Penthouse Pauper


“Don’t get me wrong, I can see why you’re suggestin’ me bein’ on top…”

“I should think that was obvious,” said Rarity. “I shan’t risk injuring you again. You’ll need to go slowly, as well. Perhaps withholding, deliciously…”

“What’s so delicious about NOT fuckin’?” demanded Applejack.

Rarity sighed. “There are so many things I must teach you. I’d hoped this would be, shall we say, the shallow end of the pool…”

Applejack glared at her unicorn lover as she lay on the bed. “I’ll fuck ya right side up, upside down, swingin’ from the barn rafters if ya want, but Rarity, this just don’t make sense!”

Rarity glared back, spread-eagled on her own bed, her tail artfully arranged in a fetching convolution of purple curls. Sturdy cuffs held her hooves, and gleaming chains ran from the cuffs to fastenings at the bed-posts. Not merely fastenings, either—each one contained a little glittering winch that could be turned by pony teeth.

The argument had begun when Rarity had fastened herself in, her magic working diligently to set up the apparatus—and said “Get me good and tight, darling!” to Applejack.

“You must allow me some of my own fun,” said Rarity. “I’m trying to share it with you. I quite trust you, darling. Isn’t that so obviously the point?”

“Wull, yeah, but… ain’t gonna be much in the way of thrustin’ stallion hips, the way you reckon things ought to be…”

“Fine! If you wish thrusting stallion hips, you supply them! I am of the opinion that to break in your marehood safely, I had better leave the moving to you. I simply wish to do that in a way I find arousing, and of course that may include withholding if you so choose. Is that so hard to understand?”

“You wanna be tied down—so’s you can’t even move or nothin’—and then have me NOT fuck ya?”

“The power is entirely in your hooves. You have complete freedom,” said Rarity. She licked her lips. “Imagine when it’s your turn to be helpless. I am. I assure you of that, darling.”

“Meanin’ you’re imagining it, or meanin’ you’re helpless?”

“Both,” said Rarity. “But please, attend to those winches! I want to be tight, it’s just not the same otherwise. Pretty please? I’ll make you an extra omelet for breakfast.”

Applejack squinted at her suspiciously. “One of them frou-frou omelets where I need an extra one anyway to do a day’s work?”

“Oh, come on, Applejack, don’t be such a big baby!”

Applejack’s lip stuck out in a pout. She walked deliberately around the bed, leaning over to tighten each winch as Rarity insisted, her eyes watching Rarity’s expression all the while. Her eyes narrowed, for with each winch’s tightening, her unicorn lover’s expression grew more sensuous.

“Exactly how tight you want them things, Rarity?” she asked.

Rarity made a little snarl of lust, baring her teeth. “Hardcore!”

Applejack shook her head. “I ain’t givin’ you but a little tiny bit more, sugarcube. Them winches is geared down, I can see that plain. I’ll take up all th’ slack and that’s it.”

“Coward. Fuck you. More!”

Applejack shot Rarity a hard look. “Coward I may be but I ain’t as dumb as you think. You just said that hopin’ I’d see red and give it a few more cranks. Right?”

Rarity’s smirk was all the answer she needed.

“Well now—I’m done crankin’. You ain’t goin’ nowheres. So, ya magic the bit into your mouth now, and I ride you off into th’ sunset? That it?”

Rarity smiled up at Applejack from the bed, the magic bit gleaming cheerfully from the pillow beside her. “What happens now is whatever you wish. Work your will upon me, and learn the ways of this new experience. Oh—unless I say the words ‘spikey-wikey’. That means, desist at once—it’s a thing called a safeword and I would have you respect it. You need to devise one before I’ll allow you to take this role.”

Applejack was speechless, and then… “You are SHITTIN’ me.”

“Not in the least. I’m perfectly serious and I need you to acknowledge that before we start.”


Rarity winced. “For Celestia’s sake don’t ever tell him. I’m good enough that I’ve never needed to use it. But you’ll agree it blows a big hole in the mood?”

“Just a bit!”

“Good. Remember that. Because I hasten to point out—‘no’ is not a safeword with me. Do you understand?”

