Body Painting

by Pinkamena666

Rating: mature
Tags: Sex, Anthro, Main 6, Porn, My Little Pony: Friendship is Magic, Fetish, Comedy
Length: 7357

[F/Futa, Futa/Futa, Bukkake] Twilight has a fetish; being covered head to toe in male goop. Only problem is, she's too embarrassed to ask anyone. Except her friends, that is...

Twilight has a fetish; being covered head to toe in male goop. Only problem is, she's too embarrassed to ask anyone. Except her friends, that is...

CONTAINS: Futa, Excessive cum, Covering one's body in cum, Bukkake, Cum Swapping, Titty-fucking, Futa/Female, Futa/Futa

Published 2018-08-01 05:10:02 UTC
Last updated 2018-08-01 05:10:02 UTC

Body Painting

Twilight ran into her bathroom in her room at her castle and locked the door. Letting out a sigh, she sat down on the closed toilet and spread her legs. For the past few weeks, Twilight has had this fantasy that she believed she'd never be able to experience. This fantasy quickly developed into her newest fetish; being covered head to toe with semen. She knew she couldn't ask anyone in case they refused. They could spread the word about her fetish and everyone would know how perverted the Princess of Friendship was. The only ones she trusted were her friends, but didn't know how to tell them. So, every now and then, she would fantasize.

After stripping herself naked and throwing her clothes in the corner, she sat back down on the toilet and spread her legs. Sitting fully nude with her 80C's fully exposed, she concentrated her magic on her crotch. Closing her eyes, she imagined she had a nice 7-inch cock that was 7-inches in circumference and a set of balls 9-inches in circumference. When she opened her eyes, she had grown a cock exactly as she had pictured, her testicles resting on her vagina.

