The Catbird Seat

“Holy crap,” said Rainbow, flatly.

Gilda glared at her. “Hey, not so enthusiastic, Dash, you’ll hurt yourself.”

“What are you even doing here?”

“It’s not so much what as who,” said Gilda casually, and winced. “Or at least I thought so. The hell, Dash? Not cool! I thought we had something going!”

Rainbow’s eyes widened. “Are you kidding? You almost ripped my tit off!”

“Oh, really? Well first of all you shouldn’ta done me that good, and second,” said Gilda, “what were you doing? Oh, right, only kicking me in the head!”

“Obviously not hard enough!” retorted Dash. “Cause look at who’s back in town! I’ve changed, Gilda. You said I was a real griffon at last? Dude. Fuck that, and fuck you, and fuck the whole angry sex bullshit scene. You’re history—and I’m elsewhere.”

Dash turned to go, watching Gilda bury her face in her claws in apparent exasperation. Dash spread her wings and took a step—but behind her, Gilda cried out one word.

“Stop!”

Dash froze. That voice still rasped, but the edge wasn’t anger, for a change. It was pain.

“Please…” added Gilda, and Dash gulped. Pain wasn’t an adequate description anymore.

She turned, slowly, to look at her old ex-lover, her alien-species fling from flight school, and saw the unthinkable. Gilda was weeping, grinding her beak in anguish, her body pressed low to the ledge in a grovelling posture.

“Uh,” said Dash. “Gilda. What…” She gulped again. “What is going on here?”

Gilda hesitated. “Nothing,” she croaked. “Never mind.”

“Bullshit. Look at you. Do you mean to tell me…”

“I’m not telling you anything,” said Gilda. “Now that I know how you feel I’m not asking you anything either. Okay?”

“Maybe you should go home!” said Dash.

“It’d be nice,” said Gilda, miserably.

Rainbow Dash stared for a moment, then banged her hoof on the ledge again in frustration—and turned, walking over to Gilda with neat little clops of her hooves against the rock. The griffin didn’t look up as Dash stood over her.

“Listen. Gilda. It’s more complicated than that. You think you know how I feel? I bet you’re wrong there. I just don’t want you to hurt me, okay? That’s not a way I want to live anymore. I realize you get excited, but that last time… dude, you ripped my tit, there was all blood and everything, that’s not acceptable, I need that tit in working order and you can’t do things that way…”

Gilda’s eyes were widening. “But… but, Dash, I’m okay with that! I needed to talk to you about it. I had to realize some stuff—it’s not easy.”

Rainbow glared. “Gilda, the last time we fucked, you yelled ‘don’t get all pony on me now’! You had me buck the crap out of you. That went all kinds of awesome, let me tell you.”

Her sarcasm dripped off her words. Gilda didn’t match it. She just stared up at her pony lover, and she said, “I was wrong.”

Dash blinked. “What?”

“I was wrong. Maybe it was all those other griffins around, judging me. They thought I was a diamondhead, they thought I didn’t measure up. It seemed so important to be having sex their way, to be one of them.” She gulped, with a click of the beak. “I’m not. I’m a fucking diamondhead. A pony-head.”

“You have got to be kidding me. You twisted around and almost gutted me!”

Gilda pressed lower to the ground. “I’m sorry, okay?!”

“Gilda, you’re scaring me. What brought this on? Since when do you act like this?”

At that, Gilda’s head lifted. “Well, I wouldn’t be if you’d just fuck me already! I can’t help how I am! I can’t hide it anymore. I’m a big diamondhead.”

“I’m not a Diamond Dog,” replied Rainbow Dash.

“Dude, you’re six times better than any Diamond Dog,” said Gilda. “You were pure awesome when we were growing up together and I didn’t have the sense to understand it. And you got that magic bit thing, and holy crap, Dash, I’ve never had anything like that. Do you realise I couldn’t walk for half an hour? I was still shaking.”

Dash’s eyes were worried. “But…”

“I’m not just a diamondhead… er, pony-head,” continued Gilda. “I’m a you-head, a Rainbow Dash-head. I can’t sleep at night, thinking about you. And the other griffins notice. They’re all sneering—they know. I hate them now. I gotta be with the ponies, I’ll do anything, Dash, anything…”

“Gilda, I’ve got a steady marefriend now!”

Gilda blinked. “Well, you can’t both fuck me at once. I’d die, literally die. I mean, what a way to go, but still…”

“No,” protested Rainbow, “I’m serious! It’s Applejack, you remember her? Gilda, I had a kid. I’m a Mom. This isn’t fair…”

“Yeah, I remember her, pretty cool for a pony… wait a minute. Soooo… it’s not that you hate me now?” Gilda batted her eyelashes, her gaze still glistening from her tears. Her beak quivered, hopefully.

Dash sighed. “Listen. I never said I hated you. What I said was…”

“Woohoo!” squawked Gilda. She jumped up and bounded around Dash, cavorting and rubbing herself affectionately against Dash’s cringing body. “I was really worried!”

Dash looked around frantically. Off in the distance, she saw Derpy Hooves, apparently done with her mail deliveries. Nopony else was watching. She turned to Gilda. “Settle down! You’re not listening!”

