Apple Bloom watched, mildly impressed, as Sweetie Belle overcame the overwhelming orgasm that had just hit her and crawled up under Steel Crescent’s belly, beginning to suck his cock as well as she could manage in her love-drunk state. Wow – she really liked him, didn’t she? It almost made Apple Bloom regret taking him first.

“Whoa, okay!” Steel said, looking underneath his belly and smiling. “You just do what you gotta do, girl.”

Almost made her regret taking Steel first. Because she was not going to regret that, no matter what. She’d promised herself! And besides, he’d felt amazing inside of her, especially when he pumped her full. She’d gladly do that again any day.

Or, actually … given the way they were all looking at her now…

Moody Blues, Static Impulse, and Flash Fire all looked at her, looked into her. It probably would have made her feel really uncomfortable just a little while ago, but now … now it was just making her tail rise up all over again.

And then there was the sight of Sweetie Belle underneath Steel’s belly. She was just completely going at it, rubbing her face all over his balls and his gradually hardening cock as if she just wanted to bathe in him. She faced away from Apple Bloom, and her rump was up high … her tail even higher. Of all the strange new feelings Apple Bloom had learned about today, this was one of the strangest. She’d never thought about Sweetie Belle that way before, but looking at the pinkish white pussy lips winking open between Sweetie Belle’s plush cheeks was doing something strange inside of Apple Bloom. Seeing all those stallions touch her with hooves and with magic had given Apple Bloom a weird desire to touch as well. No. It couldn’t be. She knew she liked stallions … right?

Moody Blues cleared his throat a little, which snapped Apple Bloom’s attention back to the three stallions facing her.

Glancing over at Steel for a moment, Static was the first to say it: “So, um… Looks like Flash had his fun, and Steely’s definitely having a good day…”

Apple Bloom nodded. “But you and Moody haven’t ‘gotten there’ yet, have ya?” she said with a coy grin.

Flash looked blatantly at what Sweetie Belle was doing underneath Steel’s belly. “And I wouldn’t mind having a little taste of that, either…”

“Well come on then,” Apple Bloom said, a big grin on her face. “What’re ya waitin’ for?” She turned sideways and wiggled her rump for them. Her tail was already flipped up high over her back, and she could feel her own pussy winking. Such a strange feeling to be willingly showing other ponies that, but it felt right.

Flash Fire hurried around in front of her, but Moody and Static took a moment behind her.

“Think we can share?” Static said.

Moody nodded. “Promise me you’ll get the condom spell in time, and I’ll let ya have the first turn.”

“You got it,” Static said, coming up behind Apple Bloom.

She could feel him back there, right behind her, even without looking. Some kind of primal, instinctual sense. And that was a good thing, because she was far too distracted with what was in front of her to even think of glancing behind.

Flash Fire had used his magic to separate part of the big sectional couch and drag it over so it would be right in front of her, and as she watched, mouth already hanging open as if preparing for him, he sat down on it, spreading his legs for her.

She’d seen plenty of what was between Moody’s hind legs, and she’d had Steel inside her, but she’d only ever caught glimpses here and there of any of the other stallions. So when Flash Fire’s balls bulged out, lifted up by the seat cushion, when his thick cock bobbled down toward her like a big spring … she just gazed shamelessly, drinking in the sight of him. Unlike Moody’s, Flash’s was light colored – a pale orange, almost yellow – and that somehow made it easier to see every last detail. The smooth roundness of his balls and a tiny orange blemish on the left one. The many little wrinkles around the base of his sheath that suggested his cock was ready to swell even bigger still. The blunt tip of it, still a little wet from Sweetie Belle’s pussy, and the bead of milky clear pre-cum welling up from it. Without thinking about it, she licked her lips.

Before she could actually do anything with him, though, she felt Static Impulse’s chest against the dock of her tail, pressing forward until his chest pinned her tail back against her ass.

“I’ll be gentle,” Static whispered softly to her.

Apple Bloom looked over her shoulder at him. She felt her pussy winking wetly against his chest, and she grinned. This was going to be fun! And maybe she’d even impress them a little… “Pfft, Why gentle?” she said teasingly. “Are you tired?”

“Ooh-hoo-hoo!” Moody poked Static in the side. “That sounds like a challenge! You sure you’re up for it?”

Static reared up, sliding his forelegs up and around Apple Bloom’s ass. “Let’s find out!”

With only a moment to brace herself, Apple Bloom leaned back and spread her hind legs a little. It was a good thing she’d already gotten nice and warmed up, because Static was not gentle about it. He wasn’t callous or brutal, either, but he did push his warm cock into her with firm authority. It was like he knew he had every right to take her, and he was taking advantage of that. It filled her quickly, sliding in with a firm pressure and warmth that Apple Bloom was quickly becoming addicted to. Her own hooves or her sister’s hairbrush handle just wouldn’t do it for her anymore, not after this.

Static pushed her so firmly from behind, in fact, that she was actually forced forward a little, which put her face right down between Flash’s hind legs. When she heard Sweetie Belle take a sharp, hasty breath, she glanced to the side, seeing Sweetie Belle go back to slurping on Steel’s cock.

