Mare In The Moon, Part 2

The group of six ponies and one baby dragon gathered at the Golden Oaks Library in Ponyville to discuss their next move. "Alright, bitches, listen up!" Twilight announced.

"Why, I never..." Rarity gasped.

"Nightmare Moon is back and deserving of a proper beating!" Twilight continued. "And then a spanking! One that'll make her tight ass nice and red! So she can't walk for a week! A month, even!"

"Why is she shouting?" Fluttershy asked. "We're right here."

"Shh," Spike whispered. "Just let her do her thing."

"Do we even know where the Elements are?" Rarity asked.

Twilight nodded "Deep in the Everfree Forest, there are old castle ruins that were once the home of Celestia and her sister."

"The sister whose ass we need to spank?" AJ asked with a smirk.

"The very same! Now, the Elements are most likely in those ruins, hidden away for safe keeping. We must find them before Nightmare Moon does!"

"I guess that settles it, then," AJ said as she took a step forward. "Next stop..."

“The Everfree Forest,” Twilight stated as she and her crew stood before the haunted-looking wood.

“Whee! Let's go!” Pinkie cheered as she started to bolt inside.

Not so fast,” Twilight said suddenly as she stopped the pink mare. “We need to take it easy. We could get lost in there, so we’ll take breaks to get our bearings. And to make sure we aren’t completely winded when we see Nightmare Moon again.”

“Makes sense to me,” AJ agreed.

“So, none of you have been in here before?” Twilight asked, after they had walked a decent ways into the forest.

“Ugh, heavens no!” Rarity groaned. “Just look at it. It's dreadful.

“And it ain't natural,” Applejack added. “Folks say it don't work the same as Equestria.”

Twilight eyed them both. “What's that supposed to mean?”

“Nopony knows,” Rainbow cooed in a spooky voice as if she were telling a campfire story. “You know why?”

“Rainbow, quit it,” AJ sighed.

“'Cause everypony who's ever come in has never… come... out!”

Twilight just stared at her. “Uh-huh. So, you’re saying this place is dangerous and weird?”

“Very,” AJ nodded. “We best be on guard case anythin’ dangerous does pop up.”

“Right,” Twilight agreed. “We should also probably rest up here. We have been walking a while.”

“Good idea,” everyone muttered as they all found somewhere comfortable to lay down.

Twilight watched Applejack sit up against a tree while others were a good distance away. She smirked to herself and trotted over to the farmer pony. “Hey.”

AJ looked up at her and smiled. “Hiya, Twilight. What’s up?”

Twilight smiled and sat beside her. “I was just thinking about back at the barn.”

“Oh,” AJ chuckled. “Heh… Yeah, that was somethin’, wasn’t it?”

“I wanted to return the favor.”

AJ looked around. “Our friends aren’t far away.”

“It’s fine. I'm good with it if you are."

"What do you plan to do?" AJ asked. Twilight smiled and lit her horn. She cast the dick spell on her friend, giving the farmer a nice, orange cock and balls. Applejack jumped a little, feeling the weight of her balls. "Oh, you can give others a dick?"

The unicorn smiled. "Now... I'm gonna suck it."

AJ chuckled and leaned back against the tree. "Go for it, Twilight."

Twilight held the rod in place with her forelegs and then leaned in to give it a lick. AJ let out a sigh before Twilight wrapped her lips around the tip and started to bob her head. When no moaning was heard, Twillight pulled off with a POP.

“What’s wrong?” She asked as she nuzzled the rod.

“My honest opinion, Twilight? Ya kinda suck at sucking.”

Twilight’s eyes went wide. “W-What?”

“May I offer some pointers?”

“Please, do.”

"Start by licking the balls," AJ instructed. "Savor them."

Twilight nodded. "Right," she said, determined to please her friend. She then flattened herself to the ground and leaned in to kiss the orange sack. "Mmm," Twilight moaned as she gave a slow lick to AJ's left testicle.

