Formal Expectations

by DATONETWIxDASHFAN

Rating: mature
Tags: Sex, Human, Sunset Shimmer, Twilight Sparkle (EqG), Alternate Universe, Fluttershy (EqG), Romance, Rarity (EqG), Equestria Girls, Porn, Fetish, Rainbow Dash (EqG), Comedy, Profanity, Non-consensual
Length: 21693

it's a big night for the mane 7 as Prom night is happening! We follow the girls on their quest to lose their virginity. but on the way they learn a few lessons about first times and loving your partner.

It's PROM NIGHT! And the girls are enjoying their big night! Until the girls want their first time to be special as they lose their virginity.

On their journey of losing their virginity, they learn that first time won't always or be the thing they hoped for. As well as learning in loving your partner.

Main story: SunsetxTwilight
B-side: DashxFluttershyxGilda
C-Side: RarityXcapper and the rest

fetishes:futa, breasts/ass/thighs expansion, threesome, cum inflation

Featured on 11/21/24! Thank you!

This is a commission for zetasquadron94
I'm open for comm btw! So if you like this and want a story to be made, hit me up!

Published 2024-11-21 22:00:00 UTC
Last updated 2024-11-21 22:00:00 UTC

Big Night!

It was a warm night in the town of Canterlot. It was quiet.

"YEEEAAAAAHHHHH!" shouted a big muscular teen as he was in the back of a limbo with his crossed-eye girlfriend.

...well, somewhat quiet. Tonight is Canterlot's high school prom where all the students are letting loose and partying their asses off. As the students were heading to the school, in the far part of town, a certain student was getting ready for her date...

Twilight walked out of the bathroom, wearing a purple towel. She quickly dried her hair and soon started to pick out her underwear.

As this happened, a truck with flames decals on the sides pulled up to the driveway. Sunset stepped out, dressed in a hot red dress with her hair done up in a ponytail. She was wearing her trademark black leather jacket. In her hands, was a corsage of flowers. "Alright..." she muttered as she walked over to the front door and rang the doorbell.

"Coming!" Twilight's mother said as she opened the door. Sunset smiled at her girlfriend’s mom, holding the corsage out.

"Oh, Sunset!" Twilight's mom said, "Twilight's just finishing getting ready. You can wait in the living room." She stepped aside and let Sunset into the house.

Sunset thanked her and walked into the house.

Twilight walked over to her drawer and picked out her underwear. She slipped them on went to the closet and picked out her dress.

Meanwhile, in the living room, Sunset waited on the couch, tapping her foot nervously. She hoped her girlfriend would like the corsage she got. She could see Twilight's father on the lazy man's chair, asleep as he snored. Sunset smirked a little bit.

"Alright," Twilight's mother said as she brought in a tray of tea and cookies, "Here you go."

"Thank you," Sunset said as she took the cup of tea and took a sip. She glanced at the clock. 7:00pm. The prom was gonna start at 8:00pm. "She should be ready by now, right?"

"Oh, she should," Twilight's mom said, "But I know my daughter...she likes to take her time."

Sunset sighed a bit and shook her head, taking another sip of tea.

Twilight stood in front of the mirror, holding a white dress to her small chest. The dress lay on her slim and skinny body. She wasn't like the other girls like being physically fit like AJ or Rainbow, or even having nice features like Fluttershy with her ample chest or Pinkie's thickness. In fact, she was more to Rarity's body. But Rarity helps her figure to be more noticeable thanks to the clothes she wears. She shook her head and went back to the closet, getting another dress. She needed a dress that would bring out her features.

Half an hour later, Sunset was joining Twilight's dad in sleeping as she sat there on the sofa asleep.

"I'm ready!"

Hearing Twilight's voice made Sunset wake up, looking around. "Huh, what? Oh, oh." She looked over and saw her girlfriend standing before her, smiling.

Twilight wore a purple and pink dress, with a bow behind her. Her hair was done up in a ponytail, similar to her own. "Hey." She said, giving a cute wave.

"H-hi," Sunset said, her mouth dropped open. Her eyes were glued to Twilight, looking her up and down. Seeing how well the dress was showing off her slim body.

Twilight giggled a bit. "Do you like it?" She asked, turning a bit.

"Yeah, uh, yeah..." Sunset said, standing up, "You look great, Twi."

Twilight's mom took a photo of the two as they stood near the door.

Twilight held up her hand and saw the corsage Sunset bought her. She put it on her wrist and smiled.

"Now don't have too much fun, you two," Twilight's mother said as the two teens stepped out the door.

"We won't, Mom," Twilight said, blushing a bit, "We'll be back by midnight."

Sunset led her date to her truck and opened the door for her, letting her get in. Twilight got into the truck and Sunset closed the door.

Sunset walked over to the driver's side and got in. "Well, we should head over."

"Yeah," Twilight said, smiling at her date.

With that, the two headed off to the prom.

The school was already packed when they got there. They could the music blasting all the way from the parking lot. Sunset grabbed her girlfriend's hand and led her to the entrance.

"Hey, girls!" A voice called out.

The two girls turned and saw Rainbow and Fluttershy. Dash was wearing a rainbow dress, matching her name, while Flutters wore a light pink dress.

"Hey guys," Sunset said, "Where's Rarity, Pinkie and Applejack?"

Dash and Fluttershy looked at each other's and then back at them, both did a shrug.

"They might be here," Dash said, "C'mon, let's go."

The group headed inside and saw the place was really rocking. It was like the whole school was there.

"Whoa..." Twilight muttered.

"You said it," Dash said.

As the four were standing there, they felt someone bump into them. They looked and saw a teen girl with purple hair and a green dress. She was clearly into the music as she was banging her head to the rock song that was playing. The girls moved closer to the side of the gym's wall, away from the huge crowd.

"This place is really packed," Flutters commented.

"Yeah." Sunset nodded.

Twilight just stared around the place, watching everyone dance.

"Hey."

She blinked and turned to Sunset, who was smiling at her.

"What do ya say we get on the dance floor and cut some rug?"

Twilight chuckled a bit. She found it cute that Sunset was still learning about slang and learning the old ones as well. She reached out and grabbed her hand. "Let's."

The two headed to the dance floor.

As the two left, Dash and Fluttershy stood there, feeling awkward as they didn't have any dates.

"I-I guess we should go..." Dash said.

"Yeah..." Fluttershy agreed, but I'm not really sure what else to say.

They didn't move from the spot, however. The two are childhood friends, so dancing with each other during the biggest night of your life which meant to be with the love of your life felt... wrong to them. Dash rushed off and quickly returned with two cups of fruit punch, she handed one to Fluttershy, and the two drank their punch. They both blushed as they looked away from each other and drank their drinks.

On the dance floor, Twilight and Sunset were dancing together. Sunset was dancing normally, but she couldn't stop giggling as she watched Twilight doing her trademark silly dance she does. To Sunset, it was the same way that her Equestria Twilight would dance, even down to the tongue sticking out. It made her smile and laugh a bit.

Twilight stopped her silly dance and gave a sheepish smile. "Sorry." She said.

Sunset shook her head, smiling. "Nah, keep going."

"Really?" Twilight asked, raising an eyebrow.

Sunset nodded. "I like watching you dance."

Twilight chuckled a bit, shaking her head. "Okay, okay."

Twilight did more of her silly dancing, making her date laugh. The two enjoyed their time together. As they were, Sunset bumped into the couple and even though she apologized, they ignored her as they headed to the exit of the gym. She could hear them laughing and holding each other close. She wondered why they were leaving already since the prom just started.

"Odd?"

She returned to dancing, but she couldn't stop noticing a few couples leaving the prom, all of them acting the same way. Now this made her wonder if something was about outside or...

"Something bad is happening!"

She left Twilight's side to get Dash and Fluttershy, of course, Twilight was too into her dance to notice that Sunset left. Sunset hurried to where her friends were and told them what she thought was happening.

"GIRLS!"

"Huh? What's wrong Sunset?" Fluttershy, turning to her with Dash.

"All these couples are leaving the prom! I bet it's someone using some kind of Equestria love spell or something. We-" she stopped as she heard Dash laughing at her, while Fluttershy was blushing deep red. "What's so funny Rainbow!? This is serious!"

"You mean you don't know?"

Dash could see the confused look on Sunset's face, answering her question.

"Wait, seriously? You do know? Back at your world, don't you ponies have proms?"

Sunset nodded. "Well, yeah. We do...why?"

Dash sighed, realizing their races might do the same things, but there were things that were different. "Look, high school prom are a big thing for couples. Sure, having fun with friends is important but what really matters on prom night with couples is... is..." Sunset could see the blush on Dash's cheek as she was struggling to finish her sentence.

Fluttershy cleared her throat, helping her friend. "It's the night a lot of people go all the way with their boyfriends or girlfriends."

"Wait, wait, wait!" Sunset said, her eyes widening in surprise. She turned back and saw the couple leaving. "So...they're all gonna..."

She turned back to her friends and whispered into their ears.

"Do the nasty!?"

"Yup," Dash answered, trying to hide her laughter at how Sunset said it.

Sunset looked back at Twilight, who was still dancing.

"What do I do!?"

Rainbow knew what she was asking and that made her feel uneasy. "Uh..."

"Should I...do it?"

That question made Rainbow's face go bright red. "Uhhh..."

"Do what, exactly?"

Dash turned to her childhood friend. "Fluttershy!"

"Sorry," Flutters said, looking away. "I was only joking."

Sunset felt so lost. She learned that young human couples will mate during a prom night. In her world, this was unheard of, as mating was saved normally for ponies who have been together for a long time, but never this... opened about it. But she wasn't in Equestria, and she wasn't a pony right now. She was a human, and by the laws of this world, she needed to mate with Twilight like the other couples were doing. She had planned to mate with her, but this felt too soon for her liking.

"...oh boy." she gulped loudly and left her friends behind.

"GO SUNSET! YOU GOT THIS!" Dash shouted, giving her friend the thumbs up.

"GOOD LUCK!" Flutters shouted, clapping her hands.

Twilight was still dancing.

"Um, Twilight."

Twilight kept dancing. Seeing her slim body moving around, showing off her cute small butt in the dress, Sunset couldn't help but feel turned on. She smacked her cheek, getting rid of the lewdness. Sunset could see how into it Twilight was with the music and her dance, that She felt bad if she had to stop her. So, instead, Sunset started dancing alongside her. She didn't care if this human custom would end up making her mate with Twilight tonight, she wanted her girlfriend to have the best night ever.

Meanwhile, Dash could see that Sunset had chickened out of taking Twilight out of the gym and banging somewhere outside. She couldn't blame her. She didn't even think the girl was ready for that kind of stuff.

Fluttershy coughed. "Umm, Rainbow."

Dash sighed. She reached into her dress pockets and slammed a fifty-dollar bill into Fluttershy's hand. "Dammit."

Flutters smiled, holding the money. The two made a bet if Sunset would or wouldn't take Twilight away to have sex. Dash betted on yes, and Flutters betted on no. Looks like Fluttershy won the bet.

As Dash sulked in her loss, AJ and their remaining friends arrived. Dash and Fluttershy were happy when they saw the three heading their way.

"Finally they got here! Now we won't be the only ones without dates within the friend group!" Dash said, waving at her friends.

Fluttershy agreed... until they noticed three guys with their friends. The two slowly lowered their arms, not believing what was happening.

"What!?"

AJ was wearing a cowboy-themed dress, while Rarity was wearing a very fancy white dress. Pinkie was wearing a peppermint-colored dress. All their hair is done in different styles. The three men that were with them were guys that Dash and Fluttershy had seen before. The two guys that were with AJ and Rarity were from the time they were on the ship. While Pinkie's date was a well-known upcoming musician and comedy star, they believed his name was Weird Something.

"I don't fucking believe it!" Dash dropped to her knees. "Are we the only ones without dates!? Are we that lame!?"

"It's alright Rainbow," Fluttershy kneeled next to her. "We can have our own fun."

Dash looked up at her and sighed. She knew her friend was right. But it didn't help ease the pain in her heart.

Hours went by, the Prom was halfway done, and it was gonna be time to crown the king and queen of the Prom.

As the DJ was getting everything set up for the next songs, Sunset and Twilight were sitting down at the table.

"I'm going to get some punch," Sunset said, getting up.

"Alright," Twilight said, smiling at her.

Sunset headed over to the refreshment table. She took a cup and poured herself some punch. She was gonna pour some for Twilight until she heard giggling. She looked and blushed as AJ left with her date, no doubt they were going to do the dirty. She turned around with the drinks, and she could see Twilight talking to the depressed Dash and Fluttershy. Sunset gulped, as she feared her time was running out. She needed to Pony Up and mate with Twilight soon, or fail and remember this night as the night that she let her girlfriend down. She walked over to the table.

"Here." She said, giving her girlfriend the drink.

"Thanks," Twilight said, taking a sip.

The four sat there, not saying a word.

"Hey," Sunset whispered, leading into Dash and Fluttershy's side. She could see Twilight was focused on the music that was playing, clapping along to it to not notice them whispering.

"Yeah?" asked Dash, taking a bite of her meal.

Sunset could feel her cheeks burning up as she asked her friends this question. "So, let's say if I don't... 'mate'." she made a quote hand gesture, "With Twi, what's the worst that could happen?"

"Hmmm, well..." Dash pondered, "I don't know about in Equestria, but here, fucking during the last great moment of your high school life is something that is important. Not only that, high school sweethearts always say that they will forever remember this night when they did the deed. It's a way to remember this night for years."

Sunset felt a lump in her throat. "A-are you sure?"

Dash and Fluttershy nod their heads.

Sunset took a deep breath, "Okay..." both of her friends could see her freaking out as Sunset's expression became scared.
'Oh man, oh man, oh man! What should I do? Should I or shouldn't I? It's not like we're not gonna see each other after this. We're go to the same college together and...'

Dash and Fluttershy tried calming Sunset down as she was losing her shit, meanwhile, Twilight was still lost in the music. She was moving her body side to side, but then a song she loved so much started playing. She gasped loudly and wasted no time grabbing Sunset's hand and leading her to the dance floor.

