Back Room Experiments

by Schroedingers_Katze

Rating: mature
Tags: My Little Pony: Friendship is Magic, Anthro, Rainbow Dash, Fluttershy, Sex, Twilight Sparkle
Length: 6125

After a fun night in town, Rainbow Dash is going to get quite a surprise.

After a fun night in town, Rainbow Dash is going to get quite a surprise.

Content: Anthros, Sex, Mild magical mind control, Mild Dominance/Submission, Body alternation (namly Futanari/Dickgirls), Threesome

Published 2014-03-20 18:20:02 UTC
Last updated 2014-03-20 18:20:02 UTC

Well, technicaly it´s the basement but that´s just a minor detail right?^^

”Uuugh, my head!“
Rainbow Dash groaned. “Guess I hit the cider too hard with AJ again yesterday.” The blue Pegasus mare squinted. “Huh? This is not my house.” Rainbow looked around. Everything was in a dim twilight. Beneath her, there was no bed or a couch but something rough and hard. //A rug?// the Pegasus hands felt around. A stale taste of Granny Smiths triple X hard cider in her mouth and a sharp sting inside her head revealed to her that she was probably right about the whole passing out thing. Not that it would be something new to her. Every now and then, Rainbow took her girls and went for a little fun night into town. Even though it was a real ordeal every time to get Twilights nose out of her books and Fluttershy even over her own doorstep.
A chill ran down Rainbow Dashs body, making her suddenly realize that she was in the nude. Well, expect for an weird, thight feeling around her neck. It felt like she was wearing some kind of collar. A quick check confirmed it, she was wearing a collar with a weird gem or something on the front.
//Ohbuckohbuckohbuck!//
Rainbow suddenly felt hot. //Sweet Celestia, please don’t let me be at Raritys. My last crash at her place was enough for a lifetime!// she send a prayer to the God-Princess. The memories of waking up at the fashionistas back room once after a thoroughly caroused night with Apple Jack, only wearing stockings, a collar and this absurdly uncool Alice band with a big bow on it rushed through Rainbows mind. Not to mention the blots of molten wax all over her butt and back. It took Rainbow days to get it all out of her coat. In the end, she even had to ask AJ for help, getting the blots out she could not reach on her own. The apple famer’s face when she was laughing until she turned red like an apple was still lively in the Pegasus memories. Rainbow shook her head until her hangover forced her to stop. This was not the time to dwell in memories, especially no in THIS kind of memories. She needs to find her clothes and then she needs to get out of wherever she was at the moment. On all fours, the Pegasus starts to feel around. Her clothes had to be some were!

A faint whimper swung through the twilight.

Rainbows Dashs ears twitched. Was she not alone? Was there somepony else in this room? Rainbow was tempted to ask who’s there but bit her lip instead. What if it was somepony she knew? Or even worse, somepony she didn´t knew? Inside the hangover plagued hazes of her mind all sorts of Ponies began to take shape.
First of all, Rarity. The white Unicorn was without a doubt attractive but her weird fondness of Bondage plus the fact that she probably would not be able to resist to irritate Rainbow with small innuendos of what might had happened for the next weeks, no matter how ladylike and classy she acted made the Pegasus really wish she was wrong about this.
Maybe she was at Lyra´s and Bon-Bon´s place. It was hardly a secret that the musician and the confectioner were in a relationship and tend to invite another mare to have a threesome now and then. Rainbow could not help herself but to smile a bit. That would not be that bad. She had been curious for quite a while what those two might taste like.
Another possibility would be the Cakes. For a married couple with two fillies they are still quite active in the swinger scene. Even though they slowed down considerable since the birth of the twins, Mrs. Cake had told Rainbow once. That thought made Rainbow shudder immediately. Not because both, Mr. and Mrs. Cake were old enough to be her own parents but out of the simple reason that she does not want to ruin her relationship with Pinkie Pie. To the bubbly earth Pony, the Cakes were as close to her as her real parents, maybe even closer and having sex with both of them over being dead drunk would be a pretty good way to ruin this friendship.
There was the whimpering again, pulling Rainbow back to the here and now. She listened carefully. Where did it came from?
“Dammit, where´s the light?” she mumbled to herself.

