Midnight's Fun Night Out

by Free Sky

Rating: mature
Tags: My Little Pony: Friendship is Magic, Alternate Universe, Original Character, Porn, Crossover, Sex, Fallout
Length: 6640

Traveling the wasteland for a long time makes stopping in towns all the sweeter, especially when you can find good drinks and even better company.

Traveling the wasteland can be quite lonely, which makes stopping in wasteland towns a nice respite. For Midnight Sermon, it's been a long trip through the wasteland, and the town he's arrived in promises a fun time.

Story contains m/m and m/m/m/m sex scenes.

Editing done by Kiernan.

Edit: Featured!! Thank you <3

Published 2022-09-30 17:10:01 UTC
Last updated 2022-09-30 17:10:01 UTC

A Fun Night Out

I shut the door behind me with a tired sigh. It's been a long week of traveling, and this is the first decent place to stay that I've seen in a long while. It's a rather simple room, like one would expect in a wasteland inn. There's a bed, a dresser and a lockable door, but not much else. I undo my saddle bags and float them off to the side as I start taking off my armor. It takes a couple of minutes to strip down, and when I'm done, I stow it in the dresser. I stretch now that I'm free of my armor; it's nice to have a chance to relax like this.

After a few moments of stretching to loosen up my muscles, I make my way over to my belongings and unclip my scythe. I set it next to the dresser before pulling a small pouch on a long drawstring out of my saddlebags. I also grab a bar of soap and a rolled-up towel before I float my saddlebags over to the other side of the dresser from my scythe. With everything I need in my magic, I step back out of my room, lock the door and put the key in the pouch before hanging it around my neck.

I make my way down to the main floor of the inn, and step up to the counter where the barkeep, a muscular black unicorn, is working on mixing somepony a drink. I only have to wait a little bit before he trots over to me.

"Whatcha need?" he asks in a kind of gruff voice as he levitates a cigar in his magic.

"I would like to use the shower you mentioned earlier," I reply as I open up my pouch. "You said it's ten caps for five minutes right?"

"Yeah, that's right. Fifteen minutes max," he replies as he sets his cigar in an ashtray. "Water's hot."

"Alright, here's thirty caps." I count out my caps and set them on the counter.

"Shower's down at the end of the hall on the right," the barkeep says as he sweeps the caps off of the bar into a box that's labeled "Shower." "Hit the button on the wall when you enter and it’ll buzz when your fifteen minutes are over."

"Thank you very much."

I make my way down the hall he indicated and into the shower room. I close the door before unrolling my towel, grabbing the scrub brush and washcloth that were inside of it, and hit the button before turning on the shower. The hot water feels amazing as I use the soap and scrub brush to clean my coat, which returns to its usual navy color as the dirt flows off of my body. As I work the scrub brush, I also work on washing my mane and tail, which return to their normal white after a couple rounds of soaping and rinsing.

By the time the buzzer sounds, I look pristine, and feel about a pound lighter from all the dirt I removed. My dick is also standing at attention from how good the hot shower felt. After I shut the water off, I use my towel to dry myself. It takes a few minutes to fully dry off, but when I'm done, I wrap my dirty washcloth, soap and scrub brush in the wet towel. As I'm rolling it all up, I hear a knock on the door and the barkeep’s voice calling out. "Your fifteen minutes are up!"

"Sorry," I say as I open the door. "I was just drying off, and it took a few minutes."

"Eh, that's alright. Not like there's a lot of demand for it at this time of day," he says as he looks me over. "Though, why don't you take a minute or three to make yourself decent?"

I blush at that and nod, realizing that my cock is still standing at attention. The barkeep chuckles and leaves to go back to the bar.

I'm still blushing hotly as I go to close the door, and I happen to look across the hall. In the next room is an amber-coated earth pony with a gray mane sitting at a desk and beckoning me with a hoof. I grab my stuff in my magic and quickly make my way over to the room across the way, noting a small placard on the door that says ”Main Office.”

"Close the door," the earth pony says as he reclines in his chair, showing off his mottled cock.

I nod, set my stuff down and close the door before turning back to him.

"Good, now come over here and put your tongue to work," he commands with a lewd smirk.

I make my way over and slip between him and his desk, tucking myself part of the way under the desktop. I give his cock a slow lick, dragging my tongue from base to tip. I pause to lap up the bead of precum that formed at the tip before giving his cock another slow lick. This time when I go back down, I go further and start licking his balls, which are musky and a bit sweaty.

