An Unconventional Exchange 2: Tipping the Scales

by TheVClaw

Rating: mature
Tags: Profanity, Random, Sunburst, Stygian, Sex, My Little Pony: Friendship is Magic, Alternate Universe, Young Six, Porn, Fetish, Spike
Length: 10867

Shortly after his and Stygian's little 'size-exchange' spell session, Sunburst is trying to adjust to having a much more... petite appendage between his legs. Luckily, Stygian is gracious enough to give him a visit with a familiar dragon by his side~

It's been a couple of weeks since Sunburst invited Stygian to his apartment, where the two indulged in some controversial spell usage. Even though Sunburst just wanted to have a pleasant chat with the Pillar/Writer, he ended up getting more than he bargained for after learning of Stygian's 'Size-Exchange' spell.
Or to be more specific, Sunburst received a lot less than he bargained for~

The Vice-Headmare may have grown used to his new endowment, but it wasn't enough to keep him from wearing his cloak, thus hiding his embarrassing size from many prying eyes. When Stygian showed up to his classroom for a surprise visit, he was determined to help Sunburst feel more confident with himself. And with the aid of his special friend-with-benefits (who he already planned to have show up anyway), Stygian knew exactly what he wanted to do with Sunburst's approval.

After all, since those inches he received weren't going back to their original owner, Stygian could at least offer them to someone else~

Note: This story was a commission by two of my Patrons, and is a sequel with a lot of gay smut. Along with M/M/M action, this story also contains embarrassment, public exposure, small penis humiliation (duh~), spitroasting, and more size exchange. Also as a quick side-note, Spike (as well as the Student Six) are all legal adults in this story.
To see more of my upcoming works, or to show your support for a freelance writer, please feel free to follow me on Patreon, or donate to my PayPal to help with bills/rent.

Published 2021-05-19 04:10:02 UTC
Last updated 2021-05-19 04:10:02 UTC

AKA - Sharing is Caring

Two Weeks Later

Stygian took a deep breath, and let out a blissful sigh as he trotted down the hallowed halls of the School of Friendship. Even though the institution was brand-new, and was filled to the brim with more technological and magic advancements than he ever would’ve envisioned, the stallion felt right at home with the smell of books lingering in the air. If Princess Twilight Sparkle was here to escort him around, Stygian would’ve likely been given a full-day tour of the library alone. But for this particular trip, the grey stallion was enjoying his personal solo-trip through the near-empty school.

“Hmmm… Now, where can he be hiding?~” Less than a month ago, Stygian would’ve felt a little less confident while walking by himself in such a foreign place. Even though he and the Pillars have all been able to adjust to their new timeline, Stygian needed a little more time to be able to trust others. Fortunately, the gangly stallion seemed outright chipper as of recently, and was practically skipping with each trotting step. However, due to certain… physical changes he was fortunate enough to experience, Stygian made sure to keep his steps precise and well-paced to avoid any unnecessary stares.

“Hmm?” Stygian’s ears perked up when he overheard some muffled voices down one of the hallways. He could tell that it was a small group of students, most likely trying to speak with one of the teachers after classes ended. Stygian glanced over at a nearby clock, and was surprised that any students would be lingering around the school so close to dusk. Stygian began to walk towards the source of the voices, mostly in hope of finding the stallion he was looking for. Fortunately for the unicorn, his face lit up when he reached the outside of a classroom, and heard a familiar voice inside.

“Alright, I have the different components all made and arranged in this nice little row. Now, which mixture do you think will be the most volatile when added to this beaker of hydrogen peroxide?”

Stygian peeked his head through the opening, and smiled when he saw six students watching a private science demonstration. He recognized the kids from a local newspaper, since they were the infamous ‘Student Six’ who helped to stop Cozy Glow’s reign. The group of multispecies students were watching with great interest across the long table, while their instructor held two differently colored beakers in his magical aura. The orange stallion didn’t seem to notice his seventh viewer, so he was smiling contentedly when he asked, “What about you, Smolder? Which mixture do you think will show the best effect?”

“Hmmm…” Smolder, a bright orange dragon who was the lone member standing bipedally, scratched her chin in contemplation with her claw. She narrowed her eyes on the two beakers, and eventually shrugged to make a guess. “I dunno, ummm… the luminol?”

“Excellent choice!” Sunburst held up the beaker full of a dark yellowish liquid, and carefully tipped the lid over the glass container on the table. As soon as the fluid poured into the hydrogen peroxide, the mixture instantly illuminated with a bright, neon-blue hue. Smolder and the others all went wide-eyed, and responded with impressed “Oohs” and Ahhs” to Sunburst’s chemical demonstration. Silverstream even gave a cheerful clap of her claws, while Gallus stared at the glowing mixture in amazement. Stygian didn’t say anything, but his smile looked nothing short of prideful; however, even with how pleased he was that Equestria’s youth was enjoying science, his eyes glanced back at Sunburst, and down to the large blue cloak he was wearing over his torso.

“You see, guys? I know that the actual chemical equations and math can be challenging sometimes, but it’s discoveries like this that help ponies learn more about our world.” Sunburst used his magic to carefully pick up his glass items, and levitated them towards the nearby sink for cleaning. “And don’t forget, I’ll always be available for more tutoring if you need some extra pointers.”

“Hmph~” Smolder nudged Gallus from the side, and said with a smirk, “I guess that’ll benefit you, huh?”

The blue gryphon merely scoffed and rolled his eyes. “Oh, please! I saw your grades last week, Smolder. If anything, you need it more than me.”

“Alright, alright!” Ocellus, one of the only changelings residing in Ponyville for school, used her magic to push the two away from each other. “I think we spent more than enough time bothering Professor Sunburst.”

“Oh, it’s no problem at all!” Sunburst began to walk around the table, and nearly froze when he saw Stygian standing by the door. Even though the pony was notably shorter and skinnier in comparison, his smirk was confident enough to make Sunburst blush profusely. He instinctively gripped the front of his cloak with a hoof, and tried to redirect his attention back on the Student Six. “Seriously, I’m really glad you guys wanted some pointers for next week’s exam. I know how tedious those tests can be sometimes.”

The hippogriff Silverstream looked away with a hesitant expression, and admitted, “Well, it’s kinda tricky to understand chemicals and stuff sometimes. I mean, I spent most of my life underwater, so it’s kinda distracting seeing glasses that are dry on the outside.”

“Yeah, but you got the different chemical numbers all nailed-down,” noted Sandbar, who was the only actual pony among the group. He motioned his head up towards the burly yak who was standing right beside him. “Heck, Yona and I could barely manage that after all our studying.”

“Gee, I wonder why~” Gallus shot the two a knowingly coy grin, and perked his brows repeatedly.

Sandbar immediately looked away from him with an embarrassed blush, but Yona stared right back at the gryphon without shame. “Hmph~ Yona thinks Gallus is just jealous he couldn’t get a girlfriend before Sandbar.”

That remark got everyone else laughing, while Gallus shut his beak with a strong grimace. Even Sunburst had to cover his muzzle to keep himself from snickering. Stygian finally decided to intervene, and entered the classroom after clearing his throat. “Ummm… I hope I’m not interrupting anything important here. I was wanting to talk with Sandbar for a moment.”

“Hmm? Oh!” Sandbar was the first to recognize the new stallion, and was quick to add assuredly, “Oh, it’s cool! We were all about to head out anyway.”

