“Oof!”

“Ack!”

Caramel didn’t even have a chance to react. One moment he was trotting down Mane Street, the sun on his back, a warm breeze through his fur—and then he was tumbling, head over hooves with the road spinning in circles around his vision.

He landed with an undignified thump, right on his flank. Caramel grunted, his vision blurring as he tried to get his bearings. The first thing he noticed was the lack of weight on his back. Where had his bags gone…?

“Oh my gosh, I am so sorry.”

A bright blue shape loomed in his vision. Caramel blinked up at it, and decided that if it was going to stop being blurry, he’d let it do so on its own time. He grunted, saw a long, blue-ish limb stretched in his direction, and grabbed it with a hoof.

Rainbow Dash hauled him to his hooves. Caramel blinked rapidly as her technicolor mane slid into clarity. It framed her face perfectly, which he could now see was caught somewhere between a giggle and a horrified gape.

“Really, I should’ve been looking where I was going,” she was saying. “I didn’t think—“

“It’s fine,” he said on reflex. Darn it; where had his saddlebags gone? He glanced around. “Um. Really.”

She hovered over him a bit more. “You’re alright, then? Oh, good.”

He pretended to ignore the soreness of his flank where it’d smacked against the ground. “Oh, yeah. I’m fine.” Truth be told, it hadn’t really hurt as much as it could have. Caramel had a rather...slender figure, with most of his mass distributed over his rear. A skinny torso flared out into a pair of wide, almost marelike hips, which were in turn attached to a pair of plump, soft flanks that could have given any flirty filly a run for her bits. One of them was aching a bit, but the plush of his rump had softened most of the impact.

Caramel, of course, didn’t really register that constantly. He’d been told most of his adult life that he had a rather “well-endowed” figure, but had never really bothered to take notice. No; right now, he was more concerned with his afternoon shopping. He peered around Rainbow Dash, trying to squint past her ruffled feathers. “Can you see my saddlebags anywhere?”

“Oh!” she said. “Whoops!” She darted past him, and Caramel turned to see the better part of his shopping list spilled out across the road. He gave an upset little moan, and followed after her.

“Really,” Rainbow said. She bent down to pick up a bundle of celery. “I am really sorry.”

“It’s fine. It’s fine,” Caramel said, more to himself than her. He accepted the celery gratefully and inspected it for dirt particles. “I, uh—guess you were in a hurry?”

“Kind of,” Dash said. “I was just going to meet Twilight for a flying lesson.”

“Oh. Neat.” A memory came unbidden to Caramel’s mind, a bit of gossip he’d caught from Aloe at his last spa visit. “Weren’t the two of you—I mean, how is she?”

Rainbow Dash was quick, but not quick enough to hide the blush that crossed her cheeks. “Oh, she’s fine,” she said. “Really. Pretty excited about the whole flying thing. She keeps pulling me off to random clouds to…” Her blush deepened.

“Ooh.” Caramel nodded sagely. “To do, uh…”

“Sloppy makeout sessions, mostly,” Rainbow said. She shrugged. “She’s kinda cute about it, really. Just so darn insistent.”

Caramel’s mouth formed an ‘o’. Briefly, his cheeks considered blushing as well. “Ooh. Okay, then.” He nuzzled a baguette into his left saddlebag.

“Yeah…” Dash grabbed a bag of apples and said, “Mmff! Mmff-mmph-mm?”

“What?”

She spat it out. “What about you? How’s your coltfriend doing?”

Caramel thought for a moment. “Hm. Well, Big Mac has been working hard on the harvest this season.” Rainbow’s eyes brightened, but Caramel continued with, “And Thunderlane is doing well, I think. Though he’s having a fight with his little brother. And then Mr. Cake is—“

“Whoa. Hold up.” Rainbow Dash held up a hoof. “You’re gettin’ it on with three stallions? And one of them married?”