Smiling as she looked down at her work, she licked her lips at knowing what was to come out of her new tool. Slowly gripping her cock with her right hand and cupping her sack with her left, she let out a soft moan of content as she felt the heavy sack in one hand and her meaty horse cock with the other. She then, much to her shame, began to imagine herself with one of her friends while she slowly began moving her hands...

~~~~~

Rainbow Dash entered Twilight's bathroom to see the purple mare standing in front of the shower. She was bent over, butt-naked, and testing the temperature of the water as it poured from the faucet. Smirking, Rainbow kicked the door shut with her foot, making Twilight jump a little and turn around. Blushing hard, the naked mare covered her crotch with her left hand and placed her right arm over her breasts.

"R-Rainbow?" She gasped, eyes wide with embarrassment. "Wh-What are you doing in here?"

"I wanted to see you," Dash cooed, placing her right hand on her own 75C's. "You know what I'd like to do to you right now?"

Twilight shook her head as her blush grew deeper and her heart rate quickened. "N-No... What?"

The cyan mare licked her lips before stripping before her friend. The alicorn watched as Dash's sleek, athletic body became more and more visible. When Rainbow was fully undressed and Twilight could see everything, her left hand began to idly rub her crotch in arousal.

"Well, I see you like what you see," Dash replied with a chuckle, pointing to the alicorn's nether regions.

Twilight's face was completely red as she looked away with shame, stopping her rubbing. "Sorry, I... I couldn't help it, I..."

Rainbow stepped up to her and placed her hands on her friend's shoulders. "Don't apologize. I worked hard for this body, and it makes me happy to see you enjoy it as much as I do..." She then took a step back. "Look all you want," she said with a wink, holding her elbows above her head with her fingers interlocked behind it.

Twilight looked over at her to take her up on her offer. Her eyes started on Dash's, which were half-lidded and sultry, before moving down her neck and chest. She looked over every curve and every crevice, taking in the mare's hot body before she found herself staring at those amazing C-cups. The were a little smaller than her own but that only added to the pegasus' sleekness.

"You like 'em?" Dash cooed with a chuckle. "If you want, you can touch 'em..."

Twilight looked up to look her in the eyes again before returning her gaze to her breasts. Stepping forward, she slowly uncovered her body and reached out, gently rested her hands on her friend's tits. "Wow..." she said, feeling the skin of her friend against her fingers and the hardening nipples on her palm.

Dash lowered her arms before placing her hands on the alicorn's ass, making Twilight gasp softly. Smirking, Rainbow gave the cheeks a squeeze and leaned in, placing a kiss on the mare's neck. "Don't our bodies feel great pressed together like this?" She asked as she pulled the alicorn closer, their breasts squishing together around Twilight's hands and their crotches pressing together.

Twilight blushed and looked down, seeing her hands between their tits. "Y-Yeah... It feels great..." She then looked Dash in the eyes. "There is... something I'd like to try... If that's okay..."

"Sure," Dash replied with a chuckle. "We can try anything you want, babe..."

Biting her lip, Twilight slid her hands out from between their breasts and then placed them on Dash's shoulders. "Well... I sort of... want to give you a... penis..."

Dash raised an eyebrow and smiled. "A penis, huh? You want me to have sex with you?"

"Not exactly," Twi said with a nervous chuckle, heart racing as she wasn't sure how her friend would think of this idea. "Um... I was sort of thinking I'd... sit down... and you... stroke your penis... a-and, um..." she explained, face growing even redder. "And then you... cum all over me..."

Rainbow hesitated in thought for a moment before a grin spread across her face. "Oh, you're kinky..." she said seductively. "Sit down, then..." She then removed her hands from Twilight's ass and placed them on her own hips.

Smiling sheepishly, Twilight slowly got to her knees, running her fingers delicately down the pegasus' body all the way to her hips. Now face-to-face with the rainbow-haired mare's crotch, Twilight concentrated her magic and soon a 7-inch cock grew from her crotch, a nice pair of balls hanging down in front of her pussy.

"Wow, that feels weird, but... nice..." Dash cooed, reaching down to grip her cock, lightly stroking it to feel her new tool. "So thick and warm..." she commented.

"Glad you like it," Twilight said with a light smile, looking up at Dash before looking at the cyan cock. "Let me help with that..."

Leaning in, she pressed her nose to the mare's sack and inhaled, taking in the musky scent of the mare's balls. Sliding her tongue out, she gently pressed it to the sack to taste it. Finding that she quite enjoyed it, she opened her mouth wider and wrapped her lips around one of the balls, sucking on it as she looked up at Dash.

The cyan mare was smiling down at her, before she reached down and ran her fingers through the alicorn's hair. "That feels amazing, Twilight. I'll be covering you with cum in no time..."

Feeling her pussy heat up with arousal, Twilight reached down and rubbed herself, feeling her wet lips on her fingers before her digits slipped inside. Letting out moans of pleasure, Twilight let Dash's nut plop from her mouth before running her tongue up the shaft, exhaling deeply as her hot breath hit the mare cock.

When she got to the tip, Dash removed her hand so Twilight had full access to her cock. With a soft moan, Twilight exhaled onto the cock's tip before wrapping her lips around it.

"Oh, goddess..." Dash moaned out. "Your breath feels so good, Twilight... Not to mention your wet lips on my penis..."

Closing her eyes, Twilight slid her mouth all the way down until her lips met Dash's crotch. Feeling the mare's cock in her throat, Twilight let out a moan before moving her head back and forth. The smell of Dash's musky balls and sweet pussy mixed together along with their sweat to give Twilight's nose a wonderful treat. Her mouth also received a delicious treat in the form of a warm, thick cock. As she moved her mouth on the mare's cock, her tongue felt the cock all over, feeling every vein as she coated the meat in her saliva.

Rainbow, meanwhile, had her eyes closed and panted heavily. "Twilight, I... I didn't know you were so good at... sucking a penis..."

Twilight smiled around the cock and gripped it with her free hand, stroking it while she sucked it. After a few more minutes of sucking, Rainbow's moans grew louder and louder and louder before she patted Twilight's shoulder.

"Scoot back," she moaned. "I'm about to cum..."

Hearing her and feeling her tap her shoulder, Twilight pulled away and scooted back. Sitting with her legs spread, she continued to finger herself with her left hand and looked up at Rainbow. "Alright, Dashie... Do it..."

The cyan mare smiled and gripped her cock, stroking it quickly with her left hand while fondling her balls with her right hand. Then, with a sharp gasp, she aimed her meat at the mare's chest as she came. Rope after rope hit Twilight's body and splattered, some hitting her face and some hitting her legs.

As the warm, sticky substance hit her body, Twilight's moans increased before a squirt of mare juice left her pussy. The more her body was covered, the more her pussy squirted. Suddenly, she felt a huge load land in her gaping and drooling mouth. Opening her eyes she closed up and looked at Dash as another load hit her face.

Chuckling, Rainbow panted and let her cock hang between her legs. "Sorry, Twilight... I had to finish on your face..." She then got to her knees and crawled up to the alicorn. "You do look pretty sexy covered in cum..."

Twilight gave her a smile and looked down at her body, seeing her cum-covered breasts and belly along with her soaked pussy, which was making a puddle beneath her.

"You still have some of my cum in your mouth?" Dash asked, making Twilight look up at her again.

As soon as she nodded, Rainbow leaned in and kissed her on the lips, her tongue pushing her way into Twilight's mouth as the warm cum began to slosh back and forth between their mouths. As they kissed sloppily, cum dripped down their chins before Rainbow crawled forward some more, forcing Twilight on her back before the cyan mare laid atop Twilight's cum-coated body.

~~~~~

Twilight panted heavily and opened her eyes. Still gripping her flaccid cock, Twilight looked down at her body to see the mess she made. Wasn't as much as in her fantasy but she still liked the look of cum on her naked body... even if it was her own. Still panting, she let her arms rest at her sides and her cock and balls hang between her legs. Along with the cum, her body was covered in sweat, which combined with the smell of the cum to give off a sexy scent.

