A Zebra's Persuasion 2: Turning the Tides

by TheVClaw

Rating: mature
Tags: Applejack, My Little Pony: Friendship is Magic, Zecora, Alternate Universe, Porn, Profanity, Fluttershy, Random, Sex
Length: 12260

After joining in on Applejack and Butterscotch's secretive 'Friends With Benefits' relationship, Zicoro was curious about trying something new with the aid of his apothecary skills. He wasn't sure if AJ would be up for it, but Butters sure would...

It's only been a couple months since Zicoro learned of Applejack and Butterscotch's secretive relationship as Friends With Benefits, but the zebra was able to fit right in as their third. Of course, with his stunningly exotic physique (as well as his useful apothecary skills), the stallions would've been silly not to bring him in as an extra friend to play with. However, as the weeks passed, Zicoro was able to notice that the two friends seemed to fulfill the same roles almost routinely.

Even though he believed in the mantra "Don't fix what isn't broken," the apothecary had a wickedly naughty idea to help turn the tables a bit for the two. And after discussing his idea with Butterscotch in secret, Zicoro decided to set his plan in motion with Applejack as the guinea pig. He wasn't sure how AJ would react to his potions, but hopefully the burly farm-pony would be alright with a temporary change from his dominant side...

[Note: This is M/M Smut, and was one of the winning stories from my Donation Commission Poll. This story features themes like Interspecies Sex, Feminization, Body Alteration, Penis Size Alteration, Small Penis Humiliation, and Eventual Femcolt Sluttification. Enjoy!]

Published 2018-02-13 10:10:06 UTC
Last updated 2018-02-13 10:10:06 UTC

From a Work-Horse to a Play-Colt

Deep within the dark and mysterious woods of the Everfree Forest, a small plume of smoke could just barely be seen escaping through the highest branches and into the untamed skies. Down below, the smoke’s source came from the makeshift chimney of a peculiar-looking hut, nestled within the heart of the forest from the hollowed trunk of a long-forgotten tree. If that housing was made in any other part of Equestria (except perhaps some of the more upper-class regions), ponies may have appreciated its appearance as being as humble and exotic-looking as its owner. However, since it was in one of the most ruthlessly wild and unexplored forests of the nation, the only ponies to see the place were the ones who came by for various ailments that could be cured by the apothecary within.

Of course, in the case of two brightly-colored stallions who trotted side-by-side through the forest, they seemed to have another agenda on their way towards the house. The ponies themselves looked fairly different, but it was clear the two were very close as friends; while the orange one had a muscular and bulky build to emphasize his Earth Pony strength, the yellow stallion beside him was much skinnier and frail-looking in comparison. However, both of them had similarly eager smiles that shone through their blushed faces as they looked back at each other.

Even as the orange stallion began to sweat underneath his Stetson hat as a result of the forest’s humidity, one of his brows rose curiously back at his friend, “So, Butterscotch… Ya mind tellin’ me why you were so eager ta take me out here today?”

Butterscotch had to purse his lips shut for a moment to keep from giggling too audibly in nervousness. Despite looking a bit flustered, the pegasus was able to control his breathing and keep his blush from growing too heavily across his yellow cheeks. “W-Well, ummm… I’ve been talking with Zicoro a few days ago, and… uhhh…”

He then let out a brief huff before lowering his head bashfully, which made strands of his shaggy pink mane come down and cover most of his face. “I’m sorry, Applejack,” he muttered in an involuntary blurt, even though he knew he didn’t need to apologize for pausing his words. “I’m just kinda… h-hoping this goes well, that’s all…”

Applejack looked like he wanted to say something about the yellow pony’s behavior, but he merely sighed and rolled his eyes while keeping his warm smile. “Awww, you don’t need ta be so nervous ‘bout it, Butters,” he replied in an optimistically reassuring tone. “Whatever it is Zicoro’s plannin,’ Ah’m sure it’s somethin’ worth tryin’. Ah mean, he’s been pretty dang fun since we… you know~”

Even though Butterscotch’s face blushed even deeper from that final statement being said, he still nodded with a feeble smile of his own. While it may have been hard to fathom in retrospect, especially considering how ignorantly both of them treated the zebra when he first came to this country, neither of them could deny how strong their friendship was with Zicoro nowadays. Of course, that may have been because unlike most friendships, Applejack and Butterscotch didn’t mind making things more physical if need be. And in the case of their own Friends With Benefits relationship, the physical aspects came up quite a bit since the zebra joined them a couple months ago.

“W-Well, ummm… I’m really glad you feel that way,” said Butterscotch in a faint, but genuinely happy tone of voice while smiling back at his friend. As the two trotted closer towards their destination, the pegasus tried to keep his pace equal to AJ’s when he bent in and kissed him tenderly on the cheek. While neither of them wanted to label their relation as anything deeper than “friends,” Applejack still blushed quite a bit in response to such a grateful gesture. “Th… Thanks for agreeing, Applejack.”

“Well, shoot…” After sighing with a small shake of his head, the orange stallion stopped so his buddy could do the same. He then took off his brown cap, and smirked with a chuckle before placing it on top of Butterscotch’s head. “Whad’ja think Ah was gonna do? Say no to the chance of spendin’ some quality time with Zicoro and you some more?~ ‘Cause if Ah ever did say no, you should consider that a sign Ah was replaced by a Changeling or somethin’!”

Butterscotch giggled with a slight shrug in understanding, not blaming his special friend for making a point that blunt in regards to their situation. Despite how unusual it may have been (which was a big reason why the three were so secretive about it since it began), the pegasus couldn’t imagine having a setup any more gratifying or pleasurable than this. However, before he could say anything in agreement to Applejack’s point, Scotch squeaked a little when the burly stallion bent in close to his muzzle and added sensually, “Besides… when it comes to a cute ‘lil apple-slice like you, it’d be hard ta turn down anything you say~”

That was when the farm-pony bent in and pressed his lips against Butterscotch’s, causing the pegasus’ heart to flutter while moaning softly in his embrace. After his eyes rolled back a little and closed on their own, the yellow stallion wrapped a hoof around the back of AJ’s neck and kissed him back just as deeply. Even though it was clear the two shared a bond just as deep and meaningful as a standard romantic relationship, the stallions were just as happy letting their beneficial friendship remain the way it was: just friends, but with sex added.

Although… as the kiss lingered on for a moment more, Butterscotch’s heart thumped a little harder in his chest as he pondered a specific change that could be done that day. While he had absolutely no complaints about having somepony like Applejack as a sexual partner, it hadn’t taken him too long into their relationship to notice some familiarities each time. Specifically, the level of dominance AJ carried in comparison to Scotch’s. Even now, when the pegasus was gripping onto Applejack tightly and trying to slip his tongue into the stallion’s muzzle, his own strength was nothing compared to the farm-pony’s. It seemed that without any real effort, AJ took the reins with his friend locked in his powerful grip, keeping the pegasus in the submissive stance that was basically the norm between them.

Alas, by the time the two finally broke apart, Butterscotch couldn’t help shuddering with a wrinkled smile when he was back on his hooves again. He wanted to say something about how he felt about the dynamics of their relationship, but he’d be lying if he tried to claim he didn’t enjoy being handled like that. Nevertheless, instead of saying anything to spoil the mood, the pegasus merely sighed while smirking up at his masculine mate. After all, if Zicoro was correct about his potions, there was a good chance Scotch wouldn’t need to say anything soon.

By the time the two arrived to Zicoro’s hut, the smoke coming from the chimney carried a distinctly unique shade of pink. AJ and Butterscotch didn’t know much about apothecary work, but they knew that smoke with that sort of color most likely came from the cauldron instead of a fireplace. However, instead of looking worried or apprehensive, both stallions smiled in anticipation from seeing that welcoming sign. If the zebra was working on a potion in preparation for their arrival, then chances were good that it was something especially tantalizing.