Well, this was one of those moments when she could learn from her friend’s example, wasn’t it? As Static started moving inside her, she leaned her head down just a little bit further and planted a warm, wet kiss right on Flash’s tip.

How much of what she was tasting was his pre-cum, and how much was Sweetie Belle’s leftover juices? It sure tasted different than when she’d done the same with Moody – now there was a kind of tanginess to it.

She slid her tongue over the warm surface of Flash’s cock, tasting it, wondering if she’d ever dare try Sweetie Belle’s flavor straight from the source, even as Static huffed against her neck and pumped his cock into her. When Flash moaned a little and ran his hoof through her mane, though, she stopped worrying about Sweetie Belle so much and started focusing more on pleasuring the amazing stallion in front of her. It wasn’t every day that a filly got to lick the cock of somepony from One Trick, after all!

Apple Bloom worked her way down Flash’s bright orange cock, planting her mouth sideways against his girth over and over again, mouthing him luxuriantly and tasting Sweetie Belle even more strongly now. It was doing funny things to her head, the mix of the stallion’s firm warmth and the taste of a filly’s nectar together in one.

Or was it Static’s cock slipping perfectly between her inner walls that was doing things to her head? Every time he moved inside her, it sent a wave of tingly pressure through her whole body. Her pussy squeezed down tight around him, especially just inside her entrance, but he didn’t slow down in the slightest. It felt so hard inside her! No matter how much her pussy squeezed him, his cock pressed back just as firm.

“Mmm,” Static moaned. “She’s so tight!”

“Oh man, you gotta give me a try,” Moody said, already edging closer.

“Alright, but don’t take too long!” Static gave her one more good thrust before pulling his cock out, slipping off her back.

Already breathing heavy, Apple Bloom took a moment’s break to look behind herself.

Seeing Moody getting into position, his cock slapping up against his belly, was completely expected. And seeing Sweetie Belle gulping as much of Steel’s cock into her mouth as she possibly could, her eyes dazed and unfocused, wasn’t surprising. But it was a shock to see Scootaloo standing there just outside the suite’s hallway next to Star, both of them staring at her and Sweetie Belle. Both of their manes were a little damp, as if they’d just gotten out of the shower.

“Hey!” Scootaloo almost shouted. “You two ended up doing the same thing! I snuck off for nothing!”

“Well, I don’t know about nothing,” Star said, nudging her.

She nuzzled him. “Yeah, I guess so.”

The other stallions had also stopped what they were doing to look at Scootaloo and Star. Even Moody had paused, almost ready to mount Apple Bloom.

“Hey, there you are,” Static said. “You’re missing out on some first-rate fillies!”

Star hugged Scootaloo against himself. “Not missing out at all!”

Making an odd, lovestruck kind of giggle, Scootaloo craned her neck up and kissed him again, full on the lips. And he kissed her back, just as passionately!

It felt odd to think of it that way, given everything they’d all already done, but that kiss looked way more intimate to Apple Bloom than anything she or Sweetie Belle were doing. “Hey,” she said slowly, “are you two…?”

“Should I tell ‘em?” Scootaloo asked Star.

He nodded, rubbing a hoof through his mane. “I’m guessing your friends are going to find out sooner or later, and I trust my guys not to blab about it too much.”

Beaming, Scootaloo looked toward Sweetie Belle and Apple Bloom. “Star and I are dating now! We’re, well ... special someponies!”

That was enough of a shock to get through to even Sweetie Belle’s cock-drunk state. She poked her head up from underneath Steel. “For real? That’s amazing, Scootaloo!” She gazed up lovingly at Steel, waggling her eyebrows at him.

“Um, no thanks,” Steel said. “You’re a great filly, and you’re doing amazing things down there … but I don’t want to be tied down. Not yet...”

“Are you sure?” Static said jokingly. “Because I’ve seen the kind of novels you hide in your suitcase.”

“That’s PRIVATE!” Steel said tersely.

Moody was still paying attention to Star and Scootaloo, though. “Congrats, bud. But now that you’re a one-filly stallion, I hope you don’t mind if we keep on going with these two – they’re pretty great!”

“Aw, thanks Moody.” Apple Bloom said, a warm feeling spreading through her. The only action Moody had gotten so far was with her, so she knew it was her he was talking about when he said ‘pretty great’.

“Yeah, too bad,” Static said. “I remember how good Scootaloo was with her mouth last time, so I was gonna invite the both of you to jump in. But If the two of you are exclusive now…”

Star and Scootaloo looked at each other. Star cleared his throat. “We, uh, haven’t really talked about that yet.”

“Well that’s a shame.” Moody mounted Apple Bloom, making her gasp when his cock came up and pressed against her very wet pussy lips. “‘Cause we were gonna invite you to have some—” he pressed his cock inside her a little “—fun, all of us together.” It slid further into Apple Bloom’s pussy making her moan at the growing feeling of firm warmth inside her.

“Whoa Nelly!” Apple Bloom said as more of Moody’s cock slipped into her. “It feels so— Mmmn!” The rest of it went in, every last bit. “So big!”

“Star, if you, um want to…?” Scootaloo mumbled.

