Working Out a Fun Time

by Michael Hudson

Rating: mature
Tags: Applejack, My Little Pony: Friendship is Magic, Rainbow Dash, Porn, Sex, Twilight Sparkle, Anthro
Length: 6934

In order to get a better understanding of Earth Pony and Pegusi, Twilight first needs to get her body ready for it, and who better to do it with then Rainbow and Applejack? She only hopes they don't mind her joining their private sessions.

Now that she's an alicorn, Twilight wants to better understand every race. Earth pony's connection to the Earth, how Pegusi fly, etc. like that, and she hopes that getting a bit more fit will help with that. Luckily, she knows two of the most athletic mares in Equestria, and they seem all too happy to have her join their joint sessions.

Now if only she could ignore the fact that they were also two of the hottest mares in Equestria.

Commissioned by Spamotron.

Art by Fuzzy Bites

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Published 2018-04-26 23:50:07 UTC
Last updated 2018-04-26 23:50:07 UTC

In More Way Than One

Twilight walked into the barn, a little nervous if she was honest with herself. She wasn’t unaccustomed to working out as a healthy body held a healthy mind, but she had always done it by herself. Done it in her own time, her own speed, and, well… She expected Applejack to push her pretty hard today, let alone Rainbow Dash. In fact, she half-expected Rainbow to be in jack boots just to tease her more.

Not that she was going to complain about any of that. She was mostly ready for anything they could throw at her, and in fact looked forward to it. After all, they were trying to help her get any new bits of speed or strength out of her that she might have gained as an alicorn, and she was desperate to find out just what potential she had. After all, each race had their own unique quirks. Unicorns were usually more creative and of course had their magic, Pegasi were faster and had flight, while Earth Ponies had stamina, strength, and an inherent sense for the Earth itself. She still wasn’t very good at flight though, and nothing about walking through Sweet Apple Acres felt different to her, even in the past year she’d spent as an alicorn.

Now she hoped that would change as she looked up, smiling at her friends, just before a flush of heat ran through her. She was in what many would consider a fairly modest outfit, a green tracksuit with white trim, and underneath a tight, blue spandex that she used to see people wear in her mom’s old workout videos, but you couldn’t see any of that! Applejack and Rainbow Dash were… Well, it wasn’t the most indecent thing she’d seen Rainbow in, as she was just wearing a tight, black tube top and gray shorts that clung to her so tight that Twilight questioned whether or not she was wearing underwear. Applejack though…

Applejack was wearing tight jean shorts that cut off halfway up her ass, and a loose, white t-shirt that draped over her well endowed chest. Unlike Rainbow, who practically had nothing there, and herself, who had about palm sized breasts, Applejack’s were as farm grown as the rest of her, which meant big and firm. That also meant they stretched the thin fabric enough that Twilight could see right through it and see that Applejack was indeed wearing nothing underneath it.

She turned away, her cheeks bright as she realized that she had been staring. Twilight then let out a small cough to get their attention, not having caught either mare’s eye as she had walked in. She desperately needed them to notice her now though so she could ask an obvious question and get this tension she felt to go away.

Rainbow was the first to turn, blinked, and then began to laugh. In fact, the athletic mare laughed so hard that she fell back, holding her stomach as her shouts bounced against the walls of the barn and echoed back into Twilight’s ears as her face became flushed with even more heat. The alicorn stomped a foot down and yelled, “W-What’s so funny?”

Applejack glanced back down to Rainbow Dash, who was in no condition to answer, before she walked over. The farm mare was already sweaty, something her shirt didn’t share oddly enough, likely meaning she switched into it after her morning chores, and Twilight swallowed hard at the sight of the sun’s rays from the sole window shining off of her glistening muscles. Twilight always knew that her friends were good looking, and she had often admired Applejack’s muscular, ripped body and the six pack she easily sported, but with her breasts out for her to see, and drops of sweat running down the cracks between her muscles… That admiration turned into something far more embarrassing that Twilight tried to push away. Not that Applejack acted like any of this was even happening as she put a hand on her friend’s shoulder, giving her a small smile as she said, “Sugarcube, it’s your outfit. We’re gonna be working pretty hard today, and this barn traps heat a bit. You don’t want to pass out, do you?”

