A Ponyville Breeding

by Infatuation

First published

Twilight struggled with her libido ever since her ascension to alicornhood. Luckily, her friends are there to drain her swollen, overproductive nuts, and to bear the alicorn stud's foals.

Twilight's got a fat horsedick, and her alicorn ascension brought with it an untamable libido and an urge to breed which she (naturally) tries to suppress. It turns out that after having gotten a taste, her friends might just be even more into it than Twilight herself. You know what you're here for, right? Like, this sure isn't the first story with that plot hook, and it won't be the last one, either.

You can expect copious amounts of semen in belly-bloating, condom-bursting quantities, cum addiction, breeding and mentions of pregnancy, cock worship, Twilight being an awkward, horny dork, Rainbow Dash being Rainbow Dash, and Rarity struggling to find a compromise between 'good friend' and 'cum-thirsty broodmare'. Really, this is just drawn out, wholesome, exhausting sex with a side of breeding thrown in.

This story was a commission by Avenging Hobbits, feel free to thank him for his good taste or to include him in your prayers.

Chapter 1

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Ascension to alicornhood had introduced challenges to Twilight Sparkle’s life which she had never seen coming.

Sure, ponies treated her with substantially more respect, and even those additional few inches of height she had gained were really nice, but… Well, there was one massive, virile and throbbing problem in Twilight Sparkle’s life that she could really do without. A few spells to ensure that her obnoxiously oversized stallionhood would be less obtrusive were one thing, but that wasn’t the real issue. No, the real problem was her constant, overpowering desire to have sex. Her libido. Keeping that under control proved to be a lot more difficult than she had thought.

She had tried to ignore it entirely, sure. In vain. The first two days had been bad enough, but on the third one… Well, she didn’t like to talk about that one. It had been embarrassing enough that someone had caught her staring after random mares while drooling onto a table in the Sugarcube Corner, and Twilight did her best to pretend that had never happened.

Not like that solved anything. With every day that had passed her ‘little problem’ had gotten worse.

Throb. This wasn’t the first time Twilight Sparkle had woken up only to realize that she had been humping a pillow for the past two or three hours, and it certainly wasn’t going to be the last time either. She let out a drawn-out, sleepy yawn as she sat at the side of the bed, grumbling down at the veiny pillar of a horsecock that protruded from between her legs in its powerful, virile glory.

She had stopped wearing pajama bottoms a while ago, instead resorting to slipping on a single XXXL-sized condom just before going to bed. With how much slimy, sticky precum her overproductive nuts churned out on an hourly basis—even when she was sleeping!—that really was the only way to ensure she didn’t have to change her sheets every morning. The sheer amount of preseed her balls produced was baffling, made all the worse by the fact that it was dwarfed by her actual cumshots.

Twilight yanked the bloated, swollen condom off her cock, tied it up, measured its weight, and then set it aside to the three other beachball-sized cum-balloons already lying next to her bed, before quickly scribbling down a note in a notebook.

‘Another 10% heavier. Note to self: Custom condoms. These won’t be enough in ~13 days. Princess Celestia warned you, but this is getting out of hand.’

Throb. Of course, that immense, purple beast of a horsecock was still as hard as it could be, and she knew that it wasn’t going to go down unless it received some serious attention… Hngf… She hated to be such an annoyance, but she needed help for this. She almost fondly remembered the days when mere self-stimulation—or ‘jerking off’ as her friend Dash would call it—had been enough to keep her shaft in a semi-flaccid state and her mind clear. Even having to suck herself off for an hour whenever the sun rose was vastly preferable to needing her friends just to even come close to emptying her balls.

Even now, as Twilight sat there and grumbled to herself, feeling so fucking embarrassed about having to ask for help again, her horn was glowing and she was gently, slowly working a magical sleeve up and down her throbbing column. Both of her hands joined in, a single one not enough to fully wrap around its girth. Throb. This kind of chronic masturbation had become a habit for her. Too often Twilight found herself brooding over a difficult paragraph or formula, barely even noticing that one of her hands had slipped down between her legs to stroke herself off. But still… it just wasn’t enough. Not anymore. It just wasn’t the same as plunging her shaft into an inviting fertile mare’s depths.