After knocking a couple times out of courtesy, Applejack was the first to open the door and peer into the hut. “Hey, Zicoro?” he chirped with a raised brow while looking into the cozy space. “It’s us~”

AJ couldn’t see the zebra at first, but he and Butterscotch soon heard the sound of something rustling from an unseen region of the hut. “Oh, Applejack!” shouted Zicoro with a pleased tone from his exotic accent. “I’m so glad you could come by! Hopefully you brought your special little guy?~”

Butterscotch blushed with a bashful groan at hearing the zebra address him in such a way. However, considering how close he was with both of his Friends with Benefits, he was much more confident with them than he was with most other ponies. So, the pegasus didn’t pause for too long before stepping into the hut and replying, “Ummmm, yeah, I’m here. Are… you alright, Zicoro?”

“Oh, it is fine! I was just making my bed…” After another moment, the zebra finally stepped out of his bedroom while carrying a warm smile on his face. Much like Applejack, Zicoro was fairly well-muscled along his tall and slender-looking physique. His stripes may have looked intimidating to most ponies, but his azul eyes showed nothing but warmth when he caught sight of the two stallions at his doorstep. However, his eyes soon narrowed on AJ cheekily as he finished his rhyme with, “... though maybe I should’ve stain-treated instead~”

The yellow pony covered his hoof with a muzzle while trying not to snicker. Meanwhile, Applejack looked away from the apothecary with a wrinkled muzzle while groaning under his breath. “You ain’t never gonna let that go, aren’t cha?” muttered the pony with a blush and a shake of his head.

Zicoro merely chuckled and shook his head while trotting up towards the two. “Well, what do you expect? My bed was coated! I’m surprised you don’t leave your friend all bloated~”

That made Butterscotch stop giggling as he blushed profusely from that detail. Applejack seemed a little embarrassed as well, but his smile seemed more prideful than bashful in regards to the zebra’s claim. “Well, uhhhh… Can ya really blame me? Ah mean, it ain’t like the Apple Family got so large for nuthin~”

Zicoro and Scotch both shrugged after the orange stallion said that, with neither of them able to make any real retort. Ever since their three-way relationship began a while back, both of them were well aware that Applejack was far beyond average-sized between his muscular legs; and given how the farm-pony had a pair of balls the size of two softballs, the pegasus and zebra were certain that AJ was just as virile as he was high in volume. Of course, their shared silence wasn’t missed on the stallion for too long, which caused him to chuckle with an especially cocky grin. “Welp, you two are actin’ quick ta say otherwise, huh?~”

Zicoro quickly scoffed as he rolled his eyes with a huff. “Oh, don’t be so cocky, my apple-flanked friend. Arrogance leads to comeuppance in the end~”

Applejack tilted his head when he saw the sly smirk the zebra made during that second part of his rhyme. One of his brows raised suspiciously before he asked, “Okay… is that supposed to be a threat or somethin’?”

The zebra sighed and shook his head, but he gave a brief glance over at Butterscotch while he was standing behind Applejack. The meek pegasus smiled naughtily back at Zicoro, and blushed quite a bit while pulling AJ’s hat lower to cover his face. Luckily, the other pony didn’t seem to notice that split-second exchange before Zicoro said back towards him, “It is not a threat, I can assure you that much. But I should still warn you about your tone and such.”

Even though he could agree with what the apothecary was trying to say, it was hard for AJ to keep from smirking coyly as he shrugged and stated in an honest voice, “Well what can Ah say? Ah carry a lot, so Ah give a lot. Nuthin wrong with that, right?”

After giving one last look back at Butterscotch, who bit his lip sheepishly before nodding his head, Zicoro turned his attention towards AJ while carrying a confident smile. “I would never say otherwise to a stallion like you. Although… there is something both of us would like you to do.”

It was then that Butterscotch came up close to the stallion’s side and nuzzled his neck enticingly. Zicoro came up close to Applejack as well, and rubbed the pony’s free shoulder with a hoof while smirking wider at him. AJ, who had to blink a couple times to try and fathom what the two were getting at, began to blush a bit at the meaning behind their affections. “Ummm… wha’cha guys mean? Ah mean, Ah knew we were gonna have some fun, but…”

Butterscotch hummed sweetly as he bent his muzzle up and kissed Applejack’s cheek to silence his words. “It’s alright, AJ. Zicoro and I just wanted to try something a… little different today, that’s all~”

Zicoro nodded with a brief “Mmmhmm before giving the stallion the same treatment Butterscotch was. Soon enough, both of them were nuzzling and kissing Applejack from both sides, hoping to get him in the right mood to agree with their unknown plans. AJ wanted to be as enticed as the two of them, especially when he shuddered from each kiss they laid on his neck and face. However, despite how much his hind-legs twitched as his member began to slip from his sheathe, the farm-pony was wary enough to try and ask them, “W-Well, uhhh… What… What exactly is it you two were wantin’ ta try?”

“Welllll…” Butterscotch felt fairly nervous about telling Applejack about their intentions directly, but it felt more appropriate than just spring it on him without his consent. So while he and Zicoro held onto the stallion close, and the zebra gave a teasing nibble to AJ’s ear to make him whinny a little, Scotch laid his muzzle close to his other ear and whispered, “We were hoping that maybe you could let us… use some potions on you to switch things up~”

Applejack shuddered a little from his friend’s hot breath hitting his ear and making it twitch, but one of his brows still raised before asking, “Ummm… I-Is that all? Ah mean… Ah ain’t against it. Ah’m just… wondering what you mean by ‘Switchin’ things--NNNNNGHHH!!~”

Before he could say another word, the orange pony jolted with a strong gasp the instant he felt Zicoro’s hoof reach down between his legs. The zebra wasted no time while nibbling on AJ’s neck, and groped the stallion’s meaty member as it continued to swell out from his sheathe. Applejack shuddered hard as he savored the feel of Zicoro’s strong, but surprisingly soft hoof caressing each inch of his growing shaft, helping to coax it out to its full length. As the marbled appendage pulled out for both of his friends to see in its full eleven-inch glory, Zicoro only needed to give it a couple more rubs before that meaty cock started to throb and slap against AJ’s chest.

“Ooooohhhh…~” The pony closed his eyes and shivered as a blushed smile grew across his face. “You… You guys sure know how ta… ta make a pony open to s-s-suggestion, huh?~”

“Mmhmm~” Seeing how enticed his buddy was getting, Butterscotch was feeling more confident as he opened his muzzle, and slowly dragged his tongue along the crook of Applejack’s neck. With the tantalizing sensations being given to him by the pegasus and zebra, AJ couldn’t help moaning helplessly as he stood and let them both play around with his masculine body. He may have had no idea what “potions” they were referring to him, but he couldn’t exactly think too clearly while his head was clouded in lust.

“Nnnnphhh… Ah… Ah guess Ah could…” After an especially teasing stroke from Zicoro’s hoof, Applejack exhaled in an antsy moan during his pause before giving in completely. “... Ah could probably… t-test some potions out…”

A low and satisfied hum escaped Butterscotch’s muzzle as he pulled away from AJ first. “Oooohhhh, Applejack… you have no idea how happy you made me~” he purred enticingly before bending back in, and kissing the stallion on his blushed and freckled cheek. As the muscled and horny pony groaned with a nervous-looking smile, Zicoro let go of his throbbing cock before giving him a welcoming kiss as well.

“I have to agree with Butterscotch here. But rest assured, there is nothing to fear~”

“Oh… Oh yeah?” Even though he wanted to be compliant, and even followed the two as they lead him towards the familiar recliner by the cauldron, Applejack seemed a bit unsure as he said, “Well… Ah wouldn’t mind knowin’ what potions you two were wantin’ me to try.”

“Wellllll…” Zicoro shrugged playfully while he laid Applejack down into the recliner, and leaning the seat back so that the stallion was laid out with his cock standing proudly. The meaty pole throbbed helplessly as it remained fully erect, even when completely untouched. Fortunately, Butterscotch was quick to slide in and sit opposite to AJ on the reclined foot of the chair. Even though the pegasus was rock-hard as well, his stallionhood was a few inches shorter (as well as significantly thinner) than his friend’s when they were facing each other. Meanwhile, Zicoro chuckled with a delightful grin before speaking to Applejack.