“I promise, I’ll totally be pony style! I’m gonna be so pony for you, please please please let me into your life! And your marefriend’s! All the ponies, the more the better! Uh, maybe not that Pinkie Pie, she kinda pisses me off… oh heck, her too! Dash, you gotta let me be a pony with you guys. I’ve got nothing else!”

“What do you mean, nothing?”

Gilda blinked at her. “Duh! Griffin society isn’t nice with perverts. I tried to hide it for a long time. I had to pretend I hated you guys, and all the time I could remember your tongue exploring me, or that little hoof rubbing my pussy… and now I gotta remember pony cock, and nothing could ever be as good as pony cock. That one time… and now I’m here with you and I can smell you and I could taste you and argh! Dash! You gotta fuck me!”

With that, Gilda whirled and pressed to the ground, presenting for Dash, her goopy honeypot pouting and glazed with feline lubricants. Out of the corner of her eye, Dash saw Derpy Hooves do a doubletake and tumble off a cloud in shock.

“Gilda!” Dash yelled.

Gilda sagged. “What?”

“Not now. Seriously! Not now… I don’t even have the magic bit with me. I’m not sure it’d even work with you anymore…”

“Why not?” demanded Gilda.

“Uh, it got bigger. After I had Spy. My foal, Spy.”

Gilda whimpered, her eyes dilating, and Dash realized she’d fucked up again.

“Look, I’m begging you, Gilda. Just… let me think about this? Applejack, I gotta talk with Applejack. You really abandoned griffin society? For me?”

“They’re assholes,” said Gilda, as if it was obvious. “They’re bloodthirsty, violent assholes and I don’t want to be one of them anymore. Let me be a pony. Let me be your mare…”

“But you’re an asshole,” suggested Dash.

Gilda tensed, and then sagged, tearing up again. “Yeah. But… Dash, can’t I even try?”

Dash bowed her head, her mouth turning down in pained dismay. It was just impossible—yet she remembered that one afternoon in the clearing in the woods, deep in griffin territory—deep in griffin, for that matter. It wasn’t just Gilda’s passion as Dash took her—that was a given.

Rainbow remembered Gilda luring her off to a private place, insulting and cursing her griffin-fashion, and then pouncing her and knocking her flat and cursing her out some more while clinging so tightly to her pegasus pony body.

Rainbow remembered, further, how Gilda had trembled… how her heart had pounded, even while she made the obligatory hostile and snarky remarks.

Life could be very uncomplicated, and decisions could be very easy—as long as you didn’t bother to care.

“Where are you staying?”

Gilda gazed imploringly at her. “Uhh… I kinda thought… um…”

“You gotta be kidding. You thought you could stay with me?” squeaked Dash.

Gilda’s gaze dropped, and her talons extended, fearful claws grabbing and scratching at the rocky ledge. If Flight Lightning had not long since fled, that display of pony-shredding armament would have sent her flying. It looked like Gilda was trying to tear apart the rock.

It was anxiety, and Dash knew it, and it wrung her heart.

“Gilda.”

The griffin wouldn’t look up. She was trembling again, like she had done that afternoon in the clearing, when she’d grabbed Dash and just held her.

“You know where my house is? I’m not staying there now, I just drop in. You can stay there.”

Gilda kept clawing nervously at the rock, and wouldn’t look up.

“I will drop in, too,” said Rainbow Dash. “Let me square it with my ponies—seriously. You just gotta give me that. I’ll work something out. You go there, to my cloud house, and hang tight. Okay?”

The griffin seemed trapped, stuck in the new unaggressive way of being ponylike, and she clearly had no idea how to respond—but then, Rainbow thought, she wasn’t able to give her anything to respond to, nothing conclusive. The big birdkitty was all worked up, and Dash couldn’t help her at all.

Not in the pony way, anyhow.

“Yo. Gilda. Featherbrain. Hey!” snapped Dash, with more of an edge to her tone, and the griffin finally looked up to meet her eyes.

“Now, get the FUCK outta here!” yelled Dash, stomping both forehooves at once with a startling loud clack, and the greenish-gold catbird eyes widened in sudden alarm. Gilda whirled lithely and sprang in a single graceful motion off the cliff, wings bursting into a storm of mad flapping that bore her rapidly upward, limbs thrashing like she was clawing her way into the sky.

Dash watched. Gilda’s thrashing gentled, but her wings beat on. She looked back once, though she was already too far away for an expression to be seen on her face—that beak always tended to look exasperated and too-cool-for-school, no matter what.

She just flew on, towards Dash’s cloud house, and Dash smiled a fretful but sincere smile, watching her go. Gilda would be fine, on ice in the cloud house. She had time to work things out with Applejack and figure out what the heck she could…

“Rainbow Dash!” cried Derpy, approaching.

Rainbow jolted in surprise. “Oh! Hey Derpy, how’s it going?”

The grey mail pony flew down, landing with a little trot on the ledge as she stumbled over a small rock. She looked Rainbow in the eye, and knee.

“Hi there, Rainbow Dash, I, uh, I, uh, uh…”

“Yeah?” said Dash. Derpy could get stuck on ideas sometimes and need prodding to complete a thought.

“I…” Derpy stopped, and pouted. “Rainbow Dash, I heard what your friend said.”