While he and the other members of the Student Six began to make their leave, Sunburst tried to redirect his focus away from Stygian to keep from blushing. The orange stallion walked over to a small bookshelf by the window, with the back of his cape dragging across the floor. Stygian took notice of the pony’s compromising attire, and grew a devious-looking smirk on his muzzle. Right as the grey pony lit up his horn, Smolder turned back towards Sunburst to say, “Thanks again for the science lesson, dude! That was honestly really--”

WHOOSH!!

Right as Sunburst bent down to grab a couple of books, Stygian used his magic to discreetly grip the end of the stallion’s cloak. Much to Sunburst’s horror, his cape was “accidentally” pulled off of him, and dropped to the floor right behind his hooves. Sunburst gasped, and looked back while his rump was unfortunately raised up. Due to his exposing position, the unicorn’s face paled when he saw the stunned, wide-eyed stares from all six of the students.

Smolder’s eyes bulged out to the size of frisbees, with the pupils pointed right between Sunburst’s trembling legs. Even when the stallion tried to pull his tail back down, Smolder needed a moment as she blinked repeatedly. She and the others were all blushing hard, obviously having seen what was revealed underneath Sunburst’s cloak. After a nervous gulp, Smolder lost her train of thought as she tried to finish her earlier sentence. “... s-small…”

Sunburst winced to himself painfully, and almost squatted in embarrassment. Right before he tried to cover himself with his tail, the end-result of Stygian’s little trick was fully revealed to the unsuspecting students. For a fleeting moment, the Student Six were able to see Sunburst’s package completely unobstructed.

Or to be more specific, they saw the teeny... tiny... absolutely pathetic-looking nub where his penis should’ve been.

Sunburst tried to bunch his hind-legs together, and stood back up with a heavy blush. “Ummm… small?”

Smolder instantly blurted out, “I-I mean cool! It was cool! I just…” The dragon had to look away from her teacher, as did the other students with their faces covered. Sunburst was able to see a couple of them trying to bite their lips shut, and even heard a few muffled snickers. The response was humiliating enough to make him turn his head away with a cringe. Meanwhile, Stygian was standing by Sunburst’s desk, and trying his hardest not to grin in amusement.

“S-Sorry, we should go!” The dragon hastily rushed out of the classroom, covering her face with a claw to keep Sunburst from seeing her lips curling. The others all left with equally hurried paces, and struggled to make their quick goodbyes sound genuine without giggling. But alas, less than a few seconds after the group ran out of the classroom, Sunburst’s ears dropped to the sides of his head when he heard all six of them cracking up.

“Haaaaa, ha ha ha ha ha ha!!”
“Hehehehehehehe!!~”
“Oh my gosh!”
“Was that real!?”
“Guys, keep it down! He might hear us!”
“Heh heh heh heh heh… Oh, man!”

Stygian was still leaning beside Sunburst’s desk, and chuckled in delight when he saw how much his friend was squirming. By the time Sunburst was able to stand upright without his cloak, his cheeks were as red as crimson from embarrassment. His muzzle was tightly pursed and quivering a little, and he glanced over to see Stygian’s cocky smirk. The grey unicorn seemed to show no remorse whatsoever for flashing Sunburst’s puny nub, even when he saw how humiliated the stallion looked from the students’ reactions. However, as the seconds passed between them, Sunburst remained oddly silent as he shuffled between his finicky hooves.

“Hmph~” Stygian tilted his head curiously. “What’s the big deal? If anything, I’m surprised you decided to keep yourself covered in the cape. Not that I can blame you~”

“Nnnnghhh…” The orange pony looked away with a meager whimper, and lit up his horn to pick up the discarded cloak. He used his magic to neatly fold the cloak, and floated it to his desk beside Stygian. Sunburst kept his embarrassed gaze pointed away from him, and scratched the back of his shaggy mane with a hoof. “W-Well, I mean… I work in a school, you know… I’d rather not deal with any students younger than them seeing…”

Sunburst could barely even finish that last statement, since he wasn’t sure how to properly address his underendowment towards the stallion who made it happen. Fortunately, Stygian was quick to nod his head sympathetically. “Ahhh, alright then,” he said with an understanding shrug. “That’s totally fair. If anything, I’d probably cover myself up too…”

That was when Stygian lifted himself up on his hind-legs, and leaned against the blackboard beside Sunburst’s desk. The stallion quickly turned his head away from Stygian’s presented stance with a light yelp. His face practically exploded with a heavy blush, and he used a hoof to block his eyes from veering over at that gargantuan appendage his friend was sporting. Meanwhile, Stygian was grinning with pride as he showed off his thick, fourteen-inch cock that hung flauntingly between his legs. Even while flaccid, the sheer girth of that marbled stallionhood was almost larger than his scrawny limbs, and instantly drew the eyes like a painting’s focal point.

Even as the stallion stood in silence, the mere presence of his mammoth cock was enough to leave Sunburst feeling rightfully intimidated. Sunburst was already sporting the equivalent of a tic-tac between his legs, but the presence of Stygian’s oversized member was more than enough to make him gulp. Stygian smirked a bit wider when he heard Sunburst’s reaction, and he huffed with his forelegs crossed over his chest. “Yeah, I know,” he said with a very smug tone of voice. “I’m not gonna lie to you, Sunburst. I actually lost count of how many times ponies got distracted by this thing. It’s quite an eye-catcher~”

Sunburst shuddered while covering his blushing face with a hoof. Even when he was able to breathe out calmly, he still needed a moment when he looked back at Stygian with a weak smile. “W-Well, I mean… I can’t say I’m too surprised…”

“Hey, think about it like this…” Stygian took that moment to use his magic to grip the base of Sunburst’s tail, and pull it upward from his backside. “Now we both have something that ponies can’t help staring at~”

Sunburst nearly jolted when he felt his tail being lifted, revealing his miniscule excuse of a penis for nopony in particular. As the unicorn bit his lip and cringed with a blush, Stygian made sure to add, “Of course… It might be a bit harder for you, since ponies would have a hard time even finding that thing~”

When Sunburst turned his head away from him, he groaned through his teeth when he saw that he was right behind a large mirror against the wall. Because of that, he was able to get a prime view of his teenie weenie, and the pea-sized balls that could barely be seen past his fur. It was hard to believe that just a couple weeks ago, Sunburst sported a fairly average stallionhood that would’ve been serviceable to most ponies. But after that eventful afternoon with Stygian and his ‘Size-Exchange’ spell, Sunburst’s more perverted impulses happened to come out at the worst possible moment to make things pretty much permanent between them. Although, considering how deeply Sunburst was blushing when he saw his pathetic little pecker in the reflection, there was a good chance that he wasn’t too remorseful about how things went.

“Oh, did something catch your attention?” asked Stygian, which made Sunburst come back to reality and realize how long he’d been staring at himself. When he saw Stygian’s reflection in the mirror, he shivered from how dominantly the lanky pony was able to stare directly at his gaze. Stygian tried not to chuckle too loud, despite how obviously he was enjoying making Sunburst squirm. Nevertheless, he still made sure to say with a grin, “With the way you’re staring at yourself, maybe you want some more eyes on you~”

Sunburst instantly whipped his head around, and gawked at Stygian wide-eyed. That statement may have sounded like a hypothetical, but the devilish smirk on Stygian’s face indicated something different. Sunburst blinked his eyes a couple times behind his thick glasses, and asked with a blush, “W… W-What do you mean?”