Applejack stared at the spread-eagled unicorn mare, startled. “Uh…”

“Screaming is not the safeword,” added Rarity. “Begging you to stop is not the safeword. This is a little game we play with each other, and these are the rules. You’ll have rules of your own, that you decide upon. These are mine. I have one safeword, which I have told you. I shan’t forget it and I’ll trust you not to forget it—but NOTHING else is the safeword. Do you understand?”

“Aw, Rarity!” said Applejack, helplessly. “Why ya gotta…”

“Do you understand, Applejack?”

Applejack sulked. “Yeah. Yeah, I understand. When you say hardcore you ain’t fuckin’ around, huh?”

“When you see where it brings me, darling, then perhaps you’ll understand better. The ball, as they say, is in your court. Take me!”

Applejack sat on her haunches, staring at Rarity. “Excuse me for noticin’, but y’all set things up so you’re helpless, and now you’re bein’ snotty and demandin’. You can’t expect me to do what you tell me or you wouldn’a trussed yourself up like that. I’m jes’ wondering how crazy you ‘spect me to git.”

Rarity lifted an eyebrow, batting her lashes.

Applejack licked her lips. “I’mma have myself a lil’ snack. Just ta see. And cos’ I din’t get enough that one time. How’s that grab ya?”

Rarity wriggled in her restraints. “No?” she said. It was, so obviously, in the form of a question.

“Well, now, what if I was ta say yes yes yes?”

“No,” said Rarity. Somehow, it was still a question—or in quotations.

“Crazy pointy-head pony,” muttered Applejack, and grinned. “You’ll say somethin’ else if you mean it. I believed you. I ain’t stupid.”

Rarity wriggled again, staring with wide eyes as Applejack clambered onto the bed and loomed, her head dipping to between Rarity’s legs, her breath hot against Rarity’s elegant vagina.

“Last chance ta wikey…” suggested Applejack, and her tongue lolled playfully, glinting with saliva.

“Hnnnn!” groaned Rarity, trying fruitlessly to wriggle away. Before Applejack’s eyes, her pussy winked, good and hard. She said nothing, absolutely nothing, about ‘wikey’.

Applejack leaned in—and helped herself.

Rarity’s head went back, her teeth bared, her muscles tensed as the country pony’s tongue stroked her mound, caressing white curves and pink labia. She couldn’t get away from the gently nuzzling head between her legs, nose nudging her privates, tongue exploring them—she could tell Applejack wasn’t trying to keep from drooling. Her tongue felt wet, her groin cool from the evaporation of Applejack’s saliva against her.

Applejack squirmed, wriggling in a little closer to the apex formed by Rarity’s tight-stretched legs, glancing up across Rarity’s body in concern—for she heard her lover panting, and felt Rarity’s inner thigh shuddering against her cheek. She wondered if the crazy pointy-head mare needed more direct attention in there. Lickin’ up the legs was all well and good, but if you didn’t like lickin’ anyhoof, it might not be going the right direction.

With a satisfied “Mmmmmmm…”, Applejack pointed her tongue, and sunk it between Rarity’s elegant lips, pushing it into unicorn pussy and savoring the heat and wetness that enfolded it.


Applejack grinned, in spite of the awkward position of her tongue. “Ooo ike at, mm?”

Rarity wasn’t answering—except with shudders, jolts, and bared teeth. The change in her was astounding. It was plain to see why she’d begged to be strung tight—her muscles stood out, her body tensed and alive, her tail twitching under Applejack’s chin. Her ass clenched, and as she let out a series of high-pitched whimpers, seemingly trying to repress words, her vag began winking spasmodically against Applejack’s tongue.