He moans as he hoofs a button on his chair which lets him recline further, which gives me better access to his balls and access to his asshole. I slip one of his balls into my mouth and suck on it for a moment, earning a pleased groan from him. He groans again as I switch to the other one.

Moving down, I press my tongue into his dirty anus. As I lavish his ass with my tongue, I can tell he hasn't washed in a few days because of how strong he tastes. It's a taste I very much enjoy, especially as I slip my tongue inside him.

"Mmm, yea. Eat my filthy ass," he moans as I work my tongue inside him.

I smile as best I can with my tongue inside him, and probe at his anal walls with my dexterous appendage. After a minute, I pull back from his ass and return to his cock, wrapping my lips around the tip of his mottled shaft. I lick the precum drooling from the tip before slipping the dick further into my mouth. As soon as his cockhead presses against the back of my mouth, I start bobbing my head up and down his turgid shaft.

As I swirl my tongue over his shaft, he moans loudly. His cock flares and his seed starts flooding my mouth. I work to swallow it as quickly as I can, but some escapes my mouth and dribbles down my chin. As his orgasm comes to an end, I let his cum pool in my mouth and slip off of his dick. Standing up, I open my mouth for him to see and then swallow before opening my now empty mouth.

"Thank you," he says with a blush.

"We're not done yet," I reply as I use my magic to lift him from his chair and lay him belly down over his desk with his ass facing me. "Where's your lube?"

"B-bottom drawer."

I float the lube out of the drawer and apply a good amount to my cock. I pause to apply some to his ass before capping it and setting it back in the drawer. Lubed and raring to go, I rear up and place my hooves on his desk. I press forwards and poke his ass cheek with the tip of my cock, smearing some lube and precum on his fur. Trying again, I find his tail hole and start slowly pressing in. We both groan as my cock slips into his ass.

I give him a moment to adjust before I push further in, stopping only when I hilt myself in his ass. I pause a moment, enjoying how his pucker squeezes my cock before pulling back. With a grunt, I slam my way back in, drawing a loud moan from him. I do it again, and again until I have a steady rhythm of pulling back and slamming in.

"Ha-harder!" he moans after a minute or so of me pounding his ass. I oblige and use my magic to help me slam into him harder, pulling him back with each thrust, our hips make a clapping sound each time they meet. He moans very loudly as his ass clenches hard around my cock, as an orgasm wracks his body.

Between his squeezing and my powerful thrusts, I can tell I'm not going to last much longer. "I'm close; where do you want it?" I grunt as I slam into him again.

"Face," is all he can say between moans.

It takes all my effort not to unload in his ass and pull out. Teetering on the edge, I circle around his desk, rear up and place my hooves on either side of him again. My cock flares and my balls clench as I stroke it with my magic. The first rope of cum shoots right over his head and lands on his back. He adjusts his head just in time to catch the second rope of seed across his forehead. The third and fourth splatter onto his muzzle and cheek before he can open his mouth. Though the next three bursts splatter into his muzzle, the last one splatters onto his chin and neck. I sit on my haunches with a satisfied sigh and admire his new look.

"Thank you," he pants out after swallowing the cum he has in his mouth.

"You're welcome," I smile back at him as I reply. "We should probably clean up, though."

"Too tired to go to the shower," he says, his breath still labored. "You're strong."

"I have powerful magic and good hips," I reply. To prove my point, I lift him up and carry him across the hall to the shower, pausing only to grab my soap. Shutting and locking the door, I start the shower and start cleaning us up. It only takes a couple minutes, since I'm not working weeks of dirt and grime off.

"Okay, this is going to feel weird, but will help dry you off," I tell him before summoning a shield and slowly push him through it. The water on his coat isn't able to pass through and rolls down the shield in small rivulets.

"That's some shield spell," he admires as I walk through the shield after him.

"Yeah, useful for many situations, but tiring," I reply as I dismiss the shield.

"Thank you for the roll in the hay. I'm Scotch Bottle, by the way. I own the place."

"Nice to meet you, Scotch. I'm Midnight Sermon, but you can call me Midnight. Oh, and thank you. It's been a while since I've found anyone who swings my way," I reply as I step out and close the door behind us.

"Ah, I see, or… well, I don't see, because I'll bang anyone," Scotch laughs as we step back into his office. I can see where he splattered the floor with his cum.