“Erm. Is it weird for a colt to only have only three other stallion friends?” Caramel said. He frowned. “Is there some rule about married stallions that I haven’t heard about?”

Rainbow Dash was giving him the weirdest look. A snicker burst out of her muzzle a second later, though, and in another second she was downright chuckling. Caramel did his best to awkwardly chuckle along, though he wasn’t entirely sure what they were laughing about anyway.

“Man, you had me going there for a second,” Dash said. “But seriously. You’ve gotta have a coltfriend, right? Stallion like you?”

“Wait,” Caramel said, his brow furrowing. “But I told you I have colt friends. And what do you mean, stallion like me?”

“Not colt friends,” Dash said. “Coltfriend. Y’know like a marefriend.”

This time, Caramel laughed. “Wait, what?” he said, giggling. “A marefriend—but with a colt? For me? Rainbow, I’m a stallion.”

“Well, yeah,” Rainbow said. “Like, Twilight’s my marefriend, right? And I’m a mare.”

“Well, yes,” he said. “But that’s different. She’s an alicorn.” He opened his mouth to go on, to note some of the steamier rumors he’d heard about just how an alicorn “represented” the two genders along with the three pony races—but something in Rainbow Dash’s expression warned him away with it. He kept his muzzle shut instead.

Rainbow quirked an eyebrow at him. “Really, dude? You don’t—you’ve gotta be messing with me. I mean, stallion like you and all.”

“There you go saying that again,” Caramel said, frowning. “What do you mean by that?”

Rainbow’s eyes widened. “I just meant—like, with how you do your mane and all, and—I mean, I always figured, especially with you and, like, Big Mac…”

Caramel cocked his head curiously. “What do you mean? What about me and Big Mac?”

“I always thought you were a coltcuddler!”

“What?” Caramel said.

Now she was really staring at him. In fact, it was almost making him feel uncomfortable. Caramel fidgeted slightly beneath her gaze, doing his best to recollect his thoughts.

Dash spoke first. “Y’know,” she said, “like—when a stallion loves another kind of stallion. That kind of thing.”

“Oh!” Caramel brightened. “Well, that’s easy. I love Big Mac—“

“Exactly!”

“—and I love Applejack, and I love Carrot Top, and I just love all of Ponyville, really!” He gave her his widest, sappiest grin.

“No!” Dash said. “Not like that. Love love!”

“Um…”

“You know!” she said. “The kind where you have sex.”

His eyes widened. “Oh! Like sex with a mare!”

“Yes!” she said—then glanced around quickly. “But not so loud.”

He chuckled. “Please, Rainbow Dash. I’m not that naive.”

“I guess…” She didn’t look entirely convinced. “Still… Really, never with another colt? Man, I’ve gotta get my detection skills up, if I’m flubbing this badly.” She bowed her head. “Well, sorry about all that, then.”

“No problem.” Caramel pushed the last of his groceries into his saddlebags. “It’s totally fine, really. I just need to get this back home, and—“

Rainbow Dash was nodding. She stood up, her wings flaring out behind her. “Well, and I better get to—“ She paused, blinking. “Oh, hey Mac!”

Caramel whirled. Trodding patiently down the road was Big Macintosh, his straw-blond mane bobbing beside his neck. His big, bulky form towered over the other ponies around him, his muscular chest tightening and bulging with each step his long legs took. Caramel brightened, and a smile spread across his face.

“Mac!” he said.

“Eeyup.” Mac paused right beside them. He nodded at Rainbow. “Rainbow,” he said. Then he turned to Caramel.

Caramel cooed softly as Mac’s muzzle brushed across his. He nuzzled back, their cheeks rubbing together. Mac’s fur was so soft, so warm—and the smell. Oh, Mac’s musk was impenetrable. A strong, earthy scent that pervaded every inch of air around him, it filled Caramel’s mind with images of apples, of muscles flexing, of a strong, comforting grip—

Mac licked Caramel’s cheek, his coarse tongue dragging across Caramel’s dimpled face. Caramel moaned softly, a happy little noise that sent his legs quivering. His long eyelashes fluttered, and he felt a warm tightness building at his crotch.