“Oh yah…” managed Applejack. “Oh ‘y ‘ove…”

It was always so uncomfortable, thought Applejack. Made you wish you were—well, Pinkie Pie—or that you had a tongue like some snake that just stuck way out, because it was such a strain. She hadn’t got nearly enough practice while she was with D… yeah. She thrust her tongue as far forward as she could, which still left so much unicorn pussy unreached, and she pressed her face hungrily against Rarity’s crotch, twisting her head, working her tongue within Rarity’s depths—or at least as far as she could reach, which seemed to be a few inches. Pinkie wasn’t so crazy, thought Applejack. This was fine—awful damn special. Even if she couldn’t have Dashie’s pert excitable vag, this was real fine… her flesh was maybe even more silky, her juices as juicy, her flavor a little muskier which was an interesting contrast against how clean and white her body was. And oh my, how she shook and kicked—or tried to kick, anyway—and those little screams she was makin’, it was a beautiful thing…

“NGGggg! GRRRhhh! Do it! Ravage that filthy hole!” cried Rarity, thrashing her head from side to side.

Applejack’s eyes flew wide. “Uht ‘ilhy hole?”

“Desecrate me! Ngggh!”

Applejack pulled her head back, her tongue retreating, ashamed, into her mouth. She stared in astonishment at Rarity’s gaping vagina. It was juicy as anything, gleaming rosy pink all over. It looked delicious. It had been delicious.

“Now see here!”

Rarity’s head came up, and she was glaring. “Do it!”

“What the hell? It ain’t filthy, dammit! It’s lovely! Why would ah shove my tongue in a filthy hole? That there’s a beautiful ponypussy on a beautiful pony lady!”

Rarity gritted her teeth, squeezing her eyes shut. “Don’t ruin it for me, okay?”

“Well see here—I was tryin’ to…” began Applejack.

“I was about to come, damn it! Get that slobbery stiff appendage in there and use me like I was wretched refuse!”

Applejack’s head went back further, staring at Rarity’s irate gaze in shock and anger, her eyes going between the sapphire fires of Rarity’s eyes and the gaping, expectant fever of Rarity’s aroused vagina. She felt her brow furrowing, felt that she was glaring at her lover, and it was like a flashback to the times Dashie had goaded her into stallioning good and hard. She spotted the bit, still glittering on the pillow by Rarity’s head.

“Stiff appendage, huh?”

Applejack lunged forward and snatched up Rarity’s bit, between her teeth, and felt a stallion’s cock spring into existence between her legs—and perhaps it was her mood, but it was a hard, angry cock, not on Rarity’s scale but flared out aggressively and stiff as stone.

“T’me t’ take a ride!”

With that, Applejack scrambled forward, jockeying for position, readying herself and placing her hooves—and pushed her stiff stallionhood into Rarity with one firm, deep thrust.

Applejack’s “Nggghh!” was drowned out by Rarity’s squeal, but for a moment Applejack wasn’t hearing a thing. Her full attention was on that delicious sensation as her flared cock-head tucked in, squeezed, and popped through mare tightnesses to plunge into the wet dark warmth made for it—Rarity’s fierce vaginal grip stroking down the length of her shaft and clenching aggressively at the base. It wasn’t the sharp, pinchy sensation of things going wrong, it was the fully engaged clench of sheer lust that had met her, and it was a feeling she’d written off too easily.

It was also weird at the same time—for she was thrusting her cock into a body splayed out to the bedposts, pinned and immobile against anything she could do. Rarity would not be hugging her back, or kicking her legs out in ecstacy, or writhing in her embrace. If she thrust too deep, she’d not be nudging her lover forward—the hapless unicorn would be trapped in the vicelike grip of the hoof-cuffs, stretched tight while she’d begged to be strung even tighter, and Applejack’s powerful hindquarters would be delivering brutal forces to Rarity’s insides.

Applejack took a breath, trembling, and began to move her hips with care.

That grip was so firm… it felt amazing. Applejack wished she could have two heads so she could watch the turgid, throbbing stallionhood wedged between Rarity’s legs, tugging partway out and then plunging gently to her lover’s depths, thick shaft steadily vanishing within pony vulva like some magic trick, to be drawn back out glistening and dripping. Rarity wailed, made guttural moans and groans through gritted teeth, squeezed her eyes shut and thrashed her head around—and there was no mistaking the feeling of juicy mare, that warmth and suppleness and easy glide that revealed Rarity was lubricating like crazy.

