Chapter 4

Babs followed Trixie as they quickly made their way through Ponyville. The blue mare suddenly stopped in front of a couple of stairs leading down to an old basement. The stairs were located behind one of the larger houses and obscured from view from the main road. Trixie took a quick look around before walking down the steps and pushing the old door open. Babs reluctantly followed the mare into the dark cellar. As soon as she stepped through the doorway the door closed behind her, leaving the two ponies in complete darkness.

“Scared?” asked Trixie teasingly, just inches from Babs’ ear, which made the poor foal jump in surprise.

“N-no,” said Babs and tried to stop herself from shaking in fear.

“You shouldn’t lie,” said Trixie and held back a chuckle. “What would your friends, I mean ‘ex-friends’, think of you?”

Before Babs had a chance to answer she was blinded by a bright light as Trixie turned on the lamp hanging from the ceiling. As her eyes got adjusted her gaze was drawn to two steel tables standing next to each other in the middle of the room, with just a few meters apart. On top of each of the tables lay an object covered with a piece of cloth. Judging from the shapes they appeared to the ponies but not mares for they were far too small.

Trixie walked up to one of the tables and gave Babs a long stare, followed by a cold smile, before removing the first cloth. Beneath the dirty piece lay a pink foal, strapped to the steel table in thick chains, and slept peacefully. Diamond Tiara. Babs could already guess who lay beneath the other piece of cloth. It turned out she was right as Trixie removed the other piece of cloth and revealed Silver Spoon.

“I think you know already know what to do,” said Trixie and caressed Babs flank as she passed the foal on her way towards the door. “Unfortunately I can’t stay and watch. I got a… errand to run. I will be back in a couple of hours so once you’ve had your fun try to get some sleep. You’ll need the rest. And don’t worry; I’ll put up the same magic ward around the room as I did with your clubhouse. No pony will be able to hear anything coming from this room, neither will anypony be able to enter… or leave.”

“Um… what exactly are you going-“

“That is none of your concern,” interrupted Trixie, giving Babs a cold gaze. “Just enjoy your treat and be a good foal and do as you’re told. There is a bucket of water in the corner over there to help you wake these sleepyheads. Now go ahead and indulge yourself in the sweet taste of revenge, perhaps then you’ll realize why I want to taste it as well. Oh, and one more thing; try not to buck them to death, they’ll be no good to me dead.”

With that, Trixie left the room and closed the door behind her, locking it firmly. Babs turned towards the two sleeping foals and simply stared at them in silence. Memories of how they had used her and turned her against her friends, much like Trixie had just done, flooded back to her. She tried to shake off the bitterness that welled up in her heart but to no avail. The longer she stood there, wallowing in her painful memories of bullying, and being bullied, the more her mind was consumed by anger. Finally she could take it no more. With one swift motion she picked up the bucket of water and emptied it over the heads of the two foals.

Diamond Tiara and Silver Spoon both coughed and wheezed as the water entered their nostrils, violently ripping them from their blissful sleep.

“Wake up, sleepyheads!” yelled Babs while putting down the bucket. “It’s time for some fun!”

“What the hay!?” exclaimed Diamond Tiara angrily. “W-who’s there? Where am I?”

The pink foal twisted in her bonds but the ropes that held her hooves together were far too strong. Babs stayed out of sight, quietly observing the struggling foal with a sly grin.

Diamond Tiara turned her head to the right and when she saw Silver Spoon lying on the table beside her, her eyes was filled with hope.

“Silver!” yelled Diamond Tiara relived. “Get me out of these bonds right now!”

“I… I can’t!” yelled Silver Spoon back as she frantically tried to escape. “They’re… too strong!”

“No… that can’t be,” said Diamond Tiara before resuming her futile attempts at breaking the ropes restraining her. “Somepony, help us!”

The desperate screams of the two foals filled the basement, yet not a single sound escaped Trixie’s magic field.

“It doesn’t matter how much you scream,” said Babs as she walked out into the view of the two foals. “You can’t escape.”

“You! You’re that blank-flank’s cousin!” exclaimed Diamond Tiara, once again with hope in her eyes. “Get me out of here! Hurry!”

But Babs didn’t move. She simply stood there, staring at the two foals.

“What are you waiting for!?” screamed Diamond Tiara angrily. “I order you to-“

Her voice died down as she saw look Babs had in her eyes. It was the look of a predator studying its prey.

“It seems like you’ve realized it,” said Babs and grinned.

“What is she talking about?” whimpered Silver Spoon, already on the verge of crying. “Isn’t she going to help us? I want to get out of here!”

“Shut up,” snapped Diamond Tiara at Silver Spoon before returning her gaze to Babs. “Why? Why do you do this? What did we ever do to you?”

“Why!?” exclaimed Babs angrily, losing her composure. “I’ll tell you why! You bullied my cousin, you turned me into a bully and you-“

She grew silent, took a deep breath and calmed down before continuing.

“It doesn’t matter why. None of it matters anymore.”

“Then just release me!” yelled Diamond Tiara. “When my daddy hears of this, you, and all your other stupid little blank-flank cousins, will be in real trouble!”

Babs simply smirked at Diamond’s threats and moved closer to Silver Spoon.

“How about we get started instead?”

“What?” said Diamond Tiara. “Get started with what?”

“This,” said Babs while simultaneously lowering her head between Silver Spoon’s loins and took a deep sniff at the grey foal’s pink slit.

“Eww!” screamed Diamond Tiara and Silver Spoon in unison.

Babs ignored the two fillies and continued by extending her tongue and giving the pink slit a long and firm lick, electing a small moan from Silver Spoon.

“What the heck is wrong with you, you perverted blank-flank!” screamed Diamond Tiara. “My daddy will punish you for this!”

“You got a foul mouth,” said Babs. “But it’s not your turn yet so try keeping it down and just watch.”

“You’re crazy if you think I’m going to-“

Babs ignored Diamond’s screams and continued to lick at Silver Spoon’s folds. She moved her tongue upwards, giving the clit a hard nudge, making Silver moan once again. She put her hooves on Silver Spoon’s knees and pressed her snout against the slit, licking harder and faster. At the same time she forced her snout a bit upwards, pressing it against the clit. Silver Spoon moaned louder and louder with each lick and soon she was jerking her hips against Babs face.

“What the hay are you doing!?” yelled Diamond Tiara at Silver Spoon. “Why are you moaning!?”

“I… I can’t help it,” gasped Silver and let out yet another moan. “It feels… so good!”

Babs suddenly pressed her tongue into Silver’s moist tunnel making the grey foal yell in surprise. Forcing the tongue as deep as she could, Babs began to violently wriggle it around.

Silver Spoon was in another world, a world filled with pure pleasure. Sure, she and Diamond Tiara had done similar things in the past but this was on a whole other level. Babs’ skilled tongue reached places and drew her to heights she hadn’t thought possible. She gave in, closed her eyes and simply relished every feeling Babs gave her. Each time Babs’ snout pressed against her clit it sent a jolt through her body, making it jerk on its own. Her slit clenched involuntarily against the invading tongue, as if it was a stallion’s cock, and she felt herself draw closer to an orgasm with each movement. But just as she balanced on the edge of bliss itself, Babs removed her tongue and snout.

“I think… you’re about ready now,” said Babs while Silver Spoon let out a frustrated moan.

“W-what… what the heck is that!?” screamed Diamond Tiara with sheer terror in her voice.

Hearing Diamonds scared scream, Silver Spoon opened her eyes and stared worryingly at the pink foal. Diamond, on the other hand, simply stared at Babs lower parts in disbelief. Silver Spoon raised her head, trying to get a look at what her friend was so terrified of, but the metal table was in the way.