Twilight blinked a few times, her mind slowly restarting as she was given the straw to grasp. Yeah… Yeah, that made sense, and she was still mostly dressed underneath her suit. She was just lacking any panties because she hadn’t remembered to check how tight her leotard was, but with how these two were dressed, even that much must have been dangerous. Yeah… She didn’t know if she bought it, so she still had to ask, “Is that why you’re, uh…”

Applejack let out a small chuckle, which caused her breasts to jiggle right in Twilight’s face, the erect nipples especially bouncing for the nerd’s awkward delight before she stretched out. “That, and we’re not planning to take a run, so I see no harm in it. After all, we’re all mares here, so what’s the matter with showin’ a bit of skin, right?”

Rainbow slowly got up, wheezing as she slowly caught her breath, all while Twilight slowly undid the zipper on her tracksuit. She cleared a tear from one of her eyes with a real breath in before stating, “Besides, even I agree that bras are fucking annoying, so just chill Twili-”

Rainbow grew silent as the tracksuit began to come off of Twilight’s shoulders, and even Applejack glanced at Twilight and paused. Neither of them had really seen the mare in anything less than a modest dress from her birthday party, so they rarely got to appreciate that Twilight was still a beautiful mare. In fact, ever since she became an alicorn, she was taller than both of them, just barely for Applejack though, and her body had grown to match. What used to be small lumps on her chest now looked perfect for a pony to grab ahold of and squeeze, and she was slender with likely only an ounce of fat on her. She didn’t have much in the way of muscle, but it was something neither had thought about too hard until they saw the skintight leotard she was in. Applejack’s only regret was that the mare seemed to still be wearing a bra, so it wasn’t quite the view that she had been possibly hoping for from the reveal.

Rainbow Dash’s regret was not having a camera as she fell back, her laughter splitting the air again as Twilight blushed even brighter and covered herself back up. Applejack was pretty done with this at this point though, as Rainbow’s sense of humor was possibly getting in the way of their plan for the day at this point, and she shouted, “Rainbow! She can wear what she wants!”

Rainbow looked up, tears coming down her cheeks as she shouted, “She looks like some nineties mall rat!”

Twilight looked down as Rainbow’s next peel of laughter hit her ears, but this time, Applejack didn’t stay with her. Instead, she walked over to Rainbow, grabbed the pegasus by the hair, and began whispering something very angry at her. Twilight couldn’t hear it, but whatever she said got Rainbow to look at her again, and instead of laughing… Did Rainbow just blush? She could only remember her ever doing that with the Wonderbolts before. Was what Applejack saying that embarrassing? Or was it that Rainbow liked how she looked? No, that couldn’t be it, though Twilight did put a hand between her thighs to hide just how small the leotard was, just in case.

Which only proved to Rainbow and Applejack that she was indeed wearing nothing over her cute, little cameltoe. Rainbow took a long, sharp breath as she took control of herself again before getting back onto her feet. A small nod to AJ was her best show that she would control herself better now, especially since she was up to bat first for their little plan.

Twilight swallowed hard as Rainbow grinned at her, the pegasus stretching out her back before she said, “Alright, Twi, time to bend over.”

With the fact that Rainbow was showing just how tight her own shorts were, and the rest of the atmosphere in the barn, Twilight’s head steamed at the command as her eyes widened. Rainbow didn’t- She couldn’t- Oh, man she looked cute in her ponyt- Now was not the time!

Rainbow rolled her eyes before the nimble mare bent over, sticking her head between her legs as her hands touched a point almost a foot behind her. She then popped right back up, even hopping a little as she did. “One of the problems you normally have while flying is being too stiff. I’m gonna help you loosen up, especially before you hurt yourself today. Got it?”

Twilight blinked again, stammering out, “O-Oh, of course! I’m sorry. I don’t know what I was thinking.”

Rainbow’s eye twitched as she slammed her teeth on her tongue to stop her from teasing the poor nerd too much. Well, not with her words at least. She had plenty else that she could do to give her friend the teasing she deserved.

