Butterscotch pulled slowly out of Rainbow Blitz’s ass, inch after inch of glistening pink and white mottled cock emerging from his coltfriend's ponut. Cum welled up around it, dripping onto his coltfriend’s big blue balls.

“Oh, Scotch, you fuck my ass so good,” moaned Blitz.

“But what are we gonna do for you?” said Scotch anxiously. “You need to cum!” He ran his hoof between Blitz’s legs to stroke the long slim shaft of his cock. He weighed his balls with the other hoof; they felt so full they might burst.

“Relax, pal. We’ve got all night. What do you want to do for me?” said Blitz, arching his back in pleasure and stretching out his hooves.

“Blitz, you know what I want,” mumbled Scotch, blushing.

“Yeah, but you’re so cute when you say it!” said Blitz.

Scotch licked his lips. “Will you… um… I mean, its okay if you don’t want to, but will you… um…”

Blitz laughed. “Spit it out, Scotchie.”

Scotch gulped. “I want you to put your thingy in my mouth. Deep.”

“Gutter words, Butterslut.”

Scotch felt his cheeks burning. “I want you to roll me over and gag me with your… um… cock.” He trembled, feeling so dirty for saying those words. But that very feeling of dirtiness made him hot inside. So hot that he was starting to get hard again.

“If you insist,” purred Blitz. He flapped up and pressed Scotch onto his back with his long legs in the air and his head hanging over the edge of the mattress. Hovering over him, Blitz rubbed his balls across his coltfriend’s face, smearing his eyelids and forehead with his own cum. “Tilt your head back. I wanna see how deep it’s gonna go.”

Scotch shivered as he felt Blitz’s cock pulsing against his throat and the underside of his jaw. The head reached almost to his collarbone. “I wanna suck it,” he whined. “Please?”

Blitz flapped back and pushed his cockhead into Scotch’s mouth. Scotch hummed happily, and ran his tongue around the flared end, thinking about how good that would feel when it puffed up in this throat. He reached up with his hooves, stroking the shaft, pulling on it, urging it deeper inside of him. Blitz moaned, and bucked his slim hips, pushing into the back of Scotch’s mouth, then deeper. Scotch slid his hooves around to cup Blitz’s ass, stroking the small, hard cheeks, enjoying the way the moved as Blitz humped his face with increasing abandon.

Scotch had never had much of a gag reflex, and he’d learned to overcome what little he had in his teens. It was a gift that had snared him Blitzie while they were still in flight school together, and he really enjoyed making use of it.

Now Blitz’s cock was surging deep into his hot, wet throat. Scotch trembled, loving the sensation of having his throat stretched by all that meat. He gripped Blitz’ butt, pulling him close, holding him in.

“Oh, Butterslut, what did I do to deserve you?” said Blitz, running his hoof along his coltfriend’s throat, feeling his own meat through the skin.

Scotch, unable to respond in words, made gagging noises for Blitz, and swallowed around the dick, squeezing its flesh with his throat muscles. Blitz moaned, and thrust frantically, balls slapping Scotch’s forehead. Scotch lost himself in the sensation of having a cock in his throat. Both arousing and humiliating, it stirred something deep inside of him. He loved being used this way!

Above him, Blitz began to shake. Scotch’s heart pounded with excitement. He loved making his colt cum. But he felt a little disappointed, as well — Blitz always held out as long as he could, but it was never as long as Scotch wanted. Sometimes he just wanted to be face-fucked for an hour or more, just sucking and slurping on cock after cock.

Blitz pulled his hips back and grabbed Scotch’s head in both hooves. His flare swelled, puffing out Scotch’s cheeks and locking it inside of his mouth. “You want the cum, Butterslut?”

“Mggh hmmm!” moaned Scotch, stroking his own shaft with his hooves.

“Okay,” moaned Blitz. “Get ready. I’m turning on the hose!”