“What do you think I mean?~” Stygian motioned his head towards the still-open doorway, and pointed out, “Heck, you had that measly thing shown to the ‘Student Six’ just now. And given how I’m able to see your little wee-wee from here, it seems like you’re still hard from that, huh?~”

Sunburst cringed. Hard. Even though all the Student Six were technically legal adults in their respective nations, he didn’t want to admit how much that moment made his heart race in a mixture of exhilaration and embarrassment. Unfortunately, even with his puny excuse of a cock standing at a fraction of an inch, it was able to throb hard enough to make his legs fidget shakily. Stygian didn’t even hear a fitting retort from Sunburst, as the unicorn hung his head with a deep blush to hide his shame.

“Yeah, that’s what I thought.” Stygian looked nothing short of confident as he narrowed his eyes on him with a wicked-looking smile. “And I’m willing to bet if I invited a friend with me today, you wouldn’t be too against it. Right?~”

That question prompted Sunburst to turn around, facing Stygian directly while looking worrisome. It was doubtful he would be against such a thing, but the pony was still left silent for a moment with his muzzle clenched shut. His eyes darted between Stygian and the doorway, with his hind-legs shuffling nervously. After contemplating the stallion’s possible plans for a moment, he glanced back at Stygian to ask, “Did… D-Did you actually do that?”

“Maybe I did. Maybe I didn’t…” Stygian gave a brief, casual shrug to that question, leaving Sunburst to stand idly in a mixture of worry and desire. While the unicorn looked back at the open door with a blush, Stygian took the opportunity to ask, “Although it depends… If I did have someone with me today, would you be against letting them see?~”

“W-What?!” Sunburst gawked right back at him in shock. “W… W-What do you…”

Sunburst couldn’t even finish that clarification, since it was pretty obvious what Stygian was implying. Regardless, the skinnier stallion still asked, “What do you think I mean? Considering how easily I was able to convince you not to wear that cape a couple weeks ago, I’d be surprised if you haven’t had a few ponies see already~”

That comment really got to Sunburst, as he lowered his head and tried to hide his flustered expression. While he didn’t want to admit it outright, he actually did try to let himself be seen without a cape for a while after his shrinkage. However, aside from a possible gasp or two, Sunburst hadn’t received much attention while subtly showing off his measly package. Of course, that jeering taunt from Stygian earlier possibly carried more merit than expected; after all, considering how small Sunburst’s cock had become, there’s a good chance that most ponies hadn’t actually seen it out in the open. At least… not yet.

Sunburst didn’t realize how long he was thinking about that point, as he stood idly for a moment with a heavy blush on his face. Stygian eventually got back on all fours, and walked up to him with a more coaxing grin. “Come on, Sunny… Are you really gonna tell me that you don’t want a friend of mine to see it up close? If you don’t want that, you can easily tell me~”

Sunburst glanced up at him for a moment, but his muzzle remained shut. After several seconds of silence, the blush across his cheeks remained quite heavy when he turned his head away once more. Upon hearing nothing but silence, Stygian shot him a randy grin. “That’s what I thought.”

Without hesitation, Stygian walked back towards Sunburst’s desk, and used his magic to open up one of the drawers. Before Sunburst could ask what he was doing, Stygian pulled out a small walkie-talkie that the faculty staff used for emergencies. The stallion turned it on, while Sunburst’s eyes widened at the sight of the distinct colored pieces of tape identifying the back of the device. Even though he was surprised that Stygian chose that particular walkie-talkie, he couldn’t say anything before the stallion spoke into its microphone.

“Hey, Spike?~” Stygian made sure to look right back at Sunburst while talking into the device. “You there, handsome?”

After only a moment, the two heard a distinct click before Spike’s voice came in through the speaker. “Yeah, I’m at the main hall. What’s up?”

Stygian’s grin widened while narrowing his eyes on his friend. “Come over to Sunburst’s office. There’s something he wanted to show you~”

The stallion’s eyes shot wide-open, almost looking larger than his thick bifocals. But before Sunburst could even gasp, he heard Spike say in response, “Oh, okay! I’m right down the hall, so I’ll be right there!”

With that, Stygian turned off Sunburst’s walkie-talkie, and placed it back in the desk where he found it. As soon as he closed the drawer, he looked back at Sunburst with a wide-looking grin. Meanwhile, Sunburst just looked puzzled as he blinked repeatedly. “W-Wait a minute, you… You wanted Spike to come here?”

“What, is that a problem?~” Stygian raised a brow while keeping his grin. “You happen to know him better than me, don’t you?”

“W-Well, I mean, yeah…” Sunburst couldn’t say much more, and he looked down at his hooves while biting his lip. Much like the Student Six, Sunburst was aware that Spike was technically way older than he looked. But even with that somewhat-comforting detail in his head, Sunburst wasn’t sure how to feel about that little dragon coming here. “Uhhhh… A-Are you sure that this is a good ide--”

“Hey, Stygian!” Spike was already at the doorway, leaving Sunburst unable to finish his question. The pudgy purple dragon walked into the room with a chipper smile, and his little wings fluttering excitedly against his back. He went right up to Stygian, who was smiling just as happily at Spike’s presence. And much to Sunburst’s shock, Stygian leaned his head down before Spike reached up and planted a peck on his lips.

Sunburst had to do a double-take, not expecting to have seen that kind of pairing. Luckily, Stygian looked back at the unicorn with a pleased-looking grin. “Yeah, Spike and I hooked up last week after running into each other in town. He was right at face-level to see what I had, and… Well, things happened pretty naturally~”

Sunburst remained wide-eyed as he looked back at Spike. The dragon merely shrugged when he saw the pony’s baffled expression, and asked, “What? I’m old enough to date ponies around here. And you knew I was Bi, right?”

“Uhh, y-yeah! Yeah, I did…” Sunburst had to look away while scratching the back of his neck, and chuckled nervously. While he may have known about Spike’s legal age, and even attended his coming-out party last year, the idea of him hooking up with Stygian was still a bit jarring. Although, the stallion couldn’t necessarily blame Spike when Stygian was sporting a cock nearly as huge as the dragon himself. So after a moment of thought, all he could do was sheepishly say, “I’m not judging, I’m just… S-Surprised, that’s all.”

“Surprised, but not against it, I hope~” Stygian lit up his horn, and brought his attention back to Spike as he used his magic to grip the back of the dragon’s head. The stallion leaned back in, and gave a deeper kiss to Spike’s lips. The little dragon was frozen for a second wide-eyed, but he eventually went half-lidded with a muffled moan. His claws quickly wrapped around the back of Stygian’s neck, and he pulled him in for a more appropriate kiss. “Mmmmmmmm…”

The two actually made out for several seconds, while Sunburst stood with a confounded look on his face. He was sure if Twilight saw her Advisor shoving his reptilian tongue down Stygian’s muzzle, she’d likely have a stroke or heart-attack of some kind. But for the two guys in front of Sunburst, they didn’t seem to mind him watching as they swapped spit and shared that open-mouthed kiss for a long moment. After what felt like a full minute of shamelessly gay kissing, the two pulled their lips apart; Sunburst tried his hardest not to shudder when he saw the tiny strings of saliva connecting their lips for a split-second.

