“Can you... make it come out again?” Scootaloo asked hesitantly, her wings fluttering with the nervous energy that she seemed to embody. Apple Bloom tried to diminish her blush to no avail, saying, “I um, uh, yeah.” “Can I see it?” Scootaloo asked hopefully. “Ah think ah can make it come out again,” Apple Bloom corrected herself anxiously, “And if it does I uh... yeah. I want you to see it.” “You want me to?” Scootaloo asked curiously, “Why?” “Because ah saw Rumble’s and... and Featherweight’s... penis,” Apple Bloom explained, “And ah’m the only one of us who saw it, and ah could never share it with you two. And now I can, and you can see one, and...” she crossed a hoof self consciously, “you can feel the same way I did.” Scootaloo’s eyes were half closed, her expression unfathomable when she said in a husky voice, “I really really want to see your penis.” “Feels like it’s wakin’ up again just talking like this, Scootaloo,” Apple Bloom said, stepping towards the pegasus without thinking, her emotions churning in her. She looked at Scootaloo nose to nose, but she was too smart to do something stupid like, like kissing her. Scootaloo moved her head away then, and just stuck her nose down beside Apple Bloom saying, “Is it?! Really?” Apple Bloom backed to the wall, and Scootaloo followed along with her every step, the pegasus entirely entranced by her desires. “Ah’m just gonna lie here like last time,” Apple Bloom said, “T-that’s how it came out.” The second time, she wanted to add. Scootaloo just nodded dumbly, so Apple Bloom lay down and rolled onto the pillow, on her back. She felt coy as she spread her closed legs to present her big fat nothing to Scootaloo. “Alright, ah’m ready,” she said relaxing and preparing to do what she did before to unleash it. Soon as she relaxed though and wasn’t trying to hold it off, Apple Bloom realized that she had unconsciously been trying to hold it off. “Woahh,” she said surprisedly as the rebound made her penis inside suddenly swell. “What is it?” Scootaloo asked anxiously, standing before Apple Bloom with her tail bobbing up in the air as her body readied itself for what she was about to see. “Ah just felt it ah think it’s gonna come out,” Apple Bloom said heartily. “I don’t think ah even have to touch it this time. I can do it just looking at you.” “You... you can?” Scootaloo said unbelievingly. Her body was gleaming with sweat by now. Her face was a tense mask of pent up desire. Her legs were... Apple Bloom really wished she could see Scootaloo’s labia right now, because they were dripping fluid down her legs. “Here it–” And with a squeeze of muscles both familiar and mysterious, out came Apple Bloom’s penis. Her opening bulged and then expanded as the shaft slid from it, emerging in a smooth continuous motion as long as Apple Bloom kept on squeezing. It came out so strongly that it just started to swell and throb right there as it reached full extension. “–comes,” she finished. Apple Bloom’s own breath was coming hard. She felt so open before Scootaloo. This was something she never imagined she’d ever happen, and it was happening so fast. It was easy once she was a boy, no colts to bother or chase after. Just here in her clubhouse, finally showing Scootaloo what she’s been missing. And Scootaloo was absolutely loving it. Her eyes were dilated and her breath was coming as hard as Apple Bloom’s. The sight of that penis was doing things to Scootaloo, and Apple Bloom loved that it was affecting her so profoundly. It made Apple Bloom’s stuttering reaction when she saw one outside of estrus that much less embarassing. Apple Bloom took her shaft in hoof, more to hold it up for Scootaloo to see better, but also from her strong desire to stroke it to stiffness again. “Pretty cool, huh?” she said, and it felt weird to use words at this time, with the sheer degree of nonverbal cues they were giving each other. Scootaloo looked like she wanted to plant her face in Apple Bloom’s groin “It’s... it’s...” Scootaloo was fighting to find words to describe what she was seeing and feeling. This was absolutely clear when she reared up suddenly and planted her hooves on the wall, on on either side of Apple Bloom’s head, saying, “Just look!” Apple Bloom got a good long look at Scootaloo down there. With her legs braced like that her belly looked like a funnel, like an orange tornado concentrating everything down precisely to where her legs came together. Scootaloo’s labia were flushed and full, the only disturbance in the continuous smooth curve of her orange furred groin. Even standing stock still, Scootaloo’s hips were shaking with need. Her legs and groin were matted with her own fluids and her entire pelvis just radiated an intense, damp heat. A heat that Apple Bloom could feel. Feel with her penis. They were inches away and Apple Bloom could still feel the heat radiating off of Scootaloo’s body. “Holy ponyfeathers, Scootaloo,” Apple Bloom gasped, looking up at the flustered pegasus while Scootaloo looked down with wide eyes. “Ah didn’t know your estrus was this bad?” “It’s been getting worse since... since just now, when I was here with you.” the pegasus gasped. Marriage is not required for a stallion to ease a mare’s seasonal troubles. “Scootaloo,” Apple Bloom said in an astonished tone laying her hooves against Scootaloo’s chest, “Ah think we’re doin it! Whatever mares and stallions do. Your estrus is responding!” “I need to orgasm,” Scootaloo moaned, as throatily and heartily as ever escaped Apple Bloom’s mouth even in the middle of masturbation in the middle of estrus. She started to kneel before Apple Bloom, her fillyhood coming closer and closer to the turgid shaft laying against Apple Bloom’s belly. “I can’t,” she bit out confusedly, “I can’t I just can’t put my hoof between you and and me...” “Maybe ah can touch you then...” Apple Bloom said in a low tone, sliding her hoof down Scootaloo’s chest to where the filly’s teats were swollen and prominent. Even just nearing them made a throaty moan escape Scootaloo’s mouth as if Scootaloo were being dragged down the wall she was braced on by an unstoppable force. They were less than an inch apart, and Scootaloo’s aroused juices were dripping onto Apple Bloom’s shaft. Apple Bloom was wrong about the penis stuff she made earlier being girl stuff, so very wrong. This stuff coming out of Scootaloo made her shaft tingle and throb achingly. They were so close! What was holding Scootaloo back? Apple Bloom couldn’t even think. She just wrapped her arms around Scootaloo and pulled her into a hug. She wanted Scootaloo close to her so bad! Scootaloo lost her grip on the wall entirely, and slumped heavily against Apple Bloom. But Scootaloo was such a light little thing that heavily wasn’t even enough to wind Apple Bloom. As she pulled