It was that time of the month where Twilight practiced some new magic. "So Spike, ya ready to help me with these new spells?" Asked Twilight. "Ah you bet! I can't wait to see what kind of new spells you can do!" Said Spike with joy in his voice. "Perfect! Now I wanna try that spell that can make you breath under water, but I thought that the spell that-" "Well umm... Trixie came by today and asked if you could try this spell." Twilight was interupted by Spike as he handed Twilight a piece of paper. "Huh? I guess I could give it a try later tonight." That night Twilight was pretty tired but she thought she could do ONE more spell. "Hmm... I haven't seen this type of magic before. But, here it goes." Twilight raised her horn and did the spell. But there was something werid. She looked down to see that a 10 inch cock had grown between her legs. "W- what is this?" Twilight was amazed at the sight of it but also schocked. She didn't know what to do. She spent the rest of the night looking for a cure but with no luck. She decided that she would go see Trixie tommorw to see what the hell happend and why.

The next day, Twilight woke up extra early so that Spike wouldn't see that she a big dick between her legs. It was still pretty early, so she didn't have to worry about anypony else seeing the massive dong. "Twilight darling? Is that you?" Twilight heard a voice right behind her. "Rarity?! I... uh... what are you doing up this late?" Asked Twilight in shock. "I've been up all night working on my latest creation, I thought I might go out for a walk. What are you doing up?" "Oh well I umm.... I... oh I can't lie to you Rarity, Trixie sent me an idea for a new spell and well.... look" Twilight said showing Rarity her massive cock. "Oh, my Twilight. Its so.... big." Rarity said in amazement. Rarity then got down on her knees and opened her mouth for Twilight's cock. "Ra- Rarity? Wha- what are you d- doing?" Asked Twilight. "It's just so big darling, I can't control myself. You know I have a fetish for huge cock." Rarity then started to lick the head of the dick. "Rarity! Stop!" Begged Twilight. "Hmm.... You say you want me ti stop, but you dick says other wise." Rarity said. Twilight's penis was indeed growing and getting harder as Rarity kept licking. "But, were in public!" "Come now, it is far to early for anyone to see. Besides, don't you like?" Rarity said with a mouth full of cock. "Well... ok I guess just please be gentle." Begged Twilight. As Rarity kept sucking harder, Twilight's cock grew bigger. "Oh... Rarity.. your a pro." Twilight said in pleasure. "Well darling, I HAVE had my share of cock over the years." Rarity said still with a mouth full of thrubbing Twilight dick. Twilight was having the time of her life. Nothing ever felt this good. Rarity's slobbery, wet mouth was like heaven on her huge penis. Rarity really was a pro at this. Twilight then grabbed Rarity's head and moved it back and forth on her throbing second horn. Causing Rarity to almost gag. Just then a magic dust cloud showed up and Trixe suddenly appeard. "Well well well, it seems that I, the great and powerful Trixie has done it again." Said Trixie proudly as she watched Rarity give Twilight head. "Trixie! You son of a bitch! You made me grow a cock!" Twilight said still shoving her penis into Rarity's mouth. "Yeah no shit Twi. That's what I meant to do. Ohhh.... Trixie wants in on this." Trixie said as she used her magic to grow an 11 inch cock. She then shoved her foot long into Rarity's plot. Rarity didn't seem to feel it inside her because she was enjoying Twilight's cock even more. "Oh Rarity! I think I'm gonna- gonna-" Twilight then came all in Rarit's mouth. Twilight quickly got another boner from the sight of Rarity being pumped in the ass by Trixie. She snuck up behind Trixie and shoved her huge cock inside her ass. After a couple of minutes, Trixie came into Rarity's butt. Twilight still went at it. "Oh Twilight! The great and powerful Trixie can feel you inside me." "Shut up and take it in you slut." Said Twilight still fucking Trixie in the rear. Trixie's insides felt so good on Twilight's dick. She couldn't stop. She kept pumping until she finally came for the second time. Trixie and Twilight got another boner at the sight of the semen coverd Rarity.Twilight flipped Rarity on her back and began to put her dick in but was stopped. "Wait! Twilight! You don't understand!" Rarity said trying to make Twilight stop. Twilight didn't listen and shoved her ding-a-ling inside Rarity's soft vagina. As soon as she did so. Rarity's clit started to bleed. "Your a virgin?" Twilight asked. Rarity couldn't answer because of all the pain she was in. Trixie got even more turned on by this so she stuck her magical rod in Rarity's mouth to stop the screams. Rarity was in so much pain from the huge cock in her virgin vagina to the cock chocking her. Tears ran down her checks. "Oh Rarity, your in pain and you can't take it I love it!" Twilight said in pleasure. "Here comes Trixie's great and heavy load." Trixie said. Rarity shock her head nombut Trixie dropped a mouth full in her mouth. Twilight wasn't there yet so Trixie began to lick her ass. Twilight then came all over Rarity's already semen coverd body. But Twilight wasn't done just yet. She pushed Trixie to the ground and stuck her cock in her mouth. Trixie sucked with pleaure. Trixie used her magic to make a dildo appear and shoved it in Twilight's ass. Twilight was about to come, Trixie could feel it. She readed for the heavy load in her mouth but instead, Twilight came on Trixie's body. Twilight had enough, but Trixie kept shoving the dildo up her ass. Twilight was so tired that she didn't care about the dildo. But after about 5 minutes it started to hurt. It hurt so much that she began to tear up. When Trixie saw that, she stopped. She frech kissed Twilight and then Rarity and used her magic to make to dicks and the cum go away. She then left. Rarity left afterwords without saying a word and so did Twilight. When she went home. she was greeted by Spike. "There you are Twilight! I got so worried! Jeez you look terrible! What happend?" Spike asked looking at Twilight messed up mane. "Oh, it's a long story."