“Did you?” Star bit his lip a little bit. “I mean, I’d understand if you wanted to, um…”

Their voices were so hard to focus on. Moody was starting to move inside her, and it made her feel like blood was rushing in her ears. But she tried anyway, truly hoping that their fun would be about to get just a bit bigger.

“I thought it was going to just be us…” Scootaloo looked up at star, then at the other stallions with a barely-hidden hunger in her eyes. “But maybe just this once? I, um, wouldn’t want you to miss out on my friends.”

Star smiled and nuzzled her. “I wouldn’t want you to miss out on my friends, either.”

“So, um, just this once?”

“Uh-huh.” Star nodded and kissed her cheek. “Just this once.”

Apple Bloom grinned at them, even as she was pushed forward by Moody’s thrusts inside her. “Well come on over, then!”

“Yeah,” Flash added, a rueful tone in his voice. “Could really use some help over here.”

Oh horseapples! She’d managed to just about forget the stallion right in front of her! That big orange cock of his was just about bopping her in the cheek, but she’d gotten so caught up in Scootaloo and Star – not to mention Moody – that she hadn’t touched him at all for a while!

Apple Bloom went straight back to licking Flash’s cock, hoping to remedy that situation as best as she could. By the time she’d gone up and down his re-hardening length, though, Scootaloo had come up next to her.

Scootaloo nudged her from the side and grinned … and then took Flash’s cock in her mouth without saying anything at all.

And a flash of white to the side made Apple Bloom glance over. Sweetie Belle stood in front of Steel now, shaking her rump at him and raising her tail. His cock was hard again and ready to go. So was Star’s. Apple Bloom’s mouth gaped as she watched the two stallions mount Sweetie Belle from opposite ends, both of them taking full advantage of the plush little filly. Sweetie Belle sure seemed to be getting more comfortable with all of this!

When Apple Bloom turned back to lick Flash’s cock, she … couldn’t. All of it – every last bit! – was inside Scootaloo’s mouth! Apple Bloom’s mouth dropped open, and there was nothing to fill it with. “H-how?”

“She’s pretty great at it, isn’t she?” Flash said, his voice warm and full of appreciation. “You could still, uh…” He glanced down.

Apple Bloom looked down as well, spotting Flash’s big smooth balls just beyond the reach of Scootaloo’s desperately outstretched tongue.

Well, sure, yeah … she could do that. Before tonight, she’d always thought of licking balls as kind of gross. But something had changed inside her. Now it just seemed like of course she wanted to do that. Why wouldn’t she? Maybe it was that they actually looked tantalizing plump and full when she finally saw them up close; maybe it had something to do with the rippling pleasure of Moody’s cock sliding in and out of her pussy. But in this moment, she didn’t hesitate at all to duck her head down below Scootaloo’s – completely ignoring the little bit of scootadrool that dripped down onto her cheek – and planted her tongue lavishly against the firm warm roundness of Flash’s balls. His appreciative moan was all she needed. Well, that and Moody inside her.

At first, she was wondering if Static might switch back, taking her again. It felt so decadent to have had three cocks so far in just one night! It felt so good to switch wantonly like that! Static, though, was busy rubbing underneath Scootaloo’s tail.

He gave a little groan of anticipation. “I keep remembering last time. You, um, mind if I…?”

Scootaloo pulled her mouth off of Flash’s cock which was … a process. Eventually, though, the tip popped out of her mouth, and she gasped in a deep breath before saying, “I mind if you don’t!”

Grinning, Static mounted Scootaloo.

Apple Bloom, though, was taking the brief opportunity to get better acquainted with Flash’s cock. He was completely hard now, and she could feel the heat of him with every lick. She even tried taking him inside her mouth a little bit, though she couldn’t do nearly as much as Scootaloo was able to. It still hurt and gagged her if she tried to go any deeper. How the hay did Scootaloo manage to swallow so much of it?

And there Scootaloo was again, kissing and licking the side of Flash’s shaft, even as she moaned from Static’s cock sliding inside her. Apple Bloom had thought Scootaloo was lucky to score an amazing stallion like Star, but she was starting to realize just how lucky Star was to get Scootaloo!

Apple Bloom slipped her mouth off of Flash’s tip, sure that Scootaloo would want to take back her rightful place as the master of sucking it, and she went back to sliding her tongue up and down the side of Flash’s shaft, enjoying it just a little bit more before Scootaloo would take it all back.

But Scootaloo didn’t take it all back. Instead, she actually matched Apple Bloom’s movements, but from the opposite side of Flash’s cock, so that it was sandwiched between their tongues.

Flash made a happy little sound and reached down with both hooves to caress through both their manes at once. Apple Bloom grinned around the side of his cock and started moving in a more deliberate rhythm, moving both herself and Scootaloo up and down his cock, stroking him to the same rhythm Moody was pushing inside her with.

Of course, that left Apple Bloom looking right across Flash’s cock at Scootaloo. There was just something about the way Scootaloo’s eyes sparkled. It was obvious just how much she was enjoying this. Somehow, that was making Apple Bloom enjoy it even more than she already was.

Moody seemed to be enjoying things, too, if the way he gripped her flanks so tightly meant anything about it. And then there were all the moans from Star and Steel … and the squeaks from Sweetie Belle between them.