Babs gave Diamond a cruel grin as her cock slowly grew out of its sheath. Babs could almost not keep herself from laughing at Diamond Tiara’s look of disbelief when the cock slowly sprouted into its full length. She reached a hoof down towards her throbbing member and gave it a long stroke over the bulgy veins, still smiling cruelly towards Diamond, before standing up on her back legs, revealing the hefty package to Silver Spoon.

The grey foal’s jaw dropped like a rock as soon as the phallus came into view. Silver couldn’t believe her eyes. Babs had a full length stallion cock! She saw the veins pulsing up its sides; saw how it was throbbing in anticipation and how small drips of pre-cum leaked from the flared head.

“You like it?” asked Babs while letting out a small chuckle. “You’re staring at it like you’ve never seen a cock before.”

“I… I haven’t,” admitted Silver Spoon and averted her eyes Babs.

In truth, Babs hadn’t seen one either until just a couple of days ago when one grew from her own body.

“Then it’s your lucky day,” cooed Babs and leaned forward, pressing her chest against Silver and lightly nudged her moist slit with the tip of the member. “You’re gonna feel really good.”

“P-please… don’t-“

Babs silenced Silver Spoon by forcing their lips together. She extended her tongue, letting their saliva mix, and carefully caressed in the insides of Silver’s mouth. After the sloppy kiss Babs raised herself, placed her hooves on Silver’s hips and slowly pressed her member’s flared head against the grey foal’s reddened clit.

“Don’t worry, I’ll be gentle,” reassured Babs and Silver, know that protesting would be meaningless, simply closed her eyes.

Babs had initially wanted to hurt these two foals, to make them suffer as much as she had. But when she saw Silver Spoon lying on the table, completely defenseless, she couldn’t help but feel sorry for her.

Babs began to slowly push the tip against Silver’s moist slit even harder. Giving harder push, she finally spread the outer lips apart and the flared head met the tender flesh of Silver’s pussy. As the lips parted a small amount of fluids escaped the clenching tunnel and dripped down on the table. Silver Spoon let out a small gasp as Babs pressed forward. The member slowly forced itself inside the fleshy canal, spreading its squeezing walls apart.

Babs let out a pained groan. Silver’s pussy was tight and surprisingly strong. Only the flared head was inside but it already felt like her cock was getting crushed. But Babs didn’t let that stop her; she simply viewed it as a new challenge and continued to push further in. The fluids made it a bit easier to reach further inside but the fleshy walls kept squeezing like a vice. Babs, growing a bit impatient, jerked her hips forward and, to her surprise, met resistance. She gave a small sigh of disappointment as she could only fit about half her member inside the grey foal.

Silver gasped loudly as she felt the head of the cock hit her cervix. Pleasure and pain mixed together with the feelings of tenderness and sorrow. She kept her eyes closed but when Babs didn’t move she carefully opened them. She saw Babs staring at her with a hint of worry in her eyes.

“You alright?” asked Babs.

“Yes…,” answered the grey foal, feeling closer to Babs than she had with any other pony before, including Diamond Tiara.

Suddenly, a scream ripped through the room and shattered the two foals loving moment.

“Silver Spoon!” screamed Diamond Tiara. “Don’t just lay there, do something!”

Babs thought she looked like a rabid dog who frantically tried to escape its master’s leash.

“I told you to wait for your turn,” said Babs before Silver Spoon had time to answer.

“Who cares about your stupid turns!?” yelled Diamond back. “And Silver Spoon, don’t tell me you actually like it!? Do you enjoy getting violated by this… this… blank-flank!?”

“W-what, no!” gasped Silver Spoon, staring at Babs and Diamond Tiara. “I… I would never like a blank-flank like her! She’s… disgusting!”

Babs gave Silver Spoon a hurtful look before closing her eyes.

“What is it blank-flank?” said Diamond Tiara with a smug grin, growing bolder at the sight of Babs’ hurtfulness. “The little baby’s gonna cry?”

“The only ones who’s going to cry… are you!” yelled Babs and shoved her hips forward so hard she knocked Silver Spoon’s glasses off her snout, ramming the throbbing cock as far in as she could.

Babs rock-hard member slammed against Silver Spoon’s womb with each thrust she made. The cock had seemingly grown in girth and formed a bulge on Silver’s stomach each time it forced its way through her narrow tunnel. Juices began squirting out while Babs grunted and quickly picked up the pace. Silver Spoon was screaming, fighting against the ropes that bound her, but Babs was relentless. The more the grey foal resisted, the harder she thrusted. It didn’t take long until Babs was humping Silver at the fastest pace possible, making the entire metal table creak under their combined weight. With a particular forceful thrust that pushed the flared head straight against the cervix, Silver Spoon began to gag and spit saliva all over her chest.

Diamond Tiara stared at the scene playing out in front of her with a horrified expression. Babs was forcing her thick cock in and out of Silver’s swollen hole like a piston while gasping and grunting with each thrust. The wet slapping noise echoed through the room as the foals’ crotches were smashed together.

Babs felt how she was rapidly approaching climax, her member throbbing inside its fleshy confinement. With a roar, she shoved the flared head against Silver’s cervix while pushing as hard as she could and let the first thick strand of semen be pumped straight into the grey foal. Silver stopped screaming and her eyes rolled back into her head as more and more sperm filled and inflated her swollen womb. Babs watched with contempt as Silver Spoon’s belly began to bulge out due to all the sperm inside her. Once the last strand of semen had been pumped into Silver, Babs jerked her hips back and released her still hard cock from Silver’s now gaping hole. A large quantity of sperm squirted out as soon as Babs removed her member. Some of it hit Babs’ stomach but most landed on the floor in front of her.

“Now who’s… disgusting?” panted Babs while beads of sweat trailed down her brown fur.

Silver Spoon didn’t answer. She lay unmoving with her eyes still rolled up in her head and her mouth hanging open. Her chest was covered in her own spit while her lower abdomen was covered in thick sperm.

“S-Silver!” gasped Diamond Tiara.

“She can’t hear you,” said Babs and smirked, all sense of morality and empathy slowly fading away from her. “But you should be happy; it’s your turn now. You’ll end up just like her.”

“W-what?” Diamond swallowed nervously. “You’re not serious, are you? M-my daddy can pay you! Anything you want!”

As desperation began to fill her captive’s voice, Babs’ smile only grew wider.

“Where’s that stuck-up attitude of yours now?” taunted Babs while getting into position in front of the shuddering foal.

She reared up over the metal table and placed her front hooves on either side of Diamond Tiara. With a sway of her hips she guided her thick rod to the entrance of Diamond’s tightly clenched slit. Diamond let out a scared yelp as she felt the flared head press against her outer lips.

“Screw you!” yelled Diamond Tiara and made a last desperate attempt at breaking the ropes and get away from the sweaty body that lay on top of her.

“Funny you’d say that,” Babs chuckled and gloated in her captives’ torment. “But the one getting screwed is you!”

**Author’s Notes: The following text contains minimum amount of “scat”. If that is not your fancy, simply skip the following text until you see this RED line again. Also, if you don’t know what “scat” is… God help you. (Nothing story-wise happens in the following text, it’s just cloppy goodness.)**

Babs had been careful and merciful towards Silver Spoon but Diamond Tiara received none of that. In the last second, Babs redirected her member downwards and pushed her hips forward as hard as she could. The flared head broke through Diamond Tiara’s tight sphincter and forced itself up her intestines.