Scotch groaned as Blitz’s cum burst into his mouth, splashing against his tongue and the back of his throat before pooling in on his palate. It tasted so good, like orange creamsicle. His own balls burned, and his flare thickened. Blitz saw what was coming, and put his mouth over the end of Scotch’s cock — it was too big to fit in his mouth when it was flared. Scotch’s dick pulsed with pleasure, squirting into his coltfriend’s mouth, emptying his big yellow balls for the second time in fifteen minutes.

Blitzes’ limp hose slid out of Scotch’s face, sliding across his cheek. Scotch lay with his mouth open, humming happily, as Blitz’s hooves landed on the floor of his bedroom. He leaned his face over Scotch’s and started to drool Scotch’s own cum into his mouth. There was too much, of course. Blitz always came buckets, and Scotch came even more than him. The seed overflowed his mouth, soaking his cheeks and dripping onto the floor. Scotch ran his tongue through it — the herbal taste of his own cum mixed strangely with Blitz’s citrus tang, but he’s gotten used to it, even come to crave it.

“What a good little Butterslut,” purred Blitz. “You gonna swallow it all?”

“Yngh hnuh!” said Scotch, rubbing his tummy in anticipation.

“Show me.”

Scotch closed his mouth and gulped. The seed felt so warm going down his gullet; the massive load filling his tummy like a good meal.

“You get everything?” said Blitz. “Open wide. Let me see.”

“Aaaaaahhhh!” said Scotch!

“Missed some,” purred Blitz. “Let me get it.”

They kissed and kept kissing as Scotch pulled Blitz into bed to lie next to him. The cuddled for a long time, the lean, masculine blue pegasus and the skinny, curvy, effeminate yellow one stroking each other’s bodies. Blitz cleaned the cum off of Scotch’s cheeks and fed it to him a little at a time.

Scotch’s eyes began to flutter closed.

“Are you a tired Butterslut?” said Blitz, nudging Scotch’s cheek.

“Yes,” mumbled Scotch, wriggling up against Blitz.

“Then go to sleep. Except oh, I forgot to tell you something. This is our last time until your birthday next week.”

Scotch’s eyes snapped open. “What!? Are you going away? Do you have Wonderbolts? You didn’t tell me!”

Blitz chucked. “Easy, tiger. I’ll be right here. And we can tease each other as much as we want. But I’m planning a special surprise for your birthday, and I want you to be nice and pent-up for it.”

Scotch narrowed his eyes. “What are you planning?”

“A surprise.”

Scotch pouted. “I hate surprises.”

“You’ll like this one. Now go to sleep. It’s late,” said Blitz, kissing him on the forehead.

But Scotch couldn’t sleep. He was too excited.

✭☆✭☆✭☆✭

It had been an unbearable wait, and Blitz hadn’t made it any easier. He’d been at Scotch’s place constantly, lounging around on the couch with his hind legs spread drinking cider, making lewd comments, and groping Scotch’s round little bottom any time get got near. They kissed a lot, but every time they got too excited, Blitz decided it was time to go. It was a shocking amount of self-restraint from Blitz, to be honest. Scotch was really impressed.

Of course, Blitz wasn’t around all the time, and Scotch could easily have sucked himself off while his coltfriend was away. But he didn’t. He didn’t want to disappoint him!

By the time Scotch’s birthday party rolled around, Scotch was crawling out of his skin with lust. And of course, Bubble Berry had a big party for him that lasted all afternoon and into the evening. It was, of course, just the kind of party Scotch liked — just the seven of them, with scotch in the tea, board games, light snacks and quiet conversation. It was hard not to enjoy it, and yet he really wanted it to be over, so he could see Blitz’s special surprise.

Well into the evening, Scotch had just about given up on getting off tonight. Blitz had passed him off on Dusk Shine and Astral Glamour to go talk to Bubble Berry and Elusive about something. He lay between the two husky nerds, ignoring their nerdy conversation as he sipped his fifth scotch on the rocks. He felt floaty and happy, cradled between the barrels of the two big strong stallions. He wouldn’t totally put the whole ‘surprise’ thing being nothing but a tease past Blitz. He wasn’t usually that mean, but he had a funny sense of humor.

‘Funny annoying’, not ‘funny ha ha’. He liked his pranks.