Apple Bloom tried to just focus on what she was doing, though. She lavished Flash’s cock with her tongue … and by extension, Scootaloo’s tongue as well. A little thrill ran through her every time she bumped over his medial ring. When she licked among the branching veins around his base, it somehow made her feel the rippling of Moody’s cock inside her all the more clearly. And when she slid her mouth almost all the way up to his tip, her eyes caught a glimmering milky-clear dollop of pre-cum collecting there.

Without even thinking about it, she went even higher, licking up that dollop. The crazy thing, though, was that Scootaloo did exactly the same.

That left the two of them with their tongues and their lips pressed together, the thick and silky mess of Flash’s pre-cum swapping back and forth between them.

Apple Bloom was so surprised that she moved away from Flash’s cock a little. And Scootaloo stayed with her. They were kissing! She was kissing another filly! Her eyes went wide, and the world swam dizzily around her. Scootaloo… Scootaloo was blushing!

“That is so damn hot,” Static said, still thrusting inside Scootaloo.

Flash gave a breathless laugh. “You’re telling me!”

Soon – too soon for Apple Bloom’s liking, Scootaloo pulled away from her, breaking the cummy kiss. “Thought they’d like that!” she said quietly, just to Apple Bloom, before going back to sucking on Flash’s cock, taking it deep deep inside her throat. Apple Bloom could see Scootaloo’s neck bulging.

Had that been all it was, something to show off for the stallions’ benefit? To Apple Bloom, it had seemed like so much more, at least in the moment. Her mouth still slick from Scootaloo and a little bit of leftover pre-cum, she went back to licking Flash’s balls, deeply kissing them now and almost managing to take one completely inside her mouth.

And, apparently, Static hadn’t been kidding when he’d said that seeing them kiss with Flash’s pre-cum had been really hot. Because only a few moments later, he hilted himself all the way inside Scootaloo and squeezed “Flash!” out between his gritted teeth as he struggled to hold himself back.

Flash’s horn flashed just in time. Scootaloo moaned deeply around Flash’s cock as Static came inside her … hopefully protected by one of those condom spells.

For a few long moments, Static stayed there, cumming inside Scootaloo. His motionlessness – except for tiny motions as his cock pumped – contrasted sharply with the way Moody kept plunging inside Apple Bloom’s pussy like it was his to do whatever he wanted with it. Maybe for the moment, it was.

Finally, Static pulled out, his limp cock swinging down and drizzling cum onto the carpet as he staggered over to the couch and flopped down on it, breathing hard.

Apple Bloom lifted her head up from between Flash’s legs to look at Static … but it was Moody who caught her eye. He looked thoughtfully between her and Scootaloo, licking his lips slightly.

“You fillies feel like trying something new?” He said, with a clear hint of hopefulness in his voice.

Even though she had no idea what Moody might want more than having his whole cock inside her pussy, Apple Bloom nodded. It all felt so good … and that somehow made her feel ready to give these amazing stallions anything they wanted.

“Um… Uh-huh,” Apple Bloom said.

Moody grinned wide. “Nice. How about you and Scootaloo lay down here on this cushion. No, no, not like that.” He stopped them for a moment, helping turn Apple Bloom over the other way. “Yeah, that’s it – face each other. Nice and close now.”

They were nice and close now. Very close. So close that it was giving Apple Bloom some very interesting and very unsettling feelings. She was on top of Scootaloo and looking down at her. Scootaloo looked back up with sparkling, anticipatory eyes. Apple Bloom felt the soft warmth of Scootaloo’s belly fur underneath her, the lean muscles of Scootaloo’s flanks between her hind legs, and the tight grip of Scootaloo’s forelegs around her withers. She could feel every breath Scootaloo took. And somehow, crazily, it was making her even hotter, making her pussy wink. She hoped she wasn’t dripping anything down between Scootaloo’s legs … or if she was, that Scootaloo wouldn’t feel it.

While Apple Bloom was coming to terms with being so close – so intimate – with Scootaloo, Moody came up and got himself positioned behind both of them. “Mmm… Now that’s a pretty picture!”

He pressed forward, but Apple Bloom didn’t feel the sudden pressure and fullness under her tail that she’d expected. Instead, Scootaloo jerked and gasped underneath her, letting out a long, low moan.

Apple Bloom turned her head to look up at him, even as Scootaloo began rocking rhythmically underneath her.

Moody shrugged, even as he grabbed onto Apple Bloom’s hips for leverage. He met her eyes with no shame. “Can you blame me?”

Well, Apple Bloom supposed not. He’d already felt her after all. Of course he’d want to start with Scootaloo next. But that didn’t stop her from feeling awfully empty and neglected at the moment. Thankfully, that moment was very short, because he reached his hoof down and began lightly stroking her pussy. It wasn't much, but it was enough to keep her buzz going, and she knew she'd get much more than that soon. She looked up at him with a challenging grin, hoping to get him to make that switch all the sooner.

And looking that way gave her a nice little show to watch. Steel had mounted Sweetie Belle, and he was giving her lots of long, firm thrusts that made her squeak each time … made her squeak against the tip of Star’s quickly recovering cock, which she held in her mouth.