"Ah, no wonder you have a bottle of lube on hoof. To bang ass or have your own ass banged." I summon my magic and cast a clean spell on the floor and the cum is removed from existence.

"You have quite a collection of spells there."

"Yep. Probably more than most of the powerful pre-war unicorns," I reply with a smile, earning a bit of a jaw drop from Scotch.

"Wow…" Scotch starts only to trail off for a moment before continuing. "That's impressive."

"It's taken years of training to learn as many spells as I know," I say as I scratch the back of my neck with a hoof. "I had help, too; a few unicorns I met along the way taught me their spells, and that’s much quicker than learning from a book."

"Magic has always kinda just gone over my head, probably from all the booze I drank when I was younger," Scotch says with a chuckle. "That, or because I'm an earth pony. Either way, I wanted to ask if our roll in the hay was enough to satisfy you?"

"Why do you ask?" I reply with a raised eyebrow.

"Because three of our town's day guards like stallions," Scotch replies as he hops onto his chair again. "They'd probably give you a wild night, if you want."

"Oh." My questioning look turns into a smile. "I'd like that very much."

"Excellent. They're done with their shift an hour before sunset. Oh, and they all enjoy hard cider," Scotch says with a smile and a wink. "I have to go back to work, but perhaps I'll see you around?"

"I'm not sure exactly how long I'll be in town, but I'll be here for a few days at least, so you'll see me again. For now though, I want to check out the market before it closes." I turn and start walking away, flicking my tail to the side to show off my ass. "Bye, Scotch."

"Bye, Midnight," he replies, staring at my ass as I step out of the room.

I make my way up to my room and collect my saddle bags, dropping off my wet towel and soap before heading out to look through the market. It’s a little underwhelming as I walk through it. There are your essentials, armor, guns & ammo, food, medical supplies, and a "bit of everything shop," but not too much else. I stop by the self-styled general store and look over what they have, not that anything really catches my eye. When I ask about why the selection seems so limited, the owner of the shop informs me that it's normally busier thanks to the caravans that stop here. He also informs me that at least one would likely be here tomorrow or the day after. I thank him for the information and go on my way.

With a few items purchased, including a couple healing potions, I make my way back to my room and drop off my saddle bags. Judging by the light, it's already close to sunset, though probably still a couple hours away. Deciding to wait until it's closer to nightfall, I turn on the radio and music drifts out of the ancient device. It's nice to have a chance to listen to the radio, since portable ones are rare.

As I listen, I work on my armor, cleaning and polishing it until it looks good before I move onto my scythe. I find weapon and armor maintenance are quite soothing, especially when listening to music. By the time I finish properly cleaning my armor and sharpening my scythe, the sun is starting to set. I tuck my armor into the dresser and set my scythe in the corner of the room before setting my saddlebags next to it.

I check to make sure my cap pouch is securely around my neck, turn off the radio and then head down to the bar. As I step into the room, I cast a glance around at the good number of ponies who have made their way here. I'm not really sure how to find these three stallions that Scotch mentioned, so I make my way up to the counter and take a seat.

The barkeep is busy mixing drinks, so I simply listen to the music the radio is playing, which is from a different station than I was listening to earlier. It's catchy music, and I bob my head to the beat as I take another look around the room. There's a good two dozen ponies in here including me, and I'm still not sure who I'm looking for.

A cough brings my gaze back around to the bar, as the barkeep is standing on the other side of the counter from me. "Heard from Scotch that you're looking for a certain set of guards. They're at their usual table, off in the corner." He subtly nods towards the far corner of the room, and I look in that direction. Sitting at the table are two earth ponies, one with a dull orange coat and spiky blue mane, and the other with a deep purple coat and silvery mane. The third pony at the table is a unicorn like me. He has a white coat and blue mane.

"You'll probably want to take some ciders and go introduce yourself. The boss let them know there was somepony interested in "becoming better acquainted with them,"" the barkeep says with a chuckle and a waggle of his eyebrows as I turn back to him.

"Four ciders it is." I open my cap pouch.

"That'll be forty caps," he says as he floats four cold bottles of cider out of an enchanted cooler while I count out the caps.

"Here you go," I reply as I set the caps on the table and take the bottles in my magic.

"Have fun."

I start walking over to the table he pointed out. The three stallions are joking with each other and laughing as I approach. "Looks like Scotch wasn't joking," the unicorn smiles when I step up to the table. The other two turn to look at me. "He said you'd be a looker, and he was right."