Hngf. Twilight shook her head to keep her thoughts from trailing off. She couldn’t think straight while she was pent-up. She needed to take a shower. A cold one. Once that had been done she’d take care of this.

The alicorn was still grumbling as she made her way to the bathroom to take a nice, thorough shower, her imposing, womb-wrecking slab of a horsecock remaining in its fully hard, throbbing and pre-gushing state the entire way through. Not like she had expected anything else.


Less than half an hour later a message scroll teleported into existence right in front of Rarity’s eyes, the mare having just stepped out of the bathroom herself not too long ago. The seamstress’ eyes lit up with excitement as she unraveled the paper. She would never admit so publicly, but ever since the first time she had found herself on the receiving end of Twilight’s demanding, cum-drooling beast of an alicorn-cock, it had become one of her favorite fantasies with which she entertained herself in lonely hours, a hand between her legs.

Its size, its virility, and its smell. For how girly and cute its owner was, Twilight’s slab of mare meat had a masculinity to it that’d make Big Mac blush with shame. Rarity still struggled to come to terms with just how often her thoughts trailed off to Twilight’s stallionhood, but there was something about the pungent taste of the alicorn’s semen that just had her crawling back for more again, and again. She had realized that she was more hooked than she’d like to admit, but… Really, Rarity found it difficult to blame herself.

It’s not like it was her fault that Twilight’s thick, creamy jizz was so intoxicating—she was an alicorn, after all!

Besides, Twilight was her friend, and that’s what really mattered. That Rarity found herself craving every little drop of addictive, potent seed Twilight had to offer, and fantasized about going so far as to move in with her, and devote hours of her day to the task of worshiping every single inch of musky, potent dick that swayed between Twilight’s legs was just an additional bonus.

Maybe even knocked up with one of Twilight’s foals. Rarity’s thighs clenched together as the naughty thought rushed through her mind, and she felt a familiar warmth threatening to trickle down between her legs.

Goodness. How scandalous~! If anyone knew that she entertained such thoughts, she would be so ashamed she’d never be able to show herself in public ever again.

And yet… She knew that Twilight had already impregnated Fluttershy. It’d been an accident. Pinkie Pie, too. One of Twilight’s condoms had burst, and that had been it. Rarity knew that both mares seemed strangely happy about the fact, so… Rarity swallowed. The thought made her nervous, and very, very excited.

Rarity pressed her muzzle against the letter and took a deep sniff, taking in the potent, heady musk that clung to it, just like it permeated every single inch of Twilight’s home at this point. She had been worried about being too clingy, but if this letter was another invitation to come over and help her out, then Rarity had played her cards exactly right.

“Dear Rarity,

I am so, so sorry for asking this from you, but I really need your help. Again. I know that it is a lot to ask, and that you are a very busy mare, but I will make it up to you, I promise! It just will not go down, no matter what I try.

I hope I can count on you, I wouldn’t want Rainbow Dash to have to handle me all on her own, and I am not sure if Fluttershy will be able to make it.

Again, I am really sorry for this! I know I can’t make up for something like this, but… well, I really owe you something, okay?

With love,

Twilight Sparkle

PS: I would ask Pinkie Pie, but she really needs some rest after what happened yesterday.”

Rarity found a smile growing on her lips. “Oh Twilight… You might be a princess now, but now and then you’re so flustered that it’s almost like on your first day in Ponyville.”

The seamstress was humming happily as she rummaged through one of her closets, putting on some gorgeous lacy lingerie, as well as a short skirt, and just enough of a top to make herself presentable in public.

A few minutes later she dashed out of the door.


Twilight had been so caught up in the act of self-cock worship—hugging her shaft against her chest, pampering it with kisses, panting—that she hadn’t even noticed Rarity’s entrance, until the mare was standing right in front of Twilight’s seat, most buttons of her blouse already opened to proudly present her impressive cleavage. Rarity cocked her head at the sight.

“Darling~?”

Her eyes were drawn to Twilight’s dick, but even then there was a genuine look on concern on her face.