“... Butterscotch was curious, and so was I, to have you see things from a different pony’s eye. Despite how amazing you might be in bed, we hoped you would try a... unique change instead.”

Applejack looked back at both of his friends smirking knowingly at him while he laid in the recliner. By this point, he was starting to feel more worried about what was to come than he was horny. Fortunately, Butterscotch was able to remedy that feeling as he scootched in closer towards him, and pressed his own member against AJ’s. The stallion moaned out with an unexpected shiver when he felt his friend’s hoof grasp both of their shafts at the same time. While the farm-pony’s massive shaft frotted with the more slender pegasus cock, Butterscotch bit his lip with a brief groan before explaining, “I… I was wanting you to maybe… m-maybe try being a bottom for both of us. B-But… I remember what you said about… about not thinking you could…”

Applejack blushed nervously while moaning from his friend’s gentle strokes, recalling that conversation a while back. Even though the farm-pony wasn’t above receiving a little butt-stuff, he also knew that his burly form wasn’t exactly built for the equipment Butterscotch had. He could remember that the last time Scotch tried to top, he was barely able to penetrate AJ due to how thick and muscled those orange flanks were. Since Applejack’s cheeks were so hard to pull apart, the pegasus could only get a couple inches in before his hips became blocked by those hefty mounds of muscle.

“Oh, uhhh… r-right…” After letting out a feeble-sounding chuckle, AJ exhaled embarrassedly and replied, “Yeah, Ah… Ah remember that. Honestly, Ah… Ah’m not sure what could be done to change that…”

Butterscotch smiled a little wider with a deepened blush the instant Applejack said that last part. Meanwhile, Zicoro grinned immensely wide and chuckled in response. “You are aware who you’re playing with, right?” asked the zebra while walking around the recliner and towards his cauldron. “It’s not like I just mess around all night. For the past few days, I perfected a potion, which is guaranteed to set change into motion~”

“Ummm… w-what kind of change?” asked Applejack cautiously while his eyes remained locked on Zicoro. Of course, it was hard for him to stay in focus while shuddering from Butterscotch’s slow and teasing strokes. But even with how much he writhed and groaned in pleasure, the stallion was able to hear the zebra continue with his sensual rhymes.

“Butterscotch and I both know that you’re strong, and quite confident with a cock so long...” While walking up to his cauldron, Zicoro made sure to smirk back at Applejack while making his slow steps rather pronounced. His backside rocked back and forth, showing off his toned and thick cheeks adorned in his trademark stripes. Applehack bit his lip when he saw how much that tail was wagging enticingly, but it was clear that Butterscotch was more aroused by the sight by how heavy his blush became. However, the zebra barely paid heed to his obvious advertisement as he took a large spoon and began to stir the hot-pink mixture in his pot. “But perhaps if you let me change those perks a tad, you can receive the best sex that you’ve ever had~”

Applejack blinked a couple times, and shrugged while processing the zebra’s cryptic words. “Well, Ah’ve had some fun with some of Scotch’s toys, but--WAIT A MINUTE!” The stallion jolted in his chair strongly enough to make Butterscotch yelp and almost fall off. The farm-pony’s wide-eyed stare locked on Zicoro as he shouted, “What the buck do ya mean ‘change those quirks’?! You talkin’ bout makin’ me a girl or somethin’?!”

“Pbbt!!” Zicoro almost dropped his spoon as he used his other hoof to cover his muzzle. After keeping himself from laughing too obviously, the zebra stared back at Applejack with a befuddled grin and shook his head assuredly. “Oh, please, Applejack! You know that I prefer guys! I just meant making you more… Butterscotch’s size~”

After seeing Zicoro motion over to the pegasus, Applejack’s bewildered stare whipped towards him with his jaw slightly agape. Despite looking a little worried, Butterscotch kept a confirming smile beneath his blush while nodding his head. “Well, ummm… maybe a little smaller than me, actually. You know… to make topping easier~”

Applejack may have been able to understand that mindset, but his hooves quickly came up in immediate dismissal. “Whoooooaaaahhhh… Now wait just an apple-buckin minute! Are you two seriously talkin’ about, like… makin’ me into some ‘lil twink?!”

Zicoro’s brows raised quite a bit, not expecting a country pony like Applejack to know that term so well. Butterscotch’s muzzle skewed uncomfortably as he saw how fretful his friend was looking to that assumption, mostly since he wasn’t wrong. Meanwhile, the farm-pony waved his hooves back and forth like a referee motioning for a game to be stopped. “Okay, that’s a BIT too far, ain’t it?! Ah mean, Ah’ve spent years buildin’ up my muscles! Ah ain’t too willin’ ta give that all up for sex!”

Zicoro instantly turned towards the worried stallion, and said with utmost conviction with a hoof raised, “Applejack, I swear to you with my deepest vow, that this will NOT be permanent! No way, no how!”

Despite how sincerely the zebra said that, AJ still gawked back at Butterscotch in disbelief. Fortunately, the pegasus was quick to add insistently, “He’s not wrong! I actually let him test it on me the other day! A-And…” Scotch had to pause for a moment, blushing greatly at admitting something so personal. However, he eventually smiled bashfully before saying in a more withheld tone of voice, “And… And his potion works, AJ. It works, and… n-nothing changed permanently on me~”

Applejack had to do a double-take after hearing that, unsure which part of that statement he should be more confounded by. Even though he could tell that Butterscotch wasn’t lying, AJ honestly couldn’t imagine how the pegasus could look any more feminine than he already did. Nevertheless, it didn’t change the fact that from what he saw, the yellow pony looked just the same now as he did a week ago. So if his friend did end up testing Zicoro’s potion, it seemed that their claims about it being temporary weren’t false.

However, it still took AJ a moment to blink and process the proposal that was given to him. “B… But, uhhh… I-Isn’t that a bit… much?”

The zebra openly scoffed and paused his stirring to glance back at Applejack. While one hoof held onto his wooden spoon, the other had a small glass bottle in its grip as he asked coyly, “Considering what I’ve seen you two do, would you really call this ‘too much’ for you?~”

Despite how obviously the zebra wriggled his brows to emphasize his perspective on the question, Applejack was quick to huff before retorting. “YES! Ah mean… Ah know Ah’m usually the top, but… but is changin’ my body really the best option?! Couldn’t ya guys just make my dick bigger or somethin?!”

Zicoro turned away from AJ while giggling in an especially cheeky tone, not wanting to give any evidence to what he really planning. Meanwhile, Butterscotch stopped his strokes to give his friend a flat stare. “Applejack… Do you really think it needs to be bigger?”

He motioned down to the monstrous stallionhood being held in his pre-slicked hooves, boasting a thickness almost as wide as a rolling pin. Fortunately, Applejack didn’t take long to realize Butterscotch’s point, and he shrugged lightly. “Alright, fair ‘nuff. B-But still!”

“Applejack…” Not wanting to put up with the stallion’s stubbornness any further, Zicoro bent in towards the recliner while holding his bottle, which was now filled to the brim with the pink concoction he produced. With his free hoof, the zebra easily silenced AJ by pressing it against his muzzle. After making sure he wouldn’t speak up, the apothecary smiled warmly down on him and said, “... for a while, your friend wanted to take charge. But he could not do so with a stallion who’s so large. I can understand your doubts, but I feel that it’s wise… for the sake of your best friend, to feel things from his size…”

He may have been worried, but that last rhyme was enough to shut him up after Zicoro’s hoof was pulled away. Applejack slowly turned back to Butterscotch, and saw how tightly his lips were bitten while nodding in hesitant silence. AJ’s heart was pounding hard in his chest, feeling uneasy about undergoing something so unlike him (and especially without knowing all the details). However, as he saw how nervous his friend looked, the farm-pony knew that this wasn’t just some impromptu idea; if Zicoro was willing to go out of his way to do something this big, it had to have been for a valid reason.