But maybe if this was a prank, he could pay Blitz back by going back to the palace with Dusk and Glam. It would serve him right. Their pretty purple dicks were lolling out of their sheaths; he was sure they’d be open to it.

Nopony would really mind. All seven of them were gay or bi, and with Dusk to guide them through the many friendship problems sex could cause, they’d been able to explore each others’ bodies and emotions without too much jealousy or squabbling. And while Blitz was very possessive in some ways, he totally didn’t mind loaning Scotch out from time to time.

In fact, both stallions were really strong, and really soft, and smelled really good, so why wait until after the party? He sipped his scotch, and casually slid one round hip against Dusk’s belly, wriggling around until he got the response he wanted.

“Oh dear,” said Dusk, eyes snapping open.

“Are you all right, kid?” rumbled Glamour, raising an eyebrow.

“Oh, he’s fine,” purred Scotch, rubbing his cutie mark up and down against Dusk’s stiffening cock. Alcohol had made him bold, dulling the social anxiety he often felt, even amongst his friends. “Why don’t you come over her and see how fine he is?”

Glamour rolled his eyes. “You youngsters are gonna be the death of me,” he said, looping a thick foreleg across Scotch’s chest and pulling up against him. He was older than anypony here and wasn’t shy about asking for exactly what he wanted from their bodies. His thick purple cock swelled up against Scotch’s hip, and he started to pump it slowly and languorously.

“We aren’t supposed to do this,” stammered Dusk, blushing and covering his face with his hooves. “It’ll spoil the surprise.”

Scotch’s eyes, previously heavy-lidded, snapped wide open. “What do you know about a surprise?”

Glamour chuckled, caressing Scotch’s fluffy chest as he continued to hump. “I’ll spoil the surprise all over you if you want.”

“No spoilers, darlings,” said Elusive, strolling over to them. “Blitzie, things are starting to get out of hand over here. Let’s get our little birthday colt all dressed up, shall we?”

“Yeah, the horny little slut just can’t control himself any longer,” said Blitz, flapping over with a grin on his face.

“I bet he’s horny enough to just about anything, after a whole week without sex,” said Glamour. “I know I am.”

“You’re all talking about me like I’m not even here,” said Scotch. “Please don’t stop.”

✭☆✭☆✭☆✭

“Elusive, no!” whined Blitz. “You’re doing his makeup too well! He looks pretty! We want him to look like a streetwalker!”

“If you’d wanted ugly makeup, you shouldn’t have given him to me,” said Elusive, turning Scotch’s head from side to side to check his work. “Nopony is going to mind being serviced by a beautiful young stallion. And anyway, I couldn’t have made our Scotchie ugly if I’d tried.”

“Serviced?” said Scotch hopefully. Blitz and Elusive had dressed him up in striped green stockings and a lacy green nightie. There had been some ideas about a thong, but in spite of all the alcohol he’d had, Scotch’s disproportionately large cock was so hard just from being dressed up that any attempt at restraining it was impossible.

“Wait, I’ve got this,” said Blitz, flapping over with a magic marker.

“Ugh, if you must,” grumbled Elusive. “Well, how do you feel, my sweet Scotchie?”

Scotch watched in the mirror as Blitz pushed aside his bangs and wrote REKCUS KCOC on his forehead. “I’m beautiful,” he said. “But what’s going on?”

“You’ll see,” said Elusive, tying a blindfold over his eyes.

They lead him downstairs, holding him by both forehoods and making him walk on his hind legs. As he came to the bottom of the stairs, he heard all his friends cooing and mumbling in praise.

“Oh my gosh!” mumbled Dusk.

“Oh he’s so cuuuuttttteeee!” simpered Bubble Berry. “I could just pinch his little cheeks!”

“Eyup,” said Applejack.

“Which ones?” rumbled Glamour.

“All four of them,” purred Berry.

Scotchie’s heart was slamming at his ribs like it was trying to get out. He inhaled deeply, smelling the mixed smell of all his friends' arousal. This couldn’t be happening! It was too wonderful! But also very stressful! What if he did a bad job? He didn’t want to disappoint his friends!

