Mending Red Flags

Wandering through a forest was never the most fun thing, as Apple Bloom could certainly attest to. While the forest she lived near had a very peculiar and particular reputation due to literally being cursed, the idea of getting lost in a densely-packed area of trees at all was never really appealing, especially with the creature she was trying to find having some violent tendencies of her own.

Sweetie Belle clearly wasn’t too fond of it either, but that was mostly due to all the mud they had to trudge through and the many tree branches in their way.

“Egh,” The Unicorn grimaced in annoyance as she dodged her way past another low-hanging branch visible in the light that filtered down through the treetops, the damp leaves having already left some marks on her light pink shirt. “Did you really have to drag me along with this, Bloom?”

“Ah ain’t the biggest fan of this either, Sweetie,” The other Pony called back from just ahead, not all too bothered by the mud on her boots and her already dirty jean shorts and green flannel shirt. Her won attention was still focused on the vague path through the trees in front of her, as she added, “But ya know Dash and Scoots wouldn’t be out here, and the rest of the gals don’t think the best of her either...”

“Yeah, yeah, I know,” Sweetie muttered with a roll of her eyes, “But we barely know much about Gilda in the first place; do you really think we can get anywhere with her?”

Apple Bloom sighed and turned her head to look at her friend, replying hopefully, “Well, we gotta try, and Ah ain’t waitin’ now that we actually know where she is.”

Sighing in return in a much less optimistic manner, Sweetie at least assented that she wasn’t talking her stubborn friend out of this mission, letting Bloom look back ahead of her and lead her through the forest. They had already been hiking through the place for quite some time, and didn’t have any idea where that Gryphon was beyond ‘inside the forest’, so there was no telling how long they had yet to go.

Fortunately, Bloom did manage to spot a clearing the forest not too far ahead, so she kept on going with her friend lethargically following behind. It still took multiple more minutes before they finally got close enough to the clearing to see what was within, and to their surprise, it was a large pond!

“Oh,” Sweetie breathlessly gasped out at the view of the expanse of crystal blue water reflecting the free light of the Sun high above, its surface mostly calm but for the faintest of breezes that passed by and some ripples coming from--

“There she is,” Bloom called out as she stopped at the edge of the clearing, pointing at their target for which they’ve come so long; Gilda the Gryphon sitting waist-deep and leaning back against the edge of the pond, seeming rather relaxed and quiet, which was a far cry from how the two Ponies remembered the creature. There was just one thing...

“Is she naked?” Sweetie Belle asked in curiosity and embarrassment, glancing over to her friend as she stood next to her.

Apple Bloom had to look for a bit longer at the Gryphon, and then nodded with embarrassment and uncertainty clear on her own face.

Both of them taking heavy pause from the unexpected development, the Unicorn glanced between the two other creatures for a couple seconds, and then figured, “Well, she’s probably trying to bathe or relax, so...” Turning her gaze fully to Bloom, and getting a look back, she asked, “Do you really want to interrupt her now?”

Taking a moment before responding, Bloom eventually sighed and looked down, muttering out, “Nah, Ah don’t, but...” Turning her head back up to focus on Gilda, she gave, “She can fly, and Ah still don’t wanna lose her now...”

The two ponies still hesitated, looking between each other and their target, who was still blissfully unaware of her viewers, but the Earth Pony finally just shook her head in assenting annoyance and waved for her friend to follow as she headed off towards the Gryphon. Both of them took their steps slowly and carefully as they approached, their steps at a controlled pace and volume as they felt their heart rates pick up, partially with the danger they may have been getting closer to, but also as they slowly got a better and better view of the other creature’s tantalizing body.

While the water obscured the view of Gilda’s bottom half, it also was dampening the rest of her, making the feathers on her head droop across her face while her fur was matted down and accentuated each curve of her thick and firm body, her back partially covered by her large and powerful wings that rested half-folded against it. Her build was wide, with broad shoulders and a thick waist, the latter holding a set of well-defined abs and the former leading down to large and powerful arms that were draped across the edge of the grass, seeming rather relaxed despite their bulging muscles making her whole appearance seem rather barbaric. Not that such a trait was untrue, but it was still an interesting contrast that threw the ponies watching her off.