"What?"

The song is a slow dance song. Twilight put her arms around her girlfriend's neck, and Sunset, getting the message, put her arms around Twilight's waist, pulling her closer to her.

"Twilight, I need to tell you something..."

"Yeah?" Twilight asked, looking at her.

Back at the table, Dash and Fluttershy were watching.

"I bet one hundred dollars that Sunny doesn't chicken out like last time!" Rainbow said, holding the bill in her hand.

"I bet she doesn't," Fluttershy answered back, holding the same bill.

The two slammed the bills on the table... on the same spot, making their hands touch. They looked at each other, their faces turning red. They quickly looked away, returning their gazes back to their friends.

Sunset could see that her girlfriend was having the time of her life, dancing slowly. It was the perfect time to make a move on her.

'Okay, okay,' she thought. 'All I have to do is make my move and-'

Her thoughts were interrupted when Twilight started humming the song and swaying side to side, waiting for her to say whatever she was going to say. Seeing how cute she was acting made Sunset just say whatever.

"YOU'RE CUTE!"

Sunset stopped and face palmed after she failed to ask Twilight to go somewhere to mate with her. Twilight blushed when she heard her girlfriend say that to her.

"T-thanks..."

Sunset recovered and blushed deeply. "N-No problem, Twi. You are my girl, after all."

Twilight blushed even more. "I am."

"I-I-I...umm..." Sunset could feel her mouth dry up. She took a deep breath and decided to do what was best. She leaned in and gave Twilight a kiss.

"W-wha?"

Twilight was surprised, but didn't stop her. She knew what was going to happen, and she didn't mind. She kissed back, letting her love take control.

Sunset broke the kiss, smiling. "I love you." She said.

Twilight smiled brightly. "I love you too."

The two returned to dancing. Their friends saw this, making Dash slam her head on the table to losing again. Fluttershy giggled, reaching out to grab the money but was stopped as Dash grabbed her hand, making her blush.

"HOLD ON! IT'S NOT OVER YET!" she shouted, pointing to their friends. They could see the two were done dancing, but Twilight looked tired. "Come on, Twi! Let your introverted ass save me from losing one hundred dollars!"

Twilight felt poop out from all the dancing. She felt like heading home early.

"Hey, I think I'm done for the night. Let's head-"

Sunset stopped listening there as her mind started to freak out. 'Nononono! We can't leave now! We still haven't done it yet! ...wait.' Sunset suddenly realizes that Twilight figured out that she wasn't going to mate with her and is upset about it.

'Well, fuck, I blew it.'

She needed to Pony Up and fast because she could feel Twilight's hand grabbing hers, heading to the exit.

'I have to do it! It's like what Dash said, this night will be a moment we'll never forget!'

Sunset felt her hand getting tighter as her girlfriend was walking faster and faster. She was gonna lose her chance. She had to do it. She had to-

"AHH!"

"Huh? Sunset, what-"

Sunset picked up Twilight above her head, screaming like a crazy woman. Without wasting any more time, Sunset darted to another exit that led into the hallway then the parking lot. Dash cheered when she saw this.

"YEAH! FUCK HER GOOD, SUNSET!!!"

Dash quickly froze into place. She could hear the music stop like a record player needle scratching off, followed by the whole gymnasium turning and staring at her.

"Uhhh..."

Fluttershy blushed and slowly lowered herself under the table. "...oh dear..."

Dash turned red as well and joined Shy under the table... but her arm came back out and grabbed the money.

Sunset set Twilight down and pulled her hand as she was leading her somewhere. Twilight was so confused about what was happening, but also how Sunset was acting. She did notice that her girlfriend was acting weird through the whole night but what she did back in the gym was... strange.

"S-Sunset."

Sunset didn't stop, she was still leading her to a room.

"Sunset, what's-"

"We're almost there!" was all Sunset said to her.

Twilight looked so worried about her girlfriend. She went through different scenarios in her head.

'Is she going to dump me!? Why would she do that at the prom!? She's not a jerk anymore, so she wouldn't do it! Is she gonna confess her darkest secret or something?'

As they were walking, they walked past the boy's bathroom and could see a couple exiting it. Twilight blushed at that.

'I can't believe they would do it in the boy's bathroom. That's so disgusting! I could never do such a thing like tha-'

She could feel a tug as her hand was being pulled, stopping her from thinking. She looked at Sunset, seeing her sweating face. Twilight could feel her girlfriend's hand shaking.

'Why is she so scared? She's acting like...!' that's when it hit her. 'No, Sunset isn't planning to do...that...with me.' she blushed heavily. 'Right?'

"Sunset."

"Almost there, Twi, just a few more seconds."

Twilight stayed quiet, letting Sunset take her wherever she was going to take her. They went up the stairs and down a hall. They stopped at a large door, meaning they arrived. Sunset tried to push the door open, but it was locked. Luckily she was trained in lockpicking.

A bright flash and a magical laser going through the lock opened the door open. Sunset's finger was smoking, and she blew it out.
"Lockpicking 100!"

"Uh?"

Twilight looked in, seeing they were in the school's library.

"Why are we here?"

"You'll see!"

Once more, Sunset leads Twilight into the massive library. They walked to the disused portion of the library up on the second floor. There, was a small study nook. Sunset was sweating as her hands were shaking. She was getting nervous.

"Sunset, what's-"

"Okay!"

Sunset quickly spun Twilight around and pulled her in for a deep kiss. Twilight's eyes widened, not expecting her love to kiss her. Twilight slowly closed her eyes, letting herself be kissed by her girlfriend. She moaned when she felt Sunset's tongue enter her mouth, making her tongue join in. They stood there, kissing and moaning until they needed air. Sunset broke the kiss, panting, her face was a bright red.

"S-Sunset." Twilight panted, her face as red as hers.

Sunset looked at her, breathing hard. She gulped.

"Twilight, listen. My world's Twilight showed me this place. There's a hidden area behind here. She stayed here during the night when she arrived to get back her crown and to stop..." She started to remember the past, rubbing the back of her head. "Stop the old me...oh boy, just remembering the stuff I did years ago is making me cringe."

"Sunset," Twilight said, placing her hand on her girlfriend's shoulder.

"I'm fine."

"Are you sure?"

Sunset nodded and then pulled Twilight closer, placing a kiss on her lips.

"Yeah."

With that said Sunset pushed a small section of the shelf, opening up a hidden area. Twilight couldn't believe what she was seeing.

"W-whoa!"

Sunset reached out to her, her hand shaking a bit.

"S-Sunset?"

"This way."

Sunset took her hand and led her into the secret room. But before Twilight had the chance to see it fully, her eyes were covered.

"Sorry... I just wanted to surprise you."

Sunset was really nervous. Twilight could feel her body shaking.

"It's fine, I understand."

Sunset moved her hands a little.

"Are you ready?"

"Y-yeah."

Sunset removed her hands.

"Surprise!"

Twilight gasped loudly.

"S-SUNSET!"

The secret room was covered in dim lights, a bed was in the center with read books all around it, and a tiny TV at the foot of the bed. She looked up, seeing the glass dome on the roof, showing the night sky and the moon.

"H-How did you do this?"

Sunset blushed. "Well, it wasn't easy. Had to use my magic to bring these things here. Lucky, there is a hidden outlet in this spot." she explained, walking closer to the bed and jumping on it.

Twilight joined her but stopped. She picked up a book that read "Romance For Dummies"

Sunset noticed the book and quickly grabbed it. She tossed it behind her shoulder.

"How did that get in there? Must have fallen in there when I was reading books one night." she snorted. "Like I need help with romance stuff, I'm not Dash or Fluttershy."

She was breathing hard while trying to keep her smile intact, she couldn't believe that her girlfriend found that so easily, but Twilight placed her hand on her shoulder.

"It's okay, Sunset."

"No, it's not. Everything I planned has been ruined."

Twilight was shocked. "What?"

"Yeah."

Twilight sat down and patted her girlfriend's head, trying to help her calm down. Sunset sighed and finally revealed something.

"Twi, listen. I learned today that you humans, have a custom where during Prom night, you are meant to mate with your loved one." she could feel her cheeks burning. "Look, I'm still learning about your culture but this one? It's a weird one. Won't lie. It's so unusual thing to do."

Twilight sat down next to her. "What do you mean?"

"Well look. I expected we would one day do it, right here..." She couldn't look Twilight in the eyes. "I planned for us to have sex right here after we graduate, or if it doesn't happen then, we'll wait for college." she sighed, feeling so lost in all of this. "In Equestria, we're more formal about this. Sure, we fuck often, but... but never this open about it." she finally looked at her with sad eyes. "I never had to feel so pressured to do something like this."

Twilight understood what was going on. She knew Sunset was trying her best to keep her cool and be the good girlfriend she was, but she was clearly having a hard time with this culture shock that she was going through right now.

"Sunset, no one is pressuring you to do this. This isn't some big law that says you have to do this. It's just teens being horny. It's no big deal."

"It is a big deal!" Sunset shouted back at her, tears almost falling. "This night! This very night, you'll remember for the rest of your life, Twi! I don't want to ruin it! You deserve the best night of your life! And I...I-I-I don't..." she couldn't stop crying. She covered her face and just cried.

Twilight was speechless. She didn't know that this was important to her girlfriend. It made sense why Sunset was acting so strange tonight. She wanted to give Twilight the best prom night experience, and this was what her girlfriend had expected from her.

"You don't have to do this."

"BUT I WANT TOO!" Sunset shouted.

Twilight blushed, "W-what?"

Sunset was still crying. "I-I-I wanted to. I planned to. B-But, I don't want our first time to be rushed." she sniffed, "I...I want my first time to be special and slow. Not like this, but if your culture says this makes your lover happy, then I'll do it."

Twilight wiped her tears away and gave her a smile. "Sunny."

Sunset looked up, seeing the smile.

"Our first time together should be special and slow. You're right." She hugged her. "If you want to wait, then we'll wait. But listen to me, listen to what I have to say." she could feel Sunset turning her head to her, signaling she was listening. "I know you want to make our first time to be special, but the truth is, everyone's first time isn't perfect. No one is. There are going to be bumps and problems. We'll get better. Trust me, when I say this, no matter what, you'll always make it special to me. Just having sex with you, and not some girl, will make it special. Even if it doesn't happen tonight, our first time will come, and becoming one with you will make it worth it."

Sunset didn't say anything at first. She just wrapped her arms around Twilight, squeezing her tightly.

"You're the best girlfriend ever, you know that?" even though Sunset could tell that Twilight was okay with waiting, she still felt like she failed her. She had a whole plan in her mind on how this was gonna play out, and this wasn't it.

"Hey, listen. I had a great time at the prom. Dancing with you was the highlight of my night. If I'm honest, the thought of having sex tonight never crossed my mind."

"Oh."

Twilight kissed her cheek. "It's alright. Besides, you made me happy tonight. That's all that matters."

Sunset felt her cheeks burning. She was starting to calm down.

"But I did want to ask you something, Sunny."

"Yeah?"

"If I'm honest, I would like to have our first time here." Twilight looked up, seeing the lovely night sky. "You picked the most perfect spot."

"Really?"

"Mhmm."

Sunset's cheeks burned as she was slowly started to regain her composure. She leaned in, giving her a kiss on the lips. Twilight smiled and kissed back, holding her close.

"So, do you want to wait, or should we go all the way now?" asked Twilight, giving her a lustful look.

Sunset looked at her. Her heart was beating so fast. She wanted to, but...

"W-well, it is prom night."

Twilight giggled.

"I take that as a yes?"

Sunset looked away, blushing harder. "Well... maybe."

"Then how about we start slow, okay? If you want to stop, tell me, and we'll stop."

"Alright."

Sunset stood up, removing her jacket. She took in a deep breath, as she was going to show Twilight her naked body for the first. She slowly lowered her dress, letting it slide down and fall to the ground, leaving her standing in only her red panties and bra. Twilight looked at her, taking in her girlfriend's half-naked body.

"Wow."

Hearing how Twilight was sounding made Sunset smile, "Like what you see?"

"Yes."

This was enough for Sunset's confidence to return. "Good." she slowly removed her bra, letting her small breast bounce and jiggle, before tossing the garment aside. She moved her fingers into her panties, slowly removing them.

Twilight was getting excited, watching her love slowly remove her clothing. She was getting turned on by the lewdness of it. Once Sunset's panties were removed, she tossed them away and was fully naked... just Twilight blinked at Sunset's crotch. What she saw confused her...

"...what?"

Sunset could see the confusion on her girlfriend's face, which made her worried.

"What's wrong?"

There, between Sunset's legs was a long yellow penis. It was slowly getting harder since Sunset couldn't help it with Twilight looking at it. She was going to make a snark comment how Twilight couldn't stop looking at it, but...

"WHAT IS THAT!?"

Sunset quickly covered her cock, fearing Twilight hated how it looked. "M-my penis," She stuttered.

"Why do you have a penis!?" Twilight asked.

Now it was Sunset's turn to be confused. "What do you mean!? Some females have penises!"

Twilight looked down at her crotch and then back at Sunset. "N-no we don't! We only have a vagina! Only boys have penises!"

Sunset blinked. "Huh?"

Twilight blinked back. The two were quiet for a good few minutes before Twilight calmly asked her what she meant by some females having cocks.

"Well, in Equestria, some mares have normal genitals, but some, like myself, are dick mares. It's rare, but it's not foreign to my world. I thought it was the same with you and this world? It is a mirror version of my world." Sunset explained, still covering her cock more.

Twilight now understood. "Well, we don't. No cock down there."

Sunset was dumbfounded by this. She was under the impression that the few female human sexual organs were the same as hers. "B-but what about the others!? I mean, what about the others, our friends! Do they have cocks?"

Twilight was a bit nervous, but she said no.

"What!? But I saw Dash's cock a few times. Odd..."

Twilight was nodding, but she stopped when she heard that. She was going to ask what she meant that Dash had a cock, but Sunset ignored her and asked her something.

"...do you..." she felt uneasy as she looked away. "Not find me attractive anymore?"