“H-hi, Rarity…!” Twilight panted weakly “Oh sweet Celestia, I’m so glad you’re hot… I-I mean… you’re here.” Throb. The purple shestallion’s cheeks where flushing up with heat, and her cock pulsed as the memories of their last encounter—Rarity sucking, worshiping Twilight’s length as the shestallion had leaned back and tried to read, still insisting that all of this was purely platonic—rushed through her mind. Her shaft only seemed to grow thicker, bigger, and harder at the sight of her beloved friend, if such a thing was even possible.

“I’m so s-sorry for asking you for this, I mean… Oh Celestia, I feel so full. It’s like it’s still getting worse…” Twilight mumbled as her tool twitched with greed. Precum was gushing, dribbling from her flare at such obscene quantities that she could easily fill entire glasses with the stuff over the span of seconds or minutes.

Throb.

Truth be told? Twilight looked like a mess, at least from Rarity’s point of view. Her fur was soaked with precum, of which she was still pumping out more and more, and everything about her tense posture suggested that she was nearly as nervous as she was horny. Throb. And goodness, she looked horny! About ready to jackhammer a mare into next week... Rarity bit down on her lower lip. Maybe she’d have to train Twilight and give her some encouragement… It was clear that Twilight wasn’t in control of her own dick, but Rarity couldn’t help but wonder what would come once Twilight mastered this step of her journey.

Even as she stood right in front of her awkward, bookish friend, the thought of a powerful, dominant Princess Twilight who knew exactly what she wanted, that her own friends were addicted to her cum, and who demanded that Rarity better drop to her knees and service her cock send a naughty shiver down her spine. Mhf… Maybe she’d have to guide her into it. Eventually. Rarity fluttered her lashes. “Twilight dear~?”

Twilight blinked, still weakly, subconsciously thrusting into her hands. “Nf… Y-yes Rarity?”

Rarity put a hand on Twilight’s cheek and pulled her in for a gentle kiss as the bookworm froze up. Their lips met, and Twilight needed several seconds before clumsily returning the affection. The seamstress’ dainty fingers grasped for her cock, giving it a squeeze. Throb.

As Rarity pulled away, they shared a smile. “Twilight, you don’t need to be so nervous, okay? This is what friends are for. We’ve spoken about this before, darling.” Precum gushed over her diligently painted nails as she began to jerk Twilight off with slow, steady motions.

“Nnff… F-fuck… Rarity… I-I don’t think Celestia ever said anything about having to have s-sex with—“

Rarity had placed a finger on Twilight’s lips. “Ah ah ah. Try to relax. I will take care of this. And I swear by Celestia that I won’t leave your home until I’ve made sure to drain you of every. single. drop.”

Twilight calmed down, smiled and nodded as Rarity fluttered her lashes at her. Friendship. Her friend wasn’t going to make her wait. Rarity dropped to her knees, her hands wrapped around Twilight’s girth as she introduced her lips to its flare, leaving a cute, perfectly-shaped lipstick mark that’d soon wash away in a deluge of pre. A second kiss followed soon after, and then a third, Rarity trembling with excitement as she started to slather every single inch of the shebull’s heavy, twitching horsecock with her affection.

For a split-second Twilight tensed up before she repeated the mantra in her head: ‘That is what friends are for. To help each other.’ Rarity’s words calmed her down, even as her friend worshipped her cock with increasing hunger, gently guiding Twilight into properly spreading her thighs. “Oh Twi, don’t worry about it, okay~? I’ve helped you out before, and…” Her nostrils flared up to take in Twilight’s musky, heady scent. “Mf… Just focus on…” She took another deep whiff before she’d even finished the sentence, mashing her muzzle right against the base of the alicorn’s veiny, heavy fuckspire. Snfff. “Mf… oh sweet Celestia, you’ve got no idea how much I’ve waited for this…“

Her lips wrapped around the thick flare, guzzling the copious spurts of precum while her hands stroked up and down Twilight’s girth. The alicorn squeaked. “…Y-you did?” Her hips bucked, gently thrust into the motion, but Rarity placed her hands on her friend’s legs to slow her down. Other than that, Twilight received no answer. Obviously. With several throat-bulging inches of horsecock penetrating her mouth there really was no way she could speak.

Throb. Twilight bit down on her lip as Rarity fought to appease that twitching beast between her legs, struggling to get the hole-stretching flare past the entrance of her throat, managed, and took Twilight down as deep as she could. All the way down to her thick medial ring, then a little further to the base of her sheath. She smiled up at Twilight, who was fighting the urge to thrust. A few moments later Rarity ascended, leaving a pretty ring of lipstick around the base of Twilight’s column.