Twilight was indeed stiff though, not even managing to get parallel with the floor as she reached for her toes. Not that she was too surprised, but she did want to give Rainbow a better showing than this, especially after how impressive she was able to be. At least this position did help her relax from the thoughts that had been buzzing in her head, and she made a mental note to stop borrowing romance books from Rarity while she still worked out with Rainbow and Applejack.

A thought that was cut off as Rainbow’s hips bumped into Twilight’s ass. The alicorn jumped a little at the contact, but stopped as she felt Rainbow’s hands put a surprisingly tender pressure on her in the space between her wings. The pressure soon became slightly uncomfortable as Rainbow pressed down on her, though it quickly became with more than just her hands. Rainbow’s thighs were just the beginning, as Twilight soon felt the pegasus press her stomach against the small of her back, and finally could feel Rainbow’s head next to hers. Or, more importantly, the pegasus’s breath on her neck.

Rainbow pressed a little harder, getting a small whine from Twilight before the pegasus said, “If it hurts, tell me. It’s supposed to be uncomfortable, but the point of this is to relax the muscles, not damage them.”

Twilight swallowed hard, her face flushed with heat that was making the rest of her body shiver in what she prayed was a lack of warmth, rather than… Other stimulants. “D-Do you have to, uh, do it like this?”

Rainbow bit into her cheek for a moment before whispering, “It’s, uh, how my trainer does it, so I’m just, uh, following him?”

Twilight was in no condition to tell that Rainbow was lying through her teeth, and with just as much skill as she’d ever had at it before, and so swallowed hard at the fact. If this was what professionals did though, she would let it go. It wasn’t all bad after all… It helped that these were simple stretches, and that meant they weren’t going to last forever, something Rainbow emphasized herself, especially with two smaller, shorter stretches between this one and the next that she got up close and personal for.

And it was one that caught Twilight off guard for. It was a simple stretch where you put your arms, one coming from below, the other from above, behind you, and then grabbed your own hands. Then you could pull on one, usually with the lower hand, to help with the stretch, not that Twilight needed it since she could barely grab them anyways. Still, it did stretch out her arm plenty, and the worst position it put her was that it forced her chest forward, causing the leotard to outline the bra she had on, which she doubted Rainbow would even notice.

Or wouldn’t have if Rainbow didn’t almost immediately stop the stretch for herself to walk over. Twilight fidgeted a little at just that, but Rainbow then squatting in front of her, putting her face only centimeters, maybe even millimeters, away from her chest brought every degree of heat back to her face, made only worse by Rainbow’s surprisingly heavy breathing. Not that she was going to analyze it much when she let out a panicked, “Wh-What are you doing?”

Rainbow glanced up, acting like a mare almost motorboating another one was a common thing. She then put her hands on Twilight’s ribs, pressing the muscles there as she made her way along the mare’s sides. The touch was slow, deliberate, and sent even more shivers down Twilight’s spine, but they made more sense, so she was groaning when Rainbow said, “I’m seeing how your muscles are reacting to this. After all, how your arms feel about it will be obvious, but everything’s connected. You know that, right Twi?”

Twilight bit into her lip, staying silent at this point. After all, all speaking did was make her feel more embarrassed and more like she was out of her depth. Besides, it wasn’t wholly unpleasant. Just… confusing. Yeah, that sounded about right.

Unlike between her first stretch and this one though, there was no break before the next position that put her on edge, and this one… This one made Twilight fairly certain she would pass out. It was, as Rainbow called it, a partner stretch. Something to help make sure Twilight really loosened up, and, as they weren’t planning to do too much with her legs that day, Rainbow wanted to be a little severe with them. And, admittedly, when Rainbow put pressure on her, it was a pretty strong stretch. More than she could have done by herself.

It was also something she would have sworn she’d seen in porn before. Rainbow had her sit on a box, her legs spread wide for the pegasus. Rainbow then put her hands onto Twilight’s thighs and pushed down, forcing the legs to part even further. Unfortunately, this also put Rainbow’s face right into the alicorn’s crotch, and Twilight swore that she could hear the fabric over her slit begin to stretch with her muscles. At any moment, she could just see her leotard ripping apart, and then her friends would see just how aroused the sight of them and a few stretches had made her.

