You’d think they’d hesitate, but no. The CMCs were not willing to blow this once-in-a-lifetime chance to get their heat-itch scratched.

Scootaloo was first, and Applebloom and Sweetie Belle followed a second later after exchanging a nod. Within a matter of seconds, Gilda found herself staring at three pairs of tits of varying sizes, proudly presented in front of her.

She grinned to herself. Hell yeah. You still got it, Gilda.

The CMCs shivered as she felt them up. Scootaloo’s humble B-cups, Applebloom’s pretty good D-cups, and...sweet fucking Celestia, Sweetie Belle was built like she single-handedly planned to make Rarity’s job of fitting bras as difficult and time-consuming as possible. F-Cups? G-Cups? H-cups? Gilda had no clue. All she knew was that they were freaking huge, that their letter was probably pretty far up in the alphabet, and that their owner was squirming in her hands as she felt them up. All that missed were a few splotches on her fur, and she’d look like a cow.

Gilda’s cock thickened, pulsed inside of her shorts. The girls could see how it twitched, grew harder, and stretched the flimsy fabric in all its masculine, musky glory, as if Gilda was dangling it in front of their faces as a potential reward, or treat.

“Good tits. Get down onto the floor. Thirty push-ups, each of you.”

This time the CMCs hesitated, searching for any sign of sarcasm on her face.

Gilda just lifted her hand, and started counting downwards. “Five. Four. Three. Two...There we go. Good girls.” They got the message and dropped down, scrambling to get into position.

She leaned back and watched them struggle. This was not going to be a fair fight. She already had a fairly good idea of who was going to win this one, and it wasn’t going to be Sweetie Belle. She had her bet on Scootaloo. Applebloom was probably stronger, but Gilda doubted that she had much experience with rigorous exercise.

Soon enough Scootaloo was a few reps ahead of the others, while Sweetie Belle was struggling to heave her humongous udders off the exercise mat.

“No wings. No magic. Scootaloo, you do ten more than the others. If you complain or don’t keep your back straight, it’s another twenty. That applies to all of you.” Her voice cracked like a whip. She marched in front of them, idly flexing her biceps, and watched them fight.

Despite the handicap, Scootaloo was the first to finish, panting “Done!”, and waiting in push-up position until Gilda allowed her to rise up. She was glowing, smiling, and not even that exhausted. She’d played this sort of game before.

“Good job, Scoots. Next up, squats.” The gryphon let out a snort as Scootaloo lowered herself. “Psh. Not over there. Right over here.” Gilda flexed her dick as the pegasus scrambled over towards her.

“G-Gilda? Can I ask a question?”

“Huh? Shot. And squat down while you’re at it. Hands at the back of your head. Use your wings not to fall over.”

Scootaloo did as she was told, and lowered herself into a low, spread-legged squat in front of the towering bull of a gryphon’s massive bulge, feeling increasingly more nervous and excited. The flimsy fabric of Gilda’s exercise shorts clung to her lazily twitching dick, and those bloated, fat balls. The thing was freaking soaked with sweat and pre.

It was so thin that every little detail of Gilda’s cock was just sort of...there. Visible. She could’ve counted the veins littering the gryphon’s dick, if she’d wanted to.

Scootaloo’s nostrils flared up, and took in the potent, musky stench of cock. Now that she was squatting, the flare(?) was mere inches away from her face, and Scootaloo could see how another bead of precum pumped, and trickled through the precum-slimy fabric whenever Gilda flexed her dick.

Sweet Celestia she wanted to feel this beast pressed against her face.

And then she remembered that she’d meant to ask a question, rather than just gawking at Gilda’s dong like she’d never seen a dick before.

“Uhh...uh...” she stuttered. “So uh, this is going to sound weird, but you didn’t use to have a dick, right?”

Those browfeathers furrowed. “You here to hear ‘bout my life, dweeb? A’ight. Squat. Up and down. You know the drill. I’ll tell you when you’re done, and then you’ll suck me off. With a bit of luck Fat Tits over there will be done with her push-ups by then.”

Scootaloo whimpered, but obeyed. If it’d been any easier in this position, she’d be grinding her thighs together. Instead, all she could do was follow Gilda’s orders, and work her legs and glutes with steady, perfect-form squats, her eyes glued to the gryphon’s sweat-reeking, twitching cock.

Gilda snorted. “Pah. You sluts are ready to do anything just to get some fucking dick, huh?”

Scootaloo let out a whine. She panted. “C-C’mon, this isn’t fair...” She lowered herself again, slowing down her pace to stave off the burning soreness in her calves by a minute or two.