A long moment of silence passed, and Butterscotch could see that his friend was thinking hard about what was being proposed to him. Before Applejack could try to speak up for himself, the pegasus closed his eyes and sighed weakly. “If… if it’s too much for you, I understand. I just… I wanted to at least try to be the bigger stallion for once…”

Butterscotch’s ears dropped a bit as he lowered his head in guilt, which almost made AJ’s heart break in half. He was already teetering on changing his opinion before his friend said any of that, but that statement was more than enough to help sway him completely. The orange stallion winced to himself while exhaling strongly, hating that he was put on the spot so easily by both of his friends with benefits. But alas, he was not only smart enough to know how important this was, but also brave enough to take a breath before saying meekly, “Ah… A-Alright…”

Zicoro and Butterscotch’s ears both perked up just as quickly as their smiles did. “R-Really?!” asked the pegasus in an elated-sounding tone while beaming down at the nervous-looking AJ. “You… You mean it?”

Even with his eyes closed, Applejack could hear his friend’s light squeak after that question was asked. Nevertheless, the stallion could still sigh in response while nodding his head. “Y-Yeah. Ah… Ah’ll… Ah’ll do it if it really means that much to ya.”

Applejack heard an even louder squee after that admission, and was soon pulled into a surprisingly tight hug by a very happy Butterscotch. “Ohhhhhh, thank you so much!~” After a couple seconds, the pony quickly realized how tight he may have been holding AJ, causing him to pull away and go back to his regular bashful state. “Ummm… s-sorry… heh heh heh…”

Even though he was still hesitant, Applejack was still able to smile and roll his eyes with a small chuckle. Zicoro smiled warmly while leaned against one of the arm-rests, and waited until they were done to ask with a smirk, “So… I take it that you’re ready to go?~ ‘Cause if not, all you have to say is no…”

Applejack bit his lip as he glanced up at the zebra, and saw that ominous-looking glass bottle filled with the glowing pink substance. He may have taken a potion or two from Zicoro before since they started (usually to prolong erections or his own stamina), but something like this was still way different from before. But regardless of his own apprehensions, the stallion closed his eyes to exhale before confirming his answer. “It… It’s alright, Zicoro. Ah… Ah ain’t sayin’ no…”

“Good,” replied Zicoro with a smirk, which grew randier as he leaned the bottle in towards Applejack muzzle. Meanwhile, Butterscotch smiled giddily as he got back between AJ’s legs, and went back to stroking his thick member. As the farm-pony shuddered with a blush, writhing from both his friend’s rubbing and his own nervousness, he could only gulp pre-emptively as he saw the zebra uncap the bottle inches from his lips. “Just close your eyes, and swallow this potion. And then the effects will turn into motion~”

After one final sigh, Applejack decided his fate as he closed his eyes tightly, and sheepishly parted his lips. Butterscotch whimpered in anticipation as he watched the action eagerly from the front, hopeful it would work as quickly as the last time the potion was tested. Zicoro grinned devilishly wide before pressing the neck of the bottle between Applejack’s lips, and tipping it back so the pink liquid could seep into his mouth.

“Mmmmphhh…” AJ grimaced for a second, with his tongue almost burning from the strong taste of cherry and jalapenos. But while that flavor combination wasn’t the worst he ever experienced, it was still enough to make his muzzle wrinkle while letting the potion pour down his throat. The bottle only carried enough liquid as an average shot-glass, but the stallion still coughed the instant he finished downing the mixture. His eyes clenched in tightly as he hissed through his teeth, temporarily feeling a strong numbness in his mouth. “Whoo! Tha… That’s a mighty strong--”

It was in that instant that his eyes shot wide-open, and his body froze for a couple seconds with his muscles tensing up. Butterscotch and Zicoro both waited anxiously, hopeful that the potion would work. But while the zebra focused his sights on Applejack’s strained face, the other stallion kept his eyes locked on that meaty, rigid stallionhood that was just as tense as his other limbs. After straining enough to almost vibrate in his hooves, Butterscotch felt it relax alongside the rest of Applejack's muscles.

However, as soon as AJ sighed slowly and closed his eyes, his body wasn’t the only thing that began to settle while laying back in Zicoro’s recliner. Butterscotch gasped a little as he felt an especially strong throb from Applejack’s cock, and he could only watch with shocked smile as he saw the potion’s effects begin. His friend’s cock still throbbed strongly with each thundering heartbeat he made; however, instead of remaining tall in its full eleven-inch glory, each pulsation seemed to make the stallionhood’s size diminish ever so slightly…

“It… It’s happening!” squeaked Butterscotch faintly, as his blush deepened the more he saw Applejack’s cock size decrease. While Zicoro grinned and studied the similar effects the potions were giving to AJ’s muscles, Butterscotch’s own member throbbed immensely while propped up against his friend’s. That thick and marbled beast soon went from eleven inches to ten, and then to nine while still pulsating hard. Butterscotch could feel the pony’s leg muscles shrinking while sitting on top of them, but his sights focused solely on that cock as it soon shrunk down to his own size. Of course, every strong throb just made that once monstrous cock slowly turn to a puny dicklet with each inch that disappeared.

“It’s… it’s really working!” hissed Butterscotch excitedly, which just made Applejack groan worriedly while tensed up.

“Shhhhh… Give it another moment or so,” purred the zebra with an eager grin back at his friend, and a quick glance down at AJ’s shrinking cock. “I want to see how small it’ll go~”

Eight inches soon shrunk down to seven… Which then turned to six…

And then it kept shrinking down to five inches, removing more than half of Applejack’s original length…

… Then it shrunk down to four, still throbbing despite having only a fraction of its original thickness…

… And then it turned to a pathetic three inch member…
“It… It’s getting so small~”

“I know… It’s quite a feat, is it not?~ It’s nice that we both find it so hot…”

Butterscotch shuddered with a shocked and deeply aroused tone, his jaw agape as he saw his own cock now towering Applejack’s new member. Even though the rest of the stallion’s body was still shrinking, it seemed that the potion affected his cock first, making it settle at a measly two-incher of a nub. His balls had also shrunken immensely, turning his once plump and softballs-sized orbs into a measly coinsack with a couple marbles inside. His member was still throbbing just as much as it did nine inches ago, but now it almost looked like a mare’s clit instead of anything even resembling a penis. The yellow pegasus may have been slightly above-average before, but now he looked absolutely massive compared to the puny nub AJ’s cock had become.

Of course, that stallionhood wasn’t the only thing to get affected by Zicoro’s unique elixir. While Applejack writhed and groaned from the incessant tingling that lingered through every nerve of his body, the zebra chuckled in pleasure as he saw those muscled limbs diminish more and more by the second. AJ’s massive biceps slowly shrank and deflated, leaving his forelegs to look as skinny and slender as Butterscotch’s. The ripped pecs and abs the pony once had disappeared as well, leaving his torso looking skinny as a rail to accentuate his now femininely curved physique. The muscles that made Applejack’s flanks hard as a rock changed significantly as well, as all that muscle magically transformed into a plump, bulbous fat to leave him with a deliciously thick backside.

By the time the potion’s effects came to full fruition, Applejack looked absolutely nothing like the buff, massive farm-pony he once was. With his muscles now nonexistent, his curves more pronounced, and his stallionhood turned into a puny sissy-clit, AJ looked more like a mare than any stallion. Although to his credit, he certainly looked like an attractive mare while his Stetson was off, revealing his slender and feminine face beneath his luscious blonde mane. And as he panted heavily with a crimson blush, and he slowly came down from the potion’s tingling sensations, his subby-looking state looked nearly irresistible to both Zicoro and Butterscotch.

“Oh… Oh my~” The pegasus may have been stunned by how drastically Zicoro’s potion changed their friend, but his wide-eyed expression carried an evident shade of arousal atop his shocked face. Of course, the zebra just looked horny while licking his grinning lips at the sight of his creation.

“Well… I must say, my little friend,” purred Zicoro with a half-lidded stare on Applejack, making sure to place great emphasis on the word ‘little’ while his hoof slowly slid down the pony’s chest. “You look delicious on my end~”

“Urrrrrghhhh…” Finally able to move his limbs after the tingling subsceded, Applejack found it hard to move much with his limbs feeling so weak. His eyes slowly reopened, blinking a couple times as he tried to ascertain what exactly that potion did to him. However, as his eyes adjusted to the light again, it didn’t take long for the girly-looking stallion to notice more than his friends’ enticed stares. “Wh… Why do Ah feel so we--GAAAAAHHHHH!!!”