Scootaloo into her embrace the pegasus clung to her fiercely, even desperately. Man, when Scootaloo hugged, she hugged. Scootaloo’s heated labia, swollen teats, and Apple Bloom’s stiff penis all vanished from sight covered by the shaking body of Apple Bloom’s friend. Both of them cried out at once because though it could no longer be seen, it could be felt, and Apple Bloom felt Scootaloo’s labia pressing, mashing, practically wrapping around the side of her dick. She could only imagine what Scootaloo was feeling. Apple Bloom remembered her ill fated masturbation disaster yesterday, and tried to imagine what it would feel like if the rough cool hoof of her pad were replaced by a velvety soft hot turgid dick. There was no way her hoof could even compare to the texture of this thing, and her hoof had felt like the best thing ever! As glorious as the hot slippery vulval lips smearing all over her penis felt to Apple Bloom, she had to smile over Scootaloo’s shoulder at the thought of how much Scootaloo must be enjoying this. Scootaloo was the one who pushed back from the hug. She straightened up, leaving her groin in close contact with Apple Bloom’s. You could see in between them, now that Scootaloo wasn’t blocking the way, and boy was it a sight. Apple Bloom’s dick was thick and twitching leaving that dick juice trickling down the side of her belly. Scootaloo was spread by the shaft, her deepest folds (or so she thought) in direct contact with Apple Bloom’s new member. Scootaloo looked between them, the long hug letting her catch her breath enough to say, “Oh wow... our things are right up against each other.” “Y-yeah,” Apple Bloom gulped. Scootaloo’s eyes grew thoughtful as she said, “The only thing that makes me a girl is touching the only thing that makes you a boy. How can it feel so stiff, but so soft at the same time?!” She braced her hooves on Apple Bloom’s chest, lost in the feeling that was coming from her groin. The feeling that Apple Bloom’s dick was making her feel. “It’s the best thing I ever felt...” she said intensely. “Y-your labia feels so hot and wet, Scootaloo,” Apple Bloom said gratefully, “Ah love it so much! This penis it feels just... about everything. It’s crazy sensitive!” “Not burning you, is it?” Scootaloo said with understandable concern. “No it’s like a... like a heatin’ compress you put on sore muscles. Real nice.” “I’m a heating compress,” Scootaloo said giddily, “That’s so crazy.” Apple Bloom looked up at her thoughtfully and said, “How do you feel? Is touching me any easier on your estrus.” Scootaloo pondered, rocking her hips testily which incidentally felt glorious the way they slipped around Apple Bloom’s shaft. “I think so,” she said, “B-but I need to clop like crazy.” Scootaloo stuck her hoof down there, and Apple Bloom laid back to try and make room as the pegasus shuddered desperate to stimulate herself. She couldn’t get any further than the edge of her labia though, not with her hips so firmly pressed against Apple Bloom’s. “Can’t get to myself though,” she said frustratedly. “F-feels like that for me too,” Apple Bloom said, her hips rocking at the thought of orgasm, smearing more of Scootaloo’s tingly girl juice on it. “Ah don’t even have labia no more though,” she said frustratedly. “Can’t do nothin’ but rub this penis.” “Can’t do–?” Scootaloo inhaled suddenly in realization, and a crafty look got in her eyes. “Say,” she said slyly, leaning against Apple Bloom with her hooves braced on Apple Bloom’s chest. “Why am I using my hoof anyway?” She slid her front hooves down Apple Bloom’s chest until they were firmly braced on either side, against the red throw pillow Apple Bloom was sitting on. “I got something much softer to rub against,” Scootaloo purred, heaving her hips into motion. Apple Bloom tried to protest, but Scootaloo was already rubbing those hot lips eagerly along the smooth swollen shaft between Apple Bloom’s legs, and that just took Apple Bloom’s breath away. She felt so excited, just like when she was rubbing it earlier, but just as no hooves could compare to the feel of her dick to a filly, no hooves could compare to what she felt of that beautiful hot fleshy flower between Scootaloo’s legs. “S-scootaloo,” Apple Bloom managed to gasp out as Scootaloo began to hump in earnest, like a filly who just discovered what you can do with a tether pole besides play ball on it. She didn’t want to stop Scootaloo, but Apple Bloom felt like she was going to orgasm at this rate. And Scootaloo looked like she was going to orgasm, even more than Apple Bloom felt! “Scoots!” she urged, holding the filly’s hips steady. “Oh what is it,” said Scootaloo irritably, hunched over Apple Bloom still refusing to part from pressing against that shaft. “You can’t orgasm, you’re in estrus!” Apple Bloom cautioned. “Orgasm makes it ten times worse! And I still don’t know how to make it go away! And I‒” “Oh I don’t even care,” Scootaloo moaned, fighting to rub against Apple Bloom’s shaft. Apple Bloom couldn’t even think straight with the hot tingles that shaft was sending through her body . Maybe Scootaloo was right. Maybe it would be different since she was there, and a colt. Maybe she didn’t care either and just wanted to be in estrus forever if it meant she would get that desperately needed orgasm. But soon they were both rocking against each other, rubbing hotly and panting together. Apple Bloom’s dick had started trickling forth with its own special lubricant, not that she needed any at all with Scootaloo there. It was so much more sensitive at the tip, and something about Scootaloo’s folds made it even more poignant. It didn’t seem like Scootaloo could tell the difference, but boy could Apple Bloom feel it. There was a whole spectrum of sensitivity she could feel when Scootaloo slicked the bottom of her shaft to the top. She couldn’t help but like the feeling that grew stronger near the tip of her penis than along the base, so Apple Bloom shifted her hips little by little such that Scootaloo’s eager thrusts slid her cleft closer and closer to that moist tip. Apple Bloom’s back arched as she felt the extra sensitive tip of her shaft slipping through Scootaloo’s wet labia. It was harder to slide back and forth this way but it felt so much better. They were gonna both get the best orgasm of their lives she just knew it. Apple Bloom kept hitting resistence on Scootaloo’s downward slide, not that the pegasus seemed to mind. It was tricky for Apple Bloom to make sure she slipped out of Scootaloo’s labia though, and didn’t hit an edge in there or catch on something. Then despite her best efforts, the tip just slipped inside Scootaloo entirely, at the same moment Scootaloo came to bear down to slide along her dick. Except Scootaloo couldn’t, since Apple Bloom was stuck! It happened so