"Did Scotch also mention how I topped his ass?" I ask as I float a cider over to each of them.

"Nah, but it looks like he told you what we like to drink," the dull orange coated earth pony says as he pops the cap off of his cider.

"He did, though he didn't tell me your names." I take a seat at the table. "My name's Midnight Sermon."

"I'm Shimmering Lance," The white unicorn says with a smile and then gestures to the dull orange coated earth pony, "this is Aftershock, and our other friend is Umbral Mist."

"Nice to meet you all," I say before taking the top off of my cider and having a sip.

"Likewise, Midnight." Lance pops his own cider open. "It's not often we find ourselves with another stallion joining us."

"Yeah, it's usually just the three of us," Umbral adds as he removes the cap from his bottle. "Not that we mind, but a little variety is nice."

"Tell us a bit about yourself, Midnight," Aftershock says as he sets his cider down. "Since we're going to 'become closer' physically, I'd like to hear your story."

"Well, I come from the bat pony colony under Mt. Canterhorn. My family is one of a hoofful of non-bat pony families that live there. Our home is carved into the caves under the mountain, making it a rather safe place to live." I pause to take a sip of my cider before I continue. "I was part of the guard before I left to travel the wasteland."

"So you're kind of like us, but in reverse," Umbral Mist smiles. "I was wandering the wastes for a good while before I found Lance and this town."

"Yep," I nod and take another swig of cider. "What about your guys' stories?"

"Eh, mine's not exciting," Aftershock shrugs before downing the last of his cider. "I was a demolitions expert in the Steel Rangers. I was kicked out for refusing to blow open internal pneumatic doors in an inhabited stable."

"Oh," I wince. "I've heard about them doing that. I'm sure Applejack is glaring down at them from the afterlife."

"Heh, I wish she would come back and smack some sense into them," Aftershock says with a sad chuckle. "After that, I wandered around until I found this place and took up residence."

"My story is kind of strange," Umbral Mist says, drawing my attention to him. "I wasn't always an earth pony, I used to be a pegasus."

My jaw hangs slightly open as I look him over, but I can't see any obvious scars on his coat to indicate him losing his wings.

"I had an encounter with killing joke," Umbral says as he sets down his now empty cider bottle. "It was mixed into a poison that a zebra Legion Remnant coated their weapon with. Though the joke was more on the zebra, as once I turned into an earth pony, I was strong enough to bash their skull in."

"Sounds like they had it coming."

"They did," Lance chimes in. "That zebra was part of a group that attacked our town. I was actually leading a group of guards to track them down when we found Umbral."

"I helped them hunt down and eliminate the rest of the zebras that attacked the town. In exchange, they gave me a place to stay." Umbral slides his empty cider bottle back and forth between his hooves.

“I’m sorry that happened to you,” I say as I put a hoof on his shoulder.

“It’s okay, it’s been a couple of years since then. I’ve also had a chance to kill a good number of those Legion Remnant bastards during that time,” Umbral smiles.

“I wasn’t aware that the Legion Remnants were active in this area,” I say, downing the rest of my cider. “Is there someone I can talk to tomorrow about their activities and where they’ve been seen?”

“Yes,” Lance says as he sets down his half-drank cider. “Me. I’m the deputy guard captain of the town. I would be happy to fill you in on what’s been happening with them and what areas to avoid tomorrow.”

“Perfect. I have a history with them and I make a point to keep informed about anything they’re up to,” I reply with a smile. “But that is a matter for tomorrow, I still haven’t heard your story, Lance.”

“Unlike these two, I was not born in the wasteland. I was alive when Equestria was still green and the war was still raging. During a battle on the front lines, I encountered a very powerful time shaman.” Lance pauses to lift his cider with his hooves and down the rest in a couple of gulps. Setting it down, he looks at his hooves as he continues. “We fought hoof to hoof, each leveraging our unique skills to counter the other’s until something happened. I still don’t know what caused it, but we were swept through time and dropped off in the wasteland. Still we fought, until I claimed the upper hoof. I won the battle at the cost of my world. Lost, I wandered this war-ravaged land, visited my old home and finally settled down here.”

“I saw the Equestria of old, once,” I say softly. “My family has a memory orb of a time before the bombs fell. It’s a rite of passage to view it when you earn your cutie mark.”