Slowly reaching her left hand up, she pressed her hand to her belly before licking the cum off her palm. "Mmmm..." She moaned. "I-I need this now..." she said with a hard blush.

Twilight paced back and forth in her bedroom, heart racing quickly. She had sent messages to her friends, telling them she wanted them to come over. She was ready to reveal her fetish. Hopefully, they'd accept it and be willing to help her out. She's been itching for a while now, and wanted help scratching that itch. For the purpose of the meeting and potential sexual activity, she only wore a long night gown which was tied at the waist to cover herself up.

A few minutes passed before there was a knock on her door. Tensing up, the mare turned to the door and cleared her throat.

"Come in!" She called.

When the door opened and her friends started to enter, her blush grew when they saw what she was wearing.

"What's with the nightly attire?" Asked Rarity, entering last and closing the door behind her.

"Um..." Twilight said nervously, blush growing. "I-I sort of have this... problem..." she stammered, starting to sweat nervously.

"Problem?" Asked Fluttershy, sounding concerned. "What is it?"

"Somethin' wrong, sugarcube?" Applejack chimed in.

The alicorn bit her lip and began pacing back and forth again. "Well... you know how sometimes there's something you really need to do and want to do but you can't? Like, something you really want but no opportunities to do it? And, after a while it eats you up inside and it gets to the point where you realize you must do whatever it takes to do it?"

The other five mares all eyed each other which a confused look on their face.

"Uh... What?" Asked Rainbow Dash. "What are you talking about, Twilight?"

The purple mare began to sweat more and went to go sit on her bed, facing them. "This is really hard to say, but... there's something I need and you're the only ones I trust to not say anything to anyone..."

"Of course you can trust us," Pinkie said with a wide smile. "We're besties, of course. We'll help you with anything."

"Yeah," Dash agreed. "What do you need?"

"It's... um..." Twilight started, her heart beating faster and faster. "U-Uh... Well, I... have this thing I like... like, a lot, a-and... well... It's sort of embarrassing..."

"Somethin' you like a lot?" AJ asked, crossing her arms in front of her chest. "Like... a hobby?"

"No, I... don't think it's that," Dash said with a smile. "Something she likes that she's embarrassed by and only trusts us with? Sounds like a fetish."

Twilight quickly looked up at her. "H-How'd you..."

"It was easy to piece to together," Rainbow explained. "Plus, you're blushing and seating a lot."

Twilight wiped some sweat from her forehead. "Oh..."

"So... you have a fetish?" Asked Rarity. "Why did you feel the need to call us over and tell us this?"

"Oooooo, maybe it involves us," Pinkie said suddenly, making everyone go slightly wide-eyed. "Does your fetish involve us?" She asked with a wide smile, before she realized what she said. Her expression went from happy to questioning. "Wait... Does it involve us?"

"N-Not exactly, but..." Twilight said, the sweat making her hair stick to her skin and making it look slightly messy. "I-I can't ask a stallion to help, since... I don't know many and I don't feel comfortable asking around town. I'm a princess, after all, and I have an image to keep up..."

"Stallion?" Asked Fluttershy, before she looked over at Rarity. "She knows we're mares, right?"

"I think so..." the white unicorn replied.

"Your fetish requires stallions?" Dash asked. "Ohhhh..." she then said with a smirk. "It involves a stallion's, uh..."

The others blushed as Rarity looked at the cyan mare. "Rainbow Dash!" She gasped. "Inappropriate!"

"Actually, Rarity..." Twilight said, rubbing her arm nervously. "She's right..."

The white mare turned to face her friend with a light gasp. "But... darling, we're... mares... And, your friends. What are you asking us to do?"

Applejack could see how nervous the alicorn was and let out a sigh. Walking over to the bed, she sat down beside her on the bed. "What's the fetish, Twilight? We're your friends and won't think anythin' less of you. Even if we refuse, we won't tell anyone. So, your secret will be safe with us."

The others all nodded in agreement as they waited to hear what the mare's fetish was.

"Well..." Twilight began. "I sort of always wondered... what it'd be like to... get... covered with..." She then trailed off as her face turned as red as a beet.

There was a couple seconds of silence as they all waited for her to finish when Dash began to chuckle.

"Oh, I know what she wants," the cyan mare said, crossing her arms. "You wanna be covered in cum."

Rarity blushed hard at this and gasped. "Rainbow Dash!"

"No, Rarity," Twi interrupted. "She's right... Again..."

All her friends stared at her with shock, not expecting something so lewd.

"That's... a fetish, alright..." AJ said, breaking the silence. "And, why'd you tell us this, sugarcube. We can't really help you with that, even if we wanted to."

"Applejack does have a point, Twilight," Rarity spoke up with a smile. "We don't really have the, uh... tools required for something like this..."

Twilight chuckled nervously as she eyed the floor and rubbed her knees. "Well... I... have this spell... which will give you... the tool..."