"Huh?"

Sunset felt her heartbreak as she asked her that. "Cause I got a dick, now you don't love me anymore?"

"What!?" Twilight said, jumping to her feet. "No! Of course not! I still love you, Sunset!"

Sunset wasn't so sure. "Then why are you so freaked out about me having a penis!? Am I a freak now?"

Twilight shook her head, but she felt a bit unsure how to approach her girlfriend.

"Well, it's just a little...odd to see a girl with a penis. You're a girl, and I'm a girl, and girls don't have a penis. It's not normal... I mean, in my world."

"Not normal!?"

Sunset felt offended. She didn't understand why the idea of a woman with a penis was so bad. "But it's normal in mine!"

"I know," Twilight said, reaching out and placing her hands on her girlfriend's shoulders. "It's okay. It's just different from my world. I'll get used to it, I promise."

Sunset was unsure if Twilight would truly accept her, and this scared her. Twilight could see how Sunset was so filled with fear and worry.

"Sunset," she wrapped her arms around her, kissing her cheek, "I love you."

"I love you, too."

"And I will get used to it. This is new, but I want to experience a lot of new things with you. I don't love you because of your body, Sunset, I love you of your personality."

Sunset started to tear up a bit. "Really?"

Twilight nodded but then smiled as she realized something. "Remember what I told you? About how first time's won't be perfect?" She could see the expression on Sunset's face, remembering that little talk. This made her feel calmer, making Twilight happy. She started to lower herself, making Sunset wonder what she was doing.

Twilight slides her hands down Sunset's average chest, feeling her breathing at first, then feeling the warmth of her skin. Her fingers were gently brushing against her pink nipples, making her shiver, which made Twilight smile. She kept going down, she could feel Sunset's abs. They weren't as firm as AJ's, but still nice. She loved the feel of her girlfriend's body. But that wasn't the main reason why she was lowering herself, no, she was going to get a close look at her cock.

"What are you- OHHH!!!" Sunset quickly coughed, trying to act like she wasn't surprised.

Twilight gulped as her knees touched the floor, she removed Sunset's hands from hiding her "second horn", allowing her to get a very clear view of Sunset's cock. It was long and semi-hard, but its head was still inside its foreskin. She looked up, seeing a heavy blush on Sunset's face, and a worried smile.

Sunset couldn't stop her penis from twitching as Twilight was near it. Sunset could only gulp as she watched Twilight move closer to it.

"It's okay, I'm not judging you. I want to love every part of you, even if I don't understand it."

"Okay..."

Twilight opened her mouth and took the tip and foreskin in, sucking gently.

"H-h-holy shit."

Twilight pulled off. "What's wrong?"

"Nothing, it's just, wow. It feels good."

"Good," Twilight said, licking her girlfriend's cock, "Cause I want to make you feel good."

She put the cock back in her mouth, sucking again.

"Oh wow." Sunset moaned.

Sunset had never experienced any oral sex in her life. She was a virgin. She could feel the foreskin of her cock being pulled back as Twilight's tongue licked the tip of her cock. Sunset wasn't sure if she would last, but she wanted to cum badly. This was her first blow and she couldn't handle it.

"Twi-I-I'm close."

"Mm-hmm."

"Oh, fuck."

With one final moan, Sunset came. Cum sprayed into her girlfriend's mouth. Twilight wasn't sure what the taste was, but she liked it... until the semen kept coming like it was a broken pipe. She pulled her mouth off the cock which allowed it to spray all of its white seed all over her face.

"Wow, you were back up, huh?" Twilight joked, removing her semen-covered black glasses from her damp face.

Sunset was a blessing in the afterglow. She was breathing heavily and couldn't move. Twilight looked at her cock and was amazed at how it was still hard after releasing such a huge amount of cum. Sunset looked at her and answered.

"Backed up? This is normal for us... oh." she realized it wasn't for humans going off by Twilight's comment. "Well, I am a pony, and your equestrians are known for unleashing a huge amount of seed, so...yeah, sorry."

Twilight could see how sorry Sunset was.

"It's fine, I guess. This is just all new to me, but it's okay. I will get used to it."

"Thank you."

Sunset sat down next to her, helping her clean her face with the tissues she had next to the bed. As she was cleaning her, she could hear Twilight giggling, and she didn't know why at first. Until she looked at the semen-soaked tissue in her hand, which had her answer. She felt so embarrassed right now.

When she finally got Twilight cleaned, the moonlight rays landed on them through the glass dome. Sunset was stunned by how beautiful her girlfriend looked. Without her glasses, Twilight's beauty was so much more. She didn't even care if there was a tiny bit of her cum still on her face, it just made her more attractive. Sunset didn't know what she did to deserve someone like her, but whatever it was, she was grateful, and soon enough, her penis started to agree with her as she felt it throbbing. She was getting too excited now, she wanted nothing more than to make love with her.

Twilight was enjoying how Sunset was looking at her, her heart was beating faster as she saw her eyes full of lust. But as she was going to make a move, her girlfriend was already ahead of her. She watched as Sunset got up and shoved her cock to her lips, almost making it look like Twilight was kissing it.

"Twi..." said Sunset in a quiet, but wanting tone. "I want you to blow me again."

Twilight could feel Sunset's hands on her shoulders which led her to feel her girlfriend's cock being forced into her mouth. She didn't resist or fight back, no, instead, she sucked on her cock, letting the long, thick rod explore her wet, hot cavern. She was a little nervous since it was her second time doing this act, but the fact that it was Sunset's made it all worth it.

Sunset let out a moan. Twilight's mouth felt wonderful. She knew that Twilight didn't have any experience with sucking cock, and yet it was like she was an expert. The way she moved her head, her tongue licking and massaging her cock, and the way her eyes showed the love and desire she had for her, it was amazing.

"Twi..." moaned Sunset as she thrust her hips a little, fucking her mouth. "You're a natural at this. You're fantastic."

Twilight's cheeks went pink. Hearing the praise her girlfriend gave her made her feel good. Truth is, Twilight always wanted to give her first blowjob, and she was glad that Sunset was the one she gave her first. She wasn't sure how far they were going tonight, but she did want to feel her girlfriend inside her. She didn't care where, as long as she could show her how much she loved her, that's all that mattered.

Sunset, however, was having other thoughts. More naughty thoughts as it filled her mind. She was glaring at Twilight's chest, sure she wasn't big as Fluttershy or other girls, but her boobs were the perfect size for her. And she couldn't help but feel her cock twitching in excitement. Excitement that she was going to play with those breasts. She was acting like a child who couldn't wait to open a present, and that's what she was doing. She wanted to play with Twilight's breasts, and she couldn't wait anymore.

Twilight felt Sunset's hands coming off of her shoulders and moving to her chest. She was a little shocked to see the hands grabbing her dress top and trying to rip it apart.

She pulled back, taking her mouth off of Sunset's cock. "Hey!, be careful with my dress, it's- Ahhh!!!"

Before Twilight could finish, Sunset grabbed the sides of the dress top, pulling it with her strength and magic. They could hear the fabric ripping, and tearing slowly. Each second was a struggle, and it was getting a little frustrating for Sunset.

"Come on..." Sunset mumbled.

"Sunny!" Twilight shouted.

Finally, the fabric tore away, revealing Twilight's bra.

"Yes!" Sunset shouted in triumph.

She then grabbed the front of the bra and ripped it off with ease, exposing her girlfriend's perky and small breasts. She reached out for her prize and fondled them, making Twilight moan.

"Fuck," Sunset cursed, "I never touched another's breasts before. I'm sorry if it's not good, but they feel so soft and squishy."

Twilight was still mad at what Sunset had done to her dress and bra. She wanted to shout and yell, but the fact that she was feeling the pleasure of Sunset's hands on her chest, rubbing her boobs and even squeezing her nipples, was too much. She let out a moan and leaned backward a little. She looked up at Sunset, seeing her happy face like a kid at Christmas. It was cute, but...

"You still need to pay for that." Twilight moaned.

"I will," Sunset said, continuing to squeeze her boobs, "But first, can I use them?"

Twilight's cheeks turned red, but she nodded.

Sunset's face lit up, and she got between her legs, positioning her cock in-between Twilight's tits. She was going to sandwich Twilight's boobs together but was stopped by Twilight herself.

"Wait, what are you doing!?"

"Huh?" Sunset blinked. "I'm going to fuck them?"

Like Sunset, Twilight is a virgin. And unlike Sunset, Twilight's only knowledge of sex was through books and sex-ed classes. She doesn't know many sexual acts and this was one of them.

"Fuck them? Why?"

Sunset smiled, seeing how cute Twilight was being as a virgin. "Cause it's fun. Here, I'll show you."

Twilight could feel Sunset pushing her boobs together. Her face was inches away from her cock, which was covered in her saliva from before and was leaking with pre-cum. She could smell the musk coming from it and even the taste of the fluids that were covering the shaft. Twilight felt Sunset's cock moving up and down her cleavage, the rubbing and feeling of the cock on her chest started to make her nipples erect. She was enjoying this.

"So, how do you like it?" asked Sunset.

"I love it." moaned Twilight, giving the tip a kiss.

Sunset smiled and kept going, moving her cock faster and harder. She could see her girlfriend licking the head of her cock. It felt amazing. She never knew she would have such a good time with her, and it was because they loved each other. That love went further as Twilight started to suck on the cock again. After getting attacked in two places, Sunset felt herself cumming sooner than she liked.

"Crap!" her face scrunched up. "Twi, I'm cumming."

Twilight couldn't pull off the cock in time, so she decided to let Sunset cum inside her mouth. And cum she did. A lot. The semen was thick and had a very strong flavor to it, almost like milk. It tasted strange, but she didn't hate it before. In fact, she was starting to love the taste even more... the only problem was that it was too much again. She was having trouble swallowing the huge load. She wanted to pull out, but Sunset stopped her by grabbing her head. Sunset really wanted her to swallow it. So, she did.

She gulped it all down and licked the last drops that were on her cock.

"Fuck." Sunset breathed.

Twilight pulled her mouth off, covering it with her hand as drips of semen leaked out. She coughed and took a few deep breaths. Once she calmed down, she glared at her.

"You gotta warn me next time, okay!? I was drowning there!"

Sunset was still breathing. She knew Twilight was right, she should have warned her, but damn, it felt too good.

"Sorry, I'll try to remember next time."

Sunset was going to help clean her again, but she noticed how Twilight's stomach was so bloated. She could see how much cum was inside her, and the fact that she swallowed it was amazing.

"Holy shit," Sunset mumbled.

"What is it?"

"I can't believe you took that load, Twi. You really are a natural at this."

Twilight's cheeks turned red, and she let out a little giggle. She loved how much praise her girlfriend was giving her. Sunset was just standing there, looking at the stomach. She felt so turned on as she remembered something that unicorns usually do when their mate is filled with cum. She always wanted to do it as well and this was her chance. She raised her hand, unleashing her unicorn magic on Twilight's body.

"What!?"

Twilight could feel the mana pouring into her body like a warm jet stream of water. It felt nice, but she could feel her stomach emptying and her chest burning. Burning with so much pleasure. She moaned. She couldn't understand what was going on. Why did she feel this good, and what was her girlfriend doing to her?

"Sunset, what's happening!?"

"Just trust me, Twi."

Sunset kept pouring her magic into her, and her eyes widened. She saw the change, and she smiled.

"Wow."

Twilight's small chest suddenly became large, the same size as Fluttershy's ample chest. She stopped her magic and when she did, the large chest was free to bounce and jiggle. Twilight looked at her chest and screamed.

"Oh, my god What did you do!?"

"I-uh-just made your chest larger," Sunset said, a little nervous.

"Large!?"

Twilight quickly covered her girls, not happy with the change.

"WHY!?"

Sunset was confused... until she remembered that she was in the human world and not Equestria. She might have overdone it, but damn, her girlfriend's new tits were hot.

"Sorry, it's just how we unicorns act when mating. After our mates are filled with cum, we increase a certain parts of their body features, to make the sex more hot. It's only a unicorn thing, so other magical races don't do kind of these in mating... sorry, I was thinking with my dick and not with my head."

"You think!?"

Sunset looked away. "I can fix it if you want?"

"Yes!"

"Okay," Sunset held out her hand, "but before I do, can I touch them?"

Twilight rolled her eyes. "Fine, just get rid of them after!"

"I will," Sunset reached for her breasts and fondled them, squeezing and grabbing harder. She won't lie, she didn't want to get rid of them, she actually wanted Twilight to keep them, but she had a feeling her girlfriend would say no.

"Mmmmm." Twilight moaned.

She could feel the pleasure rising inside her again. Even though her breasts were bigger, the feeling of still the same. She didn't know why, but she didn't care, she just wanted her girlfriend to continue playing with them... but she didn't want to admit that. In fact, she was kind of sad that Sunset had changed her body. Did she not like her body?

"Do you not like my body?"

Sunset stopped. "What?"

"Do you not like my body, right? You changed it, do you not like it?" she remembered all the time that Sunset would stare at Fluttershy's or any busty girl's chest. "You love them big, so I know you hated my small chest."

Sunset looked at her in disbelief. "Of course not, I love your body, Twilight. Why would you think otherwise?"

Twilight started to cry, her heart was breaking a little. She lifted her chest, showing all the proof she needed. Seeing that, Sunset realized why she thought that.

"I'm so stupid, I'm sorry. But, I love you, I don't care what size your chest is, I will love you no matter what. It's just..."

"What?"

"It's just, you're beautiful, and even with a small chest, I find you so hot and sexy. You don't need a big pair to look attractive. You are, and that's the truth. It's just," she rubbed the back of her neck, "it's the way we unicorns are."

"So, you don't want to make me big and bouncy?" when she asked that, her chest jiggled a ton and Sunset couldn't look away.

Sunset was unsure if she should answer that. She felt like was going to be killed if she did.

"Uh...."

"Sunset..."

"I...I..."

"Sunset!"

"I DO!!" she blurted out, "But I won't change you! If you don't want to, I won't force you. And, again, I'm sorry about changing you without your consent."

