Mare In The Moon, Part 1

by Pinkamena666

“So that’s what it looks like?” ~Fluttershy

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Ponyville

“Wasn't she wonderful?” Spike asked as they were almost back in the main area Ponyville.

“She sure was, Spike. I’m surprised she let us use her like that at the end. She didn't seem the type.”

“And did you hear what she said? And do bring Spike next time.

“Yeah, she really like riding your dragon meat. Maybe we can use that to seduce other mares.”

“We should probably focus,” Spike said as he looked at the checklist.

“Right. What's next on the list?”

“Music. It's the last one.”

They suddenly heard birds singing nearby. But it wasn’t normal bird tweets. It sounded melodious. Twilight and Spike eyed each other before they made their way towards the trees where the music was coming from. They soon found a clearing with a yellow Pegasus pony directing a tree full of birds like they were a choir.

“Oh my,” the yellow mare gasped softly. “Um, stop please, everyone, umm.” She flew closer to a bird who was having trouble keeping rhythm. “Excuse me, sir? I mean no offense, but your rhythm is just a teeny-tiny bit off. Now, follow me, please.” She then flew back to where she was prior to start directing again. “A-one, a-two, a-one two three-“

“Hello!” Twilight suddenly greeted as she approached the mare, making the flying pony yelp and look back at her. “Oh, my bad. I didn't mean to give your birds a heart attack,” Twilight apologized as the yellow mare fluttered downwards and gracefully landed on all four legs. “I'm just here to check up on the music, by order of the Princess.” The winged pony remained silent. “I'm Twilight Sparkle.” Still nothing. “What's your name?”

“Um... I'm Fluttersh...”

“I'm sorry, what?”

“Um... My name is Flutter…”

“Didn't quite catch that.” The Pegasus Just squeaked in response. “Well, um, it looks like your birds are back, so I guess everything's in order. Keep up the good work!” The Pegasus squeaked again. “Oookay,” Twilight muttered before she turned to Spike. “Well, that was easy.”

The Pegasus pony peeked through her mane to see who the purple pony was talking to. When she saw Spike, she let out a loud gasp. “A baby dragon!” She quickly zipped over and bumped Twilight out of the way. “Oh, I've never seen a baby dragon before. He's sooo cute!”

“Oh, really?” Spike asked. Twilight smirked and lit her horn up, using her magic to rub the dragon’s crotch. Spike noticed, but kept his cool as his reaction grew to its normal length.

“Oh my, he talks?” The yellow mare asked. “I didn't know dragons could talk. That's just so incredibly wonderful I, I just don't even know what to s…” She trailed off when she noticed the dragon boner. “Oh my.”

“Sorry about that,” Twilight said as she walked up beside the Pegasus. “It’s Spike’s first time in Ponyville. He isn’t used to being around so many ponies and, at his height, he sees a lot.”

“I completely understand. Poor thing.”

“Like now, for example. When you were up there with your birds.”

The yellow mare stared at her in thought before her face slowly turned red. “Oh. I’m sorry, I was alone until a few minutes ago.”

“Our fault. We snuck up on you.” She then looked over at Spike’s rod and poked it with her hoof. “Now we have this to deal with, Miss…”

“Oh! Fluttershy. He can’t walk around town like that.”

“I agree. Wanna help me help him?”

“Oh, I don’t know,” Fluttershy muttered. “I mean, I’d like to, since it’s my fault, but I’ve never done anything like that before. Not even with a stallion.”

“Really?” Twilight asked. “I’ve been with three mares today already.”

“Oh, you’re into mares?”

“Mostly,” Twilight said, before she summoned her magic dong. “Though, I play the stallion at times.”

Fluttershy gasped and blushed. “W-Wow… So that’s what it looks like?”

Twilight nodded. “I can… show you how it’s done? Starting with helping Spike?”

Fluttershy looked at Twilight's rod and then at Spike's. "Um..."

Twilight stepped right up to her and kissed her gently on the cheek. Fluttershy gasped and turned to look at her. "You don't have to start with our penises, Flutterbuns."

"F-Flutterbuns?"

"I had a nice view of your butt while you were flying." Twilight cooed, making Fluttershy squeak with embarrassment. Twi then leaned in and nuzzled Shy's cheek with her own. "You're a cutie. So, how would you like to start?" Fluttershy just shifted in place, unable to think. "How 'bout this? Start by lying down in front of Spike?"

Fluttershy nodded. "Yes. Okay." She did as suggested and came face-to-face with the barbed dragon rod. "O-Oh... It smells." She sniffed a few times. "Not bad, but... it's strong."

Twilight sat beside her. "To make it calm down, start by licking it. Get a good taste."

"O-Okay. And this helps?"

"It helps even when it isn't hard as a rock."

Fluttershy looked at the meat and licked her lips. She then leaned in a little more to press her tongue to the throbbing dragon penis. When she tasted it for the first time, her wings gave a light flutter. She then dragged her tongue up to the tip before moving lower and licking all the way up again. "It's... not bad," she said softly, her face completely red. "Is it bad that I like it?"

"Nope," Twilight said as she rubbed the Pegasi's back. "How's it feel, Spike?"

"Great," the dragon replied. "Although, it'd feel better if she put it in her mouth."

Twilight gave him a wink as Fluttershy licked up to the tip again. "In my mouth?" She asked, before she eyed the rod. Opening her mouth again, she took in the tip and sucked. A few moans escaped her mouth as she started to breath heavily through her nose. She started to bob her head, slowly sliding her lips down to the base and then back up near the tip.

