Loss of Innocence

*SMACK*...........*SMACK*...........*SMACK*

The room was spacious but dimly lit, the only sounds were a smacking noise, followed by muffled moans. The the center of the room was Ms. Cheerilee, laying on her stomach, on a wooden horse. Her eyes were still covered by a blindfold, her drooling mouth still had a ball gag, and her hooves were tied to the wooden horse. Behind her was Fluttershy; she had a Dominatrix Mask across her gleaming eyes. In her mouth was a studded paddle, a large one at that. With a jerk of her head, Fluttershy delivered another hard smack on Cheerilee's tender, sore, and red rear.

"Uh Fluttershy?" Scootaloo asked. "Don't you think you're getting too into it?"

"Oh my....you're right.." Fluttershy put the paddle down. "I'm sorry Cheerilee. I guess I went over board." Fluttershy walked over to the front of Cheerilee. "Could you ever forgive me?"

"mmmmhhmmmm" Was all the exhausted Cheerilee could say in response.

"What's that?" Fluttershy put her ear near Cheerilee's mouth. "You want me to keep going?"

"mmmhhhmmm" Cheerilee moaned, it was impossible to determine if that was a yes or no.

"Such a naughty mare." Fluttershy said, kissing Cheerilee on the cheek. "I've been spanking you for the last five hours and you want more."

Fluttershy then walked over to a small night stand with a small pile of various dildos, whips, and paddles.

"Scootaloo?" Fluttershy called.

"Yes Mistress?" Scootaloo responded, getting turned on by her teacher being violated like this.

"I want you to give this to Cheerilee." Fluttershy handed Scootaloo a strap-on. But this strap-on was a different design.

"Okay!" Scootaloo excitedly ran over to Cheerilee and took the ball gag from her mouth.

A small trail of drool hung from her open mouth. Before Cheerilee could say anything, Scootaloo strapped the strap-on to Cheerilee's mouth.

"She's all ready for you!" Scootaloo said with glee.

"Very good Scootaloo." Fluttershy responded. Beckoning Scootaloo over, Fluttershy gave her a wet kiss and handed a crop to her.

"Really! I can do it too?!" Scootaloo was like a filly at Hearth's Warming Day.

"Oh course." Fluttershy smiled, as she made her way to the front of Cheerilee.

Slowly, Fluttershy licked and stroked the strap-on with her silky tongue. Licking the tip and slowly moving down the shaft with her wet mouth.

"I think that's nice and wet." Fluttershy giggled.

Rearing herself against the head of the shaft, Fluttershy slowly wedged the head into her wet pussy.

"Ohhh...Uhhh...MMHHMM..." Fluttershy moaned. "It's been so long since I felt such a big rod inside me...my pussy is so wet and tight."

Taking that as the cue, Scootaloo took the crop in mouth and smacked Cheerilee's flank with it.

"MMHHHMMM!!" Cheerilee moaned, jerking her head forward, driving the rod deep inside Fluttershy's eager pussy.

"AAAHHHH!!!!" Fluttershy moaned in heat. "Keep going Scootaloo, whip her harder!"

Scootaloo was ecstatic and started whipping harder and faster. Causing Cheerilee to moan and jerk her head, which made the shaft ravage Fluttershy's pussy. The sound of Cheerilee's flank being whipped and the sweet echo of Fluttershy's passionate moans was making Scootaloo even wetter. The feeling of being whipped felt great but being the one who does the whipping was even better, a small pool of juices was slowly forming under Scootaloo. If the two mares in front of her didn't cum soon, then she just might.

"Scootaloo I have an idea." Fluttershy said, removing herself from the strap-on before she was ready to cum. "Why don't you give Cheerilee's face a try."

Scootaloo almost came just from the idea, almost leaping onto the wet shaft.

"Wait Scootaloo." Fluttershy said before Scootaloo sat on it. "I want you to lick it."

Scootaloo was hesitant but her face began to become redder. The idea of licking the thing that was just deep inside Fluttershy, oh her pussy was leaking more and more, she could almost slip on it. Slowly taking her tongue at the tip, Scootaloo moved her mouth up and down the shaft, taking in every taste of it. When it was licked clean, Scootaloo slowly eased the head into her pussy.