“What do you mean, you heard what my…” said Rainbow Dash, and stopped. She went pale, and her jaw dropped, and in her mind’s ear she could hear Flight Lightning all over again, brash as the noonday sun. ‘That’s retarded,’ she’d said. ‘That’s MAIL pony retarded!’

And Dash had grinned and laughed right along with it, even as she saw Derpy in the distance making her rounds.

“Oh my gosh,” she said, helplessly. “Derpy, I am so sorry. I’m really sorry, that was mean of her. I’m not gonna stand for it. Except I kinda did, didn’t I? I didn’t say anything, I should have…”

Derpy was shaking her head, frowning. Dash grovelled. “I swear I’ll make it up to you somehow. I’d promise to beat the crap out of Flight Lightning even though she’s kinda friends now except I can’t do anything that would make her not able to work Weather Patrol, okay? Shit. Fuck! Or I can…”

“No,” protested Derpy. “Don’t be like that, Rainbow Dash!”

Rainbow did a double take. “I swore. Crap! I mean.. argh! I’m so sorry, I’ll behave myself, I promise, and whatever you want from me, I’ll make sure it’s taken care of…”

Derpy nodded, and stared Dash and a passing bird hard in the eye. “Yes! But no! I mean, not that friend, Rainbow Dash! The other friend.”

Dash blinked. “Huh?”

“The kitty! Uhhh… gr.. griffern? Some of the things she said to you, Rainbow Dash, and the way she acted…”

Dash blushed. “Oh gosh. Yeah, I’m sorry about that too. It might be kind of hard to explain. I’m sure it was super confusing. When, uh, when a lady griffin wants to have babies…”

Derpy bounced. “She goes to the carrot patch! Right?”

“Whuh?” said Rainbow Dash helplessly.

“Mama told me ponies grow in the cabbage patch! So you must get grif… kitties out of some other patch. Right? ‘Cos they’re not ponies!”

Derpy tossed her mane, flicked her silky ash-blonde tail, and fluffed her wings, smiling ebulliently at her reasoning. Dash stared at her in disbelief.

“Uh, Derpy… I hate to break it to you but I think some of the things your Mama said aren’t quite the truth.”

She watched, as Derpy’s face fell. Then, her expression joined the mail-mare’s in dismay, when she heard Derpy’s sulky response.

“Mama… said I was a pretty pony…”

“Hoo boy,” sighed Dash. “It’s okay, Derpy, you’re pretty… maybe I’d better just say that Gilda was being weird in a kinda special way…”

“Like you!” said Derpy.

“What?”

Derpy blinked again. “She acted like you! Even though she was upside down for part of it. But you do stuff like that sometimes. Before ponies stick a penis in you! So I think Gilda wanted somepony on top of her, sticking a penis in her!”

Derpy bounced again, while Rainbow Dash stared in horror.

“Oh my Celestia… I’m so sorry, Derpy! We’ll be more careful, I’ll be more careful, you shouldn’t have to see stuff like that!”

“No, Rainbow Dash! No no!” protested Derpy.

“Uh…” said Dash, “you don’t mind? You want to keep watching us?” She cringed, realizing what she was saying. How was she gonna square THAT with Applejack?

Derpy quieted, and looked Dash and a nearby rock in the eye.

“No, uhhh…” she said, and then continued, simply and earnestly. “I want somepony to do that to me.”

Rainbow Dash stared at Derpy Hooves, speechless. Her eye twitched, then her ear, then her tail. She found words, somehow.

“I’ll get back to you.”

With that, Rainbow Dash fled as if demons were after her, straight home to Sweet Apple Acres and her marefriend Applejack—and after about ten seconds of top speed flight in the direction of away, she dared re-open her eyes.


Rainbow Dash trotted through the door to Sweet Apple Acres, and froze in her tracks.

“Made ya a snack, sugarcube…”

Applejack greeted her at the door with a plate of food—some sort of pastry thing, smelling sweet and appley. “G’wan, try one.”

Dash bent her head, and sampled the treat. “Whoa! Is that caramel? And so…” and she coughed, “salty…”

“C’ramelized, honey. No, literally, it’s caramelized honey,” said Applejack, putting the plate down on the table. “Don’t mind th’ salt, except we ain’t leavin’ them things out for the kids, okay? Eat up. If it makes ya dizzy, well, I kin make you dizzier…”

“Where’s Spy?” asked Dash.

“In bed, out like a light. Weren’t so hard. Bit of a hoof to the head, and we got all th’ private time we want…” Applejack kept a straight face for a moment, and then began to giggle, seeing Dash’s face. “Had you goin’ there…”

“No, seriously, where?”

“But ah told you! She really is in bed. I had her nursin’ while I made you your snack, put her back to bed just before it come out of th’ oven. Timin’s perfect. No hoof necessary, darlin’, that lil’ girl drunk so much pony milk she gonna be nappin’ for hours.” Applejack let her eyes go half-lidded and sensuous. “Which is good, on account of we got unfinished business…”

Rainbow chewed determinedly on her treat, and swallowed. “Dear Celestia, Applejack, you’re so fucking good to me…”

“Well, I jes’ hope I’m good AT… y’know,” said Applejack, casting her eyes down demurely with a warm smile.