Flash must have seen where she was looking – or maybe the way she licked her lips – because he held his own cock right in front of her. “Want to keep going?”

Apple Bloom looked up at him, thought for a moment, then nodded. Scootaloo was already nuzzling Flash’s balls from below. And, well, when she looked back down at his cock, she had to admit it was a pretty nice one. Yeah, she wouldn’t mind getting another taste as Moody hoofed her.

The feeling of Flash’s warm tip between her lips wasn’t quite everything she needed, but Apple Bloom could still enjoy it well enough. Not only was it way beyond any level of sexual discovery she’d made it to before tonight, it was Flash Fire! She’d been swooning over posters of him and the other members of One Trick since she was just a little little filly, and any other filly she chose to tell about it later would be super jealous about it, if they believed her at all. Heck, for that matter, a lot of full grown mares would be jealous as all get-out that she’d had the chance to suck Flash Fire’s cock. So she enjoyed what she had, tonguing his tip right where the salty pre-cum leaked out, brushing her lips down the side of his shaft, and even opening her mouth wide and letting him push it into her throat a little. He was pretty conscientious about it, being careful not to give her more than she could handle.

And, as it turned out, Flash wasn’t the only stallion taking care to give her what she wanted. Soon, Moody pulled his cock out of Scootaloo, making her squeal unhappily around Flash’s balls.

Apple Bloom, though, hummed in contented anticipation around the tip of Flash’s cock. She didn’t mind that Moody had pulled his hoof away from her pussy lips. She knew what was coming for her…

There it was! Moody’s tip – very slick with Scootaloo’s juices – squished up against Apple Bloom’s pussy lips. It paused there for only the briefest of moments before spreading her deliciously open and plunging inside. That was Scootaloo’s slickness she was feeling deep inside of her pussy! A little bit of Scootaloo was inside her now, and she was not sure how she felt about that except that it felt amazing.

She moaned and let the force of Moody’s thrust push her onto Flash’s cock, letting it go deeper than ever before. And for one blissful second, she felt nothing but warmth and fullness from both ends. Nothing but firm, hot cock spreading her from the inside out. Soon, though, it was too much for her tight and tender throat. She gagged and pulled herself off of Flash’s cock, leaving a string of drool connecting her to the tip for a moment. And, of course, pushing back like that only served to get Moody’s cock deeper inside her. All the way in. She didn’t mind that part, though. That felt good.

It felt even better when Moody started moving inside her. He seemed to somehow know that she was a little overwhelmed at the moment, and he took it slow and easy. Though, in some ways, that felt even more intense. She could feel every little nuance of the way his cock slid against her inner walls. It made her shiver; it made her fur stand on end; it made her clench down hard, both inside around Moody’s cock and outside – all four of her legs squeezed tightly around Scootaloo’s curvy little body below her.

To her surprise, Scootaloo squeezed back, holding the two of them tightly together. The warmth of Scootaloo’s body underneath her was almost as all-pervasive as the warmth of Moody’s cock inside her.

But squeezing Apple Bloom as Moody rocked her gently back and forth wasn’t all that Scootaloo had in mind. After all, Flash’s cock was right there in front of her, dripping, and completely without any nice filly’s mouth to nestle itself inside of. Scootaloo tilted her head back and opened her mouth wide, holding her tongue out.

Flash was quick to take the opportunity. He leaned back a little to line up his tip, and then he pushed it deep, deep into Scootaloo’s waiting throat.

Apple Bloom’s eyes went wide as she watched Flash’s entire cock slide into Scootaloo’s mouth. How did she do that? She’d have to get Scootaloo to teach her someday … and wouldn’t that be fun? For now, though, she just held tightly against Scootaloo’s body and watched in awe. Of course, having Moody’s cock thrusting in and out of her pussy while she watched only made watching all the more enjoyable. He was moving faster now, taking advantage of how wet and welcoming her pussy was becoming.

Moody didn’t see fit to stay with her, though, not with another filly so easily available. He pulled out of her and thrusted abruptly into Scootaloo instead, making Scootaloo moan deeply around Flash’s cock. After that, Moody started switching with almost every thrust, swapping his dripping-wet cock from one eager pussy to the other. Apple Bloom knew her juices were getting so mixed up with Scootaloo’s that there might as well not be any distinction left … and she was starting to get more than okay with that idea.

And with how close together they’d pulled themselves together, Apple Bloom could clearly feel Scootaloo’s teats against her own. She pressed down even more as Moody went back to Scootaloo’s pussy, as if chasing his cock, trying to get him inside her again instead.

At first, she’d thought that worked. She felt something warm and firm and wet press against her clit when it winked outward. But when Moody switched back to her, sliding his slick cock into her effortlessly, she still felt that wonderful little bump moving against her clit. It took her a moment to realize just what she was feeling.

“Scootaloo!” she said breathlessly. “I can feel your—” She couldn't bring herself to outright say it. That would be too much, to admit out loud that their clits were kissing. Her pussy … was touching another filly’s pussy!

With Flash’s cock in her mouth, all Scootaloo could give in return was an indistinct moan. And maybe that wasn’t even a response. Maybe that was just because Moody had shoved his cock inside of her again.