Big Mac pulled back. It took Caramel a moment to realize that Rainbow Dash was staring at them. Her jaw was hanging open.

“Okay, what.” Her eyes were wide, her muzzle agape. “Caramel, I thought you said you and Big Mac weren’t a thing!”

“Huh?” he said. “A thing?”

Rainbow Dash groaned. “Together! I mean, come on! You really had me going for a while there, but—“

“Oh, no,” Caramel cut in quickly. “We aren’t together—I mean, not like you and Twilight.”

“Caramel,” Dash said. “Most colts don’t just nuzzle each other in public to say hi?”

“Well, why not?” Caramel said. He was frowning. “Mares do it all the time. And they hug, and—“

“Okay, okay, fine.” Dash rubbed her forehead, then turned to Mac with a tired expression on her face. “It’s just… Mac, is he just messing with me? Are you guys, like…”

Mac just shrugged. Then, with his tail swaying lazily behind him, he turned and walked over to Caramel’s rear.

Rainbow Dash stared at him. Big Macintosh paid her no mind, though. Instead, he simply turned to face Caramel’s thick, plush rump. A beat later, Caramel let out a high-pitched squeal when Big Mac slapped him across the rear.

Waves and counterwaves of motion spread across his prime rump, hoof-fulls of fat rippling with the force of Big Mac’s strike. Rainbow Dash gaped; Caramel just whimpered happily.

Big Mac gazed down at Caramel’s rippling ass for another moment. Then, nodding in satisfaction, he leaned forward and buried his muzzle in Caramel’s wide, marelike rear. His snout pressed deeply against Caramel’s buttcheeks, squishing against their copious mass as he inhaled Caramel’s scent deeply. Caramel squealed again, his big butt wriggling in excitement as Big Mac’s nose found his rear entrance and began to nuzzle against it.

“Holy crap!” Rainbow burst out. “Caramel—what are you two doing?”

Caramel moaned again softly, this time feeling Mac’s wide, flat snout press against his taint as it slid down toward his balls. Beneath his belly, he felt his hardening member slip out of its sheath with a plop, sending his respectably sized ballsack bouncing beneath Mac’s chin. “H-he’s just saying hello,” Caramel said, his shoulders shivering with delight.

“Hello?” Dash said. She glanced around wildly, as if expecting somepony to leap out in front of them at any moment. “He’s basically molesting you!” She stopped immediately afterward, and added, flushing, “I mean, not in a bad way. But right in front of everyone—“

And it was, in fact, in front of everyone. The Ponyville Market wasn’t on the busiest road in town, but it was populated enough by shopping ponies that there were a good half-dozen passers-by in just the perfect position to catch Big Mac’s intrusions. Caramel shivered happily, completely ignorant of the onlookers beginning to pause in their step, staring at the space between his crotch and Big Mac’s mouth with wide, interested eyes.

Big Mac had already reached Caramel’s balls. Caramel moaned, his tongue curling around his full, succulent lips as Big Mac’s hot, moist breath misted over his twin orbs. He hadn’t gotten off that morning, and so they were nice and full, plump and sloshing with his seed. Big Mac nuzzled against them, sending them smacking against Caramel’s thighs as the stallion himself cooed with pleasure.

“I-it’s nothing,” Caramel insisted, just before the touch of Mac’s lips to his left nut sent shivers of arousal through his body. “Just a friendly gesture. Everypony does it.”

“Everypony does not do it!” Rainbow said. “Caramel, he’s—“ She glanced around his side, as if to confirm for herself just what she was seeing. From here, Big Mac’s long tongue was clearly visible wrapped around the cleavage between Caramel’s nuts; as he kissed the space between them, his warm, wet lips sent Caramel shivering again, cooing for more. Rainbow’s eyes widened when she saw Caramel’s erection stiffening beneath his belly, poking further and further out of its sheath as Big Mac slurped and kissed his full, aching nuts. “Caramel, that’s foreplay! He’s sucking your balls!”