“Heh~ Sorry about that…” Spike blushed a bit when he saw Sunburst’s gobsmacked gaze, and shrugged timidly beside Stygian. “To be fair, we just fool around from time to time. I mean, considering what he’s packing, it’s kinda hard not to take advantage~”

Stygian chuckled with a prideful smirk, and decided to bring up, “Now that you mention that… Did I ever tell you that Sunburst is the reason I have it this big?~”

Spike nearly did a double-take as he looked between the two stallions wide-eyed. Sunburst winced in embarrassment, but he didn’t try to refute that claim while his muzzle was clenched shut. After blinking a couple times, Spike stared back up at Stygian and asked, “Wait… You’re telling me that HE did that?!”

“Well, kinda…” Stygian tried to look bashful with that clarification, but Sunburst could see that his “innocent” smile was faker than a politician’s. Regardless, Stygian tried to stay casual while explaining, “To be fair, it was my spell that gave me such a large endowment. Although… it kinda required another stallion to exchange the length from~”

Spike’s brows flagged right up, and he looked back at Sunburst with obvious interest. His eyes scanned the stallion up and down, while Sunburst blushed and tried to keep his tail tucked between his legs. Nevertheless, the stallion could still feel his nub stiffening when the dragon asked, “Whoa! So you… You actually made his cock that big?~”

Even though he knew the actual answer wouldn’t be what Spike is likely to expect, Sunburst could only shrug and reply timidly, “W-Well, I mean… I suppose you can say that…”

“Oh, you don’t have to be so humble about it, Sunny~” Stygian stepped back from the two, and lifted himself up so he was standing on his hind-legs once more. Spike’s face lit up like a Hearth’s Warming tree when he saw that dauntingly thick cock between Stygian’s legs, and licked his lips with a lustful grin. Sunburst blushed and tried to look away from that intimidating appendage, but he was still able to hear the stallion speak jeeringly. “Heck, this thing was nearly half its original size before talking with Sunburst a couple weeks back,” he explained while smirking at Spike’s hungry stare. “Of course, when I mentioned having a size-exchange spell in my personal arsenal, he practically begged me to use it with him~”

“D-Dude!” Sunburst’s muzzle wrinkled up tightly in embarrassment, and he gawked at the sheer gall of Stygian’s remark. “I-I-I… I didn’t beg for it!”

“Oh, you didn’t?~” Stygian shot the stallion a confident smirk, which caused Spike to look back at Sunburst confusedly. The well-endowed pony kept his chipper demeanor when he pointed out, “If I recall correctly, you didn’t seem to have any regrets about our little trade. Unless, of course… you have any sudden feelings of remorse I should know about~”

Sunburst looked like he wanted to say something, but his mouth hung open for only a moment before he looked away from Stygian. Spike looked even more puzzled when he saw the blushed, conflicted look on Sunburst’s face. The pony’s muzzle clenched tightly, and he had to close his eyes while breathing out shakily through his nostrils. While it was obvious he had a lot on his mind, Sunburst wasn’t able to give any statements to contradict Stygian’s assumption without lying. Because of that, the stallion eventually sighed in frustration, and hung his head while blushing heavily.

“That’s what I thought~” Stygian then glanced back at the dragon, and asked him, “Say Spike… Do you remember the other day when you said you felt a little insecure about your size?~”

“H-HEY!!” Spike looked back at Stygian wide-eyed, and sounded outright offended about him saying that out-loud. “Dude, Sunburst is right here!!”

“I know~” He then motioned back at Sunburst while keeping a reassuring smile. “I just figured that you’d like to see how you compare to someone like him~”

Sunburst silently gasped, and looked just as shocked by that suggestion as Spike did. Stygian huffed in amusement, and glanced between both of them before shrugging his shoulders. “What?~ Considering how we’ve all done stuff together, I doubt it should be that big of a deal. Besides, I have a feeling Sunny here wouldn’t be against showing himself off~”

If looks could kill, Sunburst’s glare would’ve left quite a mark on Stygian and his cocky grin. Nevertheless, the stallion’s blush was still much more noticeable to Spike as he looked between them. Much like before, nothing could come out of Sunburst’s mouth while his lips were tightly shut with a tremble. After only a couple seconds, Sunburst sighed with his eyes closed, while his muzzle pointed away from the lanky pony.

“C’mooooonnnnn~” Stygian leaned in with a jeering grin, while still standing on his hind-legs to flaunt his massive cock. “I know you want to… Heck, I bet you’re getting hard just thinking about it~”

Despite how accurate the assumption may have been, Sunburst still grimaced while keeping his tail tucked between his legs. Spike looked more than a little confused, but he tried to lean over and catch a glimpse at what Sunburst was trying to hide. However, since the stallion’s equipment was easy enough to hide with his tail, the little dragon eventually looked back at Stygian. “Wait, uhhh… is he even hard right now?”

That question may have been innocent enough, but it nearly made Stygian crack up as he covered his muzzle with a hoof. Sunburst closed his eyes and shuddered while blushing, his knees shaking quite a bit to that taunting reply. Stygian let out a strong exhale, and said while smirking, “Well, Sunburst? Are you?~”

The embarrassment he felt in that moment was inescapable, although he knew it would only get worse if he complied to Stygian’s teasing. But even with how tightly he was biting on his bottom lip, Sunburst couldn’t deny how badly this was all geting to him. And when he looked back at Spike, who seemed more puzzled than anything else, he was able to see the small sliver of the dragon’s appendage peeking through a slit in his scales. Spike may have been fairly small to match his overall size, but Sunburst could tell that the pointed pink tip was likely hiding something significantly bigger than his own pathetic nub.

Sunburst only snuck a glance at Spike’s equipment for a split-second, but it was enough for him to know what Stygian wanted to do. And even with his own apprehensions, the pony couldn’t deny how badly the idea was getting him “hard” beneath his tucked-tail. After only a couple seconds, all that the stallion could do was sigh softly, and look back at Stygian’s smirk with a deep blush.

“Come on~” Stygion motioned back to Spike coaxingly. “Let him see what you have~”

Even with how confused he may have looked, Sunburst was able to see that Spike was clearly curious about what he was packing. Stygian lit up his horn, and floated over one of the students’ chairs for Sunburst to sit in. Sunburst winced for a moment, since he knew sitting in that chair would not only expose himself, but force him to be facing both of them at the same time. Regardless, Sunburst still decided to sit himself down, while trying his hardest to pretend like he didn’t want to. “Nnnnghhhh…”

“That’s better~” Stygian chuckled when he saw the pony sitting himself in the chair, while also trying to keep his auburn tail tucked between his legs. Spike ended up standing beside his friend-with-benefits, even though the dragon couldn’t help blushing from that mammoth cock hanging right beside his face. Sunburst felt rightfully nervous when he spread his legs apart, with only the tip of his tail keeping his puny dicklet hidden from sight. Of course, the well-hung unicorn lit up his horn without shame, and was quick to tug on Sunburst’s tail to pull it out of the way. “There we go!~”

Spike gasped with both claws over his mouth, and went wide-eyed the instant he saw what Sunburst was trying to hide. The pony cringed hard, and struggled to keep his eyes closed in humiliation. Since his legs were spread apart, there was no way to cover up his tiny excuse of a cock without using his hooves. But alas, instead of trying to cover his crotch from the dragon’s stunned gaze, all that Sunburst could do was cover his face and groan to himself meekly. “Mmmmnnnghhhhh…”

“Heh~” Stygian chuckled at the sight of that tiny appendage, which was trying to look “erect” at its miniscule length. Since it was barely even a tenth of an inch in length, it looked more like a skin-tag than anything worth using. Spike’s left eye twitched as he gawked at the miniscule appendage, with his cheeks growing a heavy shade of crimson across his scales. And while the dragon was left frozen in stunned silence, Sunburst held his breath as he awaited the inevitable response.