Not that she couldn’t put any blame on them. Or, she would have if she’d been able to keep her thoughts straight, as Rainbow didn’t need to be nearly as low as she was. The mare’s breath didn’t need to beat down on Twilight’s pussy with each exhale. Her words didn’t need to beat on her clit as she explained the stretch.

Then again, Twilight didn’t need to imagine Rainbow just diving in and eating her out, but she wasn’t entirely in control of her thoughts at this point.

Applejack came to rescue her as the tall mare tapped Rainbow on the head before crossing her arms underneath her chest. Twilight glanced up as the pressure on her legs got easier, swallowing hard as she looked at her friend. Apparently, Applejack had been busy while the two were getting ready, as her sweat had soaked through her thin, white shirt, and now clung to her body like wet paper. Or, more accurately, her breasts. They now were outlined by what may as well be wet paper, so rather being draped over, their long, slow curvature, the space between them, and just how large her perky nipples were all made all too clear to Twilight, who was trying to ignore… Almost everything at this point.

She needed to grab something that she knew. Something that wasn’t sexual. Something that could let her breathe.

“The weight bench is ready for ya Sugarcube. Just lay back, and I’ll spot you.”

Twilight almost ran for the bench at the words, taking it as the chance she needed. After all, every gym had one of these, and she had gone to the gym by herself a few times. So, she laid back, her head lifted up a little by a headrest at the back, and she squared the bar with her own chest. She just needed to wait for Applejack to come over and…

Put her pussy in her face. Well, not literally, Twilight supposed, but she may as well have with how close her friend’s nethers were to her face. A few centimeters of air and the farm mare’s jean shorts were likely all that seperated Twilight’s nose from her friend’s lower lips, and that meant every bit of her musk and sweat poured over Twilight’s senses as her body shook with need.

She… She couldn’t focus on this. Bare minimum, she couldn’t let Rainbow get away with the teasing material she would get if Twilight had to explain why she took off from their workout screaming. Even if she couldn’t figure out why, the pegasus would never let her down such a silly way to leave, even if it was exactly what Twilight wanted to do in that moment.

Instead, she reached up, her unsteady hands taking ahold of the bar. With a light push, she could tell Applejack hadn’t put much weight on it, something that Twilight was thankful for. After all, even if she normally could deal with maybe a hundred pounds, right now she was afraid she would just space out and accidentally drop it, even if it was just the bar. Like this, she could take it easy, barely straining herself as she worked out.

...That also left her mind to wander, even with Applejack’s counting. In fact, focusing on the count, as Applejack insisted she go at a slow pace, meant that Twilight focused mostly on her friend. This started with her voice, then the subtle rise and fall of the farm mare’s chest that looked so large from down here, to finally back on what was right in front of her.

Twilight began asking herself questions at that point, her mind forgetting about how many reps she had done, turning in favor of her arousal-addled brain. After all, the most she’d ever done was borrow a dildo from Rarity, and now… Her body shook from it all as her brain became a confused haze.

Which meant that when she wondered if Applejack’s pussy would taste like apples, the first question in the line that Twilight in theory could answer…

Applejack jumped a little from feeling a hot, little muscle press against her shorts before she looked down, taking the bar from Twilight as she asked, “Find something to snack on, Sugarcube?”

Twilight blinked, her eyes slowly going down to look at her tongue, which was still firmly planted in the crevice of her friend’s shorts where the jeans tucked in against Applejack’s pussy. Twilight slowly retracted it, her brain turning while the bar was set aside, and hands grabbed her thighs.

And then she sat up, her wings springing up before Applejack joined Rainbow in pinning the panicked alicorn into place and getting her to lay back. Neither did it too fast, as they weren’t trying to hurt her, but they both were firm in their action. At least, until one of Twilight’s hooves came up and kicked Rainbow firmly in the face. “Fuck!”

Twilight blinked, still not understanding why she was being stopped after she molested one of them, and tried to take off. However, she was reminded of why she was working out with these two when Applejack pressed her fingers into Twilight’s shoulders. For a moment, it felt like the mare might break Twilight’s bones in her grip, before the farm mare whispered, “Calm down. We wanted you to do that.”