And speaking of stallions shoving cocks inside Scootaloo… Flash was taking more and more liberties with Scootaloo’s apparently invincible throat. He was pounding in harder and harder. His tip was beginning to flare! Stunningly, Apple Bloom could see it happening: the visible bulge in Scootaloo’s neck grew bigger and bigger as Flash neared his climax.

Apple Bloom couldn’t help it – it was just too mesmerizing to resist. She leaned her head down close and licked Scootaloo’s neck, right where the bulge was pumping up and down inside. She could feel it! Through her tongue – and right through Scootaloo’s soft fur – she could feel Flash’s cock moving!

“So … hot!” Moody panted from behind her, apparently enjoying the show. Enjoying it so much, in fact, that his own cock began to flare. Now when he switched between the two of them, he could barely manage to squeeze the broadly swollen tip through their tight entrances.

He surely did, though. It made Apple Bloom squeak each time his massive flare invaded her so recently virginal pussy.

Trembling now, Moody shoved himself all the way inside Apple Bloom. “Flash!” he shouted breathlessly. “The spell! I’m gonna—”

Flash just groaned, though, shoving his cock as deeply as he possibly could inside Scootaloo’s throat. With her tongue still against Scootaloo’s neck, Apple Bloom could feel the rhythmic pulsing of Flash’s cock pumping cum straight down into Scootaloo’s belly.

Moody shuddered; his cock twitched. Apple Bloom wondered if she was about to feel pumping cum inside her, too … if she was about to get pregnant, because it looked like Flash was in no fit state to be doing any kind of magic spells.

It turned out that Moody did have enough self-control to save the day, though. He pulled out of Apple Bloom’s pussy at the very last moment. And instead of putting it back inside either of them, he shoved it between the two of them.

His cock, slickened with two fillies’ worth of juices, squeezed between the two of them easily, sliding over their plush little teats and then into their soft belly fur. He’d barely gotten it in there before the first heavy, wet, and oh-so-warm gush of cum squirted out between them.

The first thick splash of it came out so vigorously that it forced its way between Apple Bloom and Scootaloo’s bodies, all the way that a white glob came to rest on Scootaloo’s neck right below where Apple Bloom was licking. She took a moment to think about it before leaning down a little lower and licking it up. So warm and salty-smooth! Both stallions were still pulsing. Scootaloo had to swallow hard to keep up with Flash’s cum. Apple Bloom could feel her working to gulp it down as she licked. Scootaloo was getting the bulk of Moody’s cum, too, since she was on the bottom. Some of it stuck to Apple Bloom’s belly fur, but most of it dripped down and pooled around Scootaloo. She was just getting bathed in the stuff!

Before long, both stallions were completely spent. Scootaloo’s neck stopped pulsing, and she stopped struggling to swallow down the thick, gooey cum. Moody’s cock went still between the two of them, then softened as he began to slide it out.

Moody stumbled over to the couch and flopped down with a supremely satisfied groan. Flash slipped his withering cock out of Scootaloo’s mouth and just dropped right where he was on the floor, panting from all the excitement. But Apple Bloom was far from satisfied. Her pussy still winked incessantly. Moody’s rutting had just been too intermittent for her to get off from it. She needed more!

When she looked down at Scootaloo, her eyes caught on a little dribble of missed cum on Scootaloo’s lips. A bit extra from Flash that he’d released on his way out.

This time, she didn't even think about it. She just dove right in, kissing Scootaloo square on the lips and slurping that cum off of her. It wasn’t going to get her to any kind of orgasm – she knew that well enough – but she just couldn’t help it. She needed something.

Scootaloo’s eyes wet wide, and she squeaked a little. She was obviously too shocked to do much in the way of returning the unplanned kiss.

When the cum was cleaned off and Apple Bloom pulled away for a moment, looking down at Scootaloo, Scootaloo blushed hotly, looking away.

Apple Bloom gulped … and not just to swallow the cum she’d just gotten in her mouth. “Oh, um… Sorry. I just figured it’d be alright if I—”

“It’s okay,” Scootaloo said, cutting off Apple Bloom’s excuses for a moment.

But Apple Bloom still felt like it needed some explanation. “It’s just that I got so turned on and wanted more, and there it was. I wasn’t thinkin’ about…” Well, she didn’t really want to say what it was she hadn’t been thinking about.

Scootaloo squirmed out from underneath her, aided a little by the slickness of all the cum she was covered in. “Yeah, don’t worry – I get it. I think I’m about finished.” She laughed, looking down at her cum-matted fur. “But I get it. Maybe…” She looked over toward Star, Steel, and Sweetie Belle.

Apple Bloom looked as well, just in time.

Sweetie Belle pulled her mouth off of Star’s hard cock and instead looked behind herself at Steel. “Inside!” she pleaded.

But Steel shook his head. “I get a say in it, too, and I am not ready for foals!” He yanked his cock forcefully out of Sweetie Belle’s pussy, overcoming her efforts to push back against him and spewing his cum out on the carpet between her hooves instead of in her pussy. Sweetie Belle whined plaintively at the waste, but she wasn’t able to get him back inside.