There was a moment of silence again as her friends seemed to be thinking about this. Again, Applejack was the first to speak up.

"If it makes you feel better, sugarcube..." She said with a smile, putting an arm around her friend. "I'll help ya."

"Me, too," Rainbow said with a smirk. "I've always sort of wondered what it'd be like to have a piece of meat between my legs."

Rarity eyed the two if them with a surprised expression. "Really? You two are up to this?"

"We three," Pinkie chimed. "I'm all down with helping out my friends. And, Twilight seems to really really really want this. Plus, we're the only ones who can help her with this now that she's a princess."

"Mmm..." Rarity said, thinking about what Pinkie just said. "I guess you're right... And, this idea does sound... exciting..."

"Ya serious, Rarity?" Applejack asked with a light smirk. "Not afraid to get dirty?"

Eyeing her with a small frown, Rarity shook her head. "I am doing this for Twilight. Plus, I can just shower in the bathroom afterwards."

Fluttershy looked around at all of them as she stepped forward. "I guess I will, too, then..." she said with a heavy blush. "I can't be the only one not doing it..."

"It's okay, Fluttershy," Twilight said with a smile, relieved that her friends were okay with this and willing to help with such a kinky and lewd activity. "You don't have to do this if you don't want to."

"No, no..." the yellow pegasus said with a smile. "I want to help you..."

"Wow," Twilight said with a smile. "I can't believe you're all okay with... helping me with this..."

Rarity smiled and began walking towards her. "Of course, your our friend. And, it's clear you really want this."

"Right!" Pinkie exclaimed. "Now, make with the magic already!" She yelled with a smile.

Twilight nodded and stood up. "Gather 'round," she said, walking towards Rarity as the others formed a circle around her. "I guess... first things first... Everybody needs to get naked," she said, starting to untie her nightgown. She then stopped when she realized her friends weren't moving.

"Oh..." Fluttershy said with a hard blush. "I hadn't thought about that..."

"Right," Rarity agreed. "We'll have to get naked in front of each other..."

Just when Twilight thought her friends were about to back out, Rainbow and Applejack began to chuckle.

"I'll go first, I guess," Rainbow said as she began stripping.

"Right behind ya," AJ added as she stripped as well.

The others watched them strip out of all their clothes and stand there naked, waiting for them to do the same. Applejack's E-cups were now on full display along with her muscular body. Looking over at Dash, Applejack looked at the cyan mare's C-cups and sleek body.

"Nice," she said with a chuckle. "What size are those?"

"75C's," Rainbow answered with a smile, cupping them. "You?"

"75E," AJ cooed, squishing them together with her arms.

Seeing how cool they were at being naked together, Pinkie smiled and began to get naked, too. "I wanna join the Nude-y Party, too!" She said, throwing her clothes behind her. "Hey, Applejack, Rainbow Dash," she said, getting their attention as she cupped her own tits. "42F's. Ya like?"

"Wow, Pinkie," Dash said with a chuckle. "I can see where all those sweets went."

"Yeah," AJ agreed. "To all the right places..."

The pink mare was busty with a slightly pudgy belly from all the cupcakes she's devoured but it all added to make her look quite delicious.

"Thanks, girls," the pink mare sang. "I like yours, too."

"Well, this day sure became... interesting," Rarity said with a light chuckle, before looking over at Fluttershy. "What about y..." She stopped when she saw the yellow mare slowly slipping out of her shirt.

"Um... What?" The pegasus asked with a blush.

"N-Nothing..." Rarity said with a blush, watching her friend remove her clothes.

Twilight, AJ, Dash, and Pinkie all looked over at her and went wide-eyed.

"Holy crap, Flutters," Dash said as they all stared at Fluttershy's breasts. "How big are those?"

"Um..." the pegasus said, blushing hard as she saw everyone looking at her. "100N..."

"100N?!" Asked Rainbow with a smile. "That's awesome! You have N-cups?!"

"Honestly, Rainbow," Rarity started, crossing her arms over her own F-cups. "It's not the size that counts."

"You're only saying that because you're smaller," Rainbow said with a challenging smirk.

Scoffing at that, Rarity let out a gasp and then a huff. "Fine. Let me explain it to you," she said, finally stripping naked herself. When her body was on full display, she turned to Rainbow. "42F. But they fit my body perfectly, don't you think? Kind of how yours fits your body perfectly?"

The cyan mare snickered and walked up to her. "You think my body's perfect?"

Rarity then blushed and went wide-eyed. "I-I didn't mean it like that, I..."

"Hey, girls," AJ said with a smile. "We're all naked now. We can do the magic and get ourselves some lovely dicks to play with."

"Right," Twilight said with the widest smile in the room. She then let her gown fall to the floor, letting her body become exposed.

"You know, for an egghead..." Dash said, moving from Rarity to walk over to the alicorn. "you sure have a nice body..."