Diamond Tiara screamed as Babs’ meaty appendage invaded her anus. It felt as if someone had set her ass on fire. She tried to force out the invading object by tightening her muscles but her attempts at resisting only seemed to spur Babs on as the latter got even more violent.
Babs groaned and snorted as she slowly pushed more and more of her thick shaft up the clenching hole. She felt an extra bit of resistance when the medial ring on her cock hit Diamond Tiara’s squeezing pucker but with a forceful jerk of her hips she rammed the extra thickness into the already strained hole. With the medial ring past the sphincter Babs would have no trouble with hilting herself inside her bully’s guts. Knowing this, Babs smiled mischievously as she gripped the metal table firmly with her hooves and, using all her strength, slammed her cock all the way inside until her hips slapped against Diamond’s. Babs couldn’t suppress a moan of pure ecstasy as she felt the fleshy walls rub and squeeze all around her fat cock.

“How does it feel to be raped by a ‘blank-flank’?” teased Babs as she leaned over Diamond Tiara.

“Take it… out!” whimpered Diamond Tiara while trying to hold back her tears.

“But I’ve just started,” chuckled Babs and pushed her hips forward, making Diamond Tiara squeal in pain. “Your punishment is far from over! You… and all those other bullies… it’s all your fault!”

As sweat trailed down her body, Babs began to saw her thick girth in and out of Diamond’s tight ass. With forceful thrusts she slammed the entire member in to the hilt before dragging it back out and repeating the process, going harder and faster with each thrust.

“You will… unf… have to… ungh… take it… hnng… all!” Babs shouted and pressed her hooved down on top of Diamonds small teats.

Diamond Tiara gritted her teeth, trying to ignore the pain, trying to endure. There’s no way she would give in to a blank-flank, much less Apple Bloom’s cousin. In a desperate attempt she tried to push out the invading object by tightening her muscles in her ass, just as if she went to the toilet. However, something else began to force itself out from deep within her bowels.

As Diamond’s ass embraced her cock in a clasp, Babs halted her relentless attack when she felt something nudge against the flared head. At first she was stricken with confusion but as the mysterious object began to push against her cock by itself she realized what it was.

“Who would have thought that you, Diamond Tiara, would use such disgusting methods?” said Babs and smirked. “Are you already that desperate? But I accept the challenge!”

“W-what!?” exclaimed Diamond Tiara. “Take your horrible… thing out of my ass!”

“Only if you win,” answered Babs and pressed hard on one of Diamond’s teats. “Let’s see who’ll push harder!”

Saying that, Babs used all her strength to resume her violent thrusting. But this time she made sure that the flared head slammed into Diamond’s feces, as the latter began to make its way down the foal’s guts.

At the same time, having been left with little choice, Diamond started to tighten her muscles. This might be her only chance at escaping. If she only managed to push out Babs’ member with her feces she could finally be free from this nightmare. Thinking this, the pink foal pushed and strained all her muscles to the limit, desperately forcing her feces against Babs’ thrusting penis.

Surprisingly enough; the feces delivered an extra pleasure to Babs as her cock rammed into them over and over, rubbing the sensitive head against the slimy texture. Along with Diamond’s constant tightening and squeezing, it didn’t take long until the inevitable release began to rise within Babs. Feeling the orgasm approach, Babs rapidly increased the speed of her thrusting until her hips slammed against Diamond Tiara with such force it hurt.

“Unf… hnng… unngh… it’s… c-coming!” moaned Babs as pure bliss started to take over her mind and her vision got hazy.

Diamond screamed in pain, involuntarily straining every muscle in her body under Babs’ extreme assault. It felt like she was getting impaled all the way up to her chest. Even though she pushed her feces as hard as she could, Babs kept forcing them back up her guts with each thrust. Diamond let out shrieks of pain as she felt some of her muscles rip as Babs member began to swell and grow even thicker in preparation for the incoming orgasm.

“It’s… unghf… coming… I’m… coming!” yelled Babs and arched her back while continuing to ravage Diamond’s ass. “I’m so close… unf… hnngh… it’s gonna be a big one… coming… coming- hnngh… coming comingcomingcomi-HHNNGAAAH!!!”

Bucking as hard as she possibly could, Babs forced her entire member into Diamond, almost toppling the metal table in the process. With the flared head as far in as it would go, deeply buried in Diamond’s guts and tightly pressed against her feces, Babs’ eyes rolled back into her head as she released her semen. As if a dam had broken, Diamond’s guts were flooded with the white sticky liquid that sprayed from the flared head. Making small thrust, Babs continued to pump spurt after spurt of cum into Diamond’s bowels, making the little filly’s stomach swell and bloat from the pressure. But Babs couldn’t care less. She was in a world her own, a world of pure bliss. With each spurt of cum that left her cock she was rewarded with indescribable pleasure. On top of that, a sweet feeling filled her; a feeling of accomplishment, domination and raw power.

“Is this the ‘sweet taste of revenge’ that Trixie meant?” Babs thought to herself through her hazy mind.

Diamond Tiara screamed so hard her lungs began to hurt, but that pain was nothing compared to the one in her ass. She felt how Babs’ sperm gushed into her guts, past her feces and all the way into her stomach, slowly filling it. As the pressure became too much, some of the sperm rushed up into her throat, silencing her scream and making her puke the virile liquid all over her chest. She couched and hacked as Babs finally removed her member from the filly’s ravaged asshole. Small droplets of blood dripped out but were quickly swallowed up by a flood of sperm and feces.

Babs steeped away to the right just in time to avoid the bodily fluids that shot out from Diamond’s ass. Instead, they landed on the floor with a splash. The stench was horrible.

**Author’s Notes: Scat part is over. Rejoice, or cry, depending on your preferences.**

“I guess I’ll clean you up a bit before we continue,” said Babs and sighed. “You didn’t have to make such a mess.”

Diamond hardly heard Babs voice through her foggy mind but one word managed to pierced her consciousness; “Continue.” That meant this wasn’t over. Desperation and fear overtook her again but she was too weak to resist any longer. She barely had the strength to talk. Babs walked out of her view and came back with the bucket she’d used to wake the two fillies. Using the remaining water in the bucket she quickly cleaned off her semi-hard member as well as Diamond’s lower parts. Setting the now empty bucket aside, Babs retook her position in front of Diamond Tiara.

Babs started to slowly rub her member against Diamond’s clit, making the cock harden with each stroke. She watched with delight as blood filled up the veins, making them bulge out and the cock slowly rise until it reached its full length once again.

“P-please… no more… I beg you,” cried Diamond Tiara and pushed her pride aside. “I’ll… do anything you want! But please, don’t take my virgi-“

Babs interrupted the pink foal by forcefully spreading her tightly clenched petals open with the flared head. Another quick jerk and the fat head plopped inside, already straining the muscles that tried to contain her cock.

“You bullies deserve no mercy, no forgiveness!” hissed Babs angrily and pushed forward, forcing in the first inch of her member into Diamond’s squeezing snatch. “You showed me nothing but contempt, you bullied my cousin for years, and now I’ll return the favor! Cry as much as you like, I won’t stop until your womb is as bloated as your stomach with my thick sperm!”

Diamond Tiara didn’t even get a chance to protest as Babs immediately pressed forward again, forcing another two inches in. With a grunt of effort, Babs suddenly slammed her cock into Diamond Tiara, making the filly take all but a few inches. The flared head was tightly pressed against the cervix and no matter how much Babs tried to push she couldn’t get the last inches in. With each jerk of her hips she elected a shout of pain from the pink foal beneath her. Sweat, and other bodily fluids, trailed down Babs’ brown fur and landed on Diamond Tiara as the latter continued to grunt and push.

“Dammit, why are you… unf… so stubborn… ugh?” panted Babs irritated.

“Agh… ack… please, stop… ouch! It hurts!” cried Diamond Tiara. “It’s already… inside!”

“Not… ungh… all of it!” answered Babs, retracted her hips until only the head of her cock remained within Diamond’s tightly clenched walls before ramming the rest of her member inside, slamming the flared head against the cervix with such force it managed to push the tiny barrier aside and invade Diamond Tiara’s deepest part.