“I’m not worthy of…”

“Are too.”

Dash didn’t argue—after the upheavals and suggestive erotic chaos, her beloved’s earnest sensuality was like slipping into a warm bath, and she forgot her alarm and her previous guilty resentments as Applejack nuzzled her and rubbed up alongside her body. A playful, glancing lick got Rainbow’s wings arching up boldly, but rather than persist, Applejack’s nose traced along Rainbow’s withers and up her arched neck, only to repeat its sensuous journey with another lick.

“Whoa, Applejack. Are you really… you’re not just putting this on to make me feel better, are you?”

Applejack gave her a loving, exasperated, heated look. “Hell naw! You ain’t th’ only one who was interrupted. I would dearly like to take up where we left off.” Her tail flicked. “Ya might say I’m achin’ for it.”

“You did seem to be really getting into things.”

Applejack pouted. She opened her mouth to speak, glanced at Dash, and shut it again. She laid her ears back, and said, “Ain’t sure how much I should tell ya.”

Rainbow Dash’s ears pricked up. “Hmmm? Something new going on with the prettiest mare in the whole world?”

Applejack blushed, shifting from hoof to hoof. “Aw…”

“No, seriously, if it’s something I should know about, you should tell me.”

That got her a green-eyed glance, and Applejack said, “Aw, ain’t nothin’… I jes’ know you got two feelin’s about it. I reckon it’s jes’ gravy for me. Hot gravy, if ya know what I mean.”

Rainbow’s ears quirked to the side. “What the heck are you talking about, Applejack?”

The country pony narrowed her eyes. “Fine! Lemme try ta phrase this… okay, you know how we got us stallion parts with them magic bits? And ya fly loop-de-loops from being on th’ end of mine, ‘cause it ain’t exactly a comfort ride?”

“Yeah?”

Applejack’s eye glinted with amusement, and her face steadily grew a smirk.

“I reckon, now we’re a PROPER match.”

Rainbow stared back, and found herself grinning as well. “Oh? So you’re sorry that my poor vag got ruined and deformed… but not really?”

Applejack’s gaze dropped again, demurely—except that she was peering up from under those half-lowered eyelids, with a smouldering look that left nothing to the imagination. “Mus’ I be sorry? Seems there’s… compensations.”

Rainbow grinned more. It was easy to feel hard done by, while Twilight Sparkle was bouncing with glee and telling Trixie about her theory that vaginal aperture elasticity correlated to magic penis size. They’d included Rarity as another case of intense penis girth through vaginal loosening subsequent to foaling, they’d speculated on whether it was labia or vulva or cervical folds that did it, and Twilight had even busted out a dildo and started to brainstorm ideas about turning it into a sort of caliper for vagina measurement before Dash had fled, feeling cheapened.

It had probably been Twilight’s remark about how Rarity had foaled years before and sprung back somewhat, while Rainbow had freshly foaled and would be really, really, really loose by comparison. Even Trixie had cringed at that one, and cuffed Twilight with her hoof, but Rainbow had already flown off in a huff. Ever since, Dash had felt less of a desirable mare, which hadn’t helped her depression. She’d brooded on it, remembering all the times Applejack had mounted her and blown her mind, showing every evidence of delight in Rainbow Dash’s eager, snug pussy.

She’d been so distracted by her worries over the strain to her vagina, that it took Applejack’s expression to remind her that she also played other roles in their relationship—that, in fact, each seemingly tough, aggressive, tomboyish pony concealed a private weakness for playing the mare and being reduced to quivering jelly by the stallioning of the other.

Applejack looked indecently smug, peering coyly at Dash, tail flicking to and fro. There was a bit of fretfulness still showing in the set of her ears, for she knew that before the foaling, she’d once asked Twilight if a new version of the bit could make Dash bigger—and that hadn’t gone over well. It was easy to see why she felt it a sensitive topic. It was also easy to see how pleased she was with the new state of affairs. Applejack’s legs were trembling, just thinking about it.

Rainbow Dash smirked back at her beloved. “Yeah… pretty much worth it, I guess. Come on—let’s slip you some plow-horse, little filly… yeah, totally worth it. Can we do it down here?”

“Aw… please, honey, th’ bedroom’s the best place for that…”

“But you won’t make noise anymore ‘cause you’re afraid of waking Spy! Are you worried Big Macintosh will come in and see us?”

Applejack blinked. “Funny thing. He ain’t in. Yeah, when he’s home he’ll come in an’ make sandwiches at all hours, true enough, but he’s been goin’ out somewheres. No, Dashie, I just want to be there if Spy does wake up, which she won’t. Um… you don’t like me too silent?”

Rainbow Dash winked, and Applejack winked in a different way to see that cocky grin.

“It’s okay, best girl. I’ll make you not be TOO silent.”

Applejack pecked at the floor with a fore-hoof. “Ooooh… yeah, I can live with a lil’ misbehavin’ of that nature, long as it ain’t too much.”

Rainbow stepped daintily over, wings demurely furled, and whispered in Applejack’s quivering ear, “I feel inspired. I won’t need to be rough… to be too much.”

Applejack whimpered, and a little wet noise betrayed her body’s winking invitation, and she whispered back, “Y’all come upstairs with me right now.”