Sunset was hoping that Twilight would be mad at her, and she didn't have to worry about this situation anymore, but when she heard her laughing, she was a little confused.

"Don't you remember what I told you? How..." she sighed as she noticed that Sunset was just looking down at her chest, not her face. She used her hands to cup her cheek and lift her head up. "Hey, my face is up here." Sunset did a nervous smile and made a cute squeaking noise. "As I was saying, this is all new to me, and I will get used to it. I want to experience a lot of new things with you, even...THIS." she shook her chest, making it move side to side. This made Sunset's cock raging hard. "I'm glad you love me for me, not my boobs or anything else. And yes, I would love to try this whole magical thing you have going. If you think it's great, then I want to try it, too."

Sunset was happy. Her girlfriend was willing to try out some kinky stuff and that was making her excited.

"Alright! Let's do this!" Sunset started to feel more confident in all this, and she started to be the more dominant one. "Stand still!"

Twilight did as she was asked, standing while Sunset started to circle around her. Sunset had her hand under her chin, thinking what she wanted to change on her girlfriend. Then her eyes lit up and her smile widened.

"Oh, I got an idea."

"Okay, what is-" Twilight didn't have the chance to finish as she was suddenly being filled with magic once more.

Twilight could feel her certain part of body getting super warm like before. She loved the warm feeling, but that's when she truly felt the change happening. She could feel her curves getting thicker, wider, and more rounded. Her butt, her hips, and her thighs. Her stomach, too. They were getting thicker, wider, and softer. It felt so good, that she started to moan loudly.

"Mmmmhmm, yes, more! Give me more!"

Sunset's cock throbbed at that request, and she did what was asked, pouring more and more magic, that Twilight's already ruined dress became more ruined as the thickness of Twilight's new body slowly ripped it apart. Holes appeared, showing off the fatty flesh of her thighs and ass, which were bouncing up and down from Twilight's moans.

Twilight was feeling like her body was becoming bigger, but not in a bad way. In fact, she loved it. She could feel her chest and stomach, which were once small, becoming bigger and bouncier, too. Not too big, just right. She was a little sad that her breasts weren't getting any larger, but it didn't matter. She loved how she was feeling, and the fact that her girlfriend was giving her this new body, just made her wet and ready. Ready for her cock. With the last threads holding the dress together finally submitted to the thickness, Twilight's dress was fully destroyed, exposing her now bigger and curvier body.

"How's this, babe?"

Twilight moaned and shook her ass. "Oh, it's perfect."

"Great, because-"

Sunset pushed Twilight to the bed, laying on top of her, kissing her deeply. As they were kissing, their tongues danced around, battling for dominance.

"Mmmmmm." Sunset hummed.

She reached out and started fondling her girlfriend's chest, massaging them, enjoying the softness and firmness they had. Twilight was moaning, she was enjoying this a lot. Her legs were twitching in excitement as her pussy was dripping, wanting something to fill her up. Sunset placed her other hand on Twilight's thigh, sinking her hand into the fluffiness, which caused her cock to twitch.

"Mmmm, your body is so hot and sexy, Twilight."

Twilight moaned. "Yeah, my body is very hot."

"Yes, yes, it is."

"Sunny, you can fuck me now."

Sunset was surprised to hear that. She pulled away and looked at her. She could see how Twilight truly wanted her to be inside of her. But she was a little unsure.

"Are you sure?"

Twilight smiled. "Yes, I'm sure. I love you and I want you to fuck me. Fuck my pussy and cum inside me. Make me your woman. Do it, Sunny."

Sunset blushed but nodded. "Okay, I'll be gentle."

"Thank you."

Sunset lined up her cock to Twilight's pussy. She was going in slowly, not wanting to hurt her. She was a virgin, too, and she wanted their first time to be perfect. But when her tip finally entered, Twilight let out a moan, and the rest was easy, as the cock slid deep into her, reaching her cervix. Sunset let out a gasp, she couldn't believe how good Twilight felt. Sunset however could feel the blood of the hymen oozing all over the penis, she knew her girlfriend was in pain.

"I'm sorry."

"It's okay." Twilight moaned, "I'm glad I can share this with you."

Sunset leaned down and gave her a kiss. "Me, too."

She started to thrust, fucking her slowly. Twilight let out soft, gentle moans, loving the feeling of Sunset inside her. She never knew that sex would be this amazing, and with the person she loves, it made it ten times better. She could feel the warmth of her body as well, and the heat from Sunset's cock as it was filling her.

"You feel amazing, Twi," Sunset whispered.

Twilight looked at her with so much love and adoration, "You feel amazing, too, Sunset."

They smiled and kissed, their bodies were pressed together as the heat grew. The heat was starting to build and build. They felt so much pleasure. Sunset was thrusting a little faster and harder, the bed was moving a bit. Their moans were becoming louder.

"Twilight, I'm sorry, but I'm getting close already."

"It's okay. Me, too, Sunny."

They both kept going. The heat was growing and the pressure was building up. They could feel it. The release.

"Twilight!"

"SUNSET!!!"

Finally, the dams were breaking, and the floodgates were opened. Semen and a little blood were coming out of Twilight's pussy, while Twilight was squirting out her fluids. All three fluids mixed together as it became one and oozed out of Twilight's vagina and staining the bedsheets.

Sunset fell on top of her, breathing heavily. She could see how bloated Twilight's stomach became after taking her load. "Wow."

"Yeah."

"That was amazing, Twilight."

"It was."

"I'm sorry that I came so soon. It just...like wow! Never thought a vagina would feel so amazing."

"It's fine. We both are new to this, so it's understandable."

"Thank you. I love you, Twilight."

"I love you, too, Sunny."

"I can't believe we're lovers now."

"We are, and it feels amazing."

They hugged and kissed. Sunset could feel her second wind rising, and she knew her girlfriend was feeling the same.

"You wanna go again?"

"Yes."

Sunset's cock started to harden and began thrusting once more. Twilight let out a loud moan and her mind was going blank.

"Fuck me, fuck me!"

And that's what she did, Sunset was fucking her hard and fast this time around. She didn't want to be gentle anymore. She wanted to fuck her. And that's what she was doing. She grabbed her thighs and pushed her legs backward, making the pussy open more, and the cock could go deeper.

"Mmmm, yes, Sunny! Give it to me!"

"Twilight, ohhh, Twilight, your pussy feels amazing. It's so tight and wet."

"Mmmm, it's your fault for making me like this."

"Well, I'm not sorry for making you mine. And this pussy, your body, everything is mine. Do you understand, my lover?"

Twilight moaned loudly, "YES, YES!! I'm yours, only yours, my lover!"

"Good, now moan louder," she demanded, her dominant side kicking in.

"YES, MMMMM, FUCK!!!"

Sunset was fucking her harder and faster, the sound of flesh hitting flesh was echoing all over the room. Her penis slapped and smacked Twilight's pussy, making a loud wet smack.

"Fuck, I'm cumming again."

"Mmm, me too. Cum inside me, give it to me again, fill me up more!"

Sunset had a perverted smile. "You're gonna have a baby if I do! Remember, my semen is like horse's semen. I'm going to release a ton of my white seed to you."

"I don't care! Cum inside, give me your baby, lover."

"Fuck, I'm cumming!"

Sunset could feel her orgasm building up, her cock was ready to burst. Her body was moving on its own, going faster and harder than ever. She wanted to fill her up with so much semen, that her belly would bloat like crazy. And when she was finally on the edge, she screamed out.

"I'M CUMMING!!"

But unlike before, this orgasm was much different than the last one. Sunset's magic started to gather at her forehead, making her horn appear as a see-through yellow aura. The more Sunset felt like cumming, the more the magic gathered. And when the magic reached the right level, she slammed her cock inside Twilight and flooded it with her thick, hot seed. Twilight screamed out her own orgasm as she could feel her insides being filled to the brim, the heat of her lover's cock and semen was too much for her, and her body started to shake.

As that was happening, Sunset's horn started to spark its magic around the area. Blasting everything and anything that was near, including Sunset's dress, burning it to ash in seconds. What happened next was all the magic gathered into the tip and fired off a large beam that blasted off and phased through the glass ceiling.

Above the school, everyone outside of it and people across the large town could see the beam shooting across the sky and finally exploding. It looked like a giant, white firework, lighting up the whole town.

"What the hell was that!?" a random bystander shouted.

"I have no idea."

Back in the school, Dash and Fluttershy were outside as they wanted to avoid the stares that they were getting after what Dash shouted. They suddenly saw the strange fireworks and were amazed by its beauty and coolness. Without realizing it, both girls held hands, and when they realized it, they quickly turned to each other with blushes on their faces.

"Sorry," Dash said, "It was a reflex."

"No, no, it's okay. I... actually liked it."

Dash smiled a little. She suddenly realized how beautiful Fluttershy was. The firework's light was shining brightly still, and she was glowing because of it, making her more stunning. Her long pink hair was looking silky, and her light blue eyes were glowing like the blue skies. Dash couldn't take her eyes off her.

"Uh, Dash?"

"Huh, what?"

"Why are you staring at me?"

"Oh, sorry, I..." she sighed. "Fuck it!"

Fluttershy was caught off guard when Dash pulled her into a deep kiss. It was rough and intense, but the feelings that came from her were amazing.

"Mmmm." she moaned.

Dash's hands started to travel across her back, her body was moving on its own. The feeling was taking control. Fluttershy felt the same, she wrapped her arms around Dash, her fingers digging into her hair. Their tongues was dancing together.

"Mmmm." they moaned.

They broke the kiss and Dash had to ask her something important.

"Wanna fuck in my dad's old car?"

Fluttershy was completely taken aback by the question. Did she hear that right? Was she really asking that? Dash could see the stunned look on her childhood friend's face, knowing the answer.

"...I take that as a no?" She did a worried smile and another cute squeak noise came out.

Sunset dropped on Twilight's body, breathing heavily like she was dying. Her cock was still hard, but she was so tired. Twilight saw the weird event that happened. She was a little confused by the strange magical energy that came out of Sunset, that she needed to ask what happened and Sunset answered her.

"...it's my first time experiencing it, but that was a magical orgasm."

"A magical what?"

"It's a unicorn thing. When we reach our final orgasm, we release a large amount of magic, and if we don't get rid of it, it will affect the environment like...oh."

Sunset could see everything around them smoking as burn marks were on the floor and walls. She was a little surprised that this place wasn't set on fire, or destroyed... well, she couldn't say much for her dress and jacket, if they were nothing but ash now.

Twilight noticed the damage but felt everything was going to be okay.

"Don't look so sad. You can fix everything with magic, right?"

Sunset hissed through her teeth as she slowly looked back at her. "About that..." soon, the library lights turned on and Vice Principal Luna, entered the library, looking very angry. She had the security guards with her, ordering them to find the source of that weird light. "Oh shit!"

Sunset helped Twilight up from the bed and led her to the roof's exit by the skylight. Sure, this place was hidden, but there was a good chance that they would be found out.

"Hey, where are we going?"

"To the roof, it's the only way out. We can't leave through the library, because Luna is here, and she'll catch us."
Twilight was a little concerned, but she trusted her. "Okay, I trust you."

Sunset smiled. "Thank you."

She led her out of the library, and they were on the roof now, naked. They peeked over the glass dome, seeing Luna and the guards not finding anything. They left the place, signaling to them that they were safe now. The only problem was...

"So, we are naked, on top of the school's roof." she touched her bloated stomach. "And I'm filled with so much semen..."

"Yeah..."

"And we don't have any clothes."

"Yup..."

"And we have to go home, like this."

"..."

Twilight groaned in frustration. "And what are we going to do? Because I'm not walking out like this, and you can't use magic to make us clothe because?"

"Well, I'm tapped out. All my magic and the reserves are run dry. Sorry."

Twilight looked down and giggled. "Well, your second horn doesn't look dry."

Sunset looked down, seeing her cock didn't go soft or limp, it was still hard as a rock. Even dripping pre-cum again. She coughed in embarrassment.

"Oh, well, I can't really help it. I mean, you are naked and super sexy."

Twilight laughed. "True, I am, but still, what are we going to do?"

"Well, my truck is not too far from here."

Sunset pointed to her truck and then toward the fire escape.

"And we can take the fire escape to get to the ground. Seems no one is outside, which means the crowning of the king and queen has begun, and no one will know. We'll be fine."

Twilight wasn't sure about this plan, but she did trust her. "Alright, let's do this."

So they did, leaving the roof and returning to the ground as they jumped off the fire escape staircase. They quickly covered themselves up and dashed for it. They ran for it, running through the parking lot. Twilight was ahead of Sunset, allowing Sunset a great view of her girlfriend's thick ass and the jiggling cheeks. Sunset was drooling, unable to look away.

"Wow, your ass is amazing."

Twilight heard that and smirked. But a thought crossed her mind as they ran.

"Is this... you know, permanent? I mean, I have a big ass, thick in the right places, and a nice pair now."

Sunset shrugs her shoulders. "To be honest, I don't know. Maybe? I haven't really thought of how magic can affect a human before. So, I have no idea. Sorry."

"It's okay, just a question."

Twilight smiled, and they finally made it to the truck. They quickly got in, and Sunset drove off through the parking lot. As the truck drove by a beat-up car, Dash's voice could be heard.

"Shy! Chill, you are milking me dry here!"

Dash stood up in the backseat, naked as she was breathing and sweating like she ran ten marathons. Fluttershy stood up and naked as well. She was moving back and forth, and Dash's cock was buried deep into her pussy, which was filled and overflowing with semen.

"Well, it's your fault for filling me with so much cum, that my belly is bloated." she shoved her ample chest into Dash's face, feeling her cock getting harder. "You are done when I say you're done."

Dash gulped, seeing the dominant side of Fluttershy come out. It was a major turn-on.

"Yes, ma'am!"

In a matter of seconds, they were fucking like rabbits once more as Fluttershy pulled Dash back down. The car started to shake and rock back and forth like crazy.

Back with Sunset and Twilight, the drive home was uneventful, but they held each other hands. Happy, happy that they will remember this night forever.