“Sweetie?” Apple Bloom called back as she noticed her friend’s breathing get a lot louder, and looked back to see the Unicorn’s crimson-faced and wide-eyed gaze firmly fixed onto the Gryphon still a ways away from them, her breaths hot and heavy while she didn’t respond to the other girl’s call. “Sweetie!” Bloom tried again, and managed to snap her friend out of her lust to look back up at the Earth Pony’s face.

“Lissen,” Bloom begun, glancing back over to make sure Gilda hadn’t noticed them before looking back, and resuming with a bit of a blush, “Ah know she’s pretty nice to look at, but we gotta focus here. Jus’.. try keepin’ your attention on her face and not the rest of her, yeah?”

Swiftly nodding in response, Sweetie closed her eyes and took a deep breath, reminding herself why they were there in the first place, and opened her eyes back up to look over at the Gryphon. “Right, right. It just caught me off guard is all.”

“Gotcha. Let’s just make sure we ain’t gonna lose focus, and head over before she notices us.”

“You know I can hear you two dweebs over there, right?!”

Both Bloom and Sweetie’s faces froze in surprise and embarrassment as they heard the Gryphon shout over at them from where she still sat, the ponies taking multiple seconds to slowly look over at Gilda, where they saw her looking back at them with an annoyed, yet partially amused expression. “I was just trying to chill before I heard you idiots wander in and talk about whatever bullshit you were doing,” She added in her deadpan tone.

Sucking in a breath through her nose, Apple Bloom’s somewhat flustered face had some difficulty remaining looking at the Gryphon as she replied, “S-sorry ‘bout that. We weren’t tryin’ to disturb you.”

Gilda scoffed and rolled her eyes, shooting back, “Yeah, sure you fuckin’ weren’t. I know you two are horny-ass teens, but heading off to another city just to jack off to a bitch that you saw, like, once, is still pretty fucking hard to believe.”

Bloom lowered her head in shame and assenting annoyance, and Sweetie was starting to blush out of more than lust, but Gilda just sighed in irritation and begrudgingly called over, “Well, if you dweebs came all this way to talk, then you better at least fucking talk.”

Looking between each other for a moment, the ponies then trodded over to where the Gryphon still rested, both of them struggling to keep their eyes on her as they came closer, but eventually managed to keep them firmly on her face as they stopped a couple paces away and next to the pond.

“Alright,” Apple Bloom started, and cleared her throat uncertainly, “Ah’ll start by sayin’ we want to talk about what happened with ya back in Ponyville.”

Gilda scoffed and rolled her eyes, but didn’t seemed surprised in the slightest as she muttered in response, “‘Course that’s what it is.” Folding her arms before her and glaring at the intruders, she nearly spat out, “Lemme guess, you idiots want me to go back there and ‘apologize’ for how much of a bitch I was being, screaming at those morons for getting in my face, thrashing their stupid and disgustingly ugly parties, and ruining Dashie’s ‘pwecious widdle feewings’.” She added heavy air quotes with her talons before setting her arms back behind her and scoffing again, shooting back, “Yeah, that ain’t fucking happening. Get lost before I decide to thrash you too, dweebs.”

Bloom bit her lip in further indecision as the Gryphon looked away, clearly wanting to get back to her relaxing at that point, but the Earth Pony took a glance over at Sweetie, who had a more sympathetic expression on her face.

“Dash is hurt by what you did to her, though...” The Unicorn begun slowly, her voice a bit quieter more filled with emotion, “And one of friends hate you for that as well. But some of them are worried about you, too.” Watching Gilda’s claws clench onto the grass she was laying against, the ponies glanced between each other again before hesitating again as they noticed her arm muscles bulging with that tension, and then Sweetie could continue, “Nopony was trying to be rude to you back then, but we didn’t understand how you felt about everything, and Pinkie always gets very carried away with her parties.

“So,” She continued carefully, keeping her eyes on Gilda’s body to ~~feast her eyes~~ keep track of her emotions, “Yes, we do think you should at least try to make amends with everypony back in Ponyville, so that way both Rainbow Dash and you can be happy.”