She turned, and Rainbow Dash appreciatively ogled her beloved’s fine orange rump, toned from endless applebucking, framing a pony vag worked up to the point of exploding. It seemed amazing that Applejack could walk without squealing and orgasming at each step, for her vulva swelled and projected at the clitoris and favored Rainbow Dash with a spectacularly lovely sculptural form, mare-parts as art.

Dash dipped her head, but thought twice and refrained from nuzzling or licking as Applejack ascended the stairs with lingering, sweet steps. Bringing the country mare off at this point would be spoiling a special treat, and Applejack’s hindquarters still trembled with erotic agitation. Dash’s breath alone brought another hard wink, and the glistening pink of Applejack’s inner folds made Dash’s heart leap with delight.

In the bedroom, Rainbow Dash swooped like a blue owl for the bedside table and the drawer where the magic bit was stored, pausing only to look over Northern Spy’s sleeping form. She snored, drooling on the pillow, which just figured, thought Dash: her child would inevitably be pretty obnoxious, it’d be disappointing any other way. Spy somehow managed to drool cutely, and Dash paused for a moment, fighting off the urge to stamp her hoof and demand, “How is that even possible?”

However, more urgent needs awaited.

Applejack stood, legs set comfortably apart, panting and trying not to whimper out loud as Dash, head high and bit clamped in teeth, slunk around behind her. She winked three times with a sound like a delicate but juicy kiss, and her tail cracked like a whip made of gossamer scarves. She’d pulled the hair-tie off hours ago, when she’d first been mounted by Rainbow: her mane and tail flowed free, girly-fashion.

Rainbow Dash’s magically induced cock dangled—draft-horse fashion.

Rainbow grinned in belated satisfaction. It really was pretty stupid, she thought, to get upset over such a mixed blessing. There was nothing like getting fucked, experiencing those blinding psychic waves of ecstacy on the end of a good stallion: on the other hand, there was a lot to be said for the clarity of thought, the devotion, and the aesthetic experience of being that good stallion. If you found mares sexy, there was no time they were sexier than when they were dazed with pleasure and melting around you, and being the stallion meant you felt it up close and personal. You could worship pony vag with crazed abandon, and issue forth a spurting benediction, then cuddle afterwards while your beloved gradually returned to reality.

Dash clamped down harder on the magic bit, and her stallionhood stiffened and swung up to slap her belly. It’d developed some alarming qualities in its foaling-induced expansion: rather than being the slender elegant thing to correspond with a tender unsullied vagina, it was like it’d gone through a similarly distressing experience. It bulged out aggressively like some sort of club, and wasn’t exactly skinny at the base either, and had picked up a downward hook at the end and a blunter flare. On the whole, Dash’s altered penis appeared to be the nasty henchman to Applejack’s daunting phallus, and Dash had serious reservations about whether it was nicer to look at. Before, at least it’d been more cylindrical, tapering, elegant—a pretty horse cock for a pretty pegasus. Now, it was sort of a monstrosity.

Dash flapped her wings, and mounted upon Applejack’s rump, and Applejack began panting frantically and braced herself. She’d had opportunity to evaluate Dash’s new dick for feel, and as far as she was concerned, it was the most beautiful penis in Equestria, even if it had been polka-dotted or plaid, because of what it could do to her.

Dash flapped, again, and pushed forward with steady pressure.

Applejack’s eyes crossed. She shuddered, flicked her tail, and let out a whimper as Dash bore down harder on the bit, expanding her flare. It was a naughty cruel thing that Dash did, to do that, and Applejack reeled and loved it even as the twinges of tightness turned to jolts of exquisite pain.

Dash’s flare wedged into Applejack’s frantic entrance, squeezing through somehow, and Applejack let out a strangled breathy cry and began heaving wild shuddery gasps, hyperventilating. That was one tough part, but Rainbow Dash now came with two.

Applejack gritted her teeth in an ecstatic grimace, arching her neck and tensing it until the tendons stood out, and she tried to relax and not fight it as Rainbow Dash continued to enter her. A tear leaked from her eye and her breath hissed, as the bulging central part of Dash’s alarming stallionhood pried her wide. She felt the air rush around her head as Dash’s wings flapped with convulsive strength, but all she could focus on was the searing, savage pleasure of that bulging, swollen stallionhood pressing inch by inch into her, penetrating her to its widest point…

Dash didn’t linger—she’d learned. Applejack had cried once when she’d left it there too long. Just like working an equine flare through a tight marehood, Dash’s new features brought joy only when delivered safely to female depths, so once the tightest bit was past, Rainbow Dash swung her hips firmly forward, and the bulky stallionhood slid deep into Apple vagina to thump against her cervix with a psyche-rocking jolt.

“Ngaahh! hhh! hh! hh!”

Applejack couldn’t help but cry out, for all her efforts to remain silent. The sensation of that swollen bulk sliding in to fill her, and bottoming out in her with such daunting firmness, had shaken her to the core.

In her frantic haze of erotic overload, she saw Northern Spy stir on the bed, and she tensed, forcing herself silent with a feeble choking noise, shaking all over, her eyes going very wide.

Rainbow Dash saw it as well, and froze, with a whimper.

