grin boasting how many warbeasts she had already drained, to which Rainbow scoffed.

“T-Twentyfive! Got a lot of catching up to do slowpoke!” the prismatic mare boasted with a smug look, though she couldn’t hold it long, before a squeal interrupted her. Having both their ass and pussies penetrated tended to be rather distracting after all.

Still both friends grinned at each other, enjoying the show they put up. Not to mention their silly competition as they were pounded into oblivion. Gilda hereby leaning forward enough to give her friend a greedy peck on her lips.

Gilda wasn’t as sure at first about this whole situation. It was strange in the way things had changed. After all they went from being flying buddies to breeding buddies. But now...with the time they spent, the jokes, the teasing, the breeding, and even the kissing she realized...

...things were just as they were meant to be.