AJ shrieked in absolute terror as he gawked down at his slender, yet curvy physique. After spending years building up his muscles doing honest farm-work, the stallion was shocked speechless to how skinny and meek he appeared now. Despite how plump and grabbable his ass may have looked, his skinny legs were what Applejack was gawking at for the first couple seconds. However, it wasn’t until he saw between hs legs that the pony’s face turned a paper-white, and his pupils shrunk to the size of pins.

Applejack may have still been hard, but it was almost impossible to tell with the measly nub that was twitching helplessly before his giggling buddies. Compared to Butterscotch’s slightly above-average cock, AJ looked like he had a baby dick now. The pony didn’t say anything for a long moment, but his mouth hung agape as he stared at his puny pecker with a twitching eye. Meanwhile, Zicoro couldn’t resist prodding that colt-clit with a hoof while saying cheekily, “I must say, the effects worked quite a bit! I didn’t expect you to get a clit~”

“W-W-W-WHAT THE BUCK!?!?” Since his penis was now the size of a nipple, Applejack could barely focus on the rest of his body (or even his slightly high-pitched voice) in that moment. Instead, he just began to hyperventilate in a panic before gawking up at the grinning zebra. “W… WHAT THE BUCK IS THIS?! You… You SHRUNK MA DICK!?”

“Temporarily, I must remind you,” noted Zicoro with a raised hoof, not wanting their girly-colt to remain this freaked out for the duration of the potion’s effects. “It’s one of the side-effects of my brew.”

“If… If it helps,” added Butterscotch sheepishly while smiling up at his friend. His hoof moved in to give AJ’s nub a little poke as well, causing it to twitch uselessly. “I… I don’t think it’s that bad. I mean… at least you have to bottom now, right?~”

Applejack’s jaw dropped at both of them, unable to fathom how either of them could approve of this kind of thing. “Ah… Ah thought you guys were just gonna shrink my body a little! N-Not THAT!!” he shouted as he lifted one of his thin hooves to point at his pathetic clit. “Okay, the other stuff Ah can take, but THAT’S too much! Ch-Ch-Change me back!!”

“You’ll go back to normal in a few hours or so,” cooed the zebra as he leaned in, not seeming to mind how freaked-out the pony was acting as he began to nuzzle underneath AJ’s chin. While the feminized stallion shivered uncomfortably, Zicoro continued to speak in his warm and exotic voice to quell his worries, “So just breathe deep and relax… and let your worries go~”

“Mmhmm~” added Butterscotch in a pleased-sounding hum, as he blushed a bit and decided to give AJ some much-needed love. The stallion may have been understandably frazzled, even while he closed his eyes and shuddered to the feel of Zicoro’s tongue dragging up his neck, but a feeble moan escaped his muzzle as soon as he felt Butterscotch’s muzzle go in between his legs. The pegasus blushed deeply as he opened his mouth, and let his thick tongue drag across Applejack’s pathetically-sized stallionhood and balls. Despite how well-endowed Applejack used to be, his friend was now able to slather every inch of his privates with saliva from that first lick alone. The new size may have needed a second or two to get used to, but the familiar taste still made him moan in satisfaction before licking again.

“Ho… H-Holy--MMMPH!!” Before the feminized Applejack could properly express how he felt about Butterscotch’s oral treatment to his nub, his muzzle was covered up by Zicoro’s for a sudden deep kiss. He was caught off-guard for a second, but the exotic taste of the zebra’s breath soon made AJ’s eyes roll back before he moaned in response. While Butterscotch opened his maw and pressed his muzzle in, enveloping Applejack’s puny member between his lips to begin suckling gently, the orange pony shuddered wildly while returning his kiss to Zicoro. “Mmmmmmm… Nnnnnffff~”

Zicoro may have had some especially lewd ideas for Applejack while he was put in such a arousing figure, he was more than alright with making out with the pony a bit first, just to ensure that he’d be in a more relaxed mood. Fortunately, it seemed evident that the sissified stallion was getting into it when he started to add a little tongue to his kiss with the zebra. He still whimpered a bit between moans, either from Butterscotch’s muzzle or his own hesitance regarding his new new body, but he was slowly settling into the situation while his eyes remained tightly closed. Despite how frail and light his hooves now felt, AJ was still strong enough to lift up one of his scrawny forelegs and hold the zebra during their lustful makeout session.

Meanwhile, Butterscotch purred with his eyes rolled back while sucking on that cute little colt-clit in his drooling muzzle. Unlike before, when he could barely fit a fraction of Applejack’s hefty helping of cockmeat into his mouth, he was now much more comfortable while sucking on the stallion’s miniature-sized package. His tongue dragged and flicked along every inch of the pony’s miniscule stallionhood and balls, and his breaths were refreshingly deep due to not needing to deep-throat this time. Due to his contentment with the more manageable size, the pegasus was able to give as much vigor and attention as he could to that tiny cock. Even though he could only feel a tiny droplet or two of pre seep from that cockhead, Butterscotch could tell that his efforts were being well-appreciated from how much the fem-colt’s hips were writhing beneath his hooves.

“Mmmmmghhh…~” After over a minute of passionate kissing, Applejack finally pulled his muzzle away from the zebra’s to catch his breath. Of course, due to Butterscotch’s determined oral-treatment, the pony’s breaths still remained shaky as he struggled to reopen his eyes. “Ho… Holy shit!” hissed AJ while moaning in surprise from his nub being tended so well between his friend’s pillowy lips. “Ah… Ah never got a blowjob this good before!~”

Zicoro chuckled while wiping their shared saliva from his lips. “Well you have to admit, you had a lot of cock before. But since now there’s less to manage, you can feel so much more!”

Butterscotch’s ears perked up from hearing that rhyme, and pulled away from Applejack’s tiny prick with a wet pop while smiling. “He… He’s not wrong, AJ~” he piped in a nervous, but still genuine-sounding tone. “I mean… this is the first time I’ve actually felt comfortable while giving you a blowjob.”

Applejack may have been a bit frazzled, but he still blinked a couple times in surprise to hearing Butterscotch’s honest statement. Even though he could definitely understand his friend’s point, especially considering how intimidating his original length was, it was still jarring to hear him say something positive about his new size. While Butterscotch giggled with a warm smile in response to AJ’s surprised look, Zicoro rubbed the fem-colt’s chest softly and added with a sensual purr, “Oh, don’t be so shocked, you cute little bloke. At least now he’s not afraid he will choke.”

Applejack gave a weak nod of his head in understanding, but he still shivered uncomfortably as he glanced down at his saliva-sheened, rock-hard nub that was twitching helplessly in front of Butterscotch’s face. After seeing how vast the size different was in the pegasus’ favor, AJ was certain that his own blush was about as heavy as Scotch’s the first time he saw his cock. It was such a staggering change of roles, and the stallion wasn’t sure how to process everything that was occurring. However, despite how weirded out he felt, he couldn’t deny that his near useless little clit of a dick was throbbing just as badly now than it did at his earlier size; and as soon as Butterscotch hummed sweetly and went back in, Applejack moaned out rather lewdly from the feel of those lips caressing his nub once more.

“Oh my~” cooed the zebra as he caressed the femmy pony’s neck with his muzzle, hoping to keep him riled-up while Butterscotch tended to that tiny member. “It seems that his efforts are driving you up the wall! Do you think perhaps… shrinking your cock’s not so bad after all?~”

“Ahhh!!~” Applejack writhed strongly in the chair, with an uncomfortable skew spreading across his muzzle. He tried his hardest to speak in opposition, or to shake his head to such an emasculating act, but he could barely move of his own accord while Butterscotch sucked on his little clit so well. However, the sissy-colt was able to open his mouth and let out a weak moan before saying, “Nnnn… N-Not really, no--”

The pony gasped and covered his muzzle with both hooves while wide-eyed, as if he was able to take back that involuntary response. Meanwhile, Zicoro cackled in domineering delight before replying, “Oh, don’t be so embarrassed! We both know that it’s true~ If you want… I have longer-lasting potions for you~”

The stallion gasped and jolted even more strongly in his chair, which startled Butterscotch to pull away from that nub with a pop and a worried look on his face. Even though the zebra’s devilish grin made it obvious he wanted to keep going (and maybe coax the pony into something especially naughty~), he decided to sigh and just rub AJ’s chest in comfort instead. “It’s just a suggestion, no pressure at all,” he said assuredly. “Whatever you do in that body’s your call.”