“No, no, no, no, no…” whispered Applejack, staring wildly at the little form. Dash felt Applejack’s rump clench on her cockbase, and drew a breath through her teeth, and then held it, not even breathing, and the two lovers stood locked in their carnal pose staring at their adorable little nemesis…

Northern Spy let out another snore, and Applejack relaxed, shuddering and biting her lip.

“…y’okay?” whispered Dash.

Applejack nodded, a tear of relief in her eye, and shut her mouth tightly, determined not to emit another sound.

She gritted her teeth, inhaling and then exhaling as Rainbow Dash lovingly nuzzled the side of her tensed neck, cock throbbing heavily in her snug depths, letting her come to terms with the heightened bulk and thickness. Their initial discoveries of the changes in Dash hadn’t been all great fun. The combination of Dash blowing off steam and Applejack trying not to wake the foal had ended in tears and injury and a very ashamed Rainbow.

Rainbow’s blossoming into more of a hyper-stallion had ironically forced her to lean on her feminine side, by sheer necessity. As Rarity had before her, Rainbow now packed a magic-bit-hardon capable of dealing real damage if it was too rough. Unlike Rarity’s, its bulged-out end girth wasn’t sustained down through the base, so you could keep that boner out of trouble much as a Diamond Dog might—by burying it.

Applejack shuddered, as Rainbow settled her hooves and wiggled cerulean hips, shifting that deeply buried mass inside her. The sheer bulk made her heart pound, but she clenched down fiercely, tensing her pelvic floor to grip onto the base—also expanded, but not agonizingly so. She could tell Dash was gripping the magic bit lightly, because it wasn’t even subtle anymore: when Dash did bear down on the thing, Applejack’s heart would leap into her throat as the girth swelled and stretched her. For now, there was no such drama. Rainbow was a good girl, as well as a great boy, and merely nuzzled gently at her silky blonde mane…

…and nudged a huge stallionhood tenderly to fill her deepest depths.

Applejack’s eyes crossed a mite, and went half-lidded as she bared her teeth again in a grimace of lewd ecstacy. Her tail flicked, and she panted a few hot breaths through her flared nostrils, staring somewhere beyond the bedroom wall as if viewing amazing wonders—but the wonders were upon her, inside her, sunk deeply within her and making affectionate little movements.

Rainbow Dash lowered her head reverently, and began to nudge harder.

She knew better than to tug too much—things got explosive. That was what someone like Gilda seemed not to understand, thought Dash. Yes, excitement, yes the outrageous, yes it was a thrill to drive somepony savagely into mad thrashing orgasm, but by doing so you somehow detached from the heart of the experience. You turned the act itself into a performance. It seemed the most natural thing in the world for a competitive racing-pony to do that, but Applejack had gently opened her mind to a new way to be, even before the foal and all.

And so, Rainbow Dash did not brace her hooves, did not put her back into it, did not seek to work that swollen stallionhood inside Applejack to blow all her fuses and make her scream. Instead, Rainbow clung just a little closer, shifted her hips only slightly, and rather than focussing her attention on the sensations of her magically induced cock and the motions of her own body, she wrapped herself around her mate, stroking Applejack’s body with a foreleg, nestling her head against her love’s as if trying to soak up every little quiver and gasp and not miss the smallest moment.

Her avid attention was rewarded right away.

She could feel Applejack’s heart thumping, could hear it through pressing an equine ear to her neck, felt the country mare quiver… then picked up a swaying, and a gulp, for Applejack was reeling, demented with pleasure. It was just the sort of moment that told Rainbow her lover was worked up beyond belief, ready to be detonated by a few brisk bucks, a few thumps against her depths, and yet Rainbow did no such thing. Instead, she slowed down, spread herself even more lovingly over Applejack’s trembling body, nuzzled close and nudged her increasingly hard and throbbing member at a more and more languid tempo, drawing things out as if she wanted to balance on that edge forever.

Applejack’s ear flicked. Her eye twitched, though she wasn’t seeing anything much but stars against the bedroom wall. She melted into Rainbow’s embrace, her hindquarters trembling and squeezing against the hardened phallus that nudged so hesitantly, buried within her.

Applejack’s hoof clacked against the floor, for her body had jolted so intensely that her foreleg spasmed. She hissed a breath between her teeth, tendons standing out on the neck that Dash nuzzled thoughtfully against, and her eyes leaked tears of awe, revealing almost a horrified look. Every part of her longed for the consummation, but there was always something beautifully terrifying about so great a peak, so visceral a reaction.

Rainbow Dash slowed to a halt, bearing down on the magic bit, and for a few seconds she only throbbed, filling Applejack’s pussy to its very limits as she hung on, teetering on the brink and feeling every heartbeat thumping within her tight-strained confines, equine hard-on nuzzled lovingly up to the gates to her womb as Rainbow Dash’s wings arched high and groped the air…

“…gh!”

Dash let Applejack light the spark. It was better that way.