“Oh, you want light? Why didn´t you say so earlier?” a familiar voice cuts through the twilight. Only heartbeats later, several lamps flashed into life, blinding Rainbow Dash for a second.

Rainbow shielded her eyes with her hand, trying to regain her sight. She realized that she was in some sort of basement, the small windows shut tight with thick curtains. At the edge of her field of vision, she noticed a table and a bed and weren’t these chains with shackles on the wall? //O great! Did I end up inside some weirdo’s basement?// Rainbow Dash asked herself. Then her eyes met those of the one mare she would have expected last. Only a few steps right in front of her, Twilight Sparkle sat on a chair, legs crossed in a nonchalant fashion, giving her friend a somewhat creepy smile.

“I was afraid that you might sleep until afternoon. You really drank an awful lot last night.” the Unicorn said in her usual voice. She was dressed in a white shirt with a small black vest over it and an unusual short black skirt. “I know you like to compete with Apple Jack in drinking contests but you know, on long terms, it is not healthy to consume such amounts of hard cider. Am I right Fluttershy?”

Rainbows eyes went wide as the Librarian said that. Right beside Twilight, the yellow Pegasus was on her knees. She was the source of the whimpering! The timid mare was also in the nude except for a weird looking collar, like Rainbow Dashs. Unlike Rainbow Dash, Fluttershys arms seemed to be tied behind her back and she was blindfolded. Her chest went up and down in quite a quick pace, small drops of sweat sparkling on her D-Cups. A red ball gag preventing her from anything more than a whimpering, causing small streams of salvia running out of the corners of her mouth. Her cheeks were bright red.

“Good girl. You’re enduring this very well.” Twilight said to Fluttershy like she was praising an obedient pet. She pets her head, causing the yellow Pegasus to whimper once more.

“Wh-whats with that?” Rainbow sputtered “What are you doing with Fluttershy?” The blue Pegasus jumped on her hooves.

“Down girl.” Twilight replied in a calm voice.

Rainbow Dash was about to say something but without she could help it, she sat down obediently. With a baffled look she stared at Twilight.

“Obedience collars.” Twilight answered Rainbows unspoken question. “I got them from Princess Celestia. Back then she mentioned that I would probably have an opportunity to put them to good use in the future. And she was right.” The creepy smile on the purple mares face got wider.

After a few seconds, Rainbow finally found her speech again. “What the hay Twilight? If you´re out for some weird bondage, go to Rarity! I bet you two would get along nicely!” she raged “Now give me the key or whatever is needed to get this creepy collars of from me and Fluttershy and let us go as long as we still can pretend this never happened!”

“Hmm, no.”

“WHAT?” Rainbow was about to get up again.

“Down and stay down.” Twilight ordered her friend and the magical collar made her obey. “You see Rainbow, over the last weeks I was working on a new spell and Fluttershy here was so nice to offer me her assistance. Isn’t that right Fluttershy?” The bound mare nodded.

“What kind of… spell?” Rainbow asked. She needed to buy time as she was trying to figure a way out of this scenario. Clearly BOTH her friends had lost a huge bunch of marbles.

“Oh, you want to know?” Twilight asked, with an unmistakable hint of her usual nerd-ness.

Rainbow Dash forced herself to put on an unsuspicious smile. “Sure, why not?”

“Well, it’s a transformation spell or rather a partial body alternation spell. Im rather proud of the results. It took me a lot of failures until the spell did what I want it to do. Fluttershy, be a dear and show it to Rainbow Dash, would you?”

The yellow Pegasus nodded obediently and stood up. Rainbow Dash gasped, partially surprised, partially shocked. Her timid friend was sporting a proper dick that would have not need to fear competition with most colts Rainbow had been with up until today.