There was a look of confusion, and surprise, on Diamond’s face as the tip of the member plunged through her cervix and hit the back wall of her womb. Babs relished in the feeling of invading another foal’s womb. Her thick girth formed a bulge on Diamond’s lower abdomen, right beneath the pink foal’s bloated stomach, each time it was pushed inside. With a grunt, Babs slowly began thrusting harder and faster, pushing her cock all the way in to the hilt. Every time she slammed inside Diamond Tiara she felt how the cervix squeezed around her cock, right beneath the flared head, as if it was trying to trap it inside the womb.

“It feels so good,” moaned Babs as she continued to smack her hips against her captive. “Soon you’ll… join your little friend… hnngh… but don’t worry; when Trixie comes back… ah… you won’t remember any of this.”

Diamond Tiara used all her remaining strength to turn her head towards Silver Spoon, who was still unconscious. Her mind felt like a hazy mess and even the pain had dulled. But it was one thing that she was sure of. She turned her head back, locked her gaze with Babs’, before making a promise with herself: “I will never forget this.” Even as her eyes closed and her mind drifted away she clung to what was left of her consciousness, the thought repeating itself in her head: “I will never forget this. Never.” And then the pink foal, letting herself fall into the welcoming embrace of slumber.

Babs looked down at Diamond, who defiantly looked back, before the pink foal closed her eyes and lost consciousness. Babs let out a sigh of disappointment before picking up the pace of her thrusting. Since Diamond was unconscious it wasn’t as fun to rape her. Instead, Babs focused solely on pleasuring herself. She still needed to orgasm, she still needed to release her semen inside Diamond Tiara. If she didn’t, Trixie would surely punish her. Babs swiped away some sweat from her forehead before violently humping the unconscious foal. Babs’ member slammed inside Diamond with such force it pushed the pink foal’s womb up against her bloated stomach. Each time the abdomen bulge out it looked as if it was going to burst.

Feeling the pleasure rise from her loins and spread throughout her body, Babs began thrusting even harder and faster as if she was possessed by bliss itself. As she pushed her body against Diamond Tiara’s bloated stomach, semen began to squirt out of the pink foal’s ass again while pussy juices dripped out from her snatch every time the thick cock was rammed inside. Babs’ thrusts started to become irregular as she fought against exhaustion. Having her way with her two bullies without rest had really taken a toll on her. But feeling her orgasm approach at a steady pace she kept going as fast as she could. With a few more grunts and hard thrusts the pressure released itself in her cock and the orgasm hit her like an oncoming train.

Babs tilted her head backwards, screaming, while shooting thick strands of semen straight into Diamond’s womb. As her cock was still jammed through the cervix it functioned as a massive plug that kept any of the semen from escaping. It didn’t take long until the womb started to bloat and expand from all the virile cum that was trapped inside it. Babs continued to moan and thrust with each spurt of semen that shot out from her throbbing cock, pleasure coursing through her body like electricity. With one last jerk of her hips she released her member with a soundly *plop* and fell down on the floor, panting and sweating, completely exhausted from punishing the two bullies.

As cum gushed and sprayed out from Diamond’s swollen pussy and landed on the floor, Babs crawled over to one of the corners of the room. There, she lay herself comfortably and observed her hard work. If she had done this a couple of days ago she would have felt both guilty and disgusted with herself. But strangely enough she only felt happiness now. As she closed her eyes her thoughts were drawn to Apple Bloom. Perhaps she could share this happiness with her farm cousin one day? Thinking that, Babs fell asleep with a smile.

Spike was snoring loudly in his basket when he was violently awoken by a loud knocking coming from the front door. The little dragon made his way down the stairs while rubbing the sleepiness from his eyes.

“Twilight?” asked Spike and opened the door with a big yawn. “Is that you? Why are you coming home this late? It’s almost morni-“

His voice died down as his eyes adjusted to the darkness outside and the shape of a pony appeared from the shadows. But it was not Twilight. As the mare stepped into the light that shone out through the door the mare’s blue coat became visible. As did her malevolent grin.

“Wait… you’re… Trixie!?” exclaimed Spike and let out a surprised yelp, right before a ray of magic snuffed out his consciousness.

Twilight ran through the hospital doors. She’d just finished analyzing the sperm in Fluttershy’s cottage and confirmed her suspicions; the sperm was an exact match with the one found in the Cutiemark Crusaders’ clubhouse. That meant that they were dealing with a serial rapist.

Taking a left turn in the hallway she continued forward until she arrived at the third door on her left. This was Fluttershy’s room. Twilight took a minute to calm herself. Hopefully Fluttershy could give her some much needed information on the rapist. A big yawn reminded her that she hadn’t slept for the entire night. Casting a quick look at the clock down the hallway she saw that it was already five in the morning. Letting out a small sigh, she slowly pushed the door open.

Fluttershy lay tightly tucked down beneath the hospital sheets with Rainbow Dash standing beside her. At first, Twilight was glad that Fluttershy wasn’t crying, but upon seeing the yellow mare’s sad expression her heart sank like a stone.

“Where’s Applejack and Rarity?” asked Twilight, in an attempt to break the heavy atmosphere.

“They went to take a look at Apple Bloom and Sweetie Belle a couple of minutes ago,” answered Rainbow Dash, just as happy as Twilight to break the silence. “They should be back soon. Did you…?”

“Yes,” said Twilight and sighed. “The sperm was a match. This means that we might be dealing with a serial rapist.
In an attempt to lighten the mood she added; “At least we know there aren’t two.”

“I… I think there might have been… two,” whispered Fluttershy under the sheets. “But I’m not… sure. It’s so blurry.”

“Huh, why didn’t you tell us that before?” asked Rainbow Dash irritated.

“I… I just remembered… but… it feels as if it was a dream,” squeaked Fluttershy and hid her face behind her hooves. “I’m not sure… I-I’m sorry.”

“Wait, two!?” exclaimed Twilight. “That doesn’t make any sense! Then why is there only sperm from one of them!?”

“Perhaps the other one just watched?” suggested Dash while she shrugged.

“Perhaps…,” said Twilight before getting a glint in her eyes. “Wait! I am sure that the sperm belongs to Applejack’s cousin, Babs Seed, but if there’s another pony involved there’s a possibility that Babs is doing this against her will!”

“What y’all talkin’ about mah cousin for?” asked Applejack as she entered the room, followed by Rarity. “Ah already told ya, Twilight, Babs would never-“

“I know!” interrupted Twilight, failing to hide her excitement. “But I think I know why she is doing it! She might be forced to do it!”

“Whatever are you talking about?” asked Rarity while both she and Applejack looked at Twilight in confusion.

“Don’t you get it?” continued Twilight. “It would explain a lot! We all know Babs is an earth pony but there were traces of magic in the sperm. That means that whoever is with Babs must be either a unicorn… or an alicorn.”

“But why would somepony be forcin’ mah cousin to do such horrible things?” said Applejack.

“I don’t know… but I have a feeling that it’s only going to get worse,” answered Twilight with a worried expression. “I don’t know if we’re able to handle this ourselves.”

“But… but we can’t just give up!” exclaimed Rainbow Dash.

“Darn right! Ah’m not gonna give up while mah cousin is kidnapped!”

“Of course not,” said Twilight while heading for the door. “I’ll go and get Spike to send a letter to Princess Celestia. Wait here until I get back.”

“Isn’t there something we can do, darling?” asked Rarity. “I hate to just sit here and wait while that horrible rapist is-“

A stern look from Applejack made Rarity quickly change her sentence.

“I mean, that horrible kidnapper, is loose.”

“Right know I just need you to wait here,” answered Twilight. “I’m going to need your help when I get back.”

Leaving the room and her friends behind, Twilight ran out of the hospital. She had to contact the princess. Whoever was forcing Babs to do these horrible acts, it’s somepony who’s very skilled in magic. There’s not many who’re able to apply such strong magic to an object, or in this case: sperm.