“See? That wasn’t too bad, isn’t that right, Twilight~? Don’t try to hold back, I want every. single. drop. you have to offer. That’s why we’re here. Nfff… I know I shouldn’t love this as much as I do, but… the taste of your cum is just… I love it. I really do, Twilight. It’s so good.”

Rarity’s hands had been gently jerking up and down Twilight’s cock, and that coupled with the wanton lust in her voice was enough to push the hung bookworm above the edge. Throb. Rarity barely had a split-second to wrap her mouth around the thickening flare, just as the first thick, pungent rope of addictive jizz burst forth and hit the back of her throat.

So fucking much. All it had taken was about two ropes of cum for Rarity’s cheeks to bloat up with the sheer volume of semen Twilight’s pent-up, swollen nuts pumped out, forcing her to swallow faster just to not spill a single drop of the shestud’s semen. Rarity’s eyes rolled back in bliss as the heady, virile taste flooded her mouth, sticky, slimy semen filling her up and rushing down her throat and into her belly. A short while later it was over, and Rarity gently pulled Twilight’s flare from her mouth with a satisfying pop, and giggled giddily, a strand of jizz that she’d lost dangling from the corner of her mouth.

“Hnnfff… You’re still hard, darling…” She was gently stroking Twilight’s cock, her friend panting a little. “I guess that means my work isn’t done yet, huh?”

Rarity leaned in and gave Twilight’s shaft a doting little kiss. No, her work truly wasn’t done yet. Not as long as they both wanted… needed more. Every single drop, just like she had promised.


As Rainbow Dash finally arrived at Twilight’s place, the alicorn was right on top of Rarity, and hammered the drooling, cum-thirsty lady and/or slut into the bed with the relentless thrusts of a stallion in heat. Who knows just how many loads Rarity had coaxed from Twilight’s nuts before this change of roles, but with how swollen with jizz the seamstress looked, it must’ve been a few. Loads dumped down Rarity’s hungry throat, or teased from Twilight’s nuts until she blew them right across the pretty mare’s tits and face, or even across the floor. A few thick strands of semen dangled from the walls, and even from the ceiling. Rainbow Dash licked her lips.

But apparently none of that had been enough, and now Twilight was slamming her stallionhood into Rarity’s depths, while the seamstress incoherently begged and moaned for more. Dash couldn’t possibly have picked a better time to come than this.

Even in the heat of the moment Twilight had managed to slip on a condom, but if her encounter with Pinkie Pie was any indication, that thing was going to burst the instant Twilight released a load of sperm-packed, dangerously potent alicorn jizz, and Rarity would be left with an impressive baby bump and several of Twilight’s foals.

Smack. Smack. Smack. The entire room, the entire house reeked of sex, sweat, and semen. The loud sound of Twilight’s balls smacking against Rarity’s skin filled the air, and Rainbow’s “Hey Twi, uhh… wait… woah… fucking nice…” coming from the balcony wasn’t even registered.

“Hnff… J-just a few more thrusts and I am going to pull out, Rarity, I swear! Oh fuckfuckfuck… why does it feel so fucking good…”

Rarity responded with incoherent moaning and twitching, her fingers clutching into the sheets and clawing at them. Strands of Twilight’s seed were dangling from her face, and if her mane was as much of a jizz-stained mess as it looked, cleaning herself up after this would take a few hours and several showers. Her clothes looked as if they’d been tossed aside, if not outright torn apart, and her heavy breasts bounced with every single one of Twilight’s thrusts.

Throb.

Throb.

Twilight whimpered a little. “Fuckfuckfuckfuck…”

She slowed down for a moment, but that merely delayed the inevitable by a few obscene, drawn-out moments. Her cockhead flared up deep inside of Rarity’s cunt. Her balls tensed up, ready to open the floodgates and release their pent-up, virile seed into her friend, tearing through the flimsy layer of latex and knocking her up.

Twilight panted, and thrust again. And then again. Her beast of a dick twitched, and she felt the first rope of cum travel up her shaft. Bliss. For a split-second, nothing but pure, obscene bliss, then realization hit her like a lightning bolt and she frantically yanked herself away from Rarity.