“Incredible, isn’t it? The spell had transformed her clitoris into a fully functional penis while leaving her vagina untouched.” Twilight explained like she was talking about the weather, taking Fluttershys new member in one hand, gently stroking it. Whimpering, the yellow Pegasus responded with pushing her hips forward a bit. In no time, her dick was hard and throbbing in the Unicorns hand. Twilight smiled at her shocked friend. “I guess I still need to adjust the sensitiveness. Since this penis is based on Fluttershys clitoris, it is rather sensitive. At the beginning, it got hard just by the touch of her panties.” Noticing that Fluttershy was moving her hips back and forth, Twilight said in her creepily normal voice “No no girl. Not until I allow you to.” Wincing, Fluttershy stopped moving. Turning to Rainbow Dash again, Twilight continued “It is even capable of producing semen. Of course infertile until now but im pretty sure I will be able to solve this problem. Among others. Just think of the possibilities Rainbow. Once I perfected this spell, what good can be done with it? Just for example, every lesbian couple would be able to have children of their own. They would not need a donor anymore. And that would only be the beginning…”

“ARE YOU NUTS?” Rainbow Dash exploded. “You used Fluttershy as a guinea pig and turned her into a freak for this? You better undo this before the Princess finds out about…”

“But this was a task given to me by Princess Celestia.” Twilight smiled.

Rainbows jaws nearly hit the floor.

“Besides, I don’t think Fluttershy dislikes her new body. It’s been a week since I cast the alternation spell and she has not raised a single complain yet.” Now standing behind Fluttershy, Twilight opened the gag, gently taking it out of Fluttershys mouth. With her hand under Fluttershys chin, she guided her face towards her own, giving the Pegasus a gentle kiss.

Still unable to react in any kind of way, Rainbow Dash just watched the unreal scene.

“You´ve been a very obedient girl Fluttershy. I think you deserve a reward.” Twilight purred into her friends ear, undoing her shackles so she could move her arms again. Finally Twilight took of Fluttershys blindfold. The yellow Pegasus blinked a few times, adjusting her eyesight to the light again. Then her eyes meet Rainbows. They were hazy with desire.

“Dashie~ ♥” Fluttershy winced.

Rainbow Dash swallowed audible. She was not able to move an inch or to avert her eyes from her friend. The only thing she could do was to stare at the big, pulsating dick between Fluttershys legs. Slowly Fluttershy got closer, just to stop right in front of her.

“Dashie,” the yellow Pegasus winced again “would you maybe, if that’s okay with you, please suck my big throbbie?”she asked, her voice heavy with desire.

This question pulled Rainbow out of her paralysis. “You want me to WHAT?”

“Well, she wants you to get her some relief Dashie.” Twilight answered for Fluttershy. “It’s been three days now since I allowed her to relief herself for the last time. She must be pretty much pent up by now.” The Librarian was leisurely walking over to her friends. “You see, since this change, Fluttershys libido had increased dramatically. At the first day alone, she needed to relief herself exactly fourteen times.” Casually, Twilight touched the head of Fluttershys penis, causing it to twitch in front of Rainbows face.

Fluttershy grimaced. “Ple~ase Dashie. Im so horny… it hurts…” she begged.

“No way!” Rainbow answered, eyes wide, then turning to Twilight “I… I can´t do this! It´s… it´s Fluttershy were talking about.” She was pretty much desperate right know. Although it really looks like Fluttershy was in some sort of pain right now, she couldn’t overcome herself.

Twilight shrugged. “Well, I guess it can’t be helped. Follow me upstairs Rainbow, your clothes are there. We can open your collar there too. As for you Fluttershy, stay here. Looks like you need to endure this a bit longer.”

Rainbow Dash could see the desperation in her friends eyes as the magical collar forces her to stay at the basement. Fluttershys eyes became watery. It looked like she was going to cry every moment.

“Twi, wait. I do it.”

“Hmm? I think I misheard?”

“I said I will blow Fluttershy!” Dash repeats herself, trying to sound self-conscious. “But don’t get me wrong, I do this just for her sake, not for your stupid experiment and once were done you are going to take those stupid collars off from both of us and reverse Fluttershy to her old self. Deal?”

Twilight smiled. “Nice to see you are back to your old self Dashie, because you will need it. Deal.”

A little bit hesitant Rainbow reached out for the throbbing dick. A suppressed moan from above indicated the yellow Pegasus arousal as she closed her fingers around the meaty shaft. Rainbow stared at the flat tip, feeling the heat and the blood rushing through the sensitive organ. //Why are you hesitating RD? You have done this with colts for at least, a dozen times. This is nothing else, just it is no colt you’re going to give a blowjob but your foalhood friend Fluttershy.// Rainbows inner voice asked her. It looked like a real colt’s dick, it felt like one, it even smells like one.