After a couple of minutes of non-stop sprinting, Twilight finally arrived at the Golden Oak Library. She didn’t bother knocking; instead she pushed the door open and ran inside.

“Spike!” yelled Twilight as she ran up the stairs and into the bedroom. “Spike, I need your help with-“

Twilight stared in silence at the empty basked beside her bed. Spike was nowhere to be seen.

“Spike, where are you!?” yelled Twilight while running around the house.

After searching for almost fifteen minutes she let out a frustrated growl.

“Dammit, Spike!”

Knowing that her baby dragon wasn’t here, and thus couldn’t help her contact Celestia, Twilight had no choice but to return to the hospital. Even though she was worried she had to warn Celestia. Before leaving she hastily scribbled down her report to Celestia and a small note to Spike.

“Alright, Twilight,” said the purple unicorn to herself as she darted out of her home. “First, contact Celestia and then look for Spike.”

Back at the hospital Twilight told her friends of Spike’s disappearance.

“Oh no!” exclaimed Rarity and put a hoof across her forehead. “My poor Spike-Wikey, whatever shall I do!?”

“Stop overreactin’?” said Applejack irritated, earning a pout from Rarity.

“And since he’s gone, someone else got to deliver this letter to the princess,” continued Twilight. “And I know of only one who’s fast enough; Rainbow Dash.”

“You got that right!” shouted Dash and puffed out her chest with pride. “I’ll be back in ten seconds flat!”

The blue Pegasus had already flown by Twilight and out into the hallway before the words even finished leaving her mouth.

“Wait, you forgot the letter!” screamed Twilight as she poked her head out of the room.

Rainbow Dash let out a big yawn, reminding her that she hadn’t slept for the entire night, as she quickly left Ponyville. The sun was beginning to rise over the mountaintops and slowly washed away the shadows of the night. Dash tightened the grip around the letter and gave her wings a couple of powerful flaps. The cool morning air filled her lungs and seemed to clear most of her sleepiness. Even though she rarely flew during the sunrise, as she was quite the sleepyhead, she had to admit it was a sight to behold. Far away she saw the railroad and the smoke trail from an early train heading towards Canterlot. It wasn’t much further now.

Suddenly, a ray of blue magic shot past her, missing by a mere inch. Rainbow Dash stopped midair, looking around in confusion. As she halted her movement another ray of magic burst forth from the trees beneath her. She quickly darted to the side and managed to avoid getting hit once again. Upon seeing a third ray of magic heading her way she flapped her wings as hard as she could and flew towards Canterlot with the highest speed she could muster. Another ray of magic passed to her left, quickly followed by another to her right. Seeing Canterlot closing in, Dash brought her wings to their limits. Taking a quick look behind her, she couldn’t see any more rays of magic being fired towards her. Whoever had been attacking her was far behind by now. Dash turned her head towards Canterlot with a confident smile.

“No one beats Rainbow Dash, the most awesome flyer in Equestria!” she thought… right before getting hit in the head by another ray of magic.

Rarity, Applejack and Twilight had left Fluttershy’s room in order to allow the yellow Pegasus some much needed rest and were now standing in the waiting room.

“So this is what we know so far; somepony has probably kidnapped Babs-“

“What ya mean by ‘probably’,” interrupted Applejack. “It’s pretty clear mah cousin got kidnapped.”

“Alright,” sighed Twilight. “Somepony kidnapped Babs and is currently forcing her to do… unspeakable things… to other ponies. The sperm we found on the crime scenes indicate that some kind of powerful magic is involved.”

“Excuse me, dear, but do we know if anyone else has been targeted?” asked Rarity softly.

“Well, the only ones we know of are your sister and Fluttershy,” admitted Twilight with a worried expression. “But I think I know what you’re getting at.”

“Yes, considering the time that has passed since Fluttershy was… attacked… there could very well have been another attack,” said Rarity with panic in her voice. “What if there’s another pony in need out there right now?”

“There’s no time to jump to such conclusions!” said Twilight in an attempt to keep the situation calm. “Besides we can’t be running around in Ponyville without know where we should look. Who could be the rapi- I mean, kidnappers’ next victim? Who is it we’re missing?”

The three mares fell silent and stared at each other as the answer dawned upon them.

“Pinkie Pie!!!”

Scootaloo woke up as a loud crashing sound echoed through her bedroom. In the early morning light she saw Tank lying on his back on the floor, shaking his legs in a futile attempt at turning himself over. Scootaloo sighed as she got out of her warm bed and placed Tank back on the shelf. Rainbow Dash hadn’t come to pick up her pet, making the little filly take care of the turtle instead.

“Are you missing Rainbow Dash?” asked Scootaloo and she could have sworn that the turtle was nodding at her. “Don’t worry, she’ll come and pick you up in the morning. How about I get you some snack so you’ll sleep better?”

Receiving another nod, the little filly left Tank in her room and walked down the stairs to the kitchen. As she had taken care of Tank several times before, she still had some turtle food in the pantry.

“I wonder what happened,” thought Scootaloo as she filled a bowl with the turtle food. “It’s not like Rainbow Dash to not show up.”

But her worried thoughts were interrupted by a hoarse moan coming from the hallway.

“H-hello? Anypony there?” asked Scootaloo, fighting to make her voice sound brave.

There was no answer, only a deaf silence. She quietly made her way towards the hall, peeking out from the kitchen. The hoarse moan suddenly broke the silence, sending chills up the filly’s spine. It sounded closer this time. And it wasn’t coming from the hall… but from the door leading to the basement. Wishing she had never gone out of bed, Scootaloo swallowed her fear and inched closer and closer to the door until she was close enough to touch it.

“Is… is anypony down there?” she said with a trembling voice.

No answer. She slowly put her ear against the door and listened intensely. She heard nothing but the sound of her own heartbeats. Scootaloo took a deep breath, put her small hoof on the handle and slowly opened the door.

The sound of the door creaking open cut through the silence, making her legs tremble in fear. She peeked down towards the stair but saw only the first three steps before the darkness swallowed the rest, creating the illusion that the basement was bottomless. She tried to hit the light switch but nothing happened. She tried again and again but it was useless. The moan sounded for a third time, sending the chills running up the filly’s spine once again. Yet, there was something oddly familiar about the moan. Scootaloo managed to shake off the instinct that told her to run upstairs and hide under her pillow. Instead she thought of what Rainbow Dash would have done, and with her head held high she slowly put her hoof on the first step of the stair.

The steps creaked under her weight as she made her way down into the darkness. The bravery she had built up at the top of the stair waned with each step she took. As her hoof landed on the tenth step her legs were trembling so much it made it difficult to walk.

“Maybe I should wait until Rainbow Dash comes to pick up Tank?” thought Scootaloo and stopped on the eleventh step.

Right then the door slammed shut behind her with a bang and left the little filly in complete darkness. She panicked, forgetting that she was standing on a stair, and as she attempted to turn around to run back up her hoof slipped and she tumbled downwards. Hitting the cold basement floor with a thud, Scootaloo stood up on her aching legs and let out a small cough has she brushed off the dust from her mane. Luckily the fall hadn’t been a long one or she might have broken a leg or two. A small rustling, followed by the moan, made her heart skip a beat. But now, at this distance, the moan really did sound familiar. Almost like…

“Rainbow?” uttered Scootaloo in disbelief, before she lost consciousness as something hit her in the back of the head.

Babs woke up with a start as somepony suddenly stepped on her tummy.

“Wake up, sleepyhead!” commanded the voice of Trixie. “It’s already morning!”

The filly yawned and stretched as she stood up.

“I have to say that I’m impressed, little foal,” continued Trixie. “I knew you wanted revenge but to think you’d go this far… well, it doesn’t matter, as long as they’re alive.”