“N-no!” Caramel insisted. It was awfully hard to concentrate, as the suction of Big Mac’s lips and cheeks around his right nut was making it swell up larger by the second, churning and groaning with fresh seed. His cock lurched beneath his belly, and a few globs of precum spattered across the dirt road, leaving musky puddles in their wake. “It’s just a friendly thing. From friend to friend.”

Rainbow Dash gaped. “You mean you do that to him? And you say you’re not together?”

Big Mac was beginning to lap at Caramel’s other testicle. His long, coarse tongue slid easily across the surface of his cum-laden orb, leaving glistening saliva and aroused musk in its trail. Powerless to resist the urge any longer, Caramel reached beneath his belly with his front right hoof and began to stroke his throbbing erection, which was now beginning to top out at its respectable length of nine inches.

“We’re not!” he said, stroking his shaft as it reached its full size. Big Mac snorted between his asscheeks, now having moved to licking gently up the length of his taint. Caramel writhed in delight as Macintosh snuffled against his backdoor, the other stallion’s skillful tongue lashing against his tight, clenched ring. “It’s just our way of saying hi.” He blushed slightly, picturing Mac’s own cum-filled nuts. So much larger than his own—as big as grapefruits, really, swaying between his legs, constantly sloshing with an endless volume of seed. “He’s really very—nngg—good at it.”

Rainbow Dash gave him a strained smile. “So maybe you’re not coltfriends,” she said. “I mean, I’ve partied my way around town more than once myself.” She glanced over her shoulder, and caught the eye of a passing mare. Dash nodded frantically toward Big Mac and Caramel, the former having moved back down to suckling on Caramel’s throbbing, over-filled nuts. The mare just shrugged, and passed on by. Rainbow Dash stared.

Caramel moaned, another throb of his engorged shaft spurting precum all over the ground beneath him.

Rainbow struggled to recover. “But—you’re still having sex. And I’m not going to mention that you’re doing so in the middle of Ponyville, but—“

A moan from Caramel, long and high-pitched and as throaty as a filly in her first heat, cut through her words like a rock-hard erection through butter. “O-oh,” he cried, twisting and bouncing his hefty ass cheeks as Big Mac buried his snout deeper between them. “Oh, yes, Big Mac!”

“Darn it, Caramel!” Rainbow Dash said, stomping a hoof in the dirt. Her nostrils flared, and she glared at him. “You’re having foreplay right now! Don’t even try to deny it, buddy!”

“I-it’s like massage.” Caramel twitched, then moaned cutely as Big Mac continued to rim around his cute little ring. The big stallion’s tongue lapped powerfully as Caramel’s ass clenched and relaxed in quick succession, his plump rear jiggling with delighted vibrations. Big Mac’s tongue darted through Caramel’s ring for an instant, and Caramel squealed with delight, jerking his hips forward. His lurching stallionhood sent another shower of precum onto the road, which was rapidly growing dark with moisture. “It’s very...ooh...relaxing!”

Rainbow’s eyes were wild. “He’s eating your goddess-damned ass out!” she said, her voice peaking at something approaching a shriek. Caramel just shivered happily, pushing his rump backward and letting his thick rear squish up against Big Mac’s cheeks. “How is this not sexual, damn it!”

“Woo!” A mare on the road cheered. There was actually quite a crowd gathering now, a good eight or nine ponies that had taken the time out of their commute to watch Big Macintosh teasing his smaller, subordinate partner. Caramel whinnied softly, and another mare wolf-whistled in response. Caramel was too wrapped up in his own thoughts to notice, and if Big Mac cared about their audience, he certainly didn’t show it.