“Dash~ie…” Fluttershys voice moaned from above.

//Okay RD, here goes nothing!// Rainbow swallowed again, opening her mouth, to slowly embrace Fluttershys twitching dick. Her friend moaned and shivered as she did. Rainbow could taste something salty. //Already?//

Fluttershys wings spread wide, she was panting heavily. This was incredible. “Hnng… oh Dashie… you-your mouth feels sooo good…♥” she managed to say between two lust ridden moans. This was probably the best sensation since Twilight had cast that spell on her. She grabbed Rainbows Dashs mane. “Please Dashie… faster… if that’s okay with you.”

Rainbow arrived at a decision. If she was in such a ridiculous situation already, she could make the best out of it, giving Flutterhsy the best Blowjob she can. Thoroughly she caressed the pulsating dick with her tongue, switching between fast and slow movements. Most colts would have blown their load by now. Rainbow could feel Fluttershy tense up and taste her pre-cum. She was close. With the intention to end this as fast as possible, Rainbow Dash used her teeth to carefully scrape along Fluttershys dick.

Fluttershy throw her head back, panting and drooling. This was heavenly; this was an even better feeling than feeding cuddly baby critters or having a warm bubble bath after a long day of critter caring. She closed her eyes as she felt her climax coming... until suddenly something changed.

Rainbow Dash was confused. A second ago she could have sworn that Fluttershy was cumming and the in the next… a faint raspberry colored aura was glowing around the root end of Fluttershys dick. Rainbow shot Twilight an angry look
“Aw come on Twi! A magical cock ring? Let the poor thing cum for peaches sake!”

The purple mare waved her finger dispraising. “I don’t think so. You see Dashie, I was a bit disappointed by your performance. I was at least expecting a deep throat from you, so I had to do something.”

“What? You mean as long as I don’t swallow Shys dick whole you won’t let her cum?”

“Pretty much, yes.”

Fluttershy winced and looked at Twilight. “P-please Twilight… please let me cum… my throbbie hurts really bad…” she swallowed a tear “… if you don’t mind …”

//Dammit Twi, I’ll get you for this!// the blue Pegasus thought as she started anew. Slowly she took more and more of Fluttershys hot dick inside her mouth. //It’s bigger than I thought. I don’t know if I’m able to pull this through.// Tears started running down her cheeks. A good bit of Fluttershys dick was still outside but Dash felt that she was reaching her limits.

Beneath Fluttershy and Rainbow Dash, Twilight stood smiling. “Oh, you can do better than that Dashie. Im not going to let Fluttershy cum until I am satisfied with your performance.” The Unicorn said in a sweet voice.

Fluttershy grows more and more desperate. Her penis was hurting although Rainbow was doing her best to fulfill Twilights orders. “P-please Dashie… hurry up…” she begged her friend. It was useless. It seems like she had reached her limit. Desperately, Fluttershy grasps Rainbows mane tighter, whimpering “I’m so sorry Dashie… please don’t hate me…” before trusting her dick into Rainbows mouth and throat. She could feel her friend trying to resist the sudden movement as she shoved her hot shaft down her throat but she could not endure this any longer. She needed to cum so bad!

Rainbow choked as Fluttershy suddenly thrusts into her mouth as deep as it gets. She tried to resist but the timid Pegasus puts a surprising amount of force behind her thrust. Eventually, Rainbow ceased to resist. Her arms became limp, hot tears running down her cheeks and her eyes were rolling backwards. She tried to breathe through her nose but it wasn’t enough. Her vision starts to get blurry. Distantly she noticed the pulsating movement as the blocking magic around Fluttershys dick disappeared and hot, sticky semen was pumped right into her stomach. //At least… Shy finally got off…// Rainbow Dash thought, her mind already comfortably dull. Then she lost consciousness.

…

Soft. Soft and warm was the first feeling that came to Rainbow Dashs mind when she regained her consciousness. Where was she? //Twilights house… Flutterhsy with a dick…// she remembered. With her eyes closed, she listened to her surroundings.