It was beautiful, even with the bondage, thought Applejack—she was getting into a lovely rhythm, her stiff stallion-cock plunging noisily into her mare over and over. And gosh, it was noisy: from everything she could tell, her size and her flare were working great for Rarity. She remembered Twilight telling her how the flare expanded out, how it felt enormous sliding back and forth inside you, and from looking at Rarity’s lust-maddened eyes she could well believe every word of it, and seeing the mad lustfulness she was creating worked her up more, and she grinned around the bit as she swung her hips with joyful care, thumping Rarity’s insides just right with each plunge…

It built and built until Rarity was squealing again, and the noise was beyond belief—outrageous squelches and slurps. Applejack had a feeling Rarity was lying in a puddle of her own goo—there was no way she hadn’t oozed all over her own ass and dripped down onto the bed, and a hint of concern snuck onto the country pony’s face. She slowed up just a bit, panting, and looked cautiously at her lover, who seemed about to explode.

“Y’all… okay w’th th’ mess, sug’rcube?”

Rarity thrashed against the restraints, convulsed by the implication.

“NGH! YES! Mommy’s a filthy pony!” bellowed Rarity.

Applejack stared in horror, frozen mid-thrust, as Rarity writhed and exploded in climax, clenching noisily against the hard stallion cock, her horn glittering with weak magical sparks, drool coming unheeded from the side of her elegant mouth as her back arched off the bed again and again and her tail thrashed wetly against the sheets.

“AAAAAAH! NNNH! NGUHH! YES! HHHH! uhhh! filthy! ngghhh! ggyyAHH! hhh! hhh! hh…?”

Rarity’s eyes cleared just enough from the red haze of filthy, shameful, degraded lust she wallowed in—and saw.

Applejack’s lip quivered. She held her position, her cock thrust deep into her lover for better enjoyment, but Applejack’s eyes were tragic, tearful, her ears back in dismay. As Rarity watched, a tear dripped silently onto her chest, her filthy sweat-sullied chest. She lay beneath Applejack, penetrated brutally to the last aching, hard-used inch, gloriously degraded and befouled—and Applejack wept.

Rarity’s mind was still blurred by the ferocity of her orgasm, but she didn’t hesitate. She gulped, and then her horn flared to life again, working frantically on her own bindings, releasing the winches, unclamping the cuffs, tossing the gear off the side of the bed in a series of heavy clunks and metallic noises—and Rarity reached up with forelegs and hindlegs and embraced her lover in a tight hug.

“Oh, you poor darling!”

“Awwwww!” It was half a protest, and the other half was simply an outburst of crying. Applejack’s body was trembling in Rarity’s embrace. “Awwww, R’rity! N’wwwww!”

“Let go, darling, let go of the nasty old bit thing… that’s it, we’re done with that part, you don’t have to be that anymore, poor dear…”

Applejack let the bit fall, and her bulky stallionhood withdrew from Rarity’s squelching confines and was gone. She dropped her head and cried, letting Rarity stroke her mane. “Awww, Rarity! I’m sorry! It’s… I… I jes’ couldn’t keep up with all y’all kinkiness! Ah am so sorry!”

“Hush, hush—it is I who am sorry, beloved! I should have known it would not work for you, you wish to depart from the coarse realms of stallionnishness, how cruel of me to entice you into those waters again…”

Applejack shook her head weakly. “Naw, it weren’t that… aw, darlin’, I was tryin’ ta make sweet love! Why, why…” She gulped. “Aw, darlin’, all that filthy stuff, and callin’ yourself Mommy, and honey I jes’ couldn’t keep up, I’m so sorry, I couldn’t understand…”

Rarity’s expression was a glower, but it seemed directed as much at herself as it was at Applejack. “I see… baby steps, then, if even that… I am so hideously greedy, curse it, so insufferably voracious… though admittedly it played into my fetishes wonderfully…”

“I wanted to make hot love to you, darlin’,” said Applejack, with a sniffle. Rarity wiped her eyes with a careful hoof, and she continued. “You’re a precious pony an’ no mistake. How can I learn? I feel like I can’t understand what makes you happy. Even when I’m doin’ jes’ that! It makes me so upset…”

“Hush,” soothed Rarity. “First! It was wonderful for me. No argument! That really worked. But it hurt you, let’s go back to what worked for you… Second! Did poor sweet darling get stranded without coming? If you’d been a boy, Applejack, that look would’ve been you trying desperately to maintain an erection. Using a magical device ensures that—but still: was your pleasure spoiled?”