"AAAAAHHHHHHHH!!!" Scootaloo moaned loudly.

Fluttershy, amused by watching Scootaloo lick the rod, grew bored and smacked Cheerilee's read with her raw hoof. The reaction Cheerilee made shoved the rod deep inside Scootaloo's pussy. But sadly it didn't last too long, the force of the rod moving inside was the last straw, Scootaloo came and she came hard. Her body fell over limp and on conscious, while her cum went down the shaft into Cheerilee's forced open mouth.

"Well that wasn't too surprising." Fluttershy remarked, moving Scootaloo away and to a large, soft cushion that lay in a corner of the room. "So Cheerilee?" Fluttershy cooed, removing the strap-on from Cheerilee's mouth. "How was that?"

Cheerilee gagged for a few minutes but said nothing.

"Oh I see." Fluttershy replied. "Maybe we should have a look at your eyes."

Removing the blindfold, Cheerilee's eyes took a few second to adjust, but the look she gave Fluttershy.........Holy Celestia with a thirteen inch strap-on...........Cheerilee's eyes with sparkling with pleasure, they gave a lustful stare up and down Fluttershy's face. Her face was red and her breathing became heavy. You could even hear the trickling sound of her juices coming down the wooden horse.

"It seems you liked it." Fluttershy giggled.

"..Liked...it??..." Cheerilee barely replied.

"What was that?" Fluttershy teased.

"I want more!!!!!!!!!!" Cheerilee shouted, her body struggling as if she was still unsatisfied. "I'm so close to cumming but I havn't yet! It felt so good, please punish me more...Punish this bitch in heat!!!!!!!!!!!"

'Holy Shit!' Fluttershy thought to herself. 'I heard she was wild in her younger years but this is ridiculous.'

Then Fluttershy decided to untie Cheerilee and even got a chance to really look her over as she reared her wet flank at Fluttershy.

"Please punish me more. Do it..Do it now!" Cheerilee begged and moaned.

Not wanting to dissatisfy her. Fluttershy grabbed the closest strap-on she could and quickly put it on.

"Where do you want it?" Fluttershy teased, rubbing the head up and down Cheerilee's pussy lips.

"In here!" Cheerilee bent over as far as she could, waving her ass right to the head of Fluttershy's "cock". "I want you deep in my ass, please buck my ass as hard as you can."

This has got to be the best day of her life. Fluttershy never imagined Cheerilee was this perverted. But that didn't matter; without question or restraint, Fluttershy rammed her "cock" into Cheerilee's tight and dry ass. The scream of pleasure Cheerilee let out was like music to Fluttershy.

'I think I'm becoming a Sadist.' Fluttershy thought to herself as she bucked Cheerilee harder and harder.

"Right there!!! Don't stop!!! Pound my ass!!! Buck this dirty bitch's asshole!!!" Cheerilee was really getting into this.

Despite it being a strap-on, Fluttershy could feel Cheerilee starting to tighten up.

"So you're gonna cum soon?" Fluttershy teased, slapping Cheerilee's slutty flank.

"Yes!" Cheerilee moaned loudly.

"Are you gonna cum from having your ass pumped?" Fluttershy teased, slapping Cheerilee's flank more and more.

"Cum for me...Squeal like a bitch in heat from having your tight ass pounded from behind!!!" Fluttershy shouted, shoving the rod farther and farther in.

"YYYYYEEEEEESSSSSSSSS!!!!!!!!!!!!!!" Cheerilee let out a final shout and cum streamed out of her pussy.

Fluttershy yanked the rod out of Cheerilee and looked over her newest sex-mare. But there was something different about Cheerilee, that separated her from the fillies. Cheerilee got back up, only minutes after cumming and reared herself at Fluttershy again.

"That was amazing." Cheerilee cooed. "You wanna buck me some more....I got this big, hot ass just begging for your 'cock'!!!"

Fluttershy looked at Cheerilee's lustful, begging eyes. In a flash she positioned her shaft back at Cheerilee's gaping asshole.

"BEST...DAY...EVER....." Fluttershy whispered to herself as she shoved the rod back inside Cheerilee's ass.