With how close the cyan mare was, Twilight was reminded of her fantasy earlier, making her blush. "Uh... Thanks," she said with a light smile, before lighting up her horn. "Alright, everyone. Get ready..." Closing her eyes, the magic in her horn grew brighter before there was a flash of purple light.

When the light faded, the other five all looked down at their crotches to see a nice 7-inch cock, like the one Twilight had in her fantasy. Opening her eyes, Twilight looked around at her handiwork,

"Not bad, Twilight," Dash said with a smile, reaching down and gently lifting her cock to feel its weight. "But... do we all have the same size?"

Twilight nodded. "Yep. We all have a 7-inch penis that's 7-inches in circumference. Your testicles are also 9 inches in circumference."

"Huh..." AJ said poking her own cock. "Ah see..."

"Um... Something wrong?" Twilight asked, noticing her friends didn't seem 100% happy with their dicks.

"Nothing, but..." Rainbow started. "Just... I'd like mine a little longer..."

"I'd like mine a little thicker," AJ said with a smile. "And maybe bigger balls."

Letting out a sigh, Twilight looked around at her other friends. "Anyone else have any preferences?"

"I'd like mine longer, too," Pinkie said with a smile. "Maybe a tad thicker, too?"

"I think mine should be a tad thicker and a tad longer," Rarity said as she looked over her penis.

Fluttershy looked passed her tits at her cock. "Um... Mine does seem a little small... compared to the rest of me..."

Letting out another sigh, Twilight took a deep breath and smiled. "I suppose I can alter them for you. After all, you're doing something pretty... lewd... just to help me out..." she said, before lighting up her horn again. With another flash of light, the sizes of the cocks and balls all changed. "Alright, your new sizes..." she said, looking at Rainbow Dash. "Rainbow. Yours is now 9 inches long. Applejack. You're penis is 8-inches around and your balls are 10" around." Turning to Pinkie, she eyed her pink cock. "Nine inches around."

"Yay!" Pinkie cheered as Twilight looked at Rarity.

"Eight inches long and 8 inches around. Fluttershy," she said, before turning to the yellow pegasus. "Everything's 10 inches."

"Oh my," Flutters said, reaching down to feel her thicker cock. "So big..."

"No kiddin'," Rainbow said, walking over to her. "Fits you perfectly..." she cooed, reaching out and gently touching the large, yellow rod, making its owner let out a soft "eep".

"Alright..." Twilight said, slowly getting to her knees. "Gather around and stroke your penises. Make sure you finish on me, okay?" She said with a light smile and a blush.

The others all blushed, too, as they gathered around her.

"Here we go..." AJ said as she started to stroke her cock. "Oh, that feels... That feels nice..."

Rainbow was next and smiled as she began stroking. "Yeah, it does... I wouldn't mind keeping this for a few days..."

"Alright, my little frosting maker," Pinkie said with a playful grin. "Let's see what you got." Gripping her cock, she stroked it as if trying to squeeze the cum out of it like frosting.

"Oh, you girls..." Rarity said with a sigh. "So aggressive. Just because you have a penis doesn't mean you can't act lady-like..." She then gently gripped her own cock and slowly stroked it while using her let hand to rub her right breast.

Fluttershy watched them all masturbate before gripping her cock with both hands and began to stroke her huge dick. Letting cute moans and gasps, Fluttershy closed her eyes. Every time she moved her arms, she kept hitting her large tits, making them jiggle.

Looking around at the circle of fapping friends, Twilight smiled and gripped her own tits, squeezing them. "You girls look so hot right now..." she said with a smile.

Chuckling, Rainbow let go of her cock. "If you like them so much, why not get a closer look at all of them?"

Twilight blushed as she was once again reminded of her fap session earlier as she looked around at the others. They all seemed interested in this idea as they stopped masturbating.

"A-Alright..." Twilight said, crawling over to Rainbow and knelt in front of her.

Even though Rainbow seemed fine with this, she still had a blush on her face at seeing her friend between her legs. Interlocking her fingers behind her head, she watched as Twilight slowly reached out and gently gripped the cyan cock.

"Wow, it actually feels nicer to have someone else touch it..." Dash said with a smile as Twilight smiled back at her.

Just like she had done in her fantasy, she went to go service Dash's balls. Watching her do some lewd things to Dash's balls, the others all stared in awe.

"Wow..." Rarity said, her cock twitching with arousal. "That actually looks pretty nice..."

"It feels nice..." Dash confirmed, before feeling Twilight's tongue run up the shaft to the tip. "Oh, that... feels amazing..." she moaned out.

Twilight then took the tip in her mouth and dove down, much to her regret. Quickly pulling away, she choked and gagged. "Oh, gods... Not like my fantasy at all..."

"Whoa, Twilight," Dash said, leaning forward with concern. "You okay?"

"Ya can't just deepthroat without experience, sugarcube," AJ explained. "You have to train your uvula."