Gilda didn’t react much to that statement at first, just ~~flexing~~ tensing her muscles a bit more and seeming to process it, but then she turned her head to look back and up to the ponies’ faces and watched them for a couple seconds, then gave a smirk as she spoke, “Y’know, there’s something you can do right now that will make me happy.”

Swiftly turning around and pulling a leg up out of the water and having her drenched paw splat onto the edge of the grass, then heaving the rest of her body up and fully standing out of the water to reveal the rest of her deliciously muscular body, with huge and firm hips, stupidly thick and beefy legs, strong and oddly enticing paws, as well as a long and fierce tail, but there was one thing that stood out more than any...

“And that’s to suck my fat cock.” Gilda stated with a firm and powerful voice as she stood tall above the teenage ponies quivering before her, the stated cock between her legs being quite the sight; the stark red and knotted piece of meat that was sheathed in her brown fur coat with a pair of hefty balls the size of apples hung between her thighs, the shaft reaching most of the way down to her knees despite only being flaccid, but that was quickly changing as the Gryphon’s golden eyes traced up and down the lustful teens in front of her, slowly raising up and growing more rigid as it only got bigger and longer and thicker, until it finally stood tall and proud at half a meter in length, heat and musk pouring off it into the open air where its viewers couldn’t help but be transfixed by it.

The sight and smell alone were enough to draw the ponies down onto their knees, Sweetie getting closer than her friend as she couldn’t help but wonder what that huge breeding stick would feel and taste like as well...

“Except...” Gilda cut their thoughts off by starting with a very wicked, knowing grin, “You dweebs are clearly virgins, so I doubt you can actually take my girth.”

“H-hey!” Sweetie Belle retorted, sounding legitimately offended as she looked up at the Gryphon, “I’ve already had sex with multiple coltfriends!”

Gilda looked at her a bit weird in response, rather amused at something, and Apple Bloom snapped out of her own thoughts to look at her friend with surprise and some light disgust on her face. However, neither of them got the chance to say anything before Sweetie got even closer to the huge dick currently at her eye level, reaching her hands out to touch it as she said stubbornly, “So d-don’t doubt me! E-even with your, g-giant fucking.. cock...”

Gulping as she finally grasped ahold of Gilda’s pride and finally feeling just how hot and huge it was, a single hand of hers unable to wrap around its entire girth as it nearly burned into her fur, the musk coming off of it was now it full force that flooded into her nostrils and completely shut her mind to anything but that magnificent pillar of meat that was throbbing in her hands.

Sweetie soon found her maw opening up to try and take that huge thing inside, quickly planting her lips around the pointed tip and immediately moaning at its incredible taste, with the pervasive heat suffusing through her mouth and the sweaty, musky flesh pressing against her tongue and letting its strong taste of salt, sex, and cock surge through her senses. Of course, she couldn’t possibly stop there, and so slid her hands further back on Gilda’s massive monolith to wrap around her fatter, thicker, and hotter knot while she pushed her maw forward, getting more and more of that indescribably tasty cock stuffed inside, and really started to fill up her mouth with its size.

She did soon find resistance, but quickly pushed through it, using her limited experience to damp down her gag reflex and let that cock get further and further into her maw, now starting to make its way into her throat. Any real sense of pain or discomfort she felt was completely eclipsed by the pleasure that saturated her mind, letting her neck start to bulge out with the cock that shoved deeper into her throat, but her experience could only get her so far, and she started to gag and choke on it, but could manage to see that there was not even half of it inside her!

Still, Sweetie didn’t let that stop her, and after a second of letting herself rest as best she could with the cock shoved down into her throat, she started to pull back out. Her throat was able to relax as the thing prying it open was slowly evicted, and while it was only pulled back out just far enough that the tip remained just outside, it was enough to let her breath properly again, heaving hot and loud bouts of air through her nostrils for several seconds before she finally went back down.

“Wow, you kinda suck at this, huh?” Gilda suddenly spoke, somewhat amused, though also quiet clearly bored with the poor excuse for deepthroating. There wasn’t any response from the Unicorn trying to impale herself on her huge cock, though, so as Sweetie kept pushing her maw further and further to try and get more of that massive thing inside of her than her previous attempt, Gilda grabbed ahold of her mane with a claw and.. ‘helped her along’, so to speak.