Twilight blinked a few times as Rainbow started getting up and back onto the bench. She then looked up at Applejack and whispered, “What?”

Rainbow reached up, grabbing Twilight’s thighs and digging her hands into the soft skin. “You really think almost eating a mare out is normal in a workout? Nah, but if we wanted to just work out, we’d do it by ourselves.”

Applejack chimed in at this point, her hands lowering from Twilight’s shoulders to her collarbone. Twilight also noted how close they were to her chest, but that was just a footnote amongst all of this. “We save this day for the two of us to relax from everything. To be able to escape from our normal routines. Usually with a lot of sex admittedly.”

Twilight blinked again, still not able to say much more than the most basic questions that were buzzing through her mind, whispering again with, “Why did you… Let me come today then?”

Rainbow smiled a little, one of her hands reaching up and placing a finger on Twilight’s pussy. It sent the same sort of buzz, but perhaps a hundred times stronger, that using magic did for the alicorn through her body, and she bit her lip almost hard enough to break the skin as she tried to make herself not moan. The pegasus didn’t go any farther though, instead saying, “Because we wanted to let you join us. We do still work out after all, and, well… Who passes up the opportunity to become friends with benefits with a princess?”

Applejack once again continued what needed to be said, the two of them having roughly practiced this in the past as she stated, “You can say no though. If you don’t want this, I can get us some cold water, we both have actually proper workout clothes, and we can do this properly. We won’t judge… I won’t judge you for it, and Rainbow will get over it.”

Rainbow took her finger off of Twilight’s pussy as both of them let go of Twilight. She was free. She could run off right then and there, and supposedly neither of them would hate her for it. And… Well, they hadn’t done anything until now. Rainbow could be accused of molestation, but nothing more than what she had done to Applejack. Then again, these two had wanted this, while Twilight hadn’t expected any of-

She blinked realizing that she was overthinking this. In fact, this was probably why they had done all of this, because if they had told her, she would have said no. Not for not wanting it, but out of being afraid. Out of screwing up, and would have just tightened into a giant ball of stress. Instead, now, she was being given a chance to do things she had always dreamt of, with friends she trusted, and so let out a small, quiet, “I want this.”

Applejack opened her mouth to make sure, but Rainbow Dash beat her. She reached forward, and Twilight was given no time to react as the pegasus pushed her into the deep end of all of this in an instant by pulling at her leotard where it pinched her lower lips. Twilight’s body arched from how Rainbow’s fingers slipped over her nethers in order to better grab the fabric. Her eyes widened as she heard the fibers tear. Her nethers winked as the first breath of fresh air slipped over it, and then there was nothing hiding her pussy as Rainbow came away with a clump of fabric. Twilight was merely exposed to the world now, her pussy on full display for her friends.

She almost fainted out of embarrassment, with the only thing keeping her conscious being, oddly enough, her excitement at it all. She had always wanted friends to do something crazy like this back in high school, but could never find the right mares. Applejack and Rainbow were perfect for this sort of insanity though, and knowing that they had been doing this sort of stuff for the past few months, at bare minimum… It drove Twilight’s libido up the wall.

She sucked in a tight breath of air before she put her hands over her pussy, her face still a bright red as she tried to find a good place to look. She didn’t want to just ignore her friends, but she couldn’t even think about looking at them. Even just with her periphery she could tell what at last Rainbow did as the mare got back up. For a moment, Twilight wished that the pegasus had stayed between her thighs, continued with whatever fiendish plans they’d had, but then watched as Rainbow peeled off her clothes.

They were just as tight as they ever had been on her, which meant that, in the heat of the barn, her sweat made them cling to her muscles. The sound of suction from the fibers coursed through Twilight, forcing her eyes down as her body and wants took over reasoning and social cues. She needed to stare at the spectacle.