“Don’t be shy,” said Blitz. “You have no idea how many times he’s told me about this fantasy. Like, millions. Safeword’s three thumps on the thigh, so only rule is don’t restrain his forehooves.”

“Who goes first?” said Dusk. “I’ve never really read anything about this kind of group sex. I’m at sea.”

“All at once, silly,” said Berry. “It’s a gangbang, not a one-at-a-time-bang.” Scotch felt Bubble Berry’s soft touch on top of his head, and the soft bump of his moderately-sized dick on his nose. “Boop!” he said.

Scotch opened his mouth and wrapped his lips around the shaft as Berry pushed his cock inside.

“Go as deep as you want,” said Blitz. “He’s bottomless!”

Berry let out a long, sensual moan as he slid forward. It was easy to fit him into his throat; he was much shorter than Blitz if maybe a tiny bit thicker. Scotch wrapped his forelegs around Berry’s slim middle as he bucked against his face, enjoying the feeling of the cock in his throat. “Oh! Oh, he’s really good! Scotchie how have we not done this before?” groaned Berry. He was getting a little over-excited, squashing Scotch’s nose up with every thrust.

“Because every time we have you over you just want to fuck his ass,” said Blitz

“Well, it is a very sweet little ass. Here, Dusk, you have a turn.”

A shiver went down Scotch’s spine. He’d gotten the message he was going to be sucking all his friends' cocks tonight. That was really exciting, but scary, too. Three of his friends were fairly small ponies — Elusive and Berry were modestly endowed, which was fine. Blitz was long and thin. But Dusk, Glamour, and Applejack were each bigger than the last! He’d struggled with their size every one of the few times he’d been with them, and he’d never gotten Applejack into his body in any way at all! Berry was the only one who could take him, and it was generally agreed that Berry’s body was made of rubber.

Scotch felt Dusk stroking the top of his head. “Are you sure you’re okay with this, Scotchie?” he said.

“I’m a fuck toy tonight,” said Scotch, reaching up to stroke Berry’s soaking cock with both hooves and grinning.

Dusk chuckled. “Well, okay, then. Here you go.”

Scotch felt Dusk’s silky cockhead stroke his cheek. He turned and opened his mouth, snaring it with his lips. My, it was a mouthful! And so silky. It was a cock befitting a prince, but of course Scotch couldn’t say that, because his mouth was full of magical horse prince cock.

Dusk’s fluffy-fetlocked forelegs rested on Scotches’ shoulders as his broad, muscular haunches churned, politely but insistently pushing his big cock deeper and deeper into Scotch’s mouth. Scotch nearly panicked as Dusk’s massive flare bumped against the top of his throat, but he kept calm, opened wide, and was rewarded by the feeling of that delicious flare stretching his throat open.

There had been conversation around him that Scotch hadn’t paid attention to. Bubble Berry’s cute, average-sized dick had been pulled out of his hooves and replaced by a much larger one. His blindfold had come loose in all the action; he rolled his eyes sideways and saw Glamour’s thick, glossy shaft resting in his hooves. He shivered and began to stroke it more aggressively, rubbing his frogs down the older stallion’s veiny shaft. Big cocks might be intimidating to put in your body, but they were super fun to play with.

“Don’t hog him, kid,” rumbled Glamour.

“Sorry, Glam,” said Dusk. “Here, let me…” Dusk’s cock slid inch by beautiful inch out of Scotch’s mouth, at last popping free wetly. Scotch had time for one deep breath before Glamour’s strong hoof tilted his head sideways. His cock surged into Scotch’s mouth. Scotch moaned while he still could, before that cock was shoved mercilessly all the way into his throat. Glamour was so much like Dusk, but even ‘reformed’ he lacked Dusk's kindness and gentleness. This was a tough old stallion who wanted his dick in Scotch as deep as it would go. Scotch, overwhelmed, let out loud gagging noises as Glamour worked his way down his throat.