“Then you can probably understand how much I miss old Equestria,” Shimmering Lance says as he looks up at me and gestures to the other two. “These two have helped keep me sane.”

“Yes, and we help keep you sane by staying away from topics like that,” Aftershock says with a smile and a poke to Lance’s side. “Now let’s have another round and swap stories.”

“This round is on me,” Umbral Mist says as he stands up and heads over to the bar. I can’t help but to stare at his lithe ass as he walks away. He must know I’m looking, because he swishes his tail and gives me a peek at his coin purse.

“Umbral has quite the ass,” Lance smiles as he watches Umbral walk over to the counter.

“Killing Joke may have made him an earth pony, but he still has the lithe build of a pegasus,” Aftershock comments as he, too, stares at Umbral’s ass. We all avert our gazes as Umbral makes his way back with a tray of four large mugs of cider. He carefully slides the tray off of his back and onto the table.

“There we are, four of Ale’s biggest mugs of cider,” Umbral says as he takes his seat again. “I didn’t miss much, did I?”

“Nah, just admiring your ass,” Aftershock replies as he grabs one of the mugs of cider.

“Damn, these are large mugs,” I say as I lift one in my magic.

“The proper term is a stein,” Lance says as he grabs one of them with his hooves. “It’s an old term from before the war.”

“Either way, they’re full of some of the best cider you can imagine,” Umbral says, taking his stein in hoof and taking a big sip.

I join them in taking a sip and I’m amazed by the taste of the cider. It’s certainly far better than what I had before. After the first sip, I go back for a second and let the flavor wash over my tongue. There’s a hint of strawberry and honey mixed in with the apples, one that you wouldn’t notice if you weren’t tasting for it.

“I think he’s figured it out,” Aftershock chuckles as he sets his own mug down.

“I’d say so,” Lance chuckles, with a smile. “Dark Ale makes the best cider in the wasteland. He mixes the honey and strawberry in as he pours it so it blends nicely.”

“It’s really quite something,” I reply as I set the mug down.

“Tell us a story about your home, Midnight. I’ve never heard about it before,” Umbral says as he sets his mug down.

“Well, there was this one time when I was just a foal…”

A few rounds of drinks later, I have a foreleg wrapped around Umbral's shoulder and I'm nibbling on his ear as I listen to Lance recount a heroic mission of sneaking back into his bunk after being gangbanged in the bootcamp shower.

"So I finally make it back to my bunk, and as I go to crawl in, there's another pony laying there. Thinking I have the wrong bunk, I turn around to retrace my steps when a hoof prods my ass." Lance taps the table softly. "Just a gentle prod like that, and when I turn around again, I hear “Latrine Duty, Cadet Lance,” as my drill sergeant climbs off my bed. Of course, he said it loud enough to wake everpony up. Needless to say, I received a lot of flack for that."

The rest of us laugh heartily before taking sips of our drinks. I down the last of my cider and clank the stein against the table with a satisfied sigh before nibbling on Umbral's ear again.

"Any more stories for us, or are we ready to roll?" Aftershock asks as he swirls his stein.

"I'm ready if you guys are," I say as I stop nibbling on Umbral's ear.

"Yes, please," Umbral squeaks, tensing up and groaning as I nibble on his ear again.

"Oh dear," Lance says as he looks at me and Umbral. "Might want to wait a minute or two, and leave some extra caps, Midnight."

"Why?" I ask. As I let go of Umbral's ear, the stallion in my grasp shudders softly and leans against me.

"Because you just finished Umbral off," Lance says as he gestures to him.

"Sorry about that," I say as I look at the cute earth pony stallion who has a blissed out look on his face. I can't help but to blush and smile at him as I fish out twenty caps from my pouch and set them on the table.

"It's okay, Midnight," Umbral says breathily, "I loved it."

"While we wait, are we going up to my room or..." I trail off unsure if they have a barracks or a house.

"Eh, our house isn't far,” Aftershock says after downing the last of his cider. “You up for walking or do you need one of us to carry you?”

“I’m good,” Umbral replies as he slips out from under my foreleg and stands up.

“Then let’s go,” Lance says as he stands up, pausing to down the last of his own cider before starting towards the door.

Aftershock, Umbral and I follow him out of the bar and into the town proper. It’s not the biggest town in the wasteland, but it’s good-sized, maybe forty ponies, not counting visitors and trade caravans. It’s a short walk over to their house, but one that’s rather distracting as Lance swishes his tail back and forth, giving me glimpses of his coin purse and tail hole.