Applejack’s eyes were wide and forlorn, and she nodded in reply. “I’m sorry… I know you wanted me to share an’ all…”

“No apology necessary,” said Rarity, kissing her on the nose. “This life is all about negotiating scenes! It would be dreadful if there were no surprises and adjustments. This is how we know we’re keeping it real! Let us return to cleaner waters, ahaha, that are less threatening for you.”

Her horn glowed again, and the bit rose into the air. Rarity snapped cheerfully at it, and Applejack gasped as she felt the massive Rarity-cock thrust forth, under her belly, and then squeeze off to the side between her belly and hindleg, where it poked absurdly out into the air.

“H’re I am!” grinned Rarity, around the bit. “Did poor sweet d’rling want sweet love?”

“Aww!” said Applejack, tearing up again. “That was what we was gonna do, weren’t it?”

“W’snt, dear… but yes, it was time. Poor sweet girl… Rari-stallion’s s’rry about all that, r’lly…”

Applejack knit her brow. “Naw, it ain’t how you think, honestly it ain’t… Normally it ain’t no thing for me ta stallion… but if that’s the way you got to fuck, as a mare…”

“L’ts not worry about that now, d’rling?”

Applejack sighed. “Right. Let’s not. Uh… yeah, it would soothe my feelin’s to make love my way, I won’t lie. Are you sure you’re up for it? After what I saw? Is that really your speed?”

Rarity’s eyes were determined. “I ‘WE you th’t.”

“You owe me? I din’t ask if you could FORCE yourself into it,” retorted Applejack. “Will you even like it?”

Rarity sighed, stretched her neck up, and nuzzled Applejack’s cheek. “Do you tr’st me so little? P’rt of it ‘s caring. L’t me love you…”

Applejack teared up a little, again. “Consarn it, Rarity…”

“L’t me love you,” repeated Rarity, and they needed no further treacherous, useless words.

Applejack dipped her head, and allowed Rarity to nuzzle her, wiping away the tears with her soft nose. She sighed again, but let touch be her guide, let the warmth and the embrace soothe her—and they didn’t lie, there was love there, there was a deep caring. That had never really been in doubt, even as Rarity had gone to impossibly strange mental places in the heat of orgasm.

Rarity shifted her hips under her lover, gently, and the massive unicorn cock was squeezed between them, causing Applejack to giggle—which caused Rarity to smile a radiant smile, and shift her hips again, drinking in the sight of the overwhelmed pony feeling obviously better. Words hadn’t helped, but the loving touch helped. Soon, Applejack’s eyes had softened, and looked less sad.

Applejack began flicking her tail, as Rarity nuzzled up at her chin. Rarity looked a question at her, and Applejack answered with a solemn, smiling nod—and lifted herself, scooting forward against Rarity, first a little—and then, with an expression of amused exasperation, a lot. She ended up practically straddling Rarity’s face—by the time Rarity’s huge stallionhood had come to rest between her legs, she was balancing herself over Rarity’s chest, and thinking to herself how terrific it was to be a mare, when you got right down to it. And, she thought, she surely was gettin’ right down to it.

Slowly, she pressed back.

At first Rarity’s cock was just a massive blunt wall she pressed against, a hard warm surface that didn’t even tuck into her, but a wriggle of the hips fixed that. Applejack canted her pelvis this way and that until she felt an intrusive sensation—and let out a gasp, as Rarity instinctively pushed a little more.

“I sh’d put back the r’straints…” muttered Rarity, but Applejack brought a forehoof to her lips silencing her tenderly.