"That's it, Fluttershy," Twilight cooed. "A little faster."

Fluttershy let out an affirmative moan and began to bob her head a little faster, closing her eyes as she worked. Spike let out soft moans and gently rested her claws on the Pegasi's head. Twilight slid behind the yellow mare and eyed her pussy, which was winking and leaking. She smirked and got on her belly before she started to lick at the eager hole. Fluttershy let out a loud moan and picked her head up.

"Twilight?" She asked, looking back at the unicorn.

"Keep helping Spike," Twilight called over to her. "And I'll make you feel good. Okay?"

"O-Okay," Fluttershy moaned as she went back to sucking on Spike's cock.

This went on for about another minute before Spike let out a grunt, hot dragon cum spurting into Shy's unexpecting mouth. The Pegasi went wide-eyed as she felt the semen land in her throat and on her tongue. "Swallow it all..." Spike moaned as he shot a few more strings of cum into the pony's mouth. What he said made Fluttershy assume that swallowing it was part of the "ritual" to make him feel better, so she did. She closed her eyes and let out a few audible gulps as she swallowed the jizz.

Twilight lifted her head and licked her lips. "How was it, Flutterbuns?"

The Pegasus pulled off the rod and sighed deeply. "It... It doesn't taste bad, either." She watched Spike's cock shrink a little. "It's still kinda big."

"Then it needs to go inside this hole," Twilight explained. "Spike? Switch places."

"Right," the dragon said as he and the unicorn did a 180 around the waiting Pegasus.

Fluttershy watched them get into position as Twilight sat in front of her, her rod and balls on full display. "Help me like you helped Spike?" Twilight asked.

"Um..." Fluttershy muttered. "Oh, Fluttershy. What have you gotten yourself into?" She then looked over the cock. "It's much bigger."

"It'll have to go down your throat, for sure," Twilight confirmed. "But, if you liked sucking dragon dick, why not try one from your own species?"

"Hmm..." Fluttershy eyed the pony peen before her eyes went to the balls. "I wonder..." She leaned in low to sniff the orbs, and then let out a deep shuddered moan. "O-O-Oh, wow..." She then buried her muzzle between the balls and started to give deep inhales.

Twilight looked over at Spike. "Go ahead, Spike. I think she likes this."

Spike nodded and pushed his dragon dick inside. Fluttershy gasped and ended up taking in a deep whiff of Twilight's musk. Twilight scooted back so the tip of her cock was poking Fluttershy's mouth. The Pegasus opened wide as Twilight slipped her way inside. She moved forward as her rod slid all the way inside Shy's mouth before it began to slip into her throat. Fluttershy let out a deep moan as she felt the purple cock slip further and further down her throat. When Twilight's balls hit her chin, Twilight began to move her hips back and forth.

"She's so wet," Spike moaned as he happily thrust into the Pegasus.

Twilight smiled and moaned as she slid her rod back and forth, lightly fucking the yellow mare's throat. "She's gobbling my dick right now," she moaned as she hugged Shy's head.

Both Twilight and Spike kept going when they felt an orgasm arriving. Twilight slid back until her rod rested in Fluttershy's mouth and Spike shoved his cock all the way inside. Both then came, Spike shooting his cum inside the mare pussy while Twilight dumped a massive load in the Pegasus' mouth. Fluttershy went wide-eyed before her cheeks puffed out and cum burst from her nostrils. She coughed up more cum when Twilight pulled out.

Twilight then trotted over to Spike, who stepped aside for her. "My turn," she cooed, gently rolling the Pegasus over. She then crawled atop the yellow mare until they were face-to-face. Fluttershy's mouth was open and her eyes seemed glazed over. Cum ran from her nostrils and all over her muzzle. "Are you okay?"

"U-Uh-huh..." the Pegasus moaned.

Twilight smiled and pushed her cock inside. Fluttershy's mouth shot open in a silent moan as she arched her back. She then wrapped her forelegs around the unicorn before Twilight began to move her hips. She also leaned forward and kissed the Pegasus' neck. Fluttershy quickly looked her in the eyes, tongue out, before the two kissed on the lips. Saliva dripped from their chins as Twilight sped up her movements.

Fluttershy's moans increased as her pussy leaked around Twilight's cock, the thick balls slapping the yellow butt with audible SMACKs. Twilight soon felt a rush of mare cum burst from around her rod and she sped up. After a few good rams, Twilight began to cum deep inside the mare's wet hole. Both mares moaned into the kiss as Twilight kept her pole buried deep inside. The unicorn then broke the kiss and pulled back to lick her lips and look the mare in the eyes.

Fluttershy looked wrecked, but in a good way. Her mouth was still open, eyes half shut, and her mane a mess. "That's it?"

Twilight chuckled and gave her a quick kiss. "I'll be staying at the library while I'm here. We can play some more another time."

"Oh. Okay."

Twilight looked back as she pulled her rod out, a rush of cum pouring from the yellow pussy. "Mmm... You are definitely a keeper."

"Th-That was my first time," Fluttershy moaned.

Twilight stood up and stretched. "The cum should disappear shortly. So... Just rest. Okay?"

"O-Okay..."

The unicorn gave her a smile. "See ya later, cutie." She then went over to Spike and motioned with her head to move out. "Let's get to the library and relax before the Celebration."

"Right. Good-bye, Fluttershy!" Spike called out.

The Pegasus just lazily waved with her hoof before Twilight and Spike made their way out of the trees and back into town.

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