Their house is a modest pre-war structure that’s been fixed up a bit with scrap metal here and there, but is otherwise in good shape. The inside is quite nice, most of the furniture is pre-war and has been restored to good condition, giving it a distinctive pre-war feel.

“I’m guessing you did the decorating, Lance?” I ask as I step into the living room, taking in the tranquil space.

“Yes,” Lance smiles as he steps in after me. “A touch of old world aesthetic from an old world stallion.”

“I like it,” I say as I pause to admire a painting of Canterlot hanging on one of the walls.

“Come on guys, enough chit-chat,” Umbral says as he starts towards one of the doors along the back wall of the living room. “Bedroom’s this way.”

“Does Umbral usually act like this?” I quietly ask Aftershock as Umbral disappears through the doorway with Lance following right behind him.

“Yeah, especially if someone plays with his ear like you did,” Aftershock replies as he starts towards the bedroom.

“Then let’s not disappoint him,” I say as I follow him into the bedroom.

Stepping through the door frame, my jaw goes a little slack as I spot the biggest and nicest bed I've ever seen. Twice the size of a normal king size bed, even an alicorn would have tons of extra room. The rest of the room is rather plain, but painted in a nice dark grey bordering on black, and the couple pieces of furniture aside from the bed are painted a lovely gold.

"Wow…" I say as I slowly regain my composure.

"As much as I like ponies admiring the work that went into our room, I'd rather you be admiring my cock," Lance says, looking at me with his legs spread and his ten inch mottled grey and white cock standing proud for us to see. I nod and make my way on to the bed as Umbral is already fast at work sucking on Lance's balls.

Aftershock walks over to their dresser and pulls out a glass bottle of lube before coming to join us on the bed. As I lay down, Aftershock nudges me and makes a rollover motion. I comply with his request and roll onto my back, my semi-erect cock flopping onto my belly as I do.

"Heh, looks like you and Lance are about the same size," Aftershock says, setting the bottle of lube off to the side before leaning down and giving my cock a long lick from base to tip. I let out a soft groan as my cock swells to its full size and stands proudly ready for attention. "Looks like I was right." Aftershock smirks before wrapping his lips around the tip of my cock and bobbing his head up and down.

His warm mouth feels heavenly as he works more and more of my shaft. His tongue circles around my cock, and teases my medial ring as he slips the tip into his throat. The sudden tightness of his throat draws a louder moan from me before he plunges the rest of the way down on my cock, sending me into a blissful haze that all but mutes the world around me. All there is to the world is him with his tongue wrapped around my cock, sliding up and down as he deepthroats me. Time seems to slow to a stop around us as he works my shaft in and out of his throat. My cock lets out a big spurt of precum as he presses his lips against my crotch at the base of my cock and swallows.

After what feels like an eternity of his throat muscles massaging my cock, he pulls back until just the tip of my shaft is in his mouth and begins to lavish it with licks. It's all too much for me. A deep moan escapes my lips, my cock flaring as my balls churn and pump a big load of spunk into his mouth. Each twitch of my cock deposits another large spurt of cum onto his waiting tongue. The rhythmic swallowing I hear from him is eclipsed by a loud moan from Lance as the rest of the world fades back into focus.

Umbral has his lips wrapped around Lance’s cock, his head bobbing up and down with one of Lance’s hooves guiding him deeper each time. Lance’s hips twitch and he weakly thrusts into Umbral’s mouth as he pushes closer to his own orgasm. Aftershock and I watch as Umbral slowly but deliberately drives Lance over the edge. His hooves press down on Umbral’s head, holding him in place as he unloads into the cute stallion. I watch in awe as Umbral takes it all without pulling back for air.

After what feels like an eternity, Umbral finally pulls off Lance's cock with a satisfied gasp of air, not a trace of spunk on his face or in his mouth. His gaze turns to me, slowly licking his lips and—as if he’s using lust magic on me—my cock springs back up, raring to go for another round.

“I see Umbral has the same effect on you, too.” Lance smirks at me. “There isn’t a single stallion that we’ve met that has been able to resist his lustful gaze.”

“I…” I gulp as Umbral slowly advances towards me, “I can see why.”

“No need to be shy, Midnight,” Umbral says as he slides up next to me.