fast Apple Bloom barely had time to wince before Scootaloo pushed down powerfully. That stopped the pegasus’s thrusting fast, as Scootaloo felt her needy cunt suddenly swallow up an inch of Apple Bloom’s shaft just like that. Scootaloo froze, then braced her hooves to push her pelvis up off Apple Bloom’s groin. When Scootaloo lifted up, Apple Bloom’s shaft tilted up to follow it was–! Apple Bloom didn’t want Scootaloo to notice, because it felt so good, but there was no way she couldn’t notice. It was stuck in her! Scootaloo looked between them, where that shaft was jutting directly into her canal, then looked back at Apple Bloom with wide eyes. “Ah...ah’m... sorry,” Apple Bloom stammered, “It just... it just slipped are you... you okay ScootalooOO–!” Without even answering, Scootaloo just pushed down hard, no longer able to slide along Apple Bloom’s dick, but able to slide Apple Bloom’s dick inside her. She gasped wetly, shoving herself down that shaft as inch after inch just kept going inside. At last, with some kind of triumphant and primal cry Scootaloo slammed against Apple Bloom’s hips, every inch of Apple Bloom’s new dick entirely inside the pegasus’s canal. Apple Bloom couldn’t believe the intense heat and wetness in there. Scootaloo’s whole body was shaking now. Neither of them could believe what just happened, or how good it felt. Bloom could feel every inch of Scootaloo just quivering around her shaft in there, like a hot sheathe of flesh that had been hidden inside the pegasus all along. One thing many fillies learn about self pleasure early on is that the canal within them is dull to the senses, and challenging to use as stimulation. Without detailed instruction on estrus, arousal, dildos and insertion tools they will often spend a good part of their young lives attacking the surface and never bothering to delve deeper than that. Apple Bloom had come close to learning more in her heat addled masturbation yesterday, but those states of mind weren’t times when she remembered things all that clearly anyway. Honestly Apple Bloom hadn’t thought her passage was all that deep, and she never could figure why she liked pushing her hoof into it. But now she knew, big time. There was nothing dulled or challenging about Scootaloo’s vagina, at least not to Apple Bloom. It was just sheer nerve tingling stimulation urging her to do something she didn’t know about. Muscles within her pelvis were awakening and quivering in ways she had never felt before, readying her for the delivery she didn’t even know was inevitable. Apple Bloom’s hooves had fallen limp, smashed under the force of Scootaloo’s hips. However incredible tribading had felt, even that was nothing compared to the depths of Scootaloo’s pussy, absolutely nothing was. It was warmer. It was so wet. It was so deep. It was throttling her dick from base to tip, hugging around the sensitive flesh in a hot wet squelch. And it was absolutely wonderful. It almost felt outside of her body. It was outside of her body. She could feel it in Scootaloo’s canal. She could feel Scootaloo’s canal with her dick. It was like Apple Bloom was in there, like Apple Bloom was nestled all curled up inside Scootaloo’s groin. Scootaloo’s belly pressed against hers, and Apple Bloom was in that belly. It wasn’t just Scootaloo’s belly, it was both of them. “Oh wow…” Apple Bloom groaned, “Is... is that yer vagina Scootaloo?” “I-it can’t be,” Scootaloo protested, “It’s not that deep! Why are you in there?” she said so glad about it, yet so confused. Her insides were twitching around Apple Bloom, making Apple Bloom just arch up against the pegasus whose hips were pinning her down, and making Scootaloo moan as if the reality of it suddenly hit her, “You’re inside me!” “You feel so good, Scootaloo!” Apple Bloom said emotionally, her hooves gripping Scootaloo’s sides. She wanted to cry it felt so good! Scootaloo whimpered something unintelligible, her front hooves still braced against the wall on either side of Apple Bloom’s head. Her muzzle was turned down and her eyes were closed as she breathed heavily, looking more overwhelmed than even Apple Bloom herself felt. “S-Scootaloo? Y’alright?” she asked, prodding her friend gently in the cheek. Scootaloo lifted her head with a grunt, looking up with this bewildered look on her face, like she was absolutely gobsmacked. She focused on Apple Bloom then, giving a slightly shaky smile. “I’m great… I’m really really great. I’m... buck we’re like locked together like” And then Scootaloo shifted, just horizontally, revealing in only a way you could feel, how her pelvis could not depart from Apple Bloom’s groin. Something was fixing it in place there, holding it in tight, firm alignment. It was like... like they both still had pussies smushed together at that moment, but there was a mysterious force keeping them aligned in a mysterious embrace. Apple Bloom kinda liked the idea of her dick being a mysterious force. You sure couldn’t see it after Scootaloo’s little disappearing act. It was a tether tying them together at the hip. A stronger connection than they’d ever felt between each other before. “It... it hurt when you opened me up like that,” Scootaloo said, “I must have been so cramped up in there, I just had to keep pushing until it all stretched out.” “You’re not too stretched, are you Scootaloo?” Apple Bloom asked her. “Ah don’t want you to pull something in there on account of me.” Scootaloo tilted down towards Apple Bloom bending her front hooves, and Apple Bloom could feel her own shaft tilting to match the pegasus’s hips, until Scootaloo was just laying on Apple Bloom’s chest with her head cupped underneath Apple Bloom’s chin. “No,” Scootaloo said dreamily, “It’s just perfect...” They sat there for a timeless moment, just experiencing each other, then Apple Bloom was startled from her fuzzy headed dazed serenity to hear Scootaloo mumur impatiently. “I don’t know, s-something’s not right here.” “What... what?!” Apple Bloom yelped, “What do you... what’s wrong Scoots? Are you still hurting?” Apple Bloom whimpered at the mere prospect of Scootaloo being in pain, her heart swelling with unexpected amounts of concern. The filly was quite unfamiliar with just what being inside someone’s vagina does to a man. “No no I’m fine!” Scootaloo shot back equally nervously, “It’s just.. how are we going to.. I mean it’s amazing but... doesn’t feel like I can get off like this.” Apple Bloom stroked her hoof down Scootaloo’s back speculating, “I wonder, maybe it’s not about gettin’ off at all. How’s your estrus, Scoots?” Scootaloo shifted her hips, testing their connection and how it was making her feel. Every time she shifted, it made Apple Bloom feel like her dick went and stiffened up again. “Huh...” Scootaloo said, “it’s... it’s not gone, but