“Ugh… where did you find… such a perfect young slut?” growled Glamour, resting his hooves on Scotch’s ears. Scotch gurgled helplessly as Glamour’s medial ring pushed past his lips and then, inch by inch, battered its way down his throat. Before long his nose was nestled in Glamour’s fluffy pubes, and his chin in between his very full balls.

“Be careful not to hurt him!” said Dusk, his tone anxious.

“I don’t… I don’t see him tapping out, do you?” growled Glamour. “This is what he wanted. Here. Ask him yourself.”

Glamour drew his cock out of Scotch’s mouth, leaving him drooling and gasping for breath. “Fuck my face as hard as you want, Duskie. I need it. Please.”

“See? He even asked nicely,” said Glamour.

Scotch kissed the end of Dusk’s cock and looked up pleadingly into his eyes. Dusk gulped, and gripped his head, and started pushing inside.

“That’s right,” purred Glamour. “Don’t be gentle. He’s a master at this. He can take it.”

Scotch rubbed Glamour’s spit-soaked cock with one hoof and caressed Dusk’s balls with the other. Dusk pressed his cock past the already-aching opening of Scotch’s throat, pushing it deeper and deeper inside. Scotch swallowed around him, and tugged lightly on his balls, urging him deeper.

“It feels… it feels so good!” moaned Dusk, wings ruffling as he balanced himself for harder thrusting.

“There’s nothing wrong with taking pleasure from your subjects, if it is offered freely,” said Glamour.

“Glam, are you… giving me evil lessons?” said Dusk.

“Not evil. Just pleasure,” said Glamour, taking Dusks’ head in his hands and kissing him. The position made Glamour’s cock and balls rub against Scotch’s face, which he didn’t mind at all. Leaning against Glamour’s legs for support, he put both hooves on Dusk’s ask so he could feel how hard Dusk was fucking him. Dusks’s balls slapped his chin, over and over, reaming his throat and making him feel happy and floaty inside. He could tell from the way Dusks’s hips were shaking that this felt really good for him, and that made him feel proud.

“I can’t hold back!” whined Dusk. “I’m gonna come!”

“Do it. Come in his hair,” purred Glamour. “We’re all pent up with a week’s worth of cum for a reason — so we can get this little slut sloppy with cum.”

“No! Wanna… wanna come… inside. Oh!” Dusk let out a loud yelp, and Scotch felt his cockhead flare deep in his throat. Dusk thrust a few more times, then mashed his pubic bone against Scotch’s nose. His cock pulsed as he unloaded squirt after squirt of cum straight into Scotch’s belly. It felt so full and warm in there!

“Done?” said Glamour.

“Ngh guh!” said Dusk, sliding off Scotch and falling on to his back on the cushions on the floor in a sodden, sweat-soaked heap.

“You want some more come, little slut?” rumbled Glamour, pushing aside Scotch’s long bangs so he could read the writing on his forehead.

“So bad,” said Scotch, and took Glamour’s cock in his mouth.

Glamour kept just the end of his cock in Scotch’s mouth, humping rapidly, stroking the rest of it with his own hooves. Scotch felt the flare widening, straining his jaw open. Just before it was too late, Glamour pulled his cock from Scotch’s lips. He stroked himself twice and came, hit Scotch with a massive blast of thick, musky cum right between the eyes. Scotch squinted his eyes closed and held still as the stallion’s massive balls covered his muzzle, bangs, and cheeks with sticky white goo.

“Oh gosh!” gasped Scotch! “Spit on me! Spit on me! Make me dirtier!” He’d never really been brave enough to ask Blitz for that, but he’d often dreamed of it, and Glamour seemed like the kind of pony who might do it.

“Open your mouth, whore,” said Glamour.

Scotch did just that, lolling his tongue out and looking up at him through cum-matted eyelashes. Glamour gathered up a mouthful of spit and drooled it down onto Scotch’s tongue, thick and slimy. Scotch closed his mouth, swallowed, and grinned up at Glamour. “Thank you!”

“You’re welcome, whore,” growled Glamour, leaning down to kiss him.