Sweetie gagged harder on the Gryphon’s dick as she felt her head getting shoved forward beyond her control, more and more and more of that huge, thick rod getting stuffed down her throat. She quickly started gagging and coughing repeatedly, her throat constricting and clenching onto it, only furthering Gilda’s lust and getting the mare’s face shoved further down onto that cock.

Unfortunately though, there was only so far she could go without air, and her body’s reflexes trying to eject the thing clogging her throat was only making Sweetie lose her air faster, so soon her eyes started flittering and her body’s movements became more sluggish, her senses dimming as the feeling of unconsciousness started to fall upon her...

...Only for all of that to get swiftly destroyed when that cock got yanked out of her maw, her throat clearing up and forcing her to fall over nearly onto her face as she coughed and sucked in as much air as she could, the suddenly sharp amount of pain in her throat already having made tears start to trickle out of her eyes, and they along with her spit splattered across the grass below her.

“Are...” Apple Bloom started, abruptly finding her voice again as she looked with worry at her exhausted and pained friend, “Are ya alright, Sweetie?”

Sweetie still didn’t respond, too busy coughing and being in pain to even register that someone was speaking to her, but Gilda was still standing next to the pony and decided to answer in her place, “Don’t bother; she’s already too mind-fucked to hear you, and that’s without me railing her pussy through yet.” Getting the Earth Pony to look up at her with a clear desire for objection, but she didn’t even let her get the chance to think about what to say before retorting, “And you don’t get to complain about that, perv.”

Bloom still didn’t chance to think about what that meant before Gilda pointed down to her crotch, and she was shocked to find that one of her hands had found its way down under her shorts and shlicking away at her pussy. Now made suddenly aware of her lust, she was also brought to awareness about her other hand reaching under her shirt to grope at one of her full breasts as well as the heat that flooded through her body, swiftly prompting a moan out of her mouth as she nearly fell backward onto the grass.

Gilda laughed as the Pony tried to get a hold of herself, and looked back down to Sweetie Belle, who while mostly done coughing up her lungs, was still clearly exhausted and may have wanted to take a nap to recover. However, as she was finally able to register the laughing and look up at the smug and hung Gryphon above her, that exhaustion went out the window and was replaced by her burning lust once more.

“Well, if the little slut down here’s so eager for more...” Gilda said as she grinned at the mare below who already seemed like she wanted to gag on her huge cock again, even if there was definitely a better spot for it, one that the Gryphon was very keen towards as she reached down and grabbed ahold of the girl, continuing with, “Then I might as well oblige!”

Sweetie gasped in shock as she found herself hoisted up by a single one of the Gryphon’s powerful arms, but that was just before the other arm slashed across her, the sharp talons of her claw slicing open and tearing off the Unicorn’s clothing, tossing them haphazardly to the side and making her gasp again in embarrassment as she tried to cover her petite form. It was barely a moment before she got tossed to the edge of the pond, her upper body landing face-down on the grass while her legs impacted and fell below the surface, splashing some water up and onto Gilda’s legs just before the Gryphon hopped in behind her.

“It can be pretty cute how pathetic and fragile you Ponies can be,” Gilda called out while she grasped ahold of Sweetie’s pert little butt cheeks, and planted her huge cock in between them so she could rub back and forth to really show off how fucking massive she was, that immense, throbbing heat weighing down on the mare’s back and making her shudder in both terror and excitement. “Sometimes though,” The hung creature added as she brought her cock back off Sweetie’s back, already having left a musky and sweaty mark on her, “I really just want a dweeb I can actually fuck.”

And with that, she reared her cock back until it was right before the little Unicorn’s pussy, and rammed it inside.

“NNNGGAAAAAAAAHH!!” Sweetie Belle screamed out as she felt more than half that gigantic cock got thrust deep into her snatch, shattering any pretense about remaining just within her vaginal tunnel and immediately running up against the entrance to her womb. She felt so, so full right off the bat, and her senses were completely overwhelmed by that monolithic meat pillar alone that her face swiftly planted into the grass while her mouth hung open, drooling openly with no regard for her shameful appearance.