“S’like massage,” Caramel said again, his eyes hazy. Big Mac pulled his muzzle away, leaving Caramel panting like a mare in heat. He squirmed uncomfortably, lifting his bountiful ass a bit higher into the air toward Big Mac’s chest. His high-pitch whined filled the air. Darn it; he felt so empty. He needed to be filled. Big Mac couldn’t leave him like this. His cock throbbed again, leaving Caramel wincing at the building pressure in his balls.

“It’s a way to feel good after a long day,” he said, biting his lip. Oh, his balls just felt so full. Why wasn’t Big Mac helping? “D-don’t you and your friends do this?”

“No!” Dash said. “We don’t!” She paused. “I mean, okay, maybe I do, but most ponies don’t—I mean—“ She choked on the words. “And you said you didn’t like stallions?”

“I—nnggh.” Caramel sucked in a breath, his lips pulling back. Big Mac had draped his weight over his back, wrapping his left hoof around Caramel’s belly. Beneath them, Mac’s bent legs had allowed him to push his own throbbing erection between the other stallion’s knees. Caramel could feel it now, a thick, impossibly long length the rubbed teasingly against his own. He moaned softly, his rump twisting against the base of Mac’s shaft as Big Macintosh grinded their flares together.

Oh, but it was absolutely no contest. Mac was just so much bigger. Caramel felt like a pin needle compared to that throbbing, engorged girth. If he was a pillar, then Mac was a redwood, a towering obelisk of pulsing, drooling stallion meat. The rigidity of Mac’s turgid erection subsumed his own, pressing upward with an all-encompassing hardness that left Caramel’s boner throbbing against his own belly. He whimpered, drooling slightly, as Mac begun to rub at his Cutie Marks, his generously-sized rear jiggling as Mac gently slid his shaft back and forth between the cleavage of Caramel’s plus-sized nuts.

Caramel’s eyelids fluttered. He could feel the tension in his ballsack growing with each throb of Big Mac’s tool against it. The steady drool of pre from his member had only redoubled with Mac’s effects, and his shaft felt like it was trying to drown Mac’s shaft in slick, milky-white pre. Not that Mac needed it at all, of course—if Caramel’s output was a stream, then Mac’s was a river. A tsunami of precum was pooling on the ground around Caramel’s hooves, waves of clear, warm, sticky liquid lapping at his fur as Mac grinded their shafts together. Caramel bit off another moan when he noticed Rainbow Dash looking expectantly at him.

“Oh, no,” he wheezed. “Not like that. Mac’s just...teasing.”

With a grunt, Mac pulled his bulk off of Caramel’s back. Caramel’s cock almost felt naked without Mac’s engorged length squeezing against it. A second later, though, Mac grabbed both of Caramel’s Cutie Marks and squeezed, hoof-fulls of plump, feminine colt ass oozing in his grasp. He shifted his weight onto his back legs and shoved his hips forward, lodging his thick, meaty member directly between Caramel’s asscheeks. The onlookers stomped their hooves in approval, watching on as the big, strong stallion properly mounted the other.

Caramel squeaked cutely, his ass clenching on impulse. The pressure of his fat, marelike rump around Mac’s tool was more than enough to tease him on, and a few splatters of sticky precum matted his fur not a heartbeat later. Caramel shivered with anticipatory delight, his asscheeks squishing tighter around Mac’s erection as the other stallion pressed it further between them.

Then Mac’s weight was upon him again, a planet of hot, musky, muscular stallion flesh pressing down upon him from every angle. Caramel whined with need as he felt Mac’s lips brush his ear, his breath hot with desire.

“Y’all are feelin’ mighty empty,” Mac murmured, gliding his teeth around the edge of Caramel’s ear. Caramel nodded quickly, the squish of his plump rump squeezing more tightly around Mac’s shaft by the second. He felt Mac’s own nuts, easily twice the size of his own and groaning with pent-up seed. smack against his ass. Waves, ripples of motion spread across his feminine, pre-slick rump, the fat from years of off-hour snacking bouncing like a schoolfilly as Mac’s organ slid back and forth between them.