“Are you sure she’s all right Twilight?” a timid voice asked. That had to be Fluttershy.

“Yes Fluttershy, I’m one hundred percent sure. She is just exhausted.” a calmer voice replied. It was without a doubt Twilight.

“Bu-but her eyes were rolling back wh-when I… a-and then… she blacked out…” the timid voice began anew and added with a audible sniffle “What if she hates me now?”

“There there. If she is going to hate somepony, then probably me Fluttershy. After all, it was me who did this to both of you.” the other voice tried to console her conversional partner. “Uuugh, I’m afraid I really overdid it. Again I tried to fulfill Princess Celestias task word by word.” the voice groaned “It would be a good opportunity for you to learn something about Dominance but remember that a wise pony always knows when to stop.” the voice mimicked the God-Princess “She even told me to be careful but as always I was too eager to prove myself to her.”

Rainbow Dash opened her eyes. She was lying on the bed in Twilights strange basement room, covered with a comfy blanket. Slowly she sits up.

“Oh! Dashie, you’re all right! Thank goodness!” she heard Fluttershy say. The yellow Pegasus was sitting on a chair next to the bed while Twilight was standing near the table. The Unicorn looked pretty buckled.

“How long was I cold out?”

“Somewhat around an hour. Fluttershy never left your side for even a minute.”

Rainbow put on a smile. She could clearly see that Fluttershy had cried. “Well, at least my hangover is pretty much gone.” she tried to say as nonchalantly as possible.

Twilight rubbed her arm uncomfortably. “Im… Im so sorry Dash…” Twilight mumbled, not able to maintain eye contact with her friend. “I… somehow totally lost it… see, I already took the collars off from both of you… so you can go if you want… you might want to report this to the Princess, I’m sure Spike won’t mind helping you send the letter… ”

Rainbow could really see how sorry the Unicorn was. It was so like her to become obsessed with something, especially a task given her by the Princess herself. “Nah. Don’t cha worry Twi, its cool.” the Pegasus said, sporting a conciliatory smile.

“Bu-but… what I have forced you to do… I mean… that was clearly nothing a friend should ever do to another… how can that be cool?” Twilight asked confused.

Stretching her wings a bit after her nap Rainbow replied “Hey, come on, I knew how you can be, especially if the Princess gave you a task to fulfill. You’re an little teacher’s pet egghead, that’s just who you are. Besides....” she winked at both her friends “Celestia knows I have done some crazier things in my life until now.” Rainbow reached over and tussled Fluttershys mane softly. She noticed that the yellow Pegasus was still having her dick. “Soo, when did you plan to change Shy back to normal Twi?”

“Yeeeeah, about that….” the Librarian said in a nervous tone, fidgeting around with her fingers.

“You are able to change her back, aren’t you?” Rainbow Dash dug deeper.

“Yes of course. You see Dash, I crafted the spell in a way that it will undo itself after roughly nine days, maybe ten.” Twilight said with a forced smile “But, well… he he… it seems like… something… well, unpredictable happened…”

Rainbow lifted an eyebrow. Somehow she started to feel funny. “Something unpredictable? And that would be? Don’t tell me I’m pregnant after giving Shy a BJ.”

Twilight laughed nervously. “No! Nonononoo, nothing so ridiculous. It just seems that the spell had somehow become… well… infective and you might have… grown... a penis… too.” The last words were merely a whisper.

Rainbow Dashs face was frozen, her ears clinging close to her head. “You’re joking? You’re joking right Twi?”she asked finally.

The Unicorn tried to smile “Uhm, no?”

Fitfully Rainbow pulled the blanked away from herself and her heart nearly skipped a beat. Right there, between her legs was penis, already getting hard. She could feel blood being pumped through this new organ as it grew bigger. She jumped out of the bed and reached Twilight before the Unicorn was even able to move a muscle, which wasn’t really remarkable for Rainbow Dash was the fastest around. The Pegasus trapped the Unicorn between her arms which she mortised against the walls. “Change me back! NOW!” she growled, glaring at her friend.

“I can’t!” Twilight whined “Like I said, the spell will undo itself after nine days.”