Babs followed Trixie’s gaze towards the two fillies that lay unmoving on the tables. Silver Spoon snored deeply and Diamond Tiara shivered every once in a while, both still bloated with her cum. But Babs felt no remorse, no guilt, and simply nodded toward Trixie.

“You were right,” said the filly. “Revenge really is sweet.”

Trixie let out a cold laugh and motioned to Babs to follow her as she walked towards the door.

“I’m glad you finally understand. Then I take it that you will have no further problems with following my orders?” said Trixie and stopped in front of the door.

Babs was silent for a second before lifting her gaze and staring right into Trixie’s eyes.

“I will, now and forever.”

Trixie grinned and handed the filly a brown coat.

“Make sure no pony recognizes you and keep following me,” said Trixie as she swept herself in a similar brown coat, opened the door and peered out through the small gap. “It’s not far from here.”

Babs closed her mouth, knowing that there was no use in asking, and simply followed the blue mare into the blinding morning light.

Twilight and Applejack ran down the main street of Ponyville, towards Sugarcube Corner. They left Rarity with Fluttershy in case Rainbow Dash would come back while they were gone.

“I sure hope nothin’ has happened to Pinkie Pie,” panted Applejack.

“Me too,” answered Twilight.

Suddenly, two ponies wearing brown coats and hoods appeared from an alley in front of them. Twilight and Applejack managed to dodge them at the last second.

“Sorry!” yelled Twilight as she passed them and continued towards Sugarcube Corner.

But as she ran, an ominous feeling began creeping up her spine. She turned her head but the two ponies with the coats were gone.

“Twilight, look!” yelled Applejack suddenly.

Sugarcube Corner was a few hundred meters away from them but Twilight could already see that something was wrong. The front door was halfway open. The two ponies didn’t bother knocking and ran straight up to Pinkie’s room.

“Pinkie Pie!” shouted Applejack as they entered the partypony’s room.

The window was open, the bed unmade and Pinkie’s pet, Gummy, sat on the window frame, staring at them. But no Pinkie.

“Oh no!” gasped Applejack. “Don’t tell me we’re too late!”

“Too late for what?” asked a sleepy voice behind them. “And what’s with all this ruckus so early in the-“

“Mrs. Cake!?” exclaimed Twilight. “Have you seen Pinkie Pie?”

“Not today, I haven’t,” answered the chubby mare. “I just woke up.”

Twilight snorted in frustration, ran past Mrs. Cake and out from Sugarcube Corner.

“Where could she be?” muttered Twilight to herself.

“Twilight, what do we do now?” sighed Applejack. “We can’t look for her in entire Ponyville. It would take forever!”

“What would take forever?” chirped Pinkie Pie.

“To find- … Pinkie Pie!?” exclaimed Twilight and Applejack.

“Yes?” asked Pinkie Pie with a confused expression.

“W-where were you?” stammered Twilight, staring at the pink pony in disbelief.

“I woke up in the forest,” answered Pinkie Pie happily. “But I don’t remember how I got there, which is kind of strange. And there was a puddle of cream besides me. But it tasted kind of funny, not sweet but salty.”

“W-wait, ya ATE the spe-“

Twilight interrupted Applejack.

“Perhaps you and Applejack can go visit Fluttershy in the hospital?”

“What!?” yelled Pinkie Pie. “Is she hurt? Did something happen to her? How did she-“

Twilight put a hoof over the pink pony’s mouth.

“Applejack will explain to you on the way. I will… take a look at this “cream” you mentioned. Where exactly did you wake up?”

“Ah don’t think she needs to explain that, Twilight,” said Applejack and pointed on the ground behind Pinkie Pie. “Just… follow the trail.”

There were small droplets of “cream” on the ground, leading from beneath Pinkie Pie’s legs and disappeared around the corner of Sugarcube Corner.

“That’s weird,” said Pinkie Pie as she lifted her back leg and inspected her leaking vagina. “I don’t remember stuffing any cream in there.”

“I… I'll see you back at the hospital,” said Twilight and shook her head at Pinkie. “Rainbow Dash should be back soon so tell her to stay with you until I return.”

Applejack nodded and they parted ways, Twilight continuing towards the forest alone.

Trixie cursed as they were nearly run over by two Ponies.

“Sorry!” yelled one of the ponies as they ran past.

Babs froze up. That was Twilight’s voice!

“Hurry up, you idiot!” hissed Trixie and quickly dragged Babs across the street into the alley on the other side.

As they stopped in the alley the thought of what just had happened hit Babs. Twilight had been so close that she had been able to smell her scent. It was a scent of sweat, some weak perfume and… apples? Then the other pony must have been…!

“That… was a bit too close,” said Trixie with an irritated tone. “I guess we have to step it up a notch.”

Babs, her mind still filled with the scent of Applejack and Twilight, suddenly noticed that her cock started to grow under her belly.

“T-Trixie?” said Babs as gently as she could. “Um… I got a little problem here.”

“What is it now?” asked Trixie uninterested but her mouth perked up in a half smile as her gaze fixated itself on Babs’ growing member. “I guess you can’t contain yourself any longer. Lucky for you we’re almost there. Just keep that thing from peeking out under the coat and you’ll soon have another treat.”

Babs, knowing full well that Trixie meant by a “treat”, followed the blue mare further into the alley. After they crossed yet another street Trixie suddenly stopped in the middle of an alley.

“Here it is,” she said and opened one of the back doors. “You first.”

Babs walked past Trixie and into the house, ending up in a kitchen. There was a bowl on the kitchen counter that was half filled with turtle food.

“This way,” said Trixie, closing the door behind her and locking it with her magic. “It’s right down here.”

She opened the door in the hallway were a stair was leading down into the darkness of a basement. Using her magic, Trixie made the small lightbulb in the ceiling come to life with a spark. As the shadows were chased away, Babs eyes grew wide at the scene before her. Lying on the ground was another blue mare with a rainbow colored mane, tied with sturdy ropes while at the opposite end of the room laid a filly with purple mane, she too tied up but with cables and not ropes.

“Scootaloo,” whispered Babs to herself and lowered her head.

“I actually didn’t plan to take her,” said Trixie from at the top of the stair. “But she… got in the way so I had no choice. That’s why I had to tie her up with cable wires instead. Urgh, I knew I should have taken that extra piece of rope.”

“So… I don’t have to… you know… with her?” asked Babs, wishing with all her strength that Trixie would say no, that she wouldn’t have to defile another one of her friends.

“What? Don’t be foolish,” laughed Trixie. “That little foal decided her own fate. See it as another test if you will. Rape her and I’ll believe in your loyalty.”

“Understood,” said Babs and lowered her gaze.

“Good,” grinned Trixie. “I have one last errand to run before everything is ready. Finish up here and meet me at the hospital in two hours.”

“But how do I get through-“

“- the magic barrier?” finished Trixie. “Simply; I won’t put up a barrier this time. Well, except the soundproof one. Which means…”

Trixie’s voice dropped a few tones as she stared at Babs.

“Do NOT screw this up.”

Babs could do nothing but nod in response before Trixie closed the door, leaving the three ponies alone in the basement.

Once again Babs found herself alone with her former friends, now her victims. She gritted her teeth, swallowing the sadness that was starting to bubble up in her throat, and forced herself to bury her own feelings.

“W-who… are you…”

Babs twitched in place as the sudden voice startled her. Scootaloo was looking at her with groggy eyes.

“What the!?” exclaimed Rainbow Dash suddenly as she too woke up. “Where am I?”

“R-Rainbow Dash?” said Scootaloo surprised. “What’s going on?”

Babs, knowing that there was no way around this, took a step forward and removed her coat.

“Babs!?” gasped Scootaloo while both she and Rainbow Dash stared at the filly in front of them.