“Jes’ hold steady, mah love. I kin teach you this, too.” Applejack didn’t go into detail about why she’d said ‘too’, but for a moment she saw Rainbow Dash’s uncertainty in Rarity’s eyes and wondered why some ponies had such a time trying to be gentle. She blinked, realizing it was just as curious why she had such a gift for it. Maybe it had to do with the way she’d repressed it all her life and played the Apple matriarch. Such a waste!

Applejack didn’t explain further. She bent down, kissed Rarity’s muzzle, locked eyes and began gently squirming with her hips, painting the bulky unicorn cock-head with her juices and working it slowly into her body, again with that odd joyous solemnness—like she was the bearer of a special magic all her own.

The little smile she wore said, to Rarity, that she knew it. Rarity watched the beauty blossom, entranced.

It took such a long time. The massive shaft inched its way deeper as Applejack pushed herself back onto it, with tender bites of her lip, shivers and sighs, never hurried. Rarity held perfectly still, as requested, her heart pounding. It was a different kind of withholding—not of torment, but of self-restraint.

As Applejack’s eyes closed in sensuous ecstacy—Rarity’s eyes roamed and devoured.

Her earth pony lover straddled her, those supple, shapely hips squirming and coaxing the lovely warm-toned body inch by inch back upon her throbbing stallionhood, and Rarity caught every detail, the pulse in Applejack’s throat, neck muscles tensing and then working as she gulped, licking her lips with that little pink tongue that could be so innocent and so shameful—eyelids fluttering in a precursor of orgasm. Rarity couldn’t look away, and though she held her body still, it seemed to inflame her wild imagination. Her pupils grew more dilated as she felt Applejack’s taut pussy grasp and slide down upon her, and her mind whirled with fantasy.

As Applejack bit her lip again and whimpered sweetly, Rarity pictured her splayed in restraints, dragged onto the stallionhood by huge chains, a whip laying her lovely rear open with a savage crack. Rarity’s horn glowed for a moment, and behind Applejack, a riding crop lifted—and then dropped. No, thought Rarity. Not without permission. She hasn’t even got a safeword beyond tears…

As Applejack pressed a few more inches, her body shuddering and a great quavery sigh issuing forth, Rarity imagined a hulking red form straddling them both, imagined Applejack’s eyes flying wide as her tight asshole was reamed by… no! Rarity gritted her teeth. She would have to show some restraint even in her thoughts, damn it!

Applejack sagged for a moment, gripping onto Rarity’s cock real hard, and Rarity stroked her mane, staring off into space. There had to be a way to direct her imagination… yes.

Applejack lifted her head again, gazing down at Rarity with luminous eyes, the lovely blonde mane framing her adorable face, and Rarity saw the look of sweet determination, the panting eagerness, and held herself even more still for Applejack’s final moves—and they weren’t long in coming.

As Applejack pressed backward with all four legs and the last few inches of stallion cock pushed into her, Rarity felt pressure against her cock-head and saw her lover gasp and shudder—and imagined, feverishly, without moving a muscle.

While the reeling earth pony bore down and rocked back and forth, working the massive shaft within her in a cozy but mind-melting nudging motion, Rarity pictured what she’d seen before, what seemed somehow just as right as this—a cerulean blue body, rearing, a fine proud pegasus erection displayed brazenly—but instead of being in the front room of the Boutique, Rarity imagined this directly behind the two of them.

As Applejack began to cry out and shiver, Rarity imagined that pegasus coming down upon her, sandwiching her between motionless unicorn and wild winged pony, nostrils flared, eyes fiery.

As Applejack’s vagina began to clench, Rarity imagined the blue stallionhood ramming hungrily up Applejack’s ass, joining hers within earth pony body, the one huge and still within tight-stretched vag, the other plunging fiercely, wedging deeply up earth pony ass and shoving through tight-squeezed buttocks again and again, just enough stallion-ooze to avoid the awful scraped feeling, but only just, so Applejack would feel that amazing burn of hard friction with all her nerves alight…

As Applejack’s head went back in a cry of delight, her mane flying, Rarity imagined the cerulean hips fiercely fucking, the wings madly flapping, churning the very room with a wind storm—and that lean, athletic back doubling in a series of squealing spasms as the ravenous pegasus rammed it deep and…


Rarity came, hard.