“O-or roughly ten.” Fluttershy chimed in from behind.

Panic starts to grow inside Twilight. It had been ages that she had seen Rainbow Dash that angry. The Pegasus looked like she was really considering to beat her up and after the incident with those drunken tugs at this bar a few months ago, that was something Twilight was praying for not to happen. Beads of sweat started running from her forehead. Mentally she tried to prepare herself for the unavoidable.

Rainbow Dash clenched her fist, striking out.

Twilight closed her eyes, waiting for the impact, the pain. A heartbeat passed and nothing happened. Another heartbeat. And another. She opened her eyes. Rainbow was still standing in front of her but she doesn’t look angry anymore. Crestfallen was the better word. With hanging shoulders, the blue Pegasus walked over to the bed, letting herself slump onto it.

“This is it. My life is officially over!” Rainbow suddenly started to wail “I can’t let myself seen like this, if somepony found out, I would be the laughing stock of all of Ponyville. My chances to ever be recognized by the Wonderbolts would be zero. I would probably even lose my job at the weather factory!”

“But Dashie, Twilight said it will only last nine or ten days. You can just stay home until then, it’s not that bad. It will be like sitting out a feather flu.” Fluttershy tried to console her friend “You can read a good book or two. Maybe Twilight had some new Daring Doo Books in her library you could borrow.”

“No! You don’t understand!” Rainbow cried out in desperation.

Seeing her friend like this send a sting through Twilights heart. This was all her fault. She had to do something, she had to take responsibility. After taking a deep breath, she walked over to the two Pegasi. In front of Rainbow Dash, she went down on her knees and carefully grasps her friend’s new dick.

The Pegasus blushed brightly “Woaa,Twi… w-what are you doing?” Rainbow stammered.

Blushing herself Twilight started to move her hand slowly up and down. “Well… you see… since this is all my fault… I’m going to take responsibility for it.” She gave Rainbow Dash an embarrassed look from below, ears close to her head and cheeks burning red. The Pegasus had to admit that she was pretty cute this way. Slowly Twilight opened her mouth, giving the shivering tip of Rainbows hot shaft a few careful licks. Then she took it inside her mouth.

“Woaaaaaaa!” Rainbow Dash gasped in surprise, clenching her hands into the bed sheds. This was incredible. This sensation was even better than the feeling after a sonic rainboom. Now she could understand Fluttershys reaction from earlier. And those of every colt she ever gave a blowjob. Biting her lip, Rainbow watched Twilights head moving up and down. She could feel that her wings were fully stretched by now. The Unicorns mouth felt incredible, warm and wet, not to mention how surprisingly good Twilight put her tongue to work. Suddenly, without warning Rainbow reached her peak and shot her load into her friends mouth.

Twilights head was swimming. The feeling of Rainbows hot and pulsating penis in her mouth was like nothing she had experienced yet. Its taste was somewhat salty but with a hint of something she could not grasp. Judging by her friends moans she did a good job until now. Diligently she caressed the hot shaft with her tongue. While doing so, Twilight could feel her pantie getting wet. Then, without any warning Rainbow suddenly tensed up and hot semen flooded the Librarians mouth. Swallowing the semen, Twilight could not help it but to give the Pegasus a naughty smile. “Oh my, the famous ten seconds flat, hn Dashie?”

Endorphins still rushing through her body, Rainbow Dash returned Twilights look. “Wow Twi… that was… that was awesome!” she panted.

“Dashie?” the Unicorn purred, starting to unbutton her shirt “You can go again, can you?”

The Pegasus putts on her brightest smile. She saw were this was going and she was going to enjoy it. “Sure thing Twi, I still have tons of stamina.” Smiling in anticipation, Rainbow watched Twilight strip. For a bookworm the Librarian had a nice body she had to admit. Delicious B-Cups, a slim waist and right know a really cute expression on her face.

Fluttershy bit her lip as she watched Twilight undress and climbing into the bed with Rainbow Dash. Watching Twilight giving her foalhood friend a blowjob had made her hard again. She wanted to say something but refrained from it as the Unicorn entangled the other Pegasus in an intense kiss.