I feel really really good. That sort of empty feeling in me is just totally gone.” Apple Bloom knew that feeling. Worse after you orgasmed, clutching on a big fat load of nothing in there. Like you were hungry for something, just wanted to hurl your hips in its direction and never feel empty like that again. It made her smile though, as terrible as that feeling was, saying “Of course you don’t feel empty Scoots. You’re fulla me right now.” Scootaloo laughed too, if tensely. She sat up again onto her feet, putting her hoof between them to tease at her labia. She practically kicked off of Apple Bloom when she touched her hoof to where the shaft was entering her, exclaiming, “Woah, my clitoris is like, right there. “Ah don’t know if you should orgasm, Scootaloo!” Apple Bloom said worriedly, “What if I ain’t doing it right?” “This has got to be how you do it,” Scootaloo said needily, her hoof piked against the grotesquely distended vulva wrapped around the base of Apple Bloom’s shaft. “I-if you orgasm and you’re full then it’s not bad, right?” “A-ah guess?” Apple Bloom said raising her hooves at her lack of knowledge. “J-just enjoy yourself, Scootaloo. If it don’t work then we’ll... figure something out?” Scootaloo stopped her minstrations, looking at Apple Bloom and saying, “...you mean you’re not orgasming?” Apple Bloom started to shake her head, but then nodded uncertainly. “You feel absolutely amazing in there Scootaloo, but it ain’t pushin me over mah limit. Ah feel like I could stay inside you forever! ...but no I ain’t orgasmin’” Despite the intimate embrace of penis within vagina driving them up the wall with lust, they tried to think of what to do. Scootaloo smacked her lips at last, saying, “...I’m kind of thirsty.” They both looked at the mini water cooler, which was all the way across the clubhouse. “Well that makes sense, Scootaloo ah mean,” Apple Bloom gestured as best as she could, “Mah underside is absolutely drenched with ya. We better hold off on this until you get some water.” Scootaloo scrunched in frustration, then frowned unsatisfiedly, then sighed, “Yeah I guess,” she said. Apple Bloom was already feeling herself softening up in there and going limp. Scootaloo’s tightness certainly helped offset that, which was odd because it should have hastened the process not made her dick rebound with turgidity. But they didn’t know what to do at this point, and that was just killing the mood. Scootaloo sighed one more time, then heaved off of Apple Bloom, sliding that shaft out of her to stand up and go get some water. Time stopped. Scootaloo’s eyes crossed and her legs buckled at the feeling of Apple Bloom’s shaft leaving her canal. Apple Bloom couldn’t react other than to give a surprised throaty moan as Scootaloo’s entire insides were sliding all along every inch of her boy tool. Then Scootaloo reversed directions, and she was shoving Apple Bloom in her again! Due to Apple Bloom’s surprise and lack of turgidity it wasn’t too long until they mashed groins again, Scootaloo giving a hot yelp of bliss as they met together. Apple Bloom didn’t know how to even. Meantime, Scootaloo’s head turned up to face Apple Bloom’s and her eyes were bright and shining with pure amazement as she emphatically declared, “That. Was. Awesome!” “Ah think... that must be what we’re supposed to do...” Apple Bloom said dazedly. “I’m gonna try it again,” said Scootaloo eagerly. “W-wait,” Apple Bloom held her up, “Do it again, but all the way this time. We can do it more after you get some water.” Scootaloo quivered and said in a unsatisfied voice, “Yeah you’re right.” She flexed her legs again, lifting her hips away from Apple Bloom. It was just as glorious a feeling as the last time, and Apple Bloom gave a gasp when her dick slipped out entirely and smacked wetly against her belly. That felt damn good. Scootaloo stood over Apple Bloom collecting her wits, and then said with an excited eagerness, “And– and after we get water, we can do it more, right?” “Wild horses couldn’t drag me away, Scootaloo,” Apple Bloom assured her, “That was the best thing ever!” There was a brief intermission at the water cooler in which Apple Bloom had a small glass of water and Scootaloo almost emptied the entire jug. Apple Bloom checked the wall clock, and she could see they were about halfway through first break. Free of Scootaloo, her head was still spinning from the experience. Why were they even doing that? To orgasm of course, but why did it work out so neatly? At any rate Apple Bloom was determined to help Scootaloo orgasm, if that new dick of hers could stop Scootaloo from feeling that terrible resurgence, and get the relaxation and relief she needed. “Man, Apple Bloom, thanks,” Scootaloo said gratefully after the water. “I really needed this.” “Ah know somethin else you need,” Apple Bloom smirked, pointing a nose over at the pillow they had previously joined together on. Scootaloo cantered over to it dancing in place saying, “Oh man this is gonna be so awesome.” Apple Bloom flopped on it on her back again saying, “Less talk, more gettin it into you!” “Oh! Um...” Scootaloo paused for some reason, looking at Apple Bloom hopefully. “Can you make it come out again?” Apple Bloom glanced at her own groin, then facehooved. That penis was the most ill behaved body part she’d ever acquired due to dark contracts with gods of chaos and misery. “Sure,” she said, “Lemme just...” and she started rubbing the base trying to coax it out. Scootaloo looked at her curiously going, “Can I...?” Apple Bloom’s eyes widened, “Hey, yeah!” she exclaimed. “You gotta see how this thing works.” At Apple Bloom’s instruction, Scootaloo followed along with her hooves as well as she could. “First you gotta stroke here,” Apple Bloom said, “This here’s where it’s hiding in there. You can kinda feel it through the skin. Awww yeah just like that. It makes me feel all warm and fuzzy and then I just have to think about pretty fillies like you.” Scootaloo blushed redly, but continued her determined minstrations silently. “Ah’m thinkin’ about when ah’m gonna be in you and you orgasm so hard,” Apple Bloom continued, her member pushing its way out of the entrance. “And it’ll be great ‘cause I’ll be there and you can just relax and not have estrus anymore.” “All that achy itchy heat,” Scootaloo agreed passionately if not pleasantly, still stroking at Apple Bloom’s base, “We’re gonna knock it out so cold i-it’ll be like extra strength Moon tea.” “Unh, so now that it’s... out I just well, it’s like squeezin was with my vagina, except when I do the same thing...” Apple Bloom demonstrated, surging out of her sheath smoothly in very little time. “That happens.” “C-c-can we–” Scootaloo stammered, the emerging penis completely captivating her thoughts. Apple Bloom frowned, reached