“Yup. No one ever said that it’d be fair. And I know that you dick-hungry sluts are going to let me get away with it. You’re lucky I’m here to fuck your brains out rather than to take your lunch money, ‘cause then you’d be broke once I’m done with you.” She was playing rough, pushing them around a little. Celestia knew Gilda got a kick out of that. “Anyway, about my dick...”

Applebloom had finished her push-ups, and was now sitting on the floor and watching, doing her hardest to look as unassuming as possible. Attracting Gilda’s attention, having to do another set of push-ups and missing the show would be the worst. She eyed up Sweetie Belle. This was probably the first time in ages that she was happy not to be as stacked as her friend. The unicorn had sweat dripping from her forehead, and was barely half-way to her goal of thirty. Her breasts sagged, pulling her downwards with their enormous weight.

Welp.

Gilda cleared her throat. “So. Long story short, I was havin’ a pretty decent afternoon. Strollin’ around in one of your fancy pony cities when I saw this place which had a big fuckin’ sign that said, uh...” She squinted, summoning the memory from the very back of her cranium. “Dang Incredible Special & Cool Offerings! Risk-free Dream-fulfillment!”" She grinned. “I uh, walked in since I thought it was fucking hilarious.”

Scootaloo nodded along, her legs quivering ever so slightly as her workout continued. She wasn’t out of breath yet, but who knew how long this story was.

“So I walk in, and I’m like, right there in this weird fucking shop, right? Right. And then this dude walks up to me, and asks me what I want. And I’m like, I don’t really care, I’m just browsing. But then he’s like, being kinda insistent ‘bout it and tells me that he’s got anything I could possibly wish for, and he starts showing me some utterly ridiculous shit which...I don’t know who could possibly want shit like that, but hey, if he sells it then there’s at least one weird fuck out there who’s into it.”

Scootaloo felt the sudden weight of Gilda’s hand on her head, holding her down. Scootaloo’s confusion lasted for a mere second, then Gilda just straight-up yanked her muzzle right against her greasy, sweaty dickbulge. The air-fogging scent of the gryphon’s package had been strong while squatting in front of her, but now Scootaloo got it blasted straight into her sinuses. Her nostrils flared and her eyes rolled back, a needy, dick-thirsty tingle trickling along her spine and into her loins. Her legs wobbled a little, this time not just from the ongoing workout. This dick made her feel weak.

Applebloom stared in awe as one of her best friends began pampering Gilda’s bulge with nervous, but unbelievably needy kisses, then licks, slurps, and the worship it deserved. She grabbed the gryphon’s tree-trunk quads, and held onto them while the pungent taste of gryphon-dick flooded her tastebuds.

And Gilda just kept telling her story.

“So anyway. This dude asks me what I wish for and uh, I say...uh...I say...” For once, it was Gilda’s turn to slow down, sound ever so slightly uncertain, and stutter. “Uhh...” Fuck. Get a grip, Gilda. You’re a fucking powerhouse, not a fussy dork presenting her homework in front of the class. “Uh, it’s not that important what I asked for. It was something dumb ‘bout someone I know, not that interesting, and it’s none of your business anyway.”

Gila rolled her head across her neck, and cleared her throat to get herself back on track. Her expectant gaze drifted across the ‘crowd’, from filly to filly. Sweetie Belle had collapsed onto the floor. “So. What happens next is that this dude tells me that he’s got exactly what I need, and he pulls this uh, ring or bracelet from somewhere and gives it to me. And next? You wanna hear what he says next?”

The gryphon grinned, and slammed a hand onto the back of Scootaloo’s head, grinding that orange muzzle firmly against her massive, sweaty bulge. Gilda stared at Applebloom, who nodded quickly.

“He said I didn’t even need to pay for it! Said some nonsense like ‘I just want you to have fun!’. Literally. Should’ve known something was up after that, and he didn’t even explain how this thing is supposed to do anything for me. Anyway. I fuck off, and put the thing on sometime later. And believe it or not, I passed the fuck out after I put it on.”

Gilda took a dramatic pause, and showed off her wrists. No sign of any bracelets or magical artifacts here. Gilda’s dick twitched against Scootaloo’s face. The pegasus whimpered happily.

She chortled, and stared at the pegasus between her legs, at the orange muzzle that was still firmly mashed against her massive, sweaty bulge.

“Hey, dillweed.”

Scoots looked like she was barely even registered Gilda had been talking to her. She blinked. “Huh?”

“Yes, I’m talking to you. Been listening? Wanna place any bet where the artifact went? Y’know, the bracelet-thing.”

“Uhhh...uhh...b-bracelet? S-sorry, I have no idea I...”

Gilda snorted, and gave Scoots a few pats. “Dumbass.” Somehow it didn’t sound like an insult. “Get my fat fucking dick out. I’ll show you.”