Twilight was enjoying the sensation of Rainbow Dash lips. For somepony who seemingly doesn’t care much about cosmetics, her athletic friend had surprisingly soft lips. Carefully, a bit hesitant even, Twilights tongue requested entrance and was welcomed openly. The two mares exchanged a series of sensual kisses while the Librarian could clearly feel the length of her friends throbbing dick rubbing against her wet slit.

“Hey Twi?” Rainbow panted between two kisses “Can I put it in?”

Twilight nodded and reached behind herself until she got a grasp of Rainbows dick. Sitting up, she guided the tip against her lower lips. Teasingly, she rubbed it back and forth a bit until her friends begging expression satisfied her. Slowly she lowered herself, faint moans slipping from her lips until she finally sat on Rainbows lap. She gave the Pegasus a hazy look. “Incredible Dashie, simply incredible. I can feel the heat emanating from you dick… hmmm~♥. Hey Dashie, I’m going to move now okay?”
The Pegasus nodded and Twilight began to move her hips in a steady pace. Putting her head back, Twilight began to fondle her breasts, twisting and pinching her hard nipples.

“Twi?”

“Uhn?”

“Get down here.”

The Librarian followed the command obediently, founding herself nose to nose with Pegasus. “Enjoying yourself a bit?” Rainbow asked with a smug smile, kissing her softly.

“What gave you such an idea?” Twilight replied, interrupting the kiss.

“Not. The. Slightest. Clue.” Caressing the purple mares firm butt with both hands, Rainbow Dash continued the kiss until a familiar sounding moaning catches her attention. //Lunas juicy butt cheeks! I totally forgot about Fluttershy!// Both mares turned their faces towards their friend.

The timid Pegasus had been watching silently on her chair. After a certain time, it became slowly but sure unbearable and so Fluttershy had hesitantly started to relief herself. Fondling her breast with her left and masturbating with her right hand, she had watched her friends, suppressing her own moans until she could not hold them anymore. She froze instantly as both of them turned towards her.

“Oh dear! Fluttershy, I’m sorry, I totally forgot about you.” Twilight said, clinging her ears conscience-stricken.

“B-but you two seemed li-like you were enjoying yo-yourselfs s-so I don’t want to b-butt in…” Fluttershy mumbled, hiding her face behind her mane.

“Ahh bosh! C’mon over Shy, I’m pretty sure Twi still has room for one more.” Rainbow Dash smiled with a wink towards her foalhood friend, spreading the Unicorns butt cheeks and revealing her anus.

“Yes I… what?” Twilight sputtered as it dawned to her what was going on in Rainbows mind.

Fluttershy blushed brightly “Bu-but I can’t… n-not in there…”

“Yes, Fluttershy is absolutely right! No way in Tartarus I would like something like THIS.” Twilight stammered hasty.

“If you don’t like this, why are you flicking your tail like this then? You’re practically inviting Shy.” Rainbow Dash replied malicious, teasing the Unicorns sphincter with a fingertip. As Twilight let a suppressed moan slip out, the Pegasus put on a winners smile “You’re such a bad liar Twi, even AJs lies are better.”

Before she could say anything, Twilight heard the creaking of the beds frame as the yellow Pegasus joined them both. Hesitant hands were closed around her hips and she could feel the hot tip of Fluttershys penis, resting against her anus. “Is this really okay Twilight? If not, I guess I could wait…” she heard the timid Pegasus from behind.

“Of course it’s okay. She said it herself, this is her fault and she needed to take responsibility for it. Am I right Twi?” Rainbow answered Fluttershys question.

The Unicorn sighed. Rainbow Dash had cornered her pretty good. “It’s really okay Fluttershy” she said “Just do it slowly please. It’s been quite a while since somepony put something in there.”

Rainbow could not avoid a whistle. “Gosh Twilight, I would’ve never thought you were into this. The famous naughty Librarian hn?” she carries out her revenge for Twilights earlier comment about her quick climax during the blowjob.

Adjusting herself into a comfortable position between the two Pegasi, Twilight smiled bashfully. “Too be honest, I did a little experimenting back then when I was still studying in Canterlot.” She inhaled sharply. Fluttershy had begun to shove her throbbing dick into her anus.