down and tilted Scootaloo’s face away from her groin, then looked at her eye to eye, smiling agreeably and saying, “Let’s do it!” Apple Bloom lay back and Scootaloo eagerly climbed on top of her, Scootaloo cupping that sensitive shaft in her hoof. It felt way different when another pony was doing that. The most odd thing about the feeling was how Apple Bloom could feel Scootaloo’s hoof. Which was another sign that that really was Apple Bloom’s penis, because there weren’t any other body parts that could have been feeling that hoof right now. “It’s not all stiff,” Scootaloo said disappointedly. “How am I gonna get it in?” “That’s what your labia are for,” Apple Bloom pointed out brightly. “Slide ‘em on the side of it and see what happens.” Scootaloo did so, watching with intense concentration while methodically smearing her vulva up and down the shaft. Apple Bloom could have gotten hard from watching Scootaloo’s hips heave like that alone, so adding the incredible soft heat of her labia was more than enough. “Oh, it’s–!” Scootaloo exclaimed as Apple Bloom’s penis plumped up all on its own. Scoots seemed childishly ecstatic with how her stroking made it bigger and thicker each time. It was such a novelty to them both! Apple Bloom found herself staring, fascinated at how her own penis responded in a way that she could only feel distantly the last time it happened. At last, Apple Bloom felt the surges even out, as her stiff throbbing penis reached some kind of middle ground and each surge just made it twitch instead of expanding. “S-scootaloo!” she said, sounding a bit more urgent than she intended. “Take a gander at it now!” Scootaloo actually climbed off of Apple Bloom entirely so she could tilt the penis up to tower stiffly above Apple Bloom’s groin. “Oh wow...” the pegasus said hunching down to gaze up at it, with her tail twitching in the air restlessly. “Think you can get that in you?” Apple Bloom teased. She knew she was ready to get in that filly’s vagina, and she could bet that Scootaloo was feeling that in spades now. Still it looked... her penis looked really big. She would never have believed the whole thing fit inside Scootaloo if she hadn’t seen it with her own eyes... and felt it with her own penis. She wondered if it was bigger than Rumble’s. She couldn’t remember clearly enough to really compare. “You bet!” Scootaloo responded the challenge. She let Apple Bloom’s penis loose, where it twitched in the air at an angle just above resting on her belly. Then Scootaloo walked over Apple Bloom’s torso, a confident look on her muzzle as she put just her hips down on Apple Bloom’s chest, and started sliding back, pushing her groin right against the flat bulbous tip of Apple Bloom’s penis. “Nnnh,” Scootaloo clenched her teeth needily. “Almost got it...” Apple Bloom rocked her hips trying to help, those teasing touches of that slippery vulva on her most sensitive part making her want to feel all those insides again. Scootaloo’s tail was hiked up so stiffly it could have been a flag above them when she finally hit home, determinedly mashing her labia against Apple Bloom’s penis until she found the entrance that penis would fit into. “That’s it, Scootaloo!” Apple Bloom declared excitedly. “Oh mann,” Scootaloo blurted out wetly, her eyes losing focus as she started to feel it. Apple Bloom just couldn’t even deal with that incredible sliding feeling. Scootaloo pushed back like a filly possessed and only when Apple Bloom was firmly enmeshed groin to groin did she even pause. Apple Bloom was panting hard, staring up at her hot, sweaty, slimy beautiful friend. “Oh Scootaloo,” she said, beside herself with emotion. “You ready?” Scootalo replied with a half smile. Apple Bloom smiled and nodded. Then her smile broke into an open mouthed passionate moan as Scootaloo surged above her again, sliding her tensely turgid shaft inch by inch out into the relatively chilly air of a hot summer day. Relatively chilly because it was just that hot inside Scootaloo. The pegasus didn’t let her slip all the way out this time, reversing course almost immediately to plunge Apple Bloom into that heat. They were both gasping for breath when their hips were enmeshed once again, and they should have been exhausted by all this, overwhelmed, but all Apple Bloom could think is she wanted more. “One more time,” Scootaloo said eagerly, pulling off of Apple Bloom without even waiting for confirmation. Even as the sliding pleasure made Apple Bloom’s heart beat like a hammer, she could see the look of pure satisfaction on the pony above her, Scootaloo’s eyes closed and biting down on her lower lip as she felt her side of the experience. It felt so good to Apple Bloom, it was almost impossible to believe that a filly without one of these penises could be feeling that good too. It seemed like an eternity before they were together once more. As soon as their hips met, Scootaloo reflexively began to pull her out without thinking, but stopped uncertainly and then just squirmed close and held Apple Bloom deep again. She would repeat these single thrusts, each time just a hair away from thrusting repeatedly without restraint when she came to a stop again. “Enjoyin yourself?” Apple Bloom teased in between breaths. Scootaloo’s familiar scent was flooding the entire clubhouse and it smelled incredible. It made Apple Bloom want to orgasm so bad, and when she did what would that thing inside Scootaloo do? What would it feel like? Apple Bloom imagined pushing up deep into Scootaloo and orgasming, just like Rumble an’ Featherweight, and‒. Her penis twitched strongly inside Scootaloo, making Apple Bloom moan huskily. “You have no idea,” Scootaloo gushed back. “I can feel like every inch when it slides. I can feel‒ oh Celestia, I can take you all~ the way in!” Apple Bloom gulped and then would have responded, but the excited orange filly at that moment experienced those strong semi-voluntary muscle contractions in the vagina. The vagina being a very powerful muscle. A very powerful muscle currently wrapped around a very pressure sensitive dick. It was an experience Apple Bloom had thought pleasant before, but now she got to feel the boy side of things. It stole Apple Bloom’s breath away, as every inch of her penis was massaged by that rippling contraction. “Oh wow, Scootaloo,” she purred at the immensity of the feeling that comes with being truly welcomed inside a mare’s birth canal. “Can totally see boys liking that.” “You know?” Scootaloo asked in unexpected surprise, “I mean,” she corrected, “You’ve ... with boys you did... this?” Apple Bloom would have blushed if she could flush anymore than she already was. “N-no I didn’t mean that. I couldn’t find any...” “Me neither,” said Scootaloo, grumpily somehow, despite having Apple Bloom buried