Scootaloo nearly started hyperventilating as her brain registered the command.

She sized up the objective, took a deep breath, and reached for the towering gryphon’s waistband, hooked her fingers into it, and started to pull it down.

A good few moments later, Gilda’s cock unceremoniously smacked against her face, and she just barely managed to keep herself from toppling over by holding on to Gilda’s legs. Gilda’s shorts dropped to the floor, and all three fillies found themselves staring at her cock.

“W-Woah...”

No matter how freakishly thick and long this beast of a dick was, it certainly wasn’t a horsecock.

And it wasn’t exactly a gryphon dick either, strangely enough. No, Gilda’s cock looked like it stood somewhere in the middle. Thick, long, and hard, with a broad flare(?), and a bulbous knot(?) close to its base, but not all the way there. Pulsing veins marbled the leathery surface, and the entire thing pulsed and throbbed with hunger.

Below Gilda’s knot there was just enough space for a ‘bracelet’. The bracelet, now wrapped around the base of the gryphon’s immense shaft, trapped below her knot where there was no way in hell anyone would get it off without metalworking tools which Gilda sure as hell wasn’t going to allow anywhere near her cock.

“Yup. Hell if I know how it ended up there, but who the fuck cares, really.” The gryphon grinned. “Now quit staring and jerk me off. I wanna see you guzzle my cum, girl. Besides, you’re pretty skinny. You gotta eat big to get big, and a daily dose of protein is a pretty good way to start.”

“Y-yes, sir! I mean ma’am, I mean...oh, forget it.” Scootaloo’s hands wrapped around Gilda’s shaft, struggling to encircle the entire thing. It was slippery with prejizz, as well as sweat, and no small amount of her own spit.

She felt it twitch against her hands, precum bubbling from its flare. She managed to keep her movements steady, and rhythmical despite the growing soreness in her legs, and soon enough wrapped her lips around Gilda’s cockhead, and started suckling. The pungent taste of pre flooded her mouth.

Gilda grinned. Yeah, this was the stuff. Just you, the gym, and a horny bitch so thirsty for your cock she’ll jerk you off in public.

Her dick twitched. She wasn’t the only one who was getting excited. The others were practically panting, staring at her, and at her cock, and at Scootaloo’s bobbing head and swaying ass, wishing they could take her place.

As Gilda stared at Applebloom, she squeaked and hid her deeply flushed face behind her hands. Gilda just laughed.

Scootaloo struggled to keep up with the sheer amount of precum that bubbled from Gilda’s flare. She had one hand at the gryphon’s bloated, swollen nutsack and gently fondled it, and continued to jerk the gryphon off with the other one. A trickle of spit and pre dribbled from her chin and onto her tits. The foggy, dense scent of musk was overwhelming.

Gilda grunted. Her nuts tensed up, and her cock flexed.

And then she came.

Scootaloo did not see it coming. The first slimy rope of cum burst into her mouth, and the second followed shortly after, so much of it she barely managed to keep up swallowing. She couldn’t even whimper, and merely held on while the talons at the back of her head kept her firmly in place, as nothing more than a docile, cum-guzzling slut for Gilda to blow another load in.

Gilda rammed her further down, and one little tear formed in a corner of Scootaloo’s eyes. She struggled to keep up.

Two or three massive ropes of cum later, and Scootaloo was at her limit, and yanked herself away, her mouth still full of slimy, hot jizz, keeping her lips tightly shut. She didn’t even know if Gilda just came like a fucking firehose, or if it just felt like that when you swallowed for the very first time, and didn’t have enough practice.

She fell backwards, right onto her ass, staring upwards while Gilda blew a last few strands of jizz across her body. The gryphon sneered. “That’s a good bitch. Now swallow.”

Scootaloo nodded, clenched her eyes, and swallowed. Like a good girl. Like a cum-guzzling bitch. Gilda’s cum-guzzling slut. It would be humiliating if she weren’t so horny that she couldn’t think straight. Sweet Celestia, she could get addicted to this taste, but the texture would take some time getting used to.

“Woah,” Applebloom mouthed behind her. “She’s really doin’ it. Fuck.”

The pegasus felt a strange, fuzzy pride as Gilda ruffled her mane, as if to reward her. Her eyes were still glued to Gilda’s shaft, which left no doubts that she was still more than capable of folding her in half and fucking her cross-eyed. This had been nothing but foreplay for her.

And much to Scootaloo’s dismay, Gilda stepped past her, and set her eyes on her friends.

Author's Note

Tell me if you like my rendition of Gilda. She's definitely a feistier girl than most characters, I'm not sure if I really nailed her character/personality yet.

Also, feeling clever for inserting lore/backstory in the middle of my porn.