When Stygian glanced down at his friend, he was able to see Spike pursing his lips tightly shut. Soon enough, the corners of Spike’s mouth crept upward, indicating that he was trying his hardest not to smile. Nevertheless, when he saw that puny pecker between Sunburst’s legs twitching the tiniest bit, a small burst of flames shot out from the dragon’s nostrils. Spike quickly covered his face, but Sunburst still overheard some muffled snickers.

“Gngh… Pbbtttt… Hmhmhmhmhm… H-H-Hehehehehehehe…”

When Sunburst finally opened one of his eyes to sneak a peek, his heart skipped a beat when he saw Spike struggling not to crack up. Just like the Student Six just a few minutes ago, it seemed that the very sight of his measly cock was enough to make the dragon giggle. Stygian shot the stallion a confident wink, and then nudged Spike’s side to say assuredly, “It’s alright, big guy. Sunburst won’t be offended~”

Stygian looked up at Sunburst, just as Spike tried to reopen his eyes and do the same. Sunburst was blushing hard, with his face tightly clenched in a mixture of humiliation and guilty desire. Even though the idea of giving in felt mortifying, he still had his legs wide-apart to keep his dicklet exposed. And after a quick exhale, the stallion relented as he closed his eyes in shame. “G… G-Go ahead and laugh…”

The fact that he even requested such a thing was enough to make him wince; but at the same time, Sunburst felt his cock throb especially hard when Spike let the levees break. With a long and shuddering exhale he tried his hardest to keep quiet, Spike eventually pointed a claw right that teenie weenie, and grew a wide smile before breaking into hysterics.

“Gnnnghhh… BWAAAAA, HA HA HA HA HA HA HAAAAAA!!! Oh… Oh my GOSH!! Look at that tiny thing!! HA HA HA HA HA HA HA HA HA!!!”

Sunburst clenched his eyes shut, but the smallest hint of a smile was able to be seen through his humiliated blush. He even leaned himself back in his seat, allowing his tiny cock to stand out more prominently for the dragon to laugh at. Stygian couldn’t help himself, and began to giggle alongside Spike due to his contagious laughter. Eventually, Spike had to wipe his eyes due to teardrops forming at the corners. “Oh, man! How… H-How did I not see that before!?”

“Hmph~ Are you really surprised you can’t see something that small?~” Stygian’s remark was enough to make Sunburst groan in his chair, but the underendowed pony still kept his eyes closed. While the stallion kept his nub unobstructed, Stygian leaned in close to Spike and added, “Not to mention… that thing was actually around six inches the last time we met up. Of course, when I mentioned I could shrink it for him, he insisted I made it, and I quote… ‘As small as I possibly can~’”

Spike was able to stop laughing after that last detail, as he went wide-eyed and looked back up at Sunburst’s face. The stallion was as red as Big Mcintosh, but he wasn’t able to speak up and refute Stygian’s point. Given how hard he had gotten already, confirming Stygian’s teasing was merely icing on the cake at that point. So after huffing through his nostrils, Sunburst kept his embarrassed gaze pointed elsewhere when he finally spoke. “W… W-Well, I… I suppose I… Imayhavesaidthat…”

Spike scoffed hard to that confession, and looked back down at Sunburst’s nub with a smirk. “Jeeze, dude… You could’ve at least kept an inch or two~”

“Oh, don’t worry,” assured Stygian with a cocky grin. “I doubt he misses those inches too much. In fact… I’m willing to bet he would want me to give some of them away to you~”

That suggestion got both guys to turn back towards Stygian wide-eyed. Sunburst may have still been blushing profusely, but he was the first to ask, “W… W-What do you mean?”

“What do you think I mean?~” Stygian leaned his hips forward, allowing his gigantic cock to swing flaccidly between his skinny legs. Spike needed to shake his head to keep his thoughts clear, but it was obvious that past interactions kept him rightfully distracted by its presence. Sunburst looked distracted as well, but he was able to overhear Stygian point out with a shrug, “I mean… Having over a foot of cock is a little much for somepony my size. Heck, even Rockhoof had that issue eons ago. And since Spike brought up wanting something a little bigger until his growth-spurt kicks in, I figured you would be alright with me helping him out~”

Spike’s face lit up in surprise, while Sunburst went wide-eyed in stunned silence. He looked back down at Stygian’s thick cock, which reminded him of how many of those inches were his own. Even though he couldn’t doubt that Spike was underequipped as well, the idea of Stygian giving him some of his own length was an odd thing to process. But when he looked back at the awestruck dragon, and saw much more of that pink member slipping out from his slit, Sunburst could tell that Spike was very interested.

“Whoa… You… You mean…” Spike slowly stared down at his growing erection, and saw how much his little cock was twitching with interest. Even though the draconic member was barely over two inches in length, it looked notably larger than what Sunburst was currently packing. The seated stallion could only gulp with intimidation, unable to speak out in objection to Stygian’s plan. Because of that, Spike wasn’t interrupted when he asked, “Y-You would actually... M-Make my dick bigger?!”

“Well, if Sunburst says it’s cool,” noted Stygian, who grinned right back at him with a shrug. “I may have promised not to give those inches back to him, but it would be much easier if I gave them to someone else~”

Spike’s head whipped around quick enough to risk whiplash, as he gave Sunburst the biggest doe-eyed stare he could muster. Sunburst cringed from the sight of that cute dragon’s pleading look, which was absolutely adorable at his petite size. Meanwhile, Stygian proved to be quite a contrast as he leaned back against Sunburst’s desk, and shot him a lustful grin while stroking his massive cock with a hoof. “So, what do you think, little guy? Would you be against me sharing some of this cock with someone who needs it?~”

Spike hopped up on the chair between Sunburt’s legs, and gave the pony some massive puppy-eyes. “Pleeeeeeaaaaaasssssse?~”

“Ugh!” Sunburst reeled away from that overly cute face, and groaned with a strong grimace. However, Stygian was able to see the stallion’s legs squirming hard, which matched Sunburst’s conflicted blush. While it was obvious that Spike was willing, Sunburst had to think over the ramifications if he agreed to it. Of course, while he was lost in his thoughts, he glanced back at that massive cock hanging between Stygian’s legs.

“To be fair, I was wanting to take a few inches off anyway,” he mentioned with a brief shrug. “I just figured that you could approve and benefit from it~”

“Well, I suppose that makes sen--Wait a minute…” Sunburst looked back up at the stallion’s face, and asked quizzically, “h-how would I benefit?”

“Weeeeelllllllll…” That was when Stygian and Spike looked back at each other with knowingly sly grins. The dragon hopped off Sunburst’s waist with the aid of his fluttering wings, and flew behind the stallion to help him out of his seat. Sunburst was caught by surprise when he was placed back on his hooves, but his confusion left him conveniently frozen in place. When he took notice of Stygian’s horn brightly lit, his eyes traveled down to see the unicorn’s aura wrapped around that mammoth cock. Stygian closed his eyes with a pleased hum, and shuddered while his powdery blue aura worked its magic. In only a couple seconds, Stygian’s magic was able to stimulate himself well enough to make his stallionhood balloon out to its full rigid length.