inside her. “Can’t believe that lousy Rumble had to be a colt cuddler.” Apple Bloom blinked, then giggled at that. Given their awkward coital embrace it probably wasn’t the most appropriate reaction, but she had to say it. “Oh you’re one ta talk, doin it with another filly.” “What?” Scootaloo said muzzily, then snapped out “This totally doesn’t count! You-you’re a colt now!” “Ah’m not really!” Apple Bloom insisted. “Discord just slapped this on me. I’m still a filly!” “Oh yeah?” Scootaloo said with a firey look in her eyes. She heaved, rolling her pelvis against Bloom’s in a single smooth circular stroke, making Apple Bloom’s penis twitch while a moan ripped out of the mouth of the filly gone colt. “Still feel like a filly?” Scootaloo murmured smugly into her ear. “A-ah‒” Apple Bloom didn’t want to lie. She felt an awful lot like a colt right now. Like a colt who wanted to climb on top of Scootaloo and shove this dick in her again and again. Who wanted to keep going and never stop for anything. She couldn’t do that with their position, as Scootaloo on top was calling all the shots. That... frustrated Apple Bloom for some reason. Scootaloo pulled off of Apple Bloom again, not enough to let go of her dick entirely, never enough for that. She hunched over the other filly saying “I’ll show you how much of a fil‒hnh!” At that moment Bloom had the bright idea to buck her hips up into the air, firmly ramming her rod up into Scootaloo. The orange pegasus near went limp at that, falling forward and grinding mindlessly against Apple Bloom. Bloom could feel everything in between them right now, the twitching penis wrapped in those clutching insides, Scootaloo’s hot vulva smashing against her pelvic floor. All she could see was the wings tight against her friend’s back, but underneath that writhing pegasus Apple Bloom could feel it all. She could even feel the hot slimy juices from Scootaloo’s cunt that were dripping down the ball sack that wrinkled up against the bottom of Scootaloo’s vulva. Slowly they returned to a neutral position as Scootaloo recovered from that somewhat, and mumbled, “Okay okay I’ll stop teasing you. Just k-keep doing that okay?” Apple Bloom wasn’t exactly in a right mind to process words very well at the moment, but she was pretty sure she was going to keep doing that so she nodded. The next time Scootaloo lifted up, Apple Bloom just waited a moment before driving her hips up to send her dick following after the pegasus. Scootaloo just cried out again, bucking back against Apple Bloom uncontrollably. And when that pulled them apart, Apple Bloom did it again! And Scootaloo did it again. And they both bucked against each other sliding that dick in and out at an increasingly steady pace. Somehow amazingly the jerky uncoordinated bucking turned into a solid smooth pistoning that was almost effortless, yet intensely exacting. Their breath came out in heavy gasps as both of them struggled with the feelings welling up in them. “Oh my Celestia yes,” Scootaloo murmured, clutching Apple Bloom to her while their hips danced the most ancient dance, “This is ...freaking ...amazing!” “What are we even doing?” Apple Bloom said with a light laugh not just at the strangeness of the situation but of the joy rising in her chest in parallel with the throbbing tingle that she remembered vaguely as the entry to orgasm. “We’re... ahh, w-we’re... you’re... I want it so bad, A-Apple Bloom” Scootaloo whined only half coherently. Her thrusting was becoming automatic, instinctive even. She gasped out, “Can feel it–!” and then just back to thrusting intensely. If she hadn’t said it would still have been obvious though, because as Scootaloo bounced her hips on top of Apple Bloom her breaths became cries, and those cries became more and more urgent, until she shouted, “Yes!” triumphantly and shoved her torso off of Apple Bloom, her hair flipping back as she arched against her, her thrusts turned into an eerie stillness. And then Scootaloo just screamed out loud. Apple Bloom could barely say an “Oh mah–” before the pegasus’s vagina went nuts in there. That squeezing earlier was nothing compared to this! It was a rhythmic rippling contraction that felt like it was pulling Apple Bloom deeper inside, and it was happening over and over again. Apple Bloom couldn’t stand how much it made her want this pegasus, to orgasm deep inside her as hard as Apple Bloom could possibly do. And– and she couldn’t believe it but, as she watched Scootaloo twitching there, convulsing around her penis, she knew Scootaloo was orgasming. There was no other thing this could be. Scootaloo was just sitting there cumming her brains out, with Apple Bloom deep in the thick of it. Bloom didn’t even know the vagina did that during orgasm. It just got all grabby she thought, and– and this was grabby but it was overwhelming. Scootaloo was begging Apple Bloom to penetrate her without even trying, just by the excited instinctive contractions around Apple Bloom’s shaft. When Scootaloo spasmed around her dick, Scootaloo’s subsequent cries were almost silent as her eyes lost focus entirely. Scootaloo’s contractions were making the pegasus’s whole body jerk as she held on for dear life. And the one and only thing Apple Bloom didn’t like about that was... it made Scootaloo stop. Apple Bloom couldn’t stop when she was feeling like this. She had to keep sliding her dick in and out! All she knew was she wanted to keep going, and Scootaloo was just sitting there gasping and squeezing, and all she knew was that she needed to orgasm, and fast! Apple Bloom leaned against Scootaloo, and her dick slid right out from the pegasus despite the clutching contractions pulling her in. And even in the middle of an orgasm, Scootaloo loved it! Apple Bloom could make her feel it, by thrusting into her! She pushed back in, pulled back out, and pushed back in, and every time she pushed in Scootaloo gave a little cry of ecstasy. Apple Bloom wanted Scootaloo to do that so bad. They tumbled forward away from the wall. Apple Bloom was caught by surprise at first, but her driving need pushed her forward and she immediately began thrusting again. It was so easy to do it. Scootaloo was laying beneath her, hooves limp against the floor, while Apple Bloom’s hooves were braced to either side of Scootaloo. Apple Bloom’s pelvis rolled against Scootaloo’s own with that rhytmic instinctive motion, whatever motion it took to make sure her dick kept on sliding in and out. In and out... “ahh.... Ahh... AAHHH!” Scootaloo cried out, at last torn to her senses by the relentless pistoning, only to find herself surrounded and filled by hot musky yellow earth pony. “O-oh, buck, Apple Bloom…” she moaned limply. It was a beautiful sight, but... it was only half as fun when Apple Bloom was doing it by herself, and