“I’m sorry for what I have to do,” said Babs without looking at them. “But… I can’t hold it any longer.”

The cock between her legs had grown painfully thick and throbbed against her belly.

“Hey, this isn’t funny!” said Rainbow Dash. “Nngh… untie us right now!”

“Then I guess I start with you,” said Babs and allowed the feeling coming from her loins to spread throughout her body. “If you’ll play nice I’ll be gentle.”

Rainbow Dash’s eyes widened and her ears perked up as she was the extra limb between Babs’ legs as the filly walked towards her.

“Y-you’re not gonna… no, don’t do this!” pleaded Rainbow Dash.

“Alright,” said Babs, her eyes turning cold as her mind was completely overtaken by her own lust. “Then I guess I’ll start with Scootaloo instead.”

“What? Wait!” exclaimed Rainbow Dash as Babs’ steered her steps towards Scootaloo.

Babs stopped in front of Scootaloo. She turned her over, grabbed her legs and spread them until the filly’s tightly closed slit was visible.

“N-no! Stop!” yelled Scootaloo with tears starting to appear in her eyes. “Rainbow Dash, help me!”

“Don’t do it, Babs!” yelled Dash. “You don’t have to do it!”

“That’s just it,” said Babs with a toneless voice. “I have to do it.”

Rainbow Dash and Scootaloo continued to plead and beg but their voices fell on deaf ears. Babs lowered her head between Scootaloo’s legs and let the sweet aroma fill her nose. Filly’s smells differently than mares. They’re much… sweeter and not so strong. Babs extended her tongue and let a drop of saliva fall down on the small clit before she slowly dragged her tongue along the tightly clenched slit. As the tip of her tongue flicked against the clit, Scootaloo let out a quiet moan.

“Did you like that?” said Babs teasingly.

“No,” answered Scootaloo, obviously lying as her entire face was red with embarrassment.

“Hey! Let her be!” yelled Rainbow Dash.

Babs ignored the blue mare and continued to lick Scootaloo. She wiggled her tongue against the lips of the pussy, slowly making them part. Her tongue worked itself inside the tight entrance while pressing against the fleshy walls. Scootaloo gasped as Babs suddenly used her snout to press against her clit.

After a minute Babs felt the familiar taste of something else than her own saliva against the tip of her tongue. She pushed against the entrance a few more times with her tongue before she slowly removed it. Small drops of saliva and filly juices trailed down Scootaloo’s flanks until it reached the floor.

Babs then turned her attention towards the clit, which was now much larger than before and throbbing with excitement. She opened her mouth and began to suck on it, making Scootaloo squeal in pleasure and writhe on the floor. But Babs extended her hooves around the flank of her friend and kept the wiggling filly in a tight lock. As Scootaloo’s moans and gasps got louder and stronger, so did Babs’ sucking increase in strength.

“Babs… wait… I-I’m about to…” gasped Scootaloo and jerked her hips against Babs snout.

Babs had no intention of waiting, instead she began to suck even harder. Finally, as Scootaloo was thrashing around in her arms, she gently bit down on her throbbing clit which sent the filly over the edge.

“RAINBOW DASH!” screamed Scootaloo as she sprayed her filly juices all over Babs’ face.

Babs, who hadn’t been ready for Scootaloo’s discharge of fluids, stumbled backwards and tried to protect herself with her hooves as more and more juices squirted out. When her orgasm was over, Scootaloo lay panting on the floor, twitching in pleasure every now and then. Babs stared at her friend in surprise before a grin spread upon her lips and she slowly licked the juices off her hoof.

“I didn’t know you were a squirter, Scootaloo,” cooed Babs. “Now you’re more than ready for the insertion.”

“Insertion?” panted Scootaloo gasped at the sight of Babs’ huge throbbing member. “You don’t mean… that’s way too big!”

“Don’t worry,” said Babs and panted as she fought to keep herself from pouncing on the filly. “If both Diamond Tiara and Silver Spoon could take it then so can you. You wouldn’t want to lose to them, right?”

“Y-you’ve already…” said Scootaloo and stared at Babs with a horrified expression. “I… I don’t want this! Please!”

“Ssh, it will all be over soon-“

“Take me!” yelled Rainbow Dash which made Scootaloo freeze up for a second. “Just… just don’t take Scootaloo. If you… have to do it then do it with me!”

“I might just take you up on that offer,” said Babs before turning to Scootaloo. “Sorry, but it seems you’ll have to wait a bit longer.”

“No!” yelled Scootaloo to the surprise of both Dash and Babs. “I… I’ll do it! Just spare Rainbow Dash!”

“What are you saying, squirt!?” shouted Rainbow Dash. “You don’t have to-“

“I… I love you, Dash,” said Scootaloo with tears rolling down her face. “I… I don’t want this to happen to you. I want you to continue to teach me how to fly! I want you to be happy! I don’t… I don’t want to see you suffer.”

Dash fell silent and stared at Scootaloo, not knowing what to answer.

“Then I guess I’ll just do you both at once,” said Babs and began to drag Scootaloo over the floor towards Rainbow Dash before she had time to protest.

“What are you doing?” said Scootaloo and Babs suddenly lifted her up and forced her up on Dash.

Scootaloo fell upon Dash’s tummy with a small thud, their perky nipples pressing against each other. Dash looked up at Scootaloo as the filly’s warm, sweaty body pressed against her.

“Squirt?” said Dash and looked into Scootaloo’s eyes. “I… I like you too… but-“

“I know,” said Scootaloo. “I know what you’re gonna say but nothing of that matters. Not now anyway. I… I want to make this moment into something that I can look back on without having to cry… without having to lose you.”

“Enough with all the mushy stuff,” said Dash and smiled, her eyes starting to tear up at Scootaloo’s words. “I love you too, alright?”

“It seems you don’t need to be prepared, Dash,” said Babs mockingly. “Looks like you got pretty wet just watching Scootaloo. Did you enjoy the show?”

“Just… get it over with,” said Dash and glared at Babs. “I hope you’re happy with what you’re doing.”

Babs didn’t answer. Instead, she forcefully pushed her member into Dash’s tight hole. Rainbow Dash let out a scream as the thick cock invaded her snatch and strained her muscles against the ropes.

“It’s too thick! It’s splitting me in half!” thought Rainbow Dash, shut her eyes closed and let out another scream.

“Dash?” said Scootaloo worryingly.

Dash opened her eyes again and looked at Scootaloo.

“It’s… it’s fine,” lied Dash and even forced a fake smile on her lips. “I’ve borrowed bigger toys from Pinkie.”

“Good, cause I’m only halfway in,” said Babs and grinned before she violently slammed her cock into the blue mare, the median ring plopping inside, until their hips met and the tip of her member bashed against the mare’s cervix. “Ugh! You’re so tight it… hurts!”

Dash’s eyes rolled up into her head as Babs member was completely buried in her small pussy, making the abdomen bulge out against Scootaloo.

“Rainbow Dash!” exclaimed Scootaloo desperately. “Babs, stop! You’re killing her!”

“No… don’t… stop,” panted Rainbow Dash hoarsely. “This… is nothing…”

“Of course not,” said Babs. “I haven’t begun to move yet.”

Babs slowly dragged her member out of Dash’s snatch, making the blue mare feel every vein and every throb as the cock left its tight confinement. The median ring proved a bit trickier but with a grunt from Babs it slipped out with a wet *plop*. She continued to slowly slide the member out until only the flared head remained inside, tightly tucked between the squeezing pussy lips. Then, with a deep grunt, she forced her cock all the way inside in one shove, making their hips slap together and the flared head slam itself into the cervix once more.