She felt her earth pony lover’s pussy clench, as she let out that one little cry. Applejack’s hoof clacked against the floor again as her body spasmed. She hovered, somehow, for another moment, as the hammer inexorably fell on her psyche, poised in an unthinkable moment where present, past and future were a swirling meaningless eternity… and then Rainbow Dash heard a faint, sweet whimper against her, and felt Applejack shuddering in a fusillade of climaxes like a string of firecrackers, and that country-pony vagina began gripping her in a wild, quivering, clinging grasp that seized her over and over, grabbing and clenching and begging for her body’s final gift…

Rainbow Dash gritted her teeth on the magic bit, and squeezed her eyes shut, nuzzling her face against Applejack’s trembling neck.

Applejack’s lovely green eyes filled with a kind of fond, yearning horror as she felt that moment arrive, for she knew how it’d go. Sometimes she wanted to clamp down and intensify it, sometimes she longed to relax and let it all squirt out, but either way, Rainbow would pack one final orgasmic punch. Since the foaling, Dash didn’t just squirt anymore—she hit with hydraulic force. Applejack whimpered one more time, helplessly, climaxing on the magical stallionhood with irresistible, voracious clutches.

Dash went off like a cannon, and Applejack was suddenly filled with spooge.

The sensation forced tears to Applejack’s eyes. One massive throb, and suddenly goopy white horsecome spurted into her, palpably squirting through her cervix and flooding her womb. It filled her up and kept going—she felt the hot thick fluid pumping inexorably into her and swelling her uncomfortably and her eyes bugged out because it was happening so fast and it was gonna be one of those ones where it felt like she was being inflated and about to burst…

The pressure steadied. Rainbow Dash, her body shaking, was working her hips against Applejack’s quivering rump—and a faint splutching noise could be heard as come squirted out to fall in gooey blobs on the floor. It kept pumping in, still, but a lot of it didn’t stay in there.

Applejack stared wildly at the wall, unable to breathe for a moment as her body jolted with a few more brutal orgasms. The relief of the pressure made all the difference in the world—it could be agonizing if she clamped down and bottled it up and if Dash was extra full of come that day, but it didn’t take many cupfuls of spilled seed to tilt things back toward the reasonable again. She licked her lips, vision blurring, heart pounding in her ears, and felt Dash throb within her, felt Dash’s body jerk and tremble as it clung to hers.

Applejack turned her head, to first nuzzle and then kiss her panting lover.

Dash sprawled loosely across Applejack’s rump. It always took it out of her to come that profusely, though it wasn’t permanent—the come was also magically generated, like the dick. It made for easy clean-up, that was for sure: it just disappeared. She knew Applejack didn’t want it to disappear just yet, so she hung onto the bit and asked a question with her eyes. Applejack answered with a dreamy look and another nuzzle, wobbling slightly under Dash’s weight, and heaved a few quavery breaths, looking off into space. Rainbow knew just what she was savoring. Applejack squirmed slightly, bearing down and squeezing at Dash’s stallionhood, and Dash let her explore the sensation of being literally full of pony-come for a little while longer.

Then, Applejack kissed Rainbow again, and softly said, “Okay. Now talk t’ me, my love.”

Rainbow Dash let the bit drop, and the alarming pegasus stallionhood shrank and withdrew from Applejack’s vagina, followed by a curious sight—bucketfuls of ponycome gushing out of earth pony pussy, only to disappear before it could splash on the floor. Dash dismounted, and nuzzled her lover back. “Hmm?”

Applejack shook her head as if to clear it. “Ngg! Lordy, that was too good. Ain’t complainin’, not me. Yeah—I tole you, Dashie, you been amazin’, all I could ask. Now you tell me.”

“Tell you what?”

“What’s botherin’ you. Come on, pony girl. It was wrote all over you. Y’wanna join me in bed? Will that make it easier?”

“Uhhh… I dunno. Wow. When did I get that obvious? What gives you the idea something’s wrong?”

Applejack dropped her gaze. “Figured I could get you smilin’ again with snacks an’ pussy, sugarcube, even if you come back still mad. Ah din’t anticipate you comin’ back home guilty an’ worried. Can’t have fucked while you was out, not the way you jes’ flooded my pore body. So what happened?”

Dash stared, amazed. “It… the… gosh. Where do I even start?”

Applejack kissed her. “How about the last thing that happened before you came home? You was all flustered. I hope I soothed some o’ that.”

Rainbow Dash hugged her marefriend fiercely. “Oh, Applejack! I don’t even deserve you, oh my gosh!”

“You do so,” retorted the sated earth pony mare. “Now start talkin’ or I start buckin’, got it?”

“All right,” said Rainbow Dash. “Yeah, let’s get in bed and talk. Don’t bump Spy… that’s the way. Yeah. Okay. Right. Last thing. Wow.”

Applejack blinked. “Ya can’t keep track? What on earth…”

“Okay, you know Derpy? Mail-mare, pegasus, grey and blonde?”

“Course I do! What about her?”

Rainbow Dash gulped. “Derpy wants a fucking.”

Applejack stared levelly at her, while Dash blushed more and more purple. Finally, the blonde mare said, “Terrible thing, a pony girl wantin’ a fuckin’. That never happens.”

“Yeah, but,” began Rainbow Dash.

“Ah wanted a fuckin’, and that din’t seem to throw ya, sugarcube…”

“Look, I shouldn’t have to explain this. Derpy is… derpy! You’ve seen her. Haven’t you?”