Star, his cock momentarily neglected as Sweetie was so focused on trying to get her ultimate idol’s cum, stepped back and looked at the puddle of cum on the carpet. He shook his head. “We’re definitely going to end up paying that extra cleaning fee…”

Apple Bloom, though, mainly just saw the one thing she wanted most: a hard cock that hadn’t been emptied yet. She licked her lips.

Scootaloo must have seen that, because she laughed knowingly. “Oh go ahead and get some – I don’t mind sharing a little!”

It was a good thing Scootaloo didn’t mind, because Apple Bloom probably wouldn't have stopped even if Scootaloo had told her to back off of her new special somepony. Apple Bloom hurried over toward Star…

But she wasn’t fast enough. By the time she’d gotten there, Sweetie Belle had already turned around and presented for him. He was already mounting her!

Before Apple Bloom could say anything, Star slid his cock into Sweetie Belle’s pussy, making her squeak with joy … joy that should have been Apple Bloom’s.

Thoughtlessly, Apple Bloom dove right in underneath the two of them, planting her lips against what little of Star’s cock wasn’t inside Sweetie Belle. If that was all she could get, she was going to get it!

“Hey,” Sweetie Belle said, “get your own! There’s plenty of other stallions.”

Apple Bloom’s mouth was too full to say anything, but Star said it for her with a laugh: “I don’t know … they’re looking pretty worn-out.”

It was true. Even from between Star and Sweetie Belle’s legs, Apple Bloom could see that the other stallions were absolutely wiped out. Steel, Moody, Flash… Only Static Impulse seemed to have any life left in him. He was stroking his cock as a very messy Scootaloo worked over his balls, but he was still only at half-mast at best. If Apple Bloom was going to get any stallioney satisfaction, it would have to come from Star. There just wasn’t anypony else left.

Sweetie Belle must have accepted that, because she accepted the competition without any further complaints. What did she have to complain about anyway, really? She was getting some first-rate cock, after all, and that left Apple Bloom with just a little bit of Star’s shaft in her mouth. If anypony had the right to complain, it should have been Apple Bloom!

Still, Apple Bloom made the best of it. As hungry as she was for a little male attention, it wasn’t too bad to have the base of Star’s cock sliding back and forth between her lips or to have Star’s big, full balls bouncing against her cheek. It was almost – almost – enough for her.

Of course, she still tried for a little more. That’s why she really put her heart into licking and slurping every bit of Star’s cock she could still reach. She didn’t even stop when she started tasting Sweetie Belle’s tangy juices on him. Not even when he pushed deeper into Sweetie Belle, forcing Apple Bloom’s mouth closer and closer to her friend’s pussy lips.

It was an accident the first time. It really truly was. Apple Bloom had her tongue planted firmly against the side of Star’s shaft when he pushed deep, deep inside Sweetie Belle. And when his cock disappeared entirely inside Sweetie Belle, that left Apple Bloom’s tongue planted squarely against Sweetie Belle’s plush, warm – and very stretched – pussy lips. Apple Bloom’s eyes went wide at the soft and smooth feel of one of her friend’s pussy … but she didn’t move. She didn’t pull away.

After that, even though she might have denied it if anypony asked, Apple Bloom purposefully let Star’s cock push her toward Sweetie Belle’s pussy again and again. She couldn’t help it – those soft and supple pussy lips felt so nice to lick, and the girlish little gasping sounds it teased out of Sweetie Belle were just too precious to give up.

Soon, she was giving more attention to Sweetie Belle than to Star – not to mention a little attention to herself with her hoof down between her hind legs. In a way, she hoped they wouldn’t notice. In anther way, though, she really hoped that they would … or at least that Sweetie Belle would. And then Sweetie Belle would want more, and she’d want to return the favor, and the two of them would kiss each other and touch each other and lick each other and…

Apple Bloom had gotten so caught up in her little fantasy – not to mention her hoof work down below – that she scarcely even noticed when Star pulled his flared cock completely out. All she cared about was that she now had totally unimpeded access to Sweetie Belle’s pussy … which she took full advantage of. She planted her lips right up against Sweetie Belle’s plush wet pussy and plunged her tongue inside, tasting her friend’s juices straight from the source with every wink and every drip.

She would have kept going, too, if Scootaloo hadn’t rushed over and grabbed both of them. “Come on! Give him a big finish!” Scootaloo said, shoving both Apple Bloom and Sweetie Belle down into kneeling positions next to her on the floor.

Only then – when she was no longer distracted by a lovely young pussy in front of her muzzle – did Apple Bloom finally look up and see Star jerking himself with his hooves and straining to hold himself back as his tip flared even wider.

Scootaloo closed her eyes and opened her mouth, sticking out her tongue, and Apple Bloom was proud that she picked up on what was about to happen faster than Sweetie Belle did, quickly mirroring Scootaloo’s actions and preparing to take Star’s load right along with the other two fillies. She did more than just that, though. In their rush to get in position, the three of them had gotten a little bit mixed up and tangled. The upside of that was the way somepony’s leg had ended up right underneath Apple Bloom’s rump. She wasn’t even sure whose leg it was, but that didn’t stop her from pressing herself down against it, rubbing her pussy lips against the soft fur and the firm warm curve underneath. Yes! Somehow, not knowing which of her friends it was made it even better! Those fantasies were swimming through her head even more strongly now, and this time they involved both of her friends doing everything she could imagine with each other.