Dash gasped as the member hit against her uterus so hard that it was visibly bulging out, pushing against Scootaloo’s stomach. Babs didn’t give Dash any time to catch her breath and started to hammer away at her cervix like there was no tomorrow. Babs’ forceful thrusts made both Scootaloo and Dash wiggle back and forth, their hard and throbbing clits flicking against each other. Dash’s snatch made a slurping sound each time Babs’ member left it and each time it was filled, their hips slapping against each other every time the cock was buried to the hilt. Mare juices began to squirt out with every thrust, splashing against both Scootaloo and Babs, as Dash quickly reached the edge of her blissful release.

“B-Babs… I’m about to,” gasped Rainbow Dash, her sweaty chest heaving itself up and down so fast it was slapping against Scootaloo.

“Already?” said Babs surprised before a sly grin appeared on her face. “Well, then I won’t waste any time. How about… THIS!?”

Babs suddenly put her hooves on top of Scootaloo’s lower back and pushed the filly against the blue mare beneath her, making their clits press against each other even harder. At the same time she picked up her pace until she was going as fast as she could, making the mare juices squirt out on the floor.

Rainbow Dash arched her back, pressing her entire body against Scootaloo, while squeezing down on the member with everything she had. Every time the cock hit her cervix it caused and explosion of pleasure throughout her body. With every thrust she got closer and closer to her release. Babs gritted her teeth as the fleshy walls of Dash’s snatch cramped themselves around her cock so hard that it made it difficult to move.

“I’m gonna… cum!” huffed Babs and continued her relentless humping.

“Me too!” yelled Rainbow Dash and jerked her hips up against Scootaloo. “I’m… coming… co-coming!!!”

Babs let out a scream as she slammed herself into Dash, the flared head screwing itself into the cervix, and made short but quick thrusts as the cock sprayed a flood of sperm into the small womb. Dash, feeling herself being filled, arched her back even more and convulsed as the orgasm hit her. Scootaloo had no choice but to thrash around on top of Rainbow Dash as the latter had the wildest orgasm in her life. Suddenly the filly felt how the blue mare’s stomach began to swell and bulge out even more as it was bloated with sperm. Scootaloo felt as if she was lying on a giant balloon that was slowly being inflated.

“So… good!” moaned Babs and pushed the filly against Dash’s bloated stomach, causing some of the cum to flood out around the shaft of her cock.

After what felt like hours their orgasms finally died down and they basked in the afterglow.

“Aww… I was so close,” muttered Scootaloo as she’d forgotten the situation she was in for a couple of seconds.

“Sorry, squirt” panted Rainbow Dash. “I guess I… came a bit too fast again, huh?”

“Well, you’re the fastest pony in Ponyville,” said Scootaloo and giggled… but her giggle quickly died down as she felt how a pair of hooves gripped her flank tightly.

“Lucky you,” said Babs and slid her member out of Dash with a wet plop. “I’m not quite satisfied yet.”

“W-what?” said Scootaloo with a trembling voice. “B-but-“

“Heh, did you think I would spare you?” laughed Babs as she aligned the rock hard member, coated with slime and sperm, with the filly’s puffed pussy. “Don’t worry, Scootaloo, this won’t hurt… so MUCH!”

Scootaloo screamed as Babs’ giant cock spread her open.

“It hurts! It hurts!” cried the filly and buried her head in Rainbow Dash’s mane.

“Stop it!” shouted Rainbow Dash. “You’re hurting her!”

Babs stopped pushing against the stretched hole and panted as a trail of sweat rolled down her face and landed on Scootaloo’s back.

“I’m sorry… but I can’t stop,” said Babs, this time without any trace of malice. “I’m… sorry.”

Then she began to push even harder until the fat head plopped inside and the cock easily slid all the way into the filly’s cervix. Scootaloo screamed again as she felt the flared head slam against her innermost place.

“It’s in now, right?” said Dash. “See, it’s soon over Scootaloo. Just hang in there. I’m here, so don’t be scared. Just… hide in my mane and it will all be over soo-“

“It’s only halfway in,” said Babs in a sad tone.

“B-but it’s impossible!” exclaimed Scootaloo. “Y-you can’t go in any further! You’ll kill me!”

“Don’t worry,” said Babs. “I might rape you, I might humiliate you and I might even hurt you… but I would NEVER kill you.”

Somehow the serious tone in Babs’ voice offered Scootaloo a shred of comfort, until the member started to push against her cervix again.

“It can’t go any further!” yelled Dash as Scootaloo could do nothing but scream and thrash around.

“Just… a little more!” grunted Babs as she felt Scootaloo’s cervix parting, slowly being pushed open.

With one last hard jerk the cock burst through the cervix and into the small womb. Babs gasped and moaned as the cervix was squeezing down so hard it felt as if it would tear off her cock. Dash stared at Scootaloo’s tummy with a horrified expression. The filly’s stomach looked almost as bloated her own, simply by Babs’ cock.

“Hnng!!!” moaned Babs. “So tight and warm! I… I think I got to be a bit rougher this time if I wanna be able to move.”

“M-my womb… it’s ruined,” gasped Scootaloo and panted as if she had hard to breathe.

Babs suddenly began to move. Placing her hooves in a firmer grip around the filly, she forced her member as far out as she could without slipping out of the womb, before slamming herself back inside. She repeated the motion until she was steadily pumping in and out of Scootaloo. Each time she hilted in the filly, her cock made Scootaloo’s abdomen bulge out several inches, making it push against Rainbow Dash’s bloated stomach.

“Hnngh… it… ugh… feels so… hng… good!” moaned Babs as she picked up the pace.

Scootaloo’s screams of agony had slowly been replaced by moans of lust and gasps of pleasure. Rainbow Dash, trying to do anything she could to ease the filly’s pain, had begun to grind her clit against her while kissing her neck.

“Aghh… I’m gonna cum!” warned Babs and started to jackhammer her hips against the filly as hard as she possibly could.

“Me… me too!” gasped Scootaloo while jerking her hips and spasm in pleasure.

“I… I think I too…” moaned Dash as she furiously ground her throbbing clit against the filly’s.

The three ponies’ pants and moans filled the basement, along with the musky scent of sex, cum and mare juices. The wet slapping sound as her hips met Scootaloo’s echoed in Babs’ ears and edged her on towards her second release. She felt how her member swelled and the pleasure rising to its peak before she let out a loud scream.

“I’m cumming! Hnngh AAAHHHHH!!!”

“Rainbow Dash!” screamed Scootaloo as she too had the wildest orgasm in her life, squirting out her filly juices like a fountain against Babs’ thrusting member.

As Babs felt Scootaloo empty herself against her, she slammed into the filly even faster and harder until her cock flared wide and gushed out a load of sperm into the womb that was tightly clenched around the member’s fat head. She pushed in as far as she could and let go, feeling how the sperm quickly bloated Scootaloo’s womb like a balloon.

Dash saw with both horror and fascination how Scootaloo slowly became inflated on top of her. Suddenly Babs put her whole weight on top of the filly, pressing Scootaloo’s and Rainbow Dash’s bloated wombs together. With the sound of spraying water, a huge amount of cum gushed out from Dash’s womb and splashed on the floor while the cum from Scootaloo rushed out past the cock and splattered against Babs.

“That… wasn’t so bad… was it?” said Babs but silenced herself as she looked at the two ponies beneath her.

Both of them were unconscious, sleeping peacefully in each other’s arms. For a moment she saw herself and Applebloom sleeping together just like that, peacefully, without a care in the world. Babs shook the imagie from her head, gently slid her semi-hard member out of Scootaloo and quietly left the basement.

She took a quick shower, looked at the clock and saw that she still had thirty minutes to spare. As she sat down in the kitchen, waiting for the minutes to tick by, she stared out into nothingness with empty eyes… before she finally buried her face in her hooves and cried.

End of Chapter 4

Author's Note

I have no regrets.