“Ooh, yes,” Caramel said, his voice cracking. He eyed Rainbow Dash for a second, and grinned. “O-oh, he just knows when I’ve had a rough few days.”

“This is teasing,” Rainbow Dash said flatly. The blush had stopped rising to her cheeks; by now, she looked less flustered or angry than...interested? Caramel couldn’t imagine why. Perhaps she didn’t have many stallion friends.

Caramel felt Big Mac’s shaft pulling back. He clenched his rump, his ring tightening as Mac’s heavy endowment slid across his rump. “Mm-hm,” Caramel said, nodding. “It’s just a stallion thing.” He offered her a wider grin. “Between bros, as they say in Manehatten.”

“Okay,” Rainbow Dash said. Her hoof slipped down her forehead and she groaned. “You cannot be this dense.”

“Oh, he ain’t,” Mac said behind him. Caramel let out a mouselike squeak when he felt the fat, wet, hot flare of Mac’s shaft pressing up against his nethers. His loins were positively burning with need, his own cock throbbing as he anticipated being well and truly filled. Mac’s thick head prodded against Caramel’s tight ring for another second, exploring, getting comfy. Mac himself gave Caramel’s thick rump a pat, and chuckled softly. “Not yet, at least.” Another twitch of his cock left Caramel’s donut dripping with his thick, salty pre.

“Not helping, Mac,” Rainbow said. But Caramel wasn’t listening. The first inch of Mac’s member had slid past inside of him, and it was all he could do to keep himself from spearing himself all the way down to the bottom of that glorious cock. So long, so hard, so thick! He bit his lip, stifling a cute, high-pitched moan as Mac spread his ass wide like only a proper stallion could. His clenched ass resisted, but Mac had trained him well enough to take on even an endowment of his impressive size. Caramel wriggled happily, little squeals of delight escaping him as Mac pressed his way in further. He could feel his body melting around Mac's thick, girthy shaft, his insides shifting aside to make way for each monstrous inch of that rock-hard member. Oh, yes. He'd needed this badly.

Rainbow Dash stared at him, her jaw agape. “Caramel, he just penetrated you!” She walked around his side and stared down at them with wide eyes. Mac had lodged the first three inches of his oversized cock inside Caramel’s ass—not even a quarter of its entire length—and the smaller, subby stallion’s tight ring was doing its best to slurp in as much more of that big, girthy horsecock as it could. “Holy fuck, his fucking dick is inside of you! You’re fucking having sex!”

Caramel moaned. A line of drool slid down his cheek, beading on his chin as Mac began to pump his length in and out of him. Each thrust of Mac’s hips pushed his engorged shaft a little further inside of Caramel’s rump, widening his hole as more and more of his fat, throbbing cock shoved its way inside. A small river of pre streamed down Caramel’s taint, his own shaft spurting milky-white arousal at regular intervals.

“D-don’t be silly,” Caramel mumbled. He twisted as Mac’s medial ring pushed against his ring, grunting under his breath. When it popped inside of him, he let out a long, pleasured sigh. “S’not...s’not sex.”

“Let me say that again,” Dash said. She jabbed Caramel on the butt, sending his thick, jellylike flanks rippling with motion. “Mac is fucking you! He’s rutting you like a mare in heat!”

“Mmff.” Mac groaned, his big muscles flexing as he buried his shaft deeper inside Caramel’s rump. The little stallion moaned, his insides spasming as Mac hilted a full half of his foot-plus endowment inside of him. “You’re always so tight, ‘Mel.”