“Oh my. To rough?” Fluttershys startled voice sounded from behind her back.

Clenching her teeth, Twilight shook her head while she tried to relax. “It’s okay… just give me … a second…” After a few seconds, she finally got used to the big shaft inside her ass so she nodded as a signal for Fluttershy to carry on. Not long and Twilight could feel Fluttershy pounding into her in a moderate pace.

Rainbow took Twilights nod to continue thrusting on her own. It did not take her long to adjust her own rhythm to Fluttershys thrusting. She could feel the other dick moving inside Twilight and that made her damn hot in a weird way. Sometimes both dicks, her own and Fluttershys, seemed to scrape alongside each other which was an incredible turn on. Twilight approached her for another kiss which she returned gladly.

Twilight felt comfortably hazy with two big dicks grinding into her. Exchanging deep kisses with Rainbow Dash again, Fluttershys faint moans from behind, she reached down between her legs with one hand, twiddling her clit. Blissfully she moaned into her kisses with Rainbow.

The Pegasus was playful nibbling on Twilights lower lip. By now she was pretty sure that she could develop a liking for this. Maybe she would ask Twilight someday in the future to cast that spell on her again. Rainbow peeked around Twilights head, curious how Fluttershy was doing.

The yellow Pegasus seemingly got rid of all trepidations and was finally enjoying herself. Eyes closed, her right hand was resting on her burning red cheek, her pinkie slightly in her mouths corner while her left hand was running all over her body, fondling and groping. Faint Eeps and Oh my’s slipping over her full lips now and then. Judging by her quick thrusts and her trembling, fully stretched wings, she was already pretty close.

“Dashie… I’m close ♥..” Twilight moaned, beads of sweat sparkling on her face.

“Same here Twi. ♥” Rainbow answered in a similar manner. “Hey Shy, wanna finish together?” she asked over Twilights head.
Fluttershy nodded eagerly. “I’d love to Dashie! ♥”

“Okay then, here we go.” Licking her lips, Rainbow doubled her efforts and so did Fluttershy. The moans of the three mares grow louder, combining into a testimonial of primal desire.

“Oh ya… fill me up, both of you, fill me to the brim…♥” Twilight begged, throwing her head back and panting heavily.

Biting her lip, Rainbow trusted as deep into Twilights tunnel as she could, feelling the other mare’s vaginal muscles twitching and clamping around her dick.

“Take this… bitch…” Fluttershy mewled as she jammed herself into her friend as far as it will go.

In a whirling explosion of pleasure the three friends reached their peaks almost simultaneously.

…

Twilight sighed satisfied. Her head was resting cozy on Rainbows chest, allowing the Pegasus to easily pet her tussled mane. The sportive Pegasus had a spend but extremely pleased facial expression like she was the winner of some kind of big game.

“Dashie?” Twilight said in a low voice, trying not to wake up Fluttershy. The yellow Pegasus was snoring curled up at the hoof end of the bed. Both, Twilight and Rainbow Dash had decided to let her sleep and recover.

“Yes Twi?”

“Thank you.”

Rainbow smiled benignly. “Always a pleasure to help a friend.” After a short break, she continued “So, say, since you got pretty much drenched in malfunctioning mumbo jumbo mare seed, you’re going to grow one too?”

Nuzzling her face against Rainbows A-Cups Twilight nodded. “I can feel the spell altering my body already.”

A long period of harmonic silence followed that statement, Fluttershys faint snoring the only noise in the small basement room.

“So, guess you’re grounded then for nine days. Or maybe ten.” Rainbow finally said as nonchalant as possible. “Any plans how to kill all this time until your freaky magic wears off?”

Rising herself carefully, not to wake up her sleeping friend, Twilight gave Rainbow Dash a wide smile while her index finger starts to trail down the Pegasus body. “Oh, I think I got just the idea.” she purred.

Rainbow returned the smile. She saw were this was going to and boy, she was going to enjoy it!

Author's Note

Sheesh...
First fic here and allready smut.^^°
Well, I think I got rid of most grammar mistakes.
I do hope it is enjoyable.

Comments and critique is both welcome.

Anyways, thank you for reading.