"Great, I'll... remember that for later..." Twilight said, coughing one last time. "Okay, I'm good..." She then went back to Dash's cock, slipping it in her mouth and took as much in as she could, stopping when she felt the rod poke her throat.

Getting a feel for how much she could take, she began to bob her head up and down on the shaft, making wet sucking sounds as she licked all over the meat. Her wet, sex noises filled the room, making everyone's cock twitch with arousal and anticipation.

"I can't wait for my turn," Pinkie said with a smile. "I wanna see if she can suck the frosting out."

"Darling, I think that's the point," Rarity said, watching the princess enjoy her meal. "Oh, my..." she said, her pussy starting to leak and trickle down down her leg.

AJ looked over at her and smiled. "Liking it, Rarity?" She asked with a chuckle. "Yer gettin' wet..."

"Is she?" Asked Pinkie. "I can help with that," she said, reaching her left hand under Rarity's butt so her fingers pressed against the unicorn's warm, dripping lips. "Here..." she said, rubbing slowly.

"Pinkie, what are you..." the white mare started, before letting out a sigh of happiness. "Never mind... Don't stop..." she said, watching the show as the pink mare rubbed her pussy.

Pinkie smiled and pushed her fingers inside, wiggling them around before moving them back and forth, in and out. The more she did this, the more juices leaked out. Moaning more and more, Rarity began to sweat as her penis throbbed. One thing was for sure; her load would be a big one.

Rainbow soon let out a loud grunt. "Okay, okay... I'm about to blow here..."

Twilight quickly pulled away and closed her eyes as the cyan mare stroked her cock. After a few seconds, Twilight felt the warm, sticky reward hit her upper chest, neck, and mouth while some hit her belly. Sitting there for a moment, she just enjoyed the feel of the cum on her bare body, and the smell it had. Inhaling, she smiled and opened her eyes. "Thanks, Dashie..." she said with a wide smile.

The cyan pegasus smiled and sat down, panting. "Of course... And, I'd be okay with doing this again..."

Giving her one more smile, Twilight scooted over to Applejack. "Your turn," she cooed, lifting the cock and leaning in to service her balls.

Rarity moaned louder and louder when her pussy squirted juices all over the backside of her ball sack, causing some to splash Pinkie's hand. When her orgasm finished, she dropped to her knees, cock still hard as a rock. Bringing her fingers to her mouth, Pinkie stuck them in and licked the juices off.

"Mmm..." Pinkie cooed happily. "Juicy."

The white unicorn panted as a puddle formed beneath her balls, soaking them. "That felt great, Pinkie, thanks... But, I'm still hard as rock..." she said, poking her rod.

"Good," Pinkie said with a smile. "I'm sure Twilight wants you hard as a rock."

Nodding, Twilight licked up AJ's cock. "Stay hard, girls," she cooed, taking the thicker cock in her mouth.

"Oh, that does feel nice..." Applejack cooed with a moan, feeling he wet lips of the alicorn slide down her shaft as the meaty tongue rubbed all over the shaft.

Fluttershy watched with a red face, her heart beating in her chest so fast she thought it was abut to explode. Watching Twilight go down on AJ's penis, she bit her lip and gripped her breasts, kneading the large mounds with her hands.

"Oh, look," Pinkie sang, skipping over to the pegasus as her cock and balls bounced between her legs. "Fluttershy needs some help, too..."

"Wh-What?" The shy mare asked, watching Pinkie come closer.

"Don't worry," the pink mare cooed, gently gripping the large breasts. "Let me help with these..."

"Um..." The yellow mare muttered, biting her lip shyly before nodding. "O-Okay..."

The pink mare smiled and hugged her left breast, wrapping her lips around the nipple and sucked. Letting out soft moans, Fluttershy closed her eyes and let the party pony do what she wanted to her large tits. pressing her lips to the nipple, Pinks pulled back, stretching the breast out. She then let go and let it slingshot back, making the mound jiggle and forcing a moan out of the mare. Taking a deep breath, Pinkie dove in between the tits, using her hands to squeeze the breasts against her head.

Applejack, meanwhile, was breathing heavily with her eyes closed. "Oh, Twilight..." she moaned out, gripping her breasts. "I'm with Dash, I'd do this again any time..."

Rarity watched Twilight and Applejack before looking over at Pinkie and Fluttershy, feeling left out of the fun. She wanted to say something about it but she remembered that Pinkie did just finger her to an orgasm, so she couldn't really complain.

"Twilight!" AJ suddenly moaned out. "I'm about to... cum..." Twilight quickly pulled away and sat with her legs spread and mouth open. "A-Actually... Close your legs for me..." AJ said with a smirk as she stroked her cock quickly.

Twilight did as she asked and slid her legs closed, knees directly in front of her. The orange mare stroked a little more as she aimed her cock at Twilight's. Letting out a moan and a grunt, ropes of cum began to shoot from the farm mare's penis, hitting the purple dick and coating it in cum as she shot the rest of her load all over the alicorn's legs. Twilight watched with a smile and twitchy cock as she felt her own penis become covered with someone else's semen. Then, she felt the warmth of her friend's cum all over her legs. When the cum stopped, Applejack dropped to her knees, sweating just like Dash.