Now that he wasn’t totally wrapped up in Dusk and Glamour’s bodies, he could see that Bubble Berry was hard at work keeping the other three ponies hard for him. Berry sat on his hocks, bobbing his head between the three of them, who were on their hind legs, stroking each other’s asses and craning their necks to watch the show Scotch was putting on.

“Blitz. Elusive. Go get ‘em,” said Berry, smacking them on the bottoms.

Scotch turned to face them, still on his hocks.

“You’re a mess, buddy,” said Blitz with a giggle. “I like it.”

“His makeup is all smeared already,” said Elusive, tilting Scotch’s head back and forth with his forehooves. “See, Blitzie? You didn’t need to worry. He definitely looks like a streetwalker, now.”

“Needs more cum,” said Blitz, feeding Scotch his cock. Elusive squeezed in next to him, humping Scotch’s cheek while he waited for his turn.

Scotch grabbed Blitz and pulled him forward, welcoming the familiar feeling of his coltfriend’s cock in his throat. After Dusk and Glamour, sucking Blitz all the way to his balls was a breeze. He let him plow his throat for a while, then pushed him back so he could get a taste of Elusive. He took the sweet, effeminate stallion’s cock in his mouth, rolling his tongue around the head before diving all the way down to his balls. He roved his hooves over their bodies while he sucked. Blitz was toned from constant flying; Elusive was toned from the gym. Both of them kept their coats cropped neat and short so that he could feel every line of their muscles.

“Hey, give me a turn,” said Blitz, shoving playfully at Elusive.

“How rude!” groused Elusive.

“Don’t fight,” said Scotch, pulling back. “I think I can fit you both at once!”

“Oh my,” purred Elusive. “I’d like that. Do you want to try it, Blitzie darling?”

“Heck yeah!” said Blitz. “Open wide, Butterslut!”
Scotch stretched his jaw as far as it would go, grabbed the blue and pink cocks with his hooves, and wriggled his head until the flares were both stuffed into his muzzle. He groaned around the mouthful and pushed off his blindfold so that he could look up at the two overwhelmingly pleased stallions. They stroked his face lovingly as he bobbed, jamming as much as he could into his mouth. He couldn’t get them into his throat, but his cheeks were stuffed with friend cock, and that was fun.

“Are you… oh dear… are you getting enough stimulation, Rainbow?” huffed Elusive.

“Yeah. Oh. Oh, buck this feels good. Damn, Scotch, you’ve got a gift!” moaned Rainbow.

Scotch could see that their hooves were all over each other’s bodies. He ran his hooves up a blue and a white thigh, and cupped their balls, feeling them slosh as they fucked his face. He loved the feeling of the two fat, musky dicks stuffing his mouth, and loved how much his friends were enjoying rubbing their dicks together inside of him. Their pre-cum, citrus and wine like sangria, mixed on his tongue. Their thrusting grew more and more frantic, and their moans more incoherent. Scotch’s heart raced — he wanted them both to cum in his mouth at the same time! He bobbed faster, wanting them, needing them. Their flares thickened, locking them inside of him, straining his cheeks to the point of pain.

“Oh… dude… I’m gonna cum soon. You ready?” groaned Blitz.

“Oh, friend, your cock feels so good against mine. I am ready.. oh… ready at a moment’s notice.”

“Let’s give our little streetwalker a…. oh… a…. Oh wow!”

Scotch gasped as he felt Blitz’s cum spray into his mouth, followed seconds later by Elusive’s. He took great care not to swallow, shutting off his throat and letting their seed fill him until it was trickling out of the corners of his mouth. Blitz and Elusive pulled back, wincing and groaning as their now super sensitive cocks rubbed against each other. Cum spilled out of Scotch’s mouth, and he raised his hooves, trying to make sure not a drop of it got away.

“Oh, hey, look at this. Look at this guys!” said Blitz, nudging Elusive in the shoulder.

Berry, Dusk, Glamour, and AJ looked up from their stallionly-smelling suckpile.

“Oh, he’s so full!” Squealed Berry. “Oh, Scotchie, can I kiss you? I don’t think we’ve ever swapped before.”