“O-okay.” I stutter a little but relax as he nuzzles against my chest. “What do you want to do next?”

“I was thinking of having you on top of me and Lance on top of you,” Umbral says as he leans in and gives me a kiss on the neck before gently nibbling in the same spot, sending shivers down my spine.

“I like the sound of that, but what about Aftershock?” I ask with a soft moan.

“You can always use your mouth~” Aftershock replies, wiggling his eyebrows at me.

I nod as Umbral pushes away from me and lays down on the bed with his ass facing me. Aftershock helpfully provides the lube, passing it to me with a wink. Using my magic, I take a glob of lube from the bottle and begin applying it to my cock and Umbral's ass. As I work, I feel a bit of the cool liquid being applied to my own ass. Looking back, I see Lance working his hoof under my tail while Aftershock works on Lance's cock.

Once we're all lubed up, I step over Umbral, wrap my hooves around his waist and slowly press my cock into his tight ass. He squeezes me and wiggles his butt as I slip further and further in until my hips are pressed against his. As I hold myself there, I feel Lance mount me, his cock pressing against my own ass. As I go to make a silly comment, he pushes the head of his cock into me and all that comes out is a moan. Despite being about the same size, his cock feels so much bigger inside my ass. Lance doesn't take his time like I did. He presses all the way in with one go. I shudder and let out a soft moan as his hips come to rest against mine.

As our nice pony sandwich starts to move, Aftershock steps up, puts his hooves on my shoulders and presses his cock against my lips. I oblige and wrap my lips around his shaft as Lance pulls back, pulling me with him a bit. I also pull back a bit, before thrusting back into Umbral's ass. Lance follows suit and thrusts back into my ass as I swirl my tongue around the tip of Aftershock's cock.

Lance and I slowly settle into a rhythm; he pulls back as I thrust forward into Umbral, and then he thrusts forward as I pull back. Each of his thrusts drives him deep into my ass and each of mine drives me deep into Umbrals ass. All the while, I suck on Aftershock's cock, my tongue dancing around the head of his shaft.

Umbral's ass squeezes me as I thrust into him, and in turn, my ass squeezes Lance's cock. The pounding and squeezing makes me moan around Aftershock's cock, prompting a moan from him. Umbral makes cute squeaky moans as my cock grinds against his prostate.

As I continue to bounce between Lance and Umbral, my concentration on Aftershock's cock slips, so he takes it on himself and starts to thrust into my mouth. He catches me off guard at first, but I quickly adjust my head so he can properly fuck my face. Aftershock quickly falls into place in our symphony of sex. His cock slips into my throat as Lance thrusts into my ass, and back out again as I thrust into Umbral's ass.

Umbral is the first to pop ws we continue to rut. His moans rise in pitch as he ass clenches around my cock, milking it for all it's worth. It's not enough to instantly push me over the edge, but it's close. I continue to pound his ass as he rides out the high of his orgasm, and as much as I want to hold off longer, I can't. I moan around Aftershock's cock as I slam into Umbral's ass and unload inside of him.

Holding myself still inside Umbral gives Lance and Aftershock the leverage to pound me harder. Lance's thrusts become a lot more forceful as he absolutely hammers my ass. Aftershock thrusts deeper and deeper until his balls slap against my chin. Their thrusting synchronizes to the point where they're both thrusting in and out at the same time. It doesn't last though, as Lance's thrusts become erratic until he slams into me one last time.

His cock flares and wave after wave of hot spunk floods my ass. Aftershock isn't far behind, bottoming out in my throat and unloading his spunk directly into my stomach.

As their orgasms come to an end, the pair of them pull out, letting me gasp for air and pull out of Umbral as well, though I collapse to my side as soon as I do. "Fuck, that was awesome."

"You're telling me," Umbral says as he snuggles up to me. "Been a while since we've had an extra pony to play with."

"Yeah, it was really fun having you over, Midnight," Aftershock says as he slips up to Umbral's other side. "I'd like it if you'd stick around for a bit, at least so we can have a little more fun together."

"I'd like that, too," Lance says as he snuggles up against my back. "Plus, it'd be nice to have you around in general. You're a fun pony."

"I think, maybe it's time I stopped wandering," I say as I nuzzle against Umbral. "I could grow used to this place."

"We'll sort something out in the morning. For now, let's sleep." Lance lays his head down and nuzzles against my back. Slowly, we all drift off into a happy sleep.