“Nuh-uh,” Caramel slurred. “Don’t have a...wossname. Vagina.” He squealed, the curve of Mac’s flare hitting a particularly sensitive part of his prostate. “Ooh, Mackie. H-higher.” Mac jerked the angle of his hips upward, and Caramel squealed like a little filly as Mac’s thrusts became as regular as a piston pump. “Yes, Yes!”

“This is insane,” Rainbow Dash said. She began to pace back to her original position, shaking her head. “You’re fucking with me. You’ve got to be.”

Caramel lifted a hoof and wagged it at her. “S-silly Rainbow,” he said, struggling to speak past his whimpers of pleasure. “Sex is—ooh!—mare and... nggh...stallion. Shaft ‘n...marehood.” He shook his head, then bit down on his lip to stifle a wail of pleasure. “Learned about it in...school. Ver’...simple.”

“Oh, come on!” Rainbow snapped. “Just because you’re a colt doesn’t make it any different. If you were buried balls-deep in my fucking cunt, of course it’d be sex.”

“Well, yeah,” Caramel said. He gasped when he felt Mac’s balls slap up against his rump, twin orbs sloshing with cum sending reverberations through his chubby flanks. “I-I mean, I wouldn’t turn you down. Y-you’re a...pretty mare, Dashie.” He chuckled, his words still slurred. He’d gone back to rubbing his erection again, jerking himself off as Mac rammed his mighty length inside of him again and again. “I-I’m only a virgin, though, so you’d need to teach me.”

Rainbow Dash roared in frustration. Big Macintosh roared with lust. Caramel whimpered, and pushed his heart-shaped ass up just a little higher.

With a final grunt, Big Mac plunged his massive, rock-hard shaft all the way inside Caramel. His enormous tool rammed past the little stallion’s clenching ring, forcing every inch of its girthy length through until Caramel felt like his entire body was bent around Mac’s swollen tool. Mac’s full, sloshing nuts followed a second later, striking against Caramel’s and sending them swaying and smacking against his thighs. Caramel gasped, his eyes fluttering back as the rim of Big Mac’s medial ring rubbed perfectly against his g-spot.

Caramel’s hips jerked, his thighs flexing and contracting as he thrust forward into empty air. Each pump of his hips left his horsecock flaring, the brown, mottled shaft lurching with glee as it blasted a thick river of creamy white jizz all over the ground. His liquid load mixed with the lake of precum Mac’s own arousal had left beneath him, staining the air with a hot, sexual musk. Caramel moaned, his balls contracting and his insides clenching down on Mac’s cock as his orgasm washed over him, each lurch of his shaft shooting a fresh splatter of spunk all over the road below.

Behind him, Mac snarled with lust, with pure, primal desire. He took Caramel’s mane in his teeth and pulled, his big body pressing down over the small stallion with an oppressive, all-encompassing weight. The speed of his thrusts increased, the steady slap-slap of his balls against Caramel’s plump rear intensifying in volume, his nuts swelling and churning with fresh, pent-up seed by the second. Ripples spread across Caramel’s flank, whimpers and whines escaping the subby little stallion’s throat as Mac plunged himself inside of him again and again and again—

With a long, roar-like groan, Mac hilted himself a final time inside of Caramel—and came. Caramel squealed as he felt Mac’s mighty shaft flexing inside of him, shaping the curves of his ass around his powerful, muscled tool. Each lurch of Big Mac’s cock brought a new wave of cum rushing inside of him, an ocean of thick, virile seed splattering against his insides and leaving him feeling full and warm. Caramel pressed a hoof to his belly and moaned, a line of drool dripping down his cheek as Mac’s thrusts went wild, the constant eruption of that monstrous shaft shooting enough spunk into Caramel’s chute to make his own orgasm look like a foal’s.