“Mngh hm!” said Scotch, nodding carefully so as not to spill any of the load. It was up to the level of his lower lip, barely contained. Berry knelt in front of Scotch and leaned in to kiss him. Scotch felt his tongue moving through the jizz in his mouth, making his lips tingle as he stirred it around.

“Oh! Sangria cum! What a delicious load. Blitzie, Elusive, we should bottle this! Scotchie, spit it in my mouth.” Berry pushed his curly mane back and leaned his head back. Scotch, taller than Berry, had no trouble leaning up and drooling a long line of spooge into Berry’s open and waiting mouth. Berry moaned and shivered, stirring the cum with his tongue, before passing it back to Scotch. They kissed around the load, mouths dripping cum onto their sexy young bodies.

“Berry, drool it on his face,” suggested Glamour. He and Dusk were stroking each other’s dicks as they watched. “I want our little Scotchie-whore nice and glazed.”

Berry tilted his head and grunted curiously at Scotch, his mouth too full of cum to speak.

“I want it. So bad,” purred Scotch, running his hooves down Berry’s belly to tug on his cock. “Then I want you in my mouth.”

Scotch squinted his eyes closed as Berry drooled cum into his hair and face. He was nearly blind when he was done, eyelashes matted together so that little strands linked them when he opened them. Berry stood on his hind legs; Scotch was able to find his strawberry-flavored pink dick easily enough. He wrapped his tongue around the flare, and tugged it into the top of his throat, letting it fill him as far as it would go. Two more cocks bumped the sides of his head. He wasn’t sure whose; cum covered his nostrils masked his sense of smell. But he stroked them anyway. Oh, one of them was definitely AJ’s! He could barely cover half of it with his hoof! Its size both excited and frightened him. He wanted to try it, but he was afraid of being hurt by that… that beast. Anyway, he was busy with Berry’s cock, so he tucked AJ’s colossal meat in between his shoulder and neck to give him something to hump.

Berry didn’t take long. He was an excitable colt to begin with, and he was all worked up from sucking dicks himself. His flare puffed up inside Scotch’s throat, and Scotch shivered as he began to shoot directly into Scotch’s tummy. Scotch swallowed around the shaft, draining it of cum, feeling the load adding to the cum already in his belly. He groaned. His cock was so hard! He wanted to cum desperately, himself. His balls burned, and he was sure a second’s attention would make him shoot. But he didn’t want this to stop. He didn’t want to cum until all of his friends’ balls were so dry they hurt.

The third, unknown cock wanted attention. The pony took him by the ears and turned his head to the side. When the cock was in his mouth, he recognized the prince’s coffee and chocolate flavor. Dusk, you horny boy! He groaned, and grabbed him by the ass, guiding that thick, juicy cock into his throat.

Meanwhile, AJ seemed to quite like getting a neck-job. He grabbed the back of Scotch’s head, and ground against him, frantic with lust. Both colts were getting carried away! They pawed at him with their hooves, tugging at him, using him, groaning with their deep voices. Dusk’s balls were slapping his chin, faster and faster. Scotch’s throat was getting raw from the battering, and he loved it! When Dusk’s cum exploded in his throat, he swallowed it eagerly. His tummy was starting to feel very full.

Dusk pulled out of his throat slowly, stroking Scotch’s cum-soaked cheeks lovingly. “Thank you, Scotchie,” he whispered, kissing him on the nose.

“Any time, your highness,” purred Scotch, smiling up at him. They kissed with tongues, he wiped his eyes, and then he turned his attention to AJ.

The big, rugged farm pony was wobbling on his hind legs, looking… well, he looked a little self-conscious. If Scotch didn’t know better, he’d say that cock was as thick as his torso! Which was nonsense, but it was thicker than Scotch’s hoof, which was the widest thing he’d ever gotten into his throat.

“What are we going to do with you?” said Scotch, his heart pounding. He wrapped his hooves as far as they’d go around the shaft and stroked it slowly.

“Dunno,” said AJ, pushing back his hat and looking ashamed. “It's too big.”