"I love you, Twi."

"I love you, too, Sunset."

Twilight leaned against Sunset's shoulder and kissed her neck, causing the lover to blush.

"Hey, save that for later. I have to focus on driving."

"Oh, come on, Sunny."

Sunset was gonna say something, but suddenly felt Twilight's hand over her cock... and then soon her mouth. She held the steering wheel and kept her eyes on the road, but it was so hard, knowing that her girlfriend's mouth was on her dick, and she was sucking and slurping.

"Mmmmmm." Twilight hummed.

Sunset tried to keep her attention on the road, but Twilight's mouth felt amazing, and she came right in her mouth, which Twilight happily swallowed.

"What a night..." Sunset said, feeling more relaxed.

"We're not done, yet," Twilight smirked, wiping the semen from her mouth.

Sunset gulped as she felt Twilight going for a second round with her cock...

"Twi, please! I just came and-AH!"

The truck did a small swirl as the tires screeched against the road. The reason was because Twilight was giving Sunset a titjob with her huge chest...

End

Big Night: B-Side

As the school's prom was still on going, not too far from it on the road, was a female biker riding her motorbike. Her build was muscular hinted by how her tight biker clothing showed off her figure, and how her moderate bust jiggled within her black leather biker jacket as her engine roared through the quiet night air.

She stopped as the light turned red. She leaned forward on her bike, resting her chin on her fist as she stared forward, her light amber eyes glaring through her helmet visor.

"This is boring." She mumbled to herself. "Everyone I know is at that stupid prom, like what's even the point? It's just a stupid dance where the school throws together some food, shoves some students in formal clothes, and calls it a day. If I had to go with someone I liked, then maybe I'd go, but everyone there is annoying."

The light turned green and she accelerated forward. The wind rushed against her body as she sped down the empty streets. She had no plans to go there, but she remembered that Dash and Fluttershy were there. Her childhood friends that she made up with after acting like a total bully to them over the years. She was just jealous that Dash was hanging out with Fluttershy more than her. Her cheeks flushed, and she shook her head, trying to get her mind off of them... but she couldn't. They were her friends and she somewhat had a crush on both of them.

"Fuck me..." she said, sighing as she headed for the school. "I'll just drop in and see how the two losers doing. I bet they didn't find any dates and they're probably just sitting in a corner."

A few seconds later, she saw a weird beam shooting out of the school and toward the night sky. Before long, a huge white firework went off.

"Whoa, I didn't know the school was doing fireworks this year! Man, that's pretty cool!"

It took awhile, but she finally arrived and pulled into the parking lot of the school. She passed by a truck with a cool flame decals on it, making her think it was Sunset. She parked her bike and removed her helmet, revealing her white hair with grayish purple tips. Her hair was brushed forward, her bangs almost covering her left eye. She took out her phone, her home screen being her shoulder hugging Dash and Fluttershy.

"Let's see where those two are."

She dialed Dash's number... only to hear Dash's phone ringtone go off not too far from her.

"Huh?"

She turned around and saw Dash's car, the one that her lame father gave her. It is rust bucket of how stupid old it was.

"Great, the idiot left her phone in her car. Better call Shy then."

She dialed the number... only to hear Fluttershy's phone in Dash's car as well. She figured Dash brought her here and left her phone in the car as well.

"Great, those idiots I swear. They'll be lost without good old Gilda."

She put her phone away and headed toward the school. She was gonna past Dash's car, but she stopped as she noticed it was rocking back and forth. She quickly knew what was going, making her laugh.

"No fucking way! Did little Dashie getting some action?!" She snickered. "That girl really has changed since freshman year."

She slowly walked over, trying to keep her footsteps quiet. She didn't want to be caught, but she also didn't want to miss out on this. She looked inside the car, but couldn't see anything.

'Damn, Dash really bought those tinted windows. What a dumbass, if the cops catch her driving with those, she's in deep shit.'

She wanted to catch who Dash was fucking, so she checked the door handle. It is unlocked, so she quickly opened it. She couldn't believe her eye at what she saw in the back seat.

There was Dash, on her back naked while Fluttershy, also nude, was riding her cock. They both froze, seeing her, their eyes widened and their cheeks flushed. At that moment, Dash shot her load into Fluttershy, causing both of them to moan but quickly recovering from it.

"G-Gilda?!" Dash said, stammering her words.

"Oh no!" Fluttershy cried, trying to cover her big breast.

The two tried to explain themselves, but Gilda stood there. Not listening to a word from them. In her black leather jeans, a bulge started to form as she stared at the two naked girls.

'Dash is so much hotter than I thought...Oh my gosh, Fluttershy is so fucking sexy. Damn, I want her to fuck her too!'

She could feel herself cock harden, straining her jeans with pre-cum.

"G-Gilda, I can explain." Dash tried to say.

She didn't answer her. Instead, she reached for the zipper of her jeans and pulled it down.

"G-Gilda?!"

Her black leather pants came down, revealing a thick long cock. Fluttershy blushed heavily, looking at Gilda's length. It was much longer than Dash's, but a little thinner.

"W-Wait a minute." Fluttershy said, trying to process what was going on.

"Shut it, Shy." Gilda replied.

Gilda stepped closer to the two, her cock throbbing as she took a few steps. She pushed Dash's legs, to make room. Dash sat up while still holding Fluttershy.

"What are you-HEY!"

Gilda sat in the backseat and closed the door. She didn't waste time as she started to take off her clothes. Both Dash and Fluttershy watched as the buff girl started removing her black leather biker jacket. Next was her shirt, revealing her fit, muscular body and a red bra.

"W-Wait, wait!" Dash tried to say, only to watch as Gilda removed her bra and tossed it aside, freeing her girls. "G-GILDA!"

"What?"

Dash sighed with a red face, not knowing how to react. She was already embarrassed that Gilda caught her fucking, now she's getting naked for some odd reason.

"Why are you getting naked!?"

"Cuz I'm horny as fuck!"

"So?! That's no excuse for-."

Gilda suddenly leaned forward and kissed Dash's lips. Fluttershy's face flushed bright red, watching as her friends made out. Dash tried to fight back, but she was too weak after Fluttershy fucked her nonstop.

'S-She's so forceful, and her lips are soft. I-I never expected her to be this hot.'

Gilda pulled away, a string of saliva connecting their tongues. Dash was out of breath, panting while staring at her friend.

"G-Gilda, why?"

"I love you, you fucking idiot!"

"Huh?!"

"You and Shy. I'm fucking in love with you guys."

Dash's eyes widen, realizing what she meant.

"You mean you're-."

"Yeah. Now quit your whining and let's do this fucking threesome! Shy, get over here and start fucking my dick. It seems you fucked Dash's cock good." she could see Dash's cock going soft while the cum it shot out in Fluttershy's vagina started to drip out.

"S-Sorry." Dash apologized, kind of ashamed that she couldn't last a few more rounds.

Fluttershy could feel Dash's cock slowly going limp as it got small. It wasn't long before Dash's soft member slipped out of her, making Fluttershy gasp.

"Dash!?"

Gilda reached into her leather jacket's pocket, taking out a power bar. "Here." she tossed it into Dash's hands. "Eat it, you'll get your energy back."

Dash looked at it, noticing that it wasn't the brand she usually ate. It was another brand, a special kind.

"T-Thanks."

"No prob. Now start eating while Shy starts fucking my cock."

"B-But!" Fluttershy tried to say.

"Come on, I don't have all night. Besides, I can tell you want to fuck it as you keep glaring at it."

"Huh?"

"And quit covering your boobs. I can't see them!"

Fluttershy blushed, still covering her boobs. "Y-Yes."

She shyly moved her arms, showing off her massive tits.

"Damn, Dash you lucky bastard. Now move your ass. I'm horny."

Fluttershy nodded her head, moving herself off Dash and toward Gilda. She sat on top of her and looked down, staring at Gilda's cock.

"S-So big." She commented, feeling herself getting excited.

"Don't just stare, Shy. I don't have all night!"

Fluttershy took a deep breath, grabbing Gilda's cock, making it near her pussy. "H-Here I go."

"About time."

Dash was getting a little annoyed that Gilda was rushing things. "D-Don't rush her, Gilda."

Fluttershy started to lower herself, pushing her vagina lips onto Gilda's cock. The head was pushed in, and she slowly went down.

"F-Fuck, I can feel Dash's cum, it is so warm, but you're really wet and a little loose."

"O-Oh, I'm sorry."

"Quit apologizing. Just fuck my cock already."

"R-Right."

She kept lowering herself, taking in more of her dick.

"O-Oh, oh yes." Fluttershy moaned, starting to enjoy Gilda's cock.

"Heh, you like my dick?"

"Y-Yes. O-Oh yes!"

Gilda couldn't help but laugh a little, watching as Fluttershy rode her cock. She was moaning and bouncing, her big breasts jiggling along with her.

"G-Gilda! S-So big, your dick is so big and warm."

"Glad you're liking it."

Gilda looked over at Dash, watching her eat her power bar. She could see that the bar or them fucking was making Dash's cock hard again as it started to stand.

"Hey Dash, hurry and finish that power bar and come over here."

"Huh?"

Dash looked at her, seeing how Gilda had her arms behind her head and watching Fluttershy as she continued to ride her dick.

"You heard me. Get that ass over here."

"...okay."

Dash scooted over, her dick hard once again and twitching. Gilda's eyes were on her face though, she couldn't help but blush a little.

"S-So, what do you want m-"

Dash was suddenly pulled in by Gilda, their lips locked. She couldn't do anything, Gilda's strong arms were too much for her.

"Mmmm." Gilda hummed, her tongue going inside Dash's mouth and wrestling with her tongue.

"Mmmph!"

Fluttershy looked, seeing the two girls kiss once more. Her cheeks were red, seeing the two girls kiss turned her on again.

'M-Maybe I should try joining them. N-No, they're kissing, I'll just be interrupting them.'

The two kept kissing, and then Gilda started to kiss down Dash's cheek, then her neck, and then her breasts. She licked her nipple, sucking on it.

"AHHHH!" Dash moan, feeling Gilda's tongue teasing her nipple.

Fluttershy could feel Gilda's cock twitching, signaling how much she was getting turned on by sucking on Dash's tits.

"Mmmm. Mmmm." Gilda hummed, enjoying sucking Dash's tits.

She used one of her hands to fondle Dash's other breast. She squeezed it, her hand sinking into it a little as her fingers played with the hard nipple.

"AHHH! G-GILDA!"

"MMMHMMMM!!" Gilda said, pulling off and looking up at her with annoyance. "What?"

Dash was so glad that her friend finally stopped sucking her boobs. But she felt bad as Gilda had her eyebrows furrowed.

"Just, I think you should show Fluttershy some love, you know? You haven't touched her."

"Oh yeah, I forgot."

"What!?" Fluttershy shouted, surprised to hear that.

"I mean, I'm sorry. I was focusing on Dash, she's so fucking hot."

Dash was stunned by the comment. "T-Thanks, I guess."

"Well, let's get back to it."

Gilda grabbed Fluttershy's shoulders, forcing her closer to her, until their lips connected.

"Mmph!"

Fluttershy's eyes were wide, shocked by the sudden kiss. But she couldn't lie, she did enjoy it.

"M-Mmm, G-Gilda."

She moaned between the kiss. Fluttershy's hips moved on their own, her body enjoying the kiss and the cock inside her. Gilda could feel her twitching around her cock. She removed one hand from her friend's shoulder, placing it under Fluttershy's large breast. She wasn't surprised to feel how heavy it was, her hand sinking into it as well.

"Mmph, mmph." Gilda and Fluttershy hummed as they continued to kiss.

Gilda pinched Fluttershy's hard nipple, rolling it between her fingers, which made the shy girl moan louder.

'So soft, so heavy, and the nipples is so fucking hard.'

Gilda couldn't help herself as she pushed Fluttershy toward the backside of the driver seat, leaning her up on it as she started to thrust into her.

"AHHH! AHHH! G-Gilda!" Fluttershy moaned, not expecting her friend to start pounding her pussy so fast.

Gilda pulled her lips away from Fluttershy, looking down at her as she was being fucked.

"Fuck, you're so damn cute."

"I-I'm not." Flutter answered back, covering her eyes with her arm. A bit of her red blush was showing, making Gilda even more excited.

"Oh, fuck yes, you are."

Gilda looked down at Fluttershy's huge boobs, seeing how they bounced and jiggled with every thrust.

"Fuck, these things are perfect. They're just so fucking big and heavy." she started to grope them again, but harder. "It's why Dash and I always jerked off to them."

"Wait, what?!"

"HEY! I THOUGHT WE SWORE TO NEVER SPEAK ABOUT THAT!"

Gilda ignored them both, enjoying how good Fluttershy's vagina was. How warm and wet it was, how much it was hugging her dick.

"O-Oh yes, F-Fuck yes, you're so fucking hot!"

"D-Don't say that, i-it's embarrassing."

Dash was mad, but she couldn't stop her feeling horny as she kept watching them. Sure, she didn't plan on fucking Fluttershy tonight, or asking her to be her girlfriend after they were done fucking, but seeing Fluttershy fucking their other childhood friend was so hot.

'God damn, her pussy is so wet, and Gilda's cock is so hard. I can't believe I'm watching them fuck!' she started to jerk herself off, using her thumb to tease the tip of her cock.

"Ahhhh, F-Fuck, I'm getting close!"

"G-Gilda, don't cum inside." Fluttershy warned her.

"What!? Fuck no, I'm filling you with my jizz!"

"No, no, no! Don't do that!"

Gilda didn't listen to her. She needed to shoot her semen into her, making Fluttershy her woman. She always dreamt of having Shy as her girlfriend and she was gonna make it happen with one huge creampie.

"G-Gilda, please stop! Please, please, please, PLEASE!"

"I'm not stopping!"

"G-Gilda, p-please! Ahhh!"

"Oh, yes, oh, fuck yes!"

"Please, n-no. Not in my-AHHHHHHH!"

"OH, YES!!!!"