Rainbow’s top was the first thing removed, and the playful mare tossed it aside, landing in Twilight’s arms, Rainbow smiled apologetically as if she didn’t mean to get it onto Twilight. Twilight let it stay for a moment, breathing in her thick stench before she pulled it off. When she did, Rainbow was turned away from her. Like this, Twilight could inspect every muscle on her back, at least the ones that weren’t hidden under her wings. The lines, the sweat, and how they all led down to the slowly revealed ass.

It was tight and small, and Twilight bet that it could crush diamonds with how firm it looked. Despite that though, bent over like Rainbow was, it spread the cheeks just enough for her to see her friend’s puckered asshole, something she’d never seen from another mare in real life, not even by accident. Not like how she’d seen the pink lips that were below that tight little hole. What she wasn’t used to was seeing them inflamed and leaking arousal, and her heart almost stopped as she considered how her own lips must look.

She couldn’t dwell on any of this though as large, firm breasts came around her head. They were no longer covered, meaning the giant oranges were able to rest easy on her shoulders, and she could feel every small movement of the mounds as they rolled against her neck. It was all that Twilight could do to not pass out right then and there, though Applejack didn’t seem to care. She merely plucked the poor alicorn from where she was sitting and Twilight’s feet dragged along the ground as she was moved.

And then Applejack smacked the back of her head. “Hey, wake up! We’re still supposed to be working out, aren’t we? And now you and I get to play with our favorite competition toy.”

Twilight blinked a few times, trying to look around for whatever Applejack might be mentioning. She saw no workout machine or device in Applejack’s hand. Then again, checking her friend’s hand was a little hard when turning her head still brought her face right into one of Applejack’s breasts. Honestly, if Twilight could have it her way, she’d simply start sucking on them, but the farm mare seemed determined to have them do something more physical. Or was that the right term? Twilight wasn’t sure at this point, but she tried to tuck it away to consider later.

A note that was likely lost as Applejack whispered, “Look down,” in Twilight’s ear. The alicorn glanced down, spotting the board of wood that she was standing on, looked back up, and then actually looked down.

Right below her sopping wet pussy was a dildo that Twilight would swear reached her knees. It was wide, it was glistening with lube, and she paled at the sight of it. “What…”

Rainbow sat down on one of the boxes in the room, swinging her legs as she grinned. “It’s something to help you squat. Or, make it harder.”

Applejack chimed in next, pushing down on Twilight’s shoulders and causing the alicorn’s legs to buckle slightly as she spoke. “You can’t go too fast down, or you won’t stretch around it. Of course, I’m not gonna let you go at your own pace. You wanted to see Earth Pony strength after all, so I’ll show you just how much control we have over it. Otherwise, how are you going to get it in?”

Twilight paled as she looked back down. Her thighs protested at being forced to bend, but she knew she could do it. After all, squats were one of the easier exercises to do while you read and the like, so they were one of her favorites. Just now… Now… Oh Celestia, give her strength, because she really wanted it, but she also didn’t want to get torn in half either.

She took in a sharp breath as the tip first kissed her pussy. It was at least a sloped tip, so she’d be given time to acclimate to it she supposed, but… It was still daunting. It was only made so as the burning in her thighs only got worse from having to also stretch over the mammoth of a dildo she was above. She bit into her lip, moaning in heat as her body trembled from the toy. Her hips even tried to swivel against it, to paint the tip with her own arousal as she got ready for more.

But then Applejack said, “Up.”

Twilight blinked for a moment, before looking up, which was the only way she could properly look at her friend. “Wh-what?”

Applejack smiled at her. “Rainbow and I might be able to go fifty reps on this before cumming, but you’re taking this big boy only once. That means we gotta pace you, especially if we’re getting you down to the base. Besides, Sugarcube, neither of us plays bottom, and watching you being so desperate is something I don’t want to end too quickly.”

Twilight swallowed hard, especially at the last words. Applejack wasn’t wrong in general though. Her friends were so much more confident and proud in their sexualities, while the fact that she was even considering something like this made her want to run away. At least, if she wasn’t with them.

Keeping her balance and cool was a bit harder though as she bent down once again. Her pussy was getting pretty desperate at this point, with arousal dripping from it when she was peeled away from the dildo. Applejack never let her though. When she came down, it was at this painfully slow, forced pace that had her eat up maybe an inch of the black cock at a time, before the grip would become a vice, and she’d have to come up again for a break.