Applejack groaned a little as he squirmed uncomfortably on the recliner, clearly not liking Zicoro’s suggestions at all. Even Butterscotch seemed a little upset, and shot a quick glare on the zebra to make him look away with a guilty blush. Fortunately, the pegasus then sighed and said to the sissified stallion, “J-Just so you know though, ummmm… I… I really do think you look hot like this~”

Butterscotch giggled a little in surprise, not expecting to say something so unlike him. Meanwhile, the orange pony covered his face a little with his hooves, unknowingly acting more like his friend while in this new physique. “Y… Ya really think so?”

“Mmhmm~” Even though he was blushing rather hard, Butterscotch felt a bit more confident while in the position Applejack usually took. In fact, the pegasus looked a bit more like AJ while still wearing his Stetson. He may have been able to see how hesitant his friend felt about his shrunken length, but he still decided to poke at his nub with a hoof while asking cheekily, “H-Honestly, do… do you really think that I’d be sucking on a penis this small if I didn’t?~”

Another uneasy groan escaped Applejack muzzle as he glanced away from his friend. Butterscotch was a little worried that comment went too far, but he could feel how hard AJ’s clit throbbed against his hoof after that question was asked. The pegasus’ blush deepened quite a bit, and he looked between that nub and his friend a couple times to process what might be happening. It was a big guess to make, but it was still strong enough to make the yellow stallion grin a little in contemplation.

“You know, I… I have a feeling that you might like it a little~”

“N-No I don’t!” blurted Applejack in an instant (although, maybe a little too quickly) while his blush practically exploded across his face. “You… you have no proof that AhmmmMMMMMNNNGHH!~”

Regardless of what the femmy pony tried to say, his words of protest were extinguished the instant Butterscotch bent in and gave that pathetic little clitty another lick. He then began to rub that little stump with his hoof while looking up at Applejack with a half-lidded stare. “It’s alright, little AJ~” cooed the pegasus with a coy smirk, trying as best as he could to stroke his friend’s new nub with his hoof. “You don’t need to be embarrassed about your tiny, measly, itsy-bitsy little winkie. If you enjoy having it, that’s perfectly okay with me~”

Butterscotch made sure to give a small pause to every enunciated description he gave about Applejack’s junk, each one of them making him grin wider when he saw how much it was making his friend squirm. AJ tried his hardest to be offended by all of those insulting descriptors, but his heart merely raced faster in response as he groaned from each truthful word that came from the pegasus’ mouth. Of course, even if he was able to bite his hoof and stay silent, his constantly throbbing and leaking clitty was more than enough proof to make Butterscotch continue with his teasing.

“Seriously though, Applejack…” Butterscotch gave a couple more teasing licks to that twitching little nub, just to make sure Applejack would stay nice and squirmy in the chair. Meanwhile, Zicoro chuckled with a pleased smirk of his own, liking how much the pegasus’ behavior was changing so soon after giving Applejack that potion. Since the once over-muscular stallion was now a petite little sissy-colt, Scotch was growing more confident as he spoke sensually, “... I really like playing with such an eensy little cock… It makes me feel a lot better knowing I don’t have the smallest stallionhood in the room anymore~”

Applejack’s hind-legs tensed up as he endured his friend’s teasing words and rubbing, only able to let out a shaky moan in response. Meanwhile, Zicoro couldn’t resist leaning in to add to the banter. “You think that he just has the smallest cock here?~ He’s probably smaller than most colts, my dear…”

The zebra then decided to add a little more salt to that wound Butterscotch was playing with, and stood on his hind-legs while he was beside Applejack’s blushed face. Even when Zicoro’s meaty, massively-thick ebony cock was out of sight, the sissified stallion still moaned when he caught that first breath of the zebra’s heady musk. AJ may have not been nearly as enthralled with Zicoro’s musk as Butterscotch was, but he still groaned out weakly when he saw that daunting zebrahood standing erect just inches from his face. Every thick vein that dragged along that dark-skinned shaft stood out wonderfully while glistened in the zebra’s sweat, and the first thick drop of pre to seep from his crowned tip only added to the powerful scent that wafted through the clit-colt’s nostrils.

“I bet you’re jealous now, while your cock’s that small,” jeered Zicoro tauntingly, not even waiting for a reply before leaning in to smack Applejack’s quivering muzzle with his throbbing cockmeat. While the femmy stallion shivered with an embarrassed blush, and Butterscotch giggled at such a emasculating tap, the zebra continued his rhyme as he narrowed his eyes down on AJ’s. “At that size… you’re barely a stallion at all~”

An even stronger moan escaped Applejack’s mouth, and he was blushing too deeply to even try to object to such a demeaning statement. He may have been a prideful stallion with somewhat-strong values, but it was hard to try and defend himself with a two-inch pecker, and a massive zebra cock slapping his face like a two-bit whore; potion or not, he certainly didn’t feel as much like a stallion as he had before. Plus, to add even more embarrassment while having both of his fuck-buddies teasing him in such a demoralizing way, the stallion bit his lip with a shaky whimper from how hot he felt from all this attention. It was unbelievably shameful and humiliating, but at the same time it felt… well… not horrible.

In fact… being in such a contrasting position to his usual play was strangely hot. Granted, he doubted it was something he would prefer over his usual methods of sex, but… who knows? After feeling how much better Butterscotch’s blowjob skills were with a more manageable cock, he was more willing to give this a shot while the potion lasted. He wasn’t sure how long his moment of contemplation lasted, but it must’ve been a long enough pause for both of his friends to notice, and for Zicoro to lean in with an especially antsy grin. “So what do you say, you little clit-dicked slut? You want two real stallions to give you a rut?~”

Butterscotch was already grabbing both of AJ’s hind-legs, and lifting them up to better expose that plump bubble-butt and winking hole. Applejack’s eyes widened as he looked up and saw the pegasus’ wide, confident grin. He may have been the same meek stallion he loved playing with in private, but it was clear that seeing the farm-pony in such a new way erupted a new fire within him. And as he used a nearby jar of Zicoro’s surprisingly good lube to give his rigid cock a thorough coating, his eyes were pinned down on Applejack’s sissified body like a predator scanning its upcoming kill.

Of course, the stallion only caught Butterscotch’s randy stare for a moment before Zicoro hopped up on the recliner between them. As his hind-legs planted on both of the arm-rests to remain steady, his front hooves laid on the back of the chair so his cock was pointed right at Applejack’s face. The clit-colt’s eyes widened in an instant at seeing that massive tool up close, barely able to respond while a couple drops of pre landed on his chest. Meanwhile, the zebra’s tail flagged up enticingly, leaving that sweaty tailhole completely exposed and waiting in front of Butterscotch’s blushed face.

The zebra peered back at his pegasus culprit and asked sultrily, “You think that a position like this will do? I wouldn’t mind feeling your hungry tongue too~”

While getting into position between Applejack’s spread legs, Butterscotch couldn’t have grinned any wider to Zicoro’s request. He may have been the most eager to give their feminized friend a proper pounding, but also eating out such a tantalizing zebra rump was a very close second. “H-Honestly?” he said in a feeble, but very aroused tone while giving the zebra a half-lidded stare. “I’d be more upset if I didn’t get to rim you~”

The zebra laughed haughtily, barely noticing how Applejack was eyeing his cock with his mouth slightly agape like a hungry dog. The feminized stallion whinnied needily, with each breath of the zebra’s sweaty musk making his useless nub pulsate and spurt out more droplets of pre. Even though he wasn’t the most experienced bottom, at that moment his heart was pounding for some much-needed penetration. Whether it was by Zicoro’s meaty cock in his muzzle, or Butterscotch’s throbbing stallionhood in his tailhole, he managed to let out a weak moan in desperation for things to start sooner than later. Fortunately, Butterscotch seemed to get the hint as he pulled AJ’s legs up even higher, and took a breath while prodding his cockhead between those orange and now-jiggly cheeks.