Before her release, Gilda and her friends started to glow slightly. It seemed that Sunset's firework show awaken their magical powers deep within them. Dash's cock grew slightly, same with Gilda's. Fluttershy felt like she was in heat like a real animal all of a sudden. Gilda pushed her whole body against her friend's body, making her being squished between her and the driver seat.

Fluttershy could feel the semen entering her. There was so much, so thick and warm. It even mixes with Dash's. But what surprised her was that it kept shooting into her nonstop like a waterfall. She could feel her stomach bloating again.

"A-AHHHHHH!!!!!"

The cum was pouring out of her, spilling over Gilda's cock.

"O-Oh, oh yes, Shy. That was fucking amazing."

Gilda's eyes rolled up, her hips moving on their own, still pounding against her. She wanted her to take all of her semen down to the last drop. Finally, with a final thrust, she pulled it out, letting her load weakly shot onto her chest.

"Ahhhh, that's so fucking hot. I can't wait to fuck your ass later."

"W-What!?"

Gilda laid back, relaxing while the cum dripped down Fluttershy's body.

"D-Damn, that was fucking great."

Dash couldn't hold back, her dick was twitching, and she needed to cum. She reached for her phone, wanting to use it.

"N-Need, phone."

She opened her photo app and snapped a pic of Fluttershy covered in Gilda's cum. She looked back, and took a picture of Gilda's cock laying against her abs. She wanted to save this moment for future flapping sessions, before she went back to rubbing her cock with such great speed. She was getting close that could feel her seed heading to the tip of her cock, but before she could reach her release, she felt someone grab her hand, stopping from feeling the wonderful and blessing sensation.

"Dude, I want a threesome, not a fucking cuckold shit." Gilda answered with disappointment and slight anger. She turned to Shy. "Hey, blow her. She needs to cum too, and I'm too tired."

Fluttershy blushed, looking at Dash's cock.

"Shy, please." begged Dash, feeling the sensation of cumming fading quickly.

Fluttershy nodded her head. "I-I'll do my best."

She grabbed her friend's cock, feeling the warmth and hardness of it.

'I have never done a blowjob before...'

She gulped, then slowly placed her mouth over the head, tasting the cum that leaked out.

"Ahhhh, Y-Yeah, suck my cock, Shy."

"M-Mm."

Fluttershy couldn't describe the taste, but it wasn't too bad.

'It's a bit salty and musky.'

She didn't really know how to give a blowjob, so she started to bob her head slowly. Then forward, taking more of Dash's length.

"A-Ahhh, yes, Shy."

"M-Mmmm."

Gilda leaned back, enjoying the view. Seeing her friend's head move up and down, and the sounds she made.

'So hot.'

"F-Fuck, yes, Shy. Keep going, keep sucking. I-I'm so close."

Fluttershy continued doing her best. Her eyes looked up, seeing Dash's expression. She was really enjoying it, and that turned her on a little more. Unknown to Fluttershy, her the semen she tasted and the ones inside of her started to glow slightly. Soon, the magical semen increases her bust size a little more, while also making her thicker in places. Her ass increase, her hips got more curves. Her lips got a little fuller, while her thighs thicken. What happened to Twilight, happened to her as well.

Fluttershy could feel Dash's cock twitching more. 'Oh gosh, she's getting close.'

She started to go faster, sucking Dash's cock harder. She wanted her friend to cum. She could feel Dash's cock leaking cum, meaning it was gonna shoot its load.

"Oh, fuck Shy!"

Dash hurried and placed her hands on Fluttershy's head, forcing her to stay in place as she shot her load into her mouth.

"Ahhhh, Y-Yeah, that's fucking great."

Fluttershy couldn't swallow fast enough, some cum ended up coming out of her nose and mouth.

"Ah, ah, ahh."

Fluttershy's body couldn't take the sensation anymore. She came too, squirting her juices onto Gilda's thighs and cock. Even the seat got covered a little. Gilda placed her finger on the juices, licking it up.

"So sweet, and so much."

Dash let go of her friend's head, causing her to fall back and onto Gilda's chest.

"A-Ahhhh."

"Oh, wow. Sorry Shy, did I pull you too hard?"

Poor Fluttershy was choking a little as she tried to talk. "Mmm, no, no. I'm fine."

Gilda chuckled. "Good work Shy, but looks like Dash's cock isn't done yet."

"Huh?"

Dash couldn't help herself as her cock was still standing, ready for more action.

"Heh, well I guess we should-."

Dash couldn't finish as Fluttershy lowered herself to the cock once more, holding it in her hands, rubbing it with care and love. This caused Dash to moan once again.

"W-What?"

Fluttershy couldn't resist the smell of Dash's cock. She started to lick it, her tongue moving up and down.

"Shy?"

Gilda could feel the warmth of Fluttershy's rear, even smell the sweet scent coming from her vagina, see the juices coming out while mixing with the semen that she shot into her. Gilda knew what she needed to do. She got up, letting Fluttershy's lower end be on the seat now. She aimed her cock. She was finally going to have that threesome.

"Ahhh, mmmm." Fluttershy moaned as she started to suck on Dash's cock.

Gilda placed the tip of her cock near her pussy, rubbing her head against it. She could hear Fluttershy moan a little, even pushing her hips backwards, forcing the head to slip in.

"Damn, you really want me in, don't ya." she started to thrust, pushing the rest of her length inside her friend's pussy. "So fucking warm, and tight."

She was pounding her friend's vagina once again, feeling her cock sliding in and out, with such ease thanks to the cum and her juices.

"M-Mm, mmph, mm." Fluttershy moans more, even moving her hips a little. She was enjoying both ends of her being used like this. Gilda fucking her vagina, while Dash fucking her mouth.

"O-Oh, yes. Damn Shy, I can't believe you're so good at this. Even Gilda, and I are fucking surprised by your skills."

Gilda had her hands on her friend's wide hips, watching as they jiggled a little with every thrust.

"Heh, Shy, did you gain weight or something?"

"Hmmm, hmm, hmmm." Fluttershy ignored the question, too focused on giving Dash pleasure.

"Damn, whatever. You always looked sexy no matter what." she slapped her ass, her hand sinking into the flesh. "F-Fuck, so much jiggle."

"M-Mmph." Fluttershy hummed, loving how Gilda's cock was stretching her out and filling her.

Dash couldn't help but start thrusting her hips, pushing her cock into her friend's mouth and throat.

"F-Fuck, yeah, keep doing that Shy. Your mouth is so damn tight and warm."

Gilda couldn't help but slap Fluttershy's butt again. "Damn, I'm getting close, and the way you're squeezing my dick. You want it badly, huh? Want to get fucking filled up with my baby juice, huh?"

"M-Mmmm, hmmm." Fluttershy nodded her head a little, her vagina squeezing Gilda's cock, not wanting her to pull out.

"Fuck, I can feel you squeezing. Oh, fuck, here I come!"

"H-Hey, no fair! I'm not gonna be left out!"

Dash's cock started to leak, ready to shoot her semen into her friend's mouth. Fluttershy was waiting for it, ready to swallow it.

"H-Here I come!"

"Same here!"

"AHHHHH, AHHHH, M-Mmmmm, ahhhhh."

Both Dash and Gilda groaned, their hips thrusting, their cock's twitching, and they both unleashing a huge amount of cum into their friend's body. Dash shot her semen deep into Fluttershy's throat and stomach, the girl gulping it down, not wasting any of it. Gilda, on the other hand, kept pumping her thick semen into her, shooting her load like a fire hose, filling her with her sperm.

Fluttershy could feel her body getting warm and full, she loved it, even the smell and taste of Dash's semen. She was like a pig being stuffed as it was being spit roast.

'So good, so full, I-I'm in heaven.'

Soon, their release started to die down, and finally, they pulled their cocks out. Fluttershy rested between them, laying on the seat with her butt still sticking out. Her vagina was dripping cum. The view was so erotic and beautiful.

"Heh, I think she's knocked up. Look at all that cum dripping out of her."

Dash blushed a little. "W-What if she is." just thinking of Fluttershy getting pregnant makes her feel weird, and horny.
Gilda leaned down, grabbing Fluttershy's ass cheek, spreading her open, seeing her messy pussy, filled with her thick semen. She licked her lips, wanting to taste the delicious meal before her.

"Dude, don't!" Dash grabbed her friend, pulling her away. "Let her rest a bit."

Gilda could see the expression in Dash's face. It was a mixture of concern and arousal.

"Fine." she said, letting Shy's ass go. She smirked, however. "I know you want to her fuck now, so go ahead."

"W-What?"

Dash watched as Gilda pointed at her cock, showing it was still hard as ever.

"You want to knock her up too, don't you, Dash? Wow, never thought our little Dashie was into that."

"S-Shut up."

"I won't judge. I mean, seeing her with a big round belly, full of our baby jizz, it's such a turn on. I bet she's already knocked up with how much we put into her."

Dash couldn't stop the thoughts from entering her mind. The idea was such a turn on, and her dick was telling her so, twitching and leaking a little.

"Come on, fuck her. Knock her up. We'll make a big happy family. A family where you'll be the mommy and Shy the mommy. While I'm the daddy and we'll have so many children."

"Ahhhh, ahh, ahhh."

The sound of Fluttershy panting and moaning, her body sweating a little as she was tired from all the sex.

"Damn, this is so hot."

Gilda stroked her cock, looking at the two of them.

"I-I can't, G-Gilda. S-She's our friend. This is wrong."

Gilda rolled her eyes. "Come on, you love her, don't you? You wouldn't have fucked her for a reason."

Dash sighed, knowing that her friend was right. She loved Fluttershy, a lot since she noticed her feelings for her since tonight. She gulped as she looked down at Fluttershy, thinking about making her a mother and having their kids. That thought alone made her lose her common sense, and she picked up Fluttershy, letting her rest on the seat while she loomed over her. Dash gulped but Pony Up and slowly pushed her cock into her, making her moan louder.

"Ahhhhh, F-Fluttershy, your pussy is so wet, a-and warm. I missed fucking it!"

"D-Dashie."

"I-I can't control myself. I'm so sorry."

Dash grabbed her friend's hip and started to thrust into her. Pounding away, fucking her pussy like no tomorrow.

"A-Ahhhh, s-so good. S-So, so, ahhhh, soooo, goooood."

Gilda was getting turned on again as she watched her two friends fucking like dogs in heat, but what really caught her eyes was Dash's fine butt as it was going up and down. She always found Dash's small ass to be cute and hot, even more so how fit and tune it was. No jiggles off the cheeks but it not all asses need fat to be damn sexy. She got up and she aimed her cock at the ass....

"Ahhh, mmmm." Fluttershy moaned as she started to kiss Dash on the lips.

Gilda placed the tip of her cock all over Dash's ass cheek, rubbing her head against it. She could see Dash's thrusting stopping and her body getting spooked by the sudden feel of a cock near her butt and soon near the entrance of her asshole.

"H-HEY! WHAT ARE YOU DOING BA-"

Gilda loved seeing the cute expression that Dash had on her face. She was going to enjoy this as she did a powerful thrust with her cock into the tight asshole, making Dash moaned loudly with a hint of pain.

"Heh, sorry I saw the back door open and I just had let myself in, Dashie." she started to thrust, pushing the rest of her length inside her friend's asshole. "So fucking warm, and tight... I hope you don't mind if I stay a little bit, right?"

She was pounding her friend's ass, feeling her cock sliding in and out of it, sure it was rough at first but it became easier as her pre-cum started to cover the insides making it wet.

"B-BITCH! AH!" Dash wasn't enjoying it at first, but she soon was as the pain started to lighten a bit. "I'm gonna get you back for this!"

Gilda smirked, seeing how easy her friend was in letting her fuck her donut hole and going to back to fucking Fluttershy like nothing happened. Gilda couldn't help herself as she went to town on the poor anus.

"G-G-G-GILDA!!!" Dash shouted with bit of pleasure while still fucking Fluttershy. "Take it down a bit, holy shit! I didn't know you were into anal sex this bad!"

"Heh, sorry but damn Dash, has anyone told you have a nice cute ass, because you fucking do!" she kept pushing more, forcing the hole to expand more. "Ahhh, damn. This ass is so tight, so hot. So fucking soft and smooth. I can't wait to fill it with my thick creamy seed."

"N-No... no ever comment on my butt before..." she could feel her cheeks were blushing. She quickly ignored what her friend said and returned her focus on fucking Fluttershy while she was getting pounded herself.

Fluttershy was getting pounded by Dash, her pussy being fucked hard, and getting penetrated deeper. Soon, she could feel Gilda's weight as she dropped over Dash, making poor Dashie the middle meat of this love making sandwich.

"A-Ahhhh, ahh, ahh."

Gilda couldn't help but play with her friends nipples, pinching them, pulling and rolling them. She had best of both worlds, small and big, every guy and girl's dream.

"S-So, so, so, so, ahhh, fucking, fucking, AWESOME!!!" cried Dash, hugging Shy's waist, while as she could see Gilda's hands playing with breasts.
Fluttershy couldn't think, the only thing on her mind was the pleasure she was feeling. How great it was, how amazing it was. She was feeling light-headed, her eyes were spinning, and her body was going crazy.

"A-AHHHHHH!!!!!"

Fluttershy's tongue was hanging out, her eyes were rolling back, and she felt a huge orgasm coming very soon!

"A-Ahhhh, Shy, ahhhh, your pussy is gripping my cock."

"T-That's because you're about to fill her womb. I can tell you are about to cum as well Dashie boy, as your ass is sucking my dick."

"O-Oh, ahhhhh, ahhhh, AHHHH, YES!!!"

Fluttershy cried and screamed, her arms wrapped around Dash's neck, not wanting her to let her go. Her eyes rolled back, her tongue sticking out, her breasts pushing up.

"G-G-GILDA, D-DASHIE, A-AHHHHHHH, A-AHHHHHH!!!!!"

Fluttershy was feeling too much, she could feel something coming, something building up inside her. Soon, all three came at the same time. Dash shot her load deep into Fluttershy's pussy, painting her womb white, Gilda was pumping her semen into Dash, flooding her bowels, and finally, Fluttershy's vagina shot its load onto Dash's crotch and thighs, squirting like a water gun.