she needed the whole thing. “Come on Scootaloo,” she grunted intolerably, “Help me out here!” Scootaloo focused on her words, then Scootaloo’s eyes widened. “S-sorry, Apple Bloom!” she said tensely, bracing her feet down and pushing up against the earth pony. Her bucks were weak and uncoordinated at first, but they were there, and they grew stronger with every minute the pegasus devoted herself to Apple Bloom’s need. Scootaloo let her forehead rest against Apple Bloom’s, hips dropping down as Apple Bloom pulled back, and arching up just as Apple Bloom thrust forward, meeting together with a satisfying squish every cycle. Their pace was faster now, less consistent and more frantic, neither knowing just what was coming just around the corner, but both needing to reach it more than they ever needed anything before. Apple Bloom cried out in surprise as the head of her cock flared, pressing against Scootaloo’s insides like some sort of obscene internal kiss. She didn’t know what was happening to her penis, but the throbbing swelling expanding happening seemed to hold her firmly inside Scootaloo. Apple Bloom felt so snug in there, and the more of Scootaloo’s deepest passage that pressed against her, the hotter her penis seemed to become. “Hwhat did you...!” Scootaloo gasped weakly, their sliding turning into a jerky pulling as Apple Bloom had to fight to pull out of the pegasus during those final all-important thrusts. “Ah got... bigger..!” Apple Bloom gasped, hunching forward with the unquenchable need bubbling up in her. She wasn’t going to reach orgasm. Orgasm was going to hit her like a speeding train. She wasn’t orgasming now, but she couldn’t stop approaching it. This swelling this– thing that her penis did was just pushing all her switches and turning on all the lights. “You feel so good...” Scootaloo moaned, her head rolling back as her roiling hips tried to cope with what Apple Bloom did in her. Scootaloo could feel it, and Scootaloo loved it! Scootaloo was wrapping her front hooves around Apple Bloom and pulling herself up to thrust frantically against the formerly female filly. Her eyes were wide, with steady tears leaking from them, but her wide open mouth was turned up into a giddy smile, a thin trail of drool on her lips. It was as if every orifice in her body seemed ready to spill fluids everywhere. Apple Bloom gave her what few more thrusts she could manage, but there was just no holding back. She had at last reached her threshold. Even the thought of holding back nowhere to be found. Apple Bloom was going to do it and she wanted to do it. Her elbows straightened on the final up-thrust, as she pushed up against Scootaloo as close as she could. Her upper body reared up even as her hips pushed forward, pressing their groins together as the feeling overwhelmed Apple Bloom and the familiar feeling of orgasm rippled through her senses. It was like she was riding the crest of an electric wave, and it made her drive deep into Scootaloo and hold there. Why was it making her push up inside Scootaloo so much? Beneath the quivering Apple Bloom pinning her hips down so forcefully, Scootaloo opened her eyes , looking up at her with worry. “Ah’m...” Apple Bloom wanted to tell Scootaloo it was okay, that she didn’t mean to shove up so deep into her like this, but she could barely get out the word, “Orgasm’n...” It felt like Apple Bloom was going to start clutching, but she wasn’t clutching on anything. Her muscles in her groin were just tensing up like pure solid lightning, and making her hiss intensely as her head exploded with stars. Then, what should have been clutching, her dick just started twitching instead inside Scootaloo. Apple Bloom couldn’t stop flexing her penis–what was she doing? It was jerking and throbbing as rhythmically as Scootaloo had convulsed around it before. This was a boy’s orgasm! This was— The burning fluid pooling inside her was felt by Apple Bloom, those formerly unused but very eager glands forming that tight alchemy at the base of her cock. She didn’t know what it was, just an electric churning feeling inside her, joined with the very first jerks of her new penis. Then a hot rush up the inside of her shaft, then... It wasn’t before her third, excited contraction, that the mysterious throbbing of her penis became evident as a pumping action. Apple Bloom gave a shuddering yelp as the semen flooding her urethra began jetting out into the pegasus she was unknowingly breeding. She couldn’t move, couldn’t do anything but hunch over Scootaloo and let her penis pump. She felt the broad head of that penis pressed as deep as she could into Scootaloo’s wet insides, quickly becoming slimy and hot from something that was coming out of her in thick jets. She didn’t know what she was doing or why, but she couldn’t stop her sensitive dick from jerking and throbbing and flooding that filly. But if Apple Bloom’s cry was of shock, it wasn’t anything compared to what happened to Scootaloo. Her flushed worried expression turned to a loud heavy inhalation of breath as the first blast of cum splattered inside her. She didn’t even speak, she just heaved back against Apple Bloom’s orgasming penis, giving a wordless cry of relief with every spurt that shot in there, “Ah! Ahh! AHHH!” Apple Bloom didn’t know what Scootaloo was feeling with what this penis was doing inside her, but her reaction only made Apple Bloom feel more compelled to making her penis keep doing it. She was doing something to Scootaloo, and she just had to! Apple Bloom could only give flustered grunts at the pumping she just had to do, the pumping that made her determined to do nothing else. She felt an incredible elation as she realized she was filling Scootaloo up with her spurting. Every spurt that came out made Apple Bloom shove against Scootaloo, nothing more she wanted than pumping it out, making sure she did so in that special passage between Scootaloo’s legs, and making sure she did so as deep in Scootaloo as possible. She felt an overwhelming drive to do what she was doing, deeper and deeper, every spurt making her need to do it more. Her husky breathing turned into relieved panting as the strong spurts lessened in volume and her penis was only throbbing emptily, every drop she could muster delivered decisively into the pegasus. Apple Bloom was vaguely aware that she had buried Scootaloo in a tight bear hug, holding her like a child holds his cherished protector to him so the monsters don’t come at night. She wanted to be close to Scootaloo and never let go. It was only when she stopped pumping that she noticed it had not only filled Scootaloo but spilled out around Apple Bloom’s dick, smearing slimily all over their collective crotches. She had pumped out so much that it overflowed! She wanted her penis to do it more