“Oh my. You… You’re way softer now, little AJ…~”

As soon as he felt how easily he was able to slide his cock inside (especially in comparison to the rock-hard flanks Applejack usually had), Scotch gasped shakily and tried not to shudder. “Ohmigosh,” he muttered with a heavy blush, unsure how he didn’t already cum when he felt his crowned head press against AJ’s waiting pucker. The sissy-colt groaned hard through his bit lip, but his shaky smile was unmistakable while Zicoro’s cock was pointed directly at it. But instead of just plunging his member straight into the subby slut’s mouth, the zebra waited with a grin as he looked back and saw Butterscotch trying to push in. “W-Wow! This… This is really tight…”

As soon as that cockhead began to stretch open Applejack’s hole, the pony hissed sharply through his teeth while wincing. Even though this wasn’t the first time he tried any anal stuff, taking an actual stallionhood was miles different from any toy or phallic-shaped item he was able to sneak into his bedroom. But regardless of how painfully his hole pulled open, the sissified pony was still tough enough to grit his teeth and groan in determination. Zicoro raised his brows as he glanced down at AJ with an impressed look, not expecting a pony so used to topping to allow Butterscotch’s member to push through his inexperienced hole. But after an especially hard push from the pegasus, and strained groans from both ponies, the two gasped in unison as soon as that cock popped inside of his tailhole completely.

“MNNNNGHHHH!!!~” Not used to having an actual cock up his ass, the frail little sissy writhed with his eyes clenched shut from the indescribable mixture of pain and tantalizing pleasure that pulsated around his hole. Of course, even though his spasming muscle stung worse than a dozen bee-stings, his puny little nub throbbed and leaked in undeniable approval. After a lingering moment to let the pain settle, AJ shuddered with a weak exhale while feeling Butterscotch’s cock inside of him. Meanwhile, the pegasus also needed a second or two to process this moment, realizing this was one of the first times he was able to actually penetrate his friend with such ease. Of course, as soon as he able to let that realization sink in, Butterscotch was able to come back to reality soon enough to notice Zicoro’s waiting stance before him.

“So… I take it that both of you are ready?” he asked with a raised brow, as well as a raised tail. While Applejack breathed out calmly, and reopened his eyes while nodding up at the zebra, Butterscotch shuddered with a heavy blush as his eyes darted between Zicoro’s smirk and that waiting hole. “Because I’m growing bored of standing steady~”

It was obvious that Butterscotch was rearing to start as well, but he still exhaled with a satisfied moan as he looked down at the waiting fem-colt beneath them. “What do you think, you… l-little sissy?” he asked with a confident-looking smirk, even though he clearly had some nervousness in his voice. “You… You want some real cock in you?~”

Applejack closed his eyes and groaned from the growing pressure he was receiving from his friend’s teasing. While his measly clit throbbed in resounding approval, the sissy bit his lip for another moment before nodding his head. “Y-Yeah! Ah… Ah want it, babe!~”

“T-Tell me what you want, clit-boy~” blurted Butterscotch, which caused him to purse his lips shut for a brief second in surprise. Luckily, Zicoro was able to keep from giggling when he saw how red Scotch’s face grew in embarrassment. Meanwhile, their stallion writhed with an even stronger shudder from how enticing the pegasus’ treatment felt.

“Ah… Ah wanna real cock,” he moaned as he squirmed underneath his domineering lovers. “Ah w-wanna… f-feel some real cocks in me, please!”

“Ooh, I never would’ve thought you’d be so whiny,” jeered the zebra with a chuckle. While Butterscotch strengthened his stance, and pushed the tiniest bit to really make Applejack writhe in the recliner, Zicoro wiggled his erect cock before AJ’s face and said tauntingly, “Maybe if you tell us how your cock is tiny~”

Butterscotch smiled devilishly wide back at the zebra, and bit his bottom lip as he began to push his hips in slowly against Applejack’s plump rear. Of course, as soon as the sissified pony gasped in pleasure, his open mouth emitted a hungry moan before complying. “AHHHH!!~ Ah… A-Ah have a… a t-t-tiny cock! It… It’s so small!~”

“I bet you enjoy it, don’t you, you whore?~” teased Zicoro, ignoring Applejack’s elated groans while smearing his drooling cockhead against the pony’s cheek. “I wish that I did this to you before. Squirming like a bug, and hard as a rock, you really don’t deserve that massive cock~”

Butterscotch moaned as he sank more of his member inside Applejack’s tight little hole, and couldn’t resist nodding to add to his friend’s teasing. “Y-Yeah! You… You deserve that tiny cock, d-don’t you?~”

“Gnnnghhh… Nnnnfffff…” Applejack’s eyes were clenched shut, and his enticed groans grew louder while Zicoro continued to smear his pre across his face. With each half-inch he felt of Butterscotch’s cock sliding into him, and each marking he received from the zebra, he could feel himself sinking deeper into submission. Even though he never thought of himself in such a way before, he couldn’t deny his unrelenting arousal as he moaned out needily, “Y-Y-YES!!~ Ah… Ah d-deserve it! Ah love it, alright?! Ah love my tiny ‘lil pecker, and Ah wanna get fucked by both of yours, PLEASE!!!~”

Happy with the farm-pony’s pleading request, his open maw was soon plugged up by Zicoro’s eagerly throbbing cock. AJ froze while wide-eyed for a second, having sworn his face had shrunken a bit by how much his mouth was crammed with that musky zebrahood. However, that brief moment only lasted a second or two before he rolled his eyes back and moaned out muffledly.

“Nnnnnghhhh…” The pegasus groaned under his breath with an antsy smile as he slid a couple more inches of his shaft inside of Applejack, loving how warm and tight his friend’s hole was after so many failed attempts to rut him before today. Alas, Butterscotch was clearly antsy for something else to satisfy his growing lust, which was conveniently right before his face and beneath Zicoro’s tail. With every inch the zebra made to shove his cock deeper inside of Applejack’s slutty mouth, Scotch had to lean his head in closer to be in close range of that sweaty, musky zebra-hole. His nostrils flared as he caught that rich and heady aroma of musk, which made his cock throb hard inside of the sissy’s convulsing walls.

As soon as he felt his medial ridge pressing hard against the outside of AJ’s hole, Butterscotch couldn’t take it anymore as he shoved his muzzle in directly between Zicoro’s cheeks, and took that first strong breath of that untamed musk of the zebra’s tailhole. The sweaty scent drove him wild, and his shuddering moan was more than enough to help his hips spasm and drive that meaty ring inside of his friend. Meanwhile, Applejack almost choked in response to such a sudden bout of added penetration, combined with Zicoro’s hefty cock filling most of his blushing muzzle. But fortunately, the femmy stallion was able to hold his own and groan eagerly through all that cockmeat between his drooling lips.

Zicoro moaned out with his eyes closed and his head reeled up to the ceiling, loving being between two stallions’ eager mouths. While Applejack’s lips suckled and caressed more of his throbbing shaft, the zebra’s tailhole twitched and puckered with each brush he felt from the pegasus’ flaring snout. Although, despite how pleasurable the pony’s hot breaths felt against his wrinkled flesh, it was that first drag of Scotch’s tongue that made Zicoro spasm and let out an enticed yelp. “Ahhh! Tha… That’s a good little slut… You… l-like tasting that zebra butt?~”

“Mmmhmm!~” replied the blushed pegasus enthusiastically as he kept his eyes closed, and held onto the zebra’s striped flanks with both hooves. Even while burying more of his cock inside of Applejack’s tantalizing hole, Butterscotch couldn’t control his urges as he hungrily lapped Zicoro’s sweaty pucker for all it was worth. This was far from the first time he gave the zebra a deep rimjob (in fact, it was the most common thing he did with his striped fuck-buddy), but each session was just as gratifying and pleasing to the pony as the previous one. And as his mind sunk into that familiar haze of lustful desire that drove his tongue deeper against that hole, Scotch’s body moved on its own as his hips began to thrust rhythmically against his friend’s jiggly rump.