"OH, YEAH!!!" cried Gilda, letting the sensation fill her whole body.

"I-I, love, I-I love, ahhhh. BOTH OF YOU!!!"

Fluttershy passed out, resting her head on the car seat. Dash was breathing heavily as she felt her cock go soft once more. She looked over and could see that Gilda's cock finally gone soft as well, slowly falling out of her butt. Both girls rested a bit. Dash helped Shy get more comfortable by her more room in the back car seat while she sat closer to Gilda, by sitting on her lap. She watched as Gilda who took out a lighter and a pack of cigarette.

"You really want to smoke?"

"Yeah, need one after that shit."

She took out a cigarette and placed it between her lips, lighting the end, she breathed in, letting the nicotine enter her body. She then blew it out, the smoke covering her face and head a bit.

"Damn, that hit the spot."

Dash shook her head and reached over, rolling down the window.

"Dude, what the hell?"

"I'm not having a smoky car."

"Whatever, not like your dad's gonna smell it."

"True."

Dash and Gilda didn't talk for a bit. They were busy enjoying the quiet, and the aftermath of sex. Gilda blew her smoke outside the car. Then, Dash asked, "So, what's the plan now?"

"What you mean?"

"I mean... you told us you loved us, both of us."

Gilda said nothing for a second. "...yeah?"

Dash could see the cute expression that her friend was making.

"I mean, is it, are we gonna do this again, or, or...what. Like, I'm totally down for a poly relationship between you and Shy here. But, I mean, are you sure, or."

Gilda sighed, finishing her cigarette early and tossing it outside.

"Fuck, you're not going to let this go, are you?"

"Well, I mean, you looked like you truly loved us, so, yeah."

"Damn, you're a real pain, you know that."

"So, is this a yes or a no?"

Gilda rolled her eyes. "...yes. Damn, I said it, okay."

"Are you sure?"

"Fuck, what you want me to write it down on a piece of paper and sign it." she pulled Dash closer to her, kissing her on the lips and then letting go. "There! The seal of approval! I love you, Rainbow fucking Dash, and our stupidly cute childhood friend, Fluttershy, who I'll be banging the fuck out of in the future. Same with you."

"D-Don't say that."

"Oh, please. Are you scared of my cock or-"

"...I want you to do it more gently."

"Huh?"

Dash couldn't stop her heart from racing. "You, you're not gentle when you're pounding away at my fucking asshole."

Gilda chuckled a little. "Yeah, but, I figured you like it rough, or."

"No, no. I like the idea of a gentle fuck too. I want you to love me gently too, okay." she blushed super hard. "Plus, I want to sit without being damn sore, like right now!"

Gilda could feel Dash trying to get comfortable on her lap, but couldn't. She felt bad but no way she was going to show it...

The two sat there, looking out of the car window. They soon spotted Rarity and her date. Dash explained who Rarity was dating to Gilda.

"Of course she would date someone like that." she took out another cigarette, but asked something. "Why are they sneaking about? Is she ashamed to be seen with him or something?" they could only see Rarity and Capper's head as they traveled among the cars, not standing up.

Dash noticed this. "Odd. She was fine being with him when she arrived. Like, he's a nice dude."

"Maybe he has a small cock or something?" Gilda joked, laughing and blew out the smoke.

Dash laughed as well, but she didn't defend the guy because all she knew, maybe Gilda was right. Rarity is a high class girl and if people learn she's dating a guy with a baby penis, her image will be ruin.

As the two kept watching them sneak out of the parking lot and head to the waiting limbo, Fluttershy woke up and sat up. She could see her new lovers didn't notice her. She looked down at their soft cocks. She wasn't done with sex just yet...

"Hey, let's yell at them! I wanna see the annoying bitch get all f-AH!"

Dash was gonna ask what was wrong, but she too suddenly felt something. Both of the cocks were being rubbed by Fluttershy's hands. They looked toward, seeing her lustful expression. Dash remembered this, as she was being milk dry before Gilda came along.

"Oh shit..."

Gilda was gonna say something but Fluttershy forced Dash out of Gilda's lap and on her body. She took the dick and aimed it at her pussy and dropped Dash's hips, making the cock slam into her vagina. Dash was back on top of Shy, she started to sweat as she knew what was going to happen again...
Gilda was going to make a comment but Fluttershy raised up, grabbing her arm, forcing her over Dash's body, sandwiching poor Dash again.

"Fuck her in the ass again." Fluttershy demanded.

"What the fuck." Gilda didn't know what was happening. Was Fluttershy taking control now, or something.

"Do it, now!"

"I, ugh, fine, fuck. You better enjoy this, Dash because i'm not doing it softly like you want."

Gilda was about to enter the asshole, but she heard Fluttershy's voice.

"Gently!" she turned to Dash as well. "BOTH OF YOU!"

The two gulped as Fluttershy's face looked very serious and deep tone matching it, not like the shy girl they knew. They did what she wanted. Gilda entered Dash's asshole, slowly. While Dash did the same, entering Shy's vagina fully. The two were moving slowly, feeling the tightness, warmth, and friction between their bodies.

"AHHHHH, AHHHH, OH, FUCK, AHHHH."

Dash couldn't handle it, it was a mixture of pleasure, pain, and so much more.

"F-Fuck, man, ahhhhh, Dash, your asshole is still, ahhhhh, tight."

"M-M-Mmmmmm, ahhhh, yes, ahhhh, yes, ahhhh, slower"

Fluttershy loved the feeling of Dash's cock and how she was moving, she also loved how Gilda was doing it gently to her lover. Seeing the happy faces on both of them. Sure, hard and rough sex was fun, but sometimes a good slow one was great too. She couldn't help but start kissing Dash on the lips and fondling her breasts, making the girl moan.

This sex round, Fluttershy was taking the wheel...and many more after during and other nights...

A few years down the road, the three would marry each other. Fluttershy would also have twins a year after, and thanks to the magical semens, the twins belong to both Gilda and Dash.

end of ch2

Big Night: C-side

Let's turn the clock and back before the night ends to see what happened to Rarity and her date...

Rarity and Capper stood next to each other as they got their pictures taken. They smiled and the camera clicked, capturing the moment.

"And that is it, folks. Now, remember to come back tomorrow to pick up your copies, and have a nice evening."

"Thank you, good sir." said Rarity, as she and her date walked away.

Capper held Rarity's hand, leading her to the meal. "Shall we, dear?"

"We shall."

The two were about to get in line, when Rarity noticed AJ and her date leaving the gym. The way AJ is blushing and gigging, made Rarity gasp with horror!

"DEAR HEAVEN!"

Capper took a plate but was suddenly dragged away, making it spin in the air and being caught by Pinkie who joined the line. Capper wasn't too happy about missing out on free meal as his collar of his red trench coat was being pulled.

"Rare, sweetheart, what's the big idea?"

Rarity slammed him to the wall as she stood by the exit of the gym.

"Darling, AJ and her date are going to do the deed!"

Capper fixed his fancy red suit. "Okay? So?"

"I need to see if she does it! We're all virgins, and AJ is going to lose hers!"

Capper could see the fear and worry in her expression. "I don't see how that is a bad thing. I mean, aren't you going to have sex with me later tonight?" he placed his hand under her chin, making her look into his eyes. "My little diamond, you wanted it and I accepted your invite for it. You never made it a big deal out of it and neither have I."

"That's not the point, my dear. It's just, we've always been a group of virgin friends, and AJ is about to have sex. That means she is one step closer to becoming an adult."

Capper sighed, knowing what Rarity meant. He was dating a 18-year-old, and he was 20. He could tell how insecure and scared she was, and wanted to ease her fears.

"Tell ya what, sweetie, why don't we NOT follow them, and I'll show you a good time by dancing, okay. Then, you can relax, and stop worrying about your friend's love life." he took out a rose from nowhere and handed it to her. "Besides, you'll be a adult later tonight, so chill and enjoy the night."

"I-I, that is true. We will have our first time together soon."

"Then, let's forget about your friend and enjoy ourselves."

"Alright, darling. Let's have a wonderful evening."

"Great."

The two went to the dance floor as jazz music started to play. Capper showed off his dance moves as he's a pro-dancer.

"Oh, how lovely." Rarity commented, loving how her boyfriend was showing off.

He held out his hand, letting her join him. She placed her hand on his as he spun her around. Both were having a great time.

"You are such a great dancer." she complimented.

"I try. I mean, I have to impress the ladies, right." he lowered her backwards, getting closer to her face. "It's how I got you, no?"

She giggled, loving how confident he was. He helped her up and the two danced around the floor, enjoying themselves.

"Wow, the stars are so beautiful tonight."

"Not as beautiful as you."

Rarity blushed at the corny compliment. "Silly boy, I know you mean it, but you're such a cornball."

"It's the truth."

They dance for a long while, spinning around and having a good time. The closer they got, the closer they were to kiss. Their lips almost touching... when suddenly Rainbow Dash voiced could be heard yelling.

"YEAH! FUCK HER GOOD, SUNSET!!!"

The music stopped and everyone, including Rarity and Capper turned to Dash who was sitting next to Fluttershy. Rarity could see her idiot of a friend lowering herself to under the table, disappearing. Rarity blinked, her mind rewinding in what Dash shouted and when it hit her, she gasped loudly once more.

"Welp, here we go again." Capper comment, once again being dragged away by his lovely girlfriend.

In the hallway, Capper waved and pointed at the passing ladies until he finally spoke up to Rarity.

"Sweetie pie, why and where are you dragging me to now?"

Rarity stopped, letting him stand up. "Didn't you hear Dash? She said good luck to Sunset in...in..." she whispered in his ear. "Fucking Twilight!" she stepped back and looked at where her two friends had gone off to.

Capper sighed. "Okay, okay, so your friend is going to have sex with your other friend, big deal. Didn't we have a talk about this not long ago? Why does it bother you so much."

Rarity had no answer. She didn't know why she was so worried about her friends sex lives or their first time. She just was. She wanted them to have her first time to be special and with the right person, and sure Twilight dating Sunset is completely fine, but Sunset isn't human. What happens if something magical happen!? Ruining their love making?

"I just want their first time to be a great memory, that's all. I'm not, worried about it, just, just want it to be perfect, you know."

"But it won't. You and the other girls' first time will not be perfect. You guys will have different ways of doing it. You might have a perfect evening in bed with me, AJ might have an outdoor fuck, and so on." he held her shoulders. "What matters is you will be happy and enjoy your first time."
Rarity took a deep breath, knowing Capper was right. Her friend's lives were none of her business. But she couldn't help but worry a little.

"Alright, I will stop. Let's go back and- huh?"

The two watched as the couple walked past them. Capper saw nothing wrong with them, but Rarity did! She could toilet paper stuck under their shoes and heels. She couldn't believe it!

"My word! Doing it in the bathroom of all places! On a very special night too! Hmph!" Capper asked her what she meant. "Doing it in the bathroom!? A lady shouldn't have their first time being banged in a dirty and disgusting public restroom. It's not right!"

Cut to Rarity and Capper in the bathroom. Rarity was checking her make-up and hair in the mirror while Capper couldn't believe what was happening. He tossed his big red trench coat in the sink where Rarity was.

"Really?"

Rarity puffed her cheeks out and flicked her eyelash. "Yes, really."

"Why!? Didn't you say it was wrong for a lady first to be in the bathroom? So why do you want to have our first time here?"

"It's different." she answered.

"How is this any different, babe?"

Rarity turned to him, pointing her fan at him. "Because we are going to have a romantic first time, not a wild one. I am not an animal, dear. Now, take your pants off, and let us have sex."

Capper chuckled and went to the door. "No way."

Rarity beat him to it, locking the door and folding her arms. "Dear, I'm horny, you're horny. So let's do it."

"No, no way, baby. You can't order me around."

"Oh, dear, yes, I can. You see, when a man dates a lady, it means the lady is in charge. When that happens, the lady gets to tell the man what to do and what not. That's how dating works."

Capper knew better than to fight with his girlfriend, because she's damn annoying when she acts like this. He gave up.

"Okay, okay! So, are we doing it in the stalls?" he opened it, revealing how somewhat clean it is.

Rarity laughed, fanning herself. "Heavens no! Not there!"

"Ugh, okay what about near the urinal."

"Don't be crass, Capper! Of course not. Who knows when it was last clean, plus I don't wanna smell like piss."

Capper rolled his eyes. "What about-"

"No."

"Well, what-"

"Not on your life!"

"Here?"

"Do you want me to dump your sorry ass!?"

"UUUUGGGGHHHHHHHH!!!"

This went on for a good awhile. In the end, the two were arguing, and Capper was fed up.

"Listen, babe, if we're not going to fuck, then I'm out of here."

Rarity was gonna protest when suddenly, there was a very loud sounds. Whatever it was, it spooked them, and they hugged each other, even the lights went out.

"Darling! What was that noise!?"

As Rarity said that, her body glows a bit which made Capper's body glow. She took out her phone, turning on its flashlight feature. She could finally could see, but she was feeling... odd. She could feel her very hot like she was burning up.

"Sweetheart, are you okay? Your body is hot."

"I-I'm fine, love."

He was going to touch her cheek, but she stepped away. "Are you okay, babe?"

"Yeah, it's just, umm..."

Capper couldn't believe what he was looking at. Rarity's chest grew in size to the point that the top of the dress could hardly contain her big tits.

"Sweetie, your breasts."

"W-WHAT!?"

She looked down, seeing her rack was growing. She quickly unbuttoned her top, letting her boobs fall out. She could breathe without feeling any discomfort.

"Oh dear, this is so odd. First the noise, and now, my, my."

Capper gulped, he couldn't believe Rarity's chest had grown in size. He loves smaller chest ladies, but he wouldn't lie. He loved them big as well. Something within was growing and burning. Burning so much that something snapped within him. He grabbed Rarity's fancy bra, ripping it off causing Rarity to be stunned how Capper was acting.

"Darling! How unbecoming of you! This isn't how a gent-ahhhh!"