“Ooooh!!~” Spike was staring at the process while behind Sunburst’s back, and he looked absolutely smitten by the sight of Stygian’s fourteen inch behemoth. The little dragon shuddered with a bitten lip, clearly looking envious of the blushing pony beside him. Sunburst’s eyes were wide-open in stunned silence, but he was able to hear Spike ask, “You really wanna make that smaller, Stygian? I mean, I know Sunburst did that, but you…”

Sunburst hung his head with a heavier blush, but tried not to respond to Spike’s truthful remark. Meanwhile, Stygian looked down at his thick, meaty cock before shrugging lightheartedly. “Well, fourteen inches is a lot for somepony my size. Plus, I’d like to have definite proof that Sunburst has a tinier cock than a baby dragon~”

He tried to smirk up at Spike teasingly with that point; however, the dragon stared back at him with a flat, unamused glare. “Dude, I’ve sucked your cock multiple times this week. Are you really gonna call me a baby?”

“R-Right, right! Sorry…” Stygian shook his head with a brief wince, clearly forgetting how problematic that kind of talk would sound to anyone who wasn’t aware of Spike’s legal age. Fortunately, Stygian was able to move around that awkwardness pretty quick. “Still though… you’re already a bit bigger than Sunburst’s puny thing. What’s the harm in making it even bigger?~”

Sunburst squirmed hotly, but kept himself silent out of embarrassment. He turned his head to sneak a glance at Spike’s two-incher, which was already significantly larger than his own. Spike huffed with a grin of his own, and asked, “What’s the matter, Sunburst? You have an issue being smaller than me?~”

Sunburst’s ears lowered to the sides of his head, and he tried to hide his blushing face from Spike’s teasing grin. After a shaky breath, the stallion looked away bashfully and shook his head. “N… N-No, I… I don’t mind at all~”

“Hmph~” Since Stygian’s cock was fully erect and smacking the underside of his barrel, he used his magic to grab hold of Sunburst’s head. As soon as he brought the stallion’s attention back to himself, he said with a taunting grin, “Oh, I know he wouldn’t mind you having the bigger dick. If anything, you could probably brag about it to others after this~”

Spike’s eyes widened, and he looked down to see Sunburst groaning with a clenched muzzle. However, even with how mortifying such a suggestion could be, all that Sunburst could do was cover his face with a hoof. “Whoa, seriously?” asked the dragon, with the corners of his mouth curling up devilishly. “Would… Would that be cool?~”

After only a couple seconds of silence, Sunburst breathed out weakly and gave a sheepish nod of his head. He let out a meek groan, but he still felt compelled to speak truthfully. “S… S-Sure thing… You can do that~”

“That’s a good boy~” Stygian intensified his magic, and caused Sunburst to yelp as he was pushed to the floor between them. Spike may have been under-endowed, but he wasn’t against keeping his wings fluttering while positioned behind Sunburst’s rump. Meanwhile, Stygian pulled up the pony’s head, making sure that goateed muzzle was positioned right at face-level with his plump cockhead. “Now, how about we give you something special for being so compliant? It would probably be better to feel the size-exchange as opposed to just seeing it~”

Sunburst’s bulging eyes darted between Stygian’s smirk above him, and the musky cock pointed right at his mouth. His nostrils flared out when he caught the strong, heady aroma of all that cockmusk wafting in front of him, thick enough to feel the heat through his fur. A thick glob of milky-white pre seeped from the tip, making Sunburst audibly gulp while his lips were tightly shut. However, despite how badly he tried to keep his muzzle closed, his lips parted with a sharp gasp when he felt Spike’s claw grip the base of his tail.

“HUUHHH--MMMPHHHH!!!~” Stygian took that gasp as an open invitation, and crammed his plump cockhead right into Sunburst’s open maw. Sunburst’s eyes rolled back when he tasted the overwhelming musk and sweat matted to Stygian’s crowned head, which made his fur stand on end. Just as he tried to close his eyes and get his focus in check, he groaned from feeling something small and pointy prodding his tailhole. For a moment, the pony was tensed up when he felt both guys trying to spitroast him without much warning. However, while his own puny dicklet twitched and throbbed beneath him, Sunburst slowly grew more accustomed to the impromptu action he was fortunate enough to receive. His eyes remained closed, but the lids were able to settle with a soft flutter while he moaned around Stygian’s girth. “Mmmmnnnnnnn…~”

Stygian and Spike groaned out while pushing their hips in tandem, eager to give Sunburst a proper filling. Even though the classroom door was wide-open, nopony was around to watch the Vice-Headmare being defiled by two better-endowed guys. His hind-legs trembled as he tried to keep his backside raised, but he was able to relax himself just enough for the tip of Spike’s little cock to slide through his tight hole; even without the aid of lubricant, Spike had enough precum around his petite length to make it enter without issue. Meanwhile, Stygian grunted through his teeth as he tried to keep a tight grip on Sunburst’s head, and shove himself between those drooling lips.

“Nnnnnnghhhhh!!!” Stygian clenched his eyes shut, and pushed with all his might to get the cockhead inside. Sunburst tried his hardest to keep his muzzle wide-open, but the girth of Stygian’s cock was obviously more taxing than Spike’s cute little pecker. When the entirety of that baseball-sized head was able to cram into his muzzle, Sunburst felt like his lips were being stretched out to their absolute limit. Tears began to form at the corners of his eyes, but it wasn’t enough to make him want Stygian to stop. Because of that, the lanky pony was shuddering with a relieved sigh while Sunburst’s lips wrapped around his shaft. “Nnnnnnffffffff… Yeah, there we go~”

Spike was grunting equally as hard, and his pudgy hips spasmed in an attempt to get his little cock deeper inside of Sunburst. Fortunately, even at his two-inch length, Spike’s cock managed to work its way through without complaint. Spike made sure to spit on the base of his member a couple times, just to add to the impromptu lubrication Sunburst will need later. Luckily for the dragon, Sunburst was too focused on the massive helping of cockmeat from the front to care much about his backside.

“Nnnnghhh… I… I-I think I’m in~” Spike was blushing hard with a shaky smile, but he looked rather proud of himself when he glanced back at the stallion across from him. Sunburst’s body twitched a little as he struggled to open his throat for Stygian, which caused his hole to wrap tightly around Spike’s shaft. The dragon groaned out sharply, but managed to keep himself inside without pause. Even though Stygian was deeply blushed and straining hard, Spike tried to ask him, “H-How are you holding up?~”

“One sec…” Stygian groaned with another hard push of his hips, which caused Sunburst to go wide-eyed in an instant. If Spike was able to see the tiny-dicked pony from the front, he would’ve seen the thick bulge from Stygian’s cockhead prodding from his throat. Sunburst was tearing up from the sheer strain his throat was enduring, as well as the oxygen deprivation. But even as the pony’s blush turned an alarming shade of purple, Stygian tried to shoot Spike a confident smirk while pushing in. “Aaaaaahhhhh… Fuck, he might be a little too tight for me right now~”