in the pegasus, but the electrifying pleasure that had caused... whatever that was to happen had already fled out of her. Apple Bloom didn’t even think she could orgasm again if she tried. Reluctantly she loosened her embrace on Scootaloo, checking on the quivering pegasus still wrapped around her already softening dick. “You O.K. Scootaloo?” Apple Bloom asked. Scootaloo’s chest was heaving and she looked at Apple Bloom with uncoordinated eyes saying, “Celestia, Apple Bloom A- Apple Bloom, Celestia, Apple Bloom...” Apple Bloom was just about to panic in alarm as Scootaloo had totally lost her mind, when Scootaloo stopped and closed her eyes, and held up a hoof in front of Apple Bloom. She opened them again after a moment, saying more evenly, “Celestia, Apple Bloom. What the hay was that?” Apple Bloom shrunk from the question a bit. What did she even do? What was that... that stuff that squished in between them even now? Why had she tried so hard to keep putting it in Scootaloo? It didn’t hurt Scootaloo did it? Oh why had she just had to orgasm all the way in there? Scootaloo didn’t want Apple Bloom’s gross... stuff gooing up inside her. How was she ever going to clean that out? “Ah’m sorry, Scootaloo,” Apple Bloom said tearfully, pulling back so her shaft slipped the rest of the way out of the pegasus’s limp hindquarters, releasing a small flood of that goo that squirted out of it. “I didn’t know it would do that when ah orgasm’d! It just happened! Oh man, ah didn’t mean to!” Scootaloo just lay there on her side, giving her a look like Apple Bloom was being weird. Hesitantly Apple Bloom asked, “It doesn’t hurt you in there, does it?” “Wait, wait,” Scootaloo said squinting in disbelief, “You mean what your penis did? Squirting all that gooey stuff, inside me? Did it look like that hurt?” “Ah swear if ah’d have known it would do that ah woulda done it outside,” Apple Bloom pleaded. “What?!” Scootaloo exclaimed. “Why?” “So it wouldn’t have got all stuck inside you!” Apple Bloom asserted. “I swear I didn’t mean to make a mess of your vagina.” “But– it’s not a– a mess!” Scootaloo protested blushing. She glanced down at her groin, and blushed harder. “...okay maybe it is a little messy,” she admitted. Scootaloo stuck a hoof to her labia, smearing the white goo on it and lifting up a dollop. “What is this stuff?” she said in an intrigued and... surprisingly calm voice. “It... came outta mah penis,” Apple Bloom said. “When ah orgasmed. Instead of clenching, ah had to pump it out instead. Ah just had to!” “Yeah I know,” Scootaloo said idly, still regarding the semen pooled in her hoof cleft. “You do?” Apple Bloom said puzzled. “You weren’t doin’ any pumping though?” “I could feel it,” Scootaloo said emphatically, looking at Apple Bloom with admiration. “You kept squirting it out all over me in there! I could feel your squirts hitting me. ” “Y-yeah ah did,” Apple Bloom said guiltily,but confusedly. Scootaloo didn’t mind it? What if it was dangerous though? “I couldn’t even hold it inside,” Scootaloo said with an eager smile, “It just filled up every inch of me, and then just squirted out and just just poured all over my groin!” “So... it’s okay having it in there?” Apple Bloom said raising a hesitant hoof. “Apple Bloom,” Scootaloo admonished, “It’s only the most amazing terrific thing I’ve ever felt, ever!” Apple Bloom blinked. “...really?” “Yeah,” Scootaloo said jumping to her hooves. “It was–oops,” she winced and shied aside as a glop of it fell out of her vagina and splattered on the ground. “It was like,” she continued heedlessly, “Every freaking inch it touched in there, it was just like just bam, zoosh and– and it filled every inch of me and got everywhere!” “Bam, zoosh?” Apple Bloom said skeptically. As this was not an enlightened society these words had not yet been adopted into the official lexicon, so sadly Scootaloo had to try to explain more clearly. “It’s like,” Scootaloo furrowed her brow in thought. “It’s like when you get sugar in your fur,” she alluded, ignoring another blob of goo that was just running merrily down her leg. “It’s a lot easier to get out than tree sap, but when it dries it pulls on everything and makes it stick together and itches like crazy!” “This doesn’t sound like a good thing,” Apple Bloom deadpanned. “Well when you clean off sugar it’s as easy as washing it off with water,” Scootaloo continued, “And you know how good that feels right? Especially when it’s ...taffy?” Apple Bloom nodded, “Yeah that sure was a mess I didn’t mind cleaning up.” “Well,” Scootaloo said looking at her hindquarters intently, “My vagina and my whole... everything down there was... like that. And this... stuff that came out of your penis was like the water.” Apple Bloom cringed saying, “You had sugar in your vagina?” “No, it just felt like that!” Scootaloo said giving Apple Bloom a frustrated look. Glop. “I was all hot and sticky, and itchy, and... and now it’s not!” “Wait, you mean like estrus?” Apple Bloom gasped. “Yeah, yeah just like– wait that was estrus!” Scootaloo exclaimed surprisedly. Apple Bloom paused and then asked, “Scootaloo, how’s your estrus doing?” “Gone,” Scootaloo said quietly in a dazed tone, as if she couldn’t believe it herself, as if the slightest movement would make it flare up again. “Just gone. Out like a light.” Apple Bloom’s heart leapt in her throat. “This stuff...!” she exclaimed standing over the smeary ooze left from where she and Scootaloo had tumbled in their last throes of passion. “This is the secret!” she cheered, “It’s the trick!” “The trick to what?” Scootaloo asked curiously. Glop. “All mah life everypony told me you couldn’t do anything about estrus, until you got married, and then somehow the stallion would fix it.” Scootaloo’s eyes widened as she exclaimed, “Woah, woah no way am I marrying you. You’re my best friend!” “That’s the secret,” Apple Bloom said slyly, swishing her hoof around in the smear. “You don’t really have to be married. It’s just a way to get close to a stallion. You don’t need marriage, or even love. All you need is an orgasm!” “You’re kidding me,” Scootaloo said. “Diamond Tiara said the exact same thing, and she couldn’t be more wrong!” “Only ‘cause we didn’t know the difference when a filly orgasms from a colt! It’s the colt’s orgasm you need, because when I orgasmed... ah mean, you felt it. Ah thought I wasn’t supposed to put that stuff in you. But I wanted nothing more than to put it in. Every bone in mah body was tellin me to put it in there. So maybe I was supposed to put it in. Because everything inside you down there was full of estrus.” “You can’t be serious!” Scootaloo said in that wavering tone that you use when you hope you’re wrong. “Ah’m dead serious,” Apple Bloom said with a savage smile. “This boy stuff cures estrus.”