"That was one of the greatest things I ever felt..." The exhausted earth pony said with a happy sigh.

Eyeing her with a smirk, Rainbow crawled over to her. "You know, AJ... you look pretty hot all covered in sweat..."

Applejack eyed her with a chuckle. "You, too, sugarcube..." she said, before Dash leaned forward and kissed her on the lips.

Twilight watched them make out for a couple seconds before the cyan mare went down to lick AJ's right nipple. Wanting more cum, she looked over at the others to see Pinkie had moved to Fluttershy while Rarity still sat there. "I guess you're next," she cooed sensually, crawling over to her on her hands and knees.

"About time, darling," Rarity said with bedroom eyes, staying seated on her butt as she watched the bookworm crawl up to her. "I was about to finish myself..."

Smiling, Twilight crawled over her so her face pressed to the white cock. Sticking out her tongue, she licked the shaft a few times before sucking on the tip.

"Oh, that feels divine, sweetie..." Rarity cooed, letting out a deep exhale before laying on her back. Letting out moans, she gripped her breasts and kneaded them.

Sliding her hands up the white mare's body, Twilight joined her hands with Rarity's as they both felt up the white tits. Eventually, Rarity removed her hands and let Twilight feel her up.

As Twilight sucked off Rarity, Applejack laid on her back as Rainbow Dash climbed above her with her crotch in the mare's face. Laying down atop her friend, Rainbow pressed her cock and balls to AJ's face while she nuzzled the orange rod in front of her. Looking over at them, Twilight raised her hand as their cocks began to harden and their balls filled up with semen again.

Both moaned at the feeling, knowing what was happening. Smirking, Dash raised her hips as AJ opened her mouth. Lowering her hips, she slid her rod passed the orange mare's lips and entered her mouth with a moan. Opening her own mouth, Rainbow took the orange cock in her mouth with a happy sigh.

Chuckling around Rarity's tool, Twilight watched them 69 before gripping the part of Rarity's cock she couldn't reach with her mouth.

Fluttershy was now bent over with Pinkie paying beneath her, reaching up and batting at the large, dangling tits like a cat.

"These are great playthings, Fluttershy," Pinkie commented. "You have to let me play with these again..."

The shy mare let out a flustered chuckle. "Um... O-Okay... I guess..."

Rarity's moans became more frequent as the feeling of her friend's wet mouth and soft lips on her penis felt amazing to her. Arching her back, she tried grabbing the carpet. "O-Oh, Twilight... G-Get ready..."

Smiling, Twilight pulled away and buried her face in the mare's balls, licking them all over as she stroked the white cock. About a minute went by before Twilight heard the mare grunt. Feeling globs and ropes of cum hit her head and upper back, the purple princess smiled and kept licking. When the white balls were empty, Rarity just laid on the floor, exhausted.

"That was... exquisite, Twilight..." Rarity moaned, panting as she wiped sweat from her forehead. "Thank you..."

"No, Rarity," Twilight said with a smile. "Thank you." Patting Rarity's belly, she looked over at Pinkie and Fluttershy. Letting out a chuckle, she left Rarity and crawled over to them. "I guess I'll take you both on together..."

"Yay, double team!" Pinkie said cheerfully, jumping to her feet beside Fluttershy.

"Alright, you two..." Twilight said with a chuckle, gripping both their cocks and stroking them. "Fluttershy... When I stop, I want you to lay on your back, okay? I have an idea..."

"Um... Okay..." the pegasus said, before moaning softly at the gentle strokes on her penis.

Smiling up at the shy mare, Twilight leaned in and kissed the huge yellow cock. Dragging her tongue up the shaft, she suckled on the tip for a bit, getting used to the fatter cock head. As she did, she stroked Pinkie's rod, making the pink mare coo happily.

Rainbow Dash kept bobbing her head up and down on the orange penis, letting out lewd gulps as she sucked on it. Swirling her tongue around the shaft, Dash enjoyed her friend's new limb while she moved her hips up and down, gently fucking said friend's throat with her own new limb.

Getting used to the size, Twilight slipped the tip of Fluttershy's meat pole into her mouth and took in the first five inches before beginning to bob her head. Stroking the remaining five inches of meat, she licked around the throbbing pole in her mouth.

Watching and waiting for her turn, Pinkie Pie reached over and grabbed the busty mare's large right breast, lifting it up so she could suck on the nipple. With wet sucking noises, she squeezed the large breast and pulled on the nipple with her lips.

Putting her right arm around the pink mare, Fluttershy moaned more now that her breasts were getting attention, too. When she felt Twilight stop sucking her thick, meaty cock, she slowly sat down in front of the alicorn. As she slid her feet out in front of her, Twilight moved to sit on her belly. With her cock resting on the yellow mare's crotch, she gripped the yellow meat pole and quickly jerked it before turning to Pinkie's rod. Slipping it in her mouth, she began to bob her head. She found that pleasuring two dicks at the same time felt amazing and wouldn't mind if she had a third.