Apple Bloom was also in a losing battle against her own lust, as a sense of almost morbid curiosity got the better of her, forcing her to shuffle over to the side of the action to get a better view of just how hard Gilda was going into her friend, but that this point, she had hardly started and it was mainly just her knot and nuts outside the little Pony. Bloom couldn’t help but feel heat overtake her as she tried to think about how it would feel to have that monster plunged into her, as she had even less experience than her rather slutty friend, having to pull down her shorts some more to really let her hand get going into her own pussy.

“Enjoying the view, perv?” Gilda asked of the Earth Pony, making her look up the Gryphon’s smug face with heavy shame and a strong blush across her face, but she couldn’t stop her hands from going to town at her pussy and breasts. Gilda slowly pulled her shaft out of Sweetie, more and more of its incredible length getting exposed to the open air and view from both the creatures, though Gilda’s attention was more on Bloom as she unsuccessfully fought with herself, the Gryphon licking her beak and only furthering the heat that suffused the Pony’s body, making her have to pull her shirt up and over her plump and sweaty breasts to better squeeze and grope them with her arm.

Of course, Gilda had hardly forgotten about the slut beneath her, as when she finally pulled most of her length out of Sweetie's pussy, hardly a moment passed before she slammed it back in.

"Mmmllaaaaaahh..!" Spilled out of the Unicorn's gaping maw and past her drooling tongue, her entire form completely overtaken by the massive dick that stretched out her insides again, barely been given a reprieve before being thrust back into the deep end.

"Y'know..." Gilda started, her voice a bit strained from the tight tunnel gripping at her cock as she pulled her cock back out again, "I was expecting a bit more resistance from you two sluts." Her huge red shaft slid out with a distinct wet shluuurp, pussy juice drenched across it with thing strings of the stuff already sticking between her crotch and Sweetie's frothing snatch, but only for a second before they got smacked back together, another drooling moan pouring out of the mare's lips.

"Seriously, my first impression on you was screaming in your faces," The Gryphon continued, sounding clearly amused through her slow thrusting, while her wings were flittering on her back and the water around her legs splashed with each swipe of her tail. "You dweebs kept that stupid grudge up for a couple months 'til now, and you talked at me about trying to repair my friendship with Dash, but now..." She grinned as she looked back at the Earth Pony's face, aware of just how little she was processing the words--to say nothing of how little Sweetie could--but still kept going, "You just crumpled at the first sight of something hot."

Snickering as Apple Bloom could barely keep her attention on her face, Gilda watched the Pony keep toying with herself, rubbing haphazardly at her breasts while fingering herself rapidly, moving with complete inexperience and unable to resist the lust that coursed through her. The Gryphon made sure to keep up her own motions of pulling out and thrusting into the other Pony below her, the lewd noises of her squelching pussy and mlaahing maw echoing out into the clearing and heating up the air to an almost absurd degree.

Digging her claws further into Sweetie's buttflesh, Gilda let her wings properly unfold as her tail swished back and forth in the water, her hips thrusting back and forth at a regular pace, enough to get a gal going, but hardly enough to push her over the edge. After all, she did have a bit more experience here--

"MMNNNGOOOOOOOOHH!! Sweetie Belle suddenly squealed out, her mouth spattering saliva across the grass as her pussy clenched around Gilda's cock, stopping her in place out of surprise; apparently, this pace was enough to push someone over the edge after all...

Scoffing at how truly inexperienced the mare was, Gilda decided to really show this slut what she was missing out on and started to thrust faster into her, her huge cock flying out and back into the spasming, marecum-splattering pussy, wet splats and squelches filling the hot, humid, and musky air. Her knot kept ramming directly into Sweetie's snatch while her balls slapped up against it as well, though her shaft was really restricted by the entrance to the little Pony's womb, with only the tip of her fat dick able to enter as she repeatedly slammed into it.

Apple Bloom was still just left to watch in awe and lust at the proceedings while she continued to pleasure herself, all the noises and musk that wafted out of the scene before her making her fall onto her back, her eyes still locked onto the thick, throbbing shaft as it pounded into her friend, her own maw now hanging open as well with hot and heavy breaths unabashedly pouring out of it. Her shame was all but forgotten at that point, and she moaned out into the lewd cacophony already present, her own shlicks into her pussy and mmfs as she squeezed her boobs growing in volume and frequency.