Hrk.. Wait, wha—

The tight grip of Rarity’s legs held Twilight in place. The seamstress’ legs had locked behind her back and kept her right where she was, denying Twilight any escape from pumping her pungent, mare-bloating load of sperm-packed seed deep, deep into Rarity’s womb.

Their eyes met. Twilight’s panicking, wide-open gaze screamed a silent “I can’t believe we’ve done this.” at Rarity, who looked back right up at her with a lovedrunk, giddy and happy smile suggesting that no, everything is right as it was meant to be. The condom held on, for a good few seconds, struggling to keep up with the alicorn breeder’s semen, whose sperm count had only climbed higher and higher over the past weeks, to the point where a single, sperm-packed teaspoon of Twilight’s cum carried more eager, egg-seeking swimmers than the average stallion produced in a whole week.

Pop.

The condom burst, putting an end to the flimsy barrier of latex that separated Rarity’s life from that of a swollen, baby-bloated broodmare. Her legs were still tightly clenched around Twilight’s back to hold her close, only slowly releasing their grasp as Twilight gave her a last few, hard thrusts, and pulled out. She was breathing heavily, yanking the broken remains of the condom off her semen-stained dick. Cum burst from Rarity’s pussy and dripped onto the bed.

“Jeez Twilight, you sure did a fucking number on Rares, huh?”

Twilight tensed up like a deer caught in the headlight now that she’d been caught in the act, only to relax just as quickly as she realized who’d spoken. Out of all ponies Rainbow Dash would be the least likely to chew her out over just having fucked a foal into one of her best friends. Dash had been shocked the first time, with Fluttershy, but all Twilight had gotten from her yesterday after Pinkie Pie had received a foal of her own was a casual shrug and a “Guess you’re just a fucking stud, Twilight, huh?”

Still, the awkward, bashful smile on Twilight’s face as she turned towards the pegasus was all too fitting for her. “Hahahah… Y-yeah, I guess so… I-I mean… I tried to pull out, but…”

Dash let out a snort and cocked a brow at Twilight, as if to affirm how banal this entire situation was.

Something about her friend made her pause. It wasn’t just the way she looked at her, though that was definitely part of it. It was… everything. Rainbow’s body was clad in skimpy workout gear that covered maybe twenty percent of her body. Those hotpants did nothing to hide her toned thighs, and her top was, if anything, even more revealing. She showed off several inches off bare midriff, of blue, toned abdomen, right up until that flimsy, thin top just barely covered her breasts. It was a loose fit, but neatly hugged her modest breasts, which looked about ready to burst free below it if she did so much as jump. Rainbow Dash certainly wasn’t wearing a bra either. Twilight could see the outline of her perky nipples. For a mare that never seemed to care much for what she looked like, Dash sure had put a lot of work into her appearance today.

Rainbow Dash smirked back, and it suddenly clicked deep inside of Twilight’s brain as she stood there, staring at her friend as her half-hard cock drooled onto the floor. Wait, did Dash want to…

Throb.

“So Twi… You down to fuck a foal into me or not?”

Throb. That was it. Twilight nearly cursed as she felt blood rush into her breeding pole of a stallionhood, causing the half-hard, cum-drooling beast to grow thicker and harder all over again. Pulsing, throbbing veins, that womb-scraping flare, and her overproductive, swelling nuts. Again. Like the mere smell of a in heat was enough to set her breeder instincts off. A few moments later she felt her cock produce a meaty smack as it hit her own belly, just as hard as when she’d woken up.

“Dash, you can’t be serious.”

Throb.

Rainbow rolled her eyes and came closer, grabbed Twilight’s cock and guided it up so that it hooked below her top and slid between her tits, while her other hand pulled the alicorn down for a kiss. Mwah.

“Psh. Whatcha so afraid of, Twi? How ‘bout this: you fuck my brains out like you did with Rares over there. Put a condom on, or two or three if you have to, I don’t fucking care.”

Twilight nodded slowly. “But...”

“Shush. Twilight. If you really don’t want me preggers, then just pull out. Shouldn’t be too difficult for Princess Celestia’s perfect student, eh?” The words made Twilight flush, and Rainbow just smirked.