Applejack squealed as she felt it. The unicorn cock seemed to swell up and go off in a single mighty surge, and the impact of the come against her insides was unbelievable. Rarity had been so good, she thought—so gentle and quiet, and sure enough, it had worked. She’d brought her unicorn lover off through tenderness, without whips and chains and nasty things. She was already coming, but that blast sent her soaring—her scream was a quavery, awed epiphany, her body gave way and she sagged against Rarity, exhausted and limp, panting her satisfaction.

“Oh… sweet… darlin’….”

Rarity stroked her neck, cuddling her limp form. “Exquisite. Nnnh! Oh, you are a treasure, Applejack, you are wondr’sness inc’rnate…” she said, without releasing the bit.

Applejack panted some more, her heart still pounding. “I reckon… it din’t do no damage that time OH baby that feels amazin’… hhh! Oh my!”

“Mmmmm,” crooned Rarity smugly. “Nothing is too g’d for my exquisite mare.”

“And… oh, Rarity! You listened! Tender and gentle as anythin’, I could see how hard you was concentratin’…”

“Mm. Yes… hah,” said Rarity. Applejack was nuzzling cheek to cheek, her eyes shut, and missed the guarded look that passed across the unicorn’s face.

“What were you thinkin’ of, darlin’?”

Rarity froze for an instant, but it was only an instant.

“I w’s thinking of you… so exquisite!”

Applejack blinked, and lifted her head. “But.. Ah’m here, my love. What’s there left to think of?”

Wide sapphire eyes blinked. Behind them, a keen unicorn mind whirred.

“I could think ab’t you exp’riencing this…”

Rarity’s hips tugged, and Applejack’s eyes flew wide. That obscene tugging sensation, like something was yanking on all your insides—but all the more intense, since Rarity’s stallionhood was so massive that it wedged into Applejack’s pelvis like a cork in a bottle.

“Y’ liked that, exq’isite one?”

Applejack reeled, her heart pounding and her eyes unfocused. “Oh lordy…”

“H’w ab’t this?”


Rarity grinned, delighting in her wickedness, as she rocked her hips very slightly back and forth, jouncing Applejack’s quivering body. Deep within Applejack’s vagina, the fat cock’s head gently squelched in a bath of come, against her cervix. Rarity had unloaded such a flood that it drenched her womb, and she stared wildly at nothing as she experienced an entirely new sensation—so thick was the plunger, that none of the spooge could escape.

Instead, the gentle rocking worked it inside her, physically pumping it through her cervical folds and in and out of her pony womb—and rather than the come drenching her womb and resting there, it churned gently but insistently within the heart of her femaleness.

“Nhhh… ghhh… hhh! Uhhh! Ahhh! nggAAHH!”

Applejack’s screams of ecstatic release built and built, and Rarity held her in position as she shook and spasmed, knowing the darling mare wouldn’t have felt anything like it.

She’d done that herself with a pint of lube and a very large sex-piston machine, years before, but there was something special about the natural touch, thought Rarity.

Applejack stared into space with a stunned expression, even as her cries grew weaker—her mind too racked by pleasure to even register when Rarity brushed her mane out of her eyes—and again, when Rarity finally relented, the blonde country pony had passed out from the force of her own orgasm. Rarity smiled—and when firm stroking of her lover’s neck produced no sign of awareness, she finally dropped the bit from her mouth onto the pillow.

The enormous cock shrank and withdrew—and a gush of Applejack juices and still-disappearing stallion come flowed out of Applejack’s gaping, wide-stretched pussy, spilling across Rarity’s crotch and re-drenching the base of her tail and the bedsheets.

Rarity didn’t even react to the befouling. She’d shut her eyes, and was dreamily stroking Applejack’s silky mane.

She would not force Applejack to bathe with her before sleep. Not this time. She’d lie in it until they arose—in a peculiar way, she’d earned that, whatever Applejack might think.

“Mommy’s a filthy but sentimental pony,” Rarity murmured, “yes she is…”