“Gnnnghhh!” Applejack grunted through his stuffed mouth as he felt Butterscotch’s cock start to thrust into him. Part of him wanted to moan out, just to help ensure his friend that he wasn’t feeling too much pain at the moment. However, each rapid breath he tried to take through his nostrils was lingered with the strong taste of Zicoro’s cock as it slid in and out of his occupied mouth. Fortunately, it seemed that Butterscotch didn’t need any verbal confirmation that he was doing the right thing, and let his friend get mouth-fucked by the zebra he was eating out while his hips thrusted even harder.

Soon enough, AJ started to feel Butterscotch’s plump balls lightly slap against the dock of his tail, letting him know how far the pegasus had pushed in so far. It was so surreal that he was able to take an eight-inch stallionhood with little resistance, but that fact certainly didn’t seem to make him feel uncomfortable while in such a submissive position. Although, the addition of Zicoro’s thick and meaty cock rutting his mouth may have helped with his new state of mind as well. If this sort of thing was occurring any previous day, it was more likely that Butterscotch would be in the position AJ was in; but now, with his body changed to such a different stature all around, Applejack felt fairly comfortable letting his body be used by both of his friends’ cocks while he laid back like a subby little bitch.

His voice turned higher-pitched between the limited breaths he could take, but it was hard to overhear from the constant slurps of his lips as that zebra cock slid repeatedly between them. As for Butterscotch, his enthusiastically rampant thrusting began to slide his cock even deeper inside of Applejack, and started to rub against that elusive prostate the farm-pony himself could never attain for years.Even though the pegasus was too preoccupied with wriggling his tongue inside of Zicoro’s hole to overhear his friend’s gurgled squeals, he could certainly feel how much the pony was clenching around his shaft while plowing him so hard. If this was how Applejack usually felt when topping him, then Scotch could certainly see why he enjoyed it so much.

Applejack’s eyes rolled back as he endured every thrust from both cocks in pure bliss, savoring each second he spent being used like their personal fucktoy. Every slide of Butterscotch’s cock against his prostate set his nerves ablaze in tingling pleasure, not even needing to touch his worthlessly tiny cock to feel how close he was to cumming. Meanwhile, his little mouth could feel how much Zicoro’s member was twitching, and he could tell the zebra was close by how rapid his moaning breaths became.

“Mmmmph!” Butterscotch moaned out weakly while his tongue was buried deep in that sweaty striped rear, but he didn’t dare try to pull it out as his thrusts into AJ turned more erratic and powerful. His shaft began to pulsate with each intense slide against Applejack’s tight hole, and he knew he was gonna unload into the sissified stallion sooner than later. His balls slapped more lewdly against that plump rear, which only added to the primal noises that emanated by all three of them in that confined hut. Of course, despite how riled-up and impulsive Scotch and Zicoro’s noises were, neither of them could hold a candle to the elated and muffled moans coming from the pony underneath them.

Applejack may have been shrunken down to a complete twink, but he couldn’t have looked more content with his situation as he anticipated both of his endowed friends’ loads. His tiny little nub was throbbing desperately for its much-needed release, but didn’t need to be touched by anyone while his prostate was given those final rubs from Butterscotch’s much-larger cock. The femmy pony felt completely pathetic and humiliated while he was used so thoroughly by both of his buddies; but despite knowing how demeaning all of this was, AJ couldn’t find it in his lust-addled mind to deny how much he loved it.

“Ahhh!!~” As his cock made its last few throbs while being sucked hard by Applejack, Zicoro looked down at him with his eyes barely open from pleasure. “Do… you like this position we put you in? B-Because… I’d love to do this to you again~”

“MMMMPHHH!!~” moaned the subby pony as he reached the precipice of his own climax, not needing to take that zebra cock out of his mouth to enunciate how much he liked that potion’s effects. It may have been completely different from his regular routine, but it was clear that this experience made him content with the idea of playing the tiny-cocked twink more often. Being used in such a dominating way, and having his most personal appendage mocked so coarsely during, somehow ignited a fire within him the pony never knew he wanted lit. As his body pulsated and writhed at the three’s final movements, Applejack envisioned doing this more often; maybe over a whole weekend, or even a week if he could get the time off work.

Heck, given how intense and tantalizing his smaller cock felt in comparison to his regular size, maybe Zicoro was onto something with what he hinted at earlier.

Maybe… just maybe… it wouldn’t be so bad if…

Before AJ could finish thinking out that impulsive idea, his body spasmed into a new wave of electricity as he felt himself succumb to the climax it needed oh so badly in this new body. Fortunately, his orgasm came just as Zicoro and Butterscotch both reached their peaks as well. Hearing the pent-up moans of both ponies rutting his holes mercilessly, Applejack could only tense up in anticipation, and clench his eyes shut while his tiny clit spat out two or three strings of his pathetic load. Meanwhile, both of the properly-sized cocks erupted wildly in comparison while flooding Applejack with their shared volumes of spunk.

“AHHH!!~” Zicoro cried out in pure pleasure as he came powerfully into Applejack’s slutty mouth, almost instantly filling his muzzle with rope after rope of his thick seed. The musky and virile load began to dribble out from the corners of AJ’s mouth due to the vast volume, but the pony was determined enough to still try and swallow as much as he could. The sissy’s hips writhed in the aftermath of his own lingering climax, but he still groaned in deep arousal while savoring that rich and tangy flavor of the zebra’s creamy spunk. Meanwhile, Butterscotch’s strained moan was almost unheard as he came less than a second after Zicoro had.

Since it was his first time successfully cumming inside of the usually muscular stallion, Butterscotch’s entire body tingled in immeasurable elation while unloading into the femmy slut. He wasn’t sure how much he actually shot inside of him, but he was sure it was more than enough to knock him up if he was capable of being impregnated. His hefty load practically flooded the inside of Applejack’s body while that cock was buried inside of him, giving the farm-pony a proper feel of all the cumshots he delivered to the pegasus over the months they spent as fuck-buddies.

After a long moment of silence as the three came down from their shared orgasm, Zicoro and Butterscotch pulled off each other and fell on top of Applejack as they laid in the recliner. AJ was still in his feminine form, but he couldn’t have cared less while he rested with two wonderful guys beside him so blissfully. While Zicoro pulled him in to be nestled against his thick-tufted chest, Butterscotch sighed with a dreamy smile as he laid beside his friend in the same spot. And after a little repositioning, the zebra laid on his back while holding both of his special friends against his chest with both forelegs.

“Mmmmmmm…~” Butterscotch was the first to sink into a tender sleep, feeling rather spent after fulfilling such a satisfying experience with two of his closest friends. He wasn’t sure how Applejack would feel about the whole thing after waking up, but he secretly hoped that he would be open to trying more if he was comfortable with it. But instead of dwelling about that for now, the pegasus just breathed out calmly and rested against Zicoro’s soft, musky chest tuft.

As for Applejack, who felt similarly as tuckered-out as his buddy, he only stayed conscious for a moment more before falling asleep against the zebra’s chest. As he felt himself sink deeper into a long and much-needed rest, the stallion could just barely recall that dumb, intrusive idea that came to him just before orgasming. After a light chuckle under his breath, he shook his head and tried to forget about it, thinking of it as just some spur of the moment, stupid idea. Probably. Maybe.

Zicoro, who was the last to fall asleep in his chair beside his two pony friends, smiled in utter contentment at having both of them in such a unique and profound way. He may have had many, many ideas for both of them, but he could barely think about any of them while growing so tired himself. However, as he closed his eyes and began to fall asleep, with his hooves absentmindedly petting both of his stallions’ manes softly, he sighed with a tired smile while thinking to himself.

Oh Zicoro, you dirty little boy… You certainly found a good source for joy~