Rainbow continued. “I’m not going to pull any tricks on you like Rares did, got it? Now. Shhhh.” She’d put a finger on Twilight’s lips, even while grinding herself against the alicorn’s cock. “I know what you wanna say, but spare me. Just like... pin me down and fuck the shit out of me, okay?”

Twilight nodded.

Throb.


Several loads later, the meaty sound of Twilight’s overproductive, but slowly deflating balls smacking against Rainbow’s skin still filled the room, pumping several more pints of the alicorn bull’s sperm-packed seed into the pegasus’ womb. Dash’s feisty, brash taunting and teasing had given way to loud moaning which probably half of fucking Ponyville had heard, and Rarity had somehow managed to sleep through all of that, her right hand clutching her swollen belly.

But at the end of that hard, overpowering fucksession even Dash’s voice had gotten so hoarse that all that was left of it was needy whimpering whenever Twilight thrust into her, staring up at her friend with a rare happy, submissive smile on her face.

The air carried the heady, pungent scent of sweat and sex.

Twilight had Rainbow Dash pinned down beneath her, hammering into her with the relentless, powerful rhythm of a jackhammer, leaning in only to give Rainbow Dash gentle kisses. Their hands were clutched together. Even so, the alicorn looked visibly exhausted. Her mane was a mess, and sweat was dripping from her chin onto the mare beneath her.

“F-fuck, Dash… I can’t believe I…” Twilight bit her lip.

Rainbow’s breath was heavy and deep. She managed to get a few words past her lips.

“You know that Rares and me are like, totally preggers, right?” Twilight felt a perverted, horny shudder down her spine, and a deep feeling of embarrassment. The words had been enough to cause her cock to twitch.

“Nff… Y-you don’t have to rub it in, Rainbow, it’s already bad enough that Pinkie and Fluttershy got pregnant, but now…” Twilight was panting, still gyrating her hips as if it was the easiest thing in the world. “Oooh, sweet Celestia, how am I going to explain this to the princess…” Twilight moaned and grumbled as images of her mentor flashed in front of her eyes, first with a disapproving stare, then with a seductive look, and shortly after striking a pose on her bed and begging Twilight to fuck a foal into her.

“Oh fuck fuck fuckfuckfuck… T-tia… fuckfuck…” The embarrassed bookworm bit down on her lower lip, the mental image pushing her into a last frenzied, needy rut with the last of her reserves. Rainbow Dash clutched into the sheets, panting like a whore as Twilight hammered her into oblivion. Twilight’s cock didn’t seem to care that the mare below already looked so swollen with cum as if she was pregnant several times over.

Smack. Smack. Smack.

Rainbow panted, her words interrupted by obscenities and moans. “F-fuck, I wasn’t complaining, you know… fuck, how are you even still hard? I mean… fuck… will take some time getting used to, but… fuck…”

Twilight didn’t register a single one of Dash’s words.

Smack. Smack. Smack.

Dash twitched weakly at the end of Twilight’s cock, clenching down on its girth as another of her own orgasms hit, and Twilight rapidly approached her peak. She got faster, harder, then that flare thickened up deep inside of Rainbow’s cunt, and her nuts began to pump a few final ropes of thick, fertile seed into the pegasus’ womb.

Smack. Smack. Smack.

Twilight slowly pulled back, dislodging her softening, cum-coated beast of a horsecock from Dash’s pussy, a minor geyser of jizz following suit. Her knees looked shaky, and she stumbled back for a few steps, then stabilized herself with her wings. Rainbow Dash looked like a mess, and so did Rarity. Manes drenched with pints of slimy, thick semen, bodies coated with sweat, jizz and spit, and Twilight had no idea where either of their clothes were.

But.

At least she finally felt like she was spent. Her heavy slab of a horsedick softened until it was hanging between her legs, still dribbling and gushing a little. Twilight knelt down on her bed next to Rainbow, and allowed the worn-out, bred pegasus to hold on to her dick, and gently clean the remaining wads of semen clinging to its veiny surface. The princess gently massaged Dash’s belly, smiled, and let out a sigh.

This time it sounded almost wistful, rather than just frustrated.

Now. She really needed a shower.