If Sunburst was able to speak, or even breathe in that moment, he likely would’ve tried to agree with Stygian’s sentiment. But while his head was pinned between the stallion’s legs, and his throat was tightly plugged with several inches of thick cock, he couldn’t even nod his head. And to make Stygian’s point even more truthful, there were still several inches of that meaty shaft between the stallion’s balls and Sunburst’s stuffed mouth. Spike was able to see Sunburst’s predicament from behind, and shuddered while throbbing hard inside of the unicorn. When he looked up to see Stygian’s face, he was grinning wide back at the dragon. “How about you, Spike? Is he a little loose around you right now?~”

If Spike were to be truthful, he would’ve said something about how tightly Sunburst’s hole was hugging his shaft with every throb. But when he heard the faint, gurgling grunts that Sunburst was struggling to make around Stygian’s shaft, he could tell that he was probably taking too much cock at once. Not to mention, the dragon couldn’t help shivering pervertedly at the thought of Stygian working his magic. So without even pulling out, Spike smirked back at him and said teasingly, “Well, I dunno… he does seem to want a little more back here~”

Sunburst’s eyes rolled back while he shuddered between the two, and tried his best not to pass out from the oxygen deprivation. But even with his inability to speak up, his little nub was twitching badly enough to make his fur stand on end. Despite having a couple balls the size of peas, the intense stimulation he was receiving from both ends was causing thin strings of precum to dribble from his skin-tag of a cock. Stygian and Spike may have not been able to see that, but they could each feel how enthusiastically Sunburst was clenching around their shafts to keep them inside. Stygian needed to take a couple of breaths before he closed his eyes, and lit up his horn to change things up. “A-Alright… Just a second…”

Stygian hilted himself against Sunburst’s muzzle, and managed to shove his cockhead down his throat far enough to disappear past the neckline. Sunburst’s body was totally locked up from such an intense deepthroating, and Stygian’s balls hadn’t even reached his snout yet. There were still a couple inches of Stygian’s thick, veiny shaft that stuck out from Sunburst’s lips, even while his throat was completely clogged. Because of that, Stygian was able to use his magic to envelop the base of his cock in his light blue aura.

“Just… A-A little bit more…” Stygian was trying to keep himself in focus while his horn was lit; however, Sunburst’s tentative suckling to his length was making his muzzle skewed, and his legs to fidget a little. Luckily for his partner, the unicorn was skilled enough to not only envelop his own cock in his magic, but Spike’s as well. The dragon gasped and spasmed hard against Sunburst’s ass, as he was able to feel the oddly cold and tingling sensation wrapping around his cock better than the stallion he was penetrating. And all the while, Sunburst had to clench his eyes shut when he felt both of those tingly cock throbbing hard inside of his ass and throat.

“Aaaaahhhhh!!”
“AAAAHHHHH!!~”

Spike and Stygian moaned out at the same time, and the unicorn’s horn brightened immensely as his magic took effect. Even though both of their cocks were firmly lodged inside of Sunburst, their shared aura of magic was affecting both of them at the same time. Stygian lurched forward to grip Sunburst’s mane with both hooves, which made the little-dicked pony gag around his glowing cock. However, while Stygian was busy shivering against the stallion’s face and keeping his horn illuminated, it didn’t take long before the bulge of his cockhead could be seen traveling back up Sunburst’s neck.

“OooooOOOOOHHHH!!~” Spike shuddered especially hard while buried balls-deep inside of Sunburst, and was able to feel his personal growth as well as the stallion below him. Sunburst’s eyelids fluttered as he felt the pressure intensifying, with the formerly petite tip of Spike’s cock pushing deeper inside. Spike gripped the pony’s cheeks tightly with both claws, and his cock ballooned out with every throb that made his toes curl up. The dragon’s eyes went half-lidded from Stygian’s generous spell, which matched the elated look Stygian was carrying across from him.

“Ohhhhh, yeah…” Stygian’s magic slowly dimmed around the base of his horn, as well as around both of the cocks spearing Sunburst. By the time Stygian’s cock stopped depleting in size, he and Spike seemed to be spitroasting him more equally. The bulge of his cockhead was now about a third of the way down Sunburst’s throat, which meant the pony was still spasming hard from his lungs burning in need of air. Luckily, Stygian was courteous enough to pull his hips back, and slide his cock out of Sunburst’s throat to let him breathe.

“HUUUUUUHHHHHH!!!” Sunburst gasped and coughed with drool seeping from his muzzle, while still feeling the significantly larger dragon cock stretching out his hole. In the brief moment he was able to see Stygian’s new cock, he was surprised to see that it was slightly less than a foot long. While he might have needed a ruler to get an accurate reading, it seemed that Stygian lost at least four inches from that spell. But at the same time, his cock was still intimidatingly big, and was girthy enough to make Sunburst’s dicklet look absolutely useless in comparison.

“Nnnnghhhh… Hopefully that wasn’t too bad,” said Stygian apologetically. He then looked back at Spike, who was panting hard and gripping Sunburst’s ass tightly. “How about you, big guy? You ready to use those inches I gave you?~”

Spike needed a moment to reassess himself, and adjust to his newfound growth being hugged by Sunburst’s ass. The pony below him was moaning weakly between heavy breaths, but kept his rump firmly in place for Spike’s superior cock. When Spike looked back at Stygian, he could see the cheeky grin on his face; and despite having a less-massive cock than before, Stygian still looked absolutely delicious while his marbled shaft was glistening in saliva.

“Hmph…” Spike was able to shoot him a coy grin, and nodded his head. “As long as I’m not the only one~”

“Good~” Sunburst may have had some time to breathe, but he had to gasp when Stygian took hold of his mane once more. Unlike the first time though, Sunburst was able to open his mouth preemptively and close his eyes. The stallion’s cock was promptly shoved right back down that throat, allowing the bulge to be seen clear as day. Meanwhile, Spike gritted his fangs as he began to pull back, allowing several inches of his newfound shaft to be seen while the head was still inside.

“Aaaaaahhhhhh~” Spike shivered with glee, and nearly came from excitement when he saw how much bigger his cock had become. But instead of marveling at his impressive endowment, Spike thrusted his hips involuntarily to plunge back into Sunburst’s hole. The pony may have had Stygian plugging his throat, but he let out a muffled moan from that sudden penetration which struck his prostate. However, that moment of bliss was only briefly-felt, before he felt both of those cocks sliding out at the same time.

Stygian and Spike moaned out in unison, as they each felt Sunburst trying to cling to their more equally-sized shafts. His lips sloppily slathered all over Stygian’s veiny length, while his tailhole tried to hug that meaty dragon cock and milk him of his seed. Spike wasn’t as used to his new cock as Stygian was, so his moan was much shakier by the time his cockhead was teasing Sunburst’s hole. But despite his inexperience, both of them were able to linger for a moment with their shafts glistening, and Sunburst moaning in need for more.

“Ready, and… Go!!~”

With that final command from Stygian, both he and Spike thrust their hips in at the same time. Sunburst went bug-eyed the instant both of those thick cocks skewered him, and he let out a gurgling groan as intense as the string of precum that spurted from his tiny cock. “HRRRMMMPH!!~”

“Nnnnghhhhh!!~”
“Awwwww yeah~”

Stygian and Spike pulled back out again, and began to pick up a rhythm as they timed their thrusts with each other. Sunburst moaned out the instant Stygian’s cockhead was freed from his throat; but as soon as the two pounded their hips in again, that moan was silenced rather promptly. Instead, all that could be heard were the faint gurgles from his muzzle, as well as the balls of Spike and Stygian smacking the pony rather lewdly. Sunburst couldn’t even process the overwhelming combo of euphoric sensations, as those thick shafts slid back out while his mind was getting lost in a blissful high.