As Macintosh’s thrusts began to taper off, Caramel continued to lean forward, pushing his wobbling ass up higher and higher, until the thick, girthy base of Mac’s shaft was framed perfectly by his rounded, soft flanks. Caramel moaned, his chin rubbing against the dirt as he squeezed and clenched his tight ring around Mac’s bulging erection. He whimpered, rubbing his rear against Mac’s crotch as he tried to milk the big stallion for every drop. As he rubbed his hoof against his softening, squishy belly, Caramel could feel Mac’s hot load sloshing and churning inside of him. He whinnied with satisfaction, and squeezed his ring a final time, begging for more.

But even Big Macintosh had his limits. With a final, wheezing grunt, he bottomed out inside of Caramel one last time. His cock flared, sputtering out fat globs of spunk all over Caramel’s insides. Caramel moaned, squirmed, and twisted in pleasure. Big Macintosh rumbled with pleasure as he nuzzled Caramel’s cheek, his thick, earthy musk wrapping the little stallion from his head to his hooves as Mac’s neck curled around his own.

With that, Mac grunted, and pulled out. Caramel gasped at the sudden looseness of his rear end, the gaping emptiness in his ass nearly overbearing as each inch of Mac’s softening, meaty cock slipped out of him. With a schlick, Mac’s shaft slipped all the way out of Caramel’s rear, and both stallions groaned together. Mac’s cock slapped heavily against his back leg; Caramel’s just sputtered weakly beneath him, still drooling with a thin rope of jizz.

Mac, ever a stallion of few words, didn’t say much to follow up. No; he just thumped Caramel on the back, gave his ass a final squeeze, and planted a kiss on the little stallion’s forehead. With that, Big Mac trudged away, his big hooves sinking into the earth as his tail swayed behind him.

Caramel’s own tail was wagging, the tufts of fur dancing and twisting from side to side as he panted with glee. Droplets of sweat ran down his forehead and cheeks, and a bright, rosy-red blush plastered his face. His ass, still stuck up high into the sky, drew the eyes and jeers of many an onlooker, especially given that it was still dripping with the jizz that Mac had filled it up with.

Rainbow Dash just stared down at him. There wasn’t really anything to say. Behind her, some of the onlookers applauded; a few, though, mainly from the older crowd, snorted and sniffed in disapproval. Murmurs of “shameless” and “forward displays” milled through the street, with more than one wide-eyed mare or stallion blushing and scattering to the winds.

With a grunt, Caramel pushed himself back upright. His knees wobbled as he moved, but he managed to stumble his way over to his downed saddlebags, which had been strewn aside through the whole thing. Drops and ropes of Mac’s spunk continued to seep out from his plundered asshole, which had been left gaping wide by Big Mac’s enormous tool’s intrusion. Rainbow found her gaze being pulled into it, her eyes widening as the slick, creamy white of Caramel’s creampie dripped down the side of his leg.

“Nnff.” Caramel bit down on his lower lip, closing his eyes for a moment as his lighter balls smacked against his leg. “Sorry about that, Rainbow. Mac is a virgin, too, so he doesn’t really get the chance to unload like all of you girls do. I just like to help out when I can.”

Rainbow’s voice was almost monotonous in reply. “Um. Sure. Yeah.”

Caramel nodded at her with a wan smile. “But yeah. Neither of us has ever really had sex, so...well, if you were serious about that offer from before…”

“Uh.”

He chuckled, and nudged her with an elbow. “Oh, I’m just kidding! No offense, but you’re not really my type.” He sighed, a soft smile tugging at his muzzle as he stared off into the distance.

Behind them, the Ponyville town hall clock tower began striking the hour. “Oh, no!” Caramel said. He jerked upright. “I’ve got to get moving, or these groceries will spoil! Thanks for helping me pick them up, Rainbow Dash!” He slung his saddlebags back over his back, offered a friendly wave, and trotted off.

Rainbow Dash watched him go: watched his big, rounded flanks bounce and jiggle; watched his long, elegant mane curl around his neck; watched his smooth, manicured hooves trot across the ground as a steady stream of cum leaked from his gaping asshole onto the ground below.

“Not your type,” she mumbled, and groaned.