“I seen th’ farm animals, too,” suggested Applejack. “When they want a fuckin’ you best stand well clear and leave ‘em to it.”

“Derpy’s not a…” said Dash, and shook her head. “What’re you trying to tell me? That you want Derpy? Is that it?”

“Naw!” said Applejack. “Never crossed my mind. All Dash, all th’ time, that’s me. No, Rainbow Dash, it ain’t that. It’s that you made a face just then. Ah would like you to explain for me why poor Derpy wantin’ a fucking is a disgusting thing.”

Rainbow fell silent, and Applejack stared at her. After a while, she said, “Because I did not see that in you, Dashie. I reckon maybe it’s a good thing I count as a clever-hooves, if it’s like that, ‘cos I ain’t the best at fancy learnin’ and such unicorn tricks…”

“Stop!” said Dash. “Please. Stop. I’m sorry I brought it up now, but that’s the truth, that was the latest freaky thing. Do you really not see how that’s creepy? It doesn’t seem creepy to you?”

“We all gotta do our best with what we can, Dashie. Derpy Hooves is a dear sweet creature, mostly doesn’t lose th’ mail when I need it. She does th’ best she can. You know, I can’t say as I’m surprised. I know she’s got that lil’ sister, but I never did hear of her havin’ a coltfriend nor a fillyfriend. I reckon she’s wantin’ a fillyfriend, then, if she asked you?”

“No. She said she saw me getting a penis stuck in me. She wants that. Kinda means she’s seen you topping me. You okay with that, Applejack?”

“Oh, you mean like Fluttershy kept watchin’ us?”

Dash glowered. “You’re being unfair. I thought this was gonna be a bigger deal for you, Applejack. I was thinking of you, not wanting to share me.”

Applejack lowered her gaze. “Aw… you know, it’s been a while since we was in a position to worry ourselves with such things…”

“The last time you were on your own,” said Rainbow Dash, “you picked up somepony mighty quick.”

That got her a sharp glance. “So did you. Hell, I still ain’t sure how many folks you ran with, only that you come back to me and I went back to you, and that’s the important thing. Ain’t it?”

“So we should tell Derpy ‘no’?” asked Dash.

“Ah did not say that,” replied Applejack. “There was a time when you tried to teach me to spread my love around. Now, that maybe din’t always work out so great… but it seemed like you meant it. Do you or don’t you believe that ponies should be taken care of in and out of bed if they’re needful of it?”

‘Well, I…”

“Why would Derpy be any different? Ain’t like she’s askin’ to have your babies.” Applejack blinked. “Uhh… hold on. Is Derpy askin’ to have your babies?”

“She thinks they come from cabbage patches,” said Rainbow Dash. “Her Mom told her so, and she believes what her Mom told her.”

Applejack’s ears went back. “Dang. Really? You’re sayin’ she don’t understand th’ simplest things about how pegasuses work?”

“She’s horny, and she’s figured out ponies fuck. She wants some of that. No, she hasn’t got the slightest idea what would make her pregnant.”

Applejack frowned. “Wull… maybe we can do th’ understandin’ for her? Me and you, we know what would make her conceive. And you know th’ magic bit stuff ain’t waterin’ no seeds…”

Rainbow Dash blinked. “Wow. You’re serious, Applejack? You really think Derpy Hooves should get to have sex? To the point that WE ought to help her with that?”

“Um… dern it, yeah, guess I do. I realise that our track record with that stuff ain’t been a string of triumphs…”

“Hey,” said Dash. “You don’t have to if you don’t want to. I mean, she’s a sweet pony and everything, but that doesn’t mean it has to be your problem.”

“No, I want to. Pore thing. Ain’t fair that she should jes’ be watchin’ like some Fluttershy.”

“Are you sure? You don’t look too sure,” said Dash. “It might be weird explaining stuff to her. I don’t think she’s ever done a thing with anypony. Who knows what might happen? You might not want to attempt it around anything breakable. Like the barn. Or this house…”

“Aw, how dangerous could it be?” said Applejack, and then stopped and thought. “I mean, if it makes her happy? You know the scariest things about fuckin’ seemed to be all about the horns—them unicorns, gettin’ mighty intense.”

“You’re not wrong there,” said Rainbow.

Applejack winced, remembering. “We got through it, though.” She nuzzled Rainbow’s wing, rewarded by a quiver and a gentle moan. “Seem like you wingy types ain’t nearly as tough to deal with, so don’t you fret. We’ll take care of all that stuff, somehow. Maybe it’ll help us have fun while raisin’ our foal, to have some outside pleasure ponies for spare moments. Hmm? Cause I know I got you, and you got me—we don’t have to worry about that, it runs a mite deeper than the pokin’ of penises. An’ you know that’s the simple truth.”

Rainbow sighed, and relaxed against her beloved. “I love you so much, Applejack. You never let me down, ever. I feel like I can face anything, with you backing me up.”

Applejack smiled. “Course y’ can.”

“We’ll get through it all.”

“Course we will.”

Rainbow snuggled closer. “And compared to Derpy, Gilda will be a piece of cake.”

She glanced over at her marefriend, into wide, alarmed, green eyes.

“…beg your pardon?” said Applejack.