No longer having a large breast to suck on, Pinkie resorted to squeezing her own tits. "That feels pretty good, Twilight," she said with a smile, pinching her nipples with a shudder-y gasp. "You'll get a nice taste of my frosting in no time.

After letting out a muffled chuckle, Twilight pulled back and jerked the pink rod. "Only you'd call it frosting, Pinkie..."

"Whaaaat? It's white and sticky and tastes really good, right?" The pink mare said, explaining her comparison.

Shaking her head with an amused smirk, Twilight went back to sucking on the tip. As she did, she jerked Fluttershy's cock faster, making the pegasus moan and gasp with a heavy blush. Rarity looked over at Applejack and Rainbow Dash again before crawling over towards Fluttershy's group. Making her way over to Fluttershy's head, she knelt down and scooted forward, pulling Shy's head into her lap as she rubbed her upper chest.

"H-Huh?" The pegasus asked, looking up at the white unicorn.

"I couldn't just sit over there while everyone else was having fun, could I?" The white mare asked with a smile.

The pink mare's moans picked up as she yanked on her tits. "I can feel the frosting coming!"

Twilight smiled and pulled back. "Timed it perfectly..." she said triumphantly. "Now, finish on me, Pinkie. Give me your frosting."

Pinkie nodded and grabbed her cock, jerking it quickly before she jerked her hips forward, a few ropes of cum splattering all over Twilight's face, head, neck, and upper chest. When she was done, Twilight turned so her rod rested between Fluttershy's breasts. Gripping the large mounds, she began to fuck them with sexual gasps.

"P-Pinkie..." she moaned as the pink mare dropped to her knees. "Can you make Fluttershy cover my back?"

Nodding, the earth pony grabbed Shy's huge penis and jerked her off, aiming it at Twilight. As Twilight's moans increased, Fluttershy's increased more. After a few more jerks, Twilight heard the pegasus squeal and felt a large load splash against her back, covering her entire backside. After Fluttershy had covered her, she pulled her dick out from between Shy's breasts and aimed it upwards. When she finally came, her semen shot upwards and then landed on her chest, head, and legs.

Panting heavily, Twilight scooted backwards off Fluttershy before falling onto her back with a wet splat. A pool of cum formed under her as some leaked off her body. As she lay there, she just took in the smell of the large amount of semen that covered her body as well as the comforting warmth it had. As her chest went up and down she stared at the ceiling with a wide smile on her face.

"This was... the best day ever..." she said with a light moan.

In the afterglow of her friends' and her own male orgasms, she didn't even realize she had also an orgasm in her female region. A puddle of juices formed beneath her crotch and mixed in with the semen.

Pinkie smiled and crawled over to her, leaning in as she began to lick the cum off her left breast. "Mmm... It's like a friendship cum cocktail..."

Giggling, the purple mare placed her hand on Pinkie's back. "Yes, it is... And, thank you all for it..."

Rainbow Dash and Applejack both sat up, swallowing the cum in their mouth as they both just came again.

"Is it over?" Asked Dash, putting an arm around AJ.

Taking in a deep breath, Twilight nodded. "For now..."

"Oh!" Pinkie exclaimed. "Idea! What if we help each other with our own fetishes?"

Rarity blushed as she looked at her. "Our... own fetishes?"

"Of course," AJ agreed with a chuckle. "Makes sense. We've seen each other naked and in quite a lewd situation. Why not use this to help satisfy our own needs, too?"

"I, for one, have some fun fetishes of my own..." Rainbow said with a smirk.

"I-I may have some, too..." Fluttershy said softly, blushing as Rarity looked down at her.

"You, too?" Asked the white mare. "Um... Well, I... guess there's some things I'd like to try, too..."

"So, it's settled then?" AJ asked the group. "We'll help each other whenever we can while keeping our arrangement a secret?"

"You girls are really doing this?" Asked Twilight, feeling the pink mare return to licking her breasts. "We're going to be helping each other out like you helped me?"

"It appears that way, darling," Rarity cooed as she looked over Fluttershy's body.

Smiling, the alicorn sat up, making Pinkie stop what she was doing and sit up, too. "Well, this will certainly make things much more interesting around here..."

The Mane 6 and Others will return in the

Author's Note

NOTE ABOUT THE FETISHVERSE: The series will contain a lot of futa so if that's not your thing I'd recommend not reading. Not all the stories will have it but most will. Another recurring fetish will be foot play. Both these and other fetishes will be noted in the fic's description for those that care to know ahead of time. There will also be no fetishes involving hyper sweat, scat, watersports, or docking.

SIDE-NOTE: For news and updates about the series such as polls and sneak peeks of upcoming installments, join the FetishVerse group!