She couldn’t be like Rainbow, who was sitting across from them. The pegasus was having all the fun she wanted, with one of her hands cupped around her chest, and the other three fingers deep into her pussy. No, all she could do was watch as her friend let arousal fly from her lower lips, and listen to her moans. All the things she wanted to do if she didn’t think they’d make her collapse, but at least she could watch. At least she could take in every inch and fold, and use them ton- “Ai!”

Twilight’s legs trembled, barely able to function as she had been forced another inch down on the dildo. She panted, at this point feeling the pressure of the rubber against her, and she swallowed hard as she tried to look back up. She couldn’t speak to Applejack, not in the moment, but the other mare seemed to understand what she was trying to say. “You stopped too long, so I thought I would help you get focused again.”

Twilight slowly nodded, working on getting up on knees that were out of strength. She was so close to cumming at this point, and her body was drenched in sweat. It poured down her body, filled her breaths, and burned through her.

And… It felt incredible. Like… Beyond what it should have. For a moment, with the strength being put under her, filled with the scent of sex and sweat, of life and work… She wondered if this feeling was something akin to what Earth Ponies felt like when they worked their fields. Well, worked their fields while being plowed themselves. Just the base though, what was bubbling beneath the arousal, reminded her of what it felt like to study or do magic, and it was too much for her to handle.

Twilight screamed under Applejack’s hands, her body giving out as she came. She was shaking uncontrollably, and if not for Applejack, would have slid down the dildo to a point that might have been dangerous, pushed along by gravity. Instead as the waves in her crashed down, retreated, and then crashed back forth, her body staying so high even after the first moment, she was pulled off.

And then pulled up.

Applejack had shown her what it was like to work out and feel the pride of an Earth Pony. Now it was Rainbow’s turn, she surmised, as the pegasus tackled her at the hips, her momentum pulling them both into the air. Twilight’s brain fired off a little that she didn’t want to fall again, even while she was still drunk from just a few seconds ago, and her wings flapped.

And then they became solidly outstretched, unable to move as Rainbow’s hot sticky tongue flicked against her slit. A dildo she had handled before. Another mare actually touching her, let alone tasting her… That was something else entirely. She moaned out loud and grabbed the back of Rainbow’s head as she bent over the pegasus. She was going to be useless up here, but she doubted Rainbow cared.

After all, for how much of a whore her friend could be, she knew how much she enjoyed spoiling her lovers. How she made sure they got off first, unless they were purposefully seeing who could make the other cum first. Then again, it could just be Rainbow’s way of making sure she said she got them off first every time, but Twilight didn’t care. She couldn’t really, not while the fires and tidal floods inside of her were only refueled by her friend’s actions.

Rainbow… Didn’t move quickly though. She knew Rainbow had a much more flexible tongue than she was showing off, but she wasn’t using it right now. Instead, as they slammed into one of the walls of the barn, she worked slowly, edging Twilight. Keeping her right on the verge of another explosive climax, but she was unable to get there. Unable to get the release she wanted.

She wanted to move. To fly like Applejack had made her. To feel the joys coursing through her body as she found release from her normal restraints. Rainbow wouldn’t give it to her though. She needed a push, a lift…

Twilight wondered for a moment if they had taught Rainbow about this sort of thing in the Wonderbolts. It was just a little too perfect for her not to have planned this as Twilight’s wings flapped, pushing her forward while the two stayed in the air for another moment. In that moment, she could feel the pull of the air. The desire to go free and shape the currents around her as she desired, which was exactly what she had been needing.

Twilight heard her friend let out a muffled shout as her own legs wrapped around Rainbow’s head. Her pussy gushed with her ecstasy, painting the poor pegasus, and locking both of their wings this time, bringing them both towards the ground. The only thing that stopped them from hitting the ground was Applejack waiting there below them. So, instead of two ponies collapsing onto the ground, three did!

Not that Twilight currently cared. Her body was a mess. It was shaking so hard she could act as a vibrator for someone else, and her mind was almost gone. That may have also been due to how absolutely exhausted she was after all of this. It was simply too much. Too…

Was that Rainbow’s pussy?