“MmmmmmMMMMMMmmmm!!~”

Sunburst may have not been expecting to be double-teamed by two well-hung studs, but he couldn’t have cared less as their thrusts became more rampant and hard-hitting. Stygian and Spike’s balls repeatedly smacked against his ass and goateed chin, which exemplified how raunchy Sunburst felt as their personal cumdump. Even as those cocks pistoned in and out of him in tandem, with the pace picking up in some perverted rhythm, all that Sunburst could do was bask in his lustful high while dribbling measly strings from his nub.

“Nnnnfffff, fuck yeah!~” Stygian was getting into it as he pounded Sunburst’s mouth, going balls-deep between those lips with every thrust. Despite being less-endowed, Stygian seemed much more comfortable with a cock that was easier to manage. Spike was moaning out with every thrust he gave, but it seemed like he was about to shoot his load from how much his new size intensified his pleasure. Stygian was growing close himself, and he managed to ask the dragon, “H-Hey, you… you better keep it inside~”

“Mmmmphhh… D-Don’t worry, I will!” Spike was panting like a hungry dog as sweat beaded from his scales, and he tried to keep up with Stygian’s relentless thrusts. Sunburst’s body was being continuously squished between their thrusting hips like an accordion, but it was obvious that he was loving every second of it. The tiny-dicked stallion was completely lost in pleasure while taking their cocks with vigor, and he clenched his eyes shut the moment he heard their moans growing louder.

“Aaaaahhh!! S-Spike, I… I’m gonna--”
“M-Me too!!~”
“Aaaahhhh!!”
“Aaaaaaaahhhh!!~”
“AAAAAHHHHH!!”
“AAAAHHHHH!!~”
“GNNNNNNNGHHHH!!!~”
“OH… F-F-FUCK!!!~”

With that last sudden profanity from Spike’s mouth, the dragon shoved his entire six-inch length inside of Sunburst to grind hard against his prostate. Sunburst felt the thick girth of Stygian’s cock plunging into his throat, but he still tried his hardest to moan out when he felt those first couple of warm pulsations radiating inside of him. Spike may have had his new cock for a few minutes, but he was eager enough to shoot several ropes of his hot, gooey load deep within the stallion’s depths. Meanwhile, Stygian throbbed hard inside of Sunburst’s throat, and quickly delivered a second helping of cum that shot right down the pony’s hungry gullet.

“NnnnnnNNNNNNNnnnNNNNGHHH!!!~” Sunburst convulsed between their cocks wildly, and his eyes nearly reached the back of his skull while moaning out in rapture. His senses were set ablaze by the sensation of both those heavy loads flooding him to the brim, which caused his own nub to finally set off. Unfortunately, it was near-impossible to tell the pony actually orgasmed, as his puny balls were pitiful enough to only shoot out a couple droplets of “cum” that clung to his fur. However, even with how pathetic his own climax may have looked, it was certainly pleasing enough to make Sunburst collapse in perverted contentment.

“Haaaahhhhh… Aaaaahhhhh…” With Sunburst lying in post-coital bliss on the floor, Stygian and Spike remained buried inside the stallion for a moment while catching their breath. Neither of them said anything for a while, but all they needed were a couple of tired smiles shared with one another to solidify their feelings. By the time Sunburst was able to pull himself from his cock-induced high, his body quivered when he felt both of those cocks sliding out of his orifices. Heavy globs of cum trickled down the stallion’s hind-legs and chin, but all he could do was lie on the floor while coughing weakly.

“Ho… Holy moley...” Spike let out a relieved sigh after he was finished, but he was still smitten when he looked down at his semi-flaccid cock. Even after finishing, the dragon was mesmerized by the sight of his six-inch cock hanging between his legs. Stygian seemed equally as satisfied by his more manageable length, but he shot Spike a prideful grin when he saw his elated look.

“I gotta say, it’s nice using that spell to make things more fair between two guys~” Stygian may have still been larger than Spike, but he looked happy nonetheless. Spike nodded with a smirk, but he eventually glanced down at Sunburst to see how he was coping. The pony rolled himself onto his back, allowing his tiny cock to be seen by both of them in his cum-splattered form. Spike tried not to snicker at that sight, while Stygian said jeeringly, “Thanks again for giving me those inches, by the way. Spike looks much better with a six-incher than you did~”

Sunburst shivered with a heavy blush, but was conscious enough to smile timidly up at him. Meanwhile, Spike was preoccupied with his own massive cock, which he swung back and forth from his hips like it was a new toy. “Oh, man… I can’t believe I have a dick this big! This is awesome!!~”

Sunburst’s smile grew more content when he saw how pleased Spike looked, and he didn’t feel any shame or remorse for what just happened. Even though he was sporting one of the smallest penises imaginable, all he could do was say with sincerity, “W-Well… I’m really glad you like it, Spike. You… You certainly earned it~”

Spike smirked back down at him eagerly, and took a moment to openly stare at the pony’s teeny nub. “Hmph… Geeze, you really do have a tinier cock than me, huh?”

Before Sunburst could squirm from that obvious jab, Stygian pointed out, “Hey, it was already smaller before our little exchange, remember? All I did was make it easier to tell~”

“Yeah, I suppose so…” Spike walked up a little closer towards Sunburst, standing right between his legs with his larger cock pointed at him. Sunburst blushed hard when he saw that uniquely-pointed cock upclose, right above his own useless dicklet. “So, Sunburst?” asked Spike with a slightly cockier tone. “You want your cape to cover that thing up?~”

Sunburst’s eyes widened for a moment, and he glanced back at Stygian to see him grinning lewdly. The unicorn used his magic to hold up Sunburst’s cloak, letting it hang tauntingly from his aura. Sunburst blushed heavily as he looked back down at himself, as well as the hung dragon standing before him. The pony needed a moment before closing his eyes, and lighting up his horn to grab his cape. “W-Well… I mean…”

Sunburst floated the cape back towards him, and he looked up at it for a second with his lips tightly pursed. However, his nervous smile slowly widened, and he breathed out calmly before floating the cape away. He used his magic to open up the bottom drawer of his file cabinet, and tucked the cloak inside to hide it from sight.

“Ooh, look at you now~” Stygian grinned with pride at Sunburst’s decision. He tilted his head curiously, and asked, “So… does that mean what I think it means?~”

Sunburst blushed hard from the implication of that question, but he still sighed before nodding his head. “W-Well, I mean… rumors are going to spread anyway, right? So...”

After taking a moment to collect himself, Sunburst stood back up while dripping with cum, and carried a more confident smile for Spike and Stygian to see. He turned his backside towards the mirror, and blushed with pride while staring at his teeny nub in the reflection. “... So, I might as well embrace it~”

Stygian and Spike snickered devilishly to the pony’s acceptance, with Spike shaking his head with his arms crossed over his chest. “Oh, man… I’m gonna tell everypony about this~”

While that remark certainly made Sunburst’s cheeks grow a deeper shade of red, all he had to do was breathe out before looking back at them. His smile may have been rightfully nervous, but he responded to Spike’s comment in a faint, albeit genuine voice: “I…

“... I hope that you do~”