Capper forced her over the sink and kissed her neck, and groped her breast. Rarity was so confused about what was going on. But, something was happening to her.

"N-No, n-no. Darling, d-darling, what has gotten into you?"

He pulled her hair, exposing her neck. He bit it like a male cat would do if it was going to mate. He started to rip and tear Rarity's dress, slowly revealing Rarity's white skin.

Rarity knew this was so wrong, but she started to enjoy how forceful Capper was. It made her feel like she was in a dirty porno.

"Oh, my, oh, darling, this is, ah, ahh, ahh, ahhh."

Her body felt like it was on fire, a fire that only Capper could extinguish. He kissed her lips, forcing his tongue into her mouth. She closed her eyes, accepting the kiss, wanting more of it. Her mind was starting to become foggy, she couldn't think straight, not anymore. All she wanted, was to be fucked.

"AHHH, DARLING, PLEASE, DO ME, MATE WITH ME!" she demanded, as she also started to rip and tear Capper's suit, revealing his lean and smaller muscular build.

Capper didn't say a word, his instincts had taken over, and he was going to make Rarity his woman. He ripped the last piece of clothing off her, revealing her clean, virgin pussy. It was dripping wet. Rarity also finished ripping off Capper's underwear, revealing his long and hard cock. It was ready to impregnate the woman in front of him.

"Ahhhh, ahh, please, C-Capper, put it inside." she moaned.

"Ah, yes, sweetheart."

He slammed his cock inside her, breaking her hymen. Rarity yelled in pain, tears falling from her eyes. Capper could feel her tightness, it was amazing. He could feel the red blood rolling down his penis, but he didn't care. His woman was bleeding, and he had to make sure she was alright.

"Darling, you okay?"

"Y-Yes, love, m-move."

Capper didn't need to be told twice. He started to thrust and pump his cock in and out of her pussy. Rarity could feel her mind becoming nothing, the more he thrusts, the more she became his and his alone. Fucking in a shameful place, mating with her date, it made her body hot.

"D-DARLING, OH, AHH, YES, MORE, MORE, FUCK ME, FUCK ME HARD, AHH, YES, I'M, AHH, YOUR'S, YOUR'S ONLY."

"F-Fuck, baby, so tight, so tight."

Capper couldn't believe it, the pleasure, the heat, the warmth, the friction, everything felt amazing. Rarity's insides hugged his dick, squeezing it. He wants this to last forever.

Rarity could feel Capper's length reaching the deepest part of her. She enjoyed it, she never had such pleasure before. Her body was burning, her pussy was soaked, and she felt her body becoming lighter. She could hardly keep herself up, but Capper wasn't stopping, nor did she want him too. She wrapped her legs around his bare waist, locking him in place.

"C-CAPPER, I-I, I-AHHH, I'M, AHH, AHH, GONNA, AHHHHHH!"

Rarity fell off the sink and forced Capper down with her. A loud thud could be heard as Capper kept thrusting in and out. The floor was cold, but the warmth of their bodies warmed the room up.

"BABY, BABY, I-I, AHHHHHHH!"

Both climaxed at the same time, both of their juices mixed together and spilled onto the floor.

Rarity was panting, her breasts heaving. Capper was also panting as he recovered his strength. Both were coming down from their highs, and realizing what they did.

"Oh dear."

"Fuck."

The two sat up, trying to fix their appearance. Capper's clothes were ruined, and Rarity's were as well.

"This is awful! My dress is ruined! How am I supposed to look pretty now?"

Capper wanted to say something, but his warmth feeling now felt like a forest fire. He wants more, more, MORE! He grabbed her arm, making her gasp.

"Oh, C-Capper, d-darling. Wh-What are y-you doing?"

He pushed her to the floor and flipped her around. He was gonna thrust her in her but saw a dim glow coming off her ass. It started to grow, making her slim ass into a big booty queen. This alone made him ram his cock into her filled pussy.

"CAPPER, DARLING, IT'S-IT'S, AHHHH, TOO, AHH, SOON! I'M STILL! AAAAHHH!"

He was fucking her doggy style now. His hips slapping against her big booty.

"F-Fuck, your pussy, it's so-so hot."

He moved Rarity's hair a bit, allowing her back neck to be exposed. He bit it, marking her as his. Rarity was loving it, her ass bouncing and the slaps were music to her ears. Her mind turned to mush again, she couldn't think, she was just a slut.

"A-AH, YES, D-DARLING, MY-MY, P-PUSSY, M-MATE WITH, AHH, YES, BITE, ME, MORE! I'M YOUR SLUT OF A CAT! I'M-I'M, I'M YOU'RE ONLY BITCH!"

Capper loved the tightness and the fact that his girlfriend's pussy was growing in size to his fit his length perfectly. It was heaven, and he couldn't get enough. He could feel his tip hitting the cervix, and it was making Rarity moan louder.

"AH, AH, YES, DARLING, KEEP, AH, MAKING, ME, YOUR'S, ONLY! FUCK, CUM INSIDE, ME! IMPREGNATE ME!"

Capper didn't answer as his mouth was still biting her neck.

"AH, AH, AHHHHHH, I'M, CUMMING, DARLING, I'M, CUMMING!"

He was pounding her pussy like a wild animal, making sure to reach the deepest part of her pussy.

"YES, C-CAPPER, YES, I'M YOURS, I'M, N-NO, AHHH, N-NOTHING BUT, YOUR'S, AH, CUMMING, CUMMING, MMMM!"

Rarity had another orgasm, her pussy leaking out her juices, her face a complete mess, and her mind was shattered. She lost her virginity once more, and it was all thanks to the loud sound they heard.

Capper, who was also coming close, couldn't stop the flow, he had to finish and cum inside her, and so he did. He bit harder but not too hard on her neck and slammed his hips against hers one last time, unleashing his sperm. Rarity felt his hot and sticky seeds filling her womb.

Capper pulled out and let go of her neck and licked it. He started to purr like a cat would after being pet. He hugged her naked body and rolled her onto her back. She could hardly move and could only lay there. He sat on her stomach, his semen covered cock resting near her lips. He pushed forward a bit, making the head brush it against her red lipstick covered lips. She opened her mouth and started to suck the tip. Capper moaned, loving how amazing it felt.

He stroked his shaft as Rarity sucked and slurped the tip. The smell of sex was all over the bathroom, but neither could care. The pleasure was the only thing that mattered.

"Ah, ah, fuck, sweetheart. Your, ahh, lips, ahh, feels, ahh, good."

She moaned, loving the compliments and how Capper was stroking himself.

"I-I, mmm, want, m-more."

She didn't have to wait as Capper started to force his length down her throat. She gagged, but was soon used to it. Her mind was gone, the only thing she wanted, was to serve her mate.

"Fuck, your throat, feels, ahh, damn good." he thrust his hips as he placed his hands on the cold floor.

Rarity tipped her head slightly, seeing how full Capper's balls were again."Mmm, ahh, ah, ahhh."

She kept her mouth open, allowing her boyfriend to use her as he pleased. Capper was moaning loudly, loving how her mouth felt.

"Ah, ah, FUCK, R-RARITY, I'M, AH, GONNA, CUM, I'M, AHHHH!"

Capper shot his cum down her throat, forcing her to swallow. Rarity's eyes rolled up and was losing herself. She could feel her belly getting full and her chest growing a bit, her boobs were getting bigger, and her body was growing a bit, but not by much. Thick as curvy thick.

Capper pulled out, letting his seed leak and spill onto her face. He was panting, his warm feeling fading a bit. Rarity was panting, her face, neck, and chest were a mess, but she was smiling. Capper's mind returned to normal as he dropped to the floor near his girl.

"Rarity, honey. I'm so sorry! I don't know what came over me."

Rarity turned her head into him, placing a finger on his lips. "Shhh, darling, it's fine. That was wonderful."

"Really?"

She nodded and hugged him, his face between her breasts. "I had the time of my life."

He smiled. "Me too."

"Let's go to your place and continue our night."

"Oh, umm, okay, I guess... but..."

Rarity tip her head. "But what?"

"...well."

He sat up and helped her up. That's when Rarity realized what he meant. Their clothes were torn and ripped apart. They were naked.

"Oh, oh my! We are naked in the school! All the senior students and teachers are her!" she started to panic, looking for a way out, but nothing. She stood up. "MY IMAGE WILL BE RUIN IF WE GET CAUGHT IN HERE! I CAN SEE IT NOW! THE FASHIONISTA RARITY! CAUGHT IN THE BOYS BATHROOM WITH A OLDER MAN! OH, NO, THIS CAN'T BE HAPPENING, IT JUST CAN'T!" Capper became weirded out as Rarity summoned a fancy sofa and fell on it.

Capper sighed and pulled her to him, shutting her up. "Hey, hey, honey. Don't worry, we can just sneak out by heading to the part of the section of the school that is empty. Here."

Capper let her go and leaned over to the bottom of the sink, getting his trench coat. He got up and got behind her, dropping it over her.

"There, you aren't naked anymore." he gave her a smile.

Rarity held the coat in disbelief. Capper was going to give her his coat to hide her shame, while he stayed naked. This made her tear up a bit. She leaned over, giving him a kiss.

"Thank you, my love."

He gave her a wink. "You're welcome. Now, let's go. Hold my hand."

Rarity took his hand and held on tight. She knew the risk was high, but it's the only choice. She took a deep breath and followed her man out the door and into the halls.

"Okay, babe, you know the way. I'll be following your lead."

"Yes, dear, hold on."

She tip-toed the best she could. Her high heels wasn't making it easy, so she took them off and held them in her hand. They continued on down the dark hall. They were in luck, no one was down this part of the school... until they heard voices and footsteps. They quickly hid in a classroom and heard an older woman's voice. Capper had no idea who it was, but Rarity did. It was Luna.

"Keep looking! I'm sure whoever fired off that firework within the library is still here! Check down that hall and you three, follow me!"

They could hear them running down the halls, disappearing. Rarity opened the door and peeked out.

'A firework? Was that what we heard? Library? I wonder if Sunset and Twilight are connected to that?'

Capper lean over her shoulder, looking out.

"Is the coast clear, baby?"

She nodded, and they hurried out of the room and back down the hall. They finally made it to the stairway that leads outside. They were finally out and needed to head to the limbo that Rarity always has. The only problem now was getting there as between them and the limbo was a few students in the parking lot.

Capper hid his junk. "Looks like we need to sneak between the cars." he smirked at her. "Now it's your turn to follow me!"

Rarity was a shocked to see Capper sneaking car to car like some sort of secret agent. She giggled at how silly he looked, but he was doing this for her, she guessed. She followed his lead, joining his side. They snuck, dodged, and avoided the other students. They stopped to rest, Capper felt so alive.

"Man, I miss doing this! I feel so excited, and my heart is racing."

Rarity giggled and leaned against his bare chest. "I can tell darling." she looked done, seeing his dick was hard.

"Huh, what?"

He followed her eyes and chuckled, his cheeks were red. "Sorry, honey. I got excited and, well."

She placed her fingers on his lips. "Say no more, love. It's natural, especially for men."

He started to act cool. "Yeah, umm, can you help me."

Rarity didn't know what to do. She wanted to jerk him off, but it was too risky to do so.

"When we head to your place, I will."

"Really? Awesome."

The two finished their break and continued their journey. Rarity had to admit, this was the most fun she had in a long time. Capper was the best thing to happen to her, and she knew he would take care of her. As they snuck by a certain beat-up car, Rarity could see her limbo.

"Capper, darling, we're here." she whispered as she got in front of him.

Capper was looking at Rarity's ass, somewhat not listening. His cock was near her thick ass, making it leak pre-cum. "Sure. Got it."
Rarity pulled his hand, and the two hurried into the limbo, and they closed the door. Rarity told her driver to take them to Capper's home, making the limbo leave the school's parking lot. The two were on the fuzzy floor, laughing and having the time of their lives.

"That was fun, wasn't it, darling?"

"It sure was, sweetie."

Rarity smiled and sat up. "Well, let's head back to your place and finish the night off."

"Sounds like a plan."

They started to make out, their tongues dancing. Rarity's driver could hear and see everything that was happening, but didn't mind, not when she saw the long cock, and her boss's daughter sucking and stroking it.

'What a lucky bitch. I wish I had a boyfriend with that kind of cock.'

She sighed and closed the back window.

Finally, after the crowning of the king and queen of the prom. We find AJ and her date, Dirk Thistleweed, were red in the face and their bodies pushing against each other from behind, making a loud rocking sound.

"Come on, apple pie! We are so close!" AJ said, being pushed from behind.

Dirk was breathing hard. He wasn't used to this like her. AJ was much stronger than her. "I'm trying my strong, sugarplum."

"HARDER!" AJ shouted, feeling Dirk's body pushing against her hard. "ALMOST! THERE! AH!"

They came...

...came in moving the venting machine off Pinkie and her date. AJ and Dirk were sweating as they fell on their backs.

"We did it, sugarplum."

"Yea, we did, apple pie."

Pinkie stood up, holding a ton of snacks and drinks. "Thanks Applejack! When we tried to get that stuck bag of chips, it fell over us after we tried shaking it. Thanks a ton!"

AJ and Dirk stood up, not looking too happy.

"Pinkie, you could have died! Luckily your man was holding it back as much as he did! Allowing you to call us to come out and help you!" she sighed, looking up at the night sky. "I think the school had fireworks this year for the prom, and we missed it because of ya."

All four sat on the crib, grabbing the snacks they like. As they ate, AJ noticed something.

"Hey, where are the others? I figured they would come looking for us or something. We have been gone for a good while."
Pinkie tossed a cupcake into her mouth. "Maybe they are fucking?"

As AJ was drinking her juice bottle, she quickly choked. "Wh-What? Pinkie, they would never! They should wait until marriage! It's wrong to do it before then."

Dirk was drinking his water and looking a little sad. He suddenly felt Pinkie's date hand on his shoulder. He looked and had a smile on his face, as he was wearing a pony head mask.

All four enjoyed the rest of the prom hanging outside and eating snacks...

End