She blinked as Rainbow straddled her, the pegasus’s own mess dripping onto her face. It smelled absolutely wonderful to Twilight’s sex-addled brain at this point, and her tongue lazily lapped at some of what had landed on her. She hummed at the taste, but it was weak. Not that she wanted it to be very strong while her friends talked.

Rainbow swayed her hips, shaking bits of arousal as she let out a shaky breath. “Applejack, I know we agreed we’d take it easy on her, but I need this. I didn’t think watching her slut out would get me off like this so badly, but I am on the verge of losing my-”

“So am I, Sugarcube.”

Both Twilight and Rainbow looked at Applejack. Or more accurately, Twilight glanced, as she wasn’t sure she could even lift her head to figure out how her usually most prudish, stern friend had just said that she was about to lose her mind over wanting to fuck her. But… then Applejack kept talking.

“I want to make her pass out. Are you in?”

Twilight looked up at Rainbow, but the brash mare, in her normal fashion, gave no response. Instead, she merely squatted down so far that Twilight found that all she could see was her friend’s pussy. And, in the moment, she was perfectly fine with that as her tongue stretched upwards.

Rainbow was sweet. Or was it sweaty? Twilight didn’t care, as in the moment, what mattered was that it was Rainbow Dash’s flavor. It was the flavor of a friend who had fucked her, and who had been put into this state because of her. For Twilight, it was her being shown just how hot she was. Just how much she could love this world that she had been forbidden from for so long.

Even better were Rainbow’s moans though. They made sure that, even if that part of her brain was on, her anxiety couldn’t worry that she was doing something wrong. No, she was doing exactly what she was supposed to, and Rainbow’s slutty whines only confirmed them more and more.

Rainbow ground her slit along Twilight’s face, shaking her tight ass in front of it as she panted. Twilight merely kept going though, in such bliss that she didn’t notice as Rainbow had to pause. Didn’t notice as Rainbow straightened her back.

She did notice when another pussy pressed against hers, and two, strong, heavy hands pressed down on her breasts. They were rough, the hands of a farmer, and they were hungry. They were of a mare in need, just like Twilight was now, or so she assumed. They clung to her, sucking on her own folds, teasing her nipples, and making her melt with each second that they forced her harder onto the ground.

Twilight tried to keep up with the two. To focus on staying awake so that she could enjoy their moans. Enjoy the sound of the two kissing each other over her. To take in her breasts being touched in ways she had barely begun to when she was by herself.

It was all simply too much though, and she wasn’t even sure she felt herself cum. It all simply became too much sooner or later, and her eyes rolled back. Not that she would complain. She had always been so worried that when she tried something sexual she wouldn’t understand it. She wouldn’t get it just like she hadn’t understood friends at first.

Like this though… Well, while she doubted she’d fuck random stallions, she definitely saw why half her friends usually had new adventures to tell each week.

And Applejack and Rainbow would have a new story too as they stood up, panting over Twilight. Unfortunately, only most of it was positive, as while Twilight had not minded missing out on one more climax, both of them were still craving their first, and Twilight had passed out just before either of them had gotten off.

Rainbow glanced at Applejack for a moment, a smirk forming on her lips as her anger subsided. “She did good. Like… Really good. Fuck, I can’t believe we actually got Twilight of all ponies to join us!”

Applejack grinned as well, looking down at the pretty mare beneath them. “Yeah, but we need to remember there’s always something new to see about other ponies. After all, you thought I’d be totally against any of this stuff too.”

“Yeah, but there was like a ten percent chance for you to like it. Even after all of our plans, I still thought there was no chance for her to like this. She’s just too… Her.”

Applejack nodded in understanding before giving her friend a grin Rainbow knew all too well. “Yes, but if she comes back, she did forget to make sure we got off too, and we have rules against that.”

Rainbow blinked for a moment in confusion, before her eyes widened. “Sybian? Really?”

Applejack chuckled a little as she started moving to clean the barn. “It’s called stamina training, Sugarcube, and we both know she could use it.”