The Earth Pony could still tell that Gilda was getting faster in her thrusts, her grip getting stronger on Sweetie's butt cheeks, and the lustful growls that escaped her beak as she stared down into the mindless, slutty eyes of her new bitch, clearly enjoying the view. Bloom felt herself shudder even harder as she saw the sheer dominance in that face, and the vague tension in her loins quickly became pronounced enough to really feel, and she hoped she could last as long as the sexual beast before her...

Gilda hardly cared for the mare on the sidelines for the moment however, as her attention was too taken by the bitch below her, the tight snatch continuing to spasm and squelch around her cock, pleasuring her further than her rapid thrusts already were. She was really starting to feel her climax approaching by that point, was certainly going to make it count, as she only slammed her cock harder into Sweetie's snatch, and quickly lowered her own body onto the Pony's and wrapped her arms around her waist to really get all the grip she could on her.

Gilda's cock must've been ramming straight into Sweetie's womb by then, but none of the creatures there could tell or care; Sweetie Belle's mind was already mush, but only melted further as she felt those hot muscles and huge boobs pressing into her back as her innards got even more thoroughly tenderized, with the Gryphon doing it clenching her eyes closed and grinding her beak against itself, her actions becoming truly feral as she grunted and growling like a beast, and Apple Bloom writhed from her place on the grass while she watched, her clothes completely sullied by both the nature around her and her own fluids.

But there was still enough semblance of sanity in Gilda's mind that she could swear out through all her noises, "Fuck! Your stupid, pussy..!" Running the sharp point of her beak into Sweetie's neck and nearly cutting into it, she heaved out some more heavy breaths and continued, "Will make you..! My, fucking, BITCH!!"

With a feral roar, Gilda finally thrust her cock as deep as it could possibly go into Sweetie's body, plunging straight into and plowing open her womb, her knot nearly tearing open the pussy it got stuffed into, all before her huge, hefty balls clenched and she came. Massive, thick ropes of jizz quickly surged up through her cock and splashed into Sweetie's womb, immediately ensuring her pregnancy even before her womb started to get inflated with all the cum flooding into it.

However, Gilda was still not done, as she pulled her cock back once more and starting thrusting even harder than before, ramming her crotch into the Unicorn's utterly abused and reddened ass, her fat, clenching balls smacking up into the stuffed pussy while her cock kept pistoning into and out of it. All the spunk shooting out of her cock was forced to splatter across the interior of Sweetie's snatch before getting shoved forward and into her womb by Gilda's cock.

More and more and more cum pumped into the Unicorn's womb, so much so that her belly started to get distended by the sheer volume of it all, and even then, there was simply too much to stuff inside one slut, so the rest found its way out around Gilda's thick battering ram of a dick and splattered all over her and Sweetie's crotches, dripping down into the water below.

With all of that presented before Apple Bloom, how couldn't she cum at it? She spasmed in her place on the grass, eyes rolling from the overwhelming pleasure as she moaned and whimpered in lust, one of her hands getting splashed in her marecum as it continued smacking away at her twat while her other hand simply pressed as hard as it could into her breasts. Her vision was filled with stars as she was wracked with pleasure, unable to think of anything but the thought of getting stuffed with the Gryphon's and flooded with her cum to the point of overflowing as well, and all of her other senses were snuffed out for a time as she felt like she was about to pass out.

However, that didn't end up happening, as her orgasm eventually petered out, her sight and feeling slowly returning back to her, making her blink repeatedly and gasp from lack of air, feeling that she was drowned in her own sweat as she laid on on her back upon the grass below her. She still couldn't quite process everything happening at the moment, so just breathed for several seconds, but eventually she managed to focus on something in her eyesight, and it turned out to be... Gilda.

The big, muscular, hung as hell, and bestial Gryphon towered above the exhausted Earth Pony, her thick cock still drenched in both her own and Sweetie Belle's cum, still somehow throbbing with lust as the pendulous balls below churned with seed. Apple Bloom couldn't help but drool at the sight, both from her maw and her pussy, which, while already quite exposed to the air from her spread thighs, she still saw fit to shuffle her legs about to kick off her shorts and really present herself to the sexy beast before her.

She knew there was no going back from this, but with an opportunity like this, how could she possibly care?