AJ chuckled and sighed happily. "That's it, Twilight. Just like that."

Twilight closed her eyes as she licked. She found she enjoyed the taste of magic pony balls and let out soft moans, her warm breath providing a comforting heat for the sack. She could hear AJ moaning above her and wrapped her lips around the right testicle.

“N-Now…” AJ moaned. “L-Lick up the shaft and… Oh, fuck… A-And suck on just the tip.”

Twilight opened her eyes halfway before she dragged her tongue over the sack and up the shaft. When she was halfway up, she pressed her lips to the pole and ran them up the rest of the way. When she arrived at the tip, she wrapped her lips around it and sucked.

“K-Keep doin’ that,” the farmer pony gasped.

Twilight smiled and ran her lips down the shaft before licking back up to the tip. “I have to admit…” She said breathily. “I love your cock.” She then clamped down onto the top again and sucked while keeping eye contact.

AJ chuckled and placed her hoof on the back of Twilight’s head. “And I love you sucking my cock. Now, take more in. And start bobbin’ your head.”

Twilight slid her lips down more and more, taking more and more of the orange shaft into her mouth. When the pole hit the back of her throat, she stopped and began to pull back. Just as the tip was about to plop from her mouth, she slid back down again.

“Shit,” AJ moaned out. “I never new a blowjob could feel so damn good.”

Twilight chuckled and sped up, letting out soft moans. As she sucked, she started to wonder just how much she could take in. After all, dove of her other friends took her whole shaft down their throat. She closed her eyes once me and, once she felt AJ’s cock hit the back of her throat, proceeded to push further. The tip of the cock plopped into her throat and began to slide lower and lower. Twilight’s mouth was nearing the orange mare’s crotch, making AJ stare at her in shock.

“Damn, Twilight,” she chuckled. “You really like cock.”

Once Twilight had sheathed the whole rod in her throat, she could feel the tip near her stomach. If her friend came right now, she’d get a stomach full of magic jizz. She then started to give AJ a real blowjob, moving her head up and down. This time, she stopped moving upwards when she felt the tip about to leave her throat. She watched this to strictly be a deepthroat blowjob.

“Fuck,” AJ sighed, spreading her hind legs as far as they would go, and leaning her head back. “You quickly… became a pro, Twilight.”

Twilight kept going until AJ let out a louder, deeper grunt. She looked up to see the orange mare looked down at her.

“Gonna cum, Twilight,” AJ panted.

The unicorn smiled and kept going. It wasn’t long before AJ came hard. Twilight felt the warm cum shoot directly down her throat and into her stomach. She let out a deep, lustful moan and kept sucking, her throat milking every last drop of cum from her friend’s balls.

Applejack let out one final grunt before she stopped cumming. She just laid there, a panting mess, as she watched Twilight handle the big load. Soon, the unicorn slowly pulled off. When the tip plopped out of her throat, she let out a grunt. She then let out a deep sigh when the rod left her mouth.

“That was so hot,” Twilight chuckled, before she gave the orange pole a kiss.

“Tell me about it.”

Twilight eyed her, before she leaned in and kissed the mare on the lips. AJ kissed back, both mares moaning softly as Fluttershy walked over. The pegasus pony stopped with a deep blush.

“Oh,” she muttered. “I didn’t realize you two were busy. I can come back later.”

Twilight slowly broke the kiss with AJ and made the magic cock disappear. “We’re good,” she cooed, before she looked over at the pegasus. “What’s up?”

“We’re, um… ready to move out now. I-If you two are.”

AJ groaned and stood up, stretching. “I’m ready, sugarcube. Come on, Twilight.”

Twilight watched the orange pony trot back to the others before she stood up with a groan. “Oh, boy.”

“What’s wrong, Twilight?” Fluttershy asked in a concerned tone.

“There’s sooooo much cum in my belly right now.”

“Oh,” Fluttershy gasped softly, as Twilight trotted past her towards the others. “Oh, dear,” She muttered as she followed.