It was a shock when she felt the first thick rope of cum splat across her face – she’d just about forgotten about Star entirely! She moaned right along with the other two fillies as more and more cum coated all three of them … but she had a little secret. She had more reason to moan than either of the other two. How could something as simple as rubbing herself on another filly’s leg feel so good?

Soon enough, the cum stopped flying. Star had probably spent himself pretty thoroughly when he was alone with Scootaloo, so he didn’t have all that much left to give now. She kept on rubbing herself against that leg underneath her, though. She was getting so close! She just couldn’t stop, not now!

What really surprised her was when she felt somepony kiss her cum-splattered face. Probably Scootaloo, guessing by the direction it came from. She was so shocked by it that she didn’t react right away. It felt nice, though, really nice to have Scootaloo licking the gooey cum from her face.

Once she got over the shock, though, Apple Bloom was all over it. She groped blindly for Scootaloo and then pressed one hoof against the back of Scootaloo’s mane, pulling her closer so she could kiss her in return. And rather than focusing on licking the cum from her friend’s cheeks like Scootaloo had been doing, she simply kissed Scootaloo right on the lips. That got her a little cum – only as much as Scootaloo hadn’t swallowed yet – but that wasn’t really what she was going for. What she really wanted was the soft, supple feel of Scootaloo’s warm lips … the gentle caress of the other filly’s tongue against her own.

And when Sweetie Belle started joining in, Apple Bloom was on her in an instant. Sweetie Belle’s response was gentler, more hesitant. She moved like she was really unsure of herself, unsure of what Apple Bloom was doing … but Apple Bloom was in heaven, and she wasn’t about to stop now. She ground her wet, winking pussy hard against that thigh underneath her. Whether it was Scootaloo or Sweetie Belle, they had to have noticed by now, right? But Apple Bloom didn’t care. She was so close! Just a little more…

It turned out that all she needed was to twist her way sideways just a bit. That moved her from rubbing on somepony’s leg to slipping against something much softer and much wetter. She still wasn’t quite sure which of her friends she was rubbing on, but the little squeak Sweetie Belle made gave her a hint. The warmth of another filly’s pussy against her own was amazing. Easily the best thing she’d ever felt, even given everything else that had happened tonight.

Finally, Apple Bloom came, just as she managed to meet both of her friends’ lips in a sticky, messy three-way kiss. She shuddered in place, her body jerking against that lovely soft pussy between her legs. She must have been absolutely drenching her in slick juices, but she didn’t care. “Sweetie Belle! Scootaloo!” she moaned desperately against her friends’ lips. She’d never felt so close together before, so loved.

Finally, when she came down from it and leaned back to pant and catch her breath, she opened her still-sticky eyes to see both of her friends staring at her with shocked expressions. That wasn't quite the way they’d looked at her in the momentary fantasies that had just been filling her head.

Sweetie Belle glanced away, then back at Apple Bloom. “So, um…?”

“That was super weird.” Scootaloo laughed nervously.

“Really amazingly hot, though,” Star said. “I’m glad we decided to share one more time. Would have hated to miss out on this!”

For now, Apple Bloom didn’t worry herself over what any stallion thought. Not after what she’d just discovered about herself. Now that she’d caught her breath, she was finally ready to tell them how she felt. “Girls, I… I think I like fillies just as much as colts.”

“Yeah.” Scootaloo nodded and shrugged as if it was obvious. “We kinda noticed.”

“And… And I think I like you girls! Can we… Can we be, you know...?” Apple Bloom faltered as she saw the expressions on her friends’ faces.

“I’ve kind of already got a special somepony now,” Scootaloo said, rubbing the back of her head.

“And um, Apple Bloom?” Sweetie Belle cringed and blushed, but she forced herself to say it. “I really like you – as a friend – but, um … I don’t really feel that way about fillies. Pretty sure I’m into stallions.” She shot a significant glance toward Steel, who pursed his lips and looked away, blushing.

Apple Bloom deflated a little. “Oh…”

“But we could help you find a special somepony!” Sweetie Belle was quick to add.

“Yeah!” Scootaloo raised her hoof in her triumphant yell. “Cutie Mark Crusaders matchmakers!”

Shrinking back, Apple Bloom bit her lip. “Um…”

Sweetie Belle beamed with glee, though. “We are going to find Apple Bloom the perfect fillyfriend! Yay!”

Uh oh… Apple Bloom felt herself starting to break out into a little bit of a cold sweat. What the hay had she gotten herself into now?

Star just chuckled at them a little bit, though. “That sounds amazing, and I really hope Scootaloo tells me all about how it goes … but maybe we should get washed up first?”

“Yeah!” Sweetie Belle said, rushing over toward Steel. She didn’t seem to notice the blatant wet patch on her thigh. Then again, she had a lot of wet patches after all they’d been through so far. She grabbed one of Steel’s legs. “And then we’ve got to discuss sleeping arrangements!”

Apple Bloom looked around at the other three stallions … and at her two friends. Where would she sleep tonight? Well, she could figure that out later. For now, Star was right. They all really needed a shower now.

Author's Note

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