“It's gorgeous,” said Scotch, before scooping up a mouthful of apple-flavored pre from the tip.

“You’re so pretty,” moaned AJ, pushing Scotch’s cum-sodden bangs out of his eyes. “I’ve always been soft on you.”

“Hey, don’t get all lovey-dovey,” warned Blitz. “He’s mine.”

“Blitz, don’t be selfish,” warned Scotch. “Duskie, do you know any muscle-relaxing spells?”

Dusk blinked. “Well. Yes. But I wouldn’t want to cast them on your face,” said Dusk, anxiously.

“Oh, he’ll be fine,” said Glamor. “I know the same spells. I’ll cast them if you won’t.”

Dusk sighed. “Oh, all right. But if this backfires I’m blaming you.” His horn glowed, and Scotch’s jaw felt… odd. He opened his mouth and pressed it against AJ’s flare. It slid past his lips, sliding over his tongue. He felt a second’s panic as it hit the top of his throat, but he relaxed, opened up, and let it push into him. He felt his throat distending around it as it went deeper and deeper into him.

“Oh. Oh Scotchie,” groaned AJ, his whole body shaking. “That’s enough. I don’t wanna hurt you.” He put two big hooves on the back of Scotch’s head, not pushing, but holding him there. But Scotch wanted more. He hooked his hooves over the top of AJ’s thighs, and yanked him forward, making him shove into Scotch until his medial ring hit his lips. That was as much as he was going to get, but it was enough. AJ began humping him, gasping, groaning, shaking. Scotch gurgled around the shaft, shaking himself. He sucked it hard, stroking AJ’s huge swinging balls.

“Will you look at that!” moaned Glamour, squatting next to Scotch and peering at his throat. “You can see Applejack’s veins!”

“Oh, gross,” whispered Dusk, stroking his half-limp cock excitedly.

AJ’s dick was starting to hurt Scotch, but he knew he stallion was close. He moaned, gurgled, made all the noise he could, looking up at the stallion with passion in his eyes. As their eyes met, Applejack came. Scotch felt the flare swelling up inside of him, felt every pulse as he shot burst after burst of cum straight into his belly.

Scotch's belly felt strange, as if he’d just eaten a Heath’s Warming feast all by himself. As AJ pulled gingerly out of his throat, Scotch reached down to feel his own full tummy, bulging out.

“Whoa, pal!” said Blitz. “You look… pregnant.”

“Cum pregnant,” said Berry.

“That felt… really… really good,” groaned AJ, before lying down on some cushions and falling asleep.

“I need to cum. So bad,” moaned Scotch, stroking his cock, rubbing it against his full tummy. “Please.”

His friends — the awake ones, anyway — were on him like… well, like a pack of cum-hungry stallions on a gorgeous young slut. Blitz and Elusive laid down between his thighs, taking turns sucking on his long, thick cock. Berry laid down under his rump and started licking him under his tail. Dusk kissed him while Glamour licked his cummy face and hair clean with slow, sensual precision.

Scotch was lost in the feeling of two mouths running up and down over the sides of his cock. Mouths took turns covering the end. Soon Dusk and Glamour switched places with Blitz and Elusive, but Berry apparently couldn’t get enough of his ponut. Scotch felt his shockingly long tongue pushing up inside of him, tickling a special spot that made him ache with pleasure.

Glamour had taken over his cock. He gripped his balls, and pushed his face all the way down the shaft, making gagging noises around it. This was too much for Scotch. His balls tightened, a wave of pleasure burned through him, and he screamed. His friends held him, Blitz kissing him hard, as he spurted into Glamour’s throat, his world going white with pleasure.

He slid, gasping to the floor, and pulled himself over to cuddle against AJ’s sleeping body. He pulled Blitz with him.

“Was it good, buddy?” asked Blitz.

“It was everything I ever dreamed,” purred Scotch, his voice scratchy and hoarse. His throat would probably feel sore for days, reminding him of what a good time he’d had. The other ponies curled